Notes to Financial Statements | |
| 6 Months Ended
Jun. 30, 2009
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Notes to Financial Statements [Abstract] | |
Note A-Summary of Significant Accounting Policies |
Note ASummary of Significant Accounting Policies
Revenues
The Utilities and Con Edison Solutions recognize revenues for electric, gas and steam service on a monthly billing cycle basis. The Utilities defer over a 12-month period net interruptible gas revenues, other than those authorized by the New York State Public Service Commission (PSC) to be retained by the Utilities, for refund to firm gas sales and transportation customers. OR and Con Edison Solutions accrue revenues at the end of each month for estimated energy service not yet billed to customers. Prior to March31, 2009, Con Edison of New York did not accrue revenues for estimated energy service not yet billed to customers except for certain unbilled gas revenues accrued in 1989. Effective March31, 2009, the PSC authorized Con Edison of New York to accrue unbilled electric, gas and steam revenues. The adoption of this accounting for unbilled revenues had no effect on net income. See Note A to the financial statements in Part I, Item1 of the First Quarter Form 10-Q. Unbilled revenues included in Con Edisons balance sheet at June30, 2009 and December31, 2008 were $475 million (including $357 million for Con Edison of New York) and $131 million, respectively.
Earnings Per Common Share
Reference is made to Earnings Per Common Share in Note A to the financial statements included in Item8 of the Form 10-K. For the three and six months ended June30, 2009 and 2008, Con Edisons basic and diluted EPS are calculated as follows:
FortheThreeMonths Ended June30, FortheSixMonths Ended June30,
(Millions of Dollars, except per share amounts/Shares in Millions) 2009 2008 2009 2008
Income for common stock from continuing operations $ 150 $ 280 $ 330 $ 580
Income for common stock from discontinued operations, net of tax 272 274
Net income for common stock $ 150 $ 552 $ 330 $ 854
Weighted average common shares outstandingBasic 274.5 272.7 274.2 272.5
Add: Incremental shares attributable to effect of potentially dilutive securities 0.8 0.8 0.8 0.8
Adjusted weighted average common shares outstandingDiluted 275.3 273.5 275.0 273.3
EARNINGS PER COMMON SHAREBASIC
Continuing operations $ 0.55 $ 1.03 $ 1.20 $ 2.13
Discontinued operations 0.99 1.01
Net income for common stock $ 0.55 $ 2.02 $ 1.20 $ 3.14
EARNINGS PER COMMON SHAREDILUTED
Continuing operations $ 0.55 $ 1.03 $ 1.20 $ 2.12
Discontinued operations 0.99 1.01
Net income for common stock $ 0.55 $ 2.02 $ 1.20 $ 3.13
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Note B-Regulatory Matters |
Note BRegulatory Matters
Reference is made to Accounting Policies in Note A and Rate Agreements in Note B to the financial statements included in Item8 of the Form 10-K and Note B to the financial statements in Part I, Item1 of the First Quarter Form 10-Q.
Rate Agreements
Con Edison of New YorkElectric
In May2009, Con Edison of New York filed a request with the PSC for a three-year electric rate plan with level annual rate increases of $695 million effective April 2010, 2011 and 2012. The filing reflects a return on common equity of 11.60 percent and a common equity ratio of 48.2 percent.
The filing also includes an alternative proposal for an electric rate increase of $854 million, effective April 2010, reflecting a return on common equity of 10.9 percent and a common equity ratio of 48.2 percent. Included in the increase would be recovery of increased property taxes ($127 million); additional operating costs and new and or expanded operating programs ($153 million); carrying charges on additional infrastructure investments ($237 million); increased pension and other post-retirement benefit costs ($114 million); and an increased return on equity as compared to the return on equity reflected in current electric rates ($127 million).
