NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
General
These combined notes accompany and form an integral part of the separate interim consolidated financial statements of each of the two separate registrants: Consolidated Edison, Inc. and its subsidiaries (Con Edison) and Consolidated Edison Company of New York, Inc. and its subsidiaries (CECONY). CECONY is a subsidiary of Con Edison and as such its financial condition and results of operations and cash flows, which are presented separately in the CECONY consolidated financial statements, are also consolidated, along with those of Orange and Rockland Utilities, Inc. and its subsidiary (O&R), Con Edison Clean Energy Businesses, Inc. (together with its subsidiaries, the Clean Energy Businesses) and Con Edison Transmission, Inc. (together with its subsidiaries, Con Edison Transmission) in Con Edison’s consolidated financial statements. The term “Utilities” is used in these notes to refer to CECONY and O&R.
As used in these notes, the term “Companies” refers to Con Edison and CECONY and, except as otherwise noted, the information in these combined notes relates to each of the Companies. However, CECONY makes no representation as to information relating to Con Edison or the subsidiaries of Con Edison other than itself.
The separate interim consolidated financial statements of each of the Companies are unaudited but, in the opinion of their respective managements, reflect all adjustments (which include only normally recurring adjustments) necessary for a fair statement of the results for the interim periods presented. The Companies’ separate interim consolidated financial statements should be read together with their separate audited financial statements (including the combined notes thereto) included in Item 8 of their combined Annual Report on Form 10-K for the year ended December 31, 2020.
Con Edison has two regulated utility subsidiaries: CECONY and O&R. CECONY provides electric service and gas service in New York City and Westchester County. The company also provides steam service in parts of Manhattan. O&R, along with its regulated utility subsidiary, provides electric service in southeastern New York and northern New Jersey and gas service in southeastern New York. Con Edison Clean Energy Businesses, Inc., through its subsidiaries, develops, owns and operates renewable and sustainable energy infrastructure projects and provides energy-related products and services to wholesale and retail customers. Con Edison Transmission, Inc. invests in electric transmission facilities through its subsidiary, Consolidated Edison Transmission, LLC (CET Electric), and holds investments in gas pipeline and storage facilities through its subsidiary Con Edison Gas Pipeline and Storage, LLC (CET Gas).
Note A – Summary of Significant Accounting Policies and Other Matters
Accounting Policies
The accounting policies of Con Edison and its subsidiaries conform to generally accepted accounting principles in the United States of America (GAAP). For the Utilities, these accounting principles include the accounting rules for regulated operations and the accounting requirements of the Federal Energy Regulatory Commission (FERC) and the state regulators having jurisdiction.
General Utility Plant
General utility plant of Con Edison and CECONY included $84 million and $80 million, respectively, at March 31, 2021 and $86 million and $81 million, respectively, at December 31, 2020, related to a May 2018 acquisition of software licenses. The estimated aggregate annual amortization expense related to the software licenses for Con Edison and CECONY is $7 million. The accumulated amortization for Con Edison and CECONY was $19 million and $18 million at March 31, 2021, respectively, and $17 million at December 31, 2020.
Other Deferred Charges and Noncurrent Assets and Prepayments
Other deferred charges and noncurrent assets and prepayments of Con Edison, net of accumulated depreciation, included $57 million ($54 million for CECONY) and $14 million ($13 million for CECONY), respectively, at March 31, 2021 and $54 million ($51 million for CECONY) and $12 million ($11 million for CECONY), respectively, at December 31, 2020, related to implementation costs incurred in cloud computing arrangements. Depreciation on these assets is computed using the straight-line method for financial statement purposes over their estimated useful lives. Depreciation expense related to these assets incurred during the three months ended March 31, 2021 for Con Edison and CECONY was $3 million, and was not material during the three months ended March 31, 2020. Accumulated depreciation related to these assets for Con Edison and CECONY was $12 million and $11 million, respectively, at March 31, 2021 and $10 million and $8 million, respectively, at December 31, 2020.
