<PAGE>
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):
October 26, 1994
PACIFICORP
(Exact name of registrant as specified in its charter)
State of Oregon 1-5152 93-0246090
(State of Incorporation) (Commission (I.R.S. Employer
File No.) Identification No.)
700 N.E. Multnomah, Suite 1600, Portland, Oregon 97232-4116
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(503) 731-2000
No Change
(Former Name or Former Address, if changed since last report)
<PAGE>
Item 5. OTHER EVENTS
Information contained in the news release of PacifiCorp issued on
October 26, 1994 is incorporated herein by reference.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
c) Exhibit
99. PacifiCorp news release issued October 26, 1994.
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.
PACIFICORP
(Registrant)
By: RICHARD T. O'BRIEN
_________________________________
Richard T. O'Brien
Vice President
Date: October 26, 1994
<PAGE>
EXHIBIT 99
PACIFICORP NEWS RELEASE
______________________________________________________________________________
For further information contact:
Chris Hunter: (503) 731-2090
Scott Hibbs: (503) 731-2123
FOR IMMEDIATE RELEASE..BUSINESS & FINANCIAL EDITORS..October 26, 1994
PacifiCorp (NYSE:PPW) today reported third quarter 1994 consolidated earnings
on common stock from continuing operations of $122 million, or $.43 per share,
a 23 percent, or $.08 increase from the same quarter a year ago. For the year
to date, consolidated earnings on common stock from continuing operations rose
$32 million, or 11 percent, to $312 million. Earnings per share from
continuing operations rose $.07, or 7 percent, to $1.10 for the nine months.
The average number of shares outstanding in the quarter and year to date
periods increased 10 million, or 4 percent, primarily due to 6 million shares
of common stock sold to the public in September 1993.
President and Chief Executive Officer, Fred Buckman, said, "The Company's
reported earnings from continuing operations were up strongly this quarter,
due in part to growth in our basic businesses. Electric operations benefitted
from warmer than normal weather throughout its service territory and 2 percent
growth in the number of customers as compared with last year."
Total energy sales in the quarter increased 965,000 megawatt hours (mWh), or 7
percent. During the quarter, electric operations established a new total firm
load peak demand of 8,920 megawatts (MW).
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<PAGE>
Regarding Pacific Telecom, Inc. (PTI), the company's 87 percent-owned
telecommunications subsidiary, Buckman said, "PTI also had a strong increase
in its basic businesses, including growth in local exchange and cellular
operations and higher long line rates of return."
Earnings in the quarter were also benefitted by two nonrecurring gains. These
two gains relate to the state regulators' approval of the recognition at
electric operations of a gain on the sale of sulfur dioxide emissions
allowances, which occurred in 1993, and the resolution of past cost study
issues associated with the Company's pending sale of Alascom, the long
distance subsidiary of PTI. The sale of allowances and the resolution of past
cost study issues contributed $.02 and $.03, respectively, to the company's
third quarter earnings per share.
2
<PAGE>
THIRD QUARTER 1994 EARNINGS ANALYSIS
____________________________________
ELECTRIC OPERATIONS
___________________
REVENUES
Third quarter revenues rose $58 million, or 9 percent, to $680 million, on a 7
percent increase in energy sales.
Retail revenues were up $41 million, or 9 percent, as a result of an 8 percent
increase in energy sales. Revenues and sales volume increased in each retail
customer classification due to warmer weather, a 2 percent increase in
customers and increased customer usage.
Wholesale revenues increased $10 million to $151 million, a 7 percent
increase, benefiting from new short-term and long-term firm contracts and
higher prices. Total wholesale energy sales increased 4 percent. Firm
wholesale revenues rose $5 million to $128 million largely due to higher
prices and two new contracts. Spot market revenues increased $5 million to
$23 million on higher sales volume and prices.
The Western U.S. experienced strong energy demand relative to last year when
mild summer conditions prevailed. Hot weather spread to the normally mild
Pacific Northwest, with Portland and many other locations establishing new
record high temperatures. On July 21, 1994, PacifiCorp experienced a new
total firm load peak demand of 8,920 MW. Warmer weather increased usage by
residential and commercial customers, with residential average usage
increasing 8
3
<PAGE>
percent over the third quarter of last year.
