EX-99 3 ex99.htm EX. 99 - PRESS RELEASE AND FINANCIALS

Exhibit 99

[Allegheny Energy Company Logo]

NEWS RELEASE

For Media, contact:
Cynthia A. Shoop
Vice President, Corporate Communications
10435 Downsville Pike
Hagerstown, MD 21740-1766
Phone: 301-665-2718
Media Hotline: 1-888-233-3583
E-Mail: cshoop@alleghenyenergy.com

For Investor Relations, contact:
Gregory L. Fries
General Manager, Investor Relations
10435 Downsville Pike
Hagerstown, MD 21740-1766
Phone: (301) 665-2713
E-Mail: gfries@alleghenyenergy.com

M. Beth Straka
General Manager, Investor Relations
4350 Northern Pike
Monroeville, PA 15146-2841
Phone: (412) 856-3731
E-Mail: mstraka@alleghenyenergy.com

FOR IMMEDIATE RELEASE

Allegheny Energy Reports Full Year 2002 Financial Results

Completes Comprehensive Financial Review

 

     Hagerstown, Md., September 25, 2003 - Allegheny Energy, Inc. (NYSE: AYE) today announced that it has completed its comprehensive financial review and has filed its 2002 Form 10-K.

Financial Results

     The Company reported a consolidated net loss of $632.7 million ($5.04 per share) for 2002, compared with net income of $417.8 million ($3.48 per share) for 2001. The Company's results of operations for 2002 were reduced by $130.5 million (net of income taxes), reflecting the cumulative effect of the accounting change associated with the adoption of Statement of Financial Accounting Standards (SFAS) No. 142, "Goodwill and Other Intangible Assets." The results for 2001 were reduced by $31.1 million (net of income taxes), reflecting the cumulative effect of the accounting change associated with the adoption of SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." Before the cumulative effect of an accounting change, the consolidated loss for 2002 was $502.2 million ($4.00 per share), as compared with consolidated income before the cumulative effect of an accounting change of $448.9 million ($3.74 per share) for 2001.

     The decrease in 2002 earnings was primarily due to lower net revenues of $1,029.8 million in excess generation and trading, resulting primarily from weak wholesale energy markets and unrealized losses in 2002 versus unrealized gains in 2001 from energy trading activities. Certain other items which affected 2002 income included:

    • Charges related to impairment of generation projects - $244.0 million ($149.2 million net of tax);
    • Charges related to workforce reduction - $107.6 million ($64.8 million net of tax);
    • Charges related to impairment of unregulated investments - $44.7 million ($26.5 million net of tax);
    • An increase to loss from adjustments related to prior years' accounting errors - $29.5 million ($20.1 million net of tax);
    • Loss on sale of business before effect of minority interest - $31.5 million ($18.8 million net of tax);
    • Charges related to restructuring and related asset impairment - $28.9 million ($17.8 million net of tax); and
    • Gains on Canaan Valley land sales - $22.4 million ($18.2 million net of tax).

     Since the Company and certain of its subsidiaries are not current with their financial reporting, they are not in compliance with certain reporting covenants in certain debt agreements. This non-compliance has resulted in the reclassification of approximately $3.7 billion of long-term debt to current debt on the Company's consolidated balance sheet for 2002. As a result, the Company has received a modified opinion from PricewaterhouseCoopers LLP, the Company's independent auditors, that indicates there is substantial doubt about the Company's ability to continue as a going concern. Since the Company expects to file its Form 10-Q quarterly financial reports for 2003 during the fourth quarter of this year, it would, therefore, expect at such time to be in compliance with its financial reporting covenants. At this time, the Company believes that its cash-on-hand and cash flows will be adequate to meet its payment obligations under debt agreements and to fund other working capital needs in 2003.

     Paul J. Evanson, Chairman, President, and Chief Executive Officer of Allegheny Energy, said, "While 2002 was a difficult year for the Company, we have already taken a number of actions to improve Allegheny's situation. We have made substantial management changes, completed key financing transactions, largely exited from Western energy markets, sold certain assets, undertaken restructuring and cost-cutting initiatives, and began improving internal controls. While this is meaningful progress, we still have major challenges ahead of us.

     "Our focus today is on returning to the fundamentals of our business," added Evanson. "Our top priorities are clear - strengthen liquidity, improve internal controls, establish an outstanding management team, reduce debt, and build on the strengths of our core energy supply and delivery businesses. We are working intensely on each of these areas."

