Item 2. "Properties" and Note 12 of the Notes to Consolidated Financial Statements.
FUEL SUPPLY. The following table details the sources of the electricity sold by the Company during 1994 and expected sources for the following three years:
Actual /-------- Expected -------/ 1994 1995 1996 1997
Fossil, primarily coal 50% 61% 60% 60% Nuclear 26 23 22 26 Purchases 24 16 18 14 100% 100% 100% 100%
The above percentages assume nuclear refueling outages will occur during both 1995 and 1996. There was no refueling outage in 1994. The 1994 purchases include purchases by the Company from Terra Comfort Corporation (an affiliate of the Company). Effective December 31, 1994, the Company purchased all of the assets of Terra Comfort. The increase in the expected fossil percentages from the 1994 actual is a function of lower projected fuel costs for 1995-1997 as well as the timing of the nuclear refueling outages. In addition, the Company anticipates the availability and efficiency of its fossil generating stations to be greater in 1995-1997 due to capacity improvements made at certain stations in recent years.
The Company's primary fuel source is coal and the generation mix is influenced directly by refueling outages at the DAEC. The average cost of fuel used for generation by the Company for the years 1994-1992 is presented below:
1994 1993 1992
Average cost of fuel:
Nuclear, per million Btu's $ .67 $ .60 $ .55 Coal, per million Btu's .97 .97 1.08 Average for all fuels, per million Btu's .89 .90 .93
The following table summarizes the Company's minimum coal contract commitments:
Average Annual Maximum estimated base price Quantity Termination Sulfur per ton of coal delivered (Tons) Date Content 1995 1996 1997
Cordero Mining Co. (OGS) (1) 780,571 12/31/01 0.6% $ 17.24 $ 17.76 $ 18.29
Koch Carbon Inc. (Sutherland) 100,000 12/31/99 6.2% $ 19.23 $ 19.51 $ 19.77
Caballo Coal Co. (OGS) or (BGS) (2) 1,200,000 12/31/97 0.4% $ 12.41 $ 12.80 $ 13.19
Thunder Basin (Sutherland) 320,000 12/31/96 0.3% $ 13.63 $ 13.95 $ N/A
Caballo Rojo (BGS) 200,000 12/31/96 0.3% $ 14.83 $ 15.18 $ N/A
Caballo Rojo (3) 640,000 12/31/96 0.3% $ 16.17 $ 16.56 $ N/A
Short-term contracts (BGS) 27,000 04/30/95 1.0% $ 22.50 $ N/A $ N/A
(1) Cost under the contracts is comprised of base contract prices plus specifically contracted periodic adjustments for increases in certain specific costs of producing the coal. The effect of such adjustments to the base contract prices of future coal cannot currently be predicted with any certainty.
(2) The contract covers 1,200,000 to 1,550,000 annual tons delivered to either OGS or Burlington Generating Station (BGS). The prices listed in the table are for OGS; the BGS delivered price would be slightly higher.
(3) Coal may be delivered to either Prairie Creek Station or Sixth Street Station. The prices listed in the table are for Prairie Creek; the Sixth Street delivered price would be slightly higher.
During 1994, the Company purchased a total of 3,761,000 tons of coal for its generating plants. At December 31, 1994, the Company had coal inventory at its principal generating stations ranging from 58 to 119 days' usage during high demand periods or a weighted average of 70 days' usage.
The Company estimates that its existing coal fired generating units will require approximately 13,292,000 tons of coal to operate during the period 1995-1997. The Company believes that an ample supply of coal is available in the spot market and intends to purchase such coal as necessary to supplement its coal supply contracts and meet its generation requirements.
Some of the Company's contracted coal supply is provided by surface mining operations which are regulated by the Federal Strip Mine Act. Most of the surface mining coal contracts contain clauses which pass reclamation and royalty costs through to the respective utility; such costs billed to the Company are recoverable through its Energy Adjustment Clauses (EAC). See Note 1(j) of the Notes to Consolidated Financial Statements for discussion of the EAC.
The Company has purchased a supply of UF6 pursuant to a contract with Eldorado, Ltd. of Canada which, along with previously purchased and contracted amounts, will provide the Company with sufficient UF6 to cover its needs through the 1995 refueling. Such uranium is being held without charge by the United States Department of Energy (DOE) under a usage agreement between the DOE and the Company, which allows the Company to retrieve the material as needed. Bids are currently being evaluated for purchase of additional uranium. Enrichment services are being provided by the United States Enrichment Corporation (USEC) under a contract which extends to the year 2014 or the retirement of the plant, whichever occurs first. Under provisions of that contract, the Company is exploring possibilities of obtaining lower cost enrichment from non-USEC sources. Fabrication of the nuclear fuel is being performed by General Electric Company for fuel through the 2008 refueling of the DAEC. See Note 11(f) of the Notes to Consolidated Financial Statements for a discussion of the Company's assessment under the National Energy Policy Act of 1992 for the "Uranium Enrichment Decontamination and Decommissioning Fund," which is based upon prior nuclear fuel purchases.
Refer to Item 1. "Environmental Matters" for a discussion of nuclear waste disposal issues.
