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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, 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

Registrants; State of Incorporation;
Address; and Telephone Number

IRS Employer
Identification No.

     

1-11337

WPS RESOURCES CORPORATION
(A Wisconsin Corporation)
700 North Adams Street
P. O. Box 19001
Green Bay, WI 54307-9001
920-433-4901

39-1775292

     

1-3016

WISCONSIN PUBLIC SERVICE CORPORATION
(A Wisconsin Corporation)
700 North Adams Street
P. O. Box 19001
Green Bay, WI 54307-9001
800-450-7260

39-0715160

Indicate by check mark whether the registrants (1) have 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) have been subject to such filing requirements for the past 90 days.

WPS Resources Corporation

Yes [x] No [ ]

Wisconsin Public Service Corporation

Yes [x] No [ ]

Indicate by check mark whether the registrants are accelerated filers (as defined in Rule 12b-2 of the Act).

WPS Resources Corporation

Yes [x] No [ ]

Wisconsin Public Service Corporation

Yes [ ] No [x ]

Indicate the number of shares outstanding of each of the issuers' classes of common stock, as of the latest practicable date:

WPS RESOURCES CORPORATION

Common stock, $1 par value,
32,217,120 shares outstanding at
April 30, 2003

   

WISCONSIN PUBLIC SERVICE CORPORATION

Common stock, $4 par value,
23,896,962 shares outstanding at
April 30, 2003

______________________________________________________________________________
______________________________________________________________________________

 

 

WPS RESOURCES CORPORATION
AND
WISCONSIN PUBLIC SERVICE CORPORATION
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2003

CONTENTS

   

Page

     
 

FORWARD-LOOKING STATEMENTS

4

     

PART I.

FINANCIAL INFORMATION

 
     

Item 1.

FINANCIAL STATEMENTS

 
 

WPS RESOURCES CORPORATION

 
 

Consolidated Statements of Income

5

 

Consolidated Balance Sheets

6

 

Consolidated Statements of Cash Flows

7

     
 

WISCONSIN PUBLIC SERVICE CORPORATION

 
 

Consolidated Statements of Income

8

 

Consolidated Balance Sheets

9

 

Consolidated Statements of Capitalization

10

 

Consolidated Statements of Cash Flows

11

 

Consolidated Statements of Retained Earnings

12

     
 

CONDENSED NOTES TO FINANCIAL STATEMENTS OF

 

WPS Resources Corporation and Subsidiaries
Wisconsin Public Service Corporation and Subsidiaries

13-21

     

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations for

 
 

WPS Resources Corporation

22-34

 

Wisconsin Public Service Corporation

35-39

     

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

40

     

Item 4.

Controls and Procedures

40

     

PART II.

OTHER INFORMATION

 

Item 5.

Other Information

41

     

Item 6.

Exhibits and Reports on Form 8-K

42

     

Signatures

 

43-49

     

EXHIBIT INDEX

   
     

3B-1

By-laws of WPS Resources Corporation, as amended through May 15, 2003

     

3B-2

By-laws of Wisconsin Public Service Corporation, as amended through May 15, 2003

12.1

WPS Resources Corporation Ratio of Earnings to Fixed Charges

12.2

Wisconsin Public Service Corporation Ratio of Earnings to Fixed Charges and Ratio of Earnings to Fixed Charges and Preferred Dividends

99.1

Written Statement of the WPS Resources Corporation Chief Executive Officer Pursuant to 18 U.S.C. Section 1350

99.2

Written Statement of the WPS Resources Corporation Chief Financial Officer Pursuant to 18 U.S.C. Section 1350

99.3

Written Statement of the Wisconsin Public Service Corporation Chief Executive Officer Pursuant to 18 U.S.C. Section 1350

99.4

Written Statement of the Wisconsin Public Service Corporation Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.

 

FORWARD-LOOKING STATEMENTS

Except for historical data and statements of current fact, the information contained or incorporated by reference in this document constitutes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. Any references to plans, goals, beliefs or expectations in respect to future events and conditions or to estimates are forward-looking statements. Although we believe that statements of our expectations are based on reasonable assumptions, forward-looking statements are inherently uncertain and subject to risks and should be viewed with caution. Actual results or experience could differ materially from the forward-looking statements as a result of many factors. Forward-looking statements included or incorporated in this document include, but are not limited to statements regarding:

We cannot predict the course of future events or anticipate the interaction of multiple factors beyond our control and their effect on revenues, project timing, and costs. Some risk factors that could cause results different from any forward-looking statement include those described in the Risk Factors Section of our Annual Report on Form 10-K for the year ended December 31, 2002 and the following:

We make no commitment to disclose any revisions to the forward-looking statements as a result of facts, events, or circumstances after the date of this report.

