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8-K - 8-K - DYNEGY INC.a15-5224_18k.htm

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

NR15-04

 

DYNEGY ANNOUNCES FULL YEAR 2014 RESULTS, UPDATES 2015 GUIDANCE

 

Full Year and Fourth Quarter 2014 Summary:

 

·                  $347 million in consolidated Adjusted EBITDA for 2014, a $120 million increase over 2013.

·                  $104 million in Free Cash Flow, exceeding the 2014 Free Cash Flow guidance range of $45-$75 million.

·                  $2,222 million in consolidated liquidity, including $174 million at IPH, at December 31, 2014.

·                  $67 million in consolidated Adjusted EBITDA for the quarter, a $4 million increase compared to the fourth quarter 2013.

 

2015 Guidance: Revised targets assume an April 1 closing date for pending acquisitions.

 

·                  2015 Adjusted EBITDA guidance range of $825-1,025 million.

·                  2015 Free Cash Flow guidance range of $100-300 million.

·                  PRIDE Reloaded targets of $135 million in operational improvements and $165 million in balance sheet improvements from 2014-2016 accelerated for 2015 achievement—a full year ahead of schedule.

 

Transactions Update:

 

·                  On February 6, Dynegy filed its response to the Federal Energy Regulatory Commission’s (FERC) request for additional information and a settlement agreement with the PJM Independent Market Monitor (PJM IMM) that has satisfied all of the PJM IMM’s concerns. Requested FERC approval for Energy Capital Partners and Duke Energy transactions by April 1, 2015.

·                  California sales process terminated as bids were below expectations.

 

HOUSTON (February 24, 2015) - Dynegy Inc. (NYSE: DYN) reported 2014 consolidated Adjusted EBITDA of $347 million, compared to $227 million for 2013. The $120 million increase in Adjusted EBITDA was primarily due to the December 2, 2013 addition of Illinois Power Holdings (IPH), improved realized power prices in the Coal segment and improved spark spreads and generation volumes in the Gas segment. These gains were partially offset by lower revenues from the Moss Landing toll and the Independence capacity contract expiration in the Gas segment and higher delivered fuel costs for the Coal segment. The operating loss for the full year 2014 was $19 million compared to an operating loss of $318 million for the full year 2013. The net loss attributable to Dynegy Inc. for the full year 2014 was $273 million, compared to a net loss of $356 million for the full year 2013.

 

Dynegy reported fourth quarter 2014 consolidated Adjusted EBITDA of $67 million, compared to $63 million for the fourth quarter 2013. The $4 million increase in Adjusted EBITDA was primarily due to the addition of IPH and was partially offset by lower revenues associated with the Moss Landing toll and expiration of the Independence capacity contract. Operating income was $12 million for the fourth quarter 2014 compared to an operating loss of $107 million for the same period in 2013. The net loss attributable to Dynegy Inc. for the fourth quarter 2014 was $104 million, compared to a net loss of $91 million for the fourth quarter 2013.

 

1



 

“We achieved our 2014 Adjusted EBITDA guidance and exceeded the top end of our Free Cash Flow guidance range which had been increased this past August. Higher realized power prices and spark spreads during the year more than offset contract expirations at our Moss Landing and Independence plants,” said Dynegy President and Chief Executive Officer, Robert C. Flexon. “We are progressing through the regulatory review process of our pending acquisitions and will move quickly to close the Duke Midwest, EquiPower, and Brayton Point transactions following FERC approval. Post-closing, the Company will have a diverse footprint in what we believe are the best power markets in the US. With meaningful asset retirements on the horizon, capacity and energy prices are set to increase over the next few years and will drive significant free cash flow for the benefit of the Company and our stockholders.”

 

Full Year Comparative Results

 

 

 

Year Ended December 31, 2014

 

 

 

(in millions)

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating income (loss)

 

$

52

 

$

(2

)

$

79

 

$

(148

)

$

(19

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Depreciation expense

 

51

 

37

 

155

 

4

 

247

 

Bankruptcy reorganization items, net

 

 

 

 

3

 

3

 

Amortization expense

 

(6

)

(7

)

63

 

 

50

 

Earnings from unconsolidated investments

 

 

 

10

 

 

10

 

Other items, net

 

 

 

 

(39

)

(39

)

EBITDA (1)

 

97

 

28

 

307

 

(180

)

252

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

(3

)

(3

)

Acquisition and integration costs

 

 

16

 

 

19

 

35

 

Mark-to-market (income) loss, net

 

(44

)

38

 

22

 

12

 

28

 

Change in fair value of common stock warrants

 

 

 

 

40

 

40

 

Income attributable to noncontrolling interest

 

 

(6

)

 

 

(6

)

Gain on sale of assets, net

 

 

 

(18

)

 

(18

)

Other

 

9

 

7

 

 

3

 

19

 

Adjusted EBITDA (1)

 

$

62

 

$

83

 

$

311

 

$

(109

)

$

347

 

 

2



 

 

 

Year Ended December 31, 2013

 

 

 

(in millions)

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating income (loss)

 

$

(207

)

$

(17

)

$

7

 

$

(101

)

$

(318

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Depreciation expense

 

50

 

3

 

160

 

3

 

216

 

Bankruptcy reorganization items, net

 

 

 

 

(1

)

(1

)

Amortization expense

 

126

 

(2

)

127

 

 

251

 

Earnings from unconsolidated investments

 

 

 

2

 

 

2

 

Other items, net

 

 

 

2

 

6

 

8

 

EBITDA (1)

 

(31

)

(16

)

298

 

(93

)

158

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

1

 

1

 

Acquisition and integration costs

 

 

20

 

 

 

20

 

Mark-to-market loss, net

 

25

 

8

 

4

 

 

37

 

Change in fair value of common stock warrants

 

 

 

 

1

 

1

 

Other

 

2

 

 

 

8

 

10

 

Adjusted EBITDA (1)

 

$

(4

)

$

12

 

$

302

 

$

(83

)

$

227

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP financial measures and are used by management to evaluate Dynegy’s business on an ongoing basis. Please refer to Item 2.02 of Dynegy’s Form 8-K which is available on the Company’s website: www.dynegy.com and filed on February 24, 2015, for definitions, purposes and uses of such non-GAAP financial measures. A reconciliation of EBITDA to Operating income (loss) is presented above. General and administrative expenses are not allocated to each segment and are included in the Other segment. Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating income (loss) as the most directly comparable GAAP measure.

