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Citi Fun 24 | LSE:BC93 | London | Medium Term Loan |
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RNS Number:0327H TransCanada Pipelines Ld 31 July 2006 6-K 0001232384 xxxxxxx 07/27/2006 NYSE EDGAR Advantage Service Team (800) 688 - 1933 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2006 COMMISSION FILE No. 1-31690 TransCanada Corporation (Translation of Registrant's Name into English) 450 - 1 Street S.W., Calgary, Alberta, T2P 5H1, Canada (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F Form 20-F Form 40-F x Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No x -------------------------------------------------------------------------------- I The documents listed below in this Section and filed as Exhibits 13.1 to 13.3 to this Form 6-K are hereby filed with the Securities and Exchange Commission for the purpose of being and hereby are incorporated by reference into the following registration statements filed by TransCanada Corporation under the Securities Act of 1933, as amended. Form Registration No. S-8 33-00958 S-8 333-5916 S-8 333-8470 S-8 333-9130 F-3 33-13564 F-3 333-6132 13.1 Management's Discussion and Analysis of Financial Condition and Results of Operations of the registrant as at and for the period ended June 30, 2006. 13.2 Consolidated comparative interim unaudited financial statements of the registrant for the period ended June 30, 2006 (included in the registrant's Second Quarter 2006 Quarterly Report to Shareholders). 13.3 U.S. GAAP reconciliation of the consolidated comparative interim unaudited financial statements of the registrant contained in the registrant's Second Quarter 2006 Quarterly Report to Shareholders. II The document listed below in this Section is furnished, not filed, as Exhibit 99.1. The Exhibit is being furnished, not filed, and will not be incorporated by reference into any registration statement filed by TransCanada Corporation under the Securities Act of 1933, as amended. 99.1 A copy of the Registrant's news release of July 27, 2006. 2 -------------------------------------------------------------------------------- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TRANSCANADA CORPORATION By: /s/ Gregory A. Lohnes Gregory A. Lohnes Executive Vice-President and Chief Financial Officer By: /s/ G. Glenn Menuz G. Glenn Menuz Vice-President and Controller July 27, 2006 3 -------------------------------------------------------------------------------- EXHIBIT INDEX 13.1 Management's Discussion and Analysis of Financial Condition and Results of Operations of the registrant as at and for the period ended June 30, 2006. 13.2 Consolidated comparative interim unaudited financial statements of the registrant for the period ended June 30, 2006 (included in the registrant's Second Quarter 2006 Quarterly Report to Shareholders). 13.3 U.S. GAAP reconciliation of the consolidated comparative interim unaudited financial statements of the registrant contained in the registrant's Second Quarter 2006 Quarterly Report to Shareholders. 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Chief Executive Officer regarding Periodic Report containing Financial Statements. 32.2 Certification of Chief Financial Officer regarding Periodic Report containing Financial Statements. 99.1 A copy of the Registrant's news release of July 27, 2006. 4 -------------------------------------------------------------------------------- Exhibit 13.1 Second Quarter 2006 Financial Highlights (unaudited) Operating results Three months ended June 30 Six months ended June 30 (millions of dollars) 2006 2005 2006 2005 Revenues 1,685 1,449 3,579 2,859 Net Income Continuing operations 244 200 489 432 Discontinued operations - - 28 - 244 200 517 432 Cash Flow Information Funds generated from operations(1) 539 498 1,056 918 Increase in operating working capital (91) (177) (93) (263) Net cash provided by operations 448 321 963 655 Capital expenditures 327 135 630 243 Acquisitions, net of cash acquired 358 632 358 632 Three months ended June 30 Six months ended June 30 Common Share Statistics 2006 2005 2006 2005 Net Income Per Share - Basic Continuing operations $ 0.50 $ 0.41 $ 1.00 $ 0.89 Discontinued operations - - 0.06 - $ 0.50 $ 0.41 $ 1.06 $ 0.89 Dividends Declared Per Share $ 0.32 $ 0.305 $ 0.64 $ 0.61 Common Shares Outstanding (millions) Average for the period - Basic 487.7 485.9 487.6 485.6 End of period 487.8 486.5 487.8 486.5 (1) For a complete discussion on funds generated from operations, see "Non-GAAP Measures" in Management's Discussion and Analysis of this Second Quarter 2006, Quarterly Report to Shareholders. Management's Discussion and Analysis Management's discussion and analysis (MD&A) dated July 27, 2006 should be read in conjunction with the accompanying unaudited consolidated financial statements of TransCanada Corporation (TransCanada or the company) for the six months ended June 30, 2006. It should also be read in conjunction with the audited consolidated financial statements and the MD&A contained in TransCanada's 2005 Annual Report for the year ended December 31, 2005. Additional information relating to TransCanada, including the company's Annual Information Form and continuous disclosure documents, is available on SEDAR at www.sedar.com under TransCanada Corporation. Amounts are stated in Canadian dollars unless otherwise indicated. Capitalized and abbreviated terms that are used but not otherwise defined herein have the meanings provided in the annual MD&A contained in TransCanada's 2005 Annual Report. 1 -------------------------------------------------------------------------------- Forward-Looking Information Certain information in this MD&A includes forward-looking statements. All forward-looking statements are based on TransCanada's beliefs and assumptions based on information available at the time the assumptions were made. Forward-looking statements relate to, among other things, anticipated financial performance, business prospects, strategies, regulatory developments, new services, market forces, commitments and technological developments. By its nature, such forward-looking information is subject to various risks and uncertainties, including those material risks discussed in the MD&A contained in TransCanada's 2005 Annual Report under "Gas Transmission - Business Risks" and " Power - Business Risks", which could cause TransCanada's actual results and experience to differ materially from the anticipated results or other expectations expressed. The material assumptions in making these forward-looking statements are disclosed in this MD&A under the heading "Outlook " and in the MD&A contained in the 2005 Annual Report under the headings " Overview and Strategic Priorities", "Gas Transmission - Opportunities and Developments", "Gas Transmission - Outlook", "Power - Opportunities and Developments" and "Power - Outlook". Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this MD&A or as otherwise stated, and TransCanada undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise. Non-GAAP Measures The company uses the measures "funds generated from operations" and "operating income" in its MD&A. These measures do not have any standardized meaning in generally accepted accounting principles (GAAP) and are therefore considered to be non-GAAP measures. These measures may not be comparable to similar measures presented by other entities. These measures have been used to provide readers with additional information on the company's liquidity and its ability to generate funds to finance its operations. Funds generated from operations is comprised of net cash provided by operations before changes in operating working capital. Operating income is used in the Energy segment and is comprised of revenues plus equity income less operating expenses as shown on the consolidated income statement. See the Energy section in the MD&A for a reconciliation of operating income to net earnings. 2 Follow the link below to view the full text associated with this announcement; http://www.rns-pdf.londonstockexchange.com/rns/0327h_-2006-8-1.pdf This information is provided by RNS The company news service from the London Stock Exchange END IR SDIEFFSMSEEW
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