e10vq
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended June 30, 2009
Commission file number 1-11607
DTE ENERGY COMPANY
(Exact name of registrant as specified in its charter)
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Michigan
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38-3217752 |
(State or other jurisdiction of
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(I.R.S. Employer |
incorporation or organization)
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Identification No.) |
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One Energy Plaza, Detroit, Michigan
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48226-1279 |
(Address of principal executive offices)
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(Zip Code) |
313-235-4000
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period
that the registrant was required to submit and post such files).
Yes o No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated
filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
(Check one):
Large accelerated filer þ | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller reporting company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).
Yes o No þ
At June 30, 2009, 164,472,648 shares of DTE Energys common stock were outstanding, substantially
all of which were held by non-affiliates.
DTE Energy Company
Quarterly Report on Form 10-Q
Quarter Ended June 30, 2009
TABLE OF CONTENTS
Definitions
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Company
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DTE Energy Company and any subsidiary companies |
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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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FASB
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Financial Accounting Standards Board |
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FERC
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Federal Energy Regulatory Commission |
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FSP
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FASB Staff Position |
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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 which
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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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 through December 31, 2007 generated 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 |
Bcfe
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Conversion metric of natural gas, the ratio of 6 Mcf of gas to 1 barrel of oil |
GWh
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Gigawatthour of electricity |
kWh
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Kilowatthour of electricity |
Mcf
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Thousand cubic feet of gas |
MMcf
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Million cubic feet of gas |
MW
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Megawatt of electricity |
MWh
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Megawatthour of electricity |
2
Forward-Looking Statements
Certain information presented herein includes forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements involve certain risks
and uncertainties that may cause actual future results to differ materially from those presently
contemplated, projected, estimated or budgeted. Many factors may impact forward-looking statements
including, but not limited to, the following:
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the length and severity of ongoing economic decline; |
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changes in the economic and financial viability of our customers, suppliers, and
trading counterparties, and the continued ability of such parties to perform their
obligations to the Company; |
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high levels of uncollectible accounts receivable; |
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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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instability in capital markets which could impact availability of short and long-term
financing; |
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potential for continued loss on investments, including nuclear decommissioning and
benefit plan assets; |
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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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the availability, cost, coverage and terms of insurance and stability of insurance
providers; |
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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 increasing costs of remediation and
compliance, including actual and potential new federal and state requirements that include
or could include carbon and more stringent mercury emission controls, a renewable portfolio
standard, energy efficiency mandates, and a carbon tax or cap and trade structure; |
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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 impact of collective bargaining agreements; |
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unplanned outages; |
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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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the effects of competition; |
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the uncertainties of successful exploration of gas shale resources and challenges in
estimating gas reserves with certainty; |
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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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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 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; and |
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binding arbitration, litigation and related appeals. |
New factors emerge from time to time. We cannot predict what factors may arise or how such factors
may cause our results to differ materially from those contained in any forward-looking statement.
Any forward-looking statements refer only as of the date on which such statements are made. We
undertake no obligation to update any forward-looking statement to reflect events or circumstances
after the date on which such statement is made or to reflect the occurrence of unanticipated
events.
4
Part I Item 2.
DTE ENERGY COMPANY
Managements Discussion and Analysis
of Financial Condition and Results of Operations
OVERVIEW
DTE Energy is a diversified energy company with 2008 revenues in excess of $9 billion and
approximately $24 billion of assets. We are the parent company of Detroit Edison and MichCon,
regulated electric and gas utilities engaged primarily in the business of providing electricity and
natural gas sales, distribution and storage services throughout southeastern Michigan. We operate
four energy-related non-utility segments with operations throughout the United States.
Net income attributable to DTE Energy in the second quarter of 2009 was $83 million, or $0.51 per
diluted share, compared to net income attributable to DTE Energy of $28 million, or $0.17 per
diluted share, in the second quarter of 2008. Net income attributable to DTE Energy for the six
months ended June 30, 2009 was $261 million, or $1.59 per diluted share, compared to net income
attributable to DTE Energy of $240 million, or $1.47 per diluted share, in the comparable period of
2008. The increases are primarily due to higher earnings in the electric utility and energy
trading segments, partially offset in the six-month period, by the $80 million after-tax gain
recorded in the Unconventional Gas production segment on the 2008 sale of a portion of Barnett
shale properties.
Please see detailed explanations of segment performance in the following Results of Operations
section.
The items discussed below influenced our current financial performance and may affect future
results:
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Impacts of national and regional economic conditions on utility and non-utility operations,
including automotive industry uncertainty; |
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Effects of weather on utility operations; |
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Collectibility of accounts receivable on utility operations; |
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Impact of regulatory decisions on utility operations; |
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Results in our Energy Trading business; and |
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Required renewable, energy-efficiency, environmental and reliability-related capital
investments and other costs. |
Reference in this report to we, us, our, Company or DTE are to DTE Energy and its
subsidiaries, collectively.
UTILITY OPERATIONS
Our Electric Utility segment consists of Detroit Edison, which is engaged in the generation,
purchase, distribution and sale of electricity to approximately 2.2 million customers in
southeastern Michigan.
Our Gas Utility segment consists of MichCon and Citizens Gas Fuel Company (Citizens). MichCon is
engaged in the purchase, storage, transmission, distribution and sale of natural gas to
approximately 1.2 million customers throughout Michigan. MichCon also has subsidiaries involved in
the gathering, processing and transmission of natural gas in northern Michigan. Citizens
distributes natural gas in Adrian, Michigan to approximately 17,000 customers.
Impact of National and Regional Economic Conditions on our Utility Operations Revenues from our
utility operations follow the economic cycles of the customers we serve. Unfavorable national and
regional economic trends have resulted in reduced demand for electricity in our service territory and high
levels in our uncollectible
5
accounts receivable. The magnitude of these trends will be driven by
the impacts of the challenges in the domestic automotive industry and the timing and level of
recovery in the national and regional economies. Direct and indirect effects of further automotive
and other industrial plant closures could have a significant impact on the results of Detroit
Edison. As discussed further below, deteriorating economic conditions impact our ability to collect
amounts due from our electric and gas customers and drive increased thefts of electricity and
natural gas. In the face of these economic conditions, we are actively managing our cash, capital
expenditures, cost structure and liquidity to maintain our financial strength. See Note 8 of the
Notes to Consolidated Financial Statements.
Effects of Weather on Utility Operations Earnings from our utility operations are seasonal and
very sensitive to weather. Electric utility earnings are primarily dependent on hot summer weather,
while the gas utilitys results are primarily dependent on cold winter weather.
Collectibility of Accounts Receivable on Utility Operations Both utilities continue to
experience high levels of past due receivables, which is primarily attributable to economic
conditions. Our service territories continue to experience high levels of unemployment,
underemployment and low income households, home foreclosures and a lack of adequate levels of
assistance for low-income customers. We have taken actions to manage the level of past due
receivables, including increasing customer disconnections, contracting with collection agencies and
working with Michigan officials and others to increase the share of low-income funding allocated to
our customers. The April 2005 MPSC gas rate order provided for an uncollectible true-up mechanism
for MichCon. The uncollectible true-up mechanism enables MichCon to recover ninety percent of the
difference between the actual uncollectible expense for each year and $37 million after an annual
reconciliation proceeding before the MPSC. We experienced a decrease in our uncollectible accounts
expense for the two utilities to approximately $71 million in the 2009 second quarter from
approximately $94 million in the 2008 second quarter. Uncollectible accounts expense was
approximately $114 million during the six months ended June 30, 2009, in comparison to $136 million
during the six months ended June 30, 2008. The 2008 periods experienced higher expense due to an
analysis of our greater than ninety day receivables that indicated a change in the mix of customers
in that group and therefore an increased risk of collection. The bankruptcies of General Motors
Corporation (GM) and Chrysler LLC (Chrysler) did not have a significant impact to our uncollectible
expense in the 2009 periods.
Impact of Regulatory Decisions on Utility Operations
Detroit Edison filed a general rate case on January 26, 2009 based on a twelve months ended June
2008 historical test year. The filing with the MPSC requested a $378 million, or 8.1 percent
average increase in Detroit Edisons annual revenues for the twelve months ended June 30, 2010
projected test year. The requested $378 million increase in revenues is required to recover the
increased costs associated with environmental compliance, operation and maintenance of the
Companys electric distribution system and generation plants, customer uncollectible accounts,
inflation, the capital costs of plant additions and the reduction in territory sales. Pursuant to
an MPSC order issued May 26, 2009, Detroit Edison filed proposed tariffs on June 26, 2009 to
implement $280 million of its requested annual increase on July 26, 2009. On July 16, 2009, the
MPSC issued an order requiring Detroit Edison to implement the increase by applying the rate design
reflected in its January 26, 2009 application. Detroit Edison expects the impact of this
self-implemented increase would be significantly offset by its plan to begin reducing its PSCR
factor beginning August 1, 2009. This increase will remain in place until a final order is issued
by the MPSC, which is expected in January 2010. If the final rate case order provides for lower
rates than we have self-implemented, we must refund the difference with interest.
MichCon filed a general rate case on June 9, 2009 based on a 2008 historical test year. The filing
with the MPSC requested a $193 million, or 11.5 percent average increase in MichCons annual
revenues for a 2010 projected test year. The requested $193 million increase in revenues is
required to recover the increased costs associated with the revenue requirement associated with
increased investments in net plant and working capital, the impact of high levels of uncollectible
expense and the cost of natural gas theft primarily due to economic conditions in Michigan, sales
reductions due to customer conservation and the
trend of warmer weather on MichCons market, and increasing operating costs, largely due to
inflation. Pursuant to the October 2008 Michigan legislation, and the settlement in MichCons last
base gas sale case, MichCon anticipates self-implementing a rate increase on January 1, 2010.
See Note 5 of the Notes to Consolidated Financial Statements.
6
NON-UTILITY OPERATIONS
We have significant investments in non-utility asset-intensive businesses. We employ disciplined
investment criteria when assessing opportunities that leverage our assets, skills and expertise.
Specifically, we invest in targeted energy markets with attractive competitive dynamics where
meaningful scale is in alignment with our risk profile.
Gas Midstream
Gas Midstream owns partnership interests in two interstate transmission pipelines and two natural
gas storage fields. The pipeline and storage assets are primarily supported by long-term,
fixed-price revenue contracts. We have a partnership interest in Vector Pipeline (Vector), an
interstate transmission pipeline, which connects Michigan to Chicago and Ontario. We also have a
partnership interest in Millennium Pipeline Company (Millennium), which was placed in service in
December 2008. Millennium indirectly connects southern New York State to Upper Midwest/Canadian
supply, while providing transportation service into the New York City markets. We have storage
assets in Michigan capable of storing up to 89 Bcf in natural gas storage fields located in
Southeast Michigan. The Washington 10 and 28 storage facilities are high deliverability storage
fields having bi-directional interconnections with Vector and MichCon providing our customers
access to the Chicago, Michigan, other Midwest and Ontario market centers. The pipeline and storage
business is expanding capacity to serve markets throughout the Midwest and Northeast United States
regions.
Unconventional Gas Production
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production within the Barnett shale in north Texas. We continue to develop our position, with total
leasehold acreage of 61,520 (59,698 acres, net of impairment and interest of others). Due to
economic conditions and lower natural gas prices, we have chosen to do minimal lease acquisitions
during the first half of 2009. However, we continue to evaluate leasing opportunities in active
development areas in the Barnett shale to optimize our existing portfolio.
In 2008, we sold a portion of our Barnett shale properties for gross proceeds of approximately $260
million. The properties sold included 75 Bcfe of proved reserves on approximately 11,000 net acres
in the core area of the Barnett shale.
We continue to develop our holdings in the western portion of the Barnett shale and to seek
opportunities for additional monetization of select properties within our Barnett shale holdings,
when conditions are appropriate. We expect to invest approximately $25 million in 2009. During
2009, we expect to drill 10 to 15 new wells and achieve Barnett shale production of approximately 5
to 6 Bcfe of natural gas, compared with approximately 5 Bcfe in 2008.
As a component of our risk management strategy for our Barnett shale reserves, we hedged a portion
of anticipated production from our reserves to secure an attractive investment return. As of June
30, 2009, we have a series of cash flow hedges for approximately 2.2 Bcf of anticipated Barnett gas
production through 2010 at an average price of $7.28 per Mcf.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers; provide
coal transportation and marketing; and sell electricity from biomass-fired energy projects. This
business segment provides utility-
type services using project assets usually located on or near the customers premises in the steel,
automotive, pulp and paper, airport and other industries.
Services provided include pulverized coal and petroleum coke supply and metallurgical coke supply,
power generation, steam production, chilled water production, wastewater treatment and compressed
air supply. We own and operate one gas-fired peaking electric generating plant, two biomass-fired
electric generating plants and operate one coal-fired power plant. A third biomass-fired electric
generating plant is currently under development with an expected in-service date of June 2010. This
business segment also develops, owns and operates landfill gas recovery systems throughout the
United States and produces metallurgical coke from three coke batteries. The production of
7
coke from two of the coke batteries generates production tax credits. The business provides coal
transportation-related services including fuel, transportation, storage, blending and rail
equipment management services. We specialize in minimizing fuel costs and maximizing reliability of
supply for energy-intensive customers. Additionally, we participate in coal marketing and trading
and the purchase and sale of emissions credits. This business segment performs coal mine methane
extraction, in which we recover methane gas from mine voids for processing and delivery to natural
gas pipelines.
Energy Trading
Energy Trading focuses on physical and financial power and gas marketing and trading, structured
transactions, enhancement of returns from DTE Energys asset portfolio and the optimization of
contracted natural gas pipeline transportation and storage, and power transmission and generating
capacity positions. Energy Trading also provides natural gas, power and ancillary services to
various utilities which may include the management of associated storage and transportation
contracts on the customers behalf. Our customer base is predominantly utilities, local
distribution companies, pipelines, and other marketing and trading companies. We enter into
derivative financial instruments as part of our marketing and hedging activities. We also enter
into contracts for the purchase or sale of commodities which may also qualify as derivative
contracts. Our derivative instruments and contracts are accounted for under the mark-to-market
method, which results in the recognition of unrealized gains and losses from changes in the fair
value of the derivatives, unless specific hedge criteria are met. We utilize forwards, futures,
swaps and option contracts to mitigate risk associated with our marketing and trading activity as
well as for proprietary trading within defined risk guidelines. Energy Trading also provides
commodity risk management services to the other businesses within DTE Energy.
Significant portions of the electric and gas marketing and trading portfolio are economically
hedged. The portfolio includes financial instruments and gas inventory, as well as contracted
natural gas pipeline transportation and storage and power generation capacity positions. Most
financial instruments are deemed derivatives, whereas proprietary gas inventory, power
transmission, pipelines and storage assets are not derivatives. As a result, this segment may
experience earnings volatility as derivatives are marked-to-market without revaluing the underlying
non-derivative contracts and assets. This results in gains and losses that are recognized in
different accounting periods. We may incur mark-to-market accounting gains or losses in one period
that could reverse in subsequent periods.
CAPITAL INVESTMENT
We anticipate significant capital investment across all of our business segments during the next
five years. Most of our capital expenditures will be concentrated within our utility segments. Our
electric utility segment currently expects to invest approximately $6 billion (excluding
investments in new base-load generation capacity, if any), including renewable and
energy-efficiency related expenditures, increased environmental requirements and reliability
enhancement projects during the period of 2009 through 2013. Our gas utility segment currently
expects to invest approximately $850 million on system expansion, pipeline safety and reliability
enhancement projects through the same period. We plan to seek regulatory approval to include these
capital expenditures within our regulatory rate base consistent with prior treatment. Due to the
economy and credit market conditions, we are continually reviewing our capital expenditure
commitments for potential reductions and deferrals and plan to adjust spending as appropriate.
ENVIRONMENTAL MATTERS
Proposals for voluntary initiatives and mandatory controls are being discussed in the United States
to reduce greenhouse gases such as carbon dioxide, a by-product of burning fossil fuels. On June
26, 2009, the U.S. House of Representatives passed the American Clean Energy and Security Act
(ACESA). The bill has yet to be taken up by the U.S. Senate. The ACESA includes a cap and trade
program that would start in 2012 and provides for costs for emissions of greenhouse gases (e.g.
carbon dioxide). Meanwhile, the EPA is beginning to implement regulatory action under the Clean Air
Act to address climate change. There may be further legislative and or regulatory action to
address the issue of changes in climate that may result from the build-up of greenhouse gases in
the atmosphere. If passed, legislative or regulatory actions as currently being discussed could
have a material impact on our operations and financial position and the rates we charge our
customers.
8
In July 2009, DTE Energy received a Notice of Violation/Finding of Violation (NOV/FOV) from the EPA
alleging, among other things, that five Detroit Edison power plants violated New Source Review
standards, Prevention of Significant Deterioration requirements, and Title V operating permit
requirements under the Clean Air Act. We are in the process of preparing our response to the
NOV/FOV, but we believe that the plants identified by the EPA have complied with applicable
regulations. Depending upon the outcome of our discussions with the EPA regarding the NOV/FOV, the
EPA could bring legal action against Detroit Edison. We could also be required to install
additional pollution control equipment at some or all of the power plants in question, engage in
Supplemental Environmental Programs, and/or pay fines. We cannot predict the financial impact or
outcome of this matter, or the timing of its resolution.
OUTLOOK
The next few years will be a period of rapid change for DTE Energy and for the energy industry. Our
strong utility base, combined with our integrated non-utility operations, position us well for
long-term growth.
Looking forward, we will focus on several areas that we expect will improve future performance:
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continuing to pursue regulatory stability and investment recovery for our utilities; |
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managing the growth of our utility asset base; |
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enhancing our cost structure across all business segments; |
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managing cash, capital and liquidity to maintain or improve our financial strength; |
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improving Electric and Gas Utility customer satisfaction; and |
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investing in businesses that integrate our assets and leverage our skills and
expertise. |
We will continue to pursue opportunities to grow our businesses in a disciplined manner if we can
secure opportunities that meet our strategic, financial and risk criteria.
9
RESULTS OF OPERATIONS
The following sections provide a detailed discussion of the operating performance and future
outlook of our segments.
Net income attributable to DTE Energy by segment for the three and six month periods ended June 30,
2009 and 2008 is as follows:
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Three Months Ended |
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Six Months Ended |
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June 30 |
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June 30 |
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(in Millions) |
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2009 |
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2008 |
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2009 |
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2008 |
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Net Income Attributable to DTE Energy Company: |
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Electric Utility |
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$ |
79 |
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$ |
51 |
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$ |
157 |
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$ |
92 |
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Gas Utility |
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(15 |
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(11 |
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46 |
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48 |
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Non-utility Operations: |
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Gas Midstream |
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10 |
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8 |
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24 |
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16 |
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Unconventional Gas Production (1) |
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(2 |
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4 |
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(4 |
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86 |
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Power and Industrial Projects |
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(6 |
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(6 |
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(2 |
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4 |
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Energy Trading |
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27 |
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(14 |
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67 |
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17 |
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Corporate & Other |
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(10 |
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(4 |
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(27 |
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(35 |
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Income (Loss) from Continuing Operations: |
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Utility |
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64 |
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40 |
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203 |
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140 |
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Non-utility |
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29 |
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(8 |
) |
|
|
85 |
|
|
|
123 |
|
Corporate & Other |
|
|
(10 |
) |
|
|
(4 |
) |
|
|
(27 |
) |
|
|
(35 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
83 |
|
|
|
28 |
|
|
|
261 |
|
|
|
228 |
|
Discontinued Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to DTE Energy Company |
|
$ |
83 |
|
|
$ |
28 |
|
|
$ |
261 |
|
|
$ |
240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Results of the Unconventional Gas Production segment in the
2008 six-month period reflects the gain on the sale of a portion of
the Barnett shale properties. See Note 4. |
ELECTRIC UTILITY
Our Electric Utility segment consists of Detroit Edison.
Electric Utility results for the three and six months ended June 30, 2009 as compared to the
comparable periods in 2008 are discussed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
1,108 |
|
|
$ |
1,173 |
|
|
$ |
2,226 |
|
|
$ |
2,326 |
|
Fuel and Purchased Power |
|
|
372 |
|
|
|
415 |
|
|
|
712 |
|
|
|
817 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
736 |
|
|
|
758 |
|
|
|
1,514 |
|
|
|
1,509 |
|
Operation and Maintenance |
|
|
306 |
|
|
|
369 |
|
|
|
622 |
|
|
|
727 |
|
Depreciation and Amortization |
|
|
197 |
|
|
|
178 |
|
|
|
385 |
|
|
|
370 |
|
Taxes Other Than Income |
|
|
44 |
|
|
|
60 |
|
|
|
104 |
|
|
|
122 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
189 |
|
|
|
151 |
|
|
|
403 |
|
|
|
290 |
|
Other (Income) and Deductions |
|
|
61 |
|
|
|
71 |
|
|
|
145 |
|
|
|
145 |
|
Income Tax Provision |
|
|
49 |
|
|
|
29 |
|
|
|
101 |
|
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to DTE Energy Company |
|
$ |
79 |
|
|
$ |
51 |
|
|
$ |
157 |
|
|
$ |
92 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percentage of Operating Revenues |
|
|
17 |
% |
|
|
13 |
% |
|
|
18 |
% |
|
|
12 |
% |
10
Gross margin decreased $22 million in the second quarter of 2009 and increased $5 million in the
six-month period ended June 30, 2009. The following table details changes in various gross margin
components relative to the comparable prior period:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Three Months |
|
|
Six Months |
|
Weather |
|
$ |
(20 |
) |
|
$ |
(17 |
) |
Economy |
|
|
(66 |
) |
|
|
(103 |
) |
April 2008 expiration of show-cause rate decrease |
|
|
6 |
|
|
|
23 |
|
December 2008 rate order |
|
|
22 |
|
|
|
40 |
|
Securitization bond and tax surcharge rate increase |
|
|
17 |
|
|
|
25 |
|
Other, net |
|
|
19 |
|
|
|
37 |
|
|
|
|
|
|
|
|
Increase (decrease) in gross margin |
|
$ |
(22 |
) |
|
$ |
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Six Months Ended |
|
|
June 30 |
|
June 30 |
(in Thousands of MWh) |
|
2009 |
|
2008 |
|
2009 |
|
2008 |
Electric Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
3,147 |
|
|
|
3,428 |
|
|
|
6,885 |
|
|
|
7,360 |
|
Commercial |
|
|
4,536 |
|
|
|
4,913 |
|
|
|
8,959 |
|
|
|
9,275 |
|
Industrial |
|
|
2,385 |
|
|
|
3,231 |
|
|
|
5,022 |
|
|
|
6,747 |
|
Wholesale |
|
|
695 |
|
|
|
700 |
|
|
|
1,399 |
|
|
|
1,423 |
|
Other |
|
|
87 |
|
|
|
87 |
|
|
|
200 |
|
|
|
196 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,850 |
|
|
|
12,359 |
|
|
|
22,465 |
|
|
|
25,001 |
|
Interconnections sales (1) |
|
|
1,189 |
|
|
|
1,183 |
|
|
|
2,224 |
|
|
|
2,009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales |
|
|
12,039 |
|
|
|
13,542 |
|
|
|
24,689 |
|
|
|
27,010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Deliveries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Retail and Wholesale |
|
|
10,850 |
|
|
|
12,359 |
|
|
|
22,465 |
|
|
|
25,001 |
|
Electric Customer Choice (2) |
|
|
344 |
|
|
|
296 |
|
|
|
661 |
|
|
|
752 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales and Deliveries |
|
|
11,194 |
|
|
|
12,655 |
|
|
|
23,126 |
|
|
|
25,753 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents power that is not distributed by Detroit Edison. |
|
(2) |
|
Includes deliveries for self generators who have purchased power from alternative energy
suppliers to supplement their power requirements. |
Power Generated and Purchased
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Thousands of MWh) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Power Plant Generation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fossil |
|
|
9,852 |
|
|
|
10,347 |
|
|
|
19,694 |
|
|
|
20,587 |
|
Nuclear |
|
|
1,486 |
|
|
|
2,408 |
|
|
|
3,740 |
|
|
|
4,751 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,338 |
|
|
|
12,755 |
|
|
|
23,434 |
|
|
|
25,338 |
|
Purchased Power |
|
|
1,464 |
|
|
|
1,509 |
|
|
|
2,816 |
|
|
|
3,239 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
System Output |
|
|
12,802 |
|
|
|
14,264 |
|
|
|
26,250 |
|
|
|
28,577 |
|
Less Line Loss and Internal Use |
|
|
(763 |
) |
|
|
(722 |
) |
|
|
(1,561 |
) |
|
|
(1,567 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net System Output |
|
|
12,039 |
|
|
|
13,542 |
|
|
|
24,689 |
|
|
|
27,010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Unit Cost ($/MWh) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Generation (1) |
|
$ |
18.97 |
|
|
$ |
17.98 |
|
|
$ |
18.10 |
|
|
$ |
17.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased Power |
|
$ |
41.83 |
|
|
$ |
61.53 |
|
|
$ |
38.05 |
|
|
$ |
61.56 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Overall Average Unit Cost |
|
$ |
21.58 |
|
|
$ |
22.59 |
|
|
$ |
20.24 |
|
|
$ |
22.31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents fuel costs associated with power plants. |
11
Operation and maintenance expense decreased $63 million in the second quarter of 2009 and $105
million in the six-month period ended June 30, 2009. The
decrease for the second quarter is primarily due to $23 million
from the timing of maintenance activities, $25 million from continuous improvement initiatives resulting in lower contract labor and
outside services expense, information technology and other staff expenses, lower storm expenses of
$14 million and $12 million from employee benefit-related changes, partially offset by higher
pension and healthcare costs of $15 million. The decrease for the six-month period is primarily due
to $37 million from the timing of maintenance activities, $59 million from continuous improvement initiatives resulting in lower contract
labor and outside services expense, information technology and other
staff expenses, $21 million
from employee benefit-related changes and lower storm expenses of $14 million, partially offset by
higher pension and healthcare costs of $31 million.
