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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Wgl Holdings (delisted) | NYSE:WGL | NYSE | Ordinary Share |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 88.74 | 0.00 | 01:00:00 |
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þ
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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¨
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Large accelerated filer
þ
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Accelerated filer
¨
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Non-accelerated filer
¨
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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Large accelerated filer
¨
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Accelerated filer
¨
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Non-accelerated filer
þ
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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PART I. Financial Information
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Item 1.
Financial Statements (Unaudited)
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PART II. Other Information
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INTRODUCTION
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•
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the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement and Plan of Merger (merger agreement) among WGL, AltaGas Ltd. (AltaGas) and Wrangler, Inc.
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•
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WGL's shareholders may not approve the merger agreement;
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•
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the required regulatory approvals and other clearances for the merger may not be received, may not be received in a timely manner, or may be received subject to imposed conditions or restrictions that cause a failure of a closing condition to the merger or that could have a detrimental impact on the combined company following completion of the merger;
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•
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the effect of the announcement of the merger on the ability of WGL to retain customers and retain and hire key personnel;
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•
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the effect of the announcement of the merger on the ability of WGL to maintain relationships with its suppliers;
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•
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potential litigation in connection with the merger;
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•
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the incurrence of significant costs for advisory services in connection with the merger;
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•
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the impact of the terms and conditions of the merger agreement on WGL’s interim operations and its ability to make significant changes to its business or pursue otherwise attractive business opportunities without the consent of AltaGas;
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•
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the level and rate at which we incur costs and expenses, and the extent to which we are allowed to recover from customers, through the regulatory process, such costs and expenses relating to constructing, operating and maintaining Washington Gas’ distribution system;
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•
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the availability of natural gas and electricity supply, interstate pipeline transportation and storage capacity;
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•
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factors beyond our control that affect the ability of natural gas producers, pipeline gatherers and natural gas processors to deliver natural gas into interstate pipelines for delivery to the entrance points of Washington Gas' distribution system;
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•
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security breaches of our information technology infrastructure, including cyber attacks and cyber-terrorism;
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•
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leaks, mechanical problems, incidents or other operational issues in our natural gas distribution system, including the effectiveness of our efforts to mitigate the effects of receiving low-HHC natural gas;
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•
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changes and developments in economic, competitive, political and regulatory conditions;
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•
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unusual weather conditions and changes in natural gas consumption patterns;
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•
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changes in energy commodity market conditions, including the relative prices of alternative forms of energy such as electricity, fuel oil and propane;
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•
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changes in the value of derivative contracts and the availability of suitable derivative counterparties;
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•
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changes in our credit ratings, disruptions in credit market and equity capital market conditions or other factors that may affect our access to and cost of capital;
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•
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factors affecting the timing of construction and the effective operation of pipelines in which we have invested;
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•
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the credit worthiness of customers; suppliers and derivatives counterparties;
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•
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changes in laws and regulations, including tax, environmental, pipeline integrity and employment laws and regulations;
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•
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legislative, regulatory and judicial mandates or decisions affecting our business operations;
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•
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the timing and success of business and product development efforts and technological improvements;
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•
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the level of demand from government agencies and the private sector for commercial energy systems, and delays in federal government budget appropriations;
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•
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the pace of deregulation of energy markets and the availability of other competitive alternatives to our products and services;
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•
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changes in accounting principles;
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•
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our ability to manage the outsourcing of several business processes, including the transition of certain processes to new third party vendors;
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•
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strikes or work stoppages by unionized employees;
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•
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acts of nature and catastrophic events, including terrorist acts and
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•
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decisions made by management and co-investors in non-controlled investees.
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(In thousands)
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December 31,
2016 |
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September 30,
2016 |
||||
ASSETS
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||||
Property, Plant and Equipment
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||||
At original cost
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$
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5,664,221
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$
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5,542,916
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Accumulated depreciation and amortization
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(1,440,438
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)
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(1,415,679
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)
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Net property, plant and equipment
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4,223,783
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4,127,237
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Current Assets
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||||
Cash and cash equivalents
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12,884
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5,573
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Receivables
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Accounts receivable
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441,654
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329,989
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Gas costs and other regulatory assets
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24,164
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15,294
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Unbilled revenues
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251,768
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|
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173,076
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Allowance for doubtful accounts
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(26,469
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)
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(27,339
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)
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Net receivables
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691,117
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491,020
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Materials and supplies—principally at average cost
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17,960
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18,414
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Storage gas
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208,841
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207,132
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Prepaid taxes
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41,298
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33,397
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Other prepayments
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62,500
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|
42,626
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Derivatives
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20,721
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18,510
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Other
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39,889
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26,802
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Total current assets
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1,095,210
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843,474
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Deferred Charges and Other Assets
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Regulatory assets
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Gas costs
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198,349
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179,856
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Pension and other post-retirement benefits
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215,854
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223,242
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Other
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99,934
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98,592
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Prepaid post-retirement benefits
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185,918
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180,686
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Derivatives
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46,748
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55,020
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Investments in direct financing leases, capital leases
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26,560
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29,780
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Investments in unconsolidated affiliates
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374,065
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303,491
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Other
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8,969
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8,072
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Total deferred charges and other assets
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1,156,397
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1,078,739
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Total Assets
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$
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6,475,390
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$
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6,049,450
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CAPITALIZATION AND LIABILITIES
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Capitalization
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WGL Holdings common shareholders’ equity
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$
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1,439,465
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$
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1,375,561
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Non-controlling interest
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5,205
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409
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Washington Gas Light Company preferred stock
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28,173
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28,173
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Total equity
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1,472,843
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1,404,143
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Long-term debt
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1,435,247
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1,435,045
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Total capitalization
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2,908,090
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2,839,188
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Current Liabilities
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Notes payable and project financing
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634,392
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331,385
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Accounts payable and other accrued liabilities
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447,467
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405,351
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Wages payable
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21,461
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17,908
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Accrued interest
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19,524
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7,645
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Dividends declared
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25,295
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25,283
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Customer deposits and advance payments
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73,773
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86,384
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Gas costs and other regulatory liabilities
|
57,243
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12,973
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Accrued taxes
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26,821
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|
15,672
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Derivatives
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66,771
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82,334
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Other
|
49,293
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41,991
