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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1994 Commission file number 1-5663
Or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Central Louisiana Electric Company, Inc.
(Exact name of registrant as specified in its charter)
Louisiana 72-0244480
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2030 Donahue Ferry Road, Pineville, Louisiana 71360-5226
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (318) 484-7400
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
As of August 1, 1994 there were 22,400,341 shares outstanding of the
Registrant's Common Stock, par value $2.00 per share.
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TABLE OF CONTENTS
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . 1
Report of Independent Accountants . . . . . . . 2
Consolidated Balance Sheet. . . . . . . . . . . 3
Consolidated Statements of Income . . . . . . . 5
Consolidated Statement of Cash Flows. . . . . . 7
Notes to Consolidated Financial Statements. . . 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Financial Condition . . . . . . . . . . . . . . 9
Results of Operations . . . . . . . . . . . . . 10
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of
Security Holders. . . . . . . . . . . . . . . . 12
Item 5. Other Information. . . . . . . . . . . . . . . . 12
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . 12
SIGNATURE . . . . . . . . . . . . . . . . . . . . . . . . . 13
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PART I
FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The consolidated financial statements for Central Louisiana Electric
Company, Inc. (the Company) included herein are unaudited but reflect, in the
Company's opinion, all adjustments, consisting only of normal recurring
adjustments, that are necessary for a fair presentation of its financial
position and the results of its operations for the interim periods presented.
The financial statements included herein should be read in conjunction with the
financial statements and notes thereto included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1993.
The consolidated financial statements included herein have been subjected to a
limited review by Coopers & Lybrand, independent accountants for the Company,
whose report is included herein.
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certified public accountants
Coopers
& Lybrand
Report of Independent Accountants
Board of Directors
Central Louisiana Electric Company, Inc.
We have made a review of the balance sheet of Central Louisiana Electric
Company, Inc. as of June 30, 1994, and the related statements of income for the
three-month and six-month periods and cash flows
cash flows for the six-month periods ended June 30, 1994 and 1993, in accordance
with standards established by the American Institute of Certified Public
Accountants. These financial statements are the responsibility of the Company's
management.
A review of interim financial information consists principally of obtaining an
understanding of the system for the preparation of interim financial
information, applying analytical review procedures to financial data, and making
inquiries of persons responsible for financial and accounting matters. It is
substantially less in scope than an audit in accordance with generally accepted
auditing standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the financial statements referred to above for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of December 31, 1993 and the
related consolidated statements of income, cash flows and changes in common
shareholders' equity for the year then ended (not present herein); and in our
report dated January 21, 1994, we expressed an unqualified opinion on those
financial statements. In our opinion, the information set forth in the
accompanying balance sheet as of December 31, 1993, is fairly stated in all
material respects in relation to the balance sheet from which it has been
derived.
