-----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, PeYc1AOXcyOPfeBOzyYo6LjJ57jQ9OY4QqNlsVJJl3cKj28QpGJsEq4gw4ryDjUA m9o8Z9kMyb9Yc8vPVrqFfQ== 0000092195-01-500005.txt : 20010129 0000092195-01-500005.hdr.sgml : 20010129 ACCESSION NUMBER: 0000092195-01-500005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20001231 ITEM INFORMATION: FILED AS OF DATE: 20010126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN INDIANA GAS & ELECTRIC CO CENTRAL INDEX KEY: 0000092195 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 350672570 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-03553 FILM NUMBER: 1515501 BUSINESS ADDRESS: STREET 1: 20 NW FOURTH ST CITY: EVANSVILLE STATE: IN ZIP: 47741-0001 BUSINESS PHONE: 8124655300 8-K 1 sig8k_jan25.txt FOURTH QTR 2000 RELEASE SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 of 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 24, 2001 SOUTHERN INDIANA GAS AND ELECTRIC COMPANY (Exact name of registrant as specified in its charter)
Indiana 1-3553 35-0672570 --------- -------- ------------ (State of Incorporation) (Commission File (I.R.S. Employer Number) Identification No.) 20 N.W. Fourth Street Evansville, Indiana 47741 (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (812)465-5300 N/A (Former name or address, if changed since last report.) Item 5. Other Events On January 24, 2001, Vectren Corporation (the Company) released financial information to the investment community regarding the Company's results of operations, financial position and cash flows for the three and twelve month periods ended December 31, 2000. The financial information released is included herein. This information does not include footnote disclosures and should not be considered complete financial statements. On January 24, 2001, the Company declared a quarterly common stock dividend payable March 1, 2001. The announcement is included herein. Also, the Company's wholly-owned subsidiary, Southern Indiana Gas and Electric Company (SIGECO), declared a quarterly dividend on SIGECO's 4.8% preferred stock payable May 1, 2001. The announcement is included herein. On January 25, 2001, the Company conducted its quarterly conference call by webcast with the investment community regarding results of operations and financial position. A supporting slide presentation can be accessed at the Company's website. The script for this teleconference is included herein. This script contains certain subjects that pertain to the Company's growth strategy and may contain forward-looking information. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company is hereby filing cautionary statements identifying important factors that could cause actual results of the Company and its subsidiaries, including Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company, to differ materially from those projected in forward-looking statements of the Company and its subsidiaries made by, or on behalf of, the Company and its subsidiaries. Item 7. Exhibits 99-1 Press Release - Fourth Quarter 2000 Vectren Earnings 99-2 Financial Analyst Report - Fourth Quarter 2000 99-3 Press Release - Declaration of Common Stock Dividend 99-4 Press Release - Declaration of SIGECO 4.8% Preferred Stock Dividend 99-5 Analyst Teleconference Script - Fourth Quarter 2000 99-6 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995 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. SOUTHERN INDIANA GAS AND ELECTRIC COMPANY January 25, 2001 By: /s/ Jerome A. Benkert Jerome A. Benkert Executive Vice President and Chief Financial Officer By: /s/ M. Susan Hardwick M. Susan Hardwick Vice President and Controller EX-99.1PRESSRELEAS 2 earn_release4thqtr.txt FOURTH QTR 2000 VECTREN EARNINGS Exhibit 99-1 News Release Vectren Corporation P.O. Box 209 Evansville, IN 47702-0209 January 24, 2001 FOR IMMEDIATE RELEASE Vectren Reports Fiscal 2000 Earnings Evansville, Indiana - (NYSE:VVC) Vectren Corporation today reported 2000 fiscal year earnings of $108.8 million or $1.78 per share before merger and integration related charges, an increase of 20% over last year. For the fourth quarter of 2000, Vectren's earnings were $35.2 million or $.57 per share before merger and integration related charges, compared to the $22.2 million or $.36 per share in 1999. According to Vectren Chairman and Chief Executive Officer, Niel C. Ellerbrook, "Vectren had a very strong first year of operations and we foresee continued growth. With the addition of the gas distribution business acquired from the former The Dayton Power and Light Company Light's gas business, our utility group expanded its customer base. Vectren's utility group, along with our continued growth of our non-regulated business and our ability to successfully compete in the wholesale power market, provides us a substantial foundation to build upon in the coming year." Specific Fiscal 2000 Highlights include: Total customer count of approximately one million was achieved with the addition of 310,000 customers acquired from The Dayton Power and Light Company. Operating revenues for the year increased to $1.6 billion, 54% above last year, reflecting colder heating weather, the significant increases in gas costs and the addition of revenues for November and December from the newly acquired gas distribution business. Earnings per share before merger and integration related charges increased 20% to $1.78. Reported net income and earnings per share for the current year were $72.0 million and $1.18 per share, respectively. Utility operating margin was $495.11 million, a $41.54 million increase over last year, due to the additional gas throughput as a result of the Dayton asset acquisition, colder heating weather and increased wholesale and retail electricity sold.r. Non-regulated business segments achieved earnings growth, before merger and integration related charges, of 64% over 1999. During the fourth quarter of 2000, Vectren expensed merger and integration related costs of $14.6 million ($9.0 million net of tax, or $0.14 per share). Merger and integration related costs expensed during the fiscal year 2000 totaled $52.5 million ($36.8 million net of tax, or $.60 per share). These costs include increased depreciation related to certain information systems to be retired in 2001 as a result of the merger. The continued merger integration activities, which will contribute to the net merger savings, will be substantially completed during 2001. The company expects to