-----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, OAtwf3vnau1TJsFuhpMjDMHeonRI15KGpwvEfTycdXWAQsCxVYdLGoT/C7po55Ue N1JwgGtbkJWAg4k+QcnI0w== 0001104659-05-050673.txt : 20051027 0001104659-05-050673.hdr.sgml : 20051027 20051027165538 ACCESSION NUMBER: 0001104659-05-050673 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 20051027 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20051027 DATE AS OF CHANGE: 20051027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CINERGY CORP CENTRAL INDEX KEY: 0000899652 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 311385023 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11377 FILM NUMBER: 051160580 BUSINESS ADDRESS: STREET 1: 139 E FOURTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5132872644 MAIL ADDRESS: STREET 1: 139 E FOURTH STREET STREET 2: P.O BOX 960 CITY: CINCINATI STATE: OH ZIP: 45202 8-K 1 a05-19122_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

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): October 27, 2005

CINERGY CORP.
(Exact Name of Registrant as Specified in Its Charter)


 


Commission
File Number

 


 


Registrant, State of Incorporation,
Address and Telephone Number

 


 


I.R.S. Employer
Identification No.

 

1-11377

 

CINERGY CORP.
(A Delaware Corporation)
139 East Fourth Street
Cincinnati, Ohio 45202
(513) 421-9500

 

31-1385023

 

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:

 

ý            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



Item 2.02.  Results of Operations and Financial Condition

 

On October 27, 2005, Cinergy Corp. issued a press release announcing its third quarter 2005 earnings.  A copy of the press release and related attachments are attached hereto as Exhibits 99.1, 99.2, 99.3, 99.4, 99.5, 99.6, 99.7, 99.8 and 99.9 and are incorporated into this Report by reference.

 

The information in this Form 8-K is furnished under “Item 2.02.  Results of Operations and Financial Condition.”  The information in this Form 8-K and the Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

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 hereunto duly authorized.

 

 

CINERGY CORP.

 

 

 

 Dated: October 27, 2005

 

/s/ LYNN J. GOOD 

 

 

Name: Lynn J. Good
Title: Executive Vice President and Chief
Financial Officer

 

3


EX-99.1 2 a05-19122_1ex99d1.htm EXHIBIT 99

N   E   W   S      R   E   L   E   A   S   E

Cinergy Corp.

139 East Fourth Street

P.O. Box 960

Cincinnati, OH  45201-0960

 

 


News contact:                       Steve Brash  513-287-2226 (w)  513-543-7489 (c)

                                                Angeline Protogere  317-838-1338 (w)  317-367-3306 (p)

 

Investor contact:  Brad Arnett  513-287-3024

                                                                                                                                                       & #160;       

Web site:                               www.cinergy.com

 

FOR IMMEDIATE RELEASE — OCTOBER 27, 2005

 

CINERGY REPORTS STRONG EARNINGS FOR THE THIRD QUARTER

RAISES 2005 EARNINGS GUIDANCE

 

Webcast of Analyst Conference Call Scheduled Today for 9:00 a.m. EDT on Cinergy.com

 

CINCINNATI — Cinergy Corp. (NYSE:CIN) today reported net income for the third quarter of 2005 of $132 million, or $0.66 per share on a diluted basis, compared with net income of $93 million, or $0.50 per share on a diluted basis for the third quarter of 2004.

 

Excluding the impacts of certain adjustments described below, adjusted earnings for the third quarter of 2005 were a record $0.97 per share, compared with $0.65 per share for the third quarter of 2004.

 

“The $0.97 per share of adjusted earnings represents Cinergy’s best quarter ever, and we’re pleased that this success was driven by many strong performances across our company,” said James E. Rogers, chairman and chief executive officer.  “While we benefited from very favorable weather, I’m also extremely proud of the way our employees have worked to drive costs out of our businesses, while at the same time operating and maintaining our entire system so that we met the challenges of a very hot summer.”

 

Cooling degree days during the quarter were almost 30 percent above normal and about 68 percent above last year.  In July, customers of the Cinergy operating companies set a new record peak demand for electricity of 12,001 megawatts (MW), breaking the old record of 11,305 MW set in August 2002 by more than 6 percent.