Taxes other than income were lower by $16 million in the 2009 second quarter and $18 million in the
2009 six-month period due primarily to a $13 million reduction in property tax expense due to
refunds received in partial settlement of appeals of assessments for prior years.
Outlook We will move forward in our efforts to continue to improve the operating performance and
cash flow of Detroit Edison. We continue to resolve outstanding regulatory issues. Many of these
issues have been addressed by the legislation signed by the Governor of Michigan in October 2008.
Looking forward, additional issues, such as volatility in prices for coal and other commodities,
investment returns and changes in discount rate assumptions in benefit plans, health care costs and
higher levels of capital spending, will result in us continuing to pursue opportunities to improve
productivity, remove waste and decrease our costs while improving customer satisfaction.
Unfavorable national and regional economic trends have resulted in reduced demand for electricity
in our service territory and increases in our uncollectible accounts receivable. The magnitude of
these trends will be driven by the impacts of the challenges in the domestic automotive industry
and the timing and level of recovery in the national and regional economies. Direct and indirect
effects of further automotive and other industrial plant closures could have a significant impact
on the results of Detroit Edison. We continue to monitor developments in this sector. Due to the
economy and credit market conditions, in the near term, we are reviewing our capital expenditure
commitments for potential adjustments as appropriate.
The following variables, either individually or in combination, could impact our future results:
|
|
|
Economic conditions within Michigan resulting in lower demand and increased thefts of
electricity; |
|
|
|
|
Collectibility of accounts receivable; |
|
|
|
|
Instability in capital markets which could impact availability of short and long-term
financing or the potential for loss on investments; |
|
|
|
|
Increases in future expense and contributions to pension and other postretirement plans
due to declines in asset values resulting from market conditions; |
|
|
|
|
The amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals or new legislation; |
|
|
|
|
Our ability to reduce costs and maximize plant and distribution system performance; |
|
|
|
|
Weather; |
|
|
|
|
The level of customer participation in the electric Customer Choice program; and |
|
|
|
|
Environmental issues, laws, regulations, and the increasing costs of remediation and
compliance, including actual and potential new federal and state requirements that could
include carbon and more stringent mercury emission controls, a renewable portfolio
standard, energy efficiency mandates, and a carbon tax or cap and trade structure. |
12
GAS UTILITY
Our Gas Utility segment consists of MichCon and Citizens.
Gas Utility results for the three and six months ended June 30, 2009 as compared to the comparable
periods in 2008 are discussed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
292 |
|
|
$ |
397 |
|
|
$ |
1,063 |
|
|
$ |
1,312 |
|
Cost of Gas |
|
|
138 |
|
|
|
216 |
|
|
|
651 |
|
|
|
870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
154 |
|
|
|
181 |
|
|
|
412 |
|
|
|
442 |
|
Operation and Maintenance |
|
|
123 |
|
|
|
148 |
|
|
|
242 |
|
|
|
271 |
|
Depreciation and Amortization |
|
|
27 |
|
|
|
26 |
|
|
|
53 |
|
|
|
50 |
|
Taxes Other Than Income |
|
|
12 |
|
|
|
12 |
|
|
|
26 |
|
|
|
26 |
|
Other Asset Losses and Reserves, Net |
|
|
(1 |
) |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(7 |
) |
|
|
(5 |
) |
|
|
92 |
|
|
|
95 |
|
Other (Income) and Deductions |
|
|
15 |
|
|
|
10 |
|
|
|
28 |
|
|
|
25 |
|
Income Tax Provision |
|
|
(7 |
) |
|
|
(4 |
) |
|
|
18 |
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) Attributable to DTE Energy Company |
|
$ |
(15 |
) |
|
$ |
(11 |
) |
|
$ |
46 |
|
|
$ |
48 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percentage of Operating Revenues |
|
|
(2 |
)% |
|
|
(1 |
)% |
|
|
9 |
% |
|
|
7 |
% |
Gross margin decreased $27 million in the second quarter of 2009 and $30 million in the six-month
period ended June 30, 2009. For the second quarter, this decrease reflects $19 million of lower
revenues from the uncollectible tracking mechanism, lower end user transportation revenue of $7
million, $5 million of lower valued gas received as compensation for transportation of third party
gas, $3 million of continued customer conservation efforts and a $2 million unfavorable result from
lost and stolen gas, partially offset by $7 million higher midstream transportation and storage
revenues and the effects of favorable weather of $2 million.
For the six-month period, the decrease reflects $16 million of lower revenues from the
uncollectible tracking mechanism, $14 million unfavorable result from lost and stolen gas, $10
million of continued customer conservation efforts, lower end user transportation revenue of $6
million, partially offset by $8 million higher midstream transportation and storage revenues, the
effects of favorable weather of $5 million and $3 million higher appliance service revenues.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
|
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Gas Markets (in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
$ |
219 |
|
|
$ |
322 |
|
|
$ |
892 |
|
|
$ |
1,141 |
|
End user transportation |
|
|
26 |
|
|
|
32 |
|
|
|
78 |
|
|
|
83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
245 |
|
|
|
354 |
|
|
|
970 |
|
|
|
1,224 |
|
Intermediate transportation |
|
|
17 |
|
|
|
16 |
|
|
|
34 |
|
|
|
35 |
|
Storage and other |
|
|
30 |
|
|
|
27 |
|
|
|
59 |
|
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
292 |
|
|
$ |
397 |
|
|
$ |
1,063 |
|
|
$ |
1,312 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Markets (in Bcf) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
|
18 |
|
|
|
19 |
|
|
|
86 |
|
|
|
90 |
|
End user transportation |
|
|
21 |
|
|
|
23 |
|
|
|
63 |
|
|
|
67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
39 |
|
|
|
42 |
|
|
|
149 |
|
|
|
157 |
|
Intermediate transportation |
|
|
123 |
|
|
|
122 |
|
|
|
267 |
|
|
|
238 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
162 |
|
|
|
164 |
|
|
|
416 |
|
|
|
395 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13
Operation and maintenance expense decreased $25 million in the second quarter of 2009 and $29
million in the six-month period ended June 30, 2009. The decrease for the second quarter is primarily due to $20
million of lower uncollectible expense $7 million from continuous improvement initiatives
resulting in lower contract labor and outside services expense, information technology and other
staff expenses, $5 million from employee benefit-related changes, partially offset by higher
pension and healthcare costs of $7 million. The decrease for the six-month period is primarily due
to $19 million of lower uncollectible expense, $14 million from continuous improvement initiatives
resulting in lower contract labor and outside services expense, information technology and other
staff expenses, and $7 million from employee benefit-related changes, partially offset by higher
pension and healthcare costs of $14 million.
Outlook Volatile gas prices and deteriorating economic conditions have resulted in continued
pressure on receivables and working capital requirements that are partially mitigated by the MPSCs
GCR and uncollectible true-up mechanisms. We will continue to seek opportunities to improve
productivity, minimize lost and stolen gas, remove waste and decrease our costs while improving
customer satisfaction.
Unfavorable national and regional economic trends have resulted in a decrease in the number of
customers in our service territory and continued high levels of uncollectible accounts receivable.
The magnitude of these trends will be driven by the impacts of the challenges in the domestic
automotive industry and the timing and level of recovery in the national and regional economies.
The following variables, either individually or in combination, could impact our future results:
|
|
|
Economic conditions within Michigan resulting in lower demand and increased thefts of
natural gas; |
|
|
|
|
Collectibility of accounts receivable; |
|
|
|
|
Instability in capital markets which could impact availability of short and long-term
financing or the potential for loss investments; |
|
|
|
|
Increases in future expense and contributions to pension and other postretirement plans
due to declines in asset values resulting from market conditions; |
|
|
|
|
The amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals or new legislation; |
|
|
|
|
Our ability to reduce costs and maximize distribution system performance; |
|
|
|
|
Weather; |
|
|
|
|
Customer conservation; |
|
|
|
|
Volatility in the short-term natural gas storage markets which impact third-party
storage revenues; and |
|
|
|
|
Any current and potential new federal and state environmental, and energy efficiency
requirements. |
14
NON-UTILITY OPERATIONS
Gas Midstream
Our Gas Midstream segment consists of our gas pipelines and storage business.
Gas Midstream results for the three and six months ended June 30, 2009 as compared to the
comparable periods in 2008 are discussed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
20 |
|
|
$ |
17 |
|
|
$ |
42 |
|
|
$ |
34 |
|
Operation and Maintenance |
|
|
4 |
|
|
|
3 |
|
|
|
7 |
|
|
|
7 |
|
Depreciation and Amortization |
|
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
3 |
|
Taxes Other Than Income |
|
|
1 |
|
|
|
|
|
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
14 |
|
|
|
13 |
|
|
|
31 |
|
|
|
23 |
|
Other (Income) and Deductions |
|
|
(4 |
) |
|
|
(1 |
) |
|
|
(11 |
) |
|
|
(5 |
) |
Income Tax Provision |
|
|
7 |
|
|
|
6 |
|
|
|
17 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
|
11 |
|
|
|
8 |
|
|
|
25 |
|
|
|
16 |
|
Attributable to Noncontrolling Interests |
|
|
1 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to DTE Energy Company |
|
$ |
10 |
|
|
$ |
8 |
|
|
$ |
24 |
|
|
$ |
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to DTE Energy increased $2 million and $8 million for the 2009 second
quarter and six-month periods. The increases were driven by higher operating revenues resulting
from increased capacity sold with higher rates on long-term agreements and higher short-term
contract revenue. In addition, there were higher pipeline operating earnings from both Vector and
Millennium.
Outlook Our Gas Midstream business expects to continue its steady growth plan. In April 2008, an
additional 7 Bcf of storage capacity was placed in service, which was followed by an additional 2
Bcf in April 2009. The Vector Pipeline Phase 2 expansion is currently under construction and will
add approximately 100 MMcf/day, with an expected in-service date of November 2009. The 2009
expansion project is supported by customers under long-term contracts. Millennium Pipeline was
placed in service in December 2008 and currently has nearly 85 percent of its capacity sold to
customers under long-term contracts. We are also a 50 percent owner in the proposed Dawn Gateway
Pipeline which will provide transport between our Michigan storage facilities and the Dawn Hub in
Ontario, Canada.
Unconventional Gas Production
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production primarily within the Barnett shale in northern Texas.
Unconventional Gas Production results for the three and six months ended June 30, 2009 as compared
to the comparable periods in 2008 are discussed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
8 |
|
|
$ |
13 |
|
|
$ |
15 |
|
|
$ |
23 |
|
Operation and Maintenance |
|
|
3 |
|
|
|
5 |
|
|
|
7 |
|
|
|
11 |
|
Depreciation, Depletion and Amortization |
|
|
4 |
|
|
|
3 |
|
|
|
9 |
|
|
|
5 |
|
Taxes Other Than Income |
|
|
1 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
Other Asset (Gains) and Losses, Reserves and Impairments, net |
|
|
1 |
|
|
|
(2 |
) |
|
|
1 |
|
|
|
(128 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(1 |
) |
|
|
7 |
|
|
|
(3 |
) |
|
|
135 |
|
Other (Income) and Deductions |
|
|
2 |
|
|
|
1 |
|
|
|
3 |
|
|
|
1 |
|
Income Tax Provision (Benefit) |
|
|
(1 |
) |
|
|
2 |
|
|
|
(2 |
) |
|
|
48 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) Attributable to DTE Energy Company |
|
$ |
(2 |
) |
|
$ |
4 |
|
|
$ |
(4 |
) |
|
$ |
86 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15
Operating revenues decreased $5 million in the second quarter of 2009 and $8 million in the 2009
six-month period as a result of lower commodity prices, despite a 12% increase in production.
Operation and maintenance expense was lower by $2 million and $4 million in the second quarter and
six-month period ended June 30, 2009, respectively, due to the ample supply of service companies
available and our ability to secure lower prices for oilfield services. For the six-month period
of 2009, Barnett shale production was approximately 2.7 Bcfe of natural gas compared with
approximately 2.4 Bcfe during the same period of 2008.
Other asset (gains) and losses, reserves and impairments, net decreased in the six-month period
ended June 30, 2009 as compared to 2008 due to the gain of $128 million ($80 million after-tax) on
the 2008 sale of a portion of our Barnett shale properties.
Outlook In the longer-term, we plan to continue to develop our holdings in the western portion
of the Barnett shale and to seek opportunities for additional monetization of select properties
within our Barnett shale holdings, when conditions are appropriate. Our strategy for 2009 is
centered on reducing operating expenses and optimizing production volume. During 2009, we expect to
invest approximately $20 million to $25 million to drill 10 to 15 new wells and achieve Barnett
shale production of approximately 5 to 6 Bcfe of natural gas, compared with approximately 5 Bcfe in
2008.
Power and Industrial Projects
Our Power and Industrial Projects segment is comprised primarily of projects that deliver
utility-type products and services to industrial, commercial and institutional customers; provide
coal transportation services; and sell electricity from biomass-fired energy projects.
Power and Industrial Projects results for the three and six months ended June 30, 2009 as compared
to the comparable periods in 2008 are discussed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
138 |
|
|
$ |
238 |
|
|
$ |
293 |
|
|
$ |
454 |
|
Operation and Maintenance |
|
|
140 |
|
|
|
221 |
|
|
|
281 |
|
|
|
424 |
|
Depreciation and Amortization |
|
|
10 |
|
|
|
8 |
|
|
|
20 |
|
|
|
11 |
|
Taxes Other Than Income |
|
|
2 |
|
|
|
3 |
|
|
|
6 |
|
|
|
7 |
|
Asset (Gains) Losses and Reserves, Net |
|
|
(1 |
) |
|
|
16 |
|
|
|
(4 |
) |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Loss |
|
|
(13 |
) |
|
|
(10 |
) |
|
|
(10 |
) |
|
|
(1 |
) |
Other (Income) and Deductions |
|
|
3 |
|
|
|
|
|
|
|
5 |
|
|
|
(3 |
) |
Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision (Benefit) |
|
|
(6 |
) |
|
|
(3 |
) |
|
|
(7 |
) |
|
|
1 |
|
Production Tax Credits |
|
|
(4 |
) |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10 |
) |
|
|
(5 |
) |
|
|
(14 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
|
(6 |
) |
|
|
(5 |
) |
|
|
(1 |
) |
|
|
5 |
|
Noncontrolling Interests |
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) Attributable to DTE Energy Company |
|
$ |
(6 |
) |
|
$ |
(6 |
) |
|
$ |
(2 |
) |
|
$ |
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenues decreased $100 million in the second quarter of 2009 and $161 million in the
six-month period ended June 30, 2009. The 2009 second quarter decrease is attributed to $74
million representing a reduction in coal structured transactions, $11 million of lower pricing and
volumes and $38 million of lower coke demand, partially offset by a $27 million increase in coal
transportation services. The 2009 six-month decrease is attributable to $138 million representing
a reduction in coal structured transactions, $17 million of lower pricing and volumes and $62
million of lower coke demand, partially offset by a $55 million increase in coal transportation
services.
Operation and maintenance expense decreased $81 million in the second quarter of 2009 and $143
million in the six-month period ended June 30, 2009. The 2009 second quarter decrease is due
primarily to $71 million representing a decrease in coal structured transactions and $24 million of
lower coke demand, $7 million of lower operating expenses, partially offset by $16 million of
higher coal transportation services and $5 million of higher uncollectible accounts expense,
principally GM. The 2009 six-month decrease is due primarily to $129 million representing a
decrease in coal structured transactions and $40 million of lower coke demand, $14 million of lower
16
operating expenses, partially offset by $41 million of higher coal transportation services and $5
million of higher uncollectible accounts expense, principally GM.
Depreciation and amortization expense increased $2 million in the second quarter of 2009 and $9
million in the six-month period ended June 30, 2009. In 2007, we announced our plans to sell a 50%
interest in a portfolio of select Power and Industrial Projects. As a result, the assets and
liabilities of the Projects were classified as held for sale at that time and the Company ceased
recording depreciation and amortization expense related to these assets. During the second quarter
of 2008, our work on this planned monetization was discontinued and the assets and liabilities of
the Projects were no longer classified as held for sale. Depreciation and amortization resumed in
June 2008 when the assets were reclassified as held and used.
Assets (gains) losses and reserves, net expense improved $17 million in both the second quarter of
2009 and six-month period ended June 30, 2009. These increases are primarily attributable to a loss
recorded in the 2008 periods of approximately $19 million related to the valuation adjustment for
the cumulative depreciation and amortization upon reclassification of certain project assets as
held for sale and gains attributable to the sale of one of our coke battery projects where the
proceeds were dependent on future production.
Outlook The deterioration in the U.S. economy is expected to continue to negatively impact our
customers in the steel industry and we expect a corresponding reduction in demand for metallurgical
coke and pulverized coal supplied to these customers for the remainder of 2009 and into 2010. We
supply onsite energy services to the domestic automotive manufacturers who have also been
negatively affected by the economic downturn and constriction in the capital and credit markets. On
April 30, 2009 and June 1, 2009, respectively, Chrysler and GM filed for Chapter 11 bankruptcy
protection. We have been in discussions with both automakers and do not anticipate significant
impacts to onsite energy services. Our onsite energy services will continue to be delivered in
accordance with the terms of long-term contracts. Further plant closures could have a significant
impact on the results of our onsite energy projects. We continue to monitor developments in this
sector.
Our existing long-term rail transportation contract which gives us a competitive advantage
will expire in 2011. We will continue to work with suppliers and the railroads to promote secure
and competitive access to coal to meet the energy requirements of our customers. Power and
Industrial Projects will continue to leverage its extensive energy-related operating experience and
project management capability to develop additional energy projects to serve energy intensive
industrial customers that are experiencing capital constraints due to the economic downturn. We
will also continue to look for opportunities to acquire energy projects and biomass fired
generating projects for advantageous prices.
Energy Trading
Our Energy Trading segment focuses on physical power and gas marketing, structured transactions,
enhancement of returns from DTE Energys asset portfolio, optimization of contracted natural gas
pipelines and storage, and power transmission and generating capacity positions. Energy Trading
also provides natural gas, power and ancillary services to various utilities which may include the
management of associated storage and transport contracts on the customers behalf.
Energy Trading results for the three and six months ended June 30, 2009 as compared to the
comparable periods in 2008 are discussed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
128 |
|
|
$ |
435 |
|
|
$ |
332 |
|
|
$ |
723 |
|
Fuel, Purchased Power and Gas |
|
|
74 |
|
|
|
430 |
|
|
|
190 |
|
|
|
649 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
54 |
|
|
|
5 |
|
|
|
142 |
|
|
|
74 |
|
Operation and Maintenance |
|
|
17 |
|
|
|
17 |
|
|
|
35 |
|
|
|
33 |
|
Depreciation, Depletion and Amortization |
|
|
2 |
|
|
|
2 |
|
|
|
3 |
|
|
|
3 |
|
Taxes Other Than Income |
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
35 |
|
|
|
(14 |
) |
|
|
102 |
|
|
|
37 |
|
Other (Income) and Deductions |
|
|
2 |
|
|
|
2 |
|
|
|
4 |
|
|
|
3 |
|
Income Tax Provision |
|
|
6 |
|
|
|
(2 |
) |
|
|
31 |
|
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) Attributable to DTE Energy Company |
|
$ |
27 |
|
|
$ |
(14 |
) |
|
$ |
67 |
|
|
$ |
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17
Gross margin increased $49 million in the second quarter of 2009 and increased $68 million in the
six-month period ended June 30, 2009. Overall gross margin was impacted by a decrease in gas and
power commodity prices in the three and six months ended June 30, 2009 as compared to the same
periods in the prior year. The second quarter 2009 increase of $49 million is due to an increase
in unrealized margins of $64 million, offset by lower realized margins of $15 million. The
increase in unrealized margins primarily consisted of $22 million of improvement in our power
strategies; timing related gains of $9 million in our gas transportation strategy; and the absence
of 2008 second quarter timing related losses of $22 million and $11 million in our gas storage and
gas transportation strategies, respectively. The $15 million decrease in realized margin consisted
of a decrease of $17 million in our gas strategies, partially offset by $2 million of timing
related gains in our oil trading portfolio.
The increase of $68 million for the six-month period is due to an increase in unrealized margins of
$112 million, partially offset by lower realized margins of $44 million. The increase in
unrealized gains primarily consisted of $18 million of improvement in our power strategies; timing
related gains of $12 million in each of our gas storage and gas transportation strategies; the
absence of 2008 timing related losses of $30 million and $19 million in our gas storage and gas
transportation strategies, respectively; and $21 million of mark-to-market improvement in our other
gas strategies. The $44 million decrease in realized margin is caused by a decrease in gas margin
of $56 million, primarily in our gas storage strategy, offset by an increase of realized power
margin of $9 million and timing related gains in our oil trading portfolio of $3 million.
Income tax provision increased $8 million in the second quarter of 2009 and $14 million in the
six-month period ended June 30, 2009. The second quarter 2009 increase of $8 million is due to an
increase in income taxes attributable to higher pretax income, partially offset by a $10 million of
favorable tax-related adjustments resulting from the settlement of federal income tax audits. The
six-month period ended June 30, 2009 increase of $14 million is due to an increase in income taxes
resulting from higher pretax income, partially offset by $10 million of favorable tax-related
adjustments primarily resulting from the settlement of federal income tax audits.
Outlook Significant portions of the Energy Trading portfolio are economically hedged. The
portfolio includes financial instruments, physical commodity contracts and gas inventory, as well
as contracted natural gas pipeline transportation and storage, and power generation capacity
positions. Energy Trading also provides power and ancillary services and natural gas to various
utilities which may include the management of associated storage and transport contracts on the
customers behalf. Most financial instruments and physical power and gas contracts are deemed
derivatives, whereas proprietary gas inventory, power transmission, pipeline transportation and
certain storage assets are not derivatives. As a result, we will experience earnings volatility as
derivatives are marked-to-market without revaluing the underlying non-derivative contracts and
assets. Our strategy is to economically manage the price risk of storage with futures, forwards and
swaps. This results in gains and losses that are recognized in different interim and annual
accounting periods.
See also the Fair Value section that follows.
CORPORATE & OTHER
Corporate & Other includes various holding company activities and holds certain non-utility debt
and energy-related investments.
The net loss from Corporate & Other increased $6 million for the second quarter of 2009 and
decreased $8 million for the six-month period ended June 30, 2009, respectively. The second
quarter increase is primarily due to an $11 million increase in costs related to natural gas
forward contracts, $4 million for the impairment of an investment in an available-for-sale security
and a $3 million increase in financing fees, partially offset by $11 million of favorable
tax-related adjustments resulting from the recognition of tax benefits from the settlement of tax
audits. For the six-month period, the decrease is primarily due to $11 million of favorable
tax-related adjustments and a $4 million reduction in the inter-company interest allocation,
partially offset by $4 million for the impairment of an investment in an available-for-sale
security and $3 million due to increasing financing fees.
18
DISCONTINUED OPERATIONS
Synthetic Fuel
Due to the expiration of synfuel production tax credits in 2007, the Synthetic Fuel business ceased
operations and was classified as a discontinued operation as of December 31, 2007. The favorable
impact of reserve adjustments for the final phase-out percentage of approximately $16 million, the
final settlement of other miscellaneous assets and liabilities and related tax impacts resulted in
net income of $12 million for the first six months of 2008.
19
CAPITAL RESOURCES AND LIQUIDITY
Cash Requirements
We use cash to maintain and expand our electric and gas utilities and to grow our non-utility
businesses, retire and pay interest on long-term debt and pay dividends. We believe that we will
have sufficient internal and external capital resources to fund anticipated capital and operating
requirements.
