UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2015
or
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission file number: 001-03789
SOUTHWESTERN PUBLIC SERVICE COMPANY
(Exact name of registrant as specified in its charter)
| New Mexico | 75-0575400 | |
| State or other jurisdiction of incorporation or organization | (I.R.S. Employer Identification No.) | |
Tyler at Sixth, Amarillo, Texas 79101
(Address of principal executive offices)
Registrant’s telephone number, including area code: 303-571-7511
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨ Yes x No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ¨ Yes x No
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. x Yes ¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 and Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x Yes ¨ No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x
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
Large accelerated filer ¨ | Accelerated filer ¨ | |
Non-accelerated filer x | Smaller Reporting Company ¨ | |
| (Do not check if a smaller reporting company) | ||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ¨ Yes x No
As of Feb. 22, 2016, 100 shares of common stock, par value $1 per share, were outstanding, all of which were held by Xcel Energy Inc., a Minnesota corporation.
DOCUMENTS INCORPORATED BY REFERENCE
The information required by Item 14 of Form 10-K is set forth under the heading “Independent Registered Public Accounting Firm – Audit and Non-Audit Fees” in Xcel Energy Inc.’s definitive Proxy Statement for the 2016 Annual Meeting of Stockholders which definitive Proxy Statement is expected to be filed with the SEC on or about April 4, 2016. Such information set forth under such heading is incorporated herein by this reference hereto.
Southwestern Public Service Company meets the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K and is therefore filing this form with the reduced disclosure format permitted by General Instruction I(2).
TABLE OF CONTENTS
Index
| PART I | |
| PART II | |
| PART III | |
| PART IV | |
This Form 10-K is filed by SPS. SPS is a wholly owned subsidiary of Xcel Energy Inc. Additional information on Xcel Energy is available on various filings with the SEC. This report should be read in its entirety.
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PART I
Item l — Business
DEFINITION OF ABBREVIATIONS AND INDUSTRY TERMS
| Xcel Energy Inc.’s Subsidiaries and Affiliates (current and former) | |
| NCE | New Century Energies, Inc. |
| NSP-Minnesota | Northern States Power Company, a Minnesota corporation |
| NSP-Wisconsin | Northern States Power Company, a Wisconsin corporation |
| PSCo | Public Service Company of Colorado |
| SPS | Southwestern Public Service Company |
| Utility subsidiaries | NSP-Minnesota, NSP-Wisconsin, PSCo and SPS |
| Xcel Energy | Xcel Energy Inc. and its subsidiaries |
| Federal and State Regulatory Agencies | |
| CFTC | Commodity Futures Trading Commission |
| D.C. Circuit | United States Court of Appeals for the District of Columbia Circuit |
| DOT | United States Department of Transportation |
| EPA | United States Environmental Protection Agency |
| FERC | Federal Energy Regulatory Commission |
| IRS | Internal Revenue Service |
| NERC | North American Electric Reliability Council |
| NMPRC | New Mexico Public Regulation Commission |
| PNM | Public Service Company of New Mexico |
| PUCT | Public Utility Commission of Texas |
| SEC | Securities and Exchange Commission |
| Electric and Resource Adjustment Clauses | |
| DCRF | Distribution cost recovery factor |
| DSM | Demand side management |
| EE | Energy efficiency |
| EECRF | Energy efficiency cost recovery factor |
| FPPCAC | Fuel and purchased power cost adjustment clause |
| PCRF | Power cost recovery factor |
| TCRF | Transmission cost recovery factor (recovers transmission infrastructure improvement costs and changes in wholesale transmission charges) |
| Other Terms and Abbreviations | |
| AFUDC | Allowance for funds used during construction |
| ALJ | Administrative law judge |
| APBO | Accumulated postretirement benefit obligation |
| ARO | Asset retirement obligation |
| ASU | FASB Accounting Standards Update |
| BART | Best available retrofit technology |
| CAA | Clean Air Act |
| CAIR | Clean Air Interstate Rule |
CO2 | Carbon dioxide |
| CPP | Clean Power Plan |
| CSAPR | Cross-State Air Pollution Rule |
| CWIP | Construction work in progress |
| EGU | Electric generating unit |
| ETR | Effective tax rate |
| FASB | Financial Accounting Standards Board |
| FTR | Financial transmission right |
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| GAAP | Generally accepted accounting principles |
| GHG | Greenhouse gas |
| HTY | Historic test year |
| ITC | Investment tax credit |
| MISO | Midcontinent Independent System Operator, Inc. |
| Moody’s | Moody’s Investor Services |
| NAAQS | National Ambient Air Quality Standard |
| Native load | Customer demand of retail and wholesale customers whereby a utility has an obligation to serve under statute or long-term contract. |
| NOL | Net operating loss |
| NOx | Nitrogen oxide |
| NTC | Notifications to construct |
| O&M | Operating and maintenance |
| OCI | Other comprehensive income |
| PJM | PJM Interconnection, LLC |
| PM | Particulate matter |
| PPA | Purchased power agreement |
| PRP | Potentially responsible party |
| PTC | Production tax credit |
| PV | Photovoltaic |
| QF | Qualifying facilities |
| REC | Renewable energy credit |
| ROE | Return on equity |
| RPS | Renewable portfolio standards |
| RTO | Regional Transmission Organization |
| SIP | State implementation plan |
SO2 | Sulfur dioxide |
| SPP | Southwest Power Pool, Inc. |
| Standard & Poor’s | Standard & Poor’s Ratings Services |
| Measurements | |
| KV | Kilovolts |
| KWh | Kilowatt hours |
| MMBtu | Million British thermal units |
| MW | Megawatts |
| MWh | Megawatt hours |
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COMPANY OVERVIEW
SPS was incorporated in 1921 under the laws of New Mexico. SPS is a utility engaged primarily in the generation, purchase, transmission, distribution, and sale of electricity in portions of Texas and New Mexico. The wholesale customers served by SPS comprised approximately 31 percent of its total KWh sold in 2015. SPS provides electric utility service to approximately 389,000 retail customers in Texas and New Mexico. Approximately 71 percent of SPS’ retail electric operating revenues were derived from operations in Texas during 2015. Although SPS’ large commercial and industrial electric retail customers are comprised of many diversified industries, a significant portion of SPS’ large commercial and industrial electric sales include the following industries: oil and gas extraction, as well as petroleum and coal products. For small commercial and industrial customers, significant electric retail sales include the following industries: oil and gas extraction, grocery and dining establishments. Generally, SPS’ earnings contribute approximately 10 percent to 15 percent of Xcel Energy’s consolidated net income.
SPS’ corporate strategy focuses on four core objectives: improving utility performance; driving operational excellence; improving customer experience; and investing for the future.
ELECTRIC UTILITY OPERATIONS
Public Utility Regulation
Summary of Regulatory Agencies and Areas of Jurisdiction — The PUCT and NMPRC regulate SPS’ retail electric operations and have jurisdiction over its retail rates and services and the construction of transmission or generation in their respective states. The municipalities in which SPS operates in Texas have original jurisdiction over SPS’ rates in those communities. Each municipality can deny SPS’ rate increases. SPS can then appeal municipal rate decisions to the PUCT, which hears all municipal rate denials in one hearing. The NMPRC also has jurisdiction over the issuance of securities. SPS is regulated by the FERC with respect to its wholesale electric operations, accounting practices, wholesale sales for resale, the transmission of electricity in interstate commerce, compliance with NERC electric reliability standards, asset transactions and mergers, and natural gas transactions in interstate commerce. As approved by the FERC, SPS operates within the SPP RTO and SPP IM wholesale market. SPS is authorized to make wholesale electric sales at market-based prices.
Fuel, Purchased Energy and Conservation Cost-Recovery Mechanisms — SPS has several retail adjustment clauses that recover fuel, purchased energy and other resource costs:
| • | DCRF — The DCRF rider recovers certain distribution costs in Texas that are not included in base rates. |
| • | EECRF — The EECRF rider recovers costs associated with providing energy efficiency programs in Texas. |
| • | EE rider — The EE rider recovers costs associated with providing energy efficiency programs in New Mexico. |
| • | FPPCAC — The FPPCAC adjusts monthly to recover the difference between the actual fuel and purchased power costs and the amount included in base rates of SPS’ New Mexico retail jurisdiction. |
| • | PCRF — The PCRF rider allows recovery of certain purchased power costs in Texas that are not included in base rates. |
| • | RPS — The RPS rider recovers deferred costs associated with renewable energy programs in New Mexico. |
| • | TCRF — The TCRF rider recovers certain transmission infrastructure improvement costs and changes in wholesale transmission charges in Texas that are not included in base rates. |
Fuel and purchased energy costs are recovered in Texas through a fixed fuel and purchased energy recovery factor, which is part of SPS’ retail electric tariff. SO2 and NOx allowance revenues and costs are also recovered through the fixed fuel and purchased energy recovery factor. The regulations allow retail fuel factors to change up to three times per year.
The fixed fuel and purchased energy recovery factor provides for the over- or under-recovery of fuel and purchased energy expenses. Regulations also require refunding or surcharging over- or under- recovery amounts, including interest, when they exceed four percent of the utility’s annual fuel and purchased energy costs on a rolling 12-month basis, if this condition is expected to continue.
PUCT regulations require periodic examination of SPS’ fuel and purchased energy costs, the efficient use of fuel and purchased energy, fuel acquisition and management policies and purchased energy commitments. SPS is required to file an application for the PUCT to retrospectively review fuel and purchased energy costs at least every three years. SPS will be required to file its next fuel reconciliation application by December 2016.
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Each New Mexico utility operating with a FPPCAC as part of its tariff must file an application for continued use at intervals of no more than four years from the date the FPPCAC is approved or continued by the NMPRC. In October 2015, the NMPRC granted SPS authority to continue using its FPPCAC to collect its fuel and purchase power costs. SPS will be required to file a request for continuation of its FPPCAC by October 2019.
SPS recovers fuel and purchased energy costs from its wholesale customers through a monthly wholesale fuel and purchased economic energy cost adjustment clause accepted for filing by the FERC.
Capacity and Demand
Uninterrupted system peak demand for SPS for each of the last three years and the forecast for 2016, assuming normal weather conditions, is as follows:
| System Peak Demand (in MW) | |||||||||||
| 2013 | 2014 | 2015 | 2016 Forecast | ||||||||
| SPS | 5,056 | 4,871 | 4,678 | 4,886 | |||||||
The peak demand for the SPS system typically occurs in the summer. The 2015 system peak demand for SPS occurred on July 28, 2015. The 2015 peak demand was lower due to wetter and cooler summer weather and a reduction in a partial requirements wholesale contractual agreement. The 2016 forecast assumes normal peak day weather.
Energy Sources and Related Transmission Initiatives
SPS expects to use existing electric generating stations, power purchases, DSM and new generation options to meet its system capacity requirements.
Purchased Power — SPS has contracts to purchase power from other utilities and independent power producers. Long-term purchased power contracts typically require a periodic payment to secure the capacity and a charge for the associated energy actually purchased. SPS also makes short-term purchases to meet system load and energy requirements, to replace generation from company-owned units under maintenance or during outages, to meet operating reserve obligations or to obtain energy at a lower cost.
Purchased Transmission Services — SPS has contractual arrangements with SPP and regional transmission service providers, including PSCo, to deliver power and energy to its native load customers.
High Priority Incremental Load Study Report — In April 2014, the SPP Board of Directors approved the High Priority Incremental Load Study Report, a reliability assessment that evaluated the anticipated transmission needs of certain parts of the SPP resulting from expected load growth in the area. As a result of this study, SPS has received NTCs and conditional NTCs for 44 new transmission projects to be placed into service by 2020, some of which are already in service. SPS is developing plans for the remaining projects and submitting CCNs to the PUCT and the NMPRC. The estimated cost for these projects is $203 million. These projects are intended to provide regional reliability benefits as well as the ability to serve the increase in load in southeastern New Mexico.
Potash Junction Substation to Roadrunner Substation 345 KV Transmission Line — In December 2014, the NMPRC issued a CCN for a new 345 KV transmission line from the Potash Junction substation to the Roadrunner substation, both near Carlsbad, N.M. The transmission line is 40 miles long and cost $59.6 million. The line was placed into service in October 2015.
TUCO Substation to Yoakum County Substation to Hobbs Plant Substation 345 KV Transmission Line — In June 2015, SPS filed a CCN with the PUCT for the Yoakum County to Texas/New Mexico State line portion of this 345 KV line project and the PUCT is expected to approve this CCN in the first quarter of 2016. This line will connect the TUCO substation near Lubbock, Texas with the Yoakum County substation, continuing on to the Hobbs Plant substation near Hobbs, New Mexico. CCNs for the TUCO to Yoakum County line segment and for the Texas/New Mexico state line to Hobbs Plant segment are planned to be filed in mid-2016. The estimated project cost is $242 million. This line is scheduled to be in service in 2020.
Hobbs Plant Substation to China Draw Substation 345 KV Transmission Line — The Hobbs Plant to China Draw transmission line will connect the Hobbs Plant substation to the China Draw substation near Malaga, N.M. with terminations at a proposed Kiowa substation near Carlsbad, N.M. and at the North Loving substation, near Loving, N.M. SPS plans to file a CCN for this line in New Mexico during spring 2016. The estimated project cost is $139 million. The line is anticipated to be in service in 2018.
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SPS Resource Plans — SPS was required to develop and implement a renewable portfolio plan by 2015, in which 15 percent of its energy to serve its New Mexico retail customers is produced by renewable resources. The requirement was met through PPAs, including wind, solar and distributive generation. In 2020, the renewable resource production requirement increases to 20 percent. In addition, SPS indicated that it was evaluating water supply issues at its Tolk facility and if additional investment is required to operate the plant through its existing life.
Texas Legislation — In June 2015, the Texas Governor signed HB 1535 into law. As a result, SPS may reduce regulatory lag through
earlier inclusion of certain capital additions in rate base, as well as expediting the implementation of new rates. Key provisions of the
bill are as follows:
| • | Utilities may include actual and estimated post-test year capital additions up through 30-days before the filing date; |
| • | A new natural gas generating unit may be included in rate base as long as it is in service before the proposed effective rate date; |
| • | Rates will go into effect 155 days after filing (previously it was 185 days). If the case is not final by this date, then a utility can go back and surcharge; and |
| • | Establishes time limits for the PUCT to rule on a new generation plant request for a certificate of convenience and necessity. |
Fuel Supply and Costs
The following table shows the delivered cost per MMBtu of each significant category of fuel consumed for owned electric generation, the percentage of total fuel requirements represented by each category of fuel and the total weighted average cost of all fuels.
| Coal | Natural Gas | Weighted Average Owned Fuel Cost | ||||||||||||||||
| SPS Generating Plants | Cost | Percent | Cost | Percent | ||||||||||||||
| 2015 | $ | 2.12 | 73 | % | $ | 3.11 | 27 | % | $ | 2.39 | ||||||||
| 2014 | 2.07 | 71 | 4.76 | 29 | 2.85 | |||||||||||||
| 2013 | 2.14 | 71 | 3.97 | 29 | 2.68 | |||||||||||||
The cost of natural gas in 2015 decreased due to lower wholesale commodity prices.
See Items 1A and 7 for further discussion of fuel supply and costs.
Fuel Sources
Coal — SPS purchases all of the coal requirements for its two coal facilities, Harrington and Tolk electric generating stations, from TUCO. TUCO arranges for the purchase, receiving, transporting, unloading, handling, crushing, weighing and delivery of coal to meet SPS’ requirements. TUCO is responsible for negotiating and administering contracts with coal suppliers, transporters and handlers. The coal supply contract with TUCO expires in December 2016 and 2017 for Harrington and Tolk, respectively. SPS normally maintains approximately 43 days of coal inventory. As of Dec. 31, 2015 and 2014, coal inventories at SPS were approximately 76 and 17 days supply, respectively. At Dec. 31, 2015, milder weather, purchase commitments and resolution of railcar congestion resulted in coal inventories being above optimal levels. TUCO has coal agreements to supply 87 percent of SPS’ estimated coal requirements in 2016, and a declining percentage of the requirements in subsequent years. SPS’ general coal purchasing objective is to contract for approximately 90 percent of requirements for the first year, 60 percent of requirements in year two, and 30 percent of requirements in year three.
Natural gas — SPS uses both firm and interruptible natural gas supply and standby oil in combustion turbines and certain boilers. Natural gas for SPS’ power plants is procured under contracts to provide an adequate supply of fuel; which typically is purchased with terms of one year or less. The transportation and storage contracts expire in various years from 2016 to 2033. All of the natural gas supply contracts have variable pricing that is tied to various natural gas indices.
Most transportation contract pricing is based on FERC and Railroad Commission of Texas approved transportation tariff rates. Certain natural gas supply and transportation agreements include obligations for the purchase and/or delivery of specified volumes of natural gas or to make payments in lieu of delivery. SPS’ commitments related to gas supply contracts were approximately $10 million and $3 million and commitments related to gas transportation and storage contracts were approximately $192 million and $222 million at Dec. 31, 2015 and 2014, respectively.
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SPS has limited on-site fuel oil storage facilities and primarily relies on the spot market for incremental supplies.
Renewable Energy Sources
SPS’ renewable energy portfolio includes wind and solar power from both owned generating facilities and PPAs. As of Dec. 31, 2015, SPS is in compliance with mandated RPS, which require generation from renewable resources of approximately four percent and 15 percent of Texas and New Mexico electric retail sales, respectively.
•Renewable energy comprised 19.0 percent and 14.7 percent of SPS’ total energy for 2015 and 2014, respectively;
•Wind energy comprised 18.5 percent and 14.0 percent of the total energy for 2015 and 2014, respectively; and
•Solar power comprised approximately 0.5 percent and 0.4 percent of the total energy for 2015 and 2014, respectively.
SPS also offers customer-focused renewable energy initiatives. Windsource® allows customers in New Mexico to purchase a portion or all of their electricity from renewable sources. The number of customers utilizing Windsource decreased to approximately 880 in 2015 from 900 in 2014.
Additionally, to encourage the growth of solar energy on the system in New Mexico, customers are offered incentives to install solar panels on their homes and businesses under the Solar*Rewards® program. Over 144 PV systems with approximately 8.0 MW of aggregate capacity and over 129 PV systems with approximately 7.7 MW of aggregate capacity have been installed in New Mexico under this program as of Dec. 31, 2015 and 2014, respectively.
Wind — SPS acquires its wind energy from independent power producers (IPP) contracts and QF tariffs with wind farm owners, primarily located in the Texas Panhandle area of Texas and New Mexico. SPS currently has 37 of these agreements in place, with facilities ranging in size from under two MW to 250 MW for a total capacity greater than 1,800 MW.
| • | SPS had approximately 1,775 MW and 1,500 MW of wind energy on its system at the end of 2015 and 2014, respectively. In addition to receiving purchased wind energy under these agreements, SPS also typically receives wind RECs, which are used to meet state renewable resource requirements. |
| • | The average cost per MWh of wind energy under the IPP contracts and QF tariffs was approximately $24 and $26 for 2015 and 2014, respectively. The cost per MWh of wind energy varies by contract and may be influenced by a number of factors including regulation, state-specific renewable resource requirements and the year of contract execution. Generally, contracts executed in 2015 continued to benefit from improvements in technology, excess capacity among manufacturers, and motivation to commence new construction prior to the anticipated expiration of the Federal PTCs. In December 2015, the Federal PTCs were extended through 2019 with a phase down beginning in 2017. |
Wholesale and Commodity Marketing Operations
SPS conducts various wholesale marketing operations, including the purchase and sale of electric capacity, energy, ancillary services and energy related products. SPS uses physical and financial instruments to minimize commodity price and credit risk and hedge sales and purchases. See Item 7 for further discussion.
Summary of Recent Federal Regulatory Developments
The FERC has jurisdiction over rates for electric transmission service in interstate commerce and electricity sold at wholesale, asset transactions and mergers, accounting practices and certain other activities of SPS, including enforcement of NERC mandatory electric reliability standards. State and local agencies have jurisdiction over many of SPS’ activities, including regulation of retail rates and environmental matters. In addition to the matters discussed below, see Note 10 to the accompanying financial statements for a discussion of other regulatory matters.
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FERC Order, New ROE Policy — In June 2014, the FERC adopted a new two-step ROE methodology for electric utilities. In March, 2015, FERC upheld the new ROE methodology and denied rehearing. The issue of how to apply the new FERC ROE methodology is being contested in various complaint proceedings. As part of a global settlement approved by the FERC in October 2015, three ROE complaints against SPS were resolved. FERC is not expected to issue orders in any litigated ROE complaint proceedings until at least mid-2016.
SPS Asset Transfer to XEST — In October 2015, SPS submitted filings to the PUCT, NMPRC and Kansas Corporation Commission (KCC) seeking approval to transfer ownership of SPS’ 345kV transmission assets in Kansas and Oklahoma to XEST at net book value, estimated at approximately $103 million as of Dec. 31, 2015. After the proposed asset transfer, the transmission facilities would remain subject to SPP functional control, with revenue requirements recovered through the SPP Tariff. SPS and XEST also proposed to enter into a transmission operation and maintenance agreement (O&M Agreement) under which SPS would operate and maintain the transferred facilities and be reimbursed for providing those services to XEST at cost.
The KCC is expected to issue a decision within 10 months of the October filing. The hearings in the NMPRC and PUCT proceedings are scheduled for August 2016 and October 2016, respectively, with each decision expected several months later. Requests for FERC approval of the asset transfer and O&M Agreement were submitted in January 2016, and requested FERC action by June 30, 2016. Based on the procedural schedules for the required regulatory approvals, SPS expects the proposed asset transfer to take place no earlier than late 2016 or early 2017.
NERC Critical Infrastructure Protection Requirements — The FERC has approved Version 5 of NERC’s critical infrastructure protection standards, which added additional requirements to strengthen grid security controls. Requirements must be applied by SPS to high and medium impact assets by April 1, 2016 and to low impact assets by April 1, 2017. SPS is currently in the process of implementing initiatives to meet the compliance deadlines. The additional cost for compliance is anticipated to be recoverable through rates.
NERC Physical Security Requirements — In November 2014, the FERC approved NERC’s proposed critical infrastructure protection standard related to physical security for bulk electric system facilities. The new standard became enforceable in October 2015 with staggered milestone deliverable dates through 2016. SPS has performed an initial risk assessment and is in the process of developing physical security plans in accordance with the requirements of the standard. The additional cost for compliance is anticipated to be recoverable through rates.
SPP and MISO Complaints Regarding RTO Joint Operating Agreement (JOA) — SPP and MISO have been engaged in a longstanding dispute regarding the interpretation of their JOA, which is intended to coordinate RTO operations along the MISO/SPP system boundary. SPP and MISO disagree over MISO’s authority to transmit power between the traditional MISO region in the Midwest and the Entergy system. Several cases were filed with the FERC by MISO and SPP between 2011 and 2014. In June 2014, the FERC set the issues for settlement judge and hearing procedures.
In January 2016, FERC approved a settlement between SPP, MISO and other parties that resolves various disputed matters and provide a defined settlement compensation plan by MISO to SPP. MISO will pay SPP $16 million for the two-year retroactive period and $16 million annually prospectively, subject to a true-up. Separate settlement discussions regarding the MISO tariff change to recover SPP charges are ongoing. NSP-Minnesota and NSP-Wisconsin expect to be able to recover any resulting MISO charges in retail rates. In January 2016, SPP filed a proposal regarding distribution of the revenues to SPP members, including SPS. FERC approval is pending. The revenue allocated to SPS is not expected to be material.
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Electric Operating Statistics
Electric Sales Statistics
| Year Ended Dec. 31 | |||||||||||
| 2015 | 2014 | 2013 | |||||||||
| Electric sales (Millions of KWh) | |||||||||||
| Residential | 3,536 | 3,549 | 3,564 | ||||||||
| Large commercial and industrial | 10,334 | 10,262 | 9,893 | ||||||||
| Small commercial and industrial | 4,719 | 4,741 | 4,743 | ||||||||
| Public authorities and other | 538 | 556 | 568 | ||||||||
| Total retail | 19,127 | 19,108 | 18,768 | ||||||||
| Sales for resale | 8,694 | 8,563 | 9,200 | ||||||||
| Total energy sold | 27,821 | 27,671 | 27,968 | ||||||||
| Number of customers at end of period | |||||||||||
| Residential | 304,711 | 302,922 | 301,169 | ||||||||
| Large commercial and industrial | 221 | 214 | 214 | ||||||||
| Small commercial and industrial | 77,238 | 76,553 | 75,592 | ||||||||
| Public authorities and other | 6,354 | 6,323 | 6,256 | ||||||||
| Total retail | 388,524 | 386,012 | 383,231 | ||||||||
| Wholesale | 8 | 7 | 30 | ||||||||
| Total customers | 388,532 | 386,019 | 383,261 | ||||||||
| Electric revenues (Thousands of Dollars) | |||||||||||
| Residential | $ | 347,966 | $ | 363,841 | $ | 330,487 | |||||
| Large commercial and industrial | 445,853 | 516,648 | 445,043 | ||||||||
| Small commercial and industrial | 353,450 | 379,558 | 351,851 | ||||||||
| Public authorities and other | 42,963 | 46,916 | 43,059 | ||||||||
| Total retail | 1,190,232 | 1,306,963 | 1,170,440 | ||||||||
| Wholesale | 409,956 | 493,127 | 416,793 | ||||||||
| Other electric revenues | 187,030 | 137,280 | 119,854 | ||||||||
| Total electric revenues | $ | 1,787,218 | $ | 1,937,370 | $ | 1,707,087 | |||||
| KWh sales per retail customer | 49,230 | 49,501 | 48,973 | ||||||||
| Revenue per retail customer | $ | 3,063 | $ | 3,386 | $ | 3,054 | |||||
| Residential revenue per KWh | 9.84 | ¢ | 10.25 | ¢ | 9.27 | ¢ | |||||
| Large commercial and industrial revenue per KWh | 4.31 | 5.03 | 4.50 | ||||||||
| Small commercial and industrial revenue per KWh | 7.49 | 8.01 | 7.42 | ||||||||
| Total retail revenue per KWh | 6.22 | 6.84 | 6.24 | ||||||||
| Wholesale revenue per KWh | 4.72 | 5.76 | 4.53 | ||||||||
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Energy Source Statistics
| Year Ended Dec. 31 | |||||||||||||||||
| 2015 | 2014 | 2013 | |||||||||||||||
Millions of KWh | Percent of Generation | Millions of KWh | Percent of Generation | Millions of KWh | Percent of Generation | ||||||||||||
| Coal | 12,441 | 44 | % | 12,770 | 48 | % | 14,184 | 49 | % | ||||||||
| Natural Gas | 10,514 | 36 | 10,068 | 37 | 11,235 | 38 | |||||||||||
Wind (a) | 5,252 | 19 | 3,762 | 14 | 3,507 | 12 | |||||||||||
Other (b) | 150 | 1 | 180 | 1 | 167 | 1 | |||||||||||
| Total | 28,357 | 100 | % | 26,780 | 100 | % | 29,093 | 100 | % | ||||||||
| Owned generation | 15,480 | 57 | % | 16,956 | 63 | % | 18,814 | 65 | % | ||||||||
| Purchased generation | 11,877 | 43 | 9,824 | 37 | 10,279 | 35 | |||||||||||
| Total | 27,357 | 100 | % | 26,780 | 100 | % | 29,093 | 100 | % | ||||||||
(a) | This category includes wind energy de-bundled from RECs and also includes Windsource RECs. SPS uses RECs to meet or exceed state resource requirements and may sell surplus RECs. |
(b) | Distributed generation from the Solar*Rewards program is not included, and was approximately 13, 10, and 11 million net KWh for 2015, 2014, and 2013, respectively. |
Natural Gas Facilities Used for Electric Generation
SPS does not provide retail natural gas service, but purchases and transports natural gas for certain of its generation facilities and operates natural gas pipeline facilities connecting the generation facilities to interstate natural gas pipelines. SPS is subject to the jurisdiction of the FERC with respect to certain natural gas transactions in interstate commerce; and to the jurisdiction of the DOT and the PUCT for pipeline safety compliance.
The Pipeline and Hazardous Materials Safety Administration
Pipeline Safety Act — The Pipeline Safety, Regulatory Certainty, and Job Creation Act, signed into law in January 2012 (Pipeline Safety Act) requires additional verification of pipeline infrastructure records by pipeline owners and operators to confirm the maximum allowable operating pressure of lines located in high consequence areas or more-densely populated areas. The DOT Pipeline and Hazardous Materials Safety Administration (PHMSA) will require operators to re-confirm the maximum allowable operating pressure if records are inadequate. This process could cause temporary or permanent limitations on throughput for affected pipelines. In addition, the Pipeline Safety Act requires PHMSA to issue reports and develop new regulations including: requiring use of automatic or remote-controlled shut-off valves; requiring testing of certain previously untested transmission lines; and expanding integrity management requirements. The Pipeline Safety Act also raises the maximum penalty for violating pipeline safety rules to $2 million per day for related violations. While SPS cannot predict the ultimate impact Pipeline Safety Act will have on its costs, operations or financial results, it is taking actions that are intended to comply with the Pipeline Safety Act and any related PHMSA regulations as they become effective.