Investments
Partial Impairment of Investment in Stagecoach Gas Services, LLC (Stagecoach)
Con Edison's investments consist primarily of the investments of Con Edison Transmission that are accounted for under the equity method and the fair value of the Utilities' supplemental retirement income plan and deferred income plan assets. Con Edison Transmission owns, through subsidiaries, a 50 percent interest in Stagecoach Gas Services, LLC (Stagecoach), a joint venture that owns and operates an existing gas pipeline and storage business located in northeastern Pennsylvania and the southern tier of New York. Con Edison is in the process of considering strategic alternatives regarding its 50 percent interest in Stagecoach. As a result of information made available to Stagecoach as part of that process, Stagecoach performed a goodwill impairment test that resulted in Stagecoach recording a goodwill impairment charge of $343 million at March 31, 2021. Accordingly, Con Edison recorded a pre-tax loss on its interest in Stagecoach of $172 million ($120 million after-tax) within "Investment income/(loss)" on Con Edison's consolidated income statement at March 31, 2021 that reduced the carrying value of its investment in Stagecoach from $839 million to $667 million.
Stagecoach’s goodwill impairment charge and information obtained from Con Edison's strategic evaluation process constituted a triggering event for Con Edison's investment in Stagecoach as of March 31, 2021. Con Edison evaluated the carrying value of its investment in Stagecoach of $667 million for an other-than-temporary decline in value using an income and market-based approach. Con Edison determined that the carrying value of its investment in Stagecoach of $667 million was not impaired as of March 31, 2021.
The accounting rules require Con Edison to evaluate its investments periodically to determine whether they are impaired. The standard for determining whether an impairment exists and must be recorded is whether an other than-temporary decline in carrying value has occurred. Changes in economic conditions, forecasted cash flows and the regulatory environment, among other factors, could require equity method investments to recognize a decrease in carrying value for an other-than-temporary decline. When management believes such a decline may have occurred, the fair value of the investment is estimated using market inputs, when observable, or a market valuation model such as a discounted cash flow analysis. The fair value is compared to the carrying value of the investment in order to determine the amount of impairment to record, if any.
The evaluation and measurement of impairments involve uncertainties. The judgments that Con Edison makes to estimate the fair value of its equity method investments are based on assumptions that management believes are reasonable, and variations in these estimates or the underlying assumptions, or the receipt of additional market information, could have a material impact on whether a triggering event is determined to exist or the amount of any such impairment. Additionally, if the projects in which Con Edison holds these investments recognize an impairment, Con Edison may record a share of that impairment loss and would evaluate its investment for an other-than-temporary decline in carrying value as described above.
There is risk that the fair value of Con Edison’s investment in Stagecoach may be further impaired as Con Edison continues its process of considering strategic alternatives regarding its 50 percent interest. As such strategic alternatives are evaluated, Con Edison may be required to determine whether an other-than-temporary decline in value has occurred for its Stagecoach investment.
Earnings Per Common Share
Con Edison presents basic and diluted earnings per share (EPS) on the face of its consolidated income statement. Basic EPS is calculated by dividing earnings available to common shareholders (“Net income for common stock” on Con Edison’s consolidated income statement) by the weighted average number of Con Edison common shares outstanding during the period. In the calculation of diluted EPS, weighted average shares outstanding is increased for additional shares that would be outstanding if potentially dilutive securities were converted to common stock.
Potentially dilutive securities for Con Edison consist of restricted stock units and deferred stock units for which the average market price of the common shares for the period was greater than the exercise price.
