SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 5, 1999
(November 4, 1999)
UtiliCorp United Inc.
(Exact name of registrant as specified in charter)
Delaware 1-3562 44-0541877
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(State or other (Commission (IRS Employer
jurisdiction of File Number Identification
incorporation) No.)
20 West Ninth Street, Kansas City, Missouri 64105
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (816) 421-6600
(Former name of former address, if changed since last report) Not Applicable
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Item 5. Other Events.
On November 4, 1999, UtiliCorp issued a press release reporting results
of operations for the period ending September 30, 1999. The press release
attached as Exhibit 99 to this Form 8-K amends the disclosure set forth in the
press release issued on November 4, 1999 with respect to UtiliCorp's ownership
of Quanta Services, Inc. In the November 4, 1999 press release, UtiliCorp
reported that it effectively owned approximately 35% of Quanta. That percentage
has been changed to reflect the fact that UtiliCorp effectively owns 28% of
Quanta. This correction does not affect any of the other disclosures made in the
November 4, 1999 press release.
Item 7. Financial Statements and Exhibits.
(a) Exhibit 12, Statement Regarding Computation of Ratios
(b) Exhibit 99, Press released dated November 4, 1999.
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Signatures
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.
UtiliCorp United Inc.
By: /s/ Daniel J. Streek
Daniel J. Streek
Vice President & Assistant Controller
Date: November 5, 1999
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<CAPTION>
Ratio of Earnings to Fixed Charges
(dollars in thousands)
Interest Coverage Ratios
Exhibit 12
12 months ended Years ended Dec 31,
September 30, 1999 1998 1997 1996 1995 1994
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<S> <C> <C> <C> <C> <C> <C>
Income from continuing operations
before provision for income taxes...... $242,216 $218,882 $223,800 $186,460 $131,812 $146,532
Add:
Interest on long-term debt............. 153,602 120,275 124,357 126,933 110,227 89,526
Interest on short-term debt and other.. 6,799 12,260 10,879 18,151 16,847 7,257
Portion of rents representative of
the interest factor.................... 19,809 20,152 17,548 16,537 15,346 15,329
------ ------ ------ ------ ------ ------
Income as adjusted....................... $422,426 $371,569 $376,584 $348,081 $274,232 $258,644
-------- -------- -------- -------- -------- --------
Fixed Charges
Interest on long-term debt............. $153,602 $120,275 $124,357 $126,933 $110,227 $89,526
Interest on short-term debt............ 6,799 12,260 10,879 18,151 16,847 7,257
Portion of rents representative of
the interest factor.................... 19,809 20,152 17,548 16,537 15,346 15,329
------ ------ ------ ------ ------ ------
Fixed Charges............................ $180,210 $152,687 $152,784 $161,621 $142,420 $112,112
-------- -------- -------- -------- -------- --------
Ratio of Earnings to Fixed Charges......... 2.34 2.43 2.46 2.15 1.93 2.31
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Exhibit 99
Media Contacts:
Ethan Hirsh - (816) 467-3509
Media Relations - (816) 467-3000
Investor Contacts:
Dale Wolf - (816) 467-3536
Ellen Fairchild - (816) 467-3506
UTILICORP ANNOUNCES RECORD THIRD QUARTER RESULTS, UP 28%;
COMPANY IS ON TRACK FOR THIRD CONSECUTIVE YEAR OF 8% GROWTH
KANSAS CITY, MO, November 4, 1999 -- UtiliCorp United (NYSE: UCU) today
announced record third quarter financial results, with earnings available for
common shares of $42.5 million in the 1999 period, up from $28.5 million a year
earlier. Diluted earnings per share for the 1999 quarter were $.46, up 28
percent from $.36 a year earlier.
UtiliCorp's 1999 sales through September were $14.2 billion, and for
the 12 months ended September 30, 1999, sales reached a company record of $17.5
billion.
"The depth of UtiliCorp's portfolio of energy network and merchant
businesses again enabled us to achieve strong earnings growth," said Richard C.