Coopers & Lybrand
New Orleans, Louisiana
August 12, 1994
2
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<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED BALANCE SHEET
(Unaudited)
<CAPTION> (In thousands)
June 30, 1994 December 31, 1993
---------------- -----------------
ASSETS
<S> <C> <C>
Utility plant
Property, plant and equipment $1,258,713 $1,241,147
Accumulated depreciation (396,033) (379,753)
----------- -----------
862,680 861,394
Construction work-in-progress 33,895 33,642
----------- -----------
Total utility plant, net 896,575 895,036
----------- -----------
Investments and other assets 19,419 20,197
----------- -----------
Current assets
Cash and cash equivalents 7,918 5,802
Accounts receivable, net 15,398 10,701
Unbilled revenues 3,696 1,506
Inventory, at average cost 10,190 11,898
Materials and supplies, at average cost 15,290 14,007
Prepayments and other 2,893 2,218
----------- -----------
Total current assets 55,385 46,132
----------- -----------
Prepayments and deferred charges 202,426 200,270
----------- -----------
TOTAL ASSETS $1,173,805 $1,161,635
----------- -----------
<FN>
(Continued on next page)
</TABLE>
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<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED BALANCE SHEET (Continued)
(Unaudited)
<CAPTION> (In thousands,
except share amounts)
June 30, 1994 December 31, 1993
---------------- -----------------
CAPITALIZATION AND LIABILITIES
<S> <C> <C>
Common shareholders' equity
Common stock, $2 par value, authorized
50,000,000 shares, issued 22,716,474
and 22,708,874 shares at June 30,
1994 and December 31, 1993, respectively $ 45,433 $ 45,418
Premium on capital stock 112,975 112,829
Retained earnings 204,664 200,908
Treasury stock at cost, 316,133 and
326,380 shares at June 30, 1994
and December 31, 1993, respectively (6,394) (6,600)
----------- -----------
356,678 352,555
----------- -----------
Preferred stock, cumulative, $100 par value
Not subject to mandatory redemption 30,748 30,982
Deferred compensation related to
preferred stock held by ESOP (25,101) (26,118)
----------- -----------
5,674 4,864
Subject to mandatory redemption 7,230 7,242
----------- -----------
12,877 12,106
----------- -----------
Long-term debt, net 350,430 351,087
----------- -----------
Total capitalization 719,985 715,748
----------- -----------
Current liabilities
Short-term debt 35,534 28,373
Long-term debt due within one year 871 790
Accounts payable 28,730 40,653
Customer deposits 19,219 18,638
Taxes accrued 12,830 5,069
Interest accrued 8,907 8,329
Accumulated deferred fuel 5,120 5,315
Other 2,103 2,355
----------- -----------
Total current liabilities 113,314 109,522
----------- -----------
Deferred credits
Accumulated deferred federal and state
income taxes 226,313 224,151
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Accumulated deferred investment tax credits 35,896 36,806
Other deferred credits 78,297 75,408
----------- -----------
Total deferred credits 340,506 336,365
----------- -----------
TOTAL CAPITALIZATION AND LIABILITIES $1,173,805 $1,161,635
----------- -----------
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
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<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED STATEMENT OF INCOME
For the three months ended June 30
(Unaudited)
<CAPTION> (In thousands, except share and
per share amounts)
1994 1993
---------- ----------
<S> <C> <C>
OPERATING REVENUES $ 100,940 $ 92,070
---------- ----------
OPERATING EXPENSES
Fuel used for electric generation 31,295 26,362
Power purchased 7,356 7,575
Other operation 13,841 13,039
Maintenance 5,974 6,033
Depreciation 9,824 9,469
Other taxes 7,110 6,834
Federal and state income taxes 6,264 5,235
---------- ----------
81,664 74,547
---------- ----------
OPERATING INCOME 19,276 17,523
Allowance for other funds used during
construction 301 806
Other income and expenses, net (264) (10)
---------- ----------
INCOME BEFORE INTEREST CHARGES 19,313 18,319
Interest charges, including amortization of
debt expense, premium and discount 6,680 6,552
Allowance for borrowed funds used during
construction (138) (277)
---------- ----------
NET INCOME 12,771 12,044
Preferred dividend requirements, net 503 499
---------- ----------
NET INCOME APPLICABLE TO COMMON STOCK $ 12,268 $ 11,545
---------- ----------
WEIGHTED AVERAGE COMMON SHARES
Primary 22,420,647 22,385,370
Fully diluted 23,847,149 23,823,969
EARNINGS PER SHARE
Primary $0.55 $0.52
Fully diluted $0.53 $0.50
CASH DIVIDENDS PAID PER SHARE $0.365 $0.355
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
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<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED STATEMENT OF INCOME
For the six months ended June 30