For the three months ended March 31, 2021 and 2020, basic and diluted EPS for Con Edison are calculated as follows:
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For the Three Months Ended March 31,
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(Millions of Dollars, except per share amounts/Shares in Millions)
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2021
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2020
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|
Net income for common stock
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$419
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$375
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|
Weighted average common shares outstanding – basic
|
342.2
|
333.6
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|
Add: Incremental shares attributable to effect of potentially dilutive securities
|
0.8
|
1.0
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|
Adjusted weighted average common shares outstanding – diluted
|
343.0
|
334.6
|
|
Net Income per common share – basic
|
$1.23
|
$1.13
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|
Net Income per common share – diluted
|
$1.22
|
$1.12
|
The computation of diluted EPS for the three months ended March 31, 2021 and 2020 excludes immaterial amounts of performance share awards that were not included because of their anti-dilutive effect.
Changes in Accumulated Other Comprehensive Income/(Loss) by Component
For the three months ended March 31, 2021 and 2020, changes to accumulated other comprehensive income/(loss) (OCI) for Con Edison and CECONY are as follows:
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For the Three Months Ended March 31,
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Con Edison
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CECONY
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(Millions of Dollars)
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2021
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2020
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2021
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2020
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|
Beginning balance, accumulated OCI, net of taxes (a)
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$(25)
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$(19)
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$(7)
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$(6)
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OCI before reclassifications, net of tax of $(1) for Con Edison in 2021 and 2020
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2
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4
|
—
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—
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Amounts reclassified from accumulated OCI related to pension plan liabilities, net of tax of $(1) for Con Edison in 2021 and 2020 (a)(b)
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2
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1
|
—
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1
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|
|
Current period OCI, net of taxes
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4
|
|
5
|
—
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|
1
|
|
|
Ending balance, accumulated OCI, net of taxes
|
$(21)
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$(14)
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$(7)
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$(5)
|
(a) Tax reclassified from accumulated OCI is reported in the income tax expense line item of the consolidated income statement.
(b)For the portion of unrecognized pension and other postretirement benefit costs relating to the Utilities, costs are recorded into, and amortized out of, regulatory assets and liabilities instead of OCI. The net actuarial losses and prior service costs recognized during the period are included in the computation of total periodic pension and other postretirement benefit costs. See Notes E and F.
Reconciliation of Cash, Temporary Cash Investments and Restricted Cash
Cash, temporary cash investments and restricted cash are presented on a combined basis in the Companies’ consolidated statements of cash flows. At March 31, 2021 and 2020, cash, temporary cash investments and restricted cash for Con Edison and CECONY were as follows:
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At March 31,
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Con Edison
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CECONY
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(Millions of Dollars)
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2021
|
2020
|
2021
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2020
|
|
Cash and temporary cash investments
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$76
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$1,395
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$30
|
$1,303
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|
Restricted cash (a)
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81
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179
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—
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|
—
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|
Total cash, temporary cash investments and restricted cash
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$157
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$1,574
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$30
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$1,303
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(a)Restricted cash included cash of the Clean Energy Businesses' renewable electric production project subsidiaries ($81 million and $179 million at March 31, 2021 and 2020, respectively) that, under the related project debt agreements, either is restricted until the various maturity dates of the project debt to being used for normal operating expenses and capital expenditures, debt service, and required reserves or was restricted as a result of the PG&E bankruptcy. During the pendency of the PG&E bankruptcy, cash was not distributed from the related projects to the Clean Energy Businesses. In July 2020, PG&E’s plan of reorganization became effective. In July 2020, the Clean Energy Businesses received previously restricted distributions and have resumed receiving distributions for all projects.
Note B – Regulatory Matters
Rate Plans
O&R New York – Electric
In March 2021, O&R filed a preliminary update to its January 2021 request to the NYSPSC for an electric rate increase effective January 1, 2022. The company increased its requested January 2022 rate increase by $3.3 million to $27.8 million.
O&R New York – Gas
In March 2021, O&R filed a preliminary update to its January 2021 request to the NYSPSC for a gas rate increase effective January 1, 2022. The company decreased its requested January 2022 rate increase by $8.6 million to $1.2 million.
COVID-19 Regulatory Matters
Governors, public utility commissions and other regulatory agencies in the states in which the Utilities operate have issued orders related to the COVID-19 pandemic that impact the Utilities as described below.