Our strategic direction anticipates base level capital investments and expenditures for existing
businesses in 2009 of up to $1.1 billion. The capital needs of our utilities will increase due
primarily to environmental related expenditures. We expect over $2.9 billion of future capital
expenditures through 2018 to satisfy both existing and known new requirements, not including any
potential requirements related to climate change. We plan to seek regulatory approval to include
these capital expenditures within our regulatory rate base consistent with prior treatment.
We expect non-utility capital spending will approximate $200 million to $300 million annually for
the next several years. Capital spending for growth of existing or new businesses will depend on
the existence of opportunities that meet our strict risk-return and value creation criteria.
Due to the economy and credit market conditions, we are continually reviewing our capital
expenditure commitments for potential reductions and deferrals and plan to adjust spending as
appropriate.
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Cash and Cash Equivalents |
|
|
|
|
|
|
|
|
Cash Flow From (Used For) |
|
|
|
|
|
|
|
|
Operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
263 |
|
|
$ |
245 |
|
Depreciation, depletion and amortization |
|
|
472 |
|
|
|
440 |
|
Deferred income taxes |
|
|
88 |
|
|
|
180 |
|
Gain on sale of non-utility assets |
|
|
|
|
|
|
(128 |
) |
Gain on sale of synfuel and other assets, net |
|
|
3 |
|
|
|
(3 |
) |
Working capital and other |
|
|
475 |
|
|
|
801 |
|
|
|
|
|
|
|
|
|
|
|
1,301 |
|
|
|
1,535 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities: |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(581 |
) |
|
|
(544 |
) |
Plant and equipment expenditures non-utility |
|
|
(32 |
) |
|
|
(110 |
) |
Proceeds from sale of non-utility assets |
|
|
|
|
|
|
253 |
|
Proceeds from sale of synfuels and other assets |
|
|
32 |
|
|
|
2 |
|
Restricted cash and other investments |
|
|
(29 |
) |
|
|
(53 |
) |
|
|
|
|
|
|
|
|
|
|
(610 |
) |
|
|
(452 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities: |
|
|
|
|
|
|
|
|
Issuance of long-term debt |
|
|
363 |
|
|
|
798 |
|
Redemption of long-term debt |
|
|
(355 |
) |
|
|
(154 |
) |
Repurchase of long-term debt |
|
|
|
|
|
|
(238 |
) |
Short-term borrowings, net |
|
|
(575 |
) |
|
|
(984 |
) |
Issuance of common stock |
|
|
18 |
|
|
|
|
|
Repurchase of common stock |
|
|
|
|
|
|
(16 |
) |
Dividends on common stock and other |
|
|
(186 |
) |
|
|
(178 |
) |
|
|
|
|
|
|
|
|
|
|
(735 |
) |
|
|
(772 |
) |
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
$ |
(44 |
) |
|
$ |
311 |
|
|
|
|
|
|
|
|
20
Cash from Operating Activities
A majority of our operating cash flow is provided by our electric and gas utilities, which are
significantly influenced by factors such as weather, electric Customer Choice, regulatory
deferrals, regulatory outcomes, economic conditions and operating costs.
Net cash from operating activities in the six months ended June 30, 2009, decreased $234 million
from the comparable 2008 period primarily due to lower cash from working capital and other items,
primarily accounts receivable, accounts payable and derivative assets and liabilities.
Cash from Investing Activities
Cash inflows associated with investing activities are primarily generated from the sale of assets,
while cash outflows are primarily generated from plant and equipment expenditures. In any given
year, we will look to realize cash from under-performing or non-strategic assets or matured fully
valued assets. Capital spending within the utility business is primarily to maintain our generation
and distribution infrastructure, comply with environmental regulations and gas pipeline
replacements. Capital spending within our non-utility businesses is primarily to maintain our
existing facilities and for expansion. The balance of non-utility spending is for growth, which we
manage very carefully. We look to make investments that meet strict criteria in terms of strategy,
management skills, risks and returns. All new investments are analyzed for their rates of return
and cash payback on a risk adjusted basis. We have been disciplined in how we deploy capital and
will not make investments unless they meet our criteria. For new business lines, we initially
invest based on research and analysis. We start with a limited investment, we evaluate results and
either expand or exit the business based on those results. In any given year, the amount of growth
capital will be determined by the underlying cash flows of the Company with a clear understanding
of any potential impact on our credit ratings.
Net cash used for investing activities was $610 million for the six months ended June 30, 2009,
compared with net cash used for investing activities of $452 million in the same period in 2008.
The 2009 change was primarily driven by the sale of a portion of our Barnett shale properties in
2008.
Cash from Financing Activities
We rely on both short-term borrowing and long-term financing as a source of funding for our capital
requirements not satisfied by our operations.
Our strategy is to have a targeted debt portfolio blend of fixed and variable interest rates and
maturity. We continually evaluate our leverage target, which is currently 50 percent to 52 percent,
to ensure it is consistent with our objective to have a strong investment grade debt rating. We
have completed a number of refinancings with the effect of extending the average maturity of our
long-term debt and strengthening our balance sheet.
Net cash used for financing activities of $735 million for the six months ended June 30, 2009 was
consistent with net cash used for financing activities of $772 million for the same period in 2008.
Compared to 2008, lower levels of issuances of long-term debt, net of redemptions, were offset by
lower levels of short-term debt repayments.
Outlook
We expect cash flow from operations to increase over the long-term primarily as a result of growth
from our utilities and the non-regulated businesses. We expect growth in our utilities to be driven
primarily by new and existing state and federal regulations that will result in additional
environmental and renewable energy investments. Our non-utility growth is expected from additional
investments in energy projects following the current economic crisis.
We have been impacted by unfavorable national and regional economic trends that have reduced demand
for electricity in our service territory. We may be impacted by the delayed collection of
underrecoveries of our PSCR and GCR costs and electric and gas accounts receivable as a result of
MPSC orders. Energy prices are likely to be a source of volatility with regard to working capital
requirements for the foreseeable future. We are continuing our
21
efforts to identify opportunities to improve cash flow through working capital initiatives and
maintaining flexibility in the timing and extent of our long-term capital projects.
Distress in the financial markets has had an adverse impact on financial market activities,
including extreme volatility in security prices and severely diminished liquidity and credit
availability. Pursuant to the failures of large financial institutions, the credit situation
rapidly evolved into a global crisis resulting in a number of international bank failures and
declines in various stock indexes, and large reductions in the market value of equities and
commodities worldwide. The crisis has led to increased volatility in the markets for both financial
and physical assets, as the failures of large financial institutions resulted in sharply reduced
trading volumes and activity. The effects of the credit situation will continue to be monitored.
In April 2009 we completed an early renewal of $975 million of our syndicated revolving credit
facilities before their scheduled expiration in October 2009. The new $1 billion two-year facility
will expire in 2011 and has similar covenants to the prior facility. A new two-year $50 million
credit facility was completed in May 2009 and a new one-year $70 million credit facility was
completed in June 2009. We have a $925 million five-year facility that expires in October 2010. See
Note 8 of Notes to Consolidated Financial Statements.
As a result of losses experienced in the 2008 financial markets, our benefit plan assets
experienced negative returns, which will result in higher benefit costs and contributions in 2009
and potentially in future years relative to the recent past. During
the first six months of 2009, our benefit plan assets produced a
small positive return, in contrast to the negative return on assets
experienced for the full year of 2008. During 2009, we expect to contribute
$250 million to our pension plans and $130 million to our postretirement medical and life insurance
benefit plans.
While the impact of continued market volatility and turmoil in the credit markets cannot be
predicted, we believe we have sufficient operating flexibility, cash resources and funding sources
to maintain adequate amounts of liquidity and to meet our future operating cash and capital
expenditure needs. However, virtually all of our businesses are capital intensive, or require
access to capital, and the inability to access adequate capital could adversely impact earnings and
cash flows.
As part of the normal course of business, Detroit Edison, MichCon and various non-utility
subsidiaries of the Company routinely enter into physical or financially settled contracts for the
purchase and sale of electricity, natural gas, coal, capacity, storage and other energy-related
products and services. Certain of these contracts contain provisions which allow the counterparties
to request that the Company post cash or letters of credit in the event that the credit rating of
DTE Energy is downgraded below investment grade. Certain of these contracts for Detroit Edison and
MichCon contain similar provisions in the event that the credit rating of the particular utility is
downgraded below investment grade. The amount of such collateral which could be requested
fluctuates based upon commodity prices and the provisions and maturities of the underlying
transactions and could be substantial. Also, upon a downgrade below investment grade, we could have
restricted access to the commercial paper market and if DTE Energy is downgraded below investment
grade our non-utility businesses, especially the Energy Trading and Power and Industrial Projects
segments, could be required to restrict operations due to a lack of available liquidity. A
downgrade below investment grade could potentially increase the borrowing costs of DTE Energy and
its subsidiaries and may limit access to the capital markets. The impact of a downgrade will not
affect our ability to comply with our existing debt covenants. Our current credit ratings, as
determined by three nationally recognized credit rating agencies, are considered investment grade.
In May 2009, Standard & Poors Rating Group (Standard & Poors) revised the outlook on DTE Energy
and its subsidiaries to negative from stable, and lowered the short-term corporate credit and
commercial paper ratings for DTE Energy, Detroit Edison and MichCon to A-3 from A-2. The revision
is primarily due to concerns over Michigans economic climate. Moodys Investors Service (Moodys)
affirmed our existing short-term ratings of P-2. Short-term borrowings, principally in the form of
commercial paper, provide us with the liquidity needed on a daily basis. Our commercial paper
program is supported by our unsecured credit facilities. The resulting split (A-3/P-2) rating has
weakened our ability to issue commercial paper, however, to date, we have met our short-term
borrowing requirements in the commercial paper market without drawing on back-up credit facilities.
Potential instability in the credit markets and the result of our lower rating may impact future
access to the commercial paper markets, which may require us to draw on our back-up facilities.
22
CRITICAL ACCOUNTING ESTIMATES
Asset Impairments Goodwill
Certain of our reporting units have goodwill or allocated goodwill resulting from purchase business
combinations. In accordance with SFAS No. 142, Goodwill and Other Intangible Assets, we perform an
impairment test for each of our reporting units with goodwill annually or whenever events or
circumstances indicate that the value of goodwill may be impaired. In performing Step 1 of the
impairment test, we compare the fair value of the reporting unit to its carrying value including
goodwill. If the carrying value including goodwill were to exceed the fair value of a reporting
unit, Step 2 of the test would be performed. Step 2 of the impairment test requires the carrying
value of goodwill to be reduced to its fair value, if lower, as of the test date.
For Step 1 of the test, we estimate the reporting units fair value using standard valuation
techniques, including techniques which use estimates of projected future results and cash flows to
be generated by the reporting unit. Such techniques generally include a terminal value that
utilizes an earnings multiple approach, which incorporates the current market values of comparable
entities. These cash flow valuations involve a number of estimates that require broad assumptions
and significant judgment by management regarding future performance. We also employ market-based
valuation techniques to test the reasonableness of the indications of value for the reporting units
determined under the cash flow technique.
We performed our annual impairment test on October 1, 2008 and determined that the estimated fair
value of each reporting unit exceeded its carrying value, and no impairment existed. In the period
from October 1, 2008 to March 31, 2009, DTE Energys stock price declined by 31 percent and at
March 31, 2009 was approximately 26 percent below its book value per share of $37.29. We deemed the
duration and severity of the decline in DTE Energys stock price to be a triggering event to test
for potential goodwill impairment for the first quarter.
A first quarter interim test was performed for all reporting units with allocated goodwill as of
February 28, 2009. The results of the test and key estimates that were incorporated are as follows.
As of February 28, 2009 Valuation Date
($ in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value |
|
|
Discount |
|
|
Terminal |
|
|
|
|
Reporting Unit |
|
Goodwill |
|
|
Reduction % (a) |
|
|
Rate |
|
|
Multiple (b) |
|
|
Valuation Methodology (c) |
|
Electric Utility |
|
$ |
1,206 |
|
|
|
17 |
% |
|
|
7 |
% |
|
|
7.0x |
|
|
DCF, assuming stock sale |
Gas Utilities |
|
|
772 |
|
|
|
6 |
% |
|
|
7 |
% |
|
|
9.0x |
|
|
DCF, assuming stock sale |
Energy Services |
|
|
28 |
|
|
|
55 |
% |
|
|
14 |
% |
|
|
4.5x |
|
|
DCF, assuming asset sale |
Coal Services |
|
|
4 |
|
|
|
15 |
% |
|
|
11 |
% |
|
|
5.5x |
|
|
DCF, assuming asset sale |
Gas Midstream |
|
|
7 |
|
|
|
59 |
% |
|
|
10 |
% |
|
|
7.5x |
|
|
DCF, assuming asset sale |
Energy Trading |
|
|
17 |
|
|
|
100 |
% |
|
|
n/a |
|
|
|
n/a |
|
|
Economic value of trading portfolio |
Unconventional Gas
Production |
|
|
2 |
|
|
|
56 |
% |
|
|
14 |
% |
|
|
n/a |
|
|
Blended DCF, transaction multiples |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
2,036 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Percentage by which the fair value of the reporting unit would need to decline to equal its
carrying value. |
|
(b) |
|
Multiple of enterprise value (sum of debt plus equity value) to earnings before interest,
taxes, depreciation and amortization (EBITDA) |
|
(c) |
|
Discounted cash flows (DCF) incorporated 2009-2013 projected cash flows plus a calculated
terminal value. |
For the first quarter interim test, we updated projected future results, cash flows and discount
rates to reflect recent regulatory actions and negative impacts from the deterioration in the
regional and national economy. Terminal values that utilize an earnings multiple approach were
updated to incorporate the current market values of comparable entities. As compared to the annual
test performed in the fourth quarter of 2008, the valuations were negatively impacted by current
market factors with particular downward pressure on market multiples. We also compared the
aggregate fair value of our reporting units to our overall market capitalization. The implied
premium of the aggregate fair value over market capitalization is likely attributable to factors
such as (1) an acquisition control premium (the price in excess of a stocks market price that
investors typically pay to gain control of an
23
entity), and (2) the markets apparent discounting of DTE Energys stock price due to uncertainty
regarding the current regulatory and automotive industry environment and DTE Energys diverse
non-utility business portfolio. All reporting units passed Step 1 of the impairment test.
The excess of fair value over carrying value for our Gas Utilities reporting unit narrowed
considerably since the fourth quarter 2008 test, largely due to declines in the market values and
resulting market multiples of comparable entities referenced in our valuation. Further declines in
market multiples, negative regulatory actions or other disruptions in cash flows for the Gas
Utility reporting unit could result in an impairment charge in the foreseeable future. For example,
at the current discount rate and holding all other variables constant, a 0.5x decrease in the
terminal multiple would lower the fair value by approximately $130 million. At the lower fair
value, the Gas Utility reporting unit would likely fail Step 1 of the test potentially resulting in
a charge for impairment of goodwill following completion of the Step 2 analysis.
For the quarter ended June 30, 2009, DTE Energys closing stock price increased 16 percent.
Although DTE is still trading at a discount to book value at the end of the second quarter, the
discount improved to 14 percent at June 30, 2009 from 26 percent at March 31, 2009. In assessing
whether the continuing discount to book value was an indication of impairment, we considered the
following factors: (1) the severity of the decline in DTEs share price experienced since the
fourth quarter of 2008 has diminished and is beginning to recover; and (2) the assumptions
incorporated in the first quarter impairment test have either improved or have not changed
significantly during the second quarter such that they would change the results of Step 1. As a
result of this assessment, we determined that the continuing discount to book value was not a
triggering event for impairment testing purposes.
We did, however, identify a trigger for our Energy Services reporting unit related to the
long-lived asset impairment tests that were performed during the second quarter on certain
automotive-related project companies. Accordingly, we performed an interim goodwill impairment test
for Energy Services. The fair value of the reporting unit exceeded its carrying value including
goodwill. Therefore, the reporting unit passed Step 1 of the impairment test. As compared to the
first quarter interim test, the second quarter valuation was favorably impacted by increased market
multiples and a favorable discount rate.
We will continue to monitor our estimates and assumptions regarding estimated future cash flows,
including the impact of movements in market indicators in future quarters and will update our
impairment analyses if a triggering event occurs. While we believe our assumptions are reasonable,
actual results may differ from our projections. To the extent projected results or cash flows are
revised downward, the reporting unit may be required to write down all or a portion of its
goodwill, which would adversely impact our earnings.
FAIR VALUE
All contracts considered to be derivative instruments are recorded on the balance sheet at their
fair value, as Derivative assets or liabilities. Contracts we typically classify as derivative
instruments include power, gas, certain coal and oil forwards, futures, options and swaps, and
foreign currency contracts. Items we do not generally account for as derivatives include
proprietary gas inventory, gas storage and transportation arrangements, and gas and oil reserves.
See Note 3 of the Notes to Consolidated Financial Statements.
As a result of adherence to generally accepted accounting principles, the tables below do not
include the expected earnings impacts of non-derivative gas storage, transportation and power
contracts. Consequently, gains and losses from these positions may not match with the related
physical and financial hedging instruments in some reporting periods, resulting in volatility in
DTE Energys reported period-by-period earnings; however, the financial impact of this timing
difference will reverse at the time of physical delivery and/or settlement.
The Company manages its mark-to-market (MTM) risk on a portfolio basis based upon the delivery
period of its contracts and the individual components of the risks within each contract.
Accordingly, it records and manages the energy purchase and sale obligations under its contracts in
separate components based on the commodity (e.g. electricity or gas), the product (e.g. electricity
for delivery during peak or off-peak hours), the delivery location (e.g. by region), the risk
profile (e.g. forward or option), and the delivery period (e.g. by month and year). The following
tables contain the four categories of activities represented by their operating characteristics and
key risks:
24
|
|
|
Economic Hedges Represents derivative activity associated with assets owned and
contracted by DTE Energy, including forward sales of gas production and trades associated
with owned transportation and storage capacity. Changes in the value of derivatives in this
category economically offset changes in the value of underlying non-derivative positions,
which do not qualify for fair value accounting. The difference in accounting treatment of
derivatives in this category and the underlying non-derivative positions can result in
significant earnings volatility. |
|
|
|
|
Structured Contracts Represents derivative activity transacted by originating
substantially hedged positions with wholesale energy marketers, producers, end users,
utilities, retail aggregators and alternative energy suppliers. |
|
|
|
|
Proprietary Trading Represents derivative activity transacted with the intent of
taking a view, capturing market price changes, or putting capital at risk. This activity is
speculative in nature as opposed to hedging an existing exposure. |
|
|
|
|
Other Includes derivative activity associated with our Unconventional Gas reserves.
A portion of the price risk associated with anticipated production from the Barnett natural
gas reserves has been mitigated through 2010. Changes in the value of the hedges are
recorded as Derivative assets or liabilities, with an offset in Other comprehensive income
to the extent that the hedges are deemed effective. The amounts shown in the following
tables exclude the value of the underlying gas reserves including changes therein. Other
also includes derivative activity at Detroit Edison related to Financial Transmission
Rights (FTR) and forward contracts related to emissions. Changes in the value of derivative
contracts at Detroit Edison are recorded as Derivative assets or liabilities, with an
offset to Regulatory assets or liabilities as the settlement value of these contracts will
be included in the PSCR mechanism when realized. |
The following tables provide details on changes in our MTM net asset (or liability) position for
the six months ended June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic |
|
|
Structured |
|
|
Proprietary |
|
|
|
|
|
|
|
(in Millions) |
|
Hedges |
|
|
Contracts |
|
|
Trading |
|
|
Other |
|
|
Total |
|
MTM at December 31, 2008 |
|
$ |
18 |
|
|
$ |
(222 |
) |
|
$ |
22 |
|
|
$ |
9 |
|
|
$ |
(173 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassify to realized upon settlement |
|
|
18 |
|
|
|
13 |
|
|
|
(72 |
) |
|
|
(4 |
) |
|
|
(45 |
) |
Changes in fair value recorded to income |
|
|
(1 |
) |
|
|
49 |
|
|
|
92 |
|
|
|
1 |
|
|
|
141 |
|
Amortization of option premiums |
|
|
|
|
|
|
|
|
|
|
47 |
|
|
|
|
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recorded to unrealized income |
|
|
17 |
|
|
|
62 |
|
|
|
67 |
|
|
|
(3 |
) |
|
|
143 |
|
Changes in fair value recorded in regulatory liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13 |
) |
|
|
(13 |
) |
Amounts recorded in other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
4 |
|
Change in collateral held by (for) others |
|
|
(8 |
) |
|
|
12 |
|
|
|
(16 |
) |
|
|
|
|
|
|
(12 |
) |
Option premiums and other |
|
|
|
|
|
|
|
|
|
|
(32 |
) |
|
|
|
|
|
|
(32 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTM at June 30, 2009 |
|
$ |
27 |
|
|
$ |
(148 |
) |
|
$ |
41 |
|
|
$ |
(3 |
) |
|
$ |
(83 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25
A substantial portion of the Companys price risk related to its Antrim shale gas exploration and
production business was mitigated by financial contracts that hedged our price risk exposure
through 2013. The contracts were retained when the Antrim business was sold and offsetting
financial contracts were put into place to effectively settle these positions. The contracts will
require payments through 2013. These contracts represent a significant portion of the above net
mark-to-market liability.
The following table provides a current and noncurrent analysis of Derivative assets and
liabilities, as reflected on the Consolidated Statements of Financial Position as of June 30, 2009.
Amounts that relate to contracts that become due within twelve months are classified as current and
all remaining amounts are classified as noncurrent.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic |
|
|
Structured |
|
|
Proprietary |
|
|
|
|
|
|
|
|
|
|
Assets |
|
(in Millions) |
|
Hedges |
|
|
Contracts |
|
|
Trading |
|
|
Other |
|
|
Eliminations |
|
|
(Liabilities) |
|
Current assets |
|
$ |
21 |
|
|
$ |
212 |
|
|
$ |
82 |
|
|
$ |
7 |
|
|
$ |
(3 |
) |
|
$ |
319 |
|
Noncurrent assets |
|
|
13 |
|
|
|
134 |
|
|
|
9 |
|
|
|
1 |
|
|
|
(2 |
) |
|
|
155 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM assets |
|
|
34 |
|
|
|
346 |
|
|
|
91 |
|
|
|
8 |
|
|
|
(5 |
) |
|
|
474 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
(5 |
) |
|
|
(230 |
) |
|
|
(45 |
) |
|
|
(11 |
) |
|
|
3 |
|
|
|
(288 |
) |
Noncurrent liabilities |
|
|
(2 |
) |
|
|
(264 |
) |
|
|
(5 |
) |
|
|
|
|
|
|
2 |
|
|
|
(269 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM liabilities |
|
|
(7 |
) |
|
|
(494 |
) |
|
|
(50 |
) |
|
|
(11 |
) |
|
|
5 |
|
|
|
(557 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM net assets (liabilities) |
|
$ |
27 |
|
|
$ |
(148 |
) |
|
$ |
41 |
|
|
$ |
(3 |
) |
|
$ |
|
|
|
$ |
(83 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The table below shows the maturity of our MTM positions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
and |
|
|
Total Fair |
|
Source of Fair Value |
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
Beyond |
|
|
Value |
|
Economic Hedges |
|
$ |
32 |
|
|
$ |
(8 |
) |
|
$ |
(2 |
) |
|
$ |
5 |
|
|
$ |
27 |
|
Structured Contracts |
|
|
(1 |
) |
|
|
(34 |
) |
|
|
(46 |
) |
|
|
(67 |
) |
|
|
(148 |
) |
Proprietary Trading |
|
|
83 |
|
|
|
(41 |
) |
|
|
2 |
|
|
|
(3 |
) |
|
|
41 |
|
Other |
|
|
2 |
|
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
116 |
|
|
$ |
(88 |
) |
|
$ |
(46 |
) |
|
$ |
(65 |
) |
|
$ |
(83 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26
Part I Item 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market Price Risk
DTE Energy has commodity price risk in both utility and non-utility businesses arising from market
price fluctuations.
The Electric and Gas utility businesses have risks in conjunction with the anticipated purchases of
coal, natural gas, uranium, electricity, and base metals to meet their service obligations.
However, the Company does not bear significant exposure to earnings risk as such changes are
included in the form of PSCR and GCR regulatory rate-recovery mechanisms. In addition, changes in
the price of natural gas can impact the valuation of lost and stolen gas, storage sales revenue and
uncollectible expenses at the Gas Utility. Gas Utility manages its market price risk related to
storage sales revenue primarily through the sale of long-term storage contracts. The Company has a
tracking mechanism to mitigate a portion of losses related to uncollectible accounts receivable at
MichCon. The Company is exposed to short-term cash flow or liquidity risk as a result of the time
differential between actual cash settlements and regulatory rate recovery.
Our Power and Industrial Projects business segment is subject to electricity, natural gas, coal and
coal-based product price risk and other risks associated with the weakened U.S. economy. To the
extent that commodity price risk has not been mitigated through the use of long-term contracts, we
manage this exposure using forward energy, capacity and futures contracts.
