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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
þ          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20182020
OR
¨
          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 001-16189
NiSource Inc.
(Exact name of registrant as specified in its charter)
Delaware                 DE35-2108964
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)
801 East 86th Avenue
Merrillville, Indiana
46410
Merrillville,IN46410
(Address of principal executive offices)(Zip Code)
(877) 647-5990
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class        Each ClassTrading
Symbol(s)
Name of each exchangeEach Exchange on which registeredWhich Registered
Common Stock, par value $0.01 per shareNINew YorkNYSE
Depositary Shares, each representing a 1/1,000th ownership interest in a share of 6.50% Series BNI PR BNYSE
Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, par value $0.01 per share, liquidation preference $25,000 per share and a 1/1,000th ownership interest in a share of Series B-1 Preferred Stock, par value $0.01 per share, liquidation preference $0.01 per share
Securities registered pursuant to Section 12(g) of the Act:     None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   Yes þ   No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.   Yes ¨   No þ
Indicate by check mark whether the registrant (1) has 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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes þ   No ¨
Indicate by check mark whether the registrant has 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 registrant was required to submit such files).
Yes þ   No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s 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 definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12-b-2 of the Exchange Act.
Large accelerated filer þ     Accelerated Filer ¨Emerging Growth Company Non-accelerated Filer ¨Smaller Reporting Company
Large accelerated filer þ
Accelerated filer ¨
Emerging growth company ¨
Non-accelerated filer ¨
Smaller reporting 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 registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes ¨  No þ
The aggregate market value of the registrant's common stock, par value $0.01 per share (the "Common Stock") held by non-affiliates was approximately $9,506,346,286$8,671,854,266 based upon the June 29, 2018,30, 2020, closing price of $26.28$22.74 on the New York Stock Exchange.
There were 372,494,365391,859,711shares of Common Stock outstanding as of February 12, 2019.9, 2021.



Documents Incorporated by Reference
Part III of this report incorporates by reference specific portions of the Registrant’s Notice of Annual Meeting and Proxy Statement relating to the Annual Meeting of Stockholders to be held on May 7, 2019.25, 2021.





CONTENTS
 
Page
No.
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Item 15.
Item 16.

2

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DEFINED TERMS
The following is a list of abbreviations or acronyms that are used in this report:


DEFINED TERMS
The following is a list of abbreviations or acronyms that are used in this report:
NiSource Subsidiaries, Affiliates and Former Subsidiaries
Capital Markets (former subsidiary)NiSource Capital Markets, Inc.
Columbia (former subsidiary)Columbia Energy Group
Columbia of KentuckyColumbia Gas of Kentucky, Inc.
Columbia of MarylandColumbia Gas of Maryland, Inc.
Columbia of MassachusettsBay State Gas Company
Columbia of OhioColumbia Gas of Ohio, Inc.
Columbia of PennsylvaniaColumbia Gas of Pennsylvania, Inc.
Columbia of VirginiaColumbia Gas of Virginia, Inc.
CompanyNiSource Inc. and its subsidiaries, unless otherwise indicated by the context
CPG (former subsidiary)NIPSCOColumbia Pipeline Group, Inc.
NIPSCONorthern Indiana Public Service Company LLC
NiSource ("we," "us" or "our")NiSource Inc.
NiSource Corporate ServicesNiSource Corporate Services Company
NiSource Finance (former subsidiary)NiSource Finance Corporation
Abbreviations
AbbreviationsACE
ACEAffordable clean energy
AFUDCAllowance for funds used during construction
AMRAutomatic meter reading
AMRPAOCIAccelerated Main Replacement Program
AOCIAccumulated Other Comprehensive Income
ASCAccounting Standards Codification
ASUAccounting Standards Update
ATMAt-the-market
BoardBoard of Directors
BTABuild-transfer agreement
CAACAPClean Air Act
CAPCompliance Assurance Process
CCGTCombined Cycle Gas Turbine
CCRsCoal Combustion Residuals
CEPCapital Expenditure Program
CERCLAComprehensive Environmental Response Compensation and Liability Act (also known as Superfund)
CO2
COVID-19 ("the COVID-19 pandemic" or "the pandemic")
Carbon dioxideNovel Coronavirus 2019
CPPDPAClean Power PlanDeferred prosecution agreement
DPUDepartment of Public Utilities
DSICDistribution System Investment Charge
DSMDemand Side Management
ECTEnvironmental Cost Tracker
EERMEnvironmental Expense Recovery Mechanism
EGUsElectric Utility Steam Generating Units

3

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DEFINED TERMS
ELGEffluence limitations guidelines
EPA
EPAUnited States Environmental Protection Agency
EPSEarnings per share
FACFuel adjustment clause
FASBFinancial Accounting Standards Board
FERCFederal Energy Regulatory Commission
FMCAFederally Mandated Cost Adjustment
FTRsGAAPFinancial Transmission Rights
GAAPGenerally Accepted Accounting Principles
GCAGas cost adjustment
GCRGas cost recovery
GHGGreenhouse gas
GSEPGWhGas System Enhancement ProgramGigawatt hours
3

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GWhGigawatt hoursDEFINED TERMS
IRISHLBVInfrastructure Replacement and Improvement SurchargeHypothetical Liquidation at Book Value
IRPInfrastructure Replacement Program
IRSInternal Revenue Service
IURCIndiana Utility Regulatory Commission
LDCsLocal distribution companies
LIBORLondon inter-bank offered rate
LIFOLast-in, first-out
MGPMA DORMassachusetts Department of Revenue
Massachusetts BusinessAll of the assets sold to, and liabilities assumed by, Eversource pursuant to the Asset Purchase Agreement
MGPManufactured Gas Plant
MISOMidcontinent Independent System Operator
MizuhoMMDthMizuho Corporate Bank Ltd.Million dekatherms
MMDthMWMillion dekathermsMegawatts
MWMWhMegawattsMegawatt hours
MWhNOLMegawatt hours
NOLNet Operating Loss
NTSBNational Transportation Safety Board
NYMEXThe New York Mercantile Exchange
NYSEThe New York Stock Exchange
OPEBOther Postretirement and Postemployment Benefits
PCBPolychlorinated biphenyls
PHMSAU.S. Department of Transportation Pipeline and Hazardous Materials Safety Administration
PISCCPPAPost-in-service carrying chargesPower Purchase Agreement
PPAPSCPurchase plan agreement
PSCPublic Service Commission
PTCProduction Tax Credits
PUCPublic Utility Commission
PUCOPublic Utilities Commission of Ohio
RCRAResource Conservation and Recovery Act
ROURight of use
SABStaff accounting bulletin
SAVESteps to Advance Virginia's Energy Plan

4

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DEFINED TERMS
SeparationPUCThe separation of our natural gas pipeline, midstream and storage business from our natural gas and electric utility business accomplished through a pro rata distribution to holders of our outstanding common stock of all the outstanding shares of common stock of CPG. The separation was completed on July 1, 2015.Public Utility Commission
SECPUCOPublic Utilities Commission of Ohio
RCRAResource Conservation and Recovery Act
ROEReturn on Equity
RosewaterRosewater Wind Generation LLC
ROURight of use
SAVESteps to Advance Virginia's Energy Plan
SECSecurities and Exchange Commission
STRIDESMRPSafety Modification and Replacement Program
SMSSafety Management System
STRIDEStrategic Infrastructure Development and Enhancement
Sugar CreekSugar Creek electric generating plant
TCJATax Cuts and Jobs Act of 2017
TDSICTransmission, Distribution and Storage System Improvement Charge
VIETSATransition Service Agreement
U.S. Attorney's OfficeU.S. Attorney's Office for the District of Massachusetts
VIEVariable Interest Entity
VSCCVirginia State Corporation Commission
WCEWhiting Clean Energy
Note regarding forward-looking statements
This Annual Report on Form 10-K contains “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange
4

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"Exchange Act"). Investors and prospective investors should understand that many factors govern whether any forward-looking statement contained herein will be or can be realized. Any one of those factors could cause actual results to differ materially from those projected. These forward-looking statements include, but are not limited to, statements concerning our plans, strategies, objectives, expected performance, expenditures, recovery of expenditures through rates, stated on either a consolidated or segment basis, and any and all underlying assumptions and other statements that are other than statements of historical fact. Expressions of future goals and expectations and similar expressions, including "may," "will," "should," "could," "would," "aims," "seeks," "expects," "plans," "anticipates," "intends," "believes," "estimates," "predicts," "potential," "targets," "forecast," and "continue," reflecting something other than historical fact are intended to identify forward-looking statements. All forward-looking statements are based on assumptions that management believes to be reasonable; however, there can be no assurance that actual results will not differ materially.
Factors that could cause actual results to differ materially from the projections, forecasts, estimates and expectations discussed in this Annual Report on Form 10-K include, among other things, our ability to execute our business plan or growth strategy, including utility infrastructure investments; potential incidents and other operating risks associated with our business; our ability to adapt to, and manage costs related to, advances in technology; impacts related to our aging infrastructure; our ability to obtain sufficient insurance coverage and whether such coverage will protect us against significant losses; the success of our electric generation strategy; construction risks and natural gas costs and supply risks; fluctuations in demand from residential and commercial customers; fluctuations in the price of energy commodities and related transportation costs or an inability to obtain an adequate, reliable and cost-effective fuel supply to meet customer demands; the attraction and retention of a qualified workforce and ability to maintain good labor relations; our ability to manage new initiatives and organizational changes; the performance of third-party suppliers and service providers; potential cyber-attacks; any damage to our reputation; any remaining liabilities or impact related to the sale of Massachusetts Business; the impacts of natural disasters, potential terrorist attacks or other catastrophic events; the impacts of climate change and extreme weather conditions; our debt obligations; any changes to our credit rating or the credit rating of our or certain of our subsidiaries; our ability to execute our growth strategy; changesadverse economic and capital market conditions or increases in general economic, capital and commodity market conditions; pension funding obligations;interest rates; economic regulation and the impact of regulatory rate reviews; our ability to obtain expected financial or regulatory outcomes; our ability to adapt to,continuing and manage costs related to, advances in technology; any changes in our assumptions regardingpotential future impacts from the financial implications of the Greater Lawrence Incident; potential incidents and other operating risks associated with our business; our ability to obtain sufficient insurance coverage; the outcome of legal and regulatory proceedings, investigations, incidents, claims and litigation; any damage to our reputation, including in connection with the Greater Lawrence Incident; compliance with environmental laws and the costs of associated liabilities; fluctuations in demand from residential and commercial customers;COVID-19 pandemic; economic conditions ofin certain industries; the success of NIPSCO's electric generation strategy; the price of energy commodities and related transportation costs; the reliability of customers and suppliers to fulfill their payment and contractual obligations; potential impairments of goodwill or definite-lived intangible assets; changes in taxation and accounting principles; the impact of an aging infrastructure; the impact of climate change; potential cyber-attacks; construction risks and natural gas costs and supply risks; extreme weather conditions; the attraction and retention of a qualified workforce; the ability of our subsidiaries to generate cash; uncertaintiespension funding obligations; potential impairments of goodwill; changes in the method for determining LIBOR and the potential replacement of the LIBOR benchmark interest rate; the outcome of legal and regulatory proceedings, investigations, incidents, claims and litigation; potential remaining liabilities related to the expected benefitsGreater Lawrence Incident; compliance with the agreements entered into with the U.S. Attorney’s Office to settle the U.S. Attorney’s Office’s investigation relating to the Greater Lawrence Incident; compliance with applicable laws, regulations and tariffs; compliance with environmental laws and the costs of the Separation; our ability to manage new initiatives and organizational changes; the performance of third-party suppliers and service providers;associated liabilities; changes in taxation; and other matters set forth in Item 1, “Business,” Item 1A, “Risk Factors” and Part II. Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of this report, manysome of which risks are beyond our control. In addition, the relative contributions to profitability by each business segment, and the assumptions underlying the forward-looking statements relating thereto, may change over time.
All forward-looking statements are expressly qualified in their entirety by the foregoing cautionary statements. We undertake no obligation to, and expressly disclaimsdisclaim any such obligation to, update or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events or changes to the future results over time or otherwise, except as required by law.

5

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PART I
ITEM 1. BUSINESS
NISOURCE INC.

NiSource Inc. is an energy holding company under the Public Utility Holding Company Act of 2005 whose primary subsidiaries are fully regulated natural gas and electric utility companies, serving approximately 4.03.7 million customers in sevensix states. NiSource is the successor to an Indiana corporation organized in 1987 under the name of NIPSCO Industries, Inc., which changed its name to NiSource on April 14, 1999.
NiSource is one of the nation’s largest natural gas distribution companies, as measured by number of customers. NiSource’s principal subsidiaries include NiSource Gas Distribution Group, Inc., a natural gas distribution holding company, and NIPSCO, a gas and electric company. NiSource derives substantially all of its revenues and earnings from the operating results of these rate-regulated businesses.
On September 13, 2018, a series of firesFebruary 26, 2020, NiSource and explosions occurred in Lawrence, Andover and North Andover, Massachusetts related to the delivery of natural gas by Columbia of Massachusetts (referredentered into an Asset Purchase Agreement with Eversource (the "Asset Purchase Agreement"). Upon the terms and subject to herein as the “Greater Lawrence Incident”). The Greater Lawrence Incident resulted in one fatality and a number of injuries, damaged multiple homes and businesses, and caused the temporary evacuation of significant portions of each municipality. The Massachusetts Governor’s Office declared a state of emergency, authorizing the Massachusetts DPU to order another utility company to coordinate the restoration of utility services in Lawrence, Andover and North Andover. The incident resultedconditions set forth in the interruption of gas for approximately 7,500 gas meters, the majority of which serve residencesAsset Purchase Agreement, NiSource and of which approximately 700 serve businesses, and the interruption of other utility service more broadly in the area. Columbia of Massachusetts has replaced the cast ironagreed to sell to Eversource, with certain additions and bare steel gas pipeline system in the affected area and restored service to nearlyexceptions: (1) substantially all of the gas meters.assets of Columbia of Massachusetts and (2) all of the assets held by any of Columbia of Massachusetts’ affiliates that primarily relate to the Massachusetts Business, and (3) Eversource agreed to assume certain liabilities of Columbia of Massachusetts and its affiliates. The closing of the transaction occurred on October 9, 2020. Refer to Note 18-C.1-A, "Company Structure and Principles of Consolidation," Note 7, "Goodwill and Other Intangible Assets," Note 20-C. "Legal Proceedings," and E.Note 20-E. "Other Matters," in the Notes to Consolidated Financial Statements for more information.

The COVID-19 pandemic has had widespread effects, including impacts on the communities in which we serve as well as our business operations. NiSource has been pro-active in adjusting its operating procedures in response to the pandemic, including customer facing and field activities as well as our back-office support. Through 2020, we have not experienced material impacts to our ongoing or planned construction, replacement and maintenance activities as a result of the pandemic. Please refer to specific and potential impacts of the pandemic in Item 1A, "Risk Factors", Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations” and the Notes to Consolidated Financial Statements.
NiSource’s reportable segments are: Gas Distribution Operations and Electric Operations. The following is a summary of the business for each reporting segment. Refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 22,24, "Segments of Business," in the Notes to Consolidated Financial Statements for additional information for each segment.
Gas Distribution Operations
Our natural gas distribution operations serve approximately 3.53.2 million customers in seven states andsix states. We operate approximately 60,00053,700 miles of distribution main pipeline plus the associated individual customer service lines and 1,700 miles of transmission main pipeline located in our service areas described below. Throughout our service areas we also have gate stations and other operations support facilities. Through our wholly-owned subsidiary NiSource Gas Distribution Group, Inc., we own sixfive distribution subsidiaries that provide natural gas to approximately 2.62.4 million residential, commercial and industrial customers in Ohio, Pennsylvania, Virginia, Kentucky, Maryland and Massachusetts.Maryland. Additionally, we distribute natural gas to approximately 832,000848,000 customers in northern Indiana through our wholly-owned subsidiary NIPSCO.
Rates include provisions to adjust billings for fluctuations in the cost of natural gas. Revenues are adjusted for differences between actual costs, subject to reconciliation, and the amounts billed in current rates.
Electric Operations
We generate, transmit and distribute electricity through our subsidiary NIPSCO to approximately 472,000479,000 customers in 20 counties in the northern part of Indiana and also engage in wholesale electric and transmission transactions. NIPSCO owns and operates two coal-fired electric generating stations: four units at R.M. Schahfer located in Wheatfield, IN and one unit at Michigan City located in Michigan City, IN. The two operating facilities have a generating capacity of 2,080 MW. NIPSCO also owns and operates (i) Sugar Creek, a CCGT plant located in West Terre Haute, IN with generating capacity of 571 MW, threeMW; (ii) two gas-fired generating units located at NIPSCO’s coal-fired electric generating stationsR.M. Schahfer with a generating capacity of 186 MW155 MW; and (iii) two hydroelectric generating plants with a generating capacity of 16 MW: Oakdale10 MW (Oakdale located at Lake Freeman in Carroll County, IN and Norway located at Lake Schahfer in White County, IN.IN). These facilities provide for a total system operating generating capacity of 2,8532,816 MW. NIPSCO is the managing partner in Rosewater Wind Generation LLC, a joint venture that owns and operates 102 MW of nameplate generating capacity in White County, IN. Refer to Note 4 "Variable Interest Entities" in the Notes to Consolidated Financial Statements for more information.
In May 2018, NIPSCO completed the retirement of two coal-burning units (Units 7 and 8) at Bailly Generating Station, located in Chesterton, IN. These units had a generating capacity of approximately 460 MW. Refer to Note 18-E, "Other Matters," in the Notes to Consolidated Financial Statements for additional information on these retirements.MW, which was replaced through various electric purchase agreements.
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ITEM 1. BUSINESS
NISOURCE INC.
NIPSCO’s transmission system, with voltages from 69,000 to 765,000 volts, consists of 2,9633,009 circuit miles. NIPSCO is interconnected with fiveeight neighboring electric utilities. During the year ended December 31, 2018,2020, NIPSCO generated 69.4%68.8% and purchased 30.6%31.2% of its electric requirements.
NIPSCO participates in the MISO transmission service and wholesale energy market. MISO is a nonprofit organization created in compliance with FERC regulations to improve the flow of electricity in the regional marketplace and to enhance electric reliability. Additionally, MISO is responsible for managing energy markets, transmission constraints and the day-ahead, real-time, FTRFinancial Transmission Rights and ancillary markets. NIPSCO transferred functional control of its electric transmission assets to MISO, and transmission service for NIPSCO occurs under the MISO Open Access Transmission Tariff.

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ITEM 1. BUSINESS
NISOURCE INC.

Business Strategy
We focus our business strategy on providing safe and reliable service through our core, rate-regulated asset-based businesses with mostutilities, which generate substantially all of our operating income generated from the rate-regulated businesses.income. Our utilities continue to move forward on core safety, infrastructure and environmental investment programs supported by complementary regulatory and customer initiatives across all sevensix states in which we operate. Our goal is to develop strategies that benefit all stakeholders as we (i) address changing customer conservation patterns, develop more contemporary pricing(ii) align our price structures with our cost structure, and (iii) embark on long-term investment programs. These strategies are intended to improvefocus on improving safety and reliability, enhancing customer service, lowering customer bills and safety, enhance customer services and reducereducing emissions while generating sustainable returns.

The safety of our customers, communities and employees remains our top priority. The SMS transitioned in 2020 from an accelerated project launch to an established operating model within NiSource. With the continued support and advice from the Quality Review Board, a panel of third parties with safety operations expertise engaged by management to advise on safety matters, we are continuing to mature our SMS processes, capabilities and talent as we collaborate within and across industries to enhance safety and reduce operational risk.
In its 2018 Integrated Resource Plan submission to the IURC, NIPSCO laid out a plan to retire the R.M. Schahfer Generating Station (Units 14, 15, 17, and 18) by 2023 and Michigan City Generating Station (Unit 12) by 2028. These units represent 2,080 MW of generating capacity, equal to 72% of NIPSCO’s remaining capacity after the retirement of Bailly Units 7 and 8 in May of 2018.generation capacity. The current replacement plan includes renewable sources of energy, including wind, solar, and battery storage, to be obtained through a combination of NIPSCO ownershipinvestment and PPAs. Refer to Note 18-E,20-E, "Other Matters," in the Notes to Consolidated Financial Statements for further discussion of these plans.
Rate Case Actions
The following table describes current rate case actions as applicable in each of our jurisdictions net of tracker impacts. See "Cost Recovery and Trackers" below for further detail on trackers.
(in millions)
CompanyProposed ROEApproved ROERequested Incremental RevenueApproved Incremental RevenueFiledStatusRates
Effective
NIPSCO - Electric(1)
10.80 %9.75 %$21.4 $(53.5)October 31, 2018Approved
December 4, 2019
January 2020
Columbia of Pennsylvania(2)
9.86 %N/A$76.8 In processApril 24, 2020Order Expected
Q1 2021
January 2021
Columbia of Maryland10.95 %
None specified(3)
$5.0 $2.0 May 15, 2020Approved
November 7, 2020
December 2020
(1)Rates were implemented in two steps, with implementation of step 1 rates effective on January 2, 2020 and step 2 rates effective on March 2, 2020.
(2)On December 4, 2020, a Recommended Decision was issued by the Administrative Law Judge (ALJ) for the PUC to "deny the Company's request in its entirety because it has not met its burden of providing, by substantial evidence, that the proposed base rate revenue increase will result in just and reasonable rates, as required by 66 Pa.C.S.A. § 1301 during the current Coronavirus-2019 pandemic." Columbia of Pennsylvania filed Exceptions to the ALJ’s Recommended Decision on December 22, 2020 in which the Company proposed an increase of $76.8 million to be implemented in two steps: (1) an increase of $38.4 million to be effective January 23, 2021 through June 30, 2021, and defer revenue related to the remaining increase to regulatory assets during this phase, and (2) the remaining increase of $38.4 million to be implemented on July 1, 2021. Columbia of Pennsylvania proposed to recover the revenue deferred to a Regulatory Asset during the initial phase over a one-year period beginning January 1, 2022 and ending December 31, 2022. A Final Order from the PUC is expected during the first quarter of 2021 for rates effective retroactively on January 23, 2021.
(3)Columbia of Maryland's rate case resulted in a black box settlement, representing a settlement to a specific revenue increase but not a specified ROE. The settlement provides use of a 9.60% ROE for future Make Whole and Infrastructure Tracker filings.
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ITEM 1. BUSINESS
NISOURCE INC.
Competition and Changes in the Regulatory Environment
The regulatory frameworks applicable to our operations, including environmental regulations, at both the state and federal levels, continue to evolve. These changes have had and will continue to have an impact on our operations, structure and profitability. Management continually seeks new ways to be more competitive and profitable in this environment. We believe we are, in all material respects, in compliance with such laws and regulations and do not expect continued compliance to have a material impact on our capital expenditures, earnings, or competitive position. We continue to monitor existing and pending laws and regulations, and the impact of regulatory changes cannot be predicted with certainty. Refer to Note 20-D, "Environmental Matters" in the Notes to Consolidated Financial Statements for more information regarding environmental regulations that are applicable to our operations.
The Gas Distribution Operations companiesutilities have pursued non-traditional revenue sources within the evolving natural gas marketplace. These efforts include (i) the sale of products and services upstream of the companies’ service territory, (ii) the sale of products and services in the companies’ service territories, and (iii) gas supply cost incentive mechanisms for service to their core markets. The upstream products are made up of transactions that occur between an individual Gas Distribution Operations companyutility and a buyer for the sales of unbundled or rebundled gas supply and capacity. The on-system services are offered by us to customers and include products such as the transportation and balancing of gas on the Gas Distribution Operations companyutility's system. The incentive mechanisms give the Gas Distribution Operations companiesutilities an opportunity to share in the savings created from such situations as gas purchase prices paid below an agreed upon benchmark and their ability to reduce pipeline capacity charges with their customers.
Increased efficiency of natural gas appliances and improvements in home building codes and standards has contributed to a long-term trend of declining average use per customer. Residential usage for the year ended December 31, 2018 increased primarily due to colder weather in our operating area compared to the prior year. While historicallyhistorical rate design at the distribution level has been structured such that a large portion of cost recovery is based upon throughput rather than in a fixed charge, operating costs are largely incurred on a fixed basis and do not fluctuate due to changes in customer usage. As a result, Gas Distribution Operations have pursued changes in rate design to more effectively match recoveries with costs incurred. Each of the states in which Gas Distribution Operations operate has different requirements regarding the procedure for establishing changes to rate design. Columbia of Ohio restructured its rate design through a base rate proceeding and has adopted a “de-coupled”decoupled rate design which morethat closely links the recovery of fixed costs with fixed charges. Columbia of Massachusetts received regulatory approval of a decoupling mechanism which adjusts revenues to an approved benchmark level through a volumetric adjustment factor. Columbia of Maryland and Columbia of Virginia have regulatory approval for aweather and revenue normalization adjustmentadjustments for certain customer classes, a decoupling mechanism wherebywhich adjust monthly revenues that exceed or fall short of approved levels are reconciled in subsequent months. In a prior base rate proceeding,levels. Columbia of Pennsylvania implemented acontinues to operate its pilot residential weather normalization adjustment. Columbia of Maryland, Columbia of Virginia and Columbia of Kentucky have had approval forincorporates a weather normalization adjustment for many years.adjustment. In a prior gas base rate proceeding, NIPSCO implemented a higher fixed customer charge for residential and small customer classes moving toward full straightrecovering more of its fixed variable rate design.costs through a fixed recovery charge, but has no weather or usage protection mechanism.
Cost Recovery and Trackers. Comparability of our line item operating results are impacted by regulatory trackers that allow for the future recovery in rates of certain costs as described below. Increases in expenses that are the subject to approved regulatory tracker mechanisms generally lead to increased regulatory assets, which ultimately result in a corresponding increase in operating revenues and, therefore, have essentially no impact on total operating income results. Certain approved regulatory tracker mechanisms allow for abbreviated regulatory proceedings in order for the operating companies to quickly implement revised rates and recover associated costs.
A portion of the Gas Distribution revenue is related to the recovery of gas costs, the review and recovery of which occurs through standard regulatory proceedings. All states in our operating area require periodic review of actual gas procurement activity to determine prudence and confirm the recovery of prudently incurred energy commodity costs supplied to customers.
A portion of the Electric Operations revenue is related to the recovery of fuel costs to generate power and the fuel costs related to purchased power. These costs are recovered through a FAC, which is updated quarterly to reflect actual costs incurred to supply electricity to customers.
Natural Gas Competition.    Open access to natural gas supplies over interstate pipelines and the deregulation of the commodity price of gas supply has led to tremendous change in the energy markets. LDC customers and marketers can purchase gas directly from producers and marketers asin an open, competitive market for gas supplies has emerged.market. This separation or “unbundling” of the transportation and other services offered by pipelines and LDCs allows customers to purchase the commodity independent of services provided by the pipelines and LDCs. The LDCs continue to purchase gas and recover the associated costs from their customers. Our Gas Distribution Operations’ subsidiaries are involved in programs that provide customers the opportunity to purchase their natural gas requirements from third parties and use our Gas Distribution Operations’ subsidiaries for transportation services.
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Gas Distribution Operations competes with (i) investor-owned, municipal, and cooperative electric utilities throughout its service areas, as well as(ii) other regulated and unregulated natural gas intra and interstate pipelines and (iii) other alternate fuels, such as propane

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and fuel oil. Gas Distribution Operations continues to be a strong competitor in the energy market as a result of strong customer preference for natural gas. Competition with providers of electricity has traditionally been the strongest in the residential and commercial markets of Kentucky, southern Ohio, central Pennsylvania and western Virginia due to comparatively low electric rates. Natural gas competes with fuel oil and propane in the Massachusetts market mainly due to the installed base of fuel oil and propane-based heating which has comprised a declining percentage of the overall market over the last few years. However, fuel oil and propane are more viable in today’s oil market.
Electric Competition.    Indiana electric utilities generally have exclusive service areas under Indiana regulations, and retail electric customers in Indiana do not have the ability to choose their electric supplier. NIPSCO faces non-utility competition from other energy sources, such as self-generation by large industrial customers and other distributed energy sources.
Seasonality
A significant portion of our operations are subject to seasonal fluctuations in sales. During the heating and cooling seasons, revenues from gas and electric sales, respectively, are more significant than in other months. The heating season which is primarily from November through March, revenues from gas sales are more significant, and during the cooling season which is primarily from June through September, revenuesSeptember.
Human Capital
Human Capital Goals and Objectives.We have aligned our human capital goals to achieve the overall company objectives by driving an enhanced talent strategy, elevating support for front-line leaders, fostering a culture of rigor and accountability and strengthening our Human Resources function as a whole.
Workforce Composition.As of December 31, 2020, we had 7,301 full-time and 88 part-time employees. 2,728 employees were subject to collective bargaining agreements with various labor unions. Six of these agreements covering 527 employees are set to expire within one year.
Diversity.Our talent acquisition teams hired 612 external candidates in 2020 across all business segments. 35% of external hires were female and 18% were racially or ethnically diverse. In 2020, we engaged with community-based organizations, conducted career interest workshops in local schools, and focused our employee mentorship program on females. We also led a separate targeted development program for select employees to support the growth and development of female and ethnically diverse talent. We offered several employee resource groups (“ERGs”) and hosted mostly virtual activities throughout 2020. We have ERGs set up to support African-American, LatinX, veterans, LGBTQ+, female and Asian employees, among others, and held several sponsored conversations between senior executives and the ERGs.
The following provides the diversity breakdown of NiSource as of December 31, 2020:
nix-20201231_g1.jpg
Talent Development.We offer leadership development programs to enhance the behaviors and skills of our existing and future leaders. In 2020, we had participation from electric sales areemployees of all levels. We also offer extensive technical and non-technical
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employee training programs. Additionally, we strive to provide promotion and advancement opportunities for employees. In 2020, 84% of all leadership positions at the supervisor and above level were filled internally. Succession planning is regularly conducted to ensure bench strength for leadership positions. We utilize retention bonuses and conduct stay conversations in order to retain talent. Retention at NiSource in 2020 was over 93%. Retention is calculated using the total number of terminations divided by the average headcount for the annual period, not including the impacts from the sale of the Massachusetts Business and voluntary separation programs.
Employee Safety and Wellness. We have a number of programs to support employees and their families’ physical, mental, and financial well-being. These programs include a paid wellness day, telemedicine services, an Employee Assistance Program, Integrated Health Management navigation services, employee paid sick/disability leave and paid illness in family days, competitive medical, dental, vision, life and long term disability programs including employee health savings account company contributions and no cost registered financial planner counseling.
In response to COVID-19, we have implemented procedures designed to protect our employees who work in the field and who continue to work in operational and corporate facilities, including social distancing, wearing face coverings, temperature checks and more significant, than in other months.frequent cleaning of equipment and facilities. We have also implemented work-from-home policies and practices. We have minimized non-essential work that requires an employee to enter a customer premise and limited company vehicle occupancy to one person, where possible. We continue to employ physical and cybersecurity measures to ensure that our operational and support systems remain functional. Our actions to date have mitigated the spread of COVID-19 amongst our employees. We will continue to follow the Centers for Disease Control and Prevention ("CDC") guidance and implement safety measures intended to ensure employee and customer safety during the pandemic.

Other Relevant Business InformationElectric Operations
Our customer base is broadly diversified,We generate, transmit and distribute electricity through our subsidiary NIPSCO to approximately 479,000 customers in 20 counties in the northern part of Indiana and also engage in wholesale electric and transmission transactions. NIPSCO owns and operates two coal-fired electric generating stations: four units at R.M. Schahfer located in Wheatfield, IN and one unit at Michigan City located in Michigan City, IN. The two operating facilities have a generating capacity of 2,080 MW. NIPSCO also owns and operates (i) Sugar Creek, a CCGT plant located in West Terre Haute, IN with no single customer accountinggenerating capacity of 571 MW; (ii) two gas-fired generating units located at R.M. Schahfer with a generating capacity of 155 MW; and (iii) two hydroelectric generating plants with a generating capacity of 10 MW (Oakdale located at Lake Freeman in Carroll County, IN and Norway located at Lake Schahfer in White County, IN). These facilities provide for a significant portiontotal system operating generating capacity of revenues.
As2,816 MW. NIPSCO is the managing partner in Rosewater Wind Generation LLC, a joint venture that owns and operates 102 MW of December 31, 2018, we had 8,087 employees of whom 3,154 were subject to collective bargaining agreements. Collective bargaining agreements for 1,918 employees are set to expire within one year.
For a listing of certain subsidiaries of NiSource refer to Exhibit 21.
We electronically file various reports with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports, as well as our proxy statements for the Company's annual meetings of stockholders at http://www.sec.gov. Additionally, we make all SEC filings available without charge to the public on our web site at http://www.nisource.com.

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Our operations and financial results are subject to various risks and uncertainties, including those described below, that could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common stock.
We have substantial indebtedness which could adversely affect our financial condition.
Our businesses are capital intensive and we rely significantly on long-term debt to fund a portion of our capital expenditures and repay outstanding debt, and on short-term borrowings to fund a portion of day-to-day business operations. We had total consolidated indebtedness of $9,132.6 million outstanding as of December 31, 2018. Our substantial indebtedness could have important consequences. For example, it could:

limit our ability to borrow additional funds or increase the cost of borrowing additional funds;
reduce the availability of cash flow from operations to fund working capital, capital expenditures and other general corporate purposes;
limit our flexibilitynameplate generating capacity in planning for, or reacting to, changes in the business and the industries in which we operate;
lead parties with whom we do business to require additional credit support, such as letters of credit, in order for us to transact such business;
place us at a competitive disadvantage compared to competitors that are less leveraged;
increase vulnerability to general adverse economic and industry conditions; and
limit our ability to execute on our growth strategy, which is dependent upon access to capital to fund our substantial infrastructure investment program.
Some of our debt obligations contain financial covenants related to debt-to-capital ratios and cross-default provisions. Our failure to comply with any of these covenants could result in an event of default, which, if not cured or waived, could result in the acceleration of outstanding debt obligations.
A drop in our credit ratings could adversely impact our cash flows, results of operation, financial condition and liquidity.
The availability and cost of credit for our businesses may be greatly affected by credit ratings. The credit rating agencies periodically review our ratings, taking into account factors such as our capital structure, earnings profile, and, in 2018, the impacts of the TCJA and the Greater Lawrence Incident. In March 2018, Moody’s affirmed our senior unsecured rating of Baa2 and our commercial paper rating of P-2, with stable outlooks. Moody’s also affirmed NIPSCO’s Baa1 rating and Columbia of Massachusetts’s Baa2 rating, with stable outlooks. In May 2018, Standard & Poor’s affirmed our BBB+ senior unsecured ratings and affirmed our commercial paper rating of A-2, but changed the outlook on each rating from stable to negative in September 2018 as a result of potential impacts of the Greater Lawrence Incident. In June 2018, Fitch affirmed our and NIPSCO's long-term issuer default ratings of BBB and upgraded the commercial paper rating to F2 from F3, with stable outlooks. A credit rating is not a recommendation to buy, sell or hold securities, and may be subject to revision or withdrawal at any time by the assigning rating organization.
We are committed to maintaining investment grade credit ratings, however, there is no assurance we will be able to do so in the future. Our credit ratings could be lowered or withdrawn entirely by a rating agency if, in its judgment, the circumstances warrant. Any negative rating action could adversely affect our ability to access capital at rates and on terms that are attractive. A negative rating action could also adversely impact our business relationships with suppliers and operating partners, who may be less willing to extend credit or offer us similarly favorable terms as secured in the past under such circumstances.
Certain of our subsidiaries have agreements that contain “ratings triggers” that require increased collateral in the form of cash, a letter of credit or other forms of security for new and existing transactions if the credit ratings of our or certain of our subsidiaries are dropped below investment grade. These agreements are primarily for insurance purposes and for the physical purchase or sale of gas or power. As of December 31, 2018, the collateral requirement that would be required in the event of a downgrade below the ratings trigger levels would amount to approximately $53.8 million. In addition to agreements with ratings triggers, there are other agreements that contain “adequate assurance” or “material adverse change” provisions that could necessitate additional credit support such as letters of credit and cash collateral to transact business.
If our or certain of our subsidiaries credit ratings were downgraded, especially below investment grade, financing costs and the principal amount of borrowings would likely increase due to the additional risk of our debt and because certain counterparties may require additional credit support as described above. Such amounts may be material and could adversely affect our cash flows, results of operations and financial condition. Losing investment grade credit ratings may also result in more restrictive covenants

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and reduced flexibility on repayment terms in debt issuances, lower share price and greater stockholder dilution from common equity issuances, in addition to reputational damage within the investment community.
We may not be able to execute our business plan or growth strategy, including utility infrastructure investments.
Business or regulatory conditions may result in us not being able to execute our business plan or growth strategy, including identified, planned and other utility infrastructure investments. Our customer and regulatory initiatives may not achieve planned results. Utility infrastructure investments may not materialize, may cease to be achievable or economically viable and may not be successfully completed. Natural gas may cease to be viewed as an economically and environmentally attractive fuel. Certain groups may continue to oppose natural gas delivery and infrastructure investments because of perceived environmental impacts associated with the natural gas supply chain and end use. Energy conservation, energy efficiency, distributed generation, energy storage, policies favoring electric heat over gas heat and other factors may reduce energy demand. Any of these developments could adversely affect our results of operations and growth prospects.
Adverse economic and market conditions or increases in interest rates could materially and adversely affect our results of operations, cash flows, financial condition and liquidity.
While the national economy is experiencing modest growth, we cannot predict how robust future growth will be or whether it will be sustained. Deteriorating or sluggish economic conditions in our operating jurisdictions could adversely impact our ability to maintain or grow our customer base and collect revenues from customers, which could reduce revenue growth and increase operating costs. In addition, a rising interest rate environment may lead to higher borrowing costs, which may adversely impact reported earnings, cost of capital and capital holdings. Rising interest rates and negative market or company events may also result in a decrease in the price of our shares of common stock.
We rely on access to the capital markets to finance our liquidity and long-term capital requirements, including expenditures for our utility infrastructure and to comply with future regulatory requirements, to the extent not satisfied by the cash flow generated by our operations. We have historically relied on long-term debt and on the issuance of equity securities to fund a portion of our capital expenditures and repay outstanding debt, and on short-term borrowings to fund a portion of day-to-day business operations. Successful implementation of our long-term business strategies, including capital investment, is dependent upon our ability to access the capital and credit markets, including the banking and commercial paper markets, on competitive terms and rates. An economic downturn or uncertainty, market turmoil, changes in tax policy, challenges faced by financial institutions, changes in our credit ratings, or a change in investor sentiment toward us or the utilities industry generally could adversely affect our ability to raise additional capital or refinance debt. Reduced access to capital markets and/or increased borrowing costs could reduce future net income and cash flows.White County, IN. Refer to Note 14, “Long-Term Debt,”4 "Variable Interest Entities" in the Notes to Consolidated Financial Statements for information related to outstanding long-term debt and maturitiesmore information.
In May 2018, NIPSCO completed the retirement of that debt.
If anytwo coal-burning units at Bailly Generating Station, located in Chesterton, IN. These units had a generating capacity of these risks or uncertainties limit our access to the credit and capital markets or significantly increase our cost of capital, it could limit our ability to implement, or increase the costs of implementing, our business plan,approximately 460 MW, which in turn, could materially and adversely affect our results of operations, cash flows, financial condition and liquidity.
Capital market performance and other factors may decrease the value of benefit plan assets, which then could require significant additional funding and impact earnings.
The performance of the capital markets affects the value of the assets that are held in trust to satisfy future obligations under defined benefit pension and other postretirement benefit plans. We have significant obligations in these areas and hold significant assets in these trusts. These assets are subject to market fluctuations and may yield uncertain returns, which fall below our projected rates of return. A decline in the market value of assets may increase the funding requirements of the obligations under the defined benefit pension and other postretirement benefit plans. Additionally, changes in interest rates affect the liabilities under these benefit plans; as interest rates decrease, the liabilities increase, which could potentially increase funding requirements. Further, the funding requirements of the obligations related to these benefits plans may increase due to changes in governmental regulations and participant demographics, including increased numbers of retirements or changes in life expectancy assumptions. In addition, lower asset returns result in increased expenses. Ultimately, significant funding requirements and increased pension or other postretirement benefit plan expense could negatively impact our results of operations and financial position.

was replaced through various electric purchase agreements.
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NIPSCO’s transmission system, with voltages from 69,000 to 765,000 volts, consists of 3,009 circuit miles. NIPSCO is interconnected with eight neighboring electric utilities. During the year ended December 31, 2020, NIPSCO generated 68.8% and purchased 31.2% of its electric requirements.
The majority of our revenues are subject to economic regulation and are exposed to the impact of regulatory rate reviews and proceedings.
Most of our revenues are subject to economic regulation at either the federal or state level. As such, the revenues generated by us are subject to regulatory review by the applicable federal or state authority. These rate reviews determine the rates charged to customers and directly impact revenues. Our financial results are dependent on frequent regulatory proceedings in order to ensure timely recovery of costs. In addition to our ongoing regulatory proceedings, the recovery of the Greater Lawrence pipeline replacement capital investment will be addressed in a future regulatory proceeding as discussed in Note 18, "Other Commitments and Contingencies - E. Other Matters”NIPSCO participates in the NotesMISO transmission service and wholesale energy market. MISO is a nonprofit organization created in compliance with FERC regulations to Consolidatedimprove the flow of electricity in the regional marketplace and to enhance electric reliability. Additionally, MISO is responsible for managing energy markets, transmission constraints and the day-ahead, real-time, Financial Statements. The outcomesTransmission Rights and ancillary markets. NIPSCO transferred functional control of these proceedings are uncertain. Additionally,its electric transmission assets to MISO, and transmission service for NIPSCO occurs under the costs of complying with current and future changes in environmental and federal pipeline safety laws and regulations are expected to be significant, and their recovery through rates will also be contingent on regulatory approval.MISO Open Access Transmission Tariff.
As a result of efforts to introduce market-based competition in certain markets where the regulated businesses conduct operations, we may compete with independent marketers for customers. This competition exposes us to the risk that certain infrastructure investments may not be recoverable and may affect results of our growth strategy and financial position.Business Strategy
Failure to adapt to advances in technology and manage the related costs could make us less competitive and negatively impact our results of operations and financial condition.
A key element ofWe focus our business model is that generating power at central station power plants achieves economies of scalestrategy on providing safe and produces power at a competitive cost. We continue to research, plan for, and implement new technologies that produce power or reduce power consumption. These technologies include renewable energy, distributed generation, energy storage, and energy efficiency. Advances in technology and changes in laws or regulations are reducing the cost of these or other alternative methods of producing power to a level that is competitive with that of most central station power electric production or result in smaller-scale, more fuel efficient, and/or more cost effective distributed generation. This could cause power sales to decline and the value ofreliable service through our generating facilities to decline. In addition, customers are increasingly expecting enhanced communications regarding their electric and natural gas services,core, rate-regulated asset-based utilities, which in some cases, may involve additional investments in technology. New technologies may require us to make significant expenditures to remain competitive and may result in the obsolescence of certaingenerate substantially all of our operating assets.
income. Our future success will depend, in part, on our ability to anticipate and successfully adapt to technological changes, to offer services that meet customer demands and evolving industry standards, and to recover all, or a significant portion of, any unrecovered investment in obsolete assets. A failure by us to effectively adapt to changes in technology and manage the related costs could harm our ability to remain competitive in the marketplace for our products, services and processes and could have a material adverse impact on our results of operations and financial condition.

The Greater Lawrence Incident has had and may have an additional material adverse impact on our financial condition, results of operations and cash flows.

In connection with the Greater Lawrence Incident, we have incurred and will incur various costs and expenses as set forth
in Note 18 "Other Commitments and Contingencies - C. Legal Proceedings," and " - E. Other Matters" in the Notes to Consolidated Financial Statements.
As more information becomes known, including information resulting from the NTSB investigation, management's estimates and assumptions regarding the costs and expenses to be incurred and the financial impact of the Greater Lawrence Incident may change. A change in management’s estimates or assumptions could result in an adjustment that would have a material impact on our financial condition, results of operations and cash flows during the period in which such change occurred.
In addition, we are unable to predict the timing and amount of insurance recoveries. Total expenses related to the incident have exceeded the total amount of liability insurance coverage available under our policies. In addition, there may be certain types of damages, expenses or claimed costs, such as fines or penalties, that may be excluded under the policies. Losses for which we are not fully insured or that are not covered by insurance at all could materially adversely affect our results of operations, cash flows and financial position.
We may also incur additional costs associated with the Greater Lawrence Incident, beyond the amount currently anticipated, in connection with investigations by regulators, including the NTSB and Massachusetts DPU, as well as civil litigations. Further, state or federal legislation may be enacted that would require us to incur additional costs by mandating various changes, including changes to our operating practice standards for natural gas distribution operations and safety. If we are unable to recover the capital cost of the gas pipeline replacement in the impacted area or we incur a material amount of other costs that we are unable to recover through rates or offset through operational or other cost savings, our

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financial condition, results of operations, and cash flows could be materially and adversely affected.
Further, if it is determined that we did not comply with applicable statutes, regulations, rules, tariffs, or orders in connection with the Greater Lawrence Incident or in connection with the operations or maintenance of our natural gas system, and we are ordered to pay a material amount in customer refunds, penalties, or other amounts, our financial condition, results of operations, and cash flows could be materially and adversely affected.
Our gas distribution activities, as well as generation, transmission and distribution of electricity, involve a variety of inherent hazards and operating risks.
Our gas distribution activities, as well as generation, transmission, and distribution of electricity, involve a variety of inherent hazards and operating risks, including, but not limited to, gas leaks and over-pressurization, downed power lines, damage to our infrastructure by third parties, outages, environmental spills, mechanical problems and other incidents, which could cause substantial financial losses, as demonstrated in part by the Greater Lawrence Incident. In addition, these hazards and risks have resulted and may in the future result in serious injury or loss of life to employees and/or the general public, significant damage to property, environmental pollution, impairment of our operations, adverse regulatory rulings and reputational harm, which in turn could lead to substantial losses for us. The location of pipeline facilities, or generation, transmission, substation and distribution facilities near populated areas, including residential areas, commercial business centers and industrial sites, could increase the level of damages resulting from such incidents. As with the Greater Lawrence Incident, certain incidents have subjected and may in the future subject us to litigation or administrative or other legal proceedings from time to time, both civil and criminal, which could result in substantial monetary judgments, fines, or penalties against us, be resolved on unfavorable terms, and require us to incur significant operational expenses. The occurrence of incidents has in certain instances adversely affected and could in the future adversely affect our reputation, cash flows, financial position and/or results of operations. We maintain insurance against some, but not all, of these risks and losses.
We may be unable to obtain insurance on acceptable terms or at all, and the insurance coverage we do obtain may not provide protection against all significant losses.
Our ability to obtain insurance, as well as the cost and coverage of such insurance, are affected by developments affecting our business; international, national, state, or local events; and the financial condition of insurers. Insurance coverage may notutilities continue to be available atmove forward on core safety, infrastructure and environmental investment programs supported by complementary regulatory and customer initiatives across all or at rates or terms acceptable to us. We expect the premiums we pay for our insurance coverage to significantly increase as a result of the Greater Lawrence Incident and market conditions. In addition, our insurance is not sufficient or effective under all circumstances and against all hazards or liabilities to which we are subject. For example, total expenses related to the Greater Lawrence Incident have exceeded the total amount of liability coverage available under our policies. Also, certain types of damages, expenses or claimed costs, such as fines and penalties, may be excluded under the policies. In addition, insurers providing liability insurance to us may raise defenses to coverage under the terms and conditions of the respective insurance policies that could result in a denial of coverage or limit the amount of insurance proceeds available to us. Any losses for which we are not fully insured or that are not covered by insurance at all could materially adversely affect our results of operations, cash flows, and financial position. For more information regarding our insurance programs in the context of the Greater Lawrence Incident, see Note 18, "Other Commitments and Contingencies - C. Legal Proceedings," and " - E. Other Matters" in the Notes to Condensed Consolidated Financial Statements.
The outcome of legal and regulatory proceedings, investigations, inquiries, claims and litigation related to our business operations, including those related to the Greater Lawrence Incident, may have a material adverse effect on our results of operations, financial position or liquidity.
We areinvolved in legal and regulatory proceedings, investigations, inquiries, claims and litigation in connection with our business operations, including the Greater Lawrence Incident, the most significant of which are summarized in Note 18, “Other Commitments and Contingencies” in the Notes to Consolidated Financial Statements. Our insurance is not expected to cover all costs and expenses we may incur relating to the Greater Lawrence Incident and may not fully cover other incidents that may occur in the future. Due to the inherent uncertainty of the outcomes of such matters, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on our results of operations, financial position or liquidity. If one or more of such matters were decided against us, the effects could be material to our results of operations in the periodsix states in which we would be requiredoperate. Our goal is to record or adjust the related liabilitydevelop strategies that benefit all stakeholders as we (i) address changing customer conservation patterns, (ii) align our price structures with our cost structure, and could also be material to our cash flows in the periods that we would be required to pay such liability.(iii) embark on long-term investment programs. These strategies focus on improving safety and reliability, enhancing customer service, lowering customer bills and reducing emissions while generating sustainable returns.


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We are exposed to significant reputational risks, which make us vulnerable to a loss of cost recovery, increased litigation and negative public perception.
As a utility company, we are subject to adverse publicity focused on the reliability of our services, the speed with which we are able to respond effectively to electric outages, natural gas leaks or events and related accidents and similar interruptions caused by storm damage or other unanticipated events, as well as our own or third parties' actions or failure to act. We are also subject to adverse publicity related to perceived environmental impacts. If customers, legislators, or regulators have or develop a negative opinion of us, this could result in less favorable legislative and regulatory outcomes or increased regulatory oversight, increased litigation and negative public perception. Recently, we have been subject to adverse publicity as a result of the Greater Lawrence Incident, and it is difficult to predict the ultimate impact of this adverse publicity. The foregoing may have continuing adverse effects on our business, results of operations, cash flow and financial condition.
Our businesses are regulated under numerous environmental laws. The cost of compliance with these laws, and changes to or additions to, or reinterpretations of the laws, could be significant. Liability from the failure to comply with existing or changed laws could have a material adverse effect on our business, results of operations, cash flows and financial condition.
Our businesses are subject to extensive federal, state and local environmental laws and rules that regulate, among other things, air emissions, water usage and discharges, and waste products such as coal combustion residuals. Compliance with these legal obligations require us to make expenditures for installation of pollution control equipment, remediation, environmental monitoring, emissions fees, and permits at many of our facilities. These expenditures are significant, and we expect that they will continue to be significant in the future. Furthermore, if we fail to comply with environmental laws and regulations or are found to have caused damage to the environment or persons, even if caused by factors beyond our control, that failure or harm may result in the assessment of civil or criminal penalties and damages against us and injunctions to remedy the failure or harm.
Existing environmental laws and regulations may be revised and new laws and regulations seeking to change environmental regulation of the energy industry may be adopted or become applicable to us. Revised or additional laws and regulations may result in significant additional expense and operating restrictions on our facilities or increased compliance costs, which may not be fully recoverable from customers through regulated rates and could, therefore, impact our financial position, financial results and cash flow. Moreover, such costs could materially affect the continued economic viability of one or more of our facilities.
An area of significant uncertainty and risk are the laws concerning emission of GHG. While we continue to reduce GHG emissions through priority pipeline replacement, energy efficiency, leak detection, and other programs, and expect to further reduce GHG emissions through increased use of renewable energy, GHG emissions are currently an expected aspect of the electric and natural gas business. Revised or additional future GHG legislation and/or regulation related to the generation of electricity or the extraction, production, distribution, transmission, storage and end use of natural gas could materially impact our financial position, financial results and cash flows.
Even in instances where legal and regulatory requirements are already known or anticipated, the original cost estimates for environmental capital projects, remediation of past environmental harm, or pollution reduction strategies and equipment can differ materially from the amount ultimately expended. The actual future expenditures depend on many factors, including the nature and extent of impact, the method of cleanup, the cost of raw materials, contractor costs, and the availability of cost recovery. Changes in costs and the ability to recover under regulatory mechanisms could affect our financial position, financial results and cash flows.
A significant portion of the gas and electricity we sell is used by residential and commercial customers for heating and air conditioning. Accordingly, fluctuations in weather, gas and electricity commodity costs and economic conditions impact demandsafety of our customers, communities and employees remains our top priority. The SMS transitioned in 2020 from an accelerated project launch to an established operating results.model within NiSource. With the continued support and advice from the Quality Review Board, a panel of third parties with safety operations expertise engaged by management to advise on safety matters, we are continuing to mature our SMS processes, capabilities and talent as we collaborate within and across industries to enhance safety and reduce operational risk.
Energy sales are sensitive to variations in weather. Forecasts of energy sales are based on “normal” weather, which represents a long-term historical average. Significant variations from normal weather could have, and have had, a material impact on energy sales. Additionally, residential usage, and to some degree commercial usage, is sensitive to fluctuations in commodity costs for gas and electricity, whereby usage declines with increased costs, thus affecting our financial results. Lastly, residential and commercial customers’ usage is sensitive to economic conditions and factors such as unemployment, consumption and consumer confidence. Therefore, prevailing economic conditions affecting the demand of our customers may in turn affect our financial results.
Our business operations are subject to economic conditions in certain industries.

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Business operations throughout our service territories have been and may continue to be adversely affected by economic events at the national and local level where it operates. In particular, sales to large industrial customers, such as those in the steel, oil refining, industrial gas and related industries, may be impacted by economic downturns. The U.S. manufacturing industry continues to adjust to changing market conditions including international competition, increasing costs, and fluctuating demand for its products.
The implementation of NIPSCO’s electric generation strategy, including the retirement of its coal generation units, may not achieve intended results.
On October 31, 2018, NIPSCO submitted its 2018 Integrated Resource Plan withsubmission to the IURC, setting forth its short- and long-term electric generation plans in an effortNIPSCO laid out a plan to maintain affordability while providing reliable, flexible and cleaner sources of power. The plan evaluated demand-side and supply-side resource alternatives to reliably and cost-effectively meet NIPSCO customers' future energy requirements overretire the ensuing 20 years. The preferred option within the Integrated Resource Plan sets forth a schedule to retire R.M. Schahfer Generating Station (Units 14, 15, 17, and 18) by 2023 and Michigan City Generating Station (Unit 12) by 2028. These units represent 72% of NIPSCO’s remaining generation capacity. The current replacement plan includes renewable sources of energy, including wind, solar, and battery storage. However, there are inherent risksstorage, to be obtained through a combination of NIPSCO investment and uncertainties,PPAs. Refer to Note 20-E, "Other Matters," in the Notes to Consolidated Financial Statements for further discussion of these plans.
Rate Case Actions
The following table describes current rate case actions as applicable in each of our jurisdictions net of tracker impacts. See "Cost Recovery and Trackers" below for further detail on trackers.
(in millions)
CompanyProposed ROEApproved ROERequested Incremental RevenueApproved Incremental RevenueFiledStatusRates
Effective
NIPSCO - Electric(1)
10.80 %9.75 %$21.4 $(53.5)October 31, 2018Approved
December 4, 2019
January 2020
Columbia of Pennsylvania(2)
9.86 %N/A$76.8 In processApril 24, 2020Order Expected
Q1 2021
January 2021
Columbia of Maryland10.95 %
None specified(3)
$5.0 $2.0 May 15, 2020Approved
November 7, 2020
December 2020
(1)Rates were implemented in two steps, with implementation of step 1 rates effective on January 2, 2020 and step 2 rates effective on March 2, 2020.
(2)On December 4, 2020, a Recommended Decision was issued by the Administrative Law Judge (ALJ) for the PUC to "deny the Company's request in its entirety because it has not met its burden of providing, by substantial evidence, that the proposed base rate revenue increase will result in just and reasonable rates, as required by 66 Pa.C.S.A. § 1301 during the current Coronavirus-2019 pandemic." Columbia of Pennsylvania filed Exceptions to the ALJ’s Recommended Decision on December 22, 2020 in which the Company proposed an increase of $76.8 million to be implemented in two steps: (1) an increase of $38.4 million to be effective January 23, 2021 through June 30, 2021, and defer revenue related to the remaining increase to regulatory assets during this phase, and (2) the remaining increase of $38.4 million to be implemented on July 1, 2021. Columbia of Pennsylvania proposed to recover the revenue deferred to a Regulatory Asset during the initial phase over a one-year period beginning January 1, 2022 and ending December 31, 2022. A Final Order from the PUC is expected during the first quarter of 2021 for rates effective retroactively on January 23, 2021.
(3)Columbia of Maryland's rate case resulted in a black box settlement, representing a settlement to a specific revenue increase but not a specified ROE. The settlement provides use of a 9.60% ROE for future Make Whole and Infrastructure Tracker filings.
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Competition and Changes in the Regulatory Environment
The regulatory frameworks applicable to our operations, including changes in market conditions, regulatory approvals, environmental regulations, commodity costsat both the state and customer expectations, which may impede NIPSCO’s abilityfederal levels, continue to achieve these intended results. NIPSCO’s future success will depend, in part, on its ability to successfully implement its long-term electric generation plans, to offer services that meet customer demands and evolving industry standards, and to recover all, or a significant portion of, any unrecovered investment in obsolete assets. NIPSCO’s electric generation strategy could require significant future capital expenditures, operating costs and charges to earnings that may negatively impact our financial position, financial results and cash flows.
Fluctuations in the price of energy commodities or their related transportation costs or an inability to obtain an adequate, reliable and cost-effective fuel supply to meet customer demands mayevolve. These changes have a negative impact on our financial results.
Our electric generating fleet is dependent on coal and natural gas for fuel, and our gas distribution operations purchase and resell much of the natural gas we deliver to our customers. These energy commodities are vulnerable to price fluctuations and fluctuations in associated transportation costs. From time to time, we have also used hedging in order to offset fluctuations in commodity supply prices. We rely on regulatory recovery mechanisms in the various jurisdictions in order to fully recover the commodity costs incurred in providing service. However, while we have historically been successful in the recovery of costs related to such commodity prices, there can be no assurance that such costs will be fully recovered through rates in a timely manner.
In addition, we depend on electric transmission lines, natural gas pipelines, and other transportation facilities owned and operated by third parties to deliver the electricity and natural gas we sell to wholesale markets, supply natural gas to our gas storage and electric generation facilities, and provide retail energy services to customers. If transportation is disrupted, or if capacity is inadequate, we may be unable to sell and deliver our gas and electricservices to some or all of our customers. As a result, we may be required to procure additional or alternative electricity and/or natural gas supplies at then-current market rates, which, if recovery of related costs is disallowed, could have a material adverse effect on our businesses, financial condition, cash flows, results of operations and/or prospects.
We are exposed to risk that customers will not remit payment for delivered energy or services, and that suppliers or counterparties will not perform under various financial or operating agreements.
Our extension of credit is governed by a Corporate Credit Risk Policy, involves considerable judgment and is based on an evaluation of a customer or counterparty’s financial condition, credit history and other factors. We monitor our credit risk exposureby obtaining credit reports and updated financial information for customers and suppliers, and by evaluating the financial status of our banking partners and other counterparties by reference to market-based metrics such as credit default swap pricing levels, and to traditional credit ratings provided by the major credit rating agencies. Adverse economic conditions could result in an increase in defaults by customers, suppliers and counterparties.
We have significant goodwill and definite-lived intangible assets. An impairment of goodwill or definite-lived intangible assets could result in a significant charge to earnings and negatively impact our compliance with certain covenants under financing agreements.
In accordance with GAAP, we test goodwill for impairment at least annually and review our definite-lived intangible assets for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. Goodwill also is tested for impairment when factors, examples of which include reduced cash flow estimates, a sustained decline in stock price or market capitalization below book value, indicate that the carrying value may not be recoverable. We have testedhad and will continue to have an impact on our operations, structure and profitability. Management continually seeks new ways to be more competitive and profitable in this environment. We believe we are, in all material respects, in compliance with such laws and regulations and do not expect continued compliance to have a material impact on our capital expenditures, earnings, or competitive position. We continue to monitor existing and pending laws and regulations, and the goodwillimpact of regulatory changes cannot be predicted with certainty. Refer to Note 20-D, "Environmental Matters" in the Notes to Consolidated Financial Statements for more information regarding environmental regulations that are applicable to our operations.
The Gas Distribution Operations utilities have pursued non-traditional revenue sources within the evolving natural gas marketplace. These efforts include (i) the sale of products and services upstream of the companies’ service territory, (ii) the sale of products and services in the companies’ service territories, and (iii) gas supply cost incentive mechanisms for service to their core markets. The upstream products are made up of transactions that occur between an individual Gas Distribution Operations utility and a buyer for the sales of unbundled or rebundled gas supply and capacity. The on-system services are offered by us to customers and include products such as the transportation and balancing of gas on the Gas Distribution Operations utility's system. The incentive mechanisms give the Gas Distribution Operations utilities an opportunity to share in the savings created from such situations as gas purchase prices paid below an agreed upon benchmark and their ability to reduce pipeline capacity charges with their customers.
Increased efficiency of natural gas appliances and improvements in home building codes and standards has contributed to a long-term trend of declining average use per customer. While historical rate design at the distribution level has been structured such that a large portion of cost recovery is based upon throughput rather than in a fixed charge, operating costs are largely incurred on a fixed basis and do not fluctuate due to changes in customer usage. As a result, Gas Distribution Operations have pursued changes in rate design to more effectively match recoveries with costs incurred. Each of the states in which Gas Distribution Operations operate has different requirements regarding the procedure for establishing changes to rate design. Columbia of MassachusettsOhio has adopted a decoupled rate design that closely links the recovery of fixed costs with fixed charges. Columbia of Maryland and Columbia of Virginia have regulatory approval for impairmentweather and revenue normalization adjustments for certain customer classes, which adjust monthly revenues that exceed or fall short of approved levels. Columbia of Pennsylvania continues to operate its pilot residential weather normalization adjustment. Columbia of Kentucky incorporates a weather normalization adjustment. In a prior gas base rate proceeding, NIPSCO implemented a higher fixed customer charge for residential and small customer classes moving toward recovering more of its fixed costs through a fixed recovery charge, but has no weather or usage protection mechanism.
Cost Recovery and Trackers. Comparability of our line item operating results are impacted by regulatory trackers that allow for the future recovery in connection withrates of certain costs as described below. Increases in expenses that are the Greater Lawrence Incident. To date,subject to approved regulatory tracker mechanisms generally lead to increased regulatory assets, which ultimately result in a corresponding increase in operating revenues and, therefore, have essentially no impact on total operating income results. Certain approved regulatory tracker mechanisms allow for abbreviated regulatory proceedings in order for the operating companies to quickly implement revised rates and recover associated costs.

A portion of the Gas Distribution revenue is related to the recovery of gas costs, the review and recovery of which occurs through standard regulatory proceedings. All states in our operating area require periodic review of actual gas procurement activity to determine prudence and confirm the recovery of prudently incurred energy commodity costs supplied to customers.
A portion of the Electric Operations revenue is related to the recovery of fuel costs to generate power and the fuel costs related to purchased power. These costs are recovered through a FAC, which is updated quarterly to reflect actual costs incurred to supply electricity to customers.
Natural Gas Competition.    Open access to natural gas supplies over interstate pipelines and the deregulation of the gas supply has led to tremendous change in the energy markets. LDC customers can purchase gas directly from producers and marketers in an open, competitive market. This separation or “unbundling” of the transportation and other services offered by LDCs allows customers to purchase the commodity independent of services provided by LDCs. LDCs continue to purchase gas and recover the associated costs from their customers. Our Gas Distribution Operations’ subsidiaries are involved in programs that provide customers the opportunity to purchase their natural gas requirements from third parties and use our Gas Distribution Operations’ subsidiaries for transportation services.
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ITEM 1A. RISK FACTORS1. BUSINESS
NISOURCE INC.

Gas Distribution Operations competes with (i) investor-owned, municipal, and cooperative electric utilities throughout its service areas, (ii) other regulated and unregulated natural gas intra and interstate pipelines and (iii) other alternate fuels, such as propane and fuel oil. Gas Distribution Operations continues to be a strong competitor in the energy market as a result of strong customer preference for natural gas. Competition with providers of electricity has traditionally been the strongest in the residential and commercial markets of Kentucky, southern Ohio, central Pennsylvania and western Virginia due to comparatively low electric rates.
these testsElectric Competition.    Indiana electric utilities generally have exclusive service areas under Indiana regulations, and retail electric customers in Indiana do not indicatehave the need for an impairment of the goodwill balance. We would be requiredability to record a charge in our financial statements for the period in which any impairment of the goodwill or definite-lived intangible assets is determined, negatively impacting the results of operations. choose their electric supplier. NIPSCO faces non-utility competition from other energy sources, such as self-generation by large industrial customers and other distributed energy sources.
Seasonality
A significant charge could impact the capitalization ratio covenant under certain financing agreements. Weportion of our operations are subject to seasonal fluctuations in sales. During the heating and cooling seasons, revenues from gas and electric sales, respectively, are more significant than in other months. The heating season is primarily from November through March, and the cooling season is primarily from June through September.
Human Capital
Human Capital Goals and Objectives.We have aligned our human capital goals to achieve the overall company objectives by driving an enhanced talent strategy, elevating support for front-line leaders, fostering a financial covenant underculture of rigor and accountability and strengthening our five-year revolving credit facility, which requires us to maintainHuman Resources function as a debt to capitalization ratio that does not exceed 70%whole.
Workforce Composition. A similar covenant in a 2005 private placement note purchase agreement requires us to maintain a debt to capitalization ratio that does not exceed 75%. As of December 31, 2018, the ratio was 61.4%.
Changes in taxation2020, we had 7,301 full-time and the ability to quantify such changes could adversely affect our financial results.
We are88 part-time employees. 2,728 employees were subject to taxation by thecollective bargaining agreements with various taxing authorities at the federal, state and local levels where we do business. Legislation or regulation which could affect our tax burden could be enacted by anylabor unions. Six of these governmental authorities. For example, the TCJA includes numerous provisions that affect businesses, including changesagreements covering 527 employees are set to U.S. corporate tax rates, business-related exclusions, and deductions and credits. The outcome of regulatory proceedings regarding the extent to which the effect of reduced corporate tax rate will be shared with customers and the time period over which it will be shared could significantly impact future earnings and cash flows. Separately, a challenge by a taxing authority, our ability to utilize tax benefits such as carryforwards or tax credits, or a deviation from other tax-related assumptions may cause actual financial results to deviate from previous estimates.expire within one year.
ChangesDiversity.Our talent acquisition teams hired 612 external candidates in accounting principles may adversely affect our financial results.
Future changes in accounting rules and associated changes in regulatory accounting may negatively impact the way we record revenues, expenses, assets and liabilities. These changes in accounting standards may adversely affect our financial condition and results of operations.
Aging infrastructure may lead to disruptions in operations and increased capital expenditures and maintenance costs, all of which could negatively impact our financial results.
We have risks associated with aging infrastructure assets. The age of these assets may result in a need for replacement, a higher level of maintenance costs, or unscheduled outages, despite efforts by us to properly maintain or upgrade these assets through inspection, scheduled maintenance and capital investment. In addition, the nature of the information available on aging infrastructure assets may make inspections, maintenance, upgrading and replacement of the assets particularly challenging. The failure to operate these assets as desired could result in gas leaks and other incidents and in our inability to meet firm service obligations, which could adversely impact revenues, and could also result in increased capital expenditures and maintenance costs, which, if not fully recovered from customers, could negatively impact our financial results.
The impacts of climate change, natural disasters, acts of terrorism, accidents or other catastrophic events may disrupt operations and reduce the ability to service customers.
A disruption or failure of natural gas distribution systems, or within electric generation, transmission or distribution systems, in the event of a major hurricane, tornado, terrorist attack, accident or other catastrophic event could cause delays in completing sales, providing services, or performing other critical functions. We have experienced disruptions in the past from hurricanes and tornadoes and other events of this nature. The occurrence of such events could adversely affect our financial position and results of operations. In accordance with customary industry practice, we maintain insurance against some, but not all, of these risks and losses. There is also a concern that climate change may exacerbate the risks to physical infrastructure. Such risks include heat stresses to power lines, storms that damage infrastructure, lake and sea level changes that damage the manner in which services are currently provided, droughts or other stresses on water used to supply services, and other extreme weather conditions. Climate change and the costs that may be associated with its impacts have the potential to affect our business in many ways, including increasing the costs we incur in providing our products and services, impacting the demand for and consumption of our products and services (due to change in both costs and weather patterns), and affecting the economic health of the regions in which we operate.

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ITEM 1A. RISK FACTORS
NISOURCE INC.

A cyber-attack on any of our or certain third-party computer systems upon which we rely may adversely affect our ability to operate.
We are reliant on technology to run our business, which is dependent upon financial and operational computer systems to process critical information necessary to conduct various elements of our business, including the generation, transmission and distribution of electricity, operation of our gas pipeline facilities and the recording and reporting of commercial and financial transactions to regulators, investors and other stakeholders. In addition to general information and cyber risks that all large corporations face (e.g., malware, unauthorized access attempts, phishing attacks, malicious intent by insiders and inadvertent disclosure of sensitive information), the utility industry faces evolving cybersecurity risks associated with protecting sensitive and confidential customer information, electric grid infrastructure, and natural gas infrastructure. Deployment of new business technologies represents a new and large-scale opportunity for attacks on our information systems and confidential customer information, as well as on the integrity of the energy grid and the natural gas infrastructure. Increasing large-scale corporate attacks in conjunction with more sophisticated threats continue to challenge power and utility companies. Any failure of our computer systems, or those of our customers, suppliers or others with whom we do business, could materially disrupt our ability to operate our business and could result in a financial loss and possibly do harm to our reputation.
Additionally, our information systems experience ongoing, often sophisticated, cyber-attacks by a variety of sources, including foreign sources, with the apparent aim to breach our cyber-defenses. Although we attempt to maintain adequate defenses to these attacks and work through industry groups and trade associations to identify common threats and assess our countermeasures, a security breach of our information systems could (i) impact the reliability of our generation, transmission and distribution systems and potentially negatively impact our compliance with certain mandatory reliability standards, (ii) subject us to reputational and other harm associated with theft or inappropriate release of certain types of information such as system operating information or information, personal or otherwise, relating to our customers or employees, (iii) impact our ability to manage our businesses, and/or (iv) subject us to legal and regulatory proceedings and claims from third parties, in addition to remediation costs, any of which, in turn, could have a material adverse effect on our businesses, cash flows, financial condition, results of operations and/or prospects.
Our capital projects and programs subject us to construction risks and natural gas costs and supply risks, and require numerous permits, approvals and certificates from various governmental agencies.
Our business requires substantial capital expenditures for investments in, among other things, capital improvements to our electric generating facilities, electric and natural gas distribution infrastructure, natural gas storage, and other projects, including projects for environmental compliance. We are engaged in intrastate natural gas pipeline modernization programs to maintain system integrity and enhance service reliability and flexibility. NIPSCO also is currently engaged in a number of capital projects, including environmental improvements to its electric generating stations, the construction of new transmission facilities, and new projects related to renewable energy. As we undertake these projects and programs, we may be unable to complete them on schedule or at the anticipated costs. Additionally, we may construct or purchase some of these projects and programs to capture anticipated future growth in natural gas production, which may not materialize, and may cause the construction to occur over an extended period of time.
Our existing and planned capital projects require numerous permits, approvals and certificates from federal, state, and local governmental agencies. If there is a delay in obtaining any required regulatory approvals or if we fail to obtain or maintain any required approvals or to comply with any applicable laws or regulations, we may not be able to construct or operate our facilities, we may be forced to incur additional costs, or we may be unable to recover any or all amounts invested in a project. We also may not receive the anticipated increases in revenue and cash flows resulting from such projects and programs until after their completion
To the extent that delays occur, costs become unrecoverable, or we otherwise become unable to effectively manage and complete our capital projects, our results of operations, cash flows, and financial condition may be adversely affected.
Sustained extreme weather conditions may negatively impact our operations.
We conduct our operations across a wide geographic area subject to varied and potentially extreme weather conditions, which may from time to time persist for sustained periods of time. Despite preventative maintenance efforts, persistent weather related stress on our infrastructure may reveal weaknesses in our systems not previously known to us or otherwise present various operational challenges2020 across all business segments. Further, adverse weather may affect35% of external hires were female and 18% were racially or ethnically diverse. In 2020, we engaged with community-based organizations, conducted career interest workshops in local schools, and focused our ability to conduct operations inemployee mentorship program on females. We also led a manner that satisfies customer expectations or contractual obligations, including by causing service disruptions.

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NISOURCE INC.

