Attached files
| file | filename |
|---|---|
| 8-K - UIL HOLDINGS CORPORATION 8-K 11-2-2015 - UIL HOLDINGS CORP | form8k.htm |
| EX-99.2 - EXHIBIT 99.2 - UIL HOLDINGS CORP | ex99_2.htm |
Exhibit 99.1
UIL Holdings Corporation
157 Church Street
P.O. Box 1564
New Haven, CT 06506-0901
|
NEWS RELEASE
|
|||
|
November 2, 2015
|
Analyst Contact:
|
Susan Allen
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203-499-2409
|
|
Media Contact:
|
Michael West Jr.
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203-499-3858
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UIL Reports Third Quarter 2015 Earnings
And Affirms 2015 Earnings Guidance
Today, UIL Holdings Corporation (NYSE: UIL) reported consolidated net income of $15.6 million, or $0.27 per diluted share, in the third quarter 2015, compared to $12.5 million, or $0.22 per diluted share, in the third quarter 2014. For the first nine months of 2015, consolidated net income was $89.1 million, or $1.55 per diluted share, compared to $77.3 million, or $1.35 per diluted share, for the same period in 2014.
Consolidated earnings for the third quarter and first nine months 2015 and 2014 include certain non-recurring items, which are explained below.
| · | Merger-related expenses associated with the pending merger of UIL and Iberdrola USA, Inc. recorded in the third quarter and first nine months of 2015 |
| · | Acquisition-related expenses associated with the now-terminated proposed acquisition of Philadelphia Gas Works recorded in the third quarter and first nine months of 2014 |
| · | Transmission return on equity (ROE) reserves related to ROE proceedings pending at the Federal Energy Regulatory Commission (FERC) recorded in the third quarter and first nine months of 2015 and 2014 |
Consolidated earnings, excluding the non-recurring items, for the third quarter and nine months ended September 30 were:
|
Quarter ended September 30,
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||||||||||||||||||||||||
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Net Income (Loss) - $M
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Earnings (Loss) per Share - Diluted
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|||||||||||||||||||||||
|
2015
|
2014
|
'15 vs '14
|
2015
|
2014
|
'15 vs '14
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|||||||||||||||||||
|
Consolidated Earnings
|
$
|
15.6
|
$
|
12.5
|
$
|
3.1
|
$
|
0.27
|
$
|
0.22
|
$
|
0.05
|
||||||||||||
|
Non-recurring items:
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||||||||||||||||||||||||
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Merger/Acquisition-related expenses
|
0.4
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0.9
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(0.5
|
)
|
0.01
|
0.01
|
-
|
|||||||||||||||||
|
Transmission ROE reserves
|
0.1
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3.2
|
(3.1
|
)
|
-
|
0.06
|
(0.06
|
)
|
||||||||||||||||
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Consolidated Earnings, excl. non-recurring items
|
$
|
16.1
|
$
|
16.6
|
$
|
(0.5
|
)
|
$
|
0.28
|
$
|
0.29
|
$
|
(0.01
|
)
|
||||||||||
|
Year-to-date September 30,
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||||||||||||||||||||||||
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Net Income (Loss) - $M
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Earnings (Loss) per Share - Diluted
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|||||||||||||||||||||||
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2015
|
2014
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'15 vs '14
|
2015
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2014
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'15 vs '14
|
|||||||||||||||||||
|
Consolidated Earnings
|
$
|
89.1
|
$
|
77.3
|
$
|
11.8
|
$
|
1.55
|
$
|
1.35
|
$
|
0.20
|
||||||||||||
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Non-recurring items:
|
||||||||||||||||||||||||
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Merger/Acquisition-related expenses
|
4.4
|
12.8
|
(8.4
|
)
|
0.08
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0.22
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(0.14
|
)
|
||||||||||||||||
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Transmission ROE reserves
|
2.3
|
3.2
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(0.9
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)
|
0.04
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0.06
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(0.02
|
)
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||||||||||||||||
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Consolidated Earnings, excl. non-recurring items
|
$
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95.8
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$
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93.3
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$
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2.5
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$
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1.67
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$
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1.63
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$
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0.04
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||||||||||||
- more -
“Earnings for the third quarter 2015, excluding non-recurring items, were relatively flat,” commented James P. Torgerson, UIL’s president and chief executive officer. “The increase in year-to-date earnings, excluding non-recurring items, is attributable to a combination of usage from new natural gas heating customers and colder winter weather. We have added almost 6,800 gas heating customers through September 2015 and remain on target to reach our 2015 goal of 12,000 conversions.”
