UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 period ended November 30, 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 1-3789
SOUTHWESTERN PUBLIC SERVICE COMPANY
(Exact name of registrant as specified in its charter)
New Mexico 75-0575400
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Tyler at Sixth, Amarillo, Texas 79101
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including area code (806) 378-2121
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 __
As of January 10, 1996, 40,917,908 shares of the Company's common stock
were outstanding.
<PAGE>
SOUTHWESTERN PUBLIC SERVICE COMPANY
FORM 10-Q
For the Quarter Ended November 30, 1995
TABLE OF CONTENTS
PART I. Financial Information
Condensed Consolidated Balance Sheets at November 30, 1995
and August 31, 1995
Condensed Consolidated Statements of Earnings for the three and twelve
months ended November 30, 1995 and November 30, 1994
Condensed Consolidated Statements of Cash Flows for the three and
twelve months ended November 30, 1995 and November 30, 1994
Notes to Condensed Consolidated Financial Statements
Independent Accountants' Report
Management's Discussion and Analysis of
Financial Condition and Results of Operations
PART II. Other Information
Signatures
Exhibit 12. Statement of Computation of Ratio of Earnings
<PAGE>
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
SOUTHWESTERN PUBLIC SERVICE COMPANY
Condensed Consolidated Balance Sheets
Assets
<S> <C> <C>
November 30, August 31,
1995 1995
(Unaudited)
(In Thousands)
Utility plant:
Utility plant in service $2,352,188 $2,366,435
Accumulated depreciation (810,657) (854,015)
Net plant in service 1,541,531 1,512,420
Construction work in progress 47,738 31,026
Net utility plant 1,589,269 1,543,446
Nonutility property and investments 71,221 70,087
Current assets:
Cash and temporary investments 12,581 36,860
Accounts receivable, net 54,868 73,262
Accrual for unbilled revenues 21,287 28,626
Materials and supplies, at average cost 20,535 21,647
Prepayments and other current assets 10,741 10,734
Total current assets 120,012 171,129
Deferred debits 124,312 124,343
Total assets $1,904,814 $1,909,005
Continued . . .
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SOUTHWESTERN PUBLIC SERVICE COMPANY
Condensed Consolidated Balance Sheets
Capitalization and Liabilities
<S> <C> <C>
November 30, August 31,
1995 1995
(Unaudited)
(In Thousands)
Capitalization:
Common stock, $1 par value, authorized - 100,000,000 shares;
issued and outstanding - 40,917,908 shares $ 40,918 $ 40,918
Premium on capital stock 306,376 306,376
Retained earnings 372,903 373,458
Total common shareholders' equity 720,197 720,752
Preferred stock - redemption not required 72,680 72,680
Long-term debt 580,653 582,276
Total capitalization 1,373,530 1,375,708
Current liabilities:
Current maturities of long-term debt 254 276
Accounts payable 16,910 12,187
Liability for refunds to customers 4,804 5,969
Interest accrued 15,973 9,067
Fuel and purchased power expense accrued 29,577 40,164
Taxes accrued 33,468 39,757
Dividends payable on common stock 22,505 22,505
Other current liabilities 42,430 39,843
Total current liabilities 165,921 169,768
Deferred credits:
Deferred income taxes 347,171 344,794
Unamortized investment tax credits 5,990 6,053
Other 12,202 12,682
Total deferred credits 365,363 363,529
Total capitalization and liabilities $1,904,814 $1,909,005
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SOUTHWESTERN PUBLIC SERVICE COMPANY
Condensed Consolidated Statements of Earnings
(Unaudited)
<S> <C> <C> <C> <C>
Three Months Ended Twelve Months Ended
11-30-95 11-30-94 11-30-95 11-30-94
(In Thousands, Except Per Share Amounts)
Operating revenues $200,957 $187,216 $847,823 $827,594
Operating expenses:
Operation:
Fuel 89,450 84,026 375,476 391,618
Purchased power 1,438 1,098 5,579 4,406
