e10vq
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended September 30, 2007
Commission file number 1-11607
DTE ENERGY COMPANY
(Exact name of registrant as specified in its charter)
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Michigan
(State or other jurisdiction of
incorporation or organization)
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38-3217752
(I.R.S. Employer
Identification No.) |
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2000 2nd Avenue, Detroit, Michigan
(Address of principal executive offices)
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48226-1279
(Zip Code) |
313-235-4000
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes þ
No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in
Rule 12b-2 of the Exchange Act.
Large accelerated filer þ
Accelerated filer o
Non-accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).
Yes o
No þ
At September 30, 2007, 163,713,691 shares of DTE Energys Common Stock, substantially all held by
non-affiliates, were outstanding.
DTE Energy Company
Quarterly Report on Form 10-Q
Quarter Ended September 30, 2007
Table of Contents
Definitions
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Coke and Coke Battery
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Raw coal is heated to high temperatures in ovens to
separate impurities, leaving a carbon residue called
coke. Coke is combined with iron ore to create a high
metallic iron that is used to produce steel. A series of
coke ovens configured in a module is referred to as a
battery. |
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Company
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DTE Energy Company and any subsidiary companies |
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CTA
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Costs to achieve, consisting of project management,
consultant support and employee severance, related to the
Performance Excellence Process. |
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Customer Choice
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Statewide initiatives giving customers in Michigan the
option to choose alternative suppliers for electricity
and gas. |
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Detroit Edison
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The Detroit Edison Company (a direct wholly owned
subsidiary of DTE Energy) and subsidiary companies |
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DTE Energy
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DTE Energy Company, directly or indirectly the parent of
Detroit Edison, MichCon and numerous non-utility
subsidiaries |
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EPA
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United States Environmental Protection Agency |
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FERC
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Federal Energy Regulatory Commission |
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GCR
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A gas cost recovery mechanism authorized by the MPSC,
permitting MichCon to pass the cost of natural gas to its
customers. |
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ITC Transmission
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International Transmission Company (until February 28,
2003, a wholly owned subsidiary of DTE Energy) |
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MDEQ
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Michigan Department of Environmental Quality |
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MichCon
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Michigan Consolidated Gas Company (an indirect wholly
owned subsidiary of DTE Energy) and subsidiary companies |
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MISO
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Midwest Independent System
Operator, a Regional
Transmission Organization |
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MPSC
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Michigan Public Service Commission |
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Non-utility
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An entity that is not a public utility. Its conditions of
service, prices of goods and services and other operating
related matters are not directly regulated by the MPSC or
the FERC. |
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NRC
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Nuclear Regulatory Commission |
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Production tax credits
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Tax credits as authorized under Sections 45K and 45 of
the Internal Revenue Code that are designed to stimulate
investment in and development of alternate fuel sources.
The amount of a production tax credit can vary each year
as determined by the Internal Revenue Service. |
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Proved Reserves
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Estimated quantities of natural gas, natural gas liquids
and crude oil that geological and engineering data
demonstrate with reasonable certainty to be recoverable
in future years from known reserves under existing
economic and operating conditions. |
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PSCR
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A power supply cost recovery mechanism authorized by the
MPSC that allows Detroit Edison to recover through rates
its fuel, fuel-related and purchased power expenses. |
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Securitization
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Detroit Edison financed specific stranded costs at lower
interest rates through the sale of rate reduction bonds
by a wholly-owned special purpose entity, the Detroit
Edison Securitization Funding LLC. |
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SFAS
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Statement of Financial Accounting Standards |
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Stranded Costs
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Costs incurred by utilities in order to serve customers
in a regulated environment that absent special regulatory
approval would not otherwise be recoverable if customers
switch to alternative energy suppliers. |
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Subsidiaries
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The direct and indirect subsidiaries of DTE Energy Company |
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Synfuels
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The fuel produced through a process involving chemically
modifying and binding particles of coal. Synfuels are
used for power generation and coke production. Synfuel
production generates production tax credits. |
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Unconventional Gas
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Includes those oil and gas deposits that originated and
are stored in coal bed, tight sandstone and shale
formations. |
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Units of Measurement |
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Bcf
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Billion cubic feet of gas |
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Bcfe
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Conversion metric of natural gas, the ratio of 6 Mcf of
gas to 1 barrel of oil. |
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kWh
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Kilowatthour of electricity |
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Mcf
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Thousand cubic feet of gas |
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MMcf
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Million cubic feet of gas |
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MW
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Megawatt of electricity |
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MWh
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Megawatthour of electricity |
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Forward-Looking Statements
Certain information presented herein includes forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements involve certain risks
and uncertainties that may cause actual future results to differ materially from those presently
contemplated, projected, estimated or budgeted. Many factors may impact forward-looking statements
including, but not limited to, the following:
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the higher price of oil and its impact on the value of production tax credits or the
potential requirement to refund proceeds received from synfuel partners; |
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the uncertainties of successful exploration of gas shale resources and inability to
estimate gas reserves with certainty; |
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the effects of weather and other natural phenomena on operations and sales to customers,
and purchases from suppliers; |
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economic climate and population growth or decline in the geographic areas where we do
business; |
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environmental issues, laws, regulations, and the cost of remediation and compliance,
including potential new federal and state requirements that could include carbon and more
stringent mercury emission controls, a renewable portfolio standard and energy efficiency
mandates; |
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nuclear regulations and operations associated with nuclear facilities; |
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impact of electric and gas utility restructuring in Michigan, including legislative
amendments and Customer Choice programs; |
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employee relations, and the negotiation and impacts of collective bargaining agreements; |
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unplanned outages; |
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access to capital markets and capital market conditions and the results of other
financing efforts which can be affected by credit agency ratings; |
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the timing and extent of changes in interest rates; |
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the level of borrowings; |
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changes in the cost and availability of coal and other raw materials, purchased power and
natural gas; |
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effects of competition; |
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impact of regulation by the FERC, MPSC, NRC and other applicable governmental proceedings
and regulations, including any associated impact on rate structures; |
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contributions to earnings by non-utility subsidiaries; |
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changes in and application of federal, state and local tax laws and their
interpretations, including the Internal Revenue Code, regulations, rulings, court
proceedings and audits; |
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the ability to recover costs through rate increases; |
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the availability, cost, coverage and terms of insurance; |
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the cost of protecting assets against, or damage due to, terrorism;
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changes in and application of accounting standards and financial reporting regulations; |
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changes in federal or state laws and their interpretation with respect to regulation,
energy policy and other business issues; |
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amounts of uncollectible accounts receivable; |
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binding arbitration, litigation and related appeals; |
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changes in the economic and financial viability of our suppliers, customers and trading
counterparties, and the continued ability of such parties to perform their obligations to
the Company; |
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timing, terms and proceeds from any asset sale or monetization; and |
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implementation of new processes and new core information systems. |
New factors emerge from time to time. We cannot predict what factors may arise or how such factors
may cause our results to differ materially from those contained in any forward-looking statement.
Any forward-looking statements speak only as of the date on which such statements are made. We
undertake no obligation to update any forward-looking statement to reflect events or circumstances
after the date on which such statement is made or to reflect the occurrence of unanticipated
events.
4
DTE Energy Company
Managements Discussion and Analysis
of Financial Condition and Results of Operations
OVERVIEW
DTE Energy is a diversified energy company with 2006 revenues in excess of $9 billion and
approximately $24 billion in assets. We are the parent company of Detroit Edison and MichCon,
regulated electric and gas utilities engaged primarily in the business of providing electricity and
natural gas sales, distribution and storage services throughout southeastern Michigan. We operate
five energy-related non-utility segments with operations throughout the United States.
Net income in the third quarter of 2007 was $197 million, or $1.19 per diluted share, compared to
net income of $188 million, or $1.06 per diluted share, in the third quarter of 2006. Net income
for the nine months ended September 30, 2007 was $716 million, or $4.15 per diluted share, compared
to net income of $291 million, or $1.64 per diluted share in the comparable period of 2006. The
increase for the third quarter of 2007 was attributed to higher earnings in our Coal and Gas
Midstream, Power and Industrial Projects and Corporate & Other segments, partially offset by lower
earnings in our Electric Utility, Gas Utility and Energy Trading segments. The increase for the
2007 nine-month period was primarily due to $364 million in net income resulting from the gain on
the sale of the Antrim shale gas exploration and production business of $897 million ($574 million
after-tax), partially offset by losses recognized on related hedges of $323 million ($210 million
after-tax), including recognition of amounts previously recorded in accumulated other comprehensive
income. The 2006 results were adversely impacted by the temporary idling of synfuel plants along
with associated impairments and reserves, and higher levels of deferrals of potential gains from
selling interests in the synfuel plants. Impairments within our Power and Industrial Projects
segment also had a negative impact on the results of the 2006 periods.
The items discussed below influenced our current financial performance and/or may affect future
results:
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Effects of weather and collectibility of accounts receivable on utility operations; |
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Impact of regulatory decisions on our utility operations; |
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Monetization of our Unconventional Gas Production business; |
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Monetization of our Power and Industrial Projects business; |
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Results in our Energy Trading business; |
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Synfuel-related earnings; and |
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Cost reduction efforts and required environmental and reliability-related capital
investments. |
UTILITY OPERATIONS
Our Electric Utility segment consists of Detroit Edison, which is engaged in the generation,
purchase, distribution and sale of electricity to approximately 2.2 million customers in
southeastern Michigan.
Our Gas Utility segment consists of MichCon and Citizens Fuel Gas Company (Citizens). MichCon is
engaged in the purchase, storage, transmission, distribution and sale of natural gas to
approximately 1.3 million residential, commercial and industrial customers in the State of
Michigan. MichCon also has subsidiaries involved in the gathering and transmission of natural gas
in northern Michigan. Citizens distributes natural gas in Adrian, Michigan to approximately 17,000
customers.
Weather - Earnings from our utility operations are seasonal and very sensitive to weather. Electric
utility earnings are primarily dependent on hot summer weather, while the gas utilitys results are
primarily dependent on cold winter weather. During the nine months ended September 30, 2007, we
experienced colder weather in the initial three months in comparison to the comparable period of
2006, while we experienced warmer weather during the following six months of 2007 compared to the
corresponding period of 2006.
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Receivables - Both utilities
continue to experience high levels of past due receivables, especially
within our Gas Utility operations, which is primarily attributable to economic conditions and a
lack of adequate levels of governmental assistance for low-income customers.
We have taken aggressive actions to
reduce the level of past due receivables, including increasing
customer disconnections, contracting with collection agencies and working with the State of
Michigan and others to increase the share of low-income funding allocated to our customers. Our
doubtful accounts expense for the two utilities increased $12 million for the three months ended
September 30, 2007 compared to the comparable period of 2006. We experienced a $1 million increase
in doubtful accounts expense to approximately $100 million during the nine months ended September
30, 2007, in comparison to $99 million during the nine months ended September 30, 2006.
The April 2005 MPSC gas rate order
provided for an uncollectible true-up mechanism for MichCon. The
uncollectible true-up mechanism enables MichCon to recover ninety percent of the difference between
the actual uncollectible expense for each year and $37 million after an annual reconciliation
proceeding before the MPSC. The MPSC approved the 2005 annual reconciliation on December 21, 2006,
allowing MichCon to surcharge $11 million beginning in January 2007. We filed the 2006 annual
reconciliation with the MPSC in the first quarter of 2007, requesting recovery of $34 million. We
accrue interest income on the outstanding balances. The following table provides the current amount
outstanding and status of each respective year:
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(in |
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Balance at |
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Balance at |
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Millions) |
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September 30, |
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December 31, |
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Current Regulatory Filing Status |
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2007 |
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2006 |
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2005 (1) |
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6 |
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11 |
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Approved in December 2006; actively billing customers |
2006(2) |
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35 |
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34 |
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Reconciliation filed with the MPSC in March 2007 |
2007(2) |
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26 |
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Accruing; reconciliation filing scheduled for first quarter 2008 |
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Total |
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67 |
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45 |
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(1) |
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Classified as a current unbilled accounts receivable |
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Classified as a long-term regulatory asset |
Regulatory activity Detroit Edison
filed a general rate case on April 13, 2007 based on a 2006
historical test year. The filing with the MPSC requests a $123 million, or 2.9 percent, average
increase in Detroit Edisons annual revenue requirement for 2008. On August 31, 2007, Detroit
Edison filed a supplement to its April 2007 rate case filing to account for certain recent events.
A July 2007 decision by the Court of Appeals of the State of Michigan remanded back to the MPSC the
November 2004 order in a prior Detroit Edison rate case that denied recovery of merger control
premium costs. Also, the Michigan legislature enacted the Michigan Business Tax (MBT) in July
2007. The supplemental filing addresses the recovery of the merger control premium costs and the
enactment of the MBT. The net impact of the supplemental changes results in an additional revenue
requirement of approximately $76 million. The general rate case is currently pending with the MPSC
and we cannot predict the outcome. See Note 6 of the Notes to Consolidated Financial Statements.
The MPSC issued an order on August 31, 2006
approving a settlement agreement providing for an
annualized rate reduction of $53 million for 2006 for Detroit Edison, effective September 5, 2006.
Beginning January 1, 2007, and continuing until April 13, 2008, one year from the filing of the
general rate case on April 13, 2007, rates were reduced by an additional $26 million, for a total
reduction of $79 million annually. Detroit Edison experienced a rate reduction of approximately $19
million and $53 million in the three and nine months ended September 30, 2007, respectively, as a
result of this order. The revenue reduction is net of the recovery of costs associated with the
Performance Excellence Process. The settlement agreement provides for some level of realignment of
the existing rate structure by allocating a larger percentage of the rate reduction to the
commercial and industrial customer classes than to the residential customer classes.
In August 2006, MichCon filed an application
with the MPSC requesting permission to sell base gas
that would become accessible with storage facilities upgrades. MichCons estimated sale of this
base gas would be worth $34 million. In December 2006, the administrative law judge in the case
approved a motion made by the Residential Ratepayer Consortium to consolidate this case with
MichCons 2007-2008 GCR plan case. In December 2006,
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MichCon filed its 2007-2008 GCR plan case proposing a maximum GCR factor of $8.49 per Mcf. In
August 2007, a settlement agreement in this proceeding was reached by all intervening parties that
provides for a sharing with customers of the proceeds from the sale of base gas. In addition, the
agreement provides for a rate case filing moratorium until January 1, 2009, unless certain
unanticipated changes occur that impact income by more than $5 million. The settlement agreement
was approved by the MPSC on August 21, 2007. MichCons gas storage enhancement projects, the main
subject of the aforementioned settlement, will enable 17 billion cubic feet (Bcf) of gas to become
available for cycling. Under the settlement terms, MichCon will deliver 13.4 Bcf of this gas to
its customers at a savings to market-priced supplies of approximately $54 million. This settlement
provides for MichCon to retain the proceeds from the sale of 3.6 Bcf of gas, which MichCon expects
to sell in 2008 and 2009. By enabling MichCon to retain the profit from the sale of this gas, the
settlement provides MichCon with the opportunity to earn an 11% return on equity with no customer
rate increase for a period of five years from 2005 to 2010.
NON-UTILITY OPERATIONS
We have made significant investments in non-utility asset-intensive businesses. We employ
disciplined investment criteria when assessing opportunities that leverage our assets, skills and
expertise. Specifically, we invest in targeted energy markets with attractive competitive dynamics
where meaningful scale is in alignment with our risk profile. A number of factors have impacted our
non-utility businesses, including the effect of oil prices on the synthetic fuel business, losses
and impairments from certain power generation assets, waste coal recovery and landfill gas recovery
businesses, and earnings volatility in our energy trading business. As part of a strategic review
of our non-utility operations, we have taken and are considering various actions including the
sale, restructuring or recapitalization of certain non-utility businesses which we expect may
generate approximately $1.5 billion in after-tax cash proceeds in 2007. See Note 4 of the Notes to
Consolidated Financial Statements for information on the sale of our Antrim shale gas exploration
and production business in northern Michigan and the pending financing and sale of a 50 percent
ownership interest in select projects within the Power and Industrial Projects segment. In
addition, we are considering the sale of part of our Barnett shale properties, which may be
completed by the end of 2007 or early 2008.
The primary source of recent investment capital in our non-utility operations has been cash flow
from the synfuel business. See the Outlook section for information on sources of cash flows from
the synfuel business.
Coal and Gas Midstream
Our Coal and Gas Midstream segment consists of Coal Transportation and Marketing and the Pipelines,
Processing and Storage businesses.
Coal Transportation and Marketing provides fuel, transportation and rail equipment management
services. We specialize in minimizing fuel costs and maximizing reliability of supply for
energy-intensive customers. Additionally, we participate in coal marketing and coal-to-power
tolling transactions, as well as the purchase and sale of emissions credits. We perform coal mine
methane extraction, in which we recover methane gas from mine voids for processing and delivery to
natural gas pipelines, industrial users, or for small power generation projects.
We plan to continue to build our capacity to transport greater amounts of western coal and to
expand into coal terminals to allow for increased coal storage and blending. We are involved in a
contract dispute with BNSF Railway Company that was referred to arbitration. Under this contract,
BNSF transports western coal for Detroit Edison and the Coal Transportation and Marketing business.
We filed a breach of contract claim against BNSF for the failure to provide certain services that
we believe are required by the contract. We received an award from the arbitration panel in
September 2007 which held that BNSF is required to provide such services under the contract and
awarded damages to us. The award is subject to appeal. While we believe that the arbitration
panels award will be upheld if it is appealed, a negative decision on appeal could have an adverse
effect on our ability to grow the Coal Transportation and Marketing business.
Pipelines, Processing and Storage owns a partnership interest in two interstate transmission
pipelines, four carbon dioxide processing facilities and two natural gas storage fields. The
pipeline and storage assets are primarily supported by stable, long-term, fixed-price revenue
contracts. The assets of these businesses are well integrated with
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other DTE Energy operations. Pursuant to an operating agreement, MichCon provides physical
operations, maintenance and technical support for the Washington 28 and Washington 10 storage
facilities.
Pipelines, Processing and Storage is continuing its steady growth plan of expansion of storage
capacity, with two new expansions and the expanding and building of new pipeline capacity to serve
markets in the Midwest and Northeast United States.
Unconventional Gas Production
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production primarily within the Barnett shale in north Texas.
On June 29, 2007, we sold our Antrim shale gas exploration and production business in the northern
lower peninsula of Michigan to Atlas Energy Resources LLC for $1.258 billion, subject to routine
post close adjustments. See Note 4 of the Notes to Consolidated Financial Statements.
In the first nine months of 2007, we continued to develop our position in the Barnett shale basin
in north Texas, where our total leasehold acreage is 92,477 (85,480 acres net of interest of
others). We continue to acquire select acreage positions in active development areas in the Barnett
shale and optimize our existing portfolio.
In the second quarter of 2007, our Unconventional Gas Production segment recorded a pre-tax
impairment loss of $9 million related to the write-off of unproved properties in Bosque County, which is located in the
southern expansion area of the Barnett shale basin, and the write-off of costs associated with
various leases which expired in the third quarter of 2007. The properties were impaired due to the
lack of economic and operating viability of the project. See Note 5 of the Notes to Consolidated
Financial Statements.
As a component of our risk management strategy for our Barnett shale reserves, we hedged a portion
of our reserves to secure an attractive investment return. As of September 30, 2007, we have a
series of cash flow hedges for approximately 6.2 Bcf of anticipated Barnett gas production through
2010 at an average price of $7.54 per Mcf.
In August 2007, we announced that we are exploring opportunities to monetize a portion of our
interests in the Barnett shale. Currently, we are in discussions with potential buyers of certain
properties in the core and southern parts of the Barnett Shale natural gas fields in northern
Texas, which involves approximately 41,000 acres in total. We are estimating that any sale may be
completed by the end of 2007 or early 2008.
We plan to retain our holdings in the Western portion of the Barnett Shale and anticipate
significant opportunities to develop our current position while accumulating additional acreage in
and around our existing assets.
Current natural gas prices and successes within the Barnett shale are resulting in more capital
being invested into the region. The competition for opportunities and goods and services may result
in increased operating costs, however, our experienced Barnett shale personnel provide an advantage
in addressing potential cost increases. We invested approximately $107 million in the Barnett Shale
for the first nine months of 2007 and expect to invest up to $40 million in the Barnett shale
during the remainder of 2007. During 2007, we expect Barnett Shale production of nearly 8.0 Bcfe of
natural gas (excluding the impact of potential monetizations) compared with approximately 4.0 Bcfe
in 2006.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers, and
biomass energy projects. This segment provides utility-type services using project assets usually
located on or near the customers premises in the steel, automotive, pulp and paper, airport and
other industries. These services include pulverized coal and petroleum coke supply, power
generation, steam production, chilled water production, wastewater treatment and compressed air
supply. At September 30, 2007, this segment owned and operated two gas-fired peaking electric
generating plants and a biomass-fired electric generating plant and also operated one additional
coal-fired power plant under contract. Additionally, this segment owns a gas-fired peaking electric
generating plant that was taken out of service in
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September 2006. This segment develops, owns and operates landfill gas recovery systems throughout
the United States. In addition, this segment produces metallurgical coke from two coke batteries.
The production of coke from these coke batteries generates production tax credits.
We have agreed to sell a 50 percent interest in a portfolio of select Power and Industrial
Projects. Immediately prior to the sale of the equity interest, the company that will own the
portfolio of projects will obtain debt financing and the proceeds will be distributed to us. The
total gross proceeds we will receive are expected to be approximately $800 million. The sale is
subject to normal closing conditions. The completion of the transaction is
subject to the receipt of satisfactory financing arrangements. Our
objective is to close the transaction in the fourth quarter 2007,
however this timing is highly dependent on the credit markets, and
therefore we cannot predict the timing with certainty. We plan to account for our 50 percent ownership
interest in the company that will own the portfolio of projects using the equity method. See Note 4
of the Notes to Consolidated Financial Statements.
In July 2007, we sold our Georgetown peaking electric generating facility for approximately $23
million, which approximated our carrying value. In July 2007, we entered into an agreement to sell
our 50 percent interest in Crete, a 320 MW natural gas-fired peaking electric generating plant for
gross proceeds of approximately $37 million. The sale of the Crete interest closed in October 2007. See
Note 4 of the Notes to Consolidated Financial Statements.
Energy Trading
Energy Trading focuses on physical power and gas marketing and trading, structured transactions,
enhancement of returns from DTE Energys asset portfolio and the optimization of contracted natural
gas pipelines and storage capacity positions. Our customer base is predominantly utilities, local
distribution companies, pipelines, and other marketing and trading companies. We enter into
derivative financial instruments as part of our marketing and hedging activities. Most of the
derivative financial instruments are accounted for under the mark-to-market method, which results
in earnings recognition of unrealized gains and losses from changes in the fair value of the
derivatives. We utilize forwards, futures, swaps and option contracts to mitigate risk associated
with our marketing and trading activity as well as for proprietary trading within defined risk
guidelines. Energy Trading provides commodity risk management services to the other businesses
within DTE Energy.
Significant portions of the electric and gas marketing and trading portfolio are economically
hedged. The portfolio includes financial instruments and gas inventory, as well as contracted
natural gas pipelines and storage and power generation capacity positions. Most financial
instruments are deemed derivatives, whereas the gas inventory, transmission pipelines and storage
assets are not derivatives. As a result, this segment may experience earnings volatility as
derivatives are marked-to-market without revaluing the underlying non-derivative contracts and
assets. This results in gains and losses that are recognized in different accounting periods. We
may incur mark-to-market accounting gains or losses in one period that will reverse in subsequent
periods when transactions are settled.
Synthetic Fuel
Synthetic Fuel Operations
We are the operator of nine synthetic fuel production facilities throughout the United States.
Synfuel plants chemically change coal and waste coal into a synthetic fuel as determined under the
Internal Revenue Code. Production tax credits are provided for the production and sale of solid
synthetic fuel produced from coal and are available through December 31, 2007. The synthetic fuel
plants generate operating losses which we expect to be offset by production tax credits, assuming
no phase-out. The value of a production tax credit is adjusted annually by an inflation factor and
published annually by the Internal Revenue Service (IRS). The value is reduced if the Reference
Price of a barrel of oil exceeds certain thresholds.
Recognition of Synfuel Gains
To optimize income and cash flow from the synfuel operations, we have sold interests in all nine of
the facilities, representing 91 percent of the total production capacity as of September 30, 2007.
Proceeds from the sales are contingent upon production levels and the value of credits generated.
Gains from the sale of an interest in a synfuel project are recognized when there is persuasive
evidence that the sales proceeds have become fixed or determinable, the probability of refund is
considered remote and collectibility is assured. In substance, we receive synfuel gains
9
and reduced operating losses in exchange for tax credits associated with the projects sold,
assuming no phase-out.
The gain from the sale of synfuel facilities is comprised of fixed and variable components. The
fixed component represents note payments, is generally not subject to refund, and is recognized as
a gain when earned and collectibility is assured. The variable component is based on an estimate of
tax credits allocated to our partners and is subject to refund based on the annual oil price
phase-out. The variable component is recognized as a gain only when the probability of refund is
considered remote and collectibility is assured.
Contractual Partners Obligations
Our partners reimburse us (through the project entity) for the operating losses of the synfuel
facilities. The reimbursements are referred to as capital contributions. In the event that the tax
credit is phased out, we are contractually obligated to refund an amount equal to all or a portion
of the operating losses funded by our partners. To assess the probability and estimate the amount
of refund, we use valuation and analysis models that calculate the probability of the Reference
Price of oil for the year being within or exceeding the phase-out range. Reserves established for
an expected 2007 tax credit phase out, net of adjustments primarily resulting from the issuance of
the final 2006 Reference Price by the IRS, had the effect of increasing the reserve balance by $42
million and $32 million in the three and nine months ended September 30, 2007, respectively. This
compares with reducing reserves by $76 million and increasing reserves by $49 million in the three
and nine months ended September 30, 2006, respectively.
