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The components of the net deferred tax liabilities recognized on the respective Consolidated Balance Sheets, are as follows: - ----------------------------------------- Dollars in thousands December 31 1993 1992 - ----------------------------------------- Deferred Tax Assets Intangible assets acquired $23,568 $ 23,504 Accrued state and local taxes 19,890 18,522 Postretirement and postemployment 78,655 40,177 benefits Other accrued employee benefits 110,218 25,370 and compensation Allowance for doubtful 23,557 24,077 accounts AMT credit - 4,033 carryforward Tax loss 23,595 26,741 carryforwards Other 20,151 6,521 - ----------------------------------------- Total deferred tax 299,634 168,945 assets Valuation allowance (25,064) (19,851) - ----------------------------------------- Net deferred tax $274,570 $149,094 assets - ----------------------------------------- - ----------------------------------------- Dollars in thousands December 31 1993 1992 - ----------------------------------------- Deferred Tax Liabilities Property, plant and equipment $131,189 $ 127,691 Tax certificate 137,343 145,631 Nontaxable 145,298 - acquisition Deferred subscription 21,743 21,361 expenses Safe harbor tax 20,376 24,433 lease Other 18,446 20,703 - ----------------------------------------- Total deferred tax 474,395 339,819 liabilities - ----------------------------------------- Net deferred tax (274,570) (149,094) assets - ----------------------------------------- Net deferred tax 199,825 190,725 liability - ----------------------------------------- Less amounts included in: Other current (4,812) - assets Accrued expenses 7,762 3,024 - ----------------------------------------- Deferred income $196,875 $187,701 taxes - ----------------------------------------- At December 31, 1993, there were no federal net operating loss carryforwards. |
The components of net periodic pension cost are: - ---------------------------------------------------------------- Dollars in thousands Year Ended December 31 1993 1992 1991 - ---------------------------------------------------------------- Service cost $14,075 $11,879 $11,210 Interest cost 26,675 24,167 22,451 Actual return on plan assets (38,907) (25,365) (37,430) Curtailment gain - (885) - Net amortization and deferral 14,618 5,286 18,236 - ---------------------------------------------------------------- Net periodic pension cost $16,461 $15,082 $14,467 - ---------------------------------------------------------------- Assumptions used in the actuarial computations were: - ---------------------------------------------------------------- Year Ended December 31 1993 1992 1991 - ---------------------------------------------------------------- Discount rate 7.0% 8.0% 8.25% Rate of increase in compensation levels 5.5% 5.5% 5.5% Expected long-term rate of return on assets 8.75% 8.75% 8.75% - ---------------------------------------------------------------- In connection with collective bargaining agreements, the Company contributes to several other pension plans including a joint Company-union plan and a number of joint industry-union plans. |
The funded status of the Company's plans which were valued at September 30, 1993 and 1992 is as follows: Plans Plans Whose Whose Assets Accumulated Exceed Benefits December 31, 1993 Accumulated Exceed Dollars in thousands Benefits Assets - ---------------------------------------------------- Actuarial present value of benefit obligation: Vested benefit obligation $187,972 $219,554 - ---------------------------------------------------- Accumulated benefit obligation $193,951 $227,102 - ---------------------------------------------------- Projected benefit obligation $251,679 $282,179 Plan assets at fair value 234,366 142,015 - ---------------------------------------------------- Projected benefit obligation in excess of plan assets 17,313 140,164 Unrecognized net losses (24,972) (20,043) Unrecognized prior service cost 7,746 (9,633) Unrecognized transition obligation (2,690) (2,724) Fourth-quarter contribution, net (2,675) (3,220) Adjustment required to recognize additional minimum liability - 10,087 - ---------------------------------------------------- Recorded pension (asset) liability $ (5,278) $114,631 - ---------------------------------------------------- Plans Plans Whose Whose Assets Accumulated Exceed Benefits December 31, 1992 Accumulated Exceed Dollars in thousands Benefits Assets - ---------------------------------------------------- Actuarial present value of benefit obligation: Vested benefit obligation $230,705 $21,039 - ---------------------------------------------------- Accumulated benefit obligation $235,994 $21,153 - ---------------------------------------------------- Projected benefit obligation $296,312 $30,722 Plan assets at fair value 284,469 - - ---------------------------------------------------- Projected benefit obligation in excess of plan assets 11,843 30,722 Unrecognized net gains (losses) 6,181 (6,393) Unrecognized prior service cost (1,202) (1,005) Unrecognized net asset (transition obligation) 1,873 (6,339) Fourth-quarter contribution, net (3,172) (265) Adjustment required to recognize additional minimum liability - 4,167 - ---------------------------------------------------- Recorded pension liability $ 15,523 $20,887 - ---------------------------------------------------- Plan assets, which were valued as of September 30, 1993 and 1992, consist of money market investments, investments in marketable fixed income and equity securities, an investment in a diversified real estate equity fund and investments in group annuity insurance contracts. |
- -------------------------------------------- Dollars in thousands - -------------------------------------------- December 31 1993 1992 - -------------------------------------------- Accumulated postretirement benefit obligation Retirees $53,677 $28,054 Fully eligible active 28,450 18,943 plan participants Other active plan participants 51,522 25,645 - -------------------------------------------- Total 133,649 72,642 Unrecognized net gains (losses) 3,093 (2,198) Fourth-quarter expense net of benefit payment 621 - - -------------------------------------------- Total accrued postretirement benefit liability 137,363 70,444 Current portion included in accrued expenses 4,040 2,591 - -------------------------------------------- Long-term accrued postretirement benefit liability $133,323 $67,853 - -------------------------------------------- For 1993 the accumulated postretirement benefit obligation was determined using a discount rate of 7.0 percent, an estimated increase in compensation levels of 5.5 percent and a health care cost trend rate of between 13 percent and 11 percent in the first year grading down to 5 percent in the year 2008. |
Changes in stock options for each of the three years in the period ended December 31, 1993 were as follows: - -------------------------------------------------------------- Dollars in thousands Option Price except per share data Shares Per Share($) Total - -------------------------------------------------------------- Options outstanding January 1, 1991 3,296,385 4.77 to 38.87 76,344 Granted 1,269,064 20.00 to 20.81 25,391 Exercised (134,984) 4.77 to 18.40 (1,121) Terminations (94,957) 20.56 to 38.87 (2,515) - -------------------------------------------------------------- Options outstanding December 31, 1991 4,335,508 5.76 to 38.87 98,099 Granted 1,103,410 25.93 to 28.88 28,473 Exercised (466,320) 5.76 to 26.75 (7,900) Terminations (91,982) 20.56 to 36.43 (2,737) - -------------------------------------------------------------- Options outstanding December 31, 1992 4,880,616 13.96 to 38.87 115,935 Granted 1,909,080 26.50 to 30.68 50,641 Globe stock option conversion 958,654 6.89 to 22.50 14,381 Exercised (346,334) 6.89 to 26.75 (6,333) Terminations (41,175) 20.00 to 36.43 (1,116) - -------------------------------------------------------------- Options outstanding December 31, 1993 7,360,841 6.89 to 38.87 $173,508 - -------------------------------------------------------------- Options which became exercisable during 1991 1,086,077 20.56 $22,332 1992 728,859 20.00 to 20.81 14,588 1993 1,803,174 6.89 to 28.88 35,098 - -------------------------------------------------------------- Options exercisable at December 31, 1991 3,066,444 5.76 to 38.87 $72,708 1992 3,237,964 13.96 to 38.87 76,678 1993 4,673,663 6.89 to 38.87 104,789 - -------------------------------------------------------------- - -------------------------------------------------------------------------------- 13. |
The following factors, in addition to those discussed elsewhere in this Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2017 (including the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto), could cause actual results to differ materially from management expectations as suggested by such forward-looking information: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth, recovery, trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; cyber security threats and data security breaches; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; financial or regulatory accounting policies imposed by regulatory bodies; outcomes of regulatory proceedings; availability or cost of capital; and employee work force factors. |
Key terms of the settlement are listed below: • The Rush Creek project satisfies the reasonable cost standard and is in the public interest; • The project should be placed in service by Oct. 31, 2018; • The useful life of the project should be set at 25 years; • A hard cost-cap on the $1.096 billion investment (which includes the capital investment and AFUDC); • A capital cost sharing mechanism for every $10 million below the cost-cap, with 82.5 percent retained by customers and 17.5 percent retained by PSCo on a net present value basis over the life of the project; • Amounts retained by PSCo under the capital cost sharing mechanism as well as overall facility revenue requirements may each be reduced for lower than projected long term generating output (i.e., higher degradation); • The Pawnee-Daniels transmission line (estimated project cost of $178 million) should be accelerated and operations are expected to begin by October 2019; and • PSCo committed to develop a rate for third-party access to available capacity in the Rush Creek transmission line to be filed at the FERC. |
The following factors, in addition to those discussed elsewhere in this Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2016 (including the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto), could cause actual results to differ materially from management expectations as suggested by such forward-looking information: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth, recovery, trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; cyber security threats and data security breaches; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; financial or regulatory accounting policies imposed by regulatory bodies; outcomes of regulatory proceedings; availability of cost of capital; and employee work force factors. |
The key components of the plan, which includes several filings with the CPUC, are as follows: • Two Innovative Clean Technology pilot programs in partnership with leading companies to address electric battery efficiency and reliability including demonstrations to test microgrids and battery technologies for integration of distributed resources; • Alignment of PSCo’s pricing in a more fair and equitable manner for Colorado customers; • Introduction of Solar*Connect®, a new, cost-based program that will offer customers a choice to sign up for 100 percent solar power and add an incremental 50 MW of solar generation; • Investing in natural gas reserves to take advantage of historically low natural gas prices by locking in current costs to provide long-term stable rates for customers; • Exploring opportunities for up to 1,000 MW of additional renewable resources to be presented later this year for consideration by the CPUC; and • Presenting an intelligent grid proposal later this year focusing on interactive meter technology that will improve customer choice and control of their energy use. |
The following factors, in addition to those discussed elsewhere in this Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2015 (including the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto), could cause actual results to differ materially from management expectations as suggested by such forward-looking information: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth recovery; trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; cyber security threats and data security breaches; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; financial or regulatory accounting policies imposed by regulatory bodies; outcomes of regulatory proceedings; availability or cost of capital; and employee work force factors. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slowdown in the U.S. economy or delay in growth recovery; trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy Inc. and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; cyber security threats and data security breaches; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions by regulatory bodies impacting our nuclear operations, including those affecting costs, operations or the approval of requests pending before the NRC; financial or regulatory accounting policies imposed by regulatory bodies; availability or cost of capital; employee work force factors; the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth recovery; trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy Inc. and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions by regulatory bodies impacting our nuclear operations, including those affecting costs, operations or the approval of requests pending before the NRC; financial or regulatory accounting policies imposed by regulatory bodies; availability or cost of capital; employee work force factors; the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto. |