The filing reflects continuation of the current provisions pursuant to which expenses for pension and other post-retirement benefits, property taxes, long-term debt and environmental site investigation and remediation are reconciled to amounts reflected in rates and avoided revenue requirements (as updated, $23 million) as a result of austerity measures (discussed below). The company is requesting reconciliation for municipal infrastructure support costs and the impact of new laws. As part of the three-year rate plan, the company is requesting that increases, if any, in certain expenses above a 4 percent annual inflation rate be deferred as a regulatory asset if its annual return on common equity is less than the authorized return. The filing also reflects continuation of the revenue decoupling mechanism that eliminates the direct relationship between the companys level of delivery revenues and profits and the provisions pursuant to which the company recovers its purchased power and fuel costs from customers.
In April 2009, the PSC directed the company to file with the PSC in May 2009 the companys plan with respect to austerity measures that would reduce the companys revenue requirements during the rate year ending March31, 2010 by $60 million. The PSC further directed the company to provide, in its next electric rate filing or within 30 days thereafter, the austerity program efforts it plans to continue beyond that rate year. The company has, as directed by the PSC, filed its austerity plans, which include reductions in labor costs, including compensation and other employee benefits, deferral of expenditures for capital projects and operating and maintenance programs and other initiatives. These reductions would collectively represent $47 million of the $60 million reduction sought by the PSC. The company will seek further opportunities for austerity when it prepares its 2010 budgets. In Ma |
Note C-Long-Term Debt |
Note CLong-Term Debt
Reference is made to Note C to the financial statements in Item8 of the Form 10-K and Note C to the financial statements in Part I, Item1 of the First Quarter Form 10-Q.
In June 2009, $49 million of the $55 million of ORs weekly-rate, tax-exempt debt insured by Financial Guaranty Insurance Company (Series 1994A Debt) that had been tendered was remarketed, and the proceeds from the remarketing were used to pay short-term borrowings that funded the purchased tendered bonds. |
Note D-Short-Term Borrowing |
Note DShort-Term Borrowing
Reference is made to Note D to the financial statements in Item8 of the Form 10-K and Note D to the financial statements in Part I, Item1 of the First Quarter Form 10-Q.
At June30, 2009, Con Edison had $100 million of commercial paper outstanding, none of which was outstanding under Con Edison of New Yorks program. The weighted average interest rate was 0.4 percent for Con Edison. At December31, 2008, Con Edison had $363 million of commercial paper outstanding of which $253 million was outstanding under Con Edison of New Yorks program. The weighted average interest rate was 2.4 percent and 3.2 percent for Con Edison and Con Edison of New York, respectively. At June30, 2009 and December31, 2008, no loans were outstanding under the Companies credit agreements and $282 million (including $126 million for Con Edison of New York) and $316 million (including $107 million for Con Edison of New York) of letters of credit were outstanding, respectively. |
Note E-Pension Benefits |
Note EPension Benefits
Reference is made to Note E to the financial statements in Item8 of the Form 10-K and Note E to the financial statements in Part I, Item1 of the First Quarter Form 10-Q.
Net Periodic Benefit Cost
The components of the Companies net periodic benefit costs for the three and six months ended June30, 2009 and 2008 were as follows:
For the Three Months Ended June30,
Con Edison Con Edison of NewYork
(Millions of Dollars) 2009 2008 2009 2008
Service costincluding administrative expenses $ 40 $ 34 $ 37 $ 32
Interest cost on projected benefit obligation 131 129 123 121
Expected return on plan assets (173 ) (173 ) (165 ) (165 )
Amortization of net actuarial loss 75 48 68 42
Amortization of prior service costs 2 2 2 2
NET PERIODIC BENEFIT COST $ 75 $ 40 $ 65 $ 32
Amortization of regulatory asset* 1 1 1 1
TOTAL PERIODIC BENEFIT COST $ 76 $ 41 $ 66 $ 33
Cost capitalized (27 ) (14 ) (25 ) (11 )
Cost deferred (5 ) (5 ) (3 ) (7 )
Cost charged to operating expenses $ 44 $ 22 $ 38 $ 15
* Relates to increases in Con Edison of New Yorks pension obligations of $33 million from a 1993 special retirement program and $45 million from a 1999 special retirement program.