 

Fourth Quarter Comparative Results

 

 

 

Quarter Ended December 31, 2014

 

 

 

(in millions)

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating income (loss)

 

$

50

 

$

12

 

$

7

 

$

(57

)

$

12

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Depreciation expense

 

12

 

9

 

40

 

1

 

62

 

Bankruptcy reorganization items, net

 

 

 

 

1

 

1

 

Amortization expense

 

(2

)

4

 

6

 

 

8

 

Other items, net

 

 

(1

)

 

4

 

3

 

EBITDA (1)

 

60

 

24

 

53

 

(51

)

86

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

(1

)

(1

)

Acquisition and integration costs

 

 

8

 

 

10

 

18

 

Mark-to-market (income) loss, net

 

(51

)

4

 

(1

)

12

 

(36

)

Change in fair value of common stock warrants

 

 

 

 

(3

)

(3

)

Net income attributable to noncontrolling interest

 

 

(1

)

 

 

(1

)

Gain on sale of assets, net

 

 

 

(1

)

 

(1

)

Other

 

2

 

3

 

 

 

5

 

Adjusted EBITDA (1)

 

$

11

 

$

38

 

$

51

 

$

(33

)

$

67

 

 

3



 

 

 

Quarter Ended December 31, 2013

 

 

 

(in millions)

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating loss

 

$

(44

)

$

(17

)

$

(23

)

$

(23

)

$

(107

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Depreciation expense

 

14

 

3

 

42

 

1

 

60

 

Bankruptcy reorganization items, net

 

 

 

 

1

 

1

 

Amortization expense

 

31

 

(2

)

32

 

 

61

 

Earnings from unconsolidated investments

 

 

 

2

 

 

2

 

Other items, net

 

 

 

2

 

(1

)

1

 

EBITDA (1)

 

1

 

(16

)

55

 

(22

)

18

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

(1

)

(1

)

Acquisition and integration costs

 

 

20

 

 

(6

)

14

 

Mark-to-market loss, net

 

9

 

8

 

12

 

 

29

 

Other

 

 

 

 

3

 

3

 

Adjusted EBITDA (1)

 

$

10

 

$

12

 

$

67

 

$

(26

)

$

63

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP financial measures and are used by management to evaluate Dynegy’s business on an ongoing basis. Please refer to Item 2.02 of Dynegy’s Form 8-K which is available on the Company’s website: www.dynegy.com and filed on February 24, 2015, for definitions, purposes and uses of such non-GAAP financial measures. A reconciliation of EBITDA to Operating (income) loss is presented above. General and administrative expenses are not allocated to each segment and are included in the Other segment. Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating income (loss) as the most directly comparable GAAP measure.

 

Segment Review of Results Year-over-Year

 

Coal - The full year 2014 operating income was $52 million, compared to an operating loss of $207 million for the full year 2013. Adjusted EBITDA totaled $62 million during 2014 compared to a loss of $4 million in 2013. The $66 million year-over-year increase in Adjusted EBITDA is primarily due to higher realized energy prices and lower operating and maintenance expense that more than offset lower generation volumes and higher delivered fuel costs due to a contracted price increase.

 

IPH - The full year 2014 operating loss was $2 million, compared to an operating loss of $17 million for the one month of ownership in 2013. Adjusted EBITDA totaled $83 million during 2014 compared to $12 million in 2013. The year-over-year increase in Adjusted EBITDA is primarily due to a full year of ownership in 2014, compared to one month in 2013.

 

Gas - The full year 2014 operating income was $79 million, compared to $7 million for the full year 2013. Adjusted EBITDA totaled $311 million during 2014 compared to $302 million in 2013. The $9 million year-over-year increase in Adjusted EBITDA is primarily due to improved spark spreads and generation volumes at Independence and Ontelaunee. That and higher capacity revenue at Kendall were partially offset by a decrease in revenues associated with the Moss Landing tolling agreement and the Independence capacity contract expirations.

 

Segment Review of Results Quarter-over-Quarter

 

Coal - The fourth quarter 2014 operating income was $50 million, compared to an operating loss of $44 million for the same period in 2013. Adjusted EBITDA for the segment was relatively steady, totaling $11 million during the fourth quarter 2014 compared to $10 million during the same period in 2013, due to higher realized prices being largely offset by a decline in generation volumes primarily due to a planned outage at Baldwin.

 

4



 

IPH - The fourth quarter 2014 operating income was $12 million, compared to an operating loss of $17 million for the one month of ownership in 2013. Adjusted EBITDA totaled $38 million during the fourth quarter 2014 compared to $12 million during the same period in 2013. The quarter-over-quarter increase in Adjusted EBITDA reflects full ownership during the quarter in 2014 versus one month ownership in 2013.

 

Gas - The fourth quarter 2014 operating income was $7 million, compared to an operating loss of $23 million for the same period in 2013. Adjusted EBITDA totaled $51 million during the fourth quarter 2014 compared to $67 million during the same period in 2013. The quarter-over-quarter decrease in Adjusted EBITDA is primarily due to a decrease in revenues associated with the Moss Landing toll agreement and Independence capacity contract expirations.

