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                             SECURITIES AND EXCHANGE COMMISSION
                                  Washington, D.C.   20549     


                                          FORM 10-Q

(Mark One)
    X     QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

For the quarterly period ended               September 30, 1994               


                                             OR

          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

For the transition period from _____________________ to ______________________


                               Commission File Number 1-3523 


                                   WESTERN RESOURCES, INC.          
                  (Exact Name of Registrant as Specified in Its Charter)   


           KANSAS                                              48-0290150     
(State or Other Jurisdiction of                                 (Employer 
Incorporation or Organization)                             Identification No.)


 
   818 KANSAS AVENUE, TOPEKA, KANSAS                                  66612   
(Address of Principal Executive Offices)                            (Zip Code)


              Registrant's Telephone Number Including Area Code (913) 575-6300 


Indicate by check mark whether the Registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 
1934 during the preceding 12 months (or for such shorter period that the 
Registrant was required to file such reports), and (2) has been subject to
such  filing requirements for the past 90 days. 
 
                           Yes X                       No    
 
Indicate the number of shares outstanding of each of the issuer's classes of 
common stock, as of the latest practicable date. 
 
            Class                             Outstanding at November 10, 1994
Common Stock, $5.00 par value                           61,617,873


                                   WESTERN RESOURCES, INC.
                                           INDEX 


                                                                      Page No.
 
Part I.  Financial Information 
 
   Item 1.  Financial Statements 
 
        Consolidated Balance Sheets                                        3
 
        Consolidated Statements of Income                                4 - 6

        Consolidated Statements of Cash Flows                            7 - 8

        Consolidated Statements of Capitalization                          9

        Consolidated Statements of Common Stock Equity                    10

        Notes to Consolidated Financial Statements                        11
 
   Item 2.  Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                      20

