Full-year 2012 summary:
- $57 million in Enterprise-wide Adjusted EBITDA, a decrease of $224
million compared to 2011
- $(81) million in combined Cash Flow from Operations, $215 million in
Free Cash Flow
- $592 million in liquidity at March 8, 2013, including $370 million in
cash on hand and $153 million in revolver and letter of credit
availability
-
PRIDE results exceeded targets with $44 million in operating margin
and cost improvements and $148 million in incremental liquidity from
balance sheet improvements
Fourth quarter 2012 summary:
- $(42) million in Enterprise-wide Adjusted EBITDA, a decrease of $28
million compared to the fourth quarter 2011
-
Repaid $325 million of the Dynegy Power, LLC (GasCo) and Dynegy
Midwest Generation, LLC (CoalCo) term loans
-
Completed the Baldwin Unit 2 planned outage marking the Company's
completion of the environmental compliance capital obligations under
our Consent Decree
-
Completed the Chapter 11 process and emerged from bankruptcy on
October 1, 2012
Recent Developments and Capital Allocation:
-
Today, Dynegy announced, in a separate news release, that it has
entered into a definitive agreement to acquire Ameren Energy Resources
(AER), comprised of 4,119 MW of generating capacity and the associated
retail and marketing businesses
-
On January 16, 2013, GasCo entered into a new $150 million revolving
credit agreement, improving our corporate liquidity profile. The
revolver is available for working capital requirements and general
corporate purposes within GasCo.
HOUSTON--(BUSINESS WIRE)--
Dynegy Inc. (NYSE:DYN) reported full-year 2012 Enterprise-wide Adjusted
EBITDA of $57 million compared to $281 million for the same period in
2011. Lower realized prices for the Coal segment, lower revenues from
the termination of certain California contracts, and the settlement of
legacy financial positions reduced Adjusted EBITDA for the Coal and Gas
segments by $305 million. Partially offsetting these items were an $18
million improvement in Coal and Gas segments operating and maintenance
expenses, a $27 million improvement in spark spreads, net of hedges and
basis, in the Gas segment, and a $38 million positive adjustment for
non-cash amortization related to the Gas segment's Independence
contract. The Company's operating loss was $99 million for the full-year
2012 compared to an operating loss of $189 million for the same period
in 2011.
"2012 was a transformative year for Dynegy. We completed the majority of
our financial and organizational restructuring during the year and now
have one of the strongest balance sheets in the merchant generation
sector. Both our coal and gas fleets had strong operational performance
in 2012 despite pressure on power prices from low natural gas prices,"
said Robert C. Flexon, Dynegy President and Chief Executive Officer.
"Our work in 2012 allows us to further focus on executing daily
operations, strategic priorities including capital allocation,
successfully closing the AER acquisition and completing a
corporate-level refinancing. We are committed to maintaining and
building upon our financial strength and affirm the 2013 Adjusted EBITDA
and cash flow guidance that we provided during our January 2013 investor
meeting."
Fourth quarter 2012 Enterprise-wide Adjusted EBITDA was $(42) million
compared to $(14) million for the same period in 2011. The weaker
financial results were primarily driven by lower realized power prices
for the Coal segment, due to lower hedge prices and increased basis
differentials, which decreased energy margins by $62 million.
Unfavorable financial settlements of $29 million related to legacy
financial positions for the Gas segment were more than offset by a $34
million increase in operating margin due to improved spark spreads, net
of hedges and basis, and the absence of a $34 million loss on commercial
activities which occurred in 2011. The 2012 fourth quarter operating
loss was $104 million compared to an operating loss of $105 million for
the same period in 2011.
Full-Year Comparative Results
The non-GAAP financial measures of EBITDA and Adjusted EBITDA are used
by management to evaluate Dynegy's business on an ongoing basis. For
comparative purposes, the Adjusted EBITDA results below include the
results of Dynegy Inc. for the full-years 2012 and 2011 and the three
months ending December 31, 2012 and 2011. As a result of the application
of fresh-start accounting as of the Plan Effective Date, the financial
statements on or prior to October 1, 2012 are not comparable with the
financial statements after October 1, 2012. Please refer to our 2012
Form 10-K (when filed) for greater discussion of the accounting impacts
of the Dynegy Inc. and DH merger, our emergence from Chapter 11 and
fresh-start accounting on our GAAP financial statements. The following
table presents a reconciliation of operating income (loss) to Adjusted
EBITDA and combines the results of the period from January 1, 2012
through October 1, 2012 (the 2012 Predecessor Period) and the period
from October 2, 2012 through December 31, 2012 (the Successor Period).
We believe a combined presentation provides a more meaningful comparison
to 2011 results. For convenience purposes, the Successor Period is
referred to as the three months ended December 31, 2012 throughout.
General and administrative expenses are not allocated to each segment.
Management does not analyze interest expense and income taxes on a
segment level and therefore uses operating income (loss) as the most
directly comparable GAAP measure to Adjusted EBITDA when performance is
evaluated on a segment level.
|
|
|
|
|
|
|
Combined |
|
|
|
Twelve Months Ended December 31, 2012 |
|
|
|
(in millions) |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Operating Income / (Loss) |
|
$
|
(112
|
)
|
|
$
|
97
|
|
|
$
|
(84
|
)
|
|
$
|
(99
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Impairment of Undertaking receivable, affiliate
|
|
|
-
|
|
|
|
-
|
|
|
|
(832
|
)
|
|
|
(832
|
)
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
1,034
|
|
|
|
1,034
|
|
|
Depreciation and amortization expense
|
|
|
21
|
|
|
|
127
|
|
|
|
7
|
|
|
|
155
|
|
|
Earnings from unconsolidated investment
|
|
|
-
|
|
|
|
2
|
|
|
|
-
|
|
|
|
2
|
|
|
Other items, net
|
|
|
5
|
|
|
|
2
|
|
|
|
32
|
|
|
|
39
|
|
| EBITDA from continuing operations |
|
|
(86
|
)
|
|
|
228
|
|
|
|
157
|
|
|
|
299
|
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Impairment of Undertaking receivable, affiliate
|
|
|
-
|
|
|
|
-
|
|
|
|
832
|
|
|
|
832
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,034
|
)
|
|
|
(1,034
|
)
|
|
Interest income on Undertaking receivable
|
|
|
-
|
|
|
|
-
|
|
|
|
(24
|
)
|
|
|
(24
|
)
|
|
Restructuring costs and other expense
|
|
|
-
|
|
|
|
-
|
|
|
|
3
|
|
|
|
3
|
|
|
Mark-to-market (income) losses, net
|
|
|
7
|
|
|
|
(166
|
)
|
|
|
-
|
|
|
|
(159
|
)
|
|
Amortization of intangible assets and liabilities (1)
|
|
|
78
|
|
|
|
61
|
|
|
|
-
|
|
|
|
139
|
|
|
Premium adjustment
|
|
|
1
|
|
|
|
(1
|
)
|
|
|
-
|
|
|
|
-
|
|
|
Changes in fair value of warrants
|
|
|
-
|
|
|
|
-
|
|
|
|
(8
|
)
|
|
|
(8
|
)
|
| Adjusted EBITDA |
|
$
|
-
|
|
|
$
|
122
|
|
|
$
|
(74
|
)
|
|
$
|
48
|
|
| Adjusted EBITDA from Legacy Dynegy (2) |
|
|
20
|
|
|
|
-
|
|
|
|
(11
|
)
|
|
|
9
|
|
| Enterprise-wide Adjusted EBITDA |
|
$
|
20
|
|
|
$
|
122
|
|
|
$
|
(85
|
)
|
|
$
|
57
|
|
|
(1)
|
|
The amount in the Coal segment in the 2012 Predecessor Period
relates to intangible assets and liabilities related to rail
transportation and coal contracts, respectively, recorded in
connection with the DMG Acquisition. The amount in the Gas segment
in the 2012 Predecessor Period is related to the intangible assets
related to the 2005 Sithe acquisition. The amounts in the Successor
Period relate to intangible assets and liabilities related to rail
transportation, coal contracts, gas revenue contracts and gas
transportation contracts recorded in connection with the application
of fresh-start accounting.
