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Section 1: 8-K (8-K)

he-20200806
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 6, 2020
Exact Name of RegistrantCommissionI.R.S. Employer
as Specified in Its CharterFile NumberIdentification No.
Hawaiian Electric Industries, Inc.1-850399-0208097
Hawaiian Electric Company, Inc.1-495599-0040500
State of Hawaii
(State or other jurisdiction of incorporation)
 1001 Bishop Street, Suite 2900, Honolulu, Hawaii  96813 - Hawaiian Electric Industries, Inc. (HEI)
1001 Bishop Street, Suite 2500, Honolulu, Hawaii  96813 - Hawaiian Electric Company, Inc. (Hawaiian Electric)
(Address of principal executive offices and zip code)
 Registrant’s telephone number, including area code:
 (808) 543-5662 - HEI
(808) 543-7771 - Hawaiian Electric
  Not applicable
(Former name or former address, if changed since last report.)
  
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to 12(b) of the Act:
RegistrantTitle of each classTrading Symbol(s)Name of each exchange on which registered
Hawaiian Electric Industries, Inc.Common Stock, Without Par ValueHENew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
Hawaiian Electric Industries, Inc.
Hawaiian Electric Company, Inc.
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Hawaiian Electric Industries, Inc. Hawaiian Electric Company, Inc.




Item 2.02 Results of Operations and Financial Condition.
        On August 6, 2020, HEI issued a news release, “HEI Reports Second Quarter 2020 Results.” This news release is furnished as HEI Exhibit 99.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits 
News release, dated August 6, 2020, “HEI Reports Second Quarter 2020 Results”
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information furnished in connection with Item 2.02 of this current report on Form 8-K including HEI Exhibit 99 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.











SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized. The signature of the undersigned companies shall be deemed to relate only to matters having reference to such companies and any subsidiaries thereof.

HAWAIIAN ELECTRIC INDUSTRIES, INC.HAWAIIAN ELECTRIC COMPANY, INC.
(Registrant)(Registrant)
/s/ Gregory C. Hazelton/s/ Tayne S. Y. Sekimura
Gregory C. HazeltonTayne S. Y. Sekimura
Executive Vice President andSenior Vice President and
Chief Financial OfficerChief Financial Officer
Date: August 6, 2020Date: August 6, 2020

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Section 2: EX-99 (EX-99)

Document

HEI Exhibit 99
404881426_heicatalyst2a391.jpg NEWS RELEASE
August 6, 2020

Contact:Julie R. Smolinski Telephone: (808) 543-7300
Director, Investor Relations           E-mail: ir@hei.com
HEI REPORTS SECOND QUARTER 2020 RESULTS

2Q 2020 Diluted Earnings Per Share (EPS)1 of $0.45
Supporting Our Customers and Community
Effective Cost Control Efforts at Utility and Bank
Solid Liquidity and Financial Strength Enterprise-wide


HONOLULU - Hawaiian Electric Industries, Inc. (NYSE - HE) (HEI) today reported consolidated net income for common stock for the second quarter of 2020 of $48.9 million and EPS of $0.45 compared to $42.5 million and EPS of $0.39 for the second quarter of 2019.
“I am very proud of the performance of our companies and our employees in the unprecedented COVID-19 period,” said Connie Lau, HEI president and CEO. While all of us continue to face uncertainties regarding the trajectory of the virus and its implications for the pace of economic recovery, what is clear is the strength and resilience of our businesses, the dedication of our employees, and our commitment to supporting our customers and community.
“We continue to maintain a strong financial position across the enterprise. Our utility’s stabilizing regulatory mechanisms, our bank’s conservative approach to risk, and our strong enterprise-wide liquidity have created a solid foundation, enabling us to continue delivering good consolidated results and supporting our customers and community through these challenging times.
“Our utility is advancing important cost reductions to help manage affordability for our customers. As we tighten our belts, we remain focused on collaborating with stakeholders to progress our renewable energy transition, supporting Hawaii’s economic recovery and clean energy goals.
“Our bank’s results reflect the impact of the crisis in the compression of lending margins and higher provision for potential credit losses. The bank was able to offset some of these pressures through
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1   Unless otherwise indicated, throughout this release earnings per share (EPS) refers to diluted earnings per share. 
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strong mortgage production, good cost control and a gain on sale of securities, while continued deposit growth reinforced its liquidity position and low cost funding base. As the uncertain environment unfolds, the bank will continue to work closely with customers to manage our risk and serve as a source of stability,” said Lau.

