10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended March 31, 2009
Commission file number 1-11607
DTE ENERGY COMPANY
(Exact name of registrant as specified in its charter)
|
|
|
Michigan
(State or other jurisdiction of
incorporation or organization)
|
|
38-3217752
(I.R.S. Employer
Identification No.) |
|
|
|
One Energy Plaza, Detroit, Michigan
(Address of principal executive offices)
|
|
48226-1279
(Zip Code) |
313-235-4000
(Registrants telephone number, including area code)
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 o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files).
Yes o No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ |
Accelerated filer o |
Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).
Yes o No þ
At
March 31, 2009, 163,876,686 shares of DTE Energys common stock were outstanding, substantially
all of which were held by non-affiliates.
DTE Energy Company
Quarterly Report on Form 10-Q
Quarter Ended March 31, 2009
TABLE OF CONTENTS
Definitions
|
|
|
Company
|
|
DTE Energy Company and any subsidiary companies |
|
|
|
CTA
|
|
Costs to achieve, consisting of project management,
consultant support and employee severance, related to the
Performance Excellence Process |
|
|
|
Customer Choice
|
|
Statewide initiatives giving customers in Michigan the
option to choose alternative suppliers for electricity
and gas |
|
|
|
Detroit Edison
|
|
The Detroit Edison Company (a direct wholly-owned
subsidiary of DTE Energy) and subsidiary companies |
|
|
|
DTE Energy
|
|
DTE Energy Company, directly or indirectly the parent of
Detroit Edison, MichCon and numerous non-utility
subsidiaries |
|
|
|
EPA
|
|
United States Environmental Protection Agency |
|
|
|
FASB
|
|
Financial Accounting Standards Board |
|
|
|
FERC
|
|
Federal Energy Regulatory Commission |
|
|
|
GCR
|
|
A gas cost recovery mechanism authorized by the MPSC,
permitting MichCon to pass the cost of natural gas to its
customers. |
|
|
|
MDEQ
|
|
Michigan Department of Environmental Quality |
|
|
|
MichCon
|
|
Michigan Consolidated Gas Company (an indirect
wholly-owned subsidiary of DTE Energy) and subsidiary
companies |
|
|
|
MISO
|
|
Midwest Independent System Operator, a Regional
Transmission Organization |
|
|
|
MPSC
|
|
Michigan Public Service Commission |
|
|
|
Non-utility
|
|
An entity that is not a public utility. Its conditions of
service, prices of goods and services and other operating
related matters are not directly regulated by the MPSC or
the FERC. |
|
|
|
NRC
|
|
Nuclear Regulatory Commission |
|
|
|
Production tax credits
|
|
Tax credits as authorized under Sections 45K and 45 of
the Internal Revenue Code that are designed to stimulate
investment in and development of alternate fuel sources.
The amount of a production tax credit can vary each year
as determined by the Internal Revenue Service. |
|
|
|
Proved reserves
|
|
Estimated quantities of natural gas, natural gas liquids
and crude oil which geological and engineering data
demonstrate with reasonable certainty to be recoverable
in future years from known reserves under existing
economic and operating conditions. |
|
|
|
PSCR
|
|
A power supply cost recovery mechanism authorized by the
MPSC that allows Detroit Edison to recover through rates
its fuel, fuel-related and purchased power expenses. |
|
|
|
Securitization
|
|
Detroit Edison financed specific stranded costs at lower
interest rates through the sale of rate reduction bonds
by a wholly-owned special purpose entity, the Detroit
Edison Securitization Funding LLC. |
|
|
|
SFAS
|
|
Statement of Financial Accounting Standards |
|
|
|
Subsidiaries
|
|
The direct and indirect subsidiaries of DTE Energy Company |
|
|
|
Synfuels
|
|
The fuel produced through a process involving chemically
modifying and binding particles of coal. Synfuels are
used for power generation and coke production. Synfuel
production through December 31, 2007 generated production
tax credits. |
1
|
|
|
|
|
|
Unconventional Gas
|
|
Includes those oil and gas deposits that originated and
are stored in coal bed, tight sandstone and shale
formations |
|
|
|
Units of Measurement |
|
|
|
|
|
Bcf
|
|
Billion cubic feet of gas |
Bcfe
|
|
Conversion metric of natural gas, the ratio of 6 Mcf of
gas to 1 barrel of oil |
GWh
|
|
Gigawatthour of electricity |
kWh
|
|
Kilowatthour of electricity |
Mcf
|
|
Thousand cubic feet of gas |
MMcf
|
|
Million cubic feet of gas |
MW
|
|
Megawatt of electricity |
MWh
|
|
Megawatthour of electricity |
2
Forward-Looking Statements
Certain information presented herein includes forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements involve certain risks
and uncertainties that may cause actual future results to differ materially from those presently
contemplated, projected, estimated or budgeted. Many factors may impact forward-looking statements
including, but not limited to, the following:
|
|
|
access to capital markets and capital market conditions and the results of other
financing efforts which can be affected by credit agency ratings; |
|
|
|
|
instability in capital markets which could impact availability of short and long-term
financing; |
|
|
|
|
potential for continued loss on investments, including nuclear
decommissioning and benefit plan assets; |
|
|
|
|
the length and severity of ongoing economic decline; |
|
|
|
|
the timing and extent of changes in interest rates; |
|
|
|
|
the level of borrowings; |
|
|
|
|
the availability, cost, coverage and terms of insurance and stability of insurance
providers; |
|
|
|
|
changes in the economic and financial viability of our customers, suppliers, and trading
counterparties, and the continued ability of such parties to perform their obligations to
the Company; |
|
|
|
|
the effects of weather and other natural phenomena on operations and sales to customers,
and purchases from suppliers; |
|
|
|
|
economic climate and population growth or decline in the geographic areas where we do
business; |
|
|
|
|
environmental issues, laws, regulations, and the increasing costs of remediation and
compliance, including actual and potential new federal and state requirements that could
include carbon and more stringent mercury emission controls, a renewable portfolio standard,
energy efficiency mandates, and a carbon tax or cap and trade structure; |
|
|
|
|
nuclear regulations and operations associated with nuclear facilities; |
|
|
|
|
impact of electric and gas utility restructuring in Michigan, including legislative
amendments and Customer Choice programs; |
|
|
|
|
employee relations and the impact of collective bargaining agreements; |
|
|
|
|
unplanned outages; |
|
|
|
|
changes in the cost and availability of coal and other raw materials, purchased power and
natural gas; |
|
|
|
|
the effects of competition; |
|
|
|
|
the uncertainties of successful exploration of gas shale resources and challenges in
estimating gas reserves with certainty; |
|
|
|
|
impact of regulation by the FERC, MPSC, NRC and other applicable governmental proceedings
and regulations, including any associated impact on rate structures; |
3
|
|
|
changes in and application of federal, state and local tax laws and their
interpretations, including the Internal Revenue Code, regulations, rulings, court
proceedings and audits; |
|
|
|
|
the ability to recover costs through rate increases; |
|
|
|
|
the cost of protecting assets against, or damage due to, terrorism; |
|
|
|
|
changes in and application of accounting standards and financial reporting regulations; |
|
|
|
|
changes in federal or state laws and their interpretation with respect to regulation,
energy policy and other business issues; |
|
|
|
|
high levels of uncollectible accounts receivable; and |
|
|
|
|
binding arbitration, litigation and related appeals. |
New factors emerge from time to time. We cannot predict what factors may arise or how such factors
may cause our results to differ materially from those contained in any forward-looking statement.
Any forward-looking statements refer only as of the date on which such statements are made. We
undertake no obligation to update any forward-looking statement to reflect events or circumstances
after the date on which such statement is made or to reflect the occurrence of unanticipated
events.
4
Part I Item 2.
DTE ENERGY COMPANY
Managements Discussion and Analysis
of Financial Condition and Results of Operations
OVERVIEW
DTE Energy is a diversified energy company with 2008 revenues in excess of $9 billion and over $24
billion of assets. We are the parent company of Detroit Edison and MichCon, regulated electric and
gas utilities engaged primarily in the business of providing electricity and natural gas sales,
distribution and storage services throughout southeastern Michigan. We operate four energy-related
non-utility segments with operations throughout the United States.
Net income
attributable to DTE Energy in the first quarter of 2009 was $178 million, or $1.09 per diluted share, compared to
net income of $212 million, or $1.29 per diluted share, in the first quarter of 2008. The decrease
in net income is primarily due to the $80 million after-tax gain on the 2008 sale of a portion of
Barnett shale properties, partially offset by higher earnings in the electric and gas utilities and
in the gas midstream and energy trading segments in our non-utility operations.
Please see detailed explanations of segment performance in the following Results of Operations
section.
The items discussed below influenced our current financial performance and may affect future
results:
|
|
Impacts of national and regional economic conditions on
utility operations, including
automotive industry uncertainty; |
|
|
|
Effects of weather on utility operations; |
|
|
|
Collectibility of accounts receivable on utility operations; |
|
|
|
Impact of regulatory decisions on utility operations; |
|
|
|
Fluctuations in market demand on coal supply; |
|
|
|
Challenges associated with nuclear fuel; |
|
|
|
Results in our Energy Trading business; and |
|
|
|
Required renewable, energy-efficiency, environmental and reliability-related capital
investments and other costs. |
Reference in this report to we, us, our, Company or DTE are to DTE Energy and its
subsidiaries, collectively.
UTILITY OPERATIONS
Our Electric Utility segment consists of Detroit Edison, which is engaged in the generation,
purchase, distribution and sale of electricity to approximately 2.2 million customers in
southeastern Michigan.
Our Gas Utility segment consists of MichCon and Citizens Gas Fuel Company (Citizens). MichCon is
engaged in the purchase, storage, transmission, distribution and sale of natural gas to
approximately 1.2 million customers throughout Michigan. MichCon also has subsidiaries involved in
the gathering, processing and transmission of natural gas in northern Michigan. Citizens
distributes natural gas in Adrian, Michigan to approximately 17,000 customers.
Impact of National and Regional Economic Conditions on our Utility Operations Revenues from our
utility operations follow the economic cycles of the customers we serve. Our utilities provide
services to the domestic automotive industry which is under considerable financial distress,
exacerbating the decline in regional conditions.
5
In the
first quarter of 2009, Detroit Edison experienced an approximate 9
percent decline in sales in
its service territory as compared to 2008.
For 2009, as compared to 2008, we are expecting a 6 percent decline in sales in the Detroit
Edison service territory.
As discussed further below, deteriorating economic conditions impact our ability to
collect amounts due from our customers of our electric and gas utilities and drive higher levels of
lost and stolen natural gas at MichCon. In the face of the economic conditions, we are actively
managing our cash, capital expenditures, cost structure and liquidity to maintain our financial
strength. See Note 9 of the Notes to Consolidated Financial Statements.
Effects of Weather on Utility Operations Earnings from our utility operations are seasonal and
very sensitive to weather. Electric utility earnings are primarily dependent on hot summer weather,
while the gas utilitys results are primarily dependent on cold winter weather.
Collectibility of Accounts Receivable on Utility Operations Both utilities continue to
experience high levels of past due receivables, which is primarily attributable to economic
conditions, including high levels of unemployment and home foreclosures. High energy prices and a
lack of adequate levels of assistance for low-income customers have also impacted our accounts
receivable. We have taken actions to manage the level of past due receivables, including increasing
customer disconnections, contracting with collection agencies and working with Michigan officials
and others to increase the share of low-income funding allocated to our customers. The April 2005
MPSC gas rate order provided for an uncollectible true-up mechanism for MichCon. The uncollectible
true-up mechanism enables MichCon to recover ninety percent of the difference between the actual
uncollectible expense for each year and $37 million after an annual reconciliation proceeding
before the MPSC. Our uncollectible accounts expense for the two
utilities was approximately $42
million for both the three months ended March 31, 2009 and the corresponding period of 2008 (net of
amounts deferred for future recovery under MichCons uncollectible true-up mechanism.)
Impact of Regulatory Decisions on Utility Operations On December 23, 2008, the MPSC issued an
order in Detroit Edisons February 20, 2008 updated rate case filing. The MPSC approved an annual
revenue increase of $84 million effective January 14, 2009
or a 2.0 percent average increase in Detroit
Edisons annual revenue requirement for 2009. Included in the approved $84 million increase in
revenues was a return on equity of 11 percent on an expected 49
percent equity and 51 percent debt capital structure.
Detroit Edison filed a general rate case on January 26, 2009 based on a twelve months ended June
2008 historical test year. The filing with the MPSC requested a
$378 million, or 8.1 percent average
increase in Detroit Edisons annual revenue requirement for the twelve months ended June 30, 2010
projected test year. The requested increase in revenues is required to recover the increased costs
associated with environmental compliance, operation and maintenance of the Companys electric
distribution system and generation plants, customer uncollectible accounts, inflation, the capital
costs of plant additions and the reduction in territory sales.
See Note 5 of the Notes to Consolidated Financial Statements.
Fluctuations
in Market Demand on Coal Supply Our generating fleet
produces approximately 79 percent of
its electricity from coal. Coal demand from domestic and international markets over the last
several years has resulted in volatility and higher prices which are passed to our customers
through the PSCR mechanism. The demand and price volatility have been dampened by the recent
economic downturn and any future increase is dependent on the timing and extent of economic
recovery. In addition, obtaining environmental permits and finding economically recoverable amounts
of new coal have resulted in decreasing coal output from the central Appalachian region, while
environmental regulation has increased demand for cleaner burning western coal.
Challenges Associated with Nuclear Fuel We operate one nuclear facility (Fermi 2) that undergoes
a periodic refueling outage approximately every eighteen months. Uranium prices have been rising
due to supply concerns. In the future, there may be additional nuclear facilities constructed in
the industry that may place additional pressure on uranium supplies and prices. We have a contract
with the U.S. Department of Energy (DOE) for the future storage and disposal of spent nuclear fuel
from Fermi 2. We are obligated to pay the DOE a fee of $0.001 per kWh of Fermi 2 electricity
generated and sold; this fee is a component of nuclear fuel expense. Delays have occurred in the
DOEs program for the acceptance and disposal of spent nuclear fuel at a permanent repository. We
are a party in litigation against the DOE for both past and future costs associated with the DOEs
failure to accept spent nuclear fuel under the timetable set forth in the Federal Nuclear Waste
Policy Act of 1982. Until the DOE is able to fulfill its obligation
6
under the contract, we are responsible for the spent nuclear fuel storage and have begun work on an
on-site dry cask storage facility.
NON-UTILITY OPERATIONS
We have made significant investments in non-utility asset-intensive businesses. We employ
disciplined investment criteria when assessing opportunities that leverage our assets, skills and
expertise. Specifically, we invest in targeted energy markets with attractive competitive dynamics
where meaningful scale is in alignment with our risk profile.
Gas Midstream
Gas Midstream owns partnership interests in two interstate transmission pipelines and two natural
gas storage fields. The pipeline and storage assets are primarily supported by long-term,
fixed-price revenue contracts. We have a partnership interest in Vector Pipeline (Vector), an
interstate transmission pipeline, which connects Michigan to Chicago and Ontario. We also hold
partnership interests in Millennium Pipeline Company (Millennium), which was placed in service in
December 2008. Millennium indirectly connects southern New York State to Upper Midwest/Canadian
supply, while providing transportation service into the New York City markets. We have storage
assets in Michigan capable of storing up to 87 Bcf in natural gas storage fields located in
Southeast Michigan. The Washington 10 and 28 storage facilities are high deliverability storage
fields having bi-directional interconnections with Vector and MichCon providing our customers
access to the Chicago, Michigan, other Midwest and Ontario market centers. The pipeline and storage
business is expanding capacity to serve markets throughout the Midwest and Northeast United States
regions.
Unconventional Gas Production
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production within the Barnett shale in north Texas. We continue to develop our position here, with
total leasehold acreage of 62,395 (60,553 acres, net of interest of others). We continue to acquire
select positions in active development areas in the Barnett shale to optimize our existing
portfolio.
In
January 2008, we sold a portion of our Barnett shale properties for
gross proceeds of approximately $250
million. The properties sold included 75 Bcfe of proved reserves on approximately 11,000 net acres
in the core area of the Barnett shale.
We plan to continue to develop our holdings in the western portion of the Barnett shale and to seek
opportunities for additional monetization of select properties
within our Barnett shale holdings, when conditions are appropriate.
We
expect to invest approximately $25 million in 2009. During 2009, we expect to drill 10 to 15
new wells and achieve Barnett shale production of approximately 5 to 6 Bcfe of natural gas,
compared with approximately 5 Bcfe in 2008.
As a component of our risk management strategy for our Barnett shale reserves, we hedged a portion
of anticipated production from our reserves to secure an attractive investment return. As of March
31, 2009, we have a series of cash flow hedges for approximately 2.7 Bcf of anticipated Barnett gas
production through 2010 at an average price of $7.31 per Mcf.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers; provide
coal transportation and marketing; and sell electricity from biomass-fired energy projects. This
business segment provides utility-type services using project assets usually located on or near the
customers premises in the steel, automotive, pulp and paper, airport and other industries.
Services provided include pulverized coal and petroleum coke supply and metallurgical coke supply,
power generation, steam production, chilled water production, wastewater treatment and compressed
air supply. We own and operate one gas-fired peaking electric generating plant, two biomass-fired
electric generating plants and operate
7
one coal-fired power plant. A third biomass-fired electric generating plant is currently under
development with an expected in-service date of January 2010. This business segment also develops,
owns and operates landfill gas recovery systems throughout the United States and produces
metallurgical coke from three coke batteries. The production of coke from two of the coke batteries
generates production tax credits. The business provides coal
transportation-related services
including fuel, transportation, storage, blending and rail equipment management services. We
specialize in minimizing fuel costs and maximizing reliability of supply for energy-intensive
customers. Additionally, we participate in coal marketing and the purchase and sale of emissions
credits. This business segment performs coal mine methane extraction, in which we recover methane
gas from mine voids for processing and delivery to natural gas pipelines, industrial users or for
small power generation projects.
Energy Trading
Energy Trading focuses on physical power and gas marketing and trading, structured transactions,
enhancement of returns from DTE Energys asset portfolio and the optimization of contracted natural
gas pipeline transportation and storage, and power transmission and generating capacity positions.
Energy Trading also provides natural gas, power and ancillary services to various utilities which
may include the management of associated storage and transport contracts on the customers behalf.
Our customer base is predominantly utilities, local distribution companies, pipelines, and other
marketing and trading companies. We enter into derivative financial instruments as part of our
marketing and hedging activities. Most of the derivative financial instruments are accounted for
under the mark-to-market method, which results in the recognition of unrealized gains and losses
from changes in the fair value of the derivatives. We utilize forwards, futures, swaps and option
contracts to mitigate risk associated with our marketing and trading activity as well as for
proprietary trading within defined risk guidelines. Energy Trading also provides commodity risk
management services to the other businesses within DTE Energy.
Significant portions of the electric and gas marketing and trading portfolio are economically
hedged. The portfolio includes financial instruments and gas inventory, as well as contracted
natural gas pipeline transportation and storage and power generation capacity positions. Most
financial instruments are deemed derivatives, whereas proprietary gas inventory, power
transmission, pipelines and storage assets are not derivatives. As a result, this segment may
experience earnings volatility as derivatives are marked-to-market without revaluing the underlying
non-derivative contracts and assets. This results in gains and losses that are recognized in
different accounting periods. We may incur mark-to-market accounting gains or losses in one period
that could reverse in subsequent periods.
CAPITAL INVESTMENT
We anticipate significant capital investment across all of our business segments during the next
five years. Most of our capital expenditures will be concentrated
within our utility
segments. Our
electric utility
segment currently expects to invest approximately $6 billion (excluding
investments in new base-load generation capacity, if any), including renewable and energy-efficiency related
expenditures,
increased environmental
requirements and reliability enhancement projects during the period of 2009 through 2013. Our gas
utility segment currently expects to invest approximately $750 million on system expansion,
pipeline safety and reliability enhancement projects through the same period. We plan to seek
regulatory approval to include these capital expenditures within our regulatory rate base
consistent with prior treatment. Due to the economy and credit market conditions, we are
continually reviewing our capital expenditure commitments for potential reductions and deferrals
and plan to adjust spending as appropriate.
OUTLOOK
The next few years will be a period of rapid change for DTE Energy and for the energy industry. Our
strong utility base, combined with our integrated non-utility operations, position us well for
long-term growth.
Looking forward, we will focus on several areas that we expect will improve future
performance:
|
|
|
continuing to pursue regulatory stability and investment recovery for our utilities; |
|
|
|
|
managing the growth of our utility asset base; |
|
|
|
|
enhancing our cost structure across all business segments; |
8
|
|
|
managing cash, capital and liquidity to maintain or improve our financial strength; |
|
|
|
|
improving Electric and Gas Utility customer satisfaction; and |
|
|
|
|
investing in businesses that integrate our assets and leverage our skills and expertise. |
We will continue to pursue opportunities to grow our businesses in a disciplined manner if we can
secure opportunities that meet our strategic, financial and risk criteria.