Our Unconventional Gas Production business segment has exposure to natural gas and, to a lesser
extent, crude oil price fluctuations. These commodity price fluctuations can impact both current
year earnings and reserve valuations. To manage this exposure we may use forward energy and futures
contracts.
Our Energy Trading business segment has exposure to electricity, natural gas, crude oil, heating
oil, and foreign currency price fluctuations. These risks are managed by our energy marketing and
trading operations through the use of forward energy, capacity, storage, options and futures
contracts, within pre-determined risk parameters.
Our Gas Midstream business segment has limited exposure to natural gas price fluctuations. The Gas
Midstream business unit manages its exposure through the sale of long-term storage and
transportation contracts.
Credit Risk
Bankruptcies
The Company purchases and sells electricity, gas, coal, coke and other energy products from and to
numerous companies operating in the steel, automotive, energy, retail, financial and other
industries. Certain of its customers have filed for bankruptcy protection under Chapter 11 of the
U.S. Bankruptcy Code. The Company regularly reviews contingent matters relating to these customers
and its purchase and sale contracts and records provisions for amounts considered at risk of
probable loss. The Company believes its accrued amounts are adequate for probable loss. The final
resolution of these matters may have a material effect on its consolidated financial statements.
The Companys utilities and certain non-utility businesses provide services to the domestic
automotive industry, including GM, Ford Motor Company (Ford) and Chrysler and many of their vendors
and suppliers. Chrysler filed for bankruptcy protection on April 30, 2009. We have reserved
approximately $9.3 million of pre-petition accounts receivable related to Chrysler as of June 30,
2009. GM filed for bankruptcy protection on June 1, 2009. We have reserved or written off
approximately $6.6 million of pre-petition accounts and notes receivable related to GM as of June
30, 2009. Closing of GM or Chrysler plants or other facilities that operate within Detroit
Edisons service territory will also negatively impact the Companys operating revenues in future
periods. In 2008, GM and Chrysler represented 3 percent and 2 percent of its annual electric sales
volumes, respectively. GM and Chrysler have an immaterial impact to MichCons revenues.
The Companys Power and Industrial Projects segment has long-term contracts with GM to provide
onsite energy services at certain of its manufacturing and administrative facilities. The long-term
contracts provide for full recovery of its investment in the event of early termination. At June
30, 2009, the book value of long-lived assets
27
used in the servicing of these facilities was approximately $69 million. Certain of these
long-lived assets have been funded by non-recourse financing totaling approximately $57 million at
June 30, 2009.
The Companys Power and Industrial Projects segment also has an equity investment of approximately
$52 million in an entity which provides onsite services to Chrysler manufacturing facilities.
Chryslers performance under the long-term contracts for services is guaranteed by Daimler North
America Corporation (Daimler), a subsidiary of Daimler AG. The long-term contracts and the
supporting Daimler guarantee provide for full recovery of the Companys investment in the event of
early termination or default. Chrysler has announced the closure of one site that is under a
long-term service contract with the Company. Through June 30, 2009, to the extent that Chrysler
has not been performing in accordance with its contracts, Daimler has been performing under its
guarantee. Therefore, the Company believes that it will recover its investment in the event of a
facility closure or a Chrysler default.
In the second quarter of 2009, the Company determined that the GM and Chrysler bankruptcy filings
were triggering events to assess certain automotive-related long-lived assets for impairment. As
of June 30, 2009, the Company performed an impairment analysis on these assets in accordance with
SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets. Based on its
undiscounted cash flow projections and fair value calculations, the Company determined that it did
not have an impairment loss at June 30, 2009. We have also determined that we do not have an other
than temporary decline in our Chrysler-related equity investment as described in APB 18, The Equity
Method of Accounting for Investments in Common Stock. The Companys assumptions and conclusions may
change in the future and we could have an impairment loss if certain facilities are not utilized as
currently anticipated.
Other
We engage in business with customers that are non-investment grade. We closely monitor the credit
ratings of these customers and, when deemed necessary, we request collateral or guarantees from
such customers to secure their obligations.
Trading Activities
We are exposed to credit risk through trading activities. Credit risk is the potential loss that
may result if our trading counterparties fail to meet their contractual obligations. We utilize
both external and internally generated credit assessments when determining the credit quality of
our trading counterparties. The following table displays the credit quality of our trading
counterparties as of June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Exposure |
|
|
|
|
|
|
|
|
|
before Cash |
|
|
Cash |
|
|
Net Credit |
|
(in Millions) |
|
Collateral |
|
|
Collateral |
|
|
Exposure |
|
Investment Grade (1) |
|
|
|
|
|
|
|
|
|
|
|
|
A- and Greater |
|
$ |
275 |
|
|
$ |
(16 |
) |
|
$ |
259 |
|
BBB+ and BBB |
|
|
228 |
|
|
|
(5 |
) |
|
|
223 |
|
BBB- |
|
|
47 |
|
|
|
|
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
Total Investment Grade |
|
|
550 |
|
|
|
(21 |
) |
|
|
529 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-investment grade (2) |
|
|
23 |
|
|
|
(1 |
) |
|
|
22 |
|
Internally Rated investment grade (3) |
|
|
90 |
|
|
|
(4 |
) |
|
|
86 |
|
Internally Rated non-investment grade (4) |
|
|
10 |
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
673 |
|
|
$ |
(26 |
) |
|
$ |
647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
This category includes counterparties with minimum credit ratings of Baa3 assigned by Moodys
and BBB- assigned by 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
three percent of the total gross credit exposure. |
28
|
|
|
(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 nine 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 total gross credit exposure. |
Interest Rate Risk
DTE Energy is subject to interest rate risk in connection with the issuance of debt and preferred
securities. In order to manage interest costs, we may use treasury locks and interest rate swap
agreements. Our exposure to interest rate risk arises primarily from changes in U.S. Treasury
rates, commercial paper rates and London Inter-Bank Offered Rates (LIBOR). As of June 30, 2009, we
had a floating rate debt-to-total debt ratio of approximately three percent (excluding securitized
debt).
Foreign Currency Risk
We have foreign currency exchange risk arising from market price fluctuations associated with fixed
priced contracts. These contracts are denominated in Canadian dollars and are primarily for the
purchase and sale of power as well as for long-term transportation capacity. To limit our exposure
to foreign currency fluctuations, we have entered into a series of currency forward contracts
through January 2013. Additionally, we may enter into fair value currency hedges to mitigate
changes in the value of contracts or loans.
Summary of Sensitivity Analysis
We performed a sensitivity analysis on the fair values of our commodity contracts, long-term debt
instruments and foreign currency forward contracts. The sensitivity analysis involved increasing
and decreasing forward rates at June 30, 2009 by a hypothetical 10 percent and calculating the
resulting change in the fair values. The results of the sensitivity analysis calculations follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Assuming a 10% |
|
Assuming a 10% |
|
|
Activity |
|
increase in rates |
|
decrease in rates |
|
Change in the fair value of |
Coal Contracts |
|
$ |
1 |
|
|
$ |
(1 |
) |
|
Commodity contracts |
Gas Contracts |
|
$ |
(8 |
) |
|
$ |
9 |
|
|
Commodity contracts |
Oil Contracts |
|
$ |
2 |
|
|
$ |
(2 |
) |
|
Commodity contracts |
Power Contracts |
|
$ |
(13 |
) |
|
$ |
13 |
|
|
Commodity contracts |
Interest Rate Risk |
|
$ |
(310 |
) |
|
$ |
336 |
|
|
Long-term debt |
Foreign Currency Risk |
|
$ |
(4 |
) |
|
$ |
4 |
|
|
Forward contracts |
Discount Rates |
|
$ |
1 |
|
|
$ |
(1 |
) |
|
Commodity contracts |
29
Part I Item 4.
CONTROLS AND PROCEDURES
(a) Evaluation of disclosure controls and procedures
Management of the Company carried out an evaluation, under the supervision and with the
participation of DTE Energys Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of the Companys disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2009, which is the end of the
period covered by this report. Based on this evaluation, the Companys Chief Executive Officer and
Chief Financial Officer have concluded that such controls and procedures are effective in providing
reasonable assurance that information required to be disclosed by the Company in reports that it
files or submits under the Exchange Act is recorded, processed, summarized and reported within the
time periods specified in the SECs rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to provide reasonable assurance that
information required to be disclosed by the Company in the reports that it files or submits under
the Exchange Act is accumulated and communicated to the Companys management, including its Chief
Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding
required disclosure. Due to the inherent limitations in the effectiveness of any disclosure
controls and procedures, management cannot provide absolute assurance that the objectives of its
disclosure controls and procedures will be attained.
(b) Changes in internal control over financial reporting
There have been no changes in the Companys internal control over financial reporting during the
quarter ended June 30, 2009 that have materially affected, or are reasonably likely to materially
affect, the Companys internal control over financial reporting.
30
Part I Item 1.
DTE Energy Company
Consolidated Statements of Operations (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions, Except per Share Amounts) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
$ |
1,688 |
|
|
$ |
2,251 |
|
|
$ |
3,943 |
|
|
$ |
4,821 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, purchased power and gas |
|
|
577 |
|
|
|
1,032 |
|
|
|
1,537 |
|
|
|
2,298 |
|
Operation and maintenance |
|
|
595 |
|
|
|
754 |
|
|
|
1,186 |
|
|
|
1,453 |
|
Depreciation, depletion and amortization |
|
|
240 |
|
|
|
216 |
|
|
|
472 |
|
|
|
442 |
|
Taxes other than income |
|
|
61 |
|
|
|
78 |
|
|
|
141 |
|
|
|
158 |
|
Gain on sale of non-utility assets |
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
(128 |
) |
Other asset (gains) and losses, reserves and impairments, net |
|
|
|
|
|
|
16 |
|
|
|
(3 |
) |
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,473 |
|
|
|
2,094 |
|
|
|
3,333 |
|
|
|
4,235 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
215 |
|
|
|
157 |
|
|
|
610 |
|
|
|
586 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (Income) and Deductions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
134 |
|
|
|
122 |
|
|
|
266 |
|
|
|
246 |
|
Interest income |
|
|
(3 |
) |
|
|
(4 |
) |
|
|
(6 |
) |
|
|
(8 |
) |
Other income |
|
|
(22 |
) |
|
|
(18 |
) |
|
|
(46 |
) |
|
|
(40 |
) |
Other expenses |
|
|
(5 |
) |
|
|
9 |
|
|
|
9 |
|
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
104 |
|
|
|
109 |
|
|
|
223 |
|
|
|
221 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
|
111 |
|
|
|
48 |
|
|
|
387 |
|
|
|
365 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax Provision |
|
|
27 |
|
|
|
18 |
|
|
|
124 |
|
|
|
134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from Continuing Operations |
|
|
84 |
|
|
|
30 |
|
|
|
263 |
|
|
|
231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations Income, net of tax |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
|
84 |
|
|
|
32 |
|
|
|
263 |
|
|
|
245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net Income Attributable to Noncontrolling Interests From |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations |
|
|
1 |
|
|
|
2 |
|
|
|
2 |
|
|
|
3 |
|
Discontinued operations |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
4 |
|
|
|
2 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to DTE Energy Company |
|
$ |
83 |
|
|
$ |
28 |
|
|
$ |
261 |
|
|
$ |
240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings per Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
.51 |
|
|
$ |
.17 |
|
|
$ |
1.59 |
|
|
$ |
1.40 |
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.07 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
.51 |
|
|
$ |
.17 |
|
|
$ |
1.59 |
|
|
$ |
1.47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
.51 |
|
|
$ |
.17 |
|
|
$ |
1.59 |
|
|
$ |
1.40 |
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.07 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
.51 |
|
|
$ |
.17 |
|
|
$ |
1.59 |
|
|
$ |
1.47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Common Shares Outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
164 |
|
|
|
163 |
|
|
|
164 |
|
|
|
163 |
|
Diluted |
|
|
164 |
|
|
|
163 |
|
|
|
164 |
|
|
|
163 |
|
Dividends Declared per Common Share |
|
$ |
.53 |
|
|
$ |
.53 |
|
|
$ |
1.06 |
|
|
$ |
1.06 |
|
See Notes to Consolidated Financial Statements (Unaudited)
31
DTE Energy Company
Consolidated Statements of Financial Position (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
June 30 |
|
|
December 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
42 |
|
|
$ |
86 |
|
Restricted cash |
|
|
69 |
|
|
|
86 |
|
Accounts receivable (less allowance for doubtful accounts of $293
and $265, respectively) |
|
|
|
|
|
|
|
|
Customer |
|
|
1,164 |
|
|
|
1,666 |
|
Other |
|
|
117 |
|
|
|
166 |
|
Inventories |
|
|
|
|
|
|
|
|
Fuel and gas |
|
|
258 |
|
|
|
333 |
|
Materials and supplies |
|
|
201 |
|
|
|
206 |
|
Deferred income taxes |
|
|
207 |
|
|
|
227 |
|
Derivative assets |
|
|
319 |
|
|
|
316 |
|
Other |
|
|
158 |
|
|
|
242 |
|
|
|
|
|
|
|
|
|
|
|
2,535 |
|
|
|
3,328 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
|
|
|
|
|
|
Nuclear decommissioning trust funds |
|
|
716 |
|
|
|
685 |
|
Other |
|
|
610 |
|
|
|
595 |
|
|
|
|
|
|
|
|
|
|
|
1,326 |
|
|
|
1,280 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
Property, plant and equipment |
|
|
20,359 |
|
|
|
20,065 |
|
Less accumulated depreciation and depletion |
|
|
(7,966 |
) |
|
|
(7,834 |
) |
|
|
|
|
|
|
|
|
|
|
12,393 |
|
|
|
12,231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Assets |
|
|
|
|
|
|
|
|
Goodwill |
|
|
2,037 |
|
|
|
2,037 |
|
Regulatory assets |
|
|
4,145 |
|
|
|
4,231 |
|
Securitized regulatory assets |
|
|
937 |
|
|
|
1,001 |
|
Intangible assets |
|
|
58 |
|
|
|
70 |
|
Notes receivable |
|
|
117 |
|
|
|
115 |
|
Derivative assets |
|
|
155 |
|
|
|
140 |
|
Other |
|
|
192 |
|
|
|
157 |
|
|
|
|
|
|
|
|
|
|
|
7,641 |
|
|
|
7,751 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
23,895 |
|
|
$ |
24,590 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
32
DTE Energy Company
Consolidated Statements of Financial Position (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
June 30 |
|
|
December 31 |
|
(in Millions, Except Shares) |
|
2009 |
|
|
2008 |
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
611 |
|
|
$ |
899 |
|
Accrued interest |
|
|
117 |
|
|
|
119 |
|
Dividends payable |
|
|
87 |
|
|
|
86 |
|
Short-term borrowings |
|
|
201 |
|
|
|
744 |
|
Current portion long-term debt, including capital leases |
|
|
167 |
|
|
|
362 |
|
Derivative liabilities |
|
|
288 |
|
|
|
285 |
|
Other |
|
|
605 |
|
|
|
518 |
|
|
|
|
|
|
|
|
|
|
|
2,076 |
|
|
|
3,013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-Term Debt (net of current portion) |
|
|
|
|
|
|
|
|
Mortgage bonds, notes and other |
|
|
6,739 |
|
|
|
6,458 |
|
Securitization bonds |
|
|
861 |
|
|
|
932 |
|
Trust preferred-linked securities |
|
|
289 |
|
|
|
289 |
|
Capital lease obligations |
|
|
54 |
|
|
|
62 |
|
|
|
|
|
|
|
|
|
|
|
7,943 |
|
|
|
7,741 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Deferred income taxes |
|
|
2,025 |
|
|
|
1,958 |
|
Regulatory liabilities |
|
|
1,201 |
|
|
|
1,202 |
|
Asset retirement obligations |
|
|
1,378 |
|
|
|
1,340 |
|
Unamortized investment tax credit |
|
|
91 |
|
|
|
96 |
|
Derivative liabilities |
|
|
269 |
|
|
|
344 |
|
Liabilities from transportation and storage contracts |
|
|
103 |
|
|
|
111 |
|
Accrued pension liability |
|
|
798 |
|
|
|
871 |
|
Accrued postretirement liability |
|
|
1,413 |
|
|
|
1,434 |
|
Nuclear decommissioning |
|
|
119 |
|
|
|
114 |
|
Other |
|
|
300 |
|
|
|
328 |
|
|
|
|
|
|
|
|
|
|
|
7,697 |
|
|
|
7,798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies (Notes 5 and 9) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity |
|
|
|
|
|
|
|
|
Common stock, without par value, 400,000,000 shares
authorized, 164,472,648 and 163,019,596 shares issued
and outstanding, respectively |
|
|
3,214 |
|
|
|
3,175 |
|
Retained earnings |
|
|
3,072 |
|
|
|
2,985 |
|
Accumulated other comprehensive loss |
|
|
(145 |
) |
|
|
(165 |
) |
|
|
|
|
|
|
|
Total DTE Energy Company Shareholders Equity |
|
|
6,141 |
|
|
|
5,995 |
|
Noncontrolling interests |
|
|
38 |
|
|
|
43 |
|
|
|
|
|
|
|
|
Total Equity |
|
|
6,179 |
|
|
|
6,038 |
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
23,895 |
|
|
$ |
24,590 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
33
DTE Energy Company
Consolidated Statements of Cash Flows (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Operating Activities |
|
|
|
|
|
|
|
|
Net income |
|
$ |
263 |
|
|
$ |
245 |
|
Adjustments to reconcile net income to net cash from operating activities: |
|
|
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
|
472 |
|
|
|
440 |
|
Deferred income taxes |
|
|
88 |
|
|
|
180 |
|
Gain on sale of non-utility assets |
|
|
|
|
|
|
(128 |
) |
Other asset (gains), losses and reserves, net |
|
|
3 |
|
|
|
12 |
|
Gain on sale of interests in synfuel projects |
|
|
|
|
|
|
(15 |
) |
Contributions from synfuel partners |
|
|
|
|
|
|
30 |
|
Changes in assets and liabilities, exclusive of changes shown separately (Note 1) |
|
|
475 |
|
|
|
771 |
|
|
|
|
|
|
|
|
Net cash from operating activities |
|
|
1,301 |
|
|
|
1,535 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(581 |
) |
|
|
(544 |
) |
Plant and equipment expenditures non-utility |
|
|
(32 |
) |
|
|
(110 |
) |
Proceeds from sale of interests in synfuel projects |
|
|
|
|
|
|
82 |
|
Refunds to synfuel partners |
|
|
|
|
|
|
(96 |
) |
Proceeds from sale of non-utility assets |
|
|
|
|
|
|
253 |
|
Proceeds from sale of other assets, net |
|
|
32 |
|
|
|
16 |
|
Restricted cash for debt redemptions |
|
|
17 |
|
|
|
54 |
|
Proceeds from sale of nuclear decommissioning trust fund assets |
|
|
182 |
|
|
|
106 |
|
Investment in nuclear decommissioning trust funds |
|
|
(190 |
) |
|
|
(124 |
) |
Other investments |
|
|
(38 |
) |
|
|
(89 |
) |
|
|
|
|
|
|
|
Net cash used for investing activities |
|
|
(610 |
) |
|
|
(452 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
Issuance of long-term debt |
|
|
363 |
|
|
|
798 |
|
Redemption of long-term debt |
|
|
(355 |
) |
|
|
(154 |
) |
Repurchase of long-term debt |
|
|
|
|
|
|
(238 |
) |
Short-term borrowings, net |
|
|
(575 |
) |
|
|
(984 |
) |
Issuance of common stock |
|
|
18 |
|
|
|
|
|
Repurchase of common stock |
|
|
|
|
|
|
(16 |
) |
Dividends on common stock |
|
|
(173 |
) |
|
|
(172 |
) |
Other |
|
|
(13 |
) |
|
|
(6 |
) |
|
|
|
|
|
|
|
Net cash used for financing activities |
|
|
(735 |
) |
|
|
(772 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
|
(44 |
) |
|
|
311 |
|
Cash and Cash Equivalents Reclassified from Assets Held for Sale |
|
|
|
|
|
|
11 |
|
Cash and Cash Equivalents at Beginning of Period |
|
|
86 |
|
|
|
123 |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents at End of Period |
|
$ |
42 |
|
|
$ |
445 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
34
DTE Energy Company
Consolidated Statements of Changes in Shareholders Equity and
Comprehensive Income (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Common Stock |
|
Retained |
|
Comprehensive |
|
Noncontrolling |
|
|
(Dollars in Millions, Shares in Thousands) |
|
Shares |
|
Amount |
|
Earnings |
|
Loss |
|
Interests |
|
Total |
|
Balance, December 31, 2008 |
|
|
163,020 |
|
|
$ |
3,175 |
|
|
$ |
2,985 |
|
|
$ |
(165 |
) |
|
$ |
43 |
|
|
$ |
6,038 |
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
261 |
|
|
|
|
|
|
|
2 |
|
|
|
263 |
|
Benefit obligations, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
5 |
|
Foreign currency translation, net of
tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
1 |
|
Dividends declared on common
stock |
|
|
|
|
|
|
|
|
|
|
(174 |
) |
|
|
|
|
|
|
|
|
|
|
(174 |
) |
Issuance of common stock |
|
|
584 |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18 |
|
Net change in unrealized losses on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
2 |
|
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
12 |
|
Stock-based compensation,
distributions to noncontrolling
interests and other |
|
|
869 |
|
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
(7 |
) |
|
|
14 |
|
|
Balance, June 30, 2009 |
|
|
164,473 |
|
|
$ |
3,214 |
|
|
$ |
3,072 |
|
|
$ |
(145 |
) |
|
$ |
38 |
|
|
$ |
6,179 |
|
|
The following table displays other comprehensive income for the six-month periods ended June 30:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Net income |
|
$ |
263 |
|
|
$ |
245 |
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
|
Benefit obligations, net of taxes of $3 and $-, respectively |
|
|
5 |
|
|
|
|
|
Foreign currency translation |
|
|
1 |
|
|
|
|
|
Net unrealized gains (losses) on derivatives: |
|
|
|
|
|
|
|
|
Gains (losses) during the period, net of taxes of $1 and $(6), respectively |
|
|
3 |
|
|
|
(11 |
) |
Amounts reclassified to income, net of taxes of $(1) and $1, respectively |
|
|
(1 |
) |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized gains (losses) on investments: |
|
|
|
|
|
|
|
|
Gains (losses) during the period, net of taxes of $7 and $(4), respectively |
|
|
12 |
|
|
|
(8 |
) |
|
|
|
|
|
|
|
Comprehensive income |
|
|
283 |
|
|
|
228 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Comprehensive income attributable to noncontrolling interests |
|
|
2 |
|
|
|
5 |
|
|
|
|
|
|
|
|
Comprehensive income attributable to DTE Energy Company |
|
$ |
281 |
|
|
$ |
223 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
35
DTE Energy Company
Notes to Consolidated Financial Statements (Unaudited)
NOTE 1 GENERAL
The Company is a diversified energy company. It is the parent company of Detroit Edison and
MichCon, regulated electric and gas utilities engaged primarily in the business of providing
electricity and natural gas sales, distribution and storage services throughout southeastern
Michigan. The Company also operates four energy-related non-utility segments with operations
throughout the United States.
These Consolidated Financial Statements should be read in conjunction with the Notes to
Consolidated Financial Statements included in the 2008 Annual Report on Form 10-K.
The accompanying Consolidated Financial Statements are prepared using accounting principles
generally accepted in the United States of America. These accounting principles require management
to use estimates and assumptions that impact reported amounts of assets, liabilities, revenues and
expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from
the Companys estimates.
The Consolidated Financial Statements are unaudited, but in our opinion include all adjustments
necessary for a fair presentation of such financial statements. All adjustments are of a normal
recurring nature, except as otherwise disclosed in these Consolidated Financial Statements and
Notes to Consolidated Financial Statements. Financial results for this interim period are not
necessarily indicative of results that may be expected for any other interim period or for the
fiscal year ending December 31, 2009.
Certain prior year amounts have been reclassified to reflect current year classifications.
Asset Retirement Obligations
The Company records asset retirement obligations in accordance with SFAS No. 143, Accounting for
Asset Retirement Obligations and FASB Interpretation Number (FIN) 47, Accounting for Conditional
Asset Retirement Obligations, an interpretation of FASB Statement No. 143. The Company has a legal
retirement obligation for the decommissioning costs for its Fermi 1 and Fermi 2 nuclear plants. To
a lesser extent, the Company has legal retirement obligations for gas production facilities, gas
gathering facilities and various other operations. The Company has conditional retirement
obligations for gas pipeline retirement costs and disposal of asbestos at certain of its power
plants. To a lesser extent, the Company has conditional retirement obligations at certain service
centers, compressor and gate stations, and disposal costs for PCB contained within transformers and
circuit breakers. The Company recognizes such obligations as liabilities at fair market value when
they are incurred, which generally is at the time the associated assets are placed in service. Fair
value is measured using expected future cash outflows discounted at our credit-adjusted risk-free
rate.
