UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION REGISTRANT; STATE OF INCORPORATION; I.R.S. EMPLOYER
FILE NUMBER ADDRESS; AND TELEPHONE NUMBER IDENTIFICATION NO.
----------- ---------------------------------- ------------------
1-8503 HAWAIIAN ELECTRIC INDUSTRIES, INC. 99-0208097
(A Hawaii Corporation)
900 Richards Street
Honolulu, Hawaii 96813
Telephone (808) 543-5662
1-4955 HAWAIIAN ELECTRIC COMPANY, INC. 99-0040500
(A Hawaii Corporation)
900 Richards Street
Honolulu, Hawaii 96813
Telephone (808) 543-7771
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
NAME OF EACH EXCHANGE
REGISTRANT TITLE OF EACH CLASS ON WHICH REGISTERED
---------- ------------------- ---------------------
Hawaiian Electric Common Stock, Without Par Value New York Stock Exchange
Industries, Inc. Pacific Stock Exchange
Hawaiian Electric First Mortgage Bonds, New York Stock Exchange
Company, Inc. Series S, 7.58%
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
REGISTRANT TITLE OF EACH CLASS
---------- ----------------------
Hawaiian Electric Industries, Inc. ........... None
Hawaiian Electric Company, Inc. .............. Cumulative Preferred Stock
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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [_]
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a)(1) Financial Statements
The following financial statements contained in HEI's 1994 Annual Report to
Stockholders and HECO's 1994 Annual Report to Stockholder, portions of which
are filed by HEI as Exhibit 13(a) and, portions of which are filed by HECO as
Exhibit 13(b), respectively, are incorporated by reference in Part II, Item 8,
of this Form 10-K:
1994 Annual Report to
Stockholder(s)
(Page/s)
-------------------
HEI HECO
--- ----
Independent Auditors' Reports 39 31
Consolidated Statements of Income, Years Ended
December 31, 1994, 1993 and 1992 40 11
Consolidated Statements of Retained Earnings, Years Ended
December 31, 1994, 1993 and 1992 40 11
Consolidated Balance Sheets, December 31, 1994 and 1993 41 12
Consolidated Statements of Capitalization,
December 31, 1994 and 1993 na 13-14
Consolidated Statements of Cash Flows, Years Ended
December 31, 1994, 1993 and 1992 42 15
Notes to Consolidated Financial Statements 43-67 16-30
56
(a)(2) Financial Statement Schedules
The following financial statement schedules for HEI and HECO are included in
this Report on the pages indicated below:
Page/s in
Form 10-K
-----------------
HEI HECO
---- ----
Independent auditors' report 58 59
Schedule I Condensed financial information of registrant,
Hawaiian Electric Industries, Inc.
(Parent Company) as of December 31, 1994
and 1993 and years ended December 31, 1994,
1993 and 1992 60-62 na
Schedule II Valuation and qualifying accounts, years
ended December 31, 1994, 1993 and 1992 63 63
Certain Schedules, other than those listed, are omitted because they are not
required, or are not applicable, or the required information is shown in the
consolidated financial statements or notes included in HEI's 1994 Annual Report
to Stockholders and HECO's 1994 Annual Report to Stockholder, which financial
statements are incorporated herein by reference.
(a)(3) Exhibits
Exhibits for HEI and HECO and their subsidiaries are listed in the "Index to
Exhibits" found on pages 64 through 71 of this Form 10-K. The exhibits listed
for HEI and HECO are listed in the index under the headings "HEI" and "HECO,"
respectively, except that the exhibits listed under "HECO" are also considered
exhibits for HEI.
(b) Reports on Form 8-K
HEI and HECO:
During the fourth quarter of 1994, HEI and HECO filed a Current Report, Form
8-K dated November 29, 1994, with the SEC. HEI and HECO filed information under
Item 5 regarding the PUC decision and order on a generic docket to determine
whether SFAS No. 106, "Employers' Accounting for Postretirement Benefits Other
Than Pensions," should be adopted for rate-making purposes.
57
[KPMG Peat Marwick letterhead]
Independent Auditors' Report
The Board of Directors
and Stockholders
Hawaiian Electric Industries, Inc.:
Under date of January 25, 1995, we reported on the consolidated balance sheets
of Hawaiian Electric Industries, Inc. and subsidiaries as of December 31, 1994
and 1993, and the related consolidated statements of income, retained earnings
and cash flows for each of the years in the three-year period ended December 31,
1994, as contained in the 1994 annual report to stockholders. These
consolidated financial statements and our report thereon are incorporated by
reference in the annual report on Form 10-K for the year 1994. In connection
with our audits of the aforementioned consolidated financial statements, we also
have audited the related financial statement schedules as listed in the
accompanying index. These financial statement schedules are the responsibility
of the Company's management. Our responsibility is to express an opinion on
these financial statement schedules based on our audits.
In our opinion, such financial statement schedules, when considered in relation
to the basic consolidated financial statements taken as a whole, present fairly,
in all material respects, the information set forth therein.
As discussed in note 14 to the consolidated financial statements, effective
January 1, 1993, the Company changed its method of accounting for income taxes.
Additionally, as discussed in note 17 to the consolidated financial statements,
effective January 1, 1993, the Company changed its method of accounting for
postretirement benefits other than pensions.
/s/ KPMG Peat Marwick LLP
Honolulu, Hawaii
January 25, 1995
58
[KPMG Peat Marwick letterhead]
Independent Auditors' Report
The Board of Directors
and Stockholder
Hawaiian Electric Company, Inc.:
Under date of January 25, 1995, we reported on the consolidated balance sheets
and consolidated statements of capitalization of Hawaiian Electric Company, Inc.
(a wholly-owned subsidiary of Hawaiian Electric Industries, Inc.) and
subsidiaries as of December 31, 1994 and 1993, and the related consolidated
statements of income, retained earnings and cash flows for each of the years in
the three-year period ended December 31, 1994, as contained in the 1994 annual
report to stockholder. These consolidated financial statements and our report
thereon are incorporated by reference in the annual report on Form 10-K for the
year 1994. In connection with our audits of the aforementioned consolidated
financial statements, we also have audited the related financial statement
schedule as listed in the accompanying index. The financial statement schedule
is the responsibility of the Company's management. Our responsibility is to
express an opinion on the financial statement schedule based on our audits.
In our opinion, such financial statement schedule, when considered in relation
to the basic consolidated financial statements taken as a whole, presents
fairly, in all material respects, the information set forth therein.
