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 quarterly period ended June 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 1-7727 ----------------------------------------------------- CONNECTICUT NATURAL GAS CORPORATION ---------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Connecticut 06-0383860 ---------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 100 Columbus Boulevard, Hartford, Connecticut 06103 ---------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (203) 727-3000 ---------------------------------------------------------------------------- (Registrant's telephone number, including area code) ---------------------------------------------------------------------------- (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 ----- ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date (applicable only to Corporate Issuers). Number of shares of common stock outstanding as of the close of business on July 25, 1995: 9,931,279. FINANCIAL STATEMENTS CONNECTICUT NATURAL GAS CORPORATION The condensed financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. Although the Company believes that the disclosures are adequate to make the information presented not misleading, it is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Company's latest annual report on Form 10-K. In the opinion of the Company, all adjustments necessary to present fairly the consolidated financial position of the Connecticut Natural Gas Corporation as of June 30, 1995 and 1994 and the results of its operations and its cash flows for the three months, nine months and twelve months ended June 30, 1995 and 1994 have been included. The results of operations for such interim periods are not necessarily indicative of the results for the full year. "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED BALANCE SHEETS (Thousands of Dollars) June 30, Sept. 30, June 30, ASSETS 1995 1994 1994 ------ --------- --------- --------- Plant and Equipment: Regulated energy $ 380,001 $ 365,638 $ 354,554 Nonregulated energy 63,636 62,728 62,481 Construction work in progress 2,233 2,762 1,305 --------- --------- --------- 445,870 431,128 418,340 Less-Allowance for depreciation 130,445 119,392 116,478 --------- --------- --------- 315,425 311,736 301,862 --------- --------- --------- Investments, at equity 5,761 5,147 5,154 --------- --------- --------- Current Assets: Cash and cash equivalents 18,003 1,126 1,093 Accounts and notes receivable 30,203 28,393 43,110 Allowance for doubtful accounts (5,604) (4,017) (5,188) Accrued utility revenue 2,595 3,714 2,668 Inventories 10,973 18,326 15,989 Prepaid expenses 2,209 10,107 2,101 Recoverable purchased gas costs - 3,769 - --------- --------- --------- 58,379 61,418 59,773 --------- --------- --------- Deferred Charges and Other Assets: Unrecovered future taxes 53,018 46,759 53,181 Recoverable transition costs 5,128 6,925 14,903 Other assets 29,919 26,569 25,267 --------- --------- --------- 88,065 80,253 93,351 --------- --------- --------- $ 467,630 $ 458,554 $ 460,140 ========= ========= ========= "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED BALANCE SHEETS (Concluded) (Thousands of Dollars) June 30, Sept. 30, June 30, CAPITALIZATION AND LIABILITIES 1995 1994 1994 ------------------------------ --------- --------- --------- Capitalization: Common Stock $ 31,045 $ 29,820 $ 29,820 Capital in excess of par value 74,018 66,657 66,700 Retained Earnings 50,577 43,264 49,915 --------- --------- --------- 155,640 139,741 146,435 Unearned compensation - Restricted stock awards (337) (157) (402) Treasury stock (103) (103) (103) --------- --------- --------- Common stock equity 155,200 139,481 145,930 Preferred stock, not subject to mandatory redemption 906 909 939 Long-term debt 153,119 154,193 136,497 --------- --------- --------- 309,225 294,583 283,366 --------- --------- --------- Notes Payable Under Revolving Credit Agreements 1,000 - - --------- --------- --------- Current Liabilities: Current portion of long-term debt 3,886 3,791 4,006 Notes payable and commercial paper - 18,500 20,800 Accounts payable and accrued expenses 37,595 37,906 35,111 Refundable purchased gas costs 8,741 - 10,002 Accrued liabilities 1,864 7,779 3,682 --------- --------- --------- 52,086 67,976 73,601 --------- --------- --------- Deferred Credits: Deferred income taxes 41,539 36,916 33,902 Unfunded deferred income taxes 53,018 46,759 55,339 Investment tax credits 3,479 3,644 3,699 Refundable taxes 3,367 3,275 3,943 Accrued transition costs 128 1,925 3,229 Other 3,788 3,476 3,061 --------- --------- --------- 105,319 95,995 103,173 --------- --------- --------- $ 467,630 $ 458,554 $ 460,140 ========= ========= ========= "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Thousands of dollars except for per share data) Three Months