<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, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number 1-9052
DPL INC.
(Exact name of registrant as specified in its charter)
OHIO 31-1163136
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Courthouse Plaza Southwest
Dayton, Ohio 45402
(Address of principal executive offices)
(513) 224-6000
(Registrant's telephone number, including area code)
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
---- ----
Indicate the number of shares of the issuer's classes of common
stock, as of the latest practicable date.
Common Stock, $.01 par value
and Preferred Share Purchase Rights 106,951,623 Shares
----------------------------------- ------------------
(Title of each class) (Outstanding at March 31, 1995)
<PAGE>
DPL INC.
INDEX
Page No.
Part I - Financial Information
Item 1. Financial Statements
Consolidated Statement of Results of Operations 1
Consolidated Statement of Cash Flows 2
Consolidated Balance Sheet 3
Notes to Consolidated Financial Statements 5
Operating Statistics 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 9
Part II - Other Information 11
Signatures 12
i
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF RESULTS OF OPERATIONS
DPL Inc.
Three Months Ended
March 31
------------------
1995 1994
---- ----
--thousands--
<S> <C> <C>
Income
- ------
Utility service revenues $355,567 $372,115
Interest and other income 6,297 4,741
-------- --------
Total Income 361,864 376,856
-------- --------
Expenses
- --------
Fuel used in electric and steam production 64,147 58,681
Gas purchased for resale 63,019 79,215
Operation and maintenance 51,505 60,595
Depreciation and amortization 28,896 28,555
General taxes 31,261 29,055
Interest expense 23,134 23,428
Amortization (deferral) of regulatory
assets, net 2,725 2,630
Preferred dividend requirements of The
Dayton Power and Light Company 217 2,120
-------- --------
Total Expenses 264,904 284,279
-------- --------
Income Before Income Taxes 96,960 92,577
Income Taxes 36,147 37,225
-------- --------
Net Income $ 60,813 $ 55,352
======== ========
Average Number of Common Shares
Outstanding (000) 101,056 97,931
Earnings Per Share of Common Stock $0.60 $0.57
Dividends Paid Per Share of Common Stock $0.31 $0.295
</TABLE>
See Notes to Consolidated Financial Statements.
These interim statements are unaudited.
-1-
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF CASH FLOWS
DPL Inc.
Three Months Ended
March 31
------------------
1995 1994
---- ----
--thousands--
<S> <C> <C>
Operating Activities
- --------------------
Cash received from utility customers $343,636 $355,183
Other operating cash receipts 8,559 3,967
Cash paid for:
Fuel and purchased power (61,472) (57,443)
Purchased gas (33,621) (53,057)
Operation and maintenance labor (25,592) (25,564)
Nonlabor operating expenditures (38,785) (43,293)
Interest (net of amounts capitalized) (24,856) (25,127)
Income taxes 11,375 (488)
Property, excise and payroll taxes (49,582) (45,768)
-------- --------
Net cash provided by operating
activities 129,662 108,410
-------- --------
Investing Activities
- --------------------
Net cash used for property expenditures
and other (28,515) (27,155)
-------- --------
Financing Activities
- --------------------
Dividends paid on common stock (31,330) (28,836)
Retirement of short-term debt - (25,000)
Retirement of long-term debt (42) (38)
Issuance of common stock - 4,799
-------- --------
Net cash used for financing activities (31,372) (49,075)
-------- --------
Net increase in cash and temporary cash
investments 69,775 32,180
Cash and temporary cash investments at
beginning of period 95,566 81,640
-------- --------
Cash and temporary cash investments at
end of period
$165,341 $113,820
======== ========
</TABLE>
See Notes to Consolidated Financial Statements.
These interim statements are unaudited.
-2-
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEET
DPL Inc.