Investments, Inc. SPS Southwestern Public Service Co. Utility subsidiaries NSP-Minnesota, NSP-Wisconsin, PSCo and SPS WGI WestGas InterState, Inc. WYCO WYCO Development LLC Xcel Energy Xcel Energy Inc. and its subsidiaries Federal and State Regulatory Agencies ASLB Atomic Safety and Licensing Board CFTC Commodity Futures Trading Commission CPUC Colorado Public Utilities Commission DOE United States Department of Energy DOI United States Department of the Interior DOT United States Department of Transportation EIB New Mexico Environmental Improvement Board EPA United States Environmental Protection Agency FERC Federal Energy Regulatory Commission IRS Internal Revenue Service MPCA Minnesota Pollution Control Agency MPSC Michigan Public Service Commission MPUC Minnesota Public Utilities Commission NDPSC North Dakota Public Service Commission NERC North American Electric Reliability Corporation NMPRC New Mexico Public Regulation Commission NRC Nuclear Regulatory Commission PSCW Public Service Commission of Wisconsin PUCT Public Utility Commission of Texas SDPUC South Dakota Public Utilities Commission SEC Securities and Exchange Commission WDNR Wisconsin Department of Natural Resources Electric, Purchased Gas and Resource Adjustment Clauses CIP Conservation improvement program DCRF Distribution cost recovery factor DRC Deferred renewable cost rider DSM Demand side management DSMCA Demand side management cost adjustment ECA Retail electric commodity adjustment EE Energy efficiency EECRF Energy efficiency cost recovery factor EIR Environmental improvement rider (recovers the costs associated with investments in environmental improvements to fossil fuel generation plants) EPU Extended power uprate FCA Fuel clause adjustment FPPCAC Fuel and purchased power cost adjustment clause GAP Gas affordability program GCA Gas cost adjustment OATT Open access transmission tariff PCCA Purchased capacity cost adjustment PCRF Power cost recovery factor (recovers the costs of certain purchased power costs) PGA Purchased gas adjustment PSIA Pipeline system integrity adjustment QSP Quality of service plan RDF Renewable development fund RES Renewable energy standard (recovers the costs of new renewable generation) RESA Renewable energy standard adjustment SCA Steam cost adjustment SEP State energy policy TCA Transmission cost adjustment TCR Transmission cost recovery adjustment TCRF Transmission cost recovery factor (recovers transmission infrastructure improvement costs and changes in wholesale transmission charges) Other Terms and Abbreviations AFUDC Allowance for funds used during construction ALJ Administrative law judge APBO Accumulated postretirement benefit obligation ARC Aggregator of retail customers ARO Asset retirement obligation ASU FASB Accounting Standards Update BART Best available retrofit technology CAA Clean Air Act CACJA Clean Air Clean Jobs Act CAIR Clean Air Interstate Rule CapX2020 Alliance of electric cooperatives, municipals and investor-owned utilities in the upper Midwest involved in a joint transmission line planning and construction effort CCN Certificate of convenience and necessity CO2 Carbon dioxide COLI Corporate owned life insurance CON Certificate of need CPCN Certificate of public convenience and necessity CSAPR Cross-State Air Pollution Rule CWIP Construction work in progress EEI Edison Electric Institute EGU Electric generating unit EPS Earnings per share ETR Effective tax rate FASB Financial Accounting Standards Board FTR Financial transmission right GAAP Generally accepted accounting principles GHG Greenhouse gas IFRS International Financial Reporting Standards LLW Low-level radioactive waste LNG Liquefied natural gas MACT Maximum achievable control technology MGP Manufactured gas plant MISO Midwest Independent Transmission System Operator, Inc. Moody’s Moody’s Investor Services MVP Multi-value project Native load Customer demand of retail and wholesale customers that a utility has an obligation to serve under statute or long-term contract NEI Nuclear Energy Institute NOL Net operating loss NOx Nitrogen oxide NOV Notice of violation NTC Notifications to construct O&M Operating and maintenance OCI Other comprehensive income PBRP Performance-based regulatory plan PCB Polychlorinated biphenyl PFS Private Fuel Storage, LLC PJM PJM Interconnection, LLC PM Particulate matter PPA Purchased power agreement Provident Provident Life & Accident Insurance Company PRP Potentially responsible party PSP Performance share plan PTC Production tax credit PURPA Public Utilities Regulatory Policy Act of 1978 PV Photovoltaic QF Qualifying facilities REC Renewable energy credit RFP Request for proposal ROE Return on equity RPS Renewable portfolio standards RSG Revenue sufficiency guarantee RSU Restricted stock unit RTO Regional Transmission Organization SCR Selective catalytic reduction SIP State implementation plan SO2 Sulfur dioxide SPP Southwest Power Pool, Inc. Standard & Poor’s Standard & Poor’s Ratings Services TSR Total shareholder return Measurements Bcf Billion cubic feet GWh Gigawatt hours KV Kilovolts KWh Kilowatt hours Mcf Thousand cubic feet MMBtu Million British thermal units MW Megawatts MWh Megawatt hours COMPANY OVERVIEW Xcel Energy Inc. is a holding company with subsidiaries engaged primarily in the utility business. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth recovery; trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy Inc. and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions by regulatory bodies impacting our nuclear operations, including those affecting costs, operations or the approval of requests pending before the NRC; financial or regulatory accounting policies imposed by regulatory bodies; availability or cost of capital; employee work force factors; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto. |
/s/ DELOITTE & TOUCHE LLP Minneapolis, Minnesota February 22, 2013 XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (amounts in thousands, except per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (amounts in thousands) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (amounts in thousands) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (amounts in thousands, except share and per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDERS’ EQUITY (amounts in thousands) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION (amounts in thousands, except share and per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION - (Continued) (amounts in thousands, except share and per share data) (a) Pollution control financing. |
Investments, Inc. Seren Seren Innovations, Inc., a wholly owned subsidiary formerly a broadband communications network SPS Southwestern Public Service Co. UE Utility Engineering Corporation, an engineering, construction and design company Utility subsidiaries NSP-Minnesota, NSP-Wisconsin, PSCo and SPS WGI WestGas InterState, Inc. WYCO WYCO Development LLC Xcel Energy Xcel Energy Inc. and its subsidiaries Federal and State Regulatory Agencies ASLB Atomic Safety and Licensing Board CPUC Colorado Public Utilities Commission DOE United States Department of Energy DOER Division of Energy Resources (formerly the Office of Energy Security) DOI United States Department of the Interior DOT United States Department of Transportation EIB New Mexico Environmental Improvement Board EPA United States Environmental Protection Agency FERC Federal Energy Regulatory Commission IRS Internal Revenue Service MPCA Minnesota Pollution Control Agency MPSC Michigan Public Service Commission MPUC Minnesota Public Utilities Commission NDPSC North Dakota Public Service Commission NERC North American Electric Reliability Corporation NMED New Mexico Environment Department NMPRC New Mexico Public Regulation Commission NRC Nuclear Regulatory Commission OCC Colorado Office of Consumer Counsel PSCW Public Service Commission of Wisconsin PUCT Public Utility Commission of Texas SDPUC South Dakota Public Utilities Commission SEC Securities and Exchange Commission WDNR Wisconsin Department of Natural Resources Electric, Purchased Gas and Resource Adjustment Clauses CIP Conservation improvement program DSM Demand side management DSMCA Demand side management cost adjustment ECA Retail electric commodity adjustment EECRF Energy efficiency cost recovery factor EIR Environmental improvement rider FCA Fuel clause adjustment FPPCAC Fuel and purchased power cost adjustment clause GAP Gas affordability program GCA Gas cost adjustment MCR Mercury cost recovery rider OATT Open access transmission tariff PCCA Purchased capacity cost adjustment PCRF Power cost recovery factor PGA Purchased gas adjustment PSIA Pipeline system integrity adjustment QSP Quality of service plan RDF Renewable development fund RES Renewable energy standard RESA Renewable energy standard adjustment SCA Steam cost adjustment SEP State energy policy TCA Transmission cost adjustment TCR Transmission cost recovery adjustment TCRF Transmission cost recovery factor Other Terms and Abbreviations AFUDC Allowance for funds used during construction ALJ Administrative law judge APBO Accumulated postretirement benefit obligation ARC Aggregator of retail customers ARO Asset retirement obligation ASU FASB Accounting Standards Update BART Best available retrofit technology CAA Clean Air Act CACJA Clean Air Clean Jobs Act CAIR Clean Air Interstate Rule CapX2020 Alliance of electric cooperatives, municipals and investor-owned utilities in the upper Midwest involved in a joint transmission line planning and construction effort CATR Clean Air Transport Rule CCN Certificate of convenience and necessity CIPS Critical Infrastructure Protection Standards CO2 Carbon dioxide Codification FASB Accounting Standards Codification COLI Corporate owned life insurance CON Certificate of need CPCN Certificate of public convenience and necessity CSAPR Cross-State Air Pollution Rule CWIP Construction work in progress DSPP Direct stock purchase plan EEI Edison Electric Institute EGU Electric generating unit EPS Earnings per share ERRP Early retiree reimbursement program ETR Effective tax rate FASB Financial Accounting Standards Board FTR Financial transmission right GAAP Generally accepted accounting principles GHG Greenhouse gas IFRS International Financial Reporting Standards LLW Low-level radioactive waste LNG Liquefied natural gas MACT Maximum achievable control technology MERP Metropolitan Emissions Reduction Project MGP Manufactured gas plant MISO Midwest Independent Transmission System Operator, Inc. MRO Midwest Reliability Organization MVP Multi-value project Native load Customer demand of retail and wholesale customers that a utility has an obligation to serve under statute or long-term contract NEI Nuclear Energy Institute NOL Net operating loss NOx Nitrogen oxide NOV Notice of violation NTC Notifications to construct O&M Operating and maintenance OCI Other comprehensive income PBRP Performance-based regulatory plan PCB Polychlorinated biphenyl PFS Private Fuel Storage, LLC PJM PJM Interconnection, LLC PPA Purchased power agreement Provident Provident Life & Accident Insurance Company PRP Potentially responsible party PSP Performance share plan PV Photovoltaic REC Renewable energy credit RECB Regional expansion criteria benefits ROE Return on equity ROFR Right of first refusal RPS Renewable portfolio standards RSG Revenue sufficiency guarantee RTO Regional Transmission Organization SCR Selective catalytic reduction SIP State implementation plan SO2 Sulfur dioxide SPP Southwest Power Pool, Inc. Standard & Poor’s Standard & Poor’s Ratings Services TSR Total shareholder return WECC Western Electricity Coordinating Council WTMPA West Texas Municipal Power Agency Measurements Bcf Billion cubic feet KV Kilovolts KWh Kilowatt hours Mcf Thousand cubic feet MMBtu Million British thermal units MW Megawatts MWh Megawatt hours COMPANY OVERVIEW Xcel Energy Inc. is a holding company with subsidiaries engaged primarily in the utility business. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of Xcel Energy Inc. and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth recovery; trade, fiscal, taxation and environmental policies in areas where Xcel Energy has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy Inc. and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions by regulatory bodies impacting our nuclear operations, including those affecting costs, operations or the approval of requests pending before the NRC; financial or regulatory accounting policies imposed by regulatory bodies; availability or cost of capital; employee work force factors; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy Inc. in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto. |
/s/ DELOITTE & TOUCHE LLP Minneapolis, Minnesota February 24, 2012 XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (amounts in thousands, except per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (amounts in thousands) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (amounts in thousands, except share and per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (amounts in thousands) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION (amounts in thousands, except share and per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION - (Continued) (amounts in thousands, except share and per share data) (a) Pollution control financing (b) Resource recovery financing See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; environmental laws and regulations; actions of accounting regulatory bodies; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the SEC, including “Risk Factors” in Item 1A of Xcel Energy’s Form 10-K for the year ended Dec. 31, 2010 and Exhibit 99.01 to Xcel Energy’s Form 10-K for the year ended Dec. 31, 2010. |
/s/ DELOITTE & TOUCHE LLP Minneapolis, Minnesota February 28, 2011 Index XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (amounts in thousands, except per share data) Index XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (amounts in thousands of dollars) See Notes to Consolidated Financial Statements Index XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (amounts in thousands of dollars) See Notes to Consolidated Financial Statements Index XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (amounts in thousands) See Notes to Consolidated Financial Statements Index XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION (amounts in thousands of dollars) See Notes to Consolidated Financial Statements Index XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION - (Continued) (amounts in thousands of dollars) See Notes to Consolidated Financial Statements Index XCEL ENERGY INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; environmental laws and regulations, actions of accounting regulatory bodies; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the SEC, including "Risk Factors" in Item 1A of Xcel Energy's Form 10-K for the year ended Dec. 31, 2009 and Exhibit 99.01 to Xcel Energy's Form 10-K for the year ended Dec. 31, 2009. |
Item 1 - Business DEFINITION OF ABBREVIATIONS AND INDUSTRY TERMS Xcel Energy Subsidiaries and Affiliates (current and former) Cheyenne Cheyenne Light, Fuel and Power Company, a Wyoming corporation Eloigne Eloigne Co., invests in rental housing projects that qualify for low-income housing tax credits NCE New Century Energies, Inc. NRG NRG Energy, Inc., a Delaware corporation and independent power producer NMC Nuclear Management Company, a wholly owned subsidiary of NSP Nuclear Corporation NSP-Minnesota Northern States Power Company, a Minnesota corporation NSP-Wisconsin Northern States Power Company, a Wisconsin corporation PSCo Public Service Company of Colorado, a Colorado corporation PSRI PSR Investments, Inc., a manager of corporate-owned life insurance policies SPS Southwestern Public Service Co., a New Mexico corporation UE Utility Engineering Corporation, an engineering, construction and design company utility subsidiaries NSP-Minnesota, NSP-Wisconsin, PSCo, SPS WGI WestGas InterState, Inc., a Colorado corporation operating an interstate natural gas pipeline WYCO WYCO Development LLC, a joint venture formed with a subsidiary of El Paso Corporation to develop and lease natural gas pipeline, storage, and compression facilities Xcel Energy Xcel Energy Inc., a Minnesota corporation Federal and State Regulatory Agencies CAPCD Colorado Air Pollution Control Division CPUC Colorado Public Utilities Commission. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions of accounting regulatory bodies; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the SEC, including "Risk Factors" in Item 1A of Xcel Energy's Form 10-K for the year ended Dec. 31, 2008 and Exhibit 99.01 to Xcel Energy's Form 10-K for the year ended Dec. 31, 2008. |
/s/ DELOITTE & TOUCHE LLP Minneapolis, Minnesota February 27, 2009 XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Income (amounts in thousands, except per share data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (amounts in thousands of dollars) (a)See Note 22 See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Balance Sheets (amounts in thousands of dollars) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Common Stockholder's Equity and Comprehensive Income (amounts in thousands) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Capitalization (amounts in thousands of dollars) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Capitalization - (Continued) (amounts in thousands of dollars) (a)Resource recovery financing (b)Pollution control financing See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements 1. |
Item 1 - Business DEFINITION OF ABBREVIATIONS AND INDUSTRY TERMS Xcel Energy Subsidiaries and Affiliates (current and former) Cheyenne Cheyenne Light, Fuel and Power Company, a Wyoming corporation Eloigne Eloigne Co., invests in rental housing projects that qualify for low-income housing tax credits NCE New Century Energies, Inc. NRG NRG Energy, Inc., a Delaware corporation and independent power producer NMC Nuclear Management Company, a wholly owned subsidiary of NSP Nuclear Corporation NSP-Minnesota Northern States Power Company, a Minnesota corporation NSP-Wisconsin Northern States Power Company, a Wisconsin corporation PSCo Public Service Company of Colorado, a Colorado corporation PSRI PSR Investments, Inc., a manager of corporate-owned life insurance policies SPS Southwestern Public Service Co., a New Mexico corporation UE Utility Engineering Corporation, an engineering, construction and design company utility subsidiaries NSP-Minnesota, NSP-Wisconsin, PSCo, SPS WGI WestGas Interstate, Inc., a Colorado corporation operating an interstate natural gas pipeline WYCO WYCO Development LLC Xcel Energy Xcel Energy Inc., a Minnesota corporation Federal and State Regulatory Agencies CPUC Colorado Public Utilities Commission. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions of accounting regulatory bodies; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the SEC, including "Risk Factors" in Item 1A of Xcel Energy's Form 10-K for the year ended Dec. 31, 2007 and Exhibit 99.01 to Xcel Energy's Form 10-K for the year ended Dec. 31, 2007. |