Green, Jr., chairman and chief executive officer. "Our international network
investments and midstream merchant energy assets contributed strongly to our
third quarter financial results. The initial results from our investment in
Quanta Services, Inc. also helped increase third quarter earnings.
"We remain confident that UtiliCorp will achieve a third consecutive
year of 8 percent earnings growth in 1999," Green said.
Earnings before interest and taxes (EBIT) for the third quarter were
$114.6 million, up 34 percent from $85.6 million a year earlier, and for the
first nine months of 1999 EBIT was $311.8 million, up 22 percent from normalized
EBIT of $256.4 million.
A performance summary by business group follows:
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UtiliCorp Earnings, Page 2
DELIVERY NETWORKS
International
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EBIT from New Zealand in the 1999 third quarter increased $21.0 million
due to the additional investments made there in late 1998 and early 1999.
UtiliCorp holds a 79 percent interest in UnitedNetworks, New Zealand's largest
electric distribution system.
EBIT from Australia increased $5.4 million primarily due to the
acquisition of Mulitnet/Ikon gas properties in March 1999. The operational
integration of the Multinet/Ikon gas businesses with the electric business of
United Energy has been completed successfully.
U.S. Utilities
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The U.S. Utilities segment's EBIT declined by $9.7 million to $44.3
million in the 1999 third quarter, from $54.0 million. While weather was not a
factor in this decline, the cost of purchased power went up due to higher spot
market prices exacerbated by the Greenwood Unit 3 plant explosion in July, and
depreciation was higher because of the continued upgrade of information
technology infrastructure. The company recently settled two rate cases in West
Virginia and filed rate cases in Kansas and Nebraska to add the investments in
technology infrastructure to rate base.
On September 9, 1999, UtiliCorp entered into an agreement with
Allegheny Energy, Inc., under which it will sell its West Virginia Power
division to Allegheny for approximately $75 million in cash. In addition to the
sale of West Virginia Power's electric and natural gas distribution assets, in a
separate transaction the company signed a 20-year gas supply agreement under
which Aquila Energy will provide natural gas to Allegheny.
The sale of West Virginia Power assets requires approval by the Public
Service Commission of West Virginia, the Securities and Exchange Commission, the
Department of Justice and the Federal Trade Commission. It is expected that all
required approvals will be received and the transaction will close in 1999.
--more--
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UtiliCorp Earnings, Page 3
ENERGY MERCHANT
International
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Third quarter EBIT from the United Kingdom/Europe decreased $1.6
million in 1999 due to the start-up costs associated with the expansion of
Aquila's marketing business into Europe. Aquila embarked on a selective
expansion of its overseas operations a few months ago, building on its
established platforms in the U.S. and the United Kingdom. The company opened
energy marketing offices in Spain and Norway, positioning UtiliCorp to take
advantage of the opening of European energy markets to competition.
Aquila Energy (North America)
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Aquila Energy's third quarter EBIT increased $3.5 million to $28.2
million in 1999 from $24.7 million in the 1998 quarter.
EBIT from Aquila's Energy Assets segment increased $4.4 million due to
a strong increase in gas throughput volumes and prices of natural gas liquids
(NGLs). Throughput volumes increased 12 percent to 559 million cubic feet per
day and average NGL prices increased 61 percent to $.37 per gallon in the 1999
quarter compared to the 1998 quarter. Results in the 1998 quarter included a
$3.6 million gain on the sale of an interest in an independent power project.
Marketing and Trading EBIT was $.9 million lower in the 1999 third
quarter than a year earlier primarily due to $2.7 million of moving costs
associated with the relocation to Kansas City. Strong energy term and gas
trading results were offset by a lower power trading performance. The lower
power trading results were caused by unfavorable price volatility in 1999
compared to 1998.
Corporate and Other
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EBIT from Corporate/Other was $3.1 million compared to a loss of $7.2
million a year earlier. Corporate/Other reflects the initial earnings from
Quanta Services, Inc. (NYSE:PWR) stemming from services
--more--
<PAGE>
UtiliCorp Earnings, Page 4
provided to Quanta. UtiliCorp now effectively owns approximately 28 percent of
Quanta.
