e10vk
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2006
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.) |
2000 2nd Avenue, 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)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Name of each exchange on which registered |
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Common Stock, without par value, with contingent
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New York Stock Exchange |
preferred stock purchase rights |
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7.8% Trust Preferred Securities *
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New York Stock Exchange |
7.50% Trust Originated Preferred Securities**
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New York Stock Exchange |
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* |
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Issued by DTE Energy Trust I. DTE Energy fully and unconditionally guarantees the payments of all amounts due on these securities to the extent DTE Energy
Trust I has funds available for payment of such distributions. |
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Issued by DTE Energy Trust II. DTE Energy fully and unconditionally guarantees the payments of all amounts due on these securities to the extent DTE Energy Trust II
has funds available for payment of such distributions. |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 (d) of the Act. Yes o No þ
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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of
the registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and
large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ Accelerated filer o Non-accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ
On June 30, 2006, the aggregate market value of the Registrants voting and non-voting common equity held by non-affiliates was approximately $7.2 billion (based on
the New York Stock Exchange closing price on such date). There were 177,123,754 shares of common stock outstanding at January 31, 2007.
Certain information in DTE Energy Companys definitive Proxy Statement for its 2007 Annual Meeting of Common Shareholders to be held May 3, 2007, which will be filed with the
Securities and Exchange Commission pursuant to Regulation 14A, not later than 120 days after the end of the Registrants fiscal year covered by this report on Form 10-K, is
incorporated herein by reference to Part III (Items 10, 11, 12, 13 and 14) of this Form 10-K.
DTE Energy Company
Annual Report on Form 10-K
Year Ended December 31, 2006
TABLE OF CONTENTS
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PAGE |
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1 |
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3 |
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Part I |
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Business, Risk Factors, Unresolved Staff Comments and Properties |
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4 |
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Legal Proceedings |
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27 |
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Submission of Matters to a Vote of Security Holders |
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27 |
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Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |
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27 |
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Selected Financial Data |
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30 |
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Managements Discussion and Analysis of Financial Condition and Results of Operations |
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30 |
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Quantitative and Qualitative Disclosures About Market Risk |
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68 |
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Financial Statements and Supplementary Data |
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71 |
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
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138 |
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Controls and Procedures |
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138 |
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Other Information |
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138 |
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Directors, Executive Officers and Corporate Governance |
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138 |
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Executive Compensation |
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138 |
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
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138 |
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Certain Relationships and Related Transactions, and Director Independence |
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138 |
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Principal Accountant Fees and Services |
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138 |
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Exhibits and Financial Statement Schedules |
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139 |
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145 |
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First Amendment to Company Deferred Stock Compensation Plan for Non-Employee Directors, effective January 1, 2001 |
Second Amendment to Company Deferred Stock Compensation Plan for Non-Employee Directors, effective January 1, 2005 |
Third Amendment to Company Deferred Stock Compensation Plan for Non-Employee Directors, effective January 1, 2006 |
Third Amendment to Company Executive Deferred Compensation Plan, effective December 31, 2006 |
First Amendment to Company Supplemental Retirement Plan, effective January 1, 2002 |
Computation of Ratio of Earnings to Fixed Charges |
Subsidiaries of the Company |
Consent of Deloitte & Touche LLP |
Chief Executive Officer Section 302 Certification |
Chief Financial Officer Section 302 Certification |
Chief Executive Officer Section 906 Certification |
Chief Financial Officer Section 906 Certification |
DEFINITIONS
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Coke and Coke Battery |
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Raw coal is heated to high temperatures in ovens to separate impurities, leaving a carbon residue
called coke. Coke is combined with iron ore to create a high metallic iron that is used to
produce steel. A series of coke ovens configured in a module is referred to as a battery. |
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Company |
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DTE Energy Company and any subsidiary companies |
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CTA |
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Costs to achieve, consisting of project management, consultant support and employee severance,
related to the Performance Excellence Process |
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Customer Choice |
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Statewide initiatives giving customers in Michigan the option to choose alternative suppliers for
electricity and gas. |
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Detroit Edison |
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The Detroit Edison Company (a direct wholly owned subsidiary of
DTE Energy Company) and subsidiary companies |
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DTE Energy |
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DTE Energy Company, directly or indirectly the
parent of Detroit Edison, MichCon and numerous
non-utility subsidiaries |
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EPA |
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United States Environmental Protection Agency |
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FERC |
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Federal Energy Regulatory Commission |
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GCR |
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A gas cost recovery mechanism authorized by the
MPSC, permitting MichCon to pass the cost of
natural gas to its customers. |
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ITC |
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International Transmission Company (until
February 28, 2003, a wholly owned subsidiary of
DTE Energy Company) |
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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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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. The
power supply cost recovery mechanism was
suspended under Michigans restructuring
legislation (signed into law June 5, 2000),
which lowered and froze electric customer rates
and was reinstated by the MPSC effective January
1, 2004. |
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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. |
1
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Securitization |
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Detroit Edison financed specific stranded costs at lower interest rates through the sale of rate reduction
bonds by a wholly-owned special purpose entity, the Detroit Edison Securitization Funding LLC. |
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SFAS |
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Statement of Financial Accounting Standards |
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Stranded Costs |
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Costs incurred by utilities in order to serve customers in a regulated environment that absent special
regulatory approval would not otherwise be recoverable if customers switch to alternative energy suppliers. |
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Subsidiaries |
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The direct and indirect subsidiaries of DTE Energy Company |
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Synfuels |
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The fuel produced through a process involving chemically modifying and binding particles of coal. Synfuels
are used for power generation and coke production. Synfuel production generates production tax credits. |
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Unconventional Gas |
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Includes those oil and gas deposits that originated and are stored in coal
bed, tight sandstone and shale formations. |
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Units of Measurement |
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Bcf |
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Billion cubic feet of gas |
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Bcfe |
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Conversion metric of natural gas,
the ratio of 6 Mcf of gas to 1 barrel of oil. |
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kWh |
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Kilowatthour of electricity |
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Mcf |
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Thousand cubic feet of gas |
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MMcf |
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Million cubic feet of gas |
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MW |
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Megawatt of electricity |
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MWh |
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Megawatthour of electricity |
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 higher price of oil and its impact on the value of production tax credits or the
potential requirement to refund proceeds received from synfuel partners; |
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the uncertainties of successful exploration of gas shale resources and inability to
estimate gas reserves with certainty; |
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the effects of weather and other natural phenomena on operations and sales to customers,
and purchases from suppliers; |
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economic climate and population growth or decline in the geographic areas where we do
business; |
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environmental issues, laws, regulations, and the cost of remediation and compliance; |
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nuclear regulations and operations associated with nuclear facilities; |
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implementation of electric and gas Customer Choice programs; |
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impact of electric and gas utility restructuring in Michigan, including legislative amendments; |
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employee relations and the impact of collective bargaining agreements; |
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unplanned outages; |
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access to capital markets and capital market conditions and the results of other
financing efforts which can be affected by credit agency ratings; |
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the timing and extent of changes in interest rates; |
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the level of borrowings; |
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changes in the cost and availability of coal and other raw materials, purchased power
and natural gas; |
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effects of competition; |
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impact of regulation by the FERC, MPSC, NRC and other applicable governmental
proceedings and regulations, including any associated impact on rate structures; |
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contributions to earnings by non-utility subsidiaries; |
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changes in and application of federal, state and local tax laws and their
interpretations, including the Internal Revenue Code, regulations, rulings, court
proceedings and audits; |
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the ability to recover costs through rate increases; |
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the availability, cost, coverage and terms of insurance; |
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the cost of protecting assets against, or damage due to, terrorism; |
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changes in and application of accounting standards and financial reporting regulations; |
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changes in federal or state laws and their interpretation with respect to regulation,
energy policy and other business issues; |
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uncollectible accounts receivable; |
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binding arbitration, litigation and related appeals; |
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changes in the economic and financial viability of our suppliers, customers and trading
counterparties, and the continued ability of such parties to perform their obligations to
the Company; and |
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timing, terms and proceeds from any asset sale or monetization. |
New factors emerge from time to time. We cannot predict what factors may arise or how such
factors may cause our results to differ materially from those contained in any forward-looking
statement. Any forward-looking statements speak only as of the date on which such statements
are made. We undertake no obligation to update any forward-looking statement to reflect events
or circumstances after the date on which such statement is made or to reflect the occurrence of
unanticipated events.
3
Part I
Items 1. and 2. Business and Properties
General
In 1995, DTE Energy incorporated in the State of Michigan. Our utility operations consist
primarily of Detroit Edison and MichCon. We also have five non-utility segments that are engaged in
a variety of energy related businesses. In August 2005, the Energy Policy Act of 2005 repealed the
Public Utility Holding Company Act of 1935 (PUHCA), effective February 8, 2006. A discussion of
the Energy Policy Act of 2005 is in the Managements Discussion and Analysis section of this Form
10-K.
Detroit Edison is a Michigan corporation organized in 1903 and is a public utility subject to
regulation by the MPSC and the FERC. Detroit Edison is engaged in the generation, purchase,
distribution and sale of electricity to approximately 2.2 million customers in southeastern
Michigan.
MichCon is a Michigan corporation organized in 1898 and is a public utility subject to regulation
by the MPSC. MichCon is engaged in the purchase, storage, transmission, distribution and sale of
natural gas to approximately 1.3 million customers throughout Michigan.
Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and
all amendments to such reports are available free of charge through the Investor Relations page of
our website: www.dteenergy.com, as soon as reasonably practicable after they are filed with or
furnished to the Securities and Exchange Commission (SEC). The information on our website is not,
and shall not be deemed to be, a part of this Form 10-K or any other filing we make with the SEC.
Our previously filed reports and statements are also available at the SECs website: www.sec.gov.
References in this report to we, us, our, Company or DTE are to DTE Energy and its
subsidiaries, collectively.
Corporate Structure
In the third quarter of 2006, we realigned the non-utility segment Power and Industrial
Projects business unit to separately present the Synthetic Fuel business. The impending expiration
of synfuel tax credits as of December 31, 2007, combined with the sustained volatility of oil
prices, increased management focus on synfuels, thereby requiring a separate business segment. In
the fourth quarter of 2006, we separated the Fuel Transportation and Marketing segment into Coal
and Gas Midstream, and Energy Trading corresponding to additional
management focus on the results of these non-utility segments. Based on the following structure, we set
strategic goals, allocate resources and evaluate performance. See Note 18 of the Notes to
Consolidated Financial Statements for financial information by segment for the last three years.
Electric Utility
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Consists of Detroit Edison, the companys electric utility whose operations include the
power generation and electric distribution facilities that service approximately 2.2
million residential, commercial, industrial and wholesale customers throughout southeastern
Michigan. |
Gas Utility
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Consists of the gas distribution services provided by MichCon, a gas utility that
purchases, stores and distributes natural gas throughout Michigan to approximately 1.3
million residential, commercial and industrial customers and Citizens Gas Fuel Company
(Citizens), a gas utility that distributes natural gas in Adrian, Michigan. |
Non-Utility Operations
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Coal and Gas Midstream, primarily consisting of coal transportation and marketing, and
gas pipelines, processing and storage; |
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Unconventional Gas Production, primarily consisting of unconventional gas project
development and production; |
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Power and Industrial Projects, primarily consisting of on-site energy services,
steel-related projects and power generation with services; |
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Energy Trading, primarily consisting of energy marketing and trading operations; and |
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Synthetic Fuel, consisting of the operations of nine synfuel plants. |
Corporate & Other, primarily consisting of corporate staff functions and certain energy related
investments.
Refer to our Managements Discussion and Analysis for an in-depth analysis of each segments
financial results. A description of each business unit follows.
ELECTRIC UTILITY
Description
Our Electric Utility segment consists of Detroit Edison, an electric utility subject to regulation
by the MPSC and FERC. Detroit Edison is engaged in the generation, purchase, distribution and sale
of electric energy to approximately 2.2 million customers in a 7,600 square mile area in
southeastern Michigan.
Our plants are regulated by numerous federal and state governmental agencies, including, but not
limited to, the MPSC, the FERC, the NRC, the EPA and the MDEQ. Electricity is generated from our
numerous fossil plants, a hydroelectric pumped storage plant and a nuclear plant, and is purchased
from electricity generators, suppliers and wholesalers.
5
The electricity we produce and purchase is sold to four major classes of customers: residential,
commercial, industrial and wholesale, principally throughout Michigan.
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Revenue by Service |
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(in Millions) |
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2006 |
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2005 |
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2004 |
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Residential |
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$ |
1,671 |
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$ |
1,517 |
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$ |
1,345 |
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Commercial |
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1,603 |
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1,331 |
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1,123 |
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Industrial |
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835 |
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697 |
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557 |
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Wholesale |
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109 |
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73 |
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65 |
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Other |
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350 |
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464 |
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234 |
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Subtotal |
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4,568 |
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4,082 |
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3,324 |
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Interconnection sales (1) |
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169 |
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380 |
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244 |
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Total Revenue |
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$ |
4,737 |
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$ |
4,462 |
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$ |
3,568 |
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(1) |
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Represents power that is not distributed by Detroit Edison. |
Weather, economic factors, competition and electricity prices affect sales levels to
customers. Our peak load and highest total system sales generally occur during the third quarter
of the year, driven by air conditioning and other cooling-related demands.
Our operations are not dependent upon a limited number of customers, and the loss of any one or a
few customers would not have a material adverse effect on Detroit Edison.
Fuel Supply and Purchased Power
Our power is generated from a variety of fuels and is supplemented with purchased power. We expect
to have an adequate supply of fuel and purchased power to meet our obligation to serve customers.
Our generating capability is heavily dependent upon the availability of coal. Coal is purchased
from various sources in different geographic areas under agreements that vary in both pricing and
terms. We expect to obtain the majority of our coal requirements through long-term contracts with
the balance to be obtained through short-term agreements and spot purchases. We have six long-term
and two short-term contracts for a total purchase of approximately 35 million tons of low-sulfur
western coal to be delivered from 2007 to 2010. We also have ten contracts for the purchase of
approximately 8 million tons of Appalachian coal to be delivered from 2007 through 2009. All of
these contracts have fixed prices. We have approximately 90% of our 2007 expected coal
requirements under contract. Given the geographic diversity of supply, we believe we can meet our
expected generation requirements. We lease a fleet of rail cars and have long-term transportation
contracts with companies to provide rail and vessel services for delivery of purchased coal to our
generating facilities.
Detroit
Edison participates in the energy market through MISO. We offer our generation in the
market on a day-ahead and real-time basis and bid for power in the market to serve our load. We are
a net purchaser of power which supplements our generation capability to meet customer demand during
peak cycles.
6
Properties
Detroit Edison owns generating plants and facilities that are located in the State of Michigan.
Substantially all of our property is subject to the lien of a mortgage.
Generating plants owned and in service as of December 31, 2006 are as follows:
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Location by |
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Summer Net |
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Michigan |
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Rated Capability (1) (2) |
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Plant Name |
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County |
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(MW) |
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(%) |
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Year in Service |
Fossil-fueled Steam-Electric |
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Belle River (3) |
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St. Clair |
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1,026 |
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9.2 |
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1984 and 1985 |
Conners Creek |
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Wayne |
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215 |
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1.9 |
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1951 |
Greenwood |
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St. Clair |
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785 |
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7.1 |
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1979 |
Harbor Beach |
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Huron |
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103 |
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0.9 |
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1968 |
Marysville |
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St. Clair |
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84 |
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0.8 |
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1943 and 1947 |
Monroe (4) |
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Monroe |
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3,115 |
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28.0 |
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1971, 1973 and 1974 |
River Rouge |
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Wayne |
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510 |
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4.6 |
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1957 and 1958 |
St. Clair |
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St. Clair |
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1,415 |
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12.7 |
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1953, 1954, 1959, 1961 and 1969 |
Trenton Channel |
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Wayne |
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730 |
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6.6 |
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1949 and 1968 |
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7,983 |
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71.8 |
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Oil or Gas-fueled Peaking Units |
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Various |
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1,102 |
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9.9 |
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1966-1971, 1981 and 1999 |
Nuclear-fueled Steam-Electric
Fermi 2 (5) |
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Monroe |
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1,111 |
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10.0 |
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1988 |
Hydroelectric Pumped Storage
Ludington (6) |
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Mason |
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917 |
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8.3 |
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1973 |
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11,113 |
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100.0 |
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(1) |
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Summer net rated capabilities of generating plants in service are based on periodic load tests and are changed depending on operating experience, the physical
condition of units, environmental control limitations and customer requirements for steam, which otherwise would be used for electric generation. |
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(2) |
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Excludes one oil-fueled unit, St. Clair Unit No. 5 (250 MW), in cold standby status. |
|
(3) |
|
The Belle River capability represents Detroit Edisons entitlement to 81.39% of the capacity and energy of the plant. See Note 8. |
|
(4) |
|
The Monroe Power Plant provided 38% of Detroit Edisons total 2006 power plant generation. |
|
(5) |
|
Fermi 2 has a design electrical rating (net) of 1,150 MW. |
|
(6) |
|
Represents Detroit Edisons 49% interest in Ludington with a total capability of 1,872 MW. See Note 8. |
Detroit Edison owns and operates 675 distribution substations with a capacity of approximately
33,075,000 kilovolt-amperes (kVA) and approximately 426,700 line transformers with a capacity of
approximately 25,883,000 kVA.
Circuit miles of distribution lines owned and in service as of December 31, 2006 are as follows:
|
|
|
|
|
|
|
|
|
Electric Distribution |
|
Circuit Miles |
Operating Voltage-Kilovolts (kV) |
|
Overhead |
|
Underground |
4.8 kV to 13.2 kV |
|
|
28,155 |
|
|
|
13,747 |
|
24 kV |
|
|
101 |
|
|
|
690 |
|
40 kV |
|
|
2,323 |
|
|
|
332 |
|
120 kV |
|
|
70 |
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
30,649 |
|
|
|
14,782 |
|
|
|
|
|
|
|
|
|
|
There are numerous interconnections that allow the interchange of electricity between Detroit
Edison and electricity providers external to our service area. These interconnections are
generally owned and operated by ITC Transmission and connect to neighboring energy companies.
7
Regulation
Detroit Edisons business is subject to the regulatory jurisdiction of various agencies, including,
but not limited to, the MPSC, the FERC and the NRC. The MPSC issues orders pertaining to rates,
recovery of certain costs, including the costs of generating facilities and regulatory assets,
conditions of service, accounting and operating-related matters. Detroit Edisons MPSC-approved
rates charged to customers have historically been designed to allow for the recovery of costs, plus
an authorized rate of return on our investments. The FERC regulates Detroit Edison with respect to
financing authorization and wholesale electric activities. The NRC has regulatory jurisdiction
over all phases of the operation, construction, licensing and decommissioning of Detroit Edisons
nuclear plant operations. We are subject to the requirements of other regulatory agencies with
respect to safety, the environment and health.
Since 1996, there have been several important acts, orders, court rulings and legislative actions
in the State of Michigan that affect Detroit Edisons operations. In 1996, the MPSC began an
initiative designed to give all of Michigans electric customers access to electricity supplied by
other generators and marketers. In 1998, the MPSC authorized the electric Customer Choice program
that allowed for a limited number of customers to purchase electricity from suppliers other than
their local utility. The local utility continues to transport the electric supply to the
customers facilities, thereby retaining distribution margins. The electric Customer Choice
program was phased in over a three-year period, with all customers having the option to choose
their electric supplier by January 2002.
In 2000, the Michigan Legislature enacted legislation that reduced electric rates by 5% and
reaffirmed January 2002 as the date for full implementation of the electric Customer Choice
program. This legislation also contained provisions freezing rates through 2003 and preventing
rate increases for small business customers through 2004 and for residential customers through
2005. The legislation and an MPSC order issued in 2001 established a methodology to enable Detroit
Edison to recover stranded costs related to its generation operations that may not otherwise be
recoverable due to electric Customer Choice related lost sales and margins. The legislation also
provides for the recovery of the costs associated with the implementation of the electric Customer
Choice program. The MPSC has determined that these costs will be treated as regulatory assets.
Additionally, the legislation provides for recovery of costs incurred as a result of changes in
taxes, laws and other governmental actions including the Clean Air Act.
In 2004, the MPSC issued interim and final rate orders that authorized electric rate increases
totaling $374 million, and eliminated transition credits and implemented transition charges for
electric Customer Choice customers. The increases were applicable to all customers not subject to a
rate cap. The interim order affirmed the resumption of the PSCR mechanism for both capped and
uncapped customers, which reduced PSCR revenues. The MPSC also authorized the recovery of
approximately $385 million in regulatory assets, including stranded costs. As part of the final
order Detroit Edison was ordered to file an application to restructure its electric rates.
In February 2005, Detroit Edison filed a rate restructuring proposal with the MPSC to restructure
its electric rates and begin phasing out subsidies within the current pricing structure. In
December 2005, the MPSC issued an order that provided for initial steps to improve the current
competitive imbalance in Michigans electric Customer Choice program. The December 2005 order
establishes cost-based power supply rates for Detroit Edisons full service customers. Electric
Customer Choice participants will pay cost-based distribution rates while Detroit Edisons full
service commercial and industrial customers will pay cost-based distribution rates that reflect the
cost of the residential rate subsidy. Residential customers continue to pay a subsidized below cost
rate for distribution service. These revenue neutral revised rates were effective February 1, 2006.
Detroit Edison was also ordered to file a general rate case no later than July 1, 2007, based on
2006 actual results.
In March 2006, the MPSC issued an order directing Detroit Edison to show cause by June 1, 2006 why
its retail electric rates should not be reduced in 2007. The MPSC cited certain changes that had
occurred since the November 2004 order in Detroit Edisons last general rate case, or were expected
to occur.
These changes included: declines in electric Customer Choice program participation, expiration of
the
8
residential rate caps, and projected reductions in Detroit Edison operating costs. The show
cause filing was to reflect sales, costs and financial conditions that were expected to occur by
2007. On June 1, 2006, Detroit Edison filed its response explaining why its electric rates should
not be reduced in 2007. Detroit Edison indicated that it will have a revenue deficiency of
approximately $45 million beginning in 2007 due to significant capital investments over the next
several years for infrastructure improvements to enhance electric service reliability and for
mandated environmental expenditures. The impacts of these investments will be partially offset by
efficiency and cost-savings measures that have been initiated. Therefore, Detroit Edison requested
that the show cause proceeding allow for rate increase adjustments based on the combined effects of
investment expenditures and cost-savings programs. The MPSC denied this request and indicated that
a full review of rates will be made in Detroit Edisons next general rate case, which is due to be
filed by July 1, 2007. The MPSC issued an order approving a settlement agreement in this proceeding
on August 31, 2006. The order provided for an annualized rate reduction of $53 million for 2006,
effective September 5, 2006. Beginning January 1, 2007, and continuing until the later of March
31, 2008 or 12 months from the filing date of Detroit Edisons next main case, rates will be
reduced by an additional $26 million, for a total reduction of $79 million. The revenue reduction
is net of the recovery of the amortization of the costs associated with the implementation of the
Performance Excellence Process, a company wide review of our operations. The settlement agreement
provides for some level of realignment of the existing rate structure by allocating a larger
percentage share of the rate reduction to the commercial and industrial customer classes than to
the residential customer classes. As part of the settlement agreement, a Choice Incentive Mechanism
(CIM) was established with a base level of electric choice sales set at 3,400 GWh.
In accordance with the MPSCs directive in Detroit Edisons November 2004 rate order, in March
2005, Detroit Edison filed a joint application and testimony in its 2004 PSCR Reconciliation Case
and its 2004 Net Stranded Cost Recovery Case. In September 2006, the MPSC issued an order
recognizing $19 million of 2004 net stranded costs that required Detroit Edison to write off $112
million of 2004 net stranded costs. The MPSC order resulted in a $39 million reduction in the 2004
PSCR over-collection by allowing Detroit Edison to retain the benefit of third party wholesale
sales required to support the electric Customer Choice program and to offset the recognition of the
$19 million of 2004 stranded costs. The MPSC order also resulted
in reductions to accrued interest
on the 2004 and 2005 PSCR amounts of $15 million. The MPSC directed Detroit Edison to include the
remaining 2004 PSCR over-collection amount and related interest in the 2005 PSCR Reconciliation
which is in an under-collected position. The order resulted in a reduction of pre-tax income of
approximately $58 million.
See Note 6 of the Notes to Consolidated Financial Statements.
Energy Assistance Programs
Energy assistance programs, funded by the federal government and the State of Michigan, remain
critical to Detroit Edisons ability to control its uncollectible accounts receivable and
collections expenses. Detroit Edisons uncollectible accounts receivable expense is directly
affected by the level of government funded assistance its qualifying customers receive. We work
continuously with the State of Michigan and others to determine whether the share of funding
allocated to our customers is representative of the number of low-income individuals in our service
territory.
Strategy and Competition
We strive to be the preferred supplier of electrical generation in southeast Michigan. We can
accomplish this goal by working with our customers, communities and regulatory agencies to be a
reliable low cost supplier of electricity. To control expenses, we optimize our fuel blends thereby
taking maximum advantage of low cost, environmentally friendly low-sulfur western coals. To ensure
generation reliability, we continue to invest in our generating plants, which will improve both
plant availability and operating efficiencies. We also are making capital investments in areas
that have a positive impact on reliability and environmental compliance with the goal of high
customer satisfaction.
9
Our distribution operations focus on improving reliability, restoration time and the quality of
customer service. We seek to lower our operating costs by improving operating efficiencies.
Revenues from year to year will vary due to weather conditions, economic factors, regulatory events
and other risk factors as discussed in the Risk Factors section that follows.
Effective January 2002, the electric Customer Choice program expanded in Michigan so that all of
the Companys electric customers can choose to purchase their electricity from alternative electric
suppliers of generation services. Detroit Edison lost 6% of retail sales in 2006, 12% in 2005 and
18% of such sales in 2004 as a result of customers choosing to purchase power from alternative
electric suppliers. Customers participating in the electric Customer Choice program consist
primarily of industrial and commercial customers whose MPSC-authorized full service rates exceed
their cost of service. Customers who elect to purchase their electricity from alternative electric
suppliers by participating in the electric Customer Choice program have an unfavorable effect on
our financial performance. The effect of lost sales due to the electric Customer Choice program
has reduced our need for purchased power, and, when market conditions are favorable we sell power
into the wholesale market, in order to lower costs to full service customers.
Detroit
Edison acquires transmission services from ITC Transmission. By FERC
order, rates charged by ITC Transmission to
Detroit Edison were frozen through December 2004. Thereafter, rates became subject to normal FERC
regulation. With the MPSCs November 2004 final rate order, transmission costs are recoverable
through Detroit Edisons PSCR mechanism.
We are currently involved in a contract dispute with BNSF Railway Company that has been referred to
arbitration. Under this contract, BNSF transports western coal east for Detroit Edison and the
Coal Transportation and Marketing business. We have filed a breach of contract claim against BNSF
for the failure to provide certain services that we believe are required by the contract. The
arbitration hearing is scheduled for mid-2007. While we believe we will prevail on the merits in
this matter, a negative decision with respect to the significant issues being heard in the
arbitration could have an adverse effect on our business.
Competition in the regulated electric distribution business is primarily from the on-site
generation of industrial customers and from distributed generation applications by industrial and
commercial customers. We do not expect significant competition for distribution to any group of
customers in the near term.
GAS UTILITY
Description
Our Gas Utility segment consists of MichCon and Citizens, natural gas utilities subject to
regulation by the MPSC. MichCon is engaged in the purchase, storage, transmission, distribution
and sale of natural gas to approximately 1.3 million residential, commercial and industrial
customers in the State of Michigan. MichCon also has subsidiaries involved in the gathering and
transmission of natural gas in northern Michigan. MichCon operates one of the largest natural gas
distribution and transmission systems in the United States. Citizens distributes natural gas in
Adrian, Michigan to approximately 17,000 customers.
10
Revenue is generated by providing the following major classes of service: gas sales, end user
transportation, intermediate transportation and gas storage.
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue by Service |
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Gas sales |
|
$ |
1,541 |
|
|
$ |
1,860 |
|
|
$ |
1,435 |
|
End user transportation |
|
|
135 |
|
|
|
134 |
|
|
|
119 |
|
Intermediate transportation |
|
|
69 |
|
|
|
58 |
|
|
|
56 |
|
Other |
|
|
104 |
|
|
|
86 |
|
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
Total Revenue |
|
$ |
1,849 |
|
|
$ |
2,138 |
|
|
$ |
1,682 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales Includes the sale and delivery of natural gas
primarily to residential and small-volume commercial and
industrial customers. |
|
|
|
End user transportation Gas delivery service provided
primarily to large-volume commercial and industrial
customers. Additionally, the service is provided to
residential customers, and small-volume commercial and
industrial customers who have elected to participate in our
Customer Choice program. End user transportation customers
purchase natural gas directly from producers or brokers and
utilize our pipeline network to transport the gas to their
facilities or homes. |
|
|
|
Intermediate transportation Gas delivery service provided
to producers, brokers and other gas companies that own the
natural gas, but are not the ultimate consumers.
Intermediate transportation customers utilize our gathering
and high-pressure transmission system to transport the gas to
storage fields, processing plants, pipeline interconnections
or other locations. |
|
|
|
Other Includes revenues from gas storage, providing
appliance maintenance, facility development and other
energy-related services. |
Our gas sales, end user transportation and intermediate transportation volumes, revenues and net
income are impacted by weather. Given the seasonal nature of our business, revenues and net income
are concentrated in the first and fourth quarters of the calendar year. By the end of the first
quarter, the heating season is largely over, and we typically realize substantially reduced
revenues and earnings in the second quarter and losses in the third quarter.
Our operations are not dependent upon a limited number of customers, and the loss of any one or a
few customers would not have a material adverse effect on our Gas Utility segment.
Natural Gas Supply
Our gas distribution system has a planned maximum daily send-out capacity of 2.8 Bcf, with
approximately 71% of the volume coming from underground storage for 2006. Peak-use requirements
are met through utilization of our storage facilities, pipeline transportation capacity, and
purchased gas supplies. Because of our geographic diversity of supply and our pipeline
transportation and storage capacity, we are able to reliably meet our supply requirements. We
believe natural gas supply and pipeline capacity will be sufficiently available to meet market
demands in the foreseeable future.
We purchase natural gas supplies in the open market by contracting with producers and marketers,
and we maintain a diversified portfolio of natural gas supply contracts. Supplier, producing
region, quantity, and available transportation diversify our natural gas supply base. We obtain our
natural gas supply from various sources in different geographic areas (Gulf Coast, Mid-Continent,
Canada and Michigan) under agreements
11
that vary in both pricing and terms. Gas supply pricing is
generally tied to NYMEX and published price indices to approximate current market prices.
Properties
We own distribution, transmission and storage properties that are located in the State of Michigan.
Our distribution system includes approximately 19,000 miles of distribution mains, approximately
1,188,000 service lines and approximately 1,321,000 active meters. We own approximately 2,600 miles
of transmission lines that deliver natural gas to the distribution districts and interconnect our
storage fields with the sources of supply and the market areas.
We own properties relating to four underground natural gas storage fields with an aggregate working
gas storage capacity of approximately 124 Bcf. These facilities are important in providing reliable
and cost-effective service to our customers. In addition, we sell storage services to third
parties. Most of the companys distribution and transmission property are located on property owned
by others and used by the company through easements, permits or licenses. Substantially all of our
property is subject to the lien of a mortgage.
We are directly connected to interstate pipelines, providing access to most of the major natural
gas producing regions in the Gulf Coast, Mid-Continent and Canadian regions.
The companys primary long-term transportation contracts are as follows:
|
|
|
|
|
|
|
|
|
|
|
Availability (MMcf/d) |
|
Contract expiration |
Panhandle Eastern Pipeline Company |
|
|
75 |
|
|
|
2009 |
|
Trunkline Gas Company |
|
|
10 |
|
|
|
2009 |
|
Viking Gas Transmission Company |
|
|
50 |
|
|
|
2010 |
|
TransCanada PipeLines Limited |
|
|
50 |
|
|
|
2010 |
|
Great Lakes Gas Transmission L.P. |
|
|
30 |
|
|
|
2011 |
|
ANR Pipeline Company |
|
|
245 |
|
|
|
2011 |
|
Vector Pipeline L.P. |
|
|
50 |
|
|
|
2012 |
|
We own 840 miles of transportation and gathering pipelines in the northern lower peninsula of
Michigan. We lease a portion of our pipeline system to the Vector Pipeline Partnership (an
affiliate) through a capital lease arrangement. See Note 13 of the Notes to Consolidated Financial
Statements.
Regulation
We are subject to the regulatory jurisdiction of the MPSC, which issues orders pertaining to rates,
recovery of certain costs, including the costs of regulatory assets, conditions of service,
accounting and other operating-related matters. We are subject to the requirements of other
regulatory agencies with respect to safety, the environment and health.
In the late 1990s, the MPSC began an initiative designed to give all of Michigans natural gas
customers added choices and the opportunity to benefit from lower gas costs resulting from
competition. In 1999, the MPSC approved a comprehensive experimental three-year gas Customer
Choice program that allowed an increasing number of customers to purchase natural gas from
suppliers other than their local utility. In December 2001, the MPSC issued an order that continued
the gas Customer Choice program on a permanent and expanding basis. The permanent gas Customer
Choice program was phased in over a three-year period, with all customers having the option to
choose their gas supplier by April 2004. Since
MichCon continues to transport and deliver the gas to the participating customer premises at prices
comparable to margins earned on gas sales, customers switching to other suppliers have little
impact on MichCons earnings.
12
In April 2005, the MPSC issued a final rate order which increased MichCons base rates by $61
million annually effective April 29, 2005.
See Note 6 of the Notes to the Consolidated Financial Statements.
Energy Assistance Program
Energy assistance programs, funded by the federal government and the State of Michigan, remain
critical to MichCons ability to control its uncollectible accounts receivable and collections
expenses. MichCons uncollectible accounts receivable expense is directly affected by the level of
government funded assistance its qualifying customers receive. We work continuously with the State
of Michigan and others to determine whether the share of funding allocated to our customers is
representative of the number of low-income individuals in our service territory.
Strategy and Competition
Our strategy is to be a preferred provider of natural gas in Michigan. As a result of more
efficient furnaces and appliances, and customer conservation due to high natural gas prices, we
expect future sales volumes to remain at current levels or slightly decline. We continue to provide
energy-related services that capitalize on our expertise, capabilities and efficient systems. We
continue to focus on lowering our operating costs by improving operating efficiencies.
Competition in the gas business primarily involves other natural gas providers, as well as
providers of alternative fuels and energy sources. The primary focus of competition for end user
transportation is cost and reliability. Some large commercial and industrial customers have the
ability to switch to alternative fuel sources such as coal, electricity, oil and steam. If these
customers were to choose an alternative fuel source, they would not have a need for our end-user
transportation service. In addition, some of these customers could bypass our pipeline system and
have their gas delivered directly from an interstate pipeline. We compete against alternative fuel
sources by providing competitive pricing and reliable service, supported by our storage capacity.
Our extensive transmission pipeline system has enabled us to market 500 to 600 Bcf annually for
intermediate transportation services for Michigan gas producers, marketers, distribution companies
and other pipeline companies. We operate in a central geographic location with connections to major
Mid-western interstate pipelines that extend throughout the Midwest, eastern United States and
eastern Canada.
NON-UTILITY OPERATIONS
Coal and Gas Midstream
Description
Coal and Gas Midstream primarily consists of the operations of Coal Transportation and Marketing,
and the Pipelines, Processing and Storage businesses.
Coal Transportation and Marketing
Coal Transportation and Marketing provides fuel, transportation, and equipment management services
tailored to the individual requirements of each customer. We specialize in minimizing fuel costs
and
maximizing reliability of supply for energy-intensive customers. Our external customers include
electric utilities, merchant power producers, integrated steel mills and large industrial companies
with significant energy requirements. Additionally, we participate in coal trading, coal-to-power
tolling transactions and the purchase and sale of emissions credits. Coal-to-power tolling is
another facet of the trading function, where we buy and arrange transportation of coal to a power
plant that has excess generating capacity.
13
The plant then burns the coal and produces electricity
for a fee and returns it via the grid to DTE Energy Trading, which uses the power to fulfill
contracts or meet market needs.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
2005 |
|
2004 |
Tons of Coal Shipped (1)
|
|
|
34 |
|
|
|
42 |
|
|
|
40 |
|
|
|
|
(1) |
|
Includes intercompany transactions of 14 tons, 20 tons, and 18 tons in 2006, 2005, and
2004, respectively. |
Pipelines, Processing and Storage
The Pipelines, Processing and Storage business owns and manages a network of natural gas
transmission pipelines, storage facilities and gas processing facilities. We have a partnership
interest in Vector Pipeline (Vector), an interstate transmission pipeline, which connects Michigan
to Chicago and Ontario. We specialize in providing natural gas storage and transportation services
in the Midwest and Northeast. We have interests in six processing plants that extract carbon
dioxide from Antrim gas production in northern Michigan, making it suitable for transportation to
nearby customers. Additionally, we have storage capacity capable of storing up to 75.7 Bcf in
natural gas storage fields located in Michigan. The Washington 10 storage facility is a 66 Bcf
high deliverability storage field having bi-directional interconnections with Vector Pipeline and
MichCon providing customers access to the Chicago, Michigan and Ontario hubs.
Properties
The Pipelines, Processing and Storage business holds the following property:
|
|
|
|
|
|
|
|
|
Property Classification |
|
% Owned |
|
Description |
|
Location |
Pipelines |
|
|
|
|
|
|
|
|
Vector Pipeline
|
|
|
40 |
% |
|
348-mile pipeline with
1,000 MMcf per day
capacity
|
|
Midwest |
Processing Plants
|
|
|
90 |
% |
|
197 MMcf per day capacity
|
|
Northern Michigan |
Storage
|
|
|
|
|
|
|
|
|
Washington 28
|
|
|
50 |
% |
|
9.7 Bcf of storage capacity
|
|
Washington Twp, MI |
Washington 10
|
|
|
100 |
% |
|
66 Bcf of storage capacity
|
|
Washington Twp, MI |
The assets of these businesses are complementary with other DTE Energy assets. Pursuant to an
operating agreement, MichCon provides physical operations, maintenance and technical support for
the Washington 28 and Washington 10 storage facilities.
Strategy and Competition
Our Coal Transportation and Marketing business is one of the leading North American coal marketers.
We have a reputation as being an efficient manager of transportation assets. Trends such as
railroad and mining consolidation and the lack of certainty in developing new mines by many mining
firms could have an impact on how we compete in the future. 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. We will seek to build our capacity to transport greater amounts of
western coal and to expand into coal terminals. We are currently involved in a contract dispute
with BNSF Railway Company that has been referred to arbitration. Under this contract, BNSF
transports western coal east for Detroit Edison and the Coal Transportation and Marketing business.
We have filed a breach of contract claim against BNSF for the failure to provide certain services
that we believe are required by the contract. The arbitration hearing is
scheduled for mid-2007. While we believe we will prevail on the merits in this matter, a negative
decision with respect to the significant issues being heard in the arbitration could have an
adverse effect on our ability to grow the Coal Transportation and Marketing business as currently
contemplated.
14
The Pipelines, Processing and Storage business focuses on asset development opportunities in the
Midwest-to-Northeast region to supply natural gas to meet growing demand. We expect much of the
growth in the demand for natural gas in the U.S. to occur within the Mid-Atlantic and New England
regions. These regions currently lack the pipeline and gas storage infrastructure necessary to
deliver gas volumes to meet growing demand. Vector is an interstate pipeline that is filling a
large portion of that need, and is complemented by our Michigan storage facilities. Vector received
FERC approval in October 2006 for a 200 MMcf per day expansion of long-haul capacity scheduled to
be in service by November 2007. In April 2006, the Washington 10 storage facility expanded working
capacity from 51.4 to 66 Bcf. In October 2006, we purchased the lessor interest in the 66 Bcf
Washington 10 gas storage field. Prior to the purchase, we leased the storage rights. Another
opportunity is Millennium Pipeline in New York, in which we have a 26.25% interest. In December
2006, Millennium Pipeline received FERC approval for construction and operation and is expected to
be in service in late 2008. The Millennium Pipeline will be able to transport up to 525 MMcf per
day. The gas supply for Millennium could be sourced from Michigan storage facilities or from Vector
Pipeline for consumption in the Northeast U.S.
Unconventional Gas Production
Description
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production primarily within the Antrim shale in the northern lower peninsula of Michigan and the
Barnett shale in north Texas. We are an experienced operator in the Antrim shale where we manage
one of the industrys largest inventories of proved gas shale reserves. We continue to develop
properties in both areas as we explore monetization alternatives.
During 2006, we invested $186 million acquiring, testing, developing and producing
our Antrim and
Barnett shale acreage. In 2006, we added proved reserves of 219 Bcfe in both the Antrim and
Barnett shales, resulting in year end total proved reserves of 616
Bcfe. The Barnett and Antrim shale wells
yielded 4.1 Bcfe and 21.5 Bcfe of production, respectively, in 2006 for a total of 25.6 Bcfe.
Barnett shale leasehold acres increased to 89,808 gross acres (80,530 net of interest of others)
after reduction by opportunistic sales of 11,193 acres. We drilled a total of 206 development wells
(165.2 net of interest of others) including 64 wells (54.8 net of interest of others) in the
Barnett shale acreage with a success rate of 100% in 2006. Included were 4 test wells (3.2 net of
interest of others) in unproved areas of the southern portion of our Barnett shale acreage
holdings. Production commenced in the Bosque and Hill Counties of
Texas in 2006. Testing of Barnetts southern
acreage is ongoing and will continue in 2007.
Properties
Unconventional Gas Production owns interests in the following producing wells and acreage as of
December 31:
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
Gross |
|
|
Net(1) |
|
|
Gross |
|
|
Net(1) |
|
|
Gross |
|
|
Net (1) |
|
Producing Wells and Acreage |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Producing Wells (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Antrim shale |
|
|
2,148 |
|
|
|
1,700 |
|
|
|
2,010 |
|
|
|
1,630 |
|
|
|
1,878 |
|
|
|
1,523 |
|
Barnett shale |
|
|
123 |
|
|
|
110 |
|
|
|
65 |
|
|
|
55 |
|
|
|
5 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,271 |
|
|
|
1,810 |
|
|
|
2,075 |
|
|
|
1,685 |
|
|
|
1,883 |
|
|
|
1,524 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Developed Lease Acreage (3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Antrim shale |
|
|
283,007 |
|
|
|
228,232 |
|
|
|
278,789 |
|
|
|
217,643 |
|
|
|
266,064 |
|
|
|
213,959 |
|
Barnett shale |
|
|
17,965 |
|
|
|
16,045 |
|
|
|
15,524 |
|
|
|
14,367 |
|
|
|
1,262 |
|
|
|
316 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
300,972 |
|
|
|
244,277 |
|
|
|
294,313 |
|
|
|
232,010 |
|
|
|
267,326 |
|
|
|
214,275 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Undeveloped Lease Acreage (4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Antrim shale |
|
|
80,380 |
|
|
|
66,184 |
|
|
|
86,028 |
|
|
|
73,056 |
|
|
|
92,328 |
|
|
|
79,025 |
|
Barnett shale |
|
|
71,842 |
|
|
|
64,485 |
|
|
|
72,280 |
|
|
|
61,627 |
|
|
|
54,530 |
|
|
|
48,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
152,222 |
|
|
|
130,669 |
|
|
|
158,308 |
|
|
|
134,683 |
|
|
|
146,858 |
|
|
|
127,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Excludes the interest of others. |
|
(2) |
|
Producing wells is the number of wells that are found to be capable of producing
hydrocarbons in sufficient quantities such that proceeds from the sale of the production
exceed production expenses and taxes. |
|
(3) |
|
Developed lease acreage is the number of acres that are allocated or assignable to
productive wells or wells capable of production. |
|
(4) |
|
Undeveloped lease acreage is the number of acres on which wells have not been drilled
or completed to a point that would permit the production of commercial quantities of natural
gas and oil regardless of whether such acreage contains proved reserves. |
Strategy and Competition
We manage and operate our Antrim and Barnett shale gas properties to maximize returns on investment
and increase earnings with the overriding goal of optimizing the cost of producing reserves and
adding additional proved reserves. A long-term fixed price obligation that fixed the price of gas
sold at $3.33 for 1.8 Bcf of Antrim shale production expired in 2006. This creates pricing
opportunities and we have and will continue to remarket Antrim shale gas production at current
higher market rates.
Additional long-term fixed price obligation data for the next five years follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2007 |
|
2008 |
|
2009 |
|
2010 |
|
2011 |
Long-term fixed price obligations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Antrim |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume- Bcf |
|
|
17.6 |
|
|
|
16.2 |
|
|
|
15.0 |
|
|
|
15.0 |
|
|
|
11.9 |
|
Price- $/Mcf |
|
$ |
3.19 |
|
|
$ |
3.74 |
|
|
$ |
3.48 |
|
|
$ |
3.59 |
|
|
$ |
3.70 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Barnett |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume- Bcf |
|
|
1.8 |
|
|
|
1.3 |
|
|
|
1.1 |
|
|
|
0.5 |
|
|
|
|
|
Price- $/Mcf |
|
$ |
8.45 |
|
|
$ |
8.15 |
|
|
$ |
7.73 |
|
|
$ |
7.29 |
|
|
$ |
|
|
Current natural gas prices and successes within the Barnett shale are resulting in more
capital being invested into the region. This competition for opportunities, goods and services
increases costs.
However, our experience in the Antrim shale and our experienced Barnett shale personnel provide an
advantage in addressing potential cost increases.
In 2007, we expect to drill 130 to 145 wells in the Antrim shale and 50 to 55 wells in the Barnett
shale. Combined investment for both areas is expected to be approximately $150 million to $170
million during 2007. Successful testing on unproved acreage may yield additional significant
investment opportunities.
We are exploring the sale of a portion of our Unconventional Gas Production assets which will allow
us to monetize value from our more mature holdings, while retaining the ability to benefit from the
upside of our earlier stage holdings.
16
Power and Industrial Projects
Description
Power and Industrial Projects is comprised primarily of projects that deliver utility-type services
to industrial, commercial and institutional customers, and biomass energy projects. We provided
utility-type services using project assets usually located on the customers premises in the steel,
automotive, pulp and paper, airport and other industries. These services include pulverized coal
and petroleum coke supply, power generation, steam production, chilled water production, wastewater
treatment and compressed air supply. We own and operate three gas-fired peaking electric
generating plants and a biomass-fired electric generating plant and operate one additional
gas-fired power plant under contract. Additionally, we own a gas-fired peaking electric generating
plant that was taken out of service in September 2006. We develop, own and operate landfill gas
recovery systems throughout the United States. We produce metallurgical coke from two coke
batteries. The production of coke from our coke batteries generates production tax credits
(assuming no phase-out).
Properties
The following are significant Power and Industrial Projects:
|
|
|
|
|
|
|
|
|
Facility |
|
Location |
|
% Owned |
|
Service Type |
Steel |
|
|
|
|
|
|
|
|
PCI
Enterprises, Inc. |
|
River Rouge, MI
|
|
|
100 |
% |
|
Pulverized Coal |
DTE Sparrows Point
|
|
Sparrows Point, MD
|
|
|
100 |
% |
|
Pulverized Coal |
EES Coke Battery,
LLC
|
|
River Rouge, MI
|
|
|
100 |
% |
|
Metallurgical Coke Supply |
Indiana Harbor Coke
Co., LP
|
|
East Chicago, IN
|
|
|
5 |
% |
|
Metallurgical Coke Supply |
|
|
|
|
|
|
|
|
|
Automotive
|
|
|
|
|
|
|
|
|
DTE Energy Center
|
|
Various sites in MI, IN, OH
|
|
|
50 |
% |
|
Electric Distribution, Chiller Water, Waste Water, Compressed Air, Mist and Dust Collectors |
DTE Northwind
|
|
Detroit, MI
|
|
|
100 |
% |
|
Steam and Chilled Water |
DTE Moraine
|
|
Moraine, OH
|
|
|
100 |
% |
|
Compressed Air |
DTE Tonawanda
|
|
Tonawanda, NY
|
|
|
100 |
% |
|
Chilled and Waste Water |
|
|
|
|
|
|
|
|
Steam, Cooling Tower Water, |
Defiance Energy
|
|
Defiance, OH
|
|
|
100 |
% |
|
Chilled Water, Compressed Air |
Heritage
|
|
Dearborn, MI
|
|
|
100 |
% |
|
Electric Distribution |
Lordstown Energy
|
|
Lordstown, OH
|
|
|
100 |
% |
|
Steam, Chilled Water, Compressed
Air and Reverse Osmosis Water |
|
|
|
|
|
|
|
|
|
Pulp and Paper |
|
|
|
|
|
|
|
|
Mobile Energy
Services
|
|
Mobile, AL
|
|
|
50 |
% |
|
Electric Generation and Steam |
Tembec
|
|
St. Francisville, LA
|
|
|
100 |
% |
|
Electric Generation and Steam |
|
|
|
|
|
|
|
|
|
Airport |
|
|
|
|
|
|
|
|
Metro Energy
|
|
Romulus, MI
|
|
|
100 |
% |
|
Electricity, Hot and Chilled Water |
Pittsburgh
|
|
Pittsburg, PA
|
|
|
100 |
% |
|
Hot and Chilled Water |
|
|
|
|
|
|
|
|
|
Other Industries |
|
|
|
|
|
|
|
|
DTE PetCoke
|
|
Vicksburg, MS
|
|
|
100 |
% |
|
Pulverized Petroleum Coke |
Pursuant to an operating agreement with PCI Enterprises, Inc., Detroit Edison provides
operations and maintenance services for the pulverized coal facility located at Detroit Edisons
River Rouge power plant.
Production
tax credits, related to one coke battery that expired in 2002, were reinstated for the years 2006 through 2009. The coke battery facilities produce coke that is used in
blast furnaces within the steel industry.
17
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Production Tax Credits Generated |
|
|
|
|
|
|
|
|
|
|
|
|
Coke Batteries: |
|
|
|
|
|
|
|
|
|
|
|
|
Allocated to DTE Energy |
|
$ |
6 |
|
|
$ |
2 |
|
|
$ |
2 |
|
|
|
|
|
|
|
|
|
|
|
Non-Utility Power Generation
Description
We operate peaking, gas-fired and biomass-fired electric generating plants.
Properties
The following are significant properties operated by Non-Utility Power Generation:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capacity |
Facility |
|
Location |
|
% Owned |
|
(in MW) |
DTE Georgetown
|
|
Indianapolis, IN
|
|
|
100 |
% |
|
|
80 |
|
DTE River Rouge (1)
|
|
River Rouge, MI
|
|
|
100 |
% |
|
|
240 |
|
Crete Energy Ventures
|
|
Crete, IL
|
|
|
50 |
% |
|
|
320 |
|
DTE East China
|
|
East China Twp, MI
|
|
|
100 |
% |
|
|
320 |
|
Woodland Biomass
|
|
Woodland, CA
|
|
|
99 |
% |
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
985 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
No longer in service effective September 2006. |
Production tax credits are available at one Non-Utility Power Generation facility. The
facility produces electricity using renewable resources.
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Production Tax Credits Generated |
|
|
|
|
|
|
|
|
|
|
|
|
Allocated to DTE Energy |
|
$ |
1 |
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
Landfill Gas Recovery
We develop, own and operate landfill gas recovery systems in the U.S. Landfill gas, a byproduct of
solid waste decomposition, is composed of approximately equal portions of methane and carbon
dioxide. We develop landfill gas recovery systems that capture the gas and provide local utilities,
industry and consumers with an opportunity to use a competitive, renewable source of energy, in
addition to providing environmental benefits by reducing greenhouse
gas emissions. We also co-own, with the Coal Transportation and Marketing
segment, a
coal mine methane gathering system and gas processing facility in southern Illinois. This
processed methane is sold into the
natural gas transmission system. Many of our facilities generate production tax credits that will
expire at the end of 2007.
Landfill gas recovery has operations in 12 states.
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions) |
|
2006 |
|
2005 |
|
2004 |
Landfill Sites |
|
|
26 |
|
|
|
32 |
|
|
|
29 |
|
Gas Produced (in Bcf) |
|
|
22.9 |
|
|
|
20.2 |
|
|
|
23.2 |
|
Tax Credits Generated (1) |
|
$ |
5 |
|
|
$ |
8 |
|
|
$ |
8 |
|
|
|
|
(1) |
|
DTE Energys portion of tax credits generated. |
18
Strategy and Competition
Power and Industrial Projects will continue leveraging its extensive energy-related operating
experience and project management capability to develop and grow our on-site energy business. We
also will continue to pursue opportunities to provide asset management and operations services to
third parties.
We anticipate building around our core strengths in the markets where we operate. In determining
the markets in which to compete, we examine closely the regulatory and competitive environment, the
number of competitors and our ability to achieve sustainable margins. We plan to maximize the
effectiveness of our inter-related businesses as we expand from our current regional focus. As we
pursue growth opportunities, our first priority will be to achieve value-added returns.
We intend to focus on the following areas for growth:
|
|
|
Providing operating services to owners of industrial and power plants; |
|
|
|
|
Acquiring and developing solid fuel-fired power plants and landfill gas recovery facilities; and |
|
|
|
|
Expanding energy projects. |
We are exploring the combination of a sale of an equity interest in, and recapitalization of, some
of the assets of the Power and Industrial Projects business, including the sale or restructuring of
the power generation assets. In February 2007, we entered into an
agreement to sell our Georgetown peaking electric generating
facility. The sale is subject to receipt of regulatory approval and
is expected to close in the second half of 2007.