Crude Oil Prices
The Reference Price of a barrel of oil is an estimate by the IRS of the annual average wellhead
price per barrel for domestic crude oil. The value of the production tax credit in a given year is
reduced if the Reference Price of oil over the year exceeds a threshold price and is eliminated
entirely if that same Reference Price exceeds a phase-out price. During 2007, the annual average
wellhead price is projected to be approximately $6 less than the New York Mercantile Exchange
(NYMEX) price for light, sweet crude oil. The actual or estimated Reference Price and beginning and
ending phase-out prices per barrel of oil for 2006 and 2007 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning Phase-Out |
|
|
Ending Phase-Out |
|
|
|
Reference Price |
|
|
Price |
|
|
Price |
|
2006 (actual) |
|
$ |
59.68 |
|
|
$ |
55.06 |
|
|
$ |
69.12 |
|
2007 (estimated) |
|
$ |
64 |
|
|
$ |
56 |
|
|
$ |
71 |
|
The 2007
estimated NYMEX daily closing price of a barrel of oil as of September 30, 2007
averaged approximately $70, which is approximately equal to a Reference Price of $64 per barrel,
which we estimate to be approximately 52 percent through the
phase-out range. The 2007 estimated NYMEX daily
closing price of a barrel of oil as of November 5, 2007 averaged approximately $72,
which is approximately equal to a Reference Price of $66 per barrel, which we estimate to be
approximately 70 percent through the phase-out range. The actual tax credit phase-out for 2007
will not be certain until the Reference Price is published by the IRS in April 2008. As a result of
actual and forward 2007 oil prices, a partial phase-out of the production tax credits in 2007 is
probable, which could adversely impact our results of operations, cash flow, and financial
condition.
Hedging of Synfuel Cash Flows
As discussed in Note 2 of the Notes to Consolidated Financial Statements, we have entered into
derivative and other contracts to economically hedge a portion of our synfuel cash flow exposure to
the risk of oil prices increasing. The derivative contracts are marked-to-market with changes in
fair value recorded as an adjustment to synfuel gains. The derivative contracts involve purchased
and written call options covering a specified number of barrels of oil that provide for net cash
settlement at expiration based on the 2007 calendar year average NYMEX trading prices for light,
sweet crude oil in relation to the strike prices of each option. If the average NYMEX prices of oil
in 2007 are less than approximately $60 per barrel, the derivatives will yield no payment. If the
average NYMEX prices of oil exceed approximately $60 per barrel, the derivatives will yield a
payment equal to the excess of the average NYMEX price over these initial strike prices, multiplied
by the number of barrels covered, up to a maximum price of approximately $76 per barrel. These
contracts are based on various terms to take advantage of increases in oil prices. We recorded
pretax mark-to-market gains of $64 million and $44 million during the three and nine months
10
ended September 30, 2007, respectively, and a loss of $24 million and a gain of $83 million during
the three and nine months ended September 30, 2006, respectively. The fair value changes are
recorded as adjustments to the gain from selling interests in synfuel facilities and are included
in the Other asset gains and losses, reserves and impairments, net line item in the Consolidated
Statements of Operations. We paid approximately $50 million for 2006 hedges, for which we received
payments of approximately $156 million upon settlement of these hedges in January 2007. Through
September 30, 2007, we paid approximately $113 million for 2007 hedges which will provide
protection for a significant portion of our cash flows related to synfuel production during 2007.
Risks and Exposures
Since there is a likelihood that the Reference Price for a barrel of oil will reach the threshold
at which synfuel-related production tax credits began to phase-out, we defer gain recognition
associated with variable and fixed note payments until the probability of refund is remote and
collectibility is assured. All or a portion of the deferred gains will be recognized when and if
the gain recognition criteria is met. Fixed gains recognized totaled $38 million and $96 million
during the three and nine months ended September 30, 2007, respectively, compared to the
recognition of fixed gains of $30 million during the nine months ended September 30, 2006. We did
not recognize any fixed gains during the three months ended September 30, 2006. We recognized a loss of $2 million
associated with variable payments during the three months ended September 30, 2007, and recognized
variable gains of $30 million during the nine months ended September 30, 2007, as compared to the
recognition of variable gains of $9 million during the nine months ended September 30, 2006. We
did not recognize any variable gains during the three months ended September 30, 2006. Synfuel
results recognized were impacted by adjustments to prior year gains and reserves to reflect
issuance of the final Reference Prices by the IRS.
Additionally, we establish reserves for potential refunds of amounts related to partners capital
contributions associated with operating losses allocated to their account. In the event of a tax
credit phase-out, we are contractually obligated to refund to our partners all or a portion of the
operating losses funded by our partners. During the nine months ended September 30, 2007, we
refunded approximately $81 million to our partners.
Cash from synfuel activity is at risk of a phase-out of the production tax credits. We expect
approximately $900 million of synfuel-related cash impacts from 2007 through 2009, which consists
of cash from operations, asset sales, proceeds from option hedges, and approximately $500 million
of tax credit carryforward utilization and other tax benefits that are expected to reduce future
tax payments. A significant portion of the expected cash flow is economically hedged against the
movement in oil prices. In addition, a goodwill write-off of up to $4 million will likely be
required in 2007 due to the inability to generate new production tax credits after 2007 and the
resulting discontinuance of synfuel production. We have fixed notes receivable associated with the
sales of interests in the synfuel facilities. A partial or full phase-out of production tax credits
could adversely affect the collectibility of our receivables and likely reduce our ability to
execute our investment and growth strategy.
OPERATING SYSTEM AND PERFORMANCE EXCELLENCE PROCESS
We continuously review and adjust our cost structure and seek improvements in our processes.
Beginning in 2002, we adopted the DTE Energy Operating System, which is the application of tools
and operating practices that have resulted in operating efficiencies, inventory reductions and
improvements in technology systems, among other enhancements. Some of these cost reductions may be
returned to our customers in the form of lower rates and the remaining amounts may impact our
profitability.
As an extension of this effort, in mid-2005, we initiated a company-wide review of our operations
called the Performance Excellence Process. The overarching goal has been and remains to become more
competitive by reducing costs, eliminating waste and optimizing business processes while improving
customer service. Many of our customers are under intense economic pressure and will benefit from
our efforts to keep down our costs and their rates. Additionally, we will need significant
resources in the future to invest in the infrastructure required to provide safe, reliable and
affordable energy. Specifically, we began a series of focused improvement initiatives within our
Electric and Gas Utilities, and our corporate support function. The process is rigorous and
challenging and seeks to yield sustainable performance to our customers and shareholders. We have identified the Performance
Excellence Process as critical to our long-term growth strategy. In order to fully realize the
benefits from the Performance Excellence Process, it is necessary to make significant up-front
investments in our infrastructure and business
11
processes. The CTA in 2006 exceeded our savings, but
we expect to begin to realize sustained net cost savings beginning in 2007.
In September 2006, the MPSC issued an order approving a settlement agreement that allows Detroit
Edison and MichCon, commencing in 2006, to defer the incremental CTA. Further, the order provides
for Detroit Edison and MichCon to amortize the CTA deferrals over a ten-year period beginning with
the year subsequent to the year the CTA was deferred. Detroit Edison deferred approximately $102
million of CTA in 2006 as a regulatory asset and began amortizing deferred 2006 costs in 2007 as
the recovery of these costs was provided for by the MPSC in the order approving the settlement in
the show cause proceeding. Amortization of prior year deferred CTA costs amounted to $3 million and
$8 million during the three and nine months ended September 30, 2007, respectively. During the
three and nine months ended September 30, 2007, CTA costs of $18 million and $39 million,
respectively, were deferred. MichCon cannot defer CTA costs at this time because a regulatory
recovery mechanism has not been established by the MPSC. MichCon expects to seek a recovery
mechanism in its next rate case in 2009.
CAPITAL INVESTMENT
We anticipate significant capital investment across all of our business segments. Most of our
capital expenditures will be concentrated within our utility segments. Our electric utility segment
currently expects to invest approximately $4.5 billion (excluding investments in new generation
capacity, if any), including increased environmental requirements and reliability enhancement
projects during the period of 2007 through 2011. Our gas utility segment currently expects to
invest approximately $1.0 billion on system expansion, pipeline safety and reliability enhancement
projects through the same period. We plan to seek regulatory approval to include these capital
expenditures within our regulatory rate base consistent with prior treatment.
ENTERPRISE BUSINESS SYSTEMS
In 2003, we began the development of our Enterprise Business Systems (EBS) project, an enterprise
resource planning system initiative to improve existing processes and to implement new core
information systems, relating to finance, human resources, supply chain and work management. As
part of this initiative, we are implementing EBS software including, among others, products
developed by SAP AG. The first phase of implementation occurred in 2005 in the regulated electric
fossil generation unit. The second phase of implementation began in April 2007. The implementation
and operation of EBS will be continuously monitored and reviewed and should ultimately strengthen
our internal control structure and lead to increased cost efficiencies. Although our implementation
plan includes detailed testing and contingency arrangements, we can provide no assurance that
complications will not arise that could interrupt our operations. We expect that EBS will be fully
implemented by the end of 2007 at a total capital cost of approximately $385 million. We expect the
benefits of lower costs, faster business cycles, repeatable and optimized processes, enhanced
internal controls, improvements in inventory management and reductions in system support costs to
outweigh the expense of our investment in this initiative.
OUTLOOK
The next few years will be a period of rapid change for DTE Energy and for the energy industry. Our
strong utility base, combined with our integrated non-utility operations, position us well for
long-term growth. Due to the enactment of the Energy Policy Act of 2005 and the repeal of the
Public Utility Holding Company Act of 1935, there are fewer barriers to mergers and acquisitions of
utility companies at the federal level. However, the expected industry consolidation, resulting in
the creation of large regional utility providers, has been recently impacted by actions of
regulators in certain states affected by the proposed transactions.
Looking forward, we will focus on several areas that we expect will improve future performance:
|
|
|
continuing to pursue regulatory stability and investment recovery for our utilities; |
|
|
|
|
managing the growth of our utility asset base; |
|
|
|
|
enhancing our cost structure across all business segments; |
|
|
|
|
improving our Electric and Gas Utility customer satisfaction; and |
|
|
|
|
investing in businesses that integrate our assets and leverage our skills and expertise. |
12
Along with pursuing a leaner organization, we anticipate approximately $900 million of
synfuel-related cash impacts from 2007 through 2009, which consists of cash from operations, asset
sales, proceeds from option hedges, and approximately $500 million of tax credit carryforward
utilization and other tax benefits that are expected to reduce future tax payments. As part of a
strategic review of our non-utility operations, we have taken and are considering various actions
including the sale, restructuring or recapitalization of certain non-utility businesses which we
expect may generate approximately $1.5 billion in after-tax cash
proceeds in 2007. The redeployment
of this cash represents a unique opportunity to increase shareholder value and strengthen our
balance sheet. We expect to use such synfuel cash and cash received from monetization of certain of
our non-utility assets and operations, to reduce debt and repurchase common stock, and to continue
to pursue growth investments that meet our strict risk-return and value creation criteria. Our
objectives for cash redeployment are to strengthen the balance sheet and coverage ratios to improve
our current credit rating and outlook, and to have any monetizations be accretive to earnings per
share.
RESULTS OF OPERATIONS
Net income in the third quarter of 2007 was $197 million, or $1.19 per diluted share, compared to
net income of $188 million, or $1.06 per diluted share, in the third quarter of 2006. During the
nine months ended September 30, 2007, our net income was $716 million, or $4.15 per diluted share,
compared to net income of $291 million, or $1.64 per diluted share, for the comparable period of
2006. The following sections provide a detailed discussion of the operating performance and future
outlook of our segments.
Segments realigned In 2006, we realigned the non-utility segment Power and Industrial Projects
business unit to separately present the Synthetic Fuel business and we separated the Fuel
Transportation and Marketing segment into Coal and Gas Midstream and Energy Trading. See Note 10 of
the Notes to Consolidated Financial Statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Net Income (Loss) by Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
107 |
|
|
$ |
141 |
|
|
$ |
207 |
|
|
$ |
257 |
|
Gas Utility |
|
|
(29 |
) |
|
|
(20 |
) |
|
|
31 |
|
|
|
16 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
15 |
|
|
|
10 |
|
|
|
38 |
|
|
|
33 |
|
Unconventional Gas Production (1) |
|
|
1 |
|
|
|
2 |
|
|
|
(208 |
) |
|
|
5 |
|
Power and Industrial Projects |
|
|
3 |
|
|
|
(50 |
) |
|
|
13 |
|
|
|
(74 |
) |
Energy Trading |
|
|
45 |
|
|
|
65 |
|
|
|
33 |
|
|
|
70 |
|
Synthetic Fuel |
|
|
45 |
|
|
|
43 |
|
|
|
120 |
|
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other (2) |
|
|
10 |
|
|
|
(2 |
) |
|
|
482 |
|
|
|
(44 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utility |
|
|
78 |
|
|
|
121 |
|
|
|
238 |
|
|
|
273 |
|
Non-utility |
|
|
109 |
|
|
|
70 |
|
|
|
(4 |
) |
|
|
64 |
|
Corporate & Other |
|
|
10 |
|
|
|
(2 |
) |
|
|
482 |
|
|
|
(44 |
) |
|
|
|
|
|
|
197 |
|
|
|
189 |
|
|
|
716 |
|
|
|
293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(3 |
) |
Cumulative Effect of Accounting Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
Net Income |
|
$ |
197 |
|
|
$ |
188 |
|
|
$ |
716 |
|
|
$ |
291 |
|
|
|
|
|
|
|
(1) |
|
2007 Net Loss of the Unconventional Gas Production segment during the nine months ended
September 30, 2007 resulted principally from the recognition of losses on hedge contracts
associated with the Antrim sale transaction in the second quarter of 2007. See Note 4 of the Notes to the Consolidated Financial
Statements. |
|
(2) |
|
2007 Net Income of the Corporate & Other segment for the nine months ended September 30, 2007
results principally from the gain recognized on the Antrim sale transaction in the second
quarter of 2007. See Note 4 of the Notes to the Consolidated Financial Statements. |
13
ELECTRIC UTILITY
Our Electric Utility segment consists of Detroit Edison.
Factors impacting income: Net income decreased by $34 million in the third quarter of 2007 and
decreased by $50 million in the nine-month period ended September 30, 2007. The decreases were due
primarily to higher operation and maintenance expenses, partially offset by lower depreciation and
amortization expenses.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
1,403 |
|
|
$ |
1,460 |
|
|
$ |
3,707 |
|
|
$ |
3,685 |
|
Fuel and Purchased Power |
|
|
518 |
|
|
|
539 |
|
|
|
1,274 |
|
|
|
1,257 |
|
|
|
|
Gross Margin |
|
|
885 |
|
|
|
921 |
|
|
|
2,433 |
|
|
|
2,428 |
|
Operation and Maintenance |
|
|
386 |
|
|
|
277 |
|
|
|
1,114 |
|
|
|
990 |
|
Depreciation and Amortization |
|
|
203 |
|
|
|
308 |
|
|
|
583 |
|
|
|
643 |
|
Taxes Other Than Income |
|
|
63 |
|
|
|
64 |
|
|
|
204 |
|
|
|
198 |
|
Other Asset (Gains), Losses and Reserves, Net |
|
|
6 |
|
|
|
(1 |
) |
|
|
12 |
|
|
|
(1 |
) |
|
|
|
Operating Income |
|
|
227 |
|
|
|
273 |
|
|
|
520 |
|
|
|
598 |
|
Other (Income) and Deductions |
|
|
70 |
|
|
|
59 |
|
|
|
213 |
|
|
|
213 |
|
Income Tax Provision |
|
|
50 |
|
|
|
73 |
|
|
|
100 |
|
|
|
128 |
|
|
|
|
Net Income |
|
$ |
107 |
|
|
$ |
141 |
|
|
$ |
207 |
|
|
$ |
257 |
|
|
|
|
Operating Income as a Percent of Operating Revenues |
|
|
16 |
% |
|
|
19 |
% |
|
|
14 |
% |
|
|
16 |
% |
Gross margin decreased by $36 million in the third quarter of 2007 and increased by $5 million in
the nine-month period ended September 30, 2007. The decrease in the third quarter of 2007 was
partially due to the favorable impact of a September 2006 MPSC order related to the 2004 PSCR
reconciliation, lower rates resulting primarily from the August 2006 settlement in the MPSC show
cause proceeding and weather related impacts. The increase in the nine-month period of 2007 was
due to the favorable impact of a May 2007 MPSC order related to the 2005 PSCR reconciliation,
higher margins due to returning sales from electric Customer Choice and weather related impacts,
partially offset by the favorable impact of a September 2006 MPSC order related to the 2004 PSCR
reconciliation, lower rates resulting primarily from the August 2006 settlement in the MPSC show
cause proceeding and the impact of poor economic conditions. Revenues include a component for the
cost of power sold that is recoverable through the PSCR mechanism.
The following table displays changes in various gross margin components relative to the comparable
prior period:
Increase (Decrease) in Gross Margin Components Compared to Prior Year
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Three Months |
|
|
Nine Months |
|
Weather related margin impacts |
|
$ |
(7 |
) |
|
$ |
21 |
|
Return of customers from electric Customer Choice |
|
|
4 |
|
|
|
47 |
|
Service territory economic performance |
|
|
(4 |
) |
|
|
(25 |
) |
Impact of 2006 MPSC show cause order |
|
|
(19 |
) |
|
|
(53 |
) |
Impact of 2005 MPSC PSCR reconciliation order |
|
|
|
|
|
|
38 |
|
Impact of 2004 MPSC PSCR reconciliation order |
|
|
(39 |
) |
|
|
(39 |
) |
Other, net |
|
|
29 |
|
|
|
16 |
|
|
|
|
Increase (decrease) in gross margin |
|
$ |
(36 |
) |
|
$ |
5 |
|
|
|
|
14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Power
Generated and Purchased |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Thousands of MWh) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Power Plant Generation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fossil |
|
|
11,055 |
|
|
|
10,867 |
|
|
|
31,729 |
|
|
|
29,382 |
|
Nuclear |
|
|
2,352 |
|
|
|
1,873 |
|
|
|
7,195 |
|
|
|
4,991 |
|
|
|
|
|
|
|
13,407 |
|
|
|
12,740 |
|
|
|
38,924 |
|
|
|
34,373 |
|
Purchased Power |
|
|
2,765 |
|
|
|
3,085 |
|
|
|
5,885 |
|
|
|
7,917 |
|
|
|
|
System Output |
|
|
16,172 |
|
|
|
15,825 |
|
|
|
44,809 |
|
|
|
42,290 |
|
Less Line Loss and Internal Use |
|
|
(1,160 |
) |
|
|
(483 |
) |
|
|
(2,568 |
) |
|
|
(2,165 |
) |
|
|
|
Net System Output |
|
|
15,012 |
|
|
|
15,342 |
|
|
|
42,241 |
|
|
|
40,125 |
|
|
|
|
Average Unit Cost ($/MWh) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Generation (1) |
|
$ |
16.93 |
|
|
$ |
17.78 |
|
|
$ |
15.72 |
|
|
$ |
16.33 |
|
|
|
|
Purchased Power |
|
$ |
69.61 |
|
|
$ |
68.28 |
|
|
$ |
68.03 |
|
|
$ |
58.89 |
|
|
|
|
Overall Average Unit Cost |
|
$ |
25.94 |
|
|
$ |
27.62 |
|
|
$ |
22.59 |
|
|
$ |
24.30 |
|
|
|
|
(1) Represents fuel costs associated with power plants.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Thousands of MWh) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Electric Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
4,836 |
|
|
|
4,883 |
|
|
|
12,340 |
|
|
|
12,233 |
|
Commercial |
|
|
5,166 |
|
|
|
4,927 |
|
|
|
14,345 |
|
|
|
13,440 |
|
Industrial |
|
|
3,278 |
|
|
|
3,695 |
|
|
|
9,974 |
|
|
|
10,058 |
|
Wholesale |
|
|
718 |
|
|
|
719 |
|
|
|
2,170 |
|
|
|
2,096 |
|
Other |
|
|
93 |
|
|
|
95 |
|
|
|
292 |
|
|
|
291 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,091 |
|
|
|
14,319 |
|
|
|
39,121 |
|
|
|
38,118 |
|
Interconnections sales (1) |
|
|
921 |
|
|
|
1,023 |
|
|
|
3,120 |
|
|
|
2,007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales |
|
|
15,012 |
|
|
|
15,342 |
|
|
|
42,241 |
|
|
|
40,125 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Deliveries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Retail and Wholesale |
|
|
14,091 |
|
|
|
14,319 |
|
|
|
39,121 |
|
|
|
38,118 |
|
Electric Customer Choice |
|
|
389 |
|
|
|
319 |
|
|
|
1,163 |
|
|
|
2,188 |
|
Electric Customer Choice Self Generators (2) |
|
|
180 |
|
|
|
215 |
|
|
|
447 |
|
|
|
693 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales and Deliveries |
|
|
14,660 |
|
|
|
14,853 |
|
|
|
40,731 |
|
|
|
40,999 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents power that is not distributed by Detroit Edison. |
|
(2) |
|
Represents deliveries for self generators who have purchased power from alternative energy
suppliers to supplement their power requirements. |
Operation and maintenance expense increased by $109 million for the third quarter of 2007 and by
$124 million in the nine-month period ended September 30, 2007. The increase for the quarter was
due primarily to a reduction in the deferral of CTA costs of $57 million, EBS implementation costs
of $10 million, higher storm expenses of $9 million, increased plant expenses of $7 million, higher
uncollectible expense of $5 million, increased corporate support expenses of $8 million and higher
labor and benefit costs of $10 million. The increase for the nine-month period is due to EBS
implementation costs of $43 million, higher storm expenses of $15 million, higher uncollectible
expense of $7 million, increased corporate support expenses of $25 million and higher labor and
benefit costs of $21 million. CTA expenses were deferred beginning in the third quarter of 2006.
See Note 5 of the Notes to the Consolidated Financial Statements.
Depreciation and amortization expense decreased by $105 million for the third quarter of 2007 and
decreased by $60 million for the nine-month period ended September 30, 2007. The decrease for the
quarter was due primarily to a $112 million net stranded cost write-off related to the September
2006 MPSC order regarding stranded costs. The
15
decrease for the nine-month period was due primarily
to a $112 million net stranded cost write-off related to the September 2006 MPSC order regarding
stranded costs partially offset by increased amortization of regulatory assets and higher
depreciation expense due to increased levels of depreciable plant.
Other asset (gains) losses and reserves, net were $6 million for the third quarter of 2007 and $12
million for the nine-month period ending September 30, 2007, representing reserves for a loan
guaranty related to Detroit Edisons former ownership of a steam heating business now owned by
Thermal Ventures II, LP (Thermal).
Outlook We will move forward in our efforts to continue to improve the operating performance of
Detroit Edison. We continue to resolve outstanding regulatory issues and continue to pursue
additional regulatory and/or legislative solutions for structural problems within the Michigan
electric market structure, primarily electric Customer Choice and the need to adjust rates for each
customer class to reflect the full cost of service. Looking forward, additional issues, such as
rising prices for coal, health care and higher levels of capital spending, will result in us taking
meaningful action to address our costs while continuing to provide quality customer service. We
will utilize the DTE Energy Operating System and the Performance Excellence Process to seek
opportunities to improve productivity, remove waste and decrease our costs while improving customer
satisfaction.
Long term, we will be required to invest an estimated $2.4 billion on emission controls through
2018. We intend to seek recovery of these costs in future rate cases.
Additionally, our service territory may require additional generation capacity. A new base-load
generating plant has not been built within the State of Michigan in over 20 years. Should our
regulatory environment be conducive to such a significant capital expenditure, we may build,
upgrade or co-invest in a base-load coal facility or a new nuclear plant. While we have not decided
on construction of a new base-load nuclear plant, in February 2007, we announced that we will
prepare a license application for construction and operation of a new nuclear power plant on the
site of Fermi 2. By completing the license application before the end of 2008, we may qualify for
financial incentives under the Federal Energy Policy Act of 2005. We are also studying the possible
transfer of a gas-fired peaking electric generating plant from our non-utility operations to our
electric utility to support future power generation requirements.
The following variables, either in combination or acting alone, could impact our future results:
|
|
|
amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals, or new legislation; |
|
|
|
|
our ability to reduce costs and maximize plant performance; |
|
|
|
|
variations in market prices of power, coal and gas; |
|
|
|
|
economic conditions within the State of Michigan; |
|
|
|
|
weather, including the severity and frequency of storms; |
|
|
|
|
levels of customer participation in the electric Customer Choice program; and |
|
|
|
|
potential new federal and state environmental requirements. |
We expect cash flows and operating performance will continue to be at risk due to the electric
Customer Choice program until the issues associated with this program are adequately addressed. We
will accrue as regulatory assets any future unrecovered generation-related fixed costs (stranded
costs) due to electric Customer Choice that we believe are recoverable under Michigan legislation
and MPSC orders. We cannot predict the outcome of these matters. See Note 6 of the Notes to
Consolidated Financial Statements.
In January 2007, the MPSC submitted the State of Michigans 21st Century Energy Plan to the
Governor of Michigan. The plan recommends that Michigans future energy needs be met through a
combination of renewable resources and cleanest generating technology, with significant energy savings achieved by increased
energy efficiency. The plan also recommends:
|
|
|
a requirement that all retail electric suppliers obtain at least 10 percent of their
energy supplies from |
16
|
|
|
renewable resources by 2015; |
|
|
|
|
an opportunity for utility-built generation, contingent upon the granting of a
certificate of need and competitive bidding of engineering, procurement and construction
services; |
|
|
|
|
investigating the cost of a requirement to bury certain power lines; and |
|
|
|
|
creation of a Michigan Energy Efficiency Program, administered by a third party under
the direction of the MPSC with initial funding estimated at $68 million. |
We continue to review the energy plan and monitor legislative action on some of its components.
Without knowing how or if the plan will be fully implemented, we are unable to predict the impact
on the Company of the implementation of the plan.
GAS UTILITY
Our Gas Utility segment consists of MichCon and Citizens.