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Total current liabilities
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1,422,040
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1,026,926
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Deferred Credits
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Unamortized investment tax credits
|
168,086
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163,493
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Deferred income taxes
|
784,001
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|
726,763
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Accrued pensions and benefits
|
231,198
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228,377
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Asset retirement obligations
|
205,447
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203,105
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Regulatory liabilities
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||||
Accrued asset removal costs
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302,296
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310,788
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Other post-retirement benefits
|
110,368
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113,875
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Other
|
7,231
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|
14,450
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Derivatives
|
224,014
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|
|
304,198
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Other
|
112,619
|
|
|
118,287
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Total deferred credits
|
2,145,260
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|
2,183,336
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Commitments and Contingencies (Note 13)
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|
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||||
Total Capitalization and Liabilities
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$
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6,475,390
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$
|
6,049,450
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Three Months Ended
December 31, |
||||||
(In thousands, except per share data)
|
2016
|
|
2015
|
||||
OPERATING REVENUES
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||||
Utility
|
$
|
327,063
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$
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288,153
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Non-utility
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282,424
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325,231
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Total Operating Revenues
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609,487
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613,384
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OPERATING EXPENSES
|
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||||
Utility cost of gas
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75,500
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50,025
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Non-utility cost of energy-related sales
|
252,886
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|
282,487
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|
||
Operation and maintenance
|
100,717
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|
95,419
|
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Depreciation and amortization
|
35,283
|
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|
31,412
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||
General taxes and other assessments
|
40,388
|
|
|
36,532
|
|
||
Total Operating Expenses
|
504,774
|
|
|
495,875
|
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||
OPERATING INCOME
|
104,713
|
|
|
117,509
|
|
||
Equity in earnings of unconsolidated affiliates
|
265
|
|
|
1,263
|
|
||
Other income — net
|
478
|
|
|
979
|
|
||
Interest expense
|
16,235
|
|
|
12,760
|
|
||
INCOME BEFORE INCOME TAXES
|
89,221
|
|
|
106,991
|
|
||
INCOME TAX EXPENSE
|
33,454
|
|
|
38,490
|
|
||
NET INCOME
|
$
|
55,767
|
|
|
$
|
68,501
|
|
Non-controlling interest
|
(2,535
|
)
|
|
—
|
|
||
Dividends on Washington Gas Light Company preferred stock
|
330
|
|
|
330
|
|
||
NET INCOME APPLICABLE TO COMMON STOCK
|
$
|
57,972
|
|
|
$
|
68,171
|
|
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
|
|
|
|
||||
Basic
|
51,172
|
|
|
49,807
|
|
||
Diluted
|
51,445
|
|
|
50,030
|
|
||
EARNINGS PER AVERAGE COMMON SHARE
|
|
|
|
||||
Basic
|
$
|
1.13
|
|
|
$
|
1.37
|
|
Diluted
|
$
|
1.13
|
|
|
$
|
1.36
|
|
DIVIDENDS DECLARED PER COMMON SHARE
|
$
|
0.4875
|
|
|
$
|
0.4625
|
|
|
Three Months Ended
December 31, |
||||||
(In thousands)
|
2016
|
|
2015
|
||||
NET INCOME
|
$
|
55,767
|
|
|
$
|
68,501
|
|
OTHER COMPREHENSIVE INCOME, BEFORE INCOME TAXES:
|
|
|
|
||||
Qualified cash flow hedging instruments
|
49,455
|
|
|
1,084
|
|
||
Pension and other post-retirement benefit plans
|
|
|
|
||||
Change in net prior service credit
|
(217
|
)
|
|
(214
|
)
|
||
Change in actuarial net loss
|
588
|
|
|
419
|
|
||
Total other comprehensive income before taxes
|
$
|
49,826
|
|
|
$
|
1,289
|
|
INCOME TAX EXPENSE RELATED TO OTHER COMPREHENSIVE INCOME
|
20,413
|
|
|
531
|
|
||
OTHER COMPREHENSIVE INCOME
|
$
|
29,413
|
|
|
$
|
758
|
|
COMPREHENSIVE INCOME
|
$
|
85,180
|
|
|
$
|
69,259
|
|
Non-controlling interest
|
(2,535
|
)
|
|
—
|
|
||
Dividends on Washington Gas Light Company preferred stock
|
330
|
|
|
330
|
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO WGL HOLDINGS
|
$
|
87,385
|
|
|
$
|
68,929
|
|
|
Three Months Ended December 31,
|
||||||
(In thousands)
|
2016
|
|
2015
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
$
|
55,767
|
|
|
$
|
68,501
|
|
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH USED IN OPERATING ACTIVITIES
|
|
|
|
||||
Depreciation and amortization
|
35,283
|
|
|
31,412
|
|
||
Amortization of:
|
|
|
|
||||
Other regulatory assets and liabilities—net
|
823
|
|
|
325
|
|
||
Debt related costs
|
445
|
|
|
316
|
|
||
Deferred income taxes—net
|
34,852
|
|
|
78,038
|
|
||
Accrued/deferred pension and other post-retirement benefit cost
|
5,424
|
|
|
4,944
|
|
||
Earnings in equity interest
|
265
|
|
|
1,263
|
|
||
Compensation expense related to stock-based awards
|
4,912
|
|
|
3,549
|
|
||
Provision for doubtful accounts
|
2,704
|
|
|
2,533
|
|
||
Other non-cash credits—net
|
2,105
|
|
|
(883
|
)
|
||
CHANGES IN ASSETS AND LIABILITIES
|
|
|
|
||||
Accounts receivable and unbilled revenues—net
|
(203,098
|
)
|
|
(77,780
|
)
|
||
Gas costs and other regulatory assets/liabilities—net
|
35,400
|
|
|
(13,447
|
)
|
||
Storage gas
|
(1,709
|
)
|
|
(1,526
|
)
|
||
Prepaid taxes
|
(7,901
|
)
|
|
(18,807
|
)
|
||
Other prepayments
|
(19,874
|
)
|
|
(26,065
|
)
|
||
Accounts payable and other accrued liabilities
|
72,584
|
|
|
(11,416
|
)
|
||
Customer deposits and advance payments
|
(12,611
|
)
|
|
5,899
|
|
||
Unamortized investment tax credits
|
4,593
|
|
|
12,543
|
|
||
Accrued taxes
|
11,149
|
|
|
6,641
|
|
||
Accrued interest
|
11,879
|
|
|
5,492
|
|
||
Other current assets
|
(12,633
|
)
|
|
(25,772
|
)
|
||
Other current liabilities
|
(26,170
|
)
|
|
(7,369
|
)
|
||
Deferred gas costs—net
|
(18,493
|
)
|
|
17,874
|
|
||
Deferred assets—other
|
(7,878
|
)
|
|
(12,097
|
)
|
||
Deferred liabilities—other
|
(22,453
|
)
|
|
(49,681
|
)
|
||
Derivatives
|
(40,231
|
)
|
|
(52,490
|
)
|
||
Other—net
|
771
|
|
|
(82
|
)
|
||
Net Cash Used in Operating Activities
|
(94,095
|
)
|
|
(58,085
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Common stock issued
|
251
|
|
|
83
|
|
||
Debt issuance costs
|
(375
|
)
|
|
(135
|
)
|
||
Notes payable issued —net
|
324,001
|
|
|
195,875
|
|
||
Contributions from non-controlling interest
|
7,331
|
|
|
—
|
|
||
Project financing
|
8,877
|
|
|
—
|
|
||
Dividends on common stock and preferred stock
|
(23,921
|
)
|
|
(23,377
|
)
|
||
Other financing activities—net
|
2,305
|
|
|
2,006
|
|
||
Net Cash Provided by Financing Activities
|
318,469
|
|
|
174,452
|
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Capital expenditures (excluding AFUDC)
|
(155,758
|
)
|
|
(101,013
|
)
|
||
Investments in non-utility interests
|
(62,007
|
)
|
|
(8,374
|
)
|
||
Distributions and receipts from non-utility interests
|
1,565
|
|
|
2,065
|
|
||
Loans to external parties
|
(863
|
)
|
|
—
|
|
||
Net Cash Used in Investing Activities
|
(217,063
|
)
|
|
(107,322
|
)
|
||
INCREASE IN CASH AND CASH EQUIVALENTS
|
7,311
|
|
|
9,045
|
|
||
Cash and Cash Equivalents at Beginning of Year
|
5,573
|
|
|
6,733
|
|
||
Cash and Cash Equivalents at End of Period
|
$
|
12,884
|
|
|
$
|
15,778
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
||||
Income taxes paid (refunded)—net
|
$
|
(4,678
|
)
|
|
$
|
1,615
|
|
Interest paid
|
$
|
4,156
|
|
|
$
|
7,190
|
|
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
||||
Project financing activities
|
$
|
(29,871
|
)
|
|
$
|
1,356
|
|
Capital expenditure accruals included in accounts payable and other accrued liabilities
|
$
|
55,602
|
|
|
$
|
39,140
|
|
Dividends paid in common stock
|
$
|
1,362
|
|
|
$
|
—
|
|
Stock issued related to compensation
|
$
|
6,564
|
|
|
$
|
5,947
|
|
Transfer of investments to property, plant and equipment
|
$
|
3,959
|
|
|
$
|
—
|
|
Transfer of accounts receivable to investments
|
$
|
10,031
|
|
|
$
|
—
|
|
(In thousands)
|
December 31,
2016 |
|
September 30,
2016 |
||||
ASSETS
|
|
|
|
||||
Property, Plant and Equipment
|
|
|
|
||||
At original cost
|
$
|
4,969,997
|
|
|
$
|
4,874,905
|
|
Accumulated depreciation and amortization
|
(1,368,282
|
)
|
|
(1,348,173
|
)
|
||
Net property, plant and equipment
|
3,601,715
|
|
|
3,526,732
|
|
||
Current Assets
|
|
|
|
||||
Cash and cash equivalents
|
1
|
|
|
1
|
|
||
Receivables
|
|
|
|
||||
Accounts receivable
|
194,537
|
|
|
140,457
|
|
||
Gas costs and other regulatory assets
|
24,164
|
|
|
15,294
|
|
||
Unbilled revenues
|
164,532
|
|
|
89,945
|
|
||
Allowance for doubtful accounts
|
(19,234
|
)
|
|
(20,220
|
)
|
||
Net receivables
|
363,999
|
|
|
225,476
|
|
||
Materials and supplies—principally at average cost
|
17,914
|
|
|
18,368
|
|
||
Storage gas
|
88,502
|
|
|
82,473
|
|
||
Prepaid taxes
|
28,760
|
|
|
16,826
|
|
||
Other prepayments
|
20,653
|
|
|
10,924
|
|
||
Receivables from associated companies
|
15,510
|
|
|
13,799
|
|
||
Derivatives
|
8,371
|
|
|
7,285
|
|
||
Other
|
66
|
|
|
51
|
|
||
Total current assets
|
543,776
|
|
|
375,203
|
|
||
Deferred Charges and Other Assets
|
|
|
|
||||
Regulatory assets
|
|
|
|
||||
Gas costs
|
198,349
|
|
|
179,856
|
|
||
Pension and other post-retirement benefits
|
214,615
|
|
|
221,971
|
|
||
Other
|
99,870
|
|
|
98,527
|
|
||
Prepaid post-retirement benefits
|
184,901
|
|
|
179,675
|
|
||
Derivatives
|
18,826
|
|
|
25,590
|
|
||
Other
|
2,893
|
|
|
2,001
|
|
||
Total deferred charges and other assets
|
719,454
|
|
|
707,620
|
|
||
Total Assets
|
$
|
4,864,945
|
|
|
$
|
4,609,555
|
|
CAPITALIZATION AND LIABILITIES
|
|
|
|
||||
Capitalization
|
|
|
|
||||
Common shareholder’s equity
|
$
|
1,147,661
|
|
|
$
|
1,113,446
|
|
Preferred stock
|
28,173
|
|
|
28,173
|
|
||
Long-term debt
|
939,125
|
|
|
939,015
|
|
||
Total capitalization
|
2,114,959
|
|
|
2,080,634
|
|
||
Current Liabilities
|
|
|
|
||||
Notes payable and project financing
|
256,714
|
|
|
104,385
|
|
||
Accounts payable and other accrued liabilities
|
233,670
|
|
|
204,980
|
|
||
Wages payable
|
19,665
|
|
|
16,235
|
|
||
Accrued interest
|
13,392
|
|
|
3,758
|
|
||
Dividends declared
|
21,464
|
|
|
21,453
|
|
||
Customer deposits and advance payments
|
72,526
|
|
|
80,936
|
|
||
Gas costs and other regulatory liabilities
|
57,243
|
|
|
12,973
|
|
||
Accrued taxes
|
26,946
|
|
|
17,639
|
|
||
Payables to associated companies
|
71,917
|
|
|
65,770
|
|
||
Derivatives
|
51,334
|
|
|
58,295
|
|
||
Other
|
7,205
|
|
|
7,193
|
|
||
Total current liabilities
|
832,076
|
|
|
593,617
|
|
||
Deferred Credits
|
|
|
|
||||
Unamortized investment tax credits
|
4,662
|
|
|
4,851
|
|
||
Deferred income taxes
|
798,180
|
|
|
763,720
|
|
||
Accrued pensions and benefits
|
229,143
|
|
|
226,339
|
|
||
Asset retirement obligations
|
201,438
|
|
|
199,377
|
|
||
Regulatory liabilities
|
|
|
|
||||
Accrued asset removal costs
|
302,296
|
|
|
310,788
|
|
||
Other post-retirement benefits
|
109,690
|
|
|
113,169
|
|
||
Other
|
7,231
|
|
|
14,450
|
|
||
Derivatives
|
194,333
|
|
|
232,040
|
|
||
Other
|
70,937
|
|
|
70,570
|
|
||
Total deferred credits
|
1,917,910
|
|
|
1,935,304
|
|
||
Commitments and Contingencies (Note 13)
|
|
|
|
||||
Total Capitalization and Liabilities
|
$
|
4,864,945
|
|
|
$
|
4,609,555
|
|
|
Three Months Ended December 31,
|
||||||
(In thousands)
|
2016
|
|
2015
|
||||
OPERATING REVENUES
|
$
|
333,986
|
|
|
$
|
295,246
|
|
OPERATING EXPENSES
|
|
|
|
||||
Utility cost of gas
|
82,431
|
|
|
57,118
|
|
||
Operation and maintenance
|
82,166
|
|
|
79,308
|
|
||
Depreciation and amortization
|
30,126
|
|
|
27,205
|
|
||
General taxes and other assessments
|
36,255
|
|
|
32,638
|
|
||
Total Operating Expenses
|
230,978
|
|
|
196,269
|
|
||
OPERATING INCOME
|
103,008
|
|
|
98,977
|
|
||
Other expense — net
|
(779
|
)
|
|
(220
|
)
|
||
Interest expense
|
12,762
|
|
|
10,323
|
|
||
INCOME BEFORE INCOME TAXES
|
89,467
|
|
|
88,434
|
|
||
INCOME TAX EXPENSE
|
34,006
|
|
|
33,822
|
|
||
NET INCOME
|
$
|
55,461
|
|
|
$
|
54,612
|
|
Dividends on Washington Gas preferred stock
|
330
|
|
|
330
|
|
||
NET INCOME APPLICABLE TO COMMON STOCK
|
$
|
55,131
|
|
|
$
|
54,282
|
|
|
Three Months Ended
December 31, |
||||||
(In thousands)
|
2016
|
|
2015
|
||||
NET INCOME
|
$
|
55,461
|
|
|
$
|
54,612
|
|
OTHER COMPREHENSIVE INCOME, BEFORE INCOME TAXES:
|
|
|
|
||||
Pension and other post-retirement benefit plans
|
|
|
|
||||
Change in net prior service credit
|
(217
|
)
|
|
(214
|
)
|
||
Change in actuarial net loss
|
588
|
|
|
419
|
|
||
Total pension and other post-retirement benefit plans
|
$
|
371
|
|
|
$
|
205
|
|
INCOME TAX EXPENSE RELATED TO OTHER COMPREHENSIVE INCOME
|
147
|
|
|
81
|
|
||
OTHER COMPREHENSIVE INCOME
|
$
|
224
|
|
|
$
|
124
|
|
COMPREHENSIVE INCOME
|
$
|
55,685
|
|
|
$
|
54,736
|
|
|
Three Months Ended December 31,
|
||||||
(In thousands)
|
2016
|
|
2015
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
$
|
55,461
|
|
|
$
|
54,612
|
|
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH USED IN OPERATING ACTIVITIES
|
|
|
|
||||
Depreciation and amortization
|
30,126
|
|
|
27,205
|
|
||
Amortization of:
|
|
|
|
||||
Other regulatory assets and liabilities—net
|
823
|
|
|
325
|
|
||
Debt related costs
|
353
|
|
|
293
|
|
||
Deferred income taxes—net
|
34,145
|
|
|
58,522
|
|
||
Accrued/deferred pension and other post-retirement benefit cost
|
5,411
|
|
|
5,615
|
|
||
Compensation expense related to stock-based awards
|
4,652
|
|
|
3,350
|
|
||
Provision for doubtful accounts
|
2,241
|
|
|
1,997
|
|
||
Other non-cash charges—net
|
2,447
|
|
|
1,494
|
|
||
CHANGES IN ASSETS AND LIABILITIES
|
|
|
|
||||
Accounts receivable, unbilled revenues and receivables from associated companies—net
|
(133,605
|
)
|
|
(84,105
|
)
|
||
Gas costs and other regulatory assets/liabilities—net
|
35,400
|
|
|
(13,447
|
)
|
||
Storage gas
|
(6,029
|
)
|
|
5,476
|
|
||
Prepaid taxes
|
(11,934
|
)
|
|
(37,443
|
)
|
||
Other prepayments
|
(9,729
|
)
|
|
(9,478
|
)
|
||
Accounts payable and other accrued liabilities, including payables to associated companies
|
39,810
|
|
|
4,154
|
|
||
Customer deposits and advance payments
|
(8,410
|
)
|
|
5,598
|
|
||
Accrued taxes
|
9,307
|
|
|
5,121
|
|
||
Accrued interest
|
9,634
|
|
|
7,779
|
|
||
Other current assets
|
439
|
|
|
120
|
|
||
Other current liabilities
|
(33,333
|
)
|
|
(3,154
|
)
|
||
Deferred gas costs—net
|
(18,493
|
)
|
|
17,874
|
|
||
Deferred assets—other
|
(6,215
|
)
|
|
(10,541
|
)
|
||
Deferred liabilities—other
|
(16,794
|
)
|
|
(4,461
|
)
|
||
Derivatives
|
(38,990
|
)
|
|
(53,635
|
)
|
||
Other—net
|
510
|
|
|
(10
|
)
|
||
Net Cash Used in Operating Activities
|
(52,773
|
)
|
|
(16,739
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Debt issuance costs
|
(375
|
)
|
|
(135
|
)
|
||
Notes payable issued —net
|
177,000
|
|
|
118,475
|
|
||
Project financing
|
5,200
|
|
|
—
|
|
||
Dividends on common stock and preferred stock
|
(21,453
|
)
|
|
(20,269
|
)
|
||
Other financing activities—net
|
2,248
|
|
|
1,949
|
|
||
Net Cash Provided by Financing Activities
|
162,620
|
|
|
100,020
|
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Capital expenditures (excluding AFUDC)
|
(109,847
|
)
|
|
(83,281
|
)
|
||
Net Cash Used In Investing Activities
|
(109,847
|
)
|
|
(83,281
|
)
|
||
INCREASE IN CASH AND CASH EQUIVALENTS
|
—
|
|
|
—
|
|
||
Cash and Cash Equivalents at Beginning of Year
|
1
|
|
|
1
|
|
||
Cash and Cash Equivalents at End of Period
|
$
|
1
|
|
|
$
|
1
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
||||
Income taxes refunded — net
|
$
|
(6,449
|
)
|
|
$
|
—
|
|
Interest paid
|
$
|
683
|
|
|
$
|
4,753
|
|
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
||||
Project financing activities
|
$
|
(29,871
|
)
|
|
$
|
1,356
|
|
Capital expenditure accruals included in accounts payable and other accrued liabilities
|
$
|
40,601
|
|
|
$
|
28,073
|
|
ACCOUNTING STANDARDS ADOPTED IN FISCAL YEAR 2017
|
||||||
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on the financial statements or other significant matters
|
ASU 2015-03 and ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Cost and Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements
|
|
The standard requires an entity to present debt issuance costs in the balance sheet as a direct deduction of the debt liability and the amortization of debt issuance costs be presented as interest expense in a manner consistent with its accounting treatment of debt discounts. The standard requires retrospective application.