|
|
(2)
|
|
Our 2012 consolidated results reflect the results of our accounting
predecessor, DH, which was our wholly-owned subsidiary until the
Merger on September 30, 2012. Therefore, certain results related to
Legacy Dynegy are not included in our consolidated results for the
2012 Predecessor Period. Additionally, effective June 5, 2012, we
completed the DMG Acquisition. As a result, the results of our Coal
segment, as well as certain items in the Other segment, are not
included in our consolidated results for the period from January 1,
2012 through June 5, 2012. However, we have included the Adjusted
EBITDA related to Legacy Dynegy for the 2012 Predecessor Period and
the Coal segment for the period from January 1, 2012 through June 5,
2012 in this adjustment because management uses enterprise-wide
Adjusted EBITDA to evaluate the operating performance of our entire
power generation fleet.
|
|
|
|
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Twelve Months Ended December 31, 2011 |
|
|
|
(in millions) |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Operating Loss |
|
$
|
(38
|
)
|
|
$
|
(37
|
)
|
|
$
|
(114
|
)
|
|
$
|
(189
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
(52
|
)
|
|
|
(52
|
)
|
|
Depreciation and amortization expense
|
|
|
156
|
|
|
|
132
|
|
|
|
7
|
|
|
|
295
|
|
|
Other items, net
|
|
|
2
|
|
|
|
2
|
|
|
|
31
|
|
|
|
35
|
|
| EBITDA from continuing operations |
|
|
120
|
|
|
|
97
|
|
|
|
(128
|
)
|
|
|
89
|
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Merger termination fee, restructuring costs and other expenses
|
|
|
(1
|
)
|
|
|
7
|
|
|
|
25
|
|
|
|
31
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
52
|
|
|
|
52
|
|
|
Mark-to-market loss, net
|
|
|
76
|
|
|
|
51
|
|
|
|
4
|
|
|
|
131
|
|
| Adjusted EBITDA from continuing operations |
|
$
|
195
|
|
|
$
|
155
|
|
|
$
|
(47
|
)
|
|
$
|
303
|
|
| Adjusted EBITDA from Legacy Dynegy (1) |
|
|
48
|
|
|
|
-
|
|
|
|
(51
|
)
|
|
|
(3
|
)
|
| Adjusted EBITDA |
|
$
|
243
|
|
|
$
|
155
|
|
|
$
|
(98
|
)
|
|
$
|
300
|
|
| Adjusted EBITDA from discontinued operations |
|
|
|
|
|
|
|
|
(19
|
)
|
| Enterprise-wide Adjusted EBITDA |
|
|
|
|
|
|
|
$
|
281
|
|
|
(1)
|
|
Our 2011 consolidated results reflect the results of our accounting
predecessor, DH, which was our wholly-owned subsidiary until the
Merger on September 30, 2012. Therefore, certain results related to
Legacy Dynegy are not included in our consolidated results for the
twelve months ended December 31, 2011. Additionally, effective
September 1, 2011, we completed the DMG Transfer. As a result, the
results of our Coal segment, as well as certain items in the Other
segment, are not included in our consolidated results for the period
from September 1, 2011 through December 31, 2011. However, we have
included the Adjusted EBITDA related to Legacy Dynegy for the twelve
months ended December 31, 2011 and the Coal segment for the period
from September 1, 2011 through December 31, 2011 in this adjustment
because management uses enterprise-wide Adjusted EBITDA to evaluate
the operating performance of our entire power generation fleet.
|
|
|
|
|
Segment Review of Results Year-Over-Year
Coal - The full-year 2012 operating loss was $112 million, compared to a
full-year 2011 operating loss of $38 million. Adjusted EBITDA, before
the allocation of corporate general and administrative expense, totaled
$20 million during 2012 compared to $243 million in 2011. Lower energy
margins due to lower realized power prices partially from higher basis
differentials were responsible for $191 million of the negative
variance. An increase in year-over-year outages and lower off-peak
generation volumes in response to market pricing resulted in an
additional $29 million decrease in Coal segment results.
Gas - Full-year 2012 operating income was $97 million, compared to a
full-year 2011 operating loss of $37 million. Adjusted EBITDA, before
the allocation of corporate general and administrative expense, totaled
$122 million during 2012 compared to $155 million in 2011. While Gas
segment generation increased 71% primarily due to improved spark
spreads, the $27 million in higher energy margins, net of hedges and
basis, was more than offset by $37 million in lower tolling and capacity
revenues due to the early cancellation of agreements in California.
Further, the settlement of $77 million in legacy put options together
with a $20 million reduction in option premium revenue led to lower 2012
Adjusted EBITDA despite a $38 million positive adjustment for non-cash
amortization related to the Independence contract and the absence of a
$34 million commercial loss incurred in 2011.
|
Fourth Quarter Comparative Results
|
|
|
|
|
|
|
|
Successor |
|
|
|
Three Months Ended December 31, 2012 |
|
|
|
(in millions) |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Operating Loss |
|
$
|
(49
|
)
|
|
$
|
(31
|
)
|
|
$
|
(24
|
)
|
|
$
|
(104
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
(3
|
)
|
|
|
(3
|
)
|
|
Depreciation and amortization expense
|
|
|
8
|
|
|
|
36
|
|
|
|
1
|
|
|
|
45
|
|
|
Earnings from unconsolidated investment
|
|
|
-
|
|
|
|
2
|
|
|
|
-
|
|
|
|
2
|
|
|
Other items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
8
|
|
|
|
8
|
|
| EBITDA from continuing operations |
|
|
(41
|
)
|
|
|
7
|
|
|
|
(18
|
)
|
|
|
(52
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
3
|
|
|
|
3
|
|
|
Mark-to-market income, net
|
|
|
(6
|
)
|
|
|
(39
|
)
|
|
|
-
|
|
|
|
(45
|
)
|
|
Amortization of intangible assets (1)
|
|
|
29
|
|
|
|
32
|
|
|
|
-
|
|
|
|
61
|
|
|
Premium adjustment
|
|
|
1
|
|
|
|
(2
|
)
|
|
|
-
|
|
|
|
(1
|
)
|
|
Changes in fair value of warrants
|
|
|
-
|
|
|
|
-
|
|
|
|
(8
|
)
|
|
|
(8
|
)
|
| Enterprise-wide Adjusted EBITDA |
|
$
|
(17
|
)
|
|
$
|
(2
|
)
|
|
$
|
(23
|
)
|
|
$
|
(42
|
)
|
|
(1)
|
|
The amounts within the Coal and Gas segments relate to intangible
assets and liabilities related to rail transportation, coal
contracts, gas revenue contracts and transportation contracts
recorded in connection with the application of fresh-start
accounting.
|
|
|
|
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Three Months Ended December 31, 2011 |
|
|
|
(in millions) |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Operating Loss |
|
$
|
-
|
|
$
|
(88
|
)
|
|
$
|
(17
|
)
|
|
$
|
(105
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
-
|
|
|
|
(52
|
)
|
|
|
(52
|
)
|
|
Depreciation and amortization expense
|
|
|
-
|
|
|
32
|
|
|
|
2
|
|
|
|
34
|
|
|
Other items, net
|
|
|
-
|
|
|
1
|
|
|
|
23
|
|
|
|
24
|
|
| EBITDA from continuing operations |
|
|
-
|
|
|
(55
|
)
|
|
|
(44
|
)
|
|
|
(99
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Merger termination fee, restructuring costs and other expenses
|
|
|
-
|
|
|
(5
|
)
|
|
|
19
|
|
|
|
14
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
-
|
|
|
|
52
|
|
|
|
52
|
|
|
Mark-to-market (income) loss, net
|
|
|
-
|
|
|
38
|
|
|
|
(1
|
)
|
|
|
37
|
|
| Adjusted EBITDA from continuing operations |
|
$
|
-
|
|
$
|
(22
|
)
|
|
$
|
26
|
|
|
$
|
4
|
|
| Adjusted EBITDA from Legacy Dynegy (1) |
|
|
37
|
|
|
-
|
|
|
|
(45
|
)
|
|
|
(8
|
)
|
| Adjusted EBITDA |
|
$
|
37
|
|
$
|
(22
|
)
|
|
$
|
(19
|
)
|
|
$
|
(4
|
)
|
| Adjusted EBITDA from discontinued operations |
|
|
|
|
|
|
|
|
(10
|
)
|
| Enterprise-wide Adjusted EBITDA |
|
|
|
|
|
|
|
$
|
(14
|
)
|
|
(1)
|
|
Our 2011 consolidated results reflect the results of our accounting
predecessor, DH, which was our wholly-owned subsidiary until the
Merger on September 30, 2012. Therefore, certain results related to
Legacy Dynegy are not included in our consolidated results for the
three months ended December 31, 2011. Additionally, effective
September 1, 2011, we completed the DMG Transfer. As a result, the
results of our Coal segment, as well as certain items in the Other
segment, are not included in our consolidated results for the three
months ended December 31, 2011. However, we have included the
Adjusted EBITDA related to Legacy Dynegy and the Coal segment for
the three months ended December 31, 2011 in this adjustment because
management uses enterprise-wide Adjusted EBITDA to evaluate the
operating performance of our entire power generation fleet.