realize net merger savings of nearly $200 million over ten years. Mr. Ellerbrook added, "Gas throughput volumes increased over 70% in the fourth quarter this year as compared to last year, generating higher operating margins. In additionAt the same time, per unit gas costs have dramatically increased to over 3 times the levels of last year. This unprecedented circumstance is the result of conditions in the national natural gas marketplace. Distributors While a national issue, transporters like our Company principal utility subsidiaries do not benefit from these high gas costs and ,under state law we pass instead passing through gasthese costs on a dollar for dollar basis. Like our customers, we expect to experience some adverse consequences from the higher gas costs in 2001, including higher working capital requirements, increased expenses, including interest costs and uncollectibles, and possibly some level of price sensitive reduction in volumes sold."will continue to work with our customers to find ways to help them manage their usage and to help mitigate their financial burden." Specific Fourth Quarter Highlights include: Operating revenues totaled $707.9 million, 129% above last year, also reflecting the colder weather, the significant increases in gas costs and the addition of revenues for November and December from the newly acquired gas distribution business. Earnings per share before merger and integration related charges increased 5358% to $.57. Reported net income and earnings per share for the current period were $26.2 million and $.43 per share, respectively. Utility operating margin was $160.55 million, a $43.11 million increase over the same period last year., due to the additional gas throughput as a result of the Dayton asset acquisition and increased gas and electric sales on colder heating weather. Non-regulated business segments achieved earnings growth before merger and integration related costs of 2520% over the fourth quarter of 1999. In conjunction with Vectren Corporation's fourth quarter earnings release, you are invited to listen in real-time to its conference call on January 25 at 10 a.m. EST. The call will also be available for replay. A link to the live broadcast and replay will be available on Vectren's Web site at http://www.vectren.com. Vectren Corporation is an energy and applied technology holding company headquartered in Evansville, Indiana. Vectren's energy delivery subsidiaries provide gas and/or electricity to nearly one million customers in adjoining service territories that cover nearly two-thirds of Indiana and west central Ohio. Vectren's non-regulated subsidiaries and affiliates currently offer energy- related products and services, fiber-optic based communication services, and utility related services including materials management, debt collections, underground pipeline construction and repair, underground facilities locating and meter reading services to customers throughout the surrounding region. To learn more about Vectren, visit www.vectren.com. Please SEE ATTACHED unaudited schedules for additional financial information. NOTE: Net income for the three-month period ended December 31 is not indicative of net income for an annual period due to seasonal sales of gas and electric for space heating and cooling purposes. This press release may contain forward-looking statements. Vectren wishes to caution readers that actual results could differ materially from those that will be projected in our discussions. Additional detailed information concerning a number of factors that could cause actual results to differ materially from the information that is provided to you is readily available in our report Form 8-K filed with the Securities and Exchange Commission on July 11, 2000. Investor Contact: Steven M. Schein, (812) 491-4209, sschein@vectren.com Media Contact: Jeffrey W. Whiteside, (812) 491-4205, jwhiteside@vectren.com ##### EX-99.2FINANCIALS 3 vvc_qfr4thqtr.txt FOURTH QTR 2000 FINANCIAL ANALYST REPORT Exhibit 99-2
Vectren Corporation 3 Months 12 Months Selected Highlights Ended December 31 Ended December 31 ----------------- ------------------ (Unaudited) 2000 ** 1999 2000 ** 1999 - -------------------------- ------- -------- -------- ------- Basic and Diluted Earnings Per Average Share: Utility Group $ 0.43 $ 0.31 $ 0.85 $ 1.23 Non-regulated Group Communications - - 0.07 - Energy Services 0.01 (0.01) 0.12 0.08 Financial Group 0.05 0.04 0.16 0.09 Other Non-regulated (0.06) 0.02 (0.02) 0.08 ------- -------- -------- ------- - Total Non-regulated - 0.05 0.33 0.25 Total $ 0.43 $ 0.36 $ 1.18 * $ 1.48 ------- -------- -------- ------- Total Before Merger and Integration Costs $ 0.57 $ 0.36 $ 1.78 $ 1.48 Summary of Impact of Merger and Integration Costs: (millions, except per share data) Merger and Integration Costs $ 9.8 $ - $ 41.1 $ - Depreciation 4.8 - 11.4 - Income Taxes (5.6) - (15.7) - ------- -------- -------- ------- - Total $ 9.0 $ - $ 36.8 $ - EPS Impact of Merger and Integration Costs $ 0.14 $ - $ 0.60 $ - ------- -------- -------- ------- Utility Group $ 0.08 $ - $ 0.52 $ - Non-regulated Group $ 0.06 $ - $ 0.08 $ - EBITDA (millions) Utility Group $ 79.9 $ 61.1 $ 215.2 $ 234.8 Non-regulated Group 6.8 5.5 53.9 31.5 ------- -------- ------- ------- Total $ 86.7 $ 66.6 $ 269.1 $ 266.3 ------- -------- ------- ------- Total Before Merger and Integration Costs $ 96.5 $ 66.6 $ 310.2 $ 266.3 Dividends Paid (per common share, 12 months) $ 0.98 $ 0.94 Annualized Dividend $ 1.02 $ 0.95 Dividend Yield (at close) 4.0% N/A Dividend Payout Ratio 83.1% 63.5% Dividend to Book Value 8.6% 8.2% Return on Average Shareholder Equity 10.0% 13.1% Book Value Per Share $ 11.91 $ 11.58 Market to Book Value (at close) 215% N/A Common Stock Prices (VVC - NYSE) High (during fourth quarter) $ 26.50 N/A Low (during fourth quarter) $ 20.00 N/A Close $ 25.63 N/A Price/Earnings Ratio (trailing) 21.7 N/A Percent Internally Generated Funds - Utility Group 77% 82% Ratio of Earnings to Fixed Charges - SEC Method Consolidated 2.8 4.0 Utility Group 2.8 4.1 * Diluted earnings per share for the twelve months ended December 31, 2000 total $1.17. Basic and diluted earnings per share for all other periods presented are equal. ** Selected highlights for the three months and twelve months ended December 31, 2000 include two months of operations resulting from the acquisition of Dayton Power and Light Company's natural gas distribution assets on October 31, 2000.
