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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1994
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 1-3375
South Carolina Electric & Gas Company
(Exact name of registrant as specified in its charter)
South Carolina 57-0248695
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1426 Main Street, Columbia, South Carolina 29201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (803) 748-3000
Former name, former address and former fiscal year, if changed since
last report.
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 .
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court. Yes . No .
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
As of October 31, 1994, there were issued and outstanding 40,296,147
shares of the registrant's common stock $4.50 par value, all of which were
held, beneficially and of record, by SCANA Corporation.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
INDEX
PART I. FINANCIAL INFORMATION Page
Item 1. Financial Statements
Consolidated Balance Sheets as of September 30, 1994
and December 31, 1993......................................... 3
Consolidated Statements of Income and Retained Earnings
for the Periods Ended September 30, 1994 and 1993............. 5
Consolidated Statements of Cash Flows for the Periods
Ended September 30, 1994 and 1993............................. 6
Notes to Consolidated Financial Statements...................... 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations........................ 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.......................................... 12
Item 6. Exhibits and Reports on Form 8-K........................... 12
Signatures............................................................. 13
Exhibit Index.......................................................... 14
2
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<TABLE>
PART I
FINANCIAL INFORMATION
SOUTH CAROLINA ELECTRIC & GAS COMPANY
CONSOLIDATED BALANCE SHEETS
As of September 30, 1994 and December 31, 1993
(Unaudited)
<S> <C> <C> <C>
September 30, December 31,
1994 1993
(Thousands of Dollars)
ASSETS
Utility Plant:
Electric............................................. $3,093,756 $3,067,881
Gas.................................................. 296,807 272,506
Transit.............................................. 3,573 3,769
Common............................................... 76,340 72,804
Total.............................................. 3,470,476 3,416,960
Less accumulated depreciation and amortization....... 1,166,214 1,097,531
Total.............................................. 2,304,262 2,319,429
Construction work in progress........................ 580,687 338,677
Nuclear fuel, net of accumulated amortization........ 40,356 29,087
Utility Plant, Net............................... 2,925,305 2,687,193
Nonutility property and investments (net of
accumulated depreciation)............................ 12,475 12,709
Current Assets:
Cash and temporary cash investments.................. - 193
Receivables - customer and other..................... 128,542 119,296
Receivables - affiliated companies................... 23,959 244
Inventories (at average cost):
Fuel............................................... 23,564 31,192
Materials and supplies............................. 43,432 43,372
Prepayments.......................................... 12,248 10,089
Accumulated deferred income taxes.................... 8,301 9,015
Total Current Assets............................. 240,046 213,401
Deferred Debits:
Unamortized debt expense............................. 11,200 11,060
Unamortized deferred return on plant investment...... 11,676 14,860
Nuclear plant decommissioning fund................... 29,063 25,103
Other................................................ 238,757 225,613
Total Deferred Debits............................ 290,696 276,636
Total................................. $3,468,522 $3,189,939
See notes to consolidated financial statements.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
CONSOLIDATED BALANCE SHEETS
As of September 30, 1994 and December 31, 1993
(Unaudited)
<S> <C> <S> <C> <C> <C>
September 30, December 31,
1994 1993
(Thousands of Dollars)
CAPITALIZATION AND LIABILITIES
Stockholders' Investment:
Common Equity:
Common stock ($4.50 par value)...................... $ 181,333 $ 181,333
Premium on common stock and other paid-in capital... 625,799 583,785
Capital stock expense (debit)....................... (5,452) (5,497)
Retained earnings................................... 327,843 291,713
Total Common Equity............................... 1,129,523 1,051,334
Preferred stock (Not subject to purchase or sinking
funds).............................................. 26,027 26,027
Total Stockholders' Investment.................... 1,155,550 1,077,361