As discussed in note 7 to the consolidated financial statements, effective
January 1, 1993, the Company changed its method of accounting for income taxes.
Additionally, as discussed in note 10 to the consolidated financial statements,
effective January 1, 1993, the Company changed its method of accounting for
postretirement benefits other than pensions.
/s/ KPMG Peat Marwick LLP
Honolulu, Hawaii
January 25, 1995
59
Hawaiian Electric Industries, Inc.
SCHEDULE I -- CONDENSED FINANCIAL INFORMATION OF REGISTRANT
HAWAIIAN ELECTRIC INDUSTRIES, INC. (PARENT COMPANY)
CONDENSED BALANCE SHEETS
December 31,
---------------
(in thousands) 1994 1993
- -----------------------------------------------------------------------------------------
ASSETS
Cash and equivalents $ 223 $ 32,383
Advances to and notes receivable from subsidiaries 27,696 28,455
Accounts receivable 2,565 6,679
Other investments 809 809
Property, plant and equipment, net 2,460 2,874
Other assets 5,857 3,289
Investment in wholly owned subsidiaries, at equity 888,651 805,226
-------- --------
$928,261 $879,715
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 9,246 $ 8,861
Advances from subsidiaries 2,293 --
Commercial paper 12,750 --
Long-term debt, net 209,500 200,500
Deferred income taxes 4,301 3,927
Unamortized tax credits 29 36
Other 8,053 23,363
-------- --------
246,172 236,687
-------- --------
Stockholders' equity
Common stock 546,254 514,710
Retained earnings 135,835 128,318
-------- --------
682,089 643,028
-------- --------
$928,261 $879,715
======== ========
Note to Balance Sheets
Long-term debt, net, consisted of the following:
Promissory notes, 6.3% - 7.6%, due in various years through 2003 $113,000 $113,000
Promissory notes, 8.2% - 9.9%, due in various years through 2011 61,500 87,500
Promissory note, variable rate (6.45% at December 31, 1994) due 1999 35,000 --
-------- --------
$209,500 $200,500
======== ========
As of December 31, 1994, HEI guaranteed debt of its subsidiaries and affiliates
amounting to $11 million.
The aggregate payments of principal required on long-term debt subsequent to
December 31, 1994 are $1 million in 1995, $37 million in 1996, $51 million in
1997, $21 million in 1998, $41 million in 1999 and $59 million thereafter.
60
Hawaiian Electric Industries, Inc.
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT (CONTINUED)
HAWAIIAN ELECTRIC INDUSTRIES, INC. (PARENT COMPANY)
CONDENSED STATEMENTS OF INCOME
Years ended December 31,
----------------------------------
(in thousands) 1994 1993 1992
- --------------------------------------------------------------------------
REVENUES $ 3,318 $ 3,353 $ 1,884
Equity in income from continuing
operations of subsidiaries 84,819 74,764 68,156
------- -------- --------
88,137 78,117 70,040
------- -------- --------
EXPENSES:
Operating, administrative and general 7,786 6,897 1,637
Taxes, other than income taxes 292 226 193
Depreciation and amortization of
property, plant and equipment 587 569 660
------- -------- --------
8,665 7,692 2,490
------- -------- --------
79,472 70,425 67,550
Interest expense 15,195 18,355 12,641
------- -------- --------
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAX BENEFIT 64,277 52,070 54,909
Income tax benefit (8,753) (9,614) (6,806)
------- -------- --------
Income from continuing operations 73,030 61,684 61,715
Loss from discontinued operations -- (13,025) (73,297)
------- -------- --------
NET INCOME (LOSS) $73,030 $ 48,659 $(11,582)
======= ======== ========
61
Hawaiian Electric Industries, Inc.
SCHEDULE I- CONDENSED FINANCIAL INFORMATION OF REGISTRANT (CONTINUED)
HAWAIIAN ELECTRIC INDUSTRIES, INC. (PARENT COMPANY)
CONDENSED STATEMENTS OF CASH FLOWS
Years ended December 31,
-------------------------------------
(in thousands) 1994 1993 1992
- -----------------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Income from continuing operations $ 73,030 $ 61,684 $ 61,715
Adjustments to reconcile income from
continuing operations to net cash
provided by operating activities (84,819) (74,764) (68,156)
Equity in income from continuing
operations of subsidiaries
Common stock dividends received from
subsidiaries 43,909 53,305 33,884
Depreciation and amortization of
property, plant and equipment 587 569 660
Other amortization 209 294 282
Deferred income taxes and tax credits,
net 367 232 825
Changes in assets and liabilities
Decrease (increase) in accounts
receivable 4,114 (6,211) 984
Increase (decrease) in accounts
payable 385 (16,506) 22,497
Changes in other assets and
liabilities (15,485) 34,733 (15,447)
--------- -------- --------
22,297 53,336 37,244
Cash flows from discontinued operations 36 2,525 --
--------- --------- --------
NET CASH PROVIDED BY OPERATING
ACTIVITIES 22,333 55,861 37,244
--------- --------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Net decrease (increase) in advances to
and notes receivable from subsidiaries (16,141) 8,756 1,024
Capital expenditures (177) (193) (535)
Additional investments in subsidiaries (25,510) (65,000) (56,967)
Other -- 50 --
--------- --------- --------
(41,828) (56,387) (56,478)
Net investment in discontinued
operations -- -- (24,751)
--------- --------- --------
NET CASH USED IN INVESTING ACTIVITIES (41,828) (56,387) (81,229)
--------- --------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase(decrease) in advances from
subsidiaries with original maturities
of three months or less 2,293 (185) (15,463)
Proceeds from other short-term
borrowings -- -- 36,000
Repayment of other short-term borrowings -- (36,000) --
Net increase in commercial paper 12,750 -- --
Proceeds from issuance of long-term debt 35,000 37,000 50,000
Repayment of long-term debt (26,000) (22,500) --
Net proceeds from issuance of common
stock 13,602 88,658 18,248
Common stock dividends (47,676) (42,012) (39,214)
Other (2,634) 1,949 413
--------- --------- --------
NET CASH PROVIDED BY (USED IN)
FINANCING ACTIVITIES (12,665) 26,910 49,984
--------- --------- --------
Net increase (decrease) in cash and
equivalents (32,160) 26,384 5,999
Cash and equivalents, beginning of year 32,383 5,999 --
--------- --------- --------
CASH AND EQUIVALENTS, END OF YEAR $ 223 $ 32,383 $ 5,999
========= ========= ========
Supplemental disclosures of noncash activities:
In 1994, $16.9 million of HEI advances to HEIDI were converted to equity in a
noncash transaction.