An entity can defer and present debt issuance costs related to line-of-credit arrangements as an asset and subsequently amortize the deferred debt issuance costs ratably over the term of the arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The new guidance does not change the recognition and measurement guidance for debt issuance costs. |
|
October 1, 2016
|
|
Implementation of these standards resulted in a reduction of other deferred assets and long-term debt in our Consolidated Balance Sheets. The amounts that were reclassified at September 30, 2016 for WGL and Washington Gas were $9.3 million and $6.8 million, respectively.
|
ASU 2015-02 and ASU 2016-17, Consolidation (Topic 810): Amendments to the Consolidation Analysis and Interests Held through Related Parties that are Under Common Control
|
|
The standards changed the analysis to be performed in determining whether certain types of legal entities should be consolidated, specifically the analysis of limited partnerships and similar entities, fee arrangements and related party relationships. The standard permits prospective or retrospective application for different parts.
The consolidation guidance was also amended as to how a reporting entity, that is the single decision maker of a VIE, should treat indirect interests in the entity held through related parties that are under common control with the reporting entity, when determining whether it is the primary beneficiary of that VIE.
|
|
October 1, 2016
|
|
The amendments to the consolidation guidance under these standards were applied and did not have an impact on the financial statements.
|
ASU 2015-05, Intangibles-Goodwill and Other -Internal-Use Software (Subtopic 350-40)-Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement
|
|
The standard clarifies that a cloud computing customer may account for the arrangement as a software license when (1) the customer has a contractual right to take possession of the software at any time during the hosting period without significant penalty, and (2) it is feasible for the customer to either operate the software on its own hardware or contract with another party unrelated to the vendor to host the software. If the arrangement does not meet these criteria, it would be accounted for as a service contract and accounted for as an operating expense in the period incurred.
|
|
October 1, 2016
|
|
WGL elected to apply the standard on a prospective basis, which did not have a material impact on the financial statements.
|
OTHER NEWLY ISSUED ACCOUNTING STANDARDS
|
||||||
Standard
|
|
Description
|
|
Required date of adoption
|
|
Effect on the financial statements or other significant matters
|
ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting
|
|
This standard simplifies several aspects of the accounting for share-based payment transactions, including accounting for income taxes, forfeitures, and statutory tax withholding requirements.
|
|
October 1, 2017
|
|
We are in the process of evaluating the impact the adoption of this standard will have on our financial statements.
|
ASU 2016-15, Statement of Cash Flows (Topic 230)—Classification of Certain Cash Receipts and Cash Payments (a consensus of the FASB Emerging Issues Task Force)
|
|
This update provides guidance on the classification of certain cash receipts and payments in the statement of cash flows.
|
|
October 1, 2018
|
|
We are in the process of evaluating the impact the adoption of this standard will have on our financial statements.
|
ASU 2014-09, Revenue from Contracts with Customers (Topic 606), including subsequent ASUs clarifying the guidance.
|
|
ASU 2014-09 establishes a comprehensive revenue recognition model clarifying the method used to determine the timing and requirements for revenue recognition from contracts with customers. The disclosure requirements under the new standard will enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers.
|
|
October 1, 2018
|
|
We are in the process of evaluating the impact the adoption of this standard will have on our financial statements.
|
ASU 2016-01, Financial Instruments (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities
|
|
The new standard amends certain disclosure requirements associated with the fair value of financial instruments, and significantly revises an entity’s accounting related to the classification and measurement of investments in equity securities and the presentation of certain fair value changes for financial liabilities measured at fair value.
|
|
October 1, 2018
|
|
We performed a preliminary evaluation and the adoption of this standard will primarily impact the disclosure of our financial instruments.
|
ASU 2016-02, Leases (Topic 842)
|
|
This standard requires recognition of a right-to-use asset and lease liability on the statement of financial position and disclosure of key information about leasing arrangements. The standard requires application using a modified retrospective approach.
|
|
October 1, 2019
|
|
We are in the process of evaluating the impact the adoption of this standard will have on our financial statements. We may elect early adoption.
|
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
|
|
For credit losses on financial instruments, this standard changes the current incurred loss impairment methodology to an expected loss methodology and requires consideration of a broader range of reasonable and supportable information to determine credit loss estimates.
|
|
October 1, 2020
|
|
We are in the process of evaluating the impact the adoption of this standard will have on our financial statements.
|
WGL Holdings, Inc.
|
|||||||
(In millions)
|
December 31, 2016
|
|
September 30, 2016
|
||||
Accounts payable—trade
|
$
|
397.8
|
|
|
$
|
353.0
|
|
Employee benefits and payroll accruals
|
22.2
|
|
|
34.4
|
|
||
Other accrued liabilities
|
27.5
|
|
|
18.0
|
|
||
Total
|
$
|
447.5
|
|
|
$
|
405.4
|
|
Washington Gas Light Company
|
|||||||
(In millions)
|
December 31, 2016
|
|
|
September 30, 2016
|
|
||
Accounts payable—trade
|
$
|
198.7
|
|
|
$
|
161.0
|
|
Employee benefits and payroll accruals
|
21.2
|
|
|
32.2
|
|
||
Other accrued liabilities
|
13.8
|
|
|
11.8
|
|
||
Total
|
$
|
233.7
|
|
|
$
|
205.0
|
|
Committed Credit Available
($ In millions)
|
|||||||||||
December 31, 2016
|
WGL
(b)
|
|
Washington Gas
|
|
Total Consolidated
|
||||||
Committed credit agreements
|
|
|
|
|
|
||||||
Unsecured revolving credit facility, expires December 19, 2019
(a)
|
$
|
450.0
|
|
|
$
|
350.0
|
|
|
$
|
800.0
|
|
Less: Commercial Paper
|
374.0
|
|
|
219.0
|
|
|
593.0
|
|
|||
Net committed credit available
|
$
|
76.0
|
|
|
$
|
131.0
|
|
|
$
|
207.0
|
|
Weighted average interest rate
|
0.89
|
%
|
|
0.69
|
%
|
|
0.82
|
%
|
|||
September 30, 2016
|
|
|
|
|
|
||||||
Committed credit agreements
|
|
|
|
|
|
||||||
Unsecured revolving credit facility, expires December 19, 2019
(a)
|
$
|
450.0
|
|
|
$
|
350.0
|
|
|
$
|
800.0
|
|
Less: Commercial Paper
|
227.0
|
|
|
42.0
|
|
|
269.0
|
|
|||
Net committed credit available
|
$
|
223.0
|
|
|
$
|
308.0
|
|
|
$
|
531.0
|
|
Weighted average interest rate
|
0.73
|
%
|
|
0.46
|
%
|
|
0.69
|
%
|
(a)
|
Both WGL and Washington Gas have the right to request extensions with the banks’ approval. WGL’s revolving credit facility permits it to borrow an additional
$100 million
, with the banks’ approval, for a total of
$550 million
. Washington Gas’ revolving credit facility permits it to borrow an additional
$100 million
, with the banks’ approval, for a total of
$450 million
.
|
(b)
|
WGL includes WGL Holdings and all subsidiaries other than Washington Gas.
|
Long-Term Debt Outstanding
|
|||||||||||
($ In millions)
|
WGL
(a)
|
|
|
Washington Gas
|
|
|
Total Consolidated
|
|
|||
December 31, 2016
|
|
|
|
|
|
||||||
Long-term debt
(b)
|
$
|
500.0
|
|
|
$
|
946.0
|
|
|
$
|
1,446.0
|
|
Unamortized discount
|
(1.6
|
)
|
|
(0.1
|
)
|
|
(1.7
|
)
|
|||
Unamortized debt expense
|
(2.3
|
)
|
|
(6.8
|
)
|
|
(9.1
|
)
|
|||
Total Long-Term Debt
|
$
|
496.1
|
|
|
$
|
939.1
|
|
|
$
|
1,435.2
|
|
Weighted average interest rate
|
2.61
|
%
|
|
5.12
|
%
|
|
4.25
|
%
|
|||
September 30, 2016
|
|
|
|
|
|
||||||
Long-term debt
(b)
|
$
|
500.0
|
|
|
$
|
946.0
|
|
|
$
|
1,446.0
|
|
Unamortized discount
|
(1.6
|
)
|
|
(0.1
|
)
|
|
(1.7
|
)
|
|||
Unamortized debt expense
|
(2.4
|
)
|
|
(6.9
|
)
|
|
(9.3
|
)
|
|||
Total Long-Term Debt
|
$
|
496.0
|
|
|
$
|
939.0
|
|
|
$
|
1,435.0
|
|
Weighted average interest rate
|
2.50
|
%
|
|
5.12
|
%
|
|
4.21
|
%
|
(a)
|
WGL includes WGL Holdings and all subsidiaries other than Washington Gas.
|
(b)
|
Includes Senior Notes and term loans for WGL and both MTNs and private placement notes for Washington Gas. Represents face value including current maturities.
|
WGL Holdings, Inc.