At At
March 31, December 31,
1995 1994
--------- -----------
--thousands--
<S> <C> <C>
ASSETS
- ------
Utility property and plant $3,267,243 $3,254,095
Other property and plant 64,199 62,333
Construction work in progress 69,879 68,549
---------- ----------
3,401,321 3,384,977
Less--
Accumulated depreciation and
amortization (1,096,680) (1,072,789)
---------- ----------
Net property and plant 2,304,641 2,312,188
---------- ----------
Current Assets
- --------------
Cash and temporary cash investments 165,341 95,566
Accounts receivable, less provision
for uncollectible accounts 115,331 103,411
Inventories, at average cost 73,901 84,638
Taxes applicable to subsequent years 49,772 78,289
Prepaid utility excise tax 35,856 17,928
Prepayments and other 8,351 6,958
---------- ----------
Total current assets 448,552 386,790
---------- ----------
Other Assets
- ------------
Income taxes recoverable through
future revenue 246,535 249,330
Regulatory assets (Note 1) 167,791 168,844
Other assets 124,534 115,545
---------- ----------
Total other assets 538,860 533,719
---------- ----------
Total Assets $3,292,053 $3,232,697
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements.
These interim statements are unaudited.
-3-
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEET
(continued)
DPL Inc.
At At
March 31, December 31,
1995 1994
--------- ------------
--thousands--
<S> <C> <C>
CAPITALIZATION AND LIABILITIES
- ------------------------------
Capitalization
- --------------
Common shareholders' equity--
Common stock $ 1,070 $ 1,070
Other paid-in capital 776,851 776,622
Common stock held by employee plans (107,026) (108,649)
Earnings reinvested in the business 488,893 459,292
---------- ----------
Total common shareholders' equity 1,159,788 1,128,335
Preferred stock of The Dayton Power
and Light Company--
Without mandatory redemption provisions 22,851 22,851
Long-term debt 1,093,710 1,093,736
---------- ----------
Total capitalization 2,276,349 2,244,922
---------- ----------
Current Liabilities
- -------------------
Accounts payable 78,177 75,334
Current portion of first mortgage bonds 4,730 4,730
Accrued taxes 135,588 123,936
Accrued interest 21,883 23,963
Gas costs refundable 17,169 5,635
Other 17,314 21,340
---------- ----------
Total current liabilities 274,861 254,938
---------- ----------
Deferred Credits and Other
- --------------------------
Deferred taxes 516,952 511,847
Unamortized investment tax credit 81,932 81,463
Other 141,959 139,527
---------- ----------
Total deferred credits and other 740,843 732,837
---------- ----------
Total Capitalization and Liabilities $3,292,053 $3,232,697
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements.
These interim statements are unaudited.
-4-
<PAGE>
Notes to Consolidated Financial Statements
1. Regulatory assets on the balance sheet consist of:
<TABLE>
<CAPTION>
March 31, Dec. 31,
1995 1994
---- ----
--millions--
<S> <C> <C>
Phase-in $ 73.4 $ 75.9
Demand-Side Management 34.1 31.9
Deferred interest - Zimmer 60.3 61.0
------- -------
Total $167.8 $168.8
======= =======
</TABLE>
2. Statement of Cash Flow Reconciliation
Reconciliation of Net Income to Net Cash Provided by
Operating Activities:
<TABLE>
<CAPTION>
Three Months Ended
March 31
1995 1994
---- ----
--millions--
<S> <C> <C>
Net Income $ 60.8 $ 55.3
Adjustments for non-cash items:
Depreciation and amortization 28.9 28.6
Deferred income taxes 4.4 (3.8)
Taxes applicable to subsequent years 28.7 26.2
Amortization (deferral) of regulatory
assets, net 2.7 2.6
Changes in Working Capital:
Accounts receivable and unbilled
revenue (10.4) (15.7)
Accounts payable 6.8 (20.6)
Other 12.1 27.4
Other operating activities (4.3) 8.4
Net cash provided by operating ------ ------
activities $129.7 $108.4
====== ======
</TABLE>
3. Reclassifications have been made in certain prior years'
amounts to conform to the current reporting presentation of
DPL Inc.