“Our commercial businesses delivered a solid contribution this quarter by capitalizing on commodity market price movements,” said Rogers.  “In particular, the recent steps we’ve taken to strengthen our commercial gas business placed them in a position to profitably participate in an extraordinary period of gas price volatility.”

 

 

4



 

Unaudited consolidated statements of income for the quarter and year-to-date ended September 30, 2005 and 2004, and unaudited consolidated balance sheets as of September 30, 2005 and December 31, 2004 can be found in Schedules 1 and 2, respectively, of this release.

 

Earnings Adjustments

Cinergy uses adjusted earnings internally for analysis of performance and for reporting results to the Board of Directors to provide a more meaningful representation of Cinergy’s fundamental earnings power.  The company also uses adjusted earnings when communicating its earnings outlook to analysts and investors.

 

Reported earnings for the third quarter of 2005 were negatively impacted by ($0.27) per share resulting from the recognition of a net unrealized mark-to-market loss on gas, fuel and power contracts that hedge our gas storage and generation portfolios.  These contracts, which are economic hedges, do not meet the accounting requirements to qualify for accrual accounting.   Reported earnings for the quarter were also reduced by ($0.04) per share for severance payments and certain costs incurred in connection with the proposed merger with Duke Energy announced in May 2005.

 

In 2004, reported earnings were impacted in the third quarter by losses from similar unrealized mark-to-market adjustments of ($0.07) per share and by charges of ($0.08) per share for implementation costs relating to the company’s “CIN-10” continuous improvement initiative and the write-down or disposal of certain investments.

 

Reconciliations of the items above, which are included in reported earnings as determined in accordance with generally accepted accounting principles (GAAP) but excluded from adjusted earnings, can be found in Schedules 3 and 4 of this release.

 

Business Segment Results

The Regulated Businesses segment reported adjusted earnings of $0.48 per share in the third quarter of 2005 compared with adjusted earnings of $0.32 per share in the same period of

 

5



 

2004.  The increase in earnings was primarily due to increased sales to retail customers resulting from warmer than normal summer weather.

 

Third quarter adjusted earnings from the Commercial Businesses segment were $0.49 per share in 2005 compared with adjusted earnings of $0.34 per share from a year earlier.  The increase in earnings was primarily due to weather and higher margins realized from portfolio optimization activities, gas marketing and trading activities and generation assets serving Ohio commercial and industrial customers.

 

Adjusted earnings for the Power Technology and Infrastructure Services segment were flat, or $0.00 per share, for the third quarter of 2005, as compared to an adjusted ($0.01) per share loss from the prior year.

 

Complete details of third quarter and year-to-date 2005 results compared to 2004 can be found in Schedules 5 through 8 of this release.

 

Earnings Guidance

After taking into consideration the strong results from the third quarter, the company is increasing its previously issued earnings guidance for 2005 to a range of $2.60 to $2.75 per share on an adjusted basis.  GAAP earnings for 2005 are expected to be in the range of $2.15 to $2.30 per share.

 

Other Activities

Cinergy and Duke Energy continue to make progress in the regulatory approval process associated with their proposed merger announced in May 2005.  The companies have received early termination from the U.S. Department of Justice and Federal Trade Commission of the waiting period imposed by the Hart-Scott-Rodino Antitrust Improvements Act of 1976.  Settlements with intervening parties have been reached in state regulatory proceedings in Kentucky and South Carolina, where the agreements are being reviewed by state regulators.  Negotiations are proceeding in Indiana, Ohio and North Carolina.  Cinergy and Duke expect to file an amended joint proxy statement/prospectus, which will include third quarter 2005 pro forma financial information for the companies, with the Securities and Exchange Commission in December and to hold their respective special meeting of shareholders in February 2006.

 

6



 

In the third quarter, Cinergy was named for the third straight year to the Dow Jones World Sustainability Indexes, an international benchmark for excellence in social, economic and environmental leadership.  The company was one of only two U.S. utilities to be selected to the Indexes.  The World Indexes cover the top ten percent of the 2,500 largest companies in the world, providing asset managers with objective benchmarks to manage sustainability portfolios.

Cinergy is also the only U.S. utility to be named to the FTSE4Good Index Series, an investment tool launched in 2001 for those interested in socially responsible investment.  FTSE Group, jointly owned by the Financial Times and the London Stock Exchange, is an independent company whose sole business is the creation and management of indices and associated data services.