During 2007, the initial phase of this project was completed with the successful conversion of the Allen S. King plant to a natural gas facility; •Approximately $1 billion through 2010 for Comanche 3, a project to build an additional coal unit in Colorado; •Approximately $215 million for the planned addition of two gas fired units totaling 300 MW at the Fort St. Vrain generating facility located in Colorado; •A proposed $1 billion investment through 2015 to extend the lives and increase the output of two nuclear facilities, Monticello and Prairie Island; •A proposed $1.1 billion investment through 2015 to add capacity and reduce emissions at the Sherco coal fired plant; •A planned investment by the CapX 2020 coalition of utilities ranging from $1.3 billion to 1.6 billion between 2008 and 2015 to expand the transmission system in the upper Midwest, of which Xcel Energy's share of the investment would be approximately $700 million, representing the first phase of CapX 2020; and •Several other potential environmental initiatives, including substantial wind generation investment described above and outlined in the recently proposed Colorado and Minnesota resource plans. |
FOWKE III Vice President and Chief Financial Officer (Principal Financial Officer) * C. CONEY BURGESS Director * FREDRIC W. CORRIGAN Director * RICHARD K. DAVIS Director * ROGER R. HEMMINGHAUS Director * A. BARRY HIRSCHFELD Director * DOUGLAS W. LEATHERDALE Director * ALBERT F. MORENO Director * MARGARET R. PRESKA Director * A. PATRICIA SAMPSON Director * RICHARD H. TRULY Director * DAVID A. WESTERLUND Director * TIMOTHY V. WOLF Director * /s/ TERESA S. MADDEN TERESA S. MADDEN Attorney-in-Fact Index PART I Item 1 - Business DEFINITION OF ABBREVIATIONS AND INDUSTRY TERMS COMPANY OVERVIEW NSP-Minnesota NSP-Wisconsin PSCo SPS Other Subsidiaries ELECTRIC UTILITY OPERATIONS Electric Utility Trends Overview Summary of Recent Federal Regulatory Developments NSP-Minnesota Public Utility Regulation Capacity and Demand Energy Sources and Related Transmission Initiatives Fuel Supply and Costs Wholesale Commodity Marketing Operations NSP-Wisconsin Public Utility Regulation Capacity and Demand Energy Sources and Related Initiatives Fuel Supply and Costs PSCo Public Utility Regulation Capacity and Demand Energy Sources and Related Transmission Initiatives Fuel Supply and Costs Wholesale Commodity Marketing Operations SPS Public Utility Regulation Capacity and Demand Energy Sources and Related Transmission Initiatives Fuel Supply and Costs Wholesale Commodity Marketing Operations Xcel Energy Electric Operating Statistics NATURAL GAS UTILITY OPERATIONS Natural Gas Utility Trends NSP-Minnesota Public Utility Regulation Capability and Demand Natural Gas Supply and Costs NSP-Wisconsin Public Utility Regulation Capability and Demand Natural Gas Supply and Costs PSCo Public Utility Regulation Capability and Demand Natural Gas Supply and Costs Xcel Energy Gas Operating Statistics ENVIRONMENTAL MATTERS CAPITAL SPENDING AND FINANCING EMPLOYEES EXECUTIVE OFFICERS Item 1A - Risk Factors Risks Associated with Our Business Risks Associated with Our Holding Company Structure Item 1B - Unresolved SEC Staff Comments Item 2 - Properties NSP-Minnesota NSP-Wisconsin PSCo SPS Item 3 - Legal Proceedings Additional Information Item 4 - Submission of Matters to a Vote of Security Holders PART II Item 5 - Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Quarterly Stock Data COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN* Among Xcel Energy, The S&P 500 and The EEI Investor-Owned Electrics Item 6 - Selected Financial Data Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations Business Segments and Organizational Overview Continuing Operations Discontinued Operations Forward-Looking Statements Management's Strategic Plan Financial Review Summary of Financial Results Statement of Operations Analysis - Continuing Operations Electric Utility, Short-Term Wholesale and Commodity Trading Margins Natural Gas Utility Revenues and Margins Non-Fuel Operating Expenses and Other Items Holding Company and Other Results Statement of Operations Analysis - Discontinued Operations (Net of Tax) Regulated Utility Results - Discontinued Operations Other and Nonregulated Results - Discontinued Operations Factors Affecting Results of Continuing Operations CRITICAL ACCOUNTING POLICIES AND ESTIMATES Regulatory Accounting Nuclear Decommissioning Income Tax Accruals Employee Benefits Pending Accounting Changes Derivatives, Risk Management and Market Risk Liquidity and Capital Resources Cash Flows Capital Requirements Capital Sources Future Financing Plans Off-Balance-Sheet Arrangements Earnings Guidance Item 7A - Quantitative and Qualitative Disclosures About Market Risk Item 8 - Financial Statements and Supplementary Data Management Report on Internal Controls Over Financial Reporting XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Income (thousands of dollars, except per share data) XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (thousands of dollars) XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Balance Sheets (thousands of dollars) XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Common Stockholders' Equity and Comprehensive Income (thousands) XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Capitalization (thousands of dollars) XCEL ENERGY INC. AND SUBSIDIARIES Consolidated Statements of Capitalization - (Continued) (thousands of dollars) XCEL ENERGY INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements 1. |
Item 1 - Business DEFINITION OF ABBREVIATIONS AND INDUSTRY TERMS Xcel Energy Subsidiaries and Affiliates (current and former) Cheyenne Cheyenne Light, Fuel and Power Company, a Wyoming corporation Eloigne Eloigne Co., invests in rental housing projects that qualify for low-income housing tax credits NRG NRG Energy, Inc., a Delaware corporation and independent power producer NMC Nuclear Management Co., a company formed by NSP-Minnesota, Wisconsin Electric Power Co., Wisconsin Public Service Corporation and Alliant Energy Corp. NSP-Minnesota Northern States Power Co., a Minnesota corporation NSP-Wisconsin Northern States Power Co., a Wisconsin corporation Planergy Planergy International, Inc., an energy management solutions company PSCo Public Service Company of Colorado, a Colorado corporation PSRI PSR Investments, Inc., a manager of permanent life insurance policies SPS Southwestern Public Service Co., a New Mexico corporation UE Utility Engineering Corporation, an engineering, construction and design company Utility Subsidiaries NSP-Minnesota, NSP-Wisconsin, PSCo, SPS WGI WestGas Interstate, Inc., a Colorado corporation operating an interstate natural gas pipeline Xcel Energy Xcel Energy Inc., a Minnesota corporation Federal and State Regulatory Agencies CPUC Colorado Public Utilities Commission. |
Since Aug. 2005, the FERC has completed or initiated the proceedings to modify its regulations on a number of subjects, including: · Adopting new regulations by establishing rules for accounting procedures for holding company systems, including cost allocation rules for transactions between companies within a holding company system; · Adopting new regulations to implement changes to the FERC’s merger and asset transfer authority; · Adopting new “market manipulation regulations” prohibiting any “manipulative or deceptive device or contrivance” in wholesale natural gas and electricity commodity and transportation or transmission markets and interpreting this standard in a manner consistent with Rule 10b-5 of the SEC; violations are subject to potential civil penalties of up to $1 million per day; · Adopting regulations to establish a national Electric Reliability Organization (ERO) to replace the voluntary North American Electric Reliability Council (NERC) structure, and requiring the ERO to establish mandatory reliability standards and imposition of financial or other penalties for violations of adopted standards. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership; structures that affect the speed and degree to which competition enters the electric and natural gas markets; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions of accounting regulatory bodies; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the SEC, including “Risk Factors” in Item 1A of Xcel Energy’s Form 10-K for the year ended Dec. 31, 2006 and Exhibit 99.01 to Xcel Energy’s Form 10-K for the year ended Dec. 31, 2006. |
Accounting Policy Judgments/Uncertainties Affecting Application See Additional Discussion At Regulatory Mechanisms and Cost Recovery · Anticipated future regulatory decisions and their impact · External regulatory decisions, requirements and regulatory environment · Impact of deregulation and competition on ratemaking process and ability to recover costs Management’s Discussion and Analysis: Factors Affecting Results of Continuing Operations · Regulation Notes to Consolidated Financial Statements · Notes 1, 12, 13, 14 and 16 Nuclear Plant Decommissioning and Cost Recovery · Costs of future decommissioning · Availability of facilities for waste disposal · Approved methods for waste disposal · Useful lives of nuclear power plants · Future recovery of plant investment and decommissioning costs · Re-licensing of nuclear plants impact on decommissioning costs Notes to Consolidated Financial Statements · Notes 1, 14 and 15 Income Tax Accruals · Application of tax statutes and regulations to transactions · Anticipated future decisions of tax authorities · Ability of tax authority decisions/positions to withstand legal challenges and appeals · Ability to realize tax benefits through carry backs to prior periods or carry overs to future periods Management’s Discussion and Analysis: Factors Affecting Results of Continuing Operations · Tax Matters Notes to Consolidated Financial Statements · Notes 1, 7 and 14 Benefit Plan Accounting · Future rate of return on pension and other plan assets, including impact of any changes to investment portfolio composition · Discount rates used in valuing benefit obligation · Actuarial period selected to recognize deferred investment gains and losses Management’s Discussion and Analysis: Factors Affecting Results of Continuing Operations · Pension Plan Costs and Assumptions Notes to Consolidated Financial Statements · Notes 1 and 9 Xcel Energy continually makes judgments and estimates related to these critical accounting policy areas, based on an evaluation of the varying assumptions and uncertainties for each area. |
Item 1 - Business DEFINITION OF ABBREVIATIONS AND INDUSTRY TERMS Xcel Energy Subsidiaries and Affiliate (current and former) BMG Black Mountain Gas Co., a regulated natural gas and propane distribution company Cheyenne Cheyenne Light, Fuel and Power Company, a Wyoming corporation Eloigne Eloigne Co., invests in rental housing projects that qualify for low-income housing tax credits NRG NRG Energy, Inc., a Delaware corporation and independent power producer NMC Nuclear Management Co. NSP-Minnesota Northern States Power Co., a Minnesota corporation NSP-Wisconsin Northern States Power Co., a Wisconsin corporation Planergy Planergy International, Inc., an energy management solutions company PSCo Public Service Company of Colorado, a Colorado corporation PSRI PSR Investments, Inc. SPS Southwestern Public Service Co., a New Mexico corporation UE Utility Engineering Corporation, an engineering, construction and design company Utility Subsidiaries NSP-Minnesota, NSP-Wisconsin, PSCo, SPS Viking Viking Gas Transmission Co., an interstate natural gas pipeline company WGI WestGas Interstate, Inc., a Colorado corporation operating an interstate natural gas pipeline Xcel Energy Xcel Energy Inc., a Minnesota corporation Federal and State Regulatory Agencies ASLB Atomic Safety and Licensing Board CPUC Colorado Public Utilities Commission. |
Since Aug. 2005, the FERC has completed or initiated the proceedings to modify its regulations on a number of subjects, including: • Adopting new regulations to implement the Energy Act repeal of PUHCA by establishing rules for accounting procedures for holding company systems, including cost allocation rules for transactions between companies within a holding company system; • Adopting new regulations to implement changes to the FERC’s merger and asset transfer authority under Section 203 of the Federal Power Act; • Adopting new “market manipulation regulations” prohibiting any “manipulative or deceptive device or contrivance” in wholesale natural gas and electricity commodity and transportation or transmission markets and interpreting this standard in a manner consistent with Rule 10b-5 of the SEC; violations are subject to potential civil penalties of up to $1 million per day; • Adopting regulations to establish a national Electric Reliability Organization (ERO) to replace the voluntary North American Electric Reliability Council (NERC) structure, and requiring the ERO to establish mandatory reliability standards and imposition of financial or other penalties for violations of adopted standards; NERC is expected to apply to become designated as the ERO later in 2006; • Adopting rules to implement changes to the Public Regulatory Policy Act of 1978 (PURPA) to allow utility ownership of Qualifying Facilities (QFs) and strengthening the thermal energy requirements for entities seeking to be QFs; • Proposing rules that would allow a utility to seek to eliminate its mandatory QF power purchase obligation for utilities in organized wholesale energy markets; • Proposing rules to establish incentives for investment in new electric transmission infrastructure. |
The resource plan: • identifies the need for adding up to 1,125 MW of new base-load electricity generation by 2015; • recommends a new resource acquisition process that includes multiple options for consideration, including generation built by NSP-Minnesota; • recommends increasing energy-saving goals for demand-side energy management programs by nearly 17 percent; • recommends extending the operating licenses for the Prairie Island and Monticello nuclear plants by 20 years (on Jan. 18, 2005, NSP-Minnesota applied for a certificate of need in Minnesota for a dry spent-fuel storage facility at the Monticello plant, and plans to file an application with the federal government to extend the Monticello plant’s license and to make similar filings for the Prairie Island plant in 2008); • assumes nearly 1,700 MW of wind power with most developed on NSP-Minnesota’s system; • identifies the need for obtaining up to 550 MW of new power resources for peak usage times by 2015 depending on the amount and timing of any base-load resources acquired; and • cites the importance of ensuring that sufficient transmission resources are available to move electricity from generation sources. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership; structures that affect the speed and degree to which competition enters the electric and natural gas markets; the higher risk associated with Xcel Energy’s nonregulated businesses compared with its regulated businesses; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions of accounting regulatory bodies; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including “Risk Factors” in Item 1A of Xcel Energy’s Annual Report on Form 10-K for the year ended Dec. 31, 2005 and Exhibit 99.01 to Xcel Energy’s Annual Report on Form 10-K for the year ended Dec. 31, 2005. |
