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Exelon

People (November 2012)

Westinghouse Electric names former Progress Energy Executive as president and CEO. FirstEnergy makes numerous executive changes and appointments; Pepco hires new general counsel; plus executive appointments and announcements at AEP, PPL, PG&E, ITC Holdings, Dominion, EPRI, SEIA, and others.

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Danny Roderick
Mark Crosswhite
Greg Kiraly
Steve Rasmussen
J. Wayne Leonard
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People

Transactions (October 2012)

Exelon sells plants in Maryland and Cali; Mitsui buys into Viridity; Duke issues $1.2B; plus deals at TVA, Xcel, PG&E, etc. totaling $4.9B.

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Transactions

Last Call

Conditions are ideal for utility financing—but not forever. Although interest rates remain low, policy changes weigh on capital structures.

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Figure 1 - 10-Year Bonds
Figure 2 - 30-Year Bonds
Figure 3 - Utility Bond Tenors
Figure 4 - Utility & Power Ratings Snapshot
Rising interest rates and unknown dividend tax policies could be a headwind for utility stocks. –Brian Tate, Wells Fargo Securities
Utilities have a  significant amount of capex planned in the near term, and bonus depreciation is not a funding strategy. –David Nastro, Morgan Stanley
There’s good reason to believe there will be a lot of M&A activity around contracted renewable assets in 2013. –Frank Napolitano, RBC Capital Markets
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Pay It Forward
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One way that some utilities have been getting ahead of market changes is by issuing equity to pre-fund costs they expect to incur later. This generally takes two forms: equity forward contracts, and mandatory convertible offerings. Examples include Pepco Holdings, which sold about $350 million in shares on a forward basis in March, and PPL, which sold about $270 million in April. Also, NextEra Energy issued $600 million in three-year, mandatory convertible bonds on May 1, and another $650 million in September.

Both approaches carry a premium, but they allow utilities to capture today’s high stock prices in a forward sale. And some issuers have found banks hungry enough to participate in equity deals that they’ll take a substantial haircut for the opportunity. (See “BofA loses $12m on bought convert,” IFR 1932, May 2012.)

However, terms likely will normalize as soon as the current confluence of forces drives utilities back into the equity markets in earnest.–MTB

Author Bio: 

Michael T. Burr is Fortnightly’s editor-in-chief. Email him at burr@pur.com.

Utilities are enjoying some of the best financing terms anybody’s ever seen. Is the party winding down?

Vendor Neutral

Constellation completes 16.1 MW PV project in Maryland; Ikea commissions 31st solar project, reaching 38 MW installed; IPL and MidAmerican install $545 million scrubber in Iowa; DTE partners with Enbridge and Spectra on pipeline for Utica shale gas; plus contracts and announcements from Dominion, Sempra, Southern Company, AEP, EPRI, Itron, Landis+Gyr, Opower and others.

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Spent fuel at AEP’s Cook nuclear plant will move to a recently completed on-site dry-cask storage facility.
IKEA’s Bloomington, Minn., rooftop photovoltaic array—its 31st U.S. solar project.
Suntech says its new utility-scale solar module, the Ve-Series, is certified to withstand extreme winds and snowfalls.
The C.P Crane coal-fired generating plant, one of three Maryland power plants that Exelon will sell to Raven Power Holdings.
Exelon sold its stake in five  Constellation power plants in California, including the Chinese Station biomass facility.
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Vendor Neutral

The Race to Consolidate

The industry’s slow-and-steady pace of mergers seems to be picking up speed, as larger and well-positioned players overtake smaller and weaker targets. Realizing the greatest value from consolidation requires companies to assess their strengths and weaknesses and focus on performance improvement—both before and after a deal gets done.

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Performance Improvement through M&A
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Although analysis is subject to the imprecise nature of publicly available information, it does offer relative insight into how utilities benchmark against each other. In particular, it highlights the potential for untapped value in the utilities industry, specifically with respect to improvements in operational performance. Accenture defines untapped value as increasing the performance of all bottom-half performers to the bottom of the next performance quartile—that is, all fourth quartile performers decrease spending to the top of fourth quartile, and all third-quartile performers decrease spending to the top of the third quartile.