Preferred stock, net (Subject to purchase or
sinking funds)........................................ 49,894 52,840
Long-term debt, net..................................... 1,204,362 1,097,043
Total Capitalization............................ 2,409,806 2,227,244
Current Liabilities:
Short-term borrowings................................. 39,500 1,011
Current portion of long-term debt..................... 16,647 13,719
Current portion of preferred stock.................... 2,486 2,504
Accounts payable...................................... 65,171 68,182
Accounts payable - affiliated companies............... 22,753 28,630
Estimated rate refunds and related interest........... - 2,509
Customer deposits..................................... 12,431 12,207
Taxes accrued......................................... 62,553 39,965
Interest accrued...................................... 21,811 17,764
Dividends declared.................................... 30,497 29,982
Other................................................. 15,889 10,042
Total Current Liabilities....................... 289,738 226,515
Deferred Credits:
Accumulated deferred income taxes..................... 491,887 480,808
Accumulated deferred investment tax credits........... 82,348 84,447
Accumulated reserve for nuclear plant decommissioning. 29,063 25,103
Other................................................. 165,680 145,822
Total Deferred Credits.......................... 768,978 736,180
Total ................................. $3,468,522 $3,189,939
See notes to consolidated financial statements.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
For the Periods Ended September 30, 1994 and 1993
(Unaudited)
<S> <C> <C> <C> <C> <C>
Three Months Ended Nine Months Ended
September 30, September 30,
1994 1993 1994 1993
(Thousands of Dollars)
OPERATING REVENUES:
Electric.......................... $294,404 $304,140 $754,512 $725,857
Gas............................... 31,650 24,517 145,928 124,711
Transit........................... 1,012 1,016 2,981 2,832
Total Operating Revenues..... 327,066 329,673 903,421 853,400
OPERATING EXPENSES:
Fuel used in electric generation.. 48,270 50,041 136,203 126,954
Purchased power (including
affiliated purchases)........... 32,982 32,905 83,273 85,364
Gas purchased from affiliate
for resale...................... 22,926 17,205 91,326 75,421
Other operation................... 52,087 54,120 157,435 151,635
Maintenance....................... 15,876 15,022 45,574 45,976
Depreciation and amortization..... 26,705 26,339 80,147 76,914
Income taxes...................... 30,788 37,126 70,712 65,402
Other taxes....................... 18,299 17,552 52,782 52,163
Total Operating Expenses..... 247,933 250,310 717,452 679,829
OPERATING INCOME.................... 79,133 79,363 185,969 173,571
OTHER INCOME:
Allowance for equity funds used
during construction............. 1,435 1,428 5,419 6,179
Other income (loss),net of
income taxes.................... (302) 607 (559) 113
Total Other Income........... 1,133 2,035 4,860 6,292
INCOME BEFORE INTEREST CHARGES...... 80,266 81,398 190,829 179,863
INTEREST CHARGES (CREDITS):
Interest expense.................. 24,057 21,488 68,227 65,039
Allowance for borrowed funds
used during construction........ (1,410) (1,122) (4,711) (4,354)
Total Interest Charges, Net.. 22,647 20,366 63,516 60,685
NET INCOME.......................... 57,619 61,032 127,313 119,178
Preferred Stock Cash Dividends
(at stated rates)................. (1,482) (1,548) (4,483) (4,678)
Earnings Available for Common Stock. 56,137 59,484 122,830 114,500
Retained Earnings at Beginning
of Period......................... 300,706 262,778 291,713 262,262
Common Stock Cash Dividends
Declared.......................... (29,000) (27,400) (86,700) (81,900)
Retained Earnings at End of Period.. $327,843 $294,862 $327,843 $294,862
See notes to consolidated financial statements.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Periods Ended September 30, 1994 and 1993
(Unaudited)
<S> <C> <C> <C>
Nine Months Ended
September 30,
1994 1993
(Thousands of Dollars)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income........................................... $127,313 $119,178
Adjustments to reconcile net income to net cash
provided from operating activities:
Depreciation and amortization...................... 80,261 77,026
Amortization of nuclear fuel....................... 12,863 12,689
Deferred income taxes, net......................... 11,124 44,210
Deferred investment tax credits, net............... (2,099) (2,434)
Net regulatory asset-adoption of SFAS No. 109...... (1,509) (41,132)
Nuclear refueling accrual.......................... 3,148 (7,537)
Allowance for funds used during construction....... (10,130) (10,533)
Over (under) collections, fuel adjustment clause... (7,804) (11,119)
Changes in certain current assets and liabilities:
(Increase) decrease in receivables................ (32,961) (24,138)
(Increase) decrease in inventories................ 7,568 12,447
Increase (decrease) in accounts payable........... (7,329) (28,334)
Increase (decrease) in estimated rate refunds
and related interest............................ (2,509) (14,928)
Increase (decrease) in taxes accrued.............. 22,588 26,050
Increase (decrease) in interest accrued........... 4,047 (9,917)
Other, net......................................... 22,922 (17,516)
Net Cash Provided From Operating Activities............ 227,493 124,012
CASH FLOWS FROM INVESTING ACTIVITIES:
Utility property additions and construction
expenditures....................................... (333,361) (192,537)
Increase in other property and investments........... (224) (114)
Principal noncash items:
Allowance for funds used during construction....... 10,130 10,533
Transfer of assets from SCANA...................... 6,285 -
Net Cash Used For Investing Activities................. (317,170) (182,118)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds:
Issuance of First Mortgage Bonds................... 100,000 500,000
Equity contribution from parent.................... 35,774 50,939
Repayments:
First and Refunding Mortgage Bonds................. - (430,000)
Pollution Control Bonds............................ (100) -
Other long-term debt............................... (998) (120)
Preferred stock.................................... (2,964) (2,905)
Dividend payments:
Common stock....................................... (86,100) (81,241)
Preferred stock.................................... (4,568) (4,727)
Short-term borrowings, net........................... 38,489 46,285
Fuel financings, net................................. 11,510 (17,214)
Advances - affiliated companies, net................. (1,559) (2,557)
Net Cash Provided From Financing Activities............ 89,484 58,460
NET INCREASE (DECREASE) IN CASH AND
TEMPORARY CASH INVESTMENTS........................... (193) 354
CASH AND TEMPORARY CASH INVESTMENTS AT JANUARY 1....... 193 24,302
CASH AND TEMPORARY CASH INVESTMENTS AT SEPTEMBER 30.... $ - $ 24,656
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for - Interest (includes capitalized
interest of $4,711 and $4,354)...... $ 62,922 $ 74,016
- Income taxes......................... 37,959 31,062
See notes to consolidated financial statements.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1994
(Unaudited)
The following notes should be read in conjunction with the Notes to
Consolidated Financial Statements appearing in the Company's Annual
Report on Form 10-K for the year ended December 31, 1993. These are
interim financial statements and, because of temperature variations between
seasons of the year, the amounts reported in the Consolidated Statements of
Income are not necessarily indicative of amounts expected for the year. In
the opinion of management, the information furnished herein reflects all
adjustments, all of a normal recurring nature, which are necessary for a
fair statement of the results for the interim periods reported.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
A. Principles of Consolidation:
The Company, a public utility, is a South Carolina corporation
organized in 1924 and a wholly owned subsidiary of SCANA
Corporation (SCANA), a South Carolina holding company. The
accompanying Consolidated Financial Statements include the accounts
of the Company and South Carolina Fuel Company, Inc. (Fuel
Company), an affiliate. Intercompany balances and transactions
between the Company and Fuel Company have been eliminated in
consolidation.
The assets of the former Peoples Natural Gas Company of South
Carolina, which were owned by SCANA and operated by the Company,
were transferred to the Company on January 1, 1994. The
transaction did not have a significant impact on the Company's
financial position or results of operations.
The Company has entered into agreements with certain affiliates to
purchase gas for resale to its distribution customers and to
purchase electric energy. The Company purchases all of its natural
gas requirements from South Carolina Pipeline Corporation. The
Company purchases all of the electric generation of Williams
Station, which is owned by South Carolina Generating Company, Inc.,
under a unit power sales agreement. Such unit power purchases are
included in "Purchased power."
B. Reclassifications:
Certain amounts from prior periods have been reclassified to
conform with the 1994 presentation.
2. RATE MATTERS:
With respect to rate matters at September 30, 1994, reference is
made to Note 2 of Notes to Consolidated Financial Statements in the
Company's Annual Report on Form 10-K for the year ended December
31, 1993. No changes have occurred with respect to those matters
as reported therein except as shown below.