Failure to attract and retain an appropriately qualified workforce could harm our results of operations.
We operate in an industry that requires many of ourseparate targeted development program for select employees to possess unique technical skill sets. Events such as an aging workforce without appropriate replacements,support the mismatchgrowth and development of skill setsfemale and ethnically diverse talent. We offered several employee resource groups (“ERGs”) and hosted mostly virtual activities throughout 2020. We have ERGs set up to future needs, orsupport African-American, LatinX, veterans, LGBTQ+, female and Asian employees, among others, and held several sponsored conversations between senior executives and the unavailability of contract resources may lead to operating challenges or increased costs. These operating challenges include lack of resources, loss of knowledge, and a lengthy time period associated with skill development. In addition, current and prospective employees may determine that they do not wish to work for us due to market, economic, employment and other conditions. Failure to hire and retain qualified employees, including the ability to transfer significant internal historical knowledge and expertise to the new employees, may adversely affect our ability to manage and operate our business. If we are unable to successfully attract and retain an appropriately qualified workforce, safety, service reliability, customer satisfaction and our results of operations could be adversely affected.
Some of our employees are subject to collective bargaining agreements. Our collective bargaining agreements are generally negotiated on an operating company basis.  Any failure to reach an agreement on new labor contracts or to negotiate these labor contracts might result in strikes, boycotts or other labor disruptions. Labor disruptions, strikes or significant negotiated wage and benefit increases, whether due to union activities, employee turnover or otherwise, could have a material adverse effect on our businesses, results of operations and/or cash flows.
We are a holding company and are dependent on cash generated by our subsidiaries to meet our debt obligations and pay dividends on our stock.
We are a holding company and conduct our operations primarily through our subsidiaries. Substantially all of our consolidated assets are held by our subsidiaries. Accordingly, our ability to meet our debt obligations or pay dividends on our common stock and preferred stock is largely dependent upon cash generated by these subsidiaries. In the event a major subsidiary is not able to pay dividends or transfer cash flows to us, our ability to service our debt obligations or pay dividends could be negatively affected.ERGs.
The Separation may result in significant tax liabilities.
The Separation, which was completed in July 2015, was conditioned onfollowing provides the receipt by usdiversity breakdown of a legal opinion to the effect that the distribution of CPG shares to our stockholders is expected to qualify as tax-free under Section 355 of the U.S. Internal Revenue Code (the "Internal Revenue Code"). Even though we have received such an opinion, the IRS could determine on audit that the distribution is taxable. Both us and our stockholders could incur significant U.S. Federal income tax liabilities if taxing authorities conclude the distribution is taxable.
If we cannot effectively manage new initiatives and organizational changes, we will be unable to address the opportunities and challenges presented by our strategy and the business and regulatory environment.
In order to execute on our sustainable growth strategy and enhance our culture of ongoing continuous improvement, we must effectively manage the complexity and frequency of new initiatives and organizational changes. If we are unable to make decisions quickly, assess our opportunities and risks, and implement new governance, managerial and organizational processes as needed to execute our strategy in this increasingly dynamic and competitive business and regulatory environment, our financial condition, results of operations and relationships with our business partners, regulators, customers and stockholders may be negatively impacted.
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.
Utilities rely on extensive networks of business partners and suppliers to support critical enterprise capabilities across their organizations. Global metrics indicate that deliveries from suppliers are slowing and that labor shortages are occurring in the energy sector. We outsource certain services to third parties in areas including construction services, information technology, materials, fleet, environmental, operational services and other areas. Outsourcing of services to third parties could expose us to inferior service quality or substandard deliverables, which may result in non-compliance (including with applicable legal requirements and industry standards), interruption of service or accidents, or reputational harm, which could negatively impact our results of operations. If any difficulties in the operations of these third-party suppliers and service providers, including their 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.

Changes in the method for determining LIBOR and the potential replacement of the LIBOR benchmark interest rate could adversely affect our business, financial condition, results of operations and cash flows.

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NISOURCE INC.

Some of our indebtedness, including borrowings under our revolving credit agreement, bears interest at a variable rate based on LIBOR. From time to time, we also enter into hedging instruments to manage our exposure to fluctuations in the LIBOR benchmark interest rate. In addition, these hedging instruments, as well as hedging instruments that our subsidiaries use for hedging natural gas price and basis risk, rely on LIBOR-based rates to calculate interest accrued on certain payments that may be required to be made under these agreements, such as late payments or interest accrued if any cash collateral should be held by a counterparty. In July 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced that the FCA intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. It is not possible to predict the effect of these changes, other reforms or the establishment of alternative reference rates in the United Kingdom or elsewhere. In the United States, efforts to identify a set of alternative U.S. dollar reference interest rates include proposals by the Alternative Reference Rates Committee of the Federal Reserve Board and the Federal Reserve Bank of New York. The Alternative Reference Rates Committee has proposed the Secured Overnight Financing Rate ("SOFR") as its recommended alternative to LIBOR, and the Federal Reserve Bank of New York began publishing SOFR rates in April 2018. SOFR is intended to be a broad measure of the cost of borrowing cash overnight that is collateralized by U.S. Treasury securities.
Any changes announced by the FCA, other regulators or any other successor governance or oversight body, or future changes adopted by such body, in the method pursuant to which the LIBOR rates are determined may result in a sudden or prolonged increase or decrease in the reported LIBOR rates. If that were to occur, the level of interest payments we incur may change. In addition, although certain of our LIBOR based obligations provide for alternative methods of calculating the interest rate payable on certain of our obligations if LIBOR is not reported, which include, without limitation, requesting certain rates from major reference banks in London or New York, uncertainty as to the extent and manner of future changes may result in interest rates and/or payments that are higher than, lower than or that do not otherwise correlate over time with, the interest rates or payments that would have been made on our obligations if a LIBOR-based rate was available in its current form.


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ITEM 1B. UNRESOLVED STAFF COMMENTS
NISOURCE INC.

None.

ITEM 2. PROPERTIES

Discussed below are the principal properties held by us and our subsidiariesNiSource as of December 31, 2018.2020:

nix-20201231_g1.jpg
Gas Distribution OperationsTalent Development.We offer leadership development programs to enhance the behaviors and skills of our existing and future leaders. In 2020, we had participation from employees of all levels. We also offer extensive technical and non-technical
Refer
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employee training programs. Additionally, we strive to Item 1, "Business - Gas Distribution Operations"provide promotion and advancement opportunities for employees. In 2020, 84% of this reportall leadership positions at the supervisor and above level were filled internally. Succession planning is regularly conducted to ensure bench strength for further information on Gas Distribution Operations properties.leadership positions. We utilize retention bonuses and conduct stay conversations in order to retain talent. Retention at NiSource in 2020 was over 93%. Retention is calculated using the total number of terminations divided by the average headcount for the annual period, not including the impacts from the sale of the Massachusetts Business and voluntary separation programs.
Employee Safety and Wellness. We have a number of programs to support employees and their families’ physical, mental, and financial well-being. These programs include a paid wellness day, telemedicine services, an Employee Assistance Program, Integrated Health Management navigation services, employee paid sick/disability leave and paid illness in family days, competitive medical, dental, vision, life and long term disability programs including employee health savings account company contributions and no cost registered financial planner counseling.
In response to COVID-19, we have implemented procedures designed to protect our employees who work in the field and who continue to work in operational and corporate facilities, including social distancing, wearing face coverings, temperature checks and more frequent cleaning of equipment and facilities. We have also implemented work-from-home policies and practices. We have minimized non-essential work that requires an employee to enter a customer premise and limited company vehicle occupancy to one person, where possible. We continue to employ physical and cybersecurity measures to ensure that our operational and support systems remain functional. Our actions to date have mitigated the spread of COVID-19 amongst our employees. We will continue to follow the Centers for Disease Control and Prevention ("CDC") guidance and implement safety measures intended to ensure employee and customer safety during the pandemic.
Electric Operations
We generate, transmit and distribute electricity through our subsidiary NIPSCO to approximately 479,000 customers in 20 counties in the northern part of Indiana and also engage in wholesale electric and transmission transactions. NIPSCO owns and operates two coal-fired electric generating stations: four units at R.M. Schahfer located in Wheatfield, IN and one unit at Michigan City located in Michigan City, IN. The two operating facilities have a generating capacity of 2,080 MW. NIPSCO also owns and operates (i) Sugar Creek, a CCGT plant located in West Terre Haute, IN with generating capacity of 571 MW; (ii) two gas-fired generating units located at R.M. Schahfer with a generating capacity of 155 MW; and (iii) two hydroelectric generating plants with a generating capacity of 10 MW (Oakdale located at Lake Freeman in Carroll County, IN and Norway located at Lake Schahfer in White County, IN). These facilities provide for a total system operating generating capacity of 2,816 MW. NIPSCO is the managing partner in Rosewater Wind Generation LLC, a joint venture that owns and operates 102 MW of nameplate generating capacity in White County, IN. Refer to Note 4 "Variable Interest Entities" in the Notes to Consolidated Financial Statements for more information.
In May 2018, NIPSCO completed the retirement of two coal-burning units at Bailly Generating Station, located in Chesterton, IN. These units had a generating capacity of approximately 460 MW, which was replaced through various electric purchase agreements.
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NIPSCO’s transmission system, with voltages from 69,000 to 765,000 volts, consists of 3,009 circuit miles. NIPSCO is interconnected with eight neighboring electric utilities. During the year ended December 31, 2020, NIPSCO generated 68.8% and purchased 31.2% of its electric requirements.
NIPSCO participates in the MISO transmission service and wholesale energy market. MISO is a nonprofit organization created in compliance with FERC regulations to improve the flow of electricity in the regional marketplace and to enhance electric reliability. Additionally, MISO is responsible for managing energy markets, transmission constraints and the day-ahead, real-time, Financial Transmission Rights and ancillary markets. NIPSCO transferred functional control of its electric transmission assets to MISO, and transmission service for NIPSCO occurs under the MISO Open Access Transmission Tariff.
Business Strategy
We focus our business strategy on providing safe and reliable service through our core, rate-regulated asset-based utilities, which generate substantially all of our operating income. Our utilities continue to move forward on core safety, infrastructure and environmental investment programs supported by complementary regulatory and customer initiatives across all six states in which we operate. Our goal is to develop strategies that benefit all stakeholders as we (i) address changing customer conservation patterns, (ii) align our price structures with our cost structure, and (iii) embark on long-term investment programs. These strategies focus on improving safety and reliability, enhancing customer service, lowering customer bills and reducing emissions while generating sustainable returns.
The safety of our customers, communities and employees remains our top priority. The SMS transitioned in 2020 from an accelerated project launch to an established operating model within NiSource. With the continued support and advice from the Quality Review Board, a panel of third parties with safety operations expertise engaged by management to advise on safety matters, we are continuing to mature our SMS processes, capabilities and talent as we collaborate within and across industries to enhance safety and reduce operational risk.
In its 2018 Integrated Resource Plan submission to the IURC, NIPSCO laid out a plan to retire the R.M. Schahfer Generating Station by 2023 and Michigan City Generating Station by 2028. These units represent 72% of NIPSCO’s remaining generation capacity. The current replacement plan includes renewable sources of energy, including wind, solar, and battery storage, to be obtained through a combination of NIPSCO investment and PPAs. Refer to Note 20-E, "Other Matters," in the Notes to Consolidated Financial Statements for further discussion of these plans.
Rate Case Actions
The following table describes current rate case actions as applicable in each of our jurisdictions net of tracker impacts. See "Cost Recovery and Trackers" below for further detail on trackers.
(in millions)
CompanyProposed ROEApproved ROERequested Incremental RevenueApproved Incremental RevenueFiledStatusRates
Effective
NIPSCO - Electric(1)
10.80 %9.75 %$21.4 $(53.5)October 31, 2018Approved
December 4, 2019
January 2020
Columbia of Pennsylvania(2)
9.86 %N/A$76.8 In processApril 24, 2020Order Expected
Q1 2021
January 2021
Columbia of Maryland10.95 %
None specified(3)
$5.0 $2.0 May 15, 2020Approved
November 7, 2020
December 2020
(1)Rates were implemented in two steps, with implementation of step 1 rates effective on January 2, 2020 and step 2 rates effective on March 2, 2020.
(2)On December 4, 2020, a Recommended Decision was issued by the Administrative Law Judge (ALJ) for the PUC to "deny the Company's request in its entirety because it has not met its burden of providing, by substantial evidence, that the proposed base rate revenue increase will result in just and reasonable rates, as required by 66 Pa.C.S.A. § 1301 during the current Coronavirus-2019 pandemic." Columbia of Pennsylvania filed Exceptions to the ALJ’s Recommended Decision on December 22, 2020 in which the Company proposed an increase of $76.8 million to be implemented in two steps: (1) an increase of $38.4 million to be effective January 23, 2021 through June 30, 2021, and defer revenue related to the remaining increase to regulatory assets during this phase, and (2) the remaining increase of $38.4 million to be implemented on July 1, 2021. Columbia of Pennsylvania proposed to recover the revenue deferred to a Regulatory Asset during the initial phase over a one-year period beginning January 1, 2022 and ending December 31, 2022. A Final Order from the PUC is expected during the first quarter of 2021 for rates effective retroactively on January 23, 2021.
(3)Columbia of Maryland's rate case resulted in a black box settlement, representing a settlement to a specific revenue increase but not a specified ROE. The settlement provides use of a 9.60% ROE for future Make Whole and Infrastructure Tracker filings.
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Competition and Changes in the Regulatory Environment
The regulatory frameworks applicable to our operations, including environmental regulations, at both the state and federal levels, continue to evolve. These changes have had and will continue to have an impact on our operations, structure and profitability. Management continually seeks new ways to be more competitive and profitable in this environment. We believe we are, in all material respects, in compliance with such laws and regulations and do not expect continued compliance to have a material impact on our capital expenditures, earnings, or competitive position. We continue to monitor existing and pending laws and regulations, and the impact of regulatory changes cannot be predicted with certainty. Refer to Note 20-D, "Environmental Matters" in the Notes to Consolidated Financial Statements for more information regarding environmental regulations that are applicable to our operations.
The Gas Distribution Operations utilities have pursued non-traditional revenue sources within the evolving natural gas marketplace. These efforts include (i) the sale of products and services upstream of the companies’ service territory, (ii) the sale of products and services in the companies’ service territories, and (iii) gas supply cost incentive mechanisms for service to their core markets. The upstream products are made up of transactions that occur between an individual Gas Distribution Operations utility and a buyer for the sales of unbundled or rebundled gas supply and capacity. The on-system services are offered by us to customers and include products such as the transportation and balancing of gas on the Gas Distribution Operations utility's system. The incentive mechanisms give the Gas Distribution Operations utilities an opportunity to share in the savings created from such situations as gas purchase prices paid below an agreed upon benchmark and their ability to reduce pipeline capacity charges with their customers.
Increased efficiency of natural gas appliances and improvements in home building codes and standards has contributed to a long-term trend of declining average use per customer. While historical rate design at the distribution level has been structured such that a large portion of cost recovery is based upon throughput rather than in a fixed charge, operating costs are largely incurred on a fixed basis and do not fluctuate due to changes in customer usage. As a result, Gas Distribution Operations have pursued changes in rate design to more effectively match recoveries with costs incurred. Each of the states in which Gas Distribution Operations operate has different requirements regarding the procedure for establishing changes to rate design. Columbia of Ohio has adopted a decoupled rate design that closely links the recovery of fixed costs with fixed charges. Columbia of Maryland and Columbia of Virginia have regulatory approval for weather and revenue normalization adjustments for certain customer classes, which adjust monthly revenues that exceed or fall short of approved levels. Columbia of Pennsylvania continues to operate its pilot residential weather normalization adjustment. Columbia of Kentucky incorporates a weather normalization adjustment. In a prior gas base rate proceeding, NIPSCO implemented a higher fixed customer charge for residential and small customer classes moving toward recovering more of its fixed costs through a fixed recovery charge, but has no weather or usage protection mechanism.
Cost Recovery and Trackers. Comparability of our line item operating results are impacted by regulatory trackers that allow for the future recovery in rates of certain costs as described below. Increases in expenses that are the subject to approved regulatory tracker mechanisms generally lead to increased regulatory assets, which ultimately result in a corresponding increase in operating revenues and, therefore, have essentially no impact on total operating income results. Certain approved regulatory tracker mechanisms allow for abbreviated regulatory proceedings in order for the operating companies to quickly implement revised rates and recover associated costs.
A portion of the Gas Distribution revenue is related to the recovery of gas costs, the review and recovery of which occurs through standard regulatory proceedings. All states in our operating area require periodic review of actual gas procurement activity to determine prudence and confirm the recovery of prudently incurred energy commodity costs supplied to customers.
A portion of the Electric Operations revenue is related to the recovery of fuel costs to generate power and the fuel costs related to purchased power. These costs are recovered through a FAC, which is updated quarterly to reflect actual costs incurred to supply electricity to customers.
Natural Gas Competition.    Open access to natural gas supplies over interstate pipelines and the deregulation of the gas supply has led to tremendous change in the energy markets. LDC customers can purchase gas directly from producers and marketers in an open, competitive market. This separation or “unbundling” of the transportation and other services offered by LDCs allows customers to purchase the commodity independent of services provided by LDCs. LDCs continue to purchase gas and recover the associated costs from their customers. Our Gas Distribution Operations’ subsidiaries are involved in programs that provide customers the opportunity to purchase their natural gas requirements from third parties and use our Gas Distribution Operations’ subsidiaries for transportation services.
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Gas Distribution Operations competes with (i) investor-owned, municipal, and cooperative electric utilities throughout its service areas, (ii) other regulated and unregulated natural gas intra and interstate pipelines and (iii) other alternate fuels, such as propane and fuel oil. Gas Distribution Operations continues to be a strong competitor in the energy market as a result of strong customer preference for natural gas. Competition with providers of electricity has traditionally been the strongest in the residential and commercial markets of Kentucky, southern Ohio, central Pennsylvania and western Virginia due to comparatively low electric rates.
Electric Competition.    Indiana electric utilities generally have exclusive service areas under Indiana regulations, and retail electric customers in Indiana do not have the ability to choose their electric supplier. NIPSCO faces non-utility competition from other energy sources, such as self-generation by large industrial customers and other distributed energy sources.
Seasonality
A significant portion of our operations are subject to seasonal fluctuations in sales. During the heating and cooling seasons, revenues from gas and electric sales, respectively, are more significant than in other months. The heating season is primarily from November through March, and the cooling season is primarily from June through September.
Human Capital
Human Capital Goals and Objectives.We have aligned our human capital goals to achieve the overall company objectives by driving an enhanced talent strategy, elevating support for front-line leaders, fostering a culture of rigor and accountability and strengthening our Human Resources function as a whole.
Workforce Composition.As of December 31, 2020, we had 7,301 full-time and 88 part-time employees. 2,728 employees were subject to collective bargaining agreements with various labor unions. Six of these agreements covering 527 employees are set to expire within one year.
Diversity.Our talent acquisition teams hired 612 external candidates in 2020 across all business segments. 35% of external hires were female and 18% were racially or ethnically diverse. In 2020, we engaged with community-based organizations, conducted career interest workshops in local schools, and focused our employee mentorship program on females. We also led a separate targeted development program for select employees to support the growth and development of female and ethnically diverse talent. We offered several employee resource groups (“ERGs”) and hosted mostly virtual activities throughout 2020. We have ERGs set up to support African-American, LatinX, veterans, LGBTQ+, female and Asian employees, among others, and held several sponsored conversations between senior executives and the ERGs.
The following provides the diversity breakdown of NiSource as of December 31, 2020:
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Talent Development.We offer leadership development programs to enhance the behaviors and skills of our existing and future leaders. In 2020, we had participation from employees of all levels. We also offer extensive technical and non-technical
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employee training programs. Additionally, we strive to provide promotion and advancement opportunities for employees. In 2020, 84% of all leadership positions at the supervisor and above level were filled internally. Succession planning is regularly conducted to ensure bench strength for leadership positions. We utilize retention bonuses and conduct stay conversations in order to retain talent. Retention at NiSource in 2020 was over 93%. Retention is calculated using the total number of terminations divided by the average headcount for the annual period, not including the impacts from the sale of the Massachusetts Business and voluntary separation programs.
Employee Safety and Wellness. We have a number of programs to support employees and their families’ physical, mental, and financial well-being. These programs include a paid wellness day, telemedicine services, an Employee Assistance Program, Integrated Health Management navigation services, employee paid sick/disability leave and paid illness in family days, competitive medical, dental, vision, life and long term disability programs including employee health savings account company contributions and no cost registered financial planner counseling.
In response to COVID-19, we have implemented procedures designed to protect our employees who work in the field and who continue to work in operational and corporate facilities, including social distancing, wearing face coverings, temperature checks and more frequent cleaning of equipment and facilities. We have also implemented work-from-home policies and practices. We have minimized non-essential work that requires an employee to enter a customer premise and limited company vehicle occupancy to one person, where possible. We continue to employ physical and cybersecurity measures to ensure that our operational and support systems remain functional. Our actions to date have mitigated the spread of COVID-19 amongst our employees. We will continue to follow the Centers for Disease Control and Prevention ("CDC") guidance and implement safety measures intended to ensure employee and customer safety during the pandemic.
Other Relevant Business Information
Our customer base is broadly diversified, with no single customer accounting for a significant portion of revenues.
For a listing of certain subsidiaries of NiSource refer to Exhibit 21.
We electronically file various reports with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports, as well as our proxy statements for the Company's annual meetings of stockholders at http://www.sec.gov. Additionally, we make all SEC filings available without charge to the public on our web site at http://www.nisource.com. The information contained on our website is not included in, nor incorporated by reference into, this Annual Report on Form 10-K.
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Our operations and financial results are subject to various risks and uncertainties, including those described below, that could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common stock.
OPERATIONAL RISKS
We may not be able to execute our business plan or growth strategy, including utility infrastructure investments.
Business or regulatory conditions may result in us not being able to execute our business plan or growth strategy, including identified, planned and other utility infrastructure investments, which includes investments related to natural gas pipeline modernization and investments related to our renewable energy projects and the build-transfer execution goals within our business plan. Our “NiSource Next” initiative, a comprehensive program designed to identify long-term sustainable capability enhancements and cost optimization improvements, may not be effective. Our customer and regulatory initiatives may not achieve planned results. Utility infrastructure investments may not materialize, may cease to be achievable or economically viable and may not be successfully completed. Natural gas may cease to be viewed as an economically and environmentally attractive fuel. Environmental activist groups, investors and governmental entities may continue to oppose natural gas delivery and infrastructure investments in the jurisdictions where we operate because of perceived environmental impacts associated with the natural gas supply chain and end use. Energy conservation, energy efficiency, distributed generation, energy storage, policies favoring electric heat over gas heat and other factors may reduce demand for natural gas and energy. In addition, we consider acquisitions or dispositions of assets or businesses, joint ventures and mergers from time to time as we execute on our business plan and growth strategy. Any of these circumstances could adversely affect our results of operations and growth prospects. Even if our business plan and growth strategy are executed, there is still risk of, among other things, human error in maintenance, installation or operations, shortages or delays in obtaining equipment, and performance below expected levels (in addition to the other risks discussed in this section).
Our gas distribution and transmission activities, as well as generation, transmission and distribution of electricity, involve a variety of inherent hazards and operating risks, including potential public safety risks.
Our gas distribution and transmission activities, as well as generation, transmission, and distribution of electricity, involve a variety of inherent hazards and operating risks, including, but not limited to, gas leaks and over-pressurization, downed power lines, excavation or vehicular damage to our infrastructure, outages, environmental spills, mechanical problems and other incidents, which could cause substantial financial losses, as demonstrated in part by the Greater Lawrence Incident. In addition, these hazards and risks have resulted and may in the future result in serious injury or loss of life to employees and/or the general public, significant damage to property, environmental pollution, impairment of our operations, adverse regulatory rulings and reputational harm, which in turn could lead to substantial losses for us. The location of pipeline facilities, including regulator stations, liquefied natural gas and underground storage, or generation, transmission, substation and distribution facilities near populated areas, including residential areas, commercial business centers and industrial sites, could increase the level of damages resulting from such incidents. As with the Greater Lawrence Incident, certain incidents have subjected and may in the future subject us to litigation or administrative or other legal proceedings from time to time, both civil and criminal, which could result in substantial monetary judgments, fines, or penalties against us, be resolved on unfavorable terms, and require us to incur significant operational expenses. The occurrence of incidents has in certain instances adversely affected and could in the future adversely affect our reputation, cash flows, financial position and/or results of operations. We maintain insurance against some, but not all, of these risks and losses.
Failure to adapt to advances in technology and manage the related costs could make us less competitive and negatively impact our results of operations and financial condition.
A key element of our business model includes generating power at central station power plants to achieve economies of scale and produce power at a competitive cost. We continue to research, plan for, and implement new technologies that produce reliable, cost-efficient power or reduce power consumption. These technologies include renewable energy, distributed generation, energy storage, and energy efficiency. Advances in technology, changes in laws or regulations (including subsidization) and other alternative methods of producing power are reducing the cost of electric generation from these sources to a level that is competitive with most central station power electric production. This could cause power sales to decline and the value of our generating facilities to decline. New technologies may require us to make significant expenditures to remain competitive and may result in the obsolescence of certain operating assets.
Our natural gas business model leverages widespread utilization of natural gas for space heating as a core driver of revenues. Alternative energy sources, new technologies or alternatives to natural gas space heating, including cold climate heat pumps and/or efficiency of other products, could reduce demand and increase customer attrition, which would impact our ability to recover on our investments in our gas distribution assets.
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In addition, customers are increasingly expecting additional communications, increased access to information, and expanded electronic capabilities regarding their electric and natural gas services, which, in some cases, involves additional investments in technology. We also rely on technology to adequately maintain key business records.
Our future success will depend, in part, on our ability to anticipate and successfully adapt to technological changes, to offer services that meet customer demands and evolving industry standards, and to recover all, or a significant portion of, any unrecovered investment in obsolete assets. A failure by us to effectively adapt to changes in technology and manage the related costs could harm our ability to remain competitive in the marketplace for our products, services and processes and could have a material adverse impact on our results of operations and financial condition.
Aging infrastructure may lead to disruptions in operations and increased capital expenditures and maintenance costs, all of which could negatively impact our financial results.
We have risks associated with aging infrastructure, including our electric and gas infrastructure assets. These risks can be driven by threats such as, but not limited to, electrical faults, mechanical failure, internal corrosion, external corrosion, ground movement and stress corrosion and/or cracking. The age of these assets may result in a need for replacement, a higher level of maintenance costs, or unscheduled outages, despite efforts by us to properly maintain or upgrade these assets through inspection, scheduled maintenance and capital investment. In addition, the nature of the information available on aging infrastructure assets, which in some cases is incomplete, may make inspections, maintenance, upgrading and replacement of the assets particularly challenging. Missing or incorrect infrastructure data may lead to (1) difficulty properly locating facilities, which can result in excavator damage and operational or emergency response issues, and (2) configuration and control risks associated with the modification of system operating pressures in connection with turning off or turning on service to customers, which can result in unintended outages or operating pressures. Also, additional maintenance and inspections are required in some instances in order to improve infrastructure information and records and address emerging regulatory or risk management requirements, which increases our costs. The failure to operate these assets as desired could result in interruption of electric service, major component failure at generating facilities and electric substations, gas leaks and other incidents and in our inability to meet firm service obligations, which could adversely impact revenues, and could also result in increased capital expenditures and maintenance costs, which, if not fully recovered from customers, could negatively impact our financial results.
We may be unable to obtain insurance on acceptable terms or at all, and the insurance coverage we do obtain may not provide protection against all significant losses.
Our ability to obtain insurance, as well as the cost and coverage of such insurance, are affected by developments affecting our business; international, national, state, or local events; and the financial condition and underwriting considerations of insurers. For example, some insurers are moving away from underwriting certain energy related businesses such as those in the coal industry or those exposed to certain perils such as wildfires as well as gas explosion events or other infrastructure-related risks. The utility insurance market is experiencing a hardening environment due to reductions in commercial suppliers and the capacity they are willing to issue, increases in overall demand for capacity, and a prevalence of severe losses. We have not been able to obtain liability insurance coverage at previously procured limits at rates that are acceptable to us. Insurance coverage may not continue to be available at limits, rates or terms acceptable to us. The premiums we pay for our insurance coverage have significantly increased as a result of market conditions and the accumulated loss ratio over the history of our operations, and we expect that they will continue to increase as a result of hardening in market conditions. In addition, our insurance is not sufficient or effective under all circumstances and against all hazards or liabilities to which we are subject. For example, total expenses related to the Greater Lawrence Incident exceeded the total amount of liability coverage available under our policies. Certain types of damages, expenses or claimed costs, such as fines and penalties, have been and in the future may be excluded under the policies. In addition, insurers providing insurance to us may raise defenses to coverage under the terms and conditions of the respective insurance policies that could result in a denial of coverage or limit the amount of insurance proceeds available to us. Any losses for which we are not fully insured or that are not covered by insurance at all could materially adversely affect our results of operations, cash flows, and financial position.
The implementation of NIPSCO’s electric generation strategy, including the retirement of its coal generation units, may not achieve intended results.
Our plan to replace 80% of our coal generation capacity by mid-2023 and all of our coal generation by the end of 2028 with primarily renewable resources may not progress as anticipated. On October 31, 2018, NIPSCO submitted its 2018 Integrated Resource Plan with the IURC setting forth its short- and long-term electric generation plans in an effort to maintain affordability while providing reliable, flexible and cleaner sources of power. The Integrated Resource Plan evaluated demand-side and supply-side resource alternatives to meet NIPSCO customers' future energy requirements over the ensuing 20 years.
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The preferred option within the Integrated Resource Plan retires the R.M. Schahfer Generating Station by mid-2023 and the Michigan City Generating Station by the end of 2028. These stations represent 2,080 MW of generating capacity, equal to 72% of NIPSCO’s remaining generating capacity and 100% of NIPSCO's remaining coal-fired generating capacity. The current replacement plan includes renewable sources of energy, including wind, solar, and battery storage. In the second quarter of 2020, the MISO approved NIPSCO's plan to retire the R.M. Schahfer Generating Station in 2023. In February 2021, NIPSCO decided to submit modified Attachment Y Notices to MISO requesting accelerated retirement of two of the four units at R.M. Schahfer Generating Station. The two units are now expected to be retired by the end of 2021, with the remaining two units still scheduled to be retired in 2023. Refer to Note 20- E. "Other Matters - NIPSCO 2018 Integrated Resource Plan," in the Notes to Consolidated Financial Statements for additional information.
There are inherent risks and uncertainties in executing the Integrated Resource Plan, including changes in market conditions, regulatory approvals, environmental regulations, commodity costs and customer expectations, which may impede NIPSCO’s ability to achieve the intended results. NIPSCO’s future success will depend, in part, on its ability to successfully implement its long-term electric generation plans, to offer services that meet customer demands and evolving industry standards, and to recover all, or a significant portion of, any unrecovered investment in obsolete assets. NIPSCO’s electric generation strategy could require significant future capital expenditures, operating costs and charges to earnings that may negatively impact our financial position, financial results and cash flows. As required by statute, NIPSCO plans to submit a new Integrated Resource Plan to the IURC by November 1, 2021. This submission will again outline NIPSCO's short and long term plans for meeting the energy supply needs of its customers, taking into account current perspectives on a range of factors including, but not limited to, new state and federal policy, wholesale market rules, forecasted customer demand, and available resource alternatives.The analysis, conclusions and Preferred Plan in the 2021 Integrated Resource Plan may be different from the analysis, conclusions and Preferred Plan in the 2018 Integrated Resource Plan.
Our capital projects and programs subject us to construction risks and natural gas costs and supply risks, and are subject to regulatory oversight, including requirements for permits, approvals and certificates from various governmental agencies.
Our business requires substantial capital expenditures for investments in, among other things, capital improvements to our electric generating facilities, electric and natural gas distribution infrastructure, natural gas storage, and other projects, including projects for environmental compliance. We are engaged in intrastate natural gas pipeline modernization programs to maintain system integrity and enhance service reliability and flexibility. NIPSCO also is currently engaged in a number of capital projects, including environmental improvements to its electric generating stations, the construction of new transmission facilities, and new projects related to renewable energy. As we undertake these projects and programs, we may be unable to complete them on schedule or at the anticipated costs. Additionally, we may construct or purchase some of these projects and programs to capture anticipated future growth in natural gas production, which may not materialize, and may cause the construction to occur over an extended period of time.
Our existing and planned capital projects require numerous permits, approvals and certificates from federal, state, and local governmental agencies. If there is a delay in obtaining any required regulatory approvals or if we fail to obtain or maintain any required approvals or to comply with any applicable laws or regulations, we may not be able to construct or operate our facilities, we may be forced to incur additional costs, or we may be unable to recover any or all amounts invested in a project. We also may not receive the anticipated increases in revenue and cash flows resulting from such projects and programs until after their completion. Other construction risks include changes in costs of materials, equipment, commodities or labor (including changes to tariffs on materials), delays caused by construction incidents or injuries, work stoppages, shortages in qualified labor, poor initial cost estimates, unforeseen engineering issues, the ability to obtain necessary rights-of-way, easements and transmissions connections and general contractors and subcontractors not performing as required under their contracts.
On May 1, 2020, former President Donald Trump issued an executive order (the “EO”) prohibiting any transaction initiated after that day that (i) involves bulk-power system (“BPS”) equipment designed, developed, manufactured or supplied by persons owned by, controlled by or subject to the jurisdiction or direction of a foreign adversary and (ii) poses an unacceptable risk to national security. Implementing regulations from the U.S. Secretary of Energy are still pending. The EO also requires the U.S. Secretary of Energy to review the risk of existing bulk-power system equipment sourced from foreign adversaries and to establish a task force to review and recommend federal procurement policies and procedures consistent with the considerations identified in the EO. On July 8, 2020, the U.S. Department of Energy issued a Request for Information (“RFI”), seeking input from industry stakeholders to “understand the energy industry’s current practices to identify and mitigate vulnerabilities in the supply chain” for components of bulk-power system equipment. The RFI identifies the following governments as “foreign adversaries”: China, Cuba, Iran, North Korea, Russia and Venezuela. The RFI notes that the U.S. Secretary of Energy retains
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authority to amend this list at any time and such countries have been identified only for the purposes of the EO. Pursuant to the EO, on December 17, 2020, the U.S. Department of Energy issued a Prohibition Order (the “Prohibition Order”) prohibiting the acquisition, importation, transfer, or installment of specified BPS equipment from China that directly serves critical defense facilities. While the implications of the Prohibition Order are still being assessed, it could impact our procurement processes for BPS equipment. In the future, certain bulk-power system equipment owned or operated by NiSource could possibly be considered to be sourced from a foreign adversary within the meaning of the EO. These regulations, if implemented, may impact our procurement processes for bulk-power system equipment.
To the extent that delays occur, costs become unrecoverable, or we otherwise become unable to effectively manage and complete our capital projects, our results of operations, cash flows, and financial condition may be adversely affected.
A significant portion of the gas and electricity we sell is used by residential and commercial customers for heating and air conditioning. Accordingly, fluctuations in weather, gas and electricity commodity costs and economic conditions impact demand of our customers and our operating results.
Energy sales are sensitive to variations in weather. Forecasts of energy sales are based on “normal” weather, which represents a long-term historical average. Significant variations from normal weather, could have, and have had, a material impact on energy sales. Additionally, residential usage, and to some degree commercial usage, is sensitive to fluctuations in commodity costs for gas and electricity, whereby usage declines with increased costs, thus affecting our financial results. Lastly, residential and commercial customers’ usage is sensitive to economic conditions and factors such as unemployment, consumption and consumer confidence. Therefore, prevailing economic conditions affecting the demand of our customers may in turn affect our financial results.
Fluctuations in the price of energy commodities or their related transportation costs or an inability to obtain an adequate, reliable and cost-effective fuel supply to meet customer demands may have a negative impact on our financial results.
Our current electric generating fleet is dependent on coal and natural gas for fuel, and our gas distribution operations purchase and resell a portion of the natural gas we deliver to our customers. These energy commodities are subject to price fluctuations and fluctuations in associated transportation costs. When appropriate, we use hedging in order to offset fluctuations in commodity supply prices. We rely on regulatory recovery mechanisms in the various jurisdictions in order to fully recover the commodity costs incurred in selling energy to our customers. However, while we have historically been successful in the recovery of costs related to such commodity prices, there can be no assurance that such costs will be fully recovered through rates in a timely manner.
In addition, we depend on electric transmission lines, natural gas pipelines, and other transportation facilities owned and operated by third parties to deliver the electricity and natural gas we sell to wholesale markets, supply natural gas to our gas storage and electric generation facilities, and provide retail energy services to customers. If transportation is disrupted, or if capacity is inadequate, we may be unable to sell and deliver our gas and electricservices to some or all of our customers. As a result, we may be required to procure additional or alternative electricity and/or natural gas supplies at then-current market rates, which, if recovery of related costs is disallowed, could have a material adverse effect on our businesses, financial condition, cash flows, results of operations and/or prospects.
Failure to attract and retain an appropriately qualified workforce, and maintain good labor relations, could harm our results of operations.
We operate in an industry that requires many of our employees to possess unique technical skill sets. Events such as an aging workforce without appropriate replacements, the mismatch of skill sets to future needs, or the unavailability of contract resources may lead to operating challenges or increased costs. These operating challenges include lack of resources, loss of knowledge, and a lengthy time period associated with skill development. In addition, current and prospective employees may determine that they do not wish to work for us due to market, economic, employment and other conditions. Failure to hire and retain qualified employees, including the ability to transfer significant internal historical knowledge and expertise to the new employees, may adversely affect our ability to manage and operate our business. If we are unable to successfully attract and retain an appropriately qualified workforce, safety, service reliability, customer satisfaction and our results of operations could be adversely affected.
Some of our employees are subject to collective bargaining agreements. Our collective bargaining agreements are generally negotiated on an operating company basis. Any failure to reach an agreement on new labor contracts or to negotiate these labor contracts might result in strikes, boycotts or other labor disruptions. Labor disruptions, strikes or significant negotiated wage
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and benefit increases, whether due to union activities, employee turnover or otherwise, could have a material adverse effect on our businesses, results of operations and/or cash flows.
If we cannot effectively manage new initiatives and organizational changes, we will be unable to address the opportunities and challenges presented by our strategy and the business and regulatory environment.
In order to execute on our sustainable growth strategy and enhance our culture of ongoing continuous improvement, we must effectively manage the complexity and frequency of new initiatives and organizational changes. If we are unable to make decisions quickly, assess our opportunities and risks, and implement new governance, managerial and organizational processes as needed to execute our strategy in this increasingly dynamic and competitive business and regulatory environment, our financial condition, results of operations and relationships with our business partners, regulators, customers and stockholders may be negatively impacted.
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.
Utilities rely on extensive networks of business partners and suppliers to support critical enterprise capabilities across their organizations. Global metrics indicate that deliveries from suppliers are slowing and that labor shortages are occurring in the energy sector. We outsource certain services to third parties in areas including construction services, information technology, materials, fleet, environmental, operational services and other areas. Outsourcing of services to third parties could expose us to inferior service quality or substandard deliverables, which may result in non-compliance (including with applicable legal requirements and industry standards), interruption of service or accidents, or reputational harm, which could negatively impact our results of operations. If any difficulties in the operations of these third-party suppliers and service providers, including their 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.
A cyber-attack on any of our or certain third-party computer systems upon which we rely may adversely affect our ability to operate and could lead to a loss or misuse of confidential and proprietary information or potential liability.
We are reliant on technology to run our business, which is dependent upon financial and operational computer systems to process critical information necessary to conduct various elements of our business, including the generation, transmission and distribution of electricity; operation of our gas pipeline facilities; and the recording and reporting of commercial and financial transactions to regulators, investors and other stakeholders. In addition to general information and cyber risks that all large corporations face (e.g., malware, unauthorized access attempts, phishing attacks, malicious intent by insiders, third-party software vulnerabilities and inadvertent disclosure of sensitive information), the utility industry faces evolving and increasingly complex cybersecurity risks associated with protecting sensitive and confidential customer and employee information, electric grid infrastructure, and natural gas infrastructure. Deployment of new business technologies, along with maintaining legacy technology, represents a large-scale opportunity for attacks on our information systems and confidential customer and employee information, as well as on the integrity of the energy grid and the natural gas infrastructure. Increasing large-scale corporate attacks in conjunction with more sophisticated threats continue to challenge power and utility companies. Any failure of our computer systems, or those of our customers, suppliers or others with whom we do business, could materially disrupt our ability to operate our business and could result in a financial loss and possibly do harm to our reputation.
Additionally, our information systems experience ongoing, often sophisticated, cyber-attacks by a variety of sources, including foreign sources, with the apparent aim to breach our cyber-defenses. Although we attempt to maintain adequate defenses to these attacks and work through industry groups and trade associations to identify common threats and assess our countermeasures, a security breach of our information systems, or a security breach of the information systems of our customers, suppliers or others with whom we do business, could (i) impact the reliability of our generation, transmission and distribution systems and potentially negatively impact our compliance with certain mandatory reliability standards, (ii) subject us to reputational and other harm or liabilities associated with theft or inappropriate release of certain types of information such as system operating information or information, personal or otherwise, relating to our customers or employees, (iii) impact our ability to manage our businesses, and/or (iv) subject us to legal and regulatory proceedings and claims from third parties, in addition to remediation costs, any of which, in turn, could have a material adverse effect on our businesses, cash flows, financial condition, results of operations and/or prospects. Although we do maintain cyber insurance, it is possible that such insurance will not adequately cover any losses or liabilities we may incur as a result of a cybersecurity incident.
We are exposed to significant reputational risks, which make us vulnerable to a loss of cost recovery, increased litigation and negative public perception.
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As a utility company, we are subject to adverse publicity focused on the reliability of our services, the speed with which we are able to respond effectively to electric outages, natural gas leaks or events and related accidents and similar interruptions caused by storm damage or other unanticipated events, as well as our own or third parties' actions or failure to act. We are also subject to adverse publicity related to actual or perceived environmental impacts. If customers, legislators, or regulators have or develop a negative opinion of us, this could result in less favorable legislative and regulatory outcomes or increased regulatory oversight, increased litigation and negative public perception. The adverse publicity and investigations we experienced as a result of the Greater Lawrence Incident may have an ongoing negative impact on the public’s perception of us. It is difficult to predict the ultimate impact of this adverse publicity. The foregoing may have continuing adverse effects on our business, results of operations, cash flow and financial condition.
The sale of the Massachusetts Business poses risks and challenges that could negatively impact our business, and we may not realize the expected benefits of the sale of the Massachusetts Business.
On October 9, 2020, we completed the sale of the Massachusetts Business to Eversource. The sale of the Massachusetts Business involves separation or carve-out activities and costs and possible disputes with Eversource. We have continued financial liabilities with respect to the business conducted by Columbia of Massachusetts, as we retain responsibility for, and have agreed to indemnify Eversource against, certain liabilities. This responsibility includes liabilities for any fines arising out of the Greater Lawrence Incident and liabilities of Columbia of Massachusetts or its affiliates pursuant to civil claims for injury of persons or damage to property to the extent such injury or damage occurred prior to the closing in connection with the Massachusetts Business. It may also be difficult to determine whether a claim from a third party is our responsibility, and we may expend substantial resources trying to determine whether we or Eversource has responsibility for the claim.
Further, the sale of the Massachusetts Business may result in a dilutive impact to our future earnings if we are unable to offset the loss of revenue associated with the sale, which could have a material adverse effect on our results of operations and financial condition.
The impacts of natural disasters, acts of terrorism, acts of war, civil unrest, cyber-attacks, accidents, public health emergencies or other catastrophic events may disrupt operations and reduce the ability to service customers.
A disruption or failure of natural gas distribution systems, or within electric generation, transmission or distribution systems, in the event of a major hurricane, tornado, terrorist attack, acts of war, civil unrest, cyber-attack (as further detailed above), accident, public health emergency, pandemic, or other catastrophic event could cause delays in completing sales, providing services, or performing other critical functions. We have experienced disruptions in the past from hurricanes and tornadoes and other events of this nature. Also, companies in our industry face a heightened risk of exposure to acts of terrorism and vandalism. The occurrence of such events could adversely affect our financial position and results of operations. In accordance with customary industry practice, we maintain insurance against some, but not all, of these risks and losses.
Climate change has the potential to affect our business.
Our strategy may be impacted by policy and legal, technology, market, and reputational risks and opportunities that are associated with the transition to a lower-carbon economy, as disclosed in other risk factors in this section. In addition, climate change may exacerbate the risks to our physical infrastructure, including heat stresses to power lines, storms that damage infrastructure, lake and sea level changes that affect the manner in which services are currently provided, droughts or other stresses on water used to supply services, and other extreme weather conditions. Climate change and the transition to a lower carbon economy have the potential to affect our business by reducing our ability to serve customers, increasing the costs we incur in providing our products and services, impacting the demand for and consumption of our products and services (due to changes in costs, technology, reputation and weather patterns), and affecting the economic health of the regions in which we operate. Changes in policy to combat climate change, and technology advancement, each of which can also accelerate the implications of a transition to a lower carbon economy, may materially adversely impact our business, financial position, results of operations, and cash flows.
Extreme weather conditions may negatively impact our operations.
We conduct our operations across a wide geographic area subject to varied and potentially extreme weather conditions, which may from time to time persist for sustained periods of time. Despite preventative maintenance efforts, persistent weather related stress on our infrastructure may reveal weaknesses in our systems not previously known to us or otherwise present various operational challenges across all business segments. Further, adverse weather may affect our ability to conduct operations in a manner that satisfies customer expectations or contractual obligations, including by causing service disruptions.
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NISOURCE INC.
FINANCIAL, ECONOMIC AND MARKET RISKS
We have substantial indebtedness which could adversely affect our financial condition.
Our business is capital intensive and we rely significantly on long-term debt to fund a portion of our capital expenditures and repay outstanding debt, and on short-term borrowings to fund a portion of day-to-day business operations. We had total consolidated indebtedness of $9,746.1 million outstanding as of December 31, 2020. Our substantial indebtedness could have important consequences. For example, it could:
limit our ability to borrow additional funds or increase the cost of borrowing additional funds;
reduce the availability of cash flow from operations to fund working capital, capital expenditures and other general corporate purposes;
limit our flexibility in planning for, or reacting to, changes in the business and the industries in which we operate;
lead parties with whom we do business to require additional credit support, such as letters of credit, in order for us to transact such business;
place us at a competitive disadvantage compared to competitors that are less leveraged;
increase vulnerability to general adverse economic and industry conditions; and
limit our ability to execute on our growth strategy, which is dependent upon access to capital to fund our substantial infrastructure investment program.
Some of our debt obligations contain financial covenants related to debt-to-capital ratios and cross-default provisions. Our failure to comply with any of these covenants could result in an event of default, which, if not cured or waived, could result in the acceleration of outstanding debt obligations.
A drop in our credit ratings could adversely impact our cash flows, results of operation, financial condition and liquidity.
The availability and cost of credit for our businesses may be greatly affected by credit ratings. The credit rating agencies periodically review our ratings, taking into account factors such as our capital structure, earnings profile, and, in 2020 and 2021, the impacts of the COVID-19 pandemic. We are committed to maintaining investment grade credit ratings; however, there is no assurance we will be able to do so in the future. Our credit ratings could be lowered or withdrawn entirely by a rating agency if, in its judgment, the circumstances warrant. Any negative rating action could adversely affect our ability to access capital at rates and on terms that are attractive. A negative rating action could also adversely impact our business relationships with suppliers and operating partners, who may be less willing to extend credit or offer us similarly favorable terms as secured in the past under such circumstances.
Certain of our subsidiaries have agreements that contain “ratings triggers” that require increased collateral in the form of cash, a letter of credit or other forms of security for new and existing transactions if our credit ratings (including the standalone credit ratings of certain of our subsidiaries) are dropped below investment grade. These agreements are primarily for insurance purposes and for the physical purchase or sale of gas or power. As of December 31, 2020, the collateral requirement that would be required in the event of a downgrade below the ratings trigger levels would amount to approximately $53.9 million. In addition to agreements with ratings triggers, there are other agreements that contain “adequate assurance” or “material adverse change” provisions that could necessitate additional credit support such as letters of credit and cash collateral to transact business.
If our or certain of our subsidiaries' credit ratings were downgraded, especially below investment grade, financing costs and the principal amount of borrowings would likely increase due to the additional risk of our debt and because certain counterparties may require additional credit support as described above. Such amounts may be material and could adversely affect our cash flows, results of operations and financial condition. Losing investment grade credit ratings may also result in more restrictive covenants and reduced flexibility on repayment terms in debt issuances, lower share price and greater stockholder dilution from common equity issuances, in addition to reputational damage within the investment community.
The novel coronavirus (COVID-19) pandemic adversely impacts our business, results of operations, financial condition, liquidity and cash flows.
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NISOURCE INC.
The continued spread of COVID-19 has resulted in widespread impacts on the global economy and financial markets and could lead to a prolonged reduction in economic activity, extended disruptions to supply chains and capital markets, and reduced labor availability and productivity. We have experienced lower revenues, higher expenses for personal protective equipment and supplies, and higher bad debt expense as a consequence of the pandemic, which has negatively impacted our results of operations as of December 31, 2020. Our future operating results and liquidity may continue to be impacted by the pandemic, but the extent of the impact remains uncertain. Such ongoing impact of the pandemic includes, but is not limited to:
Lower revenue and cash flow, resulting from the decrease in commercial and industrial gas and electric demand as businesses comply with operating restrictions and re-opening plans in each state and as businesses experience negative economic impact from the pandemic, potentially offset by higher residential demand;
Lower revenue and cash flow due to the continuing suspension of late payment and reconnection fees in some jurisdictions;
A decline in revenue due to an increase in customer attrition rates, as well as lower revenue growth if customer additions slow due to a prolonged economic downturn;
A continued increase in bad debt and a decrease in cash flows resulting from the suspension of shut-offs and the inability of our customers to pay for their gas and electric service due to job loss or other factors, partially offset by regulatory deferral;
Lower revenues on a prolonged basis resulting from higher customer bankruptcies, predominately focused on commercial and industrial customers not able to sustain operations through the broader economic downturn;
A continued delay in cash flows as customers utilize the more flexible payment plans we offer; and
An increase in internal labor costs from higher overtime.
We also face the risk of not achieving operational compliance and/or customer requirements because of work restrictions or unavailable employees due to the pandemic. For more information regarding the items above and additional items related to the pandemic that we are evaluating and monitoring, please see our discussion of these topics in Part II., Item 7. "Management Discussion and Analysis of Financial Condition and Results of Operations - Executive Summary - Introduction - COVID-19" in this report and in our future filings with the Securities and Exchange Commission. To the extent the pandemic adversely affects our business, results of operations, financial condition, liquidity or cash flows, it may also have the effect of heightening many of the other Risk Factors described herein. The degree to which the pandemic will impact us will depend in part on future developments, including the continued severity and duration of the outbreak, actions that may be taken by governmental authorities, and to what extent and when normal economic and operating conditions can resume.
Adverse economic and market conditions, including as a result of the COVID-19 pandemic, or increases in interest rates could materially and adversely affect our business, results of operations, cash flows, financial condition and liquidity.
Deteriorating, sluggish or volatile economic conditions in our operating jurisdictions could adversely impact our ability to maintain or grow our customer base and collect revenues from customers, which could reduce our revenue or growth rate and increase operating costs. The continued spread of COVID-19 has resulted in widespread impacts on the global economy and financial markets and could lead to a prolonged reduction in economic activity, disruptions to supply chains and capital markets, and reduced labor availability and productivity.
In connection with the pandemic, certain state regulatory commissions instituted disconnection moratoriums and the suspension of collection of late payment fees, deposits and reconnection fees, which impacted our ability to pursue our standard credit risk mitigation practices. Following the issuance of these moratoriums, certain of our regulated operations have been authorized to record a regulatory asset for bad debt expense above levels currently in rates. While several of these moratoriums remain in place, we have reinstated our common credit mitigation practices where moratoriums have expired. It is possible that such moratoriums will be extended or reinstated as the pandemic continues.
In addition, the pandemic has impacted our physical business operations, resulting in delays in conducting certain residential work and additional costs required to comply with pandemic-related health and safety protocols.
Further, we rely on access to the capital markets to finance our liquidity and long-term capital requirements, including expenditures for our utility infrastructure and to comply with future regulatory requirements, to the extent not satisfied by the cash flow generated by our operations. We have historically relied on long-term debt and on the issuance of equity securities to
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NISOURCE INC.
fund a portion of our capital expenditures and repay outstanding debt, and on short-term borrowings to fund a portion of day-to-day business operations. Successful implementation of our long-term business strategies, including capital investment, is dependent upon our ability to access the capital and credit markets, including the banking and commercial paper markets, on competitive terms and rates. An economic downturn or uncertainty, market turmoil, changes in tax policy, challenges faced by financial institutions, changes in our credit ratings, or a change in investor sentiment toward us or the utilities industry generally could adversely affect our ability to raise additional capital or refinance debt. Reduced access to capital markets, increased borrowing costs, and/or lower equity valuation levels could reduce future earnings per share and cash flows. Refer to Note 15, “Long-Term Debt,” in the Notes to Consolidated Financial Statements for information related to outstanding long-term debt and maturities of that debt. In addition, any rise in interest rates may lead to higher borrowing costs, which may adversely impact reported earnings, cost of capital and capital holdings.
If, in the future, we face limits to the credit and capital markets or experience significant increases in the cost of capital or are unable to access the capital markets, it could limit our ability to implement, or increase the costs of implementing, our business plan, which, in turn, could materially and adversely affect our results of operations, cash flows, financial condition and liquidity.
Most of our revenues are subject to economic regulation and are exposed to the impact of regulatory rate reviews and proceedings.
Most of our revenues are subject to economic regulation at either the federal or state level. As such, the revenues generated by us are subject to regulatory review by the applicable federal or state authority. These rate reviews determine the rates charged to customers and directly impact revenues. Our financial results are dependent on frequent regulatory proceedings in order to ensure timely recovery of costs and investments.
The outcomes of these proceedings are uncertain, potentially lengthy and could be influenced by many factors, some of which may be outside of our control, including the cost of providing service, the necessity of expenditures, the quality of service, regulatory interpretations, customer intervention, economic conditions and the political environment. Further, the rate orders are subject to appeal, which creates additional uncertainty as to the rates that will ultimately be allowed to be charged for services. The COVID-19 pandemic is another factor that will continue to influence the regulatory process, such as the implementation of disconnection moratoriums as discussed above and the risk of not being able to recover costs and/or returns on invested capital through raising rates during a pandemic, which has disproportionately impacted vulnerable customers and communities.
Additionally, the costs of complying with current and future changes in environmental and federal pipeline safety laws and regulations are expected to be significant, and their recovery through rates will also be contingent on regulatory approval.
Our business operations are subject to economic conditions in certain industries.
Business operations throughout our service territories have been and may continue to be adversely affected by economic events at the national and local level where our businesses operate. In particular, sales to large industrial customers, such as those in the steel, oil refining, industrial gas and related industries, are impacted by economic downturns, including the downturn resulting from the COVID-19 pandemic; geographic or technological shifts in production or production methods; and consumer demand for environmentally friendly products and practices. The U.S. manufacturing industry continues to adjust to changing market conditions including international competition, increasing costs, and fluctuating demand for its products. In addition, our results of operations are negatively impacted by lower revenues resulting from higher bankruptcies, predominately focused on commercial and industrial customers not able to sustain operations through the economic disruptions related to the pandemic.
We are exposed to risk that customers will not remit payment for delivered energy or services, and that suppliers or counterparties will not perform under various financial or operating agreements.
Our extension of credit is governed by a Corporate Credit Risk Policy, involves considerable judgment by our employees and is based on an evaluation of a customer or counterparty’s financial condition, credit history and other factors. We monitor our credit risk exposureby obtaining credit reports and updated financial information for customers and suppliers, and by evaluating the financial status of our banking partners and other counterparties by reference to market-based metrics such as credit default swap pricing levels, and to traditional credit ratings provided by the major credit rating agencies. Adverse economic conditions result in an increase in defaults by customers, suppliers and counterparties. As stated above, in connection with the COVID-19 pandemic, certain state regulatory commissions instituted regulatory moratoriums that have impacted our ability to pursue our standard credit risk mitigation practices.
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NISOURCE INC.
We are a holding company and are dependent on cash generated by our subsidiaries to meet our debt obligations and pay dividends on our stock.
We are a holding company and conduct our operations primarily through our subsidiaries, which are separate and distinct legal entities. Substantially all of our consolidated assets are held by our subsidiaries. Accordingly, our ability to meet our debt obligations or pay dividends on our common stock and preferred stock is largely dependent upon cash generated by these subsidiaries. In the event a major subsidiary is not able to pay dividends or transfer cash flows to us, our ability to service our debt obligations or pay dividends could be negatively affected.
Capital market performance and other factors may decrease the value of benefit plan assets, which then could require significant additional funding and impact earnings.
The performance of the capital markets affects the value of the assets that are held in trust to satisfy future obligations under defined benefit pension and other postretirement benefit plans. We have significant obligations in these areas and hold significant assets in these trusts as noted in Note 12, "Pension and Other Postretirement Benefits," in the Notes to Consolidated Financial Statements. These assets are subject to market fluctuations and may yield uncertain returns, which fall below our projected rates of return. A decline in the market value of assets may increase the funding requirements of the obligations under the defined benefit pension plan. Additionally, changes in interest rates affect the liabilities under these benefit plans; as interest rates decrease, the liabilities increase, which could potentially increase funding requirements. Further, the funding requirements of the obligations related to these benefits plans may increase due to changes in governmental regulations and participant demographics, including increased numbers of retirements or longer life expectancy assumptions, as well as voluntary early retirements. In addition, lower asset returns result in increased expenses. Ultimately, significant funding requirements and increased pension or other postretirement benefit plan expense could negatively impact our results of operations and financial position.
We have significant goodwill. Any future impairments of goodwill could result in a significant charge to earnings in a future period and negatively impact our compliance with certain covenants under financing agreements.
In accordance with GAAP, we test goodwill for impairment at least annually and review our definite-lived intangible assets for impairment when events or changes in circumstances indicate its fair value might be below its carrying value. Goodwill is also tested for impairment when factors, examples of which include reduced cash flow estimates, a sustained decline in stock price or market capitalization below book value, indicate that the carrying value may not be recoverable.
A significant charge in the future could impact the capitalization ratio covenant under certain financing agreements. We are subject to a financial covenant under our revolving credit facility, which requires us to maintain a debt to capitalization ratio that does not exceed 70%. As of December 31, 2020, the ratio was 62.5%.
Changes in the method for determining LIBOR and the potential replacement of the LIBOR benchmark interest rate could adversely affect our business, financial condition, results of operations and cash flows.
Some of our indebtedness, including borrowings under our revolving credit agreement, bears interest at a variable rate based on LIBOR. From time to time, we also enter into hedging instruments to manage our exposure to fluctuations in the LIBOR benchmark interest rate. In addition, these hedging instruments, as well as hedging instruments that our subsidiaries use for hedging natural gas price and basis risk, rely on LIBOR-based rates to calculate interest accrued on certain payments that may be required to be made under these agreements, such as late payments or interest accrued if any cash collateral should be held by a counterparty. Any changes announced by regulators in the method pursuant to which the LIBOR rates are determined may result in a sudden or prolonged increase or decrease in the reported LIBOR rates. If that were to occur, the level of interest payments we incur may change.
In July 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced that the FCA intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. In November 2020, the Board of Governors of the U.S. Federal Reserve System, the Federal Deposit Insurance Corporation and the Office of the U.S. Comptroller of the Currency collectively issued a statement encouraging banks to stop entering into financial contracts that use LIBOR as a reference rate as soon as possible, and no later than December 31, 2021. It is not possible to predict the effect of these changes, other reforms or the establishment of alternative reference rates in the United Kingdom or elsewhere. In the United States, efforts to identify a set of alternative U.S. dollar reference interest rates include proposals by the Alternative Reference Rates Committee of the Federal Reserve Board and the Federal Reserve Bank of New York. The Alternative Reference Rates Committee has proposed the Secured Overnight Financing Rate ("SOFR") as its recommended alternative to LIBOR, and the Federal Reserve Bank of New York began publishing SOFR rates in April 2018. SOFR is intended to be a
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NISOURCE INC.
broad measure of the cost of borrowing cash overnight that is collateralized by U.S. Treasury securities. However, because SOFR is a broad U.S. Treasury repurchase agreement financing rate that represents overnight secured funding transactions, it differs fundamentally from LIBOR. For example, SOFR is a secured overnight rate, while LIBOR is an unsecured rate that represents interbank funding over different maturities. In addition, because SOFR is a transaction-based rate, it is backward-looking, whereas LIBOR is forward-looking. Because of these and other differences, there is no assurance that SOFR will perform in the same way as LIBOR would have performed at any time, and there is no guarantee that it is a comparable substitute for LIBOR.
In addition, although certain of our LIBOR based obligations provide for alternative methods of calculating the interest rate payable on certain of our obligations if LIBOR is not reported, which include, without limitation, requesting certain rates from major reference banks in London or New York, uncertainty as to the extent and manner of future changes may result in interest rates and/or payments that are higher than, lower than or that do not otherwise correlate over time with, the interest rates or payments that would have been made on our obligations if a LIBOR-based rate was available in its current form.
LITIGATION, REGULATORY AND LEGISLATIVE RISKS
The outcome of legal and regulatory proceedings, investigations, inquiries, claims and litigation related to our business operations may have a material adverse effect on our results of operations, financial position or liquidity.
We areinvolved in legal and regulatory proceedings, investigations, inquiries, claims and litigation in connection with our business operations, including those related to the Greater Lawrence Incident, the most significant of which are summarized in Note 20, “Other Commitments and Contingencies” in the Notes to Consolidated Financial Statements. Our insurance does not cover all costs and expenses that we have incurred or that we may incur in the future relating to the Greater Lawrence Incident, and may not fully cover incidents that could occur in the future. Due to the inherent uncertainty of the outcomes of such matters, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on our results of operations, financial position or liquidity.
The Greater Lawrence Incident has materially adversely affected and may continue to materially adversely affect our financial condition, results of operations and cash flows.
In connection with the Greater Lawrence Incident, we have incurred and will incur various costs and expenses. We have been subject to inquiries and investigations by government authorities and regulatory agencies regarding the Greater Lawrence Incident, including the Massachusetts DPU and the Massachusetts Attorney General's Office, as further described in Note 7, "Goodwill and Other Intangible Assets," Note 20-C. "Legal Proceedings," and Note 20-E. "Other Matters" in the Notes to Consolidated Financial Statements.
While we have recovered the full amount of our liability insurance coverage available under our policies, total expenses related to the incident have exceeded such amount. Expenses in excess of our liability insurance coverage have materially adversely affected and may continue to materially adversely affect our results of operations, cash flows and financial position.
We may also incur additional costs associated with the Greater Lawrence Incident, beyond the amount currently anticipated, including in connection with the U.S. Attorney’s Office investigation as well as civil litigation. Further, state or federal legislation may be enacted that would require us to incur additional costs by mandating various changes, including changes to our operating practice standards for natural gas distribution operations and safety. If we are unable to recover the capital cost of the gas pipeline replacement through the pending property insurance litigation related to this matter, or we incur a material amount of other costs, our financial condition, results of operations, and cash flows could be materially and adversely affected.
Further, if it is determined in other matters that we did not comply with applicable statutes, regulations or rules in connection with the operations or maintenance of our natural gas system, and we are ordered to pay additional amounts in penalties, or other amounts, our financial condition, results of operations, and cash flows could be materially and adversely affected.
Our settlement with the U.S. Attorney’s Office in respect of federal charges in connection with the Greater Lawrence Incident may expose us to further penalties, liabilities and private litigation, and may impact our operations.
On February 26, 2020, the Company entered into a DPA and Columbia of Massachusetts entered into a plea agreement with the U.S. Attorney’s Office to resolve the U.S. Attorney’s Office’s investigation relating to the Greater Lawrence Incident, which was subsequently approved by the United States District Court for the District of Massachusetts (the "Court"). See Note 20-C. "Legal Proceedings” in the Notes to Consolidated Financial Statements. The agreements impose various compliance and remedial obligations on the Company and Columbia of Massachusetts. Failure to comply with the terms of these agreements could result in further enforcement action by the U.S. Attorney’s Office, expose the Company and Columbia of Massachusetts
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NISOURCE INC.
to penalties, financial or otherwise, and subjects the Company to further private litigation, each of which could impact our operations and have a material adverse effect on our business.
Our businesses are subject to various laws, regulations and tariffs. We could be materially adversely affected if we fail to comply with such laws, regulations and tariffs or with any changes in or new interpretations of such laws, regulations and tariffs.
Our businesses are subject to various laws, regulations and tariffs, including, but not limited to, those relating to natural gas pipeline safety, employee safety, the environment and our energy infrastructure. Existing laws, regulations and tariffs may be revised or become subject to new interpretations, and new laws, regulations and tariffs may be adopted or become applicable to us and our operations. In some cases, compliance with new laws, regulations and tariffs increases our costs. If we fail to comply with laws, regulations and tariffs applicable to us or with any changes in or new interpretations of such laws, regulations or tariffs, our financial condition, results of operations, regulatory outcomes and cash flows may be materially adversely affected.
Our businesses are regulated under numerous environmental laws. The cost of compliance with these laws, and changes to or additions to, or reinterpretations of the laws, could be significant. Liability from the failure to comply with existing or changed laws could have a material adverse effect on our business, results of operations, cash flows and financial condition.
Our businesses are subject to extensive federal, state and local environmental laws and rules that regulate, among other things, air emissions, water usage and discharges, GHG and waste products such as coal combustion residuals. Compliance with these legal obligations require us to make expenditures for installation of pollution control equipment, remediation, environmental monitoring, emissions fees, and permits at many of our facilities. These expenditures are significant, and we expect that they will continue to be significant in the future. Furthermore, if we fail to comply with environmental laws and regulations or are found to have caused damage to the environment or persons, that failure or harm may result in the assessment of civil or criminal penalties and damages against us, injunctions to remedy the failure or harm, and the inability to operate facilities as designed.
Existing environmental laws and regulations may be revised and new laws and regulations seeking to change environmental regulation of the energy industry may be adopted or become applicable to us, with an increasing focus on both coal and natural gas. Revised or additional laws and regulations may result in significant additional expense and operating restrictions on our facilities or increased compliance costs, which may not be fully recoverable from customers through regulated rates and could, therefore, impact our financial position, financial results and cash flow. Moreover, such costs could materially affect the continued economic viability of one or more of our facilities.
An area of significant uncertainty and risk are the laws concerning emission of GHG. While we continue to reduce GHG emissions through the retirement of coal-fired electric generation, increased sourcing of renewable energy, and priority pipeline replacement, energy efficiency programs, leak detection and repair, GHG emissions are currently an expected aspect of the electric and natural gas business. Revised or additional future GHG legislation and/or regulation related to the generation of electricity or the extraction, production, distribution, transmission, storage and end use of natural gas could materially impact our gas supply, financial position, financial results and cash flows.
Even in instances where legal and regulatory requirements are already known or anticipated, the original cost estimates for environmental improvements, remediation of past environmental impact, or pollution reduction strategies and equipment can differ materially from the amount ultimately expended. The actual future expenditures depend on many factors, including the nature and extent of impact, the method of improvement, the cost of raw materials, contractor costs, and requirements established by environmental authorities. Changes in costs and the ability to recover under regulatory mechanisms could affect our financial position, financial results and cash flows.
Changes in taxation and the ability to quantify such changes as well as challenges to tax positions could adversely affect our financial results.
We are subject to taxation by the various taxing authorities at the federal, state and local levels where we do business. Legislation or regulation which could affect our tax burden could be enacted by any of these governmental authorities. For example, the TCJA includes numerous provisions that affect businesses, including changes to U.S. corporate tax rates, business-related exclusions, deductions and credits. The outcome of regulatory proceedings regarding the extent to which the effect of a change in corporate tax rate will impact customers and the time period over which the impact will occur could significantly impact future earnings and cash flows. Separately, a challenge by a taxing authority, changes in taxing authorities’
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NISOURCE INC.
administrative interpretations, decisions, policies and positions, our ability to utilize tax benefits such as carryforwards or tax credits, or a deviation from other tax-related assumptions may cause actual financial results to deviate from previous estimates.
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ITEM 1B. UNRESOLVED STAFF COMMENTS
NISOURCE INC.
None.
ITEM 2. PROPERTIES
Discussed below are the principal properties held by us and our subsidiaries as of December 31, 2020.
Gas Distribution Operations
Refer to Item 1, "Business - Gas Distribution Operations" of this report for further information on Gas Distribution Operations properties.
Electric Operations
Refer to Item 1, "Business - Electric Operations" of this report for further information on Electric Operations properties.
Corporate and Other Operations
We own the Southlake Complex, our 325,000 square foot headquarters building located in Merrillville, Indiana.
Character of Ownership
Our principal properties and our subsidiariessubsidiaries' principal properties are owned free from encumbrances, subject to minor exceptions, none of which are of such a nature as to impair substantially the usefulness of such properties. Many of our subsidiary offices in various communities served are occupied under leases. All properties are subject to routine liens for taxes, assessments and undetermined charges (if any) incidental to construction. It is our practice to regularly pay such amounts, as and when due, unless contested in good faith. In general, the electric lines, gas pipelines and related facilities are located on land not owned by us or our subsidiaries, but are covered by necessary consents of various governmental authorities or by appropriate rights obtained from owners of private property. We do not, however, generally have specific easements from the owners of the property adjacent to public highways over, upon or under which our electric lines and gas distribution pipelines are located. At the time each of the principal properties were purchased, a title search was made. In general, no examination of titles as to rights-of-way for electric lines, gas pipelines or related facilities was made, other than examination, in certain cases, to verify the grantors’ ownership and the lien status thereof.

ITEM 3. LEGAL PROCEEDINGS
For a description of our legal proceedings, see Note 18-C20-C "Legal Proceedings" in the Notes to Consolidated Financial Statements.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.

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SUPPLEMENTAL ITEM. INFORMATION ABOUT OUR EXECUTIVE OFFICERS OF THE REGISTRANT
NISOURCE INC.

The following is a list of the Executive Officers of the Registrant,our executive officers, including their names, ages, offices held and other recent business experience, as of February 1, 2019.
experience.
NameAgeOffice(s) Held in Past 5 Years
Joseph Hamrock5557 
President and Chief Executive Officer of NiSource since July 1, 2015.

Executive Vice President and Group Chief Executive Officer of NiSource from May 2012 to July 2015.

Donald E. Brown4749 
Executive Vice President and Chief Financial Officer of NiSource since June 2016.
Executive Vice President, Chief Financial Officer and President, NiSource Corporate Services.
Executive Vice President of NiSource since May 2015.
Chief Financial Officer of NiSource since July 2015.
President, NiSource Corporate Services since June 2020.
Treasurer of NiSource from July 2015 to June 2016.
Anne-Marie W. D'Angelo44 Executive Vice President, General Counsel and Corporate Secretary.
Executive Vice President Finance Departmentof NiSource since January 2021.
Corporate Secretary and General Counsel of NiSource since September 2019.
Senior Vice President of NiSource from MarchSeptember 2019 to January 2021.
General Counsel of Global Brass & Copper Inc. from May 2017 to August 2019.
Assistant General Counsel of McDonald’s USA from January 2015 to July 2015.May 2017.
Shawn Anderson39 
Senior Vice President and Chief FinancialStrategy and Risk Officer of UGI Utilities, a division of UGI Corporation (gas and electric utility company) from 2010 to March 2015.


NiSource since June 2020.
Peter T. Disser50
Vice President, Internal AuditStrategy of NiSource sincefrom January 2019.2019 to May 2020.
Chief Operating OfficerVice President of NiSource Corporate Services from SeptemberMay 2018 throughto December 2018.
Vice President, Audit of NiSource from November 2017 to September 2018.
Vice President of PlanningTreasurer and AnalysisChief Risk Officer of NiSource from June 2016 to November 2017.

May 2020.
ChiefVice President, Regulatory Affairs and Financial Officer of NIPSCOColumbia of Ohio from 2012July 2015 to June 2016.

Carrie J. HightmanCharles E. Shafer, II6151 
Senior Vice President and Chief Safety Officer of NiSource since October 2019.
Senior Vice President, Gas Engineering and Gas Support Services of NiSource Corporate Services Company from January 2019 to September 2019.
Senior Vice President, Customer Services and New Business of NiSource Corporate Services Company from May 2016 through December 2018.
Vice President, Engineering and Construction of NiSource Corporate Services Company from June 2012 to May 2016.
Violet G. Sistovaris59 Executive Vice President and Chief LegalExperience Officer.
Executive Vice President of NiSource since July 2015.
Chief Experience Officer of NiSource since 2007.June 2020.
Violet G. Sistovaris57
Executive Vice President and President, NIPSCO since October 2016.
Executive Vice President, NIPSCO from June 2015 to October 2016.
Senior Vice President and Chief Information Officer of NiSource from May 2014 to June 2015.
Senior Vice President and Chief Information Officer of NiSource Corporate Services from 2008 to May 2014.
Suzanne K. Surface54
Chief Services Officer of NiSource since January 2019.
Vice President, Audit of NiSource from September 2018 through December 2018.
Vice President, Transformation Office of NiSource from August 2018 to September 2018.
Vice President, Corporate Services Customer Value of NiSource Corporate Services from November 2017 to August 2018.
Vice President, Audit of NiSource from July 2015 to November 2017.May 2020.
Vice President Regulatory Strategy and Support of NiSource from July 2009 through June 2015.
Pablo A. Vegas4547 
Executive Vice President, Chief Operating Officer and President, NiSource Utilities.
Executive Vice President of NiSource since May 2016.
Chief Operating Officer and President, NiSource Utilities of NiSource since June 2020.
President, Gas Utilities sinceof NiSource from January 2019.2019 to May 2020.
Executive Vice President and Chief Restoration Officer of NiSource Corporate Services sincefrom September 2018 throughto December 2018.
Executive Vice President, Gas Business Segment and Chief Customer Officer of NiSource from May 2017 to September 2018.
Executive Vice President and President, Columbia Gas Group, of NiSource from May 2016 to May 2017.

President and Chief Operating Officer of American Electric Power Company of Ohio Company from May 2012 to May 2016.


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PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
NISOURCE INC.

NiSource’s common stock is listed and traded on the New York Stock Exchange under the symbol “NI.”
Holders of shares of NiSource’s common stock are entitled to receive dividends if and when declared by NiSource’s Board out of funds legally available, subject to the prior dividend rights of holders of our preferred stock or the depositary shares representing such preferred stock outstanding, and if full dividends have not been declared and paid on all outstanding shares of preferred stock in any dividend period, no dividend may be declared or paid or set aside for payment on our common stock. The policy of the Board has been to declare cash dividends on a quarterly basis payable on or about the 20th day of February, May, August, and November. At its February 1, 2019January 27, 2021 meeting, the Board declared a quarterly common dividend of $0.20$0.22 per share, payable on February 20, 201919, 2021 to holders of record on February 11, 2019.9, 2021.
Although the Board currently intends to continue the payment of regular quarterly cash dividends on common shares, the timing and amount of future dividends will depend on the earnings of NiSource’s subsidiaries, their financial condition, cash requirements, regulatory restrictions, any restrictions in financing agreements and other factors deemed relevant by the Board. There can be no assurance that NiSource will continue to pay such dividends or the amount of such dividends.
As of February 12, 2019,9, 2021, NiSource had 20,06418,211 common stockholders of record and 372,494,365391,859,711 shares outstanding.

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PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
NISOURCE INC.