Accounting Policy Judgments/Uncertainties Affecting Application See Additional Discussion At Regulatory Mechanisms and Cost Recovery • Anticipated future regulatory decisions and their impact • External regulatory decisions, requirements and regulatory environment • Impact of deregulation and competition on ratemaking process and ability to recover costs Management’s Discussion and Analysis: Factors Affecting Results of Continuing Operations • Regulation Notes to Consolidated Financial Statements • Notes 1, 14 and 16 Nuclear Plant Decommissioning and Cost Recovery • Costs of future decommissioning • Availability of facilities for waste disposal • Approved methods for waste disposal • Useful lives of nuclear power plants • Future recovery of plant investment and decommissioning costs Notes to Consolidated Financial Statements • Notes 1, 14 and 15 Income Tax Accruals • Application of tax statutes and regulations to transactions • Anticipated future decisions of tax authorities • Ability of tax authority decisions/positions to withstand legal challenges and appeals • Ability to realize tax benefits through carry backs to prior periods or carry overs to future periods Management’s Discussion and Analysis: Factors Affecting Results of Continuing Operations • Tax Matters Notes to Consolidated Financial Statements • Notes 1, 8 and 14 Benefit Plan Accounting • Future rate of return on pension and other plan assets, including impact of any changes to investment portfolio composition • Discount rates used in valuing benefit obligation • Actuarial period selected to recognize deferred investment gains and losses Management’s Discussion and Analysis: Factors Affecting Results of Continuing Operations • Pension Plan Costs and Assumptions Notes to Consolidated Financial Statements • Notes 1 and 10 Asset Valuation • Regional economic conditions affecting asset operation, market prices and related cash flows • Regulatory and political environments and requirements • Levels of future market penetration and customer growth Management’s Discussion and Analysis: Results of Operations • Statement of Operations Analysis • Discontinued Operations Factors Affecting Results of Continuing Operations • Impact of Nonregulated Investments Notes to Consolidated Financial Statements • Note 2 Xcel Energy continually makes informed judgments and estimates related to these critical accounting policy areas, based on an evaluation of the varying assumptions and uncertainties for each area. |
Key Assumptions for 2006: • Normal weather patterns are experienced; • Reasonable rate recovery is approved in the Minnesota electric rate case; • Weather-adjusted retail electric utility sales grow by approximately 1.3 percent to 1.7 percent; • Weather-adjusted retail natural gas utility sales grow by approximately 0.0 percent to 1.0 percent; • Short-term wholesale and commodity trading margins are projected to be within a range of approximately $30 million to $50 million; • Other utility operating and maintenance expenses increase between 3 percent and 4 percent from 2005 levels; • Depreciation expense increases approximately $100 million to $110 million, which includes increases in decommissioning accruals that are expected to be recovered through rates approved in the Minnesota electric rate case; • Interest expense increases approximately $10 million to $15 million from 2005 levels; • Allowance for funds used during construction recorded for equity financing is expected to increase approximately $10 million to $15 million from 2005 levels; • Xcel Energy continues to recognize COLI tax benefits; • The effective tax rate for continuing operations is approximately 27 percent to 29 percent; and • Average common stock and equivalents total approximately 428 million shares, based on the “If Converted” method for convertible notes. |
The resource plan: • identifies the need for adding up to 1,125 MW of new base-load electricity generation by 2015; • recommends a new resource acquisition process that includes multiple options for consideration, including generation built by NSP-Minnesota; • recommends increasing energy-saving goals for demand-side energy management programs by nearly 17 percent; • recommends extending the operating licenses for the Prairie Island and Monticello nuclear plants by 20 years (on Jan. 18, 2005, NSP-Minnesota applied for a certificate of need in Minnesota for a dry spent-fuel storage facility at the Monticello plant, and plans to file an application with the federal government to extend the Monticello plant’s license and to make similar filings for the Prairie Island plant in 2008); • assumes nearly 1,700 MW of wind power with most developed on NSP-Minnesota’s system; • identifies the need for obtaining up to 550 MW of new power resources for peak usage times by 2015 depending on the amount and timing of any base-load resources acquired; and • cites the importance of ensuring that sufficient transmission resources are available to move electricity from generation sources. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership; structures that affect the speed and degree to which competition enters the electric and natural gas markets; the higher risk associated with Xcel Energy’s nonregulated businesses compared with its regulated businesses; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; actions of accounting regulatory bodies; risks associated with the California power market; the items described under Factors Affecting Results of Continuing Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including Exhibit 99.01 to Xcel Energy’s Annual Report on Form 10-K for the year ended Dec. 31, 2004. |
Key Assumptions for 2005: • Seren is held for sale and accounted for as discontinued operations; • Normal weather patterns are experienced for 2005; • Weather-adjusted retail electric utility sales growth of approximately 2.0 percent to 2.4 percent; • Weather-adjusted retail natural gas utility sales growth of approximately 1.0 percent to 1.3 percent; • A successful outcome in the $9.9 million NSP-Minnesota gas rate case; • A successful outcome in the FERC rate case of approximately $5 million; • Capacity costs are projected to increase by $15 million, net of capacity cost recovery; • No additional margin impact associated with the fuel allocation issue at SPS; • 2005 trading and short-term wholesale margins are projected to decline by approximately $30 million to $55 million; • 2005 other utility operating and maintenance expense is expected to increase between 2 percent to 3 percent; • 2005 depreciation expense is projected to increase approximately 7 percent to 8 percent; • 2005 interest expense is projected to increase approximately $10 million to $15 million; • Allowance for funds used during construction-equity is projected to be relatively flat; • Xcel Energy continues to recognize COLI tax benefits of 9 cents per share in 2005; • The effective tax rate for continuing operations is expected to be approximately 28 percent to 31 percent; and • Average common stock and equivalents of approximately 426 million shares in 2005, based on the “If Converted” method for convertible notes. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including the availability of credit and its impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership; structures that affect the speed and degree to which competition enters the electric and natural gas markets; the higher risk associated with Xcel Energy’s nonregulated businesses compared with its regulated businesses; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; risks associated with the California power market; the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including Exhibit 99.01 to Xcel Energy’s Annual Report on Form 10-K for the year ended Dec. 31, 2003. |
Accounting Policy Judgments/Uncertainties Affecting Application See Additional Discussion At Regulatory Mechanisms • External regulatory decisions, Management’s Discussion and Analysis: and Cost Recovery requirements and regulatory environment Factors Affecting Results of Continuing Operations • Anticipated future regulatory decisions • Utility Industry Changes and their impact • Regulation • Impact of deregulation and competition on ratemaking process and ability to Notes to Consolidated Financial Statements recover costs • Notes 1, 17 and 19 Nuclear Plant • Costs of future decommissioning Notes to Consolidated Financial Statements Decommissioning and • Availability of facilities for waste • Notes 1, 17 and 18 Cost Recovery disposal • Approved methods for waste disposal • Useful lives of nuclear power plants • Future recovery of plant investment and decommissioning costs Income Tax Accruals • Application of tax statutes and Management’s Discussion and Analysis: regulations to transactions Factors Affecting Results of Continuing Operations • Anticipated future decisions of tax • Tax Matters authorities • Ability of tax authority Notes to Consolidated Financial Statements decisions/positions to withstand legal • Notes 1, 10 and 17 challenges and appeals • Ability to realize tax benefits through carrybacks to prior periods or carryovers to future periods Benefit Plan Accounting • Future rate of return on pension and other Management’s Discussion and Analysis: plan assets, including impacts of any Factors Affecting Results of Continuing Operations changes to investment portfolio • Pension Plan Costs and Assumptions composition • Discount rates used in valuing benefit Notes to Consolidated Financial Statements obligation • Notes 1 and 12 • Actuarial period selected to recognize deferred investment gains and losses Asset Valuation • Regional economic conditions affecting Management’s Discussion and Analysis: asset operation, market prices and Results of Operations related cash flows • Statement of Operations Analysis - Discontinued • Foreign currency valuations changes Operations • Regulatory and political environments and Factors Affecting Results of Continuing Operations requirements • Impact of Nonregulated Investments • Levels of future market penetration and customer growth Notes to Consolidated Financial Statements • Note 3 Xcel Energy continually makes informed judgments and estimates related to these critical accounting policy areas, based on an evaluation of the varying assumptions and uncertainties for each area. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including their impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; effects of geopolitical events, including war and acts of terrorism; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership; structures that affect the speed and degree to which competition enters the electric and gas markets; the higher risk associated with Xcel Energy’s nonregulated businesses compared with its regulated businesses; currency translation and transaction adjustments; risks associated with the California power market; the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including Exhibit 99.01 to Xcel Energy’s Annual Report on Form 10-K for the year ended Dec. 31, 2002. |
/S/ PRICEWATERHOUSECOOPERS LLP PricewaterhouseCoopers LLP Minneapolis, Minnesota March 28, 2003 XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Thousands of Dollars, Except Per Share Data) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands of Dollars) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Thousands of Dollars) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDERS’ EQUITY AND OTHER COMPREHENSIVE INCOME (Thousands of Dollars) See Notes to Consolidated Financial Statements XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION (Thousands of Dollars) (a) Resource recovery financing (b) Pollution control financing See Notes to Consolidated Financial Statements See Notes to Consolidated Financial Statements (a) Resource recovery financing (b) Pollution control financing See Notes to Consolidated Financial Statements NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including their impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery or have an impact on rates; structures that affect the speed and degree to which competition enters the electric and gas markets; the higher risk associated with Xcel Energy’s nonregulated businesses compared with its regulated businesses; currency translation and transaction adjustments; risks associated with the California power market; the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including Exhibit 99.01 to Xcel Energy’s Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2001. |
Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including their impact on capital expenditures and the ability of Xcel Energy and its subsidiaries to obtain financing on favorable terms; business conditions in the energy industry; competitive factors, including the extent and timing of the entry of additional competition in the markets served by Xcel Energy and its subsidiaries; unusual weather; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rate structures and affect the speed and degree to which competition enters the electric and natural gas markets; the higher risk associated with Xcel Energy's nonregulated businesses compared with its regulated businesses; currency translation and transaction adjustments; risks associated with the California power market; the items described under "Factors Affecting Results of Operations;" and the other risk factors listed from time to time by Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including Exhibit 99.04 to Xcel Energy's Report on Form 8-K dated Aug. 21, 2000. |
The Merger Agreement may be terminated under certain circumstances, including (1) by mutual consent of the parties; (2) by any party if the Merger Transaction is not consummated by April 30, 1997 (provided, however, that such termination date shall be extended to Oct. 31, 1997 if all conditions to closing the Merger Transaction, other than the receipt of all regulatory approvals without any materially adverse terms by any of the parties, have been or are capable of being fulfilled at April 30, 1997); (3) by any party if either NSP's or WEC's shareholders vote against the Merger Transaction or if any state or federal law or court order prohibits the Merger Transaction; (4) by a non-breaching party if there exist breaches of any representations or warranties made in the Merger Agreement as of the date thereof which breaches, individually or in the aggregate, would result in a material adverse effect on the breaching party and which is not cured within 20 days after notice; (5) by a non-breaching party if there occur breaches of specified covenants or material breaches of any covenant or agreement which are not cured within 20 days after notice; (6) by either party if the Board of Direc- tors of the other party shall withdraw or adversely modify its recommendation of the Merger Transaction or shall approve any competing transaction; or (7) by either party, under certain circumstances, as a result of a third-party tender offer or business combination proposal which such party's Board of Directors determines in good faith that their fiduciary duties require be accepted, after the other party has first been given an opportunity to make concessions and adjustments in the terms of the Merger Agreement. |
Item 6 - Selected Financial Data 1996 1995 1994 1993 1992 (Dollars in millions except per share data) Utility operating revenues $2 654 $2 569 $2 487 $2 404 $2 160 Utility operating expenses $2 288 $2 223 $2 178 $2 100 $1 904 Income from continuing operations before accounting change (1) $275 $276 $243 $212 $161 Net income (2) $275 $276 $243 $212 $206 Earnings available for common stock $262 $263 $231 $197 $190 Average number of common and equivalent shares outstanding (000's) 68 679 67 416 66 845 65 211 62 641 Earnings per average common share: Continuing operations before accounting change (1) $3.82 $3.91 $3.46 $3.02 $2.31 Total (2) $3.82 $3.91 $3.46 $3.02 $3.04 Dividends declared per share $2.745 $2.685 $2.625 $2.565 $2.495 Total assets $6 637 $6 229 $5 950 $5 588 $5 143 Long-term debt $1 593 $1 542 $1 463 $1 292 $1 300 Ratio of earnings (from continuing operations before accounting change, excluding undistributed equity income and including AFC) to fixed charges 3.8 3.9 4.0 4.0 3.2 Notes: (1) Income and earnings from continuing operations exclude an accounting change in 1992 as discussed below. |