In 1992, HEI converted $9.5 million of long-term debt of HERS to equity. HEI
assumed the $9.5 million of HERS' long-term debt in a noncash transaction.
Common stock dividends reinvested by stockholders in HEI common stock in
noncash transactions amounted to $18 million in 1994, $17 million in 1993 and
$15 million in 1992.
62
Hawaiian Electric Industries, Inc.
and Hawaiian Electric Company, Inc.
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
Years ended December 31, 1994, 1993 and 1992
- -------------------------------------------------------------------------------------------------------------------------
Col. A Col. B Col. C Col. D Col. E
- -------------------------------------------------------------------------------------------------------------------------
Additions
----------------------------
Charged to
Balance at costs and Balance at
beginning of other Charged to end of
(in thousands) period expenses accounts Deductions period
- -------------------------------------------------------------------------------------------------------------------------
1994
----
Allowance for uncollectible
accounts
Hawaiian Electric Company,
Inc. and subsidiaries $ 1,357 $ 2,177 $ 674 $ 3,072 $ 1,136
Other companies 220 130 2 72 280
--------- --------- ------- --------- ---------
$ 1,577 $ 2,307 $ 676(a) $ 3,144(b) $ 1,416
========= ========= ======= ========= =========
Allowance for uncollectible
interest (ASB) $ 341 $ 760 $ -- $ -- $ 1,101
========= ========= ======= ========= =========
Allowance for losses for
loans receivable (ASB) $ 5,314 $ 3,983 $ 67(a) $ 571(b) $ 8,793
========= ========= ======= ========== =========
1993
----
Allowance for uncollectible
accounts
Hawaiian Electric Company,
Inc. and subsidiaries $ 1,120 $ 1,521 $ 815 $ 2,099 $ 1,357
Other companies 172 155 1 108 220
--------- --------- ------- --------- ---------
$ 1,292 $ 1,676 $ 816(a) $ 2,207(b) $ 1,577
========= ========= ======= ========= =========
Allowance for uncollectible
interest (ASB) $ 482 $ -- $ -- $ 141 $ 341
========= ========= ======= ========= =========
Allowance for losses for
loans receivable (ASB) $ 5,157 $ 779 $ 36(a) $ 658(b) $ 5,314
========= ========= ======= ========= =========
1992
----
Allowance for uncollectible
accounts
Hawaiian Electric Company,
Inc. and subsidiaries $ 1,032 $ 1,246 $ 820 $ 1,978 $ 1,120
Other companies 214 104 2 148 172
--------- --------- ------- --------- ---------
$ 1,246 $ 1,350 $ 822(a) $ 2,126(b) $ 1,292
========= ========= ======= ========= =========
Allowance for uncollectible
interest (ASB) $ 45 $ 437 $ -- $ -- $ 482
========= ========= ======= ========= =========
Allowance for losses for
loans receivable (ASB) $ 3,818 $ 1,494 $ 47(a) $ 202(b) $ 5,157
========= ========= ======= ========= =========
(a) Primarily bad debts recovered.
(b) Bad debts charged off.
63
INDEX TO EXHIBITS
The exhibits designated by an asterisk (*) are filed herein. The exhibits not
so designated are incorporated by reference to the indicated filing. A copy of
any exhibit may be obtained upon written request for a $0.20 per page charge
from the HEI Stock Transfer Division, P.O. Box 730, Honolulu, Hawaii 96808-0730.
Exhibit no. Description
- ----------- -----------
HEI:
- ---
3(i).1(a) HEI's Restated Articles of Incorporation (Exhibit 4(b) to
Registration No. 33-7895).
3(i).2(a) Articles of Amendment of HEI filed June 30, 1990 (Exhibit 4(b) to
Registration No. 33-40813).
3(ii) HEI's By-Laws (Exhibit 4(c) to Registration No. 33-21761).
4.1 Agreement to provide the SEC with instruments which define the rights
of holders of certain long-term debt of HEI and its subsidiaries
(Exhibit 4.1 to HEI's Annual Report on Form 10-K for the fiscal year
ended December 31, 1992, File No. 1-8503).
4.2 Indenture, dated as of October 15, 1988, between HEI and Citibank,
N.A., as Trustee (Exhibit 4 to Registration No. 33-25216).
4.3 First Supplemental Indenture dated as of June 1, 1993 between HEI and
Citibank, N.A., as Trustee, to Indenture dated as of October 15, 1988
between HEI and Citibank, N.A., as Trustee (Exhibit 4(a) to HEI's
Quarterly Report on Form 10-Q for the quarter ended
September 30, 1993, File No. 1-8503).
4.4 Officers' Certificate dated as of November 9, 1988, pursuant to
Sections 102 and 301 of the Indenture, dated as of October 15, 1988,
between HEI and Citibank, N.A., as Trustee, establishing Medium-Term
Notes, Series A (Exhibit 4.2 to HEI's Annual Report on Form 10-K for
the fiscal year ended December 31, 1988, File No. 1-8503).
4.5 Pricing Supplements Nos. 1 through 11 to the Registration Statement
on Form S-3 of HEI (Registration No. 33-25216) filed in connection
with the sale of Medium-Term Notes, Series A (filed under Rule 424(b)
in connection with Registration No. 33-25216).
4.6 Pricing Supplements Nos. 1 through 9 to the Registration Statement on
Form S-3 of HEI (Registration No. 33-58820) filed in connection with
the sale of Medium-Term Notes, Series B (Exhibit 4(b) to HEI's
Quarterly Report on Form 10-Q for the quarter ended September 30,
1993, File No. 1-8503).
*4.7 Pricing Supplement No. 10 to Registration Statement on Form S-3 of
HEI (Registration No. 33-58820).
4.8 Purchase Agreement dated March 7, 1991 among HEI and the Purchasers
named therein, together with the Notes issued to such Purchasers,
each dated March 7, 1991, pursuant to the Purchase Agreement (Exhibit
4.5 to HEI's Annual Report on Form 10-K for the fiscal year ended
December 31, 1990, File No. 1-8503).
4.9 Composite conformed copy of the Note Purchase Agreement dated as of
December 16, 1991 among HEI and the Purchasers named therein (Exhibit
4.6 to HEI's Annual Report on Form 10-K for the fiscal year ended
December 31, 1991, File No. 1-8503).