(Unaudited)
<CAPTION> (In thousands, except share and
per share amounts)
1994 1993
---------- ----------
<S> <C> <C>
OPERATING REVENUES $ 185,087 $ 167,518
---------- ----------
OPERATING EXPENSES
Fuel used for electric generation 59,234 46,810
Power purchased 10,638 13,490
Other operation 26,668 24,800
Maintenance 10,945 11,862
Depreciation 19,619 18,669
Other taxes 14,214 13,572
Federal and state income taxes 9,714 8,031
---------- ----------
151,032 137,234
---------- ----------
OPERATING INCOME 34,055 30,284
Allowance for other funds used during
construction 566 1,739
Other income and expenses, net (145) 73
---------- ----------
INCOME BEFORE INTEREST CHARGES 34,476 32,096
Interest charges, including amortization of
debt expense, premium and discount 13,402 13,003
Allowance for borrowed funds used during
construction (276) (471)
---------- ----------
NET INCOME 21,350 19,564
Preferred dividend requirements, net 1,001 996
---------- ----------
NET INCOME APPLICABLE TO COMMON STOCK $ 20,349 $ 18,568
---------- ----------
WEIGHTED AVERAGE COMMON SHARES
Primary 22,417,934 22,376,828
Fully diluted 23,846,336 23,816,733
EARNINGS PER SHARE
Primary $0.91 $0.83
Fully diluted $0.88 $0.81
CASH DIVIDENDS PAID PER SHARE $0.72 $0.70
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
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<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended June 30
(Unaudited)
<CAPTION> (In thousands)
1994 1993
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $21,350 $19,564
Adjustments to reconcile net income
to net cash provided by operating activities
Depreciation and amortization 19,883 18,903
Allowance for funds used during construction (842) (2,210)
Amortization of investment tax credits (910) (913)
Deferred income taxes 1,538 2,376
Deferred fuel costs (195) (494)
Loss on disposition of utility plant, net 4 -
Changes in assets and liabilities
Accounts receivable (4,697) (3,138)
Unbilled revenues (2,190) (3,674)
Inventory, materials and supplies 425 (3,079)
Accounts payable (11,923) (12,299)
Customer deposits 581 643
Other deferred accounts (588) (4,205)
Taxes accrued 7,761 8,892
Interest accrued 578 475
Other, net 329 3,917
-------- --------
Net cash provided by operating activities 31,104 24,758
--------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to utility plant (20,528) (26,788)
Allowance for funds used during construction 842 2,210
Sale of utility plant 107 181
Purchase of investments (81,316) (84,630)
Sale of investments 82,348 84,383
------- --------
Net cash used in investing activities (18,547) (24,644)
------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock 160 758
Issuance of long-term debt - 25,000
Repurchase of common stock (29) -
Retirement of long-term debt (595) (25,027)
Increase in short-term debt 7,161 16,425
Redemption of preferred stock (12) (40)
Dividends paid on common and preferred stock, net (17,126) (17,232)
-------- --------
Net cash used in financing activities (10,441) (116)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,116 (2)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5,802 1,798
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 7,918 $ 1,796
-------- --------
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Supplementary cash flow information
Interest paid (net of amount capitalized) $12,444 $11,889
-------- --------
Income taxes paid $10,172 $ 4,020
-------- --------
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
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CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A. Earnings Per Share
In 1994, fully diluted earnings per share are being reported for
the first time, as a result of the accounting effects of the Employee
Stock Ownership Plan (ESOP) convertible preferred stock.
Primary earnings per share are computed based on the weighted
average number of common shares outstanding and common stock
equivalents arising from an Incentive Stock Option Plan. Fully diluted
earnings per share are computed using average common shares and
equivalents. Common stock equivalents are increased by the assumed
conversion of convertible preferred stock into common stock as if
converted at the beginning of the period.
Note B. Investments in Debt and Equity Securities
The Company implemented Statement of Financial Accounting Standards
No. 115, "Accounting for Certain Investments in Debt and Equity
Securities" (SFAS 115), on January 1, 1994. The Company has classified
the various debt and equity securities it owns as "available-for-sale"
in accordance with the criteria set forth in SFAS 115. These funds are
invested through an outside investment manager pending final
determination by the Company as to their ultimate utilization.