Comprehensive Financial Review

     Since the third quarter of 2002, the Company has undertaken a comprehensive and extended review of its financial information and internal controls and procedures. This review included continuous efforts by the Company's management and directors and extensive involvement of its independent auditors, as well as other outside services firms. Based upon the results of this review and the performance of additional procedures, the Company and its auditors were able to complete the 2002 audit and, in that connection, determine that no restatement of prior years' earnings was necessary. Errors related to prior years that were identified as part of this review, aggregating approximately $20.1 million (net of income taxes), have been recorded as an increase to net loss in the first quarter of 2002.

     Allegheny Energy has implemented corrective actions to improve internal controls and to strengthen disclosure and reporting processes as further described in its 2002 Form 10-K. Allegheny Energy will continue to institute changes in its financial reporting policies and procedures and improve its internal controls structure.

Generation and Marketing Segment

     The Generation and Marketing segment reported a loss before the cumulative effect of an accounting change for 2002 of $586.3 million, as compared with income before the cumulative effect of an accounting change of $261.4 million for 2001. The decrease in 2002 earnings was primarily due to lower net revenues of $1,029.8 million in excess generation and trading, resulting primarily from weak wholesale energy markets and unrealized losses in 2002 versus unrealized gains in 2001 from energy trading activities. The Generation and Marketing segment also recorded asset impairment charges of $149.2 million (net of income taxes) for the impairment of generation projects during 2002. This segment also included a charge of $34.4 million (net of income taxes) for workforce reduction costs, as well as $17.4 million (net of income taxes) for restructuring charges and related asset impairment.

Delivery and Services Segment

     The Delivery and Services segment reported income before the cumulative effect of an accounting change for 2002 of $84.1 million, as compared with income before the cumulative effect of an accounting change of $187.5 million for 2001. The Delivery and Services segment recorded charges of $26.5 million (net of income taxes) for impairment writedowns of certain unregulated investments and $18.8 million (net of income taxes) for the loss on the sales of Fellon-McCord & Associates, Inc. and Alliance Energy Services, LLC. The segment also recorded a charge of $30.4 million (net of income taxes) for workforce reduction costs.

Analyst Conference Call

     Allegheny Energy will comment further on these results in an analyst conference call at 11:00 a.m. on September 26, 2003. Investors, the news media, and others may listen to a live internet broadcast of the call at www.alleghenyenergy.com by clicking on an available audio link. The call will also be archived for replay purposes after the live broadcast. A news release on the earnings and supporting financial data will also be available on the Company's web site for review.

     Allegheny Energy is an integrated energy company with a portfolio of businesses, including Allegheny Energy Supply, which owns and operates electric generating facilities and supplies energy and energy-related commodities, and Allegheny Power, which delivers low-cost, reliable electric and natural gas service to about four million people in Maryland, Ohio, Pennsylvania, Virginia, and West Virginia. More information about the Company is available at www.alleghenyenergy.com.

     Certain statements contained herein constitute forward-looking statements with respect to Allegheny Energy, Inc. and its subsidiaries within the meanings of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although Allegheny Energy believes that its forward-looking statements are based on reasonable estimates and assumptions and currently available information, such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements of Allegheny Energy to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Actual results have varied materially and unpredictably in the past. Such factors, either individually or in the aggregate, may affect Allegheny Energy's operations, markets, products, services, prices, capital expenditures, development activities, and future plans. Such factors include, among others, the following: execution of restructuring activity and liquidity enhancement plans; complications or other factors that render it difficult or impossible to obtain necessary lender consent or regulatory authorizations on a timely basis; general economic and business conditions; changes in access to capital markets; changes in interest rates; the continuing effects of global instability, terrorism and war; changes in industry capacity, development, and other activities by Allegheny's competitors; changes in the weather and other natural phenomena; changes in technology; changes in the price of power and fuel for electricity generation; changes in the underlying inputs and assumptions used to estimate the fair values of commodity contracts; changes in laws and regulation applicable to Allegheny, its markets, or its activities; environmental regulations; the loss of any significant customers and suppliers; the effect of accounting policies issued periodically by accounting standard-setting bodies; additional collateral calls; changes in business strategy, operations, or development plans; and other similar risks and uncertainties. Additional risks and uncertainties are identified and discussed in Allegheny Energy's reports and registration statements filed with the Securities and Exchange Commission.

 

-###-

 

ALLEGHENY ENERGY, INC.

