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): January 30, 2002
PPL Corporation
---------------
(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 1-11459 23-2758192
------------ ------- ----------
State or other jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
Two North Ninth Street, Allentown, Pennsylvania 18101-1179
----------------------------------------------------------
(Address of principal executive offices)
Registrant's Telephone Number, including Area Code: (610) 774-5151
--------------
ITEM 5. OTHER EVENTS
On January 30, 2002, PPL Corporation ("PPL") reported its earnings for
2001, announced a 36 percent increase in its common stock dividend, and revised
its earnings forecast for its core operations for 2002.
2001 EARNINGS
PPL announced 2001 diluted earnings per share of $1.22, compared with
$3.44 per share in 2000. Earnings from PPL's core operations in 2001 were $4.22
per share, compared with $3.28 per share from core operations in 2000. The 2001
core earnings were offset by several unusual items, including charges associated
with PPL's cancellation of certain U.S. power plant projects, the bankruptcy of
Enron Corporation and its affiliates ("Enron"), and impairment charges
associated with PPL's Brazilian and United Kingdom electric delivery businesses.
PPL had previously announced that it was scaling back its generation
expansion program as a result of the continuing low level of wholesale energy
prices, and cancelled certain projects in the early stages of development. As a
result of these cancellations, PPL took a charge to 2001 earnings of $150
million, or $88 million, after tax. PPL had also previously announced that as a
result of Enron's bankruptcy, certain of PPL's subsidiaries have terminated
certain electricity and gas agreements with Enron. PPL recorded after-tax
charges of $7.6 million in 2001 related to the Enron bankruptcy and termination
of these contracts.
Through its subsidiary, PPL Global, LLC ("PPL Global"), and through PPL
Global's 51 percent investment in Western Power Distribution ("WPD"), an
affiliate that delivers electricity in England and Wales, PPL had an investment
in the 1,875 MW Teesside Power Station ("Teesside"), located in northern
England. Enron participated, through affiliates, as an owner, operator and power
purchaser of the project. As a result of Enron's bankruptcy and its default on
its obligations under the power purchase agreements, PPL recorded a charge in
2001 of $20.8 million for its share of the impairment loss associated with
Teesside. In addition to the write-off associated with the Teesside investment,
PPL evaluated the carrying value of its WPD investment. PPL has determined to
take a $117 million impairment charge in 2001 to bring the carrying value of WPD
in line with its fair market value.
PPL's 2001 earnings have also been affected by a charge against
earnings related to PPL's investment in CEMAR, its Brazilian electricity
distribution company. A number of factors, including a prolonged drought,
electricity rationing, the regulatory climate and disruption of Brazil's
electricity markets have reduced the value of CEMAR. As a result, CEMAR has been
unable to obtain in-country financing necessary to fund its operations, and PPL
has decided that it will not provide additional funding. Consequently, PPL is
writing off $217 million of its $317 million investment in CEMAR in 2001.
Certain accounting rules limit PPL's ability to write off the entire CEMAR
investment in 2001, and an additional write-off is expected in the first quarter
of 2002. The amount of that write-off, up to the remaining value of the
investment, is expected to be approximately $100 million, or $0.68 per share.
2
These charges, which all occurred in the fourth quarter, were slightly
offset by a credit resulting from a change in the company's pension accounting
methods.
The details of PPL's 2001 earnings are:
Earnings Per Share (Diluted)
Earnings from core operations $4.22
Charges associated with Enron
bankruptcy ($0.19)
Cancellation of generation projects ($0.60)
WPD impairment ($0.80)
CEMAR impairment ($1.48)
Pension accounting change $0.07
Total unusual items ($3.00)
2001 earnings $1.22
PPL's 2001 earnings from core operations resulted from strong margins,
early in the year, from energy sales in both the eastern and western United
States, and from improved earnings contributions from energy-related businesses,
including PPL's synfuel operations and its mechanical contracting subsidiaries.
PPL reported a loss of $2.12 per share for the fourth quarter of 2001.
The company's earnings for the fourth quarter of 2000 were $0.87 per share.
Earnings from core operations for the fourth quarter were $0.87 per
share in 2001, the same level for that period in 2000. Core earnings in the
fourth quarter resulted from higher margins on energy sales in the eastern
United States, lower operation and maintenance costs and contributions from
synfuel operations, which were offset by depressed wholesale prices in the
western United States and lower results from Latin American operations.
DIVIDEND INCREASE
PPL has decided to increase its indicated annual common stock dividend
level to $1.44 per share in order to bring the portion of its earnings paid out
in dividends more in line with similar energy companies. PPL's annual common
stock dividend level has been $1.06 per share since early 2000. On a quarterly
basis, the PPL dividend will increase from 26.5 cents per share to 36 cents per
share. The increase will be effective with the quarterly dividend payable on
April 1, 2002, to shareowners of record on March 8, 2002.
3
Dividends on common stock are declared at the discretion of the Board
of Directors of PPL. PPL will continue to consider the appropriateness of the
dividend level, taking into account its financial position and results of
operations, conditions in the industry and other factors which the Board of
Directors deems relevant.
2002 EARNINGS FORECAST
PPL also announced its current forecast of 2002 earnings from core
operations of $3.30 to $3.50 per share based, among other things, on current
forward wholesale energy prices. Reported earnings would be lower as the result
of the expected additional $100 million ($0.68 per share) impairment charge for
CEMAR. In addition, a change in the accounting rules for goodwill as applied to
other Latin American investments could result in a charge in the first quarter
of 2002, but the amount of that charge, if any, has not been quantified at this
time.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Unaudited Consolidated Financial Information of PPL
* * * *
Certain statements contained in this report, including statements with
respect to future earnings, energy marketing, prices and margins, corporate
strategy, subsidiary performance, growth, dividends, project development,
liquidity, accounting impacts, revenues, capital expenditures, operating
expenses, and generating capacity, are "forward-looking statements" within the
meaning of the federal securities laws. Although PPL believes that the
expectations and assumptions reflected in these forward-looking statements are
reasonable, these statements involve a number of risks and uncertainties, and
actual results may differ materially from the results discussed in the
statements. The following are among the important factors that could cause
actual results to differ materially from the forward-looking statements: market
demand and prices for energy, capacity and fuel; weather variations affecting
customer energy usage; competition in retail and wholesale power markets; the
effect of any business or industry restructuring; the profitability and
liquidity of PPL and its subsidiaries; new accounting requirements or new
interpretations or applications of existing requirements; operating performance
of plants and other facilities; environmental conditions and requirements;
system conditions and operating costs; development of new projects, markets and
technologies; performance of new ventures; political, regulatory or economic
conditions in countries where PPL or its subsidiaries conduct business; receipt
of necessary governmental approvals; capital market conditions; stock price
performance; foreign exchange rates; and the commitments and liabilities of PPL
and its subsidiaries. Any such forward-looking statements should be considered
in light of such factors and in conjunction with PPL's Form 10-K and other
4
reports on file with the Securities and Exchange Commission.
SIGNATURE
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.
PPL CORPORATION
By: /s/ Joseph J. McCabe
-----------------------------
Joseph J. McCabe
Vice President and Controller
Dated: January 30, 2002
5