Currently, the Company does not intend to trade these securities
actively or to hold these investments to their final maturity.
Securities may be sold in order to adjust the amounts invested within
the various types of securities, to limit the potential loss exposure
associated with a specific security or to obtain funds needed for other
investment opportunities.
The Company has recorded a $0.5 million after-tax valuation allowance
as an adjustment to common shareholders' equity to reflect unrealized
gains and losses of the portfolio as of June 30, 1994.
Note C. Cash and Cash Equivalents
The Company considers highly liquid, marketable securities and
other similar investments with original maturity dates of less than
three months to be cash equivalents. Cash and cash equivalents
increased from $1.8 million at June 30, 1993 to $7.9 million at June
30, 1994, or $6.1 million. About $6.0 million of this increase was
due to the investment of a portion of the Company's temporary cash
investments in securities with original maturities of 90 days or less.
Similar temporary cash investments in 1993 were in securities with
original maturities greater than 90 days.
8
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CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FINANCIAL CONDITION
Earnings Per Share
In 1994, fully diluted earnings per share are being reported for the first
time as a result of the accounting effects of the ESOP convertible preferred
stock. For more information see "Note B. Earnings Per Share" in Item 1 above.
Investments
On January 1, 1994 the Company implemented SFAS 115. The Company has
classified the various debt and equity securities it owns as
"available-for-sale" in accordance with the criteria set forth in SFAS 115.
These funds are invested through an outside investment manager pending final
determination by the Company as to their ultimate utilization. Currently, the
Company does not intend to trade these securities actively or to hold these
investments to their final maturity. Securities may be sold in order to adjust
the amounts invested within the various types of securities, to limit the
potential loss exposure associated with a specific security or to obtain funds
needed for other investment opportunities.
As of June 30, 1994 the fair market value of the Company's investments in debt
and equity securities was $13.1 million, compared to $14.5 million as of
December 31, 1993. The Company has recorded a $0.5 million after-tax valuation
allowance as an adjustment to common shareholders' equity to reflect unrealized
gains and losses of the portfolio as of June 30, 1994. See "Note B. Investments
in Debt and Equity Securities" and "Note C. Cash and Cash Equivalents" in Item 1
above for more information.
Regulatory Matters
The Company is defending assertions made to the Federal Energy Regulatory
Commission (FERC) by the Louisiana Energy and Power Authority, the city of
Lafayette and the American Power Association of unduly discriminatory and
predatory pricing of its proposed full requirements sale to the city of St.
Martinville. The St. Martinville agreement is expected to provide base
revenues, net of facility payments, of approximately $4 million over the five-
year term of the agreement beginning in May 1995. In April 1994 the Company's
motion for summary disposition was denied and the case was heard by an
administrative law judge in June 1994. Briefs were due in July 1994 and reply
briefs are due in August 1994. A decision is expected by late November of this
year.
9
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CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (Continued)
RESULTS OF OPERATIONS
Net income applicable to common stock totaled $12.3 million and $20.3
million, respectively, for the three- and six-month periods ended June 30, 1994,
as compared to $11.5 million and $18.6 million, respectively, for the
corresponding periods in 1993. Net income per average common share was $0.55
and $0.91, respectively, for the three- and six-month periods ended June 30,
1994, as compared to $0.52 and $0.83, respectively, for the same periods in
1993. The following principal factors contributed to these results:
Operating revenues increased $8.9 million, or 9.6%, and $17.6 million, or
10.5%, for the three- and six-month periods ended June 30, 1994,
respectively. Total kilowatt-hour sales increased 18.7% for the three-month
period, and 13.9% for the six-month period, as compared to the same periods
in 1993. Changes in the makeup of total operating revenues and their effects
on income from operations, and thus on net income, are best analyzed by
examining the changes in fuel cost recovery revenues and non-fuel cost
recovery revenues as follows:
a) Fuel cost recovery revenues increased $4.6 million, or 13.7%, and
$9.4 million, or 15.9%, respectively, for the three-month and six-
month periods, primarily due to increased system electrical
requirements associated with more favorable weather, which was
warmer than that experienced during the same period in the prior year.