|
|
|
|
|
Segment Review of Results Quarter-Over-Quarter
Coal - The fourth quarter 2012 operating loss was $49 million compared
to a fourth quarter 2011 operating loss of zero. Legacy Dynegy had an
operating loss of $14 million related to Coal for the fourth quarter
2012. Adjusted EBITDA, before the allocation of corporate general and
administrative expense, totaled $(17) million during the fourth quarter
2012 compared to $37 million during the same period in 2011. Lower
energy margins because of lower realized power prices, due to lower
hedge prices and higher basis differentials, were responsible for $62
million of the negative Adjusted EBITDA variance. This was partially
offset by a $7 million improvement in operating and maintenance expense.
Gas - The fourth quarter operating loss was $31 million compared to a
fourth quarter 2011 operating loss of $88 million. Adjusted EBITDA,
before the allocation of corporate general and administrative expense,
totaled $(2) million during the fourth quarter 2012 compared to $(22)
million during the same period in 2011. Improved spark spreads, net of
hedges and basis, contributed an additional $34 million in 2012, and
together with the absence of the $34 million commercial loss incurred in
2011, more than offset $29 million in legacy put option settlements, $9
million in lower capacity revenues and $7 million in lower California
tolling and resource adequacy payments.
Liquidity
As of March 8, 2013, Dynegy's available liquidity was $592 million,
which included $370 million in unrestricted cash and cash equivalents,
$153 million in letter of credit availability and $69 million in
restricted cash available for collateral posting purposes.
|
|
|
|
|
|
|
|
|
March 8, 2013
|
|
December 31, 2012
|
|
LC capacity, inclusive of required reserves
|
|
|
249
|
|
|
|
262
|
|
|
Required reserves
|
|
|
(7
|
)
|
|
|
(8
|
)
|
|
Outstanding letters of credit
|
|
|
(239
|
)
|
|
|
(252
|
)
|
|
LC availability
|
|
|
3
|
|
|
|
2
|
|
|
Revolver
|
|
|
150
|
|
|
|
-
|
|
|
Cash and cash equivalents
|
|
|
370
|
|
|
|
348
|
|
|
Collateral posting account
|
|
|
69
|
|
|
|
71
|
|
| Total available liquidity |
|
$
|
592
|
|
|
$
|
421
|
|
|
|
|
|
|
|
Consolidated Cash Flow
Cash flow used in operations for the Successor Period was $44 million
and for the 2012 Predecessor Period was $37 million for a full-year 2012
total of $81 million. During the year, the power generation business
used $71 million primarily due to losses incurred during the year.
Corporate and other operations used cash of approximately $58 million
primarily due to payments to advisors, employee related payments and
other general and administrative expense. These uses of cash were
partially offset by $48 million in positive changes in working capital,
which includes $6 million related to increased collateral postings, net
of return of collateral. Cash flow used in operations totaled $1 million
for the year ended December 31, 2011.
Cash flow provided by investing activities for the Successor Period was
$265 million and for the 2012 Predecessor Period was $278 million for a
full-year 2012 total of $543 million compared to cash flow used in
investing activities of $229 million in 2011. During 2012, capital
expenditures totaled $109 million, including $76 million in maintenance
capital expenditures and $33 million in environmental capital
expenditures, the latter of which reflects the Company's continuing
investment in environmental upgrades under the Consent Decree. During
2011, capital expenditures totaled $196 million, with $88 million in
maintenance capital expenditures and $108 million in environmental
capital expenditures. During 2012, there was a $256 million cash inflow
due to the Dynegy Midwest Generation acquisition by DH from Legacy
Dynegy compared to a $441 million cash outflow in 2011 related to the
Dynegy Midwest Generation transfer to Legacy Dynegy from DH. During
2012, there was a $399 million net cash inflow related to restricted
cash balances compared to a $222 million net cash inflow in 2011. During
2011, there was a $419 million cash inflow related to maturities of
short-term investments offset by a $244 million cash outflow related to
purchases of short-term investments.
Cash flow used in financing activities for the Successor Period was $328
million and for the 2012 Predecessor Period was $184 million for a
full-year 2012 total of $512 million compared to cash flow provided by
financing activities of $375 million during 2011. During 2012, the
Company repaid $339 million of borrowings and made a $200 million
payment to unsecured creditors under the terms of its Plan of
Reorganization, offset by an increase of $27 million in connection with
the recapitalization of Legacy Dynegy. In 2011, proceeds from long-term
borrowings of $2 billion were partially offset by $1.6 billion in
repayments of other debt instruments.
PRIDE Update
During 2012, we continued to benefit from our cost and performance
improvement initiative, known as PRIDE, driving recurring cash flow
benefits by optimizing our cost structure, implementing company-wide
process and operating improvements, and improving balance sheet
efficiency. For 2012, we recognized $44 million in operating margin and
cost improvements and $148 million in incremental liquidity from balance
sheet improvements due to PRIDE initiatives. In 2013, we are targeting
additional margin and cost improvements of $42 million, and additional
balance sheet improvements of $83 million. We will continue to use the
PRIDE initiative to improve our operating performance, cost structure
and balance sheet.
Ameren Energy Resources Acquisition
Dynegy Inc. and Ameren announced today they have signed a definitive
agreement under which Dynegy's subsidiary Illinois Power Holdings, LLC
(IPH) will acquire Ameren's subsidiary, Ameren Energy Resources (AER)
and its subsidiaries Ameren Energy Generating Company, Ameren Energy
Resources Generating, and Ameren Energy Marketing Company. Upon closing,
Dynegy will own more than 8,000 megawatts (MW) of generating capacity in
Illinois, and nearly 14,000 MW nationally. The AER retail and marketing
businesses and the following plants are included in the transaction:
Duck Creek, Coffeen, E.D. Edwards, Newton, and Joppa.
Investor Conference Call/Webcast
Dynegy will discuss its 2012 financial results and the Ameren Energy
Resources acquisition during an investor conference call and webcast
today, March 14, 2013, at 9 a.m. ET/8 a.m. CT. Participants may access
the webcast and the related presentation materials in the "Investor
Relations" section of www.dynegy.com.
ABOUT DYNEGY
Dynegy's subsidiaries produce and sell electric energy, capacity and
ancillary services in key U.S. markets. The Dynegy Power, LLC power
generation portfolio consists of approximately 6,771 megawatts of
primarily natural gas-fired intermediate and peaking power generation
facilities. The Dynegy Midwest Generation, LLC portfolio consists of
approximately 2,980 megawatts of primarily coal-fired baseload power
plants.
