0000072741us-gaap:InternalRevenueServiceIRSMember2019-12-31 |
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
|
x | FORM | 10-K |
| | |
| ☒ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
|
For the Fiscal Year Ended fiscal year ended
| December 31, 2017
or
2020 |
¨
| or |
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
|
For the transition period from ____________ to ____________
|
Registrant; State of Incorporation; Address; Telephone Number;
Commission File Number; and I.R.S. Employer Identification No.
EVERSOURCE ENERGY
(a Massachusetts voluntary association)
300 Cadwell Drive, Springfield, Massachusetts 01104
Telephone: (800) 286-5000
Commission File Number: 1-5324
I.R.S. Employer Identification No. 04-2147929
THE CONNECTICUT LIGHT AND POWER COMPANY
(a Connecticut corporation)
107 Selden Street, Berlin, Connecticut 06037-1616
Telephone: (800) 286-5000
Commission File Number: 0-00404
I.R.S. Employer Identification No. 06-0303850
NSTAR ELECTRIC COMPANY
(a Massachusetts corporation)
800 Boylston Street, Boston, Massachusetts 02199
Telephone: (800) 286-5000
Commission File Number: 1-02301
I.R.S. Employer Identification No. 04-1278810
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
(a New Hampshire corporation)
Energy Park
780 North Commercial Street, Manchester, New Hampshire 03101-1134
Telephone: (800) 286-5000
Commission File Number: 1-6392
I.R.S. Employer Identification No. 02-0181050
|
| | |
Commission
File Number
| Registrant; State of Incorporation;
Address; and Telephone Number
| I.R.S. Employer
Identification No.
|
| | |
1-5324 | EVERSOURCE ENERGY
(a Massachusetts voluntary association)
300 Cadwell Drive
Springfield, Massachusetts 01104
Telephone: (800) 286-5000
| 04-2147929 |
| | |
0-00404 | THE CONNECTICUT LIGHT AND POWER COMPANY
(a Connecticut corporation)
107 Selden Street
Berlin, Connecticut 06037-1616
Telephone: (800) 286-5000
| 06-0303850 |
| | |
1-02301 | NSTAR ELECTRIC COMPANY
(a Massachusetts corporation)
800 Boylston Street
Boston, Massachusetts 02199
Telephone: (800) 286-5000
| 04-1278810 |
| | |
1-6392 | PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
(a New Hampshire corporation)
Energy Park
780 North Commercial Street
Manchester, New Hampshire 03101-1134
Telephone: (800) 286-5000
| 02-0181050 |
| | |
| | |
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Securities registered pursuant to Section 12(b) of the Act: |
| | | | |
Registrant | Title of Each Classeach class | | Trading Symbol(s) | | Name of Each Exchangeeach exchange on Which Registered which registered |
| | |
Eversource Energy | Common Shares, $5.00 par value per share | | ES | | New York Stock Exchange Inc. |
Securities registered pursuant to Section 12(g) of the Act:
|
| | | | | | | | | | | | | |
| Registrant | Title of Each Class |
| | | | |
| The Connecticut Light and Power Company | Preferred Stock, par value $50.00 per share, issuable in series, of which the following series are outstanding: |
| $1.90
$2.00
$2.04
$2.20
3.90%
$2.06
$2.09
4.50%
4.96%
4.50%
5.28%
$3.24
6.56%
| Series
Series
Series
Series
Series
Series E
Series F
Series
Series
Series
Series
Series G
Series
| of 1947
of 1947
of 1949
of 1949
of 1949
of 1954
of 1955
of 1956
of 1958
of 1963
of 1967
of 1968
of 1968
|
| |
| NSTAR Electric Company | Preferred Stock, par value $100.00 per share, issuable in series, of which the following series are outstanding: |
| | 4.25%
4.78%
| Series
Series
| of 1956
of 1958
|
NSTAR Electric Company and Public Service Company of New Hampshire each meet the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K, and each is therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) of Form 10‑K.
Indicate by check mark if the registrants are well-known seasoned issuers, as defined in Rule 405 of the Securities Act.
Indicate by check mark if the registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrants have submitted electronically and posted on its corporate Web sites, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrants were required to submit and post such files).
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrants' knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Eversource Energy | Large accelerated filer | ☒ | Accelerated
filer
| ☐ | Non-accelerated
filer
| ☐ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| | | | | | | | | |
Eversource Energy | x | | ¨ | | ¨ | | ¨ | | ¨ |
| The Connecticut Light and Power Company | ¨Large accelerated filer | ☐ | ¨Accelerated
filer | ☐ | xNon-accelerated filer | ☒ | ¨Smaller reporting company | ☐ | ¨Emerging growth company | ☐ |
| NSTAR Electric Company | ¨Large accelerated filer | ☐ | ¨Accelerated
filer | ☐ | xNon-accelerated filer | ☒ | ¨Smaller reporting company | ☐ | ¨Emerging growth company | ☐ |
| Public Service Company of New Hampshire | ¨Large accelerated filer | ☐ | ¨Accelerated
filer | ☐ | xNon-accelerated filer | ☒ | ¨Smaller reporting company | ☐ | ¨Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act):
|
| | | | | | | |
| Yes | No |
| Eversource Energy | ¨☐ | x☒ |
| The Connecticut Light and Power Company | ¨☐ | x☒ |
| NSTAR Electric Company | ¨☐ | x☒ |
| Public Service Company of New Hampshire | ¨☐ | x☒ |
The aggregate market value of Eversource Energy's Common Shares, $5.00 par value, held by non-affiliates, computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of Eversource Energy's most recently completed second fiscal quarter (June 30, 2017)2020) was $19,210,596,737$28,496,151,703 based on a closing market price of $60.71$83.27 per share for the 316,432,165342,213,903 common shares outstanding held by non-affiliates on June 30, 2017.2020.
Indicate the number of shares outstanding of each of the issuers'registrant's classes of common stock, as of the latest practicable date:
|
| | | | | | | |
| Company - Class of Stock | Outstanding as of January 31, 20182021 |
Eversource Energy
Common Shares, $5.00 par value
| 316,885,808 343,003,366 | | shares |
| | |
The Connecticut Light and Power Company
Common Stock, $10.00 par value
| 6,035,205 | | shares |
| | |
NSTAR Electric Company
Common Stock, $1.00 par value
| 200 | | shares |
| | |
Public Service Company of New Hampshire
Common Stock, $1.00 par value
| 301 | | shares |
Eversource Energy holds all of the 6,035,205 shares, 200 shares and 301 shares of the outstanding common stock of The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire, respectively.
Documents Incorporated by Reference
Portions of the Eversource Energy and Subsidiaries 2019 combined Annual Report on Form 10-K and portions of the Proxy Statement relating to the Annual Meeting of Shareholders to be held on May 5, 2021, are incorporated by reference into Parts II and III of this Report.
NSTAR Electric Company and Public Service Company of New Hampshire each meet the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K, and each is therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) of Form 10‑K.
Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire each separately file this combined Form 10-K. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Each registrant makes no representation as to information relating to the other registrants.
GLOSSARY OF TERMS
The following is a glossary of abbreviations and acronyms that are found in this report:
|
| | | | |
| Current or former Eversource Energy companies, segments or investments: |
| Eversource, ES or the Company | Eversource Energy and subsidiaries |
| Eversource parent or ES parent | Eversource Energy, a public utility holding company |
| ES parent and other companies | ES parent and other companies are comprised of Eversource parent, Eversource Service, Eversource Water Ventures, Inc. (parent company of Aquarion), and other subsidiaries, which primarily includes our unregulated businesses, HWP Company, The Rocky River Realty Company (a real estate subsidiary), and the consolidated operations of CYAPC and YAEC, and Aquarion's water business from the date of acquisition on December 4, 2017 through December 31, 2017Eversource parent's equity ownership interests that are not consolidated |
| CL&P | The Connecticut Light and Power Company |
| NSTAR Electric | NSTAR Electric Company |
| PSNH | Public Service Company of New Hampshire |
| PSNH Funding | PSNH Funding LLC 3, a bankruptcy remote, special purpose, wholly-owned subsidiary of PSNH |
| NSTAR Gas | NSTAR Gas Company |
| EGMA | Eversource Gas Company of Massachusetts |
| Yankee Gas | Yankee Gas Services Company |
| Aquarion | Eversource Aquarion Holdings, IncInc. and its subsidiaries (formerly known as Macquarie Utilities Inc) |
| NPT | Northern Pass Transmission LLC |
| Northern Pass | The HVDC and associated alternating-current transmission line project from Canada into New Hampshire |
| HEEC | Harbor Electric Energy Company, a wholly-owned subsidiary of NSTAR Electric |
| Eversource Service | Eversource Energy Service Company |
| Bay State Wind | A projectBay State Wind LLC, an offshore wind business being developed jointly by Eversource and Denmark-based Ørsted, (formerly known as DONG Energy) to constructwhich holds the Sunrise Wind project |
| North East Offshore | North East Offshore, LLC, an offshore wind farm offbusiness holding company being developed jointly by Eversource and Denmark-based Ørsted, which holds the coast of MassachusettsRevolution Wind and South Fork Wind projects |
| CYAPC | Connecticut Yankee Atomic Power Company |
| MYAPC | Maine Yankee Atomic Power Company |
| YAEC | Yankee Atomic Electric Company |
| Yankee Companies | CYAPC, YAEC and MYAPC |
Electric and Natural Gas CompaniesRegulated companies | The Eversource electric and natural gasregulated companies are comprised of the electric distribution and transmission businesses of CL&P, NSTAR Electric and PSNH, the natural gas distribution businesses of Yankee Gas, and NSTAR Gas and EGMA, NPT, the generation facilities of PSNH,Aquarion, and the solar power facilities of NSTAR Electric |
Regulators: | Regulators and Government Agencies: |
DEEPBOEM | U.S. Bureau of Ocean Energy Management |
| DEEP | Connecticut Department of Energy and Environmental Protection |
| DOE | U.S. Department of Energy |
| DOER | Massachusetts Department of Energy Resources |
| DPU | Massachusetts Department of Public Utilities |
| EPA | U.S. Environmental Protection Agency |
| FERC | Federal Energy Regulatory Commission |
| ISO-NE | ISO New England, Inc., the New England Independent System Operator |
| MA DEP | Massachusetts Department of Environmental Protection |
| NHPUC | New Hampshire Public Utilities Commission |
| PURA | Connecticut Public Utilities Regulatory Authority |
| SEC | U.S. Securities and Exchange Commission |
| SJC | Supreme Judicial Court of Massachusetts |
| Other Terms and Abbreviations: |
Access NortheastADIT | A project being developed jointly by Eversource, Enbridge, Inc. ("Enbridge"), and National Grid plc ("National Grid") through Algonquin Gas Transmission, LLC to bring needed additional natural gas pipeline and storage capacity to New England. |
ADIT | Accumulated Deferred Income Taxes |
| AFUDC | Allowance For Funds Used During Construction |
AOCLAOCI | Accumulated Other Comprehensive LossIncome |
| ARO | Asset Retirement Obligation |
| Bcf | Billion cubic feet |
| C&LM | Conservation and Load Management |
| CfD | Contract for Differences |
Clean Air ProjectCTA | The construction of a wet flue gas desulphurization system, known as "scrubber technology," to reduce mercury emissions of the Merrimack coal-fired generation station in Bow, New Hampshire |
CO2
| Carbon dioxide |
CPSL | Capital Projects Scheduling List |
CTA | Competitive Transition Assessment |
| | | | | |
| CWIP | Construction Work in Progress |
| EDC | Electric distribution company |
EPSEDIT | Excess Deferred Income Taxes |
| EPS | Earnings Per Share |
| ERISA | Employee Retirement Income Security Act of 1974 |
|
| ESOP | |
ESOP | Employee Stock Ownership Plan |
ESPP | Employee Share Purchase Plan |
Eversource 20162019 Form 10-K | The Eversource Energy and Subsidiaries 20162019 combined Annual Report on Form 10-K as filed with the SEC |
| Fitch | Fitch Ratings |
| FMCC | Federally Mandated Congestion Charge |
| FTR | Financial Transmission Rights |
| GAAP | Accounting principles generally accepted in the United States of America |
| GSC | Generation Service Charge |
GSRPGWh | Greater Springfield Reliability ProjectGigawatt-Hours |
GWhHQ | Gigawatt-Hours |
HQ | Hydro-Québec, a corporation wholly-owned by the Québec government, including its divisions that produce, transmit and distribute electricity in Québec, Canada |
| HVDC | High-voltage direct current |
| Hydro Renewable Energy | Hydro Renewable Energy, Inc., a wholly-owned subsidiary of Hydro-Québec |
| IPP | Independent Power Producers |
| ISO-NE Tariff | ISO-NE FERC Transmission, Markets and Services Tariff |
| kV | Kilovolt |
| kVa | Kilovolt-ampere |
| kW | Kilowatt (equal to one thousand watts) |
kWhLNG | Kilowatt-Hours (the basic unit of electricity energy equal to one kilowatt of power supplied for one hour) |
LBR | Lost Base Revenue |
LNG | Liquefied natural gas |
| LRS | Supplier of last resort service |
MMcfMG | Million cubic feetgallons |
| MGP | Manufactured Gas Plant |
| MMBtu | One million British thermal units |
Moody'sMMcf | Million cubic feet |
| Moody's | Moody's Investors Services, Inc. |
| MW | Megawatt |
| MWh | Megawatt-Hours |
NEEWSNETOs | New England East-West Solution |
NETOs | New England Transmission Owners (including Eversource, National Grid and Avangrid) |
NOx
OCI | Nitrogen oxides |
OCI | Other Comprehensive Income/(Loss) |
| PAM | Pension and PBOP Rate Adjustment Mechanism |
| PBOP | Postretirement Benefits Other Than Pension |
| PBOP Plan | Postretirement Benefits Other Than Pension Plan that provides certain retiree benefits, primarily medical, dental and life insurance |
PCRBs | Pollution Control Revenue Bonds |
| Pension Plan | Single uniform noncontributory defined benefit retirement plan |
| PPA | Pension Protection ActPower purchase agreement |
| RECs | Renewable Energy Certificates |
| Regulatory ROE | The average cost of capital method for calculating the return on equity related to the distribution and generation business segment excluding the wholesale transmission segment |
RNSROE | Regional Network Service |
ROE | Return on Equity |
RRBRRBs | Rate Reduction BondBonds or Rate Reduction CertificateCertificates |
| RSUs | Restricted share units |
| S&P | Standard & Poor's Financial Services LLC |
| SBC | Systems Benefits Charge |
| SCRC | Stranded Cost Recovery Charge |
| SERP | Supplemental Executive Retirement Plans and non-qualified defined benefit retirement plans |
SIPSS | Simplified Incentive PlanStandard service |
SO2
TCAM | Sulfur dioxide |
SS | Standard service |
TCAM | Transmission Cost Adjustment Mechanism |
TSAUI | Transmission Service Agreement |
UI | The United Illuminating Company |
| VIE | Variable Interest Entity |
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
20172020 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
|
| | | | | | | |
| Page |
| PART I | |
| Item 1. | | |
| Item 1A. | | |
| Item 1B. | | |
| Item 2. | | |
| Item 3. | | |
| Item 4. | | |
| | |
| PART II | |
| Item 5. | | |
| Item 6. | | |
| Item 7. | | |
| Item 7A. | | |
| Item 8. | | |
| Item 9. | | |
| Item 9A. | | |
| Item 9B. | | |
| | |
| PART III | |
| Item 10. | | |
| Item 11. | | |
| Item 12. | | |
| Item 13. | | |
| Item 14. | | |
| | |
| PART IV | |
| Item 15. | | |
| Item 16. | | |
| |
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995
References in this Annual Report on Form 10-K to "Eversource," the "Company," "we," "our," and "us" refer to Eversource Energy and its consolidated subsidiaries. CL&P, NSTAR Electric, and PSNH are each doing business as Eversource Energy.
From time to time, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts. These statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. You can generally identify our forward-looking statements through the use of words or phrases such as "estimate," "expect," "anticipate," "intend," "plan," "project," "believe," "forecast," "should," "could," and other similar expressions. Forward-looking statements are based on the current expectations, estimates, assumptions or projections of management and are not guarantees of future performance. These expectations, estimates, assumptions or projections may vary materially from actual results. Accordingly, any such statements are qualified in their entirety by reference to, and are accompanied by, the following important factors that could cause our actual results to differ materially from those contained in our forward-looking statements, including, but not limited to:
cyber•cyberattacks or breaches, and other disruptions to our information technology system that mayincluding those resulting in the compromise of the confidentiality of our proprietary information and the personal information of our customers,
acts of war, terrorism or grid disturbances that may disrupt our transmission and distribution systems,
ability or inability to successfully commence and complete our major strategic development opportunities,
actions or inaction of local, state and federal regulatory, public policy and taxing bodies,
changes in business conditions, which could include disruptive technology related to our current or future business model,
changes in economic conditions, including impact on interest rates, tax policies, and customer demand and payment ability,
fluctuations in weather patterns, including extreme weather due to climate change,
changes in laws, regulations or regulatory policy,
changes in levels or timing of capital expenditures,
•disruptions in the capital markets or other events that make our access to necessary capital more difficult or costly,
developments•the negative impacts of the novel coronavirus (COVID-19) pandemic on our customers, vendors, employees, regulators, and operations,
•changes in legaleconomic conditions, including impact on interest rates, tax policies, and customer demand and payment ability,
•ability or inability to commence and complete our major strategic development projects and opportunities,
•acts of war or terrorism, physical attacks or grid disturbances that may damage and disrupt our electric transmission and electric, natural gas, and water distribution systems,
•actions or inaction of local, state and federal regulatory, public policy doctrines,and taxing bodies,
technological developments•substandard performance of third-party suppliers and service providers,
•fluctuations in weather patterns, including extreme weather due to climate change,
•changes in business conditions, which could include disruptive technology or development of alternative energy sources related to our current or future business model,
•contamination of, or disruption in, our water supplies,
•changes in levels or timing of capital expenditures,
•changes in laws, regulations or regulatory policy, including compliance with environmental laws and regulations,
•changes in accounting standards and financial reporting regulations,
•actions of rating agencies, and
•other presently unknown or unforeseen factors.
.
Other risk factors are detailed in our reports filed with the SEC and updated as necessary, and we encourage you to consult such disclosures.
All such factors are difficult to predict and contain uncertainties that may materially affect our actual results, many of which are beyond our control. You should not place undue reliance on the forward-looking statements, as each speaks only as of the date on which such statement is made, and, except as required by federal securities laws, we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time and it is not possible for us to predict all of such factors, nor can we assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. For more information, see Item 1A, Risk Factors, included in this combined Annual Report on Form 10-K. This Annual Report on Form 10-K also describes material contingencies and critical accounting policies in the accompanying Management's Discussion and Analysis of Financial Condition and Results of Operations and Combined Notes to Financial Statements. We encourage you to review these items.
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
PART I
Item 1.Business
Please refer to the Glossary of Terms for definitions of defined terms and abbreviations used in this combined Annual Report on Form 10-K.
Eversource Energy, headquartered in Boston, Massachusetts and Hartford, Connecticut, is a public utility holding company subject to regulation by the FERC under the Public Utility Holding Company Act of 2005. We are engaged primarily in the energy delivery business through the following wholly-owned utility subsidiaries:
•The Connecticut Light and Power Company (CL&P), a regulated electric utility that serves residential, commercial and industrial customers in parts of Connecticut;
•NSTAR Electric Company (NSTAR Electric), a regulated electric utility that serves residential, commercial and industrial customers in parts of eastern and western Massachusetts and owns solar power facilities;
•Public Service Company of New Hampshire (PSNH), a regulated electric utility that serves residential, commercial and industrial customers in parts of New Hampshire and owns generation assets used to serve customers;Hampshire;
•NSTAR Gas Company (NSTAR Gas), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Massachusetts;
•Eversource Gas Company of Massachusetts (EGMA), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Massachusetts;
•Yankee Gas Services Company (Yankee Gas), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Connecticut.Connecticut; and
•Eversource Aquarion Water CompanyHoldings, Inc. (Aquarion), a regulated water utility holding company that owns three separate regulated water utility subsidiaries and collectively serves residential, commercial, industrial, and municipal and fire protection customers through its separate three regulated utilities, AWC-CT, AWC-MA and AWC-NH in parts of Connecticut, Massachusetts and New Hampshire;Hampshire.
CL&P, NSTAR Electric and PSNH also serve New England customers through Eversource Energy's electric transmission business,business. Along with NSTAR Gas, EGMA and areYankee Gas, each is doing business as Eversource Energy in theirits respective service territories.territory.
On December 31, 2017, WesternOctober 9, 2020, Eversource acquired certain assets and liabilities that comprised NiSource Inc.’s natural gas distribution business in Massachusetts, Electric Company, a formerwhich was previously doing business as Columbia Gas of Massachusetts (CMA). The natural gas distribution assets acquired from CMA were assigned to EGMA, an indirect wholly-owned subsidiary of Eversource Energy, merged with and into NSTAR Electric, with NSTAR Electric as the surviving entity. As a result, NSTAR Electric serves all of Eversource Energy’s electric customersformed in Massachusetts. For purposes of this combined Annual Report on Form 10-K, the financial statements and financial information presented for prior years2020. The LNG assets acquired from CMA were retrospectively adjusted as if the merger had occurred on the first day of the earliest period presented. Upon the closing of the merger, all assets, contracts, rights and obligations of Western Massachusetts Electric Company were reflected as part of NSTAR Electric.assigned to Hopkinton LNG Corp.
On December 4, 2017, Eversource acquired Macquarie Utilities Inc., subsequently renamed Eversource Aquarion Holdings, Inc., and its Aquarion Water Company subsidiaries. Collectively, these water utility companies serve residential, commercial, industrial and fire protection customers in parts of Connecticut, Massachusetts and New Hampshire.
Eversource Energy, CL&P, NSTAR Electric and PSNH each report their financial results separately. We also include information in this report on a segment basis for Eversource Energy. Eversource Energy recognizes threehas four reportable segments: electric distribution, electric transmission, and natural gas distribution and water distribution. Eversource Energy's electric distribution segment includes the results of PSNH's generation facilities and NSTAR Electric's solar power facilities. The energy transmission and distributionThese segments representedrepresent substantially all of Eversource Energy's total consolidated revenues for the years ended December 31, 2017, 2016 and 2015.revenues. CL&P, NSTAR Electric and PSNH do not report separate business segments.
NSTAR ELECTRIC DISTRIBUTION SEGMENTCOMPANY
(a Massachusetts corporation)
General800 Boylston Street, Boston, Massachusetts 02199
Telephone: (800) 286-5000
Commission File Number: 1-02301
I.R.S. Employer Identification No. 04-1278810
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
(a New Hampshire corporation)
Energy Park
780 North Commercial Street, Manchester, New Hampshire 03101-1134
Telephone: (800) 286-5000
Commission File Number: 1-6392
I.R.S. Employer Identification No. 02-0181050
| | | | | | | | | | | | | | |
| Securities registered pursuant to Section 12(b) of the Act: |
| | | | |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Shares, $5.00 par value per share | | ES | | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act:
| | | | | | | | | | | | | | |
| Registrant | Title of Class |
| | | | |
| The Connecticut Light and Power Company | Preferred Stock, par value $50.00 per share, issuable in series, of which the following series are outstanding: |
| $1.90
$2.00
$2.04
$2.20
3.90%
$2.06
$2.09
4.50%
4.96%
4.50%
5.28%
$3.24
6.56% | Series
Series
Series
Series
Series
Series E
Series F
Series
Series
Series
Series
Series G
Series | of 1947
of 1947
of 1949
of 1949
of 1949
of 1954
of 1955
of 1956
of 1958
of 1963
of 1967
of 1968
of 1968 |
| |
| NSTAR Electric Company | Preferred Stock, par value $100.00 per share, issuable in series, of which the following series are outstanding: |
| | 4.25%
4.78% | Series
Series | of 1956
of 1958 |
Indicate by check mark if the registrants are well-known seasoned issuers, as defined in Rule 405 of the Securities Act.
Indicate by check mark if the registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrants have submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrants were required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Eversource Energy | Large accelerated filer | ☒ | Accelerated
filer | ☐ | Non-accelerated
filer | ☐ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| The Connecticut Light and Power Company | Large accelerated filer | ☐ | Accelerated
filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| NSTAR Electric Company | Large accelerated filer | ☐ | Accelerated
filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| Public Service Company of New Hampshire | Large accelerated filer | ☐ | Accelerated
filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Act):
| | | | | | | | |
| Yes | No |
| Eversource Energy | ☐ | ☒ |
| The Connecticut Light and Power Company | ☐ | ☒ |
| NSTAR Electric Company | ☐ | ☒ |
| Public Service Company of New Hampshire | ☐ | ☒ |
The aggregate market value of Eversource Energy's Common Shares, $5.00 par value, held by non-affiliates, computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of Eversource Energy's most recently completed second fiscal quarter (June 30, 2020) was $28,496,151,703 based on a closing market price of $83.27 per share for the 342,213,903 common shares outstanding held by non-affiliates on June 30, 2020.
Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date:
| | | | | | | | |
| Company - Class of Stock | Outstanding as of January 31, 2021 |
Eversource Energy
Common Shares, $5.00 par value | 343,003,366 | | shares |
| | |
The Connecticut Light and Power Company
Common Stock, $10.00 par value | 6,035,205 | | shares |
| | |
NSTAR Electric Company
Common Stock, $1.00 par value | 200 | | shares |
| | |
Public Service Company of New Hampshire
Common Stock, $1.00 par value | 301 | | shares |
Eversource Energy's electric distribution segment consistsEnergy holds all of the distribution businesses6,035,205 shares, 200 shares and 301 shares of CL&P,the outstanding common stock of The Connecticut Light and Power Company, NSTAR Electric Company and PSNH, which are engaged in the distributionPublic Service Company of electricity to retail customers in Connecticut, Massachusetts and New Hampshire, respectively, plusrespectively.
Documents Incorporated by Reference
Portions of the regulated electric generation facilitiesEversource Energy and Subsidiaries 2019 combined Annual Report on Form 10-K and portions of PSNHthe Proxy Statement relating to the Annual Meeting of Shareholders to be held on May 5, 2021, are incorporated by reference into Parts II and solar power facilitiesIII of this Report.
NSTAR Electric.Electric Company and Public Service Company of New Hampshire each meet the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K, and each is therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) of Form 10‑K.
Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire each separately file this combined Form 10-K. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Each registrant makes no representation as to information relating to the other registrants.
GLOSSARY OF TERMS
The following table shows the sourcesis a glossary of electric franchise retail revenues for Eversource Energy's electric distribution companies, collectively, based on categories of customers:abbreviations and acronyms that are found in this report:
| | | | | |
| Current or former Eversource Energy companies, segments or investments: |
| Eversource, ES or the Company | Eversource Energy and subsidiaries |
| Eversource parent or ES parent | Eversource Energy, a public utility holding company |
| ES parent and other companies | ES parent and other companies are comprised of Eversource parent, Eversource Service, Eversource Water Ventures, Inc. (parent company of Aquarion), and other subsidiaries, which primarily includes our unregulated businesses, HWP Company, The Rocky River Realty Company (a real estate subsidiary), the consolidated operations of CYAPC and YAEC, and Eversource parent's equity ownership interests that are not consolidated |
| CL&P | The Connecticut Light and Power Company |
| NSTAR Electric | NSTAR Electric Company |
| PSNH | Public Service Company of New Hampshire |
| PSNH Funding | PSNH Funding LLC 3, a bankruptcy remote, special purpose, wholly-owned subsidiary of PSNH |
| NSTAR Gas | NSTAR Gas Company |
| EGMA | Eversource Gas Company of Massachusetts |
| Yankee Gas | Yankee Gas Services Company |
| Aquarion | Eversource Aquarion Holdings, Inc. and its subsidiaries |
| NPT | Northern Pass Transmission LLC |
| Northern Pass | The HVDC and associated alternating-current transmission line project from Canada into New Hampshire |
| HEEC | Harbor Electric Energy Company, a wholly-owned subsidiary of NSTAR Electric |
| Eversource Service | Eversource Energy Service Company |
| Bay State Wind | Bay State Wind LLC, an offshore wind business being developed jointly by Eversource and Denmark-based Ørsted, which holds the Sunrise Wind project |
| North East Offshore | North East Offshore, LLC, an offshore wind business holding company being developed jointly by Eversource and Denmark-based Ørsted, which holds the Revolution Wind and South Fork Wind projects |
| CYAPC | Connecticut Yankee Atomic Power Company |
| MYAPC | Maine Yankee Atomic Power Company |
| YAEC | Yankee Atomic Electric Company |
| Yankee Companies | CYAPC, YAEC and MYAPC |
| Regulated companies | The Eversource regulated companies are comprised of the electric distribution and transmission businesses of CL&P, NSTAR Electric and PSNH, the natural gas distribution businesses of Yankee Gas, NSTAR Gas and EGMA, NPT, Aquarion, and the solar power facilities of NSTAR Electric |
| Regulators and Government Agencies: |
| BOEM | U.S. Bureau of Ocean Energy Management |
| DEEP | Connecticut Department of Energy and Environmental Protection |
| DOE | U.S. Department of Energy |
| DOER | Massachusetts Department of Energy Resources |
| DPU | Massachusetts Department of Public Utilities |
| EPA | U.S. Environmental Protection Agency |
| FERC | Federal Energy Regulatory Commission |
| ISO-NE | ISO New England, Inc., the New England Independent System Operator |
| MA DEP | Massachusetts Department of Environmental Protection |
| NHPUC | New Hampshire Public Utilities Commission |
| PURA | Connecticut Public Utilities Regulatory Authority |
| SEC | U.S. Securities and Exchange Commission |
| SJC | Supreme Judicial Court of Massachusetts |
| Other Terms and Abbreviations: |
| ADIT | Accumulated Deferred Income Taxes |
| AFUDC | Allowance For Funds Used During Construction |
| AOCI | Accumulated Other Comprehensive Income |
| ARO | Asset Retirement Obligation |
| Bcf | Billion cubic feet |
| C&LM | Conservation and Load Management |
| CfD | Contract for Differences |
| CTA | Competitive Transition Assessment |
|
| | | | | | | | | | | |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| Residential | $ | 3,457,986 |
| | $ | 3,448,043 |
| | $ | 3,608,155 |
|
| Commercial | 2,459,985 |
| | 2,465,664 |
| | 2,476,686 |
|
| Industrial | 330,995 |
| | 328,103 |
| | 326,564 |
|
| Other | 94,091 |
| | 139,527 |
| | 151,195 |
|
| Total Retail Electric Revenues | $ | 6,343,057 |
| | $ | 6,381,337 |
| | $ | 6,562,600 |
|
| | | | | |
| CWIP | Construction Work in Progress |
| EDC | Electric distribution company |
| EDIT | Excess Deferred Income Taxes |
| EPS | Earnings Per Share |
| ERISA | Employee Retirement Income Security Act of 1974 |
| ESOP | Employee Stock Ownership Plan |
| Eversource 2019 Form 10-K | The Eversource Energy and Subsidiaries 2019 combined Annual Report on Form 10-K as filed with the SEC |
| Fitch | Fitch Ratings |
| FMCC | Federally Mandated Congestion Charge |
| FTR | Financial Transmission Rights |
| GAAP | Accounting principles generally accepted in the United States of America |
| GSC | Generation Service Charge |
| GWh | Gigawatt-Hours |
| HQ | Hydro-Québec, a corporation wholly-owned by the Québec government, including its divisions that produce, transmit and distribute electricity in Québec, Canada |
| HVDC | High-voltage direct current |
| Hydro Renewable Energy | Hydro Renewable Energy, Inc., a wholly-owned subsidiary of Hydro-Québec |
| IPP | Independent Power Producers |
| ISO-NE Tariff | ISO-NE FERC Transmission, Markets and Services Tariff |
| kV | Kilovolt |
| kVa | Kilovolt-ampere |
| kW | Kilowatt (equal to one thousand watts) |
| LNG | Liquefied natural gas |
| LRS | Supplier of last resort service |
| MG | Million gallons |
| MGP | Manufactured Gas Plant |
| MMBtu | One million British thermal units |
| MMcf | Million cubic feet |
| Moody's | Moody's Investors Services, Inc. |
| MW | Megawatt |
| MWh | Megawatt-Hours |
| NETOs | New England Transmission Owners (including Eversource, National Grid and Avangrid) |
| OCI | Other Comprehensive Income/(Loss) |
| PAM | Pension and PBOP Rate Adjustment Mechanism |
| PBOP | Postretirement Benefits Other Than Pension |
| PBOP Plan | Postretirement Benefits Other Than Pension Plan |
| Pension Plan | Single uniform noncontributory defined benefit retirement plan |
| PPA | Power purchase agreement |
| RECs | Renewable Energy Certificates |
| Regulatory ROE | The average cost of capital method for calculating the return on equity related to the distribution business segment excluding the wholesale transmission segment |
| ROE | Return on Equity |
| RRBs | Rate Reduction Bonds or Rate Reduction Certificates |
| RSUs | Restricted share units |
| S&P | Standard & Poor's Financial Services LLC |
| SBC | Systems Benefits Charge |
| SCRC | Stranded Cost Recovery Charge |
| SERP | Supplemental Executive Retirement Plans and non-qualified defined benefit retirement plans |
| SS | Standard service |
| TCAM | Transmission Cost Adjustment Mechanism |
| UI | The United Illuminating Company |
| VIE | Variable Interest Entity |
A summary of our distribution companies' retail electric GWh sales volumes and percentage changes for 2017, as compared to 2016, is as follows:
|
| | | | | | | | |
| | 2017 | | 2016 | | Percentage Change |
| Residential | 20,496 |
| | 21,002 |
| | (2.4 | )% |
| Commercial | 26,570 |
| | 27,206 |
| | (2.3 | )% |
| Industrial | 5,180 |
| | 5,434 |
| | (4.7 | )% |
| Total | 52,246 |
| | 53,642 |
| | (2.6 | )% |
Certain Eversource electric, natural gas and water companies, including CL&P and NSTAR Electric (for a portion of its customers), have a regulatory commission approved revenue decoupling mechanism ("decoupled companies"). Distribution revenues are decoupled from customer sales volumes, where applicable, which breaks the relationship between sales volumes and revenues recognized. The decoupled companies reconcile their annual base distribution rate recovery to pre-established levels of baseline distribution delivery service revenues. Any difference between the allowed level of distribution revenue and the actual amount realized is adjusted through rates in a subsequent period.
Retail electric sales volumes at our electric utilities with a traditional rate structure (the eastern region of NSTAR Electric and PSNH) were lower in 2017, as compared to 2016, due primarily to the mild summer weather in 2017, as compared to 2016. Cooling degree days in 2017 were 14.7 percent lower in the Boston metropolitan area and 22.7 percent lower in New Hampshire, as compared to 2016. Sales volumes were positively impacted by improved economic conditions across our service territories, but this trend was offset by lower customer usage driven by the impact of increased customer energy conservation efforts.
CL&P and NSTAR Electric (for its western Massachusetts customer rates) reconcile their annual base distribution rate recovery amounts to their pre-established levels of baseline distribution delivery service revenues of $1.059 billion and $132.4 million, respectively, through December 31, 2017. Effective February 1, 2018, NSTAR Electric, operating entirely under decoupled rates, will reconcile its annual base distribution rate recovery to its new baseline of $974.8 million.
ELECTRIC DISTRIBUTION – CONNECTICUT
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
2020 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
| | | | | | | | |
| Page |
| PART I | |
| Item 1. | | |
| Item 1A. | | |
| Item 1B. | | |
| Item 2. | | |
| Item 3. | | |
| Item 4. | | |
| | |
| PART II | |
| Item 5. | | |
| Item 6. | | |
| Item 7. | | |
| Item 7A. | | |
| Item 8. | | |
| Item 9. | | |
| Item 9A. | | |
| Item 9B. | | |
| | |
| PART III | |
| Item 10. | | |
| Item 11. | | |
| Item 12. | | |
| Item 13. | | |
| Item 14. | | |
| | |
| PART IV | |
| Item 15. | | |
| Item 16. | | |
| |
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995
References in this Annual Report on Form 10-K to "Eversource," the "Company," "we," "our," and "us" refer to Eversource Energy and its consolidated subsidiaries. CL&P's distribution&P, NSTAR Electric, and PSNH are each doing business consists primarilyas Eversource Energy.
From time to time, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts. These statements are "forward-looking statements" within the meaning of the purchase, deliveryPrivate Securities Litigation Reform Act of 1995. You can generally identify our forward-looking statements through the use of words or phrases such as "estimate," "expect," "anticipate," "intend," "plan," "project," "believe," "forecast," "should," "could," and sale of electricity to its residential, commercial and industrial customers. As of December 31, 2017, CL&P furnished retail franchise electric service to approximately 1.2 million customers in 149 cities and towns in Connecticut, covering an area of 4,400 square miles. CL&P does not own any electric generation facilities.
The following table shows the sources of CL&P's electric franchise retail revenuesother similar expressions. Forward-looking statements are based on categoriesthe current expectations, estimates, assumptions or projections of customers:management and are not guarantees of future performance. These expectations, estimates, assumptions or projections may vary materially from actual results. Accordingly, any such statements are qualified in their entirety by reference to, and are accompanied by, the following important factors that could cause our actual results to differ materially from those contained in our forward-looking statements, including, but not limited to:
•cyberattacks or breaches, including those resulting in the compromise of the confidentiality of our proprietary information and the personal information of our customers,
•disruptions in the capital markets or other events that make our access to necessary capital more difficult or costly,
•the negative impacts of the novel coronavirus (COVID-19) pandemic on our customers, vendors, employees, regulators, and operations,
•changes in economic conditions, including impact on interest rates, tax policies, and customer demand and payment ability,
•ability or inability to commence and complete our major strategic development projects and opportunities,
•acts of war or terrorism, physical attacks or grid disturbances that may damage and disrupt our electric transmission and electric, natural gas, and water distribution systems,
•actions or inaction of local, state and federal regulatory, public policy and taxing bodies,
•substandard performance of third-party suppliers and service providers,
•fluctuations in weather patterns, including extreme weather due to climate change,
•changes in business conditions, which could include disruptive technology or development of alternative energy sources related to our current or future business model,
•contamination of, or disruption in, our water supplies,
•changes in levels or timing of capital expenditures,
•changes in laws, regulations or regulatory policy, including compliance with environmental laws and regulations,
•changes in accounting standards and financial reporting regulations,
•actions of rating agencies, and
•other presently unknown or unforeseen factors.
Other risk factors are detailed in our reports filed with the SEC and updated as necessary, and we encourage you to consult such disclosures.
All such factors are difficult to predict and contain uncertainties that may materially affect our actual results, many of which are beyond our control. You should not place undue reliance on the forward-looking statements, as each speaks only as of the date on which such statement is made, and, except as required by federal securities laws, we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time and it is not possible for us to predict all of such factors, nor can we assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. For more information, see Item 1A, Risk Factors, included in this combined Annual Report on Form 10-K. This Annual Report on Form 10-K also describes material contingencies and critical accounting policies in the accompanying Management's Discussion and Analysis of Financial Condition and Results of Operations and Combined Notes to Financial Statements. We encourage you to review these items.
|
| | | | | | | | | | | |
| | CL&P |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| Residential | $ | 1,649,294 |
| | $ | 1,603,351 |
| | $ | 1,641,165 |
|
| Commercial | 883,904 |
| | 858,965 |
| | 841,093 |
|
| Industrial | 144,672 |
| | 139,556 |
| | 129,544 |
|
| Other | 29,144 |
| | 47,672 |
| | 62,704 |
|
| Total Retail Electric Revenues | $ | 2,707,014 |
| | $ | 2,649,544 |
| | $ | 2,674,506 |
|
A summary of CL&P's retail electric GWh sales volumes and percentage changes for 2017, as compared to 2016, is as follows:
|
| | | | | | | | |
| | 2017 | | 2016 | | Percentage Change |
| Residential | 9,642 |
| | 9,907 |
| | (2.7 | )% |
| Commercial | 9,161 |
| | 9,461 |
| | (3.2 | )% |
| Industrial | 2,146 |
| | 2,249 |
| | (4.6 | )% |
| Total | 20,949 |
| | 21,617 |
| | (3.1 | )% |
RatesEVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
CL&PNSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
PART I
Item 1.Business
Please refer to the Glossary of Terms for definitions of defined terms and abbreviations used in this combined Annual Report on Form 10-K.
Eversource Energy, headquartered in Boston, Massachusetts and Hartford, Connecticut, is a public utility holding company subject to regulation by the PURA, which, among other things, has jurisdiction over rates, certain dispositionsFERC under the Public Utility Holding Company Act of property2005. We are engaged primarily in the energy delivery business through the following wholly-owned utility subsidiaries:
•The Connecticut Light and plant, mergers and consolidations, issuances of long-term securities, standards of service and construction and operation of facilities. CL&P's present general rate structure consists of various rate and service classifications coveringPower Company (CL&P), a regulated electric utility that serves residential, commercial and industrial services. CL&P's retail rates includecustomers in parts of Connecticut;
•NSTAR Electric Company (NSTAR Electric), a delivery service component, which includes distribution, transmission, conservation, renewable energy programs and other chargesregulated electric utility that are assessed on all customers.
Under Connecticut law, all of CL&P's customers are entitled to choose their energy suppliers, while CL&P remains their electric distribution company. For those customers who do not choose a competitive energy supplier, under SS rates for customers with less than 500 kilowatts of demand (residential customers and small and mediumserves residential, commercial and industrial customers)customers in parts of eastern and western Massachusetts and owns solar power facilities;
•Public Service Company of New Hampshire (PSNH), and LRS rates for customers with 500 kilowatts or more of demand (largera regulated electric utility that serves residential, commercial and industrial customers)customers in parts of New Hampshire;
•NSTAR Gas Company (NSTAR Gas), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Massachusetts;
•Eversource Gas Company of Massachusetts (EGMA), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Massachusetts;
•Yankee Gas Services Company (Yankee Gas), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Connecticut; and
•Eversource Aquarion Holdings, Inc. (Aquarion), a utility holding company that owns three separate regulated water utility subsidiaries and collectively serves residential, commercial, industrial, and municipal and fire protection customers in parts of Connecticut, Massachusetts and New Hampshire.
CL&P, purchases power under standard offer contractsNSTAR Electric and passes the cost of the purchased power toPSNH also serve New England customers through a combined charge on customers' bills. Eversource Energy's electric transmission business. Along with NSTAR Gas, EGMA and Yankee Gas, each is doing business as Eversource Energy in its respective service territory.
On October 9, 2020, Eversource acquired certain assets and liabilities that comprised NiSource Inc.’s natural gas distribution business in Massachusetts, which was previously doing business as Columbia Gas of Massachusetts (CMA). The rates established by the PURA fornatural gas distribution assets acquired from CMA were assigned to EGMA, an indirect wholly-owned subsidiary of Eversource formed in 2020. The LNG assets acquired from CMA were assigned to Hopkinton LNG Corp.
Eversource Energy, CL&P, are comprised of the following:
An electric GSC, which recovers energy-related costs incurred as a result of providing electric generation service supply to all customers that have not migrated to competitive energy suppliers. The GSC is adjusted periodicallyNSTAR Electric and reconciled semi-annuallyPSNH each report their financial results separately. We also include information in accordance with the policies and procedures of the PURA, with any differences refunded to, or recovered from, customers.
A revenue decoupling adjustment that reconciles the amounts recovered from customers, on an annual basis, to the distribution revenue requirement approved by the PURA in its last rate case, which currently is an annual amount of $1.059 billion.
A distribution charge, which includes a fixed customer charge and a demand and/or energy charge to collect the costs of building and expanding the infrastructure to deliver electricity to customers, as well as ongoing operating costs to maintain the infrastructure.
An FMCC, which recovers any costs imposed by the FERC as part of the New England Standard Market Design, including locational marginal pricing, locational installed capacity payments, and any costs approved by the PURA to reduce these charges. The FMCC also recovers costs associated with CL&P's system resiliency program. The FMCC is adjusted periodically and reconciled semi-annually in accordance with the policies and procedures of the PURA, with any differences refunded to, or recovered from, customers.
A transmission charge that recovers the cost of transporting electricity over high-voltage lines from generating plants to substations, including costs allocated by ISO-NE to maintain the wholesale electric market.
A CTA charge, assessed to recover stranded costs associated with electric industry restructuring such as various IPP contracts. The CTA is reconciled annually to actual costs incurred and reviewed by the PURA, with any difference refunded to, or recovered from, customers.
An SBC, established to fund expenses associated with various hardship and low income programs and a program that compensates municipalities for lost property tax revenues due to decreased values of generating facilities caused by electric industry restructuring. The SBC is reconciled annually to actual costs incurred and reviewed by the PURA, with any difference refunded to, or recovered from, customers.
A Clean Energy Fund charge, which is used to promote investment in renewable energy sources. Amounts collected by this charge are deposited into the Clean Energy Fund and administered by the Clean Energy Finance and Investment Authority. The Clean Energy Fund charge is set by statute and is currently 0.1 cent per kWh.
A conservation charge, comprised of a statutory rate established to implement cost-effective energy conservation programs and market transformation initiatives, plus a conservation adjustment mechanism charge to recover the residual energy efficiency spending associated with the expanded energy efficiency costs directed by the Comprehensive Energy Strategy Plan for Connecticut.
As required by regulation, CL&P, jointly with UI, entered into the following contracts whereby UI will share 20 percent and CL&P will share 80 percent of the costs and benefits (CL&P's portion of these costs are either recovered from, or refunded to, customers through the FMCC):
Four capacity CfDs (totaling approximately 787 MW of capacity) with three electric generation units and one demand response project, which extend through 2026 and have terms of up to 15 years beginning in 2009. The capacity CfDs obligate both CL&P and UI to make or receive paymentsreport on a monthlysegment basis to or from the project and generation owners based on the difference between a contractually set capacity price and the capacity market prices that the project and generation owners receive in the ISO-NE capacity markets.
Three peaker CfDs (totaling approximately 500 MW of peaking capacity) with three peaking generation units. The three peaker CfDs pay the generation owners the difference between capacity, forward reserve and energy market revenues and a cost-of-service payment stream for 30 years beginning in 2008 (including costs of plant operation and the prices that the generation owners receive for capacity and other products in the ISO-NE markets).
Distribution Rates: On April 20, 2017, PURA approved the joint request of CL&P, the Connecticut Office of Consumer Counsel ("OCC") and the Connecticut Attorney General to amend the deadline to establish newEversource Energy. Eversource Energy has four reportable segments: electric distribution, rates in the 2012 Connecticut merger settlement agreement from "no later than December 1, 2017" to "no later than July 1, 2018." On November 22, 2017,electric transmission, natural gas distribution and water distribution. These segments represent substantially all of Eversource Energy's total consolidated revenues. CL&P, filed its application with PURA, which sought a rate increase of $255.8 million, $45.0 millionNSTAR Electric and $36.0 million effective May 2018, 2019, and 2020, respectively. On December 15, 2017, CL&P, the Prosecutorial Unit of PURA, and the OCC reached a settlement in principle.PSNH do not report separate business segments.
On January 11, 2018, CL&P filed the distribution rate case settlement agreement for approval by PURA, which included, among other things, rate increases of $97.1 million, $32.7 million and $24.7 million, effective May 1, 2018, 2019, and 2020, respectively, an authorized regulatory ROE of 9.25 percent, 53 percent common equity in CL&P's capital structure, and a new capital tracker through 2020 for capital additions, system resiliency, and grid modernization. The rate increases associated with the settlement agreement will be reduced by the impact of the decrease in the federal corporate income tax rate, as part of the "Tax Cuts and Jobs Act", which we currently estimate to average approximately $45 million to $50 million per year, while amounts related to ADIT will be addressed in a separate manner. We expect to receive final approval from PURA in the second quarter of 2018.
Sources and Availability of Electric Power Supply
As noted above, CL&P does not own any generation assets and purchases energy supply to serve its SS and LRS loads from a variety of competitive sources through requests for proposals. CL&P continues to supply approximately 42 percent of its customer load at SS or LRS rates while the other 58 percent of its customer load has migrated to competitive energy suppliers. Because this customer migration is only for energy supply service, it has no impact on CL&P's electric distribution business or its operating income.
CL&P periodically enters into full requirements contracts for SS loads for periods of up to one year. CL&P typically enters into full requirements contracts for LRS loads every three months. Currently, CL&P has full requirements contracts in place for 100 percent of its SS loads for the first half of 2018. For the second half of 2018, CL&P has 60 percent of its SS load under full requirements contracts, and intends to purchase an additional 40 percent of full requirements. None of the SS load for 2019 has been procured. CL&P has full requirements contracts in place for its LRS loads through June 2018 and intends to purchase 100 percent of full requirements for the remainder of 2018.
ELECTRIC DISTRIBUTION – MASSACHUSETTS
NSTAR ELECTRIC COMPANY
(a Massachusetts corporation)
NSTAR Electric's distribution business consists primarily of the purchase, delivery and sale of electricity to residential, commercial and industrial customers within its franchise service territory. As of December 31, 2017, NSTAR Electric furnished retail franchise electric service to approximately 1.4 million customers in800 Boylston Street, Boston, and 139 cities and towns in eastern and western Massachusetts including Cape Cod, Martha's Vineyard and the greater Springfield metropolitan area, covering an aggregate area of approximately 3,200 square miles. NSTAR Electric does not own any generating facilities used to supply customers and purchases its energy requirements from competitive energy suppliers.02199
Telephone: (800) 286-5000
On December 29, 2016, the DPU approved NSTAR Electric's application to develop 62 MW of new solar power facilities. Currently, NSTAR Electric owns 8 MW of solar power facilities on sites in Pittsfield, Springfield, and East Springfield, Massachusetts that were completed from 2010 through 2014. We expect development of the new facilities to be completed in 2018. Similar to NSTAR Electric’s current practice on the existing 8MW of solar power facilities, we expect that NSTAR Electric will sell energy from the new facilities into the ISO-NE market. We estimate our investment in these new facilities will be approximately $180 million.Commission File Number: 1-02301
I.R.S. Employer Identification No. 04-1278810
The following table shows the sources of the electric franchise retail revenues of NSTAR Electric based on categories of customers:
|
| | | | | | | | | | | |
| | NSTAR Electric |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| Residential | $ | 1,271,253 |
| | $ | 1,322,778 |
| | $ | 1,461,184 |
|
| Commercial | 1,278,739 |
| | 1,310,743 |
| | 1,322,674 |
|
| Industrial | 113,952 |
| | 117,683 |
| | 120,106 |
|
| Other | 45,347 |
| | 54,666 |
| | 53,388 |
|
| Total Retail Electric Revenues | $ | 2,709,291 |
| | $ | 2,805,870 |
| | $ | 2,957,352 |
|
A summary of NSTAR Electric's retail electric GWh sales volumes and percentage changes for 2017, as compared to 2016, is as follows:
|
| | | | | | | | |
| | NSTAR Electric |
| | 2017 | | 2016 | | Percentage Change |
| Residential | 7,721 |
| | 7,959 |
| | (3.0 | )% |
| Commercial | 14,127 |
| | 14,404 |
| | (1.9 | )% |
| Industrial | 1,691 |
| | 1,802 |
| | (6.2 | )% |
| Total | 23,539 |
| | 24,165 |
| | (2.6 | )% |
In 2017 and 2016, NSTAR Electric operated under two different rate structures based on its service territory geography. For customers in eastern Massachusetts, including metropolitan Boston, Cape Cod and Martha's Vineyard, NSTAR Electric operated using Traditional rates. For customers in western Massachusetts, including the metropolitan Springfield region, NSTAR Electric operated using Decoupled rates. Effective February 1, 2018, all of NSTAR Electric's distribution revenues were decoupled as a result of the DPU-approved rate decision. See "Regulatory Developments and Rate Matters - Massachusetts - NSTAR Electric Distribution Rate Case Decision" in the accompanying Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
Rates
NSTAR Electric is subject to regulation by the DPU, which, among other things, has jurisdiction over rates, certain dispositions of property and plant, mergers and consolidations, issuances of long-term securities, acquisition of securities, standards of service and construction and operation of facilities. The present general rate structure for NSTAR Electric consists of various rate and service classifications covering residential, commercial and industrial services.
Under Massachusetts law, all customers of NSTAR Electric are entitled to choose their energy suppliers, while NSTAR Electric remains their electric distribution company. NSTAR Electric purchases power from competitive suppliers on behalf of, and passes the related cost through to, its customers who do not choose a competitive energy supplier (basic service). Most of the residential customers of NSTAR Electric have continued to buy their power from NSTAR Electric at basic service rates. Most commercial and industrial customers have switched to a competitive energy supplier.
The Cape Light Compact, an inter-governmental organization consisting of the 21 towns and two counties on Cape Cod and Martha's Vineyard, serves 200,000 customers through the delivery of energy efficiency programs, effective consumer advocacy, competitive electricity supply and green power options. NSTAR Electric continues to provide electric service to these customers including the delivery of power, maintenance of infrastructure, capital investment, meter reading, billing, and customer service.
NSTAR Electric continues to supply approximately 50 percent of its Residential customer load, 41 percent of its Small Commercial and Industrial (C&I) customer load, and 9 percent of its Large C&I customer load at basic service rates. The remainder of its customer load is distributed between Municipal Aggregation and Competitive Supply. Because customer migration is limited to energy supply service, it has no impact on the delivery business or operating income of NSTAR Electric.
The rates established by the DPU for NSTAR Electric are comprised of the following:
A basic service charge that represents the collection of energy costs, including costs related to charge-offs of uncollectible energy costs from customers. Electric distribution companies in Massachusetts are required to obtain and resell power to retail customers through basic service for those who choose not to buy energy from a competitive energy supplier. Basic service rates are reset every six months (every three months for large commercial and industrial customers). Additionally, the DPU has authorized NSTAR Electric to recover the cost of its NSTAR Green wind contracts through the basic service charge. Basic service costs are reconciled annually, with any differences refunded to, or recovered from, customers.
A distribution charge, which includes a fixed customer charge and a demand and/or energy charge to collect the costs of building and expanding the distribution infrastructure to deliver power to its destination, as well as ongoing operating costs.
A revenue decoupling adjustment that reconciles distribution revenue, on an annual basis, to the amount of distribution revenue approved by the DPU. During 2017 only the western Massachusetts customer rates, including the metropolitan Springfield region,
were decoupled, which resulted in allowed distribution revenues of approximately $132.4 million. Effective February 1, 2018, NSTAR Electric is allowed to collect distribution revenues of $974.8 million annually, which covers its entire service territory.
A transmission charge that recovers the cost of transporting electricity over high-voltage lines from generating plants to substations, including costs allocated by ISO-NE to maintain the wholesale electric market.
A transition charge that represents costs to be collected primarily from previously held investments in generating plants, costs related to existing above-market power contracts, and contract costs related to long-term power contract buy-outs.
A renewable energy charge that represents a legislatively-mandated charge to support the Massachusetts Renewable Energy Trust Fund.
An energy efficiency charge that represents a legislatively-mandated charge to collect costs for energy efficiency programs.
Reconciling adjustment charges that recover certain DPU-approved costs, including pension and PBOP benefits, low income customer discounts, lost revenue and credits associated with net-metering facilities installed by customers, costs associated with the solar power facilities, storms, long-term renewable contracts and energy efficiency programs.
As required by regulation, NSTAR Electric, along with two other Massachusetts electric utilities, signed long-term commitments to purchase a combined estimated generating capacity of approximately 334 MW of wind power from two wind farms in Maine over 15 years. One wind farm began operating in late 2015, and the other wind farm began operating in late 2016. In addition, NSTAR Electric previously signed a long-term commitment to purchase an estimated generating capacity of approximately 37.5 MW of wind power from a wind farm in Maine over 15 years that began operating in 2016.
Distribution Rates: On November 30, 2017, the DPU issued its decision in the NSTAR Electric distribution rate case, which approved an annual distribution rate increase of $37 million, with rates effective February 1, 2018. On January 3, 2018, NSTAR Electric filed a motion to reflect a revenue requirement reduction of $56 million (due to the decrease in the federal corporate income tax rate, as part of the "Tax Cuts and Jobs Act"), resulting in an annual net decrease in rates of $19 million.
In addition to its decision regarding rates, the DPU approved an authorized regulatory ROE of 10 percent, the establishment of a revenue decoupling rate mechanism for the portion of the NSTAR Electric business that did not previously have a decoupling mechanism, and the implementation of an inflation-based adjustment mechanism with a five-year stay-out until January 1, 2023.
Among other items, the DPU approved the recovery of previously expensed merger-related costs over a 10-year period and the recovery of previously deferred storm costs with carrying charges at the prime rate, but disallowed certain property taxes. The rate case decision resulted in the recognition of an aggregate $44.1 million pre-tax benefit recorded in 2017.
Service Quality Metrics: NSTAR Electric is subject to service quality ("SQ") metrics that measure safety, reliability and customer service, and could be required to pay to customers a SQ charge of up to 2.5 percent of annual transmission and distribution revenues for failing to meet such metrics. NSTAR Electric will not be required to pay a SQ charge for its 2017 performance as the company achieved results at or above target for all of its SQ metrics in 2017.
Sources and Availability of Electric Power Supply
As noted above, NSTAR Electric does not own any generation assets (other than solar power facilities), and it purchases its energy requirements from a variety of competitive sources through requests for proposals issued periodically, consistent with DPU regulations. NSTAR Electric enters into supply contracts for basic service for 50 percentof its residential and small commercial and industrial customers twice per year for twelve month terms. NSTAR Electric enters into supply contracts for basic service for 100 percentof large commercial and industrial customers every three months.
ELECTRIC DISTRIBUTION – NEW HAMPSHIRE
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
(a New Hampshire corporation)
PSNH'sEnergy Park
780 North Commercial Street, Manchester, New Hampshire 03101-1134
Telephone: (800) 286-5000
Commission File Number: 1-6392
I.R.S. Employer Identification No. 02-0181050
| | | | | | | | | | | | | | |
| Securities registered pursuant to Section 12(b) of the Act: |
| | | | |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Shares, $5.00 par value per share | | ES | | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act:
| | | | | | | | | | | | | | |
| Registrant | Title of Class |
| | | | |
| The Connecticut Light and Power Company | Preferred Stock, par value $50.00 per share, issuable in series, of which the following series are outstanding: |
| $1.90
$2.00
$2.04
$2.20
3.90%
$2.06
$2.09
4.50%
4.96%
4.50%
5.28%
$3.24
6.56% | Series
Series
Series
Series
Series
Series E
Series F
Series
Series
Series
Series
Series G
Series | of 1947
of 1947
of 1949
of 1949
of 1949
of 1954
of 1955
of 1956
of 1958
of 1963
of 1967
of 1968
of 1968 |
| |
| NSTAR Electric Company | Preferred Stock, par value $100.00 per share, issuable in series, of which the following series are outstanding: |
| | 4.25%
4.78% | Series
Series | of 1956
of 1958 |
Indicate by check mark if the registrants are well-known seasoned issuers, as defined in Rule 405 of the Securities Act.
Indicate by check mark if the registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrants have submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrants were required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Eversource Energy | Large accelerated filer | ☒ | Accelerated
filer | ☐ | Non-accelerated
filer | ☐ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| The Connecticut Light and Power Company | Large accelerated filer | ☐ | Accelerated
filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| NSTAR Electric Company | Large accelerated filer | ☐ | Accelerated
filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| Public Service Company of New Hampshire | Large accelerated filer | ☐ | Accelerated
filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Act):
| | | | | | | | |
| Yes | No |
| Eversource Energy | ☐ | ☒ |
| The Connecticut Light and Power Company | ☐ | ☒ |
| NSTAR Electric Company | ☐ | ☒ |
| Public Service Company of New Hampshire | ☐ | ☒ |
The aggregate market value of Eversource Energy's Common Shares, $5.00 par value, held by non-affiliates, computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of Eversource Energy's most recently completed second fiscal quarter (June 30, 2020) was $28,496,151,703 based on a closing market price of $83.27 per share for the 342,213,903 common shares outstanding held by non-affiliates on June 30, 2020.
Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date:
| | | | | | | | |
| Company - Class of Stock | Outstanding as of January 31, 2021 |
Eversource Energy
Common Shares, $5.00 par value | 343,003,366 | | shares |
| | |
The Connecticut Light and Power Company
Common Stock, $10.00 par value | 6,035,205 | | shares |
| | |
NSTAR Electric Company
Common Stock, $1.00 par value | 200 | | shares |
| | |
Public Service Company of New Hampshire
Common Stock, $1.00 par value | 301 | | shares |
Eversource Energy holds all of the 6,035,205 shares, 200 shares and 301 shares of the outstanding common stock of The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire, respectively.
Documents Incorporated by Reference
Portions of the Eversource Energy and Subsidiaries 2019 combined Annual Report on Form 10-K and portions of the Proxy Statement relating to the Annual Meeting of Shareholders to be held on May 5, 2021, are incorporated by reference into Parts II and III of this Report.
NSTAR Electric Company and Public Service Company of New Hampshire each meet the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K, and each is therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) of Form 10‑K.
Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire each separately file this combined Form 10-K. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Each registrant makes no representation as to information relating to the other registrants.
GLOSSARY OF TERMS
The following is a glossary of abbreviations and acronyms that are found in this report:
| | | | | |
| Current or former Eversource Energy companies, segments or investments: |
| Eversource, ES or the Company | Eversource Energy and subsidiaries |
| Eversource parent or ES parent | Eversource Energy, a public utility holding company |
| ES parent and other companies | ES parent and other companies are comprised of Eversource parent, Eversource Service, Eversource Water Ventures, Inc. (parent company of Aquarion), and other subsidiaries, which primarily includes our unregulated businesses, HWP Company, The Rocky River Realty Company (a real estate subsidiary), the consolidated operations of CYAPC and YAEC, and Eversource parent's equity ownership interests that are not consolidated |
| CL&P | The Connecticut Light and Power Company |
| NSTAR Electric | NSTAR Electric Company |
| PSNH | Public Service Company of New Hampshire |
| PSNH Funding | PSNH Funding LLC 3, a bankruptcy remote, special purpose, wholly-owned subsidiary of PSNH |
| NSTAR Gas | NSTAR Gas Company |
| EGMA | Eversource Gas Company of Massachusetts |
| Yankee Gas | Yankee Gas Services Company |
| Aquarion | Eversource Aquarion Holdings, Inc. and its subsidiaries |
| NPT | Northern Pass Transmission LLC |
| Northern Pass | The HVDC and associated alternating-current transmission line project from Canada into New Hampshire |
| HEEC | Harbor Electric Energy Company, a wholly-owned subsidiary of NSTAR Electric |
| Eversource Service | Eversource Energy Service Company |
| Bay State Wind | Bay State Wind LLC, an offshore wind business being developed jointly by Eversource and Denmark-based Ørsted, which holds the Sunrise Wind project |
| North East Offshore | North East Offshore, LLC, an offshore wind business holding company being developed jointly by Eversource and Denmark-based Ørsted, which holds the Revolution Wind and South Fork Wind projects |
| CYAPC | Connecticut Yankee Atomic Power Company |
| MYAPC | Maine Yankee Atomic Power Company |
| YAEC | Yankee Atomic Electric Company |
| Yankee Companies | CYAPC, YAEC and MYAPC |
| Regulated companies | The Eversource regulated companies are comprised of the electric distribution and transmission businesses of CL&P, NSTAR Electric and PSNH, the natural gas distribution businesses of Yankee Gas, NSTAR Gas and EGMA, NPT, Aquarion, and the solar power facilities of NSTAR Electric |
| Regulators and Government Agencies: |
| BOEM | U.S. Bureau of Ocean Energy Management |
| DEEP | Connecticut Department of Energy and Environmental Protection |
| DOE | U.S. Department of Energy |
| DOER | Massachusetts Department of Energy Resources |
| DPU | Massachusetts Department of Public Utilities |
| EPA | U.S. Environmental Protection Agency |
| FERC | Federal Energy Regulatory Commission |
| ISO-NE | ISO New England, Inc., the New England Independent System Operator |
| MA DEP | Massachusetts Department of Environmental Protection |
| NHPUC | New Hampshire Public Utilities Commission |
| PURA | Connecticut Public Utilities Regulatory Authority |
| SEC | U.S. Securities and Exchange Commission |
| SJC | Supreme Judicial Court of Massachusetts |
| Other Terms and Abbreviations: |
| ADIT | Accumulated Deferred Income Taxes |
| AFUDC | Allowance For Funds Used During Construction |
| AOCI | Accumulated Other Comprehensive Income |
| ARO | Asset Retirement Obligation |
| Bcf | Billion cubic feet |
| C&LM | Conservation and Load Management |
| CfD | Contract for Differences |
| CTA | Competitive Transition Assessment |
| | | | | |
| CWIP | Construction Work in Progress |
| EDC | Electric distribution company |
| EDIT | Excess Deferred Income Taxes |
| EPS | Earnings Per Share |
| ERISA | Employee Retirement Income Security Act of 1974 |
| ESOP | Employee Stock Ownership Plan |
| Eversource 2019 Form 10-K | The Eversource Energy and Subsidiaries 2019 combined Annual Report on Form 10-K as filed with the SEC |
| Fitch | Fitch Ratings |
| FMCC | Federally Mandated Congestion Charge |
| FTR | Financial Transmission Rights |
| GAAP | Accounting principles generally accepted in the United States of America |
| GSC | Generation Service Charge |
| GWh | Gigawatt-Hours |
| HQ | Hydro-Québec, a corporation wholly-owned by the Québec government, including its divisions that produce, transmit and distribute electricity in Québec, Canada |
| HVDC | High-voltage direct current |
| Hydro Renewable Energy | Hydro Renewable Energy, Inc., a wholly-owned subsidiary of Hydro-Québec |
| IPP | Independent Power Producers |
| ISO-NE Tariff | ISO-NE FERC Transmission, Markets and Services Tariff |
| kV | Kilovolt |
| kVa | Kilovolt-ampere |
| kW | Kilowatt (equal to one thousand watts) |
| LNG | Liquefied natural gas |
| LRS | Supplier of last resort service |
| MG | Million gallons |
| MGP | Manufactured Gas Plant |
| MMBtu | One million British thermal units |
| MMcf | Million cubic feet |
| Moody's | Moody's Investors Services, Inc. |
| MW | Megawatt |
| MWh | Megawatt-Hours |
| NETOs | New England Transmission Owners (including Eversource, National Grid and Avangrid) |
| OCI | Other Comprehensive Income/(Loss) |
| PAM | Pension and PBOP Rate Adjustment Mechanism |
| PBOP | Postretirement Benefits Other Than Pension |
| PBOP Plan | Postretirement Benefits Other Than Pension Plan |
| Pension Plan | Single uniform noncontributory defined benefit retirement plan |
| PPA | Power purchase agreement |
| RECs | Renewable Energy Certificates |
| Regulatory ROE | The average cost of capital method for calculating the return on equity related to the distribution business segment excluding the wholesale transmission segment |
| ROE | Return on Equity |
| RRBs | Rate Reduction Bonds or Rate Reduction Certificates |
| RSUs | Restricted share units |
| S&P | Standard & Poor's Financial Services LLC |
| SBC | Systems Benefits Charge |
| SCRC | Stranded Cost Recovery Charge |
| SERP | Supplemental Executive Retirement Plans and non-qualified defined benefit retirement plans |
| SS | Standard service |
| TCAM | Transmission Cost Adjustment Mechanism |
| UI | The United Illuminating Company |
| VIE | Variable Interest Entity |
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
2020 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
| | | | | | | | |
| Page |
| PART I | |
| Item 1. | | |
| Item 1A. | | |
| Item 1B. | | |
| Item 2. | | |
| Item 3. | | |
| Item 4. | | |
| | |
| PART II | |
| Item 5. | | |
| Item 6. | | |
| Item 7. | | |
| Item 7A. | | |
| Item 8. | | |
| Item 9. | | |
| Item 9A. | | |
| Item 9B. | | |
| | |
| PART III | |
| Item 10. | | |
| Item 11. | | |
| Item 12. | | |
| Item 13. | | |
| Item 14. | | |
| | |
| PART IV | |
| Item 15. | | |
| Item 16. | | |
| |
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995
References in this Annual Report on Form 10-K to "Eversource," the "Company," "we," "our," and "us" refer to Eversource Energy and its consolidated subsidiaries. CL&P, NSTAR Electric, and PSNH are each doing business as Eversource Energy.
From time to time, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts. These statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. You can generally identify our forward-looking statements through the use of words or phrases such as "estimate," "expect," "anticipate," "intend," "plan," "project," "believe," "forecast," "should," "could," and other similar expressions. Forward-looking statements are based on the current expectations, estimates, assumptions or projections of management and are not guarantees of future performance. These expectations, estimates, assumptions or projections may vary materially from actual results. Accordingly, any such statements are qualified in their entirety by reference to, and are accompanied by, the following important factors that could cause our actual results to differ materially from those contained in our forward-looking statements, including, but not limited to:
•cyberattacks or breaches, including those resulting in the compromise of the confidentiality of our proprietary information and the personal information of our customers,
•disruptions in the capital markets or other events that make our access to necessary capital more difficult or costly,
•the negative impacts of the novel coronavirus (COVID-19) pandemic on our customers, vendors, employees, regulators, and operations,
•changes in economic conditions, including impact on interest rates, tax policies, and customer demand and payment ability,
•ability or inability to commence and complete our major strategic development projects and opportunities,
•acts of war or terrorism, physical attacks or grid disturbances that may damage and disrupt our electric transmission and electric, natural gas, and water distribution systems,
•actions or inaction of local, state and federal regulatory, public policy and taxing bodies,
•substandard performance of third-party suppliers and service providers,
•fluctuations in weather patterns, including extreme weather due to climate change,
•changes in business conditions, which could include disruptive technology or development of alternative energy sources related to our current or future business model,
•contamination of, or disruption in, our water supplies,
•changes in levels or timing of capital expenditures,
•changes in laws, regulations or regulatory policy, including compliance with environmental laws and regulations,
•changes in accounting standards and financial reporting regulations,
•actions of rating agencies, and
•other presently unknown or unforeseen factors.
Other risk factors are detailed in our reports filed with the SEC and updated as necessary, and we encourage you to consult such disclosures.
All such factors are difficult to predict and contain uncertainties that may materially affect our actual results, many of which are beyond our control. You should not place undue reliance on the forward-looking statements, as each speaks only as of the date on which such statement is made, and, except as required by federal securities laws, we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time and it is not possible for us to predict all of such factors, nor can we assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. For more information, see Item 1A, Risk Factors, included in this combined Annual Report on Form 10-K. This Annual Report on Form 10-K also describes material contingencies and critical accounting policies in the accompanying Management's Discussion and Analysis of Financial Condition and Results of Operations and Combined Notes to Financial Statements. We encourage you to review these items.
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
PART I
Item 1.Business
Please refer to the Glossary of Terms for definitions of defined terms and abbreviations used in this combined Annual Report on Form 10-K.
Eversource Energy, headquartered in Boston, Massachusetts and Hartford, Connecticut, is a public utility holding company subject to regulation by the FERC under the Public Utility Holding Company Act of 2005. We are engaged primarily in the energy delivery business through the following wholly-owned utility subsidiaries:
•The Connecticut Light and Power Company (CL&P), a regulated electric utility that serves residential, commercial and industrial customers in parts of Connecticut;
•NSTAR Electric Company (NSTAR Electric), a regulated electric utility that serves residential, commercial and industrial customers in parts of eastern and western Massachusetts and owns solar power facilities;
•Public Service Company of New Hampshire (PSNH), a regulated electric utility that serves residential, commercial and industrial customers in parts of New Hampshire;
•NSTAR Gas Company (NSTAR Gas), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Massachusetts;
•Eversource Gas Company of Massachusetts (EGMA), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Massachusetts;
•Yankee Gas Services Company (Yankee Gas), a regulated natural gas utility that serves residential, commercial and industrial customers in parts of Connecticut; and
•Eversource Aquarion Holdings, Inc. (Aquarion), a utility holding company that owns three separate regulated water utility subsidiaries and collectively serves residential, commercial, industrial, and municipal and fire protection customers in parts of Connecticut, Massachusetts and New Hampshire.
CL&P, NSTAR Electric and PSNH also serve New England customers through Eversource Energy's electric transmission business. Along with NSTAR Gas, EGMA and Yankee Gas, each is doing business as Eversource Energy in its respective service territory.
On October 9, 2020, Eversource acquired certain assets and liabilities that comprised NiSource Inc.’s natural gas distribution business in Massachusetts, which was previously doing business as Columbia Gas of Massachusetts (CMA). The natural gas distribution assets acquired from CMA were assigned to EGMA, an indirect wholly-owned subsidiary of Eversource formed in 2020. The LNG assets acquired from CMA were assigned to Hopkinton LNG Corp.
Eversource Energy, CL&P, NSTAR Electric and PSNH each report their financial results separately. We also include information in this report on a segment basis for Eversource Energy. Eversource Energy has four reportable segments: electric distribution, electric transmission, natural gas distribution and water distribution. These segments represent substantially all of Eversource Energy's total consolidated revenues. CL&P, NSTAR Electric and PSNH do not report separate business segments.
ELECTRIC DISTRIBUTION SEGMENT
Eversource Energy's electric distribution segment consists of the distribution businesses of CL&P, NSTAR Electric and PSNH, which are engaged in the distribution of electricity to retail customers in Connecticut, Massachusetts and New Hampshire, respectively, and the solar power facilities of NSTAR Electric.
ELECTRIC DISTRIBUTION – CONNECTICUT – THE CONNECTICUT LIGHT AND POWER COMPANY
CL&P's distribution business consists primarily of the generation,purchase, delivery and sale of electricity to its residential, commercial and industrial customers. As of December 31, 2020, CL&P furnished retail franchise electric service to approximately 1.27 million customers in 149 cities and towns in Connecticut, covering an area of approximately 4,400 square miles. CL&P does not own any electric generation facilities.
Rates
CL&P is subject to regulation by the PURA, which, among other things, has jurisdiction over rates, certain dispositions of property and plant, mergers and consolidations, issuances of long-term securities, standards of service and construction and operation of facilities. CL&P's present general rate structure consists of various rate and service classifications covering residential, commercial and industrial services. CL&P's retail rates include a delivery service component, which includes distribution, transmission, conservation, renewable energy programs and other charges that are assessed on all customers.
Under Connecticut law, all of CL&P's customers are entitled to choose their energy suppliers, while CL&P remains their electric distribution company. For those customers who do not choose a competitive energy supplier, under SS rates for customers with less than 500 kilowatts of demand (residential customers and small and medium commercial and industrial customers), and LRS rates for customers with 500 kilowatts or more of demand (larger commercial and industrial customers), CL&P purchases power under standard offer contracts and passes the cost of the purchased power to customers through a combined charge on customers' bills.
The rates established by the PURA for CL&P are comprised of the following:
•An electric GSC, which recovers energy-related costs incurred as a result of providing electric generation service supply to all customers that have not migrated to competitive energy suppliers. The GSC is adjusted periodically and reconciled annually in accordance with the policies and procedures of the PURA, with any differences refunded to, or recovered from, customers.
•A revenue decoupling adjustment that reconciles annual base distribution rate recovery amounts recovered from customers to the pre-established level of baseline distribution delivery service revenue requirement approved by the PURA of $1.099 billion effective May 1, 2018, $1.127 billion effective May 1, 2019, and $1.158 billion effective May 1, 2020. These pre-established levels of baseline distribution delivery service revenue requirements are also subject to adjustment at each of these dates in accordance with provisions of the April 2018 rate case settlement agreement.
•A distribution charge, which includes a fixed customer charge and a demand and/or energy charge to collect the costs of building and expanding the infrastructure to deliver electricity to customers, as well as ongoing operating costs to maintain the infrastructure.
•An Electric System Improvements (ESI) charge, which collects the costs of building and expanding the infrastructure to deliver electricity to customers above the level recovered through the distribution charge. The ESI also recovers costs associated with CL&P’s system resiliency program, which was implemented as part of CL&P's rate case settlement agreement that was approved by PURA in April 2018. The ESI is adjusted periodically and reconciled annually in accordance with the policies and procedures of the PURA, with any differences refunded to, or recovered from, customers.
•An FMCC, which recovers any costs imposed by the FERC as part of the New England Standard Market Design, including locational marginal pricing, locational installed capacity payments, any costs approved by the PURA to reduce these charges, as well as other costs approved by PURA. The FMCC has both a bypassable component and a non-bypassable component, and is adjusted periodically and reconciled annually in accordance with the policies and procedures of the PURA, with any differences refunded to, or recovered from, customers.
•A transmission charge that recovers the cost of transporting electricity over high-voltage lines from generating plants to substations, including costs allocated by ISO-NE to maintain the wholesale electric market. The transmission charge is adjusted periodically and reconciled annually to actual costs incurred, and reviewed by the PURA, with any difference refunded to, or recovered from, customers.
•A CTA charge, assessed to recover stranded costs associated with electric industry restructuring such as various IPP contracts. The CTA is reconciled annually to actual costs incurred and reviewed by the PURA, with any difference refunded to, or recovered from, customers.
•An SBC, established to fund expenses associated with various hardship and low-income programs. The SBC is reconciled annually to actual costs incurred and reviewed by the PURA, with any difference refunded to, or recovered from, customers.
•A Renewable Energy Investment Charge, which is used to promote investment in renewable energy sources. Amounts collected by this charge are deposited into the Connecticut Clean Energy Fund and administered by the Connecticut Green Bank.
•A Conservation Adjustment Mechanism (CAM) charge established to implement cost-effective energy conservation programs and market transformation initiatives. The CAM charge is reconciled annually to actual costs incurred, and reviewed by the PURA, with any difference refunded to, or recovered from, customers through an approved adjustment to the following year’s energy conservation spending plan budget.
As required by regulation, CL&P has entered into long-term contracts for the purchase of (i) products from renewable energy facilities, which may include energy, renewable energy certificates, or capacity, (ii) capacity-related contracts with generation facilities, and (iii) contracts for peaking capacity. Some of these contracts are subject to sharing agreements with UI, whereby CL&P is responsible for 80 percent and UI for 20 percent of the net costs or benefits. CL&P's portion of the costs and benefits of these contracts will be paid by, or refunded to, CL&P's customers.
Distribution Rate Case: CL&P's distribution rates were established in an April 2018 PURA-approved rate case settlement agreement with rates effective May 1, 2018, and incremental step adjustments effective May 1, 2019 and May 1, 2020.
Sources and Availability of Electric Power Supply
As noted above, CL&P does not own any generation assets and purchases energy supply to serve its SS and LRS loads from a variety of competitive sources through requests for proposals. During 2020, CL&P supplied approximately 51 percent of its customer load at SS or LRS rates while the other 49 percent of its customer load had migrated to competitive energy suppliers. In terms of the total number of CL&P customers, this equates to 23 percent being on competitive supply, while 77 percent remain with SS or LRS. Because this customer migration is only for energy supply service, it has no impact on CL&P's electric distribution business or its operating income.
CL&P periodically enters into full requirements contracts for SS loads for periods of up to one year. CL&P typically enters into full requirements contracts for LRS loads every three months. Currently, CL&P has full requirements contracts in place for 100 percent of its SS loads for the first half of 2021. For the second half of 2021, CL&P has 40 percent of its SS load under full requirements contracts and intends to purchase an additional 60 percent of full requirements. None of the SS load for 2022 has been procured. CL&P has full requirements contracts in place for its LRS loads through March 2021 and intends to purchase 100 percent of full requirements for the remainder of 2021.
ELECTRIC DISTRIBUTION – MASSACHUSETTS – NSTAR ELECTRIC COMPANY
NSTAR Electric's distribution business consists primarily of the purchase, delivery and sale of electricity to its residential, commercial and industrial customers. As of December 31, 2020, NSTAR Electric furnished retail franchise electric service to approximately 1.45 million customers in Boston and 139 cities and towns in eastern and western Massachusetts, including Cape Cod, Martha's Vineyard and the greater Springfield metropolitan area, covering an aggregate area of approximately 3,200 square miles.
NSTAR Electric does not own any generating facilities that are used to supply customers, and purchases its energy requirements from competitive energy suppliers.
NSTAR Electric owns, operates and maintains a total of 70 MW of solar power facilities on twenty-two sites in Massachusetts. NSTAR Electric will sell energy from these facilities into the ISO-NE market, with proceeds credited to customers.
Rates
NSTAR Electric is subject to regulation by the DPU, which, among other things, has jurisdiction over rates, certain dispositions of property and plant, mergers and consolidations, issuances of long-term securities, acquisition of securities, standards of service and construction and operation of facilities. The present general rate structure for NSTAR Electric consists of various rate and service classifications covering residential, commercial and industrial services.
Under Massachusetts law, all customers of NSTAR Electric are entitled to choose their energy suppliers, while NSTAR Electric remains their electric distribution company. NSTAR Electric purchases power from competitive suppliers on behalf of, and passes the related cost through to, its customers who do not choose a competitive energy supplier (basic service). Electric distribution companies in Massachusetts are required to obtain and resell power to retail customers through basic service for those who choose not to buy energy from a competitive energy supplier. Most of the residential customers of NSTAR Electric have continued to buy their power from NSTAR Electric at basic service rates. Most commercial and industrial customers have switched to a competitive energy supplier.
The Cape Light Compact, an inter-governmental organization consisting of the 21 towns and two counties on Cape Cod and Martha's Vineyard, serves 200,000 customers through the delivery of energy efficiency programs, consumer advocacy, competitive electricity supply and green power options. NSTAR Electric continues to provide electric service to these customers including the delivery of power, maintenance of infrastructure, capital investment, meter reading, billing, and customer service.
The rates established by the DPU for NSTAR Electric are comprised of the following:
•A basic service charge that represents the collection of energy costs incurred as a result of providing electric generation service supply to all customers that have not migrated to competitive energy suppliers, including costs related to charge-offs of uncollectible energy costs from customers. Basic service rates are reset every six months (every three months for large commercial and industrial customers). Additionally, the DPU has authorized NSTAR Electric to recover the cost of its NSTAR Green wind contracts through the basic service charge. Basic service costs are reconciled annually, with any differences refunded to, or recovered from, customers.
•A distribution charge, which includes a fixed customer charge and a demand and/or energy charge to collect the costs of building and expanding the distribution infrastructure to deliver electricity to its destination, as well as ongoing operating costs.
•A revenue decoupling adjustment that reconciles annual base distribution rate recovery amounts recovered from customers to the pre-established level of baseline distribution delivery service revenue requirement approved by the DPU of $956 million on an annualized basis for 2018, $988 million for 2019, and $1.022 billion for 2020. Annual base distribution amounts are adjusted for inflation and filed for approval by the DPU on an annual basis, until the next rate case.
•A transmission charge that recovers the cost of transporting electricity over high-voltage lines from generating plants to substations, including costs allocated by ISO-NE to maintain the wholesale electric market. The transmission charge is reconciled annually to actual costs incurred and reviewed by the DPU, with any difference refunded to, or recovered from, customers.
•A transition charge that represents costs to be collected primarily from previously held investments in generating plants, costs related to existing above-market power contracts, and contract costs related to long-term power contract buy-outs. The transition charge is reconciled annually to actual costs incurred and reviewed by the DPU, with any difference refunded to, or recovered from, customers.
•A renewable energy charge that represents a legislatively-mandated charge to support the Massachusetts Renewable Energy Trust Fund.
•An energy efficiency charge that represents a legislatively-mandated charge to collect costs for energy efficiency programs. The energy efficiency charge is reconciled annually to actual costs incurred and reviewed by the DPU, with any difference refunded to, or recovered from, customers.
•Reconciling adjustment charges that recover certain DPU-approved costs, including pension and PBOP benefits, low income customer discounts, credits issued to net-metering facilities installed by customers, payments to solar facilities qualified under the state solar renewable energy target program, attorney general consultant expenses, long-term renewable contracts, company-owned solar facilities, vegetation management costs, credits related to the Tax Cuts and Jobs Act of 2017, grid modernization costs, and storm restoration. These charges are reconciled annually to actual costs incurred and reviewed by the DPU, with any difference refunded to, or recovered from, customers.
NSTAR Electric has signed long-term commitments for the purchase of energy from renewable energy facilities.
Distribution Rate Case: NSTAR Electric's distribution rates were established in a 2017 DPU-approved rate case with rates effective February 1, 2018. DPU-approved inflation-based adjustments to annual base distribution amounts were effective January 1, 2019, 2020 and 2021.
Service Quality Metrics: NSTAR Electric is subject to service quality (SQ) metrics that measure safety, reliability and customer service, and could be required to pay to customers a SQ charge of up to 2.5 percent of annual transmission and distribution revenues for failing to meet such metrics. NSTAR Electric will not be required to pay a SQ charge for its 2020 performance as the company achieved results at or above target for all of its SQ metrics in 2020.
Sources and Availability of Electric Power Supply
As noted above, NSTAR Electric does not own any generation assets (other than 70 MW of solar power facilities that produce energy that is sold into the ISO-NE market) and purchases its energy requirements from a variety of competitive sources through requests for proposals issued periodically, consistent with DPU regulations. NSTAR Electric enters into supply contracts for basic service for approximately 45 percentof its residential and small commercial and industrial (C&I) customers twice per year for twelve-month terms. NSTAR Electric enters into supply contracts for basic service for 18 percentof large C&I customers every three months.
During 2020, NSTAR Electric supplied approximately 42 percent of its residential customer load, 29 percent of its small C&I customer load, and 6 percent of its large C&I customer load at basic service rates. The remainder of its customer load was distributed between municipal aggregation and competitive supply. Because customer migration is limited to energy supply service, it has no impact on NSTAR Electric’s electric distribution business or operating income of NSTAR Electric.
ELECTRIC DISTRIBUTION – NEW HAMPSHIRE – PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
PSNH's distribution business consists primarily of the purchase, delivery and sale of electricity to its residential, commercial and industrial customers. As of December 31, 2020, PSNH furnished retail franchise electric service to approximately 515,000528,000 retail customers in 211 cities and towns in New Hampshire, covering an area of approximately 5,630 square miles. As of December 31, 2017, PSNH owned and operated approximately 1,200 MW of coal-, natural gas-, oil-fired, and hydro electricity generation facilities. PSNH's distribution business included the activities of its generation facilities.
On October 11, 2017, PSNH entered into a Purchase and Sale Agreement for the sale of its thermal generation facilities and a separate Purchase and Sale Agreement for the sale of its hydroelectric generation facilities. On January 10, 2018, PSNH completed the sale of its thermal generation facilities.assets pursuant to a 2017 purchase and sale agreement. The thermal generation facilities included approximately 1,100 MW of coal, natural gas, biomass and oil-fired electricity generation facilities. TheOn August 26, 2018, PSNH completed the sale of theits hydroelectric generation facilities is targetedassets pursuant to close by the end of the first quarter of 2018.a separate 2017 purchase and sale agreement. For further information, see "Generation Divestiture" below. As of December 31, 2020, PSNH does not own any electric generation facilities.
The following table shows the sources of PSNH's electric franchise retail revenues based on categories of customers:
|
| | | | | | | | | | | |
| | PSNH |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| Residential | $ | 537,439 |
| | $ | 521,914 |
| | $ | 505,806 |
|
| Commercial | 297,342 |
| | 295,956 |
| | 312,918 |
|
| Industrial | 72,371 |
| | 70,864 |
| | 76,914 |
|
| Other | 19,600 |
| | 37,188 |
| | 35,103 |
|
| Total Retail Electric Revenues | $ | 926,752 |
| | $ | 925,922 |
| | $ | 930,741 |
|
A summary of PSNH's retail electric GWh sales volumes and percentage changes for 2017, as compared to 2016, is as follows:
|
| | | | | | | | |
| | 2017 | | 2016 | | Percentage Change |
| Residential | 3,134 |
| | 3,136 |
| | (0.1 | )% |
| Commercial | 3,282 |
| | 3,342 |
| | (1.8 | )% |
| Industrial | 1,342 |
| | 1,382 |
| | (2.9 | )% |
| Total | 7,758 |
| | 7,860 |
| | (1.3 | )% |
Rates
PSNH is subject to regulation by the NHPUC, which, among other things, has jurisdiction over rates, certain dispositions of property and plant, mergers and consolidations, issuances of securities, standards of service and construction and operation of facilities.
Under New Hampshire law, all of PSNH's customers are entitled to choose competitive energy suppliers. Prior to the Generation Divestiture, PSNH provided default energy service under its ES rate for those customers who did not choose a competitive energy supplier. At the end of 2017,During 2020, approximately 2621 percent of all of PSNH's customers (approximately 5653 percent of load) were taking service from competitive energy suppliers, compared to 25 percent of customers (approximately 56 percent of load) at the end of 2016.suppliers.
The rates established by the NHPUC for PSNH are comprised of the following:
•A default energy service charge which recovers energy-related costs incurred as a result of providing electric generation service supply to all customers that have not migrated to competitive energy suppliers. Through March 31, 2018, the default energy service charge recovers the costs of PSNH's generation, as well as purchased power, and includes an allowed ROE of 9.81 percent. Effective April 1, 2018, as a result of the divestiture of its generation assets, PSNH will obtain power for retail customers who have not chosen a competitive supplier through a periodic market solicitation with the rate set to recover the cost of that power and statutorily mandated renewable portfolio standard costs. Effective April 1, 2018, any remaining costs from ownership of generation will be recovered as part of the SCRC described below.
•A distribution charge, which includes an energykilowatt-hour and/or demand-based chargecharges to recover costs related to the maintenance and operation of PSNH's infrastructure to deliver power to its destination, as well as power restoration and service costs. ThisIt also includes a customer charge to collect the cost of providing service to a customer; such as the installation, maintenance, reading and replacement of meters and maintaining accounts and records.
•A transmission charge that recovers the cost of transporting electricity over high-voltage lines from generating plants to substations, including costs allocated by ISO-NE to maintain the wholesale electric market.
•An SCRC, which allows PSNH to recover its stranded costs, including above-market expenses incurred under mandated power purchase obligations, and other long-term investments and obligations. The strandedobligations, and the remaining costs associated with the sale2018 sales of theits generation facilities, which are targeted to be sold in their entirety by the end of the first quarter of 2018, will be recovered in the SCRC rate charged to PSNH customers.facilities.
•An SBC, which funds energy efficiency programs for all customers, as well as assistance programs for residential customers within certain income guidelines.
An electricity consumption•A new Regulatory Reconciliation Adjustment (RRA) that reconciles the difference between certain estimated and actual costs included in base distribution rates, including costs related to regulatory assessments, vegetation management program expenses, property tax which is a state mandated tax on electricexpenses, storm cost amortization updated for the actual cost of long-term debt and lost base revenues related to net metering.
PSNH has signed long-term commitments for the purchase of energy consumption.from renewable energy facilities.
The default energy service charge and SCRC rates change semi-annually and the transmission and SBC rates change annually. These rates are reconciled annually in accordance with the policies and procedures of the NHPUC, with any differences refunded to, or recovered from, customers.
In New Hampshire,Distribution Rate Case: On June 27, 2019, the NHPUC approved a settlement agreement that was reached by PSNH, the NHPUC Staff, the Office of the Consumer Advocate, and another settling party, to implement a temporary annual base distribution rate increase of $28.3 million. Although new rates were implemented on August 1, 2019 to customers, the provisions of the temporary base distribution rate increase were effective July 1, 2019. The settlement agreement also permitted PSNH to recover approximately $68.5 million in unrecovered storm costs over a five-year period beginning August 1, 2019, with debt carrying charges, which is included in the temporary rate increase.
On May 28, 2019, PSNH filed an application with the NHPUC for a permanent increase in base distribution rates of approximately $70 million, effective July 1, 2020, which included the temporary rate increase request. Temporary rates remained in effect with a reconciliation of permanent rates retroactive to July 1, 2019 once permanent rates were established in a settlement approved byset.
On December 15, 2020, the NHPUC in 2010. Priorapproved an October 9, 2020 settlement agreement on permanent rates between PSNH and all parties to the expirationproceeding. The NHPUC approved a permanent rate increase of that settlement on June 30, 2015,$45.0 million effective January 1, 2021, inclusive of the temporary rate increase referenced above. PSNH was also permitted three step increases, effective January 1, 2021, August 1, 2021, and August 1, 2022, to reflect plant additions in calendar years 2019, 2020 and 2021, respectively. On December 23, 2020, the NHPUC approved the continuationfirst step adjustment for 2019 plant in service to recover a revenue requirement of those rates,$10.6 million, subject to reconciliation after completion of an audit, effective January 1, 2021. The settlement agreement also established an authorized regulatory ROE of 9.3 percent with a 54.4 percent common equity ratio in PSNH’s capital structure and increased funding via rates, of PSNH's reliability enhancement program.provided for a new tracker to recover regulatory assessments, vegetation management costs, property tax costs, and lost distribution revenue attributable to net metering.
Generation Divestiture
In June 2015, Eversource and PSNH entered into the 2015 Public Service Company of New Hampshire Restructuring and Rate Stabilization Agreement, under the terms of which PSNH agreed to divest its generation assets, subject to NHPUC approval. The NHPUC approval for this agreement, as well as NHPUC approval of the final divestiture plan and auction process, were received in the second half of 2016. In October 2017, PSNH entered into two Purchase and Sale Agreements ("Agreements") to sell its thermal and hydroelectric generation assets to private investors at purchase prices of $175 million and $83 million, respectively, subject to adjustments as set forth in the Agreements. The NHPUC approved the Agreements in late November 2017.
On January 10, 2018, PSNH completed the sale of its thermal generation facilities. In accordance with the Purchase and Sale Agreement, theassets. The original purchase price of $175 million was adjusted to reflect working capital adjustments, closing date adjustments and proration of taxes and fees prior to closing, totaling $40.9 million, resulting inclosing. As a result of these adjustments, net proceeds from the sale of $134.1the thermal assets totaled $116.8 million. We are targeting forOn August 26, 2018, PSNH to completecompleted the sale of its hydroelectric generation facilities by the end of the first quarter of 2018 at a saleassets. The original purchase price of $83 million subjectwas adjusted to adjustment. reflect contractual adjustments, resulting in net proceeds of $77.2 million. The difference between the carrying value of the hydroelectric generation assets and the sale proceeds resulted in a gain of $17.3 million. An estimated gain from the sale of these assets was included as an offset to the total remaining costs associated with the sale of generation assets that were securitized on May 8, 2018.
On May 8, 2018, PSNH Funding issued $635.7 million of securitized RRBs pursuant to a finance order issued by the NHPUC on January 30, 2018 the NHPUC approved the issuance of rate reduction bonds up to $690 million to recover strandedremaining costs subject to an audit byresulting from the NHPUC Audit Staff. This order is subject to an appeal perioddivestiture of 30 days.
Upon completionPSNH’s generation assets, which included the deferred costs resulting from the sale of the divestiture, full recovery of PSNH'sthermal generation assets and transaction-related costsassets. These RRBs are expected to occur through a combination of cash flows during the remaining operating period, sales proceeds, and recovery of stranded costs via the issuance of bonds that will be secured by a non-bypassable charge orrecoverable from PSNH customers. PSNH recorded regulatory assets and other deferred costs in connection with the generation asset divestiture and the securitization of remaining costs, which are probable of recovery through recoveriescollection of the non-bypassable charge.
On May 15, 2020, the NHPUC Audit Staff issued a final report on the audit of PSNH’s generation asset divestiture-related costs and resulting securitized and stranded costs. The findings in future rates billedthe audit report as well as other aspects of the divestiture process were further investigated by NHPUC Staff through the discovery phase, which was completed in July 2020. On September 30, 2020, PSNH filed a settlement agreement on the generation asset divestiture-related costs with the NHPUC Audit Staff. The settlement agreement resolved all issues with respect to PSNH's customers.PSNH’s divestiture of its generating assets and the recovery of $12.0 million of divestiture-related costs incurred above the $635.7 million amount previously securitized. On December 17, 2020, the NHPUC approved the additional $12.0 million proposed in the settlement agreement to be recovered over a one-year period through the SCRC rate beginning February 1, 2021.
Sources and Availability of Electric Power Supply
During 2017, approximately 47 percentPSNH does not own any generation assets and purchases energy supply from a variety of PSNH's load was met throughcompetitive suppliers for its own generation, long-term power supply provided pursuant to orders of the NHPUC, and contracts with competitive energy suppliers. The remaining 53 percentof PSNH's load was met by short-term (less than one year) purchases and spot purchases in the competitive New England wholesale power market. Included in the above are PSNH's obligations to purchase power from approximately two dozen IPPs, the output of which it either uses to serve its customer load or sells into the ISO-NE market. With the anticipated completion of the divestiture of its own generation facilities in the first quarter of 2018, PSNH will meet its load requirements in 2018 with purchases of energy requirements from competitive sourcesservice customers through requests for proposals issued periodically, consistent with NHPUC regulations.twice per year, for six-month terms, for approximately 80 percent of its residential and small C&I customers and for 15 percent of its large C&I customers.
During 2020, PSNH supplied approximately 46 percent of its customer load at default energy service rates while the other 54 percent of its customer load had migrated to competitive energy suppliers. Because this customer migration is only for energy supply service, it has no impact on PSNH’s electric distribution business or its operating income.
ELECTRIC TRANSMISSION SEGMENT
General
Each of CL&P, NSTAR Electric and PSNH owns and maintains transmission facilities that are part of an interstate power transmission grid over which electricity is transmitted throughout New England. Each of CL&P, NSTAR Electric and PSNH, and most other New England utilities, are parties to a series of agreements that provide for coordinated planning and operation of the region's transmission facilities and the rules by which they acquire transmission services. Under these arrangements, ISO-NE, a non-profit corporation whose board of directors and staff are independent of all market participants, serves as the regional transmission organization of the New England transmission system.
Wholesale Transmission Revenues
A summary of Eversource Energy's wholesale transmission revenues is as follows:
|
| | | | | | | | | | | |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| CL&P | $ | 609,880 |
| | $ | 575,735 |
| | $ | 513,025 |
|
| NSTAR Electric | 514,151 |
| | 483,050 |
| | 428,743 |
|
| PSNH | 177,821 |
| | 151,354 |
| | 127,509 |
|
| Total Wholesale Transmission Revenues | $ | 1,301,852 |
| | $ | 1,210,139 |
| | $ | 1,069,277 |
|
Wholesale Transmission Rates
Wholesale transmission revenues are recovered through FERC-approved formula rates. Annual transmission revenue requirements include recovery of transmission costs and include a return on equity applied to transmission rate base. Transmission revenues are collected from New England customers, including distribution customers of CL&P, NSTAR Electric and PSNH. The transmission rates provide for an annual true-up of estimated to actual costs. The financial impacts of differences between actual and estimated costs are deferred for future recovery from, or refundedrefund to, transmission customers.
FERC Base ROE Complaints
Four separate complaints have beenwere filed at the FERC by combinations of New England state attorneys general, state regulatory commissions, consumer advocates, consumer groups, municipal parties and other parties (collectively the "Complainants"). In each of the first three
complaints, filed on October 1, 2011, December 27, 2012, and July 31, 2014, respectively, the Complainants challenged the NETOs' base ROE of 11.14 percent that had been utilized since 2005 and sought an order to reduce
it prospectively from the date of the final FERC order and for the separate 15-month complaint periods arising fromperiods. In the separate complaints. In the
fourth complaint, filed April 29, 2016, the Complainants challenged the NETOs' base ROE billed of 10.57 percent and the maximum ROE for transmission incentive ("incentive cap")(incentive cap) of 11.74 percent, asserting that these ROEs were unjust and unreasonable.
In response to appeals of the FERC decision in the first complaint filed by the NETOs and the Complainants, the D.C. CircuitU.S. Court of Appeals for the D.C. Circuit (the Court) issued a decision on April 14, 2017 vacating and remanding the FERC's decision. On October 16, 2018, FERC issued an order on all four complaints describing how it intends to address the issues that were remanded by the Court. FERC proposed a new framework to determine (1) whether an existing ROE is unjust and unreasonable and, if so, (2) how to calculate a replacement ROE.
On November 21, 2019, FERC issued Opinion No. 569 affecting the two pending transmission ROE complaints against the Midcontinent ISO (MISO) transmission owners, in which FERC adopted a new methodology for determining base ROEs. Various parties sought rehearing. On December 23, 2019, the NETOs filed supplementary materials in the NETOs' four pending cases to respond to this new methodology because of the uncertainty of the applicability to the NETOs' cases. On May 21, 2020, the FERC issued its order in Opinion No. 569-A on the rehearing of the MISO transmission owners' cases, in which FERC again changed its methodology for determining the MISO transmission owners' base ROEs. Various parties appealed the MISO transmission owners' opinion. On November 19, 2020, the FERC issued Opinion No. 569-B denying rehearing of Opinion No. 569-A and reaffirmed the methodology previously adopted in Opinion No. 569-A. The new methodology differs significantly from the methodology proposed by FERC in its October 16, 2018 order to determine the NETOs' base ROEs in its four pending cases.
Given the significant uncertainty regarding the applicability of the FERC opinions in the MISO transmission owners' two complaint cases to the NETOs' pending four complaint cases, Eversource concluded that there is no reasonable basis for a change to the reserve or recognized ROEs for any of the complaint periods at this time. As well, Eversource cannot reasonably estimate a range of any gain or loss for any of the four complaint proceedings at this time.
For further information, see "FERC Regulatory IssuesMatters - FERC ROE Complaints" in the accompanying Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
Transmission Projects
During 2017,2020, we were involved in the planning, development and construction of a series of electric transmission projects including the Greater Hartford Central Connecticut projects and the Greater Boston Reliability Solutions, that will be built within the next five years and that will enhance system reliability and improve capacity. We were also involved in the planning and development of Northern Pass and the Seacoast Reliability Project. On February 1, 2018, the New Hampshire Site Evaluation Committee ("NHSEC") voted to deny Northern Pass’ siting application. Consistent with Eversource’s and HQ’s long-term relationship to bring clean energy into New England, Eversource and HQ continue to support Northern Pass and the many benefits this project will bring to our customers and region. Eversource intends to seek reconsideration of the NHSEC’s decision and to review all options for moving this critical clean energy project forward. For furthermore information on transmission projects, see "Business Development and Capital Expenditures -– Electric Transmission Business" in the accompanying Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
Northern Pass was Eversource's planned 1,090 MW HVDC transmission line that would have interconnected from the Québec-New Hampshire border to Franklin, New Hampshire and an associated alternating current radial transmission line between Franklin and Deerfield, New Hampshire. As a result of a final decision received on July 19, 2019 from the New Hampshire Supreme Court, whereby the court denied Northern Pass’ appeal and affirmed the NHSEC’s denial of Northern Pass’ siting application on NPT, Eversource concluded that construction of NPT was no longer probable and that there was no constructive path forward for the project. In 2019, Eversource terminated the project and permanently abandoned any further development. As a result, substantially all of the capitalized project costs, which totaled $318 million, certain of which were subject to cost reimbursement agreements, were impaired. In total, this resulted in a pre-tax impairment charge of $239.6 million within Operating Income on the statement of income for the year ended December 31, 2019, and was reflected in the Electric Transmission segment. For further information, see "Critical Accounting Policies - Impairment of Northern Pass Transmission" in the accompanying Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
Transmission Rate Base
Transmission rate base under our FERC-approved tariff primarily consists of our investment in transmission net utility plant less accumulated deferred income taxes.
Under our FERC-approved tariff, and with the exception of transmission projects that received specific FERC approval to include CWIP in rate base, transmission projects generally enter rate base after they are placed in commercial operation. At the end of 2017,2020, our estimated transmission rate base was approximately $6$8.0 billion, including approximately $2.7$3.6 billion at CL&P, $2.5$3.1 billion at NSTAR Electric, and $765 million$1.3 billion at PSNH.
NATURAL GAS DISTRIBUTION SEGMENT
On October 9, 2020, Eversource acquired certain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts, which was previously doing business as CMA, pursuant to an asset purchase agreement (the Agreement) entered into on February 26, 2020 between Eversource and NiSource Inc. (NiSource). The cash purchase price was $1.1 billion, plus a target working capital amount of $69.6 million, which is subject to adjustment to reflect actual working capital as of the closing date that has not yet been finalized. Eversource financed the asset acquisition through a combination of debt and equity issuances in a ratio that was consistent with our consolidated capital structure. The natural gas distribution assets acquired from CMA were assigned to Eversource Gas Company of Massachusetts (EGMA), an indirect wholly-owned subsidiary of Eversource formed in 2020. The LNG assets acquired from CMA were assigned to Hopkinton LNG Corp.
NSTAR Gas distributes natural gas to approximately 292,000303,000 customers in 51 communities in central and eastern Massachusetts covering 1,067 square miles, andmiles. EGMA distributes natural gas to approximately 332,000 customers in 65 communities throughout Massachusetts covering 1,206 square miles. Yankee Gas distributes natural gas to approximately 232,000246,000 customers in 7274 cities and towns in Connecticut covering 2,1872,632 square miles. Total throughput (sales and transportation) in 20172020 was approximately 69.466.9 Bcf for NSTAR Gas, 54.9 Bcf for EGMA, and 56.054.6 Bcf for Yankee Gas. Our natural gas businesses provide firm natural gas sales and transportation service to eligible retail customers who require a continuous natural gas supply throughout the year, such as residential customers who rely on natural gas for heating, hot water and cooking needs, as well as commercial and industrial customers that rely on natural gas for space heating, hot water, cooking and commercial and industrial customers who choose to purchase natural gas from Eversource Energy's natural gas distribution companies. applications.
A portion of the storage of natural gas supply for NSTAR Gas and EGMA during the winter heating season is provided by Hopkinton LNG Corp., an indirect, wholly-owned subsidiary of Eversource Energy. NSTAR Gas has access to Hopkinton LNG Corp. facilities in Hopkinton, Massachusetts consisting of a LNG liquefaction and vaporization plant and three above-ground cryogenic storage tanks having an aggregate capacity of 3.0 Bcf of liquefied natural gas. NSTAR Gas also has access to Hopkinton LNG Corp.gas and facilities in Acushnet, Massachusetts that include additional storage capacity of 0.5 Bcf. Total vaporization capacity of these facilities is 0.21 Bcf per day. EGMA has access to approximately 1.8 Bcf of LNG and additional0.2 Bcf of Liquefied Petroleum Gas (LPG) storage, with a total vaporization capacity.
capacity of 0.17 Bcf per day. Yankee Gas owns a 1.2 Bcf LNG facility, in Waterbury, Connecticut, which also has the ability to liquefy and vaporize up to 0.1 Bcf per day. This facility is used primarily to assist Yankee Gas in meeting its supplier-of-last-resort obligations and also enables it to provide economic supply and make economic refill of natural gas, typically during periods of low demand.
NSTAR Gas, EGMA and Yankee Gas generate revenues primarily through the sale and/or transportation of natural gas. Predominantly all residential customers in theAll NSTAR Gas service territory buy naturaland EGMA retail customers have the ability to choose to purchase gas supplyfrom third party marketers under the Massachusetts Retail Choice program. In the past year in Massachusetts, Retail Choice represented only approximately one percent of the total residential load, while Retail Choice represented approximately 59 percent of the total commercial and delivery from NSTAR Gas while all customers may choose their natural gas suppliers.industrial load. Retail natural gas service in Connecticut is partially unbundled: residential customers in Yankee Gas' service territory buy natural gas supply and delivery only from Yankee Gas while commercial and industrial customers may choose their natural gas suppliers. NSTAR Gas offers firmFirm transportation service is offered to all customers who purchase natural gas from sources other than NSTAR Gas, while Yankee Gas offers firm transportation service to its commercial and industrial customers who purchase natural gas from sources other thanEGMA or Yankee Gas. In addition, both natural gas distribution companiesNSTAR Gas and EGMA have the ability to offer interruptible transportation and interruptible natural gas sales service to those high volume commercial and industrial customers. Yankee Gas offers interruptible transportation and interruptible natural gas sales service to commercial and industrial customers generally during the colder months, that have the capabilityability to switch from natural gas to an alternativealternate fuel on short notice, for whomnotice. NSTAR Gas, EGMA and Yankee Gas can interrupt service to these customers during peak demand periods or at any other time to maintain distribution system integrity.
The following table shows the sources of the total Eversource Energy natural gas franchise retail revenues based on categories of customers:
|
| | | | | | | | | | | |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| Residential | $ | 500,229 |
| | $ | 446,052 |
| | $ | 497,873 |
|
| Commercial | 312,034 |
| | 279,001 |
| | 327,439 |
|
| Industrial | 90,024 |
| | 80,093 |
| | 93,378 |
|
| Total Retail Natural Gas Revenues | $ | 902,287 |
| | $ | 805,146 |
| | $ | 918,690 |
|
A summary of our firm natural gas sales volumes in million cubic feet and percentage changes for 2017, as compared to 2016, is as follows:
|
| | | | | | | | |
| | 2017 | | 2016 | | Percentage Change |
| Residential | 37,421 |
| | 35,734 |
| | 4.7 | % |
| Commercial | 42,992 |
| | 41,895 |
| | 2.6 | % |
| Industrial | 20,613 |
| | 20,413 |
| | 1.0 | % |
| Total | 101,026 |
| | 98,042 |
| | 3.0 | % |
Total, Net of Special Contracts (1) | 96,617 |
| | 93,346 |
| | 3.5 | % |
(1)Special contracts are unique to the customers who take service under such an arrangement and generally specify the amount of distribution revenue to be paid to Yankee Gas regardless of the customers' usage.
Our firm natural gas sales volumes are subject to many of the same influences as our retail electric sales volumes. In addition, they have benefited from customer growth in both of our natural gas distribution companies. Consolidated firm natural gas sales volumes were higher in 2017, as compared to 2016, due primarily to colder winter weather in the fourth quarter of 2017, as compared to 2016. Heating degree days in 2017 were 2.5 percent higher in Connecticut, as compared to 2016. Sales volumes were also positively impacted by improved economic conditions across our natural gas service territories.
For NSTAR Gas, the DPU approved a distribution revenue decoupling mechanism effective January 1, 2016. Natural gas distribution revenues are decoupled from their customer sales volumes, where applicable, which breaks the relationship between sales volumes and revenues recognized. As a result, fluctuations in natural gas sales volumes in Massachusetts do not impact earnings.
Rates
NSTAR Gas and Yankee GasEGMA are subject to regulation by the DPU and theYankee Gas is subject to regulation by PURA, respectively, which, among other things, have jurisdiction over rates, certain dispositions of property and plant, mergers and consolidations, issuances of long-term securities, standards of service and construction and operation of facilities.
Retail natural gas delivery and supply rates are established by the DPU and the PURA and are comprised of:
•A distribution charge consisting of a fixed customer charge and a demand and/or energy charge that collects the costs of building, maintaining, and expanding the natural gas infrastructure to deliver natural gas supply to its customers. This also includes collection of ongoing operating costs.
•A seasonal cost of gas adjustment clause ("CGAC")(CGAC) at NSTAR Gas and EGMA that collects natural gas supply costs, pipeline and storage capacity costs, costs related to charge-offs of uncollected energy costs and working capital related costs. The CGAC is reset semi-annually.semi-annually with any difference being recovered from, or refunded to, customers during the following corresponding season. In addition, NSTAR Gas filesand EGMA file interim changes to itsthe CGAC factor when the actual costs of natural gas supply vary from projections by more than five percent.
•A local distribution adjustment clause ("LDAC") at NSTAR Gas that collects all energy efficiency and related program costs, environmental costs, pension and PBOP related costs, attorney general consultant costs, and costs associated with low income customers. The LDAC is reset annually and provides for the recovery of certain costs applicable to both sales and transportation customers.
Purchased Gas Adjustment ("PGA")(PGA) clause, which is evaluated monthly and allows Yankee Gas to recover the costs of the procurement of natural gas for its firm and seasonal customers. Differences between actual natural gas costs and collection amounts onfrom September 1st through August 31st of each PGA year are deferred and then recovered from, or refunded to, customers during the following PGA year. Carrying charges on outstanding balances are calculated using Yankee Gas' weighted average cost of capital in accordance with the directives of the PURA.
•A local distribution adjustment clause (LDAC) at NSTAR Gas and EGMA that collects all energy efficiency and related program costs, environmental costs, pension and PBOP related costs, attorney general consultant costs, credits related to the Tax Cuts and Jobs Act of 2017, gas system enhancement program (GSEP) costs and costs associated with low income customers. The LDAC is reset annually with any difference being recovered from, or refunded to, customers during the following period and provides for the recovery of certain costs applicable to both sales and transportation customers.
•A Conservation Adjustment Mechanism ("CAM")(CAM) at Yankee Gas, which allows 100 percent recovery of conservation costs through this mechanism including program incentives to promote energy efficiency, as well as recovery of any lost revenues associated with implementation of energy conservation measures.efficiency. A reconciliation of CAM revenues to expenses is performed annually with any difference being recovered from, or refunded to, customers with carrying charges during the following year.
•A Gas System Improvement (GSI) reconciliation mechanism at Yankee Gas, which collects the costs of certain Distribution Integrity Management Program (DIMP) and core capital plant in service above and beyond the level that is recovered through the distribution charge. The GSI is adjusted and reconciled annually, with any differences refunded to, or recovered from, customers.
•A System Expansion Rate (SER) Reconciliation Mechanism at Yankee Gas, which compares distribution system expansion investment costs and revenues for new customers, with the level projected in current distribution customer rates. This reconciliation is performed annually and customer rates are adjusted accordingly.
•A Revenue Decoupling Mechanism (RDM) at NSTAR Gas and EGMA that reconciles annual base distribution rate recovery amounts recovered from customers to the pre-established level of baseline distribution delivery service revenue requirement approved by the DPU in 2020. The pre-established level of baseline distribution delivery service revenue requirement is also subject to adjustment in accordance with provisions of the November 2020 NSTAR Gas distribution rate case and the October 2020 EGMA rate settlement agreement.
•A RDM at Yankee Gas that reconciles annual base distribution rate recovery amounts recovered from customers to the pre-established level of baseline distribution delivery service revenue requirement approved by the PURA effective January 1, 2019, January 1, 2020 and March 1, 2021. The pre-established level of baseline distribution delivery service revenue requirement is also subject to adjustment at each of these dates in accordance with provisions of the 2018 rate case settlement agreement.
NSTAR Gas purchases financial contracts based on the New York Mercantile Exchange ("NYMEX")(NYMEX) natural gas futures in order to reduce cash flow variability associated with the purchase price for approximately one-third of its normal winter season natural gas supplies. These purchases are made under a program approved by the DPU in 2006. This practice attempts to minimize the impact of fluctuations in natural gas prices to NSTAR Gas' firm natural gas customers. These financial contracts do not procure natural gas supply. All costs incurred or benefits realized when these contracts are settled are included in the CGAC.
NSTAR Gas is subject to SQ metrics that measure safety, reliability and customer service and could be required to pay to customers a SQ charge of up to 2.5 percent of annual distribution revenues for failing to meet such metrics. NSTAR Gas will not be required to pay a SQ charge for its 20172020 performance as it achieved results at or above target for all of its SQ metrics in 2017.2020.
Distribution Rate Cases:
NSTAR Gas: On October 30, 2020, the DPU approved a base distribution rate increase of $23.0 million effective November 1, 2020, compared to the original request of $38.0 million. NSTAR Gas' 2019 plant additions are allowed recovery beginning on November 1, 2021. Thus, the reduced revenue requirement reflects the removal of this recovery, among other adjustments. The DPU also approved NSTAR Gas' proposal to continue its ongoing Gas System Enhancement Program (GSEP), the inclusion of GSEP investments since 2015 into base rates, and the implementation of a 10-year performance-based ratemaking plan, which includes an inflation-based adjustment mechanism to annual base distribution rates. The decision allows an authorized regulatory ROE of 9.9 percent on a capital structure including 54.77 percent equity. The decision also approves a geothermal pilot program.
Yankee Gas: Yankee Gas distribution rates were set in its 2015 DPUa December 2018 PURA approved rate case which included an annualized base rate increasesettlement agreement, with rates effective November 15, 2018. The 2018 Yankee Gas settlement agreement required Yankee Gas to implement a GSI cost recovery mechanism to further invest capital to replace aging infrastructure. The GSI mechanism allows for recovery of $15.8 million, plus other increasescosts associated with capital additions of approximately $11.5$26 million mostly relating to $37 million annually, which is incremental to the $150 million included in base distribution rate base per year. The settlement agreement also provides Yankee Gas the opportunity to seek recovery of pensionadditional capital spending above these levels with PURA approval. PURA ordered an accelerated replacement program for Yankee Gas to fully replace its cast iron and PBOP expensesbare steel facilities in 11 years and fully replace copper services and certain steel mains and services in 14 years from the date of the rate case. Yankee Gas was also authorized to continue its ongoing natural gas system expansion program, implement a revenue decoupling rate mechanism, and recover merger costs. The settlement agreement included a regulatory ROE of 9.3 percent. In addition, the distribution rates charged to customers were adjusted to reflect the prospective impacts of the lower federal corporate income tax rate, the overcollection of the lower income tax rate from January 1, 2018, and the Hopkinton Gas Service Agreement,EDIT from the Tax Cuts and Jobs Act of 2017. Although new rates were effective January 1, 2016. In2019, the order,provisions of the settlement agreement took effect November 15, 2018. PURA also approved step adjustments effective January 1, 2019, January 1, 2020 and March 1, 2021.
EGMA: On October 7, 2020, the DPU also approved a rate settlement agreement with Eversource, EGMA, NiSource, Bay State, the Massachusetts Attorney General's Office, the DOER and the Low-Income Weatherization and Fuel Assistance Program Network, which requested approval of the February 26, 2020 asset purchase agreement between Eversource and NiSource, as well as a rate stabilization plan, among other items. The settlement agreement included an authorized regulatory ROE of 9.89.70 percent the establishmentas of January 1, 2021, a revenue decoupling mechanism, the recovery of certain bad debt expenses, and a 52.153.25 percent equity component of its capital structure.structure, and established rate base equal to $995 million as of the closing on October 9, 2020.
Yankee Gas' lastThe approved rate case proceeding was in 2011, which approved an allowed ROEstabilization plan includes base distribution rate increases of 8.83 percent$13 million on November 1, 2021 and allowed for a substantial increase in annual spending for bare steel and cast iron pipeline replacement. In 2015, Yankee Gas entered into a$10 million on November 1, 2022. The settlement agreement withincludes two rate base resets during an eight-year rate plan, occurring on November 1, 2024 and November 1, 2027. The two rate base resets adjust distribution rates to account for capital additions (including the PURA staff pursuant to which Yankee Gas provided a $1.5 millionroll-in of GSEP capital additions), depreciation expense, property taxes, and return on rate credit to firm customers beginning in December 2015, and established an earnings sharing mechanism whereby Yankee Gas and its customers will share equally in any earnings exceeding a 9.5 percent ROE in a twelve month period commencing with the period from April 1, 2015base for capital additions placed into service through March 31, 2016. As of December 31, 2017, Yankee Gas had2023, for the first rate base reset occurring on November 1, 2024, and through December 31, 2026, for the second rate base reset occurring on November 1, 2027. Notwithstanding the two distribution rate increases, the two rate base reset provisions, and potential adjustments for qualifying exogenous events, EGMA agreed not triggered anyto file for an increase or redesign of distribution base rates effective prior to November 1, 2028.
The settlement agreement also permits EGMA to seek recovery of both transaction and integration costs as a result of the earnings sharing thresholds.asset acquisition after December 31, 2026, subject to DPU review and approval, and subject to certain conditions, such as demonstrating savings resulting from the acquisition.
Massachusetts Natural Gas Replacement and Expansion
On July 7, 2014,Massachusetts: Pursuant to Massachusetts enacted "An Act Relative to Natural Gas Leaks" (the "Act"). The Act established a uniform natural gas leak classification standard for all Massachusetts natural gas utilities and a program that accelerates the replacementlegislation, in October of aging natural gas infrastructure. The program enabled companies, includingeach year, NSTAR Gas to better manageand EGMA file GSEP Plans with the scheduling and costs of replacement. The Act calledDPU for the DPUfollowing construction year. The GSEP Program is designed to authorize natural gas utilities to design and offer programs to customers that will increase the availability, affordability and feasibility of natural gas service for new customers.
In October 2014, pursuant to the Act, NSTAR Gas filed the Gas System Enhancement Program ("GSEP") with the DPU. NSTAR Gas' program acceleratesaccelerate the replacement of certain natural gas distribution facilities in the system to withinless than 25 years. The GSEP includes a new tariff effective January 1, 2016 that provides NSTAR Gas and EGMA an opportunity to collect the costs for the program on an annual basis through a newly designed reconciling factor. On April 30th each year, the DPU approves the GSEP rate recovery factor that goes into effect on May 1st.
NSTAR Gas' distribution rate case application filed on November 8, 2019 included a proposal to include GSEP additions through 2018 into base distribution rates and to continue the operation of the GSEP mechanism for GSEP investments made after 2018. In addition, the filing included a proposal for a customer connection surcharge, which would be used to reduce up-front contribution in aid of construction (CIAC) costs for customers seeking to connect to the company’s distribution system. On October 30, 2015,2020, the DPU approved the GSEP. We expectCompany’s customer connection surcharge proposal, allowing the surcharge to be implemented beginning November 1, 2021.
Connecticut: Yankee Gas' December 2018 PURA approved rate case settlement agreement included an accelerated pipeline replacement cost recovery program. The Gas System Improvement (GSI) rate recovers accelerated pipeline replacement as well as other capital expenditures of approximately $374.4 millioninvestment through an annual reconciliation. The Company filed its first GSI reconciliation on March 1, 2019 for the period 2016 through 2020rates effective April 1, 2019 and will continue to file annually on March 1 for the GSEP.rates effective April 1.
Connecticut Natural Gas Expansion Plan
In 2013, in accordance with Connecticut law and regulations, the PURA approved a comprehensive joint natural gas infrastructure expansion plan (the "Expansion Plan") filed by Yankee Gas and other Connecticut natural gas distribution companies. The Expansion Plan described how Yankee Gas expects to add approximately 82,000 new natural gas heating customers over a 10-year period. Yankee Gas estimates that its portion of the Expansion Plan will cost approximately $700 million over 10 years. In January 2015, the PURA approved a joint settlement agreement proposed by Yankee Gas and other Connecticut natural gas distribution companies and regulatory agencies that clarified the procedures and oversight criteria applicable to the Expansion Plan. On November 30, 2016, Yankee Gas received approval from PURA approval offor its initial 2014 through 2019 System Expansion Reconciliation as well asReconciliations. The Company intends to file its 2015 Reconciliation after a combined review of the reconciliations by PURA. Yankee Gas filed its 20162020 System Expansion Reconciliation in March 2017, which was approved2021 as required by PURA on September 13, 2017.PURA.
Sources and Availability of Natural Gas Supply
NSTAR Gas maintains a flexible resource portfolio consisting of natural gas supply contracts, transportation contracts on interstate pipelines, market area storage and peaking services. NSTAR Gas purchases transportation, storage, and balancing services from Tennessee Gas Pipeline Company and Algonquin Gas Transmission Company, as well as other upstream pipelines that transport natural gas from major natural gas producing regions in the U.S., including the Gulf Coast, Mid-continent region, and Appalachian Shale supplies to the final delivery points in the NSTAR Gas service area. NSTAR Gas purchases all of its natural gas supply under a firm, competitively bid annual portfolio management contract with a term of one year.contract. In addition to the firm transportation and natural gas storage supplies mentioneddiscussed above, NSTAR Gas utilizes contracts for underground storage andon-system LNG facilities to meet its winter peaking demands. TheThese LNG facilities described below, are located within NSTAR Gas' distribution system and are used to liquefy and store pipeline natural gas during the warmer months for vaporization and use during the heating season. During the summer injection season, excess pipeline capacity and supplies are used to deliver and store natural gas in market area underground storage facilities located in the New YorkMaryland and Pennsylvania regions.Pennsylvania. Stored natural gas is withdrawn during the winter season to supplement flowing pipeline supplies in order to meet firm heating demand. NSTAR Gas has firm underground storage contracts and total storage capacity entitlements of approximately 6.6 Bcf. A portionBcf, of thewhich 3.5 Bcf LNG storage of natural gas supply for NSTAR Gas during the winter heating season is provided by Hopkinton LNG Corp., which owns an in facilities located in two different locations in Massachusetts.
EGMA maintains a flexible resource portfolio consisting of natural gas supply contracts, transportation contracts on interstate pipelines, market area storage and peaking services. EGMA purchases transportation, storage, and balancing services from Tennessee Gas Pipeline Company and Algonquin Gas Transmission Company, as well as other upstream pipelines that transport natural gas from major natural gas producing regions in the U.S. as well as Canada, including the Gulf Coast, Mid-continent region, Appalachian Shale, and Dawn, Ontario supplies to the final delivery points in the EGMA service area. EGMA purchases the majority of its natural gas supply under a number of firm, competitively bid annual portfolio management contracts and manages a portion of its portfolio itself. In addition to the firm transportation and natural gas storage supplies discussed above, EGMA utilizes on-system LNG liquefaction and vaporization plantLPG facilities to meet its winter peaking demands. These LNG and three above-ground cryogenic storage tanks having an aggregate capacity of 3.0 Bcf ofLPG facilities are located within EGMA’s distribution system and are used to liquefy pipeline natural gas and/or receive liquefied natural gas. NSTAR Gas alsogas or liquefied petroleum gas to be stored during the warmer months for vaporization and use during the heating season. During the summer injection season, excess pipeline capacity and supplies are used to deliver and store natural gas in market area underground storage facilities located in Maryland and Pennsylvania. Stored natural gas is withdrawn during the winter season to supplement flowing pipeline supplies in order to meet firm heating demand. EGMA has access to Hopkinton LNG Corp. facilities that include additionalfirm underground storage contracts and total storage capacity entitlements of 0.5approximately 6.6 Bcf, and additional vaporization capacity.2.0 Bcf LNG and LPG storage located at eight different locations in Massachusetts.
The PURA requires that Yankee Gas to meet the needs of its firm customers under all weather conditions. Specifically, Yankee Gas must structure its supply portfolio to meet firm customer needs under a design day scenario (defined as the coldest day in 30 years) and under a design year scenario (defined as the average of the four coldest years in the last 30 years). Yankee Gas'Gas also maintains a flexible resource portfolio consisting of natural gas supply contracts, transportation contracts on interstate pipelines, off-system storage and its on-system stored1.2 Bcf LNG and underground storage supplies helpfacility in Connecticut to meet consumption needs during the coldest days of winter. Yankee Gas obtains its interstate capacity from the three interstate pipelines that directly serve Connecticut: the Algonquin, Tennessee and Iroquois Pipelines, which connect to other upstream pipelines that transport natural gas from major natural gas producing regions, including the Gulf Coast, Mid-continent, Canadian regions and Appalachian Shale supplies.
Based on information currently available regarding projected growth in demand and estimates of availability of future supplies of pipeline natural gas, each of NSTAR Gas, EGMA and Yankee Gas each believes that participation in planned and anticipated pipeline and storage expansion projects will be required in order for it to meet currentthe long-term firm customer requirements in a reliable manner will necessitate a combination of pipeline, storage, and future sales growth opportunities.non-pipeline solutions.
WATER BUSINESSDISTRIBUTION SEGMENT
Eversource Water Ventures, Inc., a Connecticut corporation, through its wholly-owned subsidiary, Eversource Aquarion Holdings, Inc. (Aquarion), operates three separate regulated water utilities in Connecticut (Aquarion Water Company of Connecticut, or “AWC-CT”)AWC-CT), Massachusetts (Aquarion Water Company of Massachusetts, or “AWC -MA”)AWC-MA) and New Hampshire (Aquarion Water Company of New Hampshire, or “AWC-NH”)AWC-NH). These regulated companies provide water services to approximately 226,000216,000 residential, commercial, industrial, municipal and fire protection and other customers, in 5957 towns and cities in Connecticut, Massachusetts and New Hampshire. As of December 31, 2017,2020, approximately 8793 percent of Aquarion’s customers were based in Connecticut.
For the period from December 4, 2017, the date Aquarion was acquired by Eversource, through December 31, 2017, water franchise retail revenues based on categories of customers for residential, commercial, municipal and fire protection, industrial and other totaled $9.9 million, $2.3 million, $2.5 million, $0.2 million and $1.0 million, respectively.
Rates
Aquarion's water utilities are subject to regulation by the PURA, the DPU and the NHPUC in Connecticut, Massachusetts and New Hampshire, respectively. These regulatory agencies have jurisdiction over, among other things, rates, certain dispositions of property and plant, mergers and consolidations, issuances of long-term securities, standards of service and construction and operation of facilities.
Aquarion’s general rate structure consists of various rate and service classifications covering residential, commercial, industrial, and municipal and fire protection services.
The rates established by the PURA, DPU and NHPUC are comprised of the following:
•A base rate, which is comprised of fixed charges based on meter/fire connection sizes, as well as volumetric charges based on the amount of water sold. Together these charges are designed to recover the full cost of service resulting from a general rate proceeding.
A•In Connecticut, a revenue adjustment mechanism (“RAM”)(RAM) that reconciles earned revenues, with certain allowed adjustments, on an annual basis, to the revenue requirement approved by the PURA in AWC-CT’s last rate case (2013), which is an annual amount of $178.0 million.
The•In Connecticut and New Hampshire, a water infrastructure conservation adjustment (“WICA”)(WICA) charge, and in Massachusetts, an annual main replacement adjustment mechanism (MRAM) charge, which is applied between rate case proceedings and seeks recovery of allowed costs associated with WICA-eligible capitaleligible infrastructure improvement projects placed in-service. The WICA is updated semiannuallysemi-annually in Connecticut and annually in New Hampshire. In Connecticut, an annual WICA reconciliation mechanism reconciles earned WICA revenue to the approved WICA revenue with any differences refunded to, or recovered from, customers.
Treatment•In Massachusetts, treatment plant surcharges, which are a series of three surcharges in Massachusetts (one fixed and two volumetric in nature) that are designed to recover certain operating costs and the costs of the lease of the treatment plant located in Hingham. These surcharges arewere applicable only to customers in Hingham, Hull and Cohasset. On July 31, 2020, we sold our water system and treatment plant that supplies water to the towns of Hingham, Hull and North Cohasset to the town of Hingham, Massachusetts. For further information, see "Regulatory Developments and Rate Matters - Massachusetts - Sale of Water System" in the accompanying Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
Sources and Availability of Water Supply
Our water utilities obtain their water supplies from owned surface water sources (reservoirs) and groundwater supplies (wells) with a total supply yield of approximately 131118 million gallons per day, as well as water purchased from other water suppliers. Approximately 9899 percent of our annual production is self-supplied and processed at 10nine surface water treatment plants and numerous well stations, which are all located in Connecticut, Massachusetts, and New Hampshire.
The capacities of Aquarion’s sources of supply, and water treatment, pumping and distribution facilities, are considered sufficient to meet the present requirements of Aquarion’s customers under normal conditions. On occasion, drought declarations are issued for portions of Aquarion’s service territories in response to extended periods of dry weather conditions.
OFFSHORE WIND PROJECTPROJECTS
Eversource's offshore wind business includes ownership interests in North East Offshore and Bay State Wind, is a proposedwhich together hold power purchase agreements (PPAs) and contracts for the Revolution Wind, South Fork Wind and Sunrise Wind projects, as well as offshore leases through BOEM. Our offshore wind projectprojects are being jointly developed by and constructed through a joint and equal partnership with Ørsted. This partnership also participates in new procurement opportunities for offshore wind energy in the Northeast U.S.
Eversource has a 50 percent ownership interest in North East Offshore, which holds the Revolution Wind and Denmark-based Ørsted. Bay StateSouth Fork Wind will be located inprojects, as well as a 300-square-mile area approximately 25 miles257 square-mile ocean lease off the coastcoasts of Massachusetts thatand Rhode Island. Eversource also has the ultimate potential to generate more than 2,000 MW of clean, renewable energy. Eversource and Ørsted each hold a 50 percent ownership interest in Bay State Wind.Wind, which holds the Sunrise Wind project. Bay State Wind's separate 300-square-mile ocean lease is located approximately 25 miles south of the coast of Massachusetts adjacent to the North East Offshore area. In aggregate, the Bay State Wind and the North East Offshore ocean lease sites jointly-owned by Eversource and Ørsted could eventually develop at least 4,000 MW of clean, renewable offshore wind energy.
Revolution Wind is a 704 MW offshore wind power project located approximately 15 miles south of the Rhode Island coast, and South Fork Wind is a 130 MW offshore wind power project located approximately 35 miles east of Long Island. Sunrise Wind is an 880 MW offshore wind facility, which will be developed 35 miles east of Montauk Point, Long Island. The completion dates for these projects are subject to federal permitting through BOEM, and engineering, state siting and permitting in New York and Rhode Island. For more information regarding the clean energy legislation,on these projects, see "Regulatory Developments"Business Development and Rate MattersCapital Expenditures – Massachusetts – Massachusetts RFPs"Offshore Wind Business" in the accompanying Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
PROJECTED CAPITAL EXPENDITURES
We project to make capital expenditures of approximately $10.8$17.03 billion from 20182021 through 2021,2025, of which we expect approximately $5.7$10.90 billion to be in our electric and natural gas distribution segments, approximately $4.1$4.31 billion to be in our electric transmission segment and $0.4$0.78 billion to be in our water utility business.distribution segment. We also project to invest approximately $0.5$1.05 billion in information technology and facilities upgrades and enhancements. These projections do not include any expected investments related to Bay State Wind. our offshore wind partnership.
FINANCING
Our credit facilities and indentures require that Eversource parent and certain of its subsidiaries, including CL&P, NSTAR Electric, PSNH, NSTAR Gas, andEGMA, Yankee Gas, and Aquarion Water Company of Connecticut, comply with certain financial and non-financial covenants as are customarily included in such agreements, including maintaining a ratio of consolidated debt to total capitalization of no more than 65 percent. All of these companies currently are, and expect to remain, in compliance with these covenants.
As of December 31, 2017, $961.0 million2020, $1.02 billion of Eversource's long-term debt, including $450.0 million, $300.0$250.0 million, $110.0 million, $100.0$282.0 million, and $1.0$40.2 million for Eversource parent, CL&P,NSTAR Electric, PSNH, Yankee Gas and Aquarion, respectively, will be paidmature within the next 12 months.
NUCLEAR FUEL STORAGE
CL&P, NSTAR Electric, PSNH, and several other New England electric utilities are stockholders in three inactive regional nuclear generation companies, CYAPC, MYAPC and YAEC (collectively, the Yankee Companies). The Yankee Companies have completed the physical decommissioning of their respective generationnuclear power facilities and are now engaged in the long-term storage of their spent nuclear fuel. The Yankee Companies have completed collection of their decommissioning and closurefund these costs through thelitigation proceeds received from the spent nuclear fuel litigation against the DOE and, has refunded amounts to its member companies. These proceeds were used by the Yankee Companies to offset the decommissioning and closure cost amounts due from their member companies or to decrease theextent necessary, through wholesale, FERC-approved rates charged under power purchase agreements with several New England utilities, including CL&P, NSTAR Electric and PSNH. CL&P, NSTAR Electric and PSNH, and several other New England utilities. The decommissioning rates charged by the Yankee Companies have been reduced to zero. CL&P, NSTAR Electric and PSNH canin turn recover these costs from or refund proceeds to, their customers through state regulatory commission-approved retail rates. The Yankee Companies collect amounts that we believe are adequate to recover the remaining plant closure and fuel storage cost estimates for the respective plants. We believe CL&P and NSTAR Electric will recover their shares of these obligations from their customers. PSNH has recovered its total share of these costs from its customers.
We consolidate the assets and obligations of CYAPC and YAEC on our consolidated balance sheet because we own moreour ownership and voting interests are greater than 50 percent of each of these companies.
OTHER REGULATORY AND ENVIRONMENTAL MATTERS
General
We are regulated in virtually all aspects of our business by various federal and state agencies, including FERC, the SEC, and various state and/or local regulatory authorities with jurisdiction over the industry and the service areas in which each of our companies operates, including the PURA, which has jurisdiction over CL&P, Yankee Gas, and Aquarion, the NHPUC, which has jurisdiction over PSNH and Aquarion, and the DPU, which has jurisdiction over NSTAR Electric, NSTAR Gas, EGMA and Aquarion, and the NHPUC, which has jurisdiction over PSNH and Aquarion.
Environmental Regulation
We are subject to various federal, state and local requirements with respect to water quality, air quality, toxic substances, hazardous waste and other environmental matters. Additionally, major generation and transmission facilities may not be constructed or significantly modified without a review of the environmental impact of the proposed construction or modification by the applicable federal or state agencies.
Water Quality Requirements
The Clean Water Act requires every "point source" discharger of pollutants into navigable waters to obtain a National Pollutant Discharge Elimination System ("NPDES") permit from the EPA or state environmental agency specifying the allowable quantity and characteristics of its effluent. States may also require additional permits for discharges into state waters.
Air Quality Requirements
The Clean Air Act Amendments ("CAAA"), as well as New Hampshire law, impose stringent requirements on emissions of SO2 and NOX for the purpose of controlling acid rain and ground level ozone. In addition, the CAAA address the control of toxic air pollutants. Requirements for the installation of continuous emissions monitors and expanded permitting provisions also are included. Following the completion of the sale of PSNH’s thermal generation facilities on January 10, 2018, we no longer own facilities subject to the provisions of the CAAA.
Renewable Portfolio Standards
Each of the states in which we do business also has Renewable Portfolio Standards ("RPS")(RPS) requirements, which generally require fixed percentages of our energy supply to come from renewable energy sources such as solar, wind, hydropower, landfill gas, fuel cells and other similar sources.
New Hampshire's RPS provision requires increasing percentages of the electricity sold to retail customers to have direct ties to renewable sources. In 2017, the total RPS obligation was 17.6 percent and it will ultimately reach 25.2 percent in 2025. The costs of the RECs are recovered by PSNH through rates charged to customers.
Similarly, Connecticut's RPS statute requires increasing percentages of the electricity sold to retail customers to have direct ties to renewable sources. In 2017,2020, the total RPS obligation was 22.529 percentand will ultimately reach 2848 percent in 2020.2030. CL&P is permitted to recover any costs incurred in complying with RPS from its customers through its GSCrate.
Massachusetts' RPS program also requires electricity suppliers to meet renewable energy standards. For 2017,2020, the requirement was 22.3427.71 percent, and will ultimately reach 26.139.31 percent in 2020.2025. NSTAR Electric is permitted to recover any costs incurred in complying with RPS from its customers through rates. NSTAR Electric also owns renewable solar power facilities. The RECs generated from NSTAR Electric's solar power facilities are sold to other energy suppliers, and the proceeds from these sales are credited back to customers.
New Hampshire's RPS provision requires increasing percentages of the electricity sold to retail customers to have direct ties to renewable sources. In 2020, the total RPS obligation was 21.7 percent and it will ultimately reach 25.2 percent in 2025. The costs of the RECs are recovered by PSNH through rates charged to customers.
Hazardous Materials Regulations
We have recorded a liability for what we believe, based upon currently available information, is our reasonably estimable environmental investigation, remediation, and/or Natural Resource Damages costs for waste disposal sites for which we have probable liability. Under federal and state law, government agencies and private parties can attempt to impose liability on us for recovery of investigation and remediation costs at hazardous waste sites. As of December 31, 2017,2020, the liability recorded for our reasonably estimable and probable environmental remediation costs for known sites needing investigation and/or remediation, exclusive of recoveries from insurance or from third parties, was $54.9$102.4 million, representing 5963 sites. These costs could be significantly higher if additional remediation becomes necessary or when additional information as to the extent of contamination becomes available.
The most significant liabilities currently relate to future clean-up costs at former MGP facilities. These facilities were owned and operated by our predecessor companies from the mid-1800's to mid-1900's. By-products from the manufacture of natural gas using coal resulted in fuel oils, hydrocarbons, coal tar, purifier wastes, metals and other waste products that may pose risksa potential risk to human health and the environment. We currently have partial or full ownership responsibilities at former MGP sites that have a reserve balance of $49.0$92.2 million of the total $54.9$102.4 million as of December 31, 2017.2020. MGP costs are recoverable through rates charged to our customers.
Electric and Magnetic Fields
For more than twenty years, published reports have discussed the possibility of adverse health effects from electric and magnetic fields ("EMF")(EMF) associated with electric transmission and distribution facilities and appliances and wiring in buildings and homes. Although weak health risk associations reported in some epidemiology studies remain unexplained, most researchers, as well as numerous scientific review panels, considering all significant EMF epidemiology and laboratory studies, have concluded that the available body of scientific information does not support the conclusion that EMF affects human health.
In accordance with recommendations of various regulatory bodies and public health organizations, we reduce EMF associated with new transmission lines by the use of designs that can be implemented without additional cost or at a modest cost. We do not believe that other capital expenditures are appropriate to minimize unsubstantiated risks.
Global Climate Change and Greenhouse Gas Emission Issues
Global climate change and greenhouse gas emission issues have received an increased focus from state governments and the federal government. The EPA initiated a rulemaking addressing greenhouse gas emissions and, on December 7,in 2009, issued a finding that concluded that greenhouse gas emissions are "air pollution" that endangers public health and welfare and should be regulated. The largest source of greenhouse gas emissions in the U.S. is the electricity generating sector. The EPA has mandated greenhouse gas emission reporting beginning in 2011 for emissions for certain aspects of our business including stationary combustion, volume of gas supplied to large customers and fugitive emissions of SF6 gas and methane.
We are continually evaluating the regulatory risks and regulatory uncertainty presented by climate change concerns. Such concerns could potentially lead to additional rules and regulations that impact how we operate our business, both in terms of the generating facilities we own and operate as well as general utility operations.business. These could include federal "cap and trade" laws, carbon taxes, and fuel and energy taxes, or regulations requiring additional capital expenditures at our generating facilities.taxes. We expect that any costs of these rules and regulations would be recovered from customers.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS
Connecticut, New HampshireFor information about Eversource Energy's executive officers, see Item 10, Directors, Executive Officers and MassachusettsCorporate Governance, included in this Annual Report on Form 10-K.
HUMAN CAPITAL
Eversource is committed to delivering reliable energy and superior customer service; expanding energy options for our region; environmental stewardship; a safe, diverse and fairly-compensated workforce; and community service and leadership. Our employees are each memberscritical to achieving this mission and we recognize the importance of the Regional Greenhouse Gas Initiative (RGGI),retention, growth and development of our employees. Leaders at all levels strive to create a cooperative effort by nine northeastern and mid-Atlantic states, to develop a regional program for stabilizing and reducing CO2 emissions from coal- and oil-fired electric generating plants. Because CO2 allowances issued by any participating stateworkplace where our employees are usable across all nine RGGI state programs, the individual state CO2 trading programs, in the aggregate, form one regional compliance market for CO2 emissions. The third three-year control period took effect on January 1, 2015 and extended through December 31, 2017. In this control period, each regulated power plant must hold CO2 allowances equal to 50 percent of its emissions during each of the first two years of the three-year period, and hold CO2 allowances equal to 100 percent of its remaining emissionsengaged, advocate for the three-year control period at the end of the period.customer, work collaboratively, raise ideas for improvement and focus on delivering a superior customer experience. We build employee engagement through continuous communication, developing talent, fostering teamwork and creating a diverse, inclusive workplace.
FERC Hydroelectric Project Licensing
Federal Power Act licenses may be issued for hydroelectric projects for terms of 30 to 50 years as determined by the FERC. Upon the expiration of an existing license, (i) the FERC may issue a new license to the existing licensee, (ii) the United States may take over the project, or (iii) the FERC may issue a new license to a new licensee, upon payment to the existing licensee of the lesser of the fair value or the net investment in the project, plus severance damages, less certain amounts earned by the licensee in excess of a reasonable rate of return.
PSNH currently owns nine hydroelectric generation facilities with a current claimed capability representing winter rates of approximately 71 MW, eight of which are licensed by the FERC under long-term licenses. PSNH and its hydroelectric facilities are subject to conditions set forth in such licenses, the Federal Power Act and related FERC regulations, including provisions related to the condemnation of a project upon payment of just compensation, amortization of project investment from excess project earnings, possible takeover of a project after expiration of its license upon payment of net investment and severance damages and other matters. We are targeting for PSNH to close on the sale of its hydroelectric generation facilities by the end of the first quarter of 2018.
EMPLOYEES
As of December 31, 2017,2020, Eversource Energy employed a total of 8,0849,299 employees, excluding temporary employees, of which 1,2701,381 were employed by CL&P, 1,9221,611 were employed by NSTAR Electric, and 918745 were employed by PSNH. In addition, 3,373 were employed by Eversource Service, Eversource's service company, that provides support services to all Eversource operating companies. Approximately 50 percent of our employees are members of the International Brotherhood of Electrical Workers, the Utility Workers Union of America or The United Steelworkers, and are covered by 1114 collective bargaining agreements.
Safety. At Eversource, our commitment to “Safety First and Always” is a principle and a mindset present in every job and every task, whether in the field, office or at home. A priority at Eversource is continuous improvement and safety is at the forefront as we continue to build a strong safety culture, embrace new technologies, and learn with our industry and community partners to improve safety performance. We use metrics such as Eversource Corporate Days Away Restricted Time (DART) and Preventable Motor Vehicle events, among others, to monitor safety performance. Our DART safety performance was 0.7 in 2020, measured by days away, restricted or transferred per 100 workers.
In response to the COVID-19 pandemic, we implemented our company-wide pandemic plan, which resulted in no employees losing their jobs due to the pandemic, and significant changes put in place that were in the best interest of our employees, customers, and communities. This included having nearly half of our employees working remotely, while implementing additional significant safety measures for employees continuing critical on-site work. For our employees performing essential functions that are required onsite, such as field crews and system operations, we have taken significant safety measures, including establishing social distancing measures, the use of personal protective equipment, increasing facility sanitization efforts, and enabling critical operations to be shifted to different control center locations if necessary. We continue to prepare for the re-entry of our employees working remotely. The plan is informed by public health guidance with the safety of our employees and customers as our highest priority. We are in the early phase of our re-entry plan and have returned fewer than 100 remote employees to the workplace. We have had increased short duration return to work for critical business needs, such as storm response and essential training. State and federal guidelines, external conditions, and critical business priorities continue to inform the pace of our re-entry plan. Significant health and safety measures and pandemic protocols will remain in place, including social distancing requirements, the use of personal protective equipment, sanitization efforts and employee training, for all employees currently working onsite and specific plans have been developed for our eventual re-entry to the workplace.
Diversity & Inclusion. Our commitment to Diversity & Inclusion (D&I) is critical to building a diverse, empowered and engaged team that delivers great service safely to our customers. A diverse workforce and inclusive culture contribute to our success and sustainability by driving innovation and creating trusted relationships with our employees, customers, suppliers and community partners. Our hiring practices emphasize diversity and we encourage employees to embrace different people, perspectives and experiences in our workplace and within our communities. Additionally, our leadership behaviors underscore the importance of creating inclusive teams, where employees’ voices and contributions are essential to delivering superior customer service.
Eversource’s executive leadership team promotes and supports D&I by building diverse, inclusive work teams with high engagement, growing a pipeline of diverse talent, leveraging multiple perspectives to improve customer service, using diverse suppliers, engaging with multicultural organizations in our communities and supporting the work of the D&I council and business resource groups. Eversource continues to work toward a diverse workforce with a focus on women and minorities in leadership and has D&I goals and initiatives for diversity in leadership promotions and new hires, diverse external hires, diverse candidate slate, key talent, workforce representation, community and suppliers. Eversource drives accountability for D&I progress throughout the company and executive compensation is linked to meeting our D&I goals. In 2020, 47.6 percent of new hires and promotions into leadership roles were women or people of color.
Eversource's Board of Trustees is committed to diversity and inclusion and receives regular monthly progress updates. The Corporate Governance Committee and the Board of Trustees seek diversity in gender, ethnicity and personal background when considering Trustee candidates. Our Board of Trustees has been recognized as one of the most diverse in our industry.
Compensation, Health and Wellness Benefits. We are committed to the health, safety and wellness of our employees. We provide competitive compensation and comprehensive benefit packages, including healthcare, life insurance, long-term disability insurance, death benefits, retirement plans (defined benefit pension plans or 401k Plan), an Employee Stock Purchase Plan, health savings and flexible spending accounts, paid time off, employee assistance programs, and tuition assistance, among many others. Eversource also provides wellness programs and benefits to encourage employees and their families to adopt and maintain healthy lifestyle habits.
Talent Development, Training Programs and Education Opportunities. Eversource supports and develops its employees through training and development programs that build and strengthen employees’ leadership and skill set. In response to the COVID-19 pandemic, we have pivoted, and are providing employees with a variety of virtual classroom training opportunities. Continuous professional development is important to support our employees’ ongoing success. These professional development programs include leadership effectiveness programs designed to develop new and current supervisors; a talent management process to identify high potential and emerging talent and ensure their development; a rotational associate engineering program; educational and professional development opportunities for employees who are recent college graduates; tuition assistance program; and paid internships and co-ops.
Strategic workforce plans are developed every year as part of the annual business planning process to identify long-range needs to ensure that we acquire, develop and retain diverse, capable talent. This includes leveraging educational partnerships in critical craft and technical areas and developing proactive sourcing strategies to attract experienced professionals in highly technical roles in engineering, electric and gas operations, and energy efficiency. As part of this process, we identify critical roles and develop succession plans to ensure we have a capable supply of talent for the future.
Over 800 new Eversource Gas Company of Massachusetts employees (formerly Columbia Gas of Massachusetts employees) were welcomed and successfully onboarded in 2020. All Columbia Gas of Massachusetts employees who wanted to continue employment with Eversource were offered jobs.
Community & Social Impact. Eversource and our employees support many programs, agencies, and not-for-profit organizations that support economic and community development, the environment, and initiatives that address local, high-priority concerns and needs. Eversource provides donations and other support to community agencies, including significant volunteer hours of our employees.
See Item 11, Executive Compensation, included in this Annual Report on Form 10-K, as well as the “Our People” section of our 2019 Sustainability Report located on our website, for more detailed information regarding our human capital programs and initiatives. Nothing on our website, including our Sustainability Report or sections thereof, shall be deemed incorporated by reference into this Annual Report.
INTERNET INFORMATION
Our website address is www.eversource.com. We make available through our website a link to the SEC's EDGAR website (http://www.sec.gov/edgar/searchedgar/companysearch.html), at which site Eversource Energy's,Eversource's, CL&P's, NSTAR Electric's and PSNH's combined Annual Reports on Form 10-K, combined Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to those reports may be reviewed. Information contained on the Company's website or that can be accessed through the website is not incorporated into and does not constitute a part of this Annual Report on Form 10-K. Printed copies of these reports may be obtained free of charge by writing to our Investor Relations Department at Eversource Energy, 107 Selden Street, Berlin, CT 06037.
Item 1A.Risk Factors
In addition to the matters set forth under "Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995" included immediately prior to Item 1, Business, above, we are subject to a variety of significantmaterial risks. Our susceptibility to certain risks, including those discussed in detail below, could exacerbate other risks. These risk factors should be considered carefully in evaluating our risk profile.
Cybersecurity and Data Privacy Risks:
Cyberattacks, including acts of war or terrorism, targeted directly on or indirectly affecting our systems or the systems of third parties on which we rely, could severely impair operations, negatively impact our business, lead to the disclosure of confidential information and adversely affect our reputation.
A successful cyberattack on the information technology systems that control our transmission, distribution, gas and distributionwater systems or other assets could impair or prevent us from managing these systems and facilities, operating our systems effectively, or properly managing our data, networks and programs. The breach of certain information technology systems could adversely affect our ability to correctly record, process and report financial information. A major cyber incident could result in significant expenses to investigate and to repair system damage or security breaches and could lead to litigation, fines, other remedial action, heightened regulatory scrutiny and damage to our reputation.
We have instituted safeguards to protect our information technology systems and assets. We devotedeployed substantial resourcestechnologies to networksystem and application security, encryption and other measures to protect our computer systems and infrastructure from unauthorized access or misuse andmisuse. We also interface with numerous external entities to improve our cybersecurity situational awareness. The FERC, through the North American Electric Reliability Corporation (NERC), requires certain safeguards to be implemented to deter cyberattacks. These safeguards may not always be effective due to the evolving nature of cyberattacks. We maintain cyber insurance to cover damages and defense costs related to breaches of networks or operational technology, but it may be insufficient to cover all losses.
Any such cyberattacks could result in loss of service to customers and a significant decrease in revenues, which could have a material adverse impact on our financial position, results of operations orand cash flows.
ActsThe unauthorized access to and the misappropriation of warconfidential and proprietary customer, employee, financial or terrorism, both threatened and actual, or physical attackssystem operating information could adversely affect our abilitybusiness operations and adversely impact our reputation.
In the regular course of business, we, and our third-party suppliers, maintain sensitive customer, employee, financial and system operating information. We are required by various federal and state laws to operatesafeguard this information. Cyber intrusions, security breaches, theft or loss of this information by cybercrime or otherwise could lead to the release of critical operating information or confidential customer or employee information, which could adversely affect our systemsbusiness operations or adversely impact our reputation, and could result in significant costs, fines and litigation. We maintain cyber insurance to cover damages and defense costs arising from unauthorized disclosure of, or failure to protect, private information, as well as costs for notification to, or for credit monitoring of, customers, employees and other persons in the event of a breach of private information. This insurance covers amounts paid to avert, prevent or stop a network attack or the disclosure of personal information, and costs of a qualified forensics firm to determine the cause, source and extent of a network attack or to investigate, examine and analyze our network to find the cause, source and extent of a data breach, but it may be insufficient to cover all losses. While we have implemented measures designed to prevent network attacks and mitigate their effects should they occur, these measures may not be effective due to the continually evolving nature of efforts to access confidential information.
Pandemic Risks, including COVID-19 Related Risks:
As evidenced by the global pandemic of the 2019 novel coronavirus (COVID-19), global pandemics result in widespread disruption to the overall economic market and outlook, which could cause various unfavorable impacts to our customers, vendors, employees, regulators, and operations and could adversely affect our financial results and liquidity.
Acts of war or terrorism, both threatened and actual, or actual physical attacks that damage our transmission and distribution systems or other assets could negatively impact our ability to transmit or distribute energy, distribute water, or operate our systems efficiently or at all. Because our electric transmission systems are part of an interconnected regional grid, we face the risk of blackout due to grid disturbances or disruptions on a neighboring interconnected system. If our assets were physically damaged and were not recovered in a timely manner, it could result in a loss of service to customers and a significant decrease in revenues
Any such acts of war or terrorism, physical attacks or grid disturbances could result in a significant decrease in revenues, significant expense to repair system damage, costs associated with governmental actions in response to such attacks, and liability claims, all of which could have a material adverse impact on our financial position, results of operations and cash flows.
We continue to respond to COVID-19 by taking steps to mitigate the potential risks to Eversource posed by its spread. We provide a critical service to our customers, which means it is paramount that we keep our employees who operate our businesses safe, and minimize unnecessary risk of exposure to COVID-19. We have updated and implemented our company-wide pandemic plan to address specific aspects of the COVID-19 pandemic. This plan guides our emergency response, business continuity, and the precautionary measures we are taking on behalf of employees and our customers.
•Cybersecurity attacks: We, as well as others in the power and utility industry, have continued to experience significant events where outside parties, utilizing sophisticated methods, have attempted to compromise both our vendors and employees to try to gain access to our email systems, as well as attempting to access our other systems or networks. Eversource was not affected by the SolarWinds event. We continue to implement strong cybersecurity measures and have increased the education of our employees and contractors to ensure that our systems remain functional in order to both serve our operational needs with a remote workforce and to ensure uninterrupted service to our customers. Our incident response team works with compromised vendors to assist them in improving their security posture. We also continuously review and update our response plans to include responding to an event while in a remote work environment.
•Access to, or cost of, capital resources: We utilize the commercial paper market extensively for our short-term borrowing needs. At the onset of the pandemic in the United States, liquidity in the commercial paper credit market began to deteriorate rapidly. However, federal legislative actions, including actions taken by the Federal Reserve, have provided sufficient liquidity and stabilization of the credit markets. We continue to monitor the ability for us to access the global capital and credit markets; however, if we are unable to access these markets, then our financial condition may be adversely affected. We have had open, full access to the capital markets throughout the COVID-19 pandemic.
•Actions of regulators: We continue to work closely with our state regulatory commissions and consumer advocates on customer assistance measures, including payment plan options in order to mitigate the impact on customer rates in the future, as well as financial hardship and arrearage management programs for those customers who are unable to pay their utility bills. We developed these long-term solutions for customers in order to help minimize the extent of the impact of COVID-19 on customer receivable balances and customers’ affordability in light of the current financial impact they may experience. We believe that we have in place, or are developing, successful mechanisms with our state regulatory commissions to recover our incremental costs associated with COVID-19, while balancing the impact on our customers’ bills and our operating cash flows, however our financial condition may be adversely affected depending on the outcome of planned proceedings before our state regulatory commissions.
•Timing of strategic development opportunities: The successful execution of our timeline for developing our offshore wind projects is based on several factors, including state and federal siting and permitting approvals. We implemented,and continue to update, mitigation plans that addressed permitting delays due to COVID-19 work restrictions between March and June 2020 that resulted in a moderate impact to our offshore wind projects siting and permit filing timelines. However, we are unable to assess the potential impact that a reintroduction of work restrictions in response to a future resurgence in COVID-19 infections would have on our projects’ timelines.
•Suppliers and Vendors: We have instituted measures to ensure our supply chain remains open to us; however, there could be global shortages that will impact our maintenance, capital programs, and storm response that we currently cannot anticipate.
•Loss of key personnel: We continue to adjust our pandemic plan to address various scenarios including reduced workforce levels and limited mutual aid in the event of a significant storm event. We have implemented remote work arrangements for our workforce by enabling nearly half of our employees to work from home and taking extra precautions for our field-based employees. We have taken significant safety measures to ensure adequate social distancing for our field crews to safely provide essential services to our customers. We have also adopted protocols to ensure the safety and health of those employees who work onsite in critical facilities. We continue to monitor COVID-19 developments affecting our workforce and will take additional precautions that we determine are necessary in order to mitigate the impacts. Although to date our workforce continues to be able to safely and reliably deliver our critical services to customers, we are unable to predict the extent of the impact of COVID-19 on our employees.