For the Companys regulated operations, timing differences arise in the expense recognition of
legal asset retirement costs that the Company is currently recovering in rates. The Company defers
such differences under SFAS No. 71, Accounting for the Effects of Certain Types of Regulation.
A reconciliation of the asset retirement obligations for the six months ended June 30, 2009
follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
Asset retirement obligations at January 1, 2009 |
|
$ |
1,361 |
|
Accretion |
|
|
44 |
|
Liabilities settled |
|
|
(4 |
) |
Revision in estimated cash flows |
|
|
(4 |
) |
|
|
|
|
Asset retirement obligations at June 30, 2009 |
|
|
1,397 |
|
Less amount included in current liabilities |
|
|
19 |
|
|
|
|
|
|
|
$ |
1,378 |
|
|
|
|
|
36
Approximately $1.2 billion of the asset retirement obligations represent nuclear decommissioning
liabilities that are funded through a surcharge to electric customers over the life of the Fermi 2
nuclear power plant.
Goodwill
We performed our annual goodwill impairment test on October 1, 2008 and determined that the
estimated fair value of our reporting units exceeded their carrying value, and no impairment
existed. In the period from October 1, 2008 to March 31, 2009, DTE Energys stock price declined
31 percent and at March 31, 2009 was approximately 26 percent below its book value per share of
$37.29. We deemed the lengthening duration and severity of the decline in DTE Energys stock price
to be a triggering event to test for potential goodwill impairment for the first quarter. In
performing Step 1 of the impairment test, we compared the fair value of the reporting unit to its
carrying value including goodwill. If the carrying value including goodwill were to exceed the
fair value of a reporting unit, Step 2 of the test would be performed. Step 2 of the impairment
test requires the carrying value of goodwill to be reduced to its fair value, if lower, as of the
test date. All reporting units passed Step 1 of the impairment test.
For the quarter ended June 30, 2009, DTE Energys closing stock price increased approximately 16
percent. Although DTE is still trading at a discount to book value at the end of the second
quarter, the discount improved to approximately 14 percent at June 30, 2009 from approximately 26
percent at March 31, 2009. In assessing whether the continuing discount to book value was an
indication of impairment, we considered the following factors: (1) the severity of the decline in
DTEs share price experienced since the fourth quarter of 2008 has diminished and is beginning to
recover; and (2) the assumptions incorporated in the first quarter impairment test have either
improved or have not changed significantly during the second quarter such that they would change
the results of Step 1. As a result of this assessment, we determined that the continuing discount
to book value was not a triggering event for impairment testing purposes.
We did, however, identify a goodwill impairment test trigger for our Energy Services reporting unit
related to the long-lived asset impairment tests that were performed during the second quarter on
certain automotive-related project companies. Accordingly, we performed an interim goodwill
impairment test for Energy Services. The fair value of the reporting unit exceeded its carrying
value including goodwill. Therefore, the reporting unit passed Step 1 of the impairment test.
Intangible Assets
The Company has certain intangible assets relating to non-utility contracts and emission
allowances. The Company amortizes intangible assets on a straight-line basis over the expected
period of benefit, ranging from 4 to 30 years. The gross carrying amount and accumulated
amortization of intangible assets at June 30, 2009 were $75 million and $17 million, respectively.
The gross carrying amount and accumulated amortization of intangible assets at December 31, 2008
were $85 million and $15 million, respectively. Amortization expense of intangible assets is
estimated to be $7 million annually for the years 2009 through 2013.
Retirement Benefits and Trusteed Assets
The following details the components of net periodic benefit costs for pension benefits and other
postretirement benefits:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Postretirement |
|
Three Months Ended June 30 |
|
Pension Benefits |
|
|
Benefits |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Service cost |
|
$ |
13 |
|
|
$ |
13 |
|
|
$ |
14 |
|
|
$ |
16 |
|
Interest cost |
|
|
51 |
|
|
|
47 |
|
|
|
33 |
|
|
|
31 |
|
Expected return on plan assets |
|
|
(64 |
) |
|
|
(65 |
) |
|
|
(14 |
) |
|
|
(20 |
) |
Amortization of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net actuarial loss |
|
|
13 |
|
|
|
8 |
|
|
|
19 |
|
|
|
9 |
|
Prior service cost |
|
|
2 |
|
|
|
2 |
|
|
|
(2 |
) |
|
|
(2 |
) |
Net transition liability |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
15 |
|
|
$ |
5 |
|
|
$ |
50 |
|
|
$ |
35 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Postretirement |
|
Six Months Ended June 30 |
|
Pension Benefits |
|
|
Benefits |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Service cost |
|
$ |
26 |
|
|
$ |
28 |
|
|
$ |
29 |
|
|
$ |
31 |
|
Interest cost |
|
|
101 |
|
|
|
95 |
|
|
|
67 |
|
|
|
61 |
|
Expected return on plan assets |
|
|
(127 |
) |
|
|
(130 |
) |
|
|
(28 |
) |
|
|
(38 |
) |
Amortization of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net actuarial loss |
|
|
26 |
|
|
|
16 |
|
|
|
36 |
|
|
|
19 |
|
Prior service cost |
|
|
3 |
|
|
|
3 |
|
|
|
(3 |
) |
|
|
(3 |
) |
Net transition liability |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
29 |
|
|
$ |
12 |
|
|
$ |
102 |
|
|
$ |
71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company expects to contribute $250 million to its pension plans during 2009. A $20 million
contribution was made to the plans in the second quarter of 2009 and approximately $70 million of
contributions were made to the plans in the six-month period ended June 30, 2009.
The Company expects to contribute $130 million to its postretirement medical and life insurance
benefit plans during 2009. No contributions were made in the second quarter of 2009. Approximately
$40 million of contributions were made to the plans in the six-month period ended June 30, 2009.
Income Taxes
The Companys effective tax rate from continuing operations for the three months ended June 30,
2009 was 24 percent as compared to 38 percent for the three months ended June 30, 2008, and for the
six months ended June 30, 2009 was 32 percent as compared to 37 percent for the six months ended
June 30, 2008. The 2009 rate is lower than 2008 due primarily to the recognition of tax benefits
from the settlement of tax audits.
The Company had $7 million of unrecognized tax benefits at June 30, 2009 and $18 million at
December 31, 2008 that, if recognized, would favorably impact its effective tax rate. During the
quarter ended June 30, 2009, the Company settled a federal tax audit for the 2004 through 2006 tax
years, which resulted in the recognition of $9 million of unrecognized tax benefits. During the
next twelve months, it is reasonably possible that the Company will settle certain state
examinations and audits. Furthermore, the statutes of limitations will expire for the Companys
tax returns in various states. Therefore, the Company believes that it is reasonably possible that
there will be a decrease in unrecognized tax benefits of $1 million to $2 million within the next
twelve months.
Stock-Based Compensation
The Companys stock incentive program permits the grant of incentive stock options, non-qualifying
stock options, stock awards, performance shares and performance units. Participants in the Plan
include the Companys employees and members of its Board of Directors.
The Company recorded stock-based compensation expense of $12 million and $18 million, with an
associated tax benefit of $5 million and $6 million for the three months ended June 30, 2009 and
2008, respectively. The Company recorded stock-based compensation expense of $13 million and $25
million, with an associated tax benefit of $5 million and $9 million for the six months ended June
30, 2009 and 2008, respectively. Compensation cost capitalized in property, plant and equipment was
$0.7 million and $0.6 million during the three months ended June 30, 2009 and 2008, respectively.
Compensation cost capitalized in property, plant and equipment was $0.8 million and $1 million
during the six months ended June 30, 2009 and 2008, respectively.
38
Stock Options
The following table summarizes our stock option activity for the six months ended June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
Weighted |
|
|
Aggregate |
|
|
|
Number of |
|
|
Average |
|
|
Intrinsic |
|
|
|
Options |
|
|
Exercise Price |
|
|
Value |
|
Options outstanding at January 1, 2009 |
|
|
5,013,699 |
|
|
$ |
42.45 |
|
|
|
|
|
Granted |
|
|
812,500 |
|
|
$ |
27.75 |
|
|
|
|
|
Exercised |
|
|
(6,995 |
) |
|
$ |
27.62 |
|
|
|
|
|
Forfeited or expired |
|
|
(114,760 |
) |
|
$ |
41.31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options outstanding at June 30, 2009 |
|
|
5,704,444 |
|
|
$ |
40.40 |
|
|
$ |
1.9 |
|
|
|
|
|
|
|
|
|
|
|
|
Options exercisable at June 30, 2009 |
|
|
4,232,293 |
|
|
$ |
42.43 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2009, the weighted average remaining contractual life for the exercisable shares was
4.6 years. As of June 30, 2009, 1,472,151 options were non-vested. During the six months ended June
30, 2009, 587,571 options vested.
The weighted average grant date fair value of options granted during the six months ended June 30,
2009 was $4.41 per share. The intrinsic value of options exercised for the six months ended June
30, 2009 was $0.04 million. Total option expense recognized was $2 million in the six months ended
June 30, 2009 and 2008.
The Company determined the fair value for these options at the date of grant using a Black-Scholes
based option pricing model and the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
June 30, 2009 |
|
June 30, 2008 |
Risk-free interest rate |
|
|
2.04 |
% |
|
|
3.05 |
% |
Dividend yield |
|
|
4.98 |
% |
|
|
5.20 |
% |
Expected volatility |
|
|
27.88 |
% |
|
|
20.45 |
% |
|
|
|
|
|
|
|
|
|
Expected life |
|
6 years |
|
6 years |
Restricted Stock Awards
The following summarizes restricted stock award activity for the six months ended June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average |
|
|
Restricted |
|
Grant Date |
|
|
Stock |
|
Fair Value |
Balance at January 1, 2009 |
|
|
931,722 |
|
|
$ |
45.31 |
|
Grants |
|
|
514,610 |
|
|
$ |
28.63 |
|
Forfeitures |
|
|
(15,102 |
) |
|
$ |
41.52 |
|
Vested and issued |
|
|
(288,535 |
) |
|
$ |
42.87 |
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2009 |
|
|
1,142,695 |
|
|
$ |
38.48 |
|
|
|
|
|
|
|
|
|
|
Performance Share Awards
The following summarizes performance share activity for the six months ended June 30, 2009:
|
|
|
|
|
|
|
Performance Shares |
Balance at January 1, 2009 |
|
|
1,321,501 |
|
Grants |
|
|
564,340 |
|
Forfeitures |
|
|
(27,096 |
) |
Payouts |
|
|
(390,656 |
) |
|
|
|
|
|
Balance at June 30, 2009 |
|
|
1,468,089 |
|
|
|
|
|
|
39
Unrecognized Compensation Cost
As of June 30, 2009, the Company had $45 million of total unrecognized compensation cost related to
non-vested stock incentive plan arrangements. These costs are expected to be recognized over a
weighted-average period of 1.50 years.
Offsetting Amounts Related to Certain Contracts
Consistent with FSP FIN 39-1, Amendment of FASB Interpretation No. 39, the Company offset the fair
value of derivative instruments with cash collateral received or paid for those derivative
instruments executed with the same counterparty under a master netting agreement, which reduces
both the Companys total assets and total liabilities. As of June 30, 2009, the total cash
collateral received, net of cash collateral posted, was $26 million. In accordance with FSP FIN
39-1, derivative assets and derivative liabilities are shown net of collateral of $58 million and
$32 million, respectively. At June 30, 2009, amounts not related to unrealized derivative positions
totaling $2 million were included in both accounts receivable and accounts payable, respectively.
Consolidated Statements of Cash Flows
The following provides detail of the changes in assets and liabilities that are reported in the
Consolidated Statements of Cash Flows, and supplementary cash information:
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Changes in Assets and Liabilities, Exclusive of Changes Shown Separately |
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
$ |
488 |
|
|
$ |
280 |
|
Accrued GCR revenue |
|
|
17 |
|
|
|
(113 |
) |
Inventories |
|
|
78 |
|
|
|
53 |
|
Accrued/prepaid pensions |
|
|
(73 |
) |
|
|
(10 |
) |
Accounts payable |
|
|
(203 |
) |
|
|
22 |
|
Accrued PSCR refund |
|
|
82 |
|
|
|
95 |
|
Exchange gas payable |
|
|
(3 |
) |
|
|
(31 |
) |
Income taxes payable |
|
|
54 |
|
|
|
1 |
|
General taxes |
|
|
(11 |
) |
|
|
4 |
|
Derivative assets and liabilities |
|
|
(90 |
) |
|
|
350 |
|
Deferred gains from asset sales |
|
|
|
|
|
|
33 |
|
Gas inventory equalization |
|
|
96 |
|
|
|
153 |
|
Postretirement obligation |
|
|
(21 |
) |
|
|
(35 |
) |
Other assets |
|
|
143 |
|
|
|
58 |
|
Other liabilities |
|
|
(82 |
) |
|
|
(89 |
) |
|
|
|
|
|
|
|
|
|
$ |
475 |
|
|
$ |
771 |
|
|
|
|
|
|
|
|
In connection with maintaining certain traded risk management positions, the Company may be
required to post cash collateral with its clearing agent. As a result, the Company entered into a
demand financing agreement for up to $120 million with its clearing agent in lieu of posting
additional cash collateral (a non-cash transaction). There was approximately $27 million
outstanding under this facility at June 30, 2009 and approximately $26 million outstanding as of
December 31, 2008.
Subsequent Events
The Company has evaluated subsequent events through July 31, 2009, the date that these financial
statements were issued.
40
NOTE 2 NEW ACCOUNTING PRONOUNCEMENTS
Fair Value Accounting
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS No. 157 defines fair
value, establishes a framework for measuring fair value in generally accepted accounting
principles, and expands disclosures about fair value measurements. It emphasizes that fair value is
a market-based measurement, not an entity-specific measurement. Fair value measurement should be
determined based on the assumptions that market participants would use in pricing an asset or
liability. Effective January 1, 2008, the Company adopted SFAS No. 157. As permitted by FASB Staff
Position FAS No. 157-2, the Company elected to defer the effective date of SFAS No. 157 as it
pertains to measurement and disclosures about the fair value of non-financial assets and
liabilities made on a nonrecurring basis. The Company has adopted the recognition provisions for
non-financial assets and liabilities as of January 1, 2009. See Note 3 for further disclosures.
In April 2009, the FASB issued three FSPs intended to provide additional application guidance and
enhance disclosures regarding fair value measurements and impairments of securities. The FSPs are
effective for interim and annual periods ending after June 15, 2009.
|
|
|
FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial
Instruments, expands the fair value disclosures required for all financial instruments
within the scope of SFAS No. 107 to interim periods. |
|
|
|
|
FSP FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the
Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not
Orderly, which applies to all assets and liabilities, i.e., financial and nonfinancial,
reemphasizes that the objective of fair value remains unchanged (i.e., an exit price
notion). The FSP provides application guidance on measuring fair value when the volume and
level of activity has significantly decreased and identifying transactions that are not
orderly. The FSP also emphasizes that an entity cannot presume that an observable
transaction price is not orderly even when there has been a significant decline in the
volume and level of activity. |
|
|
|
|
FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary
Impairments, is intended to bring greater consistency to the timing of impairment
recognition, and provide greater clarity to investors about the credit and noncredit
components of impaired debt securities that are not expected to be sold. |
The Company adopted these FSPs in the second quarter of 2009. The adoption of these FSPs did not
have a significant impact on DTE Energys consolidated financial statements.
Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating
Securities
In June 2008, the FASB issued FSP EITF 03-6-1, Determining Whether Instruments Granted in
Share-Based Payment Transactions are Participating Securities. This FSP addresses whether
instruments granted in share-based payment transactions are participating securities prior to
vesting and, therefore, need to be included in the earnings allocation in computing earnings per
share (EPS) under the two-class method described in paragraphs 60 and 61 of SFAS No. 128, Earnings
Per Share. Unvested share-based payment awards that contain non-forfeitable rights to dividends or
dividend equivalents (whether paid or unpaid) are participating securities and shall be included in
the computation of EPS pursuant to the two-class method. Stock awards granted by the Company under
its stock-based compensation plan qualify as a participating security. This FSP is effective for
financial statements issued for fiscal years and interim periods beginning after December 15, 2008
and will be applied retrospectively. The Company adopted the requirements of the FSP effective
January 1, 2009. See Note 6 for further disclosure.
Noncontrolling Interests in Consolidated Financial Statements
In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial
Statements an Amendment of ARB No. 51. This Statement establishes accounting and reporting
standards for the noncontrolling interests in a subsidiary and for the deconsolidation of a
subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in
the consolidated entity that should be reported as equity in the consolidated financial statements.
SFAS No. 160 is effective for fiscal years, and interim periods within those years,
41
beginning on or after December 15, 2008. This Statement shall be applied prospectively as of the
beginning of the fiscal year in which this Statement is initially applied, except for the
presentation and disclosure requirements which shall be applied retrospectively for all periods
presented. The Company adopted SFAS No. 160 as of January 1, 2009. Adoption of SFAS No. 160 did not
have a material effect on the Companys consolidated financial statements.
Disclosures about Derivative Instruments and Guarantees
In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging
Activities an amendment of FASB Statement No. 133. This statement requires enhanced disclosures
about an entitys derivative and hedging activities and thereby improves the transparency of
financial reporting. Entities are required to provide enhanced disclosures about (a) how and why an
entity uses derivative instruments, (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations, and (c) how derivative
instruments and related hedged items affect an entitys financial position, financial performance,
and cash flows.
SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods
beginning after November 15, 2008, with early application encouraged. Comparative disclosures for
earlier periods at initial adoption are encouraged but not required. The Company adopted SFAS No.
161 effective January 1, 2009. See
Note 3.
Subsequent Events
In May 2009, the FASB issued SFAS No. 165, Subsequent Events. This statement provides guidance on
managements assessment of subsequent events. The new standard clarifies that management must
evaluate, as of each reporting period, events or transactions that occur after the balance sheet
date
through the date that the financial statements are issued or are available to be issued.
Management
must perform its assessment for both interim and annual financial reporting periods. SFAS No. 165
does not significantly change the Companys practice for evaluating such events. SFAS No. 165 is
effective prospectively for interim and annual periods ending after June 15, 2009 and requires
disclosure of the date subsequent events are evaluated through. The Company adopted SFAS No. 165
during the quarter ended June 30, 2009. See Note 1.
Transfers of Financial Assets
In June 2009, the FASB issued SFAS No. 166, Accounting for Transfers of Financial Assets an
amendment of FASB No. 140. This statement amends the derecognition guidance in SFAS No. 140 and
reflects the FASBs response to issues entities have encountered when applying SFAS No. 140. In
addition, SFAS No. 166 addresses concerns expressed by the SEC, members of Congress, and financial
statement users about the accounting and disclosures required by SFAS No. 140 in the wake of the
subprime mortgage crisis and the deterioration in the
global credit markets. SFAS No. 166 is effective for financial asset transfers occurring after the
beginning of an entitys first fiscal year that begins after November 15, 2009. Early adoption is
prohibited. SFAS No. 166 must be applied prospectively to transfers of financial assets occurring
on or after its effective date. Accordingly,
transferors should not reevaluate historical transfers of financial assets under the derecognition
criteria in SFAS No. 166. The adoption of SFAS No. 166 will not have a material impact on DTE
Energys consolidated financial statements.
Variable Interest Entities (VIE)
In June 2009, the FASB issued SFAS No. 167, Amendments to FASB Interpretation No. 46(R). This
statement, amends the consolidation guidance that applies to VIEs and affects the overall
consolidation analysis under Interpretation 46(R). The amendments to the consolidation guidance
affect all entities and enterprises currently within the scope of Interpretation 46(R), as well as
qualifying special purpose entities that are currently outside the scope of Interpretation 46(R).
Accordingly, the Company will need to reconsider its previous Interpretation 46(R) conclusions,
including (1) whether an entity is a VIE, (2) whether the enterprise is the VIEs primary
beneficiary, and (3) what type of financial statement disclosures are required. SFAS No. 167 is
effective as of the beginning of the first fiscal year that begins after November 15, 2009. Early
adoption is prohibited. The Company is currently assessing the impact of SFAS No. 167 on DTE
Energys consolidated financial statements.
42
FASB Accounting Standards Codification (Codification)
In June 2009, the FASB voted to approve that on July 1, 2009, the Codification will become the
single source of authoritative nongovernmental U.S. GAAP. The Codification is a reorganization of
current GAAP into a topical format that eliminates the current GAAP hierarchy and establishes two
levels of guidance authoritative and nonauthoritative. According to the FASB, all
non-grandfathered, non-SEC accounting literature that is not included in the Codification would
be considered nonauthoritative. The FASB has indicated that the Codification does not change
current GAAP. Instead, the proposed changes aim to (1) reduce the time and effort it takes for
users to research accounting questions and (2) improve the usability of current accounting
standards. The Codification is effective for interim and annual periods ending after September 15,
2009.
NOTE 3 FINANCIAL AND OTHER DERIVATIVE INSTRUMENTS AND FAIR VALUE
Financial and Other Derivative Instruments
The Company complies with SFAS No. 133, Accounting for Derivative Instruments and Hedging
Activities, as amended and interpreted. Under SFAS No. 133, all derivatives are recognized on the
Consolidated Statement of Financial Position at their fair value unless they qualify for certain
scope exceptions, including normal purchases and normal sales exception. Further, derivatives that
qualify and are designated for hedge accounting are classified as either hedges of a forecasted
transaction or the variability of cash flows to be received or paid related to a recognized asset
or liability (cash flow hedge), or as hedges of the fair value of a recognized asset or liability
or of an unrecognized firm commitment (fair value hedge). For cash flow hedges, the portion of the
derivative gain or loss that is effective in offsetting the change in the value of the underlying
exposure is deferred in Accumulated other comprehensive income and later reclassified into earnings
when the underlying transaction occurs. For fair value hedges, changes in fair values for both the
derivative and the underlying hedged exposure are recognized in earnings each period. Gains and
losses from the ineffective portion of any hedge are recognized in earnings immediately. For
derivatives that do not qualify or are not designated for hedge accounting, changes in the fair
value are recognized in earnings each period.
The Companys primary market risk exposure is associated with commodity prices, credit, interest
rates and foreign currency. The Company has risk management policies to monitor and manage market
risks. The Company uses derivative instruments to manage some of the exposure. The Company uses
derivative instruments for trading purposes in its Energy Trading segment and the coal marketing
activities of its Power and Industrial Projects segment. Contracts the Company typically classifies
as derivative instruments include power, gas, certain coal and oil forwards, futures, options and
swaps, and foreign currency contracts. Items it does not generally account for as derivatives
include proprietary gas inventory, gas storage and transportation arrangements, and gas and oil
reserves. The fair value of all derivatives is included in Derivative assets or liabilities on the
Consolidated Statements of Financial Position.
Utility Operations
Detroit Edison Detroit Edison generates, purchases, distributes and sells electricity. Detroit
Edison uses forward energy and capacity contracts to manage changes in the price of electricity and
fuel. Substantially all of these contracts meet the normal purchases and sales exemption and are
therefore accounted for under the accrual method. Other derivative contracts are recoverable
through the PSCR mechanism when realized. This results in the deferral of unrealized gains and
losses as Regulatory assets or liabilities, until realized.
MichCon MichCon purchases, stores, transports and distributes natural gas and sells storage and
transportation capacity. MichCon has fixed-priced contracts for portions of its expected gas supply
requirements through 2012. These gas-supply contracts are designated and qualify for the normal
purchases and sales exemption and are therefore accounted for under the accrual method. MichCon may
also sell forward storage and transportation capacity contracts. Forward transportation and storage
contracts are not derivatives and are therefore accounted for under the accrual method.
43
Non-Utility Operations
Power and Industrial Projects Business units within this segment manage and operate onsite
energy and pulverized coal projects, coke batteries, landfill gas recovery and power generation
assets. These businesses utilize fixed-priced contracts in the marketing and management of their
assets. These contracts are generally not derivatives and are therefore accounted for under the
accrual method. The segment also engages in coal marketing which includes the marketing and trading
of physical coal and coal financial instruments, and forward contracts for the purchase and sale of
emissions allowances. Certain of these physical and financial coal contracts and contracts for the
purchase and sale of emission allowances are derivatives and are accounted for by recording changes
in fair value to earnings.
Unconventional Gas Production The Unconventional Gas Production business is engaged in
unconventional gas project development and production. The Company uses derivative contracts to
manage changes in the price of natural gas. These derivatives are designated as cash flow hedges.
Amounts recorded in Accumulated other comprehensive income will be reclassified to earnings as the
related production affects earnings through 2010. Management estimates reclassifying an after-tax
gain of approximately $2 million to earnings within the next twelve months.