GENERAL
Seasonality
The demand for electric power is affected by seasonal differences in the weather. In general, peak sales of electricity occur in the summer months. As a result, the overall operating results may fluctuate substantially on a seasonal basis. Additionally, SPS’ operations have historically generated less revenues and income when weather conditions are milder in the winter and cooler in the summer. See Item 7 for further discussion.
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Competition
SPS is a vertically integrated utility, subject to traditional cost-of-service regulation. However, SPS is subject to different public policies that promote competition and the development of energy markets. SPS’ industrial and large commercial customers have the ability to own or operate facilities to generate their own electricity. In addition, customers may have the option of substituting other fuels, such as natural gas, steam or chilled water for heating, cooling and manufacturing purposes, or the option of relocating their facilities to a lower cost region. Customers also have the opportunity to supply their own power with solar generation (typically rooftop solar) and in most jurisdictions can currently avoid paying for most of the fixed production, transmission and distribution costs incurred to serve them. Several states, including New Mexico, have policies designed to promote the development of solar and other distributed energy resources through significant incentive policies; with these incentives and federal tax subsidies, distributed generating resources are potential competitors to SPS’ electric service business.
The FERC has continued to promote competitive wholesale markets through open access transmission and other means. As a result, SPS can purchase generation resources from competing wholesale suppliers and use the transmission systems of Xcel Energy Inc.’s utility subsidiaries on a comparable basis to serve their native load. State public utilities commissions, including the NMPRC, have created resource planning programs that promote competition in the acquisition of electricity generation resources used to provide service to retail customers. In addition, FERC Order 1000 seeks to establish competition for construction and operation of certain new electric transmission facilities. SPS has franchise agreements with certain cities subject to periodic renewal. If a city elected not to renew the franchise agreement, it could seek alternative means for its citizens to access electric power or gas, such as municipalization. While facing these challenges, SPS believes its rates and services are competitive with currently available alternatives.
ENVIRONMENTAL MATTERS
SPS’ facilities are regulated by federal and state environmental agencies. These agencies have jurisdiction over air emissions, water quality, wastewater discharges, solid wastes and hazardous substances. Various company activities require registrations, permits, licenses, inspections and approvals from these agencies. SPS has received all necessary authorizations for the construction and continued operation of its generation, transmission and distribution systems. SPS’ facilities have been designed and constructed to operate in compliance with applicable environmental standards. However, it is not possible to determine when or to what extent additional facilities or modifications of existing or planned facilities will be required as a result of changes to environmental regulations, interpretations or enforcement policies or what effect future laws or regulations may have upon SPS’ operations. See Notes 10 and 11 to the financial statements for further discussion.
There are significant present and future environmental regulations to encourage the use of clean energy technologies and regulate emissions of GHGs to address climate change. SPS has undertaken a number of initiatives to meet current requirements and prepare for potential future regulations, reduce GHG emissions and respond to state renewable and energy efficiency goals. If these future environmental regulations do not provide credit for the investments we have already made to reduce GHG emissions, or if they require additional initiatives or emission reductions, then their requirements would potentially impose additional substantial costs. We believe, based on prior state commission practice, we would recover the cost of these initiatives through rates.
EMPLOYEES
As of Dec. 31, 2015, SPS had 1,251 full-time employees and one part-time employee, of which 842 were covered under collective-bargaining agreements. See Note 7 to the financial statements for further discussion.
Item 1A — Risk Factors
Like other companies in our industry, Xcel Energy, which includes SPS, is subject to a variety of risks, many of which are beyond our control. Important risks that may adversely affect the business, financial condition and results of operations are further described below. These risks should be carefully considered together with the other information set forth in this report and in future reports that Xcel Energy files with the SEC.
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Oversight of Risk and Related Processes
A key accountability of the Board is the oversight of material risk, and our Board employs an effective process for doing so. As outlined below, management and each Board committee has responsibility for overseeing the identification and mitigation of key risks and reporting its assessments and activities to the full Board.
Management identifies and analyzes risks to determine materiality and other attributes such as timing, probability and controllability. Management broadly considers our business, the utility industry, the domestic and global economies and the environment when identifying, assessing, managing and mitigating risk. Identification and analysis occurs formally through a key risk assessment process conducted by senior management, the financial disclosure process, the hazard risk management process and internal auditing and compliance with financial and operational controls. Management also identifies and analyzes risk through its business planning process and development of goals and key performance indicators, which include risk identification to determine barriers to implementing our strategy. At the same time, the business planning process identifies areas in which there is a potential for a business area to take inappropriate risk to meet goals, and determines how to prevent inappropriate risk-taking.
At a threshold level, we have developed a robust compliance program and promote a culture of compliance, including tone at the top, which mitigates risk. The process for risk mitigation includes adherence to our code of conduct and other compliance policies, operation of formal risk management structures and groups and overall business management to mitigate the risks inherent in the implementation strategy. Building on this culture of compliance, we manage and further mitigate risks through operation of formal risk management structures and groups, including management councils, risk committees and the services of internal corporate areas such as internal audit, the corporate controller and legal services.
Management communicates regularly with the Board and key stakeholders regarding risk. Senior management presents a periodic assessment of key risks to the Board. The presentation and the discussion of the key risks provides the Board with information on the risks management believes are material, including the earnings impact, timing, likelihood and controllability. Management also provides information to the Board in presentations and communications over the course of the year.
The Board approaches oversight, management and mitigation of risk as an integral and continuous part of its governance of the Company. First, the Board as a whole regularly reviews management’s key risk assessment and analyzes areas of existing and future risks and opportunities. In addition, the Board assigns oversight of certain critical risks to each of its four standing committees to ensure these risks are well understood and given focused oversight by the committee with the most applicable expertise. The Audit Committee is responsible for reviewing the adequacy of risk oversight and affirming that appropriate oversight occurs. New risks are considered and assigned as appropriate during the annual Board and committee evaluation process, and committee charters and annual work plans are updated accordingly. Committees regularly report on their oversight activities and certain risk issues may be brought to the full Board for consideration where deemed appropriate to ensure broad Board understanding of the nature of the risk. Finally, the Board conducts an annual strategy session where the Company’s future plans and initiatives are reviewed and confirmed.
Risks Associated with Our Business
Environmental Risks
We are subject to environmental laws and regulations, with which compliance could be difficult and costly.
We are subject to environmental laws and regulations that affect many aspects of our past, present and future operations, including air emissions, water quality, wastewater discharges and the generation, transport and disposal of solid wastes and hazardous substances. These laws and regulations require us to obtain and comply with a wide variety of environmental requirements including those for protected natural and cultural resources (such as wetlands, endangered species and other protected wildlife, and archaeological and historical resources), licenses, permits, inspections and other approvals. Environmental laws and regulations can also require us to restrict or limit the output of certain facilities or the use of certain fuels, shift generation to lower-emitting but potentially more costly facilities, install pollution control equipment at our facilities, clean up spills and other contamination and correct environmental hazards. Environmental regulations may also lead to shutdown of existing facilities, either due to the difficulty in assuring compliance or that the costs of compliance makes operation of the units no longer economical. Both public officials and private individuals may seek to enforce the applicable environmental laws and regulations against us. We may be required to pay all or a portion of the cost to remediate (i.e., clean-up) sites where our past activities, or the activities of certain other parties, caused environmental contamination. At Dec. 31, 2015, these sites included third party sites, such as landfills, for which we are alleged to be a PRP that sent hazardous materials and wastes.
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We are also subject to mandates to provide customers with clean energy, renewable energy and energy conservation offerings. Failure to meet the requirements of these mandates may result in fines or penalties, which could have a material effect on our results of operations. If our regulators do not allow us to recover all or a part of the cost of capital investment or the O&M costs incurred to comply with the mandates, it could have a material effect on our results of operations, financial position or cash flows.
In addition, existing environmental laws or regulations may be revised, and new laws or regulations may be adopted or become applicable to us, including but not limited to, regulation of mercury, NOx, SO2, CO2 and other GHGs, particulates, cooling water intakes, water discharges and ash management. We may also incur additional unanticipated obligations or liabilities under existing environmental laws and regulations.
We are subject to physical and financial risks associated with climate change.
Climate change can create physical and financial risk. Physical risks from climate change can include changes in weather conditions, changes in precipitation and extreme weather events.
Our customers’ energy needs vary with weather conditions, primarily temperature and humidity. For residential customers, heating and cooling represent their largest energy use. To the extent weather conditions are affected by climate change, customers’ energy use could increase or decrease. Increased energy use due to weather changes may require us to invest in additional generating assets, transmission and other infrastructure to serve increased load. Decreased energy use due to weather changes may result in decreased revenues. Extreme weather conditions in general require more system backup, adding to costs, and can contribute to increased system stress, including service interruptions. Weather conditions outside of our service territory could also have an impact on our revenues. We buy and sell electricity depending upon system needs and market opportunities. Extreme weather conditions creating high energy demand may raise electricity prices, which would increase the cost of energy we provide to our customers.
Severe weather impacts our service territories, primarily when thunderstorms, tornadoes and snow or ice storms occur. To the extent the frequency of extreme weather events increases, this could increase our cost of providing service. Changes in precipitation resulting in droughts or water shortages, whether caused by climate change or otherwise, could adversely affect our operations, principally our fossil generating units. A negative impact to water supplies due to long-term drought conditions could adversely impact our ability to provide electricity to customers, as well as increase the price they pay for energy. We may not recover all costs related to mitigating these physical and financial risks.
Climate change may impact a region’s economic health, which could impact our revenues. Our financial performance is tied to the health of the regional economies we serve. The price of energy has an impact on the economic health of our communities. The cost of additional regulatory requirements, such as regulation of CO2 emissions under section 111(d) of the CAA, or additional environmental regulation could impact the availability of goods and prices charged by our suppliers which would normally be borne by consumers through higher prices for energy and purchased goods. To the extent financial markets view climate change and emissions of GHGs as a financial risk, this could negatively affect our ability to access capital markets or cause us to receive less than ideal terms and conditions.
Financial Risks
Our profitability depends in part on our ability to recover costs from our customers and there may be changes in circumstances or in the regulatory environment that impair our ability to recover costs from our customers.
We are subject to comprehensive regulation by federal and state utility regulatory agencies. The state utility commissions regulate many aspects of our utility operations, including siting and construction of facilities, customer service and the rates that we can charge customers. The FERC has jurisdiction, among other things, over wholesale rates for electric transmission service and the sale of electric energy in interstate commerce.
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The profitability of our operations is dependent on our ability to recover the costs of providing energy and utility services to our customers and earn a return on our capital investment. We provide service at rates approved by one or more regulatory commissions. These rates are generally regulated and based on an analysis of our costs incurred in a test year. Thus, the rates we are allowed to charge may or may not match our costs at any given time. While rate regulation is premised on providing an opportunity to earn a reasonable rate of return on invested capital, in a continued low interest rate environment there has been pressure pushing down ROE. There can also be no assurance that the applicable regulatory commission will judge all of our costs to have been prudent, which could result in cost disallowances, or that the regulatory process in which rates are determined will always result in rates that will produce full recovery of such costs. Changes in the long-term cost-effectiveness or changes to the operating conditions of our assets may result in early retirements and there is no assurance that regulators would allow full recovery of all remaining costs. Rising fuel costs could increase the risk that we will not be able to fully recover our fuel costs from our customers. Furthermore, there could be changes in the regulatory environment that would impair our ability to recover costs historically collected from our customers.
Management currently believes these prudently incurred costs are recoverable given the existing regulatory mechanisms in place. However, adverse regulatory rulings or the imposition of additional regulations could have an adverse impact on our results of operations and hence could materially and adversely affect our ability to meet our financial obligations, including debt payments.
Any reductions in our credit ratings could increase our financing costs and the cost of maintaining certain contractual relationships.
We cannot be assured that any of our current ratings will remain in effect for any given period of time, or that a rating will not be lowered or withdrawn entirely by a rating agency. In addition, our credit ratings may change as a result of the differing methodologies or change in the methodologies used by the various rating agencies. Any downgrade could lead to higher borrowing costs. Also, we may enter into certain procurement and derivative contracts that require the posting of collateral or settlement of applicable contracts if credit ratings fall below investment grade.
We are subject to capital market and interest rate risks.
Utility operations require significant capital investment. As a result, we frequently need to access capital markets. Any disruption in capital markets could have a material impact on our ability to fund our operations. Capital markets are global in nature and are impacted by numerous issues and events throughout the world economy. Capital market disruption events, and resulting broad financial market distress could prevent us from issuing new securities or cause us to issue securities with less than ideal terms and conditions, such as higher interest rates.
Higher interest rates on short-term borrowings with variable interest rates could also have an adverse effect on our operating results. Changes in interest rates may also impact the fair value of the debt securities in the master pension trust, as well as our ability to earn a return on short-term investments of excess cash.
We are subject to credit risks.
Credit risk includes the risk that our customers will not pay their bills, which may lead to a reduction in liquidity and an increase in bad debt expense. Credit risk is comprised of numerous factors including the price of products and services provided, the overall economy and local economies in the geographic areas we serve, including local unemployment rates.
Credit risk also includes the risk that various counterparties that owe us money or product will breach their obligations. Should the counterparties to these arrangements fail to perform, we may be forced to enter into alternative arrangements. In that event, our financial results could be adversely affected and we could incur losses.
One alternative available to address counterparty credit risk is to transact on liquid commodity exchanges. The credit risk is then socialized through the exchange central clearinghouse function. While exchanges do remove counterparty credit risk, all participants are subject to margin requirements, which create an additional need for liquidity to post margin as exchange positions change value daily. The Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) requires broad clearing of financial swap transactions through a central counterparty, which could lead to additional margin requirements that would impact our liquidity. However, we have taken advantage of an exception to mandatory clearing afforded to commercial end-users who are not classified as a major swap participant. The Board of Directors has authorized Xcel Energy and its subsidiaries to take advantage of this end-user exception.
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We may at times have direct credit exposure in our short-term wholesale and commodity trading activity to various financial institutions trading for their own accounts or issuing collateral support on behalf of other counterparties. We may also have some indirect credit exposure due to participation in organized markets, such as SPP, PJM and MISO, in which any credit losses are socialized to all market participants.
We do have additional indirect credit exposures to various domestic and foreign financial institutions in the form of letters of credit provided as security by power suppliers under various long-term physical purchased power contracts. If any of the credit ratings of the letter of credit issuers were to drop below the designated investment grade rating stipulated in the underlying long-term purchased power contracts, the supplier would need to replace that security with an acceptable substitute. If the security were not replaced, the party could be in technical default under the contract, which would enable us to exercise our contractual rights.
Increasing costs associated with our defined benefit retirement plans and other employee benefits may adversely affect our results of operations, financial position or liquidity.
We have defined benefit pension and postretirement plans that cover most of our employees. Assumptions related to future costs, return on investments, interest rates and other actuarial assumptions, including mortality tables, have a significant impact on our funding requirements related to these plans. These estimates and assumptions may change based on economic conditions, actual stock and bond market performance, changes in interest rates and changes in governmental regulations. In addition, the Pension Protection Act changed the minimum funding requirements for defined benefit pension plans with modifications that allowed additional flexibility in the timing of contributions. Therefore, our funding requirements and related contributions may change in the future. Also, the payout of a significant percentage of pension plan liabilities in a single year due to high retirements or employees leaving the company could trigger settlement accounting and could require the company to recognize material incremental pension expense related to unrecognized plan losses in the year these liabilities are paid.
Increasing costs associated with health care plans may adversely affect our results of operations.
Our self-insured costs of health care benefits for eligible employees have increased in recent years. Increasing levels of large individual health care claims and overall health care claims could have an adverse impact on our operating results, financial position and liquidity. We believe that our employee benefit costs, including costs related to health care plans for our employees and former employees, will continue to rise. Changes in industry standards utilized by management in key assumptions (e.g., mortality tables) could have a significant impact on future liabilities and benefit costs. Legislation related to health care could also significantly change our benefit programs and costs.
Operational Risks
We are subject to commodity risks and other risks associated with energy markets and energy production.
We engage in wholesale sales and purchases of electric capacity, energy and energy-related products as well as natural gas. As a result we are subject to market supply and commodity price risk. Commodity price changes can affect the value of our commodity trading derivatives. We mark certain derivatives to estimated fair market value on a daily basis (mark-to-market accounting). Actual settlements can vary significantly from estimated fair values recorded, and significant changes from the assumptions underlying our fair value estimates could cause significant earnings variability.
If we encounter market supply shortages or our suppliers are otherwise unable to meet their contractual obligations, we may be unable to fulfill our contractual obligations to our customers at previously anticipated costs. Therefore, a significant disruption could cause us to seek alternative supply services at potentially higher costs or suffer increased liability for unfulfilled contractual obligations. Any significantly higher energy or fuel costs relative to corresponding sales commitments could have a negative impact on our cash flows and potentially result in economic losses. Potential market supply shortages may not be fully resolved through alternative supply sources and may cause short-term disruptions in our ability to provide electric services to our customers. The impact of these cost and reliability issues depends on our operating conditions such as generation fuels mix, availability of water for cooling, availability of fuel transportation including rail shipments of coal, electric generation capacity, transmission, natural gas pipeline capacity, etc.
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Our utility operations are subject to long-term planning risks.
Most electric utility investments are long-lived and are planned to be used for decades. Transmission and generation investments typically have long lead times, and therefore are planned well in advance of when they are brought in-service subject to long-term resource plans. These plans are based on numerous assumptions over the planning horizon such as: sales growth, customer usage, economic activity, costs, regulatory mechanisms, customer behavior, available technology and public policy. The electric utility sector is undergoing a period of significant change. For example, public policy has driven increases in appliance and lighting efficiency and energy efficient buildings, wider adoption and lower cost of renewable generation and distributed generation, shifts away from coal generation to decrease carbon dioxide emissions and increasing use of natural gas in electric generation driven by lower natural gas prices. These changes introduce additional uncertainty into long term planning which gives rise to a risk that the magnitude and timing of resource additions and growth in customer demand may not coincide, and that the preference for the types of additions may change from planning to execution.
The resource plans reviewed and approved by our state regulators assume continuation of the traditional utility cost of service model under which utility costs are recovered from customers as they receive the benefit of service. SPS is engaged in significant and ongoing infrastructure investment programs to accommodate distributed generation and maintain high system reliability. SPS is also investing in renewable and natural gas-fired generation to reduce our carbon dioxide emissions profile. Early plant retirements could expose us to premature financial obligations, which could result in less than full recovery of all remaining costs. Both decreasing use per customer driven by appliance and lighting efficiency and the availability of cost-effective distributed generation puts downward pressure on load growth. This could lead to under recovery of costs, excess resources to meet customer demand, and increases in electric rates.
Our natural gas transmission operations involve numerous risks that may result in accidents and other operating risks and costs.
Our natural gas transmission activities include a variety of inherent hazards and operating risks, such as leaks, explosions and mechanical problems, which could cause substantial financial losses. In addition, these risks could result in loss of human life, significant damage to property, environmental pollution, impairment of our operations and substantial losses to us. We maintain insurance against some, but not all, of these risks and losses.
The occurrence of any of these events not fully covered by insurance could have a material effect on our financial position and results of operations. For our natural gas transmission lines located near populated areas, the level of potential damages resulting from these risks is greater.
Additionally, the operating or other costs that may be required in order to comply with potential new regulations, including the Pipeline Safety Act, could be significant. The Pipeline Safety Act requires verification of pipeline infrastructure records by pipeline owners and operators to confirm the maximum allowable operating pressure of lines located in high consequence areas or more-densely populated areas. We have programs in place to comply with the Pipeline Safety Act and for systematic infrastructure monitoring and renewal over time. A significant incident could increase regulatory scrutiny and result in penalties and higher costs of operations.
As we are a subsidiary of Xcel Energy Inc. we may be negatively affected by events impacting the credit or liquidity of Xcel Energy Inc. and its affiliates.
If Xcel Energy Inc. were to become obligated to make payments under various guarantees and bond indemnities or to fund its other contingent liabilities, or if either Standard & Poor’s or Moody’s were to downgrade Xcel Energy Inc.’s credit rating below investment grade, Xcel Energy Inc. may be required to provide credit enhancements in the form of cash collateral, letters of credit or other security to satisfy part or potentially all of these exposures. If either Standard & Poor’s or Moody’s were to downgrade Xcel Energy Inc.’s debt securities below investment grade, it would increase Xcel Energy Inc.’s cost of capital and restrict its access to the capital markets. This could limit Xcel Energy Inc.’s ability to contribute equity or make loans to us, or may cause Xcel Energy Inc. to seek additional or accelerated funding from us in the form of dividends. If such event were to occur, we may need to seek alternative sources of funds to meet our cash needs.
As of Dec. 31, 2015, Xcel Energy Inc. and its utility subsidiaries had approximately $12.5 billion of long-term debt and $1.5 billion of short-term debt and current maturities. Xcel Energy Inc. provides various guarantees and bond indemnities supporting some of its subsidiaries by guaranteeing the payment or performance by these subsidiaries for specified agreements or transactions.
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Xcel Energy also has other contingent liabilities resulting from various tax disputes and other matters. Xcel Energy Inc.’s exposure under the guarantees is based upon the net liability of the relevant subsidiary under the specified agreements or transactions. The majority of Xcel Energy Inc.’s guarantees limit its exposure to a maximum amount that is stated in the guarantees. As of Dec. 31, 2015, Xcel Energy had guarantees outstanding with a maximum stated amount of approximately $12.5 million and exposure of $0.1 million. Xcel Energy also had additional guarantees of $41.3 million at Dec. 31, 2015 for performance and payment of surety bonds for the benefit of itself and its subsidiaries, with total exposure that cannot be estimated at this time. If Xcel Energy Inc. were to become obligated to make payments under these guarantees and bond indemnities or become obligated to fund other contingent liabilities, it could limit Xcel Energy Inc.’s ability to contribute equity or make loans to us, or may cause Xcel Energy Inc. to seek additional or accelerated funding from us in the form of dividends. If such event were to occur, we may need to seek alternative sources of funds to meet our cash needs.
We are a wholly owned subsidiary of Xcel Energy Inc. Xcel Energy Inc. can exercise substantial control over our dividend policy and business and operations and may exercise that control in a manner that may be perceived to be adverse to our interests.
All of the members of our Board of Directors, as well as many of our executive officers, are officers of Xcel Energy Inc. Our Board makes determinations with respect to a number of significant corporate events, including the payment of our dividends.
We have historically paid quarterly dividends to Xcel Energy Inc. In 2015, 2014 and 2013 we paid $100.5 million, $83.5 million and $69.6 million of dividends to Xcel Energy Inc., respectively. If Xcel Energy Inc.’s cash requirements increase, our Board of Directors could decide to increase the dividends we pay to Xcel Energy Inc. to help support Xcel Energy Inc.’s cash needs. This could adversely affect our liquidity. The most restrictive dividend limitation for SPS is imposed by its state regulatory commissions. State regulatory commissions indirectly limit the amount of dividends that SPS can pay Xcel Energy Inc., by requiring a minimum equity-to-total capitalization ratio. See Item 5 for further discussion on dividend limitations.
Public Policy Risks
We may be subject to legislative and regulatory responses to climate change and emissions, with which compliance could be difficult and costly.
The EPA is regulating GHGs from power plants with state plans to achieve the EPA’s goals due by September 2018. Increased public awareness and concern regarding climate change may result in more state, regional and/or federal requirements to reduce or mitigate the effects of GHGs. Legislative and regulatory responses related to climate change and new interpretations of existing laws through climate change litigation create financial risk as our electric generating facilities may be subject to additional regulation at either the state or federal level in the future. Such regulations could impose substantial costs on our system. International agreements could have an impact to the extent they lead to future federal or state regulations.
The United States continues to participate in international negotiations related to the United Nations Framework Convention on Climate Change (UNFCCC). In December 2015, the 21st Conference of the Parties to the UNFCCC reached consensus among 190 nations on an agreement (the Paris Agreement) that establishes a framework for GHG mitigation actions by all countries (“nationally determined contributions”), with a goal of holding the increase in global average temperature to below 2o Celsius above pre-industrial levels and an aspiration to limit the increase to 1.5o Celsius. The Paris Agreement could result in future additional GHG reductions in the United States.
We have been, and in the future may be, subject to climate change lawsuits. An adverse outcome in any of these cases could require substantial capital expenditures and could possibly require payment of substantial penalties or damages. Defense costs associated with such litigation can also be significant. Such payments or expenditures could affect results of operations, cash flows and financial condition if such costs are not recovered through regulated rates.
The form and stringency of GHG regulation in the power sector has become more clear with the finalization of the Clean Power Plan by the EPA. The legality of the Clean Power Plan is being challenged in the courts. In addition, uncertainties remain regarding implementation plans in our states (and the federal plan imposed by the EPA for states who do not submit approvable plans), including what opportunities are available to reduce costs, whether and what type of emission trading will be available, how states will allocate the reduction burden among utilities, what actions are creditable and the indirect impact of carbon regulation on natural gas and coal prices.
An important factor is our ability to recover the costs incurred to comply with any regulatory requirements in a timely manner. If our regulators do not allow us to recover all or a part of the cost of capital investment or the O&M costs incurred to comply with the mandates, it could have a material effect on our results of operations.
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We are also subject to a significant number of proposed and potential rules that will impact our coal-fired and other generation facilities. These include rules associated with emissions of SO2 and NOx, mercury, regional haze, ozone and PM, water intakes, water discharges and ash management. The costs of investment to comply with these rules could be substantial and in some cases would lead to early retirement of coal units. We may not be able to timely recover all costs related to complying with regulatory requirements imposed on us.
Increased risks of regulatory penalties could negatively impact our business.
The Energy Act increased civil penalty authority for violation of FERC statutes, rules and orders. The FERC can now impose penalties of up to $1 million per violation per day, particularly as it relates to energy trading activities for both electricity and natural gas. In addition, NERC electric reliability standards and critical infrastructure protection requirements are mandatory and subject to potential financial penalties by regional entities, the NERC or the FERC for violations. If a serious reliability incident did occur, it could have a material effect on our operations or financial results. Some states have the authority to impose substantial penalties in the event of non-compliance.
We attempt to mitigate the risk of regulatory penalties through formal training on such prohibited practices and a compliance function that reviews our interaction with the markets under FERC and CFTC jurisdictions. However, there is no guarantee our compliance program will be sufficient to ensure against violations.
Macroeconomic Risks
Economic conditions impact our business.
Our operations are affected by local, national and worldwide economic conditions. Growth in our customer base is correlated with economic conditions. SPS serves a large number of petrochemical extraction and processing businesses in Texas and New Mexico. While the number of customers is growing, sales growth is relatively modest due to depressed oil commodity prices. Instability in the financial markets also may affect the cost of capital and our ability to raise capital, which is discussed in the capital market risk section above.
Economic conditions may be impacted by insufficient financial sector liquidity leading to potential increased unemployment, which may impact customers’ ability to pay timely, increase customer bankruptcies, and may lead to increased bad debt.
Further, worldwide economic activity has an impact on the demand for basic commodities needed for utility infrastructure, such as steel, copper, aluminum, etc., which may impact our ability to acquire sufficient supplies. Additionally, the cost of those commodities may be higher than expected.
Our operations could be impacted by war, acts of terrorism, threats of terrorism or disruptions in normal operating conditions due to localized or regional events.
Our generation plants, fuel storage facilities, transmission and distribution facilities and information systems may be targets of terrorist activities. Any such disruption could result in a decrease in revenues and additional costs to repair and insure our assets. These disruptions could have a material impact on our financial condition and results of operations. The potential for terrorism has subjected our operations to increased risks and could have a material effect on our business. We have already incurred increased costs for security and capital expenditures in response to these risks. In addition, we may experience additional capital and operating costs to implement security for our plants, such as additional physical plant security and additional security personnel. We have also already incurred increased costs for compliance with NERC reliability standards associated with critical infrastructure protection. In addition, we may experience additional capital and operating costs to comply with the NERC critical infrastructure protection standards as they are implemented and clarified.
The insurance industry has also been affected by these events and the availability of insurance may decrease. In addition, the insurance we are able to obtain may have higher deductibles, higher premiums and more restrictive policy terms.
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A disruption of the regional electric transmission grid, interstate natural gas pipeline infrastructure or other fuel sources, could negatively impact our business. Because our generation and the transmission systems are part of an interconnected system, we face the risk of possible loss of business due to a disruption caused by the actions of a neighboring utility or an event (severe storm, severe temperature extremes, generator or transmission facility outage, pipeline rupture, railroad disruption, sudden and significant increase or decrease in wind generation or any disruption of work force such as may be caused by flu or other epidemic) within our operating systems or on a neighboring system. Any such disruption could result in a significant decrease in revenues and significant additional costs to repair assets, which could have a material impact on our financial condition and results.