Part II.  Other Information

   Item 5.  Other Information                                             25

   Item 6.  Exhibits and Reports on Form 8-K                              25  

Signatures                                                                26 




                                   WESTERN RESOURCES, INC.
                                 CONSOLIDATED BALANCE SHEETS
                                   (Thousands of Dollars)
September 30, December 31, 1994 1993 (Unaudited) ASSETS UTILITY PLANT: Electric plant in service . . . . . . . . . . . . . . . $5,212,122 $5,110,617 Natural gas plant in service. . . . . . . . . . . . . . 724,922 1,111,866 5,937,044 6,222,483 Less - Accumulated depreciation . . . . . . . . . . . . 1,806,795 1,821,710 4,130,249 4,400,773 Construction work in progress . . . . . . . . . . . . . 79,646 80,192 Nuclear fuel (net). . . . . . . . . . . . . . . . . . . 37,909 29,271 Net utility plant. . . . . . . . . . . . . . . . . . 4,247,804 4,510,236 OTHER PROPERTY AND INVESTMENTS: Net non-utility investments . . . . . . . . . . . . . . 72,815 61,497 Decommissioning trust . . . . . . . . . . . . . . . . . 15,951 13,204 Other . . . . . . . . . . . . . . . . . . . . . . . . . 12,128 10,658 100,894 85,359 CURRENT ASSETS: Cash and cash equivalents . . . . . . . . . . . . . . . 2,111 1,217 Accounts receivable and unbilled revenues (net) . . . . 162,093 238,137 Fossil fuel, at average cost. . . . . . . . . . . . . . 36,407 30,934 Gas stored underground, at average cost . . . . . . . . 42,601 51,788 Materials and supplies, at average cost . . . . . . . . 57,065 55,156 Prepayments and other current assets. . . . . . . . . . 31,547 34,128 331,824 411,360 DEFERRED CHARGES AND OTHER ASSETS: Deferred future income taxes. . . . . . . . . . . . . . 101,863 111,159 Deferred coal contract settlement costs . . . . . . . . 35,124 40,522 Phase-in revenues . . . . . . . . . . . . . . . . . . . 65,792 78,950 Corporate-owned life insurance (net). . . . . . . . . . 14,464 4,743 Other deferred plant costs. . . . . . . . . . . . . . . 31,840 32,008 Unamortized debt expense. . . . . . . . . . . . . . . . 59,384 55,999 Other . . . . . . . . . . . . . . . . . . . . . . . . . 86,761 81,712 395,228 405,093 TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . $5,075,750 $5,412,048 CAPITALIZATION AND LIABILITIES CAPITALIZATION (see statement). . . . . . . . . . . . . . $3,006,823 $3,121,021 CURRENT LIABILITIES: Short-term debt . . . . . . . . . . . . . . . . . . . . 219,300 440,895 Long-term debt due within one year. . . . . . . . . . . - 3,204 Accounts payable. . . . . . . . . . . . . . . . . . . . 103,841 172,338 Accrued taxes . . . . . . . . . . . . . . . . . . . . . 140,218 46,076 Accrued interest and dividends. . . . . . . . . . . . . 58,958 65,825 Other . . . . . . . . . . . . . . . . . . . . . . . . . 55,791 65,492 578,108 793,830 DEFERRED CREDITS AND OTHER LIABILITIES: Deferred income taxes . . . . . . . . . . . . . . . . . 916,059 968,637 Deferred investment tax credits . . . . . . . . . . . . 139,330 150,289 Deferred gain from sale-leaseback . . . . . . . . . . . 254,751 261,981 Other . . . . . . . . . . . . . . . . . . . . . . . . . 180,679 116,290 1,490,819 1,497,197 COMMITMENTS AND CONTINGENCIES (Notes 4, 5 and 6) TOTAL CAPITALIZATION AND LIABILITIES . . . . . . . . . $5,075,750 $5,412,048 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF INCOME (Thousands of Dollars) (Unaudited)
Three Months Ended September 30, 1994 1993 OPERATING REVENUES: Electric. . . . . . . . . . . . . . . . . . . . . . . . . $ 338,812 $ 342,019 Natural gas . . . . . . . . . . . . . . . . . . . . . . . 40,401 76,999 Total operating revenues. . . . . . . . . . . . . . . . 379,213 419,018 OPERATING EXPENSES: Fuel used for generation: Fossil fuel . . . . . . . . . . . . . . . . . . . . . . 66,563 68,074 Nuclear fuel. . . . . . . . . . . . . . . . . . . . . . 3,638 4,179 Power purchased . . . . . . . . . . . . . . . . . . . . . 2,760 6,908 Natural gas purchases . . . . . . . . . . . . . . . . . . 17,758 37,251 Other operations. . . . . . . . . . . . . . . . . . . . . 76,099 91,789 Maintenance . . . . . . . . . . . . . . . . . . . . . . . 25,871 29,748 Depreciation and amortization . . . . . . . . . . . . . . 38,145 40,846 Amortization of phase-in revenues . . . . . . . . . . . . 4,386 4,386 Taxes: Federal income. . . . . . . . . . . . . . . . . . . . . 27,648 19,579 State income. . . . . . . . . . . . . . . . . . . . . . 6,832 4,978 General . . . . . . . . . . . . . . . . . . . . . . . . 25,629 30,055 Total operating expenses. . . . . . . . . . . . . . . 295,329 337,793 OPERATING INCOME. . . . . . . . . . . . . . . . . . . . . . 83,884 81,225 OTHER INCOME AND DEDUCTIONS: Corporate-owned life insurance (net). . . . . . . . . . . (1,728) 5,969 Miscellaneous (net) . . . . . . . . . . . . . . . . . . . 2,059 4,729 Income taxes (net). . . . . . . . . . . . . . . . . . . . 2,027 (19) Total other income and deductions . . . . . . . . . . 2,358 10,679 INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . . . 86,242 91,904 INTEREST CHARGES: Long-term debt. . . . . . . . . . . . . . . . . . . . . . 23,872 31,187 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 5,343 4,545 Allowance for borrowed funds used during construction (credit) . . . . . . . . . . . . . . . . . (652) (635) Total interest charges. . . . . . . . . . . . . . . . 28,563 35,097 NET INCOME. . . . . . . . . . . . . . . . . . . . . . . . . 57,679 56,807 PREFERRED AND PREFERENCE DIVIDENDS. . . . . . . . . . . . . 3,355 3,402 EARNINGS APPLICABLE TO COMMON STOCK . . . . . . . . . . . . $ 54,324 $ 53,405 AVERAGE COMMON SHARES OUTSTANDING . . . . . . . . . . . . . 61,617,873 59,441,111 EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING . . . . . . . $ .88 $ .90 DIVIDENDS DECLARED PER COMMON SHARE . . . . . . . . . . . . $ .495 $ .485 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF INCOME (Thousands of Dollars) (Unaudited)
Nine Months Ended September 30, 1994 1993 OPERATING REVENUES: Electric. . . . . . . . . . . . . . . . . . . . . . . . . $ 868,814 $ 859,873 Natural gas . . . . . . . . . . . . . . . . . . . . . . . 389,903 539,137 Total operating revenues. . . . . . . . . . . . . . . . 1,258,717 1,399,010 OPERATING EXPENSES: Fuel used for generation: Fossil fuel . . . . . . . . . . . . . . . . . . . . . . 172,756 181,266 Nuclear fuel. . . . . . . . . . . . . . . . . . . . . . 11,733 9,028 Power purchased . . . . . . . . . . . . . . . . . . . . . 9,656 14,519 Natural gas purchases . . . . . . . . . . . . . . . . . . 250,889 324,295 Other operations. . . . . . . . . . . . . . . . . . . . . 230,528 261,411 Maintenance . . . . . . . . . . . . . . . . . . . . . . . 81,760 85,644 Depreciation and amortization . . . . . . . . . . . . . . 115,622 122,524 Amortization of phase-in revenues . . . . . . . . . . . . 13,158 13,158 Taxes: Federal income. . . . . . . . . . . . . . . . . . . . . 62,385 50,567 State income. . . . . . . . . . . . . . . . . . . . . . 15,443 12,414 General . . . . . . . . . . . . . . . . . . . . . . . . 83,222 96,727 Total operating expenses. . . . . . . . . . . . . . . 1,047,152 1,171,553 OPERATING INCOME. . . . . . . . . . . . . . . . . . . . . . 211,565 227,457 OTHER INCOME AND DEDUCTIONS: Corporate-owned life insurance (net). . . . . . . . . . . (3,721) 9,337 Gain on sale of Missouri Properties (see Note 2). . . . . 30,701 - Miscellaneous (net) . . . . . . . . . . . . . . . . . . . 7,614 14,940 Income taxes (net). . . . . . . . . . . . . . . . . . . . (5,622) (1,877) Total other income and deductions . . . . . . . . . . 28,972 22,400 INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . . . 240,537 249,857 INTEREST CHARGES: Long-term debt. . . . . . . . . . . . . . . . . . . . . . 74,695 95,732 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 14,013 13,899 Allowance for borrowed funds used during construction (credit) . . . . . . . . . . . . . . . . . (2,230) (2,118) Total interest charges. . . . . . . . . . . . . . . . 86,478 107,513 NET INCOME. . . . . . . . . . . . . . . . . . . . . . . . . 154,059 142,344 PREFERRED AND PREFERENCE DIVIDENDS. . . . . . . . . . . . . 10,064 10,151 EARNINGS APPLICABLE TO COMMON STOCK . . . . . . . . . . . . $ 143,995 $ 132,193 AVERAGE COMMON SHARES OUTSTANDING . . . . . . . . . . . . . 61,617,873 58,515,849 EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING . . . . . . . $ 2.34 $ 2.26 DIVIDENDS DECLARED PER COMMON SHARE . . . . . . . . . . . . $ 1.485 $ 1.455 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF INCOME (Thousands of Dollars) (Unaudited)
Twelve Months Ended September 30, 1994 1993 OPERATING REVENUES: Electric. . . . . . . . . . . . . . . . . . . . . . . . . $1,113,478 $1,094,012 Natural gas . . . . . . . . . . . . . . . . . . . . . . . 655,588 765,166 Total operating revenues. . . . . . . . . . . . . . . . 1,769,066 1,859,178 OPERATING EXPENSES: Fuel used for generation: Fossil fuel . . . . . . . . . . . . . . . . . . . . . . 228,543 233,942 Nuclear fuel. . . . . . . . . . . . . . . . . . . . . . 15,980 12,966 Power purchased . . . . . . . . . . . . . . . . . . . . . 11,533 18,445 Natural gas purchases . . . . . . . . . . . . . . . . . . 426,783 464,144 Other operations. . . . . . . . . . . . . . . . . . . . . 318,277 334,817 Maintenance . . . . . . . . . . . . . . . . . . . . . . . 113,959 117,598 Depreciation and amortization . . . . . . . . . . . . . . 157,462 162,601 Amortization of phase-in revenues . . . . . . . . . . . . 17,545 17,544 Taxes: Federal income. . . . . . . . . . . . . . . . . . . . . 74,238 61,578 State income. . . . . . . . . . . . . . . . . . . . . . 18,587 11,910 General . . . . . . . . . . . . . . . . . . . . . . . . 109,988 122,531 Total operating expenses. . . . . . . . . . . . . . . 1,492,895 1,558,076 OPERATING INCOME. . . . . . . . . . . . . . . . . . . . . . 276,171 301,102 OTHER INCOME AND DEDUCTIONS: Corporate-owned life insurance (net). . . . . . . . . . . (5,217) 11,748 Gain on sale of Missouri Properties (see Note 2). . . . . 30,701 - Miscellaneous (net) . . . . . . . . . . . . . . . . . . . 11,092 18,838 Income taxes (net). . . . . . . . . . . . . . . . . . . . (4,522) (2,907) Total other income and deductions . . . . . . . . . . 32,054 27,679 INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . . . 308,225 328,781 INTEREST CHARGES: Long-term debt. . . . . . . . . . . . . . . . . . . . . . 102,514 129,754 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 19,369 20,132 Allowance for borrowed funds used during construction (credit) . . . . . . . . . . . . . . . . . (2,743) (2,729) Total interest charges. . . . . . . . . . . . . . . . 119,140 147,157 NET INCOME. . . . . . . . . . . . . . . . . . . . . . . . . 189,085 181,624 PREFERRED AND PREFERENCE DIVIDENDS. . . . . . . . . . . . . 13,419 13,610 EARNINGS APPLICABLE TO COMMON STOCK . . . . . . . . . . . . $ 175,666 $ 168,014 AVERAGE COMMON SHARES OUTSTANDING . . . . . . . . . . . . . 61,614,235 58,397,308 EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING . . . . . . . $ 2.85 $ 2.88 DIVIDENDS DECLARED PER COMMON SHARE . . . . . . . . . . . . $ 1.97 $ 1.93 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands of Dollars) (Unaudited)
Nine Months Ended September 30, 1994 1993 CASH FLOWS FROM OPERATING ACTIVITIES: Net income. . . . . . . . . . . . . . . . . . . . . . . . . $ 154,059 $ 142,344 Depreciation and amortization . . . . . . . . . . . . . . . 115,622 122,524 Other amortization (including nuclear fuel) . . . . . . . . 8,390 8,208 Gain on sale of utility plant (net of tax). . . . . . . . . (19,296) - Deferred taxes and investment tax credits (net) . . . . . . (35,005) 11,450 Amortization of phase-in revenues . . . . . . . . . . . . . 13,158 13,158 Corporate-owned life insurance. . . . . . . . . . . . . . . (13,600) (18,586) Amortization of gain from sale-leaseback. . . . . . . . . . (7,230) (7,230) Changes in working capital items (net of effects from the sale of the Missouri Properties): Accounts receivable and unbilled revenues (net) . . . . . (17,963) 61,420 Fossil fuel . . . . . . . . . . . . . . . . . . . . . . . (5,473) 17,655 Gas stored underground. . . . . . . . . . . . . . . . . . (2,782) (47,047) Accounts payable . . . . . . . . . . . . . . . . . . . . (68,457) (81,415) Accrued taxes . . . . . . . . . . . . . . . . . . . . . . 74,008 54,585 Other . . . . . . . . . . . . . . . . . . . . . . . . . . (7,067) (8,772) Changes in other assets and liabilities . . . . . . . . . . 46,568 (13,068) Net cash flows from operating activities. . . . . . . . 234,932 255,226 CASH FLOWS USED IN INVESTING ACTIVITIES: Additions to utility plant. . . . . . . . . . . . . . . . . 154,929 152,163 Sale of utility plant . . . . . . . . . . . . . . . . . . . (402,076) - Non-utility investments . . . . . . . . . . . . . . . . . . 4,680 16,297 Corporate-owned life insurance policies . . . . . . . . . . 24,588 25,687 Death proceeds of corporate-owned life insurance policies . - (10,160) Net cash flows (from) used in investing activities. . . (217,879) 183,987 CASH FLOWS FROM FINANCING ACTIVITIES: Short-term debt (net) . . . . . . . . . . . . . . . . . . . (221,595) 140,125 Bank term loan retired. . . . . . . . . . . . . . . . . . . - (230,000) Bonds issued. . . . . . . . . . . . . . . . . . . . . . . . 235,923 223,500 Bonds retired . . . . . . . . . . . . . . . . . . . . . . . (223,906) (214,000) Revolving credit agreement (net). . . . . . . . . . . . . . (115,000) (150,000) Other long-term debt (net). . . . . . . . . . . . . . . . . (67,893) (46,870) Borrowings against life insurance policies (net). . . . . . 41,504 182,079 Common stock issued . . . . . . . . . . . . . . . . . . . . - 122,021 Dividends on preferred, preference and common stock . . . . (100,950) (94,083) Net cash flows from (used in) financing activities. . . (451,917) (67,228) INCREASE IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . 894 4,011 CASH AND CASH EQUIVALENTS: BEGINNING OF THE PERIOD . . . . . . . . . . . . . . . . . . 1,217 875 END OF THE PERIOD . . . . . . . . . . . . . . . . . . . . . $ 2,111 $ 4,886 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION CASH PAID FOR: Interest on financing activities (net of amount capitalized). . . . . . . . . . . . . . . . . . . . . . . $ 109,104 $ 139,485 Income taxes. . . . . . . . . . . . . . . . . . . . . . . . 72,204 27,648 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands of Dollars) (Unaudited)