Proposed Merger with Iberdrola USA, Inc.
In September, UIL, Iberdrola USA, Inc. (and their related parties) and the CT Office of Consumer Counsel filed a settlement agreement with the CT Public Utilities Regulatory Authority (PURA) in its change in control proceeding. And in October, UIL, Iberdrola USA, Inc. (and their related parties), the Attorney General of MA and the MA Department of Energy Resources filed a settlement agreement with the MA Department of Public Utilities in its change in control proceeding.
“Hearings in CT are complete and the final decision from CT PURA is currently scheduled for December 9th,” added Torgerson. “Our filing in MA requested MA DPU approval by December 18th. We continue to expect the transaction to close by year-end 2015, following shareowner approval and receipt of all regulatory approvals.”
Electric Distribution
The electric distribution business earned $18.1 million, or $0.31 per diluted share, in the third quarter 2015, compared to $17.9 million, or $0.31 per diluted share, in the third quarter 2014. For the first nine months of 2015, the electric distribution business earned $39.9 million, or $0.70 per diluted share, compared to $43.1 million, or $0.75 per diluted share, for the same period in 2014. The decrease in earnings for the first nine months was primarily due to higher employee-related expenses, depreciation and amortization expenses as well as adjustments associated with the completion of the Internal Revenue Service’s examination of income tax years 2009-2012.
Electric Transmission
The electric transmission business earned $8.4 million, or $0.15 per diluted share, in the third quarter 2015, compared to $5.5 million, or $0.10 per diluted share, in the third quarter 2014. For the first nine months of 2015, the electric transmission business earned $22.7 million, or $0.39 per diluted share, compared to $23.1 million, or $0.40 per diluted share, for the same period in 2014.
Electric transmission earnings, excluding the non-recurring transmission ROE reserves discussed above, for the third quarter and nine months ended September 30 were:
- more -
2
|
Quarter ended September 30,
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||||||||||||||||||||||||
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Net Income (Loss) - $M
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Earnings (Loss) per Share - Diluted
|
|||||||||||||||||||||||
|
2015
|
2014
|
'15 vs '14
|
2015
|
2014
|
'15 vs '14
|
|||||||||||||||||||
|
Electric Transmission
|
$
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8.4
|
$
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5.5
|
$
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2.9
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$
|
0.15
|
$
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0.10
|
$
|
0.05
|
||||||||||||
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Transmission ROE reserves
|
0.1
|
3.2
|
(3.1
|
)
|
-
|
0.06
|
(0.06
|
)
|
||||||||||||||||
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Electric Transmission, excl. non-recurring item
|
$
|
8.5
|
$
|
8.7
|
$
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(0.2
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)
|
$
|
0.15
|
$
|
0.16
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$
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(0.01
|
)
|
||||||||||
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Year-to-Date September 30,
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||||||||||||||||||||||||
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Net Income (Loss) - $M
|
Earnings (Loss) per Share - Diluted
|
|||||||||||||||||||||||
|
2015
|
2014
|
'15 vs '14
|
2015
|
2014
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'15 vs '14
|
|||||||||||||||||||
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Electric Transmission
|
$
|
22.7
|
$
|
23.1
|
$
|
(0.4
|
)
|
$
|
0.39
|
$
|
0.40
|
$
|
(0.01
|
)
|
||||||||||
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Transmission ROE reserves
|
2.3
|
3.2
|
(0.9
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)
|
0.04
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0.06
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(0.02
|
)
|
||||||||||||||||
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Electric Transmission, excl. non-recurring item
|
$
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25.0
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$
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26.3
|
$
|
(1.3
|
)
|
$
|
0.43
|
$
|
0.46
|
$
|
(0.03
|
)
|
||||||||||
The decrease in earnings for both the third quarter and first nine months of 2015 was primarily due to a lower ROE as a result of the transmission ROE proceedings pending at the FERC.
