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Accession number & update
0013941 19920519.
Company name
CONSUMERS' GAS CO. LTD.
Address (ST LO SC CN)
100 Simcoe St, Ste 4200.
Toronto.
Ontario M5H 3G2.
Canada.
Telecommunications
416-591-6611.
Date
30 September 1991 (19910930).
Entry date
14 May 1992 (19920514).
Length
53,958 Characters, approximately 32 PC screens.
Company history
Exchanges: Toronto/Montreal
Ticker symbol: CGT
CanCorp No: CA013941
Duns No: 24-666-7372
CUSIP: 210530
Year of incorporation: 1848
Place of incorporation: ONTARIO
Legal status: PUBLIC
Company status: Active
Rankings:
-Financial Post 500: (Summer 1991): 71
-Canadian Business 500: (June 1991): 71
TSE 300: No.
US SIC codes
US SIC CODES:
4923 Natural Gas Transmission and Distribution
4922 Natural Gas Transmission
5722 Retails-Household Appliances.
Line of business
Consumers' Gas is a utility distributing natural gas to over
one million customers in southern Ontario, western Quebec and
northern New York State. The company is also involved in the
rental and retail sale of gas-powered household appliances.
Parent companies
Parent company: British Gas Holdings (Canada) Ltd, Canadian
Ultimate parent: British Gas plc, Foreign, (GBR).
Management
President & CEO: Martin, R W
Chief Operating Officer: Safrance, C F
Vice President: MacKenzie, A R
Vice President: Hills, G J
Vice President: Loberg, N B
Vice President: Munkley, R D
Vice President: Riedl, R G
Treasurer: Wilson, S R
Secretary: Reid, R J
Chief Finanical Officer: Aiken, J L.
Professional advisors
Current auditor: Peat Marwick Thorne
Former auditor: Thorne Ernst & Whinney.
Financial information
Source of financial information:
OSC, Ontario Securities Commission filings.
Consolidated Accts: Y Y Y
Number of weeks: 52 52 52
ASSETS (000S)
Currency: CAN CAN CAN
Fiscal Statement date: 09/30/89 09/30/90 09/30/91
Accounts receivable: 92,788 96,191 128,842
Inventory: 301,873 350,292 355,768
Other Current Assets: 104,220 139,344 74,259
Total Current Assets: 498,881 585,827 558,869
Fixed Assets: 1,436,142 1,561,034 1,807,902
Intangibles: 0 0 0
Other Non-current Assets 129,018 94,082 95,237
Total Non-current Assets 1,565,160 1,655,116 1,903,139
Total Assets: 2,064,041 2,240,943 2,462,008
LIABILITIES (000S)
Currency: CAN CAN CAN
Fiscal Statement Date: 09/30/89 09/30/90 09/30/91
Accounts Payable: 200,999 225,383 235,768
Short Term Debt: 8,977 25,454 92,695
Other Liabilities: 307,827 490,177 356,478
Total Current Liab.: 517,803 741,014 684,941
Long Term Debt: 808,994 763,968 1,013,864
Other Long Term Liab.: 31,478 33,086 36,146
Total Liabilities: 1,358,275 1,538,068 1,734,951
Shareholders Equity: 705,766 702,875 727,057
TOTAL LIABILITIES AND
SHARE EQUITY: 12,064,041 2,240,943 2,462,008
SALES / REVENUE (000S)
Currency: CAN CAN CAN
Fiscal Statement date: 09/30/89 09/30/90 09/30/91
Sales: 1,638,146 1,612,155 1,559,501
Income before Taxes: 158,536 136,706 107,080
Interest Expense: 92,462 130,314 137,405
Depreciation & Amort.: 75,482 79,148 83,959
Net Income: 102,807 67,487 81,990
Working Capital: -18,922 -155,187 -126,072
Total Employees: NA 3,553 3,570
Employee Remuneration: NA NA NA
Management Remuneration: NA NA NA
RATIOS
Fiscal Statement date: 09/30/89 09/30/90 09/30/91
Return on Assets %: 7.7 6.1 4.3
Return on Equity %: 22.5 19.4 14.7
Pre-tax Profit Margin: 9.7 8.5 6.9
Sales/Total Assets: .8 .7 .6
Sales/Fixed Assets: 1.1 1.0 .9
Inventory Turnover: 5.4 4.6 4.4
Receivables (Days): 21 22 30
Payables (Days): 45 51 55
Working Capital/Sales %: -1.2 -9.6 -8.1
Accts Rec./Tot Assets %: 2.2 2.3 1.8
Current Ratio: 1.0 .8 .8
Quick Ratio: .4 .3 .3
Acc Pay./Acc Rec.: 4.5 4.3 5.2
Current Liab./Inventory: 1.7 2.1 1.9
Times Interest Earned: 2.7 2.0 1.8
Average Salary: NA NA NA
Profit/Employees: NA 38,476 29,994
Sales/Employees: NA 453,745 436,835
Salaries/Sales %: NA NA NA
Fixed Assets/Employees: NA 439,357 506,415
Total Assets/Employees: NA 630,719 689,638
Quarterly figures
QUARTER SALES NET DIVI- O/S EARNINGS
DATE (000S) INCOME DENDS SHARES PER
(000S) 000S) SHARE
Q191 12/31/91 430,883 27,673 NA NA 0.390
Q391 06/30/91 1,398,540 91,051 46,435 NA 2.580
Q291 03/31/91 1,087,338 82,055 NA NA 2.370
Q190 12/31/90 391,932 25,394 NA NA 0.710
