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8-K Filing
PG&E (PCG) 8-KResults of Operations and Financial Condition
Filed: 30 Oct 13, 12:00am
![]() | Corporate Affairs 77 Beale Street San Francisco, CA 94105 1-415-973-5930 | Exhibit 99.1 |
· | the outcome of the CPUC’s pending investigations related to the Utility’s natural gas operating practices and the San Bruno accident, including the ultimate amount of fines payable to the State General Fund and the extent to which the Utility’s past and future unrecovered and unrecoverable costs to perform work associated with its natural gas system are considered in reaching the final outcome; |
· | the outcome of the pending criminal investigation related to the San Bruno accident, including the amount of any fines the Utility may be required to pay and the impact of remedial measures the Utility may be required to implement, such as the appointment of an independent monitor; |
· | 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 investigations, including any charge or finding of criminal liability; |
· | the timing and amount of insurance recoveries related to third-party liability incurred in connection with the San Bruno accident; |
· | the outcomes of regulatory and ratemaking proceedings, such as the 2014 General Rate Case, the CPUC’s compliance audits of the Utility’s annual electricity procurement costs, the 2015 Gas Transmission & Storage rate case, and the Transmission Owner rate cases pending at the FERC; |
· | the ultimate amount of costs the Utility incurs in the future that are not recovered through rates, including costs to perform incremental work to improve the safety and reliability of electric and natural gas operations; |
· | the amount and timing of additional common stock issuances by PG&E Corporation, the proceeds of which are contributed as equity to maintain the Utility’s authorized capital structure as it incurs charges and costs, including costs and fines associated with natural gas matters, that are not recoverable through rates or insurance; and changes in the availability and cost of borrowing and debt financing especially if PG&E Corporation’s or the Utility’s credit ratings are downgraded; |
· | the impact of environmental laws, regulations, and orders and the Utility’s ability to recover associated compliance costs, including the costs to comply with cap-and-trade regulations and the costs of renewable energy procurement; |
· | the extent to which the Utility is able to recover environmental remediation costs in rates or from other sources; and the ultimate amount of environmental remediation costs the Utility incurs but does not recover, such as the remediation costs associated with the Utility’s natural gas compressor station site located near Hinkley, California; |
· | the impact of new legislation, regulations, recommendations, policies, decisions, or orders relating to the operations, seismic design, security, safety, re-licensing, 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 subjects the Utility to third-party liability, or result in the imposition of civil, criminal, or regulatory penalties; and |
· | the other factors and risks discussed in PG&E Corporation’s and the Utility’s 2012 Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. |
(Unaudited) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
(in millions, except per share amounts) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Operating Revenues | ||||||||||||||||
Electric | $ | 3,517 | $ | 3,323 | $ | 9,375 | $ | 9,026 | ||||||||
Natural gas | 658 | 653 | 2,248 | 2,184 | ||||||||||||
Total operating revenues | 4,175 | 3,976 | 11,623 | 11,210 | ||||||||||||
Operating Expenses | ||||||||||||||||
Cost of electricity | 1,645 | 1,283 | 3,817 | 3,104 | ||||||||||||
Cost of natural gas | 131 | 118 | 656 | 593 | ||||||||||||
Operating and maintenance | 1,585 | 1,344 | 4,179 | 4,138 | ||||||||||||
Depreciation, amortization, and decommissioning | 523 | 617 | 1,542 | 1,807 | ||||||||||||
Total operating expenses | 3,884 | 3,362 | 10,194 | 9,642 | ||||||||||||
Operating Income | 291 | 614 | 1,429 | 1,568 | ||||||||||||
Interest income | 2 | 2 | 6 | 6 | ||||||||||||
Interest expense | (179 | ) | (178 | ) | (532 | ) | (528 | ) | ||||||||
Other income, net | 26 | 26 | 78 | 84 | ||||||||||||
Income Before Income Taxes | 140 | 464 | 981 | 1,130 | ||||||||||||
Income tax (benefit) provision | (24 | ) | 100 | 243 | 291 | |||||||||||
Net Income | 164 | 364 | 738 | 839 | ||||||||||||
Preferred stock dividend requirement of subsidiary | 3 | 3 | 10 | 10 | ||||||||||||
Income Available for Common Shareholders | $ | 161 | $ | 361 | $ | 728 | $ | 829 | ||||||||
Weighted Average Common Shares Outstanding, Basic | 446 | 428 | 441 | 422 | ||||||||||||
Weighted Average Common Shares Outstanding, Diluted | 447 | 429 | 442 | 423 | ||||||||||||
Net Earnings Per Common Share, Basic | $ | 0.36 | $ | 0.84 | $ | 1.65 | $ | 1.96 | ||||||||
Net Earnings Per Common Share, Diluted | $ | 0.36 | $ | 0.84 | $ | 1.65 | $ | 1.96 | ||||||||
Dividends Declared Per Common Share | $ | 0.46 | $ | 0.46 | $ | 1.37 | $ | 1.37 |
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 September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||
Earnings | Earnings per Common Share (Diluted) | Earnings | Earnings per Common Share (Diluted) | |||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||||||
PG&E Corporation Earnings from Operations (1) | $ | 395 | $ | 399 | $ | 0.88 | $ | 0.93 | $ | 1,019 | $ | 1,114 | $ | 2.31 | $ | 2.63 | ||||||||||||||||
Items Impacting Comparability: (2) | ||||||||||||||||||||||||||||||||