Other 28,557 25,733 110,291 107,440
Maintenance 7,234 7,890 28,382 29,494
Depreciation and amortization 16,388 15,292 62,166 59,957
Taxes other than property and income taxes 5,277 4,810 19,590 19,376
Property taxes 5,678 5,844 23,843 22,862
Income taxes 13,697 12,435 65,135 56,490
Total operating expenses 167,719 157,128 690,462 691,643
Operating income 33,238 30,088 157,361 135,951
Other income, net:
Income taxes (585) (486) (3,873) (171)
Other, net 1,503 1,535 10,942 1,921
Total other income, net 918 1,049 7,069 1,750
Interest charges 10,988 9,968 42,953 40,410
Net earnings 23,168 21,169 121,477 97,291
Dividends on cumulative preferred stock 1,219 1,219 4,878 4,878
Earnings applicable to common stock $ 21,949 $ 19,950 $116,599 $ 92,413
Earnings per common share* $ .54 $ .49 $ 2.85 $ 2.26
Weighted average shares outstanding 40,918 40,918 40,918 40,918
Dividends declared per common share $ .55 $ .55 $ 2.20 $ 2.20
( ) Denotes deduction.
*Based on weighted average shares outstanding.
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
SOUTHWESTERN PUBLIC SERVICE COMPANY
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<S> <C> <C> <C> <C>
Three Months Ended Twelve Months Ended
11-30-95 11-30-94 11-30-95 11-30-94
(In Thousands)
Operating Activities:
Cash received from customers $ 225,264 $ 213,958 $ 835,409 $ 839,328
Cash paid to suppliers and employees (128,683) (135,212) (503,790) (537,112)
Interest paid (4,154) (4,258) (41,986) (39,964)
Income taxes paid (19,205) (11,010) (58,283) (47,813)
Taxes other than income taxes paid (9,248) (9,059) (42,087) (41,531)
Other operating cash receipts and payments, net 441 (747) 11,007 13,841
Net cash provided by operating activities 64,415 53,672 200,270 186,749
Investing Activities:
Construction expenditures (32,991) (22,146) (105,507) (90,195)
Nonutility property and investments (1,134) (1,360) (27,993) (7,348)
Acquisitions (29,200) - (29,200) -
Net cash used in investing activities (63,325) (23,506) (162,700) (97,543)
Financing Activities:
Issuance of long-term debt - - 76,204 -
Retirement of long-term debt (1,645) (150) (18,375) (26,170)
Change in short-term debt - (14,994) - (4,500)
Dividends paid (common and preferred) (23,724) (23,724) (94,898) (94,898)
Net cash used in financing activities (25,369) (38,868) (37,069) (125,568)
Net Increase (Decrease) in Cash and Temporary Investments (24,279) (8,702) 501 (36,362)
Cash and Temporary Investments at Beginning of Period 36,860 20,782 12,080 48,442
Cash and Temporary Investments at End of Period $ 12,581 $ 12,080 $ 12,581 $ 12,080
Reconciliation of Net Earnings to Net Cash Provided
by Operating Activities:
Net earnings $ 23,168 $ 21,169 $ 121,477 $ 97,291
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation 16,388 15,292 62,166 59,957
Deferred income taxes and investment tax credits 3,074 2,420 10,122 13,484
Allowance for equity funds used during construction (60) (43) (245) (243)
Cash flows impacted by changes in:
Accounts receivable 18,394 15,610 (1,121) 2,063
Accrual for unbilled revenues 7,339 9,852 (9,821) 7,663
Materials and supplies 1,112 (1,373) (924) (2,534)
Accounts payable 4,723 (1,420) 6,029 1,665
Fuel and purchased power expense accrued (10,587) (12,228) 921 (4,188)
Taxes accrued (6,289) 1,087 2,022 99
Liability for refunds to customers (1,165) 1,536 (536) 3,016
Other, net 8,318 1,770 10,180 8,476
Net cash provided by operating activities $ 64,415 $ 53,672 $ 200,270 $ 186,749
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
SOUTHWESTERN PUBLIC SERVICE COMPANY
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(1) Interim periods. The results of operations for the interim periods are not
necessarily an indication of the expected results for the fiscal year due to the
seasonal nature of Southwestern Public Service Company's (the Company) business.