For the Six Months Ended June30,
Con Edison Con Edison of NewYork
(Millions of Dollars) 2009 2008 2009 2008
Service costincluding administrative expenses $ 80 $ 69 $ 74 $ 64
Interest cost on projected benefit obligation 262 258 246 241
Expected return on plan assets (346 ) (346 ) (330 ) (330 )
Amortization of net actuarial loss 150 96 136 85
Amortization of prior service costs 4 4 4 4
NET PERIODIC BENEFIT COST $ 150 $ 81 $ 130 $ 64
Amortization of regulatory asset* 2 2 2 2
TOTAL PERIODIC BENEFIT COST $ 152 $ 83 $ 132 $ 66
Cost capitalized (54 ) (28 ) (50 ) (23 )
Cost deferred (36 ) (25 ) (31 ) (28 )
Cost charged to operating expenses $ 62 $ 30 $ 51 $ 15
* Relates to increases in Con Edison of New Yorks pension obligations of $33 million from a 1993 special retirement program and $45 million from a 1999 special retirement program.
Expected Contributions
Based on current estimates, the Companies are not required under funding regulations and laws to make any contributions to the pension plan during 2009. The Companies policy is to fund their accounting cost to the extent tax deductible, therefore, Con Edison and Con Edison of New Yorkexpect to make discretionary contributions to the pension plan of $282 million and $244 million, respectively, of which Con Edison of New |
Note F-Other Postretirement Benefits |
Note FOther Postretirement Benefits
Reference is made to Note F to the financial statements in Item8 of the Form 10-K and Note F to the financial statements in Part I, Item1 of the First Quarter Form 10-Q.
Net Periodic Benefit Cost
The components of the Companies net periodic postretirement benefit costs for the three and six months ended June30, 2009 and 2008 were as follows:
For the Three Months Ended June30,
Con Edison Con Edison of NewYork
(Millions of Dollars) 2009 2008 2009 2008
Service cost $ 5 $ 5 $ 4 $ 4
Interest cost on accumulated other postretirement benefit obligation 24 23 21 21
Expected return on plan assets (21 ) (21 ) (20 ) (19 )
Amortization of net actuarial loss 18 17 16 14
Amortization of prior service cost (3 ) (3 ) (3 ) (4 )
Amortization of transition obligation 1 1 1 1
NET PERIODIC POSTRETIREMENT BENEFIT COST $ 24 $ 22 $ 19 $ 17
Cost capitalized (9 ) (7 ) (8 ) (6 )
Cost deferred (4 ) (2 )
Cost charged to operating expenses $ 15 $ 11 $ 11 $ 9
For the Six Months Ended June30,
Con Edison Con Edison of NewYork
(Millions of Dollars) 2009 2008 2009 2008
Service cost $ 10 $ 10 $ 8 $ 8
Interest cost on accumulated other postretirement benefit obligation 48 47 42 42
Expected return on plan assets (42 ) (43 ) (40 ) (39 )
Amortization of net actuarial loss 36 34 32 29
Amortization of prior service cost (6 ) (6 ) (6 ) (7 )
Amortization of transition obligation 2 2 2 2
NET PERIODIC POSTRETIREMENT BENEFIT COST $ 48 $ 44 $ 38 $ 35
Cost capitalized (18 ) (15 ) (15 ) (12 )
Cost deferred (1 ) (11 ) (2 ) (9 )
Cost charged to operating expenses $ 29 $ 18 $ 21 $ 14
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Note G-Environmental Matters |
Note GEnvironmental Matters
Superfund Sites
Hazardous substances, such as asbestos, polychlorinated biphenyls (PCBs) and coal tar, have been used or generated in the course of operations of the Utilities and their predecessors and are present at sites and in facilities and equipment they currently or previously owned, including sites at which gas was manufactured or stored.
The Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 and similar state statutes (Superfund) impose joint and several liability, regardless of fault, upon generators of hazardous substances for investigation and remediation costs (which include costs of demolition, removal, disposal, storage, replacement, containment, and monitoring) and environmental damages. Liability under these laws can be material and may be imposed for contamination from past acts, even though such past acts may have been lawful at the time they occurred. The sites at which the Utilities have been asserted to have liability under these laws, including their manufactured gas plant sites and any neighboring areas to which contamination may have migrated, are referred to herein as Superfund Sites.
For Superfund Sites where there are other potentially responsible parties and the Utilities are not managing the site investigation and remediation, the accrued liability represents an estimate of the amount the Utilities will need to pay to discharge their related obligations. For Superfund Sites (including the manufactured gas plant sites) for which one of the Utilities is managing the investigation and remediation, the accrued liability represents an estimate of the companys share of undiscounted cost to investigate the sites and, for sites that have been investigated in whole or in part, the cost to remediate the sites. Remediation costs are estimated in light of the information available, applicable remediation standards, and experience with similar sites.
The accrued liabilities and regulatory assets related to Superfund Sites at June30, 2009 and December31, 2008 were as follows:
Con Edison Con Edison of New York
(Millions of Dollars) 2009 2008 2009 2008
Accrued Liabilities:
Manufactured gas plant sites $ 180 $ 207 $ 129 $ 155
Other Superfund Sites 47 43 46 41
Total $ 227 $ 250 $ 175 $ 196
Regulatory assets $ 385 $ 378 $ 325 $ 315
Most of the accrued Superfund Site liability relates to sites that have been investigated, in whole or in part. As investigations progress on these and other sites, the Utilities expect that additional liability will be accrued, the amount of which is not presently determinable but may be material. Under their current rate agreements, the Utilities are permitted to recover or defer as regulatory assets (for subsequent recovery through rates) certain site investigation and remediation costs.
There were no insurance recoveries received related to Superfund Sites for the three and six months ended June30, 2009 and 2008. Environmental remediation costs incurred r |
Note H-Other Material Contingencies |
Note HOther Material Contingencies
Manhattan Steam Main Rupture
In July 2007, a Con Edison of New York steam main located in midtown Manhattan ruptured. It has been reported that one person died and others were injured as a result of the incident. Several buildings in the area were damaged. Debris from the incident included dirt and mud containing asbestos. The response to the incident required the closing of several buildings and streets for various periods. Approximately 100 suits are pending against the company seeking generally unspecified compensatory and, in some cases, punitive damages, for personal injury, property damage and business interruption. The company has not accrued a liability for the suits. The company has notified its insurers of the incident and believes that the policies in force at the time of the incident will cover most of the companys costs, which the company is unable to estimate, but which could be substantial, to satisfy its liability to others in connection with the incident.
Investigation of Contractor Payments
In January 2009, Con Edison of New York commenced an internal investigation relating to the arrests of certain employees and retired employees (most of whom have since been indicted or pleaded guilty) for accepting kickbacks from contractors that performed construction work for the company. The company has retained a law firm, which has retained an accounting firm, to assist in the companysinvestigation. The company is providing information to governmental authorities in connection with their investigation of the arrested employees and contractors. The company has terminated its employment of the arrested employees and its contracts with the contractors. In February 2009, the PSC commenced a proceeding that, among other things, will examine the prudence of certain of the companys expenditures relating to the arrests and consider whether additional expenditures should also be examined (see Note B). The company, based upon its evaluation of its internal controls for 2008 and previous years, believes that the controls were effective to provide reasonable assurance that its financial statements have been fairly presented, in all material respects, in conformity with generally accepted accounting principles. Because the companys investigation is ongoing, the company is unable to predict the impact of any of the employees unlawful conduct on the companys internal controls, business, results of operations or financial position.
Permit Non-Compliance and Pollution Discharges
In March 2009, the New York State Department of Environmental Conservation (DEC) issued a proposed Administrative Order on Consent to Con Edison of New York with respect to non-compliance with certain laws, regulations and permit conditions and discharges of pollutants at the companys steam generating facilities. The proposed order effectively institutes a civil enforcement proceeding against the company. In the proposed order, the DEC is seeking, among other things, the companys agreement to pay a penalty in an amount the DEC has not yet specified, retain an independent consultant to conduct a comprehensive audit of the comp |
Note I-Financial Information by Business Segment |
Note IFinancial Information by Business Segment
Reference is made to Note N to the financial statements in Item8 of the Form 10-K.