GAS OPERATIONS. With the advent of FERC Order 636 (Order 636), issued in 1992, the nature of the Company's gas supply portfolio has changed. Traditionally, the Company's natural gas was supplied by the following interstate pipelines - Northern Natural Gas Company (Northern), Natural Gas Pipeline Company of America (Natural) and ANR Pipeline Company (ANR). These pipelines were obligated to supply natural gas to the Company under peak day conditions up to pre-determined contract levels. Order 636, among other things, eliminated the interstate pipelines obligation to serve and now requires the Company to purchase virtually 100% of its gas supply requirements from non-pipeline suppliers.
Order 636, as modified on rehearing: 1) requires the Company's pipeline suppliers to unbundle their services so that gas supplies are obtained separately from transportation service, and transportation and storage services are operated and billed as separate and distinct services; 2) requires the pipeline suppliers to offer "no notice" transportation service under which firm transporters (such as the Company) can receive delivery of gas up to their contractual capacity level on any day without prior scheduling; 3) allows pipelines to abandon long-term (one year or more) transportation service provided to a customer under an expiring contract whenever the customer fails to match the highest rate and longest term (up to 20 years) offered to the pipeline by other customers for the particular capacity; and 4) provides for a mechanism under which pipelines can recover prudently incurred transition costs associated with the restructuring process. The Company has enhanced access to competitively priced gas supply and more flexible transportation services as a result of Order 636. However, under Order 636, the Company is required to pay certain transition costs incurred and billed by its pipeline suppliers.
The Company's three pipeline suppliers have made filings with the FERC to begin collecting their respective transition costs, and additional filings are expected. The Company began paying the transition costs in 1993, and, at December 31, 1994, has recorded a liability of $8.0 million for those transition costs that have been incurred by the pipelines to date, including $3.0 million expected to be billed through 1995. The Company is currently recovering the transition costs from its customers through its Purchased Gas Adjustment Clauses as such costs are billed by the pipelines. Transition costs, in addition to the recorded liability, that may ultimately be charged to the Company could approximate $10 million. The ultimate level of costs to be billed to the Company depends on the pipelines' filings with the FERC and other future events, including the market price of natural gas. However, the Company believes any transition costs that the FERC would allow the pipelines to collect from the Company would be recovered from its customers, based upon regulatory treatment of these costs currently and similar past costs by the IUB. Accordingly, regulatory assets, in amounts corresponding to the recorded liabilities, have been recorded to reflect the anticipated recovery.
Contracts with the pipelines subsequent to Order 636 are comprised primarily of firm transportation, firm storage and no-notice service. Firm transportation contracts grant the Company access to firm pipeline capacity which is used to transport gas supplies from non-pipeline suppliers on peak day. Firm storage service allows the Company to purchase gas during off-peak periods and place this gas in an account with the pipelines. When the gas is needed for peak day deliveries, the Company requests and the pipelines deliver the gas back on a firm basis. No-notice service is a new service offered as a result of Order 636. No-notice service grants the Company the right to take more or less gas than is actually nominated up to the level of no-notice service. No- notice service takes the form of transportation balancing or storage service depending on the pipeline.
The Company's portfolio of firm transportation, firm storage and no-notice service from pipelines is as follows:
Firm Firm Transportation Storage No-Notice
Northern: Volume (Dth/day) 140,996 48,218 10,000 Expiration date 10/31/97 10/31/97 10/31/97
Natural: Volume (Dth/day) 28,605 37,467 10,000 Expiration date 11/30/2000 11/30/95 11/30/95
ANR: Volume (Dth/day) 60,737 19,180 5,000 Expiration date 10/31/2003 10/31/2003 10/31/2003
In addition to firm storage with pipelines, the Company also contracts for firm storage from Llano, Inc. This contract calls for peak day deliveries of 18,667 Dth/day and expires May 31, 1997.
Gas supply is purchased from a variety of non-pipeline suppliers located in the United States and Canada having access to virtually all major natural gas producing regions. For the calendar year 1994, the Company's maximum daily load occurred on January 17, 1995, with total system flow of approximately 289,000 dekatherms, including transported volumes, and total contract availability of approximately 276,000 dekatherms.
As a result of Order 636, the Company accepted assignment of certain gas supply contracts previously held by Northern. Accepting assignment of these contracts resulted in lower costs to the Company than would have been incurred had Northern bought out the agreements and billed the Company for its share of such costs.
Contracts assigned to the Company from Northern have maximum delivery requirements of 23,147 Dth, and minimum take requirements of 5,851 Dth, under contracts with remaining lengths of up to six years.
Additional firm gas supply agreements were independently negotiated by the Company. These gas supply agreements have maximum and minimum obligations as follows:
Maximum Minimum Daily Quantity Daily Quantity (Dth/day) (Dth/day)
Northern 55,410 29,983 Natural 21,575 18,812 ANR 25,000 18,500
These gas supply contracts have expiration dates ranging from five months to five years.
Rates charged by the Company's pipeline suppliers are subject to regulation by the FERC. A purchased gas adjustment clause (PGA) allows the Company to adjust customer rates as a result of changes in the cost of gas purchased. See Note 1(j) of the Notes to Consolidated Financial Statements for discussion of the PGA.