Changes in fuel cost recovery revenues have no effect on net income, as
fuel costs are generally recovered in revenues through a fuel adjustment
clause which enables the Company to pass on to customers substantially
all changes in the cost of generating fuel. The adjustments regulated
by the Louisiana Public Service Commission (LPSC) (about 99% of the
total fuel cost adjustment) are audited by the LPSC staff monthly and
the remaining portion, regulated by the FERC, is audited periodically
for several years at a time. Until approval is received, the
adjustments are subject to refund.
b) Non-fuel cost recovery revenues increased $4.3 million, or 7.3%, and
$8.2 million, or 7.5%, for the three- and six-month periods of 1994,
compared to the same periods in 1993, primarily due to more favorable
weather, which was warmer than that experienced during the same period
in the prior year.
Other operation expenses increased $0.8 million, or 6.2%, for the three-
month period, and $1.9 million, or 7.5%, for the six-month period, primarily
due to higher limestone usage in 1994 to reduce sulfur dioxide emissions,
an increase in state air quality annual fees for emissions and general and
administrative expenses resulting from joint owner billing adjustments
recorded in the second quarter of 1994 to true-up 1993 restaffing expense
estimates.
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CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (Continued)
Maintenance expenses were about the same for the three-month period ended
June 30, 1994 compared to the corresponding period in 1993, and decreased
$0.9 million, or 7.7%, for the six-month period, due mainly to planned
reductions in routine distribution line maintenance and right-of-way
reclearing expenses.
Provision for depreciation expenses increased $0.4 million, or 3.7%, for the
quarter ended June 30, 1994 compared to the same period in 1993, and $1.0
million, or 5.1%, for the six-month period, due to higher plant balances
resulting from increased additions during the third and fourth quarters of
1993 which included the placement into service of a 230,000-volt
transmission line and the installation of a new customer information system.
Taxes other than income taxes increased $0.3 million, or 4.0%, for the
three-month period, and $0.6 million, or 4.7%, for the six-month period, as
a result of higher millage rates and increased ad valorem taxes resulting
from higher assessed property values due primarily to property additions.
Interest expense increased $0.1 million, or 1.9%, for the three-month
period, and $0.4 million, or 3.1%, for the six-month period, primarily due
to higher short-term interest rates and the issuance of long-term debt during
the second and third quarters of 1993 to reduce short-term debt levels.
Allowance for funds used during construction (AFUDC), including borrowed and
other funds on a combined basis, decreased $0.6 million, or 59.5%, for the
three-month period, and $1.4 million, or 61.9%, for the six-month period,
as a result of lower construction work-in-progress balances during the three-
and six-month periods in 1994 compared to the corresponding periods in 1993.
Construction work-in-progress balances were higher in 1993 compared to 1994
due to the following events, all of which occurred in 1993: completion of
Hurricane Andrew reconstruction efforts, completion of a 61-mile, 230,000-
volt transmission line, and the installation of a new customer information
system.
Provision for taxes on income increased $1.0 million, or 19.7%, for the
three-month period, and $1.7 million, or 21.0%, for the six-month period,
primarily due to an increase in income before taxes and an increase in the
top marginal tax rate. For the quarter ended June 30, 1994, income before
taxes increased $1.8 million, or 10.2%, compared to the same period in 1993,
and $3.5 million, or 12.6%, for the year-to-date ended June 30, 1994 compared
to the six-months ended June 30, 1993. The top marginal income tax rate
increased from 34% at June 30, 1993, top 35% at June 30, 1994.
