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Cinergy Reports Second Quarter Earnings
Webcast of Analyst Conference Call Scheduled Today for 9:00
a.m.
EDT on Cinergy.com
CINCINNATI, July 28, 2005 — Cinergy Corp. (NYSE:CIN) today reported net
income for the second quarter of 2005 of $51 million, or $0.25 per share on a
diluted basis, compared with net income of $59 million, or $0.32 per share on a
diluted basis in the second quarter of 2004.
Earnings for the second quarter of 2005 were negatively impacted by ($0.04) per
share resulting from the recognition of unrealized mark-to-market losses on gas,
fuel and power contracts that hedge gas storage and generation assets. These
contracts, which are economic hedges, do not meet the accounting requirements
to qualify for accrual accounting. Earnings for the quarter were also reduced by
($0.07) per share for severance payments and certain costs incurred in
connection with the proposed merger with Duke Energy announced in May 2005.
Excluding these impacts, adjusted earnings for the second quarter of 2005 were
$0.36 per share, compared with $0.43 per share for the second quarter of 2004.
In 2004, earnings were impacted in the second quarter by losses from similar
unrealized mark-to-market adjustments of ($0.02) per share and by charges of
($0.09) per share for implementation costs relating to the company’s “CIN-10”
continuous improvement initiative, costs associated with exiting a non-regulated
energy service and the write-down of certain investments.
Cinergy uses adjusted earnings internally for analysis of performance and for
reporting results to the Board of Directors to provide a more meaningful
representation of Cinergy’s fundamental earnings power. The company also uses
adjusted earnings when communicating its earnings outlook to analysts and
investors.
“While results from our regulated businesses and our other core electric
generation activities continue to meet our expectations, we are disappointed with
this quarter’s results from our commercial gas operations,” said James E. Rogers,
chairman, president and chief executive officer. “Our commercial gas group has
consistently contributed to earnings over the last few years, and we’re taking the
necessary steps to restore their contribution in the future. Michael J. Cyrus,
formerly executive vice president and chief executive officer of the Regulated
Businesses, has returned to the leadership of the Commercial Businesses, where
he successfully grew the power and gas commercial businesses for Cinergy from
2000 through the first half of 2004.”
“Our commercial gas group clearly missed our expectations this quarter,” said
Cyrus. “We’re moving quickly to restore the success of this business by making
necessary organizational changes, attacking operating costs by consolidating
support functions and again executing on our strengths in the physical and
financial markets.”
Unaudited consolidated statements of income for the quarter and year-to-date
ended June 30, 2005 and 2004, and unaudited consolidated balance sheets as of
June 30, 2005 and December 31, 2004 can be found on Schedules 1 and 2 of this
release. Reconciliations of items included in GAAP earnings but excluded from
adjusted earnings can be found on Schedules 3 and 4 of this release.
Business Segment Results
The Commercial Businesses segment reported adjusted earnings of $0.09 per
share in the second quarter of 2005 compared with adjusted earnings of $0.23
per share in the same period of 2004. The segment realized a ($0.13) per share
decrease from its gas marketing, trading and origination activities. Increases in
fuel costs that are not yet reflected in the prices charged to residential and non-
retail customers and increases in operation and maintenance expenses further
reduced earnings by a combined ($0.05) per share. Higher margins realized from
generation assets serving Ohio commercial and industrial customers and higher
margins from portfolio optimization activities partially offset these decreases.
Second quarter adjusted earnings from the Regulated Businesses segment were
$0.27 per share in 2005, compared with $0.22 per share from a year earlier. The
increase in earnings was primarily due to an increase in electric gross margins
resulting from the electric rate increase approved for PSI Energy, Inc in May
2004. Partially offsetting the increased margins was increased operation and
maintenance expenses, higher financing costs, dilution and higher depreciation
expense, which resulted from increased plant in service and higher depreciation
rates associated with PSI’s electric rate increase.
Adjusted earnings for the Power Technology and Infrastructure Services segment
were flat (or $0.00 per share) for the second quarter of 2005, as compared to a
($0.02) per share loss from the prior year.
Complete details of second quarter and year-to-date 2005 results compared to
2004 can be found on Schedules 5 through 8 of this release.
Earnings Guidance
After taking into consideration the results from the commercial gas business during
the quarter and the prospects for that business during the remainder of the year,
the company is lowering its previously issued earnings guidance for 2005 to a
range of $2.50 to $2.65 per share on an adjusted basis. With regard to 2006,
Cinergy is evaluating the ongoing earnings contribution of the commercial gas
operations as well as other items in the context of completing its normal budgeting
process. Until that process is concluded and the company issues updated 2006
guidance, the company's preliminary 2006 earnings estimate previously provided is
no longer applicable.
The company’s earnings guidance is based on adjusted earnings. The
corresponding GAAP equivalent for 2005 earnings guidance is $2.27 to $2.42 per
share.