In August, PSI Energy completed the acquisition of the 512-megawatt Wheatland generating facility for approximately $100 million from subsidiaries of Allegheny Energy, Inc.   Located in Knox County, Ind., Wheatland has four natural gas-fired simple cycle combustion turbines and is directly connected to the Cinergy transmission system.  Its output will be used to bolster the reserve margins on the PSI system. The Indiana Utility Regulatory Commission has authorized PSI to defer post-in-service carrying costs and depreciation related to the facility.

Cinergy Corp. has a balanced, integrated portfolio consisting of two core businesses: regulated operations and commercial businesses. Cinergy’s regulated public utilities in Ohio, Indiana, and Kentucky serve 1.5 million electric customers and about 500,000 gas customers. In addition, its Indiana regulated company owns 7,000 megawatts of generation. Cinergy’s competitive commercial businesses have 6,300 megawatts of generating capacity with a profitable balance of stable existing customer portfolios, new customer origination, marketing and trading, and industrial-site cogeneration.  Cinergy’s integrated businesses make it a Midwest leader in providing both low-cost generation and reliable electric and gas service.

Forward-Looking Statements
This document includes statements that do not directly or exclusively relate to historical facts. Such statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include statements regarding benefits of the proposed mergers and restructuring transactions, integration plans

 

7



 

and expected synergies, anticipated future financial operating performance and results, including estimates of growth. These statements are based on the current expectations of management of Duke Energy and Cinergy. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this document. For example, (1) the companies may be unable to obtain shareholder approvals required for the transaction; (2) the companies may be unable to obtain regulatory approvals required for the transaction, or required regulatory approvals may delay the transaction or result in the imposition of conditions that could have a material adverse effect on the combined company or cause the companies to abandon the transaction; (3) conditions to the closing of the transaction may not be satisfied; (4) problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected; (5) the combined company may be unable to achieve cost-cutting synergies or it may take longer than expected to achieve those synergies; (6) the transaction may involve unexpected costs or unexpected liabilities, or the effects of purchase accounting may be different from the companies’ expectations; (7) the credit ratings of the combined company or its subsidiaries may be different from what the companies expect; (8) the businesses of the companies may suffer as a result of uncertainty surrounding the transaction; (9) the industry may be subject to future regulatory or legislative actions that could adversely affect the companies; and (10) the companies may be adversely affected by other economic, business and/or competitive factors. Additional factors that may affect the future results of Duke Energy and Cinergy are set forth in their respective filings with the Securities and Exchange Commission (“SEC”), which are available at  www.duke-energy.com/investors and www.cinergy.com/investors, respectively. Duke Energy and Cinergy undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Additional Information and Where to Find It

In connection with the proposed transaction, a registration statement of Duke Energy Holding Corp. (Registration No. 333-126318), which includes a preliminary prospectus and a preliminary joint proxy statement of Duke Energy and Cinergy, and other materials have been filed with the SEC and are publicly available. WE URGE INVESTORS TO READ THE DEFINITIVE JOINT PROXY STATEMENT-PROSPECTUS WHEN IT BECOMES AVAILABLE AND THESE OTHER MATERIALS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT DUKE ENERGY, CINERGY, DUKE ENERGY HOLDING CORP. AND THE PROPOSED TRANSACTION. Investors will be able to obtain free copies of the joint proxy statement-prospectus as well as other filed documents containing information about Duke Energy and Cinergy at http://www.sec.gov, the SEC’s Web site. Free copies of Duke Energy’s SEC filings are also available on Duke Energy’s Web site at  http://www.duke-energy.com/investors/, and free copies of Cinergy’s SEC filings are also available on Cinergy’s Web site at http://www.cinergy.com.

 

Participants in the Solicitation

Duke Energy, Cinergy and their respective executive officers and directors may be deemed, under SEC rules, to be participants in the solicitation of proxies from Duke Energy’s or Cinergy’s stockholders with respect to the proposed transaction. Information regarding the officers and directors of Duke Energy is included in its definitive proxy statement for its 2005 annual meeting filed with the SEC on March 31, 2005. Information regarding the officers and directors of Cinergy is included in its definitive proxy statement for its 2005 annual meeting filed with the SEC on March 28, 2005. More detailed information regarding the identity of potential participants, and their direct or indirect interests, by securities, holdings or otherwise, will be set forth in the registration statement and proxy statement and other materials to be filed with the SEC in connection with the proposed transaction.

