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 March 31, 1996 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 0-10007 COLONIAL GAS COMPANY (Exact name of registrant as specified in its charter) Massachusetts 04-1558100 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 40 Market Street, Lowell, Massachusetts 01852 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (508) 458-3171 Former name, former address and former fiscal year, if changed since last report: Not applicable 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 The number of shares of the registrant's common stock, $3.33 par value, outstanding as of May 1, 1996 was 8,404,572. COLONIAL GAS COMPANY INDEX PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Statements of Income - Three Months Ended March 31, 1996 and 1995 Twelve Months Ended March 31, 1996 and 1995 Consolidated Condensed Balance Sheets - March 31, 1996, December 31, 1995 and March 31, 1995 Consolidated Condensed Statements of Cash Flows - Three Months Ended March 31, 1996 and 1995 Twelve Months Ended March 31, 1996 and 1995 Notes to Consolidated Condensed Financial Statements Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition PART II - OTHER INFORMATION Item 5. Other Information Item 6. Exhibits and Reports on Form 8-K PART I - FINANCIAL INFORMATION Item 1. Financial Statements COLONIAL GAS COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended March 31, 1996 1995 (In Thousands Except Per Share Amounts) Operating Revenues $77,578 $70,353 Cost of gas sold 37,995 34,861 Operating Margin 39,583 35,492 Operating Expenses: Operations 9,117 8,252 Maintenance 1,118 1,215 Depreciation and Amortization 2,895 2,522 Taxes, other than income 1,395 1,356 Total Operating Expenses 14,525 13,345 Income Taxes 8,845 7,680 Utility Operating Income 16,213 14,467 Other Operating Income: Truck transportation revenues 3,577 1,762 Truck transportation expenses, including income taxes and interest (2,661) (1,639) Truck transportation net income 916 123 Other, net of income taxes 55 (45) Total Other Operating Income 971 78 Non-Operating Income, Net 177 145 Income Before Interest and Debt Expense 17,361 14,690 Interest and Debt Expense 2,133 2,241 Net Income $15,228 $12,449 Average Common Shares Outstanding 8,377 8,241 Income per Average Common Share $ 1.82 $ 1.51 Dividends Paid per Common Share $ .320 $ .315 (See accompanying notes to consolidated condensed financial statements) COLONIAL GAS COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED) Twelve Months Ended March 31, 1996 1995 (In Thousands Except Per Share Amounts) Operating Revenues $171,874$150,529 Cost of gas sold 86,766 76,109 Operating Margin 85,108 74,420 Operating Expenses: Operations 32,175 31,263 Maintenance 4,304 4,994 Depreciation and Amortization 10,597 9,474 Taxes, other than income 5,189 5,016 Restructuring charge - 3,185 Total Operating Expenses 52,265 53,932 Income Taxes 9,524 4,260 Utility Operating Income 23,319 16,228 Other Operating Income: Truck transportation revenues 9,390 9,980 Truck transportation expenses, including income taxes and interest (7,994) (9,029) Truck transportation net income 1,396 951 Other, net of income taxes 92 (151) Total Other Operating Income 1,488 800 Non-Operating Income, Net 898 688 Income Before Interest and Debt Expense 25,705 17,716 Interest and Debt Expense 9,163 8,657 Net Income $16,542 $9,059 Average Common Shares Outstanding 8,327 8,166 Income per Average Common Share $ 1.99 $ 1.11 Dividends Paid per Common Share $1.275 $ 1.255 (See accompanying notes to consolidated condensed financial statements) COLONIAL GAS COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS ASSETS March 31, December 31, March 31, 1996 1995 1995 (Unaudited) (Unaudited) (In Thousands) Utility Property: At original cost $312,507 $308,191 $291,235 Accumulated depreciation (75,629) (72,636) (68,126) Net utility property 236,878 235,555 223,109 Non-Utility Property - Net 5,372 5,036 3,381 Net property 242,250 240,591 226,490 Capital Leases - Net 1,995 2,253 2,948 Current Assets: Cash and cash equivalents 7,844 7,541 10,160 Accounts receivable 32,276 19,069 25,776 Allowance for doubtful accounts (3,093) (2,205) (2,353) Accrued utility revenues 6,448 8,924 4,932 Unbilled gas costs 5,816 9,688 - Fuel and other inventories 7,511 13,648 10,355 Prepayments and other current assets 4,838 4,337 5,768 Total current assets 61,640 61,002 54,638 Deferred Charges and Other Assets: Unrecovered deferred income taxes 10,368 10,562 11,277 Unrecovered demand side management costs 4,791 4,977 4,856 Unrecovered environmental expenses - incurred 4,836 4,761 4,839 Unrecovered environmental expenses - accrued 2,225 2,300 3,800 Unrecovered transition costs - accrued 3,600 3,600 4,700 Other 12,287 12,375 8,484 Total deferred charges and other assets 38,107 38,575 37,956 Total Assets $343,992 $342,421 $322,032 (See accompanying notes to consolidated