OPERATING EXPENSES
Total operating expenses increased $45 million, or 10 percent. Additional
power requirements due to increased energy volume sold, coupled with a 182,000
mWh, or 27 percent, decrease in hydro production were met by a 669,000 mWh, or
32 percent, increase in purchased power and a 655,000 mWh, or 5 percent,
increase in thermal generation. Purchased power and wheeling expense
increased $26 million primarily due to $15 million from increased volume
purchased and $11 million from higher prices, including $4 million under BPA
peaking and wheeling contracts. Fuel expense increased $6 million, or 5
percent.
EARNINGS CONTRIBUTION
Income from operations increased $14 million, or 7 percent, to $208 million.
Earnings contribution increased $9 million, or 11 percent, to $87 million for
the quarter. Two major elements combined to improve results: increased
income from operations and a $9 million pre-tax gain on the sale of sulfur
dioxide emission allowances. Income tax expense rose $14 million due to
increased pre-tax income and various adjustments which raised the effective
tax rate.
TELECOMMUNICATIONS
__________________
PTI's earnings contribution from continuing operations increased $14 million,
or 111 percent, to $26 million from the third quarter of
4
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1993. PTI's earnings contribution included $8 million as the result of the
resolution of past cost study issues associated with the pending sale of
Alascom. PTI's earnings contribution also benefitted from higher long lines
rates of return, local exchange access line growth, customer growth in
cellular operations, and reduced interest expense due to lower borrowing
levels. In the third quarter of 1993, the company reported a $52 million gain
from discontinued operations for the sale of PTI's international
communications subsidiary.
On October 17, 1994, PacifiCorp announced that PTI signed an agreement to sell
Alascom to AT&T. Alascom, a wholly-owned subsidiary of PTI, furnishes
interstate and intrastate long distance service, private line and other
communications services throughout the state of Alaska. The transaction would
settle market restructuring issues in Alaska that have been the focus of
regulators, the company and its investors for more than ten years. Under the
terms of the agreement, AT&T will pay $290 million in cash for the Alascom
stock and for settlement of all past cost study issues. PTI will retain the
$75 million transition payment received in July 1994, bringing total proceeds
to $365 million. Proceeds from the sale will be redeployed in PTI's local
exchange acquisition program.
PacifiCorp will recognize, when the sale closes, an estimated after-tax gain
of between $44 million and $48 million, or between $.15 and $.17 per share.
The sale of Alascom is expected to close in early 1995.
5
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OTHER BUSINESSES
________________
PacifiCorp's other businesses earnings increased $4 million from the prior
year. This increase reflects the effect of certain nonrecurring corporate
expenses recorded in the third quarter of 1993, and reduced interest expense
in the current quarter.
The average number of common shares outstanding increased by 10 million, or 4
percent, due to the issuance of 6 million shares in a September 1993 public
offering and issuances under the dividend reinvestment and employee stock
ownership plans. PacifiCorp does not currently anticipate issuing any
additional common shares during the remainder of 1994 and will switch from new
issuances to open market purchases for its dividend reinvestment and employee
stock ownership plans. The Company's stock went ex-dividend on October 17 for
a $.27 per share dividend payment on November 15, 1994.