Energy Trading Commodity Price Risk Energy Trading markets and trades wholesale electricity
and natural gas physical products and energy financial instruments, and provides risk management
services utilizing energy commodity derivative instruments. Forwards, futures, options and swap
agreements are used to manage exposure to the risk of market price and volume fluctuations in its
operations. These derivatives are accounted for by recording changes in fair value to earnings
unless certain hedge accounting criteria are met.
Energy Trading Foreign Currency Risk Energy Trading has foreign currency forward contracts to
economically hedge fixed Canadian dollar commitments existing under power purchase and sale
contracts and gas transportation contracts. The Company enters into these contracts to mitigate
price volatility with respect to fluctuations of the Canadian dollar relative to the U.S. dollar.
These derivatives are accounted for by recording changes in fair value to earnings unless certain
hedge accounting criteria are met.
Gas Midstream These business units are primarily engaged in services related to the
transportation and storage of natural gas. These businesses utilize fixed-priced contracts in their
marketing and management of their businesses. Generally these contracts are not derivatives and are
therefore accounted for under the accrual method.
The Company manages its MTM risk on a portfolio basis based upon the delivery period of its
contracts and the individual components of the risks within each contract. Accordingly, it records
and manages the energy purchase and sale obligations under its contracts in separate components
based on the commodity (e.g. electricity or gas), the product (e.g. electricity for delivery during
peak or off-peak hours), the delivery location (e.g. by region), the risk profile (e.g. forward or
option), and the delivery period (e.g. by month and year). The following describe the four
categories of activities represented by their operating characteristics and key risks:
|
|
|
Economic Hedges Represents derivative activity associated with assets owned and
contracted by DTE Energy, including forward sales of gas production and trades associated with owned
transportation and storage capacity. Changes in the value of derivatives in this category
economically offset changes in the value of underlying non-derivative positions, which do
not qualify for fair value accounting. The difference in accounting treatment of
derivatives in this category and the underlying non-derivative positions can result in
significant earnings volatility. |
|
|
|
|
Structured Contracts Represents derivative activity transacted by originating
substantially hedged positions with wholesale energy marketers, producers, end users,
utilities, retail aggregators and alternative energy suppliers. |
|
|
|
|
Proprietary Trading Represents derivative activity transacted with the intent of
taking a view, capturing market price changes, or putting capital at risk. This activity is
speculative in nature as opposed to hedging an existing exposure. |
|
|
|
|
Other Includes derivative activity associated with our Unconventional Gas reserves.
A portion of the price risk associated with anticipated production from the Barnett natural
gas reserves has been mitigated |
44
|
|
|
through 2010. Changes in the value of the hedges are recorded as Derivative assets or
liabilities, with an offset in Other comprehensive income to the extent that the hedges are
deemed effective.
The amounts shown in the following tables exclude the value of the underlying gas reserves including changes therein.
Other also includes derivative activity at Detroit Edison related to
Financial Transmission Rights (FTR) and forward contracts related to emissions. Changes in
the value of derivative contracts at Detroit Edison are recorded as Derivative assets or
liabilities, with an offset to Regulatory assets or liabilities as the settlement value of
these contracts will be included in the PSCR mechanism when realized. |
Effective January 1, 2009, the Company adopted SFAS No. 161. This Statement requires enhanced
disclosures about an entitys derivative and hedging activities.
The following represents the fair value of derivative instruments as of June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance Sheet |
|
|
|
|
|
|
|
Balance Sheet |
|
|
|
|
(in Millions) |
|
Location |
|
|
Fair Value |
|
|
|
Location |
|
|
Fair Value |
|
Derivatives designated as
hedging instruments under
SFAS No. 133: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commodity Contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas |
|
Derivative assets |
|
$ |
6 |
|
|
|
Derivative liabilities |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives not
designated as hedging
instruments under SFAS
No. 133: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange contracts |
|
Derivative assets |
|
$ |
52 |
|
|
|
Derivative liabilities |
|
$ |
(48 |
) |
Commodity Contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electricity |
|
Derivative assets |
|
|
2,023 |
|
|
|
Derivative liabilities |
|
|
(1,956 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas |
|
Derivative assets |
|
|
1,778 |
|
|
|
Derivative liabilities |
|
|
(1,905 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal |
|
Derivative assets |
|
|
55 |
|
|
|
Derivative liabilities |
|
|
(52 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil |
|
Derivative assets |
|
|
35 |
|
|
|
Derivative liabilities |
|
|
(38 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Emissions |
|
Derivative assets |
|
|
6 |
|
|
|
Derivative liabilities |
|
|
(13 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
derivatives not
designated as hedging
instruments under SFAS
No. 133 |
|
|
|
|
|
$ |
3,949 |
|
|
|
|
|
|
|
$ |
(4,012 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
$ |
2,904 |
|
|
|
|
|
|
|
$ |
(2,861 |
) |
Noncurrent |
|
|
|
|
|
|
1,051 |
|
|
|
|
|
|
|
|
(1,151 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives |
|
|
|
|
|
$ |
3,955 |
|
|
|
|
|
|
|
$ |
(4,012 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of derivative instruments to |
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Financial Position: |
|
Current |
|
|
Noncurrent |
|
|
|
Current |
|
|
Noncurrent |
|
Total fair value of derivatives |
|
$ |
2,904 |
|
|
$ |
1,051 |
|
|
|
$ |
(2,861 |
) |
|
$ |
(1,151 |
) |
Counterparty netting |
|
|
(2,551 |
) |
|
|
(872 |
) |
|
|
|
2,551 |
|
|
|
872 |
|
Collateral adjustments |
|
|
(34 |
) |
|
|
(24 |
) |
|
|
|
22 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total derivatives as reported |
|
$ |
319 |
|
|
$ |
155 |
|
|
|
$ |
(288 |
) |
|
$ |
(269 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45
The effect of derivative instruments on the Consolidated Statement of Operations for the three and
six months ended June 30, 2009 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Location of Gain |
|
|
Gain (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Recognized |
|
|
Recognized in |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in Income on |
|
|
Income on |
|
|
|
Gain (Loss) |
|
|
Location of |
|
|
|
|
|
|
Derivative |
|
|
Derivative |
|
|
|
Recognized |
|
|
Gain (Loss) |
|
|
Gain (Loss) |
|
|
(Ineffective |
|
|
(Ineffective |
|
(in Millions) |
|
in OCI on |
|
|
Reclassified from |
|
|
Reclassified from |
|
|
Portion and Amount |
|
|
Portion and Amount |
|
Derivatives in SFAS No. 133 |
|
Derivative |
|
|
Accumulated OCI |
|
|
Accumulated OCI |
|
|
Excluded from |
|
|
Excluded from |
|
Cash Flow Hedging |
|
(Effective Portion) |
|
|
into Income |
|
|
into Income |
|
|
Effectiveness |
|
|
Effectiveness |
|
Relationships |
|
(1) |
|
|
(Effective Portion) |
|
|
(Effective Portion) (1) |
|
|
Testing) |
|
|
Testing) (1) |
|
|
Three Months Ended June 30, 2009: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas |
|
$ |
|
|
|
Operating Revenue |
|
$ |
1 |
|
|
Operating Revenue |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
Swap (2) |
|
|
|
|
|
Interest Expense |
|
|
(1 |
) |
|
Interest Expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
|
|
|
Total |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2009: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas |
|
$ |
3 |
|
|
Operating Revenue |
|
$ |
3 |
|
|
Operating Revenue |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
Swap (2) |
|
|
|
|
|
Interest Expense |
|
|
(2 |
) |
|
Interest Expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1 |
|
|
Total |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Gain (loss) reported after taxes. |
(2) |
|
Related to discontinued cash flow hedge.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain (Loss) |
|
|
Gain (Loss) |
|
|
|
|
|
Recognized in |
|
|
Recognized in |
|
(in Millions) |
|
Location of Gain |
|
Income on |
|
|
Income on |
|
Derivatives Not Designated |
|
(Loss) Recognized |
|
Derivative for |
|
|
Derivative for Six |
|
As Hedging Instruments |
|
in Income On |
|
Three Months Ended |
|
|
Months Ended June |
|
Under SFAS No. 133 |
|
Derivative |
|
June 30, 2009 |
|
|
30, 2009 |
|
Foreign exchange contracts |
|
Operating Revenue |
|
$ |
(17 |
) |
|
$ |
(11 |
) |
|
|
|
|
|
|
|
|
|
|
|
Commodity Contracts: |
|
|
|
|
|
|
|
|
|
|
Electricity |
|
Operating Revenue |
|
|
7 |
|
|
|
23 |
|
Natural Gas |
|
Operating Revenue |
|
|
126 |
|
|
|
174 |
|
Natural Gas |
|
Fuel, purchased power and gas |
|
|
(2 |
) |
|
|
(2 |
) |
Coal |
|
Operating Revenue |
|
|
4 |
|
|
|
(4 |
) |
Coal |
|
Operation and maintenance |
|
|
3 |
|
|
|
2 |
|
Emissions |
|
Operating Revenue |
|
|
(9 |
) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
$ |
112 |
|
|
$ |
187 |
|
|
|
|
|
|
|
|
|
|
The effect of derivative instruments recoverable through the PSCR mechanism when realized on the
Consolidated Statement of Financial Position for the three and six months ended June 30, 2009 is as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
Location of Gain |
|
|
Gain (Loss) |
|
|
Gain (Loss) |
|
|
|
(Loss) Recognized |
|
|
Recognized in |
|
|
Recognized in |
|
|
|
in Regulatory |
|
|
Regulatory Assets |
|
|
Regulatory Assets |
|
|
|
Assets / Liabilities |
|
|
/ Liabilities on |
|
|
/ Liabilities on |
|
|
|
On Derivative |
|
|
Derivative |
|
|
Derivative |
|
FTR and Emissions |
|
Regulatory Asset |
|
$ |
(2 |
) |
|
$ |
(11 |
) |
|
|
Regulatory Liability |
|
|
2 |
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
|
|
|
$ |
(13 |
) |
|
|
|
|
|
|
|
|
|
|
|
46
The following represents the cumulative gross volume of derivative contracts outstanding as of June
30, 2009:
|
|
|
|
|
Commodity |
|
Number of Units |
|
Electricity (MWh) |
|
|
102,968,437 |
|
Natural Gas (MMBtu) |
|
|
475,035,952 |
|
Coal (Tons) |
|
|
1,047,037 |
|
Oil (bbl) |
|
|
381,000 |
|
Foreign Exchange ($ CAD) |
|
|
172,336,487 |
|
Emissions (Tons) |
|
|
761,625 |
|
Various non-utility subsidiaries of the Company have entered into contracts which contain ratings
triggers and are guaranteed by DTE Energy. These contracts contain provisions which allow the
counterparties to request that the Company post cash or letters of credit as collateral in the
event that DTE Energys credit rating is downgraded below investment grade. Certain of these
provisions (known as hard triggers) state specific circumstances under which the Company can be
asked to post collateral upon the occurrence of a credit downgrade, while other provisions (known
as soft triggers) are not as specific. For contracts with soft triggers, it is difficult to
estimate the amount of collateral which may be requested by counterparties and/or which the Company
may ultimately be required to post.
The amount of such collateral which could be requested fluctuates based on commodity prices
(primarily gas, power and coal) and the provisions and maturities of the underlying transactions.
As of June 30, 2009, the value of the transactions for which the Company would have been exposed to
collateral requests had DTE Energys credit rating been below investment grade on such date was
approximately $248 million. In circumstances where an entity is downgraded below investment grade
and collateral requests are made as a result, the requesting parties often agree to accept less
than the full amount of their exposure to the downgraded entity.
Fair Value
SFAS No. 157 defines fair value as the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement date
in a principal or most advantageous market. Fair value is a market-based measurement that is
determined based on inputs, which refer broadly to assumptions that market participants use in
pricing assets or liabilities. These inputs can be readily observable, market corroborated or
generally unobservable inputs. The Company makes certain assumptions it believes that market
participants would use in pricing assets or liabilities, including assumptions about risk, and the
risks inherent in the inputs to valuation techniques. Credit risk of the Company and its
counterparties is incorporated in the valuation of assets and liabilities through the use of credit
reserves, the impact of which is immaterial for the three and six months ended June 30, 2009. The
Company believes it uses valuation techniques that maximize the use of observable market-based
inputs and minimize the use of unobservable inputs.
SFAS No. 157 establishes a fair value hierarchy, which prioritizes the inputs to valuation
techniques used to measure fair value in three broad levels. The fair value hierarchy gives the
highest priority to quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). In some cases, the
inputs used to measure fair value might fall in different levels of the fair value hierarchy. SFAS
No. 157 requires that assets and liabilities be classified in their entirety based on the lowest
level of input that is significant to the fair value measurement in its entirety. Assessing the
significance of a particular input may require judgment considering factors specific to the asset
or liability, and may affect the valuation of the asset or liability and its placement within the
fair value hierarchy. The Company classifies fair value balances based on the fair value hierarchy
defined by SFAS No. 157 as follows:
|
|
|
Level 1 Consists of unadjusted quoted prices in active markets for identical assets
or liabilities that the Company has the ability to access as of the reporting date. |
|
|
|
|
Level 2 Consists of inputs other than quoted prices included within Level 1 that are
directly observable for the asset or liability or indirectly observable through
corroboration with observable market data. |
47
|
|
|
Level 3 Consists of unobservable inputs for assets or liabilities whose fair value
is estimated based on internally developed models or methodologies using inputs that are
generally less readily observable and supported by little, if any, market activity at the
measurement date. Unobservable inputs are developed based on the best available information
and subject to cost-benefit constraints. |
The following table presents assets and liabilities measured and recorded at fair value on a
recurring basis as of June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Netting |
|
|
Net Balance at |
|
(in Millions) |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Adjustments(2) |
|
|
June 30, 2009 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash equivalents |
|
$ |
2 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
2 |
|
Nuclear decommissioning trusts and Other
Investments
(1) |
|
|
522 |
|
|
|
304 |
|
|
|
1 |
|
|
|
|
|
|
|
827 |
|
Derivative assets |
|
|
1,611 |
|
|
|
1,681 |
|
|
|
663 |
|
|
|
(3,481 |
) |
|
|
474 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,135 |
|
|
$ |
1,985 |
|
|
$ |
664 |
|
|
$ |
(3,481 |
) |
|
$ |
1,303 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative liabilities |
|
$ |
(1,504 |
) |
|
$ |
(1,650 |
) |
|
$ |
(858 |
) |
|
$ |
3,455 |
|
|
$ |
(557 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
(1,504 |
) |
|
$ |
(1,650 |
) |
|
$ |
(858 |
) |
|
$ |
3,455 |
|
|
$ |
(557 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets (Liabilities) at June 30, 2009 |
|
$ |
631 |
|
|
$ |
335 |
|
|
$ |
(194 |
) |
|
$ |
(26 |
) |
|
$ |
746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Excludes cash surrender value of life insurance investments. |
|
(2) |
|
Amounts represent the impact of master netting agreements that allow the Company to
net gain and loss positions and cash collateral held or placed with the same counterparties. |
The following table presents the fair value reconciliation of Level 3 assets and
liabilities measured at fair value on a recurring basis for the three and six months ended June 30,
2009 and 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
|
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Liability balance as of beginning of the period (1) |
|
$ |
(164 |
) |
|
$ |
(577 |
) |
|
$ |
(183 |
) |
|
$ |
(366 |
) |
Changes in fair value recorded in income |
|
|
(54 |
) |
|
|
(194 |
) |
|
|
210 |
|
|
|
(360 |
) |
Changes in fair value recorded in regulatory assets/liabilities |
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
Changes in fair value recorded in other comprehensive income |
|
|
|
|
|
|
(10 |
) |
|
|
4 |
|
|
|
(17 |
) |
Purchases, issuances and settlements |
|
|
32 |
|
|
|
(38 |
) |
|
|
(63 |
) |
|
|
(103 |
) |
Transfers in/out of Level 3 |
|
|
(8 |
) |
|
|
(21 |
) |
|
|
(160 |
) |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liability balance as of June 30 |
|
$ |
(194 |
) |
|
$ |
(840 |
) |
|
$ |
(194 |
) |
|
$ |
(840 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
The amount of total gains (losses) included in net income
attributed to the change in unrealized gains (losses) related
to assets and liabilities held at June 30, 2009 and 2008 |
|
$ |
4 |
|
|
$ |
(194 |
) |
|
$ |
201 |
|
|
$ |
(360 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Balance as of January 1, 2008 includes a cumulative effect adjustment which represents an
increase to the beginning retained earnings related to Level 3 derivatives upon adoption of
SFAS No. 157. |
Amounts in fair value for Level 3 derivatives increased largely as a result of declining commodity
prices. Transfers in/out of Level 3 represent existing assets or liabilities that were either
previously categorized as a higher level and for which the inputs to the model became unobservable
or assets and liabilities that were previously classified as Level 3 for which the lowest
significant input became observable during the period.
Transfers in/out of Level 3 are reflected as if they had occurred at the beginning of the period.
Transfers out of Level 3 in 2009 reflect increased reliance on broker quotes for certain gas
transactions.
Cash Equivalents
Cash equivalents include investments with maturities of three months or less when purchased. The
cash equivalents shown in the fair value table are comprised of investments in money market funds.
The fair values of the shares of
48
these funds are based on observable market prices and, therefore,
have been categorized as Level 1 in the fair value hierarchy.
Nuclear Decommissioning Trusts and Other Investments
The nuclear decommissioning trust fund investments have been established to satisfy Detroit
Edisons nuclear decommissioning obligations. The nuclear decommissioning trusts and other fund
investments hold debt and equity securities directly and indirectly through commingled funds and
institutional mutual funds. Exchange-traded debt and equity securities held directly are valued
using quoted market prices on actively traded markets. The commingled funds and institutional
mutual funds which hold exchange-traded equity or debt securities are valued using quoted prices in
actively traded markets. Non-exchange-traded fixed income securities are valued based upon
quotations available from brokers or pricing services. For non-exchange traded fixed income
securities, the trustees receive prices from pricing services. A primary price source is identified
by asset type, class or issue for each security. The trustees monitor prices supplied by pricing
services and may use a supplemental price source or change the primary price source of a given
security if the trustees challenge an assigned price and determine that another price source is
considered to be preferable. DTE Energy has obtained an understanding of how these prices are
derived, including the nature and observability of the inputs used in deriving such prices.
Additionally, DTE Energy selectively corroborates the fair values of securities by comparison of
market-based price sources.
Derivative Assets and Liabilities
Derivative assets and liabilities are comprised of physical and financial derivative contracts,
including futures, forwards, options and swaps that are both exchange-traded and over-the-counter
traded contracts. Various inputs are used to value derivatives depending on the type of contract
and availability of market data. Exchange-traded derivative contracts are valued using quoted
prices in active markets. DTE Energy considers the following criteria in determining whether a
market is considered active: frequency in which pricing information is updated, variability in
pricing between sources or over time and the availability of public information. Other derivative
contracts are valued based upon a variety of inputs including commodity market prices, broker
quotes, interest rates, credit ratings, default rates, market-based seasonality and basis
differential factors. DTE Energy monitors the prices that are supplied by brokers and pricing
services and may use a supplemental price source or change the primary price source of an index if
prices become unavailable or another price source is determined to be more representative of fair
value. DTE Energy has obtained an understanding of how these prices are derived. Additionally, DTE
Energy selectively corroborates the fair value of its transactions by comparison of market-based
price sources. Mathematical valuation models are used for derivatives for which external market
data is not readily observable, such as contracts which extend beyond the actively traded reporting
period.
Fair Value of Financial Instruments
The fair value of financial instruments is determined by using various market data and other
valuation techniques. The table below shows the fair value relative to the carrying value for
long-term debt securities. Certain other financial instruments, such as
notes payable, customer deposits and notes receivable are not shown as
carrying value approximates fair value.
|
|
|
|
|
|
|
|
|
|
|
June 30, 2009 |
|
December 31, 2008 |
|
|
Fair Value |
|
Carrying Value |
|
Fair Value |
|
Carrying Value |
Long-Term Debt
|
|
$8.0 billion
|
|
$8.0 billion
|
|
$7.7 billion
|
|
$8.0 billion |
Investments in Debt and Equity Securities
The Company generally classifies investments in debt and equity securities as either trading or
available-for-sale and has recorded such investments at market value with unrealized gains or
losses included in earnings or in other comprehensive income or loss, respectively. Changes in the
fair value of Fermi 2 nuclear decommissioning investments are recorded as adjustments to regulatory
assets or liabilities, due to a recovery mechanism from customers. The Companys investments are
reviewed for impairment each reporting period. If the assessment indicates that the impairment is
other than temporary, a loss is recognized resulting in the investment being written down to its
estimated fair value.
49
Decommissioning
The following table summarizes the fair value of the nuclear decommissioning trust fund assets.
|
|
|
|
|
|
|
|
|
|
|
June 30 |
|
|
December 31 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
Fermi 2 |
|
$ |
687 |
|
|
$ |
649 |
|
Fermi 1 |
|
|
3 |
|
|
|
3 |
|
Low level radioactive waste |
|
|
26 |
|
|
|
33 |
|
|
|
|
|
|
|
|
Total |
|
$ |
716 |
|
|
$ |
685 |
|
|
|
|
|
|
|
|
At June 30, 2009, investments in the external nuclear decommissioning trust funds consisted of
approximately 48% in publicly traded equity securities, 51% in fixed debt instruments and 1% in
cash equivalents. At December 31, 2008, investments in the external nuclear decommissioning trust
funds consisted of approximately 42% in publicly traded equity securities, 57% in fixed income and
1% in cash equivalents. The debt securities at both June 30, 2009 and December 31, 2008 had an
average maturity of approximately 5 years.
The costs of securities sold are determined on the basis of specific identification. The following
table sets forth the gains and losses and proceeds from the sale of securities by the nuclear
decommissioning trust funds:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Six Months Ended |
|
|
June 30 |
|
June 30 |
(in Millions) |
|
2009 |
|
2008 |
|
2009 |
|
2008 |
Realized gains |
|
$ |
3 |
|
|
$ |
7 |
|
|
$ |
19 |
|
|
$ |
11 |
|
Realized losses |
|
$ |
(7 |
) |
|
$ |
(7 |
) |
|
$ |
(34 |
) |
|
$ |
(16 |
) |
Proceeds from sales of securities |
|
$ |
69 |
|
|
$ |
54 |
|
|
$ |
182 |
|
|
$ |
106 |
|
Realized gains and losses and proceeds from sales of securities for the Fermi 2 and the low level
Radioactive Waste funds are recorded to the asset retirement obligation regulatory asset and
nuclear decommissioning regulatory liability, respectively. The following table sets forth the fair
value and unrealized gains for the nuclear decommissioning trust funds:
|
|
|
|
|
|
|
|
|
|
|
Fair |
|
|
Unrealized |
|
(in Millions) |
|
Value |
|
|
Gains |
|
As of June 30, 2009
|
|
|
|
|
|
|
|
|
Equity securities |
|
$ |
341 |
|
|
$ |
80 |
|
Debt securities |
|
|
366 |
|
|
|
15 |
|
Cash and cash equivalents |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
716 |
|
|
$ |
95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2008
|
|
|
|
|
|
|
|
|
Equity securities |
|
$ |
288 |
|
|
$ |
65 |
|
Debt securities |
|
|
388 |
|
|
|
17 |
|
Cash and cash equivalents |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
685 |
|
|
$ |
82 |
|
|
|
|
|
|
|
|
Securities held in the nuclear decommissioning trust funds are classified as available-for-sale. As
Detroit Edison does not have the ability to hold impaired investments for a period of time
sufficient to allow for the anticipated recovery of market value, all unrealized losses are
considered to be other than temporary impairments.
Impairment charges for unrealized losses incurred by the Fermi 2 trust are recognized as a
regulatory asset. Detroit Edison recognized $76 million and $42 million of unrealized losses as
regulatory assets at June 30, 2009 and 2008, respectively. Since the decommissioning of Fermi 1 is
funded by Detroit Edison rather than through a regulatory recovery mechanism, there is no
corresponding regulatory asset treatment. Therefore, impairment charges for unrealized losses
incurred by the Fermi 1 trust are recognized in earnings immediately. At June 30, 2008,
Detroit Edison recognized impairment charges of $0.4 million,
for unrealized losses incurred by the Fermi 1 trust.
50
Other
The following table summarizes the fair value of the Companys debt and equity securities,
excluding nuclear decommissioning trust fund assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2009 |
|
December 31, 2008 |
|
|
Fair Value |
|
Carrying value |
|
Fair Value |
|
Carrying Value |
Cash equivalents |
|
$ |
91 |
|
|
$ |
91 |
|
|
$ |
99 |
|
|
$ |
99 |
|
Equity securities |
|
$ |
10 |
|
|
$ |
10 |
|
|
$ |
28 |
|
|
$ |
28 |
|
As of June 30, 2009, available-for-sale securities had unrealized losses of $1 million reflected in
other comprehensive income. These securities are comprised primarily of money-market and equity
instruments. During the six-month period ended June 30, 2009, $3 million of unrealized losses on
available-for-sale securities were reclassified out of other comprehensive income into losses for
the period. This reclassification includes an other than temporary
impairment of debt and equity securities of $4 million. Additionally, gains related to trading securities held at June 30, 2009 were $1
million.