-5-
<PAGE>
4. The consolidated financial statements in this report have
been prepared by DPL Inc., without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. These consolidated
financial statements should be read in conjunction with the
consolidated financial statements and notes thereto in DPL Inc.'s
1994 Annual Report on Form 10-K.
The information included in this Form 10-Q reflects all
adjustments which are, in the opinion of management, necessary
for a fair statement of the results of operations for the periods
presented. Any adjustments are of a normal recurring nature.
-6-
<PAGE>
<TABLE>
<CAPTION>
OPERATING STATISTICS
The Dayton Power and Light Company
Three Months Ended
March 31
------------------
1995 1994
---- ----
<S> <C> <C>
Electric
- --------
Sales (millions of kWh) --
Residential 1,346 1,426
Commercial 772 749
Industrial 1,096 1,039
Other 1,020 544
------- -------
Total 4,234 3,758
Revenues (thousands of dollars)--
Residential 110,309 115,575
Commercial 53,837 53,005
Industrial 56,045 55,170
Other 35,885 26,548
------- -------
Total 256,076 250,298
Other Electric Statistics--
Average price per kWh--retail and
wholesale customers (cents) 5.99 6.60
Fuel cost per net kWh generated (cents) 1.34 1.47
Electric customers at end of period 471,596 465,934
Average kWh use per residential customer 3,194 3,417
Peak demand--maximum one hour use (mw),
(net) 2,508 2,747
</TABLE>
-7-
<PAGE>
<TABLE>
<CAPTION>
OPERATING STATISTICS
(continued)
The Dayton Power and Light Company
Three Months Ended
March 31
------------------
1995 1994
---- ----
<S> <C> <C>
Gas
- ---
Sales (millions of mcf) --
Residential 12,771 14,753
Commercial 3,545 4,284
Industrial 1,225 1,894
Other 1,196 1,415
Transportation gas delivered 5,453 5,177
------- -------
Total 24,190 27,523
Revenues (thousands of dollars) --
Residential 65,472 79,004
Commercial 17,344 21,905
Industrial 5,839 8,797
Other 8,532 9,170
------- -------
Total 97,187 118,876
Other Gas Statistics --
Average price per mcf--retail
customers (dollars) 5.03 5.21
Gas customers at end of period 291,315 287,640
Degree Days (based on calendar month) --
Heating 2,831 3,194
Cooling 0 0
</TABLE>
-8-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
DPL Inc.'s earnings for the first quarter of 1995 are $0.60
per share, up from $0.57 per share in the first quarter of 1994.
Successful efforts in the areas of cost containment, productivity
and efficiency contributed to the first quarter financial
results. Mild winter weather kept overall retail electric sales
flat, but sales to business customers continued to grow, up 4%
over the first quarter of 1994. This is strong evidence of the
continuing economic expansion in West Central Ohio.
An analysis of the financial condition and results of
operation for the first quarter ended March 31, 1995 and 1994 is
discussed below.
Financial Condition
- -------------------
Construction plans are subject to continuing review and are
expected to be revised in light of changes in financial and
economic conditions, load forecasts, legislative and regulatory
developments and changing environmental standards, among other
factors. DP&L's ability to complete its capital projects and the
reliability of future service will be affected by its financial
condition, the availability of external funds at reasonable cost
and adequate and timely rate increases.
As of March 31, 1995, DPL Inc.'s cash and temporary cash
investment balance was $165.3 million.
DP&L has available to it $97 million in short-term informal
lines of credit. As of March 31, 1995, DP&L had no short-term
debt outstanding. DPL Inc. and its subsidiaries have
$200 million available through a Revolving Credit Agreement. As
of March 31, 1995, DPL Inc. had no outstanding borrowings under
this Credit Agreement. DP&L has authority from the PUCO to issue
short term debt up to $200 million with a maximum debt limit of
$300 million including loans from DPL Inc. under the terms of the
Credit Agreement.
