Nicor Inc. ( GAS)

Q3 2011 Earnings Call

November 1, 2011 09:30 am ET


Russ Strobel - Chairman, President & CEO

Kary Brunner - Director, IR

Rick Hawley - EVP & CFO


Chris Bassett - Decade Capital

Mark Barnett - Morningstar



Good day ladies and gentlemen, and welcome to Nicor’s third quarter 2011 earnings conference call. My name is Stacy and I will be your conference moderator for today. At this time, all participants are in a listen-only mode. We will conduct a question-and-answer session towards the end of the conference. (Operator Instructions) As a reminder, this conference call is being recorded for replay purposes.

I would now like to turn the presentation over to your host for today to Mr. Russ Strobel, Chairman, President, and CEO of Nicor. Please proceed.

Russ Strobel

Thanks, Stacy and good morning to everybody. Thank you for joining us. With me today are Rick Hawley, our CFO; and Kary Brunner, our IR Director.

This morning we’re going to discuss our third quarter financial results and our annual outlook for 2011 earnings. When we have completed our remarks, we will be happy to take your questions.

Before we get to the numbers let me provide a brief update on our proposed merger with AGL resources. As you know, in December of 2010, we entered into a merger agreement with AGL Resources. The completion of the transaction is subject to the customary conditions, including among others regulatory approvals and shareholder approvals by both companies.

As we discussed in last quarter’s call in June Nicor shareholders and AGL shareholders voted overwhelmingly to approve the merger. Earlier this year we obtained the necessary regulatory approvals from the FTC and the Department of Justice. The SEC and the CPUC, a key regulatory approval process that is ongoing is the Illinois Commerce Commission. You may recall that we in AGL filed a joint application with the ICC in January for approval of the proposed merger. The ICC has 11 months to act on the application with their statutory deadline being December 16 th 2011. The staff of the ICC and several interveners have been in testimony and legal briefs recommending that the ICC deny our joint application or impose various conditions on approval.

At the end of the September the ICC’s administrative law judge issued a proposed order recommending approval of the merger subject to certain conditions including among others that Nicor Gas no longer use its call center personnel to solicit Nicor Services warranty products. Testimony and legal briefs to the parties as well as the ALJ’s proposed order are all available on the ICC’s website. The ICC may accept, modify or reject the ALJ’s proposed order.

As we stated in the past, Nicor believes that it’s found a strong partner in AGL and that AGL shares Nicor’s longstanding [Technical Difficulty] to providing safe, reliable and low cost service to its customers. AGL Resources has committed to establish its national gas distribution headquarters here in Illinois to maintain jobs at Nicor Gas and to continue our philanthropic and civic involvement. These commitments by AGL mean that our 2.2 million utility customers can continue to rely upon Nicor Gas to provide high value, cost-effective service just as we have done for over half a century.

We continue to expect to complete our merger with AGL resources before the end of the year. With that let me now turn things over to Kary as we get into the numbers.

Kary Brunner

Thanks Russ and good morning everyone. First I would like to remind you that this call includes certain forward-looking statements about the operations and expectations of our company, subsidiaries and affiliates. Although we believe our representations are based on reasonable assumptions, actual results may vary materially from stated expectations.

Information concerning the factors that could cause materially different results can be found in our periodic filings with the Securities and Exchange Commission and in this morning’s press release. As we reported on our press release this morning preliminary third quarter 2011 diluted earnings per share were $0.12 compared to $0.30 per share for the same period in 2010.

For the nine month ended 2011 period, diluted earnings per share were a $1.52 compared to $2.15 per share in 2010. As a reminder, last year’s three and nine months ended September 30 results included the positive effects of a reserve adjustment of approximately $1.3 million pretax or about $0.02 per share after tax related to our mercury inspection and repair program.

Also, as we noted in this mornings press release, year-to-date results for 2010 included a $19.7 million after tax benefit or approximately $0.42 per share related to the bad debt tracker. Therefore without the approximately $0.42 per share benefit related to the bad debt tracker and the $0.02 per share benefit related to the mercury reserve adjustment, 2010 September year-to-date results would have been about $1.71 per share.

Let me now turn things over to Rick for the discussion of our third quarter results and our annual outlook for 2011.

Rick Hawley

Thanks Kary and good morning everyone. Excluding the mercury item that Kary just mentioned, third quarter 2011 diluted earnings per share compared to 2010 reflected higher operating income at our gas distribution business and higher quarter corporate operating results more than offset by lower operating results at our shipping and other energy related businesses.

The third quarter comparisons also reflected higher pretax equity investment income and lower interest expense partially offset by a higher effective income tax rate in 2011. For the year-to-date period 2011 versus 2010 comparisons excluding the aforementioned mercury item reflected lower operating results in the company’s gas distribution shipping and other energy related businesses as well as lower corporate operating results.

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