Energy Trading
Description
Energy Trading focuses on physical power and gas marketing and trading, structured
transactions, enhancement of returns from DTE Energys power plants and the optimization
of contracted natural gas pipelines and storage capacity positions. Our customer base is
predominantly utilities, local distribution companies, large industrials, and other marketing and
trading companies. We enter into derivative financial instruments as part of our marketing and
hedging activities. Most of the derivative financial instruments are accounted
for under the mark-to-market method, which results in earnings recognition of unrealized gains and
losses from changes in the fair value of the derivatives. We utilize forwards, futures,
swaps and option contracts to mitigate risk associated with our marketing and trading activity as
well as for proprietary trading within defined risk guidelines. Energy Trading provides commodity
risk management services to the other businesses within DTE Energy.
Strategy and Competition
Our strategy for our trading business is to deliver value-added services to our customers. We
seek to manage this business in a manner consistent with and complementary to the growth of our
other business segments. We focus on physical marketing and the optimization of our portfolio of
energy assets. We
compete with electric and gas marketers, traders, utilities and other energy providers. We have
risk management and credit processes to monitor and mitigate risk. We are exploring strategic
options for the energy trading business.
Synthetic Fuel
Description
Synfuel plants chemically change coal and waste coal into a synthetic fuel as determined under the
Internal Revenue Code. The synthetic fuel process involves chemically modifying and binding
particles of coal to produce a fuel that is used for power generation and coke production.
Production tax credits are provided for the production and sale of solid synthetic fuel produced
from coal and are available through December 31, 2007. The synthetic fuel plants generate operating
losses which we expect to be offset by production tax credits. The value of a production tax credit
is adjusted annually by an inflation factor and published annually by the Internal Revenue Service
(IRS) and is reduced, or eliminated, if the Reference Price of a barrel of oil exceeds certain
thresholds.
We are the operator of nine synthetic fuel production facilities throughout the United States. On
May 12, 2006, we idled production at all nine of the synthetic fuel facilities. The decision to
idle synfuel production was driven by the level and volatility of oil prices at that time. During
the idle period, we took various steps to reduce our oil price exposure, including, renegotiation
of a significant number of commercial agreements. Beginning September 5, 2006 through October 4,
2006, we resumed production
19
at each of the nine synfuel facilities due to these amended commercial
agreements and declines in the level of oil prices.
Since 2002, we have sold interests in all nine of our synfuel plants, ranging from a 49%-99% share
in each, or approximately 91% of our total production capacity. We consolidate these projects due
to our controlling influence and continuing involvement.
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Production Tax Credits Generated |
|
|
|
|
|
|
|
|
|
|
|
|
Synfuel Plants |
|
|
|
|
|
|
|
|
|
|
|
|
Allocated to DTE Energy |
|
$ |
23 |
|
|
$ |
45 |
|
|
$ |
29 |
|
Allocated to partners |
|
|
260 |
|
|
|
562 |
|
|
|
411 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
283 |
|
|
$ |
607 |
|
|
$ |
440 |
|
|
|
|
|
|
|
|
|
|
|
Properties
The
following are our synthetic fuels projects:
|
|
|
|
|
|
|
|
|
|
|
|
|
Facility |
|
Location |
|
% Owned |
|
Industry Served |
DTE Red Mountain, LLC |
|
Tarrant, AL |
|
|
51 |
% |
|
Foundry Coke/Steel |
DTE Belews Creek, LLC |
|
Belews Creek, NC |
|
|
1 |
% |
|
Utility |
DTE Utah Synfuels, LLC |
|
Price, UT |
|
|
1 |
% |
|
Industrial/Utility |
DTE Indy Coke, LLC |
|
Moundsville, WV |
|
|
1 |
% |
|
Utility |
DTE Clover, LLC |
|
Bledsoe, KY |
|
|
5 |
% |
|
Utility |
DTE Smith Branch, LLC |
|
Pineville, WV |
|
|
1 |
% |
|
Steel/Export |
DTE River Hill, LLC |
|
Clover, VA |
|
|
51 |
% |
|
Utility |
DTE Buckeye, LLC (2
plants) |
|
Cheshire, OH |
|
|
1 |
% |
|
Utility |
Strategy and Competition
Due to our hedging strategy implemented in 2006, we expect to continue to operate the synfuel
plants through December 31, 2007, when synfuel-related production tax credits expire.
CORPORATE & OTHER
Description
Corporate & Other includes various corporate staff functions. Because these functions support the
entire Company, their costs are allocated to the various segments based on services utilized.
Therefore, the effect of the allocation on each segment can vary from year to year. Additionally,
Corporate & Other holds certain non-utility debt, assets held for sale and investments in
energy-related companies and funds.
20
Strategy and Competition
Our energy-related investment strategy is to create a profitable portfolio by investing in
companies or funds that facilitate the creation of new businesses, expand growth opportunities for
existing businesses or enable performance improvements in our existing businesses.
ENVIRONMENTAL MATTERS
We are subject to extensive environmental regulation. Additional costs may result as the
effects of various substances on the environment are studied and governmental regulations are
developed and implemented. We expect to continue recovering environmental costs related to utility
operations through rates charged to our customers. The following table summarizes our estimated
significant future environmental expenditures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Electric |
|
|
Gas |
|
|
Non- Utility |
|
|
Total |
|
Air |
|
$ |
2,185 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
2,185 |
|
Water |
|
|
53 |
|
|
|
|
|
|
|
14 |
|
|
|
67 |
|
MGP Sites |
|
|
4 |
|
|
|
41 |
|
|
|
|
|
|
|
45 |
|
Other Clean Up Sites |
|
|
12 |
|
|
|
1 |
|
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated total future
expenditures |
|
$ |
2,254 |
|
|
$ |
42 |
|
|
$ |
14 |
|
|
$ |
2,310 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated 2007 expenditures |
|
$ |
234 |
|
|
$ |
5 |
|
|
$ |
14 |
|
|
$ |
253 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Air - Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit
power plant emissions of sulfur dioxide and nitrogen oxides. In March 2005, EPA issued additional
emission reduction regulations relating to ozone, fine particulate, regional haze and mercury air
pollution. The new rules will lead to additional controls on fossil-fueled power plants to reduce
nitrogen oxide, sulfur dioxide and mercury emissions. The cost to address environmental air issues
is estimated through 2018.
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 studies to be conducted over the next one to two years,
Detroit Edison may be required to perform some mitigation activities, including, the possible
installation of additional control technologies to reduce the environmental impact of the intake
structures. However, a recent court decision remanded back to the EPA several provisions of the
federal regulation resulting in a delay in complying with the regulation.
MGP 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. The facilities,
which produced gas for heating and other uses, have been designated as MGP sites. Gas Utility
owns, or previously owned, fifteen such former MGP sites. In addition to the MGP sites, the company
is also in the process of cleaning up other contaminated sites. As a result of these
determinations, we have recorded liabilities related to these sites. Cleanup activities associated
with these sites will be conducted over the next several years.
Detroit Edison conducted remedial investigations at contaminated sites, including two 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. In addition, Detroit Edison
will be making capital improvements to the ash landfill in 2007.
21
Non-utility Our non-utility affiliates are subject to a number of environmental laws and
regulations dealing with the protection of the environment from various pollutants. We are in the
process of installing new environmental equipment at our coke battery facility in Michigan. We
expect the project to be completed within one year. Our non-utility affiliates are substantially
in compliance with all environmental requirements.
Greater details on environmental issues are provided in the following Notes to Consolidated
Financial Statements:
|
|
|
|
|
Note |
|
Title |
|
6 |
|
Regulatory Matters |
7 |
|
Nuclear Operations |
EMPLOYEES
The following table shows our employees as of December 31, 2006:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Represented |
|
Non-represented |
|
Total |
Detroit Edison |
|
|
3,724 |
|
|
|
3,493 |
|
|
|
7,217 |
|
MichCon |
|
|
1,386 |
|
|
|
707 |
|
|
|
2,093 |
|
Other |
|
|
308 |
|
|
|
909 |
|
|
|
1,217 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
5,418 |
|
|
|
5,109 |
|
|
|
10,527 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
There are several bargaining units for our represented employees. Approximately 3,245 of our
represented employees are under contracts that expire in June 2007 and 970 employees are under
contracts that expire in October 2007. The contracts of the remaining represented employees expire
at various dates in 2008 and 2009.
EXECUTIVE OFFICERS OF DTE ENERGY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Present |
|
|
|
|
|
|
|
Position |
|
Name |
|
Age (1) |
|
Present Position |
|
Held Since |
|
Anthony F. Earley, Jr. |
|
57 |
|
Chairman of the Board and Chief Executive Officer |
|
|
8-1-98 |
|
Gerard M. Anderson |
|
48 |
|
Chief Operating Officer and |
|
|
10-31-05 |
|
|
|
|
|
President |
|
|
6-23-04 |
|
Stephen E. Ewing (2) |
|
62 |
|
Vice Chairman, DTE Energy |
|
|
10-31-05 |
|
|
|
|
|
President and Chief Operating Officer, MichCon |
|
|
4-28-05 |
|
Robert J. Buckler |
|
57 |
|
President and Chief Operating Officer, Detroit Edison |
|
|
10-31-05 |
|
|
|
|
|
Group President, DTE Energy |
|
|
5-31-05 |
|
David E. Meador |
|
49 |
|
Executive Vice President and Chief Financial Officer |
|
|
6-23-04 |
|
Lynne Ellyn |
|
55 |
|
Senior Vice President and Chief Information Officer |
|
|
12-31-01 |
|
Paul C. Hillegonds |
|
57 |
|
Senior Vice President |
|
|
5-16-05 |
|
Ron A. May |
|
55 |
|
Senior Vice President |
|
|
1-22-04 |
|
Bruce D. Peterson |
|
50 |
|
Senior Vice President and General Counsel |
|
|
6-25-02 |
|
Gerardo Norcia |
|
44 |
|
Executive Vice President, MichCon |
|
|
10-31-05 |
|
Larry E. Steward |
|
54 |
|
Vice President |
|
|
1-15-01 |
|
Peter B. Oleksiak |
|
40 |
|
Vice President and Controller |
|
|
12-5-05 |
|
Sandra K. Ennis |
|
50 |
|
Corporate Secretary |
|
|
8-4-05 |
|
|
|
|
(1) |
|
As of December 31, 2006 |
|
(2) |
|
Retired from the company effective December 31, 2006 |
Under our Bylaws, the officers of DTE Energy are elected annually by the Board of Directors at
a meeting held for such purpose, each to serve until the next annual meeting of directors or until
their respective successors are chosen and qualified. With the exception of Messrs. Hillegonds,
Peterson and
22
Norcia, all of the above officers have been employed by DTE Energy in one or more
management capacities during the past five years.
Paul C. Hillegonds was elected Senior Vice President effective May 16, 2005. Mr. Hillegonds was
president of Detroit Renaissance for eight years prior to joining DTE Energy.
Bruce D. Peterson was elected Senior Vice President and General Counsel on June 25, 2002. Mr.
Peterson was a partner with Hunton & Williams in Washington, D.C. prior to joining DTE Energy.
Gerardo Norcia was elected Executive Vice President, MichCon on October 31, 2005. Mr. Norcia was
President, DTE Gas Storage, Pipelines and Processing since joining DTE Energy on November 4, 2002.
He was a vice president of Union Gas prior to joining DTE Energy.
Pursuant to Article VI of our Articles of Incorporation, directors of DTE Energy will not be
personally liable to the Company or its shareholders in the performance of their duties to the full
extent permitted by law.
Article VII of our Articles of Incorporation provides that each current or former director or
officer of DTE Energy, or each current and former employee or agent of the Company or a director,
officer, employee or agent of another corporation, partnership, joint venture, trust or other
enterprise (including the heirs, executors, administrators or estate of such person), shall be
indemnified by the Company to the full extent permitted by the Michigan Business Corporation Act or
any other applicable laws as presently or hereafter in effect. In addition, we have entered into
indemnification agreements with all of our officers and directors; these agreements set forth
procedures for claims for indemnification as well as contractually obligating us to provide
indemnification to the maximum extent permitted by law.
We and our directors and officers in their capacities as such are insured against liability for
alleged wrongful acts (to the extent defined) under eight insurance policies providing aggregate
coverage in the amount of $185 million.
Item 1A. Company Risk Factors
There are various risks associated with the operations of DTE Energys utility and non-utility
businesses. To provide a framework to understand the operating environment of DTE Energy, we are
providing a brief explanation of the more significant risks associated with our businesses.
Although we have tried to identify and discuss key risk factors, others could emerge in the future.
Each of the following risks could affect our performance.
Our ability to utilize production tax credits may be limited. To reduce U.S. dependence on imported
oil, the Internal Revenue Code provides production tax credits as an incentive for taxpayers to
produce fuels from alternative sources. We have generated production tax credits from the synfuel,
coke battery, landfill gas recovery and gas production operations. We have received favorable
private letter rulings on all of the synfuel facilities. All production tax credits taken after
2003 are subject to audit by the Internal Revenue
Service (IRS). If our production tax credits were disallowed in whole or in part as a result of an
IRS audit, there could be additional tax liabilities owed for previously recognized tax credits
that could significantly impact our earnings and cash flows. The value of future credits generated
may be affected by potential legislation. Moreover, the opportunity to earn additional production
tax credits related to the generation of synfuels and recovery of landfill gas will expire at the
end of 2007. The combination of IRS audits of production tax credits, supply and demand for
investment in credit producing activities and potential legislation could have an impact on our
earnings and cash flows. We have also provided certain guarantees and indemnities in conjunction
with the sales of interests in the synfuel facilities.
This incentive provided by production tax credits is not deemed necessary if the price of oil
increases and provides significant market incentives for the production of these fuels. As such,
the tax credit in a given year is reduced if the Reference Price of oil within that year exceeds a
threshold price. The Reference Price of a barrel of oil is an estimate of the annual average
wellhead price per barrel for domestic crude oil. We project the yearly average wellhead price per
barrel of oil for the year to be approximately $6 lower than the NYMEX price for light, sweet crude
oil. The threshold price at which the credit begins to
23
be reduced was set in 1980 and is adjusted
annually for inflation. For 2006, we estimate the threshold price at which the tax credit would
begin to be reduced is $55 per barrel and would be completely phased out if the Reference Price
reached $69 per barrel. As of December 31, 2006, the average NYMEX daily closing price of a barrel
of oil was approximately $66 for 2006, equating to an estimated Reference Price of $60, which we
estimate to be within the phase-out range. To mitigate the effect of a potential phase out and
minimize operating losses, on May 12, 2006 we idled production at all nine of the synfuel
facilities. The decision to idle synfuel production was driven by the level and volatility of oil
prices at that time. Beginning September 5, 2006 through October 4, 2006, we resumed production at
each of the nine synfuel facilities due to declines in the level of oil prices.
Our estimates of gas reserves are subject to change. We cannot assure that our estimates of our
Antrim and Barnett gas reserves are accurate. Estimates of proved gas reserves and the future net
cash flows attributable to those reserves are prepared by independent engineers. There are numerous
uncertainties inherent in estimating quantities of proved gas reserves and cash flows attributable
to such reserves, including factors beyond our control and that of our engineers. Reserve
engineering is a subjective process of estimating underground accumulations of gas that cannot be
measured in an exact manner. The accuracy of an estimate of quantities of reserves, or of cash
flows attributable to such reserves, is a function of the available data, assumptions regarding
expenditures for future development and exploration activities, and of engineering and geological
interpretation and judgment. Additionally, reserves and future cash flows may be subject to
material downward or upward revisions, based upon production history, development and exploration
activities and prices of gas. Actual future production, revenue, taxes, development expenditures,
operating expenses, underlying information, quantities of recoverable reserves and the value of
cash flows from such reserves may vary significantly from the assumptions and underlying
information we used. In addition, different reserve engineers may make different estimates of
reserves and cash flows based on the same available data.
Michigans electric Customer Choice program is negatively impacting our financial
performance. The
electric Customer Choice program, as originally contemplated in Michigan, anticipated an eventual
transition to a totally deregulated and competitive environment where customers would be charged
market-based rates for their electricity. The State of Michigan currently experiences a hybrid
market, where the MPSC continues to regulate electric rates for our customers, while alternative
electric suppliers charge market-based rates. In addition, such regulated electric rates for
certain groups of our customers exceed the cost of service to those customers. Due to distorted
pricing mechanisms during the initial implementation period of electric Customer Choice, many
commercial customers chose alternative electric suppliers. Recent MPSC rate orders have removed
some of the pricing disparity. Recent higher wholesale electric prices have also resulted in some
former electric Customer Choice customers migrating back to Detroit Edison for electric generation
service. Even with the electric Customer Choice-related rate relief received in Detroit Edisons
2004 and 2005 orders, there continues to be considerable financial risk associated with the
electric Customer Choice program. Electric Customer Choice migration is sensitive to
market price and bundled electric service price increases. The hybrid market in Michigan also
causes uncertainity as it relates to investment in new generating capacity.
Weather significantly affects operations. Deviations from normal hot and cold weather conditions
affect our earnings and cash flow. Mild temperatures can result in decreased utilization of our
assets, lowering income and cash flow. Damage due to ice storms, tornadoes, or high winds can
damage our infrastructure and require us to perform emergency repairs and incur material unplanned
expenses. The expenses of storm restoration efforts may not be recoverable through the regulatory
process.
We are subject to rate regulation. Electric and gas rates for our utilities are set by the MPSC and
the FERC and cannot be increased without regulatory authorization. We may be impacted by new
regulations or interpretations by the MPSC, the FERC or other regulatory bodies. New legislation,
regulations or interpretations could change how our business operates, impact our ability to
recover costs through rate increases or require us to incur additional expenses.
24
Our non-utility operations may not perform to our expectations. We rely on our non-utility
operations for a significant portion of our earnings. If our current and contemplated non-utility
investments do not perform at expected levels, we could experience diminished earnings potential
and a corresponding decline in our shareholder value.
We rely on cash flows from subsidiaries. Cash flows from our utility and non-utility subsidiaries
are required to pay interest expenses and dividends on DTE Energy debt and securities. Should a
major subsidiary not be able to pay dividends or transfer cash flows to DTE Energy, our ability to
pay interest and dividends would be restricted.
Adverse changes in our credit ratings may negatively affect us. 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
at attractive rates and increase our borrowing costs. In addition, a reduction in credit rating
may require us to post collateral related to various trading contracts, which would impact our
liquidity.
Our ability to access capital markets at attractive interest rates is important. Our ability to
access capital markets is important to operate our businesses. Heightened concerns about the energy
industry, the level of borrowing by other energy companies and the market as a whole could limit
our access to capital markets. Changes in interest rates could increase our borrowing costs and
negatively impact our financial performance.
Regional and national economic conditions can have an unfavorable impact on us. Our businesses
follow the economic cycles of the customers we serve. Should national or regional economic
conditions decline, reduced volumes of electricity and gas we supply will result in decreased
earnings and cash flow. Economic conditions in our service territory also impact our collections of
accounts receivable and financial results.
Environmental laws and liability may be costly. We are subject to numerous environmental
regulations. These regulations govern air emissions, water quality, wastewater discharge, and
disposal of solid and hazardous waste. Compliance with these regulations can significantly
increase capital spending, operating expenses and plant down times. These laws and regulations
require us to seek a variety of environmental licenses, permits, inspections and other regulatory
approvals. We may also incur liabilities as a result of potential future requirements to address
the climate change issue. The regulatory environment is subject to significant change; therefore,
we cannot predict how future issues may impact the company.
Additionally, we may become a responsible party for environmental clean up at sites identified by a
regulatory body. We cannot predict with certainty the amount and timing of future expenditures
related to environmental matters because of the difficulty of estimating clean up costs. There is
also uncertainty in quantifying liabilities under environmental laws that impose joint and several
liability on potentially responsible parties.
Since there can be no assurances that environmental costs may be recovered through the regulatory
process, our financial performance may be negatively impacted as a result of environmental matters.
Operation of a nuclear facility subjects us to risk. Ownership of an operating nuclear generating
plant subjects us to significant additional risks. These risks include among others, plant
security, environmental regulation and remediation, and operational factors that can significantly
impact the performance and cost of operating a nuclear facility. While we maintain insurance for
various nuclear-related risks, there can be no assurances that such insurance will be sufficient to
cover our costs in the event of an accident or business interruption at our nuclear generating
plant, which may affect our financial performance.
25
The supply and price of fuel and other commodities may impact our financial results. We are
dependent on coal for much of our electrical generating capacity. Price fluctuations and fuel
supply disruptions could have a negative impact on our ability to profitably generate electricity.
Our access to natural gas supplies is critical to ensure reliability of service for our utility gas
customers. We have hedging strategies in place to mitigate negative fluctuations in commodity
supply prices, but there can be no assurances that our financial performance will not be negatively
impacted by price fluctuations. The price of natural gas also impacts the market for our
non-utility businesses that compete with utilities and alternative electric suppliers.
A work interruption may adversely affect us. Unions represent approximately 5,400 of our employees.
A union choosing to strike as a negotiating tactic would have an impact on our business. We are
unable to predict the effects a work stoppage would have on our costs of operation and financial
performance.
Unplanned power plant outages may be costly. Unforeseen maintenance may be required to safely
produce electricity or comply with environmental regulations. As a result of unforeseen
maintenance, we may be required to make spot market purchases of electricity that exceed our costs
of generation. Our financial performance may be negatively affected if we are unable to recover
such increased costs.
Michigan tax reform may be costly. The State of Michigan is experiencing a revenue shortfall. We
are a significant taxpayer in the State of Michigan. The legislature is expected to change the tax
laws in 2007, and we could face increased taxes.
We may not be fully covered by insurance. While we have a comprehensive insurance program in place
to provide coverage for various types of risks, catastrophic damage as a result of acts of God,
terrorism, war or a combination of significant unforeseen events could impact our operations and
economic losses might not be covered in full by insurance.
Terrorism could affect our business. Damage to downstream infrastructure or our own assets by
terrorism would impact our operations. We have increased security as a result of past events and
further security increases are possible.
Our participation in energy trading markets subjects us to risk. Events in the energy trading
industry have increased the level of scrutiny on the energy trading business and the energy
industry as a whole. In certain situations we may also be required to post collateral to support
trading operations. We have established risk policies to manage the business.
Failure to successfully implement new processes and information systems could interrupt our
operations. Our businesses depend on numerous information systems for operations and financial
information and billings. We are in the midst of a multi-year Company-wide initiative to improve
existing processes and implement new core information systems. We launched the first phase of our
Enterprise Business Systems project in 2005. Additional phases of implementation are planned for
2007. Failure to successfully implement new processes and new core information systems could
interrupt our operations.
Benefits of the Performance Excellence Process to the Company could be less than the Company has
projected. In 2005, we initiated a company-wide review of our operations called the Performance
Excellence Process with the overarching goal to become more competitive by reducing costs,
eliminating waste and optimizing business processes while improving customer service. Actual
results achieved through this process could be less than the Companys expectations.
The inability to consummate any strategic transactions for our non-utility operations could affect
our expected cash flows. As part of a strategic review of our non-utility operations, we are
considering various actions including the sale, restructuring or recapitalization of various
non-utility businesses. If we are not able to consummate any strategic transactions on favorable
terms or timing, our expected cash flows could be lower than anticipated.
26
Item 1B. Unresolved Staff Comments
None.
Item 3. Legal Proceedings
We are involved in certain legal, regulatory, administrative and environmental proceedings
before various courts, arbitration panels and governmental agencies concerning matters arising in
the ordinary course of business. These proceedings include certain contract disputes,
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. We cannot predict the final disposition of such proceedings. We regularly
review legal matters and record provisions for claims that are considered probable of loss. The
resolution of pending proceedings is not expected to have a material effect on our operations or
financial statements in the period they are resolved.
For additional discussion on legal matters, see the following Notes to Consolidated Financial
Statements:
|
|
|
Note |
|
Title |
|
6
|
|
Regulatory Matters |
7
|
|
Nuclear Operations |
15
|
|
Commitments and Contingencies |
Item 4. Submission of Matters to a Vote of Security Holders
We did not submit any matters to a vote of security holders in the fourth quarter of 2006.
Part II
Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
Our common stock is listed on the New York Stock Exchange, which is the principal market for
such stock. The following table indicates the reported high and low sales prices of our common
stock on the Composite Tape of the New York Stock Exchange and dividends paid per share for each
quarterly period during the past two years:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends |
|
|
|
|
|
|
|
|
|
|
|
|
Paid |
Year |
|
Quarter |
|
High |
|
Low |
|
Per Share |
2006
|
|
First |
|
$ |
44.23 |
|
|
$ |
40.00 |
|
|
$ |
0.515 |
|
|
|
Second |
|
$ |
41.91 |
|
|
$ |
38.77 |
|
|
$ |
0.515 |
|
|
|
Third |
|
$ |
43.63 |
|
|
$ |
40.26 |
|
|
$ |
0.515 |
|
|
|
Fourth |
|
$ |
49.24 |
|
|
$ |
41.37 |
|
|
$ |
0.530 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005
|
|
First |
|
$ |
46.99 |
|
|
$ |
42.40 |
|
|
$ |
0.515 |
|
|
|
Second |
|
$ |
48.31 |
|
|
$ |
44.40 |
|
|
$ |
0.515 |
|
|
|
Third |
|
$ |
48.22 |
|
|
$ |
44.11 |
|
|
$ |
0.515 |
|
|
|
Fourth |
|
$ |
46.65 |
|
|
$ |
41.39 |
|
|
$ |
0.515 |
|
At December 31, 2006, there were 177,138,060 shares of our common stock outstanding. These
shares were held by a total of 89,984 shareholders of record.
27
Our Bylaws nullify Chapter 7B of the Michigan Business Corporation Act (Act). This Act regulates
shareholder rights when an individuals stock ownership reaches 20% of a Michigan corporations
outstanding shares. A shareholder seeking control of the Company cannot require our Board of
Directors to call a meeting to vote on issues related to corporate control within 10 days, as
stipulated by the Act. See Note 10 of the Notes to Consolidated Financial Statements for
information concerning the Shareholders Rights Agreement.
We paid cash dividends on our common stock of $365 million in 2006, $360 million in 2005, and $354
million in 2004. The amount of future dividends will depend on our earnings, cash flows, financial
condition and other factors that are periodically reviewed by our Board of Directors. Although
there can be no assurances, we anticipate paying dividends for the foreseeable future. In fourth
quarter of 2006, we announced a quarterly dividend increase, effective January 15, 2007, from
$0.515 per share to $0.53 per share.
All of our equity compensation plans that provide for the annual awarding of stock-based
compensation have been approved by shareholders. See Note 17 of the Notes to Consolidated
Financial Statements for additional detail.
See the following table for information as of December 31, 2006.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of securities |
|
|
|
|
|
Number of securities |
|
|
to be issued upon |
|
Weighted-average |
|
remaining available for |
|
|
exercise of |
|
exercise price of |
|
future issuance under equity |
|
|
outstanding options |
|
outstanding options |
|
compensation plans |
Plans approved by shareholders |
|
|
5,667,197 |
|
|
$ |
41.60 |
|
|
|
7,654,802 |
|
28
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 Exchange Act for the year ended December
31, 2006:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
Total Number of |
|
|
|
|
|
|
Maximum Dollar |
|
|
|
Number of |
|
|
Average |
|
|
Shares Purchased |
|
|
Average |
|
|
Value that May Yet |
|
|
|
Shares |
|
|
Price Paid |
|
|
as Part of Publicly |
|
|
Price Paid |
|
|
Be Purchased |
|
|
|
Purchased |
|
|
Per Share |
|
|
Announced Plans or |
|
|
Per Share |
|
|
Under the Plans or |
|
Period |
|
(1) |
|
|
(1) |
|
|
Programs (2) |
|
|
(2) |
|
|
Programs (2) |
|
01/01/06 01/31/06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
700,000,000 |
|
02/01/06 02/28/06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
03/01/06 03/31/06 |
|
|
199,555 |
|
|
|
42.70 |
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
04/01/06 04/30/06 |
|
|
37,525 |
|
|
|
40.65 |
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
05/01/06 05/31/06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
06/01/06 06/30/06 |
|
|
6,725 |
|
|
|
41.13 |
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
07/01/06 07/31/06 |
|
|
1,000 |
|
|
|
40.83 |
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
08/01/06 08/31/06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
09/01/06 09/30/06 |
|
|
1,500 |
|
|
|
40.71 |
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
10/01/06 10/31/06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
11/01/06 11/30/06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
700,000,000 |
|
12/01/06 12/31/06 |
|
|
36,250 |
|
|
|
49.10 |
|
|
|
1,000,000 |
|
|
|
48.47 |
|
|
|
651,506,040 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
282,555 |
|
|
|
43.19 |
|
|
|
1,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents shares of common stock purchased on the open market to provide shares to
participants under various
employee compensation and incentive programs. These purchases were not made pursuant to a
publicly announced plan or program. |
|
(2) |
|
In January 2005, the DTE Energy Board authorized the repurchase of up to $700 million in
common stock through 2008. The authorization provides Company management with flexibility to
pursue share repurchases from time to time, and will depend on future asset monetizations, cash
flows and other investment opportunities. |
29
Item 6. Selected Financial Data
The following selected financial data should be read in conjunction with the accompanying
Managements Discussion and Analysis and Notes to the Consolidated Financial Statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions, except per share amounts) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
Operating Revenues |
|
$ |
9,022 |
|
|
$ |
9,021 |
|
|
$ |
7,069 |
|
|
$ |
6,999 |
|
|
$ |
6,680 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from continuing operations |
|
$ |
437 |
|
|
$ |
577 |
|
|
$ |
464 |
|
|
$ |
475 |
|
|
$ |
598 |
|
Discontinued operations |
|
|
(5 |
) |
|
|
(37 |
) |
|
|
(33 |
) |
|
|
73 |
|
|
|
34 |
|
Cumulative effect of accounting changes |
|
|
1 |
|
|
|
(3 |
) |
|
|
|
|
|
|
(27 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
|
$ |
521 |
|
|
$ |
632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from continuing operations |
|
$ |
2.45 |
|
|
$ |
3.28 |
|
|
$ |
2.68 |
|
|
$ |
2.83 |
|
|
$ |
3.62 |
|
Discontinued operations |
|
|
(.03 |
) |
|
|
(.21 |
) |
|
|
(.19 |
) |
|
|
.42 |
|
|
|
.21 |
|
Cumulative effect of accounting changes |
|
|
.01 |
|
|
|
(.02 |
) |
|
|
|
|
|
|
(.16 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings Per Share |
|
$ |
2.43 |
|
|
$ |
3.05 |
|
|
$ |
2.49 |
|
|
$ |
3.09 |
|
|
$ |
3.83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Information |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per share of common stock |
|
$ |
2.075 |
|
|
$ |
2.06 |
|
|
$ |
2.06 |
|
|
$ |
2.06 |
|
|
$ |
2.06 |
|
Total assets |
|
$ |
23,785 |
|
|
$ |
23,335 |
|
|
$ |
21,297 |
|
|
$ |
20,753 |
|
|
$ |
19,985 |
|
Long-term debt, including capital leases |
|
$ |
7,474 |
|
|
$ |
7,080 |
|
|
$ |
7,606 |
|
|
$ |
7,669 |
|
|
$ |
7,803 |
|
Shareholders equity |
|
$ |
5,849 |
|
|
$ |
5,769 |
|
|
$ |
5,548 |
|
|
$ |
5,287 |
|
|
$ |
4,565 |
|
Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
OVERVIEW
DTE Energy is a diversified energy company with 2006 revenues in excess of $9 billion and
approximately $24 billion in assets. We are the parent company of Detroit Edison and MichCon,
regulated electric and gas utilities engaged primarily in the business of providing electricity and
natural gas sales, distribution and storage services throughout southeastern Michigan. We operate
five energy-related non-utility segments with operations throughout the United States.
The following table summarizes our financial results:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions, except Earnings per Share) |
|
2006 |
|
2005 |
|
2004 |
Income from Continuing Operations |
|
$ |
437 |
|
|
$ |
577 |
|
|
$ |
464 |
|
Earnings per Diluted share |
|
$ |
2.45 |
|
|
$ |
3.28 |
|
|
$ |
2.68 |
|
Net Income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
Earnings per Diluted Share |
|
$ |
2.43 |
|
|
$ |
3.05 |
|
|
$ |
2.49 |
|
The decrease in 2006 net income is primarily due to the temporary idling of synfuel plants
along with the associated impairments and reserves, and impairments within our Power and Industrial
Projects segment. This decrease was partially offset by higher earnings at our electric utility,
Detroit Edison, and Energy Trading segment mark-to-market losses in 2005 which did not recur in 2006.
30
The items discussed below influenced our current financial performance and may affect future
results:
|
|
Effects of weather and collectibility of accounts receivable on utility operations; |
|
|
Impact of regulatory decisions on our utility operations; |
|
|
Investments in our Unconventional Gas Production business; |
|
|
Results in our Energy Trading business; |
|
|
Synfuel-related earnings and the impact of temporarily idling synfuel facilities in 2006; and |
|
|
Cost reduction efforts and required capital investment. |
UTILITY OPERATIONS
Weather - Earnings from our utility operations are seasonal and very sensitive to weather.
Electric utility earnings are primarily dependent on hot summer weather, while the gas utilitys
results are primarily dependent on cold winter weather. During 2006, we experienced milder than
normal weather conditions.
Additionally, we occasionally experience various types of storms that damage our electric
distribution infrastructure resulting in power outages. Restoration and other costs associated with
storm-related power outages lowered pretax earnings by $46 million in 2006, $82 million in 2005 and
$48 million in 2004.
Receivables - Both utilities continue to experience high levels of past due receivables, especially
within our Gas Utility operations. The increase is attributable to economic conditions, higher
natural gas prices and a lack of adequate levels of assistance for low-income customers.
We have taken aggressive actions to reduce the level of past due receivables including, increased
customer disconnections, contracting with collection agencies and working with the State of
Michigan and others to increase the share of low-income funding allocated to our customers. In
2006, we sold previously written-off accounts of $43 million resulting in a gain and net proceeds
of $1.9 million. The gain was recorded as a recovery through bad debt expense, which is included
within Operation and maintenance expense.
As a result of these factors, our allowance for doubtful accounts expense for the two utilities
increased to $123 million in 2006 from $98 million in 2005 and from $105 million in 2004.
The April 2005 MPSC gas rate order provided for an uncollectible true-up mechanism for MichCon. We
filed the 2005 annual reconciliation, comparing our actual uncollectible expense to our designated
revenue recovery of approximately $37 million on an annual basis. The MPSC approved the 2005 annual
reconciliation on December 21, 2006 allowing MichCon to surcharge the $11 million excess beginning
in January 2007.
We expect to file the 2006 annual reconciliation with the MPSC no later than March 31, 2007
comparing our actual 2006 uncollectible expense to our designated revenue recovery of approximately
$37 million. Ninety percent of the difference for the year will be requested to be surcharged as
part of the annual reconciliation proceeding before the MPSC. We have accrued $33 million under
the 2006 uncollectible true-up mechanism.
Regulatory activity - In accordance with the MPSCs directive in Detroit Edisons
November 2004 rate order, in March 2005, Detroit Edison filed a joint application and testimony in
its 2004 PSCR Reconciliation Case and its 2004 Net Stranded Cost Recovery Case. In September 2006,
the MPSC issued an order recognizing $19 million of 2004 net stranded costs that required Detroit
Edison to write off $112 million of 2004 net stranded costs. The MPSC order resulted in a $39
million reduction in the 2004 PSCR over-collection by allowing Detroit Edison to retain the benefit
of third party wholesale sales
31
required to support the electric Customer Choice program and to offset the recognition of the $19
million of 2004 stranded costs. The MPSC order also resulted in reductions in accrued interest on
the 2004 and 2005 PSCR amounts of $15 million. The MPSC directed Detroit Edison to include the
remaining 2004 PSCR over-collection amount and related interest in the 2005 PSCR Reconciliation
which is in an under-collected position. The order resulted in a reduction of pre-tax income of
approximately $58 million.
The following graph depicts the total electric Customer Choice volumes for customers who have
purchased power from an alternative electric supplier:
Electric
Customer Choice Volumes in MWh
In March 2006, the MPSC issued an order directing Detroit
Edison to show cause by June 1, 2006 why
its retail electric rates should not be reduced in 2007. The MPSC issued an order approving the
settlement agreement in this proceeding on August 31, 2006. The order provided for an annualized
rate reduction of $53 million for 2006, effective September 5, 2006. Beginning January 1, 2007, and
continuing until the later of March 31, 2008 or 12 months from the filing date of Detroit Edisons
next main rate case, rates will be reduced by an additional $26 million, for a total reduction of
$79 million. Detroit Edison experienced a rate reduction of approximately $13 million in 2006 as a
result of this order. The revenue reduction is net of the recovery of the amortization of the costs
associated with the implementation of the Performance Excellence Process. The settlement agreement
provides for some level of realignment of the existing rate structure by allocating a larger
percentage share of the rate reduction to the commercial and industrial customer classes than to
the residential customer classes.
Coal
Supply Our generating fleet produces approximately 70% of its electricity from coal.
Increasing coal demand from domestic and international markets has resulted in significant price
increases. In addition, difficulty in recruiting workers, obtaining environmental permits and
finding economically recoverable amounts of new coal has resulted in decreasing coal output from
the central Appalachian region. Furthermore, as a result of environmental regulation and declining
eastern coal stocks, demand for cleaner burning western coal has increased. This increased demand
for western coal has also resulted in a corresponding demand for western rail shipping, straining
railroad capacity, resulting in longer lead times for western coal shipments.
Nuclear Fuel - We operate one nuclear facility that undergoes a periodic refueling outage
approximately every eighteen months. Uranium prices have been rising due to supply concerns. In
the future, there may be additional nuclear facilities constructed in the industry that may place
additional pressure on uranium supplies and prices. We have a contract with the U.S. Department of
Energy (DOE) for the future storage
and disposal of spent nuclear fuel from Fermi 2. We are obligated to pay the DOE a fee of 1 mill
per kWh of Fermi 2 electricity generated and sold. The fee is a component of nuclear fuel expense.
Delays
32
have occurred in the DOEs program for the acceptance and disposal of spent nuclear fuel at
a permanent repository. Until the DOE is able to fulfill its obligation under the contract, we are
responsible for the spent nuclear fuel storage. We are currently expanding the Fermi 2 spent fuel
pool capacity to meet our storage requirements through 2009. We are a party in the litigation
against the DOE for both past and future costs associated with the DOEs failure to accept spent
nuclear fuel under the timetable set forth in the Federal Nuclear Waste Policy Act of 1982.
NON-UTILITY OPERATIONS
We have made significant investments in non-utility asset-intensive businesses. We employ
disciplined investment criteria when assessing opportunities that leverage our assets, skill and
expertise. Specifically, we invest in targeted energy markets with attractive competitive dynamics
where meaningful scale is in alignment with our risk profile. A number of factors have impacted our
non-utility businesses including the effect of oil prices on the synthetic fuel business, losses
from certain power generation assets, losses from our waste coal recovery and landfill gas recovery
businesses, and earnings volatility in our energy trading business. As part of a strategic review
of our non-utility operations, we are considering various actions including the sale, restructuring
or recapitalization of various non-utility businesses which we expect may generate over $800
million in cash proceeds in 2007. We plan to continue to invest in focused areas that have the
strongest opportunities.
The primary source of recent investment capital has been cash flow from the synfuel business. We
have hedged a portion the risk of an oil price-related phase-out of production tax credits in the
synfuel business. We now anticipate approximately $900 million of synfuel-related cash impacts from
2007 through 2009, which consists of cash from operations and proceeds from option hedges, and
approximately $500 million of tax credit carryforward utilization and other tax benefits that are
expected to reduce future tax payments. Tax credit carryforward utilization in part could be
extended past 2009, if taxable income is reduced from current forecasts.
Coal and Gas Midstream
We are continuing to build our capacity to transport greater amounts of western coal and to expand
into coal terminals to allow for increased coal storage and blending. We are currently involved in
a contract dispute with BNSF Railway Company that has been referred to arbitration. Under this
contract, BNSF transports western coal east for Detroit Edison and the Coal Transportation and
Marketing business. We have filed a breach of contract claim against BNSF for the failure to
provide certain services that we believe are required by the contract. The arbitration hearing is
scheduled for mid-2007. While we believe we will prevail on the merits in this matter, a negative
decision with respect to the significant issues being heard in the arbitration could have an
adverse effect on our ability to grow the Coal Transportation and Marketing business as currently
contemplated.
Pipelines, Processing and Storage is continuing its steady growth plan of expansion of storage
capacity in Michigan and expanding and building new pipeline capacity to serve markets in the
Midwest and northeast United States.
Unconventional Gas Production
Current natural gas prices provide attractive opportunities for our Unconventional Gas Production
business segment. We are an experienced operator with more than 15 years of experience in the
Antrim shale in northern Michigan, and we continue to expand our operations in the Barnett shale
basin in north Texas, where recent leasehold acquisitions have increased our total leasehold
acreage to 89,808 acres (80,530 net of interest of others) after reduction by opportunistic sales
of 11,193 acres.
We are exploring the sale of a portion of our Unconventional Gas Production assets which will allow
us to monetize value from our more mature holdings, while retaining the ability to benefit from the
upside of our earlier stage holdings.
33
Antrim shale We intend to develop existing acreage using the latest vertical and horizontal
drilling and fracture stimulation techniques. Our long-term fixed-price obligations for production
of Antrim continue to expire in 2007. This will create opportunities to remarket Antrim production
at significantly higher current market rates.
|
|
|
|
|
|
|
|
|
|
|
|
|
Michigan Antrim Shale |
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
2004 |
Net Producing Wells |
|
|
1,700 |
|
|
|
1,630 |
|
|
|
1,523 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production Volume (Bcfe) |
|
|
22 |
|
|
|
22 |
|
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved Reserves (Bcfe) |
|
|
442 |
|
|
|
338 |
|
|
|
335 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Developed Acreage |
|
|
228,232 |
|
|
|
217,643 |
|
|
|
213,959 |
|
Net Undeveloped Acreage |
|
|
66,184 |
|
|
|
73,056 |
|
|
|
79,025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures (in Millions) |
|
$ |
49 |
|
|
$ |
37 |
|
|
$ |
22 |
|
Future Undiscounted Net Cash Flows (in Millions)(1) |
|
$ |
1,636 |
|
|
$ |
1,307 |
|
|
$ |
760 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average gas price with hedges (per Mcf) |
|
$ |
3.41 |
|
|
$ |
3.10 |
|
|
$ |
3.10 |
|
Average gas
price without hedges (per Mcf)(2) |
|
$ |
6.61 |
|
|
$ |
7.73 |
|
|
$ |
5.57 |
|
|
|
|
(1) |
|
Represents the standardized measure of discounted future net cash flows as calculated by
an independent engineering firm utilizing extensive estimates. The estimated future net cash flow
computations should not be considered to represent our estimate of the expected revenues or the
current value of existing proved reserves and do not include the impact of hedge contracts. |
|
(2) |
|
The gas produced in the Antrim shale is subject to hedges that began to expire in 2006. For
2007, we anticipate remarketing an additional 1.8 Bcf. |
Barnett shale - We anticipate significant opportunities in our existing Barnett shale acreage
and expect continued extension of producing areas within the Fort Worth Basin. We are currently in
the test and development phase for unproved and recently acquired Barnett shale acreage.
|
|
|
|
|
|
|
|
|
|
|
|
|
Texas Barnett Shale |
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
2004 |
Net Producing Wells |
|
|
110 |
|
|
|
55 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production Volume (Bcfe) |
|
|
4 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved Reserves (Bcfe) |
|
|
174 |
|
|
|
59 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Developed Acreage |
|
|
16,045 |
|
|
|
14,637 |
|
|
|
316 |
|
Net Undeveloped Acreage |
|
|
64,485 |
|
|
|
61,627 |
|
|
|
48,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures (in Millions) |
|
$ |
137 |
|
|
$ |
107 |
|
|
$ |
16 |
|
Future Undiscounted Net Cash Flows (in Millions) (1) |
|
$ |
472 |
|
|
$ |
127 |
|
|
$ |
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average gas price (per Mcf) |
|
$ |
5.66 |
|
|
$ |
9.01 |
|
|
$ |
5.70 |
|
|
|
|
(1) |
|
Represents the standardized measure of discounted future net cash flows as calculated by
an independent engineering firm utilizing extensive estimates. The estimated future net cash flow
computations should not be considered to represent our estimate of the expected revenues or the
current value of existing proved reserves and do not include the impact of hedge contracts. |
Current natural gas prices and successes within the Barnett shale are resulting in more
capital being invested into the region. The competition for opportunities and goods and services
may result in increased operating costs. However, our experience in the Antrim shale and our
experienced Barnett shale personnel provide an advantage in addressing potential cost increases. We
invested $186 million in
34
2006 and expect to invest a combined amount of approximately $150 million
to $170 million in our unconventional gas business in 2007.
As a component of our risk management strategy for our Barnett shale reserves, we hedged a portion
of our proved developed producing reserves to secure an attractive investment return. As of
December 31, 2006, we entered into a series of cash flow hedges for 4.7 Bcf of anticipated gas
production through 2010 at an average price of $8.08 per Mcf.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver utility-type services
to industrial, commercial and institutional customers, and biomass energy projects. We provide
utility-type services using project assets usually located on the customers premises in the steel,
automotive, pulp and paper, airport and other industries. These services include pulverized coal
and petroleum coke supply, power generation, steam production, chilled water production, wastewater
treatment and compressed air supply. We own and operate three gas-fired peaking electric generating
plants and a biomass-fired electric generating plant and operate one additional gas-fired power
plant under contract. Additionally, we own a gas-fired peaking electric generating plant that was
taken out of service in September 2006. We develop, own and operate landfill gas recovery systems
throughout the United States. We produce coke from two coke batteries. The production of coke from
our coke batteries generates production tax credits (assuming no phase-out).
We are exploring the combination of a sale of an equity interest in, and recapitalization of, some
of the assets of the Power and Industrial Projects business, including the sale or restructuring of
the power generation assets. In February 2007, we entered into an
agreement to sell our Georgetown peaking electric generating
facility. The sale is subject to receipt of regulatory approval and is
expected to close in the second half of 2007.
Energy Trading
Significant portions of the electric and gas marketing and trading portfolio are economically
hedged. The portfolio includes financial instruments and gas inventory, as well as contracted
natural gas pipelines and storage capacity positions. Most financial instruments are deemed
derivatives, whereas the gas inventory, pipelines and storage assets are not derivatives. As a
result, this segment may experience earnings volatility as derivatives are marked to market without
revaluing the underlying non-derivative contracts and assets. This results in gains and losses that
are recognized in different accounting periods. We may incur mark-to-market accounting gains or
losses in one period that will reverse in subsequent periods when transactions are settled.
During 2005, our earnings were negatively impacted by the economically favorable decision to delay
previously planned withdrawals from gas storage due to a decrease in the current price for natural
gas and an increase in the forward price for natural gas. In addition, we entered into forward
power contracts to economically hedge certain physical and capacity power contracts. The financial
impacts of these timing differences have begun to reverse and have favorably impacted results
during 2006. We are exploring strategic options for the energy trading business.
Synthetic Fuel
Synthetic Fuel Operations
Synfuel plants chemically change coal and waste coal into a synthetic fuel as determined under the
Internal Revenue Code. Production tax credits are provided for the production and sale of solid
synthetic fuel produced from coal and are available through December 31, 2007. The synthetic fuel
plants generate
operating losses which we expect to be offset by production tax credits. The value of a production
tax credit is adjusted annually by an inflation factor and published annually by the Internal
Revenue Service (IRS). The value is reduced if the Reference Price of a barrel of oil exceeds
certain thresholds.
35
We are the operator of nine synthetic fuel production facilities throughout the United States. On
May 12, 2006, we idled production at all nine of the synthetic fuel facilities. The decision to
idle synfuel production was driven by the level and volatility of oil prices at that time. During
the idle period, we took various steps to reduce our oil price exposure, including renegotiation of
a significant number of commercial agreements. Beginning September 5, 2006 through October 4,
2006, we resumed production at each of the nine synfuel facilities due to these amended commercial
agreements and declines in the level of oil prices.
Recognition of Synfuel Gains
To optimize income and cash flow from the synfuel operations, we sold interests
in all nine of the
facilities, representing 91% of the total production capacity as of December 31, 2006. Proceeds
from the sales are contingent upon production levels and the value of credits generated. Gains from
the sale of an interest in a synfuel project are recognized when there is persuasive evidence that
the sales proceeds have become fixed or determinable, the probability of refund is considered
remote and collectibility is assured. In substance, we receive synfuel gains and reduced operating
losses in exchange for tax credits associated with the projects sold.
The gain from the sale of synfuel facilities is generally comprised of fixed and variable
components. The fixed component represents note payments, is not subject
to refund, and is recognized as a gain when earned and collectibility is assured. The variable
component is based on an estimate of tax credits allocated to our partners and is subject to refund
based on the annual oil price phase-out. The variable component is recognized as a gain only when
the probability of refund is considered remote and collectibility is assured. Additionally, our partners reimburse us (through the project entity) for
the operating losses of the synfuel facilities, referred to as capital contributions. In the event
that the tax credit is phased out, we are contractually obligated to refund an amount equal to all
or a portion of the operating losses funded by our partners. To assess the probability and estimate
the amount of refund, we use valuation and analysis models that calculate the probability of the
Reference Price of oil for the year being within or exceeding the phase-out range. Due to changes
in the agreements with certain of our synfuel partners and the exercise of existing rights by other
synfuels partners, a higher percentage of the payments in 2006 were variable payments. As a result,
a larger portion of the 2006 synfuel payments are subject to refund as a result of the phase-out;
and therefore reduced the gain associated with the payments.
Crude Oil Prices
The Reference Price of a barrel of oil is an estimate by the IRS of the annual average wellhead
price per barrel for domestic crude oil. The value of the production tax credit in a given year is
reduced if the Reference Price of oil over the year exceeds a threshold price and is eliminated
entirely if that same Reference Price exceeds a phase-out price. During 2006, the annual average
wellhead price is projected to be approximately $6 lower than the New York Mercantile Exchange
(NYMEX) price for light, sweet crude oil. The actual or estimated Reference Price and beginning
and ending phase-out prices per barrel of oil for 2005 through 2007 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning Phase-Out |
|
Ending Phase-Out |
|
|
Reference Price |
|
Price |
|
Price |
2005 (actual) |
|
$ |
50.26 |
|
|
$ |
53.20 |
|
|
$ |
66.79 |
|
2006 (estimated) |
|
$ |
60 |
|
|
$ |
55 |
|
|
$ |
69 |
|
2007 (estimated) |
|
Not Available |
|
$ |
56 |
|
|
$ |
70 |
|
The NYMEX daily closing price of a barrel of oil for 2006 averaged approximately $66, which is
approximately equal to a Reference Price of $60 per barrel, which we estimate to be within the
phase-out range. The actual tax credit phase-out for 2006 will not be certain until the Reference
Price is published by the IRS in April 2007. There is a risk of at least a partial phase-out of the
production tax credits in 2007, which could adversely impact our results of operations, cash flow,
and financial condition.
36
Hedging of Synfuel Cash Flows
As discussed in Note 2 of the Notes to Consolidated Financial Statements, we have entered into
derivative and other contracts to economically hedge a portion of our synfuel cash flow exposure
to the risk of oil prices increasing. The derivative contracts are marked-to-market with changes in
fair value recorded as an adjustment to synfuel gains. To manage our exposure in 2007 to the risk
of an increase in oil prices that could substantially reduce or eliminate synfuel sales proceeds, we
entered into a series of derivative contracts covering a specified number of barrels of oil. The
derivative contracts involve purchased and written call options that provide for net cash
settlement at expiration based on the full years 2007 average NYMEX trading prices for light,
sweet crude oil in relation to the strike prices of each option. If the average NYMEX prices of oil
in 2007 are less than approximately $60 per barrel, the derivatives will yield no payment. If the
average NYMEX prices of oil exceed approximately $60 per barrel, the derivatives will yield a
payment equal to the excess of the average NYMEX price over these initial strike prices,
multiplied by the number of barrels covered, up to a maximum price of approximately $76 per
barrel. These contracts are based on various terms to take advantage of increases in oil prices.
We recorded pretax mark-to-market gains of $60 million during 2006 and $47 million in 2005,
and a $12 million loss in 2004. The fair value changes are recorded as adjustments to the gain
from selling interests in synfuel facilities and are included in the Asset gains and losses, reserves
and impairments, net line item in the Consolidated Statement of Operations. We paid
approximately $50 million for 2006 hedges, for which we received payments of approximately
$156 million upon settlement of these hedges in January 2007. Through December 31, 2006, we
paid approximately $103 million for 2007 hedges which will provide protection for a significant
portion of our cash flows related to the synfuel production during 2007. As part of our synfuel-
related risk management strategy, we continue to evaluate alternatives available to mitigate unhedged exposure to oil price volatility.
As our risk management position changes due to market
volatility, we may adjust our hedging strategy in response to changing conditions.
Risks and Exposures
Since there was the likelihood that the Reference Price for a barrel of oil would remain above
the threshold at which synfuel-related production tax credits began to phase-out, we deferred gain
recognition associated with variable and certain fixed note payments in 2006 until the end of the
year when the probability of refund was remote and collectibility was assured. We deferred all
variable gains for the first three quarters of 2006 and 2005. We recognized $43 million of
fixed gains and $14 million of variable gains in 2006, compared to fixed gains of $132 million and
variable gains of $187 million in 2005. All or a portion of the deferred gains will be recognized
when and if the gain recognition criteria is met. Additionally, we may establish reserves for
potential refunds of amounts related to partners capital contributions associated with operating
losses allocated to their account. As previously discussed, in the event of a tax credit phase-out,
we are contractually obligated to refund to our partners all or a portion of the operating losses
funded by our partners.
