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, 2003
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 1-5152
PacifiCorp
(Exact name of registrant as specified in its charter)
| STATE OF OREGON (State or other jurisdiction of incorporation or organization) |
93-0246090 (I.R.S. Employer Identification No.) |
| 825 N.E. Multnomah Street, Portland, Oregon (Address of principal executive offices) |
97232 (Zip Code) |
503-813-5000
(Registrant’s telephone number)
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 twelve 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 at least the past 90 days.
YES [X] NO [ ]
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).
YES [ ] NO [X]
As of July 28, 2003, there were 312,176,089 shares of common stock outstanding. All shares of outstanding common stock are indirectly owned by Scottish Power plc, 1 Atlantic Quay, Glasgow, G2 8SP, Scotland.
PACIFICORP
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Page No. |
| PART I. |
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FINANCIAL INFORMATION |
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| Item 1. |
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Financial Statements |
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Condensed Consolidated Statements of Income and Retained Earnings |
2 |
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3 | |
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4 | |
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6 | |
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16 | |
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| Item 2. |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
17 |
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| Item 3. |
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22 | |
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| Item 4. |
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26 | |
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| PART II. |
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26 | |
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| Item 5. |
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26 | |
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| Item 6. |
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29 | |
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| 30 |
1
ITEM 1.
FINANCIAL STATEMENTS
PACIFICORP
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
(Unaudited)
| (Millions of dollars) |
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Three Months Ended June 30, |
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2003 |
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2002 |
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| Revenues |
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$ |
894.8 |
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$ |
885.6 |
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| Operating expenses |
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| Purchased electricity |
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266.0 |
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316.5 |
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| Fuel |
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116.7 |
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97.3 |
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| Other operations and maintenance |
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147.3 |
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145.2 |
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| Depreciation and amortization |
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104.1 |
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106.4 |
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| Administrative and general |
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69.6 |
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76.5 |
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| Taxes, other than income taxes |
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23.7 |
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22.8 |
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| Unrealized (gain) loss on derivative contracts |
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(1.5 |
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2.2 |
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| Total |
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725.9 |
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766.9 |
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| Income from operations |
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168.9 |
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118.7 |
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| Interest expense and other (income) expense |
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| Interest expense |
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61.1 |
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64.0 |
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| Interest income |
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(4.4 |
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(6.3 |
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| Interest capitalized |
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(5.6 |
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(5.5 |
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| Minority interest and other |
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5.9 |
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9.4 |
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| Total |
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57.0 |
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61.6 |
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| Income from operations before income taxes and cumulative effect of accounting change |
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111.9 |
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57.1 |
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| Income tax expense |
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48.4 |
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19.6 |
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| Income before cumulative effect of accounting change |
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63.5 |
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37.5 |
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| Cumulative effect of accounting change (less applicable income tax benefit $(0.6)/2003 and $(1.1)/2002) (Notes 5 and 3) |
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(0.9 |
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(1.9 |
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| Net income |
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62.6 |
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35.6 |
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| Preferred dividend requirement |
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(1.8 |
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(1.9 |
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| Earnings on common stock |
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$ |
60.8 |
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$ |
33.7 |
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| RETAINED EARNINGS BEGINNING OF PERIOD |
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$ |
305.9 |
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$ |
173.1 |
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| Net income |
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62.6 |
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35.6 |
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| Cash dividends declared |
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| Preferred stock |
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(1.8 |
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(1.9 |
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| Common stock |
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(40.1 |
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— |
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| RETAINED EARNINGS END OF PERIOD |
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$ |
326.6 |
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$ |
206.8 |
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The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
2
PACIFICORP
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| (Millions of dollars) |
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Three Months Ended June 30, |
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2003 |
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2002 |
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| Cash flows from operating activities |
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| Net income |
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$ |
62.6 |
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$ |
35.6 |
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| Adjustments to reconcile net income to net cash provided by operating activities: |
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| Cumulative effect of accounting change, net of tax |
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0.9 |
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1.9 |
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| Unrealized (gain) loss on derivative contracts |
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(1.5 |
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2.2 |
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| Depreciation and amortization |
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104.1 |
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106.4 |
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| Deferred income taxes and investment tax credits - net |
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13.8 |
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(5.4 |
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| Provision for pension and benefits |
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18.6 |
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7.2 |
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| Deferred net power costs |
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(1.8 |
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(3.3 |