The extent of the impact to us in the future will vary and depend in large part on the duration, scope and severity of the pandemic and the timing and extent of COVID-19 relief legislation, and the resulting impact on economic, health care and capital market conditions. The future impact will also depend on the outcome of planned proceedings before our state regulatory commissions to recover our incremental costs associated with COVID-19, which include uncollectible customer receivable expenses. As a result, we are currently unable to estimate the potential impact of COVID-19 to our financial position, results of operations and cash flows.
Business Risks:
Strategic development opportunities associated with offshore wind or investment opportunities in electric transmission or clean-energy opportunities may not be successful, and projects may not commence operation as scheduled or be completed, which could have a material adverse effect on our business prospects.
We are pursuing broader strategic development investment opportunities that will benefit the New EnglandNortheast region related to the construction of electric transmission facilities, off-shoreoffshore wind electric generation facilities, interconnections to generating resourcesand investment opportunities in electric transmission facilities and other investment opportunities.clean-energy infrastructure. The development of these activities involveinvolves numerous risks.significant risks around schedule, cost, capacity factors, tax strategies and permitting (both on and offshore). Various external factors could result in increased costs or result in delays or cancellation of these projects. Risks include federal, state and local regulatory approval processes, new legislation impacting the industry, changes to federal income tax laws, economic events or factors, environmental and community concerns, design and siting issues, difficulties in obtaining required rights of way, competition from incumbent utilities and other entities, and actions of our strategic partners. Should any of these factors result in suchsignificant delays or cancellations, our financial position, results of operations, and cash flows could be materially adversely affected, or our future growth opportunities may not be realized as anticipated.
Eversource has a joint and equal partnership with Ørsted for the development and operation of three offshore wind projects. Offshore wind is currently an emerging industry in the U.S., but it has a very robust operational and construction history in Europe. As such, siting, permitting, tax legislation, and supply chain are currently being addressed for the first time in the U.S. The projects currently being developed by our partnership may not achieve the results we anticipate. The partnership’s ability to generate revenue from offshore wind projects depends on meeting our construction schedules, controlling cost overruns, maintaining continuing interconnection arrangements, power purchase agreements, or other market mechanisms as well as interconnecting utility and Regional Transmission Organizations rules, policies, procedures and FERC tariffs that permit future offshore wind project operations. After projects are placed in operation, capacity factors will directly affect revenues generated from these investments. Other factors that may have an adverse impact on our anticipated project returns include significant schedule delays resulting from federal, state or local permitting processes. Specifically, the approval from the BOEM is a critical path item in the projects' timeline. Any changes to tax laws or to Eversource’s ability to monetize tax attributes associated with these projects could also have a material adverse effect on cash flows and project returns.
As a result of legislative and regulatory changes, the states in which we provide service have implemented new selection procedures to select for construction new major electric transmission, natural gas pipeline, off-shoreoffshore wind and other clean energy facilities. These procedures require the review of competing projects and permit the selection of only those projects that are expected to provide the greatest benefit to customers. If the projects in which we have invested are not selected for construction, or even if our projects are selected, otherthen legislative or regulatory actions could result in our projects not being probable of entering the construction phase, itwhich could have a material adverse effect on our future financial position, results of operations and cash flows.
After being selected as the winning bidder in the Massachusetts clean energy RFP in January 2018, on February 1, 2018, the NHSEC voted to deny the siting application for our Northern Pass project. Following the NHSEC's decision, the Massachusetts EDCs, in coordination with the DOER and the independent evaluator, notified NPT that the EDCs will continue contract negotiations, with the option of discontinuing discussions and terminating its conditional selection by March 27, 2018.
The actions of regulators and legislators can significantly affect our earnings, liquidity and business activities.
The rates that our electric, natural gas and water companies charge their customers are determined by their state regulatory commissions and by the FERC. These commissions also regulate the companies' accounting, operations, the issuance of certain securities and certain other matters. The FERC also regulates the transmission of electric energy, the sale of electric energy at wholesale, accounting, issuance of certain securities and certain other matters.
Under state and federal law, our electric, natural gas and water companies are entitled to charge rates that are sufficient to allow them an opportunity to recover their reasonable operating and capital costs and a reasonable ROE, to attract needed capital and maintain their financial integrity, while also protecting relevant public interests. Each of these companies prepares and submits periodic rate filings with their respective regulatory commissions for review and approval.
The FERC has jurisdiction over our transmission costs recovery and our allowed ROE. Certain outside parties have filed four complaints against all electric companies under the jurisdiction of ISO-NE alleging that our allowed ROE is unjust and unreasonable. An adverse decision in any of these four complaints could adversely affect our financial position, results of operations or cash flows.
FERC's policy has encouraged competition for transmission projects, even within existing service territories of electric companies. Implementation of FERC's goals, including within our service territories, may expose us to competition for construction of transmission projects, additional regulatory considerations, and potential delay with respect to future transmission projects, which may adversely affect our results of operation.
There is no assurance that the commissions will approve the recovery of all costs incurred by our electric, natural gas and water companies, including costs for construction, operation and maintenance, as well as a reasonable return on their respective regulated assets. The amount of costs incurred by the companies, coupled with increases in fuel and energy prices, could lead to consumer or regulatory resistance to the timely recovery of such costs, thereby adversely affecting our financial position, results of operations or cash flows.
We outsource certain business functions to third-party suppliers and service providers, and substandard performance by those third parties could harm our business, reputation and results of operations.
We outsource certain services to third parties in areas including information technology, transaction processing, human resources, payroll and payroll processing and othercertain operational areas. As a result of our acquisition of the Columbia Gas of Massachusetts (CMA) assets from NiSource on October 9, 2020, we have entered into a Transition Services Agreement with NiSource whereby NiSource is performing certain services on behalf of our newly formed Eversource Gas Company of Massachusetts in the areas of information technology, transaction processing, human resources, payroll and payroll processing and certain operational areas for periods ranging from 1 to 24 months. Outsourcing of services to third parties could expose us to substandard quality of service delivery or substandard deliverables, which may result in missed deadlines or other timeliness issues, non-compliance (including with applicable legal requirements and industry standards) or reputational harm, which could negatively impact our results of operations. We also continue to pursue enhancements to standardize our systems and processes. If any difficulties in the operation of these systems were to occur, they could adversely affect our results of operations, or adversely affect our ability to work with regulators, unions, customers or employees.
Our transmission and distribution systems may not operate as expected, and could require unplanned expenditures, which could adversely affect our financial position, results of operations and cash flows.
Our ability to properly operate our transmission and distribution systems is critical to the financial performance of our business. Our transmission and distribution businesses face several operational risks, including the breakdown, failure of, or damage to operating equipment, information technology systems, or processes, especially due to age; labor disputes; disruptions in the delivery of electricity, natural gas and water; increased capital expenditure requirements, including those due to environmental regulation; catastrophic events such as fires, explosions, a solar event, an electromagnetic event, or other similar occurrences; extreme weather conditions beyond equipment and plant design capacity; human error; and potential claims for property damage or personal injuries beyond the scope of our insurance coverage. Many of our transmission projects are expected to alleviate identified reliability issues and reduce customers' costs. However, if the in-service date for one or more of these projects is delayed due to economic events or factors, or regulatory or other delays, the risk of failures in the electric transmission system may increase. Any failure of our transmission and distribution systems to operate as planned may result in increased capital costs, reduced earnings or unplanned increases in operation and maintenance costs. The inability to recover a significant amount of such costs could have an adverse effect on our financial position, results of operations and cash flows.
New technology and alternative energy sources could adversely affect our operations and financial results.
Advances in technology that reduce the costs of alternative methods of producing electric energy to a level that is competitive with that of current electric production methods, could result in loss of market share and customers, and may require us to make significant expenditures to remain competitive. These changes in technology could also alter the channels through which electric customers buy or utilize energy, which could reduce our revenues or increase our expenses. Economic downturns or periods of high energy supply costs typically can lead to the development of legislative and regulatory policy designed to promote reductions in energy consumption and increased energy efficiency and self-generation by customers.
The loss of key personnel, the inability to hire and retain qualified employees, or the failure to maintain a positive relationship with our workforce could have an adverse effect on our business, financial position and results of operations.
Our operations depend on the continued efforts of our employees. Retaining key employees and maintaining the ability to attract new employees are important to both our operational and financial performance. We cannot guarantee that any member of our management or any key employee at the Eversource parent or subsidiary level will continue to serve in any capacity for any particular period of time. In addition, a significant portion of our workforce in our subsidiaries, including many workers with specialized skills maintaining and servicing the electric, natural gas and water infrastructure, will be eligible to retire over the next five to ten years. Such highly skilled individuals cannot be quickly replaced due to the technically complex work they perform. We have developed strategic workforce plans to identify key functions and proactively implement plans to assure a ready and qualified workforce, but we cannot predict the impact of these plans on our ability to hire and retain key employees. Labor disputes, work stoppages or an inability to negotiate future collective bargaining agreements on commercially reasonable terms, as well as the intentional misconduct of employees or contractors, may also have an adverse effect on our business, financial position and results of operations.
Risks Related to the Environment and Catastrophic Events:
The effects of climate change, including severe storms, could cause significant damage to any of our facilities requiring extensive expenditures, the recovery for which is subject to approval by regulators.
Climate change creates physical and financial risks.risks to our operations. Physical risks from climate change may include an increase in sea levels and changes in weather conditions, such as changes in precipitation and extreme weather events including drought. Customers’ energy needs vary with weather conditions, primarily temperature and humidity. For residential customers, heating and cooling represent their largest energy use. For water customers, conservation measures imposed by the communities we serve could impact water usage. To the extent weather conditions are affected by climate change, customers’ energy and water usage could increase or decrease depending on the duration and magnitude of the changes.
Severe weather, such as ice and snow storms, hurricanes, droughts, and other natural disasters, may cause outages and property damage, which may require us to incur additional costs that may not be recoverable from customers. The cost of repairing damage to our operating subsidiaries' facilities and the potential disruption of their operations due to storms, natural disasters or other catastrophic events could be substantial, particularly as regulators and customers demand better and quicker response times to outages. If, upon review, any of our state regulatory authorities finds that our actions were imprudent, some of those restoration costs may not be recoverable from customers. The inability to recover a significant amount of such costs could have an adverse effect on our financial position, results of operations and cash flows.
Our transmission and distribution systems may not operate as expected, and could require unplanned expenditures, which could adversely affect our financial position, results of operations and cash flows.
Our ability to properly operate our transmission and distribution systems is critical to the financial performance of our business. Our transmission and distribution businesses face several operational risks, including the breakdown, failure of, or damage to operating equipment, information technology systems, or processes, especially due to age; labor disputes; disruptions in the delivery of electricity, natural gas and water, including impacts on us or our customers; increased capital expenditure requirements, including those due to environmental regulation; catastrophic events such as fires, explosions, or other similar occurrences; extreme weather conditions beyond equipment and plant design capacity; other unanticipated operations and maintenance expenses and liabilities; and potential claims for property damage or personal injuries beyond the scope of our insurance coverage. Many of our transmission projects are expected to alleviate identified reliability issues and reduce customers' costs. However, if the in-service date for one or more of these projects is delayed due to economic events or factors, or regulatory or other delays, the risk of failures in the electricity transmission system may increase. Any failure of our transmission and distribution systems to operate as planned may result in increased capital costs, reduced earnings or unplanned increases in operation and maintenance costs. The inability to recover a significant amount of such costs could have an adverse effect on our financial position, results of operations and cash flows
New technology, conservation measures and alternative energy sources could adversely affect our operations and financial results.
Advances in technology that reduce the costs of alternative methods of producing electric energy to a level that is competitive with that of current electric production methods, could result in loss of market share and customers, and may require us to make significant expenditures to remain competitive. These changes in technology could also alter the channels through which electric customers buy or utilize energy, which could reduce
our revenues or increase our expenses. Economic downturns or periods of high energy supply costs typically can lead to the development of legislative and regulatory policy designed to promote reductions in energy consumption and increased energy efficiency and self-generation by customers. Customers' increased use of energy efficiency measures, distributed generation and energy storage technology could result in lower demand. Similarly, mandatory water conservation imposed due to drought conditions could result in lower demand for water. Reduced demand for electricity due to energy efficiency measures and the use of distributed generation, and reduced demand for water due to mandatory or voluntary conservation efforts, to the extent not substantially offset through ratemaking or decoupling mechanisms, could have a material adverse effect on our financial condition, results of operations and cash flows.
The unauthorized access to and the misappropriation of confidential and proprietary customer, employee, financial or system operating information could adversely affect our business operations and adversely impact our reputation.
In the regular course of business, we maintain sensitive customer, employee, financial and system operating information and are required by various federal and state laws to safeguard this information. Cyber intrusions, security breaches, theft or loss of this information by cybercrime or otherwise could lead to the release of critical operating information or confidential customer or employee information, which could adversely affect our business operations or adversely impact our reputation, and could result in significant costs, fines and litigation. We maintain limited privacy protection liabilityproperty insurance, but it may be insufficient to cover limited damages and defense costs arising from unauthorized disclosure of, or failure to protect, private information, as well as costs for notification to, or for credit card monitoring of, customers, employees and other persons in the event of a breach of private information. This insurance covers amounts paid to avert, prevent or stop a network attack or the disclosure of personal information, and costs of a qualified forensics firm to determine the cause, source and extent of a network attack or to investigate, examine and analyze our network to find the cause, source and extent of a data breach. While we have implemented measures designed to prevent cyberattacks and mitigate their effects should they occur, these measures may not be effective due to the continually evolving nature of efforts to access confidential information.all losses.
Contamination of our water supplies, the failure of dams on reservoirs providing water to our customers, or requirements to repair, upgrade or dismantle any of these dams, may disrupt our ability to distribute water to our customers and result in substantial additional costs, which could adversely affect our financial condition, andposition, results of operations.operations and cash flows.
Our water supplies, including water provided to our customers, are subject to possible contamination from naturally occurring compounds or man-made substances.
Our water systems include impounding dams and reservoirs of various sizes. Although we believe our dams are structurally sound and well-maintained, significant damage to these facilities, or a significant decrease in the water in our reservoirs, could adversely affect our ability to provide water to our customers until the facilities and a sufficient amount of water in our reservoirs can be restored. A failure of a dam could result in personal injuries and downstream property damage for which we may be liable. The failure of a dam would also adversely affect our ability to supply water in sufficient quantities to our customers. Any losses or liabilities incurred due to a failure of one of our dams may not be covered by existing insurance, may exceed such insurance coverage limits, or may not be recoverable in rates. Any such losses may make it difficult for us to obtain insurance at acceptable rates in the future, and may have a material adverse effect on our financial condition,position, results of operations and cash flows. We maintain liability insurance, but it may be insufficient to cover all losses.
Physical attacks, including acts of war or terrorism, both threatened and actual, could adversely affect our ability to operate our systems and could adversely affect our financial results and liquidity.
Physical attacks, including acts of war or terrorism, both threatened and actual, that damage our transmission and distribution systems or other assets could negatively impact our ability to transmit or distribute energy, water, natural gas, or operate our systems efficiently or at all. Because our electric transmission systems are part of an interconnected regional grid, we face the risk of widespread blackouts due to grid disturbances or disruptions on a neighboring interconnected system. Similarly, our natural gas distribution system is connected to transmission pipelines, not owned by Eversource. If there was an attack on the transmission pipelines, it could impact our ability to deliver natural gas. If our assets were physically damaged and were not recovered in a timely manner, it could result in a loss of service to customers, a significant decrease in revenues, significant expense to repair system damage, costs associated with governmental actions in response to such attacks, and liability claims, all of which could have a material adverse impact on our financial position, results of operations and cash flows. We maintain property and liability insurance, but it may be insufficient to cover all losses.
Regulatory, Legislative and Compliance Risks:
The actions of regulators and legislators could significantly impact our ability to recover costs in a timely manner and can affect our earnings and liquidity.
The rates that our electric, natural gas and water companies charge their customers are determined by their state regulatory commissions and by the FERC. These commissions also regulate the companies' accounting, operations, the issuance of certain securities and certain other matters. The FERC also regulates the transmission of electric energy, the sale of electric energy at wholesale, accounting, issuance of certain securities and certain other matters, including reliability standards through NERC.
Under state and federal law, our electric, natural gas and water companies are entitled to charge rates that are sufficient to allow them an opportunity to recover their prudently incurred operating and capital costs and a reasonable rate of return on invested capital, to attract needed capital and maintain their financial integrity, while also protecting relevant public interests. Each of these companies prepares and submits periodic rate filings with their respective regulatory commissions for review and approval, which allows for various entities to challenge our current or future rates, structures or mechanisms and could alter or limit the rates we are allowed to charge our customers and may not match the timing of when costs are incurred. Additionally, catastrophic events at other utilities could result in our regulators and legislators imposing additional requirements that may lead to additional costs for the Company.
There is no assurance that regulators will approve the recovery of all costs incurred by our electric, natural gas and water companies, including costs for construction, operation and maintenance, as well as a reasonable return on their respective regulated assets. The amount of costs incurred by the companies, coupled with increases in fuel and energy prices, could lead to consumer or regulatory resistance to the timely recovery of such costs, thereby adversely affecting our financial position, results of operations and cash flows.
The FERC has jurisdiction over our transmission costs recovery and our allowed ROEs. Certain outside parties have filed four complaints against all electric companies under the jurisdiction of ISO-NE alleging that our allowed ROEs are unjust and unreasonable. An adverse decision in any of these four complaints could adversely affect our financial position, results of operations and cash flows.
FERC's policy has encouraged competition for transmission projects, even within existing service territories of electric companies. Implementation of FERC's goals, including within our service territories, may expose us to competition for construction of transmission projects, additional regulatory considerations, and potential delay with respect to future transmission projects, which may adversely affect our results of operations and lower rate base growth.
Changes in tax laws, as well as the potential tax effects of business decisions could negatively impact our business, results of operations (including our expected project returns from our planned offshore wind facilities), financial condition and cash flows.
We are exposed to significant reputational risks, which make us vulnerable to increased regulatory oversight or other sanctions.
Because utility companies, including our electric, natural gas and water utility subsidiaries, have large customer bases, they are subject to adverse publicity focused on the reliability of their distribution services and the speed with which they are able to respond to electric outages, natural gas leaks and similar interruptions caused by storm damage or other unanticipated events. Adverse publicity of this nature could harm our reputation and the reputation of our subsidiaries; may make state legislatures, utility commissions and other regulatory authorities less likely to view us in a favorable light; and may cause us to be subject to less favorable legislative and regulatory outcomes or increased regulatory oversight. Unfavorable regulatory outcomes can include more stringent laws and regulations governing our operations, such as reliability and customer service quality standards or vegetation management requirements, as well as fines, penalties or other sanctions or requirements.
Costs of compliance with environmental laws and regulations, including those related to climate change, may increase and have an adverse effect on our business and results of operations.
Our subsidiaries' operations are subject to extensive federal, state and local environmental statutes, rules and regulations that govern, among other things, water quality, water discharges, the management of hazardous and solid waste, and air emissions. Compliance with these requirements requires us to incur significant costs relating to environmental monitoring, maintenance and upgrading of facilities, remediation and permitting.
The costs of compliance with existing legal requirements or legal requirements not yet adopted may increase in the future. An increase in such costs, unless promptly recovered, could have an adverse impact on our business and our financial position, results of operations and cash flows.
For further information, see Item 1, Business - Other Regulatory and Environmental Matters, included in this Annual Report on Form 10-K.
Financial, Economic, and Market Risks:
Our goodwill is valued and recorded at an amount that, if impaired and written down, could adversely affect our future operating results and total capitalization.
We have a significant amount of goodwill on our consolidated balance sheet, which, as of December 31, 2017,2020, totaled $4.4 billion. The carrying value of goodwill represents the fair value of an acquired business in excess of the fair value of identifiable assets and liabilities as of the acquisition date. We test our goodwill balances for impairment on an annual basis or whenever events occur, or circumstances change that would indicate a potential for impairment. A determination that goodwill is deemed to be impaired would result in a non-cash charge that could materially adversely affect our financial position, results of operations and total capitalization. The annual goodwill impairment test in 20172020 resulted in a conclusion that our goodwill was not impaired.
Eversource Energy and its utility subsidiaries are exposed to significant reputational risks, which make them vulnerable to increased regulatory oversight or other sanctions.
Because utility companies, including our electric, natural gas and water utility subsidiaries, have large customer bases, they are subject to adverse publicity focused on the reliability of their distribution services and the speed with which they are able to respond to electric outages, natural gas leaks and similar interruptions caused by storm damage or other unanticipated events. Adverse publicity of this nature could harm the reputations of Eversource Energy and its subsidiaries; may make state legislatures, utility commissions and other regulatory authorities less likely to view them in a favorable light; and may cause them to be subject to less favorable legislative and regulatory outcomes or increased regulatory oversight. Unfavorable regulatory outcomes can include more stringent laws and regulations governing our operations, such as reliability and customer service quality standards or vegetation management requirements, as well as fines, penalties or other sanctions or requirements. The imposition of any of the foregoing could have a material adverse effect on the business, financial position, results of operations and cash flows of Eversource Energy and each of its utility subsidiaries.
Limits on our access to and increases in the cost of capital may adversely impact our ability to execute our business plan.
We use short-term debt and the long-term capital markets as a significant source of liquidity and funding for capital requirements not obtained from our operating cash flow. If access to these sources of liquidity becomes constrained, our ability to implement our business strategy could be
adversely affected. In addition, higher interest rates would increase our cost of borrowing, which could adversely impact our results of operations. A downgrade of our credit ratings or events beyond our control, such as a disruption in global capital and credit markets, could increase our cost of borrowing and cost of capital or restrict our ability to access the capital markets and negatively affect our ability to maintain and to expand our businesses.
Our counterparties may not meet their obligations to us or may elect to exercise their termination rights, which could adversely affect our earnings.
We are exposed to the risk that counterparties to various arrangements whothat owe us money, have contracted to supply us with energy coal, or other commodities or services, or whothat work with us as strategic partners, including on significant capital projects, will not be able to perform their obligations, will terminate such arrangements or, with respect to our credit facilities, fail to honor their commitments. Should any of these counterparties fail to perform their obligations or terminate such arrangements, we might be forced to replace the underlying commitment at higher market prices and/or have to delay the completion of, or cancel, a capital project. Should any lenders under our credit facilities fail to perform, the level of borrowing capacity under those arrangements could decrease. In any such events, our financial position, results of operations, or cash flows could be adversely affected.
Costs of compliance with environmental laws and regulations may increase and have an adverse effectLimits on our access to, or increases in, the cost of capital may adversely impact our ability to execute our business plan.
We use short-term debt and the long-term capital markets as a significant source of liquidity and funding for capital requirements not obtained from our operating cash flow. If access to these sources of liquidity becomes constrained, our ability to implement our business strategy could be adversely affected. In addition, higher interest rates would increase our cost of borrowing, which could adversely impact our results of operations. A downgrade of our credit ratings or events beyond our control, such as a disruption in global capital and credit markets, could increase our cost of borrowing and cost of capital or restrict our ability to access the capital markets and negatively affect our ability to maintain and to expand our businesses.
Our subsidiaries' operations are subject to extensive federal, state and local environmental statutes, rules and regulations that govern, among other things, air emissions, water quality, water discharges, and the management of hazardous and solid waste. Compliance with these requirements requires us to incur significant costs relating to environmental monitoring, maintenance and upgrading of facilities, remediation and permitting. The costs of compliance with existing legal requirements or legal requirements not yet adopted may increase in the future. An increase in such costs, unless promptly recovered, could have an adverse impact on our business and our financial position, results of operations or cash flows.
For further information, see Item 1, Business - Other Regulatory and Environmental Matters, included in this Annual Report on Form 10-K.
Market performance or changes in assumptions may require us to make significant contributions to our pension and other postretirement benefit plans.
We provide a defined benefit pension plan and other postretirement benefits for a substantial number of employees, former employees and retirees. Our future pension obligations, costs and liabilities are highly dependent on a variety of factors, many of which are beyond our control. These factors include estimated investment returns, interest rates, discount rates, health care cost trends, benefit changes, salary increases and the demographics of plan participants. If our assumptions prove to be inaccurate, our future costs could increase significantly.In addition, various factors, including underperformance of plan investments and changes in law or regulation, could increase the amount of contributions required to fund our pension plan in the future. Additional large funding requirements, when combined with the financing requirements of our construction
program, could impact the timing, amounts, and amountnumber of future financings and negatively affect our financial position, results of operations orand cash flows. For further information, see Note 9A, "Employee Benefits - Pensions and Postretirement Benefits Other Than Pensions," to the financial statements.
The loss of key personnel or the inability to hire and retain qualified employees could have an adverse effect on our business, financial position and results of operations.
Our operations depend on the continued efforts of our employees. Retaining key employees and maintaining the ability to attract new employees are important to both our operational and financial performance. We cannot guarantee that any member of our management or any key employee at the Eversource parent or subsidiary level will continue to serve in any capacity for any particular period of time. In addition, a significant portion of our workforce in our subsidiaries, including many workers with specialized skills maintaining and servicing the electric, gas and water infrastructure, will be eligible to retire over the next five to ten years. Such highly skilled individuals cannot be quickly replaced due to the technically complex work they perform. We have developed strategic workforce plans to identify key functions and proactively implement plans to assure a ready and qualified workforce, but cannot predict the impact of these plans on our ability to hire and retain key employees.
As a holding company with no revenue-generating operations, Eversource parent's liquidity is dependent on dividends from its subsidiaries, its commercial paper program, and its ability to access the long-term debt and equity capital markets.
Eversource parent is a holding company and as such, has no revenue-generating operations of its own. Its ability to meet its debt service obligations and to pay dividends on its common shares is largely dependent on the ability of its subsidiaries to pay dividends to, or repay borrowings from, Eversource parent, and/or Eversource parent's ability to access its commercial paper program or the long-term debt and equity capital markets. Prior to funding Eversource parent, the subsidiary companies have financial obligations that must be satisfied, including among others, their operating expenses, debt service, preferred dividends of certain subsidiaries, and obligations to trade creditors. Additionally, the subsidiary companies could retain their free cash flow to fund their capital expenditures in lieu of receiving equity contributions from Eversource parent. Should the subsidiary companies not be able to pay dividends or repay funds due to Eversource parent, or if Eversource parent cannot access its commercial paper programs or the long-term debt and equity capital markets, Eversource parent's ability to pay interest, dividends and its own debt obligations would be restricted.
Item 1B. Unresolved Staff Comments
We do not have any unresolved SEC staff comments.
Item 2. Properties
Transmission and Distribution System
As of December 31, 2017,2020, Eversource and our electric operating subsidiaries owned the following:
| | | | | | | | | | | |
| Electric
Distribution | | Electric
Transmission |
| Eversource | |
| Number of substations owned | 485 | | | 78 | |
| Transformer capacity (in kVa) | 43,431,000 | | | 16,149,000 | |
| Overhead lines (in circuit miles) | 40,623 | | | 3,975 | |
| Underground lines (in circuit miles) | 17,926 | | | 418 | |
| Capacity range of overhead transmission lines (in kV) | N/A | | 69 to 345 |
| Capacity range of underground transmission lines (in kV) | N/A | | 69 to 345 |
| | | | | | | CL&P | | NSTAR Electric | | PSNH |
| | Electric Distribution | | Electric Transmission | | Distribution | | Transmission | | Distribution | | Transmission | | Distribution | | Transmission |
| Eversource | | |
| Number of substations owned | 508 |
| | 74 |
| Number of substations owned | 182 | | | 20 | | | 169 | | | 36 | | | 134 | | | 22 | |
| Transformer capacity (in kVa) | 42,810,000 |
| | 17,012,000 |
| Transformer capacity (in kVa) | 21,946,000 | | | 3,633,000 | | | 17,040,000 | | | 7,465,000 | | | 4,445,000 | | | 5,051,000 | |
| Overhead lines (in circuit miles) | 40,532 |
| | 3,947 |
| Overhead lines (in circuit miles) | 16,935 | | | 1,677 | | | 11,440 | | | 1,244 | | | 12,248 | | | 1,054 | |
| Underground lines (in circuit miles) | | Underground lines (in circuit miles) | 6,812 | | | 143 | | | 9,082 | | | 272 | | | 2,032 | | | 3 | |
| Capacity range of overhead transmission lines (in kV) | N/A |
| | 69 to 345 |
| Capacity range of overhead transmission lines (in kV) | N/A | | 69 to 345 | | N/A | | 69 to 345 | | N/A | | 115 to 345 |
| Underground lines (distribution in circuit miles and transmission in cable miles) | 17,438 |
| | 405 |
| |
| Capacity range of underground transmission lines (in kV) | N/A |
| | 69 to 345 |
| Capacity range of underground transmission lines (in kV) | N/A | | 69 to 345 | | N/A | | 115 to 345 | | N/A | | 115 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Underground and overhead line transformers in service | 632,114 | | | 292,030 | | | 172,134 | | | 167,950 | |
| Aggregate capacity (in kVa) | 37,838,471 | | | 16,239,772 | | | 14,595,704 | | | 7,002,995 | |
|
| | | | | | | | | | | | | | | | | |
| | CL&P | | NSTAR Electric | | PSNH |
| | Distribution | | Transmission | | Distribution | | Transmission | | Distribution | | Transmission |
| Number of substations owned | 182 |
| | 20 |
| | 178 |
| | 34 |
| | 148 |
| | 20 |
|
| Transformer capacity (in kVa) | 19,965,000 |
| | 3,633,000 |
| | 17,535,000 |
| | 7,465,000 |
| | 5,310,000 |
| | 5,914,000 |
|
| Overhead lines (in circuit miles) | 16,955 |
| | 1,673 |
| | 11,404 |
| | 1,233 |
| | 12,173 |
| | 1,041 |
|
Capacity range of overhead
transmission lines (in kV) | N/A |
| | 69 to 345 |
| | N/A |
| | 69 to 345 |
| | N/A |
| | 115 to 345 |
|
| Underground lines (distribution in circuit miles and transmission in cable miles) | 6,639 |
| | 137 |
| | 8,875 |
| | 267 |
| | 1,924 |
| | 1 |
|
| Capacity range of underground transmission lines (in kV) | N/A |
| | 69 to 345 |
| | N/A |
| | 115 to 345 |
| | N/A |
| | 115 |
|
|
| | | | | | | | | | | |
| | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Underground and overhead line transformers in service | 624,472 |
| | 289,986 |
| | 170,383 |
| | 164,103 |
|
| Aggregate capacity (in kVa) | 36,140,835 |
| | 15,684,715 |
| | 13,996,195 |
| | 6,459,925 |
|
Electric Generating Plants
As of December 31, 2017, PSNH owned the following electric generating plants:
|
| | | | | | | | |
| Type of Plant | | Number of Units | | Year Installed | | Claimed Capability* (kilowatts) |
| Steam Plants | | 5 |
| | 1952-74 | | 934,940 |
|
| Hydro | | 20 |
| | 1901-83 | | 58,951 |
|
| Internal Combustion | | 5 |
| | 1968-70 | | 101,535 |
|
| Biomass | | 1 |
| | 2006 | | 42,594 |
|
| Total PSNH Generating Plant | | 31 |
| | | | 1,138,020 |
|
| |
* | Claimed capability represents winter ratings as of December 31, 2017. The combined nameplate capacity of the generating plants is approximately 1,200 MW. |
On January 10, 2018, Eversource and PSNH completed the sale of PSNH's thermal generation assets, including the steam, internal combustion and biomass units, above. See Note 12, "Assets Held for Sale," in the accompanying Item 8, Financial Statements and Supplementary Data for further information.
As of December 31, 2017,2020, NSTAR Electric owned the following solar power facilities:
| | | | | | | | | | | | | | | | | | | | |
| Type of Plant | | Number
of Sites | | Year
Installed | | Claimed Capability**
(kilowatts) |
| Solar Fixed Tilt, Photovoltaic | | 22 | | 2010 - 2019 | | 70,000 |
|
| | | | | | |
| Type of Plant | | Number of Sites | | Year Installed | | Claimed Capability** (kilowatts) |
| Solar Fixed Tilt, Photovoltaic | | 3 | | 2010-14 | | 8,000 |
** Claimed capability represents the direct current nameplate capacity of the plants.
| |
** | Claimed capability represents the direct current nameplate capacity of the plant. |
CL&P doesand PSNH do not own any electric generating plants.
Natural Gas Distribution System
As of December 31, 2017,2020, NSTAR Gas owned 21 active gate stations, 151 district regulator stations, and approximately 3,318 miles of natural gas main pipeline. Hopkinton, another subsidiary of Eversource, owns a satellite vaporization plant and above ground storage tanks in Acushnet, Massachusetts (0.5 Bcf of natural gas). In addition, Hopkinton owns a liquefaction and vaporization plant with above ground storage tanks in Hopkinton, Massachusetts (3.0 Bcf of natural gas). Combined, the two plants' tanks have an aggregate storage capacity equivalent to 3.5 Bcf of natural gas that is provided to NSTAR Gas under contract.
As of December 31, 2020, EGMA owned 14 active gate stations, 194 district regulator stations, and approximately 5,010 miles of natural gas main pipeline. Hopkinton, another subsidiary of Eversource, owns liquefaction and vaporization plants and above ground storage tanks at four locations throughout Massachusetts with an aggregate storage capacity equivalent to 1.8 Bcf of natural gas. In addition, Hopkinton owns four propane peak shaving plants at four locations throughout Massachusetts with an aggregate storage capacity equivalent to 0.2 Bcf, or 1.8 million gallons of propane.
As of December 31, 2020, Yankee Gas owned 28 active gate stations, 197209 district regulator stations, and approximately 3,3623,501 miles of natural gas main pipeline. Yankee Gas also owns a liquefaction and vaporization plant and above ground storage tank with a storage capacity equivalent of 1.2 Bcf of natural gas in Waterbury, Connecticut.
As of December 31, 2017, NSTAR Gas owned 21 active gate stations, 166 district regulator stations, and approximately 3,292 miles of natural gas main pipeline. Hopkinton, another subsidiary of Eversource, owns a satellite vaporization plant and above ground storage tanks in Acushnet, MA. In addition, Hopkinton owns a liquefaction and vaporization plant with above ground storage tanks in Hopkinton, MA. Combined, the two plants' tanks have an aggregate storage capacity equivalent to 3.5 Bcf of natural gas that is provided to NSTAR Gas under contract.
Water Distribution System
Aquarion’s properties consist of water transmission and distribution mains and associated valves, hydrants and service lines, water treatment plants, pumping facilities, wells, tanks, meters, dams, reservoirs, buildings, and other facilities and equipment used for the operation of our systems, including the collection, treatment, storage, and distribution of water.
As of December 31, 2017,2020, Aquarion owned and operated sources of water supply with a combined yield of approximately 131118 million gallons per day; 3,6143,434 miles of transmission and distribution mains; 109 surface water treatment plants; 3129 dams; and 106110 wellfields.
Franchises
CL&P Subject to the power of alteration, amendment or repeal by the General Assembly of Connecticut and subject to certain approvals, permits and consents of public authority and others prescribed by statute, CL&P has, subject to certain exceptions not deemed material, valid franchises free from burdensome restrictions to provide electric transmission and distribution services in the respective areas in which it is now supplying such service.
In addition to the right to provide electric transmission and distribution services as set forth above, the franchises of CL&P include, among others, limited rights and powers, as set forth under Connecticut law and the special acts of the General Assembly constituting its charter, to manufacture, generate, purchase and/or sell electricity at retail, including to provide Standard Service, Supplier of Last Resort service and backup service, to sell electricity at wholesale and to erect and maintain certain facilities on public highways and grounds, all subject to such consents and approvals of public authority and others as may be required by law. The franchises of CL&P include the power of eminent domain. Connecticut law prohibits an electric distribution company from owning or operating generation assets. However, under "An Act Concerning Electricity and Energy Efficiency," enacted in 2007, an electric distribution company, such as CL&P, is permitted to purchase an existing electric generating plant located in Connecticut that is offered for sale, subject to prior approval from the PURA and a determination by the PURA that such purchase is in the public interest.
NSTAR Electric Through its charter, which is unlimited in time, NSTAR Electric has the right to engage in the business of delivering and selling electricity within its respective service territory, and has the power incidental thereto and is entitled to all the rights and privileges of and subject to the duties imposed upon electric companies under Massachusetts laws. The locations in public ways for electric transmission and distribution lines are obtained from municipal and other state authorities who, in granting these locations, act as agents for the state. In some cases, the actions of these authorities are subject to appeal to the DPU. The rights to these locations are not limited in time and are subject to the action of these authorities and the legislature. Under Massachusetts law, with the exception of municipal-owned utilities, no other entity may provide electric delivery service to retail customers within NSTAR Electric service territory without the written consent of NSTAR Electric. This consent must be filed with the DPU and the municipality so affected. The franchises of NSTAR Electric include the power of eminent domain.domain, obtained through application to the DPU.
The Massachusetts restructuring legislation defines service territories as those territories actually served on July 1, 1997 and following municipal boundaries to the extent possible. The restructuring legislation further provides that until terminated by law or otherwise, distribution companies shall have the exclusive obligation to serve all retail customers within their service territories and no other person shall provide distribution service within such service territories without the written consent of such distribution companies. Pursuant to the Massachusetts restructuring legislation, the DPU (then, the Department of Telecommunications and Energy) was required to define service territories for each distribution company, including NSTAR Electric. The DPU subsequently determined that there were advantages to the exclusivity of service territories and issued a report to the Massachusetts Legislature recommending against, in this regard, any changes to the restructuring legislation.
PSNH The NHPUC, pursuant to statutory requirements, has issued orders granting PSNH exclusive franchises to distribute electricity in the respective areas in which it is now supplying such service.
In addition to the right to distribute electricity as set forth above, the franchises of PSNH include, among others, rights and powers to manufacture, generate, purchase, and transmit electricity, to sell electricity at wholesale to other utility companies and municipalities and to erect and maintain certain facilities on certain public highways and grounds, all subject to such consents and approvals of public authority and others as may be required by law. PSNH's status as a public utility gives it the ability to petition the NHPUC for the right to exercise eminent domain for distribution services and for transmission eligible for regional cost allocation.
PSNH is also subject to certain regulatory oversight by the Maine Public Utilities Commission and the Vermont Public Utility Commission.
NSTAR Gas Through its charter, which is unlimited in time, NSTAR Gas has the right to engage in the business of delivering and selling natural gas within its respective service territory, and has the power incidental thereto and is entitled to all the rights and privileges of and subject to the duties imposed upon natural gas companies under Massachusetts laws. The locations in public ways for natural gas distribution pipelines are obtained from municipal and other state authorities who, in granting these locations, act as agents for the state. In some cases, the actions of these authorities are subject to appeal to the DPU. The rights to these locations are not limited in time and are subject to the action of these authorities and the legislature. Under Massachusetts law, with the exception of municipal-owned utilities, no other entity may provide natural gas delivery service to retail customers within the NSTAR Gas service territory without the written consent of NSTAR Gas. This consent must be filed with the DPU and the municipality so affected.
Eversource Gas Company of MassachusettsEversource acquired the natural gas distribution and LNG business of Bay State Gas Company, doing business as Columbia Gas of Massachusetts, in an asset purchase transaction that closed on October 9, 2020. The natural gas distribution assets were transferred to Eversource Gas Company of Massachusetts, a Massachusetts corporation formed in May 2020, and an indirect subsidiary of Eversource parent. Eversource Gas Company of Massachusetts holds valid franchises to sell natural gas in the areas in which it supplies natural gas service, which it acquired either directly or from Bay State Gas Company. Generally, Eversource Gas Company of Massachusetts holds franchises to serve customers in areas designated by those franchises as well as in most other areas throughout Massachusetts so long as those areas are not occupied and served by another natural gas utility under a valid franchise of its own or are not subject to an exclusive franchise of another natural gas utility or by consent.
Yankee Gas Yankee Gas holds valid franchises to sell natural gas in the areas in which Yankee Gas supplies natural gas service, which it acquired either directly or from its predecessors in interest. Generally, Yankee Gas holds franchises to serve customers in areas designated by those franchises as well as in most other areas throughout Connecticut so long as those areas are not occupied and served by another natural gas utility under a valid franchise of its own or are not subject to an exclusive franchise of another natural gas utility or by consent. Yankee Gas' franchises are perpetual but remain subject to the power of alteration, amendment or repeal by the General Assembly of the State of Connecticut, the power of revocation by the PURA and certain approvals, permits and consents of public authorities and others prescribed by statute. Generally, Yankee Gas' franchises include, among other rights and powers, the right and power to manufacture, generate, purchase, transmit and distribute natural gas and to erect and maintain certain facilities on public highways and grounds, and the right of eminent domain, all subject to such consents and approvals of public authorities and others as may be required by law.
Aquarion Water Company of ConnecticutAWC-CT derives its rights and franchises to operate from special acts of the Connecticut General Assembly and subject to certain approvals, permits and consents of public authority and others prescribed by statute and by its charter, AWC-CT has, with minor exceptions, solid franchises free from burdensome restrictions and unlimited as to time, and is authorized to sell potable water in the towns (or parts thereof) in which water is now being supplied by AWC-CT.
In addition to the right to sell water as set forth above, the franchises of AWC-CT include rights and powers to erect and maintain certain facilities on public highways and grounds, all subject to such consents and approvals of public authority and others as may be required by law. Under the Connecticut General Statutes, AWC-CT may, upon payment of compensation, take and use such lands, springs, streams or ponds, or such rights or interests therein as the Connecticut Superior Court, upon application, may determine is necessary to enable AWC-CT to supply potable water for public or domestic use in its franchise areas.
Aquarion Water Company of MassachusettsThrough its charters, which are unlimited in time, AWC-MA has the right to engage in the business of distributing and selling water within its service territories, and has the power incidental thereto and is entitled to all the rights and privileges of and subject to the duties imposed upon water companies under Massachusetts laws. AWC-MA has the right to construct and maintain its mains and distribution pipes in and under any public ways and to take and hold water within its respective service territories. Subject to DPU regulation, AWC-MA has the right to establish and fix rates for use of the water distributed and to establish reasonable regulations regarding the same. Certain of the towns within our service area have the right, at any time, to purchase the corporate property and all rights and privileges of AWC-MA according to pricing formulas and procedures specifically described in AWC-MA's respective charters and in compliance with Massachusetts law.
Aquarion Water Company of New HampshireThe NHPUC, pursuant to statutory law, has issued orders granting and affirming AWC-NH’s exclusive franchise to own, operate, and manage plant and equipment and any part of the same, for the conveyance of water for the public located within its franchise territory. That franchise territory encompasses the towns of Hampton, North Hampton and Rye. Subject to NHPUC’s regulations, AWC-NH has the right to establish and fix rates for use of the water distributed and to establish reasonable regulations regarding the same.
In addition to the right to provide water supply, the franchise also allows AWC-NH to sell water at wholesale to other water utilities and municipalities and to construct plant and equipment and maintain such plant and equipment on certain public highways and grounds, all subject to such consents and approvals of public authority and others as may be required by law.
AWC-NH's status as a regulated public utility gives it the ability to petition the NHPUC for the right to exercise eminent domain for the establishment of plant and equipment. It can also petition the NHPUC for exemption from the operation of any local ordinance when certain utility structures are reasonably necessary for the convenience or welfare of the public and the local conditions, and, if the purpose of the structure relates to water supply withdrawal, the exemption is recommended by the New Hampshire Department of Environmental Services.
Item 3.Legal Proceedings
1. Yankee Companies v. U.S. Department of Energy
DOE Phase I Damages - In 1998, the Yankee Companies filed separate complaints against the DOEWe are involved in legal, tax and regulatory proceedings regarding matters arising in the Courtordinary course of Federal Claims seeking monetary damages resulting from the DOE's failure to begin accepting spent nuclear fuel for disposal by January 31, 1998 pursuant to the termsbusiness. For information regarding material lawsuits and proceedings, see Note 13, “Commitments and Contingencies,” of the 1983 spent fuel and high-level waste disposal contracts between the Yankee Companies and the DOE ("DOE Phase I Damages"). Phase I covered damages for the years 1998 through 2002. Following multiple appeals and cross-appeals in December 2012, the judgment awarding $39.6 million, $38.3 million and $81.7 millionCombined Notes to CYAPC, YAEC and MYAPC, respectively, became final.Financial Statements.
In January 2013, the proceeds from the DOE Phase I Damages Claim were received by the Yankee Companies and transferred to each Yankee Company's respective decommissioning trust.
In June 2013, FERC approved CYAPC, YAEC and MYAPC to reduce rates in their wholesale power contracts through the application of the DOE proceeds for the benefit of customers. Changes to the terms of the wholesale power contracts became effective on July 1, 2013. In accordance with the FERC order, CL&P, NSTAR Electric and PSNH began receiving the benefit of the DOE proceeds, and the benefits have been passed on to customers.
On September 17, 2014, in accordance with the MYAPC refund plan, MYAPC returned a portion of the DOE Phase I Damages proceeds to the member companies, including CL&P, NSTAR Electric and PSNH, in the amount of $3.2 million, $1.9 million and $1.4 million, respectively.
DOE Phase II Damages - In December 2007, the Yankee Companies each filed subsequent lawsuits against the DOE seeking recovery of actual damages incurred related to the alleged failure of the DOE to provide for a permanent facility to store spent nuclear fuel generated in years 2001 through 2008 for CYAPC and YAEC and from 2002 through 2008 for MYAPC ("DOE Phase II Damages"). In November 2013, the court issued a final judgment awarding $126.3 million, $73.3 million, and $35.8 million to CYAPC, YAEC and MYAPC, respectively. On January 14, 2014, the Yankee Companies received a letter from the U.S. Department of Justice stating that the DOE will not appeal the court's final judgment.
In March and April 2014, CYAPC, YAEC and MYAPC received payment of $126.3 million, $73.3 million and $35.8 million, respectively, of the DOE Phase II Damages proceeds and made the required informational filing with FERC in accordance with the process and methodology outlined in the 2013 FERC order. The Yankee Companies returned the DOE Phase II Damages proceeds to the member companies, including CL&P, NSTAR Electric and PSNH, for the benefit of their respective customers, on June 1, 2014. Refunds to CL&P's, NSTAR Electric's and PSNH's customers for these DOE proceeds began in the third quarter of 2014 and all refunds under these proceedings have been disbursed.
DOE Phase III Damages - In August 2013, the Yankee Companies each filed subsequent lawsuits against the DOE seeking recovery of actual damages incurred in the years 2009 through 2012 ("DOE Phase III"). The DOE Phase III trial concluded on July 1, 2015, followed by a post-trial briefing that concluded on October 4, 2015. On March 25, 2016, the court issued its decision and awarded CYAPC, YAEC and MYAPC damages of $32.6 million, $19.6 million and $24.6 million, respectively. In total, the Yankee Companies were awarded $76.8 million of the $77.9 million in damages sought in the DOE Phase III. The decision became final on July 18, 2016, and the Yankee Companies received the awards from the DOE on October 14, 2016. The Yankee Companies received FERC approval of their proposed distribution of certain amounts of the awarded damages proceeds to member companies, including CL&P, NSTAR Electric and PSNH, which CYAPC and MYAPC made in December 2016. MYAPC also refunded $56.5 million from its spent nuclear fuel trust, a portion of which was also refunded to the Eversource utility subsidiaries. In total, Eversource received $26.1 million, of which CL&P, NSTAR Electric and PSNH received $13.6 million, $8.6 million and $3.9 million, respectively. All refunds under these proceedings have been disbursed.
DOE Phase IV Damages - On May 22, 2017, each of the Yankee Companies filed subsequent lawsuits against the DOE in the Court of Federal Claims seeking monetary damages totaling approximately $100 million for CYAPC, YAEC and MYAPC, resulting from the DOE's failure to begin accepting spent nuclear fuel for disposal covering the years from 2013 to 2016 (“DOE Phase IV”). The DOE Phase IV trial is expected to begin in 2018.
2. Other Legal Proceedings
For further discussion of legal proceedings, see Item 1, Business: "– Electric Distribution Segment," "– Electric Transmission Segment," and "– Natural Gas Distribution Segment" for information about various state and federal regulatory and rate proceedings, civil lawsuits related thereto, and information about proceedings relating to power, transmission and pricing issues; "– Nuclear Fuel Storage" for information related to nuclear waste; and "– Other Regulatory and Environmental Matters" for information about proceedings involving water and air quality requirements, toxic substances and hazardous waste, electric and magnetic fields, and other matters. In addition, see Item 1A, Risk Factors, for general information about several significant risks.
Item 4. Mine Safety Disclosures
Not applicable.
EXECUTIVE OFFICERS OF THE REGISTRANT
The following table sets forth the executive officers of Eversource Energy as of February 23, 2018. All of the Company's officers serve terms of one year and until their successors are elected and qualified:
|
| | | | |
Name | | Age | | Title |
James J. Judge | | 62 | | President and Chief Executive Officer |
Philip J. Lembo | | 62 | | Executive Vice President and Chief Financial Officer |
Gregory B. Butler | | 60 | | Executive Vice President and General Counsel |
Christine M. Carmody | | 55 | | Executive Vice President-Human Resources and Information Technology |
Joseph R. Nolan, Jr. | | 54 | | Executive Vice President-Customer and Corporate Relations |
Leon J. Olivier | | 70 | | Executive Vice President-Enterprise Energy Strategy and Business Development |
Werner J. Schweiger | | 58 | | Executive Vice President and Chief Operating Officer |
Jay S. Buth | | 48 | | Vice President, Controller and Chief Accounting Officer |
James J. Judge. Mr. Judge has served as Chairman of the Board, President and Chief Executive Officer of Eversource Energy since May 3, 2017; as a Trustee of Eversource Energy and as Chairman of CL&P, NSTAR Electric and PSNH since May 4, 2016; and as Chairman, President and Chief Executive Officer of Eversource Service and Chairman of NSTAR Gas and Yankee Gas since May 9, 2016. Mr. Judge has served as a Director of CL&P, PSNH, Yankee Gas and Eversource Service since April 10, 2012; and of NSTAR Electric and NSTAR Gas since September 27, 1999. Previously, Mr. Judge served as President and Chief Executive Officer of Eversource Energy from May 4, 2016 until May 3, 2017; as Chairman of WMECO from May 4, 2016 until December 31, 2017; as a Director of WMECO from April 10, 2012 until December 31, 2017; and as Executive Vice President and Chief Financial Officer of Eversource Energy, CL&P, NSTAR Electric, PSNH and WMECO from April 10, 2012 until May 4, 2016; of NSTAR Gas, Yankee Gas and Eversource Service from April 10, 2012 until May 9, 2016. Mr. Judge serves as a director of Analogic Corporation and as chairman of its audit committee. He serves on the Board of Directors of the Edison Electric Institute and the Massachusetts Competitive Partnership. He has also served on the Board of Directors of the United Way of Massachusetts Bay and Merrimack Valley. Mr. Judge has served as Chairman of the Board of Eversource Energy Foundation, Inc. since May 9, 2016; and as a Director since April 10, 2012. He previously served as Treasurer of the Eversource Energy Foundation, Inc. from May 10, 2012 until May 9, 2016. He has served as a Trustee of the NSTAR Foundation since December 12, 1995.
Philip J. Lembo. Mr. Lembo has served as Executive Vice President and Chief Financial Officer of Eversource Energy since May 3, 2017; and of CL&P, NSTAR Electric, NSTAR Gas, PSNH, Yankee Gas and Eversource Service since March 31, 2017. Mr. Lembo has served as a Director of CL&P, NSTAR Electric and PSNH since May 4, 2016; and of NSTAR Gas, Yankee Gas and Eversource Service since May 9, 2016. Mr. Lembo previously served as Executive Vice President and Chief Financial Officer of WMECO from May 3, 2017 until December 31, 2017; as a Director of WMECO from May 4, 2016 until December 31, 2017; as Executive Vice President, Chief Financial Officer and Treasurer of Eversource Energy from August 8, 2016 until May 3, 2017; of CL&P, NSTAR Electric, PSNH, WMECO, NSTAR Gas, Yankee Gas and Eversource Service from August 8, 2016 until March 31, 2017; as Senior Vice President, Chief Financial Officer and Treasurer of Eversource Energy, CL&P, NSTAR Electric, PSNH and WMECO from May 4, 2016 until August 8, 2016; and of NSTAR Gas, Yankee Gas and Eversource Service from May 9, 2016 until August 8, 2016; as Vice President and Treasurer of Eversource Energy, CL&P, PSNH and WMECO from April 10, 2012 until May 4, 2016; and of Yankee Gas and Eversource Service from April 10, 2012 until May 9, 2016. Mr. Lembo served as Vice President and Treasurer of NSTAR Electric and NSTAR Gas from March 29, 2006 until May 4, 2016. Mr. Lembo has served as a Director of Eversource Energy Foundation, Inc. since May 9, 2016. He previously served as Treasurer of Eversource Energy Foundation, Inc. from May 9, 2016 until March 31, 2017. He has served as a Trustee of the NSTAR Foundation since May 9, 2016.
Gregory B. Butler. Mr. Butler has served as Executive Vice President and General Counsel of Eversource Energy, CL&P, NSTAR Electric, NSTAR Gas, PSNH, Yankee Gas and Eversource Service since August 8, 2016. Mr. Butler has served as a Director of NSTAR Electric and NSTAR Gas since April 10, 2012; of Eversource Service since November 27, 2012; and of CL&P, PSNH and Yankee Gas since April 22, 2009. Mr. Butler previously served as Executive Vice President and General Counsel of WMECO from August 8, 2016 until December 31, 2017; as a Director of WMECO from April 22, 2009 until December 31, 2017; as Senior Vice President and General Counsel of Eversource Energy from May 1, 2014 until August 8, 2016; of NSTAR Electric and NSTAR Gas from April 10, 2012 until August 8, 2016; of CL&P, PSNH, WMECO, Yankee Gas and Eversource Service from March 9, 2006 until August 8, 2016; and as Senior Vice President, General Counsel and Secretary of Eversource Energy from April 10, 2012 until May 1, 2014. He has served as a Director of Eversource Energy Foundation, Inc. since December 1, 2002. He has been a Trustee of the NSTAR Foundation since April 10, 2012.
Christine M. Carmody. Ms. Carmody has served as Executive Vice President-Human Resources and Information Technology of Eversource Energy and Eversource Service since August 8, 2016. Ms. Carmody has served as a Director of Eversource Service since November 27, 2012. Previously Ms. Carmody served as Senior Vice President-Human Resources of Eversource Energy from May 4, 2016 until August 8, 2016; of Eversource Service from April 10, 2012 until August 8, 2016; as Senior Vice President-Human Resources of CL&P, PSNH, WMECO and Yankee Gas from November 27, 2012 until September 29, 2014; of NSTAR Electric and NSTAR Gas from August 1, 2008 until September 29, 2014; and as a Director of CL&P, PSNH, WMECO and Yankee Gas from April 10, 2012 until September 29, 2014; and of NSTAR Electric and NSTAR Gas from November 27, 2012 until September 29, 2014. Ms. Carmody has served as a Director of Eversource Energy Foundation, Inc. since April 10, 2012. She has served as a Trustee of the NSTAR Foundation since August 1, 2008.
Joseph R. Nolan, Jr. Mr. Nolan has served as Executive Vice President-Customer and Corporate Relations of Eversource Energy and Eversource Service since August 8, 2016. Mr. Nolan has served as a Director of Eversource Service since November 27, 2012. Previously Mr. Nolan served as Senior Vice President-Corporate Relations of Eversource Energy from May 4, 2016 until August 8, 2016; of Eversource Service from April 10, 2012 to August 8, 2016; of NSTAR Electric and NSTAR Gas from April 10, 2012 until September 29, 2014; and of CL&P, PSNH, WMECO and Yankee Gas from November 27, 2012 until September 29, 2014. Mr. Nolan previously served as a Director of CL&P, PSNH, WMECO and Yankee Gas from April 10, 2012 until September 29, 2014; and of NSTAR Electric and NSTAR Gas from November 27, 2012 until September 29,
2014. Mr. Nolan has served as a Director of Eversource Energy Foundation, Inc. since April 10, 2012, and as Executive Director of Eversource Energy Foundation, Inc. since October 15, 2013. He has served as a Trustee of the NSTAR Foundation since October 1, 2000.
Leon J. Olivier. Mr. Olivier has served as Executive Vice President-Enterprise Energy Strategy and Business Development of Eversource Energy since September 2, 2014; and of Eversource Service since August 11, 2014. Mr. Olivier has served as a Director of Eversource Service since January 17, 2005. Mr. Olivier previously served as Executive Vice President and Chief Operating Officer of Eversource Energy from May 13, 2008 until September 2, 2014; of Eversource Service from May 13, 2008 until August 11, 2008; as Chief Executive Officer of NSTAR Electric and NSTAR Gas from April 10, 2012 until August 11, 2014; of CL&P, PSNH, WMECO and Yankee Gas from January 15, 2007 until August 11, 2014; and of CL&P from September 10, 2001 until September 29, 2014; as a Director of NSTAR Electric and NSTAR Gas from November 27, 2012 until September 29, 2014; of PSNH, WMECO and Yankee Gas from January 17, 2005 until September 29, 2014; and of CL&P from September 10, 2001 until September 29, 2014. He has served as a Director of Eversource Energy Foundation, Inc. since April 1, 2006. Mr. Olivier has served as a Trustee of the NSTAR Foundation since April 10, 2012.
Werner J. Schweiger. Mr. Schweiger has served as Executive Vice President and Chief Operating Officer of Eversource Energy since September 2, 2014; of Eversource Service since August 11, 2014; and as Chief Executive Officer of CL&P, NSTAR Electric, NSTAR Gas, PSNH and Yankee Gas since August 11, 2014. Mr. Schweiger has served as a Director of Eversource Service, NSTAR Gas and Yankee Gas since September 29, 2014; and of CL&P, PSNH and NSTAR Electric since May 28, 2013. He previously served as Chief Executive Officer of WMECO from August 11, 2014 until December 31, 2017; as a Director of WMECO from May 28, 2013 until December 31, 2017; as President of CL&P from June 2, 2015 until June 27, 2016; as President of NSTAR Gas and Yankee Gas from September 29, 2014 until November 10, 2014; as President-Electric Distribution of Eversource Service from January 16, 2013 until August 11, 2014; as President of NSTAR Electric from April 10, 2012 until January 16, 2013; and as a Director of NSTAR Electric from November 27, 2012 until January 16, 2013. Mr. Schweiger has served as a Director of Eversource Energy Foundation, Inc. since September 29, 2014. He has served as a Trustee of the NSTAR Foundation since September 29, 2014.
Jay S. Buth. Mr. Buth has served as Vice President, Controller and Chief Accounting Officer of Eversource Energy, CL&P, NSTAR Electric, NSTAR Gas, PSNH, Yankee Gas and Eversource Service since April 10, 2012. Previously, Mr. Buth served as Vice President, Controller and Chief Accounting Officer of WMECO from April 10, 2012 until December 31, 2017; and as Vice President-Accounting and Controller of Eversource Energy, CL&P, PSNH, WMECO, Yankee Gas and Eversource Service from June 9, 2009 until April 10, 2012.
PART II
Item 5. Market for the Registrants' Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
(a) Market Information and (c) Dividends
Eversource. Our common shares are listed on the New York Stock Exchange. The ticker symbol is "ES." The high and low sales prices of our common shares and the dividends declared, for the past two years, by quarter, are shown below.
|
| | | | | | | | | | | | | | |
| Year | | Quarter | | High | | Low | | Dividends Declared |
| 2017 | | First | | $ | 60.36 |
| | $ | 54.08 |
| | $ | 0.4750 |
|
| | | Second | | 63.34 |
| | 58.11 |
| | 0.4750 |
|
| | | Third | | 64.19 |
| | 59.55 |
| | 0.4750 |
|
| | | Fourth | | 66.15 |
| | 59.59 |
| | 0.4750 |
|
| | | | | | | | | |
| 2016 | | First | | $ | 58.81 |
| | $ | 50.01 |
| | $ | 0.4450 |
|
| | | Second | | 59.95 |
| | 53.90 |
| | 0.4450 |
|
| | | Third | | 60.44 |
| | 53.08 |
| | 0.4450 |
|
| | | Fourth | | 55.74 |
| | 50.56 |
| | 0.4450 |
|
Information with respect to dividend restrictions for us, CL&P, NSTAR Electric and PSNH is contained in Item 8, Financial Statements and Supplementary Data, in the Combined Notes to Financial Statements, within this Annual Report on Form 10-K.
There is no established public trading market for the common stock of CL&P, NSTAR Electric and PSNH. All of the common stock of CL&P, NSTAR Electric and PSNH is held solely by Eversource.
Common stock dividends approved and paid to Eversource during the year were as follows:
|
| | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 |
| CL&P | $ | 254.8 |
| | $ | 199.6 |
|
| NSTAR Electric | 272.0 |
| | 316.3 |
|
PSNH (1) | 23.9 |
| | 77.6 |
|
(1) The 2017 amount does not include $150.0 million of dividends declared but not paid as of December 31, 2017.
(b) Holders
As of January 31, 2018,2021, there were 37,42832,340 registered common shareholders of our company on record. As of the same date, there were a total of 316,885,808343,003,366 shares issued.outstanding.
(c) Dividends
Information with respect to dividends and dividend restrictions for Eversource, CL&P, NSTAR Electric and PSNH is contained in Item 8, Financial Statements and Supplementary Data, in the Combined Notes to Financial Statements, within this Annual Report on Form 10-K.
(d) Securities Authorized for Issuance Under Equity Compensation Plans
For information regarding securities authorized for issuance under equity compensation plans, see Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters, included in this Annual Report on Form 10-K.
(e) Performance Graph
The performance graph below illustrates a five-year comparison of cumulative total returns based on an initial investment of $100 in 20122015 in Eversource Energy common stock, as compared with the S&P 500 Stock Index and the EEI Index for the period 20122015 through 2017,2020, assuming all dividends are reinvested.
|
| | | | | | |
| December 31, |
| | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 |
| Eversource Energy | $100 | $112 | $147 | $145 | $161 | $190 |
| EEI Index | $100 | $113 | $146 | $140 | $164 | $184 |
| S&P 500 | $100 | $132 | $151 | $153 | $171 | $208 |
| | | | | | | | | | | | | | | | | | | | |
| December 31, |
| 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
| Eversource Energy | $100 | $112 | $132 | $140 | $188 | $197 |
| EEI Index | $100 | $117 | $131 | $136 | $171 | $169 |
| S&P 500 | $100 | $112 | $136 | $130 | $172 | $203 |
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table discloses purchases of our common shares made by us or on our behalf for the periods shown below. The common shares purchased consist of open market purchases made by the Company or an independent agent. These share transactions related to shares awarded under the Company's Incentive Plan and Dividend Reinvestment Plan and matching contributions under the Eversource 401k Plan.
| | | | | | | | | | | | | | | | | | | | | | | |
| Period | Total Number of Shares Purchased | | Average Price Paid per Share | | Total Number of Shares Purchased as
Part of Publicly Announced Plans or Programs | | Approximate Dollar
Value of Shares that
May Yet Be Purchased Under the Plans and Programs (at month end) |
| October 1 - October 31, 2020 | — | | | $ | — | | | — | | | — | |
| November 1 - November 30, 2020 | — | | | — | | | — | | | — | |
| December 1 - December 31, 2020 | 2,218 | | | 85.26 | | | — | | | — | |
| Total | 2,218 | | | $ | 85.26 | | | — | | | — | |
|
| | | | | | | | | | | | |
| Period | Total Number of Shares Purchased | | Average Price Paid per Share | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans and Programs (at month end) |
| October 1 - October 31, 2017 | 101,737 |
| | $ | 60.52 |
| | — |
| | — |
|
| November 1 - November 30, 2017 | 6,411 |
| | 64.22 |
| | — |
| | — |
|
| December 1 - December 31, 2017 | 190,873 |
| | 62.86 |
| | — |
| | — |
|
| Total | 299,021 |
| | $ | 62.09 |
| | — |
| | — |
|
Recent Sales of Unregistered Securities
In January 2020, we determined that during 2019 and early 2020, the Savings Plan for Employees of Aquarion Water Company, a 401(k) retirement plan (Plan), offered Eversource common shares (Shares) as an investment alternative for participants. The Plan trustee purchased Shares in the open market and allocated the Shares to participants’ Plan accounts at the election of participants. During this period, the Plan sold 5,990 Shares to 35 participants, which Shares were not registered on Form S-8. The investment alternative to purchase Shares under the Plan has been terminated, and we did not receive any proceeds from such sales, which were funded with participants' contributions to the Plan.
Item 6. Selected Consolidated Financial DataRemoved and Reserved
Eversource Selected Consolidated Financial Data (Unaudited)
|
| | | | | | | | | | | | | | | | | | | |
(Thousands of Dollars, except percentages and common share information) | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| Balance Sheet Data: | | | | | | | | | |
| Property, Plant and Equipment, Net | $ | 23,617,463 |
| | $ | 21,350,510 |
| | $ | 19,892,441 |
| | $ | 18,647,041 |
| | $ | 17,576,186 |
|
| Total Assets | 36,220,386 |
| | 32,053,173 |
| | 30,580,309 |
| | 29,740,387 |
| | 27,760,315 |
|
| Common Shareholders' Equity | 11,086,242 |
| | 10,711,734 |
| | 10,352,215 |
| | 9,976,815 |
| | 9,611,528 |
|
| Noncontrolling Interest - Preferred Stock of Subsidiaries | 155,570 |
| | 155,568 |
| | 155,568 |
| | 155,568 |
| | 155,568 |
|
Long-Term Debt (a) | 12,325,520 |
| | 9,603,237 |
| | 9,034,457 |
| | 8,851,600 |
| | 8,310,179 |
|
Obligations Under Capital Leases (a) | 9,898 |
| | 8,924 |
| | 8,222 |
| | 9,434 |
| | 10,744 |
|
| Income Statement Data: | |
| | |
| | |
| | |
| | |
|
| Operating Revenues | $ | 7,751,952 |
| | $ | 7,639,129 |
| | $ | 7,954,827 |
| | $ | 7,741,856 |
| | $ | 7,301,204 |
|
| Net Income | $ | 995,515 |
| | $ | 949,821 |
| | $ | 886,004 |
| | $ | 827,065 |
| | $ | 793,689 |
|
| Net Income Attributable to Noncontrolling Interests | 7,519 |
| | 7,519 |
| | 7,519 |
| | 7,519 |
| | 7,682 |
|
| Net Income Attributable to Common Shareholders | $ | 987,996 |
| | $ | 942,302 |
| | $ | 878,485 |
| | $ | 819,546 |
| | $ | 786,007 |
|
| Common Share Data: | |
| | |
| | |
| | |
| | |
|
| Net Income Attributable to Common Shareholders: | |
| | |
| | |
| | |
| | |
|
| Basic Earnings Per Common Share | $ | 3.11 |
| | $ | 2.97 |
| | $ | 2.77 |
| | $ | 2.59 |
| | $ | 2.49 |
|
| Diluted Earnings Per Common Share | $ | 3.11 |
| | $ | 2.96 |
| | $ | 2.76 |
| | $ | 2.58 |
| | $ | 2.49 |
|
| Dividends Declared Per Common Share | $ | 1.90 |
| | $ | 1.78 |
| | $ | 1.67 |
| | $ | 1.57 |
| | $ | 1.47 |
|
Market Price - Closing (end of year) (b) | $ | 63.18 |
| | $ | 55.23 |
| | $ | 51.07 |
| | $ | 53.52 |
| | $ | 42.39 |
|
| Book Value Per Common Share (end of year) | $ | 34.98 |
| | $ | 33.80 |
| | $ | 32.64 |
| | $ | 31.47 |
| | $ | 30.49 |
|
Tangible Book Value Per Common Share (end of year) (c) | $ | 21.00 |
| | $ | 22.70 |
| | $ | 21.54 |
| | $ | 20.37 |
| | $ | 19.32 |
|
Rate of Return Earned on Average Common Equity (%) (d) | 9.1 |
| | 9.0 |
| | 8.7 |
| | 8.4 |
| | 8.3 |
|
Market-to-Book Ratio (end of year) (e) | 1.8 |
| | 1.6 |
| | 1.6 |
| | 1.7 |
| | 1.4 |
|
|
| | | | | | | | | | | | | | | | | | | |
| CL&P Selected Financial Data (Unaudited) | | | | | | | | |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| Balance Sheet Data: | |
| | |
| | |
| | |
| | |
|
| Property, Plant and Equipment, Net | $ | 8,271,030 |
| | $ | 7,632,392 |
| | $ | 7,156,809 |
| | $ | 6,809,664 |
| | $ | 6,451,259 |
|
| Total Assets | 10,630,246 |
| | 10,035,044 |
| | 9,592,957 |
| | 9,344,400 |
| | 8,965,906 |
|
| Common Stockholder's Equity | 3,587,127 |
| | 3,470,387 |
| | 3,140,717 |
| | 2,936,767 |
| | 2,702,494 |
|
| Preferred Stock Not Subject to Mandatory Redemption | 116,200 |
| | 116,200 |
| | 116,200 |
| | 116,200 |
| | 116,200 |
|
Long-Term Debt (a) | 3,059,135 |
| | 2,766,010 |
| | 2,763,682 |
| | 2,841,951 |
| | 2,741,208 |
|
Obligations Under Capital Leases (a) | 5,711 |
| | 6,767 |
| | 7,624 |
| | 8,439 |
| | 9,309 |
|
| Income Statement Data: | |
| | |
| | |
| | |
| | |
|
| Operating Revenues | 2,887,359 |
| | 2,805,955 |
| | 2,802,675 |
| | 2,692,582 |
| | 2,442,341 |
|
| Net Income | 376,726 |
| | 334,254 |
| | 299,360 |
| | 287,754 |
| | 279,412 |
|
| Common Stock Data: | |
| | |
| | |
| | |
| | |
|
| Cash Dividends on Common Stock | 254,800 |
| | 199,599 |
| | 196,000 |
| | 171,200 |
| | 151,999 |
|
(a) Includes portions due within one year.
(b) Market price information reflects closing prices as reflected by the New York Stock Exchange.
(c) Common Shareholders' Equity adjusted for goodwill and intangibles divided by total common shares outstanding.
(d) Net Income Attributable to Common Shareholders divided by average Common Shareholders' Equity.
(e) The closing market price divided by the book value per share.
See the Combined Notes to Financial Statements in this Annual Report on Form 10-K for a description of the acquisition of Aquarion on December 4, 2017, the classification as held for sale of PSNH's thermal and hydroelectric generating assets as result of generation divestiture, and any accounting changes materially affecting the comparability of the information reflected in the tables above.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
EVERSOURCE ENERGY AND SUBSIDIARIES
The following discussion and analysis should be read in conjunction with our consolidated financial statements and related combined notes included in this combined Annual Report on Form 10-K. References in this combined Annual Report on Form 10-K to "Eversource," the "Company," "we," "us," and "our" refer to Eversource Energy and its consolidated subsidiaries. All per-share amounts are reported on a diluted basis. The consolidated financial statements of Eversource, NSTAR Electric and PSNH and the financial statements of CL&P are herein collectively referred to as the "financial statements." Our discussion of fiscal year 2020 compared to fiscal year 2019 is included herein. Unless expressly stated otherwise, for discussion and analysis of fiscal year 2018 items and fiscal year 2019 compared to fiscal year 2018, please refer to Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our combined 2019 Annual Report on Form 10-K, which is incorporated herein by reference.
Refer to the Glossary of Terms included in this combined Annual Report on Form 10-K for abbreviations and acronyms used throughout this Management's Discussion and Analysis of Financial Condition and Results of Operations.
The only common equity securities that are publicly traded are common shares of Eversource. The earnings and EPS of each business discussed below do not represent a direct legal interest in the assets and liabilities of such business but rather represent a direct interest in our assets and liabilities as a whole. EPS by business is a financial measure not recognized under GAAP, that is calculated by dividing the Net Income Attributable to Common Shareholders of each business by the weighted average diluted Eversource common shares outstanding for the period. TheOur earnings discussion below also includes non-GAAP financial measures referencing our 20152020 earnings and EPS excluding certain integrationacquisition costs incurred by Eversource parentrelated to our purchase of the assets of Columbia Gas of Massachusetts and our Electric2019 earnings and Natural Gas companies. EPS excluding the impairment charge for the NPT project.
We use these non-GAAP financial measures to evaluate and to provide details of earnings results by business and to more fully compare and explain our 2017, 20162020 and 20152019 results without including the impact of these items. We believe the acquisition costs and the NPT impairment charge are not indicative of our ongoing costs and performance. Due to the nature and significance of these items on Net Income Attributable to Common Shareholders, we believe that the non-GAAP presentation is a more meaningful representation of our financial performance and provides additional and useful information to readers of this report in analyzing historical and future performance byof our business. These non-GAAP financial measures should not be considered as an alternativealternatives to reported Net Income Attributable to Common Shareholders or EPS determined in accordance with GAAP as an indicatorindicators of operating performance.
Reconciliations of the non-GAAP financial measures to the most directly comparable GAAP measures of consolidated diluted EPS and Net Income Attributable to Common Shareholders are included under "Financial Condition and Business Analysis – Overview – Consolidated" and "Financial Condition and Business Analysis – Overview – Electric and Natural Gas Companies" in this Management's Discussion and Analysis of Financial Condition and Results of Operations, herein.
The results of Aquarion and its subsidiaries, hereinafter referred to as "Aquarion," are included from the date of the acquisition, December 4, 2017, through December 31, 2017 throughout this Management's Discussion and Analysis of Financial Condition and Results of Operations.
Financial Condition and Business Analysis
Executive Summary
ResultsThe following items in this executive summary are explained in more detail in this combined Annual Report on Form 10-K:
Earnings Overview and Future Outlook:
•We earned $988.0 million,$1.21 billion, or $3.11$3.55 per share, in 2017,2020, compared with $942.3$909.1 million, or $2.96$2.81 per share, in 2016. 2019. Our 2020 results include after-tax acquisition costs related to our purchase of the assets of Columbia Gas of Massachusetts (CMA) of $32.1 million, or $0.09 per share. Excluding those acquisition costs, we earned $1.24 billion, or $3.64 per share, in 2020. Our 2019 results include an after-tax impairment charge of $204.4 million, or $0.64 per share, related to our former investment in the NPT project. Excluding the NPT impairment charge, we earned $1.11 billion, or $3.45 per share, in 2019.
•Our electric distribution segment which includes generation results, earned $497.4$544.0 million, or $1.57$1.60 per share, in 2017,2020, compared with $462.8$513.3 million, or $1.46$1.59 per share, in 2016. Our electric transmission segment earned $391.9 million, or $1.23 per share, in 2017, compared with $370.8 million, or $1.16 per share, in 2016.2019. Our natural gas distribution segment earned $74.6$134.1 million, or $0.23$0.40 per share, in 2017,2020, compared with $77.7$96.2 million, or $0.24$0.30 per share, in 2016. 2019. Our water distribution segment earned $41.2 million, or $0.12 per share, in 2020, compared with $34.9 million, or $0.11 per share, in 2019.
•Our electric transmission segment earned $502.5 million, or $1.48 per share, in 2020, compared with $256.5 million, or $0.79 per share, in 2019. Excluding the after-tax NPT impairment charge of $204.4 million, or $0.64 per share, our electric transmission segment earned $460.9 million, or $1.43 per share, in 2019.
•Eversource parent and other companies had a net loss of $16.6 million, or $0.05 per share, in 2020, compared with earnings of $8.2 million, or $0.02 per share, in 2019. Excluding acquisition costs, Eversource parent and other companies earned $24.1$14.0 million, or $0.08$0.04 per share, in 2017, compared with $31.0 million, or $0.10 per share, in 2016.2020.
•We currently project 2018 earnings2021 non-GAAP earning guidance of between $3.20$3.81 per share and $3.30$3.93 per share.share, which excludes the impact of integration costs related to our purchase of the natural gas distribution assets of CMA. We also project that our long-term EPS growth rate through 2025 from our regulated utility businesses will be in the upper half of the 5 to 7 percent range.
•The outbreak of COVID-19 has not resulted in significant operational or earnings impacts. We believe that we have in place, or are developing, successful mechanisms with our state regulatory commissions that allow, or will allow, us to recover our incremental costs associated with COVID-19, which include uncollectible customer receivable expenses. We are continuing to closely monitor the COVID-19 pandemic, and we continue to operate under our pandemic response plan.
Liquidity:
•Cash flows provided by operating activities totaled $2.0$1.68 billion in 2017,2020, compared with $2.2$2.01 billion in 2016.2019. Investments in property, plant and equipment totaled $2.3$2.94 billion in 20172020 and $2.0$2.91 billion in 2016.2019. Cash and cash equivalents totaled $38.2$106.6 million as of December 31, 2017,2020, compared with $30.3$15.4 million as of December 31, 2016.2019. Our available borrowing capacity under our commercial paper programs totaled $1.40 billion as of December 31, 2020.
•In 2017,2020, we issued $2.511,960,000 common shares, which resulted in proceeds of $929.0 million, net of issuance costs.
•In 2020, we issued $2.76 billion of new long-term debt, consisting of $1.2$1.55 billion by Eversource parent, $700$400 million by CL&P, $400 million by NSTAR Electric, $525$150 million by CL&PPSNH, $190 million by NSTAR Gas, and $75$70 million by Yankee Gas. Proceeds from these new issuances were used primarily to fund a portion of the purchase price for the CMA asset acquisition and to pay short-term borrowings and repay long-term debt at maturity. In 2017, Eversource parent, refinance investments in eligible green expenditures at NSTAR Electric, and to refinance existing indebtedness, fund capital expenditures and for general corporate purposes at CL&P, PSNH, and NSTAR Gas repaid, at maturity, $745 million, $400 million, $250 million, $70 million and $25 million, respectively, of previouslyYankee Gas.
•In 2020, we issued long-term debt.
In 2017, we paid cash dividends ontotaling $2.27 per common shares of $602.1 million,share, compared with $564.5 milliondividends of $2.14 per common share in 2016.2019. On February 7, 2018,9, 2021, our Board of Trustees approved a common share dividend payment of $0.505$0.6025 per share, payable on March 30, 201831, 2021 to shareholders of record as of March 6, 2018.4, 2021. The 20182021 dividend represents an increase of 6.36.2 percent over the dividend paid in December 2017, and is the equivalent to dividends on common shares of approximately $640 million on an annual basis. 2020.
•We project to make capital expenditures of $10.8$17.03 billion from 20182021 through 2021,2025, of which we expect $5.7$10.90 billion to be in our electric and natural gas distribution segments, $4.1$4.31 billion to be in our electric transmission segment and $0.4$0.78 billion to be in our water utility business.distribution segment. We also project to invest $0.5$1.05 billion in information technology and facilities upgrades and enhancements. These projections do not include any expected investments related to Bay State Wind. offshore wind projects.
Strategic and Regulatory Items:
•On January 25, 2018, Northern Pass was selected from the 46 proposals submitted as the winning bidder in the Massachusetts clean energy request for proposal ("RFP"), which successfully positioned Northern Pass to provide a firm delivery of hydropower to Massachusetts. Northern Pass is Eversource's planned 1,090 MW HVDC transmission line from the Québec-New Hampshire border to Franklin, New Hampshire and an associated alternating current radial transmission line between Franklin and Deerfield, New Hampshire. On February 1, 2018, the New Hampshire Site Evaluation Committee ("NHSEC") voted to deny Northern Pass’ siting application. We intend to seek reconsideration of the NHSEC’s decision and to review all options for moving this critical clean energy project forward. As of December 31, 2017, we have approximately $277 million in capitalized costs associated with Northern Pass.
On December 20, 2017, Bay State Wind submitted two proposals, one for 400 MW and the other for 800 MW, in response to the Massachusetts clean energy RFP.
On December 4, 2017,October 9, 2020, Eversource completed the acquisition of Aquarion (formerly Macquarie Utilities Inc.) from Macquarie Infrastructure Partnerscertain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts, CMA, for $1.675a cash purchase price of $1.1 billion, consistingplus a target working capital amount of approximately $880$69.6 million, in cash and $795 millionwhich is subject to adjustment to reflect actual working capital as of assumed debt. As a result, Aquarion became a wholly-owned subsidiary of Eversource.
Legislative, Regulatory, Policy and Other Items:
the closing date. On November 30, 2017,October 7, 2020, the DPU issued its decision inapproved the NSTAR Electricrate plan related to the acquisition. The approved rate stabilization plan includes base distribution rate case, whichincreases of $13 million on November 1, 2021 and $10 million on November 1, 2022. The settlement agreement includes two rate base resets during an eight-year rate plan, occurring on November 1, 2024 and November 1, 2027.
•On December 15, 2020, the NHPUC approved an annualOctober 9, 2020 settlement agreement that included a permanent rate increase of $45.0 million effective January 1, 2021 at PSNH. PSNH was also permitted three step increases, effective January 1, 2021, August 1, 2021, and August 1, 2022, to reflect plant additions in calendar years 2019, 2020 and 2021, respectively. The settlement agreement allowed for the effect of the permanent rate increase to be extended back to the temporary rate period. In lieu of a customer rate increase for this recoupment of revenue, the NHPUC directed a portion of the total EDIT regulatory liability to offset bill impacts to customers.
•On October 30, 2020, the DPU approved an NSTAR Gas base distribution rate increase of $37$23.0 million with rates effective FebruaryNovember 1, 2018. As a result2020. NSTAR Gas' 2019 plant additions are allowed recovery beginning on November 1, 2021.
•In January 2021, BOEM released its Draft Environmental Impact Statement (EIS) for the South Fork Wind project, which assessed the environmental, social, and economic impacts of this decision, we recognized an aggregate $44.1 million pre-tax benefit to earningsconstructing the project.
Impact of COVID-19
COVID-19 has adversely affected workers and the economy and caused volatility in 2017. On January 3, 2018, NSTAR Electric filed a motion to reflect a revenue requirement reduction of $56 million duethe financial markets. Due to the inherent uncertainty of the unprecedented and evolving situation, we continue to closely monitor how COVID-19 related developments affect Eversource. Based on available information, we have not experienced significant impacts directly related to the pandemic that have adversely affected our current operations or results of operations. The extent of the impact to us in the future will vary and depend in large part on the duration, scope and severity of the pandemic and the timing and extent of COVID-19 relief legislation, and the resulting impact on economic, health care and capital market conditions. The future impact will also depend on the outcome of planned proceedings before our state regulatory commissions to recover our incremental costs associated with COVID-19, which include uncollectible customer receivable expenses.
Operational: We provide a critical service to our customers and have taken extensive measures to maintain its safety and reliability. We have implemented our company-wide pandemic plan, which guides our emergency response, business continuity, and the precautionary measures we are taking to ensure the safety, health, and well-being of our employees, our customers, and our communities. We continue to adjust our company-wide pandemic plan to address various scenarios, including reduced workforce levels and limited mutual aid in the event of a significant storm event, and have implemented protective measures to mitigate the impact of COVID-19 on our workforce. We have implemented work from home policies where appropriate, resulting in nearly half of our employees working remotely. For our employees performing essential functions that are required onsite, such as field crews and system operations, we have taken significant safety measures, including establishing social distancing measures, the use of personal protective equipment, increasing facility sanitization efforts, and enabling critical operations to be shifted to different control center locations if necessary. At this time, our workforce staffing levels continue to enable us to safely and reliably deliver our critical services to customers.
We continue to prepare for the re-entry of our employees working remotely. Our re-entry plan includes a multi-phase approach that is measured and gradual. The plan is informed by public health guidance with the safety of our employees and customers as our highest priority. We are in the early phase of our re-entry plan and have returned fewer than 100 remote employees to the workplace. We have had increased short duration return to work for critical business needs, such as storm response and essential training. State and federal guidelines, external conditions, and critical business priorities continue to inform the pace of our re-entry plan. Significant health and safety measures and pandemic protocols will remain in place, including social distancing requirements, the use of personal protective equipment, sanitization efforts and employee training, for all employees currently working onsite and specific plans have been developed for our eventual re-entry to the workplace.
In mid-March, we suspended non-critical work inside customer premises, which included energy audits inside our customers’ homes and businesses. These activities resumed in early July with the implementation of new health and safety guidelines for the restart of energy efficiency services to customers. This delay did not have a significant impact on our 2020 spending levels or incentives earned. As of the date of our filing, we do not expect a significant impact on our 2021 energy efficiency program spending and efforts, which assumes the continuation of energy efficiency programs throughout 2021. Actual energy efficiency spending levels will depend on the extent and duration of the pandemic.
Among the states we serve, COVID-19 had initially spread in a rapid manner in Connecticut and Massachusetts during the outbreak that began in mid-March. During the summer, these states had seen a decrease in the infection rate and daily confirmed cases, as well as more capacity in hospitals, and improved testing availability and contact tracing, as compared to the initial outbreak. Beginning in October, the spread of COVID-19 began to increase at a significant pace, surpassing infection levels from the initial outbreak, peaking in December 2020 and January 2021 in each of the states we serve. Since those peak levels, there has been a downward trend in the daily confirmed cases, infection rates and positive test rates.
Financial: Overall, our future financial position, results of operations, and cash flows could be negatively impacted by COVID-19 as it relates to the collectability of customer receivables and customer payment plans, elimination of late payment revenues, lower sales volumes primarily from PSNH's commercial and industrial customers, energy efficiency spending levels and incentives earned, and increased expenses for cleaning and supplies for personal protective equipment. Other potential negative financial impacts relate to market volatility on our equity and debt securities, access to, as well as cost of, capital resources, and the ability of various third-party vendors and suppliers to fulfill their obligations.
As of December 31, 2020, our allowance for uncollectible customer receivable balance of $358.9 million, of which $194.8 million relates to hardship accounts that are specifically recovered in rates charged to customers, adequately reflected the collection risk and net realizable value for our receivables. We continue to evaluate the adequacy of the uncollectible allowance based on an ongoing assessment of accounts receivable collections and customer payment trends, economic conditions, delinquency statistics, aging-based quantitative assessments, the impact on residential customer bills because of energy usage and change in rates, flexible payment plans and financial hardship arrearage management programs being offered to customers, and COVID-19 developments, including any potential federal corporate income tax rate,governmental pandemic relief programs and the expansion of unemployment benefit initiatives, which help to mitigate the potential for increasing customer account delinquencies. Additionally, management considered past economic declines and corresponding uncollectible reserves as part of the "Tax Cutscurrent assessment. This evaluation has shown that our operating companies have experienced an increase in aged receivables and Jobs Act",some lower cash collections from customers because of the moratorium on disconnections and the economic slowdown resulting from the COVID-19 pandemic.
Based upon the evaluation performed, in an annual net decrease in rates2020, we increased the allowance for uncollectible accounts for amounts incurred as a result of $19 million.
On January 11, 2018,COVID-19 by $31.5 million for Eversource ($2.8 million for CL&P, filed a distribution rate case settlement agreement$11.0 million for approvalNSTAR Electric, $2.3 million for PSNH and $15.4 million at our natural gas businesses). These COVID-19 related uncollectible amounts were deferred either as incremental regulatory costs or deferred through existing regulatory tracking mechanisms that recover uncollectible energy supply costs, as we believe it is probable that these costs will ultimately be recovered from customers in rates. We believe that we have in place, or are developing, successful mechanisms with PURA, which included, among other things, rate increases of $97.1 million, $32.7 million and $24.7 million, effective May 1, 2018, 2019, and 2020, respectively, an authorizedour state regulatory ROE of 9.25 percent, and 53 percent common equity in CL&P's capital structure. The rate increasescommissions that allow, or will allow, us to recover our incremental costs associated with COVID-19, which include uncollectible customer receivable expenses, while balancing the settlement agreementimpact on our customers’ bills and our operating cash flows.
In March 2020, Connecticut, Massachusetts and New Hampshire each established moratoria on disconnections of residential and commercial customers for non-payment for utility service. In all three states, a moratorium for lower income hardship residential customers will be reduced byremain in place through the normal state regulated winter moratorium that ends in the spring of 2021. In Connecticut and New Hampshire, the moratorium for all remaining customers has expired. In Massachusetts, the moratorium on commercial utility disconnections ended on September 1, 2020 and the moratorium on residential non-hardship disconnections was extended to April 1, 2021.
We continue to work closely with our state regulatory commissions and consumer advocates on customer assistance measures, including payment plan options in order to mitigate the impact on customer rates in the future, as well as financial hardship and arrearage management programs for those customers who are unable to pay their utility bills. We developed these long-term solutions for customers in order to help minimize the extent of the impact of COVID-19 on customer receivable balances and customers’ affordability in light of the decreasecurrent financial impact they may experience. Our operating companies also eliminated late payment charges beginning in March 2020, with New Hampshire being the federal corporate income tax rate,only state with a defined restart date of April 1, 2021. In 2020, we have waived $6.1 million of late payment charges that would have otherwise been recognized within revenues as a benefit to pre-tax earnings.
For the year ended December 31, 2020, net incremental costs incurred as a result of COVID-19 totaled $35.2 million and related to uncollectible expense that impacts earnings, facilities and fleet cleaning, sanitizing costs and supplies for personal protective equipment, net of cost savings. We have deferred $24.0 million of these net incremental COVID-19 costs on the balance sheet, of which $15.8 million of that deferral related to uncollectible expense that impacts earnings and $8.2 million related to cleaning and supplies for personal protective equipment. Incremental COVID-19 expenses that reduced pre-tax earnings totaled $11.1 million on the statement of income. For further information on Connecticut, Massachusetts and New Hampshire COVID-19-related regulatory developments, see "Regulatory Developments and Rate Matters - COVID-19 Regulatory Dockets" included in this Management’s Discussion and Analysis.
An extended economic slowdown has resulted in lower demand for electricity, natural gas and/or water by our commercial and industrial customers. However, fluctuations in retail sales volumes for CL&P, NSTAR Electric, Yankee Gas, NSTAR Gas, EGMA, and our Connecticut water distribution business do not materially impact earnings due to their respective state regulatory commission-approved distribution revenue decoupling mechanisms. Overall, our risk of exposure to lower demand and resulting lost sales revenues is limited as our regulated utilities are under cost-of-service rates with revenue decoupling mechanisms (with the exception of PSNH) and a significant portion of uncollectible expenses are tracked for ultimate recovery. Our revenue decoupling mechanisms allow us to recover an annual revenue stream that is decoupled from actual customer usage, and each is reconciled each year as part of the "Tax Cuts and Jobs Act", which we currently estimate to average approximately $45 million to $50 million per year.
On December 22, 2017, the "Tax Cuts and Jobs Act" (the "Act") became law, which amended existing federal tax rules and included numerous provisions that impacted corporations. In particular, the Act reduced the federal corporate income tax rate from 35 percent to 21 percent effective January 1, 2018. As of December 31, 2017, we estimated approximately $2.9 billion of provisional regulated excess ADIT liabilities that we expect to benefit our customersannual decoupling filing in future periods. The ultimate amount and timing of when certain income tax benefits resulting from the Act benefit our customers will vary byeach respective jurisdiction.
On January 10, 2018, PSNH completedWe continue to monitor Eversource parent’s and our operating companies’ ability to access the saleglobal capital and credit markets. At the onset of its thermal generation facilities. In accordance with the Purchase and Sale Agreement,pandemic in the original purchase price of $175 million was adjustedUnited States, liquidity in the commercial paper credit market began to reflect working capital adjustments, closing date adjustments and proration of taxes and fees prior to closing, totaling $40.9 million, resulting in net proceeds of $134.1 million. We are targeting for PSNH to complete the sale of its hydroelectric generation facilitiesdeteriorate rapidly. However, federal legislative actions, including actions taken by the endFederal Reserve, have provided sufficient liquidity and stabilization of the first quarter of 2018.credit markets. An extended economic slowdown could result in Eversource parent and our operating companies finding difficulty in accessing necessary capital resources and incurring higher costs for those capital resources. At this time, based on available information and the current market trends, we believe we will continue to have access to needed liquidity and capital resources to successfully execute our projected capital expenditures and strategies. We expect our existing borrowing availability under our commercial paper programs, our existing revolving credit facilities that serve to backstop those commercial paper programs, in addition to access to the debt and equity markets, will be sufficient to meet our future liquidity and capital resource needs.
Earnings Overview
Consolidated: Below is a summary of our earnings by business, which also reconciles the non-GAAP financial measuremeasures of consolidated non-GAAP earnings and EPS, as well as EPS by business, to the most directly comparable GAAP measure of diluted EPS, for the years ended December 31, 2017, 2016 and 2015. Also included in the summary for the year ended December 31, 2015, is a reconciliation of the non-GAAP financial measure of consolidated non-GAAP earnings to the most directly comparable GAAP measuremeasures of consolidated Net Income Attributable to Common Shareholders.Shareholders and diluted EPS.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| (Millions of Dollars, Except Per Share Amounts) | Amount | | Per Share | | Amount | | Per Share | | Amount | | Per Share |
| Net Income Attributable to Common Shareholders (GAAP) | $ | 1,205.2 | | | $ | 3.55 | | | $ | 909.1 | | | $ | 2.81 | | | $ | 1,033.0 | | | $ | 3.25 | |
| | | | | | | | | | | |
| Regulated Companies (non-GAAP) | $ | 1,223.3 | | | $ | 3.60 | | | $ | 1,105.3 | | | $ | 3.43 | | | $ | 1,006.7 | | | $ | 3.17 | |
| Eversource Parent and Other Companies (non-GAAP) | 14.0 | | | 0.04 | | | 8.2 | | | 0.02 | | | 26.3 | | | 0.08 | |
| Non-GAAP Earnings | $ | 1,237.3 | | | $ | 3.64 | | | $ | 1,113.5 | | | $ | 3.45 | | | $ | 1,033.0 | | | $ | 3.25 | |
Acquisition-Related Costs (after-tax) (1) | (32.1) | | | (0.09) | | | — | | | — | | | — | | | — | |
| Impairment of Northern Pass Transmission (after-tax) | — | | | — | | | (204.4) | | | (0.64) | | | — | | | — | |
| Net Income Attributable to Common Shareholders (GAAP) | $ | 1,205.2 | | | $ | 3.55 | | | $ | 909.1 | | | $ | 2.81 | | | $ | 1,033.0 | | | $ | 3.25 | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars, Except Per Share Amounts) | Amount | | Per Share | | Amount | | Per Share | | Amount | | Per Share |
| Net Income Attributable to Common Shareholders (GAAP) | $ | 988.0 |
| | $ | 3.11 |
| | $ | 942.3 |
| | $ | 2.96 |
| | $ | 878.5 |
| | $ | 2.76 |
|
| Electric and Natural Gas Companies | $ | 963.9 |
| | $ | 3.03 |
| | $ | 911.3 |
| | $ | 2.86 |
| | $ | 884.8 |
| | $ | 2.78 |
|
| Eversource Parent and Other Companies | 24.1 |
| | 0.08 |
| | 31.0 |
| | 0.10 |
| | 9.5 |
| | 0.03 |
|
| Non-GAAP Earnings | N/A |
| | N/A |
| | N/A |
| | N/A |
| | 894.3 |
| | 2.81 |
|
Integration Costs (after-tax) (1) | — |
| | — |
| | — |
| | — |
| | (15.8 | ) | | (0.05 | ) |
| Net Income Attributable to Common Shareholders (GAAP) | $ | 988.0 |
| | $ | 3.11 |
| | $ | 942.3 |
| | $ | 2.96 |
| | $ | 878.5 |
| | $ | 2.76 |
|
(1)The 2015 integration costs were associated with our branding efforts and severance costs.
Electric and Natural GasRegulated Companies: Our electric and natural gasregulated companies consist ofcomprise the electric distribution, (including PSNH's generation facilities and NSTAR Electric's solar power facilities), electric transmission, and natural gas distribution and water distribution segments. A summary of our segment earnings and EPS is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2020 | | 2019 | | 2018 |
| (Millions of Dollars, Except Per Share Amounts) | Amount | | Per Share | | Amount | | Per Share | | Amount | | Per Share |
| Net Income - Regulated Companies (GAAP) | $ | 1,221.8 | | | $ | 3.60 | | | $ | 900.9 | | | $ | 2.79 | | | $ | 1,006.7 | | | $ | 3.17 | |
| | | | | | | | | | | |
| Electric Distribution | $ | 544.0 | | | $ | 1.60 | | | $ | 513.3 | | | $ | 1.59 | | | $ | 455.4 | | | $ | 1.44 | |
| Electric Transmission, excluding Northern Pass Transmission impairment (Non-GAAP) | 502.5 | | | 1.48 | | | 460.9 | | | 1.43 | | | 427.2 | | | 1.34 | |
| Natural Gas Distribution, excluding Acquisition-Related Costs (non-GAAP) | 135.6 | | | 0.40 | | | 96.2 | | | 0.30 | | | 93.2 | | | 0.29 | |
| Water Distribution | 41.2 | | | 0.12 | | | 34.9 | | | 0.11 | | | 30.9 | | | 0.10 | |
| Net Income - Regulated Companies (Non-GAAP) | $ | 1,223.3 | | | $ | 3.60 | | | $ | 1,105.3 | | | $ | 3.43 | | | $ | 1,006.7 | | | $ | 3.17 | |
Acquisition-Related Costs (after-tax) (1) | (1.5) | | | — | | | — | | | — | | | — | | | — | |
| Impairment of Northern Pass Transmission (after-tax) | — | | | — | | | (204.4) | | | (0.64) | | | — | | | — | |
| Net Income - Regulated Companies (GAAP) | $ | 1,221.8 | | | $ | 3.60 | | | $ | 900.9 | | | $ | 2.79 | | | $ | 1,006.7 | | | $ | 3.17 | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars, Except Per Share Amounts) | Amount | | Per Share | | Amount | | Per Share | | Amount | | Per Share |
| Electric Distribution | $ | 497.4 |
| | $ | 1.57 |
| | $ | 462.8 |
| | $ | 1.46 |
| | $ | 507.9 |
| | $ | 1.59 |
|
| Electric Transmission | 391.9 |
| | 1.23 |
| | 370.8 |
| | 1.16 |
| | 304.5 |
| | 0.96 |
|
| Natural Gas Distribution | 74.6 |
| | 0.23 |
| | 77.7 |
| | 0.24 |
| | 72.4 |
| | 0.23 |
|
| Non-GAAP Earnings | N/A |
| | N/A |
| | N/A |
| | N/A |
| | 884.8 |
| | 2.78 |
|
Integration Costs (after-tax) (1) | — |
| | — |
| | — |
| | — |
| | (0.8 | ) | | — |
|
| Net Income - Electric and Natural Gas Companies | $ | 963.9 |
| | $ | 3.03 |
| | $ | 911.3 |
| | $ | 2.86 |
| | $ | 884.0 |
| | $ | 2.78 |
|
(1) The 2015 ElectricThese costs are associated with our acquisition and Naturalintegration of the assets of Columbia Gas Companies'of Massachusetts. Additional integration costs include severancerelated primarily to the integration and transition of systems, are expected in connection with cost saving initiatives.2021.
Our electric distribution segment earnings increased $34.6$30.7 million in 2017,2020, as compared to 2016,2019, due primarily to a lowerbase distribution rate increases at CL&P effective taxMay 1, 2020 and May 1, 2019, at NSTAR Electric effective January 1, 2020, and at PSNH effective July 1, 2019, higher earnings from CL&P's capital tracker mechanism due to increased electric system improvements, and the impact of the PSNH rate lower non-trackedsettlement agreement approved in December 2020. The earnings increase was partially offset by higher operations and maintenance expense (primarily attributable to higher lost base revenues at NSTAR Electric and higher distribution revenues at CL&P due in part to a higher rate base for the system resiliency program, partially offset bystorm restoration costs), higher depreciation expense, lower sales volumes primarily driven by the mild summer weather in 2017, as compared to 2016 (primarily at NSTAR Electric), and higher property tax expense.expense, higher interest expense, and the absence of the 2019 recognition of carrying charges on PSNH's 2013 through 2016 storm costs approved for recovery.
Our electric transmission segment earnings increased $21.1$246.0 million in 2017,2020, as compared to 2016,2019, due primarily to the absence in 2020 of the 2019 impairment of NPT, which resulted in an after-tax charge of $204.4 million, or $0.64 per share. Excluding the NPT impairment charge, earnings increased $41.6 million in 2020, as compared to 2019, due primarily to a higher transmission rate base as a result of our continued investment in our transmission infrastructure partially offset by the absence in 2017 of the FERC-allowed recovery of certain previously expensed merger-related costs in 2016, and a lowerhigher benefit in the second quarter of 2017 related tofrom the annual billing and cost reconciliation filing with the FERC.
Our natural gas distribution segment earnings decreased $3.1increased $37.9 million in 2017,2020, as compared to 2016,2019, due primarily to base distribution rate increases at Yankee Gas effective January 1, 2020 and at NSTAR Gas effective November 1, 2020, the addition of Eversource Gas Company of Massachusetts (EGMA), higher depreciationearnings from capital tracker mechanisms due to continued investments in natural gas infrastructure, and lower interest expense lower demand revenues in Connecticut drivendue to a property tax settlement. EGMA's natural gas distribution business earned $13.9 million from October 9, 2020 through December 31, 2020. The earnings increase was partially offset by lower peak usage in 2017, as compared to 2016, higher non-tracked operations and maintenance expense and higher property tax expense,depreciation expense.
Our water distribution segment earnings increased $6.3 million in 2020, as compared to 2019, due primarily to an after-tax gain of $3.5 million on the sale of the water system and treatment plant of the Hingham, Massachusetts business, higher revenues from our Connecticut business' capital tracker mechanism due to increased infrastructure improvements, and a gain on the sale of land, partially offset by higher sales volumes driven by colder winter weather in the fourth quarter of 2017, as compared to 2016.property tax expense and a higher effective tax rate.
Eversource Parent and Other Companies:Eversource parent and other companies earned $24.1earnings decreased $24.8 million in 2017,2020, as compared with $31.0to 2019, due primarily to the costs of the CMA asset acquisition recorded at Eversource parent of $30.6 million in 2016. The decrease in2020. Excluding the CMA asset acquisition costs, earnings wasincreased $5.8 million due primarily to a higher effective tax rate, higher interest expense and the absence in 2017 of the earnings and gain on the sale of an unregulated business in 2016. These decreases were partially offset by the 2017 DPU-allowed recovery of certain previously expensed merger-related costs in NSTAR Electric's distribution rates, and increased gains on investments recorded in 2017.
Electric and Natural Gas Sales Volumes: Weather, fluctuations in energy supply costs, conservation measures (including utility-sponsored energy efficiency programs), and economic conditions affect customer energy usage. Industrial sales volumes are less sensitive to temperature variations than residential and commercial sales volumes. In our service territories, weather impacts electric sales volumes during the summer and both electric and natural gas sales volumes during the winter; however, natural gas sales volumes are more sensitive to temperature variations than are electric sales volumes. Customer heating or cooling usage may not directly correlate with historical levels or with the level of degree-days that occur.
Fluctuations in retail electric sales volumesreturn at certain of our electric utilities impact earnings ("Traditional" in the table below). For others, fluctuations in retail electric sales volumes do not impact earnings due to their regulatory commission approved distribution revenue decoupling mechanisms ("Decoupled" in the table below). These distribution revenues are decoupled from their customer sales volumes, which breaks the relationship between sales volumes and revenues recognized.
In 2017 and 2016, NSTAR Electric operated under two different rate structures based on its service territory geography. For customers that were served in eastern Massachusetts, including metropolitan Boston, Cape Cod and Martha's Vineyard, NSTAR Electric operated using Traditional rates. For customers that were served in western Massachusetts, including the metropolitan Springfield region, NSTAR Electric operated using Decoupled rates. Effective February 1, 2018, all of NSTAR Electric's distribution revenues were decoupledEversource Service as a result of the
DPU-approved rate decision. See "Regulatory Developmentsincreased investments in property, plant and Rate Matters - Massachusetts - NSTAR Electric Distribution Rate Case Decision" in this Management's Discussionequipment, and Analysis of Financial Condition and Results of Operations.
CL&P and NSTAR Electric (for its western Massachusetts customer rates) reconciled their annual base distribution rate recovery amounts to their pre-established levels of baseline distribution delivery service revenues of $1.059 billion and $132.4 million, respectively, through December 31, 2017. Effective February 1, 2018, NSTAR Electric, operating entirely under decoupled rates, will reconcile its annual base distribution rate recovery to its new baseline of $974.8 million. Any difference between the allowed level of distribution revenue and the actual amount realized during a 12-month period is adjusted through rates in the following period.
Fluctuations in natural gas sales volumes in Connecticut impact earnings ("Traditional" in the table below). In Massachusetts, fluctuations in natural gas sales volumes do not impact earnings due to the DPU-approved natural gas distribution revenue decoupling mechanism approved in the last rate case decision ("Decoupled" in the table below). These distribution revenues are decoupled from their customer sales volumes, which breaks the relationship between sales volumes and revenues recognized.
A summary of our retail electric GWh sales volumes and our firm natural gas sales volumes in MMcf and percentage changes is as follows:
|
| | | | | | | | | | | | | | | | | |
| | Electric | | Firm Natural Gas |
| | For the Year Ended December 31, 2017 Compared to 2016 | | For the Year Ended December 31, 2017 Compared to 2016 |
| | Sales Volumes (GWh) | | Percentage
Decrease | | Sales Volumes (MMcf) | | Percentage Increase/(Decrease) |
| | 2017 | | 2016 | | | 2017 | | 2016 | |
| Traditional: | | | | | | | | | | | |
| Residential | 9,453 |
| | 9,654 |
| | (2.1 | )% | | 15,502 |
| | 15,118 |
| | 2.5 | % |
| Commercial | 15,958 |
| | 16,267 |
| | (1.9 | )% | | 20,649 |
| | 19,846 |
| | 4.0 | % |
| Industrial | 2,444 |
| | 2,558 |
| | (4.5 | )% | | 10,806 |
| | 10,350 |
| | 4.4 | % |
| Total - Traditional | 27,855 |
| | 28,479 |
| | (2.2 | )% | | 46,957 |
| | 45,314 |
|
| 3.6 | % |
| | | | | | | | | | | | |
| Decoupled: | | | | | | | | | | | |
| Residential | 11,043 |
| | 11,347 |
| | (2.7 | )% | | 21,919 |
| | 20,616 |
| | 6.3 | % |
| Commercial | 10,612 |
| | 10,940 |
| | (3.0 | )% | | 21,859 |
| | 21,583 |
| | 1.3 | % |
| Industrial | 2,736 |
| | 2,876 |
| | (4.9 | )% | | 5,882 |
| | 5,833 |
| | 0.8 | % |
| Total - Decoupled | 24,391 |
| | 25,163 |
| | (3.1 | )% | | 49,660 |
| | 48,032 |
|
| 3.4 | % |
Special Contracts (1) | N/A |
| | N/A |
| | N/A |
| | 4,409 |
| | 4,696 |
| | (6.1 | )% |
| Total - Decoupled and Special Contracts | 24,391 |
| | 25,163 |
| | (3.1 | )% | | 54,069 |
| | 52,728 |
| | 2.5 | % |
| Total Sales Volumes | 52,246 |
| | 53,642 |
| | (2.6 | )% | | 101,026 |
| | 98,042 |
| | 3.0 | % |
| |
(1) | Special contracts are unique to the natural gas distribution customers who take service under such an arrangement and generally specify the amount of distribution revenue to be paid to Yankee Gas regardless of the customers' usage. |
Retail electric sales volumes at our electric utilities with a traditional rate structure (the eastern region of NSTAR Electric and PSNH) were lower in 2017, as compared to 2016, due primarily to the mild summer weather in 2017, as compared to 2016. Cooling degree days in 2017 were 14.7 percent lower in the Boston metropolitan area and 22.7 percent lower in New Hampshire, as compared to 2016. Sales volumes were positively impacted by improved economic conditions across our service territories, but this trend wasemployee-related costs, partially offset by lower customer usage driven by the impact of increased customerunrealized gains associated with our equity method investment in a renewable energy conservation efforts.fund.
On January 28, 2016, Eversource received approval of a three-year energy efficiency plan in Massachusetts, which included recovery of LBR in the NSTAR Electric eastern Massachusetts service territory until it was covered under a decoupled rate structure, which occurred on February 1, 2018. NSTAR Electric recorded LBR related to reductions in sales volume as a result of successful energy efficiency programs. LBR was recovered from retail customers through rates. NSTAR Electric recognized LBR of $73.7 million and $60.7 million in 2017 and 2016, respectively.
Our firm natural gas sales volumes are subject to many of the same influences as our retail electric sales volumes. In addition, they have benefited from customer growth in both of our natural gas distribution companies. Consolidated firm natural gas sales volumes were higher in 2017, as compared to 2016, due primarily to colder winter weather in the fourth quarter of 2017, as compared to 2016. Heating degree days in 2017 were 2.5 percent higher in Connecticut, as compared to 2016. Sales volumes were also positively impacted by improved economic conditions across our natural gas service territories.
Liquidity
Consolidated: Cash and cash equivalents totaled $38.2$106.6 million as of December 31, 2017,2020, compared with $30.3$15.4 million as of December 31, 2016.2019.
Long-TermShort-Term Debt Issuances and Repayments:The following table summarizes long-term debt issuances and repayments:
|
| | | | | | | | | |
| (Millions of Dollars) | Issue Date | | Issuances/(Repayments) | | Maturity Date | | Use of Proceeds |
| CL&P: | | | | | | | |
| 3.20% 2017 Series A First Mortgage Bonds | March 2017 | | $ | 300.0 |
| | 2027 | | Repay short-term debt borrowings |
4.30% 2014 Series A First Mortgage Bonds (1) | August 2017 | | 225.0 |
| | 2044 | | Refinance short-term debt and fund working capital and capital expenditures |
| 5.375% 2007 Series A First Mortgage Bonds | March 2007 | | (150.0 | ) | | 2017 | | N/A |
| 5.75% 2007 Series C First Mortgage Bonds | September 2007 | | (100.0 | ) | | 2017 | | N/A |
| NSTAR Electric: | | | | | | | |
| 3.20% Debentures | May 2017 | | 350.0 |
| | 2027 | | Repay short-term borrowings and fund capital expenditures and working capital |
3.20% Debentures (2) | October 2017 | | 350.0 |
| | 2027 | | Redeem long-term debt that matured in 2017 |
| 5.625% Debentures | November 2007 | | (400.0 | ) | | 2017 | | N/A |
| PSNH: | | | | | | | |
| 6.15% Series N First Mortgage Bonds | September 2007 | | (70.0 | ) | | 2017 | | N/A |
| Other: | | | | | | | |
| Yankee Gas 3.02% Series N First Mortgage Bonds | September 2017 | | 75.0 |
| | 2027 | | Repay short-term borrowings |
| NSTAR Gas 7.04% Series M First Mortgage Bonds | September 1997 | | (25.0 | ) | | 2017 | | N/A |
| Eversource Parent 2.75% Series K Senior Notes | March 2017 | | 300.0 |
| | 2022 | | Repay short-term borrowings |
Eversource Parent 2.75% Series K Senior Notes (3) | October 2017 | | 450.0 |
| | 2022 | | Repay short-term borrowings |
| Eversource Parent 2.90% Series L Senior Notes | October 2017 | | 450.0 |
| | 2024 | | Repay short-term borrowings |
Eversource Parent 2.50% Series I Senior Notes (4) | January 2018 | | 200.0 |
| | 2021 | | Repay long-term debt due to mature in 2018 and repay short-term borrowings |
| Eversource Parent 3.30% Series M Senior Notes | January 2018 | | 450.0 |
| | 2028 | | Repay long-term debt due to mature in 2018 |
Eversource Parent 1.60% Series G Senior Notes (5) | January 2015 | | (150.0 | ) | | 2018 | | N/A |
| |
(1) | These bonds are part of the existing series initially issued by CL&P in 2014. The aggregate outstanding principal amount for these bonds is now $475 million. |
| |
(2) | These debentures are part of the same series initially issued by NSTAR Electric in May 2017. The aggregate outstanding principal amount for these debentures is now $700 million. |
| |
(3) | These notes are part of the same series issued by Eversource parent in March 2017. The aggregate outstanding principal amount for these notes is now $750 million. |
| |
(4) | These notes are part of the same series issued by Eversource parent in March 2016. The aggregate outstanding principal amount for these notes is now $450 million. |
| |
(5) | Represents a repayment at maturity on January 15, 2018. |
- Commercial Paper Programs and Credit Agreements: Eversource parent has a $1.45$2.00 billion commercial paper program allowing Eversource parent to issue commercial paper as a form of short-term debt. Eversource parent, CL&P, PSNH, NSTAR Gas, and Yankee Gas and Aquarion Water Company of Connecticut are also parties to a five-year $1.45 billion revolving credit facility. On December 8, 2017, Eversource parent amended and restated the revolving credit facility. The amended and restated revolving credit facility, which terminates on December 8, 20226, 2024. On October 21, 2020, Eversource parent and servesEGMA entered into a short-term $550 million revolving credit facility, which terminates on October 20, 2021. These revolving credit facilities serve to backstop Eversource parent's $1.45$2.00 billion commercial paper program. There were no borrowings outstanding on the revolving credit facility as of December 31, 2017 or 2016.
NSTAR Electric has a $650 million commercial paper program allowing NSTAR Electric to issue commercial paper as a form of short-term debt. On December 8, 2017, NSTAR Electric increased its commercial paper program from $450 million to $650 million. NSTAR Electric is also a party to a five-year $650 million revolving credit facility. Onfacility, which terminates on December 8, 2017, NSTAR Electric amended and restated the6, 2024. The revolving credit facility increasing it from $450 million to $650 million. The amended and restated revolving credit facility terminates on December 8, 2022 and serves to backstop NSTAR Electric's $650 million commercial paper program. There were no borrowings outstanding on the revolving credit facility as of December 31, 2017 or 2016.
The amount of borrowings outstanding and available under the commercial paper programs andwere as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Borrowings Outstanding
as of December 31, | | Available Borrowing Capacity as of December 31, | | Weighted-Average Interest Rate as of December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2020 | | 2019 | | 2020 | | 2019 |
| Eversource Parent Commercial Paper Program | $ | 1,054.3 | | | $ | 1,224.9 | | | $ | 945.7 | | | $ | 225.1 | | | 0.25 | % | | 1.98 | % |
| NSTAR Electric Commercial Paper Program | 195.0 | | | 10.5 | | | 455.0 | | | 639.5 | | | 0.16 | % | | 1.63 | % |
There were no borrowings outstanding on the revolving credit facility wasfacilities as follows:of December 31, 2020 or 2019.
|
| | | | | | | | | | | | | | | | | | | | | |
| | Borrowings Outstanding as of December 31, | | Available Borrowing Capacity as of December 31, | | Weighted-Average Interest Rate as of December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2017 | | 2016 | | 2017 | | 2016 |
| Eversource Parent Commercial Paper Program | $ | 979.3 |
| | $ | 1,022.0 |
| | $ | 470.7 |
| | $ | 428.0 |
| | 1.86 | % | | 0.88 | % |
| NSTAR Electric Commercial Paper Program | 234.0 |
| | 126.5 |
| | 416.0 |
| | 323.5 |
| | 1.55 | % | | 0.71 | % |
Revolving Credit Facility (1) | 76.0 |
| | N/A |
| | 24.0 |
| | N/A |
| | 2.66 | % | | N/A |
|
(1) Aquarion has a $100.0 million revolving credit facility, which expires on August 19, 2019.
Amounts outstanding under the commercial paper programs and revolving credit facility are included in Notes Payable for Eversource and NSTAR Electric and are classified in current liabilities on the Eversource and NSTAR Electric balance sheets, as all borrowings are outstanding for no more than 364 days at one time. As a result of the
Intercompany Borrowings: Eversource parent long-term debt issuances on January 8, 2018, the net proceeds of which were useduses its available capital resources to repayprovide loans to its subsidiaries to assist in meeting their short-term borrowings
outstanding under its commercial paper program, $201.2 million of commercial paper borrowings under theborrowing needs. Eversource parent commercial paper program were reclassifiedrecords intercompany interest income from its loans to Long-Term Debt as of December 31, 2017.
subsidiaries, which is eliminated in consolidation. Intercompany loans from Eversource parent to its subsidiaries are eliminated in consolidation on Eversource's balance sheets. As of December 31, 2017,2020, there were intercompany loans from Eversource parent to PSNH of $69.5$46.3 million, and to CL&P and $262.9 million to PSNH.a subsidiary of NSTAR Electric of $21.3 million. As of December 31, 2016,2019, there were intercompany loans from Eversource parent of $80.1 million to CL&P $160.9of $63.8 million, to PSNH of $27.0 million, and $51.0 million to a subsidiary of NSTAR Electric. These intercompanyElectric of $30.3 million. Intercompany loans from Eversource parent are included in Notes Payable to Eversource Parent and are classified in current liabilities on the respective subsidiary's balance sheets. Intercompany loans from
Long-Term Debt Issuance Authorizations: On January 27, 2020, the DPU approved NSTAR Gas' request for authorization to issue up to $270 million in long-term debt through December 31, 2021. On July 31, 2020, the NHPUC approved PSNH's request for authorization to issue up to $200 million in long-term debt through December 31, 2020. On December 14, 2020, NSTAR Electric filed a petition with the DPU for authorization to issue $1.6 billion in long-term debt through December 31, 2023. On December 16, 2020, Aquarion Water Company of Connecticut filed an application with PURA for authorization to issue $100 million in long-term debt through December 31, 2021.
Long-Term Debt Issuances and Repayments:The following table summarizes long-term debt issuances and repayments:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Issuance/(Repayment) | | Issue Date or Repayment Date | | Maturity Date | | Use of Proceeds for Issuance/
Repayment Information |
| CL&P: | | | | | | | |
| 0.75% Series A First Mortgage Bonds | $ | 400.0 | | | December 2020 | | December 2025 | | Refinanced short-term borrowings, funded capital expenditures and working capital |
| NSTAR Electric: | | | | | | | |
| 3.95% 2020 Debentures | 400.0 | | | March 2020 | | April 2030 | | Refinanced investments in eligible green expenditures, which were previously financed in 2018 and 2019 |
| 5.10% Series E Senior Notes | (95.0) | | | March 2020 | | March 2020 | | Paid at maturity |
| PSNH: | | | | | | | |
| 2.40% Series U First Mortgage Bonds | 150.0 | | | August 2020 | | September 2050 | | Refinanced short-term borrowings, funded capital expenditures and working capital |
| Other: | | | | | | | |
| Eversource Parent 3.45% Series P Senior Notes | 350.0 | | | January 2020 | | January 2050 | | Paid short-term borrowings |
Eversource Parent 3.45% Series P Senior Notes (1) | 300.0 | | | August 2020 | | January 2050 | | (2) |
| Eversource Parent 0.80% Series Q Senior Notes | 300.0 | | | August 2020 | | August 2025 | | (2) |
| Eversource Parent 1.65% Series R Senior Notes | 600.0 | | | August 2020 | | August 2030 | | (2) |
| Eversource Parent 2.50% Series I Senior Notes | (450.0) | | | February 2021 | | March 2021 | | Paid on par call date in advance of maturity date |
| NSTAR Gas 4.46% Series N First Mortgage Bonds | (125.0) | | | January 2020 | | January 2020 | | Paid at maturity |
| NSTAR Gas 2.33% Series R First Mortgage Bonds | 75.0 | | | May 2020 | | May 2025 | | Refinanced existing indebtedness, funded capital expenditures and for general corporate purposes |
| NSTAR Gas 3.15% Series S First Mortgage Bonds | 115.0 | | | May 2020 | | May 2050 | | Refinanced existing indebtedness, funded capital expenditures and for general corporate purposes |
| NSTAR Gas 9.95% Series J First Mortgage Bonds | (25.0) | | | December 2020 | | December 2020 | | Paid at maturity |
| Yankee Gas 4.87% Series K First Mortgage Bonds | (50.0) | | | April 2020 | | April 2020 | | Paid at maturity |
| Yankee Gas 2.90% Series R First Mortgage Bonds | 70.0 | | | September 2020 | | September 2050 | | Refinanced existing indebtedness, funded capital expenditures and for general corporate purposes |
| Aquarion Water Company of Massachusetts, Inc. and Aquarion Water Capital of Massachusetts, Inc. various term loans and general mortgage bonds | (32.2) | | | July 2020 | | Various | | Redeemed long-term debt in conjunction with the sale of assets to the Town of Hingham, Massachusetts |
(1) These senior notes are part of the same series issued by Eversource parent in January 2020. The aggregate outstanding principal amount of these senior notes is now $650 million.
(2) The proceeds from these Eversource parent issuances funded a portion of the purchase price for the CMA asset acquisition and refinanced short-term borrowings.
In January 2021, PSNH provided a redemption notice to the holders of the PSNH 4.050% Series Q First Mortgage Bonds that PSNH will redeem the $122 million of bonds on March 1, 2021, the par call date, in advance of the June 1, 2021 maturity date.
Rate Reduction Bonds: PSNH's RRB payments consist of principal and interest and are eliminatedpaid semi-annually. PSNH paid $43.2 million of RRB principal payments and $20.2 million of interest payments in consolidation2020, and $52.3 million of RRB principal payments and $26.8 million of interest payments in 2019.
Common Share Issuances and 2019 Forward Sale Agreement: On June 15, 2020, Eversource completed an equity offering of 6,000,000 common shares at a price per share of $86.26. Eversource used the net proceeds of this offering to fund a portion of the purchase of the assets of CMA that closed on Eversource's balance sheets.October 9, 2020. The issuance of these common shares resulted in proceeds of $509.2 million, net of issuance costs.
In June 2019, Eversource completed an equity offering consisting of 5,980,000 common shares issued directly by the Company and 11,960,000 common shares issuable pursuant to a forward sale agreement with an investment bank. Under the forward sale agreement, 11,960,000 common shares were borrowed from third parties and sold by the underwriters. The forward sale agreement allowed Eversource, at its election and prior to May 29, 2020, to physically settle the forward sale agreement by issuing common shares in exchange for net proceeds at the then-applicable forward sale price specified by the agreement (initially, $71.48 per share) or, alternatively, to settle the forward sale agreement in whole or in part through the delivery or receipt of shares or cash. The forward sale price was subject to adjustment daily based on a floating interest rate factor and would decrease in respect of certain fixed amounts specified in the agreement, such as dividends.
Eversource issued 6,000,000 common shares under the forward sale agreement in December 2019. On March 23, 2020, Eversource physically settled a portion of the forward sale agreement by delivering 1,500,000 common shares in exchange for net proceeds of $105.7 million. Subsequently, on March 26, 2020, Eversource physically settled the remaining portion of the forward sale agreement by delivering 4,460,000 common shares in exchange for net proceeds of $314.1 million. The forward sale price used to determine the cash proceeds received by Eversource was calculated based on the initial forward sale price, as adjusted in accordance with the forward sale agreement.
The March and June 2020 common share issuances of 5,960,000 and 6,000,000, respectively, resulted in total proceeds of $929.0 million, net of issuance costs. The June and December 2019 common share issuances of 5,980,000 and 6,000,000, respectively, resulted in total proceeds of $852.3 million. These issuances were reflected in shareholders’ equity and as financing activities on the statements of cash flows.
Issuances of shares under the forward sale agreement were classified as equity transactions. Accordingly, no amounts relating to the forward sale agreement were recorded in the financial statements until settlements took place. Prior to any settlements, the only impact of the forward sale agreement to the financial statements was the inclusion of incremental shares within the calculation of diluted EPS using the treasury stock method. See Note 21, "Earnings Per Share," to the financial statements for information on the forward sale agreement’s impact on the calculation of diluted EPS.
Eversource used the net proceeds received from the direct issuance of common shares and the net proceeds received from settlement of the forward sale agreement to repay short-term debt under the commercial paper program, to partially fund the purchase of the assets of CMA, to fund capital spending and clean energy initiatives, and for general corporate purposes.
Cash Flows: Cash flows provided by operating activities totaled $2.0$1.68 billion in 2017,2020, compared with $2.2$2.01 billion in 2016.2019. Operating cash flows were unfavorably impacted by the timing of cash collections on our accounts receivable, the timing of collections for regulatory tracking mechanisms primarily related to transmission costs and the impact of the CL&P temporary rate suspension, and cash payments made in 2020 for storm restoration costs of approximately $196 million related to Tropical Storm Isaias. Also contributing to the unfavorable impact was the absence of $68.8 million in DOE Phase IV proceeds received by CYAPC and YAEC in 2019. Partially offsetting these unfavorable impacts were the favorable timing of cash payments made on our accounts payable, the absence of a $29.0 million payment made in 2019 to the DOE by CYAPC to partially settle its pre-1983 spent nuclear fuel obligation, and a decrease of $10.3 million in Pension and PBOP contributions made in 2020, as compared to 2019.
Our receivables, net of reserves, on the balance sheet have increased $206.5 million ($58.3 million at CL&P, $56.3 million at NSTAR Electric, and $20.0 million at PSNH) in 2020, as compared to 2019, due primarily to an increase in delinquent receivables from customers attributable to the moratorium on disconnections and the economic slowdown resulting from the COVID-19 pandemic. Receivables, net of reserves, also increased due to the addition of EGMA of $65.8 million as of December 31, 2020.
Cash flows provided by operating activities totaled $2.01 billion in 2019, compared with $1.83 billion in 2018. The decreaseincrease in operating cash flows was due primarily to a decrease in 2019 of approximately $148 million of major storm restoration cost payments, $116 million in lower payments made in 2019 to the $166.3DOE by CYAPC to partially settle its pre-1983 spent nuclear fuel obligation, and a $73.2 million net unfavorable impactdecrease in pension and PBOP cash contributions made in 2019, as a resultcompared to 2018. Also contributing to the increase were $102.8 million of the change inlower income tax payments made or refunds received, in 2017 when compared to 2016. This unfavorable impact was primarily the result of the December 2015 legislation, which extended the accelerated deduction of depreciation from 2015 to 2019. The legislation resulted in a significant refund of approximately $275 million, which we received in the first quarter of 2016. Additionally, there was an increase of $84.1 million in Pension and PBOP Plan cash contributions made in 2017,2019, as compared to 2016, a decrease of $59.82018, $68.8 million related to the absence in 2017 of the Yankee Companies' DOE DamagesPhase IV litigation proceeds received by CYAPC and YAEC in 2016,2019, and the unfavorable impact related to the timing of cash collections on our accounts receivables. Partially offsetting these favorable impacts were the timing of collections for regulatory recoveries, tracking mechanisms, which were significantly impacted by NSTAR Electric’sthe timing of collections of purchased power and transmission costs. Partially offsetting these unfavorable impacts was the benefit related tocosts at NSTAR Electric, and the timing of collectionsaccounts payable cash payments and payments of ourother working capital items, including accounts payable.items.
In 2017,2020, we paid cash dividends of $602.1$744.7 million and issued non-cash dividends of $22.8 million in the form of treasury shares, totaling dividends of $767.5 million, or $1.90$2.27 per common share, compared with $564.5share. In 2019, we paid cash dividends of $663.2 million and issued non-cash dividends of $22.8 million in the form of treasury shares, totaling dividends of $686.0 million, or $1.78$2.14 per common share in 2016.share. Our quarterly common share dividend payment was $0.475$0.5675 per share in 2017,2020, as compared to $0.445$0.535 per common share in 2016.2019. On February 7, 2018,9, 2021, our Board of Trustees approved a common share dividend payment of $0.505$0.6025 per share, payable on March 30, 201831, 2021 to shareholders of record as of March 6, 2018.4, 2021. The 20182021 dividend represents an increase of 6.36.2 percent over the dividend paid in December 2017,2020.
Beginning in 2019, Eversource issues treasury shares to satisfy awards under the Company's incentive plans, shares issued under the dividend reinvestment and isshare purchase plan, and matching contributions under the equivalent to dividends on common shares of approximately $640 million on an annual basis. Eversource 401k Plan.
In 2017,2020, CL&P, NSTAR Electric and PSNH paid $254.8$69.5 million, $272.0$262.0 million and $23.9$22.3 million, respectively, in common stock dividends to Eversource parent.
Investments in Property, Plant and Equipment on the statements of cash flows do not include amounts incurred on capital projects but not yet paid, cost of removal, AFUDC related to equity funds, and the capitalized and deferred portions of pension and PBOP expense. In 2017,2020, investments for Eversource, CL&P, NSTAR Electric and PSNH were $2.3$2.94 billion, $824.4$834.0 million, $719.6$907.0 million and $312.7$342.6 million, respectively.
On October 9, 2020, Eversource completed the CMA asset acquisition for a cash purchase price of Aquarion from Macquarie Infrastructure Partners$1.1 billion plus a target working capital amount of $69.6 million, which is subject to adjustment to reflect actual working capital as of the closing date. The purchase price included in investing cash outflows on December 4, 2017 for $1.675the statement of cash flows of $1.11 billion consistingreflects the payment to NiSource, which excludes restricted cash accounts Eversource funded of approximately $880 million$56.8 million. For further information, see "Business Development and Capital Expenditures - Acquisition of Assets of Columbia Gas of Massachusetts" included in cashthis Management’s Discussion and $795 million of assumed debt.Analysis.
Eversource, CL&P, NSTAR Electric and PSNH each useuses its available capital resources to fund its respective construction expenditures, meet debt requirements, pay operating costs, including storm-related costs, pay dividends, and fund other corporate obligations, such as pension contributions. Eversource's regulated companies recover their electric, and natural gas and water distribution construction expenditures as the related project costs are depreciated over the life of the assets. This impacts the timing of the revenue stream designed to fully recover the total investment plus a return on the equity and debt used to finance the investments. The current growth in Eversource's construction expenditures utilizes a significant amount of cash for projects that have a long-term return on investment and recovery period, totaling approximately $2.3$2.94 billion in cash capital spend in 2017.2020. In addition, growthEversource's investments in Eversource's keyits offshore wind business initiativestotaled $237.8 million in 2017 required cash contributions of $32.6 million,2020, which are recognized as long-term assets. These factors have resulted in current liabilities exceeding current assets by $1.1$1.78 billion, $338.1 million, $137.5$316.3 million, and $183.1$271.3 million at Eversource, CL&P, NSTAR Electric and PSNH, respectively, as of December 31, 2017.2020.
As of December 31, 2017, $961.0 million2020, $1.02 billion of Eversource's long-term debt, including $450.0 million, $300.0$250.0 million, $110.0 million, $100.0$282.0 million, and $1$40.2 million for Eversource parent, CL&P,NSTAR Electric, PSNH, Yankee Gas and Aquarion, respectively, will be paidmature within the next 12 months. Included in theThe current portion of long-term debt is $35.4on the Eversource balance sheet also includes $31.0 million related to fair value adjustments from our various business combinations that will be amortized within the next 12 months and have no cash flow impact. Eversource, with its strong credit ratings, has several options available in the financial markets to repay or refinance these maturities with the issuance of new long-term debt. Eversource, CL&P, NSTAR Electric and PSNH will reduce their short-term borrowings with operating cash flows or with the issuance of new long-term debt, determined by considering capital requirements and maintenance of Eversource's credit rating and profile.
We expect the future operating cash flows of Eversource, CL&P, NSTAR Electric and PSNH, along with theour existing borrowing availability and access to financialboth debt and equity markets, will be sufficient to meet any working capital and future operating requirements, and capital investment forecasted opportunities.
Credit Ratings: On December 5, 2017, S&P upgraded Eversource and its subsidiaries' corporate credit rating to A+ and changed the outlook to stable.
A summary of our corporate credit ratings and outlooks by Moody's, S&P, Moody's, and Fitch is as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Moody'sS&P | | S&PMoody's | | Fitch |
| Current | | Outlook | | Current | | Outlook | | Current | | Outlook |
| Eversource Parent | Baa1A- | | Stable | | A+Baa1 | | Stable | | BBB+ | | PositiveStable |
| CL&P | Baa1A | | Stable | | A+A3 | | Stable | | A- | | Stable |
| NSTAR Electric | A2A | | Stable | | A+A1 | | Stable | | A | | Stable |
| PSNH | A3A | | Stable | | A+A3 | | Stable | | A- | | Stable |
A summary of the current credit ratings and outlooks by Moody's, S&P, Moody's, and Fitch for senior unsecured debt of Eversource parent and NSTAR Electric, and senior secured debt of CL&P and PSNH is as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Moody'sS&P | | S&PMoody's | | Fitch |
| Current | | Outlook | | Current | | Outlook | | Current | | Outlook |
| Eversource Parent | Baa1BBB+ | | Stable | | A Baa1 | | Stable | | BBB+ | | PositiveStable |
| CL&P | A2A+ | | Stable | | AA- A1 | | Stable | | A+ | | Stable |
| NSTAR Electric | A2A | | Stable | | A+ A1 | | Stable | | A+ | | Stable |
| PSNH | A1A+ | | Stable | | AA- A1 | | Stable | | A+ | | Stable |
Business Development and Capital Expenditures
Our consolidated capital expenditures, including amounts incurred but not paid, cost of removal, AFUDC, and the capitalized and deferred portions of pension and PBOP expense (all of which are non-cash factors), totaled $2.5$3.06 billion in 2017, $2.22020, $3.06 billion in 2016,2019, and $1.9$2.86 billion in 2015.2018. These amounts included $165.9$239.1 million in 2017, $137.72020, $239.0 million in 2016,2019, and $102.0$184.6 million in 20152018 related to information technology and facilities upgrades and enhancements, primarily at Eversource Service and The Rocky River Realty Company.
Aquarion: On December 4, 2017, Eversource acquired Aquarion (formerly Macquarie Utilities Inc.) from Macquarie Infrastructure Partners for $1.675 billion, consisting of approximately $880 million in cash and $795 million of assumed Aquarion debt. As a result, Aquarion became a wholly-owned subsidiary of Eversource. Aquarion is a regulated water utility holding company that operates three separate regulated water utilities in Connecticut, Massachusetts and New Hampshire. Aquarion collects, treats and distributes water to residential, commercial and industrial customers, to other utilities for resale, and for private and municipal fire protection.
Bay State Wind: Bay State Wind is a proposed offshore wind project being jointly developed by Eversource and Denmark-based Ørsted. Bay State Wind will be located in a 300-square-mile area approximately 25 miles off the coast of Massachusetts that has the ultimate potential to generate more than 2,000 MW of clean, renewable energy. Eversource and Ørsted each hold a 50 percent ownership interest in Bay State Wind.
On June 29, 2017, the Bureau of Ocean Energy Management ("BOEM") approved the project’s Site Assessment Plan ("SAP"), the first BOEM approval of an offshore wind SAP in the U.S.
In August 2016, Massachusetts passed clean energy legislation that requires EDCs to jointly solicit RFPs and enter into long-term contracts for offshore wind, creating RFP opportunities for projects like Bay State Wind. On June 29, 2017, the Massachusetts RFP was issued, seeking bids for a minimum of 400 MW of offshore wind capacity. The RFP stated that bids of up to 800 MW would be considered, provided they demonstrated significant net economic benefits to customers. On December 20, 2017, Bay State Wind submitted two proposals, one for 400 MW and the other for 800 MW, in response to the Massachusetts clean energy RFP.
For more information regarding the clean energy legislation, see "Regulatory Developments and Rate Matters – Massachusetts – Massachusetts RFPs" in this Management's Discussion and Analysis of Financial Condition and Results of Operations.
Electric Transmission Business:
Our consolidated electric transmission business capital expenditures increaseddecreased by $35.4$75.8 million in 2017,2020, as compared to 2016.2019. A summary of electric transmission capital expenditures by company is as follows:
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 |
| CL&P | $ | 402.9 | | | $ | 459.5 | | | $ | 465.5 | |
| NSTAR Electric | 366.8 | | | 379.7 | | | 334.3 | |
| PSNH | 193.9 | | | 190.4 | | | 194.2 | |
| NPT | — | | | 9.8 | | | 29.4 | |
| Total Electric Transmission Segment | $ | 963.6 | | | $ | 1,039.4 | | | $ | 1,023.4 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2015 |
| CL&P | $ | 431.5 |
| | $ | 338.3 |
| | $ | 252.9 |
|
| NSTAR Electric | 301.9 |
| | 398.7 |
| | 354.2 |
|
| PSNH | 155.6 |
| | 119.0 |
| | 161.2 |
|
| NPT | 43.3 |
| | 40.9 |
| | 38.3 |
|
| Total Electric Transmission Segment | $ | 932.3 |
| | $ | 896.9 |
| | $ | 806.6 |
|
Northern Pass: Northern Pass is Eversource's planned 1,090 MW HVDC transmission line that will interconnect from the Québec-New Hampshire border to Franklin, New Hampshire and an associated alternating current radial transmission line between Franklin and Deerfield, New Hampshire.
Northern Pass has achieved several key milestones, including the following:
Receiving NHPUC approval on February 12, 2018 for the proposed lease of certain land and easement rights from PSNH to NPT, concluding that the lease is in the public interest;
Receiving the U.S. Forest Service Record of Decision on January 5, 2018, which allows NPT to install approximately 11 miles of underground transmission lines in areas along existing roads through the White Mountain National Forest;
Receiving the Province of Québec permit granted to HQ on December 21, 2017 to construct the hydroelectric transmission line that will connect at the border of New Hampshire;
Receiving the DOE Record of Decision and Presidential Permit on November 16, 2017, which will allow construction of transmission facilities at the Québec-New Hampshire border; and
Receiving the DOE final Environmental Impact Statement issued on August 10, 2017, which concluded that the proposed Northern Pass route is the preferred alternative, providing substantial benefits with only minimal impacts.
On January 25, 2018, Northern Pass was selected from the 46 proposals submitted as the winning bidder in theEastern Massachusetts clean energy request for proposal ("RFP"), which successfully positioned Northern Pass to provide a firm delivery of hydropower to Massachusetts. On February 1, 2018, the NHSEC voted to deny Northern Pass’ siting application. On February 14, 2018, pursuant to the NHSEC’s decision, the Massachusetts EDCs, in coordination with the DOER and an independent evaluator, notified NPT that the EDCs will continue contract negotiations, with the option of discontinuing discussions and terminating its conditional selection by March 27, 2018.
Consistent with Eversource’s and HQ’s long-term relationship to bring clean energy into New England, Eversource and HQ continue to support Northern Pass and the many benefits this project will bring to our customers and region. We intend to seek reconsideration of the NHSEC’s decision and to review all options for moving this critical clean energy project forward.
As of December 31, 2017, we have approximately $277 million in capitalized costs associated with Northern Pass. We continue to believe that the Northern Pass project is probable of being placed in service. If in the future, events and changes in circumstances indicate that the Northern Pass project's capitalized costs may not be fully recoverable, we will then evaluate those costs for impairment. Should we conclude that these capitalized costs are impaired, this would have a significant negative impact on our financial position, results of operations, and cash flows.
For more information regarding the Massachusetts clean energy RFP, see "Regulatory Developments and Rate Matters – Massachusetts –Massachusetts RFPs" in this Management's Discussion and Analysis of Financial Condition and Results of Operations.
Greater Boston Reliability Solution: In February 2015, ISO-NE selected the Greater Boston and New Hampshire Solution (the "Solution"), proposed by Eversource and National Grid, to satisfy the requirements identified in the Greater Boston study. The Solution consistsTransmission Projects: These projects consist of a portfolio of electric transmission upgrades coveringin southern New Hampshire, and northern Massachusetts and continuing into the greater Boston metropolitan area, of which 28 upgrades are in Eversource's service territory.territory (two in New Hampshire and 26 in Massachusetts). The NHSEC issued its written order approving thetwo New Hampshire upgrades, on October 4, 2016. We are currently pursuingincluding the necessary regulatoryMerrimack Valley Reliability Project, have been placed in service, and siting application approvals in Massachusetts. To date, we have received approval for three of these projects from the23 Massachusetts Energy Facilities Siting Board. Construction has also begun on multiple smaller projects, several of whichupgrades have been placed in service. AllOn December 17, 2019, the Massachusetts Siting Board issued a favorable decision on the Sudbury-Hudson Reliability Project, the last project requiring such approval. On January 17, 2020, the Town of Sudbury and Protect Sudbury, a community group, appealed the decision to the Massachusetts Supreme Judicial Court. Oral arguments are scheduled for March 1, 2021. The majority of remaining upgrades are under construction and are expected to be completed by the end of 2019.placed in service in 2022. We estimate our portion of the investment in the Solution will be approximately $560$750 million, of which $235.8$525 million has been spent and capitalized through December 31, 2017.2020.
GHCC: The Greater Hartford Central Connecticut ("GHCC")Southeastern Massachusetts Transmission Projects: These projects which have been approved by ISO-NE, consist of 27a portfolio of electric transmission and substation upgrades in southeastern Massachusetts, including Cape Cod, required to reinforce the Southeastern Massachusetts transmission system and bring the system into compliance with applicable national and regional reliability standards. ISO-NE reassessed the need for projects with an expected investment of approximately $350 million that are expectedhad yet to be placedconstructed and reconfirmed the need for the majority of the originally identified reinforcements in July 2020. Twelve upgrades in Eversource's service through 2019. Asterritory were reconfirmed, and a single upgrade was deemed to no longer be required. Of the twelve upgrades, four require siting approvals from the Massachusetts regulatory agencies, of December 31, 2017, 18which one has received approval, two are before the agencies and one, a joint project with National Grid, has yet to be filed. Three substation projects will be permitted locally, three projects are under construction and two projects have been placed in-service. We estimate our portion of the investment will be approximately $175 million, of which $28 million has been spent and capitalized through December 31, 2020.
Hartford-Area Transmission Projects: This portfolio of projects consisted of 27 projects in the Hartford, Connecticut area. In the third quarter of 2020, the final projects were placed in service and six projects are in active construction. Asas of December 31, 2017,2020, CL&P hadhas spent and capitalized $210.0$303 million in costs associated with GHCC.this portfolio. Additional restoration costs in the first quarter of 2021 will bring the total investment to approximately $304 million.
Seacoast Reliability Project: The Seacoast Reliability Project: On April 12, 2016, PSNH filed a siting application with the NHSEC for the Seacoast Reliability Project, consisted of a 13-mile, 115kV transmission line within several New Hampshire communities, which proposes to useusing a combination of overhead, underground and underwater line design to helpdesigns that helped meet the growing demand for electricity in the Seacoast region. In June 2016,The project was placed in service on May 29, 2020 and resulted in an investment of approximately $124 million.
Ready Path Solution: The Ready Path Solution was chosen in 2020 by ISO-NE as part of the NHSEC accepted our application as complete. Thefirst competitive solicitation for reliability upgrades in New Hampshire Department of Environmental Services has experienced delaysEngland to meet the energy shortfall that will be created with the issuanceretirement of permit conditionsthe Mystic Generating Station in Massachusetts in 2024. Our portion of the portfolio consists of installing new equipment at Eversource’s existing North Cambridge Substation with an estimated investment of approximately $14 million. The project is advancing permitting and now expectsengineering with construction scheduled to complete its reviewstart in February 2018. As a result, siting hearings have yet2021.
All project costs are anticipated to be rescheduled and we now expect the NHSEC decision in late-2018. This project is expected to be completed by the end of 2019. We estimate our investment in this project to be approximately $84 million, of which, PSNH had capitalized $24.5 million in costs,fully recoverable through December 31, 2017.transmission rates.
Distribution Business:
A summary of distribution capital expenditures by company is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | Total Electric | | Natural Gas | | Water | | Total |
| 2020 | | | | | | | | | | | | | |
| Basic Business | $ | 233.4 | | | $ | 195.1 | | | $ | 52.4 | | | $ | 480.9 | | | $ | 88.2 | | | $ | 10.9 | | | $ | 580.0 | |
| Aging Infrastructure | 179.9 | | | 237.1 | | | 80.2 | | | 497.2 | | | 391.3 | | | 115.5 | | | 1,004.0 | |
| Load Growth and Other | 77.8 | | | 110.8 | | | 21.3 | | | 209.9 | | | 65.6 | | | 0.8 | | | 276.3 | |
| Total Distribution | 491.1 | | | 543.0 | | | 153.9 | | | 1,188.0 | | | 545.1 | | | 127.2 | | | 1,860.3 | |
| Solar | — | | | 1.4 | | | — | | | 1.4 | | | — | | | — | | | 1.4 | |
| Total | $ | 491.1 | | | $ | 544.4 | | | $ | 153.9 | | | $ | 1,189.4 | | | $ | 545.1 | | | 127.2 | | | $ | 1,861.7 | |
| | | | | | | | | | | | | |
| 2019 | | | | | | | | | | | | | |
| Basic Business | $ | 228.7 | | | $ | 201.0 | | | $ | 47.3 | | | $ | 477.0 | | | $ | 71.2 | | | $ | 15.0 | | | $ | 563.2 | |
| Aging Infrastructure | 224.5 | | | 255.5 | | | 90.8 | | | 570.8 | | | 315.2 | | | 93.9 | | | 979.9 | |
| Load Growth and Other | 59.6 | | | 89.4 | | | 16.8 | | | 165.8 | | | 66.8 | | | 1.5 | | | 234.1 | |
| Total Distribution | 512.8 | | | 545.9 | | | 154.9 | | | 1,213.6 | | | 453.2 | | | 110.4 | | | 1,777.2 | |
| Solar | — | | | 7.5 | | | — | | | 7.5 | | | — | | | — | | | 7.5 | |
| Total | $ | 512.8 | | | $ | 553.4 | | | $ | 154.9 | | | $ | 1,221.1 | | | $ | 453.2 | | | $ | 110.4 | | | $ | 1,784.7 | |
| | | | | | | | | | | | | |
| 2018 | | | | | | | | | | | | | |
| Basic Business | $ | 256.3 | | | $ | 217.7 | | | $ | 69.3 | | | $ | 543.3 | | | $ | 72.9 | | | $ | 17.0 | | | $ | 633.2 | |
| Aging Infrastructure | 151.6 | | | 133.3 | | | 73.0 | | | 357.9 | | | 280.2 | | | 81.1 | | | 719.2 | |
| Load Growth and Other | 79.7 | | | 94.3 | | | 15.6 | | | 189.6 | | | 51.4 | | | 3.6 | | | 244.6 | |
| Total Distribution | 487.6 | | | 445.3 | | | 157.9 | | | 1,090.8 | | | 404.5 | | | 101.7 | | | 1,597.0 | |
| Solar and Other | — | | | 53.4 | | | 0.9 | | | 54.3 | | | — | | | — | | | 54.3 | |
| Total | $ | 487.6 | | | $ | 498.7 | | | $ | 158.8 | | | $ | 1,145.1 | | | $ | 404.5 | | | $ | 101.7 | | | $ | 1,651.3 | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | Total Electric | | Natural Gas | | Total Electric and Natural Gas Distribution Segments |
| 2017 | | | | | | | | | | | |
| Basic Business | $ | 214.0 |
| | $ | 166.1 |
| | $ | 67.2 |
| | $ | 447.3 |
| | $ | 67.7 |
| | $ | 515.0 |
|
| Aging Infrastructure | 180.7 |
| | 95.4 |
| | 87.8 |
| | 363.9 |
| | 219.9 |
| | 583.8 |
|
| Load Growth and Other | 52.3 |
| | 96.6 |
| | 13.2 |
| | 162.1 |
| | 47.7 |
| | 209.8 |
|
| Total Distribution | 447.0 |
| | 358.1 |
| | 168.2 |
| | 973.3 |
| | 335.3 |
| | 1,308.6 |
|
| Solar Power and Generation | — |
| | 100.1 |
| | 8.5 |
| | 108.6 |
| | — |
| | 108.6 |
|
| Total | $ | 447.0 |
| | $ | 458.2 |
| | $ | 176.7 |
| | $ | 1,081.9 |
| | $ | 335.3 |
| | $ | 1,417.2 |
|
| | | | | | | | | | | | |
| 2016 | | | | | | | | | | | |
| Basic Business | $ | 179.8 |
| | $ | 146.0 |
| | $ | 70.0 |
| | $ | 395.8 |
| | $ | 70.7 |
| | $ | 466.5 |
|
| Aging Infrastructure | 144.7 |
| | 105.7 |
| | 84.7 |
| | 335.1 |
| | 155.9 |
| | 491.0 |
|
| Load Growth and Other | 48.6 |
| | 89.2 |
| | 17.3 |
| | 155.1 |
| | 44.2 |
| | 199.3 |
|
| Total Distribution | 373.1 |
| | 340.9 |
| | 172.0 |
| | 886.0 |
| | 270.8 |
| | 1,156.8 |
|
| Generation | — |
| | — |
| | 17.5 |
| | 17.5 |
| | — |
| | 17.5 |
|
| Total | $ | 373.1 |
| | $ | 340.9 |
| | $ | 189.5 |
| | $ | 903.5 |
| | $ | 270.8 |
| | $ | 1,174.3 |
|
| | | | | | | | | | | | |
| 2015 | | | | | | | | | | | |
| Basic Business | $ | 141.1 |
| | $ | 126.9 |
| | $ | 59.2 |
| | $ | 327.2 |
| | $ | 46.8 |
| | $ | 374.0 |
|
| Aging Infrastructure | 151.0 |
| | 121.6 |
| | 57.3 |
| | 329.9 |
| | 122.3 |
| | 452.2 |
|
| Load Growth and Other | 42.2 |
| | 58.5 |
| | 25.5 |
| | 126.2 |
| | 43.5 |
| | 169.7 |
|
| Total Distribution | 334.3 |
| | 307.0 |
| | 142.0 |
| | 783.3 |
| | 212.6 |
| | 995.9 |
|
| Generation | — |
| | — |
| | 33.3 |
| | 33.3 |
| | — |
| | 33.3 |
|
| Total | $ | 334.3 |
| | $ | 307.0 |
| | $ | 175.3 |
| | $ | 816.6 |
| | $ | 212.6 |
| | $ | 1,029.2 |
|
For the electric distribution business, basic business includes the purchase of meters, tools, vehicles, information technology, transformer replacements, equipment facilities, and the relocation of plant. Aging infrastructure relates to reliability and the replacement of overhead lines, plant substations, underground cable replacement, and equipment failures. Load growth and other includes requests for new business and capacity additions on distribution lines and substation additions and expansions.
For the natural gas distribution business, basic business addresses daily operational needs including meters, pipe relocations due to public works projects, vehicles, and tools. Aging infrastructure projects seek to improve the reliability of the system through enhancements related to cast iron and bare steel replacement of main and services, corrosion mediation, and station upgrades. Load growth and other reflects growth in existing service territories including new developments, installation of services, and expansion.
For the water distribution business, basic business addresses daily operational needs including periodic meter replacement, water main relocation, facility maintenance, and tools. Aging infrastructure relates to reliability and the replacement of water mains, regulators, storage tanks, pumping stations, wellfields, reservoirs, and treatment facilities. Load growth and other reflects growth in our service territory, including improvements of acquisitions, installation of new services, and interconnections of systems.
Acquisition of Assets of Columbia Gas of Massachusetts: On October 9, 2020, Eversource acquired certain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts, which was previously doing business as CMA, pursuant to an asset purchase agreement (the Agreement) entered into on February 26, 2020 between Eversource and NiSource Inc. (NiSource). The cash purchase price was $1.1 billion, plus a target working capital amount of $69.6 million, which is subject to adjustment to reflect actual working capital as of the closing date that has not yet been finalized. Eversource financed the asset acquisition through a combination of debt and equity issuances in a ratio that was consistent with our consolidated capital structure. The natural gas distribution segment's capital spending program increasedassets acquired from CMA were assigned to EGMA, an indirect wholly-owned subsidiary of Eversource formed in 2020. The LNG assets acquired from CMA were assigned to Hopkinton LNG Corp. EGMA distributes natural gas to approximately 332,000 residential, commercial and industrial customers with over 5,000 miles of natural gas distribution pipeline across more than 60 communities in Massachusetts, adding to the approximately 303,000 natural gas customers that Eversource already serves in Massachusetts.
The transaction required approval by $64.5 millionthe DPU, the Maine Public Utilities Commission, the FERC, and the Federal Communications Commission, and review under the Hart-Scott-Rodino Act.
The liabilities assumed by Eversource under the Agreement specifically excluded any liabilities (past or future) arising out of, or related to, the fires and explosions that occurred on September 13, 2018 in 2017,Lawrence, Andover and North Andover, Massachusetts related to the delivery of natural gas by CMA, including certain subsequent events, all as compareddescribed and in the DPU's Order on Scope dated December 23, 2019 (D.P.U. 19-141) (the Greater Lawrence Incident or GLI). The liabilities assumed also excluded any further emergency events prior to 2016, primarily duethe closing of the acquisition related to an increased investment in system replacementthe restoration and reliability,reconstruction with respect to the GLI, including any losses arising out of, or related to, any litigation, demand, cause of action, claim, suit, investigation, proceeding, indemnification agreements or rights. Eversource did not assume any of CMA's or NiSource Inc.'s third party debt obligations or notes payable.
EGMA Rate Settlement Agreement: On October 7, 2020, the DPU approved a rate settlement agreement, which requested approval of the February 26, 2020 asset purchase agreement between Eversource and NiSource, as well as upgradesa rate stabilization plan, among other items. The settlement agreement included an authorized regulatory ROE of 9.70 percent as of January 1, 2021, a 53.25 percent equity component of its capital structure, and established rate base equal to our LNG facilities. We expect$995 million as of the LNG facility upgradesclosing on October 9, 2020.
The approved rate stabilization plan includes base distribution rate increases of $13 million on November 1, 2021 and $10 million on November 1, 2022. The settlement agreement includes two rate base resets during an eight-year rate plan, occurring on November 1, 2024 and November 1, 2027. The two rate base resets adjust distribution rates to cost approximately $200 millionaccount for capital additions (including the roll-in of GSEP capital additions), depreciation expense, property taxes, and return on rate base for capital additions placed into service through December 31, 2023, for the first rate base reset occurring on November 1, 2024, and through December 31, 2026, for the second rate base reset occurring on November 1, 2027. Notwithstanding the two distribution rate increases, the two rate base reset provisions, and potential adjustments for qualifying exogenous events, EGMA agreed not to be placed in service in late 2019.file for an increase or redesign of distribution base rates effective prior to November 1, 2028.
The settlement agreement also permits EGMA to seek recovery of both transaction and integration costs as a result of the asset acquisition after December 31, 2026, subject to DPU review and approval, and subject to certain conditions, such as demonstrating savings resulting from the acquisition.
Projected Capital Expenditures: Expenditures:A summary of the projected capital expenditures for the regulated companies' electric transmission and for the total electric distribution, solar development and natural gas distribution businessesand water distribution for 20182021 through 2021,2025, including information technology and facilities upgrades and enhancements on behalf of the regulated companies, is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Years |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | 2021 - 2025
Total |
| CL&P Transmission | $ | 443 | | | $ | 264 | | | $ | 204 | | | $ | 206 | | | $ | 173 | | | $ | 1,290 | |
| NSTAR Electric Transmission | 469 | | | 462 | | | 426 | | | 331 | | | 385 | | | 2,073 | |
| PSNH Transmission | 153 | | | 189 | | | 223 | | | 224 | | | 153 | | | 942 | |
Total Electric Transmission | $ | 1,065 | | | $ | 915 | | | $ | 853 | | | $ | 761 | | | $ | 711 | | | $ | 4,305 | |
| Electric Distribution | $ | 1,269 | | | $ | 1,309 | | | $ | 1,353 | | | $ | 1,289 | | | $ | 1,229 | | | $ | 6,449 | |
| Natural Gas Distribution | 824 | | | 925 | | | 974 | | | 937 | | | 789 | | | 4,449 | |
Total Electric and Natural Gas Distribution | $ | 2,093 | | | $ | 2,234 | | | $ | 2,327 | | | $ | 2,226 | | | $ | 2,018 | | | $ | 10,898 | |
| Water Distribution | $ | 149 | | | $ | 143 | | | $ | 154 | | | $ | 162 | | | $ | 171 | | | $ | 779 | |
| Information Technology and All Other | $ | 217 | | | $ | 249 | | | $ | 211 | | | $ | 194 | | | $ | 176 | | | $ | 1,047 | |
| Total | $ | 3,524 | | | $ | 3,541 | | | $ | 3,545 | | | $ | 3,343 | | | $ | 3,076 | | | $ | 17,029 | |
|
| | | | | | | | | | | | | | | | | | | |
| | Years |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2018-2021 Total |
| CL&P Transmission | $ | 390 |
| | $ | 228 |
| | $ | 155 |
| | $ | 128 |
| | $ | 901 |
|
| NSTAR Electric Transmission | 333 |
| | 293 |
| | 267 |
| | 248 |
| | 1,141 |
|
| PSNH Transmission | 149 |
| | 144 |
| | 138 |
| | 147 |
| | 578 |
|
| NPT | 300 |
| | 718 |
| | 436 |
| | 70 |
| | 1,524 |
|
Total Electric Transmission | $ | 1,172 |
| | $ | 1,383 |
| | $ | 996 |
| | $ | 593 |
| | $ | 4,144 |
|
| Electric Distribution | $ | 1,094 |
| | $ | 963 |
| | $ | 984 |
| | $ | 940 |
| | $ | 3,981 |
|
| Solar Development | 76 |
| | — |
| | — |
| | — |
| | 76 |
|
| Natural Gas Distribution | 422 |
| | 425 |
| | 380 |
| | 389 |
| | 1,616 |
|
Total Distribution | $ | 1,592 |
| | $ | 1,388 |
| | $ | 1,364 |
| | $ | 1,329 |
| | $ | 5,673 |
|
| Water | $ | 100 |
| | $ | 102 |
| | $ | 108 |
| | $ | 125 |
| | $ | 435 |
|
| Information Technology and All Other | $ | 178 |
| | $ | 124 |
| | $ | 111 |
| | $ | 112 |
| | $ | 525 |
|
| Total | $ | 3,042 |
| | $ | 2,997 |
| | $ | 2,579 |
| | $ | 2,159 |
| | $ | 10,777 |
|
The projections do not include investments related to Bay State Wind.offshore wind projects. Actual capital expenditures could vary from the projected amounts for the companies and years above.
Offshore Wind Business: Our offshore wind business includes ownership interests in North East Offshore and Bay State Wind, which together hold PPAs and contracts for the Revolution Wind, South Fork Wind and Sunrise Wind projects, as well as offshore leases issued by BOEM. Our offshore wind projects are being developed and constructed through a joint and equal partnership with Ørsted. This partnership also participates in new procurement opportunities for offshore wind energy in the Northeast U.S.
Eversource has a 50 percent ownership interest in North East Offshore, which holds the Revolution Wind and South Fork Wind projects, as well as a 257 square-mile ocean lease off the coasts of Massachusetts and Rhode Island. Eversource also has a 50 percent ownership interest in Bay State Wind, which holds the Sunrise Wind project. Bay State Wind's separate 300-square-mile ocean lease is located approximately 25 miles south of the coast of Massachusetts adjacent to the North East Offshore area. In aggregate, the Bay State Wind and the North East Offshore ocean lease sites jointly-owned by Eversource and Ørsted could eventually develop at least 4,000 MW of clean, renewable offshore wind energy. As of December 31, 2020, Eversource's total equity investment balance in its offshore wind business was $887.1 million, an increase of $237.8 million, as compared to 2019.