Twelve Months Ended September 30, 1994 1993 CASH FLOWS FROM OPERATING ACTIVITIES: Net income. . . . . . . . . . . . . . . . . . . . . . . . . $ 189,085 $ 181,624 Depreciation and amortization . . . . . . . . . . . . . . . 157,462 162,601 Other amortization (including nuclear fuel) . . . . . . . . 11,436 11,160 Gain on sale of utility plant (net of tax). . . . . . . . . (19,296) - Deferred taxes and investment tax credits (net) . . . . . . (18,769) 42,051 Amortization of phase-in revenues . . . . . . . . . . . . . 17,545 17,544 Corporate-owned life insurance. . . . . . . . . . . . . . . (16,664) (22,710) Amortization of gain from sale-leaseback. . . . . . . . . . (9,640) (9,640) Changes in working capital items (net of effects from the sale of the Missouri Properties): Accounts receivable and unbilled revenues (net) . . . . . (94,919) (27,677) Fossil fuel . . . . . . . . . . . . . . . . . . . . . . . (5,055) 28,307 Gas stored underground. . . . . . . . . . . . . . . . . . 7,121 (40,322) Accounts payable. . . . . . . . . . . . . . . . . . . . . (30,211) 25,871 Accrued taxes . . . . . . . . . . . . . . . . . . . . . . 26,908 15,313 Other . . . . . . . . . . . . . . . . . . . . . . . . . . (1,460) 8,811 Changes in other assets and liabilities . . . . . . . . . . 41,067 (39,717) Net cash flows from operating activities . . . . . . . 254,610 353,216 CASH FLOWS USED IN INVESTING ACTIVITIES: Additions to utility plant. . . . . . . . . . . . . . . . . 240,397 237,298 Utility investment. . . . . . . . . . . . . . . . . . . . . 2,500 - Sale of utility plant . . . . . . . . . . . . . . . . . . . (402,076) - Non-utility investments . . . . . . . . . . . . . . . . . . 2,654 35,868 Corporate-owned life insurance policies . . . . . . . . . . 26,169 21,032 Death proceeds of corporate-owned life insurance policies . - (10,912) Net cash flows (from) used in investing activities. . . (130,356) 283,286 CASH FLOWS FROM FINANCING ACTIVITIES: Short-term debt (net) . . . . . . . . . . . . . . . . . . . (143,050) 126,950 Bank term loan retired. . . . . . . . . . . . . . . . . . . - (230,000) Bonds issued. . . . . . . . . . . . . . . . . . . . . . . . 235,923 358,500 Bonds retired . . . . . . . . . . . . . . . . . . . . . . . (376,372) (341,466) Revolving credit agreement (net). . . . . . . . . . . . . . - (150,000) Other long-term debt (net). . . . . . . . . . . . . . . . . (13,980) (230) Common stock issued (net) . . . . . . . . . . . . . . . . . 3,970 122,021 Preference stock redeemed . . . . . . . . . . . . . . . . . (2,734) (2,600) Borrowings against life insurance policies (net). . . . . . 42,685 176,713 Dividends on preferred, preference and common stock . . . . (134,183) (125,638) Net cash flows from (used in) financing activities. . . (387,741) (65,750) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS. . . . . (2,775) 4,180 CASH AND CASH EQUIVALENTS: BEGINNING OF THE PERIOD . . . . . . . . . . . . . . . . . . 4,886 706 END OF THE PERIOD . . . . . . . . . . . . . . . . . . . . . $ 2,111 $ 4,886 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION CASH PAID FOR: Interest on financing activities (net of amount capitalized). . . . . . . . . . . . . . . . . . . . . . . $ 141,353 $ 172,779 Income taxes. . . . . . . . . . . . . . . . . . . . . . . . 93,664 28,685 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF CAPITALIZATION (Thousands of Dollars)
September 30, December 31, 1994 1993 (Unaudited) COMMON STOCK EQUITY (see statement): Common stock, par value $5 per share, authorized 85,000,000 shares, outstanding 61,617,873 shares. . . . . . . . . . . . . . . . $ 308,089 $ 308,089 Paid-in capital. . . . . . . . . . . . . . . . . . 667,992 667,738 Retained earnings. . . . . . . . . . . . . . . . . 498,840 446,348 1,474,921 49% 1,422,175 45% CUMULATIVE PREFERRED AND PREFERENCE STOCK: Not subject to mandatory redemption, Par value $100 per share, authorized 600,000 shares, outstanding - 4 1/2% Series, 138,576 shares . . . . . . . 13,858 13,858 4 1/4% Series, 60,000 shares. . . . . . . . 6,000 6,000 5% Series, 50,000 shares. . . . . . . . . . 5,000 5,000 24,858 24,858 Subject to mandatory redemption, Without par value, $100 stated value, authorized 4,000,000 shares, outstanding - 7.58% Series, 500,000 shares. . . . . . . . 50,000 50,000 8.50% Series, 1,000,000 shares. . . . . . . 100,000 100,000 150,000 150,000 174,858 6% 174,858 6% LONG-TERM DEBT: First mortgage bonds . . . . . . . . . . . . . . . 841,000 842,466 Pollution control bonds. . . . . . . . . . . . . . 521,922 508,440 Other pollution control obligations. . . . . . . . - 13,980 Revolving credit agreement . . . . . . . . . . . . - 115,000 Other long-term agreement. . . . . . . . . . . . . - 53,913 Less: Unamortized premium and discount (net) . . . . . 5,878 6,607 Long-term debt due within one year . . . . . . . - 3,204 1,357,044 45% 1,523,988 49% TOTAL CAPITALIZATION . . . . . . . . . . . . . . . . $3,006,823 100% $3,121,021 100% The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. CONSOLIDATED STATEMENTS OF COMMON STOCK EQUITY (Thousands of Dollars) (Unaudited)
Common Paid-in Retained Stock Capital Earnings BALANCE DECEMBER 31, 1992, 58,045,550 shares. . . . . $290,228 $559,636 $398,503 Net income. . . . . . . . . . . . . . . . . . . . . . 142,344 Cash dividends: Preferred and preference stock. . . . . . . . . . . (10,151) Common stock, $1.455 per share . . . . . . . . . . (84,456) Expenses on preference stock. . . . . . . . . . . . . (556) Issuance of 3,460,517 shares of common stock. . . . . 17,302 104,719 BALANCE SEPTEMBER 30, 1993, 61,506,067 shares . . . . 307,530 663,799 446,240 Net income. . . . . . . . . . . . . . . . . . . . . . 35,026 Cash dividends: Preferred and preference stock. . . . . . . . . . . (3,355) Common stock, $0.97 per share . . . . . . . . . . . (31,563) Expenses on common stock. . . . . . . . . . . . . . . (2,897) Issuance of 111,806 shares of common stock. . . . . . 559 6,836 BALANCE DECEMBER 31, 1993, 61,617,873 shares . . . . 308,089 667,738 446,348 Net income. . . . . . . . . . . . . . . . . . . . . . 154,059 Cash dividends: Preferred and preference stock. . . . . . . . . . . (10,064) Common stock, $1.485 per share. . . . . . . . . . . (91,503) Expenses on common stock. . . . . . . . . . . . . . . (228) Distribution of common stock under the Customer Stock Purchase Plan . . . . . . . . . . . . . . . . 482 BALANCE SEPTEMBER 30, 1994, 61,617,873 shares . . . . $308,089 $667,992 $498,840 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
WESTERN RESOURCES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. ACCOUNTING POLICIES AND OTHER INFORMATION General. The condensed consolidated financial statements of the Company include the accounts of its wholly-owned subsidiaries, Astra Resources, Inc. (Astra Resources), Kansas Gas and Electric Company (KG&E), and KPL Funding Corporation. KG&E owns 47% of the Wolf Creek Nuclear Operating Corporation (WCNOC), the operating company for the Wolf Creek Generating Station (Wolf Creek). The Company records its proportionate share of all transactions of WCNOC as it does other jointly-owned facilities. All significant intercompany transactions have been eliminated. The Company is conducting its utility business as KPL, Gas Service, and through its wholly-owned subsidiary, KG&E. The Company is conducting its non-utility business through Astra Resources. The financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles, have been condensed or omitted pursuant to such rules and regulations. In the opinion of the Company, the accompanying condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of the Company as of September 30, 1994 and December 31, 1993, and the results of its operations for the three, nine, and twelve month periods ended September 30, 1994 and 1993. These condensed consolidated financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company's 1993 Annual Report on Form 10-K and the KG&E Annual Report on Form 10-K incorporated by reference in the Company's 1993 Annual Report on Form 10-K. The accounting policies of the Company are in accordance with generally accepted accounting principles as applied to regulated public utilities. The accounting and rates of the Company are subject to requirements of the Kansas Corporation Commission (KCC) and the Federal Energy Regulatory Commission (FERC). Cash Surrender Value of Life Insurance Contracts. The following amounts related to corporate-owned life insurance (COLI) contracts, primarily with one highly rated major insurance company, are recorded on the balance sheets (millions of dollars): September 30, December 31, 1994 1993 Cash surrender value of contracts $405.7 $326.3 Borrowings against contracts (391.2) (321.6) COLI (net) $ 14.5 $ 4.7 Interest expense included in other income and deductions, net of taxes, related to COLI for the three, nine, and twelve months ended September 30, 1994, was $5.6, $15.4, and $20.1 million, respectively. Interest expense for the three, nine, and twelve months ended September 30, 1993, was $3.3, $6.2, and $7.9 million, respectively. Consolidated Statements of Cash Flows. For purposes of the consolidated statements of cash flows, the Company considers highly liquid collateralized debt instruments purchased with a maturity of three months or less to be cash equivalents. Reclassifications. Certain amounts in prior years have been reclassified to conform with classifications used in the current year presentation. 2. SALE OF MISSOURI NATURAL GAS DISTRIBUTION PROPERTIES On January 31, 1994, the Company sold substantially all of its Missouri natural gas distribution properties and operations to Southern Union Company (Southern Union). The Company sold the remaining Missouri properties to United Cities Gas Company (United Cities) on February 28, 1994. The properties sold to Southern Union and United Cities are referred to herein as the "Missouri Properties." With the sales, the Company is no longer operating as a utility in the State of Missouri. The portion of the Missouri Properties purchased by Southern Union was sold for an estimated sale price of $400 million, in cash, based on a calculation as of December 31, 1993. The sale agreement provided for estimated amounts in the sale price calculation to be adjusted to actual as of January 31, 1994, within 120 days of closing. Disputes with respect to proposed adjustments based upon differences between estimates and actuals were to be resolved within 60 days of submission of the disputes (which were submitted within 15 days of the adjustment proposals) or submitted to arbitration by an accounting firm to be agreed to by both parties. Southern Union proposed a number of adjustments to the purchase price which the Company has disputed. The Company maintains the disputed adjustments are not permitted under the sale agreement and are not subject to the arbitration provisions. In the opinion of the Company's management the resolution of these purchase price adjustments will not have a material impact on the Company's financial position or results of operations. For information regarding litigation in connection with the sale of the Missouri Properties to Southern Union, see Note 5, LEGAL PROCEEDINGS. United Cities purchased the Company's natural gas distribution system in and around the City of Palmyra, Missouri, for $665,000 in cash. During the first quarter of 1994, the Company recognized a gain of approximately $19.3 million, net of tax, on the sale of the Missouri Properties. As of the respective dates of the sales of the Missouri Properties, the Company ceased recording the results of operations, and removed the assets and liabilities from the consolidated balance sheet related to the Missouri Properties. The gain is reflected in other income and deductions on the nine and twelve months ended September 30, 1994 consolidated income statements. The Company's operating revenues and operating income for the third quarter of 1994 do not include any results related to the Missouri Properties following the sale of those properties in the first quarter of 1994. The consolidated income statements for the nine and twelve months ended September 30, 1994, include revenues and operating income (unaudited) related to the Missouri Properties for a portion of these periods compared to the inclusion of such revenues and operating income for the full nine and twelve months ended September 30, 1993. The following table reflects the approximate operating revenues (unaudited) and operating income (unaudited) related to the Missouri Properties for the three, nine, and twelve months ended September 30, 1994 and 1993, through the sale to Southern Union on January 31, 1994 and United Cities on February 28, 1994 (millions of dollars): Percent Percent Operating of Total Operating of Total Revenues Company Income Company Three months ended September 30, 1994 $ 0 - $ 0 - 1993 $ 34.0 8.1% $ (2.8) (3.4)% Nine months ended September 30, 1994 $ 77.0 6.1% $ 5.0 2.4% 1993 $234.5 16.8% $ 9.4 4.1% Twelve months ended September 30, 1994 $192.3 10.9% $ 16.3 5.9% 1993 $331.7 17.8% $ 16.0 5.3% Net utility plant (unaudited) for the Missouri Properties, at December 31, 1993, approximated $296 million. This represents approximately seven percent of the total Company net utility plant at December 31, 1993. Separate audited financial information was not kept by the Company for the Missouri Properties. This unaudited financial information is based on assumptions and allocations of expenses of the Company as a whole. 3. SHORT-TERM DEBT The Company's short-term financing requirements are satisfied through the sale of commercial paper, short-term bank loans and borrowings under unsecured lines of credit maintained with banks. At September 30, 1994, the Company had bank credit arrangements available of $145 million. 4. COMMITMENTS AND CONTINGENCIES As a part of its ongoing operations and construction program, the Company had commitments under purchase orders and contracts which had an unexpended balance of approximately $86 million at December 31, 1993. Approximately $36 million was attributable to modifications to upgrade the three turbines at Jeffrey Energy Center to be completed by December 31, 1998. Spent Nuclear Fuel Disposal. Under the Nuclear Waste Policy Act of 1982, the U.S. Department of Energy (DOE) is responsible for the ultimate storage and disposal of spent nuclear fuel removed from nuclear reactors. Under a contract with the DOE for disposal of spent nuclear fuel, the Company pays a quarterly fee to DOE of one mill per kilowatthour on net nuclear generation. These fees are included as part of nuclear fuel expense. The Company along with the other co-owners of Wolf Creek are among 14 companies that filed a lawsuit on June 20, 1994, seeking an interpretation of the DOE's obligation to begin accepting spent nuclear fuel for disposal in 1998. The Federal Nuclear Waste Policy Act requires DOE ultimately to accept and dispose of nuclear utilities' spent fuel. The DOE has filed a motion to have this case dismissed. The issue to be decided in this case is whether DOE must begin accepting spent fuel in 1998 or at a future date. Decommissioning. On June 9, 1994, the KCC issued an order approving the decommissioning cost of the 1993 Wolf Creek Decommissioning Cost Study which estimates the Company's share of Wolf Creek decommissioning costs, under the immediate dismantlement method, to be approximately $595 million primarily during the period 2025 through 2033, or approximately $174 million in 1993 dollars. These costs were calculated using an assumed inflation rate of 3.45% over the remaining service life, in 1993, of 32 years. Decommissioning costs are being charged to operating expenses. Electric rates charged to customers provide for recovery of these decommissioning costs over the life of Wolf Creek. Amounts so expensed ($3.5 million in 1993 increasing annually to $5.5 million in 2024) and earnings on trust fund assets are deposited in an external trust fund. The assumed return on trust assets is 5.9%. The Company's investment in the decommissioning fund, including reinvested earnings was $16.0 and $13.2 million at September 30, 1994 and December 31, 1993, respectively. These amounts are reflected in OTHER PROPERTY AND INVESTMENTS, Decommissioning Trust, and the related liability is included in DEFERRED CREDITS AND OTHER LIABILITIES, Other, on the