 

Liquidity

 

As of December 31, 2014, Dynegy’s total available liquidity was $2.2 billion as reflected in the table below.

 

 

 

December 31, 2014

 

(amounts in millions)

 

Dynegy Inc.

 

IPH (1) (2)

 

Total

 

Revolving Facilities and LC capacity (3)

 

$

530

 

$

 

$

530

 

Less: Outstanding letters of credit

 

(178

)

 

(178

)

Revolving Facilities and LC availability

 

352

 

 

352

 

Cash and cash equivalents

 

1,696

 

174

 

1,870

 

Total available liquidity

 

$

2,048

 

$

174

 

$

2,222

 

 


(1)         Includes Cash and cash equivalents of $126 million related to Genco.

(2)         Due to the ring-fenced nature of IPH, cash at the IPH and Genco entities may not be moved out of these entities without meeting certain criteria. However, cash at these entities is available to support current operations of these entities.

(3)         Includes $475 million of available capacity related to the Revolving Facility and $55 million related to a letter of credit with Macquarie Bank.

 

Consolidated Cash Flow

 

Cash provided by operations for the full year of 2014 was $163 million. During the full year 2014, our power generation business provided cash of $451 million. Corporate and other activities used cash of $230 million primarily due to interest payments related to our debt and payments for acquisition-related costs. In addition, changes in working capital and other, including general and administrative expenses, used cash of approximately $58 million.

 

Cash used in investing activities totaled $5.3 billion for the full year of 2014, which consisted primarily of a $5.1 billion cash outflow related to restricted cash balances due to escrow requirements associated with the senior notes private placement in October 2014 for the transactions financing. During the full year of 2014, capital expenditures totaled $132 million, including $90 million in maintenance capital expenditures, $33 million in environmental capital expenditures and $9 million in capitalized interest.

 

Cash provided by financing activities during the quarter was $6.1 billion primarily due to $6.2 billion in proceeds from transactions financing in October 2014.

 

5



 

PRIDE Reloaded

 

The Company launched the PRIDE (Producing Results through Innovation by Dynegy Employees) Reloaded program a year ago with a three-year target of $135 million in operating improvements and $165 million in balance sheet efficiencies. In 2014, the Company exceeded its $60 million EBITDA improvement target and its $65 million balance sheet efficiency target and due to the Company’s performance to date, is set to accelerate its pace to achieve its three-year targets by the end of 2015—a full year ahead of schedule. After the transactions close, the newly acquired EquiPower and Duke Midwest assets will be added to the PRIDE Reloaded program and consolidated targets for 2016 will be set. The overall goal of the PRIDE Reloaded program continues to be improving operating performance, cost structure and balance sheet efficiency to drive incremental cash flow benefits.

 

2015 Guidance

 

Dynegy has updated its 2015 guidance target using February 10 price curves. Given the later than expected acquisition closing dates, Dynegy has revised its 2015 guidance targets to a range of $825 million to $1,025 million in consolidated full year Adjusted EBITDA and $100 million to $300 million in Free Cash Flow, prior to acquisition-related costs and discretionary capital expenditures. Whereas prior guidance estimates assumed a January 1 close, new guidance estimates assume an April 1 close for the pending Duke Midwest, EquiPower and Brayton Point transactions.

 

Other Recent Developments

 

Capacity Contract Sales —Total capacity sales through bilateral wholesale and retail channels are nearly 7,500 MW through planning year 2019/2020 at a weighted average price of over $3.00/kW-month. This represents sales of over 20% of the available capacity. The Company sold 1,400 MW of bilateral capacity in MISO during 2014.

 

New England Capacity Auction —The  2018/2019 New England (ISO-NE) capacity auction cleared at $9.55 per kW-month for most resources, a $2.52 per kW-month increase from the prior year’s capacity auction clearing price — a $70 million increase in gross margin for the consolidated company post acquisition closing. The New England capacity price for 2018/2019 is significantly higher than the estimated capacity price used in our acquisition analysis.

 

Baldwin Transmission Projects — In Q4 of 2014 we signed a construction agreement with Ameren Transmission to implement several transmission projects designed to alleviate network congestion around our Baldwin facility. The first project will be completed in June 2015 with the upgrade of the Baldwin facility’s transformer. Additional transmission line work will be performed through 2017.

 

California Strategic Review — The sales process for the California portfolio has been terminated as the bids received were below our view of the portfolio’s value.

 

Newton Scrubber Project — Dynegy has converted the engineering, procurement, and construction contract for the Newtown Scrubber Project from a target price agreement to a fixed-price contract. As a result, the forecasted cost to complete has been lowered by $30 million to $224 million. The majority of the capital outlay will occur in 2018-2019.

 

Investor Conference Call/Webcast

 

Dynegy’s earnings presentation and management comments on the earnings presentation will be available on the “Investor Relations” section of www.dynegy.com later today. Dynegy will answer questions about its fourth quarter and full year 2014 financial results during an investor conference call and webcast tomorrow, February 25, 2015 at 9 a.m. ET/8 a.m. CT. Participants may access the webcast from the Company’s website.

 

6



 

About Dynegy

 

We are committed to leadership in the electricity sector. With approximately 13,000 megawatts of power generation capacity and two retail electricity companies, we serve our customers and markets by providing safe, reliable and economic energy. Homefield Energy and Dynegy Energy Services are retail electricity providers serving businesses and residents in Illinois.

