-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Bo2rUxthbJfMasiTiJguYwomLaV5TjIYJSI3S+mtWnaVDVxFVjE/sBqqHpMZ4qIA troCMEs4YJtVuEU60pZy/w== 0000912057-02-004491.txt : 20020414 0000912057-02-004491.hdr.sgml : 20020414 ACCESSION NUMBER: 0000912057-02-004491 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020207 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHWESTERN CORP CENTRAL INDEX KEY: 0000073088 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 460172280 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10499 FILM NUMBER: 02530092 BUSINESS ADDRESS: STREET 1: 125 S DAKOTA AVENUE STREET 2: SUITE 1100 CITY: SIOUX STATE: SD ZIP: 57104 BUSINESS PHONE: 6059782908 MAIL ADDRESS: STREET 1: 125 S DAKOTA AVENUE STREET 2: SUITE 1100 CITY: SIOUX STATE: SD ZIP: 57104 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWESTERN PUBLIC SERVICE CO DATE OF NAME CHANGE: 19920703 8-K 1 a2069897z8-k.txt 8-K 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 February 7, 2002 - ------------------------------------------------------------------------------- Date of Report NORTHWESTERN CORPORATION - ------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) DELAWARE - ------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 0-692 46-0172280 - ------------------------------------------------------------------------------- (Commission File No.) (IRS Employer Identification Number) 125 South Dakota Avenue, Suite 1100 Sioux Falls, South Dakota 57104 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices) (605) 978-2908 - ------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Item 5. OTHER EVENTS On February 7, 2002, NorthWestern Corporation (the "Company") issued a press release discussing results for the fourth quarter of 2001 and for the full year of 2001. The press release is included as Exhibit 99.1 hereto and is incorporated herein by reference. The press release contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated. Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS (c) Exhibits Exhibit Number Description - ------- ----------- 99.1 * Press Release of NorthWestern Corporation, issued on February 7, 2002 - ------------ * Filed herewith 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. Date: February 7, 2002 NORTHWESTERN CORPORATION By: /s/ Kipp D. Orme ------------------------------------ Kipp D. Orme Vice President - Finance and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description - ------- ----------- 99.1 * Press Release of NorthWestern Corporation, issued on February 7, 2002 - ------------ * Filed herewith EX-99.1 3 a2069897zex-99_1.txt EXHIBIT 99.1 [LOGO FOR NORTHWESTERN CORPORATION] News Release NYSE:NOR CONTACTS: INVESTORS: MEDIA: Elizabeth A. Evans Roger Schrum 605-978-2929 605-978-2848 liz.evans@northwestern.com roger.schrum@northwestern.com - -------------------------------------------------------------------------------- NORTHWESTERN REPORTS 2001 EPS OF $2.03 BEFORE RESTRUCTURING CHARGES; REAFFIRMS 2002 EPS GUIDANCE OF $2.30 TO $2.55 - -------------------------------------------------------------------------------- MONTANA POWER TRANSACTION RECEIVES REGULATORY APPROVALS; CORNERSTONE PURSUES STRATEGIC ALTERNATIVES - -------------------------------------------------------------------------------- SIOUX FALLS, S.D. - FEB. 7, 2002 - NORTHWESTERN CORPORATION (NYSE:NOR) TODAY REPORTED FULL-YEAR 2001 NET INCOME OF $56.7 MILLION OR $2.03 PER DILUTED SHARE BEFORE RESTRUCTURING CHARGES, UP 11 PERCENT FROM THE $49.6 MILLION OR $1.83 PER DILUTED SHARE REPORTED IN 2000. THESE RESULTS ARE IN LINE WITH PREVIOUSLY ANNOUNCED EXPECTATIONS OF BETWEEN $2.00 AND $2.03 EARNINGS PER SHARE BEFORE CHARGES. "In addition to our reported recurring results of $2.03 per share, we have made substantial progress to further strengthen our energy and communications businesses for long-term growth and value creation," said Merle D. Lewis, NorthWestern's chairman and chief executive officer. "NorthWestern's businesses are positioned to achieve improved performance, and we reaffirm our previously announced 2002 earnings per share guidance of between $2.30 to $2.55." Revenues for the fourth quarter of 2001 were $797 million, compared with $2.5 billion in the same quarter in 2000. Revenues for full-year 2001 were $4.2 billion, down