On May 18, 1994 the Federal Energy Regulatory Commission (FERC)
ordered the Company to refund certain amounts to its wholesale
customers. The refund was ordered because the retail rate on which
wholesale rates were based had been reduced and refunds had been
made to retail customers in response to an order of the South
Carolina Public Service Commission (PSC) issued on January 19,
1993. The Company refunded $1.1 million, including interest, to
its wholesale customers on July 28, 1994.
In June 1994 the Company placed into effect the second phase of the
retail electric rate increase approved by the PSC on June 7, 1993.
The new rates will produce an increase in electric operating
revenue of $18.5 million annually, based on a test year.
On June 6, 1994 the PSC issued an order denying the Company's
request that the $.40 fare for low income riders of the Company's
transit system be eliminated. The Company has appealed the PSC's
order to the South Carolina Circuit Court.
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On October 27, 1994 the PSC issued an order approving the Company's
request to recover through a billing surcharge to its gas customers
the costs of environmental cleanup at the sites of former
manufactured gas plants. The billing surcharge, which goes into
effect with the first billing cycle in November 1994, provides for
the recovery of approximately $16.2 million representing
substantially all site assessment and cleanup costs for the
Company's gas operations that had previously been deferred (see Note
4B).
3. RETAINED EARNINGS:
The Restated Articles of Incorporation of the Company and the
Indenture underlying certain of its bond issues contain provisions
that may limit the payment of cash dividends on common stock. In
addition, with respect to hydroelectric projects, the Federal Power
Act may require the appropriation of a portion of the earnings
therefrom. At September 30, 1994 approximately $12.5 million of
retained earnings were restricted as to payment of dividends on
common stock.
4. COMMITMENTS AND CONTINGENCIES:
With respect to commitments at September 30, 1994, reference is made
to Note 10 of Notes to Consolidated Financial Statements appearing
in the Company's Annual Report on Form 10-K for the year ended
December 31, 1993. No significant changes have occurred with
respect to those matters as reported therein.
Contingencies at September 30, 1994 are as follows:
A. Nuclear Insurance
The Price-Anderson Indemnification Act, which deals with the
Company's public liability for a nuclear incident, currently
establishes the liability limit for third-party claims associated
with any nuclear incident at $9.4 billion. Each reactor licensee is
currently liable for up to $79.3 million per reactor owned for each
nuclear incident occurring at any reactor in the United States,
provided that not more than $10 million of the liability per reactor
would be assessed per year. The Company's maximum assessment, based
on its two-thirds ownership of Summer Station, would not exceed
approximately $52.9 million per incident but not more than $6.7
million per year.
The Company currently maintains policies (for itself and on behalf
of the PSA) with Nuclear Electric Insurance Limited (NEIL) and
American Nuclear Insurers (ANI) providing combined property and
decontamination insurance coverage of $1.4 billion for any losses
in excess of $500 million pursuant to existing primary coverages
(with ANI) on Summer Station. The Company pays annual premiums and,
in addition, could be assessed a retroactive premium not to exceed
7 1/2 times its annual premium in the event of property damage loss
to any nuclear generating facilities covered by NEIL. Based on the
current annual premium, this retroactive premium would not exceed
approximately $8.1 million.
To the extent that insurable claims for property damage,
decontamination, repair and replacement and other costs and
expenses arising from a nuclear incident at Summer Station exceed
the policy limits of insurance, or to the extent such insurance
becomes unavailable in the future, and to the extent that the
Company's rates would not recover the cost of any purchased
replacement power, the Company will retain the risk of loss as a
self-insurer. The Company has no reason to anticipate a serious
nuclear incident at Summer Station. If such an incident were to
occur, it could have a materially adverse impact on the Company's
financial position.
B. Environmental
The Company has an environmental assessment program to identify and
assess current and former operations sites that could require
environmental cleanup. As site assessments are initiated, an
estimate is made of the amount of expenditures, if any, necessary
to investigate and clean up each site. These estimates are refined
as additional information becomes available; therefore actual
expenditures could significantly differ from the original
estimates. Amounts estimated and accrued to date for site
assessment and cleanup relate primarily to regulated operations;
such amounts have been deferred (approximately $20.8 million) and
are being amortized and recovered through rates over a ten-year
period (see Note 2).