64
Exhibit no. Description
- ----------- -----------
10.1 PUC Order Nos. 7070, 7153, 7203 and 7256 in Docket No. 4337,
including copy of "Conditions for the Merger and Corporate
Restructuring of Hawaiian Electric Company, Inc." dated September 23,
1982 (Exhibit 10 to Amendment No. 1 to Form U-1).
10.2 Regulatory Capital Maintenance/Dividend Agreement dated May 26, 1988,
between HEI, HEIDI and the Federal Savings and Loan Insurance
Corporation (by the Federal Home Loan Bank of Seattle) (Exhibit (28)-
2 to HEI's Current Report on Form 8-K dated May 26, 1988, File No. 1-
8503).
10.2(a) OTS letter regarding release from Part II.B. of the Regulatory
Capital Maintenance/Dividend Agreement dated May 26, 1988 (Exhibit
10.3(a) to HEI's Annual Report on Form 10-K for the fiscal year ended
December 31, 1992, File No. 1-8503).
10.3 Executive Incentive Compensation Plan (Exhibit 10(a) to HEI's Annual
Report on Form 10-K for the fiscal year ended December 31, 1987, File
No. 1-8503).
10.4 HEI Executives' Deferred Compensation Plan (Exhibit 10.5 to HEI's
Annual Report on Form 10-K for the fiscal year ended December 31,
1990, File No. 1-8503).
10.5 Retirement Benefit Agreement--Andrew T. F. Ing and HEI (Exhibit 10(b)
to HEI's Annual Report on Form 10-K for the fiscal year ended
December 31, 1987, File No. 1-8503).
10.6 1987 Stock Option and Incentive Plan of HEI as amended and restated
effective April 21, 1992 (Exhibit A to Proxy Statement of HEI, dated
March 6, 1992, for the Annual Meeting of Stockholders, File No. 1-
8503).
10.7 HEI Long-Term Incentive Plan (Exhibit 10.11 to HEI's Annual Report on
Form 10-K for the fiscal year ended December 31, 1988, File No. 1-
8503).
10.8 HEI Supplemental Executive Retirement Plan effective January 1, 1990
(Exhibit 10.9 to HEI's Annual Report on Form 10-K for the fiscal year
ended December 31, 1990, File No. 1-8503).
10.9 HEI Excess Benefit Plan (Exhibit 10.13 (Exhibit A) to HEI's Annual
Report on Form 10-K for the fiscal year ended December 31, 1989, File
No. 1-8503).
10.10 Change-in-Control Agreement (Exhibit 10.14 to HEI's Annual Report on
Form 10-K for the fiscal year ended December 31, 1989, File No. 1-
8503).
10.11 Non-employee Director Retirement Plan, effective as of October 1,
1989 (Exhibit 10.15 to HEI's Annual Report on Form 10-K for the
fiscal year ended December 31, 1989, File No. 1-8503).
10.12 HEI 1990 Non-employee Director Stock Plan (Exhibit 10(a) to HEI's
Quarterly Report on Form 10-Q for the quarter ended September 30,
1990, File No. 1-8503).
10.13 HEI Non-employee Directors' Deferred Compensation Plan (Exhibit 10.14
to HEI's Annual Report on Form 10-K for the fiscal year ended
December 31, 1990, File No. 1-8503).
65
Exhibit no. Description
- ----------- -----------
10.14 HEI and HECO Executives' Deferred Compensation Agreement. The
agreement pertains to and is substantially identical for all the HEI
and HECO executive officers (Exhibit 10.15 to HEI's Annual Report on
Form 10-K for the fiscal year ended December 31, 1991, File No. 1-
8503).
10.15 Contract of Sale between HECO and Malama Waterfront Corp., dated
December 20, 1989, for the sale and purchase of the Honolulu Power
Plant Parcels, Iwilei Tank Farm Parcel and the buildings, structures
and other improvements (Exhibit 10.18 to HEI's Annual Report on Form
10-K for the fiscal year ended December 31, 1989, File No. 1-8503).
10.15(a) First Amendment to Contract of Sale by and between HECO and Malama
Waterfront Corp., dated September 25, 1990, amending the Contract of
Sale between HECO and Malama Waterfront Corp., dated December 20,
1989, for the sale and purchase of the Honolulu Power Plant Parcels,
Iwilei Tank Farm Parcel and the buildings, structures and other
improvements (Exhibit 10(d) to HEI's Quarterly Report on Form 10-Q
for the quarter ended September 30, 1990, File No. 1-8503).
10.16 Settlement Agreement and General Release made and entered into on
February 10, 1994, by and between the Insurance Commissioner as
Rehabilitator/Liquidator, the HIG Group, HIGA, HEI, HEIDI and others.
(Exhibit 10.20 to HEI's Annual Report on Form 10-K for the fiscal
year ended December 31, 1993, File No. 1-8503).
*11 Computation of Earnings Per Share of Common Stock. Filed herein as
page 72.
*12(a) Computation of Ratio of Earnings to Fixed Charges. Filed herein as
pages 73 and 74.
*13(a) Pages 25 to 68 of HEI's 1994 Annual Report to Stockholders (with the
exception of the data incorporated by reference in Part I, Part II,
Part III and Part IV, no other data appearing in the 1994 Annual
Report to Stockholders is to be deemed filed as part of this Form
10-K Annual Report).
*21(a) Subsidiaries of HEI. Filed herein as page 76.
*23 Consent of Independent Auditors. Filed herein as page 78.
*27(a) HEI and subsidiaries financial data schedule, December 31, 1994 and
year ended December 31, 1994.
*99.1(a) Annual Report on Form 11-K for the HEI 401-K Retirement Savings Plan
for the year ended December 31, 1994.
99.2(a) Amendment 1994-1 to the Hawaiian Electric Industries, Inc. Retirement
Savings Plan for incorporation by reference into Registration
Statement on Form S-8 (Registration No. 33-52911) (Exhibit 99 to
HEI's Quarterly Report on Form 10-Q for the quarter ended March 31,
1994, File No. 1-8503).
*99.3(a) Amendment 1994-2 to the Hawaiian Electric Industries, Inc. Retirement
Savings Plan for incorporation by reference into Registration
Statement on Form S-8 (Registration No. 33-52911).
66
Exhibit no. Description
- ----------- -----------
HECO:
- -----
3(i).1(b) HECO's Certificate of Amendment of Articles of Incorporation (filed
June 30, 1987) (Exhibit 3.1 to HECO's Annual Report on Form 10-K for
the fiscal year ended December 31, 1988, File No. 1-4955).