Gas Distribution
The gas distribution businesses incurred a loss, consistent with the seasonal nature of the gas business, of $7.4 million, or $0.13 per diluted share, in the third quarter 2015, compared to a loss of $6.5 million, or $0.11 per diluted share, in the third quarter 2014. The increased loss was primarily due to increased uncollectible expense and employee-related expenses, partially offset by usage from new gas heating customers.
For the first nine months of 2015, the gas distribution businesses earned $35.2 million, or $0.61 per diluted share, compared to $30.3 million, or $0.53 per diluted share, in the same period in 2014. The increase in earnings was primarily due to colder weather, usage from new gas heating customers and lower uncollectible expense (even though uncollectible expense was higher for the quarter), partially offset by higher employee-related expenses.
The gross margin impacts from weather, normalized usage per customer and customer growth are presented in the table below:
|
Estimated Impact of Weather, NUPC and Customer Growth
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||||||||
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(In Thousands)
|
||||||||
|
3Q '15 vs. 3Q '14
Gross Margin |
YTD '15 vs. YTD '14
Gross Margin |
|||||||
|
Weather(1)
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$
|
35
|
$
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6,185
|
||||
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Normalized usage per customer
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(760
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)
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(2,599
|
)
|
||||
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Decoupling adjustment
|
733
|
(1,471
|
)
|
|||||
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Subtotal
|
$
|
8
|
$
|
2,115
|
||||
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Customer Growth
|
2,614
|
6,254
|
||||||
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Total
|
$
|
2,622
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$
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8,369
|
||||
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(1)
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Excluding weather insurance
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- more -
3
Corporate
Corporate costs were $3.5 million, after-tax, or $0.06 per diluted share, in the third quarter 2015, compared to costs of $4.4 million, after-tax, or $0.08 per diluted share, in the third quarter 2014. For the first nine months of 2015, Corporate costs were $8.7 million, after-tax, or $0.15 per diluted share, compared to costs of $19.2 million, or $0.33 per diluted share, for the same period in 2014.
Corporate costs, excluding the non-recurring merger/acquisition-related expenses discussed above, for the third quarter and nine months ended September 30 were:
|
Quarter ended September 30,
|
||||||||||||||||||||||||
|
Net Income (Loss) - $M
|
Earnings (Loss) per Share - Diluted
|
|||||||||||||||||||||||
|
2015
|
2014
|
'15 vs '14
|
2015
|
2014
|
'15 vs '14
|
|||||||||||||||||||
|
Corporate
|
$
|
(3.5
|
)
|
$
|
(4.4
|
)
|
$
|
0.9
|
$
|
(0.06
|
)
|
$
|
(0.08
|
)
|
$
|
0.02
|
||||||||
|
Merger/Acquisition-related expenses
|
0.4
|
0.9
|
(0.5
|
)
|
0.01
|
0.01
|
-
|
|||||||||||||||||
|
Corporate, excl. non-recurring item
|
$
|
(3.1
|
)
|
$
|
(3.5
|
)
|
$
|
0.4
|
$
|
(0.05
|
)
|
$
|
(0.07
|
)
|
$
|
0.02
|
||||||||
|
Year-to-Date September 30,
|
||||||||||||||||||||||||
|
Net Income (Loss) - $M
|
Earnings (Loss) per Share - Diluted
|
|||||||||||||||||||||||
|
2015
|
2014
|
'15 vs '14
|
2015
|
2014
|
'15 vs '14
|
|||||||||||||||||||
|
Corporate
|
$
|
(8.7
|
)
|
$
|
(19.2
|
)
|
$
|
10.5
|
$
|
(0.15
|
)
|
$
|
(0.33
|
)
|
$
|
0.18
|
||||||||
|
Merger/Acquisition-related expenses
|
4.4
|
12.8
|
(8.4
|
)
|
0.08
|
0.22
|
(0.14
|
)
|
||||||||||||||||
|
Corporate, excl. non-recurring item
|
$
|
(4.3
|
)
|
$
|
(6.4
|
)
|
$
|
2.1
|
$
|
(0.07
|
)
|
$
|
(0.11
|
)
|
$
|
0.04
|
||||||||
The decrease in Corporate costs for the third quarter and first nine months of 2015 was primarily due to increased returns on shared capital assets.