consolidated balance sheets. The Company carries $117 million in premature decommissioning insurance. The insurance coverage has several restrictions. One of these is that it can only be used if Wolf Creek incurs an accident exceeding $500 million in expenses to safely stabilize the reactor, to decontaminate the reactor and reactor station site in accordance with a plan approved by the Nuclear Regulatory Commission (NRC), and to pay for on-site property damages. If the amount designated as decommissioning insurance is needed to implement the NRC- approved plan for stabilization and decontamination, it would not be available for decommissioning purposes. Nuclear Insurance. The Price-Anderson Act limits the combined public liability of the owners of nuclear power plants to $9.0 billion for a single nuclear incident. The Wolf Creek owners (Owners) have purchased the maximum available private insurance of $200 million and the balance is provided by an assessment plan mandated by the NRC. Under this plan, the Owners are jointly and severally subject to a retrospective assessment of up to $79.3 million ($37.3 million, Company's share) in the event there is a nuclear incident involving any of the nation's licensed reactors. This assessment is subject to an inflation adjustment based on the Consumer Price Index and applicable premium taxes. There is a limitation of $10 million ($4.7 million, Company's share) in retrospective assessments per incident per year. The Owners carry decontamination liability, premature decommissioning liability, and property damage insurance for Wolf Creek totalling approximately $2.8 billion ($1.3 billion, Company's share). This insurance is provided by a combination of "nuclear insurance pools" ($500 million) and Nuclear Electric Insurance Limited (NEIL) ($2.3 billion). In the event of an accident, insurance proceeds must first be used for reactor stabilization and site decontamination. The remaining proceeds from the $2.8 billion insurance coverage ($1.3 billion, Company's share), if any, can be used for property damage up to $1.2 billion (Company's share) and premature decommissioning costs up to $117 million (Company's share) in excess of funds previously collected for decommissioning (as discussed under "Decommissioning"). The Owners also carry additional insurance with NEIL to cover costs of replacement power and other extra expenses incurred during a prolonged outage resulting from accidental property damage at Wolf Creek. If losses incurred at any of the nuclear plants insured under the NEIL policies exceed premiums, reserves, and other NEIL resources, the Company may be subject to retrospective assessments of approximately $13 million per year. Although the Company maintains various insurance policies to provide coverage for potential losses and liabilities resulting from an accident or an extended outage, the Company's insurance coverage may not be adequate to cover the costs that could result from a major accident or extended outage at Wolf Creek. Any substantial losses not covered by insurance, to the extent not recoverable through rates, could have a material adverse effect on the Company's financial condition and results of operations. Clean Air Act. The Clean Air Act Amendments of 1990 (the Act) require a two-phase reduction in sulfur dioxide and oxides of nitrogen (NOx) emissions effective in 1995 and 2000 and a probable reduction in toxic emissions. To meet the monitoring and reporting requirements under the acid rain program, the Company is installing continuous monitoring and reporting equipment at a total cost of approximately $10 million. At December 31, 1993, the Company had completed approximately $4 million of these capital expenditures with the remaining $6 million of capital expenditures to be completed in 1994. The Company does not expect additional equipment to reduce sulfur emissions to be necessary under Phase II. Although the Company currently has no Phase I affected units, the Company applied for an early substitution permit to bring the co-owned LaCygne Generating Station under the Phase I guidelines. The NOx and toxic limits, which were not set in the law, will be specified in future EPA regulations. Until such time as the Phase I group 1 NOx regulations are final, the Company will be unable to determine its compliance options or related compliance costs. Fuel Commitments. To supply a portion of the fuel requirements for its generating plants, the Company has entered into various commitments to obtain nuclear fuel, coal, and natural gas. Some of these contracts contain provisions for price escalation and minimum purchase commitments. At December 31, 1993, WCNOC's nuclear fuel commitments (Company's share) were approximately $18.0 million for uranium concentrates expiring at various times through 1997, $123.6 million for enrichment expiring at various times through 2014, and $45.5 million for fabrication through 2012. At December 31, 1993, the Company's coal and natural gas contract commitments in 1993 dollars under the remaining term of the contracts were $2.8 billion and $20.4 million, respectively. The largest coal contract was renegotiated early in 1993 and expires in 2020 with the remaining coal contracts expiring at various times through 2013. The majority of natural gas contracts continue through 1995 with automatic one-year extension provisions. In the normal course of business, additional commitments and spot market purchases will be made to obtain adequate fuel supplies. Environmental. The Company was previously associated with 20 former manufactured gas sites located in Kansas which may contain coal tar and other potentially harmful materials. These sites were operated decades ago by other companies, and may have been owned by the Company for a period of time after they had ceased operation. The Company and the Kansas Department of Health and Environment (KDHE) have conducted preliminary assessments of the sites at a cost of approximately $500,000. The results of the preliminary investigations determined the Company does not have a connection to four of the sites. Of the remaining 16 sites, the Company has initiated site investigation and risk assessment of the highest priority site and anticipates a total cost for site investigations of approximately $500,000 to $700,000 in 1994. The Company and KDHE entered into a consent agreement governing all future work at these sites. The terms of the consent agreement will allow the Company to investigate the 16 sites and set remediation priorities based upon the results of the investigations and risk analysis. The prioritized sites will be investigated over a 10 year period. The agreement will allow the Company to set mutual objectives with the KDHE in order to expedite effective response activities and to control costs and environmental impact. The Company is aware of other utilities in Region VII of the EPA (Kansas, Missouri, Nebraska, and Iowa) which have incurred remediation costs for manufactured gas sites ranging between $500,000 and $10 million, depending on the site, and that the KCC has issued an accounting order which will permit another Kansas utility to recover a portion of its remediation costs through rates. To the extent that such remediation costs are not recovered through rates, the costs could be material to the Company's financial position or results of operations depending on the degree of remediation required and number of years over which the remediation must be completed. The Company has been identified as one of numerous potentially responsible parties in four hazardous waste sites listed by the EPA as Superfund sites. One site is a groundwater contamination site in Wichita, Kansas, and two are soil contamination sites in Missouri. The other site is a solid waste land-fill located in Edwardsville, Kansas. The Company's obligation at these sites appears to be limited based on the Company's experience. In the opinion of the Company's management, the resolution of these matters will not have a material impact on the financial position of the Company or results of operations. As part of the sale of the Company's Missouri Properties to Southern Union, Southern Union assumed responsibility under an agreement for any environmental matters related to the Missouri Properties purchased by Southern Union pending at the date of the sale or that may arise after closing. For any environmental matters pending or discovered within two years of the date of the agreement, and after pursuing several other potential recovery options, the Company may be liable for up to a maximum of $7.5 million under a sharing arrangement with Southern Union provided for in the agreement. For more information with respect to Commitments and Contingencies, see Note 4, COMMITMENTS AND CONTINGENCIES of the Company's 1993 Annual Report on Form 10-K. 5. LEGAL PROCEEDINGS On June 1, 1994, Southern Union filed an action against the Company, The Bishop Group, Ltd., and other entities affiliated with The Bishop Group, in the Federal District Court for the Western District of Missouri (Southern Union Company v. Western Resources, Inc. et al., Case No 94-509-CV-W-1) alleging, among other things, breach of the Missouri Properties sale agreement relating to certain gas supply contracts between the Company and various Bishop entities that Southern Union assumed, and requesting unspecified monetary damages as well as declaratory relief. On August 1, 1994, the Company filed its answer and counterclaim denying all claims asserted against it by Southern Union and requesting declaratory judgment with respect to certain adjustments in the purchase price for the Missouri Properties proposed by Southern Union and disputed by the Company. On August 24, 1994, Southern Union filed claims against the Company for alleged purchase price adjustments totalling $19 million. In the Company's opinion, the disputed adjustments are not proper adjustments to the purchase price. See Note 2, SALE OF MISSOURI NATURAL GAS DISTRIBUTION PROPERTIES. On August 15, 1994, the Bishop entities filed an answer and claims against Southern Union and the Company alleging, among other things, breach of those certain gas supply contracts. The Bishop entities claimed damages up to $270 million against the Company and Southern Union. The Company believes that through the sale agreement Southern Union assumed all liabilities arising out of or related to gas supply contracts associated with the Missouri Properties. The Company also believes it is not liable for any claims asserted against it by the Bishop entities and will vigorously defend such claims. The Company has received a civil investigative demand from the U.S. Department of Justice seeking certain information in connection with the department's investigation "to determine whether there is, has been, or may be a violation of the Sherman Act Sec. 1-2" with respect to the natural gas business in Kansas and Missouri. The Company is cooperating with the Department of Justice, but is not aware of any violation of the antitrust laws in connection with its business operations. For additional information with respect to Legal Proceedings see Note 15, LEGAL PROCEEDINGS of the Company's 1993 Annual Report on Form 10-K. 6. RATE MATTERS AND REGULATION On June 20, 1994, Williams Natural Gas Company (WNG) filed an application with FERC to direct bill approximately $29.9 million of FERC Order No. 636 transition costs to the Company related to natural gas sales service in Kansas, Missouri, and Oklahoma. FERC issued an order authorizing the direct billing, subject to refund, beginning July 20, 1994. The Company believes substantially all of these costs and any future transition costs ultimately will be recovered through charges to its current Kansas and Oklahoma and former Missouri customers, and any unrecovered transition costs will not be material to the Company's financial position or results of operations. For additional information with respect to FERC Order No. 636 see Management's Discussion and Analysis, OTHER INFORMATION of the Company's 1993 Annual Report on Form 10-K. On October 5, 1994, WNG filed an application with FERC to direct bill to the Company up to $30.4 million of settlement costs paid to Amoco Production Company (Amoco) related to litigation between WNG and Amoco regarding the proper price to be paid for gas purchased by WNG from Amoco. The proposed direct bill is related to natural gas service rendered by the Company in Kansas and Oklahoma. The Company believes substantially all of these costs and any future settlement costs ultimately will be recovered through charges to its Kansas and Oklahoma customers, and any unrecovered settlement costs will not be material to the Company's financial position or results of operations. Gas Transportation Charges. On September 12, 1991, the KCC authorized the Company to begin recovering, through the Purchase Gas Adjustment (PGA), deferred supplier gas transportation costs of $9.9 million incurred through December 31, 1990, based on a three-year amortization schedule. On December 30, 1991, the KCC authorized the Company to recover deferred transportation costs of approximately $2.8 million incurred subsequent to December 31, 1990 through the PGA over a 32-month period. At September 30, 1994, approximately $830 thousand of these deferrals remain in other deferred charges on the consolidated balance sheet. In September, 1994 the Company received a refund from the Panhandle Eastern Pipeline Company (Panhandle) of $1.4 million due to the disallowance by FERC of some of Panhandle's charges in their rates billed to the Company. KCC Rate Proceedings. On January 24, 1992, the KCC issued an order allowing the Company to continue the deferral of service line replacement program costs incurred since January 1, 1992, including depreciation, property taxes, and carrying costs for recovery in the next general rate case. At September 30, 1994, approximately $5.7 million of these deferrals have been included in other deferred charges on the consolidated balance sheet. On December 30, 1991, the KCC approved a permanent natural gas rate increase of $39 million annually and the Company discontinued the deferral of accelerated line survey costs on January 1, 1992. Approximately $4.4 million of deferred costs remain in other deferred charges on the consolidated balance sheet at September, 30, 1994, with the balance being included in rates and amortized to expense during a 43-month period, commencing January 1, 1992. For additional information with respect to Rate Matters and Regulation see Note 5, RATE MATTERS AND REGULATION of the Company's 1993 Annual Report on Form 10-K. 7. INCOME TAXES Total income tax expense included in the Consolidated Statements of Income reflects the Federal statutory rate of 35% since January 1, 1993 and 34% for all prior periods. The Federal statutory rate produces effective income tax rates of 36.5% and 30.2% for the three month periods, 35.6% and 31.3% for the nine month periods, and 34.4% and 29.6% for the twelve month periods ended September 30, 1994 and 1993, respectively. The effective income tax rates vary from the Federal statutory rate due to permanent differences, including the amortization of investment tax credits, and accelerated amortization of certain deferred income taxes. For additional information with respect to Income Taxes see Note 12, INCOME TAXES of the Notes to Consolidated Financial Statements in the Company's 1993 Annual Report on Form 10-K. 8. EMPLOYEE BENEFIT PLANS The Company adopted Statement of Financial Accounting Standards No. 112 (SFAS 112) in the first quarter of 1994, which established accounting and reporting standards for postemployment benefits. The statement requires the Company to recognize the liability to provide postemployment benefits when the liability has been incurred. To mitigate the impact adopting SFAS 112 will have on rate increases, the Company received an order from the KCC permitting the initial deferral of SFAS 112 transition costs and expenses and its inclusion in the future computation of cost of service net of an income stream generated from corporate-owned life insurance (COLI). At September 30, 1994, the Company's SFAS 112 liability recorded on the consolidated balance sheet was approximately $8.9 million. At December 31, 1993, the Company's total Statement of Financial Accounting Standards No. 106 (SFAS 106) obligation was approximately $166.5 million and the SFAS 106 expense was approximately $26.5 million for 1993. With the sale of the Missouri Properties, the Company's SFAS 106 obligation at December 31, 1993 would have been lower by approximately $40.1 million and the 1993 expense would have been $5.3 million lower. To mitigate the impact SFAS 106 expense will have on rate increases, the Company will include in the future computation of cost of service the actual SFAS 106 expense and an income stream generated from COLI. To the extent SFAS 106 expense exceeds income from the COLI program, this excess is being deferred and will be offset by income generated through the deferral period by the COLI program in accordance with the provisions of the FASB Emerging Issues Task Force Issue No. 92-12. 