<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):
February 12, 1996
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
February 12, 1996 is incorporated herein by reference.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
c) Exhibit
99. PacifiCorp news release issued February 12, 1996.
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.
4116
PACIFICORP
(Registrant)
By: RICHARD T. O'BRIEN
______________________
Richard T. O'Brien
Sr. Vice President and
Chief Financial Officer
Date: February 12, 1996
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT DESCRIPTION PAGE
_______ ___________ ____
<S> <C> <C>
99 PacifiCorp news release issued February 12, 1996.
</TABLE>
<PAGE>
EXHIBIT 99
_____________________________________________________________________________
PACIFICORP NEWS RELEASE
_____________________________________________________________________________
FOR FURTHER INFORMATION CONTACT:
Scott Hibbs (503) 731-2123
FOR IMMEDIATE RELEASE..BUSINESS & FINANCIAL EDITORS.. February 12, 1996
PACIFICORP REPORTS 1995 EARNINGS; PLANS COMMON SHARE OFFERING
_____________________________________________________________
PacifiCorp (NYSE: PPW) today reported 1995 earnings on common
stock of $466 million or $1.64 per share, compared to $428 million,
or $1.51 per share, reported in 1994. Included in 1995 results is
an after-tax gain of $37 million, or $0.13 per share, relating to
the completion of the sale of the Alaska long-distance operations
of the company's telecommunications subsidiary, Pacific Telecom,
Inc. (PTI).
Fourth quarter 1995 earnings on common stock were $119
million, or $0.42 per share, compared to $116 million, or $0.41 per
share, reported for the same quarter a year ago.
Fred Buckman, President and Chief Executive Officer, said,
"Despite unfavorable market conditions for the company's wholesale
and retail industrial business during most of 1995, the company was
able to achieve earnings in line with 1994 results, excluding the
gain on the sale of PTI's Alaskan long-distance telephone
operations. The decline in average wholesale spot-market prices of
over 40 percent from 1994 levels, along with cool wet weather for
irrigation customers and a decline in oil and gas customer demand,
<PAGE>2
hampered 1995 results. However, the company was able to offset
these declines with lower fuel costs by taking advantage of the
abundance of low-cost wholesale power in the western market, and
income from new long-term wholesale customer contracts."
"We are pleased with the continued growth in both electric and
telephone customers. The average number of retail electric
customers grew by 1.5 percent in 1995, while telephone customer
access lines grew by 5 percent, without the effect of acquisitions.
We are also now serving 540,000 new customers as a result of our
late-1995 acquisition of Powercor Australia Limited, an electric
distribution company located in the Australian State of Victoria,"
Buckman said.
In January 1996, the company announced it had signed a letter
of intent for an indirect PacifiCorp subsidiary to operate the
power plants of the Big Rivers Electric Corporation and to market
the surplus output from the 1740 megawatt system located in western
Kentucky. "The potential partnership with Big Rivers would
represent a significant step in our national power marketing
strategy by giving us a base from which to operate in the East,"
Buckman said. "Managing 1740 megawatts of generation in western
Kentucky would allow us to lever our talents and experience in
plant operations, fuel management and energy marketing in a new
market for the benefit of PacifiCorp shareholders and Big Rivers
customers."
<PAGE>3
COMMON SHARE OFFERING PLANNED
_____________________________
The company plans to issue and sell 8 million shares of its
common stock. The offering, which will be made only by means
of a prospectus, is expected to commence in the next few weeks.
PacifiCorp stated that the proposed offering is consistent
with one of the company's key financial objectives, which is to
maintain a balanced capital structure appropriate for an A rated
utility in an increasingly competitive market.
Copies of the prospectus, when available, may be obtained from
the offices of the Company in Portland, Oregon.
<PAGE>4
FULL YEAR 1995 EARNINGS ANALYSIS
ELECTRIC OPERATIONS
___________________
REVENUES
Total 1995 electric revenues declined $32 million, or 1
percent, from 1994, to $2.6 billion.
Retail revenues were down $27 million, or 1 percent, as a
result of a 1 percent decline in energy sales. Decreased
irrigation sales due to cool, wet weather and a decline in sales to
oil and gas customers associated with permanent well closures led
to a $29 million decline in industrial revenues. Increased sales
associated with a 1.6 percent increase in the average number of
residential and commercial customers and increased usage by these
customers were offset by the effect of mild weather conditions and
the loss of sales associated with the company's Sandpoint, Idaho
electric distribution facilities, which were sold in December 1994.
