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Form 8-K WEC ENERGY GROUP, INC. For: Jul 27

July 27, 2016 7:30 AM EDT






UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported):

July 27, 2016
 


Commission
 
Registrant; State of Incorporation
 
IRS Employer
File Number
 
Address; and Telephone Number
 
Identification No.
 
 
 
 
 
001-09057
 
WEC ENERGY GROUP, INC.
 
39-1391525
 
 
(A Wisconsin Corporation)
 
 
 
 
231 West Michigan Street
 
 
 
 
P.O. Box 1331
 
 
 
 
Milwaukee, WI 53201
 
 
 
 
(414) 221-2345
 
 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







ITEM 2.02  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On Wednesday, July 27, 2016, WEC Energy Group, Inc. issued a press release announcing its financial results for the quarter and six months ended June 30, 2016. A copy of the press release is being furnished to the Securities and Exchange Commission as Exhibit 99 attached hereto and incorporated herein by reference.






SIGNATURES
 
 
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
WEC ENERGY GROUP, INC.
 
(Registrant)
 
 
 
/s/ William J. Guc
Date: July 27, 2016
William J. Guc, Vice President and Controller




From:    Brian Manthey (news media)
414-221-4444

Colleen F. Henderson, CFA (investment community)
414-221-2592

July 27, 2016                

WEC Energy Group posts second-quarter results

MILWAUKEE - WEC Energy Group Inc. (NYSE: WEC) recorded net income based on generally accepted accounting principles (GAAP) of $181.4 million, or 57 cents per share, for the second quarter of 2016 compared with $80.9 million, or 35 cents per share, for the second quarter of 2015. WEC Energy Group was formed on June 29, 2015 when Wisconsin Energy completed the acquisition of Integrys.

WEC Energy Group's earnings per share for the second quarter, excluding acquisition costs, decreased by 1 cent per share, from 58 cents in the second quarter of 2015 to 57 cents in the second quarter of 2016.

“Our focus on customer service, operating efficiency and financial discipline contributed to results that place us on track for the year,” said Allen Leverett, chief executive officer.

Consolidated revenue for the second quarter of 2016 totaled $1.6 billion, compared to $990 million in the second quarter of 2015. The increase was driven by the addition of $620 million of revenue from Integrys.

At the end of June, WEC Energy Group's utilities were serving approximately 38,000 more customers than the same time a year ago. Wisconsin utilities added about 9,000 more electric customers and nearly 14,000 more natural gas customers in the past year. The company's natural gas utilities in Illinois, Michigan, and Minnesota added nearly 15,000 customers compared to a year ago.







1



Retail sales of electricity for Wisconsin Electric Power Company and Wisconsin Public Service Corporation - excluding the iron ore mines in Michigan’s Upper Peninsula - increased by 3.0 percent from last year's second quarter. Residential use of electricity was up by 7.7 percent. Consumption of electricity by small commercial and industrial customers increased by 2.2 percent.

Electricity use by large commercial and industrial customers - excluding the iron ore mines - increased by 0.3 percent.

On a weather-normal basis, retail sales of electricity - excluding the iron ore mines - were up by 1.0 percent, compared to the second quarter of 2015.
 
Net income
 
(millions)
 
2016 Q2
 
2015 Q2
Legacy Wisconsin Energy (Including acquisition costs)
$142.7
 
$81.9
Interest on acquisition financing
($4.8)
 
($1.0)
Integrys
$43.5
 
WEC Energy Group GAAP
$181.4
 
$80.9
 Acquisition costs
 
$52.9
WEC Energy Group adjusted net income*
$181.4
 
$133.8
 
 
 
 
 Interest on acquisition financing for 2015
 
 
$1.0
WEC Energy Group adjusted net income reported Q2 2015
 
 
$134.8

 
Earnings per share
 
2016 Q2
 
2015 Q2
WEC Energy Group GAAP
$0.57
 
$0.35
Acquisition costs
 
$0.23
WEC Energy Group adjusted EPS*
$0.57
 
$0.58
 
 
 
 
Interest on acquisition financing & additional shares June 2015
 
 
$0.01
WEC Energy Group adjusted EPS reported Q2 2015
 
 
$0.59
 
 
 
 
Diluted average shares outstanding (millions)
317.0
 
229.1

*For purposes of comparing 2016 and 2015 second quarter earnings, the calculation of adjusted EPS for the second quarter of 2015 now includes all interest related to the acquisition financing and all shares issued in conjunction with the acquisition.








2



For the first six months of 2016, WEC Energy Group recorded net income based on GAAP of $527.6 million, or $1.66 per share, compared to $276.7 million, or $1.21 per share, for the first six months of 2015.