The degree to which we are able to maintain day-to-day operations in response to unforeseen events will in part determine the financial impact of certain events on our financial condition and results. It is difficult to predict the magnitude of such events and associated impacts.
A cyber incident or cyber security breach could have a material effect on our business.
We operate in an industry that requires the continued operation of sophisticated information technology systems and network infrastructure. In addition, we use our systems and infrastructure to create, collect, use, disclose, store, dispose of and otherwise process sensitive information, including company data, customer energy usage data, and personal information regarding customers, employees and their dependents, contractors and other individuals.
Our generation, transmission, distribution and fuel storage facilities, information technology systems and other infrastructure or physical assets, as well as the information processed in our systems (e.g., information about our customers, employees, operations, infrastructure and assets) could be affected by cyber security incidents, including those caused by human error. Our industry has begun to see an increased volume and sophistication of cyber security incidents from international activist organizations, Nation States and individuals. Cyber security incidents could harm our businesses by limiting our generating, transmitting and distributing capabilities, delaying our development and construction of new facilities or capital improvement projects to existing facilities, disrupting our customer operations or exposing us to liability. Our generation, transmission systems and natural gas pipelines are part of an interconnected system. Therefore, a disruption caused by the impact of a cyber security incident of the regional electric transmission grid, natural gas pipeline infrastructure or other fuel sources of our third party service providers’ operations, could also negatively impact our business. In addition, such an event would likely receive regulatory scrutiny at both the federal and state level. We are unable to quantify the potential impact of cyber security threats or subsequent related actions. These potential cyber security incidents and corresponding regulatory action could result in a material decrease in revenues and may cause significant additional costs (e.g., penalties, third party claims, repairs, insurance or compliance) and potentially disrupt our supply and markets for natural gas, oil and other fuels.
We maintain security measures designed to protect our information technology systems, network infrastructure and other assets. However, these assets and the information they process may be vulnerable to cyber security incidents, including the resulting disability, or failures of assets or unauthorized access to assets or information. If our technology systems were to fail or be breached, or those of our third-party service providers, we may be unable to fulfill critical business functions, including effectively maintaining certain internal controls over financial reporting. We are unable to quantify the potential impact of cyber security incidents on our business.
Rising energy prices could negatively impact our business.
Although commodity prices are currently relatively low, if fuel costs increase, customer demand could decline and bad debt expense may rise, which could have a material impact on our results of operations. While we have fuel clause recovery mechanisms, higher fuel costs could significantly impact our results of operations if costs are not recovered. Delays in the timing of the collection of fuel cost recoveries as compared with expenditures for fuel purchases could have an impact on our cash flows. Low fuel costs could have a positive impact on sales although, low oil prices could negatively impact oil and gas production activities. We are unable to predict future prices or the ultimate impact of such prices on our results of operations or cash flows.
Our operating results may fluctuate on a seasonal and quarterly basis and can be adversely affected by milder weather.
Our electric utility business is seasonal, and weather patterns can have a material impact on our operating performance. Demand for electricity is often greater in the summer and winter months associated with cooling and heating. Accordingly, our operations have historically generated less revenues and income when weather conditions are milder in the winter and cooler in the summer. Unusually mild winters and summers could have an adverse effect on our financial condition, results of operations, or cash flows.
Item 1B — Unresolved Staff Comments
None.
Item 2 — Properties
Virtually all of the utility plant property of SPS is subject to the lien of its first mortgage bond indenture.
| Electric Utility Generating Stations: | |||||||
| Station, Location and Unit | Fuel | Installed | Summer 2015 Net Dependable Capability (MW) | ||||
| Steam: | |||||||
| Harrington-Amarillo, Texas, 3 Units | Coal | 1976-1980 | 1,018 | ||||
| Tolk-Muleshoe, Texas, 2 Units | Coal | 1982-1985 | 1,067 | ||||
| Cunningham-Hobbs, N.M., 2 Units | Natural Gas | 1957-1965 | 254 | ||||
| Jones-Lubbock, Texas, 2 Units | Natural Gas | 1971-1974 | 486 | ||||
| Maddox-Hobbs, N.M., 1 Unit | Natural Gas | 1967 | 112 | ||||
| Nichols-Amarillo, Texas, 3 Units | Natural Gas | 1960-1968 | 457 | ||||
| Plant X-Earth, Texas, 4 Units | Natural Gas | 1952-1964 | 411 | ||||
| Combustion Turbine: | |||||||
| Carlsbad-Carlsbad, N.M., 1 Unit | Natural Gas | 1968 | 10 | ||||
| Cunningham-Hobbs, N.M., 2 Units | Natural Gas | 1998 | 212 | ||||
| Jones-Lubbock, Texas, 2 Units | Natural Gas | 2011-2013 | 338 | ||||
| Maddox-Hobbs, N.M., 1 Unit | Natural Gas | 1963-1976 | 61 | ||||
| Total | 4,426 | ||||||
Electric utility overhead and underground transmission and distribution lines (measured in conductor miles) at Dec. 31, 2015:
| Conductor Miles | ||
| 345 KV | 8,108 | |
| 230 KV | 9,302 | |
| 115 KV | 12,427 | |
| Less than 115 KV | 23,299 | |
SPS had 444 electric utility transmission and distribution substations at Dec. 31, 2015.
Item 3 — Legal Proceedings
SPS is involved in various litigation matters that are being defended and handled in the ordinary course of business. The assessment of whether a loss is probable or is a reasonable possibility, and whether the loss or a range of loss is estimable, often involves a series of complex judgments about future events. Management maintains accruals for such losses that are probable of being incurred and subject to reasonable estimation. Management is sometimes unable to estimate an amount or range of a reasonably possible loss in certain situations, including but not limited to when (1) the damages sought are indeterminate, (2) the proceedings are in the early stages, or (3) the matters involve novel or unsettled legal theories. In such cases, there is considerable uncertainty regarding the timing or ultimate resolution of such matters, including a possible eventual loss.
Additional Information
See Note 11 to the financial statements for further discussion of legal claims and environmental proceedings. See Item 1 and Note 10 to the financial statements for a discussion of proceedings involving utility rates and other regulatory matters.
Item 4 — Mine Safety Disclosures
None.
PART II
20
Item 5 — Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
SPS is a wholly owned subsidiary of Xcel Energy Inc. and there is no market for its common equity securities. SPS has dividend restrictions imposed by FERC rules and state regulatory commissions:
| • | Dividends are subject to the FERC’s jurisdiction under the Federal Power Act, which prohibits the payment of dividends out of capital accounts; payment of dividends is allowed out of retained earnings only. |
| • | The most restrictive dividend limitation for SPS is imposed by its state regulatory commissions. SPS’ state regulatory commissions indirectly limit the amount of dividends that SPS can pay Xcel Energy Inc. by requiring an equity-to-total capitalization ratio (excluding short-term debt) between 45.0 percent and 55.0 percent. In addition, SPS may not pay a dividend that would cause it to lose its investment grade bond rating. SPS’ equity-to-total capitalization ratio (excluding short-term debt) was 53.8 percent at Dec. 31, 2015 and $438 million in retained earnings was not restricted. |
See Note 4 to the financial statements for further discussion of SPS’ dividend policy.
The dividends declared during 2015 and 2014 were as follows:
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| First quarter | $ | 25,339 | $ | 18,181 | ||||
| Second quarter | 23,025 | 24,368 | ||||||
| Third quarter | 24,352 | 22,866 | ||||||
| Fourth quarter | 12,538 | 27,828 | ||||||
Item 6 — Selected Financial Data
This is omitted per conditions set forth in general instructions I (1)(a) and (b) of Form 10-K for wholly owned subsidiaries (reduced disclosure format).
Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations
Discussion of financial condition and liquidity for SPS is omitted per conditions set forth in general instructions I(1)(a) and (b) of Form 10-K for wholly owned subsidiaries. It is replaced with management’s narrative analysis of the results of operations set forth in general instructions I(2)(a) of Form 10-K for wholly owned subsidiaries (reduced disclosure format).
Financial Review
The following discussion and analysis by management focuses on those factors that had a material effect on SPS’ financial condition, results of operations, and cash flows during the periods presented, or are expected to have a material impact in the future. It should be read in conjunction with the accompanying financial statements and the related notes to the financial statements.
Forward-Looking Statements
Except for the historical statements contained in this report, the matters discussed herein are forward-looking statements that are subject to certain risks, uncertainties and assumptions. Such forward-looking statements are intended to be identified in this document by the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “objective,” “outlook,” “plan,” “project,” “possible,” “potential,” “should,” and similar expressions. Actual results may vary materially. Forward-looking statements speak only as of the date they are made, and we expressly disclaim any obligation to update any forward-looking information. The following factors, in addition to those discussed elsewhere in this Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2015 (including the items described under Factors Affecting Results of Operations; and the other risk factors listed from time to time by SPS in reports filed with the SEC, including “Risk Factors” in Item 1A of this Annual Report on Form 10-K and Exhibit 99.01 hereto), could cause actual results to differ materially from management expectations as suggested by such forward-looking information: general economic conditions, including inflation rates, monetary fluctuations and their impact on capital expenditures and the ability of SPS to obtain financing on favorable terms; business conditions in the energy industry, including the risk of a slow down in the U.S. economy or delay in growth recovery; trade, fiscal, taxation and environmental policies in areas where SPS has a financial interest; customer business conditions; actions of credit rating agencies; competitive factors, including the extent and timing of the entry of additional competition in the markets served by SPS; unusual weather; effects of geopolitical events, including war and acts of terrorism; cyber security threats and data security breaches; state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, have an impact on rates or have an impact on asset operation or ownership or impose environmental compliance conditions; structures that affect the speed and degree to which competition enters the electric market; costs and other effects of legal and administrative proceedings, settlements, investigations and claims; financial or regulatory accounting policies imposed by regulatory bodies; outcomes of regulatory proceedings; availability or cost of capital; and employee work force factors.
Results of Operations
SPS’ net income was approximately $127.3 million for 2015, compared with net income of approximately $129.9 million for 2014. Although Texas electric rates rose as a result of the prior year rate case, this was reduced by the negative impact of the 2015 case. The net increase in electric rates was more than offset by additional depreciation, higher O&M expenses and lower AFUDC.
Electric Revenues and Margins
Electric fuel and purchased power expenses tend to vary with changing retail and wholesale sales requirements and unit cost changes in fuel and purchased power. The design of fuel and purchased power cost recovery mechanisms of the Texas and New Mexico jurisdictions may not allow for complete recovery of all expenses and, therefore, changes in fuel or purchased power costs can impact earnings. The following table details the electric revenues and margin:
| (Millions of Dollars) | 2015 | 2014 | ||||||
| Electric revenues | $ | 1,787 | $ | 1,937 | ||||
| Electric fuel and purchased power | (1,001 | ) | (1,192 | ) | ||||
| Electric margin | $ | 786 | $ | 745 | ||||
The following tables summarize the components of the changes in electric revenues and electric margin for the year ended Dec. 31:
Electric Revenues
| (Millions of Dollars) | 2015 vs. 2014 | |||
| Transmission revenue | $ | 63 | ||
| Trading | 21 | |||
| Retail rate increase, net (Texas) | 17 | |||
| Fuel and purchased power cost recovery | (236 | ) | ||
| Firm wholesale | (11 | ) | ||
| Estimated impact of weather | (3 | ) | ||
| Other, net | (1 | ) | ||
| Total decrease in electric revenues | $ | (150 | ) | |
21
Electric Margin
| (Millions of Dollars) | 2015 vs. 2014 | |||
| Transmission revenue | $ | 41 | ||
| Retail rate increase, net (Texas) | 17 | |||
| Firm wholesale | (10 | ) | ||
| Estimated impact of weather | (3 | ) | ||
| Other, net | (4 | ) | ||
| Total increase in electric margin | $ | 41 | ||
Non-Fuel Operating Expense and Other Items
O&M Expenses — O&M expenses increased $12.6 million, or 4.6 percent for 2015 compared with 2014. The following summarizes the components of the changes for the year ended Dec. 31:
| (Millions of Dollars) | 2015 vs. 2014 | |||
| Plant generation costs | $ | 7 | ||
| Employee benefits | 3 | |||
| Transmission costs | 2 | |||
| Other, net | 1 | |||
| Total increase in O&M expenses | $ | 13 | ||
Depreciation and Amortization — Depreciation and amortization expenses increased $15.3 million, or 11.3 percent for 2015 compared with 2014. The increase is primarily attributable to capital investments. Additionally, reduced depreciation expense associated with a production rate case with the FERC was partially offset by increased depreciation expense as approved in the 2015 Texas Retail Electric rate case. See Note 10 to the financial statements for further discussion.
Taxes (Other Than Income Taxes) — Taxes (other than income taxes) increased $3.7 million, or 6.8 percent for 2015 compared with 2014. The increase is primarily due to higher property taxes.
AFUDC, Equity and Debt — AFUDC decreased $7.3 million for 2015 compared with 2014. The decrease was primarily due to the completion of construction transmission facilities.
Interest Charges — Interest charges increased $3.8 million, or 4.8 percent, for 2015 compared with 2014. The increase was primarily due to higher long-term debt levels, partially offset by lower interest rates.
Income Taxes — Income tax expense decreased $0.2 million for 2015 compared with 2014. The ETR was 37.1 percent for 2015, compared with 36.7 percent for 2014.
Item 7A — Quantitative and Qualitative Disclosures About Market Risk
Derivatives, Risk Management and Market Risk
SPS is exposed to a variety of market risks in the normal course of business. Market risk is the potential loss that may occur as a result of adverse changes in the market or fair value of a particular instrument or commodity. All financial and commodity-related instruments, including derivatives, are subject to market risk. See Note 9 to the financial statements for further discussion of market risks associated with derivatives.
SPS is exposed to the impact of adverse changes in price for energy and energy-related products, which is partially mitigated by the use of commodity derivatives. In addition to ongoing monitoring and maintaining credit policies intended to minimize overall credit risk, when necessary, management takes steps to mitigate changes in credit and concentration risks associated with its derivatives and other contracts, including parental guarantees and requests of collateral. While SPS expects that the counterparties will perform under the contracts underlying its derivatives, the contracts expose SPS to some credit and nonperformance risk.
22
Though no material non-performance risk currently exists with the counterparties to SPS’ commodity derivative contracts, distress in the financial markets may in the future impact that risk to the extent it impacts those counterparties. Distress in the financial markets may also impact the fair value of the securities in the master pension trust, as well as SPS’ ability to earn a return on short-term investments of excess cash.
Commodity Price Risk — SPS is exposed to commodity price risk in its electric operations. Commodity price risk is managed by entering into short- and long-term physical purchase and sales contracts for electric capacity, energy and energy-related products. Commodity price risk is also managed through the use of financial derivative instruments. SPS’ risk management policy allows it to manage commodity price risk to the extent such exposure exists.
Wholesale and Commodity Trading Risk — SPS conducts wholesale and commodity trading activities, including the purchase and sale of electric capacity, energy and energy-related instruments. SPS’ risk management policy allows management to conduct these activities within guidelines and limitations as approved by its risk management committee, which is made up of management personnel not directly involved in the activities governed by this policy.
Interest Rate Risk — SPS is subject to the risk of fluctuating interest rates in the normal course of business. SPS’ risk management policy allows interest rate risk to be managed through the use of fixed rate debt, floating rate debt and interest rate derivatives such as swaps, caps, collars and put or call options.
At Dec. 31, 2015 and 2014, a 100 basis point change in the benchmark rate on SPS’ variable rate debt would impact annual pretax interest expense by approximately $0.2 million and $0.5 million, respectively. See Note 9 to the financial statements for a discussion of SPS’ interest rate derivatives.
Credit Risk — SPS is also exposed to credit risk. Credit risk relates to the risk of loss resulting from counterparties’ nonperformance on their contractual obligations. SPS maintains credit policies intended to minimize overall credit risk and actively monitors these policies to reflect changes and scope of operations.
At Dec. 31, 2015, a 10 percent increase in commodity prices would have resulted in an increase in credit exposure of $0.5 million, while a decrease in prices of 10 percent would have resulted in a decrease in credit exposure of $0.5 million. At Dec. 31, 2014, a 10 percent increase in commodity prices would have resulted in a decrease in credit exposure of $0.1 million, while a decrease in prices of 10 percent would have resulted in an increase in credit exposure of $0.1 million.
SPS conducts standard credit reviews for all counterparties. SPS employs additional credit risk control mechanisms when appropriate, such as letters of credit, parental guarantees, standardized master netting agreements and termination provisions that allow for offsetting of positive and negative exposures. Credit exposure is monitored and, when necessary, the activity with a specific counterparty is limited until credit enhancement is provided. Distress in the financial markets could increase SPS’ credit risk.
Fair Value Measurements
SPS follows accounting and disclosure guidance on fair value measurements that contains a hierarchy for inputs used in measuring fair value and requires disclosure of the observability of the inputs used in these measurements. See Note 9 to the financial statements for further discussion of the fair value hierarchy and the amounts of assets and liabilities measured at fair value that have been assigned to Level 3.
Commodity Derivatives — SPS continuously monitors the creditworthiness of the counterparties to its commodity derivative contracts and assesses each counterparty’s ability to perform on the transactions set forth in the contracts. Given this assessment and the typically short duration of these contracts, the impact of discounting commodity derivative assets for counterparty credit risk was not material to the fair value of commodity derivative assets at Dec. 31, 2015. SPS also assesses the impact of its own credit risk when determining the fair value of commodity derivative liabilities. The impact of discounting commodity derivative liabilities for credit risk was immaterial to the fair value of commodity derivative liabilities at Dec. 31, 2015.
Commodity derivative assets and liabilities assigned to Level 3 consist of FTRs. Determining the fair value of FTRs requires numerous management forecasts that vary in observability, including various forward commodity prices, retail and wholesale demand, generation and resulting transmission system congestion. Given the limited observability of management’s forecasts for several of these inputs, these instruments have been assigned a Level 3. Level 3 commodity derivatives assets and liabilities included $9.0 million and $3.9 million of estimated fair values, respectively, for FTRs held at Dec. 31, 2015.
23
Item 8 — Financial Statements and Supplementary Data
See 15-1 in Part IV for an index of financial statements included herein.
See Note 15 to the financial statements for summarized quarterly financial data.
24
Management Report on Internal Controls Over Financial Reporting
The management of SPS is responsible for establishing and maintaining adequate internal control over financial reporting. SPS’ internal control system was designed to provide reasonable assurance to Xcel Energy Inc.’s and SPS’ management and board of directors regarding the preparation and fair presentation of published financial statements.
All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
SPS management assessed the effectiveness of SPS’ internal control over financial reporting as of Dec. 31, 2015. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework (2013). Based on our assessment, we believe that, as of Dec. 31, 2015, SPS’ internal control over financial reporting is effective at the reasonable assurance level based on those criteria.
| /s/ BEN FOWKE | /s/ TERESA S. MADDEN | |
| Ben Fowke | Teresa S. Madden | |
| Chairman and Chief Executive Officer | Executive Vice President, Chief Financial Officer | |
| Feb. 22, 2016 | Feb. 22, 2016 | |
25
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholder of
Southwestern Public Service Company
We have audited the accompanying balance sheets and statements of capitalization of Southwestern Public Service Company (the “Company”) as of December 31, 2015 and 2014, and the related statements of income, comprehensive income, cash flows, and common stockholder’s equity for each of the three years in the period ended December 31, 2015. Our audits also included the financial statement schedule listed in the Index at Item 15. These financial statements and financial statement schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements and financial statement schedule based on our audits.
We conducted our audits 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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the financial position of Southwestern Public Service Company as of December 31, 2015 and 2014, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2015, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, such financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.
| /s/ DELOITTE & TOUCHE LLP |
| Minneapolis, Minnesota |
| February 22, 2016 |
26
SOUTHWESTERN PUBLIC SERVICE CO.
STATEMENTS OF INCOME
(amounts in thousands of dollars)
| Year Ended Dec. 31 | |||||||||||
| 2015 | 2014 | 2013 | |||||||||
| Operating revenues | $ | 1,787,218 | $ | 1,937,370 | $ | 1,707,087 | |||||
| Operating expenses | |||||||||||
| Electric fuel and purchased power | 1,001,083 | 1,192,176 | 1,059,330 | ||||||||
| Operating and maintenance expenses | 289,856 | 277,217 | 253,880 | ||||||||
| Demand side management program expenses | 13,365 | 12,350 | 12,420 | ||||||||
| Depreciation and amortization | 150,913 | 135,632 | 121,907 | ||||||||
| Taxes (other than income taxes) | 57,536 | 53,871 | 49,533 | ||||||||
| Total operating expenses | 1,512,753 | 1,671,246 | 1,497,070 | ||||||||
| Operating income | 274,465 | 266,124 | 210,017 | ||||||||
| Other (expense) income, net | (6 | ) | (59 | ) | 140 | ||||||
| Allowance for funds used during construction — equity | 7,378 | 12,118 | 10,186 | ||||||||
| Interest charges and financing costs | |||||||||||
Interest charges — includes other financing costs of $3,158, $3,038 and $3,031, respectively | 84,040 | 80,218 | 77,866 | ||||||||
| Allowance for funds used during construction — debt | (4,491 | ) | (7,089 | ) | (6,461 | ) | |||||
| Total interest charges and financing costs | 79,549 | 73,129 | 71,405 | ||||||||
| Income before income taxes | 202,288 | 205,054 | 148,938 | ||||||||
| Income taxes | 75,025 | 75,202 | 53,761 | ||||||||
| Net income | $ | 127,263 | $ | 129,852 | $ | 95,177 | |||||
See Notes to Financial Statements
27
SOUTHWESTERN PUBLIC SERVICE CO.
STATEMENTS OF COMPREHENSIVE INCOME
(amounts in thousands of dollars)
| Year Ended Dec. 31 | |||||||||||
| 2015 | 2014 | 2013 | |||||||||
| Net income | $ | 127,263 | $ | 129,852 | $ | 95,177 | |||||
| Other comprehensive (loss) income | |||||||||||
| Pension and retiree medical benefits: | |||||||||||
Net pension and retiree medical benefits losses arising during the period, net of tax of $(260), $0, and $0, respectively | (464 | ) | — | — | |||||||
| Derivative instruments: | |||||||||||
Reclassification of losses to net income, net of tax of $97, $96, and $97, respectively | 172 | 172 | 171 | ||||||||
| Other comprehensive (loss) income | (292 | ) | 172 | 171 | |||||||
| Comprehensive income | $ | 126,971 | $ | 130,024 | $ | 95,348 | |||||
See Notes to Financial Statements
28
SOUTHWESTERN PUBLIC SERVICE CO.
STATEMENTS OF CASH FLOWS
(amounts in thousands of dollars)
| Year Ended Dec. 31 | |||||||||||
| 2015 | 2014 | 2013 | |||||||||
| Operating activities | |||||||||||
| Net income | $ | 127,263 | $ | 129,852 | $ | 95,177 | |||||
| Adjustments to reconcile net income to cash provided by operating activities: | |||||||||||
| Depreciation and amortization | 153,241 | 137,947 | 124,069 | ||||||||
| Demand side management program amortization | 1,673 | 1,673 | 1,673 | ||||||||
| Deferred income taxes | 62,836 | 123,517 | 36,475 | ||||||||
| Amortization of investment tax credits | (213 | ) | (341 | ) | (341 | ) | |||||
| Allowance for equity funds used during construction | (7,378 | ) | (12,118 | ) | (10,186 | ) | |||||
| Provision for bad debts | 4,655 | 4,137 | 3,437 | ||||||||
| Gain on sale of transmission assets | — | — | (13,661 | ) | |||||||
| Net derivative losses | 268 | 268 | 268 | ||||||||
| Other | (3,827 | ) | — | — | |||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable | (3,291 | ) | 9,045 | (36,184 | ) | ||||||
| Accrued unbilled revenues | 25,506 | (20,080 | ) | (10,315 | ) | ||||||
| Inventories | 5,686 | (6,093 | ) | (7,443 | ) | ||||||
| Prepayments and other | (24,712 | ) | (11,905 | ) | 4,456 | ||||||
| Accounts payable | (24,570 | ) | 11,428 | 20,650 | |||||||
| Net regulatory assets and liabilities | 26,452 | (973 | ) | 620 | |||||||
| Other current liabilities | (30,762 | ) | 12,665 | 51,880 | |||||||
| Pension and other employee benefit obligations | (9,405 | ) | (2,246 | ) | (17,968 | ) | |||||
| Change in other noncurrent assets | 2,352 | 2,836 | (2,281 | ) | |||||||
| Change in other noncurrent liabilities | 8,974 | 7,166 | (2,689 | ) | |||||||
| Net cash provided by operating activities | 314,748 | 386,778 | 237,637 | ||||||||
| Investing activities | |||||||||||
| Utility capital/construction expenditures | (599,511 | ) | (554,936 | ) | (584,736 | ) | |||||
| Allowance for equity funds used during construction | 7,378 | 12,118 | 10,186 | ||||||||
| Proceeds from sale of transmission assets | — | — | 37,118 | ||||||||
| Investments in utility money pool arrangement | (92,000 | ) | (105,000 | ) | (12,000 | ) | |||||
| Receipts from utility money pool arrangement | 92,000 | 105,000 | 12,000 | ||||||||
| Other | 3,136 | — | — | ||||||||
| Net cash used in investing activities | (588,997 | ) | (542,818 | ) | (537,432 | ) | |||||
| Financing activities | |||||||||||
| (Repayment of) proceeds from short-term borrowings, net | (22,000 | ) | (47,000 | ) | 75,000 | ||||||
| Proceeds from issuance of long-term debt | 198,496 | 148,123 | 94,626 | ||||||||
| Borrowings under utility money pool arrangement | 579,700 | 458,000 | 767,000 | ||||||||
| Repayments under utility money pool arrangement | (595,700 | ) | (480,000 | ) | (729,000 | ) | |||||
| Capital contributions from parent | 214,535 | 160,000 | 162,277 | ||||||||
| Dividends paid to parent | (100,544 | ) | (83,498 | ) | (69,579 | ) | |||||
| Net cash provided by financing activities | 274,487 | 155,625 | 300,324 | ||||||||
| Net change in cash and cash equivalents | 238 | (415 | ) | 529 | |||||||
| Cash and cash equivalents at beginning of year | 596 | 1,011 | 482 | ||||||||
| Cash and cash equivalents at end of year | $ | 834 | $ | 596 | $ | 1,011 | |||||
| Supplemental disclosure of cash flow information: | |||||||||||
| Cash paid for interest (net of amounts capitalized) | $ | (76,474 | ) | $ | (70,748 | ) | $ | (67,209 | ) | ||
| Cash (paid) received for income taxes, net | (23,987 | ) | 42,679 | (16,721 | ) | ||||||
| Supplemental disclosure of non-cash investing transactions: | |||||||||||
| Property, plant and equipment additions in accounts payable | $ | 44,335 | $ | 33,164 | $ | 23,305 | |||||
See Notes to Financial Statements
29
SOUTHWESTERN PUBLIC SERVICE CO.
BALANCE SHEETS
(amounts in thousands, except share and per share data)
| Dec. 31 | ||||||||
| 2015 | 2014 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 834 | $ | 596 | ||||
| Accounts receivable, net | 71,166 | 71,626 | ||||||
| Accounts receivable from affiliates | 1,079 | 1,983 | ||||||
| Accrued unbilled revenues | 103,781 | 129,287 | ||||||
| Inventories | 37,546 | 43,231 | ||||||
| Regulatory assets | 31,541 | 52,006 | ||||||
| Derivative instruments | 12,952 | 23,776 | ||||||
| Deferred income taxes | 35,686 | 51,854 | ||||||
| Prepaid taxes | 35,666 | 11,273 | ||||||
| Prepayments and other | 20,520 | 20,203 | ||||||
| Total current assets | 350,771 | 405,835 | ||||||
| Property, plant and equipment, net | 4,348,823 | 3,743,141 | ||||||
| Other assets | ||||||||
| Regulatory assets | 301,814 | 323,305 | ||||||
| Derivative instruments | 25,272 | 33,164 | ||||||
| Other | 15,532 | 15,859 | ||||||
| Total other assets | 342,618 | 372,328 | ||||||
| Total assets | $ | 5,042,212 | $ | 4,521,304 | ||||
| Liabilities and Equity | ||||||||
| Current liabilities | ||||||||
| Current portion of long-term debt | $ | 200,000 | $ | — | ||||
| Short-term debt | 15,000 | 37,000 | ||||||
| Borrowings under utility money pool arrangement | — | 16,000 | ||||||
| Accounts payable | 146,794 | 160,762 | ||||||
| Accounts payable to affiliates | 29,135 | 19,790 | ||||||
| Regulatory liabilities | 98,305 | 87,723 | ||||||
| Taxes accrued | 33,374 | 27,208 | ||||||
| Accrued interest | 17,781 | 17,057 | ||||||
| Dividends payable | 12,538 | 27,828 | ||||||
| Derivative instruments | 3,565 | 3,565 | ||||||
| Other | 35,654 | 80,211 | ||||||
| Total current liabilities | 592,146 | 477,144 | ||||||
| Deferred credits and other liabilities | ||||||||
| Deferred income taxes | 896,430 | 849,145 | ||||||
| Regulatory liabilities | 229,584 | 115,188 | ||||||
| Asset retirement obligations | 27,233 | 26,031 | ||||||
| Derivative instruments | 27,078 | 30,643 | ||||||
| Pension and employee benefit obligations | 93,346 | 103,670 | ||||||
| Other | 17,841 | 9,320 | ||||||
| Total deferred credits and other liabilities | 1,291,512 | 1,133,997 | ||||||
| Commitments and contingencies | ||||||||
| Capitalization | ||||||||
| Long-term debt | 1,350,605 | 1,349,691 | ||||||
| Common stock — 200 shares authorized of $1.00 par value; 100 shares outstanding at Dec. 31, 2015 and 2014, respectively | — | — | ||||||
| Additional paid in capital | 1,371,223 | 1,165,463 | ||||||
| Retained earnings | 438,007 | 395,998 | ||||||
| Accumulated other comprehensive loss | (1,281 | ) | (989 | ) | ||||
| Total common stockholder’s equity | 1,807,949 | 1,560,472 | ||||||
| Total liabilities and equity | $ | 5,042,212 | $ | 4,521,304 | ||||
See Notes to Financial Statements
30
SOUTHWESTERN PUBLIC SERVICE CO.