This press release contains statements reflecting assumptions,
expectations, projections, intentions or beliefs about future events
that are intended as "forward-looking statements," particularly those
statements concerning: the strength of Dynegy's balance sheet in the
merchant generation sector; Dynegy's execution of its daily operations,
strategic priorities and capital allocation; Dynegy's successful close
of the AER acquisition; Dynegy's commitment to its financial strength;
anticipated earnings and cash flows and 2013 Adjusted EBITDA and cash
flow guidance. Historically, Dynegy's performance has deviated, in some
cases materially, from its cash flow and earnings guidance. Discussion
of risks and uncertainties that could cause actual results to differ
materially from current projections, forecasts, estimates and
expectations of Dynegy is contained in Dynegy's filings with the
Securities and Exchange Commission (the "SEC"). Specifically, Dynegy
makes reference to, and incorporates herein by reference, the section
entitled "Risk Factors" in its 2012 Form 10-K, when filed. In addition
to the risks and uncertainties set forth in Dynegy's SEC filings, the
forward-looking statements described in this press release could be
affected by, among other things, (i) Dynegy's ability to consummate the
Roseton and Danskammer facilities sale transactions in accordance with
the Settlement Agreement, the Dynegy Northeast Generation, Inc. Chapter
11 Joint Plan of Liquidation and the Danskammer and Roseton Asset
Purchase Agreements; (ii) lack of comparable financial data due to the
application of fresh-start accounting; (iii) beliefs and assumptions
relating to Dynegy's liquidity, available borrowing capacity and capital
resources generally, including the extent to which such liquidity could
be affected by poor economic and financial market conditions or new
regulations and any resulting impacts on financial institutions and
other current and potential counterparties; (iv) limitations on Dynegy's
ability to utilize previously incurred federal net operating losses or
alternative minimum tax credits; (v) expectations regarding Dynegy's
compliance with the DMG and DPC Credit Agreements and DPC's Revolving
Credit Agreement, including collateral demands, interest expense,
financial ratios and other payments; (vi) the timing and anticipated
benefits of any refinancing of the DMG and DPC Credit Agreements; (vii)
efforts to secure retail sales and the timing of such sales; (viii) the
timing and anticipated benefits to be achieved through Dynegy's
company-wide cost savings programs, including its PRIDE initiative; (ix)
efforts to identify opportunities to reduce congestion and improve
busbar power prices; (x) expectations regarding environmental matters,
including costs of compliance, availability and adequacy of emission
credits, and the impact of ongoing proceedings and potential regulations
or changes to current regulations, including those relating to climate
change, air emissions, cooling water intake structures, coal combustion
byproducts, and other laws and regulations to which Dynegy is, or could
become, subject; (xi) beliefs, assumptions and projections regarding the
demand for power, generation volumes and commodity pricing, including
natural gas prices and the impact on such prices from shale gas
proliferation and the timing of a recovery in natural gas prices, if
any; (xii) sufficiency of, access to and costs associated with coal,
fuel oil and natural gas inventories and transportation thereof; (xiii)
beliefs and assumptions about market competition, generation capacity
and regional supply and demand characteristics of the wholesale power
generation market, including the anticipation of higher market pricing
over the longer term; (xiv) the effectiveness of Dynegy's strategies to
capture opportunities presented by changes in commodity prices and to
manage Dynegy's exposure to energy price volatility; (xv) beliefs and
assumptions about weather and general economic conditions; (xvi)
projected operating or financial results, including anticipated cash
flows from operations, revenues and profitability; (xvii) Dynegy's focus
on safety and its ability to efficiently operate its assets so as to
capture revenue generating opportunities and operating margins; (xviii)
beliefs about the costs and scope of the ongoing demolition and site
remediation efforts at the South Bay and Vermilion facilities; (xix)
beliefs and assumptions regarding the outcome of the SCE contract
terminations dispute and the impact of such terminations on the timing
and amount of future cash flows; (xx) ability to mitigate impacts
associated with expiring RMR and/or capacity contracts; (xxi) beliefs
about the outcome of legal, administrative, legislative and regulatory
matters, including the impact of final rules regarding derivatives
issued by the CFTC under the Dodd-Frank Act; and (xxii) expectations and
estimates regarding capital and maintenance expenditures. Any or all of
Dynegy's forward-looking statements may turn out to be wrong. They can
be affected by inaccurate assumptions or by known or unknown risks,
uncertainties and other factors, many of which are beyond Dynegy's
control.
|
|
|
|
|
|
|
|
|
|
| DYNEGY INC. |
| REPORTED CONSOLIDATED STATEMENTS OF OPERATIONS |
| (IN MILLIONS, EXCEPT PER SHARE DATA) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Successor |
|
Predecessor |
|
Combined |
|
Predecessor |
|
|
|
|
October 2 Through December 31, 2012
|
|
January 1 Through October 1, 2012 |
|
Year Ended December 31, 2012 |
|
Year Ended December 31, 2011 |
|
|
Revenues
|
|
$
|
312
|
|
|
$
|
981
|
|
|
$
|
1,293
|
|
|
$
|
1,333
|
|
|
Cost of sales
|
|
|
(268
|
)
|
|
(662
|
)
|
|
(930
|
)
|
|
(866
|
)
|
| Gross margin, exclusive of depreciation shown separately below |
|
|
44
|
|
|
319
|
|
|
363
|
|
|
467
|
|
|
Operating and maintenance expense, exclusive of depreciation shown
separately below
|
|
|
(81
|
)
|
|
(148
|
)
|
|
(229
|
)
|
|
(254
|
)
|
|
Depreciation and amortization expense
|
|
|
(45
|
)
|
|
(110
|
)
|
|
(155
|
)
|
|
(295
|
)
|
|
Impairment and other charges
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
General and administrative expense
|
|
|
(22
|
)
|
|
(56
|
)
|
|
(78
|
)
|
|
(102
|
)
|
| Operating income (loss) |
|
|
(104
|
)
|
|
5
|
|
|
(99
|
)
|
|
(189
|
)
|
|
Earnings from unconsolidated investment
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
Bankruptcy reorganization items, net
|
|
|
(3
|
)
|
|
1,037
|
|
|
1,034
|
|
|
(52
|
)
|
|
Interest expense
|
|
|
(16
|
)
|
|
(120
|
)
|
|
(136
|
)
|
|
(348
|
)
|
|
Debt extinguishment costs
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
Impairment of Undertaking receivable, affiliate
|
|
|
—
|
|
|
(832
|
)
|
|
(832
|
)
|
|
—
|
|
|
Other income and expense, net
|
|
|
8
|
|
|
31
|
|
|
39
|
|
|
35
|
|
| Income (loss) from continuing operations before income taxes |
|
|
(113
|
)
|
|
121
|
|
|
8
|
|
|
(575
|
)
|
|
Income tax benefit
|
|
|
—
|
|
|
9
|
|
|
9
|
|
|
144
|
|
| Income (loss) from continuing operations |
|
|
(113
|
)
|
|
130
|
|
|
17
|
|
|
(431
|
)
|
|
Income (loss) from discontinued operations, net of taxes
|
|
|
6
|
|
|
(162
|
)
|
|
(156
|
)
|
|
(509
|
)
|
| Net loss |
|
$
|
(107
|
)
|
|
$
|
(32
|
)
|
|
$
|
(139
|
)
|
|
$
|
(940
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic loss per share: (3) |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations (1)
|
|
$
|
(1.13
|
)
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
|
Income from discontinued operations
|
|
|
0.06
|
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
| Basic loss per share (3) |
|
$
|
(1.07
|
)
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Diluted loss per share: (3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations (1)
|
|
$
|
(1.13
|
)
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
|
Income from discontinued operations
|
|
|
0.06
|
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
| Diluted loss per share (3) |
|
$
|
(1.07
|
)
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic shares outstanding |
|
|
100
|
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
| Diluted shares outstanding |
|
|
100
|
|
|
N/A
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
For the Successor Period, a reconciliation of basic loss per share
from continuing operations to diluted loss per share from continuing
operations is presented below:
|
|
Loss from continuing operations for basic and diluted loss per share
|
|
$
|
(113
|
)
|
|
|
|
|
|
Basic weighted-average shares
|
|
|
100
|
|
|
Effect of dilutive securities-stock options and restricted stock
|
|
|
-
|
|
|
Diluted weighted-average shares
|
|
|
100
|
|
|
|
|
|
|
Loss per share from continuing operations
|
|
|
|
Basic
|
|
$
|
(1.13
|
)
|
|
Diluted (2)
|
|
$
|
(1.13
|
)
|
|
(2)
|
|
Entities with a net loss from continuing operations are prohibited
from including potential common shares in the computation of diluted
per share amounts. Accordingly, we have utilized the basic shares
outstanding amount to calculate both basic and diluted loss per
share for all periods presented.
|
|
(3)
|
|
Prior to the Merger, DH was organized as a limited liability company
and the capital structure of DH did not change until September 30,
2012. Although Legacy Dynegy's shares were publicly traded, DH did
not have any publicly traded shares during the Predecessor periods;
therefore, no loss per share is presented for (i) the three and
twelve months ended December 31, 2011 and (ii) the twelve months
ended December 31, 2012.