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Material Changes in Capital Resources and Liquidity
From December 31, 1993 to September 30, 1994
Liquidity and Capital Resources
The cash requirements of the Company arise primarily from its
operational needs and construction program. The ability of the Company to
replace existing plant investment, as well as to expand to meet future
demands for electricity and gas, will depend upon its ability to attract
the necessary financial capital on reasonable terms. The Company recovers
the costs of providing services through rates charged to customers. Rates
for regulated services are based on historical costs. As customer growth
and inflation occur and the Company expands its construction program it is
necessary to seek increases in rates. As a result the Company's future
financial position and results of operations will be impacted by its
ability to obtain adequate and timely rate relief.
The following table summarizes how the Company generated funds for its
utility property additions and construction expenditures during the nine
months ended September 30, 1994 and 1993:
Nine Months Ended
September 30,
1994 1993
(Thousands of Dollars)
Net cash provided from operating activities $227,493 $124,012
Net cash provided from financing activities 89,484 58,460
Cash and temporary cash investments available
at the beginning of the period 193 24,302
Net cash available for utility property
additions and construction expenditures $317,170 $206,774
Funds used for utility property additions
and construction expenditures, net of
noncash allowance for funds used during
construction $323,231 $182,004
On July 21, 1994 the Company issued $100 million of First Mortgage
Bonds, 7.70% series due July 15, 2004 to repay short-term borrowings in a
like amount.
On November 3, 1994 the Company issued $30 million of Pollution Control
Facilities Revenue Bonds due November 1, 2024. The proceeds from the sale of
the bonds will be used to defray the cost of constructing certain facilities
for the disposal of solid waste at the Company's Cope Generating Station
under construction in Orangeburg County, South Carolina.
The Company anticipates that the remainder of its 1994 cash requirements
will be met primarily through internally generated funds, sales of additional
securities, additional equity contributions from SCANA and the incurrence of
additional short-term and long-term indebtedness. The timing and amount of
such financings will depend upon market conditions and other factors.
The ratio of earnings to fixed charges for the twelve months ended
September 30, 1994 was 3.63.
The Company expects that it has or can obtain adequate sources of
financing to meet its cash requirements for the next twelve months and for
the foreseeable future.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
Results of Operations
For the Three and Nine Months Ended September 30, 1994
As Compared to the Corresponding Period in 1993
Earnings and Dividends
Net income for the three months ended September 30, 1994 decreased
approximately $3.4 million when compared to the corresponding period in 1993
primarily due to decreased electric sales margins in the third quarter of
1994. Net income for the nine months ended September 30, 1994 increased
approximately $8.1 million when compared to the corresponding period in 1994
primarily due to an increase in the electric sales margins.
AFC is a utility accounting practice whereby a portion of the cost of
both equity and borrowed funds used to finance construction (which is shown
on the balance sheet as construction work in progress) is capitalized. Both
the equity and the debt portions of AFC are noncash items of nonoperating
income which have the effect of increasing reported net income. AFC
represented approximately 3.2% and 2.6% of income before income taxes for the
three months ended September 30, 1994 and 1993, respectively, and
approximately 5.1% and 5.7% for the nine months ended September 30, 1994 and
1993, respectively.
On August 24, 1994 the Company's Board of Directors authorized the
payment of a dividend on common stock of $29,000,000 for the quarter ended
September 30, 1994. The dividend was paid on October 1, 1994 to SCANA
Corporation, the Company's parent.
Sales Margins
The changes in the electric sales margins for the three and nine months
ended September 30, 1994, when compared to the corresponding periods in 1993,
were as follows:
Three Months Nine Months
Change % Change Change % Change
(Millions) (Millions)
Electric operating revenues $(9.7) (3.2) $28.6 3.9
Less: Fuel used in electric
generation (1.8) (3.5) 9.2 7.3
Purchased power 0.1 0.2 (2.1) (2.4)
Margin $(8.0) (3.6) $21.5 4.2
The electric sales margin decreased for the three months ended
September 30, 1994 compared to the corresponding period in 1993 as a result
of decreased residential and commercial kilowatt hour sales due to milder
weather in 1994. The electric sales margin increased for the nine months'
comparison primarily as a result of increased retail electric rates,
increased industrial sales and a general improvement in the economy.
