Xcel Energy (XEL) 8-K Acquisition or disposition of assets

Exhibit 99.01

UNAUDITED CONSOLIDATED PRO-FORMA FINANCIAL INFORMATION

NRG Energy Inc. (NRG), a wholly-owned subsidiary of Xcel Energy, emerged from bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code on Dec. 5, 2003. As part of the settlement agreement approved by the Bankruptcy Court among Xcel Energy, NRG and NRG’s creditors (“the Settlement”), Xcel Energy has divested all ownership interests in NRG as of the emergence date.

The following summary of unaudited pro-forma financial information for Xcel Energy gives effect to the divestiture of NRG, including events directly attributable to the transaction. This unaudited pro-forma summarized financial information should be read in conjunction with the historical financial statements and related notes of Xcel Energy, which are included in the 2002 Annual Report on Form 10-K, and the Sept. 30, 2003, Quarterly Report on Form 10-Q. The unaudited pro-forma Statements of Operations information for the year-to-date period ended Sept. 30, 2003 and the year ended December 31, 2002, assume that NRG had been divested on Jan. 1, 2002, the beginning of the earliest period presented. The unaudited pro-forma Balance Sheet as of September 30, 2003 assumes that NRG had been divested on that date.

These summarized pro-forma amounts do not include the future financial impacts that may occur from NRG’s filing for bankruptcy, or from implementing the Settlement. Also, the unaudited summarized pro-forma financial information does not necessarily indicate what Xcel Energy’s financial position or operating results would have been if NRG had been divested in the periods presented, and does not necessarily indicate future operating results of Xcel Energy (with or without NRG).

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XCEL ENERGY INC. AND SUBSIDIARIES
Pro-Forma Consolidated Statements Of Operations
(Thousands of Dollars, Except Per Share Data)
For the Nine Months ended Sept. 30, 2003

						Pro-Forma
						Adjustments for
			As Reported			Divestiture			Adjusted
			9/30/2003 (a)			of NRG			9/30/2003
Operating revenues:
	Electric utility		$	4,507,913					$	4,507,913
	Natural gas utility			1,122,797						1,122,797
	Electric and natural gas trading margin			18,264						18,264
	Nonregulated and other			326,347						326,347
		Total operating revenues		5,975,321			—			5,975,321
Operating expenses:
	Electric fuel and purchased power — utility			2,050,148						2,050,148
	Cost of natural gas sold and transported — utility			757,988						757,988
	Cost of sales — Nonregulated and other			221,079						221,079
	Other operating and maintenance expenses — utility			1,149,748						1,149,748
	Other operating and maintenance expenses — nonregulated			99,357						99,357
	Depreciation and amortization			597,734						597,734
	Taxes (other than income taxes)			248,087						248,087
	Special charges (d)			11,752						11,752
		Total operating expenses		5,135,893			—			5,135,893
Operating income				839,428						839,428
Equity in losses of NRG				(363,825	)		363,825	(b)		—
Interest and other income, net of nonoperating expenses				30,690						30,690
Interest charges and financing costs:
	Interest charges — net of amounts capitalized			320,737						320,737
	Distributions on redeemable preferred securities of subsidiary trusts			21,773						21,773
		Total interest charges and financing costs		342,510			—			342,510
Income (loss) from continuing operations before income taxes				163,783			363,825			527,608
Income taxes (benefits)				39,837			105,000	(c)		144,837
Income (loss) from continuing operations			$	123,946		$	258,825		$	382,771
Weighted average common shares outstanding (in thousands):
	Basic			398,728						398,728
	Diluted			399,144						399,144
Earnings per share — basic:
	Income (loss) from continuing operations (e)		$	0.31					$	0.96
Earnings per share — diluted:
	Income (loss) from continuing operations (e)		$	0.31					$	0.96

See accompanying Notes to Pro-Forma Financial Information

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XCEL ENERGY INC. AND SUBSIDIARIES
Pro-forma Consolidated Statements Of Operations
(Thousands of Dollars, Except Per Share Data)
For the year ended December 31, 2002