In 2006,
we recorded reserves and impairments of $157 million, consisting of a $79
million reserve for capital contributions related to operating losses
and an impairment of $78
million for synfuel-related fixed assets and inventory. The fixed asset impairment was partially
offset by $70 million included in the Minority Interest line on our Consolidated Statement of
Operations, representing our partners share of the asset write down.
Cash from synfuel activity is at risk of a phase-out of the production tax credits. We expect
approximately $900 million of synfuel-related cash impacts from 2007 through 2009, which consists
of cash from operations, asset sales, and proceeds from option hedges, and approximately $500 million of tax
credit carryforward utilization and other tax benefits that are expected to reduce future tax
payments. The expected cash flow of approximately $900 million is
economically hedged against the movement in oil prices. In addition, a goodwill write-off of up
to $4 million will likely be required in 2007 due to the production tax credit phase-out, the inability to
generate new production tax credits after 2007 and the resulting discontinuance of synfuel
production. We have fixed note receivables associated with the sales of interests in the synfuel
facilities. A partial or full phase-out of production tax credits could adversely affect the
collectibility of our receivables. The cash flow impact would likely reduce our ability to execute
our investment and growth strategy.
OPERATING SYSTEM AND PERFORMANCE EXCELLENCE PROCESS
We continuously review and adjust our cost structure and seek improvements in our processes.
Beginning in 2002, we adopted the DTE Energy Operating System, which is the application of tools
and operating practices that have resulted in operating efficiencies, inventory reductions and
improvements in
37
technology systems, among other enhancements. Some of these cost reductions may be
returned to our customers in the form of lower PSCR charges and the remaining amounts may impact
our profitability.
As an extension of this effort, in mid-2005, we initiated a company-wide review of our operations
called the Performance Excellence Process. The overarching goal has been and remains to become
more competitive by reducing costs, eliminating waste and optimizing business processes while
improving customer service. Many of our customers are under intense economic pressure and will
benefit from our efforts to keep down our costs and their rates. Additionally, we will need
significant resources in the future to invest in the infrastructure necessary to compete.
Specifically, we began a series of focused improvement initiatives within our Electric and Gas
Utilities, and our corporate support function.
The
process is rigorous and challenging and seeks to yield sustainable
performance to our customers
and shareholders. We have identified the Performance Excellence Process as critical to our
long-term growth strategy. Detroit Edisons CTA is estimated to total between $160 million and
$190 million. MichCons CTA is estimated to total between $55 million and $60 million.We estimate
savings of approximately $45 million in operation and
maintenance expenses and capital costs were realized in 2006. In 2006, we recorded CTA of
approximately $134 million. CTA in 2006 exceeded our savings, but we expect to realize sustained
net cost savings beginning in 2007.
In September 2006, the MPSC issued an order approving a settlement agreement that allows Detroit
Edison and MichCon, commencing in 2006, to defer the incremental CTA. Further, the order provides
for Detroit Edison and MichCon to amortize the CTA deferrals over a ten-year period beginning with
the year subsequent to the year the CTA was deferred. Detroit Edison deferred approximately $102
million of CTA in 2006 as a regulatory asset and will begin amortizing deferred 2006 costs in 2007
as the recovery of these costs was provided for by the MPSC in the order approving the settlement
in the show cause proceeding. MichCon cannot defer CTA costs at this time because a recovery
mechanism has not been established.
CAPITAL INVESTMENT
We anticipate significant capital investment across all of our business segments. Most of our
capital expenditures will be concentrated within our utility segments. Our electric utility
currently expects to invest approximately $4.3 billion, including increased environmental
requirements and reliability enhancement projects through 2011. Our gas utility currently expects
to invest approximately $1.0 billion on system expansion, pipeline safety and reliability
enhancement projects through the same period. We plan to seek regulatory approval to include these
capital expenditures within our regulatory rate base consistent with prior treatment.
In 2005,
we launched the first phase of our Enterprise Business Systems project, an enterprise resource planning
system initiative to improve existing processes and to implement new core information
systems. Through December 2006, we have spent approximately $330 million on this project
and we anticipate spending an additional $45 million to $70 million over the next year as the
remaining system elements are developed and implemented.
In the future, we may build a new base-load coal or nuclear electric generating plant. The last
base-load plant constructed within our electric utility service territory was approximately twenty
years ago.
OUTLOOK
The next few years will be a period of rapid change for DTE Energy and for the energy
industry. Our strong utility base, combined with our integrated non-utility operations, position
us well for long-term growth. Due to the enactment of the Energy Policy Act of 2005 and the repeal
of the Public Utility Holding
Company Act of 1935, there are fewer barriers to mergers and acquisitions of utility companies at
the federal level. However, the expected industry consolidation, resulting in the creation of large
regional utility providers, has been recently impacted by actions of regulators in certain states
affected by the proposed transactions.
38
Looking forward, we will focus on several areas that we expect will improve future performance:
|
|
|
continuing to pursue regulatory stability and investment recovery for our utilities; |
|
|
|
|
managing the growth of our utility asset base; |
|
|
|
|
enhancing our cost structure across all business segments; |
|
|
|
|
improving our Electric and Gas Utility customer satisfaction; and |
|
|
|
|
investing in businesses that integrate our assets and leverage our skills and expertise. |
Along with pursuing a leaner organization, we anticipate approximately $900 million of
synfuel-related cash impacts from 2007 through 2009, which consists of cash from operations and
proceeds from option hedges, and approximately $500 million of tax credit carryforward utilization
and other tax benefits that are expected to reduce future tax payments. The redeployment of this
cash represents a unique opportunity to increase shareholder value and strengthen our balance
sheet. We expect to use any such cash and the potential cash from monetization of certain of our
non-utility assets and operations to reduce debt and repurchase common stock, and to continue to
pursue growth investments that meet our strict risk-return and value creation criteria. Our
objectives for cash redeployment are to strengthen the balance sheet and coverage ratios to improve
our current credit rating and outlook, and to have any monetizations be accretive to earnings per
share.
RESULTS OF OPERATIONS
Net income
in 2006 was $433 million, or $2.43 per diluted share, compared to net income of
$537 million, or $3.05 per diluted share in 2005 and net income of $431 million, or $2.49 per
diluted share in 2004. Excluding discontinued operations and the cumulative effect
of accounting changes, our income from continuing operations in 2006
was $437 million, or $2.45 per
diluted share, compared to income of $577 million, or $3.28 per diluted share in 2005 and income of
$464 million, or $2.68 per diluted share in 2004. The following sections provide a detailed
discussion of our segments operating performance and future outlook.
Segments realigned In the third quarter of 2006, we realigned the non-utility segment Power and
Industrial Projects business unit to separately present the Synthetic Fuel business. The impending
expiration of synfuel tax credits as of December 31, 2007, combined with the sustained volatility
of oil prices, increased management focus on synfuels, thereby requiring a separate business
segment. In the fourth quarter of 2006, we separated the Fuel Transportation and Marketing segment
into Coal and Gas Midstream, and Energy Trading corresponding to
additional management focus on the results of these non-utility
segments. Based on the following structure, we
set strategic goals, allocate resources and evaluate performance:
|
|
|
Electric Utility, consisting of Detroit Edison; |
|
|
|
|
Gas Utility, primarily consisting of MichCon; |
|
|
|
|
Non-utility Operations |
|
|
|
Coal and Gas Midstream, primarily consisting of coal transportation and marketing,
gas pipelines and storage; |
|
|
|
|
Unconventional Gas Production, primarily consisting of unconventional gas project
development and production; |
|
|
|
|
Power and Industrial Projects, primarily consisting of on-site energy services,
steel-related projects and power generation with services; |
|
|
|
|
Energy Trading, consisting of energy marketing and trading operations; and |
|
|
|
|
Synthetic Fuel, consisting of the operations of the nine synfuel plants.
|
39
|
|
|
Corporate & Other, primarily consisting of corporate staff functions and certain energy
technology investments. |
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions, except per share data) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Net Income by Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
325 |
|
|
$ |
277 |
|
|
$ |
150 |
|
Gas Utility |
|
|
50 |
|
|
|
37 |
|
|
|
20 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
50 |
|
|
|
45 |
|
|
|
33 |
|
Unconventional Gas Production |
|
|
9 |
|
|
|
4 |
|
|
|
6 |
|
Power and Industrial Projects |
|
|
(80 |
) |
|
|
4 |
|
|
|
(17 |
) |
Energy Trading |
|
|
96 |
|
|
|
(43 |
) |
|
|
85 |
|
Synthetic Fuel |
|
|
48 |
|
|
|
305 |
|
|
|
199 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
(61 |
) |
|
|
(52 |
) |
|
|
(12 |
) |
|
Income (Loss) from Continuing Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Utility |
|
|
375 |
|
|
|
314 |
|
|
|
170 |
|
Non-utility |
|
|
123 |
|
|
|
315 |
|
|
|
306 |
|
Corporate & Other |
|
|
(61 |
) |
|
|
(52 |
) |
|
|
(12 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
437 |
|
|
|
577 |
|
|
|
464 |
|
Discontinued Operations |
|
|
(5 |
) |
|
|
(37 |
) |
|
|
(33 |
) |
Cumulative Effect of Accounting Changes |
|
|
1 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings (Loss) Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
Total Utility |
|
$ |
2.10 |
|
|
$ |
1.78 |
|
|
$ |
.98 |
|
Non-utility Operations |
|
|
.69 |
|
|
|
1.79 |
|
|
|
1.77 |
|
Corporate & Other |
|
|
(.34 |
) |
|
|
(.29 |
) |
|
|
(.07 |
) |
|
|
|
|
|
|
|
|
|
|
Income from Continuing Operations |
|
|
2.45 |
|
|
|
3.28 |
|
|
|
2.68 |
|
Discontinued Operations |
|
|
(.03 |
) |
|
|
(.21 |
) |
|
|
(.19 |
) |
Cumulative Effect of Accounting Changes |
|
|
.01 |
|
|
|
(.02 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
2.43 |
|
|
$ |
3.05 |
|
|
$ |
2.49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The earnings per share of any segment does not represent a direct legal interest in the
assets and liabilities allocated to
any one segment but rather represents a direct equity interest in DTE Energys assets and
liabilities as a whole. |
ELECTRIC UTILITY
Our Electric Utility segment consists of Detroit Edison, which is engaged in the generation,
purchase, distribution and sale of electric energy to approximately 2.2 million customers in
southeastern Michigan.
Factors
impacting income: Our net income increased $48 million and
$127 million in 2006 and 2005, respectively. These results primarily reflect higher gross
margins, partially offset by increased depreciation and amortization expenses. Additionally, 2005 results were
affected by higher rates due to the November 2004 MPSC final rate order, return of customers from
the electric Customer Choice program, warmer weather and lower operations and maintenance expenses,
partially offset by a portion of higher fuel and purchased power costs, which were unrecoverable as
a result of residential rate caps (which expired January 1, 2006), and increased depreciation and
amortization expenses.
40
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
4,737 |
|
|
$ |
4,462 |
|
|
$ |
3,568 |
|
Fuel and Purchased Power |
|
|
1,566 |
|
|
|
1,590 |
|
|
|
885 |
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
3,171 |
|
|
|
2,872 |
|
|
|
2,683 |
|
Operation and Maintenance |
|
|
1,336 |
|
|
|
1,308 |
|
|
|
1,395 |
|
Depreciation and Amortization |
|
|
809 |
|
|
|
640 |
|
|
|
523 |
|
Taxes Other Than Income |
|
|
252 |
|
|
|
241 |
|
|
|
249 |
|
Asset (Gains) and Losses, Net |
|
|
(6 |
) |
|
|
(26 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
780 |
|
|
|
709 |
|
|
|
517 |
|
Other (Income) and Deductions |
|
|
294 |
|
|
|
283 |
|
|
|
303 |
|
Income Tax Provision |
|
|
161 |
|
|
|
149 |
|
|
|
64 |
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
325 |
|
|
$ |
277 |
|
|
$ |
150 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percent of Operating Revenues |
|
|
16 |
% |
|
|
16 |
% |
|
|
14 |
% |
Gross margin increased $299 million during 2006 and $189 million in 2005. The 2006 improvement
was primarily due to increased rates due to the expiration of the residential rate cap on January
1, 2006 and returning sales from electric Customer Choice, partially offset by milder weather. The
increase in 2005 was due to higher demand resulting from warmer weather and increased rates due to
the November 2004 MPSC final rate order, partially offset by unrecovered power supply costs as a
result of residential rate caps (which expired January 1, 2006) and a poor Michigan economy. Gross
margin was favorably impacted by decreased electric Customer Choice penetration, whereby we lost 6%
of retail sales to electric Customer Choice customers in 2006 and 12% of such sales during 2005 as
retail customers migrated back to us as their electric generation provider rather than remaining
with alternative suppliers. Pursuant to the MPSC final rate order, transmission expense, previously
recorded in operation and maintenance expenses in 2004, is now reflected in purchased power
expenses. The PSCR mechanism provides related revenues for the transmission expense.
The following table displays changes in various gross margin components relative to the comparable
prior period:
|
|
|
|
|
|
|
|
|
Increase (Decrease) in Gross Margin Components Compared to Prior Year |
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
Weather-related margin impacts |
|
$ |
(81 |
) |
|
$ |
166 |
|
Removal of residential rate caps effective January 1, 2006 |
|
|
186 |
|
|
|
|
|
Return of customers from electric Customer Choice |
|
|
156 |
|
|
|
79 |
|
Service territory economic performance |
|
|
(16 |
) |
|
|
(23 |
) |
Impact of MPSC 2004 rate orders |
|
|
26 |
|
|
|
116 |
|
Unrecovered power supply costs residential customers |
|
|
|
|
|
|
(73 |
) |
Transmission charges |
|
|
|
|
|
|
(93 |
) |
Other, net |
|
|
28 |
|
|
|
17 |
|
|
|
|
|
|
|
|
Increase in gross margin performance |
|
$ |
299 |
|
|
$ |
189 |
|
|
|
|
|
|
|
|
41
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Power Generated and Purchased |
|
|
|
|
|
|
(in Thousands of MWh) |
|
2006 |
|
2005 |
|
2004 |
Power Plant Generation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fossil |
|
|
39,686 |
|
|
|
70 |
% |
|
|
40,756 |
|
|
|
73 |
% |
|
|
39,432 |
|
|
|
75 |
% |
Nuclear |
|
|
7,477 |
|
|
|
13 |
|
|
|
8,754 |
|
|
|
16 |
|
|
|
8,440 |
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
47,163 |
|
|
|
83 |
|
|
|
49,510 |
|
|
|
89 |
|
|
|
47,872 |
|
|
|
91 |
|
Purchased Power |
|
|
9,861 |
|
|
|
17 |
|
|
|
6,378 |
|
|
|
11 |
|
|
|
4,650 |
|
|
|
9 |
|
|
|
|
|
|
|
|
System Output |
|
|
57,024 |
|
|
|
100 |
% |
|
|
55,888 |
|
|
|
100 |
% |
|
|
52,522 |
|
|
|
100 |
% |
Less Line Loss and Internal Use |
|
|
(3,603 |
) |
|
|
|
|
|
|
(3,205 |
) |
|
|
|
|
|
|
(3,574 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net System Output |
|
|
53,421 |
|
|
|
|
|
|
|
52,683 |
|
|
|
|
|
|
|
48,948 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Unit Cost ($/MWh) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Generation (1) |
|
$ |
15.61 |
|
|
|
|
|
|
$ |
15.47 |
|
|
|
|
|
|
$ |
12.98 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased Power (2) |
|
$ |
53.71 |
|
|
|
|
|
|
$ |
89.37 |
|
|
|
|
|
|
$ |
37.06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Overall Average Unit Cost |
|
$ |
22.20 |
|
|
|
|
|
|
$ |
23.90 |
|
|
|
|
|
|
$ |
15.11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents fuel costs associated with power plants. |
|
(2) |
|
The change in purchased power costs were driven primarily by seasonal demand and coal
and gas prices. |
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Thousands of MWh) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Electric Sales |
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
15,769 |
|
|
|
16,812 |
|
|
|
15,081 |
|
Commercial |
|
|
17,948 |
|
|
|
15,618 |
|
|
|
13,425 |
|
Industrial |
|
|
13,235 |
|
|
|
12,317 |
|
|
|
11,472 |
|
Wholesale |
|
|
2,826 |
|
|
|
2,329 |
|
|
|
2,197 |
|
Other |
|
|
402 |
|
|
|
390 |
|
|
|
401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,180 |
|
|
|
47,466 |
|
|
|
42,576 |
|
Interconnection sales (1) |
|
|
3,241 |
|
|
|
5,217 |
|
|
|
6,372 |
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales |
|
|
53,421 |
|
|
|
52,683 |
|
|
|
48,948 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Deliveries |
|
|
|
|
|
|
|
|
|
|
|
|
Retail and Wholesale |
|
|
50,180 |
|
|
|
47,466 |
|
|
|
42,576 |
|
Electric Customer Choice |
|
|
2,694 |
|
|
|
6,760 |
|
|
|
9,245 |
|
Electric Customer ChoiceSelf
Generators (2) |
|
|
909 |
|
|
|
518 |
|
|
|
595 |
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales and Deliveries |
|
|
53,783 |
|
|
|
54,744 |
|
|
|
52,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents power that is not distributed by Detroit Edison. |
|
(2) |
|
Represents deliveries for self generators who have purchased power from alternative energy
suppliers to supplement their power requirements. |
Operation and maintenance expense increased $28 million in 2006 and decreased
$87 million in
2005. The 2006 increase was primarily due to increased distribution system maintenance of $35
million and increased plant outages of $33 million which was partially offset by $36 million of
lower storm expenses. Pursuant to MPSC authorization, Detroit Edison deferred approximately $102 million of CTA in
2006. The comparability of 2005 to 2004 is affected by the November 2004 MPSC
final rate order which required transmission and MISO expenses to be included in purchased power
expense with related revenues to be recorded through the PSCR mechanism. Additionally, the DTE
Energy parent company no
longer allocated merger-related interest as a result of the November 2004 MPSC final rate order,
which was partially offset by higher 2005 storm expenses.
Depreciation and amortization expense increased $169 million and $117 million in 2006 and 2005,
respectively. The 2006 increase was due to a $112 million net stranded cost write-off related to
the September 2006 MPSC order regarding stranded costs and a $19 million increase in our asset
retirement obligation at our Fermi 1 nuclear facility. We also had increased amortization of
regulatory assets of $19 million related to electric Customer Choice and $8 million related to our
securitized assets. The 2005 increase reflects the income effect of recording regulatory assets in
2004, which lowered depreciation and
42
amortization expenses. The regulatory asset deferrals totaled
$46 million in 2005 and $107 million in 2004. Additionally, higher 2005 sales volumes compared to
2004 resulted in greater amortization of regulatory assets.
Asset (gains) and losses, net decreased $20 million in 2006 and increased $25 million in 2005
primarily as a result of our 2005 sale of land near our headquarters in Detroit, Michigan.
Other income and deductions expense increased $11 million in 2006 and decreased $20 million in
2005. The 2006 increase is attributable to higher interest expense due to increased long-term
debt. The 2005 decrease is due primarily to lower interest expense as a result of lower interest
rates and a favorable adjustment related to tax audit settlements.
Outlook We continue to improve the operating performance of Detroit Edison. During the past
year, we have resolved a portion of our regulatory issues and continue to pursue additional
regulatory and/or legislative solutions for structural problems within the Michigan market
structure, primarily electric Customer Choice and the need to adjust rates for each customer class
to reflect the full cost of service.
Concurrently, we will move forward in our efforts to continue to improve performance. Looking
forward, additional issues, such as rising prices for coal, health care and higher levels of
capital spending, will result in us taking meaningful action to address our costs while continuing
to provide quality customer service. We will utilize the DTE Energy Operating System and the
Performance Excellence Process to seek opportunities to improve productivity, remove waste and
decrease our costs while improving customer satisfaction.
Long term, we will be required to invest an estimated $2.4 billion on emission controls through
2018. Should we be able to recover these costs in future rate cases, we may experience a growth in
earnings.
Additionally, our service territory may require additional generation capacity. A new base-load
generating plant has not been built within the State of Michigan in the last 20 years. Should our
regulatory environment be conducive to such a significant capital expenditure, we may build or
expand a new base- load coal or nuclear facility. While we have not decided on construction of a
new base-load nuclear facility, in February 2007, we announced that we will prepare a license
application for construction and operation of a new nuclear power plant on the site of Fermi 2. By
completing the license application before the end of 2008, we may qualify for financial incentives
under the federal Energy Policy Act of 2005. We are also studying the possible transfer of a
gas-fired peaking electric generating plant from our non-utility operations to our electric utility
to support future power generation requirements.
The following variables, either in combination or acting alone, could impact our future results:
|
|
|
amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals, or new legislation; |
|
|
|
|
our ability to reduce costs and maximize plant performance; |
|
|
|
|
variations in market prices of power, coal and gas; |
|
|
|
|
economic conditions within the State of Michigan; |
|
|
|
|
weather, including the severity and frequency of storms; and |
|
|
|
|
levels of customer participation in the electric Customer Choice program. |
We expect cash flows and operating performance will continue to be at risk due to the electric
Customer Choice program until the issues associated with this program are adequately addressed. We
will accrue as regulatory assets any future unrecovered generation-related fixed costs (stranded
costs) due to electric Customer Choice that we believe are recoverable under Michigan legislation
and MPSC orders. We cannot predict the outcome of these matters. See
Note 6 of the Notes to Consolidated Financial Statements.
In January 2007, the MPSC submitted the State of Michigans 21st Century Energy Plan to
the Governor of Michigan. The plan recommends that Michigans future energy needs be met through a
combination of
43
renewable resources and cleanest generating technology, with significant energy
savings achieved by increased energy efficiency. The plan also recommends:
|
|
|
a requirement that all retail electric suppliers obtain at least 10 percent of their
energy supplies from renewable resources by 2015; |
|
|
|
|
an opportunity for utility-built generation, contingent upon the granting of a
certificate of need and competitive bidding of engineering, procurement and
construction services; |
|
|
|
|
investigating the cost of a requirement to bury certain power lines; and |
|
|
|
|
creation of a Michigan Energy Efficiency Program, administered by a third party
under the direction of the MPSC with initial funding estimated at $68 million. |
We continue to review the energy plan and are unable to predict the impact on the Company of the
implementation of the plan.
GAS UTILITY
Our Gas Utility segment consists of MichCon and Citizens Fuel Gas Company (Citizens), natural
gas utilities subject to regulation by the MPSC. MichCon is engaged in the purchase, storage,
transmission, distribution and sale of natural gas to approximately 1.3 million residential,
commercial and industrial customers in the State of Michigan. MichCon also has subsidiaries
involved in the gathering and transmission of natural gas in northern Michigan. MichCon operates
one of the largest natural gas distribution and transmission systems in the United States. Citizens
distributes natural gas in Adrian, Michigan to approximately 17,000
customers.
Factors impacting income: Gas Utilitys net income increased $13 million in 2006 and increased $17
million in 2005. The variances were primarily attributable to increased rates and the impacts in
2005 of the MPSCs April 2005 gas cost recovery and gas rate orders and the effect of milder
weather in 2006.
The 2005 MPSC gas rate order disallowed recovery of 90% of the costs of a computer billing system
that was in place prior to DTE Energys acquisition of MCN Energy in 2001. MichCon impaired this
asset by approximately $42 million in the first quarter of 2005. This disallowance was not
reflected at the DTE Energy level since this impairment was previously reserved at the time of the
MCN acquisition in 2001.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
1,849 |
|
|
$ |
2,138 |
|
|
$ |
1,682 |
|
Cost of Gas |
|
|
1,157 |
|
|
|
1,490 |
|
|
|
1,071 |
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
692 |
|
|
|
648 |
|
|
|
611 |
|
Operation and Maintenance |
|
|
431 |
|
|
|
424 |
|
|
|
403 |
|
Depreciation and Amortization |
|
|
94 |
|
|
|
95 |
|
|
|
103 |
|
Taxes Other Than Income |
|
|
53 |
|
|
|
43 |
|
|
|
49 |
|
Asset (Gains) and Losses, Net |
|
|
|
|
|
|
4 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
114 |
|
|
|
82 |
|
|
|
59 |
|
Other (Income) and Deductions |
|
|
53 |
|
|
|
47 |
|
|
|
48 |
|
Income Tax Provision (Benefit) |
|
|
11 |
|
|
|
(2 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
50 |
|
|
$ |
37 |
|
|
$ |
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percent of Operating Revenues |
|
|
6 |
% |
|
|
4 |
% |
|
|
4 |
% |
Gross margin increased $44 million and $37 million in 2006 and 2005, respectively. Gross
margins were favorably affected by higher base rate revenues of $15 million and $42 million in 2006
and 2005, respectively. Revenue associated with the uncollectible expense tracking mechanism
authorized by the MPSC in the April 2005 gas rate order, increased $22 million and $11 million in
2006 and 2005, respectively. Additionally, 2006 was impacted by a $17 million favorable impact in
lost gas recognized and an increase of $24 million in midstream services including storage and
transportation. Partially offsetting these increases were declines of $31 million due to warmer
than normal weather and $26 million as a result of customer conservation and lower volumes. The
comparability of 2006 to 2005 is also affected
44
by an adjustment we recorded in the first quarter of
2005 related to an April 2005 MPSC order in our 2002 GCR reconciliation case that disallowed $26
million representing unbilled revenues at December 2001.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Gas Markets (in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
$ |
1,541 |
|
|
$ |
1,860 |
|
|
$ |
1,435 |
|
End user transportation |
|
|
135 |
|
|
|
134 |
|
|
|
119 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,676 |
|
|
|
1,994 |
|
|
|
1,554 |
|
Intermediate transportation |
|
|
69 |
|
|
|
58 |
|
|
|
56 |
|
Other |
|
|
104 |
|
|
|
86 |
|
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,849 |
|
|
$ |
2,138 |
|
|
$ |
1,682 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Markets (in Bcf) |
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
|
138 |
|
|
|
168 |
|
|
|
173 |
|
End user transportation |
|
|
136 |
|
|
|
157 |
|
|
|
145 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
274 |
|
|
|
325 |
|
|
|
318 |
|
Intermediate transportation |
|
|
373 |
|
|
|
432 |
|
|
|
536 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
647 |
|
|
|
757 |
|
|
|
854 |
|
|
|
|
|
|
|
|
|
|
|
The 2005 final rate order provided revenue for an uncollectible expense true-up mechanism
(UETM) to mitigate the effect of increasing uncollectible expense. The revenue recorded related to
the UETM was $33 million for 2006 and $11 million for 2005.
Uncollectible Accounts Expense
45
Operation and maintenance expense increased $7 million and $21 million in 2006 and 2005,
respectively. The 2006 increase is due to a $14 million increase in uncollectible accounts
receivable expense, reflecting higher past due amounts attributable to an increase in gas prices,
continued weak economic conditions, and inadequate government-sponsored assistance for low-income
customers. In 2006, we recorded $24 million in implementation costs associated with our Performance
Excellence Process and we recognized $9 million of lower
injuries and damages expenses and lower labor and
employee incentives. The comparability of 2006 to 2005 and the comparability of 2005 to 2004 was
affected by an adjustment we recorded in the second quarter of 2005 for the disallowance of $11 million
in environmental costs due to the April 2005 final gas rate order and the requirement to defer
negative pension expense as a regulatory liability. Additionally, the comparability was impacted by
the DTE Energy parent company no longer allocating $9 million of merger-related interest to MichCon
effective in April 2005.
Asset (gains) and losses, net increased $4 million and decreased $7 million in 2006 and 2005,
respectively. The 2006 change was due to a $3 million gain on the sale of investment rights related
to storage field construction which was offset by a $3 million loss due to a reduction to MichCons
2004 GCR underrecovery related to the accounting treatment of the injected base gas remaining in
the New Haven storage field when it was sold in early 2004. The $7 million decline in 2005 was
primarily the result of a write-off of certain computer equipment and related depreciation
resulting from the April 2005 final rate order.
Income tax provision increased by $13 million in 2006 and income tax benefit decreased $7 million
in 2005 primarily due to variations in pre-tax earnings.
Outlook Operating results are expected to vary due to regulatory proceedings, weather,
changes in economic conditions, customer conservation and process improvements. Higher gas prices
and economic conditions have resulted in continued pressure on receivables and working capital
requirements that are partially mitigated by the GCR mechanism. In the April 2005 final gas rate
order, the MPSC adopted MichCons proposed tracking mechanism for uncollectible accounts
receivable. Each year, MichCon will file an application comparing its actual uncollectible expense
for the prior calendar year to its designated revenue recovery of approximately $37 million. Ninety
percent of the difference will be refunded or surcharged after an annual reconciliation proceeding
before the MPSC.
We will utilize the DTE Energy Operating System and the Performance Excellence Process to seek
opportunities to improve productivity, remove waste and decrease our costs while improving customer
satisfaction.
NON-UTILITY OPERATIONS
Coal and Gas Midstream
Coal and Gas Midstream consists of Coal Transportation and Marketing and the Pipelines, Processing
and Storage businesses.
Coal Transportation and Marketing provides fuel, transportation and rail equipment management
services. We specialize in minimizing fuel costs and maximizing reliability of supply for
energy-intensive customers. Additionally, we participate in coal marketing and coal-to-power
tolling transactions, as well as the purchase and sale of emissions credits. We perform coal mine
methane extraction, in which we recover methane gas from mine voids for processing and delivery to
natural gas pipelines, industrial users, or for small power generation projects.
Pipelines, Processing and Storage owns a partnership interest in an interstate transmission
pipeline, six carbon dioxide processing facilities and two natural gas storage fields. The
pipeline and storage assets are primarily supported by stable, long-term fixed price revenue
contracts. The assets of these businesses are well integrated with other DTE Energy operations.
Pursuant to an operating agreement, MichCon provides
46
physical operations, maintenance and technical support for the Washington 28 and Washington 10
storage facilities.
Factors impacting income: Net income increased $5 million and $12 million in 2006 and 2005,
respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
707 |
|
|
$ |
707 |
|
|
$ |
589 |
|
Operation and Maintenance
|
|
|
628 |
|
|
|
653 |
|
|
|
542 |
|
Depreciation and
Amortization |
|
|
4 |
|
|
|
3 |
|
|
|
3 |
|
Taxes Other Than Income |
|
|
5 |
|
|
|
4 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
70 |
|
|
|
47 |
|
|
|
40 |
|
Other (Income) and Deductions |
|
|
(8 |
) |
|
|
(20 |
) |
|
|
(12 |
) |
Income Tax Provision |
|
|
28 |
|
|
|
22 |
|
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
50 |
|
|
$ |
45 |
|
|
$ |
33 |
|
|
|
|
|
|
|
|
|
|
|
Operating revenues remained the same in 2006 and increased
$118 million in 2005. In 2006
our Coal Transportation and Marketing business experienced lower
synfuel related volumes which were
offset by an increase in storage revenues in the Pipelines,
Processing and Storage business. During 2005, our Coal Transportation and Marketing
business experienced higher throughput volumes and increased prices for coal.
Operation and maintenance expense decreased $25 million in 2006 and increased $111 million in 2005.
The 2006 decrease was due to lower synfuel related volumes and decreased expenses at our Coal
Transportation and Marketing business due to decreased marketing volume. During 2005, our Coal
Transportation and Marketing business experienced higher throughput volumes and increased prices
for coal.
Other (income) and deductions decreased $12 million in 2006 and increased $8 million in 2005. The
2006 decrease is primarily attributed to higher interest expense as a result of our storage
expansion construction.
Income tax provision increased $6 million for 2006 and increased $3 million in 2005 reflecting
variations in pre-tax income.
Outlook We expect to continue to grow our Coal Transportation and Marketing business in a manner
consistent with, and complementary to, the growth of our other business segments. However, a
portion of our Coal Transportation and Marketing revenues and net income are dependent upon our
Synfuel operations and were adversely impacted by the temporary idling of the synfuel
facilities in 2006. Coal Transportation and Marketing is involved in a contract dispute with BNSF
Railway Company that has been referred to arbitration. See Note 15 of
the Notes to Consolidated Financial Statements.
Our Pipeline, Processing and Storage business will continue its steady growth plan. In April 2006, Pipelines, Processing and Storage placed into service over 14 Bcf of
storage capacity at an existing Michigan storage field and plans to file a MPSC application early
in 2007 for a new gas storage reservoir which will increase its overall working gas storage
capacity by 8.0 Bcf to a total of 74 Bcf. In December 2006, Washington 28 filed an application
with the MPSC requesting an increase in its working gas storage capacity to 16.0 Bcf. Vector
Pipeline has secured long-term market commitments to support an expansion project, for
approximately 200 MMcf per day, with a projected in-service date of November 2007. Vector Pipeline
received FERC approval for this expansion in October 2006. Pipeline, Processing and Storage has a
26.25% ownership interest in Millennium Pipeline which received FERC approval for construction and
operation in December 2006. Millennium Pipeline is scheduled to be in service in late 2008. In
October 2006, we purchased the lessor interest in the 66 Bcf Washington 10 gas storage field. Prior
to the purchase, we leased the storage rights and lease obligations
47
were recorded as operating leases. We plan to
expand existing assets and develop new assets which are typically supported with long-term customer
commitments.
Unconventional Gas Production
Unconventional Gas Production is primarily engaged in natural gas exploration, development and
production. Our Unconventional Gas Production business produces gas from the Antrim and Barnett
shales and sells most of the gas to the Energy Trading segment.
Factors impacting income: Net income increased $5 million in 2006 and decreased $2 million in 2005.
The 2006 results were primarily impacted by an increase in Barnett shale production and an increase
in net gas prices for Antrim shale. Partially offsetting these revenue increases were higher
operating and depletion expenses associated with increased production and the operation of new
wells. The decline in 2005 was due to higher operating and Michigan severance tax expenses.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
99 |
|
|
$ |
74 |
|
|
$ |
71 |
|
Operation and Maintenance |
|
|
37 |
|
|
|
30 |
|
|
|
27 |
|
Depreciation, Depletion and
Amortization |
|
|
27 |
|
|
|
20 |
|
|
|
18 |
|
Taxes Other Than Income |
|
|
11 |
|
|
|
11 |
|
|
|
7 |
|
Asset (Gains) and Losses, Net |
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
27 |
|
|
|
13 |
|
|
|
19 |
|
Other (Income) and Deductions |
|
|
13 |
|
|
|
8 |
|
|
|
10 |
|
Income Tax Provision |
|
|
5 |
|
|
|
1 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
9 |
|
|
$ |
4 |
|
|
$ |
6 |
|
|
|
|
|
|
|
|
|
|
|
Operating revenues increased $25 million in 2006 due to increased Barnett shale production and
increased $3 million in 2005 due primarily to higher gas prices.
Operation and maintenance expense increased $7 million in 2006 and $3 million in 2005. Increases
are associated with the addition of approximately 285 net producing wells during the three-year period.
Depreciation,
depletion and amortization increased $7 million in 2006 and $2 million in 2005. The
year-to-year increases were associated with higher gas production and higher finding costs
associated with Barnett shale wells.
Taxes other than income were the same in 2006 due to severance taxes that were impacted by lower
gas prices, which was offset by higher gas production, and increased $4 million in 2005 due to
higher severance taxes associated with gas price increases on
relatively flat Antrim gas volumes.
Assets (gains) and losses, net increased $3 million in 2006 primarily due to the sale of a working
interest in unproved property.
Other (income) and deductions increased $5 million in 2006 and decreased $2 million in 2005.
Interest expense was the primary contributor to the variances. The 2006 increase in interest
expense was attributed to higher average affiliate notes payable balances.
Outlook We expect to continue to develop our proved areas and test unproved areas in Michigan
and Texas. Evaluation of Barnett shale test wells in up to three new areas is ongoing. During
2007, we expect Barnett Shale production of 8.7 Bcfe of natural gas compared with
approximately 4.1 Bcfe in 2006 and Antrim Shale production roughly equivalent to the 21.5 Bcfe
produced in 2006. We expect to invest a combined amount of approximately $150 million to $170
million in our Unconventional Gas Production business in 2007. We are exploring the sale of a
portion of our Unconventional Gas Production assets
48
which will allow us to monetize value from our more mature holdings, while retaining the
ability to benefit from the upside of our earlier stage holdings.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver utility-type services
to industrial, commercial and institutional customers, and biomass energy projects. We provide
utility-type services using project assets usually located on the customers premises in the steel,
automotive, pulp and paper, airport and other industries. These services include pulverized coal
and petroleum coke supply, power generation, steam production, chilled water production, wastewater
treatment and compressed air supply. We own and operate three gas-fired peaking electric generating
plants and a biomass-fired electric generating plant and operate one additional gas-fired power
plant under contract. Additionally, we own a gas-fired peaking electric generating plant that was
taken out of service in September 2006. We develop, own and operate landfill gas recovery systems
throughout the United States. We produce metallurgical coke from two coke batteries. The production
of coke from our coke batteries generates production tax credits.
Factors
impacting income: Power and Industrial Projects reported a
net loss of $80 million in 2006
and net income of $4 million in 2005. The 2006 net loss is primarily due to impairments. The 2005
net income is attributed to the acquisitions of four on-site energy projects and coke operations in
2005.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
409 |
|
|
$ |
428 |
|
|
$ |
448 |
|
Operation and Maintenance |
|
|
366 |
|
|
|
329 |
|
|
|
384 |
|
Depreciation and Amortization |
|
|
48 |
|
|
|
48 |
|
|
|
53 |
|
Taxes other than Income |
|
|
12 |
|
|
|
14 |
|
|
|
8 |
|
Asset (Gains) and Losses, Reserves and Impairments, Net |
|
|
75 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(92 |
) |
|
|
38 |
|
|
|
3 |
|
Other (Income) and Deductions |
|
|
43 |
|
|
|
4 |
|
|
|
28 |
|
Minority Interest |
|
|
1 |
|
|
|
37 |
|
|
|
11 |
|
Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
Provision (Benefit) |
|
|
(44 |
) |
|
|
5 |
|
|
|
(10 |
) |
Production Tax Credits |
|
|
(12 |
) |
|
|
(12 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(56 |
) |
|
|
(7 |
) |
|
|
(19 |
) |
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
(80 |
) |
|
$ |
4 |
|
|
$ |
(17 |
) |
|
|
|
|
|
|
|
|
|
|
Operating revenues decreased $19 million in 2006 and $20 million in 2005. The 2006 decrease is
primarily due to lower coke prices and lower pulverized coal sales. The 2005 decrease reflects the
impact from the sale of our interest in a coke battery in 2005 offset by increases at another owned
coke battery due to increased output and increased prices. The 2006 and 2005 decreases were
partially offset by increased revenue from our on-site energy projects, reflecting the addition
of new facilities, completion of new long-term utility services contracts with a large automotive
company and a large manufacturer of paper products.
Operation and maintenance expense increased $37 million in 2006 and decreased $55 million in 2005,
reflecting the 2005 acquisitions of three on-site energy projects and coke operations. The 2005
decrease reflects the impact from the sale of an interest in a coke battery in 2005 resulting in a
decrease in expense offset by increases in costs at another owned coke battery reflecting increased
output.
Asset
(gains) and losses, reserves and impairments, net increased
$76 million in 2006. In
2006, we recorded a $42 million impairment for one of our 100% owned natural gas-fired generating
plants and a $14 million impairment at our landfill gas recovery
unit relating to the write-down of long-lived assets at
several landfill sites. Also, during 2006, we recorded a pre-tax impairment loss of $19 million for
the write down of fixed assets and patents at our waste coal recovery business.
49
Other income and deductions increased $39 million in 2006 primarily due to a $32 million
impairment of a 50% equity interest in a natural gas-fired generating plant.
Income
taxes declined $49 million in 2006 and increased $12 million in 2005, reflecting changes in
pre-tax income.
Outlook Power and Industrial Projects will continue leveraging its extensive energy-related
operating experience and project management capability to develop and grow the on-site energy
business. The coke battery and landfill gas recovery businesses generate production tax credits
that are subject to an oil price-related phase-out. Due to the relatively low level of production
tax credits generated by our coke battery and landfill gas recovery business, a partial or full
phase-out of production tax credits in these two businesses is not expected to have a material
adverse impact on our Consolidated Statements of Operations, Cash
Flow and Financial Position. We
are exploring the combination of a sale of an equity interest in, and recapitalization of, some of
the assets of the Power and Industrial Projects business, including the sale or restructuring of
the power generation assets. In February 2007, we entered into an agreement to sell our Georgetown peaking electric generating facility. The sale is subject to receipt of
regulatory approval and is expected to close in the second half of
2007.
Energy Trading
Energy Trading focuses on physical power and gas marketing, structured transactions,
enhancement of returns from DTE Energys power plants and the optimization of contracted
natural gas pipelines and storage capacity positions. Our customer base is predominantly
utilities, local distribution companies, large industrials, and other marketing and trading
companies. We enter into derivative financial instruments as part of our marketing and hedging
activities. Most of the derivative financial instruments are accounted for under
the mark-to-market method, which results in earnings recognition of unrealized gains and losses
from changes in the fair value of the derivatives. We utilize forwards, futures, swaps
and option contracts to mitigate risk associated with our marketing and trading activity as well as
for proprietary trading within defined risk guidelines. Energy Trading is integral in providing
commodity risk management services to the other unregulated businesses within DTE Energy.
Factors impacting income: Net income increased $139 million in 2006 and decreased $128 million in
2005. The 2006 increase is attributed to increased mark-to-market and realized power and gas
positions that resulted from significant 2005 mark-to-market losses on derivative contracts used to
economically hedge our gas in storage and forward power contracts. The 2005 decrease is attributed
to decreased mark-to-market and realized power and gas positions.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
830 |
|
|
$ |
977 |
|
|
$ |
665 |
|
Fuel, Purchased Power and Gas |
|
|
616 |
|
|
|
984 |
|
|
|
486 |
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
214 |
|
|
|
(7 |
) |
|
|
179 |
|
Operation and Maintenance
|
|
|
65 |
|
|
|
43 |
|
|
|
41 |
|
Depreciation and Amortization
|
|
|
6 |
|
|
|
4 |
|
|
|
3 |
|
Taxes Other Than Income |
|
|
1 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
142 |
|
|
|
(53 |
) |
|
|
135 |
|
Other (Income) and Deductions |
|
|
(3 |
) |
|
|
13 |
|
|
|
5 |
|
Income Tax Provision (Benefit) |
|
|
49 |
|
|
|
(23 |
) |
|
|
45 |
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
96 |
|
|
$ |
(43 |
) |
|
$ |
85 |
|
|
|
|
|
|
|
|
|
|
|
Gross margin increased $221 million in 2006 and decreased $186 million in 2005. The 2006
increase is attributed to a $168 million mark-to-market increase on power and gas positions and a
$57 million increase in realized power and gas positions. The 2006 results reflect the timing
differences from 2005 that largely reversed and favorably impacted earnings. The 2005 decrease is
due to a $121 million mark-to-market decrease on power and gas positions and a $66 million decrease
in realized power and gas positions. The 2005 results reflect the economically favorable decision
in early 2005 to delay previously
planned withdrawals from gas storage due to a decrease in the current price for natural gas and an
increase in the forward price for natural gas.
50
Operation and maintenance expense increased $22 million in 2006 and $2 million in 2005. The 2006
increases were due to higher incentive expenses of $14 million resulting from our strong economic
performance and higher corporate allocation charges of $10 million.
Other income and deductions decreased $16 million in 2006 and increased $8 million in 2005. The
2006 decrease is attributed to $6 million of lower intercompany interest expense and $8 million of
higher intercompany interest income resulting from favorable operating cash flows to fund
intercompany loans.
Income tax provision increased $72 million in 2006 and decreased $68 million in 2005 primarily due
to variations in pre-tax earnings.
Outlook - Significant portions of the Energy Trading portfolio are economically hedged. The
portfolio includes financial instruments and gas inventory, as well as capacity positions of
natural gas storage and pipelines and power transmission contracts. The financial instruments are
deemed derivatives, whereas the owned gas inventory, pipelines and storage assets are not
derivatives. As a result, we will experience earnings volatility as derivatives are marked to
market without revaluing the underlying non-derivative assets. The majority of such earnings
volatility is associated with the natural gas storage cycle, which does not coincide with the
calendar and fiscal year, but runs annually from April of one year to March of the next year. Our
strategy is to economically manage the price risk of storage with over-the-counter forwards and
futures. This results in gains and losses that are recognized in different interim and annual
accounting periods. We are exploring strategic options for the energy trading business.
See Fair Value of Contracts section that follows.
Synthetic Fuel
Synthetic Fuel is comprised of the nine synfuel plants that we operate and that produce synthetic
fuel. The production of synthetic fuel from the synfuel plants generates production tax credits.
Factors impacting income: Synthetic Fuel net income decreased $257 million in 2006 and increased
$106 million in 2005. The decline in 2006 was due to higher oil
prices resulting in reduced gains from selling interests in our
synfuel plants, lower levels of production tax credits and asset impairments and reserves. The increase in 2005 reflects higher gains recognized
from selling interests in our synfuel plants, gains on synfuel hedges, and increased levels of
production tax credits.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
863 |
|
|
$ |
927 |
|
|
$ |
650 |
|
Operation and Maintenance |
|
|
1,019 |
|
|
|
1,167 |
|
|
|
832 |
|
Depreciation and Amortization |
|
|
24 |
|
|
|
58 |
|
|
|
33 |
|
Taxes other than Income |
|
|
12 |
|
|
|
20 |
|
|
|
8 |
|
Asset (Gains) and Losses, Reserves and Impairments, Net |
|
|
40 |
|
|
|
(367 |
) |
|
|
(219 |
) |
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(232 |
) |
|
|
49 |
|
|
|
(4 |
) |
Other (Income) and Deductions |
|
|
(20 |
) |
|
|
(34 |
) |
|
|
(43 |
) |
Minority Interest |
|
|
(251 |
) |
|
|
(318 |
) |
|
|
(223 |
) |
Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
Provision (Benefit) |
|
|
14 |
|
|
|
139 |
|
|
|
92 |
|
Production Tax Credits |
|
|
(23 |
) |
|
|
(43 |
) |
|
|
(29 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(9 |
) |
|
|
96 |
|
|
|
63 |
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
48 |
|
|
$ |
305 |
|
|
$ |
199 |
|
|
|
|
|
|
|
|
|
|
|
Operating revenues decreased $64 million in 2006 and increased $277 million in 2005. Revenues
were lower in 2006 due to our decision to temporarily idle production at all nine of the synfuel
facilities. Revenues increased in 2005 primarily reflecting higher synfuel sales due to increased
production.
Operation and maintenance expense decreased $148 million in 2006 and increased $335 million in
2005. Operation and maintenance expense declined in 2006 due to our decision to temporarily idle
production at
51
all nine of the synfuel facilities for a portion of the year. Operating and
maintenance expense in 2005 increased reflecting costs associated with increased synthetic fuel
production.
Asset (gains) and losses, reserves and impairments, net
decreased $407 million in 2006 and
increased $148 million in 2005. In 2006 and 2005, we deferred gains from the sale of the synfuel
facilities, including in 2006, a portion of gains related to fixed payments. Due to the increase in
oil prices and the resulting decrease in production and sales volumes, we recorded an accrual for
contractual partners obligations of $79 million pre-tax in 2006 reflecting the possible refund of
amounts equal to our partners capital contributions or for operating losses that would normally be
paid by our partners. We recorded other synfuel-related reserves and impairments in 2006 of $78
million. To economically hedge our exposure to the risk of an increase in oil prices and the
resulting reduction in synfuel sales proceeds, we entered into derivative and other contracts. The
derivative contracts are marked-to-market with changes in their fair value recorded as an
adjustment to synfuel gains. We recorded net 2006 synfuel hedge mark-to-market gains of $60
million compared with net 2005 synfuel hedge mark-to-market gains of $47 million. In 2004, we
recorded mark- to-market losses of $12 million. See Note 14 of the Notes to Consolidated Financial
Statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
Components of Synfuel (Gains) Losses, Reserves and Impairments, Net |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Gains recognized associated with fixed payments |
|
$ |
(43 |
) |
|
$ |
(132 |
) |
|
$ |
(95 |
) |
Gains recognized associated with variable payments |
|
|
(14 |
) |
|
|
(187 |
) |
|
|
(136 |
) |
|
Reserves recorded for contractual partners obligations |
|
|
79 |
|
|
|
|
|
|
|
|
|
Other reserves and impairments, including partners
share (1) |
|
|
78 |
|
|
|
|
|
|
|
|
|
Hedge (gains) losses (mark-to-market) |
|
|
|
|
|
|
|
|
|
|
|
|
Hedges for 2005 exposure |
|
|
|
|
|
|
(2 |
) |
|
|
12 |
|
Hedges for 2006 exposure |
|
|
(66 |
) |
|
|
(40 |
) |
|
|
|
|
Hedges for 2007 exposure |
|
|
6 |
|
|
|
(6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
40 |
|
|
$ |
(367 |
) |
|
$ |
(219 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes $70 million in 2006, representing our
partners share of the asset impairment, included in Minority Interest. |
Minority interest decreased $67 million in 2006 and increased $95 million in 2005, reflecting
our partners share of operating losses associated with synfuel operations, as well as our
partners $70 million share of the asset impairment in 2006. The sale of interests in our
synfuel facilities during prior periods resulted in allocating a larger percentage of such losses
to our partners.
Income taxes declined $105 million in 2006 and increased $33 million in 2005, reflecting changes in
pre-tax income due to synfuel related loss reserves and the impairment of fixed assets, compared to
pre-tax income in 2005.
Outlook Due to the implementation of our hedging strategy, we expect to continue to operate the
synfuel plants through December 31, 2007, when synfuel-related production tax credits expire.
CORPORATE & OTHER
Corporate & Other includes various corporate staff functions. As these functions
support the entire Company, their costs are fully allocated to the various segments based on
services utilized. Therefore the effect of the allocation on each segment can vary from year to
year. Additionally, Corporate & Other holds certain non-utility debt, assets held for sale, and
energy-related investments.
Factors impacting income: Corporate & Other results declined by $9 million in 2006 and declined $40
million in 2005. The 2006 decline was primarily due to higher Michigan Single Business Taxes. The
2005 decline was primarily a result of the parent company not allocating merger interest to Detroit
Edison and MichCon. Partially offsetting 2005 increased expenses were reduced Michigan Single
Business Taxes and gains on the sale of non-strategic assets.
52
DISCONTINUED OPERATIONS
DTE Georgetown (Georgetown) We own Georgetown, an 80 MW natural gas-fired peaking electric
generating plant. In the fourth quarter of 2006, management approved the marketing of Georgetown
for sale. In December 2006, Georgetown met the SFAS No. 144 criteria of an asset held for sale
and we reported its operating results as a discontinued operation. We did not recognize an
impairment loss since the carrying value of Georgetowns assets, less costs to sell approximated
its fair value. In February 2007, we entered into an agreement to sell our Georgetown peaking electric
generating facility. The sale is subject to receipt of regulatory approval and is expected to close in
the second half of 2007.
DTE Energy Technologies (Dtech) - We own Dtech, which assembled, marketed, distributed and serviced
distributed generation products, provided application engineering, and monitored and managed
on-site generation system operations. In July 2005, management approved the restructuring of this
business resulting in the identification of certain assets and liabilities to be sold or abandoned,
primarily associated with standby and continuous duty generation sales and service. We recognized a
net of tax restructuring loss of $23 million during the third quarter of 2005 primarily
representing the write down to fair value of the assets of Dtech, less costs to sell, and the
write-off of goodwill. As we execute the restructuring plan, there may be adjustments to amounts
recorded related to the impairment and exit costs.
Southern
Missouri Gas Company (SMGC) - We owned SMGC, a public utility
engaged in the distribution, transmission and sale of natural gas in southern Missouri. In the
first quarter of 2004, management approved the marketing of SMGC for sale. As of March 31, 2004,
SMGC met the criteria of an asset held for sale and we have reported its operating results as a
discontinued operation. We recognized a net of tax impairment loss of approximately $7 million,
representing the write-down to fair value of the assets of SMGC, less costs to sell, and the
write-off of allocated goodwill. In November 2004, we entered into a definitive agreement providing
for the sale of SMGC. Regulatory approval was received in April 2005 and the sale closed in May
2005. During the second quarter of 2005, we recognized a net of tax gain of $2 million.
International
Transmission Company (ITC) - In February 2003, we sold ITC, our electric transmission business, to affiliates of Kohlberg Kravis Roberts & Co. and
Trimaran Capital Partners, LLC. Through December 31, 2004, we recorded a gain of $58 million (net
of tax). During the second quarter of 2005, the gain was adjusted to $56 million (net of tax).
See Note 4 of the Notes to Consolidated Financial Statements.
CUMULATIVE EFFECT OF ACCOUNTING CHANGES
Effective January 1, 2006, we adopted SFAS No. 123(R), Share-Based Payment, using the modified
prospective transition method. The cumulative effect of the adoption of SFAS 123(R) was an
increase in net income of $1 million as a result of estimating forfeitures for previously granted
stock awards and performance shares.
In the fourth quarter of 2005, we adopted FASB Interpretation FIN No. 47, Accounting for
Conditional Asset Retirement Obligations, an interpretation of SFAS No. 143 that required
additional new accounting rules for asset retirement obligations. The cumulative effect of adopting
these new accounting rules reduced 2005 earnings by $3 million.
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. Our strategic direction
anticipates base level capital investments and expenditures for existing businesses in 2007 of up
to $1.4 billion. The capital needs
53
of our utilities will increase due primarily to environmental
related expenditures. We may spend an additional $125 million on growth-related projects within
our non-utility businesses in 2007.
Capital spending for general corporate purposes will increase in 2007, primarily as a result of
environmental spending. We anticipate environmental expenditures of approximately $253
million in 2007 and up to approximately $2.3 billion of future capital expenditures to satisfy both
existing and proposed new requirements.
We expect non-utility capital spending will approximate $300 million to $400 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.