 

Forward-Looking Statement

 

This press release contains statements reflecting assumptions, expectations, projections, intentions or beliefs about future events that are intended as “forward-looking statements,” particularly those statements concerning timing of FERC approval and closing of the Duke Midwest, EquiPower and Brayton Point transactions; Dynegy’s post-closing position in the U.S. power markets; expectations regarding future capacity and energy prices and subsequent benefits to Dynegy and its stockholders; execution of its PRIDE reloaded target in balance sheet and operating improvements by year-end 2015, including improving operating performance, cost structure and the balance sheet efficiency to drive cash flow benefits; anticipated earnings and cash flows and Dynegy’s 2015 Adjusted EBITDA and Free Cash Flow guidance. Historically, Dynegy’s performance has deviated, in some cases materially, from its cash flow and earnings guidance. Discussion of risks and uncertainties that could cause actual results to differ materially from current projections, forecasts, estimates and expectations of Dynegy is contained in Dynegy’s filings with the Securities and Exchange Commission (the “SEC”). Specifically, Dynegy makes reference to, and incorporates herein by reference, the section entitled “Risk Factors” in its 2014 Form 10-K (when filed). In addition to the risks and uncertainties set forth in Dynegy’s SEC filings, the forward-looking statements described in this press release could be affected by, among other things, (i) beliefs and assumptions about weather and general economic conditions;(ii) beliefs, assumptions and projections regarding the demand for power, generation volumes and commodity pricing, including natural gas prices and the timing of a recovery in natural gas prices, if any; (iii) beliefs and assumptions about market competition, generation capacity and regional supply and demand characteristics of the wholesale and retail market, including the anticipation of plant retirements and higher market pricing over the longer term; (iv) sufficiency of, access to and costs associated with coal, fuel oil and natural gas inventories and transportation thereof; (v) the effects of, or changes to, MISO, PJM, CAISO, NYISO or ISO-NE power and capacity procurement processes; (vi) expectations regarding environmental matters, including costs of compliance, availability and adequacy of emission credits and the impact of ongoing proceedings and potential regulations or changes to current regulations, including those relating to climate change, air emissions, cooling water intake structures, coal combustion byproducts and other laws and regulations to which we are, or could become, subject; (vii) beliefs about the outcome of legal, administrative, legislative and regulatory matters; (viii) projected operating or financial results, including anticipated cash flows from operations, revenues and profitability; (ix) our focus on safety and our ability to efficiently operate our assets so as to capture revenue generating opportunities and operating margins; (x) our ability to mitigate forced outage risk as it pertains to new rules and regulations on capacity related to capacity performance in PJM and performance incentives in ISO-NE; (xi) our ability to optimize our assets through targeted investment in cost effective technology enhancements; (xii) the effectiveness of our strategies to capture opportunities presented by changes in commodity prices and to manage our exposure to energy price volatility; (xiii) efforts to secure retail sales and the ability to grow the retail business; (xiv) efforts to identify opportunities to reduce congestion and improve busbar power prices; (xv) ability to mitigate impacts associated with expiring RMR and/or capacity contracts; (xvi) expectations regarding our compliance with the Credit Agreement, including collateral demands, interest expense, any applicable financial ratios and other payments; (xvii) expectations regarding performance standards and capital and maintenance expenditures; (xviii) the timing and anticipated benefits to be achieved through our company-wide improvement programs, including our PRIDE initiative; (xix) expectations regarding the synergies, financing, completion, timing, terms and anticipated benefits of the Duke Midwest, EquiPower and Brayton Point transactions; (xx) beliefs about the costs and scope of the ongoing demolition and site remediation efforts at the South Bay and Vermilion facilities; (xxi) the strategic evaluation of our California assets; and (xxii) beliefs regarding redevelopment efforts for the Morro Bay facility.

 

Dynegy Inc. Contact:  Media: Micah Hirschfield, 713.767.5800; Analysts: Andy Smith, 713.507.6466

 

7



 

 DYNEGY INC.

REPORTED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED) (IN MILLIONS, EXCEPT PER SHARE DATA)

 

 

 

Twelve Months Ended
December 31,

 

 

 

2014

 

2013

 

Revenues

 

$

2,497

 

$

1,466

 

Cost of sales, excluding depreciation expense

 

(1,661

)

(1,145

)

Gross margin

 

836

 

321

 

Operating and maintenance expense

 

(477

)

(308

)

Depreciation expense

 

(247

)

(216

)

Gain on sale of assets, net

 

18

 

2

 

General and administrative expense

 

(114

)

(97

)

Acquisition and integration costs

 

(35

)

(20

)

Operating loss

 

(19

)

(318

)

Bankruptcy reorganization items, net

 

3

 

(1

)

Earnings from unconsolidated investments

 

10

 

2

 

Interest expense

 

(223

)

(97

)

Loss on extinguishment of debt

 

 

(11

)

Other income and expense, net

 

(39

)

8

 

Loss from continuing operations before income taxes

 

(268

)

(417

)

Income tax benefit

 

1

 

58

 

Loss from continuing operations

 

(267

)

(359

)

Income from discontinued operations, net of tax

 

 

3

 

Net loss

 

(267

)

(356

)

Less: Net income attributable to noncontrolling interest

 

6

 

 

Net loss attributable to Dynegy Inc.

 

(273

)

(356

)

Less: Dividends on preferred stock

 

5

 

 

Net loss attributable to Dynegy Inc. common stockholders

 

$

(278

)

$

(356

)

 

 

 

 

 

 

Loss Per Share:

 

 

 

 

 

Basic and diluted loss per share attributable to Dynegy Inc. common stockholders:

 

 

 

 

 

Loss from continuing operations (1)

 

$

(2.65

)

$

(3.59

)

Income from discontinued operations

 

 

0.03

 

Basic and diluted loss per share attributable to Dynegy Inc. common stockholders

 

$

(2.65

)

$

(3.56

)

 

 

 

 

 

 

Basic and diluted shares outstanding

 

105

 

100

 

 


(1)         The reconciliation of basic loss per share from continuing operations to diluted loss per share from continuing operations of our common stock outstanding during the period is presented below:

 

8



 

 

 

Twelve Months Ended
December 31,

 

 

 

2014

 

2013

 

Loss from continuing operations

 

$

(267

)

$

(359

)

Less: Net income attributable to noncontrolling interest

 

6

 

 

Loss from continuing operations attributable to Dynegy Inc.

