UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK
REPURCHASE SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] |
For the fiscal year ended December 31, 2008 |
OR |
[ ] | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] |
____________________________
Commission File Number 1-16305
____________________________
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
INVESTMENT PLAN FOR EMPLOYEES OF PUGET SOUND ENERGY, INC. |
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
PUGET ENERGY, INC.
10885 N.E. 4th St.
Bellevue, Washington 98004-5591
Statements of Net Assets Available for Benefits December 31, 2008 and 2007
Statements of Changes in Net Assets Available for Benefits Years Ended December 31, 2008 and 2007
Notes to Financial Statements December 31, 2008 and 2007
Schedule H, Line 4i–Schedule of Assets (Held at End of Year) December 31, 2008
Note: | Other schedules required by 20 CFR Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act have been omitted because they are not applicable. |
To the Participants and Administrator of the Investment Plan for
Employees of Puget Sound Energy, Inc.
In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Investment Plan for Employees of Puget Sound Energy, Inc. (the “Plan”) at December 31, 2008 and 2007, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule, Schedule H, Line 4i - Schedule of Assets (Held at End of Year) at December 31, 2008 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ PricewaterhouseCoopers, LLP
Seattle, Washington
June 29, 2009
Statements of Net Assets Available for Benefits
December 31, 2008 and 2007
2008 | 2007 | |||||||
Assets | ||||||||
Investments, at fair value | $ | 364,842,080 | $ | 487,016,026 | ||||
Cash | 18,938 | - | ||||||
Receivables | ||||||||
Employer contribution | 1,616,571 | 1,367,578 | ||||||
Participant contributions | 894,083 | 675,321 | ||||||
Total receivables | 2,510,654 | 2,042,899 | ||||||
Total assets | 367,371,672 | 489,058,925 | ||||||
Liabilities | ||||||||
Excess contributions payable | 56,265 | 21,838 | ||||||
Net assets available for benefits at fair value | 367,315,407 | 489,037,087 | ||||||
Adjustment from fair value to contract value for fully | ||||||||
benefit-responsive investment contracts | 601,931 | (326,173 | ) | |||||
Net assets available for benefits | $ | 367,917,338 | $ | 488,710,914 |
The accompanying notes are an integral part of these financial statements.
2. | Summary of Accounting Policies |
3. | Investments |
2008 | 2007 | |||||||
Common stock | ||||||||
Puget Energy, Inc., 1,591,601 and 1,299,956 | ||||||||
shares, respectively | $ | 43,402,950 | $ | 35,657,788 | ||||
Mutual funds | ||||||||
PIMCO Total Return Fund, 3,761,553 and | ||||||||
3,026,728 shares, respectively | 38,142,154 | 32,355,719 | ||||||
T. Rowe Price New Era Fund, 1,167,743 and | ||||||||
1,285,106 shares, respectively | 34,541,827 | 78,597,109 | ||||||
T. Rowe Price Small-Cap Value Fund, 1,604,733 and | ||||||||
1,581,778 shares, respectively | 37,711,231 | 56,817,483 | ||||||
Morgan Stanley International Growth Fund, 1,709,576 and | ||||||||
1,595,436 shares, respectively | 18,634,378 | 29,866,556 | ||||||
Vanguard Inst Index Fund, 264,040 and | ||||||||
0 shares, respectively | 21,793,899 | - | ||||||
Common and commingled trust funds | ||||||||
T. Rowe Price Equity Index Trust Fund, 0 and | - | |||||||
834,885 shares, respectively | 36,442,710 | |||||||
T. Rowe Price Stable Value Trust Fund, 0 and | - | |||||||
54,860,334 shares, respectively | 54,860,334 | |||||||
T. Rowe Price Equity Income Trust Fund, 6,212,166 | ||||||||
and 6,661,593 shares, respectively | 45,473,057 | 76,008,778 | ||||||
Stable Value Common Trust Fund, 64,814,291 and | ||||||||
0 shares, respectively at contract value | 64,814,291 | - |
2008 | 2007 | |||||||
Common stock | $ | 577,178 | $ | 2,765,061 | ||||
Mutual funds | (103,329,877 | ) | 7,676,928 | |||||
Common & commingled trust funds | (39,338,060 | ) | 4,552,469 | |||||
Net appreciation (depreciation) in value of investments | $ | (142,090,759 | ) | $ | 14,994,458 |
4. | Fair Value Measurements |
· | quoted prices for similar assets or liabilities in active markets; |
· | quoted prices for identical or similar assets or liabilities in inactive markets; |
· | inputs other than quoted prices that are observable for the asset or liability; |
· | inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
Recurring Fair Value Measures | At Fair Value as of December 31, 2008 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Common Stock | $ | 43,402,950 | $ | -- | $ | -- | $ | 43,402,950 | ||||||||
Mutual Funds | 208,372,951 | -- | -- | 208,372,951 | ||||||||||||
Commingled Trust Fund | -- | 45,473,057 | 45,473,057 | |||||||||||||
Stable Value Fund | -- | -- | 64,212,360 | 64,212,360 | ||||||||||||
Participant Loans | -- | -- | 3,380,762 | 3,380,762 | ||||||||||||
Total assets | $ | 251,775,901 | $ | 45,473,057 | $ | 67,593,122 | $ | 364,842,080 |
Stable Value Funds | Participant Loans | |||||||
Balance at beginning of period, December 31, 2007 | $ | 55,186,507 | $ | 2,651,606 | ||||
Realized gains/(losses) | -- | -- | ||||||
Unrealized gains/(losses) relating to instruments still held at the reporting date | (928,104 | ) | -- | |||||
Purchases, sales, issuances, and settlements (net) | 9,953,957 | 729,156 | ||||||
Balance as of December 31, 2008 | $ | 64,212,360 | $ | 3,380,762 |
5. | Related Party Transactions |
6. | Termination and Amendment |
7. | Tax Status |
8. | Reconciliation of Financial Statements to Form 5500 |
2008 | 2007 | |||||||
Net assets available for pension benefits per financial statements | $ | 367,917,338 | $ | 488,710,914 | ||||
Adjustment from contract value to fair value for fully | ||||||||
benefit-responsive investment contracts | (601,931 | ) | 326,173 | |||||
Net assets available for benefits per the Form 5500 | $ | 367,315,407 | $ | 489,037,087 |
2008 | 2007 | |||||||
Net (Decrease)/ | Net (Decrease)/ | |||||||
Increase | Increase | |||||||
in Net assets | in Net assets | |||||||
available for | available for | |||||||
benefits | benefits | |||||||
Amount per financial statements | $ | (120,793,576 | ) | $ | 40,489,516 | |||
Adjustment from contract value to fair value for fully | ||||||||
benefit-responsive investment contracts for 2006 | 449,671 | |||||||
Adjustment from contract value to fair value for fully | ||||||||
benefit-responsive investment contracts for 2007 | (326,173 | ) | 326,173 | |||||
Adjustment from contract value to fair value for fully | ||||||||
benefit-responsive investment contracts for 2008 | (601,931 | ) | - | |||||
Amount per Form 5500 | $ | (121,721,680 | ) | $ | 41,265,360 |
9. | Recent Plan Amendments |
Investment Plan for Employees of Puget Sound Energy, Inc.
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)
December 31, 2008
/s/ Donald E. Gaines | |
Donald E. Gaines | |
Vice President, Finance and Treasurer | |
Date: June 29, 2009 |