Debt maturing in 2007 totals approximately $346 million.
We believe that we will have sufficient internal and external capital resources to fund anticipated
capital requirements.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Cash and
Cash Equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flow From (Used For) |
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
Depreciation, depletion and amortization |
|
|
1,014 |
|
|
|
872 |
|
|
|
744 |
|
Deferred income taxes |
|
|
28 |
|
|
|
147 |
|
|
|
129 |
|
Gain on sale of synfuel and other assets, net and synfuel impairment |
|
|
28 |
|
|
|
(405 |
) |
|
|
(236 |
) |
Working capital and other |
|
|
(47 |
) |
|
|
(150 |
) |
|
|
(73 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,456 |
|
|
|
1,001 |
|
|
|
995 |
|
|
|
|
|
|
|
|
|
|
|
Investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(1,126 |
) |
|
|
(850 |
) |
|
|
(815 |
) |
Plant and equipment expenditures non-utility |
|
|
(277 |
) |
|
|
(215 |
) |
|
|
(89 |
) |
Acquisitions, net of cash acquired |
|
|
(42 |
) |
|
|
(50 |
) |
|
|
|
|
Proceeds from sale of synfuels and other assets |
|
|
313 |
|
|
|
409 |
|
|
|
325 |
|
Restricted cash and other investments |
|
|
(62 |
) |
|
|
(96 |
) |
|
|
(102 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,194 |
) |
|
|
(802 |
) |
|
|
(681 |
) |
|
|
|
|
|
|
|
|
|
|
Financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of long-term debt and common stock |
|
|
629 |
|
|
|
1,041 |
|
|
|
777 |
|
Redemption of long-term debt |
|
|
(687 |
) |
|
|
(1,266 |
) |
|
|
(759 |
) |
Short-term borrowings, net |
|
|
291 |
|
|
|
437 |
|
|
|
33 |
|
Repurchase of common stock |
|
|
(61 |
) |
|
|
(13 |
) |
|
|
|
|
Dividends on common stock and other |
|
|
(375 |
) |
|
|
(366 |
) |
|
|
(363 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(203 |
) |
|
|
(167 |
) |
|
|
(312 |
) |
|
|
|
|
|
|
|
|
|
|
Net Increase in Cash and Cash Equivalents |
|
$ |
59 |
|
|
$ |
32 |
|
|
$ |
2 |
|
|
|
|
|
|
|
|
|
|
|
Cash from Operating Activities
A majority of the Companys operating cash flow is provided by our electric and gas utilities,
which are significantly influenced by factors such as weather, electric Customer Choice, regulatory
deferrals, regulatory outcomes, economic conditions and operating costs. Our non-utility
businesses also provide sources of cash flow to the enterprise, primarily from the synthetic fuels
business, which we believe, subject to considerations discussed below, will provide up to
approximately $900 million of cash during 2007-2009.
Cash from operations totaling $1.5 billion in 2006 was up $455 million from the comparable 2005
period. The operating cash flow comparison reflects an increase of
$352 million in net income,
after adjusting for
54
non-cash items (depreciation, depletion, amortization, deferred taxes and
gains), and a $103 million decrease in working capital and other requirements. Most of the
improvement was driven by higher net income at Detroit Edison which was the result of improved
revenues and gross margin stemming from a full year of higher rates granted in the 2004 rate orders
and lower customer choice penetration. The working capital improvement was driven by MichCon which
resulted primarily from declining GCR factors which had the effect of lowering customer accounts
receivable balances. This improvement was partially offset by working capital requirements at
Detroit Edison which resulted from pension and VEBA contributions totaling $271 million in 2006.
Cash from operations totaling $1.0 billion in 2005 was up $6 million from the comparable 2004
period. The operating cash flow comparison reflects an increase of over $83 million in net income,
after adjusting for non-cash items (depreciation, depletion, amortization, deferred taxes and
gains), substantially offset by a $77 million increase in working capital and other requirements.
Most of the improvement was driven by higher net income at Detroit Edison which was the result of
improved revenues and gross margin stemming from higher rates granted in the 2004 rate orders,
warmer weather, and lower customer choice penetration. The offsetting increase in working capital
requirements was driven by a $127 million PSCR under-recovery in 2005 as compared to a $112 million
over-recovery in 2004. Working capital requirements also reflect the higher cost of gas at MichCon
and our Energy Trading segment. MichCons working capital and other requirements were $136 million
higher in 2005 compared to 2004 primarily due to the impact of higher gas costs. This impact was
reflected by accounts receivable balances that were $198 million higher at December 31, 2005 than
the previous year at MichCon. The increase in working capital requirements was mitigated by lower
income tax payments in 2005 and company initiatives to improve cash flow, including better
inventory management, cash sales transactions and the utilization of letters of credit.
Outlook We expect cash flow from operations to increase over the long-term primarily due to
improvements from higher earnings at our utilities. We are incurring costs associated with
implementation of our Performance Excellence Process, but we expect to realize sustained net cost
savings beginning in 2007. We also may be impacted by the delayed collection of underrecoveries of
our PSCR and GCR costs and electric and gas accounts receivable as a result of MPSC orders. Gas
prices are likely to be a source of volatility with regard to working capital requirements for the
foreseeable future. We are continuing our efforts to identify opportunities to improve cash flow
through working capital initiatives.
We anticipate approximately $900 million of synfuel-related cash impacts from 2007 through 2009,
which consists of cash from operations and proceeds from option hedges, and approximately $500
million of tax credit carryforward utilization and other tax benefits that are expected to reduce
future tax payments. The redeployment of this cash represents a unique opportunity to increase
shareholder value and strengthen our balance sheet. We expect to use any such cash and the
potential cash from monetization of certain of our non-utility assets and operations to reduce debt
and repurchase common stock, and to continue to pursue growth investments that meet our strict
risk-return and value creation criteria. We repurchased one million shares of common stock in
December 2006. Our objectives for cash redeployment are to strengthen the balance sheet and
coverage ratios to improve our current credit rating and outlook, and to have any monetization be
accretive to earnings per share.
Cash from Investing Activities
Cash inflows associated with investing activities are primarily generated from the sale of
assets. In any given year, we will look to realize cash from under-performing or non-strategic
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 for ongoing maintenance and 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 invest tentatively 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
55
determined by the
underlying cash flows of the Company with a clear understanding of any potential impact on our
credit ratings.
Net cash outflows relating to investing activities increased $392 million in 2006 compared to 2005.
The 2006 change was primarily due to increased capital expenditures. The increase in capital
expenditures was driven by environmental, Enterprise Business Systems
development and distribution projects at Detroit Edison,
pipeline reliability and inventory management projects at MichCon, and growth-oriented projects
across our non-utility segments.
Net cash outflows relating to investing activities increased $121 million in 2005. The increase was
primarily due to increased capital expenditures, partially offset by higher synfuel proceeds.
Spending on growth project investments increased $123 million in 2005 while spending on
environmental projects was $44 million higher than the 2004 period.
Longer term, with the expected improvement at our utilities and assuming continued cash generation
from the synfuel business, cash flows are expected to improve. We will continue to pursue
opportunities to grow our businesses in a disciplined fashion if we can find opportunities that
meet our strategic, financial and risk criteria.
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 the Companys operations. Short-term borrowings, which are
mostly in the form of commercial paper borrowings, provide us with the liquidity needed on a daily
basis. Our commercial paper program is supported by our unsecured credit facilities.
Our strategy is to have a targeted debt portfolio blend as to fixed and variable interest rates and
maturity. We continually evaluate our leverage target, which is
currently 50% to 52%, 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. The extension of the average maturity was
accomplished at interest rates that lowered our debt costs.
Net cash used for financing activities increased $36 million during 2006 compared to 2005, due
mostly to a decrease in short-term borrowings and issuance of common stock and long-term debt,
partially offset by a decrease in debt redemptions.
Net cash used for financing activities improved $145 million in 2005 due primarily to the issuance
of common stock which resulted from the conversion of our equity security units.
See Notes 11 and 12 of the Notes to Consolidated Financial Statements.
In August 2006, DTE Energy and Detroit Edison filed a combined shelf registration statement for the
issuance of securities in an unlimited amount for three years from its effective date. MichCon has
a separate effective registration statement providing for the issuance of $200 million of
securities.
Common stock issuances or repurchases can also be a source or use of cash. In January 2005, we
announced that the DTE Energy Board of Directors has authorized the repurchase of up to $700
million in common stock through 2008. The authorization provides Company management with
flexibility to pursue share repurchases from time to time, and will depend on future cash flows and
investment opportunities. We repurchased one million shares of our common stock in December 2006.
We also contributed $170 million of DTE Energy common stock to our pension plan in the first
quarter of 2004. In August 2005, we issued 3.7 million shares of common stock in conjunction with
the settlement of the stock purchase component of our equity security units.
56
Contractual Obligations
The following table details our contractual obligations for debt redemptions, leases, purchase
obligations and other long-term obligations as of December 31, 2006:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less |
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
Than |
|
|
|
|
|
|
|
|
|
|
After |
|
Contractual Obligations |
|
Total |
|
|
1 Year |
|
|
1-3 Years |
|
|
4-5 Years |
|
|
5 Years |
|
Long-term debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage bonds, notes and other |
|
$ |
6,163 |
|
|
$ |
236 |
|
|
$ |
1,124 |
|
|
$ |
1,061 |
|
|
$ |
3,742 |
|
Securitization bonds |
|
|
1,295 |
|
|
|
111 |
|
|
|
391 |
|
|
|
314 |
|
|
|
479 |
|
Trust preferred-linked securities |
|
|
289 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
289 |
|
Capital lease obligations |
|
|
120 |
|
|
|
14 |
|
|
|
44 |
|
|
|
21 |
|
|
|
41 |
|
Interest |
|
|
6,433 |
|
|
|
471 |
|
|
|
1,298 |
|
|
|
659 |
|
|
|
4,005 |
|
Operating leases |
|
|
333 |
|
|
|
53 |
|
|
|
102 |
|
|
|
51 |
|
|
|
127 |
|
Electric, gas, fuel,
transportation and storage
purchase obligations (1) |
|
|
6,249 |
|
|
|
3,007 |
|
|
|
2,437 |
|
|
|
135 |
|
|
|
670 |
|
Other long-term obligations |
|
|
291 |
|
|
|
157 |
|
|
|
75 |
|
|
|
25 |
|
|
|
34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total obligations |
|
$ |
21,173 |
|
|
$ |
4,049 |
|
|
$ |
5,471 |
|
|
$ |
2,266 |
|
|
$ |
9,387 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Excludes amounts associated with full requirements contracts where no stated minimum
purchase volume is required. |
Credit Ratings
Credit ratings are intended to provide banks and capital market participants with a framework
for comparing the credit quality of securities and are not a recommendation to buy, sell or hold
securities. Management believes that the current credit ratings of the Company provide
sufficient access to the capital markets. However, disruptions in the banking and capital markets
not specifically related to the company may affect our ability to access these funding sources or
cause an increase in the return required by investors.
We have issued guarantees for the benefit of various non-utility subsidiaries. In the event that
our credit rating is downgraded to below investment grade, certain of these guarantees would
require us to post cash or letters of credit valued at approximately
$383 million at December 31,
2006. Additionally, upon a downgrade, our trading business could be required to restrict operations
and our access to the short-term commercial paper market could be restricted or eliminated. While
we currently do not anticipate such a downgrade, we cannot predict the outcome of current or future
credit rating agency reviews. The following table shows our credit rating as determined by three
nationally respected credit rating agencies. All ratings are considered investment grade and affect
the value of the related securities.
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Rating Agency |
|
|
|
|
Standard & |
|
Moodys Investors |
|
Fitch |
Entity |
|
Description |
|
Poors |
|
Service |
|
Ratings |
DTE Energy |
|
Senior Unsecured Debt |
|
BBB- |
|
Baa2 |
|
BBB |
|
|
Commercial Paper |
|
A-2 |
|
P-2 |
|
F2 |
Detroit Edison |
|
Senior Secured Debt |
|
BBB+ |
|
A3 |
|
A- |
|
|
Commercial Paper |
|
A-2 |
|
P-2 |
|
F2 |
MichCon |
|
Senior Secured Debt |
|
BBB |
|
A3 |
|
A- |
|
|
Commercial Paper |
|
A-2 |
|
P-2 |
|
F2 |
57
CRITICAL ACCOUNTING ESTIMATES
There are estimates used in preparing the consolidated financial statements that require
considerable judgment. Such estimates relate to regulation, risk management and trading activities,
production tax credits, goodwill, pension and postretirement costs, the allowance for doubtful
accounts, and legal and tax reserves.
Regulation
A significant portion of our business is subject to regulation. Detroit Edison and MichCon
currently meet the criteria of Statement of Financial Accounting Standards (SFAS) No. 71,
Accounting for the Effects of Certain Types of Regulation. Application of this standard results in
differences in the application of generally accepted accounting principles between regulated and
non-regulated businesses. SFAS No. 71 requires the recording of regulatory assets and liabilities
for certain transactions that would have been treated as revenue or expense in non-regulated
businesses. Future regulatory changes or changes in the competitive environment could result in
discontinuing the application of SFAS No. 71 for some or all of our businesses.
If we were to discontinue the application of SFAS No. 71 on all our operations, we estimate that
the extraordinary loss would be as follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
Utility |
|
|
|
|
Detroit Edison (1) |
|
$ |
(161 |
) |
MichCon |
|
|
(46 |
) |
|
|
|
|
Total |
|
$ |
(207 |
) |
|
|
|
|
|
|
|
(1) |
|
Excludes securitized regulatory assets |
Management believes that currently available facts support the continued application of SFAS
No. 71 and that all regulatory assets and liabilities are recoverable or refundable in the current
rate environment. See Note 6 of the Notes to Consolidated Financial Statements.
Risk Management and Trading Activities
All derivatives are recorded at fair value and shown as Assets or 1iabilities from risk
management and trading activities in the Consolidated Statement of Financial Position. Risk
management activities are accounted for in accordance with SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities, as amended.
The offsetting entry to Assets or liabilities from risk management and trading activities is to
other comprehensive income or earnings depending on the use of the derivative, how it is designated
and if it qualifies for hedge accounting. The fair values of derivative contracts were adjusted
each reporting period for changes using market sources such as:
|
|
published exchange traded market data |
|
|
|
prices from external sources |
|
|
|
price based on valuation models |
Market quotes are more readily available for short duration contracts. Derivative contracts are
only marked to market to the extent that markets are considered highly liquid where objective,
transparent prices can be obtained. Unrealized gains and losses are fully reserved for transactions
that do not meet this criterion.
58
Production Tax Credits
We generate production tax credits from our synfuel, coke battery and landfill gas recovery
operations. We recognize earnings as tax credits are generated at our facilities in one of two
ways. First, to the extent we have sold an interest in our synfuel facilities to third parties, we
recognize gains as synfuel is produced and sold, and when there is persuasive evidence that the
sales proceeds have become fixed or determinable, when probability of refund is considered remote
and collectibility is reasonably assured. Second, to the extent we generate credits to our own
account, we recognize earnings through reduced tax expense.
All production tax credits are subject to audit by the IRS. However, all of our synfuel facilities
have received favorable private letter rulings from the IRS with respect to their operations.
Audits of five of our synfuel facilities were successfully completed in the past two years. If
production tax credits were disallowed in whole or in part as a result of an IRS audit, there could
be a significant write-off of previously recorded earnings from such tax credits.
Tax credits generated by our facilities were $295 million in 2006 as compared to $617 million in
2005, and $449 million in 2004. The portion of tax credits generated for our own account was $35
million in 2006, as compared to $55 million in 2005, and $38 million in 2004, with the remaining
credits generated allocated to third party partners.
Goodwill
Certain of our business units have goodwill resulting from purchase business combinations. In
accordance with SFAS No. 142, Goodwill and Other Intangible Assets, each of our reporting units
with goodwill is required to perform impairment tests annually or whenever events or circumstances
indicate that the value of goodwill may be impaired. In order to perform these impairment tests,
we must determine the reporting units fair value using valuation techniques, which use estimates
of discounted future cash flows to be generated by the reporting unit. These cash flow valuations
involve a number of estimates that require broad assumptions and significant judgment by management
regarding future performance. To the extent estimated 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.
As of December 31, 2006, our goodwill totaled $2.1 billion. The majority of our goodwill is
allocated to our utility reporting units. The value of the utility reporting units may be
significantly impacted by rate orders and the regulatory environment.
We also have $4 million of goodwill allocated to the Synthetic Fuel reporting unit. The value of
the Synthetic Fuel reporting unit has been impacted by the anticipated phase-out of tax credits. As
of December 31, 2006, we have evaluated the impact of a phase-out of synfuel tax credits on our
valuation assumptions. We have determined that the fair value of the Synthetic Fuel reporting unit
exceeds the carrying value and no impairment of goodwill exists. These assumptions may change as
the value of the synfuel tax credits change.
During 2005 we recorded an impairment of $16 million to goodwill related to discontinuing the
operations of Dtech.
Based on our 2006 goodwill impairment test, we determined that the fair value of our remaining
operating reporting units exceed their carrying value and no impairment existed. We will continue
to monitor our
estimates and assumptions regarding future cash flows. While we believe our assumptions are
reasonable, actual results may differ from our projections.
59
Pension and Postretirement Costs
Our costs of providing pension and postretirement benefits are dependent upon a number of
factors, including rates of return on plan assets, the discount rate, the rate of increase in
health care costs and the amount and timing of plan sponsor contributions.
We had pension costs for qualified pension plans of $125 million in 2006 (including Special
Termination Benefits of $49 million), $90 million in 2005, and $81 million in 2004. Postretirement
benefits costs for all plans were $197 million in 2006 (including Special Termination Benefits of
$8 million), $155 million in 2005, and $125 million in 2004. Pension and postretirement benefits
costs for 2006 are calculated based upon a number of actuarial assumptions, including an expected
long-term rate of return on our plan assets of 8.75%. In developing our expected long-term rate of
return assumption, we evaluated input from our consultants, including their review of asset class
risk and return expectations as well as inflation assumptions. Projected returns are based on broad
equity and bond markets. Our 2007 expected long-term rate of return on plan assets is based on an
asset allocation assumption utilizing active investment management of 65% in equity markets, 20% in
fixed income markets, and 15% invested in other assets. Because of market volatility, we
periodically review our asset allocation and rebalance our portfolio when considered appropriate.
Given market conditions, we believe that 8.75% is a reasonable long-term rate of return on our plan
assets for 2007. We will continue to evaluate our actuarial assumptions, including our expected
rate of return, at least annually.
We base our determination of the expected return on qualified plan assets on a market-related
valuation of assets, which reduces year-to-year volatility. This market-related valuation
recognizes changes in fair value in a systematic manner over a three-year period. Accordingly, the
future value of assets will be impacted as previously deferred gains or losses are recorded. We
have unrecognized net gains due to the performance of the financial markets. As of December
31, 2006, we had $39 million of cumulative gains that remain to be recognized in the
calculation of the market-related value of assets.
The discount rate that we utilize for determining future pension and postretirement benefit
obligations is based on a yield curve approach and a review of bonds that receive one of the two
highest ratings given by a recognized rating agency. The yield curve approach matches projected
plan pension and postretirement benefit payment streams with bond portfolios reflecting actual
liability duration unique to our plans. The discount rate determined on this basis decreased from
5.9% at December 31, 2005 to 5.7% at December 31, 2006. Due to recent company contributions,
financial market performance and lower discount rates, we estimate that our 2007 pension costs will
approximate $66 million (excluding Special Termination Benefits) compared to $85 million (excluding
Special Termination Benefits) in 2006 and our 2007 postretirement benefit costs will approximate
$184 million compared to $189 million (excluding Special Termination Benefits of $8 million) in
2006. In the last several years, we have made modifications to the pension and postretirement
benefit plans to mitigate the earnings impact of higher costs. Future actual pension and
postretirement benefit costs will depend on future investment performance, changes in future
discount rates and various other factors related to plan design. Additionally, future pension costs
for Detroit Edison will be affected by a pension tracking mechanism, which was authorized by the
MPSC in its November 2004 rate order. The tracking mechanism provides for the recovery or
refunding of pension costs above or below the amount reflected in Detroit Edisons base rates. In
April 2005, the MPSC approved the deferral of the non-capitalized portion of MichCons negative
pension expense. MichCon will record a regulatory liability for any negative pension costs, as
determined under generally accepted accounting principles.
Lowering the expected long-term rate of return on our plan assets by one-percentage-point would
have increased our 2006 qualified pension costs by approximately $22 million. Lowering the discount
rate and the salary increase assumptions by one-percentage-point would have increased our 2006
pension costs by
approximately $10 million. Lowering the health care cost trend assumptions by one-percentage-point
would have decreased our postretirement benefit service and interest costs for 2006 by
approximately $25 million.
60
The market value of our pension and postretirement benefit plan assets has been affected by the
financial markets. The value of our plan assets was $3.3 billion at December 31, 2004 and November
30, 2005. The value at November 30, 2006 was $3.5 billion. The investment performance returns and
declining discount rates required us to recognize an additional minimum pension liability, an
intangible asset and an entry to other comprehensive loss (shareholders equity) in 2004 and 2005.
At December 31, 2006, we adopted SFAS No. 158 that required us to recognize the underfunded status
of our pension and other postretirement plans. The impact of the adoption of SFAS 158 was an increase in pension and postretirement benefit
liabilities of approximately $1.3 billion. We requested and received agreement from the MPSC to
record the additional liability amounts for the Detroit Edison and MichCon benefit plans on the
Statement of Financial Position as a Regulatory asset. As a result, Regulatory assets were
increased by approximately $1.2 billion. The remainder of the increase in pension and
postretirement benefit liabilities is included in Accumulated Other Comprehensive Loss, net of
tax.
Pension and postretirement costs and pension cash funding requirements may increase in future years
without substantial returns in the financial markets. We made a $170 million contribution to our
pension plan in the form of DTE Energy common stock in 2004. We did not make pension contributions
in 2005 and made a $180 million cash contribution in 2006. At the discretion of management, we
anticipate making up to a $180 million contribution to our qualified pension plans in 2007 and up
to $600 million over the next five years. Also, we anticipate making up to a $15 million
contribution to our nonqualified benefit plans in 2007 and up to $35 million over the next five
years. We contributed $80 million to our postretirement plans in 2004. We did not contribute to our
postretirement plans in 2005 and made a $116 million contribution to our postretirement benefit
plans in 2006. At the discretion of management, we anticipate making up to a $116 million
contribution to our postretirement plans in 2007 and up to $580 million over the next five years.
In December 2003, the Medicare Prescription Drug, Improvement and Modernization Act was signed into
law. This Act provides for a federal subsidy to sponsors of retiree health care benefit plans that
provide a benefit that is at least actuarially equivalent to the benefit established by law. The
effects of the subsidy on the measurement of net periodic postretirement benefit costs reduced
costs by $17 million in 2006, $20 million in 2005 and $16 million in 2004.
See Note 16 of the Notes to Consolidated Financial Statements.
Allowance for Doubtful Accounts
We establish an allowance for doubtful accounts based upon factors surrounding the credit risk
of specific customers, historical trends, economic conditions, age of receivables and other
information. Higher customer bills due to increased gas prices, the lack of adequate levels of
assistance for low-income customers and economic conditions have also contributed to the increase
in past due receivables. As a result of these factors, our allowance for doubtful accounts
increased in 2005 and 2006. We believe the allowance for doubtful accounts is based on reasonable
estimates. As part of the 2005 rate order for MichCon, the MPSC provided for the establishment of
an uncollectible accounts tracking mechanism that partially mitigates the impact associated with
MichCon uncollectible expenses. However, failure to make continued progress in collecting our past
due receivables in light of rising energy prices would unfavorably affect operating results and
cash flow.
Legal and Tax Reserves
We are involved in various legal and tax proceedings, claims and litigation arising in the
ordinary course of business. We regularly assess our liabilities and contingencies in connection
with asserted or potential matters, and establish reserves when appropriate. Legal reserves are
based upon managements assessment of pending and threatened legal proceedings and claims against
the Company. Tax reserves are based upon managements assessment of potential adjustments to tax
positions taken. We regularly review ongoing tax audits and prior audit experience, in addition to
current tax and accounting authority in assessing potential adjustments.
ENVIRONMENTAL MATTERS
Protecting the environment, as well as correcting past environmental damage, continues to be a
focus of state and federal regulators. Legislation and/or rulemaking could further impact the
electric utility
61
industry including Detroit Edison. The EPA and the MDEQ have aggressive programs
to clean-up contaminated property.
Electric Utility
Air - Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit
power plant emissions of sulfur dioxide and nitrogen oxides. In March 2005, EPA issued additional
emission reduction regulations relating to ozone, fine particulate, regional haze and mercury air
pollution. The new rules will lead to additional controls on fossil-fueled power plants to reduce
nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these requirements, Detroit
Edison has spent approximately $875 million through 2006. We estimate Detroit Edison will incur
future capital expenditures of up to $222 million in 2007 and up to $2 billion of additional
capital expenditures through 2018 to satisfy both the existing and proposed new control
requirements.
The EPA has ongoing enforcement actions against several major electric utilities citing violations
of new source provisions of the Clean Air Act. Detroit Edison received and responded to information
requests from the EPA on this subject. The EPA has not initiated proceedings against Detroit
Edison. In October 2003, the EPA promulgated revised regulations to clarify new source review
provisions going forward. Several states and environmental organizations have challenged these
regulations and, in December 2003, a stay was issued until the U.S. Court of Appeals D.C. Circuit
renders an opinion in the case. We cannot predict the future impact of this issue upon Detroit
Edison.
We may also incur liabilities as a result of potential future requirements to address the climate
change issue. There may be legislative action to address the issue of changes in climate that
result from the build up of greenhouse gases, including carbon dioxide and methane, in the
atmosphere. We cannot predict the impact any legislative action may have on the Company.
Water In response to an EPA regulation, currently under judicial review, Detroit Edison may be
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 intakes. Initially, we estimated that we will incur up to
approximately $53 million over the next three to five years in additional capital expenditures to
comply with these requirements. However, a recent court decision remanded back to the EPA several
provisions of the federal regulation which may result in a delay in compliance requirements. The
court decision also raised the possibility that the Company may have to install cooling towers at
some facilities. We cannot predict the effect on Detroit Edison of this court decision or any
resulting regulations.
Contaminated Sites - Detroit Edison conducted remedial investigations at contaminated sites,
including two former MGP sites, the area surrounding an ash landfill and several underground and
aboveground storage tank locations. We have a reserve balance of $11 million as of December 31,
2006 for the remediation of these sites over the next several years. In addition, Detroit Edison
expects to make approximately $5 million of capital improvements to the ash landfill in 2007.
Gas Utility
Contaminated Sites - Prior to the construction of major interstate natural gas pipelines, gas
for heating and other uses was manufactured locally from processes involving coal, coke or oil. Gas
Utility owns, or previously owned, 15 former MGP sites. Investigations have revealed contamination
related to the byproducts of gas manufacturing at each site. In addition to the MPG sites, Gas Utility 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. As a result of these determinations, we have
recorded liabilities of $41 million and $1 million for the MGPs and other contaminated sites,
respectively. It is estimated that Gas Utility may incur $5 million in expenses related to cleanup
costs in 2007.
62
In 1993, a cost deferral and rate recovery mechanism was approved by the MPSC for investigation and
remediation costs incurred at former MGP sites in excess of this reserve. After a study was
completed in 1995, Gas Utility accrued an additional liability and a corresponding regulatory asset
of $35 million. During 2006, we spent approximately $2 million investigating and remediating these
former MGP sites. In December 2006, we retained multiple environmental consultants to estimate the
project cost to remediate each MGP site. We accrued an additional $7 million in remediation
liabilities associated with former MGP holders and additional cleanup cost, to increase the reserve
balance to $41 million as of December 31, 2006.
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 thereby affect the Companys financial position and cash flows. However, we
anticipate the cost deferral and rate recovery mechanism approved by the MPSC will prevent
environmental costs from having a material adverse impact on our results of operations.
Other
Our non-utility affiliates are subject to a number of environmental laws and regulations dealing
with the protection of the environment from various pollutants. We are in the process of installing
new environmental equipment at our coke battery facility in Michigan. We expect the project to be
completed within one year. Our non-utility affiliates are substantially in compliance with all
environmental requirements.
Various state and federal laws regulate our handling, storage and disposal of waste materials. The
EPA and the MDEQ have aggressive programs to manage the clean up of contaminated property. We have
extensive land holdings and, from time to time, must investigate claims of improperly disposed
contaminants. We anticipate our utility and non-utility companies may periodically be included in
various types of environmental proceedings.
ENTERPRISE
BUSINESS SYSTEMS
In 2003,
we began the development of our Enterprise Business Systems (EBS)
project, an enterprise resource planning system
initiative to improve existing processes and to implement new core information systems, relating to
finance, human resources, supply chain and work management. As part of this initiative, we are
implementing EBS software including, among others, products developed
by SAP AG and MRO Software, Inc. The first phase of implementation occurred in 2005 in the regulated
electric fossil generation unit. Additional phases of implementation are planned for 2007. The
conversion of data and the implementation and operation of the EBS will be continuously monitored
and reviewed and should ultimately strengthen our internal control structure and lead to increased
cost efficiencies. Although our implementation plan includes detailed testing and contingency
arrangements to ensure a smooth and successful transition, we can provide no assurance that
complications will not arise that could interrupt our operations.
We have spent approximately $330 million through the end of 2006 and expect total spending over the
life of the project to be between $375 million and $400 million. We expect the benefits of lower
costs, faster business cycles, repeatable and optimized processes, enhanced internal controls,
improvements in inventory management and reductions in system support costs to outweigh the expense
of our investment in this initiative.
MISO
The MISO was formed in 1996 by its member transmission owners and in December 2001 received
FERC approval as a Regional Transmission Organization (RTO) authorized to provide regional
transmission services as prescribed by FERC in its Order 2000. Order 2000 requires an RTO to
perform eight functions, including tariff administration, transmission system congestion
management, provision of ancillary services to support transmission operations, market monitoring,
interregional coordination and
63
the coordination of system planning and expansion. MISOs
independence from ownership of either generation or transmission facilities is intended to enable
it to ensure fair access to the transmission grid, and through its congestion management role, MISO
is also charged with ensuring grid reliability. MISOs initial provision of transmission services
in December 2001 was known as Day 1 operations.
In keeping with Order 2000, which permits RTOs to provide real-time energy imbalance services and a
market-based mechanism for congestion management, MISO, on April 1, 2005, launched its Midwest
Energy Market, or Day 2 operations, and began regional wholesale electric market operations and
transmission service throughout its area. A key feature of the Midwest Energy Market is the
establishment of Locational Marginal Prices (LMPs) which provide price transparency for the sale
and purchase of wholesale electricity at different locations in the market territory. The LMP is
the market clearing price at a specific pricing location in the Midwest Energy Market that is equal
to the cost of supplying the next increment of load at that location. The value of an LMP is the
same whether a purchase or sale is made at that location. Detroit Edison participates in the
Midwest Energy Market by offering its generation on a day-ahead and real time basis and by bidding
for power in the market to serve its load. The cost of power procured from the market net of any
gain realized from generation sold into the market is included and recovered through the PSCR
mechanism. In addition, LMPs are expected to encourage new generation to locate where the power
produced is of most value to the load and is expected to identify where new transmission facilities
are needed to relieve grid congestion.
MISO is compensated for assuring grid reliability and for supporting the energy market through
FERC-approved rates charged to load. Detroit Edison became a non-transmission owning member of MISO
in compliance with section 10w (1) of PA 141. The MPSC has ordered that MISO costs charged to
Detroit Edison should be recovered through the PSCR mechanism.
FEDERAL ENERGY POLICY ACT OF 2005
In August 2005, the Energy Policy Act of 2005 (Energy Act) was signed into law. Among other
provisions, the Energy Act:
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establishes mandatory electric reliability standards; |
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repeals the Public Utility Holding Company Act of 1935; |
|
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renews the Price Anderson Act for twenty years which provides liability protection for nuclear power plants; |
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provides financial incentives for nuclear license applications completed by 2008; |
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increases funding levels for the Low-Income Home Energy Assistance Program; and |
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increases FERC oversight responsibilities for the electric utility industry. |
The implementation of the Energy Act requires proceedings at the state level and development of
regulations by the FERC, as well as other federal agencies. The impact of the Energy Act on our
results of operations will depend on the implementation of final rules and cannot be fully
determined at this time.
NEW ACCOUNTING PRONOUNCEMENTS
See Note 3 of the Notes to Consolidated Financial Statements.
FAIR VALUE OF CONTRACTS
The following disclosures provide enhanced transparency of the derivative
activities and position of our trading businesses and our other businesses.
We use the criteria in Statement of Financial Accounting Standards No. 133, Accounting for
Derivative Instruments and Hedging Activities, as amended and interpreted, to determine if certain
contracts must be accounted for as derivative instruments. The rules for determining whether a
contract meets the criteria for derivative accounting are numerous and complex. Moreover,
significant judgment is required to
64
determine whether a contract requires derivative accounting,
and similar contracts can sometimes be accounted for differently. If a contract is accounted for
as a derivative instrument, it is recorded in the financial statements as Assets or Liabilities
from risk management and trading activities, at the fair value of the contract. The recorded fair
value of the contract is then adjusted quarterly to reflect any change in the fair value of the
contract, a practice known as mark-to-market (MTM) accounting.
Fair value represents the amount at which willing parties would transact an arms-length
transaction. To determine the fair value of contracts accounted for as derivative instruments, we
use a combination of quoted market prices and mathematical valuation models. Valuation models
require various inputs, including forward prices, volatility, interest rates, and exercise periods.
Contracts we typically classify as derivative instruments are power, gas and oil forwards, futures,
options and swaps, as well as foreign currency contracts. Items we do not generally account for as
derivatives (and which are therefore excluded from the following tables) include gas inventory, gas
storage and transportation arrangements, full-requirements power contracts and gas and oil
reserves. As subsequently discussed, we have fully reserved the value of derivative contracts
beyond the liquid trading timeframe thereby not impacting income.
The subsequent tables contain the following four categories represented by their operating
characteristics and key risks.
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|
Proprietary Trading represents derivative activity transacted
with the intent of taking a view, capturing market price changes,
or putting capital at risk. This activity is speculative in
nature as opposed to hedging an existing exposure. |
|
|
|
Structured Contracts represents derivative activity transacted
with the intent to capture profits by originating substantially
hedged positions with wholesale energy marketers, utilities,
retail aggregators and alternative energy suppliers. Although
transactions are generally executed with a buyer and seller
simultaneously, some positions remain open until a suitable
offsetting transaction can be executed. |
|
|
|
Economic Hedges represents derivative activity associated with
assets owned and contracted by DTE Energy, including forward sales
of gas production and trades associated with owned transportation
and storage capacity. Changes in the value of derivatives in this
category economically offset changes in the value of underlying
non-derivative positions, which do not qualify for fair value
accounting. The difference in accounting treatment of derivatives
in this category and the underlying non-derivative positions can
result in significant earnings volatility as discussed in more
detail in the preceding Results of Operations section. |
|
|
|
Other Non-Trading Activities primarily represent derivative
activity associated with our gas reserves and synfuel
operations. A substantial portion of the price risk
associated with the gas reserves has been mitigated through 2013.
Changes in the value of the hedges are recorded as Assets or
Liabilities from risk management and trading activities, with an
offset in other comprehensive income to the extent that the hedges
are deemed effective. Oil-related derivative contracts have been
executed to economically hedge cash flow risks related to
underlying, non-derivative synfuel related
positions through 2007. The amounts shown in the following tables exclude the value of the
underlying gas reserves and synfuel proceeds including changes therein. |
65
Roll-Forward of Mark-to-Market Energy Contract Net Assets
The following tables provide details on changes in our mark-to-market net asset or (liability)
position during 2006:
|
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Other |
|
|
|
|
|
|
Trading Activities |
|
|
Non- |
|
|
|
|
|
|
Proprietary |
|
|
Structured |
|
|
Economic |
|
|
|
|
|
|
Trading |
|
|
|
|
(in Millions) |
|
Trading |
|
|
Contracts |
|
|
Hedges |
|
|
Total |
|
|
Activities |
|
|
Total |
|
MTM at December 31, 2005 |
|
$ |
(108 |
) |
|
$ |
(136 |
) |
|
$ |
(110 |
) |
|
$ |
(354 |
) |
|
$ |
(140 |
) |
|
$ |
(494 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassed to realized upon settlement |
|
|
(21 |
) |
|
|
83 |
|
|
|
57 |
|
|
|
119 |
|
|
|
92 |
|
|
|
211 |
|
Liquidation of in-the-money
positions (1) |
|
|
|
|
|
|
|
|
|
|
(123 |
) |
|
|
(123 |
) |
|
|
|
|
|
|
(123 |
) |
Changes in fair value recorded to
income |
|
|
(5 |
) |
|
|
35 |
|
|
|
140 |
|
|
|
170 |
|
|
|
(6 |
) |
|
|
164 |
|
Amortization of option premiums |
|
|
114 |
|
|
|
(2 |
) |
|
|
|
|
|
|
112 |
|
|
|
(40 |
) |
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recorded to unrealized income |
|
|
88 |
|
|
|
116 |
|
|
|
74 |
|
|
|
278 |
|
|
|
46 |
|
|
|
324 |
|
Amounts recorded in OCI |
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
14 |
|
|
|
(3 |
) |
|
|
11 |
|
Option premiums paid and other |
|
|
11 |
|
|
|
4 |
|
|
|
|
|
|
|
15 |
|
|
|
73 |
|
|
|
88 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTM at December 31, 2006 |
|
$ |
(9 |
) |
|
$ |
(2 |
) |
|
$ |
(36 |
) |
|
$ |
(47 |
) |
|
$ |
(24 |
) |
|
$ |
(71 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
In conjunction with our overall tax planning and cash initiatives, we
monetized certain in-the-money contracts while simultaneously entering into at-the-market contracts
with various counterparties. This had the impact of optimizing taxable income and cash flow while
having minimal impact on earnings. |
The following table provides a current and noncurrent analysis of Assets and Liabilities from
risk management and trading activities, as reflected on the Consolidated Statement of Financial
Position as of December 31, 2006. Amounts that relate to contracts that become due within twelve
months are classified as current and all remaining amounts are classified as noncurrent.
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|
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|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Trading Activities |
|
|
Non- |
|
|
Total |
|
|
|
Proprietary |
|
|
Structured |
|
|
Economic |
|
|
|
|
|
|
|
|
|
|
Trading |
|
|
Assets |
|
(in Millions) |
|
Trading |
|
|
Contracts |
|
|
Hedges |
|
|
Eliminations |
|
|
Totals |
|
|
Activities |
|
|
(Liabilities) |
|
Current assets |
|
$ |
62 |
|
|
$ |
193 |
|
|
$ |
108 |
|
|
$ |
(57 |
) |
|
$ |
306 |
|
|
$ |
155 |
|
|
$ |
461 |
|
Noncurrent assets |
|
|
7 |
|
|
|
55 |
|
|
|
108 |
|
|
|
(7 |
) |
|
|
163 |
|
|
|
1 |
|
|
|
164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM assets |
|
|
69 |
|
|
|
248 |
|
|
|
216 |
|
|
|
(64 |
) |
|
|
469 |
|
|
|
156 |
|
|
|
625 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
(71 |
) |
|
|
(189 |
) |
|
|
(132 |
) |
|
|
57 |
|
|
|
(335 |
) |
|
|
(102 |
) |
|
|
(437 |
) |
Noncurrent liabilities |
|
|
(7 |
) |
|
|
(61 |
) |
|
|
(120 |
) |
|
|
7 |
|
|
|
(181 |
) |
|
|
(78 |
) |
|
|
(259 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM liabilities |
|
|
(78 |
) |
|
|
(250 |
) |
|
|
(252 |
) |
|
|
64 |
|
|
|
(516 |
) |
|
|
(180 |
) |
|
|
(696 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM net assets
(liabilities) |
|
$ |
(9 |
) |
|
$ |
(2 |
) |
|
$ |
(36 |
) |
|
$ |
|
|
|
$ |
(47 |
) |
|
$ |
(24 |
) |
|
$ |
(71 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maturity of Fair Value of MTM Energy Contract Net Assets
We fully reserve all unrealized gains and losses related to periods beyond the liquid trading
timeframe. Our intent is to recognize MTM activity only when pricing data is obtained from active
quotes and published indexes. Actively quoted and published indexes include exchange traded (i.e.,
NYMEX) and over-the-counter positions for which broker quotes are available. Although the NYMEX
has currently quoted prices for the next 72 months, broker quotes for gas and power are generally
available for 18 and 24 months into the future, respectively, we fully reserve all unrealized gains
and losses related to periods beyond the liquid trading timeframe and which therefore do not impact
income.
As a result of adherence to generally accepted accounting principles, the tables above do not
include the expected favorable earnings impacts of certain non-derivative gas storage and power
contracts. We entered into economically favorable transactions in early 2005 to delay previously
planned withdrawals from gas storage due to a decrease in the current price for natural gas and an
increase in the forward price
66
for natural gas. We anticipate the financial impact of this timing
difference will reverse when the gas is withdrawn from storage in the current storage cycle and is
sold at prices significantly in excess of the cost of gas in storage. In addition, we entered into
forward power contracts to economically hedge certain physical and capacity power contracts. We
expect the timing difference on the forward power contracts will be fully realized by the end of
2007.
The table below shows the maturity of our MTM positions:
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|
|
|
|
|
|
|
2010 |
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
and |
|
|
Total Fair |
|
Source of Fair Value |
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
Beyond |
|
|
Value |
|
Proprietary Trading |
|
$ |
(9 |
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
(9 |
) |
Structured Contracts |
|
|
4 |
|
|
|
(6 |
) |
|
|
(4 |
) |
|
|
4 |
|
|
|
(2 |
) |
Economic Hedges |
|
|
(24 |
) |
|
|
(8 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
(36 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Energy Trading Activities |
|
|
(29 |
) |
|
|
(14 |
) |
|
|
(8 |
) |
|
|
4 |
|
|
|
(47 |
) |
Other Non-Trading Activities |
|
|
53 |
|
|
|
(61 |
) |
|
|
(16 |
) |
|
|
|
|
|
|
(24 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
24 |
|
|
$ |
(75 |
) |
|
$ |
(24 |
) |
|
$ |
4 |
|
|
$ |
(71 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
67
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
DTE Energy has commodity price risk in both utility and non-utility businesses arising from
market price fluctuations.
The Electric and Gas utility businesses have risks in conjunction with the anticipated purchases of
coal, natural gas, uranium, electricity, and base metals to meet their service obligations.
Further, changes in the price of electricity can impact the level of exposure of Customer Choice
programs and uncollectible expenses at the Electric Utility. In addition, changes in the price of
natural gas can impact the valuation of lost gas, storage sales revenue and uncollectible expenses
at the Gas Utility.
To limit our exposure to commodity price fluctuations, the Utility businesses have applied various
approaches to manage this risk. The approaches include forward energy, capacity, storage and
futures contracts, as well as regulatory rate-recovery mechanisms. Regulatory rate-recovery occurs
in the form of PSCR and GCR mechanisms (see Note 1 of the Notes to Consolidated Financial
Statements) and a tracking mechanism to mitigate some losses from customer migration due to
electric Customer Choice programs.
The non-utility businesses have risk in conjunction with electricity, natural gas, crude oil and
coal.
Our Power and Industrial Projects and Synthetic Fuel segments are subject to crude oil,
electricity, natural gas and coal based product price risk. As previously discussed, production tax
credits generated by DTE Energys synfuel, coke battery and landfill gas recovery operations are
subject to phase-out if domestic crude oil prices reach certain levels. The benefits associated
with tax credits may be subject to changes in federal tax law. Also, we have entered into a series
of derivative contracts for 2007 to economically hedge the impact of oil prices on a portion of our
synfuel cash flow. See Note 14 of the Notes to Consolidated Financial Statements. To limit our
exposure to the other commodities we use forward energy, capacity and futures contracts.
Our Unconventional Gas Production business segment has exposure to natural gas and, to a lesser
extent, crude oil price fluctuations. These commodity price fluctuations can impact both current
year earnings and reserve valuations. To manage this exposure we use forward energy and futures
contracts.
Our Energy Trading business segment has exposure to electricity, natural gas and crude oil price
fluctuations. These risks are managed through its energy marketing and trading operations through
the use of forward energy, capacity, storage and futures contracts, within pre-determined risk
parameters.
Our Coal and Gas Midstream business segment has exposure to natural gas and coal price
fluctuations. These coal price risks are managed primarily through its coal transportation and
marketing operations through the use of forward coal and futures contracts. The Gas Midstream
business unit manages its exposure through the sale of long-term storage and transportation
contracts.
Credit Risk
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to numerous
companies operating in the steel, automotive, energy, retail and other industries. Certain of our
customers have filed for bankruptcy protection under Chapter 11 of the U. S. Bankruptcy Code. We
regularly review contingent matters relating to these customers and our purchase and sale contracts
and we record provisions for amounts considered at risk of probable loss. We believe our
previously accrued amounts are adequate for probable loss. The final resolution of these matters
is not expected to have a material effect on our financial statements.
68
Other
We engage in business with customers that are non-investment grade. We closely monitor the credit
ratings of these customers and, when deemed necessary, we request collateral or guarantees from
such customers to secure their obligations.
Energy Trading
We are exposed to credit risk through trading activities. Credit risk is the potential loss
that may result if our trading counterparties fail to meet their contractual obligations. We
utilize both external and internally generated credit assessments when determining the credit
quality of our trading counterparties. The following table displays the credit quality of our
trading counterparties as of December 31, 2006:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Exposure |
|
|
|
|
|
|
|
|
|
before Cash |
|
|
Cash |
|
|
Net Credit |
|
(in Millions) |
|
Collateral |
|
|
Collateral |
|
|
Exposure |
|
Investment Grade (1) |
|
|
|
|
|
|
|
|
|
|
|
|
A- and Greater |
|
$ |
526 |
|
|
$ |
(126 |
) |
|
$ |
400 |
|
BBB+ and BBB |
|
|
111 |
|
|
|
|
|
|
|
111 |
|
BBB- |
|
|
107 |
|
|
|
|
|
|
|
107 |
|
|
|
|
|
|
|
|
|
|
|
Total Investment Grade |
|
|
744 |
|
|
|
(126 |
) |
|
|
618 |
|
Non-investment grade (2) |
|
|
68 |
|
|
|
|
|
|
|
68 |
|
Internally Rated investment grade (3) |
|
|
104 |
|
|
|
|
|
|
|
104 |
|
Internally Rated non-investment grade (4) |
|
|
9 |
|
|
|
(4 |
) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
925 |
|
|
$ |
(130 |
) |
|
$ |
795 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
This category includes counterparties with minimum credit ratings of Baa3 assigned by
Moodys Investors Service (Moodys) and BBB- assigned by Standard & Poors Rating Group, a
division of the McGraw-Hill Companies, Inc. (Standard & Poors). The five largest
counterparty exposures combined for this category represented 27% 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 less
than 7% of the total gross credit exposure. |
|
(3) |
|
This category includes counterparties that have not been rated by Moodys or Standard &
Poors, but are considered investment grade based on DTE Energys evaluation of the
counterpartys creditworthiness. The five largest counterparty exposures combined for this
category represented 7% 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 less than 1% of the gross credit exposure. |
Interest Rate Risk
DTE Energy is subject to interest rate risk in connection with the issuance of debt and
preferred securities. In order to manage interest costs, we may use treasury locks and interest
rate swap agreements. Our exposure to interest rate risk arises primarily from changes in U.S.
Treasury rates, commercial paper rates and London Inter-Bank Offered Rates (LIBOR). As of December
31, 2006, the Company has a floating rate debt to total debt ratio of approximately 18% (excluding
securitized debt).
Foreign Currency Risk
DTE Energy has foreign currency exchange risk arising from market price fluctuations
associated with fixed priced contracts. These contracts are denominated in Canadian dollars and
are primarily for the purchase and sale of power as well as for long-term transportation capacity.
To limit our exposure to foreign currency fluctuations, we have entered into a series of currency
forward contracts through January 2011. Additionally, we may enter into fair value currency hedges
to mitigate changes in the value of contracts or loans.
69
Summary of Sensitivity Analysis
We performed a sensitivity analysis to calculate the fair values of our commodity contracts,
long-term debt instruments and foreign currency forward contracts. The sensitivity analysis
involved increasing and decreasing forward rates at December 31, 2006 by a hypothetical 10% 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 |
Gas Contracts |
|
$ |
(10 |
) |
|
$ |
11 |
|
|
Commodity contracts |
Power Contracts |
|
$ |
(17 |
) |
|
$ |
17 |
|
|
Commodity contracts |
Oil Contracts |
|
$ |
78 |
|
|
$ |
(62 |
) |
|
Commodity options
|
Interest Rate Risk |
|
$ |
(314 |
) |
|
$ |
339 |
|
|
Long-term debt
|
Foreign Currency Risk |
|
$ |
2 |
|
|
$ |
(2 |
) |
|
Forward contracts
|
70
Item 8. Financial Statements and Supplementary Data
The following consolidated financial statements and schedules are included herein.
71
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 December 31, 2006, which is the end of
the period covered by this report. Based on this evaluation, the Companys Chief Executive Officer
and Chief Financial Officer have concluded that such controls and procedures are effective in
ensuring that information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the SECs rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information required to be
disclosed by the Company in the reports that it files or submits under the Exchange Act is
accumulated and communicated to the Companys management, including its Chief Executive Officer and
Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Due to the inherent limitations in the effectiveness of any disclosure controls and procedures,
management cannot provide absolute assurance that the objectives of its disclosure controls and
procedures will be attained.
(b) Managements report on internal control over financial reporting
The management of the Company is responsible for establishing and maintaining adequate
internal control over financial reporting. The Companys internal control system was designed to
provide reasonable assurance to the Companys management and Board of Directors regarding the
preparation and fair presentation of published financial statements.
All internal control systems, no matter how well designed, have inherent limitations. Therefore,
even those systems determined to be effective can provide only reasonable assurance with respect to
financial statement preparation and presentation. Projections of any evaluation of the
effectiveness to future periods are subject to the risks that control may become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
The Companys management assessed the effectiveness of the Companys internal control over
financial reporting as of December 31, 2006. In making this assessment, it used the criteria set
forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal
ControlIntegrated Framework. Based on our assessment, management believes that, as of December
31, 2006, the Companys internal control over financial reporting was effective based on those
criteria.
Our managements assessment of the effectiveness of the Companys internal control over financial
reporting has been audited by the Companys independent auditors, as stated in their report which
is included herein.
(c) Changes in internal control over financial reporting
The Company has established a formal assessment process and related procedures to evaluate the
effectiveness of internal control over financial reporting using criteria specified by COSO. The
assessment process is comprehensive in scope, utilizes internal and external resources and involves
many individuals at various levels of the Company in the design, testing and evaluation of internal
control.
As part of the evaluation and assessment process, the Company has been improving the design and
operating effectiveness of many entity-level and process-level controls. Control testing and
remediation activities provide reasonable, but not absolute, assurance that a material weakness in
internal control over financial reporting will be avoided. The inherent limitations of our current
internal controls, a portion of which are manual by their nature, contribute to the potential for
control deficiencies. Management does not believe any areas requiring further improvement
constitute a material weakness in internal control over financial reporting as of December 31,
2006.
72
There has been no change in the Companys internal control over financial reporting during the
fourth quarter of 2006 that has materially affected, or is reasonably likely to materially affect,
the Companys internal control over financial reporting.
73
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
Board of Directors and Shareholders of DTE Energy Company:
We have audited managements assessment, included in the accompanying
Managements report on internal control over financial reporting, that DTE Energy
Company and subsidiaries (the Company) maintained
effective internal control over
financial reporting as of December 31, 2006, based on criteria
established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission. The Companys management is responsible for
maintaining effective internal control over financial reporting and for its assessment of
the effectiveness of internal control over financial reporting. Our responsibility is to
express an opinion on managements assessment and an opinion on the effectiveness of
the Companys internal control over financial reporting based on
our audit.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether effective internal control
over financial reporting was maintained in all material respects. Our audit included
obtaining an understanding of internal control over financial reporting, evaluating
managements assessment, testing and evaluating the design and operating effectiveness
of internal control, and performing such other procedures as we considered necessary in
the circumstances. We believe that our audit provides a reasonable
basis for our opinions.
A companys internal control over financial reporting is a process designed by, or under
the supervision of, the companys principal executive and principal financial officers, or
persons performing similar functions, and effected by the companys board of directors,
management, and other personnel to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles. A companys
internal control over financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the companys assets that could have a material effect on the financial
statements.
Because of the inherent limitations of internal control over financial reporting, including
the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may not be prevented or detected on a timely basis.
Also, projections of any evaluation of the effectiveness of the internal control over
financial reporting to future periods are subject to the risk that the controls may become
inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
In our opinion, managements assessment that the Company maintained effective internal
control over financial reporting as of December 31, 2006, is fairly stated, in all material
respects, based on the criteria established in Internal
Control-Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Also in our opinion, the Company maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2006, based on the criteria
established in Internal Control-Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company
Accounting Oversight Board (United States), the consolidated financial statements of the
Company as of December 31, 2006 and for the year then ended, and the financial
statement schedule; and our report dated March 1, 2007 expressed an unqualified opinion
on those consolidated financial statements and financial statement schedule and included
an explanatory paragraph regarding the Companys adoption of new accounting
principles related to accounting for defined benefit pension and other postretirement
plans and share based payments.