/s/ DELOITTE & TOUCHE LLP Minneapolis, Minnesota February 8, 1995 Consolidated Statements of Income Year Ended Dec. 31 (Thousands of dollars, except per share data) 1996 1995 1994 Utility Operating Revenues Electric $2 127 413 $2 142 770 $2 066 644 Gas 526 793 425 814 419 903 Total 2 654 206 2 568 584 2 486 547 Utility Operating Expenses Fuel for electric generation 301 201 325 652 321 126 Purchased and interchange power 240 066 244 593 249 754 Cost of gas purchased and transported 335 453 256 758 263 905 Other operation 336 506 321 121 316 479 Maintenance 155 830 158 203 170 145 Administrative and general 148 656 186 147 187 996 Conservation and energy management 69 784 53 466 31 231 Depreciation and amortization 306 432 290 184 273 801 Property and general taxes 232 824 239 433 234 564 Income taxes 161 410 147 148 129 228 Total 2 288 162 2 222 705 2 178 229 Utility Operating Income 366 044 345 879 308 318 Other Income (Expense) Equity in earnings of unconsolidated affiliates: Earnings from operations 31 025 29 217 32 024 Gain from contract termination 29 850 9 685 Allowance for funds used during construction---equity 7 595 6 794 4 548 Other income (deductions)---net (14 026) (7 975) (3 686) Income taxes on nonregulated operations and nonoperating items 14 600 (5 080) (199) Total 39 194 52 806 42 372 Income Before Interest Charges 405 238 398 685 350 690 Interest Charges Interest on utility long-term debt 101 177 103 298 89 553 Other utility interest and amortization 21 950 20 151 17 555 Nonregulated interest and amortization 18 834 9 879 7 975 Allowance for funds used during construction---debt (11 262) (10 438) (7 868) Total 130 699 122 890 107 215 Net Income 274 539 275 795 243 475 Preferred Stock Dividends 12 245 12 449 12 364 Earnings Available for Common Stock $262 294 $263 346 $231 111 Average Number of Common and Equivalent Shares Outstanding (000's) 68 679 67 416 66 845 Earnings Per Average Common Share $3.82 $3.91 $3.46 Common Dividends Declared per Share $2.745 $2.685 $2.625 See Notes to Financial Statements Consolidated Statements of Cash Flows Year Ended Dec. 31 (Thousands of dollars) 1996 1995 1994 Cash Flows from Operating Activities: Net income $274 539 $275 795 $243 475 Adjustments to reconcile net income to cash from operating activities: Depreciation and amortization 335 605 322 296 304 583 Nuclear fuel amortization 45 774 49 778 45 553 Deferred income taxes (30 561) (11 076) (6 101) Deferred investment tax credits recognized (9 352) (9 117) (9 501) Allowance for funds used during construction ---equity (7 595) (6 794) (4 548) Undistributed equity in earnings of unconsolidated affiliate operations (25 976) (24 305) (23 588) Undistributed equity in gain from nonregulated contract termination (17 565) Cash used for changes in certain working capital items (see below) (58 634) (791) (8 627) Conservation program expenditures---net of amortization (2 854) (21 668) (29 963) Cash provided by (used for) changes in other assets and liabilities 23 518 17 234 (1 042) Net Cash Provided by Operating Activities 544 464 573 787 510 241 Cash Flows from Investing Activities: Capital expenditures: Utility plant additions (including nuclear fuel) (386 655) (386 022) (387 026) Additions to nonregulated property (25 807) (14 984) (22 260) Increase (decrease) in construction payables (3 716) (12 588) 11 668 Allowance for funds used during construction---equity 7 595 6 794 4 548 Investment in external decommissioning fund (40 497) (33 196) (42 677) Equity investments, loans and deposits for nonregulated projects (299 173) (55 884) (133 348) Collection of loans made to nonregulated projects 116 126 1 766 459 Other investments---net (15 873) (998) (488) Net Cash Used for Investing Activities (648 000) (495 112) (569 124) Cash Flows from Financing Activities: Change in short-term debt---net issuances (repayments) 152 173 (22 245) 132 239 Proceeds from issuance of long-term debt 197 824 277 174 367 184 Loan to ESOP (15 000) Repayment of long-term debt, including reacquisition premiums (67 628) (195 683) (272 097) Proceeds from issuance of common stock 41 725 56 185 1 368 Dividends paid (198 234) (191 367) (186 568) Net Cash Provided by (Used for) Financing Activities 125 860 (90 936) 42 126 Net Increase (Decrease) in Cash and Cash Equivalents 22 324 (12 261) (16 757) Cash and Cash Equivalents at Beginning of Period 28 794 41 055 57 812 Cash and Cash Equivalents at End of Period $51 118 $28 794 $41 055 Cash Provided by (Used for) Changes in Certain Working Capital Items: Customer accounts receivable and unbilled utility revenues $(41 495) $(66 311) $14 708 Materials and supplies inventories (9 891) 14 290 (13 462) Payables and accrued liabilities (excluding construction payables) 1 179 53 141 32 550 Customer rate refunds (1 825) (10 410) Other (8 427) (86) (32 013) Net $(58 634) $(791) $(8 627) Supplemental Disclosures of Cash Flow Information: Cash paid during the year for: Interest (net of amount capitalized) $121 697 $113 705 $106 867 Income taxes (net of refunds received) $165 146 $131 452 $170 474 See Notes to Financial Statements Consolidated Balance Sheets Dec. 31 (Thousands of dollars) 1996 1995 Assets Utility Plant Electric---including construction work in progress: 1996, $132,705; 1995, $137,662 $6 766 896 $6 553 383 Gas 750 449 710 035 Other 331 441 299 585 Total 7 848 786 7 563 003 Accumulated provision for depreciation (3 611 244) (3 343 760) Nuclear fuel---including amounts in process: 1996, $6,916; 1995, $34,235 892 484 843 919 Accumulated provision for amortization (792 146) (752 821) Net utility plant 4 337 880 4 310 341 Current Assets Cash and cash equivalents 51 118 28 794 Customer accounts receivable--- net of accumulated provision for uncollectible accounts: 1996, $10,195; 1995, $4,338 288 330 281 584 Unbilled utility revenues 147 366 112 650 Other receivables 83 324 78 993 Materials and supplies inventories---at average cost Fuel 45 013 43 941 Other 109 425 100 607 Prepayments and other 72 647 57 894 Total current assets 797 223 704 463 Other Assets Equity investments in nonregulated projects and other investments 451 223 289 495 Regulatory assets 354 128 374 212 External decommissioning fund investments 260 756 203 625 Nonregulated property---net of accumulated depreciation: 1996, $93,320; 1995, $83,724 192 790 177 598 Notes receivable from nonregulated projects 75 811 14 560 Other long-term receivables 63 684 68 505 Intangible and other assets 103 405 85 786 Total other assets 1 501 797 1 213 781 Total $6 636 900 $6 228 585 Liabilities and Equity Capitalization Common stockholders' equity $2 135 880 $2 027 391 Preferred stockholders' equity 240 469 240 469 Long-term debt 1 592 568 1 542 286 Total capitalization 3 968 917 3 810 146 Current Liabilities Long-term debt due within one year 119 618 25 760 Other long-term debt potentially due within one year 141 600 141 600 Short-term debt---primarily commercial paper 368 367 216 194 Accounts payable 236 341 246 051 Taxes accrued 204 348 202 777 Interest accrued 34 722 31 806 Dividends payable on common and preferred stocks 50 409 48 875 Accrued payroll, vacation and other 80 995 78 310 Total current liabilities 1 236 400 991 373 Other Liabilities Deferred income taxes 804 342 841 153 Deferred investment tax credits 149 606 161 513 Regulatory liabilities 302 647 242 787 Pension and other benefit obligations 114 312 115 797 Other long-term obligations and deferred income 60 676 65 816 Total other liabilities 1 431 583 1 427 066 Commitments and Contingent Liabilities (See Notes 13 and 14) Total $6 636 900 $6 228 585 See Notes to Financial Statements See Notes to Financial Statements Consolidated Statements of Capitalization Dec. 31 (Thousands of dollars) 1996 1995 Common Stockholders' Equity Common stock---authorized 160,000,000 shares of $2.50 par value; issued shares: 1996, 69,063,712; 1995, 68,175,934 $172 659 $170 440 Premium on common stock 638 719 599 094 Retained earnings 1 340 799 1 266 026 Leveraged common stock held by Employee Stock Ownership Plan (ESOP)---shares at cost: 1996, 381,313; 1995, 229,154 (19 091) (10 657) Currency translation adjustments---net 2 794 2 488 Total common stockholders' equity $2 135 880 $2 027 391 Cumulative Preferred Stock---authorized 7,000,000 shares of $100 par value; outstanding shares: 1996 and 1995, 2,400,000 Minnesota Company $3.60 series, 275,000 shares $27 500 $27 500 4.08 series, 150,000 shares 15 000 15 000 4.10 series, 175,000 shares 17 500 17 500 4.11 series, 200,000 shares 20 000 20 000 4.16 series, 100,000 shares 10 000 10 000 4.56 series, 150,000 shares 15 000 15 000 6.80 series, 200,000 shares 20 000 20 000 7.00 series, 200,000 shares 20 000 20 000 Variable Rate series A, 300,000 shares 30 000 30 000 Variable Rate series B, 650,000 shares 65 000 65 000 Total 240 000 240 000 Premium on preferred stock 469 469 Total preferred stockholders' equity $240 469 $240 469 Long-Term Debt First Mortgage Bonds - Minnesota Company Series due: March 1, 1996, 6.2% $8 800* Oct. 1, 1997, 5 7/8% $100 000 100 000 Feb. 1, 1999, 5 1/2% 200 000 200 000 Dec. 1, 2000, 5 3/4% 100 000 100 000 Oct. 1, 2001, 7 7/8% 150 000 150 000 March 1, 2002, 7 3/8% 50 000 50 000 Feb. 1, 2003, 7 1/2% 50 000 50 000 April 1, 2003, 6 3/8% 80 000 80 000 Dec. 1, 2005, 6 1/8% 70 000 70 000 Dec. 1, 1995-2006, 6.63% 19 800** 21 100** March 1, 2011, Variable Rate 13 700* 13 700* July 1, 2025, 7 1/8% 250 000 250 000 Total 1 083 500 1 093 600 Less redeemable bonds classified as current (See Note 6) (13 700) (13 700) Less current maturities (101 400) (10 100) Net $ 968 400 $1 069 800 * Pollution control financing ** Resource recovery financing See Notes to Financial Statements Dec. 31 (Thousands of dollars) 1996 1995 Long-Term Debt---continued First Mortgage Bonds - Wisconsin Company (less reacquired bonds of $3,365 at Dec. 31, 1995) Series due: Oct. 1, 2003, 5 3/4% $40 000 $40 000 April 1, 2021, 9 1/8% 44 635 March 1, 2023, 7 1/4% 110 000 110 000 Dec. 1, 2026, 7 3/8% 65 000 Total $215 000 $194 635 Guaranty Agreements---Minnesota Company Series due: Feb. 1, 1995-2003, 5.41% $ 5 500* $ 5 700* May 1, 1995-2003, 5.69% 23 750* 24 250* Feb. 1, 2003, 7.40% 3 500* 3 500* Total 32 750 33 450 Less current maturities (700) (700) Net $32 050 $32 750 Other Long-Term Debt City of Becker Pollution Control Revenue Bonds---Series due Dec. 1, 2005, 7.25% $ 9 000* $ 9 000* April 1, 2007, 6.80% 60 000* 60 000* March 1, 2019, Variable Rate 27 900* 27 900* Sept. 1, 2019, Variable Rate 100 000* 100 000* Anoka County Resource Recovery Bond---Series due Dec. 1, 1995-2008, 7.07% 23 050** 24 150** City of La Crosse, Resource Recovery Bond---Series due Nov. 1, 2011, 7 3/4% 18 600** Nov. 1, 2021, 6% 18 600** Viking Gas Transmission Company Senior Notes---Series due Oct. 31, 2008, 6.4% 25 244 27 378 Nov. 30, 2011, 7.1% 5 370 NRG Energy, Inc. Senior Notes---Series due Feb. 1, 2006, 7.625% 125 000 NRG Energy Center, Inc. (Minneapolis Energy Center) Senior Secured Notes---Series due June 15, 2013, 7.31% 76 992 79 326 United Power & Land Notes due March 31, 2000, 7.62% 7 708 8 542 Various Eloigne Company Affordable Housing Project Notes due 1995-2024, 1.0%---9.9% 24 755 20 696 Employee Stock Ownership Plan Bank Loans due 1995-2002, Variable Rate 17 571 9 874 Miscellaneous 7 533 8 967 Total 528 723 394 433 Less variable rate Becker bonds classified as current (See Note 6) (127 900) (127 900) Less current maturities (17 518) (14 960) Net $383 305 $251 573 Unamortized discount on long-term debt-net (6 187) (6 472) Total long-term debt $1 592 568 $1 542 286 Total capitalization $3 968 917 $3 810 146 * Pollution control financing ** Resource recovery financing See Notes to Financial Statements NOTES TO FINANCIAL STATEMENTS 1. |
Detail of Certain Income and Expense Items Administrative and general (A&G) expense for utility operations consists of the following: (Thousands of dollars) 1996 1995 1994 A&G salaries and wages $47 546 $48 437 $49 726 Pension, medical and other benefits---all utility employees 64 733 81 279 80 693 Information technology, facilities and administrative support 21 281 31 863 29 751 Insurance and claims 5 503 13 969 16 771 Other 9 593 10 599 11 055 Total $148 656 $186 147 $187 996 Other income (deductions)---net consist of the following: (Thousands of dollars) 1996 1995 1994 Nonregulated operations: Operating revenues and sales $303 903 $313 082 $241 827 Operating expenses* 326 332 327 894 241 480 Pretax operating income (loss)** (22 429) (14 812) 347 Interest and investment income 15 417 11 953 10 839 Charitable contributions (5 410) (5 314) (5 037) Environmental and regulatory contingencies 1 219 1 027 (4 568) Other---net (excluding income taxes) (2 823) (829) (5 267) Total---net expense before income taxes $(14 026) $ (7 975) $ (3 686) * Includes nonregulated energy project write-downs of $1.5 million in 1996, $5.0 million in 1995 and $5.0 million in 1994. |
Regulatory Assets and Liabilities The following summarizes the individual components of unamortized regulatory assets and liabilities shown on the Consolidated Balance Sheets at Dec. 31: Remaining Amortization (Thousands of dollars) Period 1996 1995 AFC recorded in plant on a net-of-tax basis* Plant Lives $137 412 $146 662 Conservation and energy management programs* Primarily 4 Years 95 716 98 570 Losses on reacquired debt Term of New Debt 63 481 63 209 Environmental costs Primarily 11 Years 42 322 45 018 State commission accounting adjustments* Plant Lives 7 296 7 221 Unrecovered purchased gas costs 1-2 Years 3 885 5 932 Deferred postretirement benefit costs 11 Years 1 413 5 568 Other Various 2 603 2 032 Total regulatory assets $354 128 $374 212 Deferred income tax adjustments $92 390 $83 066 Investment tax credit deferrals 97 636 104 371 Unrealized gains from decommissioning investments 43 008 26 374 Pension costs-regulatory differences 45 080 21 508 Fuel costs, refunds and other 24 533 7 468 Total regulatory liabilities $302 647 $242 787 * Earns a return on investment in the ratemaking process. |
The reasons for the difference are as follows: 1996 1995 1994 Federal statutory rate 35.0% 35.0% 35.0% Increases (decreases) in tax from: State income taxes, net of federal income tax benefit 5.2% 5.1% 5.9% Tax credits recognized (3.7)% (3.4)% (3.5)% Equity income from unconsolidated affiliates (2.6)% (2.5)% (2.5)% Regulatory differences--- utility plant items 0.9% 1.0% 0.5% Other---net 0.4% (0.7)% Effective income tax rate 34.8% 35.6% 34.7% (Thousands of dollars) Income taxes are comprised of the following expense (benefit) items: Included in utility operating expenses: Current federal tax expense $154 421 $137 011 $108 652 Current state tax expense 39 923 33 359 34 823 Deferred federal tax expense (19 933) (12 019) (3 450) Deferred state tax expense (3 958) (2 396) (1 606) Deferred investment tax credits (9 043) (8 807) (9 191) Total 161 410 147 148 129 228 Included in income taxes on nonregulated operations and nonoperating items: Current federal tax expense (906) 5 481 3 959 Current state tax expense 712 1 629 923 Current foreign tax expense 616 233 219 Current federal tax credits (8 044) (5 292) (3 548) Deferred federal tax expense (5 150) 2 646 (835) Deferred state tax expense (1 520) 693 (209) Deferred investment tax credits (308) (310) (310) Total (14 600) 5 080 199 Total income tax expense $146 810 $152 228 $129 427 Income before income taxes includes net foreign equity income of $28 million, $32 million and $26 million in 1996, 1995 and 1994, respectively. |
The following table summarizes the funded status of the Company's decommissioning obligation at Dec. 31, 1996: (Thousands of dollars) 1996 Estimated decommissioning cost obligation from most recent approved study (1993 dollars) $ 750 824 Effect of escalating costs to 1996 dollars (at 4.5% per year) 105 991 Estimated decommissioning cost obligation in current dollars 856 815 Effect of escalating costs to payment date (at 4.5% per year) 987 970 Estimated future decommissioning costs (undiscounted) $1 844 785 Effect of discounting obligation (using risk-free interest rate) (1 253 038) Discounted decommissioning cost obligation 591 747 External trust fund assets at fair value 260 756 Discounted decommissioning obligation in excess of assets currently held in external trust $ 330 991 Decommissioning expenses recognized include the following components: (Thousands of dollars) 1996 1995 1994 Annual decommissioning cost accrual reported as depreciation expense: Externally funded $33 178 $33 178 $33 188 Internally funded (including interest costs) 1 268 1 174 1 109 Interest cost on externally funded decommissioning obligation 5 246 5 966 3 540 Earnings from external trust funds (6 294) (5 620) (3 539) Net decommissioning accruals recorded $33 398 $34 698 $34 298 Decommissioning and interest accruals are included with the accumulated provision for depreciation on the balance sheet. |
