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8-K Filing
PG&E (PCG) 8-KFull-year and Fourth-quarter 2012 Results
Filed: 21 Feb 13, 12:00am
![]() | Corporate Affairs 77 Beale Street San Francisco, CA 94105 1-415-973-5930 | Exhibit 99.1 |
· | the outcome of pending investigations related to the Utility’s natural gas system operating practices and the San Bruno accident, including the ultimate amount of penalties (including criminal penalties, if any) and third-party liability the Utility incurs; |
· | the outcomes of ratemaking proceedings, such as the 2014 General Rate Case, the Transmission Owner rate case, and the 2015 Gas Transmission and Storage rate case; |
· | the ultimate costs the Utility incurs in the future that are not recovered through rates, including costs to perform work under the Pipeline Safety Enhancement Plan, to identify and remove encroachments from transmission pipeline easements, and to perform incremental work to improve the safety and reliability of electric and natural gas operations; |
· | the outcome of future investigations or enforcement proceedings relating to the Utility’s compliance with laws, rules, regulations, or orders applicable to the operation, inspection, and maintenance of its electric and gas facilities; |
· | whether PG&E Corporation and the Utility are able to repair the reputational harm that they have suffered, and may suffer in the future, due to the negative publicity surrounding the San Bruno accident, the related civil litigation, and the pending investigations, including any charge or finding of criminal liability; |
· | the level of equity contributions that PG&E Corporation must make to the Utility to enable the Utility to maintain its authorized capital structure as it incurs charges and costs, including costs associated with natural gas matters and penalties imposed in connection with the pending investigations, that are not recoverable through rates or insurance; |
· | the impact of environmental remediation laws, regulations, and orders; the ultimate amount of environmental remediation costs; the extent to which the Utility is able to recover such costs from third parties or through rates or insurance; and the ultimate amount of environmental remediation costs the Utility incurs that are not recoverable through rates or insurance, such as the remediation costs associated with the Utility’s natural gas compressor station site located near Hinkley, California (“Hinkley natural gas compressor site”); |
· | the impact of new legislation, regulations, recommendations, policies, decisions, or orders relating to the operations, seismic design, security, safety, or decommissioning of nuclear generation facilities, the storage of spent nuclear fuel or cooling water intake; |
· | the occurrence of events, including cyber-attacks, that can cause unplanned outages, reduce generating output, disrupt the Utility’s service to customers, or damage or disrupt the facilities, operations, or information technology and systems owned by the Utility, its customers, or third parties on which the Utility relies; and whether the occurrence of such events subject the Utility to third-party liability for property damage or personal injury, or result in the imposition of civil, criminal, or regulatory penalties on the Utility; and |
· | the other factors and risks discussed in PG&E Corporation and the Utility’s 2012 Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. |
Year ended December 31, | ||||||||
2012 | 2011 | 2010 | ||||||
Operating Revenues | ||||||||
Electric | $ | 12,019 | $ | 11,606 | $ | 10,645 | ||
Natural gas | 3,021 | 3,350 | 3,196 | |||||
Total operating revenues | 15,040 | 14,956 | 13,841 | |||||
Operating Expenses | ||||||||
Cost of electricity | 4,162 | 4,016 | 3,898 | |||||
Cost of natural gas | 861 | 1,317 | 1,291 | |||||
Operating and maintenance | 6,052 | 5,466 | 4,439 | |||||
Depreciation, amortization, and decommissioning | 2,272 | 2,215 | 1,905 | |||||
Total operating expenses | 13,347 | 13,014 | 11,533 | |||||
Operating Income | 1,693 | 1,942 | 2,308 | |||||
Interest income | 7 | 7 | 9 | |||||
