Ladies and gentlemen, thank your for standing by and welcome to the Hawaiian Electric Industries Q3 2015 earnings conference call. At this time, all participants are in a listen-only mode. Later we will conduct a question-and-answer session and instructions will be given at that time. [Operator Instructions]. As a reminder, this conference is being recorded. I would now like to introduce your host for today, Interim Treasurer and Manager of Investor Relations and Strategic Planning, Mr. Cliff Chen. You may begin, sir.

Thank you, Andrew and thank you and welcome to Hawaiian Electric Industries third quarter 2015 earnings conference call. Joining me this morning are Connie Lau, HEI President and Chief Executive Officer, Jim Ajello, HEI Executive Vice President and Chief Financial Officer, Alan Oshima, Hawaiian Electric Company President and Chief Executive Officer and Rich Wacker, American Savings Bank President and Chief Executive Officer as well as other members of senior management. Connie will provide an overview, followed by Jim, who will update you on Hawaii's economy, our results for the quarter and outlook for the remainder of the year. Then we will conclude with questions-and-answers. In today's presentation, management will be using non-GAAP financial measures to describe the company's operating performance. Our press release and webcast presentation materials, which are posted on HEI's Investor Relations website, contain additional disclosures regarding these non-GAAP measures, including reconciliations of those measures to the equivalent GAAP measures. Forward-looking statements will also be made on today's call. Actual results could differ materially from what is described in those statements. Please refer to the forward-looking statements disclosure accompanying the webcast slides, which provides additional information on important factors that could cause results to differ. The company undertakes no obligation to publicly update or revise any forward-looking statements, including EPS guidance, whether as a result of new information, future events or otherwise. I will now turn the call over to our CEO, Connie Lau.

Thank you, Cliff and aloha to everyone. Turning to our third quarter results announced earlier today, I am pleased to report that both our utility and bank met our performance expectations. At the utility, with the PUC's recent distributed energy resources order and Hawaii's new 100% renewable portfolio standard by 2045, our utility's continued work to modernize our electric grid and pursue new customer options is more important than ever. We also continue to work on reducing customer bills by pursuing lower-cost renewable projects and cost efficiencies. At the bank, we delivered solid revenue and loan growth this quarter while our credit quality remained sound. We achieved another milestone for our pending bank spin and utility merger on September 8 when the Hart-Scott-Rodino waiting period expired moving us a step closer towards the completion of the merger. As we move forward, we continue to believe that NextEra energy is the right partner for Hawaiian Electric to achieve Hawaii's 100% renewable portfolio standard by 2045. And our bank has been preparing for their cross conditional spin-off as an independent publicly traded company, which we believe will provide benefits for our Hawaii customers and communities. Turning to the PUC merger transaction timeline. During the past few weeks, we and NextEra Energy filed our surrebuttal testimonies and closed out a six-month discovery process. Just last week, the PUC completed their public listening sessions on all islands. Following orders on October 27 and October 30, the PUC held a prehearing conference yesterday to address procedural matters for the evidentiary hearings scheduled to begin on November 30. Collectively, these orders and the conference resolved and clarified administrative and procedural matters and should result in a more orderly and efficiently conducted hearings. In the PUC's orders, they expressed a desire to focus on the following four…

Thanks Connie. I will briefly comment on Hawaii's economy. September 2015 visitor arrivals reached a new record high in the month of September, up 4.7%, while visitor expenditures were down 1.2% from the same month last year. Year-to-date September 2015 visitor arrivals reached 6.5 million with total spending at $11.3 billion. Tourism is on a record trajectory for 2015. Statewide unemployment edged downward to 3.4% in September of 2015, compared to 4.2% a year ago and still significantly below the national unemployment rate of 5.1% as of September 2015. Recent Hawaii real estate activity remained strong during September 2015 with the median sales price for single-family Oahu homes at $730,000, up 7.6% from last year and up 4% year-to-date in September. This year through September, the pace of home sales on Oahu is up 6.2%. Year-to-date September 2015 construction activity reflected by the value of private building permits increased by 29% compared to year-to-date September 2014. This increase is reflected by the increase in residential, commercial and industrial projects. Overall, Hawaii's year-to-date economic performance is being sustained by continuing strong activity in the construction and tourism industry and the University of Hawaii forecasters expect state GDP to grow 2.8% this year. As shown on slide eight, third quarter 2015 GAAP earnings per share were $0.47. However, core earnings per share which excluded merger and spin expenses were at $0.49 per share compared to $0.47 per share in the third quarter of 2014. Consolidated core net income was $4.1 million higher than the prior year, driven by slightly better utility results. On slide nine, utility earnings were $43 million in the third quarter of 2015, compared to $38.9 million in the third quarter of 2014, $3 million in higher net revenues than the prior year quarter primarily due to $2 million…