Wholesale revenues declined $13 million to $520 million, a 2
percent decrease. Lower short-term and spot market sales prices
and volumes reduced wholesale revenues by $30 million and $4
million, respectively. Partially offsetting these declines were
new long-term firm sales of $22 million and increases in prices
under the company's existing long-term wholesale contracts that
added $7 million to revenues. Sales to new wholesale customers
include traditional capacity and energy sales, as well as sales of
<PAGE>5
ancillary services. The company's wholesale sales revenue mix for
1995 was 82 percent long-term firm sales and 18 percent short-term
and spot market sales.
OPERATING EXPENSES
Total operating expenses decreased $13 million, or 1 percent,
to $1.8 billion.
Fuel costs declined $50 million, or 10 percent, due almost
entirely to reduced thermal generation of nearly 3.6 million mWh,
or 7 percent. Thermal generation was reduced due to the
availability of more cost effective resources, including the
company's own hydroelectric generation and purchased power.
PacifiCorp hydroelectric generation increased by 1.4 million mWh,
or 43 percent, as compared to 1994.
Depreciation and amortization increased $19 million, or 6
percent, to $320 million as the result of plant additions and
increased computer software amortization. Other operating expenses
increased $17 million, or 2 percent, from the prior year primarily
due to additional pension expense of $24 million (which totaled $57
million for the year), partially offset by lower maintenance
expense.
EARNINGS CONTRIBUTION
<PAGE>6
Income from operations declined $18 million, or 2 percent, to
$801 million. Earnings contribution declined $63 million, or 19
percent, to $276 million. Interest expense increased $48 million,
from $264 million in 1994 to $312 million in 1995, due in large
part to $28 million of interest associated with an IRS tax
settlement for the years 1983 through 1988. Higher interest rates
and debt balances in 1995 also contributed to the increase. Income
taxes decreased $6 million due to lower pre-tax income, offset in
part by an increase in the effective tax rate associated with the
reversal of deductions flowed through to retail electric customers
in prior years. Income taxes for the year also included $4 million
of expense associated with the IRS tax settlement referred to
above.
TELECOMMUNICATIONS
__________________
REVENUES
Revenues declined $56 million, or 8 percent, to $649 million.
The sale of PTI's Alaskan long-distance operations (Alascom) in
August 1995, resulted in a revenue decrease of $150 million,
including the $19 million effect of settlement revenues in 1994
relating to past cost study issues. Partially offsetting this
decline was $63 million of revenue from the local exchange
operations purchased from US WEST during 1995. Increased revenues
from PTI's existing local exchange operations and cellular
operations also helped offset the loss of Alascom revenues.
<PAGE>7
Exclusive of acquisitions, PTI's local exchange access lines grew
5 percent over 1994.
OPERATING EXPENSES
Operating expenses declined $57 million, or 11 percent, to
$483 million. The sale of Alascom reduced operating expenses by
$107 million. Operating expenses of $38 million from the new local
exchange operations purchased during 1995 partially offset the
decline.
EARNINGS CONTRIBUTION
Earnings contribution increased $33 million, or 46 percent, to
$103 million in 1995. The 1995 earnings contribution includes the
gain on the sale of Alascom of $37 million. The 1994 earnings
contribution included the gain associated with the settlement of
past cost study issues of $8 million.
OTHER
_____
Earnings contribution from other businesses increased $69
million. Contributing to the increase was a $32 million tax
adjustment associated with an IRS settlement for the years 1983
through 1988 referred to above. The earnings contribution from the
company's financial services subsidiary increased $27 million. The
financial services subsidiary's results in 1994 included valuation
and impairment charges of $19 million after-tax.
<PAGE>8
FOURTH QUARTER 1995 EARNINGS ANALYSIS
_____________________________________
ELECTRIC OPERATIONS
___________________
REVENUES
Fourth quarter revenues increased $5 million, or 1 percent,
from the comparable quarter of 1994, to $707 million.