Natural gas matters (3) | (233 | ) | (24 | ) | (0.52 | ) | (0.06 | ) | (287 | ) | (229 | ) | (0.65 | ) | (0.54 | ) | ||||||||||||||||
Environmental-related costs (4) | (1 | ) | (14 | ) | (0.00 | ) | (0.03 | ) | (4 | ) | (56 | ) | (0.01 | ) | (0.13 | ) | ||||||||||||||||
PG&E Corporation Earnings on a GAAP basis | $ | 161 | $ | 361 | $ | 0.36 | $ | 0.84 | $ | 728 | $ | 829 | $ | 1.65 | $ | 1.96 | ||||||||||||||||
(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) | The Utility incurred net costs of $394 million and $485 million, pre-tax, during the three and nine months ended September 30, 2013, respectively, in connection with natural gas matters. These amounts included pipeline-related expenses to validate safe operating pressures and perform other activities associated with the Utility’s pipeline safety enhancement plan (“PSEP”) that were disallowed by the CPUC, costs related to the Utility’s multi-year effort to identify and remove encroachments from transmission pipeline rights-of-way and other gas-related work, and legal and other expenses. A charge was also recorded for disallowed PSEP capital expenditures, reflecting forecasted capital expenditures through 2014 that are expected to exceed the amount to be recovered. Costs incurred also included an increase in the accrual for third-party claims related to the San Bruno accident. These costs were partially offset by insurance recoveries. There were no additional charges incurred during these periods related to fines. |
(pre-tax) | Three Months Ended September 30, 2013 | Nine Months Ended September 30, 2013 | ||||||
Pipeline-related expenses | $ | (113 | ) | $ | (249 | ) | ||
Disallowed capital | (196 | ) | (196 | ) | ||||
Accrued fines | - | -- | ||||||
Third-party liability claims | (110 | ) | (110 | ) | ||||
Insurance recoveries | 25 | 70 | ||||||
Natural gas matters | $ | (394 | ) | $ | (485 | ) |
(4) | The Utility recorded charges of $2 million and $7 million, pre-tax, during the three and nine months ended September 30, 2013, respectively, for environmental remediation costs associated with the Utility's natural gas compressor site located near Hinkley, California. |
Third Quarter 2012 EPS from Operations (1) | $ | 0.93 | ||
Growth in rate base earnings | 0.05 | |||
Timing of incremental work | 0.01 | |||
Miscellaneous | 0.04 | |||
Reduction in authorized cost of capital | (0.09 | ) | ||
Impact of capital spending over authorized | (0.02 | ) | ||
Increase in shares outstanding | (0.04 | ) | ||
Third Quarter 2013 EPS from Operations (1) | $ | 0.88 | ||
2012 YTD EPS from Operations (1) | $ | 2.63 | ||
Growth in rate base earnings | 0.15 | |||
Reduction in authorized cost of capital | (0.28 | ) | ||
Impact of capital spending over authorized | (0.03 | ) | ||
Gas transmission revenues | (0.02 | ) | ||
Timing of incremental work | (0.02 | ) | ||
Increase in shares outstanding | (0.11 | ) | ||
Miscellaneous | (0.01 | ) | ||
2013 YTD EPS from Operations (1) | $ | 2.31 |
(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) | (0.91 | ) | (0.78 | ) | ||||
Environmental-Related Costs (3) | (0.04 | ) | (0.01 | ) | ||||
Estimated EPS on a GAAP Basis | $ | 1.60 | $ | 1.96 |
(1) | Items impacting comparability reconcile earnings from operations with Consolidated Income Available for Common Shareholders as reported in accordance with GAAP. |
(2) | This range corresponds to the range of unrecovered costs associated with Natural gas matters, after-tax, of $407 million and $347 million. The pre-tax range of costs for items in Natural gas matters is shown below. |
2013 | ||||||||
(in millions, pre-tax) | Low EPS guidance range | High EPS guidance range | ||||||
Pipeline-related expenses (a) | $ | (450 | ) | $ | (350 | ) | ||
Disallowed capital (b) | (196 | ) | (196 | ) | ||||
Accrued fines (c) | - | - | ||||||
Third-party liability claims (d) | (110 | ) | (110 | ) | ||||
Insurance recoveries (e) | 70 | 70 | ||||||
Natural gas matters | $ | (686 | ) | $ | (586 | ) |
(a) | The range of $350 million to $450 million reflects pipeline-related expenses that are not recoverable through rates, including costs to perform work associated with the Utility’s PSEP, 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 other expenses. |
(b) | The $196 million reflects capital expenditures that are not expected to be recovered through rates, including costs to perform pipeline replacement work associated with the Utility’s PSEP. |
(c) | The ultimate amount of fines imposed on the Utility that is payable to the State General Fund could be materially higher than the $200 million previously accrued. The guidance provided does not include any potential future fines (other than those already accrued). |
(d) | Based on the cumulative charges recorded through 2012 of $455 million, the Utility’s best estimate of probable loss for third-party claims related to the San Bruno accident is $565 million. The guidance provided does not include potential losses for punitive damages, if any. |
(e) | Although the Utility believes that a significant portion of the costs it incurs for third-party claims and associated legal expenses will be recovered through its insurance, the amount and timing of future recoveries is uncertain. The guidance provided includes only insurance recoveries deemed probable under applicable accounting standards. |
(3) | This range corresponds to the environmental-related cost range of $7 million to $30 million, pre-tax, primarily reflecting additional potential costs for the Utility’s whole house water replacement systems and other remedial measures associated with the Hinkley natural gas compressor site. The guidance provided is based on the assumption that the final groundwater remediation plan is adopted as proposed. |