Segment Information Year Ended Dec. 31 (Thousands of dollars) 1996 1995 1994 Utility operating income before income taxes Electric $469 321 $444 687 $399 185 Gas 58 133 48 340 38 361 Total operating income before income taxes $527 454 $493 027 $437 546 Utility depreciation and amortization Electric $279 828 $266 231 $252 322 Gas 26 604 23 953 21 479 Total depreciation and amortization $306 432 $290 184 $273 801 Utility capital expenditures Electric utility $323 532 $317 750 $303 896 Gas utility 42 225 37 215 60 183 Common utility 20 898 31 057 22 947 Total utility capital expenditures $386 655 $386 022 $387 026 Identifiable assets Electric utility $4 735 330 $4 751 650 $4 634 511 Gas utility 649 218 600 738 556 975 Total identifiable assets 5 384 548 5 352 388 5 191 486 Other corporate assets* 1 252 352 876 197 758 246 Total assets $6 636 900 $6 228 585 $5 949 732 * Includes equity investments for nonregulated energy projects outside of the United States of $295 million in 1996, $185 million in 1995 and $134 million in 1994. |
Summarized Quarterly Financial Data (Unaudited) Quarter Ended March 31, June 30, Sept. 30, Dec. 31, 1996 1996 1996 1996 (Thousands of dollars) Utility operating revenues $718 709 $592 258 $633 258 $709 981 Utility operating income 89 277 70 801 105 456 100 510 Net income 67 210 43 382 84 239 79 708 Earnings available for common stock 64 149 40 321 81 178 76 646 Earnings per average common share $.94 $.59 $1.18 $1.11 Dividends declared per common share $.675 $.690 $.690 $.690 Stock prices---high $53 3/8 $49 5/8 $49 3/4 $49 1/8 ---low $47 5/8 $45 1/2 $44 1/2 $45 1/2 Quarter Ended March 31, June 30, Sept. 30, Dec. 31, 1995 1995 1995 1995 (Thousands of dollars) Utility operating revenues $661 167 $589 673 $664 976 $652 768 Utility operating income 87 698 68 162 111 592 78 427 Net income 68 190 59 811 88 803 58 991 Earnings available for common stock 64 989 56 686 85 742 55 929 Earnings per average common share $.97 $.84 $1.27 $.82 Dividends declared per common share $.660 $.675 $.675 $.675 Stock prices---high $46 3/4 $47 3/8 $46 7/8 $49 1/2 ---low $42 1/2 $42 7/8 $42 1/2 $45 1/8 17. |
Primergy Pro Forma Financial Information Pro Forma NSP WEC Combined (Millions of dollars, except per share amounts) As of Dec. 31, 1996: Utility Plant---Net $4 338 $3 058 $7 396 Current Assets 797 566 1 363 Other Assets 1 502 1 187 2 535 Total Assets $6 637 $4 811 $11 294 Common Stockholders' Equity $2 136 $1 946 $4 082 Preferred Stockholders' Equity 240 30 270 Long-Term Debt 1 593 1 416 3 009 Total Capitalization 3 969 3 392 7 361 Current Liabilities 1 236 527 1 763 Other Liabilities 1 432 892 2 170 Total Equity & Liabilities $6 637 $4 811 $11 294 For the Year Ended Dec. 31, 1996: Utility Operating Revenues $2 654 $1 774 $4 428 Utility Operating Income $366 $306 $672 Net Income, after Preferred Dividend Requirements $262 $218 $480 Earnings per Common Share: As reported $3.82 $1.97 Using NSP Equivalent Shares* $3.51 Using Primergy Shares $2.16 * Represents the pro forma equivalent of one share of NSP common stock calculated by multiplying the pro forma information by the conversion ratio of 1.626 shares of Primergy common stock for each share of NSP common stock. |
(5) This column consists of the following: $1,812.89 was contributed by the Company for the Employee Stock Ownership Plan (ESOP) for each named executive officer (the Company contribution on behalf of all ESOP participants, including the named executive officers, was equal to 1.20% of their covered compensation); the value to each named executive of the remainder of insurance premiums paid under the Officer Survivor Benefit Plan by the Company: $14,233 for Mr. Howard, $617 for Mr. McIntyre, $3,093 for Mr. Johnson, $0 for Mr. Taylor and $3,112 for Mr. Antony (these figures show an increase over prior years for all of the named executive officers, except Mr. Taylor, due to a change in the methodology used by Mullin Consulting, Inc. for determining the actuarial estimate of the annual value of each named executive's interest in the Officer Survivor Benefit Plan life insurance policy); imputed income as a result of life insurance paid by the Company on behalf of each named executive: $3,110 for Mr. Howard, $453 for Mr. McIntyre, $548 for Mr. Johnson, $0 for Mr. Taylor and $679 for Mr. Antony; Company matching 401(k) plan contribution of $900 to each named executive; and, earnings accrued under the Company Deferred Compensation Plan to the extent such earnings exceeded the market rate of interest (as prescribed pursuant to the SEC rules), which was $0 for Mr. Howard, $595 for Mr. McIntyre, $770 for Mr. Johnson, $2,488 for Mr. Taylor and $0 for Mr. Antony. |
SEVERANCE PLAN The executive officers of the Company, including the named executives, are participants under the NSP Senior Executive Severance Policy which provides for payment of severance benefits to any participant whose employment is terminated after April 28, 1995, the effective date of the Policy, and the second anniversary of the date on which the Mergers are consummated in accordance with the Merger Agreement (or April 28, 2005, if the Mergers are not consummated), if the participant's employment is terminated: (i) by the employer, other than for cause, disability or retirement; (ii) as a result of the sale of a business by the employer if the purchaser of the business does not agree to employ the participant on the same terms and conditions as were in effect before the sale, including comparable severance protection; (iii) or by the participant within 90 days after a reduction in his or her salary, a material and adverse diminishment of his or her duties and responsibilities or of the program of incentive compensation and employee benefits covering the participant, or a relocation of the participant by more than 50 miles. |
The Merger Agreement may be terminated under certain circumstances, including (1) by mutual consent of the parties; (2) by any party if the Merger Transaction is not consummated by April 30, 1997 (provided, however, that such termination date shall be extended to Oct. 31, 1997 if all conditions to closing the Merger Transaction, other than the receipt of certain consents and/or statutory approvals by any of the parties, have been satisfied by April 30, 1997); (3) by any party if either NSP's or WEC's shareholders vote against the Merger Transaction or if any state or federal law or court order prohibits the Merger Transaction; (4) by a non-breaching party if there exist breaches of any representations or warranties contained in the Merger Agreement as of the date thereof which breaches, individually or in the aggregate, would result in a material adverse effect on the breaching party and which is not cured within 20 days after notice; (5) by a non-breaching party if there occur breaches of specified covenants or material breaches of any covenant or agreement which are not cured within 20 days after notice; (6) by either party if the Board of Directors of the other party shall withdraw or adversely modify its recommendation of the Merger Transaction or shall approve any competing transaction; or (7) by either party, under certain circumstances, as a result of a third-party tender offer or business combination proposal which such party's board of directors determines in good faith that their fiduciary duties require be accepted, after the other party has first been given an opportunity to make concessions and adjustments in the terms of the Merger Agreement. |
Non-Regulated Business Information (Thousands of dollars, except per share data) 1995 1994 1993 Operating Results Operating Revenues $313 082 $241 827 $90 531 Operating Expenses (1) (327 894) (241 480) (81 480) Equity in earnings of unconsolidated affiliates: Earnings from operations (2) 28 055 31 595 2 695 Gains from contract terminations 29 850 9 685 Other income (deductions)---net 6 518 1 843 1 040 Interest expense (9 879) (7 975) (3 146) Income taxes (2) (6 119) (2 591) (3 548) Net income $ 33 613 $ 32 904 $ 6 092 Contribution of Non-regulated Businesses to NSP Earnings per Share NRG Energy, Inc. $0.46 $0.44 $0.04 Eloigne Company 0.02 0.02 0.00 Cenergy, Inc. (Cenerprise, Inc., effective Jan. 1, 1996) (0.02) 0.00 0.00 Other (3) 0.04 0.03 0.05 Total $0.50 $0.49 $0.09 (Thousands of dollars) 1995 1994 Equity Investment by Non-regulated Businesses in Unconsolidated Projects at Dec. 31 (Including undistributed earnings and capitalized development costs) Australian projects $81 885 $75 108 German projects 87 699 55 337 Other international projects 14 920 4 013 Affordable housing projects (U.S.) 25 211 7 148 Other U.S. projects 54 276 36 152 Total Equity Investment in Unconsolidated Non-regulated Projects $263 991 $177 758 Additional Equity Invested in Consolidated Non-regulated Businesses 115 276 104 011 Total Net Assets of Non-regulated Businesses $379 267 $281 769 Significant Unconsolidated Non-Regulated Projects at Dec. 31, 1995 ENVIRONMENTAL MATTERS NSP's policy is to proactively prevent adverse environmental impacts by regularly monitoring operations to ensure the environment is not adversely affected, and take timely corrective actions where past practices have had a negative impact on the environment. |
The reasons for the difference are as follows: 1995 1994 1993 Federal statutory rate 35.0 % 35.0 % 35.0 % Increases (decreases) in tax from: State income taxes, net of federal income tax benefit 5.1 % 5.9 % 6.1 % Tax credits recognized (3.4)% (3.5)% (2.8)% Equity income from unconsolidated international affiliates (2.5)% (2.5)% 0.0 % Regulatory differences - utility plant items 1.0 % 0.5 % 1.3 % Other---net 0.4 % (0.7)% (1.4)% Effective income tax rate 35.6 % 34.7 % 38.2 % (Thousands of dollars) Income taxes are comprised of the following expense (benefit) items: Included in utility operating expenses: Current federal tax expense $137 011 $108 652 $92 099 Current state tax expense 33 359 34 823 25 787 Deferred federal tax expense (12 019) (3 450) 15 010 Deferred state tax expense (2 396) (1 606) 4 431 Deferred investment tax credits (8 807) (9 191) (8 981) Total 147 148 129 228 128 346 Included in other income (expense): Current federal tax expense 5 481 3 959 7 853 Current state tax expense 1 629 923 2 289 Current foreign tax expense 233 219 Current federal tax credits (5 292) (3 548) (321) Deferred federal tax expense 2 646 (835) (6 736) Deferred state tax expense 693 (209) (449) Deferred investment tax credits (310) (310) (242) Total 5 080 199 2 394 Total income tax expense $152 228 $129 427 $130 740 Income before income taxes includes net foreign equity income of $32.3 and $25.9 million in 1995 and 1994, respectively. |
Regulatory Assets and Liabilities The following summarizes the individual components of unamortized regulatory assets and liabilities shown on the Consolidated Balance Sheets at Dec. 31: Amortization (Thousands of dollars) Period 1995 1994 AFC recorded in plant on a net-of-tax basis* Plant Lives $146 662 $155 102 Conservation and energy management programs* Up to 10 Years 98 570 76 902 Losses on reacquired debt Term of New Debt 63 209 52 514 Environmental costs Up to 15 Years 45 018 47 779 Deferred postretirement benefit costs 3-15 Years 5 568 9 930 Unrecovered purchased gas costs 1-2 Years 5 932 7 601 State commission accounting adjustments* Plant Lives 7 221 5 544 Other Various 2 032 2 204 Total regulatory assets $374 212 $357 576 Excess deferred income taxes collected from customers $83 066 $75 277 Investment tax credit deferrals 104 371 110 831 Unrealized gains from decommissioning investments 26 374 1 412 Pension costs 21 508 11 054 Fuel costs and other 7 468 1 943 Total regulatory liabilities $242 787 $200 517 * Earns a return on investment in the ratemaking process. |
Detail of Certain Income and Expense Items Administrative and general (A&G) expense for utility operations consists of the following: (Thousands of dollars) 1995 1994 1993 A&G salaries and wages $48 437 $49 726 $51 601 Postretirement medical and injury compensation benefits 34 112 41 901 14 995 Other benefits---all utility employees 47 167 38 792 51 860 Information technology, facilities and administrative support 31 863 29 751 30 504 Insurance and claims 13 969 16 771 16 165 Other 10 599 11 055 11 492 Total $186 147 $187 996 $176 617 Other income (deductions)---net consist of the following: (Thousands of dollars) 1995 1994 1993 Non-regulated operations: Operating revenues and sales $313 082 $241 827 $90 531 Operating expenses 327 894* 241 480* 81 480 Pretax operating income** (14 812) 347 9 051 Interest and investment income 11 953 10 839 4 522 Charitable contributions (5 314) (5 037) (4 752) Environmental and regulatory contingencies 1 027 (4 568) (100) Other---net (excluding income taxes) (829) (5 267) (739) Total---net income (expense) $ (7 975) $ (3 686) $ 7 982 *Includes non-regulated energy project write-downs of $5.0 million in 1995 and $5.0 million in 1994. |
(Millions of dollars) 1995 Decommissioning cost estimate from most recent study (1993 dollars) $750.8 Effect of escalating costs to payment date (at 4.5% per year) 1 094.0 Estimated future decommissioning costs (undiscounted) $1 844.8 Estimated decommissioning cost obligation escalated to current dollars $ 819.9 External trust fund assets at fair value 203.6 Decommissioning obligation in excess of assets currently held in external trust $ 616.3 Decommissioning expenses recognized include the following components: (Millions of dollars) 1995 1994 1993 Annual decommissioning cost accrual reported as depreciation expense: Externally funded $33.2 $33.2 $28.4 Internally funded (including interest costs) 1.2 1.1 14.5 Interest cost on externally funded decommissioning obligation 6.0 3.5 3.7 Earnings from external trust funds---net (6.0) (3.5) (3.7) Current year decommissioning accruals---net $34.4 $34.3 $42.9 At Dec. 31, 1995, the Company has recorded and recovered in rates cumulative decommissioning accruals of $381 million; $177 million has been deposited into external trust funds for such accruals. |
Pro Forma Primergy Pro Forma Financial Information NSP WEC Combined (Millions of dollars, except per share amounts) As of Dec. 31, 1995: Utility Plant---Net $4 310 $2 911 $7 221 Current Assets 705 531 1 236 Other Assets 1 214 1 119 2 192 Total Assets $6 229 $4 561 $10 649 Common Stockholders' Equity $2 028 $1 871 $3 899 Preferred Stockholders' Equity 240 30 270 Long-Term Debt 1 542 1 368 2 910 Total Capitalization 3 810 3 269 7 079 Current Liabilities 992 436 1 428 Other Liabilities 1 427 856 2 142 Total Equity & Liabilities $6 229 $4 561 $10 649 For the Year Ended Dec. 31, 1995: Utility Operating Revenues $2 569 $1 770 $4 339 Utility Operating Income $346 $329 $675 Net Income, after Preferred Dividend Requirements $263 $234 $497 Earnings per Common Share: As reported $3.91 $2.13 Using NSP Equivalent Shares* $3.69 Using Primergy Shares $2.27 * Represents the pro forma equivalent of one share of NSP Common Stock calculated by multiplying the pro forma information by the conversion ratio of 1.626 shares of Primergy Common Stock for each share of NSP Common Stock. |
Detail of Certain Income and Expense Items Administrative and general (A&G) expense for utility operations consists of the following: (Thousands of dollars) 1993 1992 1991 A&G salaries and wages $52 085 $49 096 $48 710 Pensions and benefits - all utility employees 63 938 65 278 58 306 Information technology, facilities and administrative support 30 504 35 139 33 698 Insurance and claims 18 598 20 512 21 404 Other 17 410 17 950 17 742 Total $182 535 $187 975 $179 860 Other income and deductions - net consist of the following: (Thousands of dollars) 1993 1992 1991 Non-regulated operations: Operating revenues and sales $90 654 $62 616 $76 342 Operating expenses (excluding income taxes) 81 403 65 744* 69 327 Pretax operating income (loss) 9 251 (3 128) 7 015 Interest and investment income 4 522 3 452 6 489 Equity in earnings of non-regulated projects 3 030 2 382 226 Charitable contributions (4 752) (4 585) (4 231) Costs disallowed recovery by regulators (296) (1 603) (6 100) Legal and regulatory contingencies (100) (1 300) (5 100) Other - net (excluding income taxes) (643) (752) (494) Income tax (expense) benefit (2 394) 4 493 1 905 Total $8 618 $(1 041) $(290) *Includes $6.8 million in writedowns and losses from unsuccessful non-regulated projects. |