 

###

 

8


 

EX-99.2 3 a05-19122_1ex99d2.htm EXHIBIT 99

CINERGY CORP.
CONSOLIDATED STATEMENTS OF INCOME
For the Periods Ended September 30, 2005 and 2004
(unaudited)
(dollars in thousands, except per share amounts)

 

 

 

 

 


Schedule 1

 

 

 

Quarter Ended

 

Year To Date

 

 

 

2005

 

2004

 

2005

 

2004

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues

 

 

 

 

 

 

 

 

 

Electric

 

$

1,134,494

 

$

952,406

 

$

2,975,129

 

$

2,681,078

 

Gas

 

84,073

 

65,298

 

476,767

 

524,226

 

Other

 

146,712

 

110,879

 

371,895

 

265,674

 

Total Operating Revenues

 

1,365,279

 

1,128,583

 

3,823,791

 

3,470,978

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses

 

 

 

 

 

 

 

 

 

Fuel, emission allowances and purchased power

 

459,964

 

341,218

 

1,077,641

 

933,864

 

Gas purchased

 

30,446

 

19,792

 

295,135

 

290,728

 

Costs of fuel resold

 

118,619

 

86,917

 

297,469

 

203,441

 

Operation and maintenance

 

342,221

 

325,787

 

1,025,131

 

968,981

 

Depreciation

 

129,597

 

114,668

 

386,537

 

333,856

 

Taxes other than income taxes

 

65,101

 

57,001

 

209,115

 

204,320

 

Total Operating Expenses

 

1,145,948

 

945,383

 

3,291,028

 

2,935,190

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

219,331

 

183,200

 

532,763

 

535,788

 

 

 

 

 

 

 

 

 

 

 

Equity in Earnings of Unconsolidated Subsidiaries

 

6,795

 

8,016

 

25,206

 

18,095

 

Miscellaneous Income (Expense) - Net

 

17,012

 

(944

)

33,886

 

(11,419

)

Interest Expense

 

76,932

 

71,775

 

209,644

 

209,446

 

Preferred Dividend Requirements of Subsidiaries

 

603

 

858

 

2,319

 

2,574

 

 

 

 

 

 

 

 

 

 

 

Income Before Taxes

 

165,603

 

117,639

 

379,892

 

330,444

 

 

 

 

 

 

 

 

 

 

 

Income Taxes

 

33,666

 

24,716

 

79,891

 

76,002

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

131,937

 

$

92,923

 

$

300,001

 

$

254,442

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding - Basic

 

199,069

 

180,881

 

197,741

 

180,129

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Common Share - Basic

 

$

0.67

 

$

0.51

 

$

1.52

 

$

1.41

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding - Diluted

 

200,167

 

183,478

 

198,777

 

182,564

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Common Share - Diluted

 

$

0.66

 

$

0.50

 

$

1.51

 

$

1.39

 

 

 

 

 

 

 

 

 

 

 

Cash Dividends Declared Per Common Share

 

$

0.96

 

$

0.47

 

$

1.92

 

$

1.41

 


Note: Prior year data has been reclassified to conform with current year presentation.

 


 

EX-99.3 4 a05-19122_1ex99d3.htm EXHIBIT 99

CINERGY CORP.

CONSOLIDATED BALANCE SHEETS

(unaudited)

(in thousands)

 

Schedule 2

 

 

 

September 30

 

December 31

 

 

 

2005

 

2004

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

165,831

 

$

164,541

 

Notes receivable, current

 

81,622

 

214,513

 

Accounts receivable less accumulated provision for doubtful accounts of $4,489 at September 30, 2005, and $5,514 at December 31, 2004

 

1,482,068

 

1,061,140

 

Fuel, emission allowances, and supplies

 

607,925

 

444,750

 

Prepayments and other

 

567,113

 

174,624

 

Energy risk management current assets

 

1,260,255

 

381,146

 

Total current assets

 

4,164,814

 

2,440,714

 

 

 

 

 

 

 

Property, Plant, and Equipment - at Cost

 

 

 

 

 

Utility plant in service

 

10,642,931

 

10,076,468

 

Construction work in progress

 

398,130

 