from $7.1 billion in 2000. Revenues for both the fourth quarter and full-year 2001 were lower due primarily to the sale and exit of certain natural gas and crude oil businesses of CornerStone Propane along with lower commodity prices. In addition, NorthWestern announced that it expects to close its pending acquisition of The Montana Power Company's energy transmission and distribution business by mid-February. "With the recent unanimous approval by the Montana Public Service Commission and clearance by the Federal Trade Commission, we have received all necessary regulatory approvals to complete this transaction," Lewis said. "Combining Montana Power's successful utility business with NorthWestern's strong energy business will create a solid platform for substantially increased cash flow and a foundation for our value creation strategy of growth in earnings and dividends. This strategy is evidenced by the fourth quarter dividend increase of 6.7 percent, marking our 18th consecutive year for increasing dividends." - More - NorthWestern Reports $2.03 EPS Before Restructuring Charges Feb. 7, 2002 Page 2 CornerStone announced on Jan. 18, 2002, it had retained Credit Suisse First Boston Corporation to pursue strategic options, including the possible sale or merger of the Partnership. NorthWestern represents the largest unitholder of CornerStone and owns all of the stock of the managing general partner. "We fully support CornerStone's action as it is consistent with our strategic intent to continue to narrow the focus of NorthWestern's energy and communications businesses," Lewis said. "As we have noted, CornerStone has historically been a minor contributor to NorthWestern's earnings and cash flow. By excluding CornerStone and adding Montana Power's utility operations, approximately two-thirds of NorthWestern's targeted 2002 earnings before interest, taxes, depreciation and amortization (EBITDA) is attributable to our utility businesses." As previously announced, NorthWestern recorded a pre-tax restructuring charge of $25 million in the fourth quarter of 2001 associated with its Operational Excellence initiative which is focused on reducing annualized selling, general and administrative (SG&A) expenses by $150 million. Including the charge, NorthWestern reported fourth quarter net income of $5.1 million or 12 cents per diluted share, compared to $15.7 million or 60 cents per diluted share in the fourth quarter of 2000. Net income for 2001 including the charge was $44.5 million or $1.53 per diluted share. DIVIDEND ACTIONS During the fourth quarter, NorthWestern announced a quarterly dividend increase to 31 3/4 cents per share on the Company's common stock payable Dec. 1, 2001. The quarterly common stock dividend is equivalent to an annual rate of $1.27, an 8-cent or 6.7 percent increase over the previous annual dividend rate. Consistent with its strategy of growing both earnings and dividends, NorthWestern has increased dividends on its common stock for 18 consecutive years and has paid dividends for 55 consecutive years. On Feb. 6, 2002, the Board of Directors announced another quarterly dividend of 31 3/4 cents per share on the Company's common stock payable March 1, 2002, to shareholders of record on Feb. 15, 2002. BUSINESS SEGMENT RESULTS NorthWestern's electric and natural gas business segment, NorthWestern Services Group, reported strong results for 2001 with operating income of $50.4 million, before restructuring charges, up 33 percent or $12.4 million, compared with 2000. Revenues for the year totaled $251.2 million, up from $181.3 million in 2000. In the fourth quarter 2001, operating income before restructuring charges totaled $8.6 million, down $1.6 million from the same period in 2000 due to milder weather conditions and reduced wholesale electricity sales. NorthWestern Reports $2.03 EPS Before Restructuring Charges Feb. 7, 2002 Page 3 NorthWestern's President and Chief Operating Officer Richard R. Hylland said, "Overall, our core energy business showed healthy growth again in 2001, aided by favorable wholesale electricity sales in the first half of the year. Our underlying electricity and natural gas distribution business continues to perform well and will show substantial revenue growth and earnings accretion in 2002 following