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The changes in the gas sales margins for the three and nine months
ended September 30, 1994, when compared to the corresponding periods in
1993, were as follows:
Three Months Nine Months
Change % Change Change % Change
(Millions) (Millions)
Gas operating revenues $7.1 29.1 $21.2 17.0
Less: Gas purchased for resale 5.7 33.3 15.9 21.1
Margin $1.4 19.3 $ 5.3 10.8
The increases in the gas sales margins for the three and nine months
reflect increases in interruptible industrial sales and the transfer of the
operations of the former Peoples Natural Gas Company of South Carolina from
SCANA Corporation to the Company in January 1994.
Other Operating Expenses
Increases (decreases) in other operating expenses, including taxes,
for the three and nine months ended September 30, 1994 compared to the
corresponding periods in 1993 are presented in the following table:
Three Months Nine Months
Change % Change Change % Change
(Millions) (Millions)
Other operation and maintenance $(1.2) (1.7) $ 5.4 2.7
Depreciation and amortization 0.4 1.4 3.2 4.2
Income taxes (6.3) (17.1) 5.3 8.1
Other taxes 0.7 4.3 0.6 1.2
Total $(6.4) (4.3) $14.5 3.7
While the increase in other operation and maintenance expenses for the
nine months ended September 30, 1994 is primarily due to increases in
employee benefit-related expenses, the decrease for the three months'
comparison results from a reduction in other employee-related expenses.
The depreciation and amortization increases for the three and nine months
reflect additions to plant in service. The decrease in income tax expense
for the three months' comparison corresponds to the decrease in income for
the third quarter. The increase for the nine months' comparison reflects
the increase in operating income.
11
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
Part II
OTHER INFORMATION
Item 1. Legal Proceedings
For information regarding legal proceedings see Note 2 "Rate
Matters" and Note 4 "Commitments and Contingencies" of Notes
to Consolidated Financial Statements.
Items 2, 3, 4 and 5 are not applicable.
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
Exhibits filed with this Quarterly Report on Form 10-Q are listed
in the following Exhibit Index. Certain of such exhibits which
have heretofore been filed with the Securities and Exchange Commission
and which are designated by reference to their exhibit numbers in
prior filings are hereby incorporated herein by reference and made
a part hereof.
B. Reports on Form 8-K
The Company filed a report on Form 8-K on July 15, 1994 in
response to Item 5, "Other Events" regarding the change in identity
of an expert referred to in the Prospectus included in Registration
No. 33-49421.
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SOUTH CAROLINA ELECTRIC & GAS COMPANY
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.
SOUTH CAROLINA ELECTRIC & GAS COMPANY
(Registrant)
November 11, 1994 By: s/Jimmy E. Addison
Jimmy E. Addison
Vice President and Controller
(Principal Accounting Officer)
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SOUTH CAROLINA ELECTRIC & GAS COMPANY Sequentially