The unaudited condensed consolidated financial statements included herein were
prepared from the books of the Company in accordance with generally accepted
accounting principles and reflect all adjustments (none of which are other than
normal recurring adjustments) which are, in the opinion of management, necessary
to provide a fair statement of the results of operations and financial position
for the interim periods. Such financial statements generally conform to the
presentation reflected in the Company's Annual Report to Stockholders. The
current interim period reported herein is included in the fiscal year subject to
independent audit at the end of the year.
(2) Income taxes. The components of income tax expense (benefit) are as
follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Three Months Ended Twelve Months Ended
11-30-95 11-30-94 11-30-95 11-30-94
(In Thousands)
Taxes on operating income:
Federal-current $10,050 $ 9,658 $51,985 $41,151
Federal-deferred 3,287 2,490 11,468 13,876
Investment tax credits (62) (62) (250) (250)
State-current 422 349 1,932 1,713
13,697 12,435 65,135 56,490
Taxes on other income:
Federal-current 730 495 4,938 313
Federal-deferred (151) (9) (1,096) (142)
State-current 6 - 31 -
585 486 3,873 171
Total income taxes $14,282 $12,921 $69,008 $56,661
</TABLE>
(3) Merger with Public Service Company of Colorado (PSCo). The Company and
Denver-based PSCo entered into a definitive merger agreement (the Merger) on
August 22, 1995, to form a registered public utility holding company named New
Century Energies, Inc., which will be the parent company for the Company and
PSCo. The transaction is subject to various conditions, including receipt of the
approval of the shareholders of the Company and PSCo, as well as the approval of
or the taking of other action by the Securities and Exchange Commission, the
Federal Trade Commission, the Department of Justice, the Nuclear Regulatory
Commission, the Federal Energy Regulatory Commission, and the state public
utility commissions in Texas, Colorado, New Mexico, Wyoming, and Kansas.
The Merger, with a targeted completion date in the fall of 1996, is
conditioned on qualifying as a tax-free reorganization and being accounted for
as a pooling of interests.
(4) Rate and Regulatory Matters. A Public Utility Commission of Texas (PUCT)
substantive rule requires periodic examination of the Company's fuel and
purchased power costs, the efficiency of the use of such fuel and purchased
power, fuel acquisition and management policies and purchase power commitments.
On May 1, 1995, the Company filed with the PUCT a petition for a fuel
reconciliation for the months of January 1992 through December 1994. A hearing
was held in September 1995, and in January 1996 an order was issued which will
require the Company to make a $3.9 million fuel refund consisting of $2.1
million of overrecovered fuel costs (which has previously been accrued) and $1.8
million of disallowed fuel costs for the period. The Company is filing for a
motion for rehearing on the disallowed fuel costs. Additionally, the order will
require the Company to flow through to customers 100% of margins from non-firm
off-system opportunity sales as of January 1995. Prior Commission rulings had
allowed the Company to retain 25% of these margins. The retained portion of
these margins for calendar year 1995 was $2.3 million. The $1.8 million and $2.3
million would be charged to earnings if the Company is unsuccessful in this
matter; however, the Company believes the final determination of this matter
will not significantly affect consolidated financial results.