3(i).2(b) Statement of Issuance of Shares of Preferred or Special Classes in
Series for HECO Series R Preferred Stock filed December 15, 1989
(Exhibit 3.1(a) to HECO's Annual Report on Form 10-K for the fiscal
year ended December 31, 1989, File No. 1-4955).
3(i).3 Articles of Amendment to HECO's Amended Articles of Incorporation
filed December 21, 1989 (Exhibit 3.1(b) to HECO's Annual Report on
Form 10-K for the fiscal year ended December 31, 1989, File No.
1-4955).
3(ii) HECO's By-Laws (Exhibit 3.2 to HECO's Annual Report on Form 10-K for
the fiscal year ended December 31, 1988, File No. 1-4955).
4.1 Agreement to provide the SEC with instruments which define the rights
of holders of certain long-term debt of HECO, HELCO and MECO (Exhibit
4 to HECO's Annual Report on Form 10-K for the fiscal year ended
December 31, 1988, File No. 1-4955).
4.2 Indenture dated as of December 1, 1993 between HECO and The Bank of
New York, as Trustee (Exhibit 4(a) to Registration No. 33-51025).
4.3 Indenture dated as of December 1, 1993 among MECO, HECO, as
guarantor, and The Bank of New York, as Trustee (Exhibit 4(b) to
Registration No. 33-51025).
4.4 Indenture dated as of December 1, 1993 among HELCO, HECO, as
guarantor, and The Bank of New York, as Trustee (Exhibit 4(c) to
Registration No. 33-51025).
4.5 Officers' Certificate dated as of December 22, 1993, pursuant to
Sections 102 and 301 of the Indenture dated as of December 1, 1993
between HECO and The Bank of New York, as Trustee, establishing the
$20,000,000 Notes, 5.15% Series Due 1996 (Exhibit 4.5 to HECO's
Annual Report on Form 10-K for the fiscal year ended December 31,
1993, File No. 1-4955).
4.6 Officers' Certificate dated as of December 22, 1993, pursuant to
Sections 102 and 301 of the Indenture dated as of December 1, 1993
between HECO and The Bank of New York, as Trustee, establishing the
$30,000,000 Notes, 5.83% Series Due 1998 (Exhibit 4.6 to HECO's
Annual Report on Form 10-K for the fiscal year ended December 31,
1993, File No. 1-4955).
4.7 Officers' Certificate dated as of December 22, 1993, pursuant to
Sections 102 and 301 of the Indenture dated as of December 1, 1993
among MECO, HECO, as guarantor, and The Bank of New York, as Trustee,
establishing the $10,000,000 Notes, 5.15% Series Due 1996 (Exhibit
4.7 to HECO's Annual Report on Form 10-K for the fiscal year ended
December 31, 1993, File No. 1-4955).
67
Exhibit no. Description
- ----------- -----------
4.8 Officers' Certificate dated as of December 22, 1993, pursuant to
Sections 102 and 301 of the Indenture dated as of December 1, 1993
among HELCO, HECO, as guarantor, and The Bank of New York, as
Trustee, establishing the $10,000,000 Notes, 4.85% Series Due 1995
(Exhibit 4.8 to HECO's Annual Report on Form 10-K for the fiscal year
ended December 31, 1993, File No. 1-4955).
10.1 Power Purchase Agreement between Kalaeloa Partners, L.P., and HECO
dated October 14, 1988 (Exhibit 10(a) to HECO's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1988, File No. 1-4955).
10.1(a) Amendment No. 1 to Power Purchase Agreement between HECO and Kalaeloa
Partners, L.P., dated June 15, 1989 (Exhibit 10(c) to HECO's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1989,
File No. 1-4955).
10.1(b) Lease Agreement between Kalaeloa Partners, L.P., as Lessor, and HECO,
as Lessee, dated February 27, 1989 (Exhibit 10(d) to HECO's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1989, File No.
1-4955).
10.1(c) Restated and Amended Amendment No. 2 to Power Purchase Agreement
between HECO and Kalaeloa Partners, L.P., dated February 9, 1990
(Exhibit 10.2(c) to HECO's Annual Report on Form 10-K for the fiscal
year ended December 31, 1989, File No. 1-4955).
10.1(d) Agreement to Extend the "Cancellation Window" in the Kalaeloa Power
Purchase Agreement dated June 21, 1990 (Exhibit 10(e) to HECO's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1990,
File No. 1-4955).
10.1(e) Amendment No. 3 to Power Purchase Agreement between HECO and Kalaeloa
Partners, L.P., dated December 10, 1991 (Exhibit 10.2(e) to HECO's
Annual Report on Form 10-K for the fiscal year ended December 31,
1991, File No. 1-4955).
10.2 Purchase Power Agreement between AES Barbers Point, Inc. and HECO,
entered into on March 25, 1988 (Exhibit 10(a) to HECO's Quarterly
Report on Form 10-Q for the quarter ended March 31, 1988, File No.
1-4955).
10.2(a) Agreement between HECO and AES Barbers Point, Inc., pursuant to
letters dated May 10, 1988 and April 20, 1988 (Exhibit 10.4 to HECO's
Annual Report on Form 10-K for the fiscal year ended December 31,
1988, File No. 1-4955).
10.2(b) Amendment No. 1 to the Purchase Power Agreement between AES Barbers
Point, Inc. and HECO (Exhibit 10 to HECO's Quarterly Report on Form
10-Q for the quarter ended September 30, 1989, File No. 1-4955).
10.2(c) HECO's Conditional Notice of Acceptance to AES Barbers Point, Inc.
dated January 15, 1990 (Exhibit 10.3(c) to HECO's Annual Report on
Form 10-K for the fiscal year ended December 31, 1989, File No.
1-4955).
10.3 Power Purchase Agreement between HELCO and Hilo Coast Processing
Company dated May 31, 1988 (included in Exhibit 10 to HECO's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1988,
File No. 1-4955).
68
Exhibit no. Description
- ----------- -----------
*10.3(a) Letter agreement between HELCO and Hilo Coast Processing Company
dated January 5, 1995.
10.4 Agreement between MECO and Hawaiian Commercial & Sugar Company
pursuant to letters dated November 29, 1988 and November 1, 1988
(Exhibit 10.8 to HECO's Annual Report on Form 10-K for the fiscal
year ended December 31, 1988, File No. 1-4955).
10.4(a) Amended and Restated Power Purchase Agreement by and between A&B-
Hawaii, Inc., through its division, Hawaiian Commercial & Sugar
Company, and MECO, dated November 30, 1989 (Exhibit 10(e) to HECO's
Quarterly Report on Form 10-Q for the quarter ended
September 30, 1990, File No. 1-4955).
