UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported) April 30, 2009

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BLACK HILLS CORPORATION

(Exact name of registrant as specified in its charter)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

 

 

 

 

 

 

 

 

On April 30, 2009, Black Hills Corporation (the “Company”) issued a press release announcing first quarter financial results for 2009. Net income for the three months that ended March 31, 2009, was $26.4 million, or $0.68 per share, compared to net income of $16.8 million, or $0.44 per share for the same period in 2008. Income from continuing operations for the first quarter 2009 was $25.6 million, or $0.66 per share, compared to income from continuing operations for the first quarter 2008 of $11.8 million, or $0.31 per share.

 

The press release is attached as Exhibit 99 to this Form 8-K. This information is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

 

 

The following exhibits are furnished or filed herewith:

 

 

 

 

 

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 hereunto duly authorized.

 

 

 

 

 

Exhibit Index

 

 

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Black Hills Corporation

 

News Release

 

 

Company Contact:

 

BLACK HILLS CORP. REPORTS STRONG FIRST QUARTER 2009 RESULTS

UTILITIES PERFORMING WELL AND STRATEGY ON TRACK

 

RAPID CITY, SD — April 30, 2009 — Black Hills Corp. (NYSE: BKH) today announced first quarter 2009 financial results. Net income for the three months ended Mar. 31, 2009 increased 57% to $26.4 million, or $0.68 per share compared to net income of $16.8 million or $0.44 per share for the same period in 2008. Income from continuing operations for the first quarter 2009 was $25.6 million, or $0.66 per share, compared to income from continuing operations for the first quarter 2008 of $11.8 million, or $0.31 per share.

Included in the results are the earnings from the utilities acquired from Aquila on July 14, 2008 and impacts from the following notable items:

 

 

“With the transformational year of 2008 behind us, we are pleased to begin 2009 with improved financial and operating results for the first quarter. We are benefiting from a stronger regulated portfolio of assets that provides more stable cash flows and earnings as a result of the 2008 acquisition of additional utility properties. We continue to achieve strategic milestones critical to our business and growth initiatives including the approval of transmission and natural gas rate cases and the approval to construct rate base generation assets. Our Energy Marketing business performed better than during the same quarter in 2008 despite choosing to limit usage of their uncommitted stand-alone credit facility in an effort to preserve liquidity. We are in the process of obtaining a committed stand-alone credit facility to provide for the needs of Enserco and are encouraged by the expanded interest of banks as we near the completion of this process,” said David R. Emery, chairman, president and chief executive officer of Black Hills Corp.

 

 

In addition, on March 31, 2009 the Colorado Public Utilities Commission issued an order pertaining to the Electric Resource Plan for the company’s Black Hills Energy - Colorado Electric utility providing the opportunity to construct and operate two LMS-100 natural gas turbines to serve a portion of the customer requirements when the utility’s current power purchase agreement expires on December 31, 2011. On March 25, 2009 Black Hills Energy - Colorado Electric issued a 2009 Non-intermittent Resource Solicitation to request bids that will determine how the remaining customer requirements will be supplied. The company’s non-regulated power generation subsidiary may submit a bid to supply all or a portion of those resource requirements.

Compared to the first quarter of 2008, income from continuing operations in the first quarter of 2009 reflects the following:

Utilities

$17.3 million in gas utility earnings

$0.9 million decrease in electric utility earnings

 

Non-regulated Energy

$18.0 million increase in power generation earnings

$1.0 million increase in energy marketing earnings

$0.8 million decrease in coal mining earnings

$28.3 million decrease in oil and gas earnings

 

Corporate

$7.5 million increase in corporate earnings

 

“Although we’re pleased with the first quarter 2009 performance of our business units, continued low natural gas prices will negatively impact our oil and gas segment. They may also affect margins from Energy Marketing and off-system sales of electricity. The improving credit markets will allow us to secure our expected long-term financing needs over the remainder of the year while attaining satisfactory results for both shareholders and customers.

“Our well-defined growth projects and capital investment plans remain a priority. Our Wygen III construction project continues to remain on budget and on schedule to be in service by June 2010; and we are excited to commence construction of gas-fired power generation facilities to serve our Colorado Electric customers. Despite the challenging economic times, our businesses will continue to create long-term value for shareholders. Our company is well positioned with a focused strategy, talented and dedicated employees, access to capital markets, and the opportunity to capture the benefits of operating efficiencies as our integration projects are completed,” concluded Emery.

DIVIDENDS

Common shareholders will receive $0.355 per share. Dividends will be payable Jun. 1, 2009, to all shareholders of record at the close of business on May 18, 2009.

CONFERENCE CALL AND WEBCAST

The company will host a live conference call and webcast at 11 a.m. ET on Friday, May 1 to discuss financial and operating performance. To listen to the live broadcast, call 1-800-230-1085. To access the live webcast and download a copy of the investor presentation, go to the Black Hills web site at www.blackhillscorp.com and click “Webcast” in the “Investor Relations” section. The presentation will be posted on the web site prior to the webcast. Listeners should allow at least five minutes for registering and accessing the presentation. For those unable to listen to the live broadcast, a replay will be available by telephone through May 8, 2009, at 1-800-475-6701 in the United States and at 1-320-365-3844 for international callers. Callers need to enter the access code 996033# when prompted.