As seen in Figure 4, there’s significant variance of performance across the three major operations and maintenance (O&M) categories, transmission and distribution O&M per customer, customer care O&M per customer, and administration and general O&M per customer. In all cases, there’s a long tail of performance in the fourth quartile.

Taking the viewpoint that overall company performance should be improved, at least to some extent, by M&A, we find that there’s significant untapped value in the industry. Industry-wide, there’s approximately $3 billion in annual O&M untapped value, which is roughly 10 percent of the annual O&M spending for the industry. Delivering on this untapped value will be a prerequisite to driving significant shareholder value through future M&A deals.

By definition, green flag companies have a lower untapped value per customer than either yellow flag or red flag companies. This is due to the fact that operational performance—which drives untapped value—is part of the M&A strength criteria. Interestingly enough, untapped value is equally spread across industry players from size (revenue), customer count, and region perspectives. In other words, no single factor explains why some companies have higher untapped value than others. As such, the field is wide open for performance improvement.–JA, WS, and TW

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M&A Drivers
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Looking ahead at future whole-company transactions, several factors likely will drive the fit between future M&A partners.

• Executive Ambition: The number-one driver of M&A activity remains the C-suite’s ambition and compatibility—including factors such as personal focus, interest in M&A, and willingness to partner.

• Access to Capital: Increased ability to access more and cheaper capital is necessary to support capital project programs, which frequently are very ambitious.

• Integration Value Potential: Going beyond the more obvious rewards helps drive toward a consolidated operating model and processes.

• Pure P/E Plays: Companies with higher multiples buying companies with lower multiples can get an immediate value bump from P/E alone. This likely will happen both across categories—for example, a green flag company buying a yellow or red flag company with a lower P/E—as well as within each category.

• Regional and Portfolio Plays: Mergers can increase value by enabling access to renewables, diversifying the generation portfolio (for example, balancing environmental risk), balancing wholesale positions (long vs. short), and hedging retail and wholesale positions.

• Suitability and Strength of the Acquirer: Clarity on which company is the acquirer consistently produces greater integration benefits and returns.

• Physical Proximity: Two neighboring utilities offer greater synergies than those located many miles apart, since they can derive economies of scale by sharing local crews and other distributed functions.–JA, WS, and TW

 

 

Sidebar Title: 
Performance Improvement through M&A
Sidebar Body: 

Although analysis is subject to the imprecise nature of publicly available information, it does offer relative insight into how utilities benchmark against each other. In particular, it highlights the potential for untapped value in the utilities industry, specifically with respect to improvements in operational performance. Accenture defines untapped value as increasing the performance of all bottom-half performers to the bottom of the next performance quartile—that is, all fourth quartile performers decrease spending to the top of fourth quartile, and all third-quartile performers decrease spending to the top of the third quartile.

As seen in Figure 4, there’s significant variance of performance across the three major operations and maintenance (O&M) categories, transmission and distribution O&M per customer, customer care O&M per customer, and administration and general O&M per customer. In all cases, there’s a long tail of performance in the fourth quartile.

Taking the viewpoint that overall company performance should be improved, at least to some extent, by M&A, we find that there’s significant untapped value in the industry. Industry-wide, there’s approximately $3 billion in annual O&M untapped value, which is roughly 10 percent of the annual O&M spending for the industry. Delivering on this untapped value will be a prerequisite to driving significant shareholder value through future M&A deals.

By definition, green flag companies have a lower untapped value per customer than either yellow flag or red flag companies. This is due to the fact that operational performance—which drives untapped value—is part of the M&A strength criteria. Interestingly enough, untapped value is equally spread across industry players from size (revenue), customer count, and region perspectives. In other words, no single factor explains why some companies have higher untapped value than others. As such, the field is wide open for performance improvement.–JA, WS, and TW

Author Bio: 

Jack Azagury (jack.azagury@accenture.com) is Accenture’s North American Management Consulting lead for the resources industries, and Walt Shill (walt.shill@accenture.com) is global senior director at the company. Ted Walker (ted.h.walker@accenture.com) is a senior manager in the Accenture Utilities Strategy group. The authors acknowledge contributions from Jan Vrins, Accenture Utilities Management Consulting group, and Jason Allen, Accenture Research.