We are preparing our final project designs and advancing the appropriate federal, state and local siting and permitting processes along with our offshore wind partner, Ørsted, all of which is competitively sensitive. We currently expect to make investments in our offshore wind business of approximately $300 million to $500 million during 2021, subject to advancing our final project designs and federal, state and local permitting processes.
The following table provides a summary of the Eversource and Ørsted major projects with announced contracts:
| | | | | | | | | | | | | | | | | | | | |
| Wind Project | State Servicing | Size (MW) | Term (Years) | Price per MWh | Pricing Terms | Contract Status |
| Revolution Wind | Rhode Island | 400 | 20 | $98.43 | Fixed price contract; no price escalation | Approved |
| Revolution Wind | Connecticut | 304 | 20 | (1) | Fixed price contracts; no price escalation | Approved |
| South Fork Wind | New York (LIPA) | 90 | 20 | $160.33 | 2 percent average price escalation | Approved |
| South Fork Wind | New York (LIPA) | 40 | 20 | $86.25 | 2 percent average price escalation | (3) |
| Sunrise Wind | New York (NYSERDA) | 880 | 25 | $110.37 (2) | Fixed price contract; no price escalation | Approved |
(1) The pricing for the Revolution Wind contracts in Connecticut has not been publicly disclosed.
(2) Index Offshore Wind Renewable Energy Certificate (OREC) strike price.
(3) The Long Island Power Authority (LIPA) agreed to expand the original 20-year PPA from 90 MW to 130 MW through an amendment to the original agreement. The amendment is awaiting final approval from the New York Comptroller's Office.
Our offshore wind projects are subject to receipt of federal, state and local approvals necessary to construct and operate the projects. The federal permitting process is governed by BOEM, and state approvals are required from New York, Rhode Island and Massachusetts. Significant delays in the siting and permitting process resulting from the timeline for obtaining approval from BOEM and the state and local agencies, as well as the impact of COVID-19, could adversely impact the timing of these projects' in-service dates.
Federal Siting and Permitting Process: The South Fork Wind project has commenced the federal siting and permitting process with the filing of its Construction Operations Plan (COP) application with BOEM in 2018. The first major milestone in the BOEM review process is an issuance of a Notice of Intent to complete an Environmental Impact Statement (NOI), which South Fork Wind received in 2018. In August 2020, we received the final review schedule from BOEM regarding South Fork Wind’s COP approval. In January 2021, BOEM released its Draft Environmental Impact Statement (EIS) for the South Fork Wind project, which assessed the environmental, social, and economic impacts of constructing the project. Identified impacts were negligible to major adverse impacts to marine and terrestrial archaeological resources and to historic, and non-historic visual resources from project construction and operations. The Draft EIS also analyzed four alternatives to be evaluated as part of the process. Each of the identified alternative configurations had a similar level of environmental impacts, and if an alternative configuration was selected, the South Fork Wind project would still meet the contractual output under its PPA. A Final EIS is expected in the third quarter of 2021 and a final decision is expected in January 2022.
Based on BOEM’s final review schedule and final United States Army Corps of Engineers approval, we expect to start construction on South Fork in early 2022. South Fork Wind is designated as a “Covered Project” pursuant to Title 41 of the Fixing America’s Surface Transportation Act (FAST41) and a Major Infrastructure Project under Section 3(e) of Executive Order 13807, which provides greater federal attention on meeting the project’s permitting timelines.
Revolution Wind and Sunrise Wind filed their COP applications with BOEM in March 2020 and September 2020, respectively. Both projects received FAST41 designation in 2020. We are awaiting BOEM to outline its timeline for completing the review of each of the Revolution Wind and Sunrise Wind COPs in an NOI, which we expect to receive in 2021.
State and Local Siting and Permitting Process: South Fork Wind commenced the New York state siting process in 2018. On September 17, 2020, South Fork Wind filed a Joint Proposal in the New York State Article VII siting application. Amongst other things, the Joint Proposal included proposed mitigations to certain environmental, community and construction impacts associated with constructing electrical infrastructure. South Fork Wind was initially joined by PSEG Long Island and several citizens advocacy organizations. On October 9, 2020, the Joint Proposal was signed by the New York Departments of Public Service, Environmental Conservation, Transportation and State as well as the Office of Parks, Recreation and Historic Preservation. Hearings in the state siting process concluded in December 2020 and a decision is expected in mid-2021.
On September 10, 2020, the Town of East Hampton and the East Hampton Town Trustees announced that they had reached an agreement with South Fork Wind to issue the necessary easements and other real estate rights necessary to construct the South Fork Wind project. The Town approved the easements on January 21, 2021 and Trustees approved the lease on January 25, 2021.
State permitting applications in Rhode Island for Revolution Wind and in New York for Sunrise Wind were filed in December 2020. The Revolution Wind application was deemed complete on January 22, 2021 and the preliminary hearing is set for March 22, 2021.
Projected In-Service Dates: Based on BOEM’s confirmed permit schedule outlining when BOEM will complete its review of the South Fork Wind COP, we now expect the South Fork Wind project to be in-service by the end of 2023. For Revolution Wind and Sunrise Wind, we do not have a definitive timeline on when we will receive BOEM’s NOIs. At this time, we believe that it is unlikely that the projected in-service dates of the end of 2023 and the end of 2024 for Revolution Wind and Sunrise Wind, respectively, will be met. We are currently awaiting the receipt of BOEM’s NOIs for Revolution Wind and Sunrise Wind, which we expect to receive in 2021, in order to conclude on projected in-service dates.
FERC Regulatory IssuesMatters
FERC ROE Complaints: Four separate complaints have beenwere filed at the FERC by combinations of New England state attorneys general, state regulatory commissions, consumer advocates, consumer groups, municipal parties and other parties (collectively, the "Complainants")Complainants). In each of the first three complaints, filed on October 1, 2011, December 27, 2012, and July 31, 2014, respectively, the Complainants challenged the NETOs' base ROE of 11.14 percent that had been utilized since 2005 and sought an order to reduce it prospectively from the date of the final FERC order and for the separate 15-month complaint periods. In the fourth complaint, filed April 29, 2016, the Complainants challenged the NETOs' base ROE billed of 10.57 percent and the maximum ROE for transmission incentive ("incentive cap")(incentive cap) of 11.74 percent, asserting that these ROEs were unjust and unreasonable.
In response to appealsThe ROE originally billed during the period October 1, 2011 (beginning of the FERC decision in the first complaint filed byperiod) through October 15, 2014 consisted of a base ROE of 11.14 percent and incentives up to 13.1 percent. On October 16, 2014, the NETOsFERC set the base ROE at 10.57 percent and the Complainants,incentive cap at 11.74 percent for the first complaint period. This was also effective for all prospective billings to customers beginning October 16, 2014. This FERC order was vacated on April 14, 2017 by the U.S. Court of Appeals for the D.C. Circuit (the "Court") issuedCourt).
All amounts associated with the first complaint period have been refunded. Eversource has recorded a decision on April 14, 2017 vacatingreserve of $39.1 million (pre-tax and remandingexcluding interest) for the FERC's decision. The Court found thatsecond complaint period as of both December 31, 2020 and 2019. This reserve represents the FERC failed to make an explicit finding thatdifference between the 11.14billed rates during the second complaint period and a 10.57 percent base ROE wasand 11.74 percent incentive cap. The reserve consisted of $21.4 million for CL&P, $14.6 million for NSTAR Electric and $3.1 million for PSNH as of both December 31, 2020 and 2019.
On October 16, 2018, FERC issued an order on all four complaints describing how it intends to address the issues that were remanded by the Court. FERC proposed a new framework to determine (1) whether an existing ROE is unjust and unreasonable as required under Section 206and, if so, (2) how to calculate a replacement ROE. Initial briefs were filed by the NETOs, Complainants and FERC Trial Staff on January 11, 2019 and reply briefs were filed on March 8, 2019. The NETOs' brief was supportive of the Federal Power Act, before it set a new base ROE. The Court also found that the FERC did not provide a rational connection between the record evidence and its decision to select the midpoint of the upper half of the zone of reasonableness for the new base ROE.
Hearings on the fourth complaint were held in December 2017 before the Administrative Law Judge ("ALJ"), who is expected to issue an initial decision in March 2018.
A summary of the four separate complaints and the base ROEs pertinent to those complaints are as follows:
|
| | | | | | |
| Complaint | 15-Month Time Period of Complaint (Beginning as of Complaint Filing Date) | Original Base ROE Authorized by FERC at Time of Complaint Filing Date (1) | Base ROE Subsequently Authorized by FERC for First Complaint Period and also Effective from October 16, 2014 through April 14, 2017 (1) | Reserve (Pre-Tax and Excluding Interest) as of December 31, 2017 (in millions) | | FERC ALJ Recommendation of Base ROE on Second and Third Complaints (Issued March 22, 2016) |
| First | 10/1/2011 - 12/31/2012 | 11.14% | 10.57% | $— | (2) | N/A |
| Second | 12/27/2012 - 3/26/2014 | 11.14% | N/A | 39.1 | (3) | 9.59% |
| Third | 7/31/2014 - 10/30/2015 | 11.14% | 10.57% | — | | 10.90% |
| Fourth | 4/29/2016 - 7/28/2017 | 10.57% | 10.57% | — | | N/A |
| |
(1) | The ROE billed during the period October 1, 2011 through October 15, 2014 consisted of a base ROE of 11.14 percent and incentives up to 13.1 percent. On October 16, 2014, the FERC set the base ROE at 10.57 percent and an incentive cap at 11.74 percent for the first complaint period and also effective from the date of the FERC order on October 16, 2014. This FERC order was vacated on April 14, 2017. |
| |
(2) | CL&P, NSTAR Electric and PSNH have refunded all amounts associated with the first complaint period, totaling $38.9 million (pre-tax and excluding interest) at Eversource (consisting of $22.4 million at CL&P, $13.7 million at NSTAR Electric and $2.8 million at PSNH), reflecting both the base ROE and incentive cap prescribed by the FERC order. |
| |
(3) | The reserve represents the difference between the billed rates during the second complaint period and a 10.57 percent base ROE and 11.74 percent incentive cap. The reserve consisted of $21.4 million for CL&P, $14.6 million for NSTAR Electric and $3.1 million for PSNH as of December 31, 2017. |
On June 5, 2017, the NETOs, including Eversource, submitted a filing to the FERC to reinstate the baseoverall ROE of 11.14 percent with an associated ROE incentive cap of 13.5 percent effective June 8, 2017, as these were the last ROEs lawfully in effect for transmission billing purposes prior to the FERC order vacated by the Court on April 14, 2017. On October 6, 2017, the FERC did not accept the NETOs filing, temporarily leaving in place the ROEs (10.57 percent base ROE with an 11.74 percent incentive cap ROE) setmethodology determined in the first complaint proceeding until the FERC addresses the Court’s decision. On November 6, 2017, the NETOs submitted a request for rehearing of the FERC’s October 6, 2017 Order rejecting the compliance filing.
On October 5, 2017, the NETOs filed a series of motions, requesting that the FERC dismiss the four complaint proceedings. Alternatively, if16, 2018 order provided the FERC does not dismisschange the proceedings,proposed methodology or alter its implementation in a manner that has a material impact on the results.
The FERC order included illustrative calculations for the first complaint using FERC's proposed frameworks with financial data from that complaint. Those illustrative calculations indicated that for the first complaint period, for the NETOs, requested thatwhich FERC concludes are of average financial risk, the preliminary just and reasonable base ROE is 10.41 percent and the preliminary incentive cap on total ROE is 13.08 percent.
If the results of the illustrative calculations were included in a final FERC order for each of the complaint periods, then a 10.41 percent base ROE and a 13.08 percent incentive cap would not have a significant impact on our financial statements for all of the complaint periods. These preliminary calculations are not binding and do not represent what we believe to be the most likely outcome of a final FERC order.
On November 21, 2019, FERC issued Opinion No. 569 affecting the two pending transmission ROE complaints against the Midcontinent ISO (MISO) transmission owners, in which FERC adopted a new methodology for determining base ROEs. Various parties sought rehearing. On December 23, 2019, the NETOs filed supplementary materials in the NETOs' four pending cases to respond to this new methodology because of the uncertainty of the applicability to the NETOs' cases.
On May 21, 2020, the FERC consolidate allissued its order in Opinion No. 569-A on the rehearing of the MISO transmission owners' cases, in which FERC again changed its methodology for determining the MISO transmission owners' base ROEs. Various parties appealed the MISO transmission owners' opinion. On November 19, 2020, the FERC issued Opinion No. 569-B denying rehearing of Opinion No. 569-A and reaffirmed the methodology previously adopted in Opinion No. 569-A. The new methodology differs significantly from the methodology proposed by FERC in its October 16, 2018 order to determine the NETOs' base ROEs in its four pending cases.
Given the significant uncertainty regarding the applicability of the FERC opinions in the MISO transmission owners' two complaint cases to the NETOs' pending four complaint proceedings for expeditious resolution and/or stay the trial in the fourth complaint proceeding and resolve it based on the standards set in the April 14, 2017 Court decision.
At this time, the Company cannot reasonably estimate a range of gain or loss for the complaint proceedings. No events in 2017 provided acases, Eversource concluded that there is no reasonable basis for a change to the reserve balance of $39.1 million (pre-tax, excluding interest) for the second complaint period, and the Company has not changed its reserve or recognized ROEs for any of the complaint periods.
Management cannotperiods at this time predict the ultimate effecttime. As well, Eversource cannot reasonably estimate a range of the Court decisionany gain or future FERC action onloss for any of the four complaint periods or the estimated impacts on the financial position, results of operations or cash flows of proceedings at this time.
Eversource, CL&P, NSTAR Electric or PSNH.and PSNH currently record revenues at the 10.57 percent base ROE and incentive cap at 11.74 percent established in the October 16, 2014 FERC order.
The average impactA change of a 10 basis point changepoints to the base ROE used to establish the reserves would impact Eversource’s after-tax earnings by an average of approximately $3 million for each of the four 15-month complaint periodsperiods. From the date of a final FERC order, a change of 10 basis points to the base ROE would affect Eversource'simpact Eversource’s 2021 after-tax earnings by approximately $3 million.$5 million, or $0.01 per share, per year, and will increase slightly over time as we continue to invest in our transmission infrastructure.
FERC Notice of Inquiry on ROE: On March 21, 2019, FERC issued a Notice of Inquiry (NOI) seeking comments from all stakeholders on FERC's policies for evaluating ROEs for electric public utilities, and interstate natural gas and oil pipelines. On June 26, 2019, the NETOs jointly filed comments supporting the methodology established in the FERC’s October 16, 2018 order with minor enhancements going forward. The NETOs jointly filed reply comments in the FERC ROE NOI on July 26, 2019. On May 12, 2020, the NETOs filed supplemental comments in the NOI ROE docket. At this time, Eversource cannot predict how this proceeding will affect its transmission ROEs.
FERC Notice of Inquiry and Proposed Rulemaking on Transmission Incentives: On March 21, 2019, FERC issued an NOI seeking comments on FERC's policies for implementing electric transmission incentives. On June 26, 2019, Eversource filed comments requesting that FERC retain policies that have been effective in encouraging new transmission investment and remain flexible enough to attract investment in new and emerging transmission technologies. Eversource filed reply comments on August 26, 2019. On March 20, 2020, FERC issued a Notice of Proposed Rulemaking (NOPR) on transmission incentives. The NOPR intends to revise FERC’s electric transmission incentive policies to reflect competing uses of transmission due to generation resource mix, technological innovation and shifts in load patterns. FERC proposes to grant transmission incentives based on measurable project economics and reliability benefits to consumers rather than its current project risks and challenges framework. On July 1, 2020, Eversource filed comments generally supporting the NOPR. At this time, Eversource cannot predict how these proceedings will affect its transmission incentives.
FERC Transmission Transparency Settlement: On December 28, 2015, FERC initiated a proceeding to review the NETOs' regional and local transmission formula rates due to a lack of transparency, finding that the formula rates appeared to lack sufficient details to determine how costs are derived and recovered in rates. Parties engaged in further settlement negotiations and reached an agreement in principle on October 22, 2019. On June 15, 2020, the NETOs filed an uncontested Settlement Agreement with FERC, which was signed by all six New England state regulatory commissions, New England States Committee on Electricity, New England Municipals and all the NETOs. On December 28, 2020, the FERC issued an order approving the Settlement Agreement, which establishes annual formula rate transparency procedures effective June 15, 2021, implements a new regional and local rate structure effective January 1, 2022, and contains a rate moratorium through December 31, 2024.
Regulatory Developments and Rate Matters
Electric, Natural Gas and Water Utility Base Distribution Rates:
Each Eversource utility subsidiary is subject to the regulatory jurisdiction of the state in which it operates: CL&P, Yankee Gas and Aquarion operate in Connecticut and are subject to PURA regulation; NSTAR Electric, NSTAR Gas, EGMA and Aquarion operate in Massachusetts and are subject to DPU regulation; and PSNH and Aquarion operate in New Hampshire and are subject to NHPUC regulation. The regulated companies' distribution rates are set by their respective state regulatory commissions, and their tariffs include mechanisms for periodically adjusting their rates for the recovery of specific incurred costs.
In Connecticut, electric and natural gas utilities are required to file a distribution rate case, or for PURA to initiate a rate review, within four years of the last rate case. CL&P&P's and Yankee Gas' distribution rates were each established in 2018 PURA-approved rate case settlement agreements. Aquarion is not required to initiate a rate review with the PURA on a set schedule. Aquarion rates were established in a 20142013 PURA-approved rate case. On January 11, 2018, CL&P filed a distribution rate case settlement agreement for approval with PURA. See "Regulatory Developments and Rate Matters - Connecticut - CL&P Rate Case Settlement" in this Management's Discussion and Analysis of Financial Condition and Results of Operations, for more information. Yankee Gas distribution rates were established in a 2011 PURA-approved rate case. The requirement for Yankee Gas to file a base distribution rate case in 2015 was eliminated due to a rate review conducted by PURA and a resulting settlement in 2015 between Yankee Gas and PURA.
In Massachusetts, electric distribution companies are required to file at least one distribution rate case every five years, and natural gas local distribution companies to file at least one distribution rate case every 10 years, and those companies are limited to one settlement agreement in any 10-year period. On November 30,NSTAR Electric's distribution rates were established in a 2017 DPU-approved rate case. NSTAR Gas' distribution rates were established in an October 2020 DPU-approved rate case. EGMA's distribution rates were established in an October 2020 DPU-approved rate settlement agreement. Aquarion is not required to initiate a rate review with the DPU approved the NSTAR ElectricDPU. Aquarion rates were established in a 2018 DPU-approved rate case.
In New Hampshire, PSNH's distribution rates were established in a December 2020 NHPUC-approved rate case application. settlement agreement. Aquarion rates were established in a 2013 NHPUC-approved rate case, further revised in 2016. On December 18, 2020, Aquarion filed an application with the NHPUC for a permanent increase in base rates, effective February 1, 2021.
See "Regulatory"Regulatory Developments and Rate Matters - Massachusetts" and "- NSTAR Electric Distribution Rate Case Decision"New Hampshire," as well as "Business Development and Capital Expenditures – Acquisition of Assets of Columbia Gas of Massachusetts" in this Management's Discussion and Analysis of Financial Condition and Results of Operations, for more information.information on the NSTAR Gas, distribution rates were established in a 2015 DPU-approvedPSNH and EGMA 2020 rate case. approvals.
In New Hampshire, PSNH distribution rates were established in a settlement approved by the NHPUC in 2010. Prior to the expiration of that settlement, the NHPUC approved the continuation of those rates, and increased funding via rates, of PSNH's reliability enhancement program.
Electric, and Natural Gas and Water Utility Retail Rates:
The Eversource EDCselectric distribution companies obtain and resell power to retail customers who choose not to buy energy from a competitive energy supplier. The natural gas distribution companies procure natural gas for firm and seasonal customers. These energy supply procurement costs are recovered from customers in energy supply rates that are approved by the respective state regulatory commission. The rates are reset periodically and are fully reconciled to their costs. Each electric and natural gas distribution company fully recovers its energy supply costs through approved regulatory rate mechanisms on a timely basis and, therefore, such costs have no impact on earnings.
The electric and natural gas distribution companies also recover certain other costs on a fully reconciling basis through regulatory commission-approved cost tracking mechanisms and, therefore, suchrecovery of these costs havehas no impact on earnings. Costs recovered through cost tracking mechanisms include, among others, energy efficiency program costs, electric retail transmission charges, electric federally mandated congestion charges, system resiliency costs, certain uncollectible hardship bad debt expenses, and restructuring and stranded costs resulting from deregulation.(including securitized RRB charges), and additionally for our Massachusetts companies, pension and PBOP benefits and net metering for distributed generation. The reconciliation filings compare the total actual costs allowed to revenue requirements related to these services and the difference between the costs incurred (or the rate recovery allowed) and the actual costs allowed is deferred and included, to be either recovered or refunded, in future customer rates.
U.S. Federal Corporate Income Taxes: On December 22, 2017, the "Tax CutsThese cost tracking mechanisms also include certain incentives earned, return on rate base and Jobs Act" (the "Act") became law, which amended existing federal tax ruleson capital tracking mechanisms, and included numerous provisionscarrying charges that impacted corporations. In particular, the Act reduced the U.S. federal corporate income tax rate from 35 percent to 21 percent effective January 1, 2018. For our regulated companies, the most significant changes will be (1) the benefit of incurring a lower federal income tax expense, which we expect to be passed backare billed in rates to customers, which do impact earnings.
COVID-19 Regulatory Dockets: In Connecticut, PURA opened a docket to address COVID-19 developments, including issuing orders on March 18, 2020, April 29, 2020 and May 15, 2020 that authorized electric, natural gas and water utilities to establish a regulatory asset for COVID-19 uncollectible customer receivable expenses and costs associated with the related orders. PURA’s April 29, 2020 order, as supplemented on May 15, 2020, also allowed the inclusion of working capital costs in the regulatory asset, and authorized electric, natural gas and water utilities to establish a payment plan program designed to assist any customer who requests financial assistance during the COVID-19 pandemic. On July 10, 2020, PURA denied a request from a coalition of large industrial customers to reduce or suspend certain electric and natural gas charges during the COVID-19 pandemic.
In Massachusetts, on July 31, 2020, the DPU approved and adopted a coalition of electric, natural gas and water utilities’ comprehensive Customer Assistance Plan involving extended payment plans and waiver of late fees, extended plans under available arrearage management plans (AMPs), and continuation of the Shut-Off Moratorium. On September 3, 2020, the DPU approved the 2020 small commercial arrearage forgiveness program (AFP) proposed by the electric and natural gas distribution companies. In its interim order dated December 31, 2020, the DPU established certain cost tracking and data reporting requirements for the distribution companies and will allow each company to record, defer, and track incremental cost areas, subject to the DPU’s final determination of the ratemaking treatment in D.P.U. 20-58 and D.P.U. 20-91. In D.P.U. 20-91, the DPU will adjudicate the contested cost-recovery provisions identified in the Ratemaking Proposal and consider proposals to expand alternative customer bill payment options. The distribution companies’ Ratemaking Proposal for COVID-19 financial-related impacts includes recovery requests for each of the following five cost categories: (1) cash working capital; (2) arrearage forgiveness; (3) bad debt; (4) COVID-19 O&M expenses; and (5) waived fees.
In New Hampshire, on October 5, 2020, the provisional regulated excess ADIT liabilitiesNHPUC approved an agreement governing collections and disconnection activities, deposit activities, flexible payment plans, and special arrangements for income-qualified customers for all New Hampshire utilities including Eversource’s electric and water utilities. The terms of that weagreement continue through at least April 2021. Also, on August 18, 2020, the NHPUC Staff recommended that utilities in New Hampshire be permitted to create a regulatory asset for waived fees and incremental bad debt related to the COVID-19 pandemic. On November 13, 2020, the NHPUC Staff revised its recommendation arguing that waived fees should not be included in any regulatory asset related to the COVID-19 pandemic. The New Hampshire utilities disputed that recommendation on December 4, 2020, and on December 16, 2020, the NHPUC Staff renewed its November 13, 2020 recommendation. The NHPUC has yet to act on that recommendation.
For information on COVID-19-related regulatory deferrals recorded and COVID-19 charges incurred, see "Impact of COVID-19" included in this Management’s Discussion and Analysis.
Storm Event:
On August 4, 2020, Tropical Storm Isaias caused catastrophic damage to our electric distribution system, which resulted in significant amounts and durations of customer outages, primarily in Connecticut. In terms of customer outages, this storm was one of the worst in CL&P’s history. PURA has opened an investigation into CL&P's response to Tropical Storm Isaias. PURA will also investigate the prudence of costs incurred by CL&P to restore service as part of its response. CL&P is fully participating in PURA’s investigations and believes that these storm restoration costs were prudently incurred and meet the criteria for cost recovery. As a result, management does not expect the storm costs to benefithave a material impact on the results of operations of Eversource or CL&P.
Based on current estimates, the storm resulted in deferred storm restoration costs on our customers in future periods, which were estimated to bebalance sheets of approximately $2.9 billion$228 million at CL&P and recognized as regulatory liabilities$245 million at Eversource as of December 31, 2017. We2020. The estimated cost of restoration will change as additional cost information becomes available, final storm costs are deferred or capitalized, and post-storm restoration work is completed. The majority of incremental storm costs relate to third-party vendors that are external field crews needed to restore power and address municipal priorities. CL&P’s current estimate of total storm costs includes its projection of the cost of such vendors, but that estimate will change as CL&P receives and examines all storm related invoices.
Connecticut:
CL&P Storm Investigation: On August 7, 2020, PURA issued a notice that it had opened a docket to investigate the preparation for and response to Tropical Storm Isaias by Connecticut utilities, including CL&P. Hearings were completed in January 2021 and a final decision is currently workingexpected on April 28, 2021. If the April 28, 2021 final decision concludes that CL&P failed to comply with our state regulatory commissions, who have opened investigationsapplicable storm performance standards, then a separate proceeding will be initiated on May 7, 2021 to examine if and what amount of any civil penalty could potentially be imposed on CL&P, with a final decision currently anticipated on July 14, 2021.
CL&P Rate Suspension: On July 31, 2020, PURA temporarily suspended its June 26, 2020 approval of certain delivery rate components effective July 1, 2020, and ordered CL&P to restore rates to those in effect as of June 30, 2020 in order to allow PURA time to reexamine the impactrates to ensure that CL&P is not over-collecting revenues in the short-term. Rates were adjusted effective August 1, 2020. PURA indicated that this was due to the convergence of a number of recent events, including the COVID-19 crisis and its corresponding effect on customer energy usage, as well as the warmer than normal weather in July. On December 2, 2020, PURA issued a final decision in which it adjusted the timing of the Actannual rate adjustments for the Revenue Decoupling Mechanism Charge, the Transmission Adjustment Clause charge, the Non-Bypassable Federally Mandated Congestion Charge, and the Electric System Improvements Tracker so that these rates take effect on customer rates. FERCMay 1st of each year, as opposed to the current process of adjusting rates each January 1 and July 1. The final decision also modified the calculation of carrying charges and shifted the timing of recovery to rely on more actual versus forecasted information, among other changes.
The temporary suspension of rates has yetresulted in a current period under-recovery of costs, which results in an increase to address howour regulatory assets, with no impact on the Act would impact transmission rates.
We will continue to evaluate the impacts of the Act on our statement of financial position, resultsincome other than carrying charges, and a delay in the collection of operations, and cash flows. The impacts will vary dependingour costs.
Massachusetts:
NSTAR Electric Distribution Rates: As part of an inflation-based mechanism, NSTAR Electric submitted its third annual Performance Based
Rate Adjustment filing on the ultimate amount and timing of when certain income tax benefits will benefit our customers, and will vary by jurisdiction.
Connecticut:
CL&P Rate Case Settlement: On April 20, 2017, PURA approved the joint request of CL&P, the Connecticut Office of Consumer Counsel ("OCC")September 15, 2020 and the Connecticut Attorney GeneralDPU approved a $29.9 million increase to amend the deadline to establish new electricbase distribution rates inon December 30, 2020 for effect on January 1, 2021.
NSTAR Gas Rate Case: On October 30, 2020, the 2012 Connecticut merger settlement agreement from "no later than December 1, 2017" to "no later than July 1, 2018." On November 22, 2017, CL&P filed its application with PURA, which soughtDPU approved a base distribution rate increase of $255.8 million, $45.0 million and $36.0$23.0 million effective in May 2018,November 1, 2020, compared to the original request of $38.0 million. NSTAR Gas' 2019 and 2020, respectively. On December, 15, 2017, CL&P,plant additions are allowed recovery beginning on November 1, 2021. Thus, the Prosecutorial Unitreduced revenue requirement reflects the removal of PURA,this recovery, among other adjustments. The DPU also approved NSTAR Gas' proposal to continue its ongoing Gas System Enhancement Program (GSEP), the inclusion of GSEP investments since 2015 into base rates, and the OCC reachedimplementation of a settlement in principle.
On January 11, 2018, CL&P filed a10-year performance-based ratemaking plan, which includes an inflation-based adjustment mechanism to annual base distribution rate case settlement agreement for approval by PURA, which included, among other things, rate increases of $97.1 million, $32.7 million and $24.7 million, effective May 1, 2018, 2019, and 2020, respectively,rates. The decision allows an authorized regulatory ROE of 9.259.9 percent 53on a capital structure including 54.77 percent equity. The decision also approves a geothermal pilot program. The impact of the rate case decision resulted in a pre-tax charge to earnings in 2020 of $2.7 million at NSTAR Gas, primarily due to certain plant-related disallowances.
Sale of Water System: On July 31, 2020, we sold our water system and treatment plant that supplies water to the towns of Hingham, Hull and North Cohasset to the town of Hingham, Massachusetts. Net property, plant and equipment of $63.9 million and goodwill of $23.6 million were included in determining the gain on sale. Proceeds from the sale were $110.5 million, with a pre-tax gain of $16.0 million (after-tax gain of $3.5 million) recognized within Operations and Maintenance Expense on the statement of income for the year ended December 31, 2020. The assets and liabilities associated with the sale of the business were previously reflected in the Water Distribution segment and reporting unit.
New Hampshire:
PSNH Distribution Rates:On June 27, 2019, the NHPUC approved a settlement agreement that was reached by PSNH, the NHPUC Staff, the Office of the Consumer Advocate, and another settling party, to implement a temporary annual base distribution rate increase of $28.3 million. Although new rates were implemented on August 1, 2019 to customers, the provisions of the temporary base distribution rate increase were effective July 1, 2019. The settlement agreement also permitted PSNH to recover approximately $68.5 million in unrecovered storm costs over a five-year period beginning August 1, 2019, with debt carrying charges, which is included in the temporary rate increase.
On May 28, 2019, PSNH filed an application with the NHPUC for a permanent increase in base distribution rates of approximately $70 million, effective July 1, 2020, which included the temporary rate increase request. Temporary rates remained in effect with a reconciliation of permanent rates retroactive to July 1, 2019 once permanent rates were set.
On December 15, 2020, the NHPUC approved an October 9, 2020 settlement agreement on permanent rates between PSNH and all parties to the proceeding. The NHPUC approved a permanent rate increase of $45.0 million effective January 1, 2021, inclusive of the temporary rate increase referenced above. PSNH was also permitted three step increases, effective January 1, 2021, August 1, 2021, and August 1, 2022, to reflect plant additions in calendar years 2019, 2020 and 2021, respectively. On December 23, 2020, the NHPUC approved the first step adjustment for 2019 plant in service to recover a revenue requirement of $10.6 million, subject to reconciliation after completion of an audit, effective January 1, 2021. The settlement agreement also established an authorized regulatory ROE of 9.3 percent with a 54.4 percent common equity ratio in CL&P'sPSNH’s capital structure and provided for a new capital tracker through 2020to recover regulatory assessments, vegetation management costs, property tax costs, and lost distribution revenue attributable to net metering. In addition, base distribution rates were adjusted to reflect the refund of EDIT from the Tax Cuts and Jobs Act of 2017.
The settlement agreement allowed for capital additions, system resiliency, and grid modernization.the effect of the permanent rate increase to be extended back to the temporary rate period. In lieu of a customer rate increase for this recoupment of revenue, the NHPUC directed a portion of the total EDIT regulatory liability to offset bill impacts to customers. The rate increases associated withimpact of the settlement agreement will beresulted in an after-tax benefit to earnings in 2020 of $11.0 million at Eversource ($7.2 million at PSNH), due primarily to the reconciliation of permanent rates back to the temporary rate period resulting in a reduction of the EDIT regulatory liability, which reduced Income Tax Expense on the statement of income, and the allowed recovery of previously expensed costs. The earnings impact was partially offset by the negative impact from the over-refunding of the decreasechange in the 2018 federal corporate income tax rate as parta result of the "TaxTax Cuts and Jobs Act",Act of 2017 that was reflected in temporary rates, which we currently estimate to average approximately $45 million to $50 million per year, while amounts related to ADIT will be addressed inreduced Operating Revenues on the statement of income.
PSNH Generation Asset Divestiture-Related Costs: On May 15, 2020, the NHPUC Audit Staff issued a separate manner. We expect to receive final approval from PURAreport on the audit of PSNH’s generation asset divestiture-related costs and resulting securitized and stranded costs. The findings in the second quarter of 2018.
Clean Energy RFP: On January 31, 2018, pursuant to Section 8 of Public Act 13-303, "An Act Concerning Connecticut’s Clean Energy Goals,"audit report as amended by Section 10 of Public Act 17-144, “An Act Promoting the Use of Fuel Cells for Electric Distribution System Benefits and Reliability and Amending Various Energy-Related Programs and Requirements,” DEEPissued the Connecticut Clean Energy RFP, seeking bids from developers of qualified offshore wind, fuel cell and anaerobic digestion Class I resources. The maximum authorized procurement for qualified clean energy and RECs is 899,250 MWh per year, of which no more than 825,000 MWh per year may be provided by offshore wind, which in aggregate is the equivalent to the output of an approximate 200 MW facility. Energy deliveries under any resulting agreement must begin no earlier than July 1, 2019 and no later than December 31, 2025. The Connecticut EDC's, including CL&P, will be partwell as other aspects of the evaluation team responsible for conducting an evaluation and ranking bids received. Eversource and Ørsted are expected to submit a biddivestiture process were further investigated by NHPUC Staff through the discovery phase, which was completed in response to this RFP.
Massachusetts:
NSTAR Electric Distribution Rate Case Decision:July 2020. On NovemberSeptember 30, 2017, the DPU issued its decision in the NSTAR Electric distribution rate case, which approved an annual distribution rate increase of $37 million, with rates effective February 1, 2018. On January 3, 2018, NSTAR Electric2020, PSNH filed a motionsettlement agreement on the generation asset divestiture-related costs with the NHPUC Audit Staff. The settlement agreement resolved all issues with respect to reflect a revenue requirement reductionPSNH’s divestiture of $56 million (due to the decrease in the federal corporate income tax rate, as part of the "Tax Cuts and Jobs Act"), resulting in an annual net decrease in rates of $19 million.
In addition to its decision regarding rates, the DPU approved an authorized regulatory ROE of 10 percent, the establishment of a revenue decoupling rate mechanism for the portion of the NSTAR Electric business that did not previously have a decoupling mechanism, and the implementation of an inflation-based adjustment mechanism with a five-year stay-out until January 1, 2023.
Among other items, the DPU approved the recovery of previously expensed merger-related costs over a 10-year periodgenerating assets and the recovery of previously deferred storm costs with carrying charges at the prime rate, but disallowed certain property taxes. The rate case decision resulted in the recognition of an aggregate $44.1 million pre-tax benefit recorded in 2017.
Eversource and NSTAR Electric Boston Harbor Civil Action: On July 15, 2016, the United States Attorney on behalf of the United States Army Corps of Engineers filed a civil action in the United States District Court for the District of Massachusetts under provisions of the Rivers and Harbors Act of 1899 and the Clean Water Act against NSTAR Electric, Harbor Electric Energy Company, a wholly-owned subsidiary of NSTAR Electric ("HEEC"), and the Massachusetts Water Resources Authority (together with NSTAR Electric and HEEC, the "Defendants"). The action alleged that the Defendants failed to comply with certain permitting requirements related to the placement of the HEEC-owned electric distribution cable beneath Boston Harbor. The action sought an order to compel HEEC to comply with cable depth requirements in the United States Army Corps of Engineers' permit or alternatively to remove the electric distribution cable and cease unauthorized work in U.S. waterways. The action also sought civil penalties and other costs.
The parties reached a settlement pursuant to which HEEC agreed to install a new 115kV distribution cable across Boston Harbor to Deer Island, utilizing a different route, and remove portions of the existing cable. Upon the installation and completion of the new cable and the removal of the portions of the existing cable, all issues surrounding the current permit from the United States Army Corps of Engineers are expected to be resolved, and such litigation is expected to be dismissed with prejudice.
In 2017, as a result of the settlement, NSTAR Electric expensed $4.9 million (pre-tax) of previously incurred capitalized costs associated with engineering work performed on the existing cable that will no longer be used. In addition, NSTAR Electric agreed to provide a rate base credit of $17.5 million to the Massachusetts Water Resources Authority for the new cable. This negotiated credit will result in the initial $17.5$12.0 million of construction costs on the new cable to be expensed as incurred. Of this amount, NSTAR Electric expensed $11.1 million (pre-tax) ofdivestiture-related costs incurred onabove the new cable in 2017. Construction of the new cable is expected to be completed in 2019.
Massachusetts RFPs: On March 31, 2017, pursuant to a comprehensive energy law enacted in 2016, "An Act to Promote Energy Diversity," (the "Act") the Massachusetts EDCs, including NSTAR Electric, and the DOER issued a joint RFP for 9.45 terawatt hours of clean energy per year, such as hydropower, land-based wind or solar. The RFP seeks proposals for long-term contracts of 15 to 20 years to provide the state's EDCs with clean energy generation with a submission due date of July 27, 2017.
On January 25, 2018, the Northern Pass project was selected from the 46 proposals submitted as a winning bidder. On February 1, 2018, the NHSEC voted to deny Northern Pass’ siting application. On February 14, 2018, pursuant to the NHSEC’s decision, the Massachusetts EDCs, in coordination with the DOER and an independent evaluator, notified NPT that the EDCs will continue contract negotiations, with the option of discontinuing discussions and terminating its conditional selection by March 27, 2018.
On June 29, 2017, pursuant to the Act, the Massachusetts EDCs, including NSTAR Electric, and the DOER issued a joint RFP for long-term contracts for offshore wind energy projects, seeking bids for a minimum of 400 MW of offshore wind capacity. The RFP stated that bids of up to 800 MW would be considered, provided they demonstrated significant net economic benefits to customers.$635.7 million amount previously securitized. On December 20, 2017, Bay State Wind submitted two proposals in response to the Massachusetts clean energy RFP to the EDCs. One proposal was for 400 MW and the other was for 800 MW. The selection of the winning proposals for further negotiation of power purchase agreements with the EDCs is currently expected to occur by April 23, 2018.
New Hampshire:
Generation Divestiture: In June 2015, Eversource and PSNH entered into the 2015 Public Service Company of New Hampshire Restructuring and Rate Stabilization Agreement, under the terms of which PSNH agreed to divest its generation assets, subject to NHPUC approval. The NHPUC approval for this agreement, as well as NHPUC approval of the final divestiture plan and auction process, were received in the second half of 2016. In October 2017, PSNH entered into two Purchase and Sale Agreements ("Agreements") to sell its thermal and hydroelectric generation assets to private investors at purchase prices of $175 million and $83 million, respectively, subject to adjustments as set forth in the Agreements. The NHPUC approved the Agreements in late November 2017.
On January 10, 2018, PSNH completed the sale of its thermal generation facilities. In accordance with the Purchase and Sale Agreement, the original purchase price of $175 million was adjusted to reflect working capital adjustments, closing date adjustments and proration of taxes and fees prior to closing, totaling $40.9 million, resulting in net proceeds of $134.1 million. We are targeting for PSNH to complete the sale of its hydroelectric generation facilities by the end of the first quarter of 2018 at a sale price of $83 million, subject to adjustment. On January 30, 2018,17, 2020, the NHPUC approved the issuance ofadditional $12.0 million proposed in the settlement agreement to be recovered over a one-year period through the SCRC rate reduction bonds up to $690 million to recover stranded costs, subject to an audit by the NHPUC Audit Staff. This order is subject to an appeal period of 30 days.beginning February 1, 2021.
Upon completion of the divestiture, full recovery of PSNH's generation assets and transaction-related costs are expected to occur through a combination of cash flows during the remaining operating period, sales proceeds, and recovery of stranded costs via the issuance of bonds that will be secured by a non-bypassable charge or through recoveries in future rates billed to PSNH's customers.
Legislative and Policy Matters
Federal:On December 22, 2017,March 27, 2020, President Trump signed the "Tax$2.2 trillion bipartisan Coronavirus Aid, Relief, and Economic Security (CARES) Act. Among other provisions, the CARES Act provides for loans and other benefits to small and large businesses, expanded unemployment insurance, direct payments to those with wages middle-income and below, new appropriations funding for health care and other priorities, and tax changes like deferrals of employer payroll tax liabilities coupled with an employee retention tax credit and rollbacks of Tax Cuts and Jobs Act" (the "Act") became law, which amended existing federal tax rulesAct of 2017 limitations on net operating losses and included numerous provisions that will impact corporations. In particular, the Act reduced the federal corporate income tax rate from 35 percent to 21 percent effective January 1, 2018. See "Regulatory Developments and Rate Matters - U.S. Federal Corporate Income Taxes" in this Management's Discussion and Analysis of Financial Condition and Results of Operations, for more information.
Massachusetts: On August 11, 2017, Massachusetts issued final legislation, pursuant to Executive Order 569, which established volumetric limits on multiple greenhouse emission sources to ensure reductions are realized by deadlines established in the Massachusetts Global Warming Solutions Act enacted in 2008. Under this legislation, the initial target date for reduction in greenhouse gas emissions has been established incertain business interest limitation. For the year 2020. The legislation isended December 31, 2020, we have recorded a tax liability of approximately $39 million related to the deferral of employer payroll tax liability provision. Fifty percent of the deferral of employer payroll tax liability must be paid by December 31, 2021 and the remaining amount by December 31, 2022. Other than the cash flow benefit described, the CARES Act did not expected to have a material impact.
On December 27, 2020, President Trump signed into law H.R. 133, the “Consolidated Appropriations Act, 2021.” The House of Representatives and Senate previously passed the bill with overwhelming support. The legislation includes tax extenders as part of Division EE, the “Taxpayer Certainty and Disaster Tax Relief Act of 2020.” The provisions within the law include the extension of the Investment Tax Credit (ITC) for solar at 26 percent for facilities the construction of which begins through the end of 2022, at 22 percent for facilities the construction of which begins in 2023, and postponement of the date after which solar facilities placed in service receive only a 10 percent ITC to December 31, 2025, the extension of the ITC at 30 percent (with no phase-down) to offshore wind if construction begins by December 31, 2025 (qualifying offshore wind includes facilities located in the inland navigable waters or in the coastal waters of the U.S.), and the extension and expansion of the CARES Act employee retention tax credit for the period from January 1, 2021 through June 30, 2021, including increasing the credit rate from 50 percent to 70 percent of qualified wages, and increasing the per-employee creditable wages limit from $10,000 per year to $10,000 for each quarter. The tax credit provision impacts to Eversource are still being evaluated but are a significant positive development for the Company and provides the opportunity to generate additional tax credits in its renewable energy projects when the projects become operational.
Massachusetts: On January 28, 2021, the Massachusetts Legislature approved legislation which permits electric or natural gas distribution companies to assist Massachusetts municipalities in responding to the risks of climate change by owning solar facilities equal to up to 10 percent of the total installed solar generating capacity in Massachusetts as of July 31, 2020. Such facilities may be paired with energy storage where feasible to do so. This legislation is anticipated to allow each of Eversource’s Massachusetts operating companies to own up to approximately 280 MWs of solar generating facilities in addition to the 70 MWs previously constructed at NSTAR Electric.
Connecticut: On October 8, 2020, Connecticut enacted Public Act 20-5 (House Bill Number 7006), September Special Session (the Act). The Act, among other things, (1) requires PURA to open a proceeding by June 1, 2021 to begin to evaluate and eventually implement performance based regulation for electric distribution companies, and permits PURA to open a proceeding to consider such regulation for natural gas and water companies; (2) extends deadlines for PURA to issue final decisions in rate cases, change of control transactions and financing proceedings to be more consistent with timeframes in many other U.S. jurisdictions; (3) increases the maximum potential penalty for noncompliance with storm performance standards from 2.5 percent to 4 percent of annual electric distribution company revenue; and (4) directed PURA to open a proceeding by January 1, 2021 to evaluate and decide when bill credits should be paid to electric customers who lose service in future storms, including when waivers of these criteria will be granted to utilities. PURA opened a docket on December 29, 2020 to evaluate when bill credits would be paid for new storms after July 1, 2021. This law has no impact on the financial statements of Eversourcestorm response, costs or NSTAR Electric.impacts prior to July 1, 2021.
New Hampshire: On January 11, 2018, the New Hampshire Supreme Court issued a decision affirming the lower court's October 2016 decision that the Town of Bow, New Hampshire had over-assessed the value of the property owned by PSNH for the 2012 and 2013 property tax years. We estimate that the result of this decision will be approximately $7.5 million in property taxes and interest payable to PSNH. PSNH plans to account for any recovery on the same basis that the taxes were originally expensed in the respective periods covered by the decision.
Critical Accounting Policies
The preparation of financial statements in conformity with GAAP requires management to make estimates, assumptions and, at times, difficult, subjective or complex judgments. Changes in these estimates, assumptions and judgments, in and of themselves, could materially impact our financial position, results of operations or cash flows. Our management discusses with the Audit Committee of our Board of Trustees significant matters relating to critical accounting policies. Our critical accounting policies are discussed below. See the combined notes to our financial statements for further information concerning the accounting policies, estimates and assumptions used in the preparation of our financial statements.
Regulatory Accounting: Our regulated companies are subject to rate-regulationrate regulation that is based on cost recovery and meets the criteria for application of accounting guidance for rate-regulated operations, which considers the effect of regulation on the timing of the recognition of certain revenues and expenses. The regulated companies' financial statements reflect the effects of the rate-making process. The rates charged to the customers of our regulated companies are designed to collect each company's costs to provide service, plus a return on investment.
The application of accounting guidance for rate-regulated enterprises results in recording regulatory assets and liabilities. Regulatory assets represent the deferral of incurred costs that are probable of future recovery in customer rates. Regulatory assets are amortized as the incurred costs are recovered through customer rates. In some cases, we record regulatory assets before approval for recovery has been received from the applicable regulatory commission. We must use judgment to conclude that costs deferred as regulatory assets are probable of future recovery. We base our conclusion on certain factors, including, but not limited to, regulatory precedent. Regulatory liabilities represent either revenues received from customers to fund expected costs that have not yet been incurred or probable future refunds to customers.
We use judgment when recording regulatory assets and liabilities; however, regulatory commissions can reach different conclusions about the recovery of costs, and those conclusions could have a material impact on our financial statements. We believe it is probable that each of the regulated companies will recover its respective investments in long-lived assets and the regulatory assets that have been recorded. If we determine that we can no longer apply the accounting guidance applicable to rate-regulated enterprises, to our operations, or that we cannot conclude it is probable that costs will be recovered from customers in future rates, the applicable costs would be charged to earningsnet income in the period in which the determination is made.
Unbilled Revenues: The determination of retail energy sales to residential, commercial and industrial customers is based on the reading of meters, which occurs regularly throughout the month. Billed revenues are based on these meter readings, and the majority of our recorded annual revenues is based on actual billings. Because customers are billed throughout the month based on pre-determined cycles rather than on a calendar month basis, an estimate of electricity or natural gas delivered to customers for which the customers have not yet been billed is calculated as of the balance sheet date.
Unbilled revenues represent an estimate of electricity or natural gas delivered to customers but not yet billed. Unbilled revenues are included in Operating Revenues on the statement of income and are assets on the balance sheet that are reclassified to Accounts Receivable in the following month as customers are billed. Such estimates are subject to adjustment when actual meter readings become available or when there is a change in our estimates.
Unbilled revenues are recognized by allocating estimated unbilled sales volumes to the respective customer classes, and then applying an estimated rate by customer class to those sales volumes. Unbilled revenues can vary significantly from period to period as a result of seasonality, weather, customer usage patterns, customer rates in effect for customer classes, and the timing of customer billing. The estimate of unbilled revenues can significantly impact the amount of revenues recorded at the operating companies that do not have a revenue decoupling mechanism. CL&P, NSTAR Electric and NSTAR Gas record a regulatory deferral to reflect the actual allowed amount of revenue associated with their respective decoupled distribution rate design.
Pension, SERP and PBOP: We sponsor Pension, SERP and PBOP Plans to provide retirement benefits to our employees. For each of these plans, several significant assumptions are used to determine the projected benefit obligation, funded status and net periodic benefit cost. These assumptions include the expected long-term rate of return on plan assets, discount rate, compensation/progression rate and mortality and retirement assumptions. We evaluate these assumptions at least annually and adjust them as necessary. Changes in these assumptions could have a material impact on our financial position, results of operations or cash flows.
Expected Long-Term Rate of Return on Plan Assets: In developing this assumption,the expected long-term rate of return, we consider historical and expected returns, as well as input from our consultants. Our expected long-term rate of return on assets is based on assumptions regarding target asset allocations and corresponding expected rates of return for each asset class. We routinely review the actual asset allocations and periodically rebalance the investments to the targeted asset allocations when appropriate.allocations. For the year ended December 31, 2017,2020, our aggregate expected long-term rate-of-return assumption of 8.25 percent was used to determine our pension and PBOP expense.expense was 8.25 percent for the Eversource Service plans and 7 percent for the Aquarion plans. For the forecasted 20182021 pension and PBOP expense, ouran expected long-term rate of return of 8.25 percent for the Eversource Service plans and 7 percent for the Aquarion plans will be used reflecting our target asset allocations.
Discount Rate: Payment obligations related to the Pension, SERP and PBOP Plans are discounted at interest rates applicable to the expected timing of each plan's cash flows. The discount rate that was utilized in determining the 2017 pension, SERP and PBOP obligations was based on a yield-curve approach. This approach utilizes a population of bonds with an average rating of AA based on bond ratings by Moody's, S&P and Fitch, and uses bonds with above median yields within that population. As of December 31, 2017,2020, the discount rates used to determine the funded status were within a range of 3.432.4 percent to 3.752.7 percent for the Pension and SERP Plans, and within a range of 3.552.5 percent to 3.702.6 percent for the PBOP Plans. As of December 31, 2016,2019, the discount rates used were within a range of 4.013.0 percent to 4.333.4 percent for the Pension and SERP Plans, and 4.21within a range of 3.2 percent to 3.3 percent for the PBOP Plan.Plans. The decrease in the discount rates used to calculate the funded status resulted in an increase to the Pension and PBOP Plans' liability of approximately $390$603.0 million and $64$68.3 million, respectively, as of December 31, 2017. 2020.
Effective January 1, 2016, we elected to transition the discount rate toThe Company uses the spot rate methodology from the yield-curve approach for the service and interest cost components of Pension, SERP and PBOP expense because it provides a morerelatively precise measurement by matching projected cash flows to the corresponding spot rates on the yield curve. Historically, these components were estimated using the same weighted-average discount rate as for the funded status. The discount rates used to estimate the 2017 service costs2020 expense were within a range of 3.582.6 percent to 3.903.5 percent for the Pension and SERP Plans, and 4.64within a range of 2.7 percent to 3.6 percent for the PBOP Plans. The discount rates used to estimate the 2017 interest costs were within a range of 3.20 percent and 3.36 percent for the Pension and SERP Plans, and 3.48 percent for the PBOP Plans.
Mortality Assumptions: Assumptions as to mortality of the participants in our Pension, SERP and PBOP Plans are a key estimate in measuring the expected payments a participant may receive over their lifetime and the corresponding plan liability we need to record. In 2017, the IRS issued a revised mortality table used for determining lump sum payments from the Pension Plan, resulting in an increase to the liability of approximately $38 million. Also in 2017,2020, a revised scale for the mortality table was released, having the effect of decreasing the estimate of benefits to be provided to plan participants. The impact of the adoption of the revised mortality scale resultedand we utilized it in a decrease of approximately $26 million and $4 million for the Pension and PBOP Plans, respectively, as of December 31, 2017.our measurements.
Compensation/Progression Rate: This assumption reflects the expected long-term salary growth rate, including consideration of the levels of increases built into collective bargaining agreements, and impacts the estimated benefits that Pension and SERP Plan participants receive in the future. As of December 31, 2017,2020 and 2019, the compensation/progression raterates used to determine the funded status waswere within a range of 3.503.5 percent to 4.004 percent. As of December 31, 2016, this rate was 3.50 percent.
Health Care Cost: In August 2016, we amended theThe Eversource Service PBOP Plan to standardize benefit design and make benefit changes. As a result, this plan is no longernot subject to health care cost trends. As of December 31, 2020, for the Aquarion PBOP Plan, the health care trend rate for pre-65 retirees is 6.3 percent, with an ultimate rate of 5 percent in 2023, and for post-65 retirees, the health care trend rate and ultimate rate is 3.5 percent.
Actuarial Determination of Expense: Pension, SERP and PBOP expense is determined by our actuaries and consists of service cost and prior service cost, interest cost based on the discounting of the obligations, and amortization of actuarial gains and losses, offset by the expected return on plan assets. Actuarial gains and losses represent the amortization of differences between assumptions and actual information or updated assumptions. Pre-tax net periodic benefit expense for the Pension and SERP Plans was $64.9$56.9 million, $71.9$63.7 million and $134.7$39.6 million for the years ended December 31, 2017, 20162020, 2019 and 2015,2018, respectively. The pre-taxFor the PBOP Plans, there was net periodic PBOP cost is income of $39.6$51.6 million, $41.5 million and $17.9$45.0 million for the years ended December 31, 20172020, 2019 and 2016, respectively, and expense of $2.4 million for the year ended December 31, 2015. 2018, respectively.
The expected return on plan assets is determined by applying the assumed long-term rate of return to the Pension and PBOP Plan asset balances. This calculated expected return is compared to the actual return or loss on plan assets at the end of each year to determine the investment gains or losses to be immediately reflected in unrecognizedunamortized actuarial gains and losses.
Forecasted Expenses and Expected Contributions: We estimate that the expense in 2021 for the Pension and SERP Plans will be approximately $45$28 million and income in 2021 for the PBOP Plans will be approximately $45 million in 2018.$58 million. Pension, SERP and PBOP expense for subsequent years will depend on future investment performance, changes in future discount rates and other assumptions, and various other factors related to the populations participating in the plans.
Our policy is to fund the Pension Plans annually in an amount at least equal to the amount that will satisfy all federal funding requirements. We contributed $235.2$109.6 million to the Pension Plans in 2017.2020. We currently estimate contributing approximately $180$130.0 million to the Pension Plans in 2018.2021.
For the PBOP Plans, itIt is our policy to fund the PBOP Plans annually through tax deductible contributions to external trusts. We contributed $7.6$1.9 million to the PBOP Plans in 2017.2020. We currently estimate contributing $10$2.8 million to the PBOP Plans in 2018.2021.
Sensitivity Analysis: The following represents the hypothetical increase to the Pension Plans' (excluding the SERP Plans) reported annual cost and a decrease to the PBOP Plans' reported annual costincome as a result of a change in the following assumptions by 50 basis points:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Increase in Pension Plan Cost | | Decrease in PBOP Plan Income |
| Assumption Change | As of December 31, | | As of December 31, |
| Eversource | 2020 | | 2019 | | 2020 | | 2019 |
| Lower expected long-term rate of return | $ | 25.0 | | | $ | 22.9 | | | $ | 4.5 | | | $ | 4.1 | |
| Lower discount rate | 25.4 | | | 21.7 | | | 1.7 | | | 1.7 | |
| Higher compensation rate | 8.8 | | | 8.7 | | | N/A | | N/A |
|
| | | | | | | | | | | | | | | |
| (Millions of Dollars) | Increase in Pension Plan Cost | | Increase in PBOP Plan Cost |
| Assumption Change | As of December 31, |
| Eversource | 2017 | | 2016 | | 2017 | | 2016 |
| Lower expected long-term rate of return | $ | 20.4 |
| | $ | 19.5 |
| | $ | 4.1 |
| | $ | 3.9 |
|
| Lower discount rate | 19.7 | | 20.7 | | 3.6 | | 3.9 |
| Higher compensation rate | 9.3 | | 10.2 | | N/A | | N/A |
Goodwill: We recorded goodwill on our balance sheet associated with previous mergers and acquisitions. On December 4, 2017, we completed the acquisition of Aquarion, resulting in the addition of $0.9acquisitions, which totaled $4.45 billion of goodwill. Asas of December 31, 2017, a total of $4.4 billion of goodwill is recorded on our balance sheet.2020. We have identified our reporting units for purposes of allocating and testing goodwill as Electric Distribution, Electric Transmission, Natural Gas Distribution and Water. These reporting units are consistent with our operating segments underlying our reportable segments.Water Distribution. Electric Distribution and Electric Transmission reporting units include carrying values for the respective components of CL&P, NSTAR Electric and PSNH. The Natural Gas Distribution reporting unit includes the carrying values of NSTAR Gas, Yankee Gas and Yankee Gas. The Water reporting unit was created upon completionEGMA. We recorded $42 million of goodwillarising from the acquisition of Aquarion andCMA on October 9, 2020. The Water Distribution reporting unit includes itsthe Aquarion water utility businesses. As of December 31, 2017,2020, goodwill was allocated to the reporting units as follows: $2.5$2.54 billion to Electric Distribution, $0.6 billion$577 million to Electric Transmission, $0.4 billion$441 million to Natural Gas Distribution and $0.9 billion$884 million to Water.Water Distribution.
We are required to test goodwill balances for impairment at least annually by considering the fair values of the reporting units, which requires us to use estimates and judgments. We have selected October 1st of each year as the annual goodwill impairment testingtest date. Goodwill impairment is deemed to exist if the carrying amount of a reporting unit exceeds its estimated fair value and if the implied fair value of goodwill based on the estimated fair values of the reporting units' assets and liabilities is less than the carrying amount of the goodwill.value. If goodwill were deemed to be impaired, it would be written down in the current period to the extent of the impairment.
We performed an impairment test of goodwill as of October 1, 20172020 for the Electric Distribution, Electric Transmission, and Natural Gas Distribution and Water Distribution reporting units. This evaluation required the consideration of several factors that impact the fair value of the reporting units, including conditions and assumptions that affect the future cash flows of the reporting units. Key considerations include discount rates, utility sector market performance and merger transaction multiples, and internal estimates of future cash flows and net income.
The 20172020 goodwill impairment testassessment resulted in a conclusion that goodwill is not impaired and no reporting unit is at risk of a goodwill impairment. The fair value of the reporting units was substantially in excess of carrying value.
Long-Lived Assets: Impairment evaluations of long-lived assets, including property, plant and equipment and strategic, infrastructure and other investments,assets, involve a significant degree of estimation and judgment, including identifying circumstances that indicate an impairment may exist. Impairment analysis is required when events or changes in circumstances indicate that the carrying value of a long-lived asset may not be recoverable. Indicators of potential impairment include a deteriorating business climate, unfavorable regulatory action, decline in value that is other than temporary in nature, plans to dispose of a long-lived asset significantly before the end of its useful life, and accumulation of costs that are in excess of amounts allowed for recovery. The review of long-lived assets for impairment utilizes significant assumptions about operating strategies and external developments, including assessment of current and projected market conditions that can impact future cash flows.
Impairment of Northern Pass Transmission: Northern Pass was Eversource's planned 1,090 MW HVDC transmission line that would have interconnected from the Québec-New Hampshire border to Franklin, New Hampshire and an associated alternating current radial transmission line between Franklin and Deerfield, New Hampshire. As a result of a final decision received on July 19, 2019 from the New Hampshire Supreme Court, whereby the court denied Northern Pass’ appeal and affirmed the NHSEC’s denial of Northern Pass’ siting application on NPT, Eversource concluded that construction of NPT was no longer probable and that there was no constructive path forward for the project. In 2019, Eversource terminated the project and permanently abandoned any further development.
Based on the conclusion that the construction of Northern Pass was no longer probable, Eversource recorded an impairment charge in 2019 for all of the project costs associated with Northern Pass, which were primarily engineering design, siting, permitting and legal costs, along with appropriate allowances for funds used during construction, and recognized a receivable for certain cost reimbursement agreements. Additionally, Eversource recorded an impairment charge associated with the land acquired to construct Northern Pass in order to recognize the land at its estimated fair value based on assessed values and transaction costs. In total, this resulted in a pre-tax impairment charge of $239.6 million within Operating Income on the statement of income for the year ended December 31, 2017, we did not identify any2019, and was reflected in the Electric Transmission segment. The after-tax impact of the impairment indicators for our long-lived assets. If eventscharge was $204.4 million, or changes in circumstances indicate$0.64 per share, after giving effect to the carryingestimated fair value of the related land, reimbursement agreements, and the impact of expected income tax benefits associated with the impairment charge. As a long-lived asset mayresult of the decision to terminate the NPT project and permanently abandon any further development, Eversource does not expect any future cash expenditures associated with this project.
Equity Method Investments: Investments in affiliates where we have the ability to exercise significant influence, but not control, over an investee are initially recognized as an equity method investment at cost. Any differences between the cost of an investment and the amount of underlying equity in net assets of an investee are considered basis differences and are determined based upon the estimated fair values of the investee's identifiable assets and liabilities. For our offshore wind equity method investment, basis differences are related to intangible assets for PPAs that will be recoverable, we would performamortized over the term of the PPAs, and equity method goodwill that are not amortized. Capitalized interest associated with our offshore wind equity method investment is included in the investment balance.
Equity method investments are assessed for impairment when conditions exist that indicate that the fair value of the investment is less than book value. If the decline in value is considered to be other-than-temporary, the investment is written down to its estimated fair value, which establishes a new cost basis in the investment. Impairment evaluations involve a significant degree of judgment and estimation, including identifying circumstances that indicate an impairment analysis. An impairment analysis would consistmay exist and developing an estimate of two steps: first, the estimated undiscounted future cash flows attributableflows.
In 2020, Eversource recorded an other-than-temporary impairment of $2.8 million within Other Income, Net on the statement of income, related to the asset would be compared with the carrying valuea write-off of an investment within a renewable energy fund.
In 2018, Eversource recorded an other-than-temporary impairment of $32.9 million within Other Income, Net on our statement of income, related to Access Northeast, an equity method investment. Eversource identified a September 2018 non-Eversource natural gas series of explosions in eastern Massachusetts, compounded by an adverse legislative environment, as negative evidence that indicated potential impairment of our investment in Access Northeast. In 2018, management determined that the asset, and second, if the carrying value is greater than the undiscounted future cash flows an impairment charge wouldof the Access Northeast project were uncertain and could no longer be recognized equal toreasonably estimated and that the amount by which the carryingbook value of our equity method investment was not recoverable. On April 1, 2019, pursuant to a provision in the asset exceeds its estimated fair value.partnership agreement jointly entered into by Eversource, Enbridge, Inc. and National Grid plc, through Algonquin Gas Transmission, LLC, the Access Northeast project was terminated.
Income Taxes: Income tax expense is estimated for each of the jurisdictions in which we operate and is recorded each quarter using an estimated annualized effective tax rate. This process to record income tax expense involves estimating current and deferred income tax expense or benefit and the impact of temporary differences resulting from differing treatment of items for financial reporting and income tax return reporting purposes. Such differences are the result of timing of the deduction for expenses, as well as any impact of permanent differences, non-tax deductible expenses, or other items that directly impact income tax expense as a result of regulatory activity (flow-through items). The temporary differences and flow-through items result in deferred tax assets and liabilities that are included in the balance sheets.
We also account for uncertainty in income taxes, which applies to all income tax positions previously filed in a tax return and income tax positions expected to be taken in a future tax return that have been reflected on our balance sheets. The determination of whether a tax position meets the recognition threshold under applicable accounting guidance is based on facts and circumstances available to us. Once a tax position meets
Pursuant to the recognition threshold, the tax benefit is measured using a cumulative probability assessment. Assigning probabilities in measuring a recognized tax position and evaluating new information or events in subsequent periods requires significant judgment and could change previous conclusions used to measure the tax position estimate. New information or events may include tax examinations or appeals (including information gained from those examinations), developments in case law, settlements of tax positions, changes in tax law and regulations, rulings by taxing authorities and statute of limitation expirations. Such information or events may have a significant impact on our financial position, results of operations and cash flows.
On December 22, 2017, the "TaxTax Cuts and Jobs Act" (the "Act") became law, which amendedAct of 2017, Eversource had remeasured its existing deferred federal income tax rules and included numerous provisions that impacted corporations. In particular,balances to reflect the Act reduceddecrease in the U.S. federal corporate income tax rate from 35 percent to 21 percent effective January 1, 2018. For our regulated companies, the most significant changes will be (1) the benefit of incurring a lower federal income tax expense, which we expect to be passed back to customers, and (2) thepercent. The remeasurement resulted in provisional regulated excess accumulated deferred income tax (excess ADIT or EDIT) liabilities that we expect towill benefit our customers in future periods, whichperiods. As of December 31, 2020, these EDIT liabilities were estimated to be approximately $2.9$2.78 billion and recognized aswere included in regulatory liabilities on the balance sheet. Eversource's regulated companies are in the process of, or will be, refunding the EDIT liabilities to customers based on orders issued by applicable state regulatory commissions. The refund of these regulatory liabilities to customers will generally be made over the same period as of December 31, 2017.
We will continue to evaluate the impactsremaining useful lives of the Act, which will vary depending onunderlying assets that gave rise to the ultimate amount and timing of when certain income tax benefits will benefit our customers, and will vary by jurisdiction. Although the impacts could not be finalized upon the issuance of this combined Annual Report on Form 10-K, reasonable provisional estimates were recognized as of December 31, 2017. In accordance with SEC Staff Accounting Bulletin No. 118 ("SAB 118"), additional re-measurement may occur based on final analyses, computations, technical corrections, or other forms of guidance issued from regulatory agencies or commissions. While we believe the impacts of the Act were appropriately accounted for in accordance with applicable authoritative guidance, the ultimate outcome may be different from the provisional estimates recorded, and those differences may materially impact our future statement of financial position, results of operations, and cash flows.ADIT liabilities.
Accounting for Environmental Reserves: Environmental reserves are accrued when assessments indicate it is probable that a liability has been incurred and an amount can be reasonably estimated. Adjustments madeIncreases to estimates of environmental liabilities could have an adverse impact on earnings. We estimate these liabilities based on findings through various phases of the assessment, considering the most likely action plan from a variety of available remediation options (ranging from no action required to full site remediation and long-term monitoring), current site information from our site assessments, remediation estimates from third party engineering and remediation contractors, and our prior experience in remediating contaminated sites. If a most likely action plan cannot yet be determined, we estimate the liability based on the low end of a range of possible action plans. A significant portion of our environmental sites and reserve amounts relate to former MGP sites that were operated several decades ago and manufactured natural gas from coal and other processes, which resulted in certain by-products remaining in the environment that may pose a potential risk to human health and the environment, for which we may have potential liability. As assessmentsEstimates are based on these sites are performed, we may receive new information to be considered in our estimates related to the extent and nature of the contamination and the costs of required remediation.
Our estimates also incorporate currently enacted state and federal environmental laws and regulations and data released by the EPA and other organizations. The estimates associated with each possible action plan are judgmental in nature partly because there are usually several differentexpected remediation options from which to choose.plan. Our estimates are subject to revision in future periods based on actual costs or new information from other sources, including the level of contamination at the site, the extent of our responsibility or the extent of remediation required, recently enacted laws and regulations or a change in cost estimates due to certain economic factors. estimates.
Fair Value Measurements: We follow fair value measurement guidance that defines fair value as the price that would be received for the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We have applied this guidance to our Company's derivative contracts that are not elected or designated as "normal purchases or normal sales" (normal), to marketable securities held in trusts, and to our investments in our Pension and PBOP Plans,Plans. Fair value measurements are also incorporated into the accounting for goodwill, long-lived assets, equity method investments, and to nonfinancial assets such as goodwillAROs, and AROs. Thisin the valuation of the acquisition of CMA in 2020. The fair value measurement guidance was also applied in estimating the fair value of preferred stock, long-term debt and long-term debt.RRBs.
Changes in fair value of theour derivative contracts are recorded as Regulatory Assets or Liabilities, as we recover the costs of these contracts in rates charged to customers. These valuations are sensitive to the prices of energy and energy-related products in future years for which markets have not yet developed and assumptions are made.
We use quoted market prices when available to determine the fair value of financial instruments. If quoted market prices are not available, fair value is determined using quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments that are not active and model-derived valuations. When quoted prices in active markets for the same or similar instruments are not available, we value derivative contracts using models that incorporate both observable and unobservable inputs. Significant unobservable inputs utilized in the models include energy and energy-related product prices for future years for long-dated derivative contracts and market volatilities. Discounted cash flow valuations incorporate estimates of premiums or discounts, reflecting risk-adjusted profit that would be required by a market participant to arrive at an exit price, using available historical market transaction information. Valuations of derivative contracts also reflect our estimates of nonperformance risk, including credit risk.
Other Matters
Accounting Standards: For information regarding new accounting standards, see Note 1D,1C, "Summary of Significant Accounting Policies - Accounting Standards," to the financial statements.
Contractual Obligations and Commercial Commitments: Information regarding our contractual obligations and commercial commitments as of December 31, 2017,2020, is summarized annually through 20222025 and thereafter as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | | | | | | | | | | | | |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total |
Long-term debt maturities (a) | $ | 1,022.2 | | | $ | 1,175.2 | | | $ | 1,658.2 | | | $ | 1,049.9 | | | $ | 1,400.0 | | | $ | 9,807.9 | | | $ | 16,113.4 | |
| Rate reduction bond maturities | 43.2 | | | 43.2 | | | 43.2 | | | 43.2 | | | 43.2 | | | 324.1 | | | 540.1 | |
Estimated interest payments on existing debt (b) | 542.8 | | | 510.6 | | | 478.4 | | | 437.3 | | | 391.0 | | | 4,541.4 | | | 6,901.5 | |
Operating leases (c) | 11.4 | | | 9.0 | | | 6.4 | | | 4.5 | | | 3.4 | | | 36.2 | | | 70.9 | |
Finance leases(c) | 7.2 | | | 5.7 | | | 4.9 | | | 4.8 | | | 4.7 | | | 60.7 | | | 88.0 | |
Funding of pension obligations (d) (e) | 130.0 | | | — | | | — | | | — | | | — | | | — | | | 130.0 | |
Funding of PBOP obligations (d) (e) | 2.8 | | | — | | | — | | | — | | | — | | | — | | | 2.8 | |
Estimated future annual long-term contractual costs (f) | 1,328.8 | | | 1,218.6 | | | 1,096.1 | | | 1,052.3 | | | 1,023.0 | | | 5,451.8 | | | 11,170.6 | |
Total (g) | $ | 3,088.4 | | | $ | 2,962.3 | | | $ | 3,287.2 | | | $ | 2,592.0 | | | $ | 2,865.3 | | | $ | 20,222.1 | | | $ | 35,017.3 | |
| | | Eversource | | | | | | | | | | | | | | |
| CL&P | | CL&P | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total | (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total |
Long-term debt maturities (a) | $ | 961.0 |
| | $ | 801.0 |
| | $ | 296.1 |
| | $ | 922.8 |
| | $ | 1,188.9 |
| | $ | 7,643.1 |
| | $ | 11,812.9 |
| Long-term debt maturities (a) | $ | — | | | $ | — | | | $ | 400.0 | | | $ | 139.8 | | | $ | 400.0 | | | $ | 2,975.5 | | | $ | 3,915.3 | |
Estimated interest payments on existing debt (b) | 446.4 |
| | 417.4 |
| | 378.9 |
| | 361.5 |
| | 328.9 |
| | 2,994.5 |
| | 4,927.6 |
| Estimated interest payments on existing debt (b) | 156.2 | | | 156.2 | | | 151.2 | | | 146.2 | | | 135.2 | | | 1,884.0 | | | 2,629.0 | |
Capital leases (c) | 2.9 |
| | 3.3 |
| | 3.3 |
| | 2.8 |
| | 1.3 |
| | 2.5 |
| | 16.1 |
| |
Operating leases (d) | 13.2 |
| | 11.4 |
| | 10.0 |
| | 8.9 |
| | 7.4 |
| | 19.7 |
| | 70.6 |
| |
Operating leases (c) | | Operating leases (c) | 0.2 | | | 0.1 | | | — | | | — | | | — | | | — | | | 0.3 | |
Finance leases (c) | | Finance leases (c) | 1.5 | | | — | | | — | | | — | | | — | | | — | | | 1.5 | |
Funding of pension obligations (d) (e) | 180.0 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 180.0 |
| Funding of pension obligations (d) (e) | 78.9 | | | — | | | — | | | — | | | — | | | — | | | 78.9 | |
Funding of PBOP obligations (d) (e) | 10.0 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 10.0 |
| |
Estimated future annual long-term contractual costs (f) | 599.0 |
| | 578.2 |
| | 542.8 |
| | 497.2 |
| | 459.5 |
| | 2,869.4 |
| | 5,546.1 |
| Estimated future annual long-term contractual costs (f) | 588.3 | | | 661.5 | | | 684.6 | | | 674.9 | | | 647.7 | | | 2,755.8 | | | 6,012.8 | |
Total (g) | $ | 2,212.5 |
| | $ | 1,811.3 |
| | $ | 1,231.1 |
| | $ | 1,793.2 |
| | $ | 1,986.0 |
| | $ | 13,529.2 |
| | $ | 22,563.3 |
| Total (g) | $ | 825.1 | | | $ | 817.8 | | | $ | 1,235.8 | | | $ | 960.9 | | | $ | 1,182.9 | | | $ | 7,615.3 | | | $ | 12,637.8 | |
(a) Long-term debt maturities exclude the CYAPC pre-1983 spent nuclear fuel obligation, net unamortized premiums, discounts and debt issuance costs, and other fair value adjustments.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| CL&P | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total |
Long-term debt maturities (a) | $ | 300.0 |
| | $ | 250.0 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 2,515.3 |
| | $ | 3,065.3 |
|
Estimated interest payments on existing debt (b) | 137.1 |
| | 121.7 |
| | 114.8 |
| | 114.8 |
| | 114.8 |
| | 1,462.8 |
| | 2,066.0 |
|
Capital leases (c) | 2.0 |
| | 2.0 |
| | 2.0 |
| | 1.4 |
| | — |
| | — |
| | 7.4 |
|
Operating leases (d) | 1.8 |
| | 1.5 |
| | 1.3 |
| | 1.1 |
| | 1.0 |
| | 1.0 |
| | 7.7 |
|
Funding of pension obligations (d) (e) | 82.0 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 82.0 |
|
Estimated future annual long-term contractual costs (f) | 177.9 |
| | 175.4 |
| | 198.2 |
| | 187.8 |
| | 175.6 |
| | 836.9 |
| | 1,751.8 |
|
Total (g) | $ | 700.8 |
| | $ | 550.6 |
| | $ | 316.3 |
| | $ | 305.1 |
| | $ | 291.4 |
| | $ | 4,816.0 |
| | $ | 6,980.2 |
|
| |
(a) | Long-term debt maturities exclude the CYAPC pre-1983 spent nuclear fuel obligation, net unamortized premiums, discounts and debt issuance costs, and other fair value adjustments. |
(c) The operating and finance lease obligations include interest.
| |
(b) | Estimated interest payments on fixed-rate debt are calculated by multiplying the coupon rate on the debt by its scheduled notional amount outstanding for the period of measurement. Estimated interest payments on floating-rate debt are calculated by multiplying the end of 2017 floating-rate reset on the debt by its scheduled notional amount outstanding for the period of measurement. This same rate is then assumed for the remaining life of the debt. |
| |
(c) | The capital lease obligations include interest. |
(d) Amounts are not included on our balance sheets.
| |
(d) | Amounts are not included on our balance sheets. |
| |
(e) | These amounts represent expected pension and PBOP contributions for 2018. Future contributions will vary depending on many factors, including the performance of existing plan assets, valuation of the plans' liabilities and long-term discount rates. |
(e) These amounts represent expected pension and PBOP contributions for 2021. Future contributions will vary depending on many factors, including the performance of existing plan assets, valuation of the plans' liabilities and long-term discount rates.
| |
(f) | Other than certain derivative contracts held by the regulated companies, these obligations are not included on our balance sheets. |
| |
(g) | Does not include other long-term liabilities recorded on our balance sheet, such as environmental reserves, employee medical insurance, workers compensation and long-term disability insurance reserves, ARO liability reserves and other reserves, as we cannot make reasonable estimates of the timing of payments. Also, does not include amounts not included on our balance sheets for future funding of Eversource's equity method investments, as we cannot make reasonable estimates of the periods or the investment contributions. |
(f) Other than certain derivative contracts held by the regulated companies, these obligations are not included on our balance sheets.
(g) Does not include other long-term liabilities recorded on our balance sheet, such as environmental reserves, employee medical insurance, workers compensation and long-term disability insurance reserves, ARO liability reserves and other reserves, as we cannot make reasonable estimates of the timing of payments. Also, does not include amounts not included on our balance sheets for future funding of Eversource's equity method investments, as we cannot make reasonable estimates of the periods or the investment contributions.
For further information regarding our contractual obligations and commercial commitments, see Note 6,7, "Asset Retirement Obligations," Note 7,8, "Short-Term Debt," Note 8,9, "Long-Term Debt," Note 9A,10, "Rate Reduction Bonds and Variable Interest Entities," Note 11A, "Employee Benefits - Pension Benefits and Postretirement Benefits Other Than Pensions,Pension," Note 11,13, "Commitments and Contingencies," and Note 13,14, "Leases," to the financial statements.
RESULTS OF OPERATIONS – EVERSOURCE ENERGY AND SUBSIDIARIES
The following provides the amounts and variances in operating revenues and expense line items in the statements of income for Eversource for the years ended December 31, 20172020 and 20162019 included in this Annual Report on Form 10-K:
| | | | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | Increase/(Decrease) | | |
| Operating Revenues | $ | 8,904.4 | | | $ | 8,526.5 | | | $ | 377.9 | | | |
| Operating Expenses: | | | | | | | |
| Purchased Power, Fuel and Transmission | 2,987.8 | | | 3,040.2 | | | (52.4) | | | |
| Operations and Maintenance | 1,480.3 | | | 1,363.1 | | | 117.2 | | | |
| Depreciation | 981.4 | | | 885.3 | | | 96.1 | | | |
| Amortization | 177.7 | | | 195.4 | | | (17.7) | | | |
| Energy Efficiency Programs | 535.8 | | | 501.4 | | | 34.4 | | | |
| Taxes Other Than Income Taxes | 752.7 | | | 711.0 | | | 41.7 | | | |
| Impairment of Northern Pass Transmission | — | | | 239.6 | | | (239.6) | | | |
| Total Operating Expenses | 6,915.7 | | | 6,936.0 | | | (20.3) | | | |
| Operating Income | 1,988.7 | | | 1,590.5 | | | 398.2 | | | |
| Interest Expense | 538.4 | | | 533.2 | | | 5.2 | | | |
| Other Income, Net | 108.6 | | | 132.8 | | | (24.2) | | | |
| Income Before Income Tax Expense | 1,558.9 | | | 1,190.1 | | | 368.8 | | | |
| Income Tax Expense | 346.2 | | | 273.5 | | | 72.7 | | | |
| Net Income | 1,212.7 | | | 916.6 | | | 296.1 | | | |
| Net Income Attributable to Noncontrolling Interests | 7.5 | | | 7.5 | | | — | | | |
| Net Income Attributable to Common Shareholders | $ | 1,205.2 | | | $ | 909.1 | | | $ | 296.1 | | | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | Increase/(Decrease) |
| Operating Revenues | $ | 7,752.0 |
| | $ | 7,639.1 |
| | $ | 112.9 |
|
| Operating Expenses: | |
| | |
| | |
|
| Purchased Power, Fuel and Transmission | 2,535.3 |
| | 2,500.8 |
| | 34.5 |
|
| Operations and Maintenance | 1,277.1 |
| | 1,323.5 |
| | (46.4 | ) |
| Depreciation | 773.8 |
| | 715.5 |
| | 58.3 |
|
| Amortization of Regulatory Assets, Net | 90.0 |
| | 71.7 |
| | 18.3 |
|
| Energy Efficiency Programs | 480.8 |
| | 533.7 |
| | (52.9 | ) |
| Taxes Other Than Income Taxes | 676.8 |
| | 634.0 |
| | 42.8 |
|
| Total Operating Expenses | 5,833.8 |
| | 5,779.2 |
| | 54.6 |
|
| Operating Income | 1,918.2 |
| | 1,859.9 |
| | 58.3 |
|
| Interest Expense | 421.8 |
| | 401.0 |
| | 20.8 |
|
| Other Income, Net | 78.0 |
| | 45.9 |
| | 32.1 |
|
| Income Before Income Tax Expense | 1,574.4 |
| | 1,504.8 |
| | 69.6 |
|
| Income Tax Expense | 578.9 |
| | 555.0 |
| | 23.9 |
|
| Net Income | 995.5 |
| | 949.8 |
| | 45.7 |
|
| Net Income Attributable to Noncontrolling Interests | 7.5 |
| | 7.5 |
| | — |
|
| Net Income Attributable to Common Shareholders | $ | 988.0 |
| | $ | 942.3 |
| | $ | 45.7 |
|
Operating Revenues
A summary of our Operating Revenues by segment was as follows: |
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | Increase/(Decrease) |
| Electric Distribution | $ | 5,542.9 |
| | $ | 5,594.3 |
| | $ | (51.4 | ) |
| Natural Gas Distribution | 947.3 |
| | 857.7 |
| | 89.6 |
|
| Electric Transmission | 1,301.7 |
| | 1,210.0 |
| | 91.7 |
|
| Other and Eliminations | (39.9 | ) | | (22.9 | ) | | (17.0 | ) |
| Total Operating Revenues | $ | 7,752.0 |
| | $ | 7,639.1 |
| | $ | 112.9 |
|
Sales Volumes:A summary of our retail electric GWh sales volumes, our firm natural gas MMcf sales volumes, and our water MG sales volumes, and percentage changes, is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Electric | | Firm Natural Gas | | Water |
| | Sales Volumes (GWh) | | Percentage
Decrease | | Sales Volumes (MMcf) | | Percentage
Increase | | Sales Volumes (MG) | | Percentage
(Decrease)/Increase |
| 2020 | | 2019 | | | 2020 | | 2019 | | | 2020 | | 2019 | |
| Traditional | 7,675 | | | 7,685 | | | (0.1) | % | | — | | | — | | | — | % | | 2,011 | | | 2,161 | | | (6.9) | % |
Decoupled and Special Contracts (1)(2) | 42,531 | | | 43,934 | | | (3.2) | % | | 112,756 | | | 107,806 | | | 4.6 | % | | 23,122 | | | 21,370 | | | 8.2 | % |
| Total Sales Volumes | 50,206 | | | 51,619 | | | (2.7) | % | | 112,756 | | | 107,806 | | | 4.6 | % | | 25,133 | | | 23,531 | | | 6.8 | % |
(1)Special contracts are unique to Yankee Gas natural gas distribution customers who take service under such an arrangement and generally specify the amount of distribution revenue to be paid to Yankee Gas regardless of the customers' usage.
(2) The 2020 firm natural gas sales volumes include the addition of EGMA beginning October 9, 2020.
Weather, fluctuations in MMcfenergy supply costs, conservation measures (including utility-sponsored energy efficiency programs), and percentage changes was as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | Electric | | Firm Natural Gas |
| | For the Years Ended December 31, | | For the Years Ended December 31, |
| | 2017 | | 2016 | | Decrease | | Percent | | 2017 | | 2016 | | Increase | | Percent |
| Traditional | 27,855 |
| | 28,479 |
| | (624 | ) | | (2.2 | )% | | 46,957 |
| | 45,314 |
| | 1,643 |
| | 3.6 | % |
Decoupled and Natural Gas Special Contracts | 24,391 |
| | 25,163 |
| | (772 | ) | | (3.1 | )% | | 54,069 |
| | 52,728 |
| | 1,341 |
| | 2.5 | % |
| Total Sales Volumes | 52,246 |
| | 53,642 |
| | (1,396 | ) | | (2.6 | )% | | 101,026 |
| | 98,042 |
| | 2,984 |
| | 3.0 | % |
Fluctuations ineconomic conditions affect customer energy usage and water consumption. Industrial sales volumes at certain ofare less sensitive to temperature variations than residential and commercial sales volumes. In our service territories, weather impacts both electric and water sales volumes during the summer and both electric and natural gas utilitiessales volumes during the winter; however, natural gas sales volumes are more sensitive to temperature variations than electric sales volumes. Customer heating or cooling usage may not directly correlate with historical levels or with the level of degree-days that occur.
Fluctuations in retail electric sales volumes at PSNH impact earnings ("Traditional" in the table above). FluctuationsFor CL&P, NSTAR Electric, NSTAR Gas, EGMA, Yankee Gas, and our Connecticut water distribution business, fluctuations in CL&P's, NSTAR Electric's (for a portion of its sales volumes as of December 31, 2017) and NSTAR Gas'retail sales volumes do not materially impact the level of base distribution revenue realized or earnings due to thetheir respective regulatory commission-approved distribution revenue decoupling mechanisms ("Decoupled and Natural Gas Special Contracts"Decoupled" in the table above). The revenue decoupling mechanisms permit recovery of a base amount ofThese distribution revenues andare decoupled from their customer sales volumes, which breaks the relationship between sales volumes and revenues recognized. Effective February 1, 2018, all of NSTAR Electric's
Operating Revenues: Operating Revenues by segment increased in 2020, as compared to 2019, as follows:
| | | | | |
| (Millions of Dollars) | Increase/(Decrease) |
| Electric Distribution | $ | 155.8 | |
| Natural Gas Distribution | 146.5 | |
| Electric Transmission | 147.1 | |
| Water Distribution | 0.8 | |
| Other | 207.4 | |
| Eliminations | (279.7) | |
| Total Operating Revenues | $ | 377.9 | |
Electric and Natural Gas Distribution Revenues:
Base Distribution Revenues:
•Base electric distribution revenues were decoupledincreased $97.5 million in 2020, as compared to 2019, due primarily to the impact of CL&P's base distribution rate increases effective May 1, 2020 and May 1, 2019, which include recovery of storm costs and certain other items that do not impact earnings, the NSTAR Electric base distribution rate increase effective January 1, 2020, and the impact of the PSNH temporary base distribution rate increase effective July 1, 2019, which includes recovery of storm costs and certain other items that do not impact earnings.
•The increase in total electric distribution revenues was partially offset by the impact of the December 2020 PSNH settlement agreement driven by the negative impact from the over-refunding of the change in the 2018 federal corporate income tax rate as a result of the DPU-approved rate case decision.Tax Cuts and Jobs Act of 2017 that was reflected in temporary rates.
Operating Revenues, which primarily consist of base electric and natural gas distribution revenues and tracked revenues further described below, increased by $112.9 million in 2017, as compared to 2016.
Base electric and natural gas distribution revenues: Base electric distribution segment revenues, excluding LBR, decreased $12.3 million in 2017, as compared to 2016, due primarily to a decrease in sales volumes driven by the mild summer weather in 2017 at our non-decoupled electric companies. LBR increased $13.0 million in 2017, as compared to 2016. Effective February 1, 2018, NSTAR Electric no longer has an LBR mechanism. •Base natural gas distribution revenues increased $2.9$34.3 million in 2017,2020, as compared to 2016. The impact of higher firm natural gas2019, due primarily to base distribution rate increases at Yankee Gas effective January 1, 2020 and at NSTAR Gas effective November 1, 2020.
sales volumes, which was driven by colder winter weather in the fourth quarter of 2017, was partially offset by lower demand revenues in Connecticut driven by lower peak usage in 2017, as compared to 2016.
Tracked Distribution Revenues:Tracked distribution revenues: Tracked revenues consist of certain costs that are recovered from customers in retail rates through regulatory commission-approved cost tracking mechanisms and therefore, haverecovery of these costs has no impact on earnings. Costs recovered through costHowever, tracked revenues do include certain incentives earned, return on rate base and on capital tracking mechanisms, include energy supply procurement and other energy-related costs for our electric and natural gas customers, retail transmission charges, energy efficiency program costs, net metering for distributed generation and restructuring and stranded cost recovery revenues. In addition, certain tracked revenues include incentives earned and carrying charges that are billed in rates to customers.
Tracked natural gas distribution segment revenues increased as a result of an increase incustomers, which do impact earnings. Costs recovered through cost tracking mechanisms include, among others, energy supply and natural gas supply procurement and other energy-related costs, ($68.7 million) and an increase inelectric retail transmission charges, energy efficiency program revenues ($18.1 million). Trackedcosts, electric distribution revenues decreased as a result of a decrease in electric energy supply costs ($21.7 million), driven by decreased average retail prices and lower sales volumes, a decrease in retail electric transmission charges ($14.8 million), a decrease in transitionrestructuring and stranded cost recovery revenues ($46.2 million)(including securitized RRB charges), a decrease inand additionally for the Massachusetts utilities, pension rate adjustment mechanisms ($21.6 million), a decrease inand PBOP benefits and net metering for distributed generation. Tracked revenues related toalso include wholesale market sales transactions, such as sales of energy and energy-related products into the timing ofISO-NE wholesale electricity market and the sale of PSNH's RECs ($16.3 million), and a decrease in energy efficiency program revenues ($10.4 million). Partially offsetting these decreases were increases in tracked electricto various counterparties.
Tracked distribution revenues relatedincreased/(decreased) in 2020, as compared to federally-mandated congestion charges ($30.1 million), net metering revenues ($29.8 million) and revenues related to renewable energy requirements ($41.9 million).
Electric transmission revenues: The electric transmission segment revenues increased by $91.7 million2019, due primarily to the recovery offollowing:
| | | | | | | | | | | |
| (Millions of Dollars) | Electric Distribution | | Natural Gas Distribution |
| Retail Tariff Tracked Revenues: | | | |
| Energy supply procurement | $ | (211.8) | | | $ | (49.3) | |
| CL&P FMCC | 120.5 | | | N/A |
| Other distribution tracking mechanisms | 36.3 | | | 30.9 | |
| Wholesale Market Sales Revenue | 111.6 | | | (19.5) | |
The decrease in energy supply procurement within electric distribution was driven primarily by lower average prices, partially offset by higher average supply-related sales volumes in 2020, as compared to 2019. The increase in the CL&P FMCC regulatory tracking mechanism revenues and the increase in wholesale market sales revenue requirements associated with ongoing investments in our transmission infrastructure.
Other: Other revenues decreasedwithin electric distribution was due primarily to the salenew Millstone PPA entered into by CL&P in 2019, as required by regulation. Beginning in the fourth quarter of 2019, CL&P sells the energy purchased from Millstone Nuclear Power Station (Millstone) into the wholesale market and uses the proceeds from the energy sales to offset a portion of the contract costs. The net costs under the contract are recovered from customers in the FMCC rate.
The addition of EGMA increased total operating revenues at the natural gas distribution segment by $154.8 million.
Electric Transmission Revenues: Electric transmission revenues increased $147.1 million in 2020, as compared to 2019, due primarily to a higher transmission rate base as a result of our continued investment in our transmission infrastructure and a higher benefit from the annual billing and cost reconciliation filing with FERC.
Other Revenues and Eliminations: Other revenues primarily include the revenues of Eversource's unregulated telecommunication business on December 31, 2016 ($20.0 million), partially offset by the additionservice company, most of Aquarion revenues duewhich are eliminated in consolidation. Eliminations are also primarily related to the acquisition on December 4, 2017 ($15.9 million).Eversource electric transmission revenues that are derived from ISO-NE regional transmission charges to the distribution businesses of CL&P, NSTAR Electric and PSNH that recover the costs of the wholesale transmission business.
Purchased Power, Fuel and Transmission expense includes costs associated with purchasing electricity and natural gas on behalf of our customers. These energyelectric and natural gas supply costs are recovered from customers in rates through commission-approved cost tracking mechanisms, which have no impact on earnings (tracked costs). Purchased Power, Fuel and Transmission expense increaseddecreased in 2017,2020, as compared to 2016,2019, due primarily to the following:
| | | | | |
| (Millions of Dollars) | Increase/(Decrease) |
| Purchased Power Costs | $ | 48.1 | |
| Natural Gas Costs | (7.9) | |
| Transmission Costs | (6.3) | |
| Eliminations | (86.3) | |
| Total Purchased Power, Fuel and Transmission | $ | (52.4) | |
|
| | | |
| (Millions of Dollars) | (Decrease)/Increase |
| Electric Distribution | $ | (68.9 | ) |
| Natural Gas Distribution | 59.5 |
|
| Transmission | 43.9 |
|
| Total Purchased Power, Fuel and Transmission | $ | 34.5 |
|
The decreaseincrease in purchased power expense at the electric distribution business in 2017,2020 as compared to 2016,2019, was driven primarily by lower prices associated with the procurementimpact of energy purchases from the new Millstone PPA and higher average supply-related sales volumes, partially offset by lower average prices. The decrease in natural gas supply and lower sales volumes. The increase in purchased power expensecosts at theour natural gas distribution business was due primarily to higherlower average prices and lower average sales volumes, partially offset by the addition of EGMA natural gas prices and higher sales volumes. supply costs as a result of the CMA asset acquisition of $58.8 million.
The increasedecrease in transmission costs in 2017,2020, as compared to 2016,2019, was primarily the result of an increase in costs billed by ISO-NE that support regional grid investment, and Local Network Service charges, which reflect the cost of transmission service provided by Eversource over our local transmission network. This was partially offset by a decrease in the retail transmission cost deferral, which reflects the actual costs of transmission service compared to estimated amounts billed to customers. This was partially offset by an increase in Local Network Service charges, which reflect the cost of transmission service provided by Eversource over our local transmission network, and an increase in costs billed by ISO-NE that support regional grid investments.
Operations and Maintenance expense includes tracked costs and costs that are part of base electric, and natural gas and water distribution rates with changes impacting earnings (non-tracked costs). Operations and Maintenance expense decreasedincreased in 2017,2020, as compared to 2016,2019, due primarily to the following: |
| | | |
| (Millions of Dollars) | Increase/(Decrease) |
| Base Electric Distribution: | |
| Employee-related expenses, including labor and benefits | $ | (47.4 | ) |
| Bad debt expense | (14.5 | ) |
| Shared corporate costs (including computer software depreciation at Eversource Service) | 24.2 |
|
| Boston Harbor civil action settlement charges | 16.0 |
|
| Other non-tracked operations and maintenance | 7.4 |
|
| Total Base Electric Distribution | (14.3 | ) |
| Base Natural Gas Distribution | 3.7 |
|
| Tracked costs (Electric Distribution, Electric Transmission and Natural Gas Distribution): | |
| Absence in 2017 of earnings benefit related to merger-related costs allowed for recovery through transmission rates | 27.5 |
|
| Other tracked operations and maintenance | (15.4 | ) |
| Total Tracked costs (Electric Distribution, Electric Transmission and Natural Gas Distribution) | 12.1 |
|
| Other and eliminations: | |
Merger-related costs allowed for recovery through NSTAR Electric distribution rates as a result of the November 30, 2017 DPU distribution rate case decision (earnings benefit) | (30.5 | ) |
| Addition of Aquarion operations and maintenance expenses due to acquisition on December 4, 2017 | 7.2 |
|
| Eversource Parent and Other Companies - other operations and maintenance | 8.2 |
|
| Eliminations | (32.8 | ) |
| Total Operations and Maintenance | $ | (46.4 | ) |
| | | | | |
| (Millions of Dollars) | Increase/(Decrease) |
| Base Electric Distribution (Non-Tracked Costs): | |
| Storm restoration costs | $ | 29.8 | |
| Shared corporate costs (including computer software depreciation at Eversource Service) | 22.6 | |
| COVID-19 Costs | 9.5 | |
| Employee-related expenses, including labor and benefits | (12.9) | |
| Operations-related expenses, including vegetation management, vehicles, and outside services | (5.7) | |
| Other non-tracked operations and maintenance | (8.3) | |
| Total Base Electric Distribution (Non-Tracked Costs) | 35.0 | |
| Tracked Costs (Electric Distribution and Electric Transmission) - Increase due to higher transmission expenses of $26.3 million and increase of $24.0 million due to higher pension tracking mechanism deferral | 55.8 | |
| Total Electric Distribution and Electric Transmission | 90.8 | |
| Natural Gas Distribution: | |
| Base (Non-Tracked) Costs, excluding EGMA - Increase due primarily to higher shared corporate costs of $10.1 million and $6.3 million for COVID-19 costs, partially offset by lower employee-related expenses of $7.5 million | 13.3 | |
| Tracked Costs, excluding EGMA | 4.2 | |
| EGMA Operations and Maintenance - due to CMA asset acquisition | 40.1 | |
| Total Natural Gas Distribution | 57.6 | |
| Water Distribution: | |
| Gain on sale of Hingham water system | (16.0) | |
| Other | 0.9 | |
| Total Water Distribution | (15.1) | |
| Parent and Other Companies and Eliminations: | |
| Eversource Parent and Other Companies - other operations and maintenance | 83.9 | |
| Acquisition costs related to CMA | 42.1 | |
| Eliminations | (142.1) | |
| Total Operations and Maintenance | $ | 117.2 | |
Depreciation expense increased in 2017,2020, as compared to 2016,2019, due primarily to higher utility plant in service balances.balances, and due to the addition of EGMA utility plant balances as a result of the CMA asset acquisition of $10.9 million.
Amortization of Regulatory Assets, Netexpense includes the deferraldeferrals of energy supply, and energy-related costs and other costs that are included in certain regulatory-approvedregulatory commission-approved cost tracking mechanisms, and the amortization of certain costs. The deferral adjustscosts as those costs are collected in rates. These deferrals adjust expense to match the corresponding revenues. Amortization of Regulatory Assets, Net increased in 2017, as compared to 2016, due primarily to the deferral of energy supply and energy-related costs which can fluctuate from period to period based on the timing of costs incurred and the related rate changes to recover these costs. Energy supply and energy-related costs at the electric and natural gas companies are recovered from customers in rates and have no impact on earnings.
Energy Efficiency Programs expenseAmortization decreased in 2017,2020, as compared to 2016,2019, due to the deferrals for the under recovery of energy purchases related to the Millstone PPA at CL&P and due to the deferral of other energy supply and energy-related costs.
Energy Efficiency Programs expense increased in 2020, as compared to 2019, due primarily to a State of Connecticut policy change impacting CL&P requiring the remittance of $25.4 million of 2017 energy efficiency funds to the State (resulting in these costs being classified as Taxes Other than Income Taxes), and the deferral adjustment at CL&P, PSNH and NSTAR Electric. The deferral adjustmentGas, which reflects the actual costs of energy efficiency programs compared to the estimated amounts billed to customers. The deferral adjusts costs incurred to match energy efficiency revenue billed to customers and the timing of the recovery of energy efficiency costs. The increase was also due to the addition of EGMA energy efficiency program costs as a result of the CMA asset acquisition of $14.4 million. The increase was partially offset by a decrease in spending on certain large energy efficiency projects in 2020, compared to 2019 at NSTAR Electric, due to timing. The costs for variousthe majority of the state energy policy initiatives and expanded energy efficiency programs are recovered from customers in rates and have no impact on earnings.
Taxes Other Than Income Taxes expense increased in 2017,2020, as compared to 2016,2019, due primarily to a State of Connecticut policy change requiring $25.4 million of 2017 CL&P energy efficiency costs to be remitted to the State of Connecticut that is included in Taxes Other than Income Taxes, an increase in property taxes as a result of higher utility plant balances and higher Connecticut gross earnings taxes at CL&P, and due to the addition of EGMA property taxes as a result of the CMA asset acquisition of $9.7 million. The increase was partially offset by a decrease of $21.4 million related to CL&P's remittance of energy efficiency funds to the State of Connecticut. Energy efficiency funds collected from customers after July 1, 2019 are no longer subject to remittance to the State of Connecticut. The increase was also partially offset by a decrease in gross earnings taxes. Gross earningsproperty tax at NSTAR Gas relating to the resolution of disputed property taxes are recovered from customersfor prior years.
Impairment of Northern Pass Transmission reflects an impairment charge of $239.6 million that was recorded in rates and have nothe second quarter of 2019 as a result of the July 19, 2019 New Hampshire Supreme Court decision. The after-tax impact on earnings.of this impairment charge was $204.4 million.
Interest Expense increased in 2017,2020, as compared to 2016,2019, due primarily to an increase in interest on long-term debt ($30.3 million) as a result of new debt issuances ($27.3 million) and an increase in interest on notes payablehigher amortization of debt discounts and premiums, net ($5.14.6 million), partially offset by a decrease in regulatory deferrals, primarilyinterest on notes payable ($16.9 million), a decrease in interest expense at NSTAR Electric, whichGas relating to the resolution of disputed property taxes for prior years ($5.7 million), and an increase in capitalized AFUDC related to debt funds and other capitalized interest ($3.6 million).
Other Income, Net decreased interest expense ($14.7 million)in 2020, as compared to 2019, due primarily to the November 30, 2017 NSTAR Electric DPU distribution rate case decision which allowed for a higher rate on carrying charges for past storm costs.
Other Income, Net increaseddecrease in 2017, as compared to 2016, due primarily to increased gains on investments ($27.2 million), primarilyequity in earnings related to Eversource's investmentequity method investments ($28.0 million), the absence in a renewable energy fund, changes2020 of the recognition of the equity component of the carrying charges related to PSNH storm costs recorded in interest income in the market value related to deferred compensation plansfirst quarter of 2019 ($8.35.2 million) and higherlower AFUDC related to equity funds ($8.23.0 million). Partially offsetting these favorable impacts was the absence in 2017 of a gain on the sale of, partially offset by an unregulated business in 2016increase related to pension, SERP and PBOP non-service income components ($11.813.1 million) and lower interest income ($3.3 million).
Income Tax Expense increased in 2017,2020, as compared to 2016,2019, due primarily to higher pre-tax earnings ($29.123.5 million), lower excesshigher state taxes ($12.6 million), by the absence in 2020 of the impairment of NPT ($35.2 million), by a decrease in tax benefitplanning benefits ($16.29.5 million), the absencesale of tax credits in 2017Hingham water system ($3.512.5 million), return to provision adjustments ($3.3 million), and the impact from federal tax rate change ($0.5 million), partially offset byan increase in items that impact our tax rate as a result of regulatory treatment (flow-through items) and permanent differences ($11.44.1 million), the salepartially offset by an increase in share-based payment excess tax benefits ($5.1 million), an increase in amortization of an unregulated business in 2016EDIT ($10.211.3 million), and lower state taxesa decrease in valuation allowance ($3.811.6 million).
RESULTS OF OPERATIONS –
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
The following provides the amounts and variances in operating revenues and expense line items in the statements of income for CL&P, NSTAR Electric and PSNH for the years ended December 31, 20172020 and 20162019 included in this Annual Report on Form 10-K:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| CL&P | | NSTAR Electric | | PSNH |
| (Millions of Dollars) | 2020 | | 2019 | | Increase | | 2020 | | 2019 | | Increase/(Decrease) | | 2020 | | 2019 | | Increase/(Decrease) |
| Operating Revenues | $ | 3,547.5 | | | $ | 3,232.6 | | | $ | 314.9 | | | $ | 2,941.1 | | | $ | 3,044.6 | | | $ | (103.5) | | | $ | 1,079.1 | | | $ | 1,065.9 | | | $ | 13.2 | |
| Operating Expenses: | | | | | | | | | | | | | | | | | |
| Purchased Power and Transmission | 1,369.2 | | | 1,188.2 | | | 181.0 | | | 879.2 | | | 1,064.3 | | | (185.1) | | | 364.1 | | | 398.4 | | | (34.3) | |
| Operations and Maintenance | 572.9 | | | 549.2 | | | 23.7 | | | 534.1 | | | 468.4 | | | 65.7 | | | 219.3 | | | 211.0 | | | 8.3 | |
| Depreciation | 320.7 | | | 301.2 | | | 19.5 | | | 319.5 | | | 296.5 | | | 23.0 | | | 100.4 | | | 93.7 | | | 6.7 | |
| Amortization of Regulatory Assets, Net | 58.4 | | | 51.6 | | | 6.8 | | | 83.2 | | | 103.7 | | | (20.5) | | | 52.8 | | | 57.7 | | | (4.9) | |
| Energy Efficiency Programs | 141.5 | | | 118.2 | | | 23.3 | | | 264.0 | | | 289.2 | | | (25.2) | | | 37.6 | | | 26.0 | | | 11.6 | |
| Taxes Other Than Income Taxes | 344.4 | | | 342.5 | | | 1.9 | | | 206.8 | | | 195.6 | | | 11.2 | | | 81.6 | | | 62.6 | | | 19.0 | |
| Total Operating Expenses | 2,807.1 | | | 2,550.9 | | | 256.2 | | | 2,286.8 | | | 2,417.7 | | | (130.9) | | | 855.8 | | | 849.4 | | | 6.4 | |
| Operating Income | 740.4 | | | 681.7 | | | 58.7 | | | 654.3 | | | 626.9 | | | 27.4 | | | 223.3 | | | 216.5 | | | 6.8 | |
| Interest Expense | 153.6 | | | 151.4 | | | 2.2 | | | 130.5 | | | 114.2 | | | 16.3 | | | 58.1 | | | 60.7 | | | (2.6) | |
| Other Income, Net | 20.8 | | | 17.6 | | | 3.2 | | | 52.0 | | | 44.6 | | | 7.4 | | | 13.8 | | | 19.2 | | | (5.4) | |
| Income Before Income Tax Expense | 607.6 | | | 547.9 | | | 59.7 | | | 575.8 | | | 557.3 | | | 18.5 | | | 179.0 | | | 175.0 | | | 4.0 | |
| Income Tax Expense | 149.7 | | | 137.0 | | | 12.7 | | | 130.8 | | | 125.3 | | | 5.5 | | | 31.7 | | | 41.0 | | | (9.3) | |
| Net Income | $ | 457.9 | | | $ | 410.9 | | | $ | 47.0 | | | $ | 445.0 | | | $ | 432.0 | | | $ | 13.0 | | | $ | 147.3 | | | $ | 134.0 | | | $ | 13.3 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | CL&P | | NSTAR Electric | | PSNH |
| (Millions of Dollars) | 2017 | | 2016 | | Increase/(Decrease) | | 2017 | | 2016 | | Increase/(Decrease) | | 2017 | | 2016 | | Increase/(Decrease) |
| Operating Revenues | $ | 2,887.4 |
| | $ | 2,806.0 |
| | $ | 81.4 |
| | $ | 2,980.6 |
| | $ | 3,041.6 |
| | $ | (61.0 | ) | | $ | 981.6 |
| | $ | 959.5 |
| | $ | 22.1 |
|
| Operating Expenses: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
| Purchased Power, Fuel and Transmission | 930.8 |
| | 919.7 |
| | 11.1 |
| | 1,025.4 |
| | 1,084.3 |
| | (58.9 | ) | | 237.5 |
| | 210.8 |
| | 26.7 |
|
| Operations and Maintenance | 500.4 |
| | 490.1 |
| | 10.3 |
| | 463.7 |
| | 489.9 |
| | (26.2 | ) | | 257.2 |
| | 260.8 |
| | (3.6 | ) |
| Depreciation | 249.4 |
| | 230.5 |
| | 18.9 |
| | 274.0 |
| | 259.3 |
| | 14.7 |
| | 128.2 |
| | 116.5 |
| | 11.7 |
|
Amortization of Regulatory Assets/ (Liabilities), Net | 83.2 |
| | 38.8 |
| | 44.4 |
| | 33.8 |
| | 34.3 |
| | (0.5 | ) | | (16.6 | ) | | 11.2 |
| | (27.8 | ) |
| Energy Efficiency Programs | 114.7 |
| | 154.0 |
| | (39.3 | ) | | 294.1 |
| | 321.8 |
| | (27.7 | ) | | 13.8 |
| | 14.2 |
| | (0.4 | ) |
| Taxes Other Than Income Taxes | 323.8 |
| | 299.7 |
| | 24.1 |
| | 182.0 |
| | 177.8 |
| | 4.2 |
| | 89.7 |
| | 82.9 |
| | 6.8 |
|
| Total Operating Expenses | 2,202.3 |
| | 2,132.8 |
| | 69.5 |
| | 2,273.0 |
| | 2,367.4 |
| | (94.4 | ) | | 709.8 |
| | 696.4 |
| | 13.4 |
|
| Operating Income | 685.1 |
| | 673.2 |
| | 11.9 |
| | 707.6 |
| | 674.2 |
| | 33.4 |
| | 271.8 |
| | 263.1 |
| | 8.7 |
|
| Interest Expense | 143.0 |
| | 144.1 |
| | (1.1 | ) | | 105.7 |
| | 108.4 |
| | (2.7 | ) | | 51.0 |
| | 50.0 |
| | 1.0 |
|
| Other Income, Net | 21.2 |
| | 13.5 |
| | 7.7 |
| | 14.9 |
| | 10.8 |
| | 4.1 |
| | 3.9 |
| | 1.2 |
| | 2.7 |
|
| Income Before Income Tax Expense | 563.3 |
| | 542.6 |
| | 20.7 |
| | 616.8 |
| | 576.6 |
| | 40.2 |
| | 224.7 |
| | 214.3 |
| | 10.4 |
|
| Income Tax Expense | 186.6 |
| | 208.3 |
| | (21.7 | ) | | 242.1 |
| | 225.8 |
| | 16.3 |
| | 88.7 |
| | 82.3 |
| | 6.4 |
|
| Net Income | $ | 376.7 |
| | $ | 334.3 |
| | $ | 42.4 |
| | $ | 374.7 |
| | $ | 350.8 |
| | $ | 23.9 |
| | $ | 136.0 |
| | $ | 132.0 |
| | $ | 4.0 |
|
Operating Revenues
Sales Volumes:A summary of our retail electric GWh sales volumes wasis as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2020 | | 2019 | | Decrease | | Percent |
| CL&P | 20,113 | | | 20,719 | | | (606) | | | (2.9) | % |
| NSTAR Electric | 22,418 | | | 23,215 | | | (797) | | | (3.4) | % |
| PSNH | 7,675 | | | 7,685 | | | (10) | | | (0.1) | % |
|
| | | | | | | | | | | | | |
| | Rate | | For the Years Ended December 31, |
| | Structure | | 2017 | | 2016 | | Decrease | | Percent |
| CL&P | Decoupled | | 20,950 |
| | 21,617 |
| | (667 | ) | | (3.1 | )% |
| NSTAR Electric (eastern Massachusetts) | Traditional | | 20,097 |
| | 20,619 |
| | (522 | ) | | (2.5 | )% |
| NSTAR Electric (western Massachusetts) | Decoupled | | 3,441 |
| | 3,546 |
| | (105 | ) | | (3.0 | )% |
| PNSH | Traditional | | 7,758 |
| | 7,860 |
| | (102 | ) | | (1.3 | )% |
Fluctuations in retail electric sales volumes at certain of the electric utilitiesPSNH impact earnings ("Traditional" in the table above).earnings. For others,CL&P and NSTAR Electric, fluctuations in retail electric sales volumes do not impact earnings due to their respective regulatory commission-approved distribution revenue decoupling mechanisms ("Decoupled" in the table above). These distribution revenues are decoupled from their customer sales volumes, which breaks the relationship between sales volumes and revenues recognized.mechanisms.
In 2017 and 2016, NSTAR Electric operated under two different rate structures based on its service territory geography. For customers that were served in eastern Massachusetts, including metropolitan Boston, Cape Cod and Martha's Vineyard, NSTAR Electric operated using traditional rates. For customers that were served in western Massachusetts, including the metropolitan Springfield region, NSTAR Electric operated using decoupled rates. Effective February 1, 2018, all of NSTAR Electric's distribution revenues were decoupled as a result of the DPU-approved rate decision. See "Regulatory Developments and Rate Matters - Massachusetts - NSTAR Electric Distribution Rate Case Decision" in this Management's Discussion and Analysis of Financial Condition and Results of Operations.
CL&P and NSTAR Electric (for its western Massachusetts customer rates) reconcile their annual base distribution rate recovery amounts to their pre-established levels of baseline distribution delivery service revenues of $1.059 billion and $132.4 million, respectively, through December 31, 2017. Effective February 1, 2018, NSTAR Electric, operating entirely under decoupled rates, will reconcile its annual base distribution rate recovery to its new baseline of $974.8 million. Any difference between the allowed level of distribution revenue and the actual amount realized during a 12-month period is adjusted through rates in the following period.
Operating Revenues:Operating Revenues, which consist of base distribution revenues and tracked revenues further described below, increased/(decreased)increased $314.9 million at CL&P and $13.2 million at PSNH, and decreased $103.5 million at NSTAR Electric in 2017,2020, as compared to 2016 as follows:2019.
|
| | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Operating Revenues | $ | 81.4 |
| | $ | (61.0 | ) | | $ | 22.1 |
|
Base Distribution Revenues, with changesRevenues:
•CL&P's distribution revenues increased $40.0 million due primarily to the impact of its base distribution rate increases effective May 1, 2020 and May 1, 2019, which include recovery of storm costs and certain other items that do not impact earnings:earnings.
•NSTAR Electric's distribution revenues increased $32.6 million due primarily to the impact of its base distribution rate increase effective January 1, 2020.
•PSNH's distribution revenues excluding LBR, decreased $10.8increased $24.9 million due primarily to the impact of its temporary base distribution rate increase effective July 1, 2019, which includes recovery of storm costs and certain other items that do not impact earnings.
•The increase in 2017, as compared to 2016,PSNH’s total distribution revenues was partially offset by the impact of the December 2020 settlement agreement driven by the negative impact from the over-refunding of the change in the 2018 federal corporate income tax rate as a result of lower sales volumes driven by the mild summer weatherTax Cuts and Jobs Act of 2017 that was reflected in 2017. LBR increased $13.0 million in 2017, as compared to 2016. Effective February 1, 2018, NSTAR Electric no longer has an LBR mechanism.temporary rates.
PSNH's base distribution revenues decreased $1.5 million in 2017, as compared to 2016, as a result of lower sales volumes driven by the mild summer weather in 2017.
Tracked Revenues: Fluctuations in the overall level of operating revenues are primarily related to tracked revenues. Tracked distribution revenues consist of certain costs that are recovered from customers in retail rates through regulatory commission-approved cost tracking mechanisms and therefore, haverecovery of these costs has no impact on earnings. However, tracked revenues do include certain incentives earned, return on rate base and on capital tracking mechanisms, and carrying charges that are billed in rates to customers, which do impact earnings. Costs recovered through cost tracking mechanisms include, among others, energy supply procurement and other energy-related costs, retail transmission charges, energy efficiency program costs, net metering for distributed generation andelectric restructuring and stranded cost recovery revenues. In addition, tracked revenues (including securitized RRB charges), and additionally for NSTAR Electric, pension and PBOP benefits and net metering for distributed generation. Tracked revenues also include certain incentives earnedwholesale market sales transactions, such as sales of energy and carrying charges. energy-related products into the ISO-NE wholesale electricity market and the sale of RECs to various counterparties.
Tracked revenues increased/(decreased) in 2017,2020, as compared to 2016,2019, due primarily to the following:
| | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Retail Tariff Tracked Revenues: | | | | | |
| Energy supply procurement | $ | (58.7) | | | $ | (116.7) | | | $ | (36.4) | |
| CL&P FMCC | 120.5 | | | — | | | — | |
| Other distribution tracking mechanisms | 38.2 | | | (17.6) | | | 15.7 | |
| Wholesale Market Sales Revenue | 125.0 | | | (14.7) | | | 1.3 | |
|
| | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Energy supply procurement | $ | 18.8 |
| | $ | (50.8 | ) | | $ | 10.3 |
|
| All other distribution tracking mechanisms | 35.0 |
| | (33.7 | ) | | (12.7 | ) |
The decrease in energy supply procurement at CL&P and PSNH reflects lower average prices, partially offset by higher average supply-related sales volumes in 2020, as compared to 2019. The decrease in energy supply procurement at NSTAR Electric reflects both lower average prices and lower average supply-related sales volumes for 2020, as compared to 2019.
The increase in the CL&P FMCC regulatory tracking mechanism revenues and the increase in wholesale market sales revenue was due primarily to the new Millstone PPA entered into by CL&P in 2019, as required by regulation. Beginning in the fourth quarter of 2019, CL&P sells the energy purchased from Millstone into the wholesale market and uses the proceeds from the energy sales to offset a portion of the contract costs. The net costs under the contract are recovered from customers in the FMCC rate.
Transmission Revenues: Transmission revenues increased by $34.2$61.7 million $31.0at CL&P, $54.2 million at NSTAR Electric and $26.5$31.2 million at PSNH in 2020, as compared to 2019, due primarily to a higher transmission rate base as a result of our continued investment in our transmission infrastructure and a higher benefit from the annual billing and cost reconciliation filing with FERC.
Eliminations: Eliminations are primarily related to the Eversource electric transmission revenues that are derived from ISO-NE regional transmission charges to the distribution businesses of CL&P, NSTAR Electric and PSNH respectively, due primarilythat recover the costs of the wholesale transmission business. The impact of eliminations decreased revenues by $13.1 million at CL&P, $44.0 million at NSTAR Electric and $20.7 million at PSNH in 2020, as compared to higher revenue requirements associated with ongoing investments in our transmission infrastructure.2019.
Purchased Power Fuel and Transmission expense includes costs associated with purchasing electricity on behalf of CL&P, NSTAR Electric and PSNH's customers. For PSNH, these costs also include PSNH's generation of electricity. These energy supply costs are recovered from customers in rates through commission-approved cost tracking mechanisms, which have no impact on earnings (tracked costs). Purchased Power Fuel and Transmission expense increased/(decreased) in 2017,2020, as compared to 2016,2019, due primarily to the following:
| | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Purchased Power Costs | $ | 233.0 | | | $ | (141.9) | | | $ | (43.0) | |
| Transmission Costs | (36.6) | | | 0.8 | | | 29.5 | |
| Eliminations | (15.4) | | | (44.0) | | | (20.8) | |
| Total Purchased Power and Transmission | $ | 181.0 | | | $ | (185.1) | | | $ | (34.3) | |
|
| | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Purchased Power Costs | $ | (41.4 | ) | | $ | (27.9 | ) | | $ | 3.7 |
|
| Transmission Costs | 52.5 |
| | (31.0 | ) | | 23.0 |
|
| Total Purchased Power, Fuel and Transmission | $ | 11.1 |
| | $ | (58.9 | ) | | $ | 26.7 |
|
Purchased Power Costs: Included in purchased power costs are the costs associated with certain energy supply tracking mechanisms and deferred energy supply costs. Energy supply tracking mechanisms recover energy-related costs incurred as a result of providing electric generation service supply to all customers who have not migrated to third party suppliers. In order to meetsuppliers and the demandcost of customers who have not migrated to third party suppliers, PSNH procures power through power supplyenergy purchase contracts, and spot purchases in the competitive New England wholesale power market and/or produces power through its own generation. as required by regulation.
•The increase/(decrease) in purchased power costs in 2017, as compared to 2016, was due primarily to the following:
The decreaseincrease at CL&P was due primarily to a decrease in the price of standard offer supply associated with the GSC.new Millstone PPA energy purchases and higher average supply-related sales volumes, partially offset by lower average prices.
•The decrease at NSTAR Electric was due primarily to lower prices associated withexpense related to the procurement of energy supply resulting from lower average prices and lower average supply-related sales volumes and the expiration of certain purchase power agreements.volumes.
•The increasedecrease at PSNH was due primarily to lower expense related to the procurement of energy supply resulting from lower average prices, partially offset by higher purchased power energy expenses that are recovered as a component of the Energy Service rate, and Regional Greenhouse Gas Initiative related expenses recovered in the SCRC.average supply-related sales volumes.
Transmission Costs: Included in transmission costs are charges that recover the cost of transporting electricity over high-voltage lines from generating plantsgeneration facilities to substations, including costs allocated by ISO-NE to maintain the wholesale electric market.
•The increase/(decrease)decrease in transmission costs in 2017, as compared to 2016,at CL&P was due primarily to the following:
The increase at CL&P was primarily the result of an increase in costs billed by ISO-NE that support regional grid investment, Local Network Service charges, which reflect the cost of transmission service, anda reduction to the retail transmission cost deferral, which reflects the actual costs of transmission service compared to estimated amounts billed to customers.
The decrease at NSTAR Electric was primarily the result of a decrease in the retail transmission cost deferral. This was partially offset by an increase in Local Network Service charges, which reflects the cost of transmission service provided by Eversource over our local transmission network, and an increase in costs billed by ISO-NE.ISO-NE that support regional grid investments.
•The increase in transmission costs at PSNH was primarily the result of increasesan increase in Local Network Service charges, an increase in costs billed by ISO-NE Local Network Service charges,that support regional grid investments, and an increase in the retail transmission cost deferral.
Operations and Maintenance expense includes tracked costs and costs that are part of base distribution rates with changes impacting earnings (non-tracked costs). Operations and Maintenance expense increased/(decreased)increased in 2017,2020, as compared to 2016,2019, due primarily to the following:
| | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Base Electric Distribution (Non-Tracked Costs): | | | | | |
| Storm restoration costs | $ | 11.4 | | | $ | 9.0 | | | $ | 9.4 | |
| Shared corporate costs (including computer software depreciation at Eversource Service) | 8.3 | | | 11.6 | | | 2.7 | |
| COVID-19 Costs | 3.9 | | | 3.8 | | | 1.8 | |
| Employee-related expenses, including labor and benefits | (5.1) | | | (6.0) | | | (1.8) | |
| Operations-related expenses, including vegetation management, vehicles, and outside services | (5.2) | | | 0.2 | | | (0.7) | |
| Other non-tracked operations and maintenance | (11.9) | | | 6.7 | | | 1.9 | |
| Total Base Electric Distribution (Non-Tracked Costs) | 1.4 | | | 25.3 | | | 13.3 | |
| Tracked Costs: | | | | | |
| Transmission expenses | 10.3 | | | 15.6 | | | 0.4 | |
| Other tracked operations and maintenance | 12.0 | | | 24.8 | | | (5.4) | |
| Total Tracked Costs | 22.3 | | | 40.4 | | | (5.0) | |
| Total Operations and Maintenance | $ | 23.7 | | | $ | 65.7 | | | $ | 8.3 | |
|
| | | | | | | | | | | |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH |
| Base Electric Distribution (Non-Tracked Costs): | | | | | |
| Employee-related expenses, including labor and benefits | $ | (4.5 | ) | | $ | (36.6 | ) | | $ | (6.3 | ) |
| Bad debt expense | (6.8 | ) | | (7.5 | ) | | (0.2 | ) |
| Shared corporate costs (including computer software depreciation at Eversource Service) | 7.8 |
| | 12.6 |
| | 3.8 |
|
| Boston Harbor civil action settlement charges | — |
| | 16.0 |
| | — |
|
| Other non-tracked operations and maintenance | 8.8 |
| | 0.6 |
| | (2.0 | ) |
| Total Base Electric Distribution (Non-Tracked Costs) | 5.3 |
| | (14.9 | ) | | (4.7 | ) |
| Tracked Costs: | | | | | |
| Employee-related expenses, including labor and benefits | 1.3 |
| | (16.2 | ) | | (0.5 | ) |
| Other tracked operations and maintenance | 3.7 |
| | 4.9 |
| | 1.6 |
|
| Total Tracked Costs | 5.0 |
| | (11.3 | ) | | 1.1 |
|
| Total Operations and Maintenance | $ | 10.3 |
| | $ | (26.2 | ) | | $ | (3.6 | ) |
Depreciation expense increased atin 2020, as compared to 2019, for CL&P, NSTAR Electric and PSNH in 2017, as compared to 2016, due primarily to higher utilitynet plant in service balances.
Amortization of Regulatory Assets/(Liabilities),Assets, Net expense includes the deferraldeferrals of energy supply, energy-related costs and other costs that are included in certain regulatory-approved cost tracking mechanisms, and the amortization of certain costs as those costs are collected in rates. These deferrals adjust expense to match the corresponding revenues. Energy supply and energy-related costs are recovered from customers in rates and the amortization of storm and other costs.have no impact on earnings. Amortization of Regulatory Assets/(Liabilities),Assets, Net increased at CL&P and decreased for bothat NSTAR Electric and PSNH in 2017,2020, as compared to 2016,2019, due primarily to the deferral adjustmentdeferrals of energy supply and energy-related costs, which can fluctuate from period to period based on the timing of costs incurred and related rate changes to recover these costs. The deferral adjusts expense to match the corresponding revenues.
Energy supplyEfficiency Programs expenseincludes costs of various state energy policy initiatives and energy-related costs, which are the primary drivers of amortization,expanded energy efficiency programs that are recovered from customers in rates, and have no impact on earnings.
Energy Efficiency Programs expenseincludes costs for various state policy initiatives and are recovered from customers in rates andmost of which have no impact on earnings. Energy Efficiency Programs expenseincreased/decreased in 2017,2020, as compared to 2016,2019, due primarily to the following:
•The decreaseincrease at CL&P is due primarily to a State of Connecticut policy change requiring the remittance of $25.4 million of 2017 energy efficiency funds to the State. These amounts collected from customers were reclassified to Taxes Other than Income Taxes.
The decrease at NSTAR Electric isand PSNH was due to the deferral adjustment, which reflects the actual cost of energy efficiency programs compared to the estimated amounts billed to customers and the timing of the recovery of energy efficiency costs. The deferral adjusts costs to match energy efficiency revenue billed to customers.
Taxes Other Than Income Taxes increased in 2017, as compared to 2016, due primarily to the following:
The increase at CL&P is due primarily to a State of Connecticut policy change requiring the remittance of $25.4 million of 2017 energy efficiency funds to the State and higher utility plant balances, partially offset by a decrease in gross earnings taxes. Gross earnings taxes are recovered from customers in rates and have no impact on earnings.
The increase at NSTAR Electric is due primarily to higher property taxes resulting from disallowed costs in the November 30, 2017 NSTAR Electric DPU distribution rate case decision and higher employee-related payroll taxes, partially offset by a decrease in property tax rates in Boston.
The increase at PSNH is due to an increase in property taxes as a result of higher utility plant balances.
Interest Expense at NSTAR Electricdecreased in 2017, as compared to 2016, due primarily to lower deferred regulatory interest expense ($14.0 million), primarily as a result of the November 30, 2017 NSTAR Electric DPU distribution rate case decision, which allowed for a higher interest rate on carrying charges for past storm costs, partially offset by an increase in interest on long-term debt ($9.6 million).
Other Income, Net increased in 2017, as compared to 2016, due primarily to the following:
The increase at CL&P is due to higher AFUDC related to equity funds ($5.9 million) and market value changes related to the deferred compensation plans ($6.3 million), partially offset by lower interest income ($4.4 million).
The increase at NSTAR Electric is due to market value changes related to the deferred compensation plans ($1.6 million), an increase in amounts related to officer life insurance policies ($1.3 million) and an increase in interest income ($1.2 million).
The increase at PSNH is due to market value changes related to the deferred compensation plans ($1.5 million).
Income Tax Expense increased/(decreased) in 2017, as compared to 2016, due primarily to the following:
The decrease at CL&P is due primarily to the tax reform impacts on the federal tax effect of state reserves and credits ($10.7 million), items that impact our tax rate as a result of regulatory treatment (flow-through items) and permanent differences ($10.1 million), the true up of the return to provision impacts ($2.6 million), and lower state taxes ($5.5 million), partially offset by higher pre-tax earnings ($7.2 million).
The increase at NSTAR Electric is due primarily to higher pre-tax earnings ($14.5 million), higher state taxes ($2.4 million), partially offset by items that impact our tax rate as a result of flow-through items and permanent differences ($0.6 million).
The increase at PSNH is due primarily to higher pre-tax earnings ($3.6 million) and the absence of tax credits in 2017 ($3.5 million), partially offset by items that impact our tax rate as a result of flow-through items and permanent differences ($0.7 million).
EARNINGS SUMMARY
CL&P's earnings increased $42.4 million in 2017, as compared to 2016, due primarily to a lower effective tax rate, an increase in transmission earnings driven by a higher transmission rate base, and higher distribution revenues due in part to a higher rate base for the system resiliency program. These favorable earnings impacts were partially offset by higher depreciation expense, higher operations and maintenance expense, and higher property tax expense.
NSTAR Electric's earnings increased $23.9 million in 2017, as compared to 2016, due primarily to higher distribution revenues related to lost base revenues, net metering and the PAM, lower operations and maintenance expense, lower interest expense as a result of the November 30, 2017 NSTAR Electric distribution rate case decision, and an increase in transmission earnings driven by a higher transmission rate base. These favorable earnings impacts were partially offset by lower sales volumes driven by the mild summer weather in 2017, higher depreciation expense, and higher property tax expense.
PSNH's earnings increased $4.0 million in 2017, as compared to 2016, due primarily to an increase in transmission earnings driven by a higher transmission rate base and lower operations and maintenance expense. These favorable earnings impacts were partially offset by lower generation earnings, higher depreciation expense, higher property tax expense, lower sales volumes driven by the mild summer weather in 2017, and a higher effective tax rate.
LIQUIDITY
CL&P:
Cash totaled $6.0 million as of December 31, 2017, compared with $6.6 million as of December 31, 2016.
CL&P had cash flows provided by operating activities of $804.6 million in 2017, compared with $811.5 million in 2016. The decrease in operating cash flows was due primarily to income tax payments of $68.8 million made in 2017, compared to the income tax refunds of $73.9 million received in 2016. Partially offsetting this decrease was the timing of regulatory recoveries, an increase in distribution rates due to higher rate base, and the timing of collections and payments related to our working capital items.
Eversource parent has a $1.45 billion commercial paper program allowing Eversource parent to issue commercial paper as a form of short-term debt, with intercompany loans to certain subsidiaries, including CL&P. The weighted-average interest rate on the commercial paper borrowings as of December 31, 2017 and 2016 was 1.86 percent and 0.88 percent, respectively. As of December 31, 2017 and 2016, there were intercompany loans from Eversource parent to CL&P of $69.5 million and $80.1 million, respectively. Eversource parent, and certain of its subsidiaries, including CL&P, are parties to a five-year $1.45 billion revolving credit facility. On December 8, 2017, Eversource parent amended and restated the revolving credit facility. The amended and restated credit facility terminates on December 8, 2022 and serves to backstop Eversource parent's $1.45 billion commercial paper program. There were no borrowings outstanding on the revolving credit facility as of December 31, 2017 or 2016.
Investments in Property, Plant and Equipment on the statements of cash flows do not include amounts incurred on capital projects but not yet paid, cost of removal, AFUDC related to equity funds, and the capitalized portions of pension expense. CL&P's investments totaled $824.4 million in 2017, compared with $612.0 million in 2016.
Financing activities in 2017 included $254.8 million in common stock dividends paid to Eversource parent.
NSTAR Electric:
NSTAR Electric had cash flows provided by operating activities of $638.4 million in 2017, as compared to $808.7 million in 2016. The decrease in operating cash flows was due primarily to a decrease in regulatory recoveries, which were significantly impacted by the timing of collections of purchased power and transmission costs, an increase of $53.4 million in Pension and PBOP Plan cash contributions and an increase of $29.5 million in income tax payments made in 2017, compared to 2016. Also contributing to the decrease was the timing of working capital items, including accounts payable and inventory.
NSTAR Electric has a $650.0 million commercial paper program allowing NSTAR Electric to issue commercial paper as a form of short-term debt. On December 8, 2017, NSTAR Electric increased its commercial paper program from $450 million to $650 million. As of December 31, 2017 and 2016, NSTAR Electric had $234.0 million and $126.5 million, respectively, in short-term borrowings outstanding under its commercial paper program, leaving $416.0 million and $323.5 million of available borrowing capacity as of December 31, 2017 and 2016, respectively. The weighted-average interest rate on these borrowings as of December 31, 2017 and 2016 was 1.55 percent and 0.71 percent, respectively. NSTAR Electric is also a party to a five-year $650.0 million revolving credit facility. On December 8, 2017, NSTAR Electric amended and restated the revolving credit facility, increasing it from $450 million to $650 million. The amended and restated credit facility terminates on December 8, 2022 and serves to backstop NSTAR Electric's $650.0 million commercial paper program. There were no borrowings outstanding on the revolving credit facility as of December 31, 2017 or 2016.
PSNH:
PSNH had cash flows provided by operating activities of $300.9 million in 2017, as compared to $361.8 million in 2016. The decrease in operating cash flows was due primarily to the income tax payments of $26.1 million made in 2017, compared to the income tax refunds of $36.0 million received in 2016 and the unfavorable impacts related to the timing of regulatory recoveries. Partially offsetting these decreases were the timing of collections and payments of our working capital items, including accounts payable and inventory, and a $16.3 million decrease in Pension Plan cash contributions.
RESULTS OF OPERATIONS – EVERSOURCE ENERGY AND SUBSIDIARIES
The following provides the amounts and variances in operating revenues and expense line items in the statements of income for Eversource for the years ended December 31, 2016 and 2015 included in this Annual Report on Form 10-K:
|
| | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2016 | | 2015 | | Increase/(Decrease) | | Percent |
| Operating Revenues | $ | 7,639.1 |
| | $ | 7,954.8 |
| | $ | (315.7 | ) | | (4.0 | )% |
| Operating Expenses: | | | |
| | |
| | |
|
| Purchased Power, Fuel and Transmission | 2,500.8 |
| | 3,086.9 |
| | (586.1 | ) | | (19.0 | ) |
| Operations and Maintenance | 1,323.5 |
| | 1,329.3 |
| | (5.8 | ) | | (0.4 | ) |
| Depreciation | 715.5 |
| | 665.9 |
| | 49.6 |
| | 7.4 |
|
| Amortization of Regulatory Assets, Net | 71.7 |
| | 22.3 |
| | 49.4 |
| | (a) |
|
| Energy Efficiency Programs | 533.7 |
| | 495.7 |
| | 38.0 |
| | 7.7 |
|
| Taxes Other Than Income Taxes | 634.0 |
| | 590.5 |
| | 43.5 |
| | 7.4 |
|
| Total Operating Expenses | 5,779.2 |
| | 6,190.6 |
| | (411.4 | ) | | (6.6 | ) |
| Operating Income | 1,859.9 |
| | 1,764.2 |
| | 95.7 |
| | 5.4 |
|
| Interest Expense | 401.0 |
| | 372.4 |
| | 28.6 |
| | 7.7 |
|
| Other Income, Net | 45.9 |
| | 34.2 |
| | 11.7 |
| | 34.2 |
|
| Income Before Income Tax Expense | 1,504.8 |
| | 1,426.0 |
| | 78.8 |
| | 5.5 |
|
| Income Tax Expense | 555.0 |
| | 540.0 |
| | 15.0 |
| | 2.8 |
|
| Net Income | 949.8 |
| | 886.0 |
| | 63.8 |
| | 7.2 |
|
| Net Income Attributable to Noncontrolling Interests | 7.5 |
| | 7.5 |
| | — |
| | — |
|
| Net Income Attributable to Common Shareholders | $ | 942.3 |
| | $ | 878.5 |
| | $ | 63.8 |
| | 7.3 | % |
(a) Percent greater than 100 not shown as it is not meaningful.
Operating Revenues
A summary of our Operating Revenues by segment was as follows:
|
| | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2016 | | 2015 | | Increase/(Decrease) | | Percent |
| Electric Distribution | $ | 5,594.3 |
| | $ | 5,903.6 |
| | $ | (309.3 | ) | | (5.2 | )% |
| Natural Gas Distribution | 857.7 |
| | 995.5 |
| | (137.8 | ) | | (13.8 | ) |
| Electric Transmission | 1,210.0 |
| | 1,069.1 |
| | 140.9 |
| | 13.2 |
|
| Other and Eliminations | (22.9 | ) | | (13.4 | ) | | (9.5 | ) | | 70.9 |
|
| Total Operating Revenues | $ | 7,639.1 |
| | $ | 7,954.8 |
| | $ | (315.7 | ) | | (4.0 | )% |
A summary of our retail electric GWh sales volumes and our firm natural gas sales volumes in MMcf were as follows:
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2016 | | 2015 | | Decrease | | Percent |
| Electric | | | | | | | |
| Traditional | 28,479 |
| | 28,982 |
| | (503 | ) | | (1.7 | )% |
| Decoupled | 25,163 |
| | 25,634 |
| | (471 | ) | | (1.8 | ) |
| Total Electric | 53,642 |
| | 54,616 |
| | (974 | ) | | (1.8 | )% |
| | | | | | | | |
| Firm Natural Gas | | | | | | | |
| Traditional | 45,314 |
| | 47,600 |
| | (2,286 | ) | | (4.8 | )% |
| Decoupled and Special Contracts | 52,728 |
| | 55,399 |
| | (2,671 | ) | | (4.8 | ) |
| Total Firm Natural Gas | 98,042 |
| | 102,999 |
| | (4,957 | ) | | (4.8 | )% |
Operating Revenues, which primarily consist of base electric and natural gas distribution revenues and tracked revenues further described below, decreased by $315.7 million in 2016, as compared to 2015.
Base electric and natural gas distribution revenues: Base electric distribution segment revenues increased by $19.9 million due primarily to a higher rate base resulting from the 2015 PURA ADIT settlement agreement that is being collected from customers in distribution rates at CL&P ($26.1 million) and the absence of a required ROE reduction in 2015, as stipulated in the PURA 2014 rate case decision, at CL&P ($4 million). This increase was partially offset by the absence of the benefit recognized in 2015 in Operating Revenues due to the PURA ADIT settlement agreement. In addition, traditional electric base distribution revenues decreased $10.1 million due to a 1.7 percent decrease in non-decoupled retail electric sales volumes due primarily to increased customer energy conservation efforts, partly offset by PSNH distribution rate increases effective July 1, 2015 and July 1, 2016.
Contributing to the decrease in Operating Revenues in 2016 was the absence of an $11 million benefit related to the Comprehensive Settlement Agreement associated with the recovery of LBR related to 2009 through 2011 energy efficiency programs recorded at NSTAR Electric in 2015.
Firm natural gas base distribution segment revenues increased $11.7 million due primarily to the impact of the NSTAR Gas base distribution rate increase effective January 1, 2016, partially offset by a 4.8 percent decrease in traditional firm natural gas sales volumes as a result of warmer than normal weather experienced in the first quarter of 2016, as compared to much colder than normal temperatures in 2015.
Fluctuations in CL&P's, NSTAR Electric's and NSTAR Gas' sales volumes do not impact the level of base distribution revenue realized or earnings due to their respective regulatory commission approved revenue decoupling mechanisms. The revenue decoupling mechanisms permit recovery of a base amount of distribution revenues and break the relationship between sales volumes and revenues recognized. Revenue decoupling mechanisms result in the recovery of our approved base distribution revenue requirements.
Tracked distribution revenues: Tracked revenues consist of certain costs that are recovered from customers in rates through regulatory commission-approved cost tracking mechanisms and therefore have no impact on earnings. Costs recovered through cost tracking mechanisms include energy supply procurement costs and other energy-related costs for our electric and natural gas customers, retail transmission charges, energy efficiency program costs, and restructuring and stranded cost recovery revenues. In addition, tracked revenues include certain incentives earned and carrying charges. Tracked electric distribution segment revenues decreased as a result of decreases in energy supply costs ($625.2 million), driven by decreased average retail rates and lower sales volumes, partially offset by an increase in retail electric transmission charges ($84.6 million), an increase in federally mandated congestion charges ($103.0 million), an increase in energy efficiency program revenues ($51.7 million), an increase in stranded cost recovery charges ($39.2 million) and an increase in net metering for distributed generation revenues ($34.0 million). In addition, as a result of a change to the amounts collected in the system benefits charge, CL&P's calculated rate base increased, providing an increase to distribution revenues that positively impacted earnings by $23.2 million.
In 2016, tracked natural gas distribution segment revenues decreased as a result of decreases in natural gas supply costs ($128.2 million) driven by decreased average rates and lower sales volumes, and a decrease in energy efficiency program revenues ($22.7 million).
Electric transmission revenues: The electric transmission segment revenues increased by $140.9 million due primarily to the recovery of higher revenue requirements associated with ongoing investments in our transmission infrastructure and the absence in 2016 of a $20 million reserve charge recorded in 2015 associated with the March 2015 FERC ROE order.
Other: Other revenues decreased due primarily to the sale of Eversource's unregulated contracting business on April 13, 2015 ($11.4 million).
Purchased Power, Fuel and Transmission expense includes costs associated with purchasing electricity and natural gas on behalf of our customers. These energy supply costs are recovered from customers in rates through cost tracking mechanisms, which have no impact on earnings (tracked costs). Purchased Power, Fuel and Transmission expense decreased in 2016, as compared to 2015, due primarily to the following:
|
| | | |
| (Millions of Dollars) | (Decrease)/Increase |
| Electric Distribution | $ | (625.9 | ) |
| Natural Gas Distribution | (130.3 | ) |
| Transmission | 170.1 |
|
| Total Purchased Power, Fuel and Transmission | $ | (586.1 | ) |
The decrease in purchased power expense at the electric distribution business was driven by lower prices associated with the procurement of energy supply, lower sales volumes, and a decrease in the amount of electricity generated by PSNH facilities in 2016, as compared to 2015. The decrease in purchased power expense at the natural gas distribution business was due to lower sales volumes and lower average natural gas prices. The increase in transmission costs was primarily the result of an increase in costs billed by ISO-NE that support regional grid investment.
Operations and Maintenance expense includes tracked costs and costs that are part of base electric and natural gas distribution rates with changes impacting earnings (non-tracked costs). Operations and Maintenance expense decreased in 2016, as compared to 2015, due primarily to the following:
|
| | | |
| (Millions of Dollars) | Increase/(Decrease) |
| Base Electric Distribution: | |
| Absence of 2015 resolution of basic service bad debt adder mechanism at NSTAR Electric | $ | 24.2 |
|
| Absence of 2015 regulatory proceedings benefiting NSTAR Electric | 10.5 |
|
| Employee-related expenses, including labor and benefits | (27.0 | ) |
| Storm restoration costs | 15.0 |
|
| Write-off of software design costs | 9.2 |
|
| Other operations and maintenance | 14.1 |
|
| Total Base Electric Distribution | 46.0 |
|
| Total Base Natural Gas Distribution: | |
| Employee-related expenses, including labor and benefits | (15.5 | ) |
| Other operations and maintenance | 8.2 |
|
| Total Base Natural Gas Distribution | (7.3 | ) |
| Tracked costs (Electric Distribution, Electric Transmission and Natural Gas Distribution): | |
| Merger-related costs allowed for recovery through transmission rates (earnings benefit) | (27.5 | ) |
| Other tracked operations and maintenance | 41.8 |
|
| Total Tracked costs (Electric Distribution, Electric Transmission and Natural Gas Distribution) | 14.3 |
|
| Other and eliminations: | |
| Integration costs | (27.2 | ) |
| Absence of Eversource's unregulated electrical contracting business due to sale in April 2015, net | (13.9 | ) |
| Eversource Parent and Other Companies | (2.8 | ) |
| Eliminations | (14.9 | ) |
| Total Operations and Maintenance | $ | (5.8 | ) |
Depreciation expense increased in 2016, as compared to 2015, due primarily to higher utility plant in service balances.
Amortization of Regulatory Assets, Net expense includes the deferral of energy supply and energy-related costs included in certain regulatory-approved tracking mechanisms and the amortization of certain costs. The deferral adjusts expense to match the corresponding revenues. Amortization of Regulatory Assets, Net increased in 2016, as compared to 2015, due primarily to the deferral of energy supply and energy-related costs which can fluctuate from period to period based on the timing of costs incurred and the related rate changes to recover these costs. Energy supply and energy-related costs at CL&P, NSTAR Electric and PSNH, which are the primary drivers in amortization, are recovered from customers in rates and have no impact on earnings. The increase in Amortization of Regulatory Assets, Net for the year ended December 31, 2016 also includes the absence in 2016 of the $11.7 million benefit recorded in 2015 at NSTAR Electric in connection with the Comprehensive Settlement Agreement.
Energy Efficiency Programs expense increased in 2016, as compared to 2015, due primarily to deferral adjustments at NSTAR Electric, partially offset by deferral adjustments for the natural gas businesses, which reflect the actual costs of energy efficiency programs compared to the estimated amounts billed to customers, and the timing of the recovery of energy efficiency costs incurred in accordance withcosts.
•The decrease at NSTAR Electric was due to the three-year program guidelines established by the DPU. The deferrals adjust expense to match thetiming of spending on certain large energy efficiency programs revenue. The costs for various state energy policy initiatives and expanded energy efficiency programs are recovered from customersprojects in rates and have no impact on earnings.2020, as compared to 2019.
Taxes Other Than Income Taxes expense increased in 2016,2020, as compared to 2015,2019, due primarily to anthe following:
•The increase at CL&P was related to higher property taxes as a result of a higher utility plant balance, higher gross earnings taxes, and the absence in 2020 of a use tax refund received in 2019, partially offset by a decrease of $21.4 million relating to the remittance of energy efficiency funds to the State of Connecticut. Energy efficiency funds collected from customers after July 1, 2019 are no longer subject to remittance to the State of Connecticut.
•The increases at NSTAR Electric and PSNH were due to higher property taxes as a result of higher utility plant balances and an increaseoffset against some favorable property tax resolutions with a number of communities.
Interest Expense increased/decreased in gross earnings taxes. Gross earnings taxes are recovered from customers in rates and have no impact on earnings.
Interest Expense increased in 2016,2020, as compared to 2015,2019, due primarily to anthe following:
•The increase inat CL&P was due to higher interest on long-term debt ($33.8 million) as a result of new debt issuances and an increase in interest on notes payable ($2.26.6 million), partially offset by a decrease in interest expense on regulatory deferrals which decreased($2.0 million), a decrease in interest on short-term notes payable ($1.2 million), and lower amortization of debt discounts and premiums, net ($0.9 million).
•Theincrease at NSTAR Electric was due to higher interest on long-term debt ($12.9 million), an increase in interest expense on regulatory deferrals ($7.4 million), and a decrease in capitalized AFUDC related to debt funds ($1.4 million), partially offset by a decrease in interest on short-term notes payable ($3.6 million).
•The decrease at PSNH was due to a decrease in interest expense on regulatory deferrals ($2.3 million) and a decrease in RRB interest expense ($5.51.4 million), partially offset by higher amortization of debt discounts and premiums, net ($0.8 million) and a decrease in capitalized AFUDC related to debt funds ($0.6 million).
Other Income, Net increased increased/decreased in 2016,2020, as compared to 2015,2019, due primarily to higher equity AFUDC amountsthe following:
•The increase at CL&P was due to an increase related to pension, SERP and PBOP non-service income components ($7.43.3 million), higher gainsan increase in AFUDC related to the sales of unregulated businessesequity funds ($9.40.6 million), and higher interest income ($0.5 million), partially offset by a decrease in investment income ($1.2 million).
•The increase at NSTAR Electric was due primarily to an increase related to pension, SERP and PBOP non-service income components ($5.8 million) and an increase in AFUDC related to equity funds ($1.7 million).
•The decrease at PSNH was due primarily to lower interest income ($4.18.1 million). Partially offsetting these favorable impacts were, which includes the market value changesabsence in 2020 of the recognition of the equity component of the carrying charges related to deferred compensation plansstorm costs recorded in interest income in 2019 ($9.65.2 million), partially offset by an increase related to pension, SERP and PBOP non-service income components ($2.1 million) and an increase in AFUDC related to equity funds ($0.8 million).
Income Tax Expense increased increased/decreased in 2016,2020, as compared to 2015,2019, due primarily to the following:
•The increase at CL&P was due primarily to higher pre-tax earnings ($24.212.6 million), higher state taxes ($7.52.8 million), and the sale of an unregulated businessreturn to provision adjustments ($10.21.2 million), partially offset by theitems that impact our tax rate as a result of regulatory treatment (flow-through items) and permanent differences ($0.5 million), an increase in share-based payment excess tax benefitbenefits ($1.8 million), and a decrease in a valuation allowance ($1.6 million).
•The increase at NSTAR Electric was due primarily to the adoption of new accounting guidance related to share based payment transactionshigher pre-tax earnings ($19.13.9 million), the true-uphigher state taxes ($0.7 million), a decrease in amortization of theEDIT ($2.5 million), and return to provision impactsadjustments ($0.5 million), partially offset by items that impact our tax rate as a result of regulatory treatment (flow-through items) and apermanent differences ($0.3 million), and an increase in share-based payment excess tax benefits ($1.8 million).
•The decrease at PSNH was due primarily to lower state taxes ($2.0 million), an increase in amortization of EDIT ($11.4 million), and an increase in share-based payment excess tax benefits ($0.6 million), partially offset by higher tax benefit from a reduction in tax reservespre-tax earnings ($7.60.6 million), return to provision adjustments ($1.7 million), and items that impact our tax rate as a result of regulatory treatment (flow-through items) and permanent differences ($0.22.4 million).
EARNINGS SUMMARY
Regulated Companies: Our electric distribution segmentCL&P's earnings decreased $44.3increased $47.0 million in 2016,2020, as compared to 2015. The decrease was2019, due primarily to the absence in 2016 of the resolution of NSTAR Electric's basic service bad debt adder mechanism recorded in 2015 ($14.5 million), the absence in 2016 of the favorable impact associated with the NSTAR Electric Comprehensive Settlement Agreement recorded in 2015 ($13.0 million), and higher depreciation expense. In addition, earnings decreased due to higher operations and maintenance expense (primarily related to the absence of a $6.3 million regulatory benefit related to certain uncollectible hardship accounts receivable that was recorded in 2015 at NSTAR Electric, as well as higher storm restoration costs, higher vegetation management costs and the write-off of software design costs), higher property tax expense, and lower non-decoupled retail electric sales volumes due primarily to increased customer energy conservation efforts. These unfavorable earnings impacts were partially offset by increased CL&P distribution revenues primarily as a result of higher rate base and the absence of a required ROE reduction, as stipulated in the PURA 2014 rate case decision, and higher generation earnings.
Our electric transmission segment earnings increased $66.3 million in 2016, as compared to 2015, due primarily to a higher transmission rate base as a result of increased investments in our transmission infrastructure, the FERC-allowed recovery of certain merger-related costs in 2016 ($16.5 million), and the absence in 2016 of reserve charges in 2015 associated with the FERC ROE complaint proceedings ($12.4 million).
Our natural gas distribution segment earnings increased $5.3 million in 2016, as compared to 2015, due primarily to the impact of the NSTAR Gas base distribution rate increaseincreases effective JanuaryMay 1, 2016, the higher return earned on the NSTAR Gas System Enhancement Program ("GSEP") capital tracker mechanism effective in 2016,2020 and lower operations and maintenance expense. These favorable earnings impacts were partially offset by lower non-decoupled firm natural gas sales volumes driven by the warmer than normal weather in the first quarter of 2016, as compared to the much colder than normal weather in the first quarter of 2015, higher property tax expense, and higher interest expense.
Eversource Parent and Other Companies: Eversource parent and other companies had earnings of $31.0 million in 2016, compared with a net loss of $5.5 million in 2015. The earnings increase was due primarily to lower income tax expense as a result of recognizing tax benefits from executive deferred compensation payments, which resulted from the adoption of a new accounting standard, and the absence in 2016 of integration costs, partially offset by higher interest expense.
LIQUIDITY
Cash flows provided by operating activities totaled $2.2 billion in 2016, compared with $1.4 billion in 2015. The increase in operating cash flows was due primarily to the absence in 2016 of $302 million in payments made in 2015 to fully satisfy the obligation with the DOE for costs associated with the disposal of spent nuclear fuel and high-level radioactive waste at previously owned generation facilities. In addition, there was an increase of $226.0 million in regulatory recoveries, primarily at NSTAR Electric, due to $98.1 million of collections from customers in excess of purchased power costs, the favorable impact associated with the December 2015 legislation that extended tax bonus depreciation, which resulted in a $145.8 million decrease in income tax payments in 2016, as compared to 2015, and an increase of $55.2 million of the Yankee Companies' DOE Damages and other proceeds received in 2016, as compared to 2015. Partially offsetting these favorable impacts was the timing of collections and payments related to our working capital items.
RESULTS OF OPERATIONS – THE CONNECTICUT LIGHT AND POWER COMPANY
The following provides the amounts and variances in operating revenues and expense line items in the statements of income for CL&P for the years ended December 31, 2016 and 2015 included in this Annual Report on Form 10-K:
|
| | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2016 | | 2015 | | Increase/(Decrease) | | Percent |
| Operating Revenues | $ | 2,806.0 |
| | $ | 2,802.7 |
| | $ | 3.3 |
| | 0.1 | % |
| Operating Expenses: | |
| | |
| | |
| | |
|
| Purchased Power and Transmission | 919.7 |
| | 1,054.3 |
| | (134.6 | ) | | (12.8 | ) |
| Operations and Maintenance | 490.1 |
| | 487.3 |
| | 2.8 |
| | 0.6 |
|
| Depreciation | 230.5 |
| | 215.3 |
| | 15.2 |
| | 7.1 |
|
| Amortization of Regulatory Assets, Net | 38.8 |
| | 12.3 |
| | 26.5 |
| | (a) |
|
| Energy Efficiency Programs | 154.0 |
| | 153.7 |
| | 0.3 |
| | 0.2 |
|
| Taxes Other Than Income Taxes | 299.7 |
| | 268.7 |
| | 31.0 |
| | 11.5 |
|
| Total Operating Expenses | 2,132.8 |
| | 2,191.6 |
| | (58.8 | ) | | (2.7 | ) |
| Operating Income | 673.2 |
| | 611.1 |
| | 62.1 |
| | 10.2 |
|
| Interest Expense | 144.1 |
| | 145.8 |
| | (1.7 | ) | | (1.2 | ) |
| Other Income, Net | 13.5 |
| | 11.5 |
| | 2.0 |
| | 17.4 |
|
| Income Before Income Tax Expense | 542.6 |
| | 476.8 |
| | 65.8 |
| | 13.8 |
|
| Income Tax Expense | 208.3 |
| | 177.4 |
| | 30.9 |
| | 17.4 |
|
| Net Income | $ | 334.3 |
| | $ | 299.4 |
| | $ | 34.9 |
| | 11.7 | % |
(a) Percent greater than 100 not shown as it is not meaningful.
Operating Revenues
CL&P's retail sales volumes were as follows:
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2016 | | 2015 | | Decrease | | Percent |
| Retail Sales Volumes in GWh | 21,617 |
| | 22,071 |
| | (454 | ) | | (2.1 | )% |
CL&P's Operating Revenues, which consist of base distribution revenues and tracked revenues further described below, increased by $3.3 million in 2016, as compared to 2015.
Base distribution revenues increased by $30.1 million due to a higher rate base resulting from the 2015 PURA ADIT settlement agreement that is being collected from customers in distribution rates ($26.1 million) and the absence of a required ROE reduction, as stipulated in the PURA 2014 rate case decision, recorded in 2015 ($4 million). This increase was partially offset by the absence of the benefit recognized in 2015 in Operating Revenues due to the PURA ADIT settlement agreement.
Fluctuations in CL&P's sales volumes do not impact the level of base distribution revenue realized or earnings due to the PURA approved revenue decoupling mechanism. CL&P's revenue decoupling mechanism permits recovery of a base amount of distribution revenues ($1.059 billion annually) and breaks the relationship between sales volumes and revenues recognized. The revenue decoupling mechanism results in the recovery of approved base distribution revenue requirements.
Fluctuations in the overall level of operating revenues are primarily related to tracked revenues. Tracked revenues consist of certain costs that are recovered from customers in rates through PURA-approved cost tracking mechanisms and therefore have no impact on earnings. Costs recovered through cost tracking mechanisms include energy supply procurement and other energy-related costs, retail transmission charges, energy efficiency program costs and restructuring and stranded cost recovery revenues. In addition, tracked revenues include certain incentives earned and carrying charges. Tracked distribution revenues decreased primarily as a result of a decrease in energy supply costs ($222.4 million) driven by decreased average retail rates and lower sales volumes. Partially offsetting this decrease was an increase in federally mandated congestion charges ($103.0 million) and an increase in competitive transition assessment charges ($31.7 million). In addition, as a result of a change to the amounts collected in the system benefits charge, CL&P's calculated rate base increased, providing an increase to distribution revenues that impacted earnings of $23.2 million.
Transmission revenues increased by $62.7 million due primarily to higher revenue requirements associated with ongoing investments in our transmission infrastructure and the absence in 2016 of a $12.5 million reserve charge recorded in 2015 associated with the March 2015 FERC ROE order.
Purchased Power and Transmission expense includes costs associated with purchasing electricity on behalf of CL&P's customers. These energy supply costs are recovered from customers in PURA-approved cost tracking mechanisms, which have no impact on earnings (tracked costs). Purchased Power and Transmission expense decreased in 2016, as compared to 2015, due primarily to the following:
|
| | | |
| (Millions of Dollars) | (Decrease)/Increase |
| Purchased Power Costs | $ | (173.1 | ) |
| Transmission Costs | 38.5 |
|
| Total Purchased Power and Transmission | $ | (134.6 | ) |
Included in purchased power costs are the costs associated with CL&P's GSC and deferred energy supply costs. The GSC recovers energy-related costs incurred as a result of providing electric generation service supply to all customers who have not migrated to third party suppliers. The decrease in purchased power costs in 2016, compared to 2015, was due primarily to a decrease in the price of standard offer supply, as well as lower sales volumes. The increase in transmission costs was primarily the result of an increase in costs billed by ISO-NE that support regional grid investment.
Operations and Maintenance expense increased in 2016, as compared to 2015, driven by a $9.2 million increase in tracked costs, which have no earnings impact, that was primarily attributable to higher transmission expenses, partially offset by a $6.4 million decrease in non-tracked costs, which was primarily attributable to lower employee-related expenses, partially offset by higher storm restoration costs and the write-off of software design costs.