11
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PART II
OTHER INFORMATION
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The information regarding matters voted upon by security holders during
the second quarter was previously reported in the Company's Report on Form 10-Q
for the quarter ended March 31, 1994.
Item 5. Other Information
In February 1994 the Company announced its interest in purchasing Teche
Electric Cooperative, Inc. (Teche). Teche serves about 8,800 customers and its
service area, which is in Iberia, St. Martin and St. Mary parishes (counties),
is adjacent to and similar to the Company's. Teche officials rejected the offer
as incomplete, improperly made and hostile.
Four new board members, who may be more supportive of negotiations with the
Company, were elected to the Teche board of directors at its annual membership
meeting in April 1994. In May 1994 the Company provided Teche with an updated
proposal to address the alleged defects previously cited by Teche in a
recitation of its policy statement on acquisitions. Teche subsequently
responded to the Company's updated proposal to acquire Teche with additional
concerns which the Company believes are merely delaying tactics. As a result,
the Company is supporting a petition to recall the remaining seven directors who
were not replaced in April 1994.
At this time, the Company is unable to predict whether it will ultimately be
successful in purchasing Teche. If it is, approval will be required by the
LPSC, the Rural Electrification Administration and other governmental agencies
and will be subject to a due diligence review and certain other conditions that
may, or may not, adversely affect the consummation of this acquisition.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
11 Computation of Net Income Per Common Share for the three- and
six-months ended June 30, 1994 and June 30, 1993
12 Computation of Earnings to Fixed Charges and Earnings to
Combined Fixed Charges and Preferred Stock Dividends for the
twelve months ended June 30, 1994
15 Awareness letter, dated August 12, 1994, from Coopers &
Lybrand L.L.P. regarding review of the unaudited interim
financial statements
(b) Reports on Form 8-K
During the three-month period ended June 30, 1994, the Company
filed no Current Reports on Form 8-K.
12
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the under-
signed thereunto duly authorized.
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
(Registrant)
BY: DAVID M. EPPLER
DAVID M. EPPLER
Vice President - Finance
(Principal Financial Officer)
Date: August 12, 1994
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EXHIBIT 11
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
COMPUTATION OF NET INCOME PER COMMON SHARE
For the three months ended June 30
(Unaudited)
<CAPTION> (In thousands, except share
and per share amounts)
1994 1993
---------- ----------
<S> <C> <C>
PRIMARY
- - -------
Net income applicable to common stock $ 12,268 $ 11,545
---------- ----------
Weighted average number of shares of
common stock outstanding during the
period 22,399,091 22,344,934
Common stock under stock option grants 21,556 40,436
---------- ----------
Average shares 22,420,647 22,385,370
---------- ----------
Primary net income per common share $ .55 $ .52
---------- ----------
FULLY DILUTED
- - -------------
Net income applicable to common stock $ 12,268 $ 11,545
Adjustments to net income related to
Employee Stock Ownership Plan (ESOP)
under the "if-converted" method:
Add loss of deduction from net income
for actual dividends paid on
convertible preferred stock, net of tax 372 380
Deduct additional cash contribution required
which is equal to dividends on preferred
stock less dividends paid at the common
dividend rate, net of tax (51) (61)
Add tax benefit associated with dividends
paid on (1) allocated common shares in
1994 and (2) allocated and unallocated
shares in 1993, assuming ESOP was a
common stock plan 30 18
---------- ----------
Adjusted income applicable to common stock $ 12,619 $ 11,882
---------- ----------
<PAGE>
Weighted average number of shares of
common stock outstanding during the
period 22,399,091 22,344,934
Number of equivalent common shares
attributable to ESOP 1,426,502 1,437,749
Common stock under stock option grants 21,556 41,286
