UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [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 Commission file number 1-3545 FLORIDA POWER & LIGHT COMPANY (Exact name of registrant as specified in its charter) Florida 59-0247775 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 700 Universe Boulevard Juno Beach, Florida 33408 (Address of principal executive offices) (Zip Code) (407) 694-4647 (Registrant's telephone number, including area code) 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 and (2) has been subject to such filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, No Par Value, outstanding at July 31, 1995: 1,000 shares PART I - FINANCIAL INFORMATION Item 1. Financial Statements FLORIDA POWER & LIGHT COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended Six Months Ended June 30, June 30, 1995 1994 1995 1994 (Thousands of Dollars) OPERATING REVENUES ............................. $1,446,203 $1,418,573 $2,602,472 $2,574,362 OPERATING EXPENSES: Fuel, purchased power and interchange ........ 458,403 473,587 803,275 838,401 Other operations and maintenance ............. 274,817 354,394 506,706 624,146 Depreciation and amortization ................ 260,207 167,602 457,982 331,921 Income taxes ................................. 95,554 79,337 163,743 143,969 Taxes other than income taxes ................ 137,668 133,836 265,596 255,038 Total operating expenses ................... 1,226,649 1,208,756 2,197,302 2,193,475 OPERATING INCOME ............................... 219,554 209,817 405,170 380,887 OTHER INCOME - NET ............................. 1,840 4,568 5,761 11,588 INTEREST CHARGES - NET ......................... 67,590 71,398 137,685 140,933 NET INCOME ..................................... 153,804 142,987 273,246 251,542 PREFERRED STOCK DIVIDEND REQUIREMENTS .......... 9,039 9,879 21,192 19,808 NET INCOME AVAILABLE TO FPL GROUP, INC. ........ $ 144,765 $ 133,108 $ 252,054 $ 231,734 This report should be read in conjunction with the Notes to Condensed Consolidated Financial Statements on Pages 5 through 7 herein and the Notes to Consolidated Financial Statements appearing in Florida Power & Light Company's (FPL) 1994 Annual Report on Form 10-K (Form 10-K). FLORIDA POWER & LIGHT COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 1995 December 31, (Unaudited) 1994 (Thousands of Dollars) ELECTRIC UTILITY PLANT: At original cost, including nuclear fuel and construction work in progress $16,375,307 $16,138,641 Less accumulated depreciation and amortization ........................... 6,528,431 6,132,488 Electric utility plant - net ........................................... 9,846,876 10,006,153 CURRENT ASSETS: Cash and cash equivalents ................................................ 15,168 535 Customer receivables, net of allowances of $9,422 and $11,518 ............ 497,847 458,047 Materials, supplies and fossil fuel stock - at average cost .............. 283,630 292,601 Other .................................................................... 111,845 81,290 Total current assets ................................................... 908,490 832,473 OTHER ASSETS: Special use funds ........................................................ 529,178 435,117 Unamortized debt reacquisition costs and litigation items ................ 381,837 402,978 Other .................................................................... 172,408 144,731 Total other assets ..................................................... 1,083,423 982,826 TOTAL ASSETS ............................................................... $11,838,789 $11,821,452 CAPITALIZATION: Common shareholder's equity .............................................. $ 4,234,180 $ 4,185,586 Preferred stock without sinking fund requirements ........................ 451,250 451,250 Preferred stock with sinking fund requirements ........................... 50,000 94,000 Long-term debt ........................................................... 3,181,148 3,581,157 Total capitalization ................................................... 7,916,578 8,311,993 CURRENT LIABILITIES: Accounts payable ......................................................... 298,376 306,616 Debt and preferred stock due within one year ............................. 319,619 111,350 Accrued interest, taxes and other ........................................ 923,315 686,811 Total current liabilities .............................................. 1,541,310 1,104,777 OTHER LIABILITIES AND DEFERRED CREDITS: Accumulated deferred income taxes ........................................ 1,216,973 1,259,822 Unamortized regulatory and investment tax credits ........................ 483,183 498,703 Other .................................................................... 680,745 646,157 Total other liabilities and deferred credits ........................... 