9. LONG-TERM DEBT The Company had a long-term debt agreement which contained provisions for the sale of accounts receivable and unbilled revenues (receivables) and phase-in revenues up to a total of $180 million. This agreement was terminated on November 1, 1994. Amounts related to receivables were accounted for as sales while those related to phase-in revenues were accounted for as collateralized borrowings. Additional receivables were continually sold to replace those collected. At September 30, 1994 and December 31, 1993, outstanding receivables amounting to $20.1 million and $56.8 million, respectively, were considered sold under the agreement. On October 5, 1994, the Company extended its $350 million revolving credit facility which will expire on October 5, 1999. For additional information with respect to Long-Term Debt see Note 8, LONG-TERM DEBT of the Notes to Financial Statements in the Company's 1993 Annual Report on Form 10-K. WESTERN RESOURCES, INC. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with MANAGEMENT'S DISCUSSION AND ANALYSIS of the Company's 1993 Annual Report on Form 10-K. The following updates the information provided in the 1993 Annual Report on Form 10-K and analyzes the changes in the results of operations between the three, nine, and twelve month periods ended September 30, 1994 and comparable periods of 1993. As a result of the sale of the Missouri Properties, as described in Note 2, SALE OF MISSOURI NATURAL GAS DISTRIBUTION PROPERTIES, of the Notes to Consolidated Financial Statements (Note 2), the Company recognized a gain of approximately $19.3 million, net of tax, and ceased recording the results of operations for the Missouri Properties during the first quarter of 1994. Consequently, the Company's results of operations for the three, nine, and twelve months ended September 30, 1994 are not fully comparable to the results of operations for the same periods ending September 30, 1993. For additional information regarding the sale of the Missouri Properties and the pending litigation see Note 2 and Note 5, LEGAL PROCEEDINGS, of the Notes to Consolidated Financial Statements. FINANCIAL CONDITION General. Net income for the third quarter of 1994 was $58 million, up two percent from net income of $57 million for the same period of 1993. The Company earned $0.88 per share of common stock for the third quarter of 1994, a decrease of $0.02 per share from the third quarter of 1993. There were 61,617,873 and 59,441,111 average shares outstanding for the third quarter of 1994 compared to 1993, respectively. The increase in net income is primarily due to lower operating expenses as a result of the sale of the Missouri Properties and reduced interest expense from lower debt balances. Partially offsetting the increase were higher income taxes caused by the completion of the KG&E accelerated amortization of certain deferred income tax reserves. As of December 31, 1993, KG&E had fully amortized these deferred income tax reserves related to the allowance for borrowed funds used during construction capitalized for Wolf Creek. The absence of the amortization of these deferred income tax reserves reduces net income by approximately $3 million per quarter or approximately $12 million per year. Operating revenues were $379 million and $419 million for the three months ended September 30, 1994 and 1993, respectively. The decrease in revenues is caused by lower natural gas revenues as a result of the sale of the Missouri Properties (see Note 2) and lower electric revenues resulting from cooler summer temperatures in the third quarter of 1994 compared to 1993. Net income for the nine and twelve months ended September 30, 1994, was $154 million and $189 million, respectively, compared to $142 million and $182 million for the comparable periods of 1993. The increase for both periods is primarily the result of increased electric sales, reduced interest costs, and the gain on the sale of the Missouri Properties. Partially offsetting these increases was the completion of the amortization of certain deferred income tax reserves discussed previously. Operating revenues were $1.3 billion and $1.8 billion, respectively, for the nine and twelve months ended September 30, 1994 compared to $1.4 billion and $1.9 billion for the same periods of 1993. The decrease in revenues is primarily a result of the sale of the Missouri Properties. The quarterly dividend rate is $0.495 per share, for an indicated annual rate of $1.98 per share. The book value per share was $23.94 at September 30, 1994, up from $23.08 at December 31, 1993. Liquidity and Capital Resources. The Company's short-term debt balance at September 30, 1994, decreased approximately $222 million from December 31, 1993, primarily as a result of the use of the proceeds from the sale of the Missouri Properties and the issuance, on January 20, 1994, of $100 million of KG&E first mortgage bonds to retire such debt. At September 30, 1994, the Company had bank credit arrangements available of $145 million. On October 5, the Company extended its $350 million revolving credit facility which will now expire on October 5, 1999. On April 28, 1994, two series of Market-Adjusted Tax Exempt Securities (MATES) totalling $75.5 million were sold on behalf of the Company at a rate of 2.95% for the initial auction period. The interest rate is being reset periodically via an auction process. As of September 30, 1994, the rate on these bonds was 3.25% for $45 million and 3.375% for the remaining $30.5 million. The net proceeds from the new issues, together with available cash, were used to refund two series of pollution control bonds totalling $75.5 million bearing interest rates of 5.9% and 6.75%. On April 28, 1994, three series of MATES totalling $46.4 million were sold on behalf of KG&E at a rate of 2.95% for the initial auction period. The interest rate is being reset periodically via an auction process. As of September 30, 1994, the rate on these bonds ranged from 3.15% to 3.19%. The net proceeds from the new issues, together with available cash, were used to refund three series of pollution control bonds totalling $46.4 million bearing interest rates between 5 7/8% and 6.8%. In 1986 KG&E purchased corporate-owned life insurance policies (COLI) on certain of its employees. For the nine months ended September 30, 1994, KG&E increased its borrowings against the accumulated cash surrender values of the policies by $39.9 million and received $1.6 million from increased borrowings on Wolf Creek Nuclear Operating Company policies. OPERATING RESULTS Revenues. The Company's revenues vary with levels of usage as a result of changing weather conditions during comparable periods and are sensitive to seasonal fluctuations between consecutive periods. Future electric and natural gas sales will continue to be affected by weather conditions, competing fuel sources, wholesale demand, and the overall economy of the Company's service area. The following table reflects changes in electric sales for the three, nine, and twelve months ended September 30, 1994 from the comparable periods of 1993. Increase (decrease) in electric sales volumes: 3 Months 9 Months 12 Months ended ended ended Residential (6.8)% (1.1)% - Commercial 1.7% 4.2% 2.8% Industrial 3.8% 1.8% 0.9% Total retail sales (0.7)% 1.6% 1.2% Wholesale and interchange (32.0)% (3.3)% 4.8% Total electric sales (7.9)% 0.6% 2.0% Electric revenues decreased one percent for the three months ended September 30, 1994 compared to the same period of 1993. The decrease is due to lower residential and wholesale and interchange sales. Residential sales were down because of milder temperatures for the third quarter of 1994, which was eight percent cooler than the third quarter of 1993. Wholesale and interchange sales were lower because of high sales in the third quarter of 1993 to other utilities while their generating units were down due to the flooding of 1993. Electric revenues increased one percent for the nine months ended September 30, 1994, primarily as a result of increased commercial and industrial sales resulting from customer growth. Partially offsetting these higher sales were lower residential and wholesale and interchange sales due to the mild 1994 temperatures and one-time interchange sales as discussed previously. Partially offsetting the loss of the one-time interchange sales in 1993 was the addition of new interchange customers. In February 1994, the Company joined the Western Systems Power Pool which opened additional markets for interchange power. Electric revenues for the twelve months ended September 30, 1994, increased two percent as a result of higher revenues from all classes of customers. Increased commercial sales had the largest impact on the increased revenues. The following table reflects changes in natural gas sales for the three, nine, and twelve months ended September 30, 1994 from the comparable periods of 1993. Increase (decrease) in natural gas sales volumes (decrease): 3 Months 9 Months 12 Months ended ended ended Residential (47.3)% (35.4)% (23.3)% Commercial (39.5)% (38.2)% (25.2)% Industrial (49.1)% (61.5)% (68.0)% Transportation (32.3)% (28.6)% (21.3)% Total deliveries (37.2)% (34.0)% (23.5)% Natural gas revenues and sales decreased significantly for the three, nine, and twelve months ended September 30, 1994 compared to the same periods of 1993 as a result of the sale of the Missouri Properties in the first quarter of 1994 (see Note 2). Also contributing to the decreases for the nine and twelve months ended September 30, 1994 were lower natural gas sales for space heating as a result of the milder temperatures during the 1994 heating season. Partially offsetting these decreases was a higher unit gas cost being recovered from customers through Purchased Gas Adjustment clauses (PGA). Operating Expenses. Total operating expenses decreased 13 percent, 11 percent, and four percent for the three, nine, and twelve months ended September 30, 1994 compared to the same periods of 1993. These decreases are primarily the result of the sale of the Missouri Properties (see Note 2). Also contributing to the decreased operating expenses for the three months ended were lower fuel and purchased power expenses resulting from decreased electric demand caused by the mild temperatures discussed previously. Reduced operations and maintenance expenses, other than as a result of the sale of the Missouri Properties, also decreased total operating expense. Partially offsetting the decreases for the nine and twelve month periods were higher nuclear fuel costs, increased income tax expense, and a higher unit cost of gas which is passed on to customers through the PGA. Nuclear fuel costs were higher as a result of higher availability of Wolf Creek during these periods. Beginning March 5, 1993, Wolf Creek was taken off-line for approximately 73 days for scheduled refueling and maintenance. Wolf Creek Generating Station (Wolf Creek) operates on an eighteen month refueling cycle. Wolf Creek began its seventh refueling and maintenance outage in mid September 1994. The outage took approximately 47 days. The operations and maintenance expenses associated with the refueling are being deferred and then amortized over eighteen months. As of December 31, 1993, KG&E had fully amortized its deferred income tax reserves related to the allowance for borrowed funds used during construction capitalized for Wolf Creek. The completion of the amortization of these deferred income tax reserves increased income taxes and thereby reduced net income by approximately $3 million for the three months ended and $9 million for the nine and twelve months ended September 30, 1994, respectively. Other Income and Deductions. Other income and deductions, net of taxes, was significantly lower for the quarter ended September 30, 1994 compared to 1993 as a result of increased interest expense on COLI borrowings and the receipt of death proceeds in the third quarter of 1993. Other income and deductions, net of taxes, was higher for the nine and twelve months ended September 30, 1994 compared to 1993 due to the recognizing of the gain on the sale of the Missouri Properties of approximately $19.3 million, net of tax, (see Note 2). Partially offsetting these increases was increased interest expense on COLI borrowings. Interest Charges and Preferred and Preference Dividend Requirements. Total interest charges decreased for the three, nine, and twelve months ended September 30, 1994 from the comparable periods in 1993, as a result of lower debt balances and the refinancing of higher cost debt, as well as increased COLI borrowings which interest is reflected in Other Income and Deductions on the consolidated income statement. WESTERN RESOURCES, INC. Part II Other Information Item 5. Other Information The transaction described in Item 5 of the Company's Quarterly Report of Form 10-Q for the quarter ended June 30, 1994, was not consummated. The Company will proceed on its own towards the development of a natural gas market center for the mid-continent region of the U.S. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: Exhibit 27 - Financial Data Schedule Exhibit 99 - Kansas Gas and Electric Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1994 (filed electronically) (b) Reports on Form 8-K: None 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 thereunto duly authorized. Western Resources, Inc. Date November 10, 1994 By S. L. Kitchen S. L. Kitchen, Executive Vice President and Chief Financial Officer Date November 10, 1994 By Jerry D. Courington Jerry D. Courington, Controller
 