STATEMENTS OF COMMON STOCKHOLDER’S EQUITY
(amounts in thousands of dollars, except share data)
| Common Stock Issued | Accumulated Other Comprehensive Income (Loss) | Total Common Stockholder’s Equity | ||||||||||||||||||||
| Shares | Par Value | Additional Paid In Capital | Retained Earnings | |||||||||||||||||||
| Balance at Dec. 31, 2012 | 100 | $ | — | $ | 843,186 | $ | 335,101 | $ | (1,332 | ) | $ | 1,176,955 | ||||||||||
| Net income | 95,177 | 95,177 | ||||||||||||||||||||
| Other comprehensive income | 171 | 171 | ||||||||||||||||||||
| Common dividends declared to parent | (70,889 | ) | (70,889 | ) | ||||||||||||||||||
| Contribution of capital by parent | 162,277 | 162,277 | ||||||||||||||||||||
| Balance at Dec. 31, 2013 | 100 | $ | — | $ | 1,005,463 | $ | 359,389 | $ | (1,161 | ) | $ | 1,363,691 | ||||||||||
| Net income | 129,852 | 129,852 | ||||||||||||||||||||
| Other comprehensive income | 172 | 172 | ||||||||||||||||||||
| Common dividends declared to parent | (93,243 | ) | (93,243 | ) | ||||||||||||||||||
| Contribution of capital by parent | 160,000 | 160,000 | ||||||||||||||||||||
| Balance at Dec. 31, 2014 | 100 | $ | — | $ | 1,165,463 | $ | 395,998 | $ | (989 | ) | $ | 1,560,472 | ||||||||||
| Net income | 127,263 | 127,263 | ||||||||||||||||||||
| Other comprehensive loss | (292 | ) | (292 | ) | ||||||||||||||||||
| Common dividends declared to parent | (85,254 | ) | (85,254 | ) | ||||||||||||||||||
| Contribution of capital by parent | 205,760 | 205,760 | ||||||||||||||||||||
| Balance at Dec. 31, 2015 | 100 | $ | — | $ | 1,371,223 | $ | 438,007 | $ | (1,281 | ) | $ | 1,807,949 | ||||||||||
See Notes to Financial Statements
31
SOUTHWESTERN PUBLIC SERVICE CO.
STATEMENTS OF CAPITALIZATION
(amounts in thousands of dollars, except share data)
| Dec. 31 | |||||||
| 2015 | 2014 | ||||||
| Long-Term Debt | |||||||
| First Mortgage Bonds, Series due: | |||||||
| June 15, 2024, 3.3% | $ | 350,000 | $ | 150,000 | |||
| Aug. 15, 2041, 4.5% | 400,000 | 400,000 | |||||
| Unsecured Senior E Notes, due Oct. 1, 2016, 5.6% | 200,000 | 200,000 | |||||
| Unsecured Senior G Notes, due Dec. 1, 2018, 8.75% | 250,000 | 250,000 | |||||
| Unsecured Senior C and D Notes, due Oct. 1, 2033, 6% | 100,000 | 100,000 | |||||
| Unsecured Senior F Notes, due Oct. 1, 2036, 6% | 250,000 | 250,000 | |||||
| Unamortized (discount) premium | 605 | (309 | ) | ||||
| Total | 1,550,605 | 1,349,691 | |||||
| Less current maturities | 200,000 | — | |||||
| Total long-term debt | $ | 1,350,605 | $ | 1,349,691 | |||
| Common Stockholder’s Equity | |||||||
Common stock — 200 shares authorized of $1.00 par value, 100 shares outstanding at Dec. 31, 2015 and 2014, respectively | $ | — | $ | — | |||
| Additional paid in capital | 1,371,223 | 1,165,463 | |||||
| Retained earnings | 438,007 | 395,998 | |||||
| Accumulated other comprehensive loss | (1,281 | ) | (989 | ) | |||
| Total common stockholder’s equity | $ | 1,807,949 | $ | 1,560,472 | |||
See Notes to Financial Statements
32
NOTES TO FINANCIAL STATEMENTS
| 1. | Summary of Significant Accounting Policies |
Business and System of Accounts — SPS is engaged in the regulated generation, purchase, transmission, distribution and sale of electricity. SPS’ financial statements and disclosures are presented in accordance with GAAP. All of SPS’ underlying accounting records also conform to the FERC uniform system of accounts or to systems required by various state regulatory commissions, which are the same in all material respects.
Variable Interest Entities — SPS evaluates its arrangements and contracts with other entities, including but not limited to, PPAs and fuel contracts to determine if the other party is a variable interest entity, if SPS has a variable interest and if SPS is the primary beneficiary. SPS follows accounting guidance for variable interest entities which requires consideration of the activities that most significantly impact an entity’s financial performance and power to direct those activities, when determining whether SPS is a variable interest entity’s primary beneficiary. See Note 11 for further discussion of variable interest entities.
Use of Estimates — In recording transactions and balances resulting from business operations, SPS uses estimates based on the best information available. Estimates are used for such items as plant depreciable lives or potential disallowances, AROs, certain regulatory assets and liabilities, tax provisions, uncollectible amounts, environmental costs, unbilled revenues, jurisdictional fuel and energy cost allocations and actuarially determined benefit costs. The recorded estimates are revised when better information becomes available or when actual amounts can be determined. Those revisions can affect operating results.
Regulatory Accounting — SPS accounts for certain income and expense items in accordance with accounting guidance for regulated operations. Under this guidance:
| • | Certain costs, which would otherwise be charged to expense or OCI, are deferred as regulatory assets based on the expected ability to recover the costs in future rates; and |
| • | Certain credits, which would otherwise be reflected as income or OCI, are deferred as regulatory liabilities based on the expectation the amounts will be returned to customers in future rates, or because the amounts were collected in rates prior to the costs being incurred. |
Estimates of recovering deferred costs and returning deferred credits are based on specific ratemaking decisions or precedent for each item. Regulatory assets and liabilities are amortized consistent with the treatment in the rate setting process.
If restructuring or other changes in the regulatory environment occur, SPS may no longer be eligible to apply this accounting treatment, and may be required to eliminate regulatory assets and liabilities from its balance sheet. Such changes could have a material effect on SPS’ financial condition, results of operations and cash flows. See Note 12 for further discussion of regulatory assets and liabilities.
Revenue Recognition — Revenues related to the sale of energy are generally recorded when service is rendered or energy is delivered to customers. However, the determination of the energy sales to individual customers is based on the reading of their meter, which occurs on a systematic basis throughout the month. At the end of each month, amounts of energy delivered to customers since the date of the last meter reading are estimated and the corresponding unbilled revenue is recognized. SPS presents its revenues net of any excise or other fiduciary-type taxes or fees.
SPS participates in SPP. SPS recognizes sales to both native load and other end use customers on a gross basis. Revenues and charges for short-term wholesale sales of excess energy transacted through SPP are recorded on a gross basis in electric revenues and cost of sales. Other revenues and charges related to participating and transacting in RTOs are recorded on a net basis in cost of sales.
SPS has various rate-adjustment mechanisms in place that provide for the recovery of electric fuel costs and purchased energy costs. These cost-adjustment tariffs may increase or decrease the level of revenue collected from customers and are revised periodically for differences between the total amount collected under the clauses and the costs incurred. When applicable, under governing regulatory commission rate orders, fuel cost over-recoveries (the excess of fuel revenue billed to customers over fuel costs incurred) are deferred as regulatory liabilities and under-recoveries (the excess of fuel costs incurred over fuel revenues billed to customers) are deferred as regulatory assets.
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Conservation Programs — SPS has implemented programs in its jurisdictions to assist customers in conserving energy and reducing peak demand on the electric system. These programs include commercial motor, air conditioner and lighting upgrades, as well as residential rebates for participation in air conditioner interruption and home weatherization.
The costs incurred for some DSM programs are deferred as permitted by the applicable regulatory jurisdiction. For those programs, costs are deferred if it is probable future revenue will be provided to permit recovery of the incurred cost. Recorded revenues for incentive programs designed for recovery of lost margins and/or conservation performance incentives are limited to amounts expected to be collected within 24 months from the annual period in which they are earned. SPS recovers approved conservation program costs in base rate revenue or through a rider.
Property, Plant and Equipment and Depreciation — Property, plant and equipment is stated at original cost. The cost of plant includes direct labor and materials, contracted work, overhead costs and AFUDC. The cost of plant retired is charged to accumulated depreciation and amortization. Amounts recovered in rates for future removal costs are recorded as regulatory liabilities. Significant additions or improvements extending asset lives are capitalized, while repairs and maintenance costs are charged to expense as incurred. Maintenance and replacement of items determined to be less than a unit of property are charged to operating expenses as incurred. Planned major maintenance activities are charged to operating expense unless the cost represents the acquisition of an additional unit of property or the replacement of an existing unit of property. Property, plant and equipment also includes costs associated with property held for future use. The depreciable lives of certain plant assets are reviewed annually and revised, if appropriate. Property, plant and equipment that is required to be decommissioned early by a regulator is reclassified as plant to be retired.
Property, plant and equipment is tested for impairment when it is determined that the carrying value of the assets may not be recoverable. A loss is recognized in the current period if it becomes probable that part of a cost of a plant under construction or recently completed plant will be disallowed for recovery from customers and a reasonable estimate of the disallowance can be made. For investments in property, plant and equipment that are abandoned and not expected to go into service, incurred costs and related deferred tax amounts are compared to the discounted estimated future rate recovery, and a loss is recognized, if necessary.
SPS records depreciation expense related to its plant using the straight-line method over the plant’s useful life. Actuarial life studies are performed and submitted to the state and federal commissions for review. Upon acceptance by the various commissions, the resulting lives and net salvage rates are used to calculate depreciation. Depreciation expense, expressed as a percentage of average depreciable property, was 2.6, 2.5 and 2.6 percent for the years ended Dec. 31, 2015, 2014 and 2013, respectively.
Leases — SPS evaluates a variety of contracts for lease classification at inception, including PPAs and rental arrangements for office space, vehicles, and equipment. Contracts determined to contain a lease because of per unit pricing that is other than fixed or market price, terms regarding the use of a particular asset, and other factors are evaluated further to determine if the arrangement is a capital lease. See Note 11 for further discussion of leases.
AFUDC — AFUDC represents the cost of capital used to finance utility construction activity. AFUDC is computed by applying a composite financing rate to qualified CWIP. The amount of AFUDC capitalized as a utility construction cost is credited to other nonoperating income (for equity capital) and interest charges (for debt capital). AFUDC amounts capitalized are included in SPS’ rate base for establishing utility service rates.
AROs — SPS accounts for AROs under accounting guidance that requires a liability for the fair value of an ARO to be recognized in the period in which it is incurred if it can be reasonably estimated, with the offsetting associated asset retirement costs capitalized as a long-lived asset. The liability is generally increased over time by applying the effective interest method of accretion, and the capitalized costs are depreciated over the useful life of the long-lived asset. Changes resulting from revisions to the timing or amount of expected asset retirement cash flows are recognized as an increase or a decrease in the ARO. SPS also recovers through rates certain future plant removal costs in addition to AROs. The accumulated removal costs for these obligations are reflected in the balance sheets as a regulatory liability. See Note 11 for further discussion of AROs.
Income Taxes — SPS accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. SPS defers income taxes for all temporary differences between pretax financial and taxable income, and between the book and tax bases of assets and liabilities. SPS uses the tax rates that are scheduled to be in effect when the temporary differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.
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Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. In making such a determination, all available evidence is considered, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations.
Due to the effects of past regulatory practices, when deferred taxes were not required to be recorded due to the use of flow through accounting for ratemaking purposes, the reversal of some temporary differences are accounted for as current income tax expense. Tax credits are recorded when earned unless there is a requirement to defer the benefit and amortize it over the book depreciable lives of the related property. The requirement to defer and amortize only applies to federal ITCs. Utility rate regulation also has resulted in the recognition of certain regulatory assets and liabilities related to income taxes, which are summarized in Note 12.
SPS follows the applicable accounting guidance to measure and disclose uncertain tax positions that it has taken or expects to take in its income tax returns. SPS recognizes a tax position in its financial statements when it is more likely than not that the position will be sustained upon examination based on the technical merits of the position. Recognition of changes in uncertain tax positions are reflected as a component of income tax.
SPS reports interest and penalties related to income taxes within the other income and interest charges sections in the statements of income.
Xcel Energy Inc. and its subsidiaries, including SPS, file consolidated federal income tax returns as well as combined or separate state income tax returns. Federal income taxes paid by Xcel Energy Inc. are allocated to Xcel Energy Inc.’s subsidiaries based on separate company computations of tax. A similar allocation is made for state income taxes paid by Xcel Energy Inc. in connection with combined state filings. Xcel Energy Inc. also allocates its own income tax benefits to its direct subsidiaries which are recorded directly in equity by the subsidiaries based on the relative positive tax liabilities of the subsidiaries.
See Note 6 for further discussion of income taxes.
Types of and Accounting for Derivative Instruments — SPS uses derivative instruments in connection with its utility commodity price and interest rate activities, including forward contracts, futures, swaps and options. All derivative instruments not designated and qualifying for the normal purchases and normal sales exception, as defined by the accounting guidance for derivatives and hedging, are recorded on the balance sheets at fair value as derivative instruments. This includes certain instruments used to mitigate market risk for the utility operations including transmission in organized markets. The classification of changes in fair value for those derivative instruments is dependent on the designation of a qualifying hedging relationship. Changes in fair value of derivative instruments not designated in a qualifying hedging relationship are reflected in current earnings or as a regulatory asset or liability. The classification as a regulatory asset or liability is based on expected recovery of derivative instrument settlements through fuel and purchased energy cost recovery mechanisms.
Interest rate hedging transactions are recorded as a component of interest expense. For further information on derivatives entered to mitigate market risk associated with transmission in organized markets, see Note 9.
Cash Flow Hedges — Certain qualifying hedging relationships are designated as a hedge of a forecasted transaction or future cash flow (cash flow hedge). Changes in the fair value of a derivative designated as a cash flow hedge, to the extent effective, are included in OCI, or deferred as a regulatory asset or liability based on recovery mechanisms until earnings are affected by the hedged transaction.
Normal Purchases and Normal Sales — SPS enters into contracts for the purchase and sale of commodities for use in its business operations. Derivatives and hedging accounting guidance requires a company to evaluate these contracts to determine whether the contracts are derivatives. Certain contracts that meet the definition of a derivative may be exempted from derivative accounting if designated as normal purchases or normal sales.
SPS evaluates all of its contracts at inception to determine if they are derivatives and if they meet the normal purchases and normal sales designation requirements. None of the contracts entered into within the commodity trading operations qualify for a normal purchases and normal sales designation.
See Note 9 for further discussion of SPS’ risk management and derivative activities.
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Fair Value Measurements — SPS presents cash equivalents, interest rate derivatives and commodity derivatives at estimated fair values in its financial statements. Cash equivalents are recorded at cost plus accrued interest; money market funds are measured using quoted net asset values. For interest rate derivatives, quoted prices based primarily on observable market interest rate curves are used as a primary input to establish fair value. For commodity derivatives, the most observable inputs available are generally used to determine the fair value of each contract. In the absence of a quoted price for an identical contract in an active market, SPS may use quoted prices for similar contracts or internally prepared valuation models to determine fair value. See Note 9 for further discussion.
Cash and Cash Equivalents — SPS considers investments in certain instruments, including commercial paper and money market funds, with a remaining maturity of three months or less at the time of purchase, to be cash equivalents.
Accounts Receivable and Allowance for Bad Debts — Accounts receivable are stated at the actual billed amount net of an allowance for bad debts. SPS establishes an allowance for uncollectible receivables based on a policy that reflects its expected exposure to the credit risk of customers.
Inventory — All inventory is recorded at average cost.
RECs — RECs are marketable environmental instruments that represent proof that energy was generated from eligible renewable energy sources. RECs are awarded upon delivery of the associated energy and can be bought and sold. RECs are typically used as a form of measurement of compliance to RPS enacted by those states that are encouraging construction and consumption from renewable energy sources, but can also be sold separately from the energy produced. SPS acquires RECs from the generation or purchase of renewable power.
When RECs are purchased or acquired in the course of generation they are recorded as inventory at cost. The cost of RECs that are utilized for compliance purposes is recorded as electric fuel and purchased power expense. As a result of certain state regulatory orders, SPS reduces recoverable fuel costs for the cost of certain RECs and records that cost as a regulatory asset when the amount is recoverable in future rates.
Sales of RECs that are purchased or acquired in the course of generation are recorded in electric utility operating revenues on a gross basis. The cost of these RECs, related transaction costs, and amounts credited to customers under margin-sharing mechanisms are recorded in electric fuel and purchased power expense.
Emission Allowances — Emission allowances, including the annual SO2 and NOx emission allowance entitlement received from the EPA, are recorded at cost plus associated broker commission fees. SPS follows the inventory accounting model for all emission allowances. Sales of emission allowances are included in electric utility operating revenues and the operating activities section of the statements of cash flows.
Environmental Costs — Environmental costs are recorded when it is probable SPS is liable for remediation costs and the liability can be reasonably estimated. Costs are deferred as a regulatory asset if it is probable that the costs will be recovered from customers in future rates. Otherwise, the costs are expensed. If an environmental expense is related to facilities currently in use, such as emission-control equipment, the cost is capitalized and depreciated over the life of the plant.
Estimated remediation costs, excluding inflationary increases, are recorded based on experience, an assessment of the current situation and the technology currently available for use in the remediation. The recorded costs are regularly adjusted as estimates are revised and remediation proceeds. If other participating PRPs exist and acknowledge their potential involvement with a site, costs are estimated and recorded only for SPS’ expected share of the cost. Any future costs of restoring sites where operation may be extended are treated as a capitalized cost of plant retirement. The depreciation expense levels recoverable in rates include a provision for removal expenses, which may include final remediation costs. Removal costs recovered in rates before the related costs are incurred are classified as a regulatory liability.
See Note 11 for further discussion of environmental costs.
Benefit Plans and Other Postretirement Benefits — SPS maintains pension and postretirement benefit plans for eligible employees. Recognizing the cost of providing benefits and measuring the projected benefit obligation of these plans under applicable accounting guidance requires management to make various assumptions and estimates.
36
Based on regulatory recovery mechanisms, certain unrecognized actuarial gains and losses and unrecognized prior service costs or credits are recorded as regulatory assets and liabilities, rather than OCI.
See Note 7 for further discussion of benefit plans and other postretirement benefits.
Guarantees — SPS recognizes, upon issuance or modification of a guarantee, a liability for the fair market value of the obligation that has been assumed in issuing the guarantee. This liability includes consideration of specific triggering events and other conditions which may modify the ongoing obligation to perform under the guarantee.
The obligation recognized is reduced over the term of the guarantee as SPS is released from risk under the guarantee. See Note 11 for specific details of issued guarantees.
Segment Information — SPS has only one reportable segment. SPS is a wholly owned subsidiary of Xcel Energy Inc. and operates in the regulated electric utility industry providing wholesale and retail electric service in the states of Texas and New Mexico. Operating results from the regulated electric utility segment serve as the primary basis for the chief operating decision maker to evaluate the performance of SPS.
Subsequent Events — Management has evaluated the impact of events occurring after Dec. 31, 2015 up to the date of issuance of these financial statements. These statements contain all necessary adjustments and disclosures resulting from that evaluation.
| 2. | Accounting Pronouncements |
Recently Issued
Revenue Recognition — In May 2014, the FASB issued Revenue from Contracts with Customers, Topic 606 (ASU No. 2014-09), which provides a framework for the recognition of revenue, with the objective that recognized revenues properly reflect amounts an entity is entitled to receive in exchange for goods and services. The new guidance also includes additional disclosure requirements regarding revenue, cash flows and obligations related to contracts with customers. As a result of the FASB’s July 2015 deferral of the standard’s required implementation date, the guidance is effective for interim and annual reporting periods beginning after Dec. 15, 2017. SPS is currently evaluating the impact of adopting ASU 2014-09 on its financial statements.
Consolidation — In February 2015, the FASB issued Amendments to the Consolidation Analysis, Topic 810 (ASU No. 2015-02), which reduces the number of consolidation models and amends certain consolidation principles related to variable interest entities. This guidance will be effective for interim and annual reporting periods beginning after Dec. 15, 2015, and early adoption is permitted. SPS does not expect the implementation of ASU 2015-02 to have a material impact on its financial statements.
Presentation of Debt Issuance Costs — In April 2015, the FASB issued Simplifying the Presentation of Debt Issuance Costs, Subtopic 835-30 (ASU No. 2015-03), which amends existing guidance to require the presentation of debt issuance costs on the balance sheet as a deduction from the carrying amount of the related debt, instead of an asset. This guidance will be effective for interim and annual reporting periods beginning after Dec. 15, 2015, and early adoption is permitted. Other than the prescribed reclassification of assets to an offset of debt on the balance sheets, SPS does not expect the implementation of ASU 2015-03 to have a material impact on its financial statements.
Fair Value Measurement — In May 2015, the FASB issued Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent), Topic 820 (ASU No. 2015-07), which removes the requirement to categorize fair value measurements using a net asset value methodology in the fair value hierarchy. This guidance will be effective on a retrospective basis, effective for interim and annual reporting periods beginning after Dec. 15, 2015, and early adoption is permitted. Other than the reduced disclosure requirements, SPS does not expect the implementation of ASU 2015-07 to have a material impact on its financial statements.
Presentation of Deferred Taxes — In November 2015, the FASB issued Balance Sheet Classification of Deferred Taxes, Topic 740 (ASU No 2015-17), which removes the requirement to present deferred tax assets and liabilities as current and noncurrent on the balance sheet based on the classification of the related asset or liability, and instead requires classification of all deferred tax assets and liabilities as noncurrent. This guidance will be effective for interim and annual reporting periods beginning after Dec. 15, 2016, and early adoption is permitted. Other than the prescribed classification of all deferred tax assets and liabilities as noncurrent, SPS does not expect the implementation of ASU 2015-17 to have a material impact on its financial statements.
37
Classification and Measurement of Financial Instruments — In January 2016, the FASB issued Recognition and Measurement of Financial Assets and Financial Liabilities, Subtopic 825-10 (ASU No. 2016-01), which among other changes in accounting and disclosure requirements, replaces the cost method of accounting for non-marketable equity securities with a model for recognizing impairments and observable price changes, and also eliminates the available-for-sale classification for marketable equity securities. Under the new guidance, other than when the consolidation or equity method of accounting is utilized, changes in the fair value of equity securities are to be recognized in earnings. This guidance will be effective for interim and annual reporting periods beginning after Dec. 15, 2017. SPS is currently evaluating the impact of adopting ASU 2016-01 on its financial statements.
| 3. | Selected Balance Sheet Data |
| (Thousands of Dollars) | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
| Accounts receivable, net | ||||||||
| Accounts receivable | $ | 77,054 | $ | 77,465 | ||||
| Less allowance for bad debts | (5,888 | ) | (5,839 | ) | ||||
| $ | 71,166 | $ | 71,626 | |||||
| (Thousands of Dollars) | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
| Inventories | ||||||||
| Materials and supplies | $ | 24,888 | $ | 24,738 | ||||
| Fuel | 12,658 | 18,493 | ||||||
| $ | 37,546 | $ | 43,231 | |||||
| (Thousands of Dollars) | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
| Property, plant and equipment, net | ||||||||
| Electric plant | $ | 5,933,764 | $ | 5,376,606 | ||||
| Construction work in progress | 236,697 | 238,519 | ||||||
| Total property, plant and equipment | 6,170,461 | 5,615,125 | ||||||
| Less accumulated depreciation | (1,821,638 | ) | (1,871,984 | ) | ||||
| $ | 4,348,823 | $ | 3,743,141 | |||||
| 4. | Borrowings and Other Financing Instruments |
Short-Term Borrowings
Money Pool — Xcel Energy Inc. and its utility subsidiaries have established a money pool arrangement that allows for short-term investments in and borrowings between the utility subsidiaries. Xcel Energy Inc. may make investments in the utility subsidiaries at market-based interest rates; however, the money pool arrangement does not allow the utility subsidiaries to make investments in Xcel Energy Inc. Money pool borrowings for SPS were as follows:
| (Amounts in Millions, Except Interest Rates) | Three Months Ended Dec. 31, 2015 | |||
| Borrowing limit | $ | 100 | ||
| Amount outstanding at period end | — | |||
| Average amount outstanding | 29 | |||
| Maximum amount outstanding | 89 | |||
| Weighted average interest rate, computed on a daily basis | 0.36 | % | ||
| Weighted average interest rate at period end | N/A | |||
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| (Amounts in Millions, Except Interest Rates) | Twelve Months Ended Dec. 31, 2015 | Twelve Months Ended Dec. 31, 2014 | Twelve Months Ended Dec. 31, 2013 | |||||||||
| Borrowing limit | $ | 100 | $ | 100 | $ | 100 | ||||||
| Amount outstanding at period end | — | 16 | 38 | |||||||||
| Average amount outstanding | 21 | 9 | 46 | |||||||||
| Maximum amount outstanding | 100 | 100 | 100 | |||||||||
| Weighted average interest rate, computed on a daily basis | 0.40 | % | 0.22 | % | 0.29 | % | ||||||
| Weighted average interest rate at end of period | N/A | 0.45 | 0.25 | |||||||||
Commercial Paper — SPS meets its short-term liquidity requirements primarily through the issuance of commercial paper and borrowings under its credit facility. Commercial paper outstanding for SPS was as follows:
| (Amounts in Millions, Except Interest Rates) | Three Months Ended Dec. 31, 2015 | |||
| Borrowing limit | $ | 400 | ||
| Amount outstanding at period end | 15 | |||
| Average amount outstanding | 4 | |||
| Maximum amount outstanding | 55 | |||
| Weighted average interest rate, computed on a daily basis | 0.45 | % | ||
| Weighted average interest rate at period end | 0.60 | |||
| (Amounts in Millions, Except Interest Rates) | Twelve Months Ended Dec. 31, 2015 | Twelve Months Ended Dec. 31, 2014 | Twelve Months Ended Dec. 31, 2013 | |||||||||
| Borrowing limit | $ | 400 | $ | 400 | $ | 300 | ||||||
| Amount outstanding at period end | 15 | 37 | 84 | |||||||||
| Average amount outstanding | 100 | 83 | 32 | |||||||||
| Maximum amount outstanding | 246 | 241 | 140 | |||||||||
| Weighted average interest rate, computed on a daily basis | 0.46 | % | 0.26 | % | 0.30 | % | ||||||
| Weighted average interest rate at end of period | 0.60 | 0.47 | 0.27 | |||||||||
Letters of Credit — SPS may use letters of credit, generally with terms of one-year, to provide financial guarantees for certain operating obligations. At Dec. 31, 2015 and 2014, there were $7.0 million and $30.0 million of letters of credit outstanding, respectively, under the credit facility. The contract amounts of these letters of credit approximate their fair value and are subject to fees.
Credit Facility — In order to use its commercial paper program to fulfill short-term funding needs, SPS must have a revolving credit facility in place at least equal to the amount of its commercial paper borrowing limit and cannot issue commercial paper in an aggregate amount exceeding available capacity under this credit facility. The line of credit provides short-term financing in the form of notes payable to banks, letters of credit and back-up support for commercial paper borrowings.