Ended June 30, ----------------------------- 1995 1994 ---------- ---------- Operating Revenues $ 50,147 $ 50,003 Less: Cost of Energy 26,191 26,669 State Gross Receipts Tax 1,681 1,851 ---------- ---------- Operating Margin 22,275 21,483 ---------- ---------- Other Operating Expenses: Operations & maintenance expenses 13,297 14,031 Depreciation 4,324 4,073 Income taxes 65 (835) Other taxes 1,799 1,772 ---------- ---------- 19,485 19,041 ---------- ---------- Operating Income 2,790 2,442 ---------- ---------- Other Income (Deductions): Allowance for equity funds used during construction 13 4 Equity in partnership earnings 298 184 Other income (deductions) 165 (73) Income Taxes (222) (109) ---------- ---------- 254 6 ---------- ---------- Interest and Debt Expense 3,669 3,356 ---------- ---------- Net Loss (625) (908) Less-Dividends on Preferred Stock 15 16 ---------- ---------- Net Loss Applicable to Common Stock $ (640) $ (924) ========== ========== Loss Per Average Share of Common Stock $ (0.06) $ (0.10) ========== ========== Dividends Per Share of Common Stock $ 0.37 $ 0.37 ========== ========== Average Common Shares Outstanding During the Period 9,931,279 9,539,078 ========== ========== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Thousands of dollars except for per share data) Nine Months Ended June 30, ----------------------------- 1995 1994 ---------- ---------- Operating Revenues $ 232,218 $ 252,708 Less: Cost of Energy 124,647 136,766 State Gross Receipts Tax 9,121 10,326 ---------- ---------- Operating Margin 98,450 105,616 ---------- ---------- Operating Expenses: Operations & maintenance expenses 39,146 42,438 Depreciation 12,825 11,438 Income taxes 12,147 15,500 Other taxes 5,507 5,622 ---------- ---------- 69,625 74,998 ---------- ---------- Operating Income 28,825 30,618 ---------- ---------- Other Income (Deductions): Allowance for equity funds used during construction 76 34 Equity in partnership earnings 832 636 Other deductions (343) (977) Income Taxes (355) 79 ---------- ---------- 210 (228) ---------- ---------- Interest and Debt Expense 10,652 9,582 ---------- ---------- Net Income 18,383 20,808 Less-Dividends on Preferred Stock 46 49 ---------- ---------- Net Income Applicable to Common Stock $ 18,337 $ 20,759 ========== ========== Income Per Average Share of Common Stock $ 1.85 $ 2.18 ========== ========== Dividends Per Share of Common Stock $ 1.11 $ 1.11 ========== ========== Average Common Shares Outstanding During the Period 9,925,531 9,539,903 ========== ========== CONNECTICUT NATURAL GAS CORPORATION "UNAUDITED" CONSOLIDATED STATEMENTS OF INCOME (Thousands of dollars except for per share data) Twelve Months Ended June 30, ----------------------------- 1995 1994 ---------- ---------- Operating Revenues $ 270,172 $ 292,830 Less: Cost of Energy 143,428 160,787 State Gross Receipts Tax 10,658 11,737 ---------- ---------- Operating Margin 116,086 120,306 ---------- ---------- Operating Expenses: Operations & maintenance expenses 52,752 54,111 Depreciation 16,894 14,590 Income taxes 10,000 13,171 Other taxes 7,321 7,459 ---------- ---------- 86,967 89,331 ---------- ---------- Operating Income 29,119 30,975 ---------- ---------- Other Income (Deductions): Allowance for equity funds used during construction 62 10 Equity in partnership earnings 1,064 1,090 Other deductions (373) (1,095) Income Taxes (547) (248) ---------- ---------- 206 (243) ---------- ---------- Interest and Debt Expense 14,047 12,688 ---------- ---------- Net Income 15,278 18,044 Less-Dividends on Preferred Stock 63 66 ---------- ---------- Net Income Applicable to Common Stock $ 15,215 $ 17,978 ========== ========== Income Per Average Share of Common Stock $ 1.55 $ 1.88 ========== ========== Dividends Per Share of Common Stock $ 1.48 $ 1.48 ========== ========== Average Common Shares Outstanding During the Period 9,828,124 9,540,506 ========== ========== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands of Dollars) Three Months Ended June 30, ---------------------- 1995 1994 ---- ---- Cash Flows from Operations $ 16,691 $ 6,541 -------- -------- Cash Flows from Investing Activities: Capital expenditures (6,289) (5,802) Other investing activities (2,023) (1,262) -------- -------- Net cash used in investing activities (8,312) (7,064) -------- -------- Cash Flows from Financing Activities: Dividends paid (3,690) (3,545) Issuance of common stock - 74 Principal retired on long-term debt (163) (512) Short-term debt - 4,200 -------- -------- Net cash provided/(used) by financing activities (3,853) 217 -------- -------- Increase/(Decrease) in Cash and Cash Equivalents 4,526 (306) Cash and Cash Equivalents at Beginning of Period 13,477 1,399 -------- -------- Cash and Cash Equivalents at End of Period $ 18,003 $ 1,093 ======== ======== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Concluded) (Thousands of Dollars) Three Months Ended June 30, ---------------------- 1995 1994 ---- ---- Schedule Reconciling Earnings to Cash Flows from Operations: Income $ (625) $ (908) -------- -------- Adjustments to reconcile income to net cash: Depreciation and amortization 4,502 4,173 Deferred income taxes, net (2,654) (3,744) Undistributed affiliate earnings (298) (184) Change in assets and liabilities: Accounts receivable 20,919 18,759 Accrued utility revenue 8,909 9,908 Inventories (2,302) (8,659) Unrecovered/(refundable) purchased gas costs (3,628) (5,857) Prepaid expenses 1,241 387 Accounts payable and accrued expenses (9,495) (7,448) Other assets/liabilities 122 114 -------- -------- Total adjustments 17,316 7,449 -------- -------- Cash flows from operations $ 16,691 $ 6,541 ======== ======== Supplemental Disclosures of Cash Flow Information: Cash Paid During the Period for: Interest (net of amount capitalized) $ 4,006 $ 4,099 ======== ======== Income taxes $ 5,421 $ 5,618 ======== ======== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands of Dollars) Nine Months Ended June 30, ---------------------- 1995 1994 ---- ---- Cash Flows from Operations $ 57,992 $ 27,656 -------- -------- Cash Flows from Investing Activities: Capital expenditures (16,216) (14,695) Other investing activities (3,933) (6,375) -------- -------- Net cash used in investing activities (20,149) (21,070) -------- -------- Cash Flows from Financing Activities: Dividends paid (11,070) (10,637) Issuance of common stock 8,586 147 Other stock activity, net (3) (715) Principal retired on long-term debt (979) (2,134) Short-term debt (17,500) 6,300 -------- -------- Net cash used by financing activities (20,966) (7,039) -------- -------- Increase/(Decrease) in Cash and Cash Equivalents 16,877 (453) Cash and Cash Equivalents at Beginning of Period 1,126 1,546 -------- -------- Cash and Cash Equivalents at End of Period $ 18,003 $ 1,093 ======== ======== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Concluded) (Thousands of Dollars) Nine Months Ended June 30, ---------------------- 1995 1994 ---- ---- Schedule Reconciling Earnings to Cash Flows from Operations: Income $ 18,383 $ 20,808 -------- -------- Adjustments to reconcile income to net cash: Depreciation and amortization 12,980 11,752 Deferred income taxes, net 4,510 8,405 Undistributed affiliate earnings (832) (636) Cash distributions received from investments 168 - Change in assets and liabilities: Accounts receivable (223) (16,011) Accrued utility revenue 1,119 1,964 Inventories 7,353 4,424 Unrecovered/(refundable) purchased gas costs 12,510 6,244 Prepaid expenses 7,898 1,278 Accounts payable and accrued expenses (6,226) (7,819) Other assets/liabilities 352 (2,753) -------- -------- Total adjustments 39,609 6,848 -------- -------- Cash flows from operations $ 57,992 $ 27,656 ======== ======== Supplemental Disclosures of Cash Flow Information: Cash Paid During the Period for: Interest (net of amount capitalized) $ 9,760 $ 8,924 ======== ======== Income taxes $ 7,667 $ 8,324 ======== ======== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands of Dollars) Twelve Months Ended June 30, ---------------------- 1995 1994 ---- ---- Cash Flows from Operations $ 55,127 $ 31,834 -------- -------- Cash Flows from Investing Activities: Capital expenditures (29,380) (26,508) Other investing activities 552 (14,239) -------- -------- Net cash used in investing activities (28,828) (40,747) -------- -------- Cash Flows from Financing Activities: Dividends paid (14,617) (14,185) Issuance of common stock 8,577 436 Other stock activity, net (51) (724) Issuance of long-term debt 20,000 35,100 Principal retired on long-term debt (3,498) (4,624) Short-term debt (19,800) (7,300) -------- -------- Net cash provided/(used) by financing activities (9,389) 8,703 -------- -------- Increase/(Decrease) in Cash and Cash Equivalents 16,910 (210) Cash and Cash Equivalents at Beginning of Period 1,093 1,303 -------- -------- Cash and Cash Equivalents at End of Period $ 18,003 $ 1,093 ======== ======== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Concluded) (Thousands of Dollars) Twelve Months Ended June 30, ---------------------- 1995 1994 ---- ---- Schedule Reconciling Earnings to Cash Flows from Operations: Income $ 15,278 $ 18,044 -------- -------- Adjustments to reconcile income to net cash: Depreciation and amortization 17,386 15,007 Deferred income taxes, net 4,643 1,617 Undistributed affiliate earnings (1,064) (1,090) Cash distributions received from investments 408 251 Change in assets and liabilities: Accounts receivable 13,323 (7,382) Accrued utility revenue 73 618 Inventories 5,016 (2,435) Unrecovered/(refundable) purchased gas costs (1,261) (650) Prepaid expenses (108) (1,088) Accounts payable and