333,687

 

Total utility plant

 

11,041,061

 

10,410,155

 

Non-regulated property, plant, and equipment

 

4,853,947

 

4,700,009

 

Accumulated depreciation

 

5,447,931

 

5,180,699

 

Net property, plant, and equipment

 

10,447,077

 

9,929,465

 

 

 

 

 

 

 

Other Assets

 

 

 

 

 

Regulatory assets

 

1,021,277

 

1,030,333

 

Investments in unconsolidated subsidiaries

 

486,795

 

513,675

 

Energy risk management non-current assets

 

397,471

 

138,787

 

Notes receivable, non-current

 

177,127

 

193,857

 

Other investments

 

128,581

 

125,367

 

Goodwill and intangible assets

 

152,342

 

132,752

 

Restricted funds held in trust

 

277,400

 

358,006

 

Other

 

213,323

 

119,361

 

Total other assets

 

2,854,316

 

2,612,138

 

 

 

 

 

 

 

Total Assets

 

$

17,466,207

 

$

14,982,317

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable

 

$

2,142,077

 

$

1,348,576

 

Accrued taxes

 

266,459

 

216,804

 

Accrued interest

 

69,504

 

54,473

 

Notes payable and other short-term obligations

 

1,198,670

 

958,910

 

Long-term debt due within one year

 

349,012

 

219,967

 

Energy risk management current liabilities

 

1,419,332

 

310,741

 

Other

 

141,448

 

171,188

 

Total current liabilities

 

5,586,502

 

3,280,659

 

 

 

 

 

 

 

Non-current Liabilities

 

 

 

 

 

Long-term debt

 

4,022,076

 

4,227,741

 

Deferred income taxes

 

1,445,371

 

1,597,120

 

Unamortized investment tax credits

 

93,070

 

99,723

 

Accrued pension and other postretirement benefit costs

 

652,409

 

688,277

 

Regulatory liabilities

 

578,520

 

557,419

 

Energy risk management non-current liabilities

 

420,326

 

127,340

 

Other

 

195,230

 

225,298

 

Total non-current liabilities

 

7,407,002

 

7,522,918

 

 

 

 

 

 

 

Total Liabilities

 

12,993,504

 

10,803,577

 

 

 

 

 

 

 

Cumulative Preferred Stock of Subsidiaries

 

 

 

 

 

Not subject to mandatory redemption

 

31,743

 

62,818

 

 

 

 

 

 

 

Common Stock Equity

 

 

 

 

 

Common stock - $0.01 par value; authorized shares - 600,000,000; issued shares - 199,280,386 at September 30, 2005 and 187,653,506 at December 31, 2004; outstanding shares - 199,139,968 at September 30, 2005 and 187,524,229 at December 31, 2004

 

1,993

 

1,877

 

Treasury shares at cost - 140,418 at September 30, 2005, and 129,277 shares at December 31, 2004

 

(4,776

)

(4,336

)

Paid-in capital

 

2,969,103

 

2,559,715

 

Retained earnings

 

1,534,752

 

1,613,340

 

Accumulated other comprehensive income (loss)

 

(60,112

)

(54,674

)

Total common stock equity

 

4,440,960

 

4,115,922

 

 

 

 

 

 

 

Total Liabilities and Equity

 

$

17,466,207

 

$

14,982,317

 


Note: Prior year data has been reclassified to conform with current year presentation.

 


 

EX-99.4 5 a05-19122_1ex99d4.htm EXHIBIT 99

Schedule 3

CINERGY CORP.

RECONCILIATION OF GAAP EPS TO ADJUSTED EPS - 2005

(unaudited)

 

 

Q1

 

Q2

 

Q3

 

Total

 

Regulated Businesses

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

0.39

 

$

0.24

 

$

0.46

 

$

1.09

 

Special Items:

 

 

 

 

 

 

 

 

 

Merger and Severance Costs

 

 

0.03

 

0.02

 

0.05

 

EPS Adjusted

 

$

0.39

 

$

0.27

 

$

0.48

 

$

1.14

 

 

 

 

 

 

 

 

 

 

 

Commercial Businesses

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

0.23

 

$

0.02

 

$

0.20

 

$

0.45

 

Special Items:

 

 

 

 

 

 

 

 

 

Merger and Severance Costs

 

 

0.03

 