Credit Agreement — SPS has a five-year credit agreement with a syndicate of banks. The total size of the credit facility is $400 million and the credit facility matures in October 2019.
SPS has the right to request an extension of the termination date for two additional one-year periods. All extension requests are subject to majority bank group approval.
Other features of SPS’ credit facility include:
| • | The credit facility may be increased by up to $50 million. |
| • | The credit facility has a financial covenant requiring that SPS’ debt-to-total capitalization ratio be less than or equal to 65 percent. SPS was in compliance as its debt-to-total capitalization ratio was 46 percent and 47 percent at Dec. 31, 2015 and 2014, respectively. If SPS does not comply with the covenant, an event of default may be declared, and if not remedied, any outstanding amounts due under the facility can be declared due by the lender. |
| • | The credit facility has a cross-default provision that provides SPS will be in default on its borrowings under the facility if SPS or any of its future significant subsidiaries whose total assets exceed 15 percent of SPS’ total assets, default on certain indebtedness in an aggregate principal amount exceeding $75 million. |
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| • | SPS was in compliance with all financial covenants on its debt agreements as of Dec. 31, 2015 and 2014. |
| • | The interest rates under the line of credit are based on Eurodollar borrowing margins ranging from 87.5 to 175 basis points per year based on the applicable long-term credit ratings. |
| • | The commitment fees, also based on applicable long-term credit ratings, are calculated on the unused portion of the lines of credit at a range of 7.5 to 27.5 basis points per year. |
At Dec. 31, 2015, SPS had the following committed credit facility available (in millions):
Credit Facility (a) | Drawn (b) | Available | ||||||||
| $ | 400 | $ | 22.0 | $ | 378.0 | |||||
(a) | This credit facility matures in October 2019. |
(b) | Includes outstanding commercial paper and letters of credit. |
All credit facility bank borrowings, outstanding letters of credit and outstanding commercial paper reduce the available capacity under the credit facility. SPS had no direct advances on the credit facility outstanding at Dec. 31, 2015 and 2014.
Long-Term Borrowings and Other Financing Instruments
Generally, all real and personal property of SPS is subject to the lien of its first mortgage indenture. Debt premiums, discounts and expenses are amortized over the life of the related debt. The premiums, discounts and expenses associated with refinanced debt are deferred and amortized over the life of the related new issuance, in accordance with regulatory guidelines.
In 2015, SPS issued $200 million of 3.3 percent first mortgage bonds due June 15, 2024. In 2014, SPS issued $150 million of 3.30 percent first mortgage bonds due June 15, 2024.
In 2014, in connection with SPS’ issuance of $150 million of 3.30 percent first mortgage bonds due June 15, 2024, SPS concurrently secured its previously issued Series G Senior Notes due Dec. 1, 2018 equally and ratably with SPS’ first mortgage bonds as required pursuant to the terms of the Series G notes.
Also in 2014, to provide the required collateralization, SPS issued $250 million of collateral 8.75 percent first mortgage bonds due Dec. 1, 2018 to the trustee under its senior unsecured indenture which secured the previously issued Series G Senior Notes, 8.75 percent due Dec. 1, 2018, equally and ratably with SPS’ first mortgage bonds.
During the next five years, SPS has long-term debt maturities of $200 million and $250 million due in 2016 and 2018, respectively.
Deferred Financing Costs — Other assets included deferred financing costs of approximately $12.1 million and $10.9 million, net of amortization, at Dec. 31, 2015 and 2014, respectively. SPS is amortizing these financing costs over the remaining maturity periods of the related debt.
Dividend Restrictions — SPS’ dividends are subject to the FERC’s jurisdiction, which prohibits the payment of dividends out of capital accounts; payment of dividends is allowed out of retained earnings only.
The most restrictive dividend limitation for SPS is imposed by its state regulatory commissions. SPS’ state regulatory commissions indirectly limit the amount of dividends that SPS can pay Xcel Energy Inc. by requiring an equity-to-total capitalization ratio (excluding short-term debt) between 45.0 percent and 55.0 percent. In addition, SPS may not pay a dividend that would cause it to lose its investment grade bond rating. SPS’ equity-to-total capitalization ratio (excluding short-term debt) was 53.8 percent at Dec. 31, 2015 and $438 million in retained earnings was not restricted.
| 5. | Preferred Stock |
SPS has authorized the issuance of preferred stock.
| Preferred Shares Authorized | Par Value | Preferred Shares Outstanding | ||||||
| 10,000,000 | $ | 1.00 | None | |||||
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| 6. | Income Taxes |
Consolidated Appropriations Act, 2016 - In December 2015, the Consolidated Appropriations Act, 2016 (Act) was signed into law. The Act provides for the following:
| • | Immediate expensing, or “bonus depreciation,” of 50 percent for property placed in service in 2015, 2016, and 2017; 40 percent for property placed in service in 2018; and 30 percent for property placed in service in 2019. Additionally, some longer production period property placed in service in 2020 will be eligible for bonus depreciation; |
| • | PTCs at 100 percent of the credit rate ($0.023 per KWh) for wind energy projects that begin construction by the end of 2016; 80 percent of the credit rate for projects that begin construction in 2017; 60 percent of the credit rate for projects that begin construction in 2018; and 40 percent of the credit rate for projects that begin construction in 2019. The wind energy PTC was not extended for projects that begin construction after 2019; |
| • | ITCs at 30 percent for commercial solar projects that begin construction by the end of 2019; 26 percent for projects that begin construction in 2020; 22 percent for projects that begin construction in 2021; and 10 percent for projects thereafter; |
| • | R&E credit was permanently extended; and |
| • | Delay of two years (until 2020) of the excise tax on certain employer-provided health insurance plans. |
The accounting related to the Act was recorded beginning in the fourth quarter of 2015 because a change in tax law is accounted for beginning in the period of enactment.
Tax Increase Prevention Act of 2014 — In 2014, the Tax Increase Prevention Act (TIPA) was signed into law. The TIPA provides for the following:
| • | The R&E credit was extended for 2014; |
| • | PTCs were extended for projects that began construction before the end of 2014 with certain projects qualifying into future years; and |
| • | 50 percent bonus depreciation was extended one year through 2014. Additionally, some longer production period property placed in service in 2015 is also eligible for 50 percent bonus depreciation. |
The accounting related to the TIPA was recorded beginning in the fourth quarter of 2014 because a change in tax law is accounted for in the period of enactment.
American Taxpayer Relief Act of 2012 — In 2013, the American Taxpayer Relief Act (ATRA) was signed into law. The ATRA provided for the following:
| • | The top tax rate for dividends increased from 15 percent to 20 percent. The 20 percent dividend rate is now consistent with the tax rates for capital gains; |
| • | The R&E credit was extended for 2012 and 2013; |
| • | PTCs were extended for projects that began construction before the end of 2013 with certain projects qualifying into future years; and |
| • | 50 percent bonus depreciation was extended one year through 2013. Additionally, some longer production period property placed in service in 2014 is also eligible for 50 percent bonus depreciation. |
The accounting related to the ATRA, including the provisions related to 2012, was recorded beginning in the first quarter of 2013 because a change in tax law is accounted for in the period of enactment.
Federal Audit — SPS is a member of the Xcel Energy affiliated group that files a consolidated federal income tax return. In the third quarter of 2012, the IRS commenced an examination of tax years 2010 and 2011, including the 2009 carryback claim. As of Dec. 31, 2015, the IRS had proposed an adjustment to the federal tax loss carryback claims that would result in $14 million of income tax expense for the 2009 through 2011 and 2013 claims, the recently filed 2014 claim, and the anticipated claim for 2015. SPS is not expected to accrue any income tax expense related to this adjustment. In the fourth quarter of 2015, the IRS forwarded the issue to the Office of Appeals (Appeals); however, the outcome and timing of a resolution are uncertain. The statute of limitations applicable to Xcel Energy's 2009 through 2011 federal income tax returns expires in December 2016 following an extension to allow additional time for the Appeals process. In the third quarter of 2015, the IRS commenced an examination of tax years 2012 and 2013. As of Dec. 31, 2015, the IRS had not proposed any material adjustments to tax years 2012 and 2013.
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State Audits — SPS is a member of the Xcel Energy affiliated group that files consolidated state income tax returns. As of Dec. 31, 2015, SPS’ earliest open tax year that is subject to examination by state taxing authorities under applicable statutes of limitations is 2009. There are currently no state income tax audits in progress.
Unrecognized Tax Benefits — The unrecognized tax benefit balance includes permanent tax positions, which if recognized would affect the annual ETR. In addition, the unrecognized tax benefit balance includes temporary tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. A change in the period of deductibility would not affect the ETR but would accelerate the payment of cash to the taxing authority to an earlier period.
A reconciliation of the amount of unrecognized tax benefit is as follows:
| (Millions of Dollars) | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
| Unrecognized tax benefit — Permanent tax positions | $ | 2.6 | $ | 1.5 | ||||
| Unrecognized tax benefit — Temporary tax positions | 22.1 | 11.7 | ||||||
| Total unrecognized tax benefit | $ | 24.7 | $ | 13.2 | ||||
A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows:
| (Millions of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Balance at Jan. 1 | $ | 13.2 | $ | 4.1 | $ | 3.9 | ||||||
| Additions based on tax positions related to the current year | 4.2 | 8.6 | 1.6 | |||||||||
| Reductions based on tax positions related to the current year | (0.6 | ) | — | — | ||||||||
| Additions for tax positions of prior years | 9.0 | 2.3 | 3.1 | |||||||||
| Reductions for tax positions of prior years | (1.1 | ) | (0.3 | ) | (0.3 | ) | ||||||
| Settlements with taxing authorities | — | (0.2 | ) | (4.2 | ) | |||||||
| Lapse of applicable statutes of limitations | — | (1.3 | ) | — | ||||||||
| Balance at Dec. 31 | $ | 24.7 | $ | 13.2 | $ | 4.1 | ||||||
The unrecognized tax benefit amounts were reduced by the tax benefits associated with NOL and tax credit carryforwards. The amounts of tax benefits associated with NOL and tax credit carryforwards are as follows:
| (Millions of Dollars) | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
| NOL and tax credit carryforwards | $ | (5.0 | ) | $ | (4.8 | ) | ||
It is reasonably possible that SPS’ amount of unrecognized tax benefits could significantly change in the next 12 months as the IRS Appeals and audit progress and state audits resume. As the IRS Appeals and audit progress, it is reasonably possible that the amount of unrecognized tax benefit could decrease up to approximately $7 million.
The payable for interest related to unrecognized tax benefits is partially offset by the interest benefit associated with NOL and tax credit carryforwards. The payables for interest related to unrecognized tax benefits at Dec. 31, 2015, 2014 and 2013 were not material. No amounts were accrued for penalties related to unrecognized tax benefits as of Dec. 31, 2015, 2014 or 2013.
Other Income Tax Matters — NOL amounts represent the amount of the tax loss that is carried forward and tax credits represent the deferred tax asset. NOL and tax credit carryforwards as of Dec. 31 were as follows:
| (Millions of Dollars) | 2015 | 2014 | ||||||
| Federal NOL carryforward | $ | 306 | $ | 192 | ||||
| Federal tax credit carryforwards | 3 | 2 | ||||||
| State NOL carryforwards | 79 | 59 | ||||||
| Valuation allowances for state NOL carryforwards | (11 | ) | — | |||||
The federal carryforward periods expire between 2021 and 2035. The state carryforward periods expire between 2016 and 2035.
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Total income tax expense from operations differs from the amount computed by applying the statutory federal income tax rate to income before income tax expense. The following reconciles such differences for the years ending Dec. 31:
| 2015 | 2014 | 2013 | |||||||
| Federal statutory rate | 35.0 | % | 35.0 | % | 35.0 | % | |||
| Increases (decreases) in tax from: | |||||||||
| State income taxes, net of federal income tax benefit | 2.6 | 3.4 | 2.0 | ||||||
| Change in unrecognized tax benefits | 0.5 | 0.2 | 0.7 | ||||||
| Regulatory differences — utility plant items | (0.8 | ) | (1.6 | ) | (1.1 | ) | |||
| Tax credits recognized, net of federal income tax expense | (0.3 | ) | (0.4 | ) | (0.4 | ) | |||
| Other, net | 0.1 | 0.1 | (0.1 | ) | |||||
| Effective income tax rate | 37.1 | % | 36.7 | % | 36.1 | % | |||
The components of income tax expense for the years ending Dec. 31 were:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Current federal tax (benefit) expense | $ | (1,327 | ) | $ | (57,201 | ) | $ | 14,947 | ||||
| Current state tax expense | 2,448 | 2,512 | 2,943 | |||||||||
| Current change in unrecognized tax expense (benefit) | 11,281 | 6,715 | (263 | ) | ||||||||
| Deferred federal tax expense | 67,640 | 121,882 | 33,489 | |||||||||
| Deferred state tax expense | 5,399 | 8,025 | 1,754 | |||||||||
| Deferred change in unrecognized tax (benefits) expense | (10,203 | ) | (6,390 | ) | 1,232 | |||||||
| Deferred investment tax credits | (213 | ) | (341 | ) | (341 | ) | ||||||
| Total income tax expense | $ | 75,025 | $ | 75,202 | $ | 53,761 | ||||||
The components of deferred income tax expense for the years ending Dec. 31 were:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Deferred tax expense excluding items below | $ | 63,453 | $ | 124,875 | $ | 38,333 | ||||||
| Amortization and adjustments to deferred income taxes on income tax regulatory assets and liabilities | (780 | ) | (1,262 | ) | (1,761 | ) | ||||||
| Tax expense allocated to other comprehensive income | 163 | (96 | ) | (97 | ) | |||||||
| Deferred tax expense | $ | 62,836 | $ | 123,517 | $ | 36,475 | ||||||
The components of the net deferred tax liability (current and noncurrent) at Dec. 31 were as follows:
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Deferred tax liabilities: | ||||||||
| Differences between book and tax bases of property | $ | 945,142 | $ | 842,847 | ||||
| Employee benefits | 50,097 | 50,696 | ||||||
| Other | 19,593 | 28,591 | ||||||
| Total deferred tax liabilities | $ | 1,014,832 | $ | 922,134 | ||||
| Deferred tax assets: | ||||||||
| NOL carryforward | $ | 112,060 | $ | 71,956 | ||||
| Rate refund | 1,395 | 18,405 | ||||||
| Unbilled revenue - fuel costs | 10,808 | 10,866 | ||||||
| Regulatory liabilities | 10,480 | 10,794 | ||||||
| Deferred fuel costs | 12,319 | 6,006 | ||||||
| Other | 7,026 | 6,816 | ||||||
| Total deferred tax assets | $ | 154,088 | $ | 124,843 | ||||
| Net deferred tax liability | $ | 860,744 | $ | 797,291 | ||||
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| 7. | Benefit Plans and Other Postretirement Benefits |
Consistent with the process for rate recovery of pension and postretirement benefits for its employees, SPS accounts for its participation in, and related costs of, pension and other postretirement benefit plans sponsored by Xcel Energy Inc. as multiple employer plans. SPS is responsible for its share of cash contributions, plan costs and obligations and is entitled to its share of plan assets; accordingly, SPS accounts for its pro rata share of these plans, including pension expense and contributions, resulting in accounting consistent with that of a single employer plan exclusively for SPS employees.
Xcel Energy, which includes SPS, offers various benefit plans to its employees. Approximately 67 percent of employees that receive benefits are represented by several local labor unions under several collective-bargaining agreements. At Dec. 31, 2015, SPS had 842 bargaining employees covered under a collective-bargaining agreement, which expired in October 2014. While collective bargaining is ongoing, the terms and conditions of the expired agreement are automatically extended until the parties reach an agreement or a decision is rendered by an arbitrator.
The plans invest in various instruments which are disclosed under the accounting guidance for fair value measurements which establishes a hierarchical framework for disclosing the observability of the inputs utilized in measuring fair value. The three levels in the hierarchy and examples of each level are as follows:
Level 1 — Quoted prices are available in active markets for identical assets as of the reporting date. The types of assets included in Level 1 are highly liquid and actively traded instruments with quoted prices.
Level 2 — Pricing inputs are other than quoted prices in active markets, but are either directly or indirectly observable as of the reporting date. The types of assets included in Level 2 are typically either comparable to actively traded securities or contracts, or priced with models using highly observable inputs.
Level 3 — Significant inputs to pricing have little or no observability as of the reporting date. The types of assets included in Level 3 are those with inputs requiring significant management judgment or estimation.
Specific valuation methods include the following:
Cash equivalents — The fair values of cash equivalents are generally based on cost plus accrued interest; money market funds are measured using quoted net asset values.
Insurance contracts — Insurance contract fair values take into consideration the value of the investments in separate accounts of the insurer, which are priced based on observable inputs.
Investments in equity securities and other funds — Equity securities are valued using quoted prices in active markets. Preferred stock is valued using recent trades and quoted prices of similar securities. The fair values for commingled funds, private equity investments and real estate investments are measured using net asset values, which take into consideration the value of underlying fund investments, as well as the other accrued assets and liabilities of a fund, in order to determine a per share market value. The investments in commingled funds may be redeemed for net asset value with proper notice. Proper notice varies by fund and can range from daily with one or two days notice to annually with 90 days notice. Private equity investments require approval of the fund for any unscheduled redemption, and such redemptions may be approved or denied by the fund at its sole discretion. Unscheduled distributions from real estate investments may be redeemed with proper notice, which is typically quarterly with 45-90 days notice; however, withdrawals from real estate investments may be delayed or discounted as a result of fund illiquidity. Based on the plan’s evaluation of its ability to redeem private equity and real estate investments, fair value measurements for private equity and real estate investments have been assigned a Level 3.
Investments in debt securities — Fair values for debt securities are determined by a third party pricing service using recent trades and observable spreads from benchmark interest rates for similar securities.
Derivative Instruments — Fair values for foreign currency derivatives are determined using pricing models based on the prevailing forward exchange rate of the underlying currencies. The fair values of interest rate derivatives are based on broker quotes that utilize current market interest rate forecasts.
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Pension Benefits
Xcel Energy, which includes SPS, has several noncontributory, defined benefit pension plans that cover almost all employees. Generally, benefits are based on a combination of years of service, the employee’s average pay and, in some cases, social security benefits. Xcel Energy Inc.’s and SPS’ policy is to fully fund into an external trust the actuarially determined pension costs recognized for ratemaking and financial reporting purposes, subject to the limitations of applicable employee benefit and tax laws.
In addition to the qualified pension plans, Xcel Energy maintains a supplemental executive retirement plan (SERP) and a nonqualified pension plan. The SERP is maintained for certain executives that were participants in the plan in 2008, when the SERP was closed to new participants. The nonqualified pension plan provides unfunded, nonqualified benefits for compensation that is in excess of the limits applicable to the qualified pension plans. The total obligations of the SERP and nonqualified plan as of Dec. 31, 2015 and 2014 were $41.8 million and $46.5 million, respectively, of which $2.6 million and $3.1 million were attributable to SPS. In 2015 and 2014, Xcel Energy recognized net benefit cost for financial reporting for the SERP and nonqualified plans of $9.5 million and $4.7 million, respectively, of which $0.3 million and $0.2 million were attributable to SPS. Benefits for these unfunded plans are paid out of Xcel Energy’s consolidated operating cash flows.
Xcel Energy Inc. and SPS base the investment-return assumption on expected long-term performance for each of the investment types included in the pension asset portfolio and consider the historical returns achieved by the asset portfolio over the past 20-year or longer period, as well as the long-term return levels projected and recommended by investment experts. Xcel Energy Inc. and SPS continually review the pension assumptions. The pension cost determination assumes a forecasted mix of investment types over the long-term.
| • | Investment returns in 2015 were below the assumed levels of 7.22 percent; |
| • | Investment returns in 2014 were above the assumed level of 6.90 percent; |
| • | Investment returns in 2013 were below the assumed level of 6.49 percent; and |
| • | In 2016, SPS’ expected investment-return assumption is 6.78 percent. |
The assets are invested in a portfolio according to Xcel Energy Inc.’s and SPS’ return, liquidity and diversification objectives to provide a source of funding for plan obligations and minimize the necessity of contributions to the plan, within appropriate levels of risk. The principal mechanism for achieving these objectives is the projected allocation of assets to selected asset classes, given the long-term risk, return, and liquidity characteristics of each particular asset class. There were no significant concentrations of risk in any particular industry, index, or entity. Market volatility can impact even well-diversified portfolios and significantly affect the return levels achieved by pension assets in any year.
The following table presents the target pension asset allocations for SPS at Dec. 31 for the upcoming year:
| 2015 | 2014 | |||||
| Domestic and international equity securities | 36 | % | 39 | % | ||
| Long-duration fixed income and interest rate swap securities | 31 | 23 | ||||
| Short-to-intermediate fixed income securities | 12 | 14 | ||||
| Alternative investments | 19 | 22 | ||||
| Cash | 2 | 2 | ||||
| Total | 100 | % | 100 | % | ||
The ongoing investment strategy is based on plan-specific investment recommendations that seek to minimize potential investment and interest rate risk as a plan’s funded status increases over time. The investment recommendations result in a greater percentage of long-duration fixed income securities being allocated to specific plans having relatively higher funded status ratios and a greater percentage of growth assets being allocated to plans having relatively lower funded status ratios. The aggregate projected asset allocation presented in the table above for the master pension trust results from the plan-specific strategies.
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Pension Plan Assets
The following tables present, for each of the fair value hierarchy levels, SPS’ pension plan assets that are measured at fair value as of Dec. 31, 2015 and 2014:
| Dec. 31, 2015 | ||||||||||||||||
| (Thousands of Dollars) | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Cash equivalents | $ | 22,999 | $ | — | $ | — | $ | 22,999 | ||||||||
| Derivatives | — | 553 | — | 553 | ||||||||||||
| Government securities | — | 37,495 | — | 37,495 | ||||||||||||
| Corporate bonds | — | 33,452 | — | 33,452 | ||||||||||||
| Asset-backed securities | — | 323 | — | 323 | ||||||||||||
| Common stock | 13,492 | — | — | 13,492 | ||||||||||||
| Private equity investments | — | — | 19,114 | 19,114 | ||||||||||||
| Commingled funds | — | 245,717 | — | 245,717 | ||||||||||||
| Real estate | — | — | 7,712 | 7,712 | ||||||||||||
| Other | — | (1,944 | ) | — | (1,944 | ) | ||||||||||
| Total | $ | 36,491 | $ | 315,596 | $ | 26,826 | $ | 378,913 | ||||||||
| Dec. 31, 2014 | ||||||||||||||||
| (Thousands of Dollars) | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Cash equivalents | $ | 17,181 | $ | — | $ | — | $ | 17,181 | ||||||||
| Derivatives | — | 748 | — | 748 | ||||||||||||
| Government securities | — | 68,058 | — | 68,058 | ||||||||||||
| Corporate bonds | — | 46,531 | — | 46,531 | ||||||||||||
| Asset-backed securities | — | 494 | — | 494 | ||||||||||||
| Mortgage-backed securities | — | 1,451 | — | 1,451 | ||||||||||||
| Common stock | 13,439 | — | — | 13,439 | ||||||||||||
| Private equity investments | — | — | 18,331 | 18,331 | ||||||||||||
| Commingled funds | — | 233,232 | — | 233,232 | ||||||||||||
| Real estate | — | — | 6,689 | 6,689 | ||||||||||||
| Securities lending collateral obligation and other | — | (3,885 | ) | — | (3,885 | ) | ||||||||||
| Total | $ | 30,620 | $ | 346,629 | $ | 25,020 | $ | 402,269 | ||||||||
The following tables present the changes in SPS’ Level 3 pension plan assets for the years ended Dec. 31, 2015, 2014 and 2013:
| (Thousands of Dollars) | Jan. 1, 2015 | Net Realized Gains (Losses) | Net Unrealized Gains (Losses) | Purchases, Issuances and Settlements, Net | Transfers Out of Level 3 | Dec. 31, 2015 | ||||||||||||||||||
| Private equity investments | $ | 18,331 | $ | 4,248 | $ | (1,541 | ) | $ | (1,924 | ) | $ | — | $ | 19,114 | ||||||||||
| Real estate | 6,689 | 1,071 | (447 | ) | 399 | — | 7,712 | |||||||||||||||||
| Total | $ | 25,020 | $ | 5,319 | $ | (1,988 | ) | $ | (1,525 | ) | $ | — | $ | 26,826 | ||||||||||
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| (Thousands of Dollars) | Jan. 1, 2014 | Net Realized Gains (Losses) | Net Unrealized Gains (Losses) | Purchases, Issuances and Settlements, Net | Transfers Out of Level 3 | Dec. 31, 2014 | ||||||||||||||||||
| Private equity investments | $ | 18,222 | $ | 3,101 | $ | (1,894 | ) | $ | (1,098 | ) | $ | — | $ | 18,331 | ||||||||||
| Real estate | 5,755 | 431 | (219 | ) | 722 | — | 6,689 | |||||||||||||||||
| Total | $ | 23,977 | $ | 3,532 | $ | (2,113 | ) | $ | (376 | ) | $ | — | $ | 25,020 | ||||||||||
| (Thousands of Dollars) | Jan. 1, 2013 | Net Realized Gains (Losses) | Net Unrealized Gains (Losses) | Purchases, Issuances and Settlements, Net | Transfers Out of Level 3 (a) | Dec. 31, 2013 | ||||||||||||||||||
| Asset-backed securities | $ | 1,755 | $ | — | $ | — | $ | — | $ | (1,755 | ) | $ | — | |||||||||||
| Mortgage-backed securities | 4,331 | — | — | — | (4,331 | ) | — | |||||||||||||||||
| Private equity investments | 17,049 | 2,630 | (1,055 | ) | (402 | ) | — | 18,222 | ||||||||||||||||
| Real estate | 6,969 | (322 | ) | 1,475 | 1,128 | (3,495 | ) | 5,755 | ||||||||||||||||
| Total | $ | 30,104 | $ | 2,308 | $ | 420 | $ | 726 | $ | (9,581 | ) | $ | 23,977 | |||||||||||
(a) | Transfers out of Level 3 into Level 2 were principally due to diminished use of unobservable inputs that were previously significant to these fair value measurements and were subsequently sold during 2013. |
Benefit Obligations — A comparison of the actuarially computed pension benefit obligation and plan assets for SPS is presented in the following table:
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Accumulated Benefit Obligation at Dec. 31 | $ | 429,726 | $ | 458,793 | ||||
| Change in Projected Benefit Obligation: | ||||||||
| Obligation at Jan. 1 | $ | 500,690 | $ | 434,307 | ||||
| Service cost | 11,006 | 9,184 | ||||||
| Interest cost | 20,184 | 20,444 | ||||||
| Actuarial (gain) loss | (35,154 | ) | 63,209 | |||||
| Transfer to other plan | (2,843 | ) | (1,939 | ) | ||||
| Benefit payments | (26,489 | ) | (24,515 | ) | ||||
| Obligation at Dec. 31 | $ | 467,394 | $ | 500,690 | ||||
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Change in Fair Value of Plan Assets: | ||||||||
| Fair value of plan assets at Jan. 1 | $ | 402,269 | $ | 393,393 | ||||
| Actual (loss) return on plan assets | (6,013 | ) | 30,159 | |||||
| Employer contributions | 11,651 | 4,869 | ||||||
| Transfer (to) from other plan | (2,505 | ) | (1,637 | ) | ||||
| Benefit payments | (26,489 | ) | (24,515 | ) | ||||
| Fair value of plan assets at Dec. 31 | $ | 378,913 | $ | 402,269 | ||||
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Funded Status of Plans at Dec. 31: | ||||||||
Funded status (a) | $ | (88,481 | ) | $ | (98,421 | ) | ||
(a) | Amounts are recognized in noncurrent liabilities on SPS’ balance sheets. |
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Amounts Not Yet Recognized as Components of Net Periodic Benefit Cost: | ||||||||
| Net loss | $ | 236,107 | $ | 252,063 | ||||
| Prior service cost | — | 39 | ||||||
| Total | $ | 236,107 | $ | 252,102 | ||||
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| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Amounts Not Yet Recognized as Components of Net Periodic Benefit Cost Have Been Recorded as Follows Based Upon Expected Recovery in Rates: | ||||||||
| Current regulatory assets | $ | 13,690 | $ | 14,437 | ||||
| Noncurrent regulatory assets | 222,417 | 237,665 | ||||||
| Total | $ | 236,107 | $ | 252,102 | ||||
| Measurement date | Dec. 31, 2015 | Dec. 31, 2014 | ||
| 2015 | 2014 | |||||
| Significant Assumptions Used to Measure Benefit Obligations: | ||||||
| Discount rate for year-end valuation | 4.66 | % | 4.11 | % | ||
| Expected average long-term increase in compensation level | 4.00 | 3.75 | ||||
| Mortality table | RP 2014 | RP 2014 | ||||
Mortality — In 2014, the Society of Actuaries published a new mortality table and projection scale that increased the overall life expectancy of males and females. SPS has reviewed its own population through a credibility analysis and adopted the RP 2014 table, with modifications, based on its population and specific experience. During 2015, a new projection table was released (MP 2015). SPS evaluated the updated projection table and concluded that the methodology adopted at Dec. 31, 2014 is consistent with the recently updated table and continues to be representative of its population.