Consolidated Statements of Operations

Year ended December 31

(In thousands, except per share data)

2002

2001

Total operating revenues

 $2,988,487

 $3,425,123

Cost of revenues:

  Fuel consumed for electric generation

    591,548

    560,399

  Purchased energy and transmission

    346,933

    307,067

  Natural gas purchases

    660,264

    217,142

  Deferred energy costs, net

      9,094

    (11,441)

  Other

      93,416

      43,598

    Total cost of revenues

  1,701,255

  1,116,765

Net revenues

  1,287,232

  2,308,358

Other operating expenses:

  Workforce reduction expenses

    107,608

         --

  Operation expense

  1,144,371

    830,368

  Depreciation and amortization

    308,552

    301,536

  Taxes other than income taxes

    225,841

    216,353

    Total other operating expenses

  1,786,372

  1,348,257

Operating (loss) income

   (499,140)

    960,101

Other income and expenses

    (46,426)

     17,069

Interest charges and preferred dividends:

  Interest on debt

    312,599

    283,282

  Allowance for borrowed funds used during

    construction and interest capitalized

    (13,046)

    (10,632)

  Dividends on preferred stock of subsidiaries

        5,037

       5,037

    Total interest charges and preferred dividends

     304,590

    277,687

Consolidated (loss) income before income taxes,

  minority interest, and cumulative effect 

  of accounting change

   (850,156)

    699,483

Federal and state income tax (benefit) expense

   (334,471)

    248,223

Minority interest

     (13,509)

       2,338

Consolidated (loss) income before cumulative effect of accounting change

   (502,176)

    448,922

Cumulative effect of accounting change, net

    (130,514)

    (31,147)

Consolidated net (loss) income

 $ (632,690)

 $  417,775

Basic common shares outstanding

125,657,979

120,104,328

Diluted common shares outstanding

125,657,979

120,542,151

Basic earnings per share:

Consolidated (loss) income before cumulative effect of accounting change

 $     (4.00)

 $      3.74

Cumulative effect of accounting change, net

       (1.04)

        (.26)

Consolidated net (loss) income

 $     (5.04)

 $      3.48

Diluted earnings per share:

Consolidated (loss) income before cumulative effect of accounting change

 $     (4.00)

 $      3.73

Cumulative effect of accounting change, net

       (1.04)

        (.26)

Consolidated net (loss) income

 $     (5.04)

 $      3.47

 

ALLEGHENY ENERGY, INC.

Consolidated Statements of Cash Flows

Year ended December 31

(In thousands)

2002

2001

Cash flows from (used in) operations:

  Consolidated net (loss) income

$ (632,690)

$   417,775

  Cumulative effect of accounting change, net

    130,514

      31,147

  Consolidated (loss) income before cumulative effect

    of accounting change

  (502,176)

 

   448,922

  Depreciation and amortization

   308,552

    301,536

  Gain on Canaan Valley land sales

   (22,387)

         --

  Loss on sale of businesses before effect of minority

    interest

    31,450

         --

  Minority interest

   (13,509)

      2,338

  Deferred investment credit and income taxes, net

  (205,195)

    278,785

  Unrealized losses (gains) on commodity contracts, net

   358,240

   (608,260)

  Workforce reduction expenses

   97,658

         --

  Restructuring charges and related asset impairment

    28,880

         --

  Impairment of unregulated investments

    44,672

         --

  Impairment of generation projects

   244,037

         --

  Other, net

     12,579

    (27,423)

  Changes in certain assets and liabilities:

    Accounts receivable, net

   (68,305)

     74,695

    Materials and supplies

    (1,353)

    (41,842)

    Accounts payable

    86,510

    (55,976)

    Taxes accrued

   (24,539)

      6,172

    Benefit plans' investments

    54,769

     (1,484)

    Funds on deposit

   (18,379)

         --

    Taxes receivable

   (98,386)

    (61,185)

    Other, net

     11,942

       18,200

Net cash flows from operations

   325,060

    334,478

Cash flows from (used in) investing:

  Construction expenditures and investments (less

    allowance for other than borrowed funds used during

    construction)

 

  (403,142)

 

   (463,250)

  Unregulated investments

     2,780

    (21,168)

  Acquisitions

               --

 (1,652,607)

  Proceeds from sale of businesses and Canaan Valley

    land, net

     22,337

          --

Net cash flows (used in) investing

  (378,025)

 (2,137,025)

Cash flows from (used in) financing:

  Issuance of debentures, notes and bonds

 1,143,304

  1,186,557

  Retirement of debentures, notes, bonds, and QUIDS

(670,767)

   (356,161)

  Funds on deposit with trustees and restricted funds

        --

         --

  Short-term debt, net

  (106,762)

    516,331

  Proceeds from issuance of common stock

     3,992

    670,478

  Cash dividends paid on common stock

  (150,551)

   (194,699)

Net cash flows from financing

   219,216

  1,822,506

Net change in cash and temporary cash investments

   166,251

     19,959

Cash and temporary cash investments at January 1

    37,980

     18,021

Cash and temporary cash investments at December 31

$  204,231

$    37,980

Supplemental cash flow information:

Cash paid during the year for:

  Interest (net of amount capitalized)

$  289,948

$   259,389

  Income taxes

        --

     81,099

 

ALLEGHENY ENERGY, INC.

