PAGE
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-5663
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
401(k) SAVINGS AND INVESTMENT PLAN
OF
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
2030 DONAHUE FERRY ROAD
PINEVILLE, LOUISIANA 71360-5226
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
REPORT ON AUDITS OF FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
for the years ended December 31, 1993 and 1992
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT
INDEX
Page
Report of Independent Accountants 1
Financial Statements:
Statements of Net Assets Available For Plan Benefits
as of December 31, 1993 and 1992 2-3
Statements of Changes in Net Assets Available For Plan
Benefits for the years ended December 31, 1993 and 1992 4-5
Notes to Financial Statements 6
Supplemental Schedules:
Schedule of Reportable Transactions for the year ended
December 31, 1993 14
Schedule of Assets Held for Investment Purposes
as of December 31, 1993 15
Signature 16
Exhibit 1 17
PAGE
REPORT OF INDEPENDENT ACCOUNTANTS
To the Administrative Committee of the
Central Louisiana Electric Company, Inc.
401(k) Savings and Investment Plan:
We have audited the statements of net assets available for plan
benefits of Central Louisiana Electric Company, Inc. 401(k) Savings
and Investment Plan as of December 31, 1993 and 1992, and the related
statements of changes in net assets available for plan benefits for
the years then ended. These financial statements are the responsi-
bility of the Plan's administrative committee. Our responsibility is
to express an opinion on these financial statements based upon our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for plan
benefits of Central Louisiana Electric Company, Inc. 401(k) Savings
and Investment Plan as of December 31, 1993 and 1992, and the changes
in net assets available for plan benefits for the years then ended,
in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental sche-
dules of reportable transactions for the year ended December 31, 1993
and assets held for investment purposes as of December 31, 1993 are
presented for the purpose of additional analysis and are not a re-
quired part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regula-
tions for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. The Fund Information in the statements
of net assets available for plan benefits and changes in net assets
available for plan benefits is presented for purposes of additional
analysis rather than to present the net assets available for plan
benefits and changes in net assets available for plan benefits of each
fund. The supplemental schedules and Fund Information have been
subjected to the auditing procedures applied in the audit of the basic
financial statements, and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken
as a whole.
COOPERS & LYBRAND
New Orleans, Louisiana
May 20, 1994
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
4O1(k) SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
December 31, 1993
Fund Information
Merrill Merrill
Lynch Lynch Merrill Merrill
Ready Federal Lynch Lynch
Assets Securities Capital Basic Value
Trust Trust Fund, Inc. Fund, Inc.
ASSETS
Investments, at fair value $1,295,690 $1,708,624 $8,863,074 $15,362,221
Cash and cash equivalents 57 72 345 568
Short-term investments - - - -
Contributions receivable:
Employer - - - -
Employee 3,468 6,695 28,320 46,457
3,468 6,695 28,320 46,457
Dividends and interest
receivable - - - -
1,299,215 1,715,391 8,891,739 15,409,246
LIABILITIES
Interest payable - - - -
Long-term debt - - - -
- - - -
Net assets available
for plan benefits $1,299,215 $1,715,391 $8,891,739 $15,409,246
Fund Information continued
Merrill Central 401(k)
Lynch Louisiana Savings &
Growth Fund Electric Investment
For Investment Company, Inc. Loan Plan ESOP
and Retirement Common Stock Fund Trust
ASSETS
Investments, at fair value $813,894 $17,123,140 $2,415,619 $35,577,912
Cash and cash equivalents 37 553 - 5
Short-term investments - - - 272,816
Contributions receivable:
Employer - - - 846,577
Employee 6,101 33,376 - -
6,101 33,376 - 846,577
Dividends and interest
receivable - - - 608,423
820,032 17,157,069 2,415,619 37,305,733
LIABILITIES
Interest payable - - - 479,076
Long-term debt - - - 28,080,000
- - - 28,559,076
Net assets available
for plan benefits $820,032 $17,157,069 $2,415,619 $ 8,746,657
Fund Information continued
Total
ASSETS
Investments, at fair value $83,160,174
Cash and cash equivalents 1,637
Short-term investments 272,816
Contributions receivable:
Employer 846,577
Employee 124,417
970,994
Dividends and interest
receivable 608,423
85,014,044
LIABILITIES
Interest payable 479,076
Long-term debt 28,080,000
28,559,076
Net assets available
for plan benefits $56,454,968
The accompanying notes are an integral
part of the financial statements.
