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8-K - 8-K - ITC Holdings Corp.a12-24936_18k.htm

Exhibit 99.1

 

 

ITC Holdings Reports Increased Third Quarter And Year-To-Date 2012 Results; Raises 2012 Operating Earnings Per Share Guidance; Updates 2012 Capital Guidance

 

Highlights

 

·                  Operating earnings for the third quarter of $1.07 per diluted common share; reported earnings for the third quarter of $0.98 per diluted common share

·                  Operating earnings for the nine months ended September 30, 2012 of $3.05 per diluted common share; reported earnings for the nine months ended September 30, 2012 of $2.68 per diluted common share

·                  Capital investments of $626.2 million for the nine months ended September 30, 2012

·                  2012 operating earnings per share guidance increased to $4.10 to $4.15 per share

·                  2012 capital investment guidance updated to a range of $780 to $825 million

 

 

 

Three months ended
September 30,

 

Nine months ended
September 30,

 

(in thousands, except per share data)

 

2012

 

2011

 

2012

 

2011

 

OPERATING REVENUES

 

$

214,801

 

$

191,303

 

$

608,889

 

$

555,787

 

 

 

 

 

 

 

 

 

 

 

REPORTED NET INCOME

 

$

51,183

 

$

44,024

 

$

139,620

 

$

129,022

 

 

 

 

 

 

 

 

 

 

 

OPERATING EARNINGS

 

$

55,974

 

$

44,024

 

$

159,383

 

$

129,022

 

 

 

 

 

 

 

 

 

 

 

REPORTED DILUTED EPS

 

$

0.98

 

$

0.85

 

$

2.68

 

$

2.49

 

 

 

 

 

 

 

 

 

 

 

OPERATING DILUTED EPS

 

$

1.07

 

$

0.85

 

$

3.05

 

$

2.49

 

 

NOVI, Mich., October 23 2012, ITC Holdings Corp. (NYSE: ITC) today announced its results for the third quarter and nine month period ended September 30, 2012.  Reported net income for the quarter, measured in accordance with Generally Accepted Accounting Principles (GAAP), was $51.2 million, or $0.98 per diluted common share, compared to $44.0 million or $0.85 per diluted common share for the third quarter of 2011.  For the nine months ended September 30, 2012, reported net income was $139.6 million, or $2.68 per diluted common share, compared to $129.0 million, or $2.49 per diluted common share for the same period last year.

 

Operating earnings for the third quarter were $56.0 million, or $1.07 per diluted common share, compared to operating earnings of $44.0 million, or $0.85 per diluted common share for the third quarter of 2011. For the nine months ended September 30, 2012, operating earnings were $159.4 million, or $3.05 per diluted common share, compared to operating earnings of $129.0 million, or $2.49 per diluted common share for the same period last year.  Operating earnings are a non-GAAP measure that exclude the impact of after-tax expenses of approximately: 1) $4.8 million or $0.09 per diluted common share for the third quarter and $11.3 million or $0.21 per diluted common share for the nine months ended September 30, 2012 associated with the Entergy Corporation (Entergy) transaction and 2) $8.4 million or $0.16 per diluted common share for the nine months ended September 30, 2012 associated with the estimated refund liability recorded for

 

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certain acquisition accounting adjustments for ITC Midwest, ITCTransmission and METC resulting from the FERC audit order on ITC Midwest issued in May 2012.

 

Operating earnings increased by $12.0 million, or $0.22 per diluted common share, for the third quarter compared to the same period in 2011. For the nine months ended September 30, 2012, operating earnings increased $30.4 million, or $0.56 per diluted common share, compared to the same period last year.  The increases in both periods were largely attributable to higher income associated with increased rate base and AFUDC at our operating companies. For the nine months ended September 30, 2012, this increase was partially offset by lower revenues associated with the final amortization of the ITCTransmission rate freeze revenue deferral which expired in May 2011.

 

ITC invested $626.2 million in capital projects at its operating companies during the first nine months of 2012, including $173.6 million, $113.6 million, $266.1 million and $72.9 million at ITCTransmission, METC, ITC Midwest and ITC Great Plains, respectively.

 

“We continued to make great strides against both our stand-alone strategic objectives and the Entergy transaction during the third quarter,” said Joseph L. Welch, chairman, president and CEO of ITC.  “Our strong operational and financial performance reinforces our unwavering commitment to execution of our stand-alone plans, which benefit all of our constituents.  In addition, while delivering these results, we also made significant progress during the quarter on advancing the Entergy transaction to a successful close, further demonstrating our ability to effectively balance both of these priorities.”

