-----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, V5NXPsQDwSB8cSpKrh8AMDARzQZ8xcx6veSP6rBlM0qMiw/8dlCnZj5j29x0KWK1 Ljdwy4rgYdThu7tzMR+4zg== 0000950103-02-000101.txt : 20020414 0000950103-02-000101.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950103-02-000101 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020205 ITEM INFORMATION: Other events FILED AS OF DATE: 20020205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AES CORPORATION CENTRAL INDEX KEY: 0000874761 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 541163725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12291 FILM NUMBER: 02527718 BUSINESS ADDRESS: STREET 1: 1001 N 19TH ST STREET 2: STE 2000 CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7035221315 8-K 1 feb0502_8k-aes.txt 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): February 5, 2002 THE AES CORPORATION (exact name of registrant as specified in its charter) DELAWARE 333-15487 54-1163725 (State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
1001 North 19th Street, Suite 2000 Arlington, Virginia 22209 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (703) 522-1315 NOT APPLICABLE (Former Name or Former Address, if changed since last report) Item 5. Other Events - ------- ------------ The AES Corporation announced today that net income for 2001 was $727 million, before deducting the non-cash foreign currency transaction losses at Brazilian affiliates, the mark-to-market losses from FAS 133, the nonrecurring severance and transaction costs recorded in conjunction with the IPALCO pooling-of-interests transaction, and discontinued operations. Diluted earnings per share, before such charges, were $1.35 for the year. Net income and diluted earnings per share for the year, after all charges, were $273 million and $0.51, respectively. For the year, revenues increased 24% to $9.3 billion. As a result of the pooling-of-interests transaction, the results of operations of AES for the periods ended December 31, 2000 have been restated to include IPALCO. For the quarter ended December 31, 2001, net income and diluted earnings per share, before such charges, were $149 million and $0.28, respectively. Net income and diluted earnings per share for the quarter, after all charges, were $44 million and $0.08, respectively. Barry J. Sharp, Chief Financial Officer, stated "Although 2001 provided several challenges for us, including lower prices in the U.K. and rationing in Brazil, we met our revised financial expectations. Several businesses in our global portfolio performed better than expected this year including EDC in Venezuela, Placerita in California, Haripur in Bangladesh, as well as our businesses in Hungary and in the Dominican Republic." Dennis W. Bakke, President and Chief Executive Officer, commented, "I am pleased that we reported 2001 earnings at the high end of our recent guidance for the full year. The people of AES have responded with innovation and tenacity as they address difficult market conditions in certain parts of the world. The long-term contract nature of many of our businesses provide valuable protection to potential earnings volatility. As we start the New Year, I look forward to sharing with investors our new organizational arrangement that we announced earlier today. After 20 years of strong growth, I believe we are well positioned for the future." Update on Argentina Situation Argentina is experiencing a significant political and economic crisis that has resulted in significant changes in general economic policies and regulations as well as specific changes in the energy sector. Over the past several weeks, many new economic measures have been adopted by the Argentine government, including abandoning the country's fixed dollar-to-peso exchange rate, converting dollar denominated loans into pesos and placing restrictions on the convertibility of the Argentine peso. The government has also adopted new regulations in the energy sector that have the effect of repealing US dollar denominated pricing under electricity tariffs as prescribed in existing electricity distribution concessions in Argentina by fixing all prices to consumers in pesos until June 30, 2002. In combination these circumstances create significant uncertainty surrounding the performance, cash flow and potential for profitability of the electricity industry in Argentina, including the Argentine subsidiaries of AES. AES has several subsidiaries in Argentina operating in both the competitive supply and growth distribution segments of the electricity business. Eden, Edes and Edelap are distribution companies that operate in the province of Buenos Aires. Generating businesses include Alicura, Parana, CTSN, Rio Juramento and several other smaller hydro facilities. These businesses are experiencing cash flow shortfalls arising from the economic and regulatory changes described earlier, and the majority of the businesses are in default on their project financing arrangements. AES is not generally required to support the potential cash flow or debt service obligations of these businesses. The effects of the crisis are not expected to have a significant negative impact on AES's overall liquidity, due primarily to the non-recourse financing structure in place at most of AES's Argentine businesses. The