UT THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE SHEET AT SEPTEMBER 30, 1994 AND THE STATEMENT OF INCOME AND THE STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 9-MOS DEC-31-1994 SEP-30-1994 PER-BOOK 4,247,804 100,894 331,824 395,228 0 5,075,750 308,089 667,992 498,840 1,474,921 150,000 24,858 1,357,044 199,300 0 20,000 0 0 5,660 3,312 1,840,655 5,075,750 1,258,717 83,450 969,324 1,047,152 211,565 34,594 240,537 86,478 154,059 10,064 143,995 91,503 74,695 234,932 2.34 0

                            FORM 10-Q

               SECURITIES AND EXCHANGE COMMISSION

                    Washington, D. C.  20549

    [X]    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

      For the quarterly period ended   September 30, 1994 

                               OR

 [ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

       For the transition period from ________ to ________

                 Commission File Number   1-7324

                 KANSAS GAS AND ELECTRIC COMPANY
     (Exact name of registrant as specified in its charter)

                  KANSAS                                    48-1093840    
     (State or other jurisdiction of                     (I.R.S. Employer
      incorporation or organization)                    identification No.)

                          P.O. Box 208
                     Wichita, Kansas  67201
            (Address of principal executive offices)

                         (316) 261-6611
      (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or  15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

                        YES X       NO   
                                   

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

              Class                         Outstanding at November 10, 1994
    Common Stock (No par value)                           1,000


Registrant meets the conditions of General Instruction H(1)(a) and (b) to Form
10-Q and is therefore filing this form with a reduced disclosure format.

                 KANSAS GAS AND ELECTRIC COMPANY
                             INDEX 
 
                                                                               
                                                                      Page No.