VECTREN CORPORATION 3 Months 12 Months SELECTED UTILITY Ended December 31 Ended December 31 OPERATING STATISTICS ---------------------- --------------------- (Unaudited) 2000 * 1999 2000 * 1999 --------- --------- --------- --------- WEATHER AS A PERCENT OF NORMAL: Heating Degree Days 115% 83% 96% 87% Cooling Degree Days - - 93% 94% GAS MARGIN (Thousands): Operating Revenues 427,267 157,486 818,753 499,573 Cost of Gas 323,167 91,848 552,540 266,429 -------- ------- ------- ------- Margin 104,100 65,638 266,213 233,144 ======== ======= ======= ======= ELECTRIC MARGIN (Thousands): Operating Revenues 87,194 68,609 336,409 307,569 Cost of Fuel & Purchased Power 31,389 18,523 112,093 92,946 --------- -------- -------- -------- Unconsolidated Margin 55,805 50,086 224,316 214,623 Consolidating Adjustment 632 1,687 4,529 5,850 -------- -------- -------- -------- Consolidated Margin 56,437 51,773 228,845 220,473 ========= ======== ======== ======== GAS SOLD & TRANSPORTED (MDth): Residential 32,328 16,627 65,726 51,857 Commercial 12,092 6,262 25,950 20,690 Contract 29,161 20,283 89,562 78,164 --------- --------- --------- -------- 73,581 43,172 181,238 150,711 ========= ========= ========= ======== ELECTRICITY SOLD (MWh): Residential 315,308 261,649 1,383,163 1,371,580 Commercial 337,439 311,516 1,336,047 1,304,008 Industrial 639,130 621,211 2,491,972 2,415,990 - - - - Miscellaneous Sales 5,808 5,672 19,232 19,367 --------- --------- --------- --------- Total Retail 1,297,685 1,200,048 5,230,414 5,110,945 Municipals and Jasper 159,457 159,039 670,195 659,455 Other Wholesale 576,423 240,850 1,624,091 1,170,315 --------- --------- --------- --------- 2,033,565 1,599,937 7,524,700 6,940,715 ========= ========= ========= ========= * Gas operating statistics for the three months and twelve months ended December 31, 2000 include two months of operations resulting from the acquisition of Dayton Power and Light Company's natural gas distribution assets on October 31, 2000.
VECTREN CORPORATION 3 Months 12 Months SELECTED UTILITY Ended December 31 Ended December 31 OPERATING STATISTICS ------------------ ------------------- (Unaudited) 2000 * 1999 2000 * 1999 ------- ------- ------- -------- GAS OPERATING REVENUES (Thousands): Residential 253,238 107,107 486,916 327,704 Commercial 88,631 35,080 171,386 112,558 Contract 43,669 11,807 78,639 46,840 Miscellaneous Revenue 41,729 3,492 81,812 12,471 ------- ------- ------- -------- 427,267 157,486 818,753 499,573 ======= ======= ======= ======== ELECTRIC OPERATING REVENUES (Thousands): Residential 21,360 18,147 92,815 90,801 Commercial 19,843 17,021 73,595 69,906 Industrial 22,267 21,184 82,634 79,531 Miscellaneous Revenue 1,574 (43) 8,682 7,142 ------- ------- ------- ------- Total Retail 65,044 56,309 257,726 247,380 Municipals and Jasper 5,654 5,787 23,646 23,544 Other Wholesale 16,496 6,513 55,037 36,645 ------- ------- ------- ------- 87,194 68,609 336,409 307,569 YEAR END GAS CUSTOMERS: ** ======= ======= ======= ======== Residential 861,869 564,620 861,869 564,620 Commercial 79,861 56,617 79,861 56,617 Contract 4,313 1,242 4,313 1,242 ------- ------- ------- ------- 946,043 622,479 946,043 622,479 ======= ======= ======= ======= YEAR END ELECTRIC CUSTOMERS: Residential 114,946 110,064 114,946 110,064 Commercial 17,207 16,344 17,207 16,344 Industrial 187 197 187 197 ------- ------- ------- -------- 132,340 126,605 132,340 126,605 ======= ======= ======= ======== * Gas operating statistics for the three months and twelve months ended December 31, 2000 include two months of operations resulting from the acquisition of Dayton Power and Light Company's natural gas distribution assets on October 31, 2000. ** Year end gas customers include 311,052 actual customers for Vectren Energy Delivery of Ohio at December 31, 2000
VECTREN CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Thousands, except for share amounts) (Unaudited) Three Months Twelve Months Ended December 31 Ended December 31 ------------------- ---------------------- 2000 1999 2000 1999 -------- -------- ---------- ---------- OPERATING REVENUE: Gas utility $427,267 $157,486 $ 818,753 $ 499,573 Electric utility 87,194 68,609 336,409 307,569 Energy services and other 193,454 83,087 493,528 261,275 -------- -------- --------- --------- Total operating revenues 707,915 309,182 1,648,690 1,068,417 OPERATING EXPENSES: Cost of gas sold 323,167 91,848 552,540 266,429 Fuel for electric generation 19,448 14,776 71,170 66,305 Purchased electric energy 11,309 2,060 36,394 20,791 Cost of energy 1 services and other 87,402 78,989 473,258 247,590 Other operating 56,971 50,535 199,591 189,622 Merger and integration cost 9,839 - 41,145 - Depreciation and amortization 30,653 22,182 105,661 86,998 Taxes other than income taxes 15,840 8,490 38,010 29,910 -------- -------- --------- --------- Total operating expenses 654,629 268,880 1,517,769 907,645 -------- -------- --------- --------- OPERATING INCOME 53,286 40,302 130,921 160,772 OTHER INCOME Equity in earnings of unconsolidated investments 604 2,166 17,554 11,642 Other - net 2,454 2,245 16,951 8,902 -------- -------- --------- --------- Total other income 3,058 4,411 34,505 20,544 INTEREST EXPENSE 19,193 12,279 57,133 42,862 -------- -------- ---------- ---------- INCOME BEFORE PREFERRED DIVIDENDS AND INCOME TAXES 37,151 32,434 108,293 138,454 PREFERRED DIVIDEND REQUIREMENT OF SUBSIDIARY 241 269 1,017 1,078 -------- -------- --------- ---------- INCOME BEFORE INCOME TAXES 36,910 32,165 107,276 137,376 INCOME TAXES 10,705 9,871 34,232 45,708 -------- -------- --------- --------- NET INCOME BEFORE MINORITY INTEREST 26,205 22,294 73,044 91,668 MINORITY INTEREST IN SUBSIDIARY 21 59 1,004 920 -------- -------- ---------- ---------- NET INCOME $ 26,184 $ 22,235 $ 72,040 $ 90,748 ======== ======== ========== ========== AVERAGE COMMON SHARES OUTSTANDING 61,416 61,304 61,297 61,306 DILUTED COMMON SHARES OUTSTANDING 61,586 61,387 61,380 61,430 BASIC EARNINGS PER AVERAGE SHARE OF COMMON STOCK $ 0.43 $ 0.36 $ 1.18 $ 1.48 DILUTED EARNINGS PER AVERAGE SHARE OF COMMON STOCK $ 0.43 $ 0.36 $ 1.17 $ 1.48