0.02

 

0.05

 

Mark-to-Market Effect on Asset Hedges*

 

0.12

 

0.04

 

0.27

 

0.43

 

EPS Adjusted

 

$

0.35

 

$

0.09

 

$

0.49

 

$

0.93

 

 

 

 

 

 

 

 

 

 

 

Power Technology & Infrastructure Services

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

(0.02

)

$

(0.01

)

$

 

$

(0.03

)

Special Items:

 

 

 

 

 

 

 

 

 

Merger and Severance Costs

 

$

 

0.01

 

$

 

$

0.01

 

EPS Adjusted

 

$

(0.02

)

$

 

$

 

$

(0.02

)

 

 

 

 

 

 

 

 

 

 

Cinergy Corp.

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

0.60

 

$

0.25

 

$

0.66

 

$

1.51

 

Special Items

 

0.12

 

0.11

 

0.31

 

$

0.54

 

EPS Adjusted

 

$

0.72

 

$

0.36

 

$

0.97

 

$

2.05

 


* Represents the mark-to-market impact of contracts used in Cinergy’s economic hedging of its excess unregulated generation portfolio and its natural gas storage portfolio. The economic value of these portfolios is subject to market fluctuations and, as such, the hedging process involves both purchases and sales. Because these generation assets and gas storage contracts are accounted for under the accrual method of accounting, the Company believes that excluding the impact of mark-to-market changes from reported earnings better matches the contract with the settlement period of the position it is hedging. These amounts will be recognized through adjusted earnings when the contracts ultimately settle.

 

The increase in the third quarter of 2005 is primarily due to significant increases in the market price of power. Approximately 30% of the mark-to-market value of these contracts is expected to settle in the fourth quarter of 2005 and an additional 60% is expected to settle in the first quarter of 2006.

 


 

EX-99.5 6 a05-19122_1ex99d5.htm EXHIBIT 99

Schedule 4

CINERGY CORP.

RECONCILIATION OF GAAP EPS TO ADJUSTED EPS - 2004

(unaudited)

 

 

 

 

 

 

 

Q1

 

Q2

 

Q3

 

Total

 

Regulated Businesses

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

0.44

 

$

0.19

 

$

0.32

 

$

0.95

 

Special Items:

 

 

 

 

 

 

 

 

 

CIN-10 Implementation Costs

 

 

0.03

 

 

$

0.03

 

EPS Adjusted

 

$

0.44

 

$

0.22

 

$

0.32

 

$

0.98

 

 

 

 

 

 

 

 

 

 

 

Commercial Businesses

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

0.25

 

$

0.17

 

$

0.24

 

$

0.66

 

Special Items:

 

 

 

 

 

 

 

 

 

CIN-10 Implementation Costs

 

 

 

 

 

 

 

 

 

and Other Charges

 

 

0.04

 

0.03

 

0.07

 

Mark-to-Market Effect on Asset Hedges*

 

(0.05

)

0.02

 

0.07

 

0.04

 

EPS Adjusted

 

$

0.20

 

$

0.23

 

$

0.34

 

$

0.77

 

 

 

 

 

 

 

 

 

 

 

Power Technology & Infrastructure Services

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

(0.12

)

$

(0.04

)

$

(0.06

)

$

(0.22

)

Special Items:

 

 

 

 

 

 

 

 

 

Impairment Writedowns and

 

 

 

 

 

 

 

 

 

Other Charges

 

0.11

 

0.02

 

0.05

 

0.18

 

EPS Adjusted

 

$

(0.01

)

$

(0.02

)

$

(0.01

)

$

(0.04

)

 

 

 

 

 

 

 

 

 

 

Cinergy Corp.

 

 

 

 

 

 

 

 

 

EPS As Reported

 

$

0.57

 

$

0.32

 

$

0.50

 

$

1.39

 

Special Items

 

0.06

 

0.11

 

0.15

 

0.32

 

EPS Adjusted

 

$

0.63

 

$

0.43

 

$

0.65

 

$

1.71

 


For 2004, the Regulated and Commercial segments have each been restated from prior presentations to reflect the reclassification of PSI’s off-system sales from the Commercial Businesses to the Regulated Businesses.