accrued expenses 666 11,725 Other assets/liabilities 767 (2,783) -------- -------- Total adjustments 39,849 13,790 -------- -------- Cash flows from operations $ 55,127 $ 31,834 ======== ======== Supplemental Disclosures of Cash Flow Information: Cash Paid During the Period for: Interest (net of amount capitalized) $ 10,974 $ 10,100 ======== ======== Income taxes $ 9,316 $ 8,372 ======== ======== "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION NOTES TO FINANCIAL STATEMENTS June 30, 1995 (Thousands of Dollars) (1) Investments In April, 1995 the Board of Directors approved the Company's 33 1/3% participation in KBC Energy Services of New England (KBC), a joint venture partnership with Bay State Gas Company and Koch Gas Services Company. KBC plans to market natural gas supplies and energy management related services on an unregulated basis to commercial and industrial end users, primarily in New England. KBC is expected to begin operations in the coming quarter. (2) Reclassifications Certain prior year amounts have been reclassified to conform with current year classifications. "UNAUDITED" CONNECTICUT NATURAL GAS CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS JUNE 30, 1995 (Thousands of Dollars Except Per Share Amounts) RESULTS OF OPERATIONS The three months ended June, 1995 loss per share of $(.06) is less than the $(.10) loss per share recorded in the three months ended June 30, 1994. The Company earned $1.85 per share in the nine months ended June 30, 1995 as compared to $2.18 per share earned in the first nine months of fiscal 1994. Twelve months ended June earnings were $1.55 in fiscal 1995 and $1.88 in 1994. This is the third consecutive reporting period in which the earnings reported for year-to-date and twelve months ended fiscal 1995 periods are lower than 1994. Fiscal 1995 earnings have been significantly impacted by the warmer winter weather and the resulting decline in average use per customer. Higher interest costs have also added to lower earnings. These factors were partially offset by lower gas costs and additional firm customers. Operating Margin Gas operating margin, equal to gas revenues less the cost of gas and Connecticut gross revenues tax, was slightly higher in the third quarter of 1995 and 1994 and lower in 1995 for both the nine and twelve months ended periods. The following table presents the changes in revenues, gas operating margin and gas throughput for all periods presented in the statements of income: Three Months Ended Nine Months Ended Twelve Months Ended June 30, June 30, June 30, 1995 1994 1995 1994 1995 1994 -------- -------- -------- -------- -------- -------- Gas Revenues $ 50,147 $ 50,003 $232,218 $252,708 $270,172 $292,830 ======== ======== ======== ======== ======== ======== Gas Operating Margin $ 22,275 $ 21,483 $ 98,450 $105,616 $116,086 $120,306 ======== ======== ======== ======== ======== ======== Gas Throughput (mmcf) Firm Sales 3,228 3,017 19,426 22,316 21,371 24,213 Interruptible Sales 1,734 2,026 7,020 7,171 8,311 8,777 Off-System Sales 4,598 3,759 9,523 6,477 12,190 11,108 Transportation Services 1,923 1,589 5,888 5,331 7,882 7,430 ------ ------ ------ ------ ------ ------ Total System Throughput 11,483 10,391 41,857 41,295 49,754 51,528 ====== ====== ====== ====== ====== ====== Lower nine and twelve months ended operating margins are primarily the result of warmer weather experienced in the Company's service area during the annual peak heating season, resulting in lower gas volumes sold to firm customers. Lower sales more than offset the beneficial impacts to operating margin from an increase in the number of firm customers and higher interruptible margins resulting from lower gas costs. Higher third quarter operating margins are primarily the result of higher interruptible margins. Interruptible margins exceeded the Connecticut Department of Public Utility Control (DPUC) prescribed target level related to sharing mechanisms for the measurement period which ended in the first quarter of fiscal 1995, making a portion of these margins subject to refund to firm customers. Income Taxes The change in income taxes reflects higher taxable income between the comparable three months ended periods and lower taxable income between 1995 and 1994 for the nine and twelve months ended periods. In 1995 the Company has also recognized increased income tax benefits from allowed deductions of current and certain prior incurred cost of removal expenses associated with retirements of plant and equipment, as approved by the Internal Revenue Service in October, 1994. A benefit to earnings from this item of $.02, $.10 and $.10 per share, respectively, was recorded in the three, nine and twelve months ended June 30, 1995. Operations and Maintenance Expenses Operating and maintenance expenses are lower in fiscal 1995 