RESULTS OF OPERATIONS
The following sections provide a detailed discussion of the operating performance and future
outlook of our segments.
Net income attributable to DTE Energy by segment for the three months ended March 31, 2009 and 2008
is as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Net Income: |
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
78 |
|
|
$ |
41 |
|
Gas Utility |
|
|
61 |
|
|
|
59 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
Gas Midstream |
|
|
14 |
|
|
|
8 |
|
Unconventional Gas Production |
|
|
(2 |
) |
|
|
82 |
|
Power and Industrial Projects |
|
|
4 |
|
|
|
10 |
|
Energy Trading |
|
|
40 |
|
|
|
31 |
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
(17 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations: |
|
|
|
|
|
|
|
|
Utility |
|
|
139 |
|
|
|
100 |
|
Non-utility |
|
|
56 |
|
|
|
131 |
|
Corporate & Other |
|
|
(17 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
|
178 |
|
|
|
200 |
|
Discontinued Operations |
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
Net Income attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
9
ELECTRIC UTILITY
Our Electric Utility segment consists of Detroit Edison.
Factors impacting income: Net income increased $37 million in the first quarter of 2009 compared to
the same period in 2008 due primarily to lower operation and maintenance expenses and higher gross
margin.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
1,118 |
|
|
$ |
1,153 |
|
Fuel and Purchased Power |
|
|
340 |
|
|
|
402 |
|
|
|
|
|
|
|
|
Gross Margin |
|
|
778 |
|
|
|
751 |
|
Operation and Maintenance |
|
|
316 |
|
|
|
358 |
|
Depreciation and Amortization |
|
|
188 |
|
|
|
192 |
|
Taxes Other Than Income |
|
|
60 |
|
|
|
62 |
|
|
|
|
|
|
|
|
Operating Income |
|
|
214 |
|
|
|
139 |
|
Other (Income) and Deductions |
|
|
84 |
|
|
|
74 |
|
Income Tax Provision |
|
|
52 |
|
|
|
24 |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
78 |
|
|
$ |
41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percentage of Operating Revenues |
|
|
19 |
% |
|
|
12 |
% |
Gross margin increased $27 million in the first quarter of 2009 as compared to the same period in
2008. The following table details changes in various gross margin components relative to the
comparable prior period:
|
|
|
|
|
(in Millions) |
|
Three Months |
|
Weather-related impacts |
|
$ |
3 |
|
Economy |
|
|
(37 |
) |
April 2008 expiration of show-cause rate decrease |
|
|
17 |
|
December 2008 rate order |
|
|
18 |
|
Securitization bond and tax surcharge rate increase |
|
|
8 |
|
Other, net |
|
|
18 |
|
|
|
|
|
Increase in gross margin |
|
$ |
27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Thousands of MWh) |
|
2009 |
|
|
2008 |
|
Electric Sales |
|
|
|
|
|
|
|
|
Residential |
|
|
3,738 |
|
|
|
3,932 |
|
Commercial |
|
|
4,423 |
|
|
|
4,362 |
|
Industrial |
|
|
2,637 |
|
|
|
3,516 |
|
Wholesale |
|
|
704 |
|
|
|
723 |
|
Other |
|
|
113 |
|
|
|
109 |
|
|
|
|
|
|
|
|
|
|
|
11,615 |
|
|
|
12,642 |
|
Interconnection sales (1) |
|
|
1,035 |
|
|
|
826 |
|
|
|
|
|
|
|
|
Total Electric Sales |
|
|
12,650 |
|
|
|
13,468 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Deliveries |
|
|
|
|
|
|
|
|
Retail and Wholesale |
|
|
11,615 |
|
|
|
12,642 |
|
Electric Customer Choice |
|
|
398 |
|
|
|
398 |
|
Electric Customer Choice Self Generators (2) |
|
|
(81 |
) |
|
|
58 |
|
|
|
|
|
|
|
|
Total Electric Sales and Deliveries |
|
|
11,932 |
|
|
|
13,098 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents power that is not distributed by Detroit Edison. |
|
(2) |
|
Represents deliveries for self generators who have purchased power from alternative energy
suppliers to supplement their power requirements. |
10
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Power Generated and Purchased |
|
March 31 |
|
(in Thousands of MWh) |
|
2009 |
|
|
2008 |
|
Power Plant Generation |
|
|
|
|
|
|
|
|
Fossil |
|
|
9,842 |
|
|
|
10,240 |
|
Nuclear |
|
|
2,254 |
|
|
|
2,343 |
|
|
|
|
|
|
|
|
|
|
|
12,096 |
|
|
|
12,583 |
|
Purchased Power |
|
|
1,352 |
|
|
|
1,730 |
|
|
|
|
|
|
|
|
System Output |
|
|
13,448 |
|
|
|
14,313 |
|
Less Line Loss and Internal Use |
|
|
(798 |
) |
|
|
(845 |
) |
|
|
|
|
|
|
|
Net System Output |
|
|
12,650 |
|
|
|
13,468 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Unit Cost ($/MWh) |
|
|
|
|
|
|
|
|
Generation (1) |
|
$ |
17.30 |
|
|
$ |
16.60 |
|
|
|
|
|
|
|
|
Purchased Power |
|
$ |
33.94 |
|
|
$ |
61.60 |
|
|
|
|
|
|
|
|
Overall Average Unit Cost |
|
$ |
18.97 |
|
|
$ |
22.04 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents fuel costs associated with power plants. |
Operation and maintenance expense decreased $42 million in the first quarter of 2009 compared to
the same period in 2008 primarily due to $24 million from continuous improvement initiatives
resulting in lower contract labor and outside services expenses and $18 million representing lower
corporate support allocations from continuous improvement initiatives and from lower information
technology and other staff expenses.
Outlook We will move forward in our efforts to continue to improve the operating performance and
cash flow of Detroit Edison. We continue to resolve outstanding regulatory issues. Many of these
issues have been addressed by the legislation signed by the Governor of Michigan in October 2008.
Looking forward, additional issues, such as volatility in prices for coal and other commodities,
investment returns and changes in discount rate assumptions in benefit plans, health care costs and
higher levels of capital spending, will result in us taking meaningful action to address our costs
while continuing to provide quality customer service. We will continue to seek opportunities to
improve productivity, remove waste and decrease our costs while improving customer satisfaction.
Unfavorable national and regional economic trends have resulted in reduced demand for electricity
in our service territory and increases in our uncollectible accounts receivable. The magnitude of
these trends will be driven by the impacts of the challenges in the domestic automotive industry
and the timing and level of recovery in the national and regional economies. Further automotive
and other industrial plant closures, bankruptcies or a federal government mandated restructuring program could have a
significant impact on the results of Detroit Edison. We continue to monitor developments in this
sector. Due to the economy and credit market conditions, in the near term, we are reviewing our
capital expenditure commitments for potential reductions and deferrals and plan to adjust the
timing of projects as appropriate.
The following variables, either individually or in combination, could impact our future results:
|
|
|
Instability in capital markets which could impact availability of short and long-term
financing or the potential for loss on investments; |
|
|
|
|
Economic conditions within Michigan and corresponding impacts on demand for electricity; |
|
|
|
|
Collectibility of accounts receivable; |
|
|
|
|
Increases in future expense and contributions to pension and other postretirement plans
due to declines in asset values resulting from market conditions; |
|
|
|
|
The amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals or new legislation; |
|
|
|
|
Our ability to reduce costs and maximize plant and distribution system performance; |
11
|
|
|
Weather; |
|
|
|
|
The level of customer participation in the electric Customer Choice program; and |
|
|
|
|
Any current and potential new federal and state environmental, renewable energy and
energy efficiency requirements. |
12
GAS UTILITY
Our Gas Utility segment consists of MichCon and Citizens.
Factors impacting income: Net income increased $2 million in the first quarter of 2009 compared to
the same period in 2008. Lower operation and maintenance expenses were partially offset by lower
gross margin.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
771 |
|
|
$ |
915 |
|
Cost of Gas |
|
|
513 |
|
|
|
654 |
|
|
|
|
|
|
|
|
Gross Margin |
|
|
258 |
|
|
|
261 |
|
Operation and Maintenance |
|
|
119 |
|
|
|
123 |
|
Depreciation and Amortization |
|
|
26 |
|
|
|
24 |
|
Taxes Other Than Income |
|
|
14 |
|
|
|
14 |
|
|
|
|
|
|
|
|
Operating Income |
|
|
99 |
|
|
|
100 |
|
Other (Income) and Deductions |
|
|
13 |
|
|
|
15 |
|
Income Tax Provision |
|
|
25 |
|
|
|
26 |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
61 |
|
|
$ |
59 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percentage of Operating Revenues |
|
|
13 |
% |
|
|
11 |
% |
Gross margin decreased $3 million in the first quarter of 2009 as compared to the same period in
2008. This decrease reflects a $12 million unfavorable result from lost gas, $5 million
of customer conservation efforts, partially offset by $4 million of higher valued gas received as
compensation for transportation of third party gas, $4 million from the uncollectible tracking
mechanism and $4 million from higher transportation and storage revenues.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
|
|
2009 |
|
|
2008 |
|
Gas Markets (in Millions) |
|
|
|
|
|
|
|
|
Gas sales |
|
$ |
673 |
|
|
$ |
819 |
|
End user transportation |
|
|
52 |
|
|
|
51 |
|
|
|
|
|
|
|
|
|
|
|
725 |
|
|
|
870 |
|
Intermediate transportation |
|
|
17 |
|
|
|
19 |
|
Storage and other |
|
|
29 |
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
$ |
771 |
|
|
$ |
915 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Markets (in Bcf) |
|
|
|
|
|
|
|
|
Gas sales |
|
|
68 |
|
|
|
71 |
|
End user transportation |
|
|
42 |
|
|
|
44 |
|
|
|
|
|
|
|
|
|
|
|
110 |
|
|
|
115 |
|
Intermediate transportation |
|
|
144 |
|
|
|
116 |
|
|
|
|
|
|
|
|
|
|
|
254 |
|
|
|
231 |
|
|
|
|
|
|
|
|
Operation and maintenance expense decreased $4 million in the first quarter of 2009 compared to the
same period in 2008 primarily due to lower corporate support allocations from continuous
improvement initiatives and from lower information technology and other staff expenses.
Outlook Volatile gas prices and deteriorating economic conditions have resulted in continued
pressure on receivables and working capital requirements that are partially mitigated by the MPSCs
GCR and uncollectible true-up mechanisms. We will continue to seek opportunities to improve
productivity, minimize lost and stolen gas, remove waste and decrease our costs while improving
customer satisfaction.
Unfavorable national and regional economic trends have resulted in a decrease in the number of
customers in our service territory and increases in our uncollectible accounts receivable. The
magnitude of these trends will be driven
13
by the impacts of the challenges in the domestic automotive industry and the timing and level of
recovery in the national and regional economies.
The following variables, either individually or in combination, could impact our future
results:
|
|
|
Instability in capital markets which could impact availability of short and long-term
financing or the potential for loss investments; |
|
|
|
|
Economic conditions within Michigan and corresponding impacts on demand for gas and
levels of lost or stolen gas; |
|
|
|
|
Collectibility of accounts receivable; |
|
|
|
|
Increases in future expense and contributions to pension and other postretirement plans
due to declines in asset values resulting from market conditions; |
|
|
|
|
The amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals or new legislation; |
|
|
|
|
Our ability to reduce costs and maximize distribution system performance; |
|
|
|
|
Weather; |
|
|
|
|
Customer conservation; |
|
|
|
|
Volatility in the short-term natural gas storage markets which impact third-party storage
revenues; |
|
|
|
|
Extent and timing of any base gas sales; and |
|
|
|
|
Any current and potential new federal and state environmental, renewable energy and
energy efficiency requirements. |
NON-UTILITY OPERATIONS
Gas Midstream
Our Gas Midstream segment consists of our non-utility gas pipelines and storage businesses.
Factors impacting income: Net income increased $6 million in the first quarter of 2009 compared to
the same period in 2008 primarily due to higher revenue from the storage operations and higher
earnings from both Vector and Millennium Pipelines.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
22 |
|
|
$ |
17 |
|
Operation and Maintenance |
|
|
3 |
|
|
|
4 |
|
Depreciation and Amortization |
|
|
1 |
|
|
|
2 |
|
Taxes Other Than Income |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
Operating Income |
|
|
17 |
|
|
|
10 |
|
Other (Income) and Deductions |
|
|
(7 |
) |
|
|
(4 |
) |
Income Tax Provision |
|
|
10 |
|
|
|
6 |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
14 |
|
|
$ |
8 |
|
|
|
|
|
|
|
|
Outlook Our Gas Midstream business expects to continue its steady growth plan. In April 2008, an
additional 7 Bcf of storage capacity was placed in service, which was followed by an additional 2
Bcf in April 2009. Vector Pipeline placed into service its Phase 1 expansion for approximately 200
MMcf/day in November 2007. The Vector
14
Pipeline Phase 2 expansion is currently under construction and will add approximately 100 MMcf/day,
with an expected in-service date of November 2009. Both the 2007 and 2009 expansion projects are
supported by customers under long-term contracts. Millennium Pipeline was placed in service in
December 2008 and currently has nearly 85 percent of its capacity sold to customers under long-term
contracts.
We are also a 50 percent owner in the proposed Dawn Gateway Pipeline
which will provide transport between our Michigan storage facilities
and the Dawn Hub in Ontario, Canada.
Unconventional Gas Production
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production primarily within the Barnett shale in northern Texas
In January 2008, we sold a portion of our Barnett shale properties for gross proceeds of
approximately $250 million. The properties sold included 75 Bcf of proved reserves on
approximately 11,000 net acres in the core area of the Barnett shale. We recognized a gain of $126
million ($80 million after-tax) on the sale.
Factors impacting income: Net income decreased $84 million in the first quarter of 2009 due to the
2008 gain on the sale of a portion of our Barnett shale properties and lower commodity prices.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
7 |
|
|
$ |
10 |
|
Operation and Maintenance |
|
|
4 |
|
|
|
6 |
|
Depreciation, Depletion and Amortization |
|
|
5 |
|
|
|
2 |
|
Taxes Other Than Income |
|
|
|
|
|
|
|
|
Other Asset (Gains) |
|
|
|
|
|
|
(126 |
) |
|
|
|
|
|
|
|
Operating Income |
|
|
(2 |
) |
|
|
128 |
|
Other (Income) and Deductions |
|
|
1 |
|
|
|
|
|
Income Tax Provision |
|
|
(1 |
) |
|
|
46 |
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
(2 |
) |
|
$ |
82 |
|
|
|
|
|
|
|
|
Operating revenues were lower in the first quarter of 2009 compared to the same period in 2008 as a
result of lower commodity prices, despite a 25 percent increase in production.
Operation and maintenance expense were lower due to the ample supply of service companies available
and our ability to secure lower prices for oilfield services. For the first quarter of 2009,
Barnett shale production was approximately 1.4 Bcfe of natural gas compared with approximately 1.1
Bcfe during the same period in 2008.
Outlook In the longer-term, we plan to continue to develop our holdings in the western portion of
the Barnett shale and to seek opportunities for additional monetization of select properties within
our Barnett shale holdings, when conditions are appropriate. Our strategy for 2009 is centered on
reducing operating expenses and optimizing production volume. During 2009, we expect to invest
approximately $25 million to drill 10 to 15 new wells and achieve Barnett shale production of
approximately 5 to 6 Bcfe of natural gas, compared with approximately 5 Bcfe in 2008.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers; provide
coal transportation services; and sell electricity from biomass-fired energy
projects.
15
Factors impacting income: Net income decreased $6 million in the first quarter of 2009 as compared
to the same period in 2008.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
155 |
|
|
$ |
216 |
|
Operation and Maintenance |
|
|
141 |
|
|
|
203 |
|
Depreciation and Amortization |
|
|
10 |
|
|
|
3 |
|
Taxes Other Than Income |
|
|
4 |
|
|
|
4 |
|
Asset (Gains) Losses and Reserves, Net |
|
|
(3 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
|
Operating Income |
|
|
3 |
|
|
|
9 |
|
Other (Income) and Deductions |
|
|
2 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
Income Taxes |
|
|
|
|
|
|
|
|
Provision (Benefit) |
|
|
(1 |
) |
|
|
4 |
|
Production Tax Credits |
|
|
(3 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
(4 |
) |
|
|
2 |
|
|
|
|
|
|
|
|
Net Income
Before Noncontrolling Interests |
|
|
5 |
|
|
|
10 |
|
Attributable
to Noncontrolling Interests |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
4 |
|
|
$ |
10 |
|
|
|
|
|
|
|
|
Operating revenues decreased $61 million in the first quarter of 2009 compared to the same period
in 2008. The decrease is attributed primarily to $60 million in
our coal transportation services business representing a decrease in
coal structured transactions
and $24 million of lower coke demand, partially offset by a $19 million increase in coal
transportation services.
Operation and maintenance expense decreased
$62 million in the first quarter of 2009 compared to
the same period in 2008. This decrease is due primarily to
$56 million
in our coal transportation services business representing a decrease in coal structured transactions and $16 million of lower coke demand, partially offset by $9 million of higher coal
transportation services.
Depreciation and amortization expense increased $7 million in the first quarter of 2009 compared to
the same period in 2008 due to the classification of our monetization project companies as held for
sale in the first quarter of 2008, which resulted in depreciation and amortization not being
recognized for those assets during that period.
Outlook The deterioration in the U.S. economy is expected to continue to negatively impact our
customers in the steel industry and we expect a corresponding reduction in demand for metallurgical
coke and pulverized coal supplied to these customers in 2009. We supply onsite energy services to
the domestic automotive manufacturers who have also been negatively affected by the economic
downturn and constriction in the capital and credit markets. Our onsite energy services are
delivered in accordance with the terms of long-term contracts and have not been significantly
impacted by the financial distress experienced by the automotive manufacturers. Further plant
closures, bankruptcies or a federal government mandated restructuring program could have a
significant impact on the results of our on-site energy projects. We continue to monitor
developments in this sector.
In 2009,
we expect our coal transportation services business to positively contribute to the
results of this segment as our coal transportation, storage and blending services continue to grow.
In 2011, our existing long-term rail transportation contract which gives us a competitive advantage
will expire. We will continue to work with suppliers and the railroads to promote secure and
competitive access to coal to meet the energy requirements of our customers.
Power and Industrial Projects will continue to leverage its extensive energy-related operating
experience and project management capability to develop additional energy projects to serve energy
intensive industrial customers that are experiencing capital constraints due to the economic
downturn. We will also continue to look for opportunities to acquire energy projects and biomass
fired generating projects for advantageous prices.
16
Energy Trading
Our Energy Trading segment focuses on physical power and gas marketing, structured transactions,
enhancement of returns from DTE Energys asset portfolio, optimization of contracted natural gas
pipelines and storage, and power transmission and generating capacity positions.
Energy Trading also provides natural gas, power and ancillary services to various utilities which
may include the management of associated storage and transport contracts on the customers behalf.
Factors impacting income: Net income increased $9 million in the first quarter of 2009 compared to
the same period in 2008. This change was largely due to an increase in mark-to-market gains in our
gas strategies.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
204 |
|
|
$ |
288 |
|
Fuel, Purchased Power and Gas |
|
|
116 |
|
|
|
219 |
|
|
|
|
|
|
|
|
Gross Margin |
|
|
88 |
|
|
|
69 |
|
Operation and Maintenance |
|
|
18 |
|
|
|
16 |
|
Depreciation, Depletion and Amortization |
|
|
1 |
|
|
|
1 |
|
Taxes Other Than Income |
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
Operating Income |
|
|
67 |
|
|
|
51 |
|
Other (Income) and Deductions |
|
|
2 |
|
|
|
1 |
|
Income Tax Provision |
|
|
25 |
|
|
|
19 |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
40 |
|
|
$ |
31 |
|
|
|
|
|
|
|
|
Gross margin increased $19 million in the first quarter of 2009 compared to the first quarter of
2008. This increase is primarily attributed to an increase in unrealized margins of $32 million,
partially offset by a decrease in realized margins of $13 million.
The $32 million increase in unrealized margins was primarily due to $8 million favorability in our
gas trading strategies, $6 million of improvement in our power strategies and favorability of $10
million and $7 million in our gas storage and gas transportation strategies, respectively, due to
the absence of first quarter 2008 timing related losses.
The $13 million decrease in realized margins was primarily due to the economically favorable
decision to delay previously planned first quarter 2009 withdrawals from gas storage due to the
decrease in current prices of natural gas compared to forward prices.
Outlook Significant portions of the Energy Trading portfolio are economically hedged. The
portfolio includes financial instruments and gas inventory, as well as contracted natural gas
pipeline transportation and storage, and power generation capacity positions. Energy Trading also
provides power and ancillary services and natural gas to various utilities which may include the
management of associated storage and transport contracts on the customers behalf. Most financial
instruments are deemed derivatives, whereas proprietary gas inventory, power transmission, pipeline
transportation and certain storage assets are not derivatives. As a result, we will experience
earnings volatility as derivatives are marked-to-market without revaluing the underlying
non-derivative contracts and assets. Our strategy is to economically manage the price risk of
storage with futures, forwards and swaps. This results in gains and losses that are recognized in
different interim and annual accounting periods.