Cash Flows — Cash funding requirements can be impacted by changes to actuarial assumptions, actual asset levels and other calculations prescribed by the funding requirements of income tax and other pension-related regulations. Required contributions were made in 2013 through 2016 to meet minimum funding requirements.
Total voluntary and required pension funding contributions across all four of Xcel Energy’s pension plans were as follows:
| • | $125.0 million in January 2016, of which $18.0 million was attributable to SPS; |
| • | $90.1 million in 2015, of which $11.7 million was attributable to SPS |
| • | $130.6 million in 2014, of which $4.9 million was attributable to SPS; and |
| • | $192.4 million in 2013, of which $22.0 million was attributable to SPS. |
For future years, Xcel Energy and SPS anticipate contributions will be made as necessary.
Plan Amendments — In 2015 and 2014, there were no plan amendments made which affected the benefit obligation.
Benefit Costs — The components of SPS’ net periodic pension cost were:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Service cost | $ | 11,006 | $ | 9,184 | $ | 9,615 | ||||||
| Interest cost | 20,184 | 20,444 | 17,908 | |||||||||
| Expected return on plan assets | (28,610 | ) | (26,179 | ) | (23,970 | ) | ||||||
| Amortization of prior service cost | 39 | 54 | 870 | |||||||||
| Amortization of net loss | 15,087 | 13,326 | 17,148 | |||||||||
| Net periodic pension cost | 17,706 | 16,829 | 21,571 | |||||||||
| Credits (costs) not recognized due to effects of regulation | 2,597 | 3,170 | (1,269 | ) | ||||||||
| Net benefit cost recognized for financial reporting | $ | 20,303 | $ | 19,999 | $ | 20,302 | ||||||
| 2015 | 2014 | 2013 | |||||||
| Significant Assumptions Used to Measure Costs: | |||||||||
| Discount rate | 4.11 | % | 4.75 | % | 4.00 | % | |||
| Expected average long-term increase in compensation level | 3.75 | 3.75 | 3.75 | ||||||
| Expected average long-term rate of return on assets | 7.22 | 6.90 | 6.49 | ||||||
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In addition to the benefit costs in the table above, for the pension plans sponsored by Xcel Energy Inc., costs are allocated to SPS based on Xcel Energy Services Inc. employees’ labor costs. Amounts allocated to SPS were $4.8 million, $4.1 million and $4.9 million in 2015, 2014 and 2013, respectively. Pension costs include an expected return impact for the current year that may differ from actual investment performance in the plan. The return assumption used for 2016 pension cost calculations is 6.78 percent. The cost calculation uses a market-related valuation of pension assets. Xcel Energy, including SPS, uses a calculated value method to determine the market-related value of the plan assets. The market-related value begins with the fair market value of assets as of the beginning of the year. The market-related value is determined by adjusting the fair market value of assets to reflect the investment gains and losses (the difference between the actual investment return and the expected investment return on the market-related value) during each of the previous five years at the rate of 20 percent per year. As these differences between actual investment returns and the expected investment returns are incorporated into the market-related value, the differences are recognized over the expected average remaining years of service for active employees.
Defined Contribution Plans
Xcel Energy, which includes SPS, maintains 401(k) and other defined contribution plans that cover substantially all employees. The expense to these plans for SPS was approximately $2.6 million in 2015 and 2014, and $2.4 million in 2013.
Postretirement Health Care Benefits
Xcel Energy, which includes SPS, has a contributory health and welfare benefit plan that provides health care and death benefits to certain retirees. Xcel Energy discontinued contributing toward health care benefits for SPS nonbargaining employees retiring after June 30, 2003. Employees of NCE who retired in 2002 continue to receive employer-subsidized health care benefits. Nonbargaining employees of the former NCE who retired after 1998, bargaining employees of the former NCE who retired after 1999 and nonbargaining employees of NCE who retired after June 30, 2003, are eligible to participate in the Xcel Energy health care program with no employer subsidy.
Regulatory agencies for nearly all retail and wholesale utility customers have allowed rate recovery of accrued postretirement benefit costs.
Plan Assets — Certain state agencies that regulate Xcel Energy Inc.’s utility subsidiaries also have issued guidelines related to the funding of postretirement benefit costs. SPS is required to fund postretirement benefit costs for Texas and New Mexico jurisdictional amounts collected in rates. These assets are invested in a manner consistent with the investment strategy for the pension plan.
The following table presents the target postretirement asset allocations for Xcel Energy Inc. and SPS at Dec. 31 for the upcoming year:
| 2015 | 2014 | |||||
| Domestic and international equity securities | 25 | % | 25 | % | ||
| Short-to-intermediate fixed income securities | 57 | 57 | ||||
| Alternative investments | 13 | 13 | ||||
| Cash | 5 | 5 | ||||
| Total | 100 | % | 100 | % | ||
Xcel Energy Inc. and SPS base investment-return assumptions for the postretirement health care fund assets on expected long-term performance for each of the investment types included in the asset portfolio. Assumptions and target allocations are determined at the master trust level. The investment mix at each of Xcel Energy Inc.’s utility subsidiaries may vary from the investment mix of the total asset portfolio. The assets are invested in a portfolio according to Xcel Energy Inc.’s and SPS’ return, liquidity and diversification objectives to provide a source of funding for plan obligations and minimize the necessity of contributions to the plan, within appropriate levels of risk. The principal mechanism for achieving these objectives is the projected allocation of assets to selected asset classes, given the long-term risk, return, correlation and liquidity characteristics of each particular asset class. There were no significant concentrations of risk in any particular industry, index, or entity. Market volatility can impact even well-diversified portfolios and significantly affect the return levels achieved by postretirement health care assets in any year.
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The following tables present, for each of the fair value hierarchy levels, SPS’ proportionate allocation of the total postretirement benefit plan assets that are measured at fair value as of Dec. 31, 2015 and 2014:
| Dec. 31, 2015 | ||||||||||||||||
| (Thousands of Dollars) | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Cash equivalents | $ | 1,873 | $ | — | $ | — | $ | 1,873 | ||||||||
| Government securities | — | 3,742 | — | 3,742 | ||||||||||||
| Insurance contracts | — | 4,501 | — | 4,501 | ||||||||||||
| Corporate bonds | — | 6,949 | — | 6,949 | ||||||||||||
| Asset-backed securities | — | 2,736 | — | 2,736 | ||||||||||||
| Mortgage-backed securities | — | 3,396 | — | 3,396 | ||||||||||||
| Commingled funds | — | 19,527 | — | 19,527 | ||||||||||||
| Other | — | (40 | ) | — | (40 | ) | ||||||||||
| Total | $ | 1,873 | $ | 40,811 | $ | — | $ | 42,684 | ||||||||
| Dec. 31, 2014 | ||||||||||||||||
| (Thousands of Dollars) | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Cash equivalents (a) | $ | 2,513 | $ | — | $ | — | $ | 2,513 | ||||||||
| Derivatives | — | 18 | — | 18 | ||||||||||||
| Government securities | — | 4,639 | — | 4,639 | ||||||||||||
| Insurance contracts | — | 4,807 | — | 4,807 | ||||||||||||
| Corporate bonds | — | 5,175 | — | 5,175 | ||||||||||||
| Asset-backed securities | — | 345 | — | 345 | ||||||||||||
| Mortgage-backed securities | — | 1,074 | — | 1,074 | ||||||||||||
| Commingled funds | — | 26,960 | — | 26,960 | ||||||||||||
| Other | — | (175 | ) | — | (175 | ) | ||||||||||
| Total | $ | 2,513 | $ | 42,843 | $ | — | $ | 45,356 | ||||||||
(a) | Includes restricted cash of $0.1 million at Dec. 31, 2014. |
For the years ended Dec. 31, 2015 and 2014, there were no assets transferred in or out of Level 3. The following table presents the changes in SPS’ Level 3 postretirement benefit plan assets for the year ended Dec. 31, 2013:
| (Thousands of Dollars) | Jan. 1, 2013 | Net Realized Gains (Losses) | Net Unrealized Gains (Losses) | Purchases, Issuances and Settlements, Net | Transfers Out of Level 3 (a) | Dec. 31, 2013 | ||||||||||||||||||
| Asset-backed securities | $ | 73 | $ | — | $ | — | $ | — | $ | (73 | ) | $ | — | |||||||||||
| Mortgage-backed securities | 3,841 | — | — | — | (3,841 | ) | — | |||||||||||||||||
| Total | $ | 3,914 | $ | — | $ | — | $ | — | $ | (3,914 | ) | $ | — | |||||||||||
(a) | Transfers out of Level 3 into Level 2 were principally due to diminished use of unobservable inputs that were previously significant to these fair value measurements and were subsequently sold during 2013. |
Benefit Obligations — A comparison of the actuarially computed benefit obligation and plan assets for SPS is presented in the following table:
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Change in Projected Benefit Obligation: | ||||||||
| Obligation at Jan. 1 | $ | 44,342 | $ | 54,982 | ||||
| Service cost | 954 | 1,246 | ||||||
| Interest cost | 1,745 | 2,572 | ||||||
| Medicare subsidy reimbursements | 45 | 18 | ||||||
| Plan participants’ contributions | 687 | 728 | ||||||
| Actuarial gain | (3,793 | ) | (11,828 | ) | ||||
| Benefit payments | (3,116 | ) | (3,376 | ) | ||||
| Obligation at Dec. 31 | $ | 40,864 | $ | 44,342 | ||||
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| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Change in Fair Value of Plan Assets: | ||||||||
| Fair value of plan assets at Jan. 1 | $ | 45,356 | $ | 46,738 | ||||
| Actual (loss) return on plan assets | (421 | ) | 1,073 | |||||
| Plan participants’ contributions | 687 | 728 | ||||||
| Employer contributions | 178 | 193 | ||||||
| Benefit payments | (3,116 | ) | (3,376 | ) | ||||
| Fair value of plan assets at Dec. 31 | $ | 42,684 | $ | 45,356 | ||||
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Funded Status of Plans at Dec. 31: | ||||||||
Funded status (a) | $ | 1,820 | $ | 1,014 | ||||
(a) | Amounts are recognized in noncurrent assets and noncurrent liabilities on SPS’ balance sheet as of Dec. 31, 2015 and 2014, respectively. |
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Amounts Not Yet Recognized as Components of Net Periodic Benefit Credit: | ||||||||
| Net gain | $ | (14,870 | ) | $ | (14,677 | ) | ||
| Prior service credit | (3,031 | ) | (3,432 | ) | ||||
| Total | $ | (17,901 | ) | $ | (18,109 | ) | ||
| (Thousands of Dollars) | 2015 | 2014 | ||||||
| Amounts Not Yet Recognized as Components of Net Periodic Benefit Credit Have Been Recorded as Follows Based Upon Expected Recovery in Rates: | ||||||||
| Current regulatory liabilities | $ | (985 | ) | $ | (892 | ) | ||
| Noncurrent regulatory liabilities | (16,916 | ) | (17,217 | ) | ||||
| Total | $ | (17,901 | ) | $ | (18,109 | ) | ||
| Measurement date | Dec. 31, 2015 | Dec. 31, 2014 | ||
| 2015 | 2014 | |||||
| Significant Assumptions Used to Measure Benefit Obligations: | ||||||
| Discount rate for year-end valuation | 4.65 | % | 4.08 | % | ||
| Mortality table | RP 2014 | RP 2014 | ||||
| Health care costs trend rate — initial | 6.00 | % | 6.50 | % | ||
Effective Jan. 1, 2016, the initial medical trend rate was decreased from 6.5 percent to 6.0 percent. The ultimate trend assumption remained at 4.5 percent. The period until the ultimate rate is reached is three years. Xcel Energy Inc. and SPS base the medical trend assumption on the long-term cost inflation expected in the health care market, considering the levels projected and recommended by industry experts, as well as recent actual medical cost increases experienced by the retiree medical plan.
A one-percent change in the assumed health care cost trend rate would have the following effects on SPS:
| One-Percentage Point | ||||||||
| (Thousands of Dollars) | Increase | Decrease | ||||||
| APBO | $ | 3,944 | $ | (3,355 | ) | |||
| Service and interest components | 307 | (255 | ) | |||||
Cash Flows — The postretirement health care plans have no funding requirements under income tax and other retirement-related regulations other than fulfilling benefit payment obligations, when claims are presented and approved under the plans. Additional cash funding requirements are prescribed by certain state and federal rate regulatory authorities. Xcel Energy, which includes SPS, contributed $18.3 million, $17.1 million and $17.6 million during 2015, 2014 and 2013, respectively, of which $0.2 million, $0.2 million and $0.1 million were attributable to SPS. Xcel Energy expects to contribute approximately $12.3 million during 2016, of which amounts attributable to SPS will be zero.
Plan Amendments — In 2015 and 2014, there were no plan amendments made which affected the benefit obligation.
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Benefit Costs — The components of SPS’ net periodic postretirement benefit costs were:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Service cost | $ | 954 | $ | 1,246 | $ | 1,368 | ||||||
| Interest cost | 1,745 | 2,572 | 2,352 | |||||||||
| Expected return on plan assets | (2,540 | ) | (3,247 | ) | (3,183 | ) | ||||||
| Amortization of prior service credit | (401 | ) | (401 | ) | (484 | ) | ||||||
| Amortization of net gain | (639 | ) | (321 | ) | (6 | ) | ||||||
| Net periodic postretirement benefit (credit) cost | $ | (881 | ) | $ | (151 | ) | $ | 47 | ||||
| 2015 | 2014 | 2013 | |||||||
| Significant Assumptions Used to Measure Costs: | |||||||||
| Discount rate | 4.08 | % | 4.82 | % | 4.10 | % | |||
| Expected average long-term rate of return on assets | 5.80 | 7.20 | 7.11 | ||||||
In addition to the benefit costs in the table above, for the postretirement health care plans sponsored by Xcel Energy Inc., costs are allocated to SPS based on Xcel Energy Services Inc. employees’ labor costs.
Projected Benefit Payments — The following table lists SPS’ projected benefit payments for the pension and postretirement benefit plans:
| (Thousands of Dollars) | Projected Pension Benefit Payments | Gross Projected Postretirement Health Care Benefit Payments | Expected Medicare Part D Subsidies | Net Projected Postretirement Health Care Benefit Payments | ||||||||||||
| 2016 | $ | 27,031 | $ | 3,418 | $ | 24 | $ | 3,394 | ||||||||
| 2017 | 27,341 | 3,307 | 25 | 3,282 | ||||||||||||
| 2018 | 28,230 | 3,155 | 29 | 3,126 | ||||||||||||
| 2019 | 29,159 | 3,036 | 25 | 3,011 | ||||||||||||
| 2020 | 29,777 | 3,024 | 25 | 2,999 | ||||||||||||
| 2021-2025 | 156,982 | 14,657 | 153 | 14,504 | ||||||||||||
| 8. | Other (Expense) Income, Net |
Other (expense) income, net for the years ended Dec. 31 consisted of the following:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Interest income | $ | 129 | $ | 246 | $ | 663 | ||||||
| Other nonoperating income | 11 | 183 | 9 | |||||||||
| Insurance policy expense | (40 | ) | (488 | ) | (532 | ) | ||||||
| Other nonoperating expense | (106 | ) | — | — | ||||||||
| Other (expense) income, net | $ | (6 | ) | $ | (59 | ) | $ | 140 | ||||
| 9. | Fair Value of Financial Assets and Liabilities |
Fair Value Measurements
The accounting guidance for fair value measurements and disclosures provides a single definition of fair value and requires certain disclosures about assets and liabilities measured at fair value. A hierarchical framework for disclosing the observability of the inputs utilized in measuring assets and liabilities at fair value is established by this guidance. The three levels in the hierarchy are as follows:
Level 1 — Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices.
Level 2 — Pricing inputs are other than quoted prices in active markets, but are either directly or indirectly observable as of the reporting date. The types of assets and liabilities included in Level 2 are typically either comparable to actively traded securities or contracts, or priced with models using highly observable inputs.
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Level 3 — Significant inputs to pricing have little or no observability as of the reporting date. The types of assets and liabilities included in Level 3 are those valued with models requiring significant management judgment or estimation.
Specific valuation methods include the following:
Cash equivalents — The fair values of cash equivalents are generally based on cost plus accrued interest; money market funds are measured using quoted net asset values.
Interest rate derivatives — The fair values of interest rate derivatives are based on broker quotes that utilize current market interest rate forecasts.
Commodity derivatives — The methods used to measure the fair value of commodity derivative forwards and options utilize forward prices and volatilities, as well as pricing adjustments for specific delivery locations, and are generally assigned a Level 2. When contractual settlements extend to periods beyond those readily observable on active exchanges or quoted by brokers, the significance of the use of less observable forecasts of long-term forward prices and volatilities on a valuation is evaluated, and may result in Level 3 classification.
Electric commodity derivatives held by SPS include transmission congestion instruments, generally referred to as FTRs, purchased from SPP. FTRs purchased from an RTO are financial instruments that entitle or obligate the holder to monthly revenues or charges based on transmission congestion across a given transmission path. The value of an FTR is derived from, and designed to offset, the cost of energy congestion, which is caused by overall transmission load and other transmission constraints. In addition to overall transmission load, congestion is also influenced by the operating schedules of power plants and the consumption of electricity pertinent to a given transmission path. Unplanned plant outages, scheduled plant maintenance, changes in the relative costs of fuels used in generation, weather and overall changes in demand for electricity can each impact the operating schedules of the power plants on the transmission grid and the value of an FTR. The valuation process for FTRs utilizes complex iterative modeling to predict the impacts of forecasted changes in these drivers of transmission system congestion on the historical pricing of FTR purchases.
If forecasted costs of electric transmission congestion increase or decrease for a given FTR path, the value of that particular FTR instrument will likewise increase or decrease. Given the limited observability of management’s forecasts for several of the inputs to this complex valuation model - including expected plant operating schedules and retail and wholesale demand, fair value measurements for FTRs have been assigned a Level 3. Non-trading monthly FTR settlements are expected to be recovered through fuel and purchased energy cost recovery mechanisms, and therefore changes in the fair value of the yet to be settled portions of FTRs are deferred as a regulatory asset or liability. Given this regulatory treatment and the limited magnitude of FTRs relative to the electric utility operations of SPS, the numerous unobservable quantitative inputs to the complex model used for valuation of FTRs are insignificant to the financial statements of SPS.
Derivative Instruments Fair Value Measurements
SPS enters into derivative instruments, including forward contracts, for trading purposes and to manage risk in connection with changes in interest rates and electric utility commodity prices.
Interest Rate Derivatives — SPS may enter into various instruments that effectively fix the interest payments on certain floating rate debt obligations or effectively fix the yield or price on a specified benchmark interest rate for an anticipated debt issuance for a specific period. These derivative instruments are generally designated as cash flow hedges for accounting purposes.
At Dec. 31, 2015, accumulated other comprehensive losses related to interest rate derivatives included $0.1 million of net losses expected to be reclassified into earnings during the next 12 months as the related hedged interest rate transactions impact earnings, including forecasted amounts for unsettled hedges, as applicable.
Wholesale and Commodity Trading Risk — SPS conducts various wholesale and commodity trading activities, including the purchase and sale of electric capacity, energy and energy-related instruments. SPS’ risk management policy allows management to conduct these activities within guidelines and limitations as approved by its risk management committee, which is made up of management personnel not directly involved in the activities governed by this policy.
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Commodity Derivatives — SPS enters into derivative instruments to manage variability of future cash flows from changes in commodity prices in its electric utility operations. This could include the purchase or sale of energy or energy-related products and FTRs.
The following table details the gross notional amounts of commodity FTRs at Dec. 31, 2015 and 2014:
(Amounts in Thousands) (a) | Dec. 31, 2015 | Dec. 31, 2014 | ||||
| MWh of electricity | 6,192 | 6,930 | ||||
(a) | Amounts are not reflective of net positions in the underlying commodities. |
Consideration of Credit Risk and Concentrations — SPS continuously monitors the creditworthiness of the counterparties to its interest rate derivatives and commodity derivative contracts prior to settlement, and assesses each counterparty’s ability to perform on the transactions set forth in the contracts. Given this assessment, as well as an assessment of the impact of SPS’ own credit risk when determining the fair value of derivative liabilities, the impact of considering credit risk was immaterial to the fair value of unsettled commodity derivatives presented in the consolidated balance sheets.
SPS employs additional credit risk control mechanisms when appropriate, such as letters of credit, parental guarantees, standardized master netting agreements and termination provisions that allow for offsetting of positive and negative exposures. Credit exposure is monitored and, when necessary, the activity with a specific counterparty is limited until credit enhancement is provided.
SPS’ most significant concentrations of credit risk with particular entities or industries are contracts with counterparties to its wholesale, trading and non-trading commodity activities. At Dec. 31, 2015, three of SPS’ nine most significant counterparties for these activities, comprising $6.6 million or 8 percent of this credit exposure, had an investment grade credit rating from Standard & Poor’s, Moody’s or Fitch Ratings. Five of the nine most significant counterparties, comprising $38.0 million or 46 percent of this credit exposure, were not rated by these agencies, but based on SPS’ internal analysis, had credit quality consistent with investment grade. Another of these significant counterparties, comprising $0.2 million or less than 1 percent of this credit exposure, had credit quality less than investment grade, based on SPS’ internal analysis. Eight of these significant counterparties are municipal or cooperative electric entities, or other utilities.
Financial Impact of Qualifying Cash Flow Hedges — The impact of qualifying interest rate cash flow hedges on SPS’ accumulated other comprehensive loss, included in the statements of common stockholder’s equity and in the statements of comprehensive income, is detailed in the following table:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Accumulated other comprehensive loss related to cash flow hedges at Jan. 1 | $ | (989 | ) | $ | (1,161 | ) | $ | (1,332 | ) | |||
| After-tax net realized losses on derivative transactions reclassified into earnings | 172 | 172 | 171 | |||||||||
| Accumulated other comprehensive loss related to cash flow hedges at Dec. 31 | $ | (817 | ) | $ | (989 | ) | $ | (1,161 | ) | |||
Pre-tax losses related to interest rate derivatives reclassified from accumulated other comprehensive loss into earnings were $0.3 million for each of the years ended Dec. 31, 2015, 2014 and 2013.
Changes in the fair value of FTRs resulting in pre-tax net losses of $3.1 million and $3.9 million and pre-tax net gains of $9.9 million for the years ended Dec. 31, 2015, 2014 and 2013, respectively, were reclassified as regulatory assets and liabilities. The classification as a regulatory asset or liability is based on expected recovery of FTR settlements through fuel and purchased energy cost recovery mechanisms.
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FTR settlement losses of $1.6 million and $8.2 million were recognized for the years ended Dec. 31, 2015 and Dec. 31, 2014, recorded to electric fuel and purchased power. SPS recognized no settlement gains or losses for the year ended Dec. 31, 2013. These derivative settlement gains and losses are shared with electric customers through fuel and purchased energy cost-recovery mechanisms, and reclassified out of income as regulatory assets or liabilities, as appropriate.
SPS had no derivative instruments designated as fair value hedges during the years ended Dec. 31, 2015, 2014 and 2013. Therefore, no gains or losses from fair value hedges or related hedged transactions were recognized for these periods.
Recurring Fair Value Measurements — The following table presents for each of the fair value hierarchy levels, SPS’ derivative assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2015:
| Dec. 31, 2015 | ||||||||||||||||||||||||
| Fair Value | Fair Value Total | Counterparty Netting (b) | ||||||||||||||||||||||
| (Thousands of Dollars) | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Current derivative assets | ||||||||||||||||||||||||
| Other derivative instruments: | ||||||||||||||||||||||||
| Electric commodity | $ | — | $ | — | $ | 8,980 | $ | 8,980 | $ | (3,920 | ) | $ | 5,060 | |||||||||||
| Total current derivative assets | $ | — | $ | — | $ | 8,980 | $ | 8,980 | $ | (3,920 | ) | 5,060 | ||||||||||||
PPAs (a) | 7,892 | |||||||||||||||||||||||
| Current derivative instruments | $ | 12,952 | ||||||||||||||||||||||
| Noncurrent derivative assets | ||||||||||||||||||||||||
PPAs (a) | $ | 25,272 | ||||||||||||||||||||||
| Noncurrent derivative instruments | $ | 25,272 | ||||||||||||||||||||||
| Current derivative liabilities | ||||||||||||||||||||||||
| Other derivative instruments: | ||||||||||||||||||||||||
| Electric commodity | $ | — | $ | — | $ | 3,920 | $ | 3,920 | $ | (3,920 | ) | $ | — | |||||||||||
| Total current derivative liabilities | $ | — | $ | — | $ | 3,920 | $ | 3,920 | $ | (3,920 | ) | — | ||||||||||||
PPAs (a) | 3,565 | |||||||||||||||||||||||
| Current derivative instruments | $ | 3,565 | ||||||||||||||||||||||
| Noncurrent derivative liabilities | ||||||||||||||||||||||||
PPAs (a) | $ | 27,078 | ||||||||||||||||||||||
| Noncurrent derivative instruments | $ | 27,078 | ||||||||||||||||||||||
(a) | In 2003, as a result of implementing new guidance on the normal purchase exception for derivative accounting, SPS began recording several long-term PPAs at fair value due to accounting requirements related to underlying price adjustments. As these purchases are recovered through normal regulatory recovery mechanisms in the respective jurisdictions, the changes in fair value for these contracts were offset by regulatory assets and liabilities. During 2006, SPS qualified these contracts under the normal purchase exception. Based on this qualification, the contracts are no longer adjusted to fair value and the previous carrying value of these contracts will be amortized over the remaining contract lives along with the offsetting regulatory assets and liabilities. |
(b) | SPS nets derivative instruments and related collateral in its consolidated balance sheet when supported by a legally enforceable master netting agreement, and all derivative instruments and related collateral amounts were subject to master netting agreements at Dec. 31, 2015. At Dec. 31, 2015, derivative assets and liabilities include no obligations to return cash collateral or rights to reclaim cash collateral. The counterparty netting amounts presented exclude settlement receivables and payables and non-derivative amounts that may be subject to the same master netting agreements. |
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The following table presents for each of the fair value hierarchy levels, SPS’ derivative assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2014:
| Dec. 31, 2014 | ||||||||||||||||||||||||
| Fair Value | Fair Value Total | Counterparty Netting (b) | ||||||||||||||||||||||
| (Thousands of Dollars) | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Current derivative assets | ||||||||||||||||||||||||
| Other derivative instruments: | ||||||||||||||||||||||||
| Electric commodity | $ | — | $ | — | $ | 25,774 | $ | 25,774 | $ | (9,890 | ) | $ | 15,884 | |||||||||||
| Total current derivative assets | $ | — | $ | — | $ | 25,774 | $ | 25,774 | $ | (9,890 | ) | 15,884 | ||||||||||||
PPAs (a) | 7,892 | |||||||||||||||||||||||
| Current derivative instruments | $ | 23,776 | ||||||||||||||||||||||
| Noncurrent derivative assets | ||||||||||||||||||||||||
PPAs (a) | $ | 33,164 | ||||||||||||||||||||||
| Noncurrent derivative instruments | $ | 33,164 | ||||||||||||||||||||||
| Current derivative liabilities | ||||||||||||||||||||||||
| Other derivative instruments: | ||||||||||||||||||||||||
| Electric commodity | $ | — | $ | — | $ | 9,890 | $ | 9,890 | $ | (9,890 | ) | $ | — | |||||||||||
| Total current derivative liabilities | $ | — | $ | — | $ | 9,890 | $ | 9,890 | $ | (9,890 | ) | — | ||||||||||||
PPAs (a) | 3,565 | |||||||||||||||||||||||
| Current derivative instruments | $ | 3,565 | ||||||||||||||||||||||
| Noncurrent derivative liabilities | ||||||||||||||||||||||||
PPAs (a) | $ | 30,643 | ||||||||||||||||||||||
| Noncurrent derivative instruments | $ | 30,643 | ||||||||||||||||||||||
(a) | In 2003, as a result of implementing new guidance on the normal purchase exception for derivative accounting, SPS began recording several long-term PPAs at fair value due to accounting requirements related to underlying price adjustments. As these purchases are recovered through normal regulatory recovery mechanisms in the respective jurisdictions, the changes in fair value for these contracts were offset by regulatory assets and liabilities. During 2006, SPS qualified these contracts under the normal purchase exception. Based on this qualification, the contracts are no longer adjusted to fair value and the previous carrying value of these contracts will be amortized over the remaining contract lives along with the offsetting regulatory assets and liabilities. |
(b) | SPS nets derivative instruments and related collateral in its consolidated balance sheet when supported by a legally enforceable master netting agreement, and all derivative instruments and related collateral amounts were subject to master netting agreements at Dec. 31, 2014. At Dec. 31, 2014, derivative assets and liabilities include no obligations to return cash collateral or rights to reclaim cash collateral. The counterparty netting amounts presented exclude settlement receivables and payables and non-derivative amounts that may be subject to the same master netting agreements. |
The following table presents the changes in Level 3 commodity derivatives for the years ended Dec. 31, 2015, 2014 and 2013:
| Year Ended Dec. 31 | ||||||||||||
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Balance at Jan. 1 | $ | 15,884 | $ | 9,933 | $ | — | ||||||
| Purchases | 23,425 | 50,244 | 9,933 | |||||||||
| Settlements | (31,703 | ) | (44,283 | ) | — | |||||||
| Net transactions recorded during the period: | ||||||||||||
| Losses recognized as regulatory assets | (2,546 | ) | (10 | ) | — | |||||||
| Balance at Dec. 31 | $ | 5,060 | $ | 15,884 | $ | 9,933 | ||||||
SPS recognizes transfers between levels as of the beginning of each period. There were no transfers of amounts between levels for derivative instruments for the years ended Dec. 31, 2015, 2014 and 2013.