Segment details for UIL’s results for the third quarter and first nine months of 2015, compared to the same periods in 2014, are presented in the table below:
|
Net Income (Loss) - $M
|
||||||||||||||||||||||||
|
Quarter ended September 30,
|
Year-to-date September 30,
|
|||||||||||||||||||||||
|
2015
|
2014
|
|
'15 vs '14 |
2015
|
2014
|
|
'15 vs '14 | |||||||||||||||||
|
Electric Distribution
|
$
|
18.1
|
$
|
17.9
|
$
|
0.2
|
$
|
39.9
|
$
|
43.1
|
$
|
(3.2
|
)
|
|||||||||||
|
Electric Transmission
|
8.5
|
8.7
|
(0.2
|
)
|
25.0
|
26.3
|
(1.3
|
)
|
||||||||||||||||
|
Gas Distribution
|
(7.4
|
)
|
(6.5
|
)
|
(0.9
|
)
|
35.2
|
30.3
|
4.9
|
|||||||||||||||
|
Operating Companies
|
19.2
|
20.1
|
(0.9
|
)
|
100.1
|
99.7
|
0.4
|
|||||||||||||||||
|
Corporate
|
(3.1
|
)
|
(3.5
|
)
|
0.4
|
(4.3
|
)
|
(6.4
|
)
|
2.1
|
||||||||||||||
|
Subtotal
|
$
|
16.1
|
$
|
16.6
|
$
|
(0.5
|
)
|
$
|
95.8
|
$
|
93.3
|
$
|
2.5
|
|||||||||||
|
Merger and acquisition-related expenses
|
(0.4
|
)
|
(0.9
|
)
|
0.5
|
(4.4
|
)
|
(12.8
|
)
|
8.4
|
||||||||||||||
|
Transmission ROE reserves
|
(0.1
|
)
|
(3.2
|
)
|
3.1
|
(2.3
|
)
|
(3.2
|
)
|
0.9
|
||||||||||||||
|
Consolidated Earnings
|
$
|
15.6
|
$
|
12.5
|
$
|
3.1
|
$
|
89.1
|
$
|
77.3
|
$
|
11.8
|
||||||||||||
|
Earnings (Loss) Per Share
|
||||||||||||||||||||||||
|
Quarter ended September 30,
|
Year-to-date September 30,
|
|||||||||||||||||||||||
|
2015
|
2014
|
|
'15 vs '14 |
2015
|
2014
|
|
'15 vs '14 | |||||||||||||||||
|
Electric Distribution
|
$
|
0.31
|
$
|
0.31
|
$
|
-
|
$
|
0.70
|
$
|
0.75
|
$
|
(0.05
|
)
|
|||||||||||
|
Electric Transmission
|
0.15
|
0.16
|
(0.01
|
)
|
0.43
|
0.46
|
(0.03
|
)
|
||||||||||||||||
|
Gas Distribution
|
(0.13
|
)
|
(0.11
|
)
|
(0.02
|
)
|
0.61
|
0.53
|
0.08
|
|||||||||||||||
|
Operating Companies
|
0.33
|
0.36
|
(0.03
|
)
|
1.74
|
1.74
|
-
|
|||||||||||||||||
|
Corporate
|
(0.05
|
)
|
(0.07
|
)
|
0.02
|
(0.07
|
)
|
(0.11
|
)
|
0.04
|
||||||||||||||
|
Subtotal
|
$
|
0.28
|
$
|
0.29
|
$
|
(0.01
|
)
|
$
|
1.67
|
$
|
1.63
|
$
|
0.04
|
|||||||||||
|
Merger and acquisition-related expenses
|
(0.01
|
)
|
(0.01
|
)
|
-
|
(0.08
|
)
|
(0.22
|
)
|
0.14
|
||||||||||||||
|
Transmission ROE reserves
|
-
|
(0.06
|
)
|
0.06
|
(0.04
|
)
|
(0.06
|
)
|
0.02
|
|||||||||||||||
|
Consolidated Earnings
|
$
|
0.27
|
$
|
0.22
|
$
|
0.05
|
$
|
1.55
|
$
|
1.35
|
$
|
0.20
|
||||||||||||
|
Avg. Shares - diluted (M)
|
57.4
|
57.1
|
57.4
|
57.1
|
||||||||||||||||||||
| Amounts may not add due to rounding | ||||||||||||||||||||||||
| Note: Certain EPS amounts related to the 3Q '14 have been updated to correct for rounding & to conform to the current presentation | ||||||||||||||||||||||||
- more -
4
Looking Forward
UIL affirms its consolidated earnings for 2015 in the range of $126-$134 million, or $2.19-$2.34 per diluted share. In addition, UIL affirms its 2015 consolidated earnings, excluding the non-recurring items, of $132-$140 million, or $2.30-2.45 per diluted share. Forecasted earnings for 2015 are summarized in the table below.