 

EPS and Capital Expenditure Guidance

 

For 2012, ITC is raising its full year operating earnings per share guidance to a range of $4.10 to $4.15, from the previous range of $3.95 to $4.05.  Capital investment guidance for 2012 has been updated to a range of $780 to $825 million, from the prior range of $750 to $820 million.  The updated guidance range includes capital forecasts at our regulated operating subsidiaries of $210 to $220 million, $150 to $160 million, $320 to $335 million and $100 to $110 million for ITCTransmission, METC, ITC Midwest and ITC Great Plains, respectively.

 

Third Quarter 2012 Operating Earnings Financial Results Detail

 

ITC’s operating revenues for the third quarter increased to $214.8 million compared to $191.3 million for the third quarter of 2011. This increase was primarily due to higher revenue requirements attributable to a higher rate base at our regulated operating subsidiaries and higher recoverable operating expenses. In addition, regional cost sharing revenues increased due to additional capital projects being placed in-service that have been identified by MISO as eligible for regional cost sharing.

 

Operation and maintenance (O&M) expenses of $31.5 million decreased by $5.8 million compared to the same period in 2011. This decrease was primarily due to a decrease in expenses associated with transmission overhead lines surveys, lower field and site maintenance expenses, lower tower maintenance expenses and lower relay work for certain preventative maintenance activities. These decreases were partially offset by higher vegetation management requirements.

 

General and administrative (G&A) expenses of $20.6 million, which excludes $7.3 million of pre-tax expenses related to the Entergy transaction, were $1.6 million higher compared to the same period in 2011 due primarily to higher labor related expenses and higher professional services.

 

Depreciation and amortization expenses of $27.5 million increased by $3.6 million compared to the same period in 2011 due to a higher depreciable base resulting from property, plant and equipment additions.

 

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Taxes other than income taxes of $14.7 million were $2.3 million higher than the same period in 2011. This increase was due to 2011 capital additions at our regulated operating subsidiaries, which are included in the tax base for 2012 personal property taxes.

 

Interest expense of $38.9 million increased by $1.7 million compared to the same period in 2011 due primarily to higher borrowing levels to finance capital investments.

 

The effective income tax rate for the third quarter of 2012 was 35.6 percent, excluding a reduction to income taxes of approximately $2.7 million associated with the Entergy transaction expenses compared to 34.0 percent for the same period last year.

 

Year-To-Date 2012 Financial Results Detail

 

ITC’s operating revenues for the nine months ended September 30, 2012 increased to $619.9 million, excluding an $11.0 million reduction in revenues associated with the ITC Midwest FERC audit related refunds recorded for ITCTransmission, METC and ITC Midwest, compared to $555.8 million from the same period last year. This increase was primarily due to higher network revenues attributable to higher rate base at all of our regulated operating subsidiaries and higher recoverable operating expenses. In addition, the increase resulted from higher regional cost sharing revenues primarily due to additional capital projects being placed into service that have been identified by MISO as eligible for regional cost sharing.  Partially offsetting these increases was the impact of the final monthly recognition of the ITCTransmission rate freeze revenue deferral in May 2011.

 

O&M expenses of $90.3 million were $2.2 million lower for the nine months ended September 30, 2012 compared to the same period in 2011. This decrease was primarily a result of lower field and site maintenance expenses, lower relay work for certain preventative maintenance activities, lower substation maintenance expenses, lower tower maintenance expenses and lower expenses associated with transmission overhead lines surveys. These decreases were partially offset by higher vegetation management requirements.

 

G&A expenses of $61.7 million, which excludes $17.1 million of pre-tax expenses related to the Entergy transaction, were $6.8 million higher compared to the same period in 2011. This increase was due to higher labor related expenses and higher general business expenses associated with increased information technology support and higher professional services. The increase was also attributable to the recognition of the Kansas V-Plan Project regulatory asset which reduced expenses in 2011 and did not reoccur in 2012.

 

Depreciation and amortization expenses of $78.5 million increased by $8.1 million for the nine months ended September 30, 2012 compared to the same period in 2011. This increase was primarily due to a higher depreciable base resulting from property, plant and equipment additions.

 

Taxes other than income taxes of $44.2 million were $4.6 million higher compared to the same period in 2011. This increase was due to 2011 capital additions at our regulated operating subsidiaries, which are included in the tax base for 2012 personal property taxes.