HAWAIIAN ELECTRIC COMPANY EARNINGS
        Hawaiian Electric Company’s (Hawaiian Electric) net income for the second quarter of 2020 was $42.3 million, compared to $32.6 million in the second quarter of 2019, primarily driven by the following after-tax items:
$7 million lower operations and maintenance (O&M) expenses compared to the second quarter of 2019, primarily due to fewer generating unit overhauls, less generating station maintenance work associated with overhauls, the reclassification in the second quarter of COVID-19 related bad debt expense from the first quarter of 2020 to a regulatory asset as a result of Public Utilities Commission approval to defer these expenses (increasing quarterly earnings by $1.6 million), and lower labor cost due to lower staffing levels and reduced overtime (increasing earnings by $1 million). The lower generation overhauls and station maintenance work represented approximately $4 million of the $7 million total O&M variance, and are largely timing-related as some overhauls and station maintenance work will be performed later in 2020 or in 2021;
$5 million revenue increase from $4 million higher rate adjustment mechanism (RAM) revenues (including $2 million from Hawaiian Electric (Oahu), and $1 million each from Maui Electric (Maui County) and Hawaii Electric Light (Hawaii Island)) and $1 million for recovery of the West Loch PV project and Grid Modernization projects under the major project interim recovery (MPIR) mechanism;
$1 million higher net income due to an unfavorable adjustment made in 2019 related to 2018 reliability performance incentives; and
$1 million lower interest expense due to debt refinancings at lower rates.
These items were partially offset by the following after-tax items:
$1 million lower allowance for funds used during construction as there were fewer long duration projects in construction work in progress;
$1 million higher cost savings from enterprise resource planning system implementation to be returned to customers; and

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Note:  Amounts indicated as after-tax in this earnings release are based upon adjusting items using the current year composite
statutory tax rates of 25.75% for the utilities and 26.79% for the bank.
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$1 million higher depreciation expense due to increasing investments for the integration of more renewable energy, improved customer reliability and greater system efficiency.

AMERICAN SAVINGS BANK EARNINGS
American Savings Bank’s (American) second quarter 2020 net income was $14.0 million compared to $15.8 million in the first, or linked quarter of 2020, and $17.0 million in the second quarter of 2019. The decrease in net income compared to the linked and prior year quarters reflects lower asset yields within the loan and investment portfolios as a result of the lower interest rate environment, a higher provision for credit losses due to $7 million in additional credit loss reserves related to COVID-19 and $4 million in provisioning for unfunded commitments. This was partially offset by higher noninterest income due to a $7.1 million gain related to the sale of 34,680 Visa Class B restricted shares and a $2.2 million gain on the sale of investment securities as the bank sold some legacy positions to reduce credit risk and yield volatility in its investment portfolio.
Total loans were $5.5 billion as of June 30, 2020, up 6.45%2 from December 31, 2019, driven mainly by the addition of $370 million in Paycheck Protection Program (PPP) loans, as well as increases in the commercial real estate and commercial and industrial portfolios, offset by reductions in the retail portfolio.
Total deposits were $7.0 billion as of June 30, 2020, an increase of 12.1%3 from December 31, 2019. The average cost of funds was 0.18% for the quarter, down six basis points versus the linked quarter and down twelve basis points versus the prior year quarter.
Overall, American’s return on average equity4 for the second quarter of 2020 was 8.00%, compared to 9.15% in the linked quarter and 10.46% in the second quarter of 2019. Return on average assets was 0.72% for the second quarter of 2020, compared to 0.87% in the linked quarter and 0.96% in the same quarter last year.
In the second quarter of 2020, American retained capital and did not pay a dividend to HEI to support its commitment to PPP lending to the community while maintaining healthy capital levels. American had a leverage ratio of 8.4% at June 30, 2020.
Please refer to American’s news release issued on July 30, 2020 for additional information on American.

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2 Annualized from December 31, 2019, total loans as of June 30, 2020 increased 12.9%.
3 Annualized from December 31, 2019, total deposits as of June 30, 2020 increased 24.2%.
4  Bank return on average equity calculated using annualized second quarter 2020 bank net income and weighted average daily common equity.