See also the Fair Value section that follows.
Corporate & Other
Corporate & Other includes various holding company activities and holds certain non-utility debt
and energy-related investments.
17
Factors impacting income: The net loss decreased $14 million in the first quarter of 2009 compared
with the same period in 2008 primarily due to a $9 million reduction of costs related to natural
gas forward contracts related to the sale of the Antrim shale
properties in the second quarter of 2007 and a $2 million
reduction in the inter-company interest allocation.
DISCONTINUED OPERATIONS
Synthetic Fuel
Due to the expiration of synfuel production tax credits in 2007, the Synthetic Fuel business ceased
operations and was classified as a discontinued operation as of December 31, 2007. The favorable
impact of reserve adjustments for the final phase-out percentage of approximately $16 million and
other true-ups resulted in net income of $12 million for the first quarter of 2008.
CAPITAL RESOURCES AND LIQUIDITY
Cash Requirements
We use cash to maintain and expand our electric and gas utilities and to grow our non-utility
businesses, retire and pay interest on long-term debt and pay dividends. We believe that we will
have sufficient internal and external capital resources to fund anticipated capital and operating
requirements.
Our strategic direction anticipates base level capital investments and expenditures for existing
businesses in 2009 of up to $1.1 billion. The capital needs of our utilities will increase due
primarily to environmental related expenditures. We expect over $2.9 billion of future capital
expenditures through 2018 to satisfy both existing and proposed new requirements. We plan to seek
regulatory approval to include these capital expenditures within our regulatory rate base
consistent with prior treatment.
We expect non-utility capital spending will approximate $200 million to $300 million annually for
the next several years. Capital spending for growth of existing or new businesses will depend on
the existence of opportunities that meet our strict risk-return and value creation criteria.
Due to the economy and credit market conditions, we are continually reviewing our capital
expenditure commitments for potential reductions and deferrals and plan to adjust spending as
appropriate.
18
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Cash and Cash Equivalents |
|
|
|
|
|
|
|
|
Cash Flow From (Used For) |
|
|
|
|
|
|
|
|
Operating activities: |
|
|
|
|
|
|
|
|
Net income
attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
Depreciation, depletion and amortization |
|
|
232 |
|
|
|
225 |
|
Deferred income taxes |
|
|
66 |
|
|
|
190 |
|
Gain on sale of non-utility assets |
|
|
|
|
|
|
(126 |
) |
Gain on sale of synfuel and other assets, net |
|
|
(3 |
) |
|
|
(20 |
) |
Working capital and other |
|
|
366 |
|
|
|
411 |
|
|
|
|
|
|
|
|
|
|
|
839 |
|
|
|
892 |
|
|
|
|
|
|
|
|
Investing activities: |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(303 |
) |
|
|
(277 |
) |
Plant and equipment expenditures non-utility |
|
|
(23 |
) |
|
|
(52 |
) |
Proceeds from sale of non-utility assets |
|
|
|
|
|
|
250 |
|
Proceeds from sale of synfuels and other assets |
|
|
30 |
|
|
|
61 |
|
Restricted cash and other investments |
|
|
40 |
|
|
|
37 |
|
|
|
|
|
|
|
|
|
|
|
(256 |
) |
|
|
19 |
|
|
|
|
|
|
|
|
Financing activities: |
|
|
|
|
|
|
|
|
Redemption of long-term debt |
|
|
(86 |
) |
|
|
(79 |
) |
Repurchase of long-term debt |
|
|
|
|
|
|
(238 |
) |
Short-term borrowings, net |
|
|
(414 |
) |
|
|
(534 |
) |
Issuance of common stock |
|
|
9 |
|
|
|
|
|
Repurchase of common stock |
|
|
|
|
|
|
(13 |
) |
Dividends on common stock and other |
|
|
(90 |
) |
|
|
(90 |
) |
|
|
|
|
|
|
|
|
|
|
(581 |
) |
|
|
(954 |
) |
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
$ |
2 |
|
|
$ |
(43 |
) |
|
|
|
|
|
|
|
19
Cash from Operating Activities
A majority of our operating cash flow is provided by our electric and gas utilities, which are
significantly influenced by factors such as weather, electric Customer Choice, regulatory
deferrals, regulatory outcomes, economic conditions and operating costs.
Cash from operations in the first quarter of 2009 decreased $53 million from the comparable 2008
period primarily due to changes in working capital items.
Cash from Investing Activities
Cash inflows associated with investing activities are primarily generated from the sale of assets,
while cash outflows are primarily generated from plant and equipment expenditures. In any given
year, we will look to realize cash from under-performing or non-strategic assets or matured fully
valued assets. Capital spending within the utility business is primarily to maintain our generation
and distribution infrastructure, comply with environmental regulations and gas pipeline
replacements. Capital spending within our non-utility businesses is primarily to maintain our
existing facilities and for expansion. The balance of non-utility spending is for growth, which we
manage very carefully. We look to make investments that meet strict criteria in terms of strategy,
management skills, risks and returns. All new investments are analyzed for their rates of return
and cash payback on a risk adjusted basis. We have been disciplined in how we deploy capital and
will not make investments unless they meet our criteria. For new business lines, we initially
invest based on research and analysis. We start with a limited investment, we evaluate results and
either expand or exit the business based on those results. In any given year, the amount of growth
capital will be determined by the underlying cash flows of the Company with a clear understanding
of any potential impact on our credit ratings.
Net cash used for investing activities was $256 million in the first quarter of 2009 compared
to net cash from investing activities of $19 million in 2008. The 2009 change was primarily driven
by the sale of a portion of our Barnett shale properties in 2008.
Cash from Financing Activities
We rely on both short-term borrowing and long-term financing as a source of funding for our capital
requirements not satisfied by our operations.
Our strategy is to have a targeted debt portfolio blend of fixed and variable interest rates and
maturity. We continually evaluate our leverage target, which is
currently 50 percent to 52 percent, to ensure it
is consistent with our objective to have a strong investment grade debt rating. We have completed
a number of refinancings with the effect of extending the average maturity of our long-term debt
and strengthening our balance sheet.
Net cash used for financing activities decreased $373 million during the first quarter of 2009
compared to the same period in 2008, primarily due to a decrease in short-term borrowings and a
lower level of debt repurchases in 2009.
Outlook
We expect cash flow from operations to increase over the long-term primarily as a result of growth
from our utilities and the non-regulated businesses. We may be impacted by the delayed collection
of underrecoveries of our PSCR and GCR costs and electric and gas accounts receivable as a result
of MPSC orders. Energy prices are likely to be a source of volatility with regard to working
capital requirements for the foreseeable future. We are continuing our efforts to identify
opportunities to improve cash flow through working capital initiatives and maintaining flexibility
in the timing and extent of our long-term capital projects.
Recent distress in the financial markets has had an adverse impact on financial market activities,
including extreme volatility in security prices and severely diminished liquidity and credit
availability. Pursuant to the failures of large financial institutions, the credit situation
rapidly evolved into a global crisis resulting in a number of international bank failures and
declines in various stock indexes, and large reductions in the market value of equities and
20
commodities worldwide. The crisis has led to increased volatility in the markets for both financial
and physical assets, as the failures of large financial institutions resulted in sharply reduced
trading volumes and activity. The effects of the credit situation will continue to be monitored.
Short-term borrowings, principally in the form of commercial paper, provide us with the liquidity
needed on a daily basis. Our commercial paper program is supported by our unsecured credit
facilities. Beginning late in the third quarter of 2008, access to the commercial paper markets was
sharply reduced and, as a result, we drew against our unsecured credit lines to supplement other
sources of funds to meet our short-term liquidity needs. Since December 31, 2008, we have benefited
from substantially improved liquidity and pricing in the commercial paper market. As a result, we
repaid all of our back-up credit facility draws during the first quarter of 2009.
Approximately $1.2 billion of our total credit arrangements of $2.1 billion had
expiration dates between June and December 2009, with the remainder expiring in October 2010.
In April 2009 we completed an early
renewal of $975 million of our syndicated revolving credit facilities before their scheduled
expiration in October 2009. The new $1 billion two-year facility will expire in 2011 and has
similar covenants to the prior facility. A new two-year $50 million credit facility was completed in
April 2009. Other credit facilities totaling approximately $150 million will also expire
in 2009 and we are evaluating the need for replacement.
As a result of losses experienced in the 2008 financial markets, our benefit plan assets
experienced negative returns, which will result in higher benefit costs and contributions in 2009
and potentially in future years relative to the recent past.
While the impact of continued market volatility and turmoil in the credit markets cannot be
predicted, we believe we have sufficient operating flexibility, cash resources and funding sources
to maintain adequate amounts of liquidity and to meet our future operating cash and capital
expenditure needs. However, virtually all of our businesses are capital intensive, or require
access to capital, and the inability to access adequate capital could adversely impact earnings and
cash flows.
Credit Ratings
As part of the normal course of business, Detroit Edison, MichCon and various non-utility
subsidiaries of the Company routinely enter into physical or financially settled contracts for the
purchase and sale of electricity, natural gas, coal, capacity, storage and other energy-related
products and services. Certain of these contracts contain provisions which allow the counterparties
to request that the Company post cash or letters of credit in the event that the credit rating of
DTE Energy is downgraded below investment grade. Certain of these contracts for Detroit Edison and
MichCon contain similar provisions in the event that the credit rating of the particular utility is
downgraded below investment grade. The amount of such collateral which could be requested
fluctuates based upon commodity prices and the provisions and maturities of the underlying
transactions and could be substantial. Also, upon a downgrade below investment grade, we could have
restricted access to the commercial paper market and if the parent is downgraded below investment
grade our non-utility businesses, especially the Energy Trading and Power and Industrial Projects
segments, could be required to restrict operations due to a lack of available liquidity. While we
currently do not anticipate such a downgrade, we cannot predict the outcome of current or future
credit rating agency reviews. Our current credit ratings, as determined by three nationally
recognized credit rating agencies, are considered investment grade.
CRITICAL ACCOUNTING ESTIMATES
Asset Impairments Goodwill
Certain of our reporting units have goodwill or allocated goodwill resulting from purchase business
combinations. In accordance with SFAS No. 142, Goodwill and Other Intangible Assets, we perform an
impairment test for each of our reporting units with goodwill annually or whenever events or
circumstances indicate that the value of goodwill may be impaired. In performing Step 1 of the
impairment test, we compare the fair value of the reporting unit to its carrying value including
goodwill. If the carrying value including goodwill were to exceed the fair value of a reporting
unit, Step 2 of the test would be performed. Step 2 of the impairment
test requires the carrying value of goodwill to be reduced to its
fair value, if lower, as of the test date.
21
For Step 1 of the test, we estimate the reporting units fair value using standard valuation
techniques, including techniques which use estimates of projected future results and cash flows to
be generated by the reporting unit. Such techniques generally include a terminal value that
utilizes an earnings multiple approach, which incorporates the current market values of comparable
entities. These cash flow valuations involve a number of estimates that require broad assumptions
and significant judgment by management regarding future performance. We also employ market-based
valuation techniques to test the reasonableness of the indications of value for the reporting units
determined under the cash flow technique.
We performed our annual impairment test on October 1, 2008 and determined that the estimated fair
value of each reporting unit exceeded its carrying value, and no impairment existed. In the
period from October 1, 2008 to March 31, 2009, DTE Energys
stock price declined by 31 percent and at March 31, 2009 was
approximately 26 percent below its book value per share of $37.29. We deemed the duration and
severity of the decline in DTE Energys stock price to be a triggering event to test for potential
goodwill impairment for the first quarter.
A first quarter interim test was performed for all reporting units with allocated goodwill as of
February 28, 2009. The results of the test and key estimates that were incorporated are as
follows.
As
of February 28, 2009 Valuation Date
($ in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value |
|
Discount |
|
Terminal |
|
|
Reporting Unit |
|
Goodwill |
|
|
Reduction % (a) |
|
Rate |
|
Multiple (b) |
|
Valuation Methodology (c) |
Electric Utility |
|
$ |
1,206 |
|
|
|
17 |
% |
|
|
7 |
% |
|
|
7.0x |
|
|
DCF, assuming stock sale |
Gas Utilities |
|
|
772 |
|
|
|
6 |
% |
|
|
7 |
% |
|
|
9.0x |
|
|
DCF, assuming stock sale |
Energy Services |
|
|
28 |
|
|
|
55 |
% |
|
|
14 |
% |
|
|
4.5x |
|
|
DCF, assuming asset sale |
Coal Services |
|
|
4 |
|
|
|
15 |
% |
|
|
11 |
% |
|
|
5.5x |
|
|
DCF, assuming asset sale |
Gas Midstream |
|
|
7 |
|
|
|
59 |
% |
|
|
10 |
% |
|
|
7.5x |
|
|
DCF, assuming asset sale |
Energy Trading |
|
|
17 |
|
|
|
100 |
% |
|
|
n/a |
|
|
|
n/a | |
|
Economic value of trading portfolio |
Unconventional Gas Production |
|
|
2 |
|
|
|
56 |
% |
|
|
14 |
% |
|
|
n/a |
|
|
Blended DCF, transaction multiples |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
2,036 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Percentage by which the fair value of the reporting unit would need to decline to equal its
carrying value. |
|
(b) |
|
Multiple of enterprise value (sum of debt plus equity value) to earnings before
interest, taxes, depreciation and amortization (EBITDA) |
|
(c) |
|
Discounted cash flows
(DCF) incorporated 2009-2013 projected cash flows plus a calculated terminal value. |
For the first quarter interim test, we updated projected future results, cash flows and discount
rates to reflect recent regulatory actions and negative impacts from the deterioration in the
regional and national economy. Terminal values that utilize an earnings multiple approach were
updated to incorporate the current market values of comparable entities. As compared to the annual
test performed in the fourth quarter of 2008, the valuations were negatively impacted by current
market factors with particular downward pressure on market multiples. We also compared the
aggregate fair value of our reporting units to our overall market capitalization. The implied
premium of the aggregate fair value over market capitalization is likely attributable to factors
such as (1) an acquisition control premium (the price in excess of a stocks market price that
investors typically pay to gain control of an entity), and
(2) the markets apparent discounting of DTE Energys
stock price due to uncertainty regarding the current
regulatory and automotive industry environment and DTE Energys
diverse non-utility business portfolio. All reporting units passed Step 1 of the
impairment test.
The excess of fair value over carrying value for our Gas Utilities reporting unit narrowed
considerably since the fourth quarter 2008 test, largely due to declines in the market values and
resulting market multiples of comparable entities referenced in our valuation. Further declines in
market multiples, negative regulatory actions or other disruptions in cash flows for the Gas
Utility reporting unit could result in an impairment charge in the foreseeable future. For
example, at the current discount rate and holding all other variables constant, a 0.5x decrease in
the terminal multiple would lower the fair value by approximately $130 million. At the lower fair
value, the Gas Utility reporting unit would likely fail Step 1 of the test
potentially resulting in a charge for impairment of goodwill
following completion of the Step 2 analysis.
22
We will continue to monitor our estimates and assumptions regarding estimated future cash flows,
including the impact of movements in market indicators in future quarters and will update our
impairment analyses if a triggering event occurs. While we believe our assumptions are reasonable,
actual results may differ from our projections. To the extent projected results or cash flows are
revised downward, the reporting unit may be required to write down all or a portion of its
goodwill, which would adversely impact our earnings.
FAIR VALUE
SFAS No. 133, as amended, requires that all contracts considered to be derivative instruments be
recorded on the balance sheet at their fair value, as Derivative assets or liabilities. Contracts
we typically classify as derivative instruments include power, gas, certain coal and oil forwards,
futures, options and swaps, and foreign currency contracts. Items we do not generally account for
as derivatives include proprietary gas inventory, gas storage and transportation
arrangements, and gas and oil reserves. See Note 3 of the Notes to Consolidated Financial
Statements.
As a result of adherence to generally accepted accounting principles, the tables below do not
include the expected earnings impacts of non-derivative gas storage, transportation and
power contracts. Consequently, gains and losses from these positions may not match with the related
physical and financial hedging instruments in some reporting periods, resulting in volatility in
DTE Energys reported period-by-period earnings; however, the financial impact of this timing
difference will reverse at the time of physical delivery and/or settlement.
The Company manages its mark-to-market (MTM) risk on a portfolio basis based upon the delivery
period of its contracts and the individual components of the risks within each contract.
Accordingly, it records and manages the energy purchase and sale obligations under its contracts in
separate components based on the commodity (e.g. electricity or gas), the product (e.g. electricity
for delivery during peak or off-peak hours), the delivery location (e.g. by region), the risk
profile (e.g. forward or option), and the delivery period (e.g. by month and year). The following
tables contain the four categories of activities represented by their operating characteristics and key risks:
|
|
|
Economic Hedges Represents derivative activity associated with assets owned and
contracted by DTE Energy, including forward sales of gas production and trades associated
with owned transportation and storage capacity. Changes in the value of derivatives in this
category economically offset changes in the value of underlying non-derivative positions,
which do not qualify for fair value accounting. The difference in accounting treatment of
derivatives in this category and the underlying non-derivative positions can result in
significant earnings volatility. |
|
|
|
|
Structured Contracts Represents derivative activity transacted by originating
substantially hedged positions with wholesale energy marketers, producers, end users,
utilities, retail aggregators and alternative energy suppliers. |
|
|
|
|
Proprietary Trading Represents derivative activity transacted with the intent of
taking a view, capturing market price changes, or putting capital at risk. This activity is
speculative in nature as opposed to hedging an existing exposure. |
|
|
|
|
Other Includes derivative activity associated with our Unconventional Gas reserves. A
portion of the price risk associated with anticipated production from the Barnett natural
gas reserves has been mitigated through 2010. Changes in the value of the hedges are
recorded as Derivative assets or liabilities, with an offset in Other comprehensive income
to the extent that the hedges are deemed effective. The amounts shown in the following
tables exclude the value of the underlying gas reserves including changes therein. Other
also includes derivative activity at Detroit Edison related to Financial Transmission Rights
(FTR) and forward contracts related to emissions. Changes in the value of derivative
contracts at Detroit Edison are recorded as Derivative assets or liabilities, with an offset
to Regulatory assets or liabilities as the settlement value of these contracts will be
included in the PSCR mechanism when realized. |
23
The following tables provide details on changes in our MTM net asset (or liability) position for
the three months ended March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic |
|
|
Structured |
|
|
Proprietary |
|
|
|
|
|
|
|
(in Millions) |
|
Hedges |
|
|
Contracts |
|
|
Trading |
|
|
Other |
|
|
Total |
|
MTM at December 31, 2008 |
|
$ |
18 |
|
|
$ |
(222 |
) |
|
$ |
22 |
|
|
$ |
9 |
|
|
$ |
(173 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassify to realized upon settlement |
|
|
(3 |
) |
|
|
(12 |
) |
|
|
(21 |
) |
|
|
(2 |
) |
|
|
(38 |
) |
Changes in fair value recorded to income |
|
|
2 |
|
|
|
52 |
|
|
|
9 |
|
|
|
|
|
|
|
63 |
|
Amortization of option premiums |
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recorded to income |
|
|
(1 |
) |
|
|
40 |
|
|
|
(2 |
) |
|
|
(2 |
) |
|
|
35 |
|
Changes in fair value recorded in regulatory liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13 |
) |
|
|
(13 |
) |
Amounts recorded in other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
5 |
|
Change in collateral held by (for) others |
|
|
14 |
|
|
|
21 |
|
|
|
22 |
|
|
|
|
|
|
|
57 |
|
Option premiums and other |
|
|
|
|
|
|
|
|
|
|
(65 |
) |
|
|
|
|
|
|
(65 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTM at March 31, 2009 |
|
$ |
31 |
|
|
$ |
(161 |
) |
|
$ |
(23 |
) |
|
$ |
(1 |
) |
|
$ |
(154 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A substantial portion of the Companys price risk related to its Antrim shale gas exploration and
production business was mitigated by financial contracts that hedged our price risk exposure
through 2013. The contracts were retained when the Antrim business was sold and offsetting
financial contracts were put into place to effectively settle these positions. The contracts will
require payments through 2013. These contracts represent a significant portion of the above net
mark-to-market liability.
