<PAGE>
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 March 31, 1996 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 May 1, 1996 there were 22,441,812 shares outstanding of the
Registrant's Common Stock, par value $2.00 per share.
<PAGE>
TABLE OF CONTENTS
Page
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements. . . . . . . . . . . . . . . . . . . 1
Report of Independent Accountants . . . . . . . . . . . 2
Consolidated Statements of Income . . . . . . . . . . . 3
Consolidated Balance Sheets . . . . . . . . . . . . . . 4
Consolidated Statements of Cash Flows . . . . . . . . . 6
Note to Consolidated Financial Statements . . . . . . . 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations . . . . . . . . . . . . . . . . . 8
Financial Condition . . . . . . . . . . . . . . . . . . 9
PART II. OTHER INFORMATION
Item 4. Submission of Matters To A Vote of Security Holders. . . 11
Item 5. Other Information . . . . . . . . . . . . . . . . . . . . 11
Item 6. Exhibits and Reports on Form 8-K. . . . . . . . . . . . . 12
SIGNATURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
<PAGE>
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
management's opinion, all adjustments, consisting only of normal recurring
adjustments, that are necessary for a fair presentation of the Company's
financial position and the results of its operations for the interim periods
presented. Because of the seasonal nature of the Company's business, the
results of operations for the three months ended March 31, 1996 are not
necessarily indicative of the results that may be expected for the full fiscal
year. 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, 1995.
The consolidated financial statements included herein have been subjected to a
limited review by Coopers & Lybrand L.L.P., independent accountants for the
Company, whose report is included herein.
1
<PAGE>
Coopers certified public accountants
&Lybrand L.L.P. a professional services firm
REPORT OF INDEPENDENT ACCOUNTANTS
Board of Directors
Central Louisiana Electric Company, Inc.:
We have made a review of the consolidated balance sheet of Central Louisiana
Electric Company, Inc. as of March 31, 1996, and the related consolidated
statements of income and cash flows for the three-month periods ended March 31,
1996 and 1995, 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 consolidated 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, 1995 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 26, 1996, 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, 1995, is fairly stated in all
material respects in relation to the balance sheet from which it has been
derived.
COOPERS & LYBRAND L.L.P.
New Orleans, Louisiana
April 19, 1996
2
<PAGE>
<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED STATEMENTS OF INCOME
For the three months ended March 31
(Unaudited)
<CAPTION>
(In thousands, except share and
per share amounts)
1996 1995
---------- ----------
<S> <C> <C>
OPERATING REVENUES $ 98,606 $ 79,872
---------- ----------
OPERATING EXPENSES
Fuel used for electric generation 21,962 22,647
Power purchased 17,139 4,344
Other operation 14,022 13,531
Maintenance 4,905 4,396
Depreciation 10,827 10,324
Taxes other than income taxes 7,390 7,428
Federal and state income taxes 5,614 2,613
---------- ----------
81,859 65,283
---------- ----------
OPERATING INCOME 16,747 14,589
Allowance for other funds used during
construction 133 411
Other income and expenses, net 170 65
---------- ----------
INCOME BEFORE INTEREST CHARGES 17,050 15,065
Interest charges, including amortization of
debt expense, premium and discount 7,279 7,267
Allowance for borrowed funds used during
construction (259) (292)
---------- ----------
NET INCOME 10,030 8,090
Preferred dividend requirements, net 514 508
---------- ----------
NET INCOME APPLICABLE TO COMMON STOCK $ 9,516 $ 7,582
========== ==========
WEIGHTED AVERAGE COMMON SHARES
Primary 22,448,584 22,420,742
Fully diluted 23,856,480 23,839,404
EARNINGS PER SHARE
Primary $0.42 $0.34
Fully diluted $0.41 $0.33
CASH DIVIDENDS PAID PER SHARE $0.375 $0.365
<FN>
The accompanying note is an integral part of the consolidated financial
statements.