 

(273

)

(359

)

Less: Dividends on preferred stock

 

5

 

 

Loss from continuing operations attributable to Dynegy Inc. common stockholders

 

$

(278

)

$

(359

)

 

 

 

 

 

 

Basic and diluted weighted-average shares (2)

 

105

 

100

 

Basic and diluted loss per share from continuing operations attributable to Dynegy Inc. common stockholders

 

$

(2.65

)

$

(3.59

)

 


(2)         Entities with a net loss from continuing operations are prohibited from including potential common shares in the computation of diluted per share amounts. Accordingly, we have utilized the basic shares outstanding amount to calculate both basic and diluted loss per share for all periods presented.

 

DYNEGY INC.

REPORTED SEGMENTED RESULTS OF OPERATIONS

TWELVE MONTHS ENDED DECEMBER 31, 2014

(UNAUDITED) (IN MILLIONS)

 

The following table provides summary financial data regarding our Adjusted EBITDA by segment for the twelve months ended December 31, 2014:

 

 

 

Twelve Months Ended December 31, 2014

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Net loss attributable to Dynegy Inc.

 

 

 

 

 

 

 

 

 

$

(273

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to noncontrolling interest

 

 

 

 

 

 

 

 

 

6

 

Income tax benefit

 

 

 

 

 

 

 

 

 

(1

)

Interest expense

 

 

 

 

 

 

 

 

 

223

 

Depreciation expense

 

 

 

 

 

 

 

 

 

247

 

Amortization expense

 

 

 

 

 

 

 

 

 

50

 

EBITDA (1)

 

$

97

 

$

28

 

$

307

 

$

(180

)

$

252

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

(3

)

(3

)

Acquisition and integration costs

 

 

16

 

 

19

 

35

 

Mark-to-market (income) loss, net

 

(44

)

38

 

22

 

12

 

28

 

Change in fair value of common stock warrants

 

 

 

 

40

 

40

 

Net income attributable to noncontrolling interest

 

 

(6

)

 

 

(6

)

Gain on sale of assets, net

 

 

 

(18

)

 

(18

)

Other

 

9

 

7

 

 

3

 

19

 

Adjusted EBITDA (1)

 

$

62

 

$

83

 

$

311

 

$

(109

)

$

347

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please refer to Item 2.02 of our Form 8-K filed on February 24, 2015, for definitions, utility and uses of such non-GAAP financial measures. A reconciliation of EBITDA to Operating income (loss) is presented below. Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating income (loss) as the most directly comparable GAAP measure.

 

9



 

 

 

Twelve Months Ended December 31, 2014

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating income (loss)

 

$

52

 

$

(2

)

$

79

 

$

(148

)

$

(19

)

Depreciation expense

 

51

 

37

 

155

 

4

 

247

 

Bankruptcy reorganization items, net

 

 

 

 

3

 

3

 

Amortization expense

 

(6

)

(7

)

63

 

 

50

 

Earnings from unconsolidated investments

 

 

 

10

 

 

10

 

Other items, net

 

 

 

 

(39

)

(39

)

EBITDA

 

$

97

 

$

28

 

$

307

 

$

(180

)

$

252

 

 

DYNEGY INC.

REPORTED SEGMENTED RESULTS OF OPERATIONS

TWELVE MONTHS ENDED DECEMBER 31, 2013

(UNAUDITED) (IN MILLIONS)

 

The following table provides summary financial data regarding our Adjusted EBITDA by segment for the 12 months ended December 31, 2013:

 

 

 

Twelve Months Ended December 31, 2013

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Net loss attributable to Dynegy Inc.

 

 

 

 

 

 

 

 

 

$

(356

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Income from discontinued operations, net of tax

 

 

 

 

 

 

 

 

 

(3

)

Income tax benefit

 

 

 

 

 

 

 

 

 

(58

)

Interest expense

 

 

 

 

 

 

 

 

 

97

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

11

 

Depreciation expense

 

 

 

 

 

 

 

 

 

216

 

Amortization expense

 

 

 

 

 

 

 

 

 

251

 

EBITDA (1)

 

$

(31

)

$

(16

)

$

298

 

$

(93

)

$

158

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

1

 

1

 

Acquisition and integration costs

 

 

20

 

 

 

20

 

Mark-to-market loss, net

 

25

 

8

 

4

 

 

37

 

Change in fair value of common stock warrants

 

 

 

 

1

 

1

 

Other

 

2

 

 

 

8

 

10

 

Adjusted EBITDA (1)

 

$

(4

)

$

12

 

$

302

 

$

(83

)

$

227

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please refer to Item 2.02 of our Form 8-K filed on February 24, 2015, for definitions, utility and uses of such non-GAAP financial measures. A reconciliation of EBITDA to Operating income (loss) is presented below. Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating income (loss) as the most directly comparable GAAP measure.

 

10



 

 

 

Twelve Months Ended December 31, 2013

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating income (loss)

 

$

(207

)

$

(17

)

$

7

 

$

(101

)

$

(318

)

Depreciation expense

 

50

 

3

 

160

 

3

 

216

 

Bankruptcy reorganization items, net

 

 

 

 

(1

)

(1

)

Amortization expense

 

126

 

(2

)

127

 

 

251

 

Earnings from unconsolidated investments

 

 

 

2

 

 

2

 

Other items, net

 

 

 

2

 

6

 

8

 

EBITDA

 

$

(31

)

$

(16

)

$

298

 

$

(93

)

$

158

 

 

DYNEGY INC.