NOTE 4 DISPOSALS AND DISCONTINUED OPERATIONS
Sale of Interest in Barnett Shale Properties
In 2008, the Company sold a portion of its Barnett shale properties for gross proceeds of
approximately $260 million. The Company recognized a gain of $128 million ($80 million after-tax)
on the sale in the six months ended June 30, 2008.
Synthetic Fuel Business
Due to the expiration of synfuel production tax credits in 2007, the Synthetic Fuel business ceased
operations and was classified as a discontinued operation as of December 31, 2007. The favorable
impact of reserve adjustments for the final phase-out percentage of approximately $16 million, the
final settlement of other miscellaneous assets and liabilities and related tax impacts resulted in
net income of $12 million for the first six months of 2008.
The Company has provided certain guarantees and indemnities in conjunction with the sales of
interests in its synfuel facilities. The guarantees cover potential commercial, environmental, oil
price and tax-related obligations and will survive until 90 days after expiration of all applicable
statutes of limitations. The Company estimates that its maximum potential liability under these
guarantees at June 30, 2009 is $2.9 billion.
NOTE 5 REGULATORY MATTERS
2009 Electric Rate Case Filing
Detroit Edison filed a general rate case on January 26, 2009 based on a twelve months ended June
2008 historical test year. The filing with the MPSC requested a $378 million, or 8.1 percent
average increase in Detroit Edisons annual revenues for the twelve months ended June 30, 2010
projected test year. The requested $378 million increase in revenues is required to recover the
increased costs associated with environmental compliance, operation and maintenance of the
Companys electric distribution system and generation plants, customer uncollectible accounts,
inflation, the capital costs of plant additions and the reduction in territory sales.
In addition, Detroit Edisons filing made, among other requests, the following proposals:
|
|
|
Continued progress toward correcting the existing rate structure to more accurately
reflect the actual cost of providing service to business customers; |
51
|
|
|
Continued application of an adjustment mechanism to enable the Company to address the
costs associated with retail electric customers migrating to and from Detroit Edisons full
service retail electric tariff service; |
|
|
|
|
Application of an uncollectible expense true-up mechanism based on the $87 million
expense level of uncollectible expenses that occurred during the 12 month period ended June
2008; |
|
|
|
|
Continued application of the storm restoration expense recovery mechanism and
modification to the line clearance expense recovery mechanism; and |
|
|
|
|
Implementation of a revenue decoupling mechanism. |
Pursuant to an MPSC order issued May 26, 2009, Detroit Edison filed proposed tariffs on June 26,
2009 to implement $280 million of its requested annual increase on July 26, 2009. On July 16,
2009, the MPSC issued an order requiring Detroit Edison to implement the increase by applying the
rate design reflected in its January 26, 2009 application. Detroit Edison expects the impact of
this self-implemented increase would be significantly offset by its plan to begin reducing its PSCR
factor beginning August 1, 2009. This increase will remain in place until a final order is issued
by the MPSC, which is expected in January 2010. If the final rate case order provides for lower
rates than we have self-implemented, we must refund the difference with interest.
Cost-Based Tariffs for Schools
In January 2009, Detroit Edison filed a required application that included two new cost-based
tariffs for schools, universities and community colleges. The filing is in compliance with Public
Act 286 which required utilities to file tariffs that ensure that eligible educational institutions
are charged retail electric rates that reflect the actual cost of providing service to those
customers. In February 2009, an MPSC order consolidated this proceeding with the January 26, 2009
electric rate case filing.
Renewable Energy Plan
In March 2009, Detroit Edison filed its Renewable Energy Plan with the MPSC as required under 2008
PA 295. The Renewable Energy Plan application requests authority to recover approximately $35
million of additional revenue in 2009. The proposed revenue increase is necessary in order to
properly implement Detroit Edisons 20-year renewable energy plan to achieve compliance with 2008
PA 295, to deliver new, cleaner, renewable electric generation demanded by customers, to further
diversify Detroit Edisons and the State of Michigans sources of electric supply, and to strive
toward achieving state and national goals of increasing energy independence. An MPSC order was
issued June 2, 2009 approving the renewable energy plan and customer surcharges beginning in
September 2009.
Energy Optimization Plans
In March 2009, Detroit Edison and MichCon filed Energy Optimization Plans with the MPSC as required
under 2008 PA 295. The Energy Optimization Plan applications are designed to help each customer
class reduce their electric and gas usage by: (1) building customer awareness of energy efficiency
options and (2) offering a diverse set of programs and participation options that result in energy
savings for each customer class. Detroit Edisons Energy Optimization Plan application proposes
energy optimization expenditures for the period 2009-2011 of $134 million and further requests
approval of surcharges that are designed to recover these costs. MichCons Energy Optimization Plan
application proposes energy optimization expenditures for the period 2009-2011 of $55 million and
further requests approval of surcharges that are designed to recover these costs. An MPSC order was
issued June 2, 2009 approving the Energy Optimization Plans of $117 million and $48 million for
Detroit Edison and MichCon, respectively. The surcharges to recover these costs were implemented
effective June 3, 2009.
Power Supply Cost Recovery Proceedings
2008 Plan Year In September 2007, Detroit Edison filed its 2008 PSCR plan case seeking approval
of a levelized PSCR factor of 9.23 mills/kWh above the amount included in base rates for all PSCR
customers. Also included in the filing was a request for approval of the Companys emission
compliance strategy which included pre-purchases
52
of emission allowances as well as a request for pre-approval of a contract for capacity and energy
associated with a renewable (wind) energy project. On January 31, 2008, Detroit Edison filed a
revised PSCR plan case seeking approval of a levelized PSCR factor of 11.22 mills/kWh above the
amount included in base rates for all PSCR customers. The revised filing supports a 2008 power
supply expense forecast of $1.4 billion and includes $43 million for the recovery of a projected
2007 PSCR under-collection. On July 29, 2008, the MPSC issued a temporary order approving Detroit
Edisons request to increase the PSCR factor to 11.22 mills/kWh. In January 2009, the MPSC approved
the Companys 2008 PSCR plan and authorized the Company to charge a maximum PSCR factor of 11.22
mills/kWh for 2008. The Company filed its 2008 PSCR reconciliation case in March 2009. The filing
requests recovery of a $19 million PSCR under-collection. In addition, the filing requests
authorization to refund its total 2005 PSCR under-collection surcharge at year-end 2008 of $10
million, including interest, to all commercial and industrial customers. Included in the 2008 PSCR
reconciliation filing was the Companys 2008 pension expense mechanism reconciliation that reflects
a $50 million over-collection. The Company expects an order in this proceeding in the second
quarter of 2010.
2009 Plan Year In September 2008, Detroit Edison filed its 2009 PSCR plan case seeking approval
of a levelized PSCR factor of 17.67 mills/kWh above the amount included in base rates for
residential customers and a levelized PSCR factor of 17.29 mills/kWh above the amount included in
base rates for commercial and industrial customers. The Company is supporting a total power supply
expense forecast of $1.73 billion. The plan also includes approximately $69 million for the
recovery of its projected 2008 PSCR under-collection from all customers and approximately $12
million for the refund of its 2005 PSCR reconciliation surcharge over-collection to commercial and
industrial customers only. Also included in the filing is a request for approval of the Companys
expense associated with the use of urea in the selective catalytic reduction units at Monroe power
plant as well as a request for approval of a contract for capacity and energy associated with a
renewable (wind) energy project. The Companys PSCR Plan will allow the Company to recover its
reasonably and prudently incurred power supply expense including, fuel costs, purchased and net
interchange power costs, nitrogen oxide and sulfur dioxide emission allowance costs, transmission
costs and MISO costs. The Company self-implemented a PSCR factor of 11.64 mills/kWh above the
amount included in base rates for residential customers and a PSCR factor of 11.22 mills/kWh above
the amount included in base rates for commercial and industrial customers on bills rendered in
January 2009. Subsequently, as a result of the December 23, 2008 MPSC order in the 2007 Detroit
Edison rate case, the Company implemented a PSCR factor of 3.18 mills/kWh below the amount included
in base rates for residential customers and a PSCR factor of 3.60 mills/kWh below the amount
included in base rates for commercial and industrial customers for service rendered effective
January 14, 2009. The Company will self-implement a PSCR factor of 10.18 mills/kWh below the
amount included in base rates for residential customers and a PSCR factor of 10.46 mills/kWh below
the amount included in base rates for commercial and industrial customers for bills rendered
effective August 1, 2009.
Gas Rate Case Filings
2003 Gas Rate Case / Motion for Commission Decision and Remand for Control Premium Recovery
MichCon filed a motion with the MPSC on June 1, 2009 requesting a decision on remand from the Court
of Appeals for MichCons control premium recovery. This motion concerns the control premium that
DTE Energy paid to acquire MCN. DTE Energy apportioned the control premium primarily between its
Detroit Edison and MichCon subsidiaries. The MPSC denied MichCons request to recover its $25
million portion of the control premium in its 2003 rate case.
2009 Gas Rate Case - MichCon filed a general rate case on June 9, 2009 based on a 2008 historical
test year. The filing with the MPSC requested a $193 million, or 11.5 percent average increase in
MichCons annual revenues for a 2010 projected test year. The requested $193 million increase in
revenues is required to recover the increased costs associated with the revenue requirement
associated with increased investments in net plant and working capital, the impact of high levels
of uncollectible expense and the cost of natural gas theft primarily due to economic conditions in
Michigan, sales reductions due to customer conservation and the trend of warmer weather on
MichCons market, and increasing operating costs, largely due to inflation.
53
In addition, MichCons filing made, among other requests, the following proposals:
|
|
|
Implementation of a Lost Gas and Company Use Expense True-up Mechanism; |
|
|
|
|
Continued application of an uncollectible expense true-up mechanism
based on a $70 million expense level of uncollectible expenses; and, |
|
|
|
|
Implementation of a revenue decoupling mechanism. |
Pursuant to the October 2008 Michigan legislation, and the settlement in MichCons last base gas
sale case, MichCon anticipates self-implementing a rate increase on January 1, 2010.
Uncollectible Expense True-Up Mechanism (UETM) and Report of Safety and Training-Related
Expenditures
2007 UETM In March 2008, MichCon filed an application with the MPSC for approval of its UETM for
2007 requesting approximately $34 million consisting of $33 million of costs related to 2007
uncollectible expense and associated carrying charges and $1 million of under-collections for the
2005 UETM. The March 2008 application included a report of MichCons 2007 annual safety and
training-related expenses, which showed no refund was necessary because actual expenditures
exceeded the amount included in base rates. An MPSC order was issued in December 2008 approving the
collection of $34 million requested in the March 2008 filing. MichCon was authorized to implement
the new UETM monthly surcharge for service rendered on and after January 1, 2009.
2008 UETM In March 2009, MichCon filed an application with the MPSC for approval of its UETM for
2008 requesting approximately $87 million consisting of $83 million of costs related to 2008
uncollectible expense and associated carrying charges and $4 million of under-collections for the
2006 UETM. The March 2009 application included a report of MichCons 2008 annual safety and
training-related expenses, which showed no refund was necessary because actual expenditures
exceeded the amount included in base rates. An order is expected in this case in the fourth quarter
of 2009. In May 2009, the Michigan Supreme Court denied the Attorney Generals leave to appeal
the Court of Appeals decision that the MPSC had statutory authority to approve a UETM in a general
rate case. In response to this denial, the Attorney General withdrew as an intervenor in this
case.
Gas Cost Recovery Proceedings
2007-2008 Plan Year / Base Gas Sale Consolidated In June 2008, MichCon filed its GCR
reconciliation for the 2007-2008 GCR year. The filing supported a total under-recovery, including
interest through March 2008, of $10 million. In June 2009, the parties filed a settlement
agreement including MichCons under-recovery, as filed, plus interest. The MPSC issued an order
approving the settlement agreement on July 1, 2009.
2008 2009 Plan Year GCR Reconciliation In June 2009, MichCon filed its GCR reconciliation case
for the 2008 2009 GCR year. The filing includes a $5 million overrecovery that has already been
rolled into the 2009 2010 GCR plan year. An MPSC order in this case is expected in 2010.
2009-2010 Plan Year In December 2008, MichCon filed its GCR plan case for the 2009-2010 GCR plan
year. MichCon filed for a maximum GCR factor of $8.46 per Mcf, adjustable by a contingent
mechanism. In April 2009, MichCon, MPSC Staff and Intervenors filed a partial settlement agreement
in the case establishing the fixed price purchase guidelines MichCon filed in its case are
reasonable and prudent for MichCon to use until an MPSC order is issued establishing otherwise. On
April 30, 2009, the MPSC issued an order approving the partial settlement agreement. An MPSC
order in this case is expected in 2009.
2009 Proposed Base Gas Sale In July 2008, MichCon filed an application with the MPSC requesting
permission to sell an additional 4 Bcf of base gas that will become available for sale as a result
of better than expected operations at its storage fields. In February 2009, a settlement agreement
was filed with the MPSC, which will allow MichCon to sell and retain the profits of 2 Bcf of base
gas, with the remaining 2 Bcf to be used for the benefit of GCR/GCC customers as colder-than-normal
weather protection. The settlement also included a provision that MichCon was subject to a
moratorium on a general rate case filing until June 2009. An MPSC order was issued March 5, 2009
approving the settlement.
54
Other
In July 2007, the State of Michigan Court of Appeals published its decision with respect to an
appeal by Detroit Edison and others of certain provisions of a November 2004 MPSC order, including
reversing the MPSCs denial of recovery of merger control premium costs. In its published decision,
the Court of Appeals held that Detroit Edison is entitled to recover its allocated share of the
merger control premium and remanded this matter to the MPSC for further proceedings to establish
the precise amount and timing of this recovery. In September 2007, the Court of Appeals remanded to
the MPSC, for reconsideration, the MichCon recovery of merger control premium costs. Other parties
filed requests for leave to appeal to the Michigan Supreme Court from the Court of Appeals decision
and in September 2008, the Michigan Supreme Court granted the requests to address the merger
control premium as well as the recovery of transmission costs through the PSCR. On May 1, 2009, the
Michigan Supreme Court issued an order reversing the Court of Appeals decision with respect to
recovery of the merger control premium, and reinstated the MPSCs decision excluding the control
premium costs from Detroit Edisons general rates. The Court affirmed the lower courts decision
upholding the right of Detroit Edison to recover electric transmission costs through the Companys
PSCR clause. The Company requested rehearing of the Supreme Court order on the merger premium and
the Michigan Attorney General requested rehearing of the transmission portion of the order. On
June 26, 2009, the Michigan Supreme Court denied both requests for rehearing.
The Company is unable to predict the outcome of the unresolved 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.
55
NOTE 6 COMMON STOCK AND EARNINGS PER SHARE
The Company reports both basic and diluted earnings per share. The calculation of diluted earnings
per share assumes the issuance of potentially dilutive common shares outstanding during the period
from the exercise of stock options. Effective January 1, 2009, the Company adopted FSP EITF 03-6-1,
Determining Whether Instruments Granted in Share-Based Payment Transactions are Participating
Securities. The adoption of this FSP had the effect of reducing previously reported 2008 amounts
for basic and diluted earnings per share by $.01. A reconciliation of both calculations is
presented in the following table as of June 30:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months |
|
|
Six Months |
|
|
|
Ended June 30 |
|
|
Ended June 30 |
|
(in Millions, except per share amounts) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Basic Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to DTE Energy Company |
|
$ |
83 |
|
|
$ |
28 |
|
|
$ |
261 |
|
|
$ |
240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
164 |
|
|
|
163 |
|
|
|
164 |
|
|
|
163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average net restricted shares outstanding |
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to common shares |
|
$ |
87 |
|
|
$ |
86 |
|
|
$ |
173 |
|
|
$ |
172 |
|
Dividends paid to net restricted shares |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributed earnings |
|
$ |
87 |
|
|
$ |
86 |
|
|
$ |
174 |
|
|
$ |
173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income less distributed earnings |
|
$ |
(4 |
) |
|
$ |
(58 |
) |
|
$ |
87 |
|
|
$ |
67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributed (dividends per common share) |
|
$ |
.53 |
|
|
$ |
.53 |
|
|
$ |
1.06 |
|
|
$ |
1.06 |
|
Undistributed |
|
|
(.02 |
) |
|
|
(.36 |
) |
|
|
.53 |
|
|
|
.41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Basic Earnings per Common Share |
|
$ |
.51 |
|
|
$ |
.17 |
|
|
$ |
1.59 |
|
|
$ |
1.47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to DTE Energy Company |
|
$ |
83 |
|
|
$ |
28 |
|
|
$ |
261 |
|
|
$ |
240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
164 |
|
|
|
163 |
|
|
|
164 |
|
|
|
163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average incremental shares from assumed exercise of options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares for dilutive calculation |
|
|
164 |
|
|
|
163 |
|
|
|
164 |
|
|
|
163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average net restricted shares outstanding |
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to common shares |
|
$ |
87 |
|
|
$ |
86 |
|
|
$ |
173 |
|
|
$ |
172 |
|
Dividends paid to net restricted shares |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributed earnings |
|
$ |
87 |
|
|
$ |
86 |
|
|
$ |
174 |
|
|
$ |
173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income less distributed earnings |
|
$ |
(4 |
) |
|
$ |
(58 |
) |
|
$ |
87 |
|
|
$ |
67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributed (dividends per common share) |
|
$ |
.53 |
|
|
$ |
.53 |
|
|
$ |
1.06 |
|
|
$ |
1.06 |
|
Undistributed |
|
|
(.02 |
) |
|
|
(.36 |
) |
|
|
.53 |
|
|
|
.41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Diluted Earnings per Common Share |
|
$ |
.51 |
|
|
$ |
.17 |
|
|
$ |
1.59 |
|
|
$ |
1.47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options to purchase approximately 5 million and 2 million shares of common stock as of June 30,
2009 and 2008, respectively, were not included in the computation of diluted earnings per share
because the options exercise price was greater than the average market price of the common shares,
thus making these options anti-dilutive.
56
NOTE 7 LONG-TERM DEBT
Debt Issuances
In 2009, the Company has issued or remarketed the following long-term debt:
(in Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Month Issued |
|
Type |
|
Interest Rate |
|
|
Maturity |
|
|
Amount |
|
|
Detroit Edison |
|
April |
|
Tax-Exempt Revenue
Bonds (1)(2) |
|
|
6.00 |
% |
|
|
2036 |
|
|
$ |
69 |
|
DTE Energy |
|
May |
|
Senior Notes (3) |
|
|
7.625 |
% |
|
|
2014 |
|
|
|
300 |
|
Detroit Edison |
|
June |
|
Tax-Exempt Revenue
Bonds (1)(4) |
|
|
5.625 |
% |
|
|
2020 |
|
|
|
32 |
|
Detroit Edison |
|
June |
|
Tax-Exempt Revenue
Bonds (1)(5) |
|
|
5.25 |
% |
|
|
2029 |
|
|
|
60 |
|
Detroit Edison |
|
June |
|
Tax-Exempt Revenue
Bonds (1)(6) |
|
|
5.50 |
% |
|
|
2029 |
|
|
|
59 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
520 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Detroit Edison Tax-Exempt Revenue Bonds are issued by a public body that loans the proceeds
to Detroit Edison on terms substantially mirroring the Revenue Bonds. |
|
(2) |
|
Proceeds were used to refund existing Tax-Exempt Revenue Bonds. |
|
(3) |
|
Proceeds were used to repay short-term borrowings. |
|
(4) |
|
These Tax-Exempt Revenue Bonds were converted from a variable rate mode and remarketed in a
fixed rate mode to maturity. |
|
(5) |
|
These Tax-Exempt Revenue Bonds were converted from a variable rate mode and remarketed in a
fixed rate mode to maturity with a five-year mandatory put. |
|
(6) |
|
These Tax-Exempt Revenue Bonds were converted from a variable rate mode and remarketed in a
fixed rate mode to maturity with a seven-year mandatory put. |
Debt Retirements and Redemptions
In 2009, the following debt has been retired, through optional redemption or payment at maturity:
(in Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Month Retired |
|
Type |
|
Interest Rate |
|
|
Maturity |
|
|
Amount |
|
Detroit Edison |
|
April |
|
Tax-Exempt Revenue Bonds (1) |
|
Variable |
|
|
2036 |
|
|
$ |
69 |
|
DTE Energy |
|
April |
|
Senior Notes |
|
|
6.65 |
% |
|
|
2009 |
|
|
|
200 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
269 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
These Tax-Exempt Revenue Bonds were redeemed with the proceeds from the issuance of new
Detroit Edison Tax-Exempt Revenue Bonds. |
NOTE 8 SHORT-TERM CREDIT ARRANGEMENTS AND BORROWINGS
DTE Energy and its wholly-owned subsidiaries, Detroit Edison and MichCon, have entered into
revolving credit facilities with similar terms. The five-year and two-year revolving credit
facilities are with a syndicate of banks and may be used for general corporate borrowings, but are
intended to provide liquidity support for each of the companies commercial paper programs.
Borrowings under the facilities are available at prevailing short-term interest rates.
Additionally, DTE Energy, Detroit Edison and MichCon have various other bank loans and facilities.
The above agreements require the Company to maintain a debt to total capitalization ratio of no
more than 0.65 to 1. DTE Energy, Detroit Edison and MichCon are in compliance with this financial
covenant. The availability under these combined facilities at June 30, 2009 is shown in the
following table:
57
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
DTE Energy |
|
|
Detroit Edison |
|
|
MichCon |
|
|
Total |
|
Five-year unsecured revolving facility, expiring October 2010 |
|
$ |
675 |
|
|
$ |
69 |
|
|
$ |
181 |
|
|
$ |
925 |
|
Two-year unsecured revolving facility, expiring April 2011 |
|
|
538 |
|
|
|
212 |
|
|
|
250 |
|
|
|
1,000 |
|
One-year unsecured letter of credit facility, expiring in November
2009 |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
30 |
|
One-year unsecured letter of credit facility, expiring in June 2010 |
|
|
70 |
|
|
|
|
|
|
|
|
|
|
|
70 |
|
Two-year unsecured letter of credit facility, expiring in May 2011 |
|
|
50 |
|
|
|
|
|
|
|
|
|
|
|
50 |
|
Secured floating rate note, maturing September 2009 |
|
|
|
|
|
|
|
|
|
|
20 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total credit facilities at June 30, 2009 |
|
|
1,363 |
|
|
|
281 |
|
|
|
451 |
|
|
|
2,095 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts outstanding at June 30, 2009: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial paper issuances |
|
|
88 |
|
|
|
|
|
|
|
93 |
|
|
|
181 |
|
Borrowings |
|
|
|
|
|
|
|
|
|
|
20 |
|
|
|
20 |
|
Letters of credit |
|
|
273 |
|
|
|
|
|
|
|
|
|
|
|
273 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
361 |
|
|
|
|
|
|
|
113 |
|
|
|
474 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net availability at June 30, 2009 |
|
$ |
1,002 |
|
|
$ |
281 |
|
|
$ |
338 |
|
|
$ |
1,621 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company has other outstanding letters of credit which are not included in the above described
facilities totaling approximately $16 million which are used for various corporate purposes.
In April 2009, the Company completed an early renewal of $975 million of its syndicated revolving
credit facilities before their scheduled expiration in October 2009. The new $1 billion two-year
facility will expire in April 2011 and has similar covenants to the prior facility. A new two-year
$50 million credit facility was completed in April 2009 and a new one-year $70 million credit
facility was completed in June 2009.
In conjunction with maintaining certain exchange traded risk management positions, the Company may
be required to post cash collateral with its clearing agent. At June 30, 2009, the Company had a
demand financing agreement for up to $120 million with its clearing agent. In addition to the
amounts shown above, the amount outstanding under this agreement was $27 million and $26 million at
June 30, 2009 and December 31, 2008, respectively.
NOTE 9 COMMITMENTS AND CONTINGENCIES
Environmental
Electric Utility
Air Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit power
plant emissions of sulfur dioxide and nitrogen oxides. Since 2005, EPA and the State of Michigan
issued additional emission reduction regulations relating to ozone, fine particulate, regional haze
and mercury air pollution. The new rules will lead to additional controls on fossil-fueled power
plants to reduce nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these
requirements, Detroit Edison has spent approximately $1.4 billion through 2008. The Company
estimates Detroit Edisons future undiscounted capital expenditures at up to approximately $100
million in 2009 and up to approximately $2.3 billion of additional capital expenditures through
2019 based on current regulations.