</FN>
</TABLE>
3
<PAGE>
<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<CAPTION>
(In thousands)
March 31, 1996 December 31, 1995
-------------- -----------------
ASSETS
<S> <C> <C>
Utility plant
Property, plant and equipment $ 1,323,519 $ 1,319,815
Accumulated depreciation (451,249) (441,686)
-------------- -----------------
872,270 878,129
Construction work-in-progress 58,026 51,390
-------------- -----------------
Total utility plant, net 930,296 929,519
-------------- -----------------
Investments and other assets 7,932 8,097
-------------- -----------------
Current assets
Cash and cash equivalents 20,264 20,621
Accounts receivable, net 14,320 17,075
Unbilled revenues 2,689 3,098
Fuel inventory, at average cost 10,339 8,699
Materials and supplies, at average cost 16,499 15,819
Prepayments and other current assets 2,505 2,501
-------------- -----------------
Total current assets 66,616 67,813
-------------- -----------------
Accumulated deferred federal and
state income taxes 64,634 66,458
Prepayments 8,461 8,213
Regulatory assets and other
deferred charges 184,311 185,934
-------------- -----------------
TOTAL ASSETS $ 1,262,250 $ 1,266,034
============== =================
<FN>
The accompanying note is an integral part of the consolidated financial
statements.
</FN>
(Continued on next page)
</TABLE>
4
<PAGE>
<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED BALANCE SHEETS (Continued)
(Unaudited)
<CAPTION>
(In thousands,
except share amounts)
March 31, 1996 December 31, 1995
-------------- -----------------
CAPITALIZATION AND LIABILITIES
<S> <C> <C>
Common shareholders' equity
Common stock, $2 par value,
authorized 50,000,000 shares,
issued 22,748,854 and 22,745,104
shares at March 31,1996 and
December 31, 1995, respectively $ 45,498 $ 45,490
Premium on capital stock 113,502 113,444
Retained earnings 225,789 224,688
Treasury stock at cost, 308,405 and
318,446 shares at March 31, 1996
and December 31, 1995, respectively (6,255) (6,459)
------------- -----------------
378,534 377,163
------------- -----------------
Preferred stock, cumulative, $100 par value
Not subject to mandatory redemption 30,310 30,519
Deferred compensation related to
preferred stock held by ESOP (21,664) (22,595)
------------- -----------------
8,646 7,924
Subject to mandatory redemption 6,610 6,610
------------- -----------------
15,256 14,534
------------- -----------------
Long-term debt, net 385,831 360,822
------------- -----------------
Total capitalization 779,621 752,519
------------- -----------------
Current liabilities
Short-term debt 11,972 23,062
Accounts payable 31,976 51,087
Customer deposits 19,886 19,725
Taxes accrued 11,882 2,503
Interest accrued 3,279 8,909
Accumulated deferrefuel 1,962 3,651
Other current liabilities 1,766 2,343
------------- -----------------
Total current liabilities 82,723 111,280
------------- -----------------
Deferred credits
Accumulated deferred federal and state
income taxes 268,098 266,873
Accumulated deferred investment tax
credits 32,721 33,173
Regulatory liabilities and other
deferred credits 99,087 102,189
------------- -----------------
Total deferred credits 399,906 402,235
------------- -----------------
TOTAL CAPITALIZATION AND LIABILITIES $ 1,262,250 $ 1,266,034
============= =================
<FN>
The accompanying note is an integral part of the consolidated financial
statements.
</FN>
</TABLE>
5
<PAGE>
<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months ended March 31
(Unaudited)
<CAPTION>
(In thousands)
1996 1995
---------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 10,030 $ 8,090
Adjustments to reconcile net income
to net cash provided by operating activities
Depreciation and amortization 11,131 10,568
Allowance for funds used during construction (392) (703)
Amortization of investment tax credits (452) (454)
Deferred income taxes 1,526 433
Deferred fuel costs (1,689) (374)
Gain on disposition of utility plant, net (2) (1)
Changes in assets and liabilities
Accounts receivable, net 2,755 884
Unbilled revenues 409 87
Fuel inventory, materials and supplies (2,320) (1,156)
Accounts payable (19,111) (16,684)
Customer deposits 161 99
Other deferred accounts (143) (2,199)
Taxes accrued 9,379 6,477
Interest accrued (5,630) (5,490)
Other, net (1,011) 149
---------- ----------
Net cash provided by (used in) operating activities 4,641 (274)
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to utility plant (10,761) (10,333)
Allowance for funds used during construction 392 703
Sale of utility plant 153 151
Purchase of investments (100)
Sale of investments 271 12,632
---------- ---------
Net cash provided by (used in) investing activities (10,045) 3,153
---------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock 66 233
Issuance of long-term debt 25,000
Retirement of long-term debt (522)
Increase (decrease) of short-term debt, net (11,090) 18,392
Dividends paid on common and preferred stock, net (8,929) (8,684)
--------- ----------
Net cash provided by financing activities 5,047 9,419
--------- ----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (357) 12,298
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 20,621 7,440
--------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 20,264 $ 19,738
========= =========
Supplementary cash flow information
Interest paid (net of amount capitalized) $ 12,697 $ 2,852
========= =========
Income taxes paid $ 0 $ 500
========= =========
<FN>
The accompanying note is an integral part of the consolidated financial
statements.