The following table provides a current and noncurrent analysis of Derivative assets and
liabilities, as reflected on the Consolidated Statements of Financial Position as of March 31,
2009. Amounts that relate to contracts that become due within twelve months are classified as
current and all remaining amounts are classified as noncurrent.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic |
|
|
Structured |
|
|
Proprietary |
|
|
|
|
|
|
|
|
|
|
Assets |
|
(in Millions) |
|
Hedges |
|
|
Contracts |
|
|
Trading |
|
|
Eliminations |
|
|
Other |
|
|
(Liabilities) |
|
Current assets |
|
$ |
35 |
|
|
$ |
222 |
|
|
$ |
29 |
|
|
$ |
(11 |
) |
|
$ |
6 |
|
|
$ |
281 |
|
Noncurrent assets |
|
|
9 |
|
|
|
164 |
|
|
|
5 |
|
|
|
(3 |
) |
|
|
2 |
|
|
|
177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM assets |
|
|
44 |
|
|
|
386 |
|
|
|
34 |
|
|
|
(14 |
) |
|
|
8 |
|
|
|
458 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
(8 |
) |
|
|
(252 |
) |
|
|
(46 |
) |
|
|
11 |
|
|
|
(9 |
) |
|
|
(304 |
) |
Noncurrent liabilities |
|
|
(5 |
) |
|
|
(295 |
) |
|
|
(11 |
) |
|
|
3 |
|
|
|
|
|
|
|
(308 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM liabilities |
|
|
(13 |
) |
|
|
(547 |
) |
|
|
(57 |
) |
|
|
14 |
|
|
|
(9 |
) |
|
|
(612 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM net assets (liabilities) |
|
$ |
31 |
|
|
$ |
(161 |
) |
|
$ |
(23 |
) |
|
$ |
|
|
|
$ |
(1 |
) |
|
$ |
(154 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The table below shows the maturity of our MTM positions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
and |
|
|
Total Fair |
|
Source of Fair Value |
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
Beyond |
|
|
Value |
|
Economic Hedges |
|
$ |
14 |
|
|
$ |
|
|
|
$ |
1 |
|
|
$ |
16 |
|
|
$ |
31 |
|
Structured Contracts |
|
|
(13 |
) |
|
|
(48 |
) |
|
|
(39 |
) |
|
|
(61 |
) |
|
|
(161 |
) |
Proprietary Trading |
|
|
(24 |
) |
|
|
(6 |
) |
|
|
1 |
|
|
|
6 |
|
|
|
(23 |
) |
Other |
|
|
2 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
(21 |
) |
|
$ |
(57 |
) |
|
$ |
(37 |
) |
|
$ |
(39 |
) |
|
$ |
(154 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24
Part I Item 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market Price Risk
DTE Energy has commodity price risk in both utility and non-utility businesses arising from market
price fluctuations.
The Electric and Gas utility businesses have risks in conjunction with the anticipated purchases of
coal, natural gas, uranium, electricity, and base metals to meet their service obligations.
Further, changes in the price of electricity can impact the level of exposure of Customer Choice
programs and uncollectible expenses at the Electric Utility. In addition, changes in the price of
natural gas can impact the valuation of lost and stolen gas, storage sales revenue and
uncollectible expenses at the Gas Utility. However, the Company does not bear significant exposure
to earnings risk as such changes are included in regulatory rate-recovery mechanisms. Regulatory
rate-recovery occurs in the form of PSCR and GCR mechanisms (see Note 1 of the Notes to
Consolidated Financial Statements) and tracking mechanisms to mitigate some losses from customer
migration due to electric Customer Choice programs and uncollectible accounts receivable at
MichCon. The Company is exposed to short-term cash flow or liquidity risk as a result of the time
differential between actual cash settlements and regulatory rate recovery.
Our Power and Industrial Projects business segment is subject to crude oil, electricity, natural
gas, coal and coal-based product price risk and other risks associated with the weakened U.S.
economy. To the extent that commodity price risk has not been mitigated through the use of
long-term contracts, we manage this exposure using forward energy, capacity and futures contracts.
Our Unconventional Gas Production business segment has exposure to natural gas and, to a lesser
extent, crude oil price fluctuations. These commodity price fluctuations can impact both current
year earnings and reserve valuations. To manage this exposure we may use forward energy and futures
contracts.
Our Energy Trading business segment has exposure to electricity, natural gas, crude oil, heating
oil, and foreign currency price fluctuations. These risks are managed by our energy marketing and
trading operations through the use of forward energy, capacity, storage, options and futures
contracts, within pre-determined risk parameters.
Our Gas Midstream business segment has limited exposure to natural gas price fluctuations. The Gas
Midstream business unit manages its exposure through the sale of long-term storage and
transportation contracts.
Credit Risk
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to numerous
companies operating in the steel, automotive, energy, retail, financial and other industries.
Certain of our customers have filed for bankruptcy protection under Chapter 11 of the U.S.
Bankruptcy Code. We regularly review contingent matters relating to these customers and our
purchase and sale contracts and we record provisions for amounts considered at risk of probable
loss. We believe our previously accrued amounts are adequate for probable loss. The final
resolution of these matters may have a material effect on our financial statements.
Our utilities and certain non-utility businesses provide services to the domestic automotive
industry, including General Motors Corporation (GM), Ford Motor Company (Ford) and Chrysler LLC
(Chrysler) and many of their vendors and suppliers. GM and Chrysler have received loans from the
U.S. Government to provide them with the working capital necessary to continue to operate in the
short term. Chrysler filed for bankruptcy protection on April 30, 2009. We will fully reserve
invoiced and unbilled accounts receivable outstanding as of the date of the filing of approximately
$10 million. In the event of a bankruptcy filing by GM, we will fully reserve invoiced and unbilled
accounts receivable. Based on average monthly revenues and typical billing and payment cycles, we
estimate that we may have pre-petition accounts receivable at risk of approximately $30 million for
GM. The actual amounts to be reserved will be dependent on the timing of the bankruptcy filing
within the billing cycle and whether any
25
amounts
are past due. Currently, GM has been paying amounts owed in a timely
manner and its
account is substantially current. Closing of GM or Chrysler plants or other facilities that
operate within Detroit Edisons service territory will also negatively impact our operating
revenues in future periods. In 2008, GM and Chrysler represented 3 percent and 2 percent of our
annual electric sales volumes, respectively. GM and Chrysler have an immaterial impact to MichCons
revenues.
Our Power and Industrial Projects segment has long-term contracts with GM to provide onsite energy
services at certain of its manufacturing and administrative facilities. The long-term contracts
provide for full recovery of our investment in the event of early termination. At March 31, 2009,
the book value of long-lived assets used in the servicing of these facilities was approximately $76
million. Certain of these long-lived assets have been funded by non-recourse financing totaling
approximately $58 million at March 31, 2009. As of December 31, 2008, we performed an impairment
analysis on these assets in accordance with SFAS No. 144, Accounting for the Impairment or
Disposal of Long-Lived Assets. Based on our undiscounted cash flow projections, we determined that
we did not have an impairment at December 31, 2008. In the first quarter 2009, we reviewed the
assumptions used in our impairment analysis and have concluded that we did not have a trigger to
reassess for impairment as of March 31, 2009. Our assumptions and conclusions may change and we
could have impairment losses if any of the facilities that we service are closed and/or the terms
of the contracts are not honored by GM or the contracts are rejected through a bankruptcy process.
Our Power
and Industrial Projects segment also has an equity investment of
approximately $52
million in an entity which provides on-site energy services to Chrysler manufacturing facilities.
Chryslers performance under the long-term contracts for services is guaranteed by Daimler North
America Corporation (Daimler), a subsidiary of Daimler AG. The long-term contracts and the
supporting Daimler guarantee provide for full recovery of our investment in the event of early
termination or default. We believe that we will recover our investment in the event of facility
closures, a Chrysler default or if the long-term contracts are rejected through the bankruptcy
process.
Other
We engage in business with customers that are non-investment grade. We closely monitor the credit
ratings of these customers and, when deemed necessary, we request collateral or guarantees from
such customers to secure their obligations.
Trading Activities
We are exposed to credit risk through trading activities. Credit risk is the potential loss that
may result if our trading counterparties fail to meet their contractual obligations. We utilize
both external and internally generated credit assessments when determining the credit quality of
our trading counterparties. The following table displays the credit quality of our trading
counterparties as of March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Exposure |
|
|
|
|
|
|
|
|
|
before Cash |
|
|
Cash |
|
|
Net Credit |
|
(in Millions) |
|
Collateral |
|
|
Collateral |
|
|
Exposure |
|
Investment Grade (1) |
|
|
|
|
|
|
|
|
|
|
|
|
A- and Greater |
|
$ |
339 |
|
|
$ |
(20 |
) |
|
$ |
319 |
|
BBB+ and BBB |
|
|
251 |
|
|
|
|
|
|
|
251 |
|
BBB- |
|
|
36 |
|
|
|
|
|
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
Total Investment Grade |
|
|
626 |
|
|
|
(20 |
) |
|
|
606 |
|
|
Non-investment grade (2) |
|
|
24 |
|
|
|
|
|
|
|
24 |
|
Internally Rated investment grade (3) |
|
|
170 |
|
|
|
(8 |
) |
|
|
162 |
|
Internally Rated non-investment grade (4) |
|
|
22 |
|
|
|
(7 |
) |
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
842 |
|
|
$ |
(35 |
) |
|
$ |
807 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
This category includes counterparties with minimum credit ratings of
Baa3 assigned by Moodys Investor Service (Moodys) and BBB- assigned
by Standard & Poors Rating Group (Standard & Poors). The five
largest counterparty exposures combined for this category represented
approximately 24 percent of the total gross credit exposure. |
26
|
|
|
(2) |
|
This category includes counterparties with credit ratings that are
below investment grade. The five largest counterparty exposures
combined for this category represented approximately three percent of
the total gross credit exposure. |
|
(3) |
|
This category includes counterparties that have not been rated by
Moodys or Standard & Poors, but are considered investment grade
based on DTE Energys evaluation of the counterpartys
creditworthiness. The five largest counterparty exposures combined for
this category represented approximately 15 percent of the total gross
credit exposure. |
|
(4) |
|
This category includes counterparties that have not been rated by
Moodys or Standard & Poors, and are considered non-investment grade
based on DTE Energys evaluation of the counterpartys
creditworthiness. The five largest counterparty exposures combined for
this category represented approximately three percent of the total
gross credit exposure. |
Interest Rate Risk
DTE Energy is subject to interest rate risk in connection with the issuance of debt and preferred
securities. In order to manage interest costs, we may use treasury locks and interest rate swap
agreements. Our exposure to interest rate risk arises primarily from changes in U.S. Treasury
rates, commercial paper rates and London Inter-Bank Offered Rates (LIBOR). As of March 31, 2009, we
had a floating rate debt-to-total debt ratio of approximately 7 percent (excluding securitized debt).
Foreign Currency Risk
We have foreign currency exchange risk arising from market price fluctuations associated with fixed
priced contracts. These contracts are denominated in Canadian dollars and are primarily for the
purchase and sale of power as well as for long-term transportation capacity. To limit our exposure
to foreign currency fluctuations, we have entered into a series of currency forward contracts
through January 2013. Additionally, we may enter into fair value currency hedges to mitigate
changes in the value of contracts or loans.
Summary of Sensitivity Analysis
We performed a sensitivity analysis on the fair values of our commodity contracts, long-term debt
instruments and foreign currency forward contracts. The sensitivity analysis involved increasing
and decreasing forward rates at March 31, 2009 by a hypothetical
10 percent and calculating the resulting
change in the fair values. The results of the sensitivity analysis calculations follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Assuming a 10% |
|
Assuming a 10% |
|
|
Activity |
|
increase in rates |
|
decrease in rates |
|
Change in the fair value of |
Coal Contracts |
|
$ |
1 |
|
|
$ |
(1 |
) |
|
Commodity contracts |
Gas Contracts |
|
$ |
(4 |
) |
|
$ |
3 |
|
|
Commodity contracts |
Oil Contracts |
|
$ |
1 |
|
|
$ |
(1 |
) |
|
Commodity contracts |
Power Contracts |
|
$ |
(2 |
) |
|
$ |
2 |
|
|
Commodity contracts |
Interest Rate Risk |
|
$ |
(306 |
) |
|
$ |
334 |
|
|
Long-term debt |
Foreign Currency Risk |
|
$ |
2 |
|
|
$ |
(2 |
) |
|
Forward contracts |
Discount Rates |
|
$ |
|
|
|
$ |
|
|
|
Commodity contracts |
27
Part I Item 4.
CONTROLS AND PROCEDURES
(a) Evaluation of disclosure controls and procedures
Management of the Company carried out an evaluation, under the supervision and with the
participation of DTE Energys Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of the Companys disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of March 31, 2009, which is the end of
the period covered by this report. Based on this evaluation, the Companys Chief Executive Officer
and Chief Financial Officer have concluded that such controls and procedures are effective in
providing reasonable assurance that information required to be disclosed by the Company in reports
that it files or submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in the SECs rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to provide reasonable assurance that
information required to be disclosed by the Company in the reports that it files or submits under
the Exchange Act is accumulated and communicated to the Companys management, including its Chief
Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding
required disclosure. Due to the inherent limitations in the effectiveness of any disclosure
controls and procedures, management cannot provide absolute assurance that the objectives of its
disclosure controls and procedures will be attained.
(b) Changes in internal control over financial reporting
There have been no changes in the Companys internal control over financial reporting during the
quarter ended March 31, 2009 that have materially affected, or are reasonably likely to materially
affect, the Companys internal control over financial reporting.
28
Part I Item 1.
DTE Energy Company
Consolidated Statements of Operations (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions, Except per Share Amounts) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
2,255 |
|
|
$ |
2,570 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
Fuel, purchased power and gas |
|
|
960 |
|
|
|
1,266 |
|
Operation and maintenance |
|
|
591 |
|
|
|
699 |
|
Depreciation, depletion and amortization |
|
|
232 |
|
|
|
226 |
|
Taxes other than income |
|
|
80 |
|
|
|
80 |
|
Gain on sale of non-utility assets |
|
|
|
|
|
|
(126 |
) |
Other asset (gains) and losses, reserves and impairments, net |
|
|
(3 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
1,860 |
|
|
|
2,141 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
395 |
|
|
|
429 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (Income) and Deductions |
|
|
|
|
|
|
|
|
Interest expense |
|
|
132 |
|
|
|
124 |
|
Interest income |
|
|
(3 |
) |
|
|
(4 |
) |
Other income |
|
|
(24 |
) |
|
|
(22 |
) |
Other expenses |
|
|
14 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
119 |
|
|
|
112 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
|
276 |
|
|
|
317 |
|
|
|
|
|
|
|
|
|
|
Income Tax Provision |
|
|
97 |
|
|
|
116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from Continuing Operations |
|
|
179 |
|
|
|
201 |
|
|
|
|
|
|
|
|
|
|
Discontinued Operations Income, net of taxes |
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
|
179 |
|
|
|
213 |
|
|
|
|
|
|
|
|
|
|
Less: Attributable to the Noncontrolling Interests |
|
|
|
|
|
|
|
|
From continuing operations |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to DTE Energy Company |
|
$ |
178 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings per Common Share |
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
1.09 |
|
|
$ |
1.22 |
|
Discontinued operations |
|
|
|
|
|
|
.08 |
|
|
|
|
|
|
|
|
Total |
|
$ |
1.09 |
|
|
$ |
1.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Common Share |
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
1.09 |
|
|
$ |
1.22 |
|
Discontinued operations |
|
|
|
|
|
|
.07 |
|
|
|
|
|
|
|
|
Total |
|
$ |
1.09 |
|
|
$ |
1.29 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Common Shares Outstanding |
|
|
|
|
|
|
|
|
Basic |
|
|
163 |
|
|
|
163 |
|
Diluted |
|
|
163 |
|
|
|
163 |
|
Dividends Declared per Common Share |
|
$ |
.53 |
|
|
$ |
.53 |
|
See Notes to Consolidated Financial Statements (Unaudited)
29
DTE Energy Company
Consolidated Statements of Financial Position (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
March 31 |
|
|
December 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
88 |
|
|
$ |
86 |
|
Restricted cash |
|
|
22 |
|
|
|
86 |
|
Accounts receivable (less allowance for
doubtful accounts of $269 and $265,
respectively) |
|
|
|
|
|
|
|
|
Customer |
|
|
1,499 |
|
|
|
1,666 |
|
Other |
|
|
163 |
|
|
|
166 |
|
Inventories |
|
|
|
|
|
|
|
|
Fuel and gas |
|
|
233 |
|
|
|
333 |
|
Materials and supplies |
|
|
199 |
|
|
|
206 |
|
Deferred income taxes |
|
|
199 |
|
|
|
227 |
|
Derivative assets |
|
|
281 |
|
|
|
316 |
|
Other |
|
|
182 |
|
|
|
242 |
|
|
|
|
|
|
|
|
|
|
|
2,866 |
|
|
|
3,328 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
|
|
|
|
|
|
Nuclear decommissioning trust funds |
|
|
657 |
|
|
|
685 |
|
Other |
|
|
600 |
|
|
|
595 |
|
|
|
|
|
|
|
|
|
|
|
1,257 |
|
|
|
1,280 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
Property, plant and equipment |
|
|
20,211 |
|
|
|
20,065 |
|
Less accumulated depreciation and depletion |
|
|
(7,887 |
) |
|
|
(7,834 |
) |
|
|
|
|
|
|
|
|
|
|
12,324 |
|
|
|
12,231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Assets |
|
|
|
|
|
|
|
|
Goodwill |
|
|
2,037 |
|
|
|
2,037 |
|
Regulatory assets |
|
|
4,218 |
|
|
|
4,231 |
|
Securitized regulatory assets |
|
|
969 |
|
|
|
1,001 |
|
Intangible assets |
|
|
59 |
|
|
|
70 |
|
Notes receivable |
|
|
119 |
|
|
|
115 |
|
Derivative assets |
|
|
177 |
|
|
|
140 |
|
Other |
|
|
162 |
|
|
|
157 |
|
|
|
|
|
|
|
|
|
|
|
7,741 |
|
|
|
7,751 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
24,188 |
|
|
$ |
24,590 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
30
DTE Energy Company
Consolidated Statements of Financial Position (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
March 31 |
|
|
December 31 |
|
(in Millions, Except Shares) |
|
2009 |
|
|
2008 |
|
LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
727 |
|
|
$ |
899 |
|
Accrued interest |
|
|
144 |
|
|
|
119 |
|
Dividends payable |
|
|
87 |
|
|
|
86 |
|
Short-term borrowings |
|
|
330 |
|
|
|
744 |
|
Gas inventory equalization |
|
|
220 |
|
|
|
|
|
Current portion long-term debt, including capital leases |
|
|
518 |
|
|
|
362 |
|
Derivative liabilities |
|
|
304 |
|
|
|
285 |
|
Other |
|
|
503 |
|
|
|
518 |
|
|
|
|
|
|
|
|
|
|
|
2,833 |
|
|
|
3,013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-Term Debt (net of current portion) |
|
|
|
|
|
|
|
|
Mortgage bonds, notes and other |
|
|
6,288 |
|
|
|
6,458 |
|
Securitization bonds |
|
|
861 |
|
|
|
932 |
|
Trust preferred-linked securities |
|
|
289 |
|
|
|
289 |
|
Capital lease obligations |
|
|
57 |
|
|
|
62 |
|
|
|
|
|
|
|
|
|
|
|
7,495 |
|
|
|
7,741 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Deferred income taxes |
|
|
1,993 |
|
|
|
1,958 |
|
Regulatory liabilities |
|
|
1,208 |
|
|
|
1,202 |
|
Asset retirement obligations |
|
|
1,357 |
|
|
|
1,340 |
|
Unamortized investment tax credit |
|
|
94 |
|
|
|
96 |
|
Derivative liabilities |
|
|
308 |
|
|
|
344 |
|
Liabilities from transportation and storage contracts |
|
|
107 |
|
|
|
111 |
|
Accrued pension liability |
|
|
819 |
|
|
|
871 |
|
Accrued postretirement liability |
|
|
1,406 |
|
|
|
1,434 |
|
Nuclear decommissioning |
|
|
112 |
|
|
|
114 |
|
Other |
|
|
304 |
|
|
|
328 |
|
|
|
|
|
|
|
|
|
|
|
7,708 |
|
|
|
7,798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies (Notes 5 and 9) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity |
|
|
|
|
|
|
|
|
Common stock, without par value, 400,000,000 shares
authorized, 163,876,686 and 163,019,596 shares issued
and outstanding, respectively |
|
|
3,192 |
|
|
|
3,175 |
|
Retained earnings |
|
|
3,076 |
|
|
|
2,985 |
|
Accumulated other comprehensive loss |
|
|
(157 |
) |
|
|
(165 |
) |
|
|
|
|
|
|
|
Total DTE Energy Company Shareholders Equity |
|
|
6,111 |
|
|
|
5,995 |
|
Noncontrolling Interest |
|
|
41 |
|
|
|
43 |
|
|
|
|
|
|
|
|
Total Shareholders Equity |
|
|
6,152 |
|
|
|
6,038 |
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders Equity |
|
$ |
24,188 |
|
|
$ |
24,590 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
31
DTE Energy Company
Consolidated Statements of Cash Flows (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Activities |
|
|
|
|
|
|
|
|
Net income
attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
Adjustments to reconcile net income to net cash from operating activities: |
|
|
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
|
232 |
|
|
|
225 |
|
Deferred income taxes |
|
|
66 |
|
|
|
190 |
|
Gain on sale of non-utility assets |
|
|
|
|
|
|
(126 |
) |
Other asset (gains), losses and reserves, net |
|
|
(3 |
) |
|
|
(4 |
) |
Gain on sale of interests in synfuel projects |
|
|
|
|
|
|
(16 |
) |
Contributions from synfuel partners |
|
|
|
|
|
|
22 |
|
Changes in assets and liabilities, exclusive of changes shown separately (Note 1) |
|
|
366 |
|
|
|
389 |
|
|
|
|
|
|
|
|
Net cash from operating activities |
|
|
839 |
|
|
|
892 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(303 |
) |
|
|
(277 |
) |
Plant and equipment expenditures non-utility |
|
|
(23 |
) |
|
|
(52 |
) |
Proceeds from sale of interests in synfuel projects |
|
|
|
|
|
|
82 |
|
Refunds to synfuel partners |
|
|
|
|
|
|
(31 |
) |
Proceeds from sale of non-utility assets |
|
|
|
|
|
|
250 |
|
Proceeds from sale of other assets, net |
|
|
30 |
|
|
|
10 |
|
Restricted cash for debt redemptions |
|
|
64 |
|
|
|
57 |
|
Proceeds from sale of nuclear decommissioning trust fund assets |
|
|
113 |
|
|
|
52 |
|
Investment in nuclear decommissioning trust funds |
|
|
(113 |
) |
|
|
(61 |
) |
Other investments |
|
|
(24 |
) |
|
|
(11 |
) |
|
|
|
|
|
|
|
Net cash from (used) for investing activities |
|
|
(256 |
) |
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
Redemption of long-term debt |
|
|
(86 |
) |
|
|
(79 |
) |
Repurchase of long-term debt |
|
|
|
|
|
|
(238 |
) |
Short-term borrowings, net |
|
|
(414 |
) |
|
|
(534 |
) |
Issuance of common stock |
|
|
9 |
|
|
|
|
|
Repurchase of common stock |
|
|
|
|
|
|
(13 |
) |
Dividends on common stock |
|
|
(86 |
) |
|
|
(86 |
) |
Other |
|
|
(4 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
Net cash used for financing activities |
|
|
(581 |
) |
|
|
(954 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
|
2 |
|
|
|
(43 |
) |
Cash and Cash Equivalents Reclassified to Assets Held for Sale |
|
|
|
|
|
|
(3 |
) |
Cash and Cash Equivalents at Beginning of Period |
|
|
86 |
|
|
|
123 |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents at End of Period |
|
$ |
88 |
|
|
$ |
77 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
32
DTE Energy Company
Consolidated Statements of Changes in Shareholders Equity and
Comprehensive Income (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Common Stock |
|
Retained |
|
Comprehensive |
|
Noncontrolling |
|
|
(Dollars in Millions, Shares in Thousands) |
|
Shares |
|
Amount |
|
Earnings |
|
Loss |
|
Interest |
|
Total |
|
Balance, December 31, 2008 |
|
|
163,020 |
|
|
$ |
3,175 |
|
|
$ |
2,985 |
|
|
$ |
(165 |
) |
|
$ |
43 |
|
|
$ |
6,038 |
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
178 |
|
|
|
|
|
|
|
1 |
|
|
|
179 |
|
Benefit obligations, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
3 |
|
Dividends declared on common stock |
|
|
|
|
|
|
|
|
|
|
(87 |
) |
|
|
|
|
|
|
|
|
|
|
(87 |
) |
Issuance of common stock |
|
|
272 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
Net change in unrealized losses on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
2 |
|
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
3 |
|
Stock-based compensation and other |
|
|
585 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
5 |
|
|
Balance, March 31, 2009 |
|
|
163,877 |
|
|
$ |
3,192 |
|
|
$ |
3,076 |
|
|
$ |
(157 |
) |
|
$ |
41 |
|
|
$ |
6,152 |
|
|
The following table displays other comprehensive income for the three-month periods ended March 31:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Net income
attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
|
Benefit obligations, net of taxes of $1 and $-, respectively |
|
|
3 |
|
|
|
|
|
Net unrealized gains (losses) on derivatives: |
|
|
|
|
|
|
|
|
Gains (losses) during the period, net of taxes of $2 and $(2), respectively |
|
|
3 |
|
|
|
(4 |
) |
Amounts reclassified to income, net of taxes of $- and $-, respectively |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
(4 |
) |
|
|
|
|
|
|
|
Net unrealized gains (losses) on investments: |
|
|
|
|
|
|
|
|
Gains (losses) during the period, net of taxes of $1 and $(2), respectively |
|
|
3 |
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
$ |
186 |
|
|
$ |
204 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
33
DTE Energy Company
Notes to Consolidated Financial Statements (Unaudited)
NOTE 1 GENERAL
The Company is a diversified energy company. It is the parent company of Detroit Edison and
MichCon, regulated electric and gas utilities engaged primarily in the business of providing
electricity and natural gas sales, distribution and storage services throughout southeastern
Michigan. The Company also operates four energy-related non-utility segments with operations
throughout the United States.