On December 19, 1989, the FERC issued its order regarding the 1985 rate
case. The Company appealed certain portions of the order that related to
recognition in rates of the reduction of the federal income tax rate from 46% to
34%. The United States Court of Appeals for the District of Columbia Circuit
remanded the case, directing the FERC to reconsider the Company's claim of an
offsetting cost and limiting the FERC's actions. The FERC issued its Order on
Remand in July 1992, required filings were made and a hearing was completed in
February 1994. In October 1994, the administrative law judge issued a favorable
initial decision that, if approved by the FERC, would result in a substantial
recovery by the Company. Negotiated settlements with the Company's partial
requirements customers and Texas-New Mexico Power Company were approved by the
FERC in July 1993 and September 1993, respectively, and the Company received
approximately $2.8 million. In a settlement with the Company's New Mexico
cooperative customers, which the FERC approved in July 1995, the Company
received approximately $7.0 million, including interest. Resolutions with the
remaining wholesale customers, Golden Spread member cooperatives and Lyntegar
Electric Cooperative have not been reached. The Company cannot reasonably
estimate the ultimate amount recoverable from these proceedings; however, a
favorable resolution could materially improve 1996 consolidated earnings.
(5) General. See note (1) of Notes to Consolidated Financial Statements in the
Company's 1995 Annual Report on Form 10-K for a summary of the Company's
significant accounting policies.
<PAGE>
Independent Accountant's Report
Southwestern Public Service Company:
We have reviewed the accompanying condensed consolidated balance sheet of
Southwestern Public Service Company and subsidiaries as of November 30, 1995,
and the related condensed consolidated statements of earnings and cash flows for
the three-month and twelve-month periods ended November 30, 1995 and 1994. These
financial statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and of making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit in accordance with
generally accepted auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a whole. Accordingly,
we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to such condensed consolidated financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet and statement of capitalization of
Southwestern Public Service Company and subsidiaries as of August 31, 1995, and
the related consolidated statements of earnings, shareholders' equity, and cash
flows for the year then ended (not presented herein); and in our report dated
October 10, 1995, we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of August 31, 1995, is
fairly stated, in all material respects, in relation to the consolidated balance
sheet from which it has been derived.
DELOITTE & TOUCHE LLP
January 12, 1996
Dallas, Texas
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Operating Revenues and Kilowatt-Hour Sales
Substantially all of the Company's operating revenues result from the
sale of electric energy. The principal factors determining revenues are the
amount and price per unit of energy sold. The following table describes the
principal components of changes in revenues.
<TABLE>
<CAPTION>
<S> <C> <C>
Increase (Decrease) From
Corresponding Prior Period
Three Months Twelve Months
Ended Ended
11-30-95 11-30-95
(Dollars In Thousands)
Estimated effect on revenues of variations in:
Kilowatt-hour (kwh) sales* $ 7,101 $ 28,138
Rates 1,987 13,177
Fuel and purchased power cost recovery 6,176 (8,646)
Subtotal 15,264 32,669
Non-firm kwh sales (1,523) (12,440)
Total revenue increase ) $ 13,741 $ 20,229
Increase in kwh sales* (in millions) 182 714
Decrease in non-firm kwh sales (in millions) (205) (681)
*Comprised of retail and wholesale sales excluding economy and
interruptible (non-firm) wholesale kwh sales.
</TABLE>
Variations in Kwh Sales. The revenue increases for the three- and
twelve-month periods resulted primarily from increased sales to rural electric
cooperatives (RECs), primarily Cap Rock Electric Cooperative (Cap Rock). Sales
began in February 1994 and increased to 100% of Cap Rock's West Texas
requirements in February 1995. Increased irrigation sales, reflecting below
normal precipitation, also contributed to the rise in REC sales for both
periods. Accounting adjustments to the estimate of delivered not billed kwh
sales also increased revenues for the twelve-month period by approximately $8.3
million. These estimated kwh sales relate to energy used by customers but not
billed until the subsequent month.