</FN>
</TABLE>
6
<PAGE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note A. Contingencies
On March 31, 1996, the board of directors of Teche Electric Cooperative, Inc.
(Teche) voted to extend the Purchase and Sale Agreement with the Company for an
additional twelve months to allow for the Teche wholesale power contract with
Cajun Electric Power Cooperative, Inc. (Cajun) to be resolved through Cajun's
bankruptcy process. The Agreement calls for the purchase of all the assets of
Teche by the Company for a purchase price, including the Company's assumption or
other discharge of Teche's liabilities, of approximately $22.4 million.
Consummation of the acquisition is subject to a number of conditions, including
approval by the Louisiana Public Service Commission (LPSC), the Rural Utilities
Service and other governmental agencies, successful resolution of Teche's
wholesale power supply contract with Cajun and certain other conditions.
The LPSC elected in 1993 to review the earnings of all electric, gas, water and
telecommunications utilities regulated by it to determine whether the returns
on equity of these companies may be higher than returns that might be awarded
in the current economic environment. The LPSC began its review of the Company
in August 1995. Resolution of the earnings review, which is not subject to any
statutory or procedural deadlines, is expected in late 1996. Although the
Company's rates are among the lowest in the state, the Company cannot predict
the outcome of the LPSC earnings review or the effect upon the Company's
financial position, results of its operations or its cash flows at this time.
7
<PAGE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Net income applicable to common stock totaled $9.5 million for the
three-month period ended March 31, 1996, as compared to $7.6 million for the
corresponding period in 1995. Net income per primary average common share was
$0.42 for the three-month period ended March 31, 1996, as compared to $0.34 per
share for the same period in 1995. The following principal factors contributed
to these results:
Operating revenues for the three months ended March 31, 1996, increased $18.7
million, or 23.5%, as compared to the same period in 1995, primarily due to an
increase in fuel cost recovery revenues and the effect of weather related
increased kilowatt-hour sales on base revenues. For the first quarter 1996,
fuel cost recovery revenues were $12.5 million, or 47.5%, higher than the first
quarter 1995. The increase in fuel cost recovery revenues is related to higher
natural gas prices in the first quarter 1996, as compared to prices in effect
in the first quarter 1995, which resulted in higher generation costs and
increased purchased power. Changes in fuel cost recovery revenues have
historically had no effect on net income, as fuel costs are generally recovered
through a fuel cost adjustment clause that enables the Company to pass on to
customers substantially all changes in the cost of generating fuel and
purchased power. The adjustments regulated by the LPSC (about 99% of the total
fuel cost adjustment) are audited by the LPSC staff monthly and the remaining
portion, regulated by the Federal Energy Regulatory Commission (FERC), is
audited periodically for several years at a time. Until approval is received,
the adjustments are subject to refund.
Base revenues increased $6.2 million, or 11.7%, for the three months ended
March 31, 1996, as compared to the corresponding period in 1995. Higher base
revenues are attributable to an increase in kilowatt-hour sales to residential
and commercial customers resulting from a colder than normal winter, and
increased sales to industrial customers resulting primarily from increased
usage by the Company's largest customer. For the quarter ended March 31,
1996, kilowatt-hour sales to regular customers increased 13.9%, over the same
period in 1995. Residential kilowatt-hour sales increased 15.0%, commercial
sales climbed 14.4%, and sales to industrial customers rose by 13.4%, compared
with the first quarter 1995.
Operating expenses increased $16.6 million, or 25.4%, for the three-month
period ended March 31, 1996, as compared to the three-month period ended March
31, 1995. The increase in operating expenses is primarily due to increased
purchased power costs, maintenance expenses and federal and state income taxes.
The Company purchases electric energy from neighboring utilities when the price
of the energy purchased is less than the cost to the Company of generating
such energy from its own facilities. During the first quarter 1996, 40% of the
Company's energy requirements were met by purchasing power, compared to 13%
during the first quarter 1995. The increase in purchased power resulted from
the colder weather experienced during the first quarter 1996 and from
8
<PAGE>
scheduled outages of certain of the Company's generating units. Maintenance
expenses in 1996 increased compared to 1995 as a result of costs associated
with the 1996 scheduled maintenance of Dolet Hills Power Station Unit 1
and an increase in right-of-way reclearing expenses. Federal and state
income taxes increased $3.0 million for the three-month period ended March 31,
1996, compared to the same period in 1995, primarily due to higher taxable
income.