---------- ----------
Average shares 23,847,149 23,823,969
---------- ----------
Fully diluted net income per common share $ .53 $ .50
---------- ----------
</TABLE>
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<PAGE>
<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
COMPUTATION OF NET INCOME PER COMMON SHARE
For the six months ended June 30
(Unaudited)
<CAPTION> (In thousands, except share
and per share amounts)
1994 1993
---------- ----------
<S> <C> <C>
PRIMARY
- - -------
Net income applicable to common stock $ 20,349 $ 18,568
---------- ----------
Weighted average number of shares of
common stock outstanding during the
period 22,395,991 22,332,941
Common stock under stock option grants 21,943 43,887
---------- ----------
Average shares 22,417,934 22,376,828
---------- ----------
Primary net income per common share $ .91 $ .83
---------- ----------
FULLY DILUTED
- - -------------
Net income applicable to common stock $ 20,349 $ 18,568
Adjustments to net income related to
Employee Stock Ownership Plan (ESOP)
under the "if-converted" method:
Add loss of deduction from net income
for actual dividends paid on
convertible preferred stock, net of tax 744 760
Deduct additional cash contribution required
which is equal to dividends on preferred
stock less dividends paid at the common
dividend rate, net of tax (111) (131)
Add tax benefit associated with dividends
paid on (1) allocated common shares in
1994 and (2) allocated and unallocated
shares in 1993, assuming ESOP was a
common stock plan 56 36
---------- ----------
Adjusted income applicable to common stock $ 21,038 $ 19,233
---------- ----------
<PAGE>
Weighted average number of shares of
common stock outstanding during the
period 22,395,991 22,332,941
Number of equivalent common shares
attributable to ESOP 1,428,109 1,438,032
Common stock under stock option grants 22,236 45,760
---------- ----------
Average shares 23,846,336 23,816,733
---------- ----------
Fully diluted net income per common share $ .88 $ .81
---------- ----------
</TABLE>
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<TABLE>
EXHIBIT 12
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
COMPUTATION OF EARNINGS TO FIXED CHARGES
AND EARNINGS TO COMBINED FIXED CHARGES
AND PREFERRED STOCK DIVIDENDS
For the twelve months ended June 30, 1994
(Unaudited)
<CAPTION> (In thousands,
except ratios)
-------------
<S> <C>
Earnings $ 43,598
Income taxes 21,248
---------
Earnings from continuing operations before income taxes 64,846
---------
Fixed charges
Interest, long-term debt 23,013
Interest, other (including interest on short-term debt) 2,357
Amortization of debt expense, premium, net 1,270
Portion of rentals representative of an interest factor 472
---------
Total fixed charges 27,112
---------
Earnings from continuing operations before
income taxes and fixed charges $ 91,958
---------
Ratio of earnings to fixed charges 3.39x
---------
Fixed charges from above $ 27,112
Preferred stock dividends* 3,001
---------
Total fixed charges and preferred stock dividends $ 30,113
---------
Ratio of earnings to combined fixed charges and
preferred stock dividends 3.05x
* Preferred stock dividends multiplied by the ratio of
pretax income to net income.
</TABLE>
<PAGE>
<PAGE>
Coopers Coopers & Lybrand L.L.P.
& Lybrand
a professional services firm
August 12, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington D.C. 20549
RE: Central Louisiana Electric Company, Inc. Registrations on
form S-8 (Nos. 2-79671, 33-10169, 33-38362 and 33-44663)
and Form S-3 (Nos. 33-24895, 33-61068 and 33-62950)
We are aware that our report dated July 28, 1994 on our review of the interim
financial information of Central Louisiana Electric Company, Inc. as of June
30, 1994 and for the three-month and six-month periods ended June 30, 1994 and
1993 included in this Form 10-Q is incorporated by reference in the above
mentioned registration statements. Pursuant to Rule 436(c) under the Securities
Act of 1933, this report should not be considered a part of the registration
statements prepared or certified by us within the meaning of Sections 7 and 11
of the Act.
COOPERS & LYBRAND L.L.P.
Coopers & Lybrand L.L.P., a registered limited liability partnership, is a
member firm of Coopers & Lybrand (International).