|
Category
|
Approximate Net Income(1)
|
EPS - diluted(2)
|
||
|
Electric Distribution
|
$46 - $54
|
$0.80 - $0.95
|
||
|
Electric Transmission(3)
|
$33 - $38
|
$0.57 - $0.67
|
||
|
Total Electric
|
$80 - $92
|
$1.40 - $1.60
|
||
|
Gas Distribution
|
$54 - $58
|
$0.95 - $1.02
|
||
|
Operating Companies
|
$135- $144
|
$2.35 - $2.52
|
||
|
UIL Corporate
|
($7)-($5)
|
($0.13)-($0.08)
|
||
|
Total UIL Holdings, excl. non-recurring items
|
$132 - $140
|
$2.30 - $2.45
|
||
|
Non-recurring item - Merger-related expenses(4)
|
($4)-($4)
|
($0.08)-($0.08)
|
||
|
Non-recurring item - Regulatory reserves
|
($2)-($2)
|
($0.04)-($0.04)
|
||
|
Total UIL Holdings(5)
|
$126 - $134
|
$2.19 - $2.34
|
| (1) | Rounded to the nearest million |
| (2) | Assumes approximately 57.4 million average shares outstanding |
| (3) | Excludes any adjustments that may result from the FERC ROE complaints |
| (4) | Merger-related expenses through September 30, 2015; future merger-related expenses and projected impacts of compliance with regulatory settlements/orders excluded |
| (5) | Expectations are not expected to be additive |
Third quarter 2015 earnings conference call
UIL will conduct a webcast conference call with financial analysts on Tuesday, November 3, 2015, beginning at 1:00 p.m. eastern time. UIL’s executive management will present an overview of the financial results followed by a question and answer session. Interested parties, including analysts, investors and the media, may listen live via the internet by logging onto the Investors section of UIL’s website at http://www.uil.com. Institutional investors can access the call via Thomson Street Events (www.streetevents.com), a password-protected event management site.
Headquartered in New Haven, Connecticut, UIL Holdings Corporation (NYSE:UIL) is a diversified energy delivery company serving a total of approximately 727,000 electric and natural gas utility customers in 67 communities across two states, with combined total assets of over $5 billion.
UIL Holdings is the parent company for The United Illuminating Company (UI), Connecticut Natural Gas Corporation (CNG), The Southern Connecticut Gas Company (SCG), and The Berkshire Gas Company (Berkshire), each more than 100 years old. UI provides for the transmission and delivery of electricity and other energy related services for Connecticut’s Greater New Haven and Bridgeport areas. SCG and CNG are natural gas distribution companies that serve customers in Connecticut, while Berkshire serves natural gas customers in western Massachusetts. UIL Holdings employs approximately 1,900 people in the New England region. For more information on UIL Holdings, visit http://www.uil.com.