 

* Represents the mark-to-market impact of contracts used in Cinergy’s economic hedging of its excess unregulated generation portfolio and its natural gas storage portfolio. The economic value of these portfolios is subject to market fluctuations and, as such, the hedging process involves both purchases and sales. Because these generation assets and gas storage contracts are accounted for under the accrual method of accounting, the Company believes that excluding the impact of mark-to-market changes from reported earnings better matches the contract with the settlement period of the position it is hedging. These amounts will be recognized through adjusted earnings when the contracts ultimately settle.

 

 


 

EX-99.6 7 a05-19122_1ex99d6.htm EXHIBIT 99

Schedule 5

CINERGY CORP.

BUSINESS SEGMENT SUMMARY INFORMATION

For the Quarter Ended September 30

(unaudited)

(dollars in thousands, except per share amounts)

 

 

 

 

 

 

2005

 

2004

 

Regulated Businesses

 

 

 

 

Net Income

$

90,834

 

$

58,098

 

 

 

 

 

 

Earnings Per Share - diluted

$

0.46

 

$

0.32

 

 

 

 

 

 

Operational Statistics:

 

 

 

 

Electric Retail MWh Sales and Transportation

15,245,699

 

13,906,075

 

Gas Retail Mcf Sales and Transportation

9,165,119

 

9,673,313

 

Electric Customers (End of Period)

1,565,743

 

1,547,420

 

Gas Customers (End of Period)

507,069

 

501,361

 

 

 

 

 

 

Commercial Businesses

 

 

 

 

 

 

 

 

 

Net Income.

$

41,567

 

$

45,387

 

 

 

 

 

 

Earnings Per Share - diluted

$

0.20

 

$

0.24

 

 

 

 

 

 

Operational Statistics:

 

 

 

 

Electricity Trading Volumes (MWhs)

57,700,920

 

52,849,171

 

Physical and Financial Gas Trading (Bcf/d)

33.5

 

58.1

 

 

 

 

 

 

Power Technology & Infrastructure Services

 

 

 

 

 

 

 

 

 

Net Income

$

(464

)

$

(10,562

)

 

 

 

 

 

Earnings Per Share - diluted

$

 

$

(0.06

)


For 2004, the Regulated and Commercial segments have each been restated from prior presentations to reflect the reclassification of PSI's off-system sales from the Commercial Businesses to the Regulated Businesses.

 


 

EX-99.7 8 a05-19122_1ex99d7.htm EXHIBIT 99

Schedule 6

CINERGY CORP.

BUSINESS SEGMENT EARNINGS DRIVER ANALYSIS

For the Quarter Ended September 30, 2005

(unaudited)

 

 

 

 

 

 

Regulated Businesses

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2004 (Adjusted*)

 

 

 

$

0.32

 

 

 

 

 

 

 

Weather

 

0.15

 

 

 

Electric and gas sales volumes

 

0.02

 

 

 

Other margins

 

0.02

 

 

 

Regulatory deferrals

 

0.02

 

 

 

Regulatory transition charge amortization

 

(0.05

)

 

 

Operation and maintenance

 

0.02

 

 

 

Depreciation

 

(0.02

)

 

 

Financing and dilution

 

(0.05

)

 

 

Other - net

 

0.05

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2005 (Adjusted*)

 

 

 

$

0.48

 

 

 

 

 

 

 

Commercial Businesses

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2004 (Adjusted*)

 

 

 

$

0.34

 

 

 

 

 

 

 

Weather

 

0.04

 

 

 

Electric sales volumes

 

0.01

 

 

 

Price increases

 

0.03

 

 

 

Fuel costs

 

(0.03

)

 

 

Optimization activities

 

0.13

 

 

 

Gas marketing, trading and origination

 

0.03

 

 

 

Financing and dilution

 

(0.03

)

 

 

Other - net

 

(0.03

)

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2005 (Adjusted*)

 

 

 

$

0.49

 

 

 

 

 

 

 

Power Technology & Infrastructure Services

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2004 (Adjusted*)

 

 

 

($0.01

)

 

 

 

 

 

 

Results of investments

 

0.01

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2005 (Adjusted*)

 

 

 

$

0.00

 

 

 

 

 

 

 


For 2004, the Regulated and Commercial segments have each been restated from prior presentations to reflect the reclassification of PSI’s off-system sales from the Commercial Businesses to the Regulated Businesses.