 

Interest expense of $115.7 million, which excludes the impact of $1.2 million of interest on the ITC Midwest FERC audit related refund recorded at ITCTransmission, METC and ITC Midwest, increased $5.7 million compared to the same period in 2011 due primarily to higher borrowing levels to finance capital investments.

 

The effective income tax rate for the nine months ended September 30, 2012 was 35.4 percent, excluding a reduction to income taxes of $10.7 million associated with the Entergy transaction and the ITC Midwest FERC audit related refund recorded at ITCTransmission, METC and ITC Midwest, compared to 35.5 percent for the same period in 2011.

 

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Third Quarter Conference Call

 

ITC will also conduct a webcast and conference call at 11 a.m. Eastern on Wednesday, October 24, 2012.  Joseph L. Welch, chairman, president and CEO, will provide a business overview, and Cameron M. Bready, executive vice president and CFO, will discuss the financial results. Individuals wishing to participate in the conference call may dial toll-free (877) 644-1296 (domestic) or (914) 495-8555 (international); there is no passcode.  A listen-only live webcast of the conference call, including accompanying slides and the earnings release, will be available on the company’s investor information page.  The conference call replay, available through Monday, October 29, 2012, can be accessed by dialing 855-859-2056 (toll free) or 404-537-3406, passcode 38090652. The webcast will also be archived on the ITC website.

 

Other Available Information

 

More detail about the third quarter results may be found in ITC’s Form 10-Q filing. Once filed with the Securities and Exchange Commission, an electronic copy of our 10-Q can be found at our website, http://investor.itc-holdings.com. Written copies can also be made available by contacting us through our website.

 

About ITC Holdings Corp.

 

ITC Holdings Corp. (NYSE: ITC) is the nation’s largest independent electric transmission company. Based in Novi, Michigan, ITC invests in the electric transmission grid to improve reliability, expand access to markets, lower the overall cost of delivered energy and allow new generating resources to interconnect to its transmission systems. ITC’s regulated operating subsidiaries include ITCTransmission, Michigan Electric Transmission Company, ITC Midwest and ITC Great Plains. Through these subsidiaries, ITC owns and operates high-voltage transmission facilities in Michigan, Iowa, Minnesota, Illinois, Missouri, Kansas and Oklahoma, serving a combined peak load exceeding 26,000 megawatts along 15,000 circuit miles of transmission line. Through ITC Grid Development and its subsidiaries, the company also focuses on expansion in areas where significant transmission system improvements are needed. For more information, please visit ITC’s website at www.itc-holdings.com. (itc-ITC)

 

GAAP v. Non-GAAP Measures

 

ITC’s reported earnings are prepared in accordance with GAAP and represent earnings as reported to the Securities and Exchange Commission.  ITC’s management believes the company’s operating earnings, or GAAP earnings adjusted for specific items as described in the release, provide a more meaningful representation of the company’s fundamental earnings power.  However, such measures should not be considered in isolation or as substitutes for results prepared in accordance with GAAP.

 

Safe Harbor Statement

 

This press release contains certain statements that describe our management’s beliefs concerning future business conditions, plans and prospects, growth opportunities and the outlook for our business and the electricity transmission industry based upon information currently available. Such statements are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. Wherever possible, we have identified these forward-looking statements by words such as “will,” “may,” “anticipates,” “believes,” “intends,” “estimates,” “expects,” “projects” and similar phrases. These forward-looking statements are based upon assumptions our management believes are reasonable.  Such forward looking statements are subject to risks and uncertainties which could cause our actual results, performance and achievements to differ materially from those expressed in, or implied by, these statements, including, among others, the risks and uncertainties disclosed in our Form 10-Q filed with the Securities and Exchange Commission.

 

Because our forward-looking statements are based on estimates and assumptions that are subject to significant business, economic and competitive uncertainties, many of which are beyond our

 

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control or are subject to change, actual results could be materially different and any or all of our forward-looking statements may turn out to be wrong.  Forward-looking statements speak only as of the date made and can be affected by assumptions we might make or by known or unknown risks and uncertainties. Many factors mentioned in our discussion in this release and in our annual and quarterly reports will be important in determining future results. Consequently, we cannot assure you that our expectations or forecasts expressed in such forward-looking statements will be achieved. Actual future results may vary materially. Except as required by law, we undertake no obligation to publicly update any of our forward-looking or other statements, whether as a result of new information, future events, or otherwise.