5
Use of Non-GAAP Measures
UIL Holdings believes that a breakdown presented on a net income and per share basis by line of business is useful in understanding the change in the results of operations of UIL Holdings’ lines of business from one reporting period to another and in evaluating the actual and projected financial performance and contribution of UIL Holdings’ lines of businesses. Earnings per share (EPS) by business is a non-GAAP (not determined using generally accepted accounting principles) measure that is calculated by taking the pre-tax amounts determined in accordance with GAAP of each line of business, and applying the effective statutory federal and state tax rate and then dividing the results by the average number of diluted shares of UIL Holdings’ common stock outstanding for the periods presented. Any such amounts provided are provided for informational purposes only and are not intended to be used to calculate "Pro-forma" amounts.
UIL Holdings also believe presenting earnings excluding certain non-recurring items, including as presented in the net income discussion and in the earnings guidance section, is useful in understanding and evaluating actual and projected financial performance and contribution of UIL Holdings and to more fully compare and explain our results without including the impact of the non-recurring items. Non-GAAP financial measures should not be considered as alternatives to UIL Holdings’ consolidated net income or EPS determined in accordance with GAAP as indicators of UIL Holdings’ operating performance.
Forward-Looking Statements
Certain statements contained in this presentation regarding matters that are not historical facts, are forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995). These include statements regarding management’s intentions, plans, beliefs, expectations or forecasts for the future. Such forward-looking statements are based on our expectations and involve risks and uncertainties; consequently, actual results may differ materially from those expressed or implied in the statements. In addition, risks and uncertainties related to our proposed merger with Iberdrola USA include, but are not limited to, the expected timing and likelihood of completion of the pending merger, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the pending merger that could reduce anticipated benefits or cause the parties to abandon the transaction, the ability to successfully integrate the businesses, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, the possibility that our shareowners may not approve the merger agreement, the risk that the parties may not be able to satisfy the conditions to the proposed merger in a timely manner or at all, risks related to disruption of management time from ongoing business operations due to the proposed merger, the risk that any announcements relating to the proposed merger could have adverse effects on the market price of UIL Holdings’ common stock, and the risk that the proposed transaction and its announcement could have an adverse effect on our ability to retain and hire key personnel and maintain relationships with our suppliers, and on our operating results and businesses generally.
New factors emerge from time to time and it is not possible for us to predict all such factors, nor can we assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. These risks, as well as other risks associated with the merger, are more fully discussed in UIL Holdings’ preliminary proxy statement/prospectus included in Iberdrola USA’s Registration Statement on Form S-4, as amended, which was filed with the Securities and Exchange Commission (SEC) in connection with the proposed merger. Additional risks and uncertainties are identified and discussed in our reports filed with the SEC and available at the SEC’s website at www.sec.gov. Forward-looking statements included in this presentation speak only as of the date of this presentation. We do not undertake any obligation to update our forward-looking statements to reflect events or circumstances after the date of this presentation.
6
Important Information For Investors And Shareholders
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. This communication may be deemed to be solicitation material in respect of the proposed transaction between UIL Holdings and Iberdrola USA. In connection with the proposed merger between UIL Holdings and Iberdrola USA, Iberdrola USA has filed with the SEC a registration statement on Form S-4, as amended, containing a preliminary prospectus of Iberdrola USA and a preliminary proxy statement of UIL Holdings. UIL HOLDINGS AND IBERDROLA USA URGE INVESTORS AND SHAREHOLDERS TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER WHEN IT BECOMES AVAILABLE, AS WELL AS ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. This communication is not a substitute for the registration statement, definitive proxy statement/prospectus or any other documents that Iberdrola USA or UIL Holdings may file with the SEC or send to shareholders in connection with the proposed transaction.