the completion of the Montana Power transaction." Fourth quarter results for Expanets, NorthWestern's communications business, showed continued improvement, with EBITDA before restructuring charges reflecting a loss of $1.6 million, compared with a loss of $13.2 million for the same quarter in 2000. Further, the fourth quarter 2001 results include approximately $10 million in identified nonrecurring transition and integration costs as Expanets advanced the migration of its business toward a common information technology platform. SG&A expenses for the fourth quarter reflect a reduction of $25.4 million, or 23 percent, from the same quarter in 2000 and a reduction of $19.9 million, or 19 percent, from the third quarter of 2001, representing actions taken by the company to resize its business and reduce its cost structure. For the full year, Expanets reported an EBITDA loss before nonrecurring charges of $47.5 million, of which $37.7 million occurred during the first quarter prior to the restructuring of Expanets' agreement with Avaya, Inc., compared with positive EBITDA of $12.6 million in 2000. Identified nonrecurring transition and integration costs totaled $36 million during 2001 and $24 million in 2000. Revenues for fourth quarter 2001 were $217.5 million, compared with $293.5 million in fourth quarter 2000. For the full year, revenues were $1.0 billion, compared with $1.1 billion in 2000. "Expanets took several important steps during the fourth quarter and throughout the year that should provide major building blocks for achieving its targets in 2002. First, the company further resized its cost structure and substantially reduced expenses to reflect changing market conditions in the communications industry. In late November, Expanets also introduced a new information technology system infrastructure that when fully implemented should enable the company to more efficiently develop and deploy communications solutions for clients while reducing operating expenses. This project is part of Expanets' previously announced plan to exit from the costly transition services agreements entered into in connection with the purchase of the Growing and Emerging Markets (GEM) division of Lucent Technologies. This is an extensive project involving substantial data migration from third-party legacy systems to the new Expanets system and the launching of a new integrated customer care, billing, order processing and information technology system. Expanets' process teams addressed initial delays in the integration of the new system and continue to make progress toward full implementation of the system," Hylland said. "Expanets' focus on value-added services and solutions at the customer premises, as opposed to commodity-based services such as a broadband networks, has enabled it to NorthWestern Reports $2.03 EPS Before Restructuring Charges Feb. 7, 2002 Page 4 maintain a core level of recurring customer revenues, even in the face of challenging economic conditions. We believe Expanets is well positioned with a cost structure to meet our performance expectations in 2002," Hylland added. "As we highlighted in our Nov. 30, 2001, webcast presentation, we are targeting an improvement in Expanets' EBITDA in 2002 of approximately $130 million resulting from cost reductions and efficiencies across the business. Specifically, the improvement is targeted to come from the completion of activities generating the nonrecurring transition and integration costs incurred during 2001 ($36 million), nonrecurring expenses attributable to the new information technology system when fully implemented ($14 million), and SG&A reductions resulting principally from cost improvement and resizing initiatives during 2001 ($80 million)." Blue Dot, NorthWestern's heating, ventilation, air conditioning (HVAC) and plumbing services provider, reported full-year 2001 EBITDA before restructuring charges of $9.9 million, compared with $18.4 million in 2000. Revenues improved to $423.8 million for full-year 2001, compared with $408.8 million in 2000 due to the acquisition of certain locations during 2000 and 2001. Reported EBITDA before restructuring charges for the fourth quarter 2001 reflects a loss of $2.4 million, compared with positive EBITDA of $1.7 million in the same period in 2000. Revenues