These Consolidated Financial Statements should be read in conjunction with the Notes to
Consolidated Financial Statements included in the 2008 Annual Report on Form 10-K.
The accompanying Consolidated Financial Statements are prepared using accounting principles
generally accepted in the United States of America. These accounting principles require management
to use estimates and assumptions that impact reported amounts of assets, liabilities, revenues and
expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from
the Companys estimates.
The Consolidated Financial Statements are unaudited, but in our opinion include all adjustments
necessary for a fair presentation of such financial statements. All adjustments are of a normal
recurring nature, except as otherwise disclosed in these Consolidated Financial Statements and
Notes to Consolidated Financial Statements. Financial results for this interim period are not
necessarily indicative of results that may be expected for any other interim period or for the
fiscal year ending December 31, 2009.
Certain prior year amounts have been reclassified to reflect current year classifications.
Asset Retirement Obligations
The Company records asset retirement obligations in accordance with SFAS No. 143, Accounting for
Asset Retirement Obligations and FASB Interpretation Number (FIN) 47, Accounting for Conditional
Asset Retirement Obligations, an interpretation of FASB Statement No. 143. The Company has a legal
retirement obligation for the decommissioning costs for its Fermi 1 and Fermi 2 nuclear plants. To
a lesser extent, the Company has legal retirement obligations for gas production facilities, gas
gathering facilities and various other operations. The Company has conditional retirement
obligations for gas pipeline retirement costs and disposal of asbestos at certain of its power
plants. To a lesser extent, the Company has conditional retirement obligations at certain service
centers, compressor and gate stations, and disposal costs for PCB contained within transformers and
circuit breakers. The Company recognizes such obligations as liabilities at fair market value when
they are incurred, which generally is at the time the associated assets are placed in service. Fair
value is measured using expected future cash outflows discounted at our credit-adjusted risk-free
rate.
For the Companys regulated operations, timing differences arise in the expense recognition of
legal asset retirement costs that the Company is currently recovering in rates. The Company defers
such differences under SFAS No. 71, Accounting for the Effects of Certain Types of Regulation.
A reconciliation of the asset retirement obligations for the three months ended March 31, 2009
follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
Asset retirement obligations at January 1, 2009 |
|
$ |
1,361 |
|
Accretion |
|
|
22 |
|
Liabilities settled |
|
|
(2 |
) |
Revision in estimated cash flows |
|
|
(4 |
) |
|
|
|
|
Asset retirement obligations at March 31, 2009 |
|
|
1,377 |
|
Less amount included in current liabilities |
|
|
20 |
|
|
|
|
|
|
|
$ |
1,357 |
|
|
|
|
|
34
Approximately $1.2 billion of the asset retirement obligations represent nuclear decommissioning
liabilities that are funded through a surcharge to electric customers over the life of the Fermi 2
nuclear power plant.
Goodwill
We performed our annual goodwill impairment test on October 1, 2008 and determined that the
estimated fair value of our reporting units exceeded their carrying value, and no impairment
existed. In the period from October 1, 2008 to March 31, 2009, DTE Energys stock price declined by
31 percent and at March 31, 2009 was approximately 26 percent below its book value per share of
$37.29. We deemed the lengthening duration and severity of the decline in DTE Energys stock price
to be a triggering event to test for potential goodwill impairment for the first quarter. In
performing Step 1 of the impairment test, we compared the fair value of the reporting unit to its
carrying value including goodwill. If the carrying value including goodwill were to exceed the
fair value of a reporting unit, Step 2 of the test would be performed. Step 2 of the impairment
test requires the carrying value of goodwill to be reduced to its fair value, if lower, as of the
test date. All reporting units passed Step 1 of the impairment test.
Intangible Assets
The Company has certain intangible assets relating to non-utility contracts and emission
allowances. The Company amortizes intangible assets on a straight-line basis over the expected
period of benefit, ranging from 4 to 30 years. The gross carrying amount and accumulated
amortization of intangible assets at March 31, 2009 were $74 million and $16 million, respectively.
The gross carrying amount and accumulated amortization of intangible assets at December 31, 2008
were $85 million and $15 million, respectively. Amortization expense of intangible assets is
estimated to be $7 million annually for the years 2009 through 2013.
Retirement Benefits and Trusteed Assets
The following details the components of net periodic benefit costs for pension benefits and other
postretirement benefits for the three months ended March 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Postretirement |
|
|
|
Pension Benefits |
|
|
Benefits |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Service cost |
|
$ |
13 |
|
|
$ |
15 |
|
|
$ |
16 |
|
|
$ |
15 |
|
Interest cost |
|
|
51 |
|
|
|
48 |
|
|
|
34 |
|
|
|
30 |
|
Expected return on plan assets |
|
|
(64 |
) |
|
|
(65 |
) |
|
|
(14 |
) |
|
|
(18 |
) |
Amortization of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net actuarial loss |
|
|
13 |
|
|
|
8 |
|
|
|
17 |
|
|
|
10 |
|
Prior service cost |
|
|
1 |
|
|
|
1 |
|
|
|
(2 |
) |
|
|
(1 |
) |
Net transition liability |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
14 |
|
|
$ |
7 |
|
|
$ |
52 |
|
|
$ |
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company expects to contribute $250 million to its pension plans during 2009,
including a $50 million contribution made to the plans in the first quarter of 2009.
The Company expects to contribute $130 million to its postretirement medical and life insurance
benefit plans during 2009, including approximately $40 million of contributions
made to the plans in the first quarter of 2009.
Income Taxes
The Company has $18 million of unrecognized tax benefits at March 31, 2009 that, if recognized,
would favorably impact its effective tax rate. The Companys uncertain tax positions have not
changed significantly since December 31, 2008. During the next twelve months, it is reasonably
possible that the Company will settle certain federal and state examinations and audits.
Furthermore, the statutes of limitations will expire for the Companys tax returns in various
states. Therefore the Company believes that it is reasonably possible that there will be a decrease
in unrecognized tax benefits of $5 million to $9 million within the next twelve months.
Stock-Based Compensation
The Companys stock incentive program permits the grant of incentive stock options, non-qualifying
stock options, stock awards, performance shares and performance units. Participants in the Plan
include the Companys employees and members of its Board of Directors.
The Company recorded stock-based compensation expense of $1 million and $8 million, with an
associated tax benefit of $0.4 million and $2 million for the three months ended March 31, 2009 and
2008, respectively. Compensation cost capitalized in property, plant and equipment was $0.2 million
and $0.4 million during the three months ended March 31, 2009 and 2008, respectively.
35
Stock Options
The following table summarizes our stock option activity for the three months ended March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
Weighted |
|
|
Aggregate |
|
|
|
Number of |
|
|
Average |
|
|
Intrinsic |
|
|
|
Options |
|
|
Exercise Price |
|
|
Value |
|
Options outstanding at January 1, 2009 |
|
|
5,013,699 |
|
|
$ |
42.45 |
|
|
|
|
|
Granted |
|
|
812,500 |
|
|
$ |
27.75 |
|
|
|
|
|
Exercised |
|
|
(6,995 |
) |
|
$ |
27.62 |
|
|
|
|
|
Forfeited or expired |
|
|
(114,540 |
) |
|
$ |
41.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options outstanding at March 31, 2009 |
|
|
5,704,664 |
|
|
$ |
40.40 |
|
|
$ |
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
Options exercisable at March 31, 2009 |
|
|
4,226,648 |
|
|
$ |
42.43 |
|
|
$ |
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2009, the weighted average remaining contractual life for the exercisable shares
was 4.85 years. As of March 31, 2009, 1,478,016 options were non-vested. During the three months
ended March 31, 2009, 581,706 options vested.
The weighted average grant date fair value of options granted during the first quarter of 2009 was
$4.41 per share. The intrinsic value of options exercised for the three months ended March 31, 2009
was $0.04 million. Total option expense recognized was $1.5 million and $2 million for the three
months ended March 31, 2009 and 2008, respectively.
The Company determined the fair value for these options at the date of grant using a Black-Scholes
based option pricing model and the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
March 31, 2009 |
|
March 31, 2008 |
Risk-free interest rate |
|
|
2.04 |
% |
|
|
3.23 |
% |
Dividend yield |
|
|
4.98 |
% |
|
|
5.07 |
% |
Expected volatility |
|
|
27.88 |
% |
|
|
20.34 |
% |
Expected life |
|
6 years |
|
6 years |
36
Stock Awards
The following summarizes stock awards activity for the three months ended March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average |
|
|
Restricted |
|
Grant Date |
|
|
Stock |
|
Fair Value |
Balance at January 1, 2009 |
|
|
931,722 |
|
|
$ |
45.31 |
|
Grants |
|
|
510,810 |
|
|
$ |
28.62 |
|
Forfeitures |
|
|
(3,890 |
) |
|
$ |
40.67 |
|
Vested and issued |
|
|
(253,247 |
) |
|
$ |
42.85 |
|
|
|
|
|
|
|
|
|
|
Balance at March 31, 2009 |
|
|
1,185,395 |
|
|
$ |
38.66 |
|
|
|
|
|
|
|
|
|
|
Performance Share Awards
The following summarizes performance share activity for the three months ended March 31, 2009:
|
|
|
|
|
|
|
Performance Shares |
Balance at January 1, 2009 |
|
|
1,321,501 |
|
Grants |
|
|
564,340 |
|
Forfeitures |
|
|
(11,451 |
) |
Payouts |
|
|
(390,656 |
) |
|
|
|
|
|
Balance at March 31, 2009 |
|
|
1,483,734 |
|
|
|
|
|
|
Unrecognized Compensation Cost
As of
March 31, 2009, the Company had $48 million of total unrecognized compensation cost related
to non-vested stock incentive plan arrangements. These costs are expected to be recognized over a
weighted-average period of 1.73 years.
Offsetting Amounts Related to Certain Contracts
Consistent with FSP FIN 39-1, Amendment of FASB Interpretation No. 39, the Company offset the fair
value of derivative instruments with cash collateral received or paid for those derivative
instruments executed with the same counterparty under a master netting agreement, which reduces
both the Companys total assets and total liabilities. As of March 31, 2009, the total cash
collateral posted, net of cash collateral received, was $60 million. In accordance with FSP FIN
39-1, derivative assets and derivative liabilities are shown net of
collateral of $68 million and
$111 million, respectively. At March 31, 2009, amounts not related to unrealized derivative
positions totaling $22 million and $5 million were included in accounts receivable and accounts
payable, respectively.
37
Consolidated Statements of Cash Flows
The following provides detail of the changes in assets and liabilities that are reported in the
Consolidated Statements of Cash Flows, and supplementary cash information:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Changes in Assets and Liabilities, Exclusive of Changes Shown Separately |
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
$ |
119 |
|
|
$ |
99 |
|
Accrued GCR revenue |
|
|
7 |
|
|
|
(81 |
) |
Inventories |
|
|
106 |
|
|
|
149 |
|
Accrued/prepaid pensions |
|
|
(52 |
) |
|
|
(4 |
) |
Accounts payable |
|
|
(113 |
) |
|
|
(127 |
) |
Accrued PSCR refund |
|
|
75 |
|
|
|
52 |
|
Income taxes payable |
|
|
31 |
|
|
|
6 |
|
Derivative assets and liabilities |
|
|
(18 |
) |
|
|
15 |
|
Gas inventory equalization |
|
|
220 |
|
|
|
336 |
|
Postretirement obligation |
|
|
(28 |
) |
|
|
(39 |
) |
Other assets |
|
|
124 |
|
|
|
58 |
|
Other liabilities |
|
|
(105 |
) |
|
|
(75 |
) |
|
|
|
|
|
|
|
|
|
$ |
366 |
|
|
$ |
389 |
|
|
|
|
|
|
|
|
In connection with maintaining certain traded risk management positions, the Company may be
required to post cash collateral with its clearing agent. As a result, the Company entered into a
demand financing agreement for up to $50 million with its clearing agent in lieu of posting
additional cash collateral (a non-cash transaction). There was $41 million outstanding under this
facility at March 31, 2009 and $26 million outstanding as of December 31, 2008.
NOTE 2 NEW ACCOUNTING PRONOUNCEMENTS
Fair Value Accounting
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS No. 157 defines fair
value, establishes a framework for measuring fair value in generally accepted accounting
principles, and expands disclosures about fair value measurements. It emphasizes that fair value is
a market-based measurement, not an entity-specific measurement. Fair value measurement should be
determined based on the assumptions that market participants would use in pricing an asset or
liability. Effective January 1, 2008, the Company adopted SFAS No. 157. As permitted by FASB Staff
Position FAS No. 157-2, the Company elected to defer the effective date of SFAS No. 157 as it
pertains to measurement and disclosures about the fair value of non-financial assets and
liabilities made on a nonrecurring basis. The Company has adopted the recognition provisions as of
January 1, 2009. See Note 3 for further disclosures.
In April 2009, the FASB issued three FSPs intended to provide additional application guidance and
enhance disclosures regarding fair value measurements and impairments of securities. The FSPs are
effective for interim and annual periods ending after June 15, 2009, with certain early adoption
provisions permitted for periods ending after March 15, 2009.
|
|
|
FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial
Instruments, expands the fair value disclosures required for all financial instruments
within the scope of SFAS No. 107 to interim periods. |
|
|
|
|
FSP FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the
Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not
Orderly, which applies to all assets and liabilities, i.e., financial and nonfinancial,
reemphasizes that the objective of fair value remains unchanged (i.e., an exit price
notion). The FSP provides application guidance on measuring fair value when the volume and
level of activity has significantly decreased and identifying transactions that are not
orderly. The FSP also emphasizes that an entity cannot presume that an observable
transaction price is not orderly even when there has been a significant decline in the
volume and level of activity. |
38
|
|
|
FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary
Impairments, is intended to bring greater consistency to the timing of impairment
recognition, and provide greater clarity to investors about the credit and noncredit
components of impaired debt securities that are not expected to be sold. |
The Company will adopt these FSPs in the second quarter of 2009. The adoption of these FSPs will
not have a material impact on DTE Energys consolidated financial statements.
Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating
Securities
In June 2008, the FASB issued FSP EITF 03-6-1, Determining Whether Instruments Granted in
Share-Based Payment Transactions are Participating Securities. This FSP addresses whether
instruments granted in share-based payment transactions are participating securities prior to
vesting and, therefore, need to be included in the earnings allocation in computing earnings per
share (EPS) under the two-class method described in paragraphs 60 and 61 of SFAS No. 128, Earnings
Per Share. Unvested share-based payment awards that contain non-forfeitable rights to dividends or
dividend equivalents (whether paid or unpaid) are participating securities and shall be included in
the computation of EPS pursuant to the two-class method. Stock awards granted by the Company under
its stock-based compensation plan qualify as a participating security. This FSP is effective for
financial statements issued for fiscal years and interim periods beginning after December 15, 2008
and will be applied retrospectively. The Company adopted the requirements of the FSP effective
January 1, 2009. See Note 6 for further disclosure.
Disclosures about Derivative Instruments and Guarantees
In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging
Activities an amendment of FASB Statement No. 133. This statement requires enhanced disclosures
about an entitys derivative and hedging activities and thereby improves the transparency of
financial reporting. Entities are required to provide enhanced disclosures about (a) how and why
an entity uses derivative instruments, (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations, and (c) how derivative
instruments and related hedged items affect an entitys financial position, financial performance,
and cash flows.
SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods
beginning after November 15, 2008, with early application encouraged. Comparative disclosures for
earlier periods at initial adoption are encouraged but not required. The Company adopted SFAS No.
161 effective January 1, 2009. See Note 3.
Noncontrolling Interests in Consolidated Financial Statements
In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial
Statements an Amendment of ARB No. 51. This Statement establishes accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a
subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in
the consolidated entity that should be reported as equity in the consolidated financial statements.
SFAS No. 160 is effective for fiscal years, and interim periods within those years, beginning on or
after December 15, 2008. This Statement shall be applied prospectively as of the beginning of the
fiscal year in which this Statement is initially applied, except for the presentation and
disclosure requirements which shall be applied retrospectively for all periods presented. The
Company adopted SFAS No. 160 as of January 1, 2009. Adoption of SFAS No. 160 did not have a
material effect on the Companys consolidated financial statements.