Q390 06/30/90 1,453,616 72,782 NA NA 2.230
Q290 03/31/90 1,138,362 95,645 NA NA 2.810
Q189 12/31/89 445,760 31,580 15,295 NA 0.910
Q389 06/30/89 1,484,627 103,069 41,813 NA 2.890
Shareholding information
(from INFORMATION CIRCULAR: 02/18/91)
VOTING SECURITIES AND PRINCIPAL HOLDERS OF VOTING SECURITIES
At the date hereof, the only outstanding voting securities
of the Company are 33,128,255 common shares ("common
shares") all of which are owned by British Gas Holdings
(Canada) Limited ("British Gas Holdings"), a wholly owned
subsidiary of British Gas plc. a public company which are
widely held and incorporated under the laws of England and
Wales. Each common share is entitled to one vote.
President's letter
(from ANNUAL REPORT TO SHAREHOLDERS: 09/30/91).
TO THE SHAREHOLDERS.
A strong operating performance by the Company in 1991 was
not sufficient to offset the combined adverse effect of a
record mild winter and the recession which was particularly
hard-felt in Ontario. For a company that is in the business
of keeping buildings and people warm, the winter weather
can obviously have a significant effect on sales and
revenue. In 1991, the number of degree days (the measure of
coldness) totalled 3,574 which was 8.8% below the number
recorded in 1990 and 10.3% below 1989. 1991 was, in fact,
the mildest winter experienced in the Company's service
area for more than 40 years. To some extent utility
companies are shielded from the direct impact of
recessions, but they are by no means completely immune. The
general decline in the economy is reflected in lower levels
of manufacturing and corresponding lower consumption of
energy. Many businesses have downsized their operations and
some have shut down completely. The factories, warehouses
and retail stores that have closed their doors no longer
use our product and services and we certainly feel the
effect of that. For 1991, the income applicable to common
shares from continuing operations was 68.4 million dollars
compared with 88.4 million dollars the previous year.
Dividends on common shares remained unchanged at
$1.88 per share. The volume of gas sold and transported
in 1991 was 9,740 million cubic metres compared with
10,476 million cubic metres the year before. The sale and
transportation of gas were down correspondingly from 1,618
million dollars in 1990 to 1,563 million dollars in 1991.
In the previous fiscal year a write-down of 29 million
dollars in the value of the Company's investment in Arbor
Living Centers Inc. was made prior to its disposition.
This was subsequently reduced by 5.5 million dollars on
final disposition. Although there are some encouraging
indicators for 1992, the home building industry did
little in 1991 to recover from the slump that set in two
years ago. The new housing market has dropped well below
the record levels it enjoyed a few years back, but the
good news is that the Company's share of that market
remains as high as ever, around 95%, and we expect this
success to continue as conditions in the building
industry improve. The reduction of activity in new
building construction was offset by a significant
increase in the conversion of customers from oil and
electricity to natural gas as price and form benefits of
natural gas received even greater recognition. In total,
approximately 31,000 customers came into the system,
bringing the total customers now served to 1,090,000. In
addition to expanding the customer base and its
traditional markets, the Company continues to look for
new markets and new opportunities for customers to use
gas. Natural gas as a vehicle fuel is gaining ground each
year. The envir- onmental and economic benefits of
natural gas are becoming more well known and the
increased number of filling stations is bringing it within
reach of market. The vehicle refueling appliance which was
recently introduced may well be the key to open up the
small commercial and private car market due to its low
rental cost and convenience of use. The market for
cogeneration - the use of natural gas to generate
electricity and useful heat simultaneously, continues to
develop. Initial installations described in this report
are indicative of the interest in this new technology.
