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 2, 1995
NORAM ENERGY CORP.
(Exact name of Registrant as specified in its charter)
Delaware 1-3751 72-0120530
(State or other (Commission (IRS Employer
jurisdiction File Number) Identification No.)
of incorporation)
NorAm Energy Corp.
1600 Smith
Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
(713) 654-5600
(Registrant's telephone number, including area code)
Page 1 of 3 Pages<PAGE>
Item 5. Other Events
NorAm Energy Corp. hereby incorporates by reference herein
the following press release:
Press Release issued on November 2, 1995 and attached hereto
as Exhibit 99.
Item 7. Financial Statement, Pro Forma Financial Information
and Exhibits
(a) Financial Statements -- None.
(b) Pro Forma Financial Information -- None.
(c) Exhibits -- EX-99.
Page 2 of 3 Pages<PAGE>
Signature
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report on Form 8-K
to be signed on its behalf by the undersigned hereunto duly
authorized.
NORAM ENERGY CORP.
By /s/ Jack W. Ellis
Name: Jack W. Ellis
Title: Vice President &
Controller
Date: November 2, 1995
Page 3 of 3 Pages<PAGE>
For more information, contact:
Randy Burkhalter, NorAm Energy Corp.
(713) 654-7502
NorAm Energy Reports Third Quarter Results
Houston, TX -- November 2, 1995 -- NorAm Energy Corp.
reported a net loss of $14.3 million for the third quarter
compared to a $21.6 million loss for the same period last year.
After preferred dividends, the net loss was $16.3 million, or
$0.13 per share, compared to a loss of $23.6 million, or $0.19
per share in 1994. The 31% improvement was due primarily to
increased operating income which totaled $16.1 million, almost
double the $8.2 million in third quarter of 1994.
The loss for the quarter reflects the normal seasonal
pattern of earnings, which follow the residential and commercial
demand for natural gas for heating purposes in NorAm Energy's
operating territories.
The Distribution segment reported an operating loss of
$5.2 million for the quarter compared to a loss of $11.0 million
for the third quarter of 1994. Higher rates at Minnegasco and
Entex contributed $1.5 million to the improvement in operating
income. Other positive contributions were improved results from
non-utility operations, which contributed $1.0 million to the
increase, and reduced operating expenses of $1.1 million. Each
of the Distribution divisions also experienced colder weather in
the month of September compared to last year, which increased
operating income by $0.6 million.
Distribution throughput increased 10% to 94.3 billion
cubic feet (Bcf) from 86.0 Bcf last year, due in large part to
increased industrial sales.
Operating income for the Trading & Transportation Group
improved to $23.7 million for the third quarter compared to $22.1
million for the third quarter of 1994. Trading & Transportation
Group throughput for the quarter increased 54.6% to 313.0 million
MMBtu from 202.4 million MMBtu last year. This increase was due
primarily to increased sales to wholesale markets by NorAm Energy
Services as well as increased transportation throughput from both
of the company's interstate pipelines.
Interest expense decreased to $41.4 million for the
quarter compared to $43.3 million for third quarter last year.
Interest expense has declined each quarter this year and totaled
$118.2 million for the nine months ended September 30, 1995<PAGE>
2
compared to $127.0 million for the same period last year, a
decrease of approximately 7%.
"I'm pleased with the progress of the Trading and
Transportation Group, the performance from our Distribution
segment and with the continued reduction of
interest expense. These gains in a relatively weak gas market,
validate our assertion that NorAm s business fundamentals are
continuing to improve," stated Milt Honea, Chairman, President
and Chief Executive Officer.
During the quarter the company issued $200 million of
5-year notes with a coupon of 7.50%, and in October retired $150
million of 9.45% notes.
Earnings available to common stock for the first nine
months of the year was $24.7 million, or $0.20 per common share
on an average of 123.6 million shares outstanding. This compares
to earnings of $21.1 million, or $0.17 per common share on an
average of 122.4 million shares outstanding for nine months last
year, in both cases after satisfying the preferred dividend
requirement of $5.9 million.