NOTE 3 FINANCIAL AND OTHER DERIVATIVE INSTRUMENTS AND FAIR VALUE
Financial and Other Derivative Instruments
The Company complies with SFAS No. 133, Accounting for Derivative Instruments and Hedging
Activities, as amended and interpreted. Under SFAS No. 133, all derivatives are recognized on the
Consolidated Statement of Financial Position at their fair value unless they qualify for certain
scope exceptions, including normal purchases and normal sales exception. Further, derivatives that
qualify and are designated for hedge accounting are classified
39
as either hedges of a forecasted transaction or the variability of cash flows to be received or
paid related to a recognized asset or liability (cash flow hedge), or as hedges of the fair value
of a recognized asset or liability or of an unrecognized firm commitment (fair value hedge). For
cash flow hedges, the portion of the derivative gain or loss that is effective in offsetting the
change in the value of the underlying exposure is deferred in Accumulated other comprehensive
income and later reclassified into earnings when the underlying transaction occurs. For fair value
hedges, changes in fair values for both the derivative and the underlying hedged exposure are
recognized in earnings each period. Gains and losses from the ineffective portion of any hedge are
recognized in earnings immediately. For derivatives that do not qualify or are not designated for
hedge accounting, changes in the fair value are recognized in earnings each period.
The Companys primary market risk exposure is associated with commodity prices, credit, interest
rates and foreign currency. The Company has risk management policies to monitor and manage market
risks. The Company uses derivative instruments to manage some of the exposure. The Company uses
derivative instruments for trading purposes in its Energy Trading segment and the coal marketing
activities of its Power and Industrial Projects segment. Contracts the Company typically classifies
as derivative instruments include power, gas, certain coal and oil forwards, futures, options and
swaps, and foreign currency contracts. Items it does not generally account for as derivatives
include proprietary gas inventory, gas storage and transportation arrangements, and gas and
oil reserves. The fair value of all derivatives is included in Derivative assets or liabilities on
the Consolidated Statements of Financial Position.
Utility Operations
Detroit Edison Detroit Edison generates, purchases, distributes and sells electricity. Detroit
Edison uses forward energy and capacity contracts to manage changes in the price of electricity and
fuel. Substantially all of these derivatives meet the normal purchases and sales exemption and are
therefore accounted for under the accrual method. Other derivative contracts are recoverable
through the PSCR mechanism when realized. This results in the deferral of unrealized gains and
losses as Regulatory assets or liabilities, until realized.
MichCon
MichCon purchases, stores, transports and distributes natural gas and sells storage and
transportation capacity. MichCon has fixed-priced contracts for portions of its expected gas supply
requirements through 2012. These gas-supply contracts are designated and qualify for the normal
purchases and sales exemption and are therefore accounted for under the accrual method. MichCon
may also sell forward storage and transportation capacity contracts. Forward firm transportation
and storage contracts are not derivatives and are therefore accounted for under the accrual method.
Non-Utility Operations
Power and Industrial Projects Business units within this segment manage and operate on-site
energy and pulverized coal projects, coke batteries, landfill gas recovery and power generation
assets. These businesses utilize fixed-priced contracts in the marketing and management of their
assets. These contracts are generally not derivatives and are therefore accounted for under the
accrual method. The segment also engages in coal marketing which includes the marketing and trading
of physical coal and coal financial instruments, and forward contracts for the purchase and sale of
emissions allowances. Certain of these physical and financial coal
contracts and contracts for the purchase and sale of emission
allowances are derivatives and
are accounted for by recording changes in fair value to earnings, specifically as a component of
Operating revenues.
Unconventional Gas Production The Unconventional Gas Production business is engaged in
unconventional gas project development and production. The Company uses derivative contracts to
manage changes in the price of natural gas. These derivatives are designated as cash flow hedges.
Amounts recorded in other comprehensive loss will be reclassified to earnings, specifically as a
component of Operating revenues, as the related production affects earnings through 2010.
Management estimates reclassifying an after-tax gain of approximately $4 million to earnings within
the next twelve months.
Energy Trading Commodity Price Risk Energy Trading markets and trades wholesale electricity
and natural gas physical products and energy financial instruments, and provides risk management
services utilizing energy commodity derivative instruments. Forwards, futures, options and swap
agreements are used to manage exposure to the risk of market price and volume fluctuations in its
operations. These derivatives are accounted for by recording
40
changes in fair value to earnings, specifically as a component of Operating revenues, unless
certain hedge accounting criteria are met.
Energy Trading Foreign Currency Risk Energy Trading has foreign currency forward contracts to
hedge fixed Canadian dollar commitments existing under power purchase and sale contracts and gas
transportation contracts. The Company enters into these contracts to mitigate price volatility with
respect to fluctuations of the Canadian dollar relative to the U.S. dollar. These derivatives are
accounted for by recording changes in fair value to earnings, specifically as a component of
Operating revenues, unless certain hedge accounting criteria are met.
Gas Midstream These business units are primarily engaged in services related to the
transportation, and storage of natural gas. These businesses utilize fixed-priced
contracts in their marketing and management of their businesses. Generally these contracts are not
derivatives and are therefore accounted for under the accrual method.
The Company manages its MTM risk on a portfolio basis based upon the delivery period of its
contracts and the individual components of the risks within each contract. Accordingly, it records
and manages the energy purchase and sale obligations under its contracts in separate components
based on the commodity (e.g. electricity or gas), the product (e.g. electricity for delivery during
peak or off-peak hours), the delivery location (e.g. by region), the risk profile (e.g. forward or
option), and the delivery period (e.g. by month and year). The following describe the four
categories of activities represented by their operating characteristics and key risks:
|
|
|
Economic Hedges Represents derivative activity associated with assets owned and
contracted by DTE Energy, including forward sales of gas associated with owned
transportation and storage capacity. Changes in the value of derivatives in this category
economically offset changes in the value of underlying non-derivative positions, which do
not qualify for fair value accounting. The difference in accounting treatment of derivatives
in this category and the underlying non-derivative positions can result in significant
earnings volatility. |
|
|
|
|
Structured Contracts Represents derivative activity transacted by originating
substantially hedged positions with wholesale energy marketers, producers, end users,
utilities, retail aggregators and alternative energy suppliers. |
|
|
|
|
Proprietary Trading Represents derivative activity transacted with the intent of
taking a view, capturing market price changes, or putting capital at risk. This activity is
speculative in nature as opposed to hedging an existing exposure. |
|
|
|
|
Other Includes derivative activity associated with our Unconventional Gas reserves. A
portion of the price risk associated with anticipated production from the Barnett natural
gas reserves has been mitigated through 2010. Changes in the value of the hedges are
recorded as Derivative assets or liabilities, with an offset in Other comprehensive income
to the extent that the hedges are deemed effective.
Other
also includes derivative activity at Detroit Edison related to
Financial Transmission Rights (FTR) and forward contracts
related to emissions. Changes in the value of derivative contracts at Detroit Edison are
recorded as Derivative assets or liabilities, with an offset to Regulatory Liabilities or
Assets as the settlement value of these contracts will be included in the PSCR mechanism
when realized. |
Effective January 1, 2009, the Company adopted SFAS No. 161. This Statement requires enhanced
disclosures about an entitys derivative and hedging activities.
41
The following represents the fair value of derivative instruments as of March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance Sheet |
|
|
|
|
|
|
|
Balance Sheet |
|
|
|
|
(in Millions) |
|
Location |
|
|
Fair Value |
|
|
|
Location |
|
|
Fair Value |
|
Derivatives designated as hedging
instruments under SFAS No. 133 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commodity Contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas |
|
Derivative assets |
|
$ |
8 |
|
|
|
Derivative liabilities |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives not designated as hedging
instruments under SFAS No. 133 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange contracts |
|
Derivative assets |
|
$ |
91 |
|
|
|
Derivative liabilities |
|
$ |
(72 |
) |
Commodity Contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electricity |
|
Derivative assets |
|
|
1,927 |
|
|
|
Derivative liabilities |
|
|
(1,899 |
) |
Natural Gas |
|
Derivative assets |
|
|
2,391 |
|
|
|
Derivative liabilities |
|
|
(2,638 |
) |
Coal |
|
Derivative assets |
|
|
72 |
|
|
|
Derivative liabilities |
|
|
(66 |
) |
Oil |
|
Derivative assets |
|
|
20 |
|
|
|
Derivative liabilities |
|
|
(25 |
) |
Emissions |
|
Derivative assets |
|
|
5 |
|
|
|
Derivative liabilities |
|
|
(11 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives not designated as
hedging instruments under SFAS No. 133 |
|
|
|
|
|
$ |
4,506 |
|
|
|
|
|
|
|
$ |
(4,711 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
$ |
3,177 |
|
|
|
|
|
|
|
$ |
(3,197 |
) |
Noncurrent |
|
|
|
|
|
|
1,337 |
|
|
|
|
|
|
|
|
(1,514 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives |
|
|
|
|
|
$ |
4,514 |
|
|
|
|
|
|
|
$ |
(4,711 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of derivative instruments to |
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Financial Position: |
|
Current |
|
|
Noncurrent |
|
|
|
Current |
|
|
Noncurrent |
|
Total fair value of derivatives |
|
$ |
3,177 |
|
|
$ |
1,337 |
|
|
|
$ |
(3,197 |
) |
|
$ |
(1,514 |
) |
Counterparty netting |
|
|
(2,847 |
) |
|
|
(1,141 |
) |
|
|
|
2,847 |
|
|
|
1,141 |
|
Collateral adjustments |
|
|
(49 |
) |
|
|
(19 |
) |
|
|
|
46 |
|
|
|
65 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives as reported |
|
$ |
281 |
|
|
$ |
177 |
|
|
|
$ |
(304 |
) |
|
$ |
(308 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The effect of derivative instruments on the Consolidated Statement of Operations for the three
months ended March 31, 2009 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Location of Gain |
|
|
Gain (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Recognized |
|
|
Recognized in |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in Income on |
|
|
Income on |
|
|
|
Gain (Loss) |
|
|
Location of |
|
|
|
|
|
|
Derivative |
|
|
Derivative |
|
|
|
Recognized |
|
|
Gain (Loss) |
|
|
Gain (Loss) |
|
|
(Ineffective |
|
|
(Ineffective |
|
(in Millions) |
|
in OCI on |
|
|
Reclassified from |
|
|
Reclassified from |
|
|
Portion and Amount |
|
|
Portion and Amount |
|
Derivatives in SFAS No. 133 |
|
Derivative |
|
|
Accumulated OCI |
|
|
Accumulated OCI |
|
|
Excluded from |
|
|
Excluded from |
|
Cash Flow Hedging |
|
(Effective Portion) |
|
|
into Income |
|
|
into Income |
|
|
Effectiveness |
|
|
Effectiveness |
|
Relationships |
|
(1) |
|
|
(Effective Portion) |
|
|
(Effective Portion) |
|
|
Testing) |
|
|
Testing) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commodity Contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas |
|
$ |
3 |
|
|
Operating Revenue |
|
$ |
(1 |
) |
|
Operating Revenue |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Gain (loss) reported after taxes. |
42
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Location of Gain |
|
|
Gain (Loss) |
|
Derivatives Not Designated |
|
(Loss) Recognized |
|
|
Recognized in |
|
As Hedging Instruments |
|
in Income On |
|
|
Income on |
|
Under SFAS No. 133 |
|
Derivative |
|
|
Derivative |
|
|
|
|
|
|
|
|
|
|
Foreign exchange contracts |
|
Operating Revenue |
|
$ |
6 |
|
|
|
|
|
|
|
|
|
|
Commodity Contracts: |
|
|
|
|
|
|
|
|
Electricity |
|
Operating Revenue |
|
|
(1 |
) |
Natural Gas |
|
Operating Revenue |
|
|
31 |
|
Coal |
|
Operating Revenue |
|
|
(6 |
) |
Oil |
|
Operating Revenue |
|
|
1 |
|
Emissions |
|
Operating Revenue |
|
|
6 |
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
37 |
|
|
|
|
|
|
|
|
|
The effect of derivative instruments
recoverable through the PSCR mechanism when realized on the Consolidated Statement of
Financial Position as of March 31, 2009 is as follows:
|
|
|
|
|
|
|
|
|
|
|
Location of Gain |
|
|
Gain (Loss) |
|
|
|
(Loss) Recognized |
|
|
Recognized in |
|
|
|
in Regulatory |
|
|
Regulatory Assets |
|
|
|
Assets / Liabilities |
|
|
/ Liabilities on |
|
|
|
On Derivative |
|
|
Derivative |
|
|
|
|
|
|
|
|
|
|
FTR and Emissions |
|
Regulatory Asset |
|
$ |
(9 |
) |
|
|
Regulatory Liability |
|
|
(4 |
) |
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
(13 |
) |
|
|
|
|
|
|
|
|
The following represents the cumulative gross volume of derivative contracts outstanding as of
March 31, 2009:
|
|
|
|
|
Commodity |
|
Number of Units |
Electricity (MWh) |
|
|
63,104,026 |
|
Natural Gas (MMBtu) |
|
|
561,165,345 |
|
Coal (Tons) |
|
|
517,791 |
|
Oil (bbl) |
|
|
178,760 |
|
Foreign Exchange ($ CAD) |
|
|
32,283,059 |
|
Emissions (Tons) |
|
|
31,005 |
|
Various non-utility subsidiaries of the Company have entered into contracts which contain ratings
triggers and are guaranteed by DTE Energy. These contracts contain provisions which allow the
counterparties to request that the Company post cash or letters of credit as collateral in the
event that DTE Energys credit rating is downgraded below investment grade. Certain of these
provisions (known as hard triggers) state specific circumstances under which the Company can be
asked to post collateral upon the occurrence of a credit downgrade, while other provisions (known
as soft triggers) are not as specific. For contracts with soft triggers, it is difficult to
estimate the amount of collateral which may be requested by counterparties and/or which the Company
may ultimately be required to post.
The amount of such collateral which could be requested fluctuates based on commodity prices
(primarily gas, power and coal) and the provisions and maturities of the underlying transactions.
As of March 31, 2009, the value of the transactions for which the Company would have been exposed
to collateral requests had DTE Energys credit rating been below investment grade on such date was
approximately $390 million. In circumstances where an entity is downgraded below investment grade
and collateral requests are made as a result, the requesting parties often agree to accept less
than the full amount of their exposure to the downgraded entity.
43
Fair Value
SFAS No. 157 defines fair value as the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement date
in a principal or most advantageous market. Fair value is a market-based measurement that is
determined based on inputs, which refer broadly to assumptions that market participants use in
pricing assets or liabilities. These inputs can be readily observable, market corroborated or
generally unobservable inputs. The Company makes certain assumptions it believes that market
participants would use in pricing assets or liabilities, including assumptions about risk, and the
risks inherent in the inputs to valuation techniques. Credit risk of the Company and its
counterparties is incorporated in the valuation of assets and liabilities through the use of credit
reserves, the impact of which is immaterial for the three months ended March 31, 2009. The Company
believes it uses valuation techniques that maximize the use of observable market-based inputs and
minimize the use of unobservable inputs.
SFAS No. 157 establishes a fair value hierarchy, which prioritizes the inputs to valuation
techniques used to measure fair value in three broad levels. The fair value hierarchy gives the
highest priority to quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). In some cases, the
inputs used to measure fair value might fall in different levels of the fair value hierarchy. SFAS
No. 157 requires that assets and liabilities be classified in their entirety based on the lowest
level of input that is significant to the fair value measurement in its entirety. Assessing the
significance of a particular input may require judgment considering factors specific to the asset
or liability, and may affect the valuation of the asset or liability and its placement within the
fair value hierarchy. The Company classifies fair value balances based on the fair value hierarchy
defined by SFAS No. 157 as follows:
|
|
|
Level 1 Consists of unadjusted quoted prices in active markets for identical assets or
liabilities that the Company has the ability to access as of the reporting date. |
|
|
|
|
Level 2 Consists of inputs other than quoted prices included within Level 1 that are
directly observable for the asset or liability or indirectly observable through
corroboration with observable market data. |
|
|
|
|
Level 3 Consists of unobservable inputs for assets or liabilities whose fair value is
estimated based on internally developed models or methodologies using inputs that are
generally less readily observable and supported by little, if any, market activity at the
measurement date. Unobservable inputs are developed based on the best available information
and subject to cost-benefit constraints. |
The following table presents assets and liabilities measured and recorded at fair value on a
recurring basis as of March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Netting |
|
|
Net Balance at |
|
(in Millions) |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Adjustments(2) |
|
|
March 31, 2009 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash equivalents |
|
$ |
37 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
37 |
|
Nuclear decommissioning trusts and Other
Investments (1) |
|
|
472 |
|
|
|
299 |
|
|
|
1 |
|
|
|
|
|
|
|
772 |
|
Derivative assets |
|
|
2,146 |
|
|
|
1,624 |
|
|
|
744 |
|
|
|
(4,056 |
) |
|
|
458 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,655 |
|
|
$ |
1,923 |
|
|
$ |
745 |
|
|
$ |
(4,056 |
) |
|
$ |
1,267 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative liabilities |
|
$ |
(2,185 |
) |
|
$ |
(1,617 |
) |
|
$ |
(909 |
) |
|
$ |
4,099 |
|
|
$ |
(612 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
(2,185 |
) |
|
$ |
(1,617 |
) |
|
$ |
(909 |
) |
|
$ |
4,099 |
|
|
$ |
(612 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets (Liabilities) at March 31, 2009 |
|
$ |
470 |
|
|
$ |
306 |
|
|
$ |
(164 |
) |
|
$ |
43 |
|
|
$ |
655 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Excludes cash surrender value of life insurance investments. |
|
(2) |
|
Amounts represent the impact of master netting agreements that allow the Company to
net gain and loss positions and cash collateral held or placed with the same counterparties. |
44
The following table presents the fair value reconciliation of Level 3 derivative assets and
liabilities measured at fair value on a recurring basis for the three months ended March 31, 2009
and 2008:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Liability
balance as of January
1(1) |
|
$ |
(183 |
) |
|
$ |
(366 |
) |
Changes in fair value recorded in income |
|
|
229 |
|
|
|
(231 |
) |
Changes in fair value recorded in regulatory assets/liabilities |
|
|
(4 |
) |
|
|
|
|
Changes in fair value recorded in other comprehensive income |
|
|
5 |
|
|
|
(6 |
) |
Purchases, issuances and settlements |
|
|
(48 |
) |
|
|
26 |
|
Transfers in/out of Level 3 |
|
|
(163 |
) |
|
|
|
|
|
|
|
|
|
|
|
Liability balance as of March 31 |
|
$ |
(164 |
) |
|
$ |
(577 |
) |
|
|
|
|
|
|
|
The amount of total gains (losses) included in net income
attributed to the change in unrealized gains (losses) related
to assets and liabilities held at March 31, 2009 and 2008 |
|
$ |
206 |
|
|
$ |
(231 |
) |
|
|
|
|
|
|
|
|
|
|
(1) |
|
Balance as of January 1, 2008 includes a cumulative effect adjustment which represents
an increase to the beginning retained earnings related to Level 3 derivatives upon
adoption of SFAS No. 157. |
Net gains of $229 million related to Level 3 derivative assets and liabilities are reported in
Operating revenues for the three months ended March 31, 2009 consistent with the Companys
accounting policy. Net losses of $166 million related to Level 1 and Level 2 derivative assets and
liabilities, and the impact of netting, are also reported in Operating revenues for the three
months ended March 31, 2009.
Changes in fair value for Level 3 derivatives increased largely as a result of declining commodity
prices. Net losses of $231 million related to Level 3 derivative assets and liabilities are
reported in Operating revenues for the three months ended March 31, 2008 consistent with the
Companys accounting policy. Net gains of $245 million related to Level 1 and Level 2 derivative
assets and liabilities, and the impact of netting, are also reported in Operating revenues for the
three months ended March 31, 2008.
Transfers in/out of Level 3 represent existing assets or liabilities
that were either previously categorized as a higher level or for which the inputs to the model
became unobservable or assets and liabilities that were previously classified as Level 3 for which
the lowest significant input became observable during the period. Transfers in/out of Level 3 are
reflected as if they had occurred at the beginning of the period.
Transfers out of Level 3 in the current period reflect increased
reliance on broker quotes for certain gas transactions.
Cash Equivalents
Cash equivalents include investments with maturities of three months or less when purchased. The
cash equivalents shown in the fair value table are comprised of investments in money market funds.
The fair values of the shares of these funds are based on observable market prices and, therefore,
have been categorized as Level 1 in the fair value hierarchy.