during the fourth quarter 2001 were $101.2 million, compared with $109.9 million in the same quarter in 2000. Included in the fourth quarter 2001 results are approximately $6 million in negative adjustments relating principally to the carrying value of inventory and receivables at certain locations. "Blue Dot's results during the fourth quarter were impacted by continued soft economic conditions, nonrecurring charges taken at business locations that are undergoing restructuring and the relocation of its corporate headquarters to Sioux Falls," said Hylland. "Blue Dot's new management team is implementing a plan to improve performance by maximizing higher margin services, implementing new systems and processes, enhancing efficiency and improving underperforming business locations." Fourth quarter EBITDA from CornerStone Propane (NYSE:CNO) was $21.6 million, before nonrecurring losses totaling approximately $5.9 million primarily related to the sale of CornerStone's remaining crude and natural gas businesses, compared with $35.2 million in the fourth quarter of 2000. The propane distribution company results were significantly impacted by near record warm weather in the fourth quarter, which reduced retail gallons sold by 28 percent compared with the fourth quarter of 2000. Revenues for the quarter were $427 million, compared with $2.1 billion in same quarter in 2000. Full-year 2001 revenues were $2.5 billion, compared with $5.4 billion in 2000. Revenues for both the fourth quarter and full-year 2001 were lower due primarily to the sale and exit of certain natural gas and crude oil businesses along with lower commodity prices. NorthWestern Reports $2.03 EPS Before Restructuring Charges Feb. 7, 2002 Page 5 The action taken by CornerStone in January to pursue strategic options will be considered in conjunction with NorthWestern's required adoption of Financial Accounting Standard 142, "Goodwill and Other Intangible Assets" and Financial Accounting Standard 144, "Impairment or Disposal of Long-Lived Assets" effective Jan. 1, 2002. It is likely that substantially all of NorthWestern's nearly $40 million net carrying value in CornerStone will be taken as a non-cash adoption during the first quarter 2002. CONFERENCE CALL As previously announced, the Company will conduct a conference call with analysts today at 11 a.m. Eastern time. The conference call will be webcast live via the NorthWestern Corporation Web site at www.northwestern.com or at www.companyboardroom.com. ABOUT NORTHWESTERN NorthWestern Corporation, a FORTUNE 500 company, is a leading provider of services and solutions to more than 2 million customers across America in the energy and communications sectors. NorthWestern's partner entities include NorthWestern Services Group, a provider of electric, natural gas and communications services to Upper Plains customers; Expanets, one of the largest mid-market providers of networked communications solutions and services in the United States; Blue Dot, a leading provider of air conditioning, heating, plumbing and related services; and CornerStone Propane Partners L.P. (NYSE:CNO), one of the nation's largest retail propane distribution entities. Further information about NorthWestern is available on the Internet at www.northwestern.com. FORWARD-LOOKING STATEMENTS CERTAIN STATEMENTS MADE IN THIS NEWS RELEASE, INCLUDING THOSE RELATING TO EXPECTATION OF FUTURE FINANCIAL PERFORMANCE, CONTINUED GROWTH, CHANGES IN ECONOMIC CONDITIONS OR CAPITAL MARKETS AND CHANGES IN CUSTOMER USAGE PATTERNS AND PREFERENCES, AS WELL AS OTHER STATEMENTS REGARDING OUR ASSUMPTIONS, PROJECTIONS, EXPECTATIONS, TARGETS, INTENTIONS OR BELIEFS ABOUT FUTURE EVENTS, ARE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE "SAFE HARBOR" PROVISIONS OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THESE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO VARIOUS RISKS AND UNCERTAINTIES. A NUMBER OF IMPORTANT FACTORS WHICH ARE DIFFICULT TO PREDICT AND MANY OF WHICH ARE BEYOND THE CONTROL OF THE CORPORATION, COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IMPLIED BY THE FORWARD-LOOKING STATEMENTS. THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO, THE ADVERSE IMPACT OF WEATHER CONDITIONS; UNSCHEDULED GENERATION OUTAGES; MAINTENANCE OR REPAIRS; UNANTICIPATED