Retail revenues declined $11 million, or 2 percent, to $531
million. Residential revenues were down $7 million, or 3 percent,
to $206 million, due to average temperatures that were 4 degrees
warmer than the fourth quarter of 1994, offset in part by a 1.5
percent increase in the average number of customers. Industrial
revenues declined $4 million, or 2 percent, to $169 million, due in
large part to permanent oil and gas well closures in Wyoming.
Wholesale revenues increased $9 million, or 7 percent, to $150
million. New long-term firm sales added $11 million to wholesale
revenues, while increased spot market and short-term firm sales and
increased prices under existing long-term firm contracts added $7
million and $ l million, respectively. These increases were offset
in part by the $10 million effect of reduced spot market and short-
term firm prices.
OPERATING EXPENSES
Total operating expenses increased $26 million, or 6 percent,
to $490 million in the quarter. Fuel expense declined $11 million,
<PAGE>9
or 8 percent, to $120 million. Reduced generation of 935,000 mWh,
or 7 percent, primarily resulting from the availability of
inexpensive purchased power and hydroelectric generation, accounted
for $14 million in reduced expense. PacifiCorp hydroelectric
generation increased during the fourth quarter by 413,000 mWh, or
47 percent. Purchased power expense for the fourth quarter of 1995
was up $12 million, or 14 percent, to $97 million from 1994. Power
purchases were up 1.5 million mWh, or 68 percent, while average
prices for power purchases declined $13.41 per mWh, or 34 percent.
Other electric operating expenses increased $21 million, or 12
percent, to $192 million. Additional pension expense of $18
million and accruals for the December 1995, windstorm damage of $4
million contributed to the increase.
EARNINGS CONTRIBUTION
Earnings contribution at Electric Operations decreased $22
million, or 20 percent, to $85 million. Income from operations
decreased $20 million, or 9 percent, to $217 million. The fourth
quarter 1994 earnings contribution was benefited by a gain on the
sale of the company's Sandpoint, Idaho electric distribution
facilities of $6 million pre-tax. Interest expense was up $10
million, or 15 percent, to $74 million primarily as the result of
interest on the newly issued subordinated debt, $56 million of
which was issued in exchange for approximately 2.2 million shares
of the company's $1.98 Series 1992 preferred stock, and a coal
<PAGE>10
royalty assessment settlement reversal in the fourth quarter of
1994. Income tax expense declined $13 million, or 19 percent, to
$56 million primarily as the result of decreased pre-tax income.
TELECOMMUNICATIONS
__________________
REVENUES
Telecommunications revenues declined $43 million, or 25
percent, from the fourth quarter of 1994, to $131 million. The
sale of Alascom in August 1995, resulted in a revenue decrease of
$82 million. Partially offsetting this decline was $27 million of
revenues from local exchange operations purchased from US WEST
during 1995. Increased revenues from PTI's cellular operations and
existing local exchange operations totaling $10 million also helped
offset the loss of Alascom revenues.
EXPENSES
Telecommunications operating expenses declined $43 million, or
32 percent, to $91 million in the fourth quarter of 1995. The sale
of Alascom reduced operating expenses by $65 million. Operating
expenses of $16 million from the new local exchange operations
partially offset the decline.
EARNINGS CONTRIBUTION
Earnings contribution increased $2 million, or 13 percent, to
$18 million primarily due to PacifiCorp's increased ownership. In
<PAGE>11
September 1995, PacifiCorp purchased the outstanding minority
shares of PTI.
In December 1995, PTI announced the pending acquisition of
Minnesota local exchange properties from US WEST. The acquisition,
which is expected to be completed in late-1996, would add 26,600
access lines. At year-end 1995, PTI had 530,400 access lines.
OTHER
_____
Earnings contribution from other businesses increased $22
million. Contribution from the company's financial services
business increased $7 million, including $3 million as a result of
gains on asset sales. In the fourth quarter of 1994, the company
made a $10 million donation to its charitable foundation.