Variations in Rates. Increased revenues for the twelve-month period are
primarily the result of greater demand charge revenues paid by certain wholesale
customers. Additionally, a settlement of the 1985 Federal Energy Regulatory
Commission (FERC) rate case with the Company's New Mexico wholesale REC
customers contributed increased revenues of approximately $4.0 million (and
interest of $3.0 million which is included in other income).
Variations in Fuel and Purchased Power Cost Recovery. Revenue increases
for the three-month period are due to increased coal and gas costs. Decreases
for the twelve-month period are due to substantially lower natural gas prices.
Variations in Non-Firm Kwh Sales. The amount of revenues arising from
non-firm sales is dependent, in large part, upon the amount and cost of power
available to the Company for sale, the demand for power, the availability of
competing hydroelectric power from the Northwest and generation from major
plants in the West. The decline in non-firm sales for both periods was primarily
due to available power from major western plants and excess hydroelectric power
in the Northwest. Mild weather throughout the region, particularly in the
winter, also contributed to the decline for the year.
In January 1996 the Public Utility Commission of Texas ordered the
company to flow through 100% of the margins related to these sales as of January
1995 (compared to 75% which has previously been flowed through). The amount of
these margins for calendar year 1995 was $2.3 million. The company is requesting
rehearing of this order. See Note (4).
Operating Expenses and Non-Operating Items
Operating Expenses. Fuel and purchased power expense comprised 54.2% and
55.2% of total operating expenses for the three and twelve months ended November
30, 1995, respectively. When compared to the corresponding periods last year,
these expenses increased $5.8 million, or 6.8%, for the three-month period and
decreased $15.0 million, or 3.8%, for the twelve-month period. Increased fuel
costs caused the three-month rise. Substantially lower gas prices and decreased
generation of electricity, primarily due to lower non-firm sales, contributed to
the decline in the twelve-month period. Fuel expense (excluding purchased power
expense), per net kwh generated, increased from 1.68 to 1.83 cents and decreased
from 1.82 to 1.78 cents for the respective three- and twelve-month periods. The
increase in the three-month period is due to higher coal and natural gas costs
while the decline in the twelve-month period is due to lower natural gas prices.
Total operating expenses, excluding fuel and purchased power, increased
$4.8 million, or 6.7%, for the three-month period, and increased $13.8 million,
or 4.7%, for the twelve-month period. The increase in the three-month period is
due primarily to merger-related costs. (See Other Matters). The increase in the
twelve-month period was due primarily to increased federal income taxes as a
result of larger taxable income.
Other Income. Other income increased in the twelve-month period due
primarily to approximately $3.0 million of interest from the rate case
settlement with New Mexico wholesale customers. The write-off of nonrecurring
expenses of $3.4 million (related to engineering and design costs of a
previously planned generating facility and business development costs related to
a generation project in Missouri) reduced other income for last year.
Earnings
Current operating income and earnings applicable to common stock
improved for both periods primarily because of increased kwh sales to RECs
(primarily Cap Rock), residential and commercial customers. The increase for the
twelve-month period also resulted from the change in estimate of delivered not
billed kwh sales ($5.4 million or 13 cents per share) and the New Mexico rate
settlement ($4.5 million or 11 cents per share).
Assuming normal weather conditions, earnings for the 1996 fiscal year
are expected to remain relatively level. A favorable resolution of the 1985 FERC
rate case with Texas wholesale REC customers could materially improve 1996
earnings. Additionally, Quixx has entered into an agreement to sell certain
water rights to the Canadian River Municipal Water Authority (CRMWA) for $14.5
million that would result in an after-tax gain of approximately $7.6 million.
The sale is conditioned on CRMWA receiving assurances from certain member cities
that the cost of the water rights will be repaid. The contract is scheduled to
close in fiscal 1996; however, the Company expects, but can give no assurance,
that this sale will be closed.