Factors impacting income: Gas Utilitys net loss increased by $9 million in the 2007 third quarter
and net income increased by $15 million in the 2007 nine-month period. The increased loss in the
2007 third quarter was primarily due to increased operation and maintenance expenses. The
improvement in the 2007 nine-month period was due primarily to higher gross margins.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
173 |
|
|
$ |
172 |
|
|
$ |
1,358 |
|
|
$ |
1,283 |
|
Cost of Gas |
|
|
59 |
|
|
|
58 |
|
|
|
844 |
|
|
|
786 |
|
|
|
|
Gross Margin |
|
|
114 |
|
|
|
114 |
|
|
|
514 |
|
|
|
497 |
|
Operation and Maintenance |
|
|
106 |
|
|
|
93 |
|
|
|
330 |
|
|
|
327 |
|
Depreciation and Amortization |
|
|
24 |
|
|
|
24 |
|
|
|
69 |
|
|
|
70 |
|
Taxes other than Income |
|
|
14 |
|
|
|
13 |
|
|
|
43 |
|
|
|
42 |
|
Other Asset (Gains), Losses
and Reserves, Net |
|
|
(1 |
) |
|
|
(3 |
) |
|
|
2 |
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(29 |
) |
|
|
(13 |
) |
|
|
70 |
|
|
|
58 |
|
Other (Income) and Deductions |
|
|
10 |
|
|
|
14 |
|
|
|
28 |
|
|
|
39 |
|
Income Tax Provision (Benefit) |
|
|
(10 |
) |
|
|
(7 |
) |
|
|
11 |
|
|
|
3 |
|
|
|
|
Net Income (Loss) |
|
$ |
(29 |
) |
|
$ |
(20 |
) |
|
$ |
31 |
|
|
$ |
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) as a
Percent of Operating Revenues |
|
|
(17 |
)% |
|
|
(8 |
)% |
|
|
5 |
% |
|
|
5 |
% |
Gross Margins were flat in the third quarter of 2007 and increased $17 million in the 2007
nine-month period. The increase in the nine-month period is primarily due to $19 million
representing the favorable effects of weather in 2007 and $19 million related to an increase in
midstream services including storage and transportation, partially offset by a $25 million
unfavorable impact in lost gas recognized. Revenues include a component for the cost of gas sold
that is recoverable through the GCR mechanism.
17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Gas Markets (in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
$ |
106 |
|
|
$ |
106 |
|
|
$ |
1,118 |
|
|
$ |
1,069 |
|
End user transportation |
|
|
21 |
|
|
|
24 |
|
|
|
101 |
|
|
|
96 |
|
|
|
|
|
|
|
127 |
|
|
|
130 |
|
|
|
1,219 |
|
|
|
1,165 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intermediate transportation |
|
|
12 |
|
|
|
16 |
|
|
|
42 |
|
|
|
45 |
|
Storage and other |
|
|
34 |
|
|
|
26 |
|
|
|
97 |
|
|
|
73 |
|
|
|
|
|
|
$ |
173 |
|
|
$ |
172 |
|
|
$ |
1,358 |
|
|
$ |
1,283 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Markets (in Bcf) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
|
11 |
|
|
|
11 |
|
|
|
103 |
|
|
|
95 |
|
End user transportation |
|
|
25 |
|
|
|
27 |
|
|
|
97 |
|
|
|
98 |
|
|
|
|
|
|
|
36 |
|
|
|
38 |
|
|
|
200 |
|
|
|
193 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intermediate transportation |
|
|
85 |
|
|
|
77 |
|
|
|
307 |
|
|
|
284 |
|
|
|
|
|
|
|
121 |
|
|
|
115 |
|
|
|
507 |
|
|
|
477 |
|
|
|
|
Operation and maintenance expense increased $13 million in the third quarter of 2007 and $3 million
in the 2007 nine-month period. The 2007 third quarter increase was due primarily to $13 million in
higher labor and benefit costs and $7 million of higher uncollectible expense, partially offset by
a decrease of $10 million of CTA expenses. The 2007 nine-month increase was attributed to $16
million in higher labor and benefit costs partially offset by $6 million of lower uncollectible
expense and a decrease of $10 million of CTA expenses.
Depreciation and amortization expense was consistent in the third quarter of 2007 and decreased $1
million in the 2007 nine-month period.
Outlook Operating results are expected to vary due to regulatory proceedings, weather, changes
in economic conditions, customer conservation and process improvements. Higher gas prices and
economic conditions have resulted in continued pressure on receivables and working capital
requirements that are partially mitigated by the MPSCs uncollectible true-up mechanism and GCR
mechanism.
We will continue to utilize the DTE Energy Operating System and the Performance Excellence Process
to seek opportunities to improve productivity, remove waste and decrease our costs while improving
customer satisfaction.
NON-UTILITY OPERATIONS
Coal and Gas Midstream
Our Coal and Gas Midstream segment consists of Coal Transportation and Marketing and the Pipelines,
Processing and Storage businesses.
Factors
impacting income: Net income was $5 million higher in the third quarter of 2007 due
primarily to lower operation and maintenance expenses. Net income was also higher by $5 million in
the 2007 nine-month period due to increased volumes related to coal marketing, coal-to-power
tolling transactions and purchases, sales of emission credits and higher midstream gas storage
revenues. Both 2007 periods were impacted by increased interest expense related to the debt assumed
in October 2006, that was offset by lower third party storage lease costs, related to the
acquisition of the Washington 10 gas storage field.
18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
187 |
|
|
$ |
187 |
|
|
$ |
661 |
|
|
$ |
501 |
|
Operation and Maintenance |
|
|
161 |
|
|
|
171 |
|
|
|
595 |
|
|
|
451 |
|
Depreciation and Amortization |
|
|
3 |
|
|
|
1 |
|
|
|
6 |
|
|
|
3 |
|
Taxes other than Income |
|
|
1 |
|
|
|
2 |
|
|
|
4 |
|
|
|
4 |
|
Other Asset (Gains), Losses and Reserves, net |
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
Operating Income |
|
|
22 |
|
|
|
13 |
|
|
|
57 |
|
|
|
43 |
|
Other (Income) and Deductions |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
(7 |
) |
Income Tax Provision |
|
|
8 |
|
|
|
5 |
|
|
|
22 |
|
|
|
17 |
|
|
|
|
Net Income |
|
$ |
15 |
|
|
$ |
10 |
|
|
$ |
38 |
|
|
$ |
33 |
|
|
|
|
Outlook We expect to continue to grow our Coal Transportation and Marketing business in a manner
consistent with, and complementary to, the growth of our other business segments. A portion of our
Coal Transportation and Marketing revenues and net income are dependent upon our Synfuel
operations. Coal Transportation and Marketing is involved in a contract dispute with BNSF Railway
Company that was referred to arbitration. We received an award from the arbitration panel in
September 2007 which held that BNSF is required to provide such services under the contract and
awarded damages to us. The award is subject to appeal. While we believe that the arbitration
panels award will be upheld if it is appealed, a negative decision on appeal could have an adverse
effect on our ability to grow the Coal Transportation and Marketing business. See Note 9 of the
Notes to Consolidated Financial Statements.
Our Pipeline, Processing and Storage business expects to continue its steady growth plan. In April
2007, Washington 28 received MPSC approval to increase working gas storage capacity by over 6 Bcf
to a total of 16 Bcf. In June 2007, Washington 10 received MPSC approval to develop the Shelby 2
storage field which will increase the working gas storage capacity of Washington 10 by 8 Bcf to a
total of 74 Bcf. Vector Pipeline has secured long-term market commitments to support its first
phase of an expansion project, for approximately 200 MMcf per day, with a projected in-service date
of November 2007. Vector Pipeline received FERC approval for this expansion in October 2006. In
addition, Vector Pipeline will be requesting permission from the FERC in the fourth quarter of 2007
to build one more compressor station and to expand the Vector Pipeline by approximately 100 MMcf/d,
with a proposed in-service date of November 1, 2009. Adding another compressor station will bring
the system from its 2007 expanded capacity of about 1.2 Bcf/d up to 1.3 Bcf/d in 2009. Pipeline,
Processing and Storage has a 26 percent ownership interest in Millennium Pipeline which received
FERC approval for construction and operation in December 2006. Millennium Pipeline commenced
construction in June 2007 and is scheduled to be in service in late 2008. We plan to expand
existing assets and develop new assets which are typically supported with long-term customer
commitments.
Unconventional Gas Production
Our Unconventional Gas Production segment is primarily engaged in natural gas exploration,
development and production in the Barnett shale. Prior to July 2007, we had significant natural gas
properties in the Michigan Antrim shale formation. On June 29, 2007, we sold our Michigan Antrim
shale gas exploration and production business to Atlas Energy Resources, LLC for $1.258 billion.
The gain on sale is included in the Corporate & Other segment. See Note 4 of the Notes to
Consolidated Financial Statements.
Factors impacting income: Net income was $1 million for the 2007 third quarter, while a net loss of
$208 million was incurred in the 2007 nine-month period. This compares with income of $2 million
and $5 million in the comparable 2006 periods. As subsequently discussed, in addition to the
absence of operating revenues pertaining to Antrim effective in the third quarter of 2007, the
significant decline in results in the 2007 nine-month period reflects the recording of $323 million
in losses on financial contracts that hedged our price risk exposure.
19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
15 |
|
|
$ |
26 |
|
|
$ |
(244 |
) |
|
$ |
72 |
|
Operation and Maintenance |
|
|
5 |
|
|
|
9 |
|
|
|
30 |
|
|
|
27 |
|
Depreciation, Depletion and Amortization |
|
|
4 |
|
|
|
7 |
|
|
|
18 |
|
|
|
19 |
|
Taxes Other Than Income |
|
|
1 |
|
|
|
2 |
|
|
|
8 |
|
|
|
8 |
|
Other Asset (Gains) and Losses,
Reserves and Impairments, Net |
|
|
|
|
|
|
1 |
|
|
|
9 |
|
|
|
1 |
|
|
|
|
Operating Income (Loss) |
|
|
5 |
|
|
|
7 |
|
|
|
(309 |
) |
|
|
17 |
|
Other (Income) and Deductions |
|
|
4 |
|
|
|
3 |
|
|
|
11 |
|
|
|
9 |
|
Income Tax Provision (Benefit) |
|
|
|
|
|
|
2 |
|
|
|
(112 |
) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
1 |
|
|
$ |
2 |
|
|
$ |
(208 |
) |
|
$ |
5 |
|
|
|
|
Operating revenues decreased $11 million in the 2007 third quarter and $316 million in the 2007
nine-month period. The decrease for the 2007 third quarter resulted primarily from the absence of
operating revenues associated with Antrim, which was sold in June 2007. In addition to the absence
of operating revenues due to the Antrim sale, the decline for the nine-month period reflects the
recording of $323 million of losses on financial contracts that hedged our price risk exposure
related to expected Antrim gas production and sales through 2013. These financial contracts were
accounted for as cash flow hedges, with changes in estimated fair value of the contracts reflected
in other comprehensive income. Upon the sale of Antrim, the financial contracts no longer qualified
as cash flow hedges. The contracts were retained and offsetting financial contracts were put into
place to effectively settle these positions. As a result of these transactions and market research
performed by the Company, DTE gained additional insight and visibility into the value ascribed to
these contracts by third party market participants for the duration of the contracts. In
conjunction with the Antrim sale and effective settlement of these contract positions, Antrim
reclassified amounts held in accumulated other comprehensive income and recorded the effective
settlements, reducing operating revenues for the first nine months of 2007 by $323 million.
Outlook In August 2007, we announced that we are exploring opportunities to monetize a portion
of our interests in the Barnett shale. Currently, we are in discussions with potential buyers of
certain properties in the core and southern parts of the Barnett Shale natural gas fields in
northern Texas, which involves approximately 41,000 acres in total. We are estimating that any
sale may be completed by the end of 2007 or early 2008.
We plan to retain our holdings in the Western portion of the Barnett Shale and anticipate
significant opportunities to develop our current position while accumulating additional acreage in
and around our existing assets.
Current natural gas prices and successes within the Barnett shale are resulting in more capital
being invested into the region. The competition for opportunities and goods and services may result
in increased operating costs, however, our experienced Barnett shale personnel provide an advantage
in addressing potential cost increases. We invested approximately $107 million in the Barnett Shale
for the first nine months of 2007 and expect to invest up to $40 million in the Barnett shale
during the remainder of 2007. During 2007, we expect Barnett Shale production of nearly 8.0 Bcfe of
natural gas (excluding the impact of potential monetizations) compared with approximately 4.0 Bcfe
in 2006.
Power and Industrial Projects
The Power and Industrial Projects segment is comprised primarily of projects that deliver energy
and utility-type products and services to industrial, commercial and institutional customers, and
biomass energy projects.
Factors impacting income: Net income was $3 million in the third quarter of 2007 compared to a net
loss of $50 million in the third quarter of 2006. Net income was $13 million in the 2007 nine-month
period compared to a net loss of $74 million in the comparable 2006 period. The 2006 periods
reflect impairments at various businesses and projects in the Power and Industrial segment.
20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
127 |
|
|
$ |
105 |
|
|
$ |
360 |
|
|
$ |
312 |
|
Operation and Maintenance |
|
|
118 |
|
|
|
92 |
|
|
|
317 |
|
|
|
275 |
|
Depreciation and Amortization |
|
|
10 |
|
|
|
13 |
|
|
|
30 |
|
|
|
37 |
|
Taxes other than Income |
|
|
3 |
|
|
|
3 |
|
|
|
9 |
|
|
|
10 |
|
Other Asset (Gains) and
Losses, Reserves and
Impairments, Net |
|
|
(1 |
) |
|
|
48 |
|
|
|
(1 |
) |
|
|
64 |
|
|
|
|
Operating Income (Loss) |
|
|
(3 |
) |
|
|
(51 |
) |
|
|
5 |
|
|
|
(74 |
) |
Other (Income) and Deductions |
|
|
(3 |
) |
|
|
30 |
|
|
|
5 |
|
|
|
40 |
|
Minority Interest |
|
|
(1 |
) |
|
|
1 |
|
|
|
(3 |
) |
|
|
1 |
|
Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit |
|
|
|
|
|
|
(29 |
) |
|
|
(1 |
) |
|
|
(36 |
) |
Production Tax Credits |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
(9 |
) |
|
|
(5 |
) |
|
|
|
|
|
|
(2 |
) |
|
|
(32 |
) |
|
|
(10 |
) |
|
|
(41 |
) |
|
|
|
Net Income (Loss) |
|
$ |
3 |
|
|
$ |
(50 |
) |
|
$ |
13 |
|
|
$ |
(74 |
) |
|
|
|
Operating revenues increased $22 million in the 2007 third quarter and $48 million in the 2007
nine-month period. The increases reflect two new automotive projects that began earning revenue in
the current year in addition to higher volumes at several other projects in 2007. Additionally,
revenue was earned for a one-time success fee from the sale of an asset we operated for a third
party.
Operation and maintenance expense increased $26 million in the 2007 third quarter and $42 million
in the 2007 nine-month period resulting from increased costs due to two new automotive projects and
higher volumes at several other projects.
Other asset (gains) and losses, reserves and impairments, net decreased $49 million in the 2007
third quarter and decreased $65 million in the 2007 nine-month period. During the third quarter of
2006, we recorded a $41 million impairment for one of our 100% owned natural gas-fired electric
generating plants and a $3 million impairment at our landfill gas recovery unit in association with
the write down of assets at several landfill sites. Additionally, during 2006, we recorded an
impairment loss of $20 million ($16 million in the first quarter of 2006 and $4 million in the
third quarter of 2006) for the write down of fixed assets and patents at our waste coal recovery
business.
Other (income) and deductions decreased $33 million in the 2007 third quarter and $35 million in
the 2007 nine-month period primarily due to a $31 million impairment of a 50% equity interest in a
natural gas-fired generating plant in 2006.
Outlook We have agreed to sell a 50 percent interest in a portfolio of select Power and
Industrial Projects. Immediately prior to the sale of the equity interest, the company that will
own the portfolio of projects will obtain debt financing and the proceeds will be distributed to
us. The total gross proceeds we will receive are expected to be approximately $800 million. The
sale is subject to normal closing conditions. The completion of the
transaction is subject to the receipt of satisfactory financing
arrangements. Our objective is to close the transaction in the fourth
quarter 2007, however this timing is highly dependent on the credit
markets, and therefore we cannot predict the timing with certainty. We plan to
account for our 50 percent ownership interest in the company that will own the portfolio of
projects using the equity method. See Note 4 of the Notes to Consolidated Financial Statements.
Power and Industrial Projects will continue leveraging its extensive energy-related operating
experience and project management capability to develop and grow the on-site energy business. The
coke battery and landfill gas recovery businesses generate production tax credits that are subject
to an oil price-related phase-out. Due to the relatively low level of production tax credits
generated by these businesses, a partial or full tax credit phase-out is not expected to have a
material adverse impact on our investment in Power and Industrial Projects.
21
Energy Trading
Our Energy Trading segment focuses on physical power and gas marketing, structured transactions,
enhancement of returns from DTE Energys asset portfolio, optimization of contracted natural gas
pipelines and storage capacity positions, and contractual power generation and transmission
positions.
Factors impacting income: Energy Tradings net income decreased $20 million in the third quarter of
2007 and decreased $37 million in the 2007 nine-month period. The decreases in the third quarter
of 2007 and in the nine-month period of 2007 are attributed to lower gross margins and an increase
in other deductions.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
304 |
|
|
$ |
231 |
|
|
$ |
728 |
|
|
$ |
609 |
|
Fuel, Purchased Power and Gas |
|
|
203 |
|
|
|
115 |
|
|
|
599 |
|
|
|
453 |
|
|
|
|
Gross Margin |
|
|
101 |
|
|
|
116 |
|
|
|
129 |
|
|
|
156 |
|
Operation and Maintenance |
|
|
17 |
|
|
|
17 |
|
|
|
41 |
|
|
|
43 |
|
Depreciation and Amortization |
|
|
1 |
|
|
|
2 |
|
|
|
3 |
|
|
|
4 |
|
Taxes Other Than Income |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
|
Operating Income |
|
|
83 |
|
|
|
97 |
|
|
|
84 |
|
|
|
108 |
|
Other (Income) and Deductions |
|
|
15 |
|
|
|
|
|
|
|
34 |
|
|
|
3 |
|
Income Tax Provision (Benefit) |
|
|
23 |
|
|
|
32 |
|
|
|
17 |
|
|
|
35 |
|
|
|
|
Net Income |
|
$ |
45 |
|
|
$ |
65 |
|
|
$ |
33 |
|
|
$ |
70 |
|
|
|
|
Gross margin decreased $15 million during the 2007 third quarter and decreased $27 million in the
2007 nine-month period. The decrease in the third quarter of 2007 is due to gas margin
unfavorability of $62 million primarily from lower mark-to-market gains, partially offset by higher
power and oil margins of $35 million and $12 million,
respectively. During 2007, we performed analyses of the energy markets and its participants, including an evaluation of liquidity. As a
result, we revised our valuation estimates for the long-dated portions of our energy
contracts. These analyses resulted in the recognition of approximately $39 million of mark-to-market
gains in our power strategies in the third quarter of 2007. Favorable oil margins were
primarily due to higher gains on open positions and will reverse by the end of this year as the
underlying non-derivative positions are expected to settle by the end of 2007. The decrease in the
nine-month period of 2007 is primarily due to unfavorability of $66 million resulting from mark-to-market
losses of approximately $30 million for gas contracts related to
the aforementioned analyses of
energy markets and unfavorability of approximately $36 million resulting from other gas
margin mark-to-market activity. The decrease is partially offset by higher power and oil margins
of $28 million and $11 million, respectively. Contributing to the favorability in our power
strategies is the aforementioned mark-to-market favorability of
$39 million for power contracts recorded during the third
quarter of 2007. Favorable oil margins were primarily due to higher gains on open positions and will reverse by the
end of this year as the underlying non-derivative positions are expected to settle by the end of
2007.
Other (income) and deductions increased by $15 million and $31 million in the 2007 third quarter
and 2007 nine-month period, respectively. The increases are due to mark-to-market losses on foreign
currency swaps that economically hedge exposure on anticipated power sales and existing
transportation positions that settle in Canadian dollars. Underlying power swaps are
marked-to-market and included in operating revenues while the transportation positions are not
marked-to-market, causing volatility in reported net income until the swaps and transportation
positions are settled.
Outlook
Significant portions of the Energy Trading portfolio are economically hedged. The
portfolio includes financial instruments and gas inventory, as well as capacity positions of
natural gas storage, natural gas pipelines, and power transmission and full requirements contracts.
The financial instruments are deemed derivatives, whereas the owned gas inventory, pipelines,
transmission contracts, certain full requirements contracts and storage assets are not derivatives.
As a result, we will experience earnings volatility as derivatives are marked-to-market without
revaluing the underlying non-derivative assets. The majority of such earnings volatility is
associated with the natural gas storage cycle, which does not coincide with the calendar year, but
runs annually from April of one year to March of the next year. Our strategy is to economically
manage the price risk of storage with futures and over-the-counter forwards and swaps. This results
in gains and losses that are recognized in different interim and
annual accounting periods.
22
See Fair Value of Contracts section that follows.
Synthetic Fuel
Our Synthetic Fuel segment is comprised of the nine synfuel plants that we operate and that produce
synthetic fuel. The production of synthetic fuel from the synfuel plants generates production tax
credits. The synthetic fuel plants generate operating losses which we expect to be offset by
production tax credits, assuming no phase-out.
Factors impacting income: Net income increased $2 million in the 2007 third quarter and increased
$90 million in the 2007 nine-month period due to synfuel production occurring throughout the 2007
periods in comparison to the 2006 periods when production was idled at all nine of our synfuel
facilities beginning in May 2006.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
277 |
|
|
$ |
142 |
|
|
$ |
806 |
|
|
$ |
605 |
|
Operation and Maintenance |
|
|
329 |
|
|
|
152 |
|
|
|
967 |
|
|
|
705 |
|
Depreciation and Amortization |
|
|
1 |
|
|
|
1 |
|
|
|
4 |
|
|
|
23 |
|
Taxes other than Income |
|
|
(5 |
) |
|
|
1 |
|
|
|
3 |
|
|
|
8 |
|
Other Asset (Gains) and
Losses, Reserves and
Impairments, Net |
|
|
(67 |
) |
|
|
(50 |
) |
|
|
(144 |
) |
|
|
52 |
|
|
|
|
Operating Income (Loss) |
|
|
19 |
|
|
|
38 |
|
|
|
(24 |
) |
|
|
(183 |
) |
Other (Income) and Deductions |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
(15 |
) |
Minority Interest |
|
|
(46 |
) |
|
|
(11 |
) |
|
|
(161 |
) |
|
|
(191 |
) |
Income
Taxes |
|
Provision (Benefit) |
|
|
22 |
|
|
|
18 |
|
|
|
49 |
|
|
|
8 |
|
Production Tax Credits |
|
|
(1 |
) |
|
|
(10 |
) |
|
|
(25 |
) |
|
|
(15 |
) |
|
|
|
|
|
|
21 |
|
|
|
8 |
|
|
|
24 |
|
|
|
(7 |
) |
|
|
|
Net Income |
|
$ |
45 |
|
|
$ |
43 |
|
|
$ |
120 |
|
|
$ |
30 |
|
|
|
|
Operating revenues increased $135 million in the third quarter of 2007 and increased $201 million
in the 2007 nine-month period. Revenues increased in the 2007 periods due to production throughout
2007 compared to 2006 when production was idled at all nine of our synfuel facilities beginning in
May 2006.
Operation and maintenance expense increased $177 million in the third quarter of 2007 and increased
$262 million in the 2007 nine-month period. The increase is attributed to the production
throughout 2007 in comparison to 2006 when production was idled at all nine of our synfuel
facilities.
Depreciation and amortization expense remained the same for the 2007 third quarter and decreased
$19 million in the 2007 nine-month period. Depreciation was lower for the nine-month period as a
result of lower asset carrying values due to the impairment of fixed assets at all nine synfuel
projects in the second quarter of 2006.
Other asset (gains) and losses, reserves and impairments, net increased $17 million in the third
quarter of 2007 and increased $196 million in the 2007 nine-month period. The increase in gains
reflects the annual partner payment adjustment in the second quarter of 2007, recognition of
certain fixed gains that were reserved during the comparable 2006 period, higher hedge gains and
the impact of one-time impairment charges and fixed note reserves recorded in 2006. The following
table displays the various pre-tax components that comprise the determination of synfuel gains and
losses in the three and nine month periods in 2007 and 2006.
23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Components of Synfuel (Gains) Losses,
Reserves and Impairments, Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Gains) recognized associated with fixed payments |
|
$ |
(38 |
) |
|
$ |
|
|
|
$ |
(96 |
) |
|
$ |
(30 |
) |
(Gains) losses recognized associated with
variable payments |
|
|
2 |
|
|
|
|
|
|
|
(30 |
) |
|
|
(9 |
) |
Reserves (reversed) recorded for contractual
partners obligations |
|
|
42 |
|
|
|
(76 |
) |
|
|
32 |
|
|
|
49 |
|
Other reserves and impairments |
|
|
(9 |
) |
|
|
2 |
|
|
|
(6 |
) |
|
|
125 |
|
Hedge (gains) losses (mark-to-market) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hedges for 2006 exposure |
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
(73 |
) |
Hedges for 2007 exposure |
|
|
(64 |
) |
|
|
11 |
|
|
|
(44 |
) |
|
|
(10 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(67 |
) |
|
$ |
(50 |
) |
|
$ |
(144 |
) |
|
$ |
52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interest increased $35 million in the third quarter of 2007 and decreased $30 million in
the 2007 nine-month period. The amounts reflect our partners share of operating losses associated
with synfuel operations. The increase for the third quarter reflects the increased operating losses
due to production throughout the 2007 third quarter as compared to 2006 when production was idled
at all nine of our synfuel facilities. The decrease for the nine-month period primarily reflects
the decrease in 2007 losses due to the 2006 one-time impairment charges, partially offset by the
increased production in 2007.
Outlook Due to the implementation of our hedging strategy, we expect to continue to operate the
synfuel plants through December 31, 2007 when synfuel-related production tax credits expire.
CORPORATE & OTHER
Corporate & Other includes various corporate staff functions. As these functions support the entire
Company, their costs are fully allocated to the various segments based on services utilized.
Therefore, the effect of the allocation on each segment can vary from year to year. Additionally,
Corporate & Other holds certain non-utility debt, assets held for sale, and energy-related
investments.
Factors impacting income: Corporate & Other results increased by $12 million in the 2007 third
quarter and increased $526 million in the 2007 nine-month period. The increase in the 2007 third
quarter is mainly due to favorable adjustments to normalize the effective income tax rate. The
increase in the 2007 nine-month period is primarily attributed to the gain on the sale of the
Antrim shale gas exploration and production business of approximately $897 million ($574 million
after-tax). The income tax provisions of the segments are determined on a stand-alone basis.
Corporate & Other records necessary adjustments so that the consolidated income tax expense during
the quarter reflects the estimated calendar year effective rate.
DISCONTINUED OPERATIONS
DTE Georgetown (Georgetown) In the fourth quarter of 2006, management approved the marketing of
Georgetown, an 80 MW natural gas-fired peaking electric generating plant, for sale. In December
2006, Georgetown met the SFAS No. 144 criteria of an asset held for sale and we reported its
operating results as a discontinued operation. In February 2007, we entered into an agreement to
sell this plant. The sale received regulatory approval and closed in July 2007, resulting in gross
proceeds of approximately $23 million, which approximated our carrying value. Georgetown did not
have significant business activity for the three and nine months ended September 30, 2007 and 2006.