VECTREN CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Thousands - Unaudited) December 31 ----------------------- ASSETS 2000 1999 ---------- ----------- Current Assets: Cash and cash equivalents $ 15,170 $ 17,351 Temporary investments - 903 Accounts receivable, less reserves of $5,716 and $3,949 295,351 123,612 Accrued unbilled revenues 143,365 55,370 Inventories 95,245 58,863 Prepaid gas delivery service 34,849 20,937 Recoverable fuel costs 96,084 5,585 Prepayments and other current assets 20,998 23,091 --------- --------- Total current assets 701,062 305,712 --------- --------- Utility Plant: Original cost 2,788,794 2,367,831 Less accumulated depreciation and amortization 1,233,033 1,031,498 --------- --------- Net utility plant 1,555,761 1,336,333 --------- --------- Other Investments: Investments in leveraged leases 93,145 85,737 Investments in partnerships and other corporations 108,645 74,644 Notes receivable 64,276 32,271 Other 1,057 996 --------- ---------- Total other investments 267,123 193,648 --------- ---------- Nonutility property, net of accumulated depreciation 103,477 64,474 Other Assets: Deferred charges 31,094 31,672 Goodwill 197,977 - Regulatory assets 52,246 47,593 Other 447 1,035 ---------- ---------- Total other assets 281,764 80,300 ---------- ---------- TOTAL ASSETS $2,909,187 $1,980,467 ========== ===========
VECTREN CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Thousands - Unaudited) December 31 ---------------------- LIABILITIES AND SHAREHOLDERS' EQUITY 2000 1999 ----------- ----------- Current Liabilities: Current maturities of adjustable rate bonds subject to tender $ 53,700 $ 53,700 Current maturities of long-term debt and other obligations 249 776 Short-term borrowings 759,908 207,638 Accounts payable 304,021 95,827 Refunds to customers and customer deposits 22,922 27,396 Accrued taxes 556 26,602 Accrued interest 10,272 12,097 Other current liabilities 70,750 49,467 --------- ---------- Total current liabilities 1,222,378 473,503 ---------- ---------- Deferred Credits and Other Liabilities: Deferred income taxes 229,911 215,520 Accrued postretirement benefits other than pensions 45,883 40,942 Unamortized investment tax credit 23,165 25,524 Other 5,826 8,297 Total deferred credits and other liabilities 304,785 290,283 ---------- ---------- Minority interest in subsidiary 1,421 916 Capitalization: Long-term debt and other obligations, net of current maturities 631,954 486,726 Preferred stock of subsidiary: Redeemable 8,076 8,192 Nonredeemable 8,889 11,090 Total preferred stock 16,965 19,282 ---------- ---------- Common stock (no par value) - issued and outstanding 61,419, and 61,305 shares, respectively 217,720 215,917 Retained earnings 506,462 493,918 Accumulated other comprehensive income 7,502 (78) --------- ---------- Total common shareholders' equity 731,684 709,757 --------- ---------- Total capitalization 1,380,603 1,215,765 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 2,909,187 $ 1,980,467 =========== ===========
VECTREN CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands - Unaudited) Twelve Months Ended December 31 ------------------------- 2000 1999 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 72,040 $ 90,748 Adjustments to reconcile net income to cash provided from operating activities - Depreciation and amortization 105,661 86,998 Preferred dividend requirement of subsidiary 1,017 1,078 Deferred income taxes and investment tax credits 12,032 8,548 (Gain) loss on sale or retirement of assets or investments (8,961) - Undistributed earnings of unconsolidated investments (10,554) (11,642) --------- --------- 99,195 84,982 Changes in assets and liabilities - Receivables - net (246,771) (19,978) Inventories 17,817 7,823 Accounts payable, refunds to customers, customer deposits, and other current liabilities 217,122 1,514 Recoverable fuel costs (82,343) 346 Accrued taxes and interest (27,871) 13,585 Prepayments and other current assets 7,553 (7,805) Prepaid gas delivery service (13,912) (20,937) Accrued post-retirement benefits and other than pensions 4,941 3,455 Regulatory Assets (4,653) 1,718 Other - net (2,411) (6,226) --------- --------- Total adjustments (31,333) 58,477 --------- --------- Net cash flows from operating activities 40,707 149,225 --------- --------- CASH FLOWS FROM (REQUIRED FOR) FINANCING ACTIVITIES: Retirement of common stock 3,978 (1,349) Retirement of preferred stock (2,317) (116) Proceeds from long-term debt 178,000 110,000 Retirement of long-term debt and other obligations (33,299) (67,067) Net change in short-term borrowings 552,270 81,655 Dividends on common stock (59,977) (57,365) Other - (3,614) --------- --------- Net cash flows from (required for) financing activities 638,655 62,144 --------- --------- CASH FLOWS (REQUIRED FOR) INVESTING ACTIVITIES: Capital expenditures (164,266) (132,159) Investment in leveraged leases (850) (49,734) Investments in partnerships and other corporations (29,446) (10,711) Change in notes receivable (32,005) (11,899) Cash distributions from unconsolidated investments 7,033 4,550 Acquisition of DPL gas distribution assets (463,301) - Other 1,292 (1,456) --------- -------- Net cash flows (required for) investing activities (681,543) (201,409) --------- --------- NET INCREASE (DECREASE) IN CASH EQUIVALENTS (2,181) 9,960 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 17,351 7,391 --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 15,170 $ 17,351 ========= =========