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HOLDING AND OTHER COMPANIES
The holding and other companies’ net loss was $7.5 million for the second quarter of 2020 compared to $7.1 million in the prior year quarter. The greater net loss was primarily due to an increase and acceleration of charitable contributions to support our community during the COVID-19 pandemic.

BOARD MAINTAINS QUARTERLY DIVIDEND
        On August 5, 2020, HEI announced that the Board of Directors maintained HEI’s quarterly cash dividend of $0.33 per share payable on September 10, 2020, to shareholders of record at the close of business on August 21, 2020 (ex-dividend date is August 20, 2020). This quarterly dividend is equivalent to an annual rate of $1.32 per share. Dividends have been paid on an uninterrupted basis since 1901. At the indicated annual dividend rate and based on the closing price per share on August 5, 2020 of $34.93, HEI’s dividend yield is 3.8%.

HEI EARNINGS RELEASE, HEI WEBCAST AND CONFERENCE CALL TO DISCUSS EARNINGS AND 2020 GUIDANCE
HEI will conduct a webcast and conference call to review its consolidated results and 2020 earnings guidance and outlook at 10:15 a.m. Hawaii time (4:15 p.m. Eastern time) on Thursday, August 6, 2020.
 Interested parties within the United States may listen to the conference by calling (844) 834-0652 and international parties may listen to the conference by calling (412) 317-5198. Parties may also access any presentation materials for the conference call and/or listen to the conference call by accessing the webcast on HEI’s website at www.hei.com under the “Investor Relations” section, sub-heading “News and Events – Events and Presentations.”
HEI and Hawaiian Electric intend to continue to use HEI’s website, www.hei.com, as a means of disclosing additional information; such disclosures will be included on HEI’s website in the Investor Relations section. Accordingly, investors should routinely monitor the Investor Relations section of HEI’s website at www.hei.com in addition to following HEI’s, Hawaiian Electric’s and American’s press releases, HEI’s and Hawaiian Electric’s Securities and Exchange Commission (SEC) filings and HEI’s public conference calls and webcasts. The information on HEI’s website is not incorporated by reference in this document or in HEI’s and Hawaiian Electric’s SEC filings unless, and except to the extent, specifically incorporated by reference. Investors may also wish to refer to the Public Utilities Commission of the State of Hawaii (PUC) website at dms.puc.hawaii.gov/dms in order to review documents filed with and issued by the PUC. No information on the PUC website is incorporated by reference in this document or in HEI’s and Hawaiian Electric’s SEC filings.
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An on-line replay of the August 6, 2020 webcast will be available on HEI’s website beginning about two hours after the event. Audio replays of the conference call will also be available approximately two hours after the event through August 20, 2020 by dialing (877) 344-7529 or (412) 317-0088 and entering passcode 10146073.
HEI supplies power to approximately 95% of Hawaii’s population through its electric utility, Hawaiian Electric; provides a wide array of banking and other financial services to consumers and businesses through American, one of Hawaii’s largest financial institutions; and helps advance Hawaii’s clean energy and sustainability goals through investments by its non-regulated subsidiary, Pacific Current, LLC.