10.4(b) First Amendment to Amended and Restated Power Purchase Agreement by
and between A&B-Hawaii, Inc., through its division, Hawaiian
Commercial & Sugar Company, and MECO, dated November 1, 1990,
amending the Amended and Restated Power Purchase Agreement dated
November 30, 1989 (Exhibit 10(f) to HECO's Quarterly Report on Form
10-Q for the quarter ended September 30, 1990, File No. 1-4955).
10.5 Purchase Power Contract between HELCO and Thermal Power Company,
dated March 24, 1986 (Exhibit 10(a) to HECO's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1989, File No. 1-4955).
10.5(a) Firm Capacity Amendment between HELCO and Puna Geothermal Venture
(assignee of AMOR VIII, who is the assignee of Thermal Power
Company), dated July 28, 1989, amending Purchase Power Contract
between HELCO and Thermal Power Company, dated March 24, 1986
(Exhibit 10(b) to HECO's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1989, File No. 1-4955).
10.6 Purchase Power Contract between HECO and the City and County of
Honolulu dated March 10, 1986 (Exhibit 10.9 to HECO's Annual Report
on Form 10-K for the fiscal year ended December 31, 1989, File No. 1-
4955).
10.6(a) Firm Capacity Amendment, dated April 8, 1991, to Purchase Power
Contract, dated March 10, 1986, by and between HECO and the City &
County of Honolulu (Exhibit 10 to HECO's Quarterly Report on Form 10-
Q for the quarter ended March 31, 1991, File No. 1-4955).
10.7 Purchase Power Contract between MECO and Zond Pacific, Inc., dated
May 24, 1991 (Exhibit 10 to HECO's Quarterly Report on Form 10-Q for
the quarter ended June 30, 1991, File No. 1-4955).
10.8 Low Sulfur Fuel Oil Supply Contract by and between CUSA and HECO
dated May 29, 1990 (Exhibit 10(a) to HECO's Quarterly Report on Form
10-Q for the quarter ended June 30, 1990, File No. 1-4955).
10.8(a) Second Amendment, dated September 9, 1993, to Low Sulfur Fuel Oil
Supply Contract, dated May 29, 1990, by and between CUSA and HECO
(Exhibit 10(a) to HECO's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1993, File No. 1-4955).
10.8(b) Inter-Island Industrial Fuel Oil and Diesel Fuel Contract by and
between CUSA and HECO, MECO, HELCO, HTB and YB dated as of
September 23, 1991 (Exhibit 10(a) to HECO's Quarterly Report on Form
10-Q for the quarter ended September 30, 1991, File No. 1-4955).
69
Exhibit no. Description
- ----------- -----------
10.8(c) Third Amendment, dated October 1, 1993, to Inter-Island Industrial
Fuel Oil and Diesel Fuel Contract dated September 23, 1991, by and
between CUSA and HECO, MECO, HELCO, HTB and YB (Exhibit 10(b) to
HECO's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1993, File No. 1-4955).
10.8(d) Facilities and Operating Contract by and between CUSA and HECO dated
as of May 29, 1990 (Exhibit 10.10(b) to HECO's Annual Report Form 10-
K for the fiscal year ended December 31, 1991, File No. 1-4955).
10.8(e) Second Amendment, dated September 21, 1993, to the Facilities and
Operating Contract dated May 29, 1990, by and between CUSA and HECO
(Exhibit 10(c) to HECO's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1993, File No. 1-4955).
10.9 Low Sulfur Fuel Oil Supply Contract between HIRI (succeeded by BHP)
and HECO dated April 25, 1990 (Exhibit 10(b) to HECO's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1990, File No. 1-
4955).
10.9(a) First Amendment, dated October 1, 1993, to Low Sulfur Fuel Oil Supply
Contract, dated April 25, 1990, between BHP and HECO (Exhibit 10(d)
to HECO's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1993, File No. 1-4955).
10.9(b) Inter-Island Industrial Fuel Oil and Diesel Fuel Contract by and
between HIRI (succeeded by BHP) and HECO, MECO and HELCO dated
September 23, 1991 (Exhibit 10(b) to HECO's Quarterly Report on Form
10-Q for the quarter ended September 30, 1991, File No. 1-4955).
10.9(c) Second Amendment, dated October 7, 1993, to Inter-Island Industrial
Fuel Oil and Diesel Fuel Contract, dated September 23, 1991 by and
between BHP and HECO, MECO and HELCO (Exhibit 10(e) to HECO's
Quarterly Report on Form 10-Q for the quarter ended
September 30, 1993, File No. 1-4955).
10.10 Low Sulfur Fuel Oil Sale/Purchase Contract between HECO and C. Itoh &
Co. (America), Inc. dated June 7, 1990 (Exhibit 10(c) to HECO's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1990,
File No. 1-4955).
10.11 Contract of private carriage by and between HITI and HELCO dated
November 10, 1993 (Exhibit 10.13 to HECO's Annual Report on Form 10-K
for the fiscal year ended December 31, 1993, File No. 1-4955).
10.12 Contract of private carriage by and between HITI and MECO dated
November 12, 1993 (Exhibit 10.14 to HECO's Annual Report on Form 10-K
for the fiscal year ended December 1, 1993, File No. 1-4955).
10.13 HECO Non-employee Directors' Deferred Compensation Plan (Exhibit
10.16 to HECO's Annual Report on Form 10-K for the fiscal year ended
December 31, 1990, File No. 1-4955).
10.14 HEI and HECO Executives' Deferred Compensation Agreement. The
agreement pertains to and is substantially identical for all the HEI
and HECO executive officers (Exhibit 10.15 to HEI's Annual Report on
Form 10-K for the fiscal year ended December 31, 1991, File No. 1-
8503).
70
Exhibit no. Description
- ----------- -----------
10.15 Contract of Sale between HECO and Malama Waterfront Corp., dated
December 20, 1989, for the sale and purchase of the Honolulu Power
Plant Parcels, Iwilei Tank Farm Parcel and the buildings, structures
and other improvements (Exhibit 10.18 to HEI's Annual Report on Form
10-K for the fiscal year ended December 31, 1989, File No. 1-8503).