Components of Common Shareholders’ Equity
|
|||||||||||||||||||||||||||||||||
(In thousands, except shares)
|
Common Stock
|
|
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated Other Comprehensive Loss, Net of Taxes
|
|
WGL Holdings Common Shareholders' Equity
|
|
Non-controlling Interest
|
|
Washington Gas Light Company Preferred Stock
|
|
Total Equity
|
||||||||||||||||||
Shares
|
Amount
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Balance at
September 30, 2016
|
51,080,612
|
|
$
|
574,496
|
|
|
$
|
12,519
|
|
|
$
|
827,085
|
|
|
$
|
(38,539
|
)
|
|
$
|
1,375,561
|
|
|
$
|
409
|
|
|
$
|
28,173
|
|
|
$
|
1,404,143
|
|
Net income
|
—
|
|
—
|
|
|
—
|
|
|
57,972
|
|
|
—
|
|
|
57,972
|
|
|
(2,535
|
)
|
|
330
|
|
|
55,767
|
|
||||||||
Contributions from non-controlling interest
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,331
|
|
|
—
|
|
|
7,331
|
|
||||||||
Other
comprehensive income
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,413
|
|
|
29,413
|
|
|
—
|
|
|
—
|
|
|
29,413
|
|
||||||||
Stock-based compensation
(a)
|
104,676
|
|
6,564
|
|
|
(6,567
|
)
|
|
(126
|
)
|
|
—
|
|
|
(129
|
)
|
|
—
|
|
|
—
|
|
|
(129
|
)
|
||||||||
Issuance of
common stock
(b)
|
25,680
|
|
1,613
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,613
|
|
|
—
|
|
|
—
|
|
|
1,613
|
|
||||||||
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Common stock
|
—
|
|
—
|
|
|
—
|
|
|
(24,965
|
)
|
|
—
|
|
|
(24,965
|
)
|
|
—
|
|
|
—
|
|
|
(24,965
|
)
|
||||||||
Preferred stock
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(330
|
)
|
|
(330
|
)
|
||||||||
Balance at December 31, 2016
|
51,210,968
|
|
$
|
582,673
|
|
|
$
|
5,952
|
|
|
$
|
859,966
|
|
|
$
|
(9,126
|
)
|
|
$
|
1,439,465
|
|
|
$
|
5,205
|
|
|
$
|
28,173
|
|
|
$
|
1,472,843
|
|
Balance at September 30, 2015
|
49,728,662
|
|
$
|
485,456
|
|
|
$
|
14,934
|
|
|
$
|
757,093
|
|
|
$
|
(14,236
|
)
|
|
$
|
1,243,247
|
|
|
$
|
—
|
|
|
$
|
28,173
|
|
|
$
|
1,271,420
|
|
Net income
|
—
|
|
—
|
|
|
—
|
|
|
68,171
|
|
|
—
|
|
|
68,171
|
|
|
—
|
|
|
330
|
|
|
68,501
|
|
||||||||
Other
comprehensive income
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
758
|
|
|
758
|
|
|
—
|
|
|
—
|
|
|
758
|
|
||||||||
Stock-based compensation
(a)
|
103,113
|
|
5,947
|
|
|
(6,016
|
)
|
|
(40
|
)
|
|
—
|
|
|
(109
|
)
|
|
—
|
|
|
—
|
|
|
(109
|
)
|
||||||||
Issuance of
common stock (b) |
1,574
|
|
83
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
83
|
|
|
—
|
|
|
—
|
|
|
83
|
|
||||||||
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Common stock
|
—
|
|
—
|
|
|
—
|
|
|
(23,048
|
)
|
|
—
|
|
|
(23,048
|
)
|
|
—
|
|
|
—
|
|
|
(23,048
|
)
|
||||||||
Preferred stock
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(330
|
)
|
|
(330
|
)
|
||||||||
Balance at
December 31, 2015
|
49,833,349
|
|
$
|
491,486
|
|
|
$
|
8,918
|
|
|
$
|
802,176
|
|
|
$
|
(13,478
|
)
|
|
$
|
1,289,102
|
|
|
$
|
—
|
|
|
$
|
28,173
|
|
|
$
|
1,317,275
|
|
Washington Gas Light Company
Components of Common Shareholder’s Equity
|
|||||||||||||||||||||
(In thousands, except shares)
|
Common Stock
|
|
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated Other
Comprehensive Loss, Net of Taxes
|
|
Total
|
||||||||||||
Shares
|
Amount
|
|
|
|
|
||||||||||||||||
Balance at September 30, 2016
|
46,479,536
|
|
$
|
46,479
|
|
|
$
|
488,135
|
|
|
$
|
586,662
|
|
|
$
|
(7,830
|
)
|
|
$
|
1,113,446
|
|
Net income
|
—
|
|
—
|
|
|
—
|
|
|
55,461
|
|
|
—
|
|
|
55,461
|
|
|||||
Other comprehensive income
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
224
|
|
|
224
|
|
|||||
Stock-based compensation
(a)
|
—
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|||||
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Common stock
|
—
|
|
—
|
|
|
—
|
|
|
(21,134
|
)
|
|
—
|
|
|
(21,134
|
)
|
|||||
Preferred stock
|
—
|
|
—
|
|
|
—
|
|
|
(330
|
)
|
|
—
|
|
|
(330
|
)
|
|||||
Balance at December 31, 2016
|
46,479,536
|
|
$
|
46,479
|
|
|
$
|
488,129
|
|
|
$
|
620,659
|
|
|
$
|
(7,606
|
)
|
|
$
|
1,147,661
|
|
Balance at September 30, 2015
|
46,479,536
|
|
$
|
46,479
|
|
|
$
|
483,677
|
|
|
$
|
557,848
|
|
|
$
|
(6,712
|
)
|
|
$
|
1,081,292
|
|
Net income
|
—
|
|
—
|
|
|
—
|
|
|
54,612
|
|
|
—
|
|
|
54,612
|
|
|||||
Other comprehensive income
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
124
|
|
|
124
|
|
|||||
Stock-based compensation
(a)
|
—
|
|
—
|
|
|
(117
|
)
|
|
—
|
|
|
—
|
|
|
(117
|
)
|
|||||
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Common stock
|
—
|
|
—
|
|
|
—
|
|
|
(19,933
|
)
|
|
—
|
|
|
(19,933
|
)
|
|||||
Preferred stock
|
—
|
|
—
|
|
|
—
|
|
|
(330
|
)
|
|
—
|
|
|
(330
|
)
|
|||||
Balance at December 31, 2015
|
46,479,536
|
|
$
|
46,479
|
|
|
$
|
483,560
|
|
|
$
|
592,197
|
|
|
$
|
(6,588
|
)
|
|
$
|
1,115,648
|
|
Basic and Diluted EPS
|
||||||||||
(In thousands, except per share data)
|
Net Income
Applicable to
Common Stock
|
|
Shares
|
|
Per Share
Amount
|
|||||
Three Months Ended December 31, 2016
|
|
|
|
|
|
|||||
Basic EPS
|
$
|
57,972
|
|
|
51,172
|
|
|
$
|
1.13
|
|
Stock-based compensation plans
|
—
|
|
|
273
|
|
|
|
|||
Diluted EPS
|
$
|
57,972
|
|
|
51,445
|
|
|
$
|
1.13
|
|
Three Months Ended December 31, 2015
|
|
|
|
|
|
|||||
Basic EPS
|
$
|
68,171
|
|
|
49,807
|
|
|
$
|
1.37
|
|
Stock-based compensation plans
|
—
|
|
|
223
|
|
|
|
|||
Diluted EPS
|
$
|
68,171
|
|
|
50,030
|
|
|
$
|
1.36
|
|
Absolute Notional Amounts
of Open Positions on Derivative Instruments
|
||||||
Derivative transactions
|
WGL Holdings, Inc.
|
|
Washington Gas
|
|||
December 31, 2016
|
Notional Amounts
|
|||||
Natural Gas
(In millions of therms)
|
|
|
|
|||
Asset optimization & trading
|
21,088.7
|
|
|
12,451.0
|
|
|
Retail sales
|
32.4
|
|
|
—
|
|
|
Other risk-management activities
|
1,782.1
|
|
|
1,298.0
|
|
|
Electricity
(In millions of kWhs)
|
|
|
|
|||
Retail sales
|
5,342.6
|
|
|
—
|
|
|
Other risk-management activities
(a)
|
18,244.0
|
|
|
—
|
|
|
Interest Rate Swaps
(In millions of dollars)
|
$
|
250.0
|
|
|
—
|
|
September 30, 2016
|
|
|||||
Natural Gas
(In millions of therms)
|
|
|
|
|||
Asset optimization & trading
|
21,084.5
|
|
|
12,725.0
|
|
|
Retail sales
|
50.2
|
|
|
—
|
|
|
Other risk-management activities
|
1,789.0
|
|
|
1,309.0
|
|
|
Electricity
(In millions of kWhs)
|
|
|
|
|||
Retail sales
|
4,377.5
|
|
|
—
|
|
|
Other risk-management activities
(a)
|
21,070.4
|
|
|
—
|
|
|
Interest Rate Swaps
(In millions of dollars)
|
$
|
250.0
|
|
|
—
|
|
WGL Holdings, Inc.
Balance Sheet Classification of Derivative Instruments
|
|||||||||||||||||||||||
(In millions)
|
Derivative Instruments Not Designated as Hedging Instruments
|
|
Derivative Instruments Designated as Hedging Instruments
|
|
|
|
|
||||||||||||||||
As of December 31, 2016
|
Gross
Derivative
Assets
|
|
Gross
Derivative
Liabilities
|
|
Gross
Derivative
Assets
|
|
Gross
Derivative
Liabilities
|
|
Netting of
Collateral
|
|
Total
(a)
|
||||||||||||
Current Assets—Derivatives
|
$
|
30.5
|
|
|
$
|
(9.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
20.7
|
|
Deferred Charges and Other Assets—Derivatives
|
40.9
|
|
|
(0.6
|
)
|
|
11.9
|
|
|
(5.5
|
)
|
|
—
|
|
|
46.7
|
|
||||||
Current Liabilities—Derivatives
|
10.9
|
|
|
(85.9
|
)
|
|
—
|
|
|
—
|
|
|
8.2
|
|
|
(66.8
|
)
|
||||||
Deferred Credits—Derivatives
|
1.3
|
|
|
(230.7
|
)
|
|
—
|
|
|
—
|
|
|
5.4
|
|
|
(224.0
|
)
|
||||||
Total
|
$
|
83.6
|
|
|
$
|
(326.9
|
)
|
|
$
|
11.9
|
|
|
$
|
(5.5
|
)
|
|
$
|
13.5
|
|
|
$
|
(223.4
|
)
|
As of September 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current Assets—Derivatives
|
$
|
24.0
|
|
|
$
|
(5.5
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
18.5
|
|
Deferred Charges and Other Assets—Derivatives
|
55.6
|
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
55.0
|
|
||||||
Current Liabilities—Derivatives
|
18.3
|
|
|
(113.2
|
)
|
|
—
|
|
|
—
|
|
|
12.6
|
|
|
(82.3
|
)
|
||||||
Deferred Credits—Derivatives
|
6.4
|
|
|
(279.3
|
)
|
|
0.2
|
|
|
(43.1
|
)
|
|
11.6
|
|
|
(304.2
|
)
|
||||||
Total
|
$
|
104.3
|
|
|
$
|
(398.6
|
)
|
|
$
|
0.2
|
|
|
$
|
(43.1
|
)
|
|
$
|
24.2
|
|
|
$
|
(313.0
|
)
|
Washington Gas Light Company
Balance Sheet Classification of Derivative Instruments
(b)
|
|||||||||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2016
|
Gross
Derivative Assets |
|
Gross
Derivative Liabilities |
|
Netting of
Collateral |
|
Total
(a)
|
||||||||
Current Assets—Derivatives
|
$
|
12.2
|
|
|
$
|
(3.7
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
8.4
|
|
Deferred Charges and Other Assets—Derivatives
|
18.8
|
|
|
—
|
|
|
—
|
|
|
18.8
|
|
||||
Current Liabilities—Derivatives
|
0.4
|
|
|
(52.0
|
)
|
|
0.3
|
|
|
(51.3
|
)
|
||||
Deferred Credits—Derivatives
|
—
|
|
|
(194.4
|
)
|
|
0.1
|
|
|
(194.3
|
)
|
||||
Total
|
$
|
31.4
|
|
|
$
|
(250.1
|
)
|
|
$
|
0.3
|
|
|
$
|
(218.4
|
)
|
As of September 30, 2016
|
|
|
|
|
|
|
|
||||||||
Current Assets—Derivatives
|
$
|
11.7
|
|
|
$
|
(4.4
|
)
|
|
$
|
—
|
|
|
$
|
7.3
|
|
Deferred Charges and Other Assets—Derivatives
|
26.2
|
|
|
(0.6
|
)
|
|
—
|
|
|
25.6
|
|
||||
Current Liabilities—Derivatives
|
1.9
|
|
|
(60.2
|
)
|
|
—
|
|
|
(58.3
|
)
|
||||
Deferred Credits—Derivatives
|
—
|
|
|
(232.0
|
)
|
|
—
|
|
|
(232.0
|
)
|
||||
Total
|
$
|
39.8
|
|
|
$
|
(297.2
|
)
|
|
$
|
—
|
|
|
$
|
(257.4
|
)
|
Gains and Losses on Derivative Instruments
|
|||||||||||||||
(In millions)
|
WGL Holdings, Inc.