2,380,901 2,404,682 COMMITMENTS AND CONTINGENCIES TOTAL CAPITALIZATION AND LIABILITIES ....................................... $11,838,789 $11,821,452 This report should be read in conjunction with the Notes to Condensed Consolidated Financial Statements on Pages 5 through 7 herein and the Notes to Consolidated Financial Statements appearing in FPL's 1994 Form 10-K. FLORIDA POWER & LIGHT COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Six Months Ended June 30, 1995 1994 (Thousands of Dollars) CASH FLOWS FROM OPERATING ACTIVITIES: Net income .................................................................... $ 273,246 $ 251,542 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization ............................................. 457,982 331,921 Deferred income taxes and unamortized regulatory and investment tax credits (58,370) 22,046 Other ..................................................................... 200,599 20,610 Net cash provided by operating activities ................................... 873,457 626,119 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (1) ...................................................... (348,283) (408,830) Other ......................................................................... (10,066) (12,881) Net cash used in investing activities ....................................... (358,349) (421,711) CASH FLOWS FROM FINANCING ACTIVITIES: Issuances of debt ............................................................. 110,349 86,350 Retirement of debt and preferred stock ........................................ (356,706) (90,729) Dividends ..................................................................... (222,347) (180,408) Other ......................................................................... (31,771) (25,750) Net cash used in financing activities ....................................... (500,475) (210,537) Net increase in cash and cash equivalents ....................................... 14,633 (6,129) Cash and cash equivalents at beginning of period ................................ 535 7,316 Cash and cash equivalents at end of period ...................................... $ 15,168 $ 1,187 Supplemental disclosures of cash flow information: Cash paid for interest (net of amount capitalized) ............................ $ 149,844 $ 140,933 Cash paid for income taxes .................................................... $ 94,685 $ 80,443 Supplemental schedule of noncash investing and financing activities: Additions to capital lease obligations ........................................ $ 41,944 $ 17,759 (1) Capital expenditures exclude allowance for equity funds used during construction. This report should be read in conjunction with the Notes to Condensed Consolidated Financial Statements on Pages 5 through 7 herein and the Notes to Consolidated Financial Statements appearing in FPL's 1994 Form 10-K. FLORIDA POWER & LIGHT COMPANY AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The accompanying condensed consolidated financial statements should be read in conjunction with FPL's 1994 Form 10-K. In the opinion of FPL, all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial position as of June 30, 1995, the results of operations for the three and six months ended June 30, 1995 and 1994 and the cash flows for the six months ended June 30, 1995 and 1994 have been made. Certain amounts included in the prior year's condensed consolidated financial statements have been reclassified to conform to the current year's presentation. The results of operations for an interim period may not give a true indication of results for the year. 1. Capitalization Preferred Stock - In April 1995, FPL redeemed 400,000 shares of its 8.625% Preferred Stock, Series R, $100 Par Value. Long-Term Debt - In March and June 1995, FPL sold approximately $59 million and $52 million principal amount of variable interest rate Pollution Control Revenue Refunding Bonds, at initial variable rates of 2.90% and 2.25%, respectively, maturing in April 2020, March 2027 and May 2029. The proceeds were used in April and June 1995, and will be used in September 1995, to redeem a like principal amount of Pollution Control Revenue Bonds, maturing in 2019 and 2020 bearing interest at 9 5/8% and 10%, respectively. In April 1995, FPL redeemed approximately $66 million principal amount of 9 3/8% First Mortgage Bonds, due July 2019. In addition, through June 1995, FPL purchased on the open market and retired approximately $44 million principal amount of various series of first mortgage bonds. In July 1995, an additional $3 million principal amount of first mortgage bonds were purchased on the open market and retired. In early August 1995, FPL called for redemption in September 1995 approximately $92 million of first mortgage bonds, designated medium- term notes, maturing in 2006 through 2022 at interest rates of 8.40% to 9.05%. At December 31, 1994, FPL had $200 million of commercial paper classified as long-term debt. FPL no longer intends to maintain this level of commercial paper usage for the foreseeable future and, accordingly, has retired $48 million and classified the remaining $152 million of commercial paper outstanding at June 30, 1995 as a current liability. 