In July 2009, DTE Energy received a Notice of Violation/Finding of Violation (NOV/FOV) from the EPA
alleging, among other things, that five Detroit Edison power plants violated New Source Review
standards, Prevention of Significant Deterioration requirements, and Title V operating permit
requirements under the Clean Air Act. We are in the process of preparing our response to the
NOV/FOV, but we believe that the plants identified by the EPA have complied with applicable
regulations. Depending upon the outcome of our discussions with the EPA regarding the NOV/FOV, the
EPA could bring legal action against Detroit Edison. We could also be required to install
additional pollution control equipment at some or all of the power plants in question, engage in
Supplemental Environmental Programs, and/or pay fines. We cannot predict the financial impact or
outcome of this matter, or the timing of its resolution.
58
Global Climate Change Proposals for voluntary initiatives and mandatory controls are being
discussed in the United States to reduce greenhouse gases such as carbon dioxide, a by-product of
burning fossil fuels. On June 26, 2009, the U.S. House of Representatives passed the American Clean
Energy and Security Act (ACESA). The bill has yet to be taken up by the U.S. Senate. The ACESA
includes a cap and trade program that would start in 2012 and provides for costs for emissions of
greenhouse gases (e.g. carbon dioxide). Meanwhile, the EPA is beginning to implement regulatory
action under the Clean Air Act to address climate change. There may be further legislative and or
regulatory action to address the issue of changes in climate that may result from the build-up of
greenhouse gases in the atmosphere. If passed, legislative or regulatory actions as currently being
discussed could have a material impact on our operations and financial position and the rates we
charge our customers.
Water In response to an EPA regulation, Detroit Edison is required to examine alternatives for
reducing the environmental impacts of the cooling water intake structures at several of its
facilities. Based on the results of the studies to be conducted over the next several years,
Detroit Edison may be required to install additional control technologies to reduce the impacts of
the water intakes. Initially, it was estimated that Detroit Edison could incur up to approximately
$55 million over the four to six years subsequent to 2008 in additional capital expenditures to
comply with these requirements. However, a January 2007 circuit court decision remanded back to the
EPA several provisions of the federal regulation that may result in a delay in compliance dates.
The decision also raised the possibility that Detroit Edison may have to install cooling towers at
some facilities at a cost substantially greater than was initially estimated for other mitigative
technologies. In 2008, the Supreme Court agreed to review the remanded cost-benefit analysis
provision of the rule. In April 2009, the Supreme Court ruled that a cost-benefit analysis is a
permissible provision of the rule. Concurrently, the EPA continues to develop a revised rule, which
is expected to be published later in 2009.
Contaminated Sites Detroit Edison conducted remedial investigations at contaminated sites,
including three former manufactured gas plant (MGP) sites, the area surrounding an ash landfill and
several underground and aboveground storage tank locations. The findings of these investigations
indicated that the estimated cost to remediate these sites is expected to be incurred over the next
several years. At June 30, 2009 and December 31, 2008, the Company had $11 million and $12 million,
respectively, accrued for remediation.
Gas Utility
Contaminated Sites Prior to the construction of major interstate natural gas pipelines, gas for
heating and other uses was manufactured locally from processes involving coal, coke or oil. Gas
Utility owns, or previously owned, 15 such former MGP sites. Investigations have revealed
contamination related to the by-products of gas manufacturing at each site. In addition to the MGP
sites, the Company is also in the process of cleaning up other contaminated sites. Cleanup
activities associated with these sites will be conducted over the next several years.
The MPSC has established a cost deferral and rate recovery mechanism for investigation and
remediation costs incurred at former MGP sites. Accordingly, Gas Utility recognizes a liability and
corresponding regulatory asset for estimated investigation and remediation costs at former MGP
sites. As of June 30, 2009 and December 31, 2008, the Company had approximately $36 million and $38
million, respectively, accrued for remediation.
Any significant change in assumptions, such as remediation techniques, nature and extent of
contamination and regulatory requirements, could impact the estimate of remedial action costs for
the sites and affect the Companys financial position and cash flows. However, the Company
anticipates the cost deferral and rate recovery mechanism approved by the MPSC will prevent
environmental costs from having a material adverse impact on our results of operations.
Non-Utility
The Companys non-utility affiliates are subject to a number of environmental laws and regulations
dealing with the protection of the environment from various pollutants. The Company has completed
the installation of new environmental equipment at our coke battery facility in Michigan. The
Michigan coke battery facility received and responded to information requests from the EPA
resulting in the issuance of a notice of violation regarding potential maximum achievable control
technologies and new source review violations. The EPA is in the process of reviewing the Companys
position of demonstrated compliance and has not initiated escalated enforcement. At this time, the
59
Company cannot predict the impact of this issue. Furthermore, the Company is in the process of
settling historical air violations at its coke battery facility located in Pennsylvania. At this
time, the Company cannot predict the impact of this settlement. The Company is investigating
wastewater treatment technologies for the coke battery facility located in Pennsylvania. This
investigation may result in capital expenditures to meet regulatory requirements. The Companys
non-utility affiliates are substantially in compliance with all environmental requirements, other
than as noted above.
Guarantees
In certain limited circumstances, the Company enters into contractual guarantees. The Company may
guarantee another entitys obligation in the event it fails to perform. The Company may provide
guarantees in certain indemnification agreements. Finally, the Company may provide indirect
guarantees for the indebtedness of others. Below are the details of specific material guarantees
the Company currently provides.
Millennium Pipeline Project Guarantee
The Company owns a 26 percent equity interest in the Millennium Pipeline Project (Millennium).
Millennium is accounted for under the equity method. Millennium began commercial operations in
December 2008.
On August 29, 2007, Millennium entered into a borrowing facility to finance the construction costs
of the project. The total facility amounts to $800 million and is guaranteed by the project
partners, based upon their respective ownership percentages. The facility expires on August 29,
2010 and was fully drawn as of June 30, 2009.
The Company has agreed to guarantee 26 percent of the borrowing facility and in the event of
default by Millennium the maximum potential amount of future payments under this guarantee is
approximately $210 million. The guarantee includes DTE Energys revolving credit facilitys
covenant and default provisions by reference. Related to this facility, the Company has also agreed
to guarantee 26 percent of Millenniums forward-starting interest rate swaps with a notional amount
of $420 million. The Companys exposure on the forward-starting interest rate swaps varies with
changes in Treasury rates and credit swap spreads and was approximately $12 million pre-tax at June
30, 2009. Because the Company is unable to accurately anticipate changes in Treasury rates and
credit swap spreads, it is unable to estimate its maximum exposure under its share of Millenniums
forward-starting interest rate swaps. An incremental 0.25 percent decrease in the forward interest
rate swap rates will increase its exposure by approximately $3 million. There are no recourse
provisions or collateral that would enable the Company to recover any amounts paid under the
guarantees, other than its share of project assets.
Other Guarantees
In January 2003, the Company sold the steam heating business of Detroit Edison to Thermal Ventures
II, LP. Under the terms of sale, Detroit Edison guaranteed bank loans of $13 million that Thermal
Ventures II, LP used for capital improvements to the steam heating system. At June 30, 2009, the
Company had reserves of $13 million related to the bank loan guarantee.
The Companys other guarantees are not individually material with maximum potential payments
totaling $10 million at June 30, 2009.
The Company is periodically required to obtain performance surety bonds in support of obligations
to various governmental entities and other companies in connection with its operations. As of June
30, 2009, the Company had approximately $12 million of performance bonds outstanding. In the event
that such bonds are called for nonperformance, the Company would be obligated to reimburse the
issuer of the performance bond. The Company is released from the performance bonds as the
contractual performance is completed and does not believe that a material amount of any currently
outstanding performance bonds will be called.
Labor Contracts
There are several bargaining units for the Companys union employees. The majority of our union
employees are under contracts that expire in June and October 2010 and August 2012.
60
Purchase Commitments
Detroit Edison has an Energy Purchase Agreement to purchase electricity from the Greater Detroit
Resource Recovery Authority (GDRRA). The term of the Energy Purchase Agreement for the purchase of
electricity runs through June 2024. The Company estimates electric purchase commitments from 2009
through 2024 will not exceed $300 million in the aggregate.
As of June 30, 2009, the Company was party to numerous long-term purchase commitments relating to a
variety of goods and services required for the Companys business. These agreements primarily
consist of fuel supply commitments and energy trading contracts. The Company estimates that these
commitments will be approximately $5.9 billion from 2009 through 2051. The Company also estimates
that 2009 capital expenditures will be approximately $1.1 billion. The Company has made certain
commitments in connection with expected capital expenditures.
Bankruptcies
The Company purchases and sells electricity, gas, coal, coke and other energy products from and to
numerous companies operating in the steel, automotive, energy, retail, financial and other
industries. Certain of its customers have filed for bankruptcy protection under Chapter 11 of the
U.S. Bankruptcy Code. The Company regularly reviews contingent matters relating to these customers
and its purchase and sale contracts and records provisions for amounts considered at risk of
probable loss. The Company believes its accrued amounts are adequate for probable loss. The final
resolution of these matters may have a material effect on its consolidated financial statements.
The Companys utilities and certain non-utility businesses provide services to the domestic
automotive industry, including General Motors Corporation (GM), Ford Motor Company (Ford) and
Chrysler LLC (Chrysler) and many of their vendors and suppliers. Chrysler filed for bankruptcy
protection on April 30, 2009. We have reserved approximately $9.3 million of pre-petition accounts
receivable related to Chrysler as of June 30, 2009. GM filed for bankruptcy protection on June 1,
2009. We have reserved or written off approximately $6.6 million of pre-petition accounts and
notes receivable related to GM as of June 30, 2009.
The Companys Power and Industrial Projects segment has long-term contracts with GM to provide
onsite energy services at certain of its manufacturing and administrative facilities. The long-term
contracts provide for full recovery of its investment in the event of early termination. At June
30, 2009, the book value of long-lived assets used in the servicing of these facilities was
approximately $69 million. Certain of these long-lived assets have been funded by non-recourse
financing totaling approximately $57 million at June 30, 2009.
The Companys Power and Industrial Projects segment also has an equity investment of approximately
$52 million in an entity which provides onsite services to Chrysler manufacturing facilities.
Chryslers performance under the long-term contracts for services is guaranteed by Daimler North
America Corporation (Daimler), a subsidiary of Daimler AG. The long-term contracts and the
supporting Daimler guarantee provide for full recovery of the Companys investment in the event of
early termination or default. Chrysler has announced the closure of one site that is under a
long-term service contract with the Company. Through June 30, 2009, to the extent that Chrysler
has not been performing in accordance with its contracts, Daimler has been performing under its
guarantee. Therefore, the Company believes that it will recover its investment in the event of a
facility closure or a Chrysler default.
In the second quarter of 2009, the Company determined that the GM and Chrysler bankruptcy filings
were triggering events to assess certain automotive-related long-lived assets for impairment. As
of June 30, 2009, the Company performed an impairment analysis on our long-lived assets in
accordance with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets. Based
on its undiscounted cash flow projections and fair value calculations, the Company determined that
it did not have an impairment loss at June 30, 2009. We have also determined that we do not have
an other than temporary decline in our Chrysler-related equity investment as described in APB 18,
The Equity Method of Accounting for Investments in Common Stock. The Companys assumptions and
conclusions may change in the future and we could have an impairment loss if certain facilities are
not utilized as currently anticipated.
61
Other Contingencies
The Company is involved in certain legal, regulatory, administrative and environmental proceedings
before various courts, arbitration panels and governmental agencies concerning claims arising in
the ordinary course of business. These proceedings include certain contract disputes, additional
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. The Company cannot predict the final disposition of such proceedings. The Company
regularly reviews legal matters and records provisions for claims it can estimate and are
considered probable of loss. The resolution of these pending proceedings is not expected to have a
material effect on the Companys operations or financial statements in the periods they are
resolved.
See Note 3 and 5 for a discussion of contingencies related to derivatives and regulatory matters.
NOTE 10 SEGMENT INFORMATION
The Company sets strategic goals, allocates resources and evaluates performance based on the
following structure:
Electric Utility
|
|
|
The Companys Electric Utility segment consists of Detroit Edison, which is engaged in
the generation, purchase, distribution and sale of electricity to approximately 2.2 million
residential, commercial and industrial customers in southeastern Michigan. |
Gas Utility
|
|
|
The Gas Utility segment consists of MichCon and Citizens. MichCon is engaged in the
purchase, storage, transmission, distribution and sale of natural gas to approximately 1.2
million residential, commercial and industrial customers throughout Michigan. A significant
portion of the storage and transmission business within MichCon relates to customers who
ultimately move the gas to other states and Canada. MichCon also has subsidiaries involved
in the gathering, processing and transmission of natural gas in northern Michigan. Citizens
distributes natural gas in Adrian, Michigan to approximately 17,000 customers. |
Non-utility Operations
|
|
|
Gas Midstream consists of gas pipelines and storage businesses; |
|
|
|
|
Unconventional Gas Production is engaged in unconventional gas project development and
production; |
|
|
|
|
Power and Industrial Projects is comprised primarily of projects that deliver energy
and utility-type products and services to industrial, commercial and institutional
customers, biomass energy projects and coal transportation and marketing; and |
|
|
|
|
Energy Trading primarily consists of energy marketing and trading operations. |
Corporate & Other, includes various holding company activities, holds certain non-utility debt and
energy-related investments.
The income tax provisions or benefits of DTE Energys subsidiaries are determined on an individual
company basis and recognize the tax benefit of production tax credits and net operating losses. The
subsidiaries record income tax payable to or receivable from DTE Energy resulting from the
inclusion of its taxable income or loss in DTE Energys consolidated federal tax return.
Inter-segment billing for goods and services exchanged between segments is based upon tariffed or
market-based prices of the provider and primarily consists of power sales, gas sales and coal
transportation services in the following segments:
62
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Electric Utility |
|
$ |
8 |
|
|
$ |
2 |
|
|
$ |
14 |
|
|
$ |
6 |
|
Gas Utility |
|
|
(1 |
) |
|
|
3 |
|
|
|
|
|
|
|
3 |
|
Gas Midstream |
|
|
1 |
|
|
|
2 |
|
|
|
3 |
|
|
|
5 |
|
Unconventional Gas Production |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Power and Industrial Projects |
|
|
(7 |
) |
|
|
3 |
|
|
|
(3 |
) |
|
|
9 |
|
Energy Trading |
|
|
21 |
|
|
|
40 |
|
|
|
53 |
|
|
|
72 |
|
Corporate & Other |
|
|
(16 |
) |
|
|
(17 |
) |
|
|
(39 |
) |
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
6 |
|
|
$ |
33 |
|
|
$ |
28 |
|
|
$ |
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial data of the business segments follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
Operating Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
1,108 |
|
|
$ |
1,173 |
|
|
$ |
2,226 |
|
|
$ |
2,326 |
|
Gas Utility |
|
|
292 |
|
|
|
397 |
|
|
|
1,063 |
|
|
|
1,312 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Midstream |
|
|
20 |
|
|
|
17 |
|
|
|
42 |
|
|
|
34 |
|
Unconventional Gas Production |
|
|
8 |
|
|
|
13 |
|
|
|
15 |
|
|
|
23 |
|
Power and Industrial Projects |
|
|
138 |
|
|
|
238 |
|
|
|
293 |
|
|
|
454 |
|
Energy Trading |
|
|
128 |
|
|
|
435 |
|
|
|
332 |
|
|
|
723 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
294 |
|
|
|
703 |
|
|
|
682 |
|
|
|
1,234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
|
|
|
|
11 |
|
|
|
|
|
|
|
2 |
|
Reconciliation & Eliminations |
|
|
(6 |
) |
|
|
(33 |
) |
|
|
(28 |
) |
|
|
(53 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total From Continuing Operations |
|
$ |
1,688 |
|
|
$ |
2,251 |
|
|
$ |
3,943 |
|
|
$ |
4,821 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) by Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
79 |
|
|
$ |
51 |
|
|
$ |
157 |
|
|
$ |
92 |
|
Gas Utility |
|
|
(15 |
) |
|
|
(11 |
) |
|
|
46 |
|
|
|
48 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Midstream |
|
|
10 |
|
|
|
8 |
|
|
|
24 |
|
|
|
16 |
|
Unconventional Gas Production (1) |
|
|
(2 |
) |
|
|
4 |
|
|
|
(4 |
) |
|
|
86 |
|
Power and Industrial Projects |
|
|
(6 |
) |
|
|
(6 |
) |
|
|
(2 |
) |
|
|
4 |
|
Energy Trading |
|
|
27 |
|
|
|
(14 |
) |
|
|
67 |
|
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
(10 |
) |
|
|
(4 |
) |
|
|
(27 |
) |
|
|
(35 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utility |
|
|
64 |
|
|
|
40 |
|
|
|
203 |
|
|
|
140 |
|
Non-utility |
|
|
29 |
|
|
|
(8 |
) |
|
|
85 |
|
|
|
123 |
|
Corporate & Other |
|
|
(10 |
) |
|
|
(4 |
) |
|
|
(27 |
) |
|
|
(35 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
83 |
|
|
|
28 |
|
|
|
261 |
|
|
|
228 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations (Note 4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income attributable to DTE Energy |
|
$ |
83 |
|
|
$ |
28 |
|
|
$ |
261 |
|
|
$ |
240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Net Income of the Unconventional Gas Production segment in
the 2008 six-month period reflects the gain on the sale of a portion
of the Barnett shale properties. See Note 4. |
63
Part II Other Information
Item 1. Legal Proceedings
The Company is involved in certain legal, regulatory, administrative and environmental proceedings
before various courts, arbitration panels and governmental agencies concerning claims arising in
the ordinary course of business. These proceedings include certain contract disputes, additional
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. The Company cannot predict the final disposition of such proceedings. The Company
regularly reviews legal matters and records provisions for claims it can estimate and are
considered probable of loss. The resolution of these pending proceedings is not expected to have a
material effect on the Companys operations or financial statements in the periods they are
resolved.
Item 1A. Risk Factors
In addition to the other information set forth in this report, the risk factors discussed in Part
1, Item 1A. Risk Factors in the Companys 2008 Form 10-K, which could materially affect the
Companys businesses, financial condition, future operating results and/ or cash flows should be
carefully considered. Additional risks and uncertainties not currently known to the Company, or
that are currently deemed to be immaterial, also may materially adversely affect the Companys
business, financial condition, and/ or future operating results.
We may be required to refund amounts we collect under self-implemented rates. Recent Michigan
legislation allows us to self-implement rate changes six months after a rate filing, subject to
certain limitations. However, if the final rate case order provides for lower rates than we have
self-implemented, we must refund the difference, with interest. Our financial performance may be
negatively affected if the MPSC sets lower rates than those we have self-implemented, thereby
forcing us to issue refunds. We cannot predict what rates the MPSC order will adopt.
Adverse changes in our credit ratings may negatively affect us. Regional and national economic
conditions, increased scrutiny of the energy industry and regulatory changes, as well as changes in
our economic performance, could result in credit agencies reexamining our credit rating. While
credit ratings reflect the opinions of the credit agencies issuing such ratings and may not
necessarily reflect actual performance, a downgrade in our credit rating could restrict or
discontinue our ability to access capital markets, including commercial paper markets, and could
result in an increase in our borrowing costs, a reduced level of capital expenditures and could
impact future earnings and cash flows. In addition, a reduction in credit rating may require us to
post collateral related to various physical or financially settled contracts for the purchase of
energy-related commodities, products and services, which would impact our liquidity.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds;
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table provides information about Company purchases of equity securities that are
registered by the Company pursuant to Section 12 of the Securities Exchange Act of 1934 during the
three months ended June 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of |
|
Maximum Dollar |
|
|
|
|
|
|
|
|
|
|
Shares Purchased |
|
Value that May Yet |
|
|
Total Number |
|
Average |
|
as Part of Publicly |
|
Be Purchased Under |
|
|
of Shares |
|
Price Paid |
|
Announced Plans |
|
the Plans or |
Period |
|
Purchased |
|
Per Share |
|
or Programs |
|
Programs (1) |
04/01/09 - 04/30/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
822,895,623 |
|
05/01/09 - 05/31/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
822,895,623 |
|
06/01/09 - 06/30/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
822,895,623 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
In May 2007, the DTE Energy Board of Directors authorized the repurchase of up to $850
million of common stock through 2009. Through June 30, 2009, no repurchases of common stock
were made under this authorization. This authorization provides management with flexibility
to pursue share repurchases from time to time, and will depend on actual and future asset
monetization, cash flows and investment opportunities. |
64
Item 4. Submission of Matters to a Vote of Security Holders
(a) |
|
The annual meeting of the holders of Common Stock of the Company was held on April 30, 2009.
Proxies for the meeting were solicited pursuant to Regulation 14(a). |
|
(b) |
|
There was no solicitation in opposition to the Board of Directors nominees, as listed in the
proxy statement, for directors to be elected at the meeting and all such nominees were
elected. |
|
|
|
The terms of the previously elected eight directors listed below continue until the annual
meeting dates shown after each name: |
|
|
|
|
|
Anthony F. Earley, Jr. |
|
|
2010 |
|
Allan D. Gilmour |
|
|
2010 |
|
Frank M. Hennessey |
|
|
2010 |
|
Gail J. McGovern |
|
|
2010 |
|
Lillian Bauder |
|
|
2011 |
|
W. Frank Fountain, Jr. |
|
|
2011 |
|
Josue Robles, Jr. |
|
|
2011 |
|
James H. Vandenberghe |
|
|
2011 |
|
(c) |
|
At the annual meeting of the holders of Common Stock of the Company held on April 30, 2009,
five directors were elected to serve until the annual meeting in 2012 and one director (Mark
A. Murray) was elected to serve until the annual meeting in 2011 with the votes shown: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Vote |
|
|
Total Vote |
|
Withheld |
|
|
For Each |
|
From Each |
|
|
Director |
|
Director |
Gerard M. Anderson |
|
|
122,809,094 |
|
|
|
3,423,187 |
|
John E. Lobbia |
|
|
122,610,654 |
|
|
|
3,621,627 |
|
Eugene A. Miller |
|
|
103,578,223 |
|
|
|
22,654,058 |
|
Mark A. Murray |
|
|
122,991,379 |
|
|
|
3,240,902 |
|
Charles W. Pryor, Jr. |
|
|
122,972,318 |
|
|
|
3,259,963 |
|
Ruth G. Shaw |
|
|
113,782,250 |
|
|
|
12,451,933 |
|
Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Companys independent
registered public accounting firm for the year 2009 with the votes shown:
|
|
|
|
|
For
|
|
Against
|
|
Abstain |
|
|
|
|
|
124,299,036
|
|
1,268,266
|
|
665,296 |
The Shareholder proposal regarding political contributions was not approved:
|
|
|
|
|
For
|
|
Against
|
|
Abstain |
|
|
|
|
|
26,667,835
|
|
58,316,502
|
|
13,636,524 |
The Shareholder proposal regarding election of directors by majority vote was approved:
|
|
|
|
|
For
|
|
Against
|
|
Abstain |
|
|
|
|
|
117,067,447
|
|
7,996,172
|
|
1,168,979 |
65
Item 6. Exhibits
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
|
|
Exhibits filed herewith: |
|
|
|
12-43
|
|
Computation of Ratio of Earnings to Fixed Charges. |
|
|
|
31-51
|
|
Chief Executive Officer Section 302 Form 10-Q Certification. |
|
|
|
31-52
|
|
Chief Financial Officer Section 302 Form 10-Q Certification. |
Exhibits incorporated herein by reference:
|
|
|
4-256
|
|
Amendment dated June 1, 2009 to the Twenty-Fourth Supplemental Indenture, dated as of May 1,
2008 to the Collateral Trust Indenture dated as of June 30, 1993 between The Detroit Edison Company
and The Bank of New York Mellon Trust Company, N.A., as trustee (2008 Series ET Variable Rate Senior
Notes due 2029) (Exhibit 4-265 to Detroit Edisons Form 10-Q for the quarter ended June 30,
2009). |
|
|
|
4-257
|
|
Amendment dated June 1, 2009 to the Twenty-Sixth Supplemental Indenture, dated as of July
1, 2008 to the Collateral Trust Indenture dated as of June 30, 1993 between The Detroit Edison
Company and The Bank of New York Mellon Trust Company, N.A., as trustee (2008 Series KT Variable Rate
Senior Notes due 2020) (Exhibit 4-266 to Detroit Edisons Form 10-Q for the quarter ended June 30,
2009). |
Exhibits furnished herewith:
|
|
|
32-51
|
|
Chief Executive Officer Section 906 Form 10-Q Certification. |
|
|
|
32-52
|
|
Chief Financial Officer Section 906 Form 10-Q Certification. |
66
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: July 31, 2009 |
/s/ PETER B. OLEKSIAK
|
|
|
Peter B. Oleksiak |
|
|
Vice President and Controller and
Chief Accounting Officer |
|
|
67