Vectren Corporation 2015 Annual Report & Form 10-K
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VECTREN CORPORATION 2015 ANNUAL REPORT & FORM 10-K FINANCIAL AND OPERATING HIGHLIGHTS Year ended December 31, In millions, except per share amounts 2015 2014 2013 Net income1 $ 197.3 $ 188.0 $ 174.1 Return on average common shareholders’ equity (ROE) 1 12.0% 11.9% 11.3% Shares outstanding at year-end 82.8 82.6 82.4 Weighted average shares outstanding for basic earnings 82.7 82.5 82.3 Per Common Share Basic earnings1 $ 2.39 $ 2.28 $ 2.12 Dividends paid $ 1.54 $ 1.46 $ 1.425 Annual dividend rate at year-end $ 1.60 $ 1.52 $ 1.44 Book value $ 20.34 $ 19.45 $ 18.86 Market price at year-end $ 42.42 $ 46.23 $ 35.50 Earnings Annual Dividend Rate Book Value Per Share Per Share Per Share $ 2.40 $ 1.60 $ 20.50 2.20 1.50 20.00 2.00 1.40 19.50 1.80 1.30 19.00 1.60 1.20 18.50 1.40 1.10 18.00 1 1 2013 2014 2015 2013 2014 2015 2013 2014 2015 1 Excludes a $21.1 million, or $0.26 per share, after-tax loss from Coal Mining in 2014, the year of disposition. Reported results for 2014 were net income of $166.9 million, or $2.02 per share. Based upon reported results, the return on average shareholders’ equity for 2014 was 10.6%. Excludes a $37.5 million, or $0.46 per share, after-tax loss from ProLiance in 2013, the year of disposition of its gas marketing assets. Reported results for 2013 were net income of $136.6 million, or $1.66 per share. Based upon reported results, the return on average shareholders’ equity for 2013 was 8.9%. See page 30 of the 2015 Form 10-K incorporated herein for more information regarding the use of non-GAAP measures. Table of Contents Letter to Shareholders.................................................. 1 5-Year Financial Review ............................................126 Vectren at a Glance ..................................................... 4 Performance Chart ....................................................127 Form 10-K ................................................................... 5 Shareholder Information ............................................128 Management’s Discussion and Analysis ................... 28 Financial Statements and Notes ............................... 63 Directors and Officers ...............................................129 LETTER TO SHAREHOLDERS I’m pleased to report that results for 2015 reflect a year of solid operational and financial performance that helped us again deliver consistent annual earnings growth for Vectren shareholders. We ended the year with net income of $197.3 million, or $2.39 per share, compared to net income of $188.0 million, or $2.28 per share, excluding the results of our Coal Mining business in 2014; the company sold its wholly owned coal mining subsidiary, Vectren Fuels, in August of 2014. Consolidated results for 2014 including coal mining were net income of $166.9 million, or $2.02 per share. Our utility group remains the principal driver of our successful financial Carl L. Chapman performance, delivering more than 80% of Vectren’s earnings in 2015. Our Chairman, President & CEO utility group earnings were a very strong $160.9 million, compared to $148.4 million in 2014. Our net income for the gas utilities was up significantly, ending the year at $64.4 million compared to $57 million in 2014. The improved results in 2015 were primarily due to returns earned on increased investment in infrastructure replacements as we continue our multi-year gas plan to further the safety and reliability of our gas system. Earnings for our electric utility increased to $82.6 million compared to $79.7 million last year. Results for 2015 improved primarily due to lower operating expenses driven by the timing of annual power plant maintenance costs. In 2015, our non-regulated businesses delivered year-end results of $36.3 million, compared to $39.1 million in 2014, excluding the results of Coal Mining which we sold in 2014. Our Energy Services company, Energy Systems Group (ESG), posted year-end results of $7.3 million, compared to a loss of $3.2 million in 2014, both including the earnings impacts of energy efficiency tax deductions allowed under IRS Code Section 179D of $6.1 million and $3.7 million, net of related costs, in 2015 and 2014, respectively. Results in 2015 improved mostly due to a record year for new orders and project execution. Our Infrastructure Services group had a challenging year due to significantly low oil prices that spurred increased competition in our core maintenance market for much of 2015 in transmission operations. Distribution operations had a very strong year as the demand for distribution infrastructure replacement remains strong. As such, Infrastructure Services ended the year with $29.7 million in net income, below its 2014 performance of $43.1 million. Vectren Corporation 2015 Annual Report & Form 10-K 1 For our utility group, the continuation of recent legislation and regulatory orders, which offer rate recovery mechanisms for the ongoing primarily federally mandated gas infrastructure improvement and replacement programs, allow our utility operations to be well-positioned. This