NUCLEAR REGULATORY COMMISSION (NRC) AND OTHER NUCLEAR MATTERS. As an owner and the operator of a nuclear generating unit at the DAEC, the Company is subject to the jurisdiction of the NRC. The NRC has broad supervisory and regulatory jurisdiction over the construction and operation of nuclear reactors, particularly with regard to public health, safety and environmental considerations.
The operation and design of nuclear power plants is under constant review by the NRC. The Company has complied with and is currently complying with all NRC requests for data relating to these reviews. As a result of such reviews, further changes in operations or modifications of equipment may be required, the cost of which cannot currently be estimated.
The Company will be conducting an inspection during the 1995 refueling outage of the DAEC reactor core internals. This is in response to cracking identified in similar reactors. If cracking is identified, repairs will be completed either at the time discovered or during the 1996 refueling outage depending upon the type of repair required. It is estimated that such repairs, if necessary, would cost approximately $3.0 million.
The large amount of change in regulations, designs and procedures that occur for a nuclear power plant over a period of time presents a difficult task to ensure that all affected design information documents, procedures and specifications are continually updated. The Company has developed a Configuration Management Plan and a Design Basis Program which are designed to coordinate control of the updating and maintenance of plant documents to ensure regulatory requirements are met. The first phase of this effort has been completed and work is now under way on the second phase. Through 1994, $4.3 million had been spent on the second phase. It is expected that an additional $1.1 million will be expended through 1996.
The NRC has expressed concern to licensees over use of thermolag fire proofing material in nuclear power plants. The Company has spent $0.7 million through 1994 and anticipates spending an additional $1.0 million through 1997 to identify and resolve deficiencies.
Under the Price-Anderson Amendments Act of 1988 (1988 Act), the Company currently has the benefit of $8.9 billion of public liability coverage which would compensate the public in the event of an accident at a commercial nuclear power plant. The 1988 Act permits such coverage to rise with increased availability of nuclear insurance and the changing number of operating nuclear plants subject to retroactive premium assessments. The 1988 Act provides for inflation indexing (Consumer Price Index every fifth year) of the retroactive premium assessments.
As an outgrowth of the Three Mile Island Nuclear Power Plant (TMI) experience, nuclear plant owners have initiated a cooperative insurance program designed to help cover replacement power expenses for participating utilities arising from a possible nuclear plant accident. The Company is a participant in this program. This type of insurance is an industry response intended to lessen the cost burden on customers in the event of a lengthy plant shutdown.
To provide this coverage, a nuclear utility mutual insurance company known as Nuclear Electric Insurance Limited (NEIL) was formed. Under the Company's policy, following a 21 week waiting period from the time of an accident, coverage of up to 100% of estimated replacement power costs for an ensuing one year period is provided and up to 80% of that amount will be provided for a second and third year. The annual premium cost to the Company is estimated to be less than the cost of replacement power for one week.
The Company currently carries primary property insurance coverage on the DAEC facility of $500 million with the Nuclear Insurance Pools (American Nuclear Insurers and Mutual Atomic Energy Liability Underwriters). Following the TMI incident, it became apparent to nuclear plant owners that the commercially available property insurance was inadequate considering the cost of decontamination. Consequently, the Company obtained excess property insurance through the Nuclear Insurance Pools and NEIL as it became available. The Nuclear Insurance Pools excess insurance now provides $850 million of coverage after losses exceed $500 million. The NEIL excess insurance provides an additional $1.4 billion of coverage after losses exceed $1.35 billion. These policies bring the total property coverage to $2.75 billion. The NEIL policy limits include $250 million for premature decommissioning.
For information concerning the potential assessment of retroactive premiums relating to the above described public liability, replacement power and excess property insurance coverages, refer to Note 11(e) of the Notes to Consolidated Financial Statements. The NRC established requirements with respect to guaranteeing the ability of owners to make such retroactive payments on the public liability policy. Of the various alternatives available, the Company elected to submit certified financial statements showing that sufficient cash flow could be generated and would be available for payment of the required assessments within a three month period. The maximum of the annual retroactive premiums was approximately $7 million at December 31, 1994.
The NRC has a backlog of generic and unresolved safety issues which it is currently studying. Resolution of such issues may require additional modifications to the DAEC.
Refer to Item 1. "Environmental Matters" for a discussion of nuclear waste disposal issues.
NATIONAL ENERGY POLICY ACT. In 1992, the National Energy Policy Act of 1992 (Energy Act) was enacted. In addition to the assessments for the Uranium Enrichment Decontamination and Decommissioning Fund discussed in Note 11(f) of the Notes to Consolidated Financial Statements, the Energy Act addresses a wide range of energy issues. Title VII of the Energy Act creates exemptions from regulation under the Public Utility Holding Company Act of 1935 (PUHCA) and creates a class of exempt wholesale generators consisting of utility affiliates and nonutilities that are owners and operators of facilities for the generation and transmission of power for wholesale sales. In addition, PUHCA has been amended to allow utilities to compete on a global scale with foreign entities to own and operate generation, transmission and distribution facilities. The Energy Act also gives FERC the authority to order investor owned utilities to transmit power and energy to or for wholesale purchasers and sellers. FERC may also require electric utilities to increase their transmission capacity to provide these services. The new law creates the potential for electric utilities and other power producers to gain increased access to the transmission systems of other entities to facilitate wholesale sales.