WEC Energy Group's earnings per share for the first six months, excluding acquisition costs, increased by 18 cents per share, from $1.48 for the first six months of 2015 to $1.66 for the first six months of 2016. Year to date results in 2016 include the positive impact from the Integrys acquisition.
 
Net income
 
(millions)
 
2016 YTD
 
2015 YTD
Legacy Wisconsin Energy (Including acquisition costs)
$335.5
 
$277.7
Interest on acquisition financing
($9.6)
 
($1.0)
Integrys
$201.7
 
WEC Energy Group GAAP
$527.6
 
$276.7
 Acquisition costs
 
$61.2
WEC Energy Group adjusted net income*
$527.6
 
$337.9
 
 
 
 
 Interest on acquisition financing for 2015
 
 
$1.0
WEC Energy Group adjusted net income reported YTD 2015
 
 
$338.9

 
Earnings per share
 
2016 YTD
 
2015 YTD
WEC Energy Group GAAP
$1.66
 
$1.21
Acquisition costs
 
$0.27
WEC Energy Group adjusted EPS*
$1.66
 
$1.48
 
 
 
 
Interest on acquisition financing & additional shares June 2015
 
 
$0.01
WEC Energy Group adjusted EPS reported YTD 2015
 
 
$1.49
 
 
 
 
Diluted average shares outstanding (millions)
317.0
 
228.2

*For purposes of comparing 2016 and 2015 YTD earnings, the calculation of adjusted EPS for 2015 YTD includes all interest related to the acquisition financing and all shares issued in conjunction with the acquisition.

Earnings per share listed in this news release are on a fully diluted basis.










3



Conference call

A conference call is scheduled for 1:30 p.m. Central time on Wednesday, July 27. The presentation will review 2016 second-quarter earnings and will discuss the company's outlook for the future.

All interested parties, including stockholders, news media and the general public, are invited to listen to the presentation. The conference call may be accessed by dialing 866-439-9410 up to 15 minutes before the call begins. International callers may dial 706-643-5658. The conference ID is 42963664.

Access also may be gained through the company's website (wecenergygroup.com). Select ‘Second Quarter Earnings Release and Conference Call’ and then select ‘Webcast’. In conjunction with this earnings announcement, WEC Energy Group will post on its website a package of detailed financial information on its second-quarter performance. The materials will be available at 6:30 a.m. Central time on Wednesday, July 27.

Replay

A replay will be available on the website and by phone after the presentation. Access to the webcast replay will be available on the website about two hours after the presentation. Access to a phone replay also will be available approximately two hours after the presentation and remain accessible through Aug. 9, 2016. Domestic callers should dial 855-859-2056. International callers should dial 404-537-3406. The replay conference ID is 42963664.

Non-GAAP earnings measures

We have provided adjusted earnings (non-GAAP earnings) in this press release as a complement to, and not as an alternative to, reported earnings presented in accordance with GAAP. The excluded items are not indicative of the company's operating performance. Therefore, we believe that the presentation of adjusted earnings is relevant and useful to investors to understand WEC Energy Group's operating performance. Management uses such measures internally to evaluate the company's performance and manage its operations.

WEC Energy Group (NYSE: WEC), based in Milwaukee, is one of the nation’s premier energy companies, serving 4.4 million customers in Wisconsin, Illinois, Michigan and Minnesota.

The company’s principal utilities are We Energies, Wisconsin Public Service, Peoples Gas, North Shore Gas, Michigan Gas Utilities, and Minnesota Energy Resources. The company's other major subsidiary, We Power, designs, builds and owns electric generating plants.

WEC Energy Group (wecenergygroup.com), a component of the S&P 500, has approximately $29 billion of assets, 8,500 employees and 55,000 stockholders of record.









4




Forward-looking statements

Certain statements contained in this press release 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 statements are based upon management's current expectations and are subject to risks and uncertainties that could cause our actual results to differ materially from those contemplated in the statements.  Readers are cautioned not to place undue reliance on these statements.  Forward-looking statements include, among other things, statements concerning management's expectations and projections regarding earnings and future results.  In some cases, forward-looking statements may be identified by reference to a future period or periods or by the use of forward-looking terminology such as "anticipates," "believes," "estimates," "expects," "forecasts," "guidance," "intends," "may," "objectives," "plans," "possible," "potential," "projects," "should," “targets,” “will” or similar terms or variations of these terms.