|
|
|
|
|
|
|
| DYNEGY INC. |
| UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS |
| (IN MILLIONS) |
|
|
|
|
|
|
|
|
|
Successor |
|
Predecessor |
|
|
|
Three Months Ended December 31, |
|
|
|
2012 |
|
|
|
2011 |
|
|
|
|
|
|
|
|
Revenues
|
|
$ 312
|
|
|
$
|
130
|
|
|
Cost of sales
|
|
(268
|
)
|
|
|
(148
|
)
|
| Gross margin, exclusive of depreciation shown separately below |
|
44
|
|
|
|
(18
|
)
|
|
Operating and maintenance expense, exclusive of depreciation expense
shown separately below
|
|
(81
|
)
|
|
|
(37
|
)
|
|
Depreciation and amortization expense
|
|
(45
|
)
|
|
|
(34
|
)
|
|
Impairments and other charges
|
|
-
|
|
|
|
(1
|
)
|
|
General and administrative expense
|
|
(22
|
)
|
|
|
(15
|
)
|
| Operating loss |
|
(104
|
)
|
|
|
(105
|
)
|
|
Earnings from unconsolidated investment
|
|
2
|
|
|
|
-
|
|
|
Bankruptcy reorganization items, net
|
|
(3
|
)
|
|
|
(52
|
)
|
|
Interest expense
|
|
(16
|
)
|
|
|
(65
|
)
|
|
Debt extinguishment costs
|
|
-
|
|
|
|
-
|
|
|
Impairment of Undertaking receivable, affiliate
|
|
-
|
|
|
|
-
|
|
|
Other income and expense, net
|
|
8
|
|
|
|
24
|
|
| Loss from continuing operations before income taxes |
|
(113
|
)
|
|
|
(198
|
)
|
|
Income tax benefit
|
|
-
|
|
|
|
50
|
|
| Loss from continuing operations |
|
(113
|
)
|
|
|
(148
|
)
|
|
Income/(loss) from discontinued operations, net of taxes
|
|
6
|
|
|
|
(468
|
)
|
| Net loss |
|
$ (107
|
)
|
|
$
|
(616
|
)
|
|
|
|
|
|
|
|
DYNEGY INC.
|
| REPORTED SEGMENTED RESULTS OF OPERATIONS |
| TWELVE MONTHS ENDED DECEMBER 31, 2012 |
| (UNAUDITED) (IN MILLIONS) |
|
|
|
|
|
|
|
|
|
|
The following table provides summary financial data regarding our
enterprise-wide Adjusted EBITDA for the twelve months ended December
31, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
|
Twelve Months Ended December 31, 2012 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Net loss |
|
|
|
|
|
|
|
$
|
(139
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
|
|
|
|
|
|
|
156
|
|
|
Income tax benefit (1)
|
|
|
|
|
|
|
|
|
(9
|
)
|
|
Interest expense
|
|
|
|
|
|
|
|
|
136
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
155
|
|
| EBITDA from continuing operations (2) |
|
$ (86
|
)
|
|
$
|
228
|
|
|
$
|
157
|
|
|
$
|
299
|
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Impairment of Undertaking receivable, affiliate
|
|
-
|
|
|
|
-
|
|
|
|
832
|
|
|
|
832
|
|
|
Bankruptcy reorganization items, net
|
|
-
|
|
|
|
-
|
|
|
|
(1,034
|
)
|
|
|
(1,034
|
)
|
|
Interest income on Undertaking receivable
|
|
-
|
|
|
|
-
|
|
|
|
(24
|
)
|
|
|
(24
|
)
|
|
Restructuring costs and other expense
|
|
-
|
|
|
|
-
|
|
|
|
3
|
|
|
|
3
|
|
|
Mark-to-market (income) loss, net
|
|
7
|
|
|
|
(166
|
)
|
|
|
-
|
|
|
|
(159
|
)
|
|
Amortization of intangible assets and liabilities (3)
|
|
78
|
|
|
|
61
|
|
|
|
-
|
|
|
|
139
|
|
|
Premium adjustment
|
|
1
|
|
|
|
(1
|
)
|
|
|
-
|
|
|
|
-
|
|
|
Changes in fair value of warrants
|
|
-
|
|
|
|
-
|
|
|
|
(8
|
)
|
|
|
(8
|
)
|
| Adjusted EBITDA (2) |
|
-
|
|
|
|
122
|
|
|
|
(74
|
)
|
|
|
48
|
|
| Adjusted EBITDA from Legacy Dynegy (4) |
|
20
|
|
|
|
-
|
|
|
|
(11
|
)
|
|
|
9
|
|
| Enterprise-wide Adjusted EBITDA (2) |
|
$ 20
|
|
|
$
|
122
|
|
|
$
|
(85
|
)
|
|
$
|
57
|
|
|
(1)
|
|
For the twelve months ended December 31, 2012, the difference
between the effective income tax rate of 113 percent and the
statutory federal rate of 35 percent resulted primarily from a
valuation allowance to eliminate our net deferred tax assets
partially offset by the impact of state taxes. As of December 31,
2012, we do not believe we will produce sufficient future taxable
income, nor are there tax strategies available, to realize our net
deferred tax assets not otherwise realized by reversing temporary
differences.
|
|
(2)
|
|
EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please
refer to Item 2.02 of our Form 8-K filed on March 14, 2013, for
definitions, utility and uses of such non-GAAP financial measures. A
reconciliation of EBITDA to Operating income (loss) is presented
below. Management does not allocate interest expense and income
taxes on a segment level and therefore uses Operating income (loss)
as the most directly comparable GAAP measure.
|
|
(3)
|
|
The amount in the Coal segment in the 2012 Predecessor Period
relates to intangible assets and liabilities related to rail
transportation and coal contracts, respectively, recorded in
connection with the DMG Acquisition. The amount in the Gas segment
in the 2012 Predecessor Period is related to the intangible assets
related to the 2005 Sithe acquisition. The amounts in the Successor
Period relate to intangible assets and liabilities related to rail
transportation, coal contracts, gas revenue contracts and gas
transportation contracts recorded in connection with the application
of fresh-start accounting.