condensed financial statements) COLONIAL GAS COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS LIABILITIES AND CAPITALIZATION March 31, December 31, March 31, 1996 1995 1995 (Unaudited) (Unaudited) (In Thousands) Capitalization: Common equity: Common Stock - par value $3.33 per share Authorized - 15,000 shares Issued and outstanding - 8,398, 8,367 and 8,268 shares $27,966 $27,863 $27,532 Premium on common stock 52,024 51,447 49,862 Retained earnings 38,307 25,760 32,422 Total Common equity 118,297 105,070 109,816 Long-term debt 80,381 75,418 77,888 Total capitalization 198,678 180,488 187,704 Capital Lease Obligations 1,155 1,359 2,236 Current Liabilities: Current maturities of long-term debt 11,144 6,141 8,451 Current capital lease obligations 839 894 711 Notes payable 40,000 61,835 33,000 Gas inventory purchase obligations 6,040 12,340 8,041 Accounts payable 12,812 12,150 7,475 Other 13,820 8,306 13,343 Total current liabilities 84,655 101,666 71,021 Deferred Credits and Reserves: Deferred income taxes-funded 33,346 32,299 30,275 Deferred income taxes- unfunded 10,368 10,562 11,277 Accrued environmental expenses 2,225 2,300 3,800 Accrued transition costs 3,600 3,600 4,700 Other 9,965 10,147 11,019 Total deferred credits and reserves 59,504 58,908 61,071 Total Capitalization and Liabilities $343,992 $342,421 $322,032 (See accompanying notes to consolidated condensed financial statements) COLONIAL GAS COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) Three Months Ended March 31, 1996 1995 (In Thousands) Cash Flows From Operating Activities: Net income $15,228 $12,449 Adjustments to reconcile net income to net cash 4,603 2,375 Changes in current assets and liabilities 4,734 13,223 Net cash provided by operating activities 24,565 28,047 Cash Flows From Investing Activities: Capital expenditures (4,746) (4,021) Change in deferred accounts 733 1,268 Net cash used in investing activities (4,013) (2,753) Cash Flows From Financing Activities: Dividends paid on Common Stock (2,680) (2,595) Issuance of Common Stock 680 786 Issuance of long-term debt, net of issuance costs 9,920 - Retirement of long-term debt, including premiums (34) (32) Change in notes payable (21,835)(16,500) Change in gas inventory purchase obligations (6,300) (5,819) Net cash used in financing activities (20,249)(24,160) Net increase in cash and cash equivalents 303 1,134 Cash and cash equivalents at beginning of period 7,541 9,026 Cash and cash equivalents at end of period $ 7,844 $10,160 Supplemental Disclosures of Cash Flow Information: Cash paid during the period for: Interest - net of amount capitalized $ 2,167 $ 2,231 Income and franchise taxes $ 454 $ 214 (See accompanying notes to consolidated condensed financial statements) COLONIAL GAS COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) Twelve Months Ended March 31, 1996 1995 (In Thousands) Cash Flows From Operating Activities: Net income $16,542 $ 9,059 Adjustments to reconcile net income to net cash 14,681 10,389 Changes in current assets and liabilities (5,640) 5,418 Net cash provided by operating activities 25,583 24,866 Cash Flows From Investing Activities: Capital expenditures (26,795) (30,893) Change in deferred accounts (169) 4,513 Net cash used in investing activities (26,964) (26,380) Cash Flows From Financing Activities: Dividends paid on Common Stock (10,657) (10,287) Issuance of Common Stock 2,596 3,767 Issuance of long-term debt, net of issuance costs 26,941 741 Retirement of long-term debt, including premiums (24,815) (5,151) Change in notes payable 7,000 13,000 Change in gas inventory purchase obligations (2,000) 955 Net cash (used in) provided by financing activities (935) 3,025 Net (decrease) increase in cash and cash equivalents (2,316) 1,511 Cash and cash equivalents at beginning of period 10,160 8,649 Cash and cash equivalents at end of period $ 7,844 $10,160 Supplemental Disclosures of Cash Flow Information: Cash paid during the period for: Interest - net of amount capitalized $ 9,804 $9,746 Income and franchise taxes $ 3,684 $6,610 (See accompanying notes to consolidated condensed financial statements) COLONIAL GAS COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. In the opinion of the Company, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of March 31, 1996 and 1995 and results of operations for the three and twelve month periods ended March 31, 1996 and 1995 and cash flows for the three and twelve month periods ended March 31, 1996 and 1995. 2. Due to the significant impact of gas used for space heating during the heating season (November-April) and the Company's seasonal rate structure, the results of operations for the three month periods ending March 31, 1996 and 1995 are not necessarily indicative of the results to be expected for the full year. 3. During the three months ended March 31, 1996, the Company issued 31,000 shares of Common Stock, $3.33 par value, under a Dividend Reinvestment and Common Stock Purchase Plan and under an Employee Savings Plan. As a result, Common Stock, $3.33 par value, increased $103,000 and Premium on Common Stock increased $577,000. 