The IUB has initiated a Notice of Inquiry (Docket No. NOI- 95-1) on the subject of "Emerging Competition in the Electric Utility Industry." The purpose is to address all forms of competition in the electric utility industry and to gather information and perspectives on electric competition from all persons and entities with an interest or stake in the issues. Informal discussions among the parties will be held. Such discussions are not expected to produce any specific actions by the IUB at this time. The company is unable to predict the ultimate impact the Energy Act or the IUB's Notice of Inquiry will have on its operations.
See Item 7. "Management's Discussion and Analysis of the Results of Operations and Financial Condition" for more information.
Item 2. Properties
The Company's principal electric generating stations at December 31, 1994, are as follows:
Name and Location Major Fuel Net Kilowatts Accredited of Station Type Generating Capability
Duane Arnold Energy Center, Palo, Iowa Nuclear 360,500 (1) Ottumwa Generating Station, Ottumwa, Iowa Coal 343,440 (2) Prairie Creek Station, Cedar Rapids, Iowa Coal 234,000 Sutherland Station, Marshalltown, Iowa Coal 143,000 Sixth Street Station, Cedar Rapids, Iowa Coal 71,000 Burlington Generating Station, Burlington, Iowa Coal 211,800 George Neal Unit 3, Sioux City, Iowa Coal 144,200 (3) Total Coal 1,147,440
Peaking Turbines, Marshalltown, Iowa Oil 156,000 Centerville Combustion Turbines, Centerville, Iowa Oil 49,000 (4) Diesel Stations, all in Iowa Oil 12,200 Total Oil 217,200
Grinnell Station, Grinnell, Iowa Gas 47,200 Agency Street Combustion Turbines, West Burlington, Iowa Gas 65,000 (4) Burlington Combustion Turbines, Burlington, Iowa Gas 16,600 Total Gas 128,800
Total generating capability 1,853,940
(1) Represents the Company's 70% ownership interest in this 515,000 Kw generating station. The plant is operated by the Company.
(2) Represents the Company's 48% ownership interest in this 715,500 Kw generating station. The plant is operated by the Company.
(3) Represents the Company's 28% ownership interest in this 515,000 Kw generating station which is operated by an unaffiliated utility.
(4) Effective December 31, 1994, all of the assets of Terra Comfort were sold to the Company, including the Centerville and Agency Street Combustion Turbines.
At December 31, 1994, the transmission lines of the Company, operating from 34,000 to 345,000 volts, approximated 4,390 circuit miles (all located in Iowa). The Company owned 108 transmission substations (all located in Iowa) with a total installed capacity of 8,415.7 MVa and 466 distribution substations (all located in Iowa) with a total installed capacity of 2,545.8 MVa.
The Company's principal properties are suitable for their intended use and are held subject to liens of indentures relating to its First Mortgage Bonds.
Item 3.
Item 3. Legal Proceedings
Reference is made to Notes 3 and 11 of the Notes to Consolidated Financial Statements for a discussion of the Company's rate proceedings and environmental matters. Also see Item 1. "Business - Environmental Matters" and Item 7. "Management's Discussion and Analysis of the Results of Operations and Financial Condition."
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders
None.
PART II
Item 5.
Item 5. Market for the Registrant's Common Stock and Related Stockholder Matters
All outstanding common stock of the Company is held by its parent (Industries) and is not publicly traded.
The dividends declared for the last two years are as follows:
Quarter Dividends Declared (000's) First Quarter $ 7,000 Second Quarter 15,000 Third Quarter 15,000 Fourth Quarter 15,000 $ 52,000
First Quarter $ 10,000 Second Quarter 5,700 Third Quarter 3,800 Fourth Quarter 11,800 $ 31,300
Under terms of the Fifty-fifth and Fifty-sixth Supplemental Indentures relating to the Company's Series W and Series X First Mortgage Bonds, the Company agreed that no cash dividends shall be paid or declared, nor shall any distribution be made on any capital stock, nor shall any shares of such stock be purchased, redeemed or otherwise acquired for any consideration by the Company or any subsidiary of the Company, if after immediately giving effect to such payment, distribution or retirements, (A) the principal amount of all outstanding defined Unsecured Indebtedness of the Company exceeds 20% of defined Total Capitalization, or (B) the aggregate amount of all such payments, distributions and retirements made since December 31, 1987, exceeds net income of the Company since December 31, 1987, plus $50,000,000. Pursuant to these terms, at December 31, 1994, $18,209,000 of the Company's retained earnings was restricted as to the payment of cash dividends. The Company may periodically pay cash dividends on any shares of its preferred or preference stock at any time issued and outstanding, provided that all such payments shall be included in the above payments as determined since December 31, 1987.
The Series W and Series X First Mortgage Bonds both mature in 1995. Once such maturities are completed, there will no longer be any restrictions on the Company's retained earnings.