|
|
|
|
|
|
|
|
Combined |
|
|
|
Twelve Months Ended December 31, 2012 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating income (loss) |
|
$
|
(112
|
)
|
|
$
|
97
|
|
$
|
(84
|
)
|
|
$
|
(99
|
)
|
|
Impairment of Undertaking receivable, affiliate
|
|
|
-
|
|
|
|
-
|
|
|
(832
|
)
|
|
|
(832
|
)
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
1,034
|
|
|
|
1,034
|
|
|
Depreciation and amortization expense
|
|
|
21
|
|
|
|
127
|
|
|
7
|
|
|
|
155
|
|
|
Earnings from unconsolidated investment
|
|
|
-
|
|
|
|
2
|
|
|
-
|
|
|
|
2
|
|
|
Other items, net
|
|
|
5
|
|
|
|
2
|
|
|
32
|
|
|
|
39
|
|
| EBITDA from continuing operations |
|
$
|
(86
|
)
|
|
$
|
228
|
|
$
|
157
|
|
|
$
|
299
|
|
|
(4)
|
|
Our 2012 consolidated results reflect the results of our accounting
predecessor, DH, which was our wholly-owned subsidiary until the
Merger on September 30, 2012. Therefore, certain results related to
Legacy Dynegy are not included in our consolidated results for the
2012 Predecessor Period. Additionally, effective June 5, 2012, we
completed the DMG Acquisition. As a result, the results of our Coal
segment, as well as certain items in the Other segment, are not
included in our consolidated results for the period from January 1,
2012 through June 5, 2012. However, we have included the Adjusted
EBITDA related to Legacy Dynegy for the 2012 Predecessor Period and
the Coal segment for the period from January 1, 2012 through June 5,
2012 in this adjustment because management uses enterprise-wide
Adjusted EBITDA to evaluate the operating performance of our entire
power generation fleet. The following table presents a
reconciliation of Legacy Dynegy Adjusted EBITDA to Operating income
(loss):
|
|
|
|
|
|
|
|
Combined |
|
|
|
Twelve Months Ended December 31, 2012 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating income (loss) |
|
$
|
(2,702
|
)
|
|
$
|
-
|
|
$
|
1,670
|
|
|
$
|
(1,032
|
)
|
|
Depreciation and amortization expense
|
|
|
78
|
|
|
|
-
|
|
|
-
|
|
|
|
78
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
(8
|
)
|
|
|
(8
|
)
|
|
Loss from unconsolidated investment
|
|
|
-
|
|
|
|
-
|
|
|
(1
|
)
|
|
|
(1
|
)
|
| EBITDA |
|
|
(2,624
|
)
|
|
|
-
|
|
|
1,661
|
|
|
|
(963
|
)
|
|
Loss (gain) on Coal Holdco Transfer
|
|
|
2,652
|
|
|
|
-
|
|
|
(1,711
|
)
|
|
|
941
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
8
|
|
|
|
8
|
|
|
Restructuring costs and other expense
|
|
|
-
|
|
|
|
-
|
|
|
30
|
|
|
|
30
|
|
|
Mark-to-market income, net
|
|
|
(8
|
)
|
|
|
-
|
|
|
-
|
|
|
|
(8
|
)
|
|
Loss from unconsolidated investment
|
|
|
-
|
|
|
|
-
|
|
|
1
|
|
|
|
1
|
|
| Adjusted EBITDA from Legacy Dynegy |
|
$
|
20
|
|
|
$
|
-
|
|
$
|
(11
|
)
|
|
$
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| DYNEGY INC. |
| REPORTED SEGMENTED RESULTS OF OPERATIONS |
| TWELVE MONTHS ENDED DECEMBER 31, 2011 |
| (UNAUDITED) (IN MILLIONS) |
|
|
|
|
|
|
|
|
|
|
|
The following table provides summary financial data regarding our
enterprise-wide Adjusted EBITDA by segment for the twelve months
ended December 31, 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Twelve Months Ended December 31, 2011 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Net loss |
|
|
|
|
|
|
|
$
|
(940
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
|
|
|
|
|
|
|
509
|
|
|
Income tax benefit from continuing operations (1)
|
|
|
|
|
|
|
|
|
(144
|
)
|
|
Interest expense and debt extinguishment costs
|
|
|
|
|
|
|
|
|
369
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
295
|
|
| EBITDA from continuing operations (2) |
|
$
|
120
|
|
|
$
|
97
|
|
$
|
(128
|
)
|
|
$
|
89
|
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
52
|
|
|
|
52
|
|
|
Merger agreement termination fee, restructuring costs and other
expenses
|
|
|
(1
|
)
|
|
|
7
|
|
|
25
|
|
|
|
31
|
|
|
Mark-to-market loss, net
|
|
|
76
|
|
|
|
51
|
|
|
4
|
|
|
|
131
|
|
| Adjusted EBITDA from continuing operations (2) |
|
|
195
|
|
|
|
155
|
|
|
(47
|
)
|
|
|
303
|
|
| Adjusted EBITDA from Legacy Dynegy (3) |
|
|
48
|
|
|
|
-
|
|
|
(51
|
)
|
|
|
(3
|
)
|
| Adjusted EBITDA |
|
$
|
243
|
|
|
$
|
155
|
|
$
|
(98
|
)
|
|
$
|
300
|
|
| Adjusted EBITDA from discontinued operations |
|
|
|
|
|
|
|
|
(19
|
)
|
| Enterprise-wide Adjusted EBITDA |
|
|
|
|
|
|
|
$
|
281
|
|
|
(1)
|
|
For the twelve months ended December 31, 2011, the difference
between the effective income tax rate of 25 percent and the
statutory federal rate of 35 percent resulted primarily due to the
impact of state taxes partially offset by a change in our valuation
allowance.
|
|
(2)
|
|
EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please
refer to Item 2.02 of our Form 8-K filed on March 14, 2013, for
definitions, utility and uses of such non-GAAP financial measures. A
reconciliation of Operating loss to EBITDA from continuing
operations is presented below. Management does not allocate interest
expense and income taxes on a segment level and therefore uses
Operating loss as the most directly comparable GAAP measure.
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Twelve Months Ended December 31, 2011 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating loss |
|
$
|
(38
|
)
|
|
$
|
(37
|
)
|
|
$
|
(114
|
)
|
|
$
|
(189
|
)
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
(52
|
)
|
|
|
(52
|
)
|
|
Other items, net
|
|
|
2
|
|
|
|
2
|
|
|
|
31
|
|
|
|
35
|
|
|
Depreciation and amortization expense
|
|
|
156
|
|
|
|
132
|
|
|
|
7
|
|
|
|
295
|
|
| EBITDA from continuing operations |
|
$
|
120
|
|
|
$
|
97
|
|
|
$
|
(128
|
)
|
|
$
|
89
|
|
|
(3)
|
|
Our 2011 consolidated results reflect the results of our accounting
predecessor, DH, which was a wholly-owned subsidiary until the
Merger on September 30, 2012. Therefore, certain results related to
Legacy Dynegy are not included in our consolidated results for the
twelve months ended December 31, 2011. Additionally, effective
September 1, 2011, we completed the DMG Transfer. As a result, the
results of our Coal segment, as well as certain items in the Other
segment, are not included in our consolidated results for the period
from September 1, 2011 through December 31, 2011. However, we have
included the Adjusted EBITDA related to Legacy Dynegy for the twelve
months ended December 31, 2011 and the Coal segment for the period
from September 1, 2011 through December 31, 2011 in this adjustment
because management uses Enterprise-wide Adjusted EBITDA to evaluate
the operating performance of our entire power generation fleet. The
following table presents a reconciliation of Legacy Dynegy Adjusted
EBITDA to Operating loss:
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Twelve Months Ended December 31, 2011 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating loss |
|
$
|
(18
|
)
|
|
$
|
-
|
|
$
|
(40
|
)
|
|
$
|
(58
|
)
|
|
Depreciation and amortization expense
|
|
|
50
|
|
|
|
-
|
|
|
(1
|
)
|
|
|
49
|
|
|
Other items, net
|
|
|
(1
|
)
|
|
|
-
|
|
|
(39
|
)
|
|
|
(40
|
)
|
| EBITDA |
|
|
31
|
|
|
|
-
|
|
|
(80
|
)
|
|
|
(49
|
)
|
|
Restructuring charges and other expenses
|
|
|
2
|
|
|
|
-
|
|
|
19
|
|
|
|
21
|
|
|
Impairment and other charges
|
|
|
-
|
|
|
|
-
|
|
|
10
|
|
|
|
10
|
|
|
Mark-to-market loss, net
|
|
|
15
|
|
|
|
-
|
|
|
-
|
|
|
|
15
|
|
| Adjusted EBITDA from Legacy Dynegy |
|
$
|
48
|
|
|
$
|
-
|
|
$
|
(51
|
)
|
|
$
|
(3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| DYNEGY INC. |
| REPORTED SEGMENTED RESULTS OF OPERATIONS |
| THREE MONTHS ENDED DECEMBER 31, 2012 |
| (UNAUDITED) (IN MILLIONS) |
|
|
|
|
|
|
|
|
|
|
|
The following table provides summary financial information data
regarding our enterprise-wide Adjusted EBITDA for the three months
ended December 31, 2012:
|
|
|
|
|
|
|
|
Successor |
|
|
|
Three Months Ended December 31, 2012 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Net loss |
|
|
|
|
|
|
|
$
|
(107
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Discontinued operations, net of taxes
|
|
|
|
|
|
|
|
|
(6
|
)
|
|
Income tax benefit (1)
|
|
|
|
|
|
|
|
|
-
|
|
|
Interest expense
|
|
|
|
|
|
|
|
|
16
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
45
|
|
| EBITDA from continuing operations (2) |
|
$
|
(41
|
)
|
|
$
|
7
|
|
|
$
|
(18
|
)
|
|
$
|
(52
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
3
|
|
|
|
3
|
|
|
Mark-to-market income, net
|
|
|
(6
|
)
|
|
|
(39
|
)
|
|
|
-
|
|
|
|
(45
|
)
|
|
Amortization of intangible assets and liabilities (3)
|
|
|
29
|
|
|
|
32
|
|
|
|
-
|
|
|
|
61
|
|
|
Premium adjustment
|
|
|
1
|
|
|
|
(2
|
)
|
|
|
-
|
|
|
|
(1
|
)
|
|
Changes in fair value of warrants
|
|
|
-
|
|
|
|
-
|
|
|
|
(8
|
)
|
|
|
(8
|
)
|
| Enterprise-wide Adjusted EBITDA (2) |
|
$
|
(17
|
)
|
|
$
|
(2
|
)
|
|
$
|
(23
|
)
|
|
$
|
(42
|
)
|
|
(1)
|
|
For the three months ended December 31, 2012, our overall effective
tax rate on continuing operations was different than the federal
statutory rate of 35 percent as a result of a valuation allowance to
eliminate our deferred tax assets.
|
|
(2)
|
|
EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please
refer to Item 2.02 of our Form 8-K filed on March 14, 2013, for
definitions, utility and uses of such non-GAAP financial measures. A
reconciliation of EBITDA to Operating loss is presented below.