Depreciation increased in 2016, as compared to 2015, due primarily to higher utility plant in service balances.
Amortization of Regulatory Assets, Net expense includes the deferral of energy supply and energy-related costs and the amortization of storm and other costs. Amortization of Regulatory Assets, Net increased in 2016, as compared to 2015, due primarily to the deferral adjustment of energy supply and energy-related costs, which can fluctuate from period to period based on the timing of costs incurred and related rate changes to recover these costs. The deferral adjusts expense to match the corresponding revenues. Energy supply and energy-related costs, which are the primary drivers of amortization, are recovered from customers in rates and have no impact on earnings.
Taxes Other Than Income Taxes expense increased in 2016, as compared to 2015, due primarily to an increase in property taxes as a result of both an increase in utility plant balances and an increase in gross earnings taxes. Gross earnings taxes are recovered from customers in rates and have no impact on earnings.
Interest Expense decreased in 2016, as compared to 2015, due primarily to lower deferred regulatory interest expense ($5.0 million) and a decrease in interest expense related to deposits ($1.3 million), partially offset by an increase in interest on long-term debt ($5.1 million).
Income Tax Expense increased in 2016, as compared to 2015, due primarily to higher pre-tax earnings ($23.2 million), higher state taxes ($1.5 million), and items that impact our tax rate as a result of regulatory treatment (flow-through items) and permanent differences ($7.7 million), partially offset by the excess tax benefit due to the adoption of new accounting guidance related to share-based payment transactions ($0.9 million), and the true-up of the return to provision impacts and a lower tax benefit from a reduction in tax reserves ($0.5 million).
EARNINGS SUMMARY
CL&P's earnings increased $34.9 million in 2016, as compared to 2015, due primarily toMay 1, 2019, an increase in transmission earnings driven by a higher transmission rate base, and higher earnings from its capital tracker mechanism due to increased electric system improvements. The earnings increase was partially offset by higher depreciation expense, higher propertytax expense, and higher interest expense.
NSTAR Electric's earnings increased $13.0 million in 2020, as wellcompared to 2019, due primarily to the base distribution rate increase effective January 1, 2020, an increase in transmission earnings driven by a higher transmission rate base, and higher energy efficiency incentives earned. The earnings increase was partially offset by higher operations and maintenance expense, higher interest expense, higher depreciation expense, and higher property tax expense.
PSNH's earnings increased $13.3 million in 2020, as compared to 2019, due primarily to the absencetemporary base distribution rate increase effective July 1, 2019, an increase in 2016transmission earnings driven by a higher transmission rate base, and the impact of the 2015 FERC ROE complaint proceedings reserve charge, higher distributionPSNH rate settlement agreement approved in December 2020 that was due primarily to the reconciliation of permanent rates back to the temporary rate period. The settlement agreement primarily resulted in a benefit to income tax expense for the reduction of the EDIT regulatory liability, partially offset by a reduction in revenues driven by the negative impact from the over-refunding of the change in the 2018 federal corporate income tax rate as a result of the Tax Cuts and Jobs Act of 2017 that was reflected in temporary rates. The earnings increase was partially offset by higher rate baseoperations and maintenance expense, higher property tax expense, and the absence of a required ROE reduction, as stipulated in the PURA 2014 rate case decision, and lower operations and maintenance expense. These favorable earnings impacts were partially offset by higher property and other tax expense, a higher effective tax rate and higher depreciation expense.2019 recognition of carrying charges on its 2013 through 2016 storm costs approved for recovery.
LIQUIDITY
Cash totaled $6.6 million as of December 31, 2016, compared with $1.1 million as of December 31, 2015.
Eversource parent has a $1.45 billion commercial paper program allowing Eversource parent to issue commercial paper as a form of short-term debt, with intercompany loans to certain subsidiaries, including CL&P. The weighted-average interest rate on the commercial paper borrowings as of December 31, 2016 and 2015 was 0.88 percent and 0.72 percent, respectively. As of December 31, 2016 and 2015, there were intercompany loans from Eversource parent to CL&P of $80.1 million and $277.4 million, respectively.
Eversource parent, and certain of its subsidiaries, including CL&P, are parties to a five-year $1.45 billion revolving credit facility. Effective September 26, 2016, the revolving credit facility's termination date was extended for one additional year to September 4, 2021. There were no borrowings outstanding on the revolving credit facility as of December 31, 2016 or 2015.
In 2016, Flows: CL&P had cash flows provided by operating activities of $811.5 million, compared with $298.3$397.1 million in 2015.2020, as compared to $726.4 million in 2019. The increasedecrease in operating cash flows was due primarily to cash payments made in 2020 for storm restoration costs of approximately $180 million related to Tropical Storm Isaias and the timing of cash payments made on our accounts payable. In addition, the timing of collections for regulatory tracking mechanisms, which includes the impact of the CL&P temporary rate suspension, the timing of cash collections on our accounts receivable, and the timing of other working capital items contributed to the decrease in operating cash flows. Partially offsetting these unfavorable impacts was lower income tax payments made of $69.7 millionin 2020, as compared to 2019.
NSTAR Electric had cash flows provided by operating activities of $525.8 million in 2020, as compared to $698.3 million in 2019. The decrease in operating cash flows was due primarily to the absencetiming of collections for regulatory tracking mechanisms primarily related to transmission costs, the timing of cash collections on our accounts receivable, a $32.8 million increase in 2016 of $244.6 million inincome tax payments made in 20152020, as compared to fully satisfy the pre-1983 spent nuclear fuel obligation with the DOE,2019, and the favorable impact associated withtiming of other working capital items. Partially offsetting these unfavorable impacts were the December 2015 legislation that extended tax bonus depreciation, which resultedtiming of cash payments on our accounts payable and a $5.7 million decrease in Pension and PBOP contributions made in 2020, as compared to 2019.
PSNH had cash flows provided by operating activities of $218.7 million in 2020, as compared to $274.4 million in 2019. The decrease in operating cash flows was due primarily to the timing of cash collections on our accounts receivable and an increase in income tax refundspayments made of $73.9$30.8 million received in 2016,2020, as compared to income tax payments of $55.2 million made in 2015.2019. Also contributing to the favorable impact was an increase in distribution rates due to higher rate base anddecrease were the timing of collections for regulatory tracking mechanisms and payments relatedan increase of $4.1 million in Pension contributions made in 2020, as compared to our working capital items, including accounts receivable and accounts payable.2019. Partially offsetting these unfavorable impacts was the timing of regulatory recoveries primarily related to energy efficiency program costs.cash payments on our accounts payable.
Investments in Property, Plant and EquipmentReceivables, net of reserves, on the statements of cash flows do not include amounts incurredbalance sheets have increased $58.3 million at CL&P, $56.3 million at NSTAR Electric, and $20.0 million at PSNH in 2020, as compared to 2019, due primarily to an increase in delinquent receivables from customers attributable to the moratorium on capital projects but not yet paid, cost of removal, AFUDC related to equity funds,disconnections and the capitalized portionseconomic slowdown resulting from the COVID-19 pandemic.
For further information on CL&P's, NSTAR Electric's and PSNH's liquidity and capital resources, see "Liquidity" and "Business Development and Capital Expenditures" included in this Management's Discussion and Analysis of pension expense. CL&P's investments totaled $612.0 million in 2016, compared with $523.8 million in 2015.Financial Condition and Results of Operations.
Financing activities in 2016 included $199.6 million in common stock dividends paid to Eversource parent.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
Market Risk Information
Commodity Price Risk Management: Our regulated companies enter into energy contracts to serve our customers, and the economic impacts of those contracts are passed on to our customers. Accordingly, the regulated companies have no exposure to loss of future earnings or fair values due to these market risk-sensitive instruments. Eversource's Energy Supply Risk Committee, comprised of senior officers, reviews and approves all large-scale energy related transactions entered into by its regulated companies.
Other Risk Management Activities
We have an Enterprise Risk Management (ERM) program for identifying the principal risks of the Company. Our ERM program involves the application of a well-defined, enterprise-wide methodology designed to allow our Risk Committee, comprised of our senior officers and directors of the Company, to identify, categorize, prioritize, and mitigate the principal risks to the Company. The ERM program is integrated with other assurance functions throughout the Company including Compliance, Auditing, and Insurance to ensure appropriate coverage of risks that could impact the Company. In addition to known risks, ERM identifies emerging risks to the Company, through participation in industry groups, discussions with management and in consultation with outside advisers. Our management then analyzes risks to determine materiality, likelihood and impact, and develops mitigation strategies. Management broadly considers our business model, the utility industry, the global economy, climate change, sustainability and the current environment to identify risks. The Finance Committee of the Board of Trustees is responsible for oversight of the Company's ERM program and enterprise-wide risks as well as specific risks associated with insurance, credit, financing, investments, pensions and overall system security including cyber security. The findings of the ERM process are periodically discussed with the Finance Committee of our Board of Trustees, as well as with other Board Committees or the full Board of Trustees, as appropriate, including reporting on how these issues are being measured and managed. However, there can be no assurances that the Enterprise Risk ManagementERM process will identify or manage every risk or event that could impact our financial position, results of operations or cash flows.
Interest Rate Risk Management: We manage our interest rate risk exposure in accordance with our written policies and procedures by maintaining a mix of fixed and variable rate long-term debt. As of December 31, 2017, approximately 98 percent2020, all of our long-term debt includingexcept for $11.7 million of fees and interest due for CYAPC's spent nuclear fuel disposal costs, was at a fixed interest rate. The remaining long-term debt is at variable interest rates and is subject to interest rate risk that could result in earnings volatility. Assuming a one percentage point increase in our variable interest rates, annual interest expense would have increased by a pre-tax amount of $2.7 million.
Credit Risk Management: Credit risk relates to the risk of loss that we would incur as a result of non-performance by counterparties pursuant to the terms of our contractual obligations. We serve a wide variety of customers and transact with suppliers that include IPPs, industrial companies, natural gas and electric utilities, oil and natural gas producers, financial institutions, and other energy marketers. Margin accounts exist within this diverse group, and we realize interest receipts and payments related to balances outstanding in these margin accounts. This wide customer and supplier mix generates a need for a variety of contractual structures, products and terms that, in turn, require us to manage the portfolio of market risk inherent in those transactions in a manner consistent with the parameters established by our risk management process.
Our regulated companies are subject to credit risk from certain long-term or high-volume supply contracts with energy marketing companies. Our regulated companies manage the credit risk with these counterparties in accordance with established credit risk practices and monitor contracting risks, including credit risk. As of December 31, 2017,2020, our regulated companies did not holdheld collateral (letters of credit)credit or cash) of $10.0 million from counterparties related to our standard service contracts. As of December 31, 2017,2020, Eversource had $24.5$34.6 million of cash posted with ISO-NE related to energy transactions.
For further information on cash collateral deposited and posted with counterparties, see Note 1H,1O, "Summary of Significant Accounting Policies - Deposits,Supplemental Cash Flow Information," to the financial statements.
If the respective unsecured debt ratings of Eversource or its subsidiaries were reduced to below investment grade by either Moody's or S&P, certain of Eversource's contracts would require additional collateral in the form of cash to be provided to counterparties and independent system operators. Eversource would have been and remains able to provide that collateral.
Item 8. Financial Statements and Supplementary Data
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| Eversource | | |
| CompanyManagement’s Report on Internal Controls Over Financial Reporting | |
| Reports of Independent Registered Public Accounting Firm | |
| Consolidated Financial Statements | |
| | |
| CL&P | | |
| Management’s Report on Internal Controls Over Financial Reporting | |
| Report of Independent Registered Public Accounting Firm | |
| Consolidated Financial Statements | |
| | |
CL&PNSTAR Electric | | |
| CompanyManagement’s Report on Internal Controls Over Financial Reporting | |
| Report of Independent Registered Public Accounting Firm | |
| Consolidated Financial Statements | |
| | |
NSTAR ElectricPSNH | | |
| CompanyManagement’s Report on Internal Controls Over Financial Reporting | |
| Report of Independent Registered Public Accounting Firm | |
| Consolidated Financial Statements | |
| | |
PSNH | | |
| Company Report on Internal Controls Over Financial Reporting | |
| Report of Independent Registered Public Accounting Firm | |
| Consolidated Financial Statements | |
| | |
Company
Management’s Report on Internal Controls Over Financial Reporting
Eversource Energy
Management is responsible for the preparation, integrity, and fair presentation of the accompanying consolidated financial statements of Eversource Energy and subsidiaries (Eversource or the Company) and of other sections of this annual report. Eversource's internal controls over financial reporting were audited by Deloitte & Touche LLP.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting. The Company's internal control framework and processes have been designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. There are inherent limitations of internal controls over financial reporting that could allow material misstatements due to error or fraud to occur and not be prevented or detected on a timely basis by employees during the normal course of business. Additionally, internal controls over financial reporting may become inadequate in the future due to changes in the business environment.
Under the supervision and with the participation of the principal executive officer and principal financial officer, Eversource conducted an evaluation of the effectiveness of internal controls over financial reporting based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation under the framework in COSO, management concluded that internal controls over financial reporting were effective as of December 31, 2017.2020.
Management has excluded from our assessment of and conclusion on the effectiveness of internal controls over financial reporting the internal
controls of Eversource Aquarion Holdings, Inc. (formerly Macquarie Utilities Inc.),Gas Company of Massachusetts (EGMA). On October 9, 2020, Eversource completed the acquisition of certain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts, which was previously doing business as Columbia Gas of Massachusetts (CMA). The natural gas distribution assets acquired on December 4, 2017, which isfrom CMA were assigned to EGMA, and are included in the consolidated financial statements of the Company as of and for the year ended December 31, 2017,2020, constituting 4.31%3.4 percent and 2.37%5.8 percent of total and net assets, respectively, as of December 31, 2017,2020, and 0.20%1.7 percent and 1.2 percent of revenues and net income attributable to common shareholders, respectively, for the year ended December 31, 2017.2020.
February 23, 201817, 2021
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees and Shareholders of Eversource Energy:
OpinionsOpinion on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheetsinternal control over financial reporting of Eversource Energy and subsidiaries (the “Company”) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, common shareholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2017, and the related notes and the schedules listed in the Index at Item 15 of Part IV (collectively referred to as the “financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017, in conformity with accounting principles generally accepted in the United States of America.
As discussed in Note 1, the Company acquired Macquarie Utilities Inc. on December 4, 2017.
Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
As described in Companythe Management’s Report on Internal Controls Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Eversource Aquarion Holdings, Inc. (formerly Macquarie Utilities Inc.)Gas Company of Massachusetts (previously doing business as Columbia Gas of Massachusetts), which was acquired on December 4, 2017October 9, 2020, and whose financial statements constitute 2.37%3.4% and 4.31%5.8% of total and net assets, respectively, 1.7% of revenues, and 1.2% of net and total assets, respectively, and 0.20% of revenuesincome attributable to common shareholders of the consolidated financial statement amounts as of and for the year ended December 31, 2017.2020. Accordingly, our audit did not include the internal control over financial reporting at Eversource Aquarion Holdings, Inc.Gas Company of Massachusetts.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2020, of the Company and our report dated February 17, 2021, expressed an unqualified opinion on those financial statements.
Basis for Opinions
Opinion
The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying CompanyManagement’s Report on Internal Controls Over Financial Reporting. Our responsibility is to express an opinion on these financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB)PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our auditsaudit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the auditsaudit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also includedrisk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audits provideaudit provides a reasonable basis for our opinions.
opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Hartford, Connecticut
February 17, 2021
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees and Shareholders of Eversource Energy:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Eversource Energy and subsidiaries (the “Company”) as of December 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, common shareholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2020, and the related notes and the schedules listed in the Index at Item 15 of Part IV (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 17, 2021, expressed an unqualified opinion on the Company’s internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Regulatory Accounting - Impact of Rate Regulation on the Financial Statements - Refer to Note 2 to the Financial Statements
Critical Audit Matter Description
The Company’s utility companies are subject to rate regulation by the Federal Energy Regulatory Commission and by their respective state public utility authorities in Connecticut, Massachusetts, or New Hampshire (the “Commissions”). The rate regulation by these Commissions is based on cost recovery. The regulated companies’ financial statements reflect the effects of the rate-making process. The rates charged to the customers of the Company’s regulated companies are designed to collect each company’s cost to provide service, plus a return on investment.
The application of accounting guidance for rate-regulated enterprises results in recording regulatory assets and liabilities. Regulatory assets represent the deferral of incurred costs that are probable of future recovery in customer rates. Regulatory assets are amortized as the incurred costs are recovered through customer rates. In some cases, the Company records regulatory assets before approval for recovery has been received from the applicable regulatory commission. The Company must use judgment to conclude that costs deferred as regulatory assets are probable of future recovery. The Company bases its conclusion on certain factors, including, but not limited to, regulatory precedent. Regulatory liabilities represent either revenues received from customers to fund expected costs that have not yet been incurred or probable future refunds to customers.
The Company uses judgment when recording regulatory assets and liabilities; however, regulatory commissions can reach different conclusions about the recovery of costs, and those conclusions could have a material impact on the Company’s financial statements. Management believes it is probable that each of the regulated companies will recover its respective investment in long-lived assets, including regulatory assets. If management were to determine that it could no longer apply the accounting guidance applicable to rate-regulated enterprises to any of the regulated companies’ operations, or if management could not conclude it is probable that costs would be recovered from customers in future rates, the costs would be charged to net income in the period in which the determination is made.
Accounting for the economics of rate-regulation impacts multiple financial statement line items and disclosures, such as regulated property, plant, and equipment, regulatory assets and liabilities, operating revenues and depreciation expense. While management has indicated it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve full recovery of such costs or full recovery of all amounts invested in the utility business and a reasonable return on that investment. We identified the impact of rate-regulation as a critical audit matter due to the significant judgments made by management to support its assertions about impact of future regulatory orders on the financial statements. Management judgments include assessing the probability of recovery in future rates of incurred costs and a refund to customers. Given that management’s accounting judgments are based on assumptions about the outcome of future decisions by the Commissions, auditing these judgments requires specialized knowledge of accounting for rate regulation and the rate setting process due to its inherent complexities.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the uncertainty of future decisions by the Commissions included the following, among others:
• We tested the effectiveness of management’s controls over the evaluation of the likelihood of (1) the recovery in future rates of costs incurred as property, plant, and equipment and deferred as regulatory assets, and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We tested the effectiveness of management’s controls over the initial recognition of amounts as property, plant, and equipment; regulatory assets or liabilities; and the monitoring and evaluation of regulatory developments that may affect the likelihood of recovering costs in future rates, a refund, or a future reduction in rates.
• We evaluated the Company’s disclosures related to the applicability and impacts of rate regulation, including the balances recorded and regulatory developments disclosed in the financial statements.
• We read relevant regulatory orders issued by the Commissions for the Company and other public utilities, regulatory statutes, interpretations, procedural memorandums, filings made by intervenors, and other publicly available information to assess the likelihood of recovery in future rates or of a future refund or reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. We evaluated the external information and compared it to management’s recorded regulatory asset and liability balances for completeness.
• For regulatory matters in process, we inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors that may impact the Company’s future rates, for any evidence that might contradict management’s assertions.
• We made inquiries of management, including legal counsel, and obtained the regulatory orders and analysis from management that support the probability of recovery, refund, or future reductions in rates for regulatory assets and liabilities to assess management’s assertion that amounts are probable of recovery, refund, or a future reduction in rates.
/s/ Deloitte & Touche LLP
Hartford, Connecticut
February 23, 201817, 2021
We have served as the Company’s auditor since 2002.
EVERSOURCE ENERGY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| | | | | | | | | | | |
| | As of December 31, |
| (Thousands of Dollars) | 2020 | | 2019 |
| | | |
| ASSETS | | | |
| Current Assets: | | | |
| Cash | $ | 106,599 | | | $ | 15,432 | |
| Receivables, Net (net of allowance for uncollectible accounts of $358,851 and $224,821 as of December 31, 2020 and 2019, respectively) | 1,195,925 | | | 989,383 | |
| Unbilled Revenues | 233,025 | | | 181,006 | |
| Fuel, Materials, Supplies and REC Inventory | 265,599 | | | 235,471 | |
| Regulatory Assets | 1,076,556 | | | 651,112 | |
| Prepayments and Other Current Assets | 252,439 | | | 342,135 | |
| Total Current Assets | 3,130,143 | | | 2,414,539 | |
| Property, Plant and Equipment, Net | 30,882,523 | | | 27,585,470 | |
| Deferred Debits and Other Assets: | | | |
| Regulatory Assets | 5,493,330 | | | 4,863,639 | |
| Goodwill | 4,445,988 | | | 4,427,266 | |
| Investments in Unconsolidated Affiliates | 1,107,143 | | | 871,633 | |
| Marketable Securities | 456,617 | | | 449,130 | |
| Other Long-Term Assets | 583,854 | | | 512,238 | |
| Total Deferred Debits and Other Assets | 12,086,932 | | | 11,123,906 | |
| Total Assets | $ | 46,099,598 | | | $ | 41,123,915 | |
| | | |
| LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | |
| Notes Payable | $ | 1,249,325 | | | $ | 889,084 | |
| Long-Term Debt – Current Portion | 1,053,186 | | | 327,411 | |
| Rate Reduction Bonds – Current Portion | 43,210 | | | 43,210 | |
| Accounts Payable | 1,370,647 | | | 1,147,872 | |
| Regulatory Liabilities | 389,430 | | | 361,152 | |
| Other Current Liabilities | 809,214 | | | 836,834 | |
| Total Current Liabilities | 4,915,012 | | | 3,605,563 | |
| Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 4,095,339 | | | 3,755,777 | |
| Regulatory Liabilities | 3,850,781 | | | 3,658,042 | |
| Derivative Liabilities | 294,535 | | | 338,710 | |
| Asset Retirement Obligations | 499,713 | | | 488,511 | |
| Accrued Pension, SERP and PBOP | 1,653,788 | | | 1,370,245 | |
| Other Long-Term Liabilities | 948,506 | | | 810,553 | |
| Total Deferred Credits and Other Liabilities | 11,342,662 | | | 10,421,838 | |
| Long-Term Debt | 15,125,876 | | | 13,770,828 | |
| Rate Reduction Bonds | 496,912 | | | 540,122 | |
| Noncontrolling Interest - Preferred Stock of Subsidiaries | 155,570 | | | 155,570 | |
| Common Shareholders' Equity: | | | |
| Common Shares | 1,789,092 | | | 1,729,292 | |
| Capital Surplus, Paid In | 8,015,663 | | | 7,087,768 | |
| Retained Earnings | 4,613,201 | | | 4,177,048 | |
| Accumulated Other Comprehensive Loss | (76,411) | | | (65,059) | |
| Treasury Stock | (277,979) | | | (299,055) | |
| Common Shareholders' Equity | 14,063,566 | | | 12,629,994 | |
| Commitments and Contingencies (Note 13) | 0 | | 0 |
| Total Liabilities and Capitalization | $ | 46,099,598 | | | $ | 41,123,915 | |
|
| | | | | | | |
| | As of December 31, |
| (Thousands of Dollars) | 2017 | | 2016 |
| | | | |
| ASSETS | |
| | |
|
| Current Assets: | |
| | |
|
| Cash and Cash Equivalents | $ | 38,165 |
| | $ | 30,251 |
|
| Receivables, Net | 925,083 |
| | 847,301 |
|
| Unbilled Revenues | 201,361 |
| | 168,490 |
|
| Fuel, Materials, Supplies and Inventory | 223,063 |
| | 328,721 |
|
| Regulatory Assets | 741,868 |
| | 887,625 |
|
| Prepayments and Other Current Assets | 138,009 |
| | 215,284 |
|
| Assets Held for Sale | 219,550 |
| | — |
|
| Total Current Assets | 2,487,099 |
| | 2,477,672 |
|
| | | | |
| Property, Plant and Equipment, Net | 23,617,463 |
| | 21,350,510 |
|
| | | | |
| Deferred Debits and Other Assets: | |
| | |
|
| Regulatory Assets | 4,497,447 |
| | 3,638,688 |
|
| Goodwill | 4,427,266 |
| | 3,519,401 |
|
| Marketable Securities | 585,419 |
| | 544,642 |
|
Other Long-Term Assets
| 605,692 |
| | 522,260 |
|
| Total Deferred Debits and Other Assets | 10,115,824 |
| | 8,224,991 |
|
| | | | |
| Total Assets | $ | 36,220,386 |
| | $ | 32,053,173 |
|
| | | | |
| LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | |
| Notes Payable | $ | 1,088,087 |
| | $ | 1,148,500 |
|
Long-Term Debt – Current Portion | 549,631 |
| | 773,883 |
|
| Accounts Payable | 1,085,034 |
| | 884,521 |
|
| Regulatory Liabilities | 128,071 |
| | 146,787 |
|
| Other Current Liabilities | 738,222 |
| | 684,914 |
|
| Total Current Liabilities | 3,589,045 |
| | 3,638,605 |
|
| | | | |
| Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 3,297,518 |
| | 5,607,207 |
|
| Regulatory Liabilities | 3,637,273 |
| | 702,255 |
|
| Derivative Liabilities | 377,257 |
| | 413,676 |
|
| Accrued Pension, SERP and PBOP | 1,228,091 |
| | 1,141,514 |
|
| Other Long-Term Liabilities | 1,073,501 |
| | 853,260 |
|
| Total Deferred Credits and Other Liabilities | 9,613,640 |
| | 8,717,912 |
|
| | | | |
| Capitalization: | | | |
| Long-Term Debt | 11,775,889 |
| | 8,829,354 |
|
| | | | |
| Noncontrolling Interest - Preferred Stock of Subsidiaries | 155,570 |
| | 155,568 |
|
| | | | |
| Equity: | | | |
| Common Shareholders' Equity: | | | |
| Common Shares | 1,669,392 |
| | 1,669,392 |
|
| Capital Surplus, Paid In | 6,239,940 |
| | 6,250,224 |
|
| Retained Earnings | 3,561,084 |
| | 3,175,171 |
|
| Accumulated Other Comprehensive Loss | (66,403 | ) | | (65,282 | ) |
| Treasury Stock | (317,771 | ) | | (317,771 | ) |
| Common Shareholders' Equity | 11,086,242 |
| | 10,711,734 |
|
| Total Capitalization | 23,017,701 |
| | 19,696,656 |
|
| | | | |
| Commitments and Contingencies (Note 11) |
| |
|
| | | | |
| Total Liabilities and Capitalization | $ | 36,220,386 |
| | $ | 32,053,173 |
|
The accompanying notes are an integral part of these consolidated financial statements.
EVERSOURCE ENERGY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME |
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars, Except Share Information) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Revenues | $ | 7,751,952 |
| | $ | 7,639,129 |
| | $ | 7,954,827 |
|
| | | | | | |
| Operating Expenses: | | | | | |
| Purchased Power, Fuel and Transmission | 2,535,271 |
| | 2,500,828 |
| | 3,086,905 |
|
| Operations and Maintenance | 1,277,147 |
| | 1,323,549 |
| | 1,329,289 |
|
| Depreciation | 773,802 |
| | 715,466 |
| | 665,856 |
|
| Amortization of Regulatory Assets, Net | 89,986 |
| | 71,696 |
| | 22,339 |
|
| Energy Efficiency Programs | 480,835 |
| | 533,659 |
| | 495,701 |
|
| Taxes Other Than Income Taxes | 676,757 |
| | 634,072 |
| | 590,573 |
|
| Total Operating Expenses | 5,833,798 |
| | 5,779,270 |
| | 6,190,663 |
|
| Operating Income | 1,918,154 |
| | 1,859,859 |
| | 1,764,164 |
|
| Interest Expense | 421,755 |
| | 400,961 |
| | 372,420 |
|
| Other Income, Net | 78,008 |
| | 45,920 |
| | 34,227 |
|
| Income Before Income Tax Expense | 1,574,407 |
| | 1,504,818 |
| | 1,425,971 |
|
| Income Tax Expense | 578,892 |
| | 554,997 |
| | 539,967 |
|
| Net Income | 995,515 |
| | 949,821 |
| | 886,004 |
|
| Net Income Attributable to Noncontrolling Interests | 7,519 |
| | 7,519 |
| | 7,519 |
|
| Net Income Attributable to Common Shareholders | $ | 987,996 |
| | $ | 942,302 |
| | $ | 878,485 |
|
| | | | | | |
| Basic Earnings Per Common Share | $ | 3.11 |
| | $ | 2.97 |
| | $ | 2.77 |
|
| | | | | | |
| Diluted Earnings Per Common Share | $ | 3.11 |
| | $ | 2.96 |
| | $ | 2.76 |
|
| | | | | | |
| Weighted Average Common Shares Outstanding: | | | | | |
| Basic | 317,411,097 |
| | 317,650,180 |
| | 317,336,881 |
|
| Diluted | 318,031,580 |
| | 318,454,239 |
| | 318,432,687 |
|
The accompanying notes are an integral part of these consolidated financial statements.
EVERSOURCE ENERGY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars, Except Share Information) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Revenues | $ | 8,904,430 | | | $ | 8,526,470 | | | $ | 8,448,201 | |
| | | | | |
| Operating Expenses: | | | | | |
| Purchased Power, Fuel and Transmission | 2,987,840 | | | 3,040,160 | | | 3,138,969 | |
| Operations and Maintenance | 1,480,252 | | | 1,363,113 | | | 1,335,213 | |
| Depreciation | 981,380 | | | 885,278 | | | 819,930 | |
| Amortization | 177,679 | | | 195,380 | | | 252,026 | |
| Energy Efficiency Programs | 535,760 | | | 501,369 | | | 472,380 | |
| Taxes Other Than Income Taxes | 752,785 | | | 711,035 | | | 729,753 | |
| Impairment of Northern Pass Transmission | 0 | | | 239,644 | | | 0 | |
| Total Operating Expenses | 6,915,696 | | | 6,935,979 | | | 6,748,271 | |
| Operating Income | 1,988,734 | | | 1,590,491 | | | 1,699,930 | |
| Interest Expense | 538,452 | | | 533,197 | | | 498,805 | |
| Other Income, Net | 108,590 | | | 132,777 | | | 128,366 | |
| Income Before Income Tax Expense | 1,558,872 | | | 1,190,071 | | | 1,329,491 | |
| Income Tax Expense | 346,186 | | | 273,499 | | | 288,972 | |
| Net Income | 1,212,686 | | | 916,572 | | | 1,040,519 | |
| Net Income Attributable to Noncontrolling Interests | 7,519 | | | 7,519 | | | 7,519 | |
| Net Income Attributable to Common Shareholders | $ | 1,205,167 | | | $ | 909,053 | | | $ | 1,033,000 | |
| | | | | |
| Basic Earnings Per Common Share | $ | 3.56 | | | $ | 2.83 | | | $ | 3.25 | |
| | | | | |
| Diluted Earnings Per Common Share | $ | 3.55 | | | $ | 2.81 | | | $ | 3.25 | |
| | | | | |
| Weighted Average Common Shares Outstanding: | | | | | |
| Basic | 338,836,147 | | | 321,416,086 | | | 317,370,369 | |
| Diluted | 339,847,062 | | | 322,941,636 | | | 317,993,934 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars, Except Share Information) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Net Income | $ | 995,515 |
| | $ | 949,821 |
| | $ | 886,004 |
|
| Other Comprehensive (Loss)/Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 1,974 |
| | 2,137 |
| | 2,079 |
|
| Changes in Unrealized (Losses)/Gains on Marketable Securities | (350 | ) | | 2,294 |
| | (2,588 | ) |
| Changes in Funded Status of Pension, SERP and PBOP Benefit Plans | (2,745 | ) | | (2,869 | ) | | 7,674 |
|
| Other Comprehensive (Loss)/Income, Net of Tax | (1,121 | ) | | 1,562 |
| | 7,165 |
|
| Comprehensive Income Attributable to Noncontrolling Interests | (7,519 | ) | | (7,519 | ) | | (7,519 | ) |
| Comprehensive Income Attributable to Common Shareholders | $ | 986,875 |
| | $ | 943,864 |
| | $ | 885,650 |
|
The accompanying notes are an integral part of these consolidated financial statements.
EVERSOURCE ENERGY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMMON SHAREHOLDERS' EQUITYCOMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Net Income | $ | 1,212,686 | | | $ | 916,572 | | | $ | 1,040,519 | |
| Other Comprehensive (Loss)/Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 1,596 | | | 1,393 | | | 1,756 | |
| Changes in Unrealized Gains/(Losses) on Marketable Securities | 342 | | | 1,166 | | | (547) | |
| Changes in Funded Status of Pension, SERP and PBOP Benefit Plans | (13,290) | | | (7,618) | | | 5,194 | |
| Other Comprehensive (Loss)/Income, Net of Tax | (11,352) | | | (5,059) | | | 6,403 | |
| Comprehensive Income Attributable to Noncontrolling Interests | (7,519) | | | (7,519) | | | (7,519) | |
| Comprehensive Income Attributable to Common Shareholders | $ | 1,193,815 | | | $ | 903,994 | | | $ | 1,039,403 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common Shares | | Capital Surplus, Paid In | | Retained Earnings | | Accumulated Other Comprehensive Loss | | Treasury Stock | | Total Common Shareholders' Equity |
| (Thousands of Dollars, Except Share Information) | Shares | | Amount |
| Balance as of January 1, 2015 | 316,983,337 |
| | $ | 1,666,796 |
| | $ | 6,235,834 |
| | $ | 2,448,661 |
| | $ | (74,009 | ) | | $ | (300,467 | ) | | $ | 9,976,815 |
|
| Net Income | |
| | |
| | | | 886,004 |
| | | | | | 886,004 |
|
| Dividends on Common Shares - $1.67 Per Share | |
| | |
| | | | (529,791 | ) | | | | | | (529,791 | ) |
| Dividends on Preferred Stock | |
| | |
| | | | (7,519 | ) | | | | | | (7,519 | ) |
| Issuance of Common Shares, $5 Par Value | 503,443 |
| | 2,517 |
| | 6,951 |
| | | | | | | | 9,468 |
|
| Long-Term Incentive Plan Activity | |
| | |
| | (6,140 | ) | | | | | | | | (6,140 | ) |
| Increase in Treasury Shares | (295,531 | ) | | |
| | 22,070 |
| | | | | | (9,510 | ) | | 12,560 |
|
| Other Changes in Shareholders' Equity | |
| | |
| | 3,653 |
| |
|
| | | | | | 3,653 |
|
| Other Comprehensive Income | |
| | |
| | | | | | 7,165 |
| | | | 7,165 |
|
| Balance as of December 31, 2015 | 317,191,249 |
| | 1,669,313 |
| | 6,262,368 |
| | 2,797,355 |
| | (66,844 | ) | | (309,977 | ) | | 10,352,215 |
|
| Net Income | |
| | |
| | | | 949,821 |
| | | | | | 949,821 |
|
| Dividends on Common Shares - $1.78 Per Share | |
| | |
| | | | (564,486 | ) | | | | | | (564,486 | ) |
| Dividends on Preferred Stock | |
| | |
| | | | (7,519 | ) | | | | | | (7,519 | ) |
| Issuance of Common Shares, $5 Par Value | 15,787 |
| | 79 |
| | (5,639 | ) | | | | | | | | (5,560 | ) |
| Long-Term Incentive Plan Activity | |
| | |
| | (6,056 | ) | | | | | | | | (6,056 | ) |
| Increase in Treasury Shares | (321,228 | ) | | |
| |
|
| | | | | | (7,794 | ) | | (7,794 | ) |
| Other Changes in Shareholders' Equity | |
| | |
| | (449 | ) | | |
| | | | | | (449 | ) |
| Other Comprehensive Income | |
| | |
| | | | | | 1,562 |
| | | | 1,562 |
|
| Balance as of December 31, 2016 | 316,885,808 |
| | 1,669,392 |
| | 6,250,224 |
| | 3,175,171 |
| | (65,282 | ) | | (317,771 | ) | | 10,711,734 |
|
| Net Income | |
| | |
| | | | 995,515 |
| | | | | | 995,515 |
|
| Dividends on Common Shares - $1.90 Per Share | |
| | |
| | | | (602,083 | ) | | | | | | (602,083 | ) |
| Dividends on Preferred Stock | |
| | |
| | | | (7,519 | ) | | | | | | (7,519 | ) |
| Long-Term Incentive Plan Activity | |
| | |
| | (10,834 | ) | | | | | | | | (10,834 | ) |
| Other Changes in Shareholders' Equity | |
| | |
| | 550 |
| | | | | | | | 550 |
|
| Other Comprehensive Loss | |
| | |
| | | | | | (1,121 | ) | | | | (1,121 | ) |
| Balance as of December 31, 2017 | 316,885,808 |
| | $ | 1,669,392 |
| | $ | 6,239,940 |
| | $ | 3,561,084 |
| | $ | (66,403 | ) | | $ | (317,771 | ) | | $ | 11,086,242 |
|
The accompanying notes are an integral part of these consolidated financial statements.
EVERSOURCE ENERGY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWSCOMMON SHAREHOLDERS' EQUITY |
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 995,515 |
| | $ | 949,821 |
| | $ | 886,004 |
|
| Adjustments to Reconcile Net Income to Net Cash Flows | | | | | |
| Provided by Operating Activities: | | | | | |
| Depreciation | 773,802 |
| | 715,466 |
| | 665,856 |
|
| Deferred Income Taxes | 491,630 |
| | 466,463 |
| | 491,736 |
|
| Pension, SERP and PBOP Expense | 22,454 |
| | 39,912 |
| | 96,017 |
|
| Pension and PBOP Contributions | (242,800 | ) | | (158,741 | ) | | (162,452 | ) |
| Regulatory (Under)/Over Recoveries, Net | (47,935 | ) | | 13,340 |
| | (163,287 | ) |
| Amortization of Regulatory Assets, Net | 89,986 |
| | 71,696 |
| | 22,339 |
|
| Refunds/(Payments) Related to Spent Nuclear Fuel, Net | — |
| | 59,804 |
| | (297,253 | ) |
| Other | (148,429 | ) | | (77,294 | ) | | (82,219 | ) |
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (117,155 | ) | | (142,699 | ) | | (39,797 | ) |
| Fuel, Materials, Supplies and Inventory | (9,223 | ) | | 7,755 |
| | 34,112 |
|
| Taxes Receivable/Accrued, Net | 52,284 |
| | 234,543 |
| | 30,282 |
|
| Accounts Payable | 56,067 |
| | (14,126 | ) | | (91,618 | ) |
| Other Current Assets and Liabilities, Net | 88,738 |
| | 9,112 |
| | 44,031 |
|
| Net Cash Flows Provided by Operating Activities | 2,004,934 |
| | 2,175,052 |
| | 1,433,751 |
|
| | | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (2,348,105 | ) | | (1,976,867 | ) | | (1,724,139 | ) |
| Proceeds from Sales of Marketable Securities | 832,903 |
| | 659,338 |
| | 799,165 |
|
| Purchases of Marketable Securities | (810,507 | ) | | (681,272 | ) | | (717,114 | ) |
| Acquisition of Aquarion | (877,652 | ) | | — |
| | — |
|
| Payments to Acquire Investments | (32,634 | ) | | (188,958 | ) | | (23,353 | ) |
| Other Investing Activities | 25,521 |
| | 36,951 |
| | 6,291 |
|
| Net Cash Flows Used in Investing Activities | (3,210,474 | ) | | (2,150,808 | ) | | (1,659,150 | ) |
| | | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Shares | (602,083 | ) | | (564,486 | ) | | (529,791 | ) |
| Cash Dividends on Preferred Stock | (7,519 | ) | | (7,519 | ) | | (7,519 | ) |
| Increase/(Decrease) in Notes Payable | 72,810 |
| | (12,453 | ) | | (242,122 | ) |
| Issuance of Long-Term Debt | 2,500,000 |
| | 800,000 |
| | 1,225,000 |
|
| Retirements of Long-Term Debt | (745,000 | ) | | (200,000 | ) | | (216,700 | ) |
| Other Financing Activities | (4,754 | ) | | (33,482 | ) | | (18,225 | ) |
| Net Cash Flows Provided by/(Used in) Financing Activities | 1,213,454 |
| | (17,940 | ) | | 210,643 |
|
| Net Increase/(Decrease) in Cash and Cash Equivalents | 7,914 |
| | 6,304 |
| | (14,756 | ) |
| Cash and Cash Equivalents - Beginning of Year | 30,251 |
| | 23,947 |
| | 38,703 |
|
| Cash and Cash Equivalents - End of Year | $ | 38,165 |
| | $ | 30,251 |
| | $ | 23,947 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | Common Shares | Capital
Surplus,
Paid In | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Total Common Shareholders' Equity |
| (Thousands of Dollars, Except Share Information) | Shares | Amount |
| Balance as of January 1, 2018 | 316,885,808 | | $ | 1,669,392 | | $ | 6,239,940 | | $ | 3,561,084 | | $ | (66,403) | | $ | (317,771) | | $ | 11,086,242 | |
| Net Income | | | | 1,040,519 | | | | 1,040,519 | |
| Dividends on Common Shares - $2.02 Per Share | | | | (640,110) | | | | (640,110) | |
| Dividends on Preferred Stock | | | | (7,519) | | | | (7,519) | |
| Long-Term Incentive Plan Activity | | | (543) | | | | | (543) | |
| Other Changes in Shareholders' Equity | | | 1,825 | | | | | 1,825 | |
| Other Comprehensive Income | | | | | 6,403 | | | 6,403 | |
| Balance as of December 31, 2018 | 316,885,808 | | 1,669,392 | | 6,241,222 | | 3,953,974 | | (60,000) | | (317,771) | | 11,486,817 | |
| Net Income | | | | 916,572 | | | | 916,572 | |
| Dividends on Common Shares - $2.14 Per Share | | | | (685,979) | | | | (685,979) | |
| Dividends on Preferred Stock | | | | (7,519) | | | | (7,519) | |
| Issuance of Common Shares - $5 par value | 11,980,000 | | 59,900 | | 808,650 | | | | | 868,550 | |
| Long-Term Incentive Plan Activity | | | 3,434 | | | | | 3,434 | |
| Issuance of Treasury Shares | 1,014,837 | | | 50,758 | | | | 18,716 | | 69,474 | |
| Capital Stock Expense | | | (16,296) | | | | | (16,296) | |
| Other Comprehensive Loss | | | | | (5,059) | | | (5,059) | |
| Balance as of December 31, 2019 | 329,880,645 | | 1,729,292 | | 7,087,768 | | 4,177,048 | | (65,059) | | (299,055) | | 12,629,994 | |
| Net Income | | | | 1,212,686 | | | | 1,212,686 | |
| Dividends on Common Shares - $2.27 Per Share | | | | (767,500) | | | | (767,500) | |
| Dividends on Preferred Stock | | | | (7,519) | | | | (7,519) | |
| Issuance of Common Shares - $5 par value | 11,960,000 | 59,800 | 889,860 | | | | | 949,660 | |
| Long-Term Incentive Plan Activity | | | 7,890 | | | | | 7,890 | |
| Issuance of Treasury Shares | 1,113,378 | | 50,812 | | | | 21,076 | 71,888 | |
| Capital Stock Expense | | | (20,667) | | | | | (20,667) | |
| Adoption of New Accounting Standard (See Note 1C) | | | | (1,514) | | | | (1,514) | |
| Other Comprehensive Loss | | | | | (11,352) | | | (11,352) | |
| Balance as of December 31, 2020 | 342,954,023 | | $ | 1,789,092 | | $ | 8,015,663 | | $ | 4,613,201 | | $ | (76,411) | | $ | (277,979) | | $ | 14,063,566 | |
The accompanying notes are an integral part of these consolidated financial statements.
EVERSOURCE ENERGY AND SUBSIDIARIES CompanyCONSOLIDATED STATEMENTS OF CASH FLOWS
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 1,212,686 | | | $ | 916,572 | | | $ | 1,040,519 | |
| Adjustments to Reconcile Net Income to Net Cash Flows Provided by Operating Activities: | | | | | |
| Depreciation | 981,380 | | | 885,278 | | | 819,930 | |
| Deferred Income Taxes | 257,154 | | | 209,812 | | | 174,812 | |
| Uncollectible Expense | 53,461 | | | 63,446 | | | 61,337 | |
| Pension, SERP and PBOP Expense, Net | 12,888 | | | 22,000 | | | 5,498 | |
| Pension and PBOP Contributions | (111,524) | | | (121,782) | | | (194,947) | |
| Regulatory (Under)/Over Recoveries, Net | (516,411) | | | (124,870) | | | 34,920 | |
| Amortization | 177,679 | | | 195,380 | | | 252,026 | |
| Payments Related to CYAPC's DOE Pre-1983 Spent Nuclear Fuel Obligation | 0 | | | (29,000) | | | (145,000) | |
| Proceeds from DOE Spent Nuclear Fuel Litigation | 0 | | | 68,840 | | | 0 | |
| Impairment of Northern Pass Transmission | 0 | | | 239,644 | | | 0 | |
| Other | (174,289) | | | (196,087) | | | (111,225) | |
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (351,843) | | | (98,716) | | | (141,433) | |
| Fuel, Materials, Supplies and REC Inventory | (15,404) | | | (8,074) | | | (831) | |
| Taxes Receivable/Accrued, Net | 43,819 | | | (16,129) | | | (67,770) | |
| Accounts Payable | 122,567 | | | 14,866 | | | 24,481 | |
| Other Current Assets and Liabilities, Net | (9,591) | | | (11,603) | | | 78,226 | |
| Net Cash Flows Provided by Operating Activities | 1,682,572 | | | 2,009,577 | | | 1,830,543 | |
| | | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (2,942,996) | | | (2,911,489) | | | (2,569,936) | |
| Proceeds from Sales of Marketable Securities | 434,124 | | | 566,592 | | | 900,749 | |
| Proceeds from Sales of Marketable Securities Used to Pay Pre-1983 Spent Nuclear Fuel Obligation | 0 | | | 0 | | | 145,000 | |
| Purchases of Marketable Securities | (401,823) | | | (537,258) | | | (908,387) | |
| Acquisition of Assets of Columbia Gas of Massachusetts, Net of Restricted Cash | (1,113,252) | | | 0 | | | 0 | |
| Investments in Unconsolidated Affiliates, Net | (239,673) | | | (416,337) | | | (205,150) | |
| Proceeds from the Sale of Hingham Water System | 110,536 | | | 0 | | | 0 | |
| Proceeds from the Sale of PSNH Generation Assets | 0 | | | 0 | | | 193,924 | |
| Other Investing Activities | 23,809 | | | 24,204 | | | 6,754 | |
| Net Cash Flows Used in Investing Activities | (4,129,275) | | | (3,274,288) | | | (2,437,046) | |
| | | | | |
| Financing Activities: | | | | | |
| Issuance of Common Shares, Net of Issuance Costs | 928,992 | | | 852,254 | | | 0 | |
| Cash Dividends on Common Shares | (744,665) | | | (663,239) | | | (640,110) | |
| Cash Dividends on Preferred Stock | (7,519) | | | (7,519) | | | (7,519) | |
| Increase/(Decrease) in Notes Payable | 13,955 | | | 325,370 | | | (379,310) | |
| (Repayments)/Issuance of Rate Reduction Bonds | (43,210) | | | (52,332) | | | 635,663 | |
| Issuance of Long-Term Debt | 2,760,000 | | | 1,520,000 | | | 2,200,000 | |
| Retirement of Long-Term Debt | (327,236) | | | (801,078) | | | (1,050,330) | |
| Other Financing Activities | 14,273 | | | (1,006) | | | (28,457) | |
| Net Cash Flows Provided by Financing Activities | 2,594,590 | | | 1,172,450 | | | 729,937 | |
| Net Increase/(Decrease) in Cash and Restricted Cash | 147,887 | | | (92,261) | | | 123,434 | |
| Cash and Restricted Cash - Beginning of Year | 117,063 | | | 209,324 | | | 85,890 | |
| Cash and Restricted Cash - End of Year | $ | 264,950 | | | $ | 117,063 | | | $ | 209,324 | |
The accompanying notes are an integral part of these consolidated financial statements.
Management’s Report on Internal Controls Over Financial Reporting
The Connecticut Light and Power Company
Management is responsible for the preparation, integrity, and fair presentation of the accompanying financial statements of The Connecticut Light and Power Company (CL&P or the Company) and of other sections of this annual report.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting. The Company's internal control framework and processes have been designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. There are inherent limitations of internal controls over financial reporting that could allow material misstatements due to error or fraud to occur and not be prevented or detected on a timely basis by employees during the normal course of business. Additionally, internal controls over financial reporting may become inadequate in the future due to changes in the business environment.
Under the supervision and with the participation of the principal executive officer and principal financial officer, CL&P conducted an evaluation of the effectiveness of internal controls over financial reporting based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation under the framework in COSO, management concluded that internal controls over financial reporting were effective as of December 31, 2017.2020.
February 23, 201817, 2021
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholder of The Connecticut Light and Power Company:
Opinion on the Financial Statements
We have audited the accompanying balance sheets of The Connecticut Light and Power Company (the “Company”) as of December 31, 20172020 and 2016,2019, the related statements of income, comprehensive income, common stockholder’s equity, and cash flows, for each of the three years in the period ended December 31, 2017,2020, and the related notes and the schedule listed in the Index at Item 15 of Part IV (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017,2020, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Regulatory Accounting - Impact of Rate Regulation on the Financial Statements - Refer to Note 2 to the Financial Statements
Critical Audit Matter Description
The Company is subject to rate regulation by the Federal Energy Regulatory Commission and the state public utility authority in Connecticut (the “Commissions”). The rate regulation by these Commissions is based on cost recovery. The Company’s financial statements reflect the effects of the rate-making process. The rates charged to the customers are designed to collect the Company’s cost to provide service, plus a return on investment.
The application of accounting guidance for rate-regulated enterprises results in recording regulatory assets and liabilities. Regulatory assets represent the deferral of incurred costs that are probable of future recovery in customer rates. Regulatory assets are amortized as the incurred costs are recovered through customer rates. In some cases, the Company records regulatory assets before approval for recovery has been received from the applicable regulatory commission. The Company must use judgment to conclude that costs deferred as regulatory assets are probable of future recovery. The Company bases its conclusion on certain factors, including, but not limited to, regulatory precedent. Regulatory liabilities represent either revenues received from customers to fund expected costs that have not yet been incurred or probable future refunds to customers.
The Company uses judgment when recording regulatory assets and liabilities; however, regulatory commissions can reach different conclusions about the recovery of costs, and those conclusions could have a material impact on the Company’s financial statements. Management believes it is probable that the Company will recover its investment in long-lived assets, including regulatory assets. If management were to determine that it could no longer apply the accounting guidance applicable to rate-regulated enterprises to the Company’s operations, or if management could not conclude it is probable that costs would be recovered from customers in future rates, the costs would be charged to net income in the period in which the determination is made.
Accounting for the economics of rate-regulation impacts multiple financial statement line items and disclosures, such as regulated property, plant, and equipment, regulatory assets and liabilities, operating revenues and depreciation expense. While management has indicated it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve full recovery of such costs or full recovery of all amounts invested in the Company and a reasonable return on that investment. We identified the impact of rate-regulation as a critical audit matter due to the significant judgments made by management to support its assertions about impact of future regulatory orders on the financial statements. Management judgments include assessing the probability of recovery in future rates of incurred costs and a refund to customers. Given that management’s accounting judgments are based on assumptions about the outcome of future decisions by the Commissions, auditing these judgments requires specialized knowledge of accounting for rate regulation and the rate setting process due to its inherent complexities.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the uncertainty of future decisions by the Commissions included the following, among others:
• We tested the effectiveness of management’s controls over the evaluation of the likelihood of (1) the recovery in future rates of costs incurred as property, plant, and equipment and deferred as regulatory assets, and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We tested the effectiveness of management’s controls over the initial recognition of amounts as property, plant, and equipment; regulatory assets or liabilities; and the monitoring and evaluation of regulatory developments that may affect the likelihood of recovering costs in future rates, a refund, or a future reduction in rates.
• We evaluated the Company’s disclosures related to the applicability and impacts of rate regulation, including the balances recorded and regulatory developments disclosed in the financial statements.
• We read relevant regulatory orders issued by the Commissions for the Company and other public utilities, regulatory statutes, interpretations, procedural memorandums, filings made by intervenors, and other publicly available information to assess the likelihood of recovery in future rates or of a future refund or reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. We evaluated the external information and compared it to management’s recorded regulatory asset and liability balances for completeness.
• For regulatory matters in process, we inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors that may impact the Company’s future rates, for any evidence that might contradict management’s assertions.
• We made inquiries of management, including legal counsel, and obtained the regulatory orders and analysis from management that support the probability of recovery, refund, or future reductions in rates for regulatory assets and liabilities to assess management’s assertion that amounts are probable of recovery, refund, or a future reduction in rates.
/s/ Deloitte & Touche LLP
Hartford, Connecticut
February 23, 201817, 2021
We have served as the Company’s auditor since 2002.
THE CONNECTICUT LIGHT AND POWER COMPANY
| | | | As of December 31, | | As of December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | (Thousands of Dollars) | 2020 | | 2019 |
| | | | | |
| ASSETS | | | | ASSETS | | | |
| Current Assets: | | | | Current Assets: | | | |
| Cash | $ | 6,028 |
| | $ | 6,579 |
| Cash | $ | 90,801 | | | $ | 0 | |
| Receivables, Net | 370,676 |
| | 359,132 |
| |
| Receivables, Net (net of allowance for uncollectible accounts of $157,447 and $97,348 as of December 31, 2020 and 2019, respectively) | | Receivables, Net (net of allowance for uncollectible accounts of $157,447 and $97,348 as of December 31, 2020 and 2019, respectively) | 459,214 | | | 400,927 | |
| Accounts Receivable from Affiliated Companies | 28,181 |
| | 16,851 |
| Accounts Receivable from Affiliated Companies | 17,486 | | | 24,577 | |
| Unbilled Revenues | 54,154 |
| | 50,373 |
| Unbilled Revenues | 57,407 | | | 56,465 | |
| Materials, Supplies and Inventory | 48,438 |
| | 52,050 |
| |
| Materials and Supplies | | Materials and Supplies | 57,924 | | | 50,700 | |
| Regulatory Assets | 200,281 |
| | 335,526 |
| Regulatory Assets | 345,622 | | | 178,607 | |
| Prepayments and Other Current Assets | 46,926 |
| | 52,670 |
| Prepayments and Other Current Assets | 83,950 | | | 73,184 | |
| Total Current Assets | 754,684 |
| | 873,181 |
| Total Current Assets | 1,112,404 | | | 784,460 | |
| | | | | |
| Property, Plant and Equipment, Net | 8,271,030 |
| | 7,632,392 |
| Property, Plant and Equipment, Net | 10,234,556 | | | 9,625,765 | |
| | | | | |
| Deferred Debits and Other Assets: | | | | Deferred Debits and Other Assets: | | | |
| Regulatory Assets | 1,444,935 |
| | 1,391,564 |
| Regulatory Assets | 1,866,152 | | | 1,557,261 | |
| Other Long-Term Assets | 159,597 |
| | 137,907 |
| Other Long-Term Assets | 242,862 | | | 217,705 | |
| Total Deferred Debits and Other Assets | 1,604,532 |
| | 1,529,471 |
| Total Deferred Debits and Other Assets | 2,109,014 | | | 1,774,966 | |
| | | | | |
| Total Assets | $ | 10,630,246 |
| | $ | 10,035,044 |
| Total Assets | $ | 13,455,974 | | | $ | 12,185,191 | |
| | | | | | | | |
| LIABILITIES AND CAPITALIZATION | | | | LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | | Current Liabilities: | | | |
| Notes Payable to Eversource Parent | $ | 69,500 |
| | $ | 80,100 |
| Notes Payable to Eversource Parent | $ | 0 | | | $ | 63,800 | |
Long-Term Debt – Current Portion | 300,000 |
| | 250,000 |
| |
| | Accounts Payable | 367,605 |
| | 289,532 |
| Accounts Payable | 451,240 | | | 374,698 | |
| Accounts Payable to Affiliated Companies | 82,201 |
| | 88,075 |
| Accounts Payable to Affiliated Companies | 51,118 | | | 97,793 | |
| Obligations to Third Party Suppliers | 52,860 |
| | 55,520 |
| Obligations to Third Party Suppliers | 49,967 | | | 56,952 | |
| Regulatory Liabilities | 38,967 |
| | 47,055 |
| Regulatory Liabilities | 137,166 | | | 82,763 | |
| Derivative Liabilities | 54,392 |
| | 77,765 |
| Derivative Liabilities | 68,767 | | | 67,804 | |
| Other Current Liabilities | 127,234 |
| | 120,399 |
| Other Current Liabilities | 102,060 | | | 132,339 | |
| Total Current Liabilities | 1,092,759 |
| | 1,008,446 |
| Total Current Liabilities | 860,318 | | | 876,149 | |
| | | | | |
| Deferred Credits and Other Liabilities: | | | | Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 1,103,367 |
| | 1,987,661 |
| Accumulated Deferred Income Taxes | 1,408,343 | | | 1,244,551 | |
| Regulatory Liabilities | 1,112,136 |
| | 100,138 |
| Regulatory Liabilities | 1,204,942 | | | 1,164,991 | |
| Derivative Liabilities | 376,918 |
| | 412,750 |
| Derivative Liabilities | 294,535 | | | 338,594 | |
| Accrued Pension, SERP and PBOP | 354,469 |
| | 300,208 |
| Accrued Pension, SERP and PBOP | 478,325 | | | 391,159 | |
| Other Long-Term Liabilities | 128,135 |
| | 123,244 |
| Other Long-Term Liabilities | 133,690 | | | 147,586 | |
| Total Deferred Credits and Other Liabilities | 3,075,025 |
| | 2,924,001 |
| Total Deferred Credits and Other Liabilities | 3,519,835 | | | 3,286,881 | |
| | | | | |
| Capitalization: | | | | |
| Long-Term Debt | 2,759,135 |
| | 2,516,010 |
| Long-Term Debt | 3,914,835 | | | 3,518,136 | |
| | | | | |
| Preferred Stock Not Subject to Mandatory Redemption | 116,200 |
| | 116,200 |
| Preferred Stock Not Subject to Mandatory Redemption | 116,200 | | | 116,200 | |
| | | | | |
| Common Stockholder's Equity: | | | | Common Stockholder's Equity: | | | |
| Common Stock | 60,352 |
| | 60,352 |
| Common Stock | 60,352 | | | 60,352 | |
| Capital Surplus, Paid In | 2,110,765 |
| | 2,110,714 |
| Capital Surplus, Paid In | 2,810,765 | | | 2,535,765 | |
| Retained Earnings | 1,415,741 |
| | 1,299,374 |
| Retained Earnings | 2,173,367 | | | 1,791,392 | |
| Accumulated Other Comprehensive Income/(Loss) | 269 |
| | (53 | ) | |
| Accumulated Other Comprehensive Income | | Accumulated Other Comprehensive Income | 302 | | | 316 | |
| Common Stockholder's Equity | 3,587,127 |
| | 3,470,387 |
| Common Stockholder's Equity | 5,044,786 | | | 4,387,825 | |
| Total Capitalization | 6,462,462 |
| | 6,102,597 |
| |
| | | | | |
| Commitments and Contingencies (Note 11) |
| |
| |
| | | | | |
| Commitments and Contingencies (Note 13) | | Commitments and Contingencies (Note 13) | 0 | | 0 |
| Total Liabilities and Capitalization | $ | 10,630,246 |
| | $ | 10,035,044 |
| Total Liabilities and Capitalization | $ | 13,455,974 | | | $ | 12,185,191 | |
The accompanying notes are an integral part of these financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Revenues | $ | 2,887,359 |
| | $ | 2,805,955 |
| | $ | 2,802,675 |
|
| | | | | | |
| Operating Expenses: | | | | | |
| Purchased Power and Transmission | 930,780 |
| | 919,723 |
| | 1,054,313 |
|
| Operations and Maintenance | 500,358 |
| | 490,069 |
| | 487,281 |
|
| Depreciation | 249,352 |
| | 230,489 |
| | 215,289 |
|
| Amortization of Regulatory Assets, Net | 83,166 |
| | 38,765 |
| | 12,318 |
|
| Energy Efficiency Programs | 114,713 |
| | 154,015 |
| | 153,725 |
|
| Taxes Other Than Income Taxes | 323,887 |
| | 299,719 |
| | 268,688 |
|
| Total Operating Expenses | 2,202,256 |
| | 2,132,780 |
| | 2,191,614 |
|
| Operating Income | 685,103 |
| | 673,175 |
| | 611,061 |
|
| Interest Expense | 142,973 |
| | 144,110 |
| | 145,795 |
|
| Other Income, Net | 21,242 |
| | 13,497 |
| | 11,490 |
|
| Income Before Income Tax Expense | 563,372 |
| | 542,562 |
| | 476,756 |
|
| Income Tax Expense | 186,646 |
| | 208,308 |
| | 177,396 |
|
| Net Income | $ | 376,726 |
| | $ | 334,254 |
| | $ | 299,360 |
|
The accompanying notes are an integral part of these financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY
STATEMENTS OF COMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Revenues | $ | 3,547,527 | | | $ | 3,232,551 | | | $ | 3,096,174 | |
| | | | | |
| Operating Expenses: | | | | | |
| Purchased Power and Transmission | 1,369,196 | | | 1,188,202 | | | 1,095,187 | |
| Operations and Maintenance | 572,897 | | | 549,167 | | | 506,448 | |
| Depreciation | 320,709 | | | 301,188 | | | 278,557 | |
| Amortization of Regulatory Assets, Net | 58,412 | | | 51,621 | | | 129,021 | |
| Energy Efficiency Programs | 141,453 | | | 118,235 | | | 93,977 | |
| Taxes Other Than Income Taxes | 344,451 | | | 342,489 | | | 357,147 | |
| Total Operating Expenses | 2,807,118 | | | 2,550,902 | | | 2,460,337 | |
| Operating Income | 740,409 | | | 681,649 | | | 635,837 | |
| Interest Expense | 153,547 | | | 151,357 | | | 151,727 | |
| Other Income, Net | 20,774 | | | 17,531 | | | 22,663 | |
| Income Before Income Tax Expense | 607,636 | | | 547,823 | | | 506,773 | |
| Income Tax Expense | 149,702 | | | 136,971 | | | 129,056 | |
| Net Income | $ | 457,934 | | | $ | 410,852 | | | $ | 377,717 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Net Income | $ | 376,726 |
| | $ | 334,254 |
| | $ | 299,360 |
|
| Other Comprehensive Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 334 |
| | 444 |
| | 444 |
|
| Changes in Unrealized (Losses)/Gains on Marketable Securities | (12 | ) | | 79 |
| | (89 | ) |
| Other Comprehensive Income, Net of Tax | 322 |
| | 523 |
| | 355 |
|
| Comprehensive Income | $ | 377,048 |
| | $ | 334,777 |
| | $ | 299,715 |
|
The accompanying notes are an integral part of these financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY
STATEMENTS OF COMMON STOCKHOLDER'S EQUITY |
| | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Capital Surplus, Paid In | | Retained Earnings | | Accumulated Other Comprehensive (Loss)/Income | | Total Common Stockholder's Equity |
| (Thousands of Dollars, Except Stock Information) | Stock | | Amount | | | | |
| Balance as of January 1, 2015 | 6,035,205 |
| | $ | 60,352 |
| | $ | 1,804,869 |
| | $ | 1,072,477 |
| | $ | (931 | ) | | $ | 2,936,767 |
|
| Net Income | |
| | |
| | | | 299,360 |
| | | | 299,360 |
|
| Dividends on Preferred Stock | |
| | |
| | | | (5,559 | ) | | | | (5,559 | ) |
| Dividends on Common Stock | |
| | |
| | | | (196,000 | ) | | | | (196,000 | ) |
| Allocation of Benefits - ESOP | |
| | |
| | 743 |
| | | | | | 743 |
|
| Capital Stock Expenses, Net | |
| | |
| | 51 |
| | | | | | 51 |
|
| Capital Contributions from Eversource Parent | |
| | |
| | 105,000 |
| | | | | | 105,000 |
|
| Other Comprehensive Income | |
| | |
| | | | | | 355 |
| | 355 |
|
| Balance as of December 31, 2015 | 6,035,205 |
| | 60,352 |
| | 1,910,663 |
| | 1,170,278 |
| | (576 | ) | | 3,140,717 |
|
| Net Income | |
| | |
| | | | 334,254 |
| | | | 334,254 |
|
| Dividends on Preferred Stock | |
| | |
| | | | (5,559 | ) | | | | (5,559 | ) |
| Dividends on Common Stock | |
| | |
| | | | (199,599 | ) | | | | (199,599 | ) |
| Capital Stock Expenses, Net | |
| | |
| | 51 |
| | | | | | 51 |
|
| Capital Contributions from Eversource Parent | |
| | |
| | 200,000 |
| | | | | | 200,000 |
|
| Other Comprehensive Income | |
| | |
| | | | | | 523 |
| | 523 |
|
| Balance as of December 31, 2016 | 6,035,205 |
| | 60,352 |
| | 2,110,714 |
| | 1,299,374 |
| | (53 | ) | | 3,470,387 |
|
| Net Income | |
| | |
| | | | 376,726 |
| | | | 376,726 |
|
| Dividends on Preferred Stock | |
| | |
| | | | (5,559 | ) | | | | (5,559 | ) |
| Dividends on Common Stock | |
| | |
| | | | (254,800 | ) | | | | (254,800 | ) |
| Capital Stock Expenses, Net | |
| | |
| | 51 |
| | | | | | 51 |
|
| Other Comprehensive Income | |
| | |
| | | | | | 322 |
| | 322 |
|
| Balance as of December 31, 2017 | 6,035,205 |
| | $ | 60,352 |
| | $ | 2,110,765 |
| | $ | 1,415,741 |
| | $ | 269 |
| | $ | 3,587,127 |
|
The accompanying notes are an integral part of these financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY
STATEMENTS OF CASH FLOWSCOMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Net Income | $ | 457,934 | | | $ | 410,852 | | | $ | 377,717 | |
| Other Comprehensive (Loss)/Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | (26) | | | (26) | | | 51 | |
| Changes in Unrealized Gains/(Losses) on Marketable Securities | 12 | | | 41 | | | (19) | |
| Other Comprehensive (Loss)/Income, Net of Tax | (14) | | | 15 | | | 32 | |
| Comprehensive Income | $ | 457,920 | | | $ | 410,867 | | | $ | 377,749 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 376,726 |
| | $ | 334,254 |
| | $ | 299,360 |
|
| Adjustments to Reconcile Net Income to Net Cash Flows | | | | | |
| Provided by Operating Activities: | | | | | |
| Depreciation | 249,352 |
| | 230,489 |
| | 215,289 |
|
| Deferred Income Taxes | 119,295 |
| | 168,919 |
| | 135,994 |
|
| Pension, SERP and PBOP Expense, Net of Pension Contributions | 7,409 |
| | 6,948 |
| | 14,091 |
|
| Regulatory Underrecoveries, Net | (8,017 | ) | | (68,730 | ) | | (53,781 | ) |
| Amortization of Regulatory Assets, Net | 83,166 |
| | 38,765 |
| | 12,318 |
|
| Refunds/(Payments) Related to Spent Nuclear Fuel, Net | — |
| | 13,568 |
| | (242,231 | ) |
| Other | (37,648 | ) | | (32,212 | ) | | (36,385 | ) |
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (47,768 | ) | | 3,229 |
| | (29,195 | ) |
| Materials and Supplies | 3,612 |
| | (8,926 | ) | | 22,810 |
|
| Taxes Receivable/Accrued, Net | (9,688 | ) | | 123,692 |
| | (13,517 | ) |
| Accounts Payable | 48,032 |
| | 3,252 |
| | (16,910 | ) |
| Other Current Assets and Liabilities, Net | 20,080 |
| | (1,770 | ) | | (9,514 | ) |
| Net Cash Flows Provided by Operating Activities | 804,551 |
| | 811,478 |
| | 298,329 |
|
| | | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (824,383 | ) | | (611,984 | ) | | (523,849 | ) |
| Proceeds from the Sale of Property, Plant and Equipment | — |
| | 9,047 |
| | — |
|
| Other Investing Activities | 236 |
| | 296 |
| | (716 | ) |
| Net Cash Flows Used in Investing Activities | (824,147 | ) | | (602,641 | ) | | (524,565 | ) |
| | | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Stock | (254,800 | ) | | (199,599 | ) | | (196,000 | ) |
| Cash Dividends on Preferred Stock | (5,559 | ) | | (5,559 | ) | | (5,559 | ) |
| (Decrease)/Increase in Notes Payable to Eversource Parent | (10,600 | ) | | (197,300 | ) | | 144,000 |
|
| Issuance of Long-Term Debt | 525,000 |
| | — |
| | 350,000 |
|
| Retirements of Long-Term Debt | (250,000 | ) | | — |
| | (162,000 | ) |
| Capital Contributions from Eversource Parent | — |
| | 200,000 |
| | 105,000 |
|
| Other Financing Activities | 15,004 |
| | (857 | ) | | (10,504 | ) |
| Net Cash Flows Provided by/(Used in) Financing Activities | 19,045 |
| | (203,315 | ) | | 224,937 |
|
| Net (Decrease)/Increase in Cash | (551 | ) | | 5,522 |
| | (1,299 | ) |
| Cash - Beginning of Year | 6,579 |
| | 1,057 |
| | 2,356 |
|
| Cash - End of Year | $ | 6,028 |
| | $ | 6,579 |
| | $ | 1,057 |
|
The accompanying notes are an integral part of these financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY
STATEMENTS OF COMMON STOCKHOLDER'S EQUITY Company | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Capital
Surplus,
Paid In | | Retained
Earnings | | Accumulated
Other
Comprehensive
Income | | Total
Common
Stockholder's
Equity |
| (Thousands of Dollars, Except Stock Information) | Stock | | Amount | | | | |
| Balance as of January 1, 2018 | 6,035,205 | | | $ | 60,352 | | | $ | 2,110,765 | | | $ | 1,415,741 | | | $ | 269 | | | $ | 3,587,127 | |
| Net Income | | | | | | | 377,717 | | | | | 377,717 | |
| Dividends on Preferred Stock | | | | | | | (5,559) | | | | | (5,559) | |
| Dividends on Common Stock | | | | | | | (60,000) | | | | | (60,000) | |
| Capital Contributions from Eversource Parent | | | | | 300,000 | | | | | | | 300,000 | |
| Other Comprehensive Income | | | | | | | | | 32 | | | 32 | |
| Balance as of December 31, 2018 | 6,035,205 | | | 60,352 | | | 2,410,765 | | | 1,727,899 | | | 301 | | | 4,199,317 | |
| Net Income | | | | | | | 410,852 | | | | | 410,852 | |
| Dividends on Preferred Stock | | | | | | | (5,559) | | | | | (5,559) | |
| Dividends on Common Stock | | | | | | | (341,800) | | | | | (341,800) | |
| Capital Contributions from Eversource Parent | | | | | 125,000 | | | | | | | 125,000 | |
| Other Comprehensive Income | | | | | | | | | 15 | | | 15 | |
| Balance as of December 31, 2019 | 6,035,205 | | | 60,352 | | | 2,535,765 | | | 1,791,392 | | | 316 | | | 4,387,825 | |
| Net Income | | | | | | | 457,934 | | | | | 457,934 | |
| Dividends on Preferred Stock | | | | | | | (5,559) | | | | | (5,559) | |
| Dividends on Common Stock | | | | | | | (69,500) | | | | | (69,500) | |
| Capital Contributions from Eversource Parent | | | | | 275,000 | | | | | | | 275,000 | |
| Adoption of New Accounting Standard (See Note 1C) | | | | | | | (900) | | | | | (900) | |
| Other Comprehensive Loss | | | | | | | | | (14) | | | (14) | |
| Balance as of December 31, 2020 | 6,035,205 | | | $ | 60,352 | | | $ | 2,810,765 | | | $ | 2,173,367 | | | $ | 302 | | | $ | 5,044,786 | |
The accompanying notes are an integral part of these financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY
STATEMENTS OF CASH FLOWS
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 457,934 | | | $ | 410,852 | | | $ | 377,717 | |
| Adjustments to Reconcile Net Income to Net Cash Flows Provided by Operating Activities: | | | | | |
| Depreciation | 320,709 | | | 301,188 | | | 278,557 | |
| Deferred Income Taxes | 144,527 | | | 54,005 | | | 54,859 | |
| Uncollectible Expense | 12,882 | | | 15,948 | | | 15,831 | |
| Pension, SERP and PBOP Expense, Net | 11,372 | | | 12,761 | | | 8,943 | |
| Pension Contributions | (23,200) | | | (24,000) | | | (41,150) | |
| Regulatory Underrecoveries, Net | (279,941) | | | (24,653) | | | (53,372) | |
| Amortization of Regulatory Assets, Net | 58,412 | | | 51,621 | | | 129,021 | |
| Other | (115,213) | | | (80,266) | | | (69,786) | |
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (126,638) | | | (52,746) | | | (67,334) | |
| Materials and Supplies | (7,225) | | | (6,171) | | | 3,909 | |
| Taxes Receivable/Accrued, Net | (12,014) | | | (23,089) | | | 8,954 | |
| Accounts Payable | (17,028) | | | 102,344 | | | (76,924) | |
| Other Current Assets and Liabilities, Net | (27,504) | | | (11,350) | | | 18,846 | |
| Net Cash Flows Provided by Operating Activities | 397,073 | | | 726,444 | | | 588,071 | |
| | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (833,973) | | | (917,532) | | | (864,136) | |
| Other Investing Activities | 573 | | | 714 | | | 209 | |
| Net Cash Flows Used in Investing Activities | (833,400) | | | (916,818) | | | (863,927) | |
| | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Stock | (69,500) | | | (341,800) | | | (60,000) | |
| Cash Dividends on Preferred Stock | (5,559) | | | (5,559) | | | (5,559) | |
| (Decrease)/Increase in Notes Payable to Eversource Parent | (63,800) | | | 63,800 | | | (69,500) | |
| Issuance of Long-Term Debt | 400,000 | | | 500,000 | | | 500,000 | |
| Retirement of Long-Term Debt | 0 | | | (250,000) | | | (300,000) | |
| Capital Contributions from Eversource Parent | 275,000 | | | 125,000 | | | 300,000 | |
| Other Financing Activities | (4,976) | | | 12,291 | | | (7,091) | |
| Net Cash Flows Provided by Financing Activities | 531,165 | | | 103,732 | | | 357,850 | |
| Increase/(Decrease) in Cash and Restricted Cash | 94,838 | | | (86,642) | | | 81,994 | |
| Cash and Restricted Cash - Beginning of Year | 4,971 | | | 91,613 | | | 9,619 | |
| Cash and Restricted Cash - End of Year | $ | 99,809 | | | $ | 4,971 | | | $ | 91,613 | |
The accompanying notes are an integral part of these financial statements.
Management’s Report on Internal Controls Over Financial Reporting
NSTAR Electric Company
Management is responsible for the preparation, integrity, and fair presentation of the accompanying consolidated financial statements of NSTAR Electric Company and subsidiary (NSTAR Electric or the Company) and of other sections of this annual report.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting. The Company's internal control framework and processes have been designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. There are inherent limitations of internal controls over financial reporting that could allow material misstatements due to error or fraud to occur and not be prevented or detected on a timely basis by employees during the normal course of business. Additionally, internal controls over financial reporting may become inadequate in the future due to changes in the business environment.
Under the supervision and with the participation of the principal executive officer and principal financial officer, NSTAR Electric conducted an evaluation of the effectiveness of internal controls over financial reporting based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation under the framework in COSO, management concluded that internal controls over financial reporting were effective as of December 31, 2017.2020.
February 23, 201817, 2021
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholder of NSTAR Electric Company:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of NSTAR Electric Company and subsidiary (the “Company”) as of December 31, 20172020 and 2016,2019, the related consolidated statements of income, comprehensive income, common stockholder’s equity, and cash flows, for each of the three years in the period ended December 31, 2017,2020, and the related notes and the schedule listed in the Index at Item 15 of Part IV (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017,2020, in conformity with accounting principles generally accepted in the United States of America.
Emphasis of a Matter
As discussed in Note 1 to the financial statements, the Company merged with Western Massachusetts Electric Company on December 31, 2017 and financial information is presented as combined and consolidated for all periods presented.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Regulatory Accounting - Impact of Rate Regulation on the Financial Statements - Refer to Note 2 to the Financial Statements
Critical Audit Matter Description
The Company is subject to rate regulation by the Federal Energy Regulatory Commission and the state public utility authority in Massachusetts (the “Commissions”). The rate regulation by these Commissions is based on cost recovery. The Company’s financial statements reflect the effects of the rate-making process. The rates charged to the customers are designed to collect the Company’s cost to provide service, plus a return on investment.
The application of accounting guidance for rate-regulated enterprises results in recording regulatory assets and liabilities. Regulatory assets represent the deferral of incurred costs that are probable of future recovery in customer rates. Regulatory assets are amortized as the incurred costs are recovered through customer rates. In some cases, the Company records regulatory assets before approval for recovery has been received from the applicable regulatory commission. The Company must use judgment to conclude that costs deferred as regulatory assets are probable of future recovery. The Company bases its conclusion on certain factors, including, but not limited to, regulatory precedent. Regulatory liabilities represent either revenues received from customers to fund expected costs that have not yet been incurred or probable future refunds to customers.
The Company uses judgment when recording regulatory assets and liabilities; however, regulatory commissions can reach different conclusions about the recovery of costs, and those conclusions could have a material impact on the Company’s financial statements. Management believes it is probable that the Company will recover its investment in long-lived assets, including regulatory assets. If management were to determine that it could no longer apply the accounting guidance applicable to rate-regulated enterprises to the Company’s operations, or if management could not conclude it is probable that costs would be recovered from customers in future rates, the costs would be charged to net income in the period in which the determination is made.
Accounting for the economics of rate-regulation impacts multiple financial statement line items and disclosures, such as regulated property, plant, and equipment, regulatory assets and liabilities, operating revenues and depreciation expense. While management has indicated it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve full recovery of such costs or full recovery of all amounts invested in the Company and a reasonable return on that investment. We identified the impact of rate-regulation as a critical audit matter due to the significant judgments made by management to support its assertions about impact of future regulatory orders on the financial statements. Management judgments include assessing the probability of recovery in future rates of incurred costs and a refund to customers. Given that management’s accounting judgments are based on assumptions about the outcome of future decisions by the Commissions, auditing these judgments requires specialized knowledge of accounting for rate regulation and the rate setting process due to its inherent complexities.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the uncertainty of future decisions by the Commissions included the following, among others:
• We tested the effectiveness of management’s controls over the evaluation of the likelihood of (1) the recovery in future rates of costs incurred as property, plant, and equipment and deferred as regulatory assets, and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We tested the effectiveness of management’s controls over the initial recognition of amounts as property, plant, and equipment; regulatory assets or liabilities; and the monitoring and evaluation of regulatory developments that may affect the likelihood of recovering costs in future rates, a refund, or a future reduction in rates.
• We evaluated the Company’s disclosures related to the applicability and impacts of rate regulation, including the balances recorded and regulatory developments disclosed in the financial statements.
• We read relevant regulatory orders issued by the Commissions for the Company and other public utilities, regulatory statutes, interpretations, procedural memorandums, filings made by intervenors, and other publicly available information to assess the likelihood of recovery in future rates or of a future refund or reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. We evaluated the external information and compared it to management’s recorded regulatory asset and liability balances for completeness.
• For regulatory matters in process, we inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors that may impact the Company’s future rates, for any evidence that might contradict management’s assertions.
• We made inquiries of management, including legal counsel, and obtained the regulatory orders and analysis from management that support the probability of recovery, refund, or future reductions in rates for regulatory assets and liabilities to assess management’s assertion that amounts are probable of recovery, refund, or a future reduction in rates.
/s/ Deloitte & Touche LLP
Hartford, Connecticut
February 23, 201817, 2021
We have served as the Company’s auditor since 2012.
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
| | | | | | | | | | | |
| | As of December 31, |
| (Thousands of Dollars) | 2020 | | 2019 |
| | | |
| ASSETS | | | |
| Current Assets: | | | |
| Cash | $ | 102 | | | $ | 52 | |
| Receivables, Net (net of allowance for uncollectible accounts of $91,583 and $75,406 as of December 31, 2020 and 2019, respectively) | 403,045 | | | 346,785 | |
| Accounts Receivable from Affiliated Companies | 30,095 | | | 29,914 | |
| Unbilled Revenues | 38,342 | | | 37,482 | |
| Materials, Supplies and REC Inventory | 133,894 | | | 124,060 | |
| Taxes Receivable | 65,051 | | | 20,408 | |
| Regulatory Assets | 399,882 | | | 285,591 | |
| Prepayments and Other Current Assets | 21,833 | | | 10,742 | |
| Total Current Assets | 1,092,244 | | | 855,034 | |
| Property, Plant and Equipment, Net | 10,123,062 | | | 9,472,770 | |
| Deferred Debits and Other Assets: | | | |
| Regulatory Assets | 1,304,019 | | | 1,250,029 | |
| Prepaid PBOP | 204,138 | | | 166,058 | |
| Other Long-Term Assets | 162,836 | | | 144,368 | |
| Total Deferred Debits and Other Assets | 1,670,993 | | | 1,560,455 | |
| Total Assets | $ | 12,886,299 | | | $ | 11,888,259 | |
| | | |
| LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | |
| Notes Payable | $ | 195,000 | | | $ | 10,500 | |
| Notes Payable to Eversource Parent | 21,300 | | | 30,300 | |
Long-Term Debt – Current Portion | 250,000 | | | 95,000 | |
| Accounts Payable | 383,558 | | | 363,691 | |
| Accounts Payable to Affiliated Companies | 95,703 | | | 96,307 | |
| Obligations to Third Party Suppliers | 98,572 | | | 108,827 | |
| Renewable Portfolio Standards Compliance Obligations | 127,536 | | | 150,429 | |
| Regulatory Liabilities | 164,761 | | | 209,180 | |
| Other Current Liabilities | 72,118 | | | 71,333 | |
| Total Current Liabilities | 1,408,548 | | | 1,135,567 | |
| Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 1,459,906 | | | 1,357,265 | |
| Regulatory Liabilities | 1,550,390 | | | 1,516,585 | |
| Accrued Pension and SERP | 172,571 | | | 108,243 | |
| Other Long-Term Liabilities | 337,245 | | | 320,629 | |
| Total Deferred Credits and Other Liabilities | 3,520,112 | | | 3,302,722 | |
| Long-Term Debt | 3,393,221 | | | 3,247,086 | |
| Preferred Stock Not Subject to Mandatory Redemption | 43,000 | | | 43,000 | |
| Common Stockholder's Equity: | | | |
| Common Stock | 0 | | | 0 | |
| Capital Surplus, Paid In | 1,993,942 | | | 1,813,442 | |
| Retained Earnings | 2,527,167 | | | 2,346,287 | |
| Accumulated Other Comprehensive Income | 309 | | | 155 | |
| Common Stockholder's Equity | 4,521,418 | | | 4,159,884 | |
| Commitments and Contingencies (Note 13) | 0 | | 0 |
| Total Liabilities and Capitalization | $ | 12,886,299 | | | $ | 11,888,259 | |
|
| | | | | | | |
| | As of December 31, |
| (Thousands of Dollars) | 2017 | | 2016 |
| | | | |
| ASSETS | | | |
| Current Assets: | | | |
| Cash and Cash Equivalents | $ | 1,763 |
| | $ | 3,494 |
|
| Receivables, Net | 341,341 |
| | 312,497 |
|
| Accounts Receivable from Affiliated Companies | 40,723 |
| | 17,771 |
|
| Unbilled Revenues | 49,865 |
| | 46,961 |
|
| Materials, Supplies and Inventory | 95,517 |
| | 70,907 |
|
| Regulatory Assets | 333,882 |
| | 353,522 |
|
| Prepayments and Other Current Assets | 24,499 |
| | 56,066 |
|
| Total Current Assets | 887,590 |
| | 861,218 |
|
| | | | |
| Property, Plant and Equipment, Net | 8,246,494 |
| | 7,730,096 |
|
| | | | |
| Deferred Debits and Other Assets: | | | |
| Regulatory Assets | 1,190,575 |
| | 1,185,037 |
|
| Prepaid PBOP | 126,948 |
| | 91,607 |
|
| Other Long-Term Assets | 84,766 |
| | 89,635 |
|
| Total Deferred Debits and Other Assets | 1,402,289 |
| | 1,366,279 |
|
| | | | |
| Total Assets | $ | 10,536,373 |
| | $ | 9,957,593 |
|
| | | | |
| LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | |
| Notes Payable | $ | 234,000 |
| | $ | 126,500 |
|
| Notes Payable to Eversource Parent | — |
| | 51,000 |
|
Long-Term Debt – Current Portion | — |
| | 400,000 |
|
| Accounts Payable | 340,115 |
| | 288,634 |
|
| Accounts Payable to Affiliated Companies | 91,260 |
| | 105,775 |
|
| Obligations to Third Party Suppliers | 88,721 |
| | 66,371 |
|
| Renewable Portfolio Standards Compliance Obligations | 111,524 |
| | 95,954 |
|
| Regulatory Liabilities | 79,562 |
| | 78,541 |
|
| Other Current Liabilities | 79,916 |
| | 84,933 |
|
| Total Current Liabilities | 1,025,098 |
| | 1,297,708 |
|
| | | | |
| Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 1,275,814 |
| | 2,327,085 |
|
| Regulatory Liabilities | 1,514,451 |
| | 409,050 |
|
| Accrued Pension and SERP | 89,995 |
| | 128,751 |
|
| Other Long-Term Liabilities | 198,176 |
| | 164,503 |
|
| Total Deferred Credits and Other Liabilities | 3,078,436 |
| | 3,029,389 |
|
| | | | |
| Capitalization: | | | |
| Long-Term Debt | 2,943,759 |
| | 2,244,653 |
|
| | | | |
| Preferred Stock Not Subject to Mandatory Redemption | 43,000 |
| | 43,000 |
|
| | | | |
| Common Stockholder's Equity: | | | |
| Common Stock | — |
| | — |
|
| Capital Surplus, Paid In | 1,502,942 |
| | 1,500,642 |
|
| Retained Earnings | 1,944,961 |
| | 1,844,195 |
|
| Accumulated Other Comprehensive Loss | (1,823 | ) | | (1,994 | ) |
| Common Stockholder's Equity | 3,446,080 |
| | 3,342,843 |
|
| Total Capitalization | 6,432,839 |
| | 5,630,496 |
|
| | | | |
| Commitments and Contingencies (Note 11) |
| |
|
| | | | |
| Total Liabilities and Capitalization | $ | 10,536,373 |
| | $ | 9,957,593 |
|
The accompanying notes are an integral part of these consolidated financial statements.
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Revenues | $ | 2,980,629 |
| | $ | 3,041,588 |
| | $ | 3,198,887 |
|
| | | | | | |
| Operating Expenses: | |
| | |
| | |
|
| Purchased Power and Transmission | 1,025,414 |
| | 1,084,324 |
| | 1,366,779 |
|
| Operations and Maintenance | 463,737 |
| | 489,882 |
| | 392,888 |
|
| Depreciation | 274,008 |
| | 259,262 |
| | 240,132 |
|
| Amortization of Regulatory Assets, Net | 33,831 |
| | 34,332 |
| | 1,556 |
|
| Energy Efficiency Programs | 294,053 |
| | 321,787 |
| | 267,622 |
|
| Taxes Other Than Income Taxes | 181,959 |
| | 177,837 |
| | 171,563 |
|
| Total Operating Expenses | 2,273,002 |
| | 2,367,424 |
| | 2,440,540 |
|
| Operating Income | 707,627 |
| | 674,164 |
| | 758,347 |
|
| Interest Expense | 105,729 |
| | 108,428 |
| | 100,139 |
|
| Other Income, Net | 14,913 |
| | 10,830 |
| | 7,854 |
|
| Income Before Income Tax Expense | 616,811 |
| | 576,566 |
| | 666,062 |
|
| Income Tax Expense | 242,085 |
| | 225,789 |
| | 265,014 |
|
| Net Income | $ | 374,726 |
| | $ | 350,777 |
| | $ | 401,048 |
|
The accompanying notes are an integral part of these consolidated financial statements.
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Revenues | $ | 2,941,148 | | | $ | 3,044,642 | | | $ | 3,112,926 | |
| | | | | |
| Operating Expenses: | | | | | |
| Purchased Power and Transmission | 879,244 | | | 1,064,289 | | | 1,257,073 | |
| Operations and Maintenance | 534,118 | | | 468,436 | | | 462,100 | |
| Depreciation | 319,468 | | | 296,500 | | | 276,372 | |
| Amortization of Regulatory Assets, Net | 83,248 | | | 103,735 | | | 46,654 | |
| Energy Efficiency Programs | 263,986 | | | 289,206 | | | 292,288 | |
| Taxes Other Than Income Taxes | 206,764 | | | 195,586 | | | 194,316 | |
| Total Operating Expenses | 2,286,828 | | | 2,417,752 | | | 2,528,803 | |
| Operating Income | 654,320 | | | 626,890 | | | 584,123 | |
| Interest Expense | 130,508 | | | 114,198 | | | 105,193 | |
| Other Income, Net | 52,017 | | | 44,577 | | | 53,066 | |
| Income Before Income Tax Expense | 575,829 | | | 557,269 | | | 531,996 | |
| Income Tax Expense | 130,828 | | | 125,313 | | | 148,906 | |
| Net Income | $ | 445,001 | | | $ | 431,956 | | | $ | 383,090 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Net Income | $ | 374,726 |
| | $ | 350,777 |
| | $ | 401,048 |
|
| Other Comprehensive Income, Net of Tax: | |
| | |
| | |
|
| Changes in Funded Status of SERP Benefit Plan | (264 | ) | | (177 | ) | | 103 |
|
| Qualified Cash Flow Hedging Instruments | 438 |
| | 437 |
| | 380 |
|
| Changes in Unrealized (Losses)/Gains on Marketable Securities | (3 | ) | | 22 |
| | (25 | ) |
| Other Comprehensive Income, Net of Tax | 171 |
| | 282 |
| | 458 |
|
| Comprehensive Income | $ | 374,897 |
| | $ | 351,059 |
| | $ | 401,506 |
|
The accompanying notes are an integral part of these consolidated financial statements.
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDER'S EQUITYCOMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Net Income | $ | 445,001 | | | $ | 431,956 | | | $ | 383,090 | |
| Other Comprehensive Income, Net of Tax: | | | | | |
| Changes in Funded Status of SERP Benefit Plan | (286) | | | 1,084 | | | 13 | |
| Qualified Cash Flow Hedging Instruments | 437 | | | 437 | | | 437 | |
| Changes in Unrealized Gains/(Losses) on Marketable Securities | 3 | | | 12 | | | (5) | |
| Other Comprehensive Income, Net of Tax | 154 | | | 1,533 | | | 445 | |
| Comprehensive Income | $ | 445,155 | | | $ | 433,489 | | | $ | 383,535 | |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Capital Surplus, Paid In | | Retained Earnings | | Accumulated Other Comprehensive Loss | | Total Common Stockholder's Equity |
| (Thousands of Dollars, Except Stock Information) | Stock | | Amount | | | | |
| Balance as of January 1, 2015 | 200 |
| | $ | — |
| | $ | 1,396,252 |
| | $ | 1,647,790 |
| | $ | (2,734 | ) | | $ | 3,041,308 |
|
| Net Income | |
| | |
| | | | 401,048 |
| | | | 401,048 |
|
| Dividends on Preferred Stock | |
| | |
| | | | (1,960 | ) | | | | (1,960 | ) |
| Dividends on Common Stock | |
| | |
| | | | (235,200 | ) | | | | (235,200 | ) |
| Other Changes in Stockholder's Equity | |
| | |
| | 1,390 |
| | |
| | | | 1,390 |
|
| Other Comprehensive Income | |
| | |
| | | | |
| | 458 |
| | 458 |
|
| Balance as of December 31, 2015 | 200 |
| | — |
| | 1,397,642 |
| | 1,811,678 |
| | (2,276 | ) | | 3,207,044 |
|
| Net Income | |
| | |
| | | | 350,777 |
| | | | 350,777 |
|
| Dividends on Preferred Stock | |
| | |
| | | | (1,960 | ) | | | | (1,960 | ) |
| Dividends on Common Stock | |
| | |
| | | | (316,300 | ) | | | | (316,300 | ) |
| Capital Contributions from Eversource Parent | |
| | |
| | 103,000 |
| | | | | | 103,000 |
|
| Other Comprehensive Income | | | | | | | | | 282 |
| | 282 |
|
| Balance as of December 31, 2016 | 200 |
| | — |
| | 1,500,642 |
| | 1,844,195 |
| | (1,994 | ) | | 3,342,843 |
|
| Net Income | |
| | |
| | | | 374,726 |
| | | | 374,726 |
|
| Dividends on Preferred Stock | |
| | |
| | | | (1,960 | ) | | | | (1,960 | ) |
| Dividends on Common Stock | |
| | |
| | | | (272,000 | ) | | | | (272,000 | ) |
| Capital Contributions from Eversource Parent | |
| | |
| | 2,300 |
| | | | | | 2,300 |
|
| Other Comprehensive Income | | | | | | | | | 171 |
| | 171 |
|
| Balance as of December 31, 2017 | 200 |
| | $ | — |
| | $ | 1,502,942 |
| | $ | 1,944,961 |
| | $ | (1,823 | ) | | $ | 3,446,080 |
|
The accompanying notes are an integral part of these consolidated financial statements.
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWSCOMMON STOCKHOLDER'S EQUITY
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Capital
Surplus,
Paid In | | Retained
Earnings | | Accumulated
Other
Comprehensive
(Loss)/Income | | Total
Common
Stockholder's
Equity |
| (Thousands of Dollars, Except Stock Information) | Stock | | Amount | | | | |
| Balance as of January 1, 2018 | 200 | | | $ | 0 | | | $ | 1,502,942 | | | $ | 1,944,961 | | | $ | (1,823) | | | $ | 3,446,080 | |
| Net Income | | | | | | | 383,090 | | | | | 383,090 | |
| Dividends on Preferred Stock | | | | | | | (1,960) | | | | | (1,960) | |
| Dividends on Common Stock | | | | | | | (228,000) | | | | | (228,000) | |
| Capital Contributions from Eversource Parent | | | | | 130,500 | | | | | | | 130,500 | |
| Other Comprehensive Income | | | | | | | | | 445 | | | 445 | |
| Balance as of December 31, 2018 | 200 | | | 0 | | | 1,633,442 | | | 2,098,091 | | | (1,378) | | | 3,730,155 | |
| Net Income | | | | | | | 431,956 | | | | | 431,956 | |
| Dividends on Preferred Stock | | | | | | | (1,960) | | | | | (1,960) | |
| Dividends on Common Stock | | | | | | | (181,800) | | | | | (181,800) | |
| Capital Contributions from Eversource Parent | | | | | 180,000 | | | | | | | 180,000 | |
| Other Comprehensive Income | | | | | | | | | 1,533 | | | 1,533 | |
| Balance as of December 31, 2019 | 200 | | | 0 | | | 1,813,442 | | | 2,346,287 | | | 155 | | | 4,159,884 | |
| Net Income | | | | | | | 445,001 | | | | | 445,001 | |
| Dividends on Preferred Stock | | | | | | | (1,960) | | | | | (1,960) | |
| Dividends on Common Stock | | | | | | | (262,000) | | | | | (262,000) | |
| Capital Contributions from Eversource Parent | | | | | 180,500 | | | | | | | 180,500 | |
| Adoption of New Accounting Standard (See Note 1C) | | | | | | | (161) | | | | | (161) | |
| Other Comprehensive Income | | | | | | | | | 154 | | | 154 | |
| Balance as of December 31, 2020 | 200 | | | $ | 0 | | | $ | 1,993,942 | | | $ | 2,527,167 | | | $ | 309 | | | $ | 4,521,418 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Activities: | |
| | |
| | |
|
| Net Income | $ | 374,726 |
| | $ | 350,777 |
| | $ | 401,048 |
|
| Adjustments to Reconcile Net Income to Net Cash Flows | |
| | |
| | |
|
| Provided by Operating Activities: | |
| | |
| | |
|
| Depreciation | 274,008 |
| | 259,262 |
| | 240,132 |
|
| Deferred Income Taxes | 110,499 |
| | 101,698 |
| | 212,583 |
|
| Pension, SERP and PBOP (Income)/Expense, Net | (9,509 | ) | | (771 | ) | | 11,639 |
|
| Pension and PBOP Contributions | (90,721 | ) | | (37,305 | ) | | (9,886 | ) |
| Regulatory (Under)/Over Recoveries, Net | (20,009 | ) | | 118,385 |
| | (141,824 | ) |
| Amortization of Regulatory Assets, Net | 33,831 |
| | 34,332 |
| | 1,556 |
|
| Bad Debt Expense | 21,252 |
| | 31,728 |
| | 19,168 |
|
| Refunds/(Payments) Related to Spent Nuclear Fuel | — |
| | 8,536 |
| | (56,001 | ) |
| Other | (24,868 | ) | | (59,359 | ) | | (68,275 | ) |
| Changes in Current Assets and Liabilities: | |
| | |
| | |
|
| Receivables and Unbilled Revenues, Net | (50,896 | ) | | (70,302 | ) | | (17,028 | ) |
| Materials, Supplies and Inventory | (24,610 | ) | | 10,571 |
| | 19 |
|
| Taxes Receivable/Accrued, Net | 39,205 |
| | 60,774 |
| | 62,148 |
|
| Accounts Payable | (20,421 | ) | | 18,000 |
| | (5,510 | ) |
| Other Current Assets and Liabilities, Net | 25,913 |
| | (17,607 | ) | | 50,283 |
|
| Net Cash Flows Provided by Operating Activities | 638,400 |
| | 808,719 |
| | 700,052 |
|
| | | | | | |
| Investing Activities: | |
| | |
| | |
|
| Investments in Property, Plant and Equipment | (719,623 | ) | | (664,932 | ) | | (604,018 | ) |
| Proceeds from Sales of Marketable Securities | 3,934 |
| | 2,479 |
| | 186,444 |
|
| Purchases of Marketable Securities | (3,869 | ) | | (2,426 | ) | | (128,861 | ) |
| Other Investing Activities | (3,617 | ) | | — |
| | — |
|
| Net Cash Flows Used in Investing Activities | (723,175 | ) | | (664,879 | ) | | (546,435 | ) |
| | | | | | |
| Financing Activities: | |
| | |
| | |
|
| Cash Dividends on Common Stock | (272,000 | ) | | (316,300 | ) | | (235,200 | ) |
| Cash Dividends on Preferred Stock | (1,960 | ) | | (1,960 | ) | | (1,960 | ) |
| Increase/(Decrease) in Short-Term Debt | 56,500 |
| | (28,400 | ) | | (117,500 | ) |
| Capital Contributions from Eversource Parent | 2,300 |
| | 103,000 |
| | — |
|
| Issuance of Long-Term Debt | 700,000 |
| | 300,000 |
| | 250,000 |
|
| Retirements of Long-Term Debt | (400,000 | ) | | (200,000 | ) | | (54,700 | ) |
| Other Financing Activities | (1,796 | ) | | (866 | ) | | (2,850 | ) |
| Net Cash Flows Provided by/(Used in) Financing Activities | 83,044 |
| | (144,526 | ) | | (162,210 | ) |
| Net Decrease in Cash and Cash Equivalents | (1,731 | ) | | (686 | ) | | (8,593 | ) |
| Cash and Cash Equivalents - Beginning of Year | 3,494 |
| | 4,180 |
| | 12,773 |
|
| Cash and Cash Equivalents - End of Year | $ | 1,763 |
| | $ | 3,494 |
| | $ | 4,180 |
|
The accompanying notes are an integral part of these consolidated financial statements.
NSTAR ELECTRIC COMPANY AND SUBSIDIARY CompanyCONSOLIDATED STATEMENTS OF CASH FLOWS
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 445,001 | | | $ | 431,956 | | | $ | 383,090 | |
| Adjustments to Reconcile Net Income to Net Cash Flows Provided by Operating Activities: | | | | | |
| Depreciation | 319,468 | | | 296,500 | | | 276,372 | |
| Deferred Income Taxes | 72,595 | | | 27,107 | | | 41,438 | |
| Pension, SERP and PBOP Income, Net | (18,132) | | | (12,399) | | | (21,521) | |
| Pension and PBOP Contributions | (650) | | | (6,359) | | | (61,751) | |
| Regulatory (Under)/Over Recoveries, Net | (186,081) | | | (60,863) | | | 149,647 | |
| Amortization of Regulatory Assets, Net | 83,248 | | | 103,735 | | | 46,654 | |
| Uncollectible Expense | 15,293 | | | 25,079 | | | 22,279 | |
| Other | (62,054) | | | (78,220) | | | (65,523) | |
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (81,571) | | | (11,087) | | | (26,403) | |
| Materials, Supplies and REC Inventory | (9,834) | | | (9,858) | | | (18,685) | |
| Taxes Receivable/Accrued, Net | (44,045) | | | 14,147 | | | (33,900) | |
| Accounts Payable | 25,573 | | | (22,659) | | | 37,140 | |
| Other Current Assets and Liabilities, Net | (32,997) | | | 1,194 | | | 51,674 | |
| Net Cash Flows Provided by Operating Activities | 525,814 | | | 698,273 | | | 780,511 | |
| | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (907,000) | | | (861,391) | | | (725,766) | |
| | | | | |
| | | | | |
| Other Investing Activities | 159 | | | 86 | | | 58 | |
| Net Cash Flows Used in Investing Activities | (906,841) | | | (861,305) | | | (725,708) | |
| | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Stock | (262,000) | | | (181,800) | | | (228,000) | |
| Cash Dividends on Preferred Stock | (1,960) | | | (1,960) | | | (1,960) | |
| Increase/(Decrease) in Short-Term Debt | 184,500 | | | (268,000) | | | 44,500 | |
| (Decrease)/Increase in Notes Payable to Eversource Parent | (9,000) | | | 30,300 | | | 0 | |
| Capital Contributions from Eversource Parent | 180,500 | | | 180,000 | | | 130,500 | |
| Issuance of Long-Term Debt | 400,000 | | | 400,000 | | | 0 | |
| Retirement of Long-Term Debt | (95,000) | | | 0 | | | 0 | |
| Other Financing Activities | (4,915) | | | (3,855) | | | 108 | |
| Net Cash Flows Provided by/(Used in) Financing Activities | 392,125 | | | 154,685 | | | (54,852) | |
| Net Increase/(Decrease) in Cash and Restricted Cash | 11,098 | | | (8,347) | | | (49) | |
| Cash and Restricted Cash - Beginning of Year | 6,312 | | | 14,659 | | | 14,708 | |
| Cash and Restricted Cash - End of Year | $ | 17,410 | | | $ | 6,312 | | | $ | 14,659 | |
The accompanying notes are an integral part of these consolidated financial statements.
Management’s Report on Internal Controls Over Financial Reporting
Public Service Company of New Hampshire
Management is responsible for the preparation, integrity, and fair presentation of the accompanying consolidated financial statements of Public Service Company of New Hampshire and subsidiarysubsidiaries (PSNH or the Company) and of other sections of this annual report.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting. The Company's internal control framework and processes have been designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. There are inherent limitations of internal controls over financial reporting that could allow material misstatements due to error or fraud to occur and not be prevented or detected on a timely basis by employees during the normal course of business. Additionally, internal controls over financial reporting may become inadequate in the future due to changes in the business environment.
Under the supervision and with the participation of the principal executive officer and principal financial officer, PSNH conducted an evaluation of the effectiveness of internal controls over financial reporting based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation under the framework in COSO, management concluded that internal controls over financial reporting were effective as of December 31, 2017.2020.
February 23, 201817, 2021
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholder of Public Service Company of New Hampshire:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Public Service Company of New Hampshire and subsidiarysubsidiaries (the “Company”) as of December 31, 20172020 and 2016,2019, the related consolidated statements of income, comprehensive income, common stockholder’s equity, and cash flows, for each of the three years in the period ended December 31, 2017,2020, and the related notes and the schedule listed in the Index at Item 15 of Part IV (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017,2020, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Regulatory Accounting - Impact of Rate Regulation on the Financial Statements - Refer to Note 2 to the Financial Statements
Critical Audit Matter Description
The Company is subject to rate regulation by the Federal Energy Regulatory Commission and the state public utility authority in New Hampshire (the “Commissions”). The rate regulation by these Commissions is based on cost recovery. The Company’s financial statements reflect the effects of the rate-making process. The rates charged to the customers are designed to collect the Company’s cost to provide service, plus a return on investment.
The application of accounting guidance for rate-regulated enterprises results in recording regulatory assets and liabilities. Regulatory assets represent the deferral of incurred costs that are probable of future recovery in customer rates. Regulatory assets are amortized as the incurred costs are recovered through customer rates. In some cases, the Company records regulatory assets before approval for recovery has been received from the applicable regulatory commission. The Company must use judgment to conclude that costs deferred as regulatory assets are probable of future recovery. The Company bases its conclusion on certain factors, including, but not limited to, regulatory precedent. Regulatory liabilities represent either revenues received from customers to fund expected costs that have not yet been incurred or probable future refunds to customers.
The Company uses judgment when recording regulatory assets and liabilities; however, regulatory commissions can reach different conclusions about the recovery of costs, and those conclusions could have a material impact on the Company’s financial statements. Management believes it is probable that the Company will recover its investment in long-lived assets, including regulatory assets. If management were to determine that it could no longer apply the accounting guidance applicable to rate-regulated enterprises to the Company’s operations, or if management could not conclude it is probable that costs would be recovered from customers in future rates, the costs would be charged to net income in the period in which the determination is made.
Accounting for the economics of rate-regulation impacts multiple financial statement line items and disclosures, such as regulated property, plant, and equipment, regulatory assets and liabilities, operating revenues and depreciation expense. While management has indicated it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve full recovery of such costs or full recovery of all amounts invested in the Company and a reasonable return on that investment. We identified the impact of rate-regulation as a critical audit matter due to the significant judgments made by management to support its assertions about impact of future regulatory orders on the financial statements. Management judgments include assessing the probability of recovery in future rates of incurred costs and a refund to customers. Given that management’s accounting judgments are based on assumptions about the outcome of future decisions by the Commissions, auditing these judgments requires specialized knowledge of accounting for rate regulation and the rate setting process due to its inherent complexities.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the uncertainty of future decisions by the Commissions included the following, among others:
• We tested the effectiveness of management’s controls over the evaluation of the likelihood of (1) the recovery in future rates of costs incurred as property, plant, and equipment and deferred as regulatory assets, and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We tested the effectiveness of management’s controls over the initial recognition of amounts as property, plant, and equipment; regulatory assets or liabilities; and the monitoring and evaluation of regulatory developments that may affect the likelihood of recovering costs in future rates, a refund, or a future reduction in rates.
• We evaluated the Company’s disclosures related to the applicability and impacts of rate regulation, including the balances recorded and regulatory developments disclosed in the financial statements.
• We read relevant regulatory orders issued by the Commissions for the Company and other public utilities, regulatory statutes, interpretations, procedural memorandums, filings made by intervenors, and other publicly available information to assess the likelihood of recovery in future rates or of a future refund or reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. We evaluated the external information and compared it to management’s recorded regulatory asset and liability balances for completeness.
• For regulatory matters in process, we inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors that may impact the Company’s future rates, for any evidence that might contradict management’s assertions.
• We made inquiries of management, including legal counsel, and obtained the regulatory orders and analysis from management that support the probability of recovery, refund, or future reductions in rates for regulatory assets and liabilities to assess management’s assertion that amounts are probable of recovery, refund, or a future reduction in rates.
/s/ Deloitte & Touche LLP
Hartford, Connecticut
February 23, 201817, 2021
We have served as the Company’s auditor since 2002.
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| | | | | | | | | | | |
| | As of December 31, |
| (Thousands of Dollars) | 2020 | | 2019 |
| | | |
| ASSETS | | | |
| Current Assets: | | | |
| Cash | $ | 141 | | | $ | 413 | |
| Receivables, Net (net of allowance for uncollectible accounts of $17,157 and $10,497 as of December 31, 2020 and 2019, respectively) | 119,899 | | | 99,934 | |
| Accounts Receivable from Affiliated Companies | 10,925 | | | 6,763 | |
| Unbilled Revenues | 46,041 | | | 48,146 | |
| | | |
| Materials, Supplies and REC Inventory | 26,829 | | | 24,957 | |
| Regulatory Assets | 115,852 | | | 84,053 | |
| Special Deposits | 36,767 | | | 32,513 | |
| Prepaid Property Taxes | 26,257 | | | 15,768 | |
| Prepayments and Other Current Assets | 10,788 | | | 3,663 | |
| Total Current Assets | 393,499 | | | 316,210 | |
| Property, Plant and Equipment, Net | 3,374,270 | | | 3,129,506 | |
| Deferred Debits and Other Assets: | | | |
| Regulatory Assets | 873,203 | | | 861,672 | |
| Other Long-Term Assets | 23,733 | | | 43,270 | |
| Total Deferred Debits and Other Assets | 896,936 | | | 904,942 | |
| Total Assets | $ | 4,664,705 | | | $ | 4,350,658 | |
| | | |
| LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | |
| Notes Payable to Eversource Parent | $ | 46,300 | | | $ | 27,000 | |
Long-Term Debt – Current Portion | 282,000 | | | 0 | |
Rate Reduction Bonds – Current Portion | 43,210 | | | 43,210 | |
| Accounts Payable | 132,635 | | | 127,081 | |
| Accounts Payable to Affiliated Companies | 43,397 | | | 37,946 | |
| Regulatory Liabilities | 58,756 | | | 65,766 | |
| Accrued Interest | 19,671 | | | 19,138 | |
| Other Current Liabilities | 38,816 | | | 32,736 | |
| Total Current Liabilities | 664,785 | | | 352,877 | |
| Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 537,627 | | | 506,212 | |
| Regulatory Liabilities | 383,183 | | | 413,381 | |
| Accrued Pension, SERP and PBOP | 184,715 | | | 157,638 | |
| Other Long-Term Liabilities | 37,874 | | | 37,075 | |
| Total Deferred Credits and Other Liabilities | 1,143,399 | | | 1,114,306 | |
| Long-Term Debt | 817,070 | | | 951,620 | |
| Rate Reduction Bonds | 496,912 | | | 540,122 | |
| Common Stockholder's Equity: | | | |
| Common Stock | 0 | | | 0 | |
| Capital Surplus, Paid In | 928,134 | | | 903,134 | |
| Retained Earnings | 615,018 | | | 490,306 | |
| Accumulated Other Comprehensive Loss | (613) | | | (1,707) | |
| Common Stockholder's Equity | 1,542,539 | | | 1,391,733 | |
| Commitments and Contingencies (Note 13) | 0 | | 0 |
| Total Liabilities and Capitalization | $ | 4,664,705 | | | $ | 4,350,658 | |
|
| | | | | | | |
| | As of December 31, |
| (Thousands of Dollars) | 2017 | | 2016 |
| | | | |
| ASSETS | | | |
| Current Assets: | | | |
| Cash | $ | 900 |
| | $ | 4,646 |
|
| Receivables, Net | 92,774 |
| | 84,450 |
|
| Accounts Receivable from Affiliated Companies | 5,297 |
| | 4,185 |
|
| Unbilled Revenues | 49,448 |
| | 41,004 |
|
| Fuel, Materials, Supplies and Inventory | 40,285 |
| | 162,354 |
|
| Regulatory Assets | 130,134 |
| | 117,240 |
|
| Prepayments and Other Current Assets | 28,931 |
| | 28,908 |
|
| Assets Held for Sale | 219,550 |
| | — |
|
| Total Current Assets | 567,319 |
| | 442,787 |
|
| | | | |
| Property, Plant and Equipment, Net | 2,642,274 |
| | 3,039,313 |
|
| | | | |
| Deferred Debits and Other Assets: | | | |
| Regulatory Assets | 810,677 |
| | 245,525 |
|
| Other Long-Term Assets | 42,391 |
| | 37,720 |
|
| Total Deferred Debits and Other Assets | 853,068 |
| | 283,245 |
|
| | | | |
| Total Assets | $ | 4,062,661 |
| | $ | 3,765,345 |
|
| | | | |
| LIABILITIES AND CAPITALIZATION | | | |
| Current Liabilities: | | | |
| Notes Payable to Eversource Parent | $ | 262,900 |
| | $ | 160,900 |
|
Long-Term Debt – Current Portion | 110,000 |
| | 70,000 |
|
| Accounts Payable | 128,685 |
| | 85,716 |
|
| Accounts Payable to Affiliated Companies | 24,676 |
| | 29,154 |
|
| Dividends Payable to Eversource Parent | 150,000 |
| | — |
|
| Regulatory Liabilities | 6,251 |
| | 12,659 |
|
| Other Current Liabilities | 67,924 |
| | 43,253 |
|
| Total Current Liabilities | 750,436 |
| | 401,682 |
|
| | | | |
| Deferred Credits and Other Liabilities: | | | |
| Accumulated Deferred Income Taxes | 443,468 |
| | 785,385 |
|
| Regulatory Liabilities | 444,397 |
| | 44,779 |
|
| Accrued Pension, SERP and PBOP | 124,639 |
| | 94,652 |
|
| Other Long-Term Liabilities | 56,689 |
| | 49,442 |
|
| Total Deferred Credits and Other Liabilities | 1,069,193 |
| | 974,258 |
|
| | | | |
| Capitalization: | | | |
| Long-Term Debt | 892,438 |
| | 1,002,048 |
|
| | | | |
| Common Stockholder's Equity: | | | |
| Common Stock | — |
| | — |
|
| Capital Surplus, Paid In | 843,134 |
| | 843,134 |
|
| Retained Earnings | 511,382 |
| | 549,286 |
|
| Accumulated Other Comprehensive Loss | (3,922 | ) | | (5,063 | ) |
| Common Stockholder's Equity | 1,350,594 |
| | 1,387,357 |
|
| Total Capitalization | 2,243,032 |
| | 2,389,405 |
|
| | | | |
| Commitments and Contingencies (Note 11) |
| |
|
| | | | |
| Total Liabilities and Capitalization | $ | 4,062,661 |
| | $ | 3,765,345 |
|
The accompanying notes are an integral part of these consolidated financial statements.
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Revenues | $ | 1,079,095 | | | $ | 1,065,936 | | | $ | 1,047,619 | |
| | | | | |
| Operating Expenses: | | | | | |
| Purchased Power and Transmission | 364,067 | | | 398,449 | | | 370,246 | |
| Operations and Maintenance | 219,325 | | | 210,995 | | | 210,541 | |
| Depreciation | 100,372 | | | 93,737 | | | 92,055 | |
| Amortization of Regulatory Assets, Net | 52,804 | | | 57,732 | | | 80,978 | |
| Energy Efficiency Programs | 37,583 | | | 25,982 | | | 20,105 | |
| Taxes Other Than Income Taxes | 81,611 | | | 62,574 | | | 77,280 | |
| Total Operating Expenses | 855,762 | | | 849,469 | | | 851,205 | |
| Operating Income | 223,333 | | | 216,467 | | | 196,414 | |
| Interest Expense | 58,127 | | | 60,666 | | | 60,634 | |
| Other Income, Net | 13,786 | | | 19,222 | | | 27,672 | |
| Income Before Income Tax Expense | 178,992 | | | 175,023 | | | 163,452 | |
| Income Tax Expense | 31,680 | | | 40,975 | | | 47,576 | |
| Net Income | $ | 147,312 | | | $ | 134,048 | | | $ | 115,876 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Revenues | $ | 981,624 |
| | $ | 959,482 |
| | $ | 972,203 |
|
| | | | | | |
| Operating Expenses: | | | | | |
| Purchased Power, Fuel and Transmission | 237,478 |
| | 210,786 |
| | 247,721 |
|
| Operations and Maintenance | 257,185 |
| | 260,779 |
| | 276,554 |
|
| Depreciation | 128,192 |
| | 116,519 |
| | 105,372 |
|
| Amortization of Regulatory (Liabilities)/Assets, Net | (16,577 | ) | | 11,170 |
| | 16,276 |
|
| Energy Efficiency Programs | 13,788 |
| | 14,204 |
| | 14,324 |
|
| Taxes Other Than Income Taxes | 89,760 |
| | 82,964 |
| | 81,779 |
|
| Total Operating Expenses | 709,826 |
| | 696,422 |
| | 742,026 |
|
| Operating Income | 271,798 |
| | 263,060 |
| | 230,177 |
|
| Interest Expense | 51,007 |
| | 50,040 |
| | 45,990 |
|
| Other Income, Net | 3,880 |
| | 1,329 |
| | 3,315 |
|
| Income Before Income Tax Expense | 224,671 |
| | 214,349 |
| | 187,502 |
|
| Income Tax Expense | 88,675 |
| | 82,364 |
| | 73,060 |
|
| Net Income | $ | 135,996 |
| | $ | 131,985 |
| | $ | 114,442 |
|
The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Net Income | $ | 147,312 | | | $ | 134,048 | | | $ | 115,876 | |
| Other Comprehensive Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 1,075 | | | 1,075 | | | 1,104 | |
| Changes in Unrealized Gains/(Losses) on Marketable Securities | 19 | | | 69 | | | (33) | |
| Other Comprehensive Income, Net of Tax | 1,094 | | | 1,144 | | | 1,071 | |
| Comprehensive Income | $ | 148,406 | | | $ | 135,192 | | | $ | 116,947 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Net Income | $ | 135,996 |
| | $ | 131,985 |
| | $ | 114,442 |
|
| Other Comprehensive Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 1,162 |
| | 1,162 |
| | 1,162 |
|
| Changes in Unrealized (Losses)/Gains on Marketable Securities | (21 | ) | | 136 |
| | (154 | ) |
| Other Comprehensive Income, Net of Tax | 1,141 |
| | 1,298 |
| | 1,008 |
|
| Comprehensive Income | $ | 137,137 |
| | $ | 133,283 |
| | $ | 115,450 |
|
The accompanying notes are an integral part of these consolidated financial statements.
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDER'S EQUITY
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Capital
Surplus,
Paid In | | Retained
Earnings | | Accumulated Other
Comprehensive
Loss | | Total
Common
Stockholder's
Equity |
| (Thousands of Dollars, Except Stock Information) | Stock | | Amount | | | | |
| Balance as of January 1, 2018 | 301 | | | $ | 0 | | | $ | 843,134 | | | $ | 511,382 | | | $ | (3,922) | | | $ | 1,350,594 | |
| Net Income | | | | | | | 115,876 | | | | | 115,876 | |
| Return of Capital | | | | | (530,000) | | | 0 | | | | (530,000) | |
| Capital Contributions from Eversource Parent | | | | | 365,000 | | | | | | 365,000 | |
| Other Comprehensive Income | | | | | | | | | 1,071 | | | 1,071 | |
| Balance as of December 31, 2018 | 301 | | | 0 | | | 678,134 | | | 627,258 | | | (2,851) | | | 1,302,541 | |
| Net Income | | | | | | | 134,048 | | | | | 134,048 | |
| Dividends on Common Stock | | | | | 0 | | (271,000) | | | | | (271,000) | |
| Capital Contributions from Eversource Parent | | | | | 225,000 | | | | | | | 225,000 | |
| Other Comprehensive Income | | | | | | | | | 1,144 | | | 1,144 | |
| Balance as of December 31, 2019 | 301 | | | 0 | | | 903,134 | | | 490,306 | | | (1,707) | | | 1,391,733 | |
| Net Income | | | | | | | 147,312 | | | | | 147,312 | |
| Dividends on Common Stock | | | | | 0 | | (22,300) | | | | | (22,300) | |
| Capital Contributions from Eversource Parent | | | | | 25,000 | | | | | | | 25,000 | |
| Adoption of New Accounting Standard (See Note 1C) | | | | | | | (300) | | | | | (300) | |
| Other Comprehensive Income | | | | | | | | | 1,094 | | | 1,094 | |
| Balance as of December 31, 2020 | 301 | | | $ | 0 | | | $ | 928,134 | | | $ | 615,018 | | | $ | (613) | | | $ | 1,542,539 | |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Capital Surplus, Paid In | | Retained Earnings | | Accumulated Other Comprehensive Loss | | Total Common Stockholder's Equity |
| (Thousands of Dollars, Except Stock Information) | Stock | | Amount | | | | |
| Balance as of January 1, 2015 | 301 |
| | $ | — |
| | $ | 748,240 |
| | $ | 486,459 |
| | $ | (7,369 | ) | | $ | 1,227,330 |
|
| Net Income | |
| | |
| | | | 114,442 |
| | | | 114,442 |
|
| Dividends on Common Stock | |
| | |
| | | | (106,000 | ) | | | | (106,000 | ) |
| Allocation of Benefits - ESOP | |
| | |
| | 394 |
| | | | | | 394 |
|
| Other Comprehensive Income | |
| | |
| | | | | | 1,008 |
| | 1,008 |
|
| Balance as of December 31, 2015 | 301 |
| | — |
| | 748,634 |
| | 494,901 |
| | (6,361 | ) | | 1,237,174 |
|
| Net Income | |
| | |
| | | | 131,985 |
| | | | 131,985 |
|
| Dividends on Common Stock | |
| | |
| | | | (77,600 | ) | | | | (77,600 | ) |
| Capital Contributions from Eversource Parent | |
| | |
| | 94,500 |
| | | | |
| | 94,500 |
|
| Other Comprehensive Income | |
| | |
| | | | | | 1,298 |
| | 1,298 |
|
| Balance as of December 31, 2016 | 301 |
| | — |
| | 843,134 |
| | 549,286 |
| | (5,063 | ) | | 1,387,357 |
|
| Net Income | |
| | |
| | | | 135,996 |
| | | | 135,996 |
|
| Dividends on Common Stock | |
| | |
| | | | (173,900 | ) | | | | (173,900 | ) |
| Other Comprehensive Income | |
| | |
| | | | | | 1,141 |
| | 1,141 |
|
| Balance as of December 31, 2017 | 301 |
| | $ | — |
| | $ | 843,134 |
| | $ | 511,382 |
| | $ | (3,922 | ) | | $ | 1,350,594 |
|
The accompanying notes are an integral part of these consolidated financial statements.
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 147,312 | | | $ | 134,048 | | | $ | 115,876 | |
| Adjustments to Reconcile Net Income to Net Cash Flows Provided by Operating Activities: | | | | | |
| Depreciation | 100,372 | | | 93,737 | | | 92,055 | |
| Deferred Income Taxes | 7,337 | | | 15,917 | | | 35,924 | |
| Uncollectible Expense | 5,164 | | | 6,726 | | | 6,383 | |
| Pension, SERP and PBOP (Income)/Expense, Net | (1,255) | | | 417 | | | 754 | |
| Pension Contributions | (19,500) | | | (15,400) | | | 0 | |
| Regulatory Underrecoveries, Net | (45,830) | | | (26,288) | | | (27,264) | |
| Amortization of Regulatory Assets, Net | 52,804 | | | 57,732 | | | 80,978 | |
| | | | | |
| Other | (4,842) | | | (28,228) | | | (15,363) | |
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (33,612) | | | (210) | | | (19,307) | |
| Materials, Supplies and REC Inventory | (1,872) | | | 1,902 | | | 16,928 | |
| Taxes Receivable/Accrued, Net | (6,942) | | | 25,374 | | | (19,970) | |
| Accounts Payable | 27,270 | | | 12,281 | | | (10,147) | |
| Other Current Assets and Liabilities, Net | (7,738) | | | (3,573) | | | 3,028 | |
| Net Cash Flows Provided by Operating Activities | 218,668 | | | 274,435 | | | 259,875 | |
| | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (342,586) | | | (308,993) | | | (323,910) | |
| Proceeds from the Sale of Generation Assets | 0 | | | 0 | | | 193,924 | |
| Proceeds from the Sale of Property | 0 | | | 0 | | | 4,782 | |
| Other Investing Activities | 982 | | | 1,023 | | | 437 | |
| Net Cash Flows Used in Investing Activities | (341,604) | | | (307,970) | | | (124,767) | |
| | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Stock | (22,300) | | | (271,000) | | | (150,000) | |
| Increase/(Decrease) in Notes Payable to Eversource Parent | 19,300 | | | (30,000) | | | (205,900) | |
| Issuance of Long-Term Debt | 150,000 | | | 300,000 | | | 0 | |
| Retirement of Long-Term Debt | 0 | | | (150,000) | | | (199,250) | |
| (Repayment)/Issuance of Rate Reduction Bonds | (43,210) | | | (52,332) | | | 635,663 | |
| Return of Capital | 0 | | | 0 | | | (530,000) | |
| Capital Contributions from Eversource Parent | 25,000 | | | 225,000 | | | 365,000 | |
| Other Financing Activities | (2,987) | | | (4,168) | | | (89) | |
| Net Cash Flows Provided by/(Used in) Financing Activities | 125,803 | | | 17,500 | | | (84,576) | |
| Net Increase/(Decrease) in Cash and Restricted Cash | 2,867 | | | (16,035) | | | 50,532 | |
| Cash and Restricted Cash - Beginning of Year | 36,688 | | | 52,723 | | | 2,191 | |
| Cash and Restricted Cash - End of Year | $ | 39,555 | | | $ | 36,688 | | | $ | 52,723 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Thousands of Dollars) | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Activities: | | | | | |
| Net Income | $ | 135,996 |
| | $ | 131,985 |
| | $ | 114,442 |
|
| Adjustments to Reconcile Net Income to Net Cash Flows | | | | | |
| Provided by Operating Activities: | | | | | |
| Depreciation | 128,192 |
| | 116,519 |
| | 105,372 |
|
| Deferred Income Taxes | 63,883 |
| | 87,345 |
| | 83,776 |
|
| Pension, SERP and PBOP Expense | 1,368 |
| | 875 |
| | 4,580 |
|
| Pension Contributions | (800 | ) | | (17,078 | ) | | (982 | ) |
| Regulatory (Under)/Over Recoveries, Net | (30,788 | ) | | (4,491 | ) | | 41 |
|
| Amortization of Regulatory (Liabilities)/Assets, Net | (16,577 | ) | | 11,170 |
| | 16,276 |
|
| Refunds Related to Spent Nuclear Fuel | — |
| | 3,926 |
| | 979 |
|
| Other | (10,088 | ) | | 6,521 |
| | 8,677 |
|
| Changes in Current Assets and Liabilities: | | | | | |
| Receivables and Unbilled Revenues, Net | (22,055 | ) | | (18,822 | ) | | (4,750 | ) |
| Fuel, Materials, Supplies and Inventory | 5,519 |
| | (5,485 | ) | | (8,729 | ) |
| Taxes Receivable/Accrued, Net | 339 |
| | 32,303 |
| | (23,909 | ) |
| Accounts Payable | 29,453 |
| | 11,353 |
| | (22,203 | ) |
| Other Current Assets and Liabilities, Net | 16,458 |
| | 5,651 |
| | 953 |
|
| Net Cash Flows Provided by Operating Activities | 300,900 |
| | 361,772 |
| | 274,523 |
|
| | | | | | |
| Investing Activities: | | | | | |
| Investments in Property, Plant and Equipment | (312,720 | ) | | (305,430 | ) | | (308,036 | ) |
| Other Investing Activities | 199 |
| | 326 |
| | 306 |
|
| Net Cash Flows Used in Investing Activities | (312,521 | ) | | (305,104 | ) | | (307,730 | ) |
| | | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Stock | (23,900 | ) | | (77,600 | ) | | (106,000 | ) |
| Increase/(Decrease) in Notes Payable to Eversource Parent | 102,000 |
| | (70,400 | ) | | 140,800 |
|
| Retirements of Long-Term Debt | (70,000 | ) | | — |
| | — |
|
| Capital Contributions from Eversource Parent | — |
| | 94,500 |
| | — |
|
| Other Financing Activities | (225 | ) | | (255 | ) | | (349 | ) |
| Net Cash Flows Provided by/(Used in) Financing Activities | 7,875 |
| | (53,755 | ) | | 34,451 |
|
| Net (Decrease)/Increase in Cash | (3,746 | ) | | 2,913 |
| | 1,244 |
|
| Cash - Beginning of Year | 4,646 |
| | 1,733 |
| | 489 |
|
| Cash - End of Year | $ | 900 |
| | $ | 4,646 |
| | $ | 1,733 |
|
The accompanying notes are an integral part of these consolidated financial statements.
EVERSOURCE ENERGY AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY AND SUBSIDIARY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARYSUBSIDIARIES
COMBINED NOTES TO FINANCIAL STATEMENTS
Refer to the Glossary of Terms included in this combined Annual Report on Form 10-K for abbreviations and acronyms used throughout the combined notes to the financial statements.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. About Eversource, CL&P, NSTAR Electric and PSNH
Eversource Energy is a public utility holding company primarily engaged, through its wholly-owned regulated utility subsidiaries, in the energy delivery business. Eversource Energy's wholly-owned regulated utility subsidiaries consist of CL&P, NSTAR Electric and PSNH (electric utilities), Yankee Gas, and NSTAR Gas and Eversource Gas Company of Massachusetts (EGMA) (natural gas utilities) and Aquarion (water utilities). Eversource provides energy delivery and/or water service to approximately 44.3 million electric, natural gas and water customers through eight9 regulated utilities in Connecticut, Massachusetts and New Hampshire.
On December 4, 2017,October 9, 2020, Eversource completed the acquisition of Aquarion (formerly Macquarie Utilities Inc.)certain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts, which was previously doing business as Columbia Gas of Massachusetts (CMA). The natural gas distribution assets acquired from Macquarie Infrastructure Partners for $1.675 billion, consisting of approximately $880 million in cash and $795 million of assumed Aquarion debt. Aquarion becameCMA were assigned to EGMA, an indirect wholly-owned subsidiary of Eversource. AquarionEversource formed in 2020. The LNG assets acquired from CMA were assigned to Hopkinton LNG Corp. The cash purchase price was $1.1 billion, plus a target working capital amount of $69.6 million, which is a holding company primarily engaged, through its three separate regulated water utility subsidiaries, insubject to adjustment to reflect actual working capital as of the water collection, treatment and distribution business.closing date that has not yet been finalized. Eversource's consolidated financial information includes Aquarion and its subsidiaries' activitythe results of EGMA beginning from December 4, 2017 through December 31, 2017.the date of acquisition on October 9, 2020. See Note 22A,24, "Acquisition of Aquarion and Goodwill - AcquisitionAssets of Aquarion,Columbia Gas of Massachusetts," for further information.
On December 31, 2017, Western Massachusetts Electric Company ("WMECO") was merged into NSTAR Electric. In accordance with accounting guidance on combinations between entities under common control, the net assets, results of operations and cash flows of WMECO are reflected in the NSTAR Electric financial statements. NSTAR Electric's financial statements for all periods presented in this combined Annual Report on Form 10-K have been retrospectively recast as if the merger occurred on the first day of the earliest reporting period. All contracts and operations of WMECO are now part of NSTAR Electric. Balance sheet and income statement adjustments were made for consistent presentation between WMECO’s and NSTAR Electric’s financial statements, including the elimination of intercompany transactions and a merger-related transaction for common equity. Balance sheet adjustments included the elimination of intercompany accounts receivable and payable between NSTAR Electric and WMECO. Income statement adjustments included the elimination of intercompany revenues and expenses between NSTAR Electric and WMECO.
Eversource, CL&P, NSTAR Electric and PSNH are reporting companies under the Securities Exchange Act of 1934. Eversource Energy is a public utility holding company under the Public Utility Holding Company Act of 2005. Arrangements among the regulated electric companies and other Eversource companies, outside agencies and other utilities covering interconnections, interchange of electric power and sales of utility property are subject to regulation by the FERC. Eversource's regulated companies are subject to regulation of rates, accounting and other matters by the FERC and/or applicable state regulatory commissions (the PURA for CL&P, and Yankee Gas and Aquarion, the DPU for NSTAR Electric, and NSTAR Gas, EGMA and Aquarion, and the NHPUC for PSNH and the PURA, the DPU and the NHPUC for Aquarion).
CL&P, NSTAR Electric and PSNH furnish franchised retail electric service in Connecticut, Massachusetts and New Hampshire. YankeeNSTAR Gas and NSTAR GasEGMA are engaged in the distribution and sale of natural gas to customers within ConnecticutMassachusetts and Massachusetts, respectively.Yankee Gas is engaged in the distribution and sale of natural gas to customers within Connecticut. Aquarion is engaged in the collection, treatment and distribution of water in Connecticut, Massachusetts and New Hampshire. CL&P, NSTAR Electric and PSNH's results include the operations of their respective distribution and transmission businesses. The distribution business also includedincludes the results of PSNH's generation facilities and NSTAR Electric's solar power facilities. Eversource also has a regulated subsidiary, NPT, which was formedfacilities and PSNH's generation facilities prior to construct, own and operate the Northern Pass line, a HVDC transmission line from Québec to New Hampshire under development that will interconnect with a new HVDC transmission line being developed by a transmission subsidiary of HQ.
On January 10, 2018, Eversource andsale in 2018. PSNH completed the salesales of PSNH'sall its thermal and hydroelectric generation assets. See Note 12, "Assets Held for Sale," for further information.assets in 2018.
Eversource Service, Eversource's service company, and several wholly-owned real estate subsidiaries of Eversource, provide support services to Eversource, including its regulated companies. Eversource holds several equity ownership interests, which are accounted for under the equity method. Eversource also consolidates the operations of CYAPC and YAEC, both of which are inactive regional nuclear generation companies engaged in the long-term storage of their spent nuclear fuel.
B. Basis of Presentation
The consolidated financial statements of Eversource, NSTAR Electric and PSNH include the accounts of each of their respective subsidiaries. Intercompany transactions have been eliminated in consolidation. The accompanying consolidated financial statements of Eversource, NSTAR Electric and PSNH and the financial statements of CL&P are herein collectively referred to as the "financial statements."
The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Eversource consolidates the operations of CYAPC and YAEC, both of which are inactive regional nuclear power companies engaged in the long-term storage of their spent nuclear fuel. Eversource consolidates CYAPC and YAEC because CL&P's, NSTAR Electric's and PSNH's combined ownership interestand voting interests in each of these entities is greater than 50 percent. Intercompany transactions between CL&P, NSTAR Electric, and PSNH and the CYAPC and YAEC companies have been eliminated in consolidation of the Eversource financial statements.
Eversource's utility subsidiaries' electricEversource holds several equity ownership interests that are not consolidated and natural gas distribution (including generation assets), transmission and water businesses are subject to rate regulation that is based on cost recovery and meetsaccounted for under the criteria for application of accounting guidance for entities with rate-regulated operations, which considers the effect of regulation on the differences in the timing of the recognition of certain revenues and expenses from those of other businesses and industries. See Note 2, "Regulatory Accounting," for further information.equity method.
Certain reclassifications of prior year data were made in the accompanying financial statements to conform to the current year presentation.
In accordance with accounting guidance on noncontrolling interests in consolidated financial statements, the Preferred Stock of CL&P and the Preferred Stock of NSTAR Electric, which are not owned by Eversource or its consolidated subsidiaries and are not subject to mandatory redemption, have been presented as noncontrolling interests in the financial statements of Eversource. The Preferred Stock of CL&P and the Preferred Stock of NSTAR Electric are considered to be temporary equity and have been classified between liabilities and permanent shareholders' equity on the balance sheets of Eversource, CL&P and NSTAR Electric due to a provision in the preferred stock agreements of both CL&P and NSTAR Electric that grant preferred stockholders the right to elect a majority of the CL&P and NSTAR Electric Boards of Directors, respectively, should certain conditions exist, such as if preferred dividends are in arrears for a specified amount of time. The Net Income reported in the statements of income and cash flows represents net income prior to apportionment to noncontrolling interests, which is represented by dividends on preferred stock of CL&P and NSTAR Electric.
Eversource's utility subsidiaries' electric, natural gas and water distribution and transmission businesses are subject to rate-regulation that is based on cost recovery and meets the criteria for application of accounting guidance for entities with rate-regulated operations, which considers the effect of regulation on the differences in the timing of the recognition of certain revenues and expenses from those of other businesses and industries. See Note 2, "Regulatory Accounting," for further information.
COVID-19 has adversely affected workers and the economy and caused volatility in the financial markets. Due to the inherent uncertainty of the unprecedented and evolving situation, we continue to closely monitor how COVID-19 related developments affect Eversource. Based on available information, we have not experienced significant impacts directly related to the pandemic that have adversely affected our current operations or results of operations. The extent of the impact to us in the future will vary and depend in large part on the duration, scope and severity of the pandemic and the timing and extent of COVID-19 relief legislation, and the resulting impact on economic, health care and capital market conditions. The future impact will also depend on the outcome of planned proceedings before our state regulatory commissions to recover our incremental costs associated with COVID-19.
We believe that we have in place, or are developing, successful mechanisms with our state regulatory commissions that allow, or will allow, us to recover our incremental costs associated with COVID-19, which include uncollectible customer receivable expenses, while balancing the impact on our customers’ bills and our operating cash flows. See Note 1F, "Summary of Significant Accounting Policies - Allowance for Uncollectible Accounts," for discussion of our evaluation of the allowance for doubtful accounts as of December 31, 2020 in light of the COVID-19 pandemic.
An extended economic slowdown has resulted in lower demand for electricity, natural gas and/or water by our commercial and industrial customers. However, fluctuations in retail sales volumes for CL&P, NSTAR Electric, Yankee Gas, NSTAR Gas, EGMA, and our Connecticut water distribution business do not materially impact earnings due to their respective state regulatory commission-approved distribution revenue decoupling mechanisms.
As of December 31, 20172020, we did not identify indicators or triggering events for impairments to our goodwill, long-lived assets, available-for-sale debt securities, or equity method investment carrying values.
Certain reclassifications of prior year data were made in the accompanying financial statements to conform to the current year presentation.
As of December 31, 2020 and 2016,2019, Eversource's carrying amount of goodwill was approximately $4.4$4.45 billion and $3.5$4.43 billion, respectively. Eversource performs an assessment for possible impairment of its goodwill at least annually. Eversource completed its annual goodwill impairment testassessment for each of its reporting units as of October 1, 20172020 and determined that no impairment exists. See Note 22B, "Acquisition of Aquarion and Goodwill - Goodwill,25, "Goodwill," for further information.
C. Accounting Standards
Accounting Standards Issued but Not Yet Effective: In December 2019, the FASB issued Accounting Standards Update (ASU) 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes, which eliminates certain exceptions to the general principles of current income tax guidance in ASC 740 and simplifies and improves consistency in application of that income tax guidance through clarifications of and amendments to ASC 740. The guidance is effective in the first quarter of 2021. The ASU is not expected to have a material impact on the financial statements of Eversource, CL&P, NSTAR Electric and PSNH.
Accounting Standards Recently Adopted: On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), which provides a model for recognizing credit losses on financial instruments based on an estimate of current expected losses, requiring immediate recognition of credit losses expected over the life of a financial instrument. The Company determined the impacts of this standard on the allowance for credit losses on its financial instruments, primarily accounts receivable. As of January 1, 2020, the Company recorded increases to the allowance for uncollectible accounts for late fees and other receivable amounts of $1.6 million, $0.9 million, $0.2 million and $0.3 million at Eversource, CL&P, NSTAR Electric and PSNH, respectively. The impact to retained earnings, net of tax, was $1.5 million, $0.9 million, $0.2 million and $0.3 million at Eversource, CL&P, NSTAR Electric and PSNH, respectively.
The Company also adjusted the allowance for uncollectible amounts of hardship receivables and other low-income assistance programs, which are ultimately collectible in rates at specified points in time under approved regulatory mechanisms. The impact on the allowance, which was offset in other long-term assets on the balance sheets, was an increase of $22.2 million and $21.3 million at Eversource and CL&P, respectively, and a decrease of $1.5 million at NSTAR Electric as of January 1, 2020. See Note 1F, “Summary of Significant Accounting Policies - Allowance for Uncollectible Accounts,” for further information.
The Company adopted ASU 2017-04, Intangibles - Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment as of January 1, 2020. The ASU simplified the accounting for goodwill impairment by removing a complex step in the goodwill impairment test. Under the guidance, goodwill impairment is measured as the amount by which its carrying value exceeds its fair value. The ASU did not have an impact on the financial statements of Eversource.
On January 1, 2020, the Company adopted ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. The ASU aligned the requirements for capitalizing costs incurred to implement a cloud computing arrangement with existing internal-use software guidance. The prospective implementation of this standard did not have a material impact on the financial statements of Eversource, CL&P, NSTAR Electric or PSNH for the year ended December 31, 2020.
On January 1, 2020, the Company prospectively adopted ASU 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. The ASU modified fair value disclosure requirements. The standard includes new disclosure requirements for Level 3 unobservable inputs and eliminated the requirement to disclose certain information relating to transfers between levels. The modified disclosures are included in Note 1I, “Summary of Significant Accounting Policies - Fair Value Measurements,” and Note 4, “Derivative Instruments.”
The Company adopted ASU 2018-14, Compensation – Retirement Benefits – Defined Benefit Plans – General, Disclosure Framework – Changes to the Disclosure Requirements for Defined Benefit Plans as of January 1, 2020. The guidance eliminated certain disclosures about defined benefit plans, added new disclosures, and clarified other requirements. This guidance is effective for fiscal years ending after December 15, 2020. Adoption of this guidance did not have a material effect on our annual financial statement disclosures. The modified disclosures are included in Note 11A, “Employee Benefits - Pension Benefits and Postretirement Benefits Other Than Pension.”
D. Impairment of Northern Pass Transmission
Northern Pass iswas Eversource's planned 1,090 MW HVDC transmission line that will interconnectwould have interconnected from the Québec-New Hampshire border to Franklin, New Hampshire and an associated alternating current radial transmission line between Franklin and Deerfield, New Hampshire.
On February 1, 2018,As a result of a final decision received on July 19, 2019 from the New Hampshire Site Evaluation Committee ("NHSEC") voted to denySupreme Court, whereby the court denied Northern Pass’ appeal and affirmed the NHSEC’s denial of Northern Pass’ siting application. On February 14, 2018, pursuantapplication on NPT, Eversource concluded that construction of NPT was no longer probable and that there was no constructive path forward for the project. In 2019, Eversource terminated the project and permanently abandoned any further development. As a result, substantially all of the capitalized project costs, which totaled $318 million, certain of which were subject to cost reimbursement agreements, were impaired.
Based on the NHSEC’s decision, the Massachusetts EDCs, in coordination with the DOER and an independent evaluator, notified NPTconclusion that the EDCs will continue contract negotiations, with the optionconstruction of discontinuing discussions and terminating its conditional selection by March 27, 2018.
Consistent with Eversource’s and HQ’s long-term relationship to bring clean energy into New England, Eversource and HQ continue to support Northern Pass and the many benefits this project will bring to our customers and region.was no longer probable, Eversource intends to seek reconsiderationrecorded an impairment charge in 2019 for all of the NHSEC’s decision and to review all options for moving this critical clean energy project forward.
As of December 31, 2017, Eversource has approximately $277 million in capitalized costs associated with Northern Pass. The Company continuesPass, which were primarily engineering design, siting, permitting and legal costs, along with appropriate allowances for funds used during construction, and recognized a receivable for certain cost reimbursement agreements. Additionally, Eversource recorded an impairment charge associated with the land acquired to believe that theconstruct Northern Pass project is probable of being placed in service. If in the future, events and changes in circumstances indicate that the Northern Pass project's capitalized costs may not be fully recoverable, the Company will then evaluate those costs for impairment. Should the Company conclude that these capitalized costs are impaired, this would have a significant negative impact on Eversource's financial position, results of operations, and cash flows.
D. Accounting Standards
Accounting Standards Issued but Not Yet Effective: In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which amends existing revenue recognition guidance and is required to be applied either fully retrospectively (to each reporting period presented) or under a modified retrospective method (cumulatively at the date of initial application). The FASB deferred implementation of ASU 2014-09 in ASU 2015-14, Revenue from Contracts with Customers (Topic: 606): Deferral of the Effective Date. The new accounting guidance is effective for interim and annual periods beginning in 2018 with early adoption permitted. The Company implemented the standard in the first quarter of 2018 using the modified retrospective method of adoption. Under this method of adoption, prior year reported results are not restated.
Under the new standard, an entity must identify the performance obligations in a contract, determine the transaction price and allocate the price to specific performance obligationsorder to recognize the revenue whenland at its estimated fair value based on assessed values and transaction costs. In total, this resulted in a pre-tax impairment charge of $239.6 million within Operating Income on the obligation is completed.statement of income for the year ended December 31, 2019 and was reflected in the Electric Transmission segment. The amendments in this ASU also require disclosure of sufficient information to allow users to understand the nature, amount, timing and uncertainty of revenue and cash flow arising from contracts.
The Company has reviewed and performed accounting analyses of its revenue streams under contracts with customers. These accounting analyses included reviewing representative contracts and tariffs for each material revenue stream and evaluating them under the new guidance. The majorityafter-tax impact of the Company’s sales are derived from tariffsimpairment charge was $204.4 million, or $0.64 per share, after giving effect to provide electricthe estimated fair value of the related land, reimbursement agreements, and natural gas to customers. For such tariffs, the Company expects thatimpact of expected income tax benefits associated with the revenue from contracts with customers under ASU 2014-09 will be equivalent to revenue from electricity and natural gas supplied and billed in that period (including estimated unbilled revenues), which is consistent with current practice.
Based on our assessments, the Company has identified one item that will be accounted for differently under the new revenue guidance as compared to current guidance.impairment charge. As a result of applying guidance on the unit of account underdecision to terminate the new standard, purchasesNPT project and sales of power from and to ISO-New England will be accounted for net by the hour, rather than net by the month,permanently abandon any further development, Eversource does not expect any future cash expenditures associated with no impact on net income.this project.
After taking into consideration this identified change, the Company has concluded that the new guidance will not have a material impact on the amounts or timing of revenue recognition. Implementation of the ASU will not have a material effect on the results of operations, financial position or cash flows of Eversource, CL&P, NSTAR Electric or PSNH. Significant additional disclosures of the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers will be presented beginning in the first quarter of 2018.
In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Liabilities, which is required to be implemented in the first quarter of 2018. The ASU will remove the available-for-sale designation for equity securities, whereby changes in fair value are recorded in accumulated other comprehensive income within shareholders' equity, and will require changes in fair value of all equity securities to be recorded in earnings beginning on January 1, 2018, with the unrealized gain or loss on available-for-sale equity securities as of that date reclassified to retained earnings as a cumulative effect of adoption. The fair value of available-for-sale equity securities subject to this guidance as of December 31, 2017 was approximately $51 million with an unrealized loss of $0.1 million. The unrealized loss recorded in AOCI will be recorded as an adjustment to the opening balance of retained earnings as of January 1, 2018. The remaining available-for-sale equity securities included in marketable securities on the balance sheet are held in nuclear decommissioning trusts and are subject to regulatory accounting treatment and will not be impacted by this guidance. Implementation of the ASU for other financial instruments is not expected to have a material impact on the financial statements of Eversource, CL&P, NSTAR Electric or PSNH.
In February 2016, the FASB issued ASU 2016-02, Leases, which changes existing lease accounting guidance and is required to be applied in the first quarter of 2019, with earlier application permitted. The ASU lease criteria are required to be applied to leases and lease renewals entered into effective January 1, 2019, and leases entered into before that date are required to be recognized and measured using a modified retrospective approach. The Company is reviewing the requirements of ASU 2016-02, including balance sheet recognition of leases previously deemed to be operating leases, and expects to implement the ASU in the first quarter of 2019.
In March 2017, the FASB issued ASU 2017-07, Compensation – Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, required to be implemented in the first quarter of 2018. The ASU requires separate presentation of service cost from other components of net pension and PBOP costs, with the other components presented as non-operating income and not subject to capitalization. The ASU is required to be applied retrospectively for the separate presentation in the income statement of service costs and other components and prospectively in the balance sheet for the capitalization of only the service cost component. The implementation of the ASU will not have an impact on the net income of Eversource, CL&P, NSTAR Electric or PSNH.
E. Cash and Cash Equivalents
Cash and cash equivalents includeincludes cash on hand and short-term cash investments that are highly liquid in nature and have original maturities of three months or less.hand. At the end of each reporting period, any overdraft amounts are reclassified from Cash and Cash Equivalents to Accounts Payable on the balance sheets.
F. ProvisionAllowance for Uncollectible Accounts
Eversource, including CL&P, NSTAR ElectricReceivables, Net on the balance sheets primarily includes trade receivables from retail customers and PSNH, presents itscustomers related to wholesale transmission contracts, wholesale market sales, sales of RECs and property rentals. Receivables, Net also includes customer receivables for the purchase of electricity from a competitive third party supplier, the current portion of customer energy efficiency loans, property damage receivables and other miscellaneous receivables. There is no material concentration of receivables. Receivables are recorded at amortized cost, net of a credit loss provision (or allowance for uncollectible accounts).
Receivables are presented net of expected credit losses at estimated net realizable value by maintaining a provisionan allowance for uncollectible accounts. Effective January 1, 2020, the current expected credit loss (CECL) model was applied to receivables for purposes of calculating the allowance for uncollectible accounts. This provisionmodel is based on expected losses and results in the recognition of estimated expected credit losses, including uncollectible amounts for both billed and unbilled revenues, over the life of the receivable at the time a receivable is recorded.
Receivables, net of reserves, increased $206.5 million ($58.3 million at CL&P, $56.3 million at NSTAR Electric, and $20.0 million at PSNH) in 2020, as compared to 2019, due primarily to an increase in delinquent receivables from customers attributable to the moratorium on disconnections and the economic slowdown resulting from the COVID-19 pandemic. Receivables, net of reserves, also increased due to the addition of EGMA of $65.8 million as of December 31, 2020.
The allowance for uncollectible accounts is determined based upon a variety of judgments and factors, including the application of an estimated uncollectible percentage to each receivable aging category. The estimate is based uponFactors in determining credit loss include historical collection, and write-off experience, and management's assessment of collectability from customers.customers, including current conditions, reasonable forecasts, and expectations of future collectability and collection efforts. Management continuously assesses the collectability of receivables and adjusts collectability estimates based on actual experience.experience and future expectations based on economic indicators, collection efforts and other factors. Management also monitors the aging analysis of receivables to determine if there are changes in the collections of accounts receivable. Receivable balances are written off against the provisionallowance for uncollectible accounts when the customer accounts are terminatedno longer in service and these balances are deemed to be uncollectible.
As of December 31, 2020, management evaluated the adequacy of the allowance for uncollectible accounts in light of the COVID-19 pandemic and the related economic downturn. This evaluation included an analysis of collection and customer payment trends, economic conditions, delinquency statistics, aging-based quantitative assessments, the impact on residential customer bills because of energy usage and change in rates, flexible payment plans and financial hardship arrearage management programs being offered to customers, and COVID-19 developments, including any potential federal governmental pandemic relief programs and the expansion of unemployment benefit initiatives, which help to mitigate the potential for increasing customer account delinquencies. Additionally, management considered past economic declines and corresponding uncollectible reserves as part of the current assessment. This evaluation has shown that our operating companies have experienced an increase in aged receivables and some lower cash collections from customers because of the moratorium on disconnections and the economic slowdown resulting from the COVID-19 pandemic. Based upon the evaluation performed, for the year ended December 31, 2020, management increased the allowance for uncollectible accounts for amounts incurred as a result of COVID-19 by $31.5 million for Eversource ($2.8 million for CL&P, $11.0 million for NSTAR Electric, $2.3 million for PSNH and $15.4 million at our natural gas businesses). These COVID-19 related uncollectible amounts were deferred either as incremental regulatory costs or deferred through existing regulatory tracking mechanisms that recover uncollectible energy supply costs, as management believes it is probable that these costs will ultimately be recovered from customers in rates.
Management concluded that the reserve balance as of December 31, 2020 adequately reflected the collection risk and net realizable value for Eversource’s receivables. Management will continue to evaluate the adequacy of the uncollectible allowance in future reporting periods based on an ongoing assessment of accounts receivable collections, delinquency statistics, and analysis of aging-based quantitative assessments.
The PURA allows CL&P and Yankee Gas to accelerate the recovery of accounts receivable balances attributable to qualified customers under financial or medical duress (uncollectible hardship accounts receivable) outstanding for greater than 180 days and 90 days, respectively. The DPU allows NSTAR Electric and NSTAR Gas to recover in rates, amounts associated with certain uncollectible hardship accounts receivable. Management also believes that uncollectible hardship accounts receivable at EGMA will be recoverable in future rates. These uncollectible hardship customer account balances are included in Regulatory Assets or Other Long-Term Assets on the balance sheets.
The total provision for both uncollectible accountsHardship customers are protected from shut-off in certain circumstances, and historical collection experience has reflected a higher default risk as compared to the rest of the receivable population. As a result of the adoption of ASU 2016-13, management aligned the allowance for uncollectible hardship accounts (theacross all regulatory jurisdictions, using a higher credit risk profile for this pool of trade receivables as compared to non-hardship receivables. Implementation impacts of the accounting standard on the allowance for uncollectible hardship balanceaccounts are reflected in the rollforward of the uncollectible allowance in the table below. The allowance for uncollectible hardship accounts is included in the total provision)uncollectible allowance balance.
The total allowance for uncollectible accounts is included in Receivables, Net on the balance sheets, and wassheets. The activity in the allowance for uncollectible accounts by portfolio segment is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of December 31, 2020 |
| Eversource | | CL&P | | NSTAR Electric | | PSNH |
| (Millions of Dollars) | Hardship Accounts | | Retail (Non-Hardship),
Wholesale, and Other Receivables | | Total Allowance | | Hardship Accounts | | Retail (Non-Hardship),
Wholesale and Other Receivables | | Total Allowance | | Hardship Accounts | | Retail (Non-Hardship),
Wholesale, and Other Receivables | | Total Allowance | | Total Allowance |
| Beginning Balance | $ | 143.3 | | | $ | 81.5 | | | $ | 224.8 | | | $ | 80.1 | | | $ | 17.2 | | | $ | 97.3 | | | $ | 43.9 | | | $ | 31.5 | | | $ | 75.4 | | | $ | 10.5 | |
| ASU 2016-13 Implementation Impact on January 1, 2020 | 21.6 | | | 2.2 | | | 23.8 | | | 21.3 | | | 0.9 | | | 22.2 | | | (1.6) | | | 0.3 | | | (1.3) | | | 0.3 | |
| Increase due to CMA asset acquisition | 0 | | | 24.2 | | | 24.2 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | |
Uncollectible Expense (1) | 0 | | | 53.5 | | | 53.5 | | | 0 | | | 12.9 | | | 12.9 | | | 0 | | | 15.3 | | | 15.3 | | | 5.2 | |
Uncollectible Costs Deferred (2) | 43.1 | | | 53.9 | | | 97.0 | | | 38.2 | | | 10.8 | | | 49.0 | | | (1.7) | | | 26.4 | | | 24.7 | | | 7.4 | |
| Write-Offs | (14.7) | | | (63.3) | | | (78.0) | | | (11.9) | | | (17.8) | | | (29.7) | | | (0.9) | | | (26.3) | | | (27.2) | | | (6.9) | |
| Recoveries Collected | 1.5 | | | 12.1 | | | 13.6 | | | 1.4 | | | 4.3 | | | 5.7 | | | 0 | | | 4.7 | | | 4.7 | | | 0.7 | |
| Ending Balance | $ | 194.8 | | | $ | 164.1 | | | $ | 358.9 | | | $ | 129.1 | | | $ | 28.3 | | | $ | 157.4 | | | $ | 39.7 | | | $ | 51.9 | | | $ | 91.6 | | | $ | 17.2 | |
|
| | | | | | | | | | | | | | | |
| | Total Provision for Uncollectible Accounts | | Uncollectible Hardship |
| | As of December 31, | | As of December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2017 | | 2016 |
| Eversource | $ | 195.7 |
| | $ | 200.6 |
| | $ | 122.5 |
| | $ | 119.9 |
|
| CL&P | 78.9 |
| | 86.4 |
| | 65.5 |
| | 67.7 |
|
| NSTAR Electric | 69.7 |
| | 70.3 |
| | 40.3 |
| | 36.1 |
|
| PSNH | 10.5 |
| | 9.9 |
| | — |
| | — |
|
(2) The current period provision for expected credit losses is deferred as a regulatory cost on the balance sheets, as this amount is ultimately recovered in rates. Amounts include uncollectible costs for hardship accounts and other customer receivables, including uncollectible amounts related to COVID-19.
G. Transfer of Energy Efficiency Loans
CL&P has transferred a portion of its energy efficiency customer loan portfolio to outside lenders in order to make additional loans to customers. CL&P remains the servicer of the loans and will transmit customer payments to the lenders, with a maximum amount outstanding under this program of $55 million. The amounts of the loans are included in Accounts Receivable, Net and Other Long-Term Assets, and are offset by Other Current Liabilities and Other Long-Term Liabilities on CL&P’s balance sheet. The current and long-term portions totaled $12.9 million and $9.5 million, respectively, as of December 31, 2020, and $16.5 million and $18.2 million, respectively, as of December 31, 2019.
H. Fuel, Materials, Supplies and REC Inventory
Fuel, Materials, Supplies and REC Inventory include natural gas coal, biomass and oil inventories,inventory, materials and supplies purchased primarily for construction or operation and maintenance purposes, RECs and emission allowances.RECs. Inventory is valued at the lower of cost or net realizable value. RECs are purchased from suppliers of renewable sources of generation and are used to meet state mandated Renewable Portfolio Standards requirements.
PSNH is subject to federal and state laws and regulations that regulate emissions of air pollutants, including SO2, CO2, and NOx related to its regulated generation units, and used SO2, CO2, and NOx emissions allowances. SO2, CO2, and NOx emissions allowances were charged to expense based on their average cost as they were utilized against emissions volumes at PSNH's generating units.
On October 11, 2017, PSNH entered into two Purchase and Sale Agreements ("Agreements") to sell its thermal and hydroelectric generation assets. The NHPUC approved the Agreements in late November 2017 and on January 10, 2018, PSNH completed the sale of its thermal generation assets. As of December 31, 2017, PSNH has classified its generation assets, which included coal, biomass and oil inventories and emission allowances, as held for sale. As of December 31, 2016, these inventories were recorded within Fuel, Materials, Supplies and Inventory on the balance sheet. See Note 12, "Assets Held for Sale," for further information.