CHANGES TO FOSSIL FUEL OR GAS SUPPLY COSTS OR AVAILABILITY DUE TO HIGHER DEMAND, SHORTAGES, TRANSPORTATION PROBLEMS OR OTHER DEVELOPMENTS; DEVELOPMENTS IN THE FEDERAL AND STATE REGULATORY ENVIRONMENT AND THE TERMS ASSOCIATED WITH OBTAINING REGULATORY APPROVALS; THE RATE OF GROWTH AND ECONOMIC CONDITIONS IN THE SERVICE AREAS OF THE CORPORATION AND ITS SUBSIDIARIES; THE SPEED AND DEGREE TO WHICH COMPETITION ENTERS THE INDUSTRIES AND MARKETS IN WHICH THE CORPORATION'S BUSINESSES OPERATE; THE TIMING AND EXTENT OF CHANGES IN INTEREST RATES AND FLUCTUATIONS IN ENERGY-RELATED COMMODITY PRICES; RISKS ASSOCIATED WITH ACQUISITIONS, TRANSITION AND INTEGRATION OF ACQUIRED COMPANIES, INCLUDING IMPLEMENTATION OF INFORMATION SYSTEMS AND REALIZING EFFICIENCIES IN EXCESS OF ANY RELATED RESTRUCTURING CHARGES; REDUCTION OF MINORITY INTEREST BASIS REQUIRING THE CORPORATION TO RECOGNIZE ITS SHARE OF OPERATING LOSSES AT CERTAIN SUBSIDIARIES; FOR LOSS ALLOCATION PURPOSES; CHANGES IN CUSTOMER USAGE PATTERNS AND PREFERENCES; AS WELL AS CHANGING CONDITIONS IN THE ECONOMY, CAPITAL MARKETS AND OTHER FACTORS IDENTIFIED FROM TIME TO TIME IN THE CORPORATION'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION; AND EVENTS, CONDITIONS OR CIRCUMSTANCES THAT PRECLUDE OR MATERIALLY DELAY THE COMPLETION OF THE ACQUISITION OF THE MONTANA POWER COMPANY'S ENERGY TRANSMISSION AND DISTRIBUTION BUSINESS. THIS NEWS RELEASE SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S REPORT ON 10-K FOR 2000, AND SUBSEQUENT QUARTERLY REPORTS ON 10-Q AND CURRENT REPORTS ON 8-K, WHICH CAN BE LOCATED AT www.sec.gov AND REQUESTED FROM NORTHWESTERN CORPORATION. NorthWestern Corporation Reports Fourth Quarter Results February 7, 2002 Page 6 NORTHWESTERN CORPORATION CONSOLIDATED STATEMENTS OF INCOME (In Thousands, Except Per Share Amounts) (Unaudited)
THREE MONTHS ENDED TWELVE MONTHS ENDED DECEMBER 31 DECEMBER 31 ------------------ ------------------- 2001 2000 2001 2000 ---- ---- ---- ---- OPERATING REVENUES $ 797,419 $ 2,549,858 $ 4,237,755 $ 7,132,090 COST OF SALES 596,109 2,308,383 3,380,188 6,295,675 ----------- ----------- ----------- ----------- GROSS MARGIN 201,310 241,475 857,567 836,415 ----------- ----------- ----------- ----------- OPERATING EXPENSES: Selling, General and Administrative 183,340 207,115 790,936 686,814 Restructuring 24,916 -- 24,916 -- Depreciation 18,005 15,265 66,138 58,034 Amortization of Goodwill and Other Intangibles 16,460 15,735 59,627 50,295 ----------- ----------- ----------- ----------- 242,721 238,115 941,617 795,143 ----------- ----------- ----------- ----------- OPERATING INCOME (LOSS) (41,411) 3,360 (84,050) 41,272 Interest Expense (24,112) (22,055) (90,365) (77,207) Investment Income and Other 3,893 1,147 8,023 8,981 ----------- ----------- ----------- ----------- LOSS BEFORE INCOME TAXES AND MINORITY INTERESTS (61,630) (17,548) (166,392) (26,954) Benefit for Income Taxes 30,133 12,118 47,380 4,117 ----------- ----------- ----------- ----------- LOSS BEFORE MINORITY INTERESTS (31,497) (5,430) (119,012) (22,837) Minority Interests 36,588 21,095 163,544 73,436 ----------- ----------- ----------- ----------- INCOME BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE 5,091 15,665 44,532 50,599 Cumulative Effect of Change in Accounting Principle, Net of Tax and Minority Interests -- -- -- (1,046) ----------- ----------- ----------- ----------- NET INCOME 5,091 15,665 44,532 49,553 Minority Interests on Preferred Securities of Subsidiary Trusts (1,877) (1,651) (6,827) (6,601) Dividends on Cumulative Preferred Stock (47) (47) (191) (191) ----------- ----------- ----------- ----------- EARNINGS ON COMMON STOCK $ 3,167 $ 13,967 $ 37,514 $ 42,761 =========== =========== =========== =========== AVERAGE COMMON SHARES OUTSTANDING 26,724 23,216 24,390 23,141 EARNINGS PER AVERAGE COMMON SHARE Basic Before Cumulative Effect $ .12 $ .60 $ 1.54 $ 1.89 Cumulative Effect of Change in Accounting Principle -- -- -- (0.04) ----------- ----------- ----------- ----------- Basic $ .12 $ .60 $ 1.54 $ 1.85 =========== =========== =========== =========== Diluted Before Cumulative Effect $ .12 $ .60 $ 1.53 $ 1.87 Cumulative Effect of Change in Accounting Principle -- -- -- (0.04) ----------- ----------- ----------- ----------- Diluted $ .12 $ .60 $ 1.53 $ 1.83 =========== =========== =========== ===========