2
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
4O1(k) SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
December 31, 1992
Fund Information
Merrill Merrill
Lynch Lynch Merrill Merrill
Ready Federal Lynch Lynch
Assets Securities Capital Basic Value
Trust Trust Fund, Inc. Fund, Inc.
ASSETS
Investments, at fair value $1,610,710 $1,869,845 $7,732,652 $12,412,851
Cash and cash equivalents 3 3 81 39
Contributions receivable:
Employer - - - -
Employee 5,721 6,326 30,066 45,341
5,721 6,326 30,066 45,341
Dividends and interest
receivable - - - -
1,616,434 1,876,174 7,762,799 12,458,231
LIABILITIES
Interest payable - - - -
Amounts due participants 46,012 - 27,359 16,898
Due to (due from) other funds (1,123) (13,499) 80 40
Long-term debt - - - -
44,889 (13,499) 27,439 16,938
Net assets available
for plan benefits $1,571,545 $1,889,673 $7,735,360 $12,441,293
Fund Information continued
Merrill Central 401(k)
Lynch Louisiana Savings &
Growth Fund Electric Investment
For Investment Company, Inc. Loan Plan ESOP
and Retirement Common Stock Fund Trust
ASSETS
Investments, at fair value $95,944 $17,293,797 $2,203,847 $34,733,541
Cash and cash equivalents - 45,673 - 781,983
Contributions receivable:
Employer - - - 343,236
Employee 1,691 33,119 - -
1,691 33,119 - 343,236
Dividends and interest
receivable - - - 609,262
97,635 17,372,589 2,203,847 36,468,022
LIABILITIES
Interest payable - - - 430,468
Amounts due participants - 10,193 8,500 46,945
Due to (due from) other funds - 14,502 - -
Long-term debt - - - 29,350,000
- 24,695 8,500 29,827,413
Net assets available
for plan benefits $97,635 $17,347,894 $2,195,347 $ 6,640,609
Fund Information continued
Total
ASSETS
Investments, at fair value $77,953,187
Cash and cash equivalents 827,782
Contributions receivable:
Employer 343,236
Employee 122,264
Dividends and interest
receivable 465,500
609,262
79,855,731
LIABILITES
Interest payable 430,468
Amounts due participants 155,907
Due to (due from) other funds -
Long-term debt 29,350,000
29,936,375
Net assets available
for plan benefits $49,919,356
The accompanying notes are an integral
part of the financial statements.
3
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS,
WITH FUND INFORMATION
for the year ended December 31, 1993
Fund Information
Merrill Merrill
Lynch Lynch Merrill Merrill
Ready Federal Lynch Lynch
Assets Securities Capital Basic Value
Trust Trust Fund, Inc. Fund, Inc.