|
|
Washington Gas
|
||||||||||||
Three Months Ended December 31,
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Recorded to income
|
|
|
|
|
|
|
|
||||||||
Operating revenues—non-utility
|
$
|
(36.7
|
)
|
|
$
|
25.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Utility cost of gas
|
14.7
|
|
|
21.4
|
|
|
14.7
|
|
|
21.4
|
|
||||
Non-utility cost of energy-related sales
|
31.3
|
|
|
7.5
|
|
|
—
|
|
|
—
|
|
||||
Interest expense
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Recorded to regulatory assets
|
|
|
|
|
|
|
|
||||||||
Gas costs
|
19.6
|
|
|
34.8
|
|
|
19.6
|
|
|
34.8
|
|
||||
Recorded to other comprehensive income
(a)
|
49.5
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
78.3
|
|
|
$
|
90.5
|
|
|
$
|
34.3
|
|
|
$
|
56.2
|
|
Potential Collateral Requirements for Derivative Liabilities
with Credit-Risk-Contingent Features
|
|||||||
(In millions)
|
WGL Holdings, Inc.
|
|
Washington Gas
|
||||
December 31, 2016
|
|
|
|
||||
Derivative liabilities with credit-risk-contingent features
|
$
|
27.8
|
|
|
$
|
12.2
|
|
Maximum potential collateral requirements
|
17.4
|
|
|
12.0
|
|
||
September 30, 2016
|
|
|
|
||||
Derivative liabilities with credit-risk-contingent features
|
$
|
53.9
|
|
|
$
|
11.3
|
|
Maximum potential collateral requirements
|
41.4
|
|
|
11.3
|
|
WGL Holdings, Inc.
Fair Value Measurements Under the Fair Value Hierarchy
|
|||||||||||||||
(In millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
At December 31, 2016
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
29.5
|
|
|
$
|
40.4
|
|
|
$
|
69.9
|
|
Electricity related derivatives
|
—
|
|
|
0.6
|
|
|
13.1
|
|
|
13.7
|
|
||||
Interest rate derivatives
|
—
|
|
|
11.9
|
|
|
—
|
|
|
11.9
|
|
||||
Total Assets
|
$
|
—
|
|
|
$
|
42.0
|
|
|
$
|
53.5
|
|
|
$
|
95.5
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
(33.8
|
)
|
|
$
|
(269.0
|
)
|
|
$
|
(302.8
|
)
|
Electricity related derivatives
|
—
|
|
|
(2.7
|
)
|
|
(21.4
|
)
|
|
(24.1
|
)
|
||||
Interest rate derivatives
|
—
|
|
|
(5.5
|
)
|
|
—
|
|
|
(5.5
|
)
|
||||
Total Liabilities
|
$
|
—
|
|
|
$
|
(42.0
|
)
|
|
$
|
(290.4
|
)
|
|
$
|
(332.4
|
)
|
At September 30, 2016
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
28.8
|
|
|
$
|
54.0
|
|
|
$
|
82.8
|
|
Electricity related derivatives
|
—
|
|
|
0.6
|
|
|
20.9
|
|
|
21.5
|
|
||||
Interest rate derivatives
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||
Total Assets
|
$
|
—
|
|
|
$
|
29.6
|
|
|
$
|
74.9
|
|
|
$
|
104.5
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
(46.7
|
)
|
|
$
|
(318.2
|
)
|
|
$
|
(364.9
|
)
|
Electricity related derivatives
|
—
|
|
|
(3.8
|
)
|
|
(29.9
|
)
|
|
(33.7
|
)
|
||||
Interest rate derivatives
|
—
|
|
|
(43.1
|
)
|
|
—
|
|
|
(43.1
|
)
|
||||
Total Liabilities
|
$
|
—
|
|
|
$
|
(93.6
|
)
|
|
$
|
(348.1
|
)
|
|
$
|
(441.7
|
)
|
Washington Gas Light Company
Fair Value Measurements Under the Fair Value Hierarchy
|
|||||||||||||||
(In millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
At December 31, 2016
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
11.0
|
|
|
$
|
20.4
|
|
|
$
|
31.4
|
|
Total Assets
|
$
|
—
|
|
|
$
|
11.0
|
|
|
$
|
20.4
|
|
|
$
|
31.4
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
(20.9
|
)
|
|
$
|
(229.2
|
)
|
|
$
|
(250.1
|
)
|
Total Liabilities
|
$
|
—
|
|
|
$
|
(20.9
|
)
|
|
$
|
(229.2
|
)
|
|
$
|
(250.1
|
)
|
At September 30, 2016
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
15.4
|
|
|
$
|
24.4
|
|
|
$
|
39.8
|
|
Total Assets
|
$
|
—
|
|
|
$
|
15.4
|
|
|
$
|
24.4
|
|
|
$
|
39.8
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Natural gas related derivatives
|
$
|
—
|
|
|
$
|
(21.2
|
)
|
|
$
|
(276.0
|
)
|
|
$
|
(297.2
|
)
|
Total Liabilities
|
$
|
—
|
|
|
$
|
(21.2
|
)
|
|
$
|
(276.0
|
)
|
|
$
|
(297.2
|
)
|
Quantitative Information about Level 3 Fair Value Measurements
|
||||||||
(In millions)
|
|
Net Fair Value
December 31, 2016 |
|
Valuation Techniques
|
|
Unobservable Inputs
|
|
Range
|
|
|
|
|
|
|
|
|
|
WGL Holdings, Inc.
|
|
|
|
|
|
|
|
|
Natural gas related derivatives
|
|
$(228.6)
|
|
Discounted Cash Flow
|
|
Natural Gas Basis Price
(per dekatherm)
|
|
($1.723) - $5.270
|
|
|
|
|
Option Model
|
|
Natural Gas Basis Price
(per dekatherm)
|
|
($1.605) - $2.903
|
|
|
|
|
|
|
Annualized Volatility of Spot Market Natural Gas
|
|
25.5% - 869.9%
|
Electricity related derivatives
|
|
$(8.3)
|
|
Discounted Cash Flow
|
|
Electricity Congestion Price
(per megawatt hour)
|
|
($6.199) - $66.300
|
|
|
|
|
|
|
|
|
|
Washington Gas Light Company
|
|
|
|
|
|
|
|
|
Natural gas related derivatives
|
|
$(208.8)
|
|
Discounted Cash Flow
|
|
Natural Gas Basis Price
(per dekatherm)
|
|
($1.400) - $5.270
|
|
|
|
|
|
|
|
|
|
(In millions)
|
|
Net Fair Value
September 30, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WGL Holdings, Inc.
|
|
|
|
|
|
|
|
|
Natural gas related derivatives
|
|
$(264.1)
|
|
Discounted Cash Flow
|
|
Natural Gas Basis Price
(per dekatherm)
|
|
($2.021) - $3.290
|
|
|
|
|
Option Model
|
|
Natural Gas Basis Price
(per dekatherm)
|
|
($2.105) - $3.310
|
|
|
$(0.1)
|
|
|
|
Annualized Volatility of Spot Market Natural Gas
|
|
25.5% - 869.9%
|
Electricity related derivatives
|
|
$(9.1)
|
|
Discounted Cash Flow
|
|
Electricity Congestion Price
(per megawatt hour)
|
|
($6.199) - $68.700
|
|
|
|
|
|
|
|
|
|
Washington Gas Light Company
|
|
|
|
|
|
|
|
|
Natural gas related derivatives
|
|
$(251.6)
|
|
Discounted Cash Flow
|
|
Natural Gas Basis Price
(per dekatherm)
|
|
($2.021) - $3.290
|
Reconciliation of Fair Value Measurements Using Significant Level 3 Inputs
|
||||||||||||||
|
WGL Holdings, Inc.
|
Washington Gas Light Company
|
||||||||||||
(In millions)
|
Natural Gas
Related
Derivatives
|
|
Electricity
Related
Derivatives
|
|
Total
|
Total - Natural Gas
Related
Derivatives
|
||||||||
Three Months Ended December 31, 2016
|
|
|
|
|
|
|
||||||||
Balance at October 1, 2016
|
$
|
(264.1
|
)
|
|
$
|
(9.1
|
)
|
|
$
|
(273.2
|
)
|
$
|
(251.6
|
)
|
Realized and unrealized gains (losses)
|
|
|
|
|
|
|
||||||||
Recorded to income
|
10.3
|
|
|
(3.6
|
)
|
|
6.7
|
|
17.0
|
|
||||
Recorded to regulatory assets—gas costs
|
22.0
|
|
|
—
|
|
|
22.0
|
|
22.0
|
|
||||
Transfers into Level 3
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
0.2
|
|
||||
Purchases
|
—
|
|
|
(2.8
|
)
|
|
(2.8
|
)
|
—
|
|
||||
Settlements
|
3.4
|
|
|
7.2
|
|
|
10.6
|
|
3.6
|
|
||||
Balance at December 31, 2016
|
$
|
(228.6
|
)
|
|
$
|
(8.3
|
)
|
|
$
|
(236.9
|
)
|
$
|
(208.8
|
)
|
Three Months Ended December 31, 2015
|
|
|
|
|
|
|
||||||||
Balance at October 1, 2015
|
$
|
(309.7
|
)
|
|
$
|
(16.0
|
)
|
|
$
|
(325.7
|
)
|
$
|
(281.1
|
)
|
Realized and unrealized gains (losses)
|
|
|
|
|
|
|
||||||||
Recorded to income
|
22.8
|
|
|
(22.3
|
)
|
|
0.5
|
|
17.0
|
|
||||
Recorded to regulatory assets—gas costs
|
29.6
|
|
|
—
|
|
|
29.6
|
|
29.6
|
|
||||
Transfers into Level 3
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
(0.2
|
)
|
||||
Transfers out of Level 3
|
8.9
|
|
|
—
|
|
|
8.9
|
|
8.8
|
|
||||
Purchases
|
—
|
|
|
6.4
|
|
|
6.4
|
|
—
|
|
||||
Settlements
|
5.7
|
|
|
7.5
|
|
|
13.2
|
|
3.8
|
|
||||
Balance at December 31, 2015
|
$
|
(243.6
|
)
|
|
$
|
(24.4
|
)
|
|
$
|
(268.0
|
)
|
$
|
(222.1
|
)
|
Unrealized Gains (Losses) Recorded for Level 3 Measurements
|
||||||||||||||
|
WGL Holdings, Inc.