Thanks Jim. In summary, our utility leads the industry in integrating renewables and distributed generation and with the introduction of new proposals like community-based renewable energy and time of use rate is focused on expanding customer options and lowering customer bills. Our bank will continue to focus on its core banking business targeting mid-single-digit loan growth and strong credit quality, while also preparing for life as an independent public company. Yesterday, Wednesday, our Board maintained our quarterly dividend of $0.31 per share, continuing our uninterrupted dividend payments since 1901. The dividend yield continues to be attractive at 4.2% as of Wednesday's market close. Finally, we firmly believe that as the Hawaii PUC merger review process continues, the commission and others should conclude that this merger will provide significant benefits for our customers and will accelerate achievement of the clean energy future we all want for Hawaii. And with that, we look forward to hearing your questions.

[Operator Instructions]. And our first question or comment comes from the line of Paul Patterson with Glenrock Associates. Your line is now open.

Good afternoon.

Hi Paul.

I wanted to touch base first on the merger. You guys have dealt with discovery and you are further along and we have got hearings coming up. How should we think about the potential for a settlement versus litigation? Any thoughts that you might be able to give us a feeling for?

Well, I think, Paul, at this point, the commission has come out with the remaining schedule and we are all focused on the evidentiary hearings that are going to be starting on November 30. And so that's really kind of the next step in the docket review process.

Okay. But I mean you, I guess -- Okay. So I guess you are just focused on that which would indicate that at least we shouldn't expect anything in the near term in terms of potential settlement. Does that make sense?

I don't know that we can really give you guidance on that. That maybe a question to ask our merger partner, but we certainly are focused on the evidentiary hearings that are coming up.

Okay. And then in terms of the disallowance associated with the enterprise software, environmental and education management, could you go over what the thought process was there in terms of why that was done by the commission?

Sure. And I will ask Tayne to address that, but just a correction. It really is the enterprise resource planning or the ERP software that we had purchased in anticipation of being able to install that. So I will let Tayne talk about that.

Paul, so on those costs, we did get a decision from the commission, which did not allow recovery for that roughly $5 million of software cost and for some background, we incurred those cost back in 2012, just about the time we had completed installation of our customer information system, where we used a similar vendor and so we thought it was prudent to make the investment in those costs and around that time we were preparing to file an application for the current ERP, replacing our current enterprise resource planning.

Okay. But what was wrong with the -- why they feel this wasn't a legitimate expense, I guess? What am I missing?

I think Paul, this was an expense that we had several years ago and this systems that Tayne is referring to on the vendor is actually the same system that is used by NextEra.

Okay. I am sorry to be so slow, why is this being expensed now? What am I missing?

Paul, this is Tayne. We had incurred these costs prior to commission approval and prior to us filing the PUC application. We thought it was a good business decision to make at that time and what we did was, we deferred those costs. Since we got the decision, we now need to expense it.

I guess, what was the reason, why they feel that wasn't an appropriate expense?

Well, we had incurred the cost prior to their approving, as the ERP.

I understand but I guess what I am wondering is, I mean did they feel that this wasn't a prudent expense? We can take it offline if it's -- I know I don't want to up the whole, but I am just sort of wondering what the reasoning was with that?

Yes. I think we had deferred it for several years now. And they have yet to approve the project itself. So part of it is the timing related to it and I am sure, Tayne, maybe you want to give her call and give a call out, give you more detail.

Okay. That's fine.

But it's a very old expense that we have carrying on our books for a while. And they have yet to approve the project itself.

I see. So due to passage of time, it sounds like you guys decided not to hold on your books anymore. Is that kind of the driver? As opposed to a specific regulatory decision?

It's a specific regulatory decision.

Okay. Then on the net metering changes, what do you think this will do in terms of rooftop solar and the deployment of it, these significant changes that were made by the PUC?

Well, I think in Hawaii, as you know the very high retail prices that were oil-based plus the federal incentives plus state incentive have been very, very favorable towards rooftop solar and the payback through this is an extremely short. And so we believe that this decision sets some new rules that will still encourage rooftop solar in Hawaii because as I mentioned, it's very, very popular here. So there is every intention to have rooftop solar continue, but it is going to require some of the installers to sharpen their pencils and perhaps go through some of the reduced costs of the panels and the technology to the consumers here. But we believe that rooftop solar is going to continue within Hawaii and will continue to be very good source of renewable energy that will help Hawaii get towards its 100% renewable goal.

Okay. And then we will see what happens, I guess. In terms of the higher-yielding assets at the bank, can you remind us what kind of assets are driving the higher returns on average? I means what you have been getting into and what's driving that?