Item 6.
Item 6. Selected Consolidated Financial Data
The following selected consolidated financial data, in the opinion of the Company, includes adjustments, which are normal and recurring in nature, necessary for the fair presentation of the results of operations and financial position. See Item 7.
Item 9. Changes and Disagreements with Accountants on Accounting and Financial Disclosure
None.
PART III
Item 10.
Item 10. Directors, Executive Officers, Promoters and Control Persons of the Registrant
Information regarding the identification of directors is included in Exhibit 99 and is incorporated herein by reference. Exhibit 99 is primarily an excerpt from IES Industries Inc. definitive proxy statement prepared for the 1995 annual meeting of stockholders, which was filed on March 20, 1995. The executive officers of the registrant are as follows:
Executive Officers of the Registrant (Effective February 7, 1995)
Lee Liu, 61, Chairman of the Board & Chief Executive Officer. First elected officer in 1975.
Blake O. Fisher, Jr., 50, President, Chief Operating Officer & Chief Financial Officer and Director. First elected officer in 1991. (i)
Rene H. Males, 62, Executive Vice President. First elected officer in 1991. (ii)
Dr. Robert J. Latham, 52, Senior Vice President, Finance. First elected officer in 1985.
Stephen W. Southwick, 48, Vice President, General Counsel & Secretary. First elected officer in 1982.
John F. Franz, Jr., 55, Vice President, Nuclear. First elected officer in 1992. (iii)
Philip D. Ward, 54, Vice President, Engineering & Generation. First elected officer in 1990.
Harold W. Rehrauer, 57, Vice President, Field Operations. First elected officer in 1987.
Richard A. Gabbianelli, 38, Controller & Chief Accounting Officer. First elected officer in 1994.
Dennis B. Vass, 45, Treasurer. First elected officer in 1995. (iv)
Officers are elected annually by the Board of Directors and each of the officers named above, except Blake O. Fisher, Jr., Rene H. Males, John F. Franz, Jr. and Dennis B. Vass, have been employed by the Company as an officer or in other responsible positions at such companies for at least five years. There are no family relationships among these officers. There are no arrangements or understandings with respect to election of any person as an officer.
(i) Prior to the appointment of Blake O. Fisher, Jr. as Executive Vice President & Chief Financial Officer of the Company in January 1991, he was employed by Consumers Power Company as Vice President Finance and Treasurer.
(ii) Prior to the appointment of Rene H. Males as an officer in 1991, he was President of Joy Environment Equipment Company of Monrovia, California. He was Senior Vice President for Wisconsin Electric Power Company from 1987 to 1989.
(iii) Prior to the appointment of John F. Franz, Jr. as Vice President, Nuclear in 1992, he was employed by Philadelphia Electric Company as Plant Manager, Peach Bottom Atomic Power Station.
(iv) Prior to the appointment of Dennis B. Vass as Treasurer of the Company in February, 1995, he was employed by Consumers Power Company as Financial Projects Director and by the Company in April, 1991, as Manager of Finance.
Item 11.
Item 11. Executive Compensation
Information regarding executive compensation and transactions is included in Exhibit 99 and is incorporated herein by reference.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Information regarding security ownership of certain beneficial owners and management is included in Exhibit 99 and is incorporated herein by reference.
Item 13.
Item 13. Certain Relationships and Related Transactions
Information regarding certain relationships and related transactions is included in Exhibit 99 and is incorporated herein by reference.
PART IV
Item 14.
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
Page No.
(a) 1. Financial Statements -
Included in Part II of this report -
Report of Management. 49 - 50
Report of Independent Public Accountants. 51
Consolidated Statements of Income for the years ended December 31, 1994, 1993 and 1992. 52
Consolidated Statements of Retained Earnings for the years ended December 31, 1994, 1993 and 1992. 53
Consolidated Balance Sheets at December 31, 1994 and 1993. 54 - 55
Consolidated Statements of Capitalization at December 31, 1994 and 1993. 56
Consolidated Statements of Cash Flows for the years ended December 31, 1994, 1993 and 1992. 57
Notes to Consolidated Financial Statements. 58 - 84
(a) 2. Financial Statement Schedules -
Included in Part IV of this report -
Schedule II - Valuation and Qualifying Accounts and Reserves for the years ended December 31, 1994, 1993 and 1992. 90
Other schedules are omitted as not required under Rules of Regulation S-X.
(a) 3. Exhibits -
See Exhibit Index beginning on page 93.
(b) Reports on Form 8-K -
Items Reported Financial Statements Date of Report
7 Note 1 March 15, 1995
Note 1: The Form 8-K provided the audited financial statements of the Company.
IES UTILITIES INC.
SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
Column A Column B Column E
Balance Balance Description January 1 December 31 (in thousands)
1994: Accumulated provision for uncollectible accounts $ 409 $ 650
Accumulated provision for rate refunds $ 8,670 $ -
1993: Accumulated provision for uncollectible accounts $ 567 $ 409
Accumulated provision for rate refunds $ 9,020 $ 8,670
1992: Accumulated provision for uncollectible accounts $ 804 $ 567
Accumulated provision for rate refunds $ 1,492 $ 9,020
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 29th day of March 1995.