10.15(a) First Amendment to Contract of Sale by and between HECO and Malama
Waterfront Corp., dated September 25, 1990, amending the Contract of
Sale between HECO and Malama Waterfront Corp., dated December 20,
1989, for the sale and purchase of the Honolulu Power Plant Parcels,
Iwilei Tank Farm Parcel and the buildings, structures and other
improvements (Exhibit 10(d) to HEI's Quarterly Report on Form 10-Q
for the quarter ended September 30, 1990, File No. 1-8503).
*11 Computation of Earnings Per Share of Common Stock. See note on page 2
of HECO's 1994 Annual Report to Stockholder attached as Exhibit 13(b)
hereto.
*12(b) Computation of Ratio of Earnings to Fixed Charges. Filed herein as
page 75.
*13(b) Pages 2 to 31 and 33 of HECO's 1994 Annual Report to Stockholder
(with the exception of the data incorporated by reference in Part I,
Part II, Part III and Part IV, no other data appearing in the 1994
Annual Report to Stockholder is to be deemed filed as part of this
Form 10-K Annual Report).
*21(b) Subsidiaries of HECO. Filed herein as page 77.
*27(b) HECO and subsidiaries financial data schedule, December 31, 1994 and
year ended December 31, 1994.
*99(b) Reconciliation of electric utility operating income per HEI and HECO
Consolidated Statements of Income. Filed herein as page 79.
71
HEI Exhibit 11
Hawaiian Electric Industries, Inc.
COMPUTATION OF EARNINGS PER SHARE OF COMMON STOCK
Years ended December 31, 1994, 1993, 1992, 1991 and 1990
(in thousands,
except per share amounts) 1994 1993 1992 1991 1990
------- ------- -------- ------- -------
Net income (loss)
Continuing operations $73,030 $61,684 $ 61,715 $55,620 $42,895
Discontinued operations -- (13,025) (73,297) (794) 707
------- ------- -------- ------- -------
$73,030 $48,659 $(11,582) $54,826 $43,602
======= ======= ======== ======= =======
Weighted average number
of common shares
outstanding 28,137 25,938 24,275 22,882 21,559
======= ======= ======== ======= =======
Earnings (loss) per
common share
Continuing operations $2.60 $2.38 $2.54 $2.43 $1.99
Discontinued operations -- (0.50) (3.02) (0.03) 0.03
------- ------- -------- ------- -------
$2.60 $1.88 $(0.48) $2.40 $2.02
======= ======= ======== ======= =======
Note: The dilutive effect of stock options is not material.
72
HEI Exhibit 12(a) (page 1 of 2)
Hawaiian Electric Industries, Inc.
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
Years ended December 31, 1994, 1993, 1992, 1991 and 1990
1994 1993 1992
--------------------- ---------------------- ---------------------
(dollars in thousands) (1) (2) (1) (2) (1) (2)
- -----------------------------------------------------------------------------------------------------------------
FIXED CHARGES
Total interest charges
The Company (3) $82,306 $158,815 $68,254 $145,905 $67,559 $161,756
Proportionate share of fifty-
percent-owned persons 539 539 564 564 1,051 1,051
Interest component of rentals 3,819 3,819 3,944 3,944 3,254 3,254
Pre-tax preferred stock dividend
requirements of subsidiaries 11,899 11,899 11,018 11,018 9,606 9,606
------- -------- -------- -------- -------- --------
TOTAL FIXED CHARGES $ 98,563 $175,072 $ 83,780 $161,431 $81,470 $175,667
======= ======== ======== ======== ======== ========
EARNINGS
Pre-tax income from continuing
operations $126,049 $126,049 $108,770 $108,770 $ 91,244 $ 91,244
Undistributed earnings from less
than fifty-percent-owned person -- -- -- -- (244) (244)
Fixed charges, as shown 98,563 175,072 83,780 161,431 81,470 175,667
Interest capitalized
The Company (4,924) (4,924) (3,881) (3,881) (2,104) (2,104)
Proportionate share of fifty-
percent-owned persons (539) (539) (408) (408) (803) (803)
------- -------- -------- -------- -------- --------
EARNINGS AVAILABE FOR FIXED
CHARGES $219,149 $295,658 $188,261 $265,912 $169,563 $263,760
======= ======== ======== ======== ======== ========
RATIO OF EARNINGS TO FIXED
CHARGES 2.22 1.69 2.25 1.65 2.08 1.50
======= ======== ======== ======== ======== ========
(1) Excluding interest on ASB deposits.
(2) Including interest on ASB deposits.
(3) Total interest charges exclude interest on nonrecourse debt from leveraged
leases which is not included in interest expense in HEI's consolidated
statements of income.
73
HEI Exhibit 12(a) (page 2 of 2)
Hawaiian Electric Industries, Inc.
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
Years ended December 31, 1994, 1993, 1992, 1991 and 1990--Continued
1991 1990
-----------------------------------------------
(dollars in thousands) (1) (2) (1) (2)
- ---------------------------------------------------------------------------------------
FIXED CHARGES
Total interest charges
The Company (3) $ 69,957 $168,691 $ 76,897 $162,753
Proportionate share of
fifty-percent-owned persons 1,875 1,875 406 406
Interest component of rentals 2,231 2,231 2,197 2,197
Pre-tax preferred stock dividend
requirements of subsidiaries 10,449 10,449 11,450 11,450
-------- -------- -------- --------
TOTAL FIXED CHARGES $ 84,512 $183,246 $ 90,950 $176,806
======== ======== ======== ========
EARNINGS
Pre-tax income from continuing
operations $ 87,953 $ 87,953 $ 74,088 $ 74,088
Undistributed earnings from less than
fifty-percent-owned person (278) (278) 7 7
Fixed charges, as shown 84,512 183,246 90,950 176,806
Interest capitalized
The Company (1,945) (1,945) (4,360) (4,360)
Proportionate share of
fifty-percent-owned persons (1,875) (1,875) (406) (406)
-------- -------- -------- --------
EARNINGS AVAILABLE FOR FIXED CHARGES $168,367 $267,101 $160,279 $246,135
======== ======== ======== ========
RATIO OF EARNINGS TO FIXED CHARGES 1.99 1.46 1.76 1.39
======== ======== ======== ========
(1) Excluding interest on ASB deposits.
(2) Including interest on ASB deposits.
(3) Total interest charges exclude interest on nonrecourse debt from leveraged
leases which is not included in interest expense in HEI's consolidated
statements of income.
74
HECO Exhibit 12(b)
Hawaiian Electric Company, Inc.