So Rich is smiling. He can't wait to answer your question.

Thanks, Paul, for showing interest in the bank. No, it's just a joke. So there is two many things that contributed this quarter. You know, we have been building our deposit balances more aggressively this year, growing them at a good clip faster than loans. At the end of the second quarter, we had a lot of that based on the timing was in cash and we have invested that. So cash balances are down and investments are up and that's given us a positive bump. The second is down in the consumer. We have grown the unsecured lending program that we have been doing as part of our product expansion and so those yields are a bit higher than the average of the consumer book. So those were the two main contributors.

Okay. But you guys are not really changing your risk profile appetite? Should we think about it in terms of your lending activities of these?

No. It's all very straight down the middle. It's often very much in line with what our peers in the market offer.

Okay. Great. Thanks so much.

Our next question or comment comes from the line of Andrew Weisel with Macquarie Capital. Your line is now open.

Hi. Thanks for taking my question. I don't know if it's a follow up to Paul's question or not, but you talked a lot about how this software expenditure was on the books for a couple years and then ultimately based on a regulatory decision, you now decided to expense it. My question is, are there other expenditure you have been carrying that could potentially face a similar expensing in the future?

No. There are none.

Okay. So this was a one off, one of a kind thing.

Yes.

Okay. Great. Next question I believe you said here, you are going to hold off on updating the future CapEx plans until the fourth quarter update. But with the increase to CapEx for 2015, should I think about as incremental spending? Or is that stuff that you already had in the plan for future years being pulled forward?

No. It's actually projects that we had underway for 2015 prior to the decoupling decision that put a cap on the annual rate base RAM. And so we had initially when the decision came out, reduced our capital expenditures down to the capped amount, but as you may remember in the decoupling decision, the commission gave us the ability to file for additional capital under the renewable energy infrastructure program or the REIP surcharge or other mechanisms for above the cap expenditures. And so we then went to review all of the capital expenditures above the cap to determine which ones we could file for through these other mechanisms and in addition to that we had to work with the consumer advocate to set up some of these additional recovery mechanisms and so that took a bit of time. So 2015 really is a transitional year for us in working through the new capped RAM and the new process through various recovery mechanisms to recover all of our CapEx.

Okay. Would it be fair for us to assume then that your spending for future years might also be a little bit higher based on filings through that mechanism?

Well, we actually haven't really forecast the capital expenditures yet for those four years and that will be part of what we have come out with the fourth quarter call.

Okay. And then my last question is, given all the recent regulatory decisions, what's your outlook for the ROE lag? We have talked about it in the past. I am just wondering what your latest expectations are for earned ROE versus allowed?

Andrew, it's Jim. I would say that the same perspective exists that we have had before. So we don't really have any change in the approach to the mechanisms and all the other structural issues that we have discussed in the past remain level as to our expectations.

Great. Thank you very much.

And our next question at the time comes from the line of Charles Fishman with Morningstar. Your line is now open.

Hi. Thank you. On the PUC final decision on the merger occurring after the closing briefs, what you show on the slide to be determined on the timing, there is no statutory requirement for the decision then, I take it?

There is none.

Okay. And Connie, I guess you listed four issues that the commission would focus on. Do you care to speculate on which is the issue that will be number one, do you think they will spend the most time on?

I actually think so. But all of those issues are important to them. So there will be a discussion on all of them.

Okay. And then my final one was on the restatement. Just I mean, you look at it and certainly it's immaterial from an investment standpoint, but as we all know the legal community tends to get active on these kind of things. Does the merger document have any kind of address prior events and how that's going to be handled? I mean, could the existing Hawaiian shareholders have any kind of obligation coming out of that special dividend or anything like that?

Charles, this is Jim. We see no impact or effect to any of our obligations, neither the merger agreement or any of our duties in terms of loan agreements or liabilities, really whatsoever or the shareholders, for that matter and should have no impact on the special dividend or any current dividend or any of our obligations as we said to our utility customers as well. So we are keeping that simple. These are differences between investing and financing activities on the cash flow statement that weren't tied correctly and presented correctly at the end of the reporting periods and they net out over time and I will stress again, no income statement and no balance sheet impacts and it's really a financial nonevent from the standpoint of our obligation.

Yes. I think it would agree it's a nonevent from an investment standpoint. Okay. I just thought it would be good to hear you say that. Thank you. That was it. Good luck on the hearings.

Thank you.

And at this time, I am showing no further questions or comments. So with that, I would like to turn the call back over to management for closing remarks.

Thank you, Andrew. Thank you for joining us today. We hope you have a good weekend.