IES UTILITIES INC. (Registrant)
By /s/ Blake O. Fisher, Jr. Blake O. Fisher, Jr. President, Chief Operating Officer & Chief Financial Officer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on March 29, 1995:
/s/ Lee Liu Chairman of the Board & Lee Liu Chief Executive Officer (Principal Executive Officer)
/s/ Blake O. Fisher, Jr. President, Chief Operating Officer & Blake O. Fisher, Jr. Chief Financial Officer and Director (Principal Financial Officer)
/s/ Richard A. Gabbianelli Controller & Chief Accounting Officer Richard A. Gabbianelli (Principal Accounting Officer)
/s/ C.R.S. Anderson Director C.R.S. Anderson
/s/ J. Wayne Bevis Director J. Wayne Bevis
/s/ Dr. George Daly Director Dr. George Daly
/s/ G. Sharp Lannom, IV Director G. Sharp Lannom, IV
/s/ Jack R. Newman Director Jack R. Newman
/s/ Robert D. Ray Director Robert D. Ray
/s/ David Q. Reed Director David Q. Reed
/s/ Henry Royer Director Henry Royer
/s/ Robert W. Schlutz Director Robert W. Schlutz
/s/ Anthony R. Weiler Director Anthony R. Weiler
EXHIBIT INDEX
The Exhibits designated by an asterisk are filed herewith and all other Exhibits as stated to be filed are incorporated herein by reference.
Exhibit
3(a) Articles of Incorporation of the Registrant, Amended and Restated as of January 6, 1994 (Filed as Exhibit 4(b) to Company's Current Report on Form 8-K, dated January 7, 1994).
3(b) Bylaws of Registrant, as amended February 7, 1995 (Filed as Exhibit 3 to Company's Current Report on Form 8-K, dated March 15, 1995).
4(a) Indenture of Mortgage and Deed of Trust, dated as of September 1, 1993, between the Company (formerly Iowa Electric Light and Power Company (IE)) and the First National Bank of Chicago, as Trustee (Mortgage) (Filed as Exhibit 4(c) to IE's Form 10-Q for the quarter ended September 30, 1993).
4(b) Supplemental Indentures to the Mortgage:
Number Dated as of IE File Reference Exhibit
First October 1, 1993 Form 10-Q, 11/12/93 4(d) Second November 1, 1993 Form 10-Q, 11/12/93 4(e)
4(c) Indenture of Mortgage and Deed of Trust, dated as of August 1, 1940, between the Company (formerly IE) and the First National Bank of Chicago, Trustee (1940 Indenture) (Filed as Exhibit 2(a) to IE's Registration Statement, File No. 2-25347).
4(d) Supplemental Indentures to the 1940 Indenture:
Number Dated as of IE File Reference Exhibit
First March 1, 1941 2-25347 2(a) Second July 15, 1942 2-25347 2(a) Third August 2, 1943 2-25347 2(a) Fourth August 10, 1944 2-25347 2(a) Fifth November 10, 1944 2-25347 2(a) Sixth August 8, 1945 2-25347 2(a) Seventh July 1, 1946 2-25347 2(a) Eighth July 1, 1947 2-25347 2(a) Ninth December 15, 1948 2-25347 2(a) Tenth November 1, 1949 2-25347 2(a) Eleventh November 10, 1950 2-25347 2(a) Twelfth October 1, 1951 2-25347 2(a) Thirteenth March 1, 1952 2-25347 2(a) Fourteenth November 5, 1952 2-25347 2(a) Fifteenth February 1, 1953 2-25347 2(a) Sixteenth May 1, 1953 2-25347 2(a) Seventeenth November 3, 1953 2-25347 2(a) Eighteenth November 8, 1954 2-25347 2(a) Nineteenth January 1, 1955 2-25347 2(a) Twentieth November 1, 1955 2-25347 2(a) Twenty-first November 9, 1956 2-25347 2(a) Twenty-second November 6, 1957 2-25347 2(a) Twenty-third November 4, 1958 2-25347 2(a) Twenty-fourth November 3, 1959 2-25347 2(a) Twenty-fifth November 1, 1960 2-25347 2(a) Twenty-sixth January 1, 1961 2-25347 2(a) Twenty-seventh November 7, 1961 2-25347 2(a) Twenty-eighth November 6, 1962 2-25347 2(a) Twenty-ninth November 5, 1963 2-25347 2(a) Thirtieth November 4, 1964 2-25347 2(a) Thirty-first November 2, 1965 2-25347 2(a) Thirty-second September 1, 1966 Form 10-K, 1966 4.10 Thirty-third November 30, 1966 Form 10-K, 1966 4.10 Thirty-fourth November 7, 1967 Form 10-K, 1967 4.10 Thirty-fifth November 5, 1968 Form 10-K, 1968 4.10 Thirty-sixth November 1, 1969 Form 10-K, 1969 4.10 Thirty-seventh December 1, 1970 Form 8-K, 12/70 1 Thirty-eighth November 2, 1971 2-43131 2(g) Thirty-ninth May 1, 1972 Form 8-K, 