- More - NorthWestern Corporation Reports Fourth Quarter Results February 7, 2002 Page 7 NORTHWESTERN CORPORATION SEGMENT INFORMATION
4TH QUARTER ENDED DECEMBER 31, 2001 ------------------------------------------------------------------------------------- Electric and Natural Gas (1) Communications HVAC Propane (2) All Other Total --------------- -------------- ---- ----------- --------- ----- Operating Revenues $ 47,018 $ 217,527 $ 101,247 $ 426,585 $ 5,042 $ 797,419 Cost of Sales 25,628 131,779 64,862 370,457 3,383 596,109 ----------- ----------- ----------- ----------- ----------- ----------- Gross Margin 21,390 85,748 36,385 56,128 1,659 201,310 Selling, general and administrative 8,565 87,367 38,758 40,462 8,188 183,340 Restructuring 4,499 5,906 7,239 -- 7,272 24,916 Depreciation 4,192 4,960 2,272 6,045 536 18,005 Amortization of goodwill and other intangibles -- 7,950 1,869 6,578 63 16,460 ----------- ----------- ----------- ----------- ----------- ----------- Operating Income (Loss) 4,134 (20,435) (13,753) 3,043 (14,400) (41,411) Interest expense (2,099) (6,816) (434) (11,156) (3,607) (24,112) Investment income and other 78 253 16 -- 3,546 3,893 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before taxes and minority interests 2,113 (26,998) (14,171) (8,113) (14,461) (61,630) Benefit (provision) for income taxes 160 14,729 4,718 964 9,562 30,133 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before minority interests $ 2,273 $ (12,269) $ (9,453) $ (7,149) $ (4,899) $ (31,497) =========== =========== =========== =========== =========== =========== 4TH QUARTER ENDED DECEMBER 31, 2000 ------------------------------------------------------------------------------------- Electric and Natural Gas (1) Communications HVAC Propane (2) All Other Total --------------- -------------- ---- ----------- --------- ----- Operating Revenues $ 57,071 $ 293,540 $ 109,907 $ 2,085,034 $ 4,306 $ 2,549,858 Cost of Sales 32,883 193,955 73,377 2,006,087 2,081 2,308,383 ----------- ----------- ----------- ----------- ----------- ----------- Gross Margin 24,188 99,585 36,530 78,947 2,225 241,475 Selling, general and administrative 9,926 112,763 34,874 43,789 5,763 207,115 Depreciation 4,054 2,370 2,469 5,950 422 15,265 Amortization of goodwill and other intangibles -- 10,220 1,628 3,871 16 15,735 ----------- ----------- ----------- ----------- ----------- ----------- Operating Income (Loss) 10,208 (25,768) (2,441) 25,337 (3,976) 3,360 Interest expense (1,812) (873) (1,339) (13,134) (4,897) (22,055) Investment income and other (130) 102 45 -- 1,130 1,147 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before taxes and minority interests 8,266 (26,539) (3,735) 12,203 (7,743) (17,548) Benefit (provision) for income taxes (1,960) 12,383 849 (1,808) 2,654 12,118 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before minority interests $ 6,306 $ (14,156) $ (2,886) $ 10,395 $ (5,089) $ (5,430) =========== =========== =========== =========== =========== =========== (1) 4TH QUARTER ENDED DECEMBER 31 ----------------------------------------------------- 2001 2000 ----------------------------------------------------- Electric Natural Gas Electric Natural Gas -------- ----------- -------- ----------- (1) Operating Revenues $ 21,407 $ 25,611 $ 22,492 $ 34,579 Cost of Sales 5,809 19,819 4,655 28,228 ----------- ----------- ----------- ----------- Gross Margin 15,598 5,792 17,837 6,351 Selling, general and administrative expenses 5,383 3,182 6,483 3,443 Restructuring 3,329 1,170 -- -- Depreciation 3,548 644 3,216 838 ----------- ----------- ----------- ----------- Operating Income $ 3,338 $ 796 $ 8,138 $ 2,070 =========== =========== =========== =========== (2) 4TH QUARTER ENDED DECEMBER 31 ----------------------------------------------------- 2001 2000 ------------------------ ------------------------ Retail Wholesale Retail Wholesale Propane Propane Propane Propane -------- ----------- -------- ----------- (2) Operating Revenues $ 88,377 $ 338,208 $ 137,661 $ 1,947,373 Cost of Sales 41,959 328,498 76,328 1,929,759 ----------- ----------- ----------- ----------- Gross Margin $ 46,418 $ 9,710 $ 61,333 $ 17,614 =========== =========== =========== ===========