EXHIBIT INDEX Numbered
Number Pages
2. Plan of Acquisition, Reorganization, Arrangement,
Liquidation or Succession
Plan of Exchange of South Carolina Electric &
Gas Company and SCANA Corporation (Exhibit 2 to
Registration No. 33-49421).................................. #
3. Articles of Incorporation and By-Laws
A. Restated Articles of Incorporation of the
Company as adopted on June 9, 1994 (Exhibit
3-B to Form 10-Q for the quarter ended
June 30, 1993, File No. 1-3375)........................... #
B. Copy of By-Laws of the Company as revised and
amended thru December 15, 1993 (Exhibit 3-AZ to
Form 10-K for the year ended December 31, 1993,
File No. 1-3375).......................................... #
4. Instruments Defining the Rights of Security
Holders, Including Indentures
A. Indenture dated as of January 1, 1945, from the
South Carolina Power Company (the "Power Company")
to Central Hanover Bank and Trust Company, as
Trustee, as supplemented by three Supplemental
Indentures dated respectively as of May 1, 1946,
May 1, 1947 and July 1, 1949 (Exhibit 2-B to
Registration No. 2-26459).................................. #
B. Fourth Supplemental Indenture dated as of April 1,
1950, to Indenture referred to in Exhibit 4A,
pursuant to which the Company assumed said
Indenture (Exhibit 2-C to Registration No. 2-26459)........ #
C. Fifth through Fifty-second Supplemental Indentures
to Indenture referred to in Exhibit 4A dated as
of the dates indicated below and filed as
exhibits to the Registration Statements and
1934 Act reports whose file numbers are set
forth below................................................ #
December 1, 1950 Exhibit 2-D to Registration No. 2-26459
July 1, 1951 Exhibit 2-E to Registration No. 2-26459
June 1, 1953 Exhibit 2-F to Registration No. 2-26459
June 1, 1955 Exhibit 2-G to Registration No. 2-26459
November 1, 1957 Exhibit 2-H to Registration No. 2-26459
September 1, 1958 Exhibit 2-I to Registration No. 2-26459
September 1, 1960 Exhibit 2-J to Registration No. 2-26459
June 1, 1961 Exhibit 2-K to Registration No. 2-26459
December 1, 1965 Exhibit 2-L to Registration No. 2-26459
June 1, 1966 Exhibit 2-M to Registration No. 2-26459
June 1, 1967 Exhibit 2-N to Registration No. 2-29693
September 1, 1968 Exhibit 4-O to Registration No. 2-31569
June 1, 1969 Exhibit 4-C to Registration No. 33-38580
December 1, 1969 Exhibit 4-Q to Registration No. 2-35388
June 1, 1970 Exhibit 4-R to Registration No. 2-37363
March 1, 1971 Exhibit 2-B-17 to Registration No. 2-40324
January 1, 1972 Exhibit 4-C to Registration No. 33-38580
July 1, 1974 Exhibit 2-A-19 to Registration No. 2-51291
May 1, 1975 Exhibit 4-C to Registration No. 33-38580
July 1, 1975 Exhibit 2-B-21 to Registration No. 2-53908
February 1, 1976 Exhibit 2-B-22 to Registration No. 2-55304
December 1, 1976 Exhibit 2-B-23 to Registration No. 2-57936
March 1, 1977 Exhibit 2-B-24 to Registration No. 2-58662
# Incorporated herein by reference as indicated.
14
<PAGE>
SOUTH CAROLINA ELECTRIC & GAS COMPANY Sequentially
EXHIBIT INDEX Numbered
Number Pages
4. (Continued)