Income from investment
activities:
Net investment income $ 48,209 $ 105,469 $ 618,560 $ 961,009
Net appreciation (deprecia-
tion) in fair value of
investments (1,123) 21,117 507,067 1,903,200
47,086 126,586 1,125,627 2,864,209
Contributions:
Employer - - - -
Employee 135,372 175,875 842,299 1,327,417
135,372 175,875 842,299 1,327,417
Total additions 182,458 302,461 1,967,926 4,191,626
Employee distributions and
withdrawals 768,787 210,841 534,593 890,879
Interest expense - - - -
Loan withdrawals 14,677 46,575 308,493 484,856
Net transfers and loan
repayments (328,676) 219,327 (31,539) (152,062)
Total deductions 454,788 476,743 811,547 1,223,673
Increase (decrease) in
net assets available
for plan benefits (272,330) (174,282) 1,156,379 2,967,953
Net assets available for
plan benefits, beginning
of year 1,571,545 1,889,673 7,735,360 12,441,293
Net assets available for
plan benefits, end of year $1,299,215 $1,715,391 $8,891,739 $15,409,246
Fund Information continued
Merrill Central 401(k)
Lynch Louisiana Savings &
Growth Fund Electric Investment
For Investment Company, Inc. Loan Plan ESOP
and Retirement Common Stock Fund Trust
Income from investment
activities:
Net investment income $ 84,155 $ 1,067,174 $ - $2,419,816
Net appreciation (deprecia-
tion) in fair value of
investments (16,087) (106,152) - 877,171
68,068 961,022 - 3,296,987
Contributions:
Employer - - - 846,577
Employee 94,786 952,511 - -
94,786 952,511 - 846,577
Total additions 162,854 1,913,533 - 4,143,564
Employee distributions and
withdrawals 279 1,732,116 153,799 -
Interest expense - - - 2,037,516
Loan withdrawals 1,111 490,488 (1,346,200) -
Net transfers and loan
repayments (560,933) (118,246) 972,129 -
Total deductions (559,543) 2,104,358 (220,272) 2,037,516
Increase (decrease) in
net assets available
for plan benefits 722,397 (190,825) 220,272 2,106,048
Net assets available for
plan benefits, beginning
of year 97,635 17,347,894 2,195,347 6,640,609
Net assets available for
plan benefits, end of year $820,032 $17,157,069 $2,415,619 $ 8,746,657
Fund Information continued
Total
Income from investment
activities:
Net investment income $ 5,304,392
Net appreciation (deprecia-
tion) in fair value of
investments 3,185,193
8,489,585
Contributions:
Employer 846,577
Employee 3,528,260
4,374,837
Total additions 12,864,422
Employee distributions and
withdrawals 4,291,294
Interest expense 2,037,516
Loan withdrawals -
Net transfers and loan
repayments -
Total deductions 6,328,810
Increase (decrease) in
net assets available
for plan benefits 6,535,612
Net assets available for
plan benefits beginning
of year 49,919,356
Net assets available for
plan benefits, end of year $56,454,968
The accompanying notes are an integral
part of the financial statements.
4
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS,
WITH FUND INFORMATION
for the year ended December 31, 1992
Fund Information
Merrill Merrill
Lynch Lynch Merrill Merrill
Ready Federal Lynch Lynch
Assets Securities Capital Basic Value
Trust Trust Fund, Inc. Fund, Inc.
Income from investment
activities:
Net investment income $ 72,671 $ 132,095 $ 544,851 $ 636,874
Net appreciation (dep-
reciation) in fair
value of investments - (10,759) (145,553) 599,753
72,671 121,336 399,298 1,236,627
Contributions:
Employer - - - -
Employee 187,694 197,170 834,967 1,256,309
187,694 197,170 834,967 1,256,309
Total additions 260,365 318,506 1,234,265 2,492,936
Employee distributions and
withdrawals 416,715 166,117 308,922 453,005
Interest expense - - - -
Loan withdrawals 69,881 58,094 264,044 527,471
Net transfers and loan
repayments 628,911 (21,719) 91,256 1,246,608
Total deductions 1,115,507 202,492 664,222 2,227,084
Increase (decrease)
in net assets
available for
plan benefits (855,142) 116,014 570,043 265,852
Net assets available for
plan benefits, beginning
of year 2,426,687 1,773,659 7,165,317 12,175,441
Net assets available for
plan benefits, end of year $1,571,545 $1,889,673 $7,735,360 $12,441,293
Fund Information contintued
Merrill Central 401(k)
Lynch Louisiana Savings &
Growth Fund Electric Investment
For Investment Company, Inc. Loan Plan ESOP
and Retirement Common Stock Fund Trust
Income from investment
activities:
Net investment income $ 3,051 $ 961,076 $ - $2,430,319
Net appreciation (dep-
reciation) in fair