LIQUIDITY AND CAPITAL RESOURCES
The Company's demand for capital is normally related to the construction
of utility plant and equipment. Cash construction expenditures excluding AFUDC
for the three and twelve months ended November 30, 1995, were $33.0 million and
$105.5 million, respectively. Such expenditures are expected to approximate
$112.9 million for 1996. The anticipated purchase of TUCO Inc. (TUCO) from Cabot
Corporation for $77 million and the purchase of certain Texas properties from
Texas-New Mexico Power Company (TNP) for $29.2 million will result in additional
cash requirements in 1996. The Company cannot accurately forecast the portion of
internally generated funds to be used for capital expenditures, but expects that
it will be approximately 40% in fiscal 1996 (including TNP and TUCO).
The Company redeemed on December 27, 1995, all of its outstanding
Preferred Stock that was redeemable by its terms and in January 1996 purchased
and cancelled all of the outstanding 2,600 shares of its 14.50% Cumulative
Preferred Stock that was not redeemable by its terms. The aggregate redemption
and purchase price of the shares of stock was approximately $76 million,
including accrued dividends. The Company plans to finance the redemption and
purchase of the Preferred Stock with the use of short-term borrowings, which
would be repaid, subject to market conditions, with the issuance of new
Preferred Stock or Bonds during 1996. The information set forth in the preceding
paragraph does not include the expenditures or refinancing in connection with
the redemption and purchase of the Preferred Stock. The Company currently
contemplates the sale of other Preferred Stock, Common Stock and Bonds during
the five-year period 1996-2000 in connection with the financing of its
construction program and retirement of Bonds.
The Company has effective a shelf registration under which a remaining
aggregate of $130 million of First Mortgage Bonds and Cumulative Preferred Stock
may be issued (a maximum of $40 million Preferred Stock is issuable thereunder).
At November 30, 1995, the Company maintained committed bank lines of credit
aggregating $128 million, of which the Company had no borrowings outstanding at
November 30, 1995.
The Company will seek approval of the holders of its Common Stock at the
Annual Meeting to be held on January 31, 1996, (the Annual Meeting) to amend its
Articles relating to the Preferred Stock in order to provide for updated
provisions and eliminate certain restrictive covenants imposed by the current
provisions.
OTHER MATTERS
Electric utilities have historically operated in a highly regulated
environment in which they have an obligation to provide electric service to
their customers in return for an exclusive franchise within their service
territory with an opportunity to earn a regulated rate of return. This
regulatory environment is changing. The generation sector has experienced
competition from nonutility power producers and the FERC is requiring utilities,
including the Company, to provide wholesale transmission service to others and
may order electric utilities to enlarge their transmission systems to facilitate
transmission services without impairing reliability. State regulatory
authorities are in the process of changing utility regulations in response to
federal and state statutory changes and evolving markets. In part in response to
these changing conditions the Company has entered into a definitive merger
agreement with Public Service Company of Colorado (PSCo) (the Merger) to form a
registered public utility holding company named New Century Energies, Inc.(NCE).
Consummation of the Merger is subject to customary conditions including
receiving shareholder and regulatory authority approvals. The Company's
shareholders will be asked to approve the Merger at the Annual Meeting. The two
utilities are working toward a completion date in the fall of 1996. The
foregoing discussions of the Company's "Results of Operations" and "Liquidity
and Capital Resources" do not take into account any changes that could arise as
a result of the Merger.
For further information concerning the Merger and the impact on the
Company, reference is made to the joint proxy of the Company and PSCo and the
prospectus for NCE (including the merger agreement and exhibits thereto) dated
December 13, 1995, filed with the Securities and Exchange Commission.
<PAGE>
PART II. OTHER INFORMATION
Item 5. Other Information.