DTE Energy Technologies (Dtech) Dtech assembled, marketed, distributed and serviced distributed
generation products, provided application engineering, and monitored and managed on-site generation
system operations. In
24
July 2005, management approved the restructuring of this business, resulting in the identification
of certain assets and liabilities to be sold or abandoned, primarily associated with standby and
continuous duty generation sales and service. Dtech did not have significant business activity for
the three and nine months ended September 30, 2007 and 2006.
See Note 4 of the Notes to Consolidated Financial Statements.
CUMULATIVE EFFECT OF ACCOUNTING CHANGES
Effective January 1, 2007, we adopted FIN 48, Accounting for Uncertainty in Income Taxes an
interpretation of FASB Statement No. 109. The cumulative effect of the adoption of FIN 48
represented a $5 million reduction to the January 1, 2007 balance of retained earnings.
Effective January 1, 2006, we adopted SFAS No. 123(R), Share-Based Payment, using the modified
prospective transition method. The cumulative effect of the adoption of SFAS 123(R) was an increase
in net income of $1 million as a result of estimating forfeitures for previously granted stock
awards and performance shares.
See Note 1 of the Notes to Consolidated Financial Statements.
CAPITAL RESOURCES AND LIQUIDITY
Cash Requirements
During the first nine months of 2007, our cash requirements were met primarily through operations,
the proceeds received from the sale of the Antrim shale gas exploration and production business and
short-term borrowings. We believe that we will have sufficient internal and external capital
resources to fund anticipated capital and operating requirements.
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Cash and Cash Equivalents |
|
|
|
|
|
|
|
|
Cash Flow From (Used For): |
|
|
|
|
|
|
|
|
Operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
716 |
|
|
$ |
291 |
|
Depreciation, depletion and amortization |
|
|
716 |
|
|
|
801 |
|
Deferred income taxes |
|
|
90 |
|
|
|
24 |
|
Gain on sale of non-utility business |
|
|
(897 |
) |
|
|
|
|
Gain on sale of synfuel and other assets, net |
|
|
(130 |
) |
|
|
(73 |
) |
Working capital and other |
|
|
297 |
|
|
|
140 |
|
|
|
|
|
|
|
|
|
|
|
792 |
|
|
|
1,183 |
|
|
|
|
|
|
|
|
Investing activities: |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(750 |
) |
|
|
(830 |
) |
Plant and equipment expenditures non-utility |
|
|
(206 |
) |
|
|
(214 |
) |
Acquisitions, net of cash acquired |
|
|
|
|
|
|
(27 |
) |
Proceeds from sale of non-utility business |
|
|
1,258 |
|
|
|
|
|
Proceeds from sale of synfuel and other assets, net |
|
|
287 |
|
|
|
247 |
|
Restricted cash and other investments |
|
|
3 |
|
|
|
(16 |
) |
|
|
|
|
|
|
|
|
|
|
592 |
|
|
|
(840 |
) |
|
|
|
|
|
|
|
Financing activities: |
|
|
|
|
|
|
|
|
Issuance of long-term debt and common stock |
|
|
|
|
|
|
554 |
|
Redemption of long-term debt |
|
|
(340 |
) |
|
|
(672 |
) |
Short-term borrowings, net |
|
|
(62 |
) |
|
|
44 |
|
Repurchase of common stock |
|
|
(686 |
) |
|
|
(10 |
) |
Dividends on common stock and other |
|
|
(280 |
) |
|
|
(282 |
) |
|
|
|
|
|
|
|
|
|
|
(1,368 |
) |
|
|
(366 |
) |
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
$ |
16 |
|
|
$ |
(23 |
) |
|
|
|
|
|
|
|
25
Operating Activities
A majority of the Companys operating cash flow is provided by our electric and gas utilities,
which are significantly influenced by factors such as weather, electric Customer Choice, regulatory
deferrals, regulatory outcomes, economic conditions and operating costs. Our non-utility businesses
also provide sources of cash flow to the enterprise, primarily from the synthetic fuels business,
which we believe, subject to considerations discussed below, will provide approximately $900
million of cash during 2007-2009. Cash from operations totaling $792 million in the 2007 nine-month
period decreased $391 million from the comparable 2006 period. The operating cash flow comparison
primarily reflects a decrease in net income after adjusting for non-cash items (depreciation,
depletion and amortization and deferred taxes) and gains on sales of businesses.
OutlookWe expect cash flow from operations to increase over the long-term primarily due to
improvements from higher earnings at our utilities. We are incurring costs associated with our
Performance Excellence Process, but we expect to realize sustained net cost savings beginning in
2007. We also may be impacted by the delayed collection of under-recoveries of our PSCR and GCR
costs and electric and gas accounts receivable as a result of MPSC orders. Gas prices are likely to
be a source of volatility with regard to working capital requirements for the foreseeable future.
We are continuing our efforts to identify opportunities to improve cash flow through working
capital initiatives.
We anticipate approximately $900 million of synfuel-related cash impacts from 2007 through 2009,
which consists of cash from operations, asset sales, proceeds from option hedges, and approximately
$500 million of tax credit carry-forward utilization and other tax benefits that are expected to
reduce future tax payments. The redeployment of this cash represents a unique opportunity to
increase shareholder value and strengthen our balance sheet.
Pursuant to our strategy to monetize value from our non-utility businesses, we have agreed to sell
a 50 percent interest in a portfolio of select Power and Industrial Projects. Immediately prior to
the sale of the equity interest, the company that will own the portfolio of projects will obtain
debt financing and the proceeds will be distributed to us. The total gross proceeds we will receive
are expected to be approximately $800 million. The sale is
subject to normal closing conditions. The completion of the
transaction is subject to the receipt of satisfactory financing
arrangements. Our objective is to close the transaction in the fourth
quarter 2007, however this timing is highly dependent on the credit
markets, and therefore we cannot predict the timing with certainty. We plan to account for our 50 percent ownership interest in the company
that will own the portfolio of projects using the equity method. See Note 4 to the Notes to
Consolidated Financial Statements.
Investing Activities
Net cash from investing activities increased $1.4 billion in the 2007 nine-month period compared
to the same 2006 period. The 2007 change was primarily related to the sale of our Antrim shale gas
exploration and production business and lower capital expenditures.
Financing Activities
Net cash used for financing activities increased $1 billion in the 2007 nine-month period, compared
to the same 2006 period, primarily related to repurchase of common stock, decrease in short-term
borrowings and issuance of long-term debt, partially offset by a decrease in debt redemptions.
Cash Utilization
We expect cash generated from our utilities, our synfuels operations and the actual and potential
cash from monetization of certain of our non-utility assets and operations to be used to reduce
debt and repurchase common stock, and to continue to pursue growth investments that meet our strict
risk-return and value creation criteria. Our objectives for cash redeployment are to strengthen
the balance sheet and coverage ratios to improve our current credit rating and outlook, and to have
any monetization be accretive to earnings per share.
We expect to retire a total of $700 million of debt during 2007 and 2008, and in conjunction with
the signing of the agreement to sell Antrim, our Board of Directors authorized an increase in our
common share repurchase program to
26
$1.55 billion from $700 million. Our goal is to execute share repurchases of approximately $900
million by December 31, 2007, inclusive of purchases from the fourth quarter of 2006 through
September 30, 2007 amounting to over $700 million. The amount of stock repurchased depends
primarily on the net after-tax proceeds realized from the non-utility monetization plan. We plan to
pursue open-market purchases throughout the year and we may also pursue an accelerated share
repurchase plan should the right market conditions align with the expected completion of the
non-utility restructuring plan.
NEW ACCOUNTING PRONOUNCEMENTS
See Note 3 of the Notes to Consolidated Financial Statements.
FAIR VALUE OF CONTRACTS
The following disclosures provide enhanced transparency of the derivative activities and position
of our trading businesses and our other businesses.
The accounting standards for determining whether a contract meets the criteria for derivative
accounting are numerous and complex. Moreover, significant judgment is required to determine
whether a contract requires derivative accounting, and similar contracts can sometimes be accounted
for differently. If a contract is accounted for as a derivative instrument, it is recorded in the
financial statements as Assets or Liabilities from risk management and trading activities, at the
fair value of the contract. The recorded fair value of the contract is then adjusted quarterly, in
the Consolidated Statements of Operations, to reflect any change in the fair value of the contract,
a practice known as mark-to-market (MTM) accounting. Changes in the fair value of a designated
derivative that is highly effective as a cash flow hedge are recorded as a component of accumulated
other comprehensive income, net of taxes, until the hedged item affects income. These amounts are
subsequently reclassified into earnings as a component of the value of the forecasted transaction,
in the same period as the forecasted transaction affects earnings. The ineffective portion of the
fair value changes is recognized in the Consolidated Statements of Operations immediately.
Fair value represents the amount at which willing parties would transact an arms-length
transaction. To determine the fair value of contracts accounted for as derivative instruments, we
use a combination of quoted market prices, broker quotes and mathematical valuation models.
Valuation models require various inputs, including forward prices, volatility, interest rates, and
exercise periods.
Contracts we typically classify as derivative instruments are power, gas and oil forwards, futures,
options and swaps, as well as foreign currency contracts. Items we do not generally account for as
derivatives (and which are therefore excluded from the following tables) include gas inventory, gas
storage and transportation arrangements, and gas and oil reserves.
The subsequent tables contain the following four categories represented by their operating
characteristics and key risks.
|
|
|
Proprietary Trading represents derivative activity transacted with the intent of
taking a view, capturing market price changes, or putting capital at risk. This activity is
speculative in nature as opposed to hedging an existing exposure. |
|
|
|
|
Structured Contracts represents derivative activity transacted by originating
substantially hedged positions with wholesale energy marketers, utilities, retail
aggregators and alternative energy suppliers. Although transactions are generally executed
with a buyer and seller simultaneously, some positions remain open until a suitable
offsetting transaction can be executed. |
|
|
|
|
Economic Hedges represents derivative activity associated with assets owned and
contracted by DTE Energy, including forward sales of gas production and trades associated
with owned transportation and storage capacity. Changes in the value of derivatives in this
category economically offset changes in the value of underlying non-derivative positions,
which do not qualify for fair value accounting. The difference in accounting treatment of
derivatives in this category and the underlying non-derivative positions can result
in significant earnings volatility.
|
27
|
|
|
Other Non-Trading Activities primarily represent derivative activity associated with
our gas reserves and synfuel operations. A substantial portion of the price risk associated
with the Barnett gas reserves has been mitigated through 2010. Changes in the value of the
hedges are recorded as Assets or Liabilities from risk management and trading activities,
with an offset in other comprehensive income to the extent that the hedges are deemed
effective. Oil-related derivative contracts have been executed to economically hedge cash
flow risks related to underlying, non-derivative synfuel related positions through 2007.
The amounts shown in the following tables exclude the value of the underlying gas reserves
and synfuel proceeds including changes therein. |
Roll-Forward of Mark-to-Market Energy Contract Net Assets
The following table provides details on changes in our MTM net asset or (liability) position during
the nine months ended September 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Trading Activities |
|
|
Non- |
|
|
|
|
|
|
Proprietary |
|
|
Structured |
|
|
Economic |
|
|
|
|
|
|
Trading |
|
|
|
|
(in Millions) |
|
Trading |
|
|
Contracts |
|
|
Hedges |
|
|
Total |
|
|
Activities |
|
|
Total |
|
MTM at December 31, 2006 |
|
$ |
(9 |
) |
|
$ |
(2 |
) |
|
$ |
(36 |
) |
|
$ |
(47 |
) |
|
$ |
(24 |
) |
|
$ |
(71 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassed to realized upon settlement |
|
|
22 |
|
|
|
2 |
|
|
|
21 |
|
|
|
45 |
|
|
|
17 |
|
|
|
62 |
|
Changes in fair value recorded to income |
|
|
26 |
|
|
|
(27 |
) |
|
|
28 |
|
|
|
27 |
|
|
|
(176 |
) |
|
|
(149 |
) |
Amortization of option premiums |
|
|
(9 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
(11 |
) |
|
|
|
|
|
|
(11 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recorded to unrealized income |
|
|
39 |
|
|
|
(27 |
) |
|
|
49 |
|
|
|
61 |
|
|
|
(159 |
) |
|
|
(98 |
) |
Amounts recorded in Other Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
Transfer of contracts between Trading and
Non-Trading Activities |
|
|
|
|
|
|
(323 |
) |
|
|
|
|
|
|
(323 |
) |
|
|
323 |
|
|
|
|
|
Option premiums paid and other |
|
|
(8 |
) |
|
|
17 |
|
|
|
|
|
|
|
9 |
|
|
|
6 |
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTM at September 30, 2007 |
|
$ |
22 |
|
|
$ |
(335 |
) |
|
$ |
13 |
|
|
$ |
(300 |
) |
|
$ |
147 |
|
|
$ |
(153 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A substantial portion of the companys price risk related to its Antrim shale gas exploration and
production business had been mitigated by financial contracts that hedged our price risk exposure
through 2013. These financial contracts were accounted for as cash flow hedges, with changes in
estimated fair value of the contracts reflected in other comprehensive income. Upon the sale of
Antrim, the financial contracts no longer qualified as cash flow hedges. The contracts were
retained and offsetting financial contracts were put into place to effectively settle these
positions.
The following table provides a current and noncurrent analysis of Assets and Liabilities from risk
management and trading activities, as reflected in the Consolidated Statements of Financial
Position as of September 30, 2007. Amounts that relate to contracts that become due within twelve
months are classified as current and all remaining amounts are classified as noncurrent.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Trading Activities |
|
|
Non- |
|
|
Total |
|
|
|
Proprietary |
|
|
Structured |
|
|
Economic |
|
|
|
|
|
|
|
|
|
|
Trading |
|
|
Assets |
|
(in Millions) |
|
Trading |
|
|
Contracts |
|
|
Hedges |
|
|
Eliminations |
|
|
Totals |
|
|
Activities |
|
|
(Liabilities) |
|
Current assets |
|
$ |
82 |
|
|
$ |
137 |
|
|
$ |
26 |
|
|
$ |
(26 |
) |
|
$ |
219 |
|
|
$ |
153 |
|
|
$ |
372 |
|
Noncurrent assets |
|
|
3 |
|
|
|
144 |
|
|
|
13 |
|
|
|
(4 |
) |
|
|
156 |
|
|
|
|
|
|
|
156 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM assets |
|
|
85 |
|
|
|
281 |
|
|
|
39 |
|
|
|
(30 |
) |
|
|
375 |
|
|
|
153 |
|
|
|
528 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
(61 |
) |
|
|
(207 |
) |
|
|
(21 |
) |
|
|
26 |
|
|
|
(263 |
) |
|
|
(4 |
) |
|
|
(267 |
) |
Noncurrent liabilities |
|
|
(2 |
) |
|
|
(409 |
) |
|
|
(5 |
) |
|
|
4 |
|
|
|
(412 |
) |
|
|
(2 |
) |
|
|
(414 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM liabilities |
|
|
(63 |
) |
|
|
(616 |
) |
|
|
(26 |
) |
|
|
30 |
|
|
|
(675 |
) |
|
|
(6 |
) |
|
|
(681 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM net assets (liabilities) |
|
$ |
22 |
|
|
$ |
(335 |
) |
|
$ |
13 |
|
|
$ |
|
|
|
$ |
(300 |
) |
|
$ |
147 |
|
|
$ |
(153 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28
Maturity of Fair Value of MTM Energy Contract Net Assets
We manage our mark-to-market risk on a portfolio basis based upon the delivery period of our
contracts and the individual components of the risks within each contract. Accordingly, we record
and manage the energy purchase and sale obligations under our contracts in separate components
based on the commodity (e.g. electricity or gas), the product (e.g. electricity for delivery during
peak or off-peak hours), the delivery location (e.g. by region), the risk profile (e.g. forward or
option), and the delivery period (e.g. by month and year).
We determine the MTM adjustment for our derivative contracts from a combination of active quotes,
published indexes and mathematical valuation models. We generally derive the pricing for our
contracts from active quotes or external resources. Actively quoted indexes include exchange-traded
positions such as the New York Mercantile Exchange and the Intercontinental Exchange, and
over-the-counter positions for which broker quotes are available. For periods in which external
market data is not readily observable, we estimate value using mathematical valuation models. We
periodically update our policy and valuation methodologies for changes in market liquidity and
other assumptions which may impact the estimated fair value of our derivative contracts. During
2007, we performed analyses of the energy markets and its participants, including an evaluation
of liquidity. As a result, we revised our policy and valuation estimates for the portions of our
contracts that extend beyond the actively traded period. Accordingly, our natural gas
and power contracts are marked through 2014 and 2011, respectively. The majority of our long-dated
power contracts relate to retail or structured transactions, which require the use of internal
models to estimate fair value.
As a result of adherence to generally accepted accounting principles, the tables above do not
include the expected earnings impacts of certain non-derivative gas storage and power contracts.
Consequently, gains and losses from these positions may not match with the related physical and
financial hedging instruments in some reporting periods, resulting in volatility in DTE Energys
reported period-by-period earnings; however, the financial impact of this timing difference will
reverse at the time of physical delivery and/or settlement. The table below shows the maturity of
our MTM positions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
|
|
Source of Fair Value |
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
and Beyond |
|
|
Total Fair Value |
|
Proprietary Trading |
|
$ |
25 |
|
|
$ |
(3 |
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
22 |
|
Structured Contracts |
|
|
(3 |
) |
|
|
(83 |
) |
|
|
(74 |
) |
|
|
(175 |
) |
|
|
(335 |
) |
Economic Hedges |
|
|
6 |
|
|
|
9 |
|
|
|
(3 |
) |
|
|
1 |
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Energy Trading Activities |
|
|
28 |
|
|
|
(77 |
) |
|
|
(77 |
) |
|
|
(174 |
) |
|
|
(300 |
) |
Other Non-Trading Activities |
|
|
147 |
|
|
|
2 |
|
|
|
(2 |
) |
|
|
|
|
|
|
147 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
175 |
|
|
$ |
(75 |
) |
|
$ |
(79 |
) |
|
$ |
(174 |
) |
|
$ |
(153 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Commodity Price Risk
DTE Energy has commodity price risk in both utility and non-utility businesses arising from market
price fluctuations.
The Electric and Gas Utility businesses have risks in conjunction with the anticipated purchases of
coal, natural gas, uranium, electricity, and base metals to meet their service obligations.
Further, changes in the price of electricity can impact the level of exposure of Customer Choice
programs and uncollectible expenses at the Electric Utility. In addition, changes in the price of
natural gas can impact the valuation of lost gas, storage sales revenue and uncollectible expenses
at the Gas Utility.
To limit our exposure to commodity price fluctuations, the Utility businesses have applied various
approaches to manage this risk. The approaches include forward energy, capacity, storage and
futures contracts, as well as regulatory rate-recovery mechanisms. Regulatory rate-recovery occurs
in the form of PSCR and GCR mechanisms and a tracking mechanism to mitigate some losses from
customer migration due to electric Customer Choice programs. See Note 6 of the Notes to
Consolidated Financial Statements.
29
The non-utility businesses have risk in conjunction with electricity, natural gas, crude oil,
heating oil, foreign currency and coal.
Our Power and Industrial Projects and Synthetic Fuel segments are subject to crude oil,
electricity, natural gas and coal based product price risk. As previously discussed, production tax
credits generated by DTE Energys synfuel, coke battery and landfill gas recovery operations are
subject to phase-out if domestic crude oil prices reach certain levels. The benefits associated
with production tax credits may be subject to changes in federal tax law. We have entered into a
series of derivative contracts for 2007 to economically hedge the impact of oil prices on a portion
of our synfuel cash flow. To limit our exposure to the other commodities we may use forward energy,
capacity and futures contracts.
Our Unconventional Gas Production business segment has exposure to natural gas and, to a lesser
extent, crude oil price fluctuations. These commodity price fluctuations can impact both current
year earnings and reserve valuations. To manage this exposure we use forward energy and futures
contracts.
Our Energy Trading business segment has exposure to electricity, natural gas, crude oil, heating
oil and foreign currency price fluctuations. These risks are managed through its energy marketing
and trading operations through the use of forward energy, capacity, storage and futures contracts,
within pre-determined risk parameters.
Our Coal and Gas Midstream business segment has exposure to natural gas and coal price
fluctuations. These coal price risks are managed primarily through its coal transportation and
marketing operations through the use of forward coal and futures contracts. The Gas Midstream
business unit manages its exposure through the sale of long-term storage and transportation
contracts.
Credit Risk
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to numerous
companies operating in the steel, automotive, energy, retail and other industries. Certain of our
customers have filed for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. We
regularly review contingent matters relating to these customers and our purchase and sale contracts
and we record provisions for amounts considered at risk of probable loss. We believe our accrued
amounts are adequate for probable loss. The final resolution of these matters is not expected to
have a material effect on our financial statements.
Other
We engage in business with customers that are non-investment grade. We closely monitor the credit
ratings of these customers and, when deemed necessary, we request collateral or guarantees from
such customers to secure their obligations.
Energy Trading
We are exposed to credit risk through trading activities. Credit risk is the potential loss that
may result if our trading counterparties fail to meet their contractual obligations. We utilize
both external and internally generated credit assessments when determining the credit quality of
our trading counterparties. The following table displays the credit quality of our trading
counterparties as of September 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Exposure |
|
|
|
|
|
|
|
|
|
before Cash |
|
|
Cash |
|
|
|
|
(in Millions) |
|
Collateral |
|
|
Collateral |
|
|
Net Credit Exposure |
|
Investment Grade (1) |
|
|
|
|
|
|
|
|
|
|
|
|
A- and Greater |
|
$ |
456 |
|
|
$ |
(33 |
) |
|
$ |
423 |
|
BBB+ and BBB |
|
|
176 |
|
|
|
|
|
|
|
176 |
|
BBB- |
|
|
47 |
|
|
|
|
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
Total Investment Grade |
|
|
679 |
|
|
|
(33 |
) |
|
|
646 |
|
Non-investment grade (2) |
|
|
49 |
|
|
|
(5 |
) |
|
|
44 |
|
Internally Rated investment grade (3) |
|
|
68 |
|
|
|
(1 |
) |
|
|
67 |
|
Internally Rated non-investment grade (4) |
|
|
11 |
|
|
|
(8 |
) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
807 |
|
|
$ |
(47 |
) |
|
$ |
760 |
|
|
|
|
|
|
|
|
|
|
|
30
|
|
|
(1) |
|
This category includes counterparties with minimum credit ratings of Baa3 assigned by Moodys
Investors Service (Moodys) and BBB- assigned by Standard & Poors Rating Group, a division of
the McGraw-Hill Companies, Inc. (Standard & Poors). The five largest counterparty exposures
combined for this category represented approximately 27 percent of the total gross credit
exposure. |
|
(2) |
|
This category includes counterparties with credit ratings that are below investment grade.
The five largest counterparty exposures combined for this category represented approximately
four percent of the total gross credit exposure. |
|
(3) |
|
This category includes counterparties that have not been rated by Moodys or Standard &
Poors, but are considered investment grade based on DTE Energys evaluation of the
counterpartys creditworthiness. The five largest counterparty exposures combined for this
category represented approximately four percent of the total gross credit exposure. |
|
(4) |
|
This category includes counterparties that have not been rated by Moodys or Standard &
Poors, and are considered non-investment grade based on DTE Energys evaluation of the
counterpartys creditworthiness. The five largest counterparty exposures combined for this
category represented approximately one percent of the gross credit exposure. |
Interest Rate Risk
DTE Energy is subject to interest rate risk in connection with the issuance of debt and preferred
securities. In order to manage interest costs, we may use treasury locks and interest rate swap
agreements. Our exposure to interest rate risk arises primarily from changes in U.S. Treasury
rates, commercial paper rates and London Inter-Bank Offered Rates (LIBOR). As of September 30,
2007, the Company had a floating rate debt to total debt ratio of
approximately 18 percent (excluding securitized debt).
Foreign Currency Risk
DTE Energy has foreign currency exchange risk arising from market price fluctuations associated
with fixed priced contracts. These contracts are denominated in Canadian dollars and are primarily
for the purchase and sale of power as well as for long-term transportation and transmission
capacity. To limit our exposure to foreign currency fluctuations, we have entered into a series of
currency forward contracts through January 2012. Additionally, we may enter into fair value
currency hedges to mitigate changes in the value of contracts or loans.
Summary of Sensitivity Analysis
We performed a sensitivity analysis to calculate the fair values of our commodity contracts,
long-term debt instruments and foreign currency forward contracts. The sensitivity analysis
involved increasing and decreasing forward rates at September 30, 2007 by a hypothetical 10 percent
and calculating the resulting change in the fair values.
The results of the sensitivity analysis calculations follow:
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Assuming a 10% |
|
Assuming a 10% |
|
Change in the |
Activity |
|
increase in rates |
|
decrease in rates |
|
fair value of |
|
|
|
|
|
|
|
|
|
|
Commodity |
Gas Contracts |
|
$ |
(15 |
) |
|
$ |
15 |
|
|
contracts |
|
|
|
|
|
|
|
|
|
|
Commodity |
Power Contracts |
|
$ |
(16 |
) |
|
$ |
16 |
|
|
contracts |
Oil Contracts |
|
$ |
118 |
|
|
$ |
(98 |
) |
|
Commodity options |
Interest Rate Risk |
|
$ |
(296 |
) |
|
$ |
320 |
|
|
Long-term debt |
Foreign Currency Risk |
|
$ |
1 |
|
|
$ |
(1 |
) |
|
Forward contracts |
31
CONTROLS AND PROCEDURES
(a) Evaluation of disclosure controls and procedures
Management of the Company carried out an evaluation, under the supervision and with the
participation of the Companys Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of the Companys disclosure controls and procedures (as
defined in the Securities Exchange Act of 1934 (Exchange Act) Rules 13a-15(e) and 15d-15(e)) as of
September 30, 2007, which is the end of the period covered by this report. Based on this
evaluation, the Companys Chief Executive Officer and Chief Financial Officer have concluded that
such controls and procedures are effective in ensuring that information required to be disclosed by
the Company in reports that it files or submits under the Exchange Act, is recorded, processed,
summarized and reported within the time periods specified in the SECs rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures designed to ensure
that information required to be disclosed by the Company in the reports that it files or submits
under the Exchange Act is accumulated and communicated to the Companys management, including its
Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions
regarding required disclosure. Due to the inherent limitations in the effectiveness of any
disclosure controls and procedures, management cannot provide absolute assurance that the
objectives of its disclosure controls and procedures will be met.