Nuclear Decommissioning Trusts and Other Investments
The nuclear decommissioning trust fund investments have been established to satisfy Detroit
Edisons nuclear decommissioning obligations. The nuclear decommissioning trusts and other fund
investments hold debt and equity securities directly and indirectly through commingled funds and
institutional mutual funds. Exchange-traded debt and equity securities held directly are valued
using quoted market prices on actively traded markets. The commingled funds and institutional
mutual funds which hold exchange-traded equity or debt securities are valued using quoted prices in
actively traded markets. Non-exchange-traded fixed income securities are valued based upon
quotations available from brokers or pricing services. For non-exchange traded fixed income
securities, the trustees receive prices from pricing services. A primary price source is identified
by asset type, class or issue for each security. The trustees monitor prices supplied by pricing
services and may use a supplemental price source or change the primary price source of a given
security if the trustees challenge an assigned price and determine that another price source is
considered to be preferable. DTE Energy has obtained an understanding of how these prices are
derived, including the nature and observability of the inputs used in deriving such prices.
Additionally, DTE Energy selectively corroborates the fair values of securities by comparison of
market-based price sources.
Derivative Assets and Liabilities
Derivative assets and liabilities are comprised of physical and financial derivative contracts,
including futures, forwards, options and swaps that are both exchange-traded and over-the-counter
traded contracts. Various inputs are used to value derivatives depending on the type of contract
and availability of market data. Exchange-traded derivative contracts are valued using quoted
prices in active markets. DTE Energy considers the following criteria in determining whether a
market is considered active: frequency in which pricing
information is updated, variability in pricing between sources or over time and the availability of
public information. Other derivative contracts are valued based upon a variety of inputs including
commodity market prices, broker quotes, interest rates, credit ratings, default rates, market-based
seasonality and basis differential factors. DTE Energy monitors the prices that are supplied by
brokers and pricing services and may use a supplemental price source or change the primary price
source of an index if prices become unavailable or another price source is determined to be more
representative of fair value. DTE Energy has obtained an understanding of how these prices are
derived. Additionally, DTE Energy selectively corroborates the fair value of its transactions by
comparison of market-based price sources. Mathematical valuation models are used for derivatives
for which external market data is not readily observable, such as contracts which extend beyond the
actively traded reporting period. Derivative instruments are principally used in the Companys
Energy Trading segment.
45
NOTE 4 DISPOSALS AND DISCONTINUED OPERATIONS
Sale of Interest in Barnett Shale Properties
In January 2008, the Company sold a portion of its Barnett shale properties for gross proceeds of
approximately $250 million. The Company recognized a gain of $126 million ($80 million after-tax)
on the sale.
Synthetic Fuel Business
Due to the expiration of synfuel production tax credits in 2007, the Synthetic Fuel business ceased
operations and was classified as a discontinued operation as of December 31, 2007. The favorable
impact of reserve adjustments for the final phase-out percentage of approximately $16 million,
other true-ups and related tax impacts resulted in net income of $12 million for the first quarter
of 2008.
The Company has provided certain guarantees and indemnities in conjunction with the sales of
interests in its synfuel facilities. The guarantees cover potential commercial, environmental, oil
price and tax-related obligations and will survive until 90 days after expiration of all applicable
statutes of limitations. The Company estimates that its maximum potential liability under these
guarantees at March 31, 2009 is $2.9 billion.
NOTE 5 REGULATORY MATTERS
2009 Electric Rate Case Filing
Detroit Edison filed a general rate case on January 26, 2009 based on a twelve months ended June
2008 historical test year. The filing with the MPSC requested a
$378 million, or 8.1 percent average
increase in Detroit Edisons annual revenue requirement for the twelve months ended June 30, 2010
projected test year.
The requested $378 million increase in revenues is required to recover the increased costs
associated with environmental compliance, operation and maintenance of the Companys electric
distribution system and generation plants, customer uncollectible accounts, inflation, the capital
costs of plant additions and the reduction in territory sales.
In addition, Detroit Edisons filing made, among other requests, the following proposals:
|
|
|
Continued progress toward correcting the existing rate structure to more accurately
reflect the actual cost of providing service to business customers; |
|
|
|
|
Continued application of an adjustment mechanism to enable the Company to address the
costs associated with retail electric customers migrating to and from Detroit Edisons full
service retail electric tariff service; |
|
|
|
|
Application of an uncollectible expense true-up mechanism based on the $87 million
expense level of uncollectible expenses that occurred during the 12 month period ended June
2008; |
|
|
|
|
Continued application of the storm restoration expense recovery mechanism and
modification to the line clearance expense recovery mechanism; and |
|
|
|
|
Implementation of a revenue decoupling mechanism. |
The October 2008 Michigan legislation establishes a twelve month deadline for the MPSC to complete
a rate case and allows a utility to self-implement rate changes six months after a rate filing if
the MPSC has not issued a rate order and subject to certain limitations.
46
Cost-Based Tariffs for Schools
In January 2009, Detroit Edison filed a required application that included two new cost-based
tariffs for schools, universities and community colleges. The filing is in compliance with Public
Act 286 which required utilities to file tariffs that ensure that eligible educational institutions
are charged retail electric rates that reflect the actual cost of providing service to those
customers. In February 2009, an MPSC order consolidated this proceeding with the January 26, 2009
electric rate case filing.
Renewable Energy Plan
In March 2009, Detroit Edison filed its Renewable Energy Plan with the MPSC as required under 2008
PA 295. The Renewable Energy Plan application requests authority to recover approximately $35
million of additional revenue in 2009. The proposed revenue increase is necessary in order to
properly implement Detroit Edisons 20-year renewable energy plan to achieve compliance with 2008
PA 295, to deliver new, cleaner, renewable electric generation demanded by customers, to further
diversify Detroit Edisons and Michigans sources of electric supply, and to further Michigans and
the United States goal of increasing energy independence. The Company expects an order in the
proceeding in June 2009, with customer surcharges beginning in September 2009.
Energy Optimization Plans
In March 2009, Detroit Edison and MichCon filed Energy Optimization Plans with the MPSC as required
under 2008 PA 295. The Energy Optimization Plan applications are designed to help each customer
class reduce their electric and gas usage by: (1) building customer awareness of energy efficiency
options and (2) offering a diverse set of programs and participation options that result in energy
savings for each customer class. Detroit Edisons Energy Optimization Plan application proposes
energy optimization expenditures for the period 2009-2011 of $134 million and further requests
approval of surcharges that are designed to recover these costs. MichCons Energy Optimization Plan
application proposes energy optimization expenditures for the period 2009-2011 of $55 million and
further requests approval of surcharges that are designed to recover these costs. The Company
expects orders in these proceedings in June 2009 with customer surcharges beginning in June 2009.
Power Supply Cost Recovery Proceedings
2008 Plan Year In September 2007, Detroit Edison filed its 2008 PSCR plan case seeking approval
of a levelized PSCR factor of 9.23 mills/kWh above the amount included in base rates for all PSCR
customers. Also included in the filing was a request for approval of the Companys emission
compliance strategy which included pre-purchases of emission allowances as well as a request for
pre-approval of a contract for capacity and energy associated with a renewable (wind) energy
project. On January 31, 2008, Detroit Edison filed a revised PSCR plan case seeking approval of a
levelized PSCR factor of 11.22 mills/kWh above the amount included in base rates for all PSCR
customers. The revised filing supports a 2008 power supply expense forecast of $1.4 billion and
includes $43 million for the recovery of a projected 2007 PSCR under-collection. On July 29, 2008,
the MPSC issued a temporary order approving Detroit Edisons request to increase the PSCR factor to
11.22 mills/kWh. In January 2009, the MPSC approved the Companys 2008 PSCR plan and authorized the
Company to charge a maximum PSCR factor of 11.22 mills/kWh for 2008. The Company filed its 2008
PSCR reconciliation case in March 2009. The filing requests recovery of a $19 million PSCR
under-collection. In addition, the filing requests authorization to refund its total 2005 PSCR
under-collection surcharge at year-end 2008 of $10 million, including interest, to all commercial
and industrial customers. Included in the 2008 PSCR reconciliation filing was the Companys 2008
pension expense mechanism reconciliation that reflects a $50 million over-collection.
2009 Plan Year In September 2008, Detroit Edison filed its 2009 PSCR plan case seeking approval
of a levelized PSCR factor of 17.67 mills/kWh above the amount included in base rates for
residential customers and a levelized PSCR factor of 17.29 mills/kWh above the amount included in
base rates for commercial and industrial customers. The Company is supporting a total power supply
expense forecast of $1.73 billion. The plan also includes approximately $69 million for the
recovery of its projected 2008 PSCR under-collection from all customers and approximately $12
million for the refund of its 2005 PSCR reconciliation surcharge over-collection to commercial and
industrial customers only. Also included in the filing is a request for approval of the Companys
expense associated with the use of urea in the selective catalytic reduction units at Monroe power
plant as well as a request
47
for approval of a contract for capacity and energy associated with a renewable (wind) energy
project. The Companys PSCR Plan will allow the Company to recover its reasonably and prudently
incurred power supply expense including, fuel costs, purchased and net interchange power costs,
nitrogen oxide and sulfur dioxide emission allowance costs, transmission costs and MISO costs. The
Company self-implemented a PSCR factor of 11.64 mills/kWh above the amount included in base rates
for residential customers and a PSCR factor of 11.22 mills/kWh above the amount included in base
rates for commercial and industrial customers on bills rendered in January 2009. Subsequently, as a
result of the December 23, 2008 MPSC order in the 2007 Detroit Edison Rate case, the Company
implemented a PSCR factor of 3.18 mills/kWh below the amount included in base rates for residential
customers and a PSCR factor of 3.60 mills/kWh below the amount included in base rates for
commercial and industrial customers for bills rendered effective January 14, 2009.
Uncollectible Expense True-Up Mechanism (UETM) and Report of Safety and Training-Related
Expenditures
2007 UETM In March 2008, MichCon filed an application with the MPSC for approval of its UETM for
2007 requesting approximately $34 million consisting of $33 million of costs related to 2007
uncollectible expense and associated carrying charges and $1 million of under-collections for the
2005 UETM. The March 2008 application included a report of MichCons 2007 annual safety and
training-related expenses, which showed no refund was necessary because actual expenditures
exceeded the amount included in base rates. An MPSC order was issued in December 2008 approving the
collection of $34 million requested in the March 2008 filing. MichCon was authorized to implement
the new UETM monthly surcharge for service rendered on and after January 1, 2009.
2008 UETM In March 2009, MichCon filed an application with the MPSC for approval of its UETM for
2008 requesting approximately $87 million consisting of $83 million of costs related to 2008
uncollectible expense and associated carrying charges and $4 million of under-collections for the
2006 UETM. The March 2009 application included a report of MichCons 2008 annual safety and
training-related expenses, which showed no refund was necessary because actual expenditures
exceeded the amount included in base rates. An order is expected in this case in the fourth
quarter of 2009.
Gas Cost Recovery Proceedings
2009-2010 Plan Year In December 2008, MichCon filed its GCR plan case for the 2009-2010 GCR Plan
year. MichCon filed for a maximum GCR factor of $8.46 per Mcf, adjustable by a contingent
mechanism. In April 2009, MichCon, MPSC Staff and Intervenors filed a partial settlement agreement
in the case establishing the fixed price purchase guidelines MichCon filed in its case were
reasonable and prudent for MichCon to use until an MPSC order was issued establishing otherwise.
An MPSC order in this case is expected in 2009.
2009 Proposed Base Gas Sale In July 2008, MichCon filed an application with the MPSC requesting
permission to sell an additional 4 Bcf of base gas that will become available for sale as a result
of better than expected operations at its storage fields. In February 2009, a settlement agreement
was filed with the MPSC, which will allow MichCon to sell and retain the profits of 2 Bcf of base
gas, with the remaining 2 Bcf to be used for the benefit of GCR/GCC customers as colder-than-normal
weather protection. The settlement also included a provision that MichCon is subject to moratorium
on a general rate case filing until June 2009. An MPSC order was issued March 5, 2009 approving
the settlement.
Other
In July 2007, the State of Michigan Court of Appeals published its decision with respect to an
appeal by Detroit Edison and others of certain provisions of a November 2004 MPSC order, including
reversing the MPSCs denial of recovery of merger control premium costs. In its published decision,
the Court of Appeals held that Detroit Edison is entitled to recover its allocated share of the
merger control premium and remanded this matter to the MPSC for further proceedings to establish
the precise amount and timing of this recovery. Detroit Edison has filed a supplement to its April
2007 rate case to address the recovery of the merger control premium costs. In September 2007, the
Court of Appeals remanded to the MPSC, for reconsideration, the MichCon recovery of merger control
premium costs. Other parties filed requests for leave to appeal to the Michigan Supreme Court from
the Court of Appeals decision and in September 2008, the Michigan Supreme Court granted the
requests to address the merger
48
control premium as well as the recovery of transmission costs through the PSCR.
On May 1, 2009, the Michigan Supreme Court issued an order reversing the Court of Appeals decision
with respect to recovery of the merger control premium, and reinstated the MPSCs decision
excluding the control premium costs from Detroit Edisons general rates. The Court affirmed the
lower courts decision upholding the right of Detroit Edison to recover electric transmission costs
through the Companys PSCR clause.
The Company is unable to predict the outcome of the regulatory matters discussed herein. Resolution
of these matters is dependent upon future MPSC orders and appeals, which may materially impact the
financial position, results of operations and cash flows of the Company.
NOTE 6 COMMON STOCK AND EARNINGS PER SHARE
The Company reports both basic and diluted earnings per share. The calculation of diluted earnings
per share assumes the issuance of potentially dilutive common shares outstanding during the period
from the exercise of stock options. Effective January 1, 2009, the Company adopted FSP EITF 03-6-1, Determining Whether Instruments
Granted in Share-Based Payment Transactions are Participating Securities. The adoption of this FSP
had the effect of reducing previously reported 2008 amounts for basic and diluted earnings per
share by $.01.
A reconciliation of both calculations is presented in the
following table as of March 31:
|
|
|
|
|
|
|
|
|
(in Millions, except per share amounts) |
|
2009 |
|
|
2008 |
|
Basic Earnings per Common Share |
|
|
|
|
|
|
|
|
Net income attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
163 |
|
|
|
163 |
|
|
|
|
|
|
|
|
Weighted average net restricted shares outstanding |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to common shares |
|
$ |
86 |
|
|
$ |
86 |
|
Dividends paid to net restricted shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributed earnings |
|
$ |
86 |
|
|
$ |
86 |
|
|
|
|
|
|
|
|
Total undistributed earnings |
|
$ |
92 |
|
|
$ |
126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributed (dividends per common share) |
|
$ |
.53 |
|
|
$ |
.53 |
|
Undistributed |
|
|
.56 |
|
|
|
.77 |
|
|
|
|
|
|
|
|
Total Basic Earnings per Common Share |
|
$ |
1.09 |
|
|
$ |
1.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
Earnings per Common Share |
|
|
|
|
|
|
|
|
Net income attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
163 |
|
|
|
162 |
|
Average incremental shares from assumed exercise of options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares for dilutive calculation |
|
|
163 |
|
|
|
163 |
|
|
|
|
|
|
|
|
|
|
Weighted average net restricted shares outstanding |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to common shares |
|
$ |
86 |
|
|
$ |
86 |
|
Dividends paid to net restricted shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributed earnings |
|
$ |
86 |
|
|
$ |
86 |
|
|
|
|
|
|
|
|
Total undistributed earnings |
|
$ |
92 |
|
|
$ |
126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributed (dividends per common share) |
|
$ |
.53 |
|
|
$ |
.53 |
|
Undistributed |
|
|
.56 |
|
|
|
.76 |
|
|
|
|
|
|
|
|
Total Diluted Earnings per Common Share |
|
$ |
1.09 |
|
|
$ |
1.29 |
|
|
|
|
|
|
|
|
Options to purchase approximately 4 million and 3 million shares of common stock as of March 31,
2009 and 2008, respectively, were not included in the computation of diluted earnings per share
because the options exercise price was greater than the average market price of the common shares,
thus making these options anti-dilutive.
49
NOTE 7 LONG-TERM DEBT
Debt Issuances
In 2009, the Company has issued or remarketed the following long-term debt:
(in Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Month Issued |
|
|
Type |
|
|
Interest Rate |
|
|
Maturity |
|
|
Amount |
|
|
Detroit Edison |
|
April |
|
Tax-Exempt Revenue bonds (1)(2) |
|
|
6.00 |
% |
|
|
2036 |
|
|
$ |
69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Detroit Edison Tax-Exempt Revenue Bonds are issued by a public body
that loans the proceeds to Detroit Edison on terms substantially
mirroring the Revenue Bonds. |
|
(2) |
|
Proceeds were used to refund existing Tax-Exempt Revenue Bonds. |
Debt Retirements and Redemptions
In 2009,
the following debt has been retired, through optional redemption or
payment at maturity:
(in Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Month Retired |
|
|
Type |
|
|
Interest Rate |
|
|
Maturity |
|
|
Amount |
|
|
Detroit Edison |
|
April |
|
Tax-Exempt Revenue bonds (1) |
|
Variable |
|
|
2036 |
|
|
$ |
69 |
|
DTE Energy |
|
April |
|
Senior Notes |
|
6.65% |
|
|
2009 |
|
|
|
200 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
269 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
These Tax-Exempt Revenue Bonds were redeemed with the proceeds from
the issuance of new Detroit Edison Tax-Exempt Revenue Bonds. |
NOTE 8 SHORT-TERM CREDIT ARRANGEMENTS AND BORROWINGS
DTE Energy and its wholly-owned subsidiaries, Detroit Edison and MichCon, have entered into
revolving credit facilities with similar terms. The five-year credit facilities are with a
syndicate of banks and may be used for general corporate borrowings, but are intended to provide
liquidity support for each of the companies commercial paper programs. Borrowings under the
facilities are available at prevailing short-term interest rates. Additionally, DTE Energy, Detroit
Edison and MichCon had various other bank loans and facilities. The above agreements require the
Company to maintain a debt to total capitalization ratio of no more than 0.65 to 1. DTE Energy,
Detroit Edison and MichCon are in compliance with this financial covenant. The availability under
these combined facilities at March 31, 2009 is shown in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
DTE Energy |
|
|
Detroit Edison |
|
|
MichCon |
|
|
Total |
|
Five-year unsecured revolving facility, expiring
October 2010 |
|
$ |
675 |
|
|
$ |
69 |
|
|
$ |
181 |
|
|
$ |
925 |
|
Five-year unsecured revolving facility, expiring
October 2009 |
|
|
525 |
|
|
|
206 |
|
|
|
244 |
|
|
|
975 |
|
Unsecured bank loan facility, expiring June 2009 |
|
|
|
|
|
|
75 |
|
|
|
|
|
|
|
75 |
|
Unsecured bank loan facility, expiring July 2009 |
|
|
|
|
|
|
|
|
|
|
50 |
|
|
|
50 |
|
Secured floating rate note, maturing September 2009 |
|
|
|
|
|
|
|
|
|
|
20 |
|
|
|
20 |
|
One-year unsecured letter of credit facility,
expiring in November 2009 |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total credit facilities at March 31, 2009 |
|
|
1,230 |
|
|
|
350 |
|
|
|
495 |
|
|
|
2,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
DTE Energy |
|
|
Detroit Edison |
|
|
MichCon |
|
|
Total |
|
Amounts outstanding at March 31, 2009: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial paper issuances |
|
|
75 |
|
|
|
|
|
|
|
110 |
|
|
|
185 |
|
Borrowings |
|
|
|
|
|
|
75 |
|
|
|
70 |
|
|
|
145 |
|
Letters of credit |
|
|
332 |
|
|
|
|
|
|
|
|
|
|
|
332 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
407 |
|
|
|
75 |
|
|
|
180 |
|
|
|
662 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net availability at March 31, 2009 |
|
$ |
823 |
|
|
$ |
275 |
|
|
$ |
315 |
|
|
$ |
1,413 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company has other outstanding letters of credit which are not included in the above described
facilities totaling approximately $16 million which are used for various corporate purposes.
In April 2009, the Company completed an early renewal of $975 million of its syndicated revolving
credit facilities before their scheduled expiration in October 2009. The new $1 billion two-year
facility will expire in April 2011 and has similar covenants to
the prior facility. A new two-year $50 million
credit facility was completed in April 2009.
In conjunction with maintaining certain exchange traded risk management positions, the Company may
be required to post cash collateral with its clearing agent. The Company has a demand financing
agreement for up to $50 million with its clearing agent. The amount outstanding under this
agreement was $41 million and $26 million at March 31, 2009 and December 31, 2008, respectively.
NOTE 9 COMMITMENTS AND CONTINGENCIES
Environmental
Electric Utility
Air Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit power
plant emissions of sulfur dioxide and nitrogen oxides. Since 2005, EPA and the State of Michigan
issued additional emission reduction regulations relating to ozone, fine particulate, regional haze
and mercury air pollution. The new rules will lead to additional controls on fossil-fueled power
plants to reduce nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these
requirements, Detroit Edison has spent approximately $1.4 billion through 2008. The Company
estimates Detroit Edisons future undiscounted capital expenditures at up to approximately $100
million in 2009 and up to approximately $2.3 billion of additional capital expenditures through
2019 based on current regulations.