DP&L anticipates that it has sufficient capacity to issue
First Mortgage Bonds to satisfy its requirements in connection
with the financing of its construction and refinancing programs
during the five year period 1995-1999.
-9-
<PAGE>
Results of Operations
- ---------------------
Electric revenues increased by $5.8 million for the first
quarter of 1995. Sales to other public utilities increased
revenues by $8.3 million over the first quarter of 1994, which
offset lower residential revenues resulting from mild winter
temperatures. Revenues from business customers increased by
$1.7 million reflecting good economic conditions in the area.
Gas revenues and gas purchased for resale decreased
$21.7 million and $16.2 million, respectively, from the
corresponding quarter last year. The decrease reflects a decline
of 12% in gas sales due primarily to mild winter temperatures.
Operation and maintenance expense decreased $9.1 million in
the first quarter of 1995 as compared to 1994. This variance was
due to decreased benefits and claims costs as well as a company-
wide cost reduction effort.
General taxes increased $2.2 million from the first quarter
of 1994. This increase includes higher property taxes resulting
from increased tax rates and increased public utility excise tax.
Preferred stock dividends decreased $1.9 million from the
same period last year due to redemptions of several series of
stock in 1994.
-10-
<PAGE>
Part II. Other Information
---------------------------
Item 4. Submission of Matters to a Vote of Security Holders.
At DPL Inc.'s Annual Meeting of Shareholders held on April
18, 1995, three directors of DPL Inc. were elected, each of whom
will serve a three year term expiring in 1998. The nominees were
elected as follows: Thomas J. Danis, 91,287,187 shares FOR,
1,001,335 shares WITHHELD; Allen M. Hill, 91,441,712 shares FOR,
846,830 shares WITHHELD; and W August Hillenbrand,
91,426,127 shares FOR, 862,415 shares WITHHELD.
Item 5. Other Information.
Rate Regulations and Government Legislation
- -------------------------------------------
On March 29, 1995, the Federal Energy Regulatory Commission
("FERC") issued a Notice of Proposed Rulemaking ("NOPR") that
seeks comments on FERC's initiative to create a more competitive
wholesale electric power market. In this NOPR, FERC announced
its intention to require all electric utilities that own or
control transmission facilities to file open access transmission
service tariffs. Open access transmission tariffs provide third
parties with non-discriminatory transmission service comparable
to what the utility provides itself. A final order on this
rulemaking is anticipated by December 1995.
Item 6. Exhibits and Reports on Form 8-K.
(b) Reports on Form 8-K
-------------------
No reports on Form 8-K were filed by DPL Inc. during the
quarter ended March 31, 1995.
-11-
<PAGE>
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.
DPL INC.
-------------------------------
(Registrant)
Date May 9, 1995 /s/ Stephen F. Koziar
-------------------- -------------------------------
Stephen F. Koziar
Group Vice President and
Secretary
Date May 9, 1995 /s/ Thomas M. Jenkins
-------------------- -------------------------------
Thomas M. Jenkins
Group Vice President and
Treasurer
(Principal Financial Officer)
-12-
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<ARTICLE> UT
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2240442
<OTHER-PROPERTY-AND-INVEST> 64199
<TOTAL-CURRENT-ASSETS> 448552
<TOTAL-DEFERRED-CHARGES> 414326
<OTHER-ASSETS> 124534
<TOTAL-ASSETS> 3292053
<COMMON> 1070
<CAPITAL-SURPLUS-PAID-IN> 669825
<RETAINED-EARNINGS> 488893
<TOTAL-COMMON-STOCKHOLDERS-EQ> 1159788
0
22851
<LONG-TERM-DEBT-NET> 1093710
<SHORT-TERM-NOTES> 0
<LONG-TERM-NOTES-PAYABLE> 0
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<INCOME-BEFORE-INTEREST-EXPEN> 84164
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217
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</TABLE>