4. Contingencies Reference is made to Note J/Contingencies of the Notes to Consolidated Financial Statements contained within the Company's 1995 Annual Report to Stockholders. 5. Reclassifications are made periodically to previously issued financial statements to conform to the current year presentation. Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition Results of Operations Three Months Ended March 31, 1996 and 1995 Net income for the three months ending March 31, 1996 rose 22% to $15,228,000 compared to $12,449,000 for the same period last year. This increase resulted primarily from a 12% or $1,746,000 increase in operating income for the Company's utility operation. In addition there was a $793,000 increase in net income for Transgas Inc., the Company's energy trucking subsidiary, compared to the first quarter of 1995. For the three months ending March 31, 1996, operating margin increased $4,091,000 or 11.5% compared to the same 1995 period due to higher firm gas sales volumes resulting from significantly colder weather. During the first quarter of 1996 temperatures averaged 7.5% colder than the same period last year and 3.5% colder than normal. This increase in operating margin was partially offset by a $1,180,000 or 8.8% rise in operating expenses -- primarily as a result of higher bad debts due to higher gas revenues and increased depreciation. Income taxes increased $1,165,000 or 15% due to a higher level of income subject to tax. Other operating income (net of income taxes) increased $893,000 over the comparable 1995 period primarily as a result of the increase in Transgas' net income which is attributable to the colder weather. Compared to the first quarter of 1995, Transgas hauls of LNG increased 141%. Interest expense decreased $108,000 or 4.8%. Interest on short-term debt increased due to increased borrowings which were partially offset by lower interest rates. This was further offset by a decrease in long-term interest expense due to the early retirement of higher interest debt in December 1995. Twelve Months Ended March 31, 1996 and 1995 Net income was $16,542,000 for the twelve months ending March 31, 1996 up from $9,059,000 for the comparable 1995 period, for an increase of 83%. The Company's earnings for the twelve months ending March 31, 1995 reflected a restructuring charge of $1,965,000 after-tax relating to a voluntary early retirement program and the closing of retail appliance sales operations. The rise in net income for the twelve-month period ending March 31, 1996 was due to weather that was 12% colder than the comparable 1995 period and 6.6% colder than normal. The colder weather for the twelve-month period ending March 31, 1996 caused a 12% increase in firm gas sales volumes and resulted in an increase in operating margin of $10,688,000 or 14%. In addition, net income for Transgas increased $445,000 as compared to the twelve-month period ending March 31, 1995. Operating expenses were down $1,667,000 or 3.1% of which $3,185,000 relates to the restructuring charge referred to above. This decrease was partially offset by higher bad debts due to higher gas revenues and increased depreciation. Income taxes increased $5,264,000 due to a higher level of income subject to tax. Other operating income (net of income taxes) increased $688,000 over the comparable 1995 period due to the rise in Transgas net income and merchandise net income. Interest and debt expense increased $506,000 or 5.8%. Interest on short-term debt increased due to increased borrowings which were partially offset by a decrease in long- term interest expense due to the early retirement of higher interest debt in December 1995. Liquidity and Capital Resources On February 5, 1996, the Company issued $10 million of 30- year bonds with an interest rate of 6.94% under the MTN program. It is anticipated that the remaining $45 million of bonds under the MTN program will be issued in several series within the next two years. On April 17, 1996, the quarterly dividend on the Company's common stock was increased to $.325 per share or an annualized dividend rate of $1.30 per share. This is the 60th consecutive year that the Company has paid a dividend to common shareholders and the 17th consecutive year that it has increased its per share dividend payment. PART II - OTHER INFORMATION Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K a. Exhibits None 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. COLONIAL GAS COMPANY (Registrant) Date: May 6, 1996 F.L. Putnam, III President and Chief Executive Officer Date: May 6, 1996 Nickolas Stavropoulos Executive Vice President - Finance, Marketing and Chief Financial Officer [END OF FORM 10-Q FOR PERIOD ENDED MARCH 31, 1996]