The graph below compares the cumulative total shareholder return of NiSource’s common stock for the last five years with the cumulative total return for the same period of the S&P 500 and the Dow Jones Utility indices. On July 1, 2015, NiSource completed the Separation. Following the Separation, NiSource retained no ownership interest in CPG. The Separation is treated as a special dividend for purposes of calculating the total shareholder return, with the then-current market value of the distributed shares being deemed to have been reinvested on the Separation date in shares of NiSource common stock. A vertical line is included on the graph below to identify the periods before and after the Separation.
tsrtablea01.jpgnix-20201231_g2.gif
The foregoing performance graph is being furnished as part of this annual report solely in accordance with the requirement under Rule 14a-3(b)(9) to furnish stockholders with such information, and therefore, shall not be deemed to be filed or incorporated by reference into any filings by NiSource under the Securities Act or the Exchange Act.
The total shareholder return for NiSource common stock and the two indices is calculated from an assumed initial investment of $100 and assumes dividend reinvestment, includingreinvestment.
Purchases of Equity Securities by Issuer and Affiliated Purchasers. For the impactthree months ended December 31, 2020, no equity securities that are registered by NiSource Inc. pursuant to Section 12 of the distributionSecurities Exchange Act of CPG common stock in the Separation.

1934 were purchased by or on behalf of us or any of our affiliated purchasers.
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ITEM 6. SELECTED FINANCIAL DATA
NISOURCE INC.

None.
The selected data presented below as ofOn November 19, 2020, the SEC issued amendments to streamline and enhance certain financial disclosure requirements in Regulation S-K. These changes are effective for annual filings for the five years ended December 31, 2018,first fiscal year ending on or after August 9, 2021. Early adoption is permitted for companies after February 10, 2021, and companies are derived from our Consolidated Financial Statements. The data should be read together with the Consolidated Financial Statements including the related notes thereto included in Item 8 of this Form 10-K.
Year Ended December 31, (dollars in millions except per share data)
2018 2017 2016 2015 2014
Statement of Income Data:         
Total Operating Revenues$5,114.5
 $4,874.6
 $4,492.5
 $4,651.8
 $5,272.4
Net Income (Loss) Available to Common Shareholders(65.6) 128.5
 331.5
 198.6
 256.2
Balance Sheet Data:         
Total Assets21,804.0
 19,961.7
 18,691.9
 17,492.5
 24,589.8
Capitalization         
Stockholders’ equity5,750.9
 4,320.1
 4,071.2
 3,843.5
 6,175.3
Long-term debt, excluding amounts due within one year7,105.4
 7,512.2
 6,058.2
 5,948.5
 8,151.5
Total Capitalization$12,856.3
 $11,832.3
 $10,129.4
 $9,792.0
 $14,326.8
Per Share Data:         
Basic Earnings (Loss) Per Share ($)$(0.18) $0.39
 $1.02
 $0.63
 $0.81
Diluted Earnings (Loss) Per Share ($)$(0.18) $0.39
 $1.01
 $0.63
 $0.81
Other Data:         
Dividends declared per common share ($)$0.78
 $0.70
 $0.64
 $0.83
 $1.02
Common shares outstanding at the end of the year (in thousands)372,363
 337,016
 323,160
 319,110
 316,037
Number of common stockholders19,889
 21,009
 22,272
 30,190
 25,233
Dividends declared per Series A preferred share ($)$28.88
 $
 $
 $
 $
Capital expenditures$1,814.6
 $1,753.8
 $1,490.4
 $1,367.5
 $1,339.6
Number of employees8,087
 8,175
 8,007
 7,596
 8,982
In the second quarter of 2018, we completed the sale of 24,964,163 shares of $0.01 par value common stock at a price of $24.28 per share in a private placementpermitted to selected institutional and accredited investors and issued 400,000 shares of Series A preferred stock resulting in $400.0 million of gross proceeds or $393.9 million of net proceeds, after deducting commissions and sales expenses. Additionally, in the fourth quarter of 2018 we issued 20,000 shares of Series B preferred stock resulting in $500.0 million of gross proceeds or $486.1 million of net proceeds, after deducting commissions and sales expenses.
During 2018 we recorded a loss of approximately $757 million for third-party claims and approximately $266 million for other incident-related expenses in connection with the Greater Lawrence Incident. Columbia of Massachusetts recorded $135 million for insurance recoveries through December 31, 2018. The amounts set forth above do not include the estimated capital cost of the pipeline replacement, which is set forth in " - E. Other Matters - Greater Lawrence Pipeline Replacement."
During the second quarter of 2018 we executed a tender offer for $209.0 million of outstanding notes consisting of a combination of our 6.80% notes due 2019, 5.45% notes due 2020 and 6.125% notes due 2022. During the third quarter of 2018, we redeemed $551.1 million of outstanding notes representing the remainder of our 6.80% notes due 2019, 5.45% notes due 2020 and 6.125% notes due 2022. In conjunction with our debt retired, we recorded a $45.5 million loss onselectively early extinguishment of long-term debt primarily attributable to early redemption premiums.
The decrease in net income during 2017 was due primarily to increased tax expense as a result of the impact of adoptingadopt the provisions of the TCJA and a loss onfinal rules, provided an amended item is adopted in its entirety. We early extinguishmentadopted the amendments to Item 301 in their entirety, which removed the requirement to furnish selected financial data for each of long-term debt, as discussed below.
During the second quarter of 2017, we executed a tender offer for $990.7 million of outstanding notes consisting of a combination of our 6.40% notes due 2018, 6.80% notes due 2019, 5.45% notes due 2020, and 6.125% notes due 2022. In conjunction with the debt retired, we recorded a $111.5 million loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums.
Prior to the Separation, CPG closed the placement of $2,750.0 million in aggregate principal amount of senior notes. Using the proceeds from this offering, CPG made cash payments to us representing the settlement of inter-company borrowings and the payment of a one-time special dividend. In May 2015, using proceeds from the cash payments from CPG, we settled two bank term loans in the amount of $1,075.0 million and executed a tender offer for $750.0 million consisting of a combination of its 5.25% notes due 2017, 6.40% notes due 2018 and 4.45% notes due 2021. In conjunction with the debt

last five fiscal years.
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ITEM 6. SELECTED FINANCIAL DATA
NISOURCE INC.

retired, we recorded a $97.2 million loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
NISOURCE INC.

IndexPage
Gas Distribution Operations
Electric Operations
Off Balance Sheet Arrangements

EXECUTIVE SUMMARY
This Management’s Discussion and Analysis of Financial Condition and Results of Operations (Management’s Discussion) analyzes our financial condition, results of operations and cash flows and those of our subsidiaries. It also includes management’s analysis of past financial results and certain potential factors that may affect future results, potential future risks and approaches that may be used to manage those risks. See "Note regarding forward-looking statements" at the beginning of this report for a list of factors that may cause results to differ materially.
Management’s Discussion is designed to provide an understanding of our operations and financial performance and should be read in conjunction with our Consolidated Financial Statements and related Notes to Consolidated Financial Statements in this annual report.
We are an energy holding company under the Public Utility Holding Company Act of 2005 whose subsidiaries are fully regulated natural gas and electric utility companies serving customers in sevensix states. We generate substantially all of our operating income through these rate-regulated businesses, which are summarized for financial reporting purposes into two primary reportable segments: Gas Distribution Operations and Electric Operations.
Refer to the “Business” section under Item 1 of this annual report and Note 22,24, "Segments of Business," in the Notes to the Consolidated Financial Statements for further discussion of our regulated utility business segments.
Our goal is to develop strategies that benefit all stakeholders as we (i) address changing customer conservation patterns, develops(ii) develop more contemporary pricing structures, and embarks(iii) embark on long-term infrastructure investment and safety programs. These strategies are intended to improvefocus on improving reliability and safety, enhanceenhancing customer servicesservice, lowering customer bills and reducereducing emissions while generating sustainable returns. Additionally, we continue to pursue regulatory and legislative initiatives that will allow residential customers not currently on our system to obtain gas service in a cost effective manner. Refer also to the discussion of Electric Supply within section of our Electric Operations Segment discussion for additional information on our long term electric generation strategy.
Greater Lawrence Incident: The Greater Lawrence Incident occurred on September 13, 2018. DuringColumbia of Massachusetts Asset Sale:On February 26, 2020, NiSource and Columbia of Massachusetts entered into an Asset Purchase Agreement with Eversource (the "Asset Purchase Agreement"). Upon the year ended December 31, 2018, we recorded a loss of approximately $757 million for third-party claimsterms and approximately $266 million for other incident-related expenses in connection withsubject to the Greater Lawrence Incident. The amounts set forth above do not include the estimated capital cost of the pipeline replacement described below and asconditions set forth in " - E. Other Matters - Greater Lawrence Pipeline Replacement."
We estimate that total costs relatedthe Asset Purchase Agreement, we sold the Massachusetts Business to third-party claims as set forthEversource for net proceeds of approximately $1,113 million in Note 18, "Other Commitments and Contingencies - C. Legal Proceedings," will range from $757 millioncash, subject to $790 million, depending onadjustment for the final outcomeworking capital amount. The sale was approved by the Massachusetts DPU on October 7, 2020, and closed on October 9, 2020. As a result of ongoing reviewsthe sale, we have transitioned to executing a TSA with Eversource. See Note 1, "Nature of Operations and the number, nature, and valueSummary of third-party claims. We expect to incur a total of $330 million to $345 million in other incident-related costs.
We also expect to incur expenses for which we cannot estimate the amounts of or the timing at this time, including expenses associated with government investigations and fines, penalties or settlements with governmental authorities in connection with the Greater Lawrence Incident.
Columbia of Massachusetts recorded $135 million for insurance recoveries during 2018. Of this amount, $5 million was collected during 2018. We are currently unable to predict the amount and timing of future insurance recoveries. To the extent that we are not successful in collecting reimbursementSignificant Accounting Policies," in the amount recordedNotes to Consolidated Financial Statements for such recoveries asadditional information.
Your Energy, Your Future: Our plan to replace 80% of our coal generation capacity by the end of 2023 and all of our coal generation by the end of 2028 with primarily renewable resources is well underway. In October 2020, we executed three BTAs for 900 MW solar nameplate capacity and 135 MW of storage capacity. In December 31, 2018, it could result2020, the formation of the Rosewater Wind Generation joint venture, one of our previously executed BTAs, was completed, and has begun operation. We executed in December 2020 a charge to earnings.

PPA for an additional 280 MW of solar nameplate capacity. These projects were selected following a comprehensive review of bids submitted through the RFP process that NIPSCO underwent in late 2019. The projects complement previously executed BTAs and PPAs with a combined nameplate capacity of 400 MW and 1,300 MW, respectively. For additional information, see Note 4 "Variable Interest Entities" and "Results and Discussion of Segment Operation - Electric Operations," in this Management's Discussion.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NISOURCE INC.


ColumbiaNiSource Next: We have launched a comprehensive, multi-year program designed to deliver long-term safety, sustainable capability enhancements and cost optimization improvements. This program will advance the high priority we place on safety and risk mitigation, further enable our safety management system ("SMS"), and enhance the customer experience. NiSource Next is designed to (i) leverage our current scale, (ii) utilize technology, (iii) define clear roles and accountability with our leaders and employees, and (iv) standardize our processes to focus on operational rigor, quality management and continuous improvement. An initial step in this program was the voluntary separation program announced in August 2020, with an expected total severance expense of Massachusettsapproximately $38.0 million. The majority of these separation costs will be expensed in 2020 and approximately $21.2 million has been paid approximately $167 million foras of December 31, 2020. The NiSource Next initiative, along with the replacementsale of the entire affected 45-mile cast ironMassachusetts Business, is projected to achieve a reduction in ongoing operation and bare steel pipeline system that delivers gasmaintenance costs by approximately 8% in 2021 compared to those impacted2020. For additional information, see Note 20-E, "Other Matters," in the Greater LawrenceNotes to Consolidated Financial Statements.
COVID-19: The safety of our employees and customers, while providing essential services during the COVID-19 pandemic, continues to be a key area of focus. Since March 2020, we have taken a proactive, coordinated approach intended to prevent, mitigate and respond to the pandemic, by utilizing our Incident Command System (ICS). The ICS includes members of our executive leadership team, a medical review professional, and members of functional teams from across our company. The ICS monitors state-by-state conditions and determines steps to conduct our operations safely for employees and customers.
We have implemented procedures designed to protect our employees who work in the field and who continue to work in operational and corporate facilities, including social distancing, wearing face coverings, temperature checks and more frequent cleaning of equipment and facilities. We have also implemented work-from-home policies and practices. We have minimized non-essential work that requires an employee to enter a customer premise and limited company vehicle occupancy to one person, where possible. We continue to employ physical and cybersecurity measures to ensure that our operational and support systems remain functional. Our actions to date have mitigated the spread of COVID-19 amongst our employees and principal field contractors. We will continue to follow CDC guidance and implement safety measures intended to ensure employee and customer safety during 2018.this pandemic. We estimate this replacement workare following all federal, state and local guidelines related to the COVID-19 vaccinations and will cost between $220 million and $230 million in total. Columbia of Massachusetts has provided noticeencourage employees to its property insurerreceive the vaccine when it is available to them.
Since the beginning of the Greater Lawrence Incident and discussions aroundpandemic, we have been helping our customers navigate this challenging time. We suspended disconnections soon after this outbreak began. As of December 2020, suspension of disconnections has been lifted in some, but not all, of our jurisdictions. We plan to continue our payment assistance programs across all of our operating territory to help customers deal with the claim and recovery have commenced. The recovery of any capital investment not reimbursed through insurance will be addressed in a future regulatory proceeding. The outcome of such a proceeding is uncertain. If at any point Columbia of Massachusetts concludes it is probable that any portion of this capital investment is not recoverable through customer rates, that portionimpact of the capital investment, if estimable, would be immediately chargedpandemic. Additionally, we continue to earnings.
As discussed inhave dialogue with the state regulatory commissions for each of our operating companies regarding the pandemic. Regulatory deferrals for certain costs have been allowed by all of our state regulatory commissions. Costs approved for deferral vary by state. For information on the state specific suspension of disconnections and COVID-19 regulatory filings, see Note 8,9, "Regulatory Matters," in the Notes to Consolidated Financial Statements,Statements. The CARES Act was enacted on March 27, 2020 and provides monetary-relief and financial aid to individuals, business, nonprofits, states and municipalities. The Coronavirus Relief Act was enacted on December 27, 2020 and extended or supplemented many of the programs from the CARES act. We are continuing to promote multiple resources available to customers including benefits from the CARES Act, such as additional funding for both the Low-Income Home Energy Assistance Program and the Community Services Block Grant to help support income-qualified customers. We are sharing energy efficiency tips to help customers save energy at home and promoting our budget plan program, which allows customers to pay about the same amount each month.
We have experienced lower revenue, higher expenses for personal protective equipment and supplies, and higher bad debt expense as a consequence of the pandemic, which has negatively impacted our results of operations through December 31, 2020. Refer to "Results and Discussion of Segment Operation" in this Management's Discussion for additional segment specific information. We did experience lower cash flows from operations for the year ended December 31, 2020 in comparison to the same period in 2019 due, in part, to slower collections of customer accounts receivable; however, we believe we have sufficient liquidity as a result of the issuance of $1.0 billion notes in April 2020, the remaining cash proceeds received from the sale of the Massachusetts Business in October 2020, the available capacity under our short-term revolving credit facility and accounts receivable securitization facilities, and our anticipated ability to access capital markets. Additionally, in the second quarter of 2020 we reduced our planned 2020 capital investments by $145 million. We did not make any other material changes to our capital construction programs or our renewable generation projects. While we have not experienced any significant issues in our supply chain, we are actively managing the materials, supplies, and contract services for our generation, transmission, distribution, and customer services functions.
Refer to Part I. Item 1A. "Risk Factors" for additional information related to the ongoing impact of the pandemic.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NISOURCE INC.

Greater Lawrence Incident: For the year ended December 31, 2020, we have incurred $17 million of third-party claims and other incident-related costs associated with the Greater Lawrence Incident. For additional information, see Note 20-C, "Legal Proceedings" and Note 20-E "Other Matters," in the Notes to Consolidated Financial Statements.
We invested approximately $258 million of capital spend for specific pipeline replacement work that was completed in 2019. We maintain property insurance for gas pipelines and other applicable property. In 2019, Columbia of Massachusetts withdrewfiled a proof of loss with its petitionproperty insurer for this pipeline replacement work. In January 2020, we filed a base rate revenue increase, resultinglawsuit against the property insurer, seeking payment of our property claim. We are currently unable to predict the timing or amount of any insurance recovery under the property policy. See Note 1, "Nature of Operations and Summary of Significant Accounting Policies," in delayed increases in forecasted revenues and cash flows beginning the first quarter of 2019.
Additionally, as discussed in Note 6, "Goodwill and Other Intangible Assets," we concluded the Greater Lawrence Incident was a triggering event requiring a quantitative analysis of goodwillNotes to Consolidated Financial Statements for the Columbia of Massachusetts reporting unit. While no impairment of the goodwill balance was recorded in 2018, future unfavorable events that transpire at Columbia of Massachusetts could trigger the need for another quantitative analysis and a goodwill impairment loss would be required if it's determined Columbia of Massachusetts fair value is less than its book value.additional information.
Refer to Note 18-C and E,20-C. "Legal Proceedings" and Note 20-E "Other Matters," in the Notes to Consolidated Financial Statements, "Summary of Consolidated Financial Results," "Results and Discussion of Segment Operation - Gas Distribution Operations," and "Liquidity and Capital Resources" in this Management's Discussion and Part I. Item 1A. "Risk Factors" for additional information related to the Greater Lawrence Incident.
Summary of Consolidated Financial Results
Our operations are affected by the costA summary of sales. Cost of salesour consolidated financial results for the Gas Distribution Operations segment is principally comprised of the cost of natural gas used while providing transportationyears ended December 31, 2020, 2019 and distribution services to customers. Cost of sales for the Electric Operations segment is comprised of the cost of coal, related handling costs, natural gas purchased for the internal generation of electricity at NIPSCO and the cost of power purchased from third-party generators of electricity.2018, are presented below:
Year Ended December 31,
(in millions, except per share amounts)
2020201920182020 vs. 20192019 vs. 2018
Operating Revenues$4,681.7 $5,208.9 $5,114.5 $(527.2)$94.4 
Operating Expenses
Cost of energy1,109.3 1,534.8 1,761.3 (425.5)(226.5)
Other Operating Expenses3,021.6 2,783.4 3,228.5 238.2 (445.1)
Total Operating Expenses4,130.9 4,318.2 4,989.8 (187.3)(671.6)
Operating Income550.8 890.7 124.7 (339.9)766.0 
Total Other Deductions, Net(582.1)(384.1)(355.3)(198.0)(28.8)
Income Taxes(17.1)123.5 (180.0)(140.6)303.5 
Net Income (Loss)(14.2)383.1 (50.6)(397.3)433.7 
Net income attributable to noncontrolling interest3.4 — — 3.4 — 
Net Income (Loss) attributable to NiSource(17.6)383.1 (50.6)(400.7)433.7 
Preferred dividends(55.1)(55.1)(15.0)— (40.1)
Net Income (Loss) Available to Common Shareholders(72.7)328.0 (65.6)(400.7)393.6 
Basic Earnings (Loss) Per Share$(0.19)$0.88 $(0.18)$(1.07)$1.06 
Basic Average Common Shares Outstanding384.3 374.6 356.5 9.7 18.1 
The majority of the costcosts of salesenergy in both segments are tracked costs that are passed through directly to the customer, resulting in an equal and offsetting amount reflected in operating revenues. As
On a result,consolidated basis, we believereported a net revenues, a non-GAAP financial measure defined as operating revenues less costloss available to common shareholders of sales (excluding depreciation and amortization), provides management and investors a useful measure$72.7 million or $0.19 per basic share for the twelve months ended December 31, 2020 compared to analyze profitability. The presentationincome to common shareholders of net revenues herein is intended to provide supplemental information$328.0 million or $0.88 per basic share for investors regarding operating performance. Net revenues do not intend to representthe same period in 2019. Additionally, we reported operating income of $550.8 million for the most comparable GAAP measure,twelve months ended December 31, 2020 compared to $890.7 million for the same period in 2019. The decrease in both net income available to common shareholders and operating income during 2020 was primarily due to lower operating revenue related to the sale of the Massachusetts Business, as well as higher operating expenses due to insurance recoveries recorded in 2019, net of third-party claims and other costs, related to the Greater Lawrence Incident. Additionally, the decrease to net income available to common shareholders was also impacted by the loss on early extinguishment of debt in 2020 as well as partially offset by a change from income tax expense in 2019 to an indicatorincome tax benefit in 2020.
Other Deductions, Net
Other deductions, net reduced income by $582.1 million in 2020 compared to a reduction in income of operating performance and$384.1 million in 2019. This change is not necessarily comparableprimarily due to similarly titled measures reported by other companies.

the loss on early extinguishment of debt in 2020.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.
NISOURCE INC.



For the years ended December 31, 2018, 2017 and 2016, operating income and a reconciliation of net revenues to the most directly comparable GAAP measure, operating income, was as follows:
Year Ended December 31, (in millions)
2018 2017 2016 2018 vs. 2017 2017 vs. 2016
Operating Income$124.7
 $921.2
 $866.1
 $(796.5) $55.1
Year Ended December 31, (in millions, except per share amounts)
2018 2017 2016 2018 vs. 2017 2017 vs. 2016
Operating Revenues$5,114.5
 $4,874.6
 $4,492.5
 $239.9
 $382.1
Cost of sales (excluding depreciation and amortization)1,761.3
 1,518.7
 1,390.2
 242.6
 128.5
Total Net Revenues3,353.2
 3,355.9
 3,102.3
 (2.7) 253.6
Other Operating Expenses3,228.5
 2,434.7
 2,236.2
 793.8
 198.5
Operating Income124.7
 921.2
 866.1
 (796.5) 55.1
Total Other Deductions, Net(355.3) (478.2) (352.5) 122.9
 (125.7)
Income Taxes(180.0) 314.5
 182.1
 (494.5) 132.4
Net Income (Loss)(50.6) 128.5
 331.5
 (179.1) (203.0)
Preferred dividends(15.0) 
 
 (15.0) 
Net Income (Loss) Available to Common Shareholders
(65.6) 128.5
 331.5
 (194.1) (203.0)
Basic Earnings (Loss) Per Share$(0.18) $0.39
 $1.03
 $(0.57) $(0.64)
Basic Average Common Shares Outstanding356.5
 329.4
 321.8
 27.1
 7.6
On a consolidated basis, we reported a loss to common shareholders of $65.6 million or $0.18 per basic share for the twelve months ended December 31, 2018 compared to net income available to common shareholders of $128.5 million or $0.39 per basic share for the same period in 2017. The decrease in net income during 2018 was primarily due to expenses related to the Greater Lawrence Incident restoration, dilution resulting from preferred stock dividend commitments and other changes in operating income, as discussed below, partially offset by the effects of implementing the TCJA and higher losses on early extinguishment of long-term debt expenses in 2017.
Operating Income
For the twelve months ended December 31, 2018, we reported operating income of $124.7 million compared to $921.2 million for the same period in 2017. The decreased operating income was primarily due to increased operation and maintenance expenses related to the Greater Lawrence Incident, decreased net revenues resulting from TCJA impacts on revenue and increased depreciation due to capital expenditures placed in service. These increases were partially offset by higher rates from infrastructure replacement programs and base-rate proceedings, decreased outside service costs and employee and administrative expenses, as well as net favorable effects of year-over-year weather variations, which increased revenue in 2018.
Other Deductions, Net
Other deductions, net reduced income by $355.3 million in 2018 compared to a reduction in income of $478.2 million in 2017. This change is primarily due to lower losses on early extinguishment of long-term debt in 2018 of $66.0 million, an interest rate swap settlement gain in 2018 of $46.2 million and higher actuarial investment returns resulting from pension contributions made in 2017. These favorable variances were partially offset by charitable contributions of $20.7 million in 2018 related to the Greater Lawrence Incident.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.


Income Taxes
On December 22, 2017, the President signed into law the TCJA, which, among other things, enacted significant changes to the Internal Revenue Code, as amended, including a reduction in the maximum U.S. federal corporate income tax rate from 35% to 21%, and certain other provisions related specifically to the public utility industry, including the continuation of certain interest expense deductibility and excluding 100% expensing of capital investments. These changes are effective January 1, 2018. GAAP requires the effect of a change in tax law to be recorded in the period of enactment. As a result, in December 2017, NiSource recorded a $161.1 million net increase in tax expense related primarily to the remeasurement of deferred tax assets for NOL carryforwards.
The decrease in income tax expense from 20172019 to 20182020 is primarily attributable to the decrease in the federal corporate income tax rate, true-ups to tax expense in 2018 to reflect regulatory outcomes associated with excess deferred income taxes, the effect of amortizing the regulatory liability associated with excess deferred income taxes and lower pre-tax income, resulting from expenses incurredthe items discussed above in "Operating Income" and "Other Deductions, Net," state jurisdictional mix of pre-tax loss in 2020 tax effected at statutory tax rates and increased amortization of excess deferred federal income taxes in 2020 compared to 2019. These items are offset by increased deferred tax expense recognized on the sale of the Columbia of Massachusetts' regulatory liability, established due to TCJA in 2017, that would have otherwise been recognized over the amortization period, non-cash impairment of goodwill related to Columbia of Massachusetts in 2019 (see Note 7, "Goodwill and Other Intangible Assets" for the Greater Lawrence Incident.additional information) and one-time adjustments to deferred tax balances.
Refer to “Liquidity and Capital Resources” below and Note 10,11, "Income Taxes," in the Notes to Consolidated Financial Statements for additional information on income taxes and the change in the effective tax rate.
Capital Investment
In 2018, we invested approximately $1.8 billion in cash capital expenditures across the gas and electric utilities. These expenditures were primarily aimed at furthering the safety and reliability of our gas distribution system, the Greater Lawrence Incident pipeline replacement, construction of new electric transmission assets and maintaining our existing electric generation fleet.
We continue to execute on an estimated $30 billion in total projected long-term regulated utility infrastructure investments and expect to invest approximately $1.6 to $1.7 billion in capital during 2019 to continue to modernize and improve our system across all seven states of our operating area.
Liquidity
As discussed in further detail below in “Liquidity and Capital Resources,” the TCJA has and will continue to have an unfavorable impact on our liquidity. Additionally, expenses paid for the Greater Lawrence Incident are expected to have a short term negative impact on liquidity as recoveries from insurance lag behind our cash outlay. Liquidity will also be negatively impacted to the extent certain costs associated with the Greater Lawrence Incident are not recovered from insurance. Through income generated from operating activities, amounts available under our short-term revolving credit facility, commercial paper program, accounts receivable securitization facilities, long-term debt agreements and our ability to access the capital markets, we believe there is adequate capital available to fund our operating activities and capital expenditures and the effects of the Greater Lawrence Incident in 2019 and beyond. At December 31, 2018 and 2017, we had approximately $974.6 million and $998.9 million, respectively, of net liquidity available, consisting of cash and available capacity under credit facilities.
These factors and other impacts to the financial results are discussed in more detail within the following discussions of “Results and Discussion of Segment Operations” and “Liquidity and Capital Resources.”
Regulatory Developments
In 2018, we continued to move forward on core infrastructure and environmental investment programs supported by complementary regulatory and customer initiatives across all seven states of our operating area. Refer to Note 8, “Regulatory Matters” and Note 18-E, "Other Matters," in the Notes to Consolidated Financial Statements for a complete discussion of key regulatory developments that transpired during 2018.

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RESULTS AND DISCUSSION OF SEGMENT OPERATIONS
Presentation of Segment Information
Our operations are divided into two primary reportable segments: Gas Distribution Operations and Electric Operations.

The remainder of our operations, which are not significant enough on a stand-alone basis to warrant treatment as an operating segment, are presented as "Corporate and Other" within the Notes to the Consolidated Financial Statements and primarily are comprised of interest expense on holding company debt, and unallocated corporate costs and activities.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.
Gas Distribution Operations



ForFinancial and operational data for the Gas Distribution Operations segment for the years ended December 31, 2020, 2019 and 2018, 2017 and 2016, operating income and a reconciliation of net revenues to the most directly comparable GAAP measure, operating income, was as follows:are presented below:
Year Ended December 31, (in millions)
2020201920182020 vs. 20192019 vs. 2018
Operating Revenues$3,140.1 $3,522.8 $3,419.5 $(382.7)$103.3 
Operating Expenses
Cost of energy794.2 1,067.6 1,259.3 (273.4)(191.7)
Operation and maintenance1,138.0 935.7 1,908.1 202.3 (972.4)
Depreciation and amortization363.1 403.2 301.0 (40.1)102.2 
Impairment of intangible assets 209.7 — (209.7)209.7 
Loss on sale of fixed assets and impairments, net412.4 0.1 0.2 412.3 (0.1)
Other taxes233.3 231.1 205.0 2.2 26.1 
Total Operating Expenses2,941.0 2,847.4 3,673.6 93.6 (826.2)
Operating Income (Loss)$199.1 $675.4 $(254.1)$(476.3)$929.5 
Revenues
Residential$2,110.6 $2,317.2 $2,248.3 $(206.6)$68.9 
Commercial679.7 775.1 753.7 (95.4)21.4 
Industrial213.8 245.8 228.6 (32.0)17.2 
Off-System41.0 77.7 92.4 (36.7)(14.7)
Other95.0 107.0 96.5 (12.0)10.5 
Total$3,140.1 $3,522.8 $3,419.5 $(382.7)$103.3 
Sales and Transportation (MMDth)
Residential249.5 274.9 280.3 (25.4)(5.4)
Commercial170.5 189.6 187.6 (19.1)2.0 
Industrial538.1 542.5 555.7 (4.4)(13.2)
Off-System23.3 32.9 30.0 (9.6)2.9 
Other0.3 0.3 — — 0.3 
Total981.7 1,040.2 1,053.6 (58.5)(13.4)
Heating Degree Days5,097 5,375 5,562 (278)(187)
Normal Heating Degree Days5,485 5,452 5,610 33 (158)
% Warmer than Normal(7)%(1)%(2)%
Gas Distribution Customers
Residential2,954,478 3,221,178 3,194,662 (266,700)26,516 
Commercial253,184 282,778 281,517 (29,594)1,261 
Industrial4,968 5,982 5,833 (1,014)149 
Other3 — — 
Total3,212,633 3,509,941 3,482,015 (297,308)27,926 
32
Year Ended December 31, (in millions)
2018 2017 2016 2018 vs. 2017 2017 vs. 2016
Operating Income (Loss)$(254.1) $550.1
 $569.7
 $(804.2) $(19.6)
Year Ended December 31, (dollars in millions)
2018 2017 2016 2018 vs. 2017 2017 vs. 2016
Net Revenues         
Operating revenues$3,419.5
 $3,102.1
 $2,830.6
 $317.4
 $271.5
Less: Cost of sales (excluding depreciation and amortization)1,259.3
 1,005.0
 895.4
 254.3
 109.6
Net Revenues2,160.2
 2,097.1
 1,935.2
 63.1
 161.9
Operating Expenses         
Operation and maintenance1,908.1
 1,090.8
 941.5
 817.3
 149.3
Depreciation and amortization301.0
 269.3
 252.9
 31.7
 16.4
Loss on sale of assets and impairments, net0.2
 2.8
 
 (2.6) 2.8
Other taxes205.0
 184.1
 171.1
 20.9
 13.0
Total Operating Expenses2,414.3
 1,547.0
 1,365.5
 867.3
 181.5
Operating Income (Loss)$(254.1) $550.1
 $569.7
 $(804.2) $(19.6)
Revenues         
Residential$2,248.3
 $2,029.4
 $1,823.4
 $218.9
 $206.0
Commercial753.7
 669.4
 588.1
 84.3
 81.3
Industrial228.6
 217.5
 194.3
 11.1
 23.2
Off-System92.4
 111.8
 94.4
 (19.4) 17.4
Other96.5
 74.0
 130.4
 22.5
 (56.4)
Total$3,419.5
 $3,102.1
 $2,830.6
 $317.4
 $271.5
Sales and Transportation (MMDth)         
Residential280.3
 247.1
 248.9
 33.2
 (1.8)
Commercial187.6
 169.3
 165.6
 18.3
 3.7
Industrial555.7
 517.5
 517.7
 38.2
 (0.2)
Off-System30.0
 39.0
 39.6
 (9.0) (0.6)
Other
 0.3
 (0.1) (0.3) 0.4
Total1,053.6
 973.2
 971.7
 80.4
 1.5
Heating Degree Days5,562
 4,927
 5,148
 635
 (221)
Normal Heating Degree Days5,610
 5,610
 5,642
 
 (32)
% Warmer than Normal(1)% (12)% (9)% 

 

Gas Distribution Customers         
Residential3,194,662
 3,168,516
 3,141,736
 26,146
 26,780
Commercial281,563
 280,362
 279,556
 1,201
 806
Industrial6,038
 6,228
 6,240
 (190) (12)
Other3
 4
 
 (1) 4
Total3,482,266
 3,455,110
 3,427,532
 27,156
 27,578


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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.
Gas Distribution Operations (continued)

ComparabilityCost of line itemenergy for the Gas Distribution Operations segment is principally comprised of the cost of natural gas used while providing transportation and distribution services to customers. These are tracked costs that are passed through directly to the customer resulting in an equal and offsetting amount reflected in operating resultsrevenue. In addition, comparability of operation and maintenance expenses, depreciation and amortization, and other taxes may be impacted by regulatory, depreciation and tax and depreciation trackers (other than those for cost of sales) that allow for the recovery in rates of certain costs. Therefore, increases in these tracked operating expenses are generally offset by increases in netoperating revenues and have essentially no impact on net income.
20182020 vs. 20172019 Operating Income
For 2018,2020, Gas Distribution Operations reported an operating lossincome of $254.1$199.1 million, a decrease in income of $804.2$476.3 million from the comparable 20172019 period.
NetOperating revenues for 20182020 were $2,160.2$3,140.1 million, an increasea decrease of $63.1$382.7 million from the same period in 2017.2019. The change in netoperating revenues was primarily driven by:
New rates from infrastructure replacement programs and base rate proceedingsLower cost of $99.6energy billed to customers, which is offset in operating expense, of $273.4 million.
HigherLower revenues due to the sale of the Massachusetts Business of $102.2 million.
Lower revenues from the effects of colderwarmer weather in 20182020 of $37.5$47.9 million.
The effects of customer growthLower regulatory, depreciation, and increased usage of $17.4 million.
Higher regulatory, tax and depreciation trackers, which are offset in operating expense, of $16.0$20.7 million.
The effects of decreased commercial and industrial usage and decreased late and disconnection fees, both primarily related to the COVID-19 pandemic, of $11.3 million.
Partially offset by:
A revenue reserve of $85.0 million in 2018 resulting from the probable future refund of certain collections from customers as a result of the lower income tax rate from the TCJA.
DecreasedNew rates from implementationbase rate proceedings, infrastructure replacement programs and Columbia of regulatory outcomesOhio's CEP of $57.1 million.
The effects of increased residential usage primarily related to the TCJApandemic of $24.7$5.0 million.

Operating expenses were $867.3$93.6 million higher in 20182020 compared to 2017.2019. This change was primarily driven by:
Expenses related to third-partyLoss on sale of the Massachusetts Business of $412.4 million.
Insurance recoveries recorded in 2019, net of third party claims and other costs, followingrelated to the Greater Lawrence Incident of $864.4$243.2 million.
Severance and outside services expense related to NiSource Next initiative of $32.4 million.
Increased expenses primarily due to the impact of the pandemic related to materials and supplies, outside services, and uncollectible expenses of $23.8 million, offset by $12.0 million of deferral of uncollectible and other expenses, net of insurance recoveries recorded.benefits, related to the pandemic.
IncreasedHigher depreciation of $29.6 million due to regulatory outcomes of NIPSCO's gas rate case and higher capital expenditures placed in service.
Higher regulatory,amortization and property tax and depreciation trackers, which are offset in net revenues, of $16.0 million.
Increased property taxes of $11.0 millionexpense primarily due to higher capital expenditures placed in service and the impact of regulatory-driven property tax deferrals.$24.3 million
Partially offset by:
Decreased outside servicesLower cost of $33.2energy billed to customers, which is offset in operating revenue, of $273.4.
Non-cash impairment of the Columbia of Massachusetts franchise rights of $209.7 million primarilyin 2019.
Lower operation and maintenance and depreciation and amortization expenses due to IT service provider transition and other strategic initiative costs in 2017, lower ongoing IT costs and a temporary shiftthe Massachusetts Business sale of resources to the Greater Lawrence Incident restoration.$98.7 million.
Lower employee and administrative expensesexpense of $30.2 million driven by reduced incentive compensation$28.9 million.
Lower regulatory, depreciation, and a temporary shifttax trackers, which are offset in operating revenues, of resources to the Greater Lawrence Incident restoration.$20.7 million.

20172019 vs. 20162018 Operating Income
For 2017,2019, Gas Distribution Operations reported operating income of $550.1$675.4 million, a decreasean increase of $19.6$929.5 million from the comparable 20162018 period.
NetOperating revenues for 20172019 were $2,097.1$3,522.8 million, an increase of $161.9$103.3 million from the same period in 2016.2018. The change in netoperating revenues was primarily driven by:
New rates from base-ratebase rate proceedings and infrastructure replacement programs of $124.2$243.2 million.
Higher regulatory, taxdepreciation and depreciationtax trackers, which are offset in operating expense, of $26.9$36.2 million.
The effects of increased customer growth of $10.3 million.
Higher revenues from increased industrial usage of $5.8 million.
Operating expenses were $181.5 million higher in 2017 compared to 2016. This change was primarily driven by:
Increased employee and administrative expenses of $53.4 million.
Higher outside service costs of $52.8 million due to IT service provider transition costs, increased spend on strategic initiatives to enhance safety, reliability and customer value and higher pipeline maintenance expenses.
Increased regulatory, tax and depreciation trackers, which are offset in net revenues, of $26.9 million.
Higher depreciation of $15.2 million due to increased capital expenditures placed in service.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.
Gas Distribution Operations (continued)

Higher revenues of $14.5 million resulting from an update in the weather-related normal heating degree day methodology, partially offset by a $7.1 million revenue decrease from the effects of warmer weather in 2019.
The effects of commercial and residential customer growth of $12.8 million.
Partially offset by:
Lower cost of energy billed to customers, which is offset in operating expenses of $191.7 million.
Operating expenses were $826.2 million lower in 2019 compared to 2018. This change was primarily driven by:
Decreased expenses related to third-party claims and other costs for the Greater Lawrence Incident of $1,090.7 million, net of insurance recoveries recorded.
Lower cost of energy billed to customers, which is offset in operating revenues of $191.7 million.
Partially offset by:
Non-cash impairment of the Columbia of Massachusetts franchise rights of $209.7 million.
Increased property taxesdepreciation of $8.1$103.8 million due to the regulatory outcome of NIPSCO's gas rate case, an increase in amortization of depreciation previously deferred as a regulator asset resulting from Columbia of Ohio's CEP, and higher capital expenditures placed in serviceservice.
Higher employee and administrative expenses of $50.2 million driven by resources shifting from the temporary assistance on the Greater Lawrence Incident restoration to normal operations (offset in the decreased Greater Lawrence Incident costs discussed above) and an accrual adjustment recordedincrease in 2016.headcount.
Increased regulatory, depreciation and tax trackers, which are offset in operating revenues, of $36.2 million.
Higher environmental costsproperty taxes of $4.7 million.$22.2 million primarily due to increased amortization of property taxes previously deferred as a regulatory asset resulting from Columbia of Ohio's CEP, as well as higher capital expenditures placed in service.
Increased materialsHigher outside services of $17.4 million primarily due to increased line location and supplies expenses of $3.4 million from maintenance-related activities.safety-related work.
Weather
In general, we calculate the weather-related revenue variance based on changing customer demand driven by weather variance from normal heating degree days.days, net of weather normalization mechanisms. Our composite heating degree days reported do not directly correlate to the weather-related dollar impact on the results of Gas Distribution Operations. Heating degree days experienced during different times of the year or in different operating locations may have more or less impact on volume and dollars depending on when and where they occur. When the detailed results are combined for reporting, there may be weather-related dollar impacts on operations when there is not an apparent or significant change in our aggregated composite heating degree day comparison.

The definition of “normal” weather was updated during the first quarter of 2019 to reflect more current weather pattern data and to more closely align with the regulators' jurisdictional definitions of “normal” weather. Impacts of the change in methodology will be reflected prospectively and disclosed to the extent it results in notable year-over-year variances in operating revenues.
Weather in the Gas Distribution Operations service territories for 20182020 was about 1%7% warmer than normal and about 13% colder5% warmer than 2017, increasing net2019, leading to decreased operating revenues $37.5of $47.9 million for the year ended December 31, 20182020 compared to 2017.2019. The majority of these amounts were driven by NIPSCO and Columbia of Pennsylvania.
Weather in the Gas Distribution Operations service territories for 20172019 was about 12%1% warmer than normal and about 4%3% warmer than 2016, decreasing net2018; however, due to the aforementioned change in methodology, the change in operating revenues $1.7attributed to weather resulted in an increase of $7.4 million for the year ended December 31, 20172019 compared to 2016.2018. The variance is detailed further below:
An update in the weather-related normal heating degree day methodology resulting in a favorable variance attributed to weather of $14.5 million, as discussed above.
Offset by:
The effects of warmer weather in 2019 of $7.1 million.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NISOURCE INC.
Gas Distribution Operations (continued)
Throughput
Total volumes sold and transported for the year ended December 31, 20182020 were 1,053.6981.7 MMDth, compared to 973.21,040.2 MMDth for 2017.2019. This increasedecrease is primarily attributable to colderwarmer weather experienced in 20182020 compared to 2017.2019, the sale of the Massachusetts Business and decreased usage by commercial and industrial customers primarily due to the pandemic.
Total volumes sold and transported for the year ended December 31, 20172019 were 973.21,040.2 MMDth, compared to 971.71,053.6 MMDth for 2016.2018. This decrease is primarily attributable to warmer weather experienced in 2019 compared to 2018.
Economic ConditionsCommodity Price Impact
All of our Gas Distribution Operations companies have state-approved recovery mechanisms that provide a means for full recovery of prudently incurred gas costs. Gas costs are treated as pass-through costs and have no impact on the net revenuesoperating income recorded in the period. The gas costs included in revenues are matched with the gas cost expense recorded in the period and the difference is recorded on the Consolidated Balance Sheets as under-recovered or over-recovered gas cost to be included in future customer billings.
Certain Gas Distribution Operations companies continue to offer choice opportunities, where customers can choose to purchase gas from a third-party supplier, through regulatory initiatives in their respective jurisdictions. These programs serve to further reduce our exposure to gas prices.

Greater Lawrence Incident
Refer to Note 18-C.20-C. "Legal Proceedings," and E.Note 20-E. "Other Matters," in the Notes to Consolidated Financial Statements, "Summary of Consolidated Financial Results,""LiquidityResults" and "Liquidity and Capital Resources" in this Management's Discussion, and Part I. Item 1A. "Risk Factors" for additional information related to the Greater Lawrence Incident.

Columbia of Massachusetts Asset Sale

On February 26, 2020, we entered into the Asset Purchase Agreement with Eversource providing for the sale of the Massachusetts Business to Eversource, subject to the terms and conditions set forth in the agreement. This sale was completed on October 9, 2020. For additional information, see Note 1, “Nature of Operations and Summary of Significant Accounting Policies,” in the Notes to Consolidated Financial Statements.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.
Electric Operations

ForFinancial and operational data for the Electric Operations segment for the years ended December 31, 2020, 2019 and 2018, 2017 and 2016, operating income and a reconciliation of net revenues to the most directly comparable GAAP measure, operating income, was as follows:are presented below:
Year Ended December 31, (in millions)
2020201920182020 vs. 20192019 vs. 2018
Operating Revenues$1,536.6 $1,699.2 $1,708.2 $(162.6)$(9.0)
Operating Expenses
Cost of energy315.2 467.3 502.1 (152.1)(34.8)
Operation and maintenance497.6 495.0 500.0 2.6 (5.0)
Depreciation and amortization321.3 277.3 262.9 44.0 14.4 
Gain on sale of fixed assets and impairments, net (0.1)— 0.1 (0.1)
Other taxes53.7 52.9 57.1 0.8 (4.2)
Total Operating Expenses1,187.8 1,292.4 1,322.1 (104.6)(29.7)
Operating Income$348.8 $406.8 $386.1 $(58.0)$20.7 
Revenues
Residential$527.8 $481.6 $494.7 $46.2 $(13.1)
Commercial480.3 486.7 492.6 (6.4)(5.9)
Industrial412.9 608.4 614.4 (195.5)(6.0)
Wholesale12.3 11.7 15.7 0.6 (4.0)
Other103.3 110.8 90.8 (7.5)20.0 
Total$1,536.6 $1,699.2 $1,708.2 $(162.6)$(9.0)
Sales (Gigawatt Hours)
Residential3,484.0 3,369.5 3,535.2 114.5 (165.7)
Commercial3,550.0 3,760.3 3,844.6 (210.3)(84.3)
Industrial7,480.3 8,466.1 8,829.5 (985.8)(363.4)
Wholesale83.6 8.2 114.3 75.4 (106.1)
Other106.0 117.2 124.4 (11.2)(7.2)
Total14,703.9 15,721.3 16,448.0 (1,017.4)(726.7)
Cooling Degree Days900 962 1,180 (62)(218)
Normal Cooling Degree Days803 803 806 — (3)
% Warmer than Normal12 %20 %46 %
Electric Customers
Residential418,871 415,534 412,267 3,337 3,267 
Commercial57,435 57,058 56,605 377 453 
Industrial2,154 2,256 2,284 (102)(28)
Wholesale722 726 735 (4)(9)
Other2 — — 
Total479,184 475,576 471,893 3,608 3,683 

36
Year Ended December 31, (in millions)
2018 2017 2016 2018 vs. 2017 2017 vs. 2016
Operating Income$386.1
 $367.4
 $301.3
 $18.7
 $66.1
Year Ended December 31, (dollars in millions)
2018 2017 2016 2018 vs. 2017 2017 vs. 2016
Net Revenues         
Operating revenues$1,708.2
 $1,786.5
 $1,661.6
 $(78.3) $124.9
Less: Cost of sales (excluding depreciation and amortization)502.1
 513.9
 495.0
 (11.8) 18.9
Net Revenues1,206.1
 1,272.6
 1,166.6
 (66.5) 106.0
Operating Expenses         
Operation and maintenance500.0
 565.6
 528.9
 (65.6) 36.7
Depreciation and amortization262.9
 277.8
 274.5
 (14.9) 3.3
Loss on sale of assets
 1.9
 
 (1.9) 1.9
Other taxes57.1
 59.9
 61.9
 (2.8) (2.0)
Total Operating Expenses820.0
 905.2
 865.3
 (85.2) 39.9
Operating Income$386.1
 $367.4
 $301.3
 $18.7
 $66.1
Revenues         
Residential$494.7
 $476.9
 $457.4
 $17.8
 $19.5
Commercial492.6
 501.2
 456.6
 (8.6) 44.6
Industrial614.4
 698.1
 631.6
 (83.7) 66.5
Wholesale15.7
 11.6
 11.6
 4.1
 
Other90.8
 98.7
 104.4
 (7.9) (5.7)
Total$1,708.2
 $1,786.5
 $1,661.6
 $(78.3) $124.9
Sales (Gigawatt Hours)         
Residential3,535.2
 3,301.7
 3,514.8
 233.5
 (213.1)
Commercial3,844.6
 3,793.5
 3,878.7
 51.1
 (85.2)
Industrial8,829.5
 9,469.7
 9,281.8
 (640.2) 187.9
Wholesale114.3
 32.5
 19.0
 81.8
 13.5
Other124.4
 128.2
 136.9
 (3.8) (8.7)
Total16,448.0
 16,725.6
 16,831.2
 (277.6) (105.6)
Cooling Degree Days1,180
 837
 988
 343
 (151)
Normal Cooling Degree Days806
 806
 806
 
 
% Warmer than Normal46% 4% 23% 

 

Electric Customers         
Residential412,267
 409,401
 407,268
 2,866
 2,133
Commercial56,605
 56,134
 55,605
 471
 529
Industrial2,284
 2,305
 2,313
 (21) (8)
Wholesale735
 739
 744
 (4) (5)
Other2
 2
 2
 
 
Total471,893
 468,581
 465,932
 3,312
 2,649



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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NISOURCE INC.
Electric Operations (continued)

ComparabilityCost of line itemenergy for the Electric Operations segment is principally comprised of the cost of coal, related handling costs, natural gas purchased for internal generation of electricity at NIPSCO, and the cost of power purchased from third-party generators of electricity. The majority of these are tracked costs that are passed through directly to the customer resulting in an equal and offsetting amount reflected in operating resultsrevenue. In addition, comparability of operation and maintenance expenses and depreciation and amortization may be impacted by regulatory and depreciation trackers (other than those for cost of sales) that allow for the recovery in rates of certain costs. Therefore, increases in these tracked operating expenses are offset by increases in netoperating revenues and have essentially no impact on net income.
20182020 vs. 20172019 Operating Income
For 2018,2020, Electric Operations reported operating income of $386.1$348.8 million, an increasea decrease of $18.7$58.0 million from the comparable 20172019 period.

NetOperating revenues for 20182020 were $1,206.1$1,536.6 million, aan decrease of $66.5$162.6 million from the same period in 2017.2019. The change in netoperating revenues was primarily driven by:
Lower cost of energy billed to customers, which is offset in operating expense, of $152.1 million.
Lower regulatory and depreciation trackers, which are offset in operating expense, of $35.6$25.2 million.
Decreased rates from implementationThe effects of regulatory outcomesdecreased commercial and industrial usage and decreased late and disconnection fees, both primarily related to the TCJACOVID-19 pandemic, of $32.9$24.9 million.
Decreased industrial usage of $17.1 million.
A revenue reserve of $16.2 million in 2018 resulting from the probable future refund of certain collections from customers as a result of the lower income tax rate from the TCJA .
Increased fuel handling costs of $7.3 million.
Partially offset by:
Higher revenue from recent base rate proceedings of $22.5 million.
The effects of warmer weatherincreased residential usage primarily related to the pandemic of $25.2$13.5 million.
Increased rates from infrastructure replacement programsThe effects of $18.6customer growth of $4.0 million.

Operating expenses were $85.2$104.6 million lower in 20182020 than 2017.2019. This change was primarily driven by:
Lower cost of energy billed to customers, which is offset in operating revenue, of $152.1 million.
Lower regulatory and depreciation trackers, which are offset in netoperating revenues, of $35.6$25.2 million.
Lower outside serviceservices costs of $32.1$16.0 million primarily related to lower generation-related maintenance.
Lower employee and lower materialadministrative costs of $8.1 million.
Partially offset by:
Increased depreciation of $61.6 million primarily due to additional plant placed in service.
Severance and outside services expenses related to the NiSource Next initiative of $13.0 million.
Increased expenses primarily due to the impact of pandemic-related materials and supplies, outside services, uncollectible and sequestration expenses of $10.7 million, offset by a $5.3 million deferral of uncollectible and other expenses, related to the pandemic.
Increased materials and supplies costs of $10.2$4.7 million
Higher insurance expense of $2.7 million primarily driven by increased premiums.
Increased environmental costs of $1.3 million.
2019 vs. 2018 Operating Income
For 2019, Electric Operations reported operating income of $406.8 million, an increase of $20.7 million from the comparable 2018 period.
Operating revenues for 2019 were $1,699.2 million, a decrease of $9.0 million from the same period in 2018. The change in operating revenues was primarily driven by:
Lower cost of energy billed to customers, which is offset in operating expense, of $34.8 million.
Lower revenues from the effects of cooler weather of $15.1 million.
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Electric Operations (continued)
Decreased residential, commercial and industrial usage of $10.8 million.
Partially offset by:
New rates from the recent rate case proceeding, incremental capital spend on infrastructure replacement programs, and electric transmission projects of $24.8 million.
Decreased fuel handling costs of $11.0 million.
Higher regulatory and depreciation trackers, which are offset in operating expense, of $8.4 million.
Increased commercial and residential customer growth of $3.9 million.
Operating expenses were $29.7 million lower in 2019 than 2018. This change was primarily driven by:
Lower cost of energy billed to customers, which is offset in operating revenue, of $34.8 million.
Decreased materials and supplies costs of $7.8 million, primarily related to the retirement of Bailly Generating Station Units 7 and 8 on May 31, 2018.
Decreased employee and administrative costs of $18.4$5.0 million.
Partially offset by:
Increased depreciation of $10.0 million due to higher capital expenditures placed in service.
2017 vs. 2016 Operating Income
For 2017, Electric Operations reported operating income of $367.4 million, an increase of $66.1 million from the comparable 2016 period.
Net revenues for 2017 were $1,272.6 million, an increase of $106.0 million from the same period in 2016. The change in net revenues was primarily driven by:
New rates from base-rate proceedings of $63.6 million.
Increased rates from incremental capital spend on electric transmission projects of $24.2 million.
Higher regulatory and depreciation trackers, which are offset in operating expense, of $18.0 million.
New rates from infrastructure replacement programs of $6.0 million.
The effects of increased customer count of $3.4 million.
Partially offset by:
The effects of cooler weather of $16.1 million.

Operating expenses were $39.9 million higher in 2017 than 2016. This change was primarily driven by:
Higher outside service costs of $20.1 million, primarily due to increased spend on strategic initiatives to enhance safety, reliability and customer value, generation-related maintenance, IT service provider transition costs and vegetation management activities.
Higher employee and administrative costs of $19.2 million.
Increased regulatory and depreciation trackers, which are offset in net revenues, of $18.0$8.4 million.

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Electric Operations (continued)

Increased depreciation of $5.6$8.7 million due to higher capital expenditures placed in service.
Higher materials and supplies costs of $4.5 million driven by generation-related maintenance.

Partially offset by:
Plant retirement costs of $22.1 million in 2016.
Decreased amortization of regulatory assets of $10.8 million.

Weather
In general, we calculate the weather-related revenue variance based on changing customer demand driven by weather variance from normal heating or cooling degree days. Our composite heating or cooling degree days reported do not directly correlate to the weather-related dollar impact on the results of Electric Operations. Heating or cooling degree days experienced during different times of the year may have more or less impact on volume and dollars depending on when they occur. When the detailed results are combined for reporting, there may be weather-related dollar impacts on operations when there is not an apparent or significant change in our aggregated composite heating or cooling degree day comparisoncomparison.
The definition of “normal” weather was updated during the first quarter of 2019 to reflect more current weather pattern data and to more closely align with the regulators' jurisdictional definitions of “normal” weather. Impacts of the change in methodology will be reflected prospectively and disclosed to the extent it results in notable year-over-year variances in operating revenues.
Weather in the Electric Operations’ territories for 20182020 was 46%12% warmer than normal and 41% warmer6% cooler than the same period in 2017, increasing net2019, which had an immaterial impact on operating revenues $25.2 million for the year ended December 31, 20182020 compared to 2017.2019.
Weather in the Electric Operations’ territories for 20172019 was 4%20% warmer than normal and 15%18% cooler than the same period in 2016,2018, decreasing netoperating revenues $16.1$15.1 million for the year ended December 31, 20172019 compared to 2016.2018.
Sales
Electric Operations sales were 16,448.014,703.9 GWh for 2018,2020, a decrease of 277.61,017.4 GWh, or 1.7%6.5% compared to 2017.2019. This decrease was primarily attributable to decreased usage by industrial and commercial customers due to the pandemic and higher self-generation by industrial customers, partially offset by increased usage by residential customers primarily due to the pandemic.
Electric Operations sales were 15,721.3 GWh for 2019, a decrease of 726.7 GWh, or 4.4% compared to 2018. This decrease was primarily attributable to higher internal generation from large industrial customers in 2018, partially offset by increased volumes for2019 and the effects of cooler weather on residential and commercial customers resulting from warmer weather.customers.
Electric Operations sales were 16,725.6 GWh for 2017, a decrease of 105.6 GWh, or 0.6% compared to 2016.
BP Products North America. On March 29, 2018, WCE, which is currently owned by BP p.l.c ("BP") and BP Products North America, which operates the BP Refinery, filed a petition at the IURC asking that the combined operations of WCE and BP be treated as a single premise, and the WCE generation be dedicated primarily to BP Refinery operations beginning in May 2019 as WCE has self-certified as a qualifying facility at FERC. BP Refinery plans to continue to purchase electric service from NIPSCO at a reduced demand level beginning May 2019. Refer to Note 8, "Regulatory Matters," in the Notes to Consolidated Financial Statements for additional information.
Economic ConditionsCommodity Price Impact
NIPSCO has a state-approved recovery mechanism that provides a means for full recovery of prudently incurred fuel costs. Fuel costs are treated as pass-through costs and have no impact on the netoperating revenues recorded in the period. The fuel costs included in revenues are matched with the fuel cost expense recorded in the period and the difference is recorded on the Consolidated Balance Sheets as under-recovered or over-recovered fuel cost to be included in future customer billings.
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Electric Operations (continued)
NIPSCO's performance remains closely linked to the performance of the steel industry. NIPSCO’s MWh sales to steel-related industries accounted for approximately 49.67%45.9% and 54.5%51.5% of the total industrial MWh sales for the years ended December 31, 20182020 and 2017,2019, respectively.
Electric Supply
Bailly Generating Station. NIPSCO completed the retirement of Units 7 and 8 at Bailly Generating Station on May 31, 2018. These units had a generating capacity of approximately 460 MW. The remaining net book value of the retired units is presented in "Regulatory assets (noncurrent)" on the Consolidated Balance Sheets. This balance continues to be amortized at a rate consistent with its inclusion in customer rates. The ongoing recovery of our remaining investment in these units will be addressed in NIPSCO's rate case filed on October 31, 2018. Refer to Note 8, "Regulatory Matters," and Note 18-E, "Other Matters," in the Notes to Consolidated Financial Statements for additional information.
NIPSCO 2018 Integrated Resource Plan. Multiple factors, but primarily economic ones, including low natural gas prices, advancing cost effective renewable technology and increasing capital and operating costs associated with existing coal plants, have led

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Electric Operations (continued)

NIPSCO to concludeconcluded in its October 2018 Integrated Resource Plan submission that NIPSCO’s current fleet of coal generation facilities will be retired earlier than previous Integrated Resource Plan’s had indicated.
The Integrated Resource Plan evaluated demand-side and supply-side resource alternatives to reliably and cost effectively meet NIPSCO customers' future energy requirements over the ensuing 20 years. The preferred option within the Integrated Resource Plan retires the R.M. Schahfer Generating Station (Units 14, 15, 17,by mid-2023 and 18) by 2023 andthe Michigan City Generating Station (Unit 12) by the end of 2028. These unitsstations represent 2,080 MW of generating capacity, equal to 72% of NIPSCO’s remaining capacity afterand 100% of NIPSCO's remaining coal-fired generating capacity. In the second quarter of 2020, the MISO approved NIPSCO's plan to retire the R.M. Schahfer Generating Station in 2023. The planned replacement by the end of 2023 of approximately 1,400 MW of retiring coal-fired generation station could provide incremental capital investment opportunities of approximately $1.8 to $2.0 billion, primarily in 2022 and 2023. Refer to Note 6, "Property, Plant and Equipment" and Note 20-E, "Other Matters," in the Notes to Consolidated Financial Statements for further information. In February 2021, NIPSCO decided to submit modified Attachment Y Notices to MISO requesting accelerated retirement of Bailly Units 7two of the four coal fired units at R.M. Schahfer Generating Station. The two units are now expected to be retired by the end of 2021, with the remaining two units still scheduled to be retired in 2023. At retirement, the net book value of the retired units will be reclassified from "Non-Utility and 8 in May of 2018.Other property", to current and long-term “Regulatory Assets.”
The current replacement plan includes renewable sources of energy, including wind, solar, and battery storage to be obtained through a combination of NIPSCO ownership and PPAs. ReferNIPSCO has executed several PPAs to Note 18-E, "Other Matters," inpurchase 100% of the Notesoutput from renewable generation facilities at a fixed price per MWh. Each facility supplying the energy will have an associated nameplate capacity, and payments under the PPAs will not begin until the associated generation facility is constructed by the owner/seller. NIPSCO has also executed several BTAs with developers to Consolidated Financial Statements for further discussion.construct renewable generation facilities. The following table summarizes the executed PPAs and BTAs that have not yet been placed into service:

Project NameTransaction TypeTechnologyNameplate Capacity (MW)Storage Capacity (MW)Submitted to IURCIURC ApprovalEstimated Construction Completion
Jordan Creek20 year PPAWind40002/01/20196/05/2019In Service (12/10/2020)
Rosewater(1)
BTAWind10002/01/20198/07/2019In Service (12/29/2020)
Indiana Crossroads(2)
BTAWind30010/22/20192/19/202012/31/2021
Greensboro20 year PPASolar & Storage100307/17/20201/27/20216/30/2023
Brickyard20 year PPASolar2007/17/20201/27/20216/30/2023
Green River20 year PPASolar20012/23/2020Pending6/30/2023
Cavalry(2)
BTASolar & Storage2006011/30/2020Pending12/31/2023
Dunn's Bridge I(2)
BTASolar26511/30/2020Pending12/31/2022
Dunn's Bridge II(2)
BTASolar & Storage4357511/30/2020Pending12/31/2023
Gibson22 year PPASolar28001/29/2021Pending12/31/2023

(1) Ownership of the facility was transferred to a joint venture whose members include NIPSCO and an unrelated tax equity partner.

(2) Ownership of the facilities will be transferred to joint ventures whose members include NIPSCO and an unrelated tax equity partner.


We expect to secure additional agreements with counterparties and initiate regulatory compliance filings into 2021.
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NISOURCE INC.


Liquidity and Capital Resources
We continually evaluate the availability of adequate financing to fund our ongoing business operations, working capital and core safety and infrastructure investment programs. Our financing is sourced through cash flow from operations and the issuance of debt and/or equity. External debt financing is provided primarily through the issuance of long-term debt, accounts receivable securitization programs and our $1.5 billion commercial paper program, which is backstopped by our committed revolving credit facility with a total availability from third-party lenders of $1.85 billion. The commercial paper program and credit facility provide cost-effective, short-term financing until it can be replaced with a balance of long-term debt and equity financing that achieves our desired capital structure. We have also utilized an at-the-market (ATM) equity sales program that allowed us to issue and sell shares of our common stock up to an aggregate offering price of $434.4 million. The program expired on December 31, 2020, but we expect to issue additional equity under ATM offerings from time to time.
We believe these sources provide adequate capital to fund our operating activities and capital expenditures in 2021 and beyond.
Greater Lawrence Incident: Incident. As discussed in the "Executive Summary" and Note 18, “Other Commitments and Contingencies,” we have recorded losses associated with the Greater Lawrence Incident and have invested capital to replace the entire affected 45-mile cast iron and bare steel pipeline system that delivers gas to the impacted area. As discussed in the Executive Summary and Note 18 referenced earlier in this paragraph, and, Part I, Item 1A “Risk Factors,” and in this report, we may incur additional expensesNote 20, “Other Commitments and liabilitiesContingencies” in excessthe Notes to Consolidated Financial Statements, due to the inherent uncertainty of our recorded liabilities and estimated additional costs associated withlitigation, there can be no assurance that the Greater Lawrence Incident. The timing and amountoutcome or resolution of future financing needs arising fromany particular claim related to the Greater Lawrence Incident if any, will dependnot continue to have an adverse impact on the ultimate timing and amount of payments made in connection with the Greater Lawrence Incident and the timing and amount of associated insurance recoveries.our cash flows. Through income generated from operating activities, amounts available under ourthe short-term revolving credit facility, commercial paper program, accounts receivable securitization facilities, term loan borrowings, long-term debt agreements and our ability to access the capital markets, we believe there iswe have adequate capital available to fundsettle remaining anticipated claims associated with the Greater Lawrence Incident. Previous costs in excess of insurance recoveries were primarily funded through short-term borrowings. The sale of the Massachusetts Business was completed on October 9, 2020. On October 14, 2020, we used a portion of the proceeds from the Massachusetts Business sale to pay down these expenditures.short-term borrowings.
Operating Activities
Net cash from operating activities for the year ended December 31, 20182020 was $540.1$1,104.0 million, a decrease of $202.1$479.3 million from 2017.2019. This decrease was primarily driven by cash spend for the Greater Lawrence Incidenta year over year increase in 2018 offset by decreased pension plan contributions as discussed below as well as decreased operation and maintenance expenses (excluding expenses related to the Greater Lawrence Incident). The decrease in cash from operations was further offset by higher sales due to colder weather during the 2018 winter heating season compared to 2017 and increased rates from infrastructure replacement programs and rate case outcomes.
Greater Lawrence Incident. During 2018, we paid approximately $731 million in operating cash flownet payments related to the Greater Lawrence Incident. During 2020, we paid approximately $227 million compared to net receipts of $289 million, representing insurance recoveries offset by payments, during 2019. Refer to Note 18-E20, "Other Matters" for further information.
PensionCommitments and Other Postretirement Plan Funding. In 2017, we contributed $282.3 million to our pension plans (including a $277 million discretionary contribution made during the third quarter of 2017) and $31.6 million to our other postretirement benefit plans.
In 2018, we contributed $2.9 million to our pension plans and $21.0 million to our other postretirement benefit plans. Given the current funded status of the pension plans, and barring unforeseen market volatility that may negatively impact the valuation of our plan assets, we do not believe additional material contributions to our pension plans will be required for the foreseeable future.
Income Taxes. Rates for our regulated customers include provisions for the collection of U.S. federal income taxes. The reduction in the U.S. federal corporate income tax rate as a result of the TCJA has led to a decrease in the amount billed to customers through rates, ultimately resulting in lower cash collections from operating activities. As discussed in further detail in Note 7, "Regulatory Matters,"Contingencies" in the Notes to the Consolidated Financial Statements our regulated subsidiaries are engaged with the relevant state utility commissions to address the impacts of the TCJA on future customer rates. During 2018, billings to customers decreased approximately $57.6 million comparedfor further information related to the same period in 2017 as a result of adjustments to certain rates in our Kentucky, Ohio, Maryland, Pennsylvania, Massachusetts and Indiana jurisdictions. Additionally, during 2018, we recorded additional TCJA-related regulatory liabilities related to 2018 collections from customers, which are being refunded back to customers once new customer rates are approved by our regulators.Greater Lawrence Incident.
In addition, we will be required to pass back to customers “excess deferred taxes” which represent amounts collected from customers in the past to cover deferred tax liabilities which, as a result of the passage of the TCJA, are now less than the originally billed amounts. Approximately $1.5 billion of excess deferred taxes was recorded to "Regulatory liabilities (noncurrent)" on the Consolidated Balance Sheets as of December 31, 2017 as a result of implementing the TCJA. The majority of this balance related to temporary book-to-tax differences on utility property protected by IRS normalization rules. As modified rates are approved by each of our regulators, we expect this portion of the balance will be passed back to customers over the remaining average useful life of the associated property as required by the TCJA. The pass back period for the remainder of this balance will be determined by our state utility commissions in future proceedings. Our estimate of the amount and pass-back period of excess deferred taxes is subject to change pending final review by the utility commissions of the states in which we operate. As noted above, this pass back of excess deferred taxes has already begun in certain of our jurisdictions. As of December 31, 2018 we have approximately $1.4 billion of remaining regulatory liabilities associated with excess deferred taxes. See Note 8, "Regulatory Matters," for additional information.
As of December 31, 2018, we had a recorded deferred tax asset of $759.6 million related to a federal NOL carryforward, of which $508.5 million relates to years prior to the implementation of the TCJA. As a result of being in an NOL position, we were not

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required to make any cash payments for federal income tax purposes during the three years ended December 31, 2018. The carryforward periods for pre-TCJA tax benefits expire in various tax years from 2028 to 2037, however, we expect to fully utilize the carryforward benefit prior to its expiration. Per the TCJA, utilization of NOL carryforwards generated after December 31, 2017 do not expire, but are limited to 80% of current year taxable income. Accordingly, we may be required to make cash payments for federal income taxes in future years despite having NOL carryforwards in excess of current taxes payable.
Investing Activities
Our cash used for investing activities varies year over year primarily as a result of changes in the level of annual capital expenditures. See below for further details of our capital expenditures and related regulatory programs. In 2020, our typical investing cash outflows were offset by $1,115.9 million of proceeds from the sale of assets, driven by the sale of the Massachusetts Business. Refer to Note 1 "Nature of Operations and Summary of Significant Accounting Policies" for more information.
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NISOURCE INC.

Capital Expenditures. The table below reflects capital expenditures and certain other investing activities by segment for 2018, 20172020, 2019 and 2016.2018.
(in millions)20202019
2018(3)
Gas Distribution Operations
System Growth and Tracker$975.7 $1,006.1 $897.5 
Maintenance291.2 374.3 417.8 
Total Gas Distribution Operations1,266.9 1,380.3 1,315.3 
Electric Operations
System Growth and Tracker222.1 279.5 346.0 
Maintenance200.7 189.4 153.3 
Total Electric Operations422.8 468.9 499.3 
Corporate and Other Operations - Maintenance(1)
31.1 18.6 — 
Total(2)
$1,720.8 $1,867.8 $1,814.6 
(in millions)2018 2017 2016
Gas Distribution Operations     
System Growth and Tracker$1,073.7
 $909.2
 $835.0
Maintenance241.6
 216.4
 219.4
Total Gas Distribution Operations1,315.3
 1,125.6
 1,054.4
Electric Operations     
System Growth and Tracker346.0
 435.3
 314.1
Maintenance153.3
 157.1
 106.5
Total Electric Operations499.3
 592.4
 420.6
Corporate and Other Operations - Maintenance(1)

 35.8
 15.4
Total(2)
$1,814.6

$1,753.8

$1,490.4
(1)Zero Corporate and Other capital expenditures were zero in 2018 driven by the leasing ofas specific IT assets beginningwere leased in Q1 2018 versus historical practice of purchasing.2018. Certain IT and other maintenance related assets were purchased in 2019 and 2020.
(2)Amounts differ from those presented on the Statements of Consolidated Cash Flows primarily due to the capitalized portion of the Corporate Incentive Plan payout, inclusion of capital expenditures included in current liabilities and AFUDC Equity.
(3) The 2018 capital expenditures for Gas Distribution Operations reflects reclassifying the Greater Lawrence Incident pipeline replacement from system growth and tracker to maintenance.
For 2018,2020, capital expenditures and certain other investing activities were $1,814.6$1,720.8 million, which was $60.8$147.0 million higherlower than the 20172019 capital program. This increaseddecrease in spending is primarily due in part to costs associated with the Greater Lawrence Incident pipeline replacement, gas transmission projects, environmental investmentssale of the Massachusetts Business and system modernization projects.impact of COVID 19.
For 2017,2019, capital expenditures and certain other investing activities were $1,753.8$1,867.8 million, which was $263.4$53.2 million higher than the 20162018 capital program. This increased spending is mainlyprimarily due to electric transmission projects, environmental investmentsgrowth, safety and system modernization projects.
For 2019,2021, we project to invest approximately $1.6$1.9 to $1.7$2.1 billion in our capital program. This projected level of spend is consistent with 2018an increase from our 2020 spend levels and is expectedsupports continued investment in safety and reliability through modernizing gas and electric systems while meeting customer growth demands.
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Regulatory Capital Improvement Programs. In 2020, we continued to focus primarilymove forward on core infrastructure and environmental investment programs supported by complementary regulatory and customer initiatives across all seven states of our operating area. The following table describes the most recent vintage of our regulatory programs to recover infrastructure replacement and other federally-mandated compliance investments currently in rates and those pending commission approval:
(in millions)
CompanyProgramIncremental RevenueIncremental Capital InvestmentInvestment Period
Costs Covered(1)
Rates
Effective
Columbia of OhioIRP - 2020$32.9 $234.4 1/19-12/19Replacement of (1) hazardous service lines, (2) cast iron, wrought iron, uncoated steel, and bare steel pipe, (3) natural gas risers prone to failure and installation of AMR devices.May 2020
Columbia of OhioCEP - 2020$18.0 $185.1 1/19-12/19Assets not included in the IRP.September 2020
NIPSCO - GasTDSIC 1$0.6 $26.0 1/20-6/20New or replacement projects undertaken for the purpose of safety, reliability, system modernization or economic development.January 2021
NIPSCO - GasFMCA 5$4.8 $42.3 4/20-9/20Project costs to comply with federal mandates.April 2021
Columbia of Pennsylvania
DSIC-Q4 2020(2)
$0.8 $25.0 9/20-11/20Eligible project costs including piping, couplings, gas service lines, excess flow valves, risers, meter bars, meters, and other related capitalized cost, to improve the distribution system.January 2021
Columbia of VirginiaSAVE - 2021$5.2 $46.4 1/21-12/21Replacement projects that (1) enhance system safety or reliability, or (2) reduce, or potentially reduce, greenhouse gas emissions.January 2021
Columbia of Kentucky
SMRP - 2021(3)
$5.8 $50.0 1/21-12/21Replacement of mains and inclusion of system safety investments.Q2 2021
Columbia of MarylandSTRIDE - 2021$1.3 $16.9 1/21-12/21Pipeline upgrades designed to improve public safety or infrastructure reliability.January 2021
NIPSCO - Electric
TDSIC - 7(4)
$11.3 $122.3 7/19-7/20New or replacement projects undertaken for the purpose of safety, reliability, system modernization or economic development.February 2021
NIPSCO - Electric
FMCA - 13(5)(6)
$(1.2)$— 9/19-2/20Project costs to comply with federal mandates.August 2020
(1)Programs do not include any costs already included in base rates.
(2)Due to a cap on the continuationrevenues permitted to flow through the DSIC, Columbia Gas of Pennsylvania is only able to request recovery of a portion of the modernization projects, segment growth acrosscapital investment for this period.
(3)On December 17, 2020, the Gas Distribution Operations segment,Kentucky PSC issued an Order suspending the rates through May 30, 2021. An Order for approval can be received from the Commission prior to this date.
(4)Incremental capital and TDSIC spend.revenue are net of amounts included in the step 2 rates. See Part 1, Item 1. "Business" for additional information.
(5)Incremental revenue is inclusive of tracker eligible operations and maintenance expense.
(6)No eligible capital investments were made during the investment period.
Refer to Note 9, “Regulatory Matters” and Note 20-E, "Other Matters," in the Notes to Consolidated Financial Statements for a further discussion of regulatory developments during 2020.
Financing Activities
Short-term Debt. Refer to Note 15,16, “Short-Term Borrowings,” in the Notes to Consolidated Financial Statements for information on short-term debt.
Long-term Debt. Refer to Note 14,15, “Long-Term Debt,” in the Notes to Consolidated Financial Statements for information on long-term debt.
Net Available Liquidity. As of December 31, 2018,2020, an aggregate of $974.6$1,721.6 million of net liquidity was available, including cash and credit available under the revolving credit facility and accounts receivable securitization programs.