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Fair Value of Long-Term Debt
As of Dec. 31, 2015 and 2014, other financial instruments for which the carrying amount did not equal fair value were as follows:
| 2015 | 2014 | |||||||||||||||
| (Thousands of Dollars) | Carrying Amount | Fair Value | Carrying Amount | Fair Value | ||||||||||||
| Long-term debt, including current portion | $ | 1,550,605 | $ | 1,678,673 | $ | 1,349,691 | $ | 1,572,414 | ||||||||
The fair value of SPS’ long-term debt is estimated based on recent trades and observable spreads from benchmark interest rates for similar securities. The fair value estimates are based on information available to management as of Dec. 31, 2015 and 2014, and given the observability of the inputs to these estimates, the fair values presented for long-term debt have been assigned a Level 2.
| 10. | Rate Matters |
Pending and Recently Concluded Regulatory Proceedings — PUCT
Texas 2015 Electric Rate Case — In December 2014, SPS filed a retail electric rate case in Texas seeking an overall increase in annual revenue of approximately $64.8 million, or 6.7 percent. The filing was based on a HTY ending June 2014, adjusted for known and measurable changes, a ROE of 10.25 percent, an electric rate base of approximately $1.6 billion and an equity ratio of 53.97 percent.
SPS requested a waiver of the PUCT post-test year adjustment rule which would allow for inclusion of $392 million (SPS total company) additional capital investment for the period July 1, 2014 through Dec. 31, 2014. In June 2015, SPS revised its requested rate increase to $42.1 million.
In December 2015, the PUCT made the following decisions:
| • | Disallowed SPS’ proposed adjustment to jurisdictional allocation factors to reflect Golden Spread Electric Cooperative, Inc.’s (Golden Spread’s) wholesale load reductions from 500 MW to 300 MW, effective June 1, 2015; |
| • | Disallowed incentive compensation; |
| • | Approved an equity ratio of 51.00 percent instead of the actual 53.97 percent; and |
| • | A ROE of 9.70 percent. |
The following table reflects the ALJs’ position and PUCT’s decision.
| ALJs’ Proposal | PUCT | |||||||
| (Millions of Dollars) | for Decision | Decision | ||||||
| SPS’ revised rate request | $ | 42.1 | $ | 42.1 | ||||
| Investment for capital expenditures — post-test year adjustments | (8.9 | ) | (8.9 | ) | ||||
| Lower ROE | (6.3 | ) | (6.3 | ) | ||||
| Lower capital structure | — | (3.7 | ) | |||||
| Annual incentive compensation | (0.2 | ) | (0.3 | ) | ||||
| O&M expense adjustments | (4.6 | ) | (4.6 | ) | ||||
| Depreciation expense | (2.7 | ) | (2.7 | ) | ||||
| Property taxes | (0.9 | ) | (0.9 | ) | ||||
| Revenue adjustments | (1.1 | ) | (1.6 | ) | ||||
| Wholesale load reductions | — | (11.5 | ) | |||||
| SPP transmission expansion plan | (4.2 | ) | (4.2 | ) | ||||
| Other, net | 1.4 | (1.2 | ) | |||||
| Total, gross of rate case expenses | $ | 14.6 | $ | (3.8 | ) | |||
| Adjustment to move rate case expenses to a separate docket | (0.2 | ) | (0.2 | ) | ||||
| Total, net of rate case expenses | $ | 14.4 | $ | (4.0 | ) | |||
| New depreciation rates | (11.2 | ) | (11.2 | ) | ||||
| Earnings impact | $ | 3.2 | $ | (15.2 | ) | |||
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In January 2016, SPS filed its motion for rehearing on capital structure, incentive compensation and known and measurable adjustments, including wholesale load reductions and post test-year capital additions. On Feb. 11, 2016, the PUCT orally denied requests for rehearing. SPS plans to file a second motion for rehearing within 20 days of the date of the PUCT’s written order.
SPS – Texas 2016 Electric Rate Case — On Feb. 16, 2016, SPS filed a retail electric, non-fuel rate case in Texas with each of its Texas municipalities and the PUCT requesting an overall increase in annual base rate revenue of approximately $71.9 million, or 14.4 percent. The filing is based on a HTY ended Sept. 30, 2015, a requested ROE of 10.25 percent, an electric rate base of approximately $1.7 billion, and an equity ratio of 53.97 percent.
As part of its request, SPS included estimated information regarding increases and decreases in SPS’ cost of service, including certain expenses, capital investments, cost of capital and sales for the period of Oct. 1, 2015 through Dec. 31, 2015. Subsequent to the filing, (i.e., 45 days), the estimated information will be updated to reflect actual results.
The following table summarizes the net request:
| (Millions of Dollars) | Request | |||
| Capital expenditure investments | $ | 38.6 | ||
| Change in jurisdictional allocation factors | 10.9 | |||
| Changes in ROE and capital structure | 11.7 | |||
Estimated rate case expenses (a) | 4.5 | |||
| Other, net | 6.2 | |||
| Total | $ | 71.9 | ||
(a) | SPS anticipates rate case expenses, for this proceeding, to be separated from the request for consideration in a separate docket. |
The final rates established at the end of the case will be made effective retroactive to July 20, 2016 and SPS will be entitled to collect a surcharge for usage from July 20, 2016 through the date SPS implements final rates. A PUCT decision is anticipated in the first quarter of 2017.
Pending Regulatory Proceedings — NMPRC
SPS – New Mexico 2015 Electric Rate Case — In October 2015, SPS filed a New Mexico electric rate case with the NMPRC for a net increase in base rates of approximately $24.3 million. The proposed net amount reflects an increase in non-fuel base rates of $45.4 million and a decrease in base fuel revenue of approximately $21.1 million. The decrease in base fuel revenue will be reflected in adjustments collected through the fuel and purchased power adjustment clause. The rate filing is based on a June 30, 2015 HTY adjusted for known and measurable changes, a requested ROE of 10.25 percent, an electric jurisdictional rate base of approximately $734 million and an equity ratio of 53.97 percent.
The major components of the requested rate increase are summarized below:
| (Millions of Dollars) | Request | |||
| 2015 base period deficiency | $ | 19.7 | ||
Capital expenditures — post-test year adjustments | 12.3 | |||
| Depreciation, higher rates reflecting changes in depreciable lives, interim retirements and net salvage | 3.7 | |||
| Transmission revenue and expense, including charges paid to SPP for construction of regionally shared transmission projects | 2.0 | |||
| ROE, reflecting an increase from 9.96 percent to 10.25 percent | 1.6 | |||
| Rider revenue adjustments - gross receipts tax | 1.3 | |||
| Other, net | 4.8 | |||
| Requested rate increase | $ | 45.4 | ||
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The next steps in the procedural schedule are expected to be as follows:
| • | Settlement conference — Feb. 29, 2016; |
| • | Staff and intervenor direct testimony — April 1, 2016; |
| • | Rebuttal testimony — April 18, 2016; and |
| • | Evidentiary hearing begins — April 28, 2016. |
A NMPRC decision and implementation of final rates is anticipated in the second half of 2016.
In response to the original 2015 electric rate case previously dismissed, SPS has appealed that decision to the New Mexico Supreme Court. SPS and the NMPRC have filed a joint agreed motion to dismiss the appeal with the New Mexico Supreme Court. The motion provides for the case to be remanded to the NMPRC for entry of an order affirming SPS’ right to use a FTY that begins up to 13 months after SPS files a rate case. SPS will not resume the previously dismissed rate case and will proceed with the October 2015 rate case.
Pending and Recently Concluded Regulatory Proceedings — FERC and Other
SPS – Global Settlement Agreement — In August 2015, SPS, Golden Spread, four New Mexico Cooperatives, West Texas Municipal Power Agency, PNM and Tri-County Electric Cooperative, Inc. filed a settlement agreement with the FERC that would provide a comprehensive resolution of nine pending matters in dispute between SPS and these wholesale production and transmission customers, including the 2013 SPS complaint orders and three pending ROE complaints. In October 2015, the FERC issued an order approving the settlement agreement. As a result of the settlement, SPS issued refunds to Golden Spread and PNM of $49.1 million, but recognized a reversal of previously recorded reductions in revenue of approximately $7.9 million in the fourth quarter of 2015. The settlement provides a ROE for production services of 10.0 percent and transmission services of 10.5 percent, beginning Oct. 20, 2014, and subject to a moratorium on filings for ROE changes, effective prior to Jan. 1, 2020. On Jan. 29, 2016, the FERC approved the SPS compliance filings required by the settlement and FERC order.
Sale of Texas Transmission Assets — In March 2015, SPS reached an agreement to sell certain segments of SPS’ transmission lines
to Oncor Electric Delivery Company LLC. In November 2015, the transaction closed with the required regulatory approvals and SPS recognized a $3.9 million pre-tax gain after the impacts of sharing with Texas retail customers.
SPP Open Access Transmission Tariff (OATT) Upgrade Costs — Under the SPP OATT, costs of participant-funded transmission upgrades may be recovered, in part, from other SPP customers whose transmission service is dependent upon capacity enabled by the upgrades. To date, SPP has not charged its customers any amounts attributable to these upgrades. SPP recently indicated it may attempt to quantify and assess charges beginning in late 2016, including amounts for prior periods. Due to the limited information available and lack of historical precedent, the potential loss, if any, is not currently estimable. No accrual has been recorded for this matter.
| 11. | Commitments and Contingencies |
Commitments
Capital Commitments — SPS has made commitments in connection with a portion of its projected capital expenditures. SPS’ capital commitments primarily relate to transmission project plans.
Transmission NTC — SPS has accepted NTCs for several hundred miles of transmission line and related substation projects based on needs identified through SPP’s various planning processes, including those associated with economics, reliability, generator interconnection or the load addition processes. Most significant are the 345 KV transmission line from TUCO to Yoakum County to Hobbs Plant and the Hobbs Plant to China Draw 345 KV transmission line.
Fuel Contracts — SPS has entered into various long-term commitments for the purchase and delivery of a significant portion of its current coal and natural gas requirements. These contracts expire in various years between 2016 and 2033. SPS is required to pay additional amounts depending on actual quantities shipped under these agreements.
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The estimated minimum purchases for SPS under these contracts as of Dec. 31, 2015, are as follows:
| (Millions of Dollars) | Coal | Natural gas supply | Natural gas storage and transportation | |||||||||
| 2016 | $ | 242.0 | $ | 9.6 | $ | 31.5 | ||||||
| 2017 | 108.2 | — | 22.7 | |||||||||
| 2018 | — | — | 20.8 | |||||||||
| 2019 | — | — | 21.5 | |||||||||
| 2020 | — | — | 21.5 | |||||||||
| Thereafter | — | — | 74.4 | |||||||||
| Total | $ | 350.2 | $ | 9.6 | $ | 192.4 | ||||||
Additional expenditures for fuel and natural gas storage and transportation will be required to meet expected future electric generation needs. SPS’ risk of loss, in the form of increased costs from market price changes in fuel, is mitigated through the cost-rate adjustment mechanisms, which provide for pass-through of most fuel, storage and transportation costs to customers.
PPAs — SPS has entered into PPAs with other utilities and energy suppliers with expiration dates through 2033 for purchased power to meet system load and energy requirements and meet operating reserve obligations. In general, these agreements provide for energy payments, based on actual energy delivered and capacity payments. Capacity payments are typically contingent on the independent power producing entity meeting certain contract obligations, including plant availability requirements. Certain contractual payments are adjusted based on market indices. The effects of price adjustments on our financial results are mitigated through purchased energy cost recovery mechanisms.
Included in electric fuel and purchased power expenses for PPAs accounted for as executory contracts, were payments for capacity of $56.7 million, $52.4 million and $38.4 million in 2015, 2014 and 2013, respectively. At Dec. 31, 2015, the estimated future payments for capacity that SPS is obligated to purchase pursuant to these executory contracts, subject to availability, are as follows:
| (Millions of Dollars) | Capacity | |||
| 2016 | $ | 56.8 | ||
| 2017 | 58.0 | |||
| 2018 | 57.0 | |||
| 2019 | 19.4 | |||
| 2020 | 11.8 | |||
| Thereafter | 42.6 | |||
| Total | $ | 245.6 | ||
Additional energy payments under these PPAs and PPAs accounted for as operating leases will be required to meet expected future electric demand.
Leases — SPS leases a variety of equipment and facilities used in the normal course of business. These leases, primarily for office space, generating facilities, trucks, aircraft, cars and power-operated equipment, are accounted for as operating leases. Total expenses under operating lease obligations were approximately $54.5 million, $63.1 million and $64.2 million for 2015, 2014 and 2013, respectively. These expenses included capacity payments for PPAs accounted for as operating leases of $48.6 million, $57.1 million and $59.0 million in 2015, 2014 and 2013, respectively, recorded to electric fuel and purchased power expenses.
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Included in the future commitments under operating leases are estimated future capacity payments under PPAs that have been accounted for as operating leases in accordance with the applicable accounting guidance. Future commitments under operating leases are:
| (Millions of Dollars) | Operating Leases | PPA (a) (b) Operating Leases | Total Operating Leases | |||||||||
| 2016 | $ | 3.7 | $ | 51.5 | $ | 55.2 | ||||||
| 2017 | 4.5 | 48.5 | 53.0 | |||||||||
| 2018 | 4.7 | 48.6 | 53.3 | |||||||||
| 2019 | 4.7 | 48.6 | 53.3 | |||||||||
| 2020 | 4.5 | 48.6 | 53.1 | |||||||||
| Thereafter | 61.7 | 617.3 | 679.0 | |||||||||
(a) | Amounts do not include PPAs accounted for as executory contracts. |
(b) | PPA operating leases contractually expire through 2033. |
Variable Interest Entities — The accounting guidance for consolidation of variable interest entities requires enterprises to consider the activities that most significantly impact an entity’s financial performance, and power to direct those activities, when determining whether an enterprise is a variable interest entity’s primary beneficiary.
PPAs — Under certain PPAs, SPS purchases power from independent power producing entities for which SPS is required to reimburse natural gas fuel costs, or to participate in tolling arrangements under which SPS procures the natural gas required to produce the energy that it purchases. These specific PPAs create a variable interest in the associated independent power producing entity.
SPS has determined that certain independent power producing entities are variable interest entities. SPS is not subject to risk of loss from the operations of these entities, and no significant financial support has been, or is in the future required to be provided other than contractual payments for energy and capacity set forth in the PPAs.
SPS has evaluated each of these variable interest entities for possible consolidation, including review of qualitative factors such as the length and terms of the contract, control over O&M, control over dispatch of electricity, historical and estimated future fuel and electricity prices, and financing activities. SPS has concluded that these entities are not required to be consolidated in its financial statements because it does not have the power to direct the activities that most significantly impact the entities’ economic performance. SPS had approximately 827 MW of capacity under long-term PPAs as of Dec. 31, 2015 and 2014, with entities that have been determined to be variable interest entities. These agreements have expiration dates through the year 2033.
Fuel Contracts — SPS purchases all of its coal requirements for its Harrington and Tolk electric generating stations from TUCO under contracts for those facilities that expire in December 2016 and December 2017, respectively. TUCO arranges for the purchase, receiving, transporting, unloading, handling, crushing, weighing, and delivery of coal to meet SPS’ requirements. TUCO is responsible for negotiating and administering contracts with coal suppliers, transporters and handlers.
No significant financial support has been, or is in the future, required to be provided to TUCO by SPS, other than contractual payments for delivered coal. However, the fuel contracts create a variable interest in TUCO due to SPS’ reimbursement of certain fuel procurement costs. SPS has determined that TUCO is a variable interest entity. SPS has concluded that it is not the primary beneficiary of TUCO because SPS does not have the power to direct the activities that most significantly impact TUCO’s economic performance.
Environmental Contingencies
SPS has been or is currently involved with the cleanup of contamination from certain hazardous substances at several sites. In many situations, SPS believes it will recover some portion of these costs through insurance claims. Additionally, where applicable, SPS is pursuing, or intends to pursue, recovery from other PRPs and through the regulated rate process. New and changing federal and state environmental mandates can also create added financial liabilities for SPS, which are normally recovered through the regulated rate process. To the extent any costs are not recovered through the options listed above, SPS would be required to recognize an expense.
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Site Remediation — Various federal and state environmental laws impose liability, without regard to the legality of the original conduct, where hazardous substances or other regulated materials have been released to the environment. SPS may sometimes pay all or a portion of the cost to remediate sites where past activities of SPS or other parties have caused environmental contamination. Environmental contingencies could arise from various situations, including sites of former manufactured gas plants operated by SPS, its predecessors, or other entities; and third-party sites, such as landfills, for which SPS is alleged to be a PRP that sent wastes to that site.
Environmental Requirements
Water and Waste
Asbestos Removal — Some of SPS’ facilities contain asbestos. Most asbestos will remain undisturbed until the facilities that contain it are demolished or removed. SPS has recorded an estimate for final removal of the asbestos as an ARO. It may be necessary to remove some asbestos to perform maintenance or make improvements to other equipment. The cost of removing asbestos as part of other work is not expected to be material and is recorded as incurred as operating expenses for maintenance projects, capital expenditures for construction projects or removal costs for demolition projects.
Federal Clean Water Act (CWA) Effluent Limitations Guidelines (ELG) — In September 2015, the EPA issued a final ELG rule for power plants that use coal, natural gas, oil or nuclear materials as fuel and discharge treated effluent to surface waters as well as utility-owned landfills that receive coal combustion residuals. SPS has reviewed the final rule and does not anticipate costs of compliance will have a material impact on the results of operations, financial position or cash flows.
Federal CWA Waters of the United States Rule — In June 2015, the EPA and the U.S. Army Corps of Engineers published a final rule that significantly expands the types of water bodies regulated under the CWA and broadens the scope of waters subject to federal jurisdiction. The expansion of the term “Waters of the U.S.” will subject more utility projects to federal CWA jurisdiction, thereby potentially delaying the siting of new generation projects, pipelines, transmission lines and distribution lines, as well as increasing project costs and expanding permitting and reporting requirements. The rule went into effect in August 2015. In October 2015, the U.S. Court of Appeals for the Sixth Circuit issued a nationwide stay of the final rule, pending further legal proceedings.
Air
GHG Emission Standard for Existing Sources (CPP) — In October 2015, a final rule was published by the EPA for GHG emission standards for existing power plants. States must develop implementation plans by September 2016, with the possibility of an extension to September 2018, or the EPA will prepare a federal plan for the state. Among other things, the rule requires that state plans include enforceable measures to ensure emissions from existing power plants achieve the EPA’s state-specific interim (2022-2029) and final (2030 and thereafter) emission performance targets. The CPP is currently being challenged by multiple parties in the D.C. Circuit. In January 2016, the D.C. Circuit denied requests to stay the effectiveness of the rule as well as ordered expedited review of the CPP, with briefings to be completed and oral arguments held by June 2016. Following the D.C. Circuit's denial of motions for stay, multiple parties filed requests for stay with the U.S. Supreme Court. In February 2016, the U.S. Supreme Court issued an order staying the final CPP rule. The stay will remain in effect until, first, the D.C. Circuit and then the U.S. Supreme Court have ruled on the challenges to the CPP.
SPS has undertaken a number of initiatives that reduce GHG emissions and respond to state renewable and energy efficiency goals. The CPP could require additional emission reductions in states in which SPS operates. If state plans do not provide credit for the investments we have already made to reduce GHG emissions, or if they require additional initiatives or emission reductions, then their requirements would potentially impose additional substantial costs. Until SPS has more information about SIPs or knows the requirements of the EPA’s upcoming final rule on federal plans for the states that do not develop related plans, SPS cannot predict the costs of compliance with the final rule once it takes effect. SPS believes compliance costs will be recoverable through regulatory mechanisms. If our regulators do not allow us to recover all or a part of the cost of capital investment or the O&M costs incurred to comply with the CPP or cost recovery is not provided in a timely manner, it could have a material impact on results of operations, financial position or cash flows.
CSAPR — CSAPR addresses long range transport of PM and ozone by requiring reductions in SO2 and NOx from utilities in the eastern half of the United States, including Texas, using an emissions trading program. CSAPR compliance in 2015 did not and 2016 is not expected to have a material impact on the results of operations, financial position or cash flows.
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CSAPR was adopted to address interstate emissions impacting downwind states’ attainment of the 1997 ozone NAAQS and the 1997 and 2006 particulate NAAQS. As the EPA revises the NAAQS, it will consider whether to make any further reductions to CSAPR emission budgets and whether to change which states are included in the emissions trading program. In December 2015, the EPA proposed adjustments to CSAPR emission budgets which address attainment of the more stringent 2008 ozone NAAQS. If adopted as proposed, the ozone season emission budget for NOx in Texas would be reduced by approximately 14 percent, which may lead to increased cost to purchase emission allowances.
Regional Haze Rules — The regional haze program is designed to address widespread haze that results from emissions from a multitude of sources. In 2005, the EPA amended the BART requirements of its regional haze rules, which require the installation and operation of emission controls for industrial facilities emitting air pollutants that reduce visibility in certain national parks and wilderness areas. In its first regional haze SIP, Texas identified the SPS facilities that will have to reduce SO2, NOx and PM emissions under BART and set emissions limits for those facilities.
Harrington Units 1 and 2 are potentially subject to BART. Texas developed a SIP that finds the CAIR equal to BART for EGUs. As a result, no additional controls beyond CAIR compliance would be required. In May 2012, the EPA deferred its review of the SIP in its final rule allowing states to find that CSAPR compliance meets BART requirements for EGUs. In December 2014, the EPA proposed to approve the BART portion of the SIP, with the exception that the EPA would substitute CSAPR compliance for Texas’ reliance on CAIR. In January 2016, the EPA adopted a final rule that defers its approval of CSAPR compliance as BART until the EPA considers further adjustments to CSAPR emission budgets in relation to the 2012 particle NAAQS.
In May 2014, the EPA issued a request for information under the CAA related to SO2 control equipment at Tolk Units 1 and 2. In December 2014, the EPA proposed to disapprove the reasonable progress portions of the SIP and instead adopt a FIP. The EPA proposed to require dry scrubbers on both Tolk units to reduce SO2 emissions to help achieve reasonable progress goals for Texas and Oklahoma national parks and wilderness areas. In January 2016, the EPA adopted a final rule establishing a FIP for the state of Texas. As part of this final rule, the EPA imposed SO2 emission limitations that reflect the installation of dry scrubbers on Tolk Units 1 and 2, with compliance required by February 2021. Investment costs associated with dry scrubbers could be approximately $600 million. SPS plans to appeal the EPA’s decision. SPS believes these costs would be recoverable through regulatory mechanisms if required, and therefore does not expect a material impact on results of operations, financial position or cash flows.
Implementation of the NAAQS for SO2 — The EPA adopted a more stringent NAAQS for SO2 in 2010. In 2013, the EPA designated areas as not attaining the revised NAAQS, which did not include any areas where Xcel Energy operates power plants. However, many other areas of the country were unable to be classified by the EPA due to a lack of air monitors.
Following a lawsuit alleging that the EPA had not completed its area designations in the time required by the CAA and under a consent decree the EPA is requiring states to evaluate areas in three phases. The first phase includes areas near SPS’ Tolk and Harrington plants. The Tolk and Harrington Plants utilize low sulfur coal to reduce SO2 emissions. The Texas Commission on Environmental Quality (TCEQ) made recommendations for unclassified and nonattainment areas to the EPA in September 2015. The EPA’s final decision is expected by summer 2016.
If an area is designated nonattainment, the respective states will need to evaluate all SO2 sources in the area. The state would then submit an implementation plan for the respective areas which would be due in 18 months, designed to achieve the NAAQS within five years. The TCEQ could require additional SO2 controls on one or more of the units at Tolk and Harrington. SPS cannot evaluate the impacts of this ruling until the designation of nonattainment areas is made and any required state plans are developed. SPS believes that, should SO2 control systems be required for a plant, compliance costs will be recoverable through regulatory mechanisms and therefore does not expect a material impact on results of operations, financial position or cash flows.
Revisions to the NAAQS for Ozone — In October 2015, the EPA revised the NAAQS for ozone by lowering the eight-hour standard from 75 parts per billion (ppb) to 70 ppb. In areas where SPS operates, current monitored air quality concentrations meet the 70 ppb level in the Texas panhandle. In documents issued with the new standard, the EPA projects this area will meet the new standard. Therefore, SPS does not expect a material impact on results of operations, financial position or cash flows.
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Asset Retirement Obligations
Recorded AROs — AROs have been recorded for property related to the following: electric steam production, electric distribution and transmission, and general property. The electric production obligations include asbestos, ash-containment facilities, storage tanks and control panels. The asbestos recognition associated with electric production includes certain specific plants. AROs also have been recorded for steam production related to ash-containment facilities such as bottom ash ponds, evaporation ponds and solid waste landfills.
An ARO was recognized for the removal of electric transmission and distribution equipment, which consists of many small potential obligations associated with PCBs, mineral oil, storage tanks, lithium batteries, mercury and street lighting lamps. The electric general AROs include small obligations related to storage tanks, radiation sources and office buildings.
In April 2015, the EPA published the final rule regulating the management and disposal of coal combustion byproducts (e.g., coal ash) as a nonhazardous waste to the Federal Register. The rule became effective in October 2015. No cash flow revisions were necessary, as a result of the final rule, as of Dec. 31, 2015.
A reconciliation of SPS’ AROs for the years ended Dec. 31, 2015 and 2014 is as follows:
| (Thousands of Dollars) | Beginning Balance Jan. 1, 2015 | Accretion | Cash Flow Revisions | Ending Balance Dec. 31, 2015 (a) | ||||||||||||
| Electric plant | ||||||||||||||||
| Steam production asbestos | $ | 16,957 | $ | 1,024 | $ | — | $ | 17,981 | ||||||||
| Steam production ash containment | 1,609 | 85 | (181 | ) | 1,513 | |||||||||||
| Electric distribution | 6,327 | 232 | — | 6,559 | ||||||||||||
| Other | 1,138 | 42 | — | 1,180 | ||||||||||||
| Total liability | $ | 26,031 | $ | 1,383 | $ | (181 | ) | $ | 27,233 | |||||||
(a) | There were no ARO liabilities recognized or settled during the year ended Dec. 31, 2015. |
| (Thousands of Dollars) | Beginning Balance Jan. 1, 2014 | Liabilities Recognized | Accretion | Cash Flow Revisions (a) | Ending Balance Dec. 31, 2014 (b) | |||||||||||||||
| Electric plant | ||||||||||||||||||||
| Steam production asbestos | $ | 11,608 | $ | — | $ | 795 | $ | 4,554 | $ | 16,957 | ||||||||||
| Steam production ash containment | 809 | — | 51 | 749 | 1,609 | |||||||||||||||
| Electric distribution | 6,104 | — | 223 | — | 6,327 | |||||||||||||||
| Other | 854 | 136 | 31 | 117 | 1,138 | |||||||||||||||
| Total liability | $ | 19,375 | $ | 136 | $ | 1,100 | $ | 5,420 | $ | 26,031 | ||||||||||
(a) | In 2014, revisions were made to various AROs due to revised estimated cash flows and the timing of those cash flows. Changes in the asbestos AROs were related to updated costs from the 2014 dismantling study. |
(b) | There were no ARO liabilities settled during the year ended Dec. 31, 2014. |
Indeterminate AROs — Outside of the known and recorded asbestos AROs, other plants or buildings may contain asbestos due to the age of many of SPS’ facilities, but no confirmation or measurement of the amount of asbestos or cost of removal could be determined as of Dec. 31, 2015. Therefore, an ARO has not been recorded for these facilities.