/S/ DELOITTE & TOUCHE LLP
Detroit,
Michigan
March 1, 2007
74
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
Board of Directors and Shareholders of DTE Energy Company:
We have audited the consolidated statement of financial position of DTE Energy Company and
subsidiaries (the Company) as of December 31, 2006 and 2005, and the related consolidated statements
of operations, cash flows, and changes in shareholders equity and comprehensive income for each of the
three years in the period ended December 31, 2006. Our audits also included the financial statement
schedule listed in the Index at Item 15. These financial statements and financial statement schedule are
the responsibility of the Companys management. Our responsibility is to express an opinion on the
consolidated financial statements and financial statement schedule
based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, such consolidated financial statements present fairly, in all material respects, the financial
position of DTE Energy Company and subsidiaries at December 31, 2006 and 2005, and the results of
their operations and their cash flows for each of the three years in the period ended December 31, 2006 in
conformity with accounting principles generally accepted in the United States of America. Also, in our
opinion, such financial statement schedule, when considered in relation to the basic consolidated financial
statements of the Company taken as a whole, presents fairly, in all material respects, the information set
forth therein.
As discussed in Note 3 to the consolidated financial statements, in connection with the required adoption
of new accounting principles, in 2006 the Company changed its method of accounting for defined benefit
pension and other postretirement plans and share based payments. As discussed in Note 1 to the
consolidated financial statements, in connection with the required adoption of a new accounting principle,
in 2005 the Company changed its method of accounting for asset
retirement obligations.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the effectiveness of the Companys internal control over financial reporting as of
December 31, 2006, based on the criteria established in Internal
Control-Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway
Commission and our report dated March 1, 2007 expressed an unqualified opinion on managements assessment of the effectiveness of the
Companys internal control over financial reporting and an unqualified opinion on the effectiveness of the
Companys internal control over financial reporting.
/S/ DELOITTE & TOUCHE LLP
Detroit,
Michigan
March 1, 2007
75
DTE
Energy
Company
Consolidated Statement of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
(in Millions, Except per Share Amounts) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Revenues |
|
$ |
9,022 |
|
|
$ |
9,021 |
|
|
$ |
7,069 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, purchased power and gas |
|
|
3,056 |
|
|
|
3,530 |
|
|
|
2,007 |
|
Operation and maintenance |
|
|
3,696 |
|
|
|
3,792 |
|
|
|
3,355 |
|
Depreciation, depletion and amortization |
|
|
1,014 |
|
|
|
868 |
|
|
|
739 |
|
Taxes other than income |
|
|
321 |
|
|
|
274 |
|
|
|
312 |
|
Asset (gains) and losses, reserves and impairments, net |
|
|
107 |
|
|
|
(390 |
) |
|
|
(219 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
8,194 |
|
|
|
8,074 |
|
|
|
6,194 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
828 |
|
|
|
947 |
|
|
|
875 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (Income) and Deductions |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
526 |
|
|
|
519 |
|
|
|
516 |
|
Interest income |
|
|
(47 |
) |
|
|
(57 |
) |
|
|
(55 |
) |
Other income |
|
|
(61 |
) |
|
|
(68 |
) |
|
|
(81 |
) |
Other expenses |
|
|
86 |
|
|
|
55 |
|
|
|
67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
504 |
|
|
|
449 |
|
|
|
447 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes and Minority Interest |
|
|
324 |
|
|
|
498 |
|
|
|
428 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax Provision (Note 9) |
|
|
137 |
|
|
|
202 |
|
|
|
176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority Interest |
|
|
(250 |
) |
|
|
(281 |
) |
|
|
(212 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from Continuing Operations |
|
|
437 |
|
|
|
577 |
|
|
|
464 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from Discontinued Operations,
net of tax (Note 4) |
|
|
(5 |
) |
|
|
(37 |
) |
|
|
(33 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative Effect of Accounting Changes,
net of tax (Notes 1, 3 and 17) |
|
|
1 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings per Common Share (Note 10) |
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
2.46 |
|
|
$ |
3.30 |
|
|
$ |
2.69 |
|
Discontinued operations |
|
|
(.03 |
) |
|
|
(.21 |
) |
|
|
(.19 |
) |
Cumulative effect of accounting changes |
|
|
.01 |
|
|
|
(.02 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2.44 |
|
|
$ |
3.07 |
|
|
$ |
2.50 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Common Share (Note 10) |
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
2.45 |
|
|
$ |
3.28 |
|
|
$ |
2.68 |
|
Discontinued operations |
|
|
(.03 |
) |
|
|
(.21 |
) |
|
|
(.19 |
) |
Cumulative effect of accounting changes |
|
|
.01 |
|
|
|
(.02 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2.43 |
|
|
$ |
3.05 |
|
|
$ |
2.49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Common Shares |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
177 |
|
|
|
175 |
|
|
|
173 |
|
Diluted |
|
|
178 |
|
|
|
176 |
|
|
|
173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends Declared per Common Share |
|
$ |
2.075 |
|
|
$ |
2.06 |
|
|
$ |
2.06 |
|
See Notes to Consolidated Financial Statements
76
DTE
Energy Company
Consolidated Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
147 |
|
|
$ |
88 |
|
Restricted cash (Note 1) |
|
|
146 |
|
|
|
122 |
|
Accounts receivable (less allowance for doubtful accounts of
$170 and $136, respectively) |
|
|
|
|
|
|
|
|
Customer |
|
|
1,427 |
|
|
|
1,746 |
|
Collateral held by others |
|
|
68 |
|
|
|
286 |
|
Other |
|
|
442 |
|
|
|
363 |
|
Accrued power and gas supply cost recovery revenue |
|
|
117 |
|
|
|
186 |
|
Inventories |
|
|
|
|
|
|
|
|
Fuel and gas |
|
|
562 |
|
|
|
522 |
|
Materials and supplies |
|
|
153 |
|
|
|
146 |
|
Deferred income taxes |
|
|
245 |
|
|
|
257 |
|
Assets from risk management and trading activities |
|
|
461 |
|
|
|
806 |
|
Other |
|
|
193 |
|
|
|
160 |
|
|
|
|
|
|
|
|
|
|
|
3,961 |
|
|
|
4,682 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
|
|
|
|
|
|
Nuclear decommissioning trust funds |
|
|
740 |
|
|
|
646 |
|
Other |
|
|
505 |
|
|
|
530 |
|
|
|
|
|
|
|
|
|
|
|
1,245 |
|
|
|
1,176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
Property, plant and equipment |
|
|
19,224 |
|
|
|
18,660 |
|
Less accumulated depreciation and depletion (Note 1) |
|
|
(7,773 |
) |
|
|
(7,830 |
) |
|
|
|
|
|
|
|
|
|
|
11,451 |
|
|
|
10,830 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Assets |
|
|
|
|
|
|
|
|
Goodwill |
|
|
2,057 |
|
|
|
2,057 |
|
Regulatory assets (Note 6) |
|
|
3,226 |
|
|
|
2,074 |
|
Securitized regulatory assets (Note 6) |
|
|
1,235 |
|
|
|
1,340 |
|
Intangible assets |
|
|
72 |
|
|
|
99 |
|
Notes receivable |
|
|
164 |
|
|
|
409 |
|
Assets from risk management and trading activities |
|
|
164 |
|
|
|
316 |
|
Prepaid pension assets |
|
|
71 |
|
|
|
186 |
|
Other |
|
|
139 |
|
|
|
166 |
|
|
|
|
|
|
|
|
|
|
|
7,128 |
|
|
|
6,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
23,785 |
|
|
$ |
23,335 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements
77
DTE Energy Company
Consolidated Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
(in Millions, Except Shares) |
|
2006 |
|
|
2005 |
|
LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
1,145 |
|
|
$ |
1,187 |
|
Accrued interest |
|
|
115 |
|
|
|
115 |
|
Dividends payable |
|
|
94 |
|
|
|
92 |
|
Short-term borrowings |
|
|
1,131 |
|
|
|
943 |
|
Current portion long-term debt, including capital leases |
|
|
354 |
|
|
|
691 |
|
Liabilities from risk management and trading activities |
|
|
437 |
|
|
|
1,089 |
|
Other |
|
|
888 |
|
|
|
803 |
|
|
|
|
|
|
|
|
|
|
|
4,164 |
|
|
|
4,920 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Deferred income taxes |
|
|
1,465 |
|
|
|
1,396 |
|
Regulatory liabilities (Notes 1 and 6) |
|
|
765 |
|
|
|
715 |
|
Asset
retirement obligations (Notes 1 and 7) |
|
|
1,221 |
|
|
|
1,091 |
|
Unamortized investment tax credit |
|
|
120 |
|
|
|
131 |
|
Liabilities from risk management and trading activities |
|
|
259 |
|
|
|
527 |
|
Liabilities from transportation and storage contracts |
|
|
157 |
|
|
|
317 |
|
Accrued pension liability |
|
|
388 |
|
|
|
284 |
|
Accrued postretirement liability |
|
|
1,414 |
|
|
|
406 |
|
Deferred gains from asset sales |
|
|
36 |
|
|
|
188 |
|
Minority interest |
|
|
42 |
|
|
|
92 |
|
Nuclear decommissioning (Note 7) |
|
|
119 |
|
|
|
85 |
|
Other |
|
|
312 |
|
|
|
334 |
|
|
|
|
|
|
|
|
|
|
|
6,298 |
|
|
|
5,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-Term Debt (net of current portion) (Notes 11 and 13) |
|
|
|
|
|
|
|
|
Mortgage bonds, notes and other |
|
|
5,918 |
|
|
|
5,234 |
|
Securitization bonds |
|
|
1,185 |
|
|
|
1,295 |
|
Equity-linked securities |
|
|
|
|
|
|
175 |
|
Trust preferred-linked securities |
|
|
289 |
|
|
|
289 |
|
Capital lease obligations |
|
|
82 |
|
|
|
87 |
|
|
|
|
|
|
|
|
|
|
|
7,474 |
|
|
|
7,080 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies (Notes 2, 6, 7 and 15) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity |
|
|
|
|
|
|
|
|
Common stock, without par value, 400,000,000 shares
authorized, 177,138,060 and 177,814,429 shares issued
and outstanding, respectively |
|
|
3,467 |
|
|
|
3,483 |
|
Retained earnings |
|
|
2,593 |
|
|
|
2,557 |
|
Accumulated other comprehensive loss |
|
|
(211 |
) |
|
|
(271 |
) |
|
|
|
|
|
|
|
|
|
|
5,849 |
|
|
|
5,769 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders Equity |
|
$ |
23,785 |
|
|
$ |
23,335 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements
78
DTE
Energy
Company
Consolidated Statement of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Operating Activities |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
Adjustments to reconcile net income to net cash from
operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
|
1,014 |
|
|
|
872 |
|
|
|
744 |
|
Deferred income taxes |
|
|
28 |
|
|
|
147 |
|
|
|
129 |
|
Gain on sale of assets, net |
|
|
(11 |
) |
|
|
(38 |
) |
|
|
(17 |
) |
Gain on sale of interests in synfuel projects |
|
|
(38 |
) |
|
|
(367 |
) |
|
|
(219 |
) |
Impairment of synfuel projects |
|
|
77 |
|
|
|
|
|
|
|
|
|
Partners share of synfuel project losses |
|
|
(251 |
) |
|
|
(318 |
) |
|
|
(223 |
) |
Contributions from synfuel partners |
|
|
197 |
|
|
|
243 |
|
|
|
141 |
|
Cumulative effect of accounting changes |
|
|
(1 |
) |
|
|
3 |
|
|
|
|
|
Changes in assets and liabilities, exclusive of changes
shown separately (Note 1) |
|
|
8 |
|
|
|
(78 |
) |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
Net cash from operating activities |
|
|
1,456 |
|
|
|
1,001 |
|
|
|
995 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(1,126 |
) |
|
|
(850 |
) |
|
|
(815 |
) |
Plant and equipment expenditures non-utility |
|
|
(277 |
) |
|
|
(215 |
) |
|
|
(89 |
) |
Acquisitions, net of cash acquired |
|
|
(42 |
) |
|
|
(50 |
) |
|
|
|
|
Proceeds from sale of interests in synfuel projects |
|
|
246 |
|
|
|
349 |
|
|
|
221 |
|
Proceeds from sale of assets, net |
|
|
67 |
|
|
|
60 |
|
|
|
104 |
|
Restricted cash for debt redemptions |
|
|
(21 |
) |
|
|
4 |
|
|
|
5 |
|
Proceeds from sale of nuclear decommissioning trust
fund assets |
|
|
253 |
|
|
|
201 |
|
|
|
254 |
|
Investment in nuclear decommissioning trust funds |
|
|
(284 |
) |
|
|
(235 |
) |
|
|
(287 |
) |
Other investments |
|
|
(10 |
) |
|
|
(66 |
) |
|
|
(74 |
) |
|
|
|
|
|
|
|
|
|
|
Net cash used for investing activities |
|
|
(1,194 |
) |
|
|
(802 |
) |
|
|
(681 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of long-term debt |
|
|
612 |
|
|
|
869 |
|
|
|
736 |
|
Redemption of long-term debt |
|
|
(687 |
) |
|
|
(1,266 |
) |
|
|
(759 |
) |
Short-term borrowings, net |
|
|
291 |
|
|
|
437 |
|
|
|
33 |
|
Issuance of common stock |
|
|
17 |
|
|
|
172 |
|
|
|
41 |
|
Repurchase of common stock |
|
|
(61 |
) |
|
|
(13 |
) |
|
|
|
|
Dividends on common stock |
|
|
(365 |
) |
|
|
(360 |
) |
|
|
(354 |
) |
Other |
|
|
(10 |
) |
|
|
(6 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
Net cash used for financing activities |
|
|
(203 |
) |
|
|
(167 |
) |
|
|
(312 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase in Cash and Cash Equivalents |
|
|
59 |
|
|
|
32 |
|
|
|
2 |
|
Cash and Cash Equivalents at Beginning of Period |
|
|
88 |
|
|
|
56 |
|
|
|
54 |
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents at End of Period |
|
$ |
147 |
|
|
$ |
88 |
|
|
$ |
56 |
|
|
|
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements
79
DTE Energy Company
Consolidated Statement of Changes in Shareholders Equity and Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
Common Stock |
|
Retained |
|
Comprehensive |
|
|
(Dollars in Millions, Shares in Thousands) |
|
Shares |
|
Amount |
|
Earnings |
|
Loss |
|
Total |
|
Balance, December 31, 2003 |
|
|
168,607 |
|
|
$ |
3,109 |
|
|
$ |
2,308 |
|
|
$ |
(130 |
) |
|
$ |
5,287 |
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
431 |
|
|
|
|
|
|
|
431 |
|
Issuance of new shares |
|
|
5,671 |
|
|
|
223 |
|
|
|
|
|
|
|
|
|
|
|
223 |
|
Dividends declared on common stock |
|
|
|
|
|
|
|
|
|
|
(357 |
) |
|
|
|
|
|
|
(357 |
) |
Repurchase and retirement of common stock |
|
|
(69 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
(3 |
) |
Pension obligations (Note 16) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
7 |
|
Net change in unrealized losses on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(15 |
) |
|
|
(15 |
) |
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(20 |
) |
|
|
(20 |
) |
Unearned stock compensation and other |
|
|
|
|
|
|
(6 |
) |
|
|
1 |
|
|
|
|
|
|
|
(5 |
) |
|
Balance, December 31, 2004 |
|
|
174,209 |
|
|
|
3,323 |
|
|
|
2,383 |
|
|
|
(158 |
) |
|
|
5,548 |
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
537 |
|
|
|
|
|
|
|
537 |
|
Issuance of new shares |
|
|
3,686 |
|
|
|
172 |
|
|
|
|
|
|
|
|
|
|
|
172 |
|
Dividends declared on common stock |
|
|
|
|
|
|
|
|
|
|
(363 |
) |
|
|
|
|
|
|
(363 |
) |
Repurchase and retirement of common stock |
|
|
(288 |
) |
|
|
(13 |
) |
|
|
|
|
|
|
|
|
|
|
(13 |
) |
Pension obligations (Note 16) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
4 |
|
Net change in unrealized losses on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(106 |
) |
|
|
(106 |
) |
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(11 |
) |
|
|
(11 |
) |
Unearned stock compensation and other |
|
|
207 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
Balance, December 31, 2005 |
|
|
177,814 |
|
|
|
3,483 |
|
|
|
2,557 |
|
|
|
(271 |
) |
|
|
5,769 |
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
433 |
|
|
|
|
|
|
|
433 |
|
Issuance of new shares |
|
|
411 |
|
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
17 |
|
Dividends declared on common stock |
|
|
|
|
|
|
|
|
|
|
(368 |
) |
|
|
|
|
|
|
(368 |
) |
Repurchase and retirement of common stock |
|
|
(1,283 |
) |
|
|
(32 |
) |
|
|
(29 |
) |
|
|
|
|
|
|
(61 |
) |
Adjustment
to initially apply SFAS No. 158 (net of tax) (Note 16) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(38 |
) |
|
|
(38 |
) |
Pension obligations (Note 16) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
3 |
|
Net change in unrealized losses on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
102 |
|
|
|
102 |
|
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7 |
) |
|
|
(7 |
) |
Unearned stock compensation and other |
|
|
196 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
Balance, December 31, 2006 |
|
|
177,138 |
|
|
$ |
3,467 |
|
|
$ |
2,593 |
|
|
$ |
(211 |
) |
|
$ |
5,849 |
|
|
The following table displays comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Net income |
|
$ |
433 |
|
|
$ |
537 |
|
|
$ |
431 |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
|
|
|
|
|
Pension
obligations, net of taxes of $2, $2 and $4 (Notes 6 and 16) |
|
|
3 |
|
|
|
4 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
Net unrealized gains (losses) on derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
Gains (losses) arising during the period, net of taxes of $3, $(78) and $(26) |
|
|
6 |
|
|
|
(145 |
) |
|
|
(49 |
) |
Amounts reclassified to income, net of taxes of $52, $21 and $18 |
|
|
96 |
|
|
|
39 |
|
|
|
34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
102 |
|
|
|
(106 |
) |
|
|
(15 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized losses on investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Losses arising during the period, net of taxes of $(4), $(3) and $(3) |
|
|
(7 |
) |
|
|
(6 |
) |
|
|
(5 |
) |
Amounts reclassified to income, net of taxes of $-, $(2) and $(8) |
|
|
|
|
|
|
(5 |
) |
|
|
(15 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(7 |
) |
|
|
(11 |
) |
|
|
(20 |
) |
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
$ |
531 |
|
|
$ |
424 |
|
|
$ |
403 |
|
|
|
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements
80
DTE Energy Company
Notes to Consolidated Financial Statements
NOTE 1 SIGNIFICANT ACCOUNTING POLICIES
Corporate Structure
DTE Energy owns the following businesses:
|
|
|
The Detroit Edison Company (Detroit Edison), an electric utility engaged in the
generation, purchase, distribution and sale of electric energy to approximately 2.2 million
customers in southeast Michigan; |
|
|
|
|
Michigan Consolidated Gas Company (MichCon), a natural gas utility engaged in the
purchase, storage, transmission and distribution and sale of natural gas to approximately
1.3 million customers throughout Michigan; and |
|
|
|
|
Other non-utility subsidiaries engaged in a variety of energy related businesses such as
coal transportation and marketing, and gas storage and transportation, natural gas exploration and
production, power and industrial projects, energy marketing and trading and synthetic fuel. |
Detroit Edison and MichCon are regulated by the MPSC. The FERC regulates certain activities of
Detroit Edisons business as well as various other aspects of businesses under DTE Energy. In
addition, we are regulated by other federal and state regulatory agencies including the NRC, the
EPA and MDEQ.
References in this report to we, us, our, Company or DTE are to DTE Energy and its
subsidiaries, collectively.
Principles of Consolidation
We consolidate all majority owned subsidiaries and investments in entities in which we have
controlling influence. Non-majority owned investments are accounted for using the equity method
when the company is able to influence the operating policies of the investee. Non-majority owned
investments include investments in limited liability companies, partnerships or joint ventures.
When we do not influence the operating policies of an investee, the cost method is used. We
eliminate all intercompany balances and transactions.
For entities that are considered variable interest entities, we apply the provisions of Financial
Accounting Standards Board (FASB) Interpretation No. (FIN) 46-R, Consolidation of Variable Interest
Entities, an Interpretation of ARB No. 51.
Basis of Presentation
The accompanying consolidated financial statements are prepared using accounting principles
generally accepted in the United States of America. These accounting principles require us to use
estimates and assumptions that impact reported amounts of assets, liabilities, revenues and
expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from
our estimates.
Revenues
Revenues from the sale and delivery of electricity, and the sale, delivery and storage of
natural gas are recognized as services are provided. Detroit Edison and MichCon record revenues for
electric and gas provided but unbilled at the end of each month.
Detroit Edisons accrued revenues include a component for the cost of power sold that is
recoverable through the PSCR mechanism. MichCons accrued revenues include a component for the cost
of gas sold
81
that is recoverable through the GCR mechanism. Annual PSCR and GCR proceedings before the MPSC
permit Detroit Edison and MichCon to recover prudent and reasonable supply costs. Any
overcollection or undercollection of costs, including interest, will be reflected in future rates.
See Note 6.
Non-utility businesses recognize revenues as services are provided and products are delivered. Our
Energy Trading segment records in revenues net unrealized derivative gains and losses on energy
trading contracts, including those to be physically settled.
Comprehensive Income
Comprehensive income is the change in common shareholders equity during a period from
transactions and events from non-owner sources, including net income. As shown in the following
table, amounts recorded to other comprehensive income at December 31, 2006 include: unrealized
gains and losses from derivatives accounted for as cash flow hedges, unrealized gains and losses on
available for sale securities, minimum pension liabilities and pension and
postretirement costs. As a result of the adoption of SFAS No. 158 effective December 31, 2006, the
minimum pension liability is no longer recognized. Pension and postretirement costs
consisting of deferred actuarial losses, prior service costs and transition amounts
related to the pension and postretirement plans were recorded pursuant to SFAS No. 158.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
Net |
|
|
|
|
|
Accumulated |
|
|
|
Unrealized |
|
|
Unrealized |
|
|
Pension and |
|
|
Other |
|
|
|
Losses on |
|
|
Gains on |
|
|
Postretirement |
|
|
Comprehensive |
|
(in Millions) |
|
Derivatives |
|
|
Investments |
|
|
Obligations |
|
|
Loss |
|
Beginning balances |
|
$ |
(206 |
) |
|
$ |
22 |
|
|
$ |
(87 |
) |
|
$ |
(271 |
) |
Current-period
change |
|
|
102 |
|
|
|
(7 |
) |
|
|
3 |
|
|
|
98 |
|
Adjustment
to initially apply SFAS No. 158 (net of tax) |
|
|
|
|
|
|
|
|
|
|
(38 |
) |
|
|
(38 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance |
|
$ |
(104 |
) |
|
$ |
15 |
|
|
$ |
(122 |
) |
|
$ |
(211 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Equivalents and Restricted Cash
Cash and cash equivalents include cash on hand, cash in banks and temporary investments
purchased with remaining maturities of three months or less. Restricted cash consists of funds held
to satisfy requirements of certain debt and partnership operating agreements. Restricted cash is
classified as a current asset as all restricted cash is designated for interest and principal
payments due within one year.
Inventories
We value fuel inventory and materials and supplies at average cost.
Gas inventory at MichCon is determined using the last-in, first-out (LIFO) method. At December 31,
2006, the replacement cost of gas remaining in storage exceeded the $77 million LIFO cost by $236
million. During 2006, MichCon liquidated 5.1 billion cubic feet of prior years LIFO layers. The
liquidation reduced 2006 cost of gas by approximately $1 million, but had no impact on earnings as
a result of the GCR mechanism. At December 31, 2005, the replacement cost of gas remaining in
storage exceeded the $119 million LIFO cost by $496 million. During 2004, MichCon liquidated 5.7
billion cubic feet of prior years LIFO layers. The liquidation reduced 2004 cost of gas by
approximately $7 million, but had no impact on earnings as a result of the GCR mechanism.
Our Energy Trading segment uses the average cost method for its gas in inventory.
82
Property, Retirement and Maintenance, and Depreciation and Depletion
Summary of property by classification as of December 31:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
Property, Plant and Equipment |
|
|
|
|
|
|
|
|
Electric Utility |
|
|
|
|
|
|
|
|
Generation |
|
$ |
7,667 |
|
|
$ |
7,375 |
|
Distribution |
|
|
6,249 |
|
|
|
6,041 |
|
|
|
|
|
|
|
|
Total Electric Utility |
|
|
13,916 |
|
|
|
13,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Utility |
|
|
|
|
|
|
|
|
Distribution |
|
|
2,175 |
|
|
|
2,098 |
|
Storage |
|
|
245 |
|
|
|
237 |
|
Other |
|
|
985 |
|
|
|
929 |
|
|
|
|
|
|
|
|
Total Gas Utility |
|
|
3,405 |
|
|
|
3,264 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-utility and Other |
|
|
1,903 |
|
|
|
1,980 |
|
|
|
|
|
|
|
|
Total Property, Plant and Equipment |
|
|
19,224 |
|
|
|
18,660 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Accumulated Depreciation and Depletion |
|
|
|
|
|
|
|
|
Electric Utility |
|
|
|
|
|
|
|
|
Generation |
|
|
(3,410 |
) |
|
|
(3,439 |
) |
Distribution |
|
|
(2,170 |
) |
|
|
(2,156 |
) |
|
|
|
|
|
|
|
Total Electric Utility |
|
|
(5,580 |
) |
|
|
(5,595 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Utility |
|
|
|
|
|
|
|
|
Distribution |
|
|
(926 |
) |
|
|
(891 |
) |
Storage |
|
|
(108 |
) |
|
|
(104 |
) |
Other |
|
|
(513 |
) |
|
|
(481 |
) |
|
|
|
|
|
|
|
Total Gas Utility |
|
|
(1,547 |
) |
|
|
(1,476 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-utility and Other |
|
|
(646 |
) |
|
|
(759 |
) |
|
|
|
|
|
|
|
Total Accumulated Depreciation and Depletion |
|
|
(7,773 |
) |
|
|
(7,830 |
) |
|
|
|
|
|
|
|
Net Property, Plant and Equipment |
|
$ |
11,451 |
|
|
$ |
10,830 |
|
|
|
|
|
|
|
|
Property is stated at cost and includes construction-related labor, materials, overheads and
an allowance for funds used during construction. The cost of properties retired, less salvage
value, at Detroit Edison and MichCon is charged to accumulated depreciation.
Expenditures for maintenance and repairs are charged to expense when incurred, except for Fermi 2.
Approximately $16 million of expenses related to the anticipated Fermi 2 refueling outage scheduled
for 2007 were accrued at December 31, 2006. Amounts are being accrued on a pro-rata basis over an
18-month period that began in May 2006. We have utilized the accrue-in-advance policy for nuclear
refueling outage costs since the Fermi 2 plant was placed in service in 1988. This method matches
the regulatory recovery of these costs in rates set by the MPSC. See Note 3.
We base depreciation provisions for utility property at Detroit Edison and MichCon on straight-line
and units of production rates approved by the MPSC. The composite depreciation rate for Detroit
Edison was 3.3% in 2006, 3.4% in 2005 and 2004. The composite depreciation rate for MichCon was
2.8%, 3.2% and 3.6% in 2006, 2005, and 2004, respectively.
83
The average estimated useful life for each major class of utility property, plant and equipment as
of December 31, 2006 follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated Useful Lives in Years |
Utility |
|
Generation |
|
Distribution |
|
Transmission |
Electric |
|
|
40 |
|
|
|
37 |
|
|
|
N/A |
|
Gas |
|
|
N/A |
|
|
|
37 |
|
|
|
40 |
|
Non-utility property is depreciated over its estimated useful life using straight-line,
declining-balance or units-of-production methods. The estimated useful lives for major classes of
non-utility assets and facilities ranges from 20 to 40 years.
We credit depreciation, depletion and amortization expense when we establish regulatory assets for
stranded costs related to the electric Customer Choice program and deferred environmental
expenditures. We charge depreciation, depletion and amortization expense when we amortize the
regulatory assets. We credit interest expense to reflect the accretion income on certain regulatory
assets.
Intangible assets relating to capitalized software are classified as Property, Plant
and Equipment and the related amortization is included in Accumulated
Depreciation and Depletion
on the Consolidated Statement of Financial Position. We capitalize the costs associated with
computer software we develop or obtain for use in our business. We amortize intangible assets on a
straight-line basis over the expected period of benefit, ranging from 5 to 20 years. Intangible
assets amortization expense was $37 million in 2006, $41 million in 2005 and $43 million in 2004.
The gross carrying amount and accumulated amortization of intangible assets at December 31, 2006
were $503 million and $108 million, respectively. The gross carrying amount and accumulated
amortization of intangible assets at December 31, 2005 were $470 million and $168 million,
respectively. Amortization expense of intangible assets is estimated to be $46 million annually for
2007 through 2011.
Asset Retirement Obligations
We have recorded asset retirement obligations in accordance with SFAS No. 143, Accounting for
Asset Retirement Obligations and FASB Interpretation FIN No. 47, Accounting for Conditional Asset
Retirement Obligations, an interpretation of FASB Statement No. 143. We have a legal retirement
obligation for the decommissioning costs for our Fermi 1 and Fermi 2 nuclear plants. To a lesser
extent, we have legal retirement obligations for the synthetic fuel operations, gas production
facilities, gas gathering facilities and various other operations. We have conditional retirement
obligations for gas pipeline retirement costs and disposal of asbestos at certain of our power
plants. To a lesser extent, we have conditional retirement obligations at certain service centers,
compressor and gate stations, and disposal costs for PCB contained within transformers and circuit
breakers.
For our regulated operations, the adoptions of SFAS No. 143 and FIN 47 resulted primarily in timing
differences in the recognition of legal asset retirement costs that we are currently recovering in
rates. We defer such differences under SFAS No. 71, Accounting for the Effects of Certain Types of
Regulation.
As a result of adopting FIN 47 on December 31, 2005, we recorded a plant asset of $26 million with
offsetting accumulated depreciation of $14 million, and an asset retirement obligation liability of
$124 million. We also recorded a cumulative effect amount related to utility operations as a
reduction to a regulatory liability of $108 million and a cumulative effect charge against earnings
of $3 million, after-tax in 2005.
No liability has been recorded with respect to lead-based paint, as the quantities of lead-based
paint in our facilities are unknown. In addition, there is no incremental cost to demolitions of
lead-based paint
84
facilities vs. non-lead based paint facilities and no regulations currently exist requiring any
type of special disposal of items containing lead-based paint.
Ludington Hydroelectric Power Plant has an indeterminate life and no legal obligation currently
exists to decommission the plant at some future date. Substations, manholes and certain other
distribution assets within Detroit Edison have an indeterminate life, therefore, no asset
retirement liability has been recorded for these assets.
A reconciliation of the asset retirement obligations for 2006 follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
Asset retirement obligations at January 1, 2006 |
|
$ |
1,091 |
|
Accretion |
|
|
72 |
|
Liabilities incurred |
|
|
6 |
|
Liabilities settled |
|
|
(7 |
) |
Revision in estimated cash flows |
|
|
59 |
|
|
|
|
|
Asset retirement obligations at December 31, 2006 |
|
$ |
1,221 |
|
|
|
|
|
A significant portion of the asset retirement obligations represents nuclear decommissioning
liabilities which are funded through a surcharge to electric customers over the life of the Fermi 2
nuclear plant.
Gas Production
We follow the successful efforts method of accounting for investments in gas properties.
Under this method of accounting, all property acquisition costs and costs of exploratory and
development wells are capitalized when incurred, pending determination of whether the well has
found proved reserves. If an exploratory well has not found proved reserves, the costs of drilling
the well are expensed. The costs of development wells are capitalized, whether productive or
nonproductive. Geological and geophysical costs on exploratory prospects and the costs of carrying
and retaining unproved properties are expensed as incurred. An impairment loss is recorded to the
extent that capitalized costs of unproved properties, on a property-by-property basis, are
considered not to be realizable. An impairment loss is recorded if the net capitalized costs of
proved gas properties exceed the aggregate related undiscounted future net revenues. Depreciation,
depletion and amortization of proved gas properties are determined using the units-of-production
method.
Long-Lived Assets
Our long-lived assets are reviewed for impairment whenever events or changes in circumstances
indicate the carrying amount of an asset may not be recoverable. If the carrying amount of the
asset exceeds the expected future cash flows generated by the asset, an impairment loss is
recognized resulting in the asset being written down to its estimated fair value. Assets to be
disposed of are reported at the lower of the carrying amount or fair value less cost to sell.
Intangible Assets
We have certain intangible assets relating to non-utility contracts and emission allowances.
We amortize intangible assets on a straight-line basis over the expected period of benefit, ranging
from 5 to 26 years. Intangible assets amortization expense was $5 million in 2006, $2 million in
2005 and $1 million in 2004. The gross carrying amount and accumulated amortization of intangible
assets at December 31, 2006 were $80 million and $8 million, respectively. The gross carrying
amount and accumulated amortization of intangible assets at December 31, 2005 were $102 million and
$3 million, respectively. Amortization expense of intangible assets is estimated to be $5 million
annually for 2007 through 2011.
85
Excise and Sales Taxes
We record the billing of excise and sales taxes as a receivable with an offsetting payable to
the applicable taxing authority, with no impact on the Consolidated Statement of Operations.
Deferred Debt Costs
The costs related to the issuance of long-term debt are deferred and amortized over the life
of each debt issue. In accordance with MPSC regulations applicable to our electric and gas
utilities, the unamortized discount, premium and expense related to debt redeemed with a
refinancing are amortized over the life of the replacement issue. Discount, premium and expense on
early redemptions of debt associated with non-utility operations are charged to earnings.
Insured and Uninsured Risks
Our comprehensive insurance program provides coverage for various types of risks. Our
insurance policies cover risk of loss from property damage, general liability, workers
compensation, auto liability and directors and officers liability. Under our risk management
policy, we self-insure portions of certain risks up to specified limits, depending on the type of
exposure. We have an actuarially determined estimate of our incurred but not reported liability
prepared annually and adjust our reserves for self-insured risks as appropriate.
Investments in Debt and Equity Securities
We generally classify investments in debt and equity securities as either trading or
available-for-sale and have 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 nuclear decommissioning-related investments are recorded as adjustments to regulatory
assets or liabilities. Our 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. See Note 7.
Investment in Plug Power
We own 8.8 million shares of Plug Power Inc. We account for our investment under the cost
method of accounting. We record our investment at market value and account for unrealized gains and
losses in other comprehensive income or loss. In December 2005, we contributed 1.8 million shares
of Plug Power to the DTE Energy Foundation that resulted in a gain of approximately $1 million due
to related tax effects. In May 2004, we sold 3.5 million shares of Plug Power stock and recorded a
gain of approximately $14 million (net of taxes).
Consolidated Statement of Cash Flows
A detailed analysis of the changes in assets and liabilities that are reported in the
Consolidated Statement of Cash Flows follows:
86
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Changes in Assets and Liabilities, Exclusive of
Changes Shown Separately |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
$ |
441 |
|
|
$ |
(633 |
) |
|
$ |
11 |
|
Accrued GCR revenue |
|
|
120 |
|
|
|
(16 |
) |
|
|
(35 |
) |
Inventories |
|
|
(49 |
) |
|
|
(6 |
) |
|
|
(40 |
) |
Recoverable pension and postretirement costs |
|
|
(1,184 |
) |
|
|
61 |
|
|
|
(20 |
) |
Accrued/Prepaid pensions |
|
|
218 |
|
|
|
17 |
|
|
|
88 |
|
Accounts payable |
|
|
(68 |
) |
|
|
290 |
|
|
|
266 |
|
Accrued PSCR refund |
|
|
(101 |
) |
|
|
(127 |
) |
|
|
112 |
|
Exchange gas payable |
|
|
|
|
|
|
5 |
|
|
|
(43 |
) |
Income taxes payable |
|
|
46 |
|
|
|
(38 |
) |
|
|
(170 |
) |
General taxes |
|
|
3 |
|
|
|
(11 |
) |
|
|
(14 |
) |
Risk management and trading activities |
|
|
(518 |
) |
|
|
353 |
|
|
|
(64 |
) |
Postretirement obligation |
|
|
1,008 |
|
|
|
132 |
|
|
|
29 |
|
Other assets |
|
|
(134 |
) |
|
|
(9 |
) |
|
|
75 |
|
Other liabilities |
|
|
226 |
|
|
|
(96 |
) |
|
|
(186 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
8 |
|
|
$ |
(78 |
) |
|
$ |
9 |
|
|
|
|
|
|
|
|
|
|
|
Supplementary cash and non-cash information for the years ended December 31, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
2005 |
|
2004 |
Cash Paid for: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest (excluding interest capitalized) |
|
$ |
526 |
|
|
$ |
516 |
|
|
$ |
517 |
|
Income taxes |
|
$ |
89 |
|
|
$ |
80 |
|
|
$ |
203 |
|
Noncash Investing and Financing Activities |
|
|
|
|
|
|
|
|
|
|
|
|
Notes received from sale of synfuel projects |
|
$ |
|
|
|
$ |
20 |
|
|
$ |
214 |
|
Common stock contribution to pension plan |
|
$ |
|
|
|
$ |
|
|
|
$ |
170 |
|
Sale of assets |
|
|
|
|
|
|
|
|
|
|
|
|
Note receivable |
|
$ |
|
|
|
$ |
47 |
|
|
$ |
|
|
Other assets |
|
$ |
|
|
|
$ |
45 |
|
|
$ |
|
|
We entered into a margin loan facility with an affiliate of the clearing agent of a commodity
exchange in lieu of posting additional cash collateral (a non-cash transaction). The amount
outstanding under the Facility was $103 million as of December 31, 2005. In October 2006, we
changed our clearing agent and entered into a new demand financing agreement for up to $150
million. The amount outstanding under this new agreement was $23 million at December 31, 2006. See
Note 12.
In
October 2006, we purchased the lessor interest in the 66 Bcf Washington 10 gas storage field. Prior to
the purchase, we leased the storage rights and lease obligations which were recorded as operating
leases. The acquisition resulted in a cash payment of approximately $13 million and the assumption
of approximately $133 million of project related debt that was recorded on our Consolidated
Statement of Financial Position. See Note 11.
87
Asset (gains) and losses, reserves and impairments, net
The following items are included in the Asset (gains) and losses, reserves and impairments,
net line in the Consolidated Statement of Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
Description |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Synfuel (Gains) Losses, Reserves and Impairments |
|
|
|
|
|
|
|
|
|
|
|
|
Gains recognized for fixed payments |
|
$ |
(43 |
) |
|
$ |
(132 |
) |
|
$ |
(95 |
) |
Gains recognized for variable payments |
|
|
(14 |
) |
|
|
(187 |
) |
|
|
(136 |
) |
Reserves for contractual partners obligations |
|
|
79 |
|
|
|
|
|
|
|
|
|
Other reserves and impairments, including partners share |
|
|
78 |
|
|
|
|
|
|
|
|
|
Hedges (mark-to-market) |
|
|
(60 |
) |
|
|
(48 |
) |
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
Synfuels (net) |
|
|
40 |
|
|
|
(367 |
) |
|
|
(219 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-utility impairments: |
|
|
|
|
|
|
|
|
|
|
|
|
Waste coal recovery |
|
|
19 |
|
|
|
|
|
|
|
|
|
Landfill gas recovery |
|
|
14 |
|
|
|
|
|
|
|
|
|
Power generation |
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
75 |
|
|
|
|
|
|
|
|
|
Electric utility sale of land |
|
|
(6 |
) |
|
|
(26 |
) |
|
|
|
|
Other |
|
|
(2 |
) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
107 |
|
|
$ |
(390 |
) |
|
$ |
(219 |
) |
|
|
|
|
|
|
|
|
|
|
See the following notes for other accounting policies impacting our financial statements:
|
|
|
|
|
Note |
|
Title |
|
3 |
|
|
New Accounting Pronouncements |
|
6 |
|
|
Regulatory Matters |
|
9 |
|
|
Income Taxes |
|
14 |
|
|
Financial and Other Derivative Instruments |
|
16 |
|
|
Retirement Benefits and Trusteed Assets |
|
17 |
|
|
Stock-based Compensation |
NOTE 2 SYNFUEL OPERATIONS
Synthetic Fuel Operations
We are the operator of nine synthetic fuel production facilities throughout the United States.
Synfuel facilities chemically change coal, including waste and marginal coal, into a synthetic fuel
as determined under applicable Internal Revenue Service rules. Production tax credits are provided
for the production and sale of solid synthetic fuels produced from coal. To qualify for the
production tax credits, the synthetic fuel must meet three primary conditions: (1) there must be a
significant chemical change in the coal feedstock, (2) the product must be sold to an unaffiliated
entity, and (3) the production facility must have been placed in service before July 1, 1998.
Through December 31, 2006, we have generated and recorded approximately $580 million in production
tax credits.
To reduce U.S. dependence on imported oil, the Internal Revenue Code provides production tax
credits as an incentive for taxpayers to produce fuels from alternative sources. This incentive is
not deemed necessary if the price of oil increases and provides significant market incentives for
the production of these fuels. As such, the tax credit in a given year is reduced if the Reference
Price of oil within that year exceeds a threshold price. The Reference Price of a barrel of oil is
an estimate of the annual average wellhead price per barrel for domestic crude oil. We project the
yearly average wellhead price per barrel
88
of oil for the year to be approximately $6 lower than the New York Mercantile Exchange (NYMEX)
price for light, sweet crude oil. The threshold price at which the credit begins to be reduced was
set in 1980 and is adjusted annually for inflation. For 2006, we estimate the threshold price at
which the tax credit would begin to be reduced is $55 per barrel and would be completely phased out
if the Reference Price reached $69 per barrel. As of December 31, 2006, the realized NYMEX daily
closing price of a barrel of oil was approximately $66 for 2006, equating to an estimated Reference
Price of $60, which we estimate to be within the phase-out range.
To mitigate the effect of a potential phase-out and minimize operating losses we idled production
at all nine of the synthetic fuel facilities that we operate on May 12, 2006. The decision to idle
synfuel production was driven by the level and volatility of oil prices at that time. During the
idle period, we took various steps to reduce our oil price exposure, including, renegotiation of a
significant number of commercial agreements. Beginning September 5, 2006 through October 4, 2006,
we resumed production at each of the nine synfuel facilities due to these amended commercial
agreements and declines in the level of oil prices.
Gains (Losses) from Sale of Interests in Synthetic Fuel Facilities
Through December 2006, we have sold interests in all of the synthetic fuel production plants,
representing approximately 91% of our total production capacity. Proceeds from the sales are
contingent upon production levels, the production qualifying for production tax credits, and the
value of such credits. Production tax credits are subject to phase-out if domestic crude oil
prices reach certain levels. We recognize gains from the sale of interests in the synfuel
facilities as synfuel is produced and sold, and when there is persuasive evidence that the sales
proceeds have become fixed or determinable and collectibility is reasonably assured. Until the gain
recognition criteria are met, gains from selling interests in synfuel facilities are deferred. It
is possible that gains will be deferred in the first, second and/or third quarters of each year
until there is persuasive evidence that no tax credit phase-out will occur for the applicable
calendar year. This could result in shifting earnings from earlier quarters to later quarters of a
calendar year. We have recorded a pre-tax loss of $40 million in 2006 and pre-tax gains of $367
million and $219 million in 2005 and 2004, respectively, from the
sale of interests in synthetic fuel facilities, net of reserves and
impairments.
The gain from the sale of synfuel facilities is comprised of fixed and variable components. The
fixed component represents note payments, is not subject to refund, and
is recognized as a gain when earned and collectibility is assured. The variable component is based
on an estimate of tax credits allocated to our partners and is subject to refund based on the
annual oil price phase-out. The variable component is recognized as a gain only when the
probability of refund is considered remote and collectibility is assured. Additionally, our partners reimburse us (through the project entity) for the
operating losses of the synfuel facilities, referred to as capital contributions. In the event that
the tax credit is phased out, we are contractually obligated to refund an amount equal to all or a
portion of the operating losses funded by our partners. To assess the probability and estimate the
amount of refund, we use valuation and analysis models that calculate the probability of the
Reference Price of oil for the year being within or exceeding the phase-out range. We recorded
reserves for contractual partners obligations of $79 million in 2006.
Derivative
Instruments - Commodity Price Risk
To manage our exposure to the risk of an increase in oil prices that could substantially reduce or
eliminate synfuel sales proceeds, we entered into a series of derivative contracts covering a
specified number of barrels of oil. The derivative contracts involve purchased and written call
options that provide for net cash settlement at expiration based on
the full years average
NYMEX trading prices for light, sweet crude oil in relation to the
strike prices of each option.
These contracts are based on various terms to take advantage of favorable oil price movements.
The agreements do not qualify for hedge accounting, therefore, the changes in the fair value of
the options are recorded currently in earnings. The fair value changes shown below are recorded
as adjustments to the gain from selling interests in synfuel facilities and are included in the Asset
gains and losses, reserves and impairments, net line item in the Consolidated Statement of
Operations.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Hedge (gains) losses (mark-to-market) |
|
|
|
|
|
|
|
|
|
|
|
|
Hedges for 2005 exposure |
|
$ |
|
|
|
$ |
(2 |
) |
|
$ |
12 |
|
Hedges for 2006 exposure |
|
|
(66 |
) |
|
|
(40 |
) |
|
|
|
|
Hedges for 2007 exposure |
|
|
6 |
|
|
|
(6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(60 |
) |
|
$ |
(48 |
) |
|
$ |
12 |
|
|
|
|
|
|
|
|
|
|
|
89
Impairments
and Reserves
In 2006, we determined that certain assets related to our synfuel operations were impaired. The
decision to record an impairment was based on the level and volatility of oil prices and the
ability of the synfuel operations to generate production tax credits. In 2006, we recorded a
pre-tax loss of $157 million within the Asset (gains) and losses, reserves and
impairments, net, line item in the Consolidated Statement of
Operations. The loss consists of two components; $78 million for synfuel related fixed
asset impairment and inventory write-down and $79
million for a reserve for capital contributions related to operating
losses. We based the impairment decision on an analysis of the undiscounted cash flows from the use and eventual
disposition of the assets and determined that the carrying amount of the assets exceeded their
expected fair value. The income impact of the fixed asset impairment
and inventory write-down was partially offset by $70 million, representing
our partners share of the asset write down, included in the Minority Interest line in the
Consolidated Statement of Operations.
Guarantees
We have provided certain guarantees and indemnities in conjunction with the sales of interests
in our synfuel facilities. The guarantees cover potential commercial, environmental, oil price and
tax-related obligations and will survive until 90 days after expiration of all applicable statute
of limitations. We estimate that our maximum potential liability under these guarantees at December
31, 2006 is $2.4 billion. At December 31, 2006, we have
reserved $181 million of our maximum
potential liability primarily representing the possible refund of
certain payments made by our synfuel partners.
NOTE 3 NEW ACCOUNTING PRONOUNCEMENTS
Accounting for Uncertainty in Income Taxes
In July 2006, the FASB issued Financial Interpretation No. 48 (FIN 48), Accounting for
Uncertainty in Income Taxes An Interpretation of FASB Statement No. 109 Accounting for Income
Taxes. FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an
enterprises financial statements in accordance with FASB Statement No. 109. Additionally, it
prescribes a recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in the tax return. FIN
48 provides guidance on derecognition, classification, interest and penalties, accounting in
interim periods, disclosure and transition and is effective for fiscal years beginning after
December 15, 2006. We plan to adopt FIN 48 effective January 1, 2007. We do not expect the
adoption to have a material impact to the January 1, 2007 balance of retained earnings.
90
Fair
Value Accounting
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS 157 defines
fair value, establishes a framework for measuring fair value in generally accepted accounting
principles, and expands disclosures about fair value measurements. It emphasizes that fair value
is a market-based measurement, not an entity-specific measurement. Fair value measurement should
be determined based on the assumptions that market participants would use in pricing an asset or
liability. SFAS 157 is effective for fiscal years beginning after November 15, 2007, and interim
periods within those fiscal years. We plan to adopt SFAS 157 on January 1, 2008. We are currently
assessing the effects of this statement, and have not yet determined the impact on the consolidated
financial statements.
In February 2007, the FASB issued SFAS 159, The Fair Value Option for Financial Assets and
Financial Liabilities - Including an Amendment of FASB Statement No. 115. This standard
permits an entity to choose to measure many financial instruments and certain other items at fair-
value. The fair value option established by SFAS 159 permits all entities to choose to measure
eligible items at fair value at specified election dates. An entity will report unrealized gains and
losses on items for which the fair value option has been elected in earnings at each subsequent
reporting date. The fair value option: (a) may be applied instrument by instrument, with a few
exceptions, such as investments otherwise accounted for by the equity method; (b) is irrevocable
(unless a new election date occurs); and (c) is applied only to entire instruments and not to
portions of instruments. SFAS 159 is effective as of the beginning of an entity's first fiscal year
that begins after November 15, 2007. We are currently assessing the effects of this statement,
and have not yet determined the impact on the consolidated financial statements.
Accounting for Defined Benefit Pension and Other Postretirement Plans
In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans an Amendment of FASB Statements No. 87, 88, 106, and
132(R). SFAS 158 requires companies to (1) recognize the overfunded or underfunded status of
defined benefit pension and defined benefit other postretirement plans in its financial statements,
(2) recognize as a component of other comprehensive income, net of tax, the actuarial gains or
losses and the prior service costs or credits that arise during the period but are not immediately
recognized as components of net periodic benefit cost, (3) recognize adjustments to other
comprehensive income when the actuarial gains or losses, prior service costs or credits, and
transition assets or obligations are recognized as components of net periodic benefit cost, (4)
measure postretirement benefit plan assets and plan obligations as of the date of the employers
statement of financial position, and (5) disclose additional information in the notes to financial
statements about certain effects on net periodic benefit cost in the upcoming fiscal year that
arise from delayed recognition of the actuarial gains and losses and the prior service cost and
credits.
The requirement to recognize the funded status of a defined benefit pension or defined benefit
other postretirement plan and the related disclosure requirements was effective for fiscal years
ending after December 15, 2006, and we adopted this portion of the standard on December 31, 2006.
We requested and received agreement from the MPSC to record the additional liability amounts for
Detroit Edison and MichCon on the balance sheet as a regulatory asset.
The requirement to measure plan assets and benefit obligations as of the date of the employers
fiscal year-end statement of financial position is effective for fiscal years ending after December
15, 2008. The Statement provides two options for the transition to a fiscal year end measurement
date. We currently use a November 30 measurement date. We have not yet determined which of the
available transition measurement options we will use.
See Note 16.
Accounting for Planned Major Maintenance
In September 2006, the FASB issued its Staff Position (FSP), AUG AIR-1, Accounting for Planned
Major Maintenance Activities. This FSP prohibits the use of the accrue-in-advance method of
accounting for planned major maintenance activities in annual and interim financial reporting
periods. We have historically charged expenditures for maintenance and repairs to expense as they
were incurred, with the exception of Fermi 2, where we have utilized the accrue-in-advance policy
for nuclear refueling outage costs since the plant was placed in service in 1988. We adopted this
FSP on December 31, 2006. Although this FSP prohibits use of the accrue-in-advance
method, we will continue to use it to account for the cost of Fermi 2 refueling outages because it
matches the regulatory recovery of these costs in rates set by the MPSC and, therefore is in
compliance with the requirements of SFAS No. 71, Accounting for the Effects of Certain Types of
Regulation. The adoption of FSP AUG AIR-1 had no income impact on our financial statements. See
Note 6.
91
Quantifying Misstatements
In September 2006, the SEC staff issued Staff Accounting Bulletin (SAB) Topic 1N, Financial
Statements Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in
Current Year Financial Statements (SAB 108). SAB 108 addresses how a registrant should quantify
the effect of an error on the financial statements. The SEC staff
concluded in SAB 108 that a dual
approach should be used to compute the amount of a misstatement. Specifically, the amount should be
computed using both the rollover (current year income statement perspective) and iron curtain
(year-end balance sheet perspective) methods. We adopted this SAB effective December 31, 2006.
Based on our assessment we identified no errors that would require an adjustment to current or
prior financial statements; therefore, the adoption of SAB 108 had no financial statement impact.
Stock Based Compensation
We adopted SFAS No. 123(R), Share Based Payments effective January 1, 2006. Previously we had
been following the recognition and measurement principles of Accounting Principles Board (APB) No.
25, Accounting for Stock Issued to Employees, and followed the nominal vesting period approach for
awards with retirement eligibility provisions. See Note 17 for the effects of the adoption of SFAS
No. 123(R).
NOTE 4 DISCONTINUED OPERATIONS
DTE Georgetown (Georgetown)
We own Georgetown, an 80 MW natural gas-fired peaking electric generating plant. In the fourth
quarter of 2006, management approved the marketing of Georgetown for sale. In December 2006,
Georgetown met the SFAS No. 144 criteria of an asset held for sale and we reported its operating
results as a discontinued operation. We did not recognize an impairment loss since the net book
value of Georgetowns assets, less costs to sell approximated its fair value. As of December 31,
2006, Georgetowns assets are $23 million and its
liabilities are $1 million. In February 2007, we entered into an agreement to sell our Georgetown peaking electric
generating facility. The sale is subject to receipt of regulatory approval and is expected to close in
the second half of 2007.
As shown in the following table, we have reported the business activity of Georgetown as a
discontinued operation. The amounts exclude general corporate overhead costs:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenues (1) |
|
$ |
1 |
|
|
$ |
1 |
|
|
$ |
2 |
|
Expenses |
|
|
3 |
|
|
|
2 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
(2 |
) |
|
|
(1 |
) |
|
|
(5 |
) |
Income tax benefit |
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations |
|
$ |
(2 |
) |
|
$ |
(1 |
) |
|
$ |
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes intercompany revenues of $1 million for 2006, 2005 and 2004. |
DTE Energy Technologies (Dtech)
We own Dtech, which assembled, marketed, distributed and serviced distributed generation
products, provided application engineering, and monitored and managed on-site generation system
operations. In July 2005, management approved the restructuring of this business resulting in the
identification of certain assets and liabilities to be sold or abandoned, primarily associated with
standby and continuous
92
duty
generation sales and service. The systems monitoring business is
planned to be retained by the Company.