effects of the current circumstances on reported earnings are much more uncertain and difficult to predict. AES's total contributed cash investment and retained earnings in the competitive supply business in Argentina is approximately $575 million and the total similar investment in the distribution business is approximately $465 million. Depending on the ultimate resolution of these uncertainties, AES may be required in 2002 to record a material impairment loss or write-off associated with the recorded carrying values of its investments, including goodwill, although no such loss has been recorded to date. Additionally, under current conditions, the Argentine businesses may also incur operating losses during 2002. AES is currently investigating and pursuing several potential alternatives to minimize the impacts on reported earnings. It is possible, as AES pursues these alternatives, that future Argentine business results may be reported as discontinued operations. THE AES CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE PERIODS ENDED DECEMBER 31, 2001 AND 2000 - ------------------------------------------------------------------------------- Quarter Quarter Ended Ended ($ in millions, except per share amounts) 12/31/01 12/31/00 - ------------------------------------------------------------------------------- REVENUES: Sales and services $ 2,387 $ 2,117 OPERATING COSTS AND EXPENSES: Cost of sales and services 1,705 1,532 Selling, general and administrative expenses 47 14 ----------- ---------- Total operating costs and expenses 1,752 1,546 ----------- ---------- OPERATING INCOME 635 571 OTHER INCOME AND (EXPENSE): Interest expense, net (396) (276) Other income 19 6 Equity in earnings of affiliates (before income tax) 50 156 Environmental fine - (17) Gain on sale of assets - 31 Nonrecurring severance and transaction costs - (79) ----------- ---------- INCOME BEFORE INCOME TAXES AND MINORITY INTEREST 308 392 Income tax provision 81 100 Minority interest 37 55 ----------- ---------- INCOME FROM CONTINUING OPERATIONS 190 237 Loss from operations of discontinued components (net of income taxes of $9 and $4, respectively) (146) (9) ----------- ---------- INCOME BEFORE EXTRAORDINARY ITEM 44 228 Extraordinary item, net of tax - Early extinguishment of debt - (4) ------------ ---------- NET INCOME $ 44 $ 224 ============ ========== DILUTED EARNINGS PER SHARE: Income from continuing operations $ 0.35 $ 0.46 Discontinued operations (0.27) (0.02) Extraordinary item - (0.01) ----------- ---------- Total $ 0.08 $ 0.43 =========== ========== Diluted weighted average shares outstanding (in millions) 541 542 THE AES CORPORATION -- Supplemental Schedule (1) CONSOLIDATED SCHEDULE (Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring citems, discontinued operations and extraordinary items)(1) FOR THE PERIODS ENDED DECEMBER 31, 2001 AND 2000 - ---------------------------------------------------------------------------------------------------- Quarter Quarter Ended Ended ($ in millions, except per share amounts) 12/31/01 12/31/00 - ---------------------------------------------------------------------------------------------------- REVENUES: Sales and services $ 2,387 $ 2,117 OPERATING COSTS AND EXPENSES: Cost of sales and services 1,705 1,532 Selling, general and administrative expenses 47 14 ------------ ------------ Total operating costs and expenses 1,752 1,546 ------------ ------------ OPERATING INCOME 635 571 OTHER INCOME AND (EXPENSE), Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: Interest expense, net (402) (276) Other income 38 6 Equity in (loss) earnings of affiliates (before income tax) (25) 192 ------------ ------------ INCOME BEFORE TAXES AND MINORITY INTEREST, Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: 246 493 Income tax provision 60 128 Minority interest 37 55 ------------ ------------ NET INCOME, Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: $ 149 $ 310 ============ ============ DILUTED EARNINGS PER SHARE, Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: $ 0.28 $ 0.59 ============ ============ Diluted weighted average shares outstanding (in millions) 541 552 (1) Basis of presentation - This schedule presents, on a proforma basis, the results of operations of AES excluding the aggregate (both subsidiaries and affiliates) Brazilian affiliates foreign currency gains of approximately $48 million after income tax, or $0.09 per share in 2001 and losses of approximately $24 million after income tax, or $0.04 per share in 2000, mark to market losses from FAS No. 133 of approximately $7 million after income tax, or $0.02 per share in 2001 and nonrecurring charges, including transaction and severance costs related to the IPALCO transaction of approximately $52 million after income tax, or $0.09 per share in 2000, a gain on a sale of assets by IPALCO of $20 million after income taxes, or $0.04 per share in 2000 and an environmental fine of $17 million after income taxes, or $0.04 per share in 2000. This schedule also excludes the loss on discontinued operations of $146 million in 2001 and $9 million in 2000 and an extraordinary loss of approximately $4 million in 2000. Discontinued operations consists primarily of Termocandelaria, Ib Valley and several telecommunications businesses in Brazil and the U.S.