Other Activities
In May, Cinergy announced that it had reached a definitive merger agreement
with Duke Energy to create an energy company with approximately $36 billion in
market capitalization and 5.4 million retail customers. Under the merger
agreement, each common share of Cinergy will be converted to 1.56 shares of
Duke Energy upon closing of the merger. The companies also began the process
of filing merger review proceedings in the five states served by their regulated
subsidiaries and at the federal level. The approvals are expected to be received
in the summer of 2006.
Cinergy’s operating companies, PSI Energy and The Cincinnati Gas & Electric Co.,
announced that they had signed a definitive agreement with subsidiaries of
Allegheny Energy, Inc., to acquire the 512-megawatt Wheatland generating
facility for approximately $100 million. Located in Knox County, Indiana,
Wheatland’s natural gas-fired output will be used to bolster the reserve margins
on the PSI and/or CG&E systems. Regulatory approvals or clearances have been
received from the Federal Energy Regulatory Commission and the U.S. Justice
Department, and other regulatory approvals are pending. The transaction is
expected to close in the third quarter of 2005.
Cinergy Corp. has a balanced, integrated portfolio consisting of two core
businesses: regulated operations and commercial businesses. Cinergy’s regulated
public utilities in Ohio, Indiana, and Kentucky serve 1.5 million electric customers
and about 500,000 gas customers. In addition, its Indiana regulated company
owns 7,000 megawatts of generation. Cinergy’s competitive commercial
businesses have 6,300 megawatts of generating capacity with a profitable
balance of stable existing customer portfolios, new customer origination,
marketing and trading, and industrial-site cogeneration. Cinergy’s integrated
businesses make it a Midwest leader in providing both low-cost generation and
reliable electric and gas service.
Forward-Looking Statements
This document includes statements that do not directly or exclusively relate to
historical facts. Such statements are “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. These forward-looking statements include
statements regarding benefits of the proposed mergers and Restructuring
Transactions, integration plans and expected synergies, anticipated future
financial operating performance and results, including estimates of growth. These
statements are based on the current expectations of management of Duke and
Cinergy. There are a number of risks and uncertainties that could cause actual
results to differ materially from the forward-looking statements included in this
document. For example, (1) the companies may be unable to obtain shareholder
approvals required for the transaction; (2) the companies may be unable to obtain
regulatory approvals required for the transaction, or required regulatory
approvals may delay the transaction or result in the imposition of conditions that
could have a material adverse effect on the combined company or cause the
companies to abandon the transaction; (3) conditions to the closing of the
transaction may not be satisfied; (4) problems may arise in successfully integrating
the businesses of the companies, which may result in the combined company not
operating as effectively and efficiently as expected; (5) the combined company
may be unable to achieve cost-cutting synergies or it may take longer than
expected to achieve those synergies; (6) the transaction may involve unexpected
costs or unexpected liabilities, or the effects of purchase accounting may be
different from the companies’ expectations; (7) the credit ratings of the combined
company or its subsidiaries may be different from what the companies expect; (8)
the businesses of the companies may suffer as a result of uncertainty surrounding
the transaction; (9) the industry may be subject to future regulatory or legislative
actions that could adversely affect the companies; and (10) the companies may be
adversely affected by other economic, business, and/or competitive factors.
Additional factors that may affect the future results of Duke and Cinergy are set
forth in their respective filings with the Securities and Exchange Commission
(“SEC”), which are available at www.duke-energy.com/investors and www.cinergy.com/investors,
respectively. Duke and Cinergy undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise.
Additional Information and Where to Find It
In connection with the proposed transaction, a registration statement of Duke
Energy Holding Corp., which includes a joint proxy statement of Duke and
Cinergy, and other materials has been filed with the SEC on July 1, 2005. WE
URGE INVESTORS TO READ THE REGISTRATION STATEMENT AND PROXY
STATEMENT AND THESE OTHER MATERIALS CAREFULLY BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT DUKE, CINERGY, DUKE ENERGY HOLDING
CORP., AND THE PROPOSED TRANSACTION. Investors may obtain free
copies of the registration statement and proxy statement as well as other filed
documents containing information about Duke and Cinergy at http://www.sec.gov, the SEC’s website. Free
copies of Duke’s SEC filings are also available on Duke’s website at www.duke-
energy.com/investors, and free copies of Cinergy’s SEC filings are also
available on Cinergy’s website at www.cinergy.com/investors.
Participants in the Solicitation
Duke, Cinergy and their respective executive officers and directors may be
deemed, under SEC rules, to be participants in the solicitation of proxies from
Duke’s or Cinergy’s stockholders with respect to the proposed transaction.
Information regarding the officers and directors of Duke is included in its definitive
proxy statement for its 2005 Annual Meeting filed with the SEC on March 31,
2005. Information regarding the officers and directors of Cinergy is included in its
definitive proxy statement for its 2005 Annual Meeting filed with the SEC on March
28, 2005. More detailed information regarding the identity of potential
participants, and their direct or indirect interests, by securities, holdings or
otherwise, will be set forth in the registration statement and proxy statement and
other materials to be filed with the SEC in connection with the proposed
transaction.
Click here to see summaries of
Cinergy's unaudited consolidated and segmented financial information for the
second quarter of 2005.
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