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<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(In Thousands, Except Earnings Per Share)
(Unaudited)
<CAPTION>
3 Months Ended September 30 %
1994 1993 Change
- ------------------------------------------------------------------------------
<S> <C> <C> <C>
REVENUES
Electric $ 679,900 $ 621,500 9
Telecommunications (1) 194,500 181,300 7
Other (2) 40,600 57,300 (29)
-------------------------------------
TOTAL 915,000 860,100 6
-------------------------------------
EXPENSES
Electric
Fuel 132,100 126,200 5
Purchased power 80,300 57,100 41
Depreciation and amortization 75,600 69,900 8
Other 184,400 174,400 6
-------------------------------------
TOTAL 472,400 427,600 10
-------------------------------------
Telecommunications (1) 139,500 144,900 (4)
Other (2) 37,700 49,200 (23)
-------------------------------------
TOTAL 649,600 621,700 4
-------------------------------------
INCOME FROM OPERATIONS
Electric 207,500 193,900 7
Telecommunications 55,000 36,400 51
Other (2) 2,900 8,100 (64)
-------------------------------------
TOTAL 265,400 238,400 11
Interest expense 76,100 79,500 (4)
Minority interest and other (14,500) (900) *
-------------------------------------
Income from continuing operations
before income taxes 203,800 159,800 28
Income taxes 72,000 54,600 32
-------------------------------------
Income from continuing operations
before cumulative effect of change
in accounting for income taxes 131,800 105,200 25
Discontinued operations (3) - 52,400 *
Cumulative effect of change in
accounting for income taxes - - -
-------------------------------------
NET INCOME $ 131,800 $ 157,600 (16)
-------------------------------------
Preferred dividend requirement 10,000 9,800 2
-------------------------------------
EARNINGS CONTRIBUTION
ON COMMON STOCK (4)
Electric $ 87,400 $ 78,400 11
Telecommunications 25,700 12,200 111
Other (2) 8,700 4,800 81
-------------------------------------
Earnings contribution from continuing
operations before cumulative effect
of change in accounting for income taxes 121,800 95,400 28
Discontinued operations (3) - 52,400 *
Cumulative effect of change in
accounting for income taxes - - -
-------------------------------------
TOTAL $ 121,800 $ 147,800 (18)
=====================================
Average common shares outstanding 283,503 273,818 4
EARNINGS PER COMMON SHARE
Earnings per common share from continuing
operations before cumulative effect of
change in accounting for income taxes $ 0.43 $ 0.35 23
Discontinued operations (3) - 0.19 *
Cumulative effect of change in
accounting for income taxes - - -
-------------------------------------
TOTAL $ 0.43 $ 0.54 (20)
=====================================
Dividends paid per common share $ 0.27 $ 0.27 -
=====================================
<FN>
* Not a meaningful number
(See accompanying notes)
</TABLE>
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<PAGE>
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(Unaudited)
<CAPTION>
3 Months Ended September 30 %
1994 1993 Change
- ------------------------------------------------------------------------------
<S> <C> <C> <C>
ELECTRIC REVENUES (In thousands)
Residential $ 158,100 $ 139,200 14
Commercial 147,300 137,100 7
Industrial 199,000 187,200 6
Other -------------------------------------
Retail Sales 512,400 471,100 9
Wholesale sales 150,600 140,500 7
Other 16,900 9,900 71
-------------------------------------
TOTAL $ 679,900 $ 621,500 9
=====================================
ENERGY SALES (Millions of kWh)
Residential 2,604 2,365 10
Commercial 2,828 2,579 10
Industrial 5,633 5,336 6
Other 165 151 9
-------------------------------------
Retail Sales 11,230 10,431 8
Wholesale sales 4,363 4,197 4
-------------------------------------
TOTAL 15,593 14,628 7
=====================================
<FN>
(See accompanying notes)
</TABLE>
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<PAGE>
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(In Thousands, Except Earnings Per Share)
(Unaudited)
<CAPTION>
9 Months Ended September 30 %
1994 1993 Change
- ------------------------------------------------------------------------------
<S> <C> <C> <C>
REVENUES
Electric $ 1,946,600 $ 1,847,400 5
Telecommunications (1) 530,800 525,100 1
Other (2) 139,000 155,600 (11)
-------------------------------------
TOTAL 2,616,400 2,528,100 3
-------------------------------------
EXPENSES
Electric
Fuel 365,400 337,900 8
Purchased power 225,700 192,800 17
Depreciation and amortization 224,600 209,400 7
Other 548,600 528,700 4
-------------------------------------