FINANCIAL CONDITION
Liquidity and Capital Resources
At March 31, 1996 and 1995, the Company had $12.0 million and $47.4 million,
respectively, of short-term debt outstanding in the form of commercial paper
borrowings and bank loans. The Company has a $100 million revolving credit
facility, which provides support for the issuance of commercial paper.
Uncommitted lines of credit with banks totaling $20 million are also available
to meet short-term working capital needs. Additionally, at March 31, 1996,
an unregulated subsidiary of the Company had $18.6 million of cash and
temporary cash investments in securities with original maturities of 90 days or
less.
In early January 1996, the Company issued $25 million of medium-term notes at
an average interest rate of 6.40%. Proceeds from the issuance was used to
reduce short-term debt and for other general corporate purposes.
The Company participates in a program where up to $35 million of its
receivables can be sold on an ongoing basis. The amount of receivables that
may be sold at any time depends upon seasonal fluctuations in the amount of
eligible receivables. As of March 31, 1996, the Company had sold $35 million of
eligible receivables.
The Company has filed a shelf registration statement with the Securities and
Exchange Commission (SEC) registering for later issuance $200 million aggregate
principal amount of medium-term notes. The registration statement has not yet
been declared effective by the SEC and the Company must receive authorization
from the LPSC before any medium-term notes can be issued.
Regulatory Matters
On April 24, 1996, the Federal Energy Regulatory Commission (FERC) issued two
related final rules and a Notice of Proposed Rulemaking (NOPR). The two final
rules address the issues of open access and stranded costs and the sharing of
information about the availability of transmission capacity. Portions of these
new rules will go into effect 60 days after being published. The NOPR
proposes to establish a new method for utilities to reserve capacity on their
own and others' transmission lines.
Order No. 888, a final rule, requires open access transmission by all public
utilities that own, operate or control transmission lines. Each such utility
must file a non-discriminatory open access tariff that offers others the same
9
<PAGE>
transmission services utilities provide themselves, under comparable terms and
conditions. Utilities must take transmission service for their own wholesale
transactions under the terms and conditions of their tariff. The second part
of this Order provides for the full recovery of stranded costs -- that is,
costs that were prudently incurred to serve wholesale customers and that could
go unrecovered if those customers were to use open access to move to another
supplier. Stranded costs recoverable under the rule are those associated with
wholesale requirements contracts signed before July 11, 1994. Recovery of
stranded costs associated with contracts entered after that date must be
specifically provided for in the contract. The FERC ruled that stranded costs
should be recovered from a utility's departing customers. Order No. 888 also
provides for recovery of stranded retail transmission costs, in certain cases,
including circumstances in which retail customers become wholesale
customers. The Order allows customers under existing wholesale contracts to
seek FERC approval to modify their contracts on a case-by-case basis.
The Company has three wholesale customers, which represented 1.0 % of its sales
to regular customers for the twelve months ended March 31, 1996. Management
cannot predict what, if any, effects Order No. 888 may have on wholesale prices
in the Company's service area.
Order No. 889, a final rule, requires public utilities to implement standards
of conduct and an Open Access Same-time Information System (OASIS). The OASIS
rule applies to any public utility that offers transmission services under an
open access pro forma tariff. Under this Order, transmission providers are
required to: (1) establish or participate in an OASIS that meets certain
requirements and (2) comply with prescribed standards of conduct. This Order
becomes effective 60 days after publication, but compliance is not required
until November 1, 1996. The standards of conduct are designed to prevent
employees of a public utility (or any of its affiliates) engaged in wholesale
power marketing functions from obtaining preferential access to information
regarding operation of the transmission system by, among other things,
requiring that transmission availability be posted on OASIS, requiring the
utility to schedule its own transactions using OASIS, and otherwise prohibiting
unduly discriminatory business practices.
The NOPR proposes that each public utility would replace its open access pro
forma tariff with a capacity reservation tariff (CRT) by December 31, 1997.
Under the NOPR, utilities and all other power market participants would reserve
firm rights to transfer power between designated receipt and delivery points.