REPORTED SEGMENTED RESULTS OF OPERATIONS

THREE MONTHS ENDED DECEMBER 31, 2014

(UNAUDITED) (IN MILLIONS)

 

The following table provides summary financial data regarding our Adjusted EBITDA by segment for the three months ended December 31, 2014:

 

 

 

Three Months Ended December 31, 2014

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Net loss attributable to Dynegy Inc.

 

 

 

 

 

 

 

 

 

$

(104

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to noncontrolling interest

 

 

 

 

 

 

 

 

 

1

 

Interest expense

 

 

 

 

 

 

 

 

 

119

 

Depreciation expense

 

 

 

 

 

 

 

 

 

62

 

Amortization expense

 

 

 

 

 

 

 

 

 

8

 

EBITDA (1)

 

$

60

 

$

24

 

$

53

 

$

(51

)

$

86

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

(1

)

(1

)

Acquisition and integration costs

 

 

8

 

 

10

 

18

 

Mark-to-market (income) loss, net

 

(51

)

4

 

(1

)

12

 

(36

)

Change in fair value of common stock warrants

 

 

 

 

(3

)

(3

)

Net income attributable to noncontrolling interest

 

 

(1

)

 

 

(1

)

Gain on sale of assets, net

 

 

 

(1

)

 

(1

)

Other

 

2

 

3

 

 

 

5

 

Adjusted EBITDA (1)

 

$

11

 

$

38

 

$

51

 

$

(33

)

$

67

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP financial measures.  Please refer to Item 2.02 of our Form 8-K filed on February 24, 2015, for definitions, utility and uses of such non-GAAP financial measures.  A reconciliation of EBITDA to Operating income (loss) is presented below.  Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating income (loss) as the most directly comparable GAAP measure.

 

11



 

 

 

Three Months Ended December 31, 2014

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating income (loss)

 

$

50

 

$

12

 

$

7

 

$

(57

)

$

12

 

Depreciation expense

 

12

 

9

 

40

 

1

 

62

 

Bankruptcy reorganization items, net

 

 

 

 

1

 

1

 

Amortization expense

 

(2

)

4

 

6

 

 

8

 

Other items, net

 

 

(1

)

 

4

 

3

 

EBITDA

 

$

60

 

$

24

 

$

53

 

$

(51

)

$

86

 

 

DYNEGY INC.

REPORTED SEGMENTED RESULTS OF OPERATIONS

THREE MONTHS ENDED DECEMBER 31, 2013

(UNAUDITED) (IN MILLIONS)

 

The following table provides summary financial data regarding our Adjusted EBITDA by segment for the three months ended December 31, 2013:

 

 

 

Three Months Ended December 31, 2013

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Net loss attributable to Dynegy Inc.

 

 

 

 

 

 

 

 

 

$

(91

)

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

 

 

 

 

 

 

 

(38

)

Interest expense

 

 

 

 

 

 

 

 

 

26

 

Depreciation expense

 

 

 

 

 

 

 

 

 

60

 

Amortization expense

 

 

 

 

 

 

 

 

 

61

 

EBITDA (1)

 

$

1

 

$

(16

)

$

55

 

$

(22

)

$

18

 

Plus / (Less):

 

 

 

 

 

 

 

 

 

 

 

Bankruptcy reorganization items, net

 

 

 

 

(1

)

(1

)

Acquisition and integration costs

 

 

20

 

 

(6

)

14

 

Mark-to-market loss, net

 

9

 

8

 

12

 

 

29

 

Other

 

 

 

 

3

 

3

 

Adjusted EBITDA (1)

 

$

10

 

$

12

 

$

67

 

$

(26

)

$

63

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please refer to Item 2.02 of our Form 8-K filed on February 24, 2015, for definitions, utility and uses of such non-GAAP financial measures. A reconciliation of EBITDA to Operating loss is presented below. Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating income (loss) as the most directly comparable GAAP measure.

 

 

 

Three Months Ended December 31, 2013

 

 

 

Coal

 

IPH

 

Gas

 

Other

 

Total

 

Operating loss

 

$

(44

)

$

(17

)

$

(23

)

$

(23

)

$

(107

)

Depreciation expense

 

14

 

3

 

42

 

1

 

60

 

Bankruptcy reorganization items, net

 

 

 

 

1

 

1

 

Amortization expense

 

31

 

(2

)

32

 

 

61

 

Earnings from unconsolidated investments

 

 

 

2

 

 

2

 

Other items, net

 

 

 

2

 

(1

)

1

 

EBITDA

 

$

1

 

$

(16

)

$

55

 

$

(22

)

$

18

 

 

12



 

DYNEGY INC.

OPERATING DATA

 

The following table provides summary financial data regarding our Coal, IPH and Gas segment results of operations for the three and twelve months ended December 31, 2014 and 2013, respectively. As a result of the AER Acquisition, 2013 results only include activity for the period December 2, 2013 through December 31, 2013.