TOTAL 1,364,300 1,268,800 8
-------------------------------------
Telecommunications (1) 406,400 422,000 (4)
Other (2) 127,600 153,800 (17)
-------------------------------------
TOTAL 1,898,300 1,844,600 3
-------------------------------------
INCOME FROM OPERATIONS
Electric 582,300 578,600 1
Telecommunications 124,400 103,100 21
Other (2) 11,400 1,800 *
-------------------------------------
TOTAL 718,100 683,500 5
Interest expense 226,800 251,400 (10)
Minority interest and other (33,700) (21,000) (60)
-------------------------------------
Income from continuing operations
before income taxes 525,000 453,100 16
Income taxes 183,400 143,500 28
-------------------------------------
Income from continuing operations
before cumulative effect of change
in accounting for income taxes 341,600 309,600 10
Discontinued operations (3) - 52,400 *
Cumulative effect of change in
accounting for income taxes - 4,000 *
-------------------------------------
NET INCOME $ 341,600 $ 366,000 (7)
-------------------------------------
Preferred dividend requirement 29,700 29,500 1
-------------------------------------
EARNINGS CONTRIBUTION
ON COMMON STOCK (4)
Electric $ 233,200 $ 235,400 (1)
Telecommunications 54,600 36,000 52
Other (2) 24,100 8,700 *
-------------------------------------
Earnings contribution from continuing
operations before cumulative effect of
change in accounting for income taxes 311,900 280,100 11
Discontinued operations (3) - 52,400 *
Cumulative effect of change in
accounting for income taxes - 4,000 *
-------------------------------------
TOTAL $ 311,900 $ 336,500 (7)
=====================================
Average common shares outstanding 282,473 272,514 4
EARNINGS PER COMMON SHARE
Earnings per common share from continuing
operations before cumulative effect of
change in accounting for income taxes $ 1.10 $ 1.03 7
Discontinued operations (3) - 0.19 *
Cumulative effect of change in
accounting for income taxes - 0.01 *
-------------------------------------
TOTAL $ 1.10 $ 1.23 (11)
=====================================
Dividends paid per common share $ 0.81 $ 0.925 (12)
=====================================
<FN>
* Not a meaningful number
(See accompanying notes)
</TABLE>
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<PAGE>
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(Unaudited)
<CAPTION>
9 Months Ended September 30 %
1994 1993 Change
- ------------------------------------------------------------------------------
<S> <C> <C> <C>
ELECTRIC REVENUES (In thousands)
Residential $ 511,800 $ 491,100 4
Commercial 421,600 402,400 5
Industrial 553,700 521,800 6
Other 23,100 22,400 3
-------------------------------------
Retail Sales 1,510,200 1,437,700 5
Wholesale sales 392,300 381,400 3
Other 44,100 28,300 56
-------------------------------------
TOTAL $ 1,946,600 $ 1,847,400 5
=====================================
ENERGY SALES (Millions of kWh)
Residential 8,580 8,588 -
Commercial 7,893 7,477 6
Industrial 15,575 14,791 5
Other 470 453 4
-------------------------------------
Retail Sales 32,518 31,309 4
Wholesale sales 11,314 11,311 -
-------------------------------------
TOTAL 43,832 42,620 3
=====================================
September December %
1994 1993 Change
-------------------------------------
CONSOLIDATED CAPITALIZATION
Common equity $ 3,411,000 $ 3,263,000 5
Preferred stock 586,000 586,000 -
Long-term debt and capital
lease obligations 3,800,000 3,924,000 (3)
Short-term debt 583,000 709,000 (18)
-------------------------------------
TOTAL $ 8,380,000 $ 8,482,000 (1)
=====================================
<FN>
(See accompanying notes)
</TABLE>
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<PAGE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(1) Certain amounts from the prior year have been reclassified to conform
with the 1994 method of presentation. These reclassifications had no
effect on previously reported consolidated net income.
(2) Other includes the operations of PacifiCorp Financial Services, Inc. and
independent power production, as well as the activities of PacifiCorp
Holdings, Inc.
(3) Represents the Company's interest in an international communications
subsidiary.
(4) Earnings contribution on common stock by segment:
(a) Does not reflect elimination for interest on intercompany borrowing
arrangements.
(b) Includes income taxes on a separate company basis, with any benefit
or detriment of consolidation reflected in Other.
(c) Amounts are net of preferred dividend requirements and minority
interest.
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###