Positioning to win in the contest for scale.

The Fortnightly 40 Best Energy Companies

(September 2012) Our annual financial ranking shows some remarkable shifts among the industry’s shareholder value leaders. Despite flat demand and low commodity prices, investor-owned utilities are investing heavily in capital assets. Investment discipline and operational excellence distinguish leaders on the path to financial performance.
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The <i>Fortnightly 40</i> Best Energy Companies
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Behind the Rankings
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Our annual survey of power and gas company performance relies on a modified DuPont model, based on its 89 year-old namesake approach for calculating shareholder value in asset-intensive industries. In 2008 we tweaked the model—which originally was developed in 1919 by a finance executive at E.I. du Pont de Nemours & Co.—to measure growth on a long-term, sustainable basis (See sidebar “F40 Model Characteristics”).

The Fortnightly 40 model combines several common measures of financial performance—profitability, dividend yield, cash flow, return on equity (ROE) and return on assets (ROA)—together with a sustainable growth-rate calculation, to produce an overall picture of a company’s value and long-term prospects. To avoid the pitfalls of short-term fluctuations, the model evaluates four years of results for each company. (This represents a change from 2008 and previous F40 rankings, which considered three years of financial results.)

The universe for the ranking—which this year numbers 82 companies—includes publicly traded, U.S.-based companies with major assets in energy production, transportation and retail delivery, and positive shareholder equity value for the past four years. Pure-play mining and exploration & production companies are excluded, but a few pure-play merchant power generation companies are included in the sample.–MTB

Credits: The Fortnightly 40 model was developed in 2006 by former Fortnightly Executive Editor Richard Stavros and Jean Reaves Rollins, managing partner of the C Three Group in Atlanta.

F40 Model Characteristics

Time Frame: 4-year average

 

Sample: 80 largest U.S.-based investor-owned power and gas companies, with assets in power generation or electricity and gas transmission and distribution.

Components:

1. Profitability= Margin = Income from Continuing Operations/Total Revenues.

2. Dividend Yield= Annual Declared Dividends/Year-End Stock Price.

3. Free Cash Flow= Operating Cash Flow from Continuing Operations – Capital Expenditures.

4. DuPont ROE Five-Ratio Model:

a. Earnings after taxes (EAT) = Income from Continuing Operations after Taxes;

b. Earnings before taxes (EBT) = Income from Continuing Operations + Income Taxes;

c. Earnings before interest and taxes = Income from Continuing Operations before Income Taxes and Interest;

d. Revenues = Total Revenues;

e. Assets = Total Assets; and

f. Equity = Total Common Shareholders Equity.

5. DuPont ROE= (EAT/EBT)×(EBT/EBIT)×(EBIT/Revenues)×(Revenues/Assets)×(Assets/Equity).

6. DuPont ROA= (EAT/Revenue)×(Revenue/Assets)

7. Sustainable Growth= DuPont ROE×(1–Dividend Payout Ratio).

8. Fortnightly Index9. Companies excluded from the FY2011 survey due to M&A activity: Allegheny Energy, DPL, and Nicor.

Author Bio: 

Michael T. Burr is Fortnightly’s editor-in-chief. He acknowledges the editorial contributions of the C Three Group and Accenture.

A challenging year brings a change in the rankings.

RTO Tango

Utilities in the Midwest ISO want greater access to sell into PJM’s lucrative market. But that might require a virtual merger of the two RTOs — a move rejected seven years ago as too costly, and perhaps still impractical today.
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Commission Watch
Author Bio: 

Bruce W. Radford is publisher of Public Utilities Fortnightly.

PJM and MISO ran from the altar once before. Now there’s talk of a shotgun wedding.

Transmission Rate Incentives

Did FERC Jump the Gun?
In an October order, the Federal Energy Regulatory Commission (FERC) trimmed the authorized rate incentive for the RITELine transmission project by one-third. The action prompted Commissioner Moeller to ask whether the commission is retreating from its incentive policy on needed transmission lines.