gas rate base investment provides the primary support for utility earnings growth while continued low natural gas prices should help ensure customer bills remain affordable. For our electric business, our focus is on rules that were issued last year, including the Clean Power Plan and various water and coal ash regulations. We are nearing the completion of our $75 to $85 million investment to upgrade existing emissions control equipment on our coal-fired electric generation units in southwestern Indiana to meet 2015 compliance with EPA mandates for mercury. This investment also ensures compliance with sulfur-related (SO3) emissions tied to an EPA-issued notice of violation, settled in December of 2015. Our attention now turns to the next decade and beyond. A key input into our decision-making process for the long-term view of our generation portfolio is the 2016 Integrated Resource Planning (IRP) process, a formal and public exercise to prepare a 20-year plan on the optimal portfolio of resources to best serve our electric customers in an affordable and reliable manner. The IRP will aid us in the navigation toward a future compliant with ever-increasing environmental regulation and a potential need to consider affordable portfolio diversification strategies. Equally important will be considering grid modernization strategies and ensuring our electric utility is exploring opportunities to drive infrastructure resiliency and ultimately reliability, improve the customer experience and help us integrate distributed generation and other emerging technologies that will, over time, likely transform the way we generate and deliver power to customers. Vectren remains closely engaged with key stakeholders as we continue to evaluate the uncertainly that remains around EPA-related directives at the Supreme Court level and ensure our actions align closely with the best interests of our customers. Our nonutility portfolio continues to consist of two high-demand, high-growth businesses within our Infrastructure Services and Energy Services operations. Underground construction activity – driven by integrity management and replacement services remains strong nationally. The distribution portion of that business is focused on gas utility replacement programs across the country and the demand remains very high, as evidenced by its positive performance in 2015. We continue to be confident about the transmission portion of our Infrastructure Services business and expect to see a lessening of the market competition for maintenance work in that sector in the second half of 2016 as over 14,000 miles of scheduled new pipe projects get underway. Infrastructure Services remains the primary driver of financial performance for Vectren’s nonutility businesses. The federal business unit acquisition for our Energy Services company completed in 2014 has translated into additional access to federal markets and the ability to contend for additional energy sustainability projects. This complements our already strong market presence for Energy Services’ suite of energy efficiency and energy sustainability services. Through record new orders again in 2015, which were very high in the fourth quarter, Energy Services will continue to use their recognized proficiency to, not only perform energy efficiency related construction, but also develop, construct and operate combined heat and power and renewable energy projects as the rapidly emerging demand for sustainable infrastructure will continue to result in solid opportunities for this business. As we look to the future, our board of directors continues to be actively engaged as we lay the strategic framework for long-term value creation. Vectren’s forward-seeking agenda reflects the ever evolving, competitive landscape of environmental, technological and innovative considerations that position the company to deliver on the expectations of customers and shareholders for years to come. Our five and 10-year strategic plans are regularly discussed with the board as market conditions and regulatory changes create challenges and/or provide opportunities for us to revisit the company’s priorities and direction. This process lays the groundwork of our commitment to deliver consistent earnings growth to our shareholders 2 and safe, reliable, and cost effective service to our customers for the long-term and ensure the company’s sustainability. I am confident the execution of our corporate strategy will continue to drive Vectren as an ideal investment; as 2015 marks five straight years of consistent earnings growth, and we expect that trend to continue. Driven primarily by our gas infrastructure modernization initiatives and continued emphasis on cost control, our utility group will remain as the primary driver of earnings where we’re targeting strong annual earnings growth of 4 to 6%. As modest increases in customer bills occur annually as a result of required expenditures, the expected short- and long-term favorable outlook on moderate natural gas price levels will ensure bills remain affordable; in fact, Vectren has among the lowest gas rates in Indiana and Ohio.