 

* See Schedules 3 and 4 for a reconciliation to the most comparable GAAP measure.

 


 

EX-99.8 9 a05-19122_1ex99d8.htm EXHIBIT 99

Schedule 7

CINERGY CORP.

BUSINESS SEGMENT SUMMARY INFORMATION

For the Year to Date September 30

(unaudited)

(dollars in thousands, except per share amounts)

 

 

 

 

 

 

2005

 

2004

 

Regulated Businesses

 

 

 

 

 

 

 

 

 

Net Income

$

216,389

 

$

173,219

 

 

 

 

 

 

Earnings Per Share - diluted

$

1.09

 

$

0.95

 

 

 

 

 

 

Operational Statistics:

 

 

 

 

Electric Retail MWh Sales and Transportation

41,358,027

 

40,109,527

 

Gas Retail Mcf Sales and Transportation

61,045,885

 

64,817,735

 

Electric Customers (End of Period)

1,565,743

 

1,547,420

 

Gas Customers (End of Period)

507,069

 

501,361

 

 

 

 

 

 

Commercial Businesses

 

 

 

 

 

 

 

 

 

Net Income

$

90,277

 

$

121,378

 

 

 

 

 

 

Earnings Per Share - diluted

$

0.45

 

$

0.66

 

 

 

 

 

 

Operational Statistics:

 

 

 

 

Electricity Trading Volumes (MWhs)

151,022,248

 

136,367,693

 

Physical and Financial Gas Trading (Bcf/d)

53.6

 

50.8

 

 

 

 

 

 

Power Technology & Infrastructure Services

 

 

 

 

 

 

 

 

 

Net Income

$

(6,665

)

$

(40,155)

 

 

 

 

 

 

Earnings Per Share - diluted

$

(0.03

)

$

(0.22)

 


For 2004, the Regulated and Commercial segments have each been restated from prior presentations to reflect the reclassification of PSI’s off-system sales from the Commercial Businesses to the Regulated Businesses.

 


 

EX-99.9 10 a05-19122_1ex99d9.htm EXHIBIT 99

Schedule 8

CINERGY CORP.

BUSINESS SEGMENT EARNINGS DRIVER ANALYSIS

For the Year to Date September 30, 2005

(unaudited)

 

 

 

 

 

 

Regulated Businesses

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2004 (Adjusted*)

 

 

 

$

0.98

 

 

 

 

 

 

 

Weather

 

0.14

 

 

 

Electric and gas sales volumes

 

0.03

 

 

 

Price increases

 

0.23

 

 

 

Other margins

 

0.02

 

 

 

Regulatory deferrals

 

0.06

 

 

 

Regulatory transition charge amortization

 

(0.09

)

 

 

Operation and maintenance

 

(0.05

)

 

 

Depreciation

 

(0.10

)

 

 

Financing and dilution

 

(0.13

)

 

 

Other - net

 

0.05

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2005 (Adjusted*)

 

 

 

$

1.14

 

 

 

 

 

 

 

Commercial Businesses

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2004 (Adjusted*)

 

 

 

$

0.77

 

 

 

 

 

 

 

Weather

 

0.03

 

 

 

Electric sales volumes

 

0.02

 

 

 

Price increases

 

0.10

 

 

 

Fuel costs

 

(0.09

)

 

 

Optimization activities

 

0.28

 

 

 

Operation and maintenance

 

(0.03

)

 

 

Power marketing, trading and origination

 

0.02

 

 

 

Gas marketing, trading and origination

 

(0.10

)

 

 

Financing and dilution

 

(0.02

)

 

 

Other - net

 

(0.05

)

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2005 (Adjusted*)

 

 

 

$

0.93

 

 

 

 

 

 

 

Power Technology & Infrastructure Services

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2004 (Adjusted*)

 

 

 

($0.04

)

 

 

 

 

 

 

Results of investments

 

0.02

 

 

 

 

 

 

 

 

 

Earnings Per Share - diluted - 2005 (Adjusted*)

 

 

 

($0.02

)

 

 

 

 

 

 


For 2004, the Regulated and Commercial segments have each been restated from prior presentations to reflect the reclassification of PSI’s off-system sales from the Commercial Businesses to the Regulated Businesses.

 

* See Schedules 3 and 4 for a reconciliation to the most comparable GAAP measure.

 

 

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