between all comparable periods. Lower uncollectibles expense recorded in 1995 is primarily the result of lower customer receivables recorded in the winter months because of the warmer weather. Environmental cleanup costs, conservation program expenses and several other expense items are less in fiscal 1995 because of the absence in 1994 of certain previously deferred expenses recognized in the first quarter of fiscal 1994 in response to a rate decision received from the DPUC. Costs related to computer rentals and maintenance are lower because of renegotiated agreements. Total labor costs are lower in fiscal 1995, reflecting the impact of an overall ten percent reduction in the nonunion workforce accomplished during the fourth quarter of fiscal 1994 through a voluntary early retirement program (VERO) and attrition. This more than offset the impact of higher employee benefits and pensions expenses and higher union wages resulting from newly negotiated labor contracts. Other Income (Deductions) Higher interest and dividend income from investments of temporary cash balances and reduced promotional advertising expenses are the primary reasons for benefits to earnings from other income in the three, nine and twelve months ended June, 1995, compared to 1994. Lower income from merchandise sales and increases in other expenses have somewhat offset the impact of these benefits in all periods. Interest and Debt Expense Higher interest and debt expense recorded throughout fiscal 1995, as compared to 1994, is the result of additional long-term debt interest, recognizing the effect of additional issues of medium term notes during the last quarter of fiscal 1994. In contrast, many factors reduced the need for short-term borrowings during this time, including lower working capital requirements due to the warmer weather, refunds received from gas pipeline companies and retained by the Company to offset future FERC Order 636 transition costs and the proceeds from fourth quarter, 1994 issues of medium term notes and the first quarter, 1995 issue of Common Stock. Earnings from Nonregulated Operations Nonregulated operations contributed earnings of $.03, $.17 and $.31 per share, respectively, for the quarter, year-to-date and twelve months ended June 30, 1995, compared to $.05, $.21 and $.34 per share for the three, nine and twelve months ended June 30, 1994. The reduced contribution to earnings throughout fiscal 1995 reflects the combined impacts of lower steam and chilled water customer load, lower winter steam sales, because of warmer winter weather, and lower spring, 1995 chilled water sales from cooler spring weather. These are partially offset by higher hot water sales because of additional customer load and the benefits of lower fuel costs for the production of steam. MATERIAL CHANGES IN FINANCIAL CONDITION Both investing and financing activities were funded by cash flows from operations during all periods in fiscal 1995, and a significantly higher level of cash and cash equivalents is on hand at June 30, 1995 when compared to 1994. Off-season purchases of gas inventories, timed annually in anticipation of coming needs and expected gas prices, have been postponed to the fourth quarter in fiscal 1995, delaying this seasonal third quarter use of working capital in 1995. The cost of gas has also been lower in the third quarter of fiscal 1995. The proceeds from the October, 1994 issue of Common Stock were used by the regulated operations to reduce short-term debt and for working capital in fiscal 1995. These needs would otherwise have been met by cash from operations or by additional short-term financing. The warmer winter weather in fiscal 1995 reduced sales and the corresponding purchased gas requirements, easing this need for cash during the nine and twelve months ended periods. The Company has received refunds from gas pipelines during the first six months of fiscal 1995. A portion of these were retained by the Company to offset FERC 636 transition costs, as allowed by the DPUC. The remainder are being returned to customers as reductions to their bills through purchased gas adjustment provisions. Cash flows from operations were also sufficient to fund both investing and financing activities during the nine months ended June, 1994. In the three and twelve months ended June, 1994 cash flows from operations together with financing activities funded construction and other investing activities. In fiscal 1994 cash flows were impacted by higher operating margins, the timing and receipt of cash payments from customers and the amount and timing of payments of invoices for volumes of gas purchased to serve customers. Investing Activities During the third quarter of fiscal 1995 the Company positioned itself to expand its existing energy management services activities and to