 

 

CONSOLIDATED FINANCIAL RESULTS

 

 

 

 

 

BUSINESS UNIT FIRST QUARTER PERFORMANCE SUMMARY

(Minor differences in comparative amounts may result due to rounding. All amounts presented on an after-tax basis unless otherwise indicated)

 

Utilities Group

Income from continuing operations from the Utilities group for the three-month period ended March 31, 2009 was $26.6 million, compared to $10.2 million in 2008. Business segment results were as follows:

 

 

The following tables provide certain Utilities group operating statistics:

 

 

* Results for the first quarter of 2009 reflect the additional activities of an electric utility operating in Colorado and four gas utilities operating in Kansas, Iowa, Nebraska, and Colorado, which were acquired on July 14, 2008

 

 

 

Non-regulated Energy Group

Loss from continuing operations from the Non-regulated Energy group for the three-month period ended March 31, 2009 was $6.5 million, compared to income from continuing operations of $3.6 million for the same period in 2008. Business segment results were as follows:

 

 

 

 

 

 

 

 

 

The following tables contain certain Non-regulated Energy operating statistics:

 

 

 

 

 

 

 

 

 

 

Service Company (Corporate)

Results for the three-month period ended March 31, 2009 was income of $5.5 million, compared to a loss of $1.9 million for the same period in 2008. The increased income was due primarily to the $9.6 million mark-to-market gain related to interest rate swaps partially offset by $2.9 million increase in interest expense. Details of these interest rate swaps have been previously disclosed. The first quarter of 2009 included $0.7 million of transition and integration costs for the Aquila Transaction, compared to $1.4 million in the first quarter of 2008.

 

ABOUT BLACK HILLS CORP.

Black Hills Corp. — a diversified energy company with a tradition of exemplary service and a vision to be the energy partner of choice — is based in Rapid City, S.D., with corporate offices in Golden, Colo., and Omaha, Neb. The company serves 759,000 utility customers in Colorado, Iowa, Kansas, Montana, Nebraska, South Dakota and Wyoming. The company’s non-regulated businesses generate wholesale electricity, produce natural gas, oil and coal, and market energy. Black Hills employees partner to produce results that improve life with energy. More information is available at www.blackhillscorp.com.

 

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

This news release includes “forward-looking statements” as defined by the Securities and Exchange Commission, or SEC. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this news release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. These forward-looking statements are based on assumptions which we believe are reasonable based on current expectations and projections about future events and industry conditions and trends affecting our business. However, whether actual results and developments will conform to our expectations and predictions is subject to a number of risks and uncertainties that, among other things, could cause actual results to differ materially from those contained in the forward-looking statements, including the factors discussed above, the risk factors described in Item 1A of Part I of our 2008 Annual Report on Form 10-K filed with the SEC, and other reports that we file with the SEC from time to time, and the following:

* Our ability to access the capital markets and the costs and terms of available financing given the global financial crisis;

* The accounting treatment and earnings impact associated with interest rate swaps;

* Our ability to successfully maintain or improve our corporate credit rating;

* The impact of the global financial credit crisis on counterparty credit risk and late payments and uncollectible accounts from utility customers;

* Our ability to comply, or to make expenditures required to comply, with changes in laws and regulations, particularly those relating to taxation, safety and protection of the environment, and to recover those expenditures in customer rates, where applicable;

* The timing, volatility and extent of changes in energy and commodity prices, supply or volume, the cost and availability of transportation of commodities, changes in interest rates and the demand for our services, any of which can affect our earnings, financial liquidity and the underlying value of our assets, including the possibility that we may be required to take future impairment charges under the SEC’s full cost ceilings test for natural gas and oil reserves;

* Our ability to successfully integrate and profitably operate the five gas and electric utilities recently acquired from Aquila in July 2008;

 

 

* Our ability to complete the planning, permitting, construction, start up and operation of power generation facilities in a cost-effective and timely manner;

* The timing and extent of scheduled and unscheduled outages of power generation facilities;

* Our ability to obtain adequate cost recovery for our utility operations through regulatory proceedings; and receive favorable rulings in periodic applications to recover costs for fuel, transmission and purchased power in our regulated utilities; and our ability to add power generation assets into our regulatory rate base;

* Our ability to meet production targets for oil and gas properties, which may be dependent upon commodity prices; issuance by federal, state, and tribal governments, or agencies thereof, of drilling, environmental and other permits; and the cost and availability of specialized contractors, work force, and equipment; and

* Other factors discussed from time to time in our filings with the SEC.

New factors that could cause actual results to differ materially from those described in forward-looking statements emerge from time-to-time, and it is not possible for us to predict all such factors, or the extent to which any such factor or combination of factors may cause actual results to differ from those contained in any forward-looking statement. We assume no obligation to update publicly any such forward-looking statements, whether as a result of new information, future events or otherwise.