(b) Changes in internal control over financial reporting
In April 2007, we began implementing the second phase of our Enterprise Business Systems (EBS)
project. EBS is an enterprise resource planning system initiative to improve existing processes and
to implement new core information systems, relating to finance, human resources, supply chain and
work management. Changes were made, and will be made, to many aspects of our internal control over
financial reporting to adapt to EBS, and we are taking the necessary precautions to ensure that the
transition to EBS will not have a material negative impact on our internal control over financial
reporting. However, testing of the effectiveness of these controls has not been completed and,
therefore, we can provide no assurance that internal control issues will not arise.
There have been no other changes in the Companys internal control over financial reporting during
the quarter ended September 30, 2007 that have materially affected, or are reasonably likely to
materially affect, the Companys internal control over financial reporting.
32
DTE Energy Company
Consolidated Statements of Operations (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions, Except per Share Amounts) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
2,417 |
|
|
$ |
2,196 |
|
|
$ |
7,101 |
|
|
$ |
6,726 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, purchased power and gas |
|
|
763 |
|
|
|
629 |
|
|
|
2,596 |
|
|
|
2,277 |
|
Operation and maintenance |
|
|
1,081 |
|
|
|
771 |
|
|
|
3,249 |
|
|
|
2,698 |
|
Depreciation, depletion and amortization |
|
|
249 |
|
|
|
355 |
|
|
|
716 |
|
|
|
801 |
|
Taxes other than income |
|
|
71 |
|
|
|
74 |
|
|
|
279 |
|
|
|
249 |
|
Gain on sale of non-utility business (Note 4) |
|
|
|
|
|
|
|
|
|
|
(897 |
) |
|
|
|
|
Other asset (gains) and losses, reserves and
impairments, net |
|
|
(64 |
) |
|
|
(6 |
) |
|
|
(122 |
) |
|
|
116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,100 |
|
|
|
1,823 |
|
|
|
5,821 |
|
|
|
6,141 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
317 |
|
|
|
373 |
|
|
|
1,280 |
|
|
|
585 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (Income) and Deductions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
131 |
|
|
|
123 |
|
|
|
402 |
|
|
|
390 |
|
Interest income |
|
|
(11 |
) |
|
|
(9 |
) |
|
|
(32 |
) |
|
|
(34 |
) |
Other income |
|
|
(27 |
) |
|
|
(17 |
) |
|
|
(51 |
) |
|
|
(41 |
) |
Other expenses |
|
|
17 |
|
|
|
38 |
|
|
|
51 |
|
|
|
58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
110 |
|
|
|
135 |
|
|
|
370 |
|
|
|
373 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes and Minority Interest |
|
|
207 |
|
|
|
238 |
|
|
|
910 |
|
|
|
212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax Provision |
|
|
55 |
|
|
|
59 |
|
|
|
352 |
|
|
|
109 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority Interest |
|
|
(45 |
) |
|
|
(10 |
) |
|
|
(158 |
) |
|
|
(190 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from Continuing Operations |
|
|
197 |
|
|
|
189 |
|
|
|
716 |
|
|
|
293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from Discontinued Operations, net of tax |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative Effect of Accounting Change, net of
tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
197 |
|
|
$ |
188 |
|
|
$ |
716 |
|
|
$ |
291 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings per Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
1.20 |
|
|
$ |
1.07 |
|
|
$ |
4.17 |
|
|
$ |
1.65 |
|
Discontinued operations |
|
|
|
|
|
|
(.01 |
) |
|
|
|
|
|
|
(.02 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1.20 |
|
|
$ |
1.06 |
|
|
$ |
4.17 |
|
|
$ |
1.64 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
1.19 |
|
|
$ |
1.07 |
|
|
$ |
4.15 |
|
|
$ |
1.65 |
|
Discontinued operations |
|
|
|
|
|
|
(.01 |
) |
|
|
|
|
|
|
(.02 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1.19 |
|
|
$ |
1.06 |
|
|
$ |
4.15 |
|
|
$ |
1.64 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Common Shares Outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
165 |
|
|
|
177 |
|
|
|
172 |
|
|
|
177 |
|
Diluted |
|
|
166 |
|
|
|
178 |
|
|
|
173 |
|
|
|
178 |
|
Dividends Declared per Common Share |
|
$ |
.53 |
|
|
$ |
.515 |
|
|
$ |
1.59 |
|
|
$ |
1.545 |
|
See Notes to Consolidated Financial Statements (Unaudited)
33
DTE Energy Company
Consolidated Statements of Financial Position (unaudited)
|
|
|
|
|
|
|
|
|
|
|
September 30 |
|
|
December 31 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
156 |
|
|
$ |
147 |
|
Restricted cash |
|
|
93 |
|
|
|
146 |
|
Accounts receivable (less allowance for doubtful
accounts of $180 and $170, respectively) |
|
|
|
|
|
|
|
|
Customer |
|
|
1,192 |
|
|
|
1,427 |
|
Collateral held by others |
|
|
73 |
|
|
|
68 |
|
Other |
|
|
292 |
|
|
|
442 |
|
Accrued power and gas supply cost recovery revenue |
|
|
116 |
|
|
|
117 |
|
Inventories |
|
|
|
|
|
|
|
|
Fuel and gas |
|
|
570 |
|
|
|
562 |
|
Materials and supplies |
|
|
186 |
|
|
|
153 |
|
Deferred income taxes |
|
|
366 |
|
|
|
245 |
|
Assets from risk management and trading activities |
|
|
372 |
|
|
|
461 |
|
Other |
|
|
239 |
|
|
|
193 |
|
Current assets held for sale |
|
|
74 |
|
|
|
-- |
|
|
|
|
|
|
|
|
|
|
|
3,729 |
|
|
|
3,961 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
|
|
|
|
|
|
Nuclear decommissioning trust funds |
|
|
826 |
|
|
|
740 |
|
Other |
|
|
453 |
|
|
|
505 |
|
|
|
|
|
|
|
|
|
|
|
1,279 |
|
|
|
1,245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
Property, plant and equipment |
|
|
18,834 |
|
|
|
19,224 |
|
Less accumulated depreciation and depletion |
|
|
(7,496 |
) |
|
|
(7,773 |
) |
|
|
|
|
|
|
|
|
|
|
11,338 |
|
|
|
11,451 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Assets |
|
|
|
|
|
|
|
|
Goodwill |
|
|
2,042 |
|
|
|
2,057 |
|
Regulatory assets |
|
|
3,389 |
|
|
|
3,226 |
|
Securitized regulatory assets |
|
|
1,154 |
|
|
|
1,235 |
|
Intangible assets |
|
|
28 |
|
|
|
72 |
|
Notes receivable |
|
|
107 |
|
|
|
164 |
|
Assets from risk management and trading activities |
|
|
156 |
|
|
|
164 |
|
Prepaid pension assets |
|
|
77 |
|
|
|
71 |
|
Other |
|
|
116 |
|
|
|
139 |
|
Noncurrent assets held for sale |
|
|
411 |
|
|
|
-- |
|
|
|
|
|
|
|
|
|
|
|
7,480 |
|
|
|
7,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
23,826 |
|
|
$ |
23,785 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
34
DTE Energy Company
Consolidated Statements of Financial Position (unaudited)
|
|
|
|
|
|
|
|
|
|
|
September |
|
|
December |
|
(in Millions, Except Shares) |
|
30 |
|
|
31 |
|
|
|
2007 |
|
|
2006 |
|
LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
952 |
|
|
$ |
1,145 |
|
Accrued interest |
|
|
126 |
|
|
|
115 |
|
Dividends payable |
|
|
87 |
|
|
|
94 |
|
Short-term borrowings |
|
|
1,069 |
|
|
|
1,131 |
|
Current portion of long-term debt, including capital leases |
|
|
466 |
|
|
|
354 |
|
Liabilities from risk management and trading activities |
|
|
267 |
|
|
|
437 |
|
Deferred gains and reserves |
|
|
347 |
|
|
|
208 |
|
Other |
|
|
602 |
|
|
|
680 |
|
Current liabilities associated with assets held for sale |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,965 |
|
|
|
4,164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-Term Debt (net of current portion) |
|
|
|
|
|
|
|
|
Mortgage bonds, notes and other |
|
|
5,563 |
|
|
|
5,918 |
|
Securitization bonds |
|
|
1,065 |
|
|
|
1,185 |
|
Trust preferred-linked securities |
|
|
289 |
|
|
|
289 |
|
Capital lease obligations |
|
|
44 |
|
|
|
82 |
|
|
|
|
|
|
|
|
|
|
|
6,961 |
|
|
|
7,474 |
|
|
|
|
|
|
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Deferred income taxes |
|
|
1,739 |
|
|
|
1,465 |
|
Regulatory liabilities |
|
|
1,185 |
|
|
|
765 |
|
Asset retirement obligations |
|
|
1,225 |
|
|
|
1,221 |
|
Unamortized investment tax credit |
|
|
111 |
|
|
|
120 |
|
Liabilities from risk management and trading activities |
|
|
414 |
|
|
|
259 |
|
Liabilities from transportation and storage contracts |
|
|
131 |
|
|
|
157 |
|
Accrued pension liability |
|
|
397 |
|
|
|
388 |
|
Accrued postretirement liability |
|
|
1,424 |
|
|
|
1,414 |
|
Deferred gains |
|
|
15 |
|
|
|
36 |
|
Nuclear decommissioning |
|
|
129 |
|
|
|
119 |
|
Other |
|
|
324 |
|
|
|
312 |
|
Noncurrent liabilities associated with assets held for sale |
|
|
71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,165 |
|
|
|
6,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies (Notes 2, 6 and 9) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority Interest |
|
|
38 |
|
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity |
|
|
|
|
|
|
|
|
Common stock, without par value, 400,000,000 shares authorized,
163,713,691 and 177,138,060 shares issued and outstanding,
respectively |
|
|
3,181 |
|
|
|
3,467 |
|
Retained earnings (less FIN 48 cumulative effect adjustment of $5 in 2007) |
|
|
2,634 |
|
|
|
2,593 |
|
Accumulated other comprehensive loss |
|
|
(118 |
) |
|
|
(211 |
) |
|
|
|
|
|
|
|
|
|
|
5,697 |
|
|
|
5,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders Equity |
|
$ |
23,826 |
|
|
$ |
23,785 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
35
DTE Energy Company
Consolidated Statements of Cash Flows (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Operating Activities |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
716 |
|
|
$ |
291 |
|
Adjustments to reconcile net income to net cash from operating activities: |
|
|
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
|
716 |
|
|
|
801 |
|
Deferred income taxes |
|
|
90 |
|
|
|
24 |
|
Gain on sale of interests in synfuel projects |
|
|
(144 |
) |
|
|
(72 |
) |
Gain on sale of non-utility business |
|
|
(897 |
) |
|
|
|
|
Other asset (gains), losses and reserves, net |
|
|
14 |
|
|
|
(1 |
) |
Impairment of synfuel projects |
|
|
|
|
|
|
124 |
|
Partners share of synfuel project losses |
|
|
(161 |
) |
|
|
(191 |
) |
Contributions from synfuel partners |
|
|
177 |
|
|
|
155 |
|
Cumulative effect of accounting change |
|
|
|
|
|
|
(1 |
) |
Changes in assets and liabilities, exclusive of changes shown separately |
|
|
281 |
|
|
|
53 |
|
|
|
|
|
|
|
|
Net cash from operating activities |
|
|
792 |
|
|
|
1,183 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(750 |
) |
|
|
(830 |
) |
Plant and equipment expenditures non-utility |
|
|
(206 |
) |
|
|
(214 |
) |
Acquisitions, net of cash acquired |
|
|
|
|
|
|
(27 |
) |
Proceeds from sale of interests in synfuel projects |
|
|
329 |
|
|
|
203 |
|
Refunds to synfuel partners |
|
|
(81 |
) |
|
|
|
|
Proceeds from sale of non-utility business |
|
|
1,258 |
|
|
|
|
|
Proceeds from sale of other assets, net |
|
|
39 |
|
|
|
44 |
|
Restricted cash for debt redemptions |
|
|
52 |
|
|
|
29 |
|
Proceeds from sale of nuclear decommissioning trust fund assets |
|
|
227 |
|
|
|
136 |
|
Investment in nuclear decommissioning trust funds |
|
|
(254 |
) |
|
|
(163 |
) |
Other investments |
|
|
(22 |
) |
|
|
(18 |
) |
|
|
|
|
|
|
|
Net cash from (used for) investing activities |
|
|
592 |
|
|
|
(840 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
Issuance of long-term debt |
|
|
|
|
|
|
545 |
|
Redemption of long-term debt |
|
|
(340 |
) |
|
|
(672 |
) |
Short-term borrowings, net |
|
|
(62 |
) |
|
|
44 |
|
Issuance of common stock |
|
|
|
|
|
|
9 |
|
Repurchase of common stock |
|
|
(686 |
) |
|
|
(10 |
) |
Dividends on common stock |
|
|
(278 |
) |
|
|
(274 |
) |
Other |
|
|
(2 |
) |
|
|
(8 |
) |
|
|
|
|
|
|
|
Net cash used for financing activities |
|
|
(1,368 |
) |
|
|
(366 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
|
16 |
|
|
|
(23 |
) |
Cash and Cash Equivalents Reclassified to Assets Held for Sale |
|
|
(7 |
) |
|
|
|
|
Cash and Cash Equivalents at Beginning of the Period |
|
|
147 |
|
|
|
88 |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents at End of the Period |
|
$ |
156 |
|
|
$ |
65 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
36
DTE Energy Company
Consolidated Statements of Changes in Shareholders Equity
and Comprehensive Income (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Common Stock |
|
|
Retained |
|
|
Comprehensive |
|
|
|
|
(Dollars in Millions, Shares in Thousands) |
|
Shares |
|
|
Amount |
|
|
Earnings |
|
|
Loss |
|
|
Total |
|
Balance, December 31, 2006 |
|
|
177,138 |
|
|
$ |
3,467 |
|
|
$ |
2,593 |
|
|
$ |
(211 |
) |
|
$ |
5,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
716 |
|
|
|
|
|
|
|
716 |
|
Implementation of FIN 48 |
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
(5 |
) |
Pension and postretirement
obligations, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
3 |
|
Dividends declared on common stock |
|
|
|
|
|
|
|
|
|
|
(272 |
) |
|
|
|
|
|
|
(272 |
) |
Repurchase and retirement of common stock |
|
|
(14,235 |
) |
|
|
(288 |
) |
|
|
(398 |
) |
|
|
|
|
|
|
(686 |
) |
Net change in unrealized gains on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
91 |
|
|
|
91 |
|
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(1 |
) |
Stock-based compensation |
|
|
811 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, September 30, 2007 |
|
|
163,714 |
|
|
$ |
3,181 |
|
|
$ |
2,634 |
|
|
$ |
(118 |
) |
|
$ |
5,697 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table displays comprehensive income for the nine-month periods ended September 30:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Net income |
|
$ |
716 |
|
|
$ |
291 |
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
|
Pension and postretirement obligations, net of taxes of $2 and $ , respectively |
|
|
3 |
|
|
|
|
|
Net unrealized gains (losses) on derivatives: |
|
|
|
|
|
|
|
|
Gains (losses) arising during the period, net of taxes of $(76) and $79, respectively |
|
|
(141 |
) |
|
|
146 |
|
Amounts reclassified to income, net of taxes of $125 and $(32), respectively |
|
|
232 |
|
|
|
(59 |
) |
|
|
|
|
|
|
|
|
|
|
91 |
|
|
|
87 |
|
Net unrealized gains (losses) on investments: |
|
|
|
|
|
|
|
|
Losses arising during the period, net of taxes of $(2) and $(3), respectively |
|
|
(3 |
) |
|
|
(6 |
) |
Amounts reclassified from income, net of taxes of $1 and $, respectively |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(6 |
) |
|
|
|
|
|
|
|
Comprehensive income |
|
$ |
809 |
|
|
$ |
372 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
37
DTE Energy Company
Notes to Consolidated Financial Statements (Unaudited)
NOTE 1 GENERAL
These Consolidated Financial Statements should be read in conjunction with the Notes to
Consolidated Financial Statements included in the 2006 Annual Report on Form 10-K.
The accompanying Consolidated Financial Statements are prepared using accounting principles
generally accepted in the United States of America. These accounting principles require us to use
estimates and assumptions that impact reported amounts of assets, liabilities, revenues and
expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from
our estimates.
The Consolidated Financial Statements are unaudited, but in our opinion include all adjustments
necessary for a fair presentation of such financial statements. All adjustments are of a normal
recurring nature, except as otherwise disclosed in these Consolidated Financial Statements and
Notes to Consolidated Financial Statements. Financial results for this interim period are not
necessarily indicative of results that may be expected for any other interim period or for the
fiscal year ending December 31, 2007.
References in this report to we, us, our, Company or DTE are to DTE Energy and its
subsidiaries, collectively.
Asset Retirement Obligations
We have a legal retirement obligation for the decommissioning costs of our Fermi 1 and Fermi 2
nuclear plants. To a lesser extent, we have legal retirement obligations for the synthetic fuel
operations, gas production facilities, gas gathering facilities and various other operations. We
have conditional retirement obligations for gas pipeline retirement costs and disposal of asbestos
at certain of our power plants. To a lesser extent, we have conditional retirement obligations at
certain service centers, compressor and gate stations, and disposal costs for PCB contained within
transformers and circuit breakers. We recognize such obligations as liabilities at fair market
value at the time the associated assets are placed in service. Fair value is measured using
expected future cash outflows discounted at our credit-adjusted risk-free rate.
For our regulated operations, timing differences arise in the expense recognition of legal asset
retirement costs that we are currently recovering in rates. We defer such differences under SFAS
No. 71, Accounting for the Effects of Certain Types of Regulation.
A reconciliation of the asset retirement obligations for the 2007 nine-month period follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
Asset retirement obligations at January 1, 2007 |
|
$ |
1,221 |
|
Accretion |
|
|
59 |
|
Liabilities incurred |
|
|
1 |
|
Liabilities settled |
|
|
(20 |
) |
Assets held
for sale |
|
|
(13 |
) |
Revision in estimated cash flows |
|
|
3 |
|
|
|
|
|
Asset retirement obligations at September 30, 2007 |
|
|
1,251 |
|
Less amount included in current liabilities |
|
|
(26 |
) |
|
|
|
|
|
|
$ |
1,225 |
|
|
|
|
|
A significant portion of the asset retirement obligations represents nuclear decommissioning
liabilities which are funded through a surcharge to electric customers over the life of the Fermi 2
nuclear plant.
Goodwill
Goodwill decreased $15 million during the nine months ended September 30, 2007 primarily as a
result of the goodwill associated with the Antrim shale gas exploration and production gas business
which was sold in June 2007.
38
Intangible Assets
We have certain intangible assets relating to non-utility contracts and emission allowances. The
gross carrying amount and accumulated amortization of intangible assets at September 30, 2007 was
$34 million and $6 million, respectively. As of December 31, 2006, the gross carrying amount and
accumulated amortization of intangible assets was $80 million and $8 million, respectively.
Amortization expense amounted to $1 million and $4 million for the nine months ended September 30,
2007 and 2006, respectively. Amortization expense of intangible assets is estimated to be $4
million annually for 2007 through 2011.
Retirement Benefits and Trusteed Assets
The components of net periodic benefit costs for qualified and non-qualified pension benefits and
other postretirement benefits follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Pension Benefits |
|
|
Other Postretirement Benefits |
|
Three Months Ended September 30 |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Service cost |
|
$ |
16 |
|
|
$ |
16 |
|
|
$ |
17 |
|
|
$ |
13 |
|
Interest cost |
|
|
46 |
|
|
|
44 |
|
|
|
28 |
|
|
|
30 |
|
Expected return on plan assets |
|
|
(59 |
) |
|
|
(56 |
) |
|
|
(17 |
) |
|
|
(17 |
) |
Amortization of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
16 |
|
|
|
15 |
|
|
|
18 |
|
|
|
19 |
|
Prior service cost (credit) |
|
|
2 |
|
|
|
2 |
|
|
|
(1 |
) |
|
|
(1 |
) |
Transition liability |
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
2 |
|
Special termination benefits |
|
|
3 |
|
|
|
19 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
24 |
|
|
$ |
40 |
|
|
$ |
48 |
|
|
$ |
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30 |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Service cost |
|
$ |
47 |
|
|
$ |
48 |
|
|
$ |
47 |
|
|
$ |
44 |
|
Interest cost |
|
|
134 |
|
|
|
132 |
|
|
|
89 |
|
|
|
87 |
|
Expected return on plan assets |
|
|
(179 |
) |
|
|
(167 |
) |
|
|
(50 |
) |
|
|
(46 |
) |
Amortization of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
44 |
|
|
|
45 |
|
|
|
51 |
|
|
|
54 |
|
Prior service cost (credit) |
|
|
4 |
|
|
|
6 |
|
|
|
(2 |
) |
|
|
(2 |
) |
Transition liability |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
5 |
|
Special termination benefits |
|
|
8 |
|
|
|
34 |
|
|
|
2 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
58 |
|
|
$ |
98 |
|
|
$ |
142 |
|
|
$ |
146 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Special termination benefits in the above tables represent costs associated with our Performance
Excellence Process.
39
Income Taxes
Uncertain Tax Positions
We adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes
an interpretation of FASB Statement No. 109 (FIN 48) on January 1, 2007. This interpretation
prescribes a recognition threshold and a measurement attribute for the financial statement
reporting of tax positions taken or expected to be taken on a tax return. As a result of the
implementation of FIN 48, we recognized a $5 million increase in liabilities which was accounted
for as a reduction to the January 1, 2007 balance of retained earnings. The total amount of
unrecognized tax benefits amounted to $41 million and $30 million at January 1, 2007 and September
30, 2007, respectively. The decline in unrecognized tax benefits during the nine months ended
September 30, 2007 was primarily attributable to settlements with the Internal Revenue Service
(IRS) for the 2002 and 2003 tax years. Unrecognized tax benefits totaling $25 million at January
1, 2007 and $15 million at September 30, 2007, if recognized, would favorably impact our effective
tax rate. During the next twelve months, statutes of limitations will
expire for our tax returns in various states. We do not anticipate
any significant changes to our unrecognized tax benefits for these
events.
We recognize interest and penalties pertaining to income taxes in Interest expense and Other
expenses, respectively, on our Consolidated Statements of Operations. Accrued interest pertaining
to income taxes totaled $8 million and $7 million at January 1, 2007 and September 30, 2007, respectively. We had no accrued penalties
pertaining to income taxes. We recognized an interest expense reduction of $0.5 million related to
income taxes during the three months ended September 30, 2007. We recognized interest expense
related to income taxes of $0.7 million during the nine months ended September 30, 2007, compared
to $0.9 million and $1.5 million during the three and nine months ended September 30, 2006,
respectively.
Our U.S. federal income tax returns for years 2004 and subsequent years remain subject to
examination by the IRS. We also file tax returns in numerous state jurisdictions with varying
statutes of limitation.
Michigan Business Tax
On July 12, 2007, the Michigan Business Tax (MBT) was enacted by the State of Michigan to replace
the Michigan Single Business Tax (MSBT) effective January 1, 2008.
The MBT is comprised of the following:
|
|
|
An apportioned modified gross receipts tax of 0.8 percent; and |
|
|
|
|
An apportioned business income tax of 4.95 percent. |
The MBT provides credits for Michigan business investment, compensation, and research and
development. The MBT will be accounted for as an income tax.
Effective with the enactment of the MBT in the third quarter of 2007, a state deferred tax
liability of $241 million was recognized by the Company for cumulative differences between book and
tax assets and liabilities for the consolidated group. Effective September 30, 2007, legislation
was adopted by the State of Michigan creating a deduction for businesses that realize an increase
in their deferred tax liability due to the enactment of the MBT. Therefore, a deferred tax asset
of $241 million was established related to the future deduction. The deduction will be claimed
during the period of 2015 through 2029. The recognition of the enactment of the MBT did not have
an impact on our income tax provision for the three and nine months ended September 30, 2007.
Of the $241 million of deferred tax liabilities and assets recognized for the consolidated group,
$341 million related to our regulated entities with the remainder related to our non-regulated
entities. The $341 million of deferred tax liabilities and assets recognized by our regulated
utilities were offset by corresponding regulatory assets and liabilities in accordance with SFAS
No. 71, Accounting for the Effects of Certain Types of Regulation, as the impacts of the deferred
tax liabilities and assets recognized upon enactment and amendment of the MBT will be reflected in
our rates.
40
Stock-Based Compensation
DTE Energy has long-term stock incentive plans that permit the granting of incentive stock options,
non-qualifying stock options, stock awards, performance shares and performance units. Participants
in the plan include our employees and members of our Board of Directors.
Stock-based compensation expense and associated tax benefits follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
|
September 30 |
|
September 30 |
(in Millions) |
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Stock-based compensation expense |
|
$ |
8 |
|
|
$ |
4 |
|
|
$ |
27 |
|
|
$ |
17 |
|
Tax benefit of compensation expense |
|
$ |
2 |
|
|
$ |
2 |
|
|
$ |
9 |
|
|
$ |
6 |
|
Compensation cost capitalized in property, plant and equipment was $1.5 million and $2 million
during the nine months ended September 30, 2007 and 2006, respectively.
Effective January 1, 2006, we adopted SFAS No. 123(R), Share-Based Payment, using the modified
prospective transition method. The cumulative effect of the adoption of SFAS 123(R) was an increase
in net income of $1 million for the nine months ended September 30, 2006 as a result of estimating
forfeitures for previously granted stock awards and performance shares.
Stock Options
The following table summarizes our stock option activity for the nine months ended September 30,
2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
Number of |
|
|
Average |
|
|
|
Options |
|
|
Exercise Price |
|
Outstanding at December 31, 2006 |
|
|
5,667,197 |
|
|
$ |
41.60 |
|
Granted |
|
|
419,400 |
|
|
$ |
47.57 |
|
Exercised |
|
|
(1,542,899 |
) |
|
$ |
41.36 |
|
Forfeited, Expired or Canceled |
|
|
(34,093 |
) |
|
$ |
43.37 |
|
|
|
|
|
|
|
|
|
Outstanding at September 30, 2007 |
|
|
4,509,605 |
|
|
$ |
42.22 |
|
|
|
|
|
|
|
|
|
Exercisable at September 30, 2007 |
|
|
3,417,614 |
|
|
$ |
41.22 |
|
|
|
|
|
|
|
|
|
As of September 30, 2007, the weighted average remaining contractual life for the exercisable
shares is 5.12 years. During the first nine months of 2007, 874,650 options vested. As of September
30, 2007, 1,091,991 options were non-vested. Generally, our stock options vest over a three year
period.