FORWARD-LOOKING STATEMENTS
        This release may contain “forward-looking statements,” which include statements that are predictive in nature, depend upon or refer to future events or conditions, and usually include words such as “will,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “predicts,” “estimates” or similar expressions. In addition, any statements concerning future financial performance, ongoing business strategies or prospects or possible future actions are also forward-looking statements. Forward-looking statements are based on current expectations and projections about future events and are subject to risks, uncertainties and the accuracy of assumptions concerning HEI and its subsidiaries, the performance of the industries in which they do business and economic, political and market factors, among other things. These forward-looking statements are not guarantees of future performance.
Forward-looking statements in this release should be read in conjunction with the “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” discussions (which are incorporated by reference herein) set forth in HEI’s Annual Report on Form 10-K for the year ended December 31, 2019 and HEI’s other periodic reports that discuss important factors that could cause HEI’s results to differ materially from those anticipated in such statements. These forward-looking statements speak only as of the date of the release, report, presentation or filing in which they are made. Except to the extent required by the federal securities laws, HEI, Hawaiian Electric, American and their subsidiaries undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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Hawaiian Electric Industries, Inc. (HEI) and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME DATA
(Unaudited)
Three months ended June 30Six months ended June 30
(in thousands, except per share amounts)2020201920202019
Revenues
Electric utility$534,215  $633,784  $1,131,657  $1,212,279  
Bank74,714  81,687  154,452  164,739  
Other16  14  22  82  
Total revenues608,945  715,485  1,286,131  1,377,100  
Expenses 
Electric utility466,414  578,090  1,019,898  1,100,025  
Bank
66,221  60,435  126,556  117,365  
Other4,754  4,326  8,419  9,139  
Total expenses537,389  642,851  1,154,873  1,226,529  
Operating income (loss) 
Electric utility67,801  55,694  111,759  112,254  
Bank8,493  21,252  27,896  47,374  
Other(4,738) (4,312) (8,397) (9,057) 
Total operating income71,556  72,634  131,258  150,571  
Retirement defined benefits expense—other than service costs(934) (761) (1,868) (1,524) 
Interest expense, net—other than on deposit liabilities and other bank borrowings
(22,613) (23,533) (44,388) (46,656) 
Allowance for borrowed funds used during construction752  1,179  1,440  2,257  
Allowance for equity funds used during construction2,194  3,175  4,209  6,085  
Gain on sale of investment securities, net9,275  —  9,275  —  
Income before income taxes60,230  52,694  99,926  110,733  
Income taxes10,870  9,709  16,673  21,587  
Net income49,360  42,985  83,253  89,146  
Preferred stock dividends of subsidiaries473  473  946  946  
Net income for common stock$48,887  $42,512  $82,307  $88,200  
Basic earnings per common share$0.45  $0.39  $0.75  $0.81  
Diluted earnings per common share$0.45  $0.39  $0.75  $0.81  
Dividends declared per common share$0.33  $0.32  $0.66  $0.64  
Weighted-average number of common shares outstanding
109,146  108,938  109,098  108,925  
Weighted-average shares assuming dilution109,305  109,255  109,374  109,324  
Net income (loss) for common stock by segment
Electric utility$42,329  $32,574  $66,234  $64,700  
Bank14,014  17,016  29,775  37,855  
Other(7,456) (7,078) (13,702) (14,355) 
Net income for common stock$48,887  $42,512  $82,307  $88,200  
Comprehensive income attributable to Hawaiian Electric Industries, Inc.
$48,555  $56,211  $100,187  $111,140  
Return on average common equity (twelve months ended)9.4 %9.4 %

This information should be read in conjunction with the consolidated financial statements and the notes thereto in HEI filings with the SEC. Results of operations for interim periods are not necessarily indicative of results to be expected for future interim periods or the full year.
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Hawaiian Electric Company, Inc. (Hawaiian Electric) and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME DATA
(Unaudited)

Three months ended June 30Six months ended June 30
($ in thousands, except per barrel amounts)2020201920202019
Revenues$534,215  $633,784  $1,131,657  $1,212,279  
Expenses  
Fuel oil112,451  181,620  285,672  342,229  
Purchased power136,838  162,854  276,654  297,299  
Other operation and maintenance110,041  119,260  237,588  237,390  
Depreciation55,696  53,913  111,546  107,860  
Taxes, other than income taxes51,388  60,443  108,438  115,247  
Total expenses466,414  578,090  1,019,898  1,100,025  
Operating income67,801  55,694  111,759  112,254  
Allowance for equity funds used during construction2,194  3,175  4,209  6,085  
Retirement defined benefits expense—other than service costs(382) (701) (763) (1,404) 
Interest expense and other charges, net(17,338) (18,530) (33,932) (36,516) 
Allowance for borrowed funds used during construction752  1,179  1,440  2,257  
Income before income taxes53,027  40,817  82,713  82,676  
Income taxes10,199  7,744  15,481  16,978  
Net income42,828  33,073  67,232  65,698  
Preferred stock dividends of subsidiaries229  229  458  458  
Net income attributable to Hawaiian Electric42,599  32,844  66,774  65,240  
Preferred stock dividends of Hawaiian Electric270  270  540  540  
Net income for common stock$42,329  $32,574  $66,234  $64,700  
Comprehensive income attributable to Hawaiian Electric$42,354  $32,597  $66,285  $64,747  
OTHER ELECTRIC UTILITY INFORMATION
Kilowatthour sales (millions)
   Hawaiian Electric1,444  1,593  2,940  3,016  
   Hawaii Electric Light224  253  476  498  
   Maui Electric206  273  464  521  
1,874  2,119  3,880  4,035  
Average fuel oil cost per barrel$63.12  $88.38  $72.77  $84.44  
Return on average common equity (twelve months ended)1
7.9 %7.8 %
1 Simple average.
This information should be read in conjunction with the consolidated financial statements and the notes thereto in Hawaiian Electric filings
with the SEC. Results of operations for interim periods are not necessarily indicative of results to be expected for future interim periods or the full year.