|
Washington Gas Light Company
|
||||||||||||
(In millions)
|
Natural Gas
Related
Derivatives
|
|
Electricity
Related
Derivatives
|
|
Total
|
Total - Natural Gas Related Derivatives
|
||||||||
Three Months Ended December 31, 2016
|
|
|
|
|
|
|
||||||||
Recorded to income
|
|
|
|
|
|
|
||||||||
Operating revenues—non-utility
|
$
|
(9.7
|
)
|
|
$
|
(5.9
|
)
|
|
$
|
(15.6
|
)
|
$
|
—
|
|
Utility cost of gas
|
15.6
|
|
|
—
|
|
|
15.6
|
|
15.6
|
|
||||
Non-utility cost of energy-related sales
|
(0.1
|
)
|
|
11.7
|
|
|
11.6
|
|
—
|
|
||||
Recorded to regulatory assets—gas costs
|
19.7
|
|
|
—
|
|
|
19.7
|
|
19.7
|
|
||||
Total
|
$
|
25.5
|
|
|
$
|
5.8
|
|
|
$
|
31.3
|
|
$
|
35.3
|
|
Three Months Ended December 31, 2015
|
|
|
|
|
|
|
||||||||
Recorded to income
|
|
|
|
|
|
|
||||||||
Operating revenues—non-utility
|
$
|
11.3
|
|
|
$
|
(5.0
|
)
|
|
$
|
6.3
|
|
$
|
—
|
|
Utility cost of gas
|
15.9
|
|
|
—
|
|
|
15.9
|
|
15.9
|
|
||||
Non-utility cost of energy-related sales
|
(4.4
|
)
|
|
(3.6
|
)
|
|
(8.0
|
)
|
—
|
|
||||
Recorded to regulatory assets—gas costs
|
27.0
|
|
|
—
|
|
|
27.0
|
|
27.0
|
|
||||
Total
|
$
|
49.8
|
|
|
$
|
(8.6
|
)
|
|
$
|
41.2
|
|
$
|
42.9
|
|
(a)
|
Balance is located in cash and cash equivalents in the accompanying balance sheets. These amounts may be offset by outstanding checks.
|
(b)
|
Balance is located in notes payable in the accompanying balance sheets.
|
(c)
|
Excludes current maturities.
|
•
|
Regulated Utility
– The regulated utility segment is our core business. It consists of Washington Gas and Hampshire. Washington Gas provides regulated gas distribution services (including the sale and delivery of natural gas) to end use customers and natural gas transportation services to an unaffiliated natural gas distribution company in West Virginia under a Federal Energy Regulatory Commission (FERC) approved interstate transportation service operating agreement. Hampshire provides regulated interstate natural gas storage services to Washington Gas under a FERC approved interstate storage service tariff.
|
•
|
Retail Energy-Marketing
– The retail energy-marketing segment consists of WGL Energy Services, which sells natural gas and electricity directly to retail customers in competition with regulated utilities and unregulated gas and electricity marketers.
|
•
|
Commercial Energy Systems
– The commercial energy systems segment consists of WGL Energy Systems which provides clean and energy efficient solutions including commercial solar, energy efficiency and combined heat and power projects and other distributed generation solutions to government and commercial clients. In addition, this segment comprises the operations of WGSW, a holding company formed to invest in alternative energy assets.
|
•
|
Midstream Energy Services
– The midstream energy services segment consists of WGL Midstream, which specializes in the investment, management, development and optimization of natural gas storage and transportation midstream infrastructure projects.
|
Operating Segment Financial Information
|
|||||||||||||||||||||||||||
(In thousands)
|
Operating Revenues
(a)
|
|
Depreciation and Amortization
|
|
Equity in
Earnings of Unconsolidated Affiliates |
|
EBIT
|
|
Total
Assets
|
|
Capital
Expenditures
|
|
Equity Method
Investments
|
||||||||||||||
Three Months Ended
December 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Regulated utility
|
$
|
333,986
|
|
|
$
|
30,560
|
|
|
$
|
—
|
|
|
$
|
102,717
|
|
|
$
|
4,891,722
|
|
|
$
|
111,681
|
|
|
$
|
—
|
|
Retail energy-marketing
|
298,684
|
|
|
305
|
|
|
—
|
|
|
29,185
|
|
|
518,914
|
|
|
404
|
|
|
—
|
|
|||||||
Commercial energy systems
(b)
|
14,857
|
|
|
4,399
|
|
|
2,387
|
|
|
4,663
|
|
|
932,908
|
|
|
43,673
|
|
|
68,573
|
|
|||||||
Midstream energy services
|
(24,988
|
)
|
|
9
|
|
|
(2,122
|
)
|
|
(28,484
|
)
|
|
607,806
|
|
|
—
|
|
|
305,492
|
|
|||||||
Other activities
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,198
|
)
|
|
417,672
|
|
|
—
|
|
|
—
|
|
|||||||
Eliminations
(c)
|
(13,052
|
)
|
|
10
|
|
|
—
|
|
|
1,108
|
|
|
(893,632
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total consolidated
|
$
|
609,487
|
|
|
$
|
35,283
|
|
|
$
|
265
|
|
|
$
|
107,991
|
|
|
$
|
6,475,390
|
|
|
$
|
155,758
|
|
|
$
|
374,065
|
|
Three Months Ended
December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Regulated utility
|
$
|
295,246
|
|
|
$
|
27,595
|
|
|
$
|
—
|
|
|
$
|
99,289
|
|
|
$
|
4,396,009
|
|
|
$
|
83,561
|
|
|
$
|
—
|
|
Retail energy-marketing
|
289,395
|
|
|
306
|
|
|
—
|
|
|
(567
|
)
|
|
470,214
|
|
|
430
|
|
|
—
|
|
|||||||
Commercial energy systems
|
15,622
|
|
|
3,481
|
|
|
394
|
|
|
943
|
|
|
723,401
|
|
|
17,022
|
|
|
62,618
|
|
|||||||
Midstream energy services
|
21,210
|
|
|
35
|
|
|
869
|
|
|
20,839
|
|
|
258,013
|
|
|
—
|
|
|
82,565
|
|
|||||||
Other activities
|
—
|
|
|
—
|
|
|
—
|
|
|
(780
|
)
|
|
271,329
|
|
|
—
|
|
|
—
|
|
|||||||
Eliminations
(c)
|
(8,089
|
)
|
|
(5
|
)
|
|
—
|
|
|
27
|
|
|
(625,814
|
)
|
|
—
|
|
|
—
|
|
|||||||
Total consolidated
|
$
|
613,384
|
|
|
$
|
31,412
|
|
|
$
|
1,263
|
|
|
$
|
119,751
|
|
|
$
|
5,493,152
|
|
|
$
|
101,013
|
|
|
$
|
145,183
|
|
|
Three Months Ended December 31,
|
||||||
(In thousands)
|
2016
|
|
2015
|
||||
Total consolidated EBIT
|
$
|
107,991
|
|
|
$
|
119,751
|
|
Interest expense
|
16,235
|
|
|
12,760
|
|
||
Income tax expense
|
33,454
|
|
|
38,490
|
|
||
Dividends on Washington Gas Light Company preferred stock
|
330
|
|
|
330
|
|
||
Net income applicable to common stock
|
$
|
57,972
|
|
|
$
|
68,171
|
|
•
|
Meade,
|
•
|
SunEdison,
|
•
|
ASD,
|
•
|
SFGF, and
|
•
|
SFRC.
|
|
Solar Investments
|
|
Pipelines
|
|
|
||||||||||||||||||
(in millions)
|
Non-consolidated VIE's
|
|
Consolidated VIE's
|
|
Non-consolidated Non VIE's
|
|
Non-consolidated VIE's
|
|
Non-consolidated Non VIE's
|
|
Total
|
||||||||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Investments in unconsolidated affiliates
|
$
|
65.8
|
|
|
$
|
—
|
|
|
$
|
2.8
|
|
|
$
|
91.2
|
|
|
$
|
214.3
|
|
|
$
|
374.1
|
|
Property, plant and equipment
|
—
|
|
|
43.1
|
|
|
10.4
|
|
|
—
|
|
|
—
|
|
|
53.5
|
|
||||||
Investments in direct financing leases, capital leases
|
26.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26.6
|
|
||||||
Accounts receivable
|
0.1
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
||||||
Total assets
|
$
|
92.5
|
|
|
$
|
43.4
|
|
|
$
|
13.2
|
|
|
$
|
91.2
|
|
|
$
|
214.3
|
|
|
$
|
454.6
|
|
September 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Investments in unconsolidated affiliates
|
$
|
66.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
80.8
|
|
|
$
|
156.6
|
|
|
$
|
303.5
|
|
Property, plant and equipment
|
—
|
|
|
6.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.5
|
|
||||||
Construction in progress
|
—
|
|
|
6.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.7
|
|
||||||
Investments in direct financing leases, capital leases
|
29.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29.8
|
|
||||||
Accounts receivable
|
1.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.2
|
|
|
10.3
|
|
||||||
Total assets
|
$
|
97.0
|
|
|
$
|
13.2
|
|
|
$
|
—
|
|
|
$
|
80.8
|
|
|
$
|
165.8
|
|
|
$
|
356.8
|
|
|
Solar Investments
|
Pipelines
|
|
|
|||||||||||||||
(In millions)
|
Non-consolidated VIE's
|
Consolidated VIE's
|
Non-consolidated Non VIE's
|
Non-consolidated VIE's
|
Non-consolidated Non VIE's
|
|
Total
|
||||||||||||
Three Months Ended
December 31, 2016 |
|
|
|
|
|
|
|
||||||||||||
Equity in earnings of unconsolidated affiliates
|
$
|
0.9
|
|
$
|
—
|
|
$
|
1.5
|
|
$
|
—
|
|
$
|
(2.1
|
)
|
|
$
|
0.3
|
|
Depreciation and amortization
|
0.1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
0.1
|
|
||||||
Other income (expenses) - net
|
0.6
|
|
—
|
|
—
|
|
—
|
|
(0.1
|
)
|
|
0.5
|
|
||||||
Non-controlling interest
|
—
|
|
(2.5
|
)
|
—
|
|
—
|
|
—
|
|
|
(2.5
|
)
|
||||||
Three Months Ended
December 31, 2015 |
|
|
|
|
|
|
|
||||||||||||
Equity in earnings of unconsolidated affiliates
|
$
|
0.4
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
0.9
|
|
|
$
|
1.3
|
|
Depreciation and amortization
|
0.1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
0.1
|
|
||||||
Other income - net
|
0.9
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
0.9
|
|
Washington Gas - Gas Balancing Service Charges
|
|||||||
|
Three Months Ended December 31,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Gas balancing service charge
|
$
|
6.9
|
|
|
$
|
7.1
|
|
Components of Net Periodic Benefit Costs (Income)
|
|||||||||||||||
|
Three Months Ended December 31,
|
||||||||||||||
|
2016
|
|
2015
|
||||||||||||
(In millions)
|
Pension
Benefits
|
|
Health and
Life Benefits
|
|
Pension
Benefits
|
|
Health and
Life Benefits
|
||||||||
Service cost
|
$
|
4.1
|
|
|
$
|
1.4
|
|
|
$
|
3.5
|
|
|
$
|
1.1
|
|
Interest cost
|
9.6
|
|
|
2.9
|
|
|
10.3
|
|
|
3.3
|
|
||||
Expected return on plan assets
|
(10.3
|
)
|
|
(5.5
|
)
|
|
(10.2
|
)
|
|
(5.1
|
)
|
||||
Amortization of prior service cost (credit)
|
0.1
|
|
|
(4.4
|
)
|
|
0.1
|
|
|
(4.4
|
)
|
||||
Amortization of net actuarial loss
|
5.5
|
|
|
0.2
|
|
|
4.2
|
|
|
0.3
|
|
||||
Net periodic benefit cost (income)
|
9.0
|
|
|
(5.4
|
)
|
|
7.9
|
|
|
(4.8
|
)
|
||||
Amount allocated to construction projects
|
(1.6
|
)
|
|
1.2
|
|
|
(1.3
|
)
|
|
1.0
|
|
||||
Amount deferred as regulatory asset/liability
—
net
|
1.8
|
|
|
(0.1
|
)
|
|
1.8
|
|
|
(0.1
|
)
|
||||
Amount charged (credited) to expense
|
$
|
9.2
|
|
|
$
|
(4.3
|
)
|
|
$
|
8.4
|
|
|
$
|
(3.9
|
)
|
WGL Holdings, Inc.