The carrying amounts of fuel, materials and supplies, and RECs, and emission allowances were as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Current: | | | | | | | | | | | | | | | |
| Fuel | $ | 29.7 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 135.7 |
| | $ | — |
| | $ | — |
| | $ | 99.9 |
|
| Materials and Supplies | 117.1 |
| | 44.4 |
| | 45.1 |
| | 18.5 |
| | 142.7 |
| | 48.2 |
| | 39.7 |
| | 47.3 |
|
| RECs | 76.3 |
| | 4.0 |
| | 50.4 |
| | 21.8 |
| | 47.9 |
| | 3.9 |
| | 31.2 |
| | 12.8 |
|
| Emission Allowances | — |
| | — |
| | — |
| | — |
| | 2.4 |
| | — |
| | — |
| | 2.4 |
|
| Long-Term: | | | | | | | | | | | | | | | |
| Emission Allowances | — |
| | — |
| | — |
| | — |
| | 17.5 |
| | — |
| | — |
| | 17.5 |
|
H. Deposits
As of December 31, 2017, Eversource, CL&P, NSTAR Electric and PSNH had $24.5 million, $3.1 million, $12.8 million and $0.5 million, respectively, of cash collateral posted not subject to master netting agreements, with ISO-NE related to energy transactions, which wasare included in Prepayments and Other Current Assets on the balance sheets. As of December 31, 2016, these amountssheets, were $21.7 million, $1.4 million, $11.8 million and $0.5 million for Eversource, CL&P, NSTAR Electric and PSNH, respectively.as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Fuel | $ | 38.2 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 26.7 | | | $ | 0 | | | $ | 0 | | | $ | 0 | |
| Materials and Supplies | 151.3 | | | 57.9 | | | 62.1 | | | 22.5 | | | 132.9 | | | 50.7 | | | 54.7 | | | 18.5 | |
| RECs | 76.1 | | | 0 | | | 71.8 | | | 4.3 | | | 75.9 | | | 0 | | | 69.4 | | | 6.5 | |
| Total | $ | 265.6 | | | $ | 57.9 | | | $ | 133.9 | | | $ | 26.8 | | | $ | 235.5 | | | $ | 50.7 | | | $ | 124.1 | | | $ | 25.0 | |
I. Fair Value Measurements
Fair value measurement guidance is applied to derivative contracts that are not elected or designated as "normal purchases" or "normal sales" ("normal")(normal) and to the marketable securities held in trusts. Fair value measurement guidance is also applied to valuations of the investments used to calculate the funded status of pension and PBOP plans, the nonrecurring fair value measurements of nonfinancial assets such as goodwill, long-lived assets, equity method investments, and AROs, and in the estimatedvaluation of the acquisition of CMA in 2020. The fair value measurement guidance was also applied in estimating the fair value of preferred stock, long-term debt and long-term debt.RRBs.
Fair Value Hierarchy: In measuring fair value, Eversource uses observable market data when available in order to minimize the use of unobservable inputs. Inputs used in fair value measurements are categorized into three fair value hierarchy levels for disclosure purposes. The entire fair value measurement is categorized based on the lowest level of input that is significant to the fair value measurement. Eversource evaluates the classification of assets and liabilities measured at fair value on a quarterly basis, and Eversource's policy is to recognize transfers between levels of the fair value hierarchy as of the end of the reporting period.basis. The three levels of the fair value hierarchy are described below:
Level 1 - Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2 - Inputs are quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs are observable.
Level 3 - Quoted market prices are not available. Fair value is derived from valuation techniques in which one or more significant inputs or assumptions are unobservable. Where possible, valuation techniques incorporate observable market inputs that can be validated to external sources such as industry exchanges, including prices of energy and energy-related products.
Uncategorized - Investments that are measured at net asset value are not categorized within the fair value hierarchy.
Determination of Fair Value: The valuation techniques and inputs used in Eversource's fair value measurements are described in Note 4, "Derivative Instruments," Note 5, "Marketable Securities," Note 6, "Investments in Unconsolidated Affiliates," Note 7, "Asset Retirement Obligations," Note 9A,11A, "Employee Benefits – Pension Benefits and Postretirement Benefits Other Than Pensions,Pension," and Note 14,15, "Fair Value of Financial Instruments"Instruments," Note 24, "Acquisition of Assets of Columbia Gas of Massachusetts," and Note 25, “Goodwill,” to the financial statements.
J. Derivative Accounting
Many of the electric and natural gas companies' contracts for the purchase and sale of energy or energy-related products are derivatives. The accounting treatment for energy contracts entered into varies and depends on the intended use of the particular contract and on whether or not the contract is a derivative. For the regulated companies, regulatory assets or regulatory liabilities are recorded to offset the fair values of derivative contracts related to energy and energy-related products, as contract settlements are recovered from, or refunded to, customers in future rates.
The application of derivative accounting is complex and requires management judgment in the following respects: identification of derivatives and embedded derivatives, election and designation of a contract as normal, and determination of the fair value of derivative contracts. All of these judgments can have a significant impact on the financial statements.
The judgment applied in the election of a contract as normal (and resulting accrual accounting) includes the conclusion that it is probable at the inception of the contract and throughout its term that it will result in physical delivery of the underlying product and that the quantities will be used or sold by the business in the normal course of business. If facts and circumstances change and management can no longer support this conclusion, then a contract cannot be considered normal, and accrual accounting is terminated, and fair value accounting is applied prospectively.
The fair value of derivative contracts is based upon the contract terms and conditions and the underlying market price or fair value per unit. When quantities are not specified in the contract, the Company determines whether the contract has a determinable quantity by using amounts referenced in default provisions and other relevant sections of the contract. The fair value of derivative assets and liabilities with the same counterparty are offset and recorded as a net derivative asset or liability on the balance sheets.
Regulatory assets or regulatory liabilities are recorded to offset the fair values of derivative contracts related to energy and energy-related products, as contract settlements are recovered from, or refunded to, customers in future rates. All changes in the fair value of derivative contracts are recorded as regulatory assets or liabilities and do not impact net income.
For further information regarding derivative contracts, see Note 4, "Derivative Instruments," to the financial statements.
K. Investments
Investments are included in Other Long-Term Assets on the balance sheets and earnings impacts from equity investments are included in Other Income, Net on the statements of income.
Strategic, Infrastructure and Other Investments: As of December 31, 2017 and 2016, Eversource had investments totaling $277.6 million and $236.9 million, respectively. As of December 31, 2017 and 2016, Eversource's investments included a 15 percent ownership interest in a FERC-regulated natural gas transmission business of $159.6 million and $154.6 million, respectively, a 40 percent ownership interest in Access Northeast of $31.3 million and $30.9 million, respectively, a 37.2 percent (14.5 percent of which related to NSTAR Electric) ownership interest in two companies that transmit hydro-electricity imported from the Hydro-Quebec system in Canada of $17.7 million and $7.7 million, respectively, and other investments totaling $69.0 million and $43.7 million, respectively. NSTAR Electric's investments totaled $6.9 million and $3.0 million, respectively, as of December 31, 2017 and 2016.
Regional Decommissioned Nuclear Companies: CL&P, NSTAR Electric and PSNH own common stock in three regional nuclear generation companies (CYAPC, YAEC and MYAPC, collectively referred to as the "Yankee Companies"), each of which owned a single nuclear generating facility that has been decommissioned. For CL&P, NSTAR Electric and PSNH, the respective investments in CYAPC, YAEC and MYAPC are accounted for under the equity method and are included in Other Long-Term Assets on their respective balance sheets. Eversource consolidates CYAPC and YAEC because CL&P's, NSTAR Electric's and PSNH's combined ownership interest in each of these entities is greater than 50 percent. For further information on the Yankee Companies, see Note 11C, "Commitments and Contingencies – Spent Nuclear Fuel Obligations – Yankee Companies," to the financial statements.
Equity in Earnings and Dividends from Equity Investments: For the years ended December 31, 2017, 2016 and 2015, Eversource had equity in earnings of $27.4 million, $0.2 million, and $0.9 million, respectively. Eversource received dividends from its equity method investees of $20.0 million and $0.1 million, respectively, for the years ended December 31, 2017 and 2016.
L. Revenues
Retail Revenues: Retail revenues are based on rates approved by respective state regulatory commissions. In general, rates can only be changed through formal proceedings with the state regulatory commissions. These rates are designed to recover the costs to provide service to customers, and include a return on investment. Regulatory commission-approved tracking mechanisms are also used to recover certain costs on a fully-reconciling basis. These tracking mechanisms require rates to be changed periodically to ensure recovery of actual costs incurred.
Certain Eversource electric, natural gas and water companies, including CL&P and NSTAR Electric (for a portion of its customers), have a regulatory commission approved revenue decoupling mechanism ("decoupled companies"). Distribution revenues are decoupled from customer sales volumes, where applicable, which breaks the relationship between sales volumes and revenues recognized. The decoupled companies reconcile their annual base distribution rate recovery to pre-established levels of baseline distribution delivery service revenues. Any difference between the allowed level of distribution revenue and the actual amount realized is adjusted through rates in a subsequent period.
A significant portion of the electric and natural gas companies' retail revenues relate to the recovery of costs incurred for the sale of electricity and natural gas purchased on behalf of customers. These energy supply costs are recovered from customers in rates through cost tracking mechanisms.Energy purchases are recorded in Purchased Power, Fuel and Transmission, and the sales of energy associated with these purchases are recorded in Operating Revenues on the statements of income.
Unbilled Revenues: Because customers are billed throughout the month based on pre-determined cycles rather than on a calendar month basis, an estimate of electricity, natural gas or water delivered to customers for which the customers have not yet been billed is calculated as of the balance sheet date. Unbilled revenues are included in Operating Revenues on the statements of income and in Current Assets on the balance sheets. Actual amounts billed to customers when meter readings become available may vary from the estimated amount.
Unbilled revenues are recognized by allocating estimated unbilled sales volumes to the respective customer classes, and then applying an estimated rate by customer class to those sales volumes. Unbilled revenues can vary significantly from period to period as a result of seasonality, weather, customer usage patterns, customer rates in effect for customer classes, and the timing of customer billing. The estimate of unbilled revenues can significantly impact the amount of revenues recorded at the companies that do not have a revenue decoupling mechanism. Companies that do have a decoupling mechanism record a regulatory deferral to reflect the actual allowed amount of revenue associated with their respective decoupled distribution rate design.
Transmission Revenues - Wholesale Rates: The Eversource electric transmission-owning companies have a combination of FERC-approved regional and local formula rates that work in tandem to recover all their transmission costs. These rates are part of the ISO-NE Tariff. Regional rates recover the costs of higher voltage transmission facilities that benefit the region, and are collected from all New England transmission customers, including the Eversource distribution businesses. Eversource and NSTAR Electric each have two sets of local rates that recover the companies' total transmission revenue requirements, less revenues received from regional rates and other sources, and are collected from Eversource's distribution businesses and other transmission customers. The distribution businesses of Eversource, in turn, recover the FERC- approved charges from retail customers through annual or semiannual tracking mechanisms. The transmission formula rates provide for the annual reconciliation and recovery or refund of estimated costs to actual costs. The financial impacts of differences between actual and estimated costs are deferred for future recovery from, or refund to, transmission customers. See Note 11E, "Commitments and Contingencies – FERC ROE Complaints," for complaints filed at the FERC relating to Eversource's ROE.
Transmission Revenues - Retail Rates: A significant portion of the Eversource electric transmission segment revenue comes from ISO-NE charges to the distribution businesses of CL&P, NSTAR Electric, and PSNH, each of which recovers these costs through rates charged to their retail customers. CL&P, NSTAR Electric and PSNH each have a retail transmission cost tracking mechanism as part of their rates, which allows the electric distribution companies to charge their retail customers for transmission costs on a timely basis.
M. Operating Expenses
Costs related to fuel and natural gas included in Purchased Power, Fuel and Transmission on the statements of income were as follows:
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 |
| Eversource - Natural Gas and Fuel | $ | 464.2 | | | $ | 462.1 | | | $ | 442.6 | |
PSNH - Fuel (1) | 0 | | | 0 | | | 7.9 | |
(1) PSNH completed the sale of its generation assets in 2018.
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2015 |
| Eversource - Natural Gas and Fuel | $ | 432.5 |
| | $ | 372.2 |
| | $ | 516.7 |
|
| PSNH - Fuel | 43.4 |
| | 45.0 |
| | 85.4 |
|
N.L. Allowance for Funds Used During Construction
AFUDC represents the cost of borrowed and equity funds used to finance construction and is included in the cost of the electric, natural gas and water companies' utility plant on the balance sheet. The portion of AFUDC attributable to borrowed funds is recorded as a reduction of Interest Expense, and the AFUDC related to equity funds is recorded as Other Income, Net on the statements of income. AFUDC costs are recovered from customers over the service life of the related plant in the form of increased revenue collected as a result of higher depreciation expense.
The average AFUDC rate is based on a FERC-prescribed formula using the cost of a company's short-term financings and capitalization (preferred stock, long-term debt and common equity), as appropriate. The average rate is applied to average eligible CWIP amounts to calculate AFUDC.
AFUDC costs and the weighted-average AFUDC rates were as follows:
| | | | | | | | | | | | | | | | | |
| Eversource | For the Years Ended December 31, |
| (Millions of Dollars, except percentages) | 2020 | | 2019 | | 2018 |
| Borrowed Funds | $ | 23.7 | | | $ | 25.6 | | | $ | 19.7 | |
| Equity Funds | 42.0 | | | 45.0 | | | 44.0 | |
| Total AFUDC | $ | 65.7 | | | $ | 70.6 | | | $ | 63.7 | |
| Average AFUDC Rate | 5.0 | % | | 5.4 | % | | 4.9 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2020 | | 2019 | | 2018 |
(Millions of Dollars,
except percentages) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Borrowed Funds | $ | 6.6 | | | $ | 9.1 | | | $ | 2.1 | | | $ | 7.1 | | | $ | 10.4 | | | $ | 2.8 | | | $ | 6.3 | | | $ | 7.8 | | | $ | 1.3 | |
| Equity Funds | 13.8 | | | 21.5 | | | 4.2 | | | 13.2 | | | 19.8 | | | 3.4 | | | 12.2 | | | 15.6 | | | 0 | |
| Total AFUDC | $ | 20.4 | | | $ | 30.6 | | | $ | 6.3 | | | $ | 20.3 | | | $ | 30.2 | | | $ | 6.2 | | | $ | 18.5 | | | $ | 23.4 | | | $ | 1.3 | |
| Average AFUDC Rate | 5.9 | % | | 5.7 | % | | 4.7 | % | | 6.3 | % | | 5.7 | % | | 4.6 | % | | 5.8 | % | | 5.0 | % | | 0.7 | % |
|
| | | | | | | | | | | |
| Eversource | For the Years Ended December 31, |
| (Millions of Dollars, except percentages) | 2017 | | 2016 | | 2015 |
| Borrowed Funds | $ | 12.5 |
| | $ | 10.8 |
| | $ | 7.2 |
|
| Equity Funds | 34.4 |
| | 26.2 |
| | 18.8 |
|
| Total AFUDC | $ | 46.9 |
| | $ | 37.0 |
| | $ | 26.0 |
|
| Average AFUDC Rate | 5.1 | % | | 4.4 | % | | 3.9 | % |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
(Millions of Dollars, except percentages) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Borrowed Funds | $ | 5.1 |
| | $ | 4.8 |
| | $ | 0.7 |
| | $ | 3.3 |
| | $ | 5.3 |
| | $ | 0.8 |
| | $ | 2.6 |
| | $ | 3.0 |
| | $ | 1.0 |
|
| Equity Funds | 12.1 |
| | 10.2 |
| | — |
| | 6.3 |
| | 10.2 |
| | 0.3 |
| | 5.2 |
| | 6.0 |
| | 1.2 |
|
| Total AFUDC | $ | 17.2 |
| | $ | 15.0 |
| | $ | 0.7 |
| | $ | 9.6 |
| | $ | 15.5 |
| | $ | 1.1 |
| | $ | 7.8 |
| | $ | 9.0 |
| | $ | 2.2 |
|
| Average AFUDC Rate | 6.2 | % | | 5.0 | % | | 0.7 | % | | 4.7 | % | | 3.2 | % | | 1.0 | % | | 5.5 | % | | 3.5 | % | | 1.8 | % |
O.M. Other Income, Net
Items included withinThe components of Other Income, Net on the statements of income primarily consistwere as follows:
| | | | | | | | | | | | | | | | | |
| Eversource | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 |
| Pension, SERP and PBOP Non-Service Income Components | $ | 44.4 | | | $ | 31.3 | | | $ | 60.8 | |
| AFUDC Equity | 42.0 | | | 45.0 | | | 44.0 | |
Equity in Earnings of Unconsolidated Affiliates (1) | 14.2 | | | 42.2 | | | 3.8 | |
| Investment Income/(Loss) | 1.1 | | | 0.8 | | | (4.0) | |
| Interest Income | 4.8 | | | 12.8 | | | 18.1 | |
| Gains on Sales of Property | 1.8 | | | 0.3 | | | 5.1 | |
| Other | 0.3 | | | 0.4 | | | 0.6 | |
| Total Other Income, Net | $ | 108.6 | | | $ | 132.8 | | | $ | 128.4 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
Pension, SERP and PBOP Non-Service
Income Components | $ | 3.8 | | | $ | 29.3 | | | $ | 7.0 | | | $ | 0.5 | | | $ | 23.5 | | | $ | 4.9 | | | $ | 9.5 | | | $ | 36.0 | | | $ | 9.9 | |
| AFUDC Equity | 13.8 | | | 21.5 | | | 4.2 | | | 13.2 | | | 19.8 | | | 3.4 | | | 12.2 | | | 15.6 | | | 0 | |
| Equity in Earnings of Unconsolidated Affiliates | 0 | | | 0.4 | | | 0 | | | 0.1 | | | 0.7 | | | 0 | | | 0.1 | | | 0.7 | | | 0 | |
| Investment Income/(Loss) | 1.1 | | | (0.8) | | | 0.1 | | | 2.3 | | | (0.4) | | | 0.3 | | | (3.0) | | | (0.5) | | | (0.8) | |
| Interest Income | 2.0 | | | 0.9 | | | 2.4 | | | 1.5 | | | 0.7 | | | 10.5 | | | 3.7 | | | 0.8 | | | 14.1 | |
| Gains on Sales of Property | 0 | | | 0.3 | | | 0 | | | 0 | | | 0.1 | | | 0 | | | 0 | | | 0.5 | | | 4.4 | |
| Other | 0.1 | | | 0.4 | | | 0.1 | | | (0.1) | | | 0.2 | | | 0.1 | | | 0.2 | | | 0 | | | 0.1 | |
| Total Other Income, Net | $ | 20.8 | | | $ | 52.0 | | | $ | 13.8 | | | $ | 17.5 | | | $ | 44.6 | | | $ | 19.2 | | | $ | 22.7 | | | $ | 53.1 | | | $ | 27.7 | |
(1) Equity in earnings of investment income/(loss)unconsolidated affiliates includes other-than-temporary impairments of $2.8 million related to debta write-off of an investment within a renewable energy fund, and equity securities held$32.9 million of the Access Northeast project investment for the years ended December 31, 2020 and 2018, respectively. See Note 6, "Investments in trust, market value changes related to deferred compensation plans, interest income, AFUDC related to equity funds,Unconsolidated Affiliates," for further information. Equity in earnings includes $2.4 million of primarily realized gains, and income/(loss) related to$20.4 million and $17.6 million of pre-tax unrealized gains, for the years ended December 31, 2020, 2019 and 2018, respectively, associated with an equity method investees. For further information on gains/(losses) related to debt and equity securities, see Note 5, "Marketable Securities," to the financial statements. For further information on AFUDC related to equity funds, see Note 1N, "Summary of Significant Accounting Policies – Allowance for Funds Used During Construction," to the financial statements. For further information on equityinvestment in earnings, see Note 1K, "Summary of Significant Accounting Policies – Investments," to the financial statements. a renewable energy fund.
P.N. Other Taxes
Eversource's companies that serve customers in Connecticut collect gross receipts taxes levied by the state of Connecticut from their customers. These gross receipts taxes are shownrecorded separately with collections in Operating Revenues and with payments in Taxes Other Than Income Taxes on the statements of income as follows:
| | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 |
| Eversource | $ | 170.6 | | | $ | 163.1 | | | $ | 161.9 | |
| CL&P | 149.9 | | | 141.1 | | | 141.4 | |
|
| | | | | | | | | | | |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2015 |
| Eversource | $ | 157.4 |
| | $ | 162.7 |
| | $ | 147.2 |
|
| CL&P | 137.5 |
| | 145.2 |
| | 128.5 |
|
Separate from above were amounts recorded as Taxes Other Than Income Taxes at CL&P related to the remittance to the State of Connecticut of energy efficiency funds collected from customers of $21.4 million and $46.8 million in 2019 and 2018, respectively. Energy efficiency funds collected from customers after July 1, 2019 are no longer subject to remittance to the State of Connecticut. These amounts were recorded separately, with collections in Operating Revenues and with payments in Taxes Other Than Income Taxes on the Eversource and CL&P statements of income.
As agents for state and local governments, Eversource's companies that serve customers in Connecticut and Massachusetts collect certain sales taxes that are recorded on a net basis with no impact on the statements of income.
Separately from the amounts above are $25.4 million of expense recorded as Taxes Other than Income Taxes in 2017 related to the future remittance of energy efficiency funds collected from customers in Operating Revenues to the State of Connecticut. These amounts are shown separately with collections in Operating Revenues and expenses in Taxes Other than Income Taxes on the Eversource and CL&P statements of income.
Q.O. Supplemental Cash Flow Information
| | | | | | | | | | | | | | | | | |
Eversource (Millions of Dollars) | As of and For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| Cash Paid During the Year for: | | | | | |
| Interest, Net of Amounts Capitalized | $ | 518.0 | | | $ | 532.4 | | | $ | 503.2 | |
| Income Taxes | 48.9 | | | 56.0 | | | 158.8 | |
| Non-Cash Investing Activities: | | | | | |
| Plant Additions Included in Accounts Payable (As of) | 367.2 | | | 379.4 | | | 389.3 | |
| | | | | | | | | | As of and For the Years Ended December 31, |
Eversource (Millions of Dollars) | As of and For the Years Ended December 31, | |
| 2017 | | 2016 | | 2015 | |
| Cash Paid/(Received) During the Year for: | | | | | | |
| | | | 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | | (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Cash Paid During the Year for: | | Cash Paid During the Year for: | | | | | | | | | | | | | | | | | |
| Interest, Net of Amounts Capitalized | $ | 419.1 |
| | $ | 398.1 |
| | $ | 365.9 |
| Interest, Net of Amounts Capitalized | $ | 149.0 | | | $ | 129.4 | | | $ | 54.5 | | | $ | 144.6 | | | $ | 121.9 | | | $ | 56.9 | | | $ | 149.7 | | | $ | 122.1 | | | $ | 40.5 | |
| Income Taxes | 30.8 |
| | (135.5 | ) | | 10.3 |
| Income Taxes | 10.9 | | | 110.7 | | | 34.2 | | | 80.6 | | | 77.9 | | | 3.4 | | | 66.1 | | | 120.0 | | | 27.3 | |
| Non-Cash Investing Activities: | |
| | |
| | |
| Non-Cash Investing Activities: | | | | | | | | | | | | | | | | | |
| Plant Additions Included in Accounts Payable (As of) | 379.5 |
| | 301.5 |
| | 216.6 |
| Plant Additions Included in Accounts Payable (As of) | 101.8 | | | 103.2 | | | 33.3 | | | 111.3 | | | 116.4 | | | 49.9 | | | 106.1 | | | 116.5 | | | 35.1 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of and For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Cash Paid/(Received) During the Year for: | | | | | | | | | | | | | | | | | |
| Interest, Net of Amounts Capitalized | $ | 144.6 |
| | $ | 124.6 |
| | $ | 45.9 |
| | $ | 143.3 |
| | $ | 112.9 |
| | $ | 46.5 |
| | $ | 144.4 |
| | $ | 102.4 |
| | $ | 42.3 |
|
| Income Taxes | 68.8 |
| | 95.5 |
| | 26.1 |
| | (73.9 | ) | | 66.0 |
| | (36.0 | ) | | 55.2 |
| | (5.1 | ) | | 14.4 |
|
| Non-Cash Investing Activities: | | | | | | | | | | | | | | | | | |
| Plant Additions Included in Accounts Payable (As of) | 132.5 |
| | 116.5 |
| | 44.4 |
| | 116.2 |
| | 87.0 |
| | 37.9 |
| | 76.0 |
| | 50.5 |
| | 46.5 |
|
In 2016,The following table reconciles cash as a result of damages awardedreported on the balance sheets to the Yankee Companies forcash and restricted cash balance as reported on the statements of cash flows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Cash as reported on the Balance Sheets | $ | 106.6 | | | $ | 90.8 | | | $ | 0.1 | | | $ | 0.1 | | | $ | 15.4 | | | $ | 0 | | | $ | 0.1 | | | $ | 0.4 | |
| Restricted cash included in: | | | | | | | | | | | | | | | |
| Special Deposits | 73.6 | | | 8.7 | | | 17.2 | | | 36.8 | | | 52.5 | | | 4.6 | | | 6.2 | | | 32.5 | |
| Marketable Securities | 41.2 | | | 0.3 | | | 0.1 | | | 0.6 | | | 46.0 | | | 0.4 | | | 0 | | | 0.6 | |
| Other Long-Term Assets | 43.6 | | | 0 | | | 0 | | | 2.1 | | | 3.2 | | | 0 | | | 0 | | | 3.2 | |
Cash and Restricted Cash reported on the
Statements of Cash Flows | $ | 265.0 | | | $ | 99.8 | | | $ | 17.4 | | | $ | 39.6 | | | $ | 117.1 | | | $ | 5.0 | | | $ | 6.3 | | | $ | 36.7 | |
Special Deposits represent cash collections related to the PSNH RRB customer charges that are held in trust, required ISO-NE cash deposits, and CYAPC and YAEC cash balances. Special Deposits are included in Current Assets on the balance sheets. Restricted cash included in Marketable Securities represents money market funds held in trusts to fund certain non-qualified executive benefits and restricted trusts to fund CYAPC and YAEC's spent nuclear fuel lawsuits against the DOE describedstorage obligations. Restricted cash included in Note 11C, "CommitmentsOther Long-Term Assets includes $41.5 million related to an Energy Relief Fund for energy efficiency and Contingencies – Spent Nuclear Fuel Obligations – Yankee Companies," CYAPC and YAEC received total proceeds of $52.2 million, which were classified as operating activities on the Eversource consolidated statements of cash flows. CYAPC returned $6.8 million of these proceeds to its non-affiliated member companies. In addition, CL&P, NSTAR Electric and PSNH received a total distribution of $14.4 million from MYAPC as a result of DOE Phase III proceeds and a distribution from its spent nuclear fuel trust.
The 2015 cash paid for interest excludes interest payments made by CL&P and NSTAR Electric in connection with the full satisfaction of their respective obligations to the DOE for the disposal of spent nuclear fuel and high-level radioactive waste for all periods prior to 1983 from their previous ownership interestclean energy measures in the Millstone nuclear power stations. CL&PMerrimack Valley, and NSTAR Electric divested their ownership interest in Millstone in 2001. In late 2015, CL&P and NSTAR Electric made paymentsan additional energy efficiency program established under the terms of $244.6 million and $57.4 million, respectively, to satisfy their pre-1983 spent nuclear fuel obligations to the DOE in full, which included accumulated interest of $178 million and $41.8 million, respectively.EGMA settlement agreement.
R.P. Related Parties
Eversource Service, Eversource's service company, provides centralized accounting, administrative, engineering, financial, information technology, legal, operational, planning, purchasing, tax, and other services to Eversource's companies. The Rocky River Realty Company Renewable Properties, Inc. and Properties, Inc., threetwo other Eversource subsidiaries, construct, acquire or lease some of the property and facilities used by Eversource's companies.
As of both December 31, 20172020 and 2016,2019, CL&P, NSTAR Electric and PSNH had long-term receivables from Eversource Service in the amounts of $25.0 million, $3.8$5.5 million and $5.5$3.8 million, respectively, which were included in Other Long-Term Assets on the balance sheets. These amounts related to the funding of investments held in trust by Eversource Service in connection with certain postretirement benefits for CL&P, NSTAR Electric and PSNH employees and have been eliminated in consolidation on the Eversource financial statements.
Included in the CL&P, NSTAR Electric and PSNH balance sheets as of December 31, 20172020 and 20162019 were Accounts Receivable from Affiliated Companies and Accounts Payable to Affiliated Companies relating to transactions between CL&P, NSTAR Electric and PSNH and other subsidiaries that are wholly-owned by Eversource. These amounts have been eliminated in consolidation on the Eversource financial statements.
The Eversource Energy Foundation is an independent not-for-profit charitable entity and is not included in the consolidated financial statements of Eversource as the Company does not have title to, and cannot receive contributions back from, the Eversource Energy Foundation's assets. Eversource made contributions to the Eversource Energy Foundation of $6.4 million in 2020 and did 0t make any contributions in 2019 or 2018.
2. REGULATORY ACCOUNTING
Eversource's utility companies are subject to rate regulation that is based on cost recovery and meets the criteria for application of accounting guidance for rate-regulated operations, which considers the effect of regulation on the timing of the recognition of certain revenues and expenses. The regulated companies' financial statements reflect the effects of the rate-making process. The rates charged to the customers of Eversource's regulated companies are designed to collect each company's costs to provide service, includingplus a return on investment.
The application of accounting guidance for rate-regulated enterprises results in recording regulatory assets and liabilities. Regulatory assets represent the deferral of incurred costs that are probable of future recovery in customer rates. Regulatory assets are amortized as the incurred costs are recovered through customer rates. Regulatory liabilities represent either revenues received from customers to fund expected costs that have not yet been incurred or probable future refunds to customers.
Management believes it is probable that each of the regulated companies will recover its respective investments in long-lived assets includingand the regulatory assets.assets that have been recorded. If management were to determine that it could no longer apply the accounting guidance applicable to rate-regulated enterprises, to any of the regulated companies' operations, or if management could not conclude it is probable that costs would be recovered from customers in future rates, the applicable costs would be charged to net income in the period in which the determination is made.
Regulatory Assets: The components of regulatory assets were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Benefit Costs | $ | 2,794.2 | | | $ | 632.3 | | | $ | 690.0 | | | $ | 267.6 | | | $ | 2,382.9 | | | $ | 539.0 | | | $ | 629.8 | | | $ | 218.2 | |
| Income Taxes, Net | 747.1 | | | 458.9 | | | 110.4 | | | 15.2 | | | 725.8 | | | 458.8 | | | 108.0 | | | 12.8 | |
| Securitized Stranded Costs | 522.1 | | | 0 | | | 0 | | | 522.1 | | | 565.3 | | | 0 | | | 0 | | | 565.3 | |
| Storm Restoration Costs, Net | 765.6 | | | 515.1 | | | 186.4 | | | 64.1 | | | 540.6 | | | 274.6 | | | 200.6 | | | 65.4 | |
| Regulatory Tracker Mechanisms | 850.5 | | | 246.6 | | | 332.2 | | | 95.3 | | | 411.5 | | | 78.3 | | | 207.1 | | | 65.8 | |
| Derivative Liabilities | 296.3 | | | 293.1 | | | 0 | | | 0 | | | 334.5 | | | 329.2 | | | 0 | | | 0 | |
| Goodwill-related | 314.7 | | | 0 | | | 270.2 | | | 0 | | | 331.5 | | | 0 | | | 284.6 | | | 0 | |
| Asset Retirement Obligations | 118.4 | | | 32.1 | | | 58.6 | | | 3.9 | | | 97.2 | | | 30.8 | | | 50.3 | | | 3.6 | |
| Other Regulatory Assets | 161.0 | | | 33.7 | | | 56.1 | | | 20.9 | | | 125.4 | | | 25.2 | | | 55.2 | | | 14.7 | |
| Total Regulatory Assets | 6,569.9 | | | 2,211.8 | | | 1,703.9 | | | 989.1 | | | 5,514.7 | | | 1,735.9 | | | 1,535.6 | | | 945.8 | |
| Less: Current Portion | 1,076.6 | | | 345.6 | | | 399.9 | | | 115.9 | | | 651.1 | | | 178.6 | | | 285.6 | | | 84.1 | |
| Total Long-Term Regulatory Assets | $ | 5,493.3 | | | $ | 1,866.2 | | | $ | 1,304.0 | | | $ | 873.2 | | | $ | 4,863.6 | | | $ | 1,557.3 | | | $ | 1,250.0 | | | $ | 861.7 | |
|
| | | | | | | |
Eversource (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Benefit Costs | $ | 2,068.8 |
| | $ | 1,817.8 |
|
| Deferred Costs from Generation Asset Sale | 516.1 |
| | — |
|
| Derivative Liabilities | 367.2 |
| | 423.3 |
|
| Income Taxes, Net | 768.9 |
| | 644.5 |
|
| Storm Restoration Costs | 404.8 |
| | 385.3 |
|
| Goodwill-related | 365.2 |
| | 464.4 |
|
| Regulatory Tracker Mechanisms | 509.9 |
| | 576.6 |
|
| Asset Retirement Obligations | 101.0 |
| | 99.3 |
|
| Other Regulatory Assets | 137.4 |
| | 115.1 |
|
| Total Regulatory Assets | 5,239.3 |
| | 4,526.3 |
|
| Less: Current Portion | 741.9 |
| | 887.6 |
|
| Total Long-Term Regulatory Assets | $ | 4,497.4 |
| | $ | 3,638.7 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Benefit Costs | $ | 469.2 |
| | $ | 560.7 |
| | $ | 212.3 |
| | $ | 429.3 |
| | $ | 525.3 |
| | $ | 184.2 |
|
| Deferred Costs from Generation Asset Sale | — |
| | — |
| | 516.1 |
| | — |
| | — |
| | — |
|
| Derivative Liabilities | 362.3 |
| | — |
| | — |
| | 420.5 |
| | 2.8 |
| | — |
|
| Income Taxes, Net | 453.8 |
| | 113.2 |
| | 21.7 |
| | 437.0 |
| | 120.5 |
| | 24.2 |
|
| Storm Restoration Costs | 216.7 |
| | 146.6 |
| | 41.5 |
| | 239.8 |
| | 128.4 |
| | 17.1 |
|
| Goodwill-related | — |
| | 313.6 |
| | — |
| | — |
| | 398.7 |
| | — |
|
| Regulatory Tracker Mechanisms | 85.3 |
| | 273.0 |
| | 116.4 |
| | 123.9 |
| | 304.0 |
| | 104.5 |
|
| Asset Retirement Obligations | 30.3 |
| | 39.0 |
| | 17.0 |
| | 33.2 |
| | 36.1 |
| | 16.2 |
|
| Other Regulatory Assets | 27.6 |
| | 78.4 |
| | 15.8 |
| | 43.4 |
| | 22.7 |
| | 16.5 |
|
| Total Regulatory Assets | 1,645.2 |
| | 1,524.5 |
| | 940.8 |
| | 1,727.1 |
| | 1,538.5 |
| | 362.7 |
|
| Less: Current Portion | 200.3 |
| | 333.9 |
| | 130.1 |
| | 335.5 |
| | 353.5 |
| | 117.2 |
|
| Total Long-Term Regulatory Assets | $ | 1,444.9 |
| | $ | 1,190.6 |
| | $ | 810.7 |
| | $ | 1,391.6 |
| | $ | 1,185.0 |
| | $ | 245.5 |
|
Benefit Costs: Eversource's Pension, SERP and PBOP Plans are accounted for in accordance with accounting guidance on defined benefit pension and other PBOP plans. The liability (or asset) recorded by the regulated companies to recognize the funded status of their retiree benefit plans is offset by a regulatory asset (or offset by a regulatory liability in the case of a benefit plan asset) in lieu of a charge to Accumulated Other Comprehensive Income/(Loss), reflecting ultimate recovery from customers through rates. The regulatory asset (or regulatory liability) is amortized as the actuarial gains and losses and prior service cost are amortized to net periodic benefit cost for the pension and PBOP plans. All amounts are remeasured annually. Regulatory accounting is also applied to the portions of Eversource's service company costs that support the regulated companies, as these amounts are also recoverable. As these regulatory assets or regulatory liabilities do not represent a cash outlay for the regulated companies, no carrying charge is recovered from customers. See Note 11A, "Employee Benefits - Pension Benefits and Postretirement Benefits Other Than Pension," for further information on regulatory benefit plan amounts recognized and amortized during the year.
CL&P, NSTAR Electric, and PSNH recover benefit costs related to their distribution and transmission operations from customers in rates as allowed by their applicable regulatory commissions. NSTAR Electric recovers qualified pension and PBOP expenses related to its distribution operations through a rate reconciling mechanism that fully tracks the change in net pension and PBOP expenses each year.
Deferred Costs from Generation Asset Sale: Represents PSNH's $516.1 million of deferred costs associated with the sale of PSNH's generation assets that are expected to be recovered. These deferred costs were the difference between the carrying value and the fair value less costs to sell of the thermal generation assets that were classified as held for sale as of December 31, 2017. Full recovery of PSNH's generation assets (including these deferred costs and the results of the sale of the hydro generation assets) are expected to occur through a combination of cash flows during the remaining operating period, sales proceeds, and recovery of stranded costs via the issuance of bonds that will be secured by a non-bypassable charge or through recoveries in future rates billed to PSNH's customers. For further information, see Note 12, "Assets Held for Sale."
Derivative Liabilities: Regulatory assets are recorded as an offset to derivative liabilities and relate to the fair value of contracts used to purchase energy and energy-related products that will be recovered from customers in future rates. These assets are excluded from rate base and are being recovered as the actual settlements occur over the duration of the contracts. See Note 4, "Derivative Instruments," to the financial statements for further information on these contracts.
Income Taxes, Net: The tax effect of temporary book-tax differences (differences between the periods in which transactions affect income in the financial statements and the periods in which they affect the determination of taxable income, including those differences relating to uncertain tax positions) is accounted for in accordance with the rate-making treatment of the applicable regulatory commissions and accounting guidance for income taxes. Differences in income taxes between the accounting guidance and the rate-making treatment of the applicable regulatory commissions are recorded as regulatory assets. As these assets are offset by deferred income tax liabilities, no carrying charge is collected. The amortization period of these assets varies depending on the nature and/or remaining life of the underlying assets and liabilities. For further information regarding income taxes, see Note 10,12, "Income Taxes," to the financial statements.
Securitized Stranded Costs: In 2018, a subsidiary of PSNH issued $635.7 million of securitized RRBs to finance PSNH's unrecovered remaining costs associated with the divestiture of its generation assets. Securitized regulatory assets, which are not earning an equity return, are being recovered over the amortization period of the associated RRBs. The PSNH RRBs are expected to be repaid by February 1, 2033. For further information, see Note 10, "Rate Reduction Bonds and Variable Interest Entities."
Storm Restoration Costs:Costs, Net:The storm restoration cost deferrals relate to costs incurred for major storm events at CL&P, NSTAR Electric and PSNH that each company expects to recover from customers. A storm must meet certain criteria to qualify as a major stormfor deferral and recovery with the criteria specific to each state jurisdiction and utility company. Once a storm qualifies as a major storm,for recovery, all qualifying expenses incurred during storm restoration efforts are deferred and recovered from customers. Costs for storms that do not meet the specific criteria are expensed as incurred. In addition to storm restoration costs, CL&P and PSNH are each allowed to recover pre-staging storm costs. Management believes the storm restoration costs deferred were prudentprudently incurred and meet the criteria for specific cost recovery in Connecticut, Massachusetts and New Hampshire, and that recovery from customers is probable through the applicable regulatory recovery process. Each electric utility has sought, or is seeking, recovery of its deferred storm restoration costs through its applicable regulatory recovery process.processes. Each electric utility company either recovers a carrying charge on its deferred storm restoration cost regulatory asset balance or the regulatory asset balance is included in rate base.
Goodwill-related: The goodwillOf the total deferred storm restoration costs, $591 million is either pending regulatory asset originated from a 1999 transaction, andapproval or has yet to be filed with the DPU allowed its recovery inapplicable regulatory commission (including $390 million at CL&P, $166 million at NSTAR Electric and NSTAR Gas rates. This regulatory asset$35 million at PSNH).
Storm Event: On August 4, 2020, Tropical Storm Isaias caused catastrophic damage to our electric distribution system, which resulted in significant amounts and durations of customer outages, primarily in Connecticut. In terms of customer outages, this storm was one of the worst in CL&P’s history. PURA has opened an investigation into CL&P's response to Tropical Storm Isaias. PURA will also investigate the prudence of costs incurred by CL&P to restore service as part of its response. CL&P is currently being amortizedfully participating in PURA’s investigations and recovered from customersbelieves that these storm restoration costs were prudently incurred and meet the criteria for cost recovery. As a result, management does not expect the storm costs to have a material impact on the results of operations of Eversource or CL&P.
Based on current estimates, the storm resulted in rates without a carrying charge over a 40-year period,deferred storm restoration costs on our balance sheets of approximately $228 million at CL&P and $245 million at Eversource as of December 31, 2017, there were 22 years2020. The estimated cost of amortization remaining.restoration will change as additional cost information becomes available, final storm costs are deferred or capitalized, and post-storm restoration work is completed. The majority of incremental storm costs relate to third-party vendors that are external field crews needed to restore power and address municipal priorities. CL&P’s current estimate of total storm costs includes its projection of the cost of such vendors, but that estimate will change as CL&P receives and examines all storm related invoices.
Regulatory Tracker Mechanisms:The regulated companies' approved rates are designed to recover costs incurred to provide service to customers. The regulated companies recover certain of their costs on a fully-reconciling basis through regulatory commission-approved tracking mechanisms. The differences between the costs incurred (or the rate recovery allowed) and the actual revenues are recorded as regulatory assets (for undercollections) or as regulatory liabilities (for overcollections) to be included in future customer rates each year. Carrying charges are recovered in rates on all material regulatory tracker mechanisms.
CL&P, NSTAR Electric and PSNH each recover, on a fully reconciling basis, the costs associated with the procurement of energy, transmission related costs from FERC-approved transmission tariffs, energy efficiency programs, low income assistance programs, certain uncollectible accounts receivable for hardship customers, and restructuring and stranded costs as a result of deregulation.deregulation (including securitized RRB charges), and additionally for the Massachusetts utilities, pension and PBOP benefits and net metering for distributed generation. Energy procurement costs at PSNH include the costs related to its generation facilities and at NSTAR Electric include the costs related to its solar power facilities.
CL&P, NSTAR Electric, (for their western Massachusetts customer rates)Yankee Gas, NSTAR Gas and NSTAR GasEGMA each have a regulatory commission approved revenue decoupling mechanism. Distribution revenues are decoupled from customer sales volumes, where applicable, which breaks the relationship between sales volumes and revenues recognized. In 2017 and 2016, NSTAR Electric operated under two different rate structures based onrevenues. Each company reconciles its service territory geography. For customers that were served in eastern Massachusetts, including metropolitan Boston, Cape Cod and Martha's Vineyard, NSTAR Electric operated using traditional rates. For customers that were served in western Massachusetts, including the metropolitan Springfield region, NSTAR Electric operated using decoupled rates. Effective February 1, 2018, all of NSTAR Electric's distribution revenues were decoupled as a result of the DPU-approved rate decision. CL&P and NSTAR Electric reconciled their annual base distribution rate recovery amountsamount to theirthe pre-established levels of baseline distribution delivery service revenues of $1.059 billion and $132.4 million, respectively, through December 31, 2017. Effective February 1, 2018, NSTAR Electric, operating entirely under decoupled rates, will reconcile its annual base distribution rate recovery to its new baseline of $974.8 million.revenues. Any difference between the allowed level of distribution revenue and the actual amount realized during a 12-month period is adjusted through rates in the following period.
CL&P Rate Suspension: On July 31, 2020, PURA temporarily suspended its June 26, 2020 approval of certain delivery rate components effective July 1, 2020, and ordered CL&P to restore rates to those in effect as of June 30, 2020 in order to allow PURA time to reexamine the rates to ensure that CL&P is not over-collecting revenues in the short-term. Rates were adjusted effective August 1, 2020. On December 2, 2020, PURA issued a final decision in which it adjusted the timing of the annual rate adjustments for the Revenue Decoupling Mechanism Charge, the Transmission Adjustment Clause charge, the Non-Bypassable Federally Mandated Congestion Charge, and the Electric System Improvements Tracker so that these rates take effect on May 1st of each year, as opposed to the current process of adjusting rates each January 1 and July 1. The temporary suspension of rates has resulted in a current period under-recovery of costs, which results in an increase to our regulatory assets, with no impact on the statement of income other than carrying charges, and a delay in the collection of our costs. This deferral is reflected within Regulatory Tracker Mechanisms in the table above.
Derivative Liabilities: Regulatory assets are recorded as an offset to derivative liabilities and relate to the fair value of contracts used to purchase energy and energy-related products that will be recovered from customers in future rates. These assets are excluded from rate base and are being recovered as the actual settlements occur over the duration of the contracts. See Note 4, "Derivative Instruments," to the financial statements for further information on these contracts.
Goodwill-related: The goodwill regulatory asset originated from a 1999 transaction, and the DPU allowed its recovery in NSTAR Electric and NSTAR Gas rates. This regulatory asset is currently being amortized and recovered from customers in rates without a carrying charge over a 40-year period, and as of December 31, 2020, there were 19 years of amortization remaining.
Asset Retirement Obligations: The costs associated with the depreciation of the regulated companies' ARO assets and accretion of the ARO liabilities are recorded as regulatory assets in accordance with regulatory accounting guidance. The regulated companies' ARO assets, regulatory assets, and ARO liabilities offset and are excluded from rate base. These costs are being recovered over the life of the underlying property, plant and equipment.
Other Regulatory Assets:Other Regulatory Assets primarily include contractual obligations associated with the remainingspent nuclear fuel storage costs of the CYAPC, YAEC and MYAPC decommissioned nuclear power facilities, environmental remediation costs, losses associated with the reacquisition or redemption of long-term debt, certain uncollectible accounts receivable for hardship customers, certain merger-related costs allowed for recovery, water tank painting costs, and various other items.
Regulatory Costs in Long-Term Assets: Eversource's regulated companies had $105.8$196.9 million (including $18.2$84.1 million for CL&P, $42.7$69.8 million for NSTAR Electric and $27.2$4.3 million for PSNH) and $86.3$146.0 million (including $5.9$51.8 million for CL&P, $55.1$55.7 million for NSTAR Electric and $8.2$18.0 million for PSNH) of additional regulatory costs as of December 31, 20172020 and 2016,2019, respectively, that were included in long-term assets on the balance sheets. These amounts represent incurred costs for which recovery has not yet been specifically approved by the applicable regulatory agency. However, based on regulatory policies or past precedent on similar costs, management believes it is probable that these costs will ultimately be approved and recovered from customers in rates. As of December 31, 2020, net incremental costs as a result of COVID-19 deferred by Eversource totaled $24.0 million, of which $15.8 million ($3.0 million at CL&P, $6.8 million at NSTAR Electric and $0.6 million at PSNH) was related to non-tracked uncollectible expense and $8.2 million ($1.7 million at CL&P, $5.1 million at NSTAR Electric and $0.5 million at PSNH) related to facilities and fleet cleaning, sanitizing costs and supplies for personal protective equipment.
Equity Return on Regulatory Assets: For rate-making purposes, the regulated companies recover the carrying costs related to their regulatory assets. For certain regulatory assets, the carrying cost recovered includes an equity return component. This equity return, which is not recorded on the balance sheets, totaled $1.0$0.2 million and $1.2$0.5 million for CL&P as of December 31, 20172020 and 2016,2019, respectively, and $5.1 million and $6.5 million for PSNH as of December 31, 2020 and 2019, respectively. These carrying costs will be recovered from customers in future rates. As of December 31, 2017 and 2016, this equity return, which is not recorded on the balance sheets, totaled $42.0 million and $44.9 million, respectively, for PSNH. These amounts include $25 million of equity return on the Clean Air Project costs that PSNH has agreed not to bill customers as part of a generation divestiture settlement agreement.
Regulatory Liabilities: The components of regulatory liabilities were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| EDIT due to Tax Cuts and Jobs Act of 2017 | $ | 2,778.6 | | | $ | 1,010.7 | | | $ | 1,044.0 | | | $ | 371.5 | | | $ | 2,844.6 | | | $ | 1,022.8 | | | $ | 1,071.2 | | | $ | 392.8 | |
| Cost of Removal | 624.8 | | | 98.4 | | | 363.6 | | | 12.9 | | | 559.8 | | | 64.6 | | | 330.6 | | | 16.3 | |
| Benefit Costs | 83.6 | | | 0 | | | 72.5 | | | 0 | | | 84.5 | | | 0 | | | 72.2 | | | 0 | |
| Regulatory Tracker Mechanisms | 366.5 | | | 148.9 | | | 139.7 | | | 47.8 | | | 325.1 | | | 94.8 | | | 165.6 | | | 57.0 | |
| AFUDC - Transmission | 76.8 | | | 44.6 | | | 32.2 | | | 0 | | | 73.2 | | | 46.0 | | | 27.2 | | | 0 | |
| Other Regulatory Liabilities | 309.9 | | | 39.5 | | | 63.2 | | | 9.8 | | | 132.0 | | | 19.6 | | | 59.0 | | | 13.1 | |
| Total Regulatory Liabilities | 4,240.2 | | | 1,342.1 | | | 1,715.2 | | | 442.0 | | | 4,019.2 | | | 1,247.8 | | | 1,725.8 | | | 479.2 | |
| Less: Current Portion | 389.4 | | | 137.2 | | | 164.8 | | | 58.8 | | | 361.2 | | | 82.8 | | | 209.2 | | | 65.8 | |
| Total Long-Term Regulatory Liabilities | $ | 3,850.8 | | | $ | 1,204.9 | | | $ | 1,550.4 | | | $ | 383.2 | | | $ | 3,658.0 | | | $ | 1,165.0 | | | $ | 1,516.6 | | | $ | 413.4 | |
|
| | | | | | | |
Eversource (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Cost of Removal | $ | 502.1 |
| | $ | 459.7 |
|
| Benefit Costs | 132.3 |
| | 136.2 |
|
| Regulatory Tracker Mechanisms | 136.7 |
| | 145.3 |
|
| AFUDC - Transmission | 67.1 |
| | 65.8 |
|
| Other Regulatory Liabilities | 45.2 |
| | 42.1 |
|
Total Regulatory Liabilities (1) | 883.4 |
| | 849.1 |
|
| Less: Current Portion | 128.1 |
| | 146.8 |
|
Total Long-Term Regulatory Liabilities (1) | $ | 755.3 |
| | $ | 702.3 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Cost of Removal | $ | 23.2 |
| | $ | 293.8 |
| | $ | 37.9 |
| | $ | 38.8 |
| | $ | 280.2 |
| | $ | 44.1 |
|
| Benefit Costs | — |
| | 112.6 |
| | — |
| | — |
| | 113.1 |
| | — |
|
| Regulatory Tracker Mechanisms | 34.6 |
| | 77.8 |
| | 5.0 |
| | 37.2 |
| | 78.4 |
| | 10.7 |
|
| AFUDC - Transmission | 48.8 |
| | 18.3 |
| | — |
| | 50.2 |
| | 15.6 |
| | — |
|
| Other Regulatory Liabilities | 12.9 |
| | 3.7 |
| | 2.7 |
| | 21.0 |
| | 0.3 |
| | 2.7 |
|
Total Regulatory Liabilities (1) | 119.5 |
| | 506.2 |
| | 45.6 |
| | 147.2 |
| | 487.6 |
| | 57.5 |
|
| Less: Current Portion | 39.0 |
| | 79.6 |
| | 6.3 |
| | 47.1 |
| | 78.5 |
| | 12.7 |
|
Total Long-Term Regulatory Liabilities (1) | $ | 80.5 |
| | $ | 426.6 |
| | $ | 39.3 |
| | $ | 100.1 |
| | $ | 409.1 |
| | $ | 44.8 |
|
(1) The amounts above do not include the impacts associated with the "TaxEDIT due to Tax Cuts and Jobs Act" (the "Act"), which became law on December 22, 2017.Act of 2017: Pursuant to the enacted law,Tax Cuts and Jobs Act of 2017, Eversource had remeasured its existing deferred federal income tax balances as of December 31, 2017 to reflect the decrease in the U.S. federal corporate income tax rate from 35 percent to 21 percent. The remeasurement resulted in provisional regulated excess accumulated deferred income tax (ADIT)(excess ADIT or EDIT) liabilities that we expect towill benefit our customers in future periods whichand were estimated to be approximately $2.9 billion (approximately $1.0 billion at CL&P, $1.1 billion at NSTAR Electric and $0.4 billion at PSNH) as of December 31, 2017 and recognized as regulatory liabilities on the balance sheet. We estimate that about 85 percent of the provisional regulated excess ADITEDIT liabilities relaterelated to property, plant, and equipment with remaining useful lives estimated to be in excess of 20 years. These amounts are subject to IRS normalization rules and wouldwill be returned to customers using the same timing as the remaining useful lives of the underlying assets that gave rise to the ADIT liabilities. The Eversource
Eversource's regulated companies are currently working within the process of, or will be, refunding the EDIT liabilities to customers based on orders issued by applicable state regulatory commissions, who have opened investigationscommissions. For PSNH (effective January 1, 2021), CL&P (effective May 1, 2019) and Yankee Gas (effective November 15, 2018), the refund of EDIT liabilities was incorporated into base distribution rates. For NSTAR Electric (effective January 1, 2019) and NSTAR Gas (effective February 1, 2019), the refund of EDIT liabilities occurred in rates through a new reconciling factor. The Connecticut water business has not yet begun to examinereflect the refund of EDIT in distribution rates. See "Recent Regulatory Developments" below for information on the PSNH 2020 rate settlement agreement and the impact ofon the Act on customer rates. For further information, see Note 10, "Income Taxes," to the financial statements.EDIT balance.
Cost of Removal: Eversource's regulated companies currently recover amounts in rates for future costs of removal of plant assets over the lives of the assets. The estimated cost to remove utility assets from service is recognized as a component of depreciation expense, and the cumulative amount collected from customers but not yet expended is recognized as a regulatory liability.
AFUDC - Transmission: Regulatory liabilities were recorded by CL&P and NSTAR Electric for AFUDC accrued on certain reliability-related transmission projects to reflect local rate base recovery. These regulatory liabilities will be amortized over the depreciable life of the related transmission assets.
FERC ROE Complaints: As of December 31, 2017,2020, Eversource has a reserve established for the first and second ROE complaintscomplaint period in the pending FERC ROE complaint proceedings, which was recorded as a regulatory liability.liability and is reflected within Regulatory Tracker Mechanisms in the table above. The cumulative pre-tax reserve (excluding interest) as of December 31, 2017, which includes the impact of refunds given to customers,2020 totaled $39.1 million for Eversource (including $21.4 million for CL&P, $14.6 million for NSTAR Electric and $3.1 million for PSNH). See Note 11E,13E, "Commitments and Contingencies – FERC ROE Complaints," for further information on developments in the pending ROE complaint proceedings.
Recent Regulatory Developments:Developments:
NSTAR ElectricPSNH Distribution Rate Case Decision:Rates:On November 30, 2017,December 15, 2020, the DPU issued its decision in the NSTAR Electric distribution rate case, whichNHPUC approved an annual distributionOctober 9, 2020 settlement agreement on permanent rates between PSNH and all parties to the proceeding. The NHPUC approved a permanent rate increase of $37$45.0 million with rates effective FebruaryJanuary 1, 2018. On2021, inclusive of the temporary rate increase previously approved. PSNH was also permitted three step increases, effective January 3, 2018, NSTAR Electric filed a motion1, 2021, August 1, 2021, and August 1, 2022, to reflect plant additions in calendar years 2019, 2020 and 2021, respectively. On December 23, 2020, the NHPUC approved the first step adjustment for 2019 plant in service to recover a revenue requirement of $10.6 million, subject to reconciliation after completion of an audit, effective January 1, 2021. The settlement agreement also established an authorized regulatory ROE of 9.3 percent with a 54.4 percent common equity ratio in PSNH’s capital structure and provided for a new tracker to recover regulatory assessments, vegetation management costs, property tax costs, and lost distribution revenue attributable to net metering. In addition, base distribution rates were adjusted to reflect the refund of EDIT from the Tax Cuts and Jobs Act of 2017.
The settlement agreement allowed for the effect of the permanent rate increase to be extended back to the temporary rate period. In lieu of a customer rate increase for this recoupment of revenue, the NHPUC directed a portion of the total EDIT regulatory liability to offset bill impacts to customers. The impact of the settlement agreement resulted in an after-tax benefit to earnings in 2020 of $11.0 million at Eversource ($7.2 million at PSNH), due primarily to the reconciliation of permanent rates back to the temporary rate period resulting in a reduction of $56 million (due to the decreaseEDIT regulatory liability, which reduced Income Tax Expense on the statement of income, and the allowed recovery of previously expensed costs. The earnings impact was partially offset by the negative impact from the over-refunding of the change in the 2018 federal corporate income tax rate as parta result of the "TaxTax Cuts and Jobs Act"),Act of 2017 that was reflected in temporary rates, which reduced Operating Revenues on the statement of income.
PSNH Generation Asset Divestiture-Related Costs: On May 15, 2020, the NHPUC Audit Staff issued a final report on the audit of PSNH’s generation asset divestiture-related costs and resulting securitized and stranded costs. The findings in an annual net decreasethe audit report as well as other aspects of the divestiture process were further investigated by NHPUC Staff through the discovery phase, which was completed in ratesJuly 2020. On September 30, 2020, PSNH filed a settlement agreement on the generation asset divestiture-related costs with the NHPUC Audit Staff. The settlement agreement resolved all issues with respect to PSNH’s divestiture of $19 million.its generating assets and the recovery of $12.0 million of divestiture-related costs incurred above the $635.7 million amount previously securitized. On December 17, 2020, the NHPUC approved the additional $12.0 million proposed in the settlement agreement to be recovered over a one-year period through the SCRC rate beginning February 1, 2021. As a result of the settlement agreement, the $12.0 million of divestiture-related costs were transferred from Other Long-Term Assets to Regulatory Assets on the Eversource and PSNH balance sheets as of December 31, 2020.
In addition to its decision regarding rates,NSTAR Gas Rate Case: On October 30, 2020, the DPU approved a base distribution rate increase of $23.0 million effective November 1, 2020, compared to the original request of $38.0 million. NSTAR Gas' 2019 plant additions are allowed recovery beginning on November 1, 2021. Thus, the reduced revenue requirement reflects the removal of this recovery, among other adjustments. The DPU also approved NSTAR Gas' proposal to continue its ongoing Gas System Enhancement Program (GSEP), the inclusion of GSEP investments since 2015 into base rates, and the implementation of a 10-year performance-based ratemaking plan, which includes an inflation-based adjustment mechanism to annual base distribution rates. The decision allows an authorized regulatory ROE of 109.9 percent the establishmenton a capital structure including 54.77 percent equity. The decision also approves a geothermal pilot program. The impact of a revenue decoupling rate mechanism for the portion of the NSTAR Electric business that did not previously have a decoupling mechanism, and the implementation of an inflation-based adjustment mechanism with a five-year stay-out until January 1, 2023.
Among other items, the DPU approved the recovery of previously expensed merger-related costs (which were incurred by Eversource parent in prior years) over a 10-year period and the recovery of previously deferred storm costs with carrying charges at the prime rate, but disallowed certain property taxes. The rate case decision resulted in the recognitiona pre-tax charge to earnings in 2020 of an aggregate $44.1 million pre-tax benefit recorded in 2017 ($14.1$2.7 million at NSTAR Electric).Gas, primarily due to certain plant-related disallowances.
CL&PEGMA Rate Case Settlement:Settlement Agreement: On January 11, 2018, CL&P filedOctober 7, 2020, the DPU approved a distribution rate case settlement agreement, for approval by PURA, which included,approved the CMA asset acquisition as well as a rate stabilization plan, among other things, rate increasesitems. See Note 24, "Acquisition of $97.1 million, $32.7 million and $24.7 million, effective May 1, 2018, 2019, and 2020, respectively, an authorized regulatory ROEAssets of 9.25 percent, 53 percent common equity in CL&P's capital structure, and a new capital tracker through 2020Columbia Gas of Massachusetts" for capital additions, system resiliency, and grid modernization. The rate increases associated with the settlement agreement will be reduced by the impact of the decrease in the federal corporate income tax rate, as part of the "Tax Cuts and Jobs Act," while amounts related to ADIT will be addressed in a separate manner. CL&P expects to receive final approval from PURA in the second quarter of 2018. No actions arose from this settlement that had an impact on previously deferred costs.further information.
3. PROPERTY, PLANT AND EQUIPMENT AND ACCUMULATED DEPRECIATION
Utility property, plant and equipment is recorded at original cost. Original cost includes materials, labor, construction overheads and AFUDC for regulated property. The cost of repairs and maintenance including planned major maintenance activities, is charged to Operations and Maintenance expense as incurred.
The following tables summarize property, plant and equipment by asset category:
| | | | | | | | | | | |
| Eversource | As of December 31, |
| (Millions of Dollars) | 2020 | | 2019 |
| Distribution - Electric | $ | 16,703.2 | | | $ | 15,880.0 | |
| Distribution - Natural Gas | 6,111.2 | | | 3,931.1 | |
| Transmission - Electric | 11,954.0 | | | 10,958.4 | |
| Distribution - Water | 1,743.1 | | | 1,726.5 | |
| Solar | 201.5 | | | 200.2 | |
| Utility | 36,713.0 | | | 32,696.2 | |
Other (1) | 1,269.0 | | | 1,025.6 | |
| Property, Plant and Equipment, Gross | 37,982.0 | | | 33,721.8 | |
| Less: Accumulated Depreciation | | | |
| Utility | (8,476.3) | | | (7,483.5) | |
| Other | (477.6) | | | (387.4) | |
| Total Accumulated Depreciation | (8,953.9) | | | (7,870.9) | |
| Property, Plant and Equipment, Net | 29,028.1 | | | 25,850.9 | |
| Construction Work in Progress | 1,854.4 | | | 1,734.6 | |
| Total Property, Plant and Equipment, Net | $ | 30,882.5 | | | $ | 27,585.5 | |
|
| | | | | | | |
| Eversource | As of December 31, |
| (Millions of Dollars) | 2017 | | 2016 |
| Distribution - Electric | $ | 14,410.5 |
| | $ | 13,716.9 |
|
| Distribution - Natural Gas | 3,244.2 |
| | 3,010.4 |
|
| Transmission - Electric | 9,270.9 |
| | 8,517.4 |
|
Water (1) | 1,558.4 |
| | — |
|
Generation and Solar(2) | 36.2 |
| | 1,224.2 |
|
| Utility | 28,520.2 |
| | 26,468.9 |
|
Other (3) | 693.7 |
| | 591.6 |
|
| Property, Plant and Equipment, Gross | 29,213.9 |
| | 27,060.5 |
|
| Less: Accumulated Depreciation | | | |
| Utility | (6,846.9 | ) | | (6,480.4 | ) |
| Other | (286.9 | ) | | (242.0 | ) |
| Total Accumulated Depreciation | (7,133.8 | ) | | (6,722.4 | ) |
| Property, Plant and Equipment, Net | 22,080.1 |
| | 20,338.1 |
|
| Construction Work in Progress | 1,537.4 |
| | 1,012.4 |
|
| Total Property, Plant and Equipment, Net | $ | 23,617.5 |
| | $ | 21,350.5 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Distribution - Electric | $ | 6,820.7 | | | $ | 7,544.4 | | | $ | 2,378.4 | | | $ | 6,485.5 | | | $ | 7,163.7 | | | $ | 2,271.1 | |
| Transmission - Electric | 5,512.0 | | | 4,701.3 | | | 1,742.4 | | | 5,043.0 | | | 4,411.9 | | | 1,498.7 | |
| Solar | 0 | | | 201.5 | | | 0 | | | 0 | | | 200.2 | | | 0 | |
| Property, Plant and Equipment, Gross | 12,332.7 | | | 12,447.2 | | | 4,120.8 | | | 11,528.5 | | | 11,775.8 | | | 3,769.8 | |
| Less: Accumulated Depreciation | (2,475.4) | | | (3,074.1) | | | (848.9) | | | (2,385.7) | | | (2,895.3) | | | (799.9) | |
| Property, Plant and Equipment, Net | 9,857.3 | | | 9,373.1 | | | 3,271.9 | | | 9,142.8 | | | 8,880.5 | | | 2,969.9 | |
| Construction Work in Progress | 377.3 | | | 750.0 | | | 102.4 | | | 483.0 | | | 592.3 | | | 159.6 | |
| Total Property, Plant and Equipment, Net | $ | 10,234.6 | | | $ | 10,123.1 | | | $ | 3,374.3 | | | $ | 9,625.8 | | | $ | 9,472.8 | | | $ | 3,129.5 | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Distribution | $ | 5,888.3 |
| | $ | 6,479.0 |
| | $ | 2,083.4 |
| | $ | 5,562.9 |
| | $ | 6,244.2 |
| | $ | 1,949.8 |
|
| Transmission | 4,239.9 |
| | 3,821.2 |
| | 1,161.3 |
| | 3,912.9 |
| | 3,496.9 |
| | 1,059.3 |
|
Generation and Solar (2) | — |
| | 36.2 |
| | — |
| | — |
| | 36.0 |
| | 1,188.2 |
|
| Property, Plant and Equipment, Gross | 10,128.2 |
| | 10,336.4 |
| | 3,244.7 |
| | 9,475.8 |
| | 9,777.1 |
| | 4,197.3 |
|
| Less: Accumulated Depreciation | (2,239.0 | ) | | (2,550.2 | ) | | (751.8 | ) | | (2,082.4 | ) | | (2,364.2 | ) | | (1,254.7 | ) |
| Property, Plant and Equipment, Net | 7,889.2 |
| | 7,786.2 |
| | 2,492.9 |
| | 7,393.4 |
| | 7,412.9 |
| | 2,942.6 |
|
| Construction Work in Progress | 381.8 |
| | 460.3 |
| | 149.4 |
| | 239.0 |
| | 317.2 |
| | 96.7 |
|
| Total Property, Plant and Equipment, Net | $ | 8,271.0 |
| | $ | 8,246.5 |
| | $ | 2,642.3 |
| | $ | 7,632.4 |
| | $ | 7,730.1 |
| | $ | 3,039.3 |
|
| |
(1)
| On December 4, 2017, Eversource completed the acquisition of Aquarion. See Note 22A, "Acquisition of Aquarion and Goodwill - Acquisition of Aquarion," for further information. |
| |
(2)
| On October 11, 2017, PSNH entered into two Purchase and Sale Agreements ("Agreements") to sell its thermal and hydroelectric generation assets. As of December 31, 2017, PSNH has classified its generation assets as held for sale. As of December 31, 2016, these plant balances were recorded within Property, Plant and Equipment, Net on the balance sheet. See Note 12, "Assets Held for Sale," for further information. |
| |
(3)
| These assets are primarily comprised of building improvements, computer software, hardware and equipment at Eversource Service. |
On October 9, 2020, Eversource completed the CMA asset acquisition. EGMA’s net plant assets of $1.20 billion are reflected in the natural gas distribution asset category as of December 31, 2020.
On July 31, 2020, Eversource sold its water system and treatment plant that supplies water to the towns of Hingham, Hull and North Cohasset to the town of Hingham, Massachusetts. Net property, plant and equipment of $63.9 million and goodwill of $23.6 million were included in determining the gain on sale. Proceeds from the sale were $110.5 million, with a pre-tax gain of $16.0 million (after-tax gain of $3.5 million) recognized within Operations and Maintenance Expense on the statement of income for the year ended December 31, 2020. The assets and liabilities associated with the sale of the business were previously reflected in the Water Distribution segment and reporting unit.
Depreciation:Depreciation of utility assets is calculated on a straight-line basis using composite rates based on the estimated remaining useful lives of the various classes of property (estimated useful life for PSNH distribution and the water utilities). The composite rates, which are subject to approval by the appropriate state regulatory agency, include a cost of removal component, which is collected from customers over the lives of the plant assets and is recognized as a regulatory liability. Depreciation rates are applied to property from the time it is placed in service.
Upon retirement from service, the cost of the utility asset is charged to the accumulated provision for depreciation. The actual incurred removal costs are applied against the related regulatory liability.
The depreciation rates for the various classes of utility property, plant and equipment aggregate to composite rates as follows:
| | | | | | | | | | | | | | | | | |
| (Percent) | 2020 | | 2019 | | 2018 |
| Eversource | 3.0 | % | | 3.0 | % | | 2.9 | % |
| CL&P | 2.8 | % | | 2.8 | % | | 2.8 | % |
| NSTAR Electric | 2.8 | % | | 2.8 | % | | 2.8 | % |
| PSNH | 2.8 | % | | 2.8 | % | | 2.8 | % |
|
| | | | | | | | |
| (Percent) | 2017 | | 2016 | | 2015 |
| Eversource | 3.0 | % | | 3.0 | % | | 2.9 | % |
| CL&P | 2.8 | % | | 2.7 | % | | 2.7 | % |
| NSTAR Electric | 2.9 | % | | 2.9 | % | | 2.9 | % |
| PSNH | 3.1 | % | | 3.1 | % | | 3.2 | % |
The following table summarizes average remaining useful lives of depreciable assets:
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, 2020 |
| (Years) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Distribution - Electric | 34.3 | | 35.4 | | 33.7 | | 33.3 |
| Distribution - Natural Gas | 41.5 | | — | | | — | | | — | |
| Transmission - Electric | 40.7 | | 36.9 | | 45.5 | | 42.6 |
| Distribution - Water | 34.1 | | — | | | — | | | — | |
| Solar | 24.3 | | — | | | 24.3 | | — | |
Other (1) | 11.0 | | — | | | — | | | — | |
|
| | | | | | | | | | |
| | As of December 31, 2017 |
| (Years) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Distribution | 34.6 | | 35.8 |
| | 31.7 |
| | 31.3 |
|
| Transmission | 40.9 | | 37.2 |
| | 44.7 |
| | 43.5 |
|
| Water | 32.0 | | — |
| | — |
| | — |
|
| Solar | 25.0 | | — |
| | 25.0 |
| | — |
|
| Other | 12.7 | | — |
| | — |
| | — |
|
(1)The estimated useful life of computer software, hardware and equipment primarily ranges from 5 to 15 years and of buildings is 40 years.
4. DERIVATIVE INSTRUMENTS
The electric and natural gas companies purchase and procure energy and energy-related products, which are subject to price volatility, for their customers. The costs associated with supplying energy to customers are recoverable from customers in future rates. These regulated companies manage the risks associated with the price volatility of energy and energy-related products through the use of derivative and non-derivative contracts.
Many of the derivative contracts meet the definition of, and are designated as, normal and qualify for accrual accounting under the applicable accounting guidance. The costs and benefits of derivative contracts that meet the definition of normal are recognized in Operating Expenses or Operating Revenues on the statements of income, as applicable, as electricity or natural gas is delivered.
Derivative contracts that are not designated as normal are recorded at fair value as current or long-term Derivative Assets or Derivative Liabilities on the balance sheets. For the electric and natural gas companies, regulatory assets or regulatory liabilities are recorded to offset the fair values of derivatives, as contract settlement amounts are recovered from, or refunded to, customers in their respective energy supply rates.
The gross fair values of derivative assets and liabilities with the same counterparty are offset and reported as net Derivative Assets or Derivative Liabilities, with current and long-term portions, on the balance sheets. The following table presents the gross fair values of contracts, categorized by risk type, and the net amounts recorded as current or long-term derivative assets or liabilities:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | As of December 31, |
| | | | 2020 | | 2019 |
| (Millions of Dollars) | Fair Value Hierarchy | | Commodity Supply
and Price Risk
Management | | Netting (1) | | Net Amount
Recorded as
a Derivative | | Commodity Supply
and Price Risk
Management | | Netting (1) | | Net Amount
Recorded as
a Derivative |
| Current Derivative Assets: |
| CL&P | Level 3 | | $ | 13.7 | | | $ | (0.4) | | | $ | 13.3 | | | $ | 12.2 | | | $ | (0.4) | | | $ | 11.8 | |
| | | | | | | | | | | | | |
| Long-Term Derivative Assets: |
| | | | | | | | | | | | | |
| CL&P | Level 3 | | 58.7 | | | (1.8) | | | 56.9 | | | 67.5 | | | (2.1) | | | 65.4 | |
| Current Derivative Liabilities: |
| CL&P | Level 3 | | (68.8) | | | 0 | | | (68.8) | | | (67.8) | | | 0 | | | (67.8) | |
| Other | Level 2 | | (3.3) | | | 0.1 | | | (3.2) | | | (5.2) | | | 0 | | | (5.2) | |
| Long-Term Derivative Liabilities: |
| CL&P | Level 3 | | (294.5) | | | 0 | | | (294.5) | | | (338.6) | | | 0 | | | (338.6) | |
| Other | Level 2 | | 0 | | | 0 | | | 0 | | | (0.1) | | | 0 | | | (0.1) | |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | Commodity Supply and Price Risk Management | | Netting (1) | | Net Amount Recorded as a Derivative | | Commodity Supply and Price Risk Management | | Netting (1) | | Net Amount Recorded as a Derivative |
| Current Derivative Assets: |
| Level 2: | | | | | | | | | | | |
| Eversource | $ | — |
| | $ | — |
| | $ | — |
| | $ | 6.0 |
| | $ | — |
| | $ | 6.0 |
|
| Level 3: | | | | | | | | | | | |
| CL&P | 9.5 |
| | (7.1 | ) | | 2.4 |
| | 13.9 |
| | (9.4 | ) | | 4.5 |
|
| Long-Term Derivative Assets: |
| Level 2: | | | | | | | | | | | |
| Eversource | $ | — |
| | $ | — |
| | $ | — |
| | $ | 0.3 |
| | $ | (0.1 | ) | | $ | 0.2 |
|
| Level 3: | | | | | | | | | | | |
| CL&P | 71.9 |
| | (5.3 | ) | | 66.6 |
| | 77.3 |
| | (11.7 | ) | | 65.6 |
|
| Current Derivative Liabilities: |
| Level 2: | | | | | | | | | | | |
| Eversource | $ | (4.5 | ) | | $ | — |
| | $ | (4.5 | ) | | $ | — |
| | $ | — |
| | $ | — |
|
| Level 3: | | | | | | | | | | | |
| Eversource | (54.4 | ) | | — |
| | (54.4 | ) | | (79.7 | ) | | — |
| | (79.7 | ) |
| CL&P | (54.4 | ) | | — |
| | (54.4 | ) | | (77.8 | ) | | — |
| | (77.8 | ) |
Long-Term Derivative Liabilities: |
| Level 2: | | | | | | | | | | | |
| Eversource | $ | (0.4 | ) | | $ | — |
| | $ | (0.4 | ) | | $ | — |
| | $ | — |
| — |
| $ | — |
|
| Level 3: | | | | | | | | | | | |
| Eversource | (376.9 | ) | | — |
| | (376.9 | ) | | (413.7 | ) | | — |
| | (413.7 | ) |
| CL&P | (376.9 | ) | | — |
| | (376.9 | ) | | (412.8 | ) | | — |
| | (412.8 | ) |
(1) Amounts represent derivative assets and liabilities that Eversource elected to record net on the balance sheets. These amounts are subject to master netting agreements or similar agreements for which the right of offset exists.
| |
(1) | Amounts represent derivative assets and liabilities that Eversource elected to record net on the balance sheets. These amounts are subject to master netting agreements or similar agreements for which the right of offset exists. |
The business activities that result in the recognition of derivative assets also create exposure to various counterparties. As of December 31, 2017,2020, CL&P's derivative assets were exposed to counterparty credit risk. Of CL&P's derivative assets, $69.0 million wasrisk and contracted with investment grade entities.
For further information on the fair value of derivative contracts, see Note 1I, "Summary of Significant Accounting Policies – Fair Value Measurements," and Note 1J, "Summary of Significant Accounting Policies – Derivative Accounting," to the financial statements.
Derivative Contracts at Fair Value with Offsetting Regulatory Amounts
Commodity Supply and Price Risk Management: As required by regulation, CL&P, along with UI, has capacity-related contracts with generation facilities. CL&P has a sharing agreement with UI, with 80 percent of the costs or benefits of each contract borne by or allocated to CL&P and 20 percent borne by or allocated to UI. The combined capacitycapacities of these contracts is 787 MW.as of December 31, 2020 and 2019 were 675 MW and 676 MW, respectively. The capacity contracts extend through 2026 and obligate both CL&P and UI to make or receive payments on a monthly basis to or from the generation facilities based on the difference between a set capacity price and the capacity market price received in the ISO-NE capacity markets. In addition, CL&P hashad a contract to purchase 0.1 million MWh of energy per year through 2020.
As of December 31, 20172020 and 2016,2019, Eversource had NYMEXNew York Mercantile Exchange (NYMEX) financial contracts for natural gas futures in order to reduce variability associated with the purchase price of 9.58.9 million and 9.29.6 million MMBtu of natural gas, respectively.
For the years ended December 31, 2017, 20162020, 2019 and 2015,2018, there were losses of $29.0$21.2 million, $125.5$20.7 million and $60.2$25.0 million, respectively, deferred as regulatory costs, which reflect the change in fair value associated with Eversource's derivative contracts.
Credit Risk
Certain of Eversource's derivative contracts contain credit risk contingent provisions. These provisions require Eversource to maintain investment grade credit ratings from the major rating agencies and to post collateral for contracts in a net liability position over specified credit limits. As of December 31, 2017, Eversource had $3.4 million of derivative contracts in a net liability position that were subject to credit risk contingent provisions and would have been required to post additional collateral of $3.7 million if Eversource's unsecured debt credit ratings had been downgraded to below investment grade. As of December 31, 2016, Eversource had no derivative contracts in a net liability position that were subject to credit risk contingent provisions.
Fair Value Measurements of Derivative Instruments
Derivative contracts classified as Level 2 in the fair value hierarchy relate to the financial contracts for natural gas futures. Prices are obtained from broker quotes and are based on actual market activity. The contracts are valued using NYMEX natural gas prices. Valuations of these contracts also incorporate discount rates using the yield curve approach.
The fair value of derivative contracts classified as Level 3 utilizes significant unobservable inputs. The fair value is modeled using income techniques, such as discounted cash flow valuations adjusted for assumptions related to exit price. Significant observable inputs for valuations of these contracts include energy and energy-related product prices in future years for which quoted prices in an active market exist. Fair value measurements categorized in Level 3 of the fair value hierarchy are prepared by individuals with expertise in valuation techniques, pricing of energy and energy-related products, and accounting requirements. The future power and capacity prices for periods that are not quoted in an active market or established at auction are based on available market data and are escalated based on estimates of inflation in order to address the full term of the contract.
Valuations of derivative contracts using a discounted cash flow methodology include assumptions regarding the timing and likelihood of scheduled payments and also reflect non-performance risk, including credit, using the default probability approach based on the counterparty's credit rating for assets and the Company's credit rating for liabilities. Valuations incorporate estimates of premiums or discounts that would be required by a market participant to arrive at an exit price, using historical market transactions adjusted for the terms of the contract.
The following is a summary of CL&P's Level 3 derivative contracts and the range of the significant unobservable inputs utilized in the valuations over the duration of the contracts:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
| CL&P | Range | | Weighted Average (1) | | | | Period Covered | | Range | | Period Covered |
| Capacity Prices | $ | 4.30 | | | — | | 5.30 | | $ | 4.63 | | | per kW-Month | | 2024 - 2026 | | $ | 3.01 | | | — | | $ | 7.34 | | | per kW-Month | | 2023 - 2026 |
| | | | | | | | | | | | | | | | | | | | | |
| Forward Reserve | 0.54 | | | — | | 0.90 | | 0.72 | | | per kW-Month | | 2021 - 2024 | | 0.80 | | | — | | 1.90 | | per kW-Month | | 2020 - 2024 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| CL&P | Range | | Period Covered | | Range | | Period Covered |
| Capacity Prices | $ | 5.00 |
| | — | | 8.70 | | per kW-Month | | 2021 - 2026 | | $ | 5.50 |
| | — | | 8.70 | | per kW-Month | | 2020 - 2026 |
| Forward Reserve | 1.00 |
| | — | | 2.00 | | per kW-Month | | 2018 - 2024 | | 1.40 |
| | — | | 2.00 | | per kW-Month | | 2017 - 2024 |
(1) Unobservable inputs were weighted by the relative future capacity and forward reserve prices and contractual MWs over the periods covered.
Exit price premiums of 67.1 percent through 1811.4 percent, or a weighted average of 10.3 percent, are also applied onto these contracts and reflect the uncertainty and illiquidity premiums that would be required based on the most recent market activity available for similar type contracts.
Valuations using significant unobservable inputs: The following table presents changes inrisk premium was weighted by the Level 3 category of derivative assets and derivative liabilities measured atrelative fair value on a recurring basis. Theof the net derivative assets and liabilities are presented on a net basis.instruments.
|
| | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P |
| Derivatives, Net: | | | |
| Fair Value as of January 1, 2016 | $ | (380.9 | ) | | $ | (380.8 | ) |
| Net Realized/Unrealized Losses Included in Regulatory Assets and Liabilities | (130.7 | ) | | (122.7 | ) |
| Settlements | 88.3 |
| | 83.0 |
|
| Fair Value as of December 31, 2016 | $ | (423.3 | ) | | $ | (420.5 | ) |
| Transfer out of Level 3 | 1.2 |
| | — |
|
| Net Realized/Unrealized Losses Included in Regulatory Assets and Liabilities | (11.4 | ) | | (9.5 | ) |
| Settlements | 71.2 |
| | 67.7 |
|
| Fair Value as of December 31, 2017 | $ | (362.3 | ) | | $ | (362.3 | ) |
Significant increases or decreases in future energycapacity or capacityforward reserve prices in isolation would decrease or increase, respectively, the fair value of the derivative liability. Any increases in risk premiums would increase the fair value of the derivative liability. Changes in these fair values are recorded as a regulatory asset or liability and do not impact net income.
Valuations using significant unobservable inputs: The following table presents changes in the Level 3 category of derivative assets and derivative liabilities measured at fair value on a recurring basis. The derivative assets and liabilities are presented on a net basis. | | | | | | | | | | | |
CL&P (Millions of Dollars) | For the Years Ended December 31, |
| 2020 | | 2019 |
| Derivatives, Net: | | | |
| Fair Value as of Beginning of Period | $ | (329.2) | | | $ | (356.5) | |
| Net Realized/Unrealized Losses Included in Regulatory Assets | (17.9) | | | (15.0) | |
| Settlements | 54.0 | | | 42.3 | |
| Fair Value as of End of Period | $ | (293.1) | | | $ | (329.2) | |
5. MARKETABLE SECURITIES
Eversource maintains trusts that holdholds marketable securities that are primarily used to fund certain non-qualified executive benefits. TheseThe trusts that hold marketable securities are not subject to regulatory oversight by state or federal agencies. CYAPC and YAEC maintain legally restricted trusts, each of which holds marketable securities, to fund the spent nuclear fuel removal obligations of their nuclear fuel storage facilities.
TradingEquity Securities: Eversource has elected to record certain Unrealized gains and losses on equity securities as trading securities, with the changesheld in fair valuesEversource's non-qualified executive benefit trust are recorded in Other Income, Net on the statements of income. As of December 31, 2016, these securities were classified as Level 1 in theThe fair value hierarchy and totaled $9.6 million. Theseof these equity securities were sold during 2017 and were no longer held as of December 31, 2017.2020 and 2019 was $40.9 million and $45.7 million, respectively. For the years ended December 31, 20162020 and 2015, net2019, there were unrealized gains on these securities of $0.6$3.7 million and $2.0$9.8 million respectively, were recorded in Other Income, Net on the statements of income. Dividend income is recorded in Other Income, Net when dividends are declared. related to these equity securities, respectively.
Available-for-Sale Securities: The following is a summary of available-for-sale securities, which are recorded at fair value and are included in current and long-term Marketable Securities on the balance sheets.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
Eversource (Millions of Dollars) | Amortized
Cost | | Pre-Tax
Unrealized
Gains | | Pre-Tax
Unrealized
Losses | | Fair Value | | Amortized
Cost | | Pre-Tax
Unrealized
Gains | | Pre-Tax
Unrealized
Losses | | Fair Value |
| Debt Securities | $ | 284.9 |
| | $ | 3.2 |
| | $ | (1.1 | ) | | $ | 287.0 |
| | $ | 296.2 |
| | $ | 1.1 |
| | $ | (2.1 | ) | | $ | 295.2 |
|
| Equity Securities | 216.1 |
| | 97.8 |
| | (0.1 | ) | | 313.8 |
| | 203.3 |
| | 62.3 |
| | (1.2 | ) | | 264.4 |
|
Eversource's debt and equity securities also include CYAPC's and YAEC's marketable securities held in spent nuclear decommissioningfuel trusts, in the amountswhich had fair values of $503.6$205.1 million and $466.7$182.8 million as of December 31, 20172020 and 2016,2019, respectively. Unrealized gains and losses for these spent nuclear decommissioningfuel trusts are subject to regulatory accounting treatment and are recorded in Marketable Securities with the corresponding offset to Other Long-Term Liabilities on the balance sheets, with no impact on the statements of income.
Available-for-Sale Debt Securities: The following is a summary of the available-for-sale debt securities, which are recorded at fair value and are included in current and long-term Marketable Securities on the balance sheets.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
Eversource (Millions of Dollars) | Amortized
Cost | | Pre-Tax
Unrealized
Gains | | Pre-Tax
Unrealized
Losses | | Fair Value | | Amortized
Cost | | Pre-Tax
Unrealized
Gains | | Pre-Tax
Unrealized
Losses | | Fair Value |
| Debt Securities | $ | 213.1 | | | $ | 11.2 | | | $ | (0.1) | | | $ | 224.2 | | | $ | 228.4 | | | $ | 5.8 | | | $ | (0.1) | | | $ | 234.1 | |
Eversource's debt securities include CYAPC's and YAEC's marketable securities held in spent nuclear fuel trusts in the amounts of $192.5 million and $198.1 million as of December 31, 2020 and 2019, respectively.
Unrealized Lossesgains and Other-than-Temporary Impairment:losses on available-for-sale debt securities held in Eversource's non-qualified benefit trust are recorded in Accumulated Other Comprehensive Income, excluding amounts related to credit losses or losses on securities intended to be sold, which are recorded in Other Income, Net. There have been no significant unrealized losses other-than-temporary impairments orand no credit losses in 2017for the years ended December 31, 2020 or 2016. 2019, and no allowance for credit losses as of December 31, 2020. Factors considered in determining whether a credit loss exists include the duration and severity of the impairment, adverse conditions specifically affecting the issuer, and the payment history, ratings and rating changes of the security.security, and the severity of the impairment. For asset-backed debt securities, underlying collateral and expected future cash flows are also evaluated. Debt securities included in Eversource's non-qualified benefit trust portfolio are investment-grade bonds with a lower default risk based on their credit quality.
As of December 31, 2020, the contractual maturities of available-for-sale debt securities were as follows:
| | | | | | | | | | | |
Eversource (Millions of Dollars) | Amortized
Cost | | Fair
Value |
|
Less than one year (1) | $ | 43.6 | | | $ | 43.6 | |
| One to five years | 57.4 | | | 59.7 | |
| Six to ten years | 46.6 | | | 49.7 | |
| Greater than ten years | 65.5 | | | 71.2 | |
| Total Debt Securities | $ | 213.1 | | | $ | 224.2 | |
(1)Amounts in the Less than one year category include securities in the CYAPC and YAEC spent nuclear fuel trusts, which are restricted and are classified in long-term Marketable Securities on the balance sheets.
Realized Gains and Losses: Realized gains and losses on available-for-sale securities are recorded in Other Income, Net for Eversource's benefit trust and are offset in Other Long-Term Liabilities for CYAPC and YAEC. Eversource utilizes the specific identification basis method for the Eversource non-qualified benefit trust, and the average cost basis method for the CYAPC and YAEC spent nuclear decommissioningfuel trusts to compute the realized gains and losses on the sale of available-for-salemarketable securities. For the year ended December 31, 2017, Eversource recognized net realized gains of $9.8 million on the sales of available-for-sale securities held in the benefit trust. The proceeds of the sales were re-invested in the Eversource benefit trust.
Contractual Maturities: As of December 31, 2017, the contractual maturities of available-for-sale debt securities were as follows:
|
| | | | | | | |
Eversource (Millions of Dollars) | Amortized Cost | | Fair Value |
| |
Less than one year (1) | $ | 40.2 |
| | $ | 40.1 |
|
| One to five years | 46.7 |
| | 47.5 |
|
| Six to ten years | 64.7 |
| | 65.6 |
|
| Greater than ten years | 133.3 |
| | 133.8 |
|
| Total Debt Securities | $ | 284.9 |
| | $ | 287.0 |
|
| |
(1) | Amounts in the Less than one year category include securities in the CYAPC and YAEC nuclear decommissioning trusts, which are restricted and are classified in long-term Marketable Securities on the balance sheets. |
Fair Value Measurements: The following table presents the marketable securities recorded at fair value on a recurring basis by the level in which they are classified within the fair value hierarchy:
| | | | | | | | | | | |
Eversource (Millions of Dollars) | As of December 31, |
| 2020 | | 2019 |
| Level 1: | | | |
| Mutual Funds and Equities | $ | 246.0 | | | $ | 228.5 | |
| Money Market Funds | 41.2 | | | 46.0 | |
| Total Level 1 | $ | 287.2 | | | $ | 274.5 | |
| Level 2: | | | |
| U.S. Government Issued Debt Securities (Agency and Treasury) | $ | 72.9 | | | $ | 96.8 | |
| Corporate Debt Securities | 63.8 | | | 44.0 | |
| Asset-Backed Debt Securities | 11.9 | | | 12.9 | |
| Municipal Bonds | 24.0 | | | 26.7 | |
| Other Fixed Income Securities | 10.4 | | | 7.7 | |
| Total Level 2 | $ | 183.0 | | | $ | 188.1 | |
| Total Marketable Securities | $ | 470.2 | | | $ | 462.6 | |
|
| | | | | | | |
Eversource (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Level 1: | | | |
| Mutual Funds and Equities | $ | 313.8 |
| | $ | 274.0 |
|
| Money Market Funds | 23.3 |
| | 54.8 |
|
| Total Level 1 | $ | 337.1 |
| | $ | 328.8 |
|
| Level 2: | | | |
| U.S. Government Issued Debt Securities (Agency and Treasury) | $ | 70.2 |
| | $ | 63.0 |
|
| Corporate Debt Securities | 50.9 |
| | 41.1 |
|
| Asset-Backed Debt Securities | 21.2 |
| | 18.5 |
|
| Municipal Bonds | 110.7 |
| | 107.5 |
|
| Other Fixed Income Securities | 10.7 |
| | 10.3 |
|
| Total Level 2 | $ | 263.7 |
| | $ | 240.4 |
|
| Total Marketable Securities | $ | 600.8 |
| | $ | 569.2 |
|
U.S. government issued debt securities are valued using market approaches that incorporate transactions for the same or similar bonds and adjustments for yields and maturity dates. Corporate debt securities are valued using a market approach, utilizing recent trades of the same or similar instruments and also incorporating yield curves, credit spreads and specific bond terms and conditions. Asset-backed debt securities include collateralized mortgage obligations, commercial mortgage backed securities, and securities collateralized by auto loans, credit card loans or receivables. Asset-backed debt securities are valued using recent trades of similar instruments, prepayment assumptions, yield curves, issuance and maturity dates, and tranche information. Municipal bonds are valued using a market approach that incorporates reported trades and benchmark yields. Other fixed income securities are valued using pricing models, quoted prices of securities with similar characteristics, and discounted cash flows.
6. INVESTMENTS IN UNCONSOLIDATED AFFILIATES
Investments in entities that are not consolidated are included in long-term assets on the balance sheets and earnings impacts from these equity investments are included in Other Income, Net on the statements of income. Eversource's investments included the following:
| | | | | | | | | | | | | | | | | |
| | | | Investment Balance as of December 31, |
| (Millions of Dollars) | Ownership Interest | | 2020 | | 2019 |
| Offshore Wind Business - North East Offshore and Bay State Wind | 50 | % | | $ | 887.1 | | | $ | 649.3 | |
| Natural Gas Pipeline - Algonquin Gas Transmission, LLC | 15 | % | | 125.2 | | | 127.8 | |
| Renewable Energy Investment Fund | 90 | % | | 71.6 | | | 72.4 | |
| Other | various | | 23.2 | | | 22.1 | |
| Total Investments in Unconsolidated Affiliates | | | $ | 1,107.1 | | | $ | 871.6 | |
For the years ended December 31, 2020, 2019 and 2018, Eversource had equity in earnings, net of impairment, of unconsolidated affiliates of $14.2 million, $42.2 million, and $3.8 million, respectively. Eversource received dividends from its equity method investees of $21.8 million, $48.9 million, and $22.3 million, respectively, for the years ended December 31, 2020, 2019 and 2018.
Investments in affiliates where Eversource has the ability to exercise significant influence, but not control, over an investee are initially recognized as an equity method investment at cost. Any differences between the cost of an investment and the amount of underlying equity in net assets of an investee are considered basis differences, and are determined based upon the estimated fair values of the investee's identifiable assets and liabilities. The carrying amount of Eversource’s offshore wind investments exceeded its share of underlying equity in net assets by $264.1 million and $240.3 million, respectively, as of December 31, 2020 and 2019. As of December 31, 2020, these basis differences are primarily comprised of $168.3 million of equity method goodwill that is not being amortized, intangible assets for PPAs, which will be amortized over the term of the PPAs, and capitalized interest.
Offshore Wind Business: Eversource's offshore wind business includes ownership interests in North East Offshore and Bay State Wind, which together hold PPAs and contracts for the Revolution Wind, South Fork Wind, and Sunrise Wind projects, as well as offshore leases through BOEM. Eversource's offshore wind projects are being developed and constructed through a joint and equal partnership with Ørsted. On February 8, 2019, Eversource and Ørsted entered into an equal partnership to acquire key offshore wind assets in the Northeast. Eversource has a 50 percent ownership interest in North East Offshore, which holds the Revolution Wind and South Fork Wind projects, as well as a 257 square-mile lease off the coasts of Massachusetts and Rhode Island. Eversource also has a 50 percent ownership interest in Bay State Wind, which holds the Sunrise Wind project. Bay State Wind's separate 300-square-mile ocean lease is located approximately 25 miles south of the coast of Massachusetts adjacent to the North East Offshore area.
NSTAR Electric: As of December 31, 2020 and 2019, NSTAR Electric's investments included a 14.5 percent ownership interest in 2 companies that transmit hydro-electricity imported from the Hydro-Quebec system in Canada of $8.6 million and $8.2 million, respectively.
Impairment of Equity Method Investments: Equity method investments are assessed for impairment when conditions exist that indicate that the fair value of the investment is less than book value. If the decline in value is considered to be other-than-temporary, the investment is written down to its estimated fair value, which establishes a new cost basis in the investment. Impairment evaluations involve a significant degree of judgment and estimation, including identifying circumstances that indicate an impairment may exist and developing undiscounted future cash flows.
During the year ended December 31, 2020, Eversource recorded an other-than-temporary impairment of $2.8 million within Other Income, Net on the statement of income, related to a write-off of an investment within a renewable energy fund.
During the year ended December 31, 2018, Eversource recorded an other-than-temporary impairment of $32.9 million within Other Income, Net on the statement of income, related to Access Northeast, a natural gas pipeline and storage project, which represented the full carrying value of our equity method investment. On April 1, 2019, pursuant to a provision in the partnership agreement jointly entered into by Eversource, Enbridge, Inc. and National Grid plc, through Algonquin Gas Transmission, LLC, the Access Northeast project was terminated.
7. ASSET RETIREMENT OBLIGATIONS
Eversource, including CL&P, NSTAR Electric and PSNH, recognizes a liability for the fair value of an ARO on the obligation date if the liability's fair value can be reasonably estimated, even if it is conditional on a future event. Settlement dates and future costs are reasonably estimated when sufficient information becomes available. Management has identified various categories of AROs, primarily CYAPC's and YAEC's obligation to dispose of spent nuclear fuel and high level waste, and also certain assets containing asbestos and hazardous contamination, andcontamination. Management has performed fair value calculations reflecting expected probabilities for settlement scenarios.
The fair value of an ARO is recorded as a liability in Other Long-Term Liabilities with a corresponding amount included in Property, Plant and Equipment, Net on the balance sheets. The ARO assets are depreciated, and the ARO liabilities are accreted over the estimated life of the obligation and the corresponding credits are recorded as accumulated depreciation and ARO liabilities, respectively. As the electric and natural gas companies are rate-regulated on a cost-of-service basis, these companies apply regulatory accounting guidance and both the depreciation and accretion costs associated with these companies' AROs are recorded as increases to Regulatory Assets on the balance sheets.
A reconciliation of the beginning and ending carrying amounts of ARO liabilities areis as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Eversource | | CL&P | | NSTAR
Electric | | PSNH |
| Balance as of Beginning of Year | $ | 489.5 | | | $ | 32.0 | | | $ | 97.5 | | | $ | 4.2 | | | $ | 466.2 | | | $ | 33.5 | | | $ | 72.4 | | | $ | 4.0 | |
| Liability Assumed Upon CMA Asset Acquisition | 20.1 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | |
| Liabilities Incurred During the Year | 2.1 | | | 0 | | | 2.1 | | | 0 | | | 30.3 | | | 0 | | | 30.3 | | | 0 | |
| Liabilities Settled During the Year | (21.8) | | | (0.7) | | | (1.0) | | | 0 | | | (21.3) | | | (3.6) | | | 0 | | | 0 | |
| Accretion | 28.9 | | | 2.1 | | | 4.3 | | | 0.2 | | | 27.1 | | | 2.2 | | | 3.5 | | | 0.2 | |
| Revisions in Estimated Cash Flows | (19.1) | | | 0 | | | (11.1) | | | 0 | | | (12.8) | | | (0.1) | | | (8.7) | | | 0 | |
| Balance as of End of Year | $ | 499.7 | | | $ | 33.4 | | | $ | 91.8 | | | $ | 4.4 | | | $ | 489.5 | | | $ | 32.0 | | | $ | 97.5 | | | $ | 4.2 | |
|
| | | | | | | |
Eversource (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Balance as of Beginning of Year | $ | 426.4 |
| | $ | 430.1 |
|
| Liabilities Incurred During the Year | 0.2 |
| | 1.3 |
|
| Liabilities Settled During the Year | (19.3 | ) | | (19.0 | ) |
| Accretion | 26.3 |
| | 22.9 |
|
| Revisions in Estimated Cash Flows | (14.5 | ) | | (8.9 | ) |
| Balance as of End of Year | $ | 419.1 |
| | $ | 426.4 |
|
The ARO balance includes the current portion of $1.0 million for Eversource and NSTAR Electric as of December 31, 2019, which is included in Other Current Liabilities on the balance sheets.
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Balance as of Beginning of Year | $ | 36.0 |
| | $ | 42.6 |
| | $ | 23.5 |
| | $ | 33.8 |
| | $ | 41.0 |
| | $ | 21.6 |
|
| Liabilities Incurred During the Year | 0.1 |
| | 0.1 |
| | — |
| | — |
| | — |
| | 0.5 |
|
| Liabilities Settled During the Year | (1.0 | ) | | (0.2 | ) | | — |
| | — |
| | (0.4 | ) | | — |
|
| Accretion | 2.3 |
| | 2.1 |
| | 1.5 |
| | 2.2 |
| | 2.0 |
| | 1.4 |
|
| Revisions in Estimated Cash Flows | (5.9 | ) | | — |
| | — |
| | — |
| | — |
| | — |
|
| Balance as of End of Year | $ | 31.5 |
| | $ | 44.6 |
| | $ | 25.0 |
| | $ | 36.0 |
| | $ | 42.6 |
| | $ | 23.5 |
|
Eversource's amounts include CYAPC and YAEC's AROs of $301.5$330.3 million and $308.6$337.7 million as of December 31, 20172020 and 2016,2019, respectively. The fair value of the ARO for CYAPC and YAEC includes uncertainties of the fuel off-load dates related to the DOE's timing of performance regarding its obligation to dispose of the spent nuclear fuel and high level waste.waste and other assumptions, including discount rates. The incremental asset recorded as an offset to the ARO liability was fully depreciated since the plants have no remaining useful life. Any changes in the assumptions used to calculate the fair value of the ARO liability are recorded with a corresponding offset to the related regulatory asset. The assets held in the CYAPC and YAEC spent nuclear decommissioningfuel trusts are restricted for settling the ARO and all other decommissioningnuclear fuel storage obligations. For further information on the assets held in the spent nuclear decommissioningfuel trusts, see Note 5, "Marketable Securities," to the financial statements.
7.8. SHORT-TERM DEBT
Short-Term Debt - Borrowing Limits: The amount of short-term borrowings that may be incurred by CL&P and NSTAR Electric and NPT is subject to periodic approval by the FERC. Because the NHPUC has jurisdiction over PSNH's short-term debt, PSNH is not currently required to obtain FERC approval for its short-term borrowings. On November 30, 2017,October 25, 2019, the FERC granted authorization that allows CL&P to issue total short-term borrowings in an aggregate principal amount not to exceed $600 million outstanding at any one time, through December 31, 2019.2021. On November 30, 2017,December 18, 2019, the FERC granted authorization that allows NSTAR Electric to issue total short-term borrowings in an aggregate principal amount not to exceed $655 million outstanding at any one time, through December 30, 2019. On November 3, 2016, FERC authorized NPT to issue up to an aggregate of $800 million in short-term debt and long-term debt through December 31, 2018.2021.
PSNH is authorized by regulation of the NHPUC to incur short-term borrowings up to 10 percent of net fixed plant plus an additional $60 million until further ordered by the NHPUC. As of December 31, 2017,2020, PSNH's short-term debt authorization under the 10 percent of net fixed plant test plus $60 million totaled approximately $364$383.9 million.
CL&P's certificate of incorporation contains preferred stock provisions restricting the amount of unsecured debt that CL&P may incur, including limiting unsecured indebtedness with a maturity of less than 10 years to 10 percent of total capitalization. As of December 31, 2017,2020, CL&P had $607.4$907.6 millionof unsecured debt capacity available under this authorization.
Yankee Gas, and NSTAR Gas and EGMA are not required to obtain approval from any state or federal authority to incur short-term debt.
Short-Term Debt - Commercial Paper Programs and Credit Agreements: Eversource parent has a $1.45$2.00 billion commercial paper program allowing Eversource parent to issue commercial paper as a form of short-term debt. Eversource parent, CL&P, PSNH, NSTAR Gas, and Yankee Gas and Aquarion Water Company of Connecticut are also parties to a five-year $1.45 billion revolving credit facility. On December 8, 2017, Eversource parent amended and restated the revolving credit facility. The amended and restated credit facility, which terminates on December 8, 20226, 2024. On October 21, 2020, Eversource parent and servesEGMA entered into a short-term $550 million revolving credit facility, which terminates on October 20, 2021. These revolving credit facilities serve to backstop Eversource parent's $1.45$2.00 billion commercial paper program. There were no borrowings outstanding on the revolving credit facility as of December 31, 2017 or 2016.
NSTAR Electric has a $650 million commercial paper program allowing NSTAR Electric to issue commercial paper as a form of short-term debt. On December 8, 2017, NSTAR Electric increased its commercial paper program from $450 million to $650 million. NSTAR Electric is also a party to a five-year $650 million revolving credit facility. Onfacility, which terminates on December 8, 2017, NSTAR Electric amended and restated the6, 2024. The revolving credit facility increasing it from $450 million to $650 million. The amended and restated credit facility terminates on December 8, 2022 and serves to backstop NSTAR Electric's $650 million commercial paper program. There were no borrowings outstanding on the revolving credit facility as of December 31, 2017 or 2016.
The amount of borrowings outstanding and available under the commercial paper programs andwere as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Borrowings Outstanding
as of December 31, | | Available Borrowing Capacity as of December 31, | | Weighted-Average Interest Rate as of December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2020 | | 2019 | | 2020 | | 2019 |
| Eversource Parent Commercial Paper Program | $ | 1,054.3 | | | $ | 1,224.9 | | | $ | 945.7 | | | $ | 225.1 | | | 0.25 | % | | 1.98 | % |
| NSTAR Electric Commercial Paper Program | 195.0 | | | 10.5 | | | 455.0 | | | 639.5 | | | 0.16 | % | | 1.63 | % |
There were 0 borrowings outstanding on the revolving credit facility wasfacilities as follows:of December 31, 2020 or 2019.
|
| | | | | | | | | | | | | | | | | | | | | |
| | Borrowings Outstanding as of December 31, | | Available Borrowing Capacity as of December 31, | | Weighted-Average Interest Rate as of December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2017 | | 2016 | | 2017 | | 2016 |
| Eversource Parent Commercial Paper Program | $ | 979.3 |
| | $ | 1,022.0 |
| | $ | 470.7 |
| | $ | 428.0 |
| | 1.86 | % | | 0.88 | % |
| NSTAR Electric Commercial Paper Program | 234.0 |
| | 126.5 |
| | 416.0 |
| | 323.5 |
| | 1.55 | % | | 0.71 | % |
Revolving Credit Facility (1) | 76.0 |
| | N/A |
| | 24.0 |
| | N/A |
| | 2.66 | % | | N/A |
|
(1) Aquarion has a $100.0 million revolving credit facility, which expires on August 19, 2019.
Amounts outstanding under the commercial paper programs and revolving credit facility are included in Notes Payable for Eversource and NSTAR Electric and are classified in current liabilities on the Eversource and NSTAR Electric balance sheets, as all borrowings are outstanding for no more than 364 days at one time. As a result of the Eversource parent long-term debt issuances on January 8, 2018, the net proceeds of which were used to repay short-term borrowings outstanding under its commercial paper program, $201.2 million of commercial paper borrowings under the Eversource parent commercial paper program were reclassified as Long-Term Debt as of December 31, 2017.
As of December 31, 2017, there were intercompany loans from Eversource parent of $69.5 million to CL&P and $262.9 million to PSNH. As of December 31, 2016, there were intercompany loans from Eversource parent of $80.1 million to CL&P, $160.9 million to PSNH and $51.0 million to NSTAR Electric. These intercompany loans from Eversource parent are included in Notes Payable to Eversource Parent and are classified in current liabilities on the respective subsidiary's balance sheets. Intercompany loans from Eversource parent are eliminated in consolidation on Eversource's balance sheets.
Under the credit facilities described above, Eversource and its subsidiaries, including CL&P, NSTAR Electric, PSNH, NSTAR Gas, EGMA, Yankee Gas, and Aquarion Water Company of Connecticut, must comply with certain financial and non-financial covenants, including a consolidated debt to total capitalization ratio. As of December 31, 20172020 and 2016,2019, Eversource and its subsidiaries were in compliance with these covenants. If Eversource or its subsidiaries were not in compliance with these covenants, an event of default would occur requiring all outstanding borrowings by such borrower to be repaid, and additional borrowings by such borrower would not be permitted under its respective credit facility.
The Company expects the future operating cash flows of Eversource, CL&P, NSTAR Electric and PSNH, along with existing borrowing availability and access to both debt and equity markets, will be sufficient to meet any working capital and future operating requirements, and capital investment forecasted opportunities. 8.
Intercompany Borrowings: Eversource parent uses its available capital resources to provide loans to its subsidiaries to assist in meeting their short-term borrowing needs. Eversource parent records intercompany interest income from its loans to subsidiaries, which is eliminated in consolidation. Intercompany loans from Eversource parent to its subsidiaries are eliminated in consolidation on Eversource's balance sheets. As of December 31, 2020, there were intercompany loans from Eversource parent to PSNH of $46.3 million, and to a subsidiary of NSTAR Electric of $21.3 million. As of December 31, 2019, there were intercompany loans from Eversource parent to CL&P of $63.8 million, to PSNH of $27.0 million, and to a subsidiary of NSTAR Electric of $30.3 million. Intercompany loans from Eversource parent are included in Notes Payable to Eversource Parent and classified in current liabilities on the respective subsidiary's balance sheets.
9. LONG-TERM DEBT
Details of long-term debt outstanding are as follows:
| | | | | | | | | | | |
CL&P
(Millions of Dollars) | As of December 31, |
| 2020 | | 2019 |
| First Mortgage Bonds: | | | |
| 7.875% 1994 Series D due 2024 | $ | 139.8 | | | $ | 139.8 | |
| 5.750% 2004 Series B due 2034 | 130.0 | | | 130.0 | |
| 5.625% 2005 Series B due 2035 | 100.0 | | | 100.0 | |
| 6.350% 2006 Series A due 2036 | 250.0 | | | 250.0 | |
| 5.750% 2007 Series B due 2037 | 150.0 | | | 150.0 | |
| 6.375% 2007 Series D due 2037 | 100.0 | | | 100.0 | |
| 2.500% 2013 Series A due 2023 | 400.0 | | | 400.0 | |
| 4.300% 2014 Series A due 2044 | 475.0 | | | 475.0 | |
| 4.150% 2015 Series A due 2045 | 350.0 | | | 350.0 | |
| 3.200% 2017 Series A due 2027 | 500.0 | | | 500.0 | |
| 4.000% 2018 Series A due 2048 | 800.0 | | | 800.0 | |
| 0.750% 2020 Series A due 2025 | 400.0 | | | 0 | |
| Total First Mortgage Bonds | 3,794.8 | | | 3,394.8 | |
| Pollution Control Revenue Bonds: | | | |
| 4.375% Fixed Rate Tax Exempt due 2028 | 120.5 | | | 120.5 | |
| Less Amounts due Within One Year | 0 | | | 0 | |
| Unamortized Premiums and Discounts, Net | 25.9 | | | 27.8 | |
| Unamortized Debt Issuance Costs | (26.4) | | | (25.0) | |
| CL&P Long-Term Debt | $ | 3,914.8 | | | $ | 3,518.1 | |
| | | | | | | | | | | |
NSTAR Electric
(Millions of Dollars) | As of December 31, |
| 2020 | | 2019 |
| Debentures: | | | |
| 5.750% due 2036 | $ | 200.0 | | | $ | 200.0 | |
| 5.500% due 2040 | 300.0 | | | 300.0 | |
| 2.375% due 2022 | 400.0 | | | 400.0 | |
| 4.400% due 2044 | 300.0 | | | 300.0 | |
| 3.250% due 2025 | 250.0 | | | 250.0 | |
| 2.700% due 2026 | 250.0 | | | 250.0 | |
| 3.200% due 2027 | 700.0 | | | 700.0 | |
| 3.250% due 2029 | 400.0 | | | 400.0 | |
| 3.950% due 2030 | 400.0 | | | 0 | |
| Total Debentures | 3,200.0 | | | 2,800.0 | |
| Notes: | | | |
| 5.900% Senior Notes Series B due 2034 | 50.0 | | | 50.0 | |
| 6.700% Senior Notes Series D due 2037 | 40.0 | | | 40.0 | |
| 5.100% Senior Notes Series E due 2020 | 0 | | | 95.0 | |
| 3.500% Senior Notes Series F due 2021 | 250.0 | | | 250.0 | |
| 3.880% Senior Notes Series G due 2023 | 80.0 | | | 80.0 | |
| 2.750% Senior Notes Series H due 2026 | 50.0 | | | 50.0 | |
| Total Notes | 470.0 | | | 565.0 | |
| Less Amounts due Within One Year | (250.0) | | | (95.0) | |
| Unamortized Premiums and Discounts, Net | (6.8) | | | (4.1) | |
| Unamortized Debt Issuance Costs | (20.0) | | | (18.8) | |
| NSTAR Electric Long-Term Debt | $ | 3,393.2 | | | $ | 3,247.1 | |
|
| | | | | | | |
CL&P (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| First Mortgage Bonds: | | | |
| 7.875% 1994 Series D due 2024 | $ | 139.8 |
| | $ | 139.8 |
|
| 5.750% 2004 Series B due 2034 | 130.0 |
| | 130.0 |
|
| 5.625% 2005 Series B due 2035 | 100.0 |
| | 100.0 |
|
| 6.350% 2006 Series A due 2036 | 250.0 |
| | 250.0 |
|
| 5.375% 2007 Series A due 2017 | — |
| | 150.0 |
|
| 5.750% 2007 Series B due 2037 | 150.0 |
| | 150.0 |
|
| 5.750% 2007 Series C due 2017 | — |
| | 100.0 |
|
| 6.375% 2007 Series D due 2037 | 100.0 |
| | 100.0 |
|
| 5.650% 2008 Series A due 2018 | 300.0 |
| | 300.0 |
|
| 5.500% 2009 Series A due 2019 | 250.0 |
| | 250.0 |
|
| 2.500% 2013 Series A due 2023 | 400.0 |
| | 400.0 |
|
| 4.300% 2014 Series A due 2044 | 475.0 |
| | 250.0 |
|
| 4.150% 2015 Series A due 2045 | 350.0 |
| | 350.0 |
|
| 3.200% 2017 Series A due 2027 | 300.0 |
| | — |
|
| Total First Mortgage Bonds | 2,944.8 |
| | 2,669.8 |
|
| Pollution Control Revenue Bonds: | | | |
| 4.375% Fixed Rate Tax Exempt due 2028 | 120.5 |
| | 120.5 |
|
| Less Amounts due Within One Year | (300.0 | ) | | (250.0 | ) |
| Unamortized Premiums and Discounts, Net | 11.5 |
| | (10.0 | ) |
| Unamortized Debt Issuance Costs | (17.7 | ) | | (14.3 | ) |
| CL&P Long-Term Debt | $ | 2,759.1 |
| | $ | 2,516.0 |
|
| | | | | | | | | | | |
PSNH
(Millions of Dollars) | As of December 31, |
| 2020 | | 2019 |
| First Mortgage Bonds: | | | |
| 5.600% Series M due 2035 | $ | 50.0 | | | $ | 50.0 | |
| 4.050% Series Q due 2021 | 122.0 | | | 122.0 | |
| 3.200% Series R due 2021 | 160.0 | | | 160.0 | |
| 3.500% Series S due 2023 | 325.0 | | | 325.0 | |
| 3.600% Series T due 2049 | 300.0 | | | 300.0 | |
| 2.400% Series U due 2050 | 150.0 | | | 0 | |
| Total First Mortgage Bonds | $ | 1,107.0 | | | $ | 957.0 | |
| Less Amounts due Within One Year | (282.0) | | | 0 | |
| Unamortized Premiums and Discounts, Net | (1.5) | | | (0.7) | |
| Unamortized Debt Issuance Costs | (6.4) | | | (4.7) | |
| PSNH Long-Term Debt | $ | 817.1 | | | $ | 951.6 | |
| | | | | | | | | | | |
OTHER
(Millions of Dollars) | As of December 31, |
| 2020 | | 2019 |
| Yankee Gas - First Mortgage Bonds: 2.230% - 8.480% due 2022 - 2050 | $ | 640.0 | | | $ | 620.0 | |
| NSTAR Gas - First Mortgage Bonds: 2.330% - 7.110% due 2025 - 2050 | 500.0 | | | 460.0 | |
| Aquarion - Senior Note 4.000% due 2024 | 360.0 | | | 360.0 | |
| Aquarion - Unsecured Notes 0% - 6.430% due 2021 - 2049 | 335.2 | | | 335.3 | |
| Aquarion - Secured Debt 4.450% - 9.290% due 2022 - 2035 | 35.9 | | | 68.8 | |
| Eversource Parent - Senior Notes 0.800% - 4.250% due 2021 - 2050 | 5,550.0 | | | 4,000.0 | |
| Pre-1983 Spent Nuclear Fuel Obligation (CYAPC) | 11.7 | | | 11.6 | |
Fair Value Adjustment (1) | 74.7 | | | 109.1 | |
Less Fair Value Adjustment - Current Portion (1) | (31.0) | | | (31.3) | |
| Less Amounts due in One Year | (490.2) | | | (201.1) | |
| Commercial Paper Classified as Long-Term Debt | 0 | | | 346.3 | |
| Unamortized Premiums and Discounts, Net | 46.5 | | | (4.1) | |
| Unamortized Debt Issuance Costs | (32.0) | | | (20.6) | |
| Total Other Long-Term Debt | $ | 7,000.8 | | | $ | 6,054.0 | |
| | | |
| Total Eversource Long-Term Debt | $ | 15,125.9 | | | $ | 13,770.8 | |
(1) The fair value adjustment amount is the purchase price adjustments, net of amortization, required to record long-term debt at fair value on the dates of the 2012 merger with NSTAR and the 2017 acquisition of Aquarion.
Long-Term Debt Issuance Authorizations: On January 27, 2020, the DPU approved NSTAR Gas' request for authorization to issue up to $270 million in long-term debt through December 31, 2021. On July 31, 2020, the NHPUC approved PSNH's request for authorization to issue up to $200 million in long-term debt through December 31, 2020. On December 14, 2020, NSTAR Electric filed a petition with the DPU for authorization to issue $1.6 billion in long-term debt through December 31, 2023. On December 16, 2020, Aquarion Water Company of Connecticut filed an application with PURA for authorization to issue $100 million in long-term debt through December 31, 2021.
|
| | | | | | | |
NSTAR Electric (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Debentures: | | | |
| 5.750% due 2036 | $ | 200.0 |
| | $ | 200.0 |
|
| 5.625% due 2017 | — |
| | 400.0 |
|
| 5.500% due 2040 | 300.0 |
| | 300.0 |
|
| 2.375% due 2022 | 400.0 |
| | 400.0 |
|
| 4.400% due 2044 | 300.0 |
| | 300.0 |
|
| 3.250% due 2025 | 250.0 |
| | 250.0 |
|
| 2.700% due 2026 | 250.0 |
| | 250.0 |
|
| 3.200% due 2027 | 700.0 |
| | — |
|
| Total Debentures | 2,400.0 |
| | 2,100.0 |
|
| Notes: | | | |
| 5.900% Senior Notes Series B due 2034 | 50.0 |
| | 50.0 |
|
| 6.700% Senior Notes Series D due 2037 | 40.0 |
| | 40.0 |
|
| 5.100% Senior Notes Series E due 2020 | 95.0 |
| | 95.0 |
|
| 3.500% Senior Notes Series F due 2021 | 250.0 |
| | 250.0 |
|
| 3.880% Senior Notes Series G due 2023 | 80.0 |
| | 80.0 |
|
| 2.750% Senior Notes Series H due 2026 | 50.0 |
| | 50.0 |
|
| Total Notes | 565.0 |
| | 565.0 |
|
| Less Amounts due Within One Year | — |
| | (400.0 | ) |
| Unamortized Premiums and Discounts, Net | (1.8 | ) | | (4.9 | ) |
| Unamortized Debt Issuance Costs | (19.4 | ) | | (15.5 | ) |
| NSTAR Electric Long-Term Debt | $ | 2,943.8 |
| | $ | 2,244.6 |
|
|
| | | | | | | |
PSNH (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| First Mortgage Bonds: | | | |
| 5.600% Series M due 2035 | $ | 50.0 |
| | $ | 50.0 |
|
| 6.150% Series N due 2017 | — |
| | 70.0 |
|
| 6.000% Series O due 2018 | 110.0 |
| | 110.0 |
|
| 4.500% Series P due 2019 | 150.0 |
| | 150.0 |
|
| 4.050% Series Q due 2021 | 122.0 |
| | 122.0 |
|
| 3.200% Series R due 2021 | 160.0 |
| | 160.0 |
|
| 3.500% Series S due 2023 | 325.0 |
| | 325.0 |
|
| Total First Mortgage Bonds | 917.0 |
| | 987.0 |
|
| Pollution Control Revenue Bonds: | | | |
Adjustable Rate Tax Exempt Series A due 2021 (2.048% and 1.138% as of December 31, 2017 and 2016, respectively) | 89.3 |
| | 89.3 |
|
| Less Amounts due Within One Year | (110.0 | ) | | (70.0 | ) |
| Unamortized Premiums and Discounts, Net | 0.2 |
| | 0.1 |
|
| Unamortized Debt Issuance Costs | (4.1 | ) | | (4.4 | ) |
| PSNH Long-Term Debt | $ | 892.4 |
| | $ | 1,002.0 |
|
|
| | | | | | | |
OTHER (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Yankee Gas - First Mortgage Bonds: 3.020% - 8.480% due 2018 - 2044 | $ | 520.0 |
| | $ | 445.0 |
|
| NSTAR Gas - First Mortgage Bonds: 4.350% - 9.950% due 2020 - 2045 | 285.0 |
| | 310.0 |
|
| Eversource Parent and Other - Notes and Debentures: | | | |
| 4.500% Debentures due 2019 | 350.0 |
| | 350.0 |
|
| 1.450% - 4.000% Senior Notes due 2018 - 2026 | 3,260.0 |
| | 1,700.0 |
|
| Notes Payable Unsecured 3.57% - 6.430% due 2021 - 2037 | 290.9 |
| | — |
|
| Notes Payable Secured 4.10% - 9.64% due 2021 - 2035 | 70.4 |
| | — |
|
| Pre-1983 Spent Nuclear Fuel Obligation (CYAPC) | 181.4 |
| | 180.0 |
|
Fair Value Adjustment (1) | 172.6 |
| | 144.6 |
|
Less Fair Value Adjustment - Current Portion (1) | (35.4 | ) | | (28.9 | ) |
| Less Amounts due in One Year | (104.2 | ) | | (25.0 | ) |
| Commercial Paper Classified as Long-Term Debt | 201.2 |
| | — |
|
| Unamortized Premiums and Discounts, Net | 1.5 |
| | (1.8 | ) |
| Unamortized Debt Issuance Costs | (12.8 | ) | | (7.1 | ) |
| Total Other Long-Term Debt | 5,180.6 |
| | $ | 3,066.8 |
|
| | | | |
| Total Eversource Long-Term Debt | 11,775.9 |
| | $ | 8,829.4 |
|
| |
(1) | The fair value adjustment amount is the purchase price adjustments, net of amortization, required to record the NSTAR long-term debt at fair value on the date of the 2012 merger and to record the Aquarion long-term debt at fair value as of December 4, 2017. |
Long-Term Debt Issuances and Repayments:The following table summarizes long-term debt issuances and repayments:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Issuance/(Repayment) | | Issue Date or Repayment Date | | Maturity Date | | Use of Proceeds for Issuance/
Repayment Information |
| CL&P: | | | | | | | |
| 0.75% Series A First Mortgage Bonds | $ | 400.0 | | | December 2020 | | December 2025 | | Refinanced short-term borrowings, funded capital expenditures and working capital |
| NSTAR Electric: | | | | | | | |
| 3.95% 2020 Debentures | 400.0 | | | March 2020 | | April 2030 | | Refinanced investments in eligible green expenditures, which were previously financed in 2018 and 2019 |
| 5.10% Series E Senior Notes | (95.0) | | | March 2020 | | March 2020 | | Paid at maturity |
| PSNH: | | | | | | | |
| 2.40% Series U First Mortgage Bonds | 150.0 | | | August 2020 | | September 2050 | | Refinanced short-term borrowings, funded capital expenditures and working capital |
| Other: | | | | | | | |
| Eversource Parent 3.45% Series P Senior Notes | 350.0 | | | January 2020 | | January 2050 | | Paid short-term borrowings |
Eversource Parent 3.45% Series P Senior Notes (1) | 300.0 | | | August 2020 | | January 2050 | | (2) |
| Eversource Parent 0.80% Series Q Senior Notes | 300.0 | | | August 2020 | | August 2025 | | (2) |
| Eversource Parent 1.65% Series R Senior Notes | 600.0 | | | August 2020 | | August 2030 | | (2) |
| Eversource Parent 2.50% Series I Senior Notes | (450.0) | | | February 2021 | | March 2021 | | Paid on par call date in advance of maturity date |
| NSTAR Gas 4.46% Series N First Mortgage Bonds | (125.0) | | | January 2020 | | January 2020 | | Paid at maturity |
| NSTAR Gas 2.33% Series R First Mortgage Bonds | 75.0 | | | May 2020 | | May 2025 | | Refinanced existing indebtedness, funded capital expenditures and for general corporate purposes |
| NSTAR Gas 3.15% Series S First Mortgage Bonds | 115.0 | | | May 2020 | | May 2050 | | Refinanced existing indebtedness, funded capital expenditures and for general corporate purposes |
| NSTAR Gas 9.95% Series J First Mortgage Bonds | (25.0) | | | December 2020 | | December 2020 | | Paid at maturity |
| Yankee Gas 4.87% Series K First Mortgage Bonds | (50.0) | | | April 2020 | | April 2020 | | Paid at maturity |
| Yankee Gas 2.90% Series R First Mortgage Bonds | 70.0 | | | September 2020 | | September 2050 | | Refinanced existing indebtedness, funded capital expenditures and for general corporate purposes |
| Aquarion Water Company of Massachusetts, Inc. and Aquarion Water Capital of Massachusetts, Inc. various term loans and general mortgage bonds | (32.2) | | | July 2020 | | Various | | Redeemed long-term debt in conjunction with the sale of assets to the Town of Hingham, Massachusetts |
|
| | | | | | | | | |
| (Millions of Dollars) | Issue Date | | Issuances/(Repayments) | | Maturity Date | | Use of Proceeds |
| CL&P: | | | | | | | |
| 3.20% 2017 Series A First Mortgage Bonds | March 2017 | | $ | 300.0 |
| | 2027 | | Repay short-term debt borrowings |
4.30% 2014 Series A First Mortgage Bonds (1) | August 2017 | | 225.0 |
| | 2044 | | Refinance short-term debt and fund working capital and capital expenditures |
| 5.375% 2007 Series A First Mortgage Bonds | March 2007 | | (150.0 | ) | | 2017 | | N/A |
| 5.75% 2007 Series C First Mortgage Bonds | September 2007 | | (100.0 | ) | | 2017 | | N/A |
| NSTAR Electric: | | | | | | | |
| 3.20% Debentures | May 2017 | | 350.0 |
| | 2027 | | Repay short-term borrowings and fund capital expenditures and working capital |
3.20% Debentures (2) | October 2017 | | 350.0 |
| | 2027 | | Redeem long-term debt that matured in 2017 |
| 5.625% Debentures | November 2007 | | (400.0 | ) | | 2017 | | N/A |
| PSNH: | | | | | | | |
| 6.15% Series N First Mortgage Bonds | September 2007 | | (70.0 | ) | | 2017 | | N/A |
| Other: | | | | | | | |
| Yankee Gas 3.02% Series N First Mortgage Bonds | September 2017 | | 75.0 |
| | 2027 | | Repay short-term borrowings |
| NSTAR Gas 7.04% Series M First Mortgage Bonds | September 1997 | | (25.0 | ) | | 2017 | | N/A |
| Eversource Parent 2.75% Series K Senior Notes | March 2017 | | 300.0 |
| | 2022 | | Repay short-term borrowings |
Eversource Parent 2.75% Series K Senior Notes (3) | October 2017 | | 450.0 |
| | 2022 | | Repay short-term borrowings |
| Eversource Parent 2.90% Series L Senior Notes | October 2017 | | 450.0 |
| | 2024 | | Repay short-term borrowings |
Eversource Parent 2.50% Series I Senior Notes (4) | January 2018 | | 200.0 |
| | 2021 | | Repay long-term debt due to mature in 2018 and repay short-term borrowings |
| Eversource Parent 3.30% Series M Senior Notes | January 2018 | | 450.0 |
| | 2028 | | Repay long-term debt due to mature in 2018 |
Eversource Parent 1.60% Series G Senior Notes (5) | January 2015 | | (150.0 | ) | | 2018 | | N/A |
| |
(1) | These bonds are part of the existing series initially issued by CL&P in 2014. The aggregate outstanding principal amount for these bonds is now $475 million. |
| |
(2) | These debentures are part of the same series initially issued by NSTAR Electric in May 2017. The aggregate outstanding principal amount for these debentures is now $700 million. |
| |
(3) | (1)These senior notes are part of the same series issued by Eversource parent in March 2017. The aggregate outstanding principal amount for these notes is now $750 million. |
| |
(4) | These notes are part of the same series issued by Eversource parent in March 2016. The aggregate outstanding principal amount for these notes is now $450 million. |
| |
(5) | Represents a repayment at maturity on January, 15 2018. |
As a result of the same series issued by Eversource parent debt issuances in January 2018, $446.8 million2020. The aggregate outstanding principal amount of current portion of long-term debt related to twothese senior notes is now $650 million.
(2) The proceeds from these Eversource parent issuances maturing in 2018funded a portion of the purchase price for the CMA asset acquisition and $201.2refinanced short-term borrowings.
In January 2021, PSNH provided a redemption notice to the holders of the PSNH 4.050% Series Q First Mortgage Bonds that PSNH will redeem the $122 million of commercial paper borrowings were reclassified to Long-Term Debt asbonds on March 1, 2021, the par call date, in advance of December 31, 2017.the June 1, 2021 maturity date.
Long-Term Debt Issuance Authorizations: On January 4, 2017, PURA approved CL&P's request for authorization to issue up to $1.325 billion in long-term debt through December 31, 2020. On March 30, 2017, the DPU approved NSTAR Electric's request for authorization to issue up to $700 million in long-term debt through December 31, 2018. On December 20, 2017, PURA approved Yankee Gas' request to extend the authorization period for issuance of up to $50 million in long-term debt from December 31, 2017 to December 31, 2018.
Long-Term Debt Provisions: The utility plant of CL&P, PSNH, Yankee Gas, and NSTAR Gas and a portion of Aquarion is subject to the lien of each company's respective first mortgage bond indenture. The Eversource parent, and NSTAR Electric and a portion of Aquarion debt is unsecured. Additionally, the long-term debt agreements provide that Eversource and certain of its subsidiaries must comply with certain covenants as are customarily included in such agreements, including equity requirements for NSTAR Electric, NSTAR Gas and NSTAR Gas.Aquarion. Under the equity requirements, NSTAR Electric's and Aquarion's senior notes must maintain a certain consolidated indebtedness to capitalization ratio as of the end of any fiscal quarter and NSTAR Gas' outstanding long-term debt must not exceed equity.
CL&P's obligation to repay the PCRBsPollution Control Revenue Bonds (PCRBs) is secured by first mortgage bonds. The first mortgage bonds contain similar terms and provisions as the applicable series of PCRBs. If CL&P fails to meet its obligations under the first mortgage bonds, then the holder of the first mortgage bonds (the issuer of the PCRBs) would have rights under the first mortgage bonds. CL&P's tax-exempt PCRBs will be subject to redemption at par on or after September 1, 2021. All other long-term debt securities are subject to make-whole provisions.
PSNH's obligation to repay the PCRBs is secured by first mortgage bonds and bond insurance. The first mortgage bonds contain similar terms and provisions as the PCRBs. If PSNH fails to meet its obligations under the first mortgage bonds, then the holder of the first mortgage bonds (the issuer of the PCRBs) would have rights under the first mortgage bonds. The PSNH Series A tax-exempt PCRBs are currently callable at 100 percent of par. The PCRBs bear interest at a rate that is periodically set pursuant to auctions. PSNH is not obligated to purchase these PCRBs, which mature in 2021, from the remarketing agent.
Certain secured and unsecured notes payablelong-term debt securities are callable at redemption price andor are subject to make-whole provisions.
Eversource, NSTAR Electric and Yankee Gas have certainNo long-term debt agreements that contain cross-default provisions. No other debt issuances contain cross-default provisionsdefaults have occurred as of December 31, 2017.2020.
CYAPC's Pre-1983 Spent Nuclear Fuel Obligation: Under the Nuclear Waste Policy Act of 1982, the DOE is responsible for the selection and development of repositories for, and the disposal of, spent nuclear fuel and high-level radioactive waste. CYAPC is obligated to pay the DOE for the costs to dispose of spent nuclear fuel and high-level radioactive waste generated prior to April 7, 1983 (pre-1983 Spent Nuclear Fuel) and recorded an accrual for the full liability thereof to the DOE. This liability accrues interest costs at the 3-month Treasury bill yield rate. For nuclear fuel used to generate electricity prior to April 7, 1983, payment may be made any time prior to the first delivery of spent fuel to the DOE. Fees for disposal of nuclear fuel burned on or after April 7, 1983 were billed to member companies and paid to the DOE.
As of December 31, 20172020 and 2016,2019, as a result of consolidating CYAPC, Eversource has consolidated $181.4$11.7 million and $180.0$11.6 million, respectively, in pre-1983 spent nuclear fuel obligations to the DOE. These obligations includeIn December 2019, CYAPC paid $29 million to the DOE to partially settle this obligation. The obligation includes accumulated interest costs of $132.6$8.7 million and $131.2$8.6 million as of December 31, 20172020 and 2016,2019, respectively. CYAPC maintains a trust to fund amounts due to the DOE for the disposal of pre-1983 spent nuclear fuel. For further information, see Note 5, "Marketable Securities," to the financial statements.
Long-Term Debt Maturities: Long-term debt maturities on debt outstanding for the years 20182021 through 20222025 and thereafter are shown below. These amounts exclude thePSNH rate reduction bonds, CYAPC pre-1983 spent nuclear fuel obligation, net unamortized premiums, discounts and debt issuance costs, and other fair value adjustments as of December 31, 2017:2020:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2021 | $ | 1,022.2 | | | $ | 0 | | | $ | 250.0 | | | $ | 282.0 | |
| 2022 | 1,175.2 | | | 0 | | | 400.0 | | | 0 | |
| 2023 | 1,658.2 | | | 400.0 | | | 80.0 | | | 325.0 | |
| 2024 | 1,049.9 | | | 139.8 | | | 0 | | | 0 | |
| 2025 | 1,400.0 | | | 400.0 | | | 250.0 | | | 0 | |
| Thereafter | 9,807.9 | | | 2,975.5 | | | 2,690.0 | | | 500.0 | |
| Total | $ | 16,113.4 | | | $ | 3,915.3 | | | $ | 3,670.0 | | | $ | 1,107.0 | |
10. RATE REDUCTION BONDS AND VARIABLE INTEREST ENTITIES
Rate Reduction Bonds: On May 8, 2018, PSNH Funding, a wholly-owned subsidiary of PSNH, issued $635.7 million of securitized RRBs in multiple tranches with a weighted average interest rate of 3.66 percent, and final maturity dates ranging from 2026 to 2035. The RRBs are expected to be repaid by February 1, 2033. RRB payments consist of principal and interest and are paid semi-annually, beginning on February 1, 2019. The RRBs were issued pursuant to a finance orderissued by the NHPUC on January 30, 2018 to recover remaining costs resulting from the divestiture of PSNH’s generation assets.
The proceeds were used by PSNH Funding to purchase PSNH’s stranded cost asset-recovery property, including its vested property right to bill, collect and adjust a non-bypassable stranded cost recovery charge from PSNH’s retail customers. The collections are used to pay principal, interest and other costs in connection with the RRBs. The RRBs are secured by the stranded cost asset-recovery property. Cash collections from the stranded cost recovery charges and funds on deposit in trust accounts are the sole source of funds to satisfy the debt obligation. PSNH is not the owner of the RRBs, and PSNH Funding’s assets and revenues are not available to pay PSNH’s creditors. The RRBs are non-recourse senior secured obligations of PSNH Funding and are not insured or guaranteed by PSNH or Eversource Energy.
PSNH Funding was formed solely to issue RRBs to finance PSNH's unrecovered remaining costs associated with the divestiture of its generation assets. PSNH Funding is considered a VIE primarily because the equity capitalization is insufficient to support its operations. PSNH has the power to direct the significant activities of the VIE and is most closely associated with the VIE as compared to other interest holders. Therefore, PSNH is considered the primary beneficiary and consolidates PSNH Funding in its consolidated financial statements. The following tables summarize the impact of PSNH Funding on PSNH's balance sheets and income statements:
| | | | | | | | | | | |
| (Millions of Dollars) | As of December 31, |
| Balance Sheet: | 2020 | | 2019 |
| Restricted Cash - Current Portion (included in Current Assets) | $ | 36.8 | | | $ | 32.5 | |
| Restricted Cash - Long-Term Portion (included in Other Long-Term Assets) | 2.1 | | | 3.2 | |
| Securitized Stranded Cost (included in Regulatory Assets) | 522.1 | | | 565.3 | |
| Other Regulatory Liabilities (included in Regulatory Liabilities) | 9.1 | | | 5.6 | |
| Accrued Interest (included in Other Current Liabilities) | 8.0 | | | 8.6 | |
| Rate Reduction Bonds - Current Portion | 43.2 | | | 43.2 | |
| Rate Reduction Bonds - Long-Term Portion | 496.9 | | | 540.1 | |
| | | | | | | | | | | |
(Millions of Dollars)
Income Statement: | For the Years Ended December 31, |
| 2020 | | 2019 |
| Amortization of RRB Principal (included in Amortization of Regulatory Assets, Net) | $ | 43.2 | | | $ | 43.0 | |
| Interest Expense on RRB Principal (included in Interest Expense) | 19.7 | | | 21.1 | |
Variable Interest Entities - Other: The Company's variable interests outside of the consolidated group include contracts that are required by regulation and provide for regulatory recovery of contract costs and benefits through customer rates. Eversource, CL&P and NSTAR Electric hold variable interests in VIEs through agreements with certain entities that own single renewable energy or peaking generation power plants, with other independent power producers and with transmission businesses. Eversource, CL&P and NSTAR Electric do not control the activities that are economically significant to these VIEs or provide financial or other support to these VIEs. Therefore, Eversource, CL&P and NSTAR Electric do not consolidate these VIEs.
|
| | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2018 | $ | 961.0 |
| | $ | 300.0 |
| | $ | — |
| | $ | 110.0 |
|
| 2019 | 801.0 |
| | 250.0 |
| | — |
| | 150.0 |
|
| 2020 | 296.1 |
| | — |
| | 95.0 |
| | — |
|
| 2021 | 922.8 |
| | — |
| | 250.0 |
| | 371.3 |
|
| 2022 | 1,188.9 |
| | — |
| | 400.0 |
| | — |
|
| Thereafter | 7,643.1 |
| | 2,515.3 |
| | 2,220.0 |
| | 375.0 |
|
| Total | $ | 11,812.9 |
| | $ | 3,065.3 |
| | $ | 2,965.0 |
| | $ | 1,006.3 |
|
9.11. EMPLOYEE BENEFITS
A. Pension Benefits and Postretirement Benefits Other Than PensionsPension
Eversource provides defined benefit retirement plans (the "Pension Plans")(Pension Plans) that cover eligible employees including, among others, employees of CL&P, NSTAR Electric and PSNH. The Pension Plans are subject to the provisions of ERISA, as amended by the PPAPension Protection Act of 2006. Eversource's policy is to annually fund the Pension Plans in an amount at least equal to an amount that will satisfy all federal funding requirements. In addition to the Pension Plans, Eversource maintains SERP Plansnon-qualified defined benefit retirement plans (SERP Plans) which provide benefits in excess of Internal Revenue Code limitations to eligible participants consisting of current and retired employees.
Eversource also provides defined benefit postretirement plans (the "PBOP Plans")(PBOP Plans) that provided certain benefits, primarily medical, dental and life insurance to eligible employees that met certain age and service eligibility requirements. In August 2016, Eversource Service amended its PBOP Plan, which standardized separate benefit structures that existed within the plan and made other benefit changes. The new plan providesprovide life insurance and a health reimbursement arrangement created for the purpose of reimbursing retirees and dependents for health insurance premiums and certain medical expenses.expenses to eligible employees that meet certain age and service eligibility requirements. The benefits provided under the PBOP Plans are not vested, and the Company has the right to modify any benefit provision subject to applicable laws at that time. Eversource annually funds postretirement costs through tax deductible contributions to external trusts.
The Pension, SERP and PBOP Plans cover eligible employees, including, among others, employees of the regulated companies. Because the regulated companies recover the retiree benefit costs from customers through rates, regulatory assets are recorded in lieu of recording an adjustment to Accumulated Other Comprehensive Income/(Loss) foras an offset to the funded status of the Pension, SERP and PBOP Plans. Regulatory accounting is also applied to the portions of the Eversource Service retiree benefit costs that support the regulated companies, as these costs are also recovered from customers. Adjustments to the Pension, SERP and PBOP PlansPlans' funded status for the unregulated companies are recorded on an after-tax basis to Accumulated Other Comprehensive Income/(Loss). For further information, see Note 2, "Regulatory Accounting," and Note 15,16, "Accumulated Other Comprehensive Income/(Loss)," to the financial statements.
Funded Status:The difference between the actual return and calculated expected return on plan assets for the Pension, SERP and PBOP Plans is reflected as a component of unrecognized actuarial gains or losses, which are recorded in Regulatory Assets or Accumulated Other Comprehensive Income/(Loss). Unrecognized actuarial gains or losses are amortized as a component of pension and PBOP expense over the estimated average future employee service period.
Pension and SERP Plans: The Pension and SERP Plans are accounted for under the multiple-employer approach, with each operating company's balance sheet reflecting its share of the funded status of the plans. Although Eversource maintains marketable securities in a benefit trust, the SERP Plans do not contain any assets. For further information, see Note 5, "Marketable Securities," to the financial statements. The following table providestables provide information on the Pension and SERP Planplan benefit obligations, fair values of Pension Planplan assets, and funded status:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Pension and SERP |
| As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Eversource | | CL&P | | NSTAR
Electric | | PSNH |
| Change in Benefit Obligation: | | | | | | | | | | | | | | | |
| Benefit Obligation as of Beginning of Year | $ | (6,321.7) | | | $ | (1,331.3) | | | $ | (1,397.3) | | | $ | (692.6) | | | $ | (5,520.0) | | | $ | (1,160.4) | | | $ | (1,236.5) | | | $ | (610.7) | |
| Service Cost | (76.2) | | | (21.8) | | | (15.4) | | | (8.2) | | | (67.7) | | | (18.0) | | | (14.6) | | | (7.1) | |
| Interest Cost | (177.8) | | | (37.3) | | | (38.6) | | | (19.4) | | | (219.0) | | | (45.7) | | | (49.0) | | | (24.0) | |
| Actuarial Loss | (658.2) | | | (152.3) | | | (139.5) | | | (62.1) | | | (815.3) | | | (176.6) | | | (181.0) | | | (84.5) | |
| Benefits Paid - Pension | 279.3 | | | 63.6 | | | 59.4 | | | 33.5 | | | 273.0 | | | 60.2 | | | 67.1 | | | 30.3 | |
| Benefits Paid - Lump Sum | 23.4 | | | 0 | | | 13.1 | | | 0 | | | 20.0 | | | 0 | | | 12.9 | | | 0 | |
| Benefits Paid - SERP | 7.3 | | | 0.3 | | | 0.2 | | | 0.4 | | | 7.3 | | | 0.3 | | | 0.1 | | | 0.4 | |
| Employee Transfers | 0 | | | 1.5 | | | 0.2 | | | (0.3) | | | 0 | | | 8.9 | | | 3.7 | | | 3.0 | |
| Increase due to acquisition of CMA | (121.4) | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | |
| Benefit Obligation as of End of Year | $ | (7,045.3) | | | $ | (1,477.3) | | | $ | (1,517.9) | | | $ | (748.7) | | | $ | (6,321.7) | | | $ | (1,331.3) | | | $ | (1,397.3) | | | $ | (692.6) | |
| Change in Pension Plan Assets: | | | | | | | | | | | | | | | |
Fair Value of Pension Plan Assets as of
Beginning of Year | $ | 4,968.6 | | | $ | 986.2 | | | $ | 1,288.8 | | | $ | 551.6 | | | $ | 4,573.9 | | | $ | 918.4 | | | $ | 1,222.1 | | | $ | 506.6 | |
| Employer Contributions | 109.6 | | | 23.2 | | | 0.7 | | | 19.5 | | | 112.5 | | | 24.0 | | | 0.4 | | | 15.4 | |
| Actual Return on Pension Plan Assets | 512.3 | | | 98.8 | | | 128.3 | | | 55.8 | | | 575.2 | | | 112.9 | | | 150.0 | | | 62.9 | |
| Benefits Paid - Pension | (279.3) | | | (63.6) | | | (59.4) | | | (33.5) | | | (273.0) | | | (60.2) | | | (67.1) | | | (30.3) | |
| Benefits Paid - Lump Sum | (23.4) | | | 0 | | | (13.1) | | | 0 | | | (20.0) | | | 0 | | | (12.9) | | | 0 | |
| Employee Transfers | 0 | | | (1.5) | | | (0.2) | | | 0.3 | | | 0 | | | (8.9) | | | (3.7) | | | (3.0) | |
| Increase due to acquisition of CMA | 121.4 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | |
| Fair Value of Pension Plan Assets as of End of Year | $ | 5,409.2 | | | $ | 1,043.1 | | | $ | 1,345.1 | | | $ | 593.7 | | | $ | 4,968.6 | | | $ | 986.2 | | | $ | 1,288.8 | | | $ | 551.6 | |
| Funded Status as of December 31st | $ | (1,636.1) | | | $ | (434.2) | | | $ | (172.8) | | | $ | (155.0) | | | $ | (1,353.1) | | | $ | (345.1) | | | $ | (108.5) | | | $ | (141.0) | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Pension and SERP |
| | As of December 31, 2017 | | As of December 31, 2016 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Change in Benefit Obligation: | | | | | | | | | | | |
| | | | |
| Benefit Obligation as of Beginning of Year | $ | (5,242.3 | ) | | $ | (1,170.2 | ) | | $ | (1,217.3 | ) | | $ | (572.2 | ) | | $ | (5,080.1 | ) | | $ | (1,157.6 | ) | | $ | (1,187.3 | ) | | $ | (547.6 | ) |
| Plan Amendment | — |
| | — |
| | — |
| | — |
| | (9.0 | ) | | — |
| | (2.8 | ) | | — |
|
| Employee Transfers | — |
| | 8.2 |
| | 5.5 |
| | (0.7 | ) | | — |
| | 8.8 |
| | 1.3 |
| | 2.4 |
|
| Service Cost | (71.3 | ) | | (18.5 | ) | | (15.5 | ) | | (9.7 | ) | | (75.0 | ) | | (18.8 | ) | | (16.3 | ) | | (9.9 | ) |
| Interest Cost | (188.0 | ) | | (41.6 | ) | | (42.7 | ) | | (21.2 | ) | | (185.5 | ) | | (41.6 | ) | | (42.2 | ) | | (20.7 | ) |
| Actuarial Loss | (548.7 | ) | | (116.9 | ) | | (143.5 | ) | | (65.1 | ) | | (151.8 | ) | | (23.9 | ) | | (37.2 | ) | | (21.5 | ) |
| Benefits Paid - Pension | 243.7 |
| | 63.5 |
| | 55.4 |
| | 26.4 |
| | 254.0 |
| | 62.6 |
| | 67.0 |
| | 24.9 |
|
| Benefits Paid - Lump Sum | 18.4 |
| | — |
| | 6.8 |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Benefits Paid - SERP | 20.4 |
| | 0.3 |
| | 0.3 |
| | 0.3 |
| | 5.1 |
| | 0.3 |
| | 0.2 |
| | 0.2 |
|
Increase due to acquisition of Aquarion
| (168.7 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Benefit Obligation as of End of Year | $ | (5,936.5 | ) | | $ | (1,275.2 | ) | | $ | (1,351.0 | ) | | $ | (642.2 | ) | | $ | (5,242.3 | ) | | $ | (1,170.2 | ) | | $ | (1,217.3 | ) | | $ | (572.2 | ) |
| Change in Pension Plan Assets: | | | | | | | | | | | | | | | |
Fair Value of Pension Plan Assets as of Beginning of Year | $ | 4,076.0 |
| | $ | 905.5 |
| | $ | 1,088.3 |
| | $ | 494.0 |
| | $ | 3,905.4 |
| | $ | 913.5 |
| | $ | 1,053.7 |
| | $ | 470.5 |
|
| Employee Transfers | — |
| | (8.2 | ) | | (5.5 | ) | | 0.7 |
| | — |
| | (8.8 | ) | | (1.3 | ) | | (2.4 | ) |
| Employer Contributions | 235.2 |
| | 2.5 |
| | 85.4 |
| | 0.8 |
| | 146.2 |
| | 0.4 |
| | 28.4 |
| | 17.1 |
|
| Actual Return on Pension Plan Assets | 589.7 |
| | 126.7 |
| | 154.8 |
| | 70.4 |
| | 278.4 |
| | 63.0 |
| | 74.5 |
| | 33.7 |
|
| Benefits Paid | (243.7 | ) | | (63.5 | ) | | (55.4 | ) | | (26.4 | ) | | (254.0 | ) | | (62.6 | ) | | (67.0 | ) | | (24.9 | ) |
| Benefits Paid - Lump Sum | (18.4 | ) | | — |
| | (6.8 | ) | | — |
| | — |
| | — |
| | — |
| | — |
|
Increase due to acquisition of Aquarion
| 100.7 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Fair Value of Pension Plan Assets as of End of Year | $ | 4,739.5 |
| | $ | 963.0 |
| | $ | 1,260.8 |
|
| $ | 539.5 |
| | $ | 4,076.0 |
| | $ | 905.5 |
| | $ | 1,088.3 |
| | $ | 494.0 |
|
| Funded Status as of December 31st | $ | (1,197.0 | ) | | $ | (312.2 | ) | | $ | (90.2 | ) | | $ | (102.7 | ) | | $ | (1,166.3 | ) | | $ | (264.7 | ) | | $ | (129.0 | ) | | $ | (78.2 | ) |
In 2017, thereFor the year ended December 31, 2020, the increase in the benefit obligation was primarily attributable to a decrease toin the discount rate, used to calculate the funded status of the Eversource pension liability, which resulted in an increase to Eversource's pension liability of approximately $390 million as of$603.0 million. The increase in the benefit obligation was partially offset by the actual return on assets exceeding the expected asset return and changes in the mortality assumption. For the year ended December 31, 2017.
In 2016, there2019, the increase in the benefit obligation was primarily attributable to a decrease in the discount rate, used to calculate the funded status of the Eversource pension liability, which resulted in an increase to Eversource's pension liability of approximately $177$813.1 million, which was partially offset by a revised scale for the mortality table resultingchanges in a decrease to Eversource's pension liability of approximately $32 million as of December 31, 2016. In December 2016, Eversource amended its pensionactual plan to adjust the calculation of lump sum payments or annuity payments for certain employees. This amendment resultedexperience and changes in an increase to the liability of $9 million as of December 31, 2016.other assumptions.
The pension and SERP Plans' funded status includes the current portion of the SERP liability totaling $8.4$6.8 million and $24.8$8.7 million as of December 31, 20172020 and 2016,2019, respectively, which is included in Other Current Liabilities on the balance sheets.
As of December 31, 20172020 and 2016,2019, the accumulated benefit obligation for the Pension and SERP Plans is as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2020 | $ | 6,669.4 | | | $ | 1,356.4 | | | $ | 1,449.4 | | | $ | 707.2 | |
| 2019 | 5,963.4 | | | 1,205.4 | | | 1,340.8 | | | 646.7 | |
|
| | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2017 | $ | 5,583.6 |
| | $ | 1,179.2 |
| | $ | 1,260.1 |
| | $ | 597.2 |
|
| 2016 | 4,829.6 |
| | 1,065.2 |
| | 1,124.8 |
| | 518.9 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | PBOP |
| | As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Eversource | | CL&P | | NSTAR
Electric | | PSNH |
| Change in Benefit Obligation: | | | | | | | | | | | | | | | |
| Benefit Obligation as of Beginning of Year | $ | (899.0) | | | $ | (172.7) | | | $ | (258.3) | | | $ | (93.0) | | | $ | (841.5) | | | $ | (161.7) | | | $ | (246.3) | | | $ | (91.9) | |
| Service Cost | (10.2) | | | (1.7) | | | (2.1) | | | (0.9) | | | (7.8) | | | (1.4) | | | (1.7) | | | (0.7) | |
| Interest Cost | (24.6) | | | (4.4) | | | (6.6) | | | (2.8) | | | (32.7) | | | (6.3) | | | (9.5) | | | (3.4) | |
| Actuarial Loss | (82.8) | | | (8.6) | | | (7.4) | | | (19.0) | | | (67.0) | | | (13.4) | | | (15.2) | | | (3.1) | |
| Benefits Paid | 50.2 | | | 10.1 | | | 14.9 | | | 6.1 | | | 50.0 | | | 10.8 | | | 15.4 | | | 5.6 | |
| Employee Transfers | 0 | | | (1.3) | | | (1.0) | | | 0.1 | | | 0 | | | (0.7) | | | (1.0) | | | 0.5 | |
| Increase due to acquisition of CMA | (27.5) | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | |
| Benefit Obligation as of End of Year | $ | (993.9) | | | $ | (178.6) | | | $ | (260.5) | | | $ | (109.5) | | | $ | (899.0) | | | $ | (172.7) | | | $ | (258.3) | | | $ | (93.0) | |
| Change in Plan Assets: | | | | | | | | | | | | | | | |
| Fair Value of Plan Assets as of Beginning of Year | $ | 935.9 | | | $ | 126.3 | | | $ | 424.4 | | | $ | 76.0 | | | $ | 849.6 | | | $ | 120.6 | | | $ | 379.1 | | | $ | 71.2 | |
| Actual Return on Plan Assets | 116.5 | | | 15.7 | | | 53.3 | | | 9.3 | | | 127.0 | | | 17.1 | | | 57.0 | | | 10.0 | |
| Employer Contributions | 1.9 | | | 0 | | | 0 | | | 0 | | | 9.3 | | | 0 | | | 6.0 | | | 0 | |
| Benefits Paid | (50.2) | | | (10.1) | | | (14.9) | | | (6.1) | | | (50.0) | | | (10.8) | | | (15.4) | | | (5.6) | |
| Employee Transfers | 0 | | | 2.2 | | | 1.8 | | | 0.2 | | | 0 | | | (0.6) | | | (2.3) | | | 0.4 | |
| Fair Value of Plan Assets as of End of Year | $ | 1,004.1 | | | $ | 134.1 | | | $ | 464.6 | | | $ | 79.4 | | | $ | 935.9 | | | $ | 126.3 | | | $ | 424.4 | | | $ | 76.0 | |
| Funded Status as of December 31st | $ | 10.2 | | | $ | (44.5) | | | $ | 204.1 | | | $ | (30.1) | | | $ | 36.9 | | | $ | (46.4) | | | $ | 166.1 | | | $ | (17.0) | |
The Eversource PBOP funded status includes prepaid assets of $34.7 million and $62.7 million recorded in Other Long-Term Assets and liabilities of $24.5 million and $25.8 million included in Accrued Pension, SERP and PBOP on the balance sheets as of December 31, 2020 and 2019, respectively.
For the year ended December 31, 2020, the increase in the benefit obligation was primarily attributable to a decrease in the discount rate, which resulted in an increase to the Eversource PBOP liability of $68.3 million, and by changes in our retirement assumptions. For the year ended December 31, 2019, the increase in the benefit obligation was primarily attributable to a decrease in the discount rate, which resulted in an increase to the Eversource PBOP liability of $88.6 million.
The following actuarial assumptions were used in calculating the Pension, SERP and SERPPBOP Plans' year end funded status:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Pension and SERP | | PBOP |
| | As of December 31, | | As of December 31, |
| | | 2020 | | 2019 | | 2020 | | 2019 |
| Discount Rate | | 2.4% | — | 2.7% | | 3.0% | — | 3.4% | | 2.5% | — | 2.6% | | 3.2% | — | 3.3% |
| Compensation/Progression Rate | | 3.5% | — | 4.0% | | 3.5% | — | 4.0% | | N/A |
|
| | | | | | | | |
| | Pension and SERP |
| | As of December 31, |
| | | 2017 | | 2016 |
| Discount Rate | | 3.43% | — | 3.75% | | 4.01% | — | 4.33% |
| Compensation/Progression Rate | | 3.50% | — | 4.00% | | 3.50% |
For the Eversource Service PBOP Plan, the health care cost trend rate is not applicable. For the Aquarion PBOP Plan, the health care cost trend rate for pre-65 retirees is 6.3 percent, with an ultimate rate of 5 percent in 2023, and for post-65 retirees, the health care trend rate and ultimate rate is 3.5 percent.
Pension and SERP Expense: Eversource charges net periodic pension expensebenefit expense/(income) for the Pension, SERP and PBOP Plans to its subsidiaries based on the actual participant demographic data for each subsidiary's participants. The actual investment return in the trust is allocated to each of the subsidiaries annually in proportion to the investment return expected to be earned during the year.
Effective January 1, 2016, The Company utilizes the Company refined its method of estimatingspot rate methodology to estimate the discount rate for the service and interest cost components of Pensionbenefit expense, from the yield-curve approach to the spot rate methodology, which provides a more precise measurement by matching projected cash flows to the corresponding spot rates on the yield curve. Historically, these components were estimated using the same weighted-average discount rate as for the funded status. The total pre-tax benefit of this change on Pension expense, prior to the capitalized portion and amounts deferred and recovered through rate reconciliation mechanisms, for the year ended December 31, 2016 was approximately $46 million.