UtiliCorp is an international electric and gas company with about 4.5
million customers across the U.S. and in Canada, the United Kingdom, New Zealand
and Australia. Based in Kansas City, Missouri, the Fortune 500 company operates
regulated electric and gas utilities in eight states and one Canadian province
and, through the Aquila Energy subsidiary, markets natural gas and electricity
across most of North America. For 1998, Aquila was ranked the second-largest
wholesale marketer of natural gas in the U.S. and the third-largest marketer of
electricity. UtiliCorp's Internet home page is at www.utilicorp.com.
NOTE: This release contains forward-looking information. Such statements involve
risks and uncertainties and there are certain important factors that could cause
actual results to differ materially from those anticipated. Those factors
include, but are not limited to, future national and regional economic and
competitive conditions, inflation rates ,currency fluctuations regulatory
changes, weather conditions, financial market conditions ,commodity prices,
prices of natural gas, NGLs and electricity, interest rates, future business
decisions, pace of third party drilling activity, outcome of pending domestic
rate proceedings and other uncertainties including those set forth in the
company's various filings with the SEC including those in the company's most
recent Form 10-K, all of which are difficult to predict and many of which are
beyond the control of the company.
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UtiliCorp Earnings, Page 5
<TABLE>
<CAPTION>
UTILICORP UNITED INC.
Earnings Before Interest and Taxes (EBIT)
3 Months Ended September 30, Favorable/
In millions except per share 1999 1998 (Unfavorable)
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<S> <C> <C> <C>
International:
Australia $ 10.3 $ 4.9 $ 5.4
Canada 5.2 5.1 .1
New Zealand 23.9 2.9 21.0
United Kingdom/Europe (.4) 1.2 (1.6)
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Total International 39.0 14.1 24.9
Aquila Energy:
Energy Assets 17.6 13.2 4.4
Marketing and Trading 10.6 11.5 (.9)
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Total Aquila Energy 28.2 24.7 3.5
U.S. Utilities 44.3 54.0 (9.7)
Corporate/Other 3.1 (7.2) 10.3
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EBIT $114.6 $85.6 $29.0
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Diluted EPS $.46 $.36 $.10
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UtiliCorp Earnings, Page 6
UTILICORP UNITED INC.
Consolidated Condensed Statements of Income
(As Reported, Prior to Normalizing Items)
3 Months Ended September 9 Months Ended 12 Months Ended September
30, September 30, 30,
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In millions except per share 1999 1998 1999 1998 1999 1998
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<S> <C> <C> <C> <C> <C> <C>
Sales $6,464.2 $3,808.6 $14,235.4 $9,269.0 $17,529.4 $12,329.1
Cost of Sales 6,175.1 3,560.9 13,390.2 8,557.6 16,428.6 11,371.3
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Gross Profit 289.1 247.7 845.2 711.4 1,100.8 957.8
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Equity in earnings of investments 14.0 24.1 34.7 107.3 52.5 122.0
Operating expenses 196.5 186.8 577.1 550.4 752.8 727.6
Other income (expense) 8.0 .6 9.0 (7.7) 2.1 (7.5)
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EBIT 114.6 85.6 311.8 260.6 402.6 344.7
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Interest expense 50.6 36.8 134.2 106.4 160.4 140.7
Income taxes 21.5 20.3 58.4 58.9 86.1 77.7
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Cumulative effect of software -- -- -- -- -- 4.8
accounting change, net of tax
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Net income $42.5 $ 28.5 $119.2 $ 95.3 $156.1 $ 121.5
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Weighted Average Shares 92.5 80.4 92.1 80.9 89.7 80.7
Outstanding - Diluted
Earnings Per Share:
Diluted EPS - As reported $.46 $.36 $1.30 $1.18 $1.74 $1.51
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Diluted EPS - Normalized $.46 $.36 $1.30 $1.17 $1.74 $1.55
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<FN>
Note: The 9-month and 12-month figures for 1998 contain non-recurring items which are discussed in
the company's 1998 Annual Report.
</FN>
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