The financial data for the business segments are as follows:
For the Three Months Ended June30,
Operating
revenues Inter-segment revenues Depreciationand amortization
Operating
income
(Millions of Dollars) 2009 2008 2009 2008 2009 2008 2009 2008
Con Edison of New York
Electric $ 1,812 $ 1,778 $ 3 $ 3 $ 146 $ 133 $ 230 $ 203
Gas 295 383 1 1 24 22 38 31
Steam 113 133 18 20 15 16 5 4
Consolidation adjustments (22 ) (24 )
Total Con Edison of New York $ 2,220 $ 2,294 $ $ $ 185 $ 171 $ 273 $ 238
OR
Electric $ 144 $ 180 $ $ $ 8 $ 7 $ 8 $ 10
Gas 39 43 3 3 1
Total OR $ 183 $ 223 $ $ $ 11 $ 10 $ 9 $ 10
Competitive energy businesses* $ 454 $ 623 $ (1 ) $ (3 ) $ 1 $ 1 $ 14 $ 160
Other** (12 ) 9 1 3 (2 )
Total Con Edison $ 2,845 $ 3,149 $ $ $ 197 $ 182 $ 294 $ 408
* Includes the gain on the sale of Con Edison Developments generation projects within continuing operations.
** Parent company expenses, primarily interest, and consolidation adjustments. Other does not represent a business segment.
For the Six Months Ended June30,
Operating
revenues Inter-segment revenues Depreciationand amortization
Operating
income
(Millions of Dollars) 2009 2008 2009 2008 2009 2008 2009 2008
Con Edison of New York
Electric $ 3,469 $ 3,492 $ 6 $ 6 $ 288 $ 250 $ 356 $ 366
Gas 1,077 1,124 2 2 49 44 169 145
Steam 444 418 36 38 29 31 74 60
Consolidation adjustments (44 ) (46 )
Total Con Edison of New York $ 4,990 $ 5,034 $ $ $ 366 $ 325 $ 599 $ 571
OR
Electric $ 289 $ 338 $ $ $ 15 $ 14 $ 14 $ 15
Gas 145 148 6 6 15 15
Total OR $ 434 $ 486 $ $ $ 21 $ 20 $ 29 $ 30
Competitive energy businesses* $ 867 $ 1,197 $ (3 ) $ 4 $ 2 $ 2 $ (11 ) $ 198 |
Note J-Derivative Instruments and Hedging Activities |
Note JDerivative Instruments and Hedging Activities
Derivative instruments and hedging activities are accounted for in accordance with SFAS No.133, Accounting for Derivative Instruments and Hedging Activities, as amended (SFAS No.133). Under SFAS No.133, derivatives are recognized on the balance sheet at fair value, unless an exception is available under the standard. Certain qualifying derivative contracts have been designated as normal purchases or normal sales contracts. These contracts are not reported at fair value under SFAS No.133.
Effective January1, 2009, the Companies adopted SFAS No.161, Disclosures about Derivative Instruments and Hedging Activities (SFAS No.161). SFAS No.161 amends and expands the disclosure requirements of Statement 133 with the intent to provide users of financial statements with 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. The Statement requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements.
Energy Price Hedging
Con Edisons subsidiaries hedge market price fluctuations associated with physical purchases and sales of electricity, natural gas, and steam by using derivative instruments including futures, forwards, basis swaps, options, transmission congestion contracts and financial transmission rights contracts. The fair values of these derivative instruments at June30, 2009 and December31, 2008 were as follows:
Con Edison Con Edison of New York
(Millions of Dollars) 2009 2008 2009 2008
Fair value of net derivative assets/(liabilities)gross $ (450 ) $ (428 ) $ (231 ) $ (259 )
Impact of netting of cash collateral 339 322 169 224
Fair value of net derivative assets/(liabilities)net $ (111 ) $ (106 ) $ (62 ) $ (35 )
Credit Exposure
The Companies are exposed to credit risk related to transactions entered into primarily for the various energy supply and hedging activities by the Utilities and the competitive energy businesses. The Companies use credit policies to manage this risk, including an established credit approval process, monitoring of counterparty limits, netting provisions within agreements, collateral or prepayment arrangements, credit insurance and credit default swaps.