EX-99.3PRESSRELEAS 4 vvc4thqtr_dividend.txt DECLARATION OF COMMON STOCK DIVIDEND Exhibit 99-3 News Release Vectren Corporation P.O. Box 209 Evansville, IN 47702-0209 January 24, 2001 FOR IMMEDIATE RELEASE Vectren Corporation Declares Regular Quarterly Dividend Evansville, Indiana - The board of directors of Vectren Corporation (NYSE: VVC) declared a quarterly common stock dividend of 25-1/2 cents per share, unchanged from the prior quarter. The dividend will be payable March 1, 2001 to shareholders of record at the close of business on February 15, 2001. Vectren Corporation is an energy and applied technology holding company headquartered in Evansville, Indiana. Vectren's energy delivery subsidiaries provide gas and/or electricity to nearly one million customers in adjoining service territories that cover nearly two-thirds of Indiana and west central Ohio. Vectren's non-regulated subsidiaries and affiliates currently offer energy- related products and services, fiber-optic based communication services, and utility related services including materials management, debt collections, underground pipeline construction and repair, underground facilities locating and meter reading services to customers throughout the surrounding region. To learn more about Vectren, visit www.vectren.com. Investor Contact: Steven M. Schein, VP/Investor Relations (812) 491-4209 sschein@vectren.com Media Contact: Jeffrey W. Whiteside, VP/Corporate Communications (812) 491-4205 jwhiteside@vectren.com ### EX-99.4PRESSRELEAT 5 sig4thqtr_div.txt DECLARATION OF SIGECO 4.8% PREFERRED STOCK DIVIDEN Exhibit 99-4 News Release Vectren Corporation P.O. Box 209 Evansville, IN 47702-0209 January 24, 2001 FOR IMMEDIATE RELEASE Vectren Subsidiary SIGECO Declares Dividend on 4.8% Preferred Stock Evansville, Indiana - The board of directors of Southern Indiana Gas and Electric Company (SIGECO), a wholly owned subsidiary of Vectren Corporation (NYSE: VVC), declared a quarterly dividend of $1.20 per share on the outstanding shares of SIGECO's 4.8% preferred stock payable May 1, 2001 to shareholders of record on April 6, 2001. Vectren Corporation is an energy and applied technology holding company headquartered in Evansville, Indiana. Vectren's energy delivery subsidiaries provide gas and/or electricity to nearly one million customers in adjoining service territories that cover nearly two-thirds of Indiana and west central Ohio. Vectren's non-regulated subsidiaries and affiliates currently offer energy-related products and services, fiber-optic based communication services, and utility related services including materials management, debt collections, underground pipeline construction and repair, underground facilities locating and meter reading services to customers throughout the surrounding region. To learn more about Vectren, visit www.vectren.com. Investor Contact: Steven M. Schein, VP/Investor Relations (812) 491-4209 sschein@vectren.com Media Contact: Jeffrey W. Whiteside, VP/Corporate Communications (812) 491-4205 jwhiteside@vectren.com EX-99.5TELECONFEREN 6 teleconference4thqtr.txt FOURTH QTR 2000 ANALYST TELECONFERENCE SCRIPT Exhibit 99-4 VECTREN CORPORATION 4th QUARTER TELECONFERENCE SCRIPT January 25, 2001 9:00 am CT Steve Schein: Thank you. Good morning and welcome to our teleconference highlighting Vectren's Fourth Quarter and Fiscal Year 2000 results. We are pleased that you could join us this morning. For those of you who have not seen our fourth quarter earnings release, you may access it on our website, www.vectren.com, by clicking on News. As you listen to this morning's prepared remarks, you may wish to view informational slides, which can be accessed from our website. Shortly after this call ends, an audio replay and these slides will be available there as well. Today we will be discussing certain subjects, including subjects pertaining to our growth strategy that may contain forward-looking information. I would caution you that actual results could differ materially from those that will be projected in our discussions. Additional detailed information concerning a number of factors that could cause actual results to differ materially from the information that is provided to you is readily available in our report Form 8-K that was filed with the Securities and Exchange Commission on July 11th, 2000. Shortly you will hear from Vectren's Chairman and CEO Niel Ellerbrook. Niel will discuss significant fourth quarter events in both our regulated and non-regulated operations. He will be followed by our CFO, Jerry Benkert, who will provide a summary of fourth quarter and year-end results. As usual, we will allow time following our remarks for questions and answers. With that, I will ask Niel to begin his remarks. Niel Ellerbrook: Thanks Steve and good morning everyone. Yesterday, we reported 2000 fiscal year earnings of year-end pre- merger net income of $108.8 million or $1.78 per share, before merger and integration related charges. We had a very strong year, exceeding analyst expectations and bettering 1999 results, which were $90.7 million or $1.48 per share. After reflecting the merger and integration related costs totaling $36.8 million net of tax, or $.60 per share, reported earnings per share were $1.18. re. Contributing heavily to the difference were two primary factors: weather much closer to normal and our ability to deliver electricity in the wholesale power market. [We need to look at the financials to expand.] I will leave Jerry to fill in the details. All in all, the past quarters has been both exciting and challenging for Vectren as we continued to implement our strategy of strengthening our core utility business and investing in selected non-regulated opportunities. The DPL transaction, completed