2. Commitments and Contingencies Capital Commitments - FPL has made commitments in connection with a portion of its projected capital expenditures. Capital expenditures for the construction or acquisition of additional facilities and equipment to meet customer demand are estimated to be $3.0 billion, including allowance for funds used during construction (AFUDC), for the years 1995 through 1999. Included in this five-year forecast are capital expenditures for 1995 of $712 million, of which $353 million, including AFUDC, had been spent through June 30, 1995. Insurance - Liability for accidents at nuclear power plants is governed by the Price-Anderson Act, which limits the liability of nuclear reactor owners to the amount of the insurance available from private sources and under an industry retrospective payment plan. In accordance with this Act, FPL maintains $200 million of private liability insurance, which is the maximum obtainable, and participates in a secondary financial protection system under which it is subject to retrospective assessments of up to $317 million per incident at any nuclear utility reactor in the United States, payable at a rate not to exceed $40 million per incident per year. FPL participates in insurance pools and other arrangements that provide $2.75 billion of limited insurance coverage for property damage, decontamination and premature decommissioning risks at its nuclear plants. The proceeds from such insurance, however, must first be used for reactor stabilization and site decontamination before they can be used for plant repair. FPL also participates in an insurance program that provides limited coverage for replacement power costs if a plant is out of service because of an accident. In the event of an accident at one of FPL's or another participating insured's nuclear plants, FPL could be assessed up to $77 million in retrospective premiums, and in the event of a subsequent accident at such nuclear plants during the policy period, the maximum aggregate assessment is $93 million under the programs in effect at June 30, 1995. FPL has a storm and property insurance reserve, which totaled approximately $107 million at June 30, 1995, for assessments under the nuclear insurance program and costs incurred under the transmission and distribution (T&D) property self-insurance program described below. In the event of a catastrophic loss at one of FPL's nuclear plants, the amount of insurance available may not be adequate to cover property damage and other expenses incurred. Uninsured losses, to the extent not recovered through rates, would be borne by FPL and could have a material adverse effect on FPL's financial condition. FPL self-insures certain of its T&D property due to the high cost and limited coverage available from third-party insurers. Recovery from ratepayers of any losses in excess of the storm and property insurance reserve will require the approval of the Florida Public Service Commission (FPSC). FPL's available lines of credit include $300 million to provide additional liquidity in the event of a T&D property loss. Contracts - FPL has entered into certain long-term purchased power and fuel contracts. Take-or-pay purchased power contracts with the Jacksonville Electric Authority (JEA) and with subsidiaries of the Southern Company provide approximately 1,300 megawatts (mw) of power through mid-2010 and 374 mw through 2022. FPL also has various firm pay-for-performance contracts to purchase approximately 1,000 mw from certain cogenerators and small power producers (qualifying facilities) with expiration dates ranging from 2002 through 2026. The purchased power contracts provide for capacity and energy payments. Energy payments are based on the actual power taken under these contracts. Capacity payments for the pay-for-performance contracts are subject to the qualifying facilities meeting certain contract obligations. The fuel contracts provide for the transportation and supply of natural gas and the supply and use of Orimulsion. Orimulsion is a new fuel which FPL expects to begin using in 1998, subject to environmental approvals. In no year are the obligations under the fuel contracts expected to exceed usage requirements. The required capacity and minimum payments through 1999 under these contracts are estimated to be as follows: 1995 1996 1997 1998 1999 (Millions of Dollars) Capacity payments: JEA .............................................................. $ 80 $ 80 $ 80 $ 80 $ 90 Southern Companies ............................................... $140 $140 $140 $130 $130 Qualifying facilities ............................................ $190 $300 $310 $320 $340 Minimum payments, at projected prices: Natural gas ...................................................... $266 $200 $200 $210 $200 Orimulsion ....................................................... - - - $130 $160 Capacity, energy and fuel charges under these contracts were as follows: Three Months Ended June 30, Six Months Ended June 30, 1995 Charges 1994 Charges 1995 Charges 1994 Charges Energy/ Energy/ Energy/ Energy/ Capacity Fuel (1) Capacity Fuel (1) Capacity Fuel (1) Capacity Fuel (1) (Millions of Dollars) JEA ................... $21(2) $10 $21(2) $12 $43(2) $ 21 $ 42(2) $ 22 Southern Companies .... $39(3) $25 $52(3) $36 $78(3) $ 45 $108(3) $ 69 Qualifying facilities.. $39(3) $18 $37(3) $16 $76(3) $ 38 $ 65(3) $ 31 Natural gas ........... - $96 - $69 - $163 - $115 (1) Recovered through the fuel and purchased power cost recovery clause. (2) Recovered through base rates and the capacity cost recovery clause (capacity clause). (3) Recovered through the capacity clause. Litigation - Union Carbide Corporation sued FPL and Florida Power Corporation alleging that, through a territorial agreement approved by the FPSC, they conspired to eliminate competition in violation of federal antitrust laws. Praxair, Inc., an entity that was formerly a unit of Union Carbide, has been substituted as the plaintiff. The suit seeks treble damages of an unspecified amount based on alleged higher prices paid for electricity and for product sales lost. Cross motions for summary judgment were denied. Both parties are appealing the denials. A suit brought by the partners in a cogeneration project located in Dade County, Florida, alleges that FPL and certain affiliated companies have engaged in anti-competitive conduct intended to eliminate competition from cogenerators generally, and from their facility in particular, in violation of federal antitrust laws and have wrongfully interfered with the cogeneration project's contractual relationship with Metropolitan Dade County. The suit seeks damages in excess of $100 million, before trebling under antitrust laws, plus other unspecified compensatory and punitive damages. FPL's motion for summary judgment was denied. FPL is appealing the denial. The Florida Municipal Power Agency (FMPA), an organization comprised of municipal electric utilities, has sued FPL for allegedly breaching a "contract" to provide transmission service to the FMPA and its members and for breaching antitrust laws by monopolizing or attempting to monopolize the provision, coordination and transmission of electric power in refusing to provide transmission service, or to permit the FMPA to invest in and use FPL's transmission system, on the FMPA's proposed terms. The FMPA seeks $140 million in damages, before trebling for the antitrust claim, and court orders requiring FPL to permit the FMPA to invest in and use FPL's transmission system on "reasonable terms and conditions" and on a basis equal to FPL. In December 1993, a district court granted summary judgment in favor of FPL. The FMPA has appealed. FPL believes that it has meritorious defenses to all of the litigation described above and is vigorously defending these suits. Accordingly, the liabilities, if any, arising from these proceedings are not anticipated to have a material adverse effect on FPL's financial statements. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This discussion should be read in conjunction with the Notes to the Condensed Consolidated Financial Statements contained herein and Management's Discussion and Analysis of Financial Condition and Results of Operations appearing in FPL's 1994 Form 10-K. The results of operations for an interim period may not give a true indication of results for the year. In the following discussion, all comparisons are with the corresponding items in the prior year. RESULTS OF OPERATIONS FPL's net income for the three and six months ended June 30, 1995 was favorably affected by ongoing cost control measures and higher energy sales, resulting from both customer growth and increased energy usage per customer. Partially offsetting these factors were higher depreciation and lower AFUDC. FPL's revenues from base rates increased to approximately $882 million and $1.6 billion for the three and six months ended June 30, 1995 from approximately $847 million and $1.5 billion for the same periods in 1994. The increases reflect customer growth of 1.9% and 2.0% for the three and six months ended June 30, 1995, respectively, and increases in energy usage per retail customer of 2.3% and 1.3%, primarily reflecting weather conditions. Revenues from cost recovery clauses (including fuel) and franchise fees, which represent a pass-through of costs and do not significantly affect net income, declined due to lower fuel and capacity charges. The decrease in other operations and maintenance expenses reflects ongoing cost reduction efforts in the current year and 1994 expenses, primarily relating to nuclear refueling and consolidation of facilities, that were not incurred in 1995. FPL proposed to the FPSC a special amortization of its nuclear units in a fixed amount of $30 million per year beginning in 1995, plus an additional