Interest expense | (703) | (700) | (684) | |||||
Other income, net | 70 | 49 | 27 | |||||
Income Before Income Taxes | 1,067 | 1,298 | 1,660 | |||||
Income tax provision | 237 | 440 | 547 | |||||
Net Income | 830 | 858 | 1,113 | |||||
Preferred stock dividend requirement of subsidiary | 14 | 14 | 14 | |||||
Income Available for Common Shareholders | $ | 816 | $ | 844 | $ | 1,099 | ||
Weighted Average Common Shares Outstanding, Basic | 424 | 401 | 382 | |||||
Weighted Average Common Shares Outstanding, Diluted | 425 | 402 | 392 | |||||
Net Earnings Per Common Share, Basic | $ | 1.92 | $ | 2.10 | $ | 2.86 | ||
Net Earnings Per Common Share, Diluted | $ | 1.92 | $ | 2.10 | $ | 2.82 | ||
Dividends Declared Per Common Share | $ | 1.82 | $ | 1.82 | $ | 1.82 | ||
Reconciliation of PG&E Corporation Earnings from Operations to Consolidated Income Available for Common Shareholders in Accordance with Generally Accepted Accounting Principles (“GAAP”) |
Three months ended December 31, | Twelve months ended December 31, | |||||||||||||||
Earnings | Earnings per Common Share (Diluted) | Earnings | Earnings per Common Share (Diluted) | |||||||||||||
2012 | 2011 | 2012 | 2011 | 2012 | 2011 | 2012 | 2011 | |||||||||
PG&E Corporation Earnings from Operations (1) | $ 253 | $ 366 | $ 0.59 | $ 0.89 | $ 1,367 | $ 1,438 | $ 3.22 | $ 3.58 | ||||||||
Items Impacting Comparability: (2) | ||||||||||||||||
Natural gas matters (3) | (259) | (283) | (0.60) | (0.69) | (488) | (520) | (1.15) | (1.30) | ||||||||
Environmental-related costs (4) | (7) | - | (0.02) | - | (63) | (74) | (0.15) | (0.18) | ||||||||
PG&E Corporation Earnings on a GAAP basis | $ (13) | $ 83 | $ (0.03) | $ 0.20 | $ 816 | $ 844 | $ 1.92 | $ 2.10 | ||||||||
(1) | “Earnings from operations” is not calculated in accordance with GAAP and excludes items impacting comparability as described in Note (2) below. |
(2) | Items impacting comparability reconcile earnings from operations with Consolidated Income Available for Common Shareholders as reported in accordance with GAAP. |
(3) | PG&E Corporation’s subsidiary, Pacific Gas and Electric Company (“Utility”) incurred net costs of $426 million and $812 million, pre-tax, during the three and twelve months ended December 31, 2012, respectively, in connection with natural gas matters. These amounts included pipeline-related expenses that will not be recoverable through rates to validate safe operating pressures, conduct strength testing, and perform other activities associated with safety improvements to the Utility’s natural gas pipeline system, as well as legal and regulatory costs. In addition, a charge was recorded for disallowed capital expenditures related to the Utility’s pipeline safety enhancement plan that are forecasted to exceed the California Public Utilities Commission’s (“CPUC”) authorized levels or that were specifically disallowed. These amounts also included an additional provision for penalties deemed probable of being imposed on the Utility in connection with pending CPUC investigations and other potential enforcement matters regarding the Utility’s natural gas operating practices. Costs incurred for the twelve months ended December 31, 2012 also included an increase in the accrual for third-party claims related to the San Bruno accident and a contribution to the City of San Bruno. These costs were partially offset by insurance recoveries. |
(pre-tax) | Three months ended December 31, 2012 | Twelve months ended December 31, 2012 | |
Pipeline-related expenses | $ (106) | $ (477) | |
Disallowed capital expenditures | (353) | (353) | |
Penalties | (17) | (17) | |
Third-party claims | - | (80) | |
Insurance recoveries | 50 | 185 | |
Contribution to City of San Bruno | - | (70) | |
Natural gas matters | $(426) | $(812) |
(4) | The Utility recorded charges of $11 million and $106 million, pre-tax, during the three and twelve months ended December 31, 2012, respectively, for environmental remediation costs associated with the Hinkley natural gas compressor site. |
Three months ended December 31, | Twelve months ended December 31, | ||||||
Earnings | Earnings | ||||||