value of investments 2,058 (342,224) - (540,071)
5,109 618,852 - 1,890,248
Contributions:
Employer - - - 343,236
Employee 22,447 889,928 - -
22,447 889,928 - 343,236
Total additions 27,556 1,508,780 - 2,233,484
Employee distributions and
withdrawals - 1,463,658 51,695 46,944
Interest expense - - - 1,534,726
Loan withdrawals 3,866 470,020 (1,393,376) -
Net transfers and loan
repayments (73,945) (2,544,930) 673,819 -
Total deductions (70,079) (611,252) (667,862) 1,581,670
Increase (decrease)
in net assets
available for
plan benefits 97,635 2,120,032 667,862 651,814
Net assets available for
plan benefits, beginning
of year - 15,227,862 1,527,485 5,988,795
Net assets available for
plan benfits, end of year $97,635 $17,347,894 $2,195,347 $6,640,609
Fund Information continued
Total
Income from investment activies:
Net investment income $ 4,780,937
Net appreciation (deprecia-
tion) in fair value of
investments (436,796)
4,344,141
Contributions:
Employer 343,236
Employee 3,388,515
3,731,751
Total additions 8,075,892
Employee distributions and
withdrawals 2,907,056
Interest expense 1,534,726
Loan withdrawals -
Net transfers and loan
repayments -
Total deductions 4,441,782
Increase (decrease)
in net assets
available for
plan benefits 3,634,110
Net assets available for
plan benefits, beginning
of year 46,285,246
Net assets available for
plan benefits, end of year $49,919,356
The accompanying notes are an integral
part of the financial statements.
5
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies and Description of Plan:
Plan Description
The 401(k) Savings and Investment Plan ("the Plan"), which was
adopted January 1, 1985, is intended to provide eligible
employees of Central Louisiana Electric Company, Inc. (the
"Company" or "CLECO") with long-term savings and investment
opportunities. The Plan is a defined contribution plan including
an employee stock ownership plan (the "ESOP") which enables
employees to invest up to 6% of their annual compensation through
payroll savings deductions. Effective April 2, 1992, the ESOP
was added and the prior 50% match was replaced with a 66-2/3%
match of the Company's convertible preferred stock, 1992 series.
Non-matched contributions up to an additional 10% of annual
compensation can be made. In conjunction with the amendment, the
Company changed the name of the plan from the Employee Savings
and Investment Plan to the 401(k) Savings and Investment Plan.
Participation in the Plan is voluntary. Employees eighteen years
or older are eligible to participate after completion of one year
of continuous service.
Plan Administration
The administration of the Plan is the responsibility of an
administrative committee (the "Committee") comprised of employees
of the Company. The Committee is appointed by the Company's
Board of Directors. Administrative expenses incurred by the Plan
are borne by the Company. The responsibilities for the
investment, reinvestment, control and disbursement of the funds
of the Plan rests with Merrill Lynch Trust Company. In 1992,
State Street Bank and Trust became the trustee of the ESOP.
Continued
6
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies and Description of
Plan, continued:
Contributions
Contributions are recorded in the period the Company makes
payroll deductions from participants. Unless otherwise
restricted by law, participants may contribute on a pretax basis
up to 16% of annual base compensation. The Company's matching
contribution is equal to not less than 66-2/3% (50% prior to
April 2, 1992) of the employees' total pretax basic contribution,
limited to 6% of annual compensation. Subsequent to April 2,
1992, Company contributions are made by the allocation of ESOP
shares to participants. Certain qualified rollovers are
permitted. The Trustee, in accordance with the participants'
directives, invests the employee contributions (and prior to
April 2, 1992, matching contributions) in one of five publicly
traded mutual funds and in the Company's $2 par value common
stock. The following is a brief description of the investment
objective of each publicly traded mutual fund:
- Merrill Lynch Ready Assets Trust seeks to achieve a high rate
of current income and preservation of capital and liquidity
through investment in a diversified portfolio of short-term
money market securities.