amount based on the level of sales achieved for 1995 and 1996. The year-to-date portion of the special nuclear amortization was recorded in the second quarter of 1995, when interim FPSC approval was received. In granting interim approval, the FPSC specified that amounts recorded as expense would remain expense items regardless of their final classification, which will be determined at the time of final FPSC review that is expected to occur in October 1995. Depreciation expense increased for the three and six months ended June 30, 1995 as a result of the special amortization of nuclear units, an increase in nuclear decommissioning and fossil dismantlement, the amortization of deferred litigation items over a period not to exceed five years, and the placement in service of the Martin Units Nos. 3 and 4 in February and April of 1994. LIQUIDITY AND CAPITAL RESOURCES Based on available cash flows from operations, FPL has redeemed certain series of its preferred stock and first mortgage bonds and reduced the level of commercial paper, consistent with management's intent to further reduce debt balances. Preferred stock dividends in 1995 include the premium paid on the redemption of 400,000 shares of the 8.625% Preferred Stock, Series R, $100 Par Value. See Note 1. For information concerning capital commitments, see Note 2. PART II - OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders (a) The following directors were elected effective May 15, 1995 by the written consent of the sole common shareholder of FPL in lieu of an annual meeting of shareholders: James L. Broadhead Dennis P. Coyle Paul J. Evanson Jerome H. Goldberg Lawrence J. Kelleher J. Thomas Petillo C. O. Woody Michael W. Yackira Item 5. Other Information (a) Reference is made to Item 1. Business - System Capability and Load in FPL's 1994 Form 10-K. In June 1995, under a 1991 agreement with Georgia Power Company, FPL purchased an additional 11% (90 mw) ownership interest in Scherer Unit No. 4 for approximately $80 million. (b) Reference is made to Item 1. Business - Retail Ratemaking in FPL's 1994 Form 10-K. FPL was required to file historic and projected revenues and cost data with the FPSC at least every four years. In July 1995, the Florida legislature eliminated the requirement for such filing by Florida electric utilities. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit Number Description *4(a) Mortgage and Deed of Trust dated as of January 1, 1944, and Ninety-five Supplements thereto between FPL and Bankers Trust Company and The Florida National Bank of Jacksonville (now First Union National Bank of Florida) Trustees (as of September 2, 1992, the sole trustee is Bankers Trust Company) (filed as Exhibit B-3, File No. 2-4845; Exhibit 7(a), File No. 2-7126; Exhibit 7(a), File No. 2-7523; Exhibit 7(a), File No. 2-7990; Exhibit 7(a), File No. 2-9217; Exhibit 4(a)-5, File No. 2-10093; Exhibit 4(c), File No. 2-11491; Exhibit 4(b)-1, File No. 2-12900; Exhibit 4(b)-1, File No. 2-13255; Exhibit 4(b)-1, File No. 2-13705; Exhibit 4(b)-1, File No. 2-13925; Exhibit 4(b)-1, File No. 2-15088; Exhibit 4(b)-1, File No. 2-15677; Exhibit 4(b)-1, File No. 2-20501; Exhibit 4(b)-1, File No. 2-22104; Exhibit 2(c), File No. 2-23142; Exhibit 2(c), File No. 2-24195; Exhibit 4(b)-1, File No. 2-25677; Exhibit 2(c), File No. 2-27612; Exhibit 2(c), File No. 2-29001; Exhibit 2(c), File No. 2-30542; Exhibit 2(c), File No. 2-33038; Exhibit 2(c), File No. 2-37679; Exhibit 2(c), File No. 2-39006; Exhibit 2(c), File No. 2-41312; Exhibit 2(c), File No. 2-44234; Exhibit 2(c), File No. 2-46502; Exhibit 2(c), File No. 2-48679; Exhibit 2(c), File No. 2-49726; Exhibit 2(c), File No. 2-50712; Exhibit 2(c), File No. 2-52826; Exhibit 2(c), File No. 2-53272; Exhibit 2(c), File No. 2-54242; Exhibit 2(c), File No. 2-56228; Exhibits 2(c) and 2(d), File No. 2-60413; Exhibits 2(c) and 2(d), File No. 2-65701; Exhibit 2(c), File No. 2-66524; Exhibit 2(c), File No. 2-67239; Exhibit 4(c), File No. 2-69716; Exhibit 4(c), File No. 2-70767; Exhibit 4(b), File No. 2-71542; Exhibit 4(b), File No. 2-73799; Exhibits 4(c), 4(d) and 4(e), File No. 2-75762; Exhibit 4(c), File No. 2-77629; Exhibit 4(c), File No. 2-79557; Exhibit 99(a) to Post-Effective Amendment No. 5 to Form S-8, File No. 33-18669; Exhibit 99(a) to Post-Effective Amendment No. 1 to Form S-3, File No. 33-46076; Exhibit 4(b) to Form 10-K for the year ended December 31, 1993, File No. 1-3545; and Exhibit 4(i) to Form 10-Q for the quarter ended June 30, 1994, File No. 1-3545) 4(b) Ninety-sixth Supplemental Indenture dated as of June 1, 1995 between FPL and Bankers Trust Company, Trustee 12 Computation of Ratios 27 Financial Data Schedule * Incorporated herein by reference (b) Reports on Form 8-K - None 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. FLORIDA POWER & LIGHT COMPANY (Registrant) MICHAEL W. YACKIRA Michael W. Yackira Senior Vice President, Finance and Chief Financial Officer (Principal Financial Officer) Date: August 10, 1995