We determine the fair value of options at the date of grant using a Black-Scholes based option
pricing model and the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
Nine Months |
|
Nine Months |
|
|
Ended |
|
Ended |
|
|
September |
|
September |
|
|
30, |
|
30, |
|
|
2007 |
|
2006 |
Risk-free interest rate
|
|
|
4.71 |
% |
|
|
4.87 |
% |
Dividend yield
|
|
|
4.38 |
% |
|
|
4.99 |
% |
Expected volatility
|
|
|
17.99 |
% |
|
|
19.25 |
% |
Expected life
|
|
6 years
|
|
6 years
|
41
Stock Awards
The following table summarizes our stock awards activity for the nine months ended September 30,
2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average |
|
|
|
|
|
|
|
Grant Date |
|
|
|
Restricted Stock |
|
|
Fair Value |
|
Balance at December 31, 2006 |
|
|
666,136 |
|
|
$ |
43.20 |
|
Grants |
|
|
612,550 |
|
|
$ |
49.48 |
|
Forfeitures |
|
|
(35,202 |
) |
|
$ |
44.66 |
|
Vested |
|
|
(221,362 |
) |
|
$ |
41.28 |
|
|
|
|
|
|
|
|
|
Balance at September 30, 2007 |
|
|
1,022,122 |
|
|
$ |
47.34 |
|
|
|
|
|
|
|
|
|
Performance Share Awards
The following table summarizes our performance share activity for the nine months ended September
30, 2007:
|
|
|
|
|
|
|
Performance Shares |
|
Balance at December 31, 2006 |
|
|
1,035,696 |
|
Grants |
|
|
489,765 |
|
Forfeitures |
|
|
(64,853 |
) |
Payouts |
|
|
(267,265 |
) |
|
|
|
|
Balance at September 30, 2007 |
|
|
1,193,343 |
|
|
|
|
|
Unearned Compensation Cost
As of September 30, 2007, there was $51 million of total unrecognized compensation cost related to
non-vested stock incentive plan arrangements. That cost is expected to be recognized over a
weighted-average period of 1.36 years.
Consolidated Statements of Cash Flows
A detailed analysis of the changes in assets and liabilities that are reported in the Consolidated
Statements of Cash Flows follows:
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Changes in Assets and Liabilities, Exclusive of Changes Shown Separately |
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
$ |
383 |
|
|
$ |
546 |
|
Accrued GCR revenue |
|
|
(37 |
) |
|
|
149 |
|
Inventories |
|
|
(45 |
) |
|
|
(143 |
) |
Accrued/Prepaid pensions |
|
|
3 |
|
|
|
94 |
|
Accounts payable |
|
|
(176 |
) |
|
|
(260 |
) |
Accrued PSCR refund |
|
|
2 |
|
|
|
(162 |
) |
Income taxes payable |
|
|
(112 |
) |
|
|
29 |
|
Risk management and trading activities |
|
|
127 |
|
|
|
(266 |
) |
Postretirement obligation |
|
|
10 |
|
|
|
16 |
|
Other assets |
|
|
(353 |
) |
|
|
(143 |
) |
Other liabilities |
|
|
479 |
|
|
|
193 |
|
|
|
|
|
|
|
|
|
|
$ |
281 |
|
|
$ |
53 |
|
|
|
|
|
|
|
|
Supplementary cash and non-cash information follows:
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
September 30 |
(in Millions) |
|
2007 |
|
2006 |
Cash Paid for |
|
|
|
|
|
|
|
|
Interest paid (excluding interest capitalized) |
|
$ |
392 |
|
|
$ |
376 |
|
Income taxes paid, net of refunds |
|
$ |
314 |
|
|
$ |
53 |
|
42
In conjunction with maintaining certain traded risk management positions, we may be required to
post cash
collateral with our clearing agent; therefore, we entered into a demand financing agreement for up
to $150 million in lieu of posting additional cash collateral (a non-cash transaction). The amounts
outstanding under this facility were $47 million and $23 million at September 30, 2007 and December
31, 2006, respectively.
Other asset (gains) and losses, reserves and impairments, net
The following items are included in the Other asset (gains) and losses, reserves and impairments,
net line in the Consolidated Statements of Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Synfuels: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Gains) recognized for fixed payments |
|
$ |
(38 |
) |
|
$ |
|
|
|
$ |
(96 |
) |
|
$ |
(30 |
) |
(Gains) losses recognized for variable payments |
|
|
2 |
|
|
|
|
|
|
|
(30 |
) |
|
|
(9 |
) |
Reserves (reversed) recorded for contractual
partners obligations |
|
|
42 |
|
|
|
(76 |
) |
|
|
32 |
|
|
|
49 |
|
Other reserves and impairments |
|
|
(9 |
) |
|
|
2 |
|
|
|
(6 |
) |
|
|
125 |
|
Hedge (gains) losses (mark-to-market) |
|
|
(64 |
) |
|
|
24 |
|
|
|
(44 |
) |
|
|
(83 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Synfuels, net |
|
|
(67 |
) |
|
|
(50 |
) |
|
|
(144 |
) |
|
|
52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-utility: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Waste coal recovery |
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
20 |
|
Landfill gas recovery |
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
3 |
|
Power generation |
|
|
(1 |
) |
|
|
41 |
|
|
|
(1 |
) |
|
|
41 |
|
Barnett shale |
|
|
|
|
|
|
1 |
|
|
|
9 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric utility |
|
|
6 |
|
|
|
(1 |
) |
|
|
12 |
|
|
|
(1 |
) |
Gas utility |
|
|
(1 |
) |
|
|
(3 |
) |
|
|
2 |
|
|
|
|
|
Other |
|
|
(1 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(64 |
) |
|
$ |
(6 |
) |
|
$ |
(122 |
) |
|
$ |
116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 2 SYNFUEL OPERATIONS
Synthetic Fuel Operations
We are the operator of nine synthetic fuel production facilities throughout the United States.
Synfuel facilities chemically change coal, including waste and marginal coal, into a synthetic fuel
as determined under applicable Internal Revenue Service rules. Production tax credits are provided
for the production and sale of solid synthetic fuels produced from coal and are available through
December 31, 2007. To qualify for the production tax credits, the synthetic fuel must meet three
primary conditions: (1) there must be a significant chemical change in the coal feedstock, (2) the
product must be sold to an unaffiliated entity, and (3) the production facility must have been
placed in service before July 1, 1998. Through September 30, 2007, we have generated and recorded
approximately $606 million in production tax credits.
To reduce U.S. dependence on imported oil, the Internal Revenue Code provides production tax
credits as an incentive for taxpayers to produce fuels from alternative sources. This incentive is
not deemed necessary if the price of oil increases and provides significant market incentives for
the production of these fuels. As such, the tax credit in a given year is reduced if the Reference
Price of oil within that year exceeds a threshold price. The Reference Price of a barrel of oil is
an estimate of the annual average wellhead price per barrel for domestic crude oil. We project the
yearly average wellhead price per barrel of oil for the year to be approximately $6 lower than the
New York Mercantile Exchange (NYMEX) price for light, sweet crude oil. The threshold price at which
the credit begins to be reduced was set in 1980 and is adjusted annually for inflation. For 2007,
we estimate the threshold price at which the tax credit would begin to be reduced is $56 per barrel
and would be completely phased out if the Reference Price reached $71 per barrel. As of September
30, 2007, the 2007 estimated NYMEX daily closing price of a barrel of oil was approximately $70 for 2007,
equating to an estimated Reference Price of $64, which we estimate to be approximately 52 percent
through the phase-out range. The 2007 estimated NYMEX daily closing price of a
barrel of oil as of November 5, 2007 averaged approximately $72, which is approximately equal to a Reference Price of
$66
per barrel, which we estimate to be approximately 70 percent through the phase-out range. The
actual tax credit phase-out for 2007 will not be certain until the Reference Price is published by
the IRS in April 2008.
43
Gains (Losses) from Sale of Interests in Synthetic Fuel Facilities
Through September 2007, we have sold interests in all of the synthetic fuel production plants,
representing approximately 91 percent of our total production capacity. Proceeds from the sales are
contingent upon production levels, the production qualifying for production tax credits, and the
value of such credits. Production tax credits are subject to phase-out if domestic oil prices reach
certain levels. We recognize gains from the sale of interests in the synfuel facilities as synfuel
is produced and sold, and when there is persuasive evidence that the sales proceeds have become
fixed or determinable and collectibility is reasonably assured. Until the gain recognition criteria
are met, gains from selling interests in synfuel facilities are deferred.
The gain from the sale of synfuel facilities is comprised of fixed and variable components. The
fixed component represents note payments, is not generally subject to refund, and is recognized as
a gain when earned and collectibility is assured. The variable component is based on an estimate of
tax credits allocated to our partners and is subject to refund based on the annual oil price
phase-out. The variable component is recognized as a gain only when the probability of refund is
considered remote and collectibility is assured. During the three months ended September 30, 2007,
fixed gains recognized totaled $38 million, while no such gains were recognized during the third
quarter of 2006. During the nine months ended September 30, 2007 and 2006, fixed gains recognized
totaled $96 million and $30 million, respectively. We recognized a loss of $2 million associated
with variable payments during the third quarter of 2007. We recognized no variable gains during the
third quarter of 2006. During the nine months ended September 30, 2007 and 2006, variable gains
recognized totaled $30 million and $9 million, respectively. Synfuel results recognized were
impacted by adjustments to prior year gains and reserves to reflect issuance of the final Reference
Prices by the IRS.
Contractual Partners Obligations
Our partners reimburse us (through the project entity) for the operating losses of the synfuel
facilities. The reimbursements are referred to as capital contributions. In the event that the
production tax credit is phased out, we are contractually obligated to refund an amount equal to
all or a portion of the operating losses funded by our partners. To assess the probability and
estimate the amount of refund, we use valuation and analysis models that calculate the probability
of the Reference Price of oil for the year being within or exceeding the phase-out range. We
refunded $81 million to our partners in the first nine months of 2007. Reserves established for an
expected 2007 tax credit phase out, net of adjustments primarily resulting from the issuance of the
final 2006 Reference Price by the IRS, had the effect of increasing the reserve balance by $42
million and $32 million in the three and nine months ended September 30, 2007. We recorded reserves
for contractual partners obligations of $125 million through the second quarter of 2006. During
the third quarter of 2006, we reversed $76 million of reserves due to the resumption of synfuel
production.
Derivative Instruments Commodity Price Risk
To manage our exposure to the risk of an increase in oil prices that could substantially reduce or
eliminate synfuel sales proceeds, we entered into a series of derivative contracts covering a
specified number of barrels of oil. The derivative contracts involve purchased and written call
options that provide for net cash settlement at expiration based on the full years average NYMEX
trading prices for light, sweet crude oil in relation to the strike prices of each option. These
contracts are based on various terms to take advantage of favorable oil price movements. The
agreements do not qualify for hedge accounting, therefore, the changes in the fair value of the
options are recorded currently in earnings. The fair value changes were a pre-tax gain of $64
million in the third quarter of 2007 compared to a pre-tax loss of $24 million during the third
quarter of 2006, while such changes were a pre-tax gain of $44 million in the first nine months of
2007 compared to a pre-tax gain of $83 million during the first nine months of 2006. The fair value
changes are recorded as adjustments to the gain from selling interests in synfuel facilities and
are included in the Other asset (gains) and losses, reserves and impairments, net line item in the
Consolidated Statements of Operations.
44
Impairments and Reserves
During the second quarter of 2006, we determined that certain assets related to our synfuel
operations were impaired. The decision to record an impairment was based on the level and
volatility of oil prices and the ability of the synfuel operations to generate production tax
credits. During the second quarter of 2006, we recorded a pre-tax loss of $123 million within the
Other asset (gains) and losses, reserves and impairments, net, line item in the Consolidated
Statements of Operations. The loss primarily consists of two components: $77 million for synfuel
related fixed asset impairment and inventory write-down and $42 million for a reserve for notes
receivable related to the sale of interests in synfuel facilities. During the third quarter of
2006, we recorded an additional reserve for notes receivable of $2 million. We based the impairment
decision on an analysis of the undiscounted cash flows from the use and eventual disposition of the
assets and determined that the carrying amount of the assets exceeded their expected fair value.
The income impact of the fixed asset impairment and inventory write-down was partially offset by
$70 million, representing our partners share of the asset write-down, included in the Minority
Interest line in the Consolidated Statements of Operations.
Guarantees
We have provided certain guarantees and indemnities in conjunction with the sales of interests in
our synfuel facilities. The guarantees cover potential commercial, environmental, oil price and
tax-related obligations and will survive until 90 days after expiration of all applicable statute
of limitations. We estimate that our maximum potential liability under these guarantees at
September 30, 2007 is $2.9 billion. At September 30, 2007, we have reserved $340 million of our
maximum potential liability primarily representing the possible refund of certain payments made by
our synfuel partners.
NOTE 3 NEW ACCOUNTING PRONOUNCEMENTS
Fair Value Accounting
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS 157 defines fair
value, establishes a framework for measuring fair value in generally accepted accounting
principles, and expands disclosures about fair value measurements. It emphasizes that fair value is
a market-based measurement, not an entity-specific measurement. Fair value measurement should be
determined based on the assumptions that market participants would use in pricing an asset or
liability. SFAS 157 is effective for fiscal years beginning after November 15, 2007, and interim
periods within those fiscal years. We are currently assessing the effects of this statement, and
have not yet determined its impact on our consolidated financial statements.
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities Including an Amendment of FASB Statement No. 115. This standard permits an
entity to choose to measure many financial instruments and certain other items at fair value. The
fair value option established by SFAS 159 permits all entities to choose to measure eligible items
at fair value at specified election dates. An entity will report in earnings unrealized gains and
losses on items, for which the fair value option has been elected, at each subsequent reporting
date. The fair value option: (a) may be applied instrument by instrument, with a few exceptions,
such as investments otherwise accounted for by the equity method; (b) is irrevocable (unless a new
election date occurs); and (c) is applied only to entire instruments and not to portions of
instruments. SFAS 159 is effective as of the beginning of an entitys first fiscal year that begins
after November 15, 2007. We are currently assessing the effects of this statement, and have not yet
determined its impact on our consolidated financial statements.
Accounting for Defined Benefit Pension and Other Postretirement Plans
In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit Pension
and Other Postretirement Plans an Amendment of FASB Statements No. 87, 88, 106, and 132(R). SFAS
158 requires companies to (1) recognize the overfunded or underfunded status of defined benefit
pension and defined benefit other postretirement plans in its financial statements, (2) recognize
as a component of other comprehensive income, net of tax, the actuarial gains or losses and the
prior service costs or credits that arise during the period but are not immediately recognized as
components of net periodic benefit cost, (3) recognize adjustments to other
45
comprehensive income when the actuarial gains or losses, prior service costs or credits, and
transition assets or obligations are recognized as components of net periodic benefit cost, (4)
measure postretirement benefit plan assets and plan obligations as of the date of the employers
statement of financial position, and (5) disclose additional information in the notes to financial
statements about certain effects on net periodic benefit cost in the upcoming fiscal year that
arise from delayed recognition of the actuarial gains and losses and the prior service costs or
credits.
We adopted the requirement to recognize the funded status of a defined benefit pension or defined
benefit other postretirement plan and the related disclosure requirements on December 31, 2006. We
requested and received agreement from the MPSC to record the additional liability amounts for
Detroit Edison and MichCon on the Statements of Financial Position as a regulatory asset.
The requirement to measure plan assets and benefit obligations as of the date of the employers
fiscal year-end statement of financial position is effective for fiscal years ending after December
15, 2008. The Statement provides two options for the transition to a fiscal year end measurement
date. We have not yet determined which of the available transition measurement options we will use.
Offsetting
Amounts Related to Certain Contracts
In April
2007, the FASB issued FSP FIN 39-1, Amendment of FASB
Interpretation No. 39. This standard will permit us to offset the
fair value of derivative instruments with cash collateral received or
paid for those derivative instruments executed with the same
counterparty under a master netting arrangement. As a result, we will
be permitted to record one net asset or liability that represents the
total net exposure of all derivative positions under a master netting
arrangement. The decision to offset derivative positions
under master netting arrangements remains an accounting policy
choice. We presently record the net fair value of derivative assets
and liabilities for those contracts held by Energy Trading that are
subject to master netting arrangements, and separately record amounts
for cash collateral received or paid for these instruments. Under
this standard, if we choose to offset the collateral amounts against
the fair value of derivative assets and liabilities, both our total
assets and total liabilities could be reduced. The guidance in this
FSP is effective for fiscal years beginning after November 15, 2007,
with early application permitted. The standard is to be applied
retrospectively by adjusting the financial statements for all periods
presented. There will be no impact to earnings for adopting this
standard.
NOTE 4 DISPOSALS AND DISCONTINUED OPERATIONS
Sale of Antrim Shale Gas Exploration and Production Business
On June 29, 2007, we sold our Antrim shale gas exploration and production business (Antrim) to
Atlas Energy Resources, LLC for gross proceeds of $1.258 billion. The pre-tax gain recognized on
this sale amounted to $897 million ($574 million after-tax) and is reported on the Consolidated
Statements of Operations for the nine months ended September 30, 2007 under the line item, Gain on
sale of non-utility business, and included in the Corporate & Other segment. Prior to the sale,
the operating results of Antrim were reflected in the Unconventional Gas Production segment.
The Antrim business will not be presented as a discontinued operation due to continuation of cash
flows related to the sale of a portion of Antrims natural gas production to Energy Trading under
the terms of natural gas sales contracts which expire in 2010 and 2012. These continuing cash
flows, while not significant to DTE, are significant to Antrim and therefore meet the definition of
continuing cash flows as described in EITF 03-13, Applying the Conditions in Paragraph 42 of FASB
Statement No. 144 in Determining Whether to Report Discontinued Operations.
A substantial portion of the Companys price risk related to expected gas production from its
Antrim shale business had been hedged through 2013. These financial contracts were accounted for as
cash flow hedges, with changes in estimated fair value of the contracts reflected in other
comprehensive income. Upon the sale of Antrim, the financial contracts no longer qualified as cash
flow hedges. The contracts were retained and assigned to Energy Trading, and offsetting financial
contracts were put into place to effectively settle these positions. As a result of these
transactions and market research performed by the Company, DTE gained additional insight and
visibility into the value ascribed to these contracts by third party market participants, including
contract periods that extend beyond the actively traded period. In conjunction with the Antrim sale
and effective settlement of these contract positions, Antrim reclassified amounts held in
accumulated other comprehensive income and recorded the effective settlements, reducing operating
revenues in the nine months ended September 30, 2007 by $323 million.
Agreement to Sell Interest in Certain Power and Industrial Projects
We have agreed to sell a 50 percent interest in a portfolio of select Power and Industrial Projects
(Projects). In addition to the proceeds that we will receive from the sale of the 50 percent equity
interest, the company that will own the Projects will obtain debt financing and the proceeds will
be distributed to us immediately prior to the sale of the equity interest. The total gross proceeds
we will receive are expected to be approximately $800 million. The sale is subject to normal
closing conditions. The completion of the transaction is subject to the receipt of satisfactory financing arrangements. Our objective is to close the transaction in the fourth quarter 2007, however this timing is highly dependent on the credit markets, and therefore we cannot predict the timing with certainty. We expect to recognize a gain upon completion of
the transaction. In conjunction with the sale, we will enter into a management services agreement
to manage the day-to-day operations of the Projects and to act as the managing member of the
company that owns the Projects. The Projects are contained in the Power and Industrial Projects
segment.
46
For the three and nine months ended September 30, 2007, the earnings pertaining to the Projects are
fully consolidated in our Consolidated Statements of Operations. On September 30, 2007, the assets
and liabilities of the Projects initially met the held for sale criteria of SFAS No. 144,
Accounting for the Impairment or Disposal of Long-Lived Assets. The following table presents the
major classes of assets and liabilities of the Projects classified as held for sale:
|
|
|
|
|
(in Millions) |
|
|
|
|
Cash and cash equivalents |
|
$ |
7 |
|
Restricted cash |
|
|
1 |
|
Accounts receivable |
|
|
57 |
|
Inventories |
|
|
6 |
|
Other current assets |
|
|
3 |
|
|
|
|
|
Total current assets held for sale |
|
|
74 |
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
54 |
|
Property, plant and equipment, net of accumulated depreciation of $182 |
|
|
266 |
|
Intangible assets |
|
|
39 |
|
Long-term
notes receivable |
|
|
52 |
|
|
|
|
|
Total noncurrent assets held for sale |
|
|
411 |
|
|
|
|
|
|
|
|
|
|
Total assets held for sale |
|
$ |
485 |
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
38 |
|
Other current liabilities |
|
|
11 |
|
|
|
|
|
Total current liabilities associated with assets held for sale |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
Long-term debt |
|
|
51 |
|
Asset retirement obligations |
|
|
13 |
|
Other liabilities |
|
|
7 |
|
|
|
|
|
Total noncurrent liabilities associated with assets held for sale |
|
|
71 |
|
|
|
|
|
Total liabilities related to assets held for sale |
|
$ |
120 |
|
|
|
|
|
The table above represents 100 percent of the applicable assets and liabilities that are held for
sale as of September 30, 2007. Subsequent to the sale of the 50 percent interest, the remaining 50
percent interest in the Projects will be reflected in our financial statements under the equity
method of accounting. The consolidated statement of financial position includes $30 million of
minority interests in projects classified as held for sale. The results of the Projects will not
be presented as discontinued operations as we will be retaining a 50 percent ownership interest
which represents significant continuing involvement as described in paragraph 42 of SFAS No. 144,
Accounting for the Impairment or Disposal of Long-Lived Assets.
Crete
In July 2007, we entered into an agreement to sell our 50 percent equity interest in Crete, a 320
MW natural gas-fired peaking electric generating plant. The sale closed in October 2007 resulting
in gross proceeds of approximately $37 million. We will
recognize a gain on the sale in the fourth quarter of 2007.
DTE Georgetown (Georgetown)
Georgetown, is an 80 MW natural gas-fired peaking electric generating plant. In December 2006,
Georgetown met the SFAS No. 144 criteria of an asset held for sale and we reported its operating
results as a discontinued operation. In February 2007, we entered into an agreement to sell this
plant. The sale closed in July 2007 resulting in gross proceeds of approximately $23 million, which
approximated our carrying value. Georgetown did not have significant business activity for the
three and nine months ended September 30, 2007 and 2006.
47
DTE Energy Technologies (Dtech)
Dtech assembled, marketed, distributed and serviced distributed generation products, provided
application engineering, and monitored and managed on-site generation system operations. In the
third quarter of 2005, management approved the restructuring of this business resulting in the
identification of certain assets and liabilities to be sold or abandoned, primarily associated with
standby and continuous duty generation sales and service. The systems monitoring business is
planned to be retained by the Company. The Dtech restructuring plan met the SFAS No. 144 criteria
of an asset held for sale and we reported its operating results as a discontinued operation. We
expect continued legal and warranty expenses in 2007 related to Dtechs operations prior to the
third quarter of 2005. As of September 30, 2007, Dtech had liabilities of approximately $1.7
million. Dtech did not have significant business activity for the three and nine months ended
September 30, 2007 and 2006.
NOTE 5 IMPAIRMENTS AND RESTRUCTURING
Impairments
Barnett shale
In the second quarter of 2007, our Unconventional Gas Production segment recorded a pre-tax
impairment loss of $9 million related to the write-off of unproved properties in Bosque County,
which is located in the southern expansion area of the Barnett shale basin in north Texas, and the
write-off of costs associated with various leases expiring in the third quarter of 2007. The
properties were impaired due to the lack of economic and operating viability of the project. The
impairment loss was recorded within the Other asset (gains) and losses, reserves, and impairments,
net line in the Consolidated Statements of Operations.
Waste Coal Recovery
Through the third quarter of 2006, our Power and Industrial Projects segment recorded a pre-tax
impairment loss of $20 million ($16 million in the first quarter and $4 million in the third
quarter) related to its investment in proprietary technology used to refine waste coal. The fixed
assets at our development operation were impaired due to continued operating losses and negative
cash flow. In addition, we impaired all our patents related to waste coal technology. We calculated
the expected undiscounted cash flows from the use and eventual disposition of the assets, which
indicated that the carrying amount of the assets was not recoverable. We determined the fair value
of the assets utilizing a discounted cash flow technique. The impairment loss was recorded within
the Other asset (gains) and losses, reserves and impairments, net line in the Consolidated
Statements of Operations.
Landfill Gas Recovery
During the third quarter of 2006, our Power and Industrial Projects segment recorded a pre-tax
impairment loss of $3 million at our landfill gas recovery unit relating to the write down of
assets at several landfill sites. The fixed assets were impaired due to continued operating losses
and the oil price-related phase-out of production tax credits. The impairment was recorded within
the Other asset (gains) and losses, reserves and impairments, net line in the Consolidated
Statements of Operations. We calculated the expected undiscounted cash flows from the use and
eventual disposition of the assets, which indicated that the carrying amount of certain assets was
not recoverable. We determined the fair value of the assets utilizing a discounted cash flow
technique.
Non-Utility Power Generation
During the third quarter of 2006, our Power and Industrial Projects segment recorded a pre-tax
impairment loss totaling $72 million for its investments in two natural gas-fired electric
generating plants.
A loss of $41 million related to a 100% owned plant is recorded within the Other asset (gains) and
losses, reserves and impairments, net line in the Consolidated Statements of Operations. The
generating plant was impaired due to continued operating losses and the September 2006 delisting by
MISO, resulting in the plant no longer providing capacity for the power grid. We calculated the
expected undiscounted cash flows from the use and eventual disposition of the plant, which
indicated that the carrying amount of the plant was not recoverable. We determined
the fair value of the plant utilizing a discounted cash flow technique.
48
A loss of $31 million related to a 50 percent equity interest in Crete is recorded within the Other
(income) and deductions, other expenses line in the Consolidated Statements of Operations for the
three and nine months ended September 30, 2006. The investment was impaired due to continued
operating losses and the expected sale of the investment. We determined the fair value of the
plant utilizing a discounted cash flow technique, which indicated that the carrying amount of the
investment exceeded its fair value.
Restructuring Performance Excellence Process
In mid-2005, we initiated a company-wide review of our operations called the Performance Excellence
Process. We began a series of focused improvement initiatives within our Electric and Gas
Utilities, and associated corporate support functions. We expect this process to continue into
2008.