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Sources of Liquidity
The following table displays NiSource'sour liquidity position as of December 31, 20182020 and 2017:2019:
Year Ended December 31, (in millions)
20202019
Current Liquidity
Revolving Credit Facility$1,850.0 $1,850.0 
Accounts Receivable Program(1)
273.3 353.2 
Less:
Commercial Paper503.0 570.0 
Accounts Receivable Programs Utilized 353.2 
Letters of Credit Outstanding Under Credit Facility15.2 10.2 
Add:
Cash and Cash Equivalents116.5 139.3 
Net Available Liquidity$1,721.6 $1,409.1 
Year Ended December 31, (in millions)
20182017
Current Liquidity  
Revolving Credit Facility$1,850.0
$1,850.0
Accounts Receivable Program(1)
399.2
336.7
Less:  
Commercial Paper978.0
869.0
Accounts Receivable Program Utilized399.2
336.7
Letters of Credit Outstanding Under Credit Facility10.2
11.1
Add:  
Cash and Cash Equivalents112.8
29.0
Net Available Liquidity$974.6
$998.9
(1)Represents the lesser of the seasonal limit or maximum borrowings supportable by the underlying receivables.
Debt Covenants. We are subject to a financial covenant under our revolving credit facility, and term loan agreement, which requires us to maintain a debt to capitalization ratio that does not exceed 70%. A similar covenant in a 2005 private placement note purchase agreement requires us to maintain a debt to capitalization ratio that does not exceed 75%. As of December 31, 2018,2020, the ratio was 61.4%62.5%.
Sale of Trade Accounts Receivables. Refer to Note 17,19, “Transfers of Financial Assets,” in the Notes to Consolidated Financial Statements for information on the sale of trade accounts receivable.
Credit Ratings. The credit rating agencies periodically review our ratings, taking into account factors such as our capital structure and earnings profile. The following table includes our and certain of our subsidiaries' credit ratings and ratings outlook as of December 31, 2018.2020. In February 2020, S&P changed our and certain of our subsidiaries' outlook from Negative to Stable. There were no other changes to the below credit ratings or outlooks since December 31, 2019.
A credit rating is not a recommendation to buy, sell or hold securities, and may be subject to revision or withdrawal at any time by the assigning rating organization.
S&PMoody'sFitch
RatingOutlookRatingOutlookRatingOutlook
NiSourceBBB+NegativeStableBaa2StableBBBStable
NIPSCOBBB+
Negative

Stable
Baa1StableBBBStable
Columbia of MassachusettsBBB+
Negative

Stable
Baa2StableNot ratedNot rated
Commercial PaperA-2
Negative

Stable
P-2StableF2Stable
Certain of our subsidiaries have agreements that contain “ratings triggers” that require increased collateral if our credit ratings or the credit ratings of certain of our subsidiaries are below investment grade. These agreements are primarily for insurance purposes and for the physical purchase or sale of power. As of December 31, 2018,2020, the collateral requirement that would be required in the event of a downgrade below the ratings trigger levels would amount to approximately $53.8$53.9 million. In addition to agreements with ratings triggers, there are other agreements that contain “adequate assurance” or “material adverse change” provisions that could necessitate additional credit support such as letters of credit and cash collateral to transact business.
Equity. Our authorized capital stock consists of 420,000,000620,000,000 shares, $0.01 par value, of which 400,000,000600,000,000 are common stock and 20,000,000 are preferred stock. As of December 31, 2018, 372,363,6562020, 391,760,051 shares of common stock and 420,000440,000 shares of preferred stock were outstanding. For more information regarding our common and preferred stock, see Note 12,13, "Equity," in the Notes to Consolidated Financial Statements.

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NISOURCE INC.
NISOURCE INC.



Contractual Obligations.
We have certain contractual obligations requiring payments at specified periods. The obligations include long-term debt, lease obligations, energy commodity contracts and obligations for various services including pipeline capacity and outsourcing of IT services. The total contractual obligations in existence at December 31, 20182020 and their maturities were:
(in millions)Total20212022202320242025After
Long-term debt (1)
$9,135.0 $— $30.0 $— $— $1,260.0 $7,845.0 
Interest payments on long-term debt6,046.3 336.3 335.7 334.1 334.1 334.1 4,372.0 
Finance leases(2)
264.7 32.7 32.2 28.8 20.8 16.1 134.1 
Operating leases(3)
48.0 11.7 5.2 4.7 4.5 3.7 18.2 
Energy commodity contracts42.1 42.1 — — — — — 
Service obligations:
Pipeline service obligations(4)
1,495.6 468.7 422.5 256.0 150.5 56.2 141.7 
IT service obligations240.3 74.9 74.0 38.1 30.5 22.8 — 
Other service obligations(5)
12.6 12.6 — — — — — 
Other liabilities(6)
116.9 26.0 0.8 90.1 — — — 
Total contractual obligations$17,401.5 $1,005.0 $900.4 $751.8 $540.4 $1,692.9 $12,511.0 
(in millions)Total 2019 2020 2021 2022 2023 After
Long-term debt (1)
$7,029.6
 $41.0
 $
 $63.6
 $530.0
 $600.0
 $5,795.0
Capital leases(2)
322.4
 23.0
 22.5
 22.6
 22.1
 19.8
 212.4
Interest payments on long-term debt6,311.7
 319.8
 318.6
 318.6
 315.0
 289.0
 4,750.7
Operating leases(3)
45.9
 11.0
 7.3
 6.1
 4.2
 2.8
 14.5
Energy commodity contracts154.3
 99.2
 55.1
 
 
 
 
Service obligations:             
Pipeline service obligations3,566.7
 592.3
 487.7
 450.5
 437.5
 260.8
 1,337.9
IT service obligations211.0
 68.3
 60.0
 47.1
 35.6
 
 
Other service obligations86.7
 33.5
 43.6
 9.6
 
 
 
Other liabilities24.2
 24.2
 
 
 
 
 
Total contractual obligations$17,752.5
 $1,212.3
 $994.8
 $918.1
 $1,344.4
 $1,172.4
 $12,110.5
(1) Long-term debt balance excludes unamortized issuance costs and discounts of $68.5$86.9 million.
(2) Capital Finance lease payments shown above are inclusive of interest totaling $114.6$69.7 million.
(3) Operating lease payments shown above are inclusive of interest totaling $7.8 million. Operating lease balances do not include amountsobligations for possible fleet leases that can be renewedvehicle lease renewals beyond the initial lease term. The Company anticipates renewingWhile we have the ability to renew these leases beyond the initial term, but the anticipated payments associated with the renewals do not meet the definition of expected minimum lease payments and thereforewe are not included above. Expectedreasonably certain (as that term is defined in ASC 842) to do so as they are renewed month-to-month after the first year. If we were to continue the fleet vehicle leases outstanding at December 31, 2020, payments are $26.7 million in 2019, $22.4 million in 2020, $16.6would be $30.0 million in 2021, $12.3$27.7 million in 2022, $9.3$24.9 million in 2023, $22.0 million in 2024, $19.0 million in 2025 and $8.8$21.5 million thereafter.
(4)In February 2021, the demand rate increased for our pipeline service obligations, resulting in a total increase of $638.6 million in addition to our future pipeline service obligations shown above.
(5)On February 9, 2021, a rail transportation contract for the transportation of coal was fully executed between NIPSCO and a counterparty, replacing the prior agreement. The minimum coal tonnage shipment commitment for 2021 was eliminated under the new agreement, reducing our contractual obligation for 2021 by $12.1 million.
(6)Other liabilities shown above are inclusive of the Rosewater Developer payment due in 2023.
Our calculated estimated interest payments for long-term debt is based on the stated coupon and payment dates. For 2019,2021, we project that we will be required to make interest payments of approximately $363.1$339.4 million, which includes $319.8$336.3 million of interest payments related to our long-term debt outstanding as of December 31, 2018.2020. At December 31, 2018,2020, we had $1,977.2$503.0 million in short-term borrowings outstanding.
Our expected payments included within “Other liabilities” in the table of contractual commitments above contains employer contributions to pension and other postretirement benefits plans expected to be made in 2019.2021. Plan contributions beyond 20192021 are dependent upon a number of factors, including actual returns on plan assets, which cannot be reliably estimated at this time. In 2019,2021, we expect to make contributions of approximately $3.0$2.9 million to our pension plans and approximately $20.6$21.8 million to our postretirement medical and life plans. Refer to Note 11,12, “Pension and Other Postretirement Benefits,” in the Notes to Consolidated Financial Statements for more information.
We cannot reasonably estimate the settlement amounts or timing of cash flows related to long-term obligations classified as “Total Other Liabilities” on the Consolidated Balance Sheets, other than those described above.
We also have obligations associated with income, property, gross receipts, franchise, payroll, sales and use, and various other taxes and expect to make tax payments of approximately $240.6$253.4 million in 2019,2021, which are not included in the table above.
In addition, we have uncertain income tax positions that are not included in the table above as we are unable to predict when the matters will be resolved. Refer to Note 18-A, “Contractual Obligations,”14, "Income Taxes," in the Notes to Consolidated Financial Statements for furthermore information.
In January 2019,
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NISOURCE INC.

NIPSCO has executed two 20 yearseveral PPAs to purchase 100% of the output from renewable generation facilities at a fixed price per mwhMWh. Each facility supplying the energy will have an associated nameplate capacity, and apayments under the PPAs will not begin until the associated generation facility is constructed by the owner/seller. NIPSCO has also executed several BTAs with developers to construct renewable generation facilities. NIPSCO's purchase requirement under the BTAs is dependent on satisfactory approval of the BTA by the IURC, successful execution of an agreement with a developertax equity partner and timely completion of construction. NIPSCO and the tax equity partner are obligated to construct a renewable generation facility. Payments under these agreement are not includedmake cash contributions to the partnership at the date construction is substantially complete. Once the tax equity partner has earned their negotiated rate of return and we have reached the agreed upon contractual date, NIPSCO has the option to purchase at fair market value from the tax equity partner the remaining interest in the table above as these agreements were executed in 2019aforementioned joint venture. See Note 20-A, “Contractual Obligations,” and remain subject to approval by the relevant regulatory authorities before the deals would commence. See 18-E. "OtherNote 20-E. “Other Matters - NIPSCO 2018 Integrated Resource Plan,"” in the Notes to Consolidated Financial Statements for additional information.
Off-Balance Sheet Arrangements
We, along with certain of our subsidiaries, enter into various agreements providing financial or performance assurance to third parties on behalf of certain subsidiaries. Such agreements include guarantees and stand-by letters of credit.
Refer to Note 18,20, “Other Commitments and Contingencies,” in the Notes to Consolidated Financial Statements for additional information about such arrangements.

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NISOURCE INC.


Market Risk Disclosures
Risk is an inherent part of our businesses. The extent to which we properly and effectively identify, assess, monitor and manage each of the various types of risk involved in our businesses is critical to our profitability. We seek to identify, assess, monitor and manage, in accordance with defined policies and procedures, the following principal market risks that are involved in our businesses: commodity price risk, interest rate risk and credit risk. Risk management for us isWe manage risk through a multi-faceted process with oversight by the Risk Management Committee that requires constant communication, judgment and knowledge of specialized products and markets. Our senior management takes an active role in the risk management process and has developed policies and procedures that require specific administrative and business functions to assist in the identification, assessment and control of various risks. These may include, but are not limited to market, operational, financial, compliance and strategic risk types. In recognition of the increasingly varied and complex nature of the energy business, our risk management process, policies and procedures continue to evolve and are subject to ongoing review and modification.
Commodity Price Risk
We are exposed to commodity price risk as a result of our subsidiaries’ operations involving natural gas and power. To manage this market risk, our subsidiaries use derivatives, including commodity futures contracts, swaps, forwards and options. We do not participate in speculative energy trading activity.
Commodity price risk resulting from derivative activities at our rate-regulated subsidiaries is limited, since regulations allow recovery of prudently incurred purchased power, fuel and gas costs through the rate-making process, including gains or losses on these derivative instruments. If states should explore additional regulatory reform, these subsidiaries may begin providing services without the benefit of the traditional rate-making process and may be more exposed to commodity price risk.
Our subsidiaries are required to make cash margin deposits with their brokers to cover actual and potential losses in the value of outstanding exchange traded derivative contracts. The amount of these deposits, some of which is reflected in our restricted cash balance, may fluctuate significantly during periods of high volatility in the energy commodity markets.
Refer to Note 9,10, "Risk Management Activities," in the Notes to the Consolidated Financial Statements for further information on our commodity price risk assets and liabilities as of December 31, 20182020 and 2017.2019.
Interest Rate Risk
We are exposed to interest rate risk as a result of changes in interest rates on borrowings under our revolving credit agreement, commercial paper program, term loan borrowings and accounts receivable programs and now-settled term loan, which have interest rates that are indexed to short-term market interest rates. Based upon average borrowings and debt obligations subject to fluctuations in short-term market interest rates, an increase (or decrease) in short-term interest rates of 100 basis points (1%) would have increased (or decreased) interest expense by $13.3$12.3 million and $15.8$19.0 million for 20182020 and 2017,2019, respectively. We are also exposed to interest rate risk as a result of changes in benchmark rates that can influence the interest rates of future debt issuances.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NISOURCE INC.

Refer to Note 9,10, "Risk Management Activities," in the Notes to Consolidated Financial Statements for further information on our interest rate risk assets and liabilities as of December 31, 20182020 and 2017.2019.
Credit Risk
Due to the nature of the industry, credit risk is embedded in many of our business activities. Our extension of credit is governed by a Corporate Credit Risk Policy. In addition, Risk Management Committee guidelines are in place which document management approval levels for credit limits, evaluation of creditworthiness, and credit risk mitigation efforts. Exposures to credit risks are monitored by the risk management function, which is independent of commercial operations. Credit risk arises due to the possibility that a customer, supplier or counterparty will not be able or willing to fulfill its obligations on a transaction on or before the settlement date. For derivative-related contracts, credit risk arises when counterparties are obligated to deliver or purchase defined commodity units of gas or power to us at a future date per execution of contractual terms and conditions. Exposure to credit risk is measured in terms of both current obligations and the market value of forward positions net of any posted collateral such as cash and letters of credit.
We closely monitor the financial status of our banking credit providers. We evaluate the financial status of our banking partners through the use of market-based metrics such as credit default swap pricing levels, and also through traditional credit ratings provided by major credit rating agencies.

Certain individual state regulatory commissions instituted regulatory moratoriums in connection with the COVID-19 pandemic that impacted our ability to pursue our credit risk mitigation practices for customer accounts receivable. Following the issuances of these moratoriums, certain of our regulated operations have been authorized to recognize a regulatory asset for bad debt costs above levels currently in rates. We have reinstated our common credit mitigation practices where moratoriums have expired. See the COVID-19 pandemic discussion in Part I. Item 1A, "Risk Factors" for risks that have been identified related to the pandemic and refer to Note 9, "Regulatory Matters" in the Notes to Consolidated Financial Statements for state specific regulatory moratoriums.
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NISOURCE INC.


Other Information
Critical Accounting Policies
We apply certain accounting policies based on the accounting requirements discussed below that have had, and may continue to have, significant impacts on our operations and Consolidated Financial Statements.
Basis of Accounting for Rate-Regulated Subsidiaries. ASC Topic 980, Regulated Operations, provides that rate-regulated subsidiaries account for and report assets and liabilities consistent with the economic effect of the way in which regulators establish rates, if the rates established are designed to recover the costs of providing the regulated service and if the competitive environment makes it probable that such rates can be charged and collected. Certain expenses and credits subject to utility regulation or rate determination normally reflected in income are deferred on the Consolidated Balance Sheets and are recognized in income as the related amounts are included in service rates and recovered from or refunded to customers. The total amounts of regulatory assets and liabilities reflected on the Consolidated Balance Sheets were $2,237.5$1,930.5 million and $2,660.0$2,065.5 million at December 31, 2018,2020, and $1,801.2$2,239.6 million and $2,795.6$2,512.2 million at December 31, 2017,2019, respectively. For additional information, refer to Note 8,9, “Regulatory Matters,” in the Notes to Consolidated Financial Statements.
In the event that regulation significantly changes the opportunity for us to recover our costs in the future, all or a portion of our regulated operations may no longer meet the criteria for the application of ASC Topic 980, Regulated Operations. In such event, a write-down of all or a portion of our existing regulatory assets and liabilities could result. If transition cost recovery is approved by the appropriate regulatory bodies that would meet the requirements under GAAP for continued accounting as regulatory assets and liabilities during such recovery period, the regulatory assets and liabilities would be reported at the recoverable amounts. If we were unable to continue to apply the provisions of ASC Topic 980, Regulated Operations, we would be required to apply the provisions of ASC Topic 980-20, Discontinuation of Rate-Regulated Accounting. In management’s opinion, our regulated subsidiaries will be subject to ASC Topic 980, Regulated Operations for the foreseeable future.
Certain of the regulatory assets reflected on our Consolidated Balance Sheets require specific regulatory action in order to be included in future service rates. Although recovery of these amounts is not guaranteed, we believe that these costs meet the requirements for deferral as regulatory assets. Regulatory assets requiring specific regulatory action amounted to $320.4 million at December 31, 2018. If we determine that the amounts included as regulatory assets were notare no longer recoverable, a charge to income would immediately be required to the extent of the unrecoverable amounts.

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NISOURCE INC.

The passage of the TCJA into law in December 2017 necessitated the remeasurement of our deferred income tax balances to reflect the new U.S. corporate incomechange in the statutory federal tax rate offrom 35% to 21%. For our regulated entities, substantially all of the impact of this remeasurement was recorded to a regulatory asset or regulatory liability and is being passed backed to customers, as appropriate, until such time that we receive final regulatory orders prescribingestablished during the required accounting treatment and related impact on future customer rates.rate making process. For additional information, refer to Note 10,9, "Regulatory Matters," and Note 11, "Income Taxes," in the Notes to Consolidated Financial Statements.

As discussed in Note 18-E, "Other Matters - Greater Lawrence Pipeline Replacement," we incurred approximately $167 million of capital spend for pipeline replacement in the affected communities during 2018. We estimate this replacement work will cost between $220 million and $230 million in total. Columbia of Massachusetts has provided notice to its property insurer of the Greater Lawrence Incident and discussions around the claim and recovery have commenced. The recovery of any capital investment not reimbursed through insurance will be addressed in a future regulatory proceeding. The outcome of such a proceeding is uncertain. In accordance with ASC 980-360, if it becomes probable that a portion of the pipeline replacement cost will not be recoverable through customer rates and an amount can be reasonably estimated, we will reduce our regulated plant balance for the amount of the probable disallowance and record an associated charge to earnings. This could result in a material adverse effect to our financial condition, results of operations and cash flows. Additionally, if a rate order is received allowing recovery of the investment with no or reduced return on investment, a loss on disallowance may be required.
Pension and Postretirement Benefits. We have defined benefit plans for both pension and other postretirement benefits. The calculation of the net obligations and annual expense related to the plans requires a significant degree of judgment regarding the discount rates to be used in bringing the liabilities to present value, expected long-term rates of return on plan assets, health care trend rates, and mortality rates, among other assumptions. Due to the size of the plans and the long-term nature of the associated liabilities, changes in the assumptions used in the actuarial estimates could have material impacts on the measurement of the net obligations and annual expense recognition. Differences between actuarial assumptions and actual plan results are deferred into AOCI or a regulatory balance sheet account, depending on the jurisdiction of our entity. These deferred gains or losses are then amortized into the income statement when the accumulated differences exceed 10% of the greater of the projected benefit obligation or the fair value of plan assets (known in GAAP as the “corridor” method) or when settlement accounting is triggered.

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NISOURCE INC.


The discount rates, expected long-term rates of return on plan assets, health care cost trend rates and mortality rates are critical assumptions. Methods used to develop these assumptions are described below. While a third party actuarial firm assists with the development of many of these assumptions, we are ultimately responsible for selecting the final assumptions.
The discount rate is utilized principally in calculating the actuarial present value of pension and other postretirement benefit obligations and net periodic pension and other postretirement benefit plan costs. Our discount rates for both pension and other postretirement benefits are determined using spot rates along an AA-rated above median yield curve with cash flows matching the expected duration of benefit payments to be made to plan participants.
The expected long-term rate of return on plan assets is a component utilized in calculating annual pension and other postretirement benefit plan costs. We estimate the expected return on plan assets by evaluating expected bond returns, equity risk premiums, target asset allocations, the effects of active plan management, the impact of periodic plan asset rebalancing and historical performance. We also consider the guidance from our investment advisors in making a final determination of our expected rate of return on assets. 
For measurement of 20192021 net periodic benefit cost, we selected an expected pre-tax long-term rate of return of 6.10%5.20% and 5.80%5.50% for our pension and other postretirement benefit plan assets, respectively.
We estimate the assumed health care cost trend rate, which is used in determining our other postretirement benefit net expense, based upon our actual health care cost experience, the effects of recently enacted legislation, third-party actuarial surveys and general economic conditions.
We use the Society of Actuaries’ most recently published mortality data in developingutilize a best estimate of mortality as part of the calculation of the pension and other postretirement benefit obligations.
The following tables illustrate the effects of changes in these actuarial assumptions while holding all other assumptions constant:
 Impact on December 31, 2018 Projected Benefit Obligation Increase/(Decrease)
Change in Assumptions (in millions)
Pension Benefits Other Postretirement Benefits
+50 basis points change in discount rate$(79.6) $(23.6)
-50 basis points change in discount rate86.2
 25.8
+50 basis points change in health care trend rates  12.5
-50 basis points change in health care trend rates  (11.0)
    
 
Impact on 2018 Expense Increase/(Decrease)(1)
Change in Assumptions (in millions)
Pension Benefits Other Postretirement Benefits
+50 basis points change in discount rate$(3.3) $(0.7)
-50 basis points change in discount rate2.8
 0.8
+50 basis points change in expected long-term rate of return on plan assets(10.3) (1.3)
-50 basis points change in expected long-term rate of return on plan assets10.3
 1.3
+50 basis points change in health care trend rates  0.6
-50 basis points change in health care trend rates  (0.5)
(1)Before labor capitalization and regulatory deferrals.

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NISOURCE INC.


In January 2017, we changed the method usedfull yield curve approach to estimate the service and interest components of net periodic benefit cost for pension and other postretirement benefits. This change, compared to the previous method, resulted in a decrease in the actuarially-determined service and interest cost components. Historically, we estimated service and interest cost utilizing a single weighted-average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. For fiscal 2017 and beyond, we now utilize a full yield curve approach to estimate these componentsbenefits by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. For further discussion of our pension and other postretirement benefits, see Note 11,12, “Pension and Other Postretirement Benefits,” in the Notes to Consolidated Financial Statements.
Goodwill.Typically, we use the Society of Actuaries’ most recently published mortality data in developing a best estimate of mortality as part of the calculation of the pension and other postretirement benefit obligations. Due to the ongoing COVID-19 pandemic, we adjusted our mortality assumption through 2023 to reflect anticipated slow recovery.
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NISOURCE INC.

The following tables illustrate the effects of changes in these actuarial assumptions while holding all other assumptions constant:
Impact on December 31, 2020 Projected Benefit Obligation Increase/(Decrease)
Change in Assumptions (in millions)
Pension BenefitsOther Postretirement Benefits
+50 basis points change in discount rate$(88.7)$(29.8)
-50 basis points change in discount rate96.5 32.7 
Impact on 2020 Expense Increase/(Decrease)(1)
Change in Assumptions (in millions)
Pension BenefitsOther Postretirement Benefits
+50 basis points change in discount rate$(2.0)$(0.8)
-50 basis points change in discount rate1.6 0.9 
+50 basis points change in expected long-term rate of return on plan assets(9.8)(1.3)
-50 basis points change in expected long-term rate of return on plan assets9.8 1.3 
(1)Before labor capitalization and regulatory deferrals.
Goodwill and Other Intangible Assets. We have sevensix goodwill reporting units, comprised of the sevensix state operating companies within the Gas Distribution Operations reportable segment. Our goodwill assets at December 31, 20182020 were $1,690.7$1,486 million, most of which resulted from the acquisition of Columbia on November 1, 2000.
As required by GAAP, we test for impairment of goodwill on an annual basis and on an interim basis when events or circumstances indicate that a potential impairment may exist. Our annual goodwill test takes place in the second quarter of each year and was most recently finalized as ofperformed on May 1, 2018. In the third quarter of 2018, we determined the Greater Lawrence Incident represented a triggering event that required an impairment analysis of goodwill. The incident specifically impacts our Columbia of Massachusetts reporting unit. The quantitative impairment analysis as of September 30, 2018 determined the fair value of Columbia of Massachusetts reporting unit continued to exceed its carrying value. For additional information, refer to Note 6, "Goodwill and Other Intangible Assets," in the Notes to Consolidated Financial Statements.2020.
We completed aA quantitative ("step 1") test was completed on May 1, 2020 for all reporting units. Columbia of Massachusetts was not considered to be a reporting unit for the May 1, 2020 fair value measurement as the goodwill balance had been reduced to zero as of our reporting units during the May 1, 2016 goodwill test.December 31, 2019. Consistent with our historical impairment testing of goodwill, fair value of the reporting units was determined based on a weighting of income and market approaches. These approaches require significant judgments including appropriate long-term growth rates and discount rates for the income approach and appropriate multiples of earnings for peer companies and control premiums for the market approach. A qualitative ("step 0") test was completed on May 1, 2018. We assessed various assumptions, events and circumstances that would have affected the estimated fair value of the reporting units in our baseline May 1, 2016 test. The results of this assessment indicated that it is not more likely than not that its reporting unit fair values are less than the reporting unit carrying values and no impairments are necessary.
The discount rates were derived using peer company data compiled with the assistance of a third party valuation services firm. The discount rates used are subject to change based on changes in tax rates at both the state and federal level, debt and equity ratios at each reporting unit and general economic conditions.
The long-term growth rate was derived by evaluating historic growth rates, new business and investment opportunities beyond the near term horizon. The long-term growth rate is subject to change depending on inflationary impacts to the U.S. economy and the individual business environments in which each reporting unit operates.
The MayStep 1 2016 testanalysis performed indicated that the fair value of each of the reporting units that carry or are allocated goodwill exceededexceeds their carrying values, indicating thatvalue. As a result, no impairment existed undercharges were recorded.
We recorded impairment charges related to goodwill and other intangible assets in 2019. See Note 7, "Goodwill and Other Intangible Assets," in the step 1 annual impairment test. If the estimates of free cash flow used in this step 1 analysis had been 10% lower, the resulting fair values would have still been greater than the carrying valueNotes to Consolidated Financial Statements for each of the reporting units tested, holding all other assumptions constant.information regarding our 2019 analyses and assumptions.
Revenue Recognition. Revenue is recorded as products and services are delivered. Utility revenues are billed to customers monthly on a cycle basis. Revenues are recorded on the accrual basis and include estimates for electricity and gas delivered but not billed.
We adopted the provisions of ASC 606 beginning on January 1, 2018 using a modified retrospective method, which was applied to all contracts. No material adjustments were made to January 1, 2018 opening balances and no material changes in the amount or timing of future revenue recognition occurred as a result of the adoption of ASC 606. Refer to Note 3 "Revenue Recognition," in the Notes to Consolidated Financial Statements for additional information regarding our significant judgments and estimates related to revenue recognition.
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NISOURCE INC.

Variable Interest Entities. A VIE is an entity in which the controlling interest is determined through means other than a majority voting interest. The primary beneficiary of a VIE is the business enterprise which has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance. Also, the primary beneficiary either absorbs a significant amount of the VIE’s losses or has the right to receive benefits that could be significant to the VIE. We consider these qualitative elements in determining whether we are the primary beneficiary of a VIE, and we consolidate those VIEs for which we are determined to be the primary beneficiary. As the managing member of a partnership, we would control decisions that are significant to the ongoing operations and economic results. Therefore, we have concluded that we are the primary beneficiary of Rosewater and have consolidated Rosewater even though we own less than 100% of the total equity membership interest.
We have determined that the use of HLBV accounting is reasonable and appropriate to attribute income and loss to the noncontrolling interest held by the tax equity partner. HLBV accounting was selected as the allocation of Rosewater's economic results to members differ from the members' relative ownership percentages. Using the HLBV method, our earnings are calculated based on how the partnership would distribute its cash if it were to hypothetically sell all of its assets for their carrying amounts and liquidate at each reporting period. Under HLBV, we calculate the liquidation value allocable to each partner at the beginning and end of each period based on the contractual liquidation waterfall and adjust our income for the period to reflect the change our associated book value. Refer to Note 4, "Variable Interest Entities" in the Notes to Consolidated Financial Statements.
Recently Issued Accounting Pronouncements
Refer to Note 2, "Recent Accounting Pronouncements," in the Notes to Consolidated Financial Statements.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Quantitative and Qualitative Disclosures about Market Risk are reported in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Market Risk Disclosures.”

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
NISOURCE INC.

NISOURCE INC.


IndexPage
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the shareholders and the Board of Directors of NiSource Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of NiSource Inc. and subsidiaries (the "Company") as of December 31, 20182020 and 2017,2019, the related statements of consolidated income (loss), comprehensive income (loss), stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2018,2020, and the related notes and the schedule listed in the Index at itemItem 15 (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, 20182020 and 2017,2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2018, in conformity with2020 accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2018,2020, 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 20, 2019,17, 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 Matters
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.
Impact of Rate Regulation on the Financial Statements - Refer to Note 9 to the consolidated financial statements
Critical Audit Matter Description
The Company’s subsidiaries are fully regulated natural gas and electric utility companies serving customers in six states. These rate-regulated subsidiaries account for and report assets and liabilities consistent with the economic effect of the manner in which regulators establish rates, if the rates established are designed to recover the costs of providing the regulated service and it is probable that such rates can be charged to and collected from customers. Certain expenses and credits subject to utility regulation or rate determination normally reflected in income are deferred on the consolidated balance sheets and are later recognized in income as the related amounts are included in customer rates and recovered from or refunded to customers.

The Company’s subsidiaries’ rates are subject to regulatory rate-setting processes. Rates are determined and approved in regulatory proceedings based on an analysis of the subsidiaries’ costs to provide utility service and a return on, and recovery of, the subsidiaries’ investment in the utility business. Regulatory decisions can have an impact on the recovery of costs, the rate of return earned on investment, and the timing and amount of assets to be recovered by rates. The respective commissions' regulation of rates is premised on the full recovery of prudently incurred costs and a reasonable rate of return on invested capital. Decisions to be made by the commission in the future will impact the accounting for regulated operations, including
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NISOURCE INC.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
decisions about the amount of allowable costs and return on invested capital included in rates and any refunds that may be required. While the Company has indicated it expects to recover costs from customers through regulated rates, there is a risk that the commission will not approve: (1) full recovery of the costs of providing utility service, or (2) full recovery of all amounts invested in the utility business and a reasonable return on that investment.

We identified the accounting for rate-regulated subsidiaries as a critical audit matter due to the significant judgments made by management to support its assertions about impacted account balances and disclosures and the high degree of subjectivity involved in assessing the impact of future regulatory orders on the financial statements. Management judgments include assessing (1) the likelihood of recovery in future rates of incurred costs and (2) the likelihood of refund of amounts previously collected from customers. Given that management’s accounting judgments are based on assumptions about the outcome of future decisions by regulatory commissions, auditing these judgments required specialized knowledge of accounting for rate regulation and the rate making process due 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 also 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 or of a future reduction in rates.

• We evaluated the Company’s disclosures related to the impacts of rate regulation, including the balances recorded and regulatory developments.

• We read relevant regulatory orders issued by the commissions for the Company, regulatory statutes, interpretations, procedural memorandums, filings made by interveners, and other publicly available information to assess the likelihood of recovery in future rates or of a future reduction in rates based on precedents of the commissions’ treatment of similar costs under similar circumstances. We evaluated the external information and compared 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 related to recoverability of recorded assets.

• We inquired of management about property, plant, and equipment that may be abandoned. For assets that were abandoned, we inquired of management about their considerations regarding the abandonment. We inspected minutes of the board of directors and regulatory orders and other filings with the commissions to identify evidence that may contradict management’s assertion regarding probability of an abandonment.

• We obtained an analysis from management regarding probability of recovery for regulatory assets or refund or future reduction in rates for regulatory liabilities not yet addressed in a regulatory order to assess management’s assertion that amounts are probable of recovery or a future reduction in rates.

/s/ DELOITTE & TOUCHE LLP
Columbus, Ohio
February 20, 201917, 2021


We have served as the Company's auditor since 2002.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the shareholders and the Board of Directors of NiSource Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of NiSource Inc. and subsidiaries (the “Company”) as of December 31, 2018, 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 Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the financial statements as of and for year ended December 31, 2018, of the Company and our report dated February 20, 2019, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible 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 Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. 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 audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our 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
Columbus, Ohio
February 20, 2019



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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NISOURCE INC.
STATEMENTS OF CONSOLIDATED INCOME (LOSS)

Year Ended December 31, (in millions, except per share amounts)
2018 2017 2016
Year Ended December 31, (in millions, except per share amounts)
202020192018
Operating Revenues     Operating Revenues
Customer revenues$4,991.1
 $4,730.2
 $4,392.5
Customer revenues$4,473.2 $5,053.4 $4,991.1 
Other revenues123.4
 144.4
 100.0
Other revenues208.5 155.5 123.4 
Total Operating Revenues5,114.5
 4,874.6
 4,492.5
Total Operating Revenues4,681.7 5,208.9 5,114.5 
Operating Expenses     Operating Expenses
Cost of sales (excluding depreciation and amortization)1,761.3
 1,518.7
 1,390.2
Cost of energyCost of energy1,109.3 1,534.8 1,761.3 
Operation and maintenance2,352.9
 1,601.7
 1,445.8
Operation and maintenance1,585.9 1,354.7 2,352.9 
Depreciation and amortization599.6
 570.3
 547.1
Depreciation and amortization725.9 717.4 599.6 
Loss (Gain) on sale of assets and impairments, net1.2
 5.5
 (1.0)
Impairment of goodwill and intangible assetsImpairment of goodwill and intangible assets0 414.5 
Loss on sale of assets, netLoss on sale of assets, net410.6 1.2 
Other taxes274.8
 257.2
 244.3
Other taxes299.2 296.8 274.8 
Total Operating Expenses4,989.8
 3,953.4
 3,626.4
Total Operating Expenses4,130.9 4,318.2 4,989.8 
Operating Income124.7
 921.2
 866.1
Operating Income550.8 890.7 124.7 
Other Income (Deductions)     Other Income (Deductions)
Interest expense, net(353.3) (353.2) (349.5)Interest expense, net(370.7)(378.9)(353.3)
Other, net43.5
 (13.5) (3.0)Other, net32.1 (5.2)43.5 
Loss on early extinguishment of long-term debt(45.5) (111.5) 
Loss on early extinguishment of long-term debt(243.5)(45.5)
Total Other Deductions, Net(355.3) (478.2) (352.5)Total Other Deductions, Net(582.1)(384.1)(355.3)
Income (Loss) before Income Taxes(230.6) 443.0
 513.6
Income (Loss) before Income Taxes(31.3)506.6 (230.6)
Income Taxes(180.0) 314.5
 182.1
Income Taxes(17.1)123.5 (180.0)
Net Income (Loss)(50.6) 128.5
 331.5
Net Income (Loss)(14.2)383.1 (50.6)
Net income attributable to noncontrolling interestNet income attributable to noncontrolling interest3.4 
Net Income (Loss) attributable to NiSourceNet Income (Loss) attributable to NiSource(17.6)383.1 (50.6)
Preferred dividends(15.0) 
 
Preferred dividends(55.1)(55.1)(15.0)
Net Income (Loss) Available to Common Shareholders
(65.6) 128.5
 331.5
Net Income (Loss) Available to Common Shareholders(72.7)328.0 (65.6)
Earnings (Loss) Per Share     Earnings (Loss) Per Share
Basic Earnings (Loss) Per Share$(0.18) $0.39
 $1.03
Basic Earnings (Loss) Per Share$(0.19)$0.88 $(0.18)
Diluted Earnings (Loss) Per Share$(0.18) $0.39
 $1.02
Diluted Earnings (Loss) Per Share$(0.19)$0.87 $(0.18)
Basic Average Common Shares Outstanding356.5
 329.4
 321.8
Basic Average Common Shares Outstanding384.3 374.6 356.5 
Diluted Average Common Shares356.5
 330.8
 323.5
Diluted Average Common Shares384.3 376.0 356.5 
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.
STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)

Year Ended December 31, (in millions, net of taxes)
202020192018
Net Income (Loss)$(14.2)$383.1 $(50.6)
Other comprehensive income (loss):
Net unrealized gain (loss) on available-for-sale securities(1)
2.7 5.7 (2.6)
Net unrealized gain (loss) on cash flow hedges(2)
(70.7)(64.2)22.7 
Unrecognized pension and OPEB benefit (costs)(3)
3.9 3.1 (4.4)
Total other comprehensive income (loss)(64.1)(55.4)15.7 
Total Comprehensive Income (Loss)$(78.3)$327.7 $(34.9)
Year Ended December 31, (in millions, net of taxes)
2018 2017 2016
Net Income (Loss)$(50.6) $128.5
 $331.5
Other comprehensive income (loss):     
Net unrealized gain (loss) on available-for-sale securities(1)
(2.6) 0.8
 (0.1)
Net unrealized gain (loss) on cash flow hedges(2)
22.7
 (22.5) 8.6
Unrecognized pension and OPEB benefit (costs)(3)
(4.4) 3.4
 1.5
Total other comprehensive income (loss)15.7
 (18.3) 10.0
Total Comprehensive Income$(34.9) $110.2
 $341.5
(1) Net unrealized gain (loss) on available-for-sale securities, net of $0.6$0.7 million tax benefit, $0.4expense, $1.5 million tax expense and $0.1$0.6 million tax benefit in 2020, 2019 and 2018, 2017 and 2016, respectively.
(2) Net unrealized gain (loss) on derivatives qualifying as cash flow hedges, net of $7.5$23.4 million tax expense, $13.9benefit, $21.2 million tax benefit and $5.6$7.5 million tax expense in 2020, 2019 and 2018, 2017 and 2016, respectively.
(3) Unrecognized pension and OPEB benefit (costs), net of $1.5$0.1 million tax benefit, $2.1$1.6 million tax expense and $0.1$1.5 million tax expensebenefit in 2020, 2019 and 2018, 2017 and 2016, respectively.
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.
CONSOLIDATED BALANCE SHEETS

(in millions)December 31, 2020December 31, 2019
ASSETS
Property, Plant and Equipment
Plant$24,179.9 $24,541.9 
Accumulated depreciation and amortization(7,560.4)(7,629.7)
Net Property, Plant and Equipment(1)
16,619.5 16,912.2 
Investments and Other Assets
Unconsolidated affiliates0 1.3 
Available-for-sale debt securities (amortized cost of $163.9 and $150.1, allowance for credit losses of $0.5 and $0, respectively)170.9 154.2 
Other investments81.1 74.7 
Total Investments and Other Assets252.0 230.2 
Current Assets
Cash and cash equivalents116.5 139.3 
Restricted cash9.1 9.1 
Accounts receivable843.6 876.1 
Allowance for credit losses(52.3)(19.2)
Accounts receivable, net791.3 856.9 
Gas inventory191.2 250.9 
Materials and supplies, at average cost141.5 120.2 
Electric production fuel, at average cost68.4 53.6 
Exchange gas receivable34.1 48.5 
Regulatory assets135.7 225.7 
Deferred property taxes85.6 79.5 
Prepayments and other86.0 70.2 
Total Current Assets(1)
1,659.4 1,853.9 
Other Assets
Regulatory assets1,794.8 2,013.9 
Goodwill1,485.9 1,485.9 
Deferred charges and other228.9 163.7 
Total Other Assets3,509.6 3,663.5 
Total Assets$22,040.5 $22,659.8 
(in millions)December 31, 2018 December 31, 2017
ASSETS   
Property, Plant and Equipment   
Utility plant$22,780.8
 $21,026.6
Accumulated depreciation and amortization(7,257.9) (6,953.6)
Net utility plant15,522.9
 14,073.0
Other property, at cost, less accumulated depreciation19.6
 286.5
Net Property, Plant and Equipment15,542.5
 14,359.5
Investments and Other Assets   
Unconsolidated affiliates2.1
 5.5
Other investments204.0
 204.1
Total Investments and Other Assets206.1
 209.6
Current Assets   
Cash and cash equivalents112.8
 29.0
Restricted cash8.3
 9.4
Accounts receivable (less reserve of $21.1 and $18.3, respectively)1,058.5
 898.9
Gas inventory286.8
 285.1
Materials and supplies, at average cost101.0
 105.9
Electric production fuel, at average cost34.7
 80.1
Exchange gas receivable88.4
 45.8
Regulatory assets235.4
 176.3
Prepayments and other129.5
 132.8
Total Current Assets2,055.4
 1,763.3
Other Assets   
Regulatory assets2,002.1
 1,624.9
Goodwill1,690.7
 1,690.7
Intangible assets, net220.7
 231.7
Deferred charges and other86.5
 82.0
Total Other Assets4,000.0
 3,629.3
Total Assets$21,804.0
 $19,961.7
(1)Includes $175.6 million of net property, plant and equipment assets and $1.7 million of current assets of a consolidated VIE that may be used only to settle obligations of the consolidated VIE. Refer to Note 4 "Variable Interest Entity" for additional information.
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.



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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.
CONSOLIDATED BALANCE SHEETS

(in millions, except share amounts)December 31, 2018 December 31, 2017(in millions, except share amounts)December 31, 2020December 31, 2019
CAPITALIZATION AND LIABILITIES   CAPITALIZATION AND LIABILITIES
Capitalization   Capitalization
Stockholders’ Equity   Stockholders’ Equity
Common stock - $0.01 par value, 400,000,000 shares authorized; 372,363,656 and 337,015,806 shares outstanding, respectively$3.8
 $3.4
Preferred stock - $0.01 par value, 20,000,000 shares authorized; 420,000 shares outstanding880.0
 
Common stock - $0.01 par value, 600,000,000 shares authorized; 391,760,051 and 382,135,680 shares outstanding, respectivelyCommon stock - $0.01 par value, 600,000,000 shares authorized; 391,760,051 and 382,135,680 shares outstanding, respectively$3.9 $3.8 
Preferred stock - $0.01 par value, 20,000,000 shares authorized; 440,000 shares outstandingPreferred stock - $0.01 par value, 20,000,000 shares authorized; 440,000 shares outstanding880.0 880.0 
Treasury stock(99.9) (95.9)Treasury stock(99.9)(99.9)
Additional paid-in capital6,403.5
 5,529.1
Additional paid-in capital6,890.1 6,666.2 
Retained deficit(1,399.3) (1,073.1)Retained deficit(1,765.2)(1,370.8)
Accumulated other comprehensive loss(37.2) (43.4)Accumulated other comprehensive loss(156.7)(92.6)
Total NiSource Stockholders' EquityTotal NiSource Stockholders' Equity5,752.2 5,986.7 
Noncontrolling interest in consolidated subsidiariesNoncontrolling interest in consolidated subsidiaries85.6 
Total Stockholders’ Equity5,750.9
 4,320.1
Total Stockholders’ Equity5,837.8 5,986.7 
Long-term debt, excluding amounts due within one year7,105.4
 7,512.2
Long-term debt, excluding amounts due within one year9,219.8 7,856.2 
Total Capitalization12,856.3
 11,832.3
Total Capitalization15,057.6 13,842.9 
Current Liabilities   Current Liabilities
Current portion of long-term debt50.0
 284.3
Current portion of long-term debt23.3 13.4 
Short-term borrowings1,977.2
 1,205.7
Short-term borrowings503.0 1,773.2 
Accounts payable883.8
 625.6
Accounts payable589.0 666.0 
Customer deposits and credits238.9
 262.6
Customer deposits and credits243.3 256.4 
Taxes accrued222.7
 208.1
Taxes accrued244.1 231.6 
Interest accrued90.7
 112.3
Interest accrued104.7 99.4 
Risk management liabilities5.0
 43.2
Risk management liabilities78.2 12.6 
Exchange gas payable85.5
 59.6
Exchange gas payable48.5 59.7 
Regulatory liabilities140.9
 58.7
Regulatory liabilities161.3 160.2 
Legal and environmental18.9
 32.1
Accrued compensation and employee benefits149.7
 195.4
Accrued compensation and employee benefits141.8 156.3 
Claims accrued114.7
 12.5
Claims accrued28.6 165.4 
Other accruals58.8
 78.3
Other accruals113.6 151.6 
Total Current Liabilities4,036.8
 3,178.4
Total Current Liabilities2,279.4 3,745.8 
Other Liabilities   Other Liabilities
Risk management liabilities46.7
 28.5
Risk management liabilities144.6 134.0 
Deferred income taxes1,330.5
 1,292.9
Deferred income taxes1,470.6 1,485.3 
Deferred investment tax credits11.2
 12.4
Accrued insurance liabilities84.4
 80.1
Accrued insurance liabilities84.8 81.5 
Accrued liability for postretirement and postemployment benefits389.1
 337.1
Accrued liability for postretirement and postemployment benefits336.1 373.2 
Regulatory liabilities2,519.1
 2,736.9
Regulatory liabilities1,904.2 2,352.0 
Asset retirement obligations352.0
 268.7
Asset retirement obligations477.1 416.9 
Other noncurrent liabilities177.9
 194.4
Other noncurrent liabilities286.1 228.2 
Total Other Liabilities4,910.9
 4,951.0
Total Other Liabilities4,703.5 5,071.1 
Commitments and Contingencies (Refer to Note 18, "Other Commitments and Contingencies")
 
Commitments and Contingencies (Refer to Note 20, "Other Commitments and Contingencies")Commitments and Contingencies (Refer to Note 20, "Other Commitments and Contingencies")
Total Capitalization and Liabilities$21,804.0
 $19,961.7
Total Capitalization and Liabilities$22,040.5 $22,659.8 
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.
STATEMENTS OF CONSOLIDATED CASH FLOWS

Year Ended December 31, (in millions)2018 2017 2016
Operating Activities     
Net Income (Loss)$(50.6) $128.5
 $331.5
Adjustments to Reconcile Net Income (Loss) to Net Cash from Operating Actvities:     
Loss on early extinguishment of debt45.5
 111.5
 
Depreciation and amortization599.6
 570.3
 547.1
Deferred income taxes and investment tax credits(188.2) 306.7
 182.3
Stock compensation expense and 401(k) profit sharing contribution28.6
 40.1
 46.5
Amortization of discount/premium on debt7.5
 7.4
 7.6
AFUDC equity(14.2) (12.6) (11.6)
Other adjustments1.7
 6.6
 (7.2)
Changes in Assets and Liabilities:     
Accounts receivable(186.2) (52.3) (188.0)
Inventories41.4
 19.0
 38.9
Accounts payable268.4
 49.0
 108.8
Customer deposits and credits(25.4) (2.5) (52.3)
Taxes accrued20.2
 10.2
 12.1
Interest accrued(21.7) (33.9) (8.7)
Exchange gas receivable/payable(21.5) (64.5) 36.9
Other accruals43.5
 31.8
 (6.0)
Prepayments and other current assets(14.5) (13.3) (0.4)
Regulatory assets/liabilities(53.2) 57.5
 (187.9)
Postretirement and postemployment benefits58.2
 (380.9) (44.8)
Deferred charges and other noncurrent assets3.8
 (2.0) (1.2)
Other noncurrent liabilities(2.8) (34.4) (0.3)
Net Cash Flows from Operating Activities540.1
 742.2
 803.3
Investing Activities     
Capital expenditures(1,818.2) (1,695.8) (1,475.2)
Cost of removal(104.3) (109.0) (110.1)
Purchases of available-for-sale securities(90.0) (168.4) (38.3)
Sales of available-for-sale securities82.3
 163.1
 33.0
Other investing activities4.1
 1.6
 (12.4)
Net Cash Flows used for Investing Activities(1,926.1) (1,808.5) (1,603.0)
Financing Activities     
Issuance of long-term debt350.0
 3,250.0
 500.0
Repayments of long-term debt and capital lease obligations(1,046.1) (1,855.0) (434.6)
Premiums and other debt related costs(46.0) (144.3) (3.7)
Issuance of short-term debt (maturity > 90 days)950.0
 
 
Change in short-term borrowings, net (maturity ≤ 90 days)(178.5) (282.4) 920.6
Issuance of common stock, net of issuance costs848.2
 336.7
 23.1
Issuance of preferred stock, net of issuance costs880.0
 
 
Acquisition of treasury stock(4.0) (7.2) (9.4)
Dividends paid - common stock(273.3) (229.1) (205.5)
Dividends paid - preferred stock(11.6) 
 
Net Cash Flows from Financing Activities1,468.7
 1,068.7
 790.5
Change in cash, cash equivalents and restricted cash82.7
 2.4
 (9.2)
Cash, cash equivalents and restricted cash at beginning of period38.4
 36.0
 45.2
Cash, Cash Equivalents and Restricted Cash at End of Period$121.1
 $38.4
 $36.0
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NISOURCE INC.
STATEMENTS OF CONSOLIDATED STOCKHOLDERS’ EQUITY


(in millions)
Common
Stock
 
Treasury
Stock
 
Additional
Paid-In
Capital
 Retained Deficit 
Accumulated
Other
Comprehensive
Loss
 Total
Balance as of January 1, 2016$3.2
 $(79.3) $5,078.0
 $(1,123.3) $(35.1) $3,843.5
Comprehensive Income:           
Net Income
 
 
 331.5
 
 331.5
Other comprehensive income, net of tax
 
 
 
 10.0
 10.0
Common stock dividends ($0.64 per share)
 
 
 (205.7) 
 (205.7)
Treasury stock acquired
 (9.4) 
 
 
 (9.4)
Cumulative effect of change in accounting principle(1)

 
 
 25.3
 
 25.3
Stock issuances:           
Common stock0.1
 
 
 
 
 0.1
Employee stock purchase plan
 
 4.7
 
 
 4.7
Long-term incentive plan
 
 20.9
 
 
 20.9
401(k) and profit sharing
 
 41.4
 
 
 41.4
Dividend reinvestment plan
 
 8.9
 
 
 8.9
Balance as of December 31, 2016$3.3
 $(88.7) $5,153.9
 $(972.2) $(25.1) $4,071.2
Comprehensive Loss:           
Net Income
 
 
 128.5
 
 128.5
Other comprehensive loss, net of tax
 
 
 
 (18.3) (18.3)
Common stock dividends ($0.70 per share)
 
 
 (229.4) 
 (229.4)
Treasury stock acquired
 (7.2) 
 
 
 (7.2)
Stock issuances:          

Employee stock purchase plan
 
 5.0
 
 
 5.0
Long-term incentive plan
 
 14.9
 
 
 14.9
401(k) and profit sharing
 
 34.3
 
 
 34.3
Dividend reinvestment plan
 
 6.4
 
 
 6.4
ATM Program0.1
 
 314.6
 
 
 314.7
Balance as of December 31, 2017$3.4
 $(95.9) $5,529.1
 $(1,073.1) $(43.4) $4,320.1
(1)See Note 2, "Recent Accounting Pronouncements," for additional information.

Year Ended December 31, (in millions)
202020192018
Operating Activities
Net Income (Loss)$(14.2)$383.1 $(50.6)
Adjustments to Reconcile Net Income (Loss) to Net Cash from Operating Activities:
Loss on early extinguishment of debt243.5 45.5 
Depreciation and amortization725.9 717.4 599.6 
Deferred income taxes and investment tax credits(29.0)118.2 (188.2)
Stock compensation expense and 401(k) profit sharing contribution17.4 25.9 28.6 
Impairment of goodwill and intangible assets0 414.5 
Loss (gain) on sale of assets409.8 (0.6)1.3 
Amortization of discount/premium on debt9.4 8.2 7.5 
AFUDC equity(9.9)(8.0)(14.2)
Other adjustments0.2 (0.3)0.4 
Changes in Assets and Liabilities:
Accounts receivable(3.9)187.8 (186.2)
Inventories(1.5)(2.0)41.4 
Accounts payable(29.7)(299.9)268.4 
Customer deposits and credits10.0 16.9 (25.4)
Taxes accrued28.4 7.3 20.2 
Interest accrued5.3 8.8 (21.7)
Exchange gas receivable/payable(6.9)55.5 (21.5)
Other accruals(218.8)105.3 43.5 
Prepayments and other current assets(5.9)(33.6)(14.5)
Regulatory assets/liabilities70.8 (85.6)(53.2)
Postretirement and postemployment benefits(103.6)(21.1)58.2 
Deferred charges and other noncurrent assets(15.0)(76.1)3.8 
Other noncurrent liabilities21.7 61.6 (2.8)
Net Cash Flows from Operating Activities1,104.0 1,583.3 540.1 
Investing Activities
Capital expenditures(1,758.1)(1,802.4)(1,818.2)
Cost of removal(138.2)(113.2)(104.3)
Proceeds from disposition of assets1,115.9 0.4 1.8 
Purchases of available-for-sale securities(144.7)(140.4)(90.0)
Sales of available-for-sale securities131.4 132.1 82.3 
Payment to renewable generation asset developer(85.3)
Other investing activities(0.1)1.1 2.3 
Net Cash Flows used for Investing Activities(879.1)(1,922.4)(1,926.1)
Financing Activities
Proceeds from issuance of long-term debt2,974.0 750.0 350.0 
Repayments of long-term debt and finance lease obligations(1,622.0)(51.6)(1,046.1)
Issuance of short-term debt (maturity > 90 days)1,350.0 600.0 950.0 
Repayment of short-term debt (maturity > 90 days)(2,200.0)(700.0)
Change in short-term borrowings, net (maturity ≤ 90 days)(420.1)(104.0)(178.5)
Issuance of common stock, net of issuance costs211.4 244.4 848.2 
Issuance of preferred stock, net of issuance costs0 880.0 
Equity costs, premiums and other debt related costs(246.5)(17.8)(46.0)
Acquisition of treasury stock0 (4.0)
Contributions from non-controlling interest, net of issuance costs82.2 
Dividends paid - common stock(321.6)(298.5)(273.3)
Dividends paid - preferred stock(55.1)(56.1)(11.6)
Net Cash Flows from Financing Activities(247.7)366.4 1,468.7 
Change in cash, cash equivalents and restricted cash(22.8)27.3 82.7 
Cash, cash equivalents and restricted cash at beginning of period148.4 121.1 38.4 
Cash, Cash Equivalents and Restricted Cash at End of Period$125.6 $148.4 $121.1 
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)


NISOURCE INC.
STATEMENTS OF CONSOLIDATED STOCKHOLDERS’ EQUITY



(in millions)Common
Stock
Preferred Stock(1)
Treasury
Stock
Additional
Paid-In
Capital
Retained DeficitAccumulated
Other
Comprehensive
Loss
Noncontrolling Interest in Consolidated SubsidiariesTotal
Balance as of January 1, 2018$3.4 $0 $(95.9)$5,529.1 $(1,073.1)$(43.4)$0 $4,320.1 
Comprehensive Loss:
Net Loss(50.6)(50.6)
Other comprehensive income, net of tax15.7 15.7 
Dividends
Common stock ($0.78 per share)(273.5)(273.5)
Preferred stock ($28.88 per share)(11.6)(11.6)
Treasury stock acquired(4.0)(4.0)
Cumulative effect of change in accounting principle— — — — 9.5 (9.5)— — 
Stock issuances:
Common stock - private placement0.3 599.3 599.6 
Preferred stock880.0 880.0 
Employee stock purchase plan5.5 5.5 
Long-term incentive plan15.4 15.4 
401(k) and profit sharing21.8 21.8 
ATM Program0.1 232.4 232.5 
Balance as of December 31, 2018$3.8 $880.0 $(99.9)$6,403.5 $(1,399.3)$(37.2)$0 $5,750.9 
Comprehensive Income:
Net Income383.1 383.1 
Other comprehensive loss, net of tax(55.4)(55.4)
Dividends
Common stock ($0.80 per share)(298.5)(298.5)
Preferred stock (See Note 13)(56.1)(56.1)
Stock issuances:
Employee stock purchase plan5.6 5.6 
Long-term incentive plan10.4 10.4 
401(k) and profit sharing17.6 17.6 
ATM Program229.1 229.1 
Balance as of December 31, 2019$3.8 $880.0 $(99.9)$6,666.2 $(1,370.8)$(92.6)$0 $5,986.7 
Comprehensive Loss:
Net Income (Loss)(17.6)3.4 (14.2)
Other comprehensive loss, net of tax(64.1)(64.1)
Dividends:
Common stock ($0.84 per share)(321.7)(321.7)
Preferred stock (See Note 13)(55.1)(55.1)
Contribution from noncontrolling interest82.2 82.2 
Stock issuances:
Employee stock purchase plan5.7 5.7 
Long-term incentive plan8.4 8.4 
401(k) and profit sharing13.4 13.4 
ATM program0.1 196.4 196.5 
Balance as of December 31, 2020$3.9 $880.0 $(99.9)$6,890.1 $(1,765.2)$(156.7)$85.6 $5,837.8 
(in millions)Common
Stock
 Preferred Stock Treasury
Stock
 Additional
Paid-In
Capital
 Retained Deficit Accumulated
Other
Comprehensive Loss
 Total
Balance as of December 31, 2017$3.4
 $
 $(95.9) $5,529.1
 $(1,073.1) $(43.4) $4,320.1
Comprehensive Income:             
Net Loss
 
 
 
 (50.6) 
 (50.6)
Other comprehensive income, net of tax
 
 
 
 
 15.7
 15.7
Dividends:             
Common stock ($0.78 per share)
 
 
 
 (273.5) 
 (273.5)
Preferred stock ($28.88 per share)
 
 
 
 (11.6) 
 (11.6)
Treasury stock acquired
 
 (4.0) 
 
 
 (4.0)
Cumulative effect of change in accounting principle(1)

 
 
 
 9.5
 (9.5) 
Stock issuances:             
Common stock - private placement0.3
 
 
 599.3
 
 
 599.6
Preferred stock
 880.0
 
 
 
 
 880.0
Employee stock purchase plan
 
 
 5.5
 
 
 5.5
Long-term incentive plan
 
 
 15.4
 
 
 15.4
401(k) and profit sharing
 
 
 21.8
 
 
 21.8
ATM program0.1
 
 
 232.4
 
 
 232.5
Balance as of December 31, 2018$3.8
 $880.0
 $(99.9) $6,403.5
 $(1,399.3) $(37.2) $5,750.9
(1)Series A and Series B shares have an aggregate liquidation preference of $400M and $500M, respectively. See Note 2, "Recent Accounting Pronouncements,"13, "Equity" for additional information.


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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NISOURCE INC.
STATEMENTS OF CONSOLIDATED STOCKHOLDERS’ EQUITY


 Preferred Common
(in thousands)Shares Shares Treasury Outstanding
Balance as of January 1, 2016
 322,181
 (3,071) 319,110
Treasury stock acquired    (433) (433)
Issued:       
Employee stock purchase plan
 201
 
 201
Long-term incentive plan
 2,103
 
 2,103
401(k) and profit sharing plan
 1,793
 
 1,793
Dividend reinvestment plan
 386
 
 386
Balance as of December 31, 2016
 326,664
 (3,504) 323,160
Treasury stock acquired    (293) (293)
Issued:       
Employee stock purchase plan
 207
 
 207
Long-term incentive plan
 351
 
 351
401(k) and profit sharing plan
 1,396
 
 1,396
Dividend reinvestment plan
 264
 
 264
ATM Program
 11,931
 
 11,931
Balance as of December 31, 2017
 340,813
 (3,797) 337,016
Treasury stock acquired    (166) (166)
Issued:       
Common stock - private placement(1)

 24,964
 
 24,964
Preferred stock(1)
420
      
Employee stock purchase plan
 223
 
 223
Long-term incentive plan
 561
 
 561
401(k) and profit sharing plan
 882
 
 882
ATM program
 8,883
 
 8,883
Balance as of December 31, 2018420
 376,326
 (3,963) 372,363
(1)See Note 12, "Equity," for additional information.

AccompanyingThe accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NISOURCE INC.
STATEMENTS OF CONSOLIDATED STOCKHOLDERS’ EQUITY (continued)
PreferredCommon
(in thousands)SharesSharesTreasuryOutstanding
Balance as of January 1, 20180 340,813 (3,797)337,016 
Treasury stock acquired(166)(166)
Issued:
Common stock - private placement24,964 24,964 
Preferred stock420 
Employee stock purchase plan223 223 
Long-term incentive plan561 561 
401(k) and profit sharing plan882 882 
ATM program8,883 8,883 
Balance as of December 31, 2018420 376,326 (3,963)372,363 
Issued:
Preferred stock(1)
20 
Employee stock purchase plan201 201 
Long-term incentive plan518 518 
401(k) and profit sharing plan631 631 
ATM Program8,423 8,423 
Balance as of December 31, 2019440 386,099 (3,963)382,136 
Issued:
Employee stock purchase plan236 236 
Long-term incentive plan385 385 
401(k) and profit sharing plan544 544 
ATM program8,459 8,459 
Balance as of December 31, 2020440 395,723 (3,963)391,760 
(1)See Note 13, "Equity," for additional information.

The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
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NISOURCE INC.
Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)



1.1.     Nature of Operations and Summary of Significant Accounting Policies

A.       Company Structure and Principles of Consolidation. We are an energy holding company incorporated in Delaware and headquartered in Merrillville, Indiana. Our subsidiaries are fully regulated natural gas and electric utility companies serving approximately 4.03.7 million customers in sevensix states. We generate substantially all of our operating income through these rate-regulated businesses. The consolidated financial statements include the accounts of us, and our majority-owned subsidiaries, and VIEs of which we are the primary beneficiary after the elimination of all intercompany accounts and transactions.
On February 26, 2020, NiSource and Columbia of Massachusetts entered into an Asset Purchase Agreement with Eversource (the "Asset Purchase Agreement"). On October 9, 2020, NiSource and Columbia of Massachusetts received net proceeds from the sale of approximately $1,113 million, which included, a $1,100 million purchase price, an estimate of Columbia of Massachusetts' net working capital, net of closing costs and a $56.0 million payment in lieu of penalties that NiSource agreed to make in full settlement of all of the pending and potential claims, lawsuits, investigations or proceedings settled by and released by a settlement agreement approved by the Massachusetts DPU. As of December 31, 2020, we have recorded a loss on the sale of $412.4 million based on asset and liability balances as of the close of the transaction on October 9, 2020, estimated net working capital and estimated transaction costs. This estimated pre-tax loss is presented as "Loss on sale of assets, net" on the Statements of Consolidated Income (Loss) and is subject to change based on the final net working capital determination.
The Massachusetts Business had the following pretax income (loss) for the twelve months ended December 31, 2020, 2019 and 2018:
Twelve Months Ended
December 31,
(in millions)202020192018
Pretax Income (Loss)($422.3)$36.8($835.6)
We continue to monitor how the COVID-19 pandemic is affecting our workforce, customers, suppliers, operations, financial results and cash flow. See Note 3, "Revenue Recognition," Note 9, "Regulatory Matters," and Note 11, "Income Taxes," for information on the pandemic.
B.       Use of Estimates.The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at 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.
C.       Cash, Cash Equivalents and Restricted Cash. We consider all highly liquid investments with original maturities of three months or less to be cash equivalents. We report amounts deposited in brokerage accounts for margin requirements as restricted cash. In addition, we have amounts deposited in trust to satisfy requirements for the provision of various property, liability, workers compensation, and long-term disability insurance, which is classified as restricted cash on the Consolidated Balance Sheets and disclosed with cash and cash equivalents on the Statements of Consolidated Cash Flows.
D. Accounts Receivable and Unbilled Revenue. Accounts receivable on the Consolidated Balance Sheets includes both billed and unbilled amounts. Unbilled amounts of accounts receivable relate to a portion of a customer’s consumption of gas or electricity from the date of the last cycle billing date through the last day of the month (balance sheet date). Factors taken into consideration when estimating unbilled revenue include historical usage, customer rates, weather and weather.reasonable and supportable forecasts. Accounts receivable fluctuates from year to year depending in large part on weather impacts and price volatility. Our accounts receivable on the Consolidated Balance Sheets include unbilled revenue, less reserves, in the amounts of $324.2$338.3 million and $359.4$350.5 million as of December 31, 20182020 and 2017,2019, respectively. The reserve for uncollectible receivables is our best estimate of the amount of probable credit losses in the existing accounts receivable. We determined the reserve based on historical experience and in consideration of current market conditions. Account balances are charged against the allowance when it is anticipated the receivable will not be recovered. Refer to Note 3, "Revenue Recognition," for additional information on customer-related accounts receivable.
E.        Investments in Debt Securities. Our investments in debt securities are carried at fair value and are designated as available-for-sale. These investments are included within “Other investments” on the Consolidated Balance Sheets. Unrealized gains and losses, net of deferred income taxes, are recorded to accumulated other comprehensive income or loss. These
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
investments are monitored for other than temporary declines in market value. Realized gains and losses and permanent impairments are reflected in the Statements of Consolidated Income (Loss). NoNaN material impairment charges were recorded for the years ended December 31, 2018, 20172020, 2019 or 2016.2018. Refer to Note 16,18, "Fair Value," for additional information.
F.        Basis of Accounting for Rate-Regulated Subsidiaries. Rate-regulated subsidiaries account for and report assets and liabilities consistent with the economic effect of the way in which regulators establish rates, if the rates established are designed to recover the costs of providing the regulated service and it is probable that such rates can be charged and collected. Certain expenses and credits subject to utility regulation or rate determination normally reflected in income are deferred on the Consolidated Balance Sheets and are later recognized in income as the related amounts are included in customer rates and recovered from or refunded to customers.
InWe continually evaluate whether or not our operations are within the event that regulation significantly changes the opportunity for us to recover our costs in the future, all or a portion of our regulated operations may no longer meet the criteria for regulatory accounting. In such an event, a write-down of all or a portion of our existing regulatory assets and liabilities could result. If transition cost recovery was approved by the appropriate regulatory bodies that would meet the requirements under GAAP for continued accounting as regulatory assets and liabilities during such recovery period, the regulatory assets and liabilities would be reported at the recoverable amounts. If unable to continue to apply the provisions of regulatory accounting, we would be required to apply the provisionsscope of ASC 980-20, Discontinuation980 and rate regulations. As part of Rate-Regulated Accounting.that analysis, we evaluate probability of recovery for our regulatory assets. In management’s opinion, our regulated subsidiaries will be subject to regulatory accounting for the foreseeable future. Refer to Note 8,9, "Regulatory Matters," for additional information.
G.       Plant and Other Property and Related Depreciation and Maintenance. Property, plant and equipment (principally utility plant) is stated at cost. TheOur rate-regulated subsidiaries record depreciation using composite rates on a straight-line basis over the remaining service lives of the electric, gas and common properties, as approved by the appropriate regulators.

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NISOURCE INC.
Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Non-utility property includes renewable generation assets owned by a joint venture of which we are the primary beneficiary and is generally depreciated on a straight-line basis over the life of the associated asset. Refer to Note 5,6, "Property, Plant and Equipment," for additional information related to depreciation expense.
For rate-regulated companies, AFUDC is capitalized on all classes of property except organization costs, land, autos, office equipment, tools and other general property purchases. The allowance is applied to construction costs for that period of time between the date of the expenditure and the date on which such project is placed in service. Our pre-tax rate for AFUDC was 2.6% in 2020, 3.0% in 2019 and 3.5% in 2018, 4.0% in 2017 and 4.5% in 2016.2018.
Generally, our subsidiaries follow the practice of charging maintenance and repairs, including the cost of removal of minor items of property, to expense as incurred. When our subsidiaries retire regulated property, plant and equipment, original cost plus the cost of retirement, less salvage value, is charged to accumulated depreciation. However, when it becomes probable a regulated asset will be retired substantially in advance of its original expected useful life or is abandoned, the cost of the asset and the corresponding accumulated depreciation is recognized as a separate asset. If the asset is still in operation, the net amount isgross amounts are classified as "Other property, at cost, less accumulated depreciation" on the Consolidated Balance Sheets."Non-Utility and Other " as described in Note 6, "Property, Plant and Equipment." If the asset is no longer operating but still subject to recovery, the net amount is classified in "Regulatory assets" on the Consolidated Balance Sheets. If we are able to recover a full return of and on investment, the carrying value of the asset is based on historical cost. If we are not able to recover a full return on investment, a loss on impairment is recognized to the extent the net book value of the asset exceeds the present value of future revenues discounted at the incremental borrowing rate.
When our subsidiaries sell entire regulated operating units, or retire or sell nonregulated properties, the original cost and accumulated depreciation and amortization balances are removed from "Property,"Net Property, Plant and Equipment" on the Consolidated Balance Sheets. Any gain or loss is recorded in earnings, unless otherwise required by the applicable regulatory body. Refer to Note 5,6, "Property, Plant and Equipment," for further information.
External and internal costs associated with computer software developed for internal use are capitalized. Capitalization of such costs commences upon the completion of the preliminary stage of each project. Once the installed software is ready for its intended use, such capitalized costs are amortized on a straight-line basis generally over a period of five years except for certain significant enterprise-wide technology investments which are amortized over a ten-year period.
External and internal up-front implementation costs associated with cloud computing arrangements that are service contracts are deferred on the Consolidated Balance Sheets. Once the installed software is ready for its intended use, such deferred costs are amortized on a straight-line basis to "Operation and maintenance," over the minimum term of the contract plus contractually-provided renewal periods that are reasonable expected to be exercised -- generally up to a maximum of five years.exercised.
H.        Goodwill and Other Intangible Assets. Substantially all of our goodwill relates to the excess of cost over the fair value of the net assets acquired in the Columbia acquisition on November 1, 2000. We test our goodwill for impairment annually as of May 1, or more frequently if events and circumstances indicate that goodwill might be impaired. Fair value of our reporting
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
units is determined using a combination of income and market approaches.
We have other intangible assets consisting primarily of franchise rights apart from goodwill that were identified as part of the purchase price allocations associated with the acquisition of Columbia of Massachusetts which is being amortized on a straight-line basis over forty years from the date of acquisition. See Note 6,7, "Goodwill and Other Intangible Assets," for additional information.
I.         Accounts Receivable Transfer Program. Certain of our subsidiaries have agreements with third parties to transfer certain accounts receivable without recourse. These transfers of accounts receivable are accounted for as secured borrowings. The entire gross receivables balance remains on the December 31, 20182020 and 20172019 Consolidated Balance Sheets and short-term debt is recorded in the amount of proceeds received from the transferees involved in the transactions. Refer to Note 17,19, "Transfers of Financial Assets," for further information.
J.        Gas Cost and Fuel Adjustment Clause. Our regulated subsidiaries defer most differences between gas and fuel purchase costs and the recovery of such costs in revenues and adjust future billings for such deferrals on a basis consistent with applicable state-approved tariff provisions. These deferred balances are recorded as "Regulatory assets" or "Regulatory liabilities," as appropriate, on the Consolidated Balance Sheets. Refer to Note 8,9, "Regulatory Matters," for additional information.
K.        Inventory. Both the LIFO inventory methodology and the weighted average cost methodology are used to value natural gas in storage, as approved by regulators for all of our regulated subsidiaries. Inventory valued using LIFO was $47.5$42.3 million and $45.5$47.2 million at December 31, 20182020 and 2017,2019, respectively. Based on the average cost of gas using the LIFO method, the estimated

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

replacement cost of gas in storage was less than the stated LIFO cost by $12.2$19.6 million and $17.4$25.5 million at December 31, 20182020 and 2017,2019, respectively. Gas inventory valued using the weighted average cost methodology was $239.3$148.8 million at December 31, 20182020 and $239.6$203.7 million at December 31, 2017.2019.
Electric production fuel is valued using the weighted average cost inventory methodology, as approved by NIPSCO's regulator.
Materials and supplies are valued using the weighted average cost inventory methodology.
L.        Accounting for Exchange and Balancing Arrangements of Natural Gas. Our Gas Distribution Operations segment enters into balancing and exchange arrangements of natural gas as part of its operations and off-system sales programs. We record a receivable or payable for any of our respective cumulative gas imbalances, as well as for any gas inventory borrowed or lent under a Gas Distribution Operations exchange agreement. Exchange gas is valued based on individual regulatory jurisdiction requirements (for example, historical spot rate, spot at the beginning of the month). These receivables and payables are recorded as “Exchange gas receivable” or “Exchange gas payable” on our Consolidated Balance Sheets, as appropriate.
M.         Accounting for Risk Management Activities. We account for our derivatives and hedging activities in accordance with ASC 815. We recognize all derivatives as either assets or liabilities on the Consolidated Balance Sheets at fair value, unless such contracts are exempted as a normal purchase normal sale under the provisions of the standard. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and resulting designation.

We have elected not to net fair value amounts for any of our derivative instruments or the fair value amounts recognized for the right to receive cash collateral or obligation to pay cash collateral arising from those derivative instruments recognized at fair value, which are executed with the same counterparty under a master netting arrangement. See Note 9,10, "Risk Management Activities," for additional information.

