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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

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FORM 8-K

 

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CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)

April 21, 2005

 

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Consolidated Edison, Inc.

(Exact name of registrant as specified in its charter)

 

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New York		1-14514		13-3965100
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

4 Irving Place, New York, New York		10003
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code

(212) 460-4600

 

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Consolidated Edison Company of New York, Inc.

(Exact name of registrant as specified in its charter)

 

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New York		1-1217		13-5009340
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

4 Irving Place, New York, New York		10003
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code

(212) 460-4600

 

 

(Former name or former address, if changed since last report)

 

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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))

 

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INFORMATION TO BE INCLUDED IN THE REPORT

 

ITEM 2.02 Results of Operations and Financial Condition

 

On April 21, 2005, Consolidated Edison, Inc. issued a press release reporting, among other things, results of operations for the three months ended March 31, 2005. Con Edison’s summary consolidated balance sheets at March 31, 2005 and December 31, 2004 and consolidated income statements for the three months ended March 31, 2005 and 2004 were attached to the press release. The press release (including its attachments) is “furnished” as an exhibit to this report pursuant to Item 2.02 of Form 8-K.

 

ITEM 9.01 Financial Statements and Exhibits

 

		(c) Exhibits
Exhibit 99		Press release, dated April 21, 2005, furnished pursuant to Item 2.02 of Form 8-K.

 

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

DATE: April 21, 2005

 

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Exhibit 99

 

FOR IMMEDIATE RELEASE		Contact: Michael Clendenin
April 21, 2005		212-460-4111

 

Con Edison, Inc. Reports 2005 First Quarter Earnings

 

NEW YORK — Consolidated Edison, Inc. (Con Edison) [NYSE: ED] today reported net income for common stock for the first quarter of 2005 of $181 million or 75 cents a share, compared with earnings of $155 million or 69 cents a share for the first quarter of 2004. The company also declared a quarterly dividend of 57 cents a share on its common stock payable June 15, 2005 to stockholders of record as of May 18, 2005.

 

“Our improved performance for the first quarter reflects the continued strengthening of the local economy and Con Edison of New York’s new gas and steam rate plans, which have their greatest effect in the winter months,” said Eugene R. McGrath, Chairman and Chief Executive Officer.

 

The following table shows the major factors affecting basic earnings per share for the first quarter of 2005 compared with 2004:

 

		Earnings per Share Variation
Con Edison of New York:
Sales growth (estimated)		$	0.04
Impact of weather in 2005 versus 2004 (estimated)			(0.01	)
Gas rate changes (estimated)			0.04
Retention of non-firm gas revenues			0.04
Steam rate changes (estimated)			0.09
Increased pension and other postretirement benefit costs			(0.06	)
Higher operation and maintenance expense			(0.04	)
Higher depreciation and property tax expense			(0.04	)
Other			(0.03	)
Total Con Edison of New York			0.03
Orange and Rockland Utilities			—
Unregulated energy subsidiaries			0.02
Total earnings per share variation from continuing operations		$	0.05
Discontinued operations – Con Edison Communications			0.01
Total earnings per share variation		$	0.06

 

The earnings per share variations shown above reflect the dilutive effect of a higher weighted average number of common shares outstanding in the 2005 period (243 million shares) than in the 2004 period (226 million shares).

 

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Con Edison First Quarter 2005 Earnings		Page 2

 

For the three months ended March 31, 2005, amounts of electricity, firm gas and steam delivered by Con Edison of New York, after adjusting for variations in weather and billing days in the period, increased 2.2 percent, 3.8 percent and 3.1 percent, respectively, as compared with the 2004 period.

 

For Con Edison of New York, the variation in pension and other postretirement benefit costs reflects primarily lower net pension credits from the amortization of previous years’ net investment gains and losses. Higher operation and maintenance expense includes costs of moving facilities to avoid interfering with government projects. The gas and steam rate plans that went into effect in October 2004 and the new electric rate plan described below address these increased cost levels.

 

In March, the New York Public Service Commission approved a three-year electric rate plan for Con Edison of New York’s electric delivery service. Under this plan, rates were increased $104.6 million, effective April 1, 2005, and will be increased $220.4 million effective April 1, 2007. Additional plan provisions include amortization of certain regulatory assets and liabilities, which will increase electric revenues by $128 million, $173 million and $249 million in the first, second and third rate years, respectively; retention by the company of the first $60 million per year of proceeds from the sale of transmission rights; retention of a portion of earnings in excess of an 11.4 percent return on common equity; annual reconciliations of utility plant carrying cost, pension and other postretirement benefit costs and certain other costs to levels reflected in rates (with the difference, in some cases subject to certain limitations, deferred as regulatory assets or liabilities); and potential earnings adjustments if the company meets specified standards in its retail access and demand side management programs or fails to meet specified operational standards.

 

For the year 2005, the Company confirms its previous forecast of earnings in the range of $2.75 to $2.90 per share.

 

Refer to the attachments to this press release for the condensed consolidated balance sheets at March 31, 2005 and December 31, 2004 and the consolidated income statements for the three months ended March 31, 2005 and 2004. For additional information related to utility sales and revenues go to the Con Edison Web site at www.conedison.com, select “Investor Information” and then select “Financial Reports.”

 

This press release contains forward-looking statements of future expectations. Actual results might differ materially from those projected because of factors such as those identified in reports the company has filed with the Securities and Exchange Commission.