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2014

 

2013

 

2014

 

2013

 

Coal

 

 

 

 

 

 

 

 

 

Million Megawatt Hours Generated

 

4.6

 

5.5

 

19.0

 

20.4

 

In Market Availability for Coal-Fired Facilities (1)

 

88

%

86

%

88

%

89

%

Average Capacity Factor for Coal-Fired Facilities (2)

 

69

%

83

%

73

%

78

%

Average Quoted Market Power Prices ($/MWh) (3):

 

 

 

 

 

 

 

 

 

On-Peak: Indiana (Indy Hub)

 

$

38.54

 

$

37.71

 

$

48.28

 

$

38.01

 

Off-Peak: Indiana (Indy Hub)

 

$

29.06

 

$

28.44

 

$

32.52

 

$

27.49

 

 

 

 

 

 

 

 

 

 

 

IPH

 

 

 

 

 

 

 

 

 

Million Megawatt Hours Generated (4)

 

6.2

 

2.4

 

25.1

 

$

2.4

 

In Market Availability for IPH Facilities (5)

 

87

%

90

%

89

%

90

%

Average Capacity Factor for IPH Facilities (6)

 

67

%

75

%

68

%

75

%

Average Quoted Market Power Prices ($/MWh) (7):

 

 

 

 

 

 

 

 

 

On-Peak: Indiana (Indy Hub)

 

$

38.54

 

$

40.32

 

$

48.28

 

$

40.32

 

Off-Peak: Indiana (Indy Hub)

 

$

29.06

 

$

30.82

 

$

32.52

 

$

30.82

 

 

 

 

 

 

 

 

 

 

 

Gas

 

 

 

 

 

 

 

 

 

Million Megawatt Hours Generated (8)

 

4.1

 

3.7

 

17.1

 

16.2

 

In Market Availability for Combined Cycle Facilities (9)

 

97

%

97

%

99

%

97

%

Average Capacity Factor for Combined Cycle Facilities (2)

 

43

%

38

%

45

%

43

%

Average Market On-Peak Spark Spreads ($/MWh) (10):

 

 

 

 

 

 

 

 

 

Commonwealth Edison (NI Hub)

 

$

10.25

 

$

7.29

 

$

11.60

 

$

11.38

 

PJM West

 

$

23.26

 

$

15.47

 

$

26.82

 

$

17.65

 

North of Path 15 (NP 15)

 

$

17.04

 

$

16.93

 

$

17.18

 

$

16.21

 

New York—Zone A

 

$

21.01

 

$

24.24

 

$

34.64

 

$

20.12

 

Mass Hub

 

$

13.35

 

$

12.69

 

$

20.08

 

$

16.35

 

Average Market Off-Peak Spark Spreads ($/MWh) (10):

 

 

 

 

 

 

 

 

 

Commonwealth Edison (NI Hub)

 

$

(1.03

)

$

(1.17

)

$

(8.26

)

$

(0.13

)

PJM West

 

$

11.80

 

$

5.99

 

$

4.97

 

$

4.99

 

North of Path (NP 15)

 

$

7.99

 

$

9.92

 

$

7.30

 

$

8.46

 

New York—Zone A

 

$

8.77

 

$

6.87

 

$

14.09

 

$

7.49

 

Mass Hub

 

$

(0.48

)

$

(5.46

)

$

(2.31

)

$

(0.16

)

Average natural gas price—Henry Hub ($/MMBtu) (11)

 

$

3.75

 

$

3.84

 

$

4.34

 

$

3.72

 

 


(1)         In Market Availability is an internal measurement calculation that reflects the percentage of generation available during periods when market prices are such that these units could be profitably dispatched.  This calculation excludes certain events outside of management control such as weather related issues.

 

(2)         Reflects actual production as a percentage of available capacity.

 

13



 

(3)         Reflects the average of day-ahead quoted prices for the periods presented and does not necessarily reflect prices we realized.

 

(4)         Reflects production volumes in million MWh generated during the period IPH was included in our consolidated results.

 

(5)         Reflects the percentage of generation available during the period IPH was included in our consolidated results.

 

(6)         Reflects actual production as a percentage of available capacity during the period IPH was included in our consolidated results.

 

(7)         Reflects the average of day-ahead quoted prices for the period IPH was included in our consolidated results and does not necessarily reflect prices we realized.

 

(8)         The year ended December 31, 2013 includes our ownership percentage in the MWh generated by our investment in the Black Mountain power generation facility.  The year ended December 31, 2014 includes our ownership percentage in the MWh generated through June 27, 2014 when we completed the sale of our 50 percent partnership interest in Black Mountain.

 

(9)         Reflects the percentage of generation available when market prices are such that these units could be profitably dispatched.

 

(10)  Reflects the simple average of the on- and off-peak spark spreads available to a 7.0 MMBtu/MWh heat rate generator selling power at day-ahead prices and buying delivered natural gas at a daily cash market price and does not reflect spark spreads available to us.

 

(11)  Reflects the average of daily quoted prices for the periods presented and does not reflect costs incurred by us.

 

DYNEGY INC.

2014 FREE CASH FLOW GUIDANCE

(UNAUDITED) (IN MILLIONS)

 

The following table provides summary financial data regarding our 2014 Free Cash Flow guidance:

 

 

 

Dynegy Consolidated

 

 

 

Low

 

High

 

Adjusted EBITDA (1)

 

$

330

 

$

360

 

Cash interest payments

 

(145

)

(145

)

Other changes

 

15

 

15

 

Cash Flow from Operations

 

200

 

230

 

Maintenance capital expenditures

 

(120

)

(120

)

Environmental capital expenditures

 

(35

)

(35

)

Free Cash Flow

 

$

45

 

$

75

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP measures.

 

14



 

DYNEGY INC.

UPDATED 2015 ADJUSTED EBITDA AND FREE CASH FLOW GUIDANCE

(UNAUDITED) (IN MILLIONS)

 

Dynegy has not completed its purchase price allocation or determined the estimated useful lives of the assets to be acquired.  The 2015 updated guidance below was prepared using reasonable efforts and based on currently available information assuming the following: (a) the transactions will close on April 1, 2015, (b) February 10, 2015 price curves, (c) all of the purchase price is allocated to working capital; property, plant and equipment; and the elimination of historical goodwill; and (d) property, plant and equipment is depreciated over an average useful life of 25 years.

 

The following table provides summary financial data regarding our updated 2015 Adjusted EBITDA guidance:

 

 

 

Dynegy Consolidated

 

 

 

Low

 

High

 

Net loss attributable to Dynegy Inc.