N.        Income Taxes and Investment Tax Credits. We record income taxes to recognize full interperiod tax allocations.Under the asset and liability method, deferred income taxes are provided for the tax consequences of temporary differences by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amount and the tax basis of existing assets and liabilities. Previously recorded investmentInvestment tax credits of theassociated with regulated subsidiaries wereoperations are deferred on the balance sheet and are being amortized as a reduction to book income tax expense over the regulatory lifeestimated useful lives of the related properties to conform to regulatory policy.properties.
To the extent certain deferred income taxes of the regulated companies are recoverable or payable through future rates, regulatory assets and liabilities have been established. Regulatory assets for income taxes are primarily attributable to property-related tax timing differences for which deferred taxes had not been provided in the past, when regulators did not recognize such taxes as costs in the rate-making process. Regulatory liabilities for income taxes are primarily attributable to the regulated companies’ obligation to refund to ratepayers deferred income taxes provided at rates higher than the current Federal income tax rate. Such property-related amounts are credited to ratepayers using either the average rate assumption method or the reverse South Georgia method. Non property-related amounts are credited to ratepayers consistent with state utility commission direction.
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NISOURCE INC.
Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Pursuant to the Internal Revenue Code and relevant state taxing authorities, we and our subsidiaries file consolidated income tax returns for federal and certain state jurisdictions. We and our subsidiaries are parties to an agreement (the “Intercompanya tax sharing agreement. Income Tax Allocation Agreement”) that provides for the allocation of consolidated tax liabilities. The Intercompany Income Tax Allocation Agreement generally provides thattaxes recorded by each party is allocated an amount of tax similar torepresent amounts that which would be owed had the party been separately subject to tax.
O.       Environmental Expenditures. We accrue for costs associated with environmental remediation obligations, including expenditures related to asset retirement obligations and cost of removal, when the incurrence of such costs is probable and the amounts can be reasonably estimated, regardless of when the expenditures are actually made. The undiscounted estimated future expenditures are based on currently enacted laws and regulations, existing technology and estimated site-specific costs where assumptions may be made about the nature and extent of site contamination, the extent of cleanup efforts, costs of alternative cleanup methods and other variables. The liability is adjusted as further information is discovered or circumstances change. The accruals for estimated environmental expenditures are recorded on the Consolidated Balance Sheets in “Legal and environmental”“Other accruals” for short-term portions of these liabilities and “Other noncurrent liabilities” for the respective long-term portions of these liabilities. Rate-regulated subsidiaries applying regulatory accounting establish regulatory assets on the Consolidated Balance Sheets to the extent that future recovery of environmental remediation costs is probable through the regulatory process. Refer to Note 18,8, "Asset Retirement Obligations," and Note 20, "Other Commitments and Contingencies," for further information.

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

P.        Excise Taxes.   We account As an agent for some state and local governments, we invoice and collect certain excise taxes that are customer liabilitieslevied by separately statingstate and local governments on our invoices the tax to our customers and recordingrecord these amounts invoiced as liabilities payable to the applicable taxing jurisdiction. Such balances are presented within "Other accruals" on the Consolidated Balance Sheets. These types of taxes collected from customers, comprised largely of sales taxes, are presented on a net basis affecting neither revenues nor cost of sales. We account for excise taxes for which we are liable by recording a liability for the expected tax with a corresponding charge to “Other taxes” expense on the Statements of Consolidated Income (Loss).
Q.        Accrued Insurance Liabilities. We accrue for insurance costs related to workers compensation, automobile, property, general and employment practices liabilities based on the most probable value of each claim. In general, claim values are determined by professional, licensed loss adjusters who consider the facts of the claim, anticipated indemnification and legal expenses, and respective state rules. Claims are reviewed by us at least quarterly and an adjustment is made to the accrual based on the most current information. Refer to Note 18-E20-E "Other Matters" for further information on accrued insurance liabilities related to the Greater Lawrence Incident.

2.
2.     Recent Accounting Pronouncements

Recently Issued Accounting Pronouncements

We are currently evaluating the impact of certain ASUs on our Consolidated Financial Statements or Notes to Consolidated Financial Statements, which are described below:
StandardDescriptionEffective DateEffect on the financial statements or other significant matters
ASU 2020-04,
Reference Rate Reform
(Topic 848):
Facilitation of the
Effects of Reference
Rate Reform on
Financial Statement
This pronouncement provides
temporary optional expedients
and exceptions for applying
GAAP principles to contract
modifications and hedging
relationships to ease the financial
reporting burdens of the expected
market transition from LIBOR
and other interbank offered rates
to alternative reference rates.
Upon issuance on
March 12, 2020, and
will apply though
December 31, 2022.
We continue to evaluate the temporary expedients and options available under this guidance, and the effects of these pronouncements on our Consolidated Financial Statements and Notes to Consolidated Financial Statements. We are currently identifying and evaluating contracts that may be impacted. As of December 31, 2020, we have not applied any expedients and options available under this ASU.
ASU 2021-01, Reference Rate Reform (Topic 848): Scope
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
StandardDescriptionEffective DateEffect on the financial statements or other significant matters
ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivative and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity
This pronouncement simplifies
the accounting for certain
financial instruments with
characteristics of liabilities and
equity, including convertible
instruments and contracts on an
entity's own equity. Specifically,
the ASU "simplifies accounting
for convertible instruments by
removing major separation
models required under current
GAAP." In addition, the ASU
"removes certain settlement
conditions that are required for
equity contracts to qualify for it"
and "simplifies the diluted
earnings per share (EPS)
calculations in certain areas."
Annual period
beginning after
December 15, 2021.
Early adoption is
permitted for annual
period beginning after
December 15, 2020.
This pronouncement does not impact any securities we currently have on our balance sheet. We will continue to
evaluate the effects of this pronouncement on our Consolidated Financial Statements and Notes to Consolidated Financial Statements as it pertains to any relevant future activity. We expect to adopt this ASU on its effective date.
Recently Adopted Accounting Pronouncements
StandardAdoption
ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments
In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (ASC 326). ASC 326 revised the GAAP guidance on the impairment of most financial assets and certain other instruments that are not measured at fair value through net income. ASC 326 introduces the current expected credit loss (CECL) model that is based on expected losses for
instruments measured at amortized cost rather than incurred losses. It also requires entities to record an allowance for available-for-sale debt securities rather than impair the carrying amount of the
securities. Subsequent improvements to the estimated credit losses of available-for-sale debt securities will be recognized immediately in earnings, instead of over-time as they would under historic guidance. In 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivative and Hedging, and Topic 825, Financial Instruments. This pronouncement clarified and improved certain areas of guidance related to the recently issued standards on credit losses, hedging, and recognition and measurement.

We adopted ASC 326 effective January 1, 2020, using a modified retrospective method. Adoption of this standard did not have material impact on our Consolidated Financial Statements. No adjustments were made to the January 1, 2020 opening balances as a result of this adoption. As required under the modified retrospective method of adoption, results for the reporting periods beginning after January 1, 2020 are presented under ASC 326, while prior period amounts are not adjusted.

See Note 3, "Revenue Recognition," and Note 18, "Fair Value," for our discussion of the implementing these standards.
ASU 2016-13,  Financial Instruments-Credit Losses (Topic 326)
ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans
TheIssued in August 2018, the pronouncement modifies the disclosure requirements for defined benefit pension andor other postretirement benefit plans. The guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant. The modifications affect annual period disclosures for fiscal years ending after December 15, 2020, and must beare applied on a retrospective basis to all periods presented. These disclosure requirements are reflected in the Note 12, "Pension and Postretirement Benefits."
ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income TaxesAnnual periods ending after December 15, 2020. Early adoption is permitted.This pronouncement simplifies the accounting for income taxes by eliminating certain exceptions to the general principles in ASC 740, income taxes. It also improves consistency of application for other areas of the guidance by clarifying and amending existing guidance. We are currently evaluatingadopted the effectsamendments of this pronouncement on our Notesas of January 1, 2021 with no material impact to the Consolidated Financial Statements. We tentatively expect to adopt this ASU on its effective date.
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)
The pronouncement changes the impairment model for most financial assets, replacing the current "incurred loss" model. ASU 2016-13 will require the use of an "expected loss" model for instruments measured at amortized cost. It will also require entities to record allowances for available-for-sale debt securities rather than impair the carrying amount of the securities. Subsequent improvements to the estimated credit losses of available-for-sale securities will be recognized immediately in earnings instead of over time as they are under historic guidance.
Annual periods beginning after December 15, 2019, including interim periods therein. Early adoption is permitted for annual or interim periods beginning after December 15, 2018.

We maintain investments in U.S. Treasury, corporate and mortgage-backed debt securities, which are pledged as collateral for trust accounts related to our wholly-owned insurance company. These debt securities are classified as available for sale. We also have recorded balances for trade receivables that fall within the scope of the standard. We are currently evaluating the impact of adoption, if any, on our Consolidated Financial Statements and Notes to Consolidated Financial Statements.







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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Recently Adopted Accounting Pronouncements
StandardAdoption
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
In August 2018, the FASB issued this ASU, which amends current guidance to align the accounting for costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing costs associated with developing or obtaining internal-use software.

We elected to early adopt the ASU on a prospective basis, effective October 1, 2018. As a result of adopting this ASU, we will defer onto the Consolidated Balance Sheets up-front implementation costs of cloud computing arrangements if they would have been capitalized in a similar on-premise software solution.

ASU 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income
We adopted this ASU effective March 31, 2018. Upon adoption, $9.5 million of tax effects that were stranded in accumulated other comprehensive income (loss) as a result of the implementation of the TCJA were reclassified to retained deficit. This change is reflected on our Statements of Consolidated Stockholders' Equity.

ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)
We adopted this ASU effective January 1, 2018. The adoption of this standard did not have a material impact on our Consolidated Financial Statements or Notes to Consolidated Financial Statements.
ASU 2018-11, Leases (Topic 842): Targeted Improvements
We adopted the provisions of ASC 842 beginning on January 1, 2019, using the transition method provided in ASU 2018-11, which was applied to all existing leases at that date. As such, results for reporting periods beginning after January 1, 2019 will be presented under ASC 842, while prior period amounts will continue to be reported in accordance with ASC 840. To ease the process of implementing ASC 842, we elected a number of practical expedients, including the "practical expedient package" described in ASC 842-10-65-1 and the provisions of ASU 2018-01, which allows us to not evaluate existing land easements under ASC 842. We elected the short-term lease recognition exemption for all leases that qualify. As such, for those leases with terms less than 12 months, we will not recognize ROU assets or lease liabilities. Further, ASC 842 provides lessees the option of electing an accounting policy, by class of underlying asset, in which the lessee may choose not to separate nonlease components from lease components. We elected this practical expedient for our leases of fleet vehicles and railcars. We also elected to use a practical expedient that allows the use of hindsight in determining lease terms when evaluating leases that existed at the implementation date.

We are the lessee for substantially all of our current leasing activity. Upon adopting ASC 842 we began recognizing right-of-use assets and liabilities associated with operating leases (other than short term operating leases) on our Consolidated Balance Sheets resulting in an increase in assets and liabilities of approximately $60 million. The adoption of ASC 842 did not have a material impact to our results of operations or cash flows. We have implemented key system functionality and internal controls to facilitate the preparation of financial information upon adoption. Our SEC filings will include expanded disclosures to comply with the provisions of ASC 842 beginning with our quarterly report on Form 10-Q for the first quarter of 2019.
ASU 2018-01, Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842
ASU 2016-02, Leases (Topic 842)

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

StandardAdoption
ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients
See Note 3, "Revenue Recognition," for our discussion of the effects of implementing these standards.
ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations
ASU 2014-09, Revenue from Contracts with Customers (Topic 606)

We also adopted ASU 2017-07, Compensation -  Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, effective January 1, 2018. We continue to present the service cost component of net periodic benefit cost within "Operation and maintenance;" however, other components of the net periodic benefit cost (including regulatory deferrals and settlement charges) are now presented separately within "Other, net" on our Statements of Consolidated Income (Loss).

Changes in income statement presentation were implemented on a retrospective basis. The impact of this ASU on previously issued annual financial statements is summarized in the tables below:
Year Ended December 31, 2016 (in millions)
 As Previously Reported 
Effect of Change(1)
 As Adjusted
Operation and maintenance $1,453.7
 $(7.9) $1,445.8
Total Operating Expenses 3,634.3
 (7.9) 3,626.4
Operating Income 858.2
 7.9
 866.1
Other Income (Deductions)      
Other, net 1.5
 (7.9) (6.4)
Total Other Deductions $(348.0) $(7.9) $(355.9)
(1) The effect of this change is attributable to our business segments: Gas Distribution Operations, Electric Operations, and Corporate and Other in the amounts of $4.3 million, $(9.8) million, and $(2.4) million, respectively.
Year Ended December 31, 2017 (in millions)
 As Previously Reported 
Effect of Change(1)
 As Adjusted
Operation and maintenance $1,612.3
 $(10.6) $1,601.7
Total Operating Expenses 3,964.0
 (10.6) 3,953.4
Operating Income 910.6
 10.6
 921.2
Other Income (Deductions)      
Other, net (2.8) (10.6) (13.4)
Total Other Deductions $(467.5) $(10.6) $(478.1)
(1) The effect of this change is attributable to our business segments: Gas Distribution Operations, Electric Operations, and Corporate and Other in the amounts of $(4.4) million, $(2.6) million, and $(3.6) million, respectively.

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

3.     Revenue Recognition

ASC 606 Adoption. In 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (ASC 606). ASU 2014-09 outlines a single, comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (ASC 606): Principal versus Agent Considerations, and ASU 2016-12, Revenue from Contracts with Customers (ASC 606): Narrow-Scope Improvements and Practical Expedients. We adopted the provisions of ASC 606 beginning on January 1, 2018 using a modified retrospective method, which was applied to all contracts. No material adjustments were made to January 1, 2018 opening balances as a result of the adoption. As required under the modified retrospective method of adoption, results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with ASC 605.
The table below provides results for the year ended December 31, 2018 as if it had been prepared under historic accounting guidance. We included operating revenue information for the years ended December 31, 2017 and 2016 for comparability.
Year Ended December 31, (in millions)
 2018 2017 2016
Operating Revenues      
Gas Distribution $2,348.4
 $2,063.2
 $1,850.9
Gas Transportation 1,055.2
 1,021.5
 964.6
Electric 1,707.4
 1,785.5
 1,660.8
Other 3.5
 4.4
 16.2
Total Operating Revenues $5,114.5
 $4,874.6
 $4,492.5
Beginning in 2018 with the adoption of ASC 606, the Statements of Consolidated Income (Loss) disaggregates “Customer revenues” (i.e. ASC 606 Revenues) from “Other revenues,” both of which are discussed in more detail below.
Customer Revenues. Substantially all of our revenues are tariff-based, which we have concluded is within the scope of ASC 606.tariff-based. Under ASC 606, the recipients of our utility service meet the definition of a customer, while the operating company tariffs represent an agreement that meets the definition of a contract. ASC 606 defines a contract, as an agreement between two or more parties, in this case us and the customer, which creates enforceable rights and obligations. In order to be considered a contract, we have determined that it is probable that substantially all of the consideration to which we are entitled from customers will be collected upon satisfaction of performance obligations. We maintain common utility credit risk mitigation practices, including requiring deposits and actively pursuing collection of past due amounts. In addition, our regulated operations utilize certain regulatory mechanisms that facilitate recovery of bad debt costs within tariff-based rates, which provides further evidence of collectibility.
Customers in certain of our jurisdictions participate in programs that allow for a fixed payment each month regardless of usage. Payments received that exceed the value of gas or electricity actually delivered are recorded as a liability and presented in "Customer Deposits and Credits."Credits" on the Consolidated Balance Sheets. Amounts in this account are reduced and revenue is recorded when customer usage begins to exceedexceeds payments received.
We have identified our performance obligations created under tariff-based sales as 1) the commodity (natural gas or electricity, which includes generation and capacity) and 2) delivery. These commodities are sold and / or delivered to and generally consumed by customers simultaneously, leading to satisfaction of our performance obligations over time as gas or electricity is delivered to customers. Due to the at-will nature of utility customers, performance obligations are limited to the services requested and received to date. Once complete, we generally maintain no additional performance obligations.
Transaction prices for each performance obligation are generally prescribed by each operating company’s respective tariff. Rates include provisions to adjust billings for fluctuations in fuel and purchased power costs and cost of natural gas. Revenues are adjusted for differences between actual costs, subject to reconciliation, and the amounts billed in current rates. Under or over recovered revenues related to these cost recovery mechanisms are included in regulatory assets"Regulatory Assets" or liabilities"Regulatory Liabilities" on the Consolidated Balance Sheets and are recovered from or returned to customers through adjustments to tariff rates. As we provide and deliver service to customers, revenue is recognized based on the transaction price allocated to each performance obligation. In general,

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NotesDistribution revenues are generally considered daily or "at-will" contracts as customers may cancel their service at any time (subject to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

notification requirements), and revenue recognized from tariff-based sales is equivalentgenerally represents the amount we are entitled to the value of natural gas or electricity supplied and billed each period, in addition to an estimate for deliveries completed during the period but not yet billed to the customer.bill customers.
In addition to tariff-based sales, our Gas Distribution Operations segment enters into balancing and exchange arrangements of natural gas as part of our operations and off-system sales programs. We have concluded that these sales are within the scope of ASC 606. Performance obligations for these types of sales include transportation and storage of natural gas and can be satisfied at a point in time or over a period of time, depending on the specific transaction. For those transactions that span a period of time, we record a receivable or payable for any cumulative gas imbalances, as well as for any gas inventory borrowed or lent under a Gas Distributions Operations exchange agreement.
Revenue Disaggregation and Reconciliation. We disaggregate revenue from contracts with customers based upon reportable segment as well as by customer class. As our revenues are primarily earned over a period of time, and we do not earn a material amount of revenues at a point in time, revenues are not disaggregated as such below. The Gas Distribution Operations segment provides natural gas service and transportation for residential, commercial and industrial customers in Ohio, Pennsylvania, Virginia, Kentucky, Maryland, Indiana and Massachusetts. We completed the sale of the Massachusetts Business on October 9, 2020. The Electric Operations segment provides electric service in 20 counties in the northern part of Indiana.
The table below reconciles revenue disaggregation by customer class to segment revenue as well as to revenues reflected on the Statements of Consolidated Income (Loss):
Year Ended December 31, 2020 (in millions)Gas Distribution OperationsElectric Operations
Corporate and Other(2)
Total
Customer Revenues(1)
Residential$2,075.0 $527.8 $$2,602.8 
Commercial670.5 480.3 1,150.8 
Industrial212.8 412.1 624.9 
Off-system41.0 41.0 
Miscellaneous32.7 20.2 0.8 53.7 
Total Customer Revenues$3,032.0 $1,440.4 $0.8 $4,473.2 
Other Revenues96.1 95.5 16.9 208.5 
Total Operating Revenues$3,128.1 $1,535.9 $17.7 $4,681.7 
Year Ended December 31, 2018 (in millions)
Gas Distribution Operations Electric Operations Corporate and Other Total
Customer Revenues(1)
       
Residential$2,250.0
 $494.7
 $
 $2,744.7
Commercial751.9
 492.7
 
 1,244.6
Industrial228.0
 613.6
 
 841.6
Off-system92.4
 
 
 92.4
Miscellaneous49.7
 17.4
 0.7
 67.8
Total Customer Revenues$3,372.0
 $1,618.4
 $0.7
 $4,991.1
Other Revenues34.4
 89.0
 
 123.4
Total Operating Revenues$3,406.4
 $1,707.4
 $0.7
 $5,114.5
(1)Customer revenue amounts exclude intersegment revenues. See Note 22,24, "Segments of Business," for discussion of intersegment revenues.

(2)Other revenues related to the Transition Services Agreement entered into in connection with the sale of the Massachusetts Business.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Year Ended December 31, 2019 (in millions)
Gas Distribution OperationsElectric OperationsCorporate and OtherTotal
Customer Revenues(1)
Residential$2,309.0 $481.6 $$2,790.6 
Commercial771.3 486.6 1,257.9 
Industrial245.2 607.7 852.9 
Off-system77.7 77.7 
Miscellaneous52.0 21.5 0.8 74.3 
Total Customer Revenues$3,455.2 $1,597.4 $0.8 $5,053.4 
Other Revenues54.5 101.0 155.5 
Total Operating Revenues$3,509.7 $1,698.4 $0.8 $5,208.9 
(1)Customer revenue amounts exclude intersegment revenues. See Note 24, "Segments of Business," for discussion of intersegment revenues.
Year Ended December 31, 2018 (in millions)
Gas Distribution OperationsElectric OperationsCorporate and OtherTotal
Customer Revenues(1)
Residential$2,250.0 $494.7 $$2,744.7 
Commercial751.9 492.7 1,244.6 
Industrial228.0 613.6 841.6 
Off-system92.4 92.4 
Miscellaneous49.7 17.4 0.7 67.8 
Total Customer Revenues$3,372.0 $1,618.4 $0.7 $4,991.1 
Other Revenues34.4 89.0 123.4 
Total Operating Revenues$3,406.4 $1,707.4 $0.7 $5,114.5 
(1)Customer revenue amounts exclude intersegment revenues. See Note 24, "Segments of Business," for discussion of intersegment revenues.
Other Revenues. As permitted by accounting principles generally accepted in the United States, regulated utilities have the ability to earn certain types of revenue that are outside the scope of ASC 606. These revenues primarily represent revenue earned under alternative revenue programs. Alternative revenue programs represent regulator-approved mechanisms that allow for the adjustment of billings and revenue for certain approved programs. We maintain a variety of these programs, including demand side management initiatives that recover costs associated with the implementation of energy efficiency programs, as well as normalization programs that adjust revenues for the effects of weather or other external factors. Additionally, we maintain certain programs with future test periods that operate similarly to FERC formula rate programs and allow for recovery of costs incurred to replace aging infrastructure. When the criteria to recognize alternative revenue have been met, we establish a regulatory asset and present revenue from alternative revenue programs on the Statements of Consolidated Income (Loss) as “Other revenues.” When amounts previously recognized under alternative revenue accounting guidance are billed, we reduce the regulatory asset and record a customer account receivable.
Customer Accounts Receivable. Accounts receivable on our Consolidated Balance Sheets includes both billed and unbilled amounts, as well as certain amounts that are not related to customer revenues. Unbilled amounts of accounts receivable relate to a portion of a customer’s consumption of gas or electricity from the date of the last cycle billing through the last day of the month (balance sheet date). Factors taken into consideration when estimating unbilled revenue include historical usage, customer rates and weather. The opening and closing balances of customer receivables for the years ended December 31, 20182020 and 20172019 are presented in the table below. We had no significant contract assets or liabilities during the period. Additionally, we have not incurred any significant costs to obtain or fulfill contracts.
66
(in millions)
Customer Accounts Receivable, Billed (less reserve)(1)
 
Customer Accounts Receivable, Unbilled (less reserve)(2)
Balance as of December 31, 2017$477.0
 $378.6
Balance as of December 31, 2018540.5
 349.1
Increase (Decrease)$63.5
 $(29.5)
(1) Customer billed receivables increased over the period due to November 2018 being colder than November 2017, leading to more gas usage included in December bills.
(2) Customer unbilled receivables decreased over the period due December 2018 being warmer than December 2017, leading to less estimated gas usage.

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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

(in millions)
Customer Accounts Receivable, Billed (less reserve)(1)
Customer Accounts Receivable, Unbilled (less reserve)
Balance as of December 31, 2019$466.6 $346.6 
Balance as of December 31, 2020400.0 327.2 
Decrease$(66.6)$(19.4)
(1)Customer billed receivables decreased due to decreased natural gas costs and warmer weather in 2020 compared to 2019.
Utility revenues are billed to customers monthly on a cycle basis. We generally expect that substantially all customer accounts receivable will be collected within the month following customer billing, as this revenue consists primarily of monthly, tariff-based billings for service and usage. We maintain common utility credit risk mitigation practices, including requiring deposits and actively pursuing collection of past due amounts. Our regulated operations also utilize certain regulatory mechanisms that facilitate recovery of bad debt costs within tariff-based rates, which provides further evidence of collectibility. In connection with the COVID-19 pandemic, certain state regulatory commissions instituted regulatory moratoriums that impacted our ability to pursue our standard credit risk mitigation practices. Following the issuance of these moratoriums, certain of our regulated operations have been authorized to recognize a regulatory asset for bad debt costs above levels currently in rates. We have reinstated our common credit mitigation practices where moratoriums have expired (see Note 9, "Regulatory Matters," for additional information on regulatory moratoriums and regulatory assets). It is probable that substantially all of the consideration to which we are entitled from customers will be collected upon satisfaction of performance obligations.
Other Revenues. As permitted by accounting principles generally acceptedAllowance for Credit Losses. We adopted ASC 326 effective January 1, 2020. See "Recently Adopted Accounting Pronouncements" in Note 2, "Recent Accounting Pronouncements," for more information about ASC 326.
Each of our business segments pool their customer accounts receivables based on similar risk characteristics, such as customer type, geography, payment terms, and related macro-economic risks. Expected credit loss exposure is evaluated separately for each of our accounts receivable pools. Expected credit losses are established using a model that considers historical collections experience, current information, and reasonable and supportable forecasts. Relevant and reliable internal and external inputs used in the United States, regulated utilities have the abilitymodel include, but are not limited to, earn certain typesenergy consumption trends, revenue projections, actual charge-offs data, recoveries data, shut-off orders executed data, and final bill data. We continuously evaluate available reasonable and supportable information relevant to assessing collectibility of revenue that are outside the scopecurrent and future receivables. We evaluate creditworthiness of ASC 606. These revenues primarily represent revenue earned under alternative revenue programs. Alternative revenue programs represent regulator-approved programs that allowspecific customers periodically or when required by changes in facts and circumstances. When we become aware of a specific commercial or industrial customer's inability to pay, an allowance for expected credit losses is recorded for the adjustmentrelevant amount. We also monitor other circumstances that could affect our overall expected credit losses; these include, but are not limited to, creditworthiness of billingsoverall population in service territories, adverse conditions impacting an industry sector, and revenuecurrent economic conditions.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
At each reporting period, we record expected credit losses using an allowance for credit losses account. When deemed to be uncollectible, customer accounts are written-off. A rollforward of our allowance for credit losses for the year ended December 31, 2020 are presented in the table below:
Year Ended December 31, 2020 (in millions)Gas Distribution OperationsElectric OperationsCorporate and OtherTotal
Beginning balance(1)
9.1 3.1 0.8 13.0 
Current period provisions45.3 9.3 54.6 
Write-offs charged against allowance(26.7)(3.0)(29.7)
Recoveries of amounts previously written off14.1 0.3 14.4 
Ending balance of the allowance for credit losses41.8 9.7 0.8 52.3 
(1)Total beginning balance differs from that presented in the Consolidated Balance Sheets as it excludes Columbia of Massachusetts. Columbia of Massachusetts' customer receivables and related allowance for credit losses were included in the sale of the Massachusetts Business that occurred on October 9, 2020.
As of December 31, 2020, we have also evaluated the adequacy of our allowance for credit losses in light of the suspension of shut-offs for nonpayment due to the COVID-19 pandemic that remain in effect for certain broad, external factors, or for additional billings if the entity achieves certain objectives, such as a specified reduction of costs. We maintain a variety of these programs, including demand side management initiatives that recover costs associated with the implementation of energy efficiency programs,jurisdictions, as well as normalizationthe economic downturn. Our evaluation included an analysis of customer payment trends in 2020, economic conditions, receivables aging, considerations of past economic downturns and the associated allowance for credit losses and customer account write-offs. In addition, we considered benefits available under governmental COVID-19 relief programs, the impact of unemployment benefits initiatives, and flexible payment plans being offered to customers affected by or experiencing hardship as a result of the pandemic, which could help to mitigate the potential for increasing customer account delinquencies. Based upon this evaluation, we have concluded that the allowance for credit losses as of December 31, 2020 adequately reflected the collection risk and net realizable value for our receivables. We will continue to monitor changing circumstances and will adjust revenuesour allowance for credit losses as additional information becomes available.
4.    Variable Interest Entities
A VIE is an entity in which the controlling interest is determined through means other than a majority voting interest. The primary beneficiary of a VIE is the business enterprise which has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance. Also, the primary beneficiary either absorbs a significant amount of the VIE’s losses or has the right to receive benefits that could be significant to the VIE. We consider these qualitative elements in determining whether we are the primary beneficiary of a VIE, and we consolidate those VIEs for which we are determined to be the primary beneficiary.
Rosewater (a joint venture) owns and operates 102 MW of nameplate capacity wind generation assets. Members of the joint venture are NIPSCO (who is the managing member) and a tax equity partner. Earnings, tax attributes and cash flows are allocated to both NIPSCO and the tax equity partner in varying percentages by category and over the life of the partnership. Once the tax equity partner has earned their negotiated rate of return and we have reached the agreed upon contractual date, NIPSCO has the option to purchase at fair market value from the tax equity partner the remaining interest in the aforementioned joint venture. NIPSCO has an obligation to purchase, through a PPA at established market rates, 100% of the electricity generated by Rosewater.
As the managing member of Rosewater, we control decisions that are significant to its ongoing operations and economic results. Therefore, we have concluded that we are the primary beneficiary of Rosewater and have consolidated Rosewater even though we own less than 100% of the total equity membership interest.
We have determined that the use of HLBV accounting is reasonable and appropriate in order to attribute income and loss to the noncontrolling interest held by the tax equity partner. HLBV accounting was selected as the allocation of Rosewater's economic results to members differ from the members' relative ownership percentages. Using the HLBV method, our earnings are calculated based on how the partnership would distribute its cash if it were to hypothetically sell all of its assets for their carrying amounts and liquidate at each reporting period. Under HLBV, we calculate the liquidation value allocable to each partner at the beginning and end of each period based on the contractual terms of the related entity's operating agreement and adjust our income for the effectsperiod to reflect the change our associated book value.
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NISOURCE INC.
Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
In December 2020, in exchange for their respective membership interests in Rosewater, NIPSCO contributed $0.7 million in cash, and the tax equity partner contributed $86.1 million in cash, the first of two contractual cash contributions for each partner, per the equity capital contribution agreement. NIPSCO's remaining economic interest was acquired by assuming an obligation of $69.7 million to the developer, which comes due in 2023 and is included in "Other noncurrent liabilities" in the Consolidated Balance Sheets. From the contributed funds, Rosewater paid $85.3 million to the developer of the wind generation assets. The developer of the facility is not a partner in the joint venture for federal income tax purposes and does not receive any share of earnings, tax attributes, or cash flows of Rosewater. Once asset construction is complete, NIPSCO and the tax equity partner will each make a second cash contribution of $0.1 million and $7.5 million, respectively, and NIPSCO will assume an additional obligation to the developer of $6.0 million, totaling contributions of $170.1 million for both partners. We did not provide any financial or other external factors. Additionally,support during the year that was not previously contractually required, nor do we maintain certain programs with future test periods that operate similarlyexpect to FERC formula rate programsprovide such support in the future.
At December 31, 2020, $156.4 million in net assets (as detailed in the table below) related to Rosewater and allow for recoverythe non-controlling interest attributable to the unrelated tax equity partner of costs incurred$85.6 million were included in the Consolidated Balance Sheets. For the year ended December 31, 2020 $3.4 million was allocated to replace aging infrastructure. When the criteriatax equity partner and is included in "Net income attributable to recognize Alternative Revenue have been met, we establish a regulatory asset and present revenue from alternative revenue programsnon-controlling interest" on the Statements of Consolidated Income (Loss) as “Other revenues.” When amounts previously recognized under Alternative Revenue accounting guidance are billed, we reduce.
At December 31, 2020, our consolidated balance sheet included the regulatory assetfollowing assets and recordliabilities associated with Rosewater:
(in millions)
Net Property, Plant and Equipment$175.6 
Current assets1.7
Total assets(1)
$177.3 
Current liabilities$15.3 
Asset retirement obligations5.5
Other noncurrent liabilities0.1
Total liabilities$20.9 
(1)The assets of Rosewater represent assets of a customer account receivable.consolidated VIE that can be used only to settle obligations of the consolidated VIE.
4.5.    Earnings Per Share


Basic EPS is computed by dividing net income attributable to common shareholders by the weighted-average number of shares of common stock outstanding for the period. The weighted-average shares outstanding for diluted EPS includes the incremental effects of the various long-term incentive compensation plans and forward agreements when the impact of such plans and agreements would be dilutive. The calculation of diluted earnings per share excludes the impact of forward agreements (see Note 12, "Equity"), which had an anti-dilutive effect for the periods outstanding. The computation of diluted average common shares for the yearyears ended December 31, 2020 and December 31, 2018 isdoes not presentedinclude any dilutive potential common shares as we are presentinghad a net loss on the Statements of Consolidated Income (Loss) for the period,these periods, and any incremental shares would have had an anti-dilutive impact on EPS. The computation of diluted average common shares is as follows:
Year Ended December 31, (in thousands)
202020192018
Denominator
Basic average common shares outstanding384,347 374,650 356,491 
Dilutive potential common shares:
Shares contingently issuable under employee stock plans0 929 
Shares restricted under employee stock plans0 154 
Forward agreements0 253 
Diluted Average Common Shares384,347 375,986 356,491 

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Year Ended December 31, (in thousands)
2017 2016
Denominator   
Basic average common shares outstanding329,388
 321,805
Dilutive potential common shares:   
Shares contingently issuable under employee stock plans547
 165
Shares restricted under stock plans821
 1,554
Diluted Average Common Shares330,756
 323,524

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NISOURCE INC.
Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

5.6.    Property, Plant and Equipment
Our property, plant and equipment on the Consolidated Balance Sheets are classified as follows:
At December 31, (in millions)
20202019
Property, Plant and Equipment
Gas Distribution Utility(1)
$14,010.2 $14,989.7 
Electric Utility(1)
6,478.0 8,902.3 
Corporate197.3 153.3 
Construction Work in Process572.6 457.3 
Renewable Generation Assets(2)
175.7 
Non-Utility and Other(3)
2,746.1 39.3 
Total Property, Plant and Equipment$24,179.9 $24,541.9 
Accumulated Depreciation and Amortization
Gas Distribution Utility(1)
$(3,292.9)$(3,556.0)
Electric Utility(1)
(2,305.0)(3,973.8)
Corporate(109.3)(79.5)
Renewable Generation Assets(2)
(0.1)
Non-Utility and Other(3)
(1,853.1)(20.4)
Total Accumulated Depreciation and Amortization$(7,560.4)$(7,629.7)
Net Property, Plant and Equipment$16,619.5 $16,912.2 
At December 31, (in millions)
2018 2017
Property, Plant and Equipment   
Gas Distribution Utility(1)
$13,776.0
 $12,531.0
Electric Utility(1)
8,374.2
 7,403.8
Corporate155.8
 141.3
Construction Work in Process474.8
 950.5
Non-Utility and Other(2)
38.7
 623.3
Total Property, Plant and Equipment$22,819.5
 $21,649.9
Accumulated Depreciation and Amortization   
Gas Distribution Utility(1)
$(3,373.8) $(3,227.8)
Electric Utility(1)
(3,809.5) (3,673.2)
Corporate(74.6) (52.6)
Non-Utility and Other(2)
(19.1) (336.8)
Total Accumulated Depreciation and Amortization$(7,277.0) $(7,290.4)
Net Property, Plant and Equipment$15,542.5
 $14,359.5
(1)NIPSCO’s common utility plant and associated accumulated depreciation and amortization are allocated between Gas Distribution Utility and Electric Utility Property, Plant and Equipment.
(2)Our renewable generation assets are part of our electric segment and represent Non-Utility Property, owned and operated by Rosewater Wind Generation LLC, a joint venture between NIPSCO and unrelated tax equity partner, and depreciated straight-line over 30 years. Refer to Note 4, "Variable Interest Entities" for additional information.
(3)Non-Utility and Other as of December 31, 20172020 includes net book value of $247.8$903.8 million related to BaillyR.M. Schahfer Generating Station, (Units 7 and 8) which was reclassified from Electric Utility in the fourthsecond quarter of 2016. In May 2018, Units 7 and 8 were retired from service and2020. Depreciation expense for the remaining balance was reclassifiednet book value continues to "Regulatory assets (noncurrent)" onbe recorded at the Consolidated Balance Sheets.composite depreciation rate approved by the IURC. See Note 18-E,20-E, "Other Matters," and Note 8, "Regulatory Matters," for additional information.
The weighted average depreciation provisions for utility plant, as a percentage of the original cost, for the periods ended December 31, 2018, 20172020, 2019 and 20162018 were as follows:
202020192018
Electric Operations(1)
3.4 %2.8 %2.9 %
Gas Distribution Operations2.3 %2.5 %2.2 %
 2018 2017 2016
Electric Operations(1)
2.9% 3.4% 3.3%
Gas Distribution Operations2.2% 2.1% 2.1%
(1)LowerIncreased rate beginning in 2020 primarily attributable to higher depreciation rates from the recent rate in 2018 due to reduced EERM-related depreciation expense and higher depreciable base from transmission assets being placed into service in 2018.case proceeding.
We recognized depreciation expense of $503.4$655.6 million, $501.5$612.2 million and $475.1$503.4 million for the years ended 2018, 20172020, 2019 and 2016,2018, respectively.
Amortization of Software Costs. We amortized $56.7 million, $55.5 million and $54.1 million in 2020, 2019 and 2018, $44.0 million in 2017 and $41.4 million in 2016respectively, related to software costs. Our unamortized software balance was $159.5$136.4 million and $189.0$169.6 million at December 31, 2020 and 2019, respectively.
Amortization of Cloud Computing Costs. We amortized $3.4 million, $1.6 million and $0.1 million in 2020, 2019 and 2018, respectively, related to cloud computing costs. Our unamortized cloud computing balance was $12.7 million and 2017,$14.2 million at December 31, 2020 and 2019, respectively.

6.
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NISOURCE INC.
Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
7.    Goodwill and Other Intangible Assets

Goodwill. Substantially all of our goodwill relates to the excess of cost over the fair value of the net assets acquired in the Columbia acquisition on November 1, 2000. The following presents our goodwill balance allocated by segment as of December 31, 2018:2020 and 2019:
(in millions)20202019
Gas Distribution Operations$1,485.9 $1,485.9 
Electric Operations0 
Corporate and Other0 
Total$1,485.9 $1,485.9 
(in millions) Gas Distribution Operations Electric Operations Corporate and Other Total
Goodwill $1,690.7
 $
 $
 $1,690.7
We applied the qualitative "step 0"For our annual goodwill impairment analysis to our reporting units for the annual impairment test performed as of May 1, 2018. For2020, we completed a quantitative ("step 1") fair value measurement of our reporting units. Fair value of this reporting unit was determined based on a weighting of income and market approaches. The income approach calculated discounted cash flows using updated cash flow projections, discount rates and return on equity assumptions. The market approach applied a combination of comparable company multiples and comparable transactions and used the most recent cash flow projections. The test we assessed various assumptions, events and circumstancesindicated that would have affected the estimated fair value of each of the reporting units as comparedthat are allocated goodwill exceeded their carrying values, indicating that no impairment was necessary.
Columbia of Massachusetts was not considered to their base linebe a reporting unit for May 1, 2016 "step 1"2020 fair value measurement. The resultsmeasurement as the goodwill balance had been reduced to 0 as of this assessment indicated

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Notes2019, in connection with the preparation of the year-end financial statements, we assessed the matters related to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

that it was not more likely than not that our reporting unit fair values were less than the reporting unit carrying values, accordingly, no "step 1"then proposed sale of the Massachusetts Business and determined a new impairment analysis was required.

In the third quarter of 2018, we determined the Greater Lawrence Incident (see Note 18, "Other Commitments and Contingencies") represented a triggering event that required an impairment analysis of goodwill. This incident specifically impactsfor our Columbia of Massachusetts reporting unit. The fair value of the Columbia of Massachusetts reporting unit was determined in which the associated goodwill totaled $204.8 million immediately prior to the incident. We performed a quantitativesame manner as described above for our remaining reporting units. The 2019 year-end impairment analysis as of September 30, 2018 and determinedindicated that the fair value of the Columbia of Massachusetts reporting unit continues to exceedwas below its carrying value. Therefore, no goodwill impairment charges were recorded in the third quarter of 2018. This interim analysis was performed using then-current cash flow projections reflecting the estimated ongoing impacts of the Greater Lawrence Incident on Columbia of Massachusetts' operations. We also updated other significant inputs to the fair value calculation (e.g. discount rate, market multiples) to reflect then-current market conditions and increased risk and uncertainty resulting from the incident. No additional facts came to light since the third quarter impairment analysis was completed that would indicate it was more likely than not that the fair value ofAs a result, we reduced the Columbia of Massachusetts reporting unit would have decreased below its carrying value; therefore nogoodwill balance to 0 and recognized a goodwill impairment charges were recordedcharge totaling$204.8 million, which is non-deductible for tax purposes.
Intangible and Other Long-Lived Assets Impairment. We review our definite-lived intangible assets, along with other long-lived assets (utility plant), for impairment when events or changes in circumstances indicate the fourth quarter of 2018. We will continueassets' fair value might be below their carrying amount. Prior to monitor the impacts of the incident for events that could trigger a new impairment analysis including, but not limited to, unfavorable regulatory outcomes and NTSB investigation results.
Intangible Assets. OurDecember 31, 2019, our intangible assets, apart from goodwill, consistconsisted of franchise rights. Franchise rights were identified as part of the purchase price allocations associated with the acquisition in February 1999 of Columbia of Massachusetts. These amounts
During the fourth quarter of 2019, in connection with the preparation of the year-end financial statements, we assessed the changes in circumstances that occurred during the quarter to determine if it was more likely than not that the fair value of our long-lived assets (including franchise rights) were $220.7below their carrying amount. As a result, we performed a year-end impairment test of our held and used long-lived assets in which we compared the book value of the Columbia of Massachusetts asset group to its undiscounted future cash flow and determined the carrying value of the asset group was not recoverable. We estimated the fair value of the Columbia of Massachusetts asset group using a weighting of income and market approaches and determined that the fair value was less than the carrying value. The resulting impairment was allocated to reduce the entire franchise rights book value to its fair value of 0, which resulted in an impairment charge totaling $209.7 million and $231.7 million, net of accumulated amortization of $221.5 million and $210.5 million, atrecorded in the Gas Distribution Operations segment during the year ended December 31, 20182019.
As of December 31, 2020 and 2017, respectively, and are being amortized on a straight-line basis over forty years from2019, the datecarrying amount of acquisition through 2039. NiSourcethe franchise rights was 0. We recorded 0 amortization expense ofin 2020 and $11.0 million in 2018, 2017,2019 and 20162018 related to itsour franchise rightrights intangible asset.
7.8.    Asset Retirement Obligations

We have recognized asset retirement obligations associated with various legal obligations including costs to remove and dispose of certain construction materials located within many of our facilities, certain costs to retire pipeline, removal costs for certain underground storage tanks, removal of certain pipelines known to contain PCB contamination, closure costs for certain sites including ash ponds, solid waste management units and a landfill, as well as some other nominal asset retirement obligations. We also have a significantan obligation associated with the decommissioning of our two hydro facilities located in Indiana. These hydro facilities have an indeterminate life, and as such, no asset retirement obligation has been recorded.
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NISOURCE INC.
Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Changes in our liability for asset retirement obligations for the years 20182020 and 20172019 are presented in the table below:
(in millions)20202019
Beginning Balance$416.9 $352.0 
Accretion recorded as a regulatory asset/liability17.3 15.7 
Additions5.5 
Settlements(13.9)(5.4)
Change in estimated cash flows
86.0 (1)54.6 (2)
Other(16.2)(3)
Ending Balance$495.6 $416.9 
(in millions)2018 2017 
Beginning Balance$268.7
 $262.6
 
Accretion recorded as a regulatory asset/liability11.1
 10.3
 
Additions63.3
(1) 
2.4
 
Settlements(5.9) (15.6) 
Change in estimated cash flows 
14.8
(1) 
9.0
(2) 
Ending Balance$352.0
 $268.7
 
(1)In 2018, $59.8 million of additions and $17.7 million of theThe change in estimated cash flows arefor 2020 is primarily attributed to revisions to the estimated costs associated with refining the CCR compliance plan.plan, changes in estimated costs for electric generating stations and the changes in estimated costs for retirement of gas mains. See Note 18-D,20-D. "Environmental Matters,"Matters" for additional information on CCRs.
(2)The change in estimated cash flows for 20172019 is primarily attributed to changes in estimated costs and settlement timing for electric generating stations and the changes in estimated costs for retirement of gas mains.
(3)Represents the Columbia of Massachusetts Asset Retirement Obligations that were included in the sale of the Massachusetts Business that occurred on October 9, 2020.
Certain non-legal costs of removal that have been, and continue to be, included in depreciation rates and collected in the customer rates of the rate-regulated subsidiaries are classified as "Regulatory liabilities" on the Consolidated Balance Sheets.


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Table of Contents9.    Regulatory Matters
NISOURCE INC.
Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

8.Regulatory Matters
Regulatory Assets and Liabilities

We follow the accounting and reporting requirements of ASC Topic 980, which provides that regulated entities account for and report assets and liabilities consistent with the economic effect of regulatory rate-making procedures ifwhen the rates established are designed to recover the costs of providing the regulated service and it is probable that such rates canwill be charged and collected from customers. Certain expenses and credits subject to utility regulation or rate determination normally reflected in income or expense are deferred on the balance sheet and are recognized in the income statement as the related amounts are included in customer rates and recovered from or refunded to customers. We assess the probability of collection for all of our regulatory assets each period.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Regulatory assets were comprised of the following items:
At December 31, (in millions)
20202019
Regulatory Assets
Unrecognized pension and other postretirement benefit costs (see Note 12)$583.3 $739.1 
Deferred pension and other postretirement benefit costs (see Note 12)72.4 91.3 
Environmental costs (see Note 20-D)56.6 73.4 
Regulatory effects of accounting for income taxes (see Note 1-N and Note 11)194.5 234.0 
Under-recovered gas and fuel costs (see Note 1-J)8.0 3.9 
Depreciation192.6 210.7 
Post-in-service carrying charges228.6 219.8 
Safety activity costs146.0 118.6 
DSM programs37.8 50.1 
Bailly Generating Station204.7 221.8 
Losses on Commodity Price Risk Programs (See Note 10)54.7 76.4 
Deferred Property Taxes62.9 60.3 
Other88.4 140.2 
Total Regulatory Assets$1,930.5 $2,239.6 
Less: Current Portion135.7 225.7 
Total Noncurrent Regulatory Assets$1,794.8 $2,013.9 
At December 31, (in millions)
2018 2017
Regulatory Assets   
Unrecognized pension and other postretirement benefit costs (see Note 11)$798.3
 $733.5
Deferred pension and other postretirement benefit costs (see Note 11)74.1
 70.7
Environmental costs (see Note 18-D)61.5
 63.4
Regulatory effects of accounting for income taxes (see Note 1-N and Note 10)233.1
 238.8
Under-recovered gas and fuel costs (see Note 1-K)34.7
 25.5
Depreciation209.6
 181.0
Post-in-service carrying charges206.6
 173.3
Safety activity costs91.7
 66.5
DSM programs45.5
 40.0
Bailly Generating Station244.3
 
Other238.1
 208.5
Total Regulatory Assets$2,237.5
 $1,801.2
Regulatory liabilities were comprised of the following items:
At December 31, (in millions)
2018 2017
At December 31, (in millions)
20202019
Regulatory Liabilities   Regulatory Liabilities
Over-recovered gas and fuel costs (see Note 1-K)$32.0
 $27.6
Cost of removal (see Note 7)1,076.0
 1,096.8
Regulatory effects of accounting for income taxes (see Note 1-O and Note 10)1,428.3
 1,563.4
Deferred pension and other postretirement benefit costs (see Note 11)62.7
 59.0
Over-recovered gas and fuel costs (see Note 1-J)Over-recovered gas and fuel costs (see Note 1-J)$47.8 $42.6 
Cost of removal (see Note 8)Cost of removal (see Note 8)775.2 1,047.5 
Regulatory effects of accounting for income taxes (see Note 1-N and Note 11)Regulatory effects of accounting for income taxes (see Note 1-N and Note 11)1,105.1 1,307.0 
Deferred pension and other postretirement benefit costs (see Note 12)Deferred pension and other postretirement benefit costs (see Note 12)69.5 64.7 
Other61.0
 48.8
Other67.9 50.4 
Total Regulatory Liabilities$2,660.0
 $2,795.6
Total Regulatory Liabilities$2,065.5 $2,512.2 
Less: Current PortionLess: Current Portion161.3 160.2 
Total Noncurrent Regulatory LiabilitiesTotal Noncurrent Regulatory Liabilities$1,904.2 $2,352.0 
Regulatory assets, including under-recovered gas and fuel cost,costs and depreciation, of approximately $1,552.6$1,260.6 million and $1,524.3 million as of December 31, 20182020 and 2019, respectively, are not earning a return on investment. These costs are recovered over a remaining life, the longest of up towhich is 41 years. Regulatory assets of approximately $1,917.1 million include expenses that are recovered as components of the cost of service and are covered by regulatory orders. Regulatory assets of approximately $320.4 million at December 31, 2018, require specific rate action.
Assets:
Unrecognized pension and other postretirement benefit costs. In 2007, we adopted certain updates of ASC 715 which required, among other things, Represents the recognition indeferred other comprehensive income or loss of the actuarial gains or losses and the prior service costs or credits that arise during the period but that are not immediately recognized as components of net periodic benefit costs. Certaincosts by certain subsidiaries defer these gains or losses as a regulatory asset in accordance with regulatory orders or as a result of regulatory precedent, tothat will ultimately be recovered through base rates.

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Deferred pension and other postretirement benefit costs. Primarily relates to the difference between postretirementdefined benefit plan expense recorded by certain subsidiaries due to regulatory orders and the postretirementcorresponding expense that would otherwise be recorded in accordance with GAAP. TheseThe majority of these amounts are driven by Columbia of Ohio. The timeframe for the recovery of these costs will be addressed in the next base rate case, and the costs are expected to be collected through future base rates, revenue riders or tracking mechanisms.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Environmental costs.Includes certain recoverable costs of investigating, testing, remediating and other costs related to gas plant sites, disposal sites or other sites onto which material may have migrated. Certainmigrated, the recovery of our companies defer the costs as a regulatory asset in accordance with regulatory orders,which is to be recoveredaddressed in future base rates, billing riders or tracking mechanisms.mechanisms of certain of our subsidiaries.
Regulatory effects of accounting for income taxes. Represents the deferral and under collection of deferred taxes in the rate making process. In prior years, we have lowered customer rates in certain jurisdictions for the benefits of accelerated tax deductions. Amounts are expensed for financial reporting purposes as we recover deferred taxes in the rate making process.
Under-recovered gas and fuel costs. Represents the difference between the costs of gas and fuel and the recovery of such costs in revenue and is used to adjust future billings for such deferrals on a basis consistent with applicable state-approved tariff provisions. Recovery of these costs is achieved through tracking mechanisms.
Depreciation. Represents differences between depreciation expense incurred on a GAAP basis and that prescribed through regulatory order. Significant componentsThe majority of this balance include:
is driven by Columbia of Ohio depreciation rates. Prior to 2005, the PUCO-approved depreciation rates for rate-making had been lower than those which would have been utilized if Columbia of Ohio were not subject to regulation resulting in the creation of a regulatory asset. In 2005, the PUCO authorized Columbia of Ohio to revise its depreciation accrual rates for the period beginning January 1, 2005. The revised depreciation rates are now higher than those which would have been utilized if Columbia of Ohio were not subject to regulation allowing for amortization of the previously created regulatory asset. The amount of depreciation that would have been recorded from 2005 through 2018 had Columbia of Ohio not been subject to rate regulation is a cumulative $806.8 million, $92.2 million less than that reflected in rates. The resulting regulatory asset balance was $39.5 million and $49.3 million as of December 31, 2018 and 2017, respectively.
Columbia of OhioOhio's IRP and CEP. Columbia of Ohio also has PUCO approval to defer depreciation and debt-based post-in-service carrying charges (see "Post-in-service carrying charges" below) associated with its IRP and CEP. As of December 31, 2018, depreciation of $29.1 million and $76.0 million was deferred for the respective programs. Depreciation deferral balances for the respective programs as of December 31, 2017 were $26.5 million and $49.8 million.CEP deferrals. Recovery of the IRP depreciationthese amounts is approved annually through the IRP rider. The equivalent of annual depreciation expense, based on the average life of the related assets, is included in the calculation of the IRP rider approved by the PUCO and billed to customers. Deferred depreciation expense is recognized as the IRP rider is billed to customers. The recovery mechanism for depreciation associated with the CEP is discussed in "Additional Regulatory Matters," below.
riders.
NIPSCO ECRM. NIPSCO obtained approval from the IURC to recover certain environmental related costs including operation and maintenance and depreciation expense once the environmental facilities become operational. The ECRM deferred charges represent expenses that will be recovered from customers through an annual ECRM Cost Tracker (ECT) which authorizes the collection of deferred balances over a six month period. Recovery of these costs will continue until such assets are included in rate base through an electric base rate case. Depreciation of $14.4 million and $13.9 million was deferred to a regulatory asset as of December 31, 2018 and 2017, respectively.
NIPSCO TDSIC. NIPSCO obtained approval from the IURC to recover costs for certain system modernization projects outside of a base rate proceeding. Eighty percent of the related costs, including depreciation, property taxes, and debt and equity based carrying charges (see "Post-in-service carrying charges" below) are recovered through a semi-annual recovery mechanism. Recovery of these costs will continue through the TDSIC tracker until such assets are included in rate base through a gas or electric base rate case, respectively. The remaining twenty percent of the costs are deferred until the next base rate case. As of December 31, 2018 and 2017, depreciation of $16.5 million and $10.3 million, respectively, was deferred as a regulatory asset.
Post-in-service carrying charges. Represents deferred debt-based carrying charges incurred on certain assets placed into service but not yet included in customer rates. ThisThe majority of this balance includes:
is driven by Columbia of Ohio IRP and CEP. See description ofOhio's IRP and CEP programs above under the heading "Depreciation." As of December 31, 2018 and 2017, Columbia of Ohio had deferred PISCC of $197.1 million and $164.6 million, respectively.
deferrals.

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NIPSCO TDSIC. See description of TDSIC program above under the heading "Depreciation." Deferral of equity-based carrying charges for the TDSIC program is allowed; however, such amounts are not reflected in regulatory asset balances for financial reporting as equity-based returns do not meet the definition of incurred costs under ASC 980. As of December 31, 2018 and 2017, NIPSCO had deferred PISCC of $9.5 million and $8.7 million, respectively.

Safety activity costs. Represents the difference between costs incurred by certain of our subsidiaries in eligible safety programs in compliance with PHMSA regulations in excess of those being recovered in rates. The eligible cost deferrals represent necessary business expenses incurred in compliance with PHMSA regulations and are targeted to enhance the safety of the pipeline systems. Certain subsidiaries defer the excess costs as a regulatory asset in accordance with regulatory orders and recovery of these costs will be address in future base rate proceedings.
DSM programs. Represents costs associated with Gas Distribution Operations and Electric Operations segments' energy efficiency and conservation programs. Costs are recovered through tracking mechanisms.
Bailly Generating Station. Represents the net book value of Units 7 and 8 of Bailly Generating Station that was retired during 2018. These amounts are currently being amortized at a rate consistent with their inclusion in customer rates.
Liabilities:Losses on Commodity Price Risk Programs. Represents the unrealized losses related to certain of our subsidiary's commodity price risk programs. These programs help to protect against the volatility of commodity prices and these amounts are collected from customers through their inclusion in customer rates.
Property Taxes. Represents the deferral and under collection of property taxes in the rate making process for Columbia of Ohio and is driven by the IRP and CEP deferrals.
Liabilities:
Over-recovered gas and fuel costs. Represents the difference between the cost of gas and fuel and the recovery of such costs in revenues and is the basis to adjust future billings for such refunds on a basis consistent with applicable state-approved tariff provisions. Refunding of these revenues is achieved through tracking mechanisms.
Cost of removal. Represents anticipated costs of removal for utility assets that have been and continue to be, included incollected through depreciation rates and collected in customer rates of the rate-regulated subsidiaries for future costs to be incurred.
Regulatory effects of accounting for income taxes. Represents amounts owed to customers for deferred taxes collected at a higher rate than the current statutory rates and liabilities associated with accelerated tax deductions owed to customers that are established during the rate making process.customers. Balance includes excess deferred taxes recorded upon implementation of the TCJA in December 2017, net of amounts amortized during 2018.through 2020.
Deferred pension and other postretirement benefit costs. Primarily represents cash contributions in excess of postretirement benefit expense that is deferred by certain subsidiaries.
COVID-19 Regulatory Filings
In response to the COVID-19 pandemic, we have engaged, or have received directives from, the regulatory commissions in the states in which we operate, as described below.
Columbia of Ohio filed a Deferral Application and a Transition Plan with the PUCO on May 29, 2020. The Deferral Application requested approval to record a regulatory liability by certain subsidiaries in accordance with regulatory orders.
Cost Recoveryasset for pandemic incremental costs, foregone revenue from late payment fees, and Trackers
Comparability of our line item operating results is impacted by regulatory trackers that allow for the recovery in rates of certain costs such as those described below. Increases in the expenses that are the subject of trackers generally result in a corresponding increase in operating revenues and therefore have essentially no impact on total operating income results.
Certain costs of our operating companies are significant, recurring in nature and generally outside the control of the operating companies. Some states allow the recovery of such costs through cost tracking mechanisms. Such tracking mechanisms allow for abbreviated regulatory proceedings in order for the operating companies to implement charges and recover appropriate costs. Tracking mechanisms allow for more timely recovery of such costs as compared with more traditional cost recovery mechanisms. Examples of such mechanisms include GCR adjustment mechanisms, tax riders, bad debt recovery mechanisms, electric energy efficiency programs, MISO non-fuel costs and revenues, resource capacity charges, federally mandated costs and environmental-related costs.
A portionexpense from certain classes of customers. An order approving the Gas Distribution revenue is related toDeferral Application was received on July 15, 2020. The Transition Plan requested the recoveryresumption of gas costs, the review and recovery of which occurs through standard regulatory proceedings. All statesactivities that were suspended in our operating area require periodic review of actual gas procurement activity to determine prudence and to permit the recovery of prudently incurred costs related to the supply of gas for customers. Our distribution companies have historically been found prudent in the procurement of gas supplies to serve customers.
A portion of the Electric Operations revenue is related to the recovery of fuel costs to generate power and the fuel costs related to purchased power. These costs are recovered through a FAC, a quarterly regulatory proceeding in Indiana.
Infrastructure Replacement and Federally-Mandated Compliance Programs
Certain of our operating companies have completed rate proceedings involving infrastructure replacement or enhancement or are embarking upon regulatory initiatives to replace significant portions of their operating systems that are nearing the end of their

March 2020,
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

including resumption of disconnects due to non-payment and billing of late payment fees beginning with the August 2020 billing cycle. The PUCO approved the Transition Plan on June 17, 2020. As of December 31, 2020, $2.0 million of incremental pandemic-related costs were deferred to a regulatory asset.
useful lives. Each operating company's approachNIPSCO received a COVID-19 pandemic order from the IURC on June 29, 2020. This order extended the disconnection moratorium and the suspension of collection of late payment fees, deposits and reconnection fees through August 14, 2020. The order requires utilities to cost recovery may be unique, givenoffer payment arrangements of at least six months and requires NIPSCO to provide the different laws, regulations and precedent that exist in each jurisdiction.
Columbia of Ohio, IRP -IURC with information about NIPSCO’s communications with delinquent customers. On December 3, 2008,August 12, 2020, the PUCOIURC issued an order which established Columbia of Ohio’s IRP. Pursuant to that order,affirming the IRP provides for recovery of costs resulting from: (1) the maintenance, repair and replacement of customer-owned service lines that have been determined by Columbia of Ohio to present an existing or probable hazard to persons and property; (2) Columbia of Ohio’s replacement of cast iron, wrought iron, unprotected coated steel and bare steel pipe and associated company and customer-owned metallic service lines; (3) the replacement of customer-owned natural gas risers identified by the PUCO as prone to failure; and (4) the installation of AMR devices on all residential and commercial meters served by Columbia of Ohio. Recoverable costs include a return on investment, depreciation and property taxes, offset by specified cost savings. Columbia of Ohio’s five-year IRP plan renewal was last approved on January 31, 2018 for the years 2018-2022.
NIPSCO Gas and Electric, TDSIC - On April 30, 2013, the Indiana Governor signed Senate Enrolled Act 560, known as the TDSIC statute, into law. Among other provisions, the TDSIC statute provides for cost recovery outside of a base rate proceeding for new or replacement electric and gas transmission, distribution, and storage projects that a public utility undertakes for the purposes of safety, reliability, system modernization or economic development. Provisionsexpiration of the TDSIC statute requiredisconnect moratorium after August 14, 2020, while requiring that among other things, requestssix month payment plans be offered to all customers and extending the suspension for recovery includecollection of late payment fees, deposits, and reconnection fees through October 12, 2020 for residential customers only. On October 7, 2020 the Office of Utility Consumer Counselor ("OUCC") filed a seven-year plan of eligible investments. Once the plan is approved by the IURC, eighty percent of eligible costs can be recovered using a periodic rate adjustment mechanism, known as the TDSIC mechanism. Recoverable costs include a return on the investment, including AFUDC, PISCC, operation and maintenance expenses, depreciation and property taxes. The remaining twenty percent of recoverable costs are deferredmotion for future recovery in NIPSCO's next general rate case. The semi-annual rate adjustment mechanism is capped at an annual increase of two percent of total retail revenues.
NIPSCO Electric, ECRM - NIPSCO has approval from the IURC to recover certain environmental related costs throughextend these temporary consumer protections for an ECT (environmental cost tracker). Underadditional 60 days. On October 27, the ECT, NIPSCO is permitted to recover (1) AFUDC andIURC issued a return ondocket entry denying the capital investment expended byOUCC's motion. The June 29, 2020 order also authorized NIPSCO to implement environmental compliance plan projects and (2) related operation and maintenance and depreciation expenses once the environmental facilities become operational.
NIPSCO Gas and Electric, FMCA - The FMCA statute providescreate a regulatory asset for cost recovery outside of a base rate proceeding for projected federally mandated costs. Once the plan is approved by the IURC, eighty percent of eligible costs can be recovered using a periodic rate adjustment mechanism, knownpandemic-related incremental bad debt expense as well as the FMCA mechanism. Recoverable costs include a return onto implement the investment, including AFUDC, PISCC, mandated operation and maintenance expenses, depreciation and property taxes. The remaining twenty percent of recoverable costs are deferred for future recovery in NIPSCO's next general rate case. Actual costs that exceed the projected federally mandated costsrequirements of the approved compliance project by more than twenty-five percent shall require specific justification by NIPSCOorder. As of December 31, 2020, $9.2 million of incremental bad debt expense and specific approval bycosts to implement the IURC before being authorized in the next general rate case.
Columbia of Massachusetts, GSEP - On July 7, 2014, the Governor of Massachusetts signed into law Chapter 149requirements of the Acts of 2014, an Act Relative to Natural Gas Leaks (“the Act”). The Act authorizes natural gas distribution companies to file a GSEP for capital investments made on or after January 1, 2015, that are not included in the Company’s current rate base as determined in the most recent base rate case, with the Massachusetts DPU to (1) address the replacement or improvement of existing aging natural gas pipeline infrastructure to improve public safety or infrastructure reliability, and (2) reduce the lost and unaccounted for natural gas through a reduction in natural gas system leaks. In addition, the Act provides that the Massachusetts DPU may, after review of the plan, allow the proposed estimated costs of the plan into rates as of May 1 of the subsequent year. Recoverable costs include a return on investment, depreciation and property taxes, offset by identified operations and maintenance cost savings. Rates are subjectorder were deferred to a capped annual revenue increase of one and a half percent of total annual delivery and cost of gas revenues from sales and transportation, including imputed gas revenues for transportation, for the calendar year preceding the projected GSEP calendar year being filed. At the end of each 12-month period, in May of the subsequent year, Columbia of Massachusetts must file a reconciliation of the amount collected and actual costs. Any over-collection or under-collection balance is passed back to, or recovered from, customers over a 12-month period beginning in November. Once new base rates are established under a base rate proceeding, the GSEP factor is re-set to remove the capital investment and associated revenue reflected in the base rates.regulatory asset.
Columbia of Pennsylvania DSIC - On February 14, 2012, the Governor of Pennsylvania signed into law Act 11 of 2012, which providedreceived a DSIC mechanism for certain utilities to recover costs related to repair, replacement or improvement of eligible distribution property that has not previously been reflected in rates or rate base. Through a DSIC, a utility may recover the fixed costs of eligible infrastructure incurred during the three months ended one month prior to the effective date of the charge, thereby reducing the historical regulatory lag associated with cost recovery through the traditional rate-making process. On March 14, 2013,secretarial letter issued by the Pennsylvania PUC approved Columbia of Pennsylvania’s petitionon May 13, 2020 authorizing Pennsylvania utilities to implementcreate a DSIC as of April 1, 2013. Accordingly,regulatory asset for incremental bad debt expense incurred since March 13, 2020, above levels currently in rates. While Columbia of Pennsylvania is not authorized to recoverdefer any other incremental costs, it is required to track extraordinary non-recurring costs, and any offsetting benefits received, in connection with the costCOVID-19 pandemic. On October 13, 2020, the Pennsylvania PUC entered an order modifying its March 13, 2020 emergency order that had established a moratorium on utility service terminations. As modified, the moratorium still applies to residential customers with incomes at or below 300% of eligible plant associatedthe federal poverty income guidelines (“protected customers”). For all other customers, the moratorium was lifted on November 9, 2020, but utilities must comply with repair, replacementseveral notice requirements beyond those already in place in Pennsylvania in order to proceed with service terminations. For residential customers who are subject to termination under the revised moratorium, as of December 1, 2020, the standard winter service moratorium will be in effect until April 1, 2021, which will render service termination for delinquent accounts impractical during that period. Additionally, the October 13, 2020 order authorizes utilities to create a regulatory asset for any incremental expenses incurred above those embedded in rates resulting from the directives contained in the Order. As of December 31, 2020, $5.4 million of incremental bad debt expense was deferred to a regulatory asset.
On March 16, 2020, the VSCC ordered a moratorium on service disconnections for unpaid bills due to the effects of the COVID-19 pandemic. The order also suspended late payment fees, required utilities to offer payment plans of up to 12 months, and required utilities to provide certain information about customer accounts receivables to the VSCC. Columbia of Virginia received an order from the VSCC on April 29, 2020 authorizing Columbia of Virginia to create a regulatory asset for incremental bad debt expense, suspended late payment fees, reconnection costs, carrying costs and other incremental prudently incurred costs related to the pandemic. The VSCC moratorium expired on October 6, 2020; however, the directives requiring utilities to offer payment plans of up to 12 months and suspending service disconnections or improvementcharging of late payment fees to customers that are current on such payment plans remain in effect. On November 18, 2020, legislation was enacted that extended the moratorium on residential service disconnections and late payment fees until the Governor determines that the economic and public health conditions have improved such that the prohibition does not need to be in place, or until at least 60 days after such declared state of emergency ends, whichever is sooner. Recovery of any regulatory asset will be addressed in future base rate proceedings and is subject to an earnings test review.

On August 31, 2020, the Maryland PSC issued an emergency order that extended the Governor's order prohibiting residential service terminations through October 1, 2020. The emergency order also requires Maryland utilities that proceed with residential service terminations after that date to provide at least 45 days notice prior to terminating service; to offer structured payment plans to applicable residential customers with a minimum of 12 months to repay, or 24 months for certified low income customers; the requirement or collection of down payments or deposits as a condition of beginning a payment plan by any residential customer; and cannot refuse to negotiate or deny a payment plan to a residential customer due to such customer's failure to meet the terms and conditions of an alternate payment plan during the past 18 months. Columbia of Maryland received an order issued by the Maryland PSC on April 9, 2020, authorizing Maryland utilities to create a regulatory asset for incremental COVID-19 pandemic-related costs, including incremental bad debt expense, incurred to ensure that customers have essential utility service during the state of emergency in Maryland. Such incremental costs must be offset by any benefit
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

previously reflectedreceived in rate base and has been placed in service during the applicable three-month period. After the initial charge is established, the DSIC is updated quarterly to recover the cost of further plant additions and cannot exceed five percent of distribution revenues. Recoverable costs include a return on investment, exclusive of accumulated deferred income taxes from the calculation of rate base, and depreciation. Once new base rates are established under a base rate proceeding, the DSIC is set to zero. Additionally, the DSIC rate is also reset to zero if, in any quarter, the data reflected in the Columbia of Pennsylvania's most recent quarterly financial earnings report show that the utility will earn an overall rate of return that would exceed the allowable rate of return used to calculate its fixed costs under the DSIC mechanism. A utility is exempt from filing a quarterly financial earnings report when a base rate proceeding is pending before the Pennsylvania PUC.
Columbia of Virginia, SAVE - On March 11, 2010, the Virginia Governor signed legislation into law that allows natural gas utilities to implement programs to replace qualifying infrastructure on an expedited basis and provides for timely cost recovery. Known as the SAVE Act, the law allows natural gas utilities to file programsconnection with the VSCC providing a timeline and estimated costs for replacing eligible infrastructure. Eligible infrastructure replacement projects are those that (1) enhance safety or reliability by reducing system integrity risks associated with customer outages, corrosion, equipment failures, material failures, or natural forces; (2) do not increase revenues by directly connecting the infrastructure replacement to new customers; (3) reduce or have the potential to reduce greenhouse gas emissions; (4) are not included in the natural gas utility’s rate base in its most recent rate case; and (5) are commenced on or after January 1, 2010. The SAVE Act provides for recoverypandemic. As of costs associated with the eligible infrastructure through a rate rider. Recoverable costs include a return on investment, depreciation and property taxes. Columbia of Virginia’s current five year SAVE plan was approved by the VSCC in 2016 and amended in 2017 for the years 2016 through 2020.
Columbia of Kentucky, AMRP - On October 26, 2009, the Kentucky PSC approved a mechanism for recovering the costs of Columbia of Kentucky’s AMRP not previously reflected in rate base through an annual fixed monthly rate rider filed in October.In its 2013 rate case, Columbia of Kentucky was allowed to base the AMRP rider on the expected annual cost of service. Recoverable costs include a return on investment, depreciation and property taxes, offset by specific cost savings. At the end of each 12-month period, Columbia of Kentucky must file a reconciliation of the amount collected and actual costs. Any over-collection or under-collection balance is passed back to, or recovered from, customers through the surcharge over a 12-month period beginning in June of the subsequent year. Once new base rates are established under a base rate proceeding, the AMRP rider is set to zero.
December 31, 2020, Columbia of Maryland STRIDE - On May 2, 2013, the Governor of Maryland signed Senate Bill 8 into law, authorizing gas companies to accelerate recovery of eligible infrastructure replacement, effective June 1, 2013. The STRIDE statute provides recovery for gas pipeline upgrades outside of the context of a base rate proceeding through an annual surcharge, IRIS, as approved by, Maryland PSC. The STRIDE statute directs gas utilities to file a plan to invest in eligible infrastructure replacement projects and to list the specific projects and elements in any such STRIDE plan with the Maryland PSC. The calendar year projected capital projects to be placed into plant in service and included in Columbia of Maryland's surcharge recovery request must satisfy a number of criteria per the statute, including a requirement that they be designed to improve public safety or infrastructure reliability. Columbia of Maryland’s five-year STRIDE Plan renewal for years 2019 through 2023, as with the preceding five years, is focused on replacing (1) existing cast iron and bare steel mains, (2) associated services and meters, and (3) identified prone-to-failure vintage plastic piping. Columbia of Maryland’s IRIS mechanism recovers a return on investment, depreciation and property taxes of the STRIDE-eligible capital infrastructure statutorily capped at $2 per month for residential customers, and proportionally capped for commercial and industrial customer classes, and is reconciled to actual costs on an annual basis. Any over-collection or under-collection balance is passed back to, or recovered from, customers through the surcharge effective in May of the subsequent year.

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

The following table describes regulatory programs to recover infrastructure replacement and other federally-mandated compliance investments currently in rates and those pending commission approval:
(in millions)     
CompanyProgramIncremental RevenueIncremental Capital InvestmentInvestment PeriodFiledStatus
Rates
Effective
Columbia of Ohio
IRP - 2018(1)
$2.3
$207.0
1/17-12/17February 27, 2018Approved
April 25, 2018
May 2018
NIPSCO - GasTDSIC 7$1.5
$59.0
1/17-6/17August 31, 2017Approved
December 28, 2017
January 2018
NIPSCO - GasTDSIC 8$1.8
$54.0
7/17-12/17February 27, 2018Approved
August 22, 2018
September 2018
NIPSCO - Gas
TDSIC 9(1)(2)
$(10.6)$54.4
1/18 - 6/18August 28, 2018Approved
December 27, 2018
January 2019
NIPSCO - GasFMCA 1$9.9
$1.5
11/17-9/18November 30, 2018Order Expected
Q1 2019
April 2019
Columbia of Massachusetts
GSEP - 2018(1)(3)
$6.5
$80.0
1/18-12/18October 31, 2017Approved
April 30, 2018
May 2018
Columbia of Massachusetts
GSEP - 2019(4)
$10.7
$64.0
1/19-12/19October 31, 2018Order expected
Q2 2019
May 2019
Columbia of PennsylvaniaDSIC - 2018$0.4
$14.8
12/17-2/18March 22, 2018Approved
March 29, 2018
April 2018
Columbia of PennsylvaniaDSIC - 2018$0.9
$31.8
3/18-5/18June 20, 2018Approved
June 28, 2018
July 2018
Columbia of PennsylvaniaDSIC - 2018$1.6
$55.4
6/18-8/18September 20, 2018Approved
September 28, 2018
October 2018
Columbia of VirginiaSAVE - 2018$2.9
$33.3
1/18-12/18August 18, 2017Approved
December 13, 2017
January 2018
Columbia of VirginiaSAVE - 2019$2.4
$36.0
1/19-12/19August 17, 2018Approved
October 26, 2018
January 2019
Columbia of KentuckyAMRP - 2018$4.5
$24.0
1/18-12/18October 13, 2017Approved
December 22, 2017
January 2018
Columbia of KentuckyAMRP - 2019$3.6
$30.1
1/19-12/19October 15, 2018Approved
December 5, 2018
January 2019
Columbia of MarylandSTRIDE - 2018$1.2
$20.8
1/18-12/18November 1, 2017Approved
December 20, 2017
January 2018
Columbia of MarylandSTRIDE - 2019$1.2
$19.7
1/19-12/19November 1, 2018Approved
December 12, 2018
January 2019
NIPSCO - ElectricTDSIC - 3$(2.0)$75.0
5/17-11/17January 30, 2018Approved
May 30, 2018
June 2018
NIPSCO - Electric
TDSIC - 4(1)
$(11.8)$72.2
12/17-5/18July 31, 2018Approved
November 28, 2018
December 2018
NIPSCO - Electric
TDSIC - 5(1)
$15.9
$58.8
6/18-11/18January 29, 2019Order Expected
Q2 2019
June 2019
NIPSCO - ElectricECRM - 31$(2.1)$2.9
6/17-12/17January 31, 2018Approved
April 25, 2018
May 2018
NIPSCO - ElectricECRM - 32$1.0
$
1/18-6/18July 31, 2018Approved
October 11, 2018
November 2018
NIPSCO - ElectricFMCA - 8$1.3
$4.4
4/17-9/17November 1, 2017Approved
January 31, 2018
February 2018
NIPSCO - ElectricFMCA - 9$4.1
$90.2
10/17-3/18April 27, 2018Approved
July 25, 2018
August 2018
NIPSCO - ElectricFMCA - 10$2.2
$45.7
4/18-8/18October 18, 2018Approved
January 29, 2019
February 2019
(1)Incremental revenue is net of amounts due back to customers as a result of the TCJA.
(2)Incremental revenue is net of $5.2has deferred $0.7 million of adjustments in the TDSIC-9 settlement.
(3)A cap waiver was approved by the Massachusetts DPU on June 21, 2018incremental bad debt expense and related rates became effective July 2018.
(4)The filing included a request for approval of a waiver to allow collection of the $2.9 million revenue requirement that exceeds the GSEP cap provision.