We have incurred CTA for employee severance and other costs. Other costs include project management
and consultant support. Pursuant to MPSC authorization, beginning in the third quarter of 2006,
Detroit Edison deferred approximately $102 million of CTA in 2006. Detroit Edison began amortizing
deferred 2006 costs in 2007 as the recovery of these costs was provided for by the MPSC.
Amortization expense amounted to $3 million and $8 million for the three and nine months ended
September 30, 2007, respectively. Detroit Edison deferred approximately $18 million and $39 million
of CTA during the three and nine months ended September 30, 2007, respectively. MichCon cannot
defer CTA costs at this time because a recovery mechanism has not been established. MichCon expects
to seek a recovery mechanism in its next rate case in 2009. See Note 6.
Amounts expensed are recorded in the Operation and maintenance line on the Consolidated Statements
of Operations. Deferred amounts are recorded in the Regulatory assets line on the Consolidated
Statements of Financial Position. Expenses incurred for the three months ended September 30, 2007
and 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee Severance Costs |
|
|
Other Costs |
|
|
Total Cost |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Costs incurred: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
3 |
|
|
$ |
18 |
|
|
$ |
16 |
|
|
$ |
10 |
|
|
$ |
19 |
|
|
$ |
28 |
|
Gas Utility |
|
|
1 |
|
|
|
8 |
|
|
|
1 |
|
|
|
4 |
|
|
|
2 |
|
|
|
12 |
|
Other |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total costs |
|
|
4 |
|
|
|
27 |
|
|
|
17 |
|
|
|
14 |
|
|
|
21 |
|
|
|
41 |
|
Less amounts deferred or capitalized: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
|
3 |
|
|
|
36 |
|
|
|
16 |
|
|
|
41 |
|
|
|
19 |
|
|
|
77 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount expensed |
|
$ |
1 |
|
|
$ |
(9 |
) |
|
$ |
1 |
|
|
$ |
(27 |
) |
|
$ |
2 |
|
|
$ |
(36 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses incurred for the nine months ended September 30, 2007 and 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee Severance Costs |
|
|
Other Costs |
|
|
Total Cost |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Costs incurred: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
14 |
|
|
$ |
36 |
|
|
$ |
30 |
|
|
$ |
41 |
|
|
$ |
44 |
|
|
$ |
77 |
|
Gas Utility |
|
|
3 |
|
|
|
10 |
|
|
|
2 |
|
|
|
8 |
|
|
|
5 |
|
|
|
18 |
|
Other |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total costs |
|
|
18 |
|
|
|
47 |
|
|
|
32 |
|
|
|
50 |
|
|
|
50 |
|
|
|
97 |
|
Less amounts deferred or capitalized: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
|
14 |
|
|
|
36 |
|
|
|
30 |
|
|
|
41 |
|
|
|
44 |
|
|
|
77 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount expensed |
|
$ |
4 |
|
|
$ |
11 |
|
|
$ |
2 |
|
|
$ |
9 |
|
|
$ |
6 |
|
|
$ |
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A liability for future CTA associated with the Performance Excellence Process has not been
recognized because we have not met the recognition criteria of SFAS No. 146, Accounting for Costs
Associated with Exit or Disposal Activities.
49
NOTE 6 REGULATORY MATTERS
Regulation
Detroit Edison and MichCon are subject to the regulatory jurisdiction of the MPSC, which issues
orders pertaining to rates, recovery of certain costs, including the costs of generating facilities
and regulatory assets, conditions of service, accounting and operating-related matters. Detroit
Edison is also regulated by the FERC with respect to financing authorization and wholesale electric
activities.
MPSC Show-Cause Order
In March 2006, the MPSC issued an order directing Detroit Edison to show cause by June 1, 2006 why
its retail electric rates should not be reduced in 2007. Detroit Edison filed its response
explaining why its electric rates should not be reduced in 2007. The MPSC issued an order approving
a settlement agreement in this proceeding on August 31, 2006. The order provided for an annualized
rate reduction of $53 million for 2006, effective September 5, 2006. Beginning January 1, 2007, and
continuing until April 13, 2008, one year from the filing of the general rate case on April 13,
2007, rates were reduced by an additional $26 million, for a total reduction of $79 million
annually. The revenue reduction is net of the recovery of the amortization of the costs associated
with the implementation of the Performance Excellence Process. The settlement agreement provided
for some level of realignment of the existing rate structure by allocating a larger percentage
share of the rate reduction to the commercial and industrial customer classes than to the
residential customer classes.
As part of the settlement agreement, a Choice Incentive Mechanism (CIM) was established with a base
level of electric choice sales set at 3,400 GWh. The CIM prescribes regulatory treatment of changes
in non-fuel revenue attributed to increases or decreases in electric Customer Choice sales. The CIM
has a deadband of ±200 GWh. If electric Customer Choice sales exceed 3,600 GWh, Detroit Edison will
be able to recover 90 percent of its reduction in non-fuel revenue from full service customers up
to $71 million. If electric Customer Choice sales fall below 3,200 GWh, Detroit Edison will credit
100 percent of the increase in non-fuel revenue to the unrecovered regulatory asset balance.
Approximately $27 million was credited to the unrecovered regulatory asset in the nine months ended
September 30, 2007.
2007 Electric Rate Case Filing
Pursuant to the February 2006 MPSC order in Detroit Edisons rate restructuring case and the August
2006 MPSC order in the settlement of the show cause case, Detroit Edison filed a general rate case
on April 13, 2007 based on a 2006 historical test year. The filing with the MPSC requests a $123
million, or 2.9 percent, average increase in Detroit Edisons annual revenue requirement for 2008.
The requested $123 million increase in revenues is required in order to recover significant
environmental compliance costs and inflationary increases, partially offset by net savings
associated with the Performance Excellence Process. The filing is based on a return on equity of
11.25 percent on an expected 50 percent equity capital and 50 percent debt capital structure by
year-end 2008.
In addition, Detroit Edisons filing makes, among other requests, the following proposals:
|
|
|
Make progress toward correcting the existing rate structure to more accurately reflect
the actual cost of providing service to customers. |
|
|
|
|
Equalize distribution rates between Detroit Edison full service and electric Customer
Choice customers. |
|
|
|
|
Re-establish with modification the CIM originally established in the Detroit Edison
2006 show cause filing. The CIM reconciles changes related to customers moving between
Detroit Edison full service and electric Customer Choice. |
|
|
|
|
Terminate the Pension Equalization Mechanism. |
|
|
|
|
Establish an emission allowance pre-purchase plan to ensure that adequate emission
allowances will be available for environmental compliance. |
50
|
|
|
Establish a methodology for recovery of the costs associated with preparation of an
application for a new nuclear generation facility. |
Also, in the filing, in conjunction with Michigans 21st Century Energy Plan, Detroit Edison has
reinstated a long-term integrated resource planning (IRP) process with the purpose of developing
the least overall cost plan to serve customers generation needs over the next 20 years. Based on
the IRP, new base load capacity may be required for Detroit Edison. To protect tax credits
available under Federal law, Detroit Edison determined it would be prudent to initiate the
application process for a new nuclear unit. Detroit Edison has not made a final decision to build a
new nuclear unit. Detroit Edison is preserving its option to build at some point in the future by
beginning the complex nuclear licensing process in 2007. Also, beginning the licensing process at
the present time, positions Detroit Edison potentially to take advantage of tax incentives of up to
$320 million derived from provisions in the 2005 Energy Policy Act that will benefit customers. To
qualify for these substantial tax credits, a combined operating license for construction and
operation of an advanced nuclear generating plant must be docketed by the Nuclear Regulatory
Commission no later than December 31, 2008. Preparation and approval of a combined operating
license can take up to 4 years and is estimated to cost at least $60 million.
On August 31, 2007, Detroit Edison filed a supplement to its April 2007 rate case filing. A July
2007 decision by the Court of Appeals of the State of Michigan remanded back to the MPSC the
November 2004 order in a prior Detroit Edison rate case that denied recovery of merger control
premium costs. The supplemental filing addressed recovery of approximately $61 million related to
the merger control premium. The filing also included the impact of the July 2007 enactment of the
Michigan Business Tax (MBT), effective in 2008, of approximately $5 million. In addition, Detroit
Edison has included the financial impact of the MBT related to its securitization bonds (Fermi
nuclear plant assets) of approximately $12 million, partially offset by other adjustments to the
original April 2007 rate case filing of $2 million. The net impact of the supplemental changes
results in an additional revenue requirement of approximately $76 million annually. An MPSC order
related to this filing is expected in 2008.
Regulatory Accounting Treatment for Performance Excellence Process
In May 2006, Detroit Edison and MichCon filed applications with the MPSC to allow deferral of costs
associated with the implementation of the Performance Excellence Process, a company-wide
cost-savings and performance improvement program. Implementation costs include project management,
consultant support and employee severance expenses. Detroit Edison and MichCon sought MPSC
authorization to defer and amortize Performance Excellence Process implementation costs for
accounting purposes to match the expected savings from the Performance Excellence Process program
with the related CTA. Detroit Edison and MichCon anticipate the Performance Excellence Process to
continue into 2008. Detroit Edisons CTA is estimated to total approximately $150 million.
MichCons CTA is estimated to total between $55 million and $60 million. In September 2006, the
MPSC issued an order approving a settlement agreement that allows Detroit Edison and MichCon,
commencing in 2006, to defer the incremental CTA. Further, the order provides for Detroit Edison
and MichCon to amortize the CTA deferrals over a ten-year period beginning with the year subsequent
to the year the CTA was deferred. At year-end 2006, Detroit Edison recorded deferred CTA costs of
$102 million as a regulatory asset and began amortizing deferred 2006 costs in 2007, as the
recovery of these costs was provided for by the MPSC in its order approving the settlement of the
show cause proceeding. During the three and nine months ended September 30, 2007, Detroit Edison
deferred CTA costs of $18 million and $39 million, respectively. Amortization of prior year
deferred CTA costs amounted to $3 million and $8 million during the three and nine months ended
September 30, 2007, respectively. MichCon cannot defer CTA costs at this time because a recovery
mechanism has not been established. MichCon expects to seek a recovery mechanism in its next rate case in 2009.
Accounting for Costs Related to Enterprise Business Systems (EBS)
In July 2004, Detroit Edison filed an accounting application with the MPSC requesting authority to
capitalize and amortize costs related to EBS, consisting of computer equipment, software and
development costs, as well as related training, maintenance and overhead costs. In April 2005, the
MPSC approved a settlement agreement providing for the deferral of up to $60 million of certain EBS
costs, that would otherwise be expensed, as a regulatory asset for future rate recovery starting
January 1, 2006. At September 30, 2007, approximately $25 million of EBS costs have been deferred
as a regulatory asset. In addition, EBS costs recorded as plant assets will be amortized over a
15-year period, pursuant to MPSC authorization.
51
Fermi 2 Enhanced Security Costs Settlement
The Customer Choice and Electricity Reliability Act, as amended in 2003, allows for the recovery of
reasonable and prudent costs of new and enhanced security measures required by state or federal
law, including providing for reasonable security from an act of terrorism. In December 2006,
Detroit Edison filed an application with the MPSC for recovery of $11.4 million of Fermi 2 Enhanced
Security Costs (ESC), discounted back to September 11, 2001 plus carrying costs from that date. In
April 2007, the MPSC approved a settlement agreement that authorizes Detroit Edison to recover
Fermi-2 ESC incurred during the period of September 11, 2001 through December 31, 2005. The
settlement defined Detroit Edisons ESC, discounted back to September 11, 2001, as $9.1 million,
plus carrying charges. A total of $13 million, including carrying charges, has been deferred as a
regulatory asset. Detroit Edison is authorized to incorporate into its rates an enhanced security
factor over a period not to exceed five years. Amortization of this regulatory asset was
approximately $2 million in the nine months ended September 30, 2007.
Reconciliation of Regulatory Asset Recovery Surcharge
In December 2006, Detroit Edison filed a reconciliation of costs underlying its existing Regulatory
Asset Recovery Surcharge (RARS). In this filing, Detroit Edison replaced estimated costs for
20032005 included in the last general rate case with actual costs incurred. Also reflected in the
filing was the replacement of estimated revenues with actual revenues collected. This true-up
filing was made to maximize the remaining time for recovery of significant cost increases prior to
expiration of the RARS five-year recovery limit under PA 141. Detroit Edison requested a
reconciliation of the regulatory asset surcharge to ensure proper recovery by the end of the five
year period of: (1) Clean Air Act Expenditures, (2) Capital in Excess of Base Depreciation, (3)
MISO Costs and (4) the regulatory liability for the 1997 Storm Charge. In July 2007, the MPSC
approved a negotiated RARS deficiency settlement that resulted in a $10 million write down of
RARS-related costs in 2007. As previously, discussed above, the CIM in the MPSC Show-Cause Order
will reduce the regulatory asset. Approximately $27 million was credited to the unrecovered
regulatory asset in the nine months ended September 30, 2007.
Power Supply Costs Recovery Proceedings
2005 Plan Year In September 2004, Detroit Edison filed its 2005 PSCR plan case seeking approval
of a levelized PSCR factor of 1.82 mills per kWh above the amount included in base rates. In
December 2004, Detroit Edison filed revisions to its 2005 PSCR plan case in accordance with the
November 2004 MPSC rate order. Included in the factor were power supply costs, transmission
expenses and nitrogen oxide (NOx) emission allowance costs. In September 2005, the MPSC approved
Detroit Edisons 2005 PSCR plan case. At December 31, 2005, Detroit Edison recorded an
under-recovery of approximately $144 million related to the 2005 plan year. In March 2006, Detroit
Edison filed its 2005 PSCR reconciliation. The filing sought approval for recovery of approximately
$144 million from its commercial and industrial customers. The filing included a motion for entry
of an order to implement immediately a reconciliation surcharge of 4.96 mills per kWh on the bills
of its commercial and industrial customers. The under-collected PSCR expense allocated to
residential customers could not be recovered due to the PA 141 rate cap for residential customers,
which expired January 1, 2006. In addition to the 2005 PSCR Plan Year Reconciliation, the filing
included a reconciliation for the Pension Equalization Mechanism (PEM) for the periods from
November 24, 2004 through December 31, 2004 and from January 1, 2005 through December 31, 2005. The
PEM reconciliation seeks to allocate and refund approximately $12 million to customers based upon
their contributions to pension expense during the subject periods. In September 2006, the MPSC
ordered the Company to roll the entire 2004 PSCR over-collection amount to the Companys 2005 PSCR
Reconciliation. An order was issued on May 22, 2007 approving a 2005 PSCR undercollection amount of
$94 million and the recovery of this amount through a surcharge of 3.50 mills/kWh for 12 months
beginning in June 2007. In addition, the order approved Detroit Edisons proposed PEM
reconciliation which was refunded to customers on a bills-rendered basis during June 2007.
2006 Plan Year In September 2005, Detroit Edison filed its 2006 PSCR plan case seeking approval
of a levelized PSCR factor of 4.99 mills per kWh above the amount included in base rates for
residential customers and 8.29 mills per kWh above the amount included in base rates for commercial
and industrial customers. Included in the factor for all customers are fuel and power supply costs,
including transmission expenses, Midwest Independent Transmission System Operator (MISO) market
participation costs, and NOx emission allowance costs. The Companys PSCR Plan included a matrix
which provided for different maximum PSCR factors contingent on varying electric Customer Choice
sales levels. The plan also included $97 million for recovery of its projected 2005 PSCR under-
52
collection associated with commercial and industrial customers. Additionally, the PSCR plan
requested MPSC approval of expense associated with sulfur dioxide emission allowances, mercury
emission allowances, and a fuel additive. In conjunction with DTE Energys sale of its transmission
assets to ITC Transmission in February 2003, the FERC froze ITC Transmissions rates through
December 2004. In approving the sale, FERC authorized ITC Transmissions recovery of the difference
between the revenue it would have collected and the actual revenue collected during the rate freeze
period. This amount is estimated to be $66 million which is to be included in ITC Transmissions
rates over a five-year period beginning June 1, 2006. This increased Detroit Edisons transmission
expense in 2006 by approximately $7 million. The MPSC authorized Detroit Edison in 2004 to recover
transmission expenses through the PSCR mechanism.
In December 2005, the MPSC issued a temporary order authorizing the Company to begin implementation
of maximum quarterly PSCR factors on January 1, 2006. The quarterly factors reflect a downward
adjustment in the Companys total power supply costs of approximately 2 percent to reflect the
potential variability in cost projections. The quarterly factors allowed the Company to more
closely track the costs of providing electric service to our customers and, because the non-summer
factors are well below those ordered for the summer months, effectively delay the higher power
supply costs to the summer months at which time our customers will not be experiencing large
expenditures for home heating. The MPSC did not adopt the Companys request to recover its
projected 2005 PSCR under-collection associated with commercial and industrial customers nor did it
adopt the Companys request to implement contingency factors based upon the Companys increased
costs associated with providing electric service to returning electric Customer Choice customers.
The MPSC deferred both of those Company proposals to the final order on the Companys entire 2006
PSCR Plan. In September 2006, the MPSC issued an order in this case that approved the inclusion of
sulfur dioxide emission allowance expense in the PSCR, determined that fuel additive expense should
not be included in the PSCR based upon its impact on maintenance expense, found the Companys
determination of third party sales revenues to be correct, and allowed the Company to increase its
PSCR factor for the balance of the year in an effort to reverse the effects of the previously
ordered temporary reduction. The MPSC declined to rule on the Companys requests to include mercury
emission allowance expense in the PSCR or its request to include prior PSCR over/(under) recoveries
in future year PSCR plans. The Company filed its 2006 PSCR reconciliation case in March 2007. The
$51 million under-collection amount reflected in that filing is being collected in the 2007 PSCR
plan. An MPSC order in this case is expected in 2008.
2007 Plan Year In September 2006, Detroit Edison filed its 2007 PSCR plan case seeking approval
of a levelized PSCR factor of 6.98 mills per kWh above the amount included in base rates for all
PSCR customers. The Companys PSCR plan filing included $130 million for the recovery of its
projected 2006 PSCR under-collection, bringing the total requested PSCR factor to 9.73 mills/kWh.
The Companys application included a request for an early hearing and temporary order granting such
ratemaking authority. The Companys 2007 PSCR Plan includes fuel and power supply costs, including
NOx and sulfur dioxide emission allowance costs, transmission costs and MISO costs. The Company
filed supplemental testimony and briefs in December 2006 supporting its updated request to include
approximately $81 million for the recovery of its projected 2006 PSCR under-collection. The MPSC
issued a temporary order in December 2006 approving the Companys request. In addition, Detroit
Edison was granted the authority to include all PSCR over/(under) collections in future PSCR plans,
thereby reducing the time between refund or recovery of PSCR reconciliation amounts. The Company
began to collect its 2007 power supply costs, including the 2006 rollover amount, through a PSCR
factor of 8.69 mills/kWh on January 1, 2007. The Company reduced the PSCR factor to 6.69 mills/kWh
on July 1, 2007 based on the updated 2007 PSCR Plan year projections. In August 2007, the MPSC
approved Detroit Edisons 2007 PSCR case and authorized the Company to charge a maximum power
supply cost recovery factor of 8.69 mills/kWh in 2007.
2008 Plan Year In September 2007, Detroit Edison filed its 2008 PSCR plan case seeking approval
of a levelized PSCR factor of 9.23 mills/kWh above the amount included in base rates for all PSCR
customers. The Company is supporting a total 2008 power supply expense forecast of $1.3 billion
which includes $1 million for the recovery of its projected 2007 PSCR undercollection. The
Companys PSCR Plan will allow the Company to recover its reasonably and prudently incurred power
supply expense including; fuel costs, purchased and net interchange power costs, NOx and SO2
emission allowance costs, transmission costs and Midwest Independent Transmission System Operator
(MISO) costs. Also included in the filing is a request for approval of the Companys emission
compliance strategy which includes pre-purchases of emission allowances as well as a request for
pre-approval of a contract for capacity and energy associated with a renewable (wind energy)
project.
53
Uncollectible Expense True-Up Mechanism (UETM) and Report of Safety and Training-Related
Expenditures
2005 UETM In March 2006, MichCon filed an application with the MPSC for approval of its
uncollectible expense true-up mechanism for 2005. This is the first filing MichCon has made under
the uncollectible true-up mechanism, which was approved by the MPSC in April 2005 as part of
MichCons last general rate case. MichCons 2005 base rates included $37 million for anticipated
uncollectible expenses. Actual 2005 uncollectible expenses totaled $60 million. The true-up
mechanism allows MichCon to recover ninety percent of uncollectibles that exceeded the $37 million
base. Under the formula prescribed by the MPSC, MichCon recorded an under-recovery of approximately
$11 million for uncollectible expenses from May 2005 (when the mechanism took effect) through the
end of 2005. In December 2006, the MPSC issued an order authorizing MichCon to implement the UETM
monthly surcharge for service rendered on and after January 1, 2007.
As part of the March 2006 application with the MPSC, MichCon filed a review of its 2005 annual
safety and training-related expenditures. MichCon reported that actual safety and training-related
expenditures for the initial period exceeded the pro-rata amounts included in base rates and based
on the under-recovered position, recommended no refund at this time. In the December 2006 order,
the MPSC also approved MichCons 2005 safety and training report.
2006 UETM In March 2007, MichCon filed an application with the MPSC for approval of its
uncollectible expense true-up mechanism for 2006 requesting $33 million of under-recovery plus
applicable carrying costs of $3 million. The March 2007 application included a report of MichCons
2006 annual safety and training-related expenditures, which shows a $2 million over-recovery. In
August 2007, MichCon filed revised exhibits reflecting an agreement with the MPSC to net the $2
million over-recovery related to the 2006 safety and training-related expenditures against the 2006
UETM under-recovery. An MPSC order in this case is expected by the end of 2007.
Gas Cost Recovery Proceedings
2005-2006 Plan Year In December 2004, MichCon filed its 2005-2006 GCR plan case proposing a
maximum GCR factor of $7.99 per Mcf. The plan includes quarterly contingent GCR factors. These
contingent factors allow MichCon to increase the maximum GCR factor to compensate for increases in
gas market prices, thereby reducing the possibility of a GCR under-recovery. In April 2005, the
MPSC issued an order recognizing that Michigan law allows MichCon to self-implement its quarterly
contingent factors. MichCon self-implemented quarterly contingent GCR factors of $8.54 per Mcf in
July 2005 and $10.09 per Mcf in October 2005. In response to market price increases in the fall of
2005, MichCon filed a petition to reopen the record in the case during September 2005. MichCon
proposed a revised maximum GCR factor of $13.10 per Mcf and a revised contingent factor matrix. In
October 2005, the MPSC approved an increase in the GCR factor to a cap of $11.3851 per Mcf for the
period November 2005 through March 2006. In June 2006, MichCon filed its GCR reconciliation for the
2005-2006 GCR year. The filing supported a total over-recovery, including interest through March
2006, of $13 million. MPSC Staff and other interveners filed testimony regarding the reconciliation
in December 2006 in which they recommended disallowances related to MichCons implementation of its
dollar cost averaging fixed price program and its use of fixed basis in contracting purchases. In
January 2007, MichCon filed testimony rebutting these recommendations. The 2005-2006 GCR
reconciliation case is still in the regulatory review and approval process, and the final
resolution is uncertain. Based on available information, MichCon is unable to assess the range of a
reasonably possible loss related to the proposed disallowances. An MPSC order is expected in 2007.
2006-2007 Plan Year In June 2007, MichCon filed its GCR reconciliation for the 2006-2007 GCR
year. The filing supported a total under-recovery, including interest through March 2007, of $18
million. An MPSC order in this case is expected in 2008.
2007-2008 Plan Year / Base Gas Sale Consolidated In August 2006, MichCon filed an application
with the MPSC requesting permission to sell base gas that would become accessible with storage
facilities upgrades. MichCons estimated sale of this base gas would be worth $34 million. In
December 2006, the administrative law judge in the case approved a motion made by the Residential
Ratepayer Consortium to consolidate this case with MichCons 2007-2008 GCR plan case. In December
2006, MichCon filed its 2007-2008 GCR plan case proposing a maximum GCR factor of $8.49 per Mcf. In
August 2007, a settlement agreement in this proceeding was reached by all
54
intervening parties that provides for a sharing with customers of the proceeds from the sale of
base gas. In addition, the agreement provides for a rate case filing moratorium until January 1,
2009, unless certain unanticipated changes occur that impact income by more than $5 million. The
settlement agreement was approved by the MPSC on August 21, 2007. MichCons gas storage
enhancement projects, the main subject of the aforementioned settlement, will enable 17 billion
cubic feet (Bcf) of gas to become available for cycling. Under the settlement terms, MichCon will
deliver 13.4 Bcf of this gas to its customers at a savings to market-priced supplies of
approximately $54 million. This settlement provides for MichCon to retain the proceeds from the
sale of 3.6 Bcf of gas, which MichCon expects to sell in 2008 and 2009. By enabling MichCon to
retain the profit from the sale of this gas, the settlement provides MichCon with the opportunity
to earn an 11% return on equity with no customer rate increase for a period of five years from 2005
to 2010.
Other
On July 3, 2007, the Court of Appeals of the State of Michigan published its decision with respect
to an appeal by, among others, The Detroit Edison Company of certain provisions of a November 23,
2004 MPSC order, including reversing the MPSCs denial of recovery of merger control premium costs.
In its published decision, the Court of Appeals held that Detroit Edison is entitled to recover
its allocated share of the merger control premium and remanded this matter to the MPSC for further
proceedings to establish the precise amount and timing of this recovery. As discussed above,
Detroit Edison filed a supplement to its April 2007 rate case to address the recovery of the merger
control premium costs. Other parties have filed requests for leave to appeal to the Michigan
Supreme Court from the Court of Appeals decision. On September 6, 2007, the Court of Appeals
remanded to the MPSC, for reconsideration, the MichCon recovery of merger control premium costs.
DTE Energy and Detroit Edison are unable to predict the financial or other outcome of any legal or
regulatory proceeding at this time.
We are unable to predict the outcome of the regulatory matters discussed herein. Resolution of
these matters is dependent upon future MPSC orders and appeals, which may materially impact the
financial position, results of operations and cash flows of the Company.
NOTE 7 COMMON STOCK AND EARNINGS PER SHARE
In January 2005, our Board of Directors authorized the repurchase of up to $700 million of common
stock through 2008. In May 2007, our Board of Directors authorized the repurchase of up to an
additional $850 million of common stock through 2009. Through September 30, 2007, repurchases of
approximately $706 million of common stock were made under these authorizations.