The potential for increased sales is considerable and we
are expecting to add annual gas loads of more than 500
million cubic metres in this market by the end of 1994.
The use of natural gas for commercial air-conditioning has
not been particularly successful in the past due largely
to the lack of suitable equipment. Recent technological
development has resulted in the availability of reliable
and efficient commercial-size chillers which provide an
opportunity for increased market penetration. In these
difficult economic times, business and industry and
homeowners are placing increasing emphasis on efficient
use of resources and reduced operating costs as well as
concern for the environment. The Company has responded
to this with programs and appliances that achieve higher
levels of fuel efficiency and conservation. The main
focus of research and technology at Consumers Gas is on
improved combustion efficiency of appliances and equipment
and finding new ways of reducing overall energy
consumption. High-efficiency appliances are clearly the
way of the future and the Company is actively promoting
them. On December 14th, 1990, British Gas plc concluded
the initial purchase of more than 99% of the outstanding
common shares of the Company and subsequently acquired
the balance.
(......)
My final comment is directed to the employees of the Company who
demonstrated once again that their skills, knowledge and
dedication are the solid foundation on which the Company will
continue to build and grow. R. W. Martin President & CEO
December 20, 1991
Mergers & acquisitions
Announcement Date: 920224 Event code(s): PO Event
name(s):
ACQUISITION OF PARTIAL INTEREST Company(s)/Number/Origin:
CONSUMERS' GAS CO. LTD / CA121518 / CAN
Terms: BritGas has completed the secondary distribution of
9.92 million Consumers' shares (a 15% interest) to the public at
$17 per share payable in installments of $9.50 on closing and
$7.50 by April 1,1993. The sale was pursuant to commitments
made by Britgas upon its 1990 takeover of Consumers'.
Filings
UPD 083 News Release - Dividend Announced **
04/14/92 04/09/92 OSC;
UPD 083 News Release - Dividend Announced **
04/14/92
04/09/92 OSC;
UPD 083 News Release - Dividend Announced **
04/23/92
04/09/92 OSC;
UPD 106 Stock Split **
03/09/92
03/02/92 OSC;
UPD 077 News Release - Underwriting Agreement **
03/04/92
02/24/92 OSC;
PRO 188 Short Form Prospectus
(......)
IFS 009 Interim Financial Statements for 09 mn period end
09/06/90
06/30/90 OSC;
UPD 153 News Release - Poison Pill **
05/25/90
05/23/90 OSC.
Financial footnotes
(from ANNUAL FINANCIAL STATEMENT: 09/30/91)
The Consumers' Gas Company Ltd.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1991
(Tabular amounts expressed in thousands except shares and
per share amounts)
1. Acquisition of Tecumseh Gas Storage Limited.
On December 28, 1990, the Company acquired from Imperial Oil
subject to the approval of the Lieutenant Governor in Council to
the Province of Ontario and Investment Canada, such - approvals
having been requested but not yet obtained) the remaining 50%
interest in Tecumseh Gas Storage Limited ("Tecumseh") and
certain oil and gas properties aggregate of $33,000,000. After
this acquisition, Tecumseh, which owns and operates storage pools
in southwestern Ontario, became a wholly-owned subsidiary of
Consumers Gas. Tecumseh's financial results have been
consolidated since the date of acquisition. Prior thereto its
results were reported under the equity method of accounting. The
acquisition was accounted for by the purchase method and is
summarized as follows: Acquisition summary Tecumseh Gas Storage
Limited Net identifiable assets acquired $14,596 Purchase price
discrepancy ascribed to goodwill 5,004
------
Purchase price of Tecumseh 19,600
Other oil and gas interests 13,400
------
Total consideration $33,000
------
(.....)
14. Contingency.
The Company is aware that the remediation of discontinued
manufactured gas plant sites may become an issue in the future.