October 31st, pushed our customer count in the Midwest to approximately one million gas and/or electric customers allowing us to grow our customer base and we see it as another step in our goal of becoming the leading regional provider of energy and related applied technology solutions to business, residential and municipal customers. In mid-December, our non-regulated utility services subsidiary, Reliant Services, equally owned by subsidiaries of Vectren and Cinergy Corp., completed the common stock purchase of Miller Pipeline Corporation from NiSource. Miller is one of the nation's premier utility contractors with nearly 50 years of experience in the construction industry. It provides underground pipeline construction, replacement and repair services for natural gas, water and wastewater utilities, and is preparing to expand its services to include telecommunication and electric facilities installation. Adding Miller sharpens and expands Reliant's role as a quality, low-cost utility service provider for Vectren's own utilities, as well as for other regional utility companies, as we manage the costs of building new infrastructure in growing suburban areas and replacing aging infrastructures. Toward the end of 2000, Vectren invested an additional $8.1 million with Utilicom Networks, LLC, our telecommunications partner. This is part of our overall commitment to invest up to $100 million, pending completion of all required funding. We believe our success in Evansville provides a model for future broadband investments and our commitment will help ventures in Indianapolis and Dayton and recapitalize our partnership in Utilicom's initial operation here in Evansville, which is SIGECOM, LLC. Through the brand name TOTALink, Utilicom builds, owns and operates high capacity broadband networks that deliver cable TV, high speed internet, and telephone services. It partners with affiliates of local electric and gas utilities in attractive Tier 2 and Tier 3 markets. We are experiencing penetration rates of approximately 30% in Evansville and expect SIGECOM to be EBITDA positive in early 2001. We have worked hard to establish strong brand recognition in Indianapolis, Dayton and surrounding areas and we believe that building on our existing customer relationships in these more densely populated markets provides a tremendous opportunity for success. To date, we have invested, $25 million in Utilicom as convertible subordinated debt and $8 million as equity in SIGECOM Holdings. We expect the construction in Indianapolis and Dayton will be funded over 5 years, and we do not expect these operations to have any significant financial impact on earnings in either 2001 or 2002. The increased wholesale cost of natural gas is creating difficulties for customers and utilities alike across the country. As all of you know, gas cost increases and decreases are normally passed through to customers in routine filings with the Indiana Utility Regulatory Cmmission and other commissions as well. Earlier this month however, based on a claim by Indiana's Office of the Utility Consumer Counselor, the Indiana Utility Regulatory Commission disallowed a portion of a gas cost adjustment request filed by our operating company, Indiana Gas. As a result, we record a one-time, pre-tax charge of $3.8 million and we booked that in fiscal 2000. We very much disagree with the Commission's decision and we are concerned about the precedent it sets and as a result we are considering various options with respect to the order. We have not yet decided to appeal the decision, but that certainly remains one of our options. The acquisition of DPL's gas business, the Miller Pipeline Co. purchase, an additional investment in Haddington Energy projects, the funding of broadband cable projects and several other investments have expanded both our capabilities and our markets. On January 19th, we filed a registration statement with the SEC to offer 5.5 million shares of new Vectren common stock in order to provide some of the necessary permanent financing for these projects. Historically, it has been a management priority to maintain a solid balance sheet and to maintain the financial flexibility a strong balance sheet brings, and we continue to believe in the importance of a strong balance sheet. Looking ahead to 2001, we expect to realize merger savings from the Indiana Energy-SIGCORP combination and synergies from DPL. In fact we expect to continue to realize synergies over the next several years. A new state-of-the-art customer contact center is slated to open in June. It will provide more efficient customer service and reduce costs through new technology and by centralizing resources. We have tremendous confidence in the growth capabilities of both our regulated utility operations as well as our non-regulated energy and applied technology units. We look forward to continuing to develop these opportunities, as well as new ones that are identified and chosen for pursuit. With that, I will close my comments and await your comments and turn it over to Jerry Benkert to discuss the fourth quarter and 2000 results. Jerry. Jerry Benkert: Thank you. Late yesterday we released our 2000 fiscal year end fourth quarter results. reporting pre-merger net income of $35.2 million or $0.57 cents per share exceeding the $22.2 million or $0.36 cents per share from the same quarter in 1999. After reflecting the merger-related charges totaling $14.6 million, $9.0 million net of tax or $0.14 cents per share, reported net income and earnings per share for the current period were $26.2 million and $0.43 cents per share, respectively. This brings merger costs expensed during 2000 to a total of $52.5 million, $36.8 million net of tax or $0.60 cents per share. As Niel stated, before