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Rate Case Actions
The following table describes current rate case actions as applicable in each of our jurisdictions net of tracker impacts:
(in millions)    
CompanyRequested Incremental RevenueApproved Incremental RevenueFiledStatus
Rates
Effective
NIPSCO - Gas(1)
$138.1
$107.3
September 27, 2017Approved
September 19, 2018
October 2018
Columbia of Massachusetts$24.1
N/A
April 13, 2018Withdrawn
September 19, 2018
N/A
Columbia of Pennsylvania$46.9
$26.0
March 16, 2018Approved
December 6, 2018
December 2018
Columbia of Virginia(2)
$14.2
In process
August 28, 2018Order expected
Second half of 2019
February 2019
Columbia of Maryland$4.6
$2.2
April 13, 2018Approved
November 21, 2018
November 2018
NIPSCO - Electric$21.4
In process
October 31, 2018Order expected
Q3 2019
September 2019
(1)Rates will be implemented in three steps, with implementation of step 1 rates effective October 1, 2018. Step 2 rates will be effective on or about March 1, 2019, and step 3 rates will be effective on January 1, 2020. The IURC’s order also dismissed NIPSCO from phase 2 of the IURC’s TCJA investigation.
(2)Rates implemented subject to refund pending a final order from the VSCC.
Additional Regulatory Matters
Columbia of Ohio. On December 1, 2017, Columbia of Ohio filed an application that requested authority to implement a rider to begin recovering plant and associated deferrals related to its CEP. The CEP was established in 2011 and allows for deferral of interest, depreciation and property taxes on certain plant investments not recovered through its IRP modernization tracker. The application requested authority to increase annual revenues, through the requested rider, by approximately $70 million, with biennial increases up to approximately $98 million in 2022. On May 9, 2018, the PUCO appointed an independent auditor to assist the PUCO with the review of the accounting accuracy, prudency and compliance of Columbia of Ohio with its PUCO-approved CEP deferrals. The independent audit report was filed on September 4, 2018 and the PUCO Staff's Report on the investigation was filed on September 14, 2018. On October 25, 2018, a joint stipulation and recommendation was filed recommending an initial revenue requirement of $74.5 million to recover CEP investments and deferrals through December 31, 2017, with annual adjustments for capital investments made in subsequent years. Additionally, the signatory parties to the stipulation agreedpandemic-related costs to a reduction in rates to adjust for the impacts of the TCJA and for a base rate case filing to be made by Columbia of Ohio with a test period of calendar year 2021. On November 28, 2018 the PUCO issued an order unanimously approving the settlement filed on October 25, 2018, without modification, for rates effective beginning November 29, 2018. This order finalizes Columbia of Ohio's TCJA resolution related to the CEP tracker, as well as base rates.regulatory asset.
NIPSCO Gas. On November 8, 2017, NIPSCO filed a petition with the IURC seeking approval of NIPSCO’s federally mandated pipeline safety compliance plan. As part of the settlement agreement filed in NIPSCO’s gas base rate case proceeding, NIPSCO and the parties to the settlement agreement settled all issues in this proceeding as well, including moving certain costs from the base rate proceeding to this pipeline safety compliance plan. The updated four year compliance plan includes a total estimated $91.5 million of capital costs and $35.5 million of expected operating and maintenance costs. NIPSCO received approval for accounting and rate-making relief, including establishment of a periodic rate adjustment mechanism. NIPSCO filed the first tracker proceeding in this case on November 30, 2018. On December 31, 2018, NIPSCO filed a petition with the IURC seeking approval of an additional PHMSA compliance plan including capital expenditures of $228.8 million. An IURC order is expected in the second half of 2019.
On January 3, 2018, the IURC initiated an investigation to review and consider the possible implications of the TCJA on utility rates. The IURC ordered a two phase investigation. Phase 1 solely dealt with the prospective changes in rates to reflect the change in tax rates. In accordance with the procedural schedule, on March 26, 2018, NIPSCO filed revised gas tariffs reflecting the impact of the change in tax rate for its applicable rates and charges. The IURC approved NIPSCO's Phase 1 filing on April 26, 2018. The revised tariffs were effective May 1, 2018. The stipulation and settlement agreement filed on April 20, 2018, in NIPSCO’s gas rate case resolved all issues in Phase 2, including the return of excess income tax revenue recovered through its base rates and any

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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

applicable charges between January 1, 2018 and April 30, 2018. Beginning January 2019, and continuing through June 2019, NIPSCO is passing back the excess tax expense through the TDSIC mechanism.
On December 27, 2018, the IURC issued an order for TDSIC-9 approving the settlement agreement filed on November 4, 2018. This order, along with the Court of Appeals dismissal on December 31, 2018 and January 8, 2019, resolved all outstanding issues related to the appeals of TDSIC-4 though TDSIC-8.
Columbia of Massachusetts. On October 9, 2018, Columbia of Massachusetts filed an application with the Massachusetts DPU, seeking authority to pass back approximately $95.8 million in excess deferred taxes associated with TCJA with an effective date of rates to be determined by the Massachusetts DPU. On December 21, 2018 the Massachusetts DPU issued an order approving the treatment of TCJA-related excess deferred taxes. Columbia Gas of Massachusetts filed a compliance filing on January 4, 2019, reflecting revised LDAF rates inclusive of credit factors to return excess deferred taxes associated with TCJA to customers for rates effective on February 1, 2019, per the Massachusetts DPU’s order.
Columbia of Kentucky. On April 30, 2018, Columbia of Kentucky received an order from the Kentucky PSC requiring implementationon September 21, 2020 lifting the disconnection moratorium for all customers, effective October 20, 2020. The September 21, 2020 order also lifted the suspension of interim proposed rates effective Maylate payment and reconnection fees for non-residential customers as of October 20, 2020. For residential customers, the moratorium on late payment and reconnection fees is extended to December 31, 2020 and tracking of lost revenue is required. Residential customers with accumulated arrearages for service provided on or after March 16, 2020 through October 1, 2018 reflecting2020 will be notified and placed on a default payment plan of equal installments for nine months beginning with the impact of TCJA subjectNovember 2020 billing cycle. Residential customers on a payment plan that default shall be offered another payment plan. Carrying charges may be applied to future adjustment.all arrearages arising during the default payment plan period at a rate no greater than the utility’s long-term debt rate. The Kentucky PSC order directedallows Columbia of Kentucky to file, by September 1, 2018, revised TCJA adjustment factors reflectingcreate a regulatory asset for carrying charges on all arrearages arising during the tax expense savings from January 1, 2018 through April 30, 2018, anddefault payment plan period. As of December 31, 2020, an estimateimmaterial amount of the annual reduction duecarrying charges were deferred to the excess deferred taxes to be effective with the first billing cycle of October 2018. On August 31, 2018, Columbia of Kentucky filed updated rate schedules with the Kentucky PSC for rates proposed to be effective October 1, 2018. On October 25, 2018, the Kentucky PSC authorized the TCJA adjustment factors, as proposed, with an October 29, 2018 effective date to pass-back the overcollection of taxes over a six month period.regulatory asset.
Columbia of Maryland. On February 13, 2018, Columbia of Maryland filed a proposal with the Maryland PSC to reduce rates as a result of TCJA with an annual revenue decrease of $1.3 million. Columbia of Maryland was directed to account for any revenues associated with the difference between previous and current income tax rates and excess deferred taxes as regulatory liabilities effective January 1, 2018. On March 14, 2018, Columbia of Maryland received approval, effective April 2, 2018, to implement new rates and pass-back the overcollection of taxes from the first quarter of 2018 over a seven month period.
NIPSCO Electric. On October 31, 2018, NIPSCO submitted its 2018 Integrated Resource Plan with the IURC. The plan evaluated demand-side and supply-side resource alternatives to reliably and cost effectively meet NIPSCO customers' future energy requirements over the ensuing 20 years. Refer to Note 18-E, "Other Matters," in the Notes to Consolidated Financial Statements for additional information.
On March 29, 2018, WCE, which is currently owned by BP p.l.c ("BP") and BP Products North America, which operates the BP Refinery, filed a petition at the IURC asking that the combined operations of WCE and BP be treated as a single premise, and the WCE generation be dedicated primarily to BP Refinery operations beginning in May 2019 as WCE has self-certified as a qualifying facility at FERC. BP Refinery planned to continue to purchase electric service from NIPSCO at a reduced demand level beginning in May 2019. A settlement agreement was filed on November 2, 2018 agreeing that BP and WCE would not move forward with construction of a private transmission line to serve BP until conclusion of NIPSCO’s pending electric rate case.
On February 1, 2018, NIPSCO and certain other MISO transmission owners filed with the FERC a request for waiver of tariff provisions to allow for implementation of TCJA tax rate change provisions into 2018 transmission formula rates. On March 15, 2018, the FERC issued an order granting the request for waiver and set the effective date of the waiver at January 1, 2018. In the March billing cycle, the MISO began billing the new transmission rates reflecting the lower federal tax rate. In addition, the MISO began to re-bill January and February 2018 affected revenues and costs in the March 2018 billing cycle, and completed the re-settlement in the April 2018 billing cycle. The new 2018 transmission formula rates will reduce revenue by $8.5 million in 2018 associated with NIPSCO's multi-value projects. Additionally, on November 1, 2018, MISO submitted revised tariffs to provide for adjustments to income tax, including accumulated deferred income tax, resulting from tax law or rate changes. On December 20, 2018, FERC accepted the submission, effective January 1, 2019, as requested.
As noted above in the NIPSCO Gas regulatory matters, the IURC initiated an investigation on January 3, 2018, to review and consider the implications of the TCJA on utility rates. The commission ordered a two phase investigation. Phase 1 solely dealt with the prospective changes in rates to reflect the change in tax rates. On March 26, 2018, NIPSCO filed revised electric tariffs reflecting the impact of the change in tax rate for its applicable rates and charges. The IURC approved NIPSCO's phase 1 filing on April 26, 2018. The revised tariffs were effective May 1, 2018. On July 31, 2018, NIPSCO filed an unopposed motion requesting that the over-collection of income taxes from January 1, 2018 through April 30, 2018 be passed back in NIPSCO’s TDSIC-4 filing,

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

also filed on July 31, 2018, and requesting that all other phase 2 issues be handled in a rate case filing to be made in the fourth quarter of 2018. On August 15, 2018, the IURC approved the motion to pass back the over-collection through the TDSIC-4 rates effective December 2018 through May 2019. All other phase 2 issues are addressed in the base rate case filed October 31, 2018.

9.10.     Risk Management Activities

We are exposed to certain risks relatingrelated to our ongoing business operations; namely commodity price risk and interest rate risk. We recognize that the prudent and selective use of derivatives may help to lower our cost of debt capital, manage interest rate exposure and limit volatility in the price of natural gas.

Risk management assets and liabilities on our derivatives are presented on the Consolidated Balance Sheets as shown below:
December 31, (in millions)
20202019
Risk Management Assets - Current(1)
Interest rate risk programs$0 $
Commodity price risk programs10.4 0.6 
Total$10.4 $0.6 
Risk Management Assets - Noncurrent(2)
Interest rate risk programs$0 $
Commodity price risk programs2.8 3.8 
Total$2.8 $3.8 
Risk Management Liabilities - Current
Interest rate risk programs$70.9 $
Commodity price risk programs7.3 12.6 
Total$78.2 $12.6 
Risk Management Liabilities - Noncurrent
Interest rate risk programs$99.5 $76.2 
Commodity price risk programs45.1 57.8 
Total$144.6 $134.0 
December 31, (in millions)
2018 2017
Risk Management Assets - Current(1)
   
Interest rate risk programs$
 $14.0
Commodity price risk programs1.1
 0.5
Total$1.1
 $14.5
Risk Management Assets - Noncurrent(2)
   
Interest rate risk programs$18.5
 $5.6
Commodity price risk programs4.4
 1.0
Total$22.9
 $6.6
Risk Management Liabilities - Current   
Interest rate risk programs$
 $38.6
Commodity price risk programs5.0
 4.6
Total$5.0
 $43.2
Risk Management Liabilities - Noncurrent   
Interest rate risk programs$9.5
 $
Commodity price risk programs37.2
 28.5
Total$46.7
 $28.5
(1)Presented in "Prepayments and other" on the Consolidated Balance Sheets.
(2)Presented in "Deferred charges and other" on the Consolidated Balance Sheets.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Commodity Price Risk Management
We, along with our utility customers, are exposed to variability in cash flows associated with natural gas purchases and volatility in natural gas prices. We purchase natural gas for sale and delivery to our retail, commercial and industrial customers, and for most customers the variability in the market price of gas is passed through in their rates. Some of our utility subsidiaries offer programs whereby variability in the market price of gas is assumed by the respective utility. The objective of our commodity price risk programs is to mitigate the gas cost variability, for us or on behalf of our customers, associated with natural gas purchases or sales by economically hedging the various gas cost components using a combination of futures, options, forwards or other derivative contracts.
NIPSCO received IURC approval to lock in a fixed price for its natural gas customers using long-term forward purchase instruments. The term of these instruments range from five to ten10 years and is limited to twenty percent20% of NIPSCO’s average annual GCA purchase volume. Gains and losses on these derivative contracts are deferred as regulatory liabilities or assets and are remitted to or collected from customers through NIPSCO’s quarterly GCA mechanism. These instruments are not designated as accounting hedges.
Interest Rate Risk Management
As of December 31, 2018,2020, we have two forward-starting interest rate swaps with an aggregate notional value totaling $500.0 million to hedge the variability in cash flows attributable to changes in the benchmark interest rate during the periods from the effective dates of the swaps to the anticipated dates of forecasted debt issuances, which are expected to take place by the end of 2024. These interest rate swaps are designated as cash flow hedges. The effective portions of the gains and losses related to these swaps are

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

recorded to AOCI and arewill be recognized in "Interest expense, net" concurrently with the recognition of interest expense on the associated debt, once issued. If it becomes probable that a hedged forecasted transaction will no longer occur, the accumulated gains or losses on the derivative will be recognized currently in "Other, net" in the Statements of Consolidated Income (Loss).
The passage of the TCJA and Greater Lawrence Incident led to significant changes to our long-term financing plan. As a result, during 2018, we settled forward-starting interest rate swaps with a notional value of $750.0 million. These derivative contracts were accounted for as cash flow hedges. As part of the transactions, the associated net unrealized gain of $46.2 million was recognized immediately in "Other, net" onin the Statements of Consolidated Income (Loss) due to the probability associated withas it became probable the forecasted borrowing transactions would no longer occurring.

occur.
There were no0 amounts excluded from effectiveness testing for derivatives in cash flow hedging relationships at December 31, 2018, 20172020, 2019 and 2016.2018.
Our derivative instruments measured at fair value as of December 31, 20182020 and 20172019 do not contain any credit-risk-related contingent features.

10.
11.    Income Taxes
On December 22, 2017, the President signed into law the TCJA, which, among other things, enacted significant changes to the Internal Revenue Code, as amended, including a reduction in the maximum U.S. federal corporate income tax rate from 35% to 21%, and certain other provisions related specifically to the public utility industry, including the continuation of certain interest expense deductibility. These changes were effective January 1, 2018. Under GAAP, the effects of a change in tax law are recorded as a discrete item in the period of enactment.
Rates for our regulated customers include provisions for the collection of U.S. federal income taxes. Accordingly, accounting effects related to changes in tax rates here that would normally be recognized as a componentIncome Tax Expense. The components of income tax expense may instead be deferred(benefit) were as a regulatory asset or liability and reflected in future rate-making. In December 2017, we remeasured our deferred tax assets and liabilities to the new federal corporate income tax rate. The result of this remeasurement was a reduction in the net deferred tax liability of approximately $1.3 billion, including approximately $0.4 billion of regulatory "gross up" to account for over-collection of past taxes from customers. Offsetting the reduction in net deferred tax liabilities was an increase in regulatory liabilities of approximately $1.5 billion and an increase in income tax expense of $0.2 billion. In 2018, we received regulatory orders from most of the jurisdictions in which we operate regarding the treatment and pass back of excess deferred taxes. As a result of these orders we reduced our regulatory liability related to excess deferred income taxes by $120.7 million (net of tax). This adjustment is reflected in "Income Taxes" on our Consolidated Statements of Income (Loss).follows:
On December 22, 2017, the SEC issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for tax effects of the TCJA. SAB 118 provides a measurement period that should not extend beyond one year from the TCJA enactment date for companies to complete the accounting under ASC 740. There were no adjustments recorded in the SAB 118 remeasurement period in 2018.

Year Ended December 31, (in millions)
202020192018
Income Taxes
Current
Federal$0.2 $$
State11.7 5.2 8.2 
Total Current11.9 5.2 8.2 
Deferred
Federal(0.4)110.7 (209.4)
State(27.4)9.0 22.2 
Total Deferred(27.8)119.7 (187.2)
Deferred Investment Credits(1.2)(1.4)(1.0)
Income Taxes$(17.1)$123.5 $(180.0)
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Statutory Rate Reconciliation.The componentsfollowing table represents a reconciliation of income tax expense (benefit) were as follows:
Year Ended December 31, (in millions)
2018 2017 2016
Income Taxes     
Current     
Federal$
 $
 $
State8.2
 7.8
 (0.1)
Total Current8.2
 7.8
 (0.1)
Deferred     
Federal(209.4) 302.7
 165.6
State22.2
 5.0
 18.0
Total Deferred(187.2) 307.7
 183.6
Deferred Investment Credits(1.0) (1.0) (1.4)
Income Taxes$(180.0) $314.5
 $182.1
Total income taxes were different from the amount that would be computed by applyingat the statutory federal income tax rate to bookthe actual income before income tax. The major reasons for this difference were as follows:tax expense from continuing operations:
Year Ended December 31, (in millions)
2018 2017 2016
Year Ended December 31, (in millions)
202020192018
Book income (loss) before income taxes$(230.6)   $443.0
   $513.6
  Book income (loss) before income taxes$(31.3)$506.6 $(230.6)
Tax expense (benefit) at statutory federal income tax rate(48.4) 21.0 % 155.0
 35.0 % 179.8
 35.0 %Tax expense (benefit) at statutory federal income tax rate(6.6)21.0 %106.5 21.0 %(48.4)21.0 %
Increases (reductions) in taxes resulting from:           Increases (reductions) in taxes resulting from:
State income taxes, net of federal income tax benefit24.7
 (10.7) 6.9
 1.5
 11.3
 2.2
State income taxes, net of federal income tax benefit(11.7)37.4 10.1 2.0 24.7 (10.7)
Amortization of regulatory liabilities(29.3) 12.7
 (2.4) (0.5) (1.5) (0.3)Amortization of regulatory liabilities(38.4)122.7 (29.4)(5.8)(29.3)12.7 
Goodwill impairmentGoodwill impairment0 0 43.0 8.5 
Fines and penaltiesFines and penalties11.8 (37.7)11.5 2.3 0.2 (0.1)
Charitable contribution carryover
 
 (1.2) (0.3) 2.8
 0.5
Charitable contribution carryover0 0 (2.5)(0.5)
State regulatory proceedings(127.8) 55.4
 
 
 
 
State regulatory proceedings0 0 (9.5)(1.9)(127.8)55.4 
Remeasurement due to TCJA
 
 161.1
 36.4
 
 
Employee stock ownership plan dividends and other compensation(2.2) 1.0
 (6.5) (1.5) (9.5) (1.8)Employee stock ownership plan dividends and other compensation(1.3)4.2 (2.0)(0.4)(2.2)1.0 
Deferred taxes on TCJA regulatory liability divestedDeferred taxes on TCJA regulatory liability divested23.3 (74.5)
Tax accrual adjustmentsTax accrual adjustments8.9 (28.4)
Federal tax creditsFederal tax credits(2.5)8.0 
Other adjustments3.0
 (1.3) 1.6
 0.4
 (0.8) (0.1)Other adjustments(0.6)1.9 (4.2)(0.8)2.8 (1.2)
Income Taxes$(180.0) 78.1 % $314.5
 71.0 % $182.1
 35.5 %Income Taxes$(17.1)54.6 %$123.5 24.4 %$(180.0)78.1 %
The effective income tax rates were 78.1%54.6%, 71.0%24.4% and 35.5%78.1% in 2018, 20172020, 2019 and 2016,2018, respectively. The 7.1%difference in tax expense year-over-year has a relative impact on the effective tax rate proportional to pretax income or loss. The 30.2% increase in the overall effective tax rate in 20182020 versus 20172019 was primarily the result of lower pre-tax income, state regulatory proceedings which resultedjurisdictional mix of pre-tax loss in a $127.8 million decrease in2020 tax effected at statutory tax rates and increased amortization of excess deferred federal income taxes in 2020 compared to 2019. These items were offset by a related increaseincreased deferred tax expense recognized on the sale of Columbia of Massachusetts' regulatory liability, established due to TCJA in state income taxes2017, that would have otherwise been recognized over the amortization period, non-deductible penalties as described in Note 1, "Company Structure and Principles of $7.1 million. Additionally, the increase was driven by a $26.9 million decrease in income taxesConsolidation" and non-cash impairment of goodwill related to amortizationColumbia of the regulatory liability primarily associated with excess deferred taxes.Massachusetts in 2019 (see Note 7, "Goodwill and Other Intangible Assets" for additional information), and one-time tax accrual adjustments.
The 35.5% increase53.7% decrease in the overall effective tax rate in 20172019 versus 20162018 was primarily the result of a $161.1 millionnot having significant income tax decreases resulting from state regulatory proceedings as in 2018. Additionally, there was an increase in income taxesthe effective tax rate related to implementing the provisionsnon-cash impairment of goodwill in 2019 related to Columbia of Massachusetts (see Note 7, "Goodwill and Other Intangible Assets" for additional information) and non-deductible fines and penalties related to the TCJA.Greater Lawrence Incident (see Note 20, "Legal Proceedings" for additional information). The charge to income tax expense resulting from implementationrate is also impacted by the relative impact of the TCJA relates primarily to remeasurement of parent company deferred tax assets for NOL carryforwards.
In March 2016, the FASB issued ASU 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. Among other provisions, the standard requires that all income tax effects of awards are recognized in the income statement when the awards vest and are distributed.

permanent differences on higher pre-tax income.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Net Deferred Income Tax Liability Components.Deferred income taxes result from temporary differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities. The principal components of our net deferred tax liability were as follows:
At December 31, (in millions)
20202019
Deferred tax liabilities
Accelerated depreciation and other property differences$2,339.3 $2,516.9 
Other regulatory assets331.8 381.5 
Total Deferred Tax Liabilities2,671.1 2,898.4 
Deferred tax assets
Other regulatory liabilities and deferred investment tax credits (including TCJA)287.8 336.1 
Pension and other postretirement/postemployment benefits118.1 152.1 
Net operating loss carryforward and AMT credit carryforward602.1 765.9 
Environmental liabilities22.6 25.4 
Other accrued liabilities41.5 35.3 
Other, net128.4 98.3 
Total Deferred Tax Assets1,200.5 1,413.1 
Net Deferred Tax Liabilities$1,470.6 $1,485.3 
At December 31, (in millions)
2018 2017
Deferred tax liabilities   
Accelerated depreciation and other property differences$2,458.0
 $2,260.7
Other regulatory assets375.4
 309.5
Total Deferred Tax Liabilities2,833.4
 2,570.2
Deferred tax assets   
Other regulatory liabilities and deferred investment tax credits (including TCJA)365.5
 406.0
Pension and other postretirement/postemployment benefits157.5
 136.7
Net operating loss carryforward and AMT credit carryforward849.8
 576.0
Environmental liabilities24.4
 24.0
Other accrued liabilities37.5
 37.2
Other, net68.2
 97.4
Total Deferred Tax Assets1,502.9
 1,277.3
Net Deferred Tax Liabilities$1,330.5
 $1,292.9
State income taxAt December 31, 2020, we have federal net operating loss benefitscarryforwards of $520.8 million. The federal net operating loss carryforwards are recorded at their realizable value.available to offset taxable income and will begin to expire in 2037. In addition, we have $7.8 million in charitable contribution carryforwards to offset future taxable income, which begin to expire in 2023. We anticipatebelieve it is more likely than not that we will realize $88.5the benefit from the federal net operating loss carryforwards.
We also have $81.4 million and $65.8(net) of state net operating loss carryforwards. Depending on the jurisdiction in which the state net operating loss was generated, the carryforwards will begin to expire in 2028.
We believe it is more likely than not that a portion of the benefit from certain state NOL carryforwards will not be realized. In recognition of this risk, we have provided a valuation allowance of $6.4 million of these(net) on the deferred tax benefits as of December 31, 2018 and 2017, respectively, prior to their expiration. These tax benefits are primarilyassets related to Indiana,sale of Massachusetts Business assets (see Note 1, "Company Structure and Pennsylvania. The remainingPrinciples of Consolidation" for additional information) reflected in the state net operating loss carryforward presented above.
Unrecognized Tax Benefits. A reconciliation of the beginning and ending amounts of unrecognized tax benefits represent a federal carryforward of $759.6 million ($508.5 million of which relates to yearsis as follows:
Reconciliation of Unrecognized Tax Benefits (in millions)
202020192018
Unrecognized Tax Benefits - Opening Balance$23.2 $1.2 $1.4 
Gross decreases - tax positions in prior period(1.5)(0.6)(0.4)
Gross increases - current period tax positions0 22.6 0.2 
Unrecognized Tax Benefits - Ending Balance$21.7 $23.2 $1.2 
Offset for net operating loss carryforwards(21.7)(22.6)
Balance - Less Net Operating Loss Carryforwards$0 $0.6 $1.2 
In 2020, we resolved prior to the implementation of the TCJA) and an Alternative Minimum Tax credit of $1.7 million. The carryforward periods for pre-TCJAunrecognized tax benefits expire in various tax years from 2028 to 2037. Per the TCJA, federal NOL carryforwards generated after December 31, 2017 do not expire, but are limited to 80% of current year taxable income.$1.5 million.
Unrecognized tax benefits for the periods reported are immaterial. We present accrued interest on unrecognized tax benefits, accrued interest on other income tax liabilities and tax penalties in "Income Taxes" on our Statements of Consolidated Income (Loss). Interest expense recorded on unrecognized tax benefits and other income tax liabilities was immaterial for all periods presented. There were no0 accruals for penalties recorded in the Statements of Consolidated Income (Loss) for the years ended December 31, 2018, 20172020, 2019 and 2016,2018, and there were no0 balances for accrued penalties recorded on the Consolidated Balance Sheets as of December 31, 20182020 and 2017.2019.
We are subject to income taxation in the United States and various state jurisdictions;jurisdictions, primarily Indiana, Pennsylvania, Kentucky, Massachusetts, Maryland and Virginia.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
We participate in the IRS CAP, which provides the opportunity to resolve tax matters with the IRS before filing each year's consolidated federal income tax return. As of December 31, 2018,2020, tax years through 20172019 have been audited and are effectively closed to further assessment. The audit of tax year 20182020 under the CAP program is expected to be completed in 2019.2021.
The statute of limitations in each of the state jurisdictions in which we operate remains open until the years are settled for federal income tax purposes, at which time amended state income tax returns reflecting all federal income tax adjustments are filed. As of December 31, 2018,2020, there were no state income tax audits in progress that would have a material impact on the consolidated financial statements.


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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

11.Pension and Other Postretirement Benefits
We provide defined contribution plans and noncontributory defined benefit retirement plans that cover certain of our employees. Benefits under the defined benefit retirement plans reflect the employees’ compensation, years of service and age at retirement. Additionally, we provide health care and life insurance benefits for certain retired employees. The majority of employees may become eligible for these benefits if they reach retirement age while working for us. The expected cost of such benefits is accrued during the employees’ years of service. Current rates of rate-regulated companies include postretirement benefit costs, including amortization of the regulatory assets that arose prior to inclusion of these costs in rates. For most plans, cash contributions are remitted to grantor trusts.
Our Pension and Other Postretirement Benefit Plans’ Asset Management. WeThe Board has delegated oversight of the pension and other postretirement benefit plans’ assets to an Administrative & Investment Management Committee (“the Committee”). The Committee has adopted investment policy statements for the pension and other postretirement benefit plans’ assets. For the pension plans, we employ a liability-driven investing strategystrategy. A total return approach is utilized for the pension plan, as noted below.other postretirement benefit plans’ assets. A mix of equities and fixed incomediversified investments are used to maximize the long-term return of plan assets and hedge the liabilities at a prudent level of risk. We utilize a total returnThe investment approach for the other postretirement benefit plans.portfolio includes U.S. and non-U.S. equities, real estate, long-term and intermediate-term fixed income and alternative investments. Risk tolerance is established through careful consideration of plan liabilities, plan funded status, and asset class volatility. The investment portfolio contains a diversified blend of equity and fixed income investments. Furthermore, equity investments are diversified across U.S. and non-U.S. stocks, as well as growth, value, small and large capitalizations. Other assets such as private equity funds are used judiciously to enhance long-term returns while improving portfolio diversification. Derivatives may be used to gain market exposure in an efficient and timely manner; however, derivatives may not be used to leverage the portfolio beyond the market value of the underlying assets. Investment risk is measured and monitored on an ongoing basis through quarterly investment portfolio reviews, annual liability measurements, and periodic asset/liability studies.
We utilize a building block approach with proper consideration of diversification and rebalancing inIn determining the expected long-term rate of return foron plan assets. Historicalassets, historical markets are studied, and long-term historical relationships between equities and fixed income are analyzed to ensure that they are consistent with the widely accepted capital market principle that assets with higher volatility generate greater return over the long run. Currentand current market factors, such as inflation and interest rates are evaluated beforewith consideration of diversification and rebalancing. Our expected long-term rate of return on assets is based on assumptions regarding target asset allocations and corresponding long-term capital market assumptions are determined. Peer data and historical returns are reviewed to check for reasonability and appropriateness.
each asset class. The most important component of anpension plans’ investment strategy is the portfolio asset mix, or the allocation between the various classes of securities available to the pension and other postretirement benefit plans for investment purposes. The asset mix and acceptable minimum and maximum ranges established for our plan assets represents a long-term view and are listed in the table below.
In 2012, a dynamic asset allocation policy for the pension fund was approved. This policy calls for a gradual reduction in the allocation of return-seeking assets (equities, real estate and private equity) and a corresponding increase in the allocation of liability-hedging assets (fixed income) as the funded status of the plans increase above 90% (as measured by the market value of qualified pension plan assets divided by the projected benefit obligations of the qualified pension plans). During 2017, a $277 million discretionary contribution was made to the pension plans. A new asset-liability study was completed in 2018 resulting in a more conservative glide path and an increase in the allocation to liability-hedging assets held in the portfolio.plans’ increase.
As of December 31, 2018,2020, the asset mix and acceptable minimum and maximum ranges established by the policy for the pension and other postretirement benefit plans are as follows:
Asset Mix Policy of Funds:
Defined Benefit Pension Plan Postretirement Benefit Plan Defined Benefit Pension PlanPostretirement Benefit Plan
Asset CategoryMinimum Maximum Minimum MaximumAsset CategoryMinimumMaximumMinimumMaximum
Domestic Equities12% 32% 0% 55%Domestic Equities12%32%0%55%
International Equities6% 16% 0% 25%International Equities6%16%0%25%
Fixed Income59% 71% 20% 100%Fixed Income59%71%20%100%
Real Estate0% 7% 0% 0%Real Estate0%7%0%0%
Short-Term Investments/Other0% 15% 0% 10%
Private EquityPrivate Equity0%5%0%0%
Short-Term InvestmentsShort-Term Investments0%10%0%10%
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

As of December 31, 2017,2019, the asset mix and acceptable minimum and maximum ranges established by the policy for the pension and other postretirement benefit plans were as follows:
Asset Mix Policy of Funds:
 Defined Benefit Pension PlanPostretirement Benefit Plan
Asset CategoryMinimumMaximumMinimumMaximum
Domestic Equities12%32%0%55%
International Equities6%16%0%25%
Fixed Income59%71%20%100%
Real Estate0%7%0%0%
Private Equity0%5%0%0%
Short-Term Investments0%10%0%10%
 Defined Benefit Pension Plan Postretirement Benefit Plan
Asset CategoryMinimum Maximum Minimum Maximum
Domestic Equities16% 36% 0% 55%
International Equities8% 18% 0% 25%
Fixed Income39% 51% 20% 100%
Diversified Credit0% 13% 0% 0%
Real Estate0% 13% 0% 0%
Short-Term Investments0% 10% 0% 10%

Pension Plan and Postretirement Plan Asset Mix at December 31, 20182020 and December 31, 2017:2019:
Defined Benefit
Pension Assets
 December 31,
2018
 Postretirement
Benefit Plan Assets
 December 31,
2018
Defined Benefit
Pension Assets
December 31,
2020
Postretirement
Benefit Plan Assets
December 31,
2020
Asset Class (in millions)
Asset Value % of Total Assets Asset Value % of Total Assets
Asset Class (in millions)
Asset Value% of Total AssetsAsset Value% of Total Assets
Domestic Equities$355.5
 19.0% $78.8
 36.4%Domestic Equities$446.3 21.0 %$108.8 38.0 %
International Equities165.5
 8.9% 17.5
 8.1%International Equities230.1 10.9 %48.2 16.8 %
Fixed Income1,241.9
 66.5% 115.1
 53.2%Fixed Income1,291.2 61.0 %122.0 42.6 %
Real Estate52.7
 2.8% 
 
Real Estate52.9 2.5 %
Cash/Other52.1
 2.8% 4.9
 2.3%Cash/Other97.2 4.6 %7.4 2.6 %
Total$1,867.7
 100.0% $216.3
 100.0%Total$2,117.7 100.0 %$286.4 100.0 %
           
Defined Benefit Pension Assets December 31,
2017
 Postretirement Benefit Plan Assets December 31,
2017
Defined Benefit Pension AssetsDecember 31,
2019
Postretirement Benefit Plan AssetsDecember 31,
2019
Asset Class (in millions)
Asset Value % of Total Assets Asset Value % of Total Assets
Asset Class (in millions)
Asset Value% of Total AssetsAsset Value% of Total Assets
Domestic Equities$698.2
 32.3% $96.0
 36.6%Domestic Equities$446.4 21.5 %$93.8 35.9 %
International Equities351.0
 16.2% 39.8
 15.2%International Equities205.0 9.9 %40.7 15.6 %
Fixed Income977.6
 45.3% 117.5
 44.8%Fixed Income1,337.2 64.2 %119.5 45.7 %
Real Estate49.9
 2.3% 
 
Real Estate53.9 2.6 %
Cash/Other83.3
 3.9% 9.2
 3.4%Cash/Other38.4 1.8 %7.4 2.8 %
Total$2,160.0
 100.0% $262.5
 100.0%Total$2,080.9 100.0 %$261.4 100.0 %
The categorization of investments into the asset classes in the tabletables above are based on definitions established by our Benefits Committee.
Fair Value Measurements. The following table sets forth, by level within the fair value hierarchy, the Master Trustpension and other postretirement benefits investment assets at fair value as of December 31, 20182020 and 2017.2019. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Total Master TrustThere were no investment assets in the pension and other postretirement benefits investment assets at fair valuetrusts classified within Level 3 were $86.1 million and $98.9 million as offor the years ended December 31, 20182020 and December 31, 2017, respectively. Such amounts were approximately 4% of the Master Trust and other postretirement benefits’ total investments as reported on the statement of net assets available for benefits at fair value as of December 31, 2018 and 2017.

2019.
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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Valuation Techniques Used to Determine Fair Value:
Level 1 Measurements
Most common and preferred stocks are traded in active markets on national and international securities exchanges and are valued at closing prices on the last business day of each period presented. Cash is stated at cost which approximates fair value, with the exception of cash held in foreign currencies which fluctuates with changes in the exchange rates. Short-term bills and notes are priced based on quoted market values.
Level 2 Measurements
Most U.S. Government Agency obligations, mortgage/asset-backed securities, and corporate fixed income securities are generally valued by benchmarking model-derived prices to quoted market prices and trade data for identical or comparable securities. To the extent that quoted prices are not available, fair value is determined based on a valuation model that includes inputs such as interest rate yield curves and credit spreads. Securities traded in markets that are not considered active are valued based on quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. Other fixed income includes futures and options which are priced on bid valuation or settlement pricing.
Level 3 Measurements
Private equity investment strategies include buy-out, venture capital, growth equity, distressed debt,Investments with unobservable inputs that are supported by little or no market activity and mezzanine debt. Private equity investmentsthat are held through limited partnerships.
Limited partnerships are valued at estimated fair market value based on their proportionate share ofsignificant to the partnership's fair value as recorded in the partnerships' audited financial statements. Partnership interests represent ownership interests in private equity funds and real estate funds. Real estate partnerships invest in natural resources, commercial real estate and distressed real estate. The fair value of these investments is determined by reference to the funds' underlying assets whichand liabilities are principally securities, private businesses, and real estate properties. The value of interests held in limited partnerships, other than securities, is determined by the general partner, based upon third-party appraisals of the underlying assets, which include inputs suchclassified as cost, operating results, discounted cash flows and market based comparable data. Private equity and real estate limited partnerships typically call capital over a three to five year period and pay out distributions as the underlying investments are liquidated. The typical expected life of these limited partnerships is 10-15 years and these investments typically cannot be redeemed prior to liquidation.level 3 investments.
Not Classified
Commingled funds, thatprivate equity limited partnerships and real estate partnerships hold underlying investments that have prices which are derived from the quoted prices in active markets and are not classified within the fair value hierarchy. Instead, these assets are measured at estimated fair value using the net asset value per share of the investments. TheCommingled funds' underlying assets are principally marketable equity and fixed income securities. Units held in commingled funds are valued at the unit value as reported by the investment managers. Private equity and real estate funds invest in natural resources, commercial real estate and distressed real estate. The fair value of these investments is determined by reference to the funds’ underlying assets.
For the year ended December 31, 2018,2020, there were no significant changes to valuation techniques to determine the fair value of our pension and other postretirement benefits' assets.






















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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Fair Value Measurements at December 31, 2018:2020:
(in millions)December 31,
2020
Quoted Prices in  Active Markets for
Identical Assets
(Level 1)
Significant Other
Observable Inputs (Level 2)
Significant
Unobservable Inputs
 (Level 3)
Pension plan assets:
Cash$11.9 $11.9 $$
Equity securities
U.S. equities2.4 2.4 
Fixed income securities
Government243.4 243.4 
Corporate692.6 692.6 
Mutual Funds
U.S. multi-strategy161.3 161.3 
International equities55.4 55.4 
Fixed income0.1 0.1 
Private equity limited partnerships(3)
U.S. multi-strategy(1)
10.9 
International multi-strategy(2)
6.6 
Distressed opportunities0.3 
Real estate52.9 
Commingled funds(3)
Short-term money markets78.8 
U.S. equities279.7 
International equities176.8 
Fixed income337.6 
Pension plan assets subtotal2,110.7 231.1 936.0 
Other postretirement benefit plan assets:
Mutual funds
U.S. multi-strategy94.8 94.8 
International equities24.1 24.1 
Fixed income121.8 121.8 
Commingled funds(3)
Short-term money markets7.6 
U.S. equities14.0 
International equities24.1 
Other postretirement benefit plan assets subtotal286.4 240.7 
Due to brokers, net(4)
(1.6)(1.6)
Accrued income/dividends8.6 8.6 
Total pension and other postretirement benefit plan assets$2,404.1 $480.4 $934.4 $
(in millions)December 31,
2018
 
Quoted Prices in  Active Markets for
 Identical Assets
(Level 1)
 Significant Other
Observable Inputs (Level 2)
 
Significant
Unobservable Inputs
 (Level 3)
Pension plan assets:       
Cash$9.2
 $8.8
 $0.4
 $
Equity securities       
U.S. equities0.2
 0.2
 
 
Fixed income securities       
Government250.2
 
 250.2
 
Corporate442.8
 
 442.8
 
Mutual Funds       
U.S. multi-strategy110.3
 110.3
 
 
International equities43.2
 43.2
 
 
Fixed income166.8
 166.8
 
 
Private equity limited partnerships       
U.S. multi-strategy(1)
18.5
 
 
 18.5
International multi-strategy(2)
12.5
 
 
 12.5
Distressed opportunities2.4
 
 
 2.4
Real estate52.7
 
 
 52.7
Commingled funds(3)
       
Short-term money markets18.3
 
 
 
U.S. equities245.2
 
 
 
International equities122.3
 
 
 
Fixed income365.7
 
 
 
Pension plan assets subtotal1,860.3
 329.3
 693.4
 86.1
Other postretirement benefit plan assets:       
Mutual funds       
U.S. equities68.4
 68.4
 
 
International equities17.5
 17.5
 
 
Fixed income114.8
 114.8
 
 
Commingled funds(3)
       
Short-term money markets5.2
 
 
 
U.S. equities10.4
 
 
 
Other postretirement benefit plan assets subtotal216.3
 200.7
 
 
Due to brokers, net(4)
(1.1) 
 (1.1) 
Accrued income/dividends8.6
 8.6
 
 
Total pension and other postretirement benefit plan assets$2,084.1
 $538.6
 $692.3
 $86.1
(1)This class includes limited partnerships/fund of funds that invest in a diverse portfolio of private equity strategies, including buy-outs, venture capital, growth capital, special situations and secondary markets, primarily inside the United States. 
(2)This class includes limited partnerships/fund of funds that invest in diverse portfolio of private equity strategies, including buy-outs, venture capital, growth capital, special situations and secondary markets, primarily outside the United States.
(3)This class of investments is measured at fair value using the net asset value per share and has not been classified in the fair value hierarchy.
(4)This class represents pending trades with brokers.

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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2018:
 
Balance at
January 1, 
2018
 
Total gains or
losses (unrealized
/ realized)
 Purchases (Sales) 
Balance at
December 31,  2018
Private equity limited partnerships         
U.S. multi-strategy26.7
 2.4
 0.7
 (11.3) 18.5
International multi-strategy19.1
 (0.6) 
 (6.0) 12.5
Distressed opportunities3.2
 (0.8) 
 
 2.4
Real estate49.9
 1.7
 1.8
 (0.7) 52.7
Total$98.9
 $2.7
 $2.5
 $(18.0) $86.1

The table below sets forth a summary of unfunded commitments, redemption frequency and redemption notice periods for certain investments that are measured at fair value using the net asset value per share for the year ended December 31, 2018:2020:
(in millions)Fair ValueRedemption FrequencyRedemption Notice Period
Commingled Funds
Short-term money markets$86.4 Daily1 day
U.S. equities293.7 Daily1-5 days
International equities200.9 Monthly10-30 days
Fixed income337.6 Daily3 days
Total$918.6 
84
(in millions)Fair Value Redemption Frequency Redemption Notice Period
Commingled Funds     
Short-term money markets$23.5
 Daily 1 day
U.S. equities255.6
 Monthly 3 days
International equities122.3
 Monthly 10-30 days
Fixed income365.7
 Monthly 3 days
Total$767.1
    

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Fair Value Measurements at December 31, 2017:2019:
(in millions)December 31,
2019
Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other
Observable Inputs (Level 2)
Significant
Unobservable Inputs 
(Level 3)
Pension plan assets:
Cash$6.7 $6.7 $$
Fixed income securities
Government319.6 319.6 
Corporate651.8 651.8 
Mutual Funds
U.S. multi-strategy140.5 140.5 
International equities56.9 56.9 
Private equity limited partnerships(3)
U.S. multi-strategy(1)
14.0 
International multi-strategy(2)
8.5 
Distressed opportunities0.5 
Real Estate53.9 
Commingled funds(3)
Short-term money markets14.8 
U.S. equities305.9 
International equities148.1 
Fixed income351.8 
Pension plan assets subtotal2,073.0 204.1 971.4 
Other postretirement benefit plan assets:
Mutual funds
U.S. multi-strategy81.7 81.7 
International equities20.6 20.6 
Fixed income119.2 119.2 
Commingled funds(3)
Short-term money markets7.7 
U.S. equities12.1 
International equities20.1 
Other postretirement benefit plan assets subtotal261.4 221.5 
Due to brokers, net(4)
(2.8)(2.8)
Accrued income/dividends10.7 10.7 
Total pension and other postretirement benefit plan assets$2,342.3 $436.3 $968.6 $
(in millions)December 31,
2017
 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other
Observable Inputs (Level 2)
 
Significant
Unobservable Inputs 
(Level 3)
Pension plan assets:       
Cash$9.7
 $9.7
 $
 $
Equity securities       
U.S. equities0.3
 0.3
 
 
Fixed income securities       
Government143.4
 
 143.4
 
Corporate332.6
 
 332.6
 
Mutual Funds       
U.S. multi-strategy231.5
 231.5
 
 
International equities85.8
 85.8
 
 
Fixed income242.3
 242.3
 
 
Private equity limited partnerships       
U.S. multi-strategy(1)
26.7
 
 
 26.7
International multi-strategy(2)
19.1
 
 
 19.1
Distressed opportunities3.2
 
 
 3.2
Real Estate49.9
 
 
 49.9
Commingled funds(3)
       
Short-term money markets34.1
 
 
 
U.S. equities466.6
 
 
 
International equities265.1
 
 
 
Fixed income244.9
 
 
 
Pension plan assets subtotal2,155.2
 569.6
 476.0
 98.9
Other postretirement benefit plan assets:       
Mutual funds       
U.S. equities83.8
 83.8
 
 
International equities39.8
 39.8
 
 
Fixed income117.3
 117.3
 
 
Commingled funds(3)
       
Short-term money markets9.4
 
 
 
U.S. equities12.2
 
 
 
Other postretirement benefit plan assets subtotal262.5
 240.9
 
 
Due to brokers, net(4)
(2.5) 
 
 
Accrued investment income/dividends7.3
 
 
 
Total pension and other postretirement benefit plan assets$2,422.5
 $810.5
 $476.0
 $98.9
(1)This class includes limited partnerships/fund of funds that invest in a diverse portfolio of private equity strategies, including buy-outs, venture capital, growth capital, special situations and secondary markets, primarily inside the United States.
(2)This class includes limited partnerships/fund of funds that invest in a diverse portfolio of private equity strategies, including buy-outs, venture capital, growth capital, special situations and secondary markets, primarily outside the United States.
(3)This class of investments is measured at fair value using the net asset value per share and has not been classified in the fair value hierarchy.
(4)This class represents pending trades with brokers.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2017:2019:
Balance at
January 1, 2019
Transfers out
(Level 3)(1)
Balance at
December 31, 2019
Private equity limited partnerships
U.S. multi-strategy18.5 (18.5)
International multi-strategy12.5 (12.5)
Distress opportunities2.4 (2.4)
Real estate52.7 (52.7)
Total$86.1 $(86.1)$
 
Balance at
January 1, 
2017
 
Total gains or
losses (unrealized
/ realized)
 Purchases (Sales) 
Balance at
December 31, 
2017
Fixed income securities         
Other fixed income$0.1
 $(0.1) $
 $
 $
Private equity limited partnerships         
U.S. multi-strategy34.8
 2.1
 0.9
 (11.1) 26.7
International multi-strategy24.9
 1.1
 0.1
 (7.0) 19.1
Distress opportunities4.1
 0.4
 
 (1.3) 3.2
Real estate9.2
 (0.6) 42.1
 (0.8) 49.9
Total$73.1
 $2.9
 $43.1
 $(20.2) $98.9

(1)Level 3 assets from 2018 were reclassified in the 2019 presentation and included within the fair value hierarchy table as of December 31, 2019 as "Not Classified" investments for which fair value is measured using net asset value per share, consistent with the definitions described above.
The table below sets forth a summary of unfunded commitments, redemption frequency and redemption notice periods for certain investments that are measured at fair value using the net asset value per share for the year ended December 31, 2017:2019:
(in millions)Fair Value Redemption Frequency Redemption Notice Period
Commingled Funds     
Short-term money markets$43.5
 Daily 1 day
U.S. equities478.8
 Monthly 3 days
International equities265.1
 Monthly 14-30 days
Fixed income244.9
 Monthly 3 days
Total$1,032.3
    

(in millions)Fair ValueRedemption FrequencyRedemption Notice Period
Commingled Funds
Short-term money markets$22.5 Daily1 day
U.S. equities318.0 Monthly3 days
International equities168.2 Monthly10-30 days
Fixed income351.8 Daily3 days
Total$860.5 
 

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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Our Pension and Other Postretirement Benefit Plans’ Funded Status and Related Disclosure. The following table provides a reconciliation of the plans’ funded status and amounts reflected in our Consolidated Balance Sheets at December 31 based on a December 31 measurement date:
 Pension BenefitsOther Postretirement Benefits
(in millions)2020201920202019
Change in projected benefit obligation(1)
Benefit obligation at beginning of year$2,130.5 $1,981.3 $576.5 $492.5 
Service cost32.0 29.2 6.6 5.1 
Interest cost51.6 72.3 15.4 19.2 
Plan participants’ contributions0 4.1 4.8 
Plan amendments0 0 5.1 
Actuarial loss(2)
140.1 204.3 24.8 88.8 
Benefits paid(174.5)(156.6)(37.0)(39.5)
Estimated benefits paid by incurred subsidy0 0.4 0.5 
Spinoff to Eversource(121.3)0 
Projected benefit obligation at end of year$2,058.4 $2,130.5 $590.8 $576.5 
Change in plan assets
Fair value of plan assets at beginning of year$2,080.9 $1,867.7 $261.4 $216.3 
Actual return on plan assets329.9 366.8 36.3 56.9 
Employer contributions2.9 2.9 21.6 23.0 
Plan participants’ contributions0 4.1 4.7 
Benefits paid(174.6)(156.5)(37.0)(39.5)
Spinoff to Eversource(121.4)0 
Fair value of plan assets at end of year$2,117.7 $2,080.9 $286.4 $261.4 
Funded Status at end of year$59.3 $(49.6)$(304.4)$(315.1)
Amounts recognized in the statement of financial position consist of:
Noncurrent assets91.4 8.2 0 
Current liabilities(2.9)(3.0)(0.9)(0.8)
Noncurrent liabilities(29.2)(54.8)(303.5)(314.3)
Net amount recognized at end of year(3)
$59.3 $(49.6)$(304.4)$(315.1)
Amounts recognized in accumulated other comprehensive income or regulatory asset/liability(4)
Unrecognized prior service credit$0.3 $3.0 $(10.1)$(10.7)
Unrecognized actuarial loss497.2 652.8 116.4 118.4 
 Net amount recognized at end of year$497.5 $655.8 $106.3 $107.7 
 Pension Benefits Other Postretirement Benefits
(in millions)2018 2017 2018 2017
Change in projected benefit obligation(1)
       
Benefit obligation at beginning of year$2,192.6
 $2,165.8
 $556.3
 $529.0
Service cost31.3
 30.0
 5.0
 4.8
Interest cost67.1
 68.3
 17.6
 17.8
Plan participants’ contributions
 
 5.7
 5.7
Plan amendments0.2
 0.9
 0.1
 1.6
Actuarial (gain) loss(103.9) 98.3
 (51.7) 36.2
Settlement loss0.8
 1.6
 
 
Benefits paid(206.8) (172.3) (41.1) (39.3)
Estimated benefits paid by incurred subsidy
 
 0.6
 0.5
Projected benefit obligation at end of year$1,981.3
 $2,192.6
 $492.5
 $556.3
Change in plan assets       
Fair value of plan assets at beginning of year$2,160.0
 $1,750.9
 $262.5
 $231.4
Actual (loss) return on plan assets(88.4) 299.1
 (31.8) 33.1
Employer contributions2.9
 282.3
 21.0
 31.6
Plan participants’ contributions
 
 5.7
 5.7
Benefits paid(206.8) (172.3) (41.1) (39.3)
Fair value of plan assets at end of year$1,867.7
 $2,160.0
 $216.3
 $262.5
Funded Status at end of year$(113.6) $(32.6) $(276.2)
$(293.8)
Amounts recognized in the statement of financial position consist of:       
Noncurrent assets
 9.8
 
 
Current liabilities(3.0) (2.8) (0.8) (0.7)
Noncurrent liabilities(110.6) (39.6) (275.4) (293.1)
Net amount recognized at end of year(2)
$(113.6) $(32.6) $(276.2) $(293.8)
Amounts recognized in accumulated other comprehensive income or regulatory asset/liability(3)
       
Unrecognized prior service credit$3.2
 $2.5
 $(19.0) $(23.1)
Unrecognized actuarial loss761.2
 692.9
 75.3
 84.2
 Net amount recognized at end of year$764.4
 $695.4
 $56.3
 $61.1
(1)The change in benefit obligation for Pension Benefits represents the change in Projected Benefit Obligation while the change in benefit obligation for Other Postretirement Benefits represents the change in accumulated postretirement benefit obligation.
(2)The pension actuarial loss was primarily driven by the decrease in the discount rate, offset by the change in mortality assumptions. The other postretirement benefits loss was also primarily driven by a decrease in discount rates, offset by favorable claims experienced and a change in the mortality assumptions.
(3)We recognize our Consolidated Balance Sheets underfunded and overfunded status of our various defined benefit postretirement plans, measured as the difference between the fair value of the plan assets and the benefit obligation.
(3)We determined that for certain rate-regulated subsidiaries the future recovery of pension and other postretirement benefits costs is probable. These rate-regulated subsidiaries recorded regulatory assets and liabilities of $798.3$583.3 million and 0, respectively, as of December 31, 2020, and $739.1 million and $0.1 million, respectively, as of December 31, 2018, and $733.5 million and $0.1 million, respectively, as of December 31, 20172019 that would otherwise have been recorded to accumulated other comprehensive loss.
Our accumulated benefit obligation for our pension plans was $1,965.6$2,036.8 million and $2,170.4$2,111.5 million as of December 31, 20182020 and 2017,2019, respectively. The accumulated benefit obligation as of aat each date is the actuarial present value of benefits attributed by the pension benefit formula to employee service rendered prior to that date and based on current and past compensation levels. The accumulated benefit obligation differs from the projected benefit obligation disclosed in the table above in that it includes no assumptions about future compensation levels.
Our pension plans were underfunded by $113.6 million at December 31, 2018 comparedWe are required to being underfunded, in aggregate, by $32.6 million at December 31, 2017. The decline inreflect the funded status was due primarily to unfavorable asset returns offset by an increase in discount rates. We contributed $2.9 million and $282.3 million toof our pension and postretirement benefit plans in 2018on the Consolidated Balance Sheet. The funded status of the plans is measured as the difference between the plan assets' fair value and 2017, respectively.

the projected benefit
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

obligation. We present the noncurrent aggregate of all underfunded plans within "Accrued liability for postretirement and postemployment benefits." The portion of the amount by which the actuarial present value of benefits included in the projected benefit obligation exceeds the fair value of plan assets, payable in the next 12 months, is reflected in "Accrued compensation and other benefits." We present the aggregate of all overfunded plans within "Deferred charges and other."
Information for pension plans with a projected benefit obligation in excess of plan assets:
December 31,
2020(1)
2019
Accumulated Benefit Obligation$32.1 $1,473.9 
Funded Status
Projected Benefit Obligation32.1 1,492.9 
Fair Value of Plan Assets0 1,435.1 
Funded Status of Underfunded Pension Plans at End of Year$(32.1)$(57.8)
(1)As of December 31, 2020, only our nonqualified plans were underfunded. These plans have no assets as they are not funded until benefits are paid.
Information for pension plans with plan assets in excess of the projected benefit obligation:
December 31,
20202019
Accumulated Benefit Obligation$2,004.7 $637.6 
Funded Status
Projected Benefit Obligation2,026.3 637.6 
Fair Value of Plan Assets2,117.7 645.8 
Funded Status of Overfunded Pension Plans at End of Year$91.4 $8.2 
Our pension plans were overfunded, in aggregate, by $59.3 million at December 31, 2020 compared to being underfunded by $49.6 million at December 31, 2019. The improvement in the funded status was due primarily to favorable asset returns offset by a decrease in discount rates. We contributed $2.9 million to our pension plans in both 2020 and 2019.
Our other postretirement benefit plans were underfunded by $276.2$304.4 million at December 31, 20182020 compared to being underfunded by $293.8$315.1 million at December 31, 2017.2019. The improvementchange in funded status was primarily due to employer contributions and an increasefavorable asset returns offset by a decrease in discount rates, offset by unfavorable asset returns.rates. We contributed $21.0$21.6 million and $31.6$23.0 million to our other postretirement benefit plans in 20182020 and 2017,2019, respectively.
No amounts of our pension or other postretirement benefit plans’ assets are expected to be returned to us or any of our subsidiaries in 2018.
In 20182020 and 2017,2019, some of our qualified pension plans paid lump sum payouts in excess of the respective plan's service cost plus interest cost, thereby meeting the requirement for settlement accounting. We recorded settlement charges of $18.5$10.5 million and $13.7$9.5 million in 20182020 and 2017,2019, respectively. Net periodic pension benefit cost for 20182020 was increaseddecreased by $3.0$1.4 million as a result of the interim remeasurement.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
The following table provides the key assumptions that were used to calculate the pension and other postretirement benefits obligations for our various plans as of December 31:
 Pension Benefits Other Postretirement  Benefits
  
2018 2017 2018 2017
Weighted-average assumptions to Determine Benefit Obligation       
Discount Rate4.26% 3.58% 4.31% 3.67%
Rate of Compensation Increases4.00% 4.00% 
 
Health Care Trend Rates       
Trend for Next Year
 
 8.48% 8.52%
Ultimate Trend
 
 4.50% 4.50%
Year Ultimate Trend Reached
 
 2026
 2025
Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects:
(in millions)1% point increase 1% point decrease
Effect on service and interest components of net periodic cost$1.3
 $(1.1)
Effect on accumulated postretirement benefit obligation25.0
 (22.0)
 Pension BenefitsOther Postretirement  Benefits
  
2020201920202019
Weighted-average assumptions to Determine Benefit Obligation
Discount Rate2.38 %3.12 %2.49 %3.21 %
Rate of Compensation Increases4.00 %4.00 %0 
Interest Crediting Rates4.00 %4.00 %0 
Health Care Trend Rates
Trend for Next Year0 6.69 %6.68 %
Ultimate Trend0 4.50 %4.50 %
Year Ultimate Trend Reached — 20292028
We expect to make contributions of approximately $3.0$2.9 million to our pension plans and approximately $20.6$21.8 million to our postretirement medical and life plans in 2018.

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2021.
The following table provides benefits expected to be paid in each of the next five fiscal years, and in the aggregate for the five fiscal years thereafter. The expected benefits are estimated based on the same assumptions used to measure our benefit obligation at the end of the year and include benefits attributable to the estimated future service of employees:
(in millions)Pension Benefits Other
Postretirement Benefits
 Federal
Subsidy Receipts
(in millions)Pension BenefitsOther
Postretirement Benefits
Federal
Subsidy Receipts
Year(s)     Year(s)
2019$177.4
 $34.3
 $0.5
2020176.0
 35.0
 0.5
2021176.5
 35.7
 0.5
2021$218.8 $38.4 $0.4 
2022174.4
 36.0
 0.4
2022154.5 37.8 0.4 
2023166.5
 35.8
 0.4
2023149.2 37.3 0.4 
2024-2028748.7
 171.8
 1.7
20242024145.9 37.0 0.4 
20252025141.3 36.6 0.3 
2026-20302026-2030621.9 172.1 1.2 
The following table provides the components of the plans’ actuarially determined net periodic benefits cost for each of the three years ended December 31, 2018, 20172020, 2019 and 2016:2018:
 Pension BenefitsOther Postretirement
Benefits
(in millions)202020192018202020192018
Components of Net Periodic Benefit Cost(1)
Service cost$32.0 $29.2 $31.3 $6.6 $5.1 $5.0 
Interest cost51.6 72.3 67.1 15.4 19.2 17.6 
Expected return on assets(111.6)(108.8)(142.3)(14.4)(13.1)(14.9)
Amortization of prior service cost (credit)0.7 0.2 (0.4)(2.1)(3.2)(4.0)
Recognized actuarial loss33.8 45.2 40.6 4.9 2.0 3.8 
Settlement/curtailment loss10.5 9.5 18.5 1.5 
Total Net Periodic Benefits Cost$17.0 $47.6 $14.8 $11.9 $10.0 $7.5 
 Pension Benefits 
Other Postretirement
Benefits
(in millions)2018 2017 2016 2018 2017 2016
Components of Net Periodic Benefit Cost(1)
           
Service cost$31.3
 $30.0
 $30.7
 $5.0
 $4.8
 $5.0
Interest cost67.1
 68.3
 89.7
 17.6
 17.8
 22.0
Expected return on assets(142.3) (123.1) (132.9) (14.9) (15.9) (17.2)
Amortization of prior service cost (credit)(0.4) (0.7) (0.2) (4.0) (4.4) (4.9)
Recognized actuarial loss40.6
 52.9
 61.2
 3.8
 3.0
 3.1
Settlement loss18.5
 13.7
 
 
 
 
Total Net Periodic Benefits Cost$14.8
 $41.1
 $48.5
 $7.5
 $5.3
 $8.0
(1)Service cost is presented in "Operation and maintenance" on the Statements of Consolidated Income (Loss). Non-service cost components are presented within "Other, net."
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The following table provides the key assumptions that were used to calculate the net periodic benefits cost for our various plans:
 Pension Benefits Other Postretirement
Benefits
  
202020192018202020192018
Weighted-average Assumptions to Determine Net Periodic Benefit Cost
Discount rate - service cost3.39 %4.48 %3.79 %3.52 %4.59 %3.89 %
Discount rate - interest cost2.65 %3.84 %3.15 %2.76 %3.94 %3.27 %
Expected Long-Term Rate of Return on Plan Assets5.70 %6.10 %7.00 %5.67 %5.83 %5.80 %
Rate of Compensation Increases4.00 %4.00 %4.00 %0 
Interest Crediting Rates4.00 %4.00 %4.00 %0 
 Pension Benefits 
 Other Postretirement
Benefits
  
2018 2017 2016 2018 2017 2016
Weighted-average Assumptions to Determine Net Periodic Benefit Cost           
Discount rate - service cost(1)
3.79% 4.40% 4.24% 3.89% 4.58% 4.33%
Discount rate - interest cost(1)
3.15% 3.31% 4.24% 3.27% 3.48% 4.33%
Expected Long-Term Rate of Return on Plan Assets7.00% 7.25% 8.00% 5.80% 6.99% 7.85%
Rate of Compensation Increases4.00% 4.00% 4.00% 
 
 
(1)  In January 2017, we changed the method used to estimate the serviceWe assumed a 5.70% and interest components of net periodic benefit cost for pension and other postretirement benefits. This change, compared to the previous method, resulted in a decrease in the actuarially-determined service and interest cost components. Historically, we estimated service and interest cost utilizing a single weighted-average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. For fiscal 2017 and beyond, we now utilize a full yield curve approach to estimate these components by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows.

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We believe it is appropriate to assume a 7.00% and 5.80%5.67% rate of return on pension and other postretirement plan assets, respectively, for our calculation of 20182020 pension benefits cost. These rates arewere primarily based on asset mix and historical rates of return and were adjusted in the current year2020 due to anticipated changes in asset allocation and projected market returns.
The following table provides other changes in plan assets and projected benefit obligations recognized in other comprehensive income or regulatory asset or liability:
  
Pension BenefitsOther Postretirement
Benefits
(in millions)2020201920202019
Other Changes in Plan Assets and Projected Benefit Obligations Recognized in Other Comprehensive Income or Regulatory Asset or Liability
Net prior service cost$0 $$0 $5.1 
Net actuarial loss (gain)(78.2)(53.8)2.9 45.1 
Settlements/curtailments(10.5)(9.5)(1.5)
Less: amortization of prior service cost(0.7)(0.2)2.1 3.2 
Less: amortization of net actuarial loss(33.8)(45.2)(4.9)(2.0)
Less: gain attributable to spinoff to Eversource(33.1)0 0 0 
Less: prior service cost attributable to spinoff to Eversource(2.0)0 
Total Recognized in Other Comprehensive Income or Regulatory Asset or  Liability$(158.3)$(108.7)$(1.4)$51.4 
Amount Recognized in Net Periodic Benefits Cost and Other Comprehensive Income or Regulatory Asset or Liability$(141.3)$(61.1)$10.5 $61.4 

  
Pension Benefits 
Other Postretirement
Benefits
(in millions)2018 2017 2018 2017
Other Changes in Plan Assets and Projected Benefit Obligations Recognized in Other Comprehensive Income or Regulatory Asset or Liability       
Net prior service cost$0.2
 $0.9
 $0.1
 $1.6
Net actuarial loss (gain)127.5
 (76.1) (5.0) 18.9
Settlements(18.5) (13.7) 
 
Less: amortization of prior service cost0.4
 0.7
 4.0
 4.4
Less: amortization of net actuarial loss(40.6) (52.9) (3.8) (3.0)
Total Recognized in Other Comprehensive Income or Regulatory Asset or  Liability$69.0
 $(141.1) $(4.7) $21.9
Amount Recognized in Net Periodic Benefits Cost and Other Comprehensive Income or Regulatory Asset or Liability$83.8
 $(100.0) $2.8
 $27.2

Based on a December 31 measurement date, the net unrecognized actuarial loss, unrecognized prior service cost (credit), and unrecognized transition obligation that will be amortized into net periodic benefit cost during 2019 for the pension plans are $45.5 million, $0.2 million and zero, respectively, and for other postretirement benefit plans are $2.4 million, $(3.2) million and zero, respectively.

12.13.     Equity
We raise equity financing through a variety of programs including traditional common equity issuances, ATM issuances and preferred stock issuances. As of December 31, 2018, we had 400,000,000 shares of common stock and 20,000,000 shares of preferred stock authorized for issuance, of which 372,363,656 shares of common stock and 420,000 shares of preferred stock are currently outstanding.
Holders of shares of our common stock are entitled to receive dividends when, as and if declared by the Board out of funds legally available. The policy of the Board has been to declare cash dividends on a quarterly basis payable on or about the 20th day of February, May, August and November. We have paid quarterly common dividends totaling $0.78, $0.70 and $0.64 per share for the years ended December 31, 2018, 2017 and 2016, respectively. Our Board declared a quarterly common dividend of $0.20 per share, payable on February 20, 2019 to holders of record on February 11, 2019. We have certain debt covenants which could potentially limit the amount of dividends the Company could pay in order to maintain compliance with these covenants. Refer to Note 14,15, "Long-Term Debt," for more information. As of December 31, 2018,2020, these covenants did not restrict the amount of dividends that were available to be paid.
Dividends paid to preferred shareholders vary based on the series of preferred stock owned. Additional information is provided below. Holders of our shares of common stock are subject to the prior dividend rights of holders of our preferred stock or the
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depositary shares representing such preferred stock outstanding, and if full dividends have not been declared and paid on all outstanding shares of preferred stock in any dividend period, no dividend may be declared or paid or set aside for payment on our common stock.
Common and preferred stock activity for 20182020, 2019 and 20172018 is described further below:below.

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ATM Program and Forward Sale Agreements. On May 3, 2017, we entered into four4 separate equity distribution agreements, pursuant to which we were able to sell up to an aggregate of $500.0 million of our common stock.
On November 13, 2017, under the ATM program, we executed a forward agreement, which allowed us to issue a fixed number of shares at a price to be settled in the future. On November 6, 2018, the forward agreement was settled for $26.43 per share, resulting in $167.7 million of net proceeds. The equity distribution agreements entered into on May 3, 2017 expired December 31, 2018.
On November 1, 2018, we entered into five5 separate equity distribution agreements pursuant to which we were able to sell up to an aggregate of $500.0 million of our common stock. NaN of these agreements were then amended on August 1, 2019 and one was terminated, pursuant to which we may sell, from time to time, up to an aggregate of $500.0$434.4 million of our common stock.
On December 6, 2018, under the ATM program, described immediately above, we executed a forward agreement, which allowsallowed us to issue a fixed number of shares at a price to be settled in the future. From December 6, 2018 to December 10, 2018, 4,708,098 shares were borrowed from third parties and sold by the dealer at a weighted average price of $26.55 per share. We may settle this agreement in shares, cash, or net shares by December 6, 2019. Had we settled all the shares underOn November 21, 2019, the forward agreement at December 31, 2018, we would have received approximately $124.8was settled for $26.01 per share, resulting in $122.5 million based on aof net price of $26.51 per share.proceeds.
As of December 31, 2018,On August 12, 2019, under the ATM program, (includingwe executed a forward agreement, which allowed us to issue a fixed number of shares at a price to be settled in the impactsfuture. From August 12, 2019 to September 13, 2019, 3,714,400 shares were borrowed from third parties and sold by the dealer at a weighted average price of $29.26 per share. On December 11, 2019, the aforementioned forward sales agreement) had approximately $309.4agreement was settled for $28.83 per share, resulting in $107.1 million of net proceeds.
On August 6, 2020, under the ATM program, we executed a forward agreement, which allowed us to issue a fixed number of shares at a price to be settled in the future. From August 7, 2020 to September 3, 2020, 2,809,029 shares were borrowed from third parties and sold by the dealer at a weighted average price of $23.25 per share. On December 15, 2020, the forward agreement was settled for $22.77 per share, resulting in $64.0 million of net proceeds.
On September 4, 2020, under the ATM program, we executed a separate forward agreement, which allowed us to issue a fixed number of shares at a price to be settled in the future. From September 4, 2020 to September 16, 2020, 1,452,102 shares were borrowed from third parties and sold by the dealer at a weighted average price of $22.28 per share. On December 15, 2020, the forward agreement was settled for $21.82 per share, resulting in $31.7 million of net proceeds.
The equity available for issuance. The program expiresdistribution agreements entered into on November 1, 2018 and amended on August 1, 2019 expired December 31, 2020.
The following table summarizes our activity under the ATM program:
Year Ending December 31,202020192018
Number of shares issued8,459,430 8,422,498 8,883,014 
Average price per share$23.60 $27.75 $26.85 
Proceeds, net of fees (in millions)
$196.5 $229.1 $232.5 
Year Ending December 31,2018 2017 2016
Number of shares issued8,883,014
 11,931,376
 
Average price per share$26.85
 $26.58
 $
Proceeds, net of fees (in millions)
$232.5
 $314.7
 $
Private Placement of Common Stock. On May 4, 2018, we completed the sale of 24,964,163 shares of $0.01 par value common stock at a price of $24.28 per share in a private placement to selected institutional and accredited investors. The private placement resulted in $606.0 million of gross proceeds or $599.6 million of net proceeds, after deducting commissions and sale expenses. The common stock issued in connection with the private placement was registered on Form S-1, filed with the SEC on May 11, 2018.
Preferred Stock.On June 11, 2018, we completed the sale of 400,000 shares of 5.650% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (the "Series A Preferred Stock") at a price of $1,000 per share. The transaction resulted in $400.0 million of gross proceeds or $393.9 million of net proceeds, after deducting commissions and sale expenses. The Series A Preferred Stock was issued in a private placement pursuant to SEC Rule 144A. On December 13, 2018, we filed a
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registration statement with the SEC enabling holders to exchange their unregistered shares of Series A Preferred Stock for publicly registered shares with substantially identical terms.
Proceeds from the issuance of the Series A Preferred Stock were used to pay a portion of the notes tendered in June 2018 and the redemption of the remaining notes in July 2018. See Note 14, “Long-term Debt” for additional information regarding the tender offer and redemption.
Dividends on the Series A Preferred Stock accrue and are cumulative from the date the shares of Series A Preferred Stock were originally issued to, but not including, June 15, 2023 at a rate of 5.650% per annum of the $1,000 liquidation preference per share. On and after June 15, 2023, dividends on the Series A Preferred Stock will accumulate for each five year period at a percentage of the $1,000 liquidation preference equal to the five-year U.S. Treasury Rate plus (i) in respect of each five year period commencing on or after June 15, 2023 but before June 15, 2043, a spread of 2.843% (the “Initial Margin”), and (ii) in respect of each five year period commencing on or after June 15, 2043, the Initial Margin plus 1.000%. The Series A Preferred Stock may be redeemed by us at our option on June 15, 2023, or on each date falling on the fifth anniversary thereafter, or in connection with a ratings event (as defined in the Certificate of Designation of the Series A Preferred Stock).
As of December 31, 2020 and 2019, Series A Preferred Stock had $1.0 million of cumulative preferred dividends in arrears, or $2.51 per share.
Holders of Series A Preferred Stock generally have no voting rights, except for limited voting rights with respect to (i) potential amendments to our certificate of incorporation that would have a material adverse effect on the existing preferences, rights, powers or duties of the Series A Preferred Stock, (ii) the creation or issuance of any security ranking on a parity with the Series A Preferred

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Stock if the cumulative dividends payable on then outstanding Series A Preferred Stock are in arrears, or (iii) the creation or issuance of any security ranking senior to the Series A Preferred Stock. The Series A Preferred Stock does not have a stated maturity and is not subject to mandatory redemption or any sinking fund. The Series A Preferred Stock will remain outstanding indefinitely unless repurchased or redeemed by us. Any such redemption would be effected only out of funds legally available for such purposes and will be subject to compliance with the provisions of our outstanding indebtedness.
On December 5, 2018, we completed the sale of 20,000,000 depositary shares with an aggregate liquidation preference of $500,000,000 under the Company’s registration statement on Form S-3. Each depositary share represents 1/1,000th ownership interest in a share of our 6.500% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25,000 per share (equivalent to $25 per depositary share) (the “Series B Preferred Stock)Stock"). The transaction resulted in $500.0 million of gross proceeds or $486.1 million of net proceeds, after deducting commissions and sale expenses.
Dividends on the Series B Preferred Stock accrue and are cumulative from the date the shares of Series B Preferred Stock were originally issued to, but not including, March 15, 2024 at a rate of 6.500% per annum of the $25,000 liquidation preference per share. On and after March 15, 2024, dividends on the Series B Preferred Stock will accumulate for each five year period at a percentage of the $25,000 liquidation preference equal to the five-year U.S. Treasury Rate plus (i) in respect of each five year period commencing on or after March 15, 2024 but before March 15, 2044, a spread of 3.632% (the “Initial Margin”), and (ii) in respect of each five year period commencing on or after March 15, 2044, the Initial Margin plus 1.000%. The Series B Preferred Stock may be redeemed by us at our option on March 15, 2024, or on each date falling on the fifth anniversary thereafter, or in connection with a ratings event (as defined in the Certificate of Designation of the Series B Preferred Stock).
OnAs of December 27, 2018,31, 2020 and 2019, Series B Preferred Stock had $1.4 million of cumulative preferred dividends in arrears, or $72.23 per share.
In addition, we issued 20,000 shares of “Series B-1 Preferred Stock”, par value $0.01 per share, liquidation preference $0.01 per share, (“Series B-1 Preferred Stock”), as a distribution with respect to the Series B Preferred Stock. As a result, each of the depositary shares issued on December 5, 2018 now represents a 1/1,000th ownership interest in a share of Series B Preferred Stock and a 1/1,000th ownership interest in a share of Series B-1 Preferred Stock. The CompanyWe issued the Series B-1 Preferred Stock to enhance the voting rights of the Series B Preferred Stock to comply with the minimum voting rights policy of the New York Stock Exchange. The Series B-1 Preferred Stock is paired with the Series B Preferred Stock and may not be transferred, redeemed or repurchased except in connection with the simultaneous transfer, redemption or repurchase of a like number of shares of the underlying Series B Preferred Stock.
Holders of Series B Preferred Stock generally have no voting rights, except for limited voting rights with respect to (i) potential amendments to our certificate of incorporation that would have a material adverse effect on the existing preferences, rights, powers or duties of the Series B Preferred Stock, (ii) the creation or issuance of any security ranking on a parity with the Series B Preferred Stock if the cumulative dividends payable on then outstanding Series B Preferred Stock are in arrears, or (iii) the creation or issuance of any security ranking senior to the Series B Preferred Stock. In addition, if and whenever dividends on any shares of Series B Preferred Stock shall not have been declared and paid for at least six dividend periods, whether or not consecutive, the number of directors then constituting our Board of Directors shall automatically be increased by two until all
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accumulated and unpaid dividends on the Series B Preferred Stock shall have been paid in full, and the holders of Series B-1 Preferred Stock, voting as a class together with the holders of any outstanding securities ranking on a parity with the Series B-1 Preferred Stock and having like voting rights that are exercisable at the time and entitled to vote thereon, shall be entitled to elect the two additional directors. The Series B Preferred Stock does not have a stated maturity and is not subject to mandatory redemption or any sinking fund. The Series B Preferred Stock will remain outstanding indefinitely unless repurchased or redeemed by us. Any such redemption would be effected only out of funds legally available for such purposes and will be subject to compliance with the provisions of our outstanding indebtedness.
13.Share-Based Compensation

The following table summarizes preferred stock by outstanding series of shares:
Our stockholders most recently approved
Year ended December 31,December 31,December 31,
20202019201820202019
(in millions except shares and per share amounts)Liquidation Preference Per ShareSharesDividends Declared Per ShareOutstanding
5.650% Series A$1,000.00 400,000 $56.50 $56.50 $28.88 $393.9 $393.9 
6.500% Series B$25,000.00 20,000 $1,625.00 $1,674.65 $$486.1 $486.1 
Noncontrolling Interest in Consolidated Subsidiaries. In December 2020, NIPSCO and a tax equity partner completed their initial cash contributions into the Rosewater joint venture. Earnings, tax attributes and cash flows are allocated to both NIPSCO and the tax equity partner in varying percentages by category and over the life of the partnership. The tax equity partner's contributions, net of these allocations, is represented as a noncontrolling interest within total equity on the Consolidated Balance Sheets. Refer to Note 4, "Variable Interest Entities," for more information.
14.     Share-Based Compensation
Prior to May 19, 2020 we issued share-based compensation to employees and non-employee directors under the NiSource Inc. 2010 Omnibus Incentive Plan (“("2010 Omnibus Plan”Plan"), which was most recently approved by stockholders at the Annual Meeting of Stockholders held on May 12, 2015. The 2010 Omnibus Plan provided for awards to employees and non-employee directors of incentive and nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, cash-based awards and other stock-based awards and superseded the Director Stock Incentive Plan (“Director Plan”) with respect to grants made after the effective date of the 2010 Omnibus Plan.
The stockholders approved and adopted the NiSource Inc. 2020 Omnibus Incentive Plan ("2020 Omnibus Plan") at the Annual Meeting of Stockholders held on May 19, 2020. The 2020 Omnibus Plan provides for awards to employees and non-employee directors of incentive and nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, cash-based awards and other stock-based awards and supersedes the long-term incentive plan approved by stockholders on April 13, 1994 (“1994 Plan”) and2010 Omnibus Plan with respect to grants made after the Director Stock Incentive Plan (“Director Plan”). effective date of the 2020 Omnibus Plan.
The 2020 Omnibus Plan provides that the number of shares of common stock of NiSource available for awards is 8,000,00010,000,000 plus the number of shares subject to outstanding awards that expire or terminate for any reason that were granted under either the 19942020 Omnibus Plan, the 2010 Omnibus Plan or the Director Plan, plus the numberany other equity plan under which awards were outstanding as of shares that were awarded as a result of the Separation-related adjustments (discussed below).May 19, 2020. At December 31, 2018,2020, there were 3,793,55710,007,832 shares reservedavailable for future awards under the 2020 Omnibus Plan.