2012 | 2011 | 2012 | 2011 | ||||
Pacific Gas and Electric Company Earnings from Operations (1) | $ 275 | $ 368 | $ 1,348 | $ 1,425 | |||
Items Impacting Comparability: (2) | |||||||
Natural gas matters (3) | (259) | (283) | (488) | (520) | |||
Environmental-related costs (4) | (7) | - | (63) | (74) | |||
Pacific Gas and Electric Company Earnings on a GAAP basis | $ 9 | $ 85 | $ 797 | $ 831 |
Fourth Quarter 2011 EPS from Operations (1) | $ 0.89 |
Increase in rate base earnings | 0.05 |
Planned incremental work | (0.11) |
Employee operational performance incentive | (0.09) |
Storm and outage expenses | (0.02) |
Litigation and regulatory matters | (0.02) |
Energy efficiency incentive revenues | (0.01) |
Increase in shares outstanding | (0.05) |
Miscellaneous | (0.05) |
Fourth Quarter 2012 EPS from Operations (1) | $ 0.59 |
2011 YTD EPS from Operations (1) | $3.58 |
Increase in rate base earnings | 0.19 |
Storm and outage expenses | 0.06 |
Litigation and regulatory matters | 0.06 |
Gas transmission revenues | 0.04 |
Planned incremental work | (0.36) |
Employee operational performance incentive | (0.08) |
Energy efficiency incentive revenues | (0.01) |
Increase in shares outstanding | (0.19) |
Miscellaneous | (0.07) |
2012 Year-to-Date EPS from Operations (1) | $ 3.22 |
(1) | See Reconciliation of PG&E Corporation Earnings from Operations to Consolidated Income Available for Common Shareholders in Accordance with GAAP for a reconciliation of EPS from Operations to EPS on a GAAP basis. |
2013 EPS Guidance | Low | High | |
Estimated EPS on an Earnings from Operations Basis | $ 2.55 | $ 2.75 | |
Estimated Items Impacting Comparability (1) | |||
Natural gas matters (2) | (0.85) | (0.53) | |
Environmental-related costs (3) | (0.04) | 0.00 | |
Estimated EPS on a GAAP Basis | $ 1.66 | $ 2.22 |
(1) | Items impacting comparability reconcile earnings from operations with consolidated Income Available for Common Shareholders in accordance with GAAP. |
(2) | The range includes pipeline-related costs associated with the scope of work that the Utility expects to undertake on its natural gas pipeline system, as well as other items described below. |
2013 | |||
(in millions, pre-tax) | Low EPS guidance range | High EPS guidance range | |
Pipeline-related costs (a) | $ (500) | $ (400) | |
Penalties (b) | - | - | |
Third-party claims (c) | (145) | 0 | |
Insurance recoveries (d) | - | - | |
Natural gas matters | $ (645) | $ (400) | |
Natural gas matters, after tax | $ (382) | $ (237) |
(a) | The range of $400 million to $500 million reflects pipeline-related expenses that are not recoverable through rates, including to perform work associated with the Utility’s pipeline safety enhancement plan, and work related to the Utility’s multi-year effort to identify and remove encroachments from transmission pipeline rights-of-way, the integrity management of transmission pipelines and other gas-related work, and legal and regulatory expenses. |
(b) | Although the Utility believes the ultimate amount of penalties could be materially higher than the $200 million at December 31, 2012, losses for penalties are recognized only when deemed probable and reasonably estimable under applicable accounting standards. |
(c) | Based on the cumulative charges recorded through 2012 of $455 million, the cumulative range for third-party claims is $455 million to $600 million. |
(d) | Although the Utility believes that a significant portion of the costs it incurs for third-party claims will be recovered through its insurance, insurance recoveries are recognized only when deemed probable under applicable accounting standards. The guidance provided does not include any potential future insurance recoveries or penalties (other than those already accrued), or any potential punitive damages. |
(3) | The environmental-related cost range of $0 to $30 million primarily reflects additional potential costs related to the Utility’s whole house water replacement program and other remedial measures associated with the Hinkley natural gas compressor site. This range assumes the final groundwater remediation plan is adopted as proposed. |