The components of net periodic benefit expenseexpense/(income) for the Pension, SERP and SERPPBOP Plans, prior to amounts capitalized as Property, Plant and Equipment or deferred as regulatory assets for future recovery, are shown below. The service cost component of net periodic benefit expense and the intercompany allocations,expense/(income), less the capitalized portions of pension and SERP amounts, areportion, is included in Operations and Maintenance expense on the statements of income. Capitalized amounts relate to employees working on capital projects and are included in Property, Plant and Equipment, Net on the balance sheets. Pension and SERP expense reflected in the statements of cash flows for CL&P, NSTAR Electric and PSNH does not include the intercompany allocations or the corresponding capitalized portion, as these amounts are cash settled on a short-term basis.
|
| | | | | | | | | | | | | | | |
| | Pension and SERP |
| | For the Year Ended December 31, 2017 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Service Cost | $ | 71.3 |
| | $ | 18.5 |
| | $ | 15.5 |
| | $ | 9.7 |
|
| Interest Cost | 188.0 |
| | 41.6 |
| | 42.7 |
| | 21.2 |
|
| Expected Return on Pension Plan Assets | (334.1 | ) | | (71.7 | ) | | (87.6 | ) | | (40.0 | ) |
| Actuarial Loss | 135.2 |
| | 27.7 |
| | 41.1 |
| | 11.6 |
|
| Prior Service Cost | 4.5 |
| | 1.5 |
| | 0.6 |
| | 0.5 |
|
| Total Net Periodic Benefit Expense | $ | 64.9 |
| | $ | 17.6 |
| | $ | 12.3 |
| | $ | 3.0 |
|
| Intercompany Allocations | N/A |
| | $ | 9.8 |
| | $ | 9.1 |
| | $ | 3.3 |
|
| Capitalized Pension Expense | $ | 22.0 |
| | $ | 9.7 |
| | $ | 7.6 |
| | $ | 1.5 |
|
|
| | | | | | | | | | | | | | | |
| | Pension and SERP |
| | For the Year Ended December 31, 2016 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Service Cost | $ | 75.0 |
| | $ | 18.8 |
| | $ | 16.3 |
| | $ | 9.9 |
|
| Interest Cost | 185.5 |
| | 41.6 |
| | 42.2 |
| | 20.7 |
|
| Expected Return on Pension Plan Assets | (317.9 | ) | | (72.1 | ) | | (85.1 | ) | | (38.6 | ) |
| Actuarial Loss | 125.7 |
| | 25.4 |
| | 39.9 |
| | 9.9 |
|
| Prior Service Cost | 3.6 |
| | 1.5 |
| | 0.3 |
| | 0.5 |
|
| Total Net Periodic Benefit Expense | $ | 71.9 |
| | $ | 15.2 |
| | $ | 13.6 |
| | $ | 2.4 |
|
| Intercompany Allocations | N/A |
| | $ | 13.8 |
| | $ | 11.4 |
| | $ | 4.0 |
|
| Capitalized Pension Expense | $ | 22.1 |
| | $ | 9.3 |
| | $ | 8.0 |
| | $ | 1.4 |
|
|
| | | | | | | | | | | | | | | |
| | Pension and SERP |
| | For the Year Ended December 31, 2015 |
| (Millions of Dollars) | Eversource (1) | | CL&P | | NSTAR Electric | | PSNH (1) |
| Service Cost | $ | 91.4 |
| | $ | 24.7 |
| | $ | 19.2 |
| | $ | 12.1 |
|
| Interest Cost | 227.0 |
| | 51.1 |
| | 50.6 |
| | 24.3 |
|
| Expected Return on Pension Plan Assets | (335.9 | ) | | (78.9 | ) | | (88.9 | ) | | (40.4 | ) |
| Actuarial Loss | 148.5 |
| | 32.2 |
| | 42.2 |
| | 11.6 |
|
| Prior Service Cost | 3.7 |
| | 1.5 |
| | 0.2 |
| | 0.5 |
|
| Total Net Periodic Benefit Expense | $ | 134.7 |
| | $ | 30.6 |
| | $ | 23.3 |
| | $ | 8.1 |
|
| Intercompany Allocations | N/A |
| | $ | 22.5 |
| | $ | 18.0 |
| | $ | 6.7 |
|
| Capitalized Pension Expense | $ | 41.0 |
| | $ | 18.8 |
| | $ | 13.3 |
| | $ | 3.5 |
|
| |
(1)
| Amounts exclude $3.2 million for the year ended December 31, 2015 that represent amounts included in other deferred debits. |
The following actuarial assumptions were used to calculate Pension and SERP expense amounts:
|
| | | | | | | | | | |
| | Pension and SERP |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| Discount Rate | 3.20% | — | 3.90% | | 3.27% | — | 4.89% | | 4.20 | % |
| Expected Long-Term Rate of Return | 8.25% | | 8.25% | | 8.25 | % |
| Compensation/Progression Rate | 3.50% | | 3.50% | | 3.50 | % |
The following is a summary of the changes in plan assets and benefit obligations recognized in Regulatory Assets and Other Comprehensive Income ("OCI") as well as amounts in Regulatory Assets and OCI that were reclassified as net periodic benefit expense during the years presented:
|
| | | | | | | | | | | | | | | |
| | Regulatory Assets | | OCI |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2017 | | 2016 |
| Actuarial Losses Arising During the Year | $ | 333.0 |
| | $ | 184.6 |
| | $ | 9.3 |
| | $ | 6.8 |
|
| Actuarial Losses Reclassified as Net Periodic Benefit Expense | (129.5 | ) | | (119.9 | ) | | (5.7 | ) | | (5.8 | ) |
| Prior Service Cost/(Credit) Arising During the Year | 1.0 |
| | 7.1 |
| | (0.4 | ) | | 1.9 |
|
| Prior Service Cost Reclassified as Net Periodic Benefit Expense | (4.1 | ) | | (3.4 | ) | | (0.4 | ) | | (0.2 | ) |
The following is a summary of the remaining Regulatory Assets and Accumulated Other Comprehensive Loss amounts that have not been recognized as components of net periodic benefit expense as of December 31, 2017 and 2016, as well as the amounts that are expected to be recognized as components in 2018:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | Regulatory Assets as of December 31, | | Expected 2018 Expense | | AOCL as of December 31, | | Expected 2018 Expense |
| (Millions of Dollars) | 2017 | | 2016 | | | 2017 | | 2016 | |
| Actuarial Loss | $ | 1,935.8 |
| | $ | 1,732.3 |
| | $ | 141.8 |
| | $ | 85.7 |
| | $ | 82.1 |
| | $ | 5.8 |
|
| Prior Service Cost | 10.3 |
| | 13.4 |
| | 4.2 |
| | 1.5 |
| | 2.3 |
| | 0.3 |
|
PBOP Plans: The PBOP Plans are accounted for under the multiple-employer approach, with each operating company's balance sheet reflecting its share of the funded status of the plans. The following table provides information on the PBOP Plan benefit obligations, fair values of plan assets, and funded status:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | PBOP |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Change in Benefit Obligation: | | | | | | | | | | | | | | | |
| Benefit Obligation as of Beginning of Year | $ | (810.0 | ) | | $ | (165.0 | ) | | $ | (270.0 | ) | | $ | (89.7 | ) | | $ | (1,051.4 | ) | | $ | (164.0 | ) | | $ | (447.2 | ) | | $ | (88.5 | ) |
| Plan Amendment | — |
| | — |
| | — |
| | — |
| | 244.0 |
| | (12.5 | ) | | 193.6 |
| | (6.7 | ) |
| Employee Transfers | — |
| | 2.4 |
| | 1.5 |
| | 0.2 |
| | — |
| | 1.3 |
| | 0.5 |
| | 0.3 |
|
| Service Cost | (9.5 | ) | | (1.9 | ) | | (1.7 | ) | | (1.3 | ) | | (12.2 | ) | | (2.0 | ) | | (3.4 | ) | | (1.3 | ) |
| Interest Cost | (27.1 | ) | | (5.3 | ) | | (8.7 | ) | | (3.0 | ) | | (32.9 | ) | | (5.3 | ) | | (13.3 | ) | | (2.9 | ) |
| Actuarial Gain/(Loss) | (81.8 | ) | | (18.5 | ) | | (13.2 | ) | | (11.9 | ) | | (17.7 | ) | | 3.6 |
| | (23.5 | ) | | 3.6 |
|
| Benefits Paid | 41.5 |
| | 9.9 |
| | 13.5 |
| | 4.6 |
| | 60.2 |
| | 13.9 |
| | 23.3 |
| | 5.8 |
|
Increase due to acquisition of Aquarion
| (61.7 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Benefit Obligation as of End of Year | $ | (948.6 | ) | | $ | (178.4 | ) | | $ | (278.6 | ) | | $ | (101.1 | ) | | $ | (810.0 | ) | | $ | (165.0 | ) | | $ | (270.0 | ) | | $ | (89.7 | ) |
| Change in Plan Assets: | | | | | | | | | | | | | | | |
| Fair Value of Plan Assets as of Beginning of Year | $ | 815.8 |
| | $ | 129.2 |
| | $ | 361.6 |
| | $ | 73.2 |
| | $ | 812.2 |
| | $ | 136.7 |
| | $ | 352.0 |
| | $ | 75.8 |
|
| Employee Transfers | — |
| | (1.5 | ) | | (0.8 | ) | | — |
| | — |
| | (0.8 | ) | | (0.6 | ) | | (0.2 | ) |
| Actual Return on Plan Assets | 118.0 |
| | 18.1 |
| | 52.9 |
| | 10.4 |
| | 51.3 |
| | 7.2 |
| | 24.6 |
| | 3.4 |
|
| Employer Contributions | 7.6 |
| | — |
| | 5.3 |
| | — |
| | 12.5 |
| | — |
| | 8.9 |
| | — |
|
| Benefits Paid | (41.5 | ) | | (9.9 | ) | | (13.5 | ) | | (4.6 | ) | | (60.2 | ) | | (13.9 | ) | | (23.3 | ) | | (5.8 | ) |
Increase due to acquisition of Aquarion
| 22.3 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Fair Value of Plan Assets as of End of Year | $ | 922.2 |
| | $ | 135.9 |
| | $ | 405.5 |
| | $ | 79.0 |
| | $ | 815.8 |
| | $ | 129.2 |
| | $ | 361.6 |
| | $ | 73.2 |
|
| Funded Status as of December 31st | $ | (26.4 | ) | | $ | (42.5 | ) | | $ | 126.9 |
| | $ | (22.1 | ) | | $ | 5.8 |
| | $ | (35.8 | ) | | $ | 91.6 |
| | $ | (16.5 | ) |
The Eversource funded status includes a prepaid asset of $13.1 million recorded in Other Long-Term Assets and a liability of $39.5 million included in Accrued Pension, SERP and PBOP on the balance sheet.
As of December 31, 2017, there was a decrease in the discount rate used to calculate the funded status, as compared to the discount rate as of December 31, 2016, resulting in an increase to the Eversource PBOP liability of approximately $64 million.
The August 2016 PBOP plan amendment resulted in a reduction to Eversource's accumulated benefit liability of approximately $244 million. As of December 31, 2016, there was a decrease in the discount rate used to calculate the funded status, as compared to the discount rate as of December 31, 2015, resulting in an increase to the Eversource liability of approximately $75 million, which was partially offset by a decrease of approximately $52 million from changes in mortality and other assumptions.
The following actuarial assumptions were used in calculating the PBOP Plans' year end funded status:
|
| | | | | |
| | PBOP |
| | As of December 31, |
| | 2017 | | 2016 |
| Discount Rate | 3.55% | — | 3.70% | | 4.21% |
For the Eversource Service PBOP Plan, effective with the plan amendment that standardized plan designs and made benefit changes in August 2016, the health care cost trend rate is no longer applicable.
PBOP Expense: Eversource charges net periodic postretirement benefits expense to its subsidiaries based on the actual participant demographic data for each subsidiary's participants. The actual investment return in the trust each year is allocated to each of the subsidiaries annually in proportion to the investment return expected to be earned during the year.
Effective January 1, 2016, the Company refined its method of estimating the discount rate for the service and interest cost components of PBOP expense from the yield-curve methodology to the spot rate methodology, which provides a more precise measurement by matching projected cash flows to the corresponding spot rates on the yield curve. Historically these components were estimated using the same weighted-average discount rate as for the funded status. The total pre-tax benefit of this change on PBOP expense, prior to the capitalized portion and amounts deferred and recovered through rate reconciliation mechanisms, for the year ended December 31, 2016 was approximately $10 million.
The August 2016 PBOP Plan amendment resulted in a remeasurement of the benefit obligation and annual expense using assumptions at that point in time, including updated discount rates and asset values. The remeasurement resulted in a decrease in net periodic benefit costs for PBOP benefits, prior to the capitalized portion and amounts deferred and recovered through rate reconciliation mechanisms, of approximately $10 million, which was recorded in 2016, and most of this amount will be deferred for future refund to customers.
The components of net periodic benefit expense for the PBOP Plans are shown below. The net periodic benefit expense and the intercompany allocations,expense/(income), less the capitalizeddeferred portion, of PBOP, are included in Operations and Maintenance expenseOther Income, Net on the statements of income. Capitalized PBOP amounts relate to employees working on capital projectsPension, SERP and are included in Property, Plant and Equipment, Net on the balance sheets. PBOP expense reflected in the statements of cash flows for CL&P, NSTAR Electric and PSNH does not include the intercompany allocations or the corresponding capitalized and deferred portion, as these amounts are cash settled on a short-term basis.
| | | | PBOP | | Pension and SERP | | PBOP |
| | For the Year Ended December 31, 2017 | | For the Year Ended December 31, 2020 | | For the Year Ended December 31, 2020 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Service Cost | $ | 9.5 |
| | $ | 1.9 |
| | $ | 1.7 |
| | $ | 1.3 |
| Service Cost | $ | 76.2 | | | $ | 21.8 | | | $ | 15.4 | | | $ | 8.2 | | | $ | 10.2 | | | $ | 1.7 | | | $ | 2.1 | | | $ | 0.9 | |
| Interest Cost | 27.1 |
| | 5.3 |
| | 8.7 |
| | 3.0 |
| Interest Cost | 177.8 | | | 37.3 | | | 38.6 | | | 19.4 | | | 24.6 | | | 4.4 | | | 6.6 | | | 2.8 | |
| Expected Return on Plan Assets | (63.7 | ) | | (9.7 | ) | | (28.6 | ) | | (5.5 | ) | Expected Return on Plan Assets | (400.3) | | | (79.2) | | | (103.0) | | | (44.7) | | | (73.6) | | | (9.9) | | | (34.0) | | | (5.7) | |
| Actuarial Loss | 9.1 |
| | 1.0 |
| | 3.4 |
| | 0.6 |
| Actuarial Loss | 202.0 | | | 39.2 | | | 55.2 | | | 15.6 | | | 8.4 | | | 1.1 | | | 2.5 | | | 0.8 | |
| Prior Service (Credit)/Cost | (21.6 | ) | | 1.1 |
| | (17.0 | ) | | 0.6 |
| |
| Prior Service Cost/(Credit) | | Prior Service Cost/(Credit) | 1.2 | | | 0 | | | 0.3 | | | 0 | | | (21.2) | | | 1.1 | | | (17.0) | | | 0.4 | |
| Total Net Periodic Benefit Expense/(Income) | $ | (39.6 | ) | | $ | (0.4 | ) | | $ | (31.8 | ) | | $ | — |
| Total Net Periodic Benefit Expense/(Income) | $ | 56.9 | | | $ | 19.1 | | | $ | 6.5 | | | $ | (1.5) | | | $ | (51.6) | | | $ | (1.6) | | | $ | (39.8) | | | $ | (0.8) | |
| Intercompany Allocations | N/A |
| | $ | (0.7 | ) | | $ | (1.1 | ) | | $ | (0.5 | ) | Intercompany Allocations | N/A | | $ | 9.1 | | | $ | 8.9 | | | $ | 2.9 | | | N/A | | $ | (1.1) | | | $ | (1.4) | | | $ | (0.5) | |
| Capitalized PBOP Expense/(Income) | $ | (19.1 | ) | | $ | (0.5 | ) | | $ | (16.2 | ) | | $ | 0.2 |
| |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Pension and SERP | | PBOP |
| | For the Year Ended December 31, 2019 | | For the Year Ended December 31, 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Service Cost | $ | 67.7 | | | $ | 18.0 | | | $ | 14.6 | | | $ | 7.1 | | | $ | 7.8 | | | $ | 1.4 | | | $ | 1.7 | | | $ | 0.7 | |
| Interest Cost | 219.0 | | | 45.7 | | | 49.0 | | | 24.0 | | | 32.7 | | | 6.3 | | | 9.5 | | | 3.4 | |
| Expected Return on Plan Assets | (367.1) | | | (73.2) | | | (97.1) | | | (40.7) | | | (66.8) | | | (9.2) | | | (30.2) | | | (5.4) | |
| Actuarial Loss | 143.2 | | | 26.9 | | | 44.7 | | | 10.6 | | | 8.3 | | | 1.3 | | | 3.3 | | | 0.3 | |
| Prior Service Cost/(Credit) | 0.9 | | | 0 | | | 0.3 | | | 0 | | | (23.5) | | | 1.1 | | | (16.9) | | | 0.4 | |
| Total Net Periodic Benefit Expense/(Income) | $ | 63.7 | | | $ | 17.4 | | | $ | 11.5 | | | $ | 1.0 | | | $ | (41.5) | | | $ | 0.9 | | | $ | (32.6) | | | $ | (0.6) | |
| Intercompany Allocations | N/A | | $ | 8.5 | | | $ | 8.0 | | | $ | 2.3 | | | N/A | | $ | (0.9) | | | $ | (1.2) | | | $ | (0.4) | |
| | | | PBOP | | Pension and SERP | | PBOP |
| | For the Year Ended December 31, 2016 | | For the Year Ended December 31, 2018 | | For the Year Ended December 31, 2018 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Service Cost | $ | 12.2 |
| | $ | 2.0 |
| | $ | 3.4 |
| | $ | 1.3 |
| Service Cost | $ | 84.8 | | | $ | 21.4 | | | $ | 17.4 | | | $ | 11.2 | | | $ | 10.0 | | | $ | 1.9 | | | $ | 2.0 | | | $ | 1.1 | |
| Interest Cost | 32.9 |
| | 5.3 |
| | 13.3 |
| | 2.9 |
| Interest Cost | 196.4 | | | 41.8 | | | 43.5 | | | 22.0 | | | 30.7 | | | 5.8 | | | 8.7 | | | 3.4 | |
| Expected Return on Plan Assets | (62.9 | ) | | (10.1 | ) | | (28.1 | ) | | (5.5 | ) | Expected Return on Plan Assets | (391.6) | | | (79.1) | | | (104.9) | | | (43.6) | | | (72.4) | | | (10.4) | | | (32.5) | | | (6.0) | |
| Actuarial Loss | 9.0 |
| | 1.5 |
| | 3.3 |
| | 0.7 |
| Actuarial Loss | 145.7 | | | 29.1 | | | 41.1 | | | 11.6 | | | 10.3 | | | 1.6 | | | 2.3 | | | 0.7 | |
| Prior Service (Credit)/Cost | (9.1 | ) | | 0.5 |
| | (7.1 | ) | | 0.2 |
| |
| Total Net Periodic Benefit Income | $ | (17.9 | ) | | $ | (0.8 | ) | | $ | (15.2 | ) | | $ | (0.4 | ) | |
| Prior Service Cost/(Credit) | | Prior Service Cost/(Credit) | 4.3 | | | 1.1 | | | 0.2 | | | 0.4 | | | (23.6) | | | 1.1 | | | (16.9) | | | 0.5 | |
| Total Net Periodic Benefit Expense/(Income) | | Total Net Periodic Benefit Expense/(Income) | $ | 39.6 | | | $ | 14.3 | | | $ | (2.7) | | | $ | 1.6 | | | $ | (45.0) | | | $ | 0 | | | $ | (36.4) | | | $ | (0.3) | |
| Intercompany Allocations | N/A |
| | $ | 0.3 |
| | $ | (0.1 | ) | | $ | (0.1 | ) | Intercompany Allocations | N/A | | $ | 6.1 | | | $ | 6.5 | | | $ | 1.9 | | | N/A | | $ | (1.0) | | | $ | (1.3) | | | $ | (0.4) | |
| Capitalized PBOP Expense/(Income) | $ | (8.0 | ) | | $ | (0.5 | ) | | $ | (6.7 | ) | | $ | 0.1 |
| |
|
| | | | | | | | | | | | | | | |
| | PBOP |
| | For the Year Ended December 31, 2015 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Service Cost | $ | 16.3 |
| | $ | 2.1 |
| | $ | 5.8 |
| | $ | 1.4 |
|
| Interest Cost | 47.2 |
| | 7.2 |
| | 20.5 |
| | 3.9 |
|
| Expected Return on Plan Assets | (67.4 | ) | | (11.1 | ) | | (29.8 | ) | | (6.0 | ) |
| Actuarial Loss | 6.8 |
| | 0.7 |
| | 2.3 |
| | 0.5 |
|
| Prior Service Credit | (0.5 | ) | | — |
| | (0.2 | ) | | — |
|
| Total Net Periodic Benefit Expense/(Income) | $ | 2.4 |
| | $ | (1.1 | ) | | $ | (1.4 | ) | | $ | (0.2 | ) |
| Intercompany Allocations | N/A |
| | $ | 1.9 |
| | $ | 1.1 |
| | $ | 0.4 |
|
| Capitalized PBOP Expense/(Income) | $ | 0.1 |
| | $ | (0.2 | ) | | $ | (0.4 | ) | | $ | 0.2 |
|
The following actuarial assumptions were used to calculate Pension, SERP and PBOP expense amounts:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pension and SERP | | PBOP |
| | For the Years Ended December 31, | | For the Years Ended December 31, |
| | 2020 | | 2019 | | 2018 | | 2020 | | 2019 | | 2018 |
| Discount Rate | 2.6% | — | 3.5% | | 2.7% | — | 3.6% | | 3.9% | — | 4.6% | | 2.7% | — | 3.6% | | 3.9% | — | 4.6% | | 3.3% | — | 3.9% |
| Expected Long-Term Rate of Return | 8.25% | | 8.25% | | 8.25% | | 8.25% | | 8.25% | | 8.25% |
| Compensation/Progression Rate | 3.5% | — | 4.0% | | 3.5% | — | 4.0% | | 3.5% | — | 4.0% | | N/A | | N/A | | N/A |
|
| | | | | | | | | |
| | PBOP |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| Discount Rate | 3.48% | — | 4.64% | | 2.88% | — | 4.09% | | 4.22% |
| Expected Long-Term Rate of Return | 8.25% | | 8.25% | | 8.25% |
The health care cost trendFor the Aquarion Pension and PBOP Plans, the expected long-term rate assumption used to calculate the PBOP expense amount for the Eversource PBOP Planof return was 6.25 percent and 6.57 percent for the years ended December 31, 20162020 and 2015, respectively. Effective January 1, 2017,2019. For the Aquarion PBOP Plan, the health care cost trend rate no longer has an impact onwas a range of 3.5 percent to 6.5 percent for the PBOP expense onyear ended December 31, 2020, and 3.5 percent to 6.8 percent for the Eversource Service PBOP Plan due to the benefit design changes effective with the 2016 plan amendment.year ended December 31, 2019.
The following is a summary of the changes in plan assets and benefit obligations recognized in Regulatory Assets and OCIOther Comprehensive Income (OCI) as well as amounts recognized in Regulatory Assets and OCI that were reclassified as net periodic benefit (expense)/incomeexpense during the years presented:
|
| | | | | | | | | | | | | | | |
| | Regulatory Assets | | OCI |
| | For the Years Ended December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2017 | | 2016 |
| Actuarial Losses/(Gains) Arising During the Year | $ | 44.8 |
| | $ | 32.4 |
| | $ | 2.6 |
| | $ | (2.0 | ) |
| Actuarial (Losses)/Gains Reclassified as Net Periodic Benefit (Expense)/Income | (8.6 | ) | | (9.2 | ) | | (0.5 | ) | | 0.2 |
|
| Prior Service (Credit)/Cost Arising During the Year | (4.0 | ) | | (247.9 | ) | | (0.1 | ) | | 4.0 |
|
| Prior Service Credit/(Cost) Reclassified as Net Periodic Benefit Income/(Expense) | 22.3 |
| | 9.7 |
| | (0.7 | ) | | (0.6 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pension and SERP | | PBOP |
| | Regulatory Assets | | OCI | | Regulatory Assets | | OCI |
| | For the Years Ended December 31, | | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 (1) | | 2019 | | 2020 | | 2019 | | 2020 (1) | | 2019 | | 2020 | | 2019 |
| Actuarial Losses Arising During the Year | $ | 553.1 | | | $ | 591.6 | | | $ | 24.3 | | | $ | 15.4 | | | $ | 39.1 | | | $ | 4.6 | | | $ | 1.3 | | | $ | 2.3 | |
| Actuarial Losses Reclassified as Net Periodic Benefit Expense | (194.3) | | | (137.8) | | | (7.7) | | | (5.4) | | | (8.0) | | | (8.0) | | | (0.4) | | | (0.3) | |
| Prior Service Cost Arising During the Year | 2.0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | |
| Prior Service (Cost)/Credit Reclassified as Net Periodic Benefit (Expense)/Income | (1.0) | | | (0.7) | | | (0.2) | | | (0.2) | | | 21.3 | | | 25.1 | | | (0.1) | | | (1.6) | |
(1) Amounts include the impact of the CMA asset acquisition from October 9, 2020 through December 31, 2020.
The following is a summary of the remaining Regulatory Assets and Accumulated Other Comprehensive LossIncome amounts that have not been recognized as components of net periodic benefit expense as of December 31, 20172020 and 2016,2019:
| | | | | | | | | | | | | | | | | | | | | | | |
| Regulatory Assets as of December 31, | | AOCI as of December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2020 | | 2019 |
| Pension and SERP | | | | | | | |
| Actuarial Loss | $ | 2,620.2 | | | $ | 2,261.4 | | | $ | 107.4 | | | $ | 90.8 | |
| Prior Service Cost | 6.6 | | | 5.6 | | | 0.7 | | | 0.9 | |
| PBOP | | | | | | | |
| Actuarial Loss | $ | 235.0 | | | $ | 203.9 | | | $ | 7.9 | | | $ | 7.0 | |
| Prior Service (Credit)/Cost | (151.2) | | | (172.5) | | | 0.9 | | | 1.0 | |
The difference between the actual return and calculated expected return on plan assets for the Pension and PBOP Plans is reflected as wella component of unamortized actuarial gains or losses, which are recorded in Regulatory Assets or Accumulated Other Comprehensive Income/(Loss). Unamortized actuarial gains or losses are amortized as a component of pension and PBOP expense over the amounts that are expected to be recognized as components in 2018:estimated average future employee service period.
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | Regulatory Assets as of December 31, | | Expected 2018 Expense | | AOCL as of December 31, | | Expected 2018 Expense |
| (Millions of Dollars) | 2017 | | 2016 | | | 2017 | | 2016 | |
| Actuarial Loss | $ | 211.6 |
| | $ | 175.4 |
| | $ | 8.8 |
| | $ | 6.6 |
| | $ | 4.5 |
| | $ | 0.3 |
|
| Prior Service (Credit)/Cost | (221.2 | ) | | (239.5 | ) | | (21.7 | ) | | 2.6 |
| | 3.4 |
| | 0.2 |
|
Estimated Future Benefit Payments: The following benefit payments, which reflect expected future service, are expected to be paid by the Pension, SERP and PBOP Plans:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | 2026 - 2030 |
| Pension and SERP | $ | 346.9 | | | $ | 355.6 | | | $ | 362.9 | | | $ | 397.5 | | | $ | 373.8 | | | $ | 1,883.2 | |
| PBOP | 60.1 | | | 60.1 | | | 59.7 | | | 59.1 | | | 58.3 | | | 273.6 | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | 2023 - 2027 |
| Pension and SERP | $ | 296.5 |
| | $ | 304.7 |
| | $ | 311.1 |
| | $ | 320.8 |
| | $ | 329.4 |
| | $ | 1,739.7 |
|
| PBOP | 56.8 |
| | 57.1 |
| | 57.3 |
| | 57.5 |
| | 57.4 |
| | 279.3 |
|
Eversource Contributions: Based on the current status of the Pension Plans and federal pension funding requirements, Eversource currently expects to make contributions of approximately $180$130.0 million in 2018,2021, of which approximately $82 million and $6$78.9 million will be contributed by CL&P and PSNH, respectively.&P. The remaining $92$51.1 million is expected to be contributed by other Eversource subsidiaries, primarily Eversource Service. Eversource expects to make approximately $10currently estimates contributing $2.8 million in contributions to the PBOP PlanPlans in 2018, of which approximately $5 million will be contributed by NSTAR Electric. 2021.
Fair Value of Pension and PBOP Plan Assets: Pension and PBOP funds are held in external trusts. Trust assets, including accumulated earnings, must be used exclusively for Pension and PBOP payments. Eversource's investment strategy for its Pension and PBOP Plans is to maximize the long-term rates of return on these plans' assets within an acceptable level of risk. The investment strategy for each asset category includes a diversification of asset types, fund strategies and fund managers and it establishes target asset allocations that are routinely reviewed and periodically rebalanced. PBOP assets are comprised of assets held in the PBOP Plan trust, as well as specific assets within the Pension Plan trust (401(h) assets). The investment policy and strategy of the 401(h) assets is consistent with that of the defined benefit pension plan. Eversource's expected long-term rates of return on Pension and PBOP Plan assets are based on target asset allocation assumptions and related expected long-term rates of return. In developing its expected long-term rate of return assumptions for the Pension and PBOP Plans, Eversource evaluated input from consultants, as well as long-term inflation assumptions and historical returns. For the year ended December 31, 2017, managementManagement has assumed long-term rates of return of 8.25 percent for the Eversource Service Pension and PBOP Plan assets. assets and a 7 percent long-term rate of return for the Aquarion Plans to estimate its 2021 Pension and PBOP costs.
These long-term rates of return are based on the assumed rates of return for the target asset allocations as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| 2020 | | 2019 |
| | Eversource Pension Plan and Tax-Exempt Assets Within PBOP Plan | | Eversource Pension Plan and Tax-Exempt Assets Within PBOP Plan |
| | Target Asset Allocation | | Assumed Rate of Return | | Target Asset Allocation | | Assumed Rate of Return |
| Equity Securities: | | | | | | | |
| United States | 15.0 | % | | 8.5 | % | | 15.0 | % | | 8.5 | % |
| Global | 10.0 | % | | 8.75 | % | | 10.0 | % | | 8.75 | % |
| Non-United States | 8.0 | % | | 8.5 | % | | 8.0 | % | | 8.5 | % |
| Emerging Markets | 4.0 | % | | 10.0 | % | | 4.0 | % | | 10.0 | % |
| Debt Securities: | | | | | | | |
| Fixed Income | 13.0 | % | | 4.0 | % | | 13.0 | % | | 4.0 | % |
| Public High Yield Fixed Income | 4.0 | % | | 6.5 | % | | 4.0 | % | | 6.5 | % |
| Private Debt | 15.0 | % | | 9.0 | % | | 15.0 | % | | 9.0 | % |
| Private Equity | 15.0 | % | | 12.0 | % | | 15.0 | % | | 12.0 | % |
| Real Assets | 16.0 | % | | 7.5 | % | | 16.0 | % | | 7.5 | % |
|
| | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| | Eversource Pension Plan and Tax-Exempt Assets Within PBOP Plan | | Eversource Pension Plan and Tax-Exempt Assets Within PBOP Plan |
| | Target Asset Allocation | | Assumed Rate of Return | | Target Asset Allocation | | Assumed Rate of Return |
| Equity Securities: | | | | | | | |
| United States | 21.5 | % | | 8.5 | % | | 22.0 | % | | 8.5 | % |
| International | 11.0 | % | | 8.5 | % | | 13.0 | % | | 8.5 | % |
| Emerging Markets | 4.5 | % | | 10.0 | % | | 5.0 | % | | 10.0 | % |
| Private Equity | 15.0 | % | | 12.0 | % | | 12.0 | % | | 12.0 | % |
| Debt Securities: | | | | | | | |
| Fixed Income | 11.0 | % | | 4.0 | % | | 12.0 | % | | 4.5 | % |
| Public High Yield Fixed Income | 4.0 | % | | 6.5 | % | | 3.0 | % | | 7.0 | % |
| Private Debt | 15.0 | % | | 9.0 | % | | 10.0 | % | | 9.0 | % |
| Emerging Markets Debt | 2.0 | % | | 6.5 | % | | 5.0 | % | | 7.5 | % |
| Real Estate and Other Assets | 12.0 | % | | 7.5 | % | | 10.0 | % | | 7.5 | % |
| Hedge Funds | 4.0 | % | | 6.0 | % | | 8.0 | % | | 7.0 | % |
The taxable assets within the Eversource PBOP Plan have a target asset allocation of 70 percent equity securities and 30 percent fixed income securities. The target asset allocation for the Aquarion Pension Plan is 54 percent equity, 36 percent debt and 10 percent other. The target asset allocation for the Aquarion PBOP Plan is 54 percent equity, 41 percent debt and 5 percent other.
The following table presents, by asset category, the Pension and PBOP Plan assets recorded at fair value on a recurring basis by the level in which they are classified within the fair value hierarchy:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pension Plan |
| Fair Value Measurements as of December 31, |
| (Millions of Dollars) | 2020 | | 2019 |
| Asset Category: | Level 1 | | Level 2 | | Uncategorized | | Total | | Level 1 | | Level 2 | | Uncategorized | | Total |
Equity Securities (1) | $ | 630.8 | | | $ | 0 | | | $ | 1,321.7 | | | $ | 1,952.5 | | | $ | 592.6 | | | $ | 0 | | | $ | 1,349.9 | | | $ | 1,942.5 | |
Fixed Income (2) | 113.6 | | | 265.6 | | | 1,402.5 | | | 1,781.7 | | | 99.4 | | | 303.0 | | | 1,222.8 | | | 1,625.2 | |
| Private Equity | 22.3 | | | 0 | | | 1,175.4 | | | 1,197.7 | | | 16.9 | | | 0 | | | 971.4 | | | 988.3 | |
Real Assets (3) | 158.4 | | | 0 | | | 580.8 | | | 739.2 | | | 58.7 | | | 0 | | | 615.0 | | | 673.7 | |
| Total | $ | 925.1 | | | $ | 265.6 | | | $ | 4,480.4 | | | $ | 5,671.1 | | | $ | 767.6 | | | $ | 303.0 | | | $ | 4,159.1 | | | $ | 5,229.7 | |
Less: 401(h) PBOP Assets (4) | | | | | | | (261.9) | | | | | | | | | (261.1) | |
| Total Pension Assets | | | | | | | $ | 5,409.2 | | | | | | | | | $ | 4,968.6 | |
| | | Pension Plan | | PBOP Plan |
| Fair Value Measurements as of December 31, | | Fair Value Measurements as of December 31, |
| (Millions of Dollars) | 2017 | | 2016 | (Millions of Dollars) | 2020 | | 2019 |
| Asset Category: | Level 1 | | Level 2 | | Uncategorized | | Total | | Level 1 | | Level 2 | | Uncategorized | | Total | Asset Category: | Level 1 | | Level 2 | | Uncategorized | | Total | | Level 1 | | Level 2 | | Uncategorized | | Total |
Equity Securities (1) | $ | 535.4 |
| | $ | — |
| | $ | 1,653.3 |
| | $ | 2,188.7 |
| | $ | 455.5 |
| | $ | — |
| | $ | 1,279.7 |
| | $ | 1,735.2 |
| Equity Securities (1) | $ | 176.5 | | | $ | 0 | | | $ | 217.8 | | | $ | 394.3 | | | $ | 158.0 | | | $ | 0 | | | $ | 187.0 | | | $ | 345.0 | |
Fixed Income (2) | | Fixed Income (2) | 16.0 | | | 43.2 | | | 152.9 | | | 212.1 | | | 15.8 | | | 39.6 | | | 148.1 | | | 203.5 | |
| Private Equity | 11.2 |
| | — |
| | 641.8 |
| | 653.0 |
| | 6.0 |
| | — |
| | 518.4 |
| | 524.4 |
| Private Equity | 0 | | | 0 | | | 31.5 | | | 31.5 | | | 0 | | | 0 | | | 26.5 | | | 26.5 | |
Fixed Income (2) | 56.6 |
| | 215.9 |
| | 1,218.3 |
| | 1,490.8 |
| | — |
| | 183.0 |
| | 1,099.4 |
| | 1,282.4 |
| |
| Real Estate and Other Assets | 101.6 |
| | — |
| | 374.4 |
| | 476.0 |
| | 77.2 |
| | — |
| | 325.9 |
| | 403.1 |
| |
| Hedge Funds | — |
| | — |
| | 165.5 |
| | 165.5 |
| | — |
| | — |
| | 335.0 |
| | 335.0 |
| |
Real Assets (3) | | Real Assets (3) | 82.1 | | | 0 | | | 22.2 | | | 104.3 | | | 51.2 | | | 0 | | | 48.6 | | | 99.8 | |
| Total | $ | 704.8 |
| | $ | 215.9 |
| | $ | 4,053.3 |
| | $ | 4,974.0 |
| | $ | 538.7 |
| | $ | 183.0 |
| | $ | 3,558.4 |
| | $ | 4,280.1 |
| Total | $ | 274.6 | | | $ | 43.2 | | | $ | 424.4 | | | $ | 742.2 | | | $ | 225.0 | | | $ | 39.6 | | | $ | 410.2 | | | $ | 674.8 | |
Less: 401(h) PBOP Assets (3) | | | | | | | (234.5 | ) | | | | | | | | (204.1 | ) | |
| Total Pension Assets | | | | | | | $ | 4,739.5 |
| | | | | | | | $ | 4,076.0 |
| |
Add: 401(h) PBOP Assets (4) | | Add: 401(h) PBOP Assets (4) | | | | | | | 261.9 | | | | | | | | | 261.1 | |
| Total PBOP Assets | | Total PBOP Assets | | | | | $ | 1,004.1 | | | | | | | $ | 935.9 | |
(1) United States, Global, Non-United States and Emerging Markets equity securities that are uncategorized include investments in commingled funds and hedge funds that are overlaid with equity index swaps and futures contracts.
(2)Fixed Income investments that are uncategorized include investments in commingled funds, fixed income funds that invest in a variety of opportunistic and fixed income strategies, and hedge funds that are overlaid with fixed income futures.
(3) Real assets include real estate funds and hedge funds.
(4) The assets of the Pension Plan include a 401(h) account that has been allocated to provide health and welfare postretirement benefits under the PBOP Plan.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | PBOP Plan |
| Fair Value Measurements as of December 31, |
| (Millions of Dollars) | 2017 | | 2016 |
| Asset Category: | Level 1 | | Level 2 | | Uncategorized | | Total | | Level 1 | | Level 2 | | Uncategorized | | Total |
Equity Securities (1) | $ | 115.3 |
| | $ | — |
| | $ | 241.9 |
| | $ | 357.2 |
| | $ | 88.6 |
| | $ | — |
| | $ | 214.1 |
| | $ | 302.7 |
|
| Private Equity | — |
| | — |
| | 31.3 |
| | 31.3 |
| | — |
| | — |
| | 32.2 |
| | 32.2 |
|
Fixed Income (2) | 23.4 |
| | 44.0 |
| | 133.9 |
| | 201.3 |
| | 9.5 |
| | 44.8 |
| | 132.3 |
| | 186.6 |
|
| Real Estate and Other Assets | 22.4 |
| | — |
| | 29.0 |
| | 51.4 |
| | 15.5 |
| | — |
| | 27.5 |
| | 43.0 |
|
| Hedge Funds | — |
| | — |
| | 46.5 |
| | 46.5 |
| | — |
| | — |
| | 47.2 |
| | 47.2 |
|
| Total | $ | 161.1 |
| | $ | 44.0 |
| | $ | 482.6 |
| | $ | 687.7 |
| | $ | 113.6 |
| | $ | 44.8 |
| | $ | 453.3 |
| | $ | 611.7 |
|
Add: 401(h) PBOP Assets (3) | | | | | | | 234.5 |
| | | | | | | | 204.1 |
|
| Total PBOP Assets | | | | | | | $ | 922.2 |
| | | | | | | | $ | 815.8 |
|
| |
(1)
| United States, International and Emerging Markets equity securities that are uncategorized include investments in commingled funds and hedge funds that are overlayed with equity index swaps and futures contracts. |
| |
(2)
| Fixed Income investments that are uncategorized include investments in commingled funds, fixed income funds that invest in a variety of opportunistic fixed income strategies, and hedge funds that are overlayed with fixed income futures. |
| |
(3)
| The assets of the Pension Plan include a 401(h) account that has been allocated to provide health and welfare postretirement benefits under the PBOP Plan. |
The Company values assets based on observable inputs when available. Equity securities, exchange traded funds and futures contracts classified as Level 1 in the fair value hierarchy are priced based on the closing price on the primary exchange as of the balance sheet date.
Fixed income securities, such as government issued securities and corporate bonds, and high yield bond funds, are included in Level 2 and are valued using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. The pricing models utilize observable inputs such as recent trades for the same or similar instruments, yield curves, discount margins and bond structures. Swaps are valued using pricing models that incorporate interest rates and equity and fixed income index closing prices to determine a net present value of the cash flows.
Certain investments, such as commingled funds, private equity investments, real estate funds and hedge funds are valued using the NAVnet asset value (NAV) as a practical expedient. These investments are structured as investment companies offering shares or units to multiple investors for the purpose of providing a return. Commingled funds are recorded at NAV provided by the asset manager, which is based on the market prices of the underlying equity securities. Hedge Funds are recorded at NAV based on the values of the underlying assets. Private Equity investments, Fixed Income partnership funds and Real Estate and Other Assets are valued using the NAV provided by the partnerships, which are based on discounted cash flows of the underlying investments, real estate appraisals or public market comparables of the underlying investments. The Company has retrospectively adopted new accounting guidance that eliminatesinvestments, or the requirement to classifyNAV of underlying assets held in hedge funds. Assets valued at NAV as a practical expedient, within the fair value hierarchy. Prior to the adoption of this guidance, these investments were classified as Level 2 or Level 3are uncategorized in the fair value hierarchy. The adoption of this guidance changes fair value measurement disclosures, but does not impact the methodology for valuing the investments or financial statement results.
B. Defined Contribution PlanPlans
Eversource maintains defined contribution plans on behalf of eligible participants. The Eversource 401k Plan provides for employee and employer contributions up to statutory limits. For eligible employees, the Eversource 401k Plan provides employer matching contributions of either 100 percent up to a maximum of three3 percent of eligible compensation or 50 percent up to a maximum of eight8 percent of eligible compensation. For newly hired employees, the Eversource 401k Plan provides employer matching contributions of 100 percent up to a maximum of three percent of eligible compensation.
The Eversource 401k Plan also contains a K-Vantage feature for the benefit of eligible participants, which provides an additional annual employer contribution based on age and years of service. K-Vantage participants are not eligible to actively participate in the Eversource Pension Plan.
The total defined Eversource 401k Plan employer matching contributions, including the K-Vantage contributions, were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2020 | $ | 49.4 | | | $ | 6.6 | | | $ | 11.8 | | | $ | 4.1 | |
| 2019 | 41.6 | | | 5.5 | | | 10.3 | | | 3.5 | |
| 2018 | 38.4 | | | 5.0 | | | 9.7 | | | 3.3 | |
|
| | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2017 | $ | 34.5 |
| | $ | 4.6 |
| | $ | 8.5 |
| | $ | 3.7 |
|
| 2016 | 31.8 |
| | 4.5 |
| | 8.1 |
| | 3.4 |
|
| 2015 | 30.4 |
| | 4.8 |
| | 7.3 |
| | 3.4 |
|
C. Share-Based Payments
Share-based compensation awards are recorded using a fair-value based method at the date of grant. Eversource, CL&P, NSTAR Electric and PSNH record compensation expense related to these awards, as applicable, for shares issued or sold to their respective employees and officers, as well as for the allocation of costs associated with shares issued or sold to Eversource's service company employees and officers that support CL&P, NSTAR Electric and PSNH.
Eversource Incentive Plans: Eversource maintains long-term equity-based incentive plans in which Eversource, CL&P, NSTAR Electric and PSNH employees, officers and board members are eligible to participate. The incentive plans authorize Eversource to grant up to 8,000,0006,700,000 new shares for various types of awards, including RSUs and performance shares, to eligible employees, officers, and board members. As of December 31, 20172020 and 2016,2019, Eversource had 2,445,1102,876,601 and 2,692,3503,302,526 common shares, respectively, available for issuance under these plans.
Eversource accounts for its various share-based plans as follows:
•RSUs - Eversource records compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period based upon the fair value of Eversource's common shares at the date of grant. The par value of RSUs is reclassified to Common Stock from APICCapital Surplus, Paid In as RSUs become issued as common shares.
•Performance Shares - Eversource records compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period. Performance shares vest based upon the extent to which Company goals are achieved. Vesting of outstanding performance shares is based upon both the Company's EPS growth over the requisite service period and the total shareholder return as compared to the Edison Electric Institute ("EEI")(EEI) Index during the requisite service period. The fair value of performance shares is determined at the date of grant using a lattice model.
Stock Options - All outstanding stock options were exercised during 2017.
RSUs: Eversource granted RSUs under the annual long-term incentive programs that are subject to three-year graded vesting schedules for employees, and one-year graded vesting schedules, or immediate vesting, for board members. RSUs are paid in shares, reduced by amounts sufficient to satisfy withholdings for income taxes, subsequent to vesting. A summary of RSU transactions is as follows:
| | | | | | | | | | | |
| RSUs
(Units) | | Weighted Average
Grant-Date Fair Value |
| Outstanding as of December 31, 2019 | 774,163 | | | $ | 54.43 | |
| Granted | 208,937 | | | $ | 88.23 | |
| Shares Issued | (301,938) | | | $ | 57.61 | |
| Forfeited | (6,944) | | | $ | 60.95 | |
| Outstanding as of December 31, 2020 | 674,218 | | | $ | 63.42 | |
|
| | | | | | |
| | RSUs (Units) | | Weighted Average Grant-Date Fair Value |
| Outstanding as of December 31, 2016 | 724,270 |
| | $ | 47.86 |
|
| Granted | 299,285 |
| | $ | 55.97 |
|
| Shares Issued | (289,635 | ) | | $ | 52.26 |
|
| Forfeited | (16,881 | ) | | $ | 55.60 |
|
| Outstanding as of December 31, 2017 | 717,039 |
| | $ | 49.29 |
|
The weighted average grant-date fair value of RSUs granted for the years ended December 31, 2017, 20162020, 2019 and 20152018 was $55.97, $54.67$88.23, $67.91 and $54.57,$56.69, respectively. As of December 31, 20172020 and 2016,2019, the number and weighted average grant-date fair value of unvested RSUs was 388,269379,258 and $56.15$77.13 per share, and 322,158439,293 and $53.47$63.06 per share, respectively. During 2017,2020, there were 306,087265,020 RSUs at a weighted average grant-date fair value of $52.75$62.99 per share that vested during the year and were either paid or deferred. As of December 31, 2017, 328,7702020, 294,960 RSUs were fully vested and deferred and an additional 368,856360,295 are expected to vest.
Performance Shares: Eversource granted performance shares under the annual long-term incentive programs that vest based upon the extent to which Company goals are achieved at the end of three-year performance measurement periods. Performance shares are paid in shares, after the performance measurement period. A summary of performance share transactions is as follows:
| | | | | | | | | | | |
| Performance Shares
(Units) | | Weighted Average
Grant-Date Fair Value |
| Outstanding as of December 31, 2019 | 486,907 | | | $ | 60.30 | |
| Granted | 211,224 | | | $ | 75.36 | |
| Shares Issued | (249,922) | | | $ | 55.72 | |
| Forfeited | (404) | | | $ | 89.85 | |
| Outstanding as of December 31, 2020 | 447,805 | | | $ | 69.93 | |
|
| | | | | | |
| | Performance Shares (Units) | | Weighted Average Grant-Date Fair Value |
| Outstanding as of December 31, 2016 | 522,934 |
| | $ | 51.09 |
|
| Granted | 180,032 |
| | $ | 55.70 |
|
| Shares Issued | (173,914 | ) | | $ | 43.48 |
|
| Forfeited | (18,487 | ) | | $ | 47.06 |
|
| Outstanding as of December 31, 2017 | 510,565 |
| | $ | 55.45 |
|
The weighted average grant-date fair value of performance shares granted for the years ended December 31, 2017, 20162020, 2019 and 20152018 was $55.70, $53.64$75.36, $68.33 and $55.04,$56.77, respectively. As of December 31, 20172020 and 2016,2019, the number and weighted average grant-date fair value of unvested performance shares was 331,207404,698 and $55.79$70.85 per share, and 301,363427,894 and $51.52$60.38 per share, respectively. During 2017,2020, there were 131,308233,426 performance shares at a weighted average grant-date fair value of $47.12$55.75 per share that vested during the year and were either paid or deferred. As of December 31, 2017, 179,3582020, 43,107 performance shares were fully vested and deferred.
Compensation Expense: The total compensation expense and associated future income tax benefits recognized by Eversource, CL&P, NSTAR Electric and PSNH for share-based compensation awards were as follows:
| | | | | | | | | | | | | | | | | |
| Eversource | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 |
| Compensation Expense | $ | 33.9 | | | $ | 27.3 | | | $ | 21.4 | |
| Future Income Tax Benefit | 8.9 | | | 7.0 | | | 5.4 | |
| | | | | | | | | | For the Years Ended December 31, |
| Eversource | For the Years Ended December 31, | |
| | | | 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | 2017 | | 2016 | | 2015 | (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Compensation Expense | $ | 19.7 |
| | $ | 23.6 |
| | $ | 23.1 |
| Compensation Expense | $ | 10.9 | | | $ | 11.3 | | | $ | 3.6 | | | $ | 9.8 | | | $ | 9.7 | | | $ | 3.3 | | | $ | 7.8 | | | $ | 7.7 | | | $ | 2.9 | |
| Future Income Tax Benefit | 8.0 |
| | 9.6 |
| | 9.4 |
| Future Income Tax Benefit | 2.9 | | | 3.0 | | | 1.0 | | | 2.5 | | | 2.5 | | | 0.8 | | | 2.0 | | | 1.9 | | | 0.7 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Compensation Expense | $ | 7.0 |
| | $ | 7.0 |
| | $ | 3.2 |
| | $ | 9.1 |
| | $ | 8.2 |
| | $ | 3.5 |
| | $ | 9.3 |
| | $ | 7.5 |
| | $ | 3.2 |
|
| Future Income Tax Benefit | 2.9 |
| | 2.8 |
| | 1.3 |
| | 3.7 |
| | 3.3 |
| | 1.4 |
| | 3.8 |
| | 3.1 |
| | 1.3 |
|
As of December 31, 2017,2020, there was $20.1$19.3 million of total unrecognized compensation expense related to nonvested share-based awards for Eversource, including $7.3$3.6 million for CL&P, $7.1$5.7 million for NSTAR Electric, and $3.1$1.2 million for PSNH. This cost is expected to be recognized ratably over a weighted-average period of 1.831.74 years for Eversource, and NSTAR Electric, 1.84 years for CL&P and 1.82PSNH, and 1.75 years for PSNH.NSTAR Electric.
An income tax rate of 4026 percent was used to estimate the tax effect on total share-based payments determined under the fair-value based method for all awards. TheBeginning in 2019, the Company generally settlesbegan issuing treasury shares to settle fully vested RSUs and performance shares withunder the issuance of common shares purchased inCompany's incentive plans.
For the open market.
In 2016, the Company adopted new accounting guidance, which prospectively changed the accounting foryears ended December 31, 2020, 2019 and 2018, excess tax benefits associated with the distribution of stock compensation awards and also changed the presentation of excess tax benefits on the statement of cash flows from a financing activity to an operating activity. For the years ended December 31, 2017 and 2016, the impact of the ASU was to reducereduced income tax expense by $2.9$6.6 million, $1.5 million, and $19.1$1.5 million, respectively, which increased cash flows from operating activities on the statementstatements of cash flows. For the year ended December 31, 2015, changes in excess tax benefits totaling $9.5 million increased cash flows from financing activities.
Stock Options: All remaining outstanding stock options under the NSTAR Incentive Plan were exercised during 2017. A summary of stock option transactions is as follows:
|
| | | | | | | | | | |
| | Options | | Weighted Average Exercise Price | | Intrinsic Value (Millions) |
| Outstanding and Exercisable - December 31, 2016 | 124,640 |
| | $ | 25.84 |
| | $ | 3.7 |
|
| Exercised | (124,640 | ) | | $ | 25.84 |
| | $ | 4.4 |
|
| Outstanding and Exercisable - December 31, 2017 | — |
| | $ | — |
| | $ | — |
|
Cash received for options exercised during the year ended December 31, 2017 totaled $3.2 million. The tax benefit realized from stock options exercised totaled $1.8 million for the year ended December 31, 2017.
D. Other Retirement Benefits
Eversource provides retirement and other benefits for certain current and past company officers. These benefits are accounted for on an accrual basis and expensed over a period equal to the service lives of the employees. The actuarially-determined liability for these benefits which is included in Other Current and Long-Term Liabilities on the balance sheets, as well assheets. The related expense, which includes the relatedallocation of expense associated with Eversource's service company officers that support CL&P, NSTAR Electric and PSNH, is included in Operations and Maintenance Expense on the income statements,statements. The liability and expense amounts are as follows:
| | | | | | | | | | | | | | | | | |
Eversource (Millions of Dollars) | As of and For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| Actuarially-Determined Liability | $ | 45.7 | | | $ | 52.0 | | | $ | 49.1 | |
| Other Retirement Benefits Expense | 3.3 | | | 2.7 | | | 2.7 | |
|
| | | | | | | | | | | |
Eversource (Millions of Dollars) | As of and For the Years Ended December 31, |
| 2017 | | 2016 | | 2015 |
| Actuarially-Determined Liability | $ | 53.4 |
| | $ | 54.2 |
| | $ | 55.2 |
|
| Other Retirement Benefits Expense | 2.8 |
| | 2.9 |
| | 3.9 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of and For the Years Ended December 31, |
| | 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
Actuarially-Determined
Liability | $ | 0.2 | | | $ | 0.1 | | | $ | 1.7 | | | $ | 0.2 | | | $ | 0.1 | | | $ | 1.7 | | | $ | 0.3 | | | $ | 0.1 | | | $ | 1.7 | |
Other Retirement Benefits
Expense | 1.2 | | | 1.1 | | | 0.5 | | | 1.0 | | | 0.9 | | | 0.4 | | | 1.1 | | | 1.1 | | | 0.4 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of and For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Actuarially-Determined Liability | $ | 0.3 |
| | $ | 0.1 |
| | $ | 1.9 |
| | $ | 0.3 |
| | $ | 0.1 |
| | $ | 2.0 |
| | $ | 0.4 |
| | $ | 0.2 |
| | $ | 2.4 |
|
| Other Retirement Benefits Expense | 1.0 |
| | 1.0 |
| | 0.5 |
| | 1.1 |
| | 0.9 |
| | 0.6 |
| | 1.5 |
| | 1.3 |
| | 0.7 |
|
10.12. INCOME TAXES
The components of income tax expense are as follows:
| | | | | | | | | | | | | | | | | |
Eversource (Millions of Dollars) | For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| Current Income Taxes: | | | | | |
| Federal | $ | 73.6 | | | $ | 56.9 | | | $ | 106.5 | |
| State | 19.1 | | | 10.5 | | | 10.6 | |
| Total Current | 92.7 | | | 67.4 | | | 117.1 | |
| Deferred Income Taxes, Net: | | | | | |
| Federal | 173.5 | | | 138.4 | | | 122.6 | |
| State | 83.7 | | | 71.4 | | | 52.2 | |
| Total Deferred | 257.2 | | | 209.8 | | | 174.8 | |
| Investment Tax Credits, Net | (3.7) | | | (3.7) | | | (2.9) | |
| Income Tax Expense | $ | 346.2 | | | $ | 273.5 | | | $ | 289.0 | |
| | | | | | | | | | For the Years Ended December 31, |
Eversource (Millions of Dollars) | For the Years Ended December 31, | |
| 2017 | | 2016 | | 2015 | |
| | | | 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | | (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Current Income Taxes: | |
| | |
| | |
| Current Income Taxes: | | | | | | | | | | | | | | | | | |
| Federal | $ | 58.9 |
| | $ | 38.9 |
| | $ | 6.2 |
| Federal | $ | 12.0 | | | $ | 53.9 | | | $ | 20.6 | | | $ | 68.4 | | | $ | 82.6 | | | $ | 22.9 | | | $ | 54.2 | | | $ | 79.3 | | | $ | 12.2 | |
| State | 31.6 |
| | 53.0 |
| | 45.7 |
| State | (6.1) | | | 6.9 | | | 3.8 | | | 15.4 | | | 18.2 | | | 2.2 | | | 20.9 | | | 30.0 | | | (0.5) | |
| Total Current | 90.5 |
| | 91.9 |
| | 51.9 |
| Total Current | 5.9 | | | 60.8 | | | 24.4 | | | 83.8 | | | 100.8 | | | 25.1 | | | 75.1 | | | 109.3 | | | 11.7 | |
| Deferred Income Taxes, Net: | |
| | |
| | |
| Deferred Income Taxes, Net: | | | | | | | | | | | | | | | | | |
| Federal | 433.0 |
| | 427.9 |
| | 436.1 |
| Federal | 101.1 | | | 33.8 | | | (1.3) | | | 35.2 | | | 0.1 | | | 5.8 | | | 48.5 | | | 27.9 | | | 15.4 | |
| State | 58.6 |
| | 38.6 |
| | 55.6 |
| State | 43.4 | | | 38.8 | | | 8.6 | | | 18.8 | | | 27.0 | | | 10.1 | | | 6.4 | | | 13.5 | | | 20.5 | |
| Total Deferred | 491.6 |
| | 466.5 |
| | 491.7 |
| Total Deferred | 144.5 | | | 72.6 | | | 7.3 | | | 54.0 | | | 27.1 | | | 15.9 | | | 54.9 | | | 41.4 | | | 35.9 | |
| Investment Tax Credits, Net | (3.2 | ) | | (3.4 | ) | | (3.6 | ) | Investment Tax Credits, Net | (0.7) | | | (2.6) | | | 0 | | | (0.8) | | | (2.6) | | | 0 | | | (0.9) | | | (1.8) | | | 0 | |
| Income Tax Expense | $ | 578.9 |
| | $ | 555.0 |
| | $ | 540.0 |
| Income Tax Expense | $ | 149.7 | | | $ | 130.8 | | | $ | 31.7 | | | $ | 137.0 | | | $ | 125.3 | | | $ | 41.0 | | | $ | 129.1 | | | $ | 148.9 | | | $ | 47.6 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Current Income Taxes: | | | | | | | | | | | | | | | | | |
| Federal | $ | 50.9 |
| | $ | 107.8 |
| | $ | 18.6 |
| | $ | 27.3 |
| | $ | 86.4 |
| | $ | (13.7 | ) | | $ | 26.9 |
| | $ | 32.8 |
| | $ | (16.7 | ) |
| State | 17.4 |
| | 25.6 |
| | 6.2 |
| | 13.3 |
| | 39.5 |
| | 8.8 |
| | 15.8 |
| | 21.4 |
| | 6.0 |
|
| Total Current | 68.3 |
| | 133.4 |
| | 24.8 |
| | 40.6 |
| | 125.9 |
| | (4.9 | ) | | 42.7 |
| | 54.2 |
| | (10.7 | ) |
Deferred Income Taxes, Net: | | | | | | | | | | | | | | | | | |
| Federal | 123.9 |
| | 88.1 |
| | 52.7 |
| | 157.6 |
| | 96.6 |
| | 79.5 |
| | 135.8 |
| | 180.9 |
| | 74.5 |
|
| State | (4.6 | ) | | 22.4 |
| | 11.2 |
| | 11.3 |
| | 5.1 |
| | 7.8 |
| | 0.2 |
| | 31.7 |
| | 9.3 |
|
| Total Deferred | 119.3 |
| | 110.5 |
| | 63.9 |
| | 168.9 |
| | 101.7 |
| | 87.3 |
| | 136.0 |
| | 212.6 |
| | 83.8 |
|
Investment Tax Credits, Net | (1.0 | ) | | (1.8 | ) | | — |
| | (1.2 | ) | | (1.8 | ) | | — |
| | (1.3 | ) | | (1.8 | ) | | — |
|
| Income Tax Expense | $ | 186.6 |
| | $ | 242.1 |
| | $ | 88.7 |
| | $ | 208.3 |
| | $ | 225.8 |
| | $ | 82.4 |
| | $ | 177.4 |
| | $ | 265.0 |
| | $ | 73.1 |
|
A reconciliation between income tax expense and the expected tax expense at the statutory rate is as follows:
| | | | | | | | | | | | | | | | | |
Eversource (Millions of Dollars, except percentages) | For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| Income Before Income Tax Expense | $ | 1,558.9 | | | $ | 1,190.1 | | | $ | 1,329.5 | |
| | | | | |
| Statutory Federal Income Tax Expense at 21% | 327.4 | | | 249.9 | | | 279.2 | |
| Tax Effect of Differences: | | | | | |
| Depreciation | (11.1) | | | 1.9 | | | (30.8) | |
| Investment Tax Credit Amortization | (3.7) | | | (3.7) | | | (2.9) | |
| State Income Taxes, Net of Federal Impact | 44.9 | | | 24.6 | | | 44.4 | |
| Dividends on ESOP | (5.1) | | | (5.1) | | | (5.1) | |
| Tax Asset Valuation Allowance/Reserve Adjustments | 33.4 | | | 40.1 | | | 5.2 | |
| Excess Stock Benefit | (6.6) | | | (1.5) | | | (1.5) | |
| EDIT Amortization | (48.7) | | | (37.4) | | | (5.0) | |
| Other, Net | 15.7 | | | 4.7 | | | 5.5 | |
| Income Tax Expense | $ | 346.2 | | | $ | 273.5 | | | $ | 289.0 | |
| Effective Tax Rate | 22.2 | % | | 23.0 | % | | 21.7 | % |
|
| | | | | | | | | | | |
Eversource (Millions of Dollars, except percentages) | For the Years Ended December 31, |
| 2017 | | 2016 | | 2015 |
| Income Before Income Tax Expense | $ | 1,574.4 |
| | $ | 1,504.8 |
| | $ | 1,425.9 |
|
| | | | | | |
| Statutory Federal Income Tax Expense at 35% | 551.0 |
| | 526.7 |
| | 499.1 |
|
| Tax Effect of Differences: | | | | | |
| Depreciation | (10.8 | ) | | (3.4 | ) | | (4.6 | ) |
| Investment Tax Credit Amortization | (3.2 | ) | | (3.4 | ) | | (3.6 | ) |
| Other Federal Tax Credits | — |
| | (3.5 | ) | | (3.8 | ) |
| State Income Taxes, Net of Federal Impact | 47.7 |
| | 56.2 |
| | 61.1 |
|
| Dividends on ESOP | (8.4 | ) | | (8.4 | ) | | (8.1 | ) |
| Tax Asset Valuation Allowance/Reserve Adjustments | 7.0 |
| | 3.3 |
| | 4.7 |
|
Excess Stock Benefit (1) | (2.9 | ) | | (19.1 | ) | | — |
|
| Other, Net | (1.5 | ) | | 6.6 |
| | (4.8 | ) |
| Income Tax Expense | $ | 578.9 |
| | $ | 555.0 |
| | $ | 540.0 |
|
| Effective Tax Rate | 36.8 | % | | 36.9 | % | | 37.9 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2020 | | 2019 | | 2018 |
| (Millions of Dollars, except percentages) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Income Before Income Tax Expense | $ | 607.6 | | | $ | 575.8 | | | $ | 179.0 | | | $ | 547.8 | | | $ | 557.3 | | | $ | 175.0 | | | $ | 506.8 | | | $ | 532.0 | | | $ | 163.5 | |
| | | | | | | | | | | | | | | | | |
Statutory Federal Income Tax Expense at 21% | 127.6 | | | 120.9 | | | 37.6 | | | 115.0 | | | 117.0 | | | 36.8 | | | 106.4 | | | 111.7 | | | 34.3 | |
| Tax Effect of Differences: | | | | | | | | | | | | | | | | | |
| Depreciation | 0.4 | | | (3.7) | | | (1.4) | | | (0.2) | | | (3.0) | | | (0.8) | | | (1.2) | | | (2.8) | | | 0.1 | |
| Investment Tax Credit Amortization | (0.7) | | | (2.6) | | | 0 | | | (0.8) | | | (2.6) | | | 0 | | | (0.9) | | | (1.8) | | | 0 | |
State Income Taxes,
Net of Federal Impact | (1.2) | | | 36.0 | | | 9.8 | | | 2.5 | | | 35.7 | | | 9.8 | | | 14.5 | | | 33.2 | | | 15.8 | |
Tax Asset Valuation
Allowance/Reserve Adjustments | 30.7 | | | 0 | | | 0 | | | 24.5 | | | 0 | | | 0 | | | 7.1 | | | 1.2 | | | 0 | |
| Excess Stock Benefit | (2.3) | | | (2.3) | | | (0.8) | | | (0.5) | | | (0.5) | | | (0.2) | | | (0.1) | | | (0.1) | | | (0.1) | |
| EDIT Amortization | (9.0) | | | (20.4) | | | (15.4) | | | (5.8) | | | (22.9) | | | (4.0) | | | 0 | | | 0 | | | (4.4) | |
| Other, Net | 4.2 | | | 2.9 | | | 1.9 | | | 2.3 | | | 1.6 | | | (0.6) | | | 3.3 | | | 7.5 | | | 1.9 | |
| Income Tax Expense | $ | 149.7 | | | $ | 130.8 | | | $ | 31.7 | | | $ | 137.0 | | | $ | 125.3 | | | $ | 41.0 | | | $ | 129.1 | | | $ | 148.9 | | | $ | 47.6 | |
| Effective Tax Rate | 24.6 | % | | 22.7 | % | | 17.7 | % | | 25.0 | % | | 22.5 | % | | 23.4 | % | | 25.5 | % | | 28.0 | % | | 29.1 | % |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
(Millions of Dollars, except percentages) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
Income Before Income Tax Expense | $ | 563.4 |
| | $ | 616.8 |
| | $ | 224.7 |
| | $ | 542.6 |
| | $ | 576.6 |
| | $ | 214.3 |
| | $ | 476.8 |
| | $ | 666.1 |
| | $ | 187.5 |
|
| | | | | | | | | | | | | | | | | | |
Statutory Federal Income Tax Expense at 35% | 197.2 |
| | 215.9 |
| | 78.6 |
| | 189.9 |
| | 201.8 |
| | 75.0 |
| | 166.9 |
| | 233.1 |
| | 65.6 |
|
| Tax Effect of Differences: | |
| | | | | | | | | | | | | | | | |
| Depreciation | (5.2 | ) | | (3.0 | ) | | 1.1 |
| | 1.6 |
| | (3.1 | ) | | 1.0 |
| | (1.7 | ) | | (1.7 | ) | | 0.5 |
|
Investment Tax Credit Amortization | (1.0 | ) | | (1.8 | ) | | — |
| | (1.2 | ) | | (1.8 | ) | | — |
| | (1.3 | ) | | (1.8 | ) | | — |
|
Other Federal Tax Credits | — |
| | — |
| | — |
| | — |
| | — |
| | (3.5 | ) | | — |
| | — |
| | (3.8 | ) |
State Income Taxes, Net of Federal Impact | 4.5 |
| | 31.2 |
| | 11.3 |
| | 14.5 |
| | 29.0 |
| | 10.8 |
| | 9.2 |
| | 34.5 |
| | 9.9 |
|
Tax Asset Valuation Allowance/Reserve Adjustments | (9.5 | ) | | — |
| | — |
| | 1.5 |
| | — |
| | — |
| | 1.2 |
| | — |
| | — |
|
Excess Stock Benefit (1) | (0.7 | ) | | (0.7 | ) | | (0.3 | ) | | (0.9 | ) | | (1.2 | ) | | (0.4 | ) | | — |
| | — |
| | — |
|
| Other, Net | 1.3 |
| | 0.5 |
| | (2.0 | ) | | 2.9 |
| | 1.1 |
| | (0.5 | ) | | 3.1 |
| | 0.9 |
| | 0.9 |
|
| Income Tax Expense | $ | 186.6 |
| | $ | 242.1 |
| | $ | 88.7 |
| | $ | 208.3 |
| | $ | 225.8 |
| | $ | 82.4 |
| | $ | 177.4 |
| | $ | 265.0 |
| | $ | 73.1 |
|
| Effective Tax Rate | 33.1 | % | | 39.2 | % | | 39.5 | % | | 38.4 | % | | 39.2 | % | | 38.4 | % | | 37.2 | % | | 39.8 | % | | 39.0 | % |
| |
(1)
| In 2016, the Company adopted new accounting guidance, which prospectively changed the accounting for excess tax benefits associated with the distribution of stock compensation awards, previously recognized in Capital Surplus, Paid In within Common Shareholders' Equity on the balance sheet, to recognition within income tax expense in the income statement. See Note 1D, "Summary of Significant Accounting Policies - Accounting Standards," for further information. |
Eversource, CL&P, NSTAR Electric and PSNH file a consolidated federal income tax return and unitary, combined and separate state income tax returns. These entities are also parties to a tax allocation agreement under which taxable subsidiaries do not pay any more taxes than they would have otherwise paid had they filed a separate company tax return, and subsidiaries generating tax losses, if any, are paid for their losses when utilized.
Deferred tax assets and liabilities are recognized for the future tax effects of temporary differences between the carrying amounts and the tax basis of assets and liabilities. The tax effect of temporary differences is accounted for in accordance with the rate-making treatment of the applicable regulatory commissions and relevant accounting authoritative literature. The tax effects of temporary differences that give rise to the net accumulated deferred income tax obligations are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Eversource | | CL&P | | NSTAR
Electric | | PSNH |
| Deferred Tax Assets: | | | | | | | | | | | | | | | |
| Employee Benefits | $ | 602.4 | | | $ | 144.5 | | | $ | 79.8 | | | $ | 56.6 | | | $ | 509.4 | | | $ | 125.4 | | | $ | 54.8 | | | $ | 46.7 | |
| Derivative Liabilities | 92.6 | | | 91.8 | | | 0 | | | 0 | | | 105.0 | | | 103.6 | | | 0 | | | 0 | |
| Regulatory Deferrals - Liabilities | 259.8 | | | 30.2 | | | 161.8 | | | 13.4 | | | 267.0 | | | 37.1 | | | 165.7 | | | 19.0 | |
| Allowance for Uncollectible Accounts | 87.5 | | | 42.3 | | | 20.9 | | | 4.6 | | | 56.7 | | | 25.7 | | | 17.7 | | | 2.8 | |
| Tax Effect - Tax Regulatory Liabilities | 810.9 | | | 331.4 | | | 271.8 | | | 105.2 | | | 830.4 | | | 333.5 | | | 280.9 | | | 111.3 | |
| Net Operating Loss Carryforwards | 12.7 | | | 0 | | | 0 | | | 0 | | | 9.1 | | | 0 | | | 0 | | | 0 | |
| Purchase Accounting Adjustment | 54.5 | | | 0 | | | 0 | | | 0 | | | 58.7 | | | 0 | | | 0 | | | 0 | |
| Other | 200.3 | | | 100.9 | | | 14.3 | | | 19.8 | | | 190.4 | | | 92.0 | | | 35.8 | | | 20.0 | |
| Total Deferred Tax Assets | 2,120.7 | | | 741.1 | | | 548.6 | | | 199.6 | | | 2,026.7 | | | 717.3 | | | 554.9 | | | 199.8 | |
| Less: Valuation Allowance | 48.3 | | | 33.7 | | | 0 | | | 0 | | | 43.0 | | | 24.9 | | | 0 | | | 0 | |
| Net Deferred Tax Assets | $ | 2,072.4 | | | $ | 707.4 | | | $ | 548.6 | | | $ | 199.6 | | | $ | 1,983.7 | | | $ | 692.4 | | | $ | 554.9 | | | $ | 199.8 | |
| Deferred Tax Liabilities: | | | | | | | | | | | | | | | |
Accelerated Depreciation and Other
Plant-Related Differences | $ | 4,153.6 | | | $ | 1,438.1 | | | $ | 1,489.4 | | | $ | 453.8 | | | $ | 3,901.0 | | | $ | 1,362.2 | | | $ | 1,391.9 | | | $ | 428.9 | |
| Property Tax Accruals | 88.7 | | | 39.0 | | | 37.0 | | | 5.8 | | | 76.8 | | | 36.8 | | | 29.0 | | | 4.7 | |
| Regulatory Amounts: | | | | | | | | | | | | | | | |
| Regulatory Deferrals - Assets | 1,376.7 | | | 444.8 | | | 324.4 | | | 263.4 | | | 1,155.6 | | | 340.7 | | | 276.2 | | | 260.9 | |
| Tax Effect - Tax Regulatory Assets | 244.6 | | | 174.4 | | | 11.3 | | | 8.6 | | | 238.2 | | | 171.7 | | | 11.7 | | | 8.3 | |
| Goodwill Regulatory Asset - 1999 Merger | 86.0 | | | 0 | | | 73.8 | | | 0 | | | 90.6 | | | 0 | | | 77.8 | | | 0 | |
| Derivative Assets | 17.8 | | | 17.8 | | | 0 | | | 0 | | | 19.7 | | | 19.7 | | | 0 | | | 0 | |
| Other | 200.3 | | | 1.6 | | | 72.6 | | | 5.6 | | | 257.6 | | | 5.9 | | | 125.6 | | | 3.2 | |
| Total Deferred Tax Liabilities | $ | 6,167.7 | | | $ | 2,115.7 | | | $ | 2,008.5 | | | $ | 737.2 | | | $ | 5,739.5 | | | $ | 1,937.0 | | | $ | 1,912.2 | | | $ | 706.0 | |
|
| | | | | | | |
Eversource (Millions of Dollars) | As of December 31, |
| 2017 | | 2016 |
| Deferred Tax Assets: | | | |
| Employee Benefits | $ | 442.1 |
| | $ | 640.6 |
|
| Derivative Liabilities | 111.8 |
| | 192.6 |
|
| Regulatory Deferrals - Liabilities | 205.6 |
| | 290.9 |
|
| Allowance for Uncollectible Accounts | 50.1 |
| | 76.6 |
|
| Tax Effect - Tax Regulatory Liabilities | 832.6 |
| | 11.8 |
|
| Federal Net Operating Loss Carryforwards | 47.8 |
| | — |
|
| Purchase Accounting Adjustment | 69.9 |
| | 112.2 |
|
| Other | 149.5 |
| | 170.5 |
|
| Total Deferred Tax Assets | 1,909.4 |
| | 1,495.2 |
|
| Less: Valuation Allowance | 14.6 |
| | 5.1 |
|
| Net Deferred Tax Assets | $ | 1,894.8 |
| | $ | 1,490.1 |
|
| Deferred Tax Liabilities: | | | |
| Accelerated Depreciation and Other Plant-Related Differences | $ | 3,562.0 |
| | $ | 5,001.2 |
|
| Property Tax Accruals | 56.7 |
| | 81.9 |
|
| Regulatory Amounts: | | | |
| Regulatory Deferrals - Assets | 924.9 |
| | 1,321.8 |
|
| Tax Effect - Tax Regulatory Assets | 243.1 |
| | 252.6 |
|
| Goodwill Regulatory Asset - 1999 Merger | 99.8 |
| | 186.7 |
|
| Derivative Assets | 17.4 |
| | 29.5 |
|
| Other | 288.4 |
| | 223.6 |
|
| Total Deferred Tax Liabilities | $ | 5,192.3 |
| | $ | 7,097.3 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
| (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Deferred Tax Assets: | | | | | | | | | | | |
| Employee Benefits | $ | 112.3 |
| | $ | 34.0 |
| | $ | 38.0 |
| | $ | 138.8 |
| | $ | 69.5 |
| | $ | 46.5 |
|
| Derivative Liabilities | 110.5 |
| | 0.3 |
| | — |
| | 191.5 |
| | 1.1 |
| | — |
|
| Regulatory Deferrals - Liabilities | 12.0 |
| | 139.8 |
| | 17.9 |
| | 6.3 |
| | 194.9 |
| | 36.7 |
|
| Allowance for Uncollectible Accounts | 20.6 |
| | 17.3 |
| | 2.9 |
| | 33.0 |
| | 25.7 |
| | 4.1 |
|
| Tax Effect - Tax Regulatory Liabilities | 337.2 |
| | 281.2 |
| | 116.8 |
| | 4.9 |
| | 3.3 |
| | 2.6 |
|
| Other | 70.7 |
| | 4.9 |
| | 49.6 |
| | 59.4 |
| | 6.6 |
| | 56.4 |
|
| Total Deferred Tax Assets | 663.3 |
| | 477.5 |
| | 225.2 |
| | 433.9 |
| | 301.1 |
| | 146.3 |
|
| Less: Valuation Allowance | 6.3 |
| | — |
| | — |
| | 4.5 |
| | — |
| | — |
|
| Net Deferred Tax Assets | $ | 657.0 |
| | $ | 477.5 |
| | $ | 225.2 |
| | $ | 429.4 |
| | $ | 301.1 |
| | $ | 146.3 |
|
| Deferred Tax Liabilities: | | | | | | | | | | | |
Accelerated Depreciation and Other Plant-Related Differences | $ | 1,224.9 |
| | $ | 1,229.2 |
| | $ | 502.5 |
| | $ | 1,700.3 |
| | $ | 1,901.9 |
| | $ | 726.3 |
|
| Property Tax Accruals | 20.7 |
| | 24.2 |
| | 5.5 |
| | 29.7 |
| | 36.8 |
| | 8.0 |
|
| Regulatory Amounts: | | | | | | | | | | | |
| Regulatory Deferrals - Assets | 310.6 |
| | 267.1 |
| | 103.6 |
| | 473.4 |
| | 381.7 |
| | 142.1 |
|
| Tax Effect - Tax Regulatory Assets | 173.1 |
| | 9.8 |
| | 11.4 |
| | 170.4 |
| | 44.8 |
| | 12.2 |
|
| Goodwill Regulatory Asset - 1999 Merger | — |
| | 85.7 |
| | — |
| | — |
| | 160.3 |
| | — |
|
| Derivative Assets | 17.4 |
| | — |
| | — |
| | 27.0 |
| | — |
| | — |
|
| Other | 13.7 |
| | 137.3 |
| | 45.7 |
| | 16.3 |
| | 102.7 |
| | 43.1 |
|
| Total Deferred Tax Liabilities | $ | 1,760.4 |
| | $ | 1,753.3 |
| | $ | 668.7 |
| | $ | 2,417.1 |
| | $ | 2,628.2 |
| | $ | 931.7 |
|
20172020 Federal Legislation: On December 22, 2017,March 27, 2020, President Trump signed the "Tax$2.2 trillion bipartisan Coronavirus Aid, Relief, and Economic Security (CARES) Act. Among other provisions, the CARES Act provides for loans and other benefits to small and large businesses, expanded unemployment insurance, direct payments to those with wages middle-income and below, new appropriations funding for health care and other priorities, and tax changes like deferrals of employer payroll tax liabilities coupled with an employee retention tax credit and rollbacks of Tax Cuts and Jobs Act" (the "Act") becameAct of 2017 limitations on net operating losses and certain business interest limitation. For the year ended December 31, 2020, we have recorded a tax liability of approximately $39 million related to the deferral of employer payroll tax liability provision. Fifty percent of the deferral of employer payroll tax liability must be paid by December 31, 2021 and the remaining amount by December 31, 2022. Other than the cash flow benefit described, the CARES Act did not have a material impact.
On December 27, 2020, President Trump signed into law H.R. 133, the “Consolidated Appropriations Act, 2021.” The House of Representatives and Senate previously passed the bill with overwhelming support. The legislation includes tax extenders as part of Division EE, the “Taxpayer Certainty and Disaster Tax Relief Act of 2020.” The provisions within the law include the extension of the Investment Tax Credit (ITC) for solar at 26 percent for facilities the construction of which amended existing federal tax rulesbegins through the end of 2022, at 22 percent for facilities the construction of which begins in 2023, and included numerous provisions that impacted corporations. In particular,postponement of the Act reduceddate after which solar facilities placed in service receive only a 10 percent ITC to December 31, 2025, the extension of the ITC at 30 percent (with no phase-down) to offshore wind if construction begins by December 31, 2025 (qualifying offshore wind includes facilities located in the inland navigable waters or in the coastal waters of the U.S. federal corporate income), and the extension and expansion of the CARES Act employee retention tax credit for the period from January 1, 2021 through June 30, 2021, including increasing the credit rate from 3550 percent to 2170 percent effective January 1, 2018. In terms of qualified wages, and increasing the per-employee creditable wages limit from $10,000 per year to $10,000 for each quarter. The tax credit provision impacts to the regulated companies, the mostEversource are still being evaluated but are a significant changes will be (1) the benefit of incurring a lower federal income tax expense, which we expect to be passed back to customers, and (2) the provisional regulated excess ADIT liabilities that we expect to benefit customers in future periods, which were estimated to be approximately $2.9 billion (approximately $1.0 billion at CL&P, $1.1 billion at NSTAR Electric and $0.4 billion at PSNH) as of December 31, 2017 and recognized as regulatory liabilities on the balance sheet.
The Eversource regulated companies are currently working with their applicable state regulatory commissions, who have opened investigations to examine the impact of the Act on customer rates. FERC has yet to address how the Act would impact transmission rates. Eversource, CL&P, NSTAR Electric, and PSNH will continue to evaluate the impacts of the Act, which will vary depending on the ultimate amount and timing of when certain income tax benefits will benefit customers, and will vary by jurisdiction.
Although the impacts could not be finalized upon the issuance of this combined Annual Report on Form 10-K, reasonable provisional estimates were recognized as of December 31, 2017. In accordance with SEC Staff Accounting Bulletin No. 118 ("SAB 118"), additional re-measurement may occur based on final analysis, computations, technical corrections, or other forms of guidance issued from regulatory agencies or commissions. Whilepositive development for the Company believesand provides the impacts ofopportunity to generate additional tax credits in its renewable energy projects when the Act were appropriately accounted for in accordance with the applicable authoritative guidance, the ultimate outcome may be different from the provisional estimates recorded, and those differences may materially impact its future statement of financial position, results of operations, and cash flows.projects become operational.
Carryforwards: The following tables providetable provides the amounts and expiration dates of state tax credit and loss carryforwards and federal tax credit and net operating loss carryforwards:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of December 31, |
| | 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Expiration Range | | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Expiration Range |
| Federal Net Operating Loss | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | — | | $ | 19.8 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | 2033 - 2037 |
| State Net Operating Loss | 183.4 | | | 0 | | | 0 | | | 0 | | | 2021 - 2040 | | 65.5 | | | 0 | | | 0 | | | 0 | | | 2020 - 2038 |
| State Tax Credit | 186.6 | | | 133.4 | | | 0 | | | 0 | | | 2020 - 2025 | | 168.1 | | | 122.3 | | | 0 | | | 0 | | | 2019 - 2024 |
| State Charitable Contribution | 10.2 | | | 0 | | | 0 | | | 0 | | | 2020 - 2024 | | 9.9 | | | 0 | | | 0 | | | 0 | | | 2019 - 2023 |
|
| | | | | | | | | | | | | | | | | |
| | As of December 31, 2017 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Expiration Range |
| Federal Net Operating Loss | $ | 197.3 |
| | $ | — |
| | $ | — |
| | $ | — |
| | 2027-2037 |
| Federal Charitable Contribution | 18.7 |
| | — |
| | — |
| | — |
| | 2017-2022 |
| State Net Operating Loss | 82.8 |
| | — |
| | — |
| | — |
| | 2028-2037 |
| State Tax Credit | 139.0 |
| | 94.5 |
| | — |
| | — |
| | 2017-2022 |
| State Charitable Contribution | 31.4 |
| | — |
| | — |
| | — |
| | 2017-2022 |
|
| | | | | | | | | | | | | |
| | As of December 31, 2016 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR
Electric | | PSNH | | Expiration Range |
| Federal Tax Credit | 8.6 |
| | — |
| | — |
| | — |
| | — |
| Federal Charitable Contribution | 27.8 |
| | — |
| | — |
| | — |
| | 2016 - 2019 |
| State Tax Credit | 111.1 |
| | 80.5 |
| | — |
| | — |
| | 2016 - 2021 |
| State Charitable Contribution | 36.5 |
| | — |
| | — |
| | — |
| | 2016 - 2020 |
In 2017,2020,the company increased its valuation allowance reserve for state credits by $9.9$10.3 million ($1.8 million for CL&P), net of tax, to reflect and update for expired tax credits. In 2016,the Company increased its valuation allowance reserve for state credits by $1.3 million ($1.38.8 million for CL&P), net of tax, to reflect an update for expiredexpiring tax credits.In 2019,the Company increased its valuation allowance reserve for state credits by $18.5 million ($14.2 million for CL&P), net of tax, to reflect an update for expiring tax credits.
For 20172020 and 2016,2019, state credit and state loss carryforwards have been partially reserved by a valuation allowance of $14.4$48.3 million and $4.5$43.0 million (net of tax), respectively.
Unrecognized Tax Benefits: A reconciliation of the activity in unrecognized tax benefits, all of which would impact the effective tax rate if recognized, is as follows:
| | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P |
| Balance as of January 1, 2018 | $ | 51.7 | | | $ | 18.1 | |
| Gross Increases - Current Year | 9.2 | | | 3.2 | |
| Gross Decreases - Prior Year | (6.5) | | | (0.9) | |
| Lapse of Statute of Limitations | (8.5) | | | (2.2) | |
| Balance as of December 31, 2018 | 45.9 | | | 18.2 | |
| Gross Increases - Current Year | 12.1 | | | 4.0 | |
| Gross Increases - Prior Year | 3.4 | | | 3.3 | |
| Lapse of Statute of Limitations | (6.4) | | | (2.4) | |
| Balance as of December 31, 2019 | 55.0 | | | 23.1 | |
| Gross Increases - Current Year | 11.9 | | | 4.6 | |
| Gross Increases - Prior Year | 1.4 | | | 0.7 | |
| Lapse of Statute of Limitations | (6.5) | | | (2.6) | |
| Balance as of December 31, 2020 | $ | 61.8 | | | $ | 25.8 | |
|
| | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P |
| Balance as of January 1, 2015 | $ | 46.2 |
| | $ | 14.3 |
|
| Gross Increases - Current Year | 9.9 |
| | 2.6 |
|
| Gross Increases - Prior Year | 0.1 |
| | — |
|
| Lapse of Statute of Limitations | (8.2 | ) | | (3.4 | ) |
| Balance as of December 31, 2015 | 48.0 |
| | 13.5 |
|
| Gross Increases - Current Year | 9.9 |
| | 3.9 |
|
| Gross Increases - Prior Year | 0.2 |
| | 0.2 |
|
| Lapse of Statute of Limitations | (9.7 | ) | | (2.3 | ) |
| Balance as of December 31, 2016 | 48.4 |
| | 15.3 |
|
| Gross Increases - Current Year | 11.4 |
| | 4.7 |
|
| Gross Decreases - Prior Year | (0.9 | ) | | (0.5 | ) |
| Lapse of Statute of Limitations | (7.2 | ) | | (1.4 | ) |
| Balance as of December 31, 2017 | $ | 51.7 |
| | $ | 18.1 |
|
Interest and Penalties: Interest on uncertain tax positions is recorded and generally classified as a component of Other Interest Expense on the statements of income. However, when resolution of uncertainties results in the Company receiving interest income, any related interest benefit is recorded in Other Income, Net on the statements of income. No penalties have been recorded. The amount of interest expense/(income) on uncertain tax positions recognized and the related accrued interest payable/(receivable) are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Other Interest Income | | Accrued Interest Expense |
| | For the Years Ended December 31, | | As of December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 | | 2020 | | 2019 |
| Eversource | $ | 0 | | | $ | 0 | | | $ | (1.7) | | | $ | 0.1 | | | $ | 0.1 | |
|
| | | | | | | | | | | | | | | | | | | |
| | Other Interest Expense/(Income) | | Accrued Interest Expense |
| | For the Years Ended December 31, | | As of December 31, |
| (Millions of Dollars) | 2017 | | 2016 | | 2015 | | 2017 | | 2016 |
| Eversource | $ | — |
| | $ | (0.2 | ) | | $ | 0.1 |
| | $ | 1.8 |
| | $ | 1.8 |
|
Tax Positions: During 20172020 and 2016,2019, Eversource did not resolve any of its uncertain tax positions.
Open Tax Years: The following table summarizes Eversource, CL&P, NSTAR Electric, and PSNH's tax years that remain subject to examination by major tax jurisdictions as of December 31, 2017:
|
| | | | |
| Description | Tax Years |
| Federal | 20172020 |
| Connecticut | 20142017 - 20172020 |
| Massachusetts | 20142017 - 20172020 |
| New Hampshire | 20152017 - 20172020 |
Eversource estimates thatdoes not estimate to have an earnings impact related to unrecognized tax benefits during the next twelve months, differences of a non-timing nature could be resolved, resulting in a zero to $2.2 million decrease in unrecognized tax benefits by Eversource. These estimated changes are not expected to have a material impact on the earnings of Eversource. Other companies' impacts are not expected to be material.months.
11.13. COMMITMENTS AND CONTINGENCIES
A. Environmental Matters
General:Eversource, CL&P, NSTAR Electric and PSNH are subject to environmental laws and regulations intended to mitigate or remove the effect of past operations and improve or maintain the quality of the environment. These laws and regulations require the removal or the remedy of the effect on the environment of the disposal or release of certain specified hazardous substances at current and former operating sites. Eversource, CL&P, NSTAR Electric and PSNH have an active environmental auditing and training program and each believes it is substantially in compliance with all enacted laws and regulations.
Environmental reserves are accrued when assessments indicate it is probable that a liability has been incurred and an amount can be reasonably estimated. The approach used estimates the liability based on the most likely action plan from a variety of available remediation options, including no action required or several different remedies ranging from establishing institutional controls to full site remediation and monitoring. These liabilities are estimated on an undiscounted basis and do not assume that the amounts are recoverable from insurance companies or other third parties. The environmental reserves include sites at different stages of discovery and remediation and do not include any unasserted claims.
These reserve estimates are subjective in nature as they take into consideration several different remediation options at each specific site. The reliability and precision of these estimates can be affected by several factors, including new information concerning either the level of contamination at the site, the extent of Eversource's, CL&P's, NSTAR Electric's and PSNH's responsibility for remediation or the extent of remediation required, recently enacted laws and regulations or changes in cost estimates due to certain economic factors. It is possible that new information or future developments could require a reassessment of the potential exposure to relatedrequired environmental matters.remediation. As this information becomes available, management will continue to assess the potential exposure and adjust the reserves accordingly.
The amounts recorded as environmental reserves are included in Other Current Liabilities and Other Long-Term Liabilities on the balance sheets and represent management's best estimate of the liability for environmental costs, and take into consideration site assessment, remediation and long-term monitoring costs. The environmental reserves also take into account recurring costs of managing hazardous substances and pollutants, mandated expenditures to remediate contaminated sites and any other infrequent and non-recurring clean-up costs. A reconciliation of the activity in the environmental reserves is as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Balance as of January 1, 2019 | $ | 64.7 | | | $ | 5.4 | | | $ | 10.9 | | | $ | 5.4 | |
| Additions | 26.5 | | | 7.0 | | | 0.5 | | | 2.8 | |
| Payments/Reductions | (10.2) | | | (1.0) | | | (3.4) | | | (0.7) | |
| Balance as of December 31, 2019 | 81.0 | | | 11.4 | | | 8.0 | | | 7.5 | |
| Increase Due to CMA Asset Acquisition | 22.9 | | | 0 | | | 0 | | | 0 | |
| Additions | 8.4 | | | 4.2 | | | 0.7 | | | 0 | |
| Payments/Reductions | (9.9) | | | (3.3) | | | (4.0) | | | (0.4) | |
| Balance as of December 31, 2020 | $ | 102.4 | | | $ | 12.3 | | | $ | 4.7 | | | $ | 7.1 | |
|
| | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Balance as of January 1, 2016 | $ | 51.1 |
| | $ | 4.6 |
| | $ | 3.0 |
| | $ | 4.5 |
|
| Additions | 20.6 |
| | 0.6 |
| | 1.8 |
| | 1.2 |
|
| Payments/Reductions | (5.9 | ) | | (0.3 | ) | | (1.0 | ) | | (0.4 | ) |
| Balance as of December 31, 2016 | 65.8 |
| | 4.9 |
| | 3.8 |
| | 5.3 |
|
| Additions | 6.2 |
| | 0.5 |
| | 1.8 |
| | 1.0 |
|
| Payments/Reductions | (17.1 | ) | | (0.7 | ) | | (2.9 | ) | | (0.6 | ) |
| Balance as of December 31, 2017 | $ | 54.9 |
| | $ | 4.7 |
| | $ | 2.7 |
| | $ | 5.7 |
|
The number of environmental sites and related reserves for which remediation or long-term monitoring, preliminary site work or site assessment is being performed are as follows: |
| | | | | | | | | | | | | |
| | As of December 31, 2017 | | As of December 31, 2016 |
| | Number of Sites | | Reserve (in millions) | | Number of Sites | | Reserve (in millions) |
| Eversource | 59 |
| | $ | 54.9 |
| | 61 |
| | $ | 65.8 |
|
| CL&P | 14 |
| | 4.7 |
| | 14 |
| | 4.9 |
|
| NSTAR Electric | 15 |
| | 2.7 |
| | 17 |
| | 3.8 |
|
| PSNH | 10 |
| | 5.7 |
| | 11 |
| | 5.3 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2020 | 63 | | 15 | | 12 | | 9 |
| 2019 | 57 | | 15 | | 15 | | 9 |
The increase in the reserve balance was due primarily to the addition of 9 MGP sites at the EGMA natural gas business resulting from the CMA acquisition and changes in cost estimates at the natural gas companies MGP sites and at CL&P for which additional remediation will be required.
Included in the Eversource number of sites and reserve amounts above are former MGP sites that were operated several decades ago and manufactured natural gas from coal and other processes, which resulted in certain by-products remaining in the environment that may pose a potential risk to human health and the environment, for which Eversource may have potential liability. The reserve balances related to these former MGP sites were $49.0$92.2 million and $59.0$67.9 million as of December 31, 20172020 and 2016,2019, respectively, and related primarily to the natural gas business segment. The reduction in the reserve balance at the MGP sites was primarily due to a change in cost estimates at one site where actual contamination was less than originally estimated.
As of December 31, 2017,2020, for 86 environmental sites (3(1 for CL&P, 1 for NSTAR Electric)&P) that are included in the Company's reserve for environmental costs, the information known and the nature of the remediation options allow for the Company to estimate the range of losses for environmental costs. As of December 31, 2017, $25.42020, $41.7 million (including $1.8$0.9 million for CL&P and $0.3 million for NSTAR Electric)&P) had been accrued as a liability for these sites, which represents the low end of the range of the liabilities for environmental costs. Management believes that additional losses of up to approximately $20$33 million ($10.5 million at CL&P) may be incurred in executing current remediation plans for these sites.
As of December 31, 2017,2020, for 1015 environmental sites (3(7 for CL&P)&P and 2 for NSTAR Electric) that are included in the Company's reserve for environmental costs, management cannot reasonably estimate the exposure to loss in excess of the reserve, or range of loss, as these sites are under investigation and/or there is significant uncertainty as to what remedial actions, if any, the Company may be required to undertake. As of December 31, 2017, $12.32020, $17.5 million (including $1.8$2.6 million for CL&P)&P and $0.4 million for NSTAR Electric) had been accrued as a liability for these sites. As of December 31, 2017,2020, for the remaining 4142 environmental sites (including 87 for CL&P, 1410 for NSTAR Electric and 109 for PSNH) that are included in the Company's reserve for environmental costs, the $17.2$43.2 million accrual (including $1.1$8.8 million for CL&P, $2.4$4.3 million for NSTAR Electric and $5.7$7.1 million for PSNH) represents management's best estimate of the probable liability and no additional loss is anticipated at this time.
CERCLA: Of the total environmental sites, nine sites (four for NSTAR Electric and three for PSNH) are superfund sites under the federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) and its amendments or state equivalents for which the Company has been notified that it is a potentially responsible party but for which the site assessment and remediation are not being managed by the Company. As of December 31, 2017, a liability of $0.9 million accrued on these sites represents management's best estimate of its potential remediation costs with respect to these superfund sites.
Environmental Rate Recovery:PSNH, NSTAR Gas, EGMA and Yankee Gas have rate recovery mechanisms for MGP related environmental costs, therefore, changes in their respective environmental reserves do not impact Net Income. CL&P recovers ais allowed to defer certain level of environmental costs currently in rates. CL&P andfor future recovery. NSTAR Electric dodoes not have a separate environmental cost recovery regulatory mechanism.
B. Long-Term Contractual Arrangements
Estimated Future Annual Costs: The estimated future annual costs of significant executed, non-cancelable, long-term contractual arrangements in effect as of December 31, 20172020 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | | | | | | | | | | | | |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total |
| Renewable Energy | $ | 650.0 | | | $ | 716.8 | | | $ | 652.3 | | | $ | 648.8 | | | $ | 651.5 | | | $ | 3,490.7 | | | $ | 6,810.1 | |
| Natural Gas Procurement | 558.9 | | | 374.1 | | | 292.0 | | | 263.1 | | | 260.2 | | | 1,825.8 | | | 3,574.1 | |
| Purchased Power and Capacity | 69.4 | | | 75.5 | | | 86.8 | | | 79.6 | | | 60.3 | | | 13.2 | | | 384.8 | |
| Peaker CfDs | 30.0 | | | 34.2 | | | 46.9 | | | 41.6 | | | 31.3 | | | 102.4 | | | 286.4 | |
| Transmission Support Commitments | 20.5 | | | 18.0 | | | 18.1 | | | 19.2 | | | 19.7 | | | 19.7 | | | 115.2 | |
| Total | $ | 1,328.8 | | | $ | 1,218.6 | | | $ | 1,096.1 | | | $ | 1,052.3 | | | $ | 1,023.0 | | | $ | 5,451.8 | | | $ | 11,170.6 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| CL&P | | | | | | | | | | | | | |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total |
| Renewable Energy | $ | 484.4 | | | $ | 548.3 | | | $ | 547.2 | | | $ | 549.1 | | | $ | 551.2 | | | $ | 2,645.5 | | | $ | 5,325.7 | |
| Purchased Power and Capacity | 65.8 | | | 71.9 | | | 83.3 | | | 76.6 | | | 57.4 | | | 0.1 | | | 355.1 | |
| Peaker CfDs | 30.0 | | | 34.2 | | | 46.9 | | | 41.6 | | | 31.3 | | | 102.4 | | | 286.4 | |
| Transmission Support Commitments | 8.1 | | | 7.1 | | | 7.2 | | | 7.6 | | | 7.8 | | | 7.8 | | | 45.6 | |
| Total | $ | 588.3 | | | $ | 661.5 | | | $ | 684.6 | | | $ | 674.9 | | | $ | 647.7 | | | $ | 2,755.8 | | | $ | 6,012.8 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| NSTAR Electric | | | | | | | | | | | | | |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total |
| Renewable Energy | $ | 98.0 | | | $ | 100.0 | | | $ | 75.4 | | | $ | 72.9 | | | $ | 73.1 | | | $ | 522.1 | | | $ | 941.5 | |
| Purchased Power and Capacity | 3.1 | | | 3.1 | | | 3.0 | | | 3.0 | | | 2.9 | | | 13.1 | | | 28.2 | |
| Transmission Support Commitments | 8.1 | | | 7.1 | | | 7.1 | | | 7.5 | | | 7.7 | | | 7.7 | | | 45.2 | |
| Total | $ | 109.2 | | | $ | 110.2 | | | $ | 85.5 | | | $ | 83.4 | | | $ | 83.7 | | | $ | 542.9 | | | $ | 1,014.9 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total |
| Supply and Stranded Cost | $ | 81.7 |
| | $ | 69.3 |
| | $ | 74.6 |
| | $ | 68.8 |
| | $ | 63.7 |
| | $ | 144.3 |
| | $ | 502.4 |
|
| Renewable Energy | 242.9 |
| | 242.5 |
| | 241.7 |
| | 232.2 |
| | 224.5 |
| | 1,665.7 |
| | 2,849.5 |
|
| Peaker CfDs | 26.1 |
| | 24.2 |
| | 34.0 |
| | 32.3 |
| | 23.4 |
| | 53.3 |
| | 193.3 |
|
| Natural Gas Procurement | 225.5 |
| | 219.2 |
| | 169.3 |
| | 148.7 |
| | 131.4 |
| | 989.6 |
| | 1,883.7 |
|
| Transmission Support Commitments | 22.8 |
| | 23.0 |
| | 23.2 |
| | 15.2 |
| | 16.5 |
| | 16.5 |
| | 117.2 |
|
| Total | $ | 599.0 |
| | $ | 578.2 |
| | $ | 542.8 |
| | $ | 497.2 |
| | $ | 459.5 |
| | $ | 2,869.4 |
| | $ | 5,546.1 |
|
120
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| CL&P | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total |
| Supply and Stranded Cost | $ | 58.7 |
| | $ | 56.7 |
| | $ | 69.5 |
| | $ | 63.7 |
| | $ | 59.1 |
| | $ | 121.6 |
| | $ | 429.3 |
|
| Renewable Energy | 84.1 |
| | 85.4 |
| | 85.5 |
| | 85.8 |
| | 86.6 |
| | 655.5 |
| | 1,082.9 |
|
| Peaker CfDs | 26.1 |
| | 24.2 |
| | 34.0 |
| | 32.3 |
| | 23.4 |
| | 53.3 |
| | 193.3 |
|
| Transmission Support Commitments | 9.0 |
| | 9.1 |
| | 9.2 |
| | 6.0 |
| | 6.5 |
| | 6.5 |
| | 46.3 |
|
| Total | $ | 177.9 |
| | $ | 175.4 |
| | $ | 198.2 |
| | $ | 187.8 |
| | $ | 175.6 |
| | $ | 836.9 |
| | $ | 1,751.8 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| PSNH | | | | | | | | | | | | | |
| (Millions of Dollars) | 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total |
| Renewable Energy | $ | 67.6 | | | $ | 68.5 | | | $ | 29.7 | | | $ | 26.8 | | | $ | 27.2 | | | $ | 323.1 | | | $ | 542.9 | |
| Purchased Power and Capacity | 0.5 | | | 0.5 | | | 0.5 | | | 0 | | | 0 | | | 0 | | | 1.5 | |
| Transmission Support Commitments | 4.3 | | | 3.8 | | | 3.8 | | | 4.1 | | | 4.2 | | | 4.2 | | | 24.4 | |
| Total | $ | 72.4 | | | $ | 72.8 | | | $ | 34.0 | | | $ | 30.9 | | | $ | 31.4 | | | $ | 327.3 | | | $ | 568.8 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| NSTAR Electric | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total |
| Supply and Stranded Cost | $ | 5.5 |
| | $ | 5.5 |
| | $ | 3.1 |
| | $ | 3.1 |
| | $ | 3.1 |
| | $ | 22.0 |
| | $ | 42.3 |
|
| Renewable Energy | 96.1 |
| | 94.3 |
| | 92.6 |
| | 88.2 |
| | 88.4 |
| | 489.4 |
| | 949.0 |
|
| Transmission Support Commitments | 9.0 |
| | 9.0 |
| | 9.1 |
| | 6.0 |
| | 6.5 |
| | 6.5 |
| | 46.1 |
|
| Total | $ | 110.6 |
| | $ | 108.8 |
| | $ | 104.8 |
| | $ | 97.3 |
| | $ | 98.0 |
| | $ | 517.9 |
| | $ | 1,037.4 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| PSNH | | | | | | | | | | | | | |
| (Millions of Dollars) | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total |
| Supply and Stranded Cost | $ | 17.5 |
| | $ | 7.1 |
| | $ | 2.0 |
| | $ | 2.0 |
| | $ | 1.5 |
| | $ | 0.7 |
| | $ | 30.8 |
|
| Renewable Energy | 62.7 |
| | 62.8 |
| | 63.6 |
| | 58.2 |
| | 49.5 |
| | 520.8 |
| | 817.6 |
|
| Transmission Support Commitments | 4.8 |
| | 4.9 |
| | 4.9 |
| | 3.2 |
| | 3.5 |
| | 3.5 |
| | 24.8 |
|
| Total | $ | 85.0 |
| | $ | 74.8 |
| | $ | 70.5 |
| | $ | 63.4 |
| | $ | 54.5 |
| | $ | 525.0 |
| | $ | 873.2 |
|
Supply and Stranded Cost:Renewable Energy: Renewable energy contracts include non-cancellable commitments under contracts of CL&P, NSTAR Electric and PSNH for the purchase of energy and capacity from renewable energy facilities. Such contracts extend through 2041 for both CL&P and NSTAR Electric and 2033 for PSNH.
As required by 2018 regulation, CL&P and UI entered into ten-year contracts to purchase a combined total of approximately 9 million MWh annually from the Millstone Nuclear Power Station generation facility. On March 15, 2019, CL&P and UI each signed a ten-year contract with the owner of Millstone Nuclear Power Station in order to purchase a combined amount of approximately 50 percent of the facility's output (approximately 40 percent by CL&P). The Millstone Nuclear Power Station has a 2,112 MW nameplate capacity. PURA approved the contracts on September 18, 2019. Energy deliveries and payments under these contracts began in the fourth quarter of 2019.
CL&P and UI were also required by 2018 regulation to enter into eight-year contracts to purchase a combined amount of approximately 18 percent of the facility's output (approximately 15 percent by CL&P) from the Seabrook Nuclear Power Plant beginning January 1, 2022. The Seabrook Nuclear Power Plant has an approximate 1,250 MW nameplate capacity. On November 22, 2019, CL&P and UI each signed an eight-year contract with the owner of the Seabrook Nuclear Power Plant. PURA approved the contracts on November 27, 2019.
The total estimated future cost of the Millstone Nuclear Power Station and Seabrook Nuclear Power Plant energy purchase contracts are $3.6 billion and are reflected in the table above. CL&P sells the energy purchased under these contracts into the market and uses the proceeds from these energy sales to offset the contract costs. As the net costs under these contracts are recovered from customers in future rates, the contracts do not have an impact on the net income of CL&P. These contracts do not meet the definition of a derivative, and accordingly, the costs of these contracts are being accounted for as incurred.
Excluded from the table above are long-term commitments of NSTAR Electric pertaining to the Massachusetts Clean Energy 83D contract, for which construction had not commenced by December 31, 2020. Estimated costs under this contract are expected to begin in 2023 and range between $150 million and $415 million per year under a 20-year contract, totaling approximately $6.7 billion.
The contractual obligations table above does not include long-term commitments signed by CL&P and NSTAR Electric, as required by the PURA and DPU, respectively, for the purchase of renewable energy and related products that are contingent on the future construction of energy facilities.
Natural Gas Procurement: Eversource's natural gas distribution businesses have long-term contracts for the purchase, transportation and storage of natural gas as part of its portfolio of supplies, which extend through 2045. Long-term purchases for natural gas procurement include contracts of EGMA, which was formed as a result of the CMA asset acquisition.
Purchased Power and Capacity: These contracts include capacity CfDs of CL&P through 2026, and various IPP contracts or purchase obligations for electricity including payment obligations resulting from the buydown of electricity purchase contracts. Such contractswhich extend through 2024 for CL&P, 2031 for NSTAR Electric and 2023 for PSNH.
In addition, CL&P, along with UI, has four3 capacity CfDs for a total of approximately 787 MW of capacity consisting of three2 generation units and one1 demand response project. The combined capacities of these contracts as of December 31, 2020 and 2019 were 675 MW and 676 MW, respectively. The capacity CfDs extend through 2026 and obligate both CL&P and UI to make or receive payments on a monthly basis to or from the generation facilities based on the difference between a set contractual capacity price and the capacity market prices received by the generation facilities in the ISO-NE capacity markets. CL&P has a sharing agreement with UI, whereby UI shares 20 percent of the costs and benefits of these contracts. CL&P's portion of the costs and benefits of these contracts will be paid by, or refunded to, CL&P's customers.
The contractual obligations table above does not include CL&P's, or NSTAR Electric's defaultor PSNH's standard/basic service contracts for the purchase of energy supply, the amounts of which vary with customers' energy needs. The contractual obligations table also does not include PSNH's short-term power supply management.
Renewable Energy: Renewable energy contracts include non-cancellable commitments under contracts of CL&P, NSTAR Electric and PSNH for the purchase of energy and capacity from renewable energy facilities. Such contracts extend through 2038 for CL&P, 2031 for NSTAR Electric and 2033 for PSNH.
The contractual obligations table above does not include long-term commitments signed by CL&P and NSTAR Electric, as required by the PURA and DPU, for the purchase of renewable energy and related products that are contingent on the future construction of energy facilities.
Peaker CfDs: In 2008, CL&P, entered into threealong with UI, has 3 peaker CfDs with developers of peaking generation units approved by PURA (Peaker CfDs). These units havefor a total of approximately 500 MW of peaking capacity. As directed by PURA,capacity through 2042. CL&P and UI have entered intohas a sharing agreement with UI, whereby CL&P is responsible for 80 percent and UI for 20 percent of the net costs or benefits of these CfDs. The Peaker CfDs pay the generation facility owner the difference between capacity, forward reserve and energy market revenues and a cost-of-service payment stream for 30 years. The ultimate cost or benefit to CL&P under these contracts will depend on the costs of plant operation and the prices that the projects receive for capacity and other products in the ISO-NE markets. CL&P's portion of the amounts paid or received under the Peaker CfDs will be recoverableare recovered from, or refunded to, CL&P's customers.
Natural Gas Procurement: In the normal course of business, Eversource's natural gas distribution businesses have long-term contracts for the purchase, transportation and storage of natural gas as part of its portfolio of supplies. These contracts extend through 2032.
Coal, Wood and Other: PSNH has entered into various arrangements for the purchase of coal, wood and the transportation services for fuel supply for its electric generating assets. On January 10, 2018, Eversource and PSNH completed the sale of PSNH's thermal generation assets, at which time, remaining future contractual obligations were transferred to the buyer. See Note 12, "Assets Held for Sale," for further information.
Transmission Support Commitments: Along with other New England utilities, CL&P, NSTAR Electric and PSNH entered into a series of agreements in 1985the 1980’s to support the costs of, and receive rights to use, transmission and terminal facilities that were built to import electricity from the Hydro-Québec system in Canada. CL&P, NSTAR Electric and PSNH arewere obligated to pay, over a 30-year period ending in 2020, their proportionate shares of the annual operation and maintenance expenses and capital costs of those facilities. On December 18, 2020, the parties to these agreements submitted to FERC an offer of settlement and amendments to these agreements implementing the terms of an extension for an additional 20-year period. The parties have requested these terms to be placed in effect as of January 1, 2021 or such other date as authorized by FERC. The estimated future annual costs included in the contractual obligations table above, are subject to the approval of these amendments by FERC and can vary as a result.
The total costs incurred under these agreements were as follows:
| | | | | | | | | | | | | | | | | |
| Eversource | For the Years Ended December 31, |
| (Millions of Dollars) | 2020 | | 2019 | | 2018 |
| Renewable Energy | $ | 584.2 | | | $ | 320.8 | | | $ | 218.5 | |
| Natural Gas Procurement | 453.4 | | | 448.5 | | | 432.4 | |
| Purchased Power and Capacity | 62.7 | | | 62.1 | | | 72.0 | |
| Peaker CfDs | 22.7 | | | 13.0 | | | 20.9 | |
| Transmission Support Commitments | 22.1 | | | 21.8 | | | 23.4 | |
| | | | | | | | | | For the Years Ended December 31, |
| Eversource | For the Years Ended December 31, | |
| | | | 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | 2017 | | 2016 | | 2015 | (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Supply and Stranded Cost | $ | 103.9 |
| | $ | 152.5 |
| | $ | 147.6 |
| |
| Renewable Energy | 235.5 |
| | 210.9 |
| | 144.3 |
| Renewable Energy | $ | 426.3 | | | $ | 88.8 | | | $ | 69.1 | | | $ | 160.6 | | | $ | 89.9 | | | $ | 70.3 | | | $ | 63.2 | | | $ | 89.8 | | | $ | 65.5 | |
| Purchased Power and Capacity | | Purchased Power and Capacity | 59.3 | | | 3.1 | | | 0.3 | | | 50.4 | | | 5.1 | | | 6.6 | | | 49.4 | | | 4.4 | | | 18.2 | |
| Peaker CfDs | 38.7 |
| | 47.7 |
| | 42.7 |
| Peaker CfDs | 22.7 | | | 0 | | | 0 | | | 13.0 | | | 0 | | | 0 | | | 20.9 | | | 0 | | | 0 | |
| Natural Gas Procurement | 377.0 |
| | 323.9 |
| | 428.6 |
| |
| Coal, Wood and Other | 47.7 |
| | 55.7 |
| | 95.9 |
| |
| Transmission Support Commitments | 19.8 |
| | 15.9 |
| | 25.3 |
| Transmission Support Commitments | 8.7 | | | 8.7 | | | 4.7 | | | 8.6 | | | 8.6 | | | 4.6 | | | 9.2 | | | 9.2 | | | 5.0 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Years Ended December 31, |
| | 2017 | | 2016 | | 2015 |
| (Millions of Dollars) | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH | | CL&P | | NSTAR
Electric | | PSNH |
| Supply and Stranded Cost | $ | 81.0 |
| | $ | 4.0 |
| | $ | 18.9 |
| | $ | 132.7 |
| | $ | 0.7 |
| | $ | 19.1 |
| | $ | 120.3 |
| | $ | 6.5 |
| | $ | 20.8 |
|
| Renewable Energy | 51.0 |
| | 123.7 |
| | 60.8 |
| | 42.1 |
| | 101.1 |
| | 67.7 |
| | 20.0 |
| | 87.1 |
| | 37.2 |
|
| Peaker CfDs | 38.7 |
| | — |
| | — |
| | 47.7 |
| | — |
| | — |
| | 42.7 |
| | — |
| | — |
|
| Coal, Wood and Other | — |
| | — |
| | 47.7 |
| | — |
| | — |
| | 55.7 |
| | — |
| | — |
| | 95.9 |
|
Transmission Support Commitments | 7.8 |
| | 7.8 |
| | 4.2 |
| | 6.3 |
| | 6.2 |
| | 3.4 |
| | 10.0 |
| | 9.9 |
| | 5.4 |
|
C. Spent Nuclear Fuel Obligations - Yankee Companies
CL&P, NSTAR Electric and PSNH have plant closure and fuel storage cost obligations to the Yankee Companies, which have each completed the physical decommissioning of their respective nuclear power facilities and are now engaged in the long-term storage of their spent fuel. The Yankee Companies collectfund these costs through litigation proceeds received from the DOE and, to the extent necessary, through wholesale, FERC-approved rates charged under power purchase agreements with several New England utilities, including CL&P, NSTAR Electric and PSNH. These companiesCL&P, NSTAR Electric and PSNH, in turn recover these costs from their customers through state regulatory commission-approved retail rates. The Yankee Companies have collected or are currently collectingcollect amounts that management believes are adequate to recover the remaining plant closure and fuel storage cost estimates for the respective plants. Management believes CL&P and NSTAR Electric will recover their shares of these obligations from their customers. PSNH has recovered its total share of these costs from its customers.
Spent Nuclear Fuel Litigation:
The Yankee Companies have filed complaints against the DOE in the Court of Federal Claims seeking monetary damages resulting from the DOE's failure to accept delivery of, and provide for a permanent facility to store, spent nuclear fuel pursuant to the terms of the 1983 spent fuel and high levelhigh-level waste disposal contracts between the Yankee Companies and the DOE. The court had previously awarded the Yankee Companies damages for PhasePhases I, II and III of litigation resulting from the DOE's failure to meet its contractual obligations. These Phases covered damages incurred in the years 1998 through 2012, and the awarded damages have been received by the Yankee Companies with certain amounts of the damages refunded to their customers.
DOE Phase III Damages - In August 2013, the Yankee Companies each filed subsequent lawsuits against the DOE seeking recovery of actual damages incurred in the years 2009 through 2012 ("DOE Phase III"). On March 25, 2016, the court issued its decision and awarded CYAPC, YAEC and MYAPC damages of $32.6 million, $19.6 million and $24.6 million, respectively. In total, the Yankee Companies were awarded $76.8 million of the $77.9 million in damages sought in DOE Phase III. The decision became final on July 18, 2016, and the Yankee Companies received the awards from the DOE on October 14, 2016. The Yankee Companies received FERC approval of their proposed distribution of certain amounts of the awarded damages proceeds to member companies, including CL&P, NSTAR Electric and PSNH, which CYAPC and MYAPC made in December 2016. MYAPC also refunded $56.5 million from its spent nuclear fuel trust, a portion of which was also refunded to the Eversource utility subsidiaries. In total, Eversource received $26.1 million, of which CL&P, NSTAR Electric and PSNH received $13.6 million, $8.6 million and $3.9 million, respectively. These amounts have been refunded to the customers of the respective Eversource utility subsidiaries.
DOE Phase IV Damages - On May 22, 2017, each of the Yankee Companies filed subsequenta fourth set of lawsuits against the DOE in the Court of Federal
Claims seeking Claims. The Yankee Companies sought monetary damages totaling approximately $100$104.4 million for CYAPC, YAEC and MYAPC, resulting from the DOE's failure to begin accepting spent nuclear fuel for disposal covering the years from 2013 to 2016 (“DOE(DOE Phase IV”)IV). On February 21, 2019, the Yankee Companies received a partial summary judgment and partial final judgment in their favor for the undisputed amount of monetary damages of $103.2 million. The court awarded CYAPC, YAEC and MYAPC damages of $40.7 million, $28.1 million and $34.4 million, respectively. The DOE did not appeal the court's judgment and the decision became final on April 23, 2019. On June 12, 2019, each of the Yankee Companies received the damages proceeds. On June 12, 2019, the court accepted an offer of judgment in the amount of $0.5 million to settle the disputed amount of approximately $1 million in Phase IV trial is expectedcontested damages. The Yankee Companies received the $0.5 million payment in July 2019.
In September 2019, the Yankee Companies made a required informational filing with FERC as to beginthe use of proceeds, for which approval was received in 2018.the fourth quarter of 2019. In December 2019, YAEC and MYAPC returned proceeds of $5.4 million and $21.0 million, respectively, to its member companies, of which the Eversource utilities (CL&P, NSTAR Electric and PSNH) received a total of $2.8 million from YAEC and $5.0 million from MYAPC. The Eversource utilities refund these amounts received to their utility customers. Also, in December 2019, CYAPC paid $29.0 million to the DOE to partially settle its pre-1983 spent nuclear fuel obligation.
D. Guarantees and Indemnifications
In the normal course of business, Eversource parent provides credit assurances on behalf of its subsidiaries, including CL&P, NSTAR Electric and PSNH, in the form of guarantees.
Eversource parent issued a guaranty on behalf of its subsidiary, NPT, under which, beginning at the time the Northern Pass Transmission line goes into commercial operation, Eversource parent will guarantee the financial obligations of NPT under the TSA with HQ in an amount not to exceed $25 million. Eversource parent's obligations under the guaranty expire upon the full, final and indefeasible payment of the guaranteed obligations. Eversource parent has also entered into a guaranty on behalf of NPT under which Eversource parent will guarantee NPT's obligations under a facility with a financial institution pursuant to which NPT may request letters of credit in an aggregate amount of up to approximately $14 million.
Eversource parent has also guaranteed certain indemnification and other obligations as a result of the sales of former unregulated subsidiaries and the termination of an unregulated business, with maximum exposures either not specified or not material.
Management does not anticipate a material impact to net income or cash flows as a result of these various guarantees and indemnifications.
Guarantees issued on behalf of unconsolidated entities, including equity method offshore wind investments, for which Eversource parent is the guarantor, are recorded at fair value as a liability on the balance sheet at the inception of the guarantee. Eversource regularly reviews performance risk under these guarantee arrangements, and in the event it becomes probable that Eversource parent will be required to perform under the guarantee, the amount of probable payment will be recorded. The fair value of guarantees issued on behalf of unconsolidated entities are recorded within Other Long-Term Liabilities on the balance sheet, and was $0.5 million as of December 31, 2020.
The following table summarizes Eversource parent's exposure to guarantees and indemnifications of its subsidiaries and affiliates to external parties as of December 31, 2017:2020:
| | | | | | | | | | | | | | | | | | | | |
| Company (Obligor) | | Description | | Maximum Exposure
(in millions) | | Expiration Dates |
| North East Offshore LLC | | Construction-related purchase agreements with third-party contractors (1) | | $ | 30.5 | | | (1) |
| Eversource Investment LLC | | Funding and indemnification obligations of North East Offshore LLC (2) | | 0 | | | (2) |
| Sunrise Wind LLC | | OREC capacity production (3) | | 2.2 | | | (3) |
| South Fork Wind, LLC | | Transmission interconnection | | 1.7 | | | — |
| Bay State Wind LLC | | Real estate purchase | | 2.5 | | | 2021 |
| Various | | Surety bonds (4) | | 56.6 | | | 2021 - 2023 |
| Rocky River Realty Company and Eversource Service | | Lease payments for real estate | | 5.2 | | | 2024 |
|
| | | | | | | | |
| Company | | Description | | Maximum Exposure (in millions) | | Expiration Dates |
| On behalf of subsidiaries: | | | | | | |
| Eversource Gas Transmission LLC | | Access Northeast Project Capital Contributions Guaranty (1) | | $ | 185.1 |
| | 2021 |
| Various | | Surety Bonds (2) | | 40.4 |
| | 2018 |
| Eversource Service and Rocky River Realty Company | | Lease Payments for Vehicles and Real Estate | | 7.8 |
| | 2019 - 2024 |
(1) Eversource parent issued a declining balance guarantyguarantees on behalf of its subsidiary,50 percent-owned affiliate, North East Offshore LLC (NEO), under which Eversource Gas Transmission LLC,parent agreed to guarantee 50 percent of NEO’s performance of obligations under certain purchase agreements with third-party contactors, in an amount not to exceed $1.3 billion with an expiration date in 2025. Eversource parent also issued a separate guarantee to Ørsted on behalf of NEO, under which Eversource parent agreed to guarantee 50 percent of NEO’s payment obligations under certain offshore wind project construction-related agreements with Ørsted in an aggregate amount not to exceed $62.5 million. Any amounts paid under this guarantee to Ørsted will count toward, but not increase, the paymentmaximum amount of the subsidiary's capital contributions for its investmentFunding Guarantee described in the Access Northeast project.Note 2, below. The guaranty decreases as capital contributions are made. The guaranty will expireguarantee expires upon the earlier of the full performance of the guaranteed obligations.
(2) Eversource parent issued a guarantee (Funding Guarantee) on behalf of Eversource Investment LLC (EI), its wholly-owned subsidiary that holds a 50 percent ownership interest in NEO, under which Eversource parent agreed to guarantee certain funding obligations or December 31, 2021.and certain indemnification payments of EI under the Amended and Restated Limited Liability Company Operating Agreement of NEO, in an amount not to exceed $910 million. The guaranteed obligations include payment of EI's funding obligations during the construction phase of NEO’s underlying offshore wind projects and indemnification obligations associated with third party credit support for its investment in NEO. Eversource parent’s obligations under the Funding Guarantee expire upon the full performance of the guaranteed obligations.
(2) (3) On October 25, 2019, Eversource parent issued a guarantee on behalf of its 50 percent-owned affiliate, Sunrise Wind LLC, whereby Eversource parent will guarantee Sunrise Wind LLC's performance of certain obligations, in an amount not to exceed $15.4 million, under the Offshore Wind Renewable Energy Certificate Purchase and Sale Agreement (the Agreement). The Agreement was executed on October 23, 2019, by and between the New York State Energy Research and Development Authority (NYSERDA) and Sunrise Wind LLC. The guarantee expires upon the full performance of the guaranteed obligations.
(4) Surety bond expiration dates reflect termination dates, the majority of which will be renewed or extended. Certain surety bonds contain credit ratings triggers that would require Eversource parent to post collateral in the event that the unsecured debt credit ratings of Eversource parent are downgraded.
Aquarion hasLetter of Credit: On September 16, 2020, Eversource parent entered into a $0.9 millionguarantee on behalf of Eversource Investment LLC, which holds Eversource's investments in offshore wind-related equity method investments, under which Eversource parent would guarantee Eversource Investment LLC's obligations under a letter of credit relating to an insurance program, which expires on December 31, 2018 and includes annual automatic renewals. As of December 31, 2017, and 2016, there were no amounts outstanding under the letter of credit. Aquarion also guarantees surety bondsfacility with a maximum exposurefinancial institution that Eversource Investment LLC may request in an aggregate amount of $1.2 million relatedup to ongoing operations with expiration dates ranging through 2018, the majority of which will be renewed or extended.approximately $25 million.
E. FERC ROE Complaints
FourNaN separate complaints have beenwere filed at the FERC by combinations of New England state attorneys general, state regulatory commissions, consumer advocates, consumer groups, municipal parties and other parties (collectively, the "Complainants")Complainants). In each of the first three3 complaints, filed on October 1, 2011, December 27, 2012, and July 31, 2014, respectively, the Complainants challenged the NETOs' base ROE of 11.14 percent that had been utilized since 2005 and sought an order to reduce it prospectively from the date of the final FERC order and for the separate 15-month complaint periods. In the fourth complaint, filed April 29, 2016, the Complainants challenged the NETOs' base ROE billed of 10.57 percent and the maximum ROE for transmission incentive ("incentive cap")(incentive cap) of 11.74 percent, asserting that these ROEs were unjust and unreasonable.
In response to appeals of the FERC decision in the first complaint filed by the NETOs and the Complainants, the U.S. Court of Appeals for the D.C. Circuit (the "Court") issued a decision on April 14, 2017 vacating and remanding the FERC's decision. The Court found that the FERC failed to make an explicit finding that the 11.14 percent base ROE was unjust and unreasonable, as required under Section 206 of the Federal Power Act, before it set a new base ROE. The Court also found that the FERC did not provide a rational connection between the record evidence and its decision to select the midpoint of the upper half of the zone of reasonableness for the new base ROE.
Hearings on the fourth complaint were held in December 2017 before the Administrative Law Judge ("ALJ"), who is expected to issue an initial decision in March 2018.
A summary of the four separate complaints and the base ROEs pertinent to those complaints are as follows:
|
| | | | | | |
| Complaint | 15-Month Time Period of Complaint (Beginning as of Complaint Filing Date) | Original Base ROE Authorized by FERC at Time of Complaint Filing Date (1) | Base ROE Subsequently Authorized by FERC for First Complaint Period and also Effective from October 16, 2014 through April 14, 2017 (1) | Reserve (Pre-Tax and Excluding Interest) as of December 31, 2017 (in millions) | | FERC ALJ Recommendation of Base ROE on Second and Third Complaints (Issued March 22, 2016) |
| First | 10/1/2011 - 12/31/2012 | 11.14% | 10.57% | $— | (2) | N/A |
| Second | 12/27/2012 - 3/26/2014 | 11.14% | N/A | 39.1 | (3) | 9.59% |
| Third | 7/31/2014 - 10/30/2015 | 11.14% | 10.57% | — | | 10.90% |
| Fourth | 4/29/2016 - 7/28/2017 | 10.57% | 10.57% | — | | N/A |
(1)The ROE originally billed during the period October 1, 2011 (beginning of the first complaint period) through October 15, 2014 consisted of a base ROE of 11.14 percent and incentives up to 13.1 percent. On October 16, 2014, the FERC set the base ROE at 10.57 percent and anthe incentive cap at 11.74 percent for the first complaint period andperiod. This was also effective from the date of the FERC order onfor all prospective billings to customers beginning October 16, 2014. This FERC order was vacated on April 14, 2017.2017 by the U.S. Court of Appeals for the D.C. Circuit (the Court).
(2) CL&P, NSTAR Electric and PSNH have refunded allAll amounts associated with the first complaint period totalinghave been refunded, which totaled $38.9 million (pre-tax and excluding interest) at Eversource (consisting of $22.4 million at CL&P, $13.7 million at NSTAR Electric and $2.8 million at PSNH), reflectingreflected both the base ROE and incentive cap prescribed by the FERC order. The refund consisted of $22.4 million for CL&P, $13.7 million for NSTAR Electric and $2.8 million for PSNH.
(3) TheEversource has recorded a reserve of $39.1 million (pre-tax and excluding interest) for the second complaint period as of both December 31, 2020 and 2019. This reserve represents the difference between the billed rates during the second complaint period and a 10.57 percent base ROE and 11.74 percent incentive cap. The reserve consisted of $21.4 million for CL&P, $14.6 million for NSTAR Electric and $3.1 million for PSNH as of both December 31, 2017.2020 and 2019.
On June 5, 2017, the NETOs, including Eversource, submitted a filing to the FERC to reinstate the base ROE of 11.14 percent with an associated ROE incentive cap of 13.5 percent effective June 8, 2017, as these were the last ROEs lawfully in effect for transmission billing purposes prior to the FERC order vacated by the Court on April 14, 2017. On October 6, 2017, the FERC did not accept the NETOs filing, temporarily leaving in place the ROEs (10.57 percent base ROE with an 11.74 percent incentive cap ROE) set in the first complaint proceeding until the FERC addresses the Court’s decision. On November 6, 2017, the NETOs submitted a request for rehearing of the FERC’s October 6, 2017 Order rejecting the compliance filing.
On October 5, 2017,16, 2018, FERC issued an order on all 4 complaints describing how it intends to address the issues that were remanded by the Court. FERC proposed a new framework to determine (1) whether an existing ROE is unjust and unreasonable and, if so, (2) how to calculate a replacement ROE. Initial briefs were filed by the NETOs, Complainants and FERC Trial Staff on January 11, 2019 and reply briefs were filed a serieson March 8, 2019. The NETOs' brief was supportive of motions, requesting that the FERC dismissoverall ROE methodology determined in the four complaint proceedings. Alternatively, ifOctober 16, 2018 order provided the FERC does not dismisschange the proceedings,proposed methodology or alter its implementation in a manner that has a material impact on the results.
The FERC order included illustrative calculations for the first complaint using FERC's proposed frameworks with financial data from that complaint. Those illustrative calculations indicated that for the first complaint period, for the NETOs, requested thatwhich FERC concludes are of average financial risk, the preliminary just and reasonable base ROE is 10.41 percent and the preliminary incentive cap on total ROE is 13.08 percent.
If the results of the illustrative calculations were included in a final FERC order for each of the complaint periods, then a 10.41 percent base ROE and a 13.08 percent incentive cap would not have a significant impact on our financial statements for all of the complaint periods. These preliminary calculations are not binding and do not represent what we believe to be the most likely outcome of a final FERC order.
On November 21, 2019, FERC issued Opinion No. 569 affecting the two pending transmission ROE complaints against the Midcontinent ISO (MISO) transmission owners, in which FERC adopted a new methodology for determining base ROEs. Various parties sought rehearing. On December 23, 2019, the NETOs filed supplementary materials in the NETOs' four pending cases to respond to this new methodology because of the uncertainty of the applicability to the NETOs' cases.
On May 21, 2020, the FERC consolidate allissued its order in Opinion No. 569-A on the rehearing of the MISO transmission owners' cases, in which FERC again changed its methodology for determining the MISO transmission owners' base ROEs. Various parties appealed the MISO transmission owners' opinion. On November 19, 2020, the FERC issued Opinion No. 569-B denying rehearing of Opinion No. 569-A and reaffirmed the methodology previously adopted in Opinion No. 569-A. The new methodology differs significantly from the methodology proposed by FERC in its October 16, 2018 order to determine the NETOs' base ROEs in its four pending cases.
Given the significant uncertainty regarding the applicability of the FERC opinions in the MISO transmission owners' two complaint cases to the NETOs' pending four complaint proceedings for expeditious resolution and/or stay the trial in the fourth complaint proceeding and resolve it based on the standards set in the April 14, 2017 Court decision.
At this time, the Company cannot reasonably estimate a range of gain or loss for the complaint proceedings. No events in 2017 provided acases, Eversource concluded that there is no reasonable basis for a change to the reserve balance of $39.1 million (pre-tax, excluding interest) for the second complaint period, and the Company has not changed its reserve or recognized ROEs for any of the complaint periods.
Management cannotperiods at this time predict the ultimate effecttime. As well, Eversource cannot reasonably estimate a range of the Court decisionany gain or future FERC action onloss for any of the four complaint periods or the estimated impacts on the financial position, results of operations or cash flows of proceedings at this time.
Eversource, CL&P, NSTAR Electric or PSNH.and PSNH currently record revenues at the 10.57 percent base ROE and incentive cap at 11.74 percent established in the October 16, 2014 FERC order.
The average impactA change of a 10 basis point changepoints to the base ROE used to establish the reserves would impact Eversource’s after-tax earnings by an average of approximately $3 million for each of the four 15-month complaint periods would affect Eversource's after-tax earnings by approximately $3 million.periods.
F. Eversource and NSTAR Electric Boston Harbor Civil Action
On July 15,In 2016, the United States Attorney on behalf of the United States Army Corps of Engineers filed a civil action in the United States District Court for the District of Massachusetts under provisions of the Rivers and Harbors Act of 1899 and the Clean Water Act against NSTAR Electric, Harbor Electric Energy Company, a wholly-owned subsidiary of NSTAR Electric ("HEEC"),HEEC, and the Massachusetts Water Resources Authority (together with NSTAR Electric and HEEC, the "Defendants"). The action alleged that the Defendants failed to comply with certain permitting requirements related to the placement of the HEEC-owned electric distribution cable beneath Boston Harbor. The action sought an order to compel HEEC to comply with cable depth requirements in the United States Army Corps of Engineers' permit or alternatively to remove the electric distribution cable and cease unauthorized work in U.S. waterways. The action also sought civil penalties and other costs.
The parties reached a settlement pursuant to which HEEC agreed to install a new 115kV distribution cable across Boston Harbor to Deer Island, utilizing a different route, and remove portions of the existing cable. Upon the installation and completionConstruction of the new distribution cable was completed in August 2019 and the removal of the portions of the existing cable allwas completed in January 2020. All issues surrounding the current permit from the United States Army Corps of Engineers are expected to be resolved, and subsequently, such litigation is expected to bethen dismissed with prejudice.
In 2017, as a result of the settlement, NSTAR Electric expensed $4.9 million (pre-tax) of previously incurred capitalized costs associated with engineering work performed on the existing cable that will no longer be used. In addition, NSTAR Electric agreed to provide a rate base credit of $17.5 million to the Massachusetts Water Resources Authority for the new cable. This negotiated credit will resultresulted in the initial $17.5 million of construction costs on the new cable to bebeing expensed as incurred. Of this amount, NSTAR Electricincurred, all of which was fully expensed $11.1 million (pre-tax) of costs incurred onin 2018. In connection with the new cable in 2017. Constructionthat was placed into service, a corresponding ARO was recognized for approximately $32 million within Other Long-Term Liabilities on the Eversource and NSTAR Electric balance sheets as of the new cable is expected to be completed inDecember 31, 2019.
G. Litigation and Legal Proceedings
Eversource, including CL&P, NSTAR Electric and PSNH, are involved in legal, tax and regulatory proceedings regarding matters arising in the ordinary course of business, which involve management's assessment to determine the probability of whether a loss will occur and, if probable, its best estimate of probable loss. The Company records and discloses losses when these losses are probable and reasonably estimable, and discloses matters when losses are probable but not estimable or when losses are reasonably possible. Legal costs related to the defense of loss contingencies are expensed as incurred.
12. ASSETS HELD FOR SALE
In June 2015, Eversource and PSNH entered into the 2015 Public Service Company of New Hampshire Restructuring and Rate Stabilization Agreement, under the terms of which PSNH agreed to divest its generation assets, subject to NHPUC approval. The NHPUC approval for this agreement, as well as NHPUC approval of the final divestiture plan and auction process, were received in the second half of 2016. In October 2017, PSNH entered into two Purchase and Sale Agreements ("Agreements") to sell its thermal and hydroelectric generation assets to private investors at purchase prices of $175 million and $83 million, respectively, subject to adjustments as set forth in the Agreements. The NHPUC approved the Agreements in late November 2017, at which time the Company classified these assets as held for sale.
On January 10, 2018, PSNH completed the sale of its thermal generation assets, pursuant to the Agreement dated October 11, 2017. In accordance with the Purchase and Sale Agreement, the original purchase price of $175 million was adjusted to reflect working capital adjustments, closing date adjustments and proration of taxes and fees prior to closing, totaling $40.9 million, resulting in net proceeds of $134.1 million. As of December 31, 2017, the thermal generation assets classified as assets held for sale are stated at fair value less costs to sell. Deferred costs of $516.1 million were included in Regulatory Assets on the Eversource and PSNH Balance Sheets, and represent the difference between the carrying value and the fair value less costs to sell of the thermal generation assets as of December 31, 2017. The hydroelectric generation assets are targeted to be sold in the first quarter of 2018 at an amount above net carrying value, and are therefore stated at carrying value. As of December 31, 2017, the difference between the carrying value of the hydroelectric generation assets and the expected proceeds from the sale was approximately $25 million, which will be recognized as a reduction to the stranded costs upon completion of the sale.
Upon completion of the divestiture, full recovery of PSNH's generation assets and transaction-related costs are expected to occur through a combination of cash flows during the remaining operating period, sales proceeds, and recovery of stranded costs via the issuance of bonds that will be secured by a non-bypassable charge or through recoveries in future rates billed to PSNH's customers. On January 30, 2018, the NHPUC approved the issuance of rate reduction bonds up to $690 million to recover stranded costs, subject to an audit by the NHPUC Audit Staff. This order is subject to an appeal period of 30 days.
For the years ended December 31, 2017, 2016 and 2015, pre-tax income associated with the assets held for sale was $60.0 million, $65.3 million and $56.9 million, respectively.
As of December 31, 2017, PSNH's generation assets held for sale, which are included in current assets on the Eversource and PSNH balance sheets, and are part of the Electric Distribution reportable segment, were as follows (liabilities held for sale were $1.2 million as of December 31, 2017):
|
| | | |
| (Millions of Dollars) | |
| Thermal Gross Plant | $ | 1,091.4 |
|
| Hydroelectric Gross Plant | 83.0 |
|
| Accumulated Depreciation | (575.4 | ) |
| Net Plant | 599.0 |
|
| Fuel and Inventory | 87.7 |
|
| Materials and Supplies | 27.3 |
|
| Emission Allowances | 19.1 |
|
| Other Assets | 2.6 |
|
| Deferred Costs from Generation Asset Sale | (516.1 | ) |
| Total Generation Assets Held for Sale | $ | 219.6 |
|
As of December 31, 2017, the difference between the carrying value of the generation assets and the amounts recognized as assets held for sale represented the deferred costs on the thermal generation asset sale and were calculated as follows:
|
| | | |
| (Millions of Dollars) | |
| Generation Assets to be Sold (Carrying Value) | $ | 735.7 |
|
| Less: Generation Assets Held for Sale: | |
| Thermal Generation Assets (Fair Value less Cost to Sell) | (161.7 | ) |
| Hydroelectric Generation (Carrying Value) | (57.9 | ) |
| Generation Assets Held for Sale | (219.6 | ) |
| | |
| Deferred Costs from Generation Asset Sale | $ | 516.1 |
|
13.14. LEASES
Eversource, including CL&P, NSTAR Electric and PSNH, has entered into lease agreements some of which are capital leases,as a lessee for the use of data processing andland, office equipment, vehicles,space, service centers, landvehicles, information technology, and office space. In addition, CL&P, NSTAR Electricequipment. These lease agreements are classified as either finance or operating leases and PSNH incur costs associatedthe liability and right-of-use asset are recognized on the balance sheet at lease commencement. Leases with leases entered into by other Eversource subsidiaries, which include Eversource Service and Rocky River Realty Company,an initial term of 12 months or less are not recorded on the balance sheet and are included below in their respective operatingrecognized as lease rental expensesexpense on a straight-line basis over the lease term.
Eversource determines whether or not a contract contains a lease based on whether or not it provides Eversource with the use of a specifically identified asset for a period of time, as well as both the right to direct the use of that asset and future minimum rental payments. These intercompanyreceive the significant economic benefits of the asset. Eversource has elected the practical expedient to not separate non-lease components from lease amountscomponents and instead to account for both as a single lease component, with the exception of the information technology asset class where the lease and non-lease components are eliminated on an Eversource consolidated basis. separated.
The provisions of the Eversource, CL&P, NSTAR Electric and PSNH lease agreements generally contain renewal options. CertainThe renewal options range from one year to twenty years. The renewal period is included in the measurement of the lease agreements contain payments impacted byliability if it is reasonably certain that Eversource will exercise these renewal options.
For leases entered into or modified after the commercial paperJanuary 1, 2019 implementation date, the discount rate plus a credit spread or the consumer price index.
Operating lease rental payments charged to expense are as follows:
|
| | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2017 | $ | 10.5 |
| | $ | 11.7 |
| | $ | 11.3 |
| | $ | 3.3 |
|
| 2016 | 12.1 |
| | 12.5 |
| | 11.4 |
| | 2.9 |
|
| 2015 | 12.1 |
| | 12.5 |
| | 11.8 |
| | 2.8 |
|
Future minimum rental payments, excluding executory costs, such as property taxes, state use taxes, insurance,utilized for classification and maintenance, under long-term noncancelable leases,measurement purposes as of December 31, 2017 are as follows:the inception date of the lease is based on each company's collateralized incremental interest rate to borrow over a comparable term for an individual lease because the rate implicit in the lease is not determinable.
|
| | | | | | | | | | | | | | | |
Operating Leases (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2018 | $ | 13.2 |
| | $ | 1.8 |
| | $ | 7.9 |
| | $ | 1.0 |
|
| 2019 | 11.4 |
| | 1.5 |
| | 6.9 |
| | 1.0 |
|
| 2020 | 10.0 |
| | 1.3 |
| | 6.1 |
| | 0.9 |
|
| 2021 | 8.9 |
| | 1.1 |
| | 5.5 |
| | 0.8 |
|
| 2022 | 7.4 |
| | 1.0 |
| | 4.5 |
| | 0.6 |
|
| Thereafter | 19.7 |
| | 1.0 |
| | 15.4 |
| | 2.0 |
|
| Future minimum lease payments | $ | 70.6 |
| | $ | 7.7 |
| | $ | 46.3 |
| | $ | 6.3 |
|
|
| | | | | | | | | | | | | | | |
Capital Leases (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2018 | $ | 2.9 |
| | $ | 2.0 |
| | $ | 0.5 |
| | $ | 0.1 |
|
| 2019 | 3.3 |
| | 2.0 |
| | 0.6 |
| | — |
|
| 2020 | 3.3 |
| | 2.0 |
| | 0.5 |
| | — |
|
| 2021 | 2.8 |
| | 1.4 |
| | 0.6 |
| | — |
|
| 2022 | 1.3 |
| | — |
| | 0.6 |
| | — |
|
| Thereafter | 2.5 |
| | — |
| | 2.5 |
| | — |
|
| Future minimum lease payments | 16.1 |
| | 7.4 |
| | 5.3 |
| | 0.1 |
|
| Less amount representing interest | 3.1 |
| | 1.7 |
| | 1.2 |
| | — |
|
| Present value of future minimum lease payments | $ | 13.0 |
| | $ | 5.7 |
| | $ | 4.1 |
| | $ | 0.1 |
|
CL&P and PSNH entered into certain contracts for the purchase of energy that qualify as leases. These contracts do not have minimum lease payments and therefore are not recognized as a lease liability on the balance sheet and are not reflected in the future minimum lease payments table below. Expense related to these contracts is included as variable lease cost in the table below. The expense and long-term obligation for these contracts are also included in the tables above. However, such contracts have been included in the contractual obligations table in Note 11B,13B, "Commitments and Contingencies - Long-Term Contractual Arrangements," to the financial statements.
The components of lease cost, prior to amounts capitalized, are as follows: 14. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, |
| 2020 | | 2019 |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Financing Lease Cost: | | | | | | | | | | | | | | | |
| Amortization of Right-of-use-Assets | $ | 2.6 | | | $ | 0.7 | | | $ | 0.2 | | | $ | 0.1 | | | $ | 1.7 | | | $ | 0.7 | | | $ | 0.2 | | | $ | 0.1 | |
| Interest on Lease Liabilities | 1.4 | | | 0.3 | | | 0.6 | | | 0 | | | 1.2 | | | 0.6 | | | 0.6 | | | 0 | |
| Total Finance Lease Cost | 4.0 | | | 1.0 | | | 0.8 | | | 0.1 | | | 2.9 | | | 1.3 | | | 0.8 | | | 0.1 | |
| Operating Lease Cost | 11.1 | | | 0.6 | | | 2.1 | | | 0.1 | | | 11.7 | | | 0.5 | | | 3.4 | | | 0.1 | |
| Variable Lease Cost | 57.8 | | | 12.2 | | | 0 | | | 45.6 | | | 60.5 | | | 13.3 | | | 0 | | | 47.2 | |
| Total Lease Cost | $ | 72.9 | | | $ | 13.8 | | | $ | 2.9 | | | $ | 45.8 | | | $ | 75.1 | | | $ | 15.1 | | | $ | 4.2 | | | $ | 47.4 | |
Operating lease rental payments charged to expense in 2018 (which exclude CL&P's and PSNH's energy purchase contracts) were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| 2018 | $ | 10.8 | | | $ | 10.9 | | | $ | 11.8 | | | $ | 2.5 | |
Operating lease cost, net of the capitalized portion, is included in Operations and Maintenance (or Purchased Power, Fuel and Transmission expense for transmission segment leases) on the statements of income. Amortization of finance lease assets is included in Depreciation on the statements of income. Interest expense on finance leases is included in Interest Expense on the statements of income.
Supplemental balance sheet information related to leases is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | As of December 31, 2020 |
| (Millions of Dollars) | Balance Sheet Classification | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Operating Leases: | | | | | | | | | |
| Operating Lease Right-of-use-Assets, Net | Other Long-Term Assets | | $ | 55.2 | | | $ | 0.3 | | | $ | 23.6 | | | $ | 0.3 | |
| Operating Lease Liabilities | | | | | | | | | |
| Operating Lease Liabilities - Current Portion | Other Current Liabilities | | $ | 9.5 | | | $ | 0.2 | | | $ | 0.7 | | | $ | 0 | |
| Operating Lease Liabilities - Long-Term | Other Long-Term Liabilities | | 45.7 | | | 0.1 | | | 22.9 | | | 0.3 | |
| Total Operating Lease Liabilities | | | $ | 55.2 | | | $ | 0.3 | | | $ | 23.6 | | | $ | 0.3 | |
| Finance Leases: | | | | | | | | | |
| Finance Lease Right-of-use-Assets, Net | Property, Plant and Equipment, Net | | $ | 60.5 | | | $ | 0.7 | | | $ | 3.5 | | | $ | 0.8 | |
| Finance Lease Liabilities | | | | | | | | | |
| Finance Lease Liabilities - Current Portion | Other Current Liabilities | | $ | 5.0 | | | $ | 1.4 | | | $ | 0 | | | $ | 0.1 | |
| Finance Lease Liabilities - Long-Term | Other Long-Term Liabilities | | 57.6 | | | 0 | | | 4.8 | | | 0.7 | |
| Total Finance Lease Liabilities | | | $ | 62.6 | | | $ | 1.4 | | | $ | 4.8 | | | $ | 0.8 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | As of December 31, 2019 |
| (Millions of Dollars) | Balance Sheet Classification | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Operating Leases: | | | | | | | | | |
| Operating Lease Right-of-use-Assets, Net | Other Long-Term Assets | | $ | 49.9 | | | $ | 0.7 | | | $ | 24.2 | | | $ | 0.4 | |
| Operating Lease Liabilities | | | | | | | | | |
| Operating Lease Liabilities - Current Portion | Other Current Liabilities | | $ | 8.6 | | | $ | 0.5 | | | $ | 0.7 | | | $ | 0.1 | |
| Operating Lease Liabilities - Long-Term | Other Long-Term Liabilities | | 41.3 | | | 0.2 | | | 23.5 | | | 0.3 | |
| Total Operating Lease Liabilities | | | $ | 49.9 | | | $ | 0.7 | | | $ | 24.2 | | | $ | 0.4 | |
| Finance Leases: | | | | | | | | | |
| Finance Lease Right-of-use-Assets, Net | Property, Plant and Equipment, Net | | $ | 8.2 | | | $ | 1.9 | | | $ | 3.3 | | | $ | 0.9 | |
| Finance Lease Liabilities | | | | | | | | | |
| Finance Lease Liabilities - Current Portion | Other Current Liabilities | | $ | 2.4 | | | $ | 1.6 | | | $ | 0 | | | $ | 0.1 | |
| Finance Lease Liabilities - Long-Term | Other Long-Term Liabilities | | 8.1 | | | 1.4 | | | 4.4 | | | 0.8 | |
| Total Finance Lease Liabilities | | | $ | 10.5 | | | $ | 3.0 | | | $ | 4.4 | | | $ | 0.9 | |
The finance lease payments that NSTAR Electric will make over the next twelve months are entirely interest-related, due to escalating payments. As such, none of the finance lease payments over the next twelve months will reduce the finance lease liability.
Other information related to leases is as follows (in millions of dollars, unless otherwise noted):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of December 31, |
| 2020 | | 2019 |
| Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Weighted-Average Remaining Lease Term (Years): | | | | | | | | | | | | | | | |
| Operating Leases | 10 | | 3 | | 19 | | 8 | | 12 | | 2 | | 20 | | 9 |
| Finance Leases | 17 | | 1 | | 21 | | 8 | | 12 | | 2 | | 22 | | 9 |
| Weighted-Average Discount Rate (Percentage): | | | | | | | | | | | | | | | |
| Operating Leases | 4.0 | % | | 2.4 | % | | 4.1 | % | | 3.7 | % | | 3.9 | % | | 2.5 | % | | 4.1 | % | | 3.7 | % |
| Finance Leases | 2.9 | % | | 10.5 | % | | 2.9 | % | | 3.5 | % | | 4.0 | % | | 10.5 | % | | 2.9 | % | | 3.5 | % |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | CL&P | | NSTAR Electric | | PSNH |
| For the Year Ended December 31, 2020 | | | | | | | |
| Cash Paid for Amounts Included in the Measurement of Lease Liabilities: | | | | | | | |
| Operating Cash Flows from Operating Leases | $ | 10.9 | | | $ | 0.6 | | | $ | 1.8 | | | $ | 0.1 | |
| Operating Cash Flows from Finance Leases | 1.7 | | | 0.3 | | | 0.6 | | | 0 | |
| Financing Cash Flows from Finance Leases | 2.8 | | | 1.6 | | | 0 | | | 0.1 | |
| Supplemental Non-Cash Information on Lease Liabilities: | | | | | | | |
| Right-of-use-Assets Obtained in Exchange for New Operating Lease Liabilities | 0.6 | | | 0.1 | | | 0.2 | | | 0 | |
| Right-of-use-Assets Obtained in Exchange for New Finance Lease Liabilities | 0.7 | | | 0 | | | 0.3 | | | 0 | |
Eversource also acquired $14.7 million of right-of-use assets in exchange for the assumption of new operating lease liabilities and $54.2 million of right-of-use assets in exchange for the assumption of new finance lease liabilities as a result of the CMA asset acquisition.
| | | | | | | | | | | | | | | | | | | | | | | |
| Eversource | | CL&P | | NSTAR Electric | | PSNH |
| For the Year Ended December 31, 2019 | | | | | | | |
| Cash Paid for Amounts Included in the Measurement of Lease Liabilities: | | | | | | | |
| Operating Cash Flows from Operating Leases | $ | 11.4 | | | $ | 0.4 | | | $ | 1.6 | | | $ | 0.1 | |
| Operating Cash Flows from Finance Leases | 1.2 | | | 0.6 | | | 0.6 | | | 0 | |
| Financing Cash Flows from Finance Leases | 2.6 | | | 1.4 | | | 0 | | | 0.1 | |
| Supplemental Non-Cash Information on Lease Liabilities: | | | | | | | |
| Right-of-use-Assets Obtained in Exchange for New Operating Lease Liabilities | 2.9 | | | 1.0 | | | 0.1 | | | 0.2 | |
| Right-of-use-Assets Obtained in Exchange for New Finance Lease Liabilities | 2.0 | | | 0 | | | 0 | | | 0 | |
Future minimum lease payments, excluding variable costs, under long-term leases, as of December 31, 2020 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Operating Leases | | Finance Leases |
(Millions of Dollars) | Eversource | | CL&P | | NSTAR Electric | | PSNH | | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| Year Ending December 31, | | | | | | | | | | | | | | | |
| 2021 | $ | 11.4 | | | $ | 0.2 | | | $ | 1.6 | | | $ | 0.1 | | | $ | 7.2 | | | $ | 1.5 | | | $ | 0.6 | | | $ | 0.1 | |
| 2022 | 9.0 | | | 0.1 | | | 1.6 | | | 0.1 | | | 5.7 | | | 0 | | | 0.6 | | | 0.1 | |
| 2023 | 6.4 | | | 0 | | | 1.6 | | | 0.1 | | | 4.9 | | | 0 | | | 0.6 | | | 0.1 | |
| 2024 | 4.5 | | | 0 | | | 1.7 | | | 0 | | | 4.8 | | | 0 | | | 0.7 | | | 0.1 | |
| 2025 | 3.4 | | | 0 | | | 1.7 | | | 0 | | | 4.7 | | | 0 | | | 0.7 | | | 0.1 | |
| Thereafter | 36.2 | | | 0 | | | 27.0 | | | 0.1 | | | 60.7 | | | 0 | | | 13.0 | | | 0.4 | |
| Future lease payments | 70.9 | | | 0.3 | | | 35.2 | | | 0.4 | | | 88.0 | | | 1.5 | | | 16.2 | | | 0.9 | |
| Less amount representing interest | 15.7 | | | 0 | | | 11.6 | | | 0.1 | | | 25.4 | | | 0.1 | | | 11.4 | | | 0.1 | |
| Present value of future minimum lease payments | $ | 55.2 | | | $ | 0.3 | | | $ | 23.6 | | | $ | 0.3 | | | $ | 62.6 | | | $ | 1.4 | | | $ | 4.8 | | | $ | 0.8 | |
15. FAIR VALUE OF FINANCIAL INSTRUMENTS
The following methods and assumptions were used to estimate the fair value of each of the following financial instruments:
Preferred Stock, Long-Term Debt and Long-Term Debt:Rate Reduction Bonds: The fair value of CL&P's and NSTAR Electric's preferred stock is based upon pricing models that incorporate interest rates and other market factors, valuations or trades of similar securities and cash flow projections. The fair value of long-term debt and RRB debt securities is based upon pricing models that incorporate quoted market prices for those issues or similar issues adjusted for market conditions, credit ratings of the respective companies and treasury benchmark yields. The fair values provided in the tablestable below are classified as Level 2 within the fair value hierarchy. Carrying amounts and estimated fair values are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Eversource | | CL&P | | NSTAR Electric | | PSNH |
| (Millions of Dollars) | Carrying Amount | | Fair Value | | Carrying
Amount | | Fair
Value | | Carrying
Amount | | Fair
Value | | Carrying
Amount | | Fair
Value |
| As of December 31, 2020: | | | | | | | | | | | | | | | |
| Preferred Stock Not Subject to Mandatory Redemption | $ | 155.6 | | | $ | 169.1 | | | $ | 116.2 | | | $ | 123.4 | | | $ | 43.0 | | | $ | 45.7 | | | $ | 0 | | | $ | 0 | |
| Long-Term Debt | 16,179.1 | | | 18,420.1 | | | 3,914.8 | | | 4,800.9 | | | 3,643.2 | | | 4,294.0 | | | 1,099.1 | | | 1,207.0 | |
| Rate Reduction Bonds | 540.1 | | | 603.4 | | | — | | | — | | | — | | | — | | | 540.1 | | | 603.4 | |
| | | | | | | | | | | | | | | |
| As of December 31, 2019: | | | | | | | | | | | | | | | |
| Preferred Stock Not Subject to Mandatory Redemption | $ | 155.6 | | | $ | 162.0 | | | $ | 116.2 | | | $ | 117.8 | | | $ | 43.0 | | | $ | 44.2 | | | $ | 0 | | | $ | 0 | |
| Long-Term Debt | 14,098.2 | | | 15,170.2 | | | 3,518.1 | | | 4,058.0 | | | 3,342.1 | | | 3,659.9 | | | 951.6 | | | 1,005.7 | |
| Rate Reduction Bonds | 583.3 | | | 625.9 | | | — | | | — | | | — | | | — | | | 583.3 | | | 625.9 | |
|
| | | | | | | | | | | | | | | |
| | As of December 31, |
| | 2017 | | 2016 |
Eversource (Millions of Dollars) | Carrying Amount | | Fair Value | | Carrying Amount | | Fair Value |
| Preferred Stock Not Subject to Mandatory Redemption | $ | 155.6 |
| | $ | 160.8 |
| | $ | 155.6 |
| | $ | 158.3 |
|
| Long-Term Debt | 12,325.5 |
| | 12,877.1 |
| | 9,603.2 |
| | 9,980.5 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | CL&P | | NSTAR Electric | | PSNH |
| (Millions of Dollars) | Carrying Amount | | Fair Value | | Carrying Amount | | Fair Value | | Carrying Amount | | Fair Value |
| As of December 31, 2017: | | | | | | | | | | | |
| Preferred Stock Not Subject to Mandatory Redemption | $ | 116.2 |
| | $ | 116.5 |
| | $ | 43.0 |
| | $ | 44.3 |
| | $ | — |
| | $ | — |
|
| Long-Term Debt | 3,059.1 |
| | 3,430.5 |
| | 2,943.8 |
| | 3,156.5 |
| | 1,002.4 |
| | 1,038.2 |
|
| | | | | | | | | | | | |
| As of December 31, 2016: | | | | | | | | | | | |
| Preferred Stock Not Subject to Mandatory Redemption | $ | 116.2 |
| | $ | 114.7 |
| | $ | 43.0 |
| | $ | 43.6 |
| | $ | — |
| | $ | — |
|
| Long-Term Debt | 2,766.0 |
| | 3,049.6 |
| | 2,644.6 |
| | 2,790.6 |
| | 1,072.0 |
| | 1,109.7 |
|
Derivative Instruments and Marketable Securities: Derivative instruments and investments in marketable securities are carried at fair value. For further information, see Note 4, "Derivative Instruments," and Note 5, "Marketable Securities," to the financial statements.
See Note 1I, "Summary of Significant Accounting Policies – Fair Value Measurements," for the fair value measurement policy and the fair value hierarchy.
15.
16. ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS)
The changes in accumulated other comprehensive income/(loss) by component, net of tax, isare as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2020 | | For the Year Ended December 31, 2019 |
Eversource (Millions of Dollars) | Qualified
Cash Flow
Hedging
Instruments | | Unrealized
Gains
on Marketable
Securities | | Defined
Benefit
Plans | | Total | | Qualified
Cash Flow
Hedging
Instruments | | Unrealized
Gains/(Losses)
on Marketable
Securities | | Defined
Benefit
Plans | | Total |
| Balance as of January 1st | $ | (3.0) | | | $ | 0.7 | | | $ | (62.8) | | | $ | (65.1) | | | $ | (4.4) | | | $ | (0.5) | | | $ | (55.1) | | | $ | (60.0) | |
| | | | | | | | | | | | | | | |
| OCI Before Reclassifications | 0 | | | 0.4 | | | (19.6) | | | (19.2) | | | 0 | | | 1.2 | | | (13.3) | | | (12.1) | |
| Amounts Reclassified from AOCI | 1.6 | | | 0 | | | 6.3 | | | 7.9 | | | 1.4 | | | 0 | | | 5.6 | | | 7.0 | |
| Net OCI | 1.6 | | | 0.4 | | | (13.3) | | | (11.3) | | | 1.4 | | | 1.2 | | | (7.7) | | | (5.1) | |
| Balance as of December 31st | $ | (1.4) | | | $ | 1.1 | | | $ | (76.1) | | | $ | (76.4) | | | $ | (3.0) | | | $ | 0.7 | | | $ | (62.8) | | | $ | (65.1) | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2017 | | For the Year Ended December 31, 2016 |
Eversource (Millions of Dollars) | Qualified Cash Flow Hedging Instruments | | Unrealized
Gains/(Losses)
on Marketable
Securities
| | Defined Benefit Plans | | Total | | Qualified Cash Flow Hedging Instruments | | Unrealized
Gains/(Losses)
on Marketable
Securities | | Defined Benefit Plans | | Total |
| Balance as of January 1st | $ | (8.2 | ) | | $ | 0.4 |
| | $ | (57.5 | ) | | $ | (65.3 | ) | | $ | (10.3 | ) | | $ | (1.9 | ) | | $ | (54.6 | ) | | $ | (66.8 | ) |
| | | | | | | | | | | | | | | | |
| OCI Before Reclassifications | — |
| | (0.4 | ) | | (7.2 | ) | | (7.6 | ) | | — |
| | 2.3 |
| | (6.8 | ) | | (4.5 | ) |
| Amounts Reclassified from AOCL | 2.0 |
| | — |
| | 4.5 |
| | 6.5 |
| | 2.1 |
| | — |
| | 3.9 |
| | 6.0 |
|
| Net OCI | 2.0 |
| | (0.4 | ) | | (2.7 | ) | | (1.1 | ) |
| 2.1 |
| | 2.3 |
| | (2.9 | ) | | 1.5 |
|
| Balance as of December 31st | $ | (6.2 | ) | | $ | — |
| | $ | (60.2 | ) | | $ | (66.4 | ) | | $ | (8.2 | ) | | $ | 0.4 |
| | $ | (57.5 | ) | | $ | (65.3 | ) |
Eversource's qualified cash flow hedging instruments represent interest rate swap agreements on debt issuances that were settled in prior years. The settlement amount was recorded in AOCL and is being amortized into Net Income over the term of the underlying debt instrument. CL&P, NSTAR Electric and PSNH continue to amortize interest rate swaps settled in prior years from AOCL into Interest Expense over the remaining life of the associated long-term debt. Such interest rate swaps are not material to their respective financial statements.
Defined benefit plan OCI amounts before reclassifications relate to actuarial gains and losses and prior service costs that arose during the year and were recognized in AOCL. The related tax effects recognized in AOCL were net deferred tax assets of $4.1 million and $4.0 million in 2017 and 2016, respectively, and were net deferred tax liabilities of $2.0 million in 2015.AOCI. The unamortized actuarial gains and losses and prior service costs on the defined benefit plans are amortized from AOCLAOCI into Operations and Maintenance expenseOther Income, Net over the average future employee service period, and are reflected in amounts reclassified from AOCL. AOCI. The related tax effects of the defined benefit plan OCI amounts before reclassifications recognized in AOCI were net deferred tax assets of $6.0 million and $4.4 million in 2020 and 2019, respectively, and deferred tax liabilities of $0.2 million in 2018.
The following table sets forth the amounts reclassified from AOCLAOCI by component and the impacted line item on the statements of income:
| | | | | | | | | | | | | | | | | | | | | | | |
| | Amounts Reclassified from AOCI | | |
Eversource (Millions of Dollars) | For the Years Ended December 31, | | Statements of Income
Line Item Impacted |
| 2020 | | 2019 | | 2018 | |
| Qualified Cash Flow Hedging Instruments | $ | (2.5) | | | $ | (2.5) | | | $ | (2.8) | | | Interest Expense |
| Tax Effect | 0.9 | | | 1.1 | | | 1.0 | | | Income Tax Expense |
| Qualified Cash Flow Hedging Instruments, Net of Tax | $ | (1.6) | | | $ | (1.4) | | | $ | (1.8) | | | |
| Defined Benefit Plan Costs: | | | | | | | |
| Amortization of Actuarial Losses | $ | (8.1) | | | $ | (5.7) | | | $ | (6.0) | | | Other Income, Net (1) |
| Amortization of Prior Service Cost | (0.3) | | | (1.8) | | | (0.4) | | | Other Income, Net (1) |
| Total Defined Benefit Plan Costs | (8.4) | | | (7.5) | | | (6.4) | | | |
| Tax Effect | 2.1 | | | 1.9 | | | 1.6 | | | Income Tax Expense |
| Defined Benefit Plan Costs, Net of Tax | $ | (6.3) | | | $ | (5.6) | | | $ | (4.8) | | | |
| Total Amounts Reclassified from AOCI, Net of Tax | $ | (7.9) | | | $ | (7.0) | | | $ | (6.6) | | | |
|
| | | | | | | | | | | | | |
| | Amounts Reclassified from AOCL | | |
Eversource (Millions of Dollars) | For the Years Ended December 31, | | Statements of Income Line Item Impacted |
| 2017 | | 2016 | | 2015 | |
| Qualified Cash Flow Hedging Instruments | $ | (3.3 | ) | | $ | (3.5 | ) | | $ | (3.5 | ) | | Interest Expense |
| Tax Effect | 1.3 |
| | 1.4 |
| | 1.4 |
| | Income Tax Expense |
| Qualified Cash Flow Hedging Instruments, Net of Tax | $ | (2.0 | ) | | $ | (2.1 | ) | | $ | (2.1 | ) | | |
| Defined Benefit Plan Costs: | |
| | |
| | |
| | |
| Amortization of Actuarial Losses | $ | (6.2 | ) | | $ | (5.6 | ) | | $ | (6.6 | ) | | Operations and Maintenance Expense (1) |
| Amortization of Prior Service Cost | (1.1 | ) | | (0.8 | ) | | (0.2 | ) | | Operations and Maintenance Expense (1) |
| Total Defined Benefit Plan Costs | (7.3 | ) | | (6.4 | ) | | (6.8 | ) | | |
| Tax Effect | 2.8 |
| | 2.5 |
| | 2.6 |
| | Income Tax Expense |
| Defined Benefit Plan Costs, Net of Tax | $ | (4.5 | ) | | $ | (3.9 | ) | | $ | (4.2 | ) | | |
| Total Amounts Reclassified from AOCL, Net of Tax | $ | (6.5 | ) | | $ | (6.0 | ) | | $ | (6.3 | ) | | |
| |
(1) | These amounts are included in the computation of net periodic Pension, SERP and PBOP costs. See Note 9A, "Employee Benefits – Pension Benefits and Postretirement Benefits Other Than Pensions," for further information. |
(1) These amounts are included in the computation of net periodic Pension, SERP and PBOP costs. See Note 1M, "Summary of Significant Accounting Policies – Other Income, Net" and Note 11A, "Employee Benefits – Pension Benefits and Postretirement Benefits Other Than Pension," for further information.
As of December 31, 2017,2020, it is estimated that a pre-tax amount of $2.8$1.8 million (including $0.1 million for CL&P, $0.7($0.5 million for NSTAR Electric and $1.9$1.3 million for PSNH) will be reclassified from AOCLAOCI as a decrease to Net Income over the next 12 months as a result of the amortization of the interest rate swap agreements which have been settled. In addition, it is estimated that a pre-tax amount of $6.6 million will be reclassified from AOCL as a decrease to Net Income over the next 12 months as a result of the amortization of Pension, SERP and PBOP costs.
16.17. DIVIDEND RESTRICTIONS
Eversource parent's ability to pay dividends may be affected by certain state statutes, the ability of its subsidiaries to pay common dividends and the leverage restriction tied to its consolidated total debt to total capitalization ratio requirement in its revolving credit agreement.agreements. Pursuant to the joint revolving credit agreement of Eversource, CL&P, PSNH, NSTAR Gas, Yankee Gas and NSTAR Gas,Aquarion Water Company of Connecticut, the joint revolving credit agreement of Eversource and EGMA, and to the NSTAR Electric revolving credit agreement, each company is required to maintain consolidated total indebtedness to total capitalization ratio of no greater than 65 percent at the end of each fiscal quarter. As of December 31, 2017,2020, all companies were in compliance with such covenant. Eversource, CL&P, NSTAR Electric, PSNH, Yankee Gascovenant and NSTAR Gas were in compliance with all such provisions of the revolving credit agreements that may restrict the payment of dividends as of December 31, 2017.2020.
The Retained Earnings balances subject to dividend restrictions were $3.6$4.61 billion for Eversource, $1.4$2.17 billion for CL&P, $1.9$2.53 billion for NSTAR Electric and $511.4$615.0 million for PSNH as of December 31, 2017. PSNH is further required to reserve an additional amount under its FERC hydroelectric license conditions. As of December 31, 2017, $14.3 million of PSNH's Retained Earnings was subject to restriction under its FERC hydroelectric license conditions and PSNH was in compliance with this provision.2020.
CL&P, NSTAR Electric and PSNH are subject to Section 305 of the Federal Power Act that makes it unlawful for a public utility to make or pay a dividend from any funds "properly included in its capital account." Management believes that this Federal Power Act restriction, as applied to CL&P, NSTAR Electric and PSNH, would not be construed or applied by the FERC to prohibit the payment of dividends from retained earnings for lawful and legitimate business purposes. In addition, certain state statutes may impose additional limitations on such companies and on NSTAR Gas, Yankee Gas, EGMA, Aquarion Water Company of Connecticut, Aquarion Water Company of Massachusetts and NSTAR Gas.Aquarion Water Company of New Hampshire. Such state law restrictions do not restrict the payment of dividends from retained earnings or net income.
17.
18. COMMON SHARES
The following table sets forth the Eversource parent common shares and the shares of common stock of CL&P, NSTAR Electric and PSNH that were authorized and issued, as well as the respective per share par values:
| | | | | | | | | | | | | | | | | | | | | | | |
| | Shares |
| |
Par Value | | Authorized as of December 31, 2020 and 2019 | | Issued as of December 31, |
| 2020 | | 2019 |
| Eversource | $ | 5 | | | 380,000,000 | | | 357,818,402 | | | 345,858,402 | |
| CL&P | $ | 10 | | | 24,500,000 | | | 6,035,205 | | | 6,035,205 | |
| NSTAR Electric | $ | 1 | | | 100,000,000 | | | 200 | | | 200 | |
| PSNH | $ | 1 | | | 100,000,000 | | | 301 | | | 301 | |
|
| | | | | | | | | | | | |
| | Shares |
| |
Par Value | | Authorized as of December 31, 2017 and 2016 | | Issued as of December 31, |
| 2017 | | 2016 |
| Eversource | $ | 5 |
| | 380,000,000 |
| | 333,878,402 |
| | 333,878,402 |
|
| CL&P | $ | 10 |
| | 24,500,000 |
| | 6,035,205 |
| | 6,035,205 |
|
| NSTAR Electric | $ | 1 |
| | 100,000,000 |
| | 200 |
| | 200 |
|
| PSNH | $ | 1 |
| | 100,000,000 |
| | 301 |
| | 301 |
|
Common Share Issuances and 2019 Forward Sale Agreement: On June 15, 2020, Eversource completed an equity offering of 6,000,000 common shares at a price per share of $86.26. Eversource used the net proceeds of this offering to fund a portion of the purchase of the assets of CMA that closed on October 9, 2020. The issuance of these common shares resulted in proceeds of $509.2 million, net of issuance costs.
In June 2019, Eversource completed an equity offering consisting of 5,980,000 common shares issued directly by the Company and 11,960,000 common shares issuable pursuant to a forward sale agreement with an investment bank. Under the forward sale agreement, 11,960,000 common shares were borrowed from third parties and sold by the underwriters. The forward sale agreement allowed Eversource, at its election and prior to May 29, 2020, to physically settle the forward sale agreement by issuing common shares in exchange for net proceeds at the then-applicable forward sale price specified by the agreement (initially, $71.48 per share) or, alternatively, to settle the forward sale agreement in whole or in part through the delivery or receipt of shares or cash. The forward sale price was subject to adjustment daily based on a floating interest rate factor and would decrease in respect of certain fixed amounts specified in the agreement, such as dividends.
Eversource issued 6,000,000 common shares under the forward sale agreement in December 2019. On March 23, 2020, Eversource physically settled a portion of the forward sale agreement by delivering 1,500,000 common shares in exchange for net proceeds of $105.7 million. Subsequently, on March 26, 2020, Eversource physically settled the remaining portion of the forward sale agreement by delivering 4,460,000 common shares in exchange for net proceeds of $314.1 million. The forward sale price used to determine the cash proceeds received by Eversource was calculated based on the initial forward sale price, as adjusted in accordance with the forward sale agreement.
The March and June 2020 common share issuances of 5,960,000 and 6,000,000, respectively, resulted in total proceeds of $929.0 million, net of issuance costs. The June and December 2019 common share issuances of 5,980,000 and 6,000,000, respectively, resulted in total proceeds of $852.3 million. These issuances were reflected in shareholders’ equity and as financing activities on the statements of cash flows.
Issuances of shares under the forward sale agreement were classified as equity transactions. Accordingly, no amounts relating to the forward sale agreement were recorded in the financial statements until settlements took place. Prior to any settlements, the only impact of the forward sale agreement to the financial statements was the inclusion of incremental shares within the calculation of diluted EPS using the treasury stock method. See Note 21, "Earnings Per Share," to the financial statements for information on the forward sale agreement’s impact on the calculation of diluted EPS.
Eversource used the net proceeds received from the direct issuance of common shares and the net proceeds received from settlement of the forward sale agreement to repay short-term debt under the commercial paper program, to partially fund the purchase of the assets of CMA, to fund capital spending and clean energy initiatives, and for general corporate purposes.
Treasury Shares: As of December 31, 2017, as a result of the WMECO merger with2020 and into NSTAR Electric, WMECO's common stock was converted into 100 shares of NSTAR Electric common stock. In accordance with accounting guidance on combinations between entities under common control, NSTAR Electric's common stock has been retrospectively adjusted as if the merger occurred on January 1, 2015.
As of both December 31, 2017 and 2016,2019, there were 16,992,59414,864,379 and 15,977,757 Eversource common shares held as treasury shares.shares, respectively. As of both December 31, 20172020 and 2016,2019, there were 342,954,023 and 329,880,645 Eversource common shares outstanding, respectively.
Eversource issues treasury shares to satisfy awards under the Company's incentive plans, shares issued under the dividend reinvestment and share purchase plan, and matching contributions under the Eversource 401k Plan. The issuance of treasury shares represents a non-cash transaction, as the treasury shares were 316,885,808.used to fulfill Eversource's obligations that require the issuance of common shares.
In 2016, the Company converted 321,228 Eversource common shares at a share price of $52.56 to Treasury Stock on the consolidated balance sheet at their weighted average original average cost of $24.26 per share.
18.19. PREFERRED STOCK NOT SUBJECT TO MANDATORY REDEMPTION
The CL&P and NSTAR Electric preferred stock is not subject to mandatory redemption and is presented as a noncontrolling interest of a subsidiary in Eversource's financial statements.
CL&P is authorized to issue up to 9,000,000 shares of preferred stock, par value $50 per share, and NSTAR Electric is authorized to issue 2,890,000 shares of preferred stock, par value $100 per share. Holders of preferred stock of CL&P and NSTAR Electric are entitled to receive cumulative dividends in preference to any payment of dividends on the common stock. Upon liquidation, holders of preferred stock of CL&P and NSTAR Electric are entitled to receive a liquidation preference before any distribution to holders of common stock in an amount equal to the par value of the preferred stock plus accrued and unpaid dividends. If the net assets were to be insufficient to pay the liquidation preference in full, then the net assets would be distributed ratably to all holders of preferred stock. The preferred stock of CL&P and NSTAR Electric is subject to optional redemption by the CL&P and NSTAR Electric BoardBoards of Directors at any time.
Details of preferred stock not subject to mandatory redemption are as follows (in millions, except in redemption price and shares):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Redemption Price
Per Share | | Shares Outstanding as of December 31, | | As of December 31, | |
| Series | | 2020 | | 2019 | | 2020 | | 2019 | |
| CL&P | | | | | | | | | | | |
| $1.90 | Series of 1947 | | $ | 52.50 | | | 163,912 | | | 163,912 | | | $ | 8.2 | | | $ | 8.2 | | |
| $2.00 | Series of 1947 | | $ | 54.00 | | | 336,088 | | | 336,088 | | | 16.8 | | | 16.8 | | |
| $2.04 | Series of 1949 | | $ | 52.00 | | | 100,000 | | | 100,000 | | | 5.0 | | | 5.0 | | |
| $2.20 | Series of 1949 | | $ | 52.50 | | | 200,000 | | | 200,000 | | | 10.0 | | | 10.0 | | |
| 3.90% | Series of 1949 | | $ | 50.50 | | | 160,000 | | | 160,000 | | | 8.0 | | | 8.0 | | |
| $2.06 | Series E of 1954 | | $ | 51.00 | | | 200,000 | | | 200,000 | | | 10.0 | | | 10.0 | | |
| $2.09 | Series F of 1955 | | $ | 51.00 | | | 100,000 | | | 100,000 | | | 5.0 | | | 5.0 | | |
| 4.50% | Series of 1956 | | $ | 50.75 | | | 104,000 | | | 104,000 | | | 5.2 | | | 5.2 | | |
| 4.96% | Series of 1958 | | $ | 50.50 | | | 100,000 | | | 100,000 | | | 5.0 | | | 5.0 | | |
| 4.50% | Series of 1963 | | $ | 50.50 | | | 160,000 | | | 160,000 | | | 8.0 | | | 8.0 | | |
| 5.28% | Series of 1967 | | $ | 51.43 | | | 200,000 | | | 200,000 | | | 10.0 | | | 10.0 | | |
| $3.24 | Series G of 1968 | | $ | 51.84 | | | 300,000 | | | 300,000 | | | 15.0 | | | 15.0 | | |
| 6.56% | Series of 1968 | | $ | 51.44 | | | 200,000 | | | 200,000 | | | 10.0 | | | 10.0 | | |
| Total CL&P | | | | 2,324,000 | | | 2,324,000 | | | $ | 116.2 | | | $ | 116.2 | | |
| NSTAR Electric | | | | | | | | | | | |
| 4.25% | Series of 1956 | | $ | 103.625 | | | 180,000 | | | 180,000 | | | $ | 18.0 | | | $ | 18.0 | | |
| 4.78% | Series of 1958 | | $ | 102.80 | | | 250,000 | | | 250,000 | | | 25.0 | | | 25.0 | | |
| Total NSTAR Electric | | | | 430,000 | | | 430,000 | | | $ | 43.0 | | | $ | 43.0 | | |
| Fair Value Adjustment due to Merger with NSTAR | | | | | | (3.6) | | | (3.6) | | |
| Other | | | | | | | | | | | |
| 6.00% | Series of 1958 | | $ | 100.00 | | | 23 | | | 23 | | | $ | 0 | | | $ | 0 | | |
| Total Eversource - Noncontrolling Interest - Preferred Stock of Subsidiaries | | $ | 155.6 | | | $ | 155.6 | | |
|
| | | | | | | | | | | | | | | | | | | |
| | | Redemption Price Per Share | | Shares Outstanding as of December 31, | | As of December 31, |
| Series | | 2017 | | 2016 | | 2017 | | 2016 |
| CL&P | | | | | | | | | | |
| $1.90 | Series of 1947 | | $ | 52.50 |
| | 163,912 |
| | 163,912 |
| | $ | 8.2 |
| | $ | 8.2 |
|
| $2.00 | Series of 1947 | | $ | 54.00 |
| | 336,088 |
| | 336,088 |
| | 16.8 |
| | 16.8 |
|
| $2.04 | Series of 1949 | | $ | 52.00 |
| | 100,000 |
| | 100,000 |
| | 5.0 |
| | 5.0 |
|
| $2.20 | Series of 1949 | | $ | 52.50 |
| | 200,000 |
| | 200,000 |
| | 10.0 |
| | 10.0 |
|
| 3.90% | Series of 1949 | | $ | 50.50 |
| | 160,000 |
| | 160,000 |
| | 8.0 |
| | 8.0 |
|
| $2.06 | Series E of 1954 | | $ | 51.00 |
| | 200,000 |
| | 200,000 |
| | 10.0 |
| | 10.0 |
|
| $2.09 | Series F of 1955 | | $ | 51.00 |
| | 100,000 |
| | 100,000 |
| | 5.0 |
| | 5.0 |
|
| 4.50% | Series of 1956 | | $ | 50.75 |
| | 104,000 |
| | 104,000 |
| | 5.2 |
| | 5.2 |
|
| 4.96% | Series of 1958 | | $ | 50.50 |
| | 100,000 |
| | 100,000 |
| | 5.0 |
| | 5.0 |
|
| 4.50% | Series of 1963 | | $ | 50.50 |
| | 160,000 |
| | 160,000 |
| | 8.0 |
| | 8.0 |
|
| 5.28% | Series of 1967 | | $ | 51.43 |
| | 200,000 |
| | 200,000 |
| | 10.0 |
| | 10.0 |
|
| $3.24 | Series G of 1968 | | $ | 51.84 |
| | 300,000 |
| | 300,000 |
| | 15.0 |
| | 15.0 |
|
| 6.56% | Series of 1968 | | $ | 51.44 |
| | 200,000 |
| | 200,000 |
| | 10.0 |
| | 10.0 |
|
| Total CL&P | | | | 2,324,000 |
| | 2,324,000 |
| | $ | 116.2 |
| | $ | 116.2 |
|
| NSTAR Electric | | | | | | | | | | |
| 4.25% | Series of 1956 | | $ | 103.625 |
| | 180,000 |
| | 180,000 |
| | $ | 18.0 |
| | $ | 18.0 |
|
| 4.78% | Series of 1958 | | $ | 102.80 |
| | 250,000 |
| | 250,000 |
| | 25.0 |
| | 25.0 |
|
| Total NSTAR Electric | | | | 430,000 |
| | 430,000 |
| | $ | 43.0 |
| | $ | 43.0 |
|
| Fair Value Adjustment due to Merger with NSTAR | | | | | | (3.6 | ) | | (3.6 | ) |
| Other | | | | | | | | | | |
| 6.00% | Series of 1958 | | $ | 100.00 |
| | 23 |
| | — |
| | $ | — |
| | $ | — |
|
| Total Eversource - Preferred Stock of Subsidiaries | | | | | | $ | 155.6 |
| | $ | 155.6 |
|
19.20. COMMON SHAREHOLDERS' EQUITY AND NONCONTROLLING INTERESTS
Dividends on the preferred stock of CL&P and NSTAR Electric totaled $7.5 million for each of the years ended December 31, 2017, 20162020, 2019 and 2015.2018. These dividends were presented as Net Income Attributable to Noncontrolling Interests on the Eversource statements of income. Noncontrolling Interest – Preferred Stock of Subsidiaries on the Eversource balance sheets totaled $155.6 million as of December 31, 20172020 and 2016.2019. On the Eversource balance sheets, Common Shareholders' Equity was fully attributable to theEversource parent and Noncontrolling Interest – Preferred Stock of Subsidiaries was fully attributable to the noncontrolling interest.
For the years ended December 31, 2017, 20162020, 2019 and 2015,2018, there was no change in ownership of the common equity of CL&P and NSTAR Electric.
20.21. EARNINGS PER SHARE
Basic EPS is computed based upon the weighted average number of common shares outstanding during each period. Diluted EPS is computed on the basis of the weighted average number of common shares outstanding plus the potential dilutive effect of certain share-based compensation awards and the equity forward sale agreement, as if they were converted into outstanding common shares. The dilutive effect of unvested RSU and performance share awards, as well as the equity forward sale agreement, is calculated using the treasury stock method. RSU and performance share awards are included in basic weighted average common shares outstanding as of the date that all necessary vesting conditions have been satisfied.
As described in Note 18, "Common Shares," earnings per share dilution, if any, related to the forward sale agreement is determined under the treasury stock method until settlement of the forward sale agreement. Under this method, the number of Eversource common shares used in calculating diluted EPS is deemed to be increased by the excess, if any, of the number of shares that would be issued upon physical settlement of the forward sale agreement less the number of shares that would be purchased by Eversource in the market (based on the average market price during the same reporting period) using the proceeds receivable upon settlement (based on the adjusted forward sale price at the end of that reporting period). Share dilution occurs when the average market price of Eversource's common shares is higher than the adjusted forward sale price. Eversource physically settled all remaining shares under the forward sale agreement as of March 26, 2020.
For the yearsyear ended December 31, 2017 and 2016,2020, there were no39,560 antidilutive share awards excluded from the diluted EPS computation. For the year ended December 31, 2015, therecomputation, as their impact would have been antidilutive. Antidilutive shares pertained to a purchase option extended to underwriters in connection with Eversource's common share issuance on June 15, 2020. See Note 18, "Common Shares," for further information. There were 1,4740 antidilutive share awards excluded from the computation of diluted EPS. for the years ended December 31, 2019 or 2018.
The following table sets forth the components of basic and diluted EPS:
| | | | | | | | | | | | | | | | | |
Eversource (Millions of Dollars, except share information) | For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| Net Income Attributable to Common Shareholders | $ | 1,205.2 | | | $ | 909.1 | | | $ | 1,033.0 | |
| Weighted Average Common Shares Outstanding: | | | | | |
| Basic | 338,836,147 | | | 321,416,086 | | | 317,370,369 | |
| Dilutive Effect of: | | | | | |
| Share-Based Compensation Awards and Other | 738,994 | | | 762,215 | | | 623,565 | |
| Equity Forward Sale Agreement | 271,921 | | | 763,335 | | | 0 | |
| Total Dilutive Effect | 1,010,915 | | | 1,525,550 | | | 623,565 | |
| Diluted | 339,847,062 | | | 322,941,636 | | | 317,993,934 | |
| Basic EPS | $ | 3.56 | | | $ | 2.83 | | | $ | 3.25 | |
| Diluted EPS | $ | 3.55 | | | $ | 2.81 | | | $ | 3.25 | |
22. REVENUES
Revenue is recognized when promised goods or services (referred to as performance obligations) are transferred to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. A five-step model is used for recognizing and measuring revenue from contracts with customers, which includes identifying the contract with the customer, identifying the performance obligations promised within the contract, determining the transaction price (the amount of consideration to which the company expects to be entitled), allocating the transaction price to the performance obligations and recognizing revenue when (or as) the performance obligation is satisfied.
The following tables present operating revenues disaggregated by revenue source:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Year Ended December 31, 2020 |
Eversource (Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric
Transmission | | Water Distribution | | Other | | Eliminations | | Total |
| Revenues from Contracts with Customers | | | | | | | | | | | | | |
| Retail Tariff Sales | | | | | | | | | | | | | |
| Residential | $ | 3,951.5 | | | $ | 644.9 | | | $ | 0 | | | $ | 145.1 | | | $ | 0 | | | $ | 0 | | | $ | 4,741.5 | |
| Commercial | 2,353.4 | | | 361.9 | | | 0 | | | 62.4 | | | 0 | | | (4.8) | | | 2,772.9 | |
| Industrial | 327.1 | | | 107.4 | | | 0 | | | 4.8 | | | 0 | | | (13.7) | | | 425.6 | |
| Total Retail Tariff Sales Revenues | 6,632.0 | | | 1,114.2 | | | 0 | | | 212.3 | | | 0 | | | (18.5) | | | 7,940.0 | |
| Wholesale Transmission Revenues | 0 | | | 0 | | | 1,557.3 | | | 0 | | | 74.2 | | | (1,290.6) | | | 340.9 | |
| Wholesale Market Sales Revenues | 327.3 | | | 43.0 | | | 0 | | | 3.8 | | | 0 | | | 0 | | | 374.1 | |
| Other Revenues from Contracts with Customers | 74.7 | | | 3.6 | | | 13.3 | | | 7.3 | | | 1,161.7 | | | (1,152.0) | | | 108.6 | |
| Amortization of/(Reserve for) Revenues Subject to Refund | 4.6 | | | 2.1 | | | 0 | | | (3.8) | | | 0 | | | 0 | | | 2.9 | |
| Total Revenues from Contracts with Customers | 7,038.6 | | | 1,162.9 | | | 1,570.6 | | | 219.6 | | | 1,235.9 | | | (2,461.1) | | | 8,766.5 | |
| Alternative Revenue Programs | 88.1 | | | 44.7 | | | (35.2) | | | (4.7) | | | 0 | | | 37.1 | | | 130.0 | |
| Other Revenues | 5.6 | | | 1.1 | | | 0.7 | | | 0.5 | | | 0 | | | 0 | | | 7.9 | |
| Total Operating Revenues | $ | 7,132.3 | | | $ | 1,208.7 | | | $ | 1,536.1 | | | $ | 215.4 | | | $ | 1,235.9 | | | $ | (2,424.0) | | | $ | 8,904.4 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Year Ended December 31, 2019 |
Eversource (Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric
Transmission | | Water Distribution | | Other | | Eliminations | | Total |
| Revenues from Contracts with Customers | | | | | | | | | | | | | |
| Retail Tariff Sales | | | | | | | | | | | | | |
| Residential | $ | 3,723.7 | | | $ | 555.1 | | | $ | 0 | | | $ | 132.3 | | | $ | 0 | | | $ | 0 | | | $ | 4,411.1 | |
| Commercial | 2,584.8 | | | 347.6 | | | 0 | | | 63.9 | | | 0 | | | (4.3) | | | 2,992.0 | |
| Industrial | 331.8 | | | 96.9 | | | 0 | | | 4.5 | | | 0 | | | (11.6) | | | 421.6 | |
| Total Retail Tariff Sales Revenues | 6,640.3 | | | 999.6 | | | 0 | | | 200.7 | | | 0 | | | (15.9) | | | 7,824.7 | |
| Wholesale Transmission Revenues | 0 | | | 0 | | | 1,293.3 | | | 0 | | | 61.3 | | | (1,085.2) | | | 269.4 | |
| Wholesale Market Sales Revenues | 215.7 | | | 55.4 | | | 0 | | | 4.1 | | | 0 | | | 0 | | | 275.2 | |
| Other Revenues from Contracts with Customers | 54.8 | | | 2.8 | | | 13.2 | | | 7.0 | | | 967.2 | | | (969.0) | | | 76.0 | |
| Amortization of/(Reserve for) Revenues Subject to Refund | 1.3 | | | 6.2 | | | 0 | | | (2.8) | | | 0 | | | 0 | | | 4.7 | |
| Total Revenues from Contracts with Customers | 6,912.1 | | | 1,064.0 | | | 1,306.5 | | | 209.0 | | | 1,028.5 | | | (2,070.1) | | | 8,450.0 | |
| Alternative Revenue Programs | 45.9 | | | (4.9) | | | 81.8 | | | 4.6 | | | 0 | | | (74.2) | | | 53.2 | |
| Other Revenues | 18.5 | | | 3.1 | | | 0.7 | | | 1.0 | | | 0 | | | 0 | | | 23.3 | |
| Total Operating Revenues | $ | 6,976.5 | | | $ | 1,062.2 | | | $ | 1,389.0 | | | $ | 214.6 | | | $ | 1,028.5 | | | $ | (2,144.3) | | | $ | 8,526.5 | |
|
| | | | | | | | | | | |
Eversource (Millions of Dollars, except share information) | For the Years Ended December 31, |
| 2017 | | 2016 | | 2015 |
| Net Income Attributable to Common Shareholders | $ | 988.0 |
| | $ | 942.3 |
| | $ | 878.5 |
|
| Weighted Average Common Shares Outstanding: | | | | | |
| Basic | 317,411,097 |
| | 317,650,180 |
| | 317,336,881 |
|
| Dilutive Effect | 620,483 |
| | 804,059 |
| | 1,095,806 |
|
| Diluted | 318,031,580 |
| | 318,454,239 |
| | 318,432,687 |
|
| Basic EPS | $ | 3.11 |
| | $ | 2.97 |
| | $ | 2.77 |
|
| Diluted EPS | $ | 3.11 |
| | $ | 2.96 |
| | $ | 2.76 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Year Ended December 31, 2018 |
Eversource (Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric
Transmission | | Water Distribution | | Other | | Eliminations | | Total |
| Revenues from Contracts with Customers | | | | | | | | | | | | | |
| Retail Tariff Sales | | | | | | | | | | | | | |
| Residential | $ | 3,766.6 | | | $ | 542.5 | | | $ | 0 | | | $ | 130.7 | | | $ | 0 | | | $ | 0 | | | $ | 4,439.8 | |
| Commercial | 2,634.7 | | | 334.8 | | | 0 | | | 63.3 | | | 0 | | | (4.5) | | | 3,028.3 | |
| Industrial | 351.9 | | | 96.0 | | | 0 | | | 4.4 | | | 0 | | | (10.0) | | | 442.3 | |
| Total Retail Tariff Sales Revenues | 6,753.2 | | | 973.3 | | | 0 | | | 198.4 | | | 0 | | | (14.5) | | | 7,910.4 | |
| Wholesale Transmission Revenues | 0 | | | 0 | | | 1,308.9 | | | 0 | | | 47.3 | | | (1,092.2) | | | 264.0 | |
| Wholesale Market Sales Revenues | 179.5 | | | 57.5 | | | 0 | | | 4.1 | | | 0 | | | 0 | | | 241.1 | |
| Other Revenues from Contracts with Customers | 65.9 | | | (2.2) | | | 12.6 | | | 7.2 | | | 889.0 | | | (891.0) | | | 81.5 | |
| Reserve for Revenues Subject to Refund | (12.3) | | | (8.3) | | | 0 | | | (3.7) | | | 0 | | | 0 | | | (24.3) | |
| Total Revenues from Contracts with Customers | 6,986.3 | | | 1,020.3 | | | 1,321.5 | | | 206.0 | | | 936.3 | | | (1,997.7) | | | 8,472.7 | |
| Alternative Revenue Programs | (47.0) | | | (1.2) | | | (35.2) | | | 5.4 | | | 0 | | | 31.9 | | | (46.1) | |
| Other Revenues | 17.9 | | | 3.1 | | | 0 | | | 0.6 | | | 0 | | | 0 | | | 21.6 | |
| Total Operating Revenues | $ | 6,957.2 | | | $ | 1,022.2 | | | $ | 1,286.3 | | | $ | 212.0 | | | $ | 936.3 | | | $ | (1,965.8) | | | $ | 8,448.2 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| (Millions of Dollars) | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH | | CL&P | | NSTAR Electric | | PSNH |
| Revenues from Contracts with Customers | | | | | | | | | | | | | | | | | |
| Retail Tariff Sales | | | | | | | | | | | | | | | | | |
| Residential | $ | 2,011.1 | | | $ | 1,365.8 | | | $ | 574.6 | | | $ | 1,837.1 | | | $ | 1,322.1 | | | $ | 564.5 | | | $ | 1,828.2 | | | $ | 1,380.9 | | | $ | 557.5 | |
| Commercial | 878.3 | | | 1,176.8 | | | 299.9 | | | 922.9 | | | 1,349.4 | | | 314.6 | | | 928.1 | | | 1,391.5 | | | 316.9 | |
| Industrial | 137.5 | | | 106.4 | | | 83.2 | | | 138.3 | | | 115.8 | | | 77.7 | | | 147.7 | | | 124.9 | | | 79.3 | |
| Total Retail Tariff Sales Revenues | 3,026.9 | | | 2,649.0 | | | 957.7 | | | 2,898.3 | | | 2,787.3 | | | 956.8 | | | 2,904.0 | | | 2,897.3 | | | 953.7 | |
| Wholesale Transmission Revenues | 754.8 | | | 576.5 | | | 226.0 | | | 587.1 | | | 517.3 | | | 188.9 | | | 620.6 | | | 488.8 | | | 199.5 | |
| Wholesale Market Sales Revenues | 230.1 | | | 58.4 | | | 38.8 | | | 105.1 | | | 73.1 | | | 37.5 | | | 48.3 | | | 76.1 | | | 56.6 | |
Other Revenues from Contracts
with Customers | 32.9 | | | 43.6 | | | 14.2 | | | 36.4 | | | 18.7 | | | 15.6 | | | 35.0 | | | 28.9 | | | 15.5 | |
Amortization of/(Reserve for)
Revenues Subject to Refund | 0 | | | 0 | | | 4.6 | | | 0 | | | 0 | | | 1.3 | | | 0 | | | 0 | | | (12.3) | |
Total Revenues from Contracts
with Customers | 4,044.7 | | | 3,327.5 | | | 1,241.3 | | | 3,626.9 | | | 3,396.4 | | | 1,200.1 | | | 3,607.9 | | | 3,491.1 | | | 1,213.0 | |
| Alternative Revenue Programs | (4.2) | | | 54.5 | | | 2.6 | | | 77.5 | | | 41.6 | | | 8.6 | | | (65.9) | | | 0.9 | | | (17.3) | |
| Other Revenues | 2.2 | | | 3.5 | | | 0.6 | | | 10.3 | | | 7.0 | | | 1.9 | | | 8.5 | | | 8.3 | | | 1.1 | |
| Eliminations | (495.2) | | | (444.4) | | | (165.4) | | | (482.1) | | | (400.4) | | | (144.7) | | | (454.3) | | | (387.4) | | | (149.2) | |
| Total Operating Revenues | $ | 3,547.5 | | | $ | 2,941.1 | | | $ | 1,079.1 | | | $ | 3,232.6 | | | $ | 3,044.6 | | | $ | 1,065.9 | | | $ | 3,096.2 | | | $ | 3,112.9 | | | $ | 1,047.6 | |
21.Retail Tariff Sales: Regulated utilities provide products and services to their regulated customers under rates, pricing, payment terms and conditions of service, regulated by each state regulatory agency. The arrangement whereby a utility provides commodity service to a customer for a price approved by the respective state regulatory commission is referred to as a tariff sale contract, and the tariff governs all aspects of the provision of regulated services by utilities. The majority of revenue for Eversource, CL&P, NSTAR Electric and PSNH is derived from regulated retail tariff sales for the sale and distribution of electricity, natural gas and water to residential, commercial and industrial retail customers.
The utility's performance obligation for the regulated tariff sales is to provide electricity, natural gas or water to the customer as demanded. The promise to provide the commodity represents a single performance obligation, as it is a promise to transfer a series of distinct goods or services that are substantially the same and that have the same pattern of transfer to the customer. Revenue is recognized over time as the customer simultaneously receives and consumes the benefits provided by the utility, and the utility satisfies its performance obligation. Revenue is recognized based on the output method as there is a directly observable output to the customer (electricity, natural gas or water units delivered to the customer and immediately consumed). Each Eversource utility is entitled to be compensated for performance completed to date (service taken by the customer) until service is terminated.
In regulated tariff sales, the transaction prices are the rates approved by the respective state regulatory commissions. In general, rates can only be changed through formal proceedings with the state regulatory commissions. These rates are designed to recover the costs to provide service to customers and include a return on investment. Regulatory commission-approved tracking mechanisms are included in these rates and are also used to recover, on a fully-reconciling basis, certain costs, such as the procurement of energy supply, retail transmission charges, energy efficiency program costs, net metering for distributed generation, and restructuring and stranded costs. These tracking mechanisms result in rates being changed periodically to ensure recovery of actual costs incurred.
Customers may elect to purchase electricity from each Eversource electric utility or may contract separately with a competitive third party supplier. Revenue is not recorded for the sale of the electricity commodity to customers who have contracted separately with these suppliers, only the delivery to a customer, as the utility is acting as an agent on behalf of the third party supplier.
Wholesale Transmission Revenues: The Eversource electric transmission-owning companies (CL&P, NSTAR Electric and PSNH) each own and maintain transmission facilities that are part of an interstate power transmission grid over which electricity is transmitted throughout New England. CL&P, NSTAR Electric and PSNH, as well as most other New England utilities, are parties to a series of agreements that provide for coordinated planning and operation of the region's transmission facilities and the rules by which they acquire transmission services. The Eversource electric transmission-owning companies have a combination of FERC-approved regional and local formula rates that work in tandem to recover all their transmission costs. These rates are part of the ISO-NE Tariff. Regional rates recover the costs of higher voltage transmission facilities that benefit the region and are collected from all New England transmission customers, including the Eversource distribution businesses. Eversource's local rates recover the companies' total transmission revenue requirements, less revenues received from regional rates and other sources, and are collected from Eversource's distribution businesses and other transmission customers. The distribution businesses of Eversource, in turn, recover the FERC approved charges from retail customers through annual or semiannual tracking mechanisms, which are retail tariff sales.
The utility's performance obligation for regulated wholesale transmission sales is to provide transmission services to the customer as demanded. The promise to provide transmission service represents a single performance obligation. The transaction prices are the transmission rate formulas as defined by the ISO-NE Tariff and are regulated and established by FERC. Wholesale transmission revenue is recognized over time as the performance obligation is completed, which occurs as transmission services are provided to customers. The revenue is recognized based on the output method. Each Eversource utility is entitled to be compensated for performance completed to date (e.g., use of the transmission system by the customer).
Wholesale Market Sales Revenues: Wholesale market sales transactions include sales of energy and energy-related products into the ISO-NE wholesale electricity market, sales of natural gas to third party marketers, and also the sale of RECs to various counterparties. ISO-NE oversees the region's wholesale electricity market and administers the transactions and terms and conditions, including payment terms, which are established in the ISO-NE tariff, between the buyers and sellers in the market. Pricing is set by the wholesale market. The wholesale transactions in the ISO-NE market occur on a day-ahead basis or a real-time basis (daily) and are, therefore, short-term. Transactions are tracked and reported by ISO-NE net by the hour, which is the net hourly position of energy sales and purchases by each market participant. The performance obligation for ISO-NE energy transactions is defined to be the net by hour transaction. Revenue is recognized when the performance obligation for these energy sales transactions is satisfied, when the sale occurs and the energy is transferred to the customer. For sales of natural gas, transportation, and natural gas pipeline capacity to third party marketers, revenue is recognized when the performance obligation is satisfied at the point in time the sale occurs and the natural gas or related product is transferred to the marketer. RECs are sold to various counterparties, and revenue is recognized when the performance obligation is satisfied upon transfer of title to the customer through the New England Power Pool Generation Information System.
Other Revenues from Contracts with Customers: Other revenues from contracts with customers primarily include property rentals that are not deemed leases. These revenues are generally recognized on a straight-line basis over time as the service is provided to the customer. Other revenues also include revenues from Eversource's service company, which is eliminated in consolidation.
Amortization of/(Reserve for) Revenues Subject to Refund: Eversource has recorded a regulatory liability, recorded as a reduction to revenues, to reflect the difference between the 35 percent federal corporate income tax rate included in rates charged to customers and the 21 percent federal corporate income tax rate, effective January 1, 2018 as a result of the Tax Cuts and Jobs Act of 2017, until rates billed to customers reflect the lower federal tax rate. The Connecticut water business has not yet reflected the change in the federal corporate income tax rate in distribution rates and continues to accrue the regulatory liability. CL&P and Yankee Gas each have fully refunded this regulatory liability by the end of 2018 and 2020, respectively, and in 2019, PSNH began to refund this regulatory liability to customers in rates. NSTAR Electric and NSTAR Gas were not required to make refunds to customers for the higher federal corporate income tax rate billed to customers in the period between January 1, 2018 to the effective dates of each company's 2018 rate changes. EGMA will begin refunding this amount in November 2021.
Alternative Revenue Programs: In accordance with accounting guidance for rate-regulated operations, certain of Eversource's utilities' rate making mechanisms qualify as alternative revenue programs (ARPs) if they meet specified criteria, in which case revenues may be recognized prior to billing based on allowed levels of collection in rates. Eversource's utility companies recognize revenue and record a regulatory asset or liability once the condition or event allowing for the automatic adjustment of future rates occurs. ARP revenues include both the recognition of the deferral adjustment to ARP revenues, when the regulator-specified condition or event allowing for additional billing or refund has occurred, and an equal and offsetting reversal of the ARP deferral to revenues as those amounts are reflected in the price of service in subsequent periods.
Eversource’s ARPs include the revenue decoupling mechanism and the annual reconciliation adjustment to transmission formula rates, described below.
•Certain Eversource electric, natural gas and water companies, including CL&P and NSTAR Electric, have revenue decoupling mechanisms approved by a regulatory commission (decoupled companies). Decoupled companies’ distribution revenues are not directly based on sales volumes. The decoupled companies reconcile their annual base distribution rate recovery to pre-established levels of baseline distribution delivery service revenues, with any difference between the allowed level of distribution revenue and the actual amount realized adjusted through subsequent rates.
•
•The transmission formula rates provide for the annual reconciliation and recovery or refund of estimated costs to actual costs. The financial impacts of differences between actual and estimated costs are deferred for future recovery from, or refund to, transmission customers. This transmission deferral reconciles billed transmission revenues to the revenue requirement for our transmission businesses.
Other Revenues: Other Revenues include certain fees charged to customers that are not considered revenue from contracts with customers. Other revenues also include lease revenues under lessor accounting guidance of $4.3 million ($0.8 million at CL&P and $2.7 million at NSTAR Electric) and $4.4 million ($1.0 million at CL&P and $2.7 million at NSTAR Electric) for the years ended December 31, 2020 and 2019, respectively.
Intercompany Eliminations: Intercompany eliminations are primarily related to the Eversource electric transmission revenues that are derived from ISO-NE regional transmission charges to the distribution businesses of CL&P, NSTAR Electric and PSNH that recover the costs of the wholesale transmission business, and revenues from Eversource's service company. Intercompany revenues and expenses between the Eversource wholesale transmission businesses and the Eversource distribution businesses and from Eversource's service company are eliminated in consolidation and included in "Eliminations" in the table above.
Receivables: Receivables, Net on the balance sheet include trade receivables from our retail customers and receivables arising from ISO-NE billing related to wholesale transmission contracts and wholesale market transactions, sales of natural gas and capacity to marketers, sales of RECs, and property rentals. In general, retail tariff customers and wholesale transmission customers are billed monthly and the payment terms are generally due and payable upon receipt of the bill.
Unbilled Revenues: Unbilled Revenues on the balance sheet represent estimated amounts due from retail customers for electricity, natural gas or water delivered to customers but not yet billed. The utility company has satisfied its performance obligation and the customer has received and consumed the commodity as of the balance sheet date, and therefore, the utility company records revenue for those services in the period the services were provided. Only the passage of time is required before the company is entitled to payment for the satisfaction of the performance obligation. Payment from customers is due monthly as services are rendered and amounts are billed. Actual amounts billed to customers when meter readings become available may vary from the estimated amount.
Unbilled revenues are recognized by allocating estimated unbilled sales volumes to the respective customer classes, and then applying an estimated rate by customer class to those sales volumes. Unbilled revenue estimates reflect seasonality, weather, customer usage patterns, customer rates in effect for customer classes, and the timing of customer billing. The companies that have a decoupling mechanism record a regulatory deferral to reflect the actual allowed amount of revenue associated with their respective decoupled distribution rate design.
Practical Expedients: Eversource has elected practical expedients in the accounting guidance that allow the company to record revenue in the amount that the company has a right to invoice, if that amount corresponds directly with the value to the customer of the company's performance to date, and not to disclose related unsatisfied performance obligations. Retail and wholesale transmission tariff sales fall into this category, as these sales are recognized as revenue in the period the utility provides the service and completes the performance obligation, which is the same as the monthly amount billed to customers. There are no other material revenue streams for which Eversource has unsatisfied performance obligations.
23. SEGMENT INFORMATION
Presentation:Eversource is organized amonginto the Electric Distribution, Electric Transmission, and Natural Gas Distribution and Water Distribution reportable segments and Other based on a combination of factors, including the characteristics of each segments' services, the sources of operating revenues and expenses and the regulatory environment in which each segment operates. These reportable segments represent substantially all of Eversource's total consolidated revenues. Revenues from the sale of electricity, and natural gas and water primarily are derived from residential, commercial and industrial customers and are not dependent on any single customer. The Electric Distribution reportable segment includes the results of PSNH's generation facilities prior to sales in January and August 2018, and NSTAR Electric's solar power facilities. Eversource's reportable segments are determined based upon the level at which Eversource's chief operating decision maker assesses performance and makes decisions about the allocation of company resources. On December 4, 2017, Eversource acquired Aquarion, which was considered to be a new operating segment, water. Financial statement results, however, were not considered material as a result of a short period of ownership by Eversource, and were not reported separately. Therefore, the results of the water operating segment have been included in Other for the year ended December 31, 2017.
The remainder of Eversource's operations is presented as Other in the tables below and primarily consists of 1) the equity in earnings of Eversource parent from its subsidiaries and intercompany interest income, both of which are eliminated in consolidation, and interest expense related to the debt of Eversource parent, 2) the revenues and expenses of Eversource Service, most of which are eliminated in consolidation, 3) the operations of CYAPC and YAEC, 4) the resultsEversource Water Ventures, Inc., parent company of Aquarion's water business from the date of the acquisition on December 4, 2017 through December 31, 2017; andAquarion, 5) the results of other unregulated subsidiaries, which are not part of its core business. In addition, Other in the tables below includesbusiness, and 6) Eversource parent's equity ownership interests in certainthat are not consolidated, which primarily include the offshore wind business, anatural gas pipeline projects owned by Enbridge, Inc., the Bay State Wind project,and a renewable energy investment fund, and two companies that transmit hydroelectricity imported from the Hydro-Quebec system in Canada. fund.
In the ordinary course of business, Yankee Gas, and NSTAR Gas and EGMA purchase natural gas transmission services from the Enbridge, Inc. natural gas pipeline projectsproject described above. These affiliate transaction costs total approximately $62.5$77.7 million annually and are classified as Purchased Power, Fuel and Transmission on the Eversource statements of income.
Each of Eversource's subsidiaries, including CL&P, NSTAR Electric and PSNH, has one1 reportable segment.
The Electric Transmission segment includes a reduction to Operations and Maintenance expense of $27.5 million in 2016 for costs incurred in previous years that was recovered in transmission rates over the period June 1, 2016 through May 31, 2017. These costs were associated with the merger of Northeast Utilities and NSTAR.
Cash flows used for investments in plant included in the segment information below are cash capital expenditures that do not include amounts incurred but not paid, cost of removal, AFUDC related to equity funds, and the capitalized portions of pension and PBOP expense.
Eversource's segment information is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2020 |
Eversource (Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric Transmission | | Water Distribution | | Other | | Eliminations | | Total |
| Operating Revenues | $ | 7,132.3 | | | $ | 1,208.7 | | | $ | 1,536.1 | | | $ | 215.4 | | | $ | 1,235.9 | | | $ | (2,424.0) | | | $ | 8,904.4 | |
| Depreciation and Amortization | (657.0) | | | (87.9) | | | (278.1) | | | (44.2) | | | (93.5) | | | 1.6 | | | (1,159.1) | |
| Other Operating Expenses | (5,642.3) | | | (913.8) | | | (470.0) | | | (86.6) | | | (1,071.9) | | | 2,428.0 | | | (5,756.6) | |
| Operating Income | 833.0 | | | 207.0 | | | 788.0 | | | 84.6 | | | 70.5 | | | 5.6 | | | 1,988.7 | |
| Interest Expense | (216.0) | | | (40.0) | | | (126.8) | | | (32.9) | | | (161.0) | | | 38.3 | | | (538.4) | |
| Interest Income | 3.2 | | | 0.9 | | | 4.7 | | | 0 | | | 37.8 | | | (41.8) | | | 4.8 | |
| Other Income, Net | 58.0 | | | 3.1 | | | 23.3 | | | 2.0 | | | 1,382.9 | | | (1,365.5) | | | 103.8 | |
| Income Tax (Expense)/Benefit | (129.6) | | | (36.9) | | | (183.8) | | | (12.5) | | | 16.6 | | | 0 | | | (346.2) | |
| Net Income | 548.6 | | | 134.1 | | | 505.4 | | | 41.2 | | | 1,346.8 | | | (1,363.4) | | | 1,212.7 | |
| Net Income Attributable to Noncontrolling Interests | (4.6) | | | 0 | | | (2.9) | | | 0 | | | 0 | | | 0 | | | (7.5) | |
| Net Income Attributable to Common Shareholders | $ | 544.0 | | | $ | 134.1 | | | $ | 502.5 | | | $ | 41.2 | | | $ | 1,346.8 | | | $ | (1,363.4) | | | $ | 1,205.2 | |
| Total Assets (as of) | $ | 24,981.9 | | | $ | 6,450.5 | | | $ | 11,695.0 | | | $ | 2,375.2 | | | $ | 22,089.4 | | | $ | (21,492.4) | | | $ | 46,099.6 | |
| Cash Flows Used for Investments in Plant | $ | 1,079.0 | | | $ | 494.4 | | | $ | 1,004.6 | | | $ | 118.8 | | | $ | 246.2 | | | $ | 0 | | | $ | 2,943.0 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2019 |
Eversource (Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric
Transmission | | Water Distribution | | Other (1) | | Eliminations (1) | | Total |
| Operating Revenues | $ | 6,976.5 | | | $ | 1,062.2 | | | $ | 1,389.0 | | | $ | 214.6 | | | $ | 1,028.5 | | | $ | (2,144.3) | | | $ | 8,526.5 | |
| Depreciation and Amortization | (651.3) | | | (68.3) | | | (253.3) | | | (46.9) | | | (63.2) | | | 2.3 | | | (1,080.7) | |
| Impairment of Northern Pass Transmission | 0 | | | 0 | | | (239.6) | | | 0 | | | 0 | | | 0 | | | (239.6) | |
| Other Operating Expenses | (5,525.1) | | | (830.8) | | | (411.2) | | | (101.0) | | | (891.3) | | | 2,143.7 | | | (5,615.7) | |
| Operating Income | 800.1 | | | 163.1 | | | 484.9 | | | 66.7 | | | 74.0 | | | 1.7 | | | 1,590.5 | |
| Interest Expense | (206.4) | | | (47.4) | | | (125.7) | | | (34.6) | | | (170.3) | | | 51.2 | | | (533.2) | |
| Interest Income | 13.3 | | | 0.1 | | | 1.5 | | | 0 | | | 48.7 | | | (50.8) | | | 12.8 | |
| Other Income, Net | 46.8 | | | 1.6 | | | 29.2 | | | 0.4 | | | 945.3 | | | (903.3) | | | 120.0 | |
| Income Tax (Expense)/Benefit | (135.9) | | | (21.2) | | | (130.5) | | | 2.4 | | | 11.7 | | | 0 | | | (273.5) | |
| Net Income | 517.9 | | | 96.2 | | | 259.4 | | | 34.9 | | | 909.4 | | | (901.2) | | | 916.6 | |
| Net Income Attributable to Noncontrolling Interests | (4.6) | | | 0 | | | (2.9) | | | 0 | | | 0 | | | 0 | | | (7.5) | |
| Net Income Attributable to Common Shareholders | $ | 513.3 | | | $ | 96.2 | | | $ | 256.5 | | | $ | 34.9 | | | $ | 909.4 | | | $ | (901.2) | | | $ | 909.1 | |
| Total Assets (as of) | $ | 22,541.9 | | | $ | 4,345.5 | | | $ | 10,904.0 | | | $ | 2,351.7 | | | $ | 18,843.7 | | | $ | (17,862.9) | | | $ | 41,123.9 | |
| Cash Flows Used for Investments in Plant | $ | 1,104.2 | | | $ | 460.2 | | | $ | 987.0 | | | $ | 118.0 | | | $ | 242.1 | | | $ | 0 | | | $ | 2,911.5 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2018 |
Eversource
(Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric
Transmission | | Water Distribution | | Other (1) | | Eliminations (1) | | Total |
| Operating Revenues | $ | 6,957.2 | | | $ | 1,022.2 | | | $ | 1,286.3 | | | $ | 212.0 | | | $ | 936.3 | | | $ | (1,965.8) | | | $ | 8,448.2 | |
| Depreciation and Amortization | (671.8) | | | (75.0) | | | (231.8) | | | (46.5) | | | (49.1) | | | 2.2 | | | (1,072.0) | |
| Other Operating Expenses | (5,548.6) | | | (787.6) | | | (375.5) | | | (99.8) | | | (831.5) | | | 1,966.7 | | | (5,676.3) | |
| Operating Income | 736.8 | | | 159.6 | | | 679.0 | | | 65.7 | | | 55.7 | | | 3.1 | | | 1,699.9 | |
| Interest Expense | (202.8) | | | (44.1) | | | (120.6) | | | (34.3) | | | (129.3) | | | 32.3 | | | (498.8) | |
| Interest Income | 18.7 | | | 0 | | | 2.4 | | | 0 | | | 30.3 | | | (33.3) | | | 18.1 | |
| Other Income/(Loss), Net | 67.5 | | | 7.1 | | | 31.1 | | | (0.4) | | | 1,092.1 | | | (1,087.1) | | | 110.3 | |
| Income Tax (Expense)/Benefit | (160.2) | | | (29.4) | | | (161.8) | | | (0.1) | | | 62.5 | | | 0 | | | (289.0) | |
| Net Income | 460.0 | | | 93.2 | | | 430.1 | | | 30.9 | | | 1,111.3 | | | (1,085.0) | | | 1,040.5 | |
| Net Income Attributable to Noncontrolling Interests | (4.6) | | | 0 | | | (2.9) | | | 0 | | | 0 | | | 0 | | | (7.5) | |
| Net Income Attributable to Common Shareholders | $ | 455.4 | | | $ | 93.2 | | | $ | 427.2 | | | $ | 30.9 | | | $ | 1,111.3 | | | $ | (1,085.0) | | | $ | 1,033.0 | |
| Cash Flows Used for Investments in Plant | $ | 961.3 | | | $ | 351.5 | | | $ | 976.2 | | | $ | 102.3 | | | $ | 178.6 | | | $ | 0 | | | $ | 2,569.9 | |
(1) On October 9, 2020, Eversource completed the CMA asset acquisition, with Yankee Energy System, Inc. (Yankee parent) as the acquiring entity. Yankee parent is the parent company of Yankee Gas, NSTAR Gas, EGMA and Hopkinton LNG Corp. As a result of the acquisition, in the fourth quarter of 2020, our chief operating decision maker assessed the performance of the Natural Gas Distribution segment including Yankee parent. Previously, Yankee parent was presented within Other and its equity in earnings were eliminated in consolidation. Prior comparative periods were revised to conform to the current period segment presentation.
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2017 |
Eversource (Millions of Dollars) | Electric Distribution | | Natural Gas Distribution | | Electric Transmission | | Other | | Eliminations | | Total |
| Operating Revenues | $ | 5,542.9 |
| | $ | 947.3 |
| | $ | 1,301.7 |
| | $ | 946.9 |
| | $ | (986.8 | ) | | $ | 7,752.0 |
|
| Depreciation and Amortization | (542.6 | ) | | (72.9 | ) | | (209.4 | ) | | (41.1 | ) | | 2.2 |
| | (863.8 | ) |
| Other Operating Expenses | (4,046.0 | ) | | (713.5 | ) | | (382.6 | ) | | (814.6 | ) | | 986.7 |
| | (4,970.0 | ) |
| Operating Income | 954.3 |
| | 160.9 |
| | 709.7 |
| | 91.2 |
| | 2.1 |
| | 1,918.2 |
|
| Interest Expense | (186.3 | ) | | (43.1 | ) | | (115.1 | ) | | (93.1 | ) | | 15.8 |
| | (421.8 | ) |
| Interest Income | 7.3 |
| | 0.1 |
| | 1.8 |
| | 15.8 |
| | (16.7 | ) | | 8.3 |
|
| Other Income, Net | 15.0 |
| | 0.9 |
| | 27.1 |
| | 1,112.7 |
| | (1,086.0 | ) | | 69.7 |
|
| Income Tax Expense | (288.3 | ) | | (44.2 | ) | | (228.7 | ) | | (17.6 | ) | | (0.1 | ) | | (578.9 | ) |
| Net Income | 502.0 |
| | 74.6 |
| | 394.8 |
| | 1,109.0 |
| | (1,084.9 | ) | | 995.5 |
|
| Net Income Attributable to Noncontrolling Interests | (4.6 | ) | | — |
| | (2.9 | ) | | — |
| | — |
| | (7.5 | ) |
| Net Income Attributable to Common Shareholders | $ | 497.4 |
| | $ | 74.6 |
| | $ | 391.9 |
| | $ | 1,109.0 |
| | $ | (1,084.9 | ) | | $ | 988.0 |
|
| Total Assets (as of) | $ | 19,250.4 |
| | $ | 3,595.2 |
| | $ | 9,401.2 |
| | $ | 18,403.8 |
| | $ | (14,430.2 | ) | | $ | 36,220.4 |
|
| Cash Flows Used for Investments in Plant | $ | 1,020.7 |
| | $ | 298.2 |
| | $ | 867.6 |
| | $ | 161.6 |
| | $ | — |
| | $ | 2,348.1 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2016 |
Eversource (Millions of Dollars) | Electric Distribution | | Natural Gas Distribution | | Electric Transmission | | Other | | Eliminations | | Total |
| Operating Revenues | $ | 5,594.3 |
| | $ | 857.7 |
| | $ | 1,210.0 |
| | $ | 870.4 |
| | $ | (893.3 | ) | | $ | 7,639.1 |
|
| Depreciation and Amortization | (504.7 | ) | | (65.3 | ) | | (185.8 | ) | | (33.5 | ) | | 2.2 |
| | (787.1 | ) |
| Other Operating Expenses | (4,155.1 | ) | | (628.9 | ) | | (321.8 | ) | | (778.1 | ) | | 891.8 |
| | (4,992.1 | ) |
| Operating Income | 934.5 |
| | 163.5 |
| | 702.4 |
| | 58.8 |
| | 0.7 |
| | 1,859.9 |
|
| Interest Expense | (193.1 | ) | | (41.3 | ) | | (110.0 | ) | | (63.5 | ) | | 6.9 |
| | (401.0 | ) |
| Interest Income | 10.0 |
| | 0.1 |
| | 1.2 |
| | 7.0 |
| | (7.3 | ) | | 11.0 |
|
| Other Income, Net | 4.8 |
| | 0.6 |
| | 18.3 |
| | 1,020.1 |
| | (1,008.9 | ) | | 34.9 |
|
| Income Tax (Expense)/Benefit | (288.8 | ) | | (45.2 | ) | | (238.2 | ) | | 16.5 |
| | 0.7 |
| | (555.0 | ) |
| Net Income | 467.4 |
| | 77.7 |
| | 373.7 |
| | 1,038.9 |
| | (1,007.9 | ) | | 949.8 |
|
| Net Income Attributable to Noncontrolling Interests | (4.6 | ) | | — |
| | (2.9 | ) | | — |
| | — |
| | (7.5 | ) |
| Net Income Attributable to Common Shareholders | $ | 462.8 |
| | $ | 77.7 |
| | $ | 370.8 |
| | $ | 1,038.9 |
| | $ | (1,007.9 | ) | | $ | 942.3 |
|
| Total Assets (as of) | $ | 18,367.5 |
| | $ | 3,303.8 |
| | $ | 8,751.5 |
| | $ | 14,493.1 |
| | $ | (12,862.7 | ) | | $ | 32,053.2 |
|
| Cash Flows Used for Investments in Plant | $ | 812.6 |
| | $ | 255.3 |
| | $ | 801.0 |
| | $ | 108.0 |
| | $ | — |
| | $ | 1,976.9 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, 2015 |
Eversource
(Millions of Dollars) | Electric
Distribution | | Natural Gas
Distribution | | Electric
Transmission | | Other | | Eliminations | | Total |
| Operating Revenues | $ | 5,903.6 |
| | $ | 995.5 |
| | $ | 1,069.1 |
| | $ | 863.6 |
| | $ | (877.0 | ) | | $ | 7,954.8 |
|
| Depreciation and Amortization | (425.2 | ) | | (70.5 | ) | | (165.6 | ) | | (29.0 | ) | | 2.1 |
| | (688.2 | ) |
| Other Operating Expenses | (4,470.2 | ) | | (776.7 | ) | | (314.9 | ) | | (817.9 | ) | | 877.3 |
| | (5,502.4 | ) |
| Operating Income | 1,008.2 |
| | 148.3 |
| | 588.6 |
| | 16.7 |
| | 2.4 |
| | 1,764.2 |
|
| Interest Expense | (186.3 | ) | | (36.9 | ) | | (105.8 | ) | | (48.0 | ) | | 4.6 |
| | (372.4 | ) |
| Interest Income | 5.7 |
| | 0.1 |
| | 1.6 |
| | 4.4 |
| | (5.1 | ) | | 6.7 |
|
| Other Income, Net | 7.2 |
| | 0.8 |
| | 14.5 |
| | 977.8 |
| | (972.8 | ) | | 27.5 |
|
| Income Tax (Expense)/Benefit | (322.8 | ) | | (40.1 | ) | | (191.6 | ) | | 14.5 |
| | — |
| | (540.0 | ) |
| Net Income | 512.0 |
| | 72.2 |
| | 307.3 |
| | 965.4 |
| | (970.9 | ) | | 886.0 |
|
| Net Income Attributable to Noncontrolling Interests | (4.7 | ) | | — |
| | (2.8 | ) | | — |
| | — |
| | (7.5 | ) |
| Net Income Attributable to Common Shareholders | $ | 507.3 |
| | $ | 72.2 |
| | $ | 304.5 |
| | $ | 965.4 |
| | $ | (970.9 | ) | | $ | 878.5 |
|
| Cash Flows Used for Investments in Plant | $ | 718.9 |
| | $ | 182.2 |
| | $ | 749.1 |
| | $ | 73.9 |
| | $ | — |
| | $ | 1,724.1 |
|
22.24. ACQUISITION OF AQUARION AND GOODWILLASSETS OF COLUMBIA GAS OF MASSACHUSETTS
A. Acquisition of Aquarion
On December 4, 2017,October 9, 2020, Eversource acquired Aquarion from Macquarie Infrastructure Partners for $1.675 billion, consisting of approximately $880 millioncertain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts, which was previously doing business as CMA, pursuant to an asset purchase agreement (the Agreement) entered into on February 26, 2020 between Eversource and NiSource Inc. (NiSource). The cash purchase price was $1.1 billion, plus a target working capital amount of $69.6 million, which is subject to adjustment to reflect actual working capital as of the closing date that has not yet been finalized. Eversource financed the acquisition through a combination of debt and $795 millionequity issuances in a ratio that was consistent with our consolidated capital structure. The natural gas distribution assets acquired from CMA were assigned to EGMA, an indirect wholly-owned subsidiary of assumed Aquarion debt. Aquarion is a holding company primarily engaged, through its three separate regulated water utility subsidiaries,Eversource formed in the water collection, treatment and distribution business, and operates in Connecticut, Massachusetts and New Hampshire. These regulated utilities collect, treat and distribute water2020. The LNG assets acquired from CMA were assigned to Hopkinton LNG Corp. EGMA distributes natural gas to approximately 332,000 residential, commercial and industrial customers with over 5,000 miles of natural gas distribution pipeline across more than 60 communities in Massachusetts, adding to other utilities for resale, and for private and municipal fire protection. With the acquisition of Aquarion,approximately 303,000 natural gas customers that Eversource is now the only U.S.-based electric utility to also own a water utility. already serves in Massachusetts.
The transaction was approvedrequired approval by PURA, the DPU, the NHPUC,Maine Public Utilities Commission, the Maine PUC,FERC, and the Federal Communications Commission. AquarionCommission, and review under the Hart-Scott-Rodino Act.
The liabilities assumed by Eversource under the Agreement specifically excluded any liabilities (past or future) arising out of, or related to, the fires and explosions that occurred on September 13, 2018 in Lawrence, Andover and North Andover, Massachusetts related to the delivery of natural gas by CMA, including certain subsequent events, all as described and in the DPU's Order on Scope dated December 23, 2019 (D.P.U. 19-141) (the Greater Lawrence Incident or GLI). The liabilities assumed also excluded any further emergency events prior to the closing of the acquisition related to the restoration and reconstruction with respect to the GLI, including any losses arising out of, or related to, any litigation, demand, cause of action, claim, suit, investigation, proceeding, indemnification agreements or rights. Eversource did not assume any of CMA's or NiSource Inc.'s third party debt obligations or notes payable.
Rate Settlement Agreement: On October 7, 2020, the DPU approved a rate settlement agreement with Eversource, EGMA, NiSource, Bay State, the Massachusetts Attorney General's Office, the DOER and the Low-Income Weatherization and Fuel Assistance Program Network, which requested approval of the February 26, 2020 Agreement, as well as a rate stabilization plan, among other items. The settlement agreement included an authorized regulatory ROE of 9.70 percent as of January 1, 2021, a 53.25 percent equity component of its subsidiaries became wholly-owned subsidiariescapital structure, and established rate base equal to $995 million as of Eversource,the closing on October 9, 2020.
The approved rate stabilization plan includes base distribution rate increases of $13 million on November 1, 2021 and Eversource's consolidated financial information$10 million on November 1, 2022. The settlement agreement includes Aquarion2 rate base resets during an eight-year rate plan, occurring on November 1, 2024 and its subsidiaries' activity from December 4, 2017November 1, 2027. The 2 rate base resets adjust distribution rates to account for capital additions (including the roll-in of GSEP capital additions), depreciation expense, property taxes, and return on rate base for capital additions placed into service through December 31, 2017.2023, for the first rate base reset occurring on November 1, 2024, and through December 31, 2026, for the second rate base reset occurring on November 1, 2027. Notwithstanding the 2 distribution rate increases, the 2 rate base reset provisions, and potential adjustments for qualifying exogenous events, EGMA agreed not to file for an increase or redesign of distribution base rates effective prior to November 1, 2028.
The approximate $880 million cash purchase price includessettlement agreement also permits EGMA to seek recovery of both transaction and integration costs as a result of the $745 million equity purchase priceasset acquisition after December 31, 2026, subject to DPU review and a $135 million shareholder loan, paid at closing.approval, and subject to certain conditions, such as demonstrating savings resulting from the acquisition.
Preliminary Purchase Price Allocation: The allocation of the total purchase price to the estimated fair values of the assets acquired and liabilities assumed has been determined based on the accounting guidance for fair value measurements, which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The preliminary allocation of the totalcash purchase price includes adjustments to record the fair valueas of unregulated and regulated long-term debt, non-utility land and buildings, regulatory assets not earning a return, and Aquarion's Homeowners Safety Valve unregulated business.October 9, 2020 is as follows:
| | | | | |
| (Millions of Dollars) | |
| Current Assets | $ | 145 | |
| Restricted Cash | 57 | |
| PP&E | 1,195 | |
| Goodwill | 42 | |
| Other Noncurrent Assets, excluding Goodwill | 128 | |
| Other Current Liabilities | (81) | |
| Other Noncurrent Liabilities | (317) | |
| Cash Purchase Price | $ | 1,169 | |
The fair values of Aquarion'sCMA's assets and liabilities were determined based on significant estimates and assumptions, including Level 3 inputs, that are judgmental in nature. These estimatesThe allocation of the total purchase price includes adjustments to reflect plant that will not earn a return and assumptions includeto reduce rate base to the timing and amountsallowed $995 million as specified in the rate settlement agreement. Eversource also recorded a $6.7 million liability for the future refund to customers for CMA's overcollection of projected future cash flows and discount rates reflecting risk inherentthe lower income tax rate beginning in future cash flows. 2018.
The excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed was recognized as goodwill. The goodwill reflects the value paid by Eversource primarily for expanding its natural gas infrastructure within its existing jurisdiction. The goodwill resulting from the acquisition has been assigned to the Natural Gas Distribution reporting unit.
The preliminary allocationUnder the terms of the settlement agreement, a portion of the proceeds of the sale due to NiSource was withheld and used to establish an Energy Relief Fund comprised of two components, an Arrearage Forgiveness Fund and a fund which is restricted for energy efficiency and clean energy measures in the Merrimack Valley. As a result, Eversource funded restricted cash accounts and established a liability totaling $56.8 million on the acquisition date. By December 31, 2020, $15.4 million of the Arrearage Forgiveness Fund was credited back to customers and the remainder was paid back to NiSource. The purchase price is as follows:included in investing cash outflows on the statement of cash flows of $1.11 billion reflects the payment to NiSource, excluding the restricted cash funds.
|
| | | |
| (Millions of Dollars) | |
| Current Assets | $ | 41.2 |
|
| PP&E | 1,034.9 |
|
| Goodwill | 907.9 |
|
| Other Noncurrent Assets, excluding Goodwill | 207.6 |
|
| Current Liabilities | (121.1 | ) |
| Noncurrent Liabilities | (421.6 | ) |
| Long-Term Debt | (771.2 | ) |
| Total Cash Purchase Price | $ | 877.7 |
|
Pro Forma Financial Information: The following unaudited pro forma financial information reflects the pro forma combined results of operations of Eversource and Aquarionthe CMA business acquired and reflects the amortization of purchase price adjustments assuming the acquisition had taken place on January 1, 2016.2019. The unaudited pro forma financial information has been presented for illustrative purposes only and is not necessarily indicative of the consolidated results of operations that would have been achieved or the future consolidated results of operations of Eversource. Pro forma net income excludes the impact of assets and liabilities not assumed by Eversource, such as amounts directly associated with the GLI incident, and non-recurring costs associated with the transaction.
| | | | | | | | | | | |
| For the Years Ended December 31, |
| (Pro forma amounts in millions, except share amounts) | 2020 | | 2019 |
| Operating Revenues | $ | 9,273 | | | $ | 9,103 | |
| Net Income Attributable to Common Shareholders | 1,265 | | | 909 | |
| Basic EPS | 3.73 | | | 2.83 | |
| Diluted EPS | 3.72 | | | 2.82 | |
|
| | | | | | | |
| | For the Years Ended December 31, |
| (Pro forma amounts in millions, except share amounts) | 2017 | | 2016 |
| Operating Revenues | $ | 7,947.7 |
| | $ | 7,849.0 |
|
| Net Income Attributable to Common Shareholders | 1,019.1 |
| | 969.3 |
|
| Basic EPS | 3.21 |
| | 3.05 |
|
| Diluted EPS | 3.20 |
| | 3.04 |
|
Aquarion Revenues and Pre-TaxNet Income: The impact of AquarionCMA on Eversource's accompanying consolidated statement of income includesincluded operating revenues of $15.9$154.8 million and pre-taxnet income attributable to common shareholders of $1.1$13.9 million for the year ended December 31, 2017.2020.
B. GoodwillTransactions recognized separately from the business combination: Eversource has entered into a Transition Services Agreement (TSA) with NiSource, under which NiSource is providing certain administrative functions. Eversource has recorded $15.9 million in Operating Expenses on the statement of income related to TSA and pre-TSA costs in the fourth quarter of 2020. In addition, Eversource recorded $2.0 million in Energy Efficiency expense related to the implementation of new energy efficiency programs as specified in the rate settlement agreement.
25. GOODWILL
In a business combination, the excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed
is recognized as goodwill. Goodwill is evaluated for impairment at least annually and more frequently if indicators of impairment arise. In accordance with the accounting standards, if the fair value of a reporting unit is less than its carrying value (including goodwill), the goodwill is tested for impairment. Goodwill is not subject to amortization, however is subject to a fair value based assessment for impairment at least annually and whenever facts or circumstances indicate that there may be an impairment. A resulting write-down, if any, would be charged to Operating Expenses.
Eversource completed the acquisition of Aquarion on December 4, 2017, resulting in the addition of $0.9 billion of goodwill. Upon completion of the acquisition, Eversource determined that theEversource's reporting units for the purpose of testing goodwill are Electric Distribution, Electric Transmission, Natural Gas Distribution and Water. The goodwill resulting from the Aquarion acquisition has been entirely allocated to the Water reporting unit.Distribution. These reporting units are consistent with the operating segments underlying the reportable segments identified in Note 21,23, "Segment Information," to the financial statements.
Eversource completed the CMA asset acquisition on October 9, 2020, resulting in the addition of approximately $42 million of goodwill, which was allocated to the Natural Gas Distribution reporting unit. On July 31, 2020, Eversource sold its water system and treatment plant that supplies water to the towns of Hingham, Hull and North Cohasset to the town of Hingham, Massachusetts, resulting in a reduction to goodwill of $23.6 million. This goodwill was previously reflected in the Water Distribution reporting unit.
Eversource completed its annual goodwill impairment test for Electric Distribution, Electric Transmission, and Natural Gas Distribution and Water Distribution reporting units as of October 1, 20172020 and determined that no0 impairment existed. There were no events subsequent to October 1, 20172020 that indicated impairment of goodwill. The annual goodwill assessment included an evaluation of the Company's share price and credit ratings, analyst reports, financial performance, cost and risk factors, long-term strategy, growth and future projections, as well as macroeconomic, industry and market conditions. This evaluation required the consideration of several factors that impact the fair value of the reporting units, including conditions and assumptions that affect the future cash flows of the reporting units. Key considerations include discount rates, utility sector market performance and merger transaction multiples, and internal estimates of future cash flows and net income.
The following table presents goodwill by reportable segment:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of Dollars) | Electric
Distribution | | Electric
Transmission | | Natural Gas
Distribution | | Water Distribution | | Total |
| Balance as of January 1, 2020 | $ | 2,544 | | | $ | 577 | | | $ | 399 | | | $ | 907 | | | $ | 4,427 | |
| Acquisition of CMA Assets | 0 | | | 0 | | | 42 | | | 0 | | | 42 | |
| Sale of Hingham water system | 0 | | | 0 | | | 0 | | | (23) | | | (23) | |
| Balance as of December 31, 2020 | $ | 2,544 | | | $ | 577 | | | $ | 441 | | | $ | 884 | | | $ | 4,446 | |
|
| | | | | | | | | | | | | | | | | | | |
| (Billions of Dollars) | Electric Distribution | | Electric Transmission | | Natural Gas Distribution | | Parent and Other | | Total |
Balance as of January 1, 2017
| $ | 2.5 |
| | $ | 0.6 |
| | $ | 0.4 |
| | $ | — |
| | $ | 3.5 |
|
| Acquisition of Aquarion | — |
| | — |
| | — |
| | 0.9 |
| | 0.9 |
|
| Balance as of December 31, 2017 | $ | 2.5 |
| | $ | 0.6 |
| | $ | 0.4 |
| | $ | 0.9 |
| | $ | 4.4 |
|
23. VARIABLE INTEREST ENTITIES
The Company's variable interests outside of the consolidated group include contracts that are required by regulation and provide for regulatory recovery of contract costs and benefits through customer rates. Eversource, CL&P and NSTAR Electric hold variable interests in variable interest entities (VIEs) through agreements with certain entities that own single renewable energy or peaking generation power plants, with other independent power producers and with transmission businesses. Eversource, CL&P and NSTAR Electric do not control the activities that are economically significant to these VIEs or provide financial or other support to these VIEs. Therefore, Eversource, CL&P and NSTAR Electric do not consolidate these VIEs.
24. QUARTERLY FINANCIAL DATA (UNAUDITED)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended |
Eversource (Millions of Dollars, except per share information) | 2017 | | 2016 |
| March 31, | | June 30, | | September 30, | | December 31, | | March 31, | | June 30, | | September 30, | | December 31, |
| Operating Revenues | $ | 2,105.1 |
| | $ | 1,762.8 |
| | $ | 1,988.5 |
| | $ | 1,895.6 |
| | $ | 2,055.6 |
| | $ | 1,767.2 |
| | $ | 2,039.7 |
| | $ | 1,776.6 |
|
| Operating Income | 509.0 |
| | 455.7 |
| | 502.6 |
| | 450.9 |
| | 488.5 |
| | 423.4 |
| | 509.9 |
| | 438.1 |
|
| Net Income | 261.3 |
| | 232.6 |
| | 262.2 |
| | 239.4 |
| | 246.0 |
| | 205.5 |
| | 267.2 |
| | 231.1 |
|
Net Income Attributable to Common Shareholders | 259.5 |
| | 230.7 |
| | 260.4 |
| | 237.4 |
| | 244.2 |
| | 203.6 |
| | 265.3 |
| | 229.2 |
|
Basic EPS (1) | $ | 0.82 |
| | $ | 0.73 |
| | $ | 0.82 |
| | $ | 0.75 |
| | $ | 0.77 |
| | $ | 0.64 |
| | $ | 0.83 |
| | $ | 0.72 |
|
Diluted EPS (1) | $ | 0.82 |
| | $ | 0.73 |
| | $ | 0.82 |
| | $ | 0.75 |
| | $ | 0.77 |
| | $ | 0.64 |
| | $ | 0.83 |
| | $ | 0.72 |
|
(1) The summation of quarterly EPS data may not equal annual data due to rounding.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended |
| | 2017 | | 2016 |
| (Millions of Dollars) | March 31, | | June 30, | | September 30, | | December 31, | | March 31, | | June 30, | | September 30, | | December 31, |
| CL&P | | | | | | | | | | | | | | | |
| Operating Revenues | $ | 732.3 |
| | $ | 666.6 |
| | $ | 774.8 |
| | $ | 713.7 |
| | $ | 735.3 |
| | $ | 679.8 |
| | $ | 760.0 |
| | $ | 630.9 |
|
| Operating Income | 176.0 |
| | 176.0 |
| | 177.5 |
| | 155.6 |
| | 171.5 |
| | 162.1 |
| | 176.1 |
| | 163.5 |
|
| Net Income | 90.2 |
| | 91.3 |
| | 96.1 |
| | 99.1 |
| | 87.0 |
| | 82.9 |
| | 86.6 |
| | 77.8 |
|
| NSTAR Electric | | | | | | | | | | | | | | | |
| Operating Revenues | $ | 733.8 |
| | $ | 704.7 |
| | $ | 851.9 |
| | $ | 690.2 |
| | $ | 742.2 |
| | $ | 707.6 |
| | $ | 904.4 |
| | $ | 687.4 |
|
| Operating Income | 161.6 |
| | 182.7 |
| | 234.4 |
| | 128.9 |
| | 142.9 |
| | 159.7 |
| | 240.8 |
| | 130.8 |
|
| Net Income | 83.4 |
| | 95.0 |
| | 125.8 |
| | 70.5 |
| | 71.3 |
| | 81.4 |
| | 133.2 |
| | 64.9 |
|
| PSNH | | | | | | | | | | | | | | | |
| Operating Revenues | $ | 253.2 |
| | $ | 230.4 |
| | $ | 250.0 |
| | $ | 248.0 |
| | $ | 242.3 |
| | $ | 218.5 |
| | $ | 266.9 |
| | $ | 231.8 |
|
| Operating Income | 68.3 |
| | 64.9 |
| | 67.4 |
| | 71.2 |
| | 70.7 |
| | 63.1 |
| | 74.7 |
| | 54.6 |
|
| Net Income | 34.3 |
| | 31.6 |
| | 33.7 |
| | 36.4 |
| | 36.1 |
| | 31.3 |
| | 38.5 |
| | 26.1 |
|
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
No events that would be described in response to this item have occurred with respect to Eversource, CL&P, NSTAR Electric or PSNH.
Item 9A. Controls and Procedures
Management, on behalf of Eversource, CL&P, NSTAR Electric and PSNH, is responsible for the preparation, integrity, and fair presentation of the accompanying Financial Statements and other sections of this combined Annual Report on Form 10-K. Eversource's internal controls over financial reporting were audited by Deloitte & Touche LLP.
Management, on behalf of Eversource, CL&P, NSTAR Electric and PSNH, is responsible for establishing and maintaining adequate internal controls over financial reporting. The internal control framework and processes have been designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. There are inherent limitations of internal controls over financial reporting that could allow material misstatements due to error or fraud to occur and not be prevented or detected on a timely basis by employees during the normal course of business. Additionally, internal controls over financial reporting may become inadequate in the future due to changes in the business environment. Under the supervision and with the participation of the principal executive officer and principal financial officer, an evaluation of the effectiveness of internal controls over financial reporting was conducted based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation under the framework in COSO, management concluded that internal controls over financial reporting at Eversource, CL&P, NSTAR Electric and PSNH were effective as of December 31, 2017.2020.
Management, on behalf of Eversource, CL&P, NSTAR Electric and PSNH, evaluated the design and operation of the disclosure controls and procedures as of December 31, 20172020 to determine whether they are effective in ensuring that the disclosure of required information is made timely and in accordance with the Securities Exchange Act of 1934 and the rules and regulations of the SEC. This evaluation was made under management's supervision and with management's participation, including the principal executive officer and principal financial officer as of the end of the period covered by this Annual Report on Form 10-K. There are inherent limitations of disclosure controls and procedures, including the possibility of human error and the circumventing or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. The principal executive officer and principal financial officer have concluded, based on their review, that the disclosure controls and procedures of Eversource, CL&P, NSTAR Electric and PSNH are effective to ensure that information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized, and reported within the time periods specified in SEC rules and regulations and (ii) is accumulated and communicated to management, including the principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosures.
On December 4, 2017,October 9, 2020, Eversource completed the acquisition of Eversource Aquarion Holdings, Inc.certain assets and liabilities that comprised NiSource’s natural gas distribution business in Massachusetts (formerly Macquarie Utilities Inc.Columbia Gas of Massachusetts (CMA)). Eversource Aquarion Holdings Inc. is the parent company that holds the operating companiesThe natural gas distribution assets acquired from CMA were assigned to EGMA and are part of the Aquarion water business (collectively, "Aquarion").natural gas distribution segment. As of December 31, 2017,2020, Eversource management has excluded AquarionEGMA from its evaluation of disclosure controls and procedures and management'smanagement’s report on internal controls over financial reporting.
There have been no changes in internal controls over financial reporting for Eversource, CL&P, NSTAR Electric and PSNH during the quarter ended December 31, 20172020 that have materially affected, or are reasonably likely to materially affect, internal controls over financial reporting.
Item 9B. Other Information
No information is required to be disclosed under this item as of December 31, 2017,2020, as this information has been previously disclosed in applicable reports on Form 8-K during the fourth quarter of 2017.2020.
PART III
Item 10.Directors, Executive Officers and Corporate Governance
The information in Item 10 is provided as of February 23, 2018,17, 2021, except where otherwise indicated.
Certain information required by this Item 10 is omitted for NSTAR Electric and PSNH pursuant to Instruction I(2)(c) to Form 10-K, Omission of Information by Certain Wholly Owned Subsidiaries.
Eversource Energy
In addition to the information provided below concerning the executive officers of Eversource Energy, incorporated herein by reference is the information to be contained in the sections captioned “Election of Trustees,” “Governance of Eversource Energy” and the related subsections, “Selection of Trustees,” and “Section“Delinquent Section 16(a) Beneficial Ownership Reporting Compliance”Reports” of Eversource Energy’s definitive proxy statement for solicitation of proxies, expected to be filed with the SEC on or about March 23, 2018.26, 2021.
Eversource Energy and CL&P
Each member of CL&P’s Board of Directors is an employee of Eversource Energy Service Company.Service. Directors are elected annually to serve for one year until their successors are elected and qualified. CL&P is a wholly owned subsidiary of Eversource Energy.
Set forth below is certain information concerning CL&P’s Directors anddirectors as well as Eversource Energy’s and CL&P’s executive officers:
|
| | | | | | | | | | | | | |
| Name | | Age | | Title |
| James J. Judge | | 6265 | | Chairman of the Board, President and Chief Executive Officer and a Trustee of Eversource Energy; Chairman President and Chief Executive Officer and a Directordirector of Eversource Service and Chairman; a Director of the electric and natural gas regulated companies, including CL&P |
| Philip J. Lembo | | 6265 | | Executive Vice President and Chief Financial Officer of Eversource Energy; Executive Vice PresidentEnergy and Chief Financial Officer; a DirectorCL&P; director of Eversource Service and the electric and natural gas regulated companies, including CL&P
|
| Gregory B. Butler | | 6063 | | Executive Vice President and General Counsel of Eversource Energy; Executive Vice PresidentEnergy and General Counsel and a DirectorCL&P; director of Eversource Service and the electric and natural gas regulated companies, including CL&P
|
Christine M. Carmody 1 | | 5558 | | Executive Vice President-Human Resources and Information Technology of Eversource Energy and Eversource Service; a Director of Eversource Service
|
Joseph R. Nolan, Jr. 1 | | 5457 | | Executive Vice President-CustomerPresident-Strategy, Customer and Corporate Relations of Eversource Energy and Eversource Service; a Director of Eversource Service
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Leon J. Olivier | | 70 | | Executive Vice President-Enterprise Energy Strategy and Business Development of Eversource Energy and Eversource Service; a Director of Eversource Service |
| Werner J. Schweiger | | 5861 | | Executive Vice President and Chief Operating Officer of Eversource Energy; Executive Vice President and Chief Operating Officer and a Director of Eversource Service; Chief Executive Officer and a Directordirector of the electric and natural gas regulated companies, including CL&P |
| Jay S. Buth | | 4851 | | Vice President, Controller and Chief Accounting Officer of Eversource Energy Eversource Service and the electric and natural gas regulated companies, including CL&P
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1Deemed an executive officer of CL&P pursuant to Rule 3b-7 under the Securities Exchange Act of 1934.
James J. Judge. Mr. Judge has served as Chairman of the Board, President and Chief Executive Officer of Eversource Energy since May 3, 2017;2017 and as a Trustee of Eversource Energy and as Chairman of CL&P, NSTAR Electric and PSNH since May 4, 2016; and as Chairman, President and Chief Executive Officer of Eversource Service and Chairman of NSTAR Gas and Yankee Gas since May 9, 2016. Mr. Judge has served as a Director of CL&P, PSNH, Yankee Gas and Eversource Service since April 10, 2012; and of NSTAR Electric and NSTAR Gas since September 27, 1999. Previously, Mr. Judge served as President and Chief Executive Officer of Eversource Energy from May 4, 2016 until May 3, 2017; as Chairman of WMECO from May 4, 2016 until December 31, 2017; as a Director of WMECO from April 10, 2012 until December 31, 2017;2017, and as Executive Vice President and Chief Financial Officer of Eversource Energy CL&P, NSTAR Electric, PSNH and WMECO from April 10, 2012 until May 4, 2016; of NSTAR Gas, Yankee Gas and Eversource Service from April 10, 2012 until May 9, 2016. Mr. Judge has served as Chairman of the Board of Eversource Energy Foundation, Inc.CL&P since May 9, 2016;4, 2016, and as a Directordirector of CL&P since April 10, 2012. He previously served as Treasurer of the Eversource Energy Foundation, Inc. from May 10, 2012 until May 9, 2016. He has served as a Trustee of the NSTAR Foundation since December 12, 1995.
Philip J. Lembo. Previously, Mr. Lembo hasJudge served as Executive Vice President and Chief Financial Officer of CL&P from April 10, 2012 to May 4, 2016. Based on his experience described above, Mr. Judge has the skills and qualifications necessary to serve as a Trustee of Eversource Energy and as a director of CL&P.
Philip J. Lembo. Mr. Lembo has served as Chief Financial Officer of Eversource Energy and CL&P since May 4, 2016. He previously served as Treasurer of Eversource Energy from April 10, 2012 until May 3, 2017;2017, and as Treasurer of CL&P NSTAR Electric, NSTAR Gas, PSNH, Yankee Gas and Eversource Service sincefrom April 10, 2012 until March 31, 2017. Mr. Lembo has served as a Director of CL&P, NSTAR Electric and PSNH since May 4, 2016; and of NSTAR Gas, Yankee Gas and Eversource Service since May 9, 2016. Mr. Lembo previously served as Executive Vice President and Chief Financial Officer of WMECO from May 3, 2017 until December 31, 2017; as a Director of WMECO from May 4, 2016 until December 31, 2017; as Executive Vice President, Chief Financial Officer and Treasurer of Eversource Energy
from and CL&P since August 8, 2016 until May 3, 2017; of CL&P, NSTAR Electric, PSNH, WMECO, NSTAR Gas, Yankee Gas and Eversource Service from August 8, 2016 until March 31, 2017;2016. Previously, he served as Senior Vice President Chief Financial Officer and Treasurer of Eversource Energy and CL&P NSTAR Electric, PSNH and WMECO from May 4, 2016 until August 8, 2016;2016, and of NSTAR Gas, Yankee Gas and Eversource Service from May 9, 2016 until August 8, 2016; as Vice President and Treasurer of Eversource Energy and CL&P PSNH and WMECO from April 10, 2012 until May 4, 2016; and of Yankee Gas and Eversource Service from April 10, 2012 until May 9, 2016. Mr. Lembo served as Vice President and Treasurer of NSTAR Electric and NSTAR Gas from March 29, 2006 until May 4, 2016. Mr. Lembo has served as a Directordirector of Eversource Energy Foundation, Inc.CL&P since May 9,4, 2016. He previously served as Treasurer of Eversource Energy Foundation, Inc. from May 9, 2016 until March 31, 2017. HeBased on his experience described above, Mr. Lembo has servedthe skills and qualifications necessary to serve as a Trusteedirector of the NSTAR Foundation since May 9, 2016.CL&P.
Gregory B. Butler. Mr. Butler has served as Executive Vice President and General Counsel of Eversource Energy CL&P, NSTAR Electric, NSTAR Gas, PSNH, Yankee Gas and Eversource Service since August 8, 2016. Mr. Butler has served as a Director of NSTAR Electric and NSTAR Gas since April 10, 2012; of Eversource Service since November 27, 2012;May 1, 2001, and of CL&P PSNH and Yankee Gas since April 22, 2009. Mr. Butler previouslyMarch 9, 2006. He has served as Executive Vice President of Eversource Energy and General Counsel of WMECO fromCL&P since August 8, 2016 until December 31, 2017; as a Director of WMECO from April 22, 2009 until December 31, 2017;2016. Previously, Mr. Butler served as Senior Vice President and General Counsel of Eversource Energy from May 1, 2014 untilAugust 31, 2003 to August 8, 2016; of NSTAR Electric2016, and NSTAR Gas from April 10, 2012 until August 8, 2016; of CL&P PSNH, WMECO, Yankee Gas and Eversource Service from March 9, 2006 until August 8, 2016; and as Senior Vice President, General Counsel and Secretary of Eversource Energy from April 10, 2012 until May 1, 2014.2016. He has served as a Directordirector of Eversource Energy Foundation, Inc. since December 1, 2002. He has been a Trustee of the NSTAR FoundationCL&P since April 10, 2012.22, 2009. Based on his experience described above, Mr. Butler has the skills and qualifications necessary to serve as a director of CL&P.
Christine M. Carmody. Ms. Carmody has served as Executive Vice President-Human Resources and Information Technology of Eversource Energy and Eversource Service since August 8, 2016. Ms. Carmody has served as a Director of Eversource Service since November 27, 2012. Previously Ms. Carmody served as Senior Vice President-Human Resources of Eversource Energy from May 4, 2016 until August 8, 2016; and of Eversource Service from April 10, 2012 until August 8, 2016; as Senior Vice President-Human Resources of CL&P, PSNH, WMECO and Yankee Gas from November 27, 2012 until September 29, 2014; of NSTAR Electric and NSTAR Gas from August 1, 2008 until September 29, 2014; and as a Director of CL&P, PSNH, WMECO and Yankee Gas from April 10, 2012 until September 29, 2014; and of NSTAR Electric and NSTAR Gas from November 27, 2012 until September 29, 2014. Ms. Carmody2016.
Joseph R. Nolan, Jr. Mr. Nolan has served as a DirectorExecutive Vice President-Strategy, Customer and Corporate Relations of Eversource Energy Foundation, Inc. since April 10, 2012. She has served as a Trustee of the NSTAR Foundation since August 1, 2008.
Joseph R. Nolan, Jr.February 5, 2020. Previously Mr. Nolan has served as Executive Vice President-Customer and Corporate Relations of Eversource Energy and Eversource Service sincefrom August 8, 2016. Mr. Nolan has served as a Director of Eversource Service since November 27, 2012. Previously Mr. Nolan2016 to February 5, 2020. He served as Senior Vice President-Corporate Relations of Eversource Energy from May 4, 2016 until August 8, 2016;2016, and of Eversource Service from April 10, 2012 tountil August 8, 2016; of NSTAR Electric and NSTAR Gas from April 10, 2012 until September 29, 2014; and of CL&P, PSNH, WMECO and Yankee Gas from November 27, 2012 until September 29, 2014. Mr. Nolan previously served as a Director of CL&P, PSNH, WMECO and Yankee Gas from April 10, 2012 until September 29, 2014; and of NSTAR Electric and NSTAR Gas from November 27, 2012 until September 29, 2014. Mr. Nolan has served as a Director of Eversource Energy Foundation, Inc. since April 10, 2012, and as Executive Director of Eversource Energy Foundation, Inc. since October 15, 2013. He has served as a Trustee of the NSTAR Foundation since October 1, 2000.2016.
Leon J. Olivier. Mr. Olivier has served as Executive Vice President-Enterprise Energy Strategy and Business Development of Eversource Energy since September 2, 2014; and of Eversource Service since August 11, 2014. Mr. Olivier has served as a Director of Eversource Service since January 17, 2005. Mr. Olivier previously served as Executive Vice President and Chief Operating Officer of Eversource Energy from May 13, 2008 until September 2, 2014; of Eversource Service from May 13, 2008 until August 11, 2008; as Chief Executive Officer of NSTAR Electric and NSTAR Gas from April 10, 2012 until August 11, 2014; of CL&P, PSNH, WMECO and Yankee Gas from January 15, 2007 until August 11, 2014; and of CL&P from September 10, 2001 until September 29, 2014; as a Director of NSTAR Electric and NSTAR Gas from November 27, 2012 until September 29, 2014; of PSNH, WMECO and Yankee Gas from January 17, 2005 until September 29, 2014; and of CL&P from September 10, 2001 until September 29, 2014. He has served as a Director of Eversource Energy Foundation, Inc. since April 1, 2006. Mr. Olivier has served as a Trustee of the NSTAR Foundation since April 10, 2012.
Werner J. Schweiger. Mr. Schweiger has served as Executive Vice President and Chief Operating Officer of Eversource Energy since September 2, 2014; of Eversource Service since August 11, 2014;2014, and as Chief Executive Officer of CL&P NSTAR Electric, NSTAR Gas, PSNH and Yankee Gas since August 11, 2014. Mr. Schweiger has served as a Director of Eversource Service, NSTAR Gas and Yankee Gas since September 29, 2014; anddirector of CL&P PSNH and NSTAR Electric since May 28, 2013. He previously served as Chief Executive Officer of WMECO from August 11, 2014 until December 31, 2017; as a Director of WMECO from May 28, 2013 until December 31, 2017; as President of CL&P from June 2, 2015 until June 27, 2016; as President of NSTAR Gas and Yankee Gas from September 29, 2014 until November 10, 2014; as President-Electric Distribution of Eversource Service from January 16, 2013 until August 11, 2014; as President of NSTAR Electric from April 10, 2012 until January 16, 2013; and as a Director of NSTAR Electric from November 27, 2012 until January 16, 2013.2016. Based on his experience described above, Mr. Schweiger has servedthe skills and qualifications necessary to serve as a Directordirector of Eversource Energy Foundation, Inc. since September 29, 2014. He has served as a Trustee of the NSTAR Foundation since September 29, 2014.CL&P.
Jay S. Buth. Mr. Buth has served as Vice President, Controller and Chief Accounting Officer of Eversource Energy and CL&P NSTAR Electric, NSTAR Gas, PSNH, Yankee Gas and Eversource Service since April 10, 2012. Previously, Mr. Buth served as Vice President, Controller and Chief Accounting Officer of WMECO from April 10, 2012 until December 31, 2017; and as Vice President-Accounting and Controller of Eversource Energy, CL&P, PSNH, WMECO, Yankee Gas and Eversource Service from June 9, 2009 until April 10, 2012.
There are no family relationships between any director or executive officer and any other trustee, director or executive officer of Eversource Energy or CL&P and none of the above executive officers or directors serves as an executive officer or director pursuant to any agreement or understanding with any other person. Our executive officers hold the offices set forth opposite their names until the next annual meeting of the Board of Trustees, in the case of Eversource Energy, and the Board of Directors, in the case of CL&P, and until their successors have been elected and qualified.
CL&P obtains audit services from the independent registered public accounting firm engaged by the Audit Committee of Eversource Energy’s Board of Trustees. CL&P does not have its own audit committee or, accordingly, an audit committee financial expert. CL&P relies on Eversource Energy’s audit committee and the audit committee financial expert.
CODE OF ETHICS AND CODE OF BUSINESS CONDUCT
Each of Eversource Energy, CL&P, NSTAR Electric, and PSNH has adopted a Code of Ethics for Senior Financial Officers (Chief Executive Officer, Chief Financial Officer and Controller) and the Code of Business Conduct, which are applicable to all Trustees, directors, officers, employees, contractors and agents of Eversource Energy, CL&P, NSTAR Electric and PSNH. The Code of Ethics and the Code of Business Conduct have both been posted on the Eversource Energy web site and are available at www.eversource.com/Content/general/about/investors/corporate-governance on the Internet. Any amendments to or waivers from the Code of Ethics and Code of Business Conduct for executive officers, directors or Trustees will be posted on the website. Any such amendment or waiver would require the prior consent of the Board of Trustees or an applicable committee thereof.
Printed copies of the Code of Ethics and the Code of Business Conduct are also available to any shareholder without charge upon written request mailed to:
Richard J. Morrison
Secretary
Eversource Energy
800 Boylston Street, 17th Floor
Boston, Massachusetts 02199-7050
Item 11. Executive Compensation
Eversource Energy
The information required by this Item 11 for Eversource Energy is incorporated herein by reference to certain information contained in Eversource Energy's definitive proxy statement for solicitation of proxies, which is expected to be filed with the SEC on or about March 23, 2018,26, 2021, under the sections captioned "Compensation“Compensation Discussion and Analysis,"” plus related subsections, and "Compensation“Compensation Committee Report,"” plus related subsections following such Report.
NSTAR ELECTRIC and PSNH
Certain information required by this Item 11 has been omitted for NSTAR Electric and PSNH pursuant to Instruction I(2)(c) to Form 10-K, Omission of Information by Certain Wholly-Owned Subsidiaries.
CL&P
The information in this Item 11 relates solely to CL&P.
COMPENSATION DISCUSSION AND ANALYSIS
CL&P is a wholly-owned subsidiary of Eversource Energy. Its board of directors consists entirely of executive officers of Eversource Energy system companies. CL&P does not have a compensation committee, and the Compensation Committee of Eversource Energy's Board of Trustees determines compensation for the executive officers of CL&P, including their salaries, annual incentive awards and long-term incentive awards. All of CL&P's "Named&P’s “Named Executive Officers,"” as defined below, also serve as officers of Eversource Energy and one or more other subsidiaries of Eversource Energy. Compensation set by the Compensation Committee of Eversource Energy (the "Committee")Committee) and set forth herein is for services rendered to Eversource Energy and its subsidiaries by such officers in all capacities.
This Compensation Discussion and Analysis ("CD&A")(CD&A) provides information about theEversource Energy’s compensation principles, behind Eversource Energy's compensation objectives, plans, policies and actions for the Named Executive Officers. The discussion describes the specific components ofused in Eversource Energy'sEnergy’s compensation program,programs and approach to executive compensation, how Eversource Energy measures performance, and how theEversource Energy’s compensation principles were applied to compensation awards and decisions that were made by the Compensation Committee for the Named Executive Officers, as presented in the tables and narratives that follow. Given the unprecedented events of the past year, this discussion also describes how Eversource Energy effectively responded to the COVID-19 pandemic to safeguard Eversource Energy’s employees, customers and the communities that Eversource Energy serves, how the Compensation Committee considered the effects of the pandemic in its compensation decisions and how Eversource Energy worked to increase diversity in the workforce and raise awareness of the need for racial justice in our society. While this discussion focuses primarily on 20172020 information, it also addresses decisions that were made in prior periods to the extent that these decisions are relevant to the full understanding of theEversource Energy’s compensation programprograms and the specific awardsdecisions that were made for performance through 2017.regarding 2020 performance. The CD&A also contains a summary of 2017 performance, an assessment of the performance measured against established 2020 goals and additional accomplishments, the compensation awards made by the Compensation Committee, and other information relating to Eversource'sEversource Energy’s compensation program,programs, including:
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| | | | | | | | | | |
•= | Summary of 2020 Accomplishments | = | Elements of 2020 Compensation |
| = | Pay for Performance Philosophy | •= | Description of the 2020 Annual Incentive Program Assessment
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| = | Executive Compensation Governance | = | Long-Term Incentive Program Grants andPerformance Plan Results
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•= | Executive Compensation Governance | |
• | The Named Executive Officers | •= | Disclosure of the: |
• | Overview of the Compensation Program | | • | Clawback and No Hedging and No Pledging Policies |
•= | Market AnalysisOverview of the Compensation Program | = | • | Share Ownership Guidelines and Retention Requirements |
•= | Elements of 2017 CompensationMarket Analysis | = | • | Other Benefits |
•= | 2017 Annual Incentive ProgramMix of Compensation Elements | •= | Contractual Agreements |
•= | 2017 AssessmentRisk Analysis of Financial and Operational PerformanceExecutive Compensation | •= | Tax and Accounting Considerations |
•= | Performance Goal Assessment MatrixResults of 2020 Say on Pay Vote | •= | Equity Grant Practices |
Summary of 20172020 Accomplishments
2020 and the COVID-19 Pandemic
From the beginning of the COVID-19 pandemic, Eversource Energy set out to continue to focus first and foremost on the safety and well-being of Eversource Energy stakeholders, to do for each of the groups noted below what Eversource Energy might be able to do in order to help them navigate through the effects of the pandemic and to assist Eversource Energy customers, employees, the people and organizations who live in and operate in the communities Eversource Energy serves, the society we live in, and you, Eversource Energy shareholders, in navigating the effects of the pandemic. Eversource Energy acted boldly and decisively as COVID-19 emerged as a public health crisis, and immediately implemented many changes to the way Eversource Energy conducts business, while continuing to remain focused on operational and financial performance.
The results and actions taken that Eversource Energy reports in this CD&A relate to 2020 performance in totality, some of which were specifically in response to the pandemic, and which have hopefully made living in a pandemic environment a little more tolerable. These include:
•For Eversource Energy customers – Eversource Energy took steps to ensure that any personal contact between Eversource Energy employees (both in the field and those working remotely) and customers was performed safely and in accordance with all public health guidelines to reduce to the greatest extent possible the risk of transmission of the virus. Eversource Energy restored service following a substantial number of storms in a safe and effective manner, instituted a voluntary moratorium on customer shutoffs for non-payment, and offered broad payment and arrearage forgiveness plans to provide assistance from the economic pressures impacting Eversource Energy customers. Eversource Energy also made communicating with the Company easier, including the implementation of a new 24-hour call center, a dedicated team set up to help small business customers apply for COVID-19 related federal assistance, and the continuation of industry-leading energy efficiency programs done by quickly moving to virtual energy audits.
•For Eversource Energy’s communities – Eversource Energy continued support to communities through volunteer activity and virtual events, with employees contributing over 26,000 hours to volunteerism, and contributed $8.1 million in sponsoring or supporting the many events noted in this CD&A. Eversource Energy Sustainability accomplishments are making a difference in making Eversource Energy communities a healthier place to live. Please see the disclosures in the 2020 Sustainability/ESG section under the headings Community and Awards.
•For society – Beyond the pandemic, 2020 saw a heightened focus on the criticality of racial equity and justice. In response, Eversource Energy increased efforts to raise awareness of the need for social and racial justice along with related efforts to further diversity, equity
and inclusion in the workplace and workforce and help support the vision for racial justice. Eversource Energy’s racial equity task force, focused town hall discussions, and learning hub on racial and social justice speak to this commitment.
•For Eversource Energy’s employees – Eversource Energy responded to the pandemic very quickly, taking the lead to implement work from home practices at the very beginning stage of the crisis, making numerous changes to work practices as a direct result of the pandemic, and continuing career development and company-paid educational opportunities for employees. Over 800 new Eversource Gas Company of Massachusetts employees, formerly Columbia Gas of Massachusetts (Columbia Gas) employees, were successfully on-boarded. No employees, whether from Columbia Gas or otherwise, lost their jobs due to the pandemic. Eversource Energy has also continued open, regular and transparent communications with employees, and has worked in close communication and cooperation with union leadership to keep employees safe and help them continue to grow. The partnership with union leadership has been instrumental and essential in helping to deal with the many challenges of 2020.
The sections within this CD&A titled “2020 Financial and Operational Accomplishments” and “2020 Annual Incentive Program Assessment” provide additional information with respect to some of the other actions taken by Eversource throughout the year in response to the pandemic.
Changes to 2021 Executive Compensation Programs
Due to the hardships experienced by Eversource Energy’s customers and communities as a result of COVID-19 and the extended outages that took place in CL&P’s service territory in 2020 following Storm Isaias, and in spite of excellent overall performance by Eversource Energy’s executives in 2020, the Compensation Committee determined that it would freeze base salaries for the senior executive officers, including the Named Executive Officers, at 2020 levels, rather than provide market based base salary increases. In addition, in Eversource Energy’s engagement sessions with shareholders, Eversource Energy received comments relative to the 50/50 mix of RSUs and Performance Shares in the long-term incentive program. As a result, the Committee revised the Performance Share Program in response to these shareholder comments and to further align Eversource Energy’s compensation programs with the Committee’s pay for performance philosophy, such that 75 percent of the 2021 – 2023 Program’s long-term incentive opportunity will consist of Performance Shares and 25 percent will consist of RSUs.
2020 Performance Assessment – COVID-19
With regard to the performance goals established by the Committee prior to the spread of the virus and whether changes to those goals should be considered as a result of the pandemic, the Committee discussed the established performance goals throughout its 2020 meetings, and concluded that it would not change them, as it determined that despite the additional challenges, the Operating Plan and related performance goals could still be executed under the direction and oversight of Eversource Energy’s Chief Executive Officer and his executive team without revision.
2020 Financial and Operational Accomplishments
In 2017,2020, Eversource Energy achieved very positive overall financialcontinued to outperform its peers financially, strengthened its position as a leader in ESG, and operational performance results.met or exceeded all of the goals set by the Committee, all while keeping Eversource employees and customers safe. The following is a summary of some of the most important accomplishments in 2017:2020:
2017 Financial Accomplishments
Eversource's earnings grew by 5.1 percent in 2017, exceeding the established goal. 2017 earnings were $3.11 per share.
Eversource's total shareholder return in 2017 was 18 percent, comparing favorably to the industry return of 11.7 percent, and over the longer term, Eversource's stock performance continued to outperform the industry. This marks the eighth time in nine years that Eversource achieved a double-digit total shareholder return. Only two other companies within the Edison Electric Institute ("EEI") index of 43 utility companies have accomplished this.
Eversource increased its 2017 dividend to $1.90 per share, a 6.7 percent increase over 2016, continuing to significantly outperform the dividend growth rate of the EEI Index companies.
Standard & Poor's ("S&P") raised Eversource's credit rating from A to A+. It remains the highest holding company S&P credit rating in the industry, by two credit notches.
Eversource continued to successfully achieve operations and maintenance expense reductions in 2017, and total utility operations and maintenance expenses were $14 million under budget.
Eversource became the only electric utility in the country to add a water utility as an additional line of business through the purchase of Aquarion Water Company. Participating in a highly competitive auction process, Eversource negotiated a purchase agreement, received regulatory approvals in three states within five months, and closed the transaction in early December 2017, creating a new, complementary, growth-oriented business line.
Set forth below is information relating to key financial metrics over the past three to five years.
Earnings Growth. Eversource's2015 - 2017 recurring•FINANCIAL PERFORMANCE: 2020 earnings per share have grown 5.5 percent on average, consistent with long-term earnings guidanceequaled $3.55 per share, and above the utility industry average. Recurringnon-GAAP earnings per share equaled $3.64; non-GAAP earnings excludes transactional costs relating to the highly successful acquisition in 2020 of the assets of Columbia Gas. 1
1Non-GAAP EPS presented below for 2015 exclude merger-related costs. A reconciliation between reported 2015 earningsin this Item 11 excludes the one-time transactional costs of $0.09 per share relating to the acquisition in 2020 of the assets of Columbia Gas. Eversource Energy uses this non-GAAP financial measure to more fully compare and explain 2020 results without including the recurring earnings per share presented below appears underimpact of the caption entitled "Management's Discussiontransactional costs of the Columbia Gas acquisition. Due to the effect of the acquisition costs on net income attributable to common shareholders, management believes that the non-GAAP presentation is a more meaningful representation of Eversource Energy’s financial performance and Analysisprovides additional information to readers in analyzing historical and future performance of Financial Condition and Results of Operations - Overview" in this Annual Report on Form 10-K for the fiscal year ended December 31, 2017.business. Non-GAAP financial measures should not be considered as alternatives to Eversource Energy’s consolidated net income attributable to common shareholders.
Dividend Growth. As a result of continuing strong earnings growth, Eversource's
•DIVIDENDS PAID: The Board of Trustees increased the annual dividend rate by 6.76.1 percent for 20172020 to $1.90$2.27 per share, which exceedsexceeded the EEI Index companies' median dividend growth rate of 4.8 percent. The dividend growth rate4.5 percent for the period 2015 - 2017 has averaged 6.6 percent, well ahead ofutilities that constitute the utility industry average.Edison Electric Institute Index (EEI Utility Index).
Total Shareholder Return. Eversource's
•SHAREHOLDER RETURN: Eversource Energy’s Total Shareholder Return (TSR) in 20172020 was 184.5 percent, compared to the 11.7negative 1.2 percent growth offor the EEI Index, companies and 21.8 percent for the S&P 500. Eversource also outperformed5th highest TSR in the EEI Utility Index companiesof 39 companies. Eversource continued to outperform the EEI Utility Index over 2013 - 2017.the last one-, three-, five- and 10-year periods and the Standard & Poor’s 500 over the last three- and 10-year periods. An investment of $1,000 in EversourceEversource’s common shares atfor the beginning of the five-year10-year period beginning January 1, 20132011 was worth $1,904$3,726 on December 31, 2017.2020. The following charts representchart represents the comparative one- and five-year total shareholder returns for the periods endingended December 31, 2017, respectively:2020:
•STRATEGIC INITIATIVES AND REGULATORY OUTCOMES: Although Eversource Energy faced challenges caused by the restrictions resulting from the pandemic, Eversource completed the acquisition of the assets of Columbia Gas in seven months; the acquisition was immediately accretive to earnings and is expected to be increasingly so in future years. As part of the acquisition regulatory approval process, Eversource successfully reached a positive 8-year rate settlement agreement for the new entity, Eversource Gas Company of Massachusetts. Eversource achieved constructive outcomes in the PSNH and NSTAR Gas subsidiary rate reviews, completed the sale by the Aquarion Water Company of assets located in Hingham, Massachusetts in satisfaction of a predecessor company agreement, and successfully executed several storm cost recovery proceedings in the three states Eversource serves.
2017 Operational Accomplishments•CREDIT RATING: Eversource Energy continues to hold an A- level Corporate Credit Rating at Standard & Poor’s. There is no other holding company with a higher credit rating in the EEI Utility Index.
Eversource's overall electric system reliability performance
•RELIABILITY PERFORMANCE: Electric System Reliability, measured by months between interruptions, was top decile for the industry in 2017 was its best ever; on average,2020; customer power interruptions were 17.6on average 19.2 months apart,apart.
•RESTORATION PERFORMANCE: The average system outage duration was 64.0 minutes, also top decile for the fastest restoration time.
•SAFETY: Eversource’s safety performance was 0.7, measured by days away, restricted or transferred (DART) per 100 workers, which continued to outperform the industry in 2020. In addition to the safety performance as measured by DART, the policies and average restoration time was 73.2 minutes. Eversource's performance ranks inprocedures established at the first quartileonset of the industry.pandemic contributed significantly to the successful overall safety performance.
Eversource's Massachusetts electric and gas distribution companies each met or exceeded Service Quality Index performance targets established by regulators in Massachusetts, which is the only state in Eversource's service territory that has such performance targets.
Eversource exceeded its established targets in safety performance and
•GAS EMERGENCY RESPONSE: On-time response to gas service calls. Eversource's safety performance, which is measured by Days Away or Restricted Time ("DART"),customer emergency calls was 99.6 percent, meeting the industry average.
•CUSTOMERS: Eversource continued to add to its best ever,customer messaging programs, including those relating to COVID-19, realized all-time highs in both digital messaging and estimated time-to-restore communications, led the industry in the first quartileearly implementation of customer service termination moratoria, and implemented extended customer forgiveness and payment programs. However, Eversource acknowledged that as a result of Tropical Storm Isaias, which caused extensive, catastrophic damage to the CL&P distribution system and many prolonged outages, its customers and government leaders felt that the performance fell short of their expectations.
•CLEAN ENERGY LEADERSHIP: Regarding Eversource’s offshore wind projects, Eversource continued to advance the New London State Pier project in Connecticut, giving the partnership access to the leading offshore wind port in the Northeast; reached a comprehensive settlement for the joint Eversource/Ørsted South Fork project with the Town of East Hampton, New York and the Board of Trustees for South Fork relating to the installation of the industry.
Eversource added more than 10,000 new gas customersonshore transmission facilities to be constructed in those two communities; and submitted Construction and Operating Plans with the U.S. Bureau of Ocean Energy Management for the fifth consecutive year, exceededjoint Eversource/Ørsted Revolution Wind and Sunrise Wind projects. In June of 2020, Eversource began construction of a first in the nation community battery storage project at the Provincetown, Massachusetts town transfer station. Eversource’s electric vehicle charging infrastructure program met its gas emergency response rate target,targets, Eversource led efforts to expand Massachusetts’ utility scale solar program, and the energy efficiency programs, while slowed by the COVID-19 pandemic, continued to perform at a national leading level as rated by the American Council for an Energy Efficient Economy.
2020 Sustainability/ESG
•SUSTAINABILITY: Eversource’s social and environmental accomplishments, which once again in 2020 received widespread recognition, are a measure of the strong commitment to corporate responsibility and are reflected in the high ratings from leading sustainability rating firms. In 2020, Eversource was ranked top quartile within a peer group of comparably sized U.S. utilities whose ESG performance is assessed by the two leading sustainability rating firms. Eversource also continued to take steps to implement and ensure progress towards its highest satisfaction rating (93 percent)industry leading goal to be carbon neutral in their operations by 2030.
•COMMUNITY: Despite the challenges of the pandemic, Eversource continued to make a significant impact in the communities it serves through its corporate philanthropy programs and extensive employee volunteer programs. Eversource’s employees devoted 26,000 hours in 2020 to volunteerism in the service territory communities, mostly all under constraints imposed by the pandemic. Eversource’s 2020 charitable giving totaled $8.1 million, including a record amount in contributions by employees to the United Way along with major event lead sponsorships for new customer connections.the Eversource Walk for Children’s Hospital of Boston, Eversource Walk and 5K Run for Easterseals New Hampshire, Mass General Cancer Center/Eversource Every Day Amazing Race, Eversource Hartford Marathon, Travelers Championship and Special Olympics in Connecticut and New Hampshire. Most of these events were held virtually, and many Eversource employees assisted in producing the events to help ensure their success. The Eversource Energy Foundation continues to provide direct support to organizations and large regional initiatives within Eversource’s service territories. In addition, Eversource provided accelerated and targeted community support to COVID-19 relief organizations.
•DIVERSITY:Eversource exceededcontinued to support many programs and agencies that address racial and ethnic disparities in our customers’ communities and beyond. Eversource also continues to develop a workforce that fully reflects the targetdiversity of having 37the people and communities Eversource serves. Eversource’s hiring practices emphasize diversity, and encourage employees to embrace different people, perspectives and experiences in our workplace and within our communities – regardless of their race, color, religion, national origin, ancestry, sex, gender identity, age, disability, marital status, sexual orientation, active military or veteran status. Eversource continued its successful drive to increase workforce diversity; in 2020, 47.6 percent of new hires and promotions within the supervisor and above management group beinto leadership roles were women or personspeople of color. In addition, in response to the social unrest last year, Eversource conducted listening sessions with our business resource groups and established a racial equity task force. Eversource also started a highly attended employee town hall series focused on taking action to advance racial equality and to disrupt racism. In addition, Eversource launched a webinar series on employee resilience and self-care, and created a robust self-service, online communication and learning hub on racial and social justice.
•EMPLOYEES/HUMAN CAPITAL MANAGEMENT:Eversource achieved very constructive regulatory outcomes,recognizes that its employees are its most valuable asset. Eversource has developed strategic workplans as part of the annual business and workforce planning process to address immediate and long-range needs to ensure that Eversource acquires, develops and retains excellent talent. Virtual learning and development opportunities were provided to employees, including on-boarding sessions with specific focus on engaging new Eversource Gas Company of Massachusetts employees. No employees, whether from the saleacquired company Columbia Gas or otherwise, were subject to lay-offs as a result of its New Hampshire fossil generation assets, receiving a constructive rate orderthe pandemic. Interactive engagement and support tools were offered to promote remote worker effectiveness supporting the workforce with business, leadership and technical knowledge. Employee development programs were aligned to the strategic workforce plan to support succession within all levels of the organization. Programs like the Growth Opportunities for its Massachusetts electric companies, and successfully resolving a complex and significant dispute regarding an underwater electric cable with federal agenciesLeadership Development and the Massachusetts Water Resources Authority.
engineering associate cohort programs promoted educational and professional development opportunities for recent college graduates. Tuition assistance programs, paid internships, co-ops and other pipeline development programs continued to the greatest extent possible to ensure progress in future workforce technical skills and competencies. Through targeted training, development and educational activities, Eversource continuesoffered high performers numerous learning experiences to operate itsensure their growth and development as future leaders. Thought provoking stretch assignments, high impact cross-functional team memberships, senior management interaction and exposure, targeted coaching and feedback, and diverse learning experiences that promote interdependent thinking, embrace alternative perspectives, while building teamwork and collaboration represent examples of key components of Eversource’s key talent program. With a strong focus on Diversity, Equity and Inclusion, discussions, programs and activities were offered to provide education and experiences to further emphasize messages of Racial and Social Justice. Additionally, Eversource leveraged educational partnerships in critical trade and technical areas and has developed proactive sourcing strategies to attract experienced workers in highly technical roles in areas like engineering, electric and gas systems well. This isoperations, and energy efficiency. As part of this process, Eversource identified critical roles and developed succession plans to ensure Eversource has talent now and for the resultfuture. Eversource also provides employees with fair pay, comprehensive benefits, and a variety of field and classroom training opportunities throughout their careers to support their ongoing success on the job.
•AWARDS: Eversource continued to receive numerous local and national awards in 2020 recognizing Eversource as a leader and catalyst in the areas of Sustainability and ESG.
•Eversource was again ranked in the top 100 of America’s Most Just Companies by FORBES/JUST Capital. The listing recognizes corporate social responsibility and commitment to local communities and celebrates public companies for their positive impact and leadership on priorities such as ethical leadership, environmental impact, customer treatment, fair pay and benefits, equal opportunity and shareholder return.
•For the second year in a row, Newsweek magazine ranked Eversource as the #1 energy company in their 2021 list of the continuing implementationMost Responsible Companies. This listing is based on an analysis of best practices, focusing on investments in reliability improvementsa company’s corporate social responsibility, as well as a public survey.
•For the third consecutive year, Eversource was selected to reduce the number and length of outages, and performing work safely each and every day.
Set forth below is information relating to key operational metrics over the past four years.
Reliability. Electric System Reliability, which is measured by months between interruptions and average time to restore power, wasbe included in the first quartileBloomberg Gender-Equality Index, which recognizes companies who have shown their commitment to advancing women’s equality in the workplace and transparency in gender reporting.
•Eversource was included in 3BL Media’s ranking of the industry, withtop 100 Best Corporate Citizens of 2020 for leading ESG transparency and performance among 1,000 of the largest U.S. public companies.
•Eversource was recognized by the U.S. Department of Labor as a HIRE Vets Medallion Award recipient for its best results ever forcommitment to recruiting, employing, and retaining veterans. We are proud to support veteran careers.
•The National Organization on Disability (NOD) honored Eversource as a 2020 Leading Disability Employer. Now in its sixth year, the lowest numberNOD Leading Disability Employer Seal is a recognition of organizations that are leading the way in disability inclusion and frequencytapping into the many benefits of interruptions.hiring talent who are differently-abled, including high rates of productivity and dedication, and greater employee engagement across the workforce.
Safety. Safety•Eversource was again selected as a “most honored” company by Institutional Investor magazine in its survey of some 1,500 portfolio managers and investment analysts. Eversource was designated as the #2 utility company in each of the eight company categories, including those related to ESG.
•Eversource was one of only four energy companies included in Barron’s 2020 Most Sustainable Companies list. Barron’s based their list on 230 performance measured by DART per 100 workers, improved significantly; performance was in the first quartileindicators that address environmental, social and the best ever performance for Eversource.governance matters.
Achievement of the 20172020 performance goals, additional accomplishments and the Compensation Committee'sCommittee’s assessment of theCompany and executive performance of Eversource and its executives are more fully described in the section below titled "2016“2020 Annual Incentive Program."Program Assessment.” Specific decisions regarding executive compensation based upon the Committee'sCommittee’s assessment of theCompany and executive performance of Eversource and its executives and market data are also described below.
Pay for Performance Philosophy
The Compensation Committee links the compensation of the executive officers, including the Named Executive Officers' compensationOfficers, to performance that will ultimately benefit Eversource's customers, employees, and shareholders. Eversource'sEversource’s compensation program is intended to attract and retain the best executive talent in the industry, motivate its executives to meet or exceed specific stretch financial and operational goals each year, and compensate its executives in a manner that aligns compensation directly with performance. Eversource strives to provide executives with base salary, performance-based annual incentive compensation, and performance-based long-term incentive compensation opportunities that are competitive with market practices and that reward excellent performance.
Executive Compensation Governance
What Eversource DOES: |
| | | | |
What Eversource DOES:ü | What Eversource DOESN'T do: |
ü | Pay for Performance |
| ü | ûShare ownership and holding guidelines |
| ü | No tax gross-upsBalanced incentive metrics |
| ü | Delivery of the majority of incentive compensation opportunity in long-term equity |
| ü | Broad financial and personal misconduct clawback policy relating to incentive compensation |
| ü | Double-trigger change in control vesting provisions |
| ü | Shareholder engagement meetings throughout the year between management and Eversource shareholders that discuss compensation governance |
| ü | For 2021, 75 percent of long-term incentive compensation will be tied to performance |
| ü | 100 percent of long-term incentive compensation paid in equity |
| ü | Independent compensation consultant |
| ü | Annual Say-on-Pay vote |
| ü | Payout limitations on incentive awards |
| ü | Limited executive and Trustee trading window |
What Eversource DOESN’T do:
| | | | | |
| û | Tax gross ups in any new or materially amended executive compensation agreements |
üû | Share ownership and holding guidelines | û | No hedging,Hedging, pledging or similar transactions by Eversource executives and Trustees |
üû | Clawback policy of incentive compensation for willful non-compliance by any employeeLiberal share recycling |
| û | Dividends on equity awards before vesting |
| û | NoDiscounts or repricing of options or stock appreciation rights |
üû | Double-trigger changeChange in control vesting provisions | û | No liberal share recycling in the Incentive Plan |
ü | Independent compensation consultant | | |
ü | Annual Say-on-Pay Vote | | | agreements (since 2010) |
Eversource's•The executive and Trustee share ownership and holding guidelines noted in this CD&A emphasize the importance of aligning management and governance with shareholders. Under the share ownership guidelines, which require Eversource'sEversource’s Chief Executive Officer to hold shares equal to six times base salary, Eversource requires its executives to hold 100 percent of the shares awarded under the Company’s stock compensation program until the share ownership guidelines have been met.
Eversource's new•Eversource’s Incentive Plan includes a clawback provision that requires its executives and all other participants to reimburse Eversourcethe Company for incentive compensation received, not only if earnings wereare subsequently required to be restated as a result of noncompliance with accounting rules caused by fraud or misconduct, but also if there had beenfor a willful material violation of theEversource’s Code of Business Conduct or materialsignificant breach of a material covenant in an employment agreement. The Plan also imposes limits on awards and on Eversource Trustee compensation and prohibits repricing of awards and liberal share recycling.
•Eversource has discontinued the use of "gross-ups"prohibits gross ups in all new or materially amended executive compensation agreements.
•Eversource has a "no“no hedging and no pledging"pledging” policy that prohibits Eversource Trustees and executives from purchasingthe purchase of financial instruments or otherwise entering into any transactions that are designed to have the effect of hedging or offsetting any decrease in the market value of Eversourceits common shares. This policy also prohibits all pledges, derivative transactions or short sales involving Eversource common shares or the holding of any Eversource common shares in
•Eversource’s employment agreements and incentive plan require a margin account.
Employment agreements with executives and the Incentive Plan provide for "double-trigger"“double-trigger” change in control acceleration ofto accelerate compensation.
The Compensation Committee annually assesses the independence of its compensation consultant, Pay Governance LLC ("Pay Governance"), which is retained directly by the Committee. Pay Governance performs no other consulting nor provides services for Eversource, and has no relationship with Eversource that could result in a conflict of interest. At its February 7, 2018 meeting, the Committee concluded that Pay Governance is independent and that no conflict of interest exists between Pay Governance and Eversource.
Named Executive Officers
The executive officers of CL&P listed in the Summary Compensation Table and whose compensation is discussed in this Item 11CD&A are referred to as the "Named“Named Executive Officers" or "NEOs"Officers” under SEC regulations. For 2017,2020, CL&P's&P’s Named Executive Officers are:were:
•James J. Judge, Chairman, President and Chief Executive Officer of Eversource Energy and Chairman of the Board of CL&P
•Philip J. Lembo, Executive Vice President and Chief Financial Officer of Eversource Energy and CL&P
•Werner J. Schweiger, Executive Vice President and Chief Operating Officer of Eversource Energy and Chief Executive Officer of CL&P
•Joseph R. Nolan, Jr., Executive Vice President - Strategy, Customer and Corporate Relations of Eversource Energy and Eversource Service
•Gregory B. Butler, Executive Vice President and General Counsel of Eversource Energy and CL&P
Joseph R. Nolan, Jr., Executive Vice President - Customer and Corporate Relations of Eversource Energy and Eversource Service
Overview of theEversource’s Compensation Program
The Role of the Compensation Committee.The Eversource Board of Trustees has delegated to the Compensation Committee overall responsibility for establishing the compensation program for those senior executive officers, who are referredwhom we refer to in this CD&A as "executives"“executives” and whom are deemed to be "officers"“officers” under the SEC'sSEC’s regulations that determine the persons whose compensation is subject to disclosure. In this role, the Committee sets compensation policy and compensation levels, reviews and approves performance goals and evaluates executive performance. Although this discussion and analysisCD&A refers principally to compensation for the Named Executive Officers, the same compensation principles and practices apply to all executives. The compensation of Eversource'sEversource’s Chief Executive Officer is subject to the further review and approval of all of the independent Eversource Trustees.
Elements of Compensation.Compensation. Total direct compensation consists of three elements: base salary, annual cash incentive awards, and long-term equity-based incentive awards. Indirect compensation is provided through certain retirement, perquisite, severance, and health and welfare benefit programs.
Eversource'sEversource’s Compensation Objectives. Objectives.The objectives of Eversource'sEversource’s compensation program are to attract and retain superior executive talent, motivate executives to achieve annual and long-term performance goals set each year, and provide total compensation opportunities that are competitive with market practices. With respect to incentive compensation, the Committee believes it is important to balance short-term goals, such as producing earnings, with longer-term goals, such as long-term value creation andfor shareholders, maintaining a strong balance sheet.sheet, and being a leader in clean energy and sustainability. The Committee also places great emphasis on system reliabilityoperating performance, customer service, safety, sustainability and good customer service. Eversource'sworkforce diversity. Eversource’s compensation program utilizes performance-based incentive compensation to reward individual and corporate performance and to align the interests of executives with Eversource'sEversource Energy’s customers, employees, and shareholders. The Committee continually increases expectations to motivate executives and employees to achieve continuous improvement in carrying out their responsibilities to customers to deliver energy and water reliably, safely, with respect formindful of the environment and employees,employee well-being, and at a reasonable cost, while providing an above-average total shareholder return to Eversource shareholdersshareholders.
Setting Compensation Levels. Levels.To ensure that Eversource achieves its goal of providing market-based total direct compensation levels to attract and retain top quality management, the Committee provides executives with target compensation opportunities approximately equal to median compensation levels for executive officers of companies in the utility industry comparable to Eversource in size. To achieve that goal, the Committee and its independent compensation consultant work together to determine the market values of executive direct and indirect compensation elements (base salaries, annual incentives and long-term incentives), as well as total compensation, by using competitive market compensation data.
The Committee reviews competitive compensation data obtained from utility and general industry surveys and a specific group of peer utility companies. LevelsIncumbent compensation levels may be lower thanset below the market median for those executives who are new to their roles, while long-tenured, high performing executives may be compensated above median. The review by Pay Governance performed in late 2017December 2020 indicated that Eversource'sEversource’s aggregate executive compensation levels werecontinue to be aligned with median market rates.
Role of the Compensation Consultant.The Committee has retained Pay Governance as its independent compensation consultant. Pay Governance reports directly to the Committee and does not provide any other services to Eversource. With the consent of the Committee, Pay Governance works cooperatively with Eversource'sEversource’s management to develop analyses and proposals for presentation to the Committee. The Committee generally relies on Pay Governance for peer group market data and information as to market practices and trends to assess the competitiveness of the compensation Eversource pays to its executives and to review the Committee'sCommittee’s proposed compensation decisions.
Pay Governance Independence. In February 2018,2021, the Committee assessed the independence of Pay Governance pursuant to SEC and NYSE rules, and concluded that it is independent and that no conflict of interest exists that would prevent Pay Governance from independently advising the Committee. In making this assessment, the Committee considered the independence factors enumerated in Rule 10C-1(b) under the Securities Exchange Act of 1934, includingas well as the written representations of Pay Governance that Pay Governance does not provide any other services to Eversource, the level of fees received from Eversource as a percentage of Pay Governance'sGovernance’s total revenues, the policies and procedures employed by Pay Governance to prevent conflicts of interest, and whether the individual Pay Governance advisers with whom the Committee consulted own any Eversource Energy common shares or have any business or personal relationships with members of the Committee or the Eversource executives.
Role of Management. The role of Eversource'sEversource’s management, and specifically the roles of Eversource'sEversource’s Chief Executive Officer and the Executive Vice President of Human Resources and Information Technology, are to provide current compensation information to the compensation consultant and analyses and recommendations on executive compensation to the Committee based on the market value of the position, individual performance, experience and internal pay equity. Eversource'sEversource’s Chief Executive Officer also provides recommendations on
the compensation for the other Eversource Named Executive Officers. None of the executives makes recommendations that affect his or hertheir individual compensation.
MARKET ANALYSIS
The Compensation Committee seeks to provide executives with target compensation opportunities using a range that is approximately equal to the median compensation levels for executive officers of utility companies comparable to Eversource. Set forth below is a description of the sources of the compensation data used by the Committee when reviewing 20172020 compensation:
Utility and general industry compensation survey data.•Competitive Compensation Survey Data. The Committee reviews compensation information obtained from surveys of diverse groups of utility and general industry companies that represent Eversource'sEversource’s market for executive officer talent. Utility industry data serve as the primary reference point for benchmarking officer compensation and are based on a defined peer set, as discussed below, while general industry data isare derived from compensation consultant surveys and servesserve as a secondary reference point. General industry data are used for staff positions and are size-adjustedsize adjusted to ensure a close correlation between the market data and Eversource'sthe Company’s scope of operations.
The Committee usedreferences this information, which it obtainedobtains from Pay Governance, to evaluate and determine base salaries and incentive opportunities.
•Peer group data. Group Data.In support of executive pay decisions, during 2017 and early 2018, the Committee consulted with Pay Governance, which provided the Committee with a competitive assessment analysis of Eversource'sEversource’s executive compensation levels as compared to the 2018 peer group companies listed in the table below. This peer group, which the Committee reviews annually, was chosen because these companies are and continue to be similar to Eversource Energy in terms of size, business model and long-term strategies.
|
| | | | | | | |
| Alliant Energy Corporation | Dominion Energy, Inc. | Pinnacle West Capital Corporation |
| Ameren Corporation | DTE Energy Company | PPL Corporation |
Ameren Corporation | Edison International | Public Service Enterprise Group, Inc. |
| American Electric Power Co., Inc. | Entergy CorporationEdison International | SCANA Corp.Public Service Enterprise Group, Inc. |
| CenterPoint Energy, Inc. | FirstEnergy Corp.Entergy Corporation | Sempra Energy |
| CMS Energy Corp. | NiSource Inc.FirstEnergy Corp. | WEC Energy Group, Inc. |
| Consolidated Edison, Inc. | PG&E CorporationNiSource Inc. | Xcel Energy Inc. |
Dominion Resources, Inc. | Pinnacle West Capital Corporation | |
The Committee reviews the appropriateness of the peer group periodically and adjusts the target percentages of annual and long-term incentives based on the survey data and recommendations from Eversource's CEO,the Chief Executive Officer, after discussion with the compensation consultant, to ensure that they are approximately equal to competitive median levels.
The Committee also determines perquisites to the extent they serve business purposes, and sets supplemental benefits at levels that provide appropriate compensation opportunities to the executives. The Committee periodically reviews the general market for supplemental benefits and perquisites using utility and general industry survey data, including data obtained from companies in the peer group.
MIX OF COMPENSATION ELEMENTS
Mix of Compensation Elements.
Eversource targets the mix of compensation for its Chief Executive Officer and theits other Named Executive Officers so that the percentages of each compensation element are approximately equal to the competitive median market mix. The mix is heavily weighted toward incentive compensation, and incentive compensation is heavily weighted toward long-term compensation. Since the most senior positions have the greatest responsibility for implementing theEversource’s long-term business plans and strategies, a greater proportion of total compensation is based on performance with a long-term focus.
The Committee determines the compensation for each executive based on the relative authority, duties and responsibilities of the executive. Eversource'sEversource’s Chief Executive Officer'sOfficer’s responsibilities for the strategic direction and daily operations and management of Eversource are greater than the duties and responsibilities of the other executives. As a result, Eversource'sEversource’s Chief Executive Officer'sOfficer’s compensation is higher than the compensation of thesethose other executives. Assisted by the compensation consultant, the Committee regularly reviews market compensation data for executive officer positions similar to those held by Eversource'sEversource’s executives, including its Chief Executive Officer.
The following table sets forth the contribution to 20172020 Total Direct Compensation ("TDC")(TDC) of each element of compensation at target, reflected as a percentage of TDC, for the Named Executive Officers. The percentages shown in this table are at target and therefore do not correspond to the amounts appearing in the Summary Compensation Table.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Percentage of TDC at Target | | |
| | | | | Long-Term Incentives | | |
| | Base Salary | Annual Incentive (1) | | Performance Shares (1) | | | | |
| Named Executive Officer | | | | RSUs (2) | | TDC |
| James J. Judge | | 14% | 18% | | 34% | | 34% | | 100% |
| Philip J. Lembo | | 25% | 20% | | 27.5% | | 27.5% | | 100% |
| Werner J. Schweiger | | 25% | 20% | | 27.5% | | 27.5% | | 100% |
| Joseph R. Nolan, Jr. | | 25% | 20% | | 27.5% | | 27.5% | | 100% |
| Gregory B. Butler | | 28% | 20% | | 26% | | 26% | | 100% |
| NEO average, excluding CEO | | 26% | 20% | | 27% | | 27% | | 100% |
(1) The annual incentive compensation element and performance shares under the long-term incentive compensation element are performance-based. Beginning in 2021, the Compensation Committee increased the percentage of Performance Shares in the long-term incentive program from 50 percent to 75 percent for all of the Named Executive Officers. As a result, the percentage of Performance Shares in 2021 will increase from 34 percent of TDC to 51 percent for Mr. Judge, from 27.5 percent of TDC to 41 percent for Messrs. Lembo, Schweiger and Nolan, and from 26 percent of TDC to 39 percent for Mr. Butler.
(2) Restricted Share Units (RSUs) vest over three years contingent upon continued employment.
|
| | | | | | | | | | |
| | | Percentage of TDC at Target | | |
| | | | | | | Long-Term Incentives | | |
| | | Base Salary | | Annual Incentive (1) | | Performance Shares (1) | | | | |
| Named Executive Officer | | | | | RSUs (2) | | TDC |
| James J. Judge | | 16 | | 18 | | 33 | | 33 | | 100 |
| Philip J. Lembo | | 26 | | 20 | | 27 | | 27 | | 100 |
| Werner J. Schweiger | | 26 | | 20 | | 27 | | 27 | | 100 |
| Gregory B. Butler | | 30 | | 20 | | 25 | | 25 | | 100 |
| Joseph R. Nolan, Jr. | | 30 | | 20 | | 25 | | 25 | | 100 |
| NEO average, excluding CEO | | 28 | | 20 | | 26 | | 26 | | 100 |
| |
(1) | The annual incentive compensation element and performance shares under the long-term incentive compensation element are performance-based. |
| |
(2) | Restricted Share Units (RSUs) vest over three years contingent upon continued employment. |
Risk Analysis of Executive Compensation Program.
The overall compensation program includes a mix of compensation elements ranging from a fixed base salary that is not at risk to annual and long-term incentive compensation programs intended to motivate officersexecutives and other eligible employees to achieve individual and corporate performance goals that reflect an appropriate level of risk. The fundamental objective of the compensation program is to foster the continued growth and success of Eversource'sEversource’s business. The design and implementation of the overall compensation program providesprovide the Committee with opportunities throughout the year to assess risks within the compensation program that may have a material effect on the Eversource and its shareholders.
The Compensation Committee assesses the risks associated with the executive compensation program on an on-goingongoing basis by reviewing the various elements of incentive compensation. The annual incentive program wasis designed to ensure an appropriate balance between individual and corporate goals, which were deemed appropriate and supportive of Eversource'sEversource’s annual business plan. Similarly, the long-term incentive program wasis designed to ensure that the performance metrics wereare properly weighted and supportive of Eversource's strategic plan.Eversource’s strategy. The Committee reviewed the overall compensation program in the context of risks identified in the annual operating and strategic plans, which were both previously subject to review by Eversource's Enterprise Risk Management and Risk Committees.
plan. The annual and long-term incentive programs were designed to include mechanisms to mitigate risk. These mechanisms include realistic goal setting and discretion with respect to actual payments, in addition to:
•A mix of annual and long-term performance awards to provide an appropriate balance of short- and long-term risk and reward horizon;
•A variety of performance metrics, including financial, operational, customer service, ESG, diversity and safety goals and other strategic initiatives for annual performance awards to avoid excessive focus on a single measure of performance;
•Metrics in the Eversource'sEversource’s long-term incentive compensation program that use earnings per share growth and relative total shareholder return, which are both robust measures of shareholder value and which reduce the risk that employees might be encouraged to pursue other objectives that increase risk or reduce financial performance;
•The provisions of Eversource'sEversource’s annual and long-term incentive programs, which cap awards at 200 percent of target;
Clawback•Eversource’s expansive clawback provisions on incentive compensation;compensation, including clawback for material violations of the Eversource Code of Business Conduct; and
•Stock ownership requirements for all executives, including the Named Executive Officers,Eversource’s NEOs, and prohibitions on hedging, pledging and other derivative transactions related to Eversource common shares.
Based on these factors, the Compensation Committee and Eversource'sthe Board of Trustees believe the overall compensation program risks are mitigated to reduce overall compensation risk.
Results of Eversource's 20172020 Say-on-Pay Vote. Vote. Eversource provides its shareholders with the required opportunity to cast the annual advisory vote on executive compensation (a "Say-on-Pay"Say-on-Pay proposal). At the EversourceEversource’s Annual Meeting of Shareholders held on May 3, 2017,6, 2020, 89 percent of the votes cast on the Say-on-Pay proposal were voted to approve the 20162019 compensation of the Named Executive Officers, as described in Eversource's 2017Eversource’s 2020 proxy statement. Eversource's Say-on-Pay results of the Company, along with utility and general industry peers, are reviewed withby the Committee annually to help assess whether Eversource shareholders continue to deem the executiveits executives’ compensation to be appropriate. The Committee has and will continue to consider the outcome of Eversource'sEversource’s s Say-on-Pay votes when making future compensation decisions for the Named Executive Officers.
ELEMENTS OF 20172020 COMPENSATION
Base Salary
Base salary is designed to attract and retain key executives by providing an element of total compensation at levels competitive with those of other executives employed by companies of similar size and complexity in the utility and general industries. In establishing base salary, the Compensation Committee relies on compensation data obtained from independent third-party surveys of companies and from an industry peer group to ensure that the compensation opportunities Eversource offers are capable of attracting and retaining executives with the experience and talent required to achieve its strategic objectives. Adjustments to base salaries are generally made on an annual basis except in instances of promotions.
When setting or adjusting base salaries, the Committee considers annual executive performance appraisals; market pay movement across industries (determined through market analysis); targeted market pay positioning for each executive; individual experience; strategic importance of a position; recommendations of Eversource'sthe Chief Executive Officer; and internal pay equity.
Due to the hardships experienced by Eversource’s customers and communities as a result of COVID-19 and the extended outages that took place in 2020 in Connecticut following Storm Isaias, and in spite of excellent performance by the executives in 2020, the Compensation Committee determined that it would freeze base salaries for Eversource’s senior executive officers, including its Named Executive Officers, at 2020 levels, rather than provide market based base salary increases.
Incentive Compensation
Annual incentive and long-term incentive compensation are provided under Eversource'sEversource’s Incentive Plan.Plan, which was approved by its shareholders in 2018. The annual incentive program provides cash compensation intended to reward performance under Eversource'sEversource’s annual operating plan. The long-term stock-based incentive program is designed to reward demonstrated performance and leadership, motivate future performance, align the interests of the executives with those of shareholders, and retain the executives during the term of grants. The annual and long-term programs are designed to strike a balance between Eversource'sEversource’s short- and long-term objectives so that the programs work in tandem.
In addition to the specific performance goals, the Committee assesses other factors, as well as the executives'executives’ roles and individual performance and then makes annual incentive program awards at the levels and amounts disclosed in this Item 11.CD&A.
20172020 ANNUAL INCENTIVE PROGRAM ASSESSMENT
In early February 2017,of 2020, the Committee established the terms of the 20172020 Annual Incentive Program. As part of the overall program, and after consulting with Pay Governance, the Committee set target award levels for each of theEversource’s Named Executive Officers that ranged from 6570 percent to 115125 percent of base salary.
At the February 20172020 meeting, the Committee determined that for 20172020 it would continue to base 70 percent of the annual incentive performance goals on Eversource'sEversource’s overall financial performance and 30 percent of the annual performance goals on Eversource'sEversource’s overall operational performance. The Committee also determined the specific goals that would be used to assess performance, with potential ratings on each goal ranging from 0zero percent to 200 percent of target. The Committee assigned weightings to each of these specificthe goals. For the financial component, the following goals were used: earnings per share, weighted at 7060 percent, dividend growth, goal, weighted at 20 percent, and credit rating, weighted at 10 percent, and advancement of strategic growth initiatives and regulatory outcomes, weighted at 30 percent. For the operational component, the Committee used the following goals: combined service reliability and restoration goals, weighted at 60 percent; combined key strategic regional energy projects, success in regulatory outcomes and improvement of the customer experience goals, weighted at 25 percent;50 percent, and combined safety ratings, gas service response, and diversity promotions and hires of leadership employee positions, goals,and sustainability, customer and clean energy initiatives, weighted at 1550 percent.
In establishing the individual annual performance goals, the Committee sets stretch goals for both the Financial and Operational components. Many of the goals use performance ranges, as opposed to threshold or target metrics, whereby the lower end of the performance range does not represent average or less compared to industry peers, or other similar performance benchmarks, but requires performance that exceeds industry standards, peer performance and other benchmarks in order to be met, while achievement at the higher end of the range represents top-of-industry performance. Achieving performance of these stretch goals within the particular range will therefore justify an assessment beyond target.
2020 Performance Goals
At the December 20172020 meeting of the Committee, Eversource’s management provided an initial review of Eversource's 2017its 2020 performance, followed in February 20182021 by a full assessment of the performance goals, the additional accomplishments noted below under the caption "Additional Factors"“Additional Factors” and the overall performance of Eversource and theits executives. In addition to these meetings, the Committee and the Eversource Board were continuously provided updates during 20172020 on corporate performance. At the February 20188, 2021 meeting, the Committee determined, based on its assessment of the financial and operational performance goals, to set the level of achievement of combined financial and operational performance goals results at 160161 percent, of target, reflecting the overall strong performance of Eversource and its executive team in executing Eversource’s Operating Plan and adapting quickly to the executive team.COVID-19 pandemic to keep its customers and employees safe and to maintain effective operations. In arriving at this determination, the Committee determined that the weighted financial performance goals result was 161116 percent of target and the weighted operational performance goals result was 155 percent of target. The individual financial45 percent. In making the awards, the Committee made its determinations on the results without factoring the pandemic into its deliberations and operational performance goals results are as set forth below. Eversource'sdid not take into account the additional complexities involved in executing the Operating Plan and accomplishing the goals. Eversource’s Chief Executive Officer recommended to the Committee payout levelsawards for theits executives (other than himself) based on his assessment of each executive'sof the executive’s individual performance towards achievement of the performance goals and the additional accomplishments of Eversource, together with each executive'sof the executive’s contributions to the overall performance of Eversource. The actual awards determined by the Committee were also based on the same three-component criteria.
Financial Performance Goals Assessment
Eversource Energy's•FINANCIAL PERFORMANCE: Eversource’s non-GAAP earnings per share in 20172020, which excludes the Columbia Gas asset acquisition transactional costs, increased by 5.15.5 percent over 2016when compared to non-GAAP earnings per share in 2019, and exceededmet the established goal of $3.10; 2017 earnings equaled $3.11 per share.$3.64. Eversource exceededwas able to achieve this goal through effective management of the earnings goal despite2020 Operating Plan on a day-by-day basis and by overcoming several significant challenges to plan achievement, including higher than anticipatedplan O&M expenses caused primarily by the significant number and severity of storm events and the financial and operational impacts of the COVID-19 pandemic.
In determining that it was appropriate to assess the earnings per share goal based on recurring, non-GAAP earnings, the Committee considered the fact that the one-time transactional costs and lower salesof the complex Columbia Gas asset acquisition, which were the only costs excluded in 2017, which resultedthe calculation of non-GAAP earnings, were a significant strategic opportunity for Eversource, completed in significantly lower than expected revenues of nearly $40 million. In a demanding operating environment, Eversource reduced costs to mitigate these challenges.an accelerated timeframe with constructive regulatory outcomes. The Committee determined the earnings per share goal to have attained a 155150 percent performance result.
•DIVIDEND GROWTH: Eversource Energy increased its dividend to $1.90$2.27 per share, a 6.76.1 percent increase from the prior year, compared tosignificantly above the utility industry'sindustry’s median dividend growth of 4.8 percent.4.5 percent for the EEI Utility Index. The Committee determined this goal to have attained a 160 percent performance.performance result.
S&P raised Eversource's credit rating
•STRATEGIC INITIATIVES AND REGULATORY OUTCOMES: Although Eversource faced challenges caused by the restrictions resulting from the pandemic, it successfully completed the acquisition of the assets of Columbia Gas in December 2017seven months; the acquisition was immediately accretive to A+. This rating representsearnings and is expected to be increasingly so in future years. As part of the highest S&P holding company credit ratingacquisition regulatory approval process, Eversource successfully reached a constructive 8-year rate settlement agreement for the new entity, Eversource Gas Company of Massachusetts. Eversource achieved constructive outcomes in the utility industry,PSNH and continues to provideNSTAR Gas subsidiary rate reviews, completed the foundation for favorable financing opportunities. The industry average credit rating at S&P is "BBB+."sale by the Aquarion Water Company of assets located in Hingham, Massachusetts in satisfaction of a predecessor company agreement, and successfully executed several storm cost recovery proceedings in the three states Eversource serves. The Committee determined this goal to have attained a 200 percent performance result.
Operational Performance Goals Assessment
Eversource's total electric system reliability performance exceeded targeted performance and was its best ever. Average•RELIABILITY PERFORMANCE: Electric System Reliability, measured by months between interruptions, equaled 17.6 months, near the highest end of the performance zone established by the Committee of 15 to 18 months andwas top decile in the first quartile of industry peers. Systemin 2020; customer power interruptions were on average restoration duration time equaled 73.2 minutes, well within the performance zone established by the Committee of 76 to 63 minutes and also in the first quartile of industry peers.19.2 months apart. The Committee determined these goalsthis goal to have each attained a 175 percent performance result.
Eversource exceeded
•RESTORATION PERFORMANCE: The average system outage duration was 64.0 minutes, which was in the top decile of the industry for the fastest restoration time. The Committee determined this goal to have attained a 175 percent performance result.
•SAFETY: Eversource’s safety performance was 0.7, measured by days away, restricted or transferred (DART) per 100 workers, which continued to outperform the industry in 2020. In addition to the safety performance goalas measured by DART, the policies and procedures Eversource established at the onset of between 0.9 - 1.2 DART per 1,000 employees; DART equaled 0.6 in 2017, the best performance in Eversource's historypandemic were and also industry first quartilecontinue to be a significant and successful part of our overall safety performance. The Committee determined this goal to have attained a 200150 percent performance result.
•GAS EMERGENCY RESPONSE: On-time response to gas customer emergency calls was 99.6 percent, which exceeded the goal of 99.1 percent and was also first quartile versusmeeting industry peers.standards. The Committee determined this goal to have attained a 125100 percent performance result.
•DIVERSITY: Eversource continued to support many programs and agencies that address racial and ethnic disparities in its customers’ communities and beyond. Eversource also continues to develop a workforce that fully reflects the diversity of the people and communities Eversource serves. Eversource’s hiring practices emphasize diversity, and encourage employees to embrace different people, perspectives and experiences in its workplace and within its communities – regardless of their race, color, religion, national origin, ancestry, sex, gender identity, age, disability, marital status, sexual orientation, active military or veteran status. Eversource continued its successful drive to increase workforce diversity; in 2020, 47.6 percent of new hires and promotions into leadership roles were women or people of color, slightly ahead ofcolor. In addition, in response to the goal of 37 percent. The Committee determined this goalsocial unrest last year, Eversource conducted listening sessions with its business resource groups and established a racial equity task force. Eversource also started a highly attended employee town hall series focused on taking action to have attainedadvance racial equality and to disrupt racism. In addition, Eversource launched a 100 percent performance result.
Eversource successfully expanded the functionality of its customer websitewebinar series on employee resilience and outageself-care, and created a robust self-service, online communication systems and strengthened media outreach efforts. The Committee determined this goal to have attained a 75 percent performance result.
Eversource achieved several constructive regulatory outcomes in each of the three states in which it provides service. These included the sale of the New Hampshire fossil generation assets, a constructive Massachusetts rate case approval,learning hub on racial and a settlement agreement to for approval with the Connecticut Public Utility Authority in connection with a previous filed rate review.social justice. The Committee determined this goal to have attained a 200 percent performance result.
While Eversource made substantial progress on its major ongoing strategic projects•SUSTAINABILITY: Eversource’s goal in 2017, it encountered a significant setback on its Northern Pass Transmission project2020 was to be in early 2018, when the New Hampshire Site Evaluation Committee rejected the project. Eversource continues to work on a path forward. Bay State Wind received approval75th percentile performance of a Site Assessment Plan frompeer group of comparably sized U.S. utilities whose ESG performance is assessed by two leading sustainability rating firms. Eversource’s performance was determined to be at the U.S. government,85th percentile of the first off-shore wind project to do so. Eversource is awaiting a decision on Bay State Wind's off-shore wind proposal bid to the Massachusetts Clean Energy request for proposal. The Access Northeast gas pipeline project received an adverse court decision in 2017 relating to the ability to secure supply contracts. Eversource is reconfiguring the project in light of this decision. Eversource is the only electric utility in the country to add a water utility as an additional line of business through the purchase of Aquarion Water Company. Participating in a highly competitive auction process, Eversource negotiated a purchase agreement, received regulatory approvals in three states within five months, and completed the acquisition in December, adding a new, complementary and growth-oriented business line.peer group. The Committee determined this goal to have attained a 75150 percent performance result.
Financial•CUSTOMERS: Eversource continued to add to its customer messaging programs, including those relating to COVID-19, realized all-time highs in both digital messaging and estimated time to restore communications, led the industry in the early implementation of customer service termination moratoria, and implemented extended customer forgiveness and extended payment programs. However, Eversource acknowledged that as a result of Tropical Storm Isaias, which caused extensive, catastrophic damage to CL&P’s distribution system and many prolonged outages, its customers’ and government leaders’ perception was that its performance fell short of their expectations. In recognition of this sentiment, the Committee did not attribute any performance percentage value to the customer goals in its overall assessment to the goals, such that the goal was assessed at zero percent.
•CLEAN ENERGY LEADERSHIP: Regarding Eversource’s offshore wind projects, Eversource continued to advance the New London State Pier project in Connecticut, giving the Eversource/Ørsted partnership access to the leading offshore wind port in the Northeast; reached a comprehensive settlement for the joint Eversource/Ørsted South Fork project with the Town of East Hampton, New York and the Board of Trustees for South Fork relating to the installation of the onshore transmission facilities to be constructed in those two communities; and submitted Construction and Operating Plans with the U.S. Bureau of Ocean Energy Management for the joint Eversource/Ørsted Revolution Wind and Sunrise Wind projects. In June of 2020, Eversource began construction of a first in the nation community battery storage project at the Provincetown, Massachusetts town transfer station. Eversource’s electric vehicle charging infrastructure program met its 2020 targets; Eversource led efforts to expand Massachusetts’ utility scale solar program, and Eversource’s energy efficiency programs, while slowed by the COVID-19 pandemic, continued to perform at national leading level as noted by the American Council for an Energy Efficient Economy. The Committee determined this goal to have attained a 125 percent performance result.