5/72 1 Fortieth November 7, 1972 2-56078 2(i) Forty-first November 7, 1973 2-56078 2(j) Forty-second September 10, 1974 2-56078 2(k) Forty-third November 5, 1975 2-56078 2(l) Forty-fourth July 1, 1976 Form 8-K, 7/76 1 Forty-fifth November 1, 1976 Form 8-K, 12/76 1 Forty-sixth December 1, 1977 2-60040 2(o) Forty-seventh November 1, 1978 Form 10-Q, 6/30/79 1 Forty-eighth December 1, 1979 Form S-16, 2-65996 2(q) Forty-ninth November 1, 1981 Form 10-Q, 3/31/82 2 Fiftieth December 1, 1980 Form 10-K, 1981 4(s) Fifty-first December 1, 1982 Form 10-K, 1982 4(t) Fifty-second December 1, 1983 Form 10-K, 1983 4(u) Fifty-third December 1, 1984 Form 10-K, 1984 4(v) Fifty-fourth March 1, 1985 Form 10-K, 1984 4(w) Fifty-fifth March 1, 1988 Form 10-Q, 5/12/88 4(b) Fifty-sixth October 1, 1988 Form 10-Q, 11/10/88 4(c) Fifty-seventh May 1, 1991 Form 10-Q, 8/13/91 4(d) Fifty-eighth March 1, 1992 Form 10-K, 1991 4(c) Fifty-ninth October 1, 1993 Form 10-Q, 11/12/93 4(a) Sixtieth November 1, 1993 Form 10-Q, 12/12/93 4(b)
4(e) Indenture or Deed of Trust dated as of February 1, 1923, between the Company (successor to Iowa Southern Utilities Company (IS) as result of merger of IS and IE) and The Northern Trust Company (The First National Bank of Chicago, successor) and Harold H. Rockwell (Richard D. Manella, successor), as Trustees (1923 Indenture) (Filed as Exhibit B-1 to File No. 2-1719).
4(f) Supplemental Indentures to the 1923 Indenture:
Dated as of File Reference Exhibit
May 1, 1940 2-4921 B-1-k May 2, 1940 2-4921 B-1-l October 1, 1945 2-8053 7(m) October 2, 1945 2-8053 7(n) January 1, 1948 2-8053 7(o) September 1, 1950 33-3995 4(e) February 1, 1953 2-10543 4(b) October 2, 1953 2-10543 4(q) August 1, 1957 2-13496 2(b) September 1, 1962 2-20667 2(b) June 1, 1967 2-26478 2(b) February 1, 1973 2-46530 2(b) February 1, 1975 2-53860 2(aa) July 1, 1975 2-54285 2(bb) September 2, 1975 2-57510 2(bb) March 10, 1976 2-57510 2(cc) February 1, 1977 2-60276 2(ee) January 1, 1978 0-849 2 March 1, 1979 0-849 2 March 1, 1980 0-849 2 May 31, 1986 33-3995 4(g) July 1, 1991 0-849 4(h) September 1, 1992 0-849 4(m) * December 1, 1994 Form 10-K, 1994 4(f)
10(a) Agreement dated December 15, 1971 between Central Iowa Power Cooperative and IE. (Filed as Exhibit 5(a) to IE's Registration Statement, File No. 2-43131).
10(b) Duane Arnold Energy Center Ownership Participation Agreement dated June 1, 1970 between Central Iowa Power Cooperative, Corn Belt Power Cooperative and IE. (Filed as Exhibit 5(kk) to IE's Registration Statement, File No. 2-38674).
10(c) Duane Arnold Energy Center Operating Agreement dated June 1, 1970 between Central Iowa Power Cooperative, Corn Belt Power Cooperative and IE. (Filed as Exhibit 5(ll) to IE's Registration Statement, File No. 2-38674).
10(d) Duane Arnold Energy Center Agreement for Transmission, Transformation, Switching and Related Facilities dated June 1, 1970 between Central Iowa Power Cooperative, Corn Belt Power Cooperative and IE. (Filed as Exhibit 5(mm) to IE's Registration Statement, File No. 2-38674).
10(e) Basic Generating Agreement dated April 16, 1975 between Iowa Public Service Company, Iowa Power and Light Company, Iowa-Illinois Gas and Electric Company and IS for the joint ownership of Ottumwa Generating Station-Unit 1 (OGS-1). (Filed as Exhibit 1 to IE's Form 10-K for the year 1977).
10(f) Addendum Agreement to the Basic Generating Agreement for OGS-1 dated December 7, 1977 between Iowa Public Service Company, Iowa-Illinois Gas and Electric Company, Iowa Power and Light Company, IS and IE for the purchase of 15% ownership in OGS-1. (Filed as Exhibit 3 to IE's Form 10-K for the year 1977).
10(g) Fuel Lease dated August 21, 1973, as amended by Amendment No. 1 dated August 29, 1973, and by Amendment dated September 17, 1987, between Arnold Fuel, Inc. and IE for the procurement and financing of nuclear fuel. (Filed as Exhibit 10(l) to IE's Form 10-K for the year 1984).