"The natural gas industry is evolving to a more market-
based industry where value-added services and customer
satisfaction are essential. We must take advantage of the
opportunities afforded by the new market-place, especially in the
retail energy market behind the city-gate. With the
establishment of NorAm Energy Management to meet the emerging
needs of the large commercial and industrial customers, we are
moving forward in the new environment," continued Honea.
NorAm Energy Corp. (NYSE: NAE), is the nation s third
largest natural gas utility serving over 2.7 million customers
through its Entex, Arkla and Minnegasco distribution divisions.
NorAm Energy is also a major natural gas pipeline and energy
marketer providing supply, gathering, storage, transportation and
wholesale electric services through NorAm Trading and
Transportation Group. This Group includes NorAm Gas
Transmission, Mississippi River Transmission, NorAm Field
Services and NorAm Energy Services. NorAm Energy Management is
the company's retail energy supplier, providing total energy
portfolios to industrial and large commercial customers.
###<PAGE>
CONTACT INVESTOR RELATIONS
Randy Burkhalter (713) 654-7502
NORAM ENERGY CORP. AND SUBSIDIARIES
(UNAUDITED)
(in thousands of dollars except per share amounts)
THREE MONTHS ENDED SEPTEMBER 30 1995 1994
Operating Revenues $ 542,611 $ 475,626(1)
Loss Before Income Taxes $ (26,597) $ (37,747)
Net Loss $ (14,284) $ (21,657)
Preferred Dividend Requirement 1,950 1,950
Balance Available to Common Stock $ (16,234) $ (23,607)
Per Share Data:
Net Loss $ (0.13) $ (0.19)
Weighted Average Common Shares Outstanding (000's) 124,103 122,442
NINE MONTHS ENDED SEPTEMBER 30
Operating Revenues $1,996,601 $2,123,641(1)
Income Before Income Taxes $ 54,160 $ 47,905
Income Before Extraordinary Item $ 30,640 $ 27,455
Extraordinary Item, Less Taxes (2) (52) (517)
Net Income 30,588 26,938
Preferred Dividend Requirement 5,850 5,850
Balance Available to Common Stock $ 24,738 $ 21,088
Per Share Data:
Income Before Extraordinary Item $ 0.20 $ 0.18
Extraordinary Item, Less Taxes (0.00) (0.01)
Net Income $ 0.20 $ 0.17
Weighted Average Common Shares Outstanding (000's) 123,604 122,401
TWELVE MONTHS ENDED SEPTEMBER 30
Operating Revenues $2,731,286 $3,003,309(1)
Income From Continuing Operations Before Income Taxes $ 91,918 $ 49,463(4)
Income From Continuing Operations $ 54,476 $ 23,237(4)
Loss from Discontinued Operations, Less Taxes (3) (2,102) -
Income Before Extraordinary Item 52,374 23,237
Extraordinary Item, Less Taxes (2) (658) (898)
Net Income 51,716 22,339
Preferred Dividend Requirement 7,800 7,800
Balance Available to Common Stock $ 43,916 $ 14,539
Per Share Data:
Income From Continuing Operations $ 0.38 $ 0.13
Loss from Discontinued Operations, Less Taxes (0.02) -
Extraordinary Items, Less Taxes 0.00 (0.01)
Net Income $ 0.36 $ 0.12
Weighted Average Common Shares Outstanding (000's) 123,323 122,390
(1) Operating revenues for 1994 have been restated to include certain
nonregulated revenues which previously were presented net of related
expenses and reported below the operating income line.
(2) Loss on reacquisition of debt.
(3) Principally settlement of litigation related to University Savings
Association brought against the Company by the Resolution Trust
Corporation.
(4) Includes contract termination charge ($34.2 million pre-tax and
$20.9 million after-tax) from the fourth quarter of 1993.