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We recognized stock-based employee compensation expense of $13.5 million, $16.3 million and $15.2 million, $15.3 millionduring 2020, 2019 and $15.1 million, during 2018, 2017 and 2016, respectively, as well as related tax benefits of $3.3 million, $4.0 million and $3.7 million, $5.9 million and $5.8 million, respectively. Additionally, we adopted ASU 2016-09 in the third quarter of 2016. We recognized related excess tax benefitsexpense from the distribution of vested share-based employee compensation of $0.4 million in 2020 and excess tax benefits of $0.8 million and $1.0 million $4.4 millionin 2019 and $7.2 million in 2018, 2017 and 2016, respectively.
As of December 31, 2018,2020, the total remaining unrecognized compensation cost related to non-vested awards amounted to $16.6$19.1 million, which will be amortized over the weighted-average remaining requisite service period of 1.71.9 years.
Restricted Stock Units and Restricted Stock. In 2018, weWe granted 235,100, 166,031, and 158,689 restricted stock units and shares of restricted stock to employees, subject to service conditions.conditions in 2020, 2019, and 2018, respectively. The total grant date fair value of the restricted stock units and shares of restricted stock during 2020, 2019, and 2018, respectively, was $6.1 million, $4.1 million, and $3.5 million based on the average market price of our common stock at the date of each grant less the present value of any dividends not received during the vesting period, which will be expensed over the vesting period which is generally three
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years. As of December 31, 2018, 154,7992020, 223,724, 135,170, and 119,333 non-vested restricted stock units and shares of restricted stock granted in 2020, 2019, and 2018, were outstanding as of December 31, 2018.
Restricted stock units and shares of restricted stock granted to employees in 2017 and 2016 were immaterial.respectively.
If an employee terminates employment before the service conditions lapse under the 2016, 20172018, 2019 or 20182020 awards due to (1) Retirementretirement or Disabilitydisability (as defined in the award agreement), or (2) death, the service conditions will lapse on the date of such termination with respect to a pro rata portion of the restricted stock units and shares of restricted stock based upon the percentage of the service period satisfied between the grant date and the date of the termination of employment. In the event of a change in control (as defined in the award agreement), all unvested shares of restricted stock and restricted stock units awarded will immediately vest upon termination of employment occurring in connection with a change in control. Termination due to any other reason will result in all unvested shares of restricted stock and restricted stock units awarded being forfeited effective on the employee’s date of termination.
A summary of our restricted stock unit award transactions for the year ended December 31, 2020 is as follows:
(shares)
Restricted Stock
Units
 
Weighted Average
Award Date Fair 
Value Per Unit ($)
(shares)Restricted Stock
Units
Weighted Average
Award Date Fair 
Value Per Unit ($)
Non-vested at December 31, 2017698,126
 15.09
Non-vested at December 31, 2019Non-vested at December 31, 2019302,606 23.49 
Granted158,689
 21.94
Granted235,100 25.77 
Forfeited(6,890) 21.42
Forfeited(38,220)24.18 
Vested(671,247) 14.91
Vested(21,259)24.68 
Non-vested at December 31, 2018178,678
 21.82
Non-vested at December 31, 2020Non-vested at December 31, 2020478,227 24.51 


Employee Performance Shares. In 2018, we awarded 514,338We granted 528,729 and 552,389 performance shares subject to service, performance and market-based vesting conditions in 2020 and 2019, respectively. We awarded 514,338 performance shares subject to similar service, performance and market conditions. The service conditions for these awards lapse on February 26, 2021. The performance period for the awards is the period beginning January 1, 2018 and ending December 31, 2020.in 2018. The performance conditions are based on the achievement of one non-GAAP financial measure, relative total shareholder return and additional operational measures as outlined below.
The financial measure is cumulative net operating earnings per share ("NOEPS"), which we define as income from continuing operations adjusted for certain unusual or non-recurring items. The number of cumulative NOEPS shares determined using this measure shall be increased or decreased based on our relative total shareholder return, a marketmarket-based vesting condition, which we define as the annualized growth in dividends and share price of a share of our common stock (calculated using a 20 trading day average of our closing price beginning on December 31, 2017 and ending on December 31, 2020)over the performance period, approximately) compared to the total shareholder return of a predetermined peer group of companies. A relative shareholder return result within the first quartile will result in an increase to the NOEPS shares of 25%, while a relative shareholder return result within the fourth quartile will result in a decrease of 25%. A Monte Carlo analysis was used to value the portion of these awards dependent on market conditions.the market-based vesting condition. The grant date fair value of the awards was $9.2 million,NOEPS shares is based on the average market price of NiSource’sour common stock at the date of each grant less the present value of dividends not received during the vesting period, which will be expensed over the three year requisite service period. Asperiod of December 31, 2018, 405,255 ofthree years. See table below for further details on these non-vested performance shares granted in 2018 remained outstanding.awards.
If a threshold level of cumulative NOEPS financial performance is achieved, additional operational measures, which we refer to as the customer value index,framework and which consists of equally weighted areas of focus, apply. Each area of focus represents an equal portion of the customer value framework shares, and the targets for all areas of focus must be met for the customer value framework shares to vest at 100%. The grant date fair value of the customer value framework shares is based on the average market price of our common stock on the grant date of each award less the present value of dividends not received during the vesting period, which will be expensed over the requisite service period of three years for those customer value framework shares that are granted. See table below for further details on these awards.
For the 2020 awards, the customer value framework consists of four equally weighted areas of focus including safety, customer satisfaction, culture and environmental, each representing 25% of the customer value framework shares. For the 2019 and 2018 awards, the customer value framework consists of five equally weighted areas of focus including safety, customer satisfaction, financial culture and environmental apply. Each area of focus representsall those noted for the 2020 awards, each representing 20% of the customer value index shares andframework shares.
For the targets for all areas must be met for these2018 awards, to be eligible for 100% payout of these awards. Individualindividual payout percentages for these shares may

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range from 0%-200% as determined by the compensation committee in its sole discretion. Due to this discretion, these shares are not considered to be granted under ASC
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718. The service inception date fair value of the awards was $2.4 million,is based on the closing market price of our common stock on the service inception date of each award. This value will be reassessed at each reporting period to be based on our closing market price of our common stock at the reporting period date with adjustments to expense recorded as appropriate. As
The following table presents details of December 31, 2018, 93,522 of thesethe performance awards that were issued in 2018 remained outstanding. Thedescribed above.
Award YearService Conditions Lapse datePerformance PeriodAward Conditions
Shares outstanding at 12/31/2020
(shares)
Grant Date Fair Value
(in millions)
202002/28/2301/01/2020-
12/31/2022
Non-GAAP Financial Measure392,619 $11.7 
Operational Measures90,604 $2.6 
201902/28/2201/01/2019-
12/31/2021
Non-GAAP Financial Measure384,680 $11.7 
Operational Measures88,769 $2.5 
201802/26/2101/01/2018-
12/31/2020
Non-GAAP Financial Measure347,479 $9.2 
Operational Measures(1)
80,185 $2.4 
(1) Grant date fair value amount represents the service conditions for these awards lapse on February 28, 2021.
In 2017, we granted 660,750 performance shares subject to service, performance and market conditions. The grantinception date fair value of thethese awards was $12.9 million, based on the average market priceas they are not yet granted.

A summary of our common stock at the date of each grant less the present value of dividends not received during the vesting period which will be expensed over the three year requisite service period. The performance conditions are based on achievement of non-GAAP financial measures similar to those discussed above: cumulative net operating earnings per shareaward transactions for the three-year period endingyear ended December 31, 2019 and relative total shareholder return (calculated using a 20 trading day average of our closing price beginning on December 31, 2016 and ending on December 31, 2019). As of December 31, 2018, 579,292 non-vested performance shares granted in 2017 remained outstanding. The service conditions for these awards lapse on February 28, 2020.2020 is as follows:
In 2016, we granted 647,305 performance shares subject to service, performance and market conditions. The grant date fair value of the awards was $12.6 million, based on the average market price of our common stock at the date of each grant less the present value of dividends not received during the vesting period which will be expensed over the three year requisite service period. Similar to the above grants, performance conditions for these awards are based on achievement of certain non-GAAP financial measures: cumulative net operating earnings per share for the three-year period ending December 31, 2018 and relative total shareholder return (calculated using a 20 trading day average of our closing price beginning on December 31, 2015 and ending on December 31, 2018). As of December 31, 2018, 556,649 non-vested performance shares granted in 2016 remained outstanding. The service conditions for these awards lapse on February 28, 2019.
(shares)Performance
Awards
Weighted Average
Grant Date Fair 
Value Per Unit ($)(1)
Non-vested at December 31, 20191,503,251 22.74 
Granted528,729 27.01 
Forfeited(118,716)25.63 
Vested(528,928)28.30 
Non-vested at December 31, 20201,384,336 25.09 
(shares)
Performance
Awards
 
Weighted Average
Grant Date Fair 
Value Per Unit ($)(1)
Non-vested at December 31, 20171,184,773
 19.52
Granted514,338
 22.51
Forfeited(64,393) 26.79
Vested
 
Non-vested at December 31, 20181,634,718
 20.45
(1)2018 performance shares awarded based on the customer value index are included at reporting date fair value as these awards have not been granted under ASC 718 as discussed above.
Non-employee Director Awards. As of May 11, 2010,19, 2020, awards to non-employee directors may be made only under the 2020 Omnibus Plan. Currently, restricted stock units are granted annually to non-employee directors, subject to a non-employee director’s election to defer receipt of such restricted stock unit award. The non-employee director’s annual award of restricted stock units vest on the first anniversary of the grant date subject to special pro-rata vesting rules in the event of retirement or disability (as defined in the award agreement), or death. The vested restricted stock units are payable as soon as practicable following vesting except as otherwise provided pursuant to the non-employee director’s election to defer.deferral election. Certain restricted stock units remain outstanding from the 2010 Omnibus Plan and the Director Plan. All such awards are fully vested and shall be distributed to the directors upon their separation from the Board.
As of December 31, 2018, 142,4142020, 210,273 restricted stock units are outstanding to non-employee directors under either the 2020 Omnibus Plan, the 2010 Omnibus Plan or the Director Plan. Of this amount, 53,42267,806 restricted stock units are unvested and expected to vest.
401(k) Match, Profit Sharing and Company Contribution. We have a voluntary 401(k) savings plan covering eligible employees that allows for periodic discretionary matches as a percentage of each participant’s contributions payable in cash for nonunion employees and generally payable in shares of NiSource common stock for union employees, subject to collective bargaining. We also have a retirement savings plan that provides for discretionary profit sharing contributions similarly payable in cash or shares of NiSource common stock to eligible employees based on earnings results;results, and eligible employees hired after
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January 1, 2010 receive a non-elective company contribution of 3% of eligible pay similarly payable in cash or shares of NiSource common stock.

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For the years ended December 31, 2018, 20172020, 2019 and 2016,2018, we recognized 401(k) match, profit sharing and non-elective contribution expense of $37.6$37.8 million, $37.6$37.5 million and $32.3$37.6 million, respectively.

15.     Long-Term Debt
Our long-term debt as of December 31, 2020 and 2019 is as follows:
Long-term debt type
Maturity as of December 31,
2020
Weighted average interest rate (%)
Outstanding balance as of December 31, (in millions)
20202019
Senior notes:
NiSourceDecember 20214.45 %0 63.6 
NiSourceNovember 20222.65 %0 500.0 
NiSourceFebruary 20233.85 %0 250.0 
NiSourceJune 20233.65 %0 350.0 
NiSourceAugust 20250.95 %1,250.0 
NiSourceNovember 20255.89 %0 265.0 
NiSourceMay 20273.49 %1,000.0 1,000.0 
NiSourceDecember 20276.78 %3.0 3.0 
NiSourceSeptember 20292.95 %750.0 750.0 
NiSourceMay 20303.60 %1,000.0 
NiSourceFebruary 20311.70 %750.0 
NiSourceDecember 20406.25 %152.6 250.0 
NiSourceJune 20415.95 %347.4 400.0 
NiSourceFebruary 20425.80 %250.0 250.0 
NiSourceFebruary 20435.25 %500.0 500.0 
NiSourceFebruary 20444.80 %750.0 750.0 
NiSourceFebruary 20455.65 %500.0 500.0 
NiSourceMay 20474.38 %1,000.0 1,000.0 
NiSourceMarch 20483.95 %750.0 750.0 
Total senior notes$9,003.0 $7,581.6 
Medium term notes:
NiSourceApril 2022 to May 20277.99 %$49.0 $49.0 
NIPSCOAugust 2022 to August 20277.61 %68.0 68.0 
Columbia of Massachusetts(1)
December 2025 to February 20286.37 %15.0 40.0 
Total medium term notes$132.0 $157.0 
Finance leases:
NiSource Corporate ServicesApril 2022 to January 20252.19 %49.4 22.3 
NIPSCONovember 20281.79 %16.0 
Columbia of OhioOctober 2021 to March 20446.16 %91.2 94.8 
Columbia of VirginiaJuly 2029 to November 20396.30 %18.4 19.1 
Columbia of KentuckyMay 20273.79 %0.3 0.3 
Columbia of PennsylvaniaAugust 2027 to May 20355.65 %19.7 20.7 
Columbia of MassachusettsN/A%0 44.3 
Total finance leases195.0 201.5 
Unamortized issuance costs and discounts$(86.9)$(70.5)
Total Long-Term Debt$9,243.1 $7,869.6 
(1)Rate increased from 6.30% in 2019 to 6.37% in 2020 in connection with debt redemptions described below.
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14.Long-Term Debt

Our long-term debt as of December 31, 2018 and 2017 is as follows:
Long-term debt typeMaturity as of December 31,
2018
Weighted average interest rate (%) 
Outstanding balance as of December 31, (in millions)
 2018 2017
Senior notes:      
NiSourceMarch 20186.40% 
 275.1
NiSourceJanuary 20196.80% 
 255.1
NiSourceSeptember 20205.45% 
 325.1
NiSourceDecember 20214.45% 63.6
 63.6
NiSourceMarch 20226.13% 
 180.0
NiSourceNovember 20222.65% 500.0
 500.0
NiSourceFebruary 20233.85% 250.0
 250.0
NiSourceJune 20233.65% 350.0
 
NiSourceNovember 20255.89% 265.0
 265.0
NiSourceMay 20273.49% 1,000.0
 1,000.0
NiSourceDecember 20276.78% 3.0
 3.0
NiSourceDecember 20406.25% 250.0
 250.0
NiSourceJune 20415.95% 400.0
 400.0
NiSourceFebruary 20425.80% 250.0
 250.0
NiSourceFebruary 20435.25% 500.0
 500.0
NiSourceFebruary 20444.80% 750.0
 750.0
NiSourceFebruary 20455.65% 500.0
 500.0
NiSourceMay 20474.38% 1,000.0
 1,000.0
NiSourceMarch 20483.95% 750.0
 750.0
Total senior notes   $6,831.6
 $7,516.9
Medium term notes:      
NiSourceApril 2022 to May 20277.99% $49.0
 $49.0
NIPSCOAugust 2022 to August 20277.61% 68.0
 68.0
Columbia of MassachusettsDecember 2025 to February 20286.30% 40.0
 40.0
Total medium term notes   $157.0
 $157.0
Capital leases:      
NIPSCOMay 20183.95% $
 $3.8
NiSource Corporate ServicesJanuary 2019 to October 20223.68% 11.6
 1.4
Columbia of OhioOctober 2021 to June 20386.33% 91.5
 88.5
Columbia of VirginiaJuly 2029 to December 20377.12% 15.2
 5.2
Columbia of KentuckyMay 20273.79% 0.3
 0.4
Columbia of PennsylvaniaAugust 2027 to June 20365.42% 30.0
 31.0
Columbia of MassachusettsDecember 2033 to November 20435.48% 45.7
 22.8
Total capital leases   194.3
 153.1
Pollution control bonds - NIPSCOApril 20195.85% 41.0
 41.0
Unamortized issuance costs and discounts   (68.5) $(71.5)
Total Long-Term Debt   $7,155.4
 $7,796.5






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Details of our 20182020 long-term debt related activity are summarized below:
On March 15, 2018,April 13, 2020, we redeemed $275.1 millioncompleted the issuance and sale of 6.40%$1.0 billion of 3.60% senior unsecured notes at maturity.maturing in 2030, which resulted in approximately $987.8 million of net proceeds after deducting commissions and expenses.
On August 18, 2020, we completed the issuance and sale of $1.25 billion of 0.95% senior unsecured notes maturing in 2025 and $750.0 million of 1.70% senior unsecured notes maturing in 2031, which resulted in approximately $1,980.4 million of net proceeds after deducting commissions and expenses.
In June 2018,August 2020, we executed a tender offeroffers for $209.0$969.3 million of outstanding notes consisting of a combination of our 6.80%4.45% notes due 2019, 5.45%2021, 2.65% notes due 2020, and 6.125%2022, 3.85% notes due 2022.2023, 3.65% notes due 2023, 6.25% notes due 2040, and 5.95% notes due 2041. In August and September 2020, we redeemed $609.3 million of outstanding notes representing the remainder of our 4.45% notes due 2021, 2.65% notes due 2022, 3.85% notes due 2023, and 3.65% notes due 2023 and all of our 5.89% notes due 2025. In conjunction with the debt retired, we recorded a $12.5$231.8 million loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums.
On June 11, 2018, we closed our private placementIn September 2020, Columbia of $350.0Massachusetts redeemed $25.0 million of 3.65% senior unsecured notes maturing in 2023 which resulted in approximately $346.6 million of net proceeds after deducting commissions and expenses. We used the net proceeds from this private placement to pay a portion of the redemption price for the notes subject to the tender offer described above.
In July 2018, we redeemed $551.1 million ofits outstanding notes representing the remainder of our 6.80%6.26% notes due 2019, 5.45% notes due 2020 and 6.125% notes due 2022. During2028. In conjunction with the third quarterdebt retired, Columbia of 2018, weMassachusetts recorded a $33.0an $11.7 million loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums. Under the terms of the Asset Purchase Agreement, Columbia of Massachusetts’ net working capital at the closing of the sale of the Massachusetts Business was increased by 50% of the debt extinguishment costs, which was approximately $5.3 million.
Details of our 20172019 long-term debt related activity are summarized below:
On March 27, 2017, we redeemed $30.0April 1, 2019, NIPSCO repaid $41.0 million of 7.86% and $2.0 million of 7.85% medium-term notes at maturity.
On April 3, 2017, we redeemed $12.0 million of 7.82%, $10.0 million of 7.92%, $2.0 million of 7.93% and $1.0 million of 7.94% medium-term notes at maturity.
On May 22, 2017, we closed our placement of $2.0 billion in aggregate principal amount of our senior notes, comprised of $1.0 billion of 3.49% senior notes due 2027 and $1.0 billion of 4.375% senior notes due 2047. Related to this placement, we settled $950.0 million of aggregate notional value forward-starting interest rate swaps, originally entered into to mitigate interest risk associated with the planned issuance of these notes. Refer to Note 9, "Risk Management Activities," for additional information.
During the second quarter of 2017, we executed a tender offer for $990.7 million of outstanding notes consisting of a combination of our 6.40% notes due 2018, 6.80% notes due 2019, 5.45% notes due 2020, and 6.125% notes due 2022. In conjunction with the debt retired, we recorded a $111.5 million loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums.
On June 12, 2017, NIPSCO redeemed $22.5 million of 7.59% medium-term notes at maturity.
On July 1, 2017, NIPSCO redeemed $55.0 million of 5.70%5.85% pollution control bonds at maturity.
On August 4, 2017, NIPSCO redeemed $5.0 million of 7.02% medium-term notes at maturity.
On September 14, 2017,12, 2019, we closed our placementcompleted the issuance and sale of $750.0 million of 3.95% senior notes due 2048. Related to this placement, we settled $750.0 million of aggregate notional value treasury lock agreements, originally entered into to mitigate the interest risk associated with the planned issuance of these notes. Refer to Note 9, "Risk Management Activities," for additional information.
On September 15, 2017, we redeemed $210.4 million of 5.25%2.95% senior unsecured notes at maturity.
On November 17, 2017, we closed our placement of $500.0maturing in 2029 which resulted in approximately $742.4 million of 2.65% senior notes due 2022 to repay a $500.0 million variable-rate term loan due March 29, 2019. Related to this placement, we settled $250.0 million of aggregate notional value treasury lock agreements originally entered into to mitigate the interest risk associated with the planned issuance of these notes. Refer to Note 9, “Risk Management Activities,” for additional information.net proceeds after deducting commissions and expenses.
See Note 18-A,20-A, "Contractual Obligations," for the outstanding long-term debt maturities at December 31, 2018.2020.
Unamortized debt expense, premium and discount on long-term debt applicable to outstanding bonds are being amortized over the life of such bonds.
We are subject to a financial covenant under our revolving credit facility which requires us to maintain a debt to capitalization ratio that does not exceed 70%. A similar covenant in a 2005 private placement note purchase agreement requires us to maintain a debt to capitalization ratio that does not exceed 75%. As of December 31, 2018,2020, the ratio was 61.4%62.5%.

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We are also subject to certain other non-financial covenants under the revolving credit facility. Such covenants include a limitation on the creation or existence of new liens on our assets, generally exempting liens on utility assets, purchase money security interests, preexisting security interests and an additional subset of assets equal to $150 million. An asset sale covenant generally restricts the sale, conveyance, lease, transfer or other disposition of our assets to those dispositions that are for a price not materially less than fair market of such assets, that would not materially impair our ability to perform obligations under the revolving credit facility, and that together with all other such dispositions, would not have a material adverse effect. The covenant also restricts dispositions to no more than 10% of our consolidated total assets on December 31, 2015. The revolving credit facility also includes a cross-default provision, which triggers an event of default under the credit facility in the event of an uncured payment default relating to any indebtedness of us or any of our subsidiaries in a principal amount of $50.0 million or more.
Our indentures generally do not contain any financial maintenance covenants. However, our indentures are generally subject to cross-default provisions ranging from uncured payment defaults of $5 million to $50 million, and limitations on the incurrence of liens on our assets, generally exempting liens on utility assets, purchase money security interests, preexisting security interests and an additional subset of assets capped at 10% of our consolidated net tangible assets.

15.Short-Term Borrowings
16.     Short-Term Borrowings
We generate short-term borrowings from our revolving credit facility, commercial paper program, letter of credit issuances, accounts receivable transfer programs and now-settled term loan borrowings. Each of these borrowing sources is described further below.
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We maintain a revolving credit facility to fund ongoing working capital requirements, including the provision of liquidity support for our commercial paper program, provide for issuance of letters of credit and also for general corporate purposes. Our revolving credit facility has a program limit of $1.85 billion and is comprised of a syndicate of banks led by Barclays. On February 20, 2019, we extended the termination date of our revolving credit facility to February 20, 2024. At December 31, 20182020 and 2017,2019, we had no0 outstanding borrowings under this facility.
Our commercial paper program has a program limit of up to $1.5 billion with a dealer group comprised of Barclays, Citigroup, Credit Suisse and Wells Fargo. At December 31, 2018 and 2017, weWe had $978.0$503.0 million and $869.0$570.0 million respectively, of commercial paper outstanding.
Asoutstanding as of December 31, 20182020 and 2017, we had issued $10.2 million and $11.1 million of stand-by letters of credit,2019, respectively. All stand-by letters of credit were under the revolving credit facility.
Transfers of accounts receivable are accounted for as secured borrowings resulting in the recognition of short-term borrowings on the Consolidated Balance Sheets in the amount of $399.2 million and $336.7 millionSheets. We had 0 transfers as of December 31, 20182020 and 2017,$353.2 million in transfers as of December 31, 2019, respectively. Refer to Note 17,19, "Transfers of Financial Assets," for additional information.
On April 18, 2018,1, 2020, we entered into a multiple-draw $600.0terminated and repaid in full our existing $850.0 million term loan agreement with a syndicate of banks led by MUFG Bank, Ltd. Theand entered into a new $850.0 million term loan matures April 17, 2019, at which point anyagreement with a syndicate of banks led by KeyBank National Association. Any and all outstanding borrowings under the term loan agreement are due.were due by March 31, 2021. Interest charged on borrowings dependsdepended on the variable rate structure we elected at the time of each borrowing. The available variable rate structures from which we could choose were defined in the term loan agreement. Under the agreement, we borrowed an initial tranche of $150.0$850.0 million on April 18, 20181, 2020 with an interest rate of LIBOR plus 5075 basis pointspoints. On October 14, 2020, we terminated and a second trancherepaid in full our $850.0 million term loan agreement with proceeds from the sale of $450.0 million on May 31, 2018 with an interest rate of LIBOR plus 55 basis points.the Massachusetts Business.
Short-term borrowings were as follows:
At December 31, (in millions)
2018 2017
At December 31, (in millions)
20202019
Commercial Paper weighted average interest rate of 2.96% and 1.97% at December 31, 2018 and 2017, respectively.
$978.0
 $869.0
Commercial Paper weighted-average interest rate of 0.27% and 2.03% at December 31, 2020 and 2019, respectively
Commercial Paper weighted-average interest rate of 0.27% and 2.03% at December 31, 2020 and 2019, respectively
$503.0 $570.0 
Accounts receivable securitization facility borrowings399.2
 336.7
Accounts receivable securitization facility borrowings0 353.2 
Term loan weighted-average interest rate of 3.07% at December 31, 2018600.0
 
Term loan interest rate of 2.40% at December 31, 2019Term loan interest rate of 2.40% at December 31, 20190 $850.0 
Total Short-Term Borrowings$1,977.2
 $1,205.7
Total Short-Term Borrowings$503.0 $1,773.2 
Other than for the term loan, revolving credit facility and certain commercial paper borrowings, cash flows related to the borrowings and repayments of the items listed above are presented net in the Statements of Consolidated Cash Flows as their maturities are less than 90 days.



17.    Leases
We adopted the provisions of ASC 842 beginning on January 1, 2019, using the transition method provided in ASU 2018-11, which was applied to all existing leases at that date. As such, results for reporting periods beginning after January 1, 2019 will be presented under ASC 842, while prior period amounts are reported in accordance with ASC 840. ASC 842 provides lessees the option of electing an accounting policy, by class of underlying asset, in which the lessee may choose not to separate nonlease components from lease components. We elected this practical expedient for our leases of fleet vehicles, IT assets and railcars. Adoption of this standard resulted in the recording of additional lease liabilities and corresponding ROU assets of $57.0 million on our Consolidated Balance Sheets as of January 1, 2019. The standard had no material impact on our Statements of Consolidated Income (Loss) or our Statements of Consolidated Cash Flows.
Lease Descriptions. We are the lessee for substantially all of our leasing activity, which includes operating and finance leases for corporate and field offices, railcars, fleet vehicles and certain IT assets. Our corporate and field office leases have remaining lease terms between 1 and 23 years with options to renew the leases for up to 25 years. We lease railcars to transport coal to and from our electric generation facilities in Indiana. Our railcars are specifically identified in the lease agreements and have lease terms between 1 and 2 years with options to renew for 1 year. Our fleet vehicles include trucks, trailers and equipment that have been customized specifically for use in the utility industry. We lease fleet vehicles on 1 year terms, after which we have the option to extend on a month-to-month basis or terminate with written notice. ROU assets and liabilities on our Consolidated Balance Sheets do not include obligations for possible fleet vehicle lease renewals beyond the initial lease term. While we have the ability to renew these leases beyond the initial term, we are not reasonably certain (as that term is defined in ASC 842) to do
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so. We lease the majority of our IT assets under 4 year lease terms. Ownership of leased IT assets is transferred to us at the end of the lease term.
16.Fair Value
We have not provided material residual value guarantees for our leases, nor do our leases contain material restrictions or covenants. Lease contracts containing renewal and termination options are mostly exercisable at our sole discretion. Certain of our real estate and railcar leases include renewal periods in the measurement of the lease obligation if we have deemed the renewals reasonably certain to be exercised.
With respect to service contracts involving the use of assets, if we have the right to direct the use of the asset and obtain substantially all economic benefits from the use of an asset, we account for the service contract as a lease. Unless specifically provided to us by the lessor, we utilize NiSource's collateralized incremental borrowing rate commensurate to the lease term as the discount rate for all of our leases.
Lease costs for the years ended December 31, 2020 and December 31, 2019 are presented in the table below. These costs include both amounts recognized in expense and amounts capitalized as part of the cost of another asset. Income statement presentation for these costs (when ultimately recognized on the income statement) is also included:
Year Ended December 31, (in millions)
Income Statement Classification20202019
Finance lease cost
Amortization of right-of-use assetsDepreciation and amortization$23.4 $15.5 
Interest on lease liabilitiesInterest expense, net11.1 11.3 
Total finance lease cost34.5 26.8 
Operating lease costOperation and maintenance20.3 17.9 
Short-term lease costOperation and maintenance0 1.0 
Total lease cost$54.8 $45.7 
Our right-of-use assets and liabilities are presented in the following lines on the Consolidated Balance Sheets:
At December 31, (in millions)
Balance Sheet Classification20202019
Assets
Finance leasesNet Property, Plant and Equipment$176.8 $179.5 
Operating leasesDeferred charges and other39.9 64.2
Total leased assets216.7 243.7
Liabilities
Current
Finance leasesCurrent portion of long-term debt23.3 13.4
Operating leasesOther accruals10.3 13.2
Noncurrent
Finance leasesLong-term debt, excluding amounts due within one year171.7 188.1
Operating leasesOther noncurrent liabilities29.9 51.6
Total lease liabilities$235.2 $266.3 
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
Other pertinent information related to leases was as follows:
Year Ended December 31, (in millions)
20202019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows used for finance leases$11.1 $11.3 
Operating cash flows used for operating leases20.2 17.9
Financing cash flows used for finance leases18.4 10.6
Right-of-use assets obtained in exchange for lease obligations
Finance leases59.3 26.4
Operating leases$10.9 $13.4 
December 31, 2020December 31, 2019
Weighted-average remaining lease term (years)
Finance leases11.214.8
Operating leases8.09.2
Weighted-average discount rate
Finance leases5.1 %5.9 %
Operating leases4.0 %4.3 %
Maturities of our lease liabilities as of December 31, 2020 were as follows:
As of December 31, 2020, (in millions)
TotalFinance LeasesOperating Leases
2021$44.4 $32.7 $11.7 
202237.4 32.2 5.2 
202333.5 28.8 4.7 
202425.3 20.8 4.5 
202519.8 16.1 3.7 
Thereafter152.3 134.1 18.2 
Total lease payments312.7 264.7 48.0 
Less: Imputed interest(77.5)(69.7)(7.8)
Total235.2 195.0 40.2 
Reported as of December 31, 2020
Short-term lease liabilities33.6 23.3 10.3 
Long-term lease liabilities201.6 171.7 29.9 
Total lease liabilities$235.2 $195.0 $40.2 
There were no leases signed but not yet commenced as ofDecember 31, 2020.
Disclosures Related to Periods Prior to Adoption of ASC 842. We lease assets in several areas of our operations including fleet vehicles and equipment, rail cars for coal delivery and certain operations centers. Payments made in connection with operating leases were $49.1 million in 2018, and were primarily charged to operation and maintenance expense as incurred.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
18.    Fair Value
A.Fair Value Measurements
Recurring Fair Value Measurements. The following tables present financial assets and liabilities measured and recorded at fair value on our Consolidated Balance Sheets on a recurring basis and their level within the fair value hierarchy as of December 31, 20182020 and December 31, 2017:2019:
 
Recurring Fair Value Measurements
December 31, 2020 (in millions)
Recurring Fair Value Measurements
December 31, 2020 (in millions)
Quoted Prices
in Active Markets
for Identical Assets
(Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Balance as of
December 31, 2020
AssetsAssets
Recurring Fair Value Measurements
December 31, 2018 (in millions)
Quoted Prices
in Active Markets
for Identical Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Balance as of
December 31, 2018
Assets       
Risk management assets$
 $24.0
 $
 $24.0
Risk management assets$$13.2 $$13.2 
Available-for-sale securities
 138.3
 
 138.3
Available-for-sale securities170.9 170.9 
Total$
 $162.3
 $
 $162.3
Total$0 $184.1 $0 $184.1 
Liabilities       Liabilities
Risk management liabilities$
 $51.7
 $
 $51.7
Risk management liabilities$$222.8 $$222.8 
Total$
 $51.7
 $
 $51.7
Total$0 $222.8 $0 $222.8 
 
Recurring Fair Value Measurements
December 31, 2019 (in millions)
Quoted Prices
in Active Markets
for Identical Assets
(Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Balance as of
December 31, 2019
Assets
Risk management assets$$4.4 $$4.4 
Available-for-sale securities154.2 154.2 
Total$0 $158.6 $0 $158.6 
Liabilities
Risk management liabilities$$146.6 $$146.6 
Total$0 $146.6 $0 $146.6 
Recurring Fair Value Measurements
December 31, 2017 (in millions)
Quoted Prices
in Active Markets
for Identical Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Balance as of
December 31, 2017
Assets       
Risk management assets$
 $21.1
 $
 $21.1
Available-for-sale securities
 133.9
 
 133.9
Total$
 $155.0
 $
 $155.0
Liabilities       
Risk management liabilities$
 $71.4
 $0.3
 $71.7
Total$
 $71.4
 $0.3
 $71.7
Risk Management Assets and Liabilities. Risk management assets and liabilities include interest rate swaps, exchange-traded NYMEX futures and NYMEX options and non-exchange-based forward purchase contracts. When utilized, exchange-traded derivative contracts are based on unadjusted quoted prices in active markets and are classified within Level 1. These financial assets and liabilities are secured with cash on deposit with the exchange; therefore, nonperformance risk has not been incorporated into these valuations. Certain non-exchange-traded derivatives are valued using broker or over-the-counter, on-line exchanges. In such cases, these non-exchange-traded derivatives are classified within Level 2. Non-exchange-based derivative instruments include swaps, forwards, options and treasury lock agreements.options. In certain instances, these instruments may utilize models to measure fair value. We use a similar model to value similar instruments. Valuation models utilize various inputs that include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, other observable inputs for the asset or liability and market-corroborated inputs, (i.e., inputs derived principally from or corroborated by observable market data by correlation or other means). Where observable inputs are available for substantially the full term of the asset or liability, the instrument is categorized within Level 2. Certain derivatives trade in less active markets with a lower availability of pricing information and models may be utilized in the valuation. When such inputs have a significant impact on the measurement of fair value, the instrument is categorized within Level 3. Credit risk is considered in the fair value calculation of derivative instruments that are not exchange-traded. Credit exposures are adjusted to reflect collateral agreements whichthat reduce exposures. As of

December 31, 2020 and 2019, there were 0 material transfers between fair
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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

December 31, 2018 and 2017, there were no material transfers between fair value hierarchies. Additionally, there were no changes in the method or significant assumptions used to estimate the fair value of our financial instruments.
We have entered into forward-starting interest rate swaps to hedge the interest rate risk on coupon payments of forecasted issuances of long-term debt. These derivatives are designated as cash flow hedges. Credit risk is considered in the fair value calculation of each agreement.of our forward-starting interest rate swaps, as described in Note 10, "Risk Management Activities." As they are based on observable data and valuations of similar instruments, the hedges are categorized within Level 2 of the fair value hierarchy. There was no exchange of premium at the initial date of the swaps, and we can settle the contracts at any time. For additional information, see Note 9, "Risk Management Activities."
NIPSCO has entered into long-term forward natural gas purchase instruments that range from five to ten years to lock in a fixed price for its natural gas customers. We value these contracts using a pricing model that incorporates market-based information when available, as these instruments trade less frequently and are classified within Level 2 of the fair value hierarchy. For additional information see Note 9,10, “Risk Management Activities.”
Available-for-Sale Debt Securities. Available-for-sale debt securities are investments pledged as collateral for trust accounts related to our wholly-owned insurance company. Available-for-sale securities are included within “Other investments” in the Consolidated Balance Sheets. We value U.S. Treasury, corporate debt and mortgage-backed securities using a matrix pricing model that incorporates market-based information. These securities trade less frequently and are classified within Level 2. Total
We adopted ASC 326 effective January 1, 2020. See "Recently Adopted Accounting Pronouncements" in Note 2, "Recent Accounting Pronouncements," for more information about ASC 326. Upon adoption of ASC 326, our available-for-sale debt securities impairments are recognized periodically using an allowance approach instead of an 'other than temporary' impairment model. At each reporting date, we utilize a quantitative and qualitative review process to assess the impairment of available-for-sale debt securities at the individual security level. For securities in a loss position, we evaluate our intent to sell or whether it is more-likely-than-not that we will be required to sell the security prior to the recovery of its amortized cost. If either criteria is met, the loss is recognized in earnings immediately, with the offsetting entry to the carrying value of the security. If both criteria are not met, we perform an analysis to determine whether the unrealized gainsloss is related to credit factors. The analysis focuses on a variety of factors that include, but are not limited to, downgrade on ratings of the security, defaults in the current reporting period or projected defaults in the future, the security's yield spread over treasuries, and losses from available-for-sale securities areother relevant market data. If the unrealized loss is not related to credit factors, it is included in other comprehensive income. If the unrealized loss is related to credit factors, the loss is recognized as credit loss expense in earnings during the period, with an offsetting entry to the allowance for credit losses. The amount of the credit loss recorded to the allowance account is limited by the amount at which security's fair value is less than its amortized cost basis. If the credit losses in the allowance for credit losses are deemed uncollectible, the allowance on the uncollectible portion will be charged off, with an offsetting entry to the carrying value of the security. Subsequent improvements to the estimated credit losses of available-for-sale debt securities will be recognized immediately in earnings instead of over-time as they would under historic guidance. During the year ended December 31, 2020, we recorded $0.5 million as an allowance for credit losses on available-for-sale debt securities as a result of the analysis described above. Continuous credit monitoring and portfolio credit balancing mitigates our risk of credit losses on our available-for-sale debt securities.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
The amortized cost, gross unrealized gains and losses, allowance for credit losses, and fair value of available-for-sale securities at December 31, 20182020 and 20172019 were:
December 31, 2020 (in millions)
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses(1)
Allowance for Credit LossesFair Value
Available-for-sale debt securities
U.S. Treasury debt securities$33.7 $0.3 $$$34.0 
Corporate/Other debt securities130.2 7.7 (0.5)(0.5)136.9 
Total$163.9 $8.0 $(0.5)$(0.5)$170.9 
December 31, 2019 (in millions)
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses(2)
Allowance for Credit LossesFair Value
Available-for-sale debt securities
U.S. Treasury debt securities$31.4 $0.1 $(0.1)$$31.4 
Corporate/Other debt securities118.7 4.2 (0.1)122.8 
Total$150.1 $4.3 $(0.2)$0 $154.2 
December 31, 2018 (in millions)
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 Fair Value
Available-for-sale securities       
U.S. Treasury debt securities$23.6
 $0.1
 $(0.1) $23.6
Corporate/Other debt securities117.7
 0.4
 (3.4) 114.7
Total$141.3
 $0.5
 $(3.5) $138.3
        
December 31, 2017 (in millions)
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 Fair Value
Available-for-sale securities       
U.S. Treasury debt securities$26.9
 $
 $(0.1) $26.8
Corporate/Other debt securities106.8
 0.9
 (0.6) 107.1
Total$133.7
 $0.9
 $(0.7) $133.9
(1) Fair value of U.S. Treasury debt securities and Corporate/Other debt securities in an unrealized loss position without an allowance for credit losses is $0 and $13.2 million, respectively, at December 31, 2020.
(2) Fair value of U.S. Treasury debt securities and Corporate/Other debt securities in an unrealized loss position without an allowance for credit losses is $17.2 million and $12.2 million, respectively, at December 31, 2019.
Realized gains and losses on available-for-sale securities were immaterial for the year-ended December 31, 20182020 and 2017.2019.
The cost of maturities sold is based upon specific identification. At December 31, 2018,2020, approximately $2.9$4.9 million of U.S. Treasury debt securities and approximately $2.7$4.3 million of Corporate/Other debt securities have maturities of less than a year.
There are no material items in the fair value reconciliation of Level 3 assets and liabilities measured at fair value on a recurring basis for the years ended December 31, 20182020 and 2017.2019.
Non-recurring Fair Value Measurements. There were no significant non-recurringWe measure the fair value measurements recorded duringof certain assets on a non-recurring basis, typically annually or when events or changes in circumstances indicate that the twelve monthscarrying amount of the assets may not be recoverable. These assets include goodwill and other intangible assets.
The sale of the Massachusetts Business occurred on October 9, 2020, and the assets and liabilities of the Massachusetts Business were measured at fair value, less costs to sell. Our estimated total pre-tax loss for the year ended December 31, 2018.2020 is $412.4 million.
At December 31, 2019, we recorded an impairment charge of $204.8 million for goodwill and an impairment charge of $209.7 million for franchise rights, in each case related to Columbia of Massachusetts. For additional information, see Note 7, “Goodwill and Other Intangible Assets.”
B.         Other Fair Value Disclosures for Financial Instruments. The carrying amount of cash and cash equivalents, restricted cash, notes receivable, customer deposits and short-term borrowings is a reasonable estimate of fair value due to their liquid or short-term nature. Our long-term borrowings are recorded at historical amounts.
The following method and assumptions were used to estimate the fair value of each class of financial instruments.
Long-term debt. The fair value of outstanding long-term debt is estimated based on the quoted market prices for the same or similar securities. Certain premium costs associated with the early settlement of long-term debt are not taken into consideration

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

in determining fair value. These fair value measurements are classified within Level 2 of the fair value hierarchy. For the years ended December 31, 20182020 and 2017,2019, there was no change in the method or significant assumptions used to estimate the fair value of long-term debt.
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Notes to Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
The carrying amount and estimated fair values of these financial instruments were as follows:
At December 31, (in millions)
Carrying
Amount
2020
Estimated
Fair Value
2020
Carrying
Amount
2019
Estimated
Fair Value
2019
Long-term debt (including current portion)$9,243.1 $11,034.2 $7,869.6 $8,764.4 

19.     Transfers of Financial Assets
At December 31, (in millions)
Carrying
Amount
2018
 
Estimated
Fair Value
2018
 
Carrying
Amount
2017
 
Estimated
Fair Value
2017
Long-term debt (including current portion)$7,155.4
 $7,228.3
 $7,796.5
 $8,603.4

17.Transfers of Financial Assets


Columbia of Ohio, NIPSCO and Columbia of Pennsylvania each maintain a receivables agreement whereby they transfer their customer accounts receivables to third party financial institutions through wholly-owned and consolidated special purpose entities. The three3 agreements expire between March 2019May 2021 and October 20192021 and may be further extended if mutually agreed to by the parties thereto.
All receivables transferred to third parties are valued at face value, which approximates fair value due to their short-term nature. The amount of the undivided percentage ownership interest in the accounts receivables transferred is determined in part by required loss reserves under the agreements.
Transfers of accounts receivable are accounted for as secured borrowings resulting in the recognition of short-term borrowings on the Consolidated Balance Sheets. As of December 31, 2018,2020, the maximum amount of debt that could be recognized related to our accounts receivable programs is $455.0$380.0 million.
The following table reflects the gross receivables balance and net receivables transferred as well as short-term borrowings related to the securitization transactions as of December 31, 20182020 and 2017:2019:
At December 31, (in millions)
2018 2017
At December 31, (in millions)
20202019
Gross Receivables$694.4
 $635.3
Less: Receivables not transferred295.2
 298.6
Gross receivablesGross receivables$607.7 $569.1 
Less: receivables not transferredLess: receivables not transferred607.7 215.9 
Net receivables transferred$399.2
 $336.7
Net receivables transferred$0 $353.2 
Short-term debt due to asset securitization$399.2
 $336.7
Short-term debt due to asset securitization$0 $353.2 
During 20182020 and 2017, $62.52019, $353.2 million and $26.7$46.0 million, respectively, was recorded as cash flows fromused for financing activities related to the change in short-term borrowings due to securitization transactions. Fees associated with the securitization transactions were $2.6 million $2.5 million and $2.3 million for the years ended December 31, 2018, 20172020, 2019 and 2016, respectively. We2018. Columbia of Ohio, NIPSCO and Columbia of Pennsylvania remain responsible for collecting on the receivables securitized, and the receivables cannot be transferred to another party.



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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

18.20.    Other Commitments and Contingencies

A.    Contractual Obligations. We have certain contractual obligations requiring payments at specified periods. The obligations include long-term debt, lease obligations, energy commodity contracts and obligations for various services including pipeline capacity and outsourcing of IT services. The total contractual obligations in existence at December 31, 20182020 and their maturities were:
(in millions)Total20212022202320242025After
Long-term debt (1)
$9,135.0 $$30.0 $$$1,260.0 $7,845.0 
Interest payments on long-term debt6,046.3 336.3 335.7 334.1 334.1 334.1 4,372.0 
Finance leases(2)
264.7 32.7 32.2 28.8 20.8 16.1 134.1 
Operating leases(3)
48.0 11.7 5.2 4.7 4.5 3.7 18.2 
Energy commodity contracts42.1 42.1 
Service obligations:
Pipeline service obligations(4)
1,495.6 468.7 422.5 256.0 150.5 56.2 141.7 
IT service obligations240.3 74.9 74.0 38.1 30.5 22.8 
Other service obligations(5)
12.6 12.6 
Other liabilities(6)
116.9 26.0 0.8 90.1 
Total contractual obligations$17,401.5 $1,005.0 $900.4 $751.8 $540.4 $1,692.9 $12,511.0 
(in millions)Total 2019 2020 2021 2022 2023 After
Long-term debt (1)
$7,029.6
 $41.0
 $
 $63.6
 $530.0
 $600.0
 $5,795.0
Capital leases(2)
322.4
 23.0
 22.5
 22.6
 22.1
 19.8
 212.4
Interest payments on long-term debt6,311.7
 319.8
 318.6
 318.6
 315.0
 289.0
 4,750.7
Operating leases(3)
45.9
 11.0
 7.3
 6.1
 4.2
 2.8
 14.5
Energy commodity contracts154.3
 99.2
 55.1
 
 
 
 
Service obligations:

            
Pipeline service obligations3,566.7
 592.3
 487.7
 450.5
 437.5
 260.8
 1,337.9
IT service obligations211.0
 68.3
 60.0
 47.1
 35.6
 
 
Other service obligations86.7
 33.5
 43.6
 9.6
 
 
 
Other liabilities24.2
 24.2
 
 
 
 
 
Total contractual obligations$17,752.5
 $1,212.3
 $994.8
 $918.1
 $1,344.4
 $1,172.4
 $12,110.5
(1) Long-term debt balance excludes unamortized issuance costs and discounts of $68.5$86.9 million.
(2) Capital Finance lease payments shown above are inclusive of interest totaling $114.6$69.7 million.
(3) Operating lease payments shown above are inclusive of interest totaling $7.8 million. Operating lease balances do not include amountsobligations for possible fleet leases that can be renewedvehicle lease renewals beyond the initial lease term. The Company anticipates renewingWhile we have the ability to renew these leases beyond the initial term, but the anticipated payments associated with the renewals do not meet the definition of expected minimum lease payments and thereforewe are not included above. Expectedreasonably certain (as that term is defined in ASC 842) to do so as they are renewed month-to-month after the first year. If we were to continue the fleet vehicle leases outstanding at December 31, 2020, payments are $26.7 million in 2019, $22.4 million in 2020, $16.6would be $30.0 million in 2021, $12.3$27.7 million in 2022, $9.3$24.9 million in 2023, $22.0 million in 2024, $19.0 million in 2025 and $8.8$21.5 million thereafter.
Operating and Capital Lease Commitments.We lease assets(4)In February 2021, the demand rate increased for our pipeline service obligations, resulting in several areasa total increase of our operations including fleet vehicles and equipment, rail cars for coal delivery and certain operations centers. Payments made in connection with operating leases were $49.1$638.6 million in 2018, $49.5 millionaddition to our future pipeline service obligations shown above.
(5)On February 9, 2021, a rail transportation contract for the transportation of coal was fully executed between NIPSCO and a counterparty, replacing the prior agreement. The minimum coal tonnage shipment commitment for 2021 was eliminated under the new agreement, reducing our contractual obligation for 2021 by $12.1 million.
(6)Other liabilities shown above are inclusive of the Rosewater Developer payment due in 2017 and $52.0 million in 2016, and are primarily charged to operation and maintenance expense as incurred. Capital lease assets and related accumulated depreciation included in the Consolidated Balance Sheets were $213.9 million and $37.1 million at December 31, 2018, and $171.2 million and $32.4 million at December 31, 2017, respectively.2023.
Purchase and Service Obligations. We have entered into various purchase and service agreements whereby we are contractually obligated to make certain minimum payments in future periods. Our purchase obligations are for the purchase of physical quantities of natural gas, electricity and coal. Our service agreements encompass a broad range of business support and maintenance functions which are generally described below.
Our subsidiaries have entered into various energy commodity contracts to purchase physical quantities of natural gas, electricity and coal. These amounts represent the minimum quantitiesquantity of these commodities we are obligated to purchase at both fixed and variable prices. To the extent contractual purchase prices are variable, obligations disclosed in the table above are valued at market prices as of December 31, 2018.2020.
In July 2008, the IURC issued an order approving NIPSCO’sNIPSCO has power purchase power agreements with subsidiariesarrangements representing a total of Iberdrola Renewables, Buffalo Ridge I LLC and Barton Windpower LLC. These agreements provide NIPSCO the opportunity and obligation to purchase up to 100500 MW of wind power, generated commencing in early 2009. Thewith contracts extend 15expiring between between 2024 and 20 years, representing 50 MW of wind power each.2040. No minimum quantities are specified within these agreements due to the variability of electricity generation from wind, so no amounts related to these contracts are included in the table above. Upon anyearly termination of theone of these agreements by NIPSCO for any reason (other than material breach by Buffalo Ridge I LLC or Barton Windpower LLC)the counterparties), NIPSCO may be required to pay a termination charge that could be material depending on the events giving rise to termination and the timing of the termination. NIPSCO began purchasing wind power in April 2009.
We have pipeline service agreements that provide for pipeline capacity, transportation and storage services. These agreements, which have expiration dates ranging from 20192021 to 2045,2038, require us to pay fixed monthly charges.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

NIPSCO has contracts with three3 major rail operators providing for coal transportation services for which there are certain minimum payments. These service contracts extend for various periods through 2021.
In May and June 2017, weWe have executed agreements with three separatemultiple IT service providers. The new agreements have terms ending atextend for various dates throughout 2022.periods through 2025.
Related
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Notes to the NTSB's safety recommendations issued on November 14, 2018 (see "- C. Legal Proceedings" for further detail), we committed to the installation of over-pressurization protection devices at all of the remaining low pressure systems in our operating footprint. This installation is expected to result in a capital investment of approximately $150 million. This amount is not included in the table above.Consolidated Financial Statements

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)
B.        Guarantees and Indemnities. We and certain subsidiaries enter into various agreements providing financial or performance assurance to third parties on behalf of certain subsidiaries as part of normal business. Such agreements include guarantees and stand-by letters of credit. These agreements are entered into primarily to support or enhance the creditworthiness otherwise attributed to a subsidiary on a stand-alone basis, thereby facilitating the extension of sufficient credit to accomplish the subsidiaries’ intended commercial purposes. At December 31, 20182020 and 2017,2019, we had issued stand-by letters of credit of $15.2 million and $10.2 million and $11.1 million,, respectively, for the benefit of third parties.
We have provided guarantees related to our future performance under BTAs for our renewable generation projects. At December 31, 2020, our guarantees for the Rosewater and Indiana Crossroads BTAs totaled $40.7 million. The amount of each guaranty will decrease upon the substantial completion of the construction of the facilities. See “- E. Other Matters - NIPSCO 2018 Integrated Resource Plan,” below for more information.
C.         Legal Proceedings.
On September 13, 2018, a series of fires and explosions occurred in Lawrence, Andover and North Andover, Massachusetts related to the delivery of natural gas by Columbia of Massachusetts.Massachusetts (the "Greater Lawrence Incident"). The Greater Lawrence Incident resulted in one fatality and a number of injuries, damaged multiple homes and businesses, and caused the temporary evacuation of significant portions of each municipality. The Massachusetts Governor’s Office declared a state of emergency, authorizing the Massachusetts DPU to order another utility company to coordinate the restoration of utility services in Lawrence, Andover and North Andover. The incident resulted in the interruption of gas for approximately 7,500 gas meters, the majority of which serveserved residences and approximately 700 of which approximately 700 serveserved businesses, and the interruption of other utility service more broadly in the area. Columbia of Massachusetts has replaced the cast iron and bare steel gas pipeline system in the affected area and restored service to nearly all of the gas meters. See “ -“- E. Other Matters - Greater Lawrence Pipeline Replacement” below for more information. On September 1, 2020, the Massachusetts Governor terminated the state of emergency declared following the Greater Lawrence Incident.
We arehave been subject to state and federal inquiries by federal and stateinvestigations by government authorities and regulatory agencies regarding the Greater Lawrence Incident. The NTSB,Incident, including the U.S Attorney’s officeMassachusetts DPU and the SEC have pending investigations relatedMassachusetts Attorney General's Office. On February 26, 2020, the Company and Columbia of Massachusetts entered into agreements with the U.S. Attorney’s Office for the District of Massachusetts to resolve the U.S. Attorney’s Office’s investigation relating to the Greater Lawrence Incident, as described below. We are also subjectThe Company and Columbia of Massachusetts entered into an agreement with the Massachusetts Attorney General’s Office (among other parties) to inquiries fromresolve the Massachusetts DPU and the Massachusetts Attorney General’s Office. We are cooperating with all inquiries and investigations. The outcomes and impactsOffice investigations, that was approved by the Massachusetts DPU on October 7, 2020 as part of the current investigations and any future investigations that may be commenced relatedsale of the Massachusetts Business to such inquiries are uncertain at this time.Eversource.
NTSB Investigation. Investigation. As noted above,previously disclosed, the NTSB is investigatingconcluded its investigation into the Greater Lawrence Incident. The partiesOn November 24, 2020, the NTSB closed NiSource’s one remaining open safety recommendation.
U.S. Department of Justice Investigation. On February 26, 2020, the Company and Columbia of Massachusetts entered into agreements with the U.S. Attorney’s Office to resolve the U.S. Attorney’s Office’s investigation relating to the investigation includeGreater Lawrence Incident. Columbia of Massachusetts agreed to plead guilty in the PHMSA,United States District Court for the District of Massachusetts DPU,(the “Court”) to violating the Natural Gas Pipeline Safety Act (the “Plea Agreement”), and the Company entered into a Deferred Prosecution Agreement (the “DPA”).
On March 9, 2020, Columbia of Massachusetts entered its guilty plea pursuant to the Plea Agreement, which the Court accepted. Subsequently, Columbia of Massachusetts and police and fire first responders. We are cooperatingthe U.S. Attorney’s Office modified the Plea Agreement. On June 23, 2020, the Court sentenced Columbia of Massachusetts in accordance with the NTSB and have provided information to assist in its ongoing investigation into relevant facts relatedterms of the modified Plea Agreement.Under the modified Plea Agreement, Columbia of Massachusetts is subject to the event,following terms, among others: (i) a criminal fine in the probable cause, and its developmentamount of safety recommendations.
According to the preliminary public report$53,030,116, which has been paid; (ii) a three year probationary period that the NTSB issued on October 11, 2018, an over-pressurization ofwill terminate early upon a low pressure gas distribution system occurred that was related to work being done on behalfsale of Columbia of Massachusetts onor a pipeline replacement project in Lawrence. According to the report, sensing lines detected a drop in pressure in a portionsale of mainline that was being abandoned, causing a regulator to open up and increase pressure in the systemits gas distribution business to a level that exceededqualified third-party buyer consistent with certain requirements, but in no event before the maximum allowable operating pressureend of the distribution system.
On November 14, 2018,one-year mandatory period of probation; (iii) compliance with each of the NTSB issuedrecommendations stemming from the Greater Lawrence Incident; and (iv) employment of an urgent safety recommendationreport regarding naturalin-house monitor until the end of the term of probation or until the sale of Columbia of Massachusetts or its gas distribution system project developmentbusiness, whichever is earlier. On October 13, 2020, the Court, upon agreement of the U.S. Attorney's Office and review. In its report,Columbia Gas of Massachusetts, modified the NTSB identified certain factors that it believes contributedterms of probation by ending the term of the in-house monitor.
Under the DPA, the U.S. Attorney’s Office agreed to defer prosecution of the Company in connection with the Greater Lawrence Incident and made safety recommendations. The NTSB recommended thatfor a three-year period (which three-year period may be extended for twelve (12) months upon the Commonwealth of Massachusetts eliminate the professional engineer licensure exemption for public utility work and require a professional engineer’s seal on public utility engineering drawings, which is now law in Massachusetts. The NTSB also made recommendations to us related to engineering plan and constructability review processes, records and documentation, management of change processes, and control procedures during modifications to gas mains. We are in the process of implementing these recommendations. The NTSB investigation is ongoing. While the NTSB investigation is pending, we are prohibited from disclosing information related to the investigation without approval from the NTSB.

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Since the Greater Lawrence Incident, we have identified, and moved ahead with, new steps to enhance system safety and reliability and to safeguard against over-pressurization. SomeAttorney’s Office’s determination of these measures have already been completed and others are in process. These Company-wide safety measures will include enhanced measures as called for in the NTSB’s recommendations. We have committed to a program to install over-pressurization protection devices on all of our low-pressure systems, the cost of which is described in “ - E. Other Matters.”
Massachusetts Regulatory and Legislative Matters. The Massachusetts DPU has retained an independent evaluator to conduct a statewide examinationbreach of the safetyDPA) subject to certain obligations of the natural gas distribution system and the operational and maintenance functions of natural gas companies in the Commonwealth of Massachusetts. Through authority granted by the Massachusetts Governor under the state of emergency, the Chair of the Massachusetts DPU will direct all natural gas distribution companies operating in the Commonwealth to fund the statewide examination. The statewide examination is underway and we are in the process of respondingCompany, including, but not limited to, the evaluator’s information requests. The independent evaluator is expectedfollowing: (i) the Company will use reasonable best efforts to produce a report with recommendations. The examination is expected to complement, but not duplicate, the NTSB’s investigation.
On November 30, 2018,sell Columbia of Massachusetts entered intoor Columbia of Massachusetts’ gas distribution business to a consent orderqualified third-party buyer consistent with certain requirements, and, upon the completion of any such sale, the Company will cease and desist any and all gas pipeline and distribution activities in the District of Massachusetts; (ii) the Company will forfeit and pay, within 30 days of the later of the sale becoming final or the date on which post-closing adjustments to the purchase price are finally determined in accordance with the Massachusetts DPU in connection with a notice of probable violation issued in March 2018, stemming from a 2016 report. The Division found thatagreement to sell Columbia of Massachusetts violated certain pipeline safety regulations relatedor its gas distribution business, a fine equal to pressure limiting and regulating stations in Taunton, Massachusetts. As partthe total amount of the consent order, Columbia of Massachusetts was fined $75,000 and entered into a compliance agreement under which it agreed to take several actions related to its pressure regulator stations within various timeframes, including the adoption of a Pipeline Safety Management System ("SMS"), the American Petroleum Institute’s (API) Recommended Practice 1173. Columbia of Massachusetts is complying with the order.
On December 18, 2018, the Massachusetts DPU issued an order requiring Columbia of Massachusetts to enter into an agreement with a Massachusetts-based engineering firm to monitor Columbia of Massachusetts’ remaining restoration and recovery work in the Greater Lawrence area. The order requires Columbia of Massachusetts to take measures to ensure that adequate heat and hot water and gas appliances are provided to all affected properties, repave all affected streets, roadways, sidewalks and other areas in accordance with applicable DPU standards and precedents, consult with the affected communities and discuss plans for restoring affected hardprofit or soft surfaces, and replace all gas boilers and furnaces and other gas-fired equipment at affected residences. Under the order, all restoration work beginning in 2019 is required to be completed no later than October 31, 2019, unless an earlier or later date is agreed to withgain, if any, of the affected communities. We have agreed to complete the work by September 15, 2019. Also, under the order, Columbia of Massachusetts will be required to maintain quantitative measures, which must be verified by officials of the affected communities, to track its progress in completing all of the remaining work. Estimates for the cost of this work are included in the estimated ranges of loss noted below, which is discussed in “- E. Other Matters - Greater Lawrence Incident Restoration" and " - Greater Lawrence Pipeline Replacement” below. Our failure to adhere tofrom any of the requirements in the order may result in penalties of up to $1 million per violation.
Under Massachusetts law, the DPU is authorized to investigate potential violations of pipeline safety regulations and to assess a civil penalty of up to $209,000 for a violation of federal pipeline safety regulations. A separate violation occurs for each day of violation up to $2.1 million for a related series of violations. The Massachusetts DPU also is authorized to investigate potential violations of the Columbia of Massachusetts emergency response plan and to assess penalties of up to $250,000 per violation, or up to $20 million per related series of violations. Further, as a result of the declaration of emergency by the Governor, the DPU is authorized to investigate potential violations of the DPU's operational directives during the restoration efforts and assess penalties of up to $1 million per violation. The timing and outcome of any such investigations are uncertain at this time.
In December 2018, the Presidentsale of Columbia of Massachusetts testified before a joint state legislative committee on telecommunications, utilitiesor its gas distribution business, with the amount of profit or gain determined as provided in the DPA; and energy with other industry officials about(iii) the Company agrees as to each of the Company’s subsidiaries involved in the distribution of gas system safetythrough pipeline facilities in Massachusetts, Indiana, Ohio, Pennsylvania, Maryland, Kentucky and regulatory oversight. Increased scrutiny relatedVirginia to these matters,implement and adhere to each of the recommendations from the NTSB stemming from the Greater Lawrence Incident. Pursuant to the DPA, if the Company complies with all of its obligations under the DPA, including, additional legislative oversight hearings and new legislative proposals, is expected duringbut not limited to those identified above, the current two-year legislative session.
On December 31, 2018,U.S. Attorney’s Office will not file any criminal charges against the Massachusetts Governor signed into law legislation requiring a certified professional engineer to review and approve gas pipeline work that could pose a “material risk” to public safety, consistent with the NTSB’s recommendation. The Massachusetts DPU has issued interim guidelines and the existing moratorium has been lifted.
U.S. Department of Justice Investigation. The Company and Columbia of Massachusetts are subject to a criminal investigation related to the Greater Lawrence Incident that is being conductedIncident. If Columbia of Massachusetts withdraws its plea for any reason, if the Court rejects any aspect of the Plea Agreement, or if Columbia of Massachusetts should fail to perform an obligation under the supervisionPlea Agreement prior to the sale of Columbia of Massachusetts or its gas distribution business, the U.S. Attorney's Office formay, at its sole option, render the DistrictDPA null and void. The sale of Massachusetts.the Massachusetts Business was completed on October 9, 2020. The initial grand jurysubpoenas were served onCompany was not required to forfeit or pay any funds because the Company did not realize a profit or gain from the sale as provided in the DPA.
U.S. Federal Government Activity. On December 27, 2020, the Protecting Our Infrastructure of Pipelines and ColumbiaEnhancing Safety (PIPES) Act of Massachusetts on2020 was signed into law reauthorizing funding for federal pipeline safety programs through September 24, 2018.30, 2023. Among other things, the PIPES Act requires that PHMSA revise the pipeline safety regulations to require operators to update, as needed, their existing distribution integrity management plans, emergency response plans, and O&M plans. The CompanyPIPES Act also requires PHMSA to adopt new requirements for managing records and Columbiaupdating, as necessary existing district regulator stations to eliminate common modes of Massachusettsfailure that can lead to overpressurization. PHMSA must also require that operators implement leak detection and repair programs that meet safety needs and consider the environment, require the use of advance leak detection practices and technologies, and require operators to be able to locate and categorize all leaks that are cooperating withhazardous to human safety or the investigation. We are unable to estimate the

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amount (or range of amounts) of reasonably possible losses associated with any civilenvironment, or criminal penalties that could be imposed oncan become hazardous. Natural gas companies, including the Company, or Columbia of Massachusetts.may see increased costs depending on how PHMSA implements the new mandates resulting from the PIPES Act.
U.S. Congressional Hearing. In November 2018, executives of the Company and Columbia of Massachusetts testified at a U.S. Senate hearing regarding the Greater Lawrence Incident and natural gas pipeline safety. Increased scrutiny related to these matters, including additional federal congressional hearings and new legislative proposals, is expected in 2019.
SEC Investigation. On February 11, 2019, the SEC notified the Company that it is conducting an investigation of the Company related to disclosures made prior to the Greater Lawrence Incident. We intend to cooperate with the investigation.
Private Actions.Various lawsuits, including several purported class action lawsuits, have been filed by various affected residents or businesses in Massachusetts state courts against the Company and/or Columbia of Massachusetts in connection with the Greater Lawrence Incident. A special judge has been appointed to hear all pending and future cases and the class actions will be consolidated into one class action.
On January 14,July 26, 2019, the special judge granted the parties’ joint motion to stay all cases for 90 days to allow mediation. The parties are in the process of filing a request with the special judge to extend this period. The class action lawsuits allege varying causes of action, including those for strict liability for ultra-hazardous activity, negligence, private nuisance, public nuisance, premises liability, trespass, breach of warranty, breach of contract, failure to warn, unjust enrichment, consumer protection act claims, negligent and reckless infliction of emotional distress, and gross negligence, and seek actual compensatory damages, plus treble damages, and punitive damages. Many residents and business owners have submitted individual damage claims toCompany, Columbia of Massachusetts. We also have received notice from three parties indicating an intent to assert wrongful death claims. In Massachusetts, punitive damages are available in a wrongful death action upon proof of gross negligence or willful or reckless conduct causing the death. In addition, the Commonwealth of Massachusetts and NiSource Corporate Services Company, a subsidiary of the Company, entered into a term sheet with the class action plaintiffs under which they agreed to settle the class action claims in connection with the Greater Lawrence Incident. Columbia of Massachusetts agreed to pay $143 million into a settlement fund to compensate the settlement class and the settlement class agreed to release Columbia of Massachusetts and affiliates from all claims arising out of or related to the Greater Lawrence Incident. The following claims are not covered under the proposed settlement because they are not part of the consolidated class action: (1) physical bodily injury and wrongful death; (2) insurance subrogation, whether equitable, contractual or otherwise; and (3) claims arising out of appliances that are subject to the Massachusetts DPU orders. Emotional distress and similar claims are covered under the proposed settlement unless they are secondary to a physical bodily injury. The settlement class is defined under the term sheet as all persons and businesses in the three municipalities of Lawrence, Andover and North Andover, are seeking reimbursement from ColumbiaMassachusetts, subject to certain limited exceptions. The motion for preliminary approval and the settlement documents were filed on September 25, 2019. The preliminary approval court hearing was held on October 7, 2019 and the court issued an order granting preliminary approval of Massachusetts for their respective expenses incurredthe settlement on October 11, 2019. The Court granted final approval of the settlement on March 12, 2020.
With respect to claims not included in connectionthe consolidated class action, many of the asserted wrongful death and bodily injury claims have settled, and we continue to discuss potential settlements with the Greater Lawrence Incident.remaining claimants. The outcomes and impacts of thesuch private actions are uncertain at this time.
Financial Impact. DuringShareholder Derivative Lawsuit. On April 28, 2020, a shareholder derivative lawsuit was filed by the year ended December 31, 2018, we expensed approximately $757 millionCity of Detroit Police and Fire Retirement System in the United States District Court for estimated third-party claims relatedthe District of Delaware against certain of our current and former directors, alleging breaches of fiduciary duty with respect to the pipeline safety management systems relating to the distribution of natural gas prior to the Greater Lawrence Incident and also including claims related to our proxy statement
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disclosures regarding our safety systems. The remedies sought include damages for the alleged breaches of fiduciary duty, corporate governance reforms, and restitution of any unjust enrichment. The defendants have filed a motion to dismiss the lawsuit. The motion to dismiss is fully briefed. On January 5, 2021, the judge set the defendants’ motion to dismiss for oral argument on March 2, 2021. Because of the preliminary nature of this lawsuit, we are not able to estimate a loss or range of loss, if any, that may be incurred in connection with this matter at this time.
Financial Impact. Since the Greater Lawrence Incident, we have recorded expenses of approximately $1,036 million for third-party claims and fines, penalties and settlements associated with government investigations. We estimate that total costs related to third-party claims and fines, penalties and settlements associated with government investigations resulting from the incident will range from $1,036 million to $1,050 million, depending on the number, nature, final outcome and value of third-party claims. With regard to third-party claims, these costs include, but are not limited to, personal injury and property damage claims, damage to infrastructure, business interruption claims, and other damage claims, which include mutual aid payments to other utilities assisting with the restoration effort; gas-fueled appliance replacement, repair and related services for impacted customers; temporary lodging for displaced customers; evacuation expense claims; and claims-related legal fees. We estimate that totaleffort. These costs related todo not include costs of certain third-party claims resulting from the incident will range from $757 millionand fines, penalties or settlements associated with government investigations that we are not able to $790 million, depending on the final outcome of ongoing reviews and the number, nature, and value of third-party claims. The amounts set forth aboveestimate. These costs also do not include non-claims related and government investigation-related legal expenses resulting from the incident, or the estimated capital cost of the pipeline replacement and the payment in lieu of penalties, which isare set forth in " - E.D. Other Matters - Greater Lawrence Incident Restoration" and Restoration," -"- Greater Lawrence Incident Pipeline Replacement," respectively, below.and Note 1-A, "Company Structure and Principles of Consolidation," respectively.
The process for estimating costs associated with third-party claims relating to the Greater Lawrence Incident requires management to exercise significant judgment based on a number of assumptions and subjective factors. As more information becomes known, including additional information resulting from the NTSB investigation, management’s estimates and assumptions regarding the financial impact of the Greater Lawrence Incident may change.
The increase in estimated total costs related to third-party claims from those disclosed in our Form 10-Q for the quarter ended September 30, 2018 resulted primarily from receiving additional information regarding the required scope of the restoration work inside the affected homes and the extended period of time over which the restoration work would take place.
It is not possible at this time to reasonably estimate the totalaggregate amount of any expenses associated with government investigations and fines, penalties or settlements with governmental authorities, including the Massachusetts DPU and other regulators, that we may incur in connection withthird-party liability insurance coverage available for losses arising from the Greater Lawrence Incident. Therefore,Incident is $800 million. We collected the foregoing amounts do not include estimates of the total amount that we may incur for any such fines, penalties or settlements.
Expenses described above are presented within “Operation and maintenance” in our Statements of Consolidated Income.
We maintain liability insurance for damages in the approximate amount ofentire $800 million and property insurance for gas pipelines and other applicable property in the approximate amountas of $300 million.December 31, 2019. Total expenses related to the incident have exceeded the total amount of liability insurance coverage available under our policies. CertainRefer to "- E. Other Matters - Greater Lawrence Incident Restoration," below for a summary of these expenses may be covered under our property insurance. While we believe that a substantial amount of expenses related tothird-party claims-related expense activity and associated insurance recoveries recorded since the Greater Lawrence Incident will be covered by insurance, insurers providing property and liability insurance to the Company or Columbia of Massachusetts may raise defenses to coverage under the terms and conditions of the respective insurance policies which contain various exclusions and conditions that could limit the amount of insurance proceeds to the Company or Columbia of Massachusetts. Incident.
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estimate the amount of expenses that will not be covered or exceed insurance limits, but these amounts could be material to our financial statements. Certain types of damages, expenses or claimed costs, such as fines or penalties, may be excluded under the policies. An amount of $135 million for insurance recoveries was recorded through December 31, 2018. Of this amount, $5 million was collected during 2018. The remaining insurance receivable balance of $130 million is presented within “Accounts receivable.” To the extent that we are not successful in obtaining insurance recoveries in the amount recorded for such recoveries as of December 31, 2018, it could result in a charge against "Operation and maintenance" expense. We are currently unable to predict the amount and timing of additional future insurance recoveries.
In addition, we arealso party to certain other claims, regulatory and legal proceedings arising in the ordinary course of business in each state in which we have operations, none of which is deemed to be individually material at this time.
Due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim, proceeding or proceedinginvestigation related to the Greater Lawrence Incident or otherwise would not have a material adverse effect on our results of operations, financial position or liquidity. Certain matters in connection with the Greater Lawrence Incident have had or may have a material impact as described above. If one or more of such additional or other matters were decided against us, the effects could be material to our results of operations in the period in which we would be required to record or adjust the related liability and could also be material to our cash flows in the periods that we would be required to pay such liability.
D.        Environmental Matters.Our operations are subject to environmental statutes and regulations related to air quality, water quality, hazardous waste and solid waste. We believe that we are, in substantialall material respects, in compliance with the environmental regulations currently applicable to our operations.
It is management's continued intent to address environmental issues in cooperation with regulatory authorities in such a manner as to achieve mutually acceptable compliance plans. However, there can be no assurance that fines and penalties will not be incurred. Management expects a significant portion of environmental assessment, improvement and remediation costs to be recoverable through rates for certain of our companies.
As of December 31, 20182020 and 2017,2019, we had recorded a liability of $101.2$92.6 million and $111.4$104.4 million, respectively, to cover environmental remediation at various sites. The current portion of this liability is included in "Legal and environmental""Other Accruals" in the Consolidated Balance Sheets. The noncurrent portion is included in "Other noncurrent liabilities." We recognize costs associated with environmental remediation obligations when the incurrence of such costs is probable and the amounts can be reasonably estimated. The original estimates for remediation activities may differ materially from the amount ultimately expended. The actual future expenditures depend on many factors, including currently enacted laws and regulations, the nature and extent of impact and the method of remediation. These expenditures are not currently estimable at some sites. We periodically adjust our liability as information is collected and estimates become more refined.
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Electric Operations' compliance estimates disclosed below are reflective of NIPSCO's Integrated Resource Plan submitted to the IURC on October 31, 2018. See section " - E. Other Matters - NIPSCO 2018 Integrated Resource Plan," below for additional information.
Air
Future legislative and regulatory programs could significantly limit allowed GHG emissions or impose a cost or tax on GHG emissions. Additionally, rules that increase methane leak detection, require emissionfurther GHG reductions or impose additional requirements for natural gas facilities could restrict GHG emissions and impose additional costs. NiSource will carefully monitor all GHG reduction proposals and regulations.
CPP and ACE Rules.Rule. On October 23, 2015, the EPA issued the CPP to regulate CO2 emissions from existing fossil-fuel EGUs under section 111(d) of the CAA. The U.S. Supreme Court has stayed implementation of the CPP until litigation is decided on its merits, and the EPA has proposed to repeal the CPP. On August 31, 2018,July 8, 2019, the EPA published a proposal to replace the CPP with thefinal ACE rule, which establishes emission guidelines for states to use when developing plans to reduce CO2 emissions from existinglimit carbon dioxide at coal-fired EGUs. electric generating units based on heat rate improvement measures. The proposal would provide states three years after a finalU.S. Court of Appeals for the D.C. Circuit vacated and remanded the rule is issued to develop state-specific plans, and the EPA would have twelve months to act on a complete state plan submittal. Within two years after a finding of failure to submit a complete plan, or disapproval of a state plan, the EPA would issue a federal plan.January 19, 2021. NIPSCO will continue to monitor this matter and cannot estimate its impact at this time.