10(h) Amendment dated as of September 17, 1987 to the Fuel Lease dated as of August 21, 1973 between Arnold Fuel, Inc. and IE. (Filed as Exhibit 10(i) to IE's Form 10-K for the year 1987).
10(i) Second Amended and Restated Credit Agreement dated as of September 17, 1987 between Arnold Fuel, Inc. and the First National Bank of Chicago and the Amended and Restated Consent and Agreement dated as of September 17, 1987 by IE. (Filed as Exhibit 10(j) to IE's Form 10-K for the year 1987).
Management Contracts and/or Compensatory Plans (Exhibits 10(j) through 10(u))
10(j) Service Contract between S. Levy, Incorporated and IE. (Filed as Exhibit 10(m) to IE's Form 10-K for the year 1985).
10(k) Supplemental Retirement Plan. (Filed as Exhibit 10(l) to Industries' Form 10-K for the year 1987).
10(l) Management Incentive Compensation Plan. (Filed as Exhibit 10(m) to Industries' Form 10-K for the year 1987).
10(m) Key Employee Deferred Compensation Plan. (Filed as Exhibit 10(n) to Industries' Form 10-K for the year 1987).
10(n) Long-Term Incentive Plan. (Filed as Exhibit 10(o) to Industries' Form 10-K for the year 1987).
10(o) Executive Guaranty Plan. (Filed as Exhibit 10(p) to Industries' Form 10-K for the year 1987).
10(p) Executive Change of Control Severance Agreement. (Filed as Exhibit 10(s) to Industries' Form 10-K for the year 1989).
10(q) Amendments to Key Employee Deferred Compensation Agreement for Directors. (Filed as Exhibit 10(u) to Industries' Form 10-Q for the quarter ended March 31, 1990).
10(r) Amendments to Key Employee Deferred Compensation Agreement for Key Employees. (Filed as Exhibit 10(v) to Industries' Form 10-Q for the quarter ended March 31, 1990).
10(s) Amendments to Management Incentive Compensation Plan. (Filed as Exhibit 10(y) to Industries' Form 10-Q for the quarter ended March 31, 1990).
10(t) Director Retirement Plan. (Filed as Exhibit 10(t) to Industries' Form 10-K for the year 1993).
10(u) Supplemental Retirement Income Plan and Form of Supplemental Retirement Income Agreement. (Filed as Exhibit 10-A-6 to File No. 33-3995).
10(v) Agreement for Purchase and Sale of Certain Assets and Real Estate and Assignment of Easements, Leases and Licenses between Union Electric Company (Seller) and IE (Buyer). (Filed as Exhibit 10(t) to IE's Form 10-K for the year 1991).
10(w) Receivables Purchase and Sale Agreement dated as of June 30, 1989, as Amended and Restated as of April 15, 1994, among IES Utilities Inc. (as Seller) and CIESCO L.P. (as the Investor) and Citicorp North America, Inc. (as Agent). (Filed as Exhibit 10(a) to the Company's Form 10-Q for the quarter ended March 31, 1994).
10(x) Guaranty (IES Utilities Trust No. 1994-A) from IES Utilities Inc., dated as of June 29, 1994. (Filed as Exhibit 10(b) to the Company's Form 10-Q for the quarter ended June 30, 1994 (File No. 0-4117-1)).
10(y) Agreement and Plan of Merger between IE and IS dated as of June 4, 1993 (Agreement and Plan of Merger) (Filed as Exhibit 2 to the Company's Current Report on Form 8-K, dated June 4, 1993 (File No. 0-4117-1)).
10(z) Amendment 1 dated June 16, 1993, to the Agreement and Plan of Merger (Filed as Exhibit 2(b) to the IE Registration Statement on Form S-3, dated September 14, 1993 (File No. 33-68796)).
10(aa) Amendment 2 dated September 8, 1993, to the Agreement and Plan of Merger (Filed as Exhibit 2(c) to the IE Registration Statement on Form S-3, dated September 14, 1993 (File No. 33-68796)).
10(ab) Amendment 3 dated September 27, 1993, to the Agreement and Plan of Merger (Filed as Exhibit 2(d) to the IE Current Report on Form 8-K, dated December 9, 1993 (File No. 0-4117-1)).
10(ac) Operating and Transmission Agreement between Central Iowa Power Cooperative and IE (Filed as Exhibit 10(q) to IE's Form 10-K for the year 1990).
10(ad) Copy of Coal Supply Agreement, dated July 27, 1977, between IS and Sunoco Energy Development Co., and letter memorandum thereto, dated October 29, 1984, relating to the purchase of coal supplies for the fuel requirements at the Ottumwa Generating Station. (Filed as Exhibit 10-A-4 to File No. 33-3995).
* 12 Ratio of Earnings to Fixed Charges.
* 23 Consent of Independent Public Accountants.
* 27 Financial Data Schedule.
* 99 Director and Officer Information.
Note: Pursuant to (b)(4)(iii)(A) of Item 601 of Regulation S-K, the Company has not filed as an exhibit to this Form 10-K certain instruments with respect to long-term debt that has not been registered if the total amount of securities authorized thereunder does not exceed 10% of total assets of the Company but hereby agrees to furnish to the Commission on request any such instruments.