Changes in Accumulated Other Comprehensive Loss by Component
|
|||||||
(In thousands)
|
Three Months Ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
Beginning Balance
|
$
|
(38,539
|
)
|
|
$
|
(14,236
|
)
|
Qualified cash flow hedging instruments
(a)
|
49,455
|
|
|
1,084
|
|
||
Change in prior service credit
(b)
|
(217
|
)
|
|
(214
|
)
|
||
Amortization of actuarial loss
(b)
|
588
|
|
|
419
|
|
||
Current-period other comprehensive income
|
49,826
|
|
|
1,289
|
|
||
Income tax expense related to other comprehensive income
|
20,413
|
|
|
531
|
|
||
Ending Balance
|
$
|
(9,126
|
)
|
|
$
|
(13,478
|
)
|
(a)
|
Cash flow hedging instruments represent interest rate swap agreements related to debt issuances. Refer to Note 8- Derivative and Weather-related Instruments for further discussion of the interest rate swap agreements.
|
(b)
|
These accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit cost. Refer to Note 14- Pension and other post-retirement benefit plans for additional details.
|
Washington Gas Light Company
Changes in Accumulated Other Comprehensive Loss by Component
|
|||||||
(In thousands)
|
Three Months Ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
Beginning Balance
|
$
|
(7,830
|
)
|
|
$
|
(6,712
|
)
|
Change in prior service credit
(a)
|
(217
|
)
|
|
(214
|
)
|
||
Amortization of actuarial loss
(a)
|
588
|
|
|
419
|
|
||
Current-period other comprehensive income
|
371
|
|
|
205
|
|
||
Income tax expense related to other comprehensive income
|
147
|
|
|
81
|
|
||
Ending Balance
|
$
|
(7,606
|
)
|
|
$
|
(6,588
|
)
|
(a)
|
These accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit cost. Refer to Note 14-Pension and other post-retirement benefit plans for additional details.
|
•
|
WGL
—This section describes the financial condition and results of operations of WGL Holdings, Inc. and its subsidiaries on a consolidated basis. It includes discussions of our regulated operations, including Washington Gas and Hampshire Gas Company (Hampshire), and our non-utility operations.
|
•
|
Washington Gas
—This section describes the financial condition and results of operations of Washington Gas, a subsidiary of WGL, which comprises the majority of the regulated utility segment.
|
•
|
regulated utility;
|
•
|
retail energy-marketing;
|
•
|
commercial energy systems and
|
•
|
midstream energy services.
|
•
|
accounting for unbilled revenue;
|
•
|
accounting for regulatory operations — regulatory assets and liabilities;
|
•
|
accounting for income taxes;
|
•
|
accounting for contingencies;
|
•
|
accounting for derivatives;
|
•
|
accounting for fair value instruments;
|
•
|
accounting for investments;
|
•
|
principles of consolidation and non-controlling interests and
|
•
|
accounting for pension and other post-retirement benefit plans.
|
Regulated Utility Financial Data
|
|||||||||||
|
Three Months Ended December 31,
|
|
Increase/
|
||||||||
(In millions)
|
2016
|
|
2015
|
|
(Decrease)
|
||||||
Utility net revenues
(1)
:
|
|
|
|
|
|
||||||
Operating revenues
|
$
|
334.0
|
|
|
$
|
295.2
|
|
|
$
|
38.8
|
|
Less: Cost of gas
|
82.4
|
|
|
57.1
|
|
|
25.3
|
|
|||
Revenue taxes
|
22.1
|
|
|
19.2
|
|
|
2.9
|
|
|||
Total utility net revenues
|
229.5
|
|
|
218.9
|
|
|
10.6
|
|
|||
Operation and maintenance
|
81.2
|
|
|
78.3
|
|
|
2.9
|
|
|||
Depreciation and amortization
|
30.6
|
|
|
27.6
|
|
|
3.0
|
|
|||
General taxes and other assessments
|
14.2
|
|
|
13.5
|
|
|
0.7
|
|
|||
Other expenses—net
|
0.8
|
|
|
0.2
|
|
|
0.6
|
|
|||
EBIT
|
$
|
102.7
|
|
|
$
|
99.3
|
|
|
$
|
3.4
|
|
•
|
increased customer growth;
|
•
|
higher revenues attributed to colder weather and favorable effects of natural gas consumption patterns in the District of Columbia;
|
•
|
new base rates in Virginia;
|
•
|
higher realized margins associated with our asset optimization program and
|
•
|
higher rate recovery related to our accelerated pipeline replacement programs.
|
•
|
lower unrealized margins associated with our asset optimization program;
|
•
|
higher depreciation expense related to the growth in our utility plant and
|
•
|
higher operation and maintenance expenses.
|
Composition of Changes in Utility Net Revenues
|
|||
(In millions)
|
Increase/
(Decrease)
|
||
Customer growth
|
$
|
2.5
|
|
Estimated effects of weather and consumption patterns
|
3.8
|
|
|
Impact of rate case
|
5.3
|
|
|
Accelerated pipe replacement programs
|
2.0
|
|
|
Asset optimization:
|
|
||
Realized margins
|
1.5
|
|
|
Unrealized mark-to-market valuations
|
(4.0
|
)
|
|
Other
|
(0.5
|
)
|
|
Total
|
$
|
10.6
|
|
Composition of Changes in Operation and Maintenance Expenses
|
|||
(In millions)
|
Increase/
(Decrease)
|
||
Employee incentives and direct labor costs
|
$
|
1.1
|
|
System safety and integrity
|
2.3
|
|
|
Other
|
(0.5
|
)
|
|
Total
|
$
|
2.9
|
|
Retail Energy-Marketing Financial and Statistical Data
|
|||||||||||
|
Three Months Ended December 31,
|
|
Increase/
|
||||||||
(In millions)
|
2016
|
|
2015
|
|
(Decrease)
|
||||||
Operating Results
|
|
|
|
|
|
||||||
Gross margins
(1)
:
|
|
|
|
|
|
||||||
Operating revenues
|
$
|
298.7
|
|
|
$
|
289.4
|
|
|
$
|
9.3
|
|
Less: Cost of energy
|
254.2
|
|
|
275.0
|
|
|
(20.8
|
)
|
|||
Revenue taxes
|
2.7
|
|
|
2.4
|
|
|
0.3
|
|
|||
Total gross margins
|
41.8
|
|
|
12.0
|
|
|
29.8
|
|
|||
Operation expenses
|
11.1
|
|
|
11.1
|
|
|
—
|
|
|||
Depreciation and amortization
|
0.3
|
|
|
0.3
|
|
|
—
|
|
|||
General taxes and other assessments
|
1.2
|
|
|
1.2
|
|
|
—
|
|
|||
Other income — net
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
|||
EBIT
|
$
|
29.2
|
|
|
$
|
(0.5
|
)
|
|
$
|
29.7
|
|
Analysis of gross margins
(In millions)
|
|
|
|
|
|
||||||
Natural gas
|
|
|
|
|
|
||||||
Realized margins
|
$
|
7.7
|
|
|
$
|
10.4
|
|
|
$
|
(2.7
|
)
|
Unrealized mark-to-market gains (losses)
|
14.1
|
|
|
(4.3
|
)
|
|
18.4
|
|
|||
Total gross margins—natural gas
|
$
|
21.8
|
|
|
$
|
6.1
|
|
|
$
|
15.7
|
|
Electricity
|
|
|
|
|
|
||||||
Realized margins
|
$
|
14.9
|
|
|
$
|
7.4
|
|
|
$
|
7.5
|
|
Unrealized mark-to-market gains (losses)
|
5.1
|
|
|
(1.5
|
)
|
|
6.6
|
|
|||
Total gross margins—electricity
|
$
|
20.0
|
|
|
$
|
5.9
|
|
|
$
|
14.1
|
|
Total gross margins
|
$
|
41.8
|
|
|
$
|
12.0
|
|
|
$
|
29.8
|
|
Other Retail Energy-Marketing Statistics
|
|
|
|
|
|
||||||
Natural gas
|
|
|
|
|
|
||||||
Therm sales
(millions of therms)
|
220.5
|
|
|
189.5
|
|
|
31.0
|
|
|||
Number of customers
(end of period)
|
126,400
|
|
|
141,300
|
|
|
(14,900
|
)
|
|||
Electricity
|
|
|
|
|
|
||||||
Electricity sales
(millions of kWhs)
|
3,103.2
|
|
|
2,926.4
|
|
|
176.8
|
|
|||
Number of accounts
(end of period)
|
122,600
|
|
|
135,000
|
|
|
(12,400
|
)
|
(1)
|
We utilize gross margins to assist with the analysis of profitability for the retail energy-marketing segment. Gross margins are calculated as revenues less the associated cost of energy and applicable revenue taxes. We consider gross margins to be a better reflection of performance than gross revenues or gross energy costs for our retail energy-marketing segment because gross margins are a direct measure of the success of our core strategy for the sale of natural gas and electricity. Gross margins should not be considered an alternative to, or a more meaningful indicator of our operating performance than operating income. Additionally, gross margins may not be comparable to similarly titled measures of other companies.