Factors that could cause actual results to differ materially from those contemplated in any forward-looking statements include, but are not limited to: general economic conditions, including business and competitive conditions in the company's service territories; timing, resolution and impact of rate cases and other regulatory decisions; the company’s ability to successfully integrate the operations of the Integrys companies; availability of the company’s generating facilities and/or distribution systems; unanticipated changes in fuel and purchased power costs; key personnel changes; varying weather conditions; continued industry consolidation; continued adoption of distributed generation by the company’s customers; energy conservation efforts; cyber-security threats; construction risks; equity and bond market fluctuations; the impact of any legislative and regulatory changes, including changes to environmental standards; current and future litigation and regulatory investigations; changes in accounting standards; the financial performance of the American Transmission Company; goodwill and its possible impairment; and other factors described under the heading "Factors Affecting Results, Liquidity and Capital Resources" in Management's Discussion and Analysis of Financial Condition and Results of Operations and under the headings “Cautionary Statement Regarding Forward-Looking Information” and "Risk Factors" contained in the company’s Form 10-K for the year ended Dec. 31, 2015 and in subsequent reports filed with the Securities and Exchange Commission. The company expressly disclaims any obligation to publicly update or revise any forward-looking information.
Tables follow





5



WEC ENERGY GROUP, INC.

CONDENSED CONSOLIDATED INCOME STATEMENTS (Unaudited)
 
Three Months Ended
 
Six Months Ended
 
 
June 30
 
June 30
(in millions, except per share amounts)
 
2016
 
2015
 
2016
 
2015
Operating revenues
 
$
1,602.0

 
$
991.2

 
$
3,796.8

 
$
2,379.1

 
 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
 
Cost of sales
 
508.3

 
353.0

 
1,347.2

 
966.9

Other operation and maintenance
 
522.0

 
337.0

 
1,053.5

 
617.7

Depreciation and amortization
 
190.0

 
103.5

 
377.9

 
206.1

Property and revenue taxes
 
49.6

 
31.9

 
96.8

 
63.8

Total operating expenses
 
1,269.9

 
825.4

 
2,875.4

 
1,854.5

 
 
 
 
 
 
 
 
 
Operating income
 
332.1

 
165.8

 
921.4

 
524.6

 
 
 
 
 
 
 
 
 
Equity in earnings of transmission affiliate
 
30.9

 
14.3

 
69.4

 
30.4

Other income, net
 
32.4

 
26.1

 
65.1

 
29.1

Interest expense
 
100.1

 
61.8

 
201.0

 
121.2

Other expense
 
(36.8
)
 
(21.4
)
 
(66.5
)
 
(61.7
)
 
 
 
 
 
 
 
 
 
Income before income taxes
 
295.3

 
144.4

 
854.9

 
462.9

Income tax expense
 
113.6

 
63.2

 
326.7

 
185.6

Net income
 
181.7

 
81.2

 
528.2

 
277.3

 
 
 
 
 
 
 
 
 
Preferred stock dividends of subsidiary
 
0.3

 
0.3

 
0.6

 
0.6

Net income attributed to common shareholders
 
$
181.4

 
$
80.9

 
$
527.6

 
$
276.7

 
 
 
 
 
 
 
 
 
Earnings per share
 
 
 
 
 
 
 
 
Basic
 
$
0.57

 
$
0.36

 
$
1.67

 
$
1.22

Diluted
 
$
0.57

 
$
0.35

 
$
1.66

 
$
1.21

 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding
 
 
 
 
 
 
 
 
Basic
 
315.6

 
227.5

 
315.6

 
226.5

Diluted
 
317.0

 
229.1

 
317.0

 
228.2

 
 
 
 
 
 
 
 
 
Dividends per share of common stock
 
$
0.4950

 
$
0.8629

 
$
0.9900

 
$
1.2854



6



WEC ENERGY GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(in millions, except share and per share amounts)
 
June 30, 2016
 
December 31, 2015
Assets
 
 
 
 
Property, plant, and equipment
 
 
 
 
In service
 
$
26,690.7

 
$
26,249.5

Accumulated depreciation
 
(8,049.1
)
 
(7,919.1
)
 
 
18,641.6

 
18,330.4

Construction work in progress
 
723.7

 
822.9

Leased facilities, net
 
33.6

 
36.4

Net property, plant, and equipment
 
19,398.9

 
19,189.7

Investments
 
 
 
 
Equity investment in transmission affiliate
 
1,425.0

 
1,380.9

Other
 
88.0

 
85.8

Total investments
 
1,513.0

 
1,466.7

Current assets
 
 
 
 
Cash and cash equivalents
 
32.1

 
49.8

Accounts receivable and unbilled revenues, net of reserves of $109.4 and $113.3, respectively
 