At June30, 2009, Con Edison and Con Edison of New York had $309 million and $31 million of credit exposure in connection with energy supply and hedging activities, net of collateral, respectively. Con Edisons net credit exposure consisted of $218 million with investment-grade counterparties and $91 million primarily with commodity exchange brokers or independent system operators. |
Note K-Fair Value Measurements |
Note KFair Value Measurements
Reference is made to Note P to the financial statements in Item8 of the Form 10-K and Note K to the financial statements in Part I, Item1 of the Form 10-Q.
FASB Statement No.157, Fair Value Measurements (SFAS No.157) defines fair value, establishes a framework for measuring fair value and expands the disclosures about fair value measurements.
Assets and liabilities measured at fair value on a recurring basis as of June30, 2009 are summarized below under the three-level hierarchy established by SFAS No.157. SFAS No.157 defines the levels within the hierarchy as follows:
Level 1Consists of assets or liabilities whose value is based on unadjusted quoted prices in active markets at the measurement date.
Level 2Consists of assets or liabilities valued using industry standard models and based on prices, other than quoted prices within Level 1, that are either directly or indirectly observable as of the measurement date.
Level 3Consists of 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.
Assets and liabilities measured at fair value on a recurring basis as of June30, 2009 are summarized below:
Level 1 Level 2 Level 3
Netting
Adjustments(4) Total
(Millions of Dollars) Con Edison Con Edison of New York Con Edison Con Edison of New York Con Edison Con Edison of New York Con Edison Con Edison of New York Con Edison Con Edison of New York
Derivative assets:
Energy(1) $ 1 $ $ 172 $ 15 $ 366 $ 32 $ (271 ) $ 32 $ 268 $ 79
Other assets(3) 26 26 82 74 108 100
Total $ 27 $ 26 $ 172 $ 15 $ 448 $ 106 $ (271 ) $ 32 $ 376 $ 179
Derivative liabilities:
Energy(1) $ 22 $ 22 $ 516 $ 226 $ 451 $ 30 $ (610 ) $ (137 ) $ 379 $ 141
Financial other(2) 12 12
Total $ 22 $ 22 $ 516 $ 226 $ 463 $ 30 $ (610 ) $ (137 ) $ 391 $ 141
(1) A significant portion of the energy derivative contracts categorized in Level 3 is valued using eitheran industry acceptable model or an internally developed model with observable inputs. The models also include someless readily observable inputsresulting in the classification of the entire contract as Level 3. See Note J.
(2) Includes an interest rate swap. See Note J.
(3) Other assets are comprised of assets such as life insurance contracts within the Deferred Income Plan and Supplemental Retirement Income Plans, held in rabbi trusts.
(4) Amounts represent the impact of legally-enforceable master netting agreements that allow the Companies to net gain and los |
Note L-New Financial Accounting Standards |
Note LNew Financial Accounting Standards
Reference is made to Note T to the financial statements in Item8 of the Form 10-K and Note L to the financial statements in Part I, Item1 of the Form 10-Q.
In June 2009, the FASB issued Statement No.168, The FASB Accounting Standards CodificationTM and the Hierarchy of Generally Accepted Accounting Principles. This Statement replaces FASB Statement No.162, The Hierarchy of Generally Accepted Accounting Principles and establishes the FASB Accounting Standards CodificationTM as the source of authoritative U.S. generally accepted accounting principles recognized by the FASB to be applied to by nongovernmental entities. This Statement is effective for interim and annual periods ending after September15, 2009. The adoption of this Statement is not expected to have a material impact on the Companies financial position, results of operations or liquidity.