THE AES CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE PERIODS ENDED DECEMBER 31, 2001 AND 2000 - ----------------------------------------------------------------------------- Year Year Ended Ended ($ in millions, except per share amounts) 12/31/01 12/31/00 - ----------------------------------------------------------------------------- REVENUES: Sales and services $ 9,327 $ 7,534 OPERATING COSTS AND EXPENSES: Cost of sales and services 7,025 5,539 Selling, general and administrative expenses 120 82 ---------- ---------- Total operating costs and expenses 7,145 5,621 ---------- ---------- OPERATING INCOME 2,182 1,913 OTHER INCOME AND (EXPENSE): Interest expense, net (1,465) (1,138) Other income 41 31 Equity in earnings of affiliates (before income tax) 175 475 Gain on sale of investment - 112 Gain on sale of assets - 31 Environmental fine - (17) Nonrecurring severance and transaction costs (131) (79) ---------- ---------- INCOME BEFORE INCOME TAXES AND MINORITY INTEREST 802 1,328 Income tax provision 230 377 Minority interest 105 124 ---------- ---------- INCOME FROM CONTINUING OPERATIONS 467 827 Loss from operations of discontinued components (net of income taxes of $ 35 and $11, respectively) (194) (21) ---------- ---------- INCOME BEFORE EXTRAORDINARY ITEM 273 806 Extraordinary item, net of tax - Early extinguishment of debt - (11) ---------- ---------- NET INCOME $ 273 $ 795 ========== ========== DILUTED EARNINGS PER SHARE: Income from continuing operations $ 0.87 $ 1.65 Discontinued operations (0.36) (0.04) Extraordinary item - (0.02) ---------- ---------- Total $ 0.51 $ 1.59 ========== ========== Diluted weighted average shares outstanding (in millions) 543 514 THE AES CORPORATION --- Supplemental Schedule (1) CONSOLIDATED SCHEDULE (Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items)(1) FOR THE PERIODS ENDED DECEMBER 31, 2001 AND 2000 - ---------------------------------------------------------------------------------------------- Year Year Ended Ended ($ in millions, except per share amounts) 12/31/01 12/31/00 - ---------------------------------------------------------------------------------------------- REVENUES: Sales and services $ 9,327 $ 7,534 OPERATING COSTS AND EXPENSES: Cost of sales and services 7,025 5,539 Selling, general and administrative expenses 120 82 ------- ------- Total operating costs and expenses 7,145 5,621 ------- ------- OPERATING INCOME 2,182 1,913 OTHER INCOME AND (EXPENSE), Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: Interest expense, net (1,430) (1,138) Other income 61 31 Equity in earnings of affiliates (before income tax) 386 539 ------- ------- INCOME BEFORE TAXES AND MINORITY INTEREST, Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: 1,199 1,345 Income tax provision 367 376 Minority interest 105 124 ------- ------- NET INCOME, Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: $ 727 $ 845 ======= ======= DILUTED EARNINGS PER SHARE, Excluding Brazilian affiliates foreign currency effects, effects of FAS No. 133, nonrecurring items, discontinued operations and extraordinary items: $ 1.35 $ 1.69 ====== ======= Diluted weighted average shares outstanding (in millions) 543 514 === ===
(1) Basis of presentation - This schedule presents, on a proforma basis, the results of operations of AES excluding the aggregate (both subsidiaries and affiliates) Brazilian affiliates foreign currency losses of approximately $139 million after income tax, or $0.25 per share in 2001 and approximately $42 million after income tax, or $0.08 per share in 2000, mark to market losses from FAS No. 133 of approximately $36 million after income tax, or $0.07 per share in 2001, and nonrecurring items, including transaction and severance costs related to the IPALCO acquisition of $85 million after income tax, or $0.16 per share in 2001, and approximately $52 million after income tax, or $0.10 per share in 2000, a gain on the sale of an investment held by IPALCO of $73 million after income tax, or $0.14 per share in 2000, a gain on a sale of assets by IPALCO of $20 million after income tax, or $.04 per share in 2000 and an environmental fine of $17 million after tax, or $.04 per share in 2000. This schedule also excludes the loss on discontinued operations of $194 million in 2001 and $21 million in 2000 and an extraordinary loss of approximately $11 million in 2000. Discontinued operations consists primarily of Termocandelaria, Ib Valley, Power