You may obtain copies of all documents filed with the SEC regarding the proposed transaction (when available), free of charge, at the SEC’s website (www.sec.gov). Copies of the documents filed with the SEC by UIL Holdings are also available free of charge on UIL Holdings’ website at www.uil.com or by contacting UIL Holdings’ Investor Relations Department at 203-499-2409. UIL Holdings will mail the definitive proxy statement/prospectus to its shareholders when it becomes available.
Participants in Solicitation
UIL Holdings and its directors and executive officers, and Iberdrola USA and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of UIL Holdings common stock in respect of the proposed transaction. Information about UIL Holdings’ executive officers and directors is set forth in UIL Holdings’ definitive proxy statement for its 2015 Annual Meeting of Shareholders, which was filed with the SEC on April 1, 2015. Other information regarding the interests of such individuals, as well as information regarding Iberdrola USA’s directors and executive officers, is set forth in the proxy statement/prospectus, which is included in Iberdrola USA’s registration on Form S-4, as amended, filed with the SEC. You may obtain free copies of these documents as described in the preceding paragraph.
The following are summaries of UIL’s unaudited consolidated financial information for the third quarter and first nine months of 2015:
7
UIL HOLDINGS CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(In Thousands except per share amounts)
(Unaudited)
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
|
2015
|
2014
|
2015
|
2014
|
|||||||||||||
|
Operating Revenues
|
$
|
330,524
|
$
|
293,026
|
$
|
1,226,584
|
$
|
1,198,982
|
||||||||
|
Operating Expenses
|
||||||||||||||||
|
Operation
|
||||||||||||||||
|
Purchased power
|
47,041
|
37,962
|
180,858
|
123,771
|
||||||||||||
|
Natural gas purchased
|
26,313
|
30,814
|
240,934
|
322,296
|
||||||||||||
|
Operation and maintenance
|
111,286
|
95,251
|
315,637
|
290,828
|
||||||||||||
|
Transmission wholesale
|
30,272
|
25,802
|
67,969
|
65,777
|
||||||||||||
|
Depreciation and amortization
|
40,615
|
35,578
|
123,279
|
112,408
|
||||||||||||
|
Taxes - other than income taxes
|
35,196
|
32,897
|
108,345
|
102,974
|
||||||||||||
|
Merger and acquisition-related expenses
|
600
|
570
|
7,395
|
6,090
|
||||||||||||
|
Total Operating Expenses
|
291,323
|
258,874
|
1,044,417
|
1,024,144
|
||||||||||||
|
Operating Income
|
39,201
|
34,152
|
182,167
|
174,838
|
||||||||||||
|
Other Income and (Deductions), net
|
||||||||||||||||
|
Acquisition-related bridge facility fees
|
-
|
(849
|
)
|
-
|
(15,188
|
)
|
||||||||||
|
Other income and (deductions)
|
4,221
|
4,336
|
12,883
|
12,822
|
||||||||||||
|
Total Other Income and (Deductions), net
|
4,221
|
3,487
|
12,883
|
(2,366
|
)
|
|||||||||||
|
Interest Charges, net
|
||||||||||||||||
|
Interest on long-term debt
|
22,510
|
22,386
|
66,952
|
67,286
|
||||||||||||
|
Other interest, net
|
1,286
|
636
|
3,922
|
1,203
|
||||||||||||
|
23,796
|
23,022
|
70,874
|
68,489
|
|||||||||||||
|
Amortization of debt expense and redemption premiums
|
591
|
619
|
1,807
|
1,833
|
||||||||||||
|
Total Interest Charges, net
|
24,387
|
23,641
|
72,681
|