In June 2009, the FASB issued SFAS No.167, Amendments to FASB Interpretation No.46(R). This Standard amends FASB Interpretation No.46(R), Consolidation of Variable Interest Entities (revised December 2003)an interpretation of ARB No.51, to improve financial reporting by entities involved with variable interest entities (VIEs) and to address the impact of pending amendments to derecognition guidance. Under this Standard, an entity must perform qualitative assessments of power and economics when determining the primary beneficiary of VIEs. This Standard is effective as of the beginning of the first fiscal year that begins after November15, 2009. The Companies are currently evaluating the impact of this Standard on their financial position, results of operations and liquidity.
In June 2009, the FASB issued SFAS No.166, Accounting for Transfers of Financial Assets, an amendment of FASB Statement No.140. This Standard amends FASB Statement No.140, Accounting for Transfers of Financial Assets and Servicing of Financial Assets and Extinguishments of Liabilities, by eliminating the concept of a qualifying special-purpose entity, modifying the transferability constraints, requiring consideration of all arrangements made in connection with a transfer, clarifying the legal isolation analysis, providing guidance on when a portion of a financial asset can be derecognized, and modifying the initial measurement of a beneficial interest retained by a transferor. This Standard is effective as of the beginning of the first fiscal year that begins after November15, 2009. The application of this Standard is not expected to have a material impact on the financial position, results of operations and liquidity of the Companies. |
Note M-Con Edison Development |
Note MCon Edison Development
Reference is made to Note V to the financial statements in Item8 of the Form 10-K.
During the second quarter of 2008, Con Edison Development and its subsidiary, CED/SCS Newington, LLC, completed the sale of their ownership interests in power generating projects (Rock Springs, Ocean Peaking Power, CEEMI, Newington and Lakewood) with an aggregate capacity of approximately 1,706 megawatts to North American Energy Alliance, LLC. The sale resulted in total cash proceeds, net of estimated taxes and transaction expenses, of $1,067 million, and an after-tax gain, net of all transaction expenses, of approximately $400 million.
In May 2008, Con Edison Energy entered into agreements to provide energy management services, such as plant scheduling and fuel procurement, for the Rock Springs, Ocean Peaking Power and CEEMI projects for one to two years. Such services are expected to give rise to a significant level of continuing direct cash flows between Con Edison Energy and the disposed projects, and to provide Con Edison Energy with significant continuing involvement with the operations of the disposed projects. As a result, under the guidance of EITF Issue No.03-13, Applying the Conditions in Paragraph 42 of FASB Statement No.144 in Determining Whether to Report Discontinued Operations (EITF No.03-13), Con Edison has concluded that the Rock Springs, Ocean Peaking Power and CEEMI projects do not qualify for discontinued operations. Accordingly, the results of operations of these projects prior to the completion of the sale in 2008, along with the after-tax gain, net of transaction expenses, of $136 million associated with the sale of these projects, have been reported within continuing operations in the accompanying Con Edison consolidated income statement.
Con Edisons competitive energy businesses engaged in certain services for the Newington and Lakewood projects on a short-term basis after the sale. However, such services were much more limited than those provided to the Rock Springs, Ocean Peaking Power and CEEMI projects, and did not give rise to a significant level of continuing direct cash flows between Con Edison and the disposed projects, or provide Con Edison with significant continuing involvement in the operating or financial policies of the disposed projects. As a result, Con Edison believes that the criteria within SFAS No.144 and EITF No.03-13 for discontinued operations treatment have been met for the Newington and Lakewood projects. Accordingly, the results of operations of these projects prior to the completion of the sale in 2008 have been reflected in income from discontinued operations (net of income taxes) in the accompanying Con Edison consolidated income statement. The Newington and Lakewood projects had revenues of $143 million and pre-tax profit (loss) of $7 million for the six months ended June30, 2008. Income from discontinued operations also includes the after-tax gain, net of transaction expenses, of $270 million associated with the sale of these projects. |