Direct and several telecommunications businesses in Brazil and the U.S. The AES Corporation Unaudited Supplemental Data ---------------------2000-------------------- ---------------------2001-------------------- 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year ------- ------- ------- ------- ---- ------- ------- ------- ------- ---- GEOGRAPHIC - % of Total North America Revenues 45% 47% 44% 42% 45% 38% 37% 45% 36% 39% Income before Taxes (1) 37% 41% 42% 35% 38% 41% 27% 56% 39% 40% Caribbean Revenues 7% 11% 17% 21% 15% 21% 22% 19% 18% 20% Income before Taxes (1) 2% 7% 13% 20% 11% 18% 31% 15% 31% 23% South America Revenues 17% 16% 16% 14% 15% 17% 20% 17% 21% 19% Income before Taxes (1) 26% 36% 33% 34% 32% 32% 36% 20% 22% 28% Europe/Africa Revenues 22% 17% 16% 15% 17% 15% 13% 15% 17% 15% Income before Taxes (1) 26% 8% 6% 7% 12% 8% 1% 6% 7% 6% Asia Revenues 9% 9% 7% 8% 8% 9% 8% 4% 8% 7% Income before Taxes (1) 9% 8% 6% 4% 7% 1% 5% 3% 1% 3% SEGMENTS - % of Total Contract Generation Revenues 23% 24% 23% 23% 23% 27% 28% 26% 25% 27% Operating Margin (2) 40% 47% 38% 32% 38% 36% 35% 27% 43% 36% Income before Taxes (1) 40% 39% 29% 21% 31% 32% 20% 17% 52% 30% Competitive Supply Revenues 36% 35% 31% 28% 32% 27% 26% 33% 31% 29% Operating Margin (2) 30% 28% 28% 24% 28% 22% 17% 24% 14% 19% Income before Taxes (1) 29% 16% 21% 17% 21% 11% 3% 22% (1)% 9% Large Utilities Revenues 23% 24% 31% 32% 28% 28% 27% 27% 22% 26% Operating Margin (2) 18% 22% 30% 34% 27% 31% 37% 37% 26% 32% Income before Taxes (1) 28% 46% 47% 58% 46% 50% 71% 58% 23% 51% Growth Distribution Businesses Revenues 18% 17% 15% 17% 17% 18% 19% 14% 22% 18% Operating Margin (2) 12% 3% 4% 10% 7% 11% 11% 12% 17% 13% Income before Taxes (1) 3% (1)% 3% 4% 2% 7% 6% 3% 26% 10% FINANCIAL HIGHLIGHTS - million $, except Total Assets in billion $ Revenues $1,692 $1,743 $1,982 $2,117 $7,534 $2,494 $2,184 $2,262 $2,387 $9,327 Income before Taxes (1) $378 $305 $403 $542 $1,628 $495 $420 $376 $368 $1,659 Net Income Excluding Extraordinary and Other Item(3) $189 $160 $186 $310 $845 $237 $184 $157 $149 $727 Total Assets (billions) $26 $31 $32 $33 $33 $36 $36 $36 $37 $37 Deprec./Amort. $142 $163 $196 $199 $700 $205 $209 $222 $223 $859
(1) Income before taxes excludes the Corporate and Business Development segment. The following items are included in the Corporate and Business Development segment: corporate interest, other corporate costs, business development expenses, Brazilian affiliates foreign currency effects, effects of FAS No. 133, discontinued operations and nonrecurring items. (2) Operating Margin is revenues reduced by cost of sales, depreciation and amortization and other operating expenses. (3) Net Income excludes Brazilian affiliates foreign currency effects, effects of FAS No. 133, discontinued operations, nonrecurring and extraordinary items. The AES Corporation Capital Resources and Other Balance Sheet Data (unaudited, $ in billions) December 31, ------------------------- Capitalization: 2001 2000 ------------------------- Recourse debt $ 5.40 $ 3.46 Non-recourse debt 16.86 15.33 -------- ------- Total debt 22.26 18.79 Preferred Securities 0.98 1.23 Minority Interest 1.43 1.44 Stockholders' equity 5.52 5.54 -------- ------- Total capitalization $ 30.19 $ 27.00 ======== ======= Selected Balance Sheet Data by Geographic Region: Property, Plant Total Non-recourse December 31, 2001 & Equipment Assets Debt --------------- ------- ------------ North America 32% 28% 31% Caribbean 20% 18% 19% South America 20% 28% 26% Europe/Africa 21% 18% 18% Asia 7% 7% 6% Corporate - 1% - December 31, 2000 North America 31% 28% 32% Caribbean 20% 18% 18% South America 19% 27% 26% Europe/Africa 24% 18% 19% Asia 6% 8% 5% Corporate - 1% - Selected Balance Sheet Data by Line of Business: Property, Plant Total Non-recourse December 31, 2001 & Equipment Assets Debt --------------- ------- ------------ Contract Generation 36% 34% 38% Competitive Supply 34% 28% 25% Large Utilities 21% 25% 29% Growth Distribution Businesses 9% 12% 8% Corporate - 1% - December 31, 2000 Contract Generation 33% 31% 35% Competitive Supply 33% 26% 28% Large Utilities 25% 30% 30% Growth Distribution Businesses 9% 12% 7% Corporate - 1% -
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 hereunto duly authorized. THE AES CORPORATION Date: February 5, 2002 By /s/ William Luraschi ------------------------ William Luraschi (signing officer) -----END PRIVACY-ENHANCED MESSAGE-----