2020 Annual Incentive Program Performance Goals
|
| | | | | | | | | | |
CategoryFinancial Performance Goals | 2017 Goal | Eversource Performance | Indicative Assessment |
| Category | 2020 Goal | Eversource Performance | Assessment |
| Earnings Per Share | $3.103.64 earnings per share | Exceeded: $3.11Achieved: Non-GAAP earnings per share, excluding only the Columbia Gas acquisition costs, equaled $3.64 per share, an increase of 5.5% over 2019, and exceeded forecasted industry average | 150% |
| Dividend Growth | Increase dividend beyond industry average | Achieved: Increased dividend to $2.27 per share, a 5.1% increase over 2016, significantly outperforming industry average growth of nearly 4% | 155% |
Dividend Growth | Increase dividend $0.12 to $1.90 per share | Achieved: Increased to $1.90 per share, a $0.12$0.13 increase and 6.7%6.1% growth significantlyover 2019, exceeding the industry median of 4.8%4.5% | 160% |
Credit RatingStrategic Growth Initiatives | Maintain Eversource's top tier Standard & Poor's (S&P) "A" credit ratingAdvancement of Key Strategic Projects and Regulatory Outcomes | Exceeded: S&P rating raisedDespite the restrictions resulting from the pandemic, Eversource completed the acquisition of the assets of Columbia Gas in just seven months at a very favorable price, and the acquisition was immediately accretive to "A+", the highest holding company credit ratingearnings and is expected to be increasingly so in future years. Eversource realized constructive outcomes in the utility industryPSNH and NSTAR Gas subsidiary rate reviews, successfully completed the divestiture of generation assets in New Hampshire, completed the sale by two notchesits Aquarion Water Company of assets located in Hingham, Massachusetts, and executed several incremental cost recovery filings in the three states it serves | 200% |
Weightings = Earnings per share: 70%Per Share: 60%; Dividend growth: 20%Growth: 10%; Credit rating: 10%Strategic Growth Initiatives: 30% |
Operational Performance Goals
|
| | | |
| Category | 2017 Goal | Eversource Performance | Indicative Assessment |
| Reliability - Avg. Months Between Interruptions ("MBI") | Achieve MBI of within 15 to 18 months | Exceeded: MBI = 17.6 months. At the top of targeted performance zone, and first quartile vs. industry peers and best ever performance | 175% |
| Average Restoration Duration ("SAIDI") | Achieve SAIDI of 76 to 63 minutes | Achieved: SAIDI = 73.2 minutes. Within targeted performance and first quartile vs. industry peers | 175% |
| Safety Rate | 0.9 - 1.2 Days Away/Restricted Time | Exceeded: 0.6 DART Best year ever for safety; performance exceeded target range and was first quartile in industry | 200% |
| Gas Service Response | 99.1% | Exceeded: 99.6%; also achieved all regulatory mandated targets and response was at first quartile vs. industry peers' performance | 125% |
| Diverse Leadership | 37% hires or promotions of leadership level be women or people of color | Exceeded: 37.5%, 0.5 percentage points above target | 100% |
| Improve the Customer Experience | Customer billing improvements, enhanced communications, improved digital experience and community support | Partially Achieved: Improvements made as planned in digital offerings and enhanced outage communications. Customer satisfaction scores below expectations | 75% |
| Positive Regulatory Outcomes - Divestiture and State rate activity | Successfully complete the generation assets sale and constructive rate case results | Exceeded: Successfully completed N.H. Generation Divestiture and the MA Rate Case. CT Rate Case was filed and a settlement agreement was reached and filed with PURA for approval | 200% |
| Positive Outcomes on Key Strategic Initiatives | Major strategic initiatives | Partially Achieved: Aquarion Water Company purchase completed. Bay State Wind making good progress. NPT was selected by Massachusetts in the State's clean energy RFP and progressed through several key siting approvals but was denied approval by New Hampshire Site Evaluation Committee. Access Northeast reconfiguring in light of adverse court decision. | 75% |
| Weightings = Reliability and Restoration: 60%; Key corporate initiatives: 25%; Safety/Gas service/Diversity: 15% |
Performance Goals Assessment
|
| | | | | | | | | | |
| Operational Performance Goals | | |
| Category | 2020 Goal | Eversource Performance | Assessment |
| Reliability – Average Months Between Interruptions (MBI) | Achieve MBI of within 15.5 to 18.5 months | Exceeded: MBI = 19.2 months. Above the high level of the performance goal’s range and in the top decile of the industry peer group | 175% |
| Average Restoration Duration (SAIDI) | Achieve SAIDI of 64 to 77 minutes | Achieved: SAIDI = 64.0 minutes. At the lowest (best) end of the performance range, and in the top decile of the industry group as measured by recognized industry standards | 175% |
| Safety Rate (Days Away Restricted Time (DART)) | 0.5 – 0.9 DART | Achieved: 0.7 DART - Within performance range of the goal and exceeding industry peers, with strong performance in responding to the pandemic | 150% |
| Gas Service Response | 99.2% - 99.6% on time | Achieved: 99.6%; Performance equal to industry average | 100% |
| Diverse Leadership | 40% diverse hires or promotions of leadership level | Exceeded: 47.6% - Performed well above the goal. Eversource continued support of community efforts that address racial inequality and maintained focus within Eversource of its commitment to advance racial equality | 200% |
| Sustainability Ranking | 75th percentile vs. US peer companies | Exceeded: At 85th percentile, Eversource outperformed the peer group and is well into the first quartile; numerous recognitions and awards acknowledging its sustainability excellence again in 2020 | 150% |
| Transform the Customer Experience | Launch new mobile app; increase accuracy of restoration times and customer digital engagement | Not Achieved: The “Ways to Save” initiative's targeted messaging and channels have pivoted to assist customers during the pandemic response with activities such as COVID-19 related product offers, employee high bill training, and virtual energy assessments. The estimated restoration time metric outperformed the goal and finished the year at 93%. Digital Customer Engagement finished above target at 88%, supported by enhancements to the Eversource.com Account Overview page, which has increased search engine optimization and driven increased web traffic. However, despite these positive advancements, the Compensation Committee determined that because customers and other stakeholders in Connecticut felt our storm performance was inadequate, this measure was assessed to have not been achieved | 0% |
| Clean Energy Execution | Successfully advance and execute clean energy initiatives | Achieved: Eversource has made significant progress on advancing its agreement with the New London State Pier redevelopment, which provides its partnership access to the leading offshore wind port in the Northeast and a strategic advantage that permits greater flexibility in installation vessel options. Eversource’s EV program met year end targets and its energy storage initiative is expected to be in service in mid-2021, within the approved MDPU window. Eversource’s energy efficiency programs were impacted by COVID-19, and in response Eversource became the first utility in the nation to conduct virtual home energy audits for customers | 125% |
| Weightings = Reliability: 25%; Restoration: 25%; Safety, Gas Response, Diversity, Sustainability and Key Initiatives: 50% |
| | | | | |
| Performance Goals Assessment | |
Financial Performance at 161%166% (weighted 70%) | 113%116% |
Operational Performance at 155%149% (weighted 30%) | 47%45% |
| Overall Performance | 160%161% |
Additional Factors
The following keyimportant financial, strategic, operational, environmental and customer-focused results were also considered significant by the Committee in making an assessment ofassessing overall financial and operational performance, but were not given specific weightings or assigned a specific performance assessment score:
•Eversource resolved a long-standing dispute with federalwas again ranked in the top 100 of America’s Most Just companies by FORBES/JUST Capital. The listing recognizes corporate social responsibility and state agencies regardingcommitment to the locationlocal communities and celebrates public companies for their positive impact and leadership on priorities such as ethical leadership, environmental impact, customer treatment, fair pay and benefits, equal opportunity and shareholder return.
•Again this year, Newsweek magazine ranked Eversource as the #1 energy company in their 2021 list of the Most Responsible Companies. This listing is based on an analysis of a critical underwater electric transmission line providing service tocompany’s corporate social responsibility, as well as a public survey.
•For the Massachusetts Water Resources Authority.
Eversource continued to transform and grow the natural gas delivery business. Eversource added more than 10,000 new gas customers for the fifththird consecutive year, Eversource was selected to be included in the Bloomberg Gender-Equality Index, which recognizes companies who have shown their commitment to advancing women’s equality in the workplace and achieved its highest-level ratingtransparency in gender reporting.
•Eversource was included in 3BL Media’s ranking of 93 percent from new customers.the top 100 Best Corporate Citizens of 2020 for leading ESG transparency and performance among 1,000 of the largest U.S. public companies.
•Eversource was recognized by the U.S. Department of Labor as being the number one energy efficiency provider in the industry.a HIRE Vets Medallion Award recipient for its commitment to recruiting, employing, and retaining veterans. We are proud to support veteran careers.
•The National Organization on Disability (NOD) honored Eversource is proceeding withas a planned development of 18 sites in Massachusetts that will provide 62MW of solar generation and an anticipated rate base investment of $180 million.
Eversource received approval2020 Leading Disability Employer. Now in its Massachusetts rate filingsixth year, the NOD Leading Disability Employer Seal is a recognition of $100organizations that are leading the way in disability inclusion and tapping into the many benefits of hiring talent who are differently-abled, including high rates of productivity and dedication, and greater employee engagement across the workforce.
•Eversource was one of only four energy companies included in Barron’s 2020 Most Sustainable Companies list. Barron’s bases this list on 230 performance indicators that address environmental, social and governance matters.
•Eversource was again selected as a “most honored” company by Institutional Investor magazine in its survey of some 1,500 portfolio managers and investment analysts. Eversource was designated as the #2 utility company in each of the eight company categories, including those related to ESG.
•Eversource’s 2020 charitable giving totaled $8.1 million, including major event lead sponsorships for the Eversource Walk for Children’s Hospital of Boston, Eversource Walk and 5K Run for Easterseals New Hampshire, Mass General Cancer Center/Eversource Every Day Amazing Race, Eversource Hartford Marathon, Travelers Championship, and Special Olympics in Connecticut and New Hampshire. Most of these events were held “virtually”, and many Eversource employees assisted in carrying out of these events to advance energy storage and electric vehicle charging infrastructure.help ensure their success.
Individual Executives' Performance Factors Considered by the Committee
The goal ofIt is the Committee for 2017 was againCommittee’s philosophy to provide incentives for Eversource executives to work together as a highly effective, integrated team to achieve or exceed the financial, operational, safety, customer, sustainability, strategic and diversity goals and objectives. The Committee also reviews and assesses individual executive performance. The Committee based the annual incentive payments on team performance and also on the Committee'sCommittee’s assessment of each executive'sof Eversource’s executive’s individual performance in supporting the performance goals, additional achievements, and overall performanceresults of Eversource. The Committee and all other independent Eversource Trustees assessed the performance of theWith respect to Eversource’s Chief Executive Officer, the Committee and basedEversource’s independent Trustees assessed his performance. Based on the recommendations of theEversource’s Chief Executive Officer as to executives other than himself, the Committee assessed the performance of the other Named Executive Officers to determine the individual incentive payments as disclosed in the Summary Compensation Table. Based on the Committee's review, which included its assessment of the performance goals, the significant other accomplishments of Eversource and the Named Executive Officers and the overall performance of Eversource and each of the Named Executive Officers, consideredto be excellent in its totality by the Committee to have been excellent, the Committeeand approved annual incentive program payments for theits Named Executive Officers at levels that ranged from 148149 percent to 199167 percent of target. These payments reflected the individual and team contributions of each of the Named Executive Officers in achieving the goals and the additional accomplishments and the overall performance of Eversource.the Company.
In determining Mr. Judge'sJudge’s annual incentive payment of $2,285,000,$2,750,000, which was 160161 percent of target and which reflects his and Eversource's continued strongEversource’s excellent 2020 performance, the Eversource Committee and the Board considered the totality of Eversource'sEversource’s success in accomplishing the goals set by the Committee. The Committee also reviewed the additional accomplishments of Eversource and the superior leadership of Mr. Judge, in every partwho again led a very high- performing company to another successful year, including Mr. Judge’s continued emphasis on the importance of both protecting the planet and pushing for racial and social justice while ensuring a focus on the safety of Eversource employees and the public from the very beginning of the business, significantly advancing Eversource towards its goal of being recognized as the Best Energy Company in the country.pandemic, which he continues to do to this day.
| | | 2017 Annual Incentive Program Awards | |
| 2020 and 2019 Annual Incentive Program Awards | | 2020 and 2019 Annual Incentive Program Awards |
| Named Executive Officer | Award | Named Executive Officer | 2020 Award | 2019 Award |
| James J. Judge | $ | 2,285,000 |
| James J. Judge | $ | 2,750,000 | $ | 3,000,000 |
| Philip J. Lembo | 700,000 |
| Philip J. Lembo | 950,000 | 1,000,000 |
| Werner J. Schweiger | 775,000 |
| Werner J. Schweiger | 950,000 | 1,050,000 |
| Joseph R. Nolan, Jr. | | Joseph R. Nolan, Jr. | 850,000 | 774,000 |
| Gregory B. Butler | 625,000 |
| Gregory B. Butler | 700,000 | 740,000 |
| Joseph R. Nolan, Jr. | 680,000 |
| |
Long-Term Incentive Program
General Discussion and Changes for 2021
Eversource'sEversource’s long-term incentive program is intended to focus on Eversource'sits longer-term strategic goals and to help retain its executives. A new three-year program commences every year. For the 2017 - 2019 Long-Term Incentive Program,three programs described below, each executive'sof Eversource’s executive’s target long-term incentive opportunity consisted of 50 percent Eversource Energy Performance Shares and 50 percent RSUs. However, for the 2021 – 2023 Program, Eversource has increased the percentage of total long term incentive opportunity that is provided in performance shares to a mix of 75 percent Performance Shares and 25 percent RSUs in response to shareholder comments that it received at shareholder engagement sessions that suggested that the percentage of performance shares should be increased, and to further align its compensation programs with the Committee’s pay for performance philosophy. Performance Shares are designed to reward long-term achievements as measured against pre-established performance measures. RSUs are designed to provide executives with an incentive to increase the value of Eversourcethe Eversource’s common shares in alignment with shareholder interests, while also serving as a retention component for executive talent. Eversource believes these compensation elements create a focus on continued EversourceCompany and share price growth to further align the interests of Eversource'sEversource executives with the interests of Eversource'sEversource shareholders.
Mr. Judge was elected President and Chief Executive Officer of Eversource on April 6, 2016 upon the retirement of Thomas J. May. Mr. Judge had previously served as Executive Vice President and Chief Financial Officer of Eversource until his election as President and Chief Executive Officer. Mr. Lembo was elected Executive Vice President and Chief Financial Officer of Eversource on May 4, 2016, having previously served as Vice President and Treasurer. Thus, 2017 was the first year during which the Committee made long term incentive program stock awards to Mr. Judge and Mr. Lembo in their new positions of President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, respectively. The grant date fair values of Mr. Judge’s and Mr. Lembo’s 2017 stock awards under the 2017 long term incentive program were $5,504,904 and $1,314,086, respectively, compared to their 2016 awards of $1,382,021 and $212,300 respectively.
Performance Share Grants
General
Performance Shares are designed to reward future financial performance, measured by long-term earnings growth and shareholder returns over a three-year performance period, therefore aligning executive compensation with performance. Performance Shares are granted as a target number of Eversource Energy common shares. The number of Performance Shares is determined by dividing the target grant value in dollars by the average daily closing prices of Eversource common shares on the New York Stock Exchange for the ten business days preceding the grant date and rounding to the nearest whole share. Until the end of the performance period, the value of dividends that would have been paid with respect to the Performance Shares had the Performance Shares been actual common shares will be deemed to be invested in additional Performance Shares, which remain at risk and do not vest until actual performance for the period is determined.
Performance Shares under the 2020 – 2022 and 2019 – 2021 Programs
For the 2020 – 2022 Program, the Committee determined it would measure performance using: (i) average diluted earnings per share growth (EPSG); and (ii) relative total shareholder return (TSR) measured against the performance of companies that comprise the EEI Index. As in previous years, the Committee selected EPSG and TSR as performance measures because the Committee continues to believe that they are generally recognized as the best indicators of overall corporate performance. The Committee considers it a best practice to use a combination of relative and absolute metrics, with absolute EPS growth serving as a key input to shareholder value and relative TSR serving as the output.
The Committee also determined that for the 2020-2022 Program it would increase the degree of EPSG performance required to achieve a target (100 percent) award from that required under previous years’ Programs, and modified the Program by adding additional levels for which no award of shares would be made.
The number of Performance Shares awarded at the end of the three-year period ranges from zero percent to 200 percent of target, depending on EPSG and relative TSR performance as set forth in the performance matrix below. Performance Share grants are based on a percentage of annualized base salary at the time of the grant and are measured in dollars. The target number of shares under the 2020-2022 Program for the Named Executive Officers ranged from 90 percent to 240 percent of base salary. Vesting at 100 percent of target occurs at various combinations of EPSG and TSR performance. In addition, the value of any performance shares that actually vest may increase or decrease over the vesting period based on Eversource’s share price performance. The number of performance shares granted at target were approved as set forth in the table below. The Committee and the independent members of the Eversource Board determined the Performance Share grants for its Chief Executive Officer. Based on input from Eversource’s Chief Executive Officer, the Committee determined the Performance Share grants for each of its other executive officers, including the other Named Executive Officers.
For the 2019 — 2021 Program, the Committee used the same performance measures of EPSG and TSR and used the same criteria used in the 2018 — 2020 Program.
The performance matrices set forth below describe how the Performance Share payout will be determined under the 2020 – 2022 Long-Term Incentive Programs and how the Performance Share payout was determined under the 2018 – 2020 Program and will be determined under the 2019 - 2021 Program. Three-year average EPSG is cross-referenced with the actual three-year TSR percentile to determine actual performance share payout as a percentage of target,
Performance Shares are designed to reward future financial performance, measured by long-term earnings growth and shareholder returns over a three-year performance period, therefore aligning management compensation with performance. Performance Shares are granted as a target number of Eversource common shares. The number of Performance Shares granted areis determined by dividing the target grant value in dollars by the average daily closing prices of Eversource common shares on the New York Stock Exchange for the ten business days preceding the grant date and rounding to the nearest whole share. Until the end of the Performance Period,performance period, the value of dividends that would have been paid with respect to the Performance Shares had the Performance Shares been actual common shares will be deemed to be invested in additional Performance Shares, which remain at risk and do not vest until actual performance for the period is determined.
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| 2018 – 2020 and 2019 – 2021 Long-Term Incentive Programs Performance Share Potential Payout |
Three-Year
Average
EPS Growth | Three-Year Relative Total Shareholder Return Percentiles |
Below
10th | 20th | 30th | 40th | 50th | 60th | 70th | 80th | 90th | Above 90th |
| 9% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% | 200% |
| 8% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% |
| 7% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% |
| 6% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% |
| 5% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% |
| 4% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% |
| 3% | 40% | 50% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% |
| 2% | 20% | 40% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | 130% |
| 1% | — | 10% | 40% | 60% | 70% | 80% | 90% | 100% | 110% | 120% |
| 0% | — | — | 20% | 30% | 50% | 70% | 80% | 90% | 100% | 110% |
| Below 0% | — | — | — | — | 10% | 20% | 30% | 40% | 50% | 60% |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2020 — 2022 Long-Term Incentive Program Performance Share Potential Payout |
Three-Year
Average
EPS Growth | Three-Year Relative Total Shareholder Return Percentiles |
Below
10th | 20th | 30th | 40th | 50th | 60th | 70th | 80th | 90th | Above 90th |
| 9.5% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% | 200% |
| 8.5% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% |
| 7.5% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% |
| 6.5% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% |
| 5.5% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% |
| 4.5% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% |
| 3.5% | 40% | 50% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% |
| 2.5% | 20% | 40% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | 130% |
| 1.5% | — | 10% | 40% | 60% | 70% | 80% | 90% | 100% | 110% | 120% |
| 0.5% | — | — | 20% | 30% | 50% | 70% | 80% | 90% | 100% | 110% |
| 0.0% | — | — | — | 10% | 20% | 30% | 40% | 50% | 70% | 70% |
| Below 0% | — | — | — | — | 10% | 20% | 30% | 40% | 50% | 60% |
Performance Shares under the 2017 - 2019 Program
| | | | | |
| Long-Term Incentive Program Performance Share Grants at Target |
| Named Executive Officer | 2020 — 2022
Performance Share Grant |
| James J. Judge | 35,849 |
| Philip J. Lembo | 8,635 |
| Werner J. Schweiger | 9,235 |
| Joseph R. Nolan, Jr. | 7,616 |
| Gregory B. Butler | 6,575 |
For the 2017 - 2019 Program, the Committee determined it would continue to measure performance using: (i) average diluted earnings per share growth ("EPSG"); and (ii) relative total shareholder return ("TSR") measured against the performance of companies that comprise the EEI Index. As in 2016 and 2015, the Committee selected EPSG and TSR as performance measures because the Committee continues to believe that they are generally recognized as the best indicators of overall corporate performance. Further, the Committee considers it a best practice to use a combination of relative and absolute metrics, with EPS growth serving as a key input to shareholder value and TSR serving as the output.
The number of Performance Shares awarded at the end of the three-year period ranges from 0 percent to 200 percent of target, depending on EPSG and relative TSR performance as set forth in the performance matrix below. Performance Share grants are based on a percentage of annualized base salary at the time of the grant and measured in dollars. The target number of shares under the 2017 - 2019 Program ranged from 35 percent to 213 percent of base salary. For the 2017 - 2019 Program, EPSG ranges from 0 percent to 9 percent, while TSR ranges from below the 10th percentile to above the 90th percentile. The Committee determined that payout at 100 percent of target should be challenging but achievable. As a result, vesting at 100 percent of target occurs at various combinations of EPSG and TSR performance. In addition, the value of any Performance Shares that actually vest may increase or decrease over the vesting period based on Eversource's share price performance. The number of performance shares granted at target were approved as set forth in the table below. The Committee and the independent Members of the Eversource Board determined the Performance Share grants for the Chief Executive Officer. Based on input from the Chief Executive Officer, the Committee determined the Performance Share grants for each of the other executive officers, including the other Named Executive Officers.
Performance Shares under the 2016 - 2018 Program
For the 2016 - 2018 Program, the Committee used the same performance measures of EPSG and TSR and the same criteria used in the 2017 - 2019 Program described above and the 2015 - 2017 Program described below.
The performance matrix set forth below describes how the Performance Share payout will be determined under the 2016 - 2018 and 2017 - 2019 Long-Term Incentive Programs and how the Performance Share payout was determined under the 2015 - 2017 Program. Three-year average EPSG is cross-referenced with the actual three-year TSR percentile to determine actual performance share payout as a percentage of target:
|
| | | | | | | | | | |
2015 - 2017, 2016 - 2018 and 2017 - 2019 Long-Term Incentive Programs Performance Share Potential Payout
|
Three-Year Average EPS Growth | Three-Year Relative Total Shareholder Return Percentiles |
Below 10th | 20th | 30th | 40th | 50th | 60th | 70th | 80th | 90th | Above 90th |
| 9% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% | 200% |
| 8% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% |
| 7% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% |
| 6% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% |
| 5% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% |
| 4% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% |
| 3% | 40% | 50% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | 140% |
| 2% | 20% | 40% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | 130% |
| 1% | — | 10% | 40% | 60% | 70% | 80% | 90% | 100% | 110% | 120% |
| 0% | — | — | 20% | 30% | 50% | 70% | 80% | 90% | 100% | 110% |
| Below 0% | — | — | — | — | 10% | 20% | 30% | 40% | 50% | 60% |
Long-Term Incentive Program Performance Share Grants at Target
|
| | | | |
| Named Executive Officer | 2016 - 2018 Performance Share Grant | 2017 - 2019 Performance Share Grant |
| James J. Judge | 12,004 |
| 48,259 |
|
| Philip J. Lembo | 1,844 |
| 11,520 |
|
| Werner J. Schweiger | 11,805 |
| 11,703 |
|
| Gregory B. Butler | 7,791 |
| 9,052 |
|
| Joseph R. Nolan, Jr. | 4,503 |
| 7,920 |
|
Results of the 2015 - 20172018 – 2020 Performance Share Program
The 2015 - 20172018 – 2020 Program endedwas completed on December 31, 2017.2020. The actual performance level achieved under the Program was a three-year average adjusted EPS growth of 5.55.4 percent and a three-year total shareholder return at the 41st92nd percentile, which, when interpolated in accordance with the criteria established by the Committee, in 2015, resulted in vesting performance sharesshare units at 106156 percent of target. This determination was made2019 and 2020 non-GAAP earnings per share, which excluded the Northern Pass Transmission Project impairment charge in accordance with2019, as disclosed in Eversource’s 2020 proxy statement CD&A, and the Columbia Gas acquisition transaction costs charge in 2020, were the basis for performance criteria approvedlevel assessment determined by the Committee at the commencement of the performance period.its February 2020 and 2021 meetings. Please see “2020 Annual Incentive Program Assessment – FINANCIAL PERFORMANCE,” above. At its February 7, 20188, 2021 meeting, the Committee confirmed that the actual results achieved were calculated in accordance with established performance criteria,
and it considered all non-recurring items in determining that the adjusted EPS was calculated in accordance with the plan documents.criteria. The number of Performance Shares awarded to theEversource’s Named Executive Officers were approved as set forth in the table below.
2015 - 2017 Long-Term Incentive Program Performance Share Award
|
| | | | |
20152018 – 20172020 Long-Term Incentive Program
Performance Share Grants at Target
Awards |
| Named Executive Officer | Performance
Share Grant
Award |
| James J. Judge | 11,436 |
83,274 |
| Philip J. Lembo | 1,984 |
18,186 |
| Werner J. Schweiger | 11,319 |
18,464 |
Gregory B. Butler | 8,052 |
|
| Joseph R. Nolan, Jr. | 4,43413,172 |
| Gregory B. Butler |
14,318 |
Restricted Share Units (RSUs)
General
Each RSU granted under the long-term incentive program entitles the holder to receive one Eversource common share at the time of vesting. All RSUs granted under the long-term incentive program vest in equal annual installments over three years. RSU holders are eligible to receive reinvested dividend units on outstanding RSUs held by them to the same extent that dividends are declared and paid on Eversource common shares. Reinvested dividend equivalents are accounted for as additional RSUs that accrue and are distributed with the common shares issued upon vesting of the underlying RSUs. Common shares, including any additional common shares in respect of reinvested dividend equivalents, are not issued for any RSUs that do not vest.
The Committee determined RSU grants for each Eversource executive officer participating in the long-term incentive program. RSU grants are based on a percentage of annualized base salary at the time of the grant and measured in dollars.grant. In 2017,2020, the percentage used for each executive officerEversource Named Executive Officer was based on the executive officer'stheir position in Eversource and ranged from 3590 percent to 213240 percent of base salary. The Committee reserves the right to increase or decrease the RSU grant from target for each executive officer under special circumstances. The Committee and all other independent members of the Eversource Board determined the RSU grants for Eversource'sits Chief Executive Officer. Based on input from theEversource’s Chief Executive Officer, the Committee determined the RSU grants for each of the other executive officers, including the otherEversource’s Named Executive Officers.
All RSUs are granted on the date of the Committee meeting at which they are approved. RSU grants are subsequently converted from dollarsa percent of salary into Eversource common share equivalents by dividing the value of each grant by the average closing price for Eversource common shares over the ten trading days prior to the date of the grant. RSU grants at 100 percent of target were approved as set forth in the table below.
| | | | | | | | | | | |
| RSUs Granted |
| Named Executive Officer | 2018 | 2019 | 2020 |
| James J. Judge | 48,912 | 46,249 | 35,849 |
| Philip J. Lembo | 10,682 | 10,103 | 8,635 |
| Werner J. Schweiger | 10,845 | 10,103 | 9,235 |
| Joseph R. Nolan, Jr. | 7,737 | 7,623 | 7,616 |
| Gregory B. Butler | 8,410 | 8,328 | 6,575 |
|
| | | | | | |
| | RSUs Awarded |
| Named Executive Officer | 2015 | 2016 | 2017 |
| James J. Judge | 9,800 |
| 12,004 |
| 48,259 |
|
| Philip J. Lembo | 1,700 |
| 1,844 |
| 11,520 |
|
| Werner J. Schweiger | 9,700 |
| 11,805 |
| 11,703 |
|
| Gregory B. Butler | 6,900 |
| 7,791 |
| 9,052 |
|
| Joseph R. Nolan, Jr. | 3,800 |
| 4,503 |
| 7,920 |
|
Clawbacks
If Eversource'sEversource’s earnings were to be restated as a result of noncompliance with accounting rules caused by fraud or misconduct, or if a plan participant engages in a willful material violation of Eversource'sthe Eversource Code of Business Conduct or breachesmaterial corporate policy, or the breach of a material covenant in an employment agreement, as determined by the Eversource Board of Trustees, the participant wouldwill be required by the EversourceEversource’s 2018 Incentive Plan to reimburse Eversource for certain incentive compensation awards received by him or her.them for that year.
No Hedging and No Pledging Policy
Eversource has adopted a long-standing policy prohibiting the purchase of any financial instruments or otherwise entering into transactions designed to have the effect of hedging or offsetting any decrease in the value of Eversourceits common shares or other equity securities of Eversource or its subsidiaries by Eversource'sits Trustees and executives.executives, including exchange-traded options to purchase or sell securities of Eversource (so-called “puts” and “calls”) or
financial instruments that are designed to hedge or offset any decrease in the market value of securities of Eversource (including, but not limited to, prepaid variable forward contracts, equity swaps, collars and exchange funds). This policy also prohibits all pledging, derivative transactions of short sales, involving Eversource common shares or the holding of any Eversource common shares in a margin account.account, borrowing shares, selling future securities that establish a position that increases in value as the value of the Eversource’s stock decreases, or pledging Eversource’s common shares. The policy applies to Trustees and executives but not to non-executives and does not apply to broad-based index funds or similar transactions.
Share Ownership Guidelines and Retention Requirements
The Committee has approved share ownership guidelines to further emphasize the importance of share ownership by Eversource officers. As indicated in the table below, the guidelines call for Eversource'sEversource’s Chief Executive Officer to own common shares equal to six times base salary, executive vice presidents to own a number of common shares equal to three times base salary, senior vice presidents to own common shares equal to two times base salary, and all other officers to own a number of common shares equal to one to one and one half times base salary. Officers and Eversource Trustees may only transact in Eversource Energy common shares during approved trading windows and are subject to continuing compliance with these share ownership guidelines.
|
| | | | |
| Executive Officer | Base Salary Multiple |
| Chief Executive Officer | 6 |
| Executive Vice Presidents | 3 |
| Operating Company Presidents / Senior Vice Presidents | 2 |
| Vice Presidents | 1 – 1.5 |
Eversource requires that its officers attain these ownership levels within five years.years after promotion. All Eversourceof Eversource’s officers, including Eversource'sEversource’s Named Executive Officers, have either satisfied thethese share ownership guidelines or are expected to satisfy them within the applicable timeframe. Common shares, whether held of record, in street name, or in individual 401(k) accounts, and RSUs satisfy the guideline requirements to hold 100 percent of the net shares. Unexercised stock options and unvestedownership requirements. Unvested performance shares do not count toward satisfying the ownership guidelines. In addition to thethese share ownership guidelines noted above, all Eversource officers must hold all the net shares awarded under the Eversource'sEversource’s incentive compensation plan until the share ownership guidelines have been met.
Other Benefits
Retirement Benefits
Eversource provides a qualified defined benefit pension program for certain officers, which is a final average pay program subject to tax code limits. Because of such limits, Eversource also maintains a supplemental non-qualified pension program. Benefits are based on base salary and certain incentive payments, which is consistent with the goal of providing a retirement benefit that replaces a percentage of pre-retirement income. The supplemental program compensates for benefits barred by tax code limits, and generally provides (together with the qualified pension program) benefits equal to approximately 60 percent of pre-retirement compensation (subject to certain reductions) for Messrs. Judge, Lembo, Schweiger and Nolan, and approximately 50 percent of such compensation for Mr. Butler. The supplemental program has beenwas discontinued in 2012 for newly-electednewly elected officers.
As set forth in this CD&A, Mr. Judge and Mr. Lembo were elected to the positions of President and Chief Executive Officer and Executive Vice President and Chief Financial Officer respectively in 2016, such that 2017 was the first year that each served in his new position. Each had a resulting substantial increase in the actuarial, formula-based present values of his pension benefit due to the increase in their base pay and annual bonus. This increase is disclosed in the Change in Pension Value and Non-Qualified Deferred Earnings column of the Summary Compensation Table. These accounting-based increases, while representing for Mr. Judge and Mr. Lembo a substantial portion of their 2017 total compensation disclosed in the SEC Total column of the Summary Compensation Table, resulted in no actual 2017 W-2 earnings for either of them.
For certain participants, the benefits payable under the Supplemental Non-Qualified Pension Program (the "Program") differ from those described above. The Programprogram benefit payable to Mr. Schweiger is fully vested and is further reduced by benefits he is entitled to receive under previous employers'employers’ retirement plans.
Also see the narrative accompanying the "Pension Benefits"“Pension Benefits” table and accompanying notes for more detail on the above program.
401(k) Benefits
Eversource offers a qualified 401(k) program for all employees, including executives, subject to tax code limits. After applying these limits, the program provides a match of 50 percent of the first 8eight percent of eligible base salary, up to a maximum of $10,800$11,400 per year for Messrs. Judge, Lembo, Schweiger and Nolan. For Mr. Butler, the programEversource provides a match of 100 percent of the first 3three percent of eligible base salary, up to a maximum of $8,100$8,550 per year.
Deferred Compensation
Eversource offers a non-qualified deferred compensation program for its executives. In 2017,2020, the program allowed deferral of up to 100 percent of base salary, annual incentives and long-term incentive awards. The program allows participants to select investment measures for deferrals based on an array of deemed investment options (including certain mutual funds and publicly traded securities).
See the Non-Qualified Deferred Compensation Table and accompanying notes for additional details on the above program.
Perquisites
Eversource provides executives with limited financial planning benefits, vehicle leasing and access to tickets to sporting events. The current level of perquisites does not factor into decisions on total compensation.
Contractual Agreements
Eversource maintains contractual agreements with all of its Named Executive Officers that provide for potential compensation in the event of certain terminations, including termination following a Change in Control. Eversource believes these agreements are necessary to attract and retain high quality executives and to ensure executive focus on Eversource business during the period leading up to a potential Change in Control. The agreements are "double-trigger"“double-trigger” agreements that provide executives with compensation in the event of a Change in Control followed by termination of employment due to one or more of the events set forth in the agreements, while still providing an incentive to remain employed with Eversourcethe Company for the transition period that follows.
Under the agreements, certain compensation is generally payable if, during the applicable change in control period, the executive is involuntarily terminated (other than for cause) or terminates employment for "good“good reason."” These agreements are described more fully in the tablesTables following this CD&A under "Payments“Payments Upon Termination."” The Company has not entered into a Change in Control or employment agreement with any executive since 2010.
Tax and Accounting Considerations
Eversource's Incentive Plan permits annual incentive and performance share awards that were intended to qualify as performance-based compensation under the recently repealed Section 162(m) of the Internal Revenue Code. Eversource is awareCode precludes a public company from taking an income tax deduction in any one year for compensation in excess of $1 million payable to its named executive officers who are employed on the last day of the changesfiscal year, unless certain specific performance goals are satisfied. Until January 1, 2018, there was an exception to the $1 million limitation for performance-based compensation meeting certain requirements. This exception was repealed, effective for taxable years beginning after December 31, 2017 and the limitation on deductibility generally was expanded to include all Named Executive Officers. As a result, compensation paid to Named Executive Officers in the Internal Revenue Code that impact tax deductibilityexcess of incentive compensation. Eversource$1 million per officer will not be deductible unless it qualifies for transition relief applicable to certain arrangements in place as of and not modified after November 2, 2017.
The Committee believes that the availability of a tax deduction for forms of compensation is secondary to the goalshould be one of many factors taken into consideration of providing market-based compensation to attract and retain highly qualified executives. The Committee believes it is in Eversource'sEversource’s best interests to retain discretion to make compensation awards, whether or not deductible.
Eversource has adopted the provisions of Financial Accounting Standards Board ("FASB")(FASB) Accounting Standards Codification ("ASC")(ASC) Topic 718, Compensation-Stock Compensation.Compensation. In general, Eversource and the Committee do not consider accounting considerations in structuring compensation arrangements.
Equity Grant Practices
Equity awards noted in the compensation tables are made annually at the February meeting of Eversource'sthe Compensation Committee (subject to further approval by all of the independent members of Eversource'sthe Eversource Board of Trustees of theits Chief Executive Officer'sOfficer’s award) when the Committee also determines base salary, annual andincentive opportunities, long-term incentive compensation targetsgrants, and annual incentiveand long-term performance plan awards. The date of this meeting is chosen at least a year in advance, and therefore awards are not coordinated with the release of material non-public information.
SUMMARY COMPENSATION TABLE
The table below summarizes the total compensation paid or earned by CL&P's principal executive officer (Mr. Judge), principal financial officer (Mr. Lembo) and the three other most highly compensated executive officers in 2017,2020, determined in accordance with the applicable SEC disclosure rules (collectively, the Named Executive Officers). As explained in the footnotes below, the amounts reflect the economic benefit to each Named Executive Officer of the compensation item paid or accrued on behalf of the Named Executive Officers for the fiscal year ended December 31, 20172020 in accordance with such rules. All salaries, annual incentive amounts and long-term incentive amounts shown for each Named Executive Officer were paid for all services rendered to Eversource Energy and its subsidiaries, including CL&P, in all capacities.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Name and Principal Position | Year | Salary | | Stock Awards (1) | | Non-Equity Incentive Plan (2) | | Change in Pension Value and Non- Qualified Deferred Earnings (3) | | All Other Compen- sation (4) | | SEC Total | | Adjusted SEC Total (5) |
| James J. Judge | 2020 | $ | 1,371,615 | | | $ | 6,682,612 | | | $ | 2,750,000 | | | $ | 3,742,215 | | | $ | 28,834 | | | $ | 14,575,276 | | | $ | 10,833,061 | |
| Chairman, President and Chief Executive Officer of Eversource Energy; Chairman of CL&P | 2019 | 1,319,232 | | | 6,676,043 | | | 3,000,000 | | | 8,784,256 | | | 26,557 | | | 19,806,088 | | | 11,021,832 | |
| 2018 | 1,277,078 | | | 5,632,217 | | | 2,430,000 | | | 5,560,877 | | | 25,209 | | | 14,925,381 | | | 9,364,504 | |
| Philip J. Lembo | 2020 | 718,846 | | | 1,609,650 | | | 950,000 | | | 1,248,852 | | | 21,985 | | | 4,549,333 | | | 3,300,481 | |
| Executive Vice President and Chief Financial Officer of Eversource Energy and CL&P | 2019 | 680,579 | | | 1,458,368 | | | 1,000,000 | | | 1,318,800 | | | 20,390 | | | 4,478,137 | | | 3,159,337 | |
| 2018 | 648,271 | | | 1,230,032 | | | 765,000 | | | 1,535,216 | | | 21,685 | | | 4,200,204 | | | 2,664,988 | |
| Werner J. Schweiger | 2020 | 765,885 | | | 1,721,496 | | | 950,000 | | | 2,698,083 | | | 20,657 | | | 6,156,121 | | | 3,458,038 | |
| Executive Vice President and Chief Operating Officer of Eversource Energy and Chief Executive Officer of CL&P | 2019 | 692,694 | | | 1,458,368 | | | 1,050,000 | | | 2,218,536 | | | 21,846 | | | 5,441,444 | | | 3,222,908 | |
| 2018 | 658,271 | | | 1,248,802 | | | 815,000 | | | 538,978 | | | 53,896 | | | 3,314,947 | | | 2,775,969 | |
| Joseph R. Nolan, Jr. | 2020 | 630,962 | | | 1,419,699 | | | 850,000 | | | 2,134,658 | | | 18,921 | | | 5,054,240 | | | 2,919,582 | |
| Executive Vice President-Strategy, Customer and Corporate Relations of Eversource Energy and Eversource Service | 2019 | 589,616 | | | 1,100,380 | | | 774,000 | | | 3,283,296 | | | 20,388 | | | 5,767,680 | | | 2,484,384 | |
| 2018 | 561,540 | | | 890,916 | | | 720,000 | | | 1,193,350 | | | 56,084 | | | 3,421,890 | | | 2,228,540 | |
| Gregory B. Butler | 2020 | 670,292 | | | 1,225,646 | | | 700,000 | | | 1,637,907 | | | 15,839 | | | 4,249,684 | | | 2,611,777 | |
| Executive Vice President and General Counsel of Eversource Energy and CL&P | 2019 | 643,270 | | | 1,202,147 | | | 740,000 | | | 2,948,208 | | | 15,518 | | | 5,549,143 | | | 2,600,935 | |
| 2018 | 618,271 | | | 968,412 | | | 645,000 | | | 634,394 | | | 15,143 | | | 2,881,220 | | | 2,246,826 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Name and Principal Position | Year | Salary | | Stock Awards (2) | | Non-Equity Incentive Plan (3) | | Change in Pension Value and Non- Qualified Deferred Earnings (4) | | All Other Compen- sation (5) | | SEC Total | | Adjusted SEC Total (6) |
| James J. Judge | 2017 | $ | 1,230,694 |
| | $ | 5,504,904 |
| | $ | 2,285,000 |
| | $ | 6,869,854 |
| | $ | 25,009 |
| | $ | 15,915,461 |
| | $ | 9,045,607 |
|
| President and Chief Executive Officer of Eversource Energy; Chairman of CL&P | 2016 | 959,690 |
| | 1,382,021 |
| | 2,200,000 |
| | 1,616,742 |
| | 24,809 |
| | 6,183,262 |
| | 4,566,520 |
|
| 2015 | 605,650 |
| | 1,135,526 |
| | 690,000 |
| | 895,929 |
| | 20,672 |
| | 3,347,777 |
| | 2,451,848 |
|
Philip J. Lembo (1) | 2017 | 613,847 |
| | 1,314,086 |
| | 700,000 |
| | 1,246,325 |
| | 21,485 |
| | 3,895,743 |
| | 2,649,418 |
|
| Executive Vice President and Chief Financial Officer of Eversource Energy and CL&P | 2016 | 439,208 |
| | 212,300 |
| | 600,000 |
| | 543,133 |
| | 21,285 |
| | 1,815,926 |
| | 1,272,793 |
|
| | | | | | | | | | | | | | |
| Werner J. Schweiger | 2017 | 634,078 |
| | 1,334,961 |
| | 775,000 |
| | 1,225,581 |
| | 21,418 |
| | 3,991,038 |
| | 2,765,457 |
|
| Executive Vice President and Chief Operating Officer of Eversource Energy and CL&P | 2016 | 592,108 |
| | 1,359,110 |
| | 700,000 |
| | 1,156,328 |
| | 21,135 |
| | 3,828,681 |
| | 2,672,353 |
|
| 2015 | 600,000 |
| | 1,123,939 |
| | 680,000 |
| | 746,734 |
| | 21,135 |
| | 3,171,808 |
| | 2,425,074 |
|
| Gregory B. Butler | 2017 | 597,886 |
| | 1,032,562 |
| | 625,000 |
| | 1,670,745 |
| | 15,361 |
| | 3,941,554 |
| | 2,270,809 |
|
| Executive Vice President and General Counsel of Eversource Energy and CL&P | 2016 | 514,494 |
| | 896,978 |
| | 575,000 |
| | 539,638 |
| | 12,886 |
| | 2,538,996 |
| | 1,999,358 |
|
| 2015 | 474,992 |
| | — |
| | 525,000 |
| | 242,980 |
| | — |
| | 1,242,972 |
| | 999,992 |
|
Joseph R. Nolan, Jr. (1) | 2017 | 515,578 |
| | 903,434 |
| | 680,000 |
| | 1,486,025 |
| | 16,076 |
| | 3,601,113 |
| | 2,115,088 |
|
| Executive Vice President-Customer and Corporate Relations of Eversource Energy and CL&P | 2016 | 419,364 |
| | 518,430 |
| | 550,000 |
| | 826,729 |
| | 15,876 |
| | 2,330,399 |
| | 1,503,670 |
|
| |
(1) | Messrs. Lembo and Nolan did not meet the requirements for inclusion in the Summary Compensation Table and were not Named Executive Officers for 2015. |
| |
(2) | Reflects the aggregate grant date fair value of RSUs and performance shares granted in each fiscal year, calculated in accordance with FASB ASC Topic 718. |
RSUs were granted to each Named Executive Officer in 2020 as long-term compensation, which vest in equal annual installments over three years.
In 2017, each Each of the Named Executive Officers was also granted performance shares as long-term incentive compensation. These performance shares will vest based on the extent to which the two performance conditions described in the CD&A are achieved as of December 31, 2019.2022. The grant date fair values for the performance shares, assuming achievement of the highest level of both performance conditions, are as follows: Mr. Judge: $4,151,239;$5,038,577; Mr. Lembo: $990,950;$1,213,649; Mr. Schweiger: $1,006,692;$1,297,979; Mr. Nolan: $1,070,429; and Mr. Butler: $778,653; and Mr. Nolan: $681,278.$924,116.
Holders of RSUs and performance shares are eligible to receive dividend equivalent units on outstanding awards to the same extent that dividends are declared and paid on Eversource common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with thethose common shares that are issued upon vesting of the underlying RSUs and performance shares. No dividends are paid unless and until the underlying shares vest.
(2) Includes payments to the Named Executive Officers under the 2020 Annual Incentive Program: Mr. Judge was elected PresidentJudge: $2,750,000; Mr. Lembo: $950,000; Mr. Schweiger: $950,000; Mr. Nolan: $850,000; and ChiefMr. Butler: $700,000.
(3) Includes the actuarial increase in the present value from December 31, 2019 to December 31, 2020 of the Named Executive Officers’ accumulated benefits under all of Eversource’s defined benefit pension programs and agreements, determined using interest rate and mortality rate assumptions consistent with those appearing in the footnotes to this Annual Report on Form 10-K. The Named Executive Officer ofmay not be fully vested in such amounts. More information on this topic is set forth in the Company on April 6, 2016, upon the retirement of Thomas J. May. Mr. Judge had previously served as Executive Vice President and Chief Financial Officer of the Company until his election as President and Chief Executive Officer. Mr. Lembo was elected Executive Vice President and Chief Financial Officer of the Company on May 4, 2016, having previously served as Vice President and Treasurer. Thus, 2017 was the first year during which the Committee made long term incentive program stock awards to Mr. Judge and Mr. LemboPension Benefits table. There were no above-market earnings in their new positions of President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, respectively.
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(3) | Includes payments to the Named Executive Officers under the 2017 Annual Incentive Program (Mr. Judge: $2,285,000, Mr. Lembo: $700,000; Mr. Schweiger: $775,000; Mr. Butler: $625,000; and Mr. Nolan: $680,000). |
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(4) | Includes the actuarial increase in the present value from December 31, 2016 to December 31, 2017, of the Named Executive Officers' accumulated benefits under all of the Eversource defined benefit pension program and agreements, determined using interest rate and mortality rate assumptions consistent with those appearing in the footnotes to this Annual Report on Form 10-K for the fiscal year ended December 31, 2017. The substantial actuarial increase in Mr. Judge's benefit in 2017 resulted from the increase in base pay and annual incentive following his promotion in 2016 to Chief Executive Officer of Eversource. The change in interest rates also impacted the amount of actuarial increase. The Named Executive Officer may not be fully vested in such amounts. More information on this topic is set forth in the Pension Benefits table. There were no above-market earnings in deferred |
deferred compensation value during 2017,2020, as the terms of the Deferred Compensation Plan provide for market-based investments, including Eversource common shares.
(4) Includes matching contributions allocated by us to the accounts of Named Executive Officers under the 401k Plan as follows: $11,400 for each of Messrs. Judge, Lembo, Schweiger and Nolan, and $8,550 for Mr. Butler. For Mr. Judge, the value shown includes financial planning services valued at $5,000 and $12,434 representing the value in 2020 of a company-owned vehicle provided to Mr. Judge. For Mr. Lembo, were electedthe value shown includes financial planning services valued at $5,000 and $5,585 representing the value in 2020 of a company-owned vehicle provided to Mr. Lembo. None of the other Named Executive Officers received perquisites valued in the aggregate in excess of $10,000.
(5) The amounts in the Adjusted SEC Total column reflect an adjustment to the positions of President and Chief Executive Officer and Executive Vice President and Chief Financial Officer respectively, in 2016, such that 2017 was the first year that each served in his new position. Each had a resulting substantial increasetotal compensation reported in the column marked SEC Total. The Adjusted SEC Total subtracts the actuarial formula-based present values of hischange in pension benefit due to the increase in their base pay and annual bonus. These accounting-based increases, while representing for Mr. Judge and Mr. Lembo a substantial portion of their 2017 total compensationvalue disclosed in the column titled “Change in Pension Value and Non-Qualified Deferred Earnings” as further described in footnote 3 above in order to reflect compensation earned during the year by the executive without consideration of pension benefit impacts. The amounts in this column differ substantially from, and are not a substitute for, the amounts noted in the SEC Total above, resulted in no actual 2017 W-2 earnings for either of them.Total.
163
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(5) | Includes matching contributions allocated by us to the accounts of Named Executive Officers under the 401k Plan as follows: $10,800 for each of Messrs. Judge, Lembo, Schweiger and Nolan, and $8,100 for Mr. Butler. For Mr. Judge, the value shown includes financial planning services valued at $5,000 and $9,209 paid by Eversource for a company-leased vehicle. For Mr. Lembo, the value shown includes financial planning services valued at $5,000 and $5,685 paid by Eversource for a company-leased vehicle. For Mr. Schweiger, the value shown includes financial planning services valued at $5,000 and $5,618 paid by Eversource for a company-leased vehicle. None of the other Named Executive Officers received perquisites valued in the aggregate in excess of $10,000. |
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(6) | The amounts in the Adjusted SEC Total column reflect an adjustment to the total compensation reported in the column marked SEC Total. The Adjusted SEC Total subtracts the actuarial change in pension value disclosed in the column titled "Change in Pension Value and Non-Qualified Deferred Earnings" as further described in Note (4) above in order to reflect compensation earned during the year by the executive without consideration of pension benefit impacts. The amounts in this column differ substantially from, and are not a substitute for, the amounts noted in the SEC Total. |
GRANTS OF PLAN-BASED AWARDS DURING 20172020
The Grants of Plan-Based Awards Table below provides information on the range of potential payouts under all incentive plan awards during the fiscal year ended December 31, 2017.2020. The table also discloses the underlying equity awards and the grant date for equity-based awards. We haveEversource has not granted any stock options since 2002.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | All Other Stock Awards: Number of Shares of Stock or Units (#) (2) | Grant Date Fair Value of Stock and Option Awards ($) (3) |
| | Estimated Future Payouts Under
Non-Equity Incentive Plan Awards | | Estimated Future Payouts Under Equity Incentive Plan Awards (1) |
| | Grant Date | Threshold
($) | Target
($) | Maximum
($) | | Threshold
($) | Target
(#) | Maximum
(#) |
| Name |
| James J. Judge | | | | | | | | | | |
Annual Incentive (4) | 02/05/20 | $ | 856,500 | | $ | 1,713,000 | | $ | 3,426,000 | | | $ | — | | $ | — | | $ | — | | $ | — | | $ | — | |
Long-Term Incentive (5) | 02/05/20 | — | — | — | | — | 35,849 | | 71,698 | | 35,849 | | 6,682,612 | |
| Philip J. Lembo | | | | | | | | | | |
Annual Incentive (4) | 02/05/20 | 288,000 | 576,000 | 1,152,000 | | — | — | — | — | — |
Long-Term Incentive (5) | 02/05/20 | — | — | — | | — | 8,635 | 17,270 | 8,635 | 1,609,650 |
| Werner J. Schweiger | | | | | | | | | | |
Annual Incentive (4) | 02/05/20 | 308,000 | | 616,000 | | 1,232,000 | | | — | — | — | — | — |
Long-Term Incentive (5) | 02/05/20 | — | — | — | | — | 9,235 | | 18,470 | | 9,235 | | 1,721,496 | |
| Joseph R. Nolan, Jr. | | | | | | | | | | |
Annual Incentive (4) | 02/05/20 | 254,000 | 508,000 | 1,016,000 | | — | — | — | — | — |
Long-Term Incentive (5) | 02/05/20 | — | — | — | | — | 7,616 | 15,232 | 7,616 | 1,419,699 |
| Gregory B. Butler | | | | | | | | | | |
Annual Incentive (4) | 02/05/20 | 234,500 | 469,000 | 938,000 | | — | — | — | — | — |
Long-Term Incentive (5) | 02/05/20 | — | — | — | | — | 6,575 | 13,150 | 6,575 | 1,225,646 |
(1) Reflects the number of performance shares granted to each of the Named Executive Officers on February 5, 2020 under the 2020 – 2022 Long-Term Incentive Program. Performance shares were granted subject to a three-year Performance Period that ends on December 31, 2022. At the end of the Performance Period, Eversource common shares will be awarded based on actual performance results as a percentage of target, subject to reduction for applicable payroll withholding taxes. Holders of performance shares are eligible to receive dividend equivalent units on outstanding performance shares awarded to them to the same extent that dividends are declared and paid on our common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with the number of common shares underlying the performance shares that are actually awarded. No dividends are paid unless and until the underlying shares vest. The Annual Incentive Program did not include an equity component.
(2) Reflects the number of RSUs granted to each of the Named Executive Officers on February 5, 2020 under the 2020 – 2022 Long-Term Incentive Program. RSUs vest in equal installments on February 5, 2021, 2022 and 2023. We will distribute common shares with respect to vested RSUs on a one-for-one basis following vesting, after reduction for applicable payroll withholding taxes. Holders of RSUs are eligible to receive dividend equivalent units on outstanding RSUs awarded to them to the same extent that dividends are declared and paid on our common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with those common shares actually distributed in respect of the underlying RSUs. No dividends are paid unless and until the underlying shares vest.
(3) Reflects the grant date fair value, determined in accordance with FASB ASC Topic 718, of RSUs and performance shares granted to the Named Executive Officers on February 5, 2020 under the 2020 – 2022 Long-Term Incentive Program.
(4) The threshold payment under the Annual Incentive Program is 50 percent of target. The actual payments in 2021 for performance in 2020 are set forth in the Non-Equity Incentive Plan column of the Summary Compensation Table.
(5) Reflects the range of potential payouts, if any, pursuant to performance share awards under the 2020 – 2022 Long-Term Incentive Program, as described in the CD&A.
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | All Other Stock Awards: Number of Shares of Stock or Units (#) (2) | Grant Date Fair Value of Stock and Option Awards ($) (3) |
| | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards | | Estimated Future Payouts Under Equity Incentive Plan Awards (1) |
| | Grant Date | Threshold ($) | Target ($) | Maximum ($) | | Threshold ($) | Target (#) | Maximum (#) |
| Name |
| James J. Judge | | | | | | | | | | |
Annual Incentive (4) | 02/03/17 | $ | 714,000 |
| $ | 1,428,000 |
| $ | 2,856,000 |
| | $ | — |
| — |
| — |
| — |
| $ | — |
|
Long-Term Incentive (5) | 02/03/17 | — |
| — |
| — |
| | — |
| 48,259 |
| 96,518 |
| 48,259 |
| 5,504,904 |
|
| Philip J. Lembo | | | | | | | | | | |
Annual Incentive (4) | 02/03/17 | 236,500 |
| 473,000 |
| 946,000 |
| | — |
| — |
| — |
| — |
| — |
|
Long-Term Incentive (5) | 02/03/17 | — |
| — |
| — |
| | — |
| 11,520 |
| 23,040 |
| 11,520 |
| 1,314,086 |
|
| Werner J. Schweiger | | | | | | | | | | |
Annual Incentive (4) | 02/03/17 | 240,000 |
| 480,000 |
| 960,000 |
| | — |
| — |
| — |
| — |
| — |
|
Long-Term Incentive (5) | 02/03/17 | — |
| — |
| — |
| | — |
| 11,703 |
| 23,406 |
| 11,703 |
| 1,334,961 |
|
| Gregory B. Butler | | | | | | | | | | |
Annual Incentive (4) | 02/03/17 | 195,000 |
| 390,000 |
| 780,000 |
| | — |
| — |
| — |
| — |
| — |
|
Long-Term Incentive (5) | 02/03/17 | — |
| — |
| — |
| | — |
| 9,052 |
| 18,104 |
| 9,052 |
| 1,032,562 |
|
| Joseph R. Nolan, Jr. | | | | | | | | | | |
Annual Incentive (4) | 02/03/17 | 170,500 |
| 341,000 |
| 682,000 |
| | — |
| — |
| — |
| — |
| — |
|
Long-Term Incentive (5) | 02/03/17 | — |
| — |
| — |
| | — |
| 7,920 |
| 15,840 |
| 7,920 |
| 903,434 |
|
| |
(1) | Reflects the number of performance shares granted to each of the Named Executive Officers on February 3, 2017 under the 2017 - 2019 Long-Term Incentive Program. Performance shares were granted subject to a three-year Performance Period that ends on December 31, 2019. At the end of the Performance Period, common shares will be awarded based on actual performance results as a percentage of target, subject to reduction for applicable payroll withholding taxes. Holders of performance shares are eligible to receive dividend equivalent units on outstanding performance shares awarded to them to the same extent that dividends are declared and paid on Eversource common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with the common shares underlying the performance shares. The Annual Incentive Program does not include an equity component. |
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(2) | Reflects the number of RSUs granted to each of the Named Executive Officers on February 3, 2017 under the 2017 - 2019 Long-Term Incentive Program. RSUs vest in equal installments on February 2, 2018, 2019 and 2020. We will distribute common shares with respect to vested RSUs on a one-for-one basis following vesting, after reduction for applicable payroll withholding taxes. Holders of RSUs are eligible to receive dividend equivalent units on outstanding RSUs awarded to them to the same extent that dividends are declared and paid on Eversource common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with the common shares distributed in respect of the underlying RSUs. |
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(3) | Reflects the grant date fair value, determined in accordance with FASB ASC Topic 718, of RSUs and performance shares granted to the Named Executive Officers on February 3, 2017 under the 2017 - 2019 Long-Term Incentive Program. |
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(4) | The threshold payment under the Annual Incentive Program is 50 percent of target. The actual payments in 2018 for performance in 2017 are set forth in the Non-Equity Incentive Plan Compensation column of the Summary Compensation Table. |
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(5) | Reflects the range of potential payouts, if any, pursuant to performance share awards under the 2017 - 2019 Long-Term Incentive Program, as described in the CD&A. |
OUTSTANDING EQUITY GRANTS AT DECEMBER 31, 20172020
The following table sets forth RSU and performance share grants outstanding at the end of the fiscal year ended December 31, 20172020 for each of the Named Executive Officers. There are no outstanding options.
| | | | | | | | | | | | | | |
| | Stock Awards (1) |
| Number of Shares or Units of Stock That Have Not Vested (#) (2) | Market Value of Shares or Units of Stock That Have Not Vested ($) (3) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) (4) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) (5) |
| Name |
| James J. Judge | 87,192 | $ | 7,542,993 | 139,057 | $ | 12,029,804 |
| Philip J. Lembo | 19,873 | 1,719,220 | 31,200 | 2,699,097 |
| Werner J. Schweiger | 20,549 | 1,777,662 | 31,994 | 2,767,831 |
| Joseph R. Nolan, Jr. | 16,008 | 1,384,824 | 24,320 | 2,103,917 |
| Gregory B. Butler | 15,680 | 1,356,448 | 24,729 | 2,139,304 |
|
| | | | | | | | | | |
| | Stock Awards (1) |
| | Number of Shares or Units of Stock That Have Not Vested (#) (2) | Market Value of Shares or Units of Stock That Have Not Vested ($) (3) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) (4) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) (5) |
| Name |
| James J. Judge | 61,900 |
| $ | 3,910,906 |
| 73,351 |
| $ | 4,634,346 |
|
| Philip J. Lembo | 13,818 |
| 873,019 |
| 15,719 |
| 993,112 |
|
| Werner J. Schweiger | 24,010 |
| 1,516,957 |
| 35,317 |
| 2,231,300 |
|
| Gregory B. Butler | 17,400 |
| 1,099,253 |
| 25,227 |
| 1,593,835 |
|
| Joseph R. Nolan, Jr. | 12,761 |
| 806,219 |
| 17,147 |
| 1,083,333 |
|
(1) Awards and market values of awards appearing in the table and the accompanying notes have been rounded to whole units.
| |
(1) | Awards and market values of awards appearing in the table and the accompanying notes have been rounded to whole units. |
| |
(2) | A total of 55,588 unvested RSUs vested after January 1 and on or before February 2, 2018: Mr. Judge: 24,450; Mr. Lembo: 5,240; Mr. Schweiger: 11,773; Mr. Butler: 8,409; and Mr. Nolan: 5,716. A total of 43,882 unvested RSUs will vest on February 2, 2019: Mr. Judge: 20,855; Mr. Lembo: 4,616; Mr. Schweiger: 8,213; Mr. Butler: 5,877; and Mr. Nolan: 4,321. A total of 30,419 unvested RSUs will vest on February 2, 2020: Mr. Judge: 16,595; Mr. Lembo: 3,962; Mr. Schweiger: 4,024; Mr. Butler: 3,114; and Mr. Nolan: 2,724. |
(2)A total of 83,765 unvested RSUs vested on February 5, 2021 (Mr. Judge: 46,351; Mr. Lembo: 10,400; Mr. Schweiger: 10,644; Mr. Nolan: 8,106; and Mr. Butler: 8,243). A total of 52,269 unvested RSUs will vest on February 7, 2022 (Mr. Judge: 28,560; Mr. Lembo: 6,514, Mr. Schweiger: 6,719; Mr. Nolan: 5,292 and Mr. Butler: 5,184). A total of 23,266 unvested RSUs will vest on February 6, 2023 (Mr. Judge: 12,281; Mr. Lembo: 2,959; Mr. Schweiger: 3,164; Mr. Nolan: 2,609 and Mr. Butler: 2,253).
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(3) | The market value of RSUs is determined by multiplying the number of RSUs by $63.18, the closing price per share of common shares on December 29, 2017, the last trading day of the year. |
| |
(4) | Reflects the target payout level for performance shares granted under the 2015 - 2017 Program, the 2016 - 2018 Program and the 2017 - 2019 Program. |
(3) The market value of RSUs is determined by multiplying the number of RSUs by $86.51, the closing price per common share on December 31, 2020, the last trading day of the year.
(4) Reflects the target payout level for performance shares granted under the 2018 – 2020 Program, the 2019 – 2021 Program and the 2020 – 2022 Program.
The performance period for the 2015 - 20172018 – 2020 Program ended on December 31, 2017. Payouts2020. Awards under that program are set forth in the CD&A under the "Results“Results of the 2015 - 20172018 – 2020 Performance Share Program."”
The performance shares payoutshare awards for 2016 - 20182019 – 2021 Program and the 2017 - 20192020 – 2022 Program will be based on actual performance results as a percentage of target, subject to reduction for applicable payroll withholding taxes. As described more fully under "Performance Shares"“Performance Shares” in the CD&A and Notefootnote (1) to the Grants of Plan-Based Awards table, performance shares will vest following a three-year performance period based on the extent to which the two performance conditions are achieved. Under the 2016 - 20182019 – 2021 Program, a total of 40,389 unearned87,012 performance shares (including accrued dividend equivalents) will vest based on the extent to which the two performance conditions described in the CD&A are achieved as of December 31, 2018.2021. Assuming achievement of these conditions at a target level of performance, the amount of the awards would be as follows: Mr. Judge: 12,776;48,834; Mr. Lembo: 1,963;10,668; Mr. Schweiger: 12,565;10,668; Mr. Nolan: 8,049; and Mr. Butler: 8,292; and Mr. Nolan: 4,793.8,793. Under the 2017 - 20192020 – 2022 Program, a total of 91,254 unearned69,791 performance shares (including accrued dividend equivalents) will vest based on the extent to which the two performance conditions described in the CD&A are achieved as of December 31, 2019, assuming2022. Assuming achievement of these conditions at a target level of performance:performance, the amount of the awards would be as follows: Mr. Judge: 49,786;36,842; Mr. Lembo: 11,885;8,874; Mr. Schweiger: 12,073;9,491; Mr. Nolan: 7,827; and Mr. Butler: 9,339;6,757. No dividends are paid unless and Mr. Nolan: 8,171.until the underlying shares vest.
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(5) | The market value is determined by multiplying the number of performance shares in the adjacent column by $63.18, the closing price of Eversource Energy common shares on December 29, 2017, the last trading day of the year. |
(5) The market value is determined by multiplying the number of performance shares in the adjacent column by $86.51, the closing price of Eversource Energy common shares on December 31, 2020, the last trading day of the year.
OPTION EXERCISES AND STOCK VESTED IN 20172020
The following table reports amounts realized on equity compensation during the fiscal year ended December 31, 2017.2020. The Stock Awards columns report the vesting of RSU and performance share grants to the Named Executive Officers in 2017.2020.
| | | | | | | | |
| | Stock Awards |
| Number of Shares Acquired on Vesting (#) (1) | Value Realized on Vesting (2) |
| Name |
| James J. Judge | 130,082 | $ | 12,341,297 |
| Philip J. Lembo | 30,379 | 2,882,970 |
| Werner J. Schweiger | 30,804 | 2,923,374 |
| Joseph R. Nolan, Jr. | 21,257 | 2,016,830 |
| Gregory B. Butler | 24,010 | 2,278,378 |
(1) Includes RSUs and performance shares granted to the Named Executive Officers under the long-term incentive programs, including dividend reinvestment, as follows:
| | | | Option Awards | | Stock Awards | |
| | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise (1) | | Number of Shares Acquired on Vesting (#) (2) | Value Realized on Vesting (3) | | | | | | | | | | | |
| Name | | Name | 2017 Program | 2018 Program | 2019 Program |
| James J. Judge | — |
| $ | — |
| | 24,892 |
| $ | 1,395,241 |
| James J. Judge | 96,929 | 17,314 | 15,839 |
| Philip J. Lembo | — |
| — |
| | 4,164 |
| 233,432 |
| Philip J. Lembo | 23,138 | 3,782 | 3,459 |
| Werner J. Schweiger | 124,640 |
| 4,380,089 |
| | 19,632 |
| 1,100,165 |
| Werner J. Schweiger | 23,506 | 3,839 | 3,459 |
| Joseph R. Nolan, Jr. | | Joseph R. Nolan, Jr. | 15,907 | 2,739 | 2,611 |
| Gregory B. Butler | — |
| — |
| | 17,116 |
| 959,431 |
| Gregory B. Butler | 18,181 | 2,977 | 2,852 |
| Joseph R. Nolan, Jr. | — |
| — |
| | 9,589 |
| 537,460 |
| |
| |
(1) | Represents the amounts realized upon option exercises, which is the difference between the option exercise price and the market price at the time of exercise. |
| |
(2) | Includes RSUs and performance shares granted to the Named Executive Officers under the long-term incentive programs, including dividend reinvestments, as follows: |
|
| | | | | | | | |
| Name | 2014 Program | 2015 Program | 2016 Program | 2017 Program |
| James J. Judge | 17,278 |
| 3,486 |
| 4,128 |
| — |
|
| Philip J. Lembo | 2,926 |
| 605 |
| 633 |
| — |
|
| Werner J. Schweiger | 12,122 |
| 3,450 |
| 4,060 |
| — |
|
| Gregory B. Butler | 11,983 |
| 2,454 |
| 2,679 |
| — |
|
| Joseph R. Nolan, Jr. | 6,688 |
| 1,352 |
| 1,549 |
| — |
|
In all cases, we reduce the distribution of common shares are reduced by that number of shares valued in an amount sufficient to satisfy payroll tax withholding obligations.
| |
(3) | Values realized on vesting of RSUs granted under the 2014 - 2016, 2015 - 2017 and 2016 - 2018 Programs were based on $55.95 per share, the closing price of Eversource common shares on February 14, 2017. Values realized on vesting of performance shares granted under the 2014 - 2016 Program were based on $56.15 per share, the closing price of Eversource common shares on February 17, 2017. |
(2) Values realized on vesting of RSUs granted under the 2017 – 2019, 2018 – 2020 and 2019 – 2021 Programs were based on $93.66 per share, the closing price of Eversource Energy common shares on February 14, 2020. Values realized on vesting of performance shares granted under the 2017 – 2019 Program were based on $95.65 per share, the closing price of Eversource common shares on February 20, 2020.
PENSION BENEFITS IN 20172020
The Pension Benefits Table shows the estimated present value of accumulated retirement benefits payable to each Named Executive Officer upon retirement based on the assumptions described below. The table distinguishes between benefits available under the qualified pension plan program (QP), the pension equity plan program (PEP), the supplemental pension program (SERP), and any additional benefits available under contractual agreements.the supplemental pension (Excess). See the narrative above in the CD&A under the caption "Other-captions “Other Benefits – Retirement Benefits"Benefits” and "Contractual Agreements"“Contractual Agreements” for more detail on benefits under these plans and our agreements.
The values shown in the Pension Benefits Table for Messrs. Judge, Lembo, Schweiger and SchweigerNolan were calculated as of December 31, 2017,2020 based on benefit payments in the form of a lump sum. For Mr. Butler, we assumed a payment of benefits in the form of a contingent annuitant option. Such earned pension program benefit value could otherwise have changed because of the reduction in mortality factors and potentially rising interest rates.
The values shown in this Table for the Named Executive Officers were based on benefit payments commencing aton the actual ages or the earliest possible ages for retirement with unreduced benefits:benefits for the Named Executive Officers: Mr. Judge: age 60;60, Mr. Lembo: age 62;Lembo, age: 62, Mr. Schweiger: age 55;55, Mr. Nolan: age 62 and Mr. Butler: age 62; and Mr. Nolan: age 62.
In addition, we determined benefits under the qualified pension program using tax code limits in effect on December 31, 2017.2020. For Messrs. Judge, Lembo, Schweiger and Nolan, the values shown reflect actual 20172020 salary and annual incentives earned in 20162019 but paid in 20172020 (per applicable supplemental program rules). For Mr. Butler, the values shown reflect actual 20172020 salary and annual incentives earned in 20162020 but paid in 20172021 (per applicable supplemental program rules).
We determined the present value of benefits at retirement age using the discount rate within a range of 3.562.48 percent to 3.682.54 percent under ACS 715-30 pension accounting for the 20182020 fiscal year end measurement as of December 31, 2017.2020. This present value assumes no pre-retirement mortality, turnover or disability. However, for the postretirement period beginning at retirement age, we used the 2020 IRS lump sum mortality table for Messrs. Judge, Lembo, Schweiger and Nolan. We used the RP2014 Employee Table Projected Generationally with Scale MP2015.MP2020 for Mr. Butler. This new mortality table (as published by the Society of Actuaries in 2014) and projection scale were used by the Eversource Pension Plan for year-end 20182020 financial disclosure. Additional assumptions appear in the footnotes to this Annual Report on Form 10-K for the fiscal year ended December 31, 2017.10-K.
| | | | | | | | | | | | | | |
| Pension Benefits | | | | |
| | Number of
Years Credited Service (#) | Present Value
of Accumulated Benefit | During Last Fiscal Year |
| Name | Plan Name |
| James J. Judge | Retirement Plan (QP) | 43.33 | $ | 2,965,694 | $ | — | |
| Supplemental Plan (PEP) | 43.33 | 17,973,382 | — | |
| Supplemental Plan (SERP) | 20.00 | 16,191,135 | — | |
| Philip J. Lembo | Retirement Plan (QP) | 37.17 | 1,402,800 | — | |
| | Supplemental Plan (PEP) | 37.17 | 6,162,300 | — | |
| Supplemental Plan (SERP) | 11.00 | 228,554 | |
| Werner J. Schweiger | Retirement Plan (QP) | 18.83 | 651,924 | — | |
| | Supplemental Plan (Excess) | 18.83 | 3,046,192 | — | |
| | Supplemental Plan (SERP) | 18.00 | 10,243,128 | — | |
| Joseph R. Nolan, Jr. | Retirement Plan (QP) | 35.42 | 1,084,126 | — | |
| | Supplemental Plan (Excess) | 35.42 | 4,051,276 | — | |
| Supplemental Plan (SERP) | 20.00 | 6,968,644 | — | |
| Gregory B. Butler | Retirement Plan (QP) | 24.00 | 1,588,870 | — | |
| Supplemental Plan (Excess) | 24.00 | 6,662,938 | — | |
| Supplemental Plan (Excess) | 24.00 | 5,045,047 | — | |
Pension Benefits
|
| | | | | | | | | |
| | | Number of Years Credited Service (#) | Present Value of Accumulation Benefit | During Last Fiscal Year |
| Name | Plan Name |
| James J. Judge | Retirement Plan | 40.33 |
| $ | 2,718,021 |
| $ | — |
|
| | Supplemental Plan | 20.00 |
| 8,420,744 |
| — |
|
| | Supplemental Plan | 40.33 |
| 7,904,098 |
| — |
|
| Philip J. Lembo | Retirement Plan | 8.75 |
| 1,201,331 |
| — |
|
| | Supplemental Plan | 8.75 |
| 2,489,455 |
| — |
|
| Werner J. Schweiger | Retirement Plan | 15.83 |
| 500,881 |
| — |
|
| | Supplemental Plan | 15.83 |
| 1,902,091 |
| — |
|
| | Supplemental Plan | 15.00 |
| 6,082,675 |
| — |
|
| Gregory B. Butler | Retirement Plan | 21.00 |
| 1,115,793 |
| — |
|
| | Supplemental Plan | 21.00 |
| 3,972,477 |
| — |
|
| | Target | 21.00 |
| 2,988,076 |
| — |
|
| Joseph R. Nolan, Jr. | Retirement Plan | 18.33 |
| 894,997 |
| — |
|
| | Supplemental Plan | 18.33 |
| 2,156,155 |
| — |
|
| | Supplemental Plan | 18.00 |
| 2,441,589 |
| — |
|
NONQUALIFIED DEFERRED COMPENSATION IN 20172020
The following table reports amounts contributed in 2020, together with aggregate earnings on contributions and withdrawals or distributions on contributions in 2020, under the Eversource deferred compensation program, along with aggregate balances on contributions. See the narrative above in the CD&A under the caption "Elements of 2017 Compensation - Other“Other Benefits - Deferred Compensation"Compensation” for more detail on Eversource'sour non-qualified deferred compensation program.
| | | | | | | | | | | | | | | | | |
| Executive
Contributions
in Last FY | Registrant
Contributions
in Last FY | Aggregate
Earnings in
in Last FY | Aggregate
Withdrawals/
Distributions | Aggregate Balance at Last FYE (1) |
| Name |
| James J. Judge | $ | — | | $ | — | | $ | 385,688 | $ | — | | $ | 8,496,104 |
| Philip J. Lembo | — | | — | | 228,733 | — | | 1,844,255 |
| Werner J. Schweiger | — | | — | | 3,299,340 | — | | 23,106,189 |
| Joseph R. Nolan, Jr. | — | | — | | 525,639 | — | | 7,219,258 |
| Gregory B. Butler | — | | — | | 1,898 | — | | 29,401 |
|
| | | | | | | | | | | | | | | |
| | Executive Contributions in Last FY | Registrant Contributions in Last FY | Aggregate Earnings in in Last FY | Aggregate Withdrawals/ Distributions | Aggregate Balance at Last FYE (1) |
| Name |
| James J. Judge | $ | — |
| $ | — |
| $ | 868,753 |
| $ | — |
| $ | 5,693,348 |
|
| Philip J. Lembo | — |
| — |
| 195,092 |
| — |
| 1,370,466 |
|
| Werner J. Schweiger | — |
| — |
| 2,344,596 |
| — |
| 17,228,164 |
|
| Gregory B. Butler | — |
| — |
| 3,038 |
| — |
| 20,607 |
|
| Joseph R. Nolan, Jr. | — |
| — |
| 771,911 |
| — |
| 4,850,174 |
|
| |
(1) | Includes the total market value of deferred compensation program balances at December 31, 2017, plus the value of vested RSUs or other awards for which the distribution of common shares is currently deferred, based on $63.18, the closing price of Eversource common shares on December 29, 2017, the last trading day of the year. The aggregate balances reflect a significant level of earnings on previously earned and deferred compensation. |
POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL
The discussion and tables below show compensation payable to each Named Executive Officer who is still an employee of Eversource, in the event of: (i) voluntary termination; (ii) involuntary not-for-cause termination; (iii) termination in the event of death or disability; and (iv) termination following a change in control. No amounts are payable in the event of a termination for cause. The amounts shown assume that each termination was effective as of December 31, 2017,2020, the last business day of the fiscal year.
Generally, a "change“change in control"control” means a change in ownership or control effected through (i) the acquisition of 30 percent or more of the combined voting power of common shares or other voting securities (20 percent for Mr. Butler, excluding certain defined transactions),; (ii) the acquisition of more than 50 percent of Eversource common shares, excluding certain defined transactions (for Messrs. Judge, Lembo;Lembo, Schweiger and Nolan),; (iii) a change in the majority of the Eversource Board of Trustees, unless approved by a majority of the incumbent Trustees,Trustees; (iv) certain reorganizations, mergers or consolidations where substantially all of the persons who were the beneficial owners of the outstanding common shares immediately prior to such business combination do not beneficially own more than 50 percent of the voting power of the resulting business entity (excluding in certain cases defined transactions),; and (v) complete liquidation or dissolution of Eversource, or a sale or disposition of all or substantially all of the assets of Eversource other than, for Mr. Butler, to an entity with respect to which following completion of the transaction more than 50 percent of common shares or other voting securities is then owned by all or substantially all of the persons who were the beneficial owners of common shares and other voting securities immediately prior to such transaction.
In the event of a change in control, the Named Executive Officers are generally entitled to receive compensation and benefits following either involuntary termination of employment without "cause"“cause” or voluntary termination of employment for "good reason"“good reason” within the applicable period (generally two years following a change in control). The Compensation Committee believes that termination for good reason is conceptually the same as termination "without cause"“without cause” and, in the absence of this provision, potential acquirers would have an incentive to constructively terminate executives to avoid paying severance. Termination for "cause"“cause” generally means termination due to a felony or certain other convictions; fraud, embezzlement, or theft in the course of employment; intentional, wrongful damage to Eversource property; gross misconduct or gross negligence in the course of employment or gross neglect of duties harmful to Eversource; or a material breach of obligations under the agreement. "Good reason"“Good reason” for termination generally exists after assignment of duties inconsistent with executive'sexecutive’s position, a material reduction
in compensation or benefits, a transfer more than 50 miles from the executive'sexecutive’s pre-change in control principal business location (or for Messrs. Judge, Lembo, Schweiger and Nolan, an involuntary transfer outside the Greatergreater Boston Metropolitan Area)metropolitan area), or requiring business travel to a substantially greater extent than required prior to the change in control.
The summaries above do not purport to be complete and are qualified in their entirety by the actual terms and provisions of the agreements and plans, copies of which have been filed as exhibits to this Annual Report on Form 10-K for the year ended December 31, 2017.10-K.
Payments Upon Termination
Regardless of the manner in which the employment of a Named Executive Officer terminates, the executive is entitled to receive certain amounts earned during the executive'sexecutive’s term of employment. Such amounts include:
•Vested RSUs and certain other vested awards;
•Amounts contributed and any vested matching contributions under the deferred compensation program;
•Pay for unused vacation; and
•Amounts accrued and vested under the pension/supplemental and 401k programs (except in the event of a termination for cause under the supplemental program).
The following table describes additional compensation payable to the Named Executive Officers in the event of voluntary termination, involuntary termination not for cause, termination in the event of death or disability and termination following a change in control. No benefits are provided in the event of termination for cause. See the section above captioned "Pension“Pension Benefits in 2017"2020” for information about the pension program, supplemental program and other benefits, and the section captioned "Nonqualified“Nonqualified Deferred Compensation in 2017."2020.”
POST-EMPLOYMENT COMPENSATION PAYMENTS UPON TERMINATION
| | | | | | | | | | | | | | | | | |
| Name | Type of Payments | Voluntary Termination | Involuntary Termination
Not for Cause | Termination Upon Death or Disability | Termination Following a
Change in Control |
| James J. Judge | Annual Incentives (1) | $ | — | | $ | — | | $ | — | | $ | 1,713,000 | |
| Performance Shares (2) | 8,500,235 | | 8,500,235 | | 8,500,235 | | 12,029,804 | |
| RSUs (3) | 3,689,057 | | 3,689,057 | | 3,689,057 | | 7,542,993 | |
| Special Retirement Benefit (4) | — | | — | | — | | 2,832,835 | |
| Health and Welfare Benefits (5) | — | | — | | — | | 107,472 | |
| Perquisites (6) | — | | — | | — | | 15,000 | |
| Excise Tax and Gross-ups (7) | — | | — | | — | | 5,793,493 | |
| Separation Payment for Liquidated Damages (8) | — | | — | | — | | 13,110,000 | |
| Total | $ | 12,189,292 | | $ | 12,189,292 | | $ | 12,189,292 | | $ | 43,144,597 | |
| Philip J. Lembo | Annual Incentives (1) | $ | — | | $ | — | | $ | — | | $ | 576,000 | |
| Performance Shares (2) | 1,880,186 | | 1,880,186 | | 1,880,186 | | 2,699,097 | |
| RSUs (3) | 827,752 | | 827,752 | | 827,752 | | 1,719,220 | |
| Special Retirement Benefit (4) | — | | — | | — | | 2,512,913 | |
| Health and Welfare Benefits (5) | — | | — | | — | | 47,192 | |
| Perquisites (6) | — | | — | | — | | 10,000 | |
| Separation Payment for Liquidated Damages (8) | — | | — | | — | | 3,440,000 | |
| Total | $ | 2,707,938 | | $ | 2,707,938 | | $ | 2,707,938 | | $ | 11,004,422 | |
| Werner J. Schweiger | Annual Incentives (1) | $ | — | | $ | — | | $ | — | | $ | 616,000 | |
| Performance Shares (2) | 1,913,179 | | 1,913,179 | | 1,913,179 | | 2,767,831 | |
| RSUs (3) | 848,802 | | 848,802 | | 848,802 | | 1,777,662 | |
| Special Retirement Benefit (4) | — | | — | | — | | 3,622,473 | |
| Health and Welfare Benefits (5) | — | | — | | — | | 96,858 | |
| Perquisites (6) | — | | — | | — | | 15,000 | |
| Excise Tax and Gross-ups(7) | — | | — | | — | | 144,237 | |
| Separation Payment for Liquidated Damages (8) | — | | — | | — | | 5,460,000 | |
| Total | $ | 2,761,981 | | $ | 2,761,981 | | $ | 2,761,981 | | $ | 14,500,061 | |
| Joseph R. Nolan, Jr. | Annual Incentives (1) | $ | — | | $ | — | | $ | — | | $ | 508,000 | |
| Performance Shares (2) | 1,420,462 | | 1,420,462 | | 1,420,462 | | 2,103,917 | |
| RSUs (3) | 645,146 | | 645,146 | | 645,146 | | 1,384,824 | |
| Special Retirement Benefit (4) | — | | — | | — | | 4,057,187 | |
| Health and Welfare Benefits (5) | — | | — | | — | | 94,572 | |
| Perquisites (6) | — | | — | | — | | 15,000 | |
| Excise Tax and Gross-ups (7) | — | | — | | — | | 2,112,808 | |
| Separation Payment for Liquidated Damages (8) | — | | — | | — | | 4,227,000 | |
| Total | $ | 2,065,608 | | $ | 2,065,608 | | $ | 2,065,608 | | $ | 14,503,308 | |
| Gregory B. Butler | Annual Incentives (1) | $ | — | | $ | — | | $ | — | | $ | 469,000 | |
| Performance Shares (2) | 1,496,608 | | 1,496,608 | | 1,496,608 | | 2,139,304 | |
| RSUs (3) | 656,057 | | 656,057 | | 656,057 | | 1,356,448 | |
| Special Retirement Benefit (4) | — | | 5,599,084 | | — | | 5,599,083 | |
| Health and Welfare Benefits (5) | — | | 25,488 | | — | | 38,232 | |
| Perquisites (6) | — | | 10,000 | | — | | 15,000 | |
| Excise Tax and Gross-Ups (7) | — | | 1,724,948 | | — | | 2,231,170 | |
| Separation Payment for Liquidated Damages (8) | — | | 1,073,000 | | — | | 1,073,000 | |
| Separation Payment for Non-Compete Agreement (9) | — | | 1,073,000 | | — | | 2,146,000 | |
| Total | $ | 2,152,665 | | $ | 11,658,185 | | $ | 2,152,665 | | $ | 15,067,237 | |
(1) For Termination Following a Change in Control: Represents target 2020 annual incentive awards as described in the Grants of Plan Based Awards Table.
(2) For Voluntary Termination and Termination Not For Cause, and Termination Upon Death or Disability: Represents 100 percent of the performance share awards under the 2018 – 2020 Long-Term Incentive Program, 67 percent of the performance share awards under the 2019 – 2021 Long-Term Incentive Program and 33 percent of the performance share awards under the 2020 – 2022 Long-Term Incentive Program. The values were calculated by multiplying the number of RSUs by $86.51, the closing price of Eversource common shares on December 31, 2020, the last trading day of the year. For Termination Following a Change in Control: Represents 100 percent of the performance share awards under each of the three Programs noted in the previous two sentences.
(3) For Voluntary Termination and Termination Not For Cause, and Termination Upon Death or Disability: Represents values of RSUs granted under our long-term incentive programs that, at year-end 2020, were unvested under applicable vesting schedules. Under these programs, RSUs vest pro rata based on credited service years and age at termination, and time worked during the vesting period. For all, the values were calculated by multiplying the number of RSUs by $86.51, the closing price of Eversource common shares on December 31, 2020, the last trading day of the year. For Termination Following a Change in Control: Represents values of all RSUs granted under our long-term incentive programs that, at year-end 2020, were unvested under applicable vesting schedules, all of which vest in full.
|
| | | | | | | | | | | | | |
| Name | Type of Payments | Voluntary Termination | Involuntary Termination Not for Cause | Termination Upon Death or Disability | Termination Following a Change in Control |
| James J. Judge | Annual Incentives (1) | $ | — |
| $ | — |
| $ | — |
| $ | 1,428,000 |
|
| | Performance Shares (2) | 2,260,474 |
| 2,260,474 |
| 2,260,474 |
| 4,634,346 |
|
| | RSUs (3) | 1,421,180 |
| 1,421,180 |
| 1,421,180 |
| 3,910,906 |
|
| | Special Retirement Benefit (4) | — |
| — |
| — |
| 12,618,115 |
|
| | Health and Welfare Benefits (5) | — |
| — |
| — |
| 92,049 |
|
| | Perquisites (6) | — |
| — |
| — |
| 15,000 |
|
| | Excise Tax and Gross-ups (7) | — |
| — |
| — |
| 9,235,719 |
|
| | Separation Payment for Liquidated Damages (8) | — |
| — |
| — |
| 10,326,000 |
|
| | Total | $ | 3,681,654 |
| $ | 3,681,654 |
| $ | 3,681,654 |
| $ | 42,260,135 |
|
| Philip J. Lembo | Annual Incentives (1) | $ | — |
| $ | — |
| $ | — |
| $ | 473,000 |
|
| | Performance Shares (2) | 449,108 |
| 449,108 |
| 449,108 |
| 993,112 |
|
| | RSUs (3) | 304,596 |
| 304,596 |
| 304,596 |
| 873,019 |
|
| | Special Retirement Benefit (4) | — |
| — |
| — |
| 2,615,100 |
|
| | Health and Welfare Benefits (5) | — |
| — |
| — |
| 40,296 |
|
| | Perquisites (6) | — |
| — |
| — |
| 10,000 |
|
| | Separation Payment for Liquidated Damages (8) | — |
| — |
| — |
| 2,460,000 |
|
| | Total | $ | 753,704 |
| $ | 753,704 |
| $ | 753,704 |
| $ | 7,464,527 |
|
| Werner J. Schweiger | Annual Incentives (1) | $ | — |
| $ | — |
| $ | — |
| $ | 480,000 |
|
| | Performance Shares (2) | 1,458,259 |
| 1,458,259 |
| 1,458,259 |
| 2,231,300 |
|
| | RSUs (3) | 684,308 |
| 684,308 |
| 684,308 |
| 1,516,957 |
|
| | Special Retirement Benefit (4) | — |
| — |
| — |
| 2,180,720 |
|
| | Health and Welfare Benefits (5) | — |
| — |
| — |
| 82,475 |
|
| | Perquisites (6) | — |
| — |
| — |
| 15,000 |
|
| | Separation Payment for Liquidated Damages (8) | — |
| — |
| — |
| 4,020,000 |
|
| | Total | $ | 2,142,567 |
| $ | 2,142,567 |
| $ | 2,142,567 |
| $ | 10,526,452 |
|
| Gregory B. Butler | Annual Incentives (1) | $ | — |
| $ | — |
| $ | — |
| $ | 390,000 |
|
| | Performance Shares (2) | 1,025,640 |
| 1,025,640 |
| 1,025,640 |
| 1,593,835 |
|
| | RSUs (3) | 488,756 |
| 488,756 |
| 488,756 |
| 1,099,253 |
|
| | Special Retirement Benefit (4) | — |
| 4,803,710 |
| — |
| 5,236,764 |
|
| | Health and Welfare Benefits (5) | — |
| 22,399 |
| — |
| 33,599 |
|
| | Perquisites (6) | — |
| 10,000 |
| — |
| 15,000 |
|
| | Excise Tax and Gross-Ups (7) | — |
| — |
| — |
| 2,188,796 |
|
| | Separation Payment for Liquidated Damages (8) | — |
| 990,000 |
| — |
| 1,980,000 |
|
| | Separation Payment for Non-Compete Agreement (9) | — |
| 990,000 |
| — |
| 990,000 |
|
| | Total | $ | 1,514,396 |
| $ | 8,330,505 |
| $ | 1,514,396 |
| $ | 13,527,247 |
|
| Joseph R. Nolan, Jr. | Annual Incentives (1) | $ | — |
| $ | — |
| $ | — |
| $ | 341,000 |
|
| | Performance Shares (2) | — |
| — |
| 637,537 |
| 1,083,333 |
|
| | RSUs (3) | — |
| — |
| 332,244 |
| 806,219 |
|
| | Special Retirement Benefit (4) | — |
| — |
| — |
| 4,557,194 |
|
| | Health and Welfare Benefits (5) | — |
| — |
| — |
| 80,579 |
|
| | Perquisites (6) | — |
| — |
| — |
| 15,000 |
|
| | Excise Tax and Gross-ups (7) | — |
| — |
| — |
| 2,393,454 |
|
| | Separation Payment for Liquidated Damages (8) | — |
| — |
| — |
| 3,225,000 |
|
| | Total | $ | — |
| $ | — |
| $ | 969,781 |
| $ | 12,501,779 |
|
| |
(1) | For Termination Following a Change in Control: Represents target 2017 annual incentive awards as described in the Grants of Plan Based Awards Table. |
| |
(2) | For Voluntary Termination and Termination Not For Cause (except for Mr. Nolan), and for Termination Upon Death or Disability: Represents 100 percent of the performance share awards under the 2015 - 2017 Long-Term Incentive Program, 67 percent of the performance share awards under the 2016 - 2018 Long-Term Incentive Program and 33 percent of the performance share awards under the 2017 - 2019 Long-Term Incentive Program. The values were calculated by multiplying the number of RSUs by $63.18, the closing price of Eversource common shares on December 29, 2017, the last trading day of the year. For Termination Following a Change in Control: Represents 100 percent of the performance share awards under each of the three Programs listed(4) The amount noted in the Involuntary Termination, Not for Cause: Represents for Mr. Butler actuarial present values at year-end 2020 of amounts payable (two years of service) solely under an employment agreement upon termination, which are in addition to amounts due under the pension plan. For Termination Following a Change in Control: Represents actuarial present values at year-end 2020 of amounts payable solely under employment agreements upon termination (which are in addition to amounts due under the pension program). For Messrs. Judge, Schweiger, Nolan and Butler, pension benefits were calculated by adding three years of service (two years for Mr. Lembo). A lump sum of this benefit value is payable to Messrs. Judge, Lembo, Schweiger and Nolan. Pension amounts shown in the table are present values at year-end 2020 of benefits payable upon termination as described with respect to the Pension Benefits Table above. |
| |
(3) | For Voluntary Termination and Termination Not For Cause (except for Mr. Nolan), and for Termination Upon Death or Disability: Represents values of RSUs granted under Eversource long-term incentive programs that, at year-end 2017, were unvested under applicable vesting schedules. Under these programs, RSUs vest pro rata based on credited service years, age at termination, and time worked during the vesting period. The values were calculated by multiplying the number of RSUs by $63.18, the closing price of Eversource common shares on December 29, 2017, the last trading day of the year. For Termination Following a Change in Control: Represents values of all RSUs granted under the long-term incentive programs that, at year-end 2017, were unvested under applicable vesting schedules, all of which vest in full. |
| |
(4) | The amount noted in the Involuntary Termination, Not for Cause column, represents for Mr. Butler actuarial present values at year-end 2017 of amounts payable (two years of service) solely under an employment agreement upon termination, which are in addition to amounts due under the pension plan. For Termination Following a Change in Control: Represents actuarial present values at year-end 2017 of amounts payable solely under employment agreements upon termination (which are in addition to amounts due under the pension program). For Messrs. Judge, Schweiger, Butler and Nolan, pension benefits were calculated by adding three years of service (two years for Mr. Lembo). A lump sum of this benefit value is payable to Messrs. Judge, Lembo and Schweiger. Pension amounts shown in the table are present values at year-end 2017 of benefits payable upon termination as described with respect to the Pension Benefits Table above. |
| |
(5) | The amount noted in the Involuntary Termination, Not for Cause column, represents for Mr. Butler the value of two years' employer contributions toward active health, long-term disability, and life insurance benefits, plus a payment to offset any taxes thereon. For Termination Following a Change in Control: Represents estimated cost to Eversource at year-end 2017 (estimated by consultants) of providing post-employment health and welfare benefits beyond those available to non-executives upon involuntary termination. The amounts shown in the table for Messrs. Judge, Schweiger and Nolan represent the value of three years (two years for Mr. Lembo) continued health and welfare plan participation. The amounts shown in the table for Mr. Butler represent the value of three years' employer contributions toward active health, long-term disability, and life insurance benefits, plus a payment to offset any taxes on the value of these benefits, less the value of one year of retiree health coverage at retiree rates. |
| |
(6) | The amount noted in the Involuntary Termination, Not for Cause column, represents for Mr. Butler the cost of reimbursing Mr. Butler for two years financial planning and tax preparation fees. For Termination Following a Change in Control: Represents the cost to Eversource of reimbursing for financial planning and tax preparation fees for three years (two years for Mr. Lembo). |
| |
(7) | For Termination Following a Change in Control: Represents payments made to offset costs associated with certain excise taxes under Section 280G of the Internal Revenue Code. Executives may be subject to certain excise taxes under Section 280G if they receive payments and benefits related to a Termination Following a Change in Control that exceed specified Internal Revenue Service limits. Contractual agreements with the above executives provide for a grossed-up reimbursement of these excise taxes. The amounts in the table are based on the Section 280G excise tax rate of 20 percent, the statutory federal income tax withholding rate of 35 percent, the applicable state income tax rate, and the Medicare tax rate of 1.45 percent. |
| |
(8) | The amount noted in the Involuntary Termination, Not for Cause column, represents for Mr. Butler a severance payment (two-times the sum of base salary plus relevant annual incentive award) in addition to any non-compete agreement payment described above. For Termination Following a Change in Control: Represents severance payments in addition to any non-compete agreement payments described in the prior note. For Messrs. Judge, Schweiger and Nolan, this payment equals three-times the sum of base salary plus relevant annual incentive award (two-times the sum for Messrs. Lembo and Butler). These payments do not replace, offset or otherwise affect the calculation or payment of the annual incentive awards. |
| |
(9) | For Involuntary Termination, Not For Cause and Termination Following a Change in Control: Represents a payment made under an agreement with Mr. Butler as consideration for agreement not to compete with Eversource following termination of employment, equal to the sum of base salary plus relevant annual incentive award. This payment does not replace, offset or otherwise affect the calculation or payment of the annual incentive awards. |
(5) The amount noted in the Involuntary Termination, Not for Cause: Represents for Mr. Butler the value of two years’ employer contributions toward active health, long-term disability, and life insurance benefits, plus a payment to offset any taxes thereon. For Termination Following a Change in Control: represents estimated cost to Eversource at year-end 2020 (estimated by consultants) of providing post-employment health and welfare benefits beyond those available to non-executives upon involuntary termination. The amounts shown in the table for Messrs. Judge, Schweiger and Nolan represent the value of three years (two years for Mr. Lembo) of continued health and welfare plan participation. The amounts shown in the table for Mr. Butler represent the value of three years of employer contributions toward active health, long-term disability, and life insurance benefits, plus a payment to offset any taxes on the value of these benefits, less the value of one year of retiree health coverage at retiree rates.
(6) The amount noted for Involuntary Termination, Not for Cause: Represents the cost to Eversource of reimbursing Mr. Butler for two years of financial planning and tax preparation fees. The amounts noted for Termination Following a Change in Control: Represents the cost to Eversource of reimbursing Messrs. Judge, Schweiger, Nolan and Butler for three years (two years for Mr. Lembo) of financial planning and tax preparation fees.
(7) For Termination Following a Change in Control: Represents payments made to offset costs associated with certain excise taxes under Section 280G of the Internal Revenue Code. Executives may be subject to certain excise taxes under Section 280G if they receive payments and benefits related to a Termination Following a Change in Control that exceed specified Internal Revenue Service limits. Contractual agreements with the above executives provide for a grossed-up reimbursement of these excise taxes. The amounts in the table are based on the Section 280G excise tax rate of 20 percent, the statutory federal income tax withholding rate of 35 percent, the applicable state income tax rate, and the Medicare tax rate of 1.45 percent.
(8) For Involuntary Termination, Not for Cause: Represents for Mr. Butler a severance payment (two-times the sum of base salary plus relevant annual incentive award) in addition to any non-compete agreement payment described above. For Termination Following a Change in Control: Represents severance payments in addition to any non-compete agreement payments described in the prior note. For Messrs. Judge, Schweiger and Nolan, this payment equals three-times the sum of base salary plus relevant annual incentive award (two-times the sum for Messrs. Lembo and Butler.) These payments do not replace, offset or otherwise affect the calculation or payment of the annual incentive awards.
(9) For Involuntary Termination, Not For Cause and Termination Following a Change in Control: Represents payments made under agreements or Eversource programs to Mr. Butler as consideration for agreement not to compete with Eversource following termination of employment, equal to the sum of base salary plus relevant annual incentive award. These payments do not replace, offset or otherwise affect the calculation or payment of the annual incentive awards.
PAY RATIO
Eversource's CEOChief Executive Officer to median employee pay ratio is calculated pursuant to the requirements of Item 402(u) of Regulation S-K. As described in the caption to the Summary Compensation Table, the salary, annual incentive amounts and long-term incentive amounts shown for the CEO were paid for all services rendered to Eversource Energy and its subsidiaries, including CL&P, in all capacities. Accordingly, the Pay Ratio calculation was performed using the CEO's compensation received for all services rendered to Eversource Energy and its subsidiaries, including CL&P. Similarly,identifies a new median employee each year. For 2020, Eversource identified the median employee by reviewing the 20172020 total cash compensation of all full-time employees, excluding the CEO,Eversource’s Chief Executive Officer, who were employed by Eversource and its subsidiaries on December 31, 2017.2020. In theEversource’s assessment of median employee compensation, pay was annualized for those employees who commenced work during 2017 was annualized.2020. Otherwise, no assumptions, adjustments, or estimates were made with respect to total cash compensation, and the compensation for any full-time employees who were not employed by Eversource at the end of 20172020 was not annualized. Eversource believes the use of total cash compensation for all employees is a consistently applied compensation measure, as Eversource does not widely distribute annual equity awards to employees.
After identifying the median employee based on total cash compensation, Eversource calculated the annual total compensation for such employee was calculated using the same methodology used for theits Named Executive Officers as set forth in the 2020 Summary Compensation Table.
Mr. Judge had 20172020 annual total compensation of $15,915,461,$14,575,276, as reflected in the Summary Compensation Table. Eversource'sEversource’s median employee’s annual total compensation for 20172020 was $124,959. Eversource's 2017 CEO$140,054. Eversource’s 2020 Chief Executive Officer to median employee pay ratio is 127104 to one.
1.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Eversource Energy
In addition to the information below under "Securities Authorized for Issuance Under Equity Compensation Plans," incorporated herein by reference is the information contained in the sections "Common Share Ownership of Certain Beneficial Owners" and "Common Share Ownership of Trustees and Management" of Eversource Energy's definitive proxy statement for solicitation of proxies, expected to be filed with the SEC on or about March 23, 2018.26, 2021.
NSTAR ELECTRIC and PSNH
Certain information required by this Item 12 has been omitted for NSTAR Electric and PSNH pursuant to Instruction I(2)(c) to Form 10-K, Omission of Information by Certain Wholly-Owned Subsidiaries.
CL&P
COMMON SHARE OWNERSHIP OF DIRECTORS AND MANAGEMENT
Eversource Energy owns 100 percent of the outstanding common stock of CL&P. The table below shows the number of Eversource Energy common shares beneficially owned as of February 21, 2018,10, 2021, by each of CL&P's directors and each Named Executive Officer of CL&P, as well as the number of Eversource Energy common shares beneficially owned by all of CL&P's directors and executive officers as a group. The table also includes information about options, restricted share units and deferred shares credited to the accounts of CL&P's directors and executive officers under certain compensation and benefit plans. No equity securities of CL&P are owned by any of the Trustees, directors or executive officers of Eversource Energy or CL&P. The address for the shareholders listed below is c/o Eversource Energy, Prudential Center, 800 Boylston Street, Boston, Massachusetts 02199 for Messrs. Judge, Lembo, Nolan and Schweiger; c/o Eversource Energy, 56 Prospect Street, Hartford, Connecticut 06103-2818 for Mr. Butler.
| | | | | | | | | | | | | | | | | |
| Name of Beneficial Owner | | Amount and Nature of Beneficial Ownership (1)(2)(3) | | Percent of Class |
| James J. Judge, Chairman of CL&P | | 385,135 | | | * |
| Philip J. Lembo, Executive Vice President and Chief Financial Officer, Director of CL&P | | 77,846 | (4) | | * |
| Werner J. Schweiger, Chief Executive Officer, Director of CL&P | | 239,377 | (5) | | * |
| Gregory B. Butler, Executive Vice President and General Counsel, Director of CL&P | | 95,619 | | | * |
| Joseph R. Nolan, Jr., Executive Vice President-Strategy, Customer and Corporate Relations of Eversource Service | | 113,989 | | | * |
| All directors and executive officers as a group (7 persons) | | 985,978 | (6) | | * |
* Less than 1 percent of Eversource Energy common shares outstanding.
1. The persons named in the table have sole voting and investment power with respect to all shares beneficially owned by each of them, except as noted below.
2. Includes restricted share units, deferred restricted share units and/or deferred shares, including dividend equivalents, as to which none of the individuals has voting or investment power, and phantom shares held by executive officers who participate in a deferred compensation plan as follows: Mr. Judge: 201,618 shares; Mr. Lembo: 24,345; Mr. Schweiger: 137,823 shares; Mr. Butler: 19,329 shares; and Mr. Nolan: 80,778 shares.
3. Includes shares held as units in the 401(k) Plan invested in the Eversource Energy Common Shares Fund over which the holder has sole voting and investment power as follows: Mr. Judge: 27,986 shares; Mr. Lembo: 150 shares; Mr. Schweiger: 737 shares; Mr. Butler: 6,494 shares; and Mr. Nolan: 19,962 shares.
4. Includes 557 shares held by Mr. Lembo in a custodial account and 125 shares held in a charitable trust over which Mr. Lembo has sole voting and investment power.
5. Includes 3,196 shares held in a trust of which Mr. Schweiger is the trustee and beneficiary; 437 shares in a trust of which Mr. Schweiger’s spouse is the trustee and beneficiary; and 433 shares held by Mr. Schweiger’s spouse in a custodial account.
6. Includes 491,852 unissued shares (see Note 2) and 60,465 shares held as units in the 401(k) Plan (see Note 3).
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| | | | | | |
Name of Beneficial Owner | | Amount and Nature of Beneficial Ownership (1)(2)(3)
| | Percent of Class |
James J. Judge, Chairman of CL&P | | 257,970 |
| | | * |
Philip J. Lembo, Executive Vice President and Chief Financial Officer, Director of CL&P | | 40,089 |
| | | * |
Werner J. Schweiger, Chief Executive Officer, Director of CL&P | | 252,314 |
| | | * |
Gregory B. Butler, Executive Vice President and General Counsel, Director of CL&P | | 86,388 |
| | | * |
Joseph R. Nolan, Jr., Executive Vice President-Customer and Corporate Relations of Eversource Service | | 95,135 |
| | | * |
All directors and executive officers as a group (7 persons) | | 817,106 |
| (4)
| | * |
| |
* | Less than 1% of Eversource Energy common shares outstanding. |
| |
1. | The persons named in the table have sole voting and investment power with respect to all shares beneficially owned by each of them, except as noted below. |
| |
2. | Also includes restricted share units, deferred restricted share units and/or deferred shares, including dividend equivalents, as to which none of the individuals has voting or investment power, and phantom shares held by executive officers who participate in a deferred compensation plan as follows: Mr. Judge: 174,195 shares; Mr. Lembo: 23,150 shares; Mr. Schweiger: 185,767 shares; Mr. Butler: 17,625; and Mr. Nolan: 70,515 shares. |
| |
3. | Includes Eversource Energy common shares held as units in the 401(k) Plan invested in the Eversource Energy Common Shares Fund over which the holder has sole voting and investment power (Mr. Judge: 25,485 shares; Mr. Lembo: 2,811 shares; Mr. Schweiger: 262 shares; Mr. Butler: 5,769 shares; and Mr. Nolan: 18,115 shares). |
| |
4. | Includes 492,651 unissued Eversource Energy common shares. See Note 2. |
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS
The following table sets forth the number of Eversource Energy common shares issuable under Eversource Energy equity compensation plans, as well as their weighted exercise price, as of December 31, 2017,2020, in accordance with the rules of the SEC:
| | | | | | | | | | | |
| Plan Category | Number of securities to be issued upon exercise of outstanding options, warrants and rights (1) | Weighted-average exercise price of outstanding options, warrants and rights (2) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (1)) |
| Equity compensation plans approved by security holders | 1,122,023 | $— | 2,876,601 |
Equity compensation plans not approved by security holders (3) | — | — | — |
| Total | 1,122,023 | — | 2,876,601 |
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| | | |
| Plan Category | Number of securities to be issued upon exercise of outstanding options, warrants and rights (1) | Weighted-average exercise price of outstanding options, warrants and rights (2) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (1)) |
| Equity compensation plans approved by security holders | 1,227,604 | $— | 2,445,110 |
Equity compensation plans not approved by security holders (3) | — | — | — |
| Total | 1,227,604 | $— | 2,445,110 |
(1) Includes 674,218 common shares for distribution in respect of restricted share units, and 447,805 performance shares issuable at target, all pursuant to the terms of our Incentive Plan.
| |
(1) | Includes 717,039common shares for distribution in respect of restricted share units, and 510,565performance shares issuable at target, all pursuant to the terms of our Incentive Plan.
|
| |
(2) | (2) The weighted-average exercise price does not take into account restricted share units or performance shares, which have no exercise price. |
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(3) | Securities set forth in this table are authorized for issuance under compensation plans that have been approved by shareholders of Eversource Energy or the former shareholders of NSTAR. |
(3) Securities set forth in this table are authorized for issuance under compensation plans that have been approved by shareholders of Eversource Energy or the former shareholders of NSTAR.
Item 13. Certain Relationships and Related Transactions, and Director Independence
Eversource Energy
Incorporated herein by reference is the information contained in the sections captioned "Trustee Independence" and "Related Person Transactions" of Eversource Energy's definitive proxy statement for solicitation of proxies, expected to be filed with the SEC on or about March 23, 2018.26, 2021.
NSTAR ELECTRIC and PSNH
Certain information required by this Item 13 has been omitted for NSTAR Electric and PSNH pursuant to Instruction I(2)(c) to Form 10-K, Omission of Information by Certain Wholly-Owned Subsidiaries.
CL&P
Eversource Energy's Code of Ethics for Senior Financial Officers applies to the Senior Financial Officers (Chief Executive Officer, Chief Financial Officer and Controller) of Eversource Energy, CL&P and certain other Eversource Energy subsidiaries. Under the Code, one's position as a Senior Financial Officer in the company may not be used to improperly benefit such officer or his or her family or friends. Under the Code, specific activities that may be considered conflicts of interest include, but are not limited to, directly or indirectly acquiring or retaining a significant financial interest in an organization that is a customer, vendor or competitor, or that seeks to do business with the company; serving, without proper safeguards, as an officer or director of, or working or rendering services for an organization that is a customer, vendor or competitor, or that seeks to do business with the company. Waivers of the provisions of the Code of Ethics for Trustees, executive officers or directors must be approved by Eversource Energy's Board of Trustees. Any such waivers will be disclosed pursuant to legal requirements.
Eversource Energy's Code of Conduct, which applies to all Trustees, directors, officers and employees of Eversource Energy and its subsidiaries, including CL&P, contains a Conflict of Interest Policy that requires all such individuals to disclose any potential conflicts of interest. Such individuals are expected to discuss their particular situations with management to ensure appropriate steps are in place to avoid a conflict of interest. All disclosures must be reviewed and approved by management to ensure a particular situation does not adversely impact the individual's primary job and role.
Eversource Energy's Related Persons Transactions Policy is administered by the Corporate Governance Committee of Eversource Energy's Board of Trustees. The Policy generally defines a "Related Persons Transaction" as any transaction or series of transactions in which (i) Eversource Energy or a subsidiary is a participant, (ii) the aggregate amount involved exceeds $120,000 and (iii) any "Related Persons" has a direct or indirect material interest. A "Related Persons" is defined as any Trustee or nominee for Trustee, any executive officer, any shareholder owning more than 5 percent of Eversource Energy's total outstanding shares, and any immediate family member of any such person. Management submits to the Corporate Governance Committee for consideration any Related Persons Transaction into which Eversource Energy or a subsidiary proposes to enter. The Corporate Governance Committee recommends to the Eversource Energy Board of Trustees for approval only those transactions that are in Eversource Energy's best interests. If management causes the company to enter into a Related Persons Transaction prior to approval by the Corporate Governance Committee, the transaction will be subject to ratification by the Eversource Energy Board of Trustees. If the Eversource Energy Board of Trustees determines not to ratify the transaction, then management will make all reasonable efforts to cancel or annul such transaction.
The directors of CL&P are employees of CL&P and/or other subsidiaries of Eversource Energy, and thus are not considered independent.
Item 14. Principal Accountant Fees and Services
Eversource Energy
Incorporated herein by reference is the information contained in the section "Relationship with Independent Auditors" of Eversource Energy's definitive proxy statement for solicitation of proxies, expected to be filed with the SEC on or about March 23, 2018.26, 2021.
CL&P, NSTAR ELECTRIC and PSNH
Pre-Approval of Services Provided by Principal Auditors
None of CL&P, NSTAR Electric and PSNH is subject to the audit committee requirements of the SEC, the national securities exchanges or the national securities associations. CL&P, NSTAR Electric and PSNH obtain audit services from the independent auditor engaged by the Audit Committee of Eversource Energy's Board of Trustees. Eversource Energy's Audit Committee has established policies and procedures regarding the pre-approval of services provided by the principal auditors. Those policies and procedures delegate pre-approval of services to the Eversource Energy Audit Committee Chair provided that such offices are held by Trustees who are "independent" within the meaning of the Sarbanes-Oxley Act of 2002 and that all such pre-approvals are presented to the Eversource Energy Audit Committee at the next regularly scheduled meeting of the Committee.
The following relates to fees and services for the entire Eversource Energy system, including Eversource Energy, CL&P, NSTAR Electric and PSNH.
Fees Billed By Principal Independent Registered Public Accounting Firm
The aggregate fees billed to the Company and its subsidiaries by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, the Deloitte Entities), for the years ended December 31, 20172020 and 20162019 totaled $4,533,922$5,296,414 and $4,336,626,$5,641,614, respectively. In addition, affiliates of Deloitte & Touche LLP as noted below provide other accounting services to the Company. Fees
| | | | | | | | |
| Audit and Non-Audit Fees | 2020 | 2019 |
Audit Fees (1) | $4,562,000 | $4,743,400 |
Audit Related Fees (2) | 732,500 | 851,300 |
Tax Fees (3) | — | 45,000 |
All Other Fees (4) | 1,914 | 1,914 |
| TOTAL | $5,296,414 | $5,641,614 |
(1) Audit fees in 2020 and 2019 consisted of the following:
1. Audit Fees
The aggregate fees billedrelated to the Company and its subsidiaries by Deloitte & Touche LLP for audit services rendered for the years ended December 31, 2017 and 2016 totaled $4,243,000 and $3,988,000, respectively. The audit fees were incurred for audits of consolidated financial statements of Eversource Energy and its subsidiaries, reviews of financial statements included in the Combined Quarterly Reportsreports on Form 10-Q of Eversource Energy and its subsidiaries, consultations with management, regulatory and other costs. The fees also includedcompliance filings, out of pocket expense reimbursements, and audits of internal controls over financial reporting as of December 31, 20172020 and 2016. 2019.
2. Audit-Related(2) Audit Related Fees
The aggregate fees billed to the Company and its subsidiaries by the Deloitte Entities for audit-related services rendered for the years ended December 31, 2017 and 2016 totaled $283,000 and $346,000, respectively. The audit-related fees were incurred for procedures performed in the ordinary course of business in support of certain regulatory filings, comfort letters, and consents, and other costs related to registration statements and financings.
3. Tax Fees
There were no tax feesfinancials for the years ended December 31, 20172020 and 2016.2019.
4.(3) There were no tax fees rendered and no tax fees billed for the year ended December 31, 2020. The tax service fees for the period ended December 31, 2019 were incurred for procedures performed in the ordinary course of business in support of certain federal rules in 2019.
(4) All Other Fees
The aggregate fees billed to the Company and its subsidiaries by the Deloitte Entities for services, other than the services described above, for the years endedperiod December 31, 20172020 and 2016 totaled $7,922 and $2,626, respectively. These fees2019 were for the review of benefit payment calculations in 2017, and aan annual license for access to an accounting standards research tool in both 2017 and 2016.tool.
The Audit Committee pre-approves all auditing services and permitted audit-related or other services (including the fees and terms thereof) to be performed for us by our independent registered public accounting firm, subject to the de minimis exceptions for non-audit services described in Section 10A(i)(1)(B) of the Securities Exchange Act of 1934, which are approved by the Audit Committee prior to the completion of the audit. The Audit Committee may form and delegate its authority to subcommittees consisting of one or more members when appropriate, including the authority to grant pre-approvals of audit and permitted non-audit services, provided that decisions of such subcommitteesubcommittees to grant pre-approvals are presented to the full Audit Committee at its next scheduled meeting. During 2017,2020, all services described above were pre-approved by the Audit Committee.Committee or its Chair.
The Audit Committee has considered whether the provision by the Deloitte Entities of the non-audit services described above was allowed under Rule 2-01(c)(4) of Regulation S-X and was compatible with maintaining the independence of the registered public accountants and has concluded that the Deloitte Entities were and are independent of us in all respects.
PART IV
Item 15. Exhibits and Financial Statement Schedules
| | | | | | | | | | | | | | |
| (a) | 1. | Financial Statements: | |
| | | | |
(a) | 1. | Financial Statements: | |
| | | | |
| | | The financial statements filed as part of this Annual Report on Form 10-K are set forth under Item 8, "Financial Statements and Supplementary Data." | |
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| 2. | Schedules | |
| | | | |
| | I. | Financial Information of Registrant: | |
| | | | |
| | | Eversource Energy (Parent) Balance Sheets as of December 31, 20172020 and 20162019 | S-1 |
| | | | |
| | | Eversource Energy (Parent) Statements of Income for the Years Ended December 31, 2017, 20162020, 2019 and 20152018 | S-2 |
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| | | Eversource Energy (Parent) Statements of Comprehensive Income for the Years Ended December 31, 2017, 20162020, 2019 and 20152018 | S-2 |
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| | | Eversource Energy (Parent) Statements of Cash Flows for the Years Ended December 31, 2017, 20162020, 2019 and 20152018 | S-3 |
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| | II. | Valuation and Qualifying Accounts and Reserves for Eversource, CL&P, NSTAR Electric and PSNH for 2017, 20162020, 2019 and 20152018 | S-4 |
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| | | All other schedules of the companies for which inclusion is required in the applicable regulations of the SEC are permitted to be omitted under the related instructions or are not applicable, and therefore have been omitted. | |
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| 3. | | Exhibit Index | E-1 |
Item 16. Form 10-K Summary
Not applicable.
EVERSOURCE ENERGY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | | |
| | EVERSOURCE ENERGY |
| | | |
February 23, 2018 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
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| Signature | | Title | | Date |
| | | | | |
/s/ | James J. Judge | | Chairman of the Board, President and | | February 23, 2018 |
| James J. Judge | | Chief Executive Officer and a Trustee | | |
| | | (Principal Executive Officer) | | |
| | | | | |
/s/ | Philip J. Lembo | | Executive Vice President | | February 23, 2018 |
| Philip J. Lembo | | and Chief Financial Officer | | |
| | | (Principal Financial Officer) | | |
| | | | | |
/s/ | Jay S. Buth | | Vice President, Controller | | February 23, 2018 |
| Jay S. Buth | | and Chief Accounting Officer | | |
| | | | | |
/s/ | John S. Clarkeson | | Trustee | | February 23, 2018 |
| John S. Clarkeson | | | | |
| | | | | |
/s/ | Cotton M. Cleveland | | Trustee | | February 23, 2018 |
| Cotton M. Cleveland | | | | |
| | | | | |
/s/ | Sanford Cloud, Jr. | | Trustee | | February 23, 2018 |
| Sanford Cloud, Jr. | | | | |
| | | | | |
|
| | | | | |
| Signature | | Title | | Date |
| | | | | |
/s/ | James S. DiStasio | | Trustee | | February 23, 2018 |
| James S. DiStasio | | | | |
| | | | | |
/s/ | Francis A. Doyle | | Trustee | | February 23, 2018 |
| Francis A. Doyle | | | | |
| | | | | |
/s/ | Charles K. Gifford | | Trustee | | February 23, 2018 |
| Charles K. Gifford | | | | |
| | | | | |
/s/ | John Y. Kim | | Trustee | | February 23, 2018 |
| John Y. Kim | | | | |
| | | | | |
/s/ | Paul A. La Camera | | Trustee | | February 23, 2018 |
| Paul A. La Camera | | | | |
| | | | | |
/s/ | Kenneth R. Leibler | | Trustee | | February 23, 2018 |
| Kenneth R. Leibler | | | | |
| | | | | |
/s/ | William C. Van Faasen | | Trustee | | February 23, 2018 |
| William C. Van Faasen | | | | |
| | | | | |
/s/ | Frederica M. Williams | | Trustee | | February 23, 2018 |
| Frederica M. Williams | | | | |
| | | | | |
/s/ | Dennis R. Wraase | | Trustee | | February 23, 2018 |
| Dennis R. Wraase | | | | |
THE CONNECTICUT LIGHT AND POWER COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| THE CONNECTICUT LIGHT AND POWER COMPANY |
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February 23, 2018 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
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| Signature | | Title | | Date |
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/s/ | James J. Judge | | Chairman and a Director | | February 23, 2018 |
| James J. Judge | | (Principal Executive Officer) | | |
| | | | | |
/s/ | Werner J. Schweiger | | Chief Executive Officer and a Director | | February 23, 2018 |
| Werner J. Schweiger | | | | |
| | | | | |
/s/ | Philip J. Lembo | | Executive Vice President and | | February 23, 2018 |
| Philip J. Lembo | | Chief Financial Officer and a Director | | |
| | | (Principal Financial Officer) | | |
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/s/ | Gregory B. Butler | | Executive Vice President and General Counsel | | February 23, 2018 |
| Gregory B. Butler | | and a Director | | |
| | | | | |
/s/ | Jay S. Buth | | Vice President, Controller | | February 23, 2018 |
| Jay S. Buth | | and Chief Accounting Officer | | |
NSTAR ELECTRIC COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| NSTAR ELECTRIC COMPANY |
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February 23, 2018 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
|
| | | | | |
| Signature | | Title | | Date |
| | | | | |
/s/ | James J. Judge | | Chairman and a Director | | February 23, 2018 |
| James J. Judge | | (Principal Executive Officer) | | |
| | | | | |
/s/ | Werner J. Schweiger | | Chief Executive Officer and a Director | | February 23, 2018 |
| Werner J. Schweiger | | | | |
| | | | | |
/s/ | Philip J. Lembo | | Executive Vice President and | | February 23, 2018 |
| Philip J. Lembo | | Chief Financial Officer and a Director | | |
| | | (Principal Financial Officer) | | |
| | | | | |
/s/ | Gregory B. Butler | | Executive Vice President and General Counsel | | February 23, 2018 |
| Gregory B. Butler | | and a Director | | |
| | | | | |
/s/ | Jay S. Buth | | Vice President, Controller | | February 23, 2018 |
| Jay S. Buth | | and Chief Accounting Officer | | |
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
| | | |
| PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE |
| | | |
February 23, 2018 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
|
| | | | | |
| Signature | | Title | | Date |
| | | | | |
/s/ | James J. Judge | | Chairman and a Director | | February 23, 2018 |
| James J. Judge | | (Principal Executive Officer) | | |
| | | | | |
/s/ | Werner J. Schweiger | | Chief Executive Officer and a Director | | February 23, 2018 |
| Werner J. Schweiger | | | | |
| | | | | |
/s/ | Philip J. Lembo | | Executive Vice President and | | February 23, 2018 |
| Philip J. Lembo | | Chief Financial Officer and a Director | | |
| | | (Principal Financial Officer) | | |
| | | | | |
/s/ | Gregory B. Butler | | Executive Vice President and General Counsel | | February 23, 2018 |
| Gregory B. Butler | | and a Director | | |
| | | | | |
/s/ | Jay S. Buth | | Vice President, Controller | | February 23, 2018 |
| Jay S. Buth | | and Chief Accounting Officer | | |
SCHEDULE I
EVERSOURCE ENERGY (PARENT)
FINANCIAL INFORMATION OF REGISTRANT
BALANCE SHEETS
AS OF DECEMBER 31, 20172020 AND 20162019
| | | | 2017 | | 2016 | | 2020 | | 2019 |
| ASSETS | | | | ASSETS | | | |
| Current Assets: | | | | Current Assets: | | | |
| Cash | $ | 521 |
| | $ | 93 |
| Cash | $ | 434 | | | $ | 1,469 | |
| Accounts Receivable from Subsidiaries | 3,397 |
| | 32,864 |
| Accounts Receivable from Subsidiaries | 39,645 | | | 25,070 | |
| Dividend Receivable from Subsidiary | 150,000 |
| | — |
| |
| Notes Receivable from Subsidiaries | 844,500 |
| | 740,300 |
| Notes Receivable from Subsidiaries | 996,300 | | | 1,376,000 | |
| Prepayments and Other Current Assets | 18,568 |
| | 23,122 |
| Prepayments and Other Current Assets | 19,043 | | | 33,546 | |
| Total Current Assets | 1,016,986 |
| | 796,379 |
| Total Current Assets | 1,055,422 | | | 1,436,085 | |
| | | | | | | | |
| Deferred Debits and Other Assets: | | | | Deferred Debits and Other Assets: | | |
| Investments in Subsidiary Companies, at Equity | 10,945,986 |
| | 9,703,287 |
| Investments in Subsidiary Companies, at Equity | 15,483,263 | | | 13,162,337 | |
| Notes Receivable from Subsidiaries | 312,190 |
| | 224,290 |
| Notes Receivable from Subsidiaries | 1,110,400 | | | 157,000 | |
| Accumulated Deferred Income Taxes | 47,940 |
| | 126,091 |
| Accumulated Deferred Income Taxes | 33,469 | | | 27,578 | |
| Goodwill | 3,231,811 |
| | 3,231,811 |
| Goodwill | 3,231,811 | | | 3,231,811 | |
| Other Long-Term Assets | 58,313 |
| | 44,020 |
| Other Long-Term Assets | 90,735 | | | 92,394 | |
| Total Deferred Debits and Other Assets | 14,596,240 |
| | 13,329,499 |
| Total Deferred Debits and Other Assets | 19,949,678 | | | 16,671,120 | |
| | | | | | | | |
| Total Assets | $ | 15,613,226 |
| | $ | 14,125,878 |
| Total Assets | $ | 21,005,100 | | | $ | 18,107,205 | |
| | | | | | | | |
| LIABILITIES AND CAPITALIZATION | | | | LIABILITIES AND CAPITALIZATION | | |
| Current Liabilities: | | | | Current Liabilities: | | |
| Notes Payable | $ | 778,087 |
| | $ | 1,022,000 |
| Notes Payable | $ | 1,054,325 | | | $ | 878,584 | |
| Long-Term Debt - Current Portion | 32,114 |
| | 28,883 |
| Long-Term Debt - Current Portion | 473,933 | | | 23,933 | |
| Accounts Payable | 292 |
| | — |
| |
| Accounts Payable to Subsidiaries | 18,242 |
| | 8,771 |
| Accounts Payable to Subsidiaries | 18,424 | | | 4,333 | |
| Other Current Liabilities | 56,601 |
| | 47,215 |
| Other Current Liabilities | 103,477 | | | 62,385 | |
| Total Current Liabilities | 885,336 |
| | 1,106,869 |
| Total Current Liabilities | 1,650,159 | | | 969,235 | |
| | | | | | | | |
| Deferred Credits and Other Liabilities | 118,176 |
| | 148,756 |
| Deferred Credits and Other Liabilities | 163,053 | | | 149,637 | |
| | | | | | | | |
| Capitalization: | | | | |
| Long-Term Debt | 3,523,472 |
| | 2,158,519 |
| Long-Term Debt | 5,128,322 | | | 4,358,339 | |
| | | | | | | | |
| Equity: | | | | |
| Common Shareholders' Equity: | | | | Common Shareholders' Equity: | | | |
| Common Shares | 1,669,392 |
| | 1,669,392 |
| Common Shares | 1,789,092 | | | 1,729,292 | |
| Capital Surplus, Paid in | 6,239,940 |
| | 6,250,224 |
| Capital Surplus, Paid in | 8,015,663 | | | 7,087,768 | |
| Retained Earnings | 3,561,084 |
| | 3,175,171 |
| Retained Earnings | 4,613,201 | | | 4,177,048 | |
| Accumulated Other Comprehensive Loss | (66,403 | ) | | (65,282 | ) | Accumulated Other Comprehensive Loss | (76,411) | | | (65,059) | |
| Treasury Stock | (317,771 | ) | | (317,771 | ) | Treasury Stock | (277,979) | | | (299,055) | |
| Common Shareholders' Equity | 11,086,242 |
| | 10,711,734 |
| Common Shareholders' Equity | 14,063,566 | | | 12,629,994 | |
| Total Capitalization | 14,609,714 |
| | 12,870,253 |
| |
| | | | | | | | |
| Total Liabilities and Capitalization | $ | 15,613,226 |
| | $ | 14,125,878 |
| Total Liabilities and Capitalization | $ | 21,005,100 | | | $ | 18,107,205 | |
See the Combined Notes to Financial Statements in this Annual Report on Form 10-K for a description of significant accounting matters related to Eversource parent, including Eversource common shares information as described in Note 17,18, "Common Shares," material obligations and guarantees as described in Note 11,13, "Commitments and Contingencies," and debt agreements as described in Note 7,8, "Short-Term Debt," and Note 8,9, "Long-Term Debt."
SCHEDULE I
EVERSOURCE ENERGY (PARENT)
FINANCIAL INFORMATION OF REGISTRANT
STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2017, 20162020, 2019 AND 20152018
(Thousands of Dollars, Except Share Information)
| | | | | | | | | | | | | | | | | |
| | 2020 | | 2019 | | 2018 |
| | | | | |
| Operating Revenues | $ | 0 | | | $ | 0 | | | $ | 0 | |
| | | | | |
| Operating Expenses: | | | | | |
| Other | 28,645 | | | 50,100 | | | (6,552) | |
| Operating (Loss)/Income | (28,645) | | | (50,100) | | | 6,552 | |
| Interest Expense | 160,887 | | | 163,937 | | | 123,638 | |
| | | | | |
| Other Income, Net: | | | | | |
| Equity in Earnings of Subsidiaries | 1,309,630 | | | 1,001,526 | | | 1,049,748 | |
| Other, Net | 38,546 | | | 68,137 | | | 47,581 | |
| Other Income, Net | 1,348,176 | | | 1,069,663 | | | 1,097,329 | |
| Income Before Income Tax Benefit | 1,158,644 | | | 855,626 | | | 980,243 | |
| Income Tax Benefit | (46,523) | | | (53,427) | | | (52,757) | |
| Net Income | $ | 1,205,167 | | | $ | 909,053 | | | $ | 1,033,000 | |
| | | | | |
| Basic Earnings per Common Share | $ | 3.56 | | | $ | 2.83 | | | $ | 3.25 | |
| | | | | |
| Diluted Earnings per Common Share | $ | 3.55 | | | $ | 2.81 | | | $ | 3.25 | |
| | | | | |
| Weighted Average Common Shares Outstanding: | | | | | |
| Basic | 338,836,147 | | | 321,416,086 | | | 317,370,369 | |
| Diluted | 339,847,062 | | | 322,941,636 | | | 317,993,934 | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| | | | | | |
| Operating Revenues | $ | — |
| | $ | — |
| | $ | — |
|
| | | | | | |
| Operating Expenses: | | | | | |
| Other | (32,189 | ) | | (39,453 | ) | | 9,315 |
|
| Operating Income/(Loss) | 32,189 |
| | 39,453 |
| | (9,315 | ) |
| Interest Expense | 80,700 |
| | 59,420 |
| | 45,130 |
|
| | | | | | |
| Other Income, Net: | | | | | |
| Equity in Earnings of Subsidiaries | 993,063 |
| | 922,321 |
| | 900,824 |
|
| Other, Net | 23,339 |
| | 4,267 |
| | 6,602 |
|
| Other Income, Net | 1,016,402 |
| | 926,588 |
| | 907,426 |
|
| Income Before Income Tax Benefit | 967,891 |
| | 906,621 |
| | 852,981 |
|
| Income Tax Benefit | (20,105 | ) | | (35,681 | ) | | (25,504 | ) |
| Net Income | $ | 987,996 |
| | $ | 942,302 |
| | $ | 878,485 |
|
| | | | | | |
| Basic Earnings per Common Share | $ | 3.11 |
| | $ | 2.97 |
| | $ | 2.77 |
|
| | | | | | |
| Diluted Earnings per Common Share | $ | 3.11 |
| | $ | 2.96 |
| | $ | 2.76 |
|
| | | | | | |
| Weighted Average Common Shares Outstanding: | | | | | |
| Basic | 317,411,097 |
| | 317,650,180 |
| | 317,336,881 |
|
| Diluted | 318,031,580 |
| | 318,454,239 |
| | 318,432,687 |
|
STATEMENTS OF COMPREHENSIVE INCOME
| | | | | | | | | | | | | | | | | |
| 2020 | | 2019 | | 2018 |
| | | | | |
| Net Income | $ | 1,205,167 | | | $ | 909,053 | | | $ | 1,033,000 | |
| Other Comprehensive (Loss)/Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 1,596 | | | 1,393 | | | 1,756 | |
| Changes in Unrealized Gains/(Losses) on Marketable Securities | 342 | | | 1,166 | | | (547) | |
| Change in Funded Status of Pension, SERP and PBOP Benefit Plans | (13,290) | | | (7,618) | | | 5,194 | |
| Other Comprehensive (Loss)/Income, Net of Tax | (11,352) | | | (5,059) | | | 6,403 | |
| Comprehensive Income | $ | 1,193,815 | | | $ | 903,994 | | | $ | 1,039,403 | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| | | | | | |
| Net Income | $ | 987,996 |
| | $ | 942,302 |
| | $ | 878,485 |
|
| Other Comprehensive (Loss)/Income, Net of Tax: | | | | | |
| Qualified Cash Flow Hedging Instruments | 1,974 |
| | 2,137 |
| | 2,079 |
|
| Changes in Unrealized (Losses)/Gains on Marketable Securities | (350 | ) | | 2,294 |
| | (2,588 | ) |
| Change in Funded Status of Pension, SERP and PBOP Benefit Plans | (2,745 | ) | | (2,869 | ) | | 7,674 |
|
| Other Comprehensive (Loss)/Income, Net of Tax | (1,121 | ) | | 1,562 |
| | 7,165 |
|
| Comprehensive Income | $ | 986,875 |
| | $ | 943,864 |
| | $ | 885,650 |
|
See the Combined Notes to Financial Statements in this Annual Report on Form 10-K for a description of significant accounting matters related to Eversource parent, including Eversource common shares information as described in Note 17,18, "Common Shares," material obligations and guarantees as described in Note 11,13, "Commitments and Contingencies," and debt agreements as described in Note 7,8, "Short-Term Debt," and Note 8,9, "Long-Term Debt."
SCHEDULE I
EVERSOURCE ENERGY (PARENT)
FINANCIAL INFORMATION OF REGISTRANT
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2017, 20162020, 2019 and 20152018
(Thousands of Dollars)
| | | | | | | | | | | | | | | | | |
| | 2020 | | 2019 | | 2018 |
| Operating Activities: | | | | | |
| Net Income | $ | 1,205,167 | | | $ | 909,053 | | | $ | 1,033,000 | |
| Adjustments to Reconcile Net Income to Net Cash Flows Provided by Operating Activities: | | | | | |
| Equity in Earnings of Subsidiaries | (1,309,630) | | | (1,001,526) | | | (1,049,748) | |
| Cash Dividends Received from Subsidiaries | 485,800 | | | 883,000 | | | 569,500 | |
| Deferred Income Taxes | (4,667) | | | 13,382 | | | 20,032 | |
| Other | 39,940 | | | 19,584 | | | (31,093) | |
| Changes in Current Assets and Liabilities: | | | | | |
| Accounts Receivables from Subsidiaries | (14,575) | | | 7,105 | | | (28,716) | |
| Taxes Receivable/Accrued, Net | 35,300 | | | (605) | | | (20,207) | |
| Accounts Payable to Subsidiaries | 14,091 | | | (4,099) | | | (9,817) | |
| Other Current Assets and Liabilities, Net | 21,284 | | | (2,503) | | | 2,553 | |
| Net Cash Flows Provided by Operating Activities | 472,710 | | | 823,391 | | | 485,504 | |
| | | | | | |
| Investing Activities: | | | | | |
| Capital Contributions to Subsidiaries | (1,899,340) | | | (1,039,000) | | | (955,700) | |
| Return of Capital from Subsidiaries | 80,000 | | | 0 | | | 530,000 | |
| Increase in Notes Receivable from Subsidiaries | (264,300) | | | (218,100) | | | (158,210) | |
| Other Investing Activities | (367) | | | (1,799) | | | (1,149) | |
| Net Cash Flows Used in Investing Activities | (2,084,007) | | | (1,258,899) | | | (585,059) | |
| | | | | |
| Financing Activities: | | | | | |
| Issuance of Common Shares, Net of Issuance Costs | 928,992 | | | 852,254 | | | 0 | |
| Cash Dividends on Common Shares | (744,665) | | | (663,239) | | | (640,110) | |
| Issuance of Long-Term Debt | 1,550,000 | | | 0 | | | 1,550,000 | |
| Retirement of Long-Term Debt | 0 | | | (350,000) | | | (450,000) | |
| (Decrease)/Increase in Notes Payable | (170,545) | | | 593,370 | | | (347,810) | |
| Other Financing Activities | 46,480 | | | 4,001 | | | (12,455) | |
| Net Cash Flows Provided by Financing Activities | 1,610,262 | | | 436,386 | | | 99,625 | |
| Net (Decrease)/Increase in Cash | (1,035) | | | 878 | | | 70 | |
| Cash - Beginning of Year | 1,469 | | | 591 | | | 521 | |
| Cash - End of Year | $ | 434 | | | $ | 1,469 | | | $ | 591 | |
| | | | | |
| Supplemental Cash Flow Information: | | | | | |
| Cash Paid/(Received) During the Year for: | | | | | |
| Interest | $ | 140,694 | | | $ | 161,323 | | | $ | 118,533 | |
| Income Taxes | $ | (43,158) | | | $ | (63,227) | | | $ | (30,239) | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| Operating Activities: | | | | | |
| Net Income | $ | 987,996 |
| | $ | 942,302 |
| | $ | 878,485 |
|
| Adjustments to Reconcile Net Income to Net Cash | | | | | |
| Flows Provided by Operating Activities: | | | | | |
| Equity in Earnings of Subsidiaries | (993,063 | ) | | (922,321 | ) | | (900,824 | ) |
| Cash Dividends Received from Subsidiaries | 753,300 |
| | 724,877 |
| | 602,300 |
|
| Deferred Income Taxes | 37,867 |
| | 19,008 |
| | 16,880 |
|
| Other | (36,052 | ) | | (27,963 | ) | | (22,864 | ) |
| Changes in Current Assets and Liabilities: | | | | | |
| Accounts Receivables from Subsidiaries | 29,405 |
| | (9,173 | ) | | (16,980 | ) |
| Taxes Receivable/Accrued, Net | 1,555 |
| | 8,050 |
| | (14,426 | ) |
| Accounts Payable, Including Affiliate Payables | 9,763 |
| | (6,908 | ) | | (134,730 | ) |
| Other Current Assets and Liabilities, Net | 7,536 |
| | (7,433 | ) | | 6,832 |
|
| Net Cash Flows Provided by Operating Activities | 798,307 |
| | 720,439 |
| | 414,673 |
|
| | | | | | |
| Investing Activities: | | | | | |
| Capital Contributions to Subsidiaries | (1,156,731 | ) | | (589,500 | ) | | (218,500 | ) |
| (Increase)/Decrease in Notes Receivable from Subsidiaries | (192,100 | ) | | 14,510 |
| | (131,650 | ) |
| Other Investing Activities | 1,484 |
| | — |
| | 12,000 |
|
| Net Cash Flows Used in Investing Activities | (1,347,347 | ) | | (574,990 | ) | | (338,150 | ) |
| | | | | | |
| Financing Activities: | | | | | |
| Cash Dividends on Common Shares | (602,083 | ) | | (564,486 | ) | | (529,791 | ) |
| Issuance of Long-Term Debt | 1,200,000 |
| | 500,000 |
| | 450,000 |
|
| Decrease in Notes Payable | (42,690 | ) | | (76,453 | ) | | (2,622 | ) |
| Other Financing Activities | (5,759 | ) | | (4,484 | ) | | 5,819 |
|
| Net Cash Flows Provided by/(Used in) Financing Activities | 549,468 |
| | (145,423 | ) | | (76,594 | ) |
| Net Increase/(Decrease) in Cash | 428 |
| | 26 |
| | (71 | ) |
| Cash - Beginning of Year | 93 |
| | 67 |
| | 138 |
|
| Cash - End of Year | $ | 521 |
| | $ | 93 |
| | $ | 67 |
|
| | | | | | |
| Supplemental Cash Flow Information: | | | | | |
| Cash Paid/(Received) During the Year for: | | | | | |
| Interest | $ | 73,868 |
| | $ | 58,018 |
| | $ | 43,024 |
|
| Income Taxes | $ | (59,526 | ) | | $ | (65,531 | ) | | $ | (34,680 | ) |
See the Combined Notes to Financial Statements in this Annual Report on Form 10-K for a description of significant accounting matters related to Eversource parent, including Eversource common shares information as described in Note 17,18, "Common Shares," material obligations and guarantees as described in Note 11,13, "Commitments and Contingencies," and debt agreements as described in Note 7,8, "Short-Term Debt," and Note 8,9, "Long-Term Debt."
SCHEDULE II
EVERSOURCE ENERGY AND SUBSIDIARIES
VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
FOR THE YEARS ENDED DECEMBER 31, 2017, 20162020, 2019 AND 20152018
(Thousands of Dollars)
| | | | | | | | | | | | | | | | | | | | |
| Column A | Column B | Column C | Column D | Column E |
| | | Additions | | |
| | | (1) | (2) | | |
| Description: | Balance as of Beginning of Year | Charged to Costs and Expenses | Charged to Other
Accounts -
Describe (a) | Deductions -Describe (b) | Balance as of End of Year |
Eversource: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2020 | $ | 224,821 | | $ | 53,461 | | $ | 145,005 | | $ | 64,436 | | $ | 358,851 | |
| | 2019 | 212,723 | | 63,446 | | 57,223 | | 108,571 | | 224,821 | |
| | 2018 | 195,708 | | 61,337 | | 48,671 | | 92,993 | | 212,723 | |
| CL&P: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2020 | $ | 97,348 | | $ | 12,882 | | $ | 71,223 | | $ | 24,006 | | $ | 157,447 | |
| | 2019 | 88,034 | | 15,947 | | 38,935 | | 45,568 | | 97,348 | |
| | 2018 | 78,872 | | 15,831 | | 29,524 | | 36,193 | | 88,034 | |
| NSTAR Electric: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2020 | $ | 75,406 | | $ | 15,293 | | $ | 23,424 | | $ | 22,540 | | $ | 91,583 | |
| | 2019 | 74,516 | | 25,079 | | 12,556 | | 36,745 | | 75,406 | |
| | 2018 | 69,666 | | 22,279 | | 14,971 | | 32,400 | | 74,516 | |
PSNH: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2020 | $ | 10,497 | | $ | 5,164 | | $ | 7,692 | | $ | 6,196 | | $ | 17,157 | |
| | 2019 | 11,065 | | 6,726 | | 872 | | 8,166 | | 10,497 | |
| | 2018 | 10,481 | | 6,383 | | 953 | | 6,752 | | 11,065 | |
(a) Amounts relate to uncollectible accounts receivables reserved for that are not charged to bad debt expense. CL&P, NSTAR Electric, NSTAR Gas and Yankee Gas are allowed to recover in rates, amounts associated with certain uncollectible hardship accounts receivable. Management also believes that uncollectible hardship accounts receivable at EGMA will be recoverable in future rates. CL&P, NSTAR Electric, PSNH, NSTAR Gas and EGMA are also allowed to recover uncollectible energy supply costs through regulatory tracking mechanisms. Amounts in this column also include a $24.2 million increase due to the CMA asset acquisition on October 9, 2020 at Eversource, and an increase due to the adoption of the credit loss accounting standard in 2020 of $23.8 million at Eversource, $22.2 million at CL&P, $0.3 million at PSNH, and a decrease of $1.3 million at NSTAR Electric.
(b) Amounts written off, net of recoveries.
|
| | | | | | | | | | | | | | | | |
| Column A | Column B | Column C | Column D | Column E |
| | | Additions | | |
| | | (1) | (2) | | |
| | | Charged | Charged to | | |
| | Balance as | to Costs | Other | Deductions - | Balance |
| | of Beginning | and | Accounts - | Describe | as of |
| Description: | of Year | Expenses | Describe (a) | (b) | End of Year |
Eversource: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2017 | $ | 200,630 |
| $ | 44,665 |
| $ | 47,630 |
| $ | 97,217 |
| $ | 195,708 |
|
| | 2016 | 190,680 |
| 69,466 |
| 45,452 |
| 104,968 |
| 200,630 |
|
| | 2015 | 175,317 |
| 51,077 |
| 79,622 |
| 115,336 |
| 190,680 |
|
| CL&P: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2017 | $ | 86,391 |
| $ | 5,312 |
| $ | 25,533 |
| $ | 38,364 |
| $ | 78,872 |
|
| | 2016 | 79,479 |
| 17,572 |
| 28,801 |
| 39,461 |
| 86,391 |
|
| | 2015 | 84,287 |
| 10,105 |
| 30,592 |
| 45,505 |
| 79,479 |
|
| NSTAR Electric: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2017 | $ | 70,284 |
| $ | 21,252 |
| $ | 14,273 |
| $ | 36,143 |
| $ | 69,666 |
|
| | 2016 | 66,676 |
| 31,728 |
| 11,253 |
| 39,373 |
| 70,284 |
|
| | 2015 | 50,550 |
| 19,168 |
| 36,977 |
| 40,019 |
| 66,676 |
|
PSNH: | | | | | |
| Reserves Deducted from Assets - | | | | | |
| Reserves for Uncollectible Accounts: | | | | | |
| | 2017 | $ | 9,941 |
| $ | 6,917 |
| $ | 464 |
| $ | 6,841 |
| $ | 10,481 |
|
| | 2016 | 8,733 |
| 7,288 |
| 498 |
| 6,578 |
| 9,941 |
|
| | 2015 | 7,663 |
| 8,889 |
| 841 |
| 8,660 |
| 8,733 |
|
| |
(a) | Amounts relate to uncollectible accounts receivables reserved for that are not charged to bad debt expense. The PURA allows CL&P and Yankee Gas to accelerate the recovery of accounts receivable balances attributable to qualified customers under financial or medical duress (uncollectible hardship accounts receivable) outstanding for greater than 180 days and 90 days, respectively. The DPU allows NSTAR Electric and NSTAR Gas to recover in rates, amounts associated with certain uncollectible hardship accounts receivable. |
| |
(b) | Amounts written off, net of recoveries. |
EXHIBIT INDEX
Each document described below is incorporated by reference by the registrant(s) listed to the files identified, unless designated with a (*), which exhibits are filed herewith. Management contracts and compensation plans or arrangements are designated with a (+).
Exhibit
NumberDescription
3.Articles of Incorporation and By-Laws
(A)Eversource Energy
1
(B)The Connecticut Light and Power Company
(C)NSTAR Electric Company
(D)Public Service Company of New Hampshire
4.Instruments defining the rights of security holders, including indentures
(A)Eversource Energy
4.1.1Fifth Supplemental Indenture between Eversource Energy and The Bank of New York Trust Company N.A., as Trustee, dated as of May 1, 2013, relating to $300 million of Senior Notes, Series E, due 2018 and $4$450 million of Senior Notes, Series F, due 2023 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed May 16, 2013, File No. 001-05324001-05324))
4.1.2Sixth Supplemental Indenture between Eversource Energy and The Bank of New York Trust Company N.A., as Trustee, dated as of January 1, 2015, relating to $150 million of Senior Notes, Series G, due 2018 and $300 million of Senior Notes, Series H, due 2025 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed January 21, 2015, File No. 001-05324001-05324))
4.1.3Seventh Supplemental Indenture between Eversource Energy and The Bank of New York Trust Company N.A., as Trustee, dated as of March 7, 2016, relating to $250 million of Senior Notes, Series I, due 2021 and $250 million of Senior Notes, Series J, due 2026 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed March 15, 2016, File No. 001-05324001-05324))
| |
4.1.5 |
4.1.5 Ninth Supplemental Indenture between Eversource Energy and The Bank of New York Trust Company N.A., as Trustee, dated as of October 1, 2017, relating to $450 million of Senior Notes, Series K, due 2022 and $450 million of Senior Notes, Series L, due 2024 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed October 12, 2017, File No. 001-05324)
4.1.6 Tenth Supplemental Indenture between Eversource Energy and The Bank of New York Trust Company N.A., as Trustee, dated as of October 1, 2017, relating to $450 million of Senior Notes, Series K, due 2022 and $450 million of Senior Notes, Series L, due 2024 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed October 12, 2017, File No. 001-05324) |
4.2Indenture dated as of January 1, 2018, relating to $200 million of Senior Notes, Series I, Due 2021 and $450 million of Senior Notes, Series M, Due 2028 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed January 12, 2000,2018, File No. 001-05324)
4.1.7 Eleventh Supplemental Indenture between Eversource Energy as successor to NSTAR LLC, as successor to NSTAR, and The Bank Oneof New York Trust Company N.A. N.A., as Trustee, dated as of December 1, 2018, relating to $400 million of Senior Notes, Series N, Due 2023 and $500 million of Senior Notes, Series O, Due 2029 (Exhibit 4.1, to NSTAR Registration StatementEversource Energy Current Report on Form S-3, filed January 14, 2000, on File No. 333-94735)
4.1.9 Thirteenth Supplemental Indenture between Eversource Energy and The Bank of New York Trust Company N.A., as Trustee, dated as of August 1, 2020, relating to $300 million aggregate principal amount of Senior Notes, Series Q, Due 2025 and $600 million aggregate principal amount of Senior Notes, Series R, Due 2030 (Exhibit 4.1, Eversource Energy Current Report on Form 8-K filed August 20, 2020, File No. 001-05324)
(B)The Connecticut Light and Power Company
| |
(C) | NSTAR Electric Company |
(C) NSTAR Electric Company
(D)Public Service Company of New Hampshire
| |
(F) | Eversource Energy, The Connecticut Light and Power Company and Public Service Company of New Hampshire |
*(F) Eversource Energy, The Connecticut Light and Power Company and Public Service Company of New Hampshire
4.1Amended and Restated Credit Agreement, dated December 8, 2017, by and among Eversource Energy, CL&P, NSTAR Gas, PSNH and Yankee Gas Services Company and the Banks named therein, pursuant to which Bank of America, N.A. serves as Administrative Agent(Exhibit 4.1, 2017 Eversource Form 10-K filed on February 26, 2018)
10.Material Contracts
(A)Eversource Energy
+10.3 2016 Eversource Energy Form 10-K filed February 23, 2017, File No. 001-05324)
10.6Composite Transmission Service Agreement, by and between Northern Pass Transmission LLC, as Owner and H.Q. Hydro Renewable Energy, Inc., as Purchaser dated October 4, 2010 and +10.4.1 Amendment No 1 to the Eversource Deferred Compensation Plan effective February 14, 2014 7, 2018 (Exhibit 10.5, 201310.6.1, Eversource Energy Annual Report on Form 10-K10-K filed on February 25, 2014, 27, 2020, File No. 001-05324)
+10.8NSTAR 2007 Long Term Incentive Plan, effective May 3, 2007 (Exhibit 10.2, Eversource Energy Registration Statement on Form S-8 filed on May 8, 2012)
| |
(B) | Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire |
(B) Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company and Public Service Company of New Hampshire
| |
(C) | (C) Eversource Energy, The Connecticut Light and Power Company, Public Service Company of New Hampshire and NSTAR Electric Company |
10.1Agreements among New England Utilities with respect to the Hydro-Quebec interconnection projects
(D)Eversource Energy and The Connecticut Light and Power Company
(E)Eversource Energy and Public Service Company of New Hampshire
*12.Ratio of Earnings to Fixed Charges
*31.Rule 13a - 14(a)/15 d - 14(a) Certifications
| |
(B) | The Connecticut Light and Power Company |
| |
(C) | NSTAR Electric Company |
| |
(D) | Public Service Company of New Hampshire |
(A) Eversource Energy
(B) The Connecticut Light and Power Company
(C) NSTAR Electric Company
(D) Public Service Company of New Hampshire
*3218 U.S.C. Section 1350 Certifications
(A) Eversource Energy
(B) The Connecticut Light and Power Company
(C) NSTAR Electric Company
(D) Public Service Company of New Hampshire
*101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document
*101.SCH Inline XBRL Taxonomy Extension Schema
*101.CAL Inline XBRL Taxonomy Extension Calculation
*101.DEF Inline XBRL Taxonomy Extension Definition
*101.LAB Inline XBRL Taxonomy Extension Labels
*101.PRE Inline XBRL Taxonomy Extension Presentation
*104 The cover page from the Annual Report on Form 10-K for the year ended December 31, 2020, formatted in Inline XBRL
EVERSOURCE ENERGY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | |
(A) | Eversource Energy | EVERSOURCE ENERGY |
| | | |
32 | | | |
| February 17, 2021 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
| | | | | | | | | | | | | | | | | |
| Signature | | Title | | Date |
| | | | | |
| | | | | |
| /s/ | James J. Judge | | Chairman of the Board, President and | | February 17, 2021 |
| James J. Judge | | Chief Executive Officer and Chief Financial Officer of Eversource Energy pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002a Trustee | | |
| | | (Principal Executive Officer) | | |
| | | | | |
| | | | | |
(B)/s/ | The Connecticut Light Philip J. Lembo | | Executive Vice President | | February 17, 2021 |
| Philip J. Lembo | | and Power CompanyChief Financial Officer | | |
| | | (Principal Financial Officer) | | |
| | | | | |
| | | | | |
32/s/ | | | Vice President, Controller | | February 17, 2021 |
| Jay S. Buth | | and the Chief FinancialAccounting Officer of CL&P pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |
| | | | | |
| | | | | |
(C)/s/ | NSTAR Electric CompanyCotton M. Cleveland | | Trustee | | February 17, 2021 |
| Cotton M. Cleveland | | | | |
| | | | | |
| | | | | |
32/s/ | James S. DiStasio | | Trustee | | February 17, 2021 |
| James S. DiStasio | | | | |
| | | | | |
| | | | | | | | | | | | | | | | | |
(D) | Public Service Company of New HampshireSignature | | Title | | Date |
| | | |
*101.INS/s/ | XBRL Instance DocumentFrancis A. Doyle | | Trustee | | February 17, 2021 |
| Francis A. Doyle | | | | |
| | | | | |
*101.SCH | XBRL Taxonomy Extension Schema |
| | | |
*101.CAL/s/ | XBRL Taxonomy Extension CalculationLinda Dorcena Forry | | Trustee | | February 17, 2021 |
| Linda Dorcena Forry | | | | |
| | | | | |
*101.DEF | XBRL Taxonomy Extension Definition |
| | | |
*101.LAB/s/ | XBRL Taxonomy Extension LabelsGregory M. Jones | | Trustee | | February 17, 2021 |
| Gregory M. Jones | | | | |
| | | | | |
*101.PRE | XBRL Taxonomy Extension Presentation | | | | |
| /s/ | John Y. Kim | | Trustee | | February 17, 2021 |
| John Y. Kim | | | | |
| | | | | |
| | | | | |
| /s/ | Kenneth R. Leibler | | Trustee | | February 17, 2021 |
| Kenneth R. Leibler | | | | |
| | | | | |
| | | | | |
| /s/ | David H. Long | | Trustee | | February 17, 2021 |
| David H. Long | | | | |
| | | | | |
| | | | | |
| /s/ | William C. Van Faasen | | Trustee | | February 17, 2021 |
| William C. Van Faasen | | | | |
| | | | | |
| | | | | |
| /s/ | Frederica M. Williams | | Trustee | | February 17, 2021 |
| Frederica M. Williams | | | | |
THE CONNECTICUT LIGHT AND POWER COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | |
| THE CONNECTICUT LIGHT AND POWER COMPANY |
| | | |
| | | |
| February 17, 2021 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
| | | | | | | | | | | | | | | | | |
| Signature | | Title | | Date |
| | | | | |
| | | | | |
| /s/ | James J. Judge | | Chairman and a Director | | February 17, 2021 |
| James J. Judge | | (Principal Executive Officer) | | |
| | | | | |
| | | | | |
| /s/ | Werner J. Schweiger | | Chief Executive Officer and a Director | | February 17, 2021 |
| Werner J. Schweiger | | | | |
| | | | | |
| | | | | |
| /s/ | Philip J. Lembo | | Executive Vice President and | | February 17, 2021 |
| Philip J. Lembo | | Chief Financial Officer and a Director | | |
| | | (Principal Financial Officer) | | |
| | | | | |
| | | | | |
| /s/ | Gregory B. Butler | | Executive Vice President and General Counsel | | February 17, 2021 |
| Gregory B. Butler | | and a Director | | |
| | | | | |
| | | | | |
| /s/ | Jay S. Buth | | Vice President, Controller | | February 17, 2021 |
| Jay S. Buth | | and Chief Accounting Officer | | |
NSTAR ELECTRIC COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | |
| NSTAR ELECTRIC COMPANY |
| | | |
| | | |
| February 17, 2021 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
| | | | | | | | | | | | | | | | | |
| Signature | | Title | | Date |
| | | | | |
| | | | | |
| /s/ | James J. Judge | | Chairman and a Director | | February 17, 2021 |
| James J. Judge | | (Principal Executive Officer) | | |
| | | | | |
| | | | | |
| /s/ | Werner J. Schweiger | | Chief Executive Officer and a Director | | February 17, 2021 |
| Werner J. Schweiger | | | | |
| | | | | |
| | | | | |
| /s/ | Philip J. Lembo | | Executive Vice President and | | February 17, 2021 |
| Philip J. Lembo | | Chief Financial Officer and a Director | | |
| | | (Principal Financial Officer) | | |
| | | | | |
| | | | | |
| /s/ | Gregory B. Butler | | Executive Vice President and General Counsel | | February 17, 2021 |
| Gregory B. Butler | | and a Director | | |
| | | | | |
| | | | | |
| /s/ | Jay S. Buth | | Vice President, Controller | | February 17, 2021 |
| Jay S. Buth | | and Chief Accounting Officer | | |
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | |
| PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE |
| | | |
| | | |
| February 17, 2021 | By: | /s/ | Jay S. Buth |
| | | Jay S. Buth |
| | | Vice President, Controller and Chief Accounting 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 and on the dates indicated.
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Gregory B. Butler, Philip J. Lembo and Jay S. Buth and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
| | | | | | | | | | | | | | | | | |
| Signature | | Title | | Date |
| | | | | |
| | | | | |
| /s/ | James J. Judge | | Chairman and a Director | | February 17, 2021 |
| James J. Judge | | (Principal Executive Officer) | | |
| | | | | |
| | | | | |
| /s/ | Werner J. Schweiger | | Chief Executive Officer and a Director | | February 17, 2021 |
| Werner J. Schweiger | | | | |
| | | | | |
| | | | | |
| /s/ | Philip J. Lembo | | Executive Vice President and | | February 17, 2021 |
| Philip J. Lembo | | Chief Financial Officer and a Director | | |
| | | (Principal Financial Officer) | | |
| | | | | |
| | | | | |
| /s/ | Gregory B. Butler | | Executive Vice President and General Counsel | | February 17, 2021 |
| Gregory B. Butler | | and a Director | | |
| | | | | |
| | | | | |
| /s/ | Jay S. Buth | | Vice President, Controller | | February 17, 2021 |
| Jay S. Buth | | and Chief Accounting Officer | | |