|
Midstream Energy Services Segment Financial Information
|
|||||||||||
|
Three Months Ended December 31,
|
|
Increase/
|
||||||||
(In millions)
|
2016
|
|
2015
|
|
(Decrease)
|
||||||
Operating revenues
(a)
|
$
|
(25.0
|
)
|
|
$
|
21.2
|
|
|
$
|
(46.2
|
)
|
Operating expenses:
|
|
|
|
|
|
|
|||||
Operations
|
1.4
|
|
|
1.1
|
|
|
0.3
|
|
|||
General taxes and other assessments
|
—
|
|
|
0.2
|
|
|
(0.2
|
)
|
|||
Operating expenses
|
$
|
1.4
|
|
|
$
|
1.3
|
|
|
$
|
0.1
|
|
Equity earnings
|
(2.1
|
)
|
|
0.9
|
|
|
(3.0
|
)
|
|||
EBIT
|
$
|
(28.5
|
)
|
|
$
|
20.8
|
|
|
$
|
(49.3
|
)
|
Composition of Consolidated Interest Expense
|
|||||||||||
|
Three Months Ended
December 31, |
|
Increase/
|
||||||||
(In millions)
|
2016
|
|
2015
|
|
(Decrease)
|
||||||
Interest on long-term debt
|
$
|
15.8
|
|
|
$
|
12.8
|
|
|
$
|
3.0
|
|
Other Interest
|
0.5
|
|
|
—
|
|
|
0.5
|
|
|||
Allowance for funds used during construction and other- net
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|||
Total
|
$
|
16.2
|
|
|
$
|
12.8
|
|
|
$
|
3.4
|
|
Consolidated Income Taxes
|
||||||||||
|
Three Months Ended December 31,
|
|
Increase/
|
|||||||
(In millions)
|
2016
|
|
2015
|
|
(Decrease)
|
|||||
Income before income taxes
|
89.2
|
|
|
$
|
107.0
|
|
|
$
|
(17.8
|
)
|
Income tax expense
|
33.5
|
|
|
38.5
|
|
|
(5.0
|
)
|
||
Effective income tax rate
|
37.6
|
%
|
|
36.0
|
%
|
|
1.6
|
%
|
|
WGL
|
|
Washington Gas
|
||||
Rating Service
|
Senior
Unsecured
|
|
Commercial
Paper
|
|
Senior
Unsecured
|
|
Commercial
Paper
|
Fitch Ratings
(a)
|
A
|
|
F1
|
|
AA-
|
|
F1
|
Moody’s Investors Service
(b)
|
A3
|
|
P-2
|
|
A1
|
|
P-1
|
Standard & Poor’s Ratings Services
(c)
|
A
|
|
A-1
|
|
A+
|
|
A-1
|
|
Three Months Ended December 31,
|
|
|
||||||||
(In millions)
|
2016
|
|
2015
|
|
Increase/
(Decrease)
|
||||||
Cash provided by (used in):
|
|
|
|
|
|
||||||
Operating activities
|
$
|
(94.1
|
)
|
|
$
|
(58.1
|
)
|
|
$
|
(36.0
|
)
|
Financing activities
|
$
|
318.5
|
|
|
$
|
174.5
|
|
|
$
|
144.0
|
|
Investing activities
|
$
|
(217.1
|
)
|
|
$
|
(107.3
|
)
|
|
$
|
(109.8
|
)
|
|
Projected
|
|||||||||||||||||
(In millions)
|
2017
|
2018
|
2019
|
2020
|
2021
|
Total
|
||||||||||||
New business
(a)
|
$
|
130.9
|
|
$
|
148.9
|
|
$
|
153.8
|
|
$
|
166.6
|
|
$
|
189.5
|
|
$
|
789.7
|
|
Replacements:
|
|
|
|
|
|
|
||||||||||||
Regulatory plans
(b)
|
130.7
|
|
139.0
|
|
149.8
|
|
167.1
|
|
173.1
|
|
759.7
|
|
||||||
Other
(c)
|
58.3
|
|
53.7
|
|
54.1
|
|
55.7
|
|
57.3
|
|
279.1
|
|
||||||
Customer information system
|
23.0
|
|
—
|
|
—
|
|
—
|
|
—
|
|
23.0
|
|
||||||
Other utility
|
49.6
|
|
74.1
|
|
53.4
|
|
57.5
|
|
71.3
|
|
305.9
|
|
||||||
Total utility
(d)
|
392.5
|
|
415.7
|
|
411.1
|
|
446.9
|
|
491.2
|
|
2,157.4
|
|
||||||
Pipeline investments
|
120.1
|
|
553.4
|
|
57.7
|
|
1.2
|
|
—
|
|
732.4
|
|
||||||
Distributed generation
|
100.1
|
|
100.1
|
|
100.1
|
|
100.1
|
|
100.1
|
|
500.5
|
|
||||||
Other non-utility
|
1.5
|
|
0.2
|
|
0.1
|
|
0.1
|
|
0.1
|
|
2.0
|
|
||||||
Total investments
|
$
|
614.2
|
|
$
|
1,069.4
|
|
$
|
569.0
|
|
$
|
548.3
|
|
$
|
591.4
|
|
$
|
3,392.3
|
|
Credit Exposure to Wholesale Counterparties
(In millions)
|
||||||||||||||||||
Rating
(a)
|
Exposure
Before Credit
Collateral
(b)
|
|
Offsetting Credit
Collateral Held
(c)
|
|
Net
Exposure
|
|
Number of
Counterparties
Greater Than
10%
(d)
|
|
Net Exposure of
Counterparties
Greater Than 10%
|
|||||||||
Washington Gas
|
|
|
|
|
|
|
|
|
|
|||||||||
Investment Grade
|
$
|
49.7
|
|
|
$
|
13.3
|
|
|
$
|
36.4
|
|
|
2
|
|
|
$
|
34.0
|
|
Non-Investment Grade
|
0.1
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
No External Ratings
|
4.2
|
|
|
1.4
|
|
|
2.8
|
|
|
—
|
|
|
—
|
|
||||
WGL Energy Services
|
|
|
|
|
|
|
|
|
|
|||||||||
Investment Grade
|
$
|
6.0
|
|
|
$
|
—
|
|
|
$
|
6.0
|
|
|
3
|
|
|
$
|
3.9
|
|
Non-Investment Grade
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
No External Ratings
|
0.7
|
|
|
0.1
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
||||
WGL Midstream
|
|
|
|
|
|
|
|
|
|
|||||||||
Investment Grade
|
$
|
74.0
|
|
|
$
|
2.0
|
|
|
$
|
72.0
|
|
|
1
|
|
|
$
|
20.2
|
|
Non-Investment Grade
|
3.3
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
No External Ratings
|
16.4
|
|
|
2.1
|
|
|
14.3
|
|
|
—
|
|
|
—
|
|
(a)
|
Investment grade is primarily determined using publicly available credit ratings of the counterparty. If the counterparty has provided a guarantee by a higher-rated entity (e.g., its parent), it is determined based upon the rating of it guarantor. Included in “Investment grade” are counterparties with a minimum Standard & Poor’s or Moody’s Investor Service rating of BBB- or Baa3, respectively.
|
(b)
|
Includes the net of all open positions on energy-related derivatives subject to mark-to-market accounting requirements and the net receivable/payable for the realized transactions. Amounts due from counterparties are offset by liabilities payable to those counterparties to the extent that contractual netting arrangements are in place.
|
(c)
|
Represents cash deposits and letters of credit received from counterparties, not adjusted for probability of default.
|
(d)
|
Using a percentage of the net exposure.
|
Regulated Utility Segment
Changes in Fair Value of Energy-Related Derivatives
|
|||
(In millions)
|
|
||
Net assets (liabilities) at September 30, 2016
|
$
|
(257.4
|
)
|
Net fair value of contracts entered into during the period
|
(1.4
|
)
|
|
Other changes in net fair value
|
35.7
|
|
|
Realized net settlement of derivatives
|
4.4
|
|
|
Net assets (liabilities) at December 31, 2016
|
$
|
(218.7
|
)
|
Regulated Utility Segment
Roll Forward of Energy-Related Derivatives
|
|||
(In millions)
|
|
||
Net assets (liabilities) at September 30, 2016
|
$
|
(257.4
|
)
|
Recorded to income
|
14.7
|
|
|
Recorded to regulatory assets/liabilities
|
19.6
|
|
|
Realized net settlement of derivatives
|
4.4
|
|
|
Net assets (liabilities) at December 31, 2016
|
$
|
(218.7
|
)
|
Retail Energy-Marketing Segment
Changes in Fair Value of Energy-Related Derivatives
|
|||
(In millions)
|
|
||
Net assets (liabilities) at September 30, 2016
|
$
|
(17.0
|
)
|
Net fair value of contracts entered into during the period
|
1.3
|
|
|
Other changes in net fair value
|
15.2
|
|
|
Realized net settlement of derivatives
|
(0.7
|
)
|
|
Net assets (liabilities) at December 31, 2016
|
$
|
(1.2
|
)
|
Retail Energy-Marketing Segment
Roll Forward of Energy-Related Derivatives
|
|||
(In millions)
|
|
||
Net assets (liabilities) at September 30, 2016
|
$
|
(17.0
|
)
|
Recorded to income
|
19.6
|
|
|
Recorded to accounts payable
|
(3.1
|
)
|
|
Realized net settlement of derivatives
|
(0.7
|
)
|
|
Net assets (liabilities) at December 31, 2016
|
$
|
(1.2
|
)
|
Midstream Energy Services Segment
Changes in Fair Value of Energy-Related Derivatives
|
|||
(In millions)
|
|
||
Net assets (liabilities) at September 30, 2016
|
$
|
(19.9
|
)
|
Net fair value of contracts entered into during the period
|
(7.1
|
)
|
|
Other changes in net fair value
|
(17.9
|
)
|
|
Realized net settlement of derivatives
|
21.5
|
|
|
Net assets (liabilities) at December 31, 2016
|
$
|
(23.4
|
)
|
Midstream Energy Services Segment
Roll Forward of Energy-Related Derivatives
|
|||
(In millions)
|
|
||
Net assets (liabilities) at September 30, 2016
|
$
|
(19.9
|
)
|
Recorded to income
|
(25.0
|
)
|
|
Realized net settlement of derivatives
|
21.5
|
|
|
Net assets (liabilities) at December 31, 2016
|
$
|
(23.4
|
)
|
Midstream Energy Services Segment
Maturity of Net Assets (Liabilities) Associated with our Energy-Related Derivatives
|
|
|
|||||||||||||||||||||||||
|
|
|
|
||||||||||||||||||||||||
(In millions)
|
Remainder of 2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
||||||||||||||
Level 1 — Quoted prices in active markets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Level 2 — Significant other observable inputs
|
(3.4
|
)
|
|
(1.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.0
|
)
|
|||||||
Level 3 — Significant unobservable inputs
|
(5.9
|
)
|
|
(8.6
|
)
|
|
(2.3
|
)
|
|
(1.5
|
)
|
|
(0.7
|
)
|
|
0.6
|
|
|
(18.4
|
)
|
|||||||
Total net assets associated with our energy-related derivatives
|
$
|
(9.3
|
)
|
|
$
|
(10.2
|
)
|
|
$
|
(2.3
|
)
|
|
$
|
(1.5
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
0.6
|
|
|
$
|
(23.4
|
)
|
Gas Deliveries, Weather and Meter Statistics
|
||||||||
|
Three Months Ended December 31,
|
|
Increase/
|
|||||
|
2016
|
|
2015
|
|
(Decrease)
|
|||
Gas Sales and Deliveries
(millions of therms)
|
|
|
|
|
|
|||
Firm
|
|
|
|
|
|
|||
Gas sold and delivered
|
265.2
|
|
|
197.9
|
|
|
67.3
|
|
Gas delivered for others
|
161.6
|
|
|
133.3
|
|
|
28.3
|
|
Total firm
|
426.8
|
|
|
331.2
|
|
|
95.6
|
|
Interruptible
|
|
|
|
|
|
|||
Gas sold and delivered
|
0.8
|
|
|
0.7
|
|
|
0.1
|
|
Gas delivered for others
|
64.2
|
|
|
62.5
|
|
|
1.7
|
|
Total interruptible
|
65.0
|
|
|
63.2
|
|
|
1.8
|
|
Electric generation—delivered for others
|
23.6
|
|
|
43.2
|
|
|
(19.6
|
)
|
Total deliveries
|
515.4
|
|
|
437.6
|
|
|
77.8
|
|
Degree Days
|
|
|
|
|
|
|||
Actual
|
1,196
|
|
|
956
|
|
|
240
|
|
Normal
|
1,318
|
|
|
1,331
|
|
|
(13
|
)
|
Percent colder (warmer) than normal
|
(9.3
|
)%
|
|
(28.2
|
)%
|
|
n/a
|
|
Average active customer meters
|
1,148,900
|
|
|
1,135,700
|
|
|
13,200
|
|
New customer meters added
|
3,703
|
|
|
3,833
|
|
|
(130
|
)
|
Income Taxes
|
|||||||||||
|
Three Months Ended December 31,
|
|
Increase/
|
||||||||
(In millions)
|
2016
|
|
2015
|
|
(Decrease)
|
||||||
Income before income taxes
|
$
|
89.5
|
|
|
$
|
88.4
|
|
|
$
|
1.1
|
|
Income tax expense
|
34.0
|
|
|
33.8
|
|
|
0.2
|
|
|||
Effective income tax rate
|
38.0
|
%
|
|
38.2
|
%
|
|
(0.2
|
)%
|
•
|
Price Risk Related to the Regulated Utility Segment
|
•
|
Price Risk Related to the Non-Utility Segments
|
•
|
Value-At-Risk
|
•
|
Weather Risk
|
•
|
Interest-Rate Risk
|
•
|
WGL would have paid significant transaction costs, and may in certain circumstances, be obligated to pay a termination fee to AltaGas of $136 million;
|
•
|
the attention of management may have been diverted to the Merger rather than to operations and the pursuit of other opportunities;
|
•
|
though the merger terms contemplate management and employees remaining to operate WGL, there is the chance of the potential loss of key personnel, as personnel may feel uncertain about their future with the combined company;
|
•
|
WGL will have been subject to certain restrictions on the conduct of business, which may prevent the Company from making certain acquisitions or dispositions or pursuing other business opportunities; and
|
•
|
the trading price of WGL’s stock may decline if the market believes the Merger may not be completed.
|
|
WGL HOLDINGS, INC.
and
WASHINGTON GAS LIGHT COMPANY (Co-registrants)
|
|
|
|
|
Date: February 8, 2017
|
/s/ William R. Ford
|
|
|
William R. Ford
|
|
|
Vice President and Chief Accounting Officer (Principal Accounting Officer)
|
|
1 Year Wgl Chart |
1 Month Wgl Chart |
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