merger and integration related costs, earnings for the year were $108.8 million and earnings per share were $1.78 compared with last year of $90.7 million and $1.48. Our utility group contributed $1.37, an increase of 11% and our non-regulated group contributed $.41, an increase of 64%. For the quarter, again reflecting ongoing operations before merger and integration related costs, earnings were $35.2 million compared to $22.2 million last year and earnings per share were $.57 compared to $.36 last year. All in all, we had a strong fourth quarter reflecting temperatures that were significantly colder than the fourth quarter of 1999. Likewise, we had a very solid year, bolstered by the strong fourth quarter results, favorable gains from our wholesale power marketing operations and significant growth in non-regulated operations. I will first address the growth on the utility group margins. Vectren's gas margin increased $33.1 million in 2000 compared to the twelve-month period of 1999. $28.2 million of the increase reflected the inclusion of the Ohio operation results. Indiana Gas and SIGECO gas operations reflect 8% greater throughput due to much colder temperatures during the fourth quarter than the 1999 period and about 2% growth in customers during 2000, excluding the addition of the Ohio customers. Heating degree- days increased 10% during the current twelve-month period and approached normal for the year. These operations provided the remaining favorable gas margin increase of about $4.9 million, which was achieved even after reflecting the one-time $3.8 million disallowance of recoverable gas costs by the Indiana Utility Regulatory Commission which was charged against gas revenues in December of 2000. Electric margin rose $8.4 million for the twelve-month period in 2000 compared to the same period in 1999. Though prices were softer than in 1999, we did achieve increased margins on sales to wholesale energy markets with volumes up 39% for 2000. Additionally, the impact of much colder temperatures on electric heating sales and about 5% growth in commercial customers were the primary reasons for the 2000 electric margin increase. These electric margin increases were achieved, even with milder early summer temperatures, which depressed cooling sales and held cooling degree-days to 93% of normal for the year. Our non-regulated operations also showed excellent growth, contributing $.41 to year 2000 earnings per share before merger and integration related costs, as compared with a $.25 contribution in 1999. The Communications group posted a $.07 one-time gain during 2000 due primarily to the first quarter gain recognized on the restructuring of the SIGECOM investment. Our Energy Services group contributed $.12 per share and added $.04 to the increas in earnings per share through growing earnings in our gas marketing and our performance contracting affiliates. The Financial Group contributed $.16 per share, up $.07 over 1999 due to additional tax credits related to tax-advantaged investments and increased earnings on leveraged lease investments. Earnings from other non-regulated operations and investments, on a before merger cost basis, declined slightly by $.02 per share during 2000. The growth in utility margins and our much improved non-regulated results highlight our favorable year 2000. I would also like to point out the impact of merger costs and the inclusion of two months of the Ohio gas distribution operation results on our consolidated results. Vectren's operation and maintenance expenses increased $10.0 million to $199.6 million for the twelve-month period in 2000 over 1999, including a $7.1 million which was related to the Ohio operations. The balance of the increase, $2.9 million, primarily reflects greater expenses at our growing non-regulated operations. Merger and integration related costs of $41.1 million incurred during 2000 relate primarily to transaction costs, employee severance costs and branding, which include signage, advertising and communication programs. Additionally, $1.8 million of the costs relate to the integration of the Ohio gas distribution operations and are included. Additional merger costs were reflected in depreciation. The acceleration of depreciation on certain information systems to be retired in 2001 as a result of the Vectren merger increased depreciation expense by $11.4 million, representing the majority of an $18.7 million increase in depreciation and amortization expense for 2000. Additionally, depreciation of Ohio's utility plant and amortization of goodwill related to the acquisition for two months increased expense $1.7. The remaining $5.6 million increase reflects depreciation for normal additions to utility plant. We expect fiscal 2001 will include merger and related expense charges of approximately $12 million. These costs will be primarily related to the accelerated depreciation of information systems which are soon to be replaced due to the merger. Of the $8.1 million increase in taxes other than income taxes for 2000, $7.1 million is related to Ohio's operations and incurred during the fourth quarter, primarily Ohio's state excise tax of $5.1 million on the November and December revenues. Interest expense for the twelve month period in 2000 rose $14.1 million compared to 1999 and was up $6.9 million during the fourth quarter. The increase was primarily the result of higher customer receivables driven by extremely high natural gas market prices and increased customer consumption, as well as interest on additional non-regulated investments, and interest related to the financing of the Dayton asset acquisition during the fourth quarter. Income tax expense declined $11.5 million compared to 1999 due to a reduction in pre-tax income and an effective