NORAM ENERGY CORP. OPERATING STATISTICS
GAS THROUGHPUT
Third Quarter Year-to-Date
1995 1994 1995 1994
(million MMBtu)
TRADING & TRANSPORTATION
NGT
Sales 10.3 10.1 34.4 33.8
Transported 142.9 123.7 457.4 432.2
Less: Elimination (11.1) (9.4) (32.9) (31.2)
Total Throughput 142.1 124.4 458.9 434.8
MRT
Sales 9.4 6.0 25.8 17.5
Transported 89.0 52.9 283.8 234.1
Less: Elimination (9.4) (6.0) (25.8) (17.5)
Total Throughput 89.0 52.9 283.8 234.1
NES
Sales 140.7 73.5 352.9 236.0
Transported - - - -
Total Throughput 140.7 73.5 352.9 236.0
TRADING & TRANSPORTATION
GROUP CONSOLIDATED
Sales 116.1 54.4 300.0 162.8
Transported 217.4 163.4 706.3 633.4
Less: Elimination (20.5) (15.4) (58.7) (48.7)
Total Throughput 313.0 202.4 947.6 747.5
DISTRIBUTION (BCF)
ARKLA
Sales 9.1 9.7 56.5 60.7
Transported 7.1 7.6 22.4 24.3
Total Throughput 16.2 17.3 78.9 85.0
ENTEX
Sales 57.7 49.1 209.8 177.9
Transported 5.9 6.4 20.6 22.7
Total Throughput 63.6 55.5 230.4 200.6
MINNEGASCO
Sales 12.8 12.7 86.6 91.6
Transported 1.7 0.5 8.2 2.4
Total Throughput 14.5 13.2 94.8 94.0
DISTRIBUTION GROUP
CONSOLIDATED
Sales 79.6 71.5 352.9 330.2
Transported 14.7 14.5 51.2 49.4
Total Throughput 94.3 86.0 404.1 379.6
SUMMARIZED STATEMENT OF INCOME (Unaudited)
(millions of dollars)
Three Months Nine Months Ended
September 30 September 30
1995 1994 1995 1994
Operating Income(Loss) by Business Unit
Distribution $ (5.2) $ (11.0) $ 102.0 $ 105.0
Trading & Transportation 23.7 22.1 81.0 81.1
Other (2.4) (2.9) (4.9) (5.3)
Total Operating Income 16.1 8.2 178.1 180.8
Interest Expense, Net 41.4 43.3 118.2 127.0
Other Expense, Net 1.3 2.6 5.7 5.9
Income(Loss) Before Income Taxes (26.6) (37.7) 54.2 47.9
Provision for Income Taxes(Benefit) (12.3) (16.1) 23.5 20.4
Income(Loss) Before Extraordinary Item (14.3) (21.6) 30.7 27.5
Extraordinary Item, Less Taxes (1) - - (0.1) (0.5)
Net Income(Loss) (14.3) (21.6) 30.6 27.0
Preferred Dividend Requirement 2.0 2.0 5.9 5.9
Balance Available to Common Stock $ (16.3) $ (23.6) $ 24.7 $ 21.1
Per Share Data:
Before Extraordinary Item $ (0.13) $ (0.19) $ 0.20 $ 0.18
Extraordinary Item, Less Taxes - - (0.00) (0.01)
Earnings Per Common Share $ (0.13) $ (0.19) $ 0.20 $ 0.17
Weighted Average Common Shares
Outstanding (in thousands) 124,103 122,442 123,604 122,401
(1) Loss on reacquisition of debt.
Sept. 30 Sept. 30 December 31
1995 1994 1994
Debt:
Short-Term (including current $ 269.8 $ 115.6 $ 274.6
maturities)
Long-Term 1,474.9 1,604.1 1,414.4
Total Balance Sheet Debt 1,744.7 1,719.7 1,689.0
Receivables Sold 82.1 146.6 192.8
Total $ 1,826.8 $ 1,866.3 $ 1,881.8