New York State Regulation
In March 2020, New York State Governor Cuomo declared a State Disaster Emergency for the State of New York due to the COVID-19 pandemic and signed the "New York State on PAUSE" executive order that closed all non-essential businesses statewide. The Governor has since adjusted these closures over time. Since the emergency declaration, and due to economic conditions, the NYSPSC and the Utilities have worked to mitigate the potential impact of the COVID-19 pandemic on the Utilities, their customers and other stakeholders.
In March 2020, the Utilities began suspending service disconnections, certain collection notices, final bill collection agency activity, new late payment charges and certain other fees for all customers. The Utilities also began providing payment extensions for all customers that were scheduled to be disconnected prior to the start of the COVID-19 pandemic. In June 2020, the state of New York enacted a law prohibiting New York utilities, including CECONY and O&R, from disconnecting residential customers during the COVID-19 state of emergency. In addition, such prohibition will apply for an additional 180 days after the state of emergency ends for residential customers who have experienced a change in financial circumstances due to the COVID-19 pandemic. The law expired on March 31, 2021, although legislation has been introduced to also include small business customers after the effective date of the legislation and to extend the expiration date to December 31, 2021. For the three months ended March 31, 2021, the estimated late payment charges and fees that were not billed by CECONY and O&R were approximately $17 million and $1 million, respectively (see Note K). In April 2021, CECONY filed a petition with the NYSPSC to timely establish a surcharge recovery mechanism for $52 million of late payment charges and fees, offset for related savings, for the year ended December 31, 2020 to begin in September 2021 and end in December 2022. The petition also requests a surcharge recovery or surcredit mechanism for any fee deferrals for 2021 and 2022 starting in January of the subsequent year over a twelve-month period, respectively.
The Utilities’ New York rate plans allow them to defer costs resulting from a change in legislation, regulation and related actions that have taken effect during the term of the rate plans once the costs exceed a specified threshold. As of March 31, 2021, the reserve increases to the allowance for uncollectible accounts associated with the COVID-19 pandemic for CECONY electric and gas operations and O&R electric and gas operations were $106 million and $4 million, respectively, and were deferred pursuant to the legislative, regulatory and related actions provisions of the rate plans as a result of the New York State on PAUSE and related executive orders. The Utilities’ New York rate plans also provide for an allowance for write-offs of customer accounts receivable balances. The above amounts deferred pursuant to the legislative, regulatory and related actions provisions were reduced by the amount that the actual write-offs of customer accounts receivable balances were below the allowance reflected in rates (due to the New York State on PAUSE and related executive orders), which differences were $18 million and $2 million for CECONY and O&R, respectively, as of March 31, 2021.
In June 2020, the NYSPSC directed CECONY to implement a summer cooling credit program to help mitigate the cost of staying home and operating air conditioning for health-vulnerable low-income customers due to the limited availability of public cooling facilities as a result of the COVID-19 social distancing measures. The $63.4 million cost of the program is being recovered over five-year period that began January 2021.
In June 2020, the NYSPSC established a generic proceeding on the impacts of the COVID-19 pandemic and sought comment on a variety of COVID-19 related issues. In July 2020, the Utilities submitted joint comments with other large utilities in New York State that included a formal request to defer all COVID-19 related costs and for a surcharge mechanism to collect such deferrals based upon the individual utility's need. In January 2021, NYSPSC staff provided guidance to New York utilities that no additional mechanisms are required because there are already established mechanisms for utility recovery of unexpected material expenses through rate plan change in legislation, regulation and related actions provisions of their respective rate plans and the filing of individual deferral petitions The guidance further provided that utilities deferring COVID-19 related costs pursuant to the provisions that allow deferral of costs resulting from a change in legislation, regulation and related actions must comply with the provisions of their rate plans, be able to demonstrate the nexus between the changes in law or regulation and the specific revenue and expense items, and consider any offsetting cost savings due to the pandemic.