<PAGE>12
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(In Thousands, Except Per Share Amounts)
(Unaudited)
<CAPTION>
12 Months Ended December 31 $ %
1995 1994 Change Change
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUES
Electric $ 2,616,100 $ 2,647,800 $ (31,700) (1)
Telecommunications 648,600 705,000 (56,400) (8)
Other (1) 136,200 153,700 (17,500) (11)
--------------------------------------------
TOTAL 3,400,900 3,506,500 (105,600) (3)
--------------------------------------------
EXPENSES
Electric
Fuel 446,600 496,400 (49,800) (10)
Purchased power 311,300 310,400 900 -
Depreciation and amortization 320,400 301,600 18,800 6
Other 736,900 720,100 16,800 2
--------------------------------------------
TOTAL 1,815,200 1,828,500 (13,300) (1)
Telecommunications 483,300 540,300 (57,000) (11)
Other (1)(2) 54,600 115,400 (60,800) (53)
--------------------------------------------
TOTAL 2,353,100 2,484,200 (131,100) (5)
--------------------------------------------
INCOME FROM OPERATIONS
Electric 800,900 819,300 (18,400) (2)
Telecommunications 165,300 164,700 600 -
Other (1)(2) 81,600 38,300 43,300 113
--------------------------------------------
TOTAL 1,047,800 1,022,300 25,500 2
Interest expense (2) 378,700 334,500 44,200 13
Minority interest and other (74,700) (30,000) (44,700) (149)
--------------------------------------------
Income before income taxes 743,800 717,800 26,000 4
Income taxes 238,800 249,800 (11,000) (4)
--------------------------------------------
NET INCOME $ 505,000 $ 468,000 $ 37,000 8
Preferred dividend requirement 38,700 39,700 (1,000) (3)
--------------------------------------------
EARNINGS CONTRIBUTION
ON COMMON STOCK (3)
Electric $ 276,400 $ 339,800 $ (63,400) (19)
Telecommunications 103,000 70,500 32,500 46
Other (1) 86,900 18,000 68,900 *
--------------------------------------------
TOTAL $ 466,300 $ 428,300 $ 38,000 9
============================================
Average common shares outstanding 284,272 282,912 1,360 -
EARNINGS PER COMMON SHARE
Electric $ 0.97 $ 1.20 $ (0.23) (19)
Telecommunications 0.36 0.25 0.11 44
Other (1) 0.31 0.06 0.25 *
--------------------------------------------
TOTAL $ 1.64 $ 1.51 $ 0.13 9
============================================
Dividends paid per common share $ 1.08 $ 1.08 $ - -
============================================
<FN>
* Not a meaningful number.
(See accompanying notes on page 15)
</FN>
</TABLE>
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<PAGE>13
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(Unaudited)
<CAPTION>
12 Months Ended December 31 $ %
1995 1994 Change Change
- ---------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
ELECTRIC REVENUES (In thousands)
Residential $ 721,900 $ 724,900 $ (3,000) -
Commercial 575,900 570,400 5,500 1
Industrial 697,600 726,300 (28,700) (4)
Other 29,700 30,700 (1,000) (3)
--------------------------------------------
Retail Sales 2,025,100 2,052,300 (27,200) (1)
Wholesale sales 520,000 532,700 (12,700) (2)
Other 71,000 62,800 8,200 13
--------------------------------------------
TOTAL $ 2,616,100 $ 2,647,800 $ (31,700) (1)
============================================
ENERGY SALES (Millions of kWh)
Residential 12,030 12,127 (97) (1)
Commercial 10,797 10,645 152 1
Industrial 19,748 20,306 (558) (3)
Other 592 623 (31) (5)
--------------------------------------------
Retail Sales 43,167 43,701 (534) (1)
Wholesale sales 16,376 15,625 751 5
--------------------------------------------
TOTAL 59,543 59,326 217 -
============================================
<CAPTION>
December December $ %
1995 1994 Change Change
--------------------------------------------
<S> <C> <C> <C> <C>
CONSOLIDATED CAPITALIZATION
Common equity $ 3,633,000 $ 3,460,000 $ 173,000 5
Preferred stock 531,000 586,000 (55,000) (9)
Long-term debt and capital
lease obligations 4,968,000 3,768,000 1,200,000 32
Short-term debt 1,227,000 551,000 676,000 123
--------------------------------------------
TOTAL $ 10,359,000 $ 8,365,000 $ 1,994,000 24
============================================
<FN>
(See accompanying notes on page 15)
</FN>
</TABLE>
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<PAGE>14