							Pro-forma
							Adjustments for
				As Reported			Divestiture					Adjusted
				12/31/2002 (a)			of NRG					12/31/2002
Operating Revenues:
	Electric utility			$	5,435,377							$	5,435,377
	Natural gas utility				1,397,800								1,397,800
	Electric and natural gas trading				8,485								8,485
	Nonregulated and other				2,611,149			(2,212,153	)	(b	)		398,996
	Equity earnings from unconsolidated NRG affiliates				68,996			(68,996	)	(b	)		—
			Total operating revenues		9,521,807			(2,281,149	)				7,240,658
Operating Expenses:
	Electric fuel and purchased power — utility				2,199,099								2,199,099
	Cost of natural gas sold and transported — utility				851,987								851,987
	Cost of sales — nonregulated and other				1,361,466			(1,094,795	)	(b	)		266,671
	Other operating and maintenance expenses — utility				1,501,602								1,501,602
	Other operating and maintenance expenses — nonregulated				787,968			(665,886	)	(b	)		122,082
	Depreciation and amortization				1,037,429			(256,199	)	(b	)		781,230
	Taxes (other than income taxes)				318,641								318,641
	Special charges (d)				2,898,513			(2,852,285	)	(b	)		46,228
			Total operating expenses		10,956,705			(4,869,165	)				6,087,540
Operating income (loss)					(1,434,898	)		2,588,016					1,153,118
Interest and other income, net of nonoperating expenses					63,623			(8,929	)	(b	)		54,694
Interest charges and financing costs:
	Interest Charges — net of amounts capitalized				879,736			(493,956	)	(b	)		385,780
	Distributions on Redeemable Preferred Securities of Subsidiary Trusts				38,344								38,344
			Total interest charges and financing costs		918,080			(493,956	)				424,124
Income (loss) from continuing operations before income taxes					(2,289,355	)		3,073,043					783,688
Income taxes (benefit)					(627,985	)		871,382		(b	)(c)		243,397
Income (loss) from continuing operations				$	(1,661,370	)	$	2,201,661				$	540,291
Weighted average common shares outstanding (in thousands):
		Basic			382,051								382,051
		Diluted			382,051								382,051
Earnings (loss) per share — basic:
	Income (loss) from continuing operations (e)			$	(4.36	)						$	1.40
Earnings (loss) per share — diluted:
	Income (loss) from continuing operations (e)			$	(4.36	)						$	1.40

See accompanying Notes to Pro-forma Financial Information

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XCEL ENERGY INC. AND SUBSIDIARIES
Pro Forma Consolidated Balance Sheet
(Thousands of Dollars, Except Per Share Data)

						Pro Forma
						Adjustment for
			As Reported			Divestiture					Adjusted
			9/30/2003 (a)			of NRG					9/30/2003
ASSETS
Current Assets:
	Cash and cash equivalents		$	695,698							$	695,698
	Accounts receivable — net of allowance			710,525			(53,569	)	(f	)		656,956
	Accrued unbilled revenues			316,943								316,943
	Materials and supplies inventories — at average cost			181,707								181,707
	Fuel inventory — at average cost			52,993								52,993
	Natural gas inventories — replacement cost in excess of LIFO			156,609								156,609
	Recoverable purchased natural gas and electric energy costs			193,926								193,926
	Derivative instruments valuation — at market			21,226								21,226
	Current deferred income tax			563,653			(563,653	)	(g	)		—
	Prepayments and other			225,101								225,101
		Total Current Assets		3,118,381			(617,222	)				2,501,159
Property, Plant and Equipment, at cost:
	Electric utility plant			17,126,762								17,126,762
	Nonregulated property and other			1,672,453								1,672,453
	Natural gas utility plant			2,474,398								2,474,398
	Construction work in progress			943,892								943,892
		Total Property, Plant and Equipment		22,217,505			—					22,217,505
	Less accumulated depreciation			(9,537,934	)							(9,537,934	)
	Nuclear fuel — net of accumulated amortization			90,199								90,199
		Net Property, Plant and Equipment		12,769,770			—					12,769,770
Other Assets:
	Investments in unconsolidated affiliates			130,938								130,938
	Notes receivable, including amounts from affiliates			2,880								2,880
	Nuclear decommissioning fund and other investments			765,125								765,125
	Regulatory assets			741,815								741,815
	Derivative instruments valuation — at market			705								705
	Prepaid pension asset			467,328								467,328
	Goodwill, net			7,730								7,730
	Intangible assets, net			58,213								58,213
	Other			201,482			—					201,482
		Total Other Assets		2,376,216			—					2,376,216
		TOTAL ASSETS	$	18,264,367		$	(617,222	)			$	17,647,145
LIABILITIES AND EQUITY
Current Liabilities:
	Current portion of long-term debt		$	240,982							$	240,982
	Short-term debt			148,989								148,989
	Accounts payable			684,360			(7,789	)	(f	)		676,571
	Taxes accrued			355,106								355,106
	Dividends payable			—								—
	Derivative instruments valuation — at market			47,563								47,563
	NRG losses in excess of investment			927,414			(927,414	)	(f	)		—
	Settlement obligation related to NRG			—			—		(f	) (g)		—
	Other			389,348								389,348
		Total Current Liabilities		2,793,762			(935,203	)				1,858,559
Deferred Credits and Other Liabilities:
	Deferred income taxes			1,660,279			188,347		(f	)		1,848,626
	Deferred investment tax credits			159,922								159,922
	Regulatory liabilities			597,426								597,426
	Derivative instruments valuation — at market			26,768								26,768
	Benefit obligations and other			352,376								352,376
	Asset retirement obligations			1,008,534								1,008,534
	Customer advances			201,488								201,488
	Minimum pension liability			128,053								128,053
		Total Deferred Credits and Other Liabilities		4,134,846			188,347					4,323,193
Minority interest in subsidiaries				5,433								5,433
Commitments and contingencies Capitalization:
	Long-term debt			6,411,736								6,411,736
	Mandatorily redeemable preferred securities of subsidiary trusts			100,000								100,000
	Preferred stockholders’ equity			104,260								104,260
	Common stockholders’ equity			4,714,330			129,634		(f	)		4,843,964
	TOTAL LIABILITIES AND EQUITY		$	18,264,367		$	(617,222	)			$	17,647,145