 

PART I. FINANCIAL INFORMATION

 

 

 

Item 1. Financial Statements

 

 

 

 

 

WPS RESOURCES CORPORATION

 

 

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

Three Months Ended

      March 31

(Millions, except share amounts)

2003

2002

Nonregulated revenue

$921.4

$118.4

Utility revenue

361.9

278.7

Total revenues

1,283.3

397.1

Nonregulated cost of fuel, gas, and purchased power

880.9

94.6

Utility cost of fuel, gas, and purchased power

193.1

116.0

Operating and maintenance expense

121.5

105.2

Depreciation and decommissioning expense

25.3

26.1

Taxes other than income

10.8

10.1

Operating income

51.7

45.1

Miscellaneous income

1.4

5.7

Interest expense

(14.5)

(14.0)

Distributions - preferred securities of subsidiary trust

(0.9)

(0.9)

Minority interest

1.1

-

Other income (expense)

(12.9)

(9.2)

Income before taxes

38.8

35.9

Provision for income taxes

8.2

7.0

Net income before preferred dividends

30.6

28.9

Preferred stock dividends of subsidiary

0.8

0.8

Net income before cumulative effect of changes in accounting principles

29.8

28.1

Cumulative effect of changes in accounting principles, net of tax

3.2

-

Income available for common shareholders

$33.0

$28.1

Average shares of common stock

32.1

31.4

Earnings per share before cumulative effect of changes in accounting principles

     Basic

$0.93

$0.89

     Diluted

$0.92

$0.89

Impact per share of cumulative effect of changes in accounting principles

     Basic

$0.10

-

     Diluted

$0.10

-

Earnings per common share

     Basic

$1.03

$0.89

     Diluted

$1.02

$0.89

Dividends per common share

$0.535

$0.525

The accompanying condensed notes are an integral part of these statements.

 

 

 

WPS RESOURCES CORPORATION

 

 

 

 

CONSOLIDATED BALANCE SHEETS (Unaudited)

March 31

December 31

(Millions)

2003

2002

Assets

Cash and cash equivalents

$96.7

$43.3

Restricted funds

4.1

4.2

Accounts receivable - net of reserves of $8.1 and $7.0, respectively

496.3

293.3

Accrued unbilled revenues

118.5

105.9

Inventories

62.2

118.1

Current portion of assets from risk management activities

394.9

406.6

Other current assets

66.8

72.3

Current assets

1,239.5

1,043.7

Property, plant, and equipment - net of reserves of $1,618.3 and $1,832.4, respectively

1,980.2

1,610.2

Regulatory assets

110.3

110.9

Long-term assets from risk management activities

108.0

135.3

Other

310.0

307.8

Total assets

$3,748.0

$3,207.9

Liabilities and Shareholders' Equity

Short-term debt

$53.8

$29.8

Current portion of long-term debt

15.6

71.1

Accounts payable

656.8

452.0

Current portion of liabilities from risk management activities

392.8

443.8

Other current liabilities

67.8

53.7

Current liabilities

1,186.8

1,050.4

Long-term debt

814.9

824.4

Deferred income taxes

80.7

73.7

Deferred investment tax credits

18.9

19.3

Regulatory liabilities

102.3

49.7

Environmental remediation liabilities

40.2

40.2

Postretirement benefit obligations

52.3

51.8

Long-term liabilities from risk management activities

93.1

109.7

Asset retirement obligations

331.5

-

Other

115.1

104.8

Long-term liabilities

1,649.0

1,273.6

Company-obligated mandatorily redeemable trust preferred

securities of subsidiary trust holding solely

WPS Resources 7.00% subordinated debentures

50.0

50.0

Preferred stock of subsidiary with no mandatory redemption

51.1

51.1

Common stock equity

811.1

782.8

Total liabilities and shareholders' equity

$3,748.0

$3,207.9

The accompanying condensed notes are an integral part of these statements.