During the third quarter of 2005, the restructuring plan met criteria to classify the assets as
held for sale. Accordingly, we recognized a net of tax restructuring loss of $23 million during
the third quarter of 2005 primarily representing the write down to fair value of the assets of
Dtech, less costs to sell, and the write-off of goodwill of
$16 million. At December 31, 2006, Dtech had liabilities
of $3 million.
As shown in the following table, we have reported the business activity of Dtech as a discontinued
operation. The amounts exclude general corporate overhead costs and operations that are to be
retained. We expect continued legal and warranty expenses in 2007 related to Dtechs operations
prior to July 2005.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenues (1) |
|
$ |
1 |
|
|
$ |
18 |
|
|
$ |
43 |
|
Expenses |
|
|
6 |
|
|
|
67 |
|
|
|
70 |
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
(5 |
) |
|
|
(49 |
) |
|
|
(27 |
) |
Income tax benefit |
|
|
(2 |
) |
|
|
(14 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations |
|
$ |
(3 |
) |
|
$ |
(35 |
) |
|
$ |
(18 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes intercompany revenues of $6 million for 2005 and $5 million for
2004. |
Southern Missouri Gas Company
We owned Southern Missouri Gas Company (SMGC), a public utility engaged in the distribution,
transmission and sale of natural gas in southern Missouri. In the first quarter of 2004, management
approved the marketing of SMGC for sale. As of March 31, 2004, SMGC met the SFAS No. 144 criteria
of an asset held for sale and we reported its operating results as a discontinued operation. We
recognized a net of tax impairment loss in 2004 of approximately $7 million, representing the
write-down to fair value of the assets of SMGC, less costs to sell, and the write-off of allocated
goodwill. In November 2004, we entered into a definitive agreement providing for the sale of SMGC.
Regulatory approval was received in April 2005 and the sale was closed in May 2005. During the
second quarter of 2005, we recognized a net of tax gain of $2 million.
NOTE 5
OTHER IMPAIRMENTS AND RESTRUCTURING
Other Impairments
Waste Coal Recovery
In 2006, our Power and Industrial Projects segment impaired its investment in proprietary
technology used to refine waste coal. The fixed assets at our development operation were impaired
due to continued operating losses and negative cash flow. In addition, we impaired all our patents
related to waste coal technology. We calculated the expected undiscounted cash flows from the use
and eventual disposition of the assets, which indicated that the carrying amount of the assets was
not recoverable. We determined the fair value of the assets utilizing a discounted cash flow
technique. Through December 31, 2006, we have recorded a pre-tax impairment loss of $19 million
within the Asset (gains) and losses, reserves and impairments, net line in the Consolidated
Statement of Operations.
93
Landfill Gas Recovery
In 2006,
our Power and Industrial Projects segment recorded a pre-tax
impairment loss of $14 million
at our landfill gas recovery unit relating to the write-down of assets at several landfill sites.
The fixed assets were impaired due to continued operating losses and the oil price-related
phase-out of production tax credits. The impairment was recorded within the Asset (gains) and
losses, reserves and impairments, net line in the Consolidated Statement of Operations. We
calculated the expected undiscounted cash flows from the use and eventual disposition of the
assets, which indicated that the carrying amount of certain assets was not recoverable. We
determined the fair value of the assets utilizing a discounted cash flow technique.
Non-Utility Power Generation
In 2006, our Power and Industrial Projects segment recorded a pre-tax impairment loss totaling $74
million for its investments in two natural gas-fired electric generating plants.
A loss of $42 million related to a 100% owned plant is recorded within the Asset (gains) and
losses, reserves and impairments, net line in the Consolidated Statement of Operations. The
generating plant was impaired due to continued operating losses and the September 2006 delisting by
MISO, resulting in the plant no longer providing capacity for the power grid. We calculated the
expected undiscounted cash flows from the use and eventual disposition of the plant, which
indicated that the carrying amount of the plant was not recoverable. We determined the fair value
of the plant utilizing a discounted cash flow technique.
A loss of
$32 million related to a 50% equity interest in a peaking,
gas-fired electric generating plant is recorded within the Other
(income) and deductions, other expenses line in the Consolidated Statement of Operations. The
investment was impaired due to continued operating losses and the expected sale of the investment.
We determined the fair value of the plant utilizing a discounted cash flow technique, which
indicated that the carrying amount of the investment exceeded its fair value.
Restructuring Performance Excellence Process
In mid-2005, we initiated a company-wide review of our operations called the Performance
Excellence Process. Specifically, we began a series of focused improvement initiatives within our
Electric and Gas Utilities, and associated corporate support functions. We expect this process will
be carried out over a two to three year period beginning in 2005.
We have incurred CTA for employee severance and other costs. Other costs include
project management and consultant support. Pursuant to MPSC authorization, in 2006, Detroit Edison
deferred approximately $102 million of CTA. Detroit Edison will begin amortizing deferred 2006
costs in 2007 as the recovery of these costs was provided for by the MPSC. MichCon cannot defer CTA
costs at this time because a recovery mechanism has not been established. See Note 6.
94
Amounts
expensed are recorded in the Operation and maintenance line on the Consolidated Statement
of Operations. Deferred amounts are recorded in the Regulatory asset line on the Consolidated
Statement of Financial Position. Expenses incurred in 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Employee |
|
|
|
|
|
|
|
Business Segment |
|
Severance Costs |
|
|
Other Costs |
|
|
Total Costs |
|
Costs incurred: |
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
51 |
|
|
$ |
56 |
|
|
$ |
107 |
|
Gas Utility |
|
|
17 |
|
|
|
7 |
|
|
|
24 |
|
Other |
|
|
2 |
|
|
|
1 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
Total costs |
|
|
70 |
|
|
|
64 |
|
|
|
134 |
|
|
Less amounts deferred or capitalized: |
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
|
51 |
|
|
|
56 |
|
|
|
107 |
|
|
|
|
|
|
|
|
|
|
|
Amounts expensed |
|
$ |
19 |
|
|
$ |
8 |
|
|
$ |
27 |
|
|
|
|
|
|
|
|
|
|
|
A liability for future CTA associated with the Performance Excellence Process has not been
recognized because we have not met the recognition criteria of SFAS No. 146, Accounting for Costs
Associated with Exit or Disposal Activities.
NOTE 6 REGULATORY MATTERS
Regulation
Detroit Edison and MichCon are subject to the regulatory jurisdiction of the MPSC, which
issues orders pertaining to rates, recovery of certain costs, including the costs of generating
facilities and regulatory assets, conditions of service, accounting and operating-related matters.
Detroit Edison is also regulated by the FERC with respect to financing authorization and wholesale
electric activities.
As subsequently discussed in the Electric Industry Restructuring section, Detroit Edisons rates
were frozen through 2003 and capped for small business customers through 2004 and for residential
customers through 2005 as a result of Public Act (PA) 141. However, Detroit Edison was allowed to
defer certain costs to be recovered once rates could be increased, including costs incurred as a
result of changes in taxes, laws and other governmental actions.
Regulatory Assets and Liabilities
Detroit Edison and MichCon apply the provisions of SFAS No. 71, Accounting for the Effects of
Certain Types of Regulation, to their regulated operations. SFAS No. 71 requires the recording of
regulatory assets and liabilities for certain transactions that would have been treated as revenue
and expense in non-regulated businesses. Continued applicability of SFAS No. 71 requires that rates
be designed to recover specific costs of providing regulated services and be charged to and
collected from customers. Future regulatory changes or changes in the competitive environment
could result in the Company discontinuing the application of SFAS No. 71 for some or all of its
utility businesses and may require the write-off of the portion of any regulatory asset or
liability that was no longer probable of recovery through regulated rates. Management believes that
currently available facts support the continued application of SFAS No. 71 to Detroit Edison and
MichCon.
95
The following are balances and a brief description of the regulatory assets and liabilities at
December 31:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
Assets |
|
|
|
|
|
|
|
|
Securitized regulatory assets |
|
$ |
1,235 |
|
|
$ |
1,340 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recoverable income taxes related to securitized regulatory assets |
|
$ |
677 |
|
|
$ |
734 |
|
Recoverable pension and postretirement costs |
|
|
1,728 |
|
|
|
544 |
|
Asset retirement obligation |
|
|
236 |
|
|
|
196 |
|
Other recoverable income taxes |
|
|
100 |
|
|
|
104 |
|
Recoverable costs under PA 141 |
|
|
|
|
|
|
|
|
Net stranded costs |
|
|
|
|
|
|
112 |
|
Excess capital expenditures |
|
|
22 |
|
|
|
22 |
|
Deferred Clean Air Act expenditures |
|
|
67 |
|
|
|
82 |
|
Midwest Independent System Operator charges |
|
|
48 |
|
|
|
56 |
|
Electric Customer Choice implementation costs |
|
|
78 |
|
|
|
98 |
|
Enhanced security costs |
|
|
13 |
|
|
|
13 |
|
Unamortized loss on reacquired debt |
|
|
69 |
|
|
|
73 |
|
Deferred environmental costs |
|
|
40 |
|
|
|
34 |
|
Accrued PSCR/GCR revenue |
|
|
117 |
|
|
|
186 |
|
Recoverable uncollectibles expense |
|
|
45 |
|
|
|
11 |
|
Cost to achieve Performance Excellence Process |
|
|
102 |
|
|
|
|
|
Enterprise Business Systems costs |
|
|
9 |
|
|
|
|
|
Other |
|
|
3 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
3,354 |
|
|
|
2,271 |
|
Less amount included in current assets |
|
|
(128 |
) |
|
|
(197 |
) |
|
|
|
|
|
|
|
|
|
$ |
3,226 |
|
|
$ |
2,074 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Asset removal costs |
|
$ |
576 |
|
|
$ |
567 |
|
Accrued pension |
|
|
72 |
|
|
|
23 |
|
Safety and training cost refund |
|
|
3 |
|
|
|
|
|
Accrued PSCR/GCR refund |
|
|
81 |
|
|
|
129 |
|
Refundable income taxes |
|
|
114 |
|
|
|
125 |
|
Fermi 2 refueling outage |
|
|
16 |
|
|
|
25 |
|
Other |
|
|
2 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
864 |
|
|
|
871 |
|
Less amount included in current liabilities |
|
|
(99 |
) |
|
|
(156 |
) |
|
|
|
|
|
|
|
|
|
$ |
765 |
|
|
$ |
715 |
|
|
|
|
|
|
|
|
ASSETS
|
|
Securitized regulatory assets The net book balance of the
Fermi 2 nuclear plant was written off in 1998 and an
equivalent regulatory asset was established. In 2001, the
Fermi 2 regulatory asset and certain other regulatory assets
were securitized pursuant to PA 142 and an MPSC order. A
non-bypassable securitization bond surcharge recovers the
securitized regulatory asset over a fourteen-year period
ending in 2015. |
|
|
|
Recoverable income taxes related to securitized regulatory
assets Receivable for the recovery of income taxes to be
paid on the non-bypassable securitization bond surcharge. A
non-bypassable securitization tax surcharge recovers the
income tax over a fourteen-year period ending 2015. |
|
|
|
Recoverable pension and postretirement costs The
traditional rate setting process allows for the recovery of
pension and postretirement costs as measured by generally
accepted accounting principles. In 2006, we adopted SFAS No.
158, Employers Accounting for Defined Benefit Pension and
Other Postretirement Plans. See Note 16. |
|
|
|
Asset retirement obligation Asset retirement obligations
were recorded pursuant to adoption of SFAS No. 143 in 2003
and FIN 47 in 2005. These obligations are primarily for Fermi
2 decommissioning costs that are recovered in rates. |
96
|
|
Other recoverable income taxes Income taxes receivable from
Detroit Edisons customers representing the difference in
property-related deferred income taxes receivable and amounts
previously reflected in Detroit Edisons rates. |
|
|
|
Net stranded costs PA 141 permits, after MPSC
authorization, the recovery of and a return on fixed cost
deficiency associated with the electric Customer Choice
program. Net stranded costs occurred when fixed cost related
revenues did not cover the fixed cost revenue requirements. |
|
|
|
Excess capital expenditures Starting in 2004, PA 141
permits, after MPSC authorization, the recovery of and a
return on capital expenditures that exceed a base level of
depreciation expense. |
|
|
|
Deferred Clean Air Act expenditures PA 141 permits, after
MPSC authorization, the recovery of and a return on Clean Air
Act expenditures. |
|
|
|
Midwest Independent System Operator charges PA 141 permits,
after MPSC authorization, the recovery of and a return on
charges from a regional transmission operator such as the
Midwest Independent System Operator. |
|
|
|
Electric Customer Choice implementation costs PA 141
permits, after MPSC authorization, the recovery of and a
return on costs incurred associated with the implementation
of the electric Customer Choice program. |
|
|
|
Enhanced security costs PA 609 of 2002 permits, after MPSC
authorization, the recovery of enhanced security costs for an
electric generating facility. |
|
|
|
Unamortized loss on reacquired debt The unamortized
discount, premium and expense related to debt redeemed with a
refinancing are deferred, amortized and recovered over the
life of the replacement issue. |
|
|
|
Deferred environmental costs The MPSC approved the deferral
and recovery of investigation and remediation costs
associated with Gas Utilitys former MGP sites. |
|
|
|
Accrued GCR revenue Receivable for the temporary
under-recovery of and a return on gas costs incurred by
MichCon which are recoverable through the GCR mechanism. |
|
|
|
Accrued PSCR revenue Receivable for the temporary
under-recovery of and a return on fuel and purchased power
costs incurred by Detroit Edison which are recoverable
through the PSCR mechanism. |
|
|
|
Recoverable uncollectibles expense MichCon receivable for
the MPSC approved uncollectible expense true-up mechanism
that tracks the difference in the fluctuation in
uncollectible accounts and amounts recognized pursuant to the
MPSC authorization. Of the total amount deferred, $11 million
represents 2005 expenses and is expected to be recovered
during 2007. The remainder relates to 2006 expense, the
recovery period of which will be determined upon receipt of
an MPSC order. |
|
|
|
Cost to achieve Performance Excellence Process (PEP) The
MPSC authorized the deferral of costs to implement the PEP.
These costs consist of employee severance, project management
and consultant support. These costs will be amortized over a
ten-year period beginning with the year subsequent to the
year the costs were deferred. See Note 5. |
|
|
|
Enterprise Business Systems (EBS) Costs Starting in 2006, the MPSC approved the deferral of up
to $60 million of certain EBS costs that would otherwise be
expensed. |
LIABILITIES
|
|
Asset removal costs The amount collected from customers for
the funding of future asset removal activities. |
|
|
|
Accrued pension Pension expense refundable to
customers representing the difference created from volatility
in the pension obligation and amounts recognized pursuant to
MPSC authorization. |
|
|
|
Safety and training cost refund The MPSC ordered the refund
of unspent costs which were included in the Companys rate
structure. |
|
|
|
Accrued PSCR refund Payable for the temporary over-recovery
of and a return on power supply costs, and beginning with the
MPSCs November 2004 rate order, transmission costs incurred
by Detroit Edison which are recoverable through the PSCR
mechanism. |
|
|
|
Accrued GCR Refund - Liability for the temporary
over-recovery of and a return on gas costs incurred by
MichCon which are recoverable through the GCR mechanism. |
97
|
|
Refundable income taxes Income taxes refundable to
MichCons customers representing the difference in
property-related deferred income taxes payable and amounts
recognized pursuant to MPSC authorization. |
|
|
|
Fermi 2 refueling outage Liability for refueling outage at
Fermi 2 pursuant to MPSC authorization. See Note 3. |
Electric Rate Restructuring Proposal
In February 2005, Detroit Edison filed a rate restructuring proposal with the MPSC to
restructure its electric rates and begin phasing out subsidies within the current pricing
structure. In December 2005, the MPSC issued an order that did not provide for the comprehensive
realignment of the existing rate structure that Detroit Edison requested in its rate restructuring
proposal. The MPSC order did take some initial steps to improve the current competitive imbalance
in Michigans electric Customer Choice program. The December 2005 order established cost-based
power supply rates for Detroit Edisons full service customers. Electric Customer Choice
participants will pay cost-based distribution rates, while Detroit Edisons full service commercial
and industrial customers will pay cost-based distribution rates that reflect the cost of the
residential rate subsidy. Residential customers continue to pay a subsidized below-cost rate for
distribution service. These revenue neutral revised rates were effective February 1, 2006. Detroit
Edison was also ordered to file a general rate case by July 1, 2007, based on 2006 actual results.
Other Postretirement Benefits Costs Tracker
In February 2005, Detroit Edison filed an application, pursuant to the MPSCs November 2004
final rate order, requesting MPSC approval of a proposed tracking mechanism for retiree health care
costs. This mechanism would recognize differences between cost levels collected in rates and the
actual costs under current accounting rules as regulatory assets or regulatory liabilities with an
annual reconciliation proceeding before the MPSC. In February 2006, the MPSC denied Detroit
Edisons request and ordered that this issue be addressed in the next general rate case due to be
filed by July 1, 2007.
MPSC Show-Cause Order
In March 2006, the MPSC issued an order directing Detroit Edison to show cause by June 1, 2006
why its retail electric rates should not be reduced in 2007. The MPSC cited certain changes that
had occurred since the November 2004 order in Detroit Edisons last general rate case, or were
expected to occur. These changes included: declines in electric Customer Choice program
participation, expiration of the residential rate caps, and projected reductions in Detroit Edison
operating costs. The show cause filing was to reflect sales, costs and financial conditions that
were expected to occur by 2007. On June 1, 2006, Detroit Edison filed its response explaining why
its electric rates should not be reduced in 2007. Detroit Edison indicated that it will have a
revenue deficiency of approximately $45 million beginning in 2007 due to significant capital
investments over the next several years for infrastructure improvements to enhance electric service
reliability and for mandated environmental expenditures. The impacts of these investments will be
partially offset by efficiency and cost-savings measures that have been initiated. Therefore,
Detroit Edison requested that the show cause proceeding allow for rate increase adjustments based
on the combined effects of investment expenditures and cost-savings programs. The MPSC denied this
request and indicated that a full review of rates will be made in Detroit Edisons next general
rate case, which is due to be filed by July 1, 2007.
The MPSC issued an order approving a settlement agreement in this proceeding on August 31, 2006.
The order provided for an annualized rate reduction of $53 million for 2006, effective September 5,
2006. Beginning January 1, 2007, and continuing until the later of March 31, 2008 or 12 months
from the filing date of Detroit Edisons next general rate case, rates will be reduced by an
additional $26 million, for a
98
total reduction of $79 million. The revenue reduction is net of the recovery of the amortization of
the costs associated with the implementation of the Performance Excellence Process. The settlement
agreement provides for some level of realignment of the existing rate structure by allocating a
larger percentage share of the rate reduction to the commercial and industrial customer classes
than to the residential customer classes.
As part of the settlement agreement, a Choice Incentive Mechanism (CIM) was established with a base
level of electric choice sales set at 3,400 GWh. The CIM prescribes regulatory treatment of
changes in non-fuel revenue attributed to increases or decreases in electric Customer Choice sales.
The CIM has a deadband of ±200 GWh. If electric Customer Choice sales exceed 3,600 GWh, Detroit
Edison will be able to recover 90% of its reduction in non-fuel revenue from full service customers
up to $71 million. If electric Customer Choice sales fall below 3,200 GWh, Detroit Edison will
credit 100% of the increase in non-fuel revenue to the unrecovered regulatory asset recovery
balances.
Regulatory Accounting Treatment for Performance Excellence Process
In May 2006, Detroit Edison and MichCon filed applications with the MPSC to allow deferral of
costs associated with the implementation of the Performance Excellence Process, a company-wide
cost-savings and performance improvement program. Implementation costs include project management,
consultant support and employee severance expenses. Detroit Edison and MichCon sought MPSC
authorization to defer and amortize Performance Excellence Process implementation costs for
accounting purposes to match the expected savings from the Performance Excellence Process program
with the related CTA. Detroit Edison and MichCon anticipate that the Performance Excellence Process
will be carried out over a two to three year period beginning in 2006. Detroit Edisons CTA is
estimated to total between $160 million and $190 million. MichCons CTA is estimated to total
between $55 million and $60 million. In September 2006, the MPSC issued an order approving a
settlement agreement that allows Detroit Edison and MichCon, commencing in 2006, to defer the
incremental CTA. Further, the order provides for Detroit Edison and MichCon to amortize the CTA
deferrals over a ten-year period beginning with the year subsequent to the year the CTA was
deferred. Detroit Edison recorded the deferred CTA costs of $102 million as a regulatory asset and
will begin amortizing deferred 2006 costs in 2007 as the recovery of these costs was provided for
by the MPSC in the order approving the settlement in the show cause proceeding. MichCon cannot
defer CTA costs at this time because a recovery mechanism has not been established.
Electric Industry Restructuring
In 2000, the Michigan Legislature enacted PA 141 that reduced electric retail rates by 5%, as
a result of savings derived from the issuance of securitization bonds. The legislation also
contained provisions freezing rates through 2003 and preventing rate increases (i.e., rate caps)
for small business customers through 2004 and for residential customers through 2005. The price
freeze period expired on February 20, 2004 pursuant to an MPSC order. In addition, PA 141 codified
the MPSCs existing electric Customer Choice program and provided Detroit Edison with the right to
recover net stranded costs associated with electric Customer Choice. Detroit Edison was also
allowed to defer certain costs to be recovered once rates could be increased, including costs
incurred as a result of changes in taxes, laws and other governmental actions.
As required by PA 141, the MPSC conducted a proceeding to develop a methodology for calculating net
stranded costs associated with electric Customer Choice. In a December 2001 order, the MPSC
determined that Detroit Edison could recover net stranded costs associated with the fixed cost
component of its electric generation operations. Specifically, there would be an annual proceeding
or true-up before the MPSC reconciling the receipt of revenues associated with the fixed cost
component of its generation services to the revenue requirement for the fixed cost component of
those services, inclusive of an allowance for the cost of capital. Any resulting shortfall in
recovery, net of mitigation, would be
99
considered a net stranded cost. The MPSC authorized Detroit Edison to establish a regulatory asset
to defer recovery of its incurred stranded costs, subject to review in a subsequent annual net
stranded cost proceeding.
2004 PSCR Reconciliation and 2004 Net Stranded Cost Case
In accordance with the MPSCs directive in Detroit Edisons November 2004 rate order, in March
2005, Detroit Edison filed a joint application and testimony in its 2004 PSCR Reconciliation Case
and its 2004 Net Stranded Cost Recovery Case. In September 2006, the MPSC issued an order
recognizing $19 million of 2004 net stranded costs that required Detroit Edison to write off $112
million of 2004 net stranded costs. The MPSC order resulted in a $39 million reduction in the 2004
PSCR over-collection by allowing Detroit Edison to retain the benefit of third party wholesale
sales required to support the electric Customer Choice program and to offset the recognition of the
$19 million of 2004 stranded costs. The MPSC order also resulted
in reductions to accrued interest
on the 2004 and 2005 PSCR amounts of $15 million. The MPSC directed Detroit Edison to include the
remaining 2004 PSCR over-collection amount and related interest in the 2005 PSCR Reconciliation
which is in an under-collected position. The order resulted in a reduction of pre-tax income of
approximately $58 million.
Securitization
Detroit Edison formed The Detroit Edison Securitization Funding LLC (Securitization LLC), a
wholly owned subsidiary, for the purpose of securitizing its qualified costs, primarily related to
the unamortized investment in the Fermi 2 nuclear power plant. In March 2001, the Securitization
LLC issued $1.75 billion of securitization bonds, and Detroit Edison sold $1.75 billion of
qualified costs to the Securitization LLC. The Securitization LLC is independent of Detroit Edison,
as is its ownership of the qualified costs. Due to principles of consolidation, the qualified
costs and securitization bonds appear on our Consolidated Statement of Financial Position. We make
no claim to these assets. Ownership of such assets has vested in the Securitization LLC and been
assigned to the trustee for the securitization bonds. Neither the qualified costs nor funds from
an MPSC approved non-bypassable surcharge collected from Detroit Edisons customers for the payment
of costs related to the Securitization LLC and securitization bonds are available to Detroit
Edisons creditors.
Accounting for Costs Related to Enterprise Business Systems (EBS)
In July 2004, Detroit Edison filed an accounting application with the MPSC requesting
authority to capitalize and amortize costs related to EBS, consisting of computer equipment, software and
development costs, as well as related training, maintenance and overhead costs. In April 2005, the
MPSC approved a settlement agreement providing for the deferral of up to $60 million of certain
EBS costs that would otherwise be expensed, as a regulatory asset for future rate recovery
starting January 1, 2006. At December 31, 2006,
approximately $9 million of EBS costs have been
deferred as a regulatory asset. In addition, EBS costs recorded as plant assets will be amortized
over a 15-year period, pursuant to MPSC authorization.
Power Supply Costs Recovery Proceedings
2005 Plan Year In September 2004, Detroit Edison filed its 2005 PSCR plan case seeking
approval of a levelized PSCR factor of 1.82 mills per kWh above the amount included in base rates.
In December 2004, Detroit Edison filed revisions to its 2005 PSCR plan case in accordance with the
November 2004 MPSC rate order. The revised filing seeks approval of a levelized PSCR factor of up
to 0.48 mills per kWh above the new base rates established in the final electric rate order.
Included in the factor were power supply costs, transmission expenses and nitrogen oxide (NOx)
emission allowance costs. Detroit Edison self-implemented a factor of negative 2.00 mills per kWh
on January 1, 2005. Effective June 1, 2005, Detroit Edison began billing the maximum allowable
factor of 0.48 mills per kWh due to increased power supply costs. In September 2005, the MPSC
approved Detroit Edisons 2005 PSCR plan case. At December 31, 2005, Detroit Edison has recorded
an under-recovery of approximately $144 million
100
related to the 2005 plan year. In March 2006, Detroit Edison filed its 2005 PSCR reconciliation.
The filing sought approval for recovery of approximately $144 million from its commercial and
industrial customers. The filing included a motion for entry of an order to implement immediately
a reconciliation surcharge of 4.96 mills per kWh on the bills of its commercial and industrial
customers. The under-collected PSCR expense allocated to residential customers could not be
recovered due to the PA 141 rate cap for residential customers, which expired January 1, 2006. In
addition to the 2005 PSCR Plan Year Reconciliation, the filing included a reconciliation for the
Pension Equalization Mechanism (PEM) for the periods from November 24, 2004 through December 31,
2004 and from January 1, 2005 through December 31, 2005. The PEM reconciliation seeks to allocate
and refund approximately $12 million to customers based upon their contributions to pension expense
during the subject periods. The September 2006 order in the Companys 2004 PSCR Reconciliation and
Stranded Cost proceeding directed the Company to roll the entire 2004 PSCR over-collection amount
to the Companys 2005 PSCR Reconciliation, thereby reducing the Companys 2005 PSCR Reconciliation
under-collection amount for commercial and industrial customers to $64 million. An order is
expected in the first half of 2007.
2006 Plan Year In September 2005, Detroit Edison filed its 2006 PSCR plan
case seeking approval
of a levelized PSCR factor of 4.99 mills per kWh above the amount included in base rates for
residential customers and 8.29 per kWh above the amount included in base rates for commercial and
industrial customers. Included in the factor for all customers are fuel and power supply costs,
including transmission expenses, Midwest Independent Transmission System Operator (MISO)
market participation costs, and NOx emission allowance costs. The Companys PSCR Plan includes
a matrix which provides for different maximum PSCR factors contingent on varying electric Customer
Choice sales levels. The plan also includes $97 million for recovery of its projected 2005 PSCR
under-collection associated with commercial and industrial customers. Additionally, the PSCR plan
requests MPSC approval of expense associated with sulfur dioxide emission allowances, mercury
emission allowances, and a fuel additive. In conjunction with DTE
Energys sale of its transmission
assets to ITC Transmission in February 2003, the FERC froze ITC
Transmissions rates through December 2004. In
approving the sale, FERC authorized ITC Transmissions recovery of the difference between the revenue it would
have collected and the actual revenue collected during the rate freeze period. This amount is
estimated to be $66 million which is to be included in ITC
Transmissions rates over a five-year period
beginning June 1, 2006. This increased Detroit Edisons transmission expense in 2006
by approximately $7 million. The MPSC authorized Detroit Edison in 2004 to recover transmission
expenses through the PSCR mechanism.
In December 2005, the MPSC issued a temporary order authorizing the Company to begin implementation
of maximum quarterly PSCR factors on January 1, 2006. The quarterly factors reflect a downward
adjustment in the Companys total power supply costs of approximately 2% to reflect the potential
variability in cost projections. The quarterly factors will allow the Company to more closely
track the costs of providing electric service to our customers and, because the non-summer factors
are well below those ordered for the summer months, effectively delay the higher power supply costs
to the summer months at which time our customers will not be experiencing large expenditures for
home heating. The MPSC did not adopt the Companys request to recover its projected 2005 PSCR
under-collection associated with commercial and industrial customers nor did it adopt the Companys
request to implement contingency factors based upon the Companys increased costs associated with
providing electric service to returning electric Customer Choice customers. The MPSC deferred both
of those Company proposals to the final order on the Companys entire 2006 PSCR Plan. In September
2006, the MPSC issued an order in this case that approved the inclusion of sulfur dioxide emission
allowance expense in the PSCR, determined that fuel additive expense should not be included in the
PSCR based upon its impact on maintenance expense, found the Companys determination of third party
sales revenues to be correct, and allowed the Company to increase its PSCR factor for the balance
of the year in an effort to reverse the effects of the previously ordered temporary reduction.
The MPSC declined to rule on the Companys requests to include mercury
emission allowance expense in the PSCR or its request to include prior PSCR over/(under) recoveries
in future year PSCR plans. We have filed a petition for re-hearing. In December 2006, Detroit
Edison was granted its request to include its updated projection ($81
101
million) of its 2006 PSCR undercollection in its 2007 PSCR plan. In addition, Detroit Edison
was granted the authority to include all PSCR over/ (under) collections in future PSCR plans,
thereby reducing the time between refund or recovery of PSCR reconciliation amounts.
2007 Plan Year In September 2006, Detroit Edison filed its 2007 PSCR plan case seeking approval
of a levelized PSCR factor of 6.98 mills per kWh above the amount included in base rates for all
PSCR customers. The Companys PSCR plan includes $130 million for the recovery of its projected
2006 PSCR under-collection, bringing the total requested PSCR factor to 9.73 mills/kWh. The
Companys application includes a request for an early hearing and temporary order granting such
ratemaking authority. The Companys 2007 PSCR Plan includes fuel and power supply costs, including
NOx and sulfur dioxide emission allowance costs, transmission costs and MISO costs. The Company
filed supplemental testimony and briefs in December 2006 supporting its updated request to include
approximately $81 million for the recovery of its projected 2006 PSCR under-collection. The MPSC
issued a temporary order in December 2006 approving the Companys request. The Company will begin
to collect its 2007 power supply costs, including the 2006 rollover amount, through a PSCR factor
of 8.69 mills/kWh on January 1, 2007.
Gas Rate Case
On April 28, 2005, the MPSC issued an order for final rate relief. The MPSC determined that
the base rate increase granted to MichCon should be $61 million annually effective April 29, 2005.
This amount is an increase of $26 million over the $35 million in interim rate relief approved in
September 2004. The rate increase was based on a 50% debt and 50% equity capital structure and an
11% rate of return on common equity.
The MPSC adopted MichCons proposed tracking mechanism for uncollectible accounts receivable. Each
year, MichCon will file an application comparing its actual uncollectible expense to its designated
revenue recovery of approximately $37 million. Ninety percent of the difference will be refunded or
surcharged after an annual reconciliation proceeding before the MPSC. The MPSC also approved the
deferral of the non-capitalized portion of the negative pension expense. MichCon will record a
regulatory liability for any negative pension costs as determined under generally accepted
accounting principles. Included as part of the base rate increase, the order provided for $25
million in rates to recover safety and training costs. There is a one-way tracking mechanism that
provides for refunding the portion of the $25 million not expended on an annual basis.
The MPSC order reduced MichCons depreciation rates, and the related revenue requirement associated
with depreciation expense by $14.5 million and is designed to have no impact on net income.
The MPSC did not allow the recovery of approximately $25 million of merger interest costs allocated
to MichCon that were incurred by DTE Energy as a result of the acquisition of MCN Energy.
The MPSC order also resulted in the disallowance of computer system and equipment costs and
adjustments to environmental regulatory assets and liabilities. The MPSC disallowed recovery of
ninety percent of the costs of a computer billing system that was in place prior to DTE Energys
acquisition of MCN Energy in 2001. As a result of the order, MichCon recognized an impairment of
this asset of approximately $42 million in the first quarter of 2005. This impairment had a minimal
impact on DTE Energy because a valuation allowance was established for this asset at the time of
the MCN acquisition in 2001. The MPSC disallowed approximately $6 million of certain computer
equipment and related depreciation and the recovery of certain internal labor and legal costs
related to remediation of MGP sites of approximately $6 million. The MPSC ordered an additional $5
million charge due to a change in the allocation of historical MGP sites insurance proceeds.
102
Uncollectible Expense Tracker Mechanism and Report of Safety and Training-Related Expenditures
In March 2006, MichCon filed an application with the MPSC for approval of its uncollectible
expense tracking mechanism for 2005. This is the first filing MichCon has made under the uncollectible tracking
mechanism, which was approved by the MPSC in April 2005 as part of MichCons last general rate
case. MichCons 2005 base rates included $37 million for anticipated uncollectible expenses.
Actual 2005 uncollectible expenses totaled $60 million. The tracker mechanism allows MichCon to
recover ninety percent of uncollectibles that exceeded that $37 million base. Under the formula
prescribed by the MPSC, MichCon recorded an underrecovery of approximately $11 million for
uncollectible expenses from May 2005 (when the mechanism took
effect) through the end of 2005. In
December 2006, the MPSC issued an order authorizing MichCon to implement the Uncollectible Expense
True-up Mechanism (UETM) monthly surcharge for service rendered on and after January 1, 2007.
As part of the March 2006 application with the MPSC, MichCon filed a review of the 2005
annual safety and training - related expenditures. MichCon reported that actual safety and
training-related expenditures for the initial period exceeded the pro-rata amounts included in base
rates and based on the under-recovered position, recommended no refund at this time. In the
December 2006 order, the MPSC also approved MichCons 2005 safety and training report. As of
December 31, 2006, MichCon is in a $3 million over-recovery position for safety and training
costs.
Gas Cost Recovery Proceedings
2004
Plan Year - In September 2003, MichCon filed its 2004 GCR plan case proposing a maximum
GCR factor of $5.36 per Mcf. MichCon agreed to switch from a calendar year to an operational year
as a condition of its settlement in the 2003 GCR plan case. The operational GCR year runs from
April to March of the following year. To accomplish the switch, the 2004 GCR plan reflected a
15-month transitional period, January 2004 through March 2005. Under this transition proposal,
MichCon filed two reconciliations pertaining to the transition period; one in June 2004 addressing
January through March 2004, one filed in June 2005 addressing the remaining April 2004 through
March 2005 period and consolidating the two for purposes of the case. The June 2005 filing
supported the $46 million under-recovery with interest MichCon had accrued for the period ending
March 31, 2005. In March 2006, MPSC Staff filed testimony recommending an adjustment to the
accounting treatment of the injected base gas remaining in the New Haven storage field when it was
sold in early 2004 that would result in a $3 million reduction to MichCons accrued underrecovery.
In June 2006, an MPSC Administrative Law Judge (ALJ) issued a Proposal for Decision (PFD)
recommending an approximately $43 million under-recovery. MichCon recorded the $3 million reduction
to the 2004 underrecovery in the second quarter of 2006. The MPSC issued an order in August 2006
authorizing MichCon to roll a $42 million net underrecovery, including interest, into its 2005
2006 GCR reconciliation. This order disallowed $0.3 million related to the sale of storage
services and concurrent reduction in gas purchases in February and March of 2005. The MPSC also
found that the Staffs proposed accounting for the sale of the New Haven injected base gas was
appropriate.
2005-2006
Plan Year - In December 2004, MichCon filed its 2005-2006 GCR plan case proposing a
maximum GCR factor of $7.99 per Mcf. The plan includes quarterly contingent GCR factors. These
contingent factors allow MichCon to increase the maximum GCR factor to compensate for increases in
gas market prices, thereby reducing the possibility of a GCR under-recovery. In April 2005, the
MPSC issued an order recognizing that Michigan law allows MichCon to self-implement its quarterly
contingent factors. MichCon self-implemented quarterly contingent GCR factors of $8.54 per Mcf in
July 2005 and $10.09 per Mcf in October 2005. In response to market price increases in the fall of
2005, MichCon filed a petition to reopen the record in the case during September 2005. MichCon
proposed a revised maximum GCR factor of $13.10 per Mcf and a revised contingent factor matrix. In
October 2005, the MPSC approved an increase in the GCR factor to a cap of $11.3851 per Mcf for the
period November 2005 through March 2006. In June 2006, MichCon filed its GCR reconciliation for the
2005-2006 GCR year. The filing supported a total over-recovery, including interest through March 2006, of $13 million.
MPSC Staff and other interveners filed testimony regarding the reconciliation in December 2006
in which they recommended disallowances related to MichCons implementation of its dollar cost
averaging fixed price program and its use of fixed basis in contracting purchases. In January
2007, MichCon filed testimony rebutting these recommendations. The 2005-2006 GCR plan case
is in the early stages of the regulatory review and approval process and the final resolution is
uncertain. Based on available information, MichCon is unable to
assess the range of a reasonably
possible loss related to the proposed disallowances. An MPSC order is expected in 2007.
103
2006-2007 Plan Year In December 2005, MichCon filed its 2006-2007 GCR plan case proposing a
maximum GCR Factor of $12.15 per Mcf. In July 2006, MichCon and the parties to the case reached a
settlement agreement that provides for a maximum GCR factor of $8.95 per Mcf, plus quarterly
contingent GCR factors. These contingent factors will allow MichCon to increase the maximum GCR
factor to compensate for increases in gas market prices, thereby reducing the possibility of a GCR
under-recovery. The MPSC issued an order approving the settlement in August 2006.
2007-2008 Plan Year / Native Base Gas Sale Consolidated In August 2006, MichCon filed an
application with the MPSC requesting permission to sell native base gas that would become
accessible with storage facilities upgrades. MichCon estimated sale of this base gas would be
worth $34 million. In December 2006, the administrative law judge in the case approved a motion
made by the Residential Ratepayer Consortium to consolidate this case with MichCons 2007-2008 GCR
plan case. In December 2006, MichCon filed its 2007-2008 GCR plan case proposing a maximum GCR
factor of $8.49 per Mcf. An MPSC Order in the consolidated cases is expected by the end of 2007.
Minimum Pension Liability
At December 31, 2006, we adopted the provisions of SFAS No. 158, Employers Accounting for
Defined Benefit and Other Postretirement Plans to recognize the obligations of its pension and
postretirement plans. Based on approval received from the MPSC, Detroit Edison recorded the charge
to a miscellaneous deferred debit included in regulatory assets in the Consolidated Statement of
Financial Position.
Other
We are unable to predict the outcome of the regulatory matters discussed herein. Resolution
of these matters is dependent upon future MPSC orders and appeals, which may materially impact the
financial position, results of operations and cash flows of the Company.
NOTE 7 NUCLEAR OPERATIONS
General
Fermi 2, our nuclear generating plant, began commercial operation in 1988. Fermi 2 has a
design electrical rating (net) of 1,150 megawatts. This plant represents approximately 10% of
Detroit Edisons summer net rated capability. The net book balance of the Fermi 2 plant was
written off at December 31, 1998, and an equivalent regulatory asset was established. In 2001, the
Fermi 2 regulatory asset was securitized. See Note 6. Detroit Edison also owns Fermi 1, a nuclear
plant that was shut down in 1972 and is currently being decommissioned. The NRC has jurisdiction
over the licensing and operation of Fermi 2 and the decommissioning of Fermi 1.
Property Insurance
Detroit Edison maintains several different types of property insurance policies specifically
for the Fermi 2 plant. These policies cover such items as replacement power and property damage.
The Nuclear Electric Insurance Limited (NEIL) is the primary supplier of the insurance polices.
Detroit Edison maintains a policy for extra expenses, including replacement power costs
necessitated by Fermi 2s unavailability due to an insured event. These policies have a 12-week
waiting period and provide an aggregate $490 million of coverage over a three-year period.
104
Detroit Edison has $500 million in primary coverage and $2.25 billion of excess coverage for
stabilization, decontamination, debris removal, repair and/or replacement of property and
decommissioning. The combined coverage limit for total property damage is $2.75 billion.
For multiple terrorism losses caused by acts of terrorism not covered under the Terrorism Risk
Insurance Extension Act of 2005 (TRIA) occurring within one year after the first loss from
terrorism, the NEIL policies would make available to all insured entities up to $3.2 billion, plus
any amounts recovered from reinsurance, government indemnity, or other sources to cover losses.
Under the NEIL policies, Detroit Edison could be liable for maximum assessments of up to
approximately $29 million per event if the loss associated with any one event at any nuclear plant
in the United States should exceed the accumulated funds available to NEIL.
Public Liability Insurance
As required by federal law, Detroit Edison maintains $300 million of public liability
insurance for a nuclear incident. For liabilities arising from a terrorist act outside the scope
of TRIA, the policy is subject to one industry aggregate limit of $300 million. Further, under the
Price-Anderson Amendments Act of 2005, deferred premium charges up to $101 million could be levied
against each licensed nuclear facility, but not more than $15 million per year per facility. Thus,
deferred premium charges could be levied against all owners of licensed nuclear facilities in the
event of a nuclear incident at any of these facilities.
Decommissioning
Detroit Edison has a legal obligation to decommission its nuclear power plants following the
expiration of their operating licenses. This obligation is reflected as an asset retirement
obligation, which is classified as a noncurrent regulatory liability. Based on the actual or
anticipated extended life of the nuclear plant, decommissioning expenditures for Fermi 2 are
expected to be incurred primarily during the period 2025 through 2050. It is estimated that the
cost of decommissioning Fermi 2, when its license expires in 2025, will be $1.2 billion in 2006
dollars and $3.4 billion in 2025 dollars, using a 6% inflation rate. In 2001, Detroit Edison began
the decommissioning of Fermi 1, with the goal of removing the radioactive material and terminating
the Fermi 1 license. The decommissioning of Fermi 1 is expected to be complete by 2010.
Detroit Edison currently recovers funds for Fermi 2 decommissioning and the disposal of low-level
radioactive waste through a revenue surcharge. The decommissioning of Fermi 1 is funded by Detroit
Edison. The amounts recovered from customers are deposited in the restricted external trust
accounts to fund decommissioning.
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
2005 |
|
2004 |
Revenue |
|
$ |
39 |
|
|
$ |
40 |
|
|
$ |
38 |
|
Net unrealized investment gains |
|
|
42 |
|
|
|
|
|
|
|
17 |
|
105
The nuclear decommissioning cost will be funded by investments held in trust funds that have
been established for each nuclear station as follows:
|
|
|
|
|
|
|
|
|
|
|
As of December 31 |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
Fermi 2 |
|
$ |
694 |
|
|
$ |
601 |
|
Fermi 1 |
|
|
15 |
|
|
|
18 |
|
Low level radioactive waste |
|
|
31 |
|
|
|
27 |
|
|
|
|
|
|
|
|
Total |
|
$ |
740 |
|
|
$ |
646 |
|
|
|
|
|
|
|
|
At December 31, 2006, investments in the external nuclear decommissioning trust funds
consisted of approximately 50% in publicly traded equity securities, 43% in fixed debt instruments
and 7% in cash equivalents.
The NRC has jurisdiction over the decommissioning of nuclear power plants and requires
decommissioning funding based upon a formula. The MPSC and FERC regulate the recovery of costs of
decommissioning nuclear power plants and both require the use of external trust funds to finance
the decommissioning of Fermi 2. Rates approved by the MPSC provide for the recovery of
decommissioning costs of Fermi 2. Detroit Edison is continuing to fund FERC jurisdictional amounts
for decommissioning even though explicit provisions are not included in FERC rates. We believe the
MPSC and FERC collections will be adequate to fund the estimated cost of decommissioning using the
NRC formula. The decommissioning assets, anticipated earnings thereon and future revenues from
decommissioning collections will be used to decommission the nuclear facilities. We expect the
regulatory liabilities to be reduced to zero at the conclusion of the decommissioning activities.
If amounts remain in the trust funds for these units following the completion of the
decommissioning activities, those amounts will be returned to the ratepayers.
A portion of funds recovered through the Fermi 2 decommissioning surcharge and deposited in
external trust accounts is designated for the removal of non-radioactive assets and the clean-up of
the Fermi site. This removal and clean-up is not considered a legal liability. Therefore, it is not
included in the asset retirement obligation, but is included in the nuclear decommissioning
regulatory liability.
Nuclear Fuel Disposal Costs
In accordance with the Federal Nuclear Waste Policy Act of 1982, Detroit Edison has a contract
with the U.S. Department of Energy (DOE) for the future storage and disposal of spent nuclear fuel
from Fermi 2. Detroit Edison is obligated to pay the DOE a fee of 1 mill per kWh of Fermi 2
electricity generated and sold. The fee is a component of nuclear fuel expense. Delays have
occurred in the DOEs program for the acceptance and disposal of spent nuclear fuel at a permanent
repository. Until the DOE is able to fulfill its obligation under the contract, Detroit Edison is
responsible for the spent nuclear fuel storage. Detroit Edison is currently expanding the Fermi 2
spent fuel pool capacity to meet our storage requirements through 2009. Detroit Edison is a party
in the litigation against the DOE for both past and future costs associated with the DOEs failure
to accept spent nuclear fuel under the timetable set forth in the Federal Nuclear Waste Policy Act
of 1982.
NOTE 8 JOINTLY OWNED UTILITY PLANT
Detroit Edison has joint ownership interest in two power plants, Belle River and Ludington
Hydroelectric Pumped Storage. Ownership information of the two utility plants as of December 31,
2006 was as follows:
106
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ludington |
|
|
|
|
|
|
Hydroelectric |
|
|
Belle River |
|
Pumped Storage |
In-service date |
|
|
1984-1985 |
|
|
|
1973 |
|
Total plant capacity |
|
1,026 |
MW |
|
1,872 |
MW |
Ownership interest |
|
|
* |
|
|
|
49 |
% |
Investment (in Millions) |
|
$ |
1,578 |
|
|
$ |
164 |
|
Accumulated depreciation (in Millions) |
|
$ |
815 |
|
|
$ |
97 |
|
|
|
|
* |
|
Detroit Edisons ownership interest is 63% in Unit No. 1, 81% of the facilities
applicable to Belle River used jointly by the
Belle River and St. Clair Power Plants and 75% in common facilities used at Unit No. 2. |
Belle River
The Michigan Public Power Agency (MPPA) has an ownership interest in Belle River Unit No. 1
and other related facilities. The MPPA is entitled to 19% of the total capacity and energy of the
plant and is responsible for the same percentage of the plants operation, maintenance and capital
improvement costs.
Ludington Hydroelectric Pumped Storage
Consumers Energy Company has an ownership interest in the Ludington Hydroelectric Pumped
Storage Plant. Consumers Energy is entitled to 51% of the total capacity and energy of the plant
and is responsible for the same percentage of the plants operation, maintenance and capital
improvement costs.
NOTE 9
- INCOME TAXES
We file a consolidated federal income tax return. Total income tax expense varied from the
statutory federal income tax rate for the following reasons:
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Income before income taxes and minority interest |
|
$ |
324 |
|
|
$ |
498 |
|
|
$ |
428 |
|
Less minority interest |
|
|
(250 |
) |
|
|
(281 |
) |
|
|
(212 |
) |
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before tax |
|
$ |
574 |
|
|
$ |
779 |
|
|
$ |
640 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense at 35% statutory rate |
|
$ |
201 |
|
|
$ |
272 |
|
|
$ |
224 |
|
Production tax credits |
|
|
(35 |
) |
|
|
(55 |
) |
|
|
(38 |
) |
Investment tax credits |
|
|
(8 |
) |
|
|
(8 |
) |
|
|
(8 |
) |
Depreciation |
|
|
(4 |
) |
|
|
(4 |
) |
|
|
(4 |
) |
Employee Stock Ownership Plan dividends |
|
|
(5 |
) |
|
|
(5 |
) |
|
|
(5 |
) |
Medicare part D subsidy |
|
|
(6 |
) |
|
|
(7 |
) |
|
|
(5 |
) |
Other, net |
|
|
(6 |
) |
|
|
9 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
Income tax expense (benefit) from continuing operations |
|
$ |
137 |
|
|
$ |
202 |
|
|
$ |
176 |
|
|
|
|
|
|
|
|
|
|
|
Effective federal income tax rate |
|
|
23.9 |
% |
|
|
25.9 |
% |
|
|
27.5 |
% |
|
|
|
|
|
|
|
|
|
|
The minority interest allocation reflects the adjustment to earnings to allocate partnership
losses to third party owners. The tax impact of partnership earnings and losses are attributable to
the partners instead of the partnerships. The minority interest allocation is therefore removed in
computing income taxes associated with continuing operations.
107
Components of income tax expense were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Continuing Operations |
|
|
|
|
|
|
|
|
|
|
|
|
Current federal and other income tax expense |
|
$ |
109 |
|
|
$ |
57 |
|
|
$ |
42 |
|
Deferred federal income tax expense (benefit) |
|
|
28 |
|
|
|
145 |
|
|
|
134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
137 |
|
|
|
202 |
|
|
|
176 |
|
Discontinued operations |
|
|
(2 |
) |
|
|
(13 |
) |
|
|
(15 |
) |
Cumulative Effect of Accounting Changes |
|
|
1 |
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
136 |
|
|
$ |
187 |
|
|
$ |
161 |
|
|
|
|
|
|
|
|
|
|
|
Production tax credits are provided for qualified fuels produced and sold by a taxpayer to an
unrelated party during the taxable year. Production tax credits earned but not utilized totaled
$438 million and are carried forward indefinitely as alternative minimum tax credits. The majority
of the production tax credits earned, including all of those from our synfuel projects, were
generated from projects that have received a private letter ruling (PLR) from the Internal Revenue
Service (IRS). These PLRs provide assurance as to the appropriateness of using these credits to
offset taxable income, however, these tax credits are subject to IRS audit and adjustment.
We have a net operating loss carry-forward of $90 million that expires in 2020. We do not believe
that a valuation allowance is required, as we expect to utilize the loss carry-forward prior to its
expiration.
Deferred tax assets and liabilities are recognized for the estimated future tax effect of temporary
differences between the tax basis of assets or liabilities and the reported amounts in the
financial statements. Deferred tax assets and liabilities are classified as current or noncurrent
according to the classification of the related assets or liabilities. Deferred tax assets and
liabilities not related to assets or liabilities are classified according to the expected reversal
date of the temporary differences.
Deferred tax assets (liabilities) were comprised of the following at December 31:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
Property, plant and equipment |
|
$ |
(1,358 |
) |
|
$ |
(1,325 |
) |
Securitized regulatory assets |
|
|
(670 |
) |
|
|
(723 |
) |
Alternative minimum tax credit carryforward |
|
|
438 |
|
|
|
484 |
|
Merger basis differences |
|
|
60 |
|
|
|
115 |
|
Pension and benefits |
|
|
16 |
|
|
|
(2 |
) |
Other Comprehensive Income |
|
|
113 |
|
|
|
146 |
|
Net operating loss |
|
|
31 |
|
|
|
56 |
|
Other |
|
|
150 |
|
|
|
110 |
|
|
|
|
|
|
|
|
|
|
$ |
(1,220 |
) |
|
$ |
(1,139 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income tax liabilities |
|
$ |
(3,054 |
) |
|
$ |
(2,820 |
) |
Deferred income tax assets |
|
|
1,834 |
|
|
|
1,681 |
|
|
|
|
|
|
|
|
|
|
$ |
(1,220 |
) |
|
$ |
(1,139 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current deferred income tax assets |
|
$ |
245 |
|
|
$ |
257 |
|
Long-term deferred income tax liabilities |
|
|
(1,465 |
) |
|
|
(1,396 |
) |
|
|
|
|
|
|
|
|
|
$ |
(1,220 |
) |
|
$ |
(1,139 |
) |
|
|
|
|
|
|
|
The above table excludes deferred tax liabilities associated with unamortized investment tax
credits which are shown separately on the Consolidated Statement of Financial Position.
In January 2007, we signed an agreement with the IRS acknowledging our acceptance of the results of
the 2002 and 2003 audits of our federal income tax returns. We accrue tax and interest related to
tax
108
uncertainties that arise due to actual or potential disagreements with governmental agencies about
the tax treatment of specific items. At December 31, 2006, the Company had accrued approximately
$32 million for such uncertainties. We believe that our accrued tax liabilities are adequate for
all years. See Note 3 for information regarding the planned January 1, 2007 adoption of FIN 48.
NOTE 10 COMMON STOCK AND EARNINGS PER SHARE
Common Stock
In December 2006, we repurchased one million shares of DTE Energy common stock for
approximately $48.5 million.
In August 2005, we successfully remarketed the senior notes comprising part of our Equity Security
Units that were issued in June 2002. We also settled the stock purchase contract component of the
Equity Security Units by issuing 3.7 million shares of common stock to holders of these units in
August 2005 at an issue price of $46.79. The issue price was calculated by using the average
closing price per share of our common stock during a 20 trading-day period ending August 11, 2005.
In March 2004, we issued 4,344,492 shares of DTE Energy common stock, valued at $170 million. The
common stock was contributed to a defined benefit retirement plan.