See accompanying Notes to Pro-Forma Financial Information.

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NOTES TO PRO-FORMA FINANCIAL INFORMATION

The following notes provide additional information for the adjustments made to historical financial statements in determining the accompanying pro-forma financial information.

(a)	“As Reported” amounts for nine months ended Sept. 30, 2003, were derived from the unaudited consolidated financial statements included in Xcel Energy’s Quarterly Report on Form 10-Q for the period ended Sept. 30, 2003. These amounts already reflect the deconsolidation of NRG, which were reported on the equity method of accounting as of Jan. 1, 2003. The “As Reported” amounts for year ended Dec. 31, 2002, were derived from the audited consolidated financial statements included in Xcel Energy’s 2002 Annual Report on Form 10-K. NRG was reported as a consolidated subsidiary during the year ended Dec. 31, 2002.
(b)	Pro-forma adjustments reflect the elimination of NRG’s results of operations as recorded by Xcel Energy due to its assumed divestiture as of the beginning of the periods presented. The tax benefits recorded by NRG related to its operating losses, which are eliminated in this pro-forma adjustment, were $165,382.
(c)	Pro-forma adjustments reflect the elimination of income tax benefits accruing to Xcel Energy related to its expected write-off of its investment in NRG. Tax benefits were recorded in the amount of $105 million for the year-to-date period ended September 30, 2003 and $706 million for the year 2002. No pro forma adjustments have been made for tax benefits related to the tax effects of payments due under the Settlement agreement, since these benefits were not recorded in the periods reported herein.
(d)	No pro-forma adjustments have been made to eliminate NRG-related legal and other restructuring charges incurred at the Xcel Energy holding company level. These charges were approximately $12 million for the year-to-date period ended Sept. 30, 2003 and approximately $5 million for the year 2002.
(e)	Earnings per share also reflect the impact of dividend requirements on preferred stock, which reduce income from continuing operations in determining earnings available for common shareholders. Such dividend requirements were $3 million in the year-to-date period ended Sept. 30, 2003 and $4 million in the year 2002.
(f)	Pro-forma adjustments reflect the elimination of NRG-related assets and liabilities due to its assumed divestiture as of the date reported. NRG was reported under the equity method of accounting for 2003 due to its bankruptcy filing in May 2003. As such, the amounts eliminated included intercompany receivables and payables, the investment in NRG (a negative amount due to losses incurred in excess of cumulative investments made), and other comprehensive income attributable to NRG (related to cumulative foreign currency translation adjustments of $34 million and changes in fair value for derivative contracts qualifying as cash flow hedges of $(10) million). The pro forma adjustments of NRG’s equity accounting balances resulted in only one balance related to NRG, a $752 million Settlement obligation which was eliminated through the pro forma adjustment discussed in (g) below.
(g)	A pro forma adjustment has been made to reflect the assumed payment of Xcel Energy’s $752 million in obligations to NRG and its creditors related to the Settlement approved by the Bankruptcy Court. These obligations will be funded through deferred tax benefits, which have also been eliminated through pro forma adjustments to assume their realization in the amount of the $752 million settlement agreement. The $752 million in deferred tax benefits eliminated were reported partially in current assets and also in long-term liabilities.

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