- Merrill Lynch Federal Securities Trust seeks to achieve a high
current return through investments in U.S. Government and
Government agency securities.
- Merrill Lynch Capital Fund, Inc. seeks to achieve the highest
total investment return consistent with prudent risk through a
fully managed investment policy utilizing equity, debt, and
convertible securities.
- Merrill Lynch Basic Value Fund, Inc. seeks to achieve capital
growth and current income primarily through investments in
equity securities.
Continued
7
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies and Description of
Plan, continued:
- Merrill Lynch Growth Fund for Investment and Retirement seeks
to achieve capital growth and income through investing in a
diversified portfolio of equity securities.
Participants' Accounts
The Trustees maintain accounts on behalf of each Plan partici-
pant. Each account is credited with (a) the participant's
pretax, after tax or rollover contribution, (b) the Company's
contribution and (c) the participant's share of Plan earnings.
Participants are fully vested in their accounts at all times.
Withdrawals and Loans
Funds in participants' accounts may be distributed upon death or
separation from service in either a lump-sum amount equal to the
value of their accounts or as a distribution in kind of shares
held for his account in the ESOP fund or common stock fund. A
participant is entitled to receive a whole number of shares.
Active employees may withdraw funds from their accounts after age
59-1/2 or in the case of certain defined financial hardships.
Prior to April 2, 1992, distributions were made either in a lump-
sum amount or in installments over a period not to exceed ten
years.
Loans are available to participants up to specified limits. The
term of loans shall not exceed five years and the interest rate
is determined by the Committee.
Benefits payable for terminations and withdrawals are included in
net assets available for plan benefits and are charged to net
assets available for plan benefits when paid. This accounting
method differs from that required in the Department of Labor Form
5500 which requires benefits payable to be accrued and charged to
net assets in the period the liability arises.
Continued
8
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies and Description of
Plan, continued:
Accordingly, net assets available for plan benefits as of
December 31, 1993 the net increase in net assets available for
plan benefits for the year ended December 31, 1993 differ from
that which is expected to be reported in the Form 5500 as
follows:
Net Assets
Available for
Plan Benefits
As reported herein $56,454,968
Accrued benefits payable (814,833)
Expected to be reported in Form 5500 $55,640,135
Investment Valuation
Investments in securities and mutual funds traded on national
securities exchanges are valued based on the last reported sales
price as of the end of each fiscal year. The Merrill Lynch Ready
Asset Trust is valued at cost plus reinvested interest. Loans
made to participants are valued at the unpaid principal balance.
CLECO convertible preferred stock is valued based on the quoted
market value of CLECO common stock.
Income Recognition
Transactions in the various funds are accounted for using the
transaction date. The Plan presents in the Statements of Changes
in Net Assets Available for Plan Benefits, the net appreciation
(depreciation) in the fair value of its investments which
consists of the realized gains or losses and the unrealized
appreciation (depreciation) on those investments.
Priority Upon Termination of Plan
The Plan may be terminated at any time by the Company's Board of
Directors. Upon termination, all assets are to be distributed to
Plan participants or their beneficiaries. Participants would
receive their proportionate share of the assets as determined by
individual account balances on the date of termination.
Continued
9
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
2. Investments:
Information relative to investments at December 31, 1993 and
number of participants are as follows:
December 31, 1993
Number of Units/ Fair
Description Participants Shares Cost Value
Merrill Lynch Ready
Assets Trust 436 1,295,690 $ 1,295,690 $ 1,295,690
Merrill Lynch Federal
Securities Trust 361 171,205 1,633,270 1,708,624
Merrill Lynch Capital
Fund, Inc. 744 316,878 7,813,577 8,863,074
Merrill Lynch Basic
Value Fund, Inc. 944 657,348 12,858,270 15,362,221
Merrill Lynch Growth
Fund for Investment
and Retirement 107 46,561 834,823 813,894
Central Louisiana
Electric Company, Inc.