 

$

(230

)

$

(50

)

Plus / (Less):

 

 

 

 

 

Interest expense

 

535

 

535

 

Operating Income

 

$

305

 

$

485

 

Depreciation expense

 

420

 

440

 

Amortization expense

 

(10

)

(20

)

EBITDA (1)

 

715

 

905

 

Plus / (Less):

 

 

 

 

 

Transaction fees and expenses

 

80

 

85

 

Integration costs

 

30

 

35

 

Adjusted EBITDA (1)

 

$

825

 

$

1,025

 

 

The following table provides summary financial data regarding our updated 2015 Free Cash Flow guidance:

 

 

 

Dynegy Consolidated

 

 

 

Low

 

High

 

Adjusted EBITDA (1)

 

$

825

 

$

1,025

 

Cash interest payments

 

(517

)

(517

)

Transaction fees and expenses (2)

 

(105

)

(110

)

Integration costs

 

(30

)

(35

)

Other non-cash and working capital items

 

(15

)

(15

)

Cash Flow from Operations

 

158

 

348

 

Maintenance capital expenditures

 

(240

)

(240

)

Environmental capital expenditures

 

(45

)

(45

)

Transaction fees and expenses (2)

 

105

 

110

 

Integration costs

 

30

 

35

 

Acquisition interest (3)

 

92

 

92

 

Free Cash Flow

 

$

100

 

$

300

 

 


(1)         EBITDA, Adjusted EBITDA and Free Cash Flow are non-GAAP measures.

 

(2)         Consists of nonrecurring transaction costs including a commitment fee on the Bridge Loan Facilities, legal and advisory fees related to the acquisitions, a fee for executing the $950M million Revolver and syndication fees associated with the issuance of the $5.1 billion Notes and Common Stock and Mandatory Convertible Preferred Stock Offerings.

 

(3)         Reflects $92 million of interest on $5.1 billion Notes for the period prior to the close of the acquisitions (January-March).

 

15



 

ILLINOIS POWER HOLDINGS (IPH)

UPDATED 2015 ADJUSTED EBITDA GUIDANCE

(UNAUDITED) (IN MILLIONS)

 

The following table provides summary financial data regarding our updated IPH 2015 Adjusted EBITDA guidance:

 

Operating Income

 

$

65

 

Depreciation expense

 

36

 

Amortization expense

 

(6

)

EBITDA (1)

 

95

 

Plus / (Less):

 

 

 

Acquisition and integration costs

 

5

 

Adjusted EBITDA (1)

 

$

100

 

 


(1)         EBITDA and Adjusted EBITDA are non-GAAP measures. Management does not allocate interest expense and income taxes on a segment level and therefore uses Operating Income (Loss) as the most directly comparable GAAP measure.

 

DYNEGY INC.

SUMMARY CASH FLOW INFORMATION (1)

TWELVE MONTHS ENDED DECEMBER 31, 2014

(UNAUDITED) (IN MILLIONS)

 

 

 

Twelve Months Ended December 31, 2014

 

 

 

Dynegy

 

IPH

 

Consolidated

 

Adjusted EBITDA (2)

 

$

264

 

$

83

 

$

347

 

Interest payments

 

(69

)

(60

)

(129

)

Collateral

 

8

 

(25

)

(17

)

Working capital / non-cash adjustments / other changes

 

(60

)

22

 

(38

)

Cash provided by operating activities

 

143

 

20

 

163

 

Maintenance capital expenditures

 

(80

)

(10

)

(90

)

Environmental capital expenditures

 

(7

)

(26

)

(33

)

Collateral

 

(8

)

25

 

17

 

Interest accrued on $5.1 billion Notes (held in escrow)

 

65

 

 

65

 

Interest rate swap settlement payments

 

(18

)

 

(18

)

Free Cash Flow

 

$

95

 

$

9

 

$

104

 

 

 

 

 

 

 

 

 

Capital expenditures

 

$

(87

)

$

(45

)

$

(132

)

Proceeds from asset sales, net

 

18

 

 

18

 

Increase in restricted cash

 

(5,148

)

 

(5,148

)

Net cash used in investing activities

 

$

(5,217

)

$

(45

)

$

(5,262

)

 

 

 

 

 

 

 

 

Proceeds from issuance of preferred stock, net

 

$

387

 

$

 

$

387

 

Proceeds from issuance of common stock, net

 

719

 

 

719

 

Proceeds from long-term borrowings, net of financing costs

 

5,055

 

 

5,055

 

Repayments of borrowings

 

(14

)

 

(14

)

Intercompany revolving promissory note

 

(17

)

17

 

 

Interest rate swap settlement payments

 

(18

)

 

(18

)

Other financing

 

(3

)

 

(3

)

Net cash provided by financing activities

 

$

6,109

 

$

17

 

$

6,126

 

 


(1)         This presentation is intended to demonstrate the relationship between the performance measure of Adjusted EBITDA and the liquidity measure of Free Cash Flow. We believe it is useful to our analysts and investors to understand this relationship because it demonstrates how the cash generated by our operations is used to satisfy various liquidity requirements. A reconciliation of Free Cash Flow from Net cash provided by (used in) operating activities is presented above. Please refer to Item 2.02 of our Form 8-K filed on February 24, 2015, for definitions, utility and uses of such non-GAAP financial measures.

 

(2)         Adjusted EBITDA is a non-GAAP financial measure. Please refer to Item 2.02 of our Form 8-K filed on February 24, 2015, for definitions, utility and uses of such non-GAAP financial measures. Please see Reported Segmented Results of Operations for the twelve months ended December 31, 2014 for a reconciliation of Adjusted EBITDA to Net loss.

 

16