Part I.  Financial Information

   Item 1.  Financial Statements 
 
        Balance Sheets                                                    3   

        Statements of Income                                            4 - 6 
               
        Statements of Cash Flows                                        7 - 8

        Statements of Capitalization                                      9 

        Statements of Common Stock Equity                                10 

        Notes to Financial Statements                                    11 

   Item 2.  Management's Discussion and Analysis of Financial
            Condition and Results of Operations                          17


Part II.  Other Information

   Item 6.  Exhibits and Reports on Form 8-K                             20

Signatures                                                               21



                 KANSAS GAS AND ELECTRIC COMPANY
                         BALANCE SHEETS
                     (Thousands of Dollars)
September 30, December 31, 1994 1993 (Unaudited) ASSETS UTILITY PLANT: Electric plant in service . . . . . . . . . . . . . . . . $3,381,637 $3,339,832 Less - Accumulated depreciation . . . . . . . . . . . . . 847,431 790,843 2,534,206 2,548,989 Construction work in progress . . . . . . . . . . . . . . 32,052 28,436 Nuclear fuel (net) . . . . . . . . . . . . . . . . . . . 37,909 29,271 Net utility plant . . . . . . . . . . . . . . . . . . . 2,604,167 2,606,696 OTHER PROPERTY AND INVESTMENTS: Decommissioning trust . . . . . . . . . . . . . . . . . . 15,951 13,204 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 12,344 10,941 28,295 24,145 CURRENT ASSETS: Cash and cash equivalents . . . . . . . . . . . . . . . . 57 63 Accounts receivable and unbilled revenues (net) (Note 8). 59,168 11,112 Advances to parent company. . . . . . . . . . . . . . . . 195,552 192,792 Fossil fuel, at average cost, . . . . . . . . . . . . . . 13,652 7,594 Materials and supplies, at average cost . . . . . . . . . 30,730 29,933 Prepayments and other current assets. . . . . . . . . . . 19,049 14,995 318,208 256,489 DEFERRED CHARGES AND OTHER ASSETS: Deferred future income taxes. . . . . . . . . . . . . . . 102,766 102,789 Deferred coal contract settlement costs . . . . . . . . . 18,773 21,247 Phase-in revenues . . . . . . . . . . . . . . . . . . . . 65,792 78,950 Other deferred plant costs. . . . . . . . . . . . . . . . 31,840 32,008 Corporate-owned life insurance (net) . . . . . . . . . . 8,830 45 Unamortized debt expense. . . . . . . . . . . . . . . . . 28,317 27,365 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 43,186 37,745 299,504 300,149 TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . $3,250,174 $3,187,479 CAPITALIZATION AND LIABILITIES CAPITALIZATION (see statement). . . . . . . . . . . . . . . $2,027,955 $1,899,221 CURRENT LIABILITIES: Short-term debt . . . . . . . . . . . . . . . . . . . . . 42,300 155,800 Long-term debt due within one year. . . . . . . . . . . . - 238 Accounts payable. . . . . . . . . . . . . . . . . . . . . 48,366 51,095 Accrued taxes . . . . . . . . . . . . . . . . . . . . . . 48,290 12,185 Accrued interest. . . . . . . . . . . . . . . . . . . . . 14,147 7,381 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 10,434 9,427 163,537 236,126 DEFERRED CREDITS AND OTHER LIABILITIES: Deferred income taxes . . . . . . . . . . . . . . . . . . 648,997 646,159 Deferred investment tax credits . . . . . . . . . . . . . 75,643 78,048 Deferred gain from sale-leaseback . . . . . . . . . . . . 254,751 261,981 Other . . . . . . . . . . . . . . . . . . . . . . . . . . 79,291 65,944 1,058,682 1,052,132 COMMITMENTS AND CONTINGENCIES (Notes 3 and 4) TOTAL CAPITALIZATION AND LIABILITIES . . . . . . . . . $3,250,174 $3,187,479 The NOTES TO CONSOLIDATED FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF INCOME (Thousands of Dollars) (Unaudited)
Three Months Ended September 30, 1994 1993 OPERATING REVENUES. . . . . . . . . . . . . . . . . . . . $ 189,202 $ 191,941 OPERATING EXPENSES: Fuel used for generation: Fossil fuel . . . . . . . . . . . . . . . . . . . . . 27,727 28,590 Nuclear fuel. . . . . . . . . . . . . . . . . . . . . 3,638 4,179 Power purchased . . . . . . . . . . . . . . . . . . . . 1,376 5,674 Other operations. . . . . . . . . . . . . . . . . . . . 26,092 29,918 Maintenance . . . . . . . . . . . . . . . . . . . . . . 9,957 11,606 Depreciation and amortization . . . . . . . . . . . . . 19,141 18,837 Amortization of phase-in revenues . . . . . . . . . . . 4,386 4,386 Taxes: Federal income. . . . . . . . . . . . . . . . . . . . 23,521 19,534 State income. . . . . . . . . . . . . . . . . . . . . 5,575 4,477 General . . . . . . . . . . . . . . . . . . . . . . . 10,811 11,866 Total operating expenses. . . . . . . . . . . . . . 132,224 139,067 OPERATING INCOME. . . . . . . . . . . . . . . . . . . . . 56,978 52,874 OTHER INCOME AND DEDUCTIONS: Corporate-owned life insurance (net). . . . . . . . . . (1,728) 5,969 Miscellaneous (net) . . . . . . . . . . . . . . . . . . 833 864 Income taxes (net). . . . . . . . . . . . . . . . . . . 2,137 1,357 Total other income and deductions . . . . . . . . . 1,242 8,190 INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . . 58,220 61,064 INTEREST CHARGES: Long-term debt. . . . . . . . . . . . . . . . . . . . . 11,934 13,752 Other . . . . . . . . . . . . . . . . . . . . . . . . . 1,249 1,247 Allowance for borrowed funds used during construction (credit) . . . . . . . . . . . . . . . . (444) (341) Total interest charges. . . . . . . . . . . . . . . 12,739 14,658 NET INCOME. . . . . . . . . . . . . . . . . . . . . . . . $ 45,481 $ 46,406 The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF INCOME (Thousands of Dollars) (Unaudited)
Nine Months Ended September 30, 1994 1993 OPERATING REVENUES. . . . . . . . . . . . . . . . . . . . $ 480,793 $ 480,900 OPERATING EXPENSES: Fuel used for generation: Fossil fuel . . . . . . . . . . . . . . . . . . . . . 71,662 70,607 Nuclear fuel. . . . . . . . . . . . . . . . . . . . . 11,733 9,028 Power purchased . . . . . . . . . . . . . . . . . . . . 4,869 9,043 Other operations. . . . . . . . . . . . . . . . . . . . 84,677 92,627 Maintenance . . . . . . . . . . . . . . . . . . . . . . 35,187 33,572 Depreciation and amortization . . . . . . . . . . . . . 57,402 56,512 Amortization of phase-in revenues . . . . . . . . . . . 13,158 13,158 Taxes: Federal income. . . . . . . . . . . . . . . . . . . . 41,594 32,786 State income. . . . . . . . . . . . . . . . . . . . . 10,160 7,692 General . . . . . . . . . . . . . . . . . . . . . . . 34,947 34,682 Total operating expenses. . . . . . . . . . . . . . 365,389 359,707 OPERATING INCOME. . . . . . . . . . . . . . . . . . . . . 115,404 121,193 OTHER INCOME AND DEDUCTIONS: Corporate-owned life insurance (net). . . . . . . . . . (3,721) 9,337 Miscellaneous (net) . . . . . . . . . . . . . . . . . . 3,641 8,382 Income taxes (net). . . . . . . . . . . . . . . . . . . 5,375 314 Total other income and deductions . . . . . . . . . 5,295 18,033 INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . . 120,699 139,226 INTEREST CHARGES: Long-term debt. . . . . . . . . . . . . . . . . . . . . 36,032 41,753 Other . . . . . . . . . . . . . . . . . . . . . . . . . 3,721 4,211 Allowance for borrowed funds used during construction (credit) . . . . . . . . . . . . . . . . (1,368) (1,149) Total interest charges. . . . . . . . . . . . . . . 38,385 44,815 NET INCOME. . . . . . . . . . . . . . . . . . . . . . . . $ 82,314 $ 94,411 The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF INCOME (Thousands of Dollars) (Unaudited)
Twelve Months Ended September 30, 1994 1993 OPERATING REVENUES. . . . . . . . . . . . . . . . . . . . . . $ 616,890 $ 607,958 OPERATING EXPENSES: Fuel used for generation: Fossil fuel . . . . . . . . . . . . . . . . . . . . . . . 94,443 86,776 Nuclear fuel. . . . . . . . . . . . . . . . . . . . . . . 15,980 12,966 Power purchased . . . . . . . . . . . . . . . . . . . . . . 5,690 10,397 Other operations. . . . . . . . . . . . . . . . . . . . . . 110,998 121,436 Maintenance . . . . . . . . . . . . . . . . . . . . . . . . 48,355 47,569 Depreciation and amortization . . . . . . . . . . . . . . . 76,420 74,443 Amortization of phase-in revenues . . . . . . . . . . . . . 17,545 17,544 Taxes: Federal income. . . . . . . . . . . . . . . . . . . . . . 48,361 33,995 State income. . . . . . . . . . . . . . . . . . . . . . . 12,038 7,939 General . . . . . . . . . . . . . . . . . . . . . . . . . 45,468 44,418 Total operating expenses. . . . . . . . . . . . . . . . 475,298 457,483 OPERATING INCOME. . . . . . . . . . . . . . . . . . . . . . . 141,592 150,475 OTHER INCOME AND DEDUCTIONS: Corporate-owned life insurance (net). . . . . . . . . . . . (5,217) 11,748 Miscellaneous (net) . . . . . . . . . . . . . . . . . . . . 4,530 10,747 Income taxes (net). . . . . . . . . . . . . . . . . . . . . 7,288 (416) Total other income and deductions . . . . . . . . . . . 6,601 22,079 INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . . . . 148,193 172,554 INTEREST CHARGES: Long-term debt. . . . . . . . . . . . . . . . . . . . . . . 48,187 55,910 Other . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,585 8,164 Allowance for borrowed funds used during construction (credit) . . . . . . . . . . . . . . . . . . (1,585) (1,459) Total interest charges. . . . . . . . . . . . . . . . . 52,187 62,615 NET INCOME. . . . . . . . . . . . . . . . . . . . . . . . . . $ 96,006 $ 109,939 The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF CASH FLOWS (Thousands of Dollars) (Unaudited)
Nine Months Ended September 30, 1994 1993 CASH FLOWS FROM OPERATING ACTIVITIES: Net income. . . . . . . . . . . . . . . . . . . . . . . . . $ 82,314 $ 94,411 Depreciation and amortization . . . . . . . . . . . . . . . 57,402 56,512 Other amortization (including nuclear fuel) . . . . . . . . 8,390 8,208 Deferred income taxes and investment tax credits (net). . . 14,442 5,515 Amortization of phase-in revenues . . . . . . . . . . . . . 13,158 13,158 Corporate-owned life insurance. . . . . . . . . . . . . . . (13,600) (18,586) Amortization of gain from sale-leaseback. . . . . . . . . . (7,230) (7,230) Changes in working capital items: Accounts receivable and unbilled revenues (net) (Note 8). (48,056) (39,849) Fossil fuel . . . . . . . . . . . . . . . . . . . . . . . (6,058) 4,645 Accounts payable. . . . . . . . . . . . . . . . . . . . . (2,729) (4,578) Interest and taxes accrued. . . . . . . . . . . . . . . . 42,871 36,171 Other . . . . . . . . . . . . . . . . . . . . . . . . . . (3,844) (4,006) Changes in other assets and liabilities . . . . . . . . . . (18,165) (10,738) Net cash flows from operating activities . . . . . . . 118,895 133,633 CASH FLOWS USED IN INVESTING ACTIVITIES: Additions to utility plant. . . . . . . . . . . . . . . . . 65,646 43,364 Corporate-owned life insurance policies . . . . . . . . . . 24,588 25,687 Death proceeds of corporate-owned life insurance policies . - (10,160) Net cash flows used in investing activities. . . . . . 90,234 58,891 CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: Short-term debt (net) . . . . . . . . . . . . . . . . . . . (113,500) (31,500) Advances to parent company (net). . . . . . . . . . . . . . (2,760) (27,374) Bonds issued. . . . . . . . . . . . . . . . . . . . . . . . 160,422 65,000 Bonds retired . . . . . . . . . . . . . . . . . . . . . . . (46,440) (65,000) Revolving credit agreement (net). . . . . . . . . . . . . . - (150,000) Other long-term debt (net). . . . . . . . . . . . . . . . . (67,893) (46,870) Borrowings against life insurance policies (net). . . . . . 41,504 182,079 Net cash flows from (used in) financing activities . . (28,667) (73,665) NET INCREASE IN CASH AND CASH EQUIVALENTS . . . . . . . . . . (6) 1,077 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD. . . . . . . 63 892 CASH AND CASH EQUIVALENTS AT END OF PERIOD. . . . . . . . . . $ 57 $ 1,969 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION CASH PAID FOR: Interest on financing activities (net of amount capitalized). . . . . . . . . . . . . . . . . . . . . . $ 50,157 $ 57,889 Income taxes. . . . . . . . . . . . . . . . . . . . . . . . 21,658 13,417 The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF CASH FLOWS (Thousands of Dollars) (Unaudited)
Twelve Months Ended September 30, 1994 1993 CASH FLOWS FROM OPERATING ACTIVITIES: Net income. . . . . . . . . . . . . . . . . . . . . . . . . $ 96,006 $ 109,939 Depreciation and amortization . . . . . . . . . . . . . . . 76,420 74,443 Other amortization (including nuclear fuel) . . . . . . . . 11,436 11,160 Deferred income taxes and investment tax credits (net). . . 31,499 9,501 Amortization of phase-in revenues . . . . . . . . . . . . . 17,545 17,544 Corporate-owned life insurance. . . . . . . . . . . . . . . (16,664) (22,710) Amortization of gain from sale-leaseback. . . . . . . . . . (9,640) (9,640) Changes in working capital items: Accounts receivable and unbilled revenues (net) (Note 8). (8,776) (6,987) Fossil fuel . . . . . . . . . . . . . . . . . . . . . . . (2,196) 9,973 Accounts payable. . . . . . . . . . . . . . . . . . . . . (7,964) 8,428 Interest and taxes accrued. . . . . . . . . . . . . . . . (2,353) 4,691 Other . . . . . . . . . . . . . . . . . . . . . . . . . . (2,029) (8,453) Changes in other assets and liabilities . . . . . . . . . . (23,957) (26,739) Net cash flows from operating activities. . . . . . . . . 159,327 171,150 CASH FLOWS USED IN INVESTING ACTIVITIES: Additions to utility plant. . . . . . . . . . . . . . . . . 89,168 68,807 Corporate-owned life insurance policies . . . . . . . . . . 26,169 21,032 Death proceeds of corporate-owned life insurance policies . - (10,912) Net cash flows used in investing activities. . . . . 115,337 78,927 CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: Short-term debt (net) . . . . . . . . . . . . . . . . . . . (19,700) (40,900) Advances to parent company (net). . . . . . . . . . . . . . (93,889) (97,629) Bonds issued. . . . . . . . . . . . . . . . . . . . . . . . 160,422 200,000 Bonds retired . . . . . . . . . . . . . . . . . . . . . . . (121,440) (190,000) Other long-term debt (net). . . . . . . . . . . . . . . . . (13,980) (230) Revolving credit agreement (net). . . . . . . . . . . . . . - (150,000) Borrowings against life insurance policies (net). . . . . . 42,685 176,713 Net cash flows from (used in) financing activities . . (45,902) (102,046) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS. . . . . (1,912) (9,823) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD. . . . . . . 1,969 11,792 CASH AND CASH EQUIVALENTS AT END OF PERIOD. . . . . . . . . . $ 57 $ 1,969 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION CASH PAID FOR: Interest on financing activities (net of amount capitalized). . . . . . . . . . . . . . . . . . . . . . $ 69,921 $ 81,573 Income taxes. . . . . . . . . . . . . . . . . . . . . . . . 37,595 27,642 The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF CAPITALIZATION (Thousands of Dollars)
September 30, December 31, 1994 1993 (Unaudited) COMMON STOCK EQUITY: (See Statements of Common Stock Equity) Common stock, without par value, authorized and issued 1,000 shares . . . . . . . . . . . . . . . . . . . . . . $1,065,634 $1,065,634 Retained earnings. . . . . . . . . . . . . . . . . . . . . 262,358 180,044 Total common stock equity. . . . . . . . . . . . . . . . 1,327,992 65% 1,245,678 66%
LONG-TERM DEBT: First Mortgage Bonds: Series Due 1994 1993 5-5/8% 1996 $ 16,000 $ 16,000 7.6% 2003 135,000 135,000 6-1/2% 2005 65,000 65,000 6.20% 2006 100,000 - 316,000 216,000 Pollution Control Bonds: 6.80% 2004 - 14,500 5-7/8% 2007 - 21,940 6% 2007 - 10,000 5.10% 2023 13,982 - Variable (a) 2027 21,940 - 7% 2031 327,500 327,500 Variable (a) 2032 14,500 - Variable (a) 2032 10,000 - 387,922 373,940 Total bonds . . . . . . . . . . . . . . . . . . . . . . 703,922 589,940 Other Long-Term Debt: Pollution control obligations: 5-3/4% series 2003 - 13,980 Other long-term agreement 1995 - 53,913 Total other long-term debt. . . . . . . . . . . . . . - 67,893 Less: Unamortized premium and discount (net) . . . . . . . . . 3,959 4,052 Long-term debt due within one year . . . . . . . . . . . - 238 Total long-term debt. . . . . . . . . . . . . . . . . 699,963 35% 653,543 34% TOTAL CAPITALIZATION . . . . . . . . . . . . . . . . . . . . $2,027,955 100% $1,899,221 100% (a) Market-Adjusted Tax Exempt Securities (MATES). The interest rate is being reset periodically via an auction process. As of September 30, 1994, the rates ranged from 3.15% to 3.19% for these bonds. The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY STATEMENTS OF COMMON STOCK EQUITY (Thousands of Dollars, Except Shares) (Unaudited)
Common Stock Treasury Stock Other Paid-in Retained Shares Amount Capital Earnings Shares Amount Total BALANCE DECEMBER 31, 1991. . 40,997,745 637,003 284 170,598 (9,996,426) (199,255) 608,630 (Predecessor) Net income 6,040 6,040 Cash dividends: Common stock-$0.43 per share. . . . . . . . . (13,330) (13,330) Preferred stock. . . . . (205) (205) Employee stock plans . . . (12) (966) (12) Merger of KG&E with KCA. . (40,997,745) (636,991) (284) (163,103) 9,997,392 199,255 (601,123) MARCH 31, 1992 Subtotal-KG&E (Predecessor). -0- -0- -0- -0- -0- -0- -0- KCA common stock issued. . 1,000 $1,065,634 - - - - $1,065,634 Net income . . . . . . . . $ 71,941 71,941 BALANCE DECEMBER 31, 1992. . 1,000 1,065,634 - 71,941 - - 1,137,575 (Successor) Net Income . . . . . . . . 108,103 108,103 BALANCE DECEMBER 31, 1993. . 1,000 $1,065,634 $ - $ 180,044 - $ - $1,245,678 (Successor) Net Income . . . . . . . . 82,314 82,314 BALANCE SEPTEMBER 30, 1994 . 1,000 $1,065,634 $ - $ 262,358 - $ - $1,327,992 (Successor) The NOTES TO FINANCIAL STATEMENTS are an integral part of these statements.