Management does not allocate interest expense and income taxes on a
segment level and therefore uses Operating loss as the most directly
comparable GAAP measure.
|
|
(3)
|
|
The amounts within the Coal and Gas segments relate to intangible
assets and liabilities related to rail transportation, coal
contracts, gas revenue contracts and transportation contracts
recorded in connection with the application of fresh-start
accounting.
|
|
|
|
|
|
|
|
Successor |
|
|
|
Three Months Ended December 31, 2012 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating loss |
|
$
|
(49
|
)
|
|
$
|
(31
|
)
|
|
$
|
(24
|
)
|
|
$
|
(104
|
)
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
(3
|
)
|
|
|
(3
|
)
|
|
Depreciation and amortization expense
|
|
|
8
|
|
|
|
36
|
|
|
|
1
|
|
|
|
45
|
|
|
Earnings from unconsolidated investment
|
|
|
-
|
|
|
|
2
|
|
|
|
-
|
|
|
|
2
|
|
|
Other items, net
|
|
|
-
|
|
|
|
-
|
|
|
|
8
|
|
|
|
8
|
|
| EBITDA from continuing operations |
|
$
|
(41
|
)
|
|
$
|
7
|
|
|
$
|
(18
|
)
|
|
$
|
(52
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
| DYNEGY INC. |
| REPORTED SEGMENTED RESULTS OF OPERATIONS |
| THREE MONTHS ENDED DECEMBER 31, 2011 |
| (UNAUDITED) (IN MILLIONS) |
|
|
|
|
|
|
|
|
|
|
|
The following table provides summary financial information data
regarding our enterprise-wide Adjusted EBITDA by segment for the
three months ended December 31, 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Three Months Ended December 31, 2011 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
| Net loss |
|
|
|
|
|
|
|
$
|
(616
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Discontinued operations
|
|
|
|
|
|
|
|
|
468
|
|
|
Income tax benefit (1)
|
|
|
|
|
|
|
|
|
(50
|
)
|
|
Interest expense
|
|
|
|
|
|
|
|
|
65
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
34
|
|
| EBITDA from continuing operations (2) |
|
$
|
-
|
|
$
|
(55
|
)
|
|
$
|
(44
|
)
|
|
$
|
(99
|
)
|
|
Plus / (Less):
|
|
|
|
|
|
|
|
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
-
|
|
|
|
52
|
|
|
|
52
|
|
|
Merger agreement termination fee, restructuring costs and other
expenses
|
|
|
-
|
|
|
(5
|
)
|
|
|
19
|
|
|
|
14
|
|
|
Mark-to-market (income) loss, net
|
|
|
-
|
|
|
38
|
|
|
|
(1
|
)
|
|
|
37
|
|
| Adjusted EBITDA from continuing operations (2) |
|
$
|
-
|
|
$
|
(22
|
)
|
|
$
|
26
|
|
|
$
|
4
|
|
| Adjusted EBITDA from Legacy Dynegy (3) |
|
|
37
|
|
|
-
|
|
|
|
(45
|
)
|
|
|
(8
|
)
|
| Adjusted EBITDA |
|
$
|
37
|
|
$
|
(22
|
)
|
|
$
|
(19
|
)
|
|
$
|
(4
|
)
|
| Adjusted EBITDA from discontinued operations |
|
|
|
|
|
|
|
|
(10
|
)
|
| Enterprise-wide Adjusted EBITDA |
|
|
|
|
|
|
|
$
|
(14
|
)
|
|
(1)
|
|
For the three months ended December 31, 2011, the difference between
the effective tax rate of 25 percent and the federal statutory tax
rate of 35 percent resulted primarily from a valuation allowance to
eliminate our net deferred tax assets partially offset by the impact
of state taxes.
|
|
(2)
|
|
EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please
refer to Item 2.02 of our Form 8-K filed onMarch 14, 2013,
for definitions, utility and uses of such non-GAAP financial
measures. A reconciliation of EBITDA to Operating loss is presented
below. Management does not allocate interest expense and income
taxes on a segment level and therefore uses Operating income (loss)
as the most directly comparable GAAP measure.
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Three Months Ended December 31, 2011 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating loss |
|
$
|
-
|
|
$
|
(88
|
)
|
|
$
|
(17
|
)
|
|
$
|
(105
|
)
|
|
Bankruptcy reorganization items, net
|
|
|
-
|
|
|
-
|
|
|
|
(52
|
)
|
|
|
(52
|
)
|
|
Other items, net
|
|
|
-
|
|
|
1
|
|
|
|
23
|
|
|
|
24
|
|
|
Depreciation and amortization expense
|
|
|
-
|
|
|
32
|
|
|
|
2
|
|
|
|
34
|
|
| EBITDA from continuing operations |
|
$
|
-
|
|
$
|
(55
|
)
|
|
$
|
(44
|
)
|
|
$
|
(99
|
)
|
|
|
|
|
|
|
|
|
|
|
|
(3)
|
|
Our 2011 consolidated results reflect the results of our accounting
predecessor, DH, which was our wholly-owned subsidiary until the
Merger on September 30, 2012. Therefore, certain results related to
Legacy Dynegy are not included in our consolidated results for the
three months ended December 31, 2011. Additionally, effective
September 1, 2011, we completed the DMG Transfer. As a result, the
results of our Coal segment, as well as certain items in the Other
segment, are not included in our consolidated results for the three
months ended December 31, 2011. However, we have included the
Adjusted EBITDA related to Legacy Dynegy and the Coal segment for
the three months ended December 31, 2011 in this adjustment because
management uses enterprise-wide Adjusted EBITDA to evaluate the
operating performance of our entire power generation fleet. The
following table presents a reconciliation of Legacy Dynegy Adjusted
EBITDA to Operating loss:
|
|
|
|
|
|
|
|
Predecessor |
|
|
|
Three Months Ended December 31, 2011 |
|
|
|
Coal |
|
Gas |
|
Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
| Operating loss |
|
$
|
(14
|
)
|
|
$
|
-
|
|
$
|
(34
|
)
|
|
$
|
(48
|
)
|
|
Depreciation and amortization expense
|
|
|
37
|
|
|
|
-
|
|
|
(1
|
)
|
|
|
36
|
|
|
Other items, net
|
|
|
1
|
|
|
|
-
|
|
|
(34
|
)
|
|
|
(33
|
)
|
| EBITDA |
|
|
24
|
|
|
|
-
|
|
|
(69
|
)
|
|
|
(45
|
)
|
|
Restructuring charges and other expenses
|
|
|
(3
|
)
|
|
|
-
|
|
|
14
|
|
|
|
11
|
|
|
Impairment and other charges
|
|
|
-
|
|
|
|
-
|
|
|
10
|
|
|
|
10
|
|
|
Mark-to-market loss, net
|
|
|
16
|
|
|
|
-
|
|
|
-
|
|
|
|
16
|
|
| Adjusted EBITDA from Legacy Dynegy |
|
$
|
37
|
|
|
$
|
-
|
|
$
|
(45
|
)
|
|
$
|
(8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
| DYNEGY INC. |
| SUMMARY CASH FLOW INFORMATION (1) |
| TWELVE MONTHS ENDED DECEMBER 31, 2012 and 2011 |
| (UNAUDITED) (IN MILLIONS) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
Predecessor |
|
|
|
Twelve Months Ended December 31, |
|
|
|
2012 |
|
|
|
2011 |
|
|
|
|
Dynegy Inc. (as reported) |
|
Other (3) |
|
Total |
|
Total |
| Adjusted EBITDA (2) |
|
$
|
48
|
|
|
$
|
9
|
|
|
$
|
57
|
|
|
$
|
281
|
|
|
Interest payments
|
|
|
(135
|
)
|
|
|
(19
|
)
|
|
|
(154
|
)
|
|
|
(256
|
)
|
|
Cash taxes
|
|
|
7
|
|
|
|
-
|
|
|
|
7
|
|
|
|
2
|
|
|
Collateral
|
|
|
(6
|
)
|
|
|
(3
|
)
|
|
|
(9
|
)
|
|
|
(54
|
)
|
|
Working capital / non-cash adjustments / other changes
|
|
|
5
|
|
|
|
(93
|
)
|
|
|
(88
|
)
|
|
|
62
|
|
| Cash Flow from Operations |
|
|
(81
|
)
|
|
|
(106
|
)
|
|
|
(187
|
)
|
|
|
35
|
|
|
Maintenance capital expenditures
|
|
|
(76
|
)
|
|
|
(9
|
)
|
|
|
(85
|
)
|
|
|
(106
|
)
|
|
Environmental capital expenditures
|
|
|
(27
|
)
|
|
|
(28
|
)
|
|
|
(55
|
)
|
|
|
(159
|
)
|
|
Return of cash collateral, net (investing)
|
|
|
399
|
|
|
|
55
|
|
|
|
454
|
|
|
|
-
|
|
| Free Cash Flow |
|
$
|
215
|
|
|
$
|
(88
|
)
|
|
$
|
127
|
|
|
$
|
(230
|
)
|
|
(1)
|
|
This presentation is intended to demonstrate the relationship
between the performance measure of Adjusted EBITDA and the liquidity
measure of Free Cash Flow. We believe it is useful to our analysts
and investors to understand this relationship because it
demonstrates how the cash generated by our operations is used to
satisfy various liquidity requirements. A reconciliation of Free
Cash Flow to Cash Flow from Operations is presented above. Please
refer to Item 2.02 of our Form 8-K filed on March 14, 2013, for
definitions, utility and uses of such non-GAAP financial measures.