70,322
|
||||||||||||
|
Income from Equity Investments
|
3,408
|
3,492
|
10,284
|
10,398
|
||||||||||||
|
Income Before Income Taxes
|
22,443
|
17,490
|
132,653
|
112,548
|
||||||||||||
|
Income Taxes
|
6,811
|
4,986
|
43,566
|
35,276
|
||||||||||||
|
Net Income
|
15,632
|
12,504
|
89,087
|
77,272
|
||||||||||||
|
Less:
|
||||||||||||||||
|
Preferred Stock Dividends of Subsidiary, Noncontrolling Interests
|
6
|
6
|
20
|
(21
|
)
|
|||||||||||
|
Net Income attributable to UIL Holdings
|
$
|
15,626
|
$
|
12,498
|
$
|
89,067
|
$
|
77,293
|
||||||||
|
Average Number of Common Shares Outstanding - Basic
|
57,150
|
56,855
|
57,120
|
56,827
|
||||||||||||
|
Average Number of Common Shares Outstanding - Diluted
|
57,438
|
57,133
|
57,420
|
57,114
|
||||||||||||
|
Earnings Per Share of Common Stock - Basic:
|
$
|
0.27
|
$
|
0.22
|
$
|
1.56
|
$
|
1.36
|
||||||||
|
Earnings Per Share of Common Stock - Diluted:
|
$
|
0.27
|
$
|
0.22
|
$
|
1.55
|
$
|
1.35
|
||||||||
|
Cash Dividends Declared per share of Common Stock
|
$
|
0.432
|
$
|
0.432
|
$
|
0.864
|
$
|
1.296
|
||||||||
UIL HOLDINGS CORPORATION
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(Thousands of Dollars)
(Unaudited)
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
|
2015
|
2014
|
2015
|
2014
|
|||||||||||||
|
Net Income
|
$
|
15,632
|
$
|
12,504
|
$
|
89,087
|
$
|
77,272
|
||||||||
|
Other Comprehensive Income (Loss), net of income taxes
|
||||||||||||||||
|
Changes in unrealized gains (losses) related to pension and other post-retirement benefit plans
|
(64
|
)
|
(104
|
)
|
(154
|
)
|
126
|
|||||||||
|
Other
|
3
|
(6
|
)
|
2
|
3
|
|||||||||||
|
Total Other Comprehensive Income (Loss), net of income taxes
|
(61
|
)
|
(110
|
)
|
(152
|
)
|
129
|
|||||||||
|
Comprehensive Income
|
15,571
|
12,394
|
88,935
|
77,401
|
||||||||||||
|
Less:
|
||||||||||||||||
|
Preferred Stock Dividends of Subsidiary, Noncontrolling Interests
|
6
|
6
|
20
|
(21
|
)
|
|||||||||||
|
Comprehensive Income Attributable to UIL Holdings
|
$
|
15,565
|
$
|
12,388
|
$
|
88,915
|
$
|
77,422
|
||||||||
8
UIL HOLDINGS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
|
(thousands of dollars)
|
September 30, 2015
|
December 31, 2014
|
||||||
|
ASSETS
|
||||||||
|
Current assets
|
$
|
562,667
|
$
|
670,096
|
||||
|
Other investments
|
138,055
|
139,972
|
||||||
|
Net property, plant and equipment
|
3,485,452
|
3,292,690
|
||||||
|
Regulatory assets
|
683,297
|
687,198
|
||||||
|
Goodwill
|
266,205
|
266,205
|
||||||
|
Deferred charges and other assets
|
36,690
|
55,774
|
||||||
|
Total Assets
|
$
|
5,172,366
|
$
|
5,111,935
|
||||
|
LIABILITIES AND CAPITALIZATION
|
||||||||
|
Current liabilities
|
$
|
434,804
|
$
|
495,558
|
||||
|
Deferred income taxes
|
620,009
|
585,335
|
||||||
|
Regulatory liabilities
|
524,077
|
491,896
|
||||||
|
Other noncurrent liabilities
|
474,617
|
459,476
|
||||||
|
Total Liabilities
|
2,053,507
|
2,032,265
|
||||||
|
Long-term debt, net of unamortized discount and premium
|
1,730,306
|
1,711,349
|
||||||
|
Preferred stock of subsidiary
|
119
|
119
|
||||||
|
Net common stock equity
|
1,388,434
|
1,368,202
|
||||||
|
Total Capitalization
|
3,118,859
|
3,079,670
|
||||||
|
Total Liabilities and Capitalization
|
$
|
5,172,366
|
$
|
5,111,935
|
||||
9