The reasons for the difference are as follows: (Thousands of dollars) 1993 1992 1991 Tax Computed at Statutory Federal Rate $119 868 $84 015 $118 829 Increases (decreases) in tax from: State income taxes net of federal income tax benefit 20 838 13 421 20 822 Tax credits recognized (9 545) (8 846) (9 511) Nontaxable AFC - equity included in book income (2 565) (3 058) (2 562) Net-of-tax AFC included in book depreciation 4 403 4 518 4 594 Use of the flow-through method for depreciation in prior years 7 004 5 884 6 163 Effect of tax rate changes for plant-related items (4 648) (5 202) (6 798) Dividends paid on ESOP shares (3 009) (3 245) (3 199) Other - net (1 606) (1 311) (2 888) Total income tax expense from operations $130 740 $86 176 $125 450 Effective federal and state income tax rate 38.2% 34.9% 35.9% Composite federal and state statutory tax rate 40.9% 39.9% 39.9% Income taxes are comprised of the following expense (benefit) items: Included in utility operating expenses: Current federal tax expense $92 099 $69 198 $72 197 Current state tax expense 25 787 18 535 21 081 Deferred federal tax expense 15 010 8 518 25 157 Deferred state tax expense 4 431 2 533 7 779 Tax credits recognized (8 981) (8 115) (8 878) Total 128 346 90 669 117 336 Included in other income and expense: Current federal tax expense 7 853 1 490 3 708 Current state tax expense 2 289 613 1 128 Deferred federal tax expense (6 736) (4 518) (5 580) Deferred state tax expense (449) (1 347) (850) Tax credits recognized (563) (731) (311) Total 2 394 (4 493) (1 905) Included in discontinued operations: Current federal tax expense - operations 129 Current federal tax expense - gain 10 193 Current state tax expense - operations 28 Current state tax expense - gain 2 921 Deferred federal tax expense (2 271) Deferred state tax expense (539) Tax credits recognized (442) Total 10 019 Total income tax expense from operations $130 740 $86 176 $125 450 The components of NSP's net deferred tax liability at Dec. 31 were as follows: (Thousands of dollars) 1993 1992 Deferred tax liabilities: Differences between book and tax bases of property $792 542 $765 957 Regulatory assets 128 991 90 856 Tax benefit transfer leases 87 924 97 852 Other 7 050 5 791 Total deferred tax liabilities $1 016 507 $960 456 Deferred tax assets: Regulatory liabilities $95 504 $92 165 Deferred investment tax credits 73 648 74 047 Deferred compensation, vacation and other accrued liabilities not currently deductible 62 811 29 715 Other 11 341 Total deferred tax assets $243 304 $195 927 Net deferred tax liability $773 203 $764 529 The Omnibus Budget Reconciliation Act of 1993 (the Act) was signed into law on Aug. 10, 1993, and increased the federal corporate income tax rate from 34 percent to 35 percent retroactive to Jan. 1, 1993. |
87 10 370 17 497 22 519 Costs recognized (deferred) due to actions of regulators 5 117 2 741 (1 549) Total pension costs recorded during the period 15 487 20 238 20 970 Less costs recognized for 1988 early retirement program (165) (165) Net periodic pension cost recognized for ratemaking $15 487 $20 073 $20 805 The funded status of the plan as of Dec. 31 is as follows: (Thousands of dollars) 1993 1992 Actuarial present value of benefit obligation: Vested $655 002 $614 446 Nonvested 139 346 129 183 Accumulated benefit obligation $794 348 $743 629 Projected benefit obligation $974 160 $914 019 Plan assets at fair value 1 244 650 1 156 782 Plan assets in excess of projected benefit obligation (270 490) (242 763) Unrecognized prior service cost (22 580) (14 790) Unrecognized net actuarial gain 315 049 269 086 Unrecognized net transitional asset 767 843 Net pension liability included in other liabilities $22 746 $12 376 The weighted average discount rate used in determining the actuarial present value of the projected obligation was 7 percent in 1993 and 8 percent in 1992. |
Segment Information Year Ended Dec. 31 (Thousands of dollars) 1993 1992 1991 Utility operating revenues Electric $1 974 916 $1 823 316 $1 863 238 Gas 429 076 336 206 337 920 Total operating revenues $2 403 992 $2 159 522 $2 201 158 Utility operating income before income taxes* Electric $393 758 $321 837 $383 049 Gas 38 474 24 848 39 748 Total operating income before income taxes $432 232 $346 685 $422 797 Utility depreciation and amortization Electric $245 200 $225 134 $217 625 Gas 19 317 17 780 16 538 Total depreciation and amortization $264 517 $242 914 $234 163 Capital expenditures Electric $284 239 $367 522 $290 793 Gas 36 312 42 850 32 576 Other 41 144 17 443 26 493 Total capital expenditures $361 695 $427 815 $349 862 Net utility plant Electric $3 834 131 $3 812 688 $3 709 811 Gas 379 968 313 002 287 167 Total net utility plant 4 214 099 4 125 690 3 996 978 Other corporate assets 1 373 619 1 016 771 921 860 Total assets $5 587 718 $5 142 461 $4 918 838 *1992 amounts include an increase from the operating income impact of the 1992 change in accounting for revenues of $9.6 million for electric and $6.8 million for gas. |
SCHEDULE IX NORTHERN STATES POWER COMPANY, MINNESOTA AND SUBSIDIARIES SHORT-TERM BORROWINGS FOR THE THREE YEARS ENDED DECEMBER 31, 1993 Primarily Commercial Paper (Thousands of dollars) 1993 1992 1991 Balance at end of year $106 200 $146 561 $ 0 Weighted average interest rate at end of year 3.3% 3.6% 0 Maximum month-end amount $172 280 $162 000 $ 0 outstanding during the year (1-31-93) (7-31-92) Average amount outstanding during the period (computed on a daily basis) $ 76 966 $ 80 957 $390 Weighted average interest rate during the year (computed on a daily basis) 3.3% 3.6% 6.0% SCHEDULE X NORTHERN STATES POWER COMPANY, MINNESOTA AND SUBSIDIARIES SUPPLEMENTARY INCOME STATEMENT INFORMATION FOR THE THREE YEARS ENDED DECEMBER 31, 1993 1993 1992 1991 (Thousands of dollars) Taxes other than payroll and income taxes charged to operating expenses: Real and personal property $169 881 $154 060 $148 653 Gross earnings $26 292 $24 264 $24 787 Other $3 842 $3 620 $3 526 The amount of maintenance and depreciation charged to expense accounts other than those set forth in the statement of income are not significant. |
Detail of Certain Income and Expense Items Administrative and general (A&G) expense for utility operations consists of the following: (Thousands of dollars) 1993 1992 1991 A&G salaries and wages $52 085 $49 096 $48 710 Pensions and benefits - all utility employees 63 938 65 278 58 306 Information technology, facilities and administrative support 30 504 35 139 33 698 Insurance and claims 18 598 20 512 21 404 Other 17 410 17 950 17 742 Total $182 535 $187 975 $179 860 Other income and deductions - net consist of the following: (Thousands of dollars) 1993 1992 1991 Non-regulated operations: Operating revenues and sales $90 654 $62 616 $76 342 Operating expenses (excluding income taxes) 81 403 65 744* 69 327 Pretax operating income (loss) 9 251 (3 128) 7 015 Interest and investment income 4 522 3 452 6 489 Equity in earnings of non-regulated projects 3 030 2 382 226 Charitable contributions (4 752) (4 585) (4 231) Costs disallowed recovery by regulators (296) (1 603) (6 100) Legal and regulatory contingencies (100) (1 300) (5 100) Other - net (excluding income taxes) (643) (752) (494) Income tax (expense) benefit (2 394) 4 493 1 905 Total $8 618 $(1 041) $(290) *Includes $6.8 million in writedowns and losses from unsuccessful non-regulated projects. |
The reasons for the difference are as follows: (Thousands of dollars) 1993 1992 1991 Tax Computed at Statutory Federal Rate $119 868 $84 015 $118 829 Increases (decreases) in tax from: State income taxes net of federal income tax benefit 20 838 13 421 20 822 Tax credits recognized (9 545) (8 846) (9 511) Nontaxable AFC - equity included in book income (2 565) (3 058) (2 562) Net-of-tax AFC included in book depreciation 4 403 4 518 4 594 Use of the flow-through method for depreciation in prior years 7 004 5 884 6 163 Effect of tax rate changes for plant-related items (4 648) (5 202) (6 798) Dividends paid on ESOP shares (3 009) (3 245) (3 199) Other - net (1 606) (1 311) (2 888) Total income tax expense from operations $130 740 $86 176 $125 450 Effective federal and state income tax rate 38.2% 34.9% 35.9% Composite federal and state statutory tax rate 40.9% 39.9% 39.9% Income taxes are comprised of the following expense (benefit) items: Included in utility operating expenses: Current federal tax expense $92 099 $69 198 $72 197 Current state tax expense 25 787 18 535 21 081 Deferred federal tax expense 15 010 8 518 25 157 Deferred state tax expense 4 431 2 533 7 779 Tax credits recognized (8 981) (8 115) (8 878) Total 128 346 90 669 117 336 Included in other income and expense: Current federal tax expense 7 853 1 490 3 708 Current state tax expense 2 289 613 1 128 Deferred federal tax expense (6 736) (4 518) (5 580) Deferred state tax expense (449) (1 347) (850) Tax credits recognized (563) (731) (311) Total 2 394 (4 493) (1 905) Included in discontinued operations: Current federal tax expense - operations 129 Current federal tax expense - gain 10 193 Current state tax expense - operations 28 Current state tax expense - gain 2 921 Deferred federal tax expense (2 271) Deferred state tax expense (539) Tax credits recognized (442) Total 10 019 Total income tax expense from operations $130 740 $86 176 $125 450 The components of NSP's net deferred tax liability at Dec. 31 were as follows: (Thousands of dollars) 1993 1992 Deferred tax liabilities: Differences between book and tax bases of property $792 542 $765 957 Regulatory assets 128 991 90 856 Tax benefit transfer leases 87 924 97 852 Other 7 050 5 791 Total deferred tax liabilities $1 016 507 $960 456 Deferred tax assets: Regulatory liabilities $95 504 $92 165 Deferred investment tax credits 73 648 74 047 Deferred compensation, vacation and other accrued liabilities not currently deductible 62 811 29 715 Other 11 341 Total deferred tax assets $243 304 $195 927 Net deferred tax liability $773 203 $764 529 The Omnibus Budget Reconciliation Act of 1993 (the Act) was signed into law on Aug. 10, 1993, and increased the federal corporate income tax rate from 34 percent to 35 percent retroactive to Jan. 1, 1993. |
87 10 370 17 497 22 519 Costs recognized (deferred) due to actions of regulators 5 117 2 741 (1 549) Total pension costs recorded during the period 15 487 20 238 20 970 Less costs recognized for 1988 early retirement program (165) (165) Net periodic pension cost recognized for ratemaking $15 487 $20 073 $20 805 The funded status of the plan as of Dec. 31 is as follows: (Thousands of dollars) 1993 1992 Actuarial present value of benefit obligation: Vested $655 002 $614 446 Nonvested 139 346 129 183 Accumulated benefit obligation $794 348 $743 629 Projected benefit obligation $974 160 $914 019 Plan assets at fair value 1 244 650 1 156 782 Plan assets in excess of projected benefit obligation (270 490) (242 763) Unrecognized prior service cost (22 580) (14 790) Unrecognized net actuarial gain 315 049 269 086 Unrecognized net transitional asset 767 843 Net pension liability included in other liabilities $22 746 $12 376 The weighted average discount rate used in determining the actuarial present value of the projected obligation was 7 percent in 1993 and 8 percent in 1992. |
Segment Information Year Ended Dec. 31 (Thousands of dollars) 1993 1992 1991 Utility operating revenues Electric $1 974 916 $1 823 316 $1 863 238 Gas 429 076 336 206 337 920 Total operating revenues $2 403 992 $2 159 522 $2 201 158 Utility operating income before income taxes* Electric $393 758 $321 837 $383 049 Gas 38 474 24 848 39 748 Total operating income before income taxes $432 232 $346 685 $422 797 Utility depreciation and amortization Electric $245 200 $225 134 $217 625 Gas 19 317 17 780 16 538 Total depreciation and amortization $264 517 $242 914 $234 163 Capital expenditures Electric $284 239 $367 522 $290 793 Gas 36 312 42 850 32 576 Other 41 144 17 443 26 493 Total capital expenditures $361 695 $427 815 $349 862 Net utility plant Electric $3 834 131 $3 812 688 $3 709 811 Gas 379 968 313 002 287 167 Total net utility plant 4 214 099 4 125 690 3 996 978 Other corporate assets 1 373 619 1 016 771 921 860 Total assets $5 587 718 $5 142 461 $4 918 838 *1992 amounts include an increase from the operating income impact of the 1992 change in accounting for revenues of $9.6 million for electric and $6.8 million for gas. |
SCHEDULE IX NORTHERN STATES POWER COMPANY, MINNESOTA AND SUBSIDIARIES SHORT-TERM BORROWINGS FOR THE THREE YEARS ENDED DECEMBER 31, 1993 Primarily Commercial Paper (Thousands of dollars) 1993 1992 1991 Balance at end of year $106 200 $146 561 $ 0 Weighted average interest rate at end of year 3.3% 3.6% 0 Maximum month-end amount $172 280 $162 000 $ 0 outstanding during the year (1-31-93) (7-31-92) Average amount outstanding during the period (computed on a daily basis) $ 76 966 $ 80 957 $390 Weighted average interest rate during the year (computed on a daily basis) 3.3% 3.6% 6.0% SCHEDULE X NORTHERN STATES POWER COMPANY, MINNESOTA AND SUBSIDIARIES SUPPLEMENTARY INCOME STATEMENT INFORMATION FOR THE THREE YEARS ENDED DECEMBER 31, 1993 1993 1992 1991 (Thousands of dollars) Taxes other than payroll and income taxes charged to operating expenses: Real and personal property $169 881 $154 060 $148 653 Gross earnings $26 292 $24 264 $24 787 Other $3 842 $3 620 $3 526 The amount of maintenance and depreciation charged to expense accounts other than those set forth in the statement of income are not significant. |
A variety of factors may have a significant impact on the market price of our common stock, including, but not limited to: •the publication of earnings estimates or other research reports and speculation in the press or investment community; •the financial projections we may provide to the public, any changes in these projections or our failure to meet these projections; •changes in our industry and competitors; •changes in government or legislation; •changes in our board of directors or management; •our financial condition, results of operations and cash flows and prospects; •activism by any single large shareholder or combination of shareholders; •lawsuits threatened or filed against us; •any future issuances of our common stock, which may include primary offerings for cash, stock splits, issuances in connection with business acquisitions, issuances of restricted stock/units and the grant or exercise of stock options from time to time; •trading volume of our common stock; •general market and economic conditions; •any outbreak or escalation of hostilities in areas where we do business; •impact of the COVID-19 pandemic, any worsening of the COVID-19 pandemic, or future outbreaks and any future pandemics; and •the other factors discussed in Item 1A. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: •Expenses and difficulties in the transition and integration of operations and systems; •Retention of current customers and the ability to obtain new customers; •The assimilation and retention of personnel, including management personnel, in the acquired businesses; •Accounting, tax, regulatory and compliance issues that could arise; •Difficulties in implementing uniform controls, procedures and policies in our acquired companies; •Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; •Failure to realize the synergies and other benefits we expect from the acquisition or at the pace we anticipate; •General economic conditions in the markets in which the acquired businesses operate; •Difficulties encountered in conducting business in markets where we have limited experience and expertise; •Failure to fully integrate information technology; •Inadequate indemnification from the seller; and •Failure of the seller to perform under any transition services agreement. |