Common Stock 875 691,844 12,523,498 17,123,140
Loan Fund 434 2,415,619 - 2,415,619
Central Louisiana
Electric Company, Inc.
Convertible Preferred
Stock Series of 1992 1,388 299,531 29,953,100 35,577,912
$66,912,228 $83,160,174
In January, 1994 and 1993, the Company allocated 16,134 and
15,394 shares of the preferred stock with a cost of $1,613,400
and $1,539,400 and a market value of $1,916,720 and $1,782,625 as
their matching contribution for 1993 and 1992, respectively. At
December 31, 1993, the ESOP held 42,518 shares which had been
allocated to participants' accounts.
Continued
10
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
2. Investments, continued:
Each share of preferred stock is convertible into 4.8 shares of
the Company's common stock. The convertible preferred stock is
redeemable at the option of the Company beginning April 1, 1996,
at the redemption price of $104.0625 per share and at lesser
amounts thereafter. Prior to April 1, 1996, the convertible
preferred stock is redeemable upon the occurrence of certain
events or conditions at redemption prices ranging from $108.125
to $104.875 per share. The dividend rate on the preferred stock
was 8.125% in 1993 and 1992.
Information relative to investments at December 31, 1992 and
number of participants are as follows:
December 31, 1992
Number of Units/ Fair
Description Participants Shares Cost Value
Merrill Lynch Ready
Assets Trust 481 1,610,710 $ 1,610,710 $ 1,610,710
Merrill Lynch Federal
Securities Trust 381 190,606 1,821,365 1,869,845
Merrill Lynch Capital
Fund, Inc. 769 293,682 7,101,778 7,732,652
Merrill Lynch Basic
Value Fund, Inc. 944 610,268 11,485,603 12,412,851
Merrill Lynch Growth
Fund For Investment &
Retirement 28 6,447 94,184 95,944
Central Louisiana
Electric Company, Inc.
Common Stock 879 716,841 13,911,461 17,293,797
Loan Fund 416 2,203,847 - 2,203,847
Central Louisiana
Electric Company, Inc.
Convertible Preferred
Stock Series of 1992 1,351 299,944 29,994,400 34,733,541
$66,019,501 $77,953,187
Continued
11
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
2. Investments, continued:
As of December 31, 1993 and 1992, the Plan's investments in
Merrill Lynch Capital Fund, Inc., Merrill Lynch Basic Value Fund,
Inc., Central Louisiana Electric Company, Inc. Common Stock and
Central Louisiana Electric Company, Inc. Convertible Preferred
Stock Series of 1992 were in excess of 5 percent of net assets
available for plan benefits.
3. Notes Payable:
On April 2, 1991, the Plan entered into a $30 million borrowing
agreement with the Bank of New York (the Bank) to finance the
purchase of 300,000 shares of CLECO convertible preferred stock,
1992 series. In July 1992, CLECO purchased the remaining
principle balance of the loan. The ESOP makes debt service
payments to CLECO from dividends received on unallocated CLECO
convertible preferred stock and, if necessary, from additional
contributions by CLECO in amounts necessary to satisfy debt
service requirements.
Through 1992, borrowings bore interest at a variable rate of
interest (5.8125% at December 31, 1992). Effective in January
1993, CLECO fixed the rate of interest at 7.4%. Principal
payments are required to begin in January of 1999 and continue
until January 2009. In January, 1994, the plan made a principal
prepayment of $1,205,000.
The preferred shares have been pledged as collateral for the
loan. Pursuant to ERISA regulations, debt service payments must
be made to unencumber shares for allocation to participant
accounts. Prior to July 1992, the Company was guarantor for the
loan.