 

Consolidated Edison, Inc. is one of the nation’s largest investor-owned energy companies, with approximately $10 billion in annual revenues and $23 billion in assets. The company provides a wide range of energy-related products and services to its customers through the following subsidiaries: Consolidated Edison Company of New York, Inc., a regulated utility providing electric, gas, and steam service in New York City and Westchester County, New York; Orange and Rockland Utilities, Inc., a regulated utility serving customers in a 1,350 square mile area in southeastern New York state and adjacent sections of northern New Jersey and northeastern Pennsylvania; Con Edison Solutions, a retail energy supply and services company; Con Edison Energy, a wholesale energy supply company; Con Edison Development, a company that owns and operates generating plants and participates in other infrastructure projects; and Con Edison Communications, a telecommunications infrastructure company and service provider.

 

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Attachment A

 

CONSOLIDATED EDISON, INC.

CONSOLIDATED BALANCE SHEET (Condensed)

(UNAUDITED)

 

		March 31, 2005			December 31, 2004
		(Millions of Dollars)
ASSETS
PLANT, AT ORIGINAL COST
Utility plant - net		$	15,400		$	15,168
Non-utility plant - net			867			873
Non-utility property held for sale			69			65
NET PLANT			16,336			16,106
CURRENT ASSETS
Cash and temporary cash investments			477			26
Accounts receivable - customers, less allowance for uncollectible accounts			825			760
Other receivables, less allowance for uncollectible accounts			127			179
Inventories			190			307
Prepayments			245			93
Current assets held for sale			6			5
Other current assets			539			345
TOTAL CURRENT ASSETS			2,409			1,715
INVESTMENTS			258			257
DEFERRED CHARGES, REGULATORY ASSETS AND NONCURRENT ASSETS
Goodwill			406			406
Intangible assets - net			98			100
Prepaid pension costs			1,455			1,442
Regulatory assets			2,188			2,263
Noncurrent assets held for sale			1			—
Other deferred charges and noncurrent assets			279			271
TOTAL DEFERRED CHARGES, REGULATORY ASSETS AND NONCURRENT ASSETS			4,427			4,482
TOTAL ASSETS		$	23,430		$	22,560
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
Common shareholders’ equity		$	7,139		$	7,054
Preferred stock of subsidiary			213			213
Long-term debt			6,947			6,561
TOTAL CAPITALIZATION			14,299			13,828
NONCURRENT LIABILITIES
Provision for injuries and damages			181			180
Pension and retiree benefits			234			207
Superfund and other environmental costs			233			198
Noncurrent liabilities held for sale			6			5
Other noncurrent liabilities including minority interest			140			134
TOTAL NONCURRENT LIABILITIES			794			724
CURRENT LIABILITIES
Long-term debt due within one year			469			469
Notes payable			50			156
Accounts payable			874			920
Customer deposits			232			234
Current liabilities held for sale			7			11
Other current liabilities			578			434
TOTAL CURRENT LIABILITIES			2,210			2,224
DEFERRED CREDITS AND REGULATORY LIABILITIES
Deferred income taxes and investment tax credits			3,757			3,726
Regulatory liabilities and other deferred credits			2,370			2,058
TOTAL DEFERRED CREDITS AND REGULATORY LIABILITIES			6,127			5,784
TOTAL CAPITALIZATION AND LIABILITIES		$	23,430		$	22,560

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Attachment B

 

Consolidated Edison, Inc.

CONSOLIDATED INCOME STATEMENT

(Unaudited)

 

		For the Three Months Ended March 31,
		2005				2004
		(Millions of Dollars/Except Share Data)
OPERATING REVENUES
Electric		$	1,513			$	1,539
Gas			728				645
Steam			267				235
Non-utility			293				260
TOTAL OPERATING REVENUES			2,801				2,679
OPERATING EXPENSES
Purchased power			940				930
Fuel			191				185
Gas purchased for resale			452				401
Other operations and maintenance			414				378
Depreciation and amortization			141				136
Taxes, other than income taxes			270				282
Income taxes			110				108
TOTAL OPERATING EXPENSES			2,518				2,420
OPERATING INCOME			283				259
OTHER INCOME (DEDUCTIONS)
Investment and other income			6				11
Allowance for equity funds used during construction			7				6
Preferred stock dividend requirements of subsidiary			(3	)			(3	)
Other deductions			(6	)			(3	)
Income taxes			4				2
TOTAL OTHER INCOME (DEDUCTIONS)			8				13
INTEREST EXPENSE
Interest on long-term debt			107				108
Other interest			9				10
Allowance for borrowed funds used during construction			(6	)			(4	)
NET INTEREST EXPENSE			110				114
INCOME FROM CONTINUING OPERATIONS			181				158
LOSS FROM DISCONTINUED OPERATIONS (NET OF INCOME TAXES OF $2 IN 2004)			—				(3	)
NET INCOME		$	181			$	155
EARNINGS PER COMMON SHARE - BASIC
Continuing operations		$	0.75			$	0.70
Discontinued operations			—			$	(0.01	)
Net income		$	0.75			$	0.69
EARNINGS PER COMMON SHARE - DILUTED
Continuing operations		$	0.75			$	0.69
Discontinued operations			—			$	(0.01	)
Net income		$	0.75			$	0.68
AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC (IN MILLIONS)			242.7				226.2
AVERAGE NUMBER OF SHARES OUTSTANDING - DILUTED (IN MILLIONS)			243.4				227.2