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(In Thousands, Except Per Share Amounts)
(Unaudited)
<CAPTION>
3 Months Ended December 31 $ %
1995 1994 Change Change
- ---------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUES
Electric $ 706,600 $ 701,200 $ 5,400 1
Telecommunications 131,100 174,200 (43,100) (25)
Other (1) 51,400 14,700 36,700 *
--------------------------------------------
TOTAL 889,100 890,100 (1,000) -
--------------------------------------------
EXPENSES
Electric
Fuel 120,200 131,000 (10,800) (8)
Purchased power 96,600 84,700 11,900 14
Depreciation and amortization 80,900 77,000 3,900 5
Other 192,100 171,500 20,600 12
--------------------------------------------
TOTAL 489,800 464,200 25,600 6
Telecommunications 90,600 133,900 (43,300) (32)
Other (1)(2) 27,300 11,300 16,000 142
--------------------------------------------
TOTAL 607,700 609,400 (1,700) -
--------------------------------------------
INCOME FROM OPERATIONS
Electric 216,800 237,000 (20,200) (9)
Telecommunications 40,500 40,300 200 -
Other (1)(2) 24,100 3,400 20,700 *
--------------------------------------------
TOTAL 281,400 280,700 700 -
Interest expense (2) 96,500 84,200 12,300 15
Minority interest and other (6,500) 3,700 (10,200) *
--------------------------------------------
Income before income taxes 191,400 192,800 (1,400) (1)
Income taxes 63,700 66,400 (2,700) (4)
--------------------------------------------
NET INCOME $ 127,700 $ 126,400 $ 1,300 1
Preferred dividend requirement 8,300 10,000 (1,700) (17)
--------------------------------------------
EARNINGS CONTRIBUTION
ON COMMON STOCK (3)
Electric $ 85,100 $ 106,600 $ (21,500) (20)
Telecommunications 18,000 15,900 2,100 13
Other (1) 16,300 (6,100) 22,400 *
--------------------------------------------
TOTAL $ 119,400 $ 116,400 $ 3,000 3
============================================
Average common shares outstanding 284,277 284,215 62 -
EARNINGS PER COMMON SHARE
Electric $ 0.30 $ 0.37 $ (0.07) (19)
Telecommunications 0.06 0.06 - -
Other (1) 0.06 (0.02) 0.08 *
--------------------------------------------
TOTAL $ 0.42 $ 0.41 $ 0.01 2
============================================
Dividends paid per common share $ 0.27 $ 0.27 $ - -
============================================
<FN>
* Not a meaningful number
(See accompanying notes on page 15)
</FN>
</TABLE>
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<PAGE>15
<TABLE>
PacifiCorp
and its Consolidated Subsidiaries
Summary Financial Information
(Unaudited)
<CAPTION>
3 Months Ended December 31 $ %
1995 1994 Change Change
- ---------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
ELECTRIC REVENUES (In thousands)
Residential $ 205,800 $ 213,100 $ (7,300) (3)
Commercial 148,700 148,800 (100) -
Industrial 169,100 172,600 (3,500) (2)
Other 7,200 7,600 (400) (5)
--------------------------------------------
Retail Sales 530,800 542,100 (11,300) (2)
Wholesale sales 149,800 140,400 9,400 7
Other 26,000 18,700 7,300 39
--------------------------------------------
TOTAL $ 706,600 $ 701,200 $ 5,400 1
============================================
ENERGY SALES (Millions of kWh)
Residential 3,368 3,547 (179) (5)
Commercial 2,779 2,752 27 1
Industrial 4,746 4,731 15 -
Other 145 153 (8) (5)
--------------------------------------------
Retail Sales 11,038 11,183 (145) (1)
Wholesale sales 5,504 4,311 1,193 28
--------------------------------------------
TOTAL 16,542 15,494 1,048 7
============================================
</TABLE>
(1) Other includes the operations of PacifiCorp Financial Services, Inc. and
Pacific Generation Company, as well as the activities of PacifiCorp
Holdings, Inc. and beginning in December 1995, Powercor Australia, Ltd.
an Australian electricity distributor.
(2) Certain amounts from the prior year have been reclassified to conform
with the 1995 method of presentation. Finance interest of $12.2 million
and $35.7 million in the three and twelve month periods ended December
31, 1994, respectively, was reclassified from operating expenses to
interest expense. Reclassifications had no effect on previously
reported consolidated net income.
(3) 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.
###