On August 22, 1995, the Company and Denver-based Public Service Company of
Colorado (PSCo) entered into a definitive agreement providing for a "merger of
equals" of the two companies, as previously reported in the Company's Current
Report on Form 8-K dated August 22, 1995, and in it Annual Report on Form 10-K
for the fiscal year ended August 31, 1995. Detailed information with respect to
the business combination is contained in the Joint Proxy Statement/Prospectus
dated December 13, 1995, (contained in the Registration No. 33-64951). The
Company's Joint Proxy Statement/Prospectus, which includes unaudited pro forma
combined financial data for the Company and PSCo giving effect to the business
combination, to the extent information has been provided by the Company, is
incorporated herein by reference.
The Company has filed applications with the applicable state jurisdictions
and FERC and numerous intervenors have filed in the proceedings. Hearings in
some of the state jurisdictions have been scheduled to commence in the summer of
1996.
The Company's ratio of earnings to fixed charges for the twelve months
ended November 30, 1995, was 5.06. The ratio of earnings to fixed charges and
preferred dividend requirements combined was 4.35 for such period.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
12 Statement showing computations of ratio of earnings for
the twelve months ended November 30, 1995
15 Letter of Deloitte & Touche LLP regarding unaudited
condensed consolidated interim financial information
(b) Reports on Form 8-K:
None
<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.
SOUTHWESTERN PUBLIC SERVICE COMPANY
Doyle R. Bunch II
Executive Vice-President
Accounting and Corporate Development
DATE: January 12, 1996
<TABLE>
<CAPTION>
SOUTHWESTERN PUBLIC SERVICE COMPANY
EXHIBIT 12. Statement of Computation of Ratio of Earnings
Twelve Months Ended
November 30, 1995
(Dollars In Thousands)
<S> <C>
Computation of Ratio of Earnings to Fixed Charges:
Fixed charges, as defined:
Interest on long-term debt $ 41,992
Amortization of debt premium, discount and expense 541
Other interest 3,125
Estimated interest factor of rental charges 1,292
Total fixed charges $ 46,950
Earnings as defined:
Net earnings per statement of earnings $121,477
Fixed charges as shown 46,950
Income taxes:
Federal-current 56,923
Federal-deferred 10,372
State 1,963
Investment tax credits (250)
Earnings available for fixed charges $237,435
Ratio of earnings to fixed charges 5.06
Computation of Ratio of Earnings to Fixed Charges
and Preferred Dividend Requirements Combined:
Total fixed charges, as shown above $ 46,950
Preferred dividend requirements* 7,602
Total fixed charges and preferred dividend requirements combined $ 54,552
Earnings available for fixed charges and preferred dividend
requirements combined $237,435
Ratio of earnings to fixed charges and preferred dividend
requirements combined 4.35
*Preferred dividend requirements:
Annual preferred dividend requirement $ 4,878
Less amount deductible for income tax purposes 82
Net requirement [A] $ 4,796
1 / (100% - effective rate) [B] 1.568
Effective tax rate 36.2%
[A] x [B] $ 7,520
Add amount deductible for income tax purposes 82
Preferred dividend requirements $ 7,602
</TABLE>
EXHIBIT 15
Southwestern Public Service Company:
We have made a review, in accordance with standards established by the American
Institute of Certified Public Accountants, of the unaudited condensed interim
financial information of Southwestern Public Service Company and subsidiaries
for the periods ended November 30, 1995 and 1994, as indicated in our report
dated January 12, 1996; because we did not perform an audit, we expressed no
opinion on that information.
We are aware that our report referred to above, which is included in your
Quarterly Report on Form 10-Q for the quarter ended November 30, 1995, is
incorporated by reference in Amendment No. 1 to Registration Statement No.
33-53171 on Form S-3, Registration Statement No. 33-27452 on Form S-8, and
Registration Statement No. 33-64951 on Form S-4.
We also are aware that the aforementioned report, pursuant to Rule 436(c) under
the Securities Act of 1933, is not considered a part of the Registration
Statement prepared or certified by an accountant or a report prepared or
certified by an accountant within the meaning of Sections 7 and 11 of that Act.
Deloitte & Touche LLP
January 12, 1996
Dallas, Texas
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