 

Investor/Analyst contact: Gretchen Holloway, 248-946-3595; gholloway@itctransco.com

Media contact: Robert Doetsch, 248-946-3493; rdoetsch@itctransco.com

 

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ITC HOLDINGS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

(in thousands, except per share data)

 

2012

 

2011

 

2012

 

2011

 

OPERATING REVENUES

 

$

214,801

 

$

191,303

 

$

608,889

 

$

555,787

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

Operation and maintenance

 

31,544

 

37,365

 

90,314

 

92,486

 

General and administrative

 

27,906

 

19,046

 

78,791

 

54,915

 

Depreciation and amortization

 

27,466

 

23,898

 

78,453

 

70,338

 

Taxes other than income taxes

 

14,721

 

12,456

 

44,186

 

39,620

 

Other operating (income) and expense — net

 

(190

)

(295

)

(586

)

(611

)

Total operating expenses

 

101,447

 

92,470

 

291,158

 

256,748

 

OPERATING INCOME

 

113,354

 

98,833

 

317,731

 

299,039

 

OTHER EXPENSES (INCOME)

 

 

 

 

 

 

 

 

 

Interest expense

 

38,924

 

37,248

 

116,918

 

110,002

 

Allowance for equity funds used during construction

 

(5,622

)

(4,469

)

(15,800

)

(12,078

)

Other income

 

(884

)

(1,417

)

(2,171

)

(2,136

)

Other expense

 

1,415

 

793

 

2,473

 

3,063

 

Total other expenses (income)

 

33,833

 

32,155

 

101,420

 

98,851

 

INCOME BEFORE INCOME TAXES

 

79,521

 

66,678

 

216,311

 

200,188

 

INCOME TAX PROVISION

 

28,338

 

22,654

 

76,691

 

71,166

 

NET INCOME

 

$

51,183

 

$

44,024

 

$

139,620

 

$

129,022

 

Basic earnings per common share

 

$

0.99

 

$

0.86

 

$

2.72

 

$

2.52

 

Reported diluted earnings per common share

 

$

0.98

 

$

0.85

 

$

2.68

 

$

2.49

 

Operating diluted earnings per common share

 

$

1.07

 

$

0.85

 

$

3.05

 

$

2.49

 

Dividends declared per common share

 

$

0.3775

 

$

0.3525

 

$

1.0825

 

$

1.0225

 

 

RECONCILIATION OF REPORTED NET INCOME (GAAP) TO OPERATING EARNINGS (NON-GAAP MEASURE) - UNAUDITED

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Reported net income

 

$

51,183

 

$

44,024

 

$

139,620

 

$

129,022

 

Pre-tax Entergy transaction related expenses

 

7,453

 

N/A

 

17,454

 

N/A

 

Pre-tax liability for audit related refund

 

N/A

 

N/A

 

13,048

 

N/A

 

Income taxes on adjustments

 

(2,662

)

N/A

 

(10,739

)

N/A

 

Operating earnings

 

$

55,974

 

$

44,024

 

$

159,383

 

$

129,022

 

 

RECONCILIATION OF REPORTED DILUTED EPS (GAAP) TO OPERATING DILUTED EPS (NON-GAAP MEASURE) - UNAUDITED

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Reported diluted EPS

 

$

0.98

 

$

0.85

 

$

2.68

 

$

2.49

 

Pre-tax Entergy transaction related expenses

 

0.14

 

N/A

 

0.33

 

N/A

 

Pre-tax liability for audit related refund

 

N/A

 

N/A

 

0.25

 

N/A

 

Income taxes on adjustments

 

(0.05

)

N/A

 

(0.21

)

N/A

 

Operating diluted EPS

 

$

1.07

 

$

0.85

 

$

3.05

 

$

2.49

 

 

6



 

ITC HOLDINGS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION  (UNAUDITED)

 

 

 

September 30,

 

December 31,

 

(in thousands, except share data)

 

2012

 

2011

 

ASSETS

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

30,026

 

$

58,344

 

Accounts receivable

 

94,863

 

76,895

 

Inventory

 

33,876

 

34,855

 

Deferred income taxes

 

21,045

 

20,636

 

Regulatory assets — revenue accruals, including accrued interest

 

7,267

 

6,639

 

Prepaid and other current assets

 

9,935

 

4,159

 

Total current assets

 

197,012

 

201,528

 

Property, plant and equipment (net of accumulated depreciation and amortization of $1,248,456 and $1,193,164, respectively)

 

3,967,190

 

3,415,823

 

Other assets

 

 

 

 

 

Goodwill

 