OWENS & MINOR, INC. /s/ Edward A. Pesicka Edward A. Pesicka President, Chief Executive Officer & Director Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 24th day of February, 2021: /s/ Edward A. Pesicka /s/ Mark F. McGettrick Edward A. Pesicka Mark F. McGettrick President, Chief Executive Officer & Director Director /s/ Andrew G. Long /s/ Eddie N. Moore, Jr. Andrew G. Long Eddie N. Moore, Jr. Executive Vice President & Chief Financial Officer Director /s/ Mark A. Beck /s/ Michael C. Riordan Mark A. Beck Michael C. Riordan Chairman of the Board of Directors Director /s/ Gwendolyn M. Bingham /s/ Robert C. Sledd Gwendolyn M. Bingham Robert C. Sledd DirectorDirector /s/ Robert J. Henkel Robert J. Henkel Director Corporate Officers Edward A. Pesicka (53) President, Chief Executive Officer & Director President and Chief Executive Officer since joining Owens & Minor in March 2019. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition or at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; • Difficulties encountered in conducting business in markets where we have limited experience and expertise; • Failure to fully integrate information technology; • Inadequate indemnification from the seller; and • Failure of the seller to perform under any transition services agreement. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; • Difficulties encountered in conducting business in markets where we have limited experience and expertise; • Failure to fully integrate Information Technology; • Inadequate indemnification from the seller; and • Failure of the seller to perform under the transition services agreement. |
OWENS & MINOR, INC. /s/ Robert C. Sledd Robert C. Sledd Chairman and Interim President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 6th day of March, 2019: /s/ Robert C. Sledd /s/ Lemuel E. Lewis Robert C. Sledd Lemuel E. Lewis Chairman and Interim President & Chief Executive Officer Director /s/ Robert K. Snead /s/ Martha H. Marsh Robert K. Snead Martha H. Marsh Chief Financial Officer Director /s/ Michael W. Lowry /s/ Mark F. McGettrick Michael W. Lowry Mark F. McGettrick Chief Accounting Officer Director /s/ Stuart M. Essig /s/ Eddie N. Moore, Jr. Stuart M. Essig Eddie N. Moore, Jr. Director Director /s/ John W. Gerdelman /s/ Anne Marie Whittemore John W. Gerdelman Anne Marie Whittemore Director Lead Director /s/ Barbara B. Hill Barbara B. Hill Director Corporate Officers Robert C. Sledd (67) Chairman and Interim President & Chief Executive Officer of Owens & Minor Chairman and Interim President & Chief Executive Officer of Owens & Minor since November 7, 2018 and a director of Owens & Minor since 2007. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; and • Difficulties encountered in conducting business in markets where we have limited experience and expertise. |
OWENS & MINOR, INC. /s/ Paul C. Phipps Paul C. Phipps President, Chief Executive Officer and Chairman of the Board Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 23rd day of February, 2018: /s/ Paul C. Phipps /s/ Martha H. Marsh Paul C. Phipps Martha H. Marsh President, Chief Executive Officer and Chairman of the Board Director /s/ Richard A. Meier /s/ Eddie N. Moore, Jr. Richard A. Meier Eddie N. Moore, Jr. Executive Vice President, Chief Financial Officer & President, International Director /s/ Stuart M. Essig /s/ James E. Rogers Stuart M. Essig James E. Rogers Director Director /s/ John W. Gerdelman /s/ David S. Simmons John W. Gerdelman David S. Simmons Director Director /s/ Barbara B. Hill /s/ Robert C. Sledd Barbara B. Hill Robert C. Sledd Director Director /s/ Lemuel E. Lewis /s/ Anne Marie Whittemore Lemuel E. Lewis Anne Marie Whittemore Director Lead Director Corporate Officers P. Cody Phipps (56) President, Chief Executive Officer and Chairman of the Board President & Chief Executive Officer since joining Owens & Minor in July 2015. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; and • Difficulties encountered in conducting business in markets where we have limited experience and expertise. |
C. Phipps Paul C. Phipps President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 17th day of February, 2017: /s/ Paul C. Phipps /s/ Martha H. Marsh Paul C. Phipps Martha H. Marsh President & Chief Executive Officer Director /s/ Craig R. Smith /s/ Eddie N. Moore, Jr. Craig R. Smith Eddie N. Moore, Jr. Chairman of the Board Director /s/ Richard A. Meier /s/ James E. Rogers Richard A. Meier James E. Rogers Executive Vice President, Chief Financial Officer & President, International Director /s/ Stuart M. Essig /s/ David S. Simmons Stuart M. Essig David S. Simmons Director Director /s/ John W. Gerdelman /s/ Robert C. Sledd John W. Gerdelman Robert C. Sledd Director Director /s/ Barbara B. Hill /s/ Anne Marie Whittemore Barbara B. Hill Anne Marie Whittemore Director Lead Director /s/ Lemuel E. Lewis Lemuel E. Lewis Director Corporate Officers P. Cody Phipps (55) President & Chief Executive Officer President & Chief Executive Officer since joining Owens & Minor in July 2015. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; and • Difficulties encountered in conducting business in markets where we have limited experience and expertise. |
OWENS & MINOR, INC. /s/ P. Cody Phipps P. Cody Phipps President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 25th day of February, 2016: /s/ P. Cody Phipps /s/ Martha H. Marsh P. Cody Phipps Martha H. Marsh President & Chief Executive Officer Director /s/ Craig R. Smith /s/ Eddie N. Moore, Jr. Craig R. Smith Eddie N. Moore, Jr. Chairman of the Board Director /s/ Richard A. Meier /s/ James E. Rogers Richard A. Meier James E. Rogers Executive Vice President, Chief Financial Officer & President, International Director /s/ Stuart M. Essig /s/ David S. Simmons Stuart M. Essig David S. Simmons Director Director /s/ John W. Gerdelman /s/ Robert C. Sledd John W. Gerdelman Robert C. Sledd Director Director /s/ Lemuel E. Lewis /s/ Anne Marie Whittemore Lemuel E. Lewis Anne Marie Whittemore Director Lead Director Corporate Officers P. Cody Phipps (54) President & Chief Executive Officer President & Chief Executive Officer since joining Owens & Minor in July 2015. |
The integration of acquisitions involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; and • Difficulties encountered in conducting business in markets where we have limited experience and expertise. |
OWENS & MINOR, INC. /s/ James L. Bierman James L. Bierman President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 23rd day of February, 2015: /s/ James L. Bierman /s/ Martha H. Marsh James L. Bierman Martha H. Marsh President & Chief Executive Officer Director /s/ Craig R. Smith /s/ Eddie N. Moore, Jr. Craig R. Smith Eddie N. Moore, Jr. Executive Chairman & Chairman of the Board Director /s/ Richard A. Meier /s/ James E. Rogers Richard A. Meier James E. Rogers Executive Vice President & Chief Financial Officer Director /s/ Stuart M. Essig /s/ David S. Simmons Stuart M. Essig David S. Simmons Director Director /s/ John W. Gerdelman /s/ Robert C. Sledd John W. Gerdelman Robert C. Sledd Director Director /s/ Lemuel E. Lewis /s/ Anne Marie Whittemore Lemuel E. Lewis Anne Marie Whittemore Director Lead Director Corporate Officers Craig R. Smith (63) Executive Chairman Executive Chairman since September 2014. |
The integration of acquisitions, particularly international acquisitions, involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems; • Retention of current customers and the ability to obtain new customers; • The assimilation and retention of personnel, including management personnel, in the acquired businesses; • Accounting, tax, regulatory and compliance issues that could arise; • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002; • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities; • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate; • General economic conditions in the markets in which the acquired businesses operate; and • Difficulties encountered in conducting business in markets where we have limited experience and expertise. |
OWENS & MINOR, INC. /s/ Craig R. Smith Craig R. Smith Chairman & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 24th day of February, 2014: /s/ Craig R. Smith /s/ Martha H. Marsh Craig R. Smith Martha H. Marsh Chairman & Chief Executive Officer Director /s/ Richard A. Meier /s/ Eddie N. Moore, Jr. Richard A. Meier Eddie N. Moore, Jr. Executive Vice President & Chief Financial Officer Director /s/ Stuart M. Essig /s/ James E. Rogers Stuart M. Essig James E. Rogers Director Lead Director /s/ Richard E. Fogg /s/ David S. Simmons Richard E. Fogg David S. Simmons Director Director /s/ John W. Gerdelman /s/ Robert C. Sledd John W. Gerdelman Robert C. Sledd Director Director /s/ Lemuel E. Lewis /s/ Anne Marie Whittemore Lemuel E. Lewis Anne Marie Whittemore Director Director Corporate Officers Craig R. Smith (62) Chairman & Chief Executive Officer Chairman of the Board since April 2013 and Chief Executive Officer since 2005. |
The integration of acquisitions, particularly international acquisitions, involves a number of significant risks, which may include but are not limited to, the following: • Expenses and difficulties in the transition and integration of operations and systems • The assimilation and retention of personnel, including management personnel, in the acquired businesses • Accounting, tax, regulatory and compliance issues that could arise • Difficulties in implementing uniform controls, procedures and policies in our acquired companies, or in remediating control deficiencies in acquired companies not formerly subject to the Sarbanes-Oxley Act of 2002 • Retention of current customers and the ability to obtain new customers • Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities • Failure to realize the synergies and other benefits we expect from the acquisition at the pace we anticipate • General economic conditions in the markets in which the acquired businesses operate • Difficulties encountered in conducting business in markets where we have limited experience and expertise If we are unable to successfully complete and integrate our strategic acquisitions in a timely manner, our business, growth strategies and results of operations could be adversely affected. |
Operations outside the United States involve issues and risks, including but not limited to the following, any of which could have an adverse effect on our business and results of operations: • Lack of familiarity with and expertise in conducting business in foreign markets • Foreign currency fluctuations and exchange risk • Unexpected changes in foreign regulations or conditions relating to labor, economic or political environment, and social norms or requirements • Adverse tax consequences and difficulties in repatriating cash generated or held abroad • Local economic environments, such as in the European markets served by Movianto, including recession, inflation, indebtedness, currency volatility and competition • Changes in trade protection laws and other laws affecting trade and investment, including import/export regulations in both the United States and foreign countries International operations are also subject to risks of violation of laws that prohibit improper payments to and bribery of government officials and other individuals and organizations for the purpose of obtaining or retaining business. |
OWENS & MINOR, INC. /s/ Craig R. Smith Craig R. Smith President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 22nd day of February, 2013: /s/ Craig R. Smith /s/ John W. Gerdelman Craig R. Smith John W. Gerdelman President & Chief Executive Officer Director /s/ Michael W. Lowry /s/ Lemuel E. Lewis Michael W. Lowry Lemuel E. Lewis Treasurer, Interim Chief Financial Officer, and Interim Chief Accounting Officer (Principal Financial Officer & Principal Accounting Officer) Director /s/ G. Gilmer Minor, III /s/ Martha H. Marsh G. Gilmer Minor, III Martha H. Marsh Chairman of the Board of Directors Director /s/ A. Marshall Acuff, Jr. /s/ Eddie N. Moore, Jr. A. Marshall Acuff, Jr. Director Eddie N. Moore, Jr. Director /s/ J. Alfred Broaddus, Jr. /s/ James E. Rogers J. Alfred Broaddus, Jr. Director James E. Rogers Lead Director /s/ Richard E. Fogg /s/ Robert C. Sledd Richard E. Fogg Director Robert C. Sledd Director /s/ Anne Marie Whittemore Anne Marie Whittemore Director Corporate Officers Craig R. Smith (61) President & Chief Executive Officer President since 1999 and Chief Executive Officer since July 2005. |
OWENS & MINOR, INC. /S/ CRAIG R. SMITH Craig R. Smith President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 24th day of February, 2012: /S/ CRAIG R. SMITH Craig R. Smith President & Chief Executive Officer /S/ JOHN W. GERDELMAN John W. Gerdelman Director /S/ JAMES L. BIERMAN James L. Bierman Executive Vice President & Chief Financial Officer (Principal Financial Officer) /S/ LEMUEL E. LEWIS Lemuel E. Lewis Director /S/ D. ANDREW EDWARDS D. Andrew Edwards Vice President, Controller & Chief Accounting Officer (Principal Accounting Officer) /S/ EDDIE N. MOORE, JR. Eddie N. Moore, Jr. Director /S/ G. GILMER MINOR, III G. Gilmer Minor, III Chairman of the Board of Directors /S/ PETER S. REDDING Peter S. Redding Director /S/ A. MARSHALL ACUFF, JR. A. Marshall Acuff, Jr. Director /S/ JAMES E. ROGERS James E. Rogers Lead Director /S/ J. ALFRED BROADDUS, JR. J. Alfred Broaddus, Jr. Director /S/ ROBERT C. SLEDD Robert C. Sledd Director /S/ RICHARD E. FOGG Richard E. Fogg Director /S/ ANNE MARIE WHITTEMORE Anne Marie Whittemore Director Corporate Officers Craig R. Smith (60) President & Chief Executive Officer President since 1999 and Chief Executive Officer since July 2005. |
OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information Report of Independent Registered Public Accounting Firm The Board of Directors and Shareholders Owens & Minor, Inc.: We have audited the accompanying consolidated balance sheets of Owens & Minor, Inc. and subsidiaries (the Company) as of December 31, 2010 and 2009, and the related consolidated statements of income, changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2010. |
OWENS & MINOR, INC. /S/ CRAIG R. SMITH Craig R. Smith President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 25th day of February, 2011: /S/ CRAIG R. SMITH Craig R. Smith President & Chief Executive Officer /S/ JOHN W. GERDELMAN John W. Gerdelman Director /S/ JAMES L. BIERMAN James L. Bierman Senior Vice President & Chief Financial Officer (Principal Financial Officer) /S/ EDDIE N. MOORE, JR. Eddie N. Moore, Jr. Director /S/ D. ANDREW EDWARDS D. Andrew Edwards Vice President, Controller & Chief Accounting Officer (Principal Accounting Officer) /S/ PETER S. REDDING Peter S. Redding Director /S/ G. GILMER MINOR, III G. Gilmer Minor, III Chairman of the Board of Directors /S/ JAMES E. ROGERS James E. Rogers Lead Director /S/ A. MARSHALL ACUFF, JR. A. Marshall Acuff, Jr. Director /S/ ROBERT C. SLEDD Robert C. Sledd Director /S/ J. ALFRED BROADDUS, JR. J. Alfred Broaddus, Jr. Director /S/ JAMES E. UKROP James E. Ukrop Director /S/ JOHN T. CROTTY John T. Crotty Director /S/ ANNE MARIE WHITTEMORE Anne Marie Whittemore Director /S/ RICHARD E. FOGG Richard E. Fogg Director Corporate Officers Craig R. Smith (59) President & Chief Executive Officer President since 1999 and Chief Executive Officer since July 2005. |
Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Condensed Consolidating Financial Information OWENS & MINOR, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements-(Continued) (in thousands unless otherwise indicated) Note 20-Subsequent Events The company has evaluated subsequent events through February 25, 2010, the date the consolidated financial statements were issued. |
OWENS & MINOR, INC. /s/ CRAIG R. SMITH Craig R. Smith President & Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 25th day of February, 2010: /s/ CRAIG R. SMITH Craig R. Smith President & Chief Executive Officer /s/ RICHARD E. FOGG Richard E. Fogg Director /s/ JAMES L. BIERMAN James L. Bierman Senior Vice President & Chief Financial Officer (Principal Financial Officer) /s/ EDDIE N. MOORE, JR. Eddie N. Moore, Jr. Director /s/ OLWEN B. CAPE Olwen B. Cape Vice President, Controller (Principal Accounting Officer) /s/ PETER S. REDDING Peter S. Redding Director /s/ G. GILMER MINOR, III G. Gilmer Minor, III Chairman of the Board of Directors /s/ JAMES E. ROGERS James E. Rogers Lead Director /s/ A. MARSHALL ACUFF, JR. A. Marshall Acuff, Jr. Director /s/ ROBERT C. SLEDD Robert C. Sledd Director /s/ J. ALFRED BROADDUS, JR. J. Alfred Broaddus, Jr. Director /s/ JAMES E. UKROP James E. Ukrop Director /s/ JOHN T. CROTTY John T. Crotty Director /s/ ANNE MARIE WHITTEMORE Anne Marie Whittemore Director Corporate Officers Craig R. Smith (58) President & Chief Executive Officer President since 1999 and Chief Executive Officer since July 2005. |
Subsets and Splits