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matter.
Waste
CERCLA. Our subsidiaries are potentially responsible parties at waste disposal sites under the CERCLA (commonly known as Superfund) and similar state laws. Under CERCLA, each potentially responsible party can be held jointly, severally and strictly liable for the remediation costs as the EPA, or state, can allow the parties to pay for remedial action or perform remedial action themselves and request reimbursement from the potentially responsible parties. Our affiliates have retained CERCLA environmental liabilities, including remediation liabilities, associated with certain current and former operations. These liabilities are not material to the Consolidated Financial Statements.
MGP. A program has been instituted to identify and investigate former MGP sites where Gas Distribution Operations subsidiaries or predecessors may have liability. The program has identified 6354 such sites where liability is probable. Remedial actions at many of these sites are being overseen by state or federal environmental agencies through consent agreements or voluntary remediation agreements.
We utilize a probabilistic model to estimate our future remediation costs related to MGP sites. The model was prepared with the assistance of a third party and incorporates our experience and general industry experience with remediating MGP sites. We complete an annual refresh of the model in the second quarter of each fiscal year. No material changes to the estimated future remediation costs were noted as a result of the refresh completed as of June 30, 2018.2020. Our total estimated liability related to the facilities subject to remediation was $97.5$85.0 million and $106.9$102.2 million at December 31, 20182020 and 2017,2019, respectively. The liability represents our best estimate of the probable cost to remediate the facilities. We believe that it is reasonably possible that remediation costs could vary by as much as $20 million in addition to the costs noted above. Remediation costs are estimated based on the best available information, applicable remediation standards at the balance sheet date, and experience with similar facilities.
CCRs. On April 17, 2015, the EPA issued a final rule for regulation of CCRs. The rule regulates CCRs under the RCRA Subtitle D, which determines them to be nonhazardous. The rule is implemented in phases and requires increased groundwater monitoring, reporting, recordkeeping and posting of related information to the Internet. The rule also establishes requirements related to CCR management and disposal. The rule will allow NIPSCO to continue its byproduct beneficial use program.
To comply with the rule, NIPSCO completed capital expenditures in 2019 to modify its infrastructure and manage CCRs. The publication of the CCR rule also resulted in revisions to previously recorded legal obligations associated with the retirement of certain NIPSCO facilities. The actual asset retirement costs related to the CCR rule may vary substantially from the estimates used to record the increased asset retirement obligation due to the uncertainty about the requirements that will be established by environmental authorities, compliance strategies that will be used and the preliminary nature of available data used to estimate costs. In addition, to comply with the rule, NIPSCO is incurring capital expenditures to modify its infrastructure and manage CCRs. Capital compliance costs are currently expected to total approximately $193 million. As allowed by the EPA,rule, NIPSCO will continue to collect data over time to determine the specific compliance solutions and associated costs and, as a result, the actual costs may vary.
NIPSCO filed a petition on November 1, 2016will also continue to work with EPA and the Indiana Department of Environmental Management to obtain administrative approvals associated with the IURC seeking approvalCCR rule. In the event that the approvals are not obtained, future operations could be impacted. We believe the possibility of the projects and recovery of the costs associated with CCR compliance. On June 9, 2017, NIPSCO filed with the IURC a settlement reached with certain parties regarding the CCR projects and treatment of associated costs. The IURC approved the settlement insuch an order on December 13, 2017.
Water
ELG. On November 3, 2015, the EPA issued a final rule to amend the ELG and standards for the Steam Electric Power Generating category. The final rule became effective January 4, 2016. Based upon a preliminary study of the November 3, 2015 final rule, capital compliance costs were expected to be approximately $170.0 million. However, NIPSCO does not anticipate material ELG compliance costs based on the preferred option announced as part of NIPSCO's 2018 Integrated Resource Plan (discussed below).
E.     Other Matters.
Bailly Generating Station.On February 1, 2018, as previously approved by MISO, NIPSCO commenced a four-month outage of Bailly Generating Station Unit 8 in order to begin work on converting the unit to a synchronous condenser (a piece of equipment designed to maintain voltage to ensure continued reliability on the transmission system). Approximately $15 million of net book value of Unit 8 remained in “Net Utility Plant” as it will remain used and useful after completion of the synchronous condenser, while the remaining net book value of approximately $142 million was reclassified to “Regulatory assets (noncurrent)” on the Consolidated Balance Sheets. On May 31, 2018, Units 7 and 8 were retired from service. These units had a combined generating capacity of approximately 460 MW. As a result of the retirement, the remaining net book value of Unit 7 of approximately $103 million was reclassified to “Regulatory assets (noncurrent)” on the Consolidated Balance Sheets.These amounts continue to be amortized at a rate consistent with their inclusion in customer rates. Refer to Note 8, "Regulatory Matters," for additional information.

outcome is remote.
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E.         Other Matters.
NIPSCO Pure Air. NIPSCO had a service agreement with Pure Air, a general partnership between Air Products and Chemicals, Inc. and First Air Partners LP, under which Pure Air provided scrubber services to reduce sulfur dioxide emissions for Units 7 and 8 at the Bailly Generating Station. Payments under this agreement were $8.3 million and $22.0 million for the years ended December 31, 2018 and 2017, respectively.
As discussed above in "Bailly Generating Station," NIPSCO retired the generation station units serviced by Pure Air on May 31, 2018. In December 2016, as allowed by the provisions of the service agreement, NIPSCO provided Pure Air formal notice of intent to terminate the service agreement, effective May 31, 2018. Providing this notice to Pure Air triggered a contract termination liability of $16 million which was recorded in fourth quarter of 2016. In connection with the closure of Bailly Units 7 and 8, NIPSCO paid the termination payment to Pure Air during the second quarter of 2018. Cash flows associated with this payment are presented within operating activities on the Statements of Consolidated Cash Flows.
NIPSCO 2018 Integrated Resource Plan.Multiple factors, but primarily economic ones, including low natural gas prices, advancing cost effective renewable technology and increasing capital and operating costs associated with existing coal plants, have led NIPSCO to concludeconcluded in its October 2018 Integrated Resource Plan submission that NIPSCO’s current fleet of coal generation facilities will be retired earlier than previous Integrated Resource Plan’sPlans had indicated.
The Integrated Resource Plan evaluated demand-side and supply-side resource alternatives to reliably and cost effectively meet NIPSCO customers' future energy requirements over the ensuing 20 years. The preferred option within the Integrated Resource Plan retires the R.M. Schahfer Generating Station (Units 14, 15, 17,by mid-2023 and 18) by 2023 andthe Michigan City Generating Station (Unit 12) by the end of 2028. These units represent 2,080 MW of generating capacity, equal to 72% of NIPSCO’s remaining generating capacity (andand 100% of NIPSCO's remaining coal-fired generating capacity) aftercapacity. NIPSCO will refresh its 2018 Integrated Resource Plan in 2021.
In the second quarter of 2020, the MISO approved NIPSCO's plan to retire the R.M. Schahfer Generating Station in 2023. In accordance with ASC 980-360, the net book value of certain plant and equipment for the R.M. Schahfer Generating Station was reclassified as "Non-Utility and Other" as described in Note 6, "Property, Plant and Equipment." The December 2019, NIPSCO electric rate case order included approval to create a regulatory asset upon the retirement of Bailly Units 7the R.M. Schahfer Generating Station. The order allows for the recovery of and 8 discussedon the net book value of the station by the end of 2032. Refer to Note 6, "Property, Plant and Equipment" for further information.
In connection with the MISO's approval of NIPSCO's planned retirement of the R.M. Schahfer Generating Station, we recorded $4.6 million of plant retirement-related charges in the second quarter of 2020. These charges are presented within "Operation and maintenance" and were comprised of write downs of certain capital projects that have been cancelled and materials and supplies inventory balances deemed obsolete due to the planned retirement. As more information becomes available, the retirement date of the R.M. Schahfer Generating Station will be finalized, and additional plant retirement-related charges may be incurred. In February 2021, NIPSCO decided to submit modified Attachment Y Notices to MISO requesting accelerated retirement of two of the four coal fired units at R.M. Schahfer Generating Station. The two units are now expected to be retired by the end of 2021, with the remaining two units still scheduled to be retired in 2023. At retirement, the net book value of the retired units will be reclassified from "Non-Utility and Other property", to current and long-term “Regulatory Assets,” as described above.
TheIn connection with the planned retirement of the Schahfer Generating Station and the Michigan City Generating Station, the current capacity replacement plan includes renewable sources oflower-cost, reliable, cleaner energy including wind, solar, and battery storageresources to be obtained through a combination of NIPSCO ownership and PPAs. To this effect, NIPSCO has entered into a number of agreements with counterparties.
In January 2019, NIPSCO has executed two 20 yearseveral PPAs to purchase 100% of the output from renewable generation facilities at a fixed price per MWh. The facilitiesEach facility supplying the energy will have a combinedan associated nameplate capacity, of approximately 700 MW. NIPSCO's purchase requirement under the PPAs is dependent on satisfactory approval of the PPAs by the IURC. NIPSCO submitted the PPAs to the IURC for approval in February 2019. An IURC order is anticipated in the second quarter of 2019. If approved by the IURC,and payments under the PPAs will not begin until the associated generation facilities arefacility is constructed by the owner / seller which is expected to be complete by the end of 2020.
Also in January 2019,owner/seller. NIPSCO has also executed a BTAseveral BTAs with a developerdevelopers to construct a renewable generation facility with a nameplate capacity of approximately 100 MW. Once complete, ownership of the facility would be transferred to a partnership owned by NIPSCO, the developer and an unrelated tax equity partner. The aforementioned partnership structure will result in full NIPSCO ownership after the PTC are monetized from the project (approximately 10 years after the facility goes into service).facilities. NIPSCO's purchase requirement under the BTABTAs is dependent on satisfactory approval of the BTA by the IURC, successful execution of an agreement with a tax equity partner and timely completion of construction. The estimated procedural timeline for receiving an IURC orderNIPSCO and the tax equity partner are obligated to make cash contributions to the partnership at the date construction is substantially complete. Once the same astax equity partner has earned their negotiated rate of return and we have reached the agreed upon contractual date, NIPSCO has the option to purchase at fair market value from the tax equity partner the remaining interest in the aforementioned PPAs with required FERC filings occurring after receiving the IURC order. Construction of the facility is expected to be complete by the end of 2020.joint venture.
Greater Lawrence Incident Restoration. DuringIn addition to the year ended December 31, 2018,amounts estimated for third-party claims and fines, penalties and settlements associated with government investigations described above, we expensed approximately $1,023 millionhave recorded expenses for other incident-related costs. Such costs include certain consulting costs, legal costs, vendor costs, claims center costs, labor and related expenses incurred in connection with the Greater Lawrence Incident. Included in this expense is approximately $757 million for estimated third-party claims associated with the incident, as described above in " - C. Legal Proceedings." The additional $266 million included in the expense recorded includes certain consulting costs, claims center costs, charitable contributions, labor and related expenses, lodging and meals for employees and contractors, and security costs in connection with the incident. We expect to incur a total of $330 million to $345 million in such incident-related costs, depending on the incurrence of future restoration work. Theinsurance-related loss surcharges. These amounts set forth above do not include the estimated capital cost of the pipeline replacement, which is set forth below. The increase in estimated total incident-related expenses from those disclosed in our Form 10-Q for the quarter ended September 30, 2018 resulted primarily from receiving additional information regarding the extended period of time over which the restoration work would take place, higher than anticipated costs from vendors and increased estimates for non-claims-related legal fees.
We maintain liability insurance for damages in the approximate amount of $800 million and property insurance for gas pipelines and other applicable property in the approximate amount of $300 million. Total expenses related to the incident have exceeded the total amount of liability insurance coverage available under our policies. Certain of these expenses may be covered under our property insurance. While we believe that a substantial amount of expenses related to the Greater Lawrence Incident will be covered by insurance, insurers providing property and liability insurance to the Company or Columbia of Massachusetts may raise

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

defenses to coverage under the termsThe following table summarizes expenses incurred and conditions of the respective insurance policies which contain various exclusions and conditions that could limit the amount of insurance proceeds to the Company or Columbia of Massachusetts. We are not able to estimate the amount of expenses that will not be covered or exceed insurance limits, but these amounts could be material to our financial statements. Certain types of damages, expenses or claimed costs, such as fines or penalties, may be excluded under the policies. As discussed above in “- C. Legal Proceedings,” $135 million of insurance recoveries were recorded through December 31, 2018. Of this amount, $5 million was collected during 2018. We are currently unable to predictsince the amount and timing of future insurance recoveries. To the extent that we are not successful in obtaining insurance recoveries in the amount recorded for such recoveries as of December 31, 2018, it could result in a charge againstGreater Lawrence Incident. This activity is presented within "Operation and maintenance" expense.
Costs associated with charitable contributions are presented within “Other, Net”and "Other, net" in our Statements of Consolidated Income. All otherIncome (Loss).
Total Costs Incurred throughYear Ended
(in millions)December 31, 2019December 31, 2020Incident to Date
Third-party claims and government fines, penalties and settlements$1,041 $(5)$1,036 
Other incident-related costs420 22 442 
Total1,461 17 1,478 
Insurance recoveries recorded(800)0 (800)
Total costs incurred$661 $17 $678 
As discussed in "- C. Legal Proceedings," the aggregate amount of third-party liability insurance coverage available for losses arising from the Greater Lawrence Incident is $800 million. While we collected the entire $800 million, expenses incurred are presented within “Operation and maintenance.” Substantially allrelated to the incident exceeded the total amount of insurance coverage available under our policies.

The following table summarizes the $292 million liability for third-party claims and othertotal estimated incident-related costs remaining as of December 31, 2018 is presented within current liabilities in our Consolidated Balance Sheets. The remaining insurance receivable balance of $130 million is presented within “Accounts receivable.”expenses.
(in millions)
Current Total Estimated Amount
Third-party claims and government fines, penalties and settlements$1,036 - $1,050
Other incident-related costs$445 - $450
Greater Lawrence Pipeline Replacement. In connection with the Greater Lawrence Incident, Columbia of Massachusetts, in cooperation with the Massachusetts Governor’s Office,office, replaced the entire affected 45-mile cast iron and bare steel pipeline system that delivers gas tosystem. We invested approximately 7,500 gas meters, the majority of which serve residences and of which approximately 700 serve businesses impacted in the Greater Lawrence Incident. This system was replaced with plastic distribution mains and service lines, as well as enhanced safety features such as pressure regulation and excess flow valves at each premise. At the request of the Massachusetts DPU, which was instructed by the Massachusetts Governor through his executive authority under a state of emergency, Columbia of Massachusetts hired an outside contractor to serve as the Chief Recovery Officer for the Greater Lawrence Incident, responsible for command, control and communications. Columbia of Massachusetts restored gas service to nearly all homes and workplaces in December 2018. With the restoration and recovery efforts now substantially complete, the service of the Chief Recovery Officer is complete and the next phase of the effort is being managed by Columbia of Massachusetts under the third party oversight of a Massachusetts-based engineering firm as set forth above under “ - C. Legal Proceedings.”
We incurred approximately $167$258 million of capital spend for the pipeline replacement during 2018.replacement; this work was completed in 2019. We estimate this replacement work will cost between $220 millionmaintain property insurance for gas pipelines and $230 million in total.other applicable property. Columbia of Massachusetts has provided notice tofiled a proof of loss with its property insurer for the pipeline replacement. In January 2020, we filed a lawsuit against the property insurer, seeking payment of our property claim. We are currently unable to predict the timing or amount of any insurance recovery under the property policy. Refer to Note 1-A, "Company Structure and Principles of Consolidation," for more information.
State Income Taxes Related to Greater Lawrence Incident Expenses. As of December 31, 2018, expenses related to the Greater Lawrence Incident and discussions aroundwere $1,023 million. In the claim and recovery have commenced. The recoveryfourth quarter of any capital investment not reimbursed through insurance will be addressed in a future regulatory proceeding. The outcome2019, we filed an application for Alternative Apportionment with the MA DOR to request an allocable approach to these expenses for purposes of such a proceeding is uncertain. In accordance with ASC 980-360,Massachusetts state income taxes, which, if it becomes probable that a portion of the pipeline replacement cost will not be recoverable through customer rates and an amount can be reasonably estimated, we will reduce our regulated plant balance for the amount of the probable disallowance and record an associated charge to earnings. This couldapproved, would result in a material adverse effect to our financial condition, resultsstate deferred tax asset of operationsapproximately $50 million, net. The MA DOR issued a denial during the first quarter of 2020. We filed an application for abatement in the second quarter of 2020, resulting in a hearing with the MA DOR during the fourth quarter of 2020. We believe it is reasonably possible that an alternative method will be proposed by the MA DOR during the first half of 2021.

Voluntary Separation Program. On August 5, 2020, we commenced a voluntary separation program for certain employees. Expense for the voluntary separation program was predominantly recognized in the third quarter of 2020, when the employees accepted the offer, absent a retention period. For employees that have a retention period, expense will be recognized over the remaining service period. Employee acceptance under the voluntary separation program was determined by management based on facts and cash flows. Additionally, if a rate order is received allowing recoverycircumstances of the investment with no or reduced return on investment, a loss on disallowance maybenefits being offered. The total severance expense for employees who were accepted under the voluntary separation program offered in August 2020 is approximately $38 million, which will be required.
In addition, we have committed to an approximately $150 million capital investment program to install over-pressurization protection devices on all of our low-pressure systems as described above in “-C. Legal Proceedings.” These devices operate like circuit-breakers, so that if operating pressure is too high or too low, regardlessrecognized over the remaining service period of the cause, they are designed to immediately shut down gas toapplicable employees. A rollforward of the system. Thevoluntary separation program also includes installing remote monitoring devices on all low-pressure systems, enabling gas control centers to continuously monitor pressure at regulator stationsaccrual for the year ended December 31, 2020 is presented below:
(in millions)
Balance as of
January 1, 2020
Changes Attributable to Costs Incurred(1)
Costs PaidAdjustments
Balance as of
December 31, 2020(2)
Voluntary Separation Program$33.5$(21.2)(1.2)$11.1 
(1)This activity is presented within "Operation and maintenance" in real time. In addition, we have conducted a field surveyour Statements of all regulator stationsConsolidated Income (Loss).
(2)This activity is presented within "Accrued compensation and initiated an engineering review of those regulator stations; we are verifying and enhancingemployee benefits" in our maps and records of low-pressure regulator stations; and we initiated a process so that our personnel will be present whenever excavation work is being done in close proximity to a regulator station.


Consolidated Balance Sheets.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

19.21.     Accumulated Other Comprehensive Loss
The following table displays the activity of Accumulated Other Comprehensive Loss, net of tax:
(in millions)
Gains and Losses on Securities(1)
 
Gains and Losses on Cash Flow Hedges(1)
 
Pension and OPEB Items(1)
 
Accumulated
Other
Comprehensive
Loss(1)
(in millions)
Gains and Losses on Securities(1)
Gains and Losses on Cash Flow Hedges(1)
Pension and OPEB Items(1)
Accumulated
Other
Comprehensive
Loss(1)
Balance as of January 1, 2016$(0.5) $(15.5) $(19.1) $(35.1)
Other comprehensive loss before reclassifications
 7.1
 0.5
 7.6
Amounts reclassified from accumulated other comprehensive loss(0.1) 1.5
 1.0
 2.4
Net current-period other comprehensive loss(0.1) 8.6
 1.5
 10.0
Balance as of December 31, 2016$(0.6) $(6.9) $(17.6) $(25.1)
Other comprehensive income before reclassifications0.6
 (24.2) 1.9
 (21.7)
Amounts reclassified from accumulated other comprehensive loss0.2
 1.7
 1.5
 3.4
Net current-period other comprehensive income (loss)0.8
 (22.5) 3.4
 (18.3)
Balance as of December 31, 2017$0.2
 $(29.4) $(14.2) $(43.4)
Balance as of January 1, 2018Balance as of January 1, 2018$0.2 $(29.4)$(14.2)$(43.4)
Other comprehensive income (loss) before reclassifications(3.0) 55.8
 (4.4) 48.4
Other comprehensive income (loss) before reclassifications(3.0)55.8 (4.4)48.4 
Amounts reclassified from accumulated other comprehensive loss0.4
 (33.1) 
 (32.7)Amounts reclassified from accumulated other comprehensive loss0.4 (33.1)(32.7)
Net current-period other comprehensive income (loss)(2.6) 22.7
 (4.4) 15.7
Net current-period other comprehensive income (loss)(2.6)22.7 (4.4)15.7 
Reclassification due to adoption of ASU 2018-02 (Refer to Note 2)
 (6.3) (3.2) (9.5)
Reclassification due to adoption of ASU 2018-02Reclassification due to adoption of ASU 2018-02(6.3)(3.2)(9.5)
Balance as of December 31, 2018$(2.4) $(13.0) $(21.8) $(37.2)Balance as of December 31, 2018$(2.4)$(13.0)$(21.8)$(37.2)
Other comprehensive income (loss) before reclassificationsOther comprehensive income (loss) before reclassifications6.1 (64.3)2.3 (55.9)
Amounts reclassified from accumulated other comprehensive lossAmounts reclassified from accumulated other comprehensive loss(0.4)0.1 0.8 0.5 
Net current-period other comprehensive income (loss)Net current-period other comprehensive income (loss)5.7 (64.2)3.1 (55.4)
Balance as of December 31, 2019Balance as of December 31, 2019$3.3 $(77.2)$(18.7)$(92.6)
Other comprehensive income (loss) before reclassificationsOther comprehensive income (loss) before reclassifications3.3 (70.8)2.9 (64.6)
Amounts reclassified from accumulated other comprehensive lossAmounts reclassified from accumulated other comprehensive loss(0.6)0.1 1.0 0.5 
Net current-period other comprehensive income (loss)Net current-period other comprehensive income (loss)2.7 (70.7)3.9 (64.1)
Balance as of December 31, 2020Balance as of December 31, 2020$6.0 $(147.9)$(14.8)$(156.7)
(1)All amounts are net of tax. Amounts in parentheses indicate debits.


20.Other, Net
Year Ended December 31, (in millions)
2018 2017 2016
Interest Income$6.6
 $4.6
 $3.4
AFUDC Equity14.2
 12.6
 11.6
Charitable Contributions(1)
(45.3) (19.9) (4.5)
Pension and other postretirement non-service cost(2)
18.0
 (10.6) (7.9)
Interest rate swap settlement gain(3)
46.2
 
 
Miscellaneous3.8
 (0.2) (5.6)
Total Other, net$43.5
 $(13.5) $(3.0)
22.     Other, Net
Year Ended December 31, (in millions)
202020192018
Interest income$5.5 $7.7 $6.6 
AFUDC equity9.9 8.0 14.2 
Charitable contributions(1)
(1.5)(5.1)(45.3)
Pension and other postretirement non-service cost(2)
9.3 (16.5)18.0 
Sale of emission reduction credits4.6 
Interest rate swap settlement gain(3)
46.2 
Miscellaneous4.3 0.7 3.8 
Total Other, net$32.1 $(5.2)$43.5 
(1) Includes2018 charitable contributions include $20.7 million related to the Greater Lawrence Incident.Incident and $20.0 million of discretionary contributions made to the NiSource Charitable Foundation. See Note 18,20, "Other Commitments and Contingencies" for additional information.information on the Greater Lawrence Incident.
(2) See Note 11,12, "Pension and Other Postretirement Benefits" for additional information.
(3) See Note 9,10, "Risk Management Activities" for additional information.


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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

23.     Interest Expense, Net
21.Interest Expense, Net
Year Ended December 31, (in millions)
202020192018
Interest on long-term debt$354.2 $327.7 $342.2 
Interest on short-term borrowings14.7 50.8 31.8 
Debt discount/cost amortization9.1 8.3 7.7 
Accounts receivable securitization fees2.6 2.6 2.6 
Allowance for borrowed funds used and interest capitalized during construction(7.0)(7.5)(9.1)
Debt-based post-in-service carrying charges(14.6)(18.7)(35.0)
Other11.7 15.7 13.1 
Total Interest Expense, net$370.7 $378.9 $353.3 

24.     Segments of Business
Year Ended December 31, (in millions)
2018 2017 2016
Interest on long-term debt$342.2
 $354.8
 $352.3
Interest on short-term borrowings31.8
 14.9
 9.2
Debt discount/cost amortization7.7
 7.2
 7.6
Accounts receivable securitization fees2.6
 2.5
 2.3
Allowance for borrowed funds used and interest capitalized during construction(9.1) (6.2) (5.6)
Debt-based post-in-service carrying charges(35.0) (36.4) (35.1)
Other13.1
 16.4
 18.8
Total Interest Expense, net$353.3
 $353.2
 $349.5

22.Segments of Business
At December 31, 2018,2020, our operations are divided into two2 primary reportable segments. Thesegments, the Gas Distribution Operations segment provides natural gas service and transportation for residential, commercial and industrial customers in Ohio, Pennsylvania, Virginia, Kentucky, Maryland, Indiana and Massachusetts. Thethe Electric Operations segment. The remainder of our operations, which are not significant enough on a stand-alone basis to warrant treatment as an operating segment, provides electric service in 20 counties in the northern partare presented as "Corporate and Other" and primarily are comprised of Indiana.
interest expense on holding company debt, and unallocated corporate costs and activities. Refer to Note 3, "Revenue Recognition," for additional information on our segments and their sources of revenues. The following table provides information about our reportable segments. We use operating income as our primary measurement for each of the reported segments and make decisions on finance, dividends and taxes at the corporate level on a consolidated basis. Segment revenues include intersegment sales to affiliated subsidiaries, which are eliminated in consolidation. Affiliated sales are recognized on the basis of prevailing market, regulated prices or at levels provided for under contractual agreements. Operating income is derived from revenues and expenses directly associated with each segment.
Year Ended December 31, (in millions)
202020192018
Operating Revenues
Gas Distribution Operations
Unaffiliated$3,128.1 $3,509.7 $3,406.4 
Intersegment12.1 13.1 13.1 
Total3,140.2 3,522.8 3,419.5 
Electric Operations
Unaffiliated1,535.9 1,698.4 1,707.4 
Intersegment0.7 0.8 0.8 
Total1,536.6 1,699.2 1,708.2 
Corporate and Other
Unaffiliated17.7 0.8 0.7 
Intersegment449.8 468.1 517.6 
Total467.5 468.9 518.3 
Eliminations(462.6)(482.0)(531.5)
Consolidated Operating Revenues$4,681.7 $5,208.9 $5,114.5 
113
Year Ended December 31, (in millions)
2018 2017 2016
Operating Revenues     
Gas Distribution Operations     
Unaffiliated$3,406.4
 $3,087.9
 $2,818.2
Intersegment13.1
 14.2
 12.4
Total3,419.5
 3,102.1
 2,830.6
Electric Operations     
Unaffiliated1,707.4
 1,785.7
 1,660.8
Intersegment0.8
 0.8
 0.8
Total1,708.2
 1,786.5
 1,661.6
Corporate and Other     
Unaffiliated0.7
 1.0
 13.5
Intersegment517.6
 510.8
 413.3
Total518.3
 511.8
 426.8
Eliminations(531.5) (525.8) (426.5)
Consolidated Operating Revenues$5,114.5
 $4,874.6
 $4,492.5



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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

Year Ended December 31, (in millions)
202020192018
Operating Income (Loss)
Gas Distribution Operations(1)
$199.1 $675.4 $(254.1)
Electric Operations348.8 406.8 386.1 
Corporate and Other(2)
2.9 (191.5)(7.3)
Consolidated Operating Income$550.8 $890.7 $124.7 
Depreciation and Amortization
Gas Distribution Operations$363.1 $403.2 $301.0 
Electric Operations321.3 277.3 262.9 
Corporate and Other41.5 36.9 35.7 
Consolidated Depreciation and Amortization$725.9 $717.4 $599.6 
Assets
Gas Distribution Operations$13,433.0 $14,224.5 $13,527.0 
Electric Operations6,443.1 6,027.6 5,735.2 
Corporate and Other2,164.4 2,407.7 2,541.8 
Consolidated Assets$22,040.5 $22,659.8 $21,804.0 
Capital Expenditures(3)
Gas Distribution Operations$1,266.9 $1,380.3 $1,315.3 
Electric Operations422.8 468.9 499.3 
Corporate and Other31.1 18.6 
Consolidated Capital Expenditures$1,720.8 $1,867.8 $1,814.6 
(1)In 2020, Gas Distribution Operations reflects the loss of $412.4 millionon the sale of the Massachusetts Business. For additional information, see Note 1, "Nature of Operations and Summary of Significant Accounting Policies".
Year Ended December 31, (in millions)
2018 2017 2016
Operating Income (Loss)     
Gas Distribution Operations$(254.1) $550.1
 $569.7
Electric Operations386.1
 367.4
 301.3
Corporate and Other(7.3) 3.7
 (4.9)
Consolidated Operating Income$124.7
 $921.2
 $866.1
Depreciation and Amortization     
Gas Distribution Operations$301.0
 $269.3
 $252.9
Electric Operations262.9
 277.8
 274.5
Corporate and Other35.7
 23.2
 19.7
Consolidated Depreciation and Amortization$599.6
 $570.3
 $547.1
Assets     
Gas Distribution Operations$13,527.0
 $12,048.8
 $11,096.4
Electric Operations5,735.2
 5,478.6
 5,233.3
Corporate and Other2,541.8
 2,434.3
 2,362.2
Consolidated Assets$21,804.0
 $19,961.7
 $18,691.9
Capital Expenditures(1)
     
Gas Distribution Operations$1,315.3
 $1,125.6
 $1,054.4
Electric Operations499.3
 592.4
 420.6
Corporate and Other
 35.8
 15.4
Consolidated Capital Expenditures$1,814.6

$1,753.8
 $1,490.4
(2)In 2019, Corporate and Other reflects an impairment charge of $204.8 million for goodwill related to Columbia of Massachusetts. For additional information, see Note 7, "Goodwill and Other Intangible Assets."
(1(3)Amounts differ from those presented on the Statements of Consolidated Cash Flows primarily due to the inclusion of capital expenditures included in current liabilities, the capitalized portion of the Corporate Incentive Plan payout, and AFUDC Equity.


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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

25.     Quarterly Financial Data (Unaudited)
23.Quarterly Financial Data (Unaudited)
Quarterly financial data does not always reveal the trend of our business operations due to nonrecurring items and seasonal weather patterns, which affect earnings and related components of revenue and operating income.
(in millions, except per share data)
First
Quarter(1)
Second
Quarter(2)
Third
   Quarter(3)
Fourth
Quarter(4)
2020
Operating Revenues$1,605.5 $962.7 $902.5 $1,211.0 
Operating Income148.2 91.7 92.8 218.1 
Net Income (Loss)75.6 (4.7)(172.9)87.8 
Net income attributable to noncontrolling interest3.4 
Net Income (Loss) attributable to NiSource75.6 (4.7)(172.9)84.4 
Preferred Dividends(13.8)(13.8)(13.8)(13.7)
Net Income (Loss) Available to Common Shareholders61.8 (18.5)(186.7)70.7 
Earnings (Loss) Per Share
Basic Earnings (Loss) Per Share$0.16 $(0.05)$(0.49)$0.18 
Diluted Earnings (Loss) Per Share$0.16 $(0.05)$(0.49)$0.18 
2019
Operating Revenues$1,869.8 $1,010.4 $931.5 $1,397.2 
Operating Income (Loss)374.2 463.5 91.0 (38.0)
Net Income (Loss)218.9 296.9 6.6 (139.3)
Preferred Dividends(13.8)(13.8)(13.8)(13.7)
Net Income (Loss) Available to Common Shareholders205.1 283.1 (7.2)(153.0)
Earnings (Loss) Per Share
Basic Earnings (Loss) Per Share$0.55 $0.76 $(0.02)$(0.41)
Diluted Earnings (Loss) Per Share$0.55 $0.75 $(0.02)$(0.41)
(in millions, except per share data)
First
Quarter(1)
 
Second
Quarter(2)
 
Third
   Quarter(3)
 
Fourth
Quarter(4)
2018       
Operating Revenues$1,750.8
 $1,007.0
 $895.0
 $1,461.7
Operating Income (Loss)400.6
 118.4
 (315.9) (78.4)
Net Income (Loss)276.1
 24.5
 (339.5) (11.7)
Preferred Dividends
 (1.3) (5.6) (8.1)
Net Income (Loss) Available to Common Shareholders276.1
 23.2
 (345.1) (19.8)
Earnings (Loss) Per Share       
Basic Earnings (Loss) Per Share$0.82
 $0.07
 $(0.95) $(0.05)
Diluted Earnings (Loss) Per Share$0.81
 $0.07
 $(0.95) $(0.05)
2017       
Operating Revenues$1,598.6
 $990.7
 $917.0
 $1,368.3
Operating Income415.4
 124.0
 111.2
 270.6
Net Income (Loss)211.3
 (44.4) 14.0
 (52.4)
Earnings (Loss) Per Share       
Basic Earnings (Loss) Per Share$0.65
 $(0.14) $0.04
 $(0.16)
Diluted Earnings (Loss) Per Share$0.65
 $(0.14) $0.04
 $(0.16)
(1) Net income for the first quarter of 20182020 was impacted by an interest rate swap settlement gain$280.2 million loss on sale of $21.2the Massachusetts Business. Net income for the first quarter of 2019 was impacted by $108.0 million in insurance recoveries (pretax). related to the Greater Lawrence Incident. See Note 9, "Risk Management Activities"1, "Company Structure and Principles of Consolidation" and Note 20-E, "Other Matters" for additional information.
(2) Net income for the second quarter of 20172020 was impacted by a $111.5an additional $84.4 million loss (pretax) on an early extinguishmentsale of long-term debt. See Note 14, "Long-Term Debt" for additional information.
(3) the Massachusetts Business. Net income for the thirdsecond quarter of 20182019 was impacted by approximately $462$297.0 million in expensesinsurance recoveries (pretax) related to the Greater Lawrence Incident restorationIncident. See Note 1, "Company Structure and a $33.0Principles of Consolidation" and Note 20-E, "Other Matters" for additional information.
(3) Net loss for the third quarter of 2020 was impacted by $243.4 million loss (pretax) on an early extinguishmentextinguishments of long-term debt. See Note 18-E, "Other Matters" and Note 14,15, "Long-Term Debt" for additional information.
(4) Net incomeloss for the fourth quarter of 20182019 was impacted by approximately $426an impairment charge of $204.8 million for goodwill and an impairment charge of $209.7 million for franchise rights, in expenses (pretax, net of insurance recoveries)each case related to the Greater Lawrence Incident restoration, partially offset by an interest rate swap settlement gainColumbia of $25.0 million (pretax)Massachusetts. For additional information, see Note 7, "Goodwill and a $120.7 million income tax benefit from true-ups to reflect regulatory outcomes associated with excess deferred income taxes. Net income for the fourth quarter of 2017 was impacted by a $161.1 million increase in tax expense as a result of implementing the provisions of the TCJA. See Note 18-E, "Other Matters,Other Intangible Assets." Note 9, "Risk Management Activities" and Note 10, "Income Taxes" for additional information.





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Notes to Consolidated Financial Statements


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)

24.26.     Supplemental Cash Flow Information
The following table provides additional information regarding our Consolidated Statements of Cash Flows for the years ended December 31, 2018, 20172020, 2019 and 2016:2018:
Year Ended December 31, (in millions)
202020192018
Supplemental Disclosures of Cash Flow Information
Non-cash transactions:
Capital expenditures included in current liabilities$170.4 $223.6 $152.0 
Assets acquired under a finance lease59.3 26.4 54.6 
Assets acquired under an operating lease10.9 13.4 
Reclassification of other property to regulatory assets(1)
0 245.3 
Assets recorded for asset retirement obligations(2)
91.5 54.6 78.1 
Obligation to developer at formation of joint venture(3)
69.7 
Schedule of interest and income taxes paid:
Cash paid for interest, net of interest capitalized amounts$349.0 $349.7 $354.2 
Cash paid for income taxes, net of refunds(4)
(1.0)10.8 3.3 
Year Ended December 31, (in millions)
2018 2017 2016
Supplemental Disclosures of Cash Flow Information     
Non-cash transactions:     
Capital expenditures included in current liabilities$152.0
 $173.0
 $125.3
Assets acquired under a capital lease54.6
 11.5
 4.0
Reclassification of other property to regulatory assets(1)
245.3
 
 
Assets recorded for asset retirement obligations(2)
78.1
 11.4
 6.9
Schedule of interest and income taxes paid:     
Cash paid for interest, net of interest capitalized amounts$354.2
 $339.9
 $337.8
Cash paid for income taxes, net of refunds3.3
 5.5
 8.0
(1)See Note 89 "Regulatory Matters" for additional information.
(2)See Note 78 "Asset Retirement Obligations" for additional information.

(3)Represents investing non-cash activity. See Note 4 "Variable Interest Entities" for additional information.

(4)Amount of refunds in 2020 was greater than the amount of tax payments due to overpayments in 2019.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (continued)







NISOURCE INC.
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
Twelve months ended December 31, 2020
  
 Additions 
($ in millions)Balance Jan. 1, 2020Charged to Costs and Expenses
Charged to Other Account (1)
Deductions for Purposes for which Reserves were CreatedBalance Dec. 31, 2020
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:
Reserve for accounts receivable$19.2 $31.6 $33.0 $31.5 $52.3 
Reserve for other investments3.0 3.0 
Twelve months ended December 31, 2019
  Additions 
($ in millions)Balance
Jan. 1, 2019
Charged to Costs and Expenses
Charged to Other Account (1)
Deductions for Purposes for which Reserves were CreatedBalance
Dec. 31, 2019
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:
Reserve for accounts receivable$21.1 $21.6 $41.3 $64.8 $19.2 
Reserve for other investments3.0 3.0 
Twelve months ended December 31, 2018
  Additions 
($ in millions)Balance
Jan. 1, 2018
Charged to Costs and Expenses
Charged to Other Account (1)
Deductions for Purposes for which Reserves were CreatedBalance
Dec. 31, 2018
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:
Reserve for accounts receivable$18.3 $20.2 $43.7 $61.1 $21.1 
Reserve for other investments3.0 3.0 
Twelve months ended December 31, 2018
  
  Additions     
($ in millions)Balance Jan. 1, 2018 Charged to Costs and Expenses 
Charged to Other Account (1)
  Deductions for Purposes for which Reserves were Created Balance Dec. 31, 2018
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:          
Reserve for accounts receivable$18.3
 $20.2
 $43.7
  $61.1
 $21.1
Reserve for other investments3.0
 
 
  
 3.0
           
Twelve months ended December 31, 2017
   Additions     
($ in millions)Balance
Jan. 1, 2017
 Charged to Costs and Expenses 
Charged to Other Account (1)
  Deductions for Purposes for which Reserves were Created Balance
Dec. 31, 2017
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:          
Reserve for accounts receivable$23.3
 $14.8
 $39.1
  $58.9
 $18.3
Reserve for other investments3.0
 
 
  
 3.0
           
Twelve months ended December 31, 2016
   Additions     
($ in millions)Balance
Jan. 1, 2016
 Charged to Costs and Expenses 
Charged to Other Account (1)
  Deductions for Purposes for which Reserves were Created Balance
Dec. 31, 2016
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:          
Reserve for accounts receivable$20.3
 $19.7
 $48.5
  $65.2
 $23.3
Reserve for other investments3.0
 
 
  
 3.0
(1) Charged to Other Accounts reflects the deferral of bad debt expense to a regulatory asset.

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NISOURCE INC.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE





None.


ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our chief executive officer and chief financial officer are responsible for evaluating the effectiveness of disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by the Company in reports that are filed or submitted under the Exchange Act are accumulated and communicated to management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the end of the period covered by this report, disclosure controls and procedures were effective to provide reasonable assurance that financial information was processed, recorded and reported accurately.
Management’s Annual Report on Internal Control over Financial Reporting
Our management, including our chief executive officer and chief financial officer, are responsible for establishing and maintaining internal control over financial reporting, as such term is defined under Rule 13a-15(f) or Rule 15d-15(f) promulgated under the Exchange Act. However, management would note that a control system can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Our management has adopted the 2013 framework set forth in the Committee of Sponsoring Organizations of the Treadway Commission report, Internal Control - Integrated Framework, the most commonly used and understood framework for evaluating internal control over financial reporting, as its framework for evaluating the reliability and effectiveness of internal control over financial reporting. During 2018,2020, we conducted an evaluation of our internal control over financial reporting. Based on this evaluation, management concluded that our internal control over financial reporting was effective as of the end of the period covered by this annual report.
Deloitte & Touche LLP, our independent registered public accounting firm, issued an attestation report on our internal controls over financial reporting which is contained in Item 8, “Financial Statements and Supplementary Data.”included herein.
Changes in Internal Controls
There have been no changes in our internal control over financial reporting during the most recently completed quarter covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
118

ITEM 9A. CONTROLS AND PROCEDURES

NISOURCE INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of NiSource Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of NiSource Inc. and subsidiaries (the “Company”) 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 (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

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 Opinion
The Company’s management is responsible 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 Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. 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 audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our 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
Columbus, Ohio
February 17, 2021

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ITEM 9B. OTHER INFORMATION

NISOURCE INC.
Not applicable.


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NISOURCE INC.




PART III

NISOURCE INC.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE




Except for the information required by this item with respect to our executive officers included at the end of Part I of this report on Form 10-K, the information required by this Item 10 is incorporated herein by reference to the discussion in "Proposal 1 Election of Directors," "Corporate Governance," and "Section"Delinquent Section 16(a) Beneficial Ownership Reporting Compliance,Reports"" of the Proxy Statement for the Annual Meeting of Stockholders to be held on May 7, 2019.25, 2021.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item 11 is incorporated herein by reference to the discussion in "Corporate Governance - Compensation Committee Interlocks and Insider Participation," "Director Compensation," "Executive Compensation," and "Executive Compensation - Compensation Committee Report," of the Proxy Statement for the Annual Meeting of Stockholders to be held on May 7, 2019.25, 2021.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by this Item 12 is incorporated herein by reference to the discussion in "Security Ownership of Certain Beneficial Owners and Management" and "Equity Compensation Plan Information" of the Proxy Statement for the Annual Meeting of Stockholders to be held on May 7, 2019.25, 2021.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this Item 13 is incorporated herein by reference to the discussion in "Corporate Governance - Policies and Procedures with Respect to Transactions with Related Persons" and "Corporate Governance - Director Independence" of the Proxy Statement for the Annual Meeting of Stockholders to be held on May 7, 2019.25, 2021.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The information required by this Item 14 is incorporated herein by reference to the discussion in "Independent AuditorRegistered Public Accounting Firm Fees" of the Proxy Statement for the Annual Meeting of Stockholders to be held on May 7, 2019.

25, 2021.
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PART IV
NISOURCE INC.
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES





Financial Statements and Financial Statement Schedules
The following financial statements and financial statement schedules filed as a part of the Annual Report on Form 10-K are included in Item 8, "Financial Statements and Supplementary Data."
Page
Exhibits
The exhibits filed herewith as a part of this report on Form 10-K are listed on the Exhibit Index below. Each management contract or compensatory plan or arrangement of ours, listed on the Exhibit Index, is separately identified by an asterisk.
Pursuant to Item 601(b), paragraph (4)(iii)(A) of Regulation S-K, certain instruments representing long-term debt of our subsidiaries have not been included as Exhibits because such debt does not exceed 10% of the total assets of ours and our subsidiaries on a consolidated basis. We agree to furnish a copy of any such instrument to the SEC upon request.

EXHIBIT
NUMBER
DESCRIPTION OF ITEM
EXHIBIT
NUMBER
DESCRIPTION OF ITEM
(1.1)
Form of Equity Distribution Agreement (incorporated by reference to Exhibit 1.1 to the NiSource Inc. Form 8-K filed on November 1, 2018).


(1.2)
Form of Master Forward Sale Confirmation (incorporated by reference to Exhibit 1.2 to the NiSource Inc. Form 8-K filed on November 1, 2018).


(2.1)
Separation and Distribution Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (incorporated by reference to Exhibit 2.1 to the NiSource Inc. Form 8-K filed on July 2, 2015).
(3.1)(2.2)
Asset Purchase Agreement, dated as of February 26, 2020, by and among NiSource Inc., Bay State Gas Company d/b/a Columbia Gas of Massachusetts and Eversource Energy (incorporated by reference to Exhibit 2.1 of the NiSource Inc. Form 8-K filed on February 27, 2020).***

(3.1)
Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 10-Q, filed with the Commission on August 3, 2015).


(3.2)
Certificate of Amendment of Amended and Restated Certificate of Incorporation of NiSource dated May 7, 2019 (incorporated by reference to Exhibit 3.1 of the NiSource Inc. Form 8-K filed on January 26, 2018)May 8, 2019).


(3.2)(3.3)
Bylaws of NiSource Inc., as amended and restated through January 26, 2018 (incorporated by reference to Exhibit 3.1 to the NiSource Inc. Form 8-Kfiled on January 26, 2018).

(3.3)(3.4)
Certificate of Designations of 5.65% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (incorporated by reference to Exhibit 3.1 of the NiSource Inc. Form 8-K filed on June 12, 2018).


(3.4)(3.5)
Form of Certificate of Designations of 6.50% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (incorporated by reference to Exhibit 3.1 of the NiSource Inc. Form 8-K filed on November 29, 2018).


(3.5)(3.6)
Certificate of Designations of 6.50% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (incorporated by reference to Exhibit 3.1 of the NiSource Inc. Form 8-K filed on December 6, 2018).


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(3.6)(3.7)
Certificate of Designations of Series B-1 Preferred Stock (incorporated by reference to Exhibit 3.1 to the NiSource Inc. Form 8-K filed on December 27, 2018).


(4.1)Indenture, dated as of March 1, 1988, by and between Northern Indiana Public Service Company ("NIPSCO") and Manufacturers Hanover Trust Company, as Trustee (incorporated by reference to Exhibit 4 to the NIPSCO Registration Statement (Registration No. 33-44193)).

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(4.2)First Supplemental Indenture, dated as of December 1, 1991, by and between Northern Indiana Public Service Company and Manufacturers Hanover Trust Company, as Trustee (incorporated by reference to Exhibit 4.1 to the NIPSCO Registration Statement (Registration No. 33-63870)).
(4.3)Indenture Agreement, dated as of February 14, 1997, by and between NIPSCO Industries, Inc., NIPSCO Capital Markets, Inc. and Chase Manhattan Bank as trustee (incorporated by reference to Exhibit 4.1 to the NIPSCO Industries, Inc. Registration Statement (Registration No. 333-22347)).
(4.4)Second Supplemental Indenture, dated as of November 1, 2000, by and among NiSource Capital Markets, Inc., NiSource Inc., New NiSource Inc., and The Chase Manhattan Bank, as trustee (incorporated by reference to Exhibit 4.45 to the NiSource Inc. Form 10-K for the period ended December 31, 2000).
(4.5)Indenture, dated November 14, 2000, among NiSource Finance Corp., NiSource Inc., as guarantor, and The Chase Manhattan Bank, as Trustee (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form S-3, dated November 17, 2000 (Registration No. 333-49330)).
(4.6)
Form of 3.490% Notes due 2027 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on May 17, 2017).
(4.7)
Form of 4.375% Notes due 2047 (incorporated by reference to Exhibit 4.2 to the NiSource Inc. Form 8-K filed on May 17, 2017).
(4.8)
Form of 3.950% Notes due 2048 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on September 8, 2017).
(4.9)
Form of 2.650% Notes due 2022 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on November 14, 2017).
(4.10)
Second Supplemental Indenture, dated as of November 30, 2017, between NiSource Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.4 to Post-Effective Amendment No. 1 to Form S-3 filed November 30, 2017 (Registration No. 333-214360)).
(4.11)
Third Supplemental Indenture, dated as of November 30, 2017, between NiSource Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.2 to the NiSource Inc. Form 8-K filed on December 1, 2017).
(4.12)
Second Supplemental Indenture, dated as of February 12, 2018, between Northern Indiana Public Service Company and The Bank of New York Mellon, solely as successor trustee under the Indenture dated as of March 1, 1988 between the Company and Manufacturers Hanover Trust Company, as original trustee. (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 10-Q filed on May 2, 2018).


(4.13)
Third Supplemental Indenture, dated as of June 11, 2018, by and between NiSource Inc. and The Bank of New York Mellon, as trustee (including form of 3.650% Notes due 2023) (incorporated by reference to Exhibit 4.1 of the NiSource Inc. Form 8-K filed on June 12, 2018).


(4.14)
Deposit Agreement, dated as of December  5, 2018, among NiSource, Inc., Computershare Inc. and Computershare Trust Company, N.A., acting jointly as depositary, and the holders from time to time of the depositary receipts described therein (incorporated by reference to Exhibit 4.1 of the NiSource Inc. Form 8-K filed on December 6, 2018).


(4.15)
Form of Depositary Receipt(incorporated by reference to Exhibit 4.1 of the NiSource Inc. Form 8-K filed on December 6, 2018).


(4.16)
Amended and Restated Deposit Agreement, dated as of December  27, 2018, among NiSource, Inc., Computershare Inc. and Computershare Trust Company, N.A., acting jointly as depositary, and the holders from time to time of the depositary receipts described therein (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on December 27, 2018).


(4.17)
Form of Depositary Receipt (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on December 27, 2018).


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(10.1)(4.18)
Form of 2.950% Notes due 2029 (incorporated by reference toExhibit 4.1 to NiSource Inc. Form 8-K filed on August 12, 2019).

(4.19)
Amended and Restated NiSource Inc. Employee Stock Purchase Plan (incorporated by reference to Exhibit C to the Registrant’s Definitive Proxy Statement on Schedule 14A, filed with the Commission on April 1, 2019).

(4.20)
Description of NiSource Inc.’s Securities Registered Under Section 12 of the Exchange Act. (incorporated by reference to Exhibit 4.20 of the NiSource Form 10-K filed on February 28, 2020)

(4.21)
Form of 3.600% Notes due 2030 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on April 8, 2020).
(4.22)
Form of 0.950% Notes due 2025 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on August 18, 2020).
(4.23)
Form of 1.700% Notes due 2031(incorporated by reference to Exhibit 4.2 to the NiSource Inc. Form 8-K filed on August 18, 2020).
(10.1)
2010 Omnibus Incentive Plan (incorporated by reference to Exhibit B to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting held on May 11, 2010, filed on April 2, 2010).*
(10.2)
First Amendment to the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-K filed on February 18, 2014.)*
(10.3)
2010 Omnibus Incentive Plan (incorporated by reference to Exhibit C to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting held on May 12, 2015, filed on April 7, 2015).*

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(10.4)
Second Amendment to the NiSource Inc. 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 8-K filed October 23, 2015.)*
(10.5)
Form of Performance Share Award Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on April 30, 2014.)*
(10.6)
Form of Amended and Restated 2013 Performance Share Agreement effective on implementation of the spin-off on July 1, 2015, (under the 2010 Omnibus Incentive Plan)(incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on November 3, 2015).*
(10.7)(10.6)
Form of Amended and Restated 2014 Performance Share Agreement effective on the implementation of the spin-off on July 1, 2015, (under the 2010 Omnibus Incentive Plan)(incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-Q filed on November 3, 2015).*
(10.8)(10.7)
Form of Amendment to Restricted Stock Unit Award Agreement related to Vested but Unpaid NiSource Restricted Stock Unit Awards for Nonemployee Directors of NiSource entered into as of July 13, 2015 (incorporated by reference to Exhibit 10.3 to the NiSource Inc. Form 10-Q filed on November 3, 2015).*
(10.9)(10.8)
NiSource Inc. Nonemployee Director Retirement Plan, as amended and restated effective May 13, 2008 (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-K filed on February 27, 2009).*
(10.10)(10.9)Supplemental Life Insurance Plan effective January 1, 1991, as amended, (incorporated by reference to Exhibit 2 to the NIPSCO Industries, Inc. Form 8-K filed on March 25, 1992).*
(10.11)(10.10)
Form of Change in Control and Termination Agreement (incorporated by reference to Exhibit 99.1 to the NiSource Inc. Form 8-K filed January 6, 2014).*
(10.12)
Revised Form of Change in Control and Termination Agreement (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 8-K filed on October 23, 2015.)*
(10.13)(10.11)
Form of Restricted Stock Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.18 to the NiSource Inc. Form 10-K filed on February 28, 2011).*
(10.14)(10.12)
Form of Restricted Stock Unit Award Agreement for Non-employee directors under the Non-employee Director Stock Incentive Plan (incorporated by reference to Exhibit 10.19 to the NiSource Inc. Form 10-K filed on February 28, 2011).*
(10.15)(10.13)
Form of Restricted Stock Unit Award Agreement for Nonemployee Directors under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to NiSource Inc. Form 10-Q filed on August 2, 2011).*
(10.16)(10.14)
Form of Performance ShareRestricted Stock Unit Award Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.3 to the NiSource Inc. Form 10-Q filed on May 3, 2016).*
(10.17)
Form of Restricted Stock Unit Award Agreement under the 2010 Omnibus Incentive Plan.* (incorporated by reference to Exhibit 10.17 to the NiSource Inc. Form 10-K filed on February 22, 2017).*
(10.18)(10.15)
Form of Restricted Stock Unit Award Agreement for Nonemployee Directors under the 2010 Omnibus Incentive Plan.Plan (incorporated by reference to Exhibit 10.18 to the NiSource Inc. Form 10-K filed on February 22, 2017). *
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(10.19)(10.16)
Amended and Restated NiSource Inc. Supplemental Executive Retirement Plan effective May 13, 2011 (incorporated by reference to Exhibit 10.3 to NiSource Inc. Form 10-Q filed on October 28, 2011).*
(10.20)
Amended and Restated Pension Restoration Plan for NiSource Inc. and Affiliates effective May 13, 2011 (incorporated by reference to Exhibit 10.4 to NiSource Inc. Form 10-Q filed on October 28, 2011).*
(10.21)
Amended Restated Savings Restoration Plan for NiSource Inc. and Affiliates effective October 22, 2012 (incorporated by reference to Exhibit 10.20 to the NiSource Inc. Form 10-K filed on February 19, 2013).*
(10.22)
Amended and Restated NiSource Inc. Executive Deferred Compensation Plan effective November 1, 2012 (incorporated by reference to Exhibit 10.21 to the NiSource Inc. Form 10-K filed on February 19, 2013).*
(10.23)(10.17)
NiSource Inc. Executive Severance Policy, as amended and restated, effective January 1, 2015 (incorporated by reference to Exhibit 10.21 to the NiSource Inc. Form 10-K filed on February 18, 2015).*

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(10.24)(10.18)
Fourth Amended and Restated Revolving Credit Agreement, dated as of November 28, 2016, among NiSource Finance Corp., as Borrower, NiSource Inc., the Lenders party thereto, Barclays Bank PLC, as Administrative Agent, JPMorgan Chase Bank, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Co-Syndication Agents, Citibank, N.A., Credit Suisse AG, Cayman Islands Branch and Wells Fargo Bank, National Association, as Co-Documentation Agents, and Barclays Bank PLC, JPMorgan Chase Bank, N.A., The Bank of Tokyo-Mitsubishi UFJ, Ltd., Credit Suisse Securities (USA) LLC, Citigroup Global Markets, Inc. and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Bookrunners (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 8-K filed on November 28, 2016).
(10.25)
Note Purchase Agreement, dated as of August 23, 2005, by and among NiSource Finance Corp., as issuer, NiSource Inc., as guarantor, and the purchasers named therein (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Current Report on Form 8-K filed on August 26, 2005).
(10.26)(10.19)
Amendment No. 1, dated as of November 10, 2008, to the Note Purchase Agreement by and among NiSource Finance Corp., as issuer, NiSource Inc., as guarantor, and the purchasers whose names appear on the signature page thereto (incorporated by reference to Exhibit 10.30 to the NiSource Inc. Form 10-K filed on February 27, 2009).
(10.27)(10.20)
Term Loan Agreement, dated as of March 31, 2016, by and among NiSource Finance Corp., as Borrower, NiSource Inc., as Guarantor, the Lenders party thereto, and PNC Bank, National Association, as Administrative Agent, JP Morgan Chase Bank, N.A., as Syndication Agent, and Mizuho Bank, Ltd., as Documentation Agent (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on May 3, 2016).

(10.28)
Letter Agreement, dated as of March 17, 2015, by and between NiSource Inc. and Donald Brown. (incorporated by reference Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on April 30, 2015).*
(10.29)(10.21)
Letter Agreement, dated as of February 23, 2016, by and between NiSource Inc. and Pablo A. Vegas. (incorporated by reference Exhibit 10.29 to the NiSource Inc. Form 10-K filed on February 22, 2017).*
(10.30)(10.22)
Tax Allocation Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on July 2, 2015).
(10.31)
Employee Matters Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 8-K filed on July 2, 2015).
(10.32)(10.23)
Form of Change in Control and Termination Agreement (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on August 2, 2017).*
(10.33)(10.24)
Form of Performance Share Award Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.33 to the NiSource Form 10-K filed on February 20, 2018).*
(10.34)(10.25)
Form of Restricted Stock Unit Award Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.34 to the NiSource Form 10-K filed on February 20, 2018).*
(10.35)(10.26)
Term Loan Agreement dated as of April 18, 2018 among NiSource Inc., as borrower, the lenders party thereto and MUFG Bank, Ltd., as administrative agent and as sole lead arranger and sole bookrunner (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on April 19, 2018).

(10.36)
Common Stock Subscription Agreement, dated as of May 2, 2018, by and among NiSource Inc. and the purchasers named therein (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on May 2, 2018).


(10.37)(10.27)
Registration Rights Agreement, dated as of May 2, 2018, by and among NiSource Inc. and the purchasers named therein (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 8-K filed on May 2, 2018).


(10.38)(10.28)
Purchase Agreement, dated as of June 6, 2018, by and among NiSource Inc. and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and MUFG Securities Americas Inc., as representatives, relating to the 5.650% Series A Preferred Stock (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on June 12, 2018).


(10.39)(10.29)
Purchase Agreement, dated as of June 6, 2018, by and among NiSource Inc. and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and MUFG Securities Americas Inc., as representatives, relating to the 3.650% Notes due 2023 (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 8-K filed on June 12, 2018).
(10.40)(10.30)
Registration Rights Agreement, dated as of June 11, 2018, by and among NiSource Inc. and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and MUFG Securities Americas Inc., as representatives, relating to the 5.650% Series A Preferred Stock (incorporated by reference to Exhibit 10.3 of the NiSource Inc. Form 8-K filed on June 12, 2018).



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(10.41)(10.31)
Registration Rights Agreement, dated as of June 11, 2018, by and among NiSource Inc. and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and MUFG Securities Americas Inc., as representatives, relating to the 3.650% Notes due 2023 (incorporated by reference to Exhibit 10.4 of the NiSource Inc. Form 8-K filed on June 12, 2018).


(10.42)(10.32)
Amended and Restated NiSource Inc. Supplemental Executive Retirement Plan effective August 10, 2017 (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 10-Q filed on November 1, 2018).

(10.43)
Amended and Restated Pension Restoration Plan for NiSource Inc. and Affiliates effective August 10, 2017 (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 10-Q filed on November 1, 2018).

(10.44)
Amended Restated Savings Restoration Plan for NiSource Inc. and Affiliates effective August 10, 2017 (incorporated by reference to Exhibit 10.3 of the NiSource Inc. Form 10-Q filed on November 1, 2018).

(10.45)
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(21)(10.33)
Fifth Amended and Restated Revolving Credit Agreement, dated as of February  20, 2019, among NiSource Inc., as Borrower, the Lenders party thereto, Barclays Bank PLC, as Administrative Agent, Citibank, N.A. and MUFG Bank, Ltd., as Co-Syndication Agents, Credit Suisse AG, Cayman Islands Branch, JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as Co-Documentation Agents, and Barclays Bank PLC, Citibank, N.A., MUFG Bank, Ltd., Credit Suisse Loan Funding LLC, JPMorgan Chase Bank, N.A. and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Bookrunners (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on February 20, 2019).

(10.34)
Amended and Restated NiSource Inc. Employee Stock Purchase Plan adopted as of February 1, 2019 (incorporated by reference to Exhibit C to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting to be held on May 7, 2019, filed on April 1, 2019).

(10.35)
Form of Performance Share Award Agreement (incorporated by reference toExhibit 10.39 of the NiSource Form 10-Kfiled on February 28, 2020).*
(10.36)
Form of Restricted Stock Unit Award Agreement (incorporated by reference toExhibit 10.40 of the NiSource Form 10-Kfiled on February 28, 2020). *
(10.37)
Form of Cash-Based Award Agreement (incorporated by reference toExhibit 10.41 of the NiSource Form 10-Kfiled on February 28, 2020). *
(10.38)
Columbia Gas of Massachusetts Plea Agreement dated February 26, 2020 (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 8-Kfiled on February 27, 2020).

(10.39)
NiSource Deferred Prosecution Agreement dated February 26, 2020 (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-Kfiled on February 27, 2020).

(10.40)
Term Loan Agreement, dated as of April 1, 2020, among NiSource Inc., as Borrower, the lenders party thereto, and KeyBank National Association, as Administrative Agent, and KeyBank National Association, PNC Bank, National Association and U.S. Bank National Association, as Joint Lead Arrangers and Joint Bookrunners (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on April 1, 2020).
(10.41)
2020 Omnibus Incentive Plan (incorporated by reference to Exhibit A to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting held on May 19, 2020, filed on April 13, 2020).*
(10.42)
Settlement Agreement, dated July 2, 2020, by and among Bay State Gas Company d/b/a Columbia Gas of Massachusetts, NiSource Inc., Eversource Gas Company of Massachusetts, Eversource Energy, the Massachusetts Attorney General’s Office, the Massachusetts Department of Energy Resources the Low-Income Weatherization and Fuel Assistance Program Network (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on July 6, 2020).
(10.43)
Form of Restricted Stock Unit Award Agreement for Nonemployee Directors under the 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 10-Q filed on August 5, 2020).*
(10.44)
Addendum to Plea Agreement filed on or about June 21, 2020 in the United States District Court for the District of Massachusetts (incorporated by reference to Exhibit 10.4 of the NiSource Inc. Form 10-Q filed on August 5, 2020).
(10.45)
Letter Agreement by and among NiSource Inc., Bay State Gas Company d/b/a Columbia Gas of Massachusetts and Eversource Energy Relating to Asset Purchase Agreement, dated October 9, 2020 (incorporated by reference to Exhibit 10.3 to the NiSource Inc. Form 10-Q filed on November 2, 2020).***
(10.46)
NiSource Inc. Supplemental Executive Retirement Plan, as amended and restated effective November 1, 2020 (incorporated by reference to Exhibit 10.4 to the NiSource Inc. Form 10-Q filed on November 2, 2020).*
(10.47)
Pension Restoration Plan for NiSource Inc. and Affiliates, as amended and restated effective November 1, 2020 (incorporated by reference to Exhibit 10.5 to the NiSource Inc. Form 10-Q filed on November 2, 2020).
(10.48)
Savings Restoration Plan for NiSource Inc. and Affiliates, as amended and restated effective November 1, 2020 (incorporated by reference to Exhibit 10.6 to the NiSource Inc. Form 10-Q filed on November 2, 2020).*
(10.49)
NiSource Inc. Executive Severance Policy, as amended and restated effective October 19, 2020 (incorporated by reference to Exhibit 10.7 to the NiSource Inc. Form 10-Q filed on November 2, 2020).*
(10.50)
NiSource Next Voluntary Separation Program, effective as of August 5, 2020 (incorporated by reference to Exhibit 10.8 to the NiSource Inc. Form 10-Q filed on November 2, 2020).*
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(10.51)
Letter Agreement dated October 19, 2020 by and between NiSource Inc. and Carrie Hightman (incorporated by reference to Exhibit 10.9 to the NiSource Inc. Form 10-Q filed on November 2, 2020).*
(10.52)
Amendment to Settlement Agreement by and among Bay State Gas Company d/b/a Columbia Gas of
Massachusetts, NiSource Inc., Eversource Gas Company of Massachusetts, Eversource Energy, the Massachusetts Attorney General’s Office, the Massachusetts Department of Energy Resources and the Low-Income Weatherization and Fuel Assistance Program Network, dated September 29, 2020 (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-Q filed on November 2, 2020).
(10.53)
(10.54)
(10.55)
(21)
(23)
(31.1)
(31.2)
(32.1)
(32.2)
(101.INS)XBRL Instance Document.**
(101.SCH)XBRL Schema Document.**
(101.CAL)XBRL Calculation Linkbase Document.**
(101.LAB)XBRL Labels Linkbase Document.**
(101.PRE)XBRL Presentation Linkbase Document.**
(101.DEF)XBRL Definition Linkbase Document.**
*(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 Schema Document.**
(101.CAL)Inline XBRL Calculation Linkbase Document.**
(101.LAB)Inline XBRL Labels Linkbase Document.**
(101.PRE)Inline XBRL Presentation Linkbase Document.**
(101.DEF)Inline XBRL Definition Linkbase Document.**
(104)Cover page Interactive Data File (formatted as inline XBRL, and contained in Exhibit 101.)
*Management contract or compensatory plan or arrangement of NiSource Inc.
**Exhibit filed herewith.
***Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. NiSource agrees to furnish supplementally a copy of any omitted schedules or exhibits to the SEC upon request.
References made to NIPSCO filings can be found at Commission File Number 001-04125. References made to NiSource Inc. filings made prior to November 1, 2000 can be found at Commission File Number 001-09779.




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ITEM 16. FORM 10-K SUMMARY
None
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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, hereunto duly authorized.
 
NiSource Inc.
(Registrant)
NiSource Inc.
(Registrant)
Date:                 February 20, 2019              17, 2021              
By:/s/                          JOSEPH HAMROCK
Joseph Hamrock
President, Chief Executive Officer and Director
(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
/s/JOSEPH HAMROCKPresident, ChiefDate: February 17, 2021
Joseph HamrockExecutive Officer and Director
(Principal Executive Officer)
/s/JOSEPH HAMROCKPresident, ChiefDate: February 20, 2019
Joseph HamrockExecutive Officer and Director
(Principal Executive Officer)
/s/DONALD E. BROWNExecutive Vice President andDate: February 20, 201917, 2021
Donald E. Brown
Chief Financial Officer

(Principal Financial Officer)
/s/JOSEPH W. MULPASGUNNAR J. GODEVice President andDate: February 20, 201917, 2021
Joseph W. MulpasGunnar J. GodeChief Accounting Officer

(Principal Accounting Officer)
/s/RICHARD L. THOMPSONKEVIN T. KABATChairman and Directorof the BoardDate: February 20, 201917, 2021
Richard L. ThompsonKevin T. Kabat
/s/ PETER A. ALTABEFDirectorDate: February 20, 201917, 2021
 Peter A. Altabef
/s/THEODORE H. BUNTING, JR.DirectorDate: February 20, 201917, 2021
Theodore H. Bunting, Jr.
/s/ERIC L. BUTLERDirectorDate: February 20, 201917, 2021
Eric L. Butler
/s/ARISTIDES S. CANDRISDirectorDate: February 20, 201917, 2021
Aristides S. Candris
/s/WAYNE S. DEVEYDTDirectorDate: February 20, 201917, 2021
Wayne S. DeVeydt
/s/DEBORAH A. HENRETTADirectorDate: February 20, 201917, 2021
Deborah A. Henretta
/s/DEBORAH A.P. HERSMAN  DirectorDate: February 17, 2021
Deborah A. P. Hersman
/s/MICHAEL E. JESANIS    DirectorDate: February 20, 201917, 2021
Michael E. Jesanis
/s/KEVIN T. KABATDirectorDate: February 20, 2019
Kevin T. Kabat
/s/CAROLYN Y. WOODirectorDate: February 20, 201917, 2021
Carolyn Y. Woo
/s/LLOYD M. YATESDirectorDate: February 17, 2021
Lloyd M. Yates

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