914.9

 
1,028.6

Materials, supplies, and inventories
 
494.5

 
687.0

Assets held for sale
 

 
96.8

Prepayments
 
235.3

 
285.8

Other
 
89.1

 
58.8

Total current assets
 
1,765.9

 
2,206.8

Deferred charges and other assets
 
 
 
 
Regulatory assets
 
3,031.4

 
3,064.6

Goodwill
 
3,046.2

 
3,023.5

Other
 
419.9

 
403.9

Total deferred charges and other assets
 
6,497.5

 
6,492.0

Total assets
 
$
29,175.3

 
$
29,355.2

 
 
 
 
 
Capitalization and liabilities
 
 
 
 
Capitalization
 
 
 
 
Common stock - $.01 par value; 325,000,000 shares authorized; 315,619,968 and 315,683,496 shares outstanding, respectively
 
$
3.2

 
$
3.2

Additional paid in capital
 
4,310.9

 
4,347.2

Retained earnings
 
4,515.0

 
4,299.8

Accumulated other comprehensive income
 
4.4

 
4.6

Preferred stock of subsidiary
 
30.4

 
30.4

Long-term debt
 
8,902.1

 
9,124.1

Total capitalization
 
17,766.0

 
17,809.3

Current liabilities
 
 
 
 
Current portion of long-term debt
 
95.8

 
157.7

Short-term debt
 
927.8

 
1,095.0

Accounts payable
 
620.5

 
815.4

Accrued payroll and benefits
 
134.5

 
169.7

Other
 
358.5

 
471.2

Total current liabilities
 
2,137.1

 
2,709.0

Deferred credits and other liabilities
 
 
 
 
Regulatory liabilities
 
1,469.7

 
1,392.2

Deferred income taxes
 
4,938.3

 
4,622.3

Deferred revenue, net
 
572.3

 
579.4

Pension and OPEB obligations
 
541.9

 
543.1

Environmental remediation
 
617.9

 
628.2

Other
 
1,132.1

 
1,071.7

Total deferred credits and other liabilities
 
9,272.2

 
8,836.9

 
 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
 
 
Total capitalization and liabilities
 
$
29,175.3

 
$
29,355.2



7



WEC ENERGY GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
 
Six Months Ended
 
 
June 30
(in millions)
 
2016
 
2015
Operating Activities
 
 
 
 
Net income
 
$
528.2

 
$
277.3

Reconciliation to cash provided by operating activities
 
 
 
 
Depreciation and amortization
 
386.0

 
215.1

Deferred income taxes and investment tax credits, net
 
307.1

 
121.7

Contributions and payments related to pension and OPEB plans
 
(19.5
)
 
(106.1
)
Equity income in transmission affiliate, net of distributions
 
(22.7
)
 
(9.2
)
Change in –
 
 
 
 
Accounts receivable and unbilled revenues
 
130.1

 
134.5

Materials, supplies, and inventories
 
193.5

 
72.2

Other current assets
 
66.7

 
16.7

Accounts payable
 
(112.4
)
 
27.4

Accrued taxes, net
 
(51.3
)
 
10.5

Other current liabilities
 
(87.7
)
 
(1.2
)
Other, net
 
(93.9
)
 
(42.4
)
Net cash provided by operating activities
 
1,224.1

 
716.5

 
 
 
 
 
Investing Activities
 
 
 
 
Capital expenditures
 
(618.7
)
 
(368.0
)
Business acquisition, net of cash acquired of $156.3
 

 
(1,329.4
)
Investment in transmission affiliate
 
(12.1
)
 
(2.6
)
Proceeds from the sale of assets and businesses
 
161.0

 
21.2

Withdrawal of restricted cash from Rabbi trust for qualifying payments
 
22.5

 

Other, net
 
(1.8
)
 
(0.4
)
Net cash used in investing activities
 
(449.1
)
 
(1,679.2
)
 
 
 
 
 
Financing Activities
 
 
 
 
Exercise of stock options
 
35.0

 
12.2

Purchase of common stock
 
(94.2
)
 
(32.0
)
Dividends paid on common stock
 
(312.4
)
 
(190.5
)
Issuance of long-term debt
 

 
1,450.0

Retirement of long-term debt
 
(241.8
)
 
(11.6
)
Change in short-term debt
 
(167.2
)
 
(105.7
)
Other, net
 
(12.1
)
 
(7.2
)
Net cash (used in) provided by financing activities
 
(792.7
)
 
1,115.2

 
 
 
 
 
Net change in cash and cash equivalents
 
(17.7
)
 
152.5

Cash and cash equivalents at beginning of period
 
49.8

 
61.9

Cash and cash equivalents at end of period
 
$
32.1

 
$
214.4



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