4. Employee Stock Ownership Plan:
On April 2, 1991, the Company amended and restated the Plan to
include the ESOP. In conjunction with this amendment the Central
Louisiana Electric Company, Inc. 401(k) Savings and Investment
Plan ESOP Trust (the "Trust") was established with State Street
Bank and Trust Company as trustee. The Trust borrowed
$30,000,000 (which, prior to July 1992, was guaranteed by the
Company) to purchase 300,000 shares of a new issue of the
Company's convertible preferred stock, $100 par value.
Continued
12
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
5. Tax Status:
The Plan is qualified under Sections 401(a) and 401(k) of the
Internal Revenue Code and, accordingly, the associated trust is
exempt from Federal income taxes under provision of Section
501(a). A favorable determination letter has been issued by the
Internal Revenue Service concerning the Plan.
Participants' pretax contributions, the Company's contributions,
rollover contributions as well as interest, dividends and profits
earned by the Plan are not subject to Federal income taxes until
these amounts are distributed.
13
SUPPLEMENTAL SCHEDULES
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
EMPLOYEE SAVINGS AND INVESTMENT PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
for the year ended December 31, 1993
Purchase Selling
Price and Price and
Value at Value at
Description Number of Transaction Transaction
of Transactions Transactions Dates Dates
Purchase
Transactions
Merrill Lynch
Ready Assets
Trust 165 $1,662,114 -
Merrill Lynch
Capital Fund,
Inc. 129 $2,105,666 -
Merrill Lynch
Basic Value
Fund, Inc. 152 $3,847,671 -
Central Louisiana
Electric Company,
Inc. Common Stock
$2.00 Par Value 144 $2,985,882 -
Selling
Transactions
Merrill Lynch
Ready Assets
Trust 68 - $1,977,137
Merrill Lynch
Capital Fund,
Inc. 57 - $1,482,249
Merrill Lynch
Basic Value
Fund, Inc. 69 - $2,801,409
Central Louisiana
Electric Company,
Inc. Common Stock,
$2.00 par value 50 - $2,349,637
(ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS continued)
Gain
Description Cost of (Loss) from
of Transaction Shares Sold Transaction
Purchase
Transactions
Merrill Lynch
Ready Assets
Trust $1,662,114 -
Merrill Lynch
Capital Fund,
Inc. - -
Merrill Lynch
Basic Value
Fund, Inc. - -
Central Louisiana
Electric Company,
Inc. Common Stock
$2.00 Par Value - -
Selling
Transactions
Merrill Lynch
Ready Assets
Trust $1,977,137 -
Merrill Lynch
Capital Fund,
Inc. $1,338,756 $143,493
Merrill Lynch
Basic Value
Fund, Inc. $2,468,612 $332,797
Central Louisiana
Electric Company,
Inc. Common Stock,
$2.00 Par Value $1,691,889 $657,748
There were no significant expenses associated with the above transactions.
14
PAGE
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
401(k) SAVINGS AND INVESTMENT PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
as of December 31, 1993
Units/ Current
Description Shares Cost Value
Merrill Lynch Ready
Assets Trust 1,295,690 $ 1,295,690 $ 1,295,690
Merrill Lynch Federal
Securities Trust 171,205 1,633,270 1,708,624
Merrill Lynch Capital
Fund, Inc. 316,878 7,813,577 8,863,074
Merrill Lynch Basic
Value Fund, Inc. 657,348 12,858,270 15,362,221
Merrill Lynch Growth
Fund for Investment &
Retirement 46,561 834,823 813,894
Central Louisiana
Electric Company, Inc.
Common Stock, $2.00 par
value 691,844 12,523,498 17,123,140
Loan Fund 2,415,619 - 2,415,619
Central Louisiana
Electric Company, Inc.
Convertible Preferred
Stock, Series of 1992 299,531 29,953,100 35,577,912
$66,912,228 $83,160,174
15
PAGE
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
401(k) SAVINGS AND INVESTMENT PLAN OF
CENTRAL LOUISIANA ELECTRIC COMPANY, INC.
Date: June 27, 1994 David M. Eppler, Chairman
of the Plan Committee
16