- More - NorthWestern Corporation Reports Fourth Quarter Results February 7, 2002 Page 8 NORTHWESTERN CORPORATION SEGMENT INFORMATION
TWELVE MONTHS ENDED DECEMBER 31, 2001 ----------------------------------------------------------------------------------- Electric and Natural Gas (1) Communications HVAC Propane (2) All Other Total --------------- -------------- ---- ----------- --------- ----- Operating Revenues $ 251,208 $ 1,032,033 $ 423,803 $ 2,513,777 $ 16,934 $ 4,237,755 Cost of Sales 142,112 648,036 267,978 2,311,384 10,678 3,380,188 ----------- ----------- ----------- ----------- ----------- ----------- Gross Margin 109,096 383,997 155,825 202,393 6,256 857,567 Selling, general and administrative 42,284 431,477 145,954 147,957 23,264 790,936 Restructuring 4,499 5,906 7,239 -- 7,272 24,916 Depreciation 16,428 13,518 9,148 25,102 1,942 66,138 Amortization of goodwill and other intangibles -- 35,647 7,245 16,466 269 59,627 ----------- ----------- ----------- ----------- ----------- ----------- Operating Income (Loss) 45,885 (102,551) (13,761) 12,868 (26,491) (84,050) Interest expense (8,692) (17,330) (3,835) (48,164) (12,344) (90,365) Investment income and other 306 683 204 -- 6,830 8,023 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before taxes and minority interests 37,499 (119,198) (17,392) (35,296) (32,005) (166,392) Benefit (provision) for income taxes (11,857) 32,190 3,830 7,329 15,888 47,380 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before minority interests $ 25,642 $ (87,008) $ (13,562) $ (27,967) $ (16,117) $ (119,012) =========== =========== =========== =========== =========== =========== TWELVE MONTHS ENDED DECEMBER 31, 2000 ----------------------------------------------------------------------------------- Electric and Natural Gas (1) Communications HVAC Propane (2) All Other Total --------------- -------------- ---- ----------- --------- ----- Operating Revenues $ 181,309 $ 1,104,034 $ 408,829 $ 5,422,616 $ 15,302 $ 7,132,090 Cost of Sales 88,156 740,553 260,975 5,196,300 9,691 6,295,675 ----------- ----------- ----------- ----------- ----------- ----------- Gross Margin 93,153 363,481 147,854 226,316 5,611 836,415 Selling, general and administrative 39,211 350,926 129,447 149,777 17,453 686,814 Depreciation 15,919 7,614 7,901 25,271 1,329 58,034 Amortization of goodwill and other intangibles -- 29,552 5,891 14,814 38 50,295 ----------- ----------- ----------- ----------- ----------- ----------- Operating Income (Loss) 38,023 (24,611) 4,615 36,454 (13,209) 41,272 Interest expense (7,760) (4,019) (4,877) (42,738) (17,813) (77,207) Investment income and other (194) 508 401 -- 8,266 8,981 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before taxes and minority interests 30,069 (28,122) 139 (6,284) (22,756) (26,954) Benefit (provision) for income taxes (9,819) 8,323 (2,404) (972) 8,989 4,117 ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) before minority interests $ 20,250 $ (19,799) $ (2,265) $ (7,256) $ (13,767) $ (22,837) =========== =========== =========== =========== =========== =========== (1) TWELVE MONTHS ENDED DECEMBER 31 ---------------------------------------------------- 2001 2000 ----------------------- ----------------------- Electric Natural Gas Electric Natural Gas -------- ----------- -------- ----------- (1) Operating Revenues $ 106,995 $ 144,213 $ 86,575 $ 94,734 Cost of Sales 23,052 119,060 16,782 71,374 ----------- ----------- ----------- ----------- Gross Margin 83,943 25,153 69,793 23,360 Selling, general and administrative expenses 27,734 14,550 25,397 13,814 Restructuring 3,329 1,170 -- -- Depreciation 13,193 3,235 12,663 3,256 ----------- ----------- ----------- ----------- Operating Income $ 39,687 $ 6,198 $ 31,733 $ 6,290 =========== =========== =========== =========== (2) TWELVE MONTHS ENDED DECEMBER 31 ---------------------------------------------------- 2001 2000 ----------------------- ----------------------- Retail Wholesale Retail Wholesale Propane Propane Propane Propane -------- ----------- -------- ----------- (2) Operating Revenues $ 373,853 $ 2,139,924 $ 389,447 $ 5,033,169 Cost of Sales 195,541 2,115,843 211,139 4,985,161 ----------- ----------- ----------- ----------- Gross Margin $ 178,312 $ 24,081 $ 178,308 $ 48,008 =========== =========== =========== ===========
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