As of December 31, 2020, CECONY deferred, for New York City residential customers, $54.9 million of higher summer generation capacity supply costs. CECONY expects to recover such costs from customers by October 2021.
In February 2021, the NYSPSC staff issued its report on New York State’s Energy Affordability Policy that provides recommendations to large New York utilities, including CECONY and O&R. The report recommends, among other things, that residential and commercial customers’ late payment fees and interest on deferred payment agreements be waived until two years after the expiration of the New York State moratorium on utility terminations (the moratorium expired on March 31, 2021, although legislation has been introduced to extend the expiration date to December 31, 2021) and each utility develop an arrears management program to mitigate the financial burdens of the COVID-19 pandemic on New York households and that program costs be shared, perhaps equally, between shareholders and customers. The NYSPSC staff has requested that the utilities and interested parties comment on the report prior to staff submitting the recommendations to the NYSPSC for consideration.
In April 2021, New York State passed a law that creates a program that allows eligible residential renters in New York State who require assistance with rent and utility bills to have up to twelve months of electric and gas utility bill arrears forgiven, provided that such arrears were accrued on or after March 13, 2020. The program will be administered by the State Office of Temporary Disability Assistance in coordination with the New York State Department of Public Service and the NYSPSC. Under the program, CECONY and O&R would qualify for a refundable tax credit for New York State gross-receipts tax equal to the amount of arrears waived by the Utilities in the year that the arrears are waived and certified by the NYSPSC.
The Utilities’ rate plans have revenue decoupling mechanisms in their New York electric and gas businesses that largely reconcile actual energy delivery revenues to the authorized delivery revenues approved by the NYSPSC per month and accumulate the deferred balances semi-annually under CECONY's electric rate plan (January through June and July through December, respectively) and annually under CECONY's gas rate plan and O&R New York's electric and gas rate plans (January through December). Differences are accrued with interest each month for CECONY and O&R New York’s electric customers and after the annual deferral period ends for CECONY and O&R New York’s gas customers for refund to, or recovery from customers, as applicable. Generally, the refund to or recovery from customers begins August and February of each year over an ensuing six-month period for CECONY's electric customers and February of each year over an ensuing twelve-month period for CECONY's gas and O&R New York's electric and gas customers.
New Jersey State Regulation
In March 2020, New Jersey Governor Murphy declared a Public Health Emergency and State of Emergency for the State of New Jersey. In March 2021, Governor Murphy extended the State of Emergency through June 30, 2021. Since that declaration, the NJBPU and RECO have worked to mitigate the potential impact of the COVID-19 pandemic on RECO, its customers and other stakeholders. In March 2020, RECO began suspending late payment charges, terminations for non-payment, and no access fees during the COVID-19 pandemic. The suspension of these fees will continue through June 30, 2021 and is not expected to be material.
In July 2020, the NJBPU authorized RECO and other New Jersey utilities to create a COVID-19-related regulatory asset by deferring prudently incurred incremental costs related to the COVID-19 pandemic beginning on March 9, 2020, and through the later of September 30, 2021, or 60 days after the emergency declaration is no longer in effect. RECO deferred net incremental COVID-19 related costs of $0.6 million through March 31, 2021.
Other Regulatory Matters
In August 2018, the NYSPSC ordered CECONY to begin on January 1, 2019 to credit the company's electric and gas customers, and to begin on October 1, 2018 to credit its steam customers, with the net benefits of the federal Tax Cuts and Jobs Act of 2017 (TCJA) as measured based on amounts reflected in its rate plans prior to the enactment of the TCJA in December 2017. The net benefits include the revenue requirement impact of the reduction in the corporate federal income tax rate to 21 percent, the elimination for utilities of bonus depreciation and the amortization of excess deferred federal income taxes.