Under the DTE Energy Company Long-Term Incentive Plan, we grant non-vested stock awards to key
employees, primarily management. As a result of a stock award, a settlement of an award of
performance shares, or by exercise of a participants stock
option, we may deliver common stock from
the Companys authorized but unissued common stock and/or from outstanding common stock acquired by
or on behalf of the Company in the name of the participant. The number of non-vested restricted
stock awards is included in the number of common shares outstanding; however, for purposes of
computing basic earnings per share, non-vested restricted stock awards are excluded.
Shareholders Rights Agreement
We have a Shareholders Rights Agreement designed to maximize shareholder value should DTE
Energy be acquired. Under certain triggering events, each right entitles the holder to purchase
from DTE Energy one one-hundredth of a share of Series A Junior Participating Preferred Stock of
DTE Energy at a price of $90, subject to adjustment as provided for in the Shareholders Rights
Agreement. The rights expire in October 2007.
Earnings per Share
We report both basic and diluted earnings per share. Basic earnings per share is computed by
dividing income from continuing operations by the weighted average number of common shares
outstanding during the period. Diluted earnings per share assumes the issuance of potentially
dilutive common shares outstanding during the period and the repurchase of common shares that would
have occurred with proceeds from the assumed issuance. Diluted earnings per share assume the
exercise of stock options.
109
A reconciliation of both calculations is presented in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions, except per share amounts) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Basic Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
437 |
|
|
$ |
577 |
|
|
$ |
464 |
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
177 |
|
|
|
175 |
|
|
|
173 |
|
|
|
|
|
|
|
|
|
|
|
Income per share of common stock based on
weighted average number of shares outstanding |
|
$ |
2.46 |
|
|
$ |
3.30 |
|
|
$ |
2.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
437 |
|
|
$ |
577 |
|
|
$ |
464 |
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares outstanding |
|
|
177 |
|
|
|
175 |
|
|
|
173 |
|
Incremental shares from stock-based awards |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of dilutive shares outstanding |
|
|
178 |
|
|
|
176 |
|
|
|
173 |
|
|
|
|
|
|
|
|
|
|
|
Income per share of common stock
assuming issuance of incremental shares |
|
$ |
2.45 |
|
|
$ |
3.28 |
|
|
$ |
2.68 |
|
|
|
|
|
|
|
|
|
|
|
Options to purchase approximately 100,000 shares of common stock in 2006, two million shares
of common stock in 2005, and one million shares in 2004 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.
NOTE 11 LONG-TERM DEBT AND PREFERRED SECURITIES
Long-Term Debt
Our long-term debt outstanding and weighted average interest rates(1) of debt outstanding at
December 31 were:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
DTE Energy Debt, Unsecured |
|
|
|
|
|
|
|
|
6.6% due 2007 to 2033 |
|
$ |
1,669 |
|
|
$ |
1,696 |
|
Detroit Edison Taxable Debt, Principally Secured |
|
|
|
|
|
|
|
|
5.9% due 2010 to 2037 |
|
|
2,267 |
|
|
|
2,030 |
|
Detroit Edison Tax Exempt Revenue Bonds (2) |
|
|
|
|
|
|
|
|
5.2% due 2008 to 2036 |
|
|
1,213 |
|
|
|
1,145 |
|
MichCon Taxable Debt, Principally Secured |
|
|
|
|
|
|
|
|
6.2% due 2007 to 2033 |
|
|
745 |
|
|
|
785 |
|
Other Long-Term Debt, Including Non-Recourse Debt |
|
|
259 |
|
|
|
155 |
|
|
|
|
|
|
|
|
|
|
|
6,153 |
|
|
|
5,811 |
|
Less amount due within one year |
|
|
(235 |
) |
|
|
(577 |
) |
|
|
|
|
|
|
|
|
|
$ |
5,918 |
|
|
$ |
5,234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securitization Bonds |
|
$ |
1,295 |
|
|
$ |
1,400 |
|
Less amount due within one year |
|
|
(110 |
) |
|
|
(105 |
) |
|
|
|
|
|
|
|
|
|
$ |
1,185 |
|
|
$ |
1,295 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity-Linked Securities |
|
$ |
|
|
|
$ |
175 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trust Preferred Linked Securities |
|
|
|
|
|
|
|
|
7.8% due 2032 |
|
$ |
186 |
|
|
$ |
186 |
|
7.5% due 2044 |
|
|
103 |
|
|
|
103 |
|
|
|
|
|
|
|
|
|
|
$ |
289 |
|
|
$ |
289 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Weighted average interest rates as of December 31, 2006 are shown below the description of
each debt issue.
|
|
(2) |
|
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 |
110
Debt Issuances
In 2006, we issued the following long-term debt:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Month |
|
|
|
|
|
|
|
(in Millions) |
|
Company |
|
Issued |
|
Type |
|
Interest Rate |
|
Maturity |
|
Amount |
|
|
Detroit Edison |
|
May |
|
Senior Notes (1) |
|
6.625% |
|
June 2036 |
|
$ |
250 |
|
DTE Energy |
|
May |
|
Senior Notes (2) |
|
6.35% |
|
June 2016 |
|
|
300 |
|
|
|
|
|
Tax-Exempt |
|
|
|
|
|
|
|
|
Detroit Edison |
|
December |
|
Revenue Bonds (3) |
|
Variable |
|
December 2036 |
|
|
69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Issuances |
|
$ |
619 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
The proceeds from the issuance were used to repay short-term borrowings of Detroit Edison and for general
corporate purposes. |
|
(2) |
|
The proceeds from the issuance were used to repay a portion of DTE Energys 6.45% Senior Notes due 2006 and for
general corporate purposes. |
|
(3) |
|
The proceeds from the issuance to be used to finance the construction, acquisition, improvement and installation of
certain solid waste disposal facilities at Detroit Edisons Monroe Power Plant. |
In October 2006, we purchased the lessor interest in the 66 Bcf Washington 10 gas storage
field. Prior to the purchase, we leased the storage rights and lease obligations which were
recorded as operating leases. The acquisition resulted in a cash payment of approximately $13
million and the assumption of approximately $133 million of project related debt that was recorded
on our statement of financial position.
Debt Retirements and Redemptions
The following debt was retired, through optional redemption or payment at maturity, during
2006.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Month |
|
|
|
|
|
|
|
(in Millions) |
|
Company |
|
Retired |
|
Type |
|
Interest Rate |
|
Maturity |
|
Amount |
|
|
MichCon |
|
May |
|
First Mortgage Bonds |
|
7.15% |
|
May 2006 |
|
$ |
40 |
|
DTE Energy |
|
June |
|
Senior Notes (1) |
|
6.45% |
|
June 2006 |
|
|
500 |
|
EES Coke Battery |
|
December |
|
Senior Notes (2) |
|
9.38% |
|
April 2007 |
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Retirements |
|
|
|
$ |
558 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
These Senior Notes were paid at maturity with the proceeds from the issuance of Senior Notes by DTE Energy and short-term borrowings. |
|
(2) |
|
In addition to its regular payments in 2006, EES Coke Battery Company Senior Notes were paid in full in December. |
The following table shows the scheduled debt maturities, excluding any unamortized discount or
premium on debt:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 and |
|
|
(in Millions) |
|
2007 |
|
2008 |
|
2009 |
|
2010 |
|
2011 |
|
thereafter |
|
Total |
|
|
|
Amount to mature |
|
$ |
346 |
|
|
$ |
462 |
|
|
$ |
368 |
|
|
$ |
686 |
|
|
$ |
922 |
|
|
$ |
4,962 |
|
|
$ |
7,746 |
|
Remarketable Securities
At December 31, 2006, $75 million of notes of MichCon were subject to periodic remarketings.
We do not expect any remarketings to take place in 2007. We direct the remarketing agents to
remarket these securities at the lowest interest rate necessary to produce a par bid. In the event
that a remarketing fails, we would be required to purchase the securities.
111
Equity-Linked Securities
In June 2002, DTE Energy issued $173 million of 8.75% Equity Security Units, with each unit
consisting of a stock purchase contract and a senior note of DTE Energy. In August 2005, DTE
Energy successfully remarketed $172 million aggregate principal amount of its 5.63% Senior Notes
due August 16, 2007 that were originally issued as a component of the 8.75% Equity Security Units.
Additionally, in August 2005, DTE Energy settled the stock purchase contract component of its
Equity Security Units by issuing common stock to holders of these units. The issue price
determined by the average closing price per share of our common stock during a 20 trading-day
period ending August 11, 2005 was $46.79 per share. Settlement of the purchase contracts resulted
in DTE Energy issuing approximately 3.7 million shares of common stock in exchange for
approximately $172 million.
Trust Preferred-Linked Securities
DTE Energy has interests in various unconsolidated trusts that were formed for the sole
purpose of issuing preferred securities and lending the gross proceeds to us. The sole assets of
the trusts are debt securities of DTE Energy with terms similar to those of the related preferred
securities. Payments we make are used by the trusts to make cash distributions on the preferred
securities it has issued.
We have the right to extend interest payment periods on the debt securities. Should we exercise
this right, we cannot declare or pay dividends on, or redeem, purchase or acquire, any of our
capital stock during the deferral period.
DTE Energy has issued certain guarantees with respect to payments on the preferred securities.
These guarantees, when taken together with our obligations under the debt securities and related
indenture, provide full and unconditional guarantees of the trusts obligations under the preferred
securities.
Financing costs for these issuances were paid for and deferred by DTE Energy. These costs are
being amortized using the straight-line method over the estimated lives of the related securities.
Cross Default Provisions
Substantially all of the net utility properties of Detroit Edison and MichCon are subject to
the lien of mortgages. Should Detroit Edison or MichCon fail to timely pay their indebtedness
under these mortgages, such failure may create cross defaults in the indebtedness of DTE Energy.
Preferred
and Preference Securities - Authorized and Unissued
As of December 31, 2006, the amount of authorized and unissued stock is as follows:
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Type of Stock |
|
Par Value |
|
Shares Authorized |
|
DTE Energy |
|
Preferred (1) |
|
None |
|
|
5,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Detroit Edison |
|
Preferred |
|
$ |
100 |
|
|
|
6,747,484 |
|
Detroit Edison |
|
Preference |
|
$ |
1 |
|
|
|
30,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
MichCon |
|
Preferred |
|
$ |
1 |
|
|
|
7,000,000 |
|
MichCon |
|
Preference |
|
$ |
1 |
|
|
|
4,000,000 |
|
|
|
|
(1) |
|
1.5 million shares are reserved for issuance under the Shareholders Rights Agreement |
112
NOTE
12 - 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 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.
In October 2005, DTE Energy, Detroit Edison and MichCon entered into five-year revolving credit
agreements with an aggregate capacity of $925 million. Simultaneously, we amended the October 2004
$975 million, five-year revolving credit facilities to provide for the substitution of
some of the participating lenders, as well as modifications to pricing, conditions to borrowing,
covenants, events of default and other miscellaneous provisions to conform to the terms of the new
agreements.
The aggregate availability under these combined facilities is $1.9 billion as shown in the
following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
DTE Energy |
|
|
Detroit Edison |
|
|
MichCon |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Five-year unsecured revolving facility, dated October 2005 |
|
$ |
675 |
|
|
$ |
69 |
|
|
$ |
181 |
|
|
$ |
925 |
|
Five-year unsecured revolving facility, dated October 2004 |
|
|
525 |
|
|
|
206 |
|
|
|
244 |
|
|
|
975 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate availability |
|
$ |
1,200 |
|
|
$ |
275 |
|
|
$ |
425 |
|
|
$ |
1,900 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings under the facilities are available at prevailing short-term interest rates. The
agreements require us to maintain a debt to total capitalization ratio of no more than .65 to l.
Should we have delinquent debt obligations of at least $50 million to any creditor, such
delinquency will be considered a default under our credit agreements. At December 31, 2006 and
December 31, 2005, respectively, we had approximately $123 million and $284 million of letters of
credit outstanding against these facilities.
Effective December 31, 2006, the credit agreements were amended to, among other things, exclude
MichCons short-term debt from the debt/capital ratio in the first, third and fourth quarter
reporting periods, exclude the effects of SFAS No. 158 in the compliance calculation, and exclude
un-drawn letters of credit and guarantees (except for guaranteed debt of non-consolidated third
parties) from the debt calculations under these credit agreements.
MichCon, Detroit Edison and DTE Energy are currently in compliance with these financial covenants.
At December 31, 2006, we had outstanding commercial paper of $1.031 billion and other short-term
borrowings of $100 million. At December 31, 2005, we had outstanding commercial paper of $841
million and other short-term borrowings of $103 million.
The weighted average interest rates for short-term borrowings were 5.4% and 4.4% at December 31,
2006 and 2005, respectively.
In December 2005, DTE Energy entered into a new $150 million letter of credit and reimbursement
agreement. The reimbursement agreement had a one-year term with a variable interest rate.
Provisions for an automatic one-year extension and conversion to a two-year term loan are available
as long as certain conditions are met. In December 2006, the agreement was extended for a one-year
term and the amount of the facility was reduced to $40 million, reflective of the letters of credit
outstanding versus approximately $80 million of letters of credit outstanding as of December 31,
2005. At the same time, the agreement was amended to exclude MichCons short-term debt from the
debt/capital ratio in the first, third and fourth quarter reporting periods, exclude the effects of
SFAS No. 158 in the compliance
113
calculation, and exclude un-drawn letters of credit and guarantees
(except for guaranteed debt of non-consolidated third parties) from the debt calculations under
these credit agreements.
In conjunction with maintaining certain exchange traded risk management positions, we may be
required to post cash collateral with our clearing agent. We entered into a margin loan facility
with an affiliate of the clearing agent of up to $103 million as of December 31, 2005 in lieu of
posting cash. This arrangement was backed by a letter of credit issued by DTE Energy in the amount
of $100 million. The amount outstanding under this facility was $103 million as of December 31,
2005. In October 2006, we changed our clearing agent and entered into a new demand financing
agreement for up to $150 million. The amount outstanding under this new agreement was $23 million
at December 31, 2006.
Detroit Edison has a $200 million short-term financing agreement secured by customer accounts
receivable. This agreement contains certain covenants related to the delinquency of accounts
receivable. Detroit Edison is currently in compliance with these covenants. We had an outstanding
balance of $100 million at December 31, 2006 and no outstanding balance at December 31, 2005.
NOTE
13 - CAPITAL AND OPERATING LEASES
Lessee We lease various assets under capital and operating leases, including coal cars,
office buildings, a warehouse, computers, vehicles and other equipment. The lease arrangements
expire at various dates through 2031.
Future minimum lease payments under non-cancelable leases at December 31, 2006 were:
|
|
|
|
|
|
|
|
|
|
|
Capital |
|
|
Operating |
|
(in Millions) |
|
Leases |
|
|
Leases |
|
2007 |
|
$ |
14 |
|
|
|
53 |
|
2008 |
|
|
15 |
|
|
|
41 |
|
2009 |
|
|
15 |
|
|
|
34 |
|
2010 |
|
|
14 |
|
|
|
27 |
|
2011 |
|
|
12 |
|
|
|
24 |
|
Thereafter |
|
|
50 |
|
|
|
154 |
|
|
|
|
|
|
|
|
Total minimum lease payments |
|
|
120 |
|
|
$ |
333 |
|
|
|
|
|
|
|
|
|
Less imputed interest |
|
|
(30 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Present value of net minimum lease payments |
|
|
90 |
|
|
|
|
|
Less current portion |
|
|
(8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Non-current portion |
|
$ |
82 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rental expense for operating leases was $72 million in 2006, $68 million in 2005, and $66
million in 2004.
Lessor
MichCon leases a portion of its pipeline system to the Vector Pipeline Partnership
through a capital lease contract that expires in 2020, with renewal options extending for five
years.
114
The components of the net investment in the capital lease at December 31, 2006, were as follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
2007 |
|
$ |
9 |
|
2008 |
|
|
9 |
|
2009 |
|
|
9 |
|
2010 |
|
|
9 |
|
2011 |
|
|
9 |
|
Thereafter |
|
|
80 |
|
|
|
|
|
Total minimum future lease receipts |
|
|
125 |
|
Residual value of leased pipeline |
|
|
40 |
|
Less unearned income |
|
|
(86 |
) |
|
|
|
|
Net investment in capital lease |
|
|
79 |
|
Less current portion |
|
|
(1 |
) |
|
|
|
|
|
|
$ |
78 |
|
|
|
|
|
NOTE
14 FINANCIAL AND OTHER DERIVATIVE INSTRUMENTS
We comply with SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities, as
amended. Listed below are important SFAS No. 133 requirements:
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Derivative instruments must be recognized as assets or liabilities
and measured at fair value, unless they meet the normal purchases
and sales exemption. |
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Accounting for changes in fair value depends on the purpose of the
derivative instrument and whether it is designated as a hedge and
qualifies for hedge accounting. |
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Special accounting is allowed for a derivative instrument
qualifying as a hedge and designated as a hedge for the
variability of cash flow associated with a forecasted transaction.
Gain or loss associated with the effective portion of the hedge is
recorded in other comprehensive income. The ineffective portion
is recorded to earnings. Amounts recorded in other comprehensive
income will be reclassified to net income when the forecasted
transaction affects earnings. If a cash flow hedge is
discontinued because it is likely the forecasted transaction will
not occur, net gains or losses are immediately recorded to
earnings. |
|
|
Special accounting is allowed for derivative instruments that
qualify as a hedge and are designated as a hedge of the changes in
fair value of an existing asset, liability or firm commitment.
Gain or loss on the hedging instrument is recorded into earnings.
An offsetting loss or gain on the underlying asset, liability or
firm commitment is also recorded to earnings. |
Our primary market risk exposure is associated with commodity prices, credit, interest rates and
foreign currency. We have risk management policies to monitor and decrease market risks. We use
derivative instruments to manage some of the exposure. Except for the activities of the Energy
Trading segment, we do not hold or issue derivative instruments for trading purposes. The fair
value of all derivatives is included in Assets or liabilities from risk management and trading
activities on the Consolidated Statement of Financial Position.
Commodity Price Risk
Utility Operations
Detroit
Edison Detroit Edison generates, purchases, distributes and sells electricity. Detroit
Edison uses forward energy, capacity, and futures contracts to manage changes in the price of
electricity and fuel. These derivatives are designated as cash flow hedges or meet the normal
purchases and sales exemption
115
and are therefore accounted for under the accrual method. There were
no commodity price risk cash flow hedges for electric utility operations at December 31, 2006.
MichCon
MichCon purchases, stores, transmits and distributes natural gas and sells storage and
transportation capacity. MichCon has fixed-priced contracts for portions of its expected gas supply
requirements through 2010. MichCon may also sell forward storage and transportation capacity
contracts. These gas supply, firm transportation and storage contracts are designated and qualify
for the normal purchases and sales exemption and are therefore accounted for under the accrual
method.
Non-Utility Operations
Power
and Industrial Projects These business segments manage and operate on-site energy and
steel related projects, landfill gas recovery and power generation assets. These
businesses utilize fixed-priced contracts in their marketing and management of their assets. These
contracts are not derivatives and are therefore
accounted for under the accrual method.
Synthetic
Fuel businesses generate production tax credits. We have sold interests in all nine of
our synthetic fuel production plants. Proceeds from the sales are contingent upon production
levels, the production qualifying for production tax credits, and the value of such credits.
Production tax credits are subject to phase out if domestic crude oil prices reach certain levels.
See Note 2.
To manage our exposure in 2007 to the risk of an increase in oil prices that could reduce or
eliminate synfuel sales proceeds, we entered into a series of derivative contracts covering a
specified number of barrels of oil. The derivative contracts involve purchased and written call
options that provide for net cash settlement at expiration based on the full years 2007 average New
York Mercantile Exchange (NYMEX) trading prices for light, sweet crude oil in relation to the
strike prices of each option. If the average NYMEX prices of oil in 2007 are less than $60 per
barrel, then the derivatives will yield no payment. If the price per barrel begins to exceed the
base $60 per barrel figure, then the derivatives will begin to yield a payment. These agreements
do not qualify for hedge accounting. Consequently, changes in the fair value of the options are
recorded currently in earnings. The fair value changes are recorded as adjustments to the gain
from selling interests in synfuel facilities and therefore included in the Asset gains and losses,
net item line on the Consolidated Statement of Operations.
Unconventional
Gas Production Our Unconventional Gas business is engaged in natural gas
exploration, development and production. We use derivative contracts to manage changes in the
price of natural gas. These derivatives are designated as cash flow hedges. Amounts recorded in
other comprehensive loss will be reclassified to earnings,
specifically as a component of Operating revenues, as the related production affects
earnings through 2013. In 2006 and 2005, $86 million and $35 million, respectively, of after-tax
losses were reclassified to earnings. In 2007, we estimate
reclassifying an after-tax loss of approximately $28 million to
earnings.
Energy
Trading Energy Trading markets and trades wholesale electricity and natural gas physical
products, 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 on its operations. These derivatives
are accounted for by recording changes in fair value to earnings, specifically as a component of
Operating revenues, unless certain hedge accounting criteria are met. This fair value accounting
better aligns financial reporting with the way the business is managed and its performance
measured. Energy Trading experiences earnings volatility as a result of its gas inventory and
other non-derivative assets that do not qualify for fair value accounting under accounting
principles generally accepted in the U.S. Although the risks associated with these asset positions
are substantially offset, requirements to fair value the related derivatives result in unrealized
gains and losses being recorded to earnings that eventually reverse
upon settlement. For derivatives designated as cash flow hedges, amounts recorded in Other Comprehensive
Income will be reclassified to earnings, specifically as a component of Operating revenues, as the
related forecasted transaction affects earnings through 2008. In 2007, we estimate reclassifying an
after-tax loss of approximately $7 million to earnings.
Coal
and Gas Midstream These business units are primarily engaged in services related to
marketing and transportation of coal as well as the transportation, processing and storage of
natural gas. These
116
businesses utilize fixed-priced contracts in their marketing and management of
their businesses. These contracts are not derivatives and are therefore accounted for under the accrual method.
Credit Risk
Our utility and non-utility businesses are exposed to credit risk if customers or
counterparties do not comply with their contractual obligations. We maintain credit policies that
significantly minimize overall credit risk. These policies include an evaluation of potential
customers and counterparties financial condition, credit rating, collateral requirements or other
credit enhancements such as letters of credit or guarantees. We generally use standardized
agreements that allow the netting of positive and negative transactions associated with a single
counterparty.
Interest Rate Risk
We use interest rate swaps, treasury locks and other derivatives to hedge the risk associated
with interest rate market volatility. In 2004 and 2000, we entered into a series of interest rate
derivatives to limit our sensitivity to market interest rate risk associated with the issuance of
long-term debt. Such instruments were designated as cash flow hedges. We subsequently issued
long-term debt and terminated these hedges at a cost that is included in other comprehensive loss.
Amounts recorded in other comprehensive loss will be reclassified to interest expense as the
related interest affects earnings through 2030. In 2007, we estimate reclassifying $4 million of
losses to earnings.
Foreign Currency Risk
DTE Energy Trading has foreign currency forward contracts to hedge fixed Canadian dollar
commitments existing under power purchase and sale contracts and gas transportation contracts. We
entered into these contracts to mitigate any price volatility with respect to fluctuations of the
Canadian dollar relative to the U.S. dollar. Certain of these contracts were designated as cash
flow hedges with changes in fair value recorded to other comprehensive income. Amounts recorded to
other comprehensive income are classified to operating revenues or fuel, purchased power and gas
expense when the related hedged item impacts earnings.
Fair Value of Other 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. The carrying value of certain other financial instruments, such as
notes payable, customer deposits and notes receivable approximate fair value and are not shown.
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|
2006 |
|
|
2005 |
|
|
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Fair Value |
|
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Carrying Value |
|
|
Fair Value |
|
|
Carrying Value |
|
Long-Term Debt |
|
$8.0 billion |
|
$7.7 billion |
|
$7.9 billion |
|
$7.7 billion |
NOTE
15 - COMMITMENTS AND CONTINGENCIES
Environmental
Electric Utility
Air - Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit
power plant emissions of sulfur dioxide and nitrogen oxides. In March 2005, EPA issued additional
emission reduction regulations relating to ozone, fine particulate, regional haze and mercury air
pollution. The new
117
rules will lead to additional controls on fossil-fueled power plants to reduce
nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these requirements, Detroit
Edison has spent approximately $875 million through 2006. We estimate Detroit Edison future capital
expenditures at up to $222 million in 2007 and up to $2 billion of additional capital expenditures
through 2018 to satisfy both the existing and proposed new control requirements.
Water
In response to an EPA regulation, Detroit Edison is required to examine alternatives for
reducing the environmental impacts of the cooling water intake structures at several of its
facilities. Based on the results of the studies to be conducted over the next several years,
Detroit Edison may be required to install additional control technologies to reduce the impacts of
the intakes. Initially, it was estimated that the Company could incur up to approximately $53
million over the next three to five years in additional capital expenditures to comply with these
requirements. However, a recent court decision remanded back to the EPA several provisions of the
federal regulation resulting in a delay in complying with the regulation. The decision also raised
the possibility that the Company may have to install cooling towers at some facilities at a cost
substantially greater than was initially estimated for other mitigative technologies.
Contaminated Sites - Detroit Edison conducted remedial investigations at contaminated sites,
including two former MGP sites, the area surrounding an ash landfill and several underground and
aboveground storage tank locations. The findings of these investigations indicated that the
estimated cost to remediate these sites is approximately $11 million which was accrued in 2006 and
is expected to be incurred over the next several years. In addition, Detroit Edison expects to make
approximately $5 million of capital improvements to the ash landfill in 2007.
Gas Utility
Contaminated Sites - Prior to the construction of major interstate natural gas pipelines, gas
for heating and other uses was manufactured locally from processes involving coal, coke or oil.
Gas Utility owns, or previously owned, 15 such former manufactured gas plant (MGP) sites.
Investigations have revealed contamination related to the by-products of gas manufacturing at each
site. In addition to the MGP sites, we are also in the process of cleaning up other contaminated
sites. Cleanup activities associated with these sites will be conducted over the next several
years.
In 1993, a cost deferral and rate recovery mechanism was approved by the MPSC for investigation and
remediation costs incurred at former MGP sites. As a result of a study completed in 1995, Gas
Utility accrued an additional liability and a corresponding regulatory asset of $35 million. During
2006, we spent approximately $2 million investigating and remediating these former MGP sites. In
December 2006, we retained multiple environmental consultants to estimate the projected cost to
remediate each MGP site. We accrued an additional $7 million in remediation liabilities associated
with former MGP holders and additional cleanup cost, to increase the reserve balance to $41 million
as of December 31, 2006, with a corresponding increase in the regulatory asset.
Any significant change in assumptions, such as remediation techniques, nature and extent of
contamination and regulatory requirements, could impact the estimate of remedial action costs for
the sites and affect the Companys financial position and cash flows. However, we anticipate the
cost deferral and rate recovery mechanism approved by the MPSC will prevent environmental costs
from having a material adverse impact on our results of operations.
Other
Our non-utility affiliates are subject to a number of environmental laws and regulations dealing
with the protection of the environment from various pollutants. We are in the process of installing
new environmental equipment at our coke battery facilities in Michigan. We expect the projects to
be
118
completed within one year at a cost of approximately $14 million. Our other non-utility
affiliates are substantially in compliance with all environmental requirements.
Guarantees
In certain limited circumstances, we enter into contractual guarantees. We may guarantee
another entitys obligation in the event it fails to perform. We may provide guarantees in certain
indemnification agreements. Finally, we may provide indirect guarantees for the indebtedness of
others. Below are the details of specific material guarantees we currently provide. Our other
guarantees are not individually material and total approximately $22 million at December 31, 2006.
Parent Company Guarantee of Subsidiary Obligations
We have issued guarantees for the benefit of various non-utility subsidiary transactions. In the
event that DTE Energys credit rating is downgraded below investment grade, certain of these
guarantees would require us to post cash or letters of credit valued
at approximately $383 million
at December 31, 2006. This estimated amount fluctuates based upon commodity prices (primarily
power and gas) and the provisions and maturities of the underlying agreements.
Personal Property Taxes
Detroit Edison, MichCon and other Michigan utilities have asserted that Michigans valuation
tables result in the substantial overvaluation of utility personal property. Valuation tables
established by the Michigan State Tax Commission (STC) are used to determine the taxable value of
personal property based on the propertys age. In November 1999, the STC approved new valuation
tables that more accurately recognize the value of a utilitys personal property. The new tables
became effective in 2000 and are currently used to calculate property tax expense. However,
several local taxing jurisdictions took legal action attempting to prevent the STC from
implementing the new valuation tables and continued to prepare assessments based on the superseded
tables.
In December 2005, a settlement agreement was reached and executed Stipulations for Consent
Judgment, Consent Judgments, and Schedules to Consent Judgment were filed with the Michigan Tax
Tribunal on behalf of Detroit Edison, MichCon and a significant number of the largest
jurisdictions, in terms of tax dollars, involved in the litigation. The filing of these documents
fulfilled the requirements of the settlement agreement and resolves a number of claims by the
litigants against each other including both property and non-property issues. The settlement
agreement resulted in a pre-tax economic benefit to DTE Energy of $43 million in 2005 that included
the release of a litigation reserve.
Labor Contracts
There are several bargaining units for our represented employees. Approximately 3,245 of our
represented employees are under contracts that expire in June 2007 and 970 employees are under
contracts that expire in October 2007. The contracts of the remaining represented employees expire
at various dates in 2008 and 2009.
Other Commitments
Detroit Edison has an Energy Purchase Agreement to purchase steam and electricity from the
Greater Detroit Resource Recovery Authority (GDRRA). Under the Agreement, Detroit Edison will
purchase steam through 2008 and electricity through June 2024. In 1996, a special charge to income
was recorded that included a reserve for steam purchase commitments in excess of replacement costs
from 1997 through 2008. The reserve for steam purchase commitments is being amortized to fuel,
purchased power and gas expense with non-cash accretion expense being recorded through 2008. We
purchased approximately $42 million of steam and electricity in 2006, 2005 and 2004. We estimate
steam and
119
electric purchase commitments through 2024 will not exceed $386 million. In January
2003, we sold the steam heating business of Detroit Edison to Thermal Ventures II, LP. Due to
terms of the sale, Detroit
Edison remains contractually obligated to buy steam from GDRRA until 2008 and recorded an
additional liability of $63 million for future commitments. Also, we have guaranteed bank loans
that Thermal Ventures II, LP may use for capital improvements to the steam heating system.
In 2004, we modified our future purchase commitments under a transportation agreement with an
interstate pipeline company and terminated a related long-term gas exchange (storage) agreement.
Under the gas exchange agreement, we received gas from the customer during the summer injection
period and redelivered the gas during the winter heating season. The agreements were at rates that
were not reflective of current market conditions and had been fair valued under accounting
principles generally accepted in the U.S. In 2002, the fair value of the transportation agreement
was frozen when it no longer met the definition of a derivative as a result of FERC Order 637. The
fair value amounts were being amortized to income over the life of the related agreements,
representing a net liability of approximately $75 million as of December 31, 2003. As a result of
the contract modification and termination, we recorded an adjustment to the net liability
increasing 2004 earnings by $48 million, net of taxes.
As of December 31, 2006, we were party to numerous long-term purchase commitments relating to a
variety of goods and services required for our business. These agreements primarily consist of
fuel supply commitments and energy trading contracts. We estimate that these commitments will be
approximately $6.5 billion through 2051. We also estimate that 2007 capital expenditures will be
$1.5 billion. We have made certain commitments in connection with expected capital expenditures.
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to
numerous companies operating in the steel, automotive, energy, retail and other industries.
Certain of our customers have filed for bankruptcy protection under Chapter 11 of the U.S.
Bankruptcy Code. We regularly review contingent matters relating to these customers and our
purchase and sale contracts and we record provisions for amounts considered at risk of probable
loss. We believe our previously accrued amounts are adequate for probable losses. The final
resolution of these matters is not expected to have a material effect on our financial statements.
Other
Detroit Edison and DTE Coal Services Inc. are involved in a contract dispute with BNSF Railway
Company that has been referred to arbitration. Under this contract, BNSF transports western coals
east for Detroit Edison and DTE Coal Services. We have filed a breach of contract claim against
BNSF for the failure to provide certain services that we believe are required by the contract.
The arbitration hearing is scheduled for mid-2007. While we believe we will prevail on the merits
in this matter, a negative decision with respect to the significant issues being heard in the
arbitration could have an adverse effect on our ability to grow the Coal and Gas Midstream business
segment as currently contemplated.
We are involved in certain legal, regulatory, administrative and environmental proceedings before
various courts, arbitration panels and governmental agencies concerning claims arising in the
ordinary course of business. These proceedings include certain contract disputes, environmental
reviews and investigations, audits, inquiries from various regulators, and pending judicial
matters. We cannot predict the final disposition of such proceedings. We regularly review legal
matters and record provisions for claims that are considered probable of loss. The resolution of
pending proceedings is not expected to have a material effect on our operations or financial
statements in the period they are resolved.
See Notes 6 and 7 for a discussion of contingencies related to Regulatory Matters and Nuclear
Operations.
120
NOTE
16 - RETIREMENT BENEFITS AND TRUSTEED ASSETS
Adoption of SFAS No. 158, Employers Accounting for Defined Benefit Pension and Other
Postretirement Plans
In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans an Amendment of FASB Statements No. 87, 88, 106, and
132(R). SFAS 158 requires companies to (1) recognize the overfunded or underfunded status of
defined benefit pension and defined benefit other postretirement plans in its financial statements,
(2) recognize as a component of other comprehensive income, net of tax, the actuarial gains or
losses and the prior service costs or credits that arise during the period but are not immediately
recognized as components of net periodic benefit cost, (3) recognize adjustments to other
comprehensive income when the actuarial gains or losses, prior service costs or credits, and
transition assets or obligations are recognized as components of net periodic benefit cost, (4)
measure postretirement benefit plan assets and plan obligations as of the date of the employers
statement of financial position, and (5) disclose additional information in the notes to financial
statements about certain effects on net periodic benefit cost in the upcoming fiscal year that
arise from delayed recognition of the actuarial gains and losses and the prior service cost and
credits.
The requirement to recognize the funded status of a postretirement benefit plan and the related
disclosure requirements is effective for fiscal years ending after December 15, 2006. We adopted
this requirement as of December 31, 2006. The requirement to measure plan assets and benefit
obligations as of the date of the employers fiscal year-end statement of financial position is
effective for fiscal years ending after December 15, 2008. We plan to adopt this requirement as of
December 31, 2008.
Detroit Edison received approval from the MPSC to record the charge related to the additional
liability as a miscellaneous deferred debit in the regulatory asset line on the Consolidated
Statement of Financial Position since the traditional rate setting process allows for the recovery
of pension and other postretirement plan costs. Retrospective application of the changes required
by SFAS No. 158 is prohibited; therefore certain disclosures below are not comparable.
Measurement Date
In the fourth quarter of 2004, we changed the date for actuarial measurement of our
obligations for benefit programs from December 31 to November 30. We believe the one-month change
of the measurement date is a preferable change as it allows time for management to plan and execute
its review of the completeness and accuracy of its benefit programs results and to fully reflect
the impact on its financial results. The change did not have a material effect on retained earnings
as of January 1, 2004, and income from continuing operations, net income and related per share
amounts for any interim period in 2004. Accordingly, all amounts reported in the following tables
for balances as of December 31, 2006 and December 31, 2005 are based on measurement dates of
November 30, 2006 and November 30, 2005, respectively. Amounts reported in tables for the year
ended December 31, 2006 are based on a measurement date of November 30, 2005. Amounts reported in
tables for the year ended December 31, 2005 are based on a measurement date of November 30, 2004.
Amounts reported in tables for the year ended December 31, 2004 are based on a measurement date of
December 31, 2003.
Qualified and Nonqualified Pension Plan Benefits
We have qualified defined benefit retirement plans for eligible represented and nonrepresented
employees. The plans are noncontributory and cover substantially all employees. The plans provide
traditional retirement benefits based on the employees years of benefit service, average final
compensation and age at retirement. In addition, certain represented and nonrepresented employees
are
121
covered under cash balance provisions that base benefits on annual employer contributions and
interest credits. We also maintain supplemental nonqualified, noncontributory, retirement benefit
plans for selected management employees. These plans provide for benefits that supplement those
provided by DTE Energys other retirement plans.
Our policy is to fund qualified pension costs by contributing amounts consistent with the Pension
Protection Act of 2006 provisions and additional amounts when we deem appropriate. In December
2006, we contributed $180 million to the qualified pension plans and $15 million to the
nonqualified pension plans. We anticipate making up to a $180 million contribution to our
qualified pension plans in 2007 and a $15 million contribution to our nonqualified pension plans in
2007.
Net pension cost includes the following components:
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|
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|
|
|
|
|
|
Qualified Pension Plans |
|
|
Nonqualified Pension Plans |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Service Cost |
|
$ |
62 |
|
|
$ |
64 |
|
|
$ |
58 |
|
|
$ |
2 |
|
|
$ |
2 |
|
|
$ |
2 |
|
Interest Cost |
|
|
172 |
|
|
|
169 |
|
|
|
168 |
|
|
|
4 |
|
|
|
3 |
|
|
|
3 |
|
Expected Return on Plan Assets |
|
|
(222 |
) |
|
|
(218 |
) |
|
|
(216 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net actuarial loss |
|
|
57 |
|
|
|
67 |
|
|
|
63 |
|
|
|
2 |
|
|
|
1 |
|
|
|
1 |
|
Prior service cost |
|
|
7 |
|
|
|
8 |
|
|
|
8 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
Special Termination Benefits |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Pension Cost |
|
$ |
125 |
|
|
$ |
90 |
|
|
$ |
81 |
|
|
$ |
9 |
|
|
$ |
6 |
|
|
$ |
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts in accumulated other comprehensive loss and regulatory assets expected to be
recognized as components of net periodic benefit cost during 2007 are comprised of $56 million of
net actuarial loss and $5 million of prior service cost relating to qualified pension plans and $2
million of net actuarial loss and $1 million of prior service cost relating to nonqualified pension
plans. We recorded a $49 million pension cost associated with our
Performance Excellence Process in 2006.
122
The following table reconciles the obligations, assets and funded status of the plans as well as
the amounts recognized as prepaid pension cost or pension liability in the Consolidated Statement
of Financial Position at December 31:
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Qualified Pension Plans |
|
|
Nonqualified Pension Plans |
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2006 |
|
|
2005 |
|
Accumulated Benefit Obligation-End of Period |
|
$ |
2,934 |
|
|
$ |
2,741 |
|
|
$ |
73 |
|
|
$ |
61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Projected Benefit Obligation-Beginning of Period |
|
$ |
3,013 |
|
|
$ |
2,899 |
|
|
$ |
67 |
|
|
$ |
56 |
|
Service Cost |
|
|
62 |
|
|
|
64 |
|
|
|
2 |
|
|
|
2 |
|
Interest Cost |
|
|
172 |
|
|
|
169 |
|
|
|
4 |
|
|
|
3 |
|
Actuarial Loss |
|
|
78 |
|
|
|
49 |
|
|
|
7 |
|
|
|
10 |
|
Benefits Paid |
|
|
(197 |
) |
|
|
(168 |
) |
|
|
(5 |
) |
|
|
(4 |
) |
Special Termination Benefits |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan Amendments |
|
|
(6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Projected Benefit Obligation-End of Period |
|
$ |
3,171 |
|
|
$ |
3,013 |
|
|
$ |
75 |
|
|
$ |
67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan Assets at Fair Value-Beginning of Period |
|
$ |
2,617 |
|
|
$ |
2,565 |
|
|
$ |
|
|
|
$ |
|
|
Actual Return on Plan Assets |
|
|
324 |
|
|
|
220 |
|
|
|
|
|
|
|
|
|
Company Contributions |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
4 |
|
Benefits Paid |
|
|
(197 |
) |
|
|
(168 |
) |
|
|
(5 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan Assets at Fair Value-End of Period |
|
$ |
2,744 |
|
|
$ |
2,617 |
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funded Status of the Plans |
|
$ |
(427 |
) |
|
$ |
(396 |
) |
|
$ |
(75 |
) |
|
$ |
(67 |
) |
December Contribution |
|
|
180 |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funded Status, End of Year |
|
$ |
(247 |
) |
|
$ |
(396 |
) |
|
$ |
(75 |
) |
|
$ |
(66 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrecognized (a) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Actuarial loss (a) |
|
|
|
|
|
|
1,023 |
|
|
|
|
|
|
|
23 |
|
Prior service cost (a) |
|
|
|
|
|
|
27 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Amount Recognized-End of Period (a) |
|
|
|
|
|
$ |
654 |
|
|
|
|
|
|
$ |
(41 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount Recorded as (a) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid pension assets (a) |
|
|
|
|
|
|
186 |
|
|
|
|
|
|
|
|
|
Accrued pension liability (a) |
|
|
|
|
|
|
(224 |
) |
|
|
|
|
|
|
(60 |
) |
Regulatory asset (a) |
|
|
|
|
|
|
532 |
|
|
|
|
|
|
|
12 |
|
Accumulated other comprehensive loss (a) |
|
|
|
|
|
|
129 |
|
|
|
|
|
|
|
5 |
|
Intangible Asset (a) |
|
|
|
|
|
|
31 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
654 |
|
|
|
|
|
|
$ |
(41 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncurrent Assets (b) |
|
$ |
71 |
|
|
|
|
|
|
$ |
|
|
|
|
|
|
Current Liabilities (b) |
|
|
|
|
|
|
|
|
|
$ |
(5 |
) |
|
|
|
|
Noncurrent Liabilities (b ) |
|
$ |
(318 |
) |
|
|
|
|
|
$ |
(70 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(247 |
) |
|
|
|
|
|
|
(75 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts Recognized in |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated other comprehensive loss (b) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Actuarial loss (b) |
|
$ |
186 |
|
|
|
|
|
|
$ |
7 |
|
|
|
|
|
Prior
service (credit) (b) |
|
|
(10 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Regulatory Assets (b) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Actuarial loss (b) |
|
|
756 |
|
|
|
|
|
|
|
21 |
|
|
|
|
|
Prior service cost (b) |
|
|
24 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
(a) |
|
- Disclosure no longer required by FAS 158, adopted in 2006, retroactive adoption not
permitted. |
|
(b) |
|
- New disclosure required by FAS 158, adopted in 2006, retroactive adoption not permitted. |
123
Assumptions used in determining the projected benefit obligation and net pension costs are listed
below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
2004 |
Projected Benefit Obligation |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.70 |
% |
|
|
5.90 |
% |
|
|
6.00 |
% |
Annual increase in future compensation levels |
|
|
4.0 |
% |
|
|
4.0 |
% |
|
|
4.0 |
% |
|
Net Pension Costs |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.90 |
% |
|
|
6.00 |
% |
|
|
6.25 |
% |
Annual increase in future compensation levels |
|
|
4.0 |
% |
|
|
4.0 |
% |
|
|
4.0 |
% |
Expected long-term rate of return on Plan assets |
|
|
8.75 |
% |
|
|
9.0 |
% |
|
|
9.0 |
% |
At December 31, 2006, the benefits related to our qualified and nonqualified plans expected to
be paid in each of the next five years and in the aggregate for the five fiscal years thereafter
are as follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
2007 |
|
$ |
179 |
|
2008 |
|
|
183 |
|
2009 |
|
|
190 |
|
2010 |
|
|
199 |
|
2011 |
|
|
204 |
|
2012 - 2016 |
|
|
1,157 |
|
|
|
|
|
Total |
|
$ |
2,112 |
|
|
|
|
|
We employ a consistent formal process in determining the long-term rate of return for various
asset classes. We evaluate input from our consultants, including their review of historic financial
market risks and returns and long-term historic relationships between the asset classes of
equities, fixed income and other assets, consistent with the widely accepted capital market
principle that asset classes with higher volatility generate a greater return over the long-term.
Current market factors such as inflation, interest rates, asset class risks and asset class returns
are evaluated and considered before long-term capital market assumptions are determined. The
long-term portfolio return is also established employing a consistent formal process, with due
consideration of diversification, active investment management and rebalancing. Peer data is
reviewed to check for reasonableness.
We employ a total return investment approach whereby a mix of equities, fixed income and other
investments are used to maximize the long-term return on plan assets consistent with prudent levels
of risk. The intent of this strategy is to minimize plan expenses over the long-term. Risk
tolerance is established through consideration of future plan cash flows, plan funded status, and
corporate financial considerations. The investment portfolio contains a diversified blend of
equity, fixed income and other investments. Furthermore, equity investments are diversified across
U.S. and non-U.S. stocks, growth and value investment styles, and large and small market
capitalizations. Other assets such as private equity and absolute return funds are used judiciously
to enhance long-term returns while improving portfolio diversification. Derivatives may be
utilized in a risk controlled manner, to potentially increase the portfolio beyond the market value
of invested assets and reduce portfolio investment risk. Investment risk is measured and monitored
on an ongoing basis through annual liability measurements, periodic asset/liability studies, and
quarterly investment portfolio reviews.
124
Our plans weighted-average asset allocations by asset category at December 31 were as follows:
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
Equity Securities |
|
|
68 |
% |
|
|
68 |
% |
Debt Securities |
|
|
23 |
|
|
|
27 |
|
Other |
|
|
9 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
Our plans weighted-average asset target allocations by asset category at December 31, 2006
were as follows:
|
|
|
|
|
Equity Securities |
|
|
65 |
% |
Debt Securities |
|
|
20 |
|
Other |
|
|
15 |
|
|
|
|
|
|
|
|
|
100 |
% |
|
|
|
|
|
We also sponsor defined contribution retirement savings plans. Participation in one of these
plans is available to substantially all represented and nonrepresented employees. We match
employee contributions up to certain predefined limits based upon eligible compensation, the
employees contribution rate and, in some cases, years of credited service. The cost of these
plans was $29 million in 2006, $29 million in 2005, and $28 million in 2004.
Other Postretirement Benefits
We provide certain postretirement health care and life insurance benefits for employees who
are eligible for these benefits. Our policy is to fund certain trusts to meet our postretirement
benefit obligations. Separate qualified Voluntary Employees Beneficiary Association (VEBA) trusts
exist for represented and nonrepresented employees. In 2006, we made
cash contributions of $116 million to our postretirement benefit
plans. At the discretion of management, we may make up
to a $116 million contribution to our VEBA trusts in 2007.
Net postretirement cost includes the following components:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Service Cost |
|
$ |
59 |
|
|
$ |
55 |
|
|
$ |
41 |
|
Interest Cost |
|
|
115 |
|
|
|
105 |
|
|
|
92 |
|
Expected Return on Plan Assets |
|
|
(61 |
) |
|
|
(70 |
) |
|
|
(56 |
) |
Amortization of
Net loss |
|
|
72 |
|
|
|
60 |
|
|
|
43 |
|
Prior
service (credit) |
|
|
(3 |
) |
|
|
(2 |
) |
|
|
(3 |
) |
Net transition obligation |
|
|
7 |
|
|
|
7 |
|
|
|
8 |
|
Special Termination Benefits |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Postretirement Cost |
|
$ |
197 |
|
|
$ |
155 |
|
|
$ |
125 |
|
|
|
|
|
|
|
|
|
|
|
Amounts in accumulated other comprehensive loss or regulatory assets expected to be recognized
as components of net periodic benefit cost during 2007 are comprised of $66 million of net
actuarial loss, $2 million gain of prior service cost and
$7 million of net transition obligation. We recorded an $8
million postretirement benefit cost associated with our Performance
Excellence Process in 2006.
125
The following table reconciles the obligations, assets and funded status of the plans including
amounts recorded as accrued postretirement cost in the Consolidated Statement of Financial Position
at December 31:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
Accumulated Postretirement Benefit Obligation-Beginning of Period |
|
$ |
1,991 |
|
|
$ |
1,793 |
|
Service Cost |
|
|
59 |
|
|
|
55 |
|
Interest Cost |
|
|
115 |
|
|
|
105 |
|
Actuarial Loss |
|
|
101 |
|
|
|
136 |
|
Plan Amendments |
|
|
2 |
|
|
|
(10 |
) |
Medicare Part D Subsidy |
|
|
1 |
|
|
|
|
|
Special Termination Benefits |
|
|
8 |
|
|
|
|
|
Benefits Paid |
|
|
(93 |
) |
|
|
(88 |
) |
|
|
|
|
|
|
|
Accumulated Postretirement Benefit Obligation-End of Period |
|
$ |
2,184 |
|
|
$ |
1,991 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan Assets at Fair Value-Beginning of Period |
|
$ |
713 |
|
|
$ |
679 |
|
Actual Return on Plan Assets |
|
|
86 |
|
|
|
61 |
|
Company Contributions |
|
|
60 |
|
|
|
40 |
|
Benefits Paid |
|
|
(65 |
) |
|
|
(67 |
) |
|
|
|
|
|
|
|
Plan Assets at Fair Value-End of Period |
|
$ |
794 |
|
|
$ |
713 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funded Status of the Plans |
|
$ |
(1,390 |
) |
|
$ |
(1,278 |
) |
December Adjustment |
|
|
(24 |
) |
|
|
(58 |
) |
|
|
|
|
|
|
|
Funded Status, as of December 31 |
|
$ |
(1,414 |
) |
|
$ |
(1,336 |
) |
|
|
|
|
|
|
|
|
Unrecognized (a) |
|
|
|
|
|
|
|
|
Net Actuarial loss (a) |
|
|
|
|
|
|
896 |
|
Prior
service (credit) (a) |
|
|
|
|
|
|
(12 |
) |
Net transition obligation (a) |
|
|
|
|
|
|
46 |
|
|
|
|
|
|
|
|
|
Liability-End of Period (a) |
|
|
|
|
|
$ |
(406 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncurrent Assets (b ) |
|
$ |
|
|
|
|
|
|
Current Liabilities (b) |
|
$ |
|
|
|
|
|
|
Noncurrent Liabilities (b) |
|
$ |
(1,414 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts Recognized in |
|
|
|
|
|
|
|
|
Accumulated other comprehensive loss (b) |
|
|
|
|
|
|
|
|
Net Actuarial loss (b) |
|
$ |
85 |
|
|
|
|
|
Prior
service (credit) (b) |
|
$ |
(44 |
) |
|
|
|
|
Net transition obligation (b) |
|
$ |
(35 |
) |
|
|
|
|
Regulatory Assets (b) |
|
|
|
|
|
|
|
|
Net Actuarial loss (b) |
|
|
816 |
|
|
|
|
|
Prior service cost (b) |
|
|
36 |
|
|
|
|
|
Net transition obligation (b) |
|
|
74 |
|
|
|
|
|
|
|
|
(a) |
|
- Disclosure no longer required by FAS 158, adopted in 2006, retroactive adoption not permitted. |
|
(b) |
|
- New disclosure required by FAS 158, adopted in 2006, retroactive adoption not permitted. |
126
Assumptions used in determining the projected benefit obligation and net benefit costs are listed
below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
2004 |
Projected Benefit Obligation |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.70 |
% |
|
|
5.90 |
% |
|
|
6.00 |
% |
|
Net Benefit Costs |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.90 |
% |
|
|
6.00 |
% |
|
|
6.25 |
% |
Expected long-term rate of return on Plan assets |
|
|
8.75 |
% |
|
|
9.00 |
% |
|
|
9.00 |
% |
Benefit costs were calculated assuming health care cost trend rates beginning at 9 % for 2006
and decreasing to 5% in 2011 and thereafter for persons under age 65 and decreasing from 8% to 5%
for persons age 65 and over. A one-percentage-point increase in health care cost trend rates would
have increased the total service cost and interest cost components of benefit costs by $30 million
and increased the accumulated benefit obligation by $272 million at December 31, 2006. A
one-percentage-point decrease in the health care cost trend rates would have decreased the total
service and interest cost
components of benefit costs by $25 million and would have decreased the accumulated benefit
obligation by $230 million at December 31, 2006.
At December 31, 2006, the benefits expected to be paid, including prescription drug benefits, in
each of the next five years and in the aggregate for the five fiscal years thereafter are as
follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
2007 |
|
$ |
122 |
|
2008 |
|
|
127 |
|
2009 |
|
|
131 |
|
2010 |
|
|
135 |
|
2011 |
|
|
139 |
|
2012 - 2016 |
|
|
726 |
|
|
|
|
|
Total |
|
$ |
1,380 |
|
|
|
|
|
In December 2003, the Medicare Act was signed into law which provides for a non-taxable
federal subsidy to sponsors of retiree health care benefit plans that provide a benefit that is at
least actuarially equivalent to the benefit established by law. As discussed in Note 3, we
adopted FSP No. 106-2 in 2004, which provides guidance on the accounting for the Medicare Act. As
a result of the adoption, our accumulated postretirement benefit obligation for the subsidy related
to benefits attributed to past service was reduced by approximately $95 million at January 1, 2004
and was accounted for as an actuarial gain. The effects of the subsidy reduced net periodic
postretirement benefit costs by $17 million in 2006, $20 million in 2005 and $16 million in 2004.
127
At December 31, 2006, the gross amount of federal subsidies expected to be received in each of the
next five years and in the aggregate for the five fiscal years thereafter was as follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
2007 |
|
$ |
5 |
|
2008 |
|
|
5 |
|
2009 |
|
|
5 |
|
2010 |
|
|
7 |
|
2011 |
|
|
7 |
|
2012 - 2016 |
|
|
35 |
|
|
|
|
|
Total |
|
$ |
64 |
|
|
|
|
|
The process used in determining the long-term rate of return for assets and the investment
approach for our other postretirement benefits plans is similar to those previously described for
our qualified pension plans.