 

 

 

WPS RESOURCES CORPORATION

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Three Months Ended

     March 31

(Millions)

2003

2002

Operating Activities

Net income before preferred dividends

$30.6

$28.9

Adjustments to reconcile net income to net cash provided by operating activities

Depreciation and decommissioning

25.3

26.1

Amortization of nuclear fuel and other

11.8

9.9

Gain on nuclear decommissioning trust

(0.1)

(1.1)

Deferred income taxes and investment tax credit

6.2

2.3

Unrealized gains and losses on nonregulated energy contracts

8.3

9.0

Other

2.1

1.4

Changes in working capital

Receivables

(214.4)

(2.3)

Inventories

38.2

41.4

Other current assets

5.0

4.4

Accounts payable

204.6

(15.5)

Other current liabilities

5.3

4.7

Net cash operating activities

122.9

109.2

Investing Activities

Capital expenditures

(28.7)

(48.1)

Dividends received from equity method investment

1.7

1.7

Equity infusion to equity investment

(3.6)

(3.3)

Sale of property, plant, and equipment

0.1

0.2

Decommissioning funding

(0.7)

(0.7)

Other

(0.8)

(2.5)

Net cash investing activities

(32.0)

(52.7)

Financing Activities

Short-term debt - net

24.0

(14.9)

Repayment of long-term debt and capital lease

(65.4)

(1.7)

Payment of dividends

Preferred stock

(0.8)

(0.8)

Common stock

(17.1)

(16.5)

Issuance of common stock

7.5

9.6

Purchase of common stock

(0.8)

(0.7)

Other

15.1

0.6

Net cash financing activities

(37.5)

(24.4)

Change in cash and cash equivalents

53.4

32.1

Cash and cash equivalents at beginning of period

43.3

43.9

Cash and cash equivalents at end of period

$96.7

$76.0

The accompanying condensed notes are an integral part of these statements.

 

 

 

WISCONSIN PUBLIC SERVICE CORPORATION

 

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

Three Months Ended

March 31

(Millions)

2003

2002

Operating revenues

 

 

Electric

$178.1

$161.6

Gas

173.6

107.8

Total operating revenues

351.7

269.4

Operating expenses

Electric production fuels

34.2

27.9

Purchased power

23.9

18.9

Gas purchased for resale

130.8

68.3

Other operating expenses

70.0

60.4

Maintenance

19.5

18.6

Depreciation and decommissioning

20.5

22.9

Federal income taxes

11.5

11.9

Investment tax credit restored

(0.4)

(0.4)

State income taxes

2.9

3.0

Gross receipts tax and other

9.1

8.5

Total operating expense

322.0

240.0

Operating income

29.7

29.4

Other income and (deductions)

Allowance for equity funds used during construction

0.9

0.5

Other, net

3.2

5.7

Income taxes

(0.5)

(0.4)

Total other income

3.6

5.8

Income before interest expense

33.3

35.2

Interest expense

Interest on long-term debt

7.4

6.9

Other interest

1.1

1.9

Allowance for borrowed funds used during construction

(0.4)

(0.2)

Total interest expense

8.1

8.6

Minority interest

(0.5)

(0.5)

Net income

24.7

26.1

Preferred stock dividend requirements

0.8

0.8

Earnings on common stock

23.9

25.3

 

The accompanying condensed notes are an integral part of these statements.

 

 

WISCONSIN PUBLIC SERVICE CORPORATION

 

 

 

 

 

 

CONSOLIDATED BALANCE SHEETS (Unaudited)

March 31

December 31

(Millions)

2003

2002

ASSETS

Utility plant

Electric

$2,045.6

$1,906.3

Gas

427.9

427.3

Total

2,473.5

2,333.6

Less - Accumulated depreciation and decommissioning

1,240.4

1,465.0

Total

1,233.1

868.6

Nuclear decommissioning trusts

283.5

290.5

Construction in progress

101.9

98.4

Nuclear fuel, less accumulated amortization

22.7

24.6

Net utility plant

1,641.2

1,282.1

 

 

 

Current assets

Cash and equivalents

10.2

3.4

Customer and other receivables, net of reserves of $3.8 in both periods

123.4

101.2

Intercompany receivables

1.6

7.7

Accrued utility revenues

49.7

47.3

Fossil fuel, at average cost

16.0

16.3

Gas in storage, at average cost

8.2

31.0

Materials and supplies, at average cost

24.8

24.0

Assets from risk management

5.4

1.4

Prepayments and other

23.5

30.7

Total current assets

262.8

263.0

 

 

 

Regulatory assets

108.5

109.0

Pension assets

82.9

84.1

Goodwill

36.4

35.5

Investments and other assets

118.5

98.9

Total

$2,250.3

$1,872.6

 

 

 

CAPITALIZATION AND LIABILITIES

Capitalization

Common stock equity

$754.1

$745.9

Preferred stock with no mandatory redemption

51.2

51.2

Long-term debt to parent

12.7

12.8

Long-term debt

420.6

429.7

Total capitalization

1,238.6

1,239.6

 

 

 

Current liabilities

Current portion of long-term debt

9.1

50.0

Short-term debt

50.0

26.0

Accounts payable

162.2

160.2