Water In response to an EPA regulation, Detroit Edison is required to examine alternatives for
reducing the environmental impacts of the cooling water intake structures at several of its
facilities. Based on the results of the studies to be conducted over the next several years,
Detroit Edison may be required to install additional control technologies to reduce the impacts of
the water intakes. Initially, it was estimated that Detroit Edison could incur up to approximately
$55 million over the four to six years subsequent to 2008 in additional capital expenditures to
comply with these requirements. However, a January 2007 circuit court decision remanded back to the
EPA several provisions of the federal regulation that may result in a delay in compliance dates.
The decision also raised the possibility that Detroit Edison may have to install cooling towers at
some facilities at a cost substantially greater than was initially estimated for other mitigative
technologies. In 2008, the Supreme Court agreed to review the remanded cost-benefit analysis
provision of the rule. In April 2009, the Supreme Court ruled that a cost-benefit analysis is a
permissible provision of the rule. Concurrently, the EPA continues to develop a revised rule, which
is expected to be published later in 2009.
Contaminated Sites Detroit Edison conducted remedial investigations at contaminated sites,
including three former manufactured gas plant (MGP) sites, the area surrounding an ash landfill and
several underground and aboveground storage tank locations. The findings of these investigations
indicated that the estimated cost to remediate these sites is expected to be incurred over the next
several years. At March 31, 2009 and December 31, 2008, the Company had $11 million and $12
million, respectively, accrued for remediation.
51
Gas Utility
Contaminated Sites Prior to the construction of major interstate natural gas pipelines, gas for
heating and other uses was manufactured locally from processes involving coal, coke or oil. Gas
Utility owns, or previously owned, 15 such former MGP sites. Investigations have revealed
contamination related to the by-products of gas manufacturing at each site. In addition to the MGP
sites, the Company is also in the process of cleaning up other contaminated sites. Cleanup
activities associated with these sites will be conducted over the next several years.
The MPSC has established a cost deferral and rate recovery mechanism for investigation and
remediation costs incurred at former MGP sites. Accordingly, Gas Utility recognizes a liability and
corresponding regulatory asset for estimated investigation and remediation costs at former MGP
sites. As of March 31, 2009 and December 31, 2008, the Company had approximately $36 million and
$38 million, respectively, accrued for remediation.
Any significant change in assumptions, such as remediation techniques, nature and extent of
contamination and regulatory requirements, could impact the estimate of remedial action costs for
the sites and affect the Companys financial position and cash flows. However, the Company
anticipates the cost deferral and rate recovery mechanism approved by the MPSC will prevent
environmental costs from having a material adverse impact on our results of operations.
Non-Utility
The Companys non-utility affiliates are subject to a number of environmental laws and regulations
dealing with the protection of the environment from various pollutants. The Company is in the
process of installing new environmental equipment at our coke battery facility in Michigan. The
Company expects the projects to be completed by the first half of 2009. The Michigan coke battery
facility received and responded to information requests from the EPA resulting in the issuance of a
notice of violation regarding potential maximum achievable control technologies and new source
review violations. The EPA is in the process of reviewing the Companys position of demonstrated
compliance and has not initiated escalated enforcement. At this time, the Company cannot predict
the impact of this issue. Furthermore, the Company is in the process of settling historical air
violations at its coke battery facility located in Pennsylvania. At this time, the Company cannot
predict the impact of this settlement. The Company is investigating wastewater treatment
technologies for the coke battery facility located in Pennsylvania. This investigation may result
in capital expenditures to meet regulatory requirements. The Companys non-utility affiliates are
substantially in compliance with all environmental requirements, other than as noted above.
Guarantees
In certain limited circumstances, the Company enters into contractual guarantees. The Company may
guarantee another entitys obligation in the event it fails to perform. The Company may provide
guarantees in certain indemnification agreements. Finally, the Company may provide indirect
guarantees for the indebtedness of others. Below are the details of specific material guarantees
the Company currently provides.
Millennium Pipeline Project Guarantee
The
Company owns a 26 percent equity interest in the Millennium Pipeline Project (Millennium). Millennium
is accounted for under the equity method. Millennium began commercial operations in December 2008.
On August 29, 2007, Millennium entered into a borrowing facility to finance the construction costs
of the project. The total facility amounts to $800 million and is guaranteed by the project
partners, based upon their respective ownership percentages. The facility expires on August 29,
2010 and was fully drawn as of March 31, 2009.
The
Company has agreed to guarantee 26 percent of the borrowing facility and in the event of default by
Millennium the maximum potential amount of future payments under this guarantee is approximately
$210 million. The guarantee includes DTE Energys revolving credit facilitys covenant and default
provisions by reference. Related to this facility, the Company has
also agreed to guarantee 26 percent of
Millenniums forward-starting interest rate swaps with a notional amount of $420 million. The
Companys exposure on the forward-starting interest rate swaps varies with changes in Treasury
rates and credit swap spreads and was approximately $22 million at March 31, 2009. Because
52
the Company is unable to accurately anticipate changes in Treasury rates and credit swap spreads,
it is unable to estimate its maximum exposure under its share of Millenniums forward-starting
interest rate swaps. An incremental 0.25 percent decrease in the forward interest rate swap rates will
increase its exposure by approximately $4 million. There are no recourse provisions or collateral
that would enable the Company to recover any amounts paid under the guarantees, other than its
share of project assets.
Other Guarantees
In January 2003, the Company sold the steam heating business of Detroit Edison to Thermal Ventures
II, LP. Under the terms of sale, Detroit Edison guaranteed bank loans of $13 million that Thermal
Ventures II, LP used for capital improvements to the steam heating system. At March 31, 2009, the
Company had reserves of $13 million related to the bank loan guarantee.
The Companys other guarantees are not individually material with maximum potential payments
totaling $10 million at March 31, 2009.
The Company is periodically required to obtain performance surety bonds in support of obligations
to various governmental entities and other companies in connection with its operations. As of March
31, 2009, the Company had approximately $12 million of performance bonds outstanding. In the event
that such bonds are called for nonperformance, the Company would be obligated to reimburse the
issuer of the performance bond. The Company is released from the performance bonds as the
contractual performance is completed and does not believe that a material amount of any currently
outstanding performance bonds will be called.
Labor Contracts
There are several bargaining units for our union employees. The majority of our union employees are
under contracts that expire in October 2010.
Purchase Commitments
Detroit Edison has an Energy Purchase Agreement to purchase electricity from the Greater Detroit
Resource Recovery Authority (GDRRA). The term of the Energy Purchase Agreement for the purchase of
electricity runs through June 2024. The Company estimates electric purchase commitments from 2009
through 2024 will not exceed $300 million in the aggregate.
As of March 31, 2009, the Company was party to numerous long-term purchase commitments relating to
a variety of goods and services required for the Companys business. These agreements primarily
consist of fuel supply commitments and energy trading contracts. The Company estimates that these
commitments will be approximately $5.9 billion from 2009 through 2051. The Company also estimates
that 2009 capital expenditures will be approximately $1.1 billion. The Company has made certain
commitments in connection with expected capital expenditures.
Bankruptcies
The Company purchases and sells electricity, gas, coal, coke and other energy products from and to
numerous companies operating in the steel, automotive, energy, retail, financial and other
industries. Certain of its customers have filed for bankruptcy protection under Chapter 11 of the
U.S. Bankruptcy Code. The Company regularly reviews contingent matters relating to these customers
and its purchase and sale contracts and records provisions for amounts considered at risk of
probable loss. The Company believes its previously accrued amounts are adequate for probable loss.
The final resolution of these matters may have a material effect on its consolidated financial
statements.
The Companys utilities and certain non-utility businesses provide services to the domestic
automotive industry, including General Motors Corporation (GM), Ford Motor Company (Ford) and
Chrysler LLC (Chrysler) and many of their vendors and suppliers. GM and Chrysler have received
loans from the U.S. Government to provide them with the working capital necessary to continue to
operate in the short term. Chrysler filed for bankruptcy protection
53
on April 30, 2009. We will fully reserve invoiced and unbilled accounts receivable outstanding as
of the date of filing of approximately $10 million. In the event of a bankruptcy filing by GM, the
Company will fully reserve invoiced and unbilled accounts receivable. Based on average monthly
revenues and typical billing and payment cycles, the Company estimates that it may have
pre-petition accounts receivable at risk of approximately $30 million for GM. The actual amounts to
be reserved will be dependent on the timing of the bankruptcy filing within the billing cycle and
whether any amounts are past due. Currently, GM has been paying amounts owed in a timely manner
and its account is substantially current. Closing of GM or Chrysler plants or other facilities
that operate within Detroit Edisons service territory will also negatively impact the Companys
operating revenues in future periods. In 2008, GM and Chrysler represented 3 percent and 2 percent
of its annual electric sales volumes, respectively. GM and Chrysler have an immaterial impact to
MichCons revenues.
The Companys Power and Industrial Projects segment has long-term contracts with GM to provide
onsite energy services at certain of its manufacturing and administrative facilities. The
long-term contracts provide for full recovery of its investment in the event of early termination.
At March 31, 2009, the book value of long-lived assets used in the servicing of these facilities
was approximately $76 million. Certain of these long-lived assets have been funded by non-recourse
financing totaling approximately $58 million at March 31, 2009. As of December 31, 2008, the
Company performed an impairment analysis on these assets in accordance with SFAS No. 144,
Accounting for the Impairment or Disposal of Long-Lived Assets. Based on its undiscounted cash
flow projections, the Company determined that it did not have an impairment at December 31, 2008.
In the first quarter 2009, the Company reviewed the assumptions used in its impairment analysis and
has concluded that it did not have a trigger to reassess for impairment as of March 31, 2009. The
Companys assumptions and conclusions may change and it could have impairment losses if any of the
facilities that it services are closed and/or the terms of the contracts are not honored by GM or
the contracts are rejected through the bankruptcy process.
The Companys Power and Industrial Projects segment also has an equity investment of approximately
$52 million in an entity which provides on-site services to Chrysler manufacturing facilities.
Chryslers performance under the long-term contracts for services is guaranteed by Daimler North
America Corporation (Daimler), a subsidiary of Daimler AG. The long-term contracts and the
supporting Daimler guarantee provide for full recovery of the Companys investment in the event of
early termination or default. The Company believes that it will recover its investment in the
event of facility closures, a Chrysler default or if the long-term contracts are rejected through
the bankruptcy process.
Other Contingencies
The Company is involved in certain legal, regulatory, administrative and environmental proceedings
before various courts, arbitration panels and governmental agencies concerning claims arising in
the ordinary course of business. These proceedings include certain contract disputes, additional
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. The Company cannot predict the final disposition of such proceedings. The Company
regularly reviews legal matters and records provisions for claims it can estimate and are
considered probable of loss. The resolution of these pending proceedings is not expected to have a
material effect on the Companys operations or financial statements in the periods they are
resolved.
See Note 3 and 5 for a discussion of contingencies related to derivatives and regulatory matters.
54
NOTE 10 SEGMENT INFORMATION
The Company sets strategic goals, allocates resources and evaluates performance based on the
following structure:
Electric Utility
|
|
|
The Companys Electric Utility segment consists of Detroit Edison, which is engaged in
the generation, purchase, distribution and sale of electricity to approximately 2.2 million
residential, commercial and industrial customers in southeastern Michigan. |
Gas Utility
|
|
|
The Gas Utility segment consists of MichCon and Citizens. MichCon is engaged in the
purchase, storage, transmission, distribution and sale of natural gas to approximately 1.2
million residential, commercial and industrial customers throughout Michigan. MichCon also
has subsidiaries involved in the gathering, processing and transmission of natural gas in
northern Michigan. Citizens distributes natural gas in Adrian, Michigan to approximately
17,000 customers. |
Non-Utility Operations
|
|
|
Gas Midstream consists of gas pipelines and storage businesses; |
|
|
|
|
Unconventional Gas Production is engaged in unconventional gas project development and
production; |
|
|
|
|
Power and Industrial Projects is comprised primarily of projects that deliver energy
and utility-type products and services to industrial, commercial and institutional
customers, biomass energy projects and coal transportation and marketing; and |
|
|
|
|
Energy Trading primarily consists of energy marketing and trading operations. |
Corporate & Other, includes various holding company activities, holds certain non-utility debt and
energy-related investments.
The income tax provisions or benefits of DTE Energys subsidiaries are determined on an individual
company basis and recognize the tax benefit of production tax credits and net operating losses. The
subsidiaries record income tax payable to or receivable from DTE Energy resulting from the
inclusion of its taxable income or loss in DTE Energys consolidated federal tax return.
Inter-segment billing for goods and services exchanged between segments is based upon tariffed or
market-based prices of the provider and primarily consists of power sales, gas sales and coal
transportation services in the following segments:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Electric Utility |
|
$ |
6 |
|
|
$ |
4 |
|
Gas Utility |
|
|
1 |
|
|
|
|
|
Gas Midstream |
|
|
2 |
|
|
|
3 |
|
Power and Industrial Projects |
|
|
4 |
|
|
|
6 |
|
Energy Trading |
|
|
32 |
|
|
|
32 |
|
Corporate & Other |
|
|
(23 |
) |
|
|
(25 |
) |
|
|
|
|
|
|
|
|
|
$ |
22 |
|
|
$ |
20 |
|
|
|
|
|
|
|
|
55
Financial data of the business segments follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
1,118 |
|
|
$ |
1,153 |
|
Gas Utility |
|
|
771 |
|
|
|
915 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
Gas Midstream |
|
|
22 |
|
|
|
17 |
|
Unconventional Gas Production |
|
|
7 |
|
|
|
10 |
|
Power and Industrial Projects |
|
|
155 |
|
|
|
216 |
|
Energy Trading |
|
|
204 |
|
|
|
288 |
|
|
|
|
|
|
|
|
|
|
|
388 |
|
|
|
531 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
|
|
|
|
(9 |
) |
Reconciliation & Eliminations |
|
|
(22 |
) |
|
|
(20 |
) |
|
|
|
|
|
|
|
Total From Continuing Operations |
|
$ |
2,255 |
|
|
$ |
2,570 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) by Segment: |
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
78 |
|
|
$ |
41 |
|
Gas Utility |
|
|
61 |
|
|
|
59 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
Gas Midstream |
|
|
14 |
|
|
|
8 |
|
Unconventional Gas Production (1) |
|
|
(2 |
) |
|
|
82 |
|
Power and Industrial Projects |
|
|
4 |
|
|
|
10 |
|
Energy Trading |
|
|
40 |
|
|
|
31 |
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
(17 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
|
|
|
|
|
|
Utility |
|
|
139 |
|
|
|
100 |
|
Non-utility |
|
|
56 |
|
|
|
131 |
|
Corporate & Other |
|
|
(17 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
|
178 |
|
|
|
200 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations (Note 4) |
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
Net Income
attributable to DTE Energy |
|
$ |
178 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Net income of the Unconventional Gas Production segment in 2008
reflects the gain on the sale of a portion of the Barnett shale
properties. |
56
Part II Other Information
Item 1. Legal Proceedings
The Company is involved in certain legal, regulatory, administrative and environmental proceedings
before various courts, arbitration panels and governmental agencies concerning claims arising in
the ordinary course of business. These proceedings include certain contract disputes, additional
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. The Company cannot predict the final disposition of such proceedings. The Company
regularly reviews legal matters and records provisions for claims it can estimate and are
considered probable of loss. The resolution of these pending proceedings is not expected to have a
material effect on the Companys operations or financial statements in the periods they are
resolved.
We were aware of attempts by an individual named Scott Edwards, the Legal Director of Waterkeeper
Alliance, to prosecute criminal charges in Canada against the Company for alleged violations of the
Canadian Fisheries Act. The charges were filed on February 6, 2007. Although the Company believed
the claims of Mr. Edwards in this matter were without legal merit, the fines under the relevant
Canadian statute could have been significant if liability had been established. On April 28, 2009,
the charges were withdrawn by Mr. Edwards and the prosecution has terminated.
EES Coke Battery, LLC (EES Coke), which is an indirect wholly owned subsidiary of the Company, has
settled a suit that The City of Detroit Water and Sewer Department (DWSD) filed in the U.S.
District Court for the Eastern District Court of Michigan alleging that certain constituents of
waste water discharged by EES Coke into DWSDs sewer system exceeded the permitted amounts. The
Consent Order entered by the Court on March 12, 2009 requires EES Coke to pay fines for past
exceedances and to reimburse DWSD for certain costs in an aggregate amount of $200,000. EES Coke
has made certain capital improvements designed to prevent exceedances of the permitted amounts in
the future.
Item 1A. Risk Factors
In addition to the other information set forth in this report, the risk factors discussed in Part
1, Item 1A. Risk Factors in the Companys 2008 Form 10-K, which could materially affect the
Companys businesses, financial condition, future operating results and/ or cash flows should be
carefully considered. Additional risks and uncertainties not currently known to the Company, or
that are currently deemed to be immaterial, also may materially adversely affect the Companys
business, financial condition, and/ or future operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds;
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table provides information about Company purchases of equity securities that are
registered by the Company pursuant to Section 12 of the Securities Exchange Act of 1934 during the
three months ended March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of |
|
Maximum Dollar |
|
|
|
|
|
|
|
|
|
|
Shares Purchased |
|
Value that May Yet |
|
|
Total Number |
|
Average |
|
as Part of Publicly |
|
Be Purchased Under |
|
|
of Shares |
|
Price Paid |
|
Announced Plans |
|
the Plans or |
Period |
|
Purchased |
|
Per Share |
|
or Programs |
|
Programs (1) |
01/01/09 - 01/31/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
822,895,623 |
|
02/01/09 - 02/28/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
822,895,623 |
|
03/01/09 - 03/31/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
822,895,623 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
In May 2007, the DTE Energy Board of Directors authorized the repurchase of up to $850
million of common stock through 2009. Through March 31, 2009, no repurchases of common stock
were made under this authorization. This authorization provides management with flexibility to
pursue share repurchases from time to time, and will depend on actual and future asset
monetization, cash flows and investment opportunities. |
57
Item 6. Exhibits
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
|
|
Exhibits filed herewith: |
|
|
|
12-42
|
|
Computation of Ratio of Earnings to Fixed Charges |
|
|
|
31-49
|
|
Chief Executive Officer Section 302 Form 10-Q Certification |
|
|
|
31-50
|
|
Chief Financial Officer Section 302 Form 10-Q Certification |
|
|
|
Exhibits
incorporated by reference: |
|
|
|
4-254
|
|
Supplemental Indenture, dated as of
March 15, 2009 to Mortgage and Deed of Trust dated as of October 1,
1924 between The Detroit Edison Company and The Bank of New York Mellon Trust
Company, N.A., as trustee (Exhibit
4-263 to Detroit Edisons Form 10-Q for the quarter ended March 31,
2009).
(2009 Series BT) |
|
|
|
4-255
|
|
Twenty-Ninth Supplemental
Indenture, dated as of March 15, 2009 to the Collateral Trust
Indenture dated as of June 30, 1993 and between The Detroit Edison
Company and The Bank of New York Mellon Trust Company, N.A., as
trustee (Exhibit 4-264 to Detroit Edisons Form 10-Q for the
quarter ended March 31, 2009). (2009 Series BT 6.00% Senior Notes due
2036) |
|
|
|
10-73
|
|
Form of DTE Energy Company (DTE
Energy) Two-Year Credit Agreement, dated as of April 29, 2009, by and
among DTE Energy, the lenders party thereto, Citibank, N.A., as
Administrative Agent, and Barclays Capital, The Bank of Nova Scotia
and JPMorgan Chase Bank, N.A., as Co-Syndication Agents (Exhibit 10.1
to Form 8-K dated April 29, 2009). |
|
|
|
10-74
|
|
Form of The Detroit Edison Company
(Detroit Edison) Two-Year Credit Agreement, dated as of April 29,
2009, by and among Detroit Edison, the lenders party thereto,
Barclays Capital, as Administrative Agent, and Citibank, N.A.,
JPMorgan Chase Bank, N.A. and The Royal Bank of Scotland plc, as
Co-Syndication Agents (Exhibit 10.1 to Form 8-K dated April 29, 2009). |
|
|
|
10-75
|
|
Form of Michigan Consolidated Gas
Company (MichCon) Two-Year Credit Agreement, dated as of April 29,
2009, by and among MichCon, the lenders party thereto, JPMorgan Chase
Bank, N.A., as Administrative Agent, and Barclays Capital, Citibank,
N.A. and Bank of America, N.A., as Co-Syndication Agents (Exhibit
10.2 to Form 8-K dated April 29, 2009).
|
|
|
|
Exhibits furnished herewith: |
|
|
|
32-49
|
|
Chief Executive Officer Section 906 Form 10-Q Certification |
|
|
|
32-50
|
|
Chief Financial Officer Section 906 Form 10-Q Certification |
58
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
DTE ENERGY COMPANY
(Registrant)
|
|
Date: May 5, 2009 |
/s/ PETER B. OLEKSIAK
|
|
|
Peter B. Oleksiak |
|
|
Vice President and Controller and
Chief Accounting Officer |
|
|
59