In a April 24, 1996 news release, the FERC explained that the proposed
reservation-based service appears to be more compatible with the open access
requirement that market participants know how much transmission is available
for electric power purchases and sales. The news release further states the
reservation-based service may also better accommodate competitive changes
occurring in the utility industry, including more flexible transmission pricing.
10
<PAGE>
PART II
OTHER INFORMATION
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The Annual Meeting of Shareholders of the Company was held on April 19,
1996 in Pineville, Louisiana.
(b) Proxies for the election of directors were solicited pursuant to
Regulation 14A under the Securities Exchange Act of 1934, as amended.
There was no solicitation in opposition to management's nominees, and
all nominees listed in the Proxy Statement were elected.
(c) The following is a tabulation of the votes cast upon each of the
proposals presented at the Annual Meeting of Shareholders of the Company
on April 19, 1996:
(1) Election of Directors:
<TABLE>
<CAPTION>
Broker
Class II Directors For Withheld Non-Votes
------------------- ---- ---------- -----------
<S> <C> <C> <C>
Robert T. Ratcliff 20,056,532 144,879 0
Edward M. Simmons 20,055,708 145,703 0
Ernest L. Williamson 20,046,390 155,021 0
</TABLE>
(2) Approval of the appointment of Coopers & Lybrand L.L.P. as the
Company's auditors for 1996:
Broker
For Against Abstain Non-Votes
----- --------- --------- -----------
20,008,180 86,286 106,945 0
Item 5. OTHER INFORMATION
Cajun Electric Power Cooperative, Inc. (Cajun)
Cajun, which provides power to Louisiana's electric distribution
cooperatives, including Teche, is in bankruptcy. On March 8, 1996, the Company,
along with another company, submitted a joint bid for Cajun's nonnuclear
generation assets and wholesale contracts. In early April, the Company learned
that its joint bid was not selected by the bankruptcy trustee as the lead
proposal in the process to develop a reorganization plan for Cajun. Two plans
of reorganization have been filed with the bankruptcy court. The plan filed
with the bankruptcy court by the trustee includes a provision for the
assignment of Teche's wholesale power supply contract to the Company or the
substitution of a new wholesale power contract between Cajun and the Company.
This provision is subject to a number of approvals, including confirmation of
11
<PAGE>
the trustee's reorganization plan by the bankruptcy court. The Company will
continue to work with the bankruptcy trustee for the succesful resolution of
Teche's wholesale power supply contract with Cajun prior to confirmation of a
bankruptcy plan. The other reorganization plan filed with the bankruptcy court
does not provide for the assignment of Teche's wholesale power supply agreement
to the Company.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
11 Computation of Net Income Per Common Share for the three
months ended March 31, 1996 and March 31, 1995
12 Computation of Earnings to Fixed Charges and Earnings to
Combined Fixed Charges and Preferred Stock Dividends for
the twelve months ended March 31, 1996
15 Awareness letter, dated May 14, 1996, from Coopers &
Lybrand L.L.P. regarding review of the unaudited interim
financial statements
27 Financial Data Schedule
(b) Reports on Form 8-K
During the three-month period ended March 31, 1996, the Company
filed no Current Reports on Form 8-K.
12
<PAGE>
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
undersigned thereunto duly authorized.
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
(Registrant)
BY: /s/ John L. Baltes, Jr.
-------------------------
John L. Baltes, Jr.