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
Years ended December 31, 1994, 1993 1992, 1991 and 1990
(dollars in thousands) 1994 1993 1992 1991 1990
- ---------------------------------------------------------------------------------------------------
FIXED CHARGES
Total interest charges $ 37,340 $ 35,287 $ 33,011 $ 33,248 $ 30,874
Interest component of rentals 808 970 1,070 1,130 1,341
Pretax preferred stock dividend
requirements of subsidiaries 4,651 3,425 3,117 3,409 3,490
-------- -------- -------- -------- --------
TOTAL FIXED CHARGES $ 42,799 $ 39,682 $ 37,198 $ 37,787 $ 35,705
======== ======== ======== ======== ========
EARNINGS
Income before preferred stock dividends
of HECO $ 65,961 $ 56,126 $ 53,678 $ 46,210 $ 48,484
Fixed charges, as shown 42,799 39,682 37,198 37,787 35,705
Income taxes (see note below) 43,588 36,897 23,843 23,816 23,927
Interest capitalized on AFUDC for
borrowed funds (4,043) (3,869) (2,095) (1,307) (1,375)
-------- -------- -------- -------- --------
EARNINGS AVAILABLE FOR FIXED CHARGES $148,305 $128,836 $112,624 $106,506 $106,741
======== ======== ======== ======== ========
RATIO OF EARNINGS TO FIXED CHARGES 3.47 3.25 3.03 2.82 2.99
======== ======== ======== ======== ========
NOTE:
Income taxes is comprised of the
following
Income tax expense relating to
operating income for regulatory
purposes $ 43,820 $ 37,007 $ 26,254 $ 24,137 $ 24,145
Income tax benefit relating to
nonoperating loss (232) (110) (2,411) (321) (218)
-------- -------- -------- -------- --------
$ 43,588 $ 36,897 $ 23,843 $ 23,816 $ 23,927
======== ======== ======== ======== ========
75
HEI Exhibit 21(a)
Hawaiian Electric Industries, Inc.
SUBSIDIARIES OF THE REGISTRANT
The following is a list of all subsidiary corporations of the registrant as
of March 21, 1995:
Name Place of incorporation
- ----------------------------------------------------------------------------------------------------------------
Hawaiian Electric Company, Inc., including subsidiaries Maui Electric
Company, Limited and Hawaii Electric Light Company, Inc. State of Hawaii
HEI Investment Corp. State of Hawaii
Lalamilo Ventures, Inc. State of Hawaii
Malama Pacific Corp., including subsidiaries Malama Project-I, Inc.,
Malama Waterfront Corp., Malama Property Investment Corp.,
Malama Development Corp., Malama Realty Corp., Malama Elua Corp.,
TMG Service Corp., Malama Hoaloha Corp., Malama Mohala Corp. and
Baldwin*Malama (a limited partnership in which Malama
Development Corp. is the sole general partner) State of Hawaii
Hawaiian Tug & Barge Corp., including subsidiary
Young Brothers, Limited State of Hawaii
HEI Diversified, Inc., including subsidiary American Savings Bank, State of Hawaii (except
F.S.B. and its subsidiaries, American Savings Investment Corp., American Savings Bank,
ASB Service Corporation, Adcommunications, Inc. and F.S.B., which is federally
Associated Mortgage, Inc. chartered)
Pacific Energy Conservation Services, Inc. State of Hawaii
76
HECO Exhibit 21(b)
Hawaiian Electric Company, Inc.
SUBSIDIARIES OF THE REGISTRANT
The following is a list of all subsidiary corporations of the registrant as
of March 21, 1995:
Name Place of incorporation
- ----------------------------------------------------------------------------------------------------------------
Maui Electric Company, Limited State of Hawaii
Hawaii Electric Light Company, Inc. State of Hawaii
77
[KPMG Peat Marwick letterhead]
HEI Exhibit 23
The Board of Directors
Hawaiian Electric Industries, Inc.:
We consent to incorporation by reference in Registration Statement Nos. 33-56561
and 33-58820 on Form S-3 and in Registration Statement Nos. 33-65234 and 33-
52911 on Form S-8 of Hawaiian Electric Industries, Inc. of our report dated
January 25 1995, relating to the consolidated balance sheets of Hawaiian
Electric Industries, Inc. and subsidiaries as of December 31, 1994 and 1993, and
the related consolidated statements of income, retained earnings and cash flows
for each of the years in the three-year period ended December 31, 1994, which
report is incorporated by reference in the 1994 annual report on Form 10-K of
Hawaiian Electric Industries, Inc. Our report refers to changes in the method
of accounting for income taxes and postretirement benefits other than pensions
effective January 1, 1993. We also consent to incorporation by reference of our
report dated January 25 1995 relating to the financial statement schedules of
Hawaiian Electric Industries, Inc. in the aforementioned 1994 annual report on
Form 10-K, which report is included in said Form 10-K.
/s/ KPMG Peat Marwick LLP
Honolulu, Hawaii
March 21, 1995
78
HECO Exhibit 99(b)
Hawaiian Electric Company, Inc.
RECONCILIATION OF ELECTRIC UTILITY OPERATING
INCOME PER HEI AND HECO CONSOLIDATED
STATEMENTS OF INCOME
Years ended December 31,
--------------------------------
(in thousands) 1994 1993 1992
- ---------------------------------------------------------------------------
Operating income from regulated and
nonregulated activities before income
taxes (per HEI Consolidated Statements
of Income) $136,628 $119,565 $103,841
Deduct:
Income taxes on regulated activities (43,820) (37,007) (26,254)
Revenues from nonregulated activities (6,411) (5,100) (1,761)
Add:
Expenses from nonregulated activities 915 627 1,213
-------- -------- --------
Operating income from regulated
activities after income taxes (per
HECO Consolidated Statements of
Income) $ 87,312 $ 78,085 $ 77,039
======== ======== ========
79
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrants have duly caused this report to be signed on their
behalf by the undersigned, thereunto duly authorized. The signatures of the
undersigned companies shall be deemed to relate only to matters having reference
to such companies and any subsidiaries thereof.
HAWAIIAN ELECTRIC INDUSTRIES, INC. HAWAIIAN ELECTRIC COMPANY, INC.
(Registrant) (Registrant)
By /s/ Robert F. Mougeot By /s/ Paul Oyer
------------------------------- ----------------------------
Robert F. Mougeot Paul A. Oyer
Financial Vice President and Financial Vice President,
Chief Financial Officer of HEI Treasurer and Director of HECO
(Principal Financial Officer of (Principal Financial Officer of
HEI) HECO)
Date: August 22, 1995 Date: August 22, 1995
80