KANSAS GAS AND ELECTRIC COMPANY NOTES TO FINANCIAL STATEMENTS (Unaudited) 1. ACCOUNTING POLICIES AND OTHER INFORMATION General. On March 31, 1992, Western Resources, Inc., formerly The Kansas Power and Light Company, (Western Resources, Parent Company) through its wholly-owned subsidiary KCA Corporation (KCA), acquired all of the outstanding common and preferred stock of Kansas Gas and Electric Company (KG&E) for $454 million in cash and 23,479,380 shares of Western Resources common stock (the Merger). The Company owns 47% of the Wolf Creek Nuclear Operating Corporation (WCNOC), the operating company for the Wolf Creek Generating Station (Wolf Creek). The Company records its proportionate share of all transactions of WCNOC as it does other jointly-owned facilities. The financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of the Company, the accompanying condensed financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of the Company as of September 30, 1994, and December 31, 1993, and the results of its operations for the three, nine and twelve month periods ended September 30, 1994 and 1993. These condensed financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company's 1993 Annual Report on Form 10-K. The accounting policies of the Company are in accordance with generally accepted accounting principles as applied to regulated public utilities. The accounting and rates of the Company are subject to requirements of the Kansas Corporation Commission (KCC) and the Federal Energy Regulatory Commission. Cash Surrender Value of Life Insurance Contracts. The following amounts related to corporate-owned life insurance (COLI) contracts, primarily with one highly rated major insurance company, are recorded on the balance sheets (millions of dollars): September 30, December 31, 1994 1993 Cash surrender value of contracts $319.3 $269.0 Borrowings against contracts (310.5) (269.0) COLI (net) $ 8.8 $ 0.0 Interest expense included in other income and deductions, net of taxes, related to COLI for the three, nine, and twelve months ended September 30, 1994, was $5.6, $15.4, and $20.1 million, respectively. Interest expense for the three, nine, and twelve months ended September 30, 1993, was $3.3, $6.2, and $7.9 million, respectively. Statements of Cash Flows. For purposes of the statements of cash flows, the Company considers highly liquid collateralized debt instruments purchased with a maturity of three months or less to be cash equivalents. Reclassifications. Certain amounts in prior years have been reclassified to conform with classifications used in the current year presentation. 2. SHORT-TERM DEBT The Company's short-term financing requirements are satisfied through short-term bank loans and borrowings under unsecured lines of credit maintained with banks. At September 30, 1994, the Company had bank credit arrangements available of $35 million. Effective October 1, 1994, the Company reduced its bank credit arrangements to $24 million. 3. COMMITMENTS AND CONTINGENCIES Environmental. The Company was previously associated with six former manufactured gas sites which may contain coal tar and other potentially harmful materials. The Company and the Kansas Department of Health and Environment (KDHE) conducted preliminary assessments of these sites at minimal cost. The results of the preliminary investigations determined the Company does not have a connection to two of the sites. Under a consent agreement with the KDHE governing all future work at the four remaining sites, the Company will investigate these sites and set remediation priorities based upon the results of the investigations and risk analysis. The prioritized sites will be investigated over a 10 year period. The agreement will allow the Company to set mutual objectives with the KDHE in order to expedite effective response activities and to control costs and environmental impact. The Company is aware of other utilities in Region VII of the EPA (Kansas, Missouri, Nebraska, and Iowa) which have incurred remediation costs for such sites ranging between $500,000 and $10 million, depending on the site and that the KCC has issued an accounting order which will permit another Kansas utility to recover a portion of its remediation costs through rates. To the extent that such remediation costs are not recovered through rates, the costs could be material to the Company's financial position or results of operations depending on the degree of remediation required and number of years over which the remediation must be completed. Spent Nuclear Fuel Disposal. Under the Nuclear Waste Policy Act of 1982, the U.S. Department of Energy (DOE) is responsible for the ultimate storage and disposal of spent nuclear fuel removed from nuclear reactors. Under a contract with the DOE for disposal of spent nuclear fuel, the Company pays a quarterly fee to DOE of one mill per kilowatthour on net nuclear generation. These fees are included as part of nuclear fuel expense. The Company along with the other co-owners of Wolf Creek are among 14 companies that filed a lawsuit June 20, 1994, seeking an interpretation of the DOE's obligation to begin accepting spent nuclear fuel for disposal in 1998. The Federal Nuclear Waste Policy Act requires DOE ultimately to accept and dispose of nuclear utilities' spent fuel. The DOE has filed a motion to have this case dismissed. The issue to be decided in this case is whether DOE must begin accepting spent fuel in 1998 or at a future date. Decommissioning. On June 9, 1994, the KCC issued an order approving the decommissioning cost of the 1993 Wolf Creek Decommissioning Cost Study which estimates the Company's share of Wolf Creek decommissioning costs, under the immediate dismantlement method, to be approximately $595 million primarily during the period 2025 through 2033, or approximately $174 million in 1993 dollars. These costs were calculated using an assumed inflation rate of 3.45% over the remaining service life, in 1993, of 32 years. Decommissioning costs are being charged to operating expenses. Electric rates charged to customers provide for recovery of these decommissioning costs over the life of Wolf Creek. Amounts so expensed ($3.5 million in 1993 increasing annually to $5.5 million in 2024) and earnings on trust fund assets are deposited in an external trust fund. The assumed return on trust assets is 5.9%. The Company's investment in the decommissioning fund, including reinvested earnings was $16.0 and $13.2 million at September 30, 1994 and December 31, 1993, respectively. These amounts are reflected in OTHER PROPERTY AND INVESTMENTS, Decommissioning Trust, and the related liability is included in DEFERRED CREDITS AND OTHER LIABILITIES, Other, on the balance sheets. The Company carries $117 million in premature decommissioning insurance. The insurance coverage has several restrictions. One of these is that it can only be used if Wolf Creek incurs an accident exceeding $500 million in expenses to safely stabilize the reactor, to decontaminate the reactor and reactor station site in accordance with a plan approved by the Nuclear Regulatory Commission (NRC), and to pay for on-site property damages. If the amount designated as decommissioning insurance is needed to implement the NRC- approved plan for stabilization and decontamination, it would not be available for decommissioning purposes. Nuclear Insurance. The Price-Anderson Act limits the combined public liability of the owners of nuclear power plants to $9.0 billion for a single nuclear incident. The Wolf Creek owners (Owners) have purchased the maximum available private insurance of $200 million and the balance is provided by an assessment plan mandated by the NRC. Under this plan, the Owners are jointly and severally subject to a retrospective assessment of up to $79.3 million ($37.3 million, Company's share) in the event there is a nuclear incident involving any of the nation's licensed reactors. This assessment is subject to an inflation adjustment based on the Consumer Price Index and applicable premium taxes. There is a limitation of $10 million ($4.7 million, Company's share) in retrospective assessments per incident per year. The Owners carry decontamination liability, premature decommissioning liability, and property damage insurance for Wolf Creek totalling approximately $2.8 billion ($1.3 billion, Company's share). This insurance is provided by a combination of "nuclear insurance pools" ($500 million) and Nuclear Electric Insurance Limited (NEIL) ($2.3 billion). In the event of an accident, insurance proceeds must first be used for reactor stabilization and site decontamination. The remaining proceeds from the $2.8 billion insurance coverage ($1.3 billion, Company's share), if any, can be used for property damage up to $1.2 billion (Company's share) and premature decommissioning costs up to $117 million (Company's share) in excess of funds previously collected for decommissioning (as discussed under "Decommissioning"). The Owners also carry additional insurance with NEIL to cover costs of replacement power and other extra expenses incurred during a prolonged outage resulting from accidental property damage at Wolf Creek. If losses incurred at any of the nuclear plants insured under the NEIL policies exceed premiums, reserves, and other NEIL resources, the Company may be subject to retrospective assessments of approximately $13 million per year. Although the Company maintains various insurance policies to provide coverage for potential losses and liabilities resulting from an accident or an extended outage, the Company's insurance coverage may not be adequate to cover the costs that could result from a major accident or extended outage at Wolf Creek. Any substantial losses not covered by insurance, to the extent not recoverable through rates, could have a material adverse effect on the Company's financial condition and results of operations. Clean Air Act. The Clean Air Act Amendments of 1990 (the Act) require a two-phase reduction in sulfur dioxide and oxides of nitrogen (NOx) emissions effective in 1995 and 2000 and a probable reduction in toxic emissions. To meet the monitoring and reporting requirements under the acid rain program, the Company is installing continuous emission monitoring and reporting equipment at a total cost of approximately $2.3 million. At December 31, 1993, the Company had completed approximately $850 thousand of these capital expenditures with the remaining $1.4 million of capital expenditures to be completed in 1994. The Company does not expect additional equipment to reduce sulfur emissions to be necessary under Phase II. Although the Company currently has no Phase I affected units, the Company applied for an early substitution permit to bring the co-owned La Cygne Generating Station under the Phase I guidelines. The NOx and toxic limits, which were not set in the law, will be specified in future EPA regulations. Until such time as the Phase I group 1 NOx regulations are final, the Company will be unable to determine its compliance options or related compliance costs. Fuel Commitments. To supply a portion of the fuel requirements for its generating plants, the Company has entered into various commitments to obtain nuclear fuel, coal and natural gas. Some of these contracts contain provisions for price escalation and minimum purchase commitments. At December 31, 1993, WCNOC's nuclear fuel commitments (Company's share) were approximately $18.0 million for uranium concentrates expiring at various times through 1997, $123.6 million for enrichment expiring at various times through 2014 and $45.5 million for fabrication through 2012. At December 31, 1993, the Company's coal and natural gas contract commitments in 1993 dollars under the remaining term of the contracts were $666 million and $20.4 million, respectively. The largest coal contract was renegotiated early in 1993 and expires in 2020 with the remaining coal contracts expiring at various times through 2013. The majority of natural gas contracts expire in 1995 with automatic one-year extension provisions. In the normal course of business, additional commitments and spot market purchase will be made to obtain adequate fuel supplies. For additional information with respect to Commitments and Contingencies see Note 3, COMMITMENTS AND CONTINGENCIES of the Notes to Financial Statements in the Company's 1993 Annual Report on Form 10-K. 4. LEGAL PROCEEDINGS For information with respect to Legal Proceedings see Note 10, LEGAL PROCEEDINGS of the Notes to Financial Statements in the Company's 1993 Annual Report on Form 10-K. 5. RATE MATTERS AND REGULATION For information with respect to Rate Matters and Regulation see Note 4 RATE MATTERS AND REGULATION of the Notes to Financial Statements in the Company's 1993 Annual Report on Form 10-K. 6. INCOME TAXES Total income tax expense included in the Statements of Income reflects the Federal statutory rate of 35% since January 1, 1993 and 34% for all prior periods. The Federal statutory rate produces effective income tax rates of 37.2% and 32.8% for the three month periods, and 36.0% and 29.8% for the nine month periods and 35.6% and 27.8% for the twelve month periods ended September 30, 1994 and 1993, respectively. The effective income tax rates vary from the Federal statutory rate due to the permanent differences, including the amortization of investment tax credits. For additional information with respect to Income Taxes see Note 9, INCOME TAXES of the Notes to Financial Statements in the Company's 1993 Annual Report on Form 10-K. 7. EMPLOYEE BENEFIT PLANS Postemployment. The Company adopted the provisions of Statement of Financial Accounting Standards No. 112 (SFAS 112), in the first quarter of 1994. This statement requires the Company to recognize the liability to provide postemployment benefits when the liability has been incurred. To mitigate the impact adopting SFAS 112 will have on rate increases, the Company received an order from the KCC permitting the initial deferral of SFAS 112 transition costs and expenses and its inclusion in the future computation of cost of service net of and income stream generated from corporate-owned life insurance. At September 30, 1994, the Company's SFAS 112 liability recorded on the balance sheet was approximately $594,000. 8. LONG-TERM DEBT The Company had a long-term debt agreement which contained provisions for the sale of accounts receivable and unbilled revenues (receivables) and phase- in revenues up to a total of $180 million. This agreement was terminated on November 1, 1994. Amounts related to receivables were accounted for as sales while those related to phase-in revenues were accounted for as collateralized borrowings. Additional receivables were continually sold to replace those collected. At September 30, 1994 and December 31, 1993, outstanding receivables amounting to $20.1 million and $56.8 million, respectively, were considered sold under the agreement. For additional information with respect to Long-Term Debt see Note 6, LONG-TERM DEBT of the Notes to Financial Statements in the Company's 1993 Annual Report on Form 10-K. KANSAS GAS AND ELECTRIC COMPANY Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with Item 7 of the Company's Annual Report on Form 10-K for 1993. The following updates the information provided in the 1993 Form 10-K, and analyzes the changes in the results of operations between the three, nine and twelve month periods ended September 30, 1994 and comparable periods of 1993. FINANCIAL CONDITION General. Net income for the third quarter of 1994 was $45.5 million compared to $46.4 million for the same period of 1993. The two percent decrease in net income can be attributed to decreased residential and wholesale and interchange sales and higher income tax expense. Residential sales decreased as a result of cooler temperatures in 1994 compared to 1993. Wholesale and interchange sales were lower because the third quarter 1993 reflected higher sales to other utilities that had generating units down due to the flooding of 1993. Income tax expense increased as a result of the completion of the accelerated amortization of certain deferred income tax reserves. As of December 31, 1993, the Company had fully amortized these deferred income tax reserves related to the allowance for borrowed funds used during construction capitalized for Wolf Creek. The absence of the amortization of these deferred income tax reserves reduces net income by approximately $3 million per quarter or approximately $12 million per year. Net income for the nine and twelve months ending September 30, 1994, of $82.3 million and $96.0 million, decreased from net income of $94.4 and $109.9 million for the comparable periods of 1993, respectively. The decrease in net income is primarily due to increases in income taxes as a result of the absence of the amortization of the above mentioned deferred income tax reserves and the receipt of death benefit proceeds from corporate-owned life insurance policies in the third quarter of 1993. Liquidity and Capital Resources. The KG&E common and preferred stock was redeemed in connection with the Merger, leaving 1,000 shares of common stock held by Western Resources. The debt structure of the Company and available sources of funds were not affected by the Merger. Effective October 1, 1994, the Company reduced its bank credit arrangements from $35 million to $24 million. On April 28, 1994, three series of Market-Adjusted Tax Exempt Securities totalling $46.4 million were sold on behalf of the Company at a rate of 2.95% for the initial auction period. The interest rate is being reset periodically via an auction process. As of September 30, 1994, the rates on these bonds ranged from 3.15% to 3.19%. The net proceeds from the new issues, together with available cash, were used to refund three series of Pollution Control Bonds totalling $46.4 million bearing interest rates between 5 7/8% and 6.8%. In 1986 the Company purchased corporate-owned life insurance policies (COLI) on certain of its employees. For the nine months ended September 30, 1994, the Company increased its borrowings against the accumulated cash surrender values of the policies by $39.9 million and received $1.6 million from increased borrowings on Wolf Creek Nuclear Operating Company policies. OPERATING RESULTS The following discussion explains variances for the three, nine and twelve months ended September 30, 1994 to the comparable periods of 1993. Revenues. The Company's revenues vary with levels of usage as a result of changing weather conditions during comparable periods and are sensitive to seasonal fluctuations between consecutive periods. Increase (decrease) in electric sales volumes: 3 Months 9 Months 12 Months Ended Ended Ended Residential (8.8)% (2.1)% (1.0)% Commercial 4.8% 2.6% 1.0% Industrial 3.6% 0.5% (0.8)% Total Retail (0.5)% 0.2% (0.4)% Wholesale & interchange (53.9)% (0.5)% 17.2% Total electric sales (12.5)% 0.1% 2.8% Revenues for the third quarter of 1994 were $189.2 million down one percent from the 1993 third quarter revenues of $191.9 million. The decrease was due primarily to decreased residential sales as the Company's service territory experienced cooler summer temperatures during 1994 as compared to last year, reducing the customer demand for air conditioning load. Wholesale and interchange revenues were also lower because during the third quarter of 1993 the Company had higher sales to other utilities while their generating units were down due to the flooding of 1993. Revenues for the nine months ended September 30, 1994, of $480.8 million, were virtually unchanged from revenues of $480.9 million for the comparable period of 1993. Revenues for the twelve months ended September 30, 1994, increased approximately one percent to $616.9 million, from revenues of $608.0 million for the comparable period of 1993. The increase can be attributed to higher revenues in all customer classes. Operating Expenses. Total operating expenses for the three months ended September 30, 1994, of $132.2 million decreased approximately five percent from total operating expenses of $139.1 million for the comparable period of 1993. The decrease is primarily attributed to reduced operations and maintenance expense and a $4.3 million decrease in purchased power expense as a result of lower sales resulting from the decrease in demand from residential and wholesale customers during the third quarter of 1994 as compared to 1993. Total operating expenses increased approximately two percent for the nine months ended September 30, 1994 compared to the same period of 1993. The increase is primarily due to an increase of $11.3 million in federal and state income taxes and a $1.6 million increase in maintenance expense as a result of the major boiler overhaul of the Company's coal fired La Cygne 1 during the second quarter of 1994. Total operating expenses increased approximately four percent for the twelve months ended September 30, 1994 compared to the same period of 1993. The increase is primarily the result of a $10.7 million increase in fuel expense due to increased electric generation caused by the increase in customer demand and $18.5 million increase in federal and state income taxes. The increase in federal income taxes for the three, nine and twelve months ended September 30, 1994 was due to the completion at December 31, 1993, of the accelerated amortization of deferred income tax reserves relating to the allowance for borrowed funds used during construction capitalized for Wolf Creek. The completion of the amortization of these deferred income tax reserves increased income taxes and thereby reduced net income by approximately $3 million and $9 million for the quarter and nine months ended September 30, 1994, respectively. Wolf Creek Generating Station (Wolf Creek) operates on an eighteen month refueling cycle. Wolf Creek began its seventh refueling and maintenance outage in mid September 1994. The outage took approximately 47 days. The operations and maintenance expenses associated with the refueling are being deferred and then amortized over eighteen months. Other Income and Deductions. Other income and deductions, net of taxes, decreased significantly for the three, nine and twelve months ended September 30, 1994, compared to the same period in 1993 primarily as a result of increased interest expense on higher COLI borrowings. For the nine and twelve months ended September 30, 1994, interest on COLI borrowings has increased $8.8 million and $13.2 million compared to the same periods of 1993, respectively. Also contributing to the decrease was the receipt of death benefit proceeds from COLI policies in the third quarter of 1993. Interest Expense. Interest expense decreased $1.9 million, $6.4 million and $10.4 million for the three, nine and twelve months ended September 30, 1994 compared to the same periods of 1993, respectively. The decreases resulted primarily from lower interest rates on variable-rate debt and the refinancing of higher cost fixed-rate debt. Also accounting for the decrease in interest expense was the impact of increased COLI borrowings which reduce the need for other long-term debt and thereby reduced interest expense. COLI interest is reflected in Other Income and Deductions on the income statement. KANSAS GAS AND ELECTRIC COMPANY Part II Other Information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K: None 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 thereunto duly authorized. Kansas Gas and Electric Company Date November 10, 1994 By Richard D. Terrill Richard D. Terrill, Secretary, Treasurer and General Counsel