Consolidated Balance Sheets

As of December 31

(In thousands)

2002

2001

(Restated*)

ASSETS

  Current assets:

    Cash and temporary cash investments

 $   204,231

 $    37,980

    Accounts receivable:

      Billed:

        Customer

     316,260

     344,539

        Energy trading and other

      93,700

      44,611

      Unbilled

     166,055

     169,612

      Allowance for uncollectible accounts

     (29,645)

     (32,796)

    Materials and supplies (at average cost):

      Operating and construction

     111,267

     104,965

      Fuel

      74,768

      82,390

    Taxes receivable

     185,691

     103,105

    Deferred income taxes

      46,102

     118,405

    Commodity contracts

     156,313

     153,749

    Other, including current portion of regulatory assets

      129,871

      133,202

   1,454,613

   1,259,762

  Property, plant, and equipment:

    In service, at original cost

  10,976,166

  10,660,177

    Construction work in progress

      380,959

      426,706

  11,357,125

  11,086,883

    Accumulated depreciation

   (4,474,551)

  (4,233,868)

   6,882,574

   6,853,015

  Investments and other assets:

    Excess of cost over net assets acquired (Goodwill)

     367,287

     603,615

    Benefit plans' investments

      47,309

     102,078

    Unregulated investments

      56,393

      66,422

    Intangible assets

      38,648

      43,045

    Other

       31,944

        4,135

541,581

     819,295

  Deferred charges:

    Commodity contracts

   1,055,160

   1,375,561

    Regulatory assets

     558,811

     594,182

    Other

      107,540

       130,647

   1,721,511

   2,100,390

Total assets

 $10,600,279

 $11,032,462

*The December 31, 2001 consolidated balance sheet has been restated to reflect certain reclassifications with respect to commodity contracts and related deferred income tax balances. These reclassifications had no effect on shareholders' equity cash flows or results of operations.

 

ALLEGHENY ENERGY, INC.

Consolidated Balance Sheets (continued)

 

As of December 31

(In thousands)

2002

2001

(Restated*)

LIABILITIES AND STOCKHOLDERS' EQUITY

   

  Current liabilities:

   

    Short-term debt

$  1,131,966

$  1,238,728

    Long-term debt due within one year

     257,200

     353,054

    Debentures, notes and bonds**

   3,662,201

          --

    Accounts payable

     380,019

     368,148

    Taxes accrued - other

      97,049

      99,393

    Adverse power purchase commitments

      19,064

      24,839

    Commodity contracts

     191,186

     370,252

    Other, including current portion of regulatory liabilities

     252,148

     241,448

 

   5,990,833

   2,695,862

     

  Long-term debt and QUIDS

     115,944

   3,200,421

     

  Deferred credits and other liabilities:

   

    Commodity contracts

     590,546

     398,689

    Unamortized investment credit

      96,183

     102,589

    Deferred income taxes

   1,079,151

   1,278,248

    Obligation under capital leases

      39,054

      35,309

    Regulatory liabilities

     111,967

     108,055

    Adverse power purchase commitments

     236,147

     253,499

    Other

     313,106

     145,830

 

   2,466,154

   2,322,219

  Minority interest

      21,841

      29,991

  Preferred stock of subsidiary

      74,000

      74,000

     

  Stockholders' equity:

   

    Common stock

     158,261

     156,596

    Other paid-in capital

   1,446,180

   1,421,117

    Retained earnings

     357,889

   1,152,487

    Treasury stock

        (411)

          --

    Accumulated other comprehensive loss

     (30,412)

     (20,231)

 

   1,931,507

   2,709,969

     

  Commitments and contingencies

   
     

Total liabilities and stockholders' equity

 $10,600,279

 $11,032,462

*The December 31, 2001, consolidated balance sheet has been restated to reflect certain reclassifications with respect to commodity contracts and related deferred income tax balances. These reclassifications had no effect on shareholders' equity, cash flows, or results of operations.

 

**Represents long-term debt that has been reclassified as a current liability due to violations of covenants related to financial reporting

.