The probable overall cost of remediation measures cannot be
determined at this time due to uncertainty about the existence or
extent of environmental risks, the complexity of laws and
regulations particularly with respect to sites decommissioned
years ago and no longer owned by the Company, and the selection of
alternative remediation approaches. Although there are no known
regulatory precedents in Canada there are precedents in the United
States for recovery of costs of a similar nature in rates. The
Company expects that if it is found that it must contribute to any
remediation costs it would be generally allowed to recover in
rates those costs not recovered through insurance or by other
means and believes that the ultimate outcome of these matters
would not have a significant impact on its financial position.
Label/description Example
AN Accession number 1_: 0013941.AN.
& update 2_: 19920601.AN.
CO Company name 3_: CONSUMERS ADJ GAS.CO.
AD Address (ST LO SC CN)
ST Street 4_: SIMCOE.ST.
LO Location 5_: TORONTO.LO.
SC Province 6_: ONTARIO.SC.
CN Country 7_: CANADA.CN.
TL Telecommunications 8_: 416$.TL.
DT Date of latest accounts 9_: 199009$2.DT.
ED Entry date 10_: 19910125.ED.
LE Length
HI Company history 11_: CA=CA013941.HI.
CC US SIC codes 12_: PETROLEUM WITH GAS.CC.
13_: 572$.CC.
DE Line of business 14_: GAS SAME EXPLORATION.DE.
PA Parent companies 15_: BRITISH ADJ GAS.PA.
MM Management 16_: MARTIN.MM.
PR Professional advisors 17_: PEAT ADJ MARWICK.PR.
F1 Financial information
FF Source of financial info. 18_: ONTARIO.FF.
BS Balance sheet
SL Sales/Revenue
RA Ratios
QU Quarterly figures
OS Shareholding information 19_: VOTING SAME
SUBSIDIARY.OS.
PL President's letter 20_: NATURAL ADJ GAS AND
VEHICLE$.PL.
MA Mergers & acquisitions 21_: LUKEN ADJ RESOURCES.MA.
FL Filings 22_: MATERIAL ADJ CHANGE.FL.
FO Financial footnotes 23_: SHORT ADJ TERM ADJ
BORROWING.FO.
Displayed in AN
1_: PETROLEUM WITH GAS.CC.
UMONTH Update month YYYYMM 2_: ..L 1 UMONTH GT 199707
UDATE Update date YYYYMMDD 3_: ..L 1 UDATE LT 19970726
Displayed in DT
DT Latest accounts YYYYMMDD 4_: ..L 1 DT GT 19900831
YM Latest accounts YYYYMM
YR Latest accounts YYYY
Displayed in HI
YEAR Year incorporated YYYY 5_: ..L 1 YEAR LT 1900
Displayed in BS
AR Accounts receivable 6_: ..L 1 AR > 130000
AS Total current assets 7_: ..L 1 AS GT 500000
AP Accounts payable 8_: ..L 1 AP LT 300000
CL Current liabilities 9_: ..L 1 CL WL 500000,900000
TC Total liabilities 10_: ..L 1 TC GT 2000000
Displayed in SL
SA Sales 11_: ..L 1 SA GT 1500000
IB Income before tax 12_: ..L 1 IB WL 100000,150000
IF Interest expense 13_: ..L 1 IF LT 100000
NN Net income 14_: ..L 1 NN > 50000
CM Capital employed 15_: ..L 1 CM < 50000
EM Number of employees 16_: ..L 1 EM GT 3000
Displayed in RA
TM Pretax profit margin 17_: ..L 1 TM GT 5
CR Current ratio 18_: ..L 1 CR LT 1
QR Quick ratio 19_: ..L 1 QR LT 1
AV Average salary 20_: ..L 1 AND AV=NA
LO= Town/city - whole word 1_: LO=TORONTO
SC= Province/state - whole word 2_: SC=ONTARIO
ZP= Zipcode 3_: ZP=M5H-3G2
TL= Telephone code (3 digits) 4_: TL=416
DT= Latest statement date 5_: DT=19900930
YM= Latest statement month
YR= Latest statement year
ED= Entry date 6_: ED=19911025
TS= Ticker symbol 7_: TS=CGT
CA= CanCorp No. 8_: CA=CA013941
DU= Duns No. 9_: DU=24-666-7372
CU= CUSIP 10_: CU=210530
LS= Legal status 11_: LS=PB (Public)
12_: LS=PR (Private)
13_: LS=CR (Crown)
CS= Company status 14_: CS=Active
15_: CS=Inactive
16_: CS=Defunct
17_: CS=Unavailable
SE= TSE 300 Index 18_: SE=Y
19_: SE=N
FO= Foreign country of parent co: 20_: FO=GBR.
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