CECONY, under its electric rate plan that was approved in January 2020, is amortizing its TCJA net benefits prior to January 1, 2019 allocable to its electric customers ($377 million) over a three-year period, the “protected” portion of its net regulatory liability for future income taxes related to certain accelerated tax depreciation benefits allocable to its electric customers ($1,663 million) over the remaining lives of the related assets and the remainder, or “unprotected” portion of the net regulatory liability allocable to its electric customers ($784 million) over a five-year
period. CECONY, under its gas rate plan that was approved in January 2020, is amortizing its remaining TCJA net benefits prior to January 1, 2019 allocable to its gas customers ($63 million) over a two-year period, the protected portion of its net regulatory liability for future income taxes allocable to its gas customers ($725 million) over the remaining lives of the related assets and the unprotected portion of the net regulatory liability allocable to its gas customers ($107 million) over a five-year period.
CECONY's net benefits prior to October 1, 2018 allocable to the company’s steam customers ($15 million) are being amortized over a three-year period. CECONY’s net regulatory liability for future income taxes, including both the protected and unprotected portions, allocable to the company’s steam customers ($185 million) is being amortized over the remaining lives of the related assets (with the amortization period for the unprotected portion subject to review in its next steam rate proceeding).
O&R, under its current electric and gas rate plans, has reflected its TCJA net benefits in its electric and gas rates beginning as of January 1, 2019. Under the rate plans, O&R is amortizing its net benefits prior to January 1, 2019 ($22 million) over a three-year period, the protected portion of its net regulatory liability for future income taxes ($123 million) over the remaining lives of the related assets and the unprotected portion ($30 million) over a fifteen-year period.
In January 2018, the NYSPSC issued an order initiating a focused operations audit of the income tax accounting of certain utilities, including CECONY and O&R. The Utilities are unable to estimate the amount or range of their possible loss related to this matter. At March 31, 2021, the Utilities had not accrued a liability related to this matter.
In July 2018, the NYSPSC commenced an investigation into the rupture of a CECONY steam main located on Fifth Avenue and 21st Street in Manhattan. Debris from the incident included dirt and mud containing asbestos. The response to the incident required the closing of buildings and streets for various periods. As of March 31, 2021, with respect to the incident, the company incurred operating costs of $17 million for property damage, clean-up and other response costs and invested $9 million in capital and retirement costs. During the second quarter of 2020, the company accrued a $3 million liability related to this matter.
In July 2019, electric service was interrupted to approximately 72,000 CECONY customers on the west side of Manhattan. Also in July 2019, electric service was interrupted to approximately 30,000 CECONY customers primarily in the Flatbush area of Brooklyn. In November 2020, the NYSPSC issued an order in its proceedings investigating these July 2019 power outages ordering CECONY to show cause why the NYSPSC should not commence a review of the prudency of CECONY’s actions and/or omissions prior to, during, and after the July 2019 outages in Manhattan and Brooklyn, and pursue civil or administrative penalties in the amount of up to $24.8 million for CECONY’s alleged failure to comply with certain requirements. The order further indicated that should the NYSPSC confirm some or all of the apparent violations identified in the order or other orders issued by the NYSPSC in the future in connection with this proceeding, and should such confirmed violations be classified as findings of repeated violations of the Public Service Law or rules or regulations adopted pursuant thereto that demonstrate a failure of CECONY to continue to provide safe and adequate service, the NYSPSC would be authorized to commence a proceeding under Public Service Law Section 68(2) to revoke or modify CECONY’s certificate as it relates to its service territory or any portion thereof.
In December 2020, CECONY filed a response to the NYSPSC order demonstrating why the NYSPSC should not commence a penalty or prudence action against CECONY. CECONY stated that the NYSPSC order misapplied Section 25-a of the Public Service Law by ignoring the reasonable compliance standard under the statute and instead, was imposing a strict liability standard. For both outages, CECONY presented evidence that it either had complied or reasonably complied with NYSPSC requirements. With respect to the Manhattan outage, CECONY stated that a prudency proceeding was not justified because CECONY’s actions with respect to the Manhattan outage were reasonable based on the information the company had at the time. With respect to the Brooklyn outage, the company stated that the order failed to allege that improper company actions caused the outage. During 2019, CECONY recorded negative revenue adjustments associated with reliability performance provisions of $15 million in aggregate primarily related to these outages. CECONY has not accrued any additional liability related to this matter and is unable to determine the outcome of this proceeding at this time.