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American Savings Bank, F.S.B.
STATEMENTS OF INCOME DATA
(Unaudited)
 Three months ended Six months ended June 30
($ in thousands)June 30, 2020March 31, 2020June 30, 201920202019
Interest and dividend income   
Interest and fees on loans$53,541  $55,545  $58,620  $109,086  $116,480  
Interest and dividends on investment securities6,288  9,430  7,535  15,718  18,163  
Total interest and dividend income59,829  64,975  66,155  124,804  134,643  
Interest expense
Interest on deposit liabilities3,071  3,587  4,287  6,658  8,539  
Interest on other borrowings75  313  411  388  939  
Total interest expense3,146  3,900  4,698  7,046  9,478  
Net interest income56,683  61,075  61,457  117,758  125,165  
Provision for credit losses15,133  10,401  7,688  25,534  14,558  
Net interest income after provision for credit losses41,550  50,674  53,769  92,224  110,607  
Noninterest income  
Fees from other financial services3,102  4,571  4,798  7,673  9,360  
Fee income on deposit liabilities2,897  5,113  5,004  8,010  10,082  
Fee income on other financial products1,212  1,872  1,830  3,084  3,423  
Bank-owned life insurance1,673  794  2,390  2,467  4,649  
Mortgage banking income6,252  2,000  976  8,252  1,590  
Gain on sale of securities, net9,275  —  —  9,275  —  
Other income, net(251) 413  534  162  992  
Total noninterest income24,160  14,763  15,532  38,923  30,096  
Noninterest expense  
Compensation and employee benefits25,079  25,777  25,750  50,856  51,262  
Occupancy5,442  5,267  5,479  10,709  10,149  
Data processing3,849  3,837  3,852  7,686  7,590  
Services2,474  2,809  2,606  5,283  5,032  
Equipment2,290  2,339  2,189  4,629  4,253  
Office supplies, printing and postage1,049  1,341  1,663  2,390  3,023  
Marketing379  802  1,323  1,181  2,313  
FDIC insurance751  102  628  853  1,254  
Other expense1
7,063  4,194  4,519  11,257  8,373  
Total noninterest expense48,376  46,468  48,009  94,844  93,249  
Income before income taxes17,334  18,969  21,292  36,303  47,454  
Income taxes3,320  3,208  4,276  6,528  9,599  
Net income$14,014  $15,761  $17,016  $29,775  $37,855  
Comprehensive income$13,734  $35,608  $31,291  $49,342  $58,382  
OTHER BANK INFORMATION (annualized %, except as of period end)
Return on average assets0.72  0.87  0.96  0.79  1.07  
Return on average equity8.00  9.15  10.46  8.57  11.76  
Return on average tangible common equity9.07  10.39  11.97  9.72  13.48  
Net interest margin3.21  3.72  3.82  3.46  3.90  
Efficiency ratio59.84  61.27  62.36  60.53  60.06  
Net charge-offs to average loans outstanding0.49  0.44  0.29  0.46  0.34  
As of period end
Nonaccrual loans to loans receivable held for investment0.86  0.90  0.79  
Allowance for credit losses to loans outstanding1.50  1.49  1.17  
Tangible common equity to tangible assets7.9  8.3  8.2  
Tier-1 leverage ratio 8.4  8.8  8.7  
Dividend paid to HEI (via ASB Hawaii, Inc.) ($ in millions)$—  $28.0  $15.0  $28.0  $33.0  
1 The three- and six-month periods ended June 30, 2020 include approximately $3.7 million and $3.8 million, respectively, of certain significant direct and incremental COVID-19 related costs. These costs, which have been recorded in Other expense, include $2.3 million of compensation expense and $1.1 million of enhanced cleaning and sanitation costs.
This information should be read in conjunction with the consolidated financial statements and the notes thereto in HEI filings with the SEC. Results of operations for interim periods are not necessarily indicative of results to be expected for future interim periods or the full year.
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