build on its existing energy marketing expertise by establishing two wholly-owned nonregulated subsidiaries of ENI, ENServe Corporation and ENI Gas Services, Inc. Although the overall invested amounts, either individually or together, are not material, these investments make it possible for the Company to participate in expanded geographic areas and in additional nonregulated energy markets. ENI's energy services operating group was formed in 1994 to gather together ENI's energy system operating and maintenance services offered to district heating and cooling customers. In the third quarter of 1995 this group was organized into a new Company, ENServe Corporation. ENServe has purchased the assets of a Connecticut residential and light commercial heating and air conditioning contractor and now offers residential, commercial and industrial energy management services throughout Connecticut. In April, 1995 the Board of Directors approved the Company's 33 1/3% participation in KBC Energy Services of New England (KBC), a joint venture partnership with Bay State Gas Company and Koch Gas Services Company. The Company has formed ENI Gas Services, Inc. to own its interest in this partnership, and the Board of Directors has authorized a capital contribution of up to $1,700. KBC plans to market natural gas supplies and energy management related services on an unregulated basis to commercial and industrial end users, primarily in New England. KBC is expected to begin operations in the coming quarter. Regulatory Matters In April, 1995 the Company filed a notice of intent to seek a potential rate increase of 12.8%, or approximately $33,500, with the DPUC. The Company has also requested the recovery of certain costs which are currently deferred, pending the outcome of these proceedings, as directed by the DPUC in its December, 1993 rate decision. These items include energy assistance costs, postretirement benefits other than pensions, economic development expenses and conservation program costs above levels allowed in current rates. Although management cannot predict the outcome of these proceedings, a decision is expected to be received and potential new rates to be in effect during the first quarter of fiscal 1996. On June 30, 1995 the DPUC issued a decision related to a reopened docket having to do with regulated propane service provided by natural gas utilities (LDC) in Connecticut. The purpose of this proceeding was to end LDCs' rate subsidies to certain propane customers. The Company has 377 customers that are affected by this decision. These customers have been served under the Company's Gas Roots program since the late 1960's and early 1970's, buying propane at natural gas prices pending the extension of natural gas distribution mains to their areas. As a result of this DPUC decision these customers will be given the option to become natural gas customers, purchase propane from other vendors, convert to alternate fuels or purchase propane from the Company at natural gas rates. The Company is obligated to expend up to two thousand dollars per customer, along with certain other costs related to equipment on customers' premises, to facilitate the execution of this DPUC decision. These costs will not be passed on to ratepayers. The Company is in the process of determining the total estimated expenditures related to this decision. The implementation of the requirements of this decision is not expected to have a material adverse effect on the Company's financial condition or results of operations. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K ----------------------------------------- (a) Exhibits 10(lxxi) Service Agreement #86006 (Rate Schedule AFT-1), dated September 1, 1994, between the Company and Algonquin Gas Transmission Company 10(lxxii) Service Agreement #93005 (Rate Schedule AFT-1), dated September 1, 1994, between the Company and Algonquin Gas Transmission Company 10(lxxiii) Service Agreement #9B103 (Rate Schedule AFT-1), dated September 1, 1994, between the Company and Algonquin Gas Transmission Company 10(lxxiv) Service Agreement #9W005 (Rate Schedule AFT-1), dated September 1, 1994, between the Company and Algonquin Gas Transmission Company 10(lxxv) KBC Energy Services Partnership Agreement, dated June 19, 1995, By and Among Bay State Energy Enterprises, Inc., ENI Gas Services, Inc., and Koch Energy Alliance Company 27 Financial Data Schedule 99(i) Exhibit Index (b) No reports on Form 8-K were filed during the quarter ending June 30, 1995. SIGNATURE 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. CONNECTICUT NATURAL GAS CORPORATION Date 08/01/95 By: S/ Andrew H. Johnson -------------------- ----------------------------------- (Andrew H. Johnson) Treasurer and Chief Accounting Officer (On behalf of the registrant and as Chief Accounting Officer)