tax rate of about 32%, reflecting our increasing level of tax credits. As Niel said, all in all, 2000 was a strong year. As we look forward to 2001, we know it presents both opportunities and challenges. Our goal has been to grow earnings per share on average between 8 and 10% annually over a five-year time horizon. We believe we have the foundation in place. In most cases the street estimates exclude the one-time SIGECOM restructuring gain of $.07 from our fiscal 2000 before merger and integration related earnings of $1.78. This would adjust our 2000 earnings per share to $1.71, comparing very favorably to Vectren combined operations of $1.48 and $1.41 for 1999 and 1998 respectively. Street projections for Vectren's year 2001 earnings per share range from $1.72 to $1.85. As I stated earlier, our goal is to grow earnings per share on average by 8 to 10 percent over time. While much to early to quantify, we do expect to experience some adverse consequences from the higher gas costs in 2001, including interest expense to fund higher working capital requirements, higher uncollectibles, greater contributions to low income assistance programs, and possibly some level of price sensitive reduction in volumes sold. This concludes our prepared remarks, but I would like to add one cautionary note before questions. Since we are in the registration process, there are of course constraints on our ability to provide you with forward looking or other predictive information. Please understand that this may cause us to decline to answer questions which we might otherwise be comfortable in answering. Thank you for your understanding at this point. EX-99.6SAFEHARBOR 7 safeharbor.txt CAUTIONARY STATEMENT FOR PURPOSES OF SAFE HARBOR Exhibit 99-6 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995. A "safe harbor" for forwarding-looking statements is provided by the Private Securities Litigation Reform Act of 1995 (Reform Act of 1995). The Reform Act of 1995 was adopted to encourage such forward-looking statements without the threat of litigation, provided those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause the actual results to differ materially from those projected in the statement. Forwardlooking statements have been and will be made in written documents and oral presentations of Vectren Corporation and its subsidiaries. Such statements are based on management's beliefs, as well as assumptions made by and information currently available to management. When used in Vectren Corporation and its subsidiaries' documents or oral presentations, the words "believe," "anticipate," "endeavor," "estimate," "expect," "objective," "projection," "forecast," "goal," and similar expressions are intended to identify forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with such forward-looking statements, factors that could cause Vectren Corporation and its subsidiaries' actual results to differ materially from those contemplated in any forward-looking statements included, among others, the following: Factors affecting utility operations such as unusual weather conditions; catastrophic weather-related damage; unusual maintenance or repairs; unanticipated changes to fossil fuel costs; unanticipated changes to gas supply costs, or availability due to higher demand, shortages, transportation problems or other developments; environmental or pipeline incidents; transmission or distribution incidents; unanticipated changes to electric energy supply costs, or availability due to demand, shortages, transmission problems or other developments; or electric transmission or gas pipeline system constraints. Increased competition in the energy environment including effects of industry restructuring and unbundling. Regulatory factors such as unanticipated changes in ratesetting policies or procedures, recovery of investments and costs made under traditional regulation, and the frequency and timing of rate increases. Financial or regulatory accounting principles or policies imposed by the Financial Accounting Standards Board, the Securities and Exchange Commission (Commission), the Federal Energy Regulatory Commission, state public utility commissions, state entities which regulate natural gas transmission, gathering and processing, and similar entities with regulatory oversight. Economic conditions including inflation rates and monetary fluctuations. Changing market conditions and a variety of other factors associated with physical energy and financial trading activities including, but not limited to, price, basis, credit, liquidity, volatility, capacity, interest rate, and warranty risks. Availability or cost of capital, resulting from changes in Vectren Corporation and its subsidiaries, interest rates, and securities ratings or market perceptions of the utility industry and energy-related industries. Employee workforce factors including changes in key executives, collective bargaining agreements with union employees, or work stoppages. Legal and regulatory delays and other obstacles associated with mergers, acquisitions, and investments in joint ventures. Costs and other effects of legal and administrative proceedings, settlements, investigations, claims, and other matters, including, but not limited to, those described in periodic filings made with the Commission by Vectren Corporation and its subsidiaries, Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company. Changes in federal, state or local legislature requirements, such as changes in tax laws or rates, environmental laws and regulations. Vectren Corporation and its subsidiaries undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of changes in actual results, changes in assumptions, other factors affecting such statements. -----END PRIVACY-ENHANCED MESSAGE-----