May 1, 1977 Exhibit 4-C to Registration No. 33-38580
February 1, 1978 Exhibit 4-C to Registration No. 33-38580
June 1, 1978 Exhibit 2-A-3 to Registration No. 2-61653
April 1, 1979 Exhibit 4-C to Registration No. 33-38580
June 1, 1979 Exhibit 4-C to Registration No. 33-38580
April 1, 1980 Exhibit 4-C to Registration No. 33-38580
June 1, 1980 Exhibit 4-C to Registration No. 33-38580
December 1, 1980 Exhibit 4-C to Registration No. 33-38580
April 1, 1981 Exhibit 4-D to Registration No. 33-49421
June 1, 1981 Exhibit 4-D to Registration No. 2-73321
March 1, 1982 Exhibit 4-D to Registration No. 33-49421
April 15, 1982 Exhibit 4-D to Registration No. 33-49421
May 1, 1982 Exhibit 4-D to Registration No. 33-49421
December 1, 1984 Exhibit 4-D to Registration No. 33-49421
December 1, 1985 Exhibit 4-D to Registration No. 33-49421
June 1, 1986 Exhibit 4-D to Registration No. 33-49421
February 1, 1987 Exhibit 4-D to Registration No. 33-49421
September 1, 1987 Exhibit 4-D to Registration No. 33-49421
January 1, 1989 Exhibit 4-D to Registration No. 33-49421
January 1, 1991 Exhibit 4-D to Registration No. 33-49421
February 1, 1991 Exhibit 4-D to Registration No. 33-49421
July 15, 1991 Exhibit 4-D to Registration No. 33-49421
August 15, 1991 Exhibit 4-D to Registration No. 33-49421
April 1, 1993 Exhibit 4-E to Registration No. 33-49421
July 1, 1993 Exhibit 4-F to Form 10-Q for the quarter
ended June 30, 1993, File No. 1-3375
D. Indenture dated as of April 1, 1993 from South Carolina
Electric & Gas Company to NationsBank of Georgia, National
Association (Filed as Exhibit 4-F to Registration
Statement No. 33-49421)...................................... #
E. First Supplemental Indenture to Indenture referred to
in 4-E dated as of June 1, 1993 (Filed as Exhibit 4-G
to Registration Statement No. 33-49421)...................... #
F. Second Supplemental Indenture to Indenture referred to
in 4-E dated as of June 15, 1993 (Filed as Exhibit 4-G
to Form 10-Q for the quarter ended June 30, 1993, File
No. 1-3375).................................................. #
10. Material Contracts
Not Applicable
11. Statement Re Computation of Per Share Earnings
Not Applicable
12. Statement re Computation of Ratios (Filed herewith)............ 17
15. Letter Re Unaudited Interim Financial Information
Not Applicable
18. Letter Re Change in Accounting Principles
Not Applicable
19. Report Furnished to Security Holders
Not Applicable
22. Published Report Regarding Matters Submitted to
Vote of Security Holders
Not Applicable
# Incorporated herein by reference as indicated.
15
<PAGE>
SOUTH CAROLINA ELECTRIC & GAS COMPANY
Exhibit Index (Continued)
Number
23. Consents of Experts and Counsel
Not Applicable
24. Power of Attorney
Not Applicable
27. Financial Data Schedule
Not Applicable
99. Additional Exhibits
Not Applicable
16
<TABLE> <S> <C>
<ARTICLE> UT
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 1994 AND THE CONSOLIDATED
STATEMENTS OF INCOME AND RETAINED EARNINGS AND OF CASH FLOWS FOR THE NINE
MONTHS ENDED SEPTEMBER 30, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1993
<PERIOD-END> SEP-30-1994
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2,925,305
<OTHER-PROPERTY-AND-INVEST> 12,475
<TOTAL-CURRENT-ASSETS> 240,046
<TOTAL-DEFERRED-CHARGES> 290,696
<OTHER-ASSETS> 0
<TOTAL-ASSETS> 3,468,522
<COMMON> 181,333
<CAPITAL-SURPLUS-PAID-IN> 620,347
<RETAINED-EARNINGS> 327,843
<TOTAL-COMMON-STOCKHOLDERS-EQ> 1,129,523
49,894
26,027
<LONG-TERM-DEBT-NET> 1,204,362
<SHORT-TERM-NOTES> 39,500
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 16,647
2,486
<CAPITAL-LEASE-OBLIGATIONS> 0
<LEASES-CURRENT> 0
<OTHER-ITEMS-CAPITAL-AND-LIAB> 1,000,000
<TOT-CAPITALIZATION-AND-LIAB> 3,468,522
<GROSS-OPERATING-REVENUE> 903,421
<INCOME-TAX-EXPENSE> 70,712
<OTHER-OPERATING-EXPENSES> 646,740
<TOTAL-OPERATING-EXPENSES> 717,452
<OPERATING-INCOME-LOSS> 185,969
<OTHER-INCOME-NET> 4,860
<INCOME-BEFORE-INTEREST-EXPEN> 190,829
<TOTAL-INTEREST-EXPENSE> 63,516
<NET-INCOME> 127,313
4,483
<EARNINGS-AVAILABLE-FOR-COMM> 122,830
<COMMON-STOCK-DIVIDENDS> 86,700
<TOTAL-INTEREST-ON-BONDS> 0
<CASH-FLOW-OPERATIONS> 227,493
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
<PAGE>
Exhibit 12
SOUTH CAROLINA ELECTRIC & GAS COMPANY
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
For the Twelve Months Ended September 30, 1994
(Thousands of Dollars)
Twelve Months
Ended
September 30, 1994
Fixed Charges as defined:
Interest on long-term debt.............. $ 81,516
Amortization of debt premium, discount
and expense (net)...................... 1,975
Interest on debt to affiliate........... 219
Other interest expense.................. 4,700
Interest component of rentals........... 2,814
Total Fixed Charges (A)............. $ 91,224
Earnings, as defined:
Income.................................. $154,102
Income taxes............................ 85,770
Total fixed charges above............... 91,224
Total Earnings (B).................. $331,096
Ratio of Earnings to fixed charges (B/A).. 3.63
17