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| Changes in other regulatory assets/liabilities |
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28.8 |
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24.1 |
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| Accounts receivable and prepayments |
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(8.3 |
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12.0 |
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| Inventories |
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5.9 |
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(2.9 |
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| Accounts payable and accrued liabilities |
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(78.2 |
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(39.1 |
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| Other |
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6.7 |
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(6.6 |
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| Net cash provided by operating activities |
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151.6 |
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132.1 |
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| Cash flows from investing activities |
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| Capital expenditures |
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(157.6 |
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(131.0 |
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| Proceeds from sales of assets |
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0.4 |
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4.0 |
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| Proceeds from available for sale securities |
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47.1 |
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52.7 |
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| Purchases of available for sale securities |
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(45.2 |
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(52.8 |
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| Other |
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(4.5 |
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1.3 |
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| Net cash used in investing activities |
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(159.8 |
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(125.8 |
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| Cash flows from financing activities |
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| Changes in short-term debt |
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30.0 |
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5.0 |
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| Dividends paid |
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(41.9 |
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(2.0 |
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| Repayments of long-term debt |
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— |
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(0.1 |
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| Redemptions of preferred stock |
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(7.5 |
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(7.5 |
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| Other |
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(0.4 |
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0.1 |
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| Net cash used in financing activities |
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(19.8 |
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(4.5 |
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| (Decrease) increase in cash and cash equivalents |
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(28.0 |
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1.8 |
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| Cash and cash equivalents at beginning of period |
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152.5 |
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157.9 |
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| Cash and cash equivalents at end of period |
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$ |
124.5 |
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$ |
159.7 |
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The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
3
PACIFICORP
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
| (Millions of dollars) |
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June 30, |
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March 31, |
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| ASSETS |
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| Current assets |
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| Cash and cash equivalents |
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$ |
124.5 |
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$ |
152.5 |
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| Accounts receivable less allowance for doubtful accounts, $40.2/June 2003 and $36.3/March 2003 |
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209.3 |
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253.2 |
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| Unbilled revenue |
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146.6 |
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109.2 |
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| Inventories at average cost |
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| Materials and supplies |
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99.6 |
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99.4 |
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| Fuel |
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65.7 |
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71.8 |
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| Current derivative contract asset |
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123.4 |
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107.2 |
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| Other |
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33.6 |
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18.9 |
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| Total current assets |
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802.7 |
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812.2 |
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| Property, plant and equipment |
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13,712.4 |
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13,516.8 |
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| Accumulated depreciation and amortization |
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(4,915.6 |
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(5,483.2 |
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| Total property, plant and equipment - net |
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8,796.8 |
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8,033.6 |
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| Other assets |
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| Regulatory assets |
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1,136.0 |
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1,175.9 |
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| Derivative contract regulatory asset |
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546.4 |
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506.9 |
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| Non-current derivative contract asset |
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109.3 |
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122.3 |
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| Deferred charges and other |
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348.3 |
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342.1 |
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| Total other assets |
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2,140.0 |
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2,147.2 |
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| Total assets |
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$ |
11,739.5 |
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$ |
10,993.0 |
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The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
4
PACIFICORP
CONDENSED CONSOLIDATED BALANCE SHEETS, continued
(Unaudited)
| (Millions of dollars) |
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June 30, |
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March 31, |
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| LIABILITIES, REDEEMABLE PREFERRED STOCK AND SHAREHOLDERS’ EQUITY |
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| Current liabilities |
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| Long-term debt currently maturing |
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$ |
136.8 |
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$ |
136.7 |
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| Notes payable and commercial paper |
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55.0 |
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25.0 |
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| Accounts payable |
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205.7 |
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235.8 |
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| Amounts due to affiliates |
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49.9 |
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39.6 |
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| Accrued employee expenses |
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63.0 |
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105.9 |
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| Taxes payable |
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67.3 |
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66.9 |
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| Interest payable |
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50.8 |
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