950,163

 

950,163

 

Intangible assets (net of accumulated amortization of $17,607 and $15,276, respectively)

 

45,334

 

46,885

 

Other regulatory assets

 

171,057

 

161,987

 

Deferred financing fees (net of accumulated amortization of $16,949 and $14,594, respectively)

 

19,593

 

20,989

 

Other

 

30,823

 

25,991

 

Total other assets

 

1,216,970

 

1,206,015

 

TOTAL ASSETS

 

$

5,381,172

 

$

4,823,366

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

102,530

 

136,934

 

Accrued payroll

 

15,721

 

18,013

 

Accrued interest

 

43,395

 

43,642

 

Accrued taxes

 

18,370

 

25,627

 

Regulatory liabilities — revenue deferrals, including accrued interest

 

51,836

 

46,579

 

Refundable deposits from generators for transmission network upgrades

 

48,041

 

38,805

 

Debt maturing within one year

 

651,897

 

 

Other

 

51,040

 

5,867

 

Total current liabilities

 

982,830

 

315,467

 

Accrued pension and postretirement liabilities

 

44,299

 

44,923

 

Deferred income taxes

 

432,677

 

373,268

 

Regulatory liabilities — revenue deferrals, including accrued interest

 

68,324

 

50,917

 

Regulatory liabilities — accrued asset removal costs

 

79,492

 

83,934

 

Refundable deposits from generators for transmission network upgrades

 

5,241

 

14,570

 

Other

 

12,426

 

36,373

 

Long-term debt

 

2,406,674

 

2,645,022

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

Common stock, without par value, 100,000,000 shares authorized, 51,524,437 and 51,323,368 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively.

 

955,258

 

943,444

 

Retained earnings

 

414,759

 

330,816

 

Accumulated other comprehensive loss

 

(20,808

)

(15,368

)

Total stockholders’ equity

 

1,349,209

 

1,258,892

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

5,381,172

 

$

4,823,366

 

 

7



 

ITC HOLDINGS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

 

 

 

Nine months ended

 

 

 

September 30,

 

(in thousands)

 

2012

 

2011

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

Net income

 

$

139,620

 

$

129,022

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization expense

 

78,453

 

70,338

 

Recognition, refund and collection of revenue accruals and deferrals — including accrued interest

 

25,748

 

82,854

 

Deferred income tax expense

 

44,921

 

44,894

 

Allowance for equity funds used during construction

 

(15,800

)

(12,078

)

Other

 

9,030

 

12,224

 

Changes in assets and liabilities, exclusive of changes shown separately:

 

 

 

 

 

Accounts receivable

 

(12,182

)

(14,845

)

Inventory

 

979

 

1,807

 

Prepaid and other current assets

 

(5,776

)

(171

)

Accounts payable

 

(10,637

)

2,853

 

Accrued payroll

 

(1,865

)

(3,753

)

Accrued interest

 

(247

)

(19,384

)

Accrued taxes

 

(5,773

)

(7,315

)

Other current liabilities

 

11,474

 

1,699

 

Other non-current assets and liabilities, net

 

410

 

(1,577

)

Net cash provided by operating activities

 

258,355

 

286,568

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

Expenditures for property, plant and equipment

 

(637,386

)

(388,402

)

Proceeds from sale of securities

 

5,935

 

3,839

 

Purchases of securities

 

(10,786

)

(7,341

)

Other

 

(747

)

769

 

Net cash used in investing activities

 

(642,984

)

(391,135

)

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

Issuance of long-term debt

 

100,000

 

 

Borrowings under revolving credit agreements

 

1,073,550

 

592,515

 

Borrowings under term loan credit agreement

 

200,000

 

 

Repayments of revolving credit agreements

 

(960,350

)

(512,355

)

Issuance of common stock

 

4,929

 

18,081

 

Dividends on common stock

 

(55,677

)

(52,276

)

Refundable deposits from generators for transmission network upgrades

 

31,157

 

24,618

 

Repayment of refundable deposits from generators for transmission network upgrades

 

(31,186

)

(4,876

)

Other

 

(6,112

)

(7,922

)

Net cash provided by financing activities

 

356,311

 

57,785

 

NET DECREASE IN CASH AND CASH EQUIVALENTS

 

(28,318

)

(46,782

)

CASH AND CASH EQUIVALENTS — Beginning of period

 

58,344

 

95,109

 

CASH AND CASH EQUIVALENTS — End of period

 

$

30,026

 

$

48,327

 

 

8