In August 2020, Tropical Storm Isaias caused significant damage to the Utilities’ electric distribution systems and interrupted service to approximately 330,000 CECONY electric customers and approximately 200,000 O&R electric customers. As of March 31, 2021, CECONY incurred costs for Tropical Storm Isaias of $172 million (including $87 million of operation and maintenance expenses charged against a storm reserve pursuant to its electric rate
plan, $63 million of capital expenditures and $22 million (including $7.5 million for food and medicine spoilage claims) of operation and maintenance expenses). As of March 31, 2021, O&R incurred costs for Tropical Storm Isaias of $37 million (including $29 million of operation and maintenance expenses charged against a storm reserve pursuant to its New York electric rate plan, $8 million of capital expenditures and $2.9 million for food and medicine spoilage claims). The Utilities’ electric rate plans provide for recovery of operating costs and capital expenditures under different provisions. The Utilities’ incremental operating costs attributable to storms are to be deferred for recovery as a regulatory asset under their electric rate plans, while capital expenditures, up to specified levels, are reflected in rates under their electric rate plans. The provisions of the Utilities’ New York electric rate plans that impose negative revenue adjustments for operating performance provide for exceptions for major storms and catastrophic events beyond the control of the companies, including natural disasters such as hurricanes and floods.
In November 2020, the NYSPSC issued an order in its proceedings investigating the New York utilities’ preparation for and response to Tropical Storm Isaias that ordered the Utilities to show cause why (i) civil penalties or appropriate injunctive relief should not be imposed against CECONY (in the amount of up to $102.3 million relating to 33 alleged violations) and against O&R (in the amount of up to $19 million relating to 38 alleged violations) to remedy such noncompliance, and (ii) a prudence proceeding should not be commenced against the Utilities for potentially imprudent expenditures of ratepayer funds related to the matter. The order stated that given the continuing nature of the investigation of this matter by the New York State Department of Public Service (NYSDPS), the NYSPSC may amend the order to include any subsequently determined apparent violations identified by the NYSDPS. In addition, the order indicated that should the NYSPSC confirm some or all of the apparent violations identified in the order or other orders issued by the NYSPSC in the future in connection with this proceeding, and should such respective confirmed violations be classified as findings of repeated violations of the Public Service Law or rules or regulations adopted pursuant thereto that demonstrate a failure of CECONY and/or O&R to continue to provide safe and adequate service, the NYSPSC would be authorized to commence a proceeding under Public Service Law Section 68(2) to revoke or modify CECONY’s and/or O&R’s certificate as it relates to its service territory or any portion thereof.
In December 2020, CECONY and O&R filed responses to the NYSPSC order demonstrating why the NYSPSC should not commence penalty or prudence actions against them. The Utilities stated that the NYSPSC orders misapplied Section 25-a of the Public Service Law by ignoring the reasonable compliance standard under the statute and instead, was imposing a strict liability standard. CECONY and O&R also presented evidence that the order either misrepresented the applicable requirements or ignored that the Utilities were acting pursuant to practices approved by the NYSPSC. Finally, CECONY and O&R stated that there was no basis to commence a prudence proceeding because the Utilities acted reasonably based on the information available and the circumstances at the time. Administrative law judges have been appointed and hearings have been scheduled for CECONY and O&R to commence in September 2021. The Utilities have not accrued a liability related to this matter and are unable to determine the outcome of this proceeding at this time.