Basic earnings per share is computed by dividing income from continuing operations by the weighted
average number of common shares outstanding during the period. The calculation of diluted earnings
per share assumes the issuance of potentially dilutive common shares outstanding during the period
and the repurchase of common shares that would have occurred with proceeds from the assumed
issuance. Diluted earnings per share assume the exercise of stock options. Non-vested restricted
stock awards are included in the number of common shares outstanding; however, for purposes of
computing basic earnings per share, non-vested restricted stock awards are excluded. A
reconciliation of both calculations is presented in the following table:
55
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(Millions, except per share amounts) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Basic Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
197 |
|
|
$ |
189 |
|
|
$ |
716 |
|
|
$ |
293 |
|
Average number of common shares outstanding |
|
|
165 |
|
|
|
177 |
|
|
|
172 |
|
|
|
177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per share of common stock based on
weighted average number of shares
outstanding |
|
$ |
1.20 |
|
|
$ |
1.07 |
|
|
$ |
4.17 |
|
|
$ |
1.65 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
197 |
|
|
$ |
189 |
|
|
$ |
716 |
|
|
$ |
293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
165 |
|
|
|
177 |
|
|
|
172 |
|
|
|
177 |
|
Incremental shares from stock-based awards |
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of dilutive shares outstanding |
|
|
166 |
|
|
|
178 |
|
|
|
173 |
|
|
|
178 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per share of common stock assuming
issuance of incremental shares |
|
$ |
1.19 |
|
|
$ |
1.07 |
|
|
$ |
4.15 |
|
|
$ |
1.65 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All options to purchase common stock in the 2007 periods were included in the computation of
diluted earnings per share. Options to purchase approximately 4.8 million shares of common stock in
2006 were not included in the computation of diluted earnings per share because the exercise price
of the options was greater than the average market price of the common shares, thus making these
options anti-dilutive.
NOTE 8 LONG -TERM DEBT
Debt Retirements and Redemptions
The following debt was retired, through payment at maturity, during 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Month |
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Company |
|
Retired |
|
|
Type |
|
|
Interest Rate |
|
|
Maturity |
|
|
Amount |
|
MichCon |
|
May |
|
First Mortgage Bonds |
|
|
7.21 |
% |
|
May 2007 |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DTE Energy |
|
August |
|
Senior Notes |
|
|
5.63 |
% |
|
Aug. 2007 |
|
$ |
173 |
|
|
|
|
|
|
|
|
|
% |
|
|
|
|
|
Total Retirements |
|
|
|
|
|
|
|
|
|
$ |
203 |
|
|
|
|
|
|
|
|
|
% |
|
|
|
|
|
56
NOTE 9 COMMITMENTS AND CONTINGENCIES
Environmental
Electric Utility
Air - Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit
power plant emissions of sulfur dioxide and nitrogen oxides. In March 2005, EPA issued additional
emission reduction regulations relating to ozone, fine particulate, regional haze and mercury air
pollution. The new rules will lead to additional controls on fossil-fueled power plants to reduce
nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these requirements, Detroit
Edison has spent approximately $875 million through 2006. We estimate Detroit Edison future capital
expenditures at up to $222 million in 2007 and up to $2 billion of additional capital expenditures
through 2018 to satisfy both the existing and proposed new control requirements.
Water In response to an EPA regulation, Detroit Edison is required to examine alternatives for
reducing the environmental impacts of the cooling water intake structures at several of its
facilities. Based on the results of the studies to be conducted over the next several years,
Detroit Edison may be required to install additional control technologies to reduce the impacts of
the water intakes. Initially, it was estimated that Detroit Edison could incur up to approximately
$53 million over the three to five years subsequent to 2006 in additional capital expenditures to
comply with these requirements. However, a recent court decision remanded back to the EPA several
provisions of the federal regulation which may result in a delay in compliance dates. The decision
also raised the possibility that Detroit Edison may have to install cooling towers at some
facilities at a cost substantially greater than was initially estimated for other mitigative
technologies.
Contaminated Sites - Detroit Edison conducted remedial investigations at contaminated sites,
including two former manufactured gas plant (MGP) sites, the area surrounding an ash landfill and
several underground and aboveground storage tank locations. The findings of these investigations
indicated that the estimated cost to remediate these sites is approximately $11 million which was
accrued in 2006 and is expected to be incurred over the next several years. In addition, Detroit
Edison expects to make approximately $5 million of capital improvements to the ash landfill in
2007.
Gas Utility
Contaminated Sites - Prior to the construction of major interstate natural gas pipelines, gas
for heating and other uses was manufactured locally from processes involving coal, coke or oil. Gas
Utility owns, or previously owned, 15 such former MGP sites. Investigations have revealed
contamination related to the by-products of gas manufacturing at each site. In addition to the MGP
sites, we are also in the process of cleaning up other contaminated sites. Cleanup activities
associated with these sites will be conducted over the next several years.
The MPSC has established a cost deferral and rate recovery mechanism for investigation and
remediation costs incurred at former MGP sites. Accordingly, Gas Utility recognizes a liability and
corresponding regulatory asset for estimated investigation and remediation costs at former MGP
sites. During 2006, we spent approximately $2 million investigating and remediating these former
MGP sites. In December 2006, we retained multiple environmental consultants to estimate the
projected cost to remediate each MGP site. We accrued an additional $7 million in remediation
liabilities to increase the reserve balance to $41 million as of December 31, 2006, with a
corresponding increase in the regulatory asset. The reserve balance was $39 million at September
30, 2007.
Any significant change in assumptions, such as remediation techniques, nature and extent of
contamination and regulatory requirements, could impact the estimate of remedial action costs for
the sites and affect the Companys financial position and cash flows. However, we anticipate the
cost deferral and rate recovery mechanism approved by the MPSC will prevent environmental costs
from having a material adverse impact on our results of operations.
57
Non-Utility
Our non-utility affiliates are subject to a number of environmental laws and regulations
dealing with the protection of the environment from various pollutants. We are in the process of
installing new environmental equipment at our coke battery facilities in Michigan. We expect the
projects to be completed during 2008 at a cost of approximately $15 million. We believe our other
non-utility affiliates are substantially in compliance with all environmental requirements.
Guarantees
In certain limited circumstances, we enter into contractual guarantees. We may guarantee another
entitys obligation in the event it fails to perform. We may provide guarantees in certain
indemnification agreements. Finally, we may provide indirect guarantees for the indebtedness of
others. Below are the details of specific material guarantees we currently provide.
Millennium Pipeline Project Guarantee
We own a 26.25% equity interest in the Millennium Pipeline Project (Millennium). Millennium is
accounted for under the equity method. Millennium is expected to begin commercial operations in
November 2008.
On August 29, 2007, Millennium entered into a borrowing facility to finance the construction costs
of the project. The total facility amounts to $800 million and is guaranteed by the project
partners, based upon their respective ownership percentages. The facility expires on August 29,
2010. The amount outstanding under this facility was $105 million at September 30, 2007. Proceeds
of the facility are being used to fund project costs and expenses relating to the development,
construction and commercial start up and testing of the pipeline project and for general corporate
purposes. In addition, the facility has been utilized to reimburse the project partners for costs
and expenses incurred in connection with the project for the period subsequent to June 1, 2004
through immediately prior to the closing of the facility. We received approximately $23.5 million
in September 2007 as reimbursement for costs and expenses incurred by us during the above-mentioned
period. We accounted for this reimbursement as a return of capital.
We have agreed to guarantee 26.25% of the borrowing facility in the event of default by Millennium.
The guarantee includes our DTE Energy revolving credit facilitys covenant and default provisions
by reference. We have also provided performance guarantees in regards to completion of Millennium
to the major shippers in an amount of approximately $16 million. The maximum potential amount of
future payments under these guarantees are approximately $226 million. There are no recourse
provisions or collateral that would enable us to recover any amounts paid under the guarantees
other than our share of project assets. At September 30, 2007, an obligation of $5 million has been
accrued related to our guarantee of the borrowing facility. We have increased the carrying amount
of our equity investment amount in Millennium by approximately $5 million in association with the
recognition of the guarantee obligation. We are amortizing the carrying amount of the guarantee
and the above-mentioned increase in our investment in Millennium by the straight-line method over
three years, which represents the term of the guarantee.
Parent Company Guarantee of Subsidiary Obligations
We have issued guarantees for the benefit of various non-utility subsidiary transactions. In the
event that DTE Energys credit rating is downgraded below investment grade, certain of these
guarantees would require us to post cash or letters of credit valued at approximately $407 million
at September 30, 2007. This estimated amount fluctuates based upon commodity prices (primarily
power and gas) and the provisions and maturities of the underlying agreements.
Other Guarantees
Our other guarantees are not individually material with maximum potential payments totaling $10
million at September 30, 2007.
58
Labor Contracts
There are several bargaining units for our represented employees. In October 2007, a new three-year
agreement was ratified by approximately 950 employees in our gas operations. A July 2007 tentative
agreement was not ratified by approximately 3,100 employees in our electric operations. In October
2007, a new tentative agreement was reached, subject to ratification by electric operations
bargaining unit members. The contracts of the remaining represented employees expire at various
dates in 2008 and 2009.
Purchase Commitments
Detroit Edison has an Energy Purchase Agreement to purchase steam and electricity from the Greater
Detroit Resource Recovery Authority (GDRRA). Under the Agreement, Detroit Edison will purchase
steam through 2008 and electricity through June 2024. In 1996, a charge to income was recorded that
included a reserve for steam purchase commitments in excess of replacement costs from 1997 through
2008. The reserve for steam purchase commitments totaling $24 million at September 30, 2007 is
being amortized to fuel, purchased power and gas expense with non-cash accretion expense being
recorded through 2008. We estimate steam and electric purchase commitments from 2007 through 2024
will not exceed $386 million. In January 2003, we sold the steam heating business of Detroit Edison
to Thermal Ventures II, LP. Due to terms of the sale, Detroit Edison remains contractually
obligated to buy steam from GDRRA until 2008 and recorded an additional liability of $63 million
for future commitments. Also, we guaranteed bank loans of $13 million that Thermal Ventures II, LP
may use for capital improvements to the steam heating system. During the three and nine months
ended September 30, 2007, we recorded reserves of $6 million and $13 million, respectively, related
to the bank loan guarantee.
As of September 30, 2007, we were party to numerous long-term purchase commitments relating to a
variety of goods and services required for our business. These agreements primarily consist of fuel
supply commitments and energy trading contracts. We estimate that these commitments will be
approximately $6.5 billion from 2007 through 2051. We also estimate that 2007 capital expenditures
will be approximately $1.5 billion. We have made certain commitments in connection with expected
capital expenditures.
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to numerous
companies operating in the steel, automotive, energy, retail and other industries. Certain of our
customers have filed for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. We
regularly review contingent matters relating to these customers and our purchase and sale contracts
and we record provisions for amounts that we can estimate and are considered at risk of probable
loss. We believe our previously accrued amounts are adequate for probable losses. The final
resolution of these matters is not expected to have a material effect on our financial statements.
Other Contingencies
Detroit Edison and DTE Coal Services Inc. are involved in a contract dispute with BNSF Railway
Company that was referred to arbitration. Under this contract, BNSF transports western coals east
for Detroit Edison and DTE Coal Services. We filed a breach of contract claim against BNSF for the
failure to provide certain services that we believe are required by the contract. We received an
award from the arbitration panel in September 2007 which held that BNSF is required to provide such
services under the contract and awarded damages to us. The award is subject to appeal. While we
believe that the arbitration panels award will be upheld if it is appealed, a negative decision on
appeal could have an adverse effect on Detroit Edisons business and our ability to grow the Coal
Transportation and Marketing business.
We are involved in certain legal, regulatory, administrative and environmental proceedings before
various courts, arbitration panels and governmental agencies concerning claims arising in the
ordinary course of business. These proceedings include certain contract disputes, additional
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. We cannot predict the final disposition of such proceedings. We regularly review
legal matters and record provisions for claims we can estimate and are considered probable of
59
loss. The resolution of these pending proceedings is not expected to have a material effect on our
operations or financial statements in the periods they are resolved.
See Note 2 for a discussion of contingencies related to synfuel operations and Note 6 for a
discussion of contingencies related to regulatory matters.
NOTE 10 SEGMENT INFORMATION
In 2006, we realigned the non-utility segment Power and Industrial Projects business unit to
separately present the Synthetic Fuel business and we separated the Fuel Transportation and
Marketing segment into Coal and Gas Midstream and Energy Trading. Based on the following structure,
we set strategic goals, allocate resources and evaluate performance:
Electric Utility
|
|
|
Consists of Detroit Edison, the companys electric utility whose operations include the
power generation and electric distribution facilities that service approximately 2.2
million residential, commercial and industrial customers throughout southeastern Michigan. |
Gas Utility
|
|
|
Consists of the gas distribution services provided by MichCon, a gas utility that
purchases, stores and distributes natural gas throughout Michigan to approximately 1.3
million residential, commercial and industrial customers, and Citizens Gas Fuel Company, a
gas utility that distributes natural gas to approximately 17,000 customers in Adrian,
Michigan. |
Non-Utility Operations
|
|
|
Coal and Gas Midstream, consisting of coal transportation and marketing, and gas
pipelines, processing and storage; |
|
|
|
|
Unconventional Gas Production, consisting of unconventional gas project development and
production; |
|
|
|
|
Power and Industrial Projects, consisting of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers,
and biomass energy projects; |
|
|
|
|
Energy Trading, consisting of energy marketing and trading operations; and |
|
|
|
|
Synthetic Fuel, consisting of the operations of nine synfuel plants. |
Corporate & Other, primarily consisting of corporate staff functions and certain energy related
investments.
Prior period segment information has been reclassified to conform to the segment structure of the
current period.
60
Inter-segment billing for goods and services exchanged between segments is based upon tariffed or
market-based prices of the provider and primarily consists of power sales, gas sales and coal
transportation services in the following segments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Electric Utility |
|
$ |
20 |
|
|
$ |
15 |
|
|
$ |
29 |
|
|
$ |
46 |
|
Gas Utility |
|
|
1 |
|
|
|
4 |
|
|
|
4 |
|
|
|
10 |
|
Coal and Gas Midstream |
|
|
32 |
|
|
|
39 |
|
|
|
140 |
|
|
|
120 |
|
Unconventional Gas Production (1) |
|
|
|
|
|
|
31 |
|
|
|
63 |
|
|
|
102 |
|
Power and Industrial Projects |
|
|
6 |
|
|
|
3 |
|
|
|
13 |
|
|
|
4 |
|
Energy Trading |
|
|
26 |
|
|
|
35 |
|
|
|
43 |
|
|
|
61 |
|
Synthetic Fuel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
(17 |
) |
|
|
1 |
|
|
|
(16 |
) |
|
|
3 |
|
|
|
|
|
|
$ |
68 |
|
|
$ |
128 |
|
|
$ |
276 |
|
|
$ |
346 |
|
|
|
|
Financial data of the business segments follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
1,403 |
|
|
$ |
1,460 |
|
|
$ |
3,707 |
|
|
$ |
3,685 |
|
Gas Utility |
|
|
173 |
|
|
|
172 |
|
|
|
1,358 |
|
|
|
1,283 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
187 |
|
|
|
187 |
|
|
|
661 |
|
|
|
501 |
|
Unconventional Gas Production (1) |
|
|
15 |
|
|
|
26 |
|
|
|
(244 |
) |
|
|
72 |
|
Power and Industrial Projects |
|
|
127 |
|
|
|
105 |
|
|
|
360 |
|
|
|
312 |
|
Energy Trading |
|
|
304 |
|
|
|
231 |
|
|
|
728 |
|
|
|
609 |
|
Synthetic Fuel |
|
|
277 |
|
|
|
142 |
|
|
|
806 |
|
|
|
605 |
|
|
|
|
|
|
|
910 |
|
|
|
691 |
|
|
|
2,311 |
|
|
|
2,099 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
(1 |
) |
|
|
1 |
|
|
|
1 |
|
|
|
5 |
|
Reconciliation & Eliminations |
|
|
(68 |
) |
|
|
(128 |
) |
|
|
(276 |
) |
|
|
(346 |
) |
|
|
|
Total From Continuing Operations |
|
$ |
2,417 |
|
|
$ |
2,196 |
|
|
$ |
7,101 |
|
|
$ |
6,726 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) by Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
107 |
|
|
$ |
141 |
|
|
$ |
207 |
|
|
$ |
257 |
|
Gas Utility |
|
|
(29 |
) |
|
|
(20 |
) |
|
|
31 |
|
|
|
16 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
15 |
|
|
|
10 |
|
|
|
38 |
|
|
|
33 |
|
Unconventional Gas Production (1) |
|
|
1 |
|
|
|
2 |
|
|
|
(208 |
) |
|
|
5 |
|
Power and Industrial Projects |
|
|
3 |
|
|
|
(50 |
) |
|
|
13 |
|
|
|
(74 |
) |
Energy Trading |
|
|
45 |
|
|
|
65 |
|
|
|
33 |
|
|
|
70 |
|
Synthetic Fuel |
|
|
45 |
|
|
|
43 |
|
|
|
120 |
|
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other (2) |
|
|
10 |
|
|
|
(2 |
) |
|
|
482 |
|
|
|
(44 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utility |
|
|
78 |
|
|
|
121 |
|
|
|
238 |
|
|
|
273 |
|
Non-utility |
|
|
109 |
|
|
|
70 |
|
|
|
(4 |
) |
|
|
64 |
|
Corporate & Other |
|
|
10 |
|
|
|
(2 |
) |
|
|
482 |
|
|
|
(44 |
) |
|
|
|
|
|
|
197 |
|
|
|
189 |
|
|
|
716 |
|
|
|
293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(3 |
) |
Cumulative Effect of Accounting Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
Net Income |
|
$ |
197 |
|
|
$ |
188 |
|
|
$ |
716 |
|
|
$ |
291 |
|
|
|
|
61
|
|
|
(1) |
|
Operating Revenues and Net Loss of the Unconventional Gas Production segment for the nine
months ended September 30, 2007 reflect the recognition of losses on hedge contracts
associated with the Antrim sale transaction and the absence of Antrim operating revenues
commencing in the third quarter of 2007. See Note 4. |
|
(2) |
|
Net Income of the Corporate & Other segment for the nine months ended September 30, 2007
results principally from the gain recognized on the Antrim sale transaction. See Note 4. |
62
Other Information
Risk Factors
In addition to the risk factors discussed below and other information set forth in this report, the
risk factors discussed in Part 1, Item 1A. Company Risk Factors in DTE Energy Companys 2006 Form
10-K, which could materially affect the Companys businesses, financial condition, future operating
results and/or cash flows should be carefully considered. Additional risks and uncertainties not
currently known to the Company, or that are currently deemed to be immaterial, also may materially
adversely affect the Companys business, financial condition and/or future operating results.
Our ability to utilize production tax credits may be limited. To reduce U.S. dependence on imported
oil, the Internal Revenue Code provides production tax credits as an incentive for taxpayers to
produce fuels from alternative sources. We have generated production tax credits from the synfuel,
coke battery, landfill gas recovery and gas production operations. We have received favorable
private letter rulings on all of the synfuel facilities. All production tax credits taken after
2003 are subject to audit by the Internal Revenue Service (IRS). If our production tax credits were
disallowed in whole or in part as a result of an IRS audit, there could be additional tax
liabilities owed for previously recognized tax credits that could significantly impact our earnings
and cash flows. The value of future credits generated may be affected by potential legislation.
Moreover, the opportunity to earn additional production tax credits related to the generation of
synfuels and recovery of landfill gas will expire at the end of 2007. The combination of IRS audits
of production tax credits, supply and demand for investment in credit producing activities and
potential legislation could have an impact on our earnings and cash flows. We have also provided
certain guarantees and indemnities in conjunction with the sales of interests in the synfuel
facilities.
This incentive provided by production tax credits is not deemed necessary if the price of oil
increases and provides significant market incentives for the production of these fuels. As such,
the tax credit in a given year is reduced if the Reference Price of oil within that year exceeds a
threshold price. The Reference Price of a barrel of oil is an estimate of the annual average
wellhead price per barrel for domestic crude oil. We project the yearly average wellhead price per
barrel of oil for the year to be approximately $6 lower than the NYMEX price for light, sweet
crude oil. The threshold price at which the credit begins to be reduced was set in 1980 and is
adjusted annually for inflation. For 2007, we estimate the threshold price at which the tax credit
would begin to be reduced is $56 per barrel and would be completely phased out if the
Reference Price reached $71 per barrel. As of September 30, 2007, the average NYMEX daily closing
price of a barrel of oil was approximately $70 for 2007, equating to an estimated Reference Price
of $64, which we estimate to be within the phase-out range.
A work interruption may adversely affect us. Unions represent approximately 5,300 of our employees.
A union choosing to strike as a negotiating tactic would have an impact on our business. There are
several bargaining units for our represented employees. In October 2007, a new three-year agreement
was ratified by approximately 950 employees in our gas operations. A July 2007 tentative agreement
was not ratified by approximately 3,100 employees in our electric operations. In October 2007, a
new tentative agreement was reached, subject to ratification by electric operations bargaining unit
members. We can provide no assurance that the new tentative agreement will be ratified by the
employees in our electric operations. The contracts of the remaining represented employees expire
at various dates in 2008 and 2009. We are unable to predict the effects a work stoppage would have
on our costs of operation and financial performance.
Failure to successfully implement new processes and information systems could interrupt our
operations. Our businesses depend on numerous information systems for operations and financial
information and billings. We are in the midst of a multi-year Company-wide initiative to improve
existing processes and implement new core information systems. We launched the first phase of our
Enterprise Business Systems project in 2005. The second phase of implementation began in April 2007
and continues throughout 2007. Failure to successfully implement new processes and new core
information systems could interrupt our operations.
63
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table provides information about Company purchases of equity securities that are
registered by the Company pursuant to Section 12 of the Securities Exchange Act of 1934 during the
quarter ended September 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
Total Number of |
|
Maximum Dollar |
|
|
Number |
|
|
|
|
|
Shares Purchased as |
|
Value that May Yet |
|
|
of Shares |
|
Average |
|
Part of Publicly |
|
Be Purchased Under |
|
|
Purchased |
|
Price Paid |
|
Announced Plans |
|
the Plans or |
Period |
|
(1) |
|
Per Share |
|
or Programs |
|
Programs (2) |
07/01/07 07/31/07
|
|
|
1,000 |
|
|
$ |
49.15 |
|
|
|
3,208,538 |
|
|
$ |
980,986,679 |
|
08/01/07 08/31/07
|
|
|
376,250 |
|
|
$ |
47.85 |
|
|
|
2,474,986 |
|
|
$ |
862,514,949 |
|
09/01/07 09/30/07
|
|
|
- |
|
|
$ |
47.83 |
|
|
|
380,800 |
|
|
$ |
844,294,092 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
377,250 |
|
|
|
|
|
|
|
6,064,324 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents shares of common stock purchased on the open market to provide shares to
participants under various employee compensation and incentive programs. These purchases were
not made pursuant to a publicly announced plan or program. |
|
(2) |
|
In January 2005, the DTE Energy Board of Directors authorized the repurchase of up to $700
million of common stock through 2008. In May 2007, the DTE Energy Board of Directors
authorized the repurchase of up to an additional $850 million of common stock through 2009.
Through September 30, 2007, repurchases of approximately $706 million of common stock were
made under these authorizations. These authorizations provide management with flexibility to
pursue share repurchases from time to time and will depend on actual and future monetizations,
cash flows and investment opportunities. |
Other Information
Shareholders Rights Agreement
Our Shareholders Rights Agreement expired by its terms on October 7, 2007 and was not
amended, extended or renewed. The Agreement had provided that, upon certain triggering events, each
holder of our common stock would be entitled to purchase from us one one-hundredth of a share of
Series A Junior Participating Preferred Stock of DTE Energy at a price of $90.
Change-in-Control Severance Agreements
DTE Energy entered into new Change-in-Control Severance Agreements (CIC Agreements) with Anthony
F. Earley, Jr., Gerard M. Anderson, Robert J. Buckler and David E. Meador. Each of the CIC
Agreements is effective as of November 8, 2007, and replaces previous change-in-control severance
agreements between the Company and such named officers. The revisions to the CIC Agreements
generally have the effect of limiting the circumstances under which the Company is obligated to
make payments to the named officers.
The CIC Agreements were revised primarily to incorporate changes necessary to comply with Section
409A of the Internal Revenue Code of 1986, as amended, relating to deferred compensation. In
addition, the CIC Agreements were amended, among other things, (i) to modify certain definitions,
generally having the effect of reducing triggering events under the agreements, (ii) to clarify how
the named officers annual bonus is calculated for purposes of the agreement, (iii) to provide for
a lump sum payment for welfare benefits (rather than continuation of benefits during the severance
period), and (iv) to add non-solicitation, non-disparagement and confidentiality provisions. In
addition, under the revised agreement, one-third of the lump sum severance payment will be paid in
consideration of a non-competition provision, which will have the effect of reducing the Companys
obligation to gross-up the named officers severance benefits to compensate him for excise taxes.
64
Amendment to Executive Supplemental Retirement Plan
On October 30, 2007, the Organization and Compensation Committee of the Board of Directors of the
Company approved an amendment to the Companys Executive Supplemental Retirement Plan (ESRP) to
reflect certain changes contemplated by the new CIC Agreements.
The descriptions set forth above are qualified in their entirety by reference to the full text of
the form of CIC Agreement and the Fourth Amendment to the ESRP which are attached to this Quarterly
Report as Exhibits 10.71 and 10.72, respectively, and are hereby incorporated by reference.
Exhibits
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
|
|
Filed: |
|
|
|
|
|
10-71
|
|
Form of Change-in-Control Severance
Agreement, dated as of November 8, 2007, between
DTE Energy Company and each of Anthony F. Earley, Jr., Gerard M. Anderson, Robert
J. Buckler and David E. Meador |
10-72
|
|
Fourth Amendment to the DTE Energy Company Executive Supplemental Retirement Plan |
31-35
|
|
Chief Executive Officer Section 302 Form 10-Q Certification |
31-36
|
|
Chief Financial Officer Section 302 Form 10-Q Certification |
|
|
|
Furnished: |
|
|
|
|
|
32-35
|
|
Chief Executive Officer Section 906 Form 10-Q Certification |
32-36
|
|
Chief Financial Officer Section 906 Form 10-Q Certification |
65
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
DTE ENERGY COMPANY
(Registrant)
|
|
Date: November 9, 2007 |
/s/ PETER B. OLEKSIAK
|
|
|
Peter B. Oleksiak |
|
|
Vice President, Controller and
Chief Accounting Officer |
|
|
66