Controller
(Chief Accounting Officer)
Date: May 15, 1996
13
<TABLE>
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
COMPUTATION OF NET INCOME PER COMMON SHARE
For the three months ended March 31,
(Unaudited)
<CAPTION>
(In thousands, except share
and per share amounts)
1996 1995
---------- ----------
<S> <C> <C>
PRIMARY
Net income applicable to common stock $ 9,516 $ 7,582
========== ==========
Weighted average number of shares of
common stock outstanding during the
period 22,437,134 22,406,616
Common stock under stock option grants 11,450 14,126
---------- ----------
Average shares 22,448,584 22,420,742
========== ==========
Primary net income per common share $ 0.42 $ 0.34
========== ==========
FULLY DILUTED
Net income applicable to common stock $ 9,516 $ 7,582
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 366 369
Deduct additional cash contribution required
which is equal to dividends on preferred
stock less dividends paid at the common
dividend rate, net of tax (42) (50)
Add tax benefit associated with dividends
paid on allocated common shares 53 40
---------- ----------
Adjusted income applicable to common stock $ 9,893 $ 7,941
========== ==========
Weighted average number of shares of
common stock outstanding during the
period 22,437,134 22,406,616
Number of equivalent common shares
attributable to ESOP 1,407,852 1,418,262
Common stock under stock option grants 11,494 14,526
---------- ----------
Average shares 23,856,480 23,839,404
========== ==========
Fully diluted net income per common share $ 0.41 $ 0.33
========== ==========
</TABLE>
<TABLE>
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 March 31, 1996
(Unaudited)
<CAPTION>
(In thousands,
except ratios)
------------------
<S> <C>
Earnings $ 50,643
Income taxes 28,230
------------------
Earnings from continuing operations before income taxes $ 78,873
------------------
Fixed charges
Interest, long-term debt 25,065
Interest, other (including interest on short-term debt) 2,946
Amortization of debt expense, premium, net 1,234
Portion of rentals representative of an interest factor 678
------------------
Total fixed charges $ 29,923
------------------
Earnings from continuing operations before
income taxes and fixed charges $ 108,796
==================
Ratio of earnings to fixed charges 3.64x
==================
Fixed charges from above $ 29,923
Preferred stock dividends* 2,963
------------------
Total fixed charges and preferred stock dividends $ 32,886
==================
Ratio of earnings to combined fixed charges and
preferred stock dividends 3.31x
==================
* Preferred stock dividends multiplied by the ratio of pretax
income to net income.
</TABLE>
Coopers Coopers & Lybrand L.L.P. 639 Loyola Avenue telephone (504) 529-2700
a professional services firm Suite 1800 facsmile (504) 529-1439
& Lybrand New Orleans, LA 70113
May 14, 1996
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, 33-62950 and 333-02895)
We are aware that our report dated April 19, 1996 on our review of the interim
financial information of Central Louisiana Electric Company, Inc. as of March
31, 1996 and for the three-month periods ended March 31, 1996, and 1995
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 that Act.
Coopers & Lybrand L.L.P.
Coopers & Lybrand L.L.P., a registered limited liability partnership, is member
of Coopers & Lybrand international.
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> UT
<LEGEND>
This schedule contains summary financial information extracted from the
Company's financial statements and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
PERIOD-TYPE 3-MOS
FISCAL-YEAR-END Dec-31-1996
PERIOD-START Jan-01-1996
PERIOD-END Mar-31-1996
BOOK-VALUE PER-BOOK
TOTAL-NET-UTILTIY-PLANT $ 930,296
OTHER-PROPERTY-AND-INVEST $ 7,932
TOTAL-CURRENT-ASSETS $ 66,616
TOTAL-DEFERRED-CHARGES $ 248,945
OTHER-ASSETS $ 8,461
TOTAL-ASSETS $ 1,262,250
COMMON $ 45,498
CAPITAL-SURPLUS-PAID-IN $ 107,247
RETAINED-EARNINGS $ 225,789
TOTAL-COMMON-STOCKHOLDERS-EQ $ 378,534
PREFERRED-MANDATORY $ 6,610
PREFERRED $ 8,646
LONG-TERM-DEBT-NET $ 170,831
SHORT-TERM-NOTES $ 0
LONG-TERM-NOTES-PAYABLE $ 215,000
COMMERCIAL-PAPER-OBLIGATIONS $ 11,972
LONG-TERM-DEBT-CURRENT-PORT $ 0
PREFERRED-STOCK-CURRENT $ 0
CAPITAL-LEASE-OBLIGATIONS $ 0
LEASES-CURRENT $ 0
OTHER-ITEMS-CAPITAL-AND-LIAB $ 470,657
TOT-CAPITALIZATION-AND-LIAB $ 1,262,250
GROSS-OPERATING-REVENUE $ 98,606
INCOME-TAX-EXPENSE $ 5,614
OTHER-OPERATING-EXPENSES $ 76,245
TOTAL-OPERATING-EXPENSES $ 81,859
OPERATING-INCOME-LOSS $ 16,747
OTHER-INCOME-NET $ 303
INCOME-BEFORE-INTEREST-EXPEN $ 17,050
TOTAL-INTEREST-EXPENSE $ 7,020
NET-INCOME $ 10,030
PREFERRED-STOCK-DIVIDENDS $ 514
EARNINGS-AVAILABLE-FOR-COMM $ 9,516
COMMON-STOCK-DIVIDENDS $ 8,415
TOTAL-INTEREST-ON-BONDS $ 3,418
CASH-FLOW-OPERATIONS $ 4,641
EPS-PRIMARY $ 0.42
EPS-DILUTED $ 0.41
<PAGE>
</TABLE>