Our plans weighted-average asset allocations by asset category at December 31 were as follows:
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
Equity Securities |
|
|
68 |
% |
|
|
68 |
% |
Debt Securities |
|
|
25 |
|
|
|
28 |
|
Other |
|
|
7 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
Our plans weighted-average asset target allocations by asset category at December 31, 2006
were as follows:
|
|
|
|
|
Equity Securities |
|
|
65 |
% |
Debt Securities |
|
|
20 |
|
Other |
|
|
15 |
|
|
|
|
|
|
|
|
|
100 |
% |
|
|
|
|
|
128
The adoption of SFAS No. 158 had the following incremental effect on the financial statement
line items shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-Qualified |
|
Postretirement |
|
Total Benefit |
(in Millions) |
|
Qualified Plans |
|
Plans |
|
Plans |
|
Plans |
Increase (Decrease) in
Assets and Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid pension assets |
|
$ |
(180 |
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
(180 |
) |
|
Accrued pension liability |
|
$ |
133 |
|
|
$ |
3 |
|
|
$ |
|
|
|
$ |
136 |
|
|
Accrued postretirement
liability |
|
|
|
|
|
|
|
|
|
|
933 |
|
|
|
933 |
|
|
Intangible assets |
|
$ |
(17 |
) |
|
$ |
(1 |
) |
|
$ |
|
|
|
$ |
(18 |
) |
Deferred income taxes asset |
|
$ |
19 |
|
|
$ |
|
|
|
$ |
2 |
|
|
$ |
21 |
|
Regulatory assets |
|
$ |
277 |
|
|
$ |
4 |
|
|
$ |
927 |
|
|
$ |
1,208 |
|
Accumulated other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
comprehensive loss |
|
$ |
34 |
|
|
$ |
|
|
|
$ |
4 |
|
|
$ |
38 |
|
Grantor Trust
MichCon maintains a Grantor Trust that invests in life insurance contracts and income
securities. Employees and retirees have no right, title or interest in the assets of the Grantor
Trust, and MichCon can revoke the trust subject to providing the MPSC with prior notification. We
account for our investment at fair value with unrealized gains and losses recorded to earnings.
NOTE
17 STOCK-BASED COMPENSATION
The DTE Energy Stock Incentive Plan permits the grant of incentive stock options,
non-qualifying stock options, stock awards, performance shares and performance units. Participants
in the plan include our employees and members of our Board of Directors. In the second quarter of
2006, we adopted a new Long-Term Incentive Program (LTIP).
The following are the key points of the newly adopted LTIP:
|
|
|
Authorized limit is 9,000,000 shares of common stock; |
|
|
|
|
Prohibits the grant of a stock option with an exercise price that is less than the fair
market value of the Companys stock on the date of the grant; and |
|
|
|
|
Imposes the following award limits to a single participant in a single calendar year,
(1) options for more than 500,000 shares of common stock; (2) stock awards for more than
150,000 shares of common stock; (3) performance share awards for more than 300,000 shares
of common stock (based on the maximum payout under the award); or (4) more than 1,000,000
performance units, which have a face amount of $1.00 each. |
As of December 31, 2006, no performance units have been granted under either the LTIP or the
previous stock incentive plan.
Effective January 1, 2006, we adopted SFAS No. 123(R), Share-Based Payment, using the modified
prospective transition method. Under this method, we record compensation expense at fair value over
the vesting period for all awards we grant after the date we adopted the standard. In addition, we
are required to record compensation expense at fair value (as previous awards continue to vest) for
the unvested
129
portion of previously granted stock option awards that were outstanding as of the date
of adoption. Pre-adoption awards of stock awards and performance shares will continue to be
expensed. DTE did not make the one-time election to adopt the alternative transition method
described in FSP SFAS 123(R)-3, Transition Election Related to Accounting for the Tax Effect of
Share-Based Payment Awards, but has chosen instead to follow the
original guidance provided by SFAS
123(R) in accounting for the tax effects of stock based compensation awards.
The
adoption of SFAS 123(R) in 2006 resulted in the following:
|
|
|
Income from continuing operations was reduced by $2 million; |
|
|
|
|
Net income was reduced by $1 million; |
|
|
|
|
Operating and financing cash flows were not materially impacted; and |
|
|
|
|
Had no material effect on basic or diluted earnings per share. |
Stock-based compensation for the reporting periods is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
2004 |
Stock-based compensation expense |
|
$ |
24 |
|
|
$ |
13 |
|
|
$ |
12 |
|
Tax benefit of compensation expense |
|
$ |
8 |
|
|
$ |
5 |
|
|
$ |
4 |
|
The cumulative effect of the adoption of SFAS 123(R) was an increase in net income of $1
million as a result of estimating forfeitures for previously granted stock awards and performance
shares. We have not
restated any prior periods as a result of the adoption of SFAS 123(R). We generally purchase
shares on the open market for options that are exercised or we may settle in cash other stock based
compensation.
Options
Options are exercisable according to the terms of the individual stock option award agreements
and expire 10 years after the date of the grant. The option exercise price equals the fair value
of the stock on the date that the option was granted.
Stock option activity was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
Weighted |
|
|
Aggregate |
|
|
|
Number of |
|
|
Average |
|
|
Intrinsic |
|
|
|
Options |
|
|
Exercise Price |
|
|
Value |
|
|
|
|
|
|
|
|
|
|
|
Options outstanding at
January 1, 2006 |
|
|
6,236,343 |
|
|
$ |
41.31 |
|
|
|
|
|
Granted |
|
|
621,720 |
|
|
$ |
43.39 |
|
|
|
|
|
Exercised |
|
|
(1,009,126 |
) |
|
$ |
40.63 |
|
|
|
|
|
Forfeited or Expired |
|
|
(181,740 |
) |
|
$ |
43.20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options outstanding at
December 31, 2006 |
|
|
5,667,197 |
|
|
$ |
41.60 |
|
|
$ |
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Options exercisable at
December 31, 2006 |
|
|
4,104,375 |
|
|
$ |
41.09 |
|
|
$ |
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
The weighted average remaining contractual life for the
exercisable shares is 5.25 years. |
|
(2) |
|
As of December 31, 2006 1,562,822 options were nonvested. |
|
(3) |
|
During 2006 1,169,744 options vested in this period. |
130
The weighted average grant date fair value of options granted during 2006, 2005 and 2004 was
$6.12, $5.89, $4.46, respectively. The intrinsic value of options exercised for both the year
ended December 31, 2006, 2005 and 2004 was $6 million, $8 million, and $7 million, respectively.
Total option expense recognized during 2006 was $6 million.
The number, weighted average exercise price and weighted average remaining contractual life of
options outstanding were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
|
Weighted |
|
Average |
Range of |
|
Number of |
|
Average |
|
Remaining |
Exercise Prices |
|
Options |
|
Exercise Price |
|
Contractual Life (years) |
$27.62 - $38.04 |
|
|
337,395 |
|
|
$ |
31.09 |
|
|
|
2.90 |
|
$38.60 - $42.44 |
|
|
2,961,657 |
|
|
$ |
40.63 |
|
|
|
5.79 |
|
$42.60 - $44.50 |
|
|
948,390 |
|
|
$ |
43.13 |
|
|
|
7.39 |
|
$44.56 - $48.00 |
|
|
1,419,755 |
|
|
$ |
45.08 |
|
|
|
6.59 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,667,197 |
|
|
$ |
41.60 |
|
|
|
6.09 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
We determine the fair value for these options at the date of grant using a Black-Scholes based
option pricing model and the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
December 31 |
|
December 31 |
|
|
2006 |
|
2005 |
|
2004 |
Risk-free interest rate |
|
|
4.58 |
% |
|
|
3.93 |
% |
|
|
3.55 |
% |
Dividend yield |
|
|
4.75 |
% |
|
|
4.60 |
% |
|
|
5.23 |
% |
|
Expected volatility |
|
|
19.79 |
% |
|
|
19.56 |
% |
|
|
20.00 |
% |
|
Expected life |
|
6 |
years |
|
6 |
years |
|
6 |
years |
In connection with the adoption of SFAS 123(R) we reviewed and updated our forfeiture,
expected term and volatility assumptions. We modified option volatility to include both historical
and implied share-price volatility. Implied volatility is derived from exchange traded options on
DTE Energy common stock. Volatility for 2006 was estimated based solely upon historical share-price
volatility. Our expected term is based on industry standards.
131
Pro forma information for the periods ended December 31, 2005 and 2004 is provided to show
what our net income and earnings per share would have been if compensation costs had been
determined as prescribed by SFAS 123(R):
|
|
|
|
|
|
|
|
|
(in Millions, except per share amounts) |
|
December 31, 2005 |
|
|
December 31, 2004 |
|
Net Income As Reported |
|
$ |
537 |
|
|
$ |
431 |
|
Less: Total stock-based expense |
|
|
(4 |
) |
|
|
(6 |
) |
|
|
|
|
|
|
|
Pro Forma Net Income |
|
$ |
533 |
|
|
$ |
425 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share |
|
|
|
|
|
|
|
|
Basic as reported |
|
$ |
3.07 |
|
|
$ |
2.50 |
|
|
|
|
|
|
|
|
Basic pro forma |
|
$ |
3.05 |
|
|
$ |
2.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted as reported |
|
$ |
3.05 |
|
|
$ |
2.49 |
|
|
|
|
|
|
|
|
Diluted pro forma |
|
$ |
3.03 |
|
|
$ |
2.45 |
|
|
|
|
|
|
|
|
Stock Awards
Stock awards granted under the plan are restricted for varying periods, which are generally
for three years. Participants have all rights of a shareholder with respect to a stock award,
including the right to receive dividends and vote the shares. Prior to vesting in stock awards,
the participant: (i) may not sell, transfer, pledge, exchange or otherwise dispose of shares; (ii)
shall not retain custody of the share certificates; and (iii) will deliver to us a stock power with
respect to each stock award.
The stock awards are recorded at cost that approximates fair value on the date of grant. We
account for stock awards as unearned compensation, which is recorded as a reduction to common
stock. The cost is amortized to compensation expense over the vesting period.
Stock award activity for the periods ended December 31 was:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Fair value of awards vested (in Millions) |
|
$ |
5 |
|
|
$ |
4 |
|
|
$ |
6 |
|
Restricted common shares awarded |
|
|
282,555 |
|
|
|
288,360 |
|
|
|
209,650 |
|
Weighted average market price of shares awarded |
|
$ |
43.64 |
|
|
$ |
44.95 |
|
|
$ |
39.95 |
|
Compensation cost charged against income (in Millions) |
|
$ |
10 |
|
|
$ |
8 |
|
|
$ |
6 |
|
132
The following table summarizes our stock awards activity for the period ended December 31,
2006:
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
Weighted Average Grant Date |
|
|
|
Stock |
|
|
Fair Value |
|
Balance at December 31, 2005 |
|
|
544,087 |
|
|
|
$42.68 |
|
Grants |
|
|
282,555 |
|
|
|
$43.64 |
|
Forfeitures |
|
|
(45,561 |
) |
|
|
$43.03 |
|
Vested |
|
|
(114,945 |
) |
|
|
$41.86 |
|
|
|
|
|
|
|
|
|
Balance at December 31, 2006 |
|
|
666,136 |
|
|
|
$43.20 |
|
|
|
|
|
|
|
|
|
Performance Share Awards
Performance shares awarded under the plan are for a specified number of shares of common stock
that entitles the holder to receive a cash payment, shares of common stock or a combination
thereof. The final value of the award is determined by the achievement of certain performance
objectives and market conditions. The awards vest at the end of a specified period, usually three
years. We account for performance share awards by accruing compensation expense over the vesting
period based on: (i) the number of shares expected to be paid which is based on the probable
achievement of performance objectives; and (ii) the fair value of the shares.
We recorded compensation expense as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
2005 |
|
2004 |
Compensation expense |
|
$ |
8 |
|
|
$ |
5 |
|
|
$ |
6 |
|
Cash settlements (1) |
|
$ |
4 |
|
|
$ |
5 |
|
|
$ |
6 |
|
|
|
|
(1) |
|
approximates the intrinsic value of the liability. |
During the vesting period, the recipient of a performance share award has no shareholder
rights. However, recipients will be paid an amount equal to the dividend equivalent on such
shares. Performance share awards are nontransferable and are subject to risk of forfeiture. As of
December 31, 2006, there were 1,035,696 performance share awards outstanding.
The following table summarizes our performance share activity for the period ended December 31,
2006:
|
|
|
|
|
|
|
Performance Shares |
|
Balance at December 31, 2005 |
|
|
803,071 |
|
Grants |
|
|
520,395 |
|
Forfeitures |
|
|
(132,545 |
) |
Payouts |
|
|
(155,225 |
) |
|
|
|
|
Balance at December 31, 2006 |
|
|
1,035,696 |
|
|
|
|
|
Unrecognized Compensation Costs
As of December 31, 2006, there was $26 million of total unrecognized compensation cost related
to non-vested stock incentive plan arrangements. That cost is expected to be recognized over a
weighted-average period of 1.35 years.
133
|
|
|
|
|
|
|
|
|
|
|
(In Millions) |
|
|
|
|
|
|
Unrecognized |
|
|
(in years) |
|
Type |
|
Compensation cost |
|
|
Weighted Average to be recognized |
|
Stock Awards |
|
$ |
11 |
|
|
|
1.19 |
|
Performance Shares |
|
|
11 |
|
|
|
1.56 |
|
Options |
|
|
4 |
|
|
|
1.26 |
|
|
|
|
|
|
|
|
|
|
|
$ |
26 |
|
|
|
1.35 |
|
|
|
|
|
|
|
|
|
The tax benefit realized for tax deductions related to our stock incentive plan totaled $8
million for the period ended December 31, 2006. Approximately $1.6 million of compensation cost
was capitalized as a part of fixed assets during 2006.
NOTE
18 - SEGMENT AND RELATED INFORMATION
In the third quarter of 2006, we realigned the non-utility segment Power and Industrial
Projects business unit to separately present the Synthetic Fuel business. The impending expiration
of synfuel tax credits as of December 31, 2007, combined with the sustained volatility of oil
prices, increased management focus on synfuels, thereby requiring a separate business segment. In
the fourth quarter of 2006, we separated the Fuel Transportation and Marketing segment into Coal
and Gas Midstream, and Energy Trading corresponding to additional
management focus on the results of these non-utility segments. Based on the following structure, we set
strategic goals, allocate resources and evaluate performance:
Electric Utility
|
|
|
Consists of Detroit Edison, the companys electric utility whose operations include the
power generation and electric distribution facilities that service approximately 2.2
million residential, commercial and industrial customers throughout southeastern Michigan. |
Gas Utility
|
|
|
Consists of the gas distribution services provided by MichCon, a gas utility that
purchases, stores and distributes natural gas throughout Michigan to approximately 1.3
million residential, commercial and industrial customers and Citizens Gas Fuel Company, a
gas utility that distributes natural gas in Adrian, Michigan. |
Non-Utility Operations
|
|
|
Coal and Gas Midstream, primarily consisting of coal transportation and marketing, and
gas pipelines, processing and storage; |
|
|
|
|
Unconventional Gas Production, primarily consisting of unconventional gas project
development and production; |
|
|
|
|
Power and Industrial Projects, primarily consisting of on-site energy services,
steel-related projects and power generation with services; |
|
|
|
|
Energy Trading, primarily consisting of energy marketing and trading operations; and |
|
|
|
|
Synthetic Fuel, consisting of the operations of nine synfuel plants. |
Corporate & Other, primarily consisting of corporate staff functions and certain energy related
investments.
Prior year segment information has been reclassified to conform to the current years segment
structure.
134
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:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Electric Utility |
|
$ |
59 |
|
|
$ |
207 |
|
|
$ |
218 |
|
Coal and Gas Midstream |
|
|
180 |
|
|
|
152 |
|
|
|
180 |
|
Unconventional Gas Production |
|
|
134 |
|
|
|
154 |
|
|
|
121 |
|
Energy Trading |
|
|
75 |
|
|
|
116 |
|
|
|
73 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
448 |
|
|
$ |
629 |
|
|
$ |
592 |
|
|
|
|
|
|
|
|
|
|
|
Financial data of the business segments follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating |
|
Depletion & |
|
Interest |
|
Interest |
|
Income |
|
Net |
|
Total |
|
|
|
|
|
Capital |
(in Millions) |
|
Revenue |
|
Amortization |
|
Income |
|
Expense |
|
Taxes |
|
Income |
|
Assets |
|
Goodwill |
|
Expenditures |
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
4,737 |
|
|
$ |
809 |
|
|
$ |
(4 |
) |
|
$ |
278 |
|
|
$ |
161 |
|
|
$ |
325 |
|
|
$ |
14,540 |
|
|
$ |
1,206 |
|
|
$ |
972 |
|
Gas Utility |
|
|
1,849 |
|
|
|
94 |
|
|
|
(9 |
) |
|
|
67 |
|
|
|
11 |
|
|
|
50 |
|
|
|
3,123 |
|
|
|
773 |
|
|
|
155 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
707 |
|
|
|
4 |
|
|
|
(3 |
) |
|
|
10 |
|
|
|
28 |
|
|
|
50 |
|
|
|
435 |
|
|
|
13 |
|
|
|
53 |
|
Unconventional Gas Production. |
|
|
99 |
|
|
|
27 |
|
|
|
|
|
|
|
13 |
|
|
|
5 |
|
|
|
9 |
|
|
|
611 |
|
|
|
8 |
|
|
|
186 |
|
Power and Industrial Projects |
|
|
409 |
|
|
|
48 |
|
|
|
(8 |
) |
|
|
29 |
|
|
|
(56 |
) |
|
|
(80 |
) |
|
|
864 |
|
|
|
36 |
|
|
|
35 |
|
Energy Trading |
|
|
830 |
|
|
|
6 |
|
|
|
(12 |
) |
|
|
15 |
|
|
|
49 |
|
|
|
96 |
|
|
|
1,220 |
|
|
|
17 |
|
|
|
2 |
|
Synthetic Fuel |
|
|
863 |
|
|
|
24 |
|
|
|
(21 |
) |
|
|
1 |
|
|
|
(9 |
) |
|
|
48 |
|
|
|
662 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
2,908 |
|
|
|
109 |
|
|
|
(44 |
) |
|
|
68 |
|
|
|
17 |
|
|
|
123 |
|
|
|
3,792 |
|
|
|
78 |
|
|
|
276 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
5 |
|
|
|
2 |
|
|
|
(52 |
) |
|
|
174 |
|
|
|
(52 |
) |
|
|
(61 |
) |
|
|
2,307 |
|
|
|
|
|
|
|
|
|
Reconciliation and Eliminations |
|
|
(477 |
) |
|
|
|
|
|
|
62 |
|
|
|
(61 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from Continuing Operations |
|
$ |
9,022 |
|
|
$ |
1,014 |
|
|
$ |
(47 |
) |
|
$ |
526 |
|
|
$ |
137 |
|
|
|
437 |
|
|
|
23,762 |
|
|
|
2,057 |
|
|
|
1,403 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations (Note 4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
23 |
|
|
|
|
|
|
|
|
|
Cumulative Effect of Accounting
Change (Notes 3 and 17) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
433 |
|
|
$ |
23,785 |
|
|
$ |
2,057 |
|
|
$ |
1,403 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
135
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating |
|
Depletion & |
|
Interest |
|
Interest |
|
Income |
|
Net |
|
Total |
|
|
|
|
|
Capital |
(in Millions) |
|
Revenue |
|
Amortization |
|
Income |
|
Expense |
|
Taxes |
|
Income |
|
Assets |
|
Goodwill |
|
Expenditures |
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
4,462 |
|
|
$ |
640 |
|
|
$ |
(3 |
) |
|
$ |
267 |
|
|
$ |
149 |
|
|
$ |
277 |
|
|
$ |
13,112 |
|
|
$ |
1,207 |
|
|
$ |
722 |
|
Gas Utility |
|
|
2,138 |
|
|
|
95 |
|
|
|
(10 |
) |
|
|
58 |
|
|
|
(2 |
) |
|
|
37 |
|
|
|
3,101 |
|
|
|
772 |
|
|
|
128 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
707 |
|
|
|
3 |
|
|
|
(3 |
) |
|
|
4 |
|
|
|
22 |
|
|
|
45 |
|
|
|
373 |
|
|
|
12 |
|
|
|
28 |
|
Unconventional Gas Production |
|
|
74 |
|
|
|
20 |
|
|
|
|
|
|
|
8 |
|
|
|
1 |
|
|
|
4 |
|
|
|
434 |
|
|
|
8 |
|
|
|
144 |
|
Power and Industrial Projects |
|
|
428 |
|
|
|
48 |
|
|
|
(5 |
) |
|
|
20 |
|
|
|
(7 |
) |
|
|
4 |
|
|
|
1,043 |
|
|
|
37 |
|
|
|
29 |
|
Energy Trading |
|
|
977 |
|
|
|
4 |
|
|
|
(3 |
) |
|
|
17 |
|
|
|
(23 |
) |
|
|
(43 |
) |
|
|
1,834 |
|
|
|
17 |
|
|
|
8 |
|
Synthetic Fuel |
|
|
927 |
|
|
|
58 |
|
|
|
(36 |
) |
|
|
1 |
|
|
|
96 |
|
|
|
305 |
|
|
|
1,049 |
|
|
|
4 |
|
|
|
2 |
|
|
|
|
|
|
|
3,113 |
|
|
|
133 |
|
|
|
(47 |
) |
|
|
50 |
|
|
|
89 |
|
|
|
315 |
|
|
|
4,733 |
|
|
|
78 |
|
|
|
211 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
10 |
|
|
|
|
|
|
|
(40 |
) |
|
|
187 |
|
|
|
(34 |
) |
|
|
(52 |
) |
|
|
2,358 |
|
|
|
|
|
|
|
4 |
|
Reconciliation and Eliminations |
|
|
(702 |
) |
|
|
|
|
|
|
43 |
|
|
|
(43 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from Continuing Operations |
|
$ |
9,021 |
|
|
$ |
868 |
|
|
$ |
(57 |
) |
|
$ |
519 |
|
|
$ |
202 |
|
|
|
577 |
|
|
|
23,304 |
|
|
|
2,057 |
|
|
|
1,065 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations (Note 4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(37 |
) |
|
|
31 |
|
|
|
|
|
|
|
|
|
Cumulative Effect of Accounting
Change (Note 1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
537 |
|
|
$ |
23,335 |
|
|
$ |
2,057 |
|
|
$ |
1,065 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating |
|
Depletion & |
|
Interest |
|
Interest |
|
Income |
|
Net |
|
Total |
|
|
|
|
|
Capital |
(in Millions) |
|
Revenue |
|
Amortization |
|
Income |
|
Expense |
|
Taxes |
|
Income |
|
Assets |
|
Goodwill |
|
Expenditures |
|
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
3,568 |
|
|
$ |
523 |
|
|
$ |
|
|
|
$ |
280 |
|
|
$ |
64 |
|
|
$ |
150 |
|
|
$ |
12,708 |
|
|
$ |
1,202 |
|
|
$ |
702 |
|
Gas Utility |
|
|
1,682 |
|
|
|
103 |
|
|
|
(9 |
) |
|
|
58 |
|
|
|
(9 |
) |
|
|
20 |
|
|
|
2,816 |
|
|
|
772 |
|
|
|
113 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
589 |
|
|
|
3 |
|
|
|
(3 |
) |
|
|
3 |
|
|
|
19 |
|
|
|
33 |
|
|
|
328 |
|
|
|
11 |
|
|
|
16 |
|
Unconventional Gas Production |
|
|
71 |
|
|
|
18 |
|
|
|
|
|
|
|
10 |
|
|
|
3 |
|
|
|
6 |
|
|
|
301 |
|
|
|
8 |
|
|
|
38 |
|
Power and Industrial Projects |
|
|
448 |
|
|
|
53 |
|
|
|
(1 |
) |
|
|
35 |
|
|
|
(19 |
) |
|
|
(17 |
) |
|
|
940 |
|
|
|
37 |
|
|
|
24 |
|
Energy Trading |
|
|
665 |
|
|
|
3 |
|
|
|
(1 |
) |
|
|
5 |
|
|
|
45 |
|
|
|
85 |
|
|
|
952 |
|
|
|
17 |
|
|
|
8 |
|
Synthetic Fuel |
|
|
650 |
|
|
|
33 |
|
|
|
(42 |
) |
|
|
|
|
|
|
63 |
|
|
|
199 |
|
|
|
875 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
2,423 |
|
|
|
110 |
|
|
|
(47 |
) |
|
|
53 |
|
|
|
111 |
|
|
|
306 |
|
|
|
3,396 |
|
|
|
77 |
|
|
|
86 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
17 |
|
|
|
3 |
|
|
|
(48 |
) |
|
|
174 |
|
|
|
10 |
|
|
|
(12 |
) |
|
|
2,284 |
|
|
|
|
|
|
|
2 |
|
Reconciliation and Eliminations. |
|
|
(621 |
) |
|
|
|
|
|
|
49 |
|
|
|
(49 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from Continuing Operations |
|
$ |
7,069 |
|
|
$ |
739 |
|
|
$ |
(55 |
) |
|
$ |
516 |
|
|
$ |
176 |
|
|
|
464 |
|
|
|
21,204 |
|
|
|
2,051 |
|
|
|
903 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations (Note 4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(33 |
) |
|
|
93 |
|
|
|
16 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
431 |
|
|
$ |
21,297 |
|
|
$ |
2,067 |
|
|
$ |
904 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
136
NOTE 19 SUPPLEMENTARY QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
Quarterly earnings per share may not total for the years, since quarterly computations are
based on weighted average common shares outstanding during each quarter. Georgetown was reported as
a discontinued operation beginning in the fourth quarter 2006, resulting in the adjustment of prior
quarterly results. See Note 4.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First |
|
|
Second |
|
|
Third |
|
|
Fourth |
|
|
|
|
|
(in Millions, except per share amounts) |
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
Quarter Year |
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Revenues |
|
$ |
2,635 |
|
|
$ |
1,895 |
|
|
$ |
2,196 |
|
|
$ |
2,296 |
|
|
$ |
9,022 |
|
Operating Income (Loss) |
|
$ |
242 |
|
|
$ |
(30 |
) |
|
$ |
373 |
|
|
$ |
243 |
|
|
$ |
828 |
|
Net Income (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations |
|
$ |
136 |
|
|
$ |
(32 |
) |
|
$ |
189 |
|
|
$ |
144 |
|
|
$ |
437 |
|
Discontinued operations |
|
|
(1 |
) |
|
|
(1 |
) |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(5 |
) |
Cumulative effect of accounting change |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
136 |
|
|
$ |
(33 |
) |
|
$ |
188 |
|
|
$ |
142 |
|
|
$ |
433 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings (Loss) per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations |
|
$ |
.76 |
|
|
$ |
(.18 |
) |
|
$ |
1.07 |
|
|
$ |
.81 |
|
|
$ |
2.46 |
|
Discontinued operations |
|
|
|
|
|
|
(.01 |
) |
|
|
(.01 |
) |
|
|
(.01 |
) |
|
|
(.03 |
) |
Cumulative effect of accounting change |
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
.77 |
|
|
$ |
(.19 |
) |
|
$ |
1.06 |
|
|
$ |
.80 |
|
|
$ |
2.44 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings (Loss) per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations |
|
$ |
.76 |
|
|
$ |
(.18 |
) |
|
$ |
1.07 |
|
|
$ |
.81 |
|
|
$ |
2.45 |
|
Discontinued operations |
|
|
|
|
|
|
(.01 |
) |
|
|
(.01 |
) |
|
|
(.01 |
) |
|
|
(.03 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
.76 |
|
|
$ |
(.19 |
) |
|
$ |
1.06 |
|
|
$ |
.80 |
|
|
$ |
2.43 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Revenues |
|
$ |
2,309 |
|
|
$ |
1,941 |
|
|
$ |
2,059 |
|
|
$ |
2,712 |
|
|
$ |
9,021 |
|
Operating Income |
|
$ |
224 |
|
|
$ |
90 |
|
|
$ |
52 |
|
|
$ |
581 |
|
|
$ |
947 |
|
Net Income (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations |
|
$ |
126 |
|
|
$ |
33 |
|
|
$ |
30 |
|
|
$ |
388 |
|
|
$ |
577 |
|
Discontinued operations |
|
|
(4 |
) |
|
|
(4 |
) |
|
|
(26 |
) |
|
|
(3 |
) |
|
|
(37 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
122 |
|
|
$ |
29 |
|
|
$ |
4 |
|
|
$ |
382 |
|
|
$ |
537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings (Loss) per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations |
|
$ |
.72 |
|
|
$ |
.19 |
|
|
$ |
.17 |
|
|
$ |
2.19 |
|
|
$ |
3.30 |
|
Discontinued operations |
|
|
(.02 |
) |
|
|
(.02 |
) |
|
|
(.15 |
) |
|
|
(.01 |
) |
|
|
(.21 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(.02 |
) |
|
|
(.02 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
.70 |
|
|
$ |
.17 |
|
|
$ |
.02 |
|
|
$ |
2.16 |
|
|
$ |
3.07 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings (Loss) per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations |
|
$ |
.72 |
|
|
$ |
.19 |
|
|
$ |
.17 |
|
|
$ |
2.18 |
|
|
$ |
3.28 |
|
Discontinued operations |
|
|
(.02 |
) |
|
|
(.02 |
) |
|
|
(.15 |
) |
|
|
(.02 |
) |
|
|
(.21 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(.02 |
) |
|
|
(.02 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
.70 |
|
|
$ |
.17 |
|
|
$ |
.02 |
|
|
$ |
2.14 |
|
|
$ |
3.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
137
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
See Item 8. Financial Statements and Supplementary Data for managements evaluation of
disclosure controls and procedures, its report on internal control over financial reporting, and
its conclusion on changes in internal control over financial reporting.
Item 9B. Other Information
Executive
Deferred Compensation Plan
On October 30, 2006, the DTE Energy Company Executive Deferred Compensation Plan was amended
so that no eligible employee under the plan may elect to defer any Performance Shares or Annual
Cash Bonus payable after December 31, 2006, as those terms are defined in the plan.
Annual
Incentive Plan
On February 23, 2007 the Organization and Compensation Committee of DTE Energy Company
(Company) Board of Directors approved 2007 performance measures and targets
for Anthony F. Earley Jr., Gerard Anderson and David Meador under the Company's Annual
Incentive Plan (AIP). These named executive officers and other executives may
receive cash awards under the AIP. For 2007, the AIP has ten annual measures for Mr. Earley,
Mr. Anderson and Mr. Meador weighted as follows in determining the total annual incentive
award: enterprise earnings per share (20%), enterprise cash flow (20%), amount of
monetization proceeds (10%), monetization timing (10%), utility customer satisfaction (10%),
MPSC complaint reduction improvement (5%) minority diversity (3.75%), women diversity
(3.75%), safety (7.5%) and Institute of Nuclear Power Operations (INPO) Index
(10%).
On February 23, 2007 the Organization and Compensation Committee also approved
modifications to Mr. Bucklers 2007 AIP to align the customer satisfaction and MPSC goals with
those of the Messrs. Earley, Anderson and Meador. For 2007 Mr.
Bucklers AIP has annual
measures weighted as follows in determining the total annual incentive award: enterprise earnings
per share (7.5%), enterprise cash (7.5%), Detroit Edison earnings per share (15%), Detroit Edison
cash (10%), success of the SAP installation project (10%), minority diversity (3.75%), women
diversity (3.75%) safety (7.5%), performance excellence process success (15%), utility customer
satisfaction (7.5%), MPSC complaint reduction improvement (7.5%), and random outage rate
(5.0%).
The Company must attain minimum threshold levels for a given performance measure before any
compensation becomes payable on account of the measure. Based on market comparisons, each
officer position is assigned a target award expressed as a percentage of base salary. Targets for
these officers range from 55% to 100%, including the Chief Executive Officer. Award amounts
paid to each officer are determined as follows: (i) performance for each measure is combined for
an overall corporate performance factor that ranges from 0% to 175% of target; (ii) this weighted
average factor is multiplied by each officer's target award to arrive at an initial calculation; and
(iii) the initial calculation is adjusted based on individual performance modifier that may range
from 0% to 150%.
Long-Term Incentive Plan
On January 17, 2007 the Organization and Compensation Committee of DTE Energy Company
(Company) Board of Directors approved 2007 performance measures and targets
for executive officers under the DTE Energy Company 2007 Long Term Incentive Plan
(LTIP). The LTIP, which was approved by our shareholders, rewards long-term
growth and profitability by providing a vehicle through which officers, other key employees and
outside directors may receive stock-based compensation. Stock-based compensation directly links
individual performance with shareholder interests. The level of awards is determined by reference
to executive level, responsibility, retention issues, market competitiveness and contributions to
the overall success of the Company. Mr. Earley, Mr. Anderson, Mr. Meador and Mr. Buckler are
eligible for awards equal to 140% of their base salary which are delivered in the form of restricted
stock, options and performance shares.
Performance shares: Performance shares entitle the executive to receive a specified
number of shares, or a cash payment equal to the fair market value of the shares, or a combination
thereof, depending on the level of achievement of performance measures. The performance
measurement period for the 2007 award is January 1, 2007 through December 31, 2009.
Payments earned under the 2007 award can range from 0% to 200% of target, based upon
achievement of three corporate performance measures weighted as follows: (i) balance sheet
health (15%), (ii) total shareholder return vs. shareholder return of the companies currently in the
Standard & Poors Utility Index (70%), and (iii) employee engagement (15%).
Part III
Item 10. Directors, Executive Officers and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14. Principal Accountant Fees and Services
Information required by Part III (Items 10, 11, 12, 13 and 14) of this Form 10-K is
incorporated by reference from DTE Energys definitive Proxy Statement for its 2007 Annual Meeting
of Common Shareholders to be held May 3, 2007. The Proxy Statement will be filed with the
Securities and Exchange Commission, pursuant to Regulation 14A, not later than 120 days after the
end of our fiscal year covered by this report on Form 10-K, all of which information is hereby
incorporated by reference in, and made part of, this Form 10-K, except that the information
required by Item 10 with respect to executive officers of the Registrant is included in Part I of
this report.
138
PartIV
Item 15. Exhibits and Financial Statement Schedules
(a) |
|
The following documents are filed as part of this Annual Report on Form 10-K. |
|
(1) |
|
Consolidated financial statements. See Item 8 Financial Statements and Supplementary
Data. |
|
|
(2) |
|
Financial statement schedule. See Item 8 Financial Statements and Supplementary Data. |
|
|
(3) |
|
Exhibits. |
|
|
|
(i)
|
|
Exhibits filed herewith. |
|
|
|
10-66
|
|
First Amendment to the DTE Energy Company Deferred Stock Compensation Plan for
Non-Employee Directors, effective January 1, 2001. |
|
|
|
10-67
|
|
Second Amendment to the DTE Energy Company Deferred Stock Compensation Plan for
Non-Employee Directors, effective January 1, 2005. |
|
|
|
10-68
|
|
Third Amendment to the DTE Energy Company Deferred Stock Compensation Plan for
Non-Employee Directors, effective January 1, 2006. |
|
|
|
10-69
|
|
Third Amendment to the DTE Energy Company Executive Deferred Compensation Plan, effective
December 31, 2006. |
|
|
|
10-70
|
|
First Amendment to the DTE Energy Company Supplemental Retirement Plan, effective January
1, 2002. |
|
|
|
12-39
|
|
Computation of Ratio of Earnings to Fixed Charges. |
|
|
|
21-2
|
|
Subsidiaries of the Company |
|
|
|
23-19
|
|
Consent of Deloitte & Touche LLP. |
|
|
|
31-29
|
|
Chief Executive Officer Section 302 Form 10-K Certification of Periodic Report. |
|
|
|
31-30
|
|
Chief Financial Officer Section 302 Form 10-K Certification of Periodic Report. |
|
|
|
(ii)
|
|
Exhibits incorporated herein by reference. |
|
|
|
3(a)
|
|
Amended and Restated Articles of Incorporation of DTE Energy Company, dated December 13,
1995 (Exhibit 3-5 to Form 10-Q for the quarter ended September 30, 1997). |
|
|
|
3(b)
|
|
Certificate of Designation of Series A Junior Participating Preferred Stock of DTE Energy
Company, dated September 23, 1997 (Exhibit 3-6 to Form 10-Q for the quarter ended
September 30, 1997). |
|
|
|
3(c)
|
|
Rights Agreement, dated September 23, 1997, by and between DTE Energy Company and The
Detroit Edison Company, as Rights Agent (Exhibit 4-1 to Form 8-K dated September 22,
1997). |
|
|
|
3(d)
|
|
Bylaws of DTE Energy Company, as amended through February 24, 2005 (Exhibit 3.1 to Form
8-K dated February 24, 2005). |
|
|
|
4(a)
|
|
Amended and Restated Indenture, dated as of April 9, 2001, between DTE Energy Company and
BNY Midwest Trust Company, as successor trustee (Exhibit 4.1 to Registration Statement on
Form S-3 (File No. 333-58834)). |
|
|
|
4(b)
|
|
Third Supplemental Indenture, dated as of April 9, 2001, among DTE Capital Corporation,
DTE Energy Company and BNY Midwest Trust Company, as successor trustee (Exhibit 4-225 to
Form 10-Q for the quarter ended March 31, 2001). |
|
|
|
4(c)
|
|
Supplemental Indenture, dated as of May 30, 2001, between DTE Energy Company and BNY |
139
|
|
|
|
|
Midwest Trust Company as successor trustee (Exhibit 4-226 to Form 10-Q for the quarter
ended June 30, 2001). (6.45% Senior Notes due 2006 and 7.05% Senior Notes due 2011). |
|
|
|
4(d)
|
|
Supplemental Indenture, dated as of April 5, 2002 between DTE Energy Company and BNY
Midwest Trust Company, as successor trustee (Exhibit 4-230 to Form 10-Q for the quarter
ended March 31, 2002). (2002 Series A 6.65% Senior Notes due 2009). |
|
|
|
4(e)
|
|
Sixth Supplemental Indenture, dated as of June 25, 2002, between DTE Energy Company and
BNY Midwest Trust Company, as successor trustee (Exhibit 4-233 to Form 10-Q for the
quarter ended June 30, 2002). (4.60% Senior Notes due 2007). |
|
|
|
4(f)
|
|
Supplemental Indenture, dated as of April 1, 2003, between DTE Energy Company and BNY
Midwest Trust Company, as successor trustee, creating 2003 Series A 6 3/8% Senior Notes
due 2033 (Exhibit 4(o) to Form 10-Q for the quarter ended March 31, 2003). (2003 Series A
6 3/8% Senior Notes due 2033). |
|
|
|
4(g)
|
|
Supplemental Indenture, dated as of May 15, 2006, between DTE Energy Company and BNY
Midwest Trust Company, as successor trustee (Exhibit 4-239 to Form 10-Q for the quarter
ended June 30, 2006). (2006 Series B 6.35% Senior Notes due 2016). |
|
|
|
4(h)
|
|
Amended and Restated Trust Agreement of DTE Energy Trust I, dated as of January 15, 2002
(Exhibit 4-229 to Form 10-K for the year ended December 31, 2001). |
|
|
|
4(i)
|
|
Amended and Restated Trust Agreement of DTE Energy Trust II, dated as of June 1, 2004
(Exhibit 4(q) to Form 10-Q for the quarter ended June 30, 2004). |
|
|
|
4(j)
|
|
Trust Agreement of DTE Energy Trust III (Exhibit 4-21 to Registration Statement on Form
S-3 (File No. 333-99955). |
|
|
|
10(a)
|
|
Form of 1995 Indemnification Agreement between DTE Energy Company and its directors and
officers (Exhibit 3L (10-1) to Form 8-B dated January 2, 1996)). |
|
|
|
10(b)
|
|
Form of Indemnification Agreement between The Detroit Edison Company and its officers
(Exhibit 10-40 to Form 10-K for the year ended December 31, 2000). |
|
|
|
10(c)
|
|
Certain arrangements pertaining to the employment of Anthony F. Earley, Jr. with The
Detroit Edison Company, dated April 25, 1994 (Exhibit 10-53 to The Detroit Edison
Companys Form 10-Q for the quarter ended March 31, 1994). |
|
|
|
10(d)
|
|
Certain arrangements pertaining to the employment of Gerard M. Anderson with The Detroit
Edison Company, dated October 6, 1993 (Exhibit 10-48 to The Detroit Edison Companys Form
10-K for the year ended December 31, 1993). |
|
|
|
10(e)
|
|
Certain arrangements pertaining to the employment of David E. Meador with The Detroit
Edison Company, dated January 14, 1997 (Exhibit 10-5 to Form 10-K for the year ended
December 31, 1996). |
|
|
|
10(f)
|
|
Certain arrangements pertaining to the employment of Bruce D. Peterson, dated May 22, 2002
(Exhibit 10-48 to Form 10-Q for the quarter ended June 30, 2002). |
|
|
|
10(g)
|
|
Termination and Consulting Agreement, dated as of October 4, 1999, among DTE Energy
Company, MCN Energy Group Inc., DTE Enterprises Inc. and A.R. Glancy, III (Exhibit 10-41
to Form 10-K for the year ended December 31, 2001). |
|
|
|
10(h)
|
|
Amended and Restated Post-Employment Income Agreement, dated March 23, 1998, between The
Detroit Edison Company and Anthony F. Earley, Jr. (Exhibit 10-21 to Form 10-Q for the
quarter ended March 31, 1998). |
|
|
|
10(i)
|
|
Executive Post-Employment Income Arrangement, dated March 27, 1989, between The Detroit
Edison Company and S. Martin Taylor (Exhibit 10-22 to Form 10-Q for the quarter ended
March 31, 1998). |
|
|
|
10(j)
|
|
DTE Energy Company Annual Incentive
Plan (Exhibit 10-44 to Form 10-Q for the quarter ended
Maech 31, 2001). |
140
|
|
|
10(k)
|
|
DTE Energy Company 2001 Stock Incentive Plan (Exhibit 10-43 to Form 10-Q for the quarter
ended March 31, 2001). |
|
|
|
10(l)
|
|
DTE Energy Company 2006 Long-Term Incentive Plan (Annex A to DTE Energys Definitive Proxy
Statement dated March 24, 2006). |
|
|
|
10(m)
|
|
DTE Energy Company Deferred Stock Compensation Plan for Non-Employee Directors (as amended
and restated effective as of January 1, 1999) (Exhibit 10-30 to Form 10-K for the year
ended December 31, 1998). |
|
|
|
10(n)
|
|
DTE Energy Company Retirement Plan for Non-Employee Directors Fees (as amended and
restated effective as of December 31, 1998) (Exhibit 10-31 to Form 10-K for the year ended
December 31, 1998). |
|
|
|
10(o)
|
|
DTE Energy Company Plan for Deferring the Payment of Directors Fees (as amended and
restated effective as of January 1, 1999) (Exhibit 10-29 to Form 10-K for the year ended
December 31, 1998). |
|
|
|
10(p)
|
|
DTE Energy Company Supplemental Savings Plan, effective as of December 6, 2001 (Exhibit
10-44 to Form 10-Q for the quarter ended June 30, 2002). |
|
|
|
10(q)
|
|
Amendment to the DTE Energy Company Supplemental Savings Plan (Exhibit 10-54 to Form 10-Q
for the quarter ended September 30, 2004). |
|
|
|
10(r)
|
|
DTE Energy Company Executive Deferred Compensation Plan, effective as of January 1, 2002
(Exhibit 10-45 to Form 10-Q for the quarter ended June 30, 2002). |
|
|
|
10(s)
|
|
First Amendment to the DTE Energy Company Executive Deferred Compensation Plan (Exhibit
10-61 to Form 10-K for the year ended December 31, 2005). |
|
|
|
10(t)
|
|
Second Amendment to the DTE Energy Company Executive Deferred Compensation Plan (Exhibit
10-55 to Form 10-Q for the quarter ended September 30, 2004). |
|
|
|
10(u)
|
|
DTE Energy Company Supplemental Retirement Plan, effective as of January 1, 2002 (Exhibit
10-46 to Form 10-Q for the quarter ended June 30, 2002). |
|
|
|
10(v)
|
|
Amendment to the DTE Energy Company Supplemental Retirement Plan (Exhibit 10-53 to Form
10-Q for the quarter ended September 30, 2004). |
|
|
|
10(w)
|
|
DTE Energy Company Executive Supplemental Retirement Plan, effective as of January 1, 2001
(Exhibit 10-51 to Form 10-Q for the quarter ended September 30, 2004). |
|
|
|
10(x)
|
|
First Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Exhibit
10-52 to Form 10-Q for the quarter ended September 30, 2004). |
|
|
|
10(y)
|
|
Second Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Exhibit
10-60 to Form 10-K for the year ended December 31, 2005). |
|
|
|
10(z)
|
|
Third Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Exhibit
10-65 to Form 10-Q for the quarter ended September 30, 2006). |
|
|
|
10(aa)
|
|
The Detroit Edison Company Supplemental Long-Term Disability Plan, dated January 27, 1997
(Exhibit 10-4 to Form 10-K for the year ended December 31, 1996). |
|
|
|
10(bb)
|
|
Description of Executive Life Insurance Plan (Exhibit 10-47 to Form 10-Q for the quarter
ended June 30, 2002). |
|
|
|
10(cc)
|
|
Executive Vehicle Plan of The Detroit Edison Company, dated as of September 1, 1999
(Exhibit 10-41 to Form 10-Q for the quarter ended March 31, 2001). |
|
|
|
10(dd)
|
|
DTE Energy Affiliates Nonqualified Plans Master Trust, effective as of May 1, 2003
(Exhibit 10-49 to Form 10-Q for the quarter ended March 31, 2003). |
141
|
|
|
10(ee)
|
|
Form of Change-in-Control Severance Agreement, dated as of March 11, 2005, between DTE
Energy Company and each of Anthony F. Earley, Jr., Gerard M. Anderson, Robert J. Buckler,
Stephen E. Ewing and David E. Meador (Exhibit 10-56 to Form 10-K for the year ended
December 31, 2004). |
|
|
|
10(ff)
|
|
Form of DTE Energy Five-Year Credit Agreement, dated as of October 17, 2005, by and among
DTE Energy, the lenders party thereto, Citibank, N.A., as Administrative Agent, and
Barclays Bank PLC and JPMorgan Chase Bank, N. A. as Co-Syndication Agents (Exhibit 10.1 to
Form 8-K dated October 17, 2005). |
|
|
|
10(gg)
|
|
Amendment No. 1 to Five-Year Credit Agreement, dated as of January 10, 2007, by and among,
DTE Energy Company, the lenders party thereto, Citibank, N.A., as Administrative Agent,
and Barclays Bank PLC and JPMorgan Chase Bank, N.A., as Co-Syndication Agents (Exhibit
10.1 to Form 8-K dated January 10, 2007). |
|
|
|
10(hh)
|
|
Form of Second Amended and Restated Five-Year Credit Agreement, dated as of October 17,
2005, by and among DTE Energy, the lenders party thereto, Citibank, N.A., as
Administrative Agent, and Barclays Bank PLC and JPMorgan Chase Bank, N.A. as
Co-Syndication Agents (Exhibit 10.2 to Form 8-K dated October 17, 2005). |
|
|
|
10(ii)
|
|
Amendment No. 1 to Second Amended and Restated Five-Year Credit Agreement, dated as of
January 10, 2007 by and among DTE Energy Company, the lenders party thereto, and Citibank,
N.A., as Administrative Agent and Barclays Bank PLC and JP Morgan Chase Bank, N.A., as
Co-Syndication Agents (Exhibit 10.2 to Form 8-K dated January 10, 2007). |
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10(jj)
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Form of Director Restricted Stock Agreement (Exhibit 10.1 to Form 8-K dated June 23, 2005). |
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10 kk)
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Form of Director Restricted Stock Agreement pursuant to the DTE Energy Company Long-Term
Incentive Plan (Exhibit 10.1 to Form 8-K dated June 29, 2006). |
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99(a)
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Master Trust Agreement (Master Trust), dated as of June 30, 1994, between DTE Energy
Company, as successor, and Fidelity Management Trust Company relating to the Savings and
Investment Plans (Exhibit 4-167 to Form 10-Q for the quarter ended June 30, 1994). |
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99(b)
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First Amendment, dated as of February 1, 1995, to Master Trust (Exhibit 4-10 to
Registration No. 333-00023). |
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99(c)
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Second Amendment, dated as of February 1, 1995, to Master Trust (Exhibit 4-11 to
Registration No. 333-00023). |
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99(d)
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Third Amendment, effective January 1, 1996, to Master Trust (Exhibit 4-12 to Registration
No. 333-00023). |
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99(e)
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Fourth Amendment, dated as of August 1, 1996, to Master Trust (Exhibit 4-185 to Form 10-K
for the year ended December 31, 1997). |
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99(f)
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Fifth Amendment, dated as of January 1, 1998, to Master Trust (Exhibit 4-186 to Form 10-K
for the year ended December 31, 1997). |
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99(g)
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Sixth Amendment, dated as of September 1, 1998, to Master Trust (Exhibit 99-15 to Form
10-K for the year ended December 31, 2004). |
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99(h)
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Seventh Amendment, dated as of December 15, 1999, to Master Trust (Exhibit 99-16 to Form
10-K for the year ended December 31, 2004). |
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99(i)
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Eighth Amendment, dated as of February 1, 2000, to Master Trust (Exhibit 99-17 to Form
10-K for the year ended December 31, 2004). |
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99(j)
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Ninth Amendment, dated as of April 1, 2000, to Master Trust (Exhibit 99-18 to Form 10-K
for the year ended December 31, 2004). |
142
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99(k)
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Tenth Amendment, dated as of May 1, 2000, to Master Trust (Exhibit 99-19 to Form 10-K for
the year ended December 31, 2004). |
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99(l)
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Eleventh Amendment, dated as of July 1, 2000, to Master Trust (Exhibit 99-20 to Form 10-K
for the year ended December 31, 2004). |
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99(m)
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Twelfth Amendment, dated as of August 1, 2000, to Master Trust (Exhibit 99-21 to Form 10-K
for the year ended December 31, 2004). |
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99(n)
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Thirteenth Amendment, dated as of December 21, 2001, to Master Trust (Exhibit 99-22 to
Form 10-K for the year ended December 31, 2004). |
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99(o)
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Fourteenth Amendment, dated as of March 1, 2002, to Master Trust (Exhibit 99-23 to Form
10-K for the year ended December 31, 2004). |
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99(p)
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Fifteenth Amendment, dated as of January 1, 2002, to Master Trust (Exhibit 99-24 to Form
10-K for the year ended December 31, 2004). |
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(iii)
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Exhibits furnished herewith. |
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32-29
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Chief Executive Officer Section 906 Form 10-K Certification of Periodic Report. |
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32-30
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Chief Financial Officer Section 906 Form 10-K Certification of Periodic Report. |
143
DTE Energy Company
Schedule II
Valuation and Qualifying Accounts
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Year Ending December 31, |
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(in Millions) |
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2006 |
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2005 |
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2004 |
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Allowance for Doubtful Accounts (shown as
deduction from Accounts Receivable in
the Consolidated Statement
of Financial Position) |
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Balance at Beginning of Period |
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$ |
136 |
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$ |
129 |
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$ |
99 |
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Additions: |
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Charged to costs and expenses |
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120 |
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106 |
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108 |
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Charged to other accounts (1) |
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7 |
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9 |
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9 |
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Deductions (2) |
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(93 |
) |
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(108 |
) |
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(87 |
) |
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|
Balance At End of Period |
|
$ |
170 |
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$ |
136 |
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$ |
129 |
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(1) |
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Collection of accounts previously written off. |
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(2) |
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Uncollectible accounts written off. |
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Year Ending December 31, |
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(in Millions) |
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2006 |
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2005 |
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2004 |
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Note Receivable Reserve |
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Balance at Beginning of Period |
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$ |
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$ |
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$ |
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Additions: |
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Charged to costs and expenses shown as deduction in the
Consolidated Statement of Financial Position from: |
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Other Current Assets |
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50 |
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Notes Receivable |
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15 |
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Deductions |
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|
Balance At End of Period |
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$ |
65 |
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$ |
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$ |
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144
Signatures
Pursuant to the requirements of Section 13 or 15(d) 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.
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DTE ENERGY COMPANY
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(Registrant) |
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Date: March 1, 2007
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By
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/s/ ANTHONY F. EARLEY, JR. |
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Anthony F. Earley, Jr. |
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Chairman of the Board and |
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Chief Executive Officer |
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the registrant and in the capacities and on the date
indicated.
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By
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/s/ ANTHONY F. EARLEY, JR.
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By
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/s/ DAVID E. MEADOR
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Anthony F. Earley, Jr.
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David E. Meador |
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Chairman of the Board and
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Executive Vice President and |
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Chief Executive Officer
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Chief Financial Officer |
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By
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/s/ PETER B. OLEKSIAK
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By
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/s/ GAIL J. McGOVERN |
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Peter B. Oleksiak
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Gail J. McGovern, Director |
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Vice President and Controller, and |
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Chief Accounting Officer |
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By
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/s/ LILLIAN BAUDER
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By
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/s/ EUGENE A. MILLER |
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Lillian Bauder, Director
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Eugene A. Miller, Director |
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By
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/s/ ALLAN D. GILMOUR
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By
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/s/ CHARLES W. PRYOR, JR. |
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Allan D. Gilmour, Director
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Charles W. Pryor, Jr., Director |
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By
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/s/ ALFRED R. GLANCY III
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By
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/s/ JOSUE ROBLES, JR. |
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Alfred R. Glancy III, Director
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Josue Robles, Jr., Director |
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By
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/s/ FRANK M. HENNESSEY
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By
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/s/ HOWARD F. SIMS |
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Frank M. Hennessey, Director
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Howard F. Sims, Director |
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By
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/s/ JOHN E. LOBBIA
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By
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/s/ JAMES H. VANDENBERGHE |
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John E. Lobbia, Director
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James H. Vandenberghe, Director |
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Date: March 1, 2007 |
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145