|
|
(2)
|
|
Adjusted EBITDA is a non-GAAP financial measure. Please refer to
Item 2.02 of our Form 8-K filed on March 14, 2013, for definitions,
utility and uses of such non-GAAP financial measures. Please see
Reported Segmented Results of Operations for the twelve months ended
December 31, 2012 and 2011 for a reconciliation of Adjusted EBITDA
to Net loss.
|
|
(3)
|
|
Other includes the cash flows from Legacy Dynegy for the twelve
months ended December 31, 2012 which included the Coal segment for
the period from January 1, 2012 through June 5, 2012.
|
|
|
|
|
|
|
| DYNEGY INC. |
| OPERATING DATA |
|
|
|
|
The following table provides summary financial data regarding our
Coal and Gas segment results of operations for the three and twelve
months ended December 31, 2012 and 2011, respectively. As a result
of the DMG Transfer, 2011 results only include the results of the
Coal segment through August 31, 2011. As a result of the DMG
Acquisition, 2012 results only include the results of the Coal
segment for the period of June 6, 2012 through December 31, 2012.
Additionally, as a result of the DMG Transfer, 2011 results only
include the results of the Coal segment for the period from January
1, 2011 through August 31, 2011.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Successor |
|
Predecessor |
|
Combined |
|
Predecessor |
|
|
|
Three Months Ended December 31, |
|
Twelve Months Ended December 31, |
|
|
|
|
2012 |
|
|
|
2011 |
|
|
|
2012 |
|
|
|
2011 |
|
| Coal |
|
|
|
|
|
|
|
|
|
Million Megawatt Hours Generated (1)
|
|
|
4.7
|
|
|
|
N/A
|
|
|
|
11.3
|
|
|
|
15.6
|
|
|
In-Market Availability for Coal Fired Facilities (2)
|
|
|
86
|
%
|
|
|
N/A
|
|
|
|
91
|
%
|
|
|
92
|
%
|
|
Average Quoted On-Peak Market Power Prices ($/MWh) (3):
|
|
|
|
|
|
|
|
|
|
Indiana (Indy Hub) (4)
|
|
$
|
35
|
|
|
|
N/A
|
|
|
$
|
38
|
|
|
$
|
45
|
|
|
|
|
|
|
|
|
|
|
|
| Gas |
|
|
|
|
|
|
|
|
|
Million Megawatt Hours Generated (5):
|
|
|
3.5
|
|
|
|
2.7
|
|
|
|
20.4
|
|
|
|
12.3
|
|
|
Average Capacity Factor for Combined Cycle Facilities (6)
|
|
|
36
|
%
|
|
|
27
|
%
|
|
|
52
|
%
|
|
|
21
|
%
|
|
Average Market On-Peak Spark Spreads ($/MWh) (7):
|
|
|
|
|
|
|
|
|
|
Commonwealth Edison (NI Hub)
|
|
$
|
9
|
|
|
$
|
9
|
|
|
$
|
14
|
|
|
$
|
12
|
|
|
PJM West
|
|
$
|
15
|
|
|
$
|
15
|
|
|
$
|
19
|
|
|
$
|
19
|
|
|
North of Path 15 (NP 15)
|
|
$
|
9
|
|
|
$
|
7
|
|
|
$
|
8
|
|
|
$
|
4
|
|
|
New York - Zone A
|
|
$
|
10
|
|
|
$
|
9
|
|
|
$
|
13
|
|
|
$
|
9
|
|
|
Mass Hub
|
|
$
|
23
|
|
|
$
|
17
|
|
|
$
|
19
|
|
|
$
|
18
|
|
|
Average Market Off-Peak Spark Spreads ($/MWh) (7):
|
|
|
|
|
|
|
|
|
|
Commonwealth Edison (NI Hub)
|
|
$
|
(1
|
)
|
|
$
|
(3
|
)
|
|
$
|
4
|
|
|
$
|
(3
|
)
|
|
PJM West
|
|
$
|
6
|
|
|
$
|
8
|
|
|
$
|
8
|
|
|
$
|
5
|
|
|
North of Path 15 (NP 15)
|
|
$
|
1
|
|
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
|
$
|
(10
|
)
|
|
New York - Zone A
|
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
4
|
|
|
$
|
2
|
|
|
Mass Hub
|
|
$
|
(3
|
)
|
|
$
|
9
|
|
|
$
|
4
|
|
|
$
|
6
|
|
|
Average Natural Gas Price - Henry Hub ($/MMBtu) (8)
|
|
$
|
3.39
|
|
|
$
|
3.31
|
|
|
$
|
2.75
|
|
|
$
|
3.99
|
|
|
(1)
|
|
Reflects production volumes in million MWh generated during the
periods Coal was included in our consolidated results. Generation
volumes were 5.3 million MWh for the full three months ended
December 31, 2011. Generation volumes were 19.9 million MWh and 22.2
million MWh for the full twelve months ended December 31, 2012 and
2011, respectively.
|
|
(2)
|
|
Reflects the percentage of generation available during periods when
market prices were such that these units could be profitably
dispatched during the periods Coal was included in our consolidated
results. In-Market Availability for Coal Fired Facilities was 89
percent for the full three months ended December 31, 2011. In-Market
Availability for Coal Fired Facilities was 92 percent for the full
twelve months ended December 31, 2012 and 2011, respectively.
|
|
(3)
|
|
Reflects the average of day-ahead quoted prices for the periods Coal
was included in our consolidated results and does not necessarily
reflect prices we realized. The average of day-ahead quoted prices
was $34 for the full three months ended December 31, 2011. The
average of day-ahead quoted prices were $35 and $41 for the full
twelve months ended December 31, 2012 and 2011, respectively.
|
|
(4)
|
|
The market reference for 2011 was Cinergy (Cin Hub). At the end of
2011, the Cin Hub pricing point in MISO ceased to exist when the
Ohio portion of the market point became part of PJM. Beginning in
2012, Indy Hub became MISO's major market point and is considered a
direct correlation to the old Cin Hub and has been accepted as a
replacement for Cin Hub in commercial contracts.
|
|
(5)
|
|
Includes our ownership percentage in the MWh generated by our
investment in the Black Mountain power generation facility for the
three and twelve months ended December 31, 2012 and 2011,
respectively.
|
|
(6)
|
|
Reflects actual production as a percentage of available capacity.
|
|
(7)
|
|
Reflects the simple average of the spark spread available to a 7.0MMBtu/MWh heat rate generator selling power at day-ahead prices
and buying delivered natural gas at a daily cash market price and
does not reflect spark spreads available to us.
|
|
(8)
|
|
Reflects the average of daily quoted prices for the periods
presented and does not reflect costs incurred by us.
|
Source: Dynegy Inc.