Removal Costs — SPS records a regulatory liability for the plant removal costs of generation, transmission and distribution facilities that are recovered currently in rates. Generally, the accrual of future non-ARO removal obligations is not required. However, long-standing ratemaking practices approved by applicable state and federal regulatory commissions have allowed provisions for such costs in historical depreciation rates. These removal costs have accumulated over a number of years based on varying rates as authorized by the appropriate regulatory entities. Given the long time periods over which the amounts were accrued and the changing of rates over time, SPS has estimated the amount of removal costs accumulated through historic depreciation expense based on current factors used in the existing depreciation rates. Accordingly, the recorded amounts of estimated future removal costs are considered regulatory liabilities. Removal costs as of Dec. 31, 2015 and 2014 were $204 million and $68 million, respectively.
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Legal Contingencies
SPS is involved in various litigation matters that are being defended and handled in the ordinary course of business. The assessment of whether a loss is probable or is a reasonable possibility, and whether the loss or a range of loss is estimable, often involves a series of complex judgments about future events. Management maintains accruals for such losses that are probable of being incurred and subject to reasonable estimation. Management is sometimes unable to estimate an amount or range of a reasonably possible loss in certain situations, including but not limited to when (1) the damages sought are indeterminate, (2) the proceedings are in the early stages, or (3) the matters involve novel or unsettled legal theories. In such cases, there is considerable uncertainty regarding the timing or ultimate resolution of such matters, including a possible eventual loss. For current proceedings not specifically reported herein, management does not anticipate that the ultimate liabilities, if any, arising from such current proceedings would have a material effect on SPS’ financial statements. Unless otherwise required by GAAP, legal fees are expensed as incurred.
Other Contingencies
See Note 10 for further discussion.
| 12. | Regulatory Assets and Liabilities |
SPS’ financial statements are prepared in accordance with the applicable accounting guidance, as discussed in Note 1. Under this guidance, regulatory assets and liabilities are created for amounts that regulators may allow to be collected, or may require to be paid back to customers in future electric rates. If changes in the utility industry or the business of SPS no longer allow for the application of regulatory accounting guidance under GAAP, SPS would be required to recognize the write-off of regulatory assets and liabilities in net income or OCI.
The components of regulatory assets shown on the balance sheets of SPS at Dec. 31, 2015 and 2014 are:
| (Thousands of Dollars) | See Note(s) | Remaining Amortization Period | Dec. 31, 2015 | Dec. 31, 2014 | |||||||||||||||||
| Regulatory Assets | Current | Noncurrent | Current | Noncurrent | |||||||||||||||||
Pension and retiree medical obligations (a) | 7 | Various | $ | 15,632 | $ | 223,122 | $ | 17,256 | $ | 240,980 | |||||||||||
| Recoverable deferred taxes on AFUDC recorded in plant | 1 | Plant lives | — | 39,368 | — | 36,878 | |||||||||||||||
Net AROs (b) | 11 | Plant lives | — | 23,014 | — | 21,689 | |||||||||||||||
Conservation programs (c) | 1 | One to three years | 5,137 | 3,859 | 3,451 | 5,020 | |||||||||||||||
| Renewable resources and environmental initiatives | 11 | One to two years | 3,740 | 2,019 | 6,726 | 5,124 | |||||||||||||||
| Losses on reacquired debt | 4 | Term of related debt | 850 | 1,743 | 1,104 | 2,594 | |||||||||||||||
| Deferred income tax adjustment | 1, 6 | Typically plant lives | — | 170 | — | 302 | |||||||||||||||
| Recoverable electric energy costs | 1 | Less than one year | 12 | — | 513 | — | |||||||||||||||
| Texas Surcharge | 10 | Less than one year | — | — | 15,388 | — | |||||||||||||||
| Other | Various | 6,170 | 8,519 | 7,568 | 10,718 | ||||||||||||||||
| Total regulatory assets | $ | 31,541 | $ | 301,814 | $ | 52,006 | $ | 323,305 | |||||||||||||
(a) | Includes the non-qualified pension plan. |
(b) | Includes amounts recorded for future recovery of AROs. |
(c) | Includes costs for conservation programs, as well as incentives allowed in certain jurisdictions. |
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The components of regulatory liabilities shown on the balance sheets of SPS at Dec. 31, 2015 and 2014 are:
| (Thousands of Dollars) | See Note(s) | Remaining Amortization Period | Dec. 31, 2015 | Dec. 31, 2014 | |||||||||||||||||
| Regulatory Liabilities | Current | Noncurrent | Current | Noncurrent | |||||||||||||||||
| Plant removal costs | 11 | Plant lives | $ | — | $ | 203,954 | $ | — | $ | 68,106 | |||||||||||
| Revenue subject to refund | 10 | One to two years | 20,647 | 1,080 | 7,527 | 19,518 | |||||||||||||||
Renewable resources and environmental initiatives | 11 | One to two years | 2,960 | 880 | 1,120 | 765 | |||||||||||||||
| Gain from asset sales | 10 | Various | 2,640 | 2,584 | 2,577 | 4,468 | |||||||||||||||
| Deferred electric energy costs | 1 | Less than one year | 61,041 | — | 53,971 | — | |||||||||||||||
Contract valuation adjustments (a) | 1, 9 | Term of related contract | 9,387 | — | 20,211 | 2,521 | |||||||||||||||
Conservation programs (b) | 1 | Less than one year | 645 | — | 1,425 | — | |||||||||||||||
| Other | Various | 985 | 21,086 | 892 | 19,810 | ||||||||||||||||
Total regulatory liabilities (c) | $ | 98,305 | $ | 229,584 | $ | 87,723 | $ | 115,188 | |||||||||||||
(a) | Includes the fair value of certain long-term PPAs used to meet energy capacity requirements. |
(b) | Includes costs for conservation programs as well as incentives allowed in certain jurisdictions. |
(c) | Revenue subject to refund of $3.9 million and $51.2 million for 2015 and 2014, respectively, is included in other current liabilities. |
At Dec. 31, 2015 and 2014, approximately $25 million and $53 million of SPS’ regulatory assets represented past expenditures not currently earning a return, respectively. This amount primarily includes certain expenditures associated with renewable resources and environmental initiatives.
| 13. | Other Comprehensive Income |
Changes in accumulated other comprehensive loss, net of tax, for the years ended Dec. 31, 2015 and 2014 were as follows:
| Year Ended Dec. 31, 2015 | ||||||||||||
| (Thousands of Dollars) | Gains and Losses on Cash Flow Hedges | Defined Benefit Pension and Postretirement Items | Total | |||||||||
| Accumulated other comprehensive loss at Jan. 1 | $ | (989 | ) | $ | — | $ | (989 | ) | ||||
| Other comprehensive loss before reclassifications | — | (464 | ) | (464 | ) | |||||||
| Losses reclassified from net accumulated other comprehensive loss | 172 | — | 172 | |||||||||
| Net current period other comprehensive income (loss) | 172 | (464 | ) | (292 | ) | |||||||
| Accumulated other comprehensive loss at Dec. 31 | $ | (817 | ) | $ | (464 | ) | $ | (1,281 | ) | |||
| Year Ended Dec. 31, 2014 | ||||
| (Thousands of Dollars) | Gains and Losses on Cash Flow Hedges | |||
| Accumulated other comprehensive loss at Jan. 1 | $ | (1,161 | ) | |
| Losses reclassified from net accumulated other comprehensive loss | 172 | |||
| Net current period other comprehensive income | 172 | |||
| Accumulated other comprehensive loss at Dec. 31 | $ | (989 | ) | |
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Reclassifications from accumulated other comprehensive loss for the years ended Dec. 31, 2015 and 2014 were as follows:
| Amounts Reclassified from Accumulated Other Comprehensive Loss | |||||||||
| (Thousands of Dollars) | Year Ended Dec. 31, 2015 | Year Ended Dec. 31, 2014 | |||||||
| Losses on cash flow hedges: | |||||||||
| Interest rate derivatives | $ | 269 | (a) | $ | 268 | (a) | |||
| Total, pre-tax | 269 | 268 | |||||||
| Tax benefit | (97 | ) | (96 | ) | |||||
| Total amounts reclassified, net of tax | $ | 172 | $ | 172 | |||||
(a) | Included in interest charges. |
| 14. | Related Party Transactions |
Xcel Energy Services Inc. provides management, administrative and other services for the subsidiaries of Xcel Energy Inc., including SPS. The services are provided and billed to each subsidiary in accordance with service agreements executed by each subsidiary. SPS uses the service provided by Xcel Energy Services Inc. whenever possible. Costs are charged directly to the subsidiary and are allocated if they cannot be directly assigned.
Xcel Energy Inc., NSP-Minnesota, PSCo and SPS have established a utility money pool arrangement with the utility subsidiaries. See Note 4 for further discussion of this borrowing arrangement.
The table below contains significant affiliate transactions among the companies and related parties for the years ended Dec. 31:
| (Thousands of Dollars) | 2015 | 2014 | 2013 | |||||||||
| Operating revenues: | ||||||||||||
| Electric | $ | — | $ | 23 | $ | 1,331 | ||||||
| Operating expenses: | ||||||||||||
| Purchased power | 8,632 | 9,614 | 8,136 | |||||||||
| Other operating expenses — paid to Xcel Energy Services Inc. | 197,134 | 145,917 | 127,669 | |||||||||
| Interest expense | 156 | 73 | 178 | |||||||||
| Interest income | 6 | 3 | — | |||||||||
Accounts receivable and payable with affiliates at Dec. 31 were:
| 2015 | 2014 | |||||||||||||||
| (Thousands of Dollars) | Accounts Receivable | Accounts Payable | Accounts Receivable | Accounts Payable | ||||||||||||
| NSP-Minnesota | $ | 1,066 | $ | — | $ | 1,983 | $ | — | ||||||||
| NSP-Wisconsin | — | 71 | — | 31 | ||||||||||||
| PSCo | — | 414 | — | 5,803 | ||||||||||||
| Other subsidiaries of Xcel Energy Inc. | 13 | 28,650 | — | 13,956 | ||||||||||||
| $ | 1,079 | $ | 29,135 | $ | 1,983 | $ | 19,790 | |||||||||
| 15. | Summarized Quarterly Financial Data (Unaudited) |
| Quarter Ended | ||||||||||||||||
| (Thousands of Dollars) | March 31, 2015 | June 30, 2015 | Sept. 30, 2015 | Dec. 31, 2015 | ||||||||||||
| Operating revenues | $ | 423,829 | $ | 422,985 | $ | 530,752 | $ | 409,652 | ||||||||
| Operating income | 49,759 | 53,132 | 117,076 | 54,498 | ||||||||||||
| Net income | 20,247 | 22,576 | 61,815 | 22,625 | ||||||||||||
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| Quarter Ended | ||||||||||||||||
| (Thousands of Dollars) | March 31, 2014 | June 30, 2014 | Sept. 30, 2014 | Dec. 31, 2014 | ||||||||||||
| Operating revenues | $ | 448,400 | $ | 492,536 | $ | 552,779 | $ | 443,655 | ||||||||
| Operating income | 42,576 | 59,000 | 118,769 | 45,779 | ||||||||||||
| Net income | 18,735 | 28,035 | 66,937 | 16,145 | ||||||||||||
Item 9 — Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A — Controls and Procedures
Disclosure Controls and Procedures
SPS maintains a set of disclosure controls and procedures designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms. In addition, the disclosure controls and procedures ensure that information required to be disclosed is accumulated and communicated to management, including the chief executive officer (CEO) and chief financial officer (CFO), allowing timely decisions regarding required disclosure. As of Dec. 31, 2015, based on an evaluation carried out under the supervision and with the participation of SPS’ management, including the CEO and CFO, of the effectiveness of its disclosure controls and the procedures, the CEO and CFO have concluded that SPS’ disclosure controls and procedures were effective.
Internal Control Over Financial Reporting
No change in SPS’ internal control over financial reporting has occurred during SPS’ most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, SPS’ internal control over financial reporting. SPS maintains internal control over financial reporting to provide reasonable assurance regarding the reliability of the financial reporting. SPS has evaluated and documented its controls in process activities, general computer activities, and on an entity-wide level. During the year and in preparation for issuing its report for the year ended Dec. 31, 2015, on internal controls under section 404 of the Sarbanes-Oxley Act of 2002, SPS conducted testing and monitoring of its internal control over financial reporting. Based on the control evaluation, testing and remediation performed, SPS did not identify any material control weaknesses, as defined under the standards and rules issued by the Public Company Accounting Oversight Board and as approved by the SEC and as indicated in Management Report on Internal Controls herein.
Effective January 2016, SPS implemented the general ledger modules of a new enterprise resource planning (“ERP”) system to improve certain financial and related transaction processes. During 2016 and 2017, SPS will continue implementing additional modules and expects to begin conversion of existing work management system to this same ERP system. In connection with this ongoing implementation, SPS is updating its internal control over financial reporting, as necessary, to accommodate modifications to its business processes and accounting procedures. SPS does not believe that this implementation will have an adverse effect on its internal control over financial reporting.
This annual report does not include an attestation report of SPS’ independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by SPS’ independent registered public accounting firm pursuant to the rules of the SEC that permit SPS to provide only management’s report in this annual report.
Item 9B — Other Information
None.
PART III
Items 10, 11, 12 and 13 of Part III of Form 10-K have been omitted from this report for SPS in accordance with conditions set forth in general instructions I (1) (a) and (b) of Form 10-K for wholly-owned subsidiaries.
Item 10 — Directors, Executive Officers and Corporate Governance
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Item 11 — Executive Compensation
Item 12 — Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13 — Certain Relationships and Related Transactions, and Director Independence
Information required under this Item is contained in Xcel Energy Inc.’s Proxy Statement for its 2016 Annual Meeting of Shareholders,
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which is incorporated by reference.
Item 14 — Principal Accountant Fees and Services
The information required by Item 14 of Form 10-K is set forth under the heading “Independent Registered Public Accounting Firm –
Audit and Non-Audit Fees” in Xcel Energy Inc.’s definitive Proxy Statement for the 2016 Annual Meeting of Stockholders which
definitive Proxy Statement is expected to be filed with the SEC on or about April 4, 2016. Such information set forth under such
heading is incorporated herein by this reference hereto.
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PART IV
Item 15 — Exhibits, Financial Statement Schedules
| 1. | Financial Statements |
| Management Report on Internal Controls Over Financial Reporting — For the year ended Dec. 31, 2015. | |
Report of Independent Registered Public Accounting Firm — Financial Statements | |
Statements of Income — For the three years ended Dec. 31, 2015, 2014 and 2013. | |
Statements of Comprehensive Income — For the three years ended Dec. 31, 2015, 2014 and 2013. | |
Statements of Cash Flows — For the three years ended Dec. 31, 2015, 2014 and 2013. | |
Balance Sheets — As of Dec. 31, 2015 and 2014. | |
Statements of Common Stockholder’s Equity — For the three years ended Dec. 31, 2015, 2014 and 2013. | |
| Statements of Capitalization — As of Dec. 31, 2015 and 2014. | |
| 2. | Schedule II — Valuation and Qualifying Accounts and Reserves for the years ended Dec. 31, 2015, 2014 and 2013. |
| 3. | Exhibits |
| * | Indicates incorporation by reference | |
| + | Executive Compensation Arrangements and Benefit Plans Covering Executive Officers and Directors | |
| 3.01* | Amended and Restated Articles of Incorporation dated Sept. 30, 1997 (Exhibit 3(a)(2) to Form 10-K (file no. 001-03789) dated March 3, 1998). |
| 3.02* | By-Laws of SPS as Amended and Restated on Sept. 26, 2013. (Exhibit 3.02 to Form 10-Q/A for the quarter ended Sept. 30, 2013 (file no. 001-03789)). |
| 4.01* | Indenture dated Feb. 1, 1999 between SPS and The Chase Manhattan Bank (Exhibit 99.2 to Form 8-K (file no. 001-03789) dated Feb. 25, 1999). |
| 4.02* | Third Supplemental Indenture dated Oct. 1, 2003 to the indenture dated Feb. 1, 1999 between SPS and JPMorgan Chase Bank, as successor Trustee, creating $100 million principal amount of Series C and Series D Notes, 6 percent due 2033 (Exhibit 4.04 to Xcel Energy Form 10-Q (file no. 001-03034) for the quarter ended Sept. 30, 2003). |
| 4.03* | Fourth Supplemental Indenture dated Oct. 1, 2006 between SPS and The Bank of New York, as successor Trustee (Exhibit 4.01 to Form 8-K (file no. 001-03789) dated Oct. 3, 2006). |
| 4.04* | Red River Authority for Texas Indenture of Trust dated July 1, 1991 (Form 10-K, Aug. 31, 1991 -Exhibit 4(b)). |
| 4.05* | Fifth Supplemental Indenture dated as of Nov. 1, 2008 between SPS and The Bank of New York Mellon Trust Company, N.A., as successor Trustee, creating $250 million principal amount of Series G Senior Notes, 8.75 percent due 2018 (Exhibit 4.01 of Form 8-K of SPS, dated Nov. 14, 2008 (file no. 001-03789)). |
| 4.06* | Indenture dated as of Aug. 1, 2011 between SPS and U.S, Bank National Association, as Trustee (Exhibit 4.01 to Form 8-K dated Aug. 10, 2011 (file no. 001-03789)). |
| 4.07* | Supplemental Indenture dated as of Aug. 3, 2011 between SPS and U.S. Bank National Association, as Trustee, creating $200 million principal amount of 4.50 percent First Mortgage Bonds, Series No. 1 due 2041 (Exhibit 4.02 to Form 8-K dated Aug. 10, 2011 (file no. 001-03789)). |
| 4.08* | Sixth Supplemental Indenture dated as of June 1, 2014 between SPS and The Bank of New York Mellon Trust Company, N.A., as successor Trustee. (Exhibit 4.03 to SPS’ Form 8-K dated June 2, 2014 (file no. 001-03789)). |
| 4.09* | Supplemental Indenture No. 2 dated as of June 1, 2014 between SPS and U.S. Bank National Association, as Trustee. (Exhibit 4.06 to SPS’ Form 8-K dated June 2, 2014 (file no. 001-03789)). |
| 4.10* | Supplemental Indenture No. 3 dated as of June 1, 2014 between SPS and U.S. Bank National Association, as Trustee, creating $150 million principal amount of 3.30 percent First Mortgage Bonds, Series No. 3 due 2024. (Exhibit 4.02 to SPS’ Form 8-K dated June 9, 2014 (file no. 001-03789)). |
| 10.01*+ | Xcel Energy Inc. Nonqualified Pension Plan (2009 Restatement) (Exhibit 10.02 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2008). |
| 10.02*+ | Xcel Energy Senior Executive Severance Change-in-Control Policy (2009 Amendment and Restatement) (Exhibit 10.05 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2008). |
| 10.03*+ | Xcel Energy Inc. Non-Employee Directors Deferred Compensation Plan as amended and restated on Jan. 1, 2009 (Exhibit 10.08 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2008). |
| 10.04*+ | Form of Services Agreement between Xcel Energy Services Inc. and utility companies (Exhibit H-1 to Form U5B (file no. 001-03034) dated Nov. 16, 2000). |
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| 10.05*+ | Xcel Energy Inc. Supplemental Executive Retirement Plan as amended and restated Jan. 1, 2009 (Exhibit 10.17 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2008). |
| 10.06* | Coal Supply Agreement (Harrington Station) between SPS and TUCO, dated May 1, 1979 (Form 8-K (file no. 001-03789) May 14, 1979 — Exhibit 3). |
| 10.07* | Master Coal Service Agreement between Swindell-Dressler Energy Supply Co. and TUCO, dated July 1, 1978 (Form 8-K (file no. 001-03789) May 14, 1979 — Exhibit 5(A)). |
| 10.08* | Guaranty of Master Coal Service Agreement between Swindell-Dressler Energy Supply Co. and TUCO (Form 8-K (file no. 001-03789) May 14, 1979 — Exhibit 5(B)). |
| 10.09* | Coal Supply Agreement (Tolk Station) between SPS and TUCO dated April 30, 1979, as amended Nov. 1, 1979 and Dec. 30, 1981 (Form 10-Q for the quarter ended Feb. 28, 1982 (file no. 001-03789) — Exhibit 10(b)). |
| 10.10* | Master Coal Service Agreement between Wheelabrator Coal Services Co. and TUCO dated Dec. 30, 1981, as amended Nov. 1, 1979 and Dec. 30, 1981 (Form 10-Q fo4r the quarter ended Feb. 28, 1982 (file no. 001-03789) — Exhibit 10(c)). |
| 10.11* | Power Purchase Agreement dated May 23, 1997 between Borger Energy Associates, L.P, and SPS. |
| 10.12*+ | Amendment dated Aug. 26, 2009 to the Xcel Energy Senior Executive Severance and Change-in-Control Policy (Exhibit 10.06 to Form 10-Q of Xcel Energy (file no. 001-03034) for the quarter ended Sept. 30, 2009). |
| 10.13*+ | Xcel Energy Executive Annual Incentive Award Plan Form of Restricted Stock Agreement (Exhibit 10.08 to Form 10-Q of Xcel Energy (file no. 001-03034) for the quarter ended Sept. 30, 2009). |
| 10.14*+ | Xcel Energy Inc. Executive Annual Incentive Award Plan (as amended and restated effective Feb. 17, 2010) (incorporated by reference to Appendix A to Schedule 14A, Definitive Proxy Statement to Xcel Energy (file no. 001-03034) dated April 6, 2010). |
| 10.15*+ | Xcel Energy Inc. 2010 Executive Annual Discretionary Award Plan (Exhibit 10.24 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2009). |
| 10.16*+ | Xcel Energy Inc. 2005 Long-Term Incentive Plan (as amended and restated effective Feb. 17, 2010) (incorporated by reference to Appendix B to Schedule 14A, Definitive Proxy Statement to Xcel Energy (file no. 001-03034) dated April 6, 2010). |
| 10.17*+ | Xcel Energy Inc. 2010 Executive Annual Discretionary Award Plan (as amended and restated effective Dec. 15, 2010) (Exhibit 10.23 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2010). |
| 10.18*+ | Xcel Energy Inc. 2005 Long-Term Incentive Plan Form of Bonus Stock Agreement (Exhibit 10.24 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2010). |
| 10.19*+ | Xcel Energy Inc. 2005 Long-Term Incentive Plan Form of Performance Share Agreement (Exhibit 10.25 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2010). |
| 10.20a*+ | Xcel Energy Inc. 2005 Long-Term Incentive Plan Form of Restricted Stock Unit Agreement (Exhibit 10.26 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2010). |
| 10.20b*+ | Xcel Energy Inc. 2005 Long-Term Incentive Plan Form of Time-Based Restricted Stock Unit Agreement (Exhibit 10.14b to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2012). |
| 10.21*+ | Stock Equivalent Plan for Non-Employee Directors of Xcel Energy Inc. as amended and restated effective Feb. 23, 2011 (Appendix A to the Xcel Energy Definitive Proxy Statement (file no. 001-03034) filed Apr. 5, 2011). |
| 10.22*+ | Xcel Energy Inc. Nonqualified Deferred Compensation Plan (2009 Restatement) (Exhibit 10.07 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2008). |
| 10.23*+ | Second Amendment dated Oct. 26, 2011 to the Xcel Energy Senior Executive Severance and Change-in-Control Policy (Exhibit 10.18 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2011). |
| 10.24*+ | First Amendment effective Nov. 29, 2011 to the Xcel Energy Inc. Nonqualified Deferred Compensation Plan (2009 Restatement) (Exhibit 10.17 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2011). |
| 10.25*+ | First Amendment dated Feb. 20, 2013 to the Xcel Energy Inc. Executive Annual Incentive Award Plan (as amended and restated effective Feb. 17, 2010) (Exhibit 10.01 to Form 10-Q of Xcel Energy (file no. 001-03034) for the quarter ended March 31, 2013). |
| 10.26*+ | Fourth Amendment dated Feb. 20, 2013 to the Xcel Energy Senior Executive Severance and Change-in-Control Policy (Exhibit 10.02 to Form 10-Q of Xcel Energy (file no. 001-03034) for the quarter ended March 31, 2013). |
| 10.27*+ | First Amendment dated May 21, 2013 to the Xcel Energy Inc. 2005 Long Term Incentive Plan (as amended and restated effective Feb. 17, 2010) (Exhibit 10.21 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2013). |
| 10.28*+ | Second Amendment dated May 21, 2013 to the Xcel Energy Inc. Nonqualified Deferred Compensation Plan (2009 Restatement) (Exhibit 10.22 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2013). |
| 10.29*+ | Xcel Energy Inc. 2005 Long-Term Incentive Plan Form of Long-Term Incentive Award Agreement (Exhibit 10.23 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2013). |
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| 10.30* | Amended and Restated Credit Agreement, dated as of Oct. 14, 2014 among SPS, as Borrower, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., and Barclays Bank Plc, as Syndication Agents, and Wells Fargo Bank, National Association, as Documentation Agent (Exhibit 99.04 to Form 8-K of Xcel Energy, dated Oct. 14, 2014 (file no. 001-03034)). |
| 10.31*+ | Xcel Energy Inc. 2015 Omnibus Incentive Plan (incorporated by reference to Appendix B to Schedule 14A, Definitive Proxy Statement to Xcel Energy Inc. (file no. 001-03034) dated April 6, 2015). |
| 10.32*+ | Stock Equivalent Program for Non-Employee Directors of Xcel Energy Inc. (As First Effective May 20, 2015) under the Xcel Energy Inc. 2015 Omnibus Incentive Plan. (Exhibit 10.02 to Form 8-K of Xcel Energy, dated May 26, 2015 (file no. 001-03034). |
| 10.33*+ | Form of Xcel Energy Inc. 2015 Omnibus Incentive Plan Award Agreement and Award Terms and Conditions (Restricted Stock Units and Performance Share Units) under the Xcel Energy Inc. 2015 Omnibus Incentive Plan. (Exhibit 10.03 to Form 8-K of Xcel Energy, dated May 26, 2015 (file no. 001-03034). |
10.34*+ | Xcel Energy Inc. 2015 Omnibus Incentive Plan Form of Award Agreement. (Exhibit 10.28 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2015). |
| 10.35*+ | Xcel Energy Inc. Executive Annual Incentive Award Sub-plan pursuant to the Xcel Energy Inc. 2015 Omnibus Incentive Plan. (Exhibit 10.29 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2015). |
| Statement of Computation of Ratio of Earnings to Fixed Charges. | |
| Consent of Independent Registered Public Accounting Firm. | |
| Principal Executive Officer’s certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| Principal Financial Officer’s certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
| Statement pursuant to Private Securities Litigation Reform Act of 1995. | |
| 101 | The following materials from SPS’ Annual Report on Form 10-K for the year ended Dec. 31, 2015 are formatted in XBRL (eXtensible Business Reporting Language): (i) the Statements of Income, (ii) the Statements of Comprehensive Income, (iii) the Statements of Cash Flows, (iv) the Balance Sheets, (v) the Statements of Stockholder’s Equity, (vi) the Statements of Capitalization, (vii) Notes to Financial Statements, (viii) document and entity information, and (ix) Schedule II. |
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SCHEDULE II
SOUTHWESTERN PUBLIC SERVICE CO.
VALUATION AND QUALIFYING ACCOUNTS
YEARS ENDED DEC. 31, 2015, 2014 AND 2013
(amounts in thousands)
| Additions | ||||||||||||||||||||
Balance at Jan. 1 | Charged to Costs and Expenses | Charged to Other Accounts(a) | Deductions from Reserves (b) | Balance at Dec. 31 | ||||||||||||||||
| Allowance for bad debts: | ||||||||||||||||||||
| 2015 | $ | 5,839 | $ | 4,655 | $ | 1,036 | $ | 5,642 | $ | 5,888 | ||||||||||
| 2014 | 5,475 | 4,137 | 1,089 | 4,862 | 5,839 | |||||||||||||||
| 2013 | 4,722 | 3,437 | 1,076 | 3,760 | 5,475 | |||||||||||||||
(a) | Recovery of amounts previously written off. |
(b) | Deductions relate primarily to bad debt write-offs. |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
| SOUTHWESTERN PUBLIC SERVICE COMPANY | ||
| Feb. 22, 2016 | /s/ TERESA S. MADDEN | |
| Teresa S. Madden | ||
| Executive Vice President, Chief Financial Officer and Director | ||
| (Principal Financial Officer) | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the date indicated above.
| /s/ BEN FOWKE | /s/ DAVID T. HUDSON | |
| Ben Fowke | David T. Hudson | |
| Chairman, Chief Executive Officer and Director | President and Director | |
| (Principal Executive Officer) | ||
| /s/ TERESA S. MADDEN | /s/ JEFFREY S. SAVAGE | |
| Teresa S. Madden | Jeffrey S. Savage | |
| Executive Vice President, Chief Financial Officer and Director | Senior Vice President, Controller | |
| (Principal Financial Officer) | (Principal Accounting Officer) | |
| /s/ MARVIN E. MCDANIEL, JR. | ||
| Marvin E. McDaniel, Jr. | ||
| Director | ||
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT
SPS has not sent, and does not expect to send, an annual report or proxy statement to its security holder.
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