In October 2020, the NYSPSC issued an order instituting a proceeding to consider requiring New York’s large, investor-owned utilities, including CECONY and O&R, to annually disclose what risks climate change poses to their companies, investors and customers going forward. The order notes that some holding companies, including Con Edison, already disclose climate change risks at the holding company level, but states that the NYSPSC believes that climate-related risk disclosures should be issued specific to the operating companies in New York, such as CECONY and O&R, and that such climate-related risk disclosures should be included annually with the utilities’ financial reports. In December 2020, CECONY and O&R, along with other large New York utilities, filed comments supporting climate change risk disclosures in annual reports filed with the NYSPSC and recommended the use of an industry-specific template.
In May 2020, the president of the United States issued the "Securing the United States Bulk-Power System" executive order. The executive order declares threats to the bulk-power system by foreign adversaries constitute a national emergency and prohibits the acquisition, importation, transfer or installation of certain bulk-power system electric equipment that is sourced from foreign adversaries. In January 2021, the president of the United States suspended the May 2020 executive order for 90 days. In April 2021, the executive order was reinstated and the Department of Energy (DOE) subsequently issued a request for information to assist the DOE in developing additional executive orders and/or regulations to secure United States’ critical electric infrastructure. The Companies are unable to predict the impact on them of any additional orders or regulations that may be adopted regarding the bulk-power system.
Regulatory Assets and Liabilities
Regulatory assets and liabilities at March 31, 2021 and December 31, 2020 were comprised of the following items:
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Con Edison
|
|
CECONY
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|
(Millions of Dollars)
|
2021
|
2020
|
|
2021
|
2020
|
|
Regulatory assets
|
|
|
|
|
|
|
Unrecognized pension and other postretirement costs
|
$2,943
|
$3,241
|
|
$2,791
|
$3,065
|
|
Environmental remediation costs
|
858
|
865
|
|
786
|
791
|
|
Revenue taxes
|
369
|
356
|
|
353
|
342
|
|
Pension and other postretirement benefits deferrals
|
365
|
315
|
|
318
|
272
|
|
Property tax reconciliation
|
244
|
241
|
|
243
|
239
|
|
Deferred storm costs
|
238
|
195
|
|
119
|
83
|
|
|
MTA power reliability deferral
|
176
|
188
|
|
176
|
188
|
|
COVID-19 pandemic deferrals
|
142
|
115
|
|
139
|
113
|
|
System peak reduction and energy efficiency programs
|
106
|
124
|
|
105
|
124
|
|
Deferred derivative losses
|
97
|
120
|
|
91
|
111
|
|
Municipal infrastructure support costs
|
56
|
62
|
|
56
|
62
|
|
Brooklyn Queens demand management program
|
36
|
36
|
|
36
|
36
|
|
Meadowlands heater odorization project
|
32
|
32
|
|
32
|
32
|
|
Preferred stock redemption
|
21
|
21
|
|
21
|
21
|
|
Unamortized loss on reacquired debt
|
19
|
21
|
|
18
|
19
|
|
Non-wire alternative projects
|
19
|
18
|
|
19
|
18
|
|
Gate station upgrade project
|
18
|
25
|
|
18
|
25
|
|
Recoverable REV demonstration project costs
|
18
|
20
|
|
17
|
18
|
|
Other
|
233
|
200
|
|
221
|
186
|
|
Regulatory assets – noncurrent
|
5,990
|
6,195
|
|
5,559
|
5,745
|
|
Deferred derivative losses
|
186
|
190
|
|
174
|
177
|
|
Recoverable energy costs
|
67
|
76
|
|
|
60
|
|
67
|
|
|
Regulatory assets – current
|
253
|
266
|
|
234
|
244
|
|
Total Regulatory Assets
|
$6,243
|
$6,461
|
|
$5,793
|
$5,989
|
|
Regulatory liabilities
|
|
|
|
|
|
|
Future income tax
|
$2,153
|
$2,207
|
|
$2,009
|
$2,062
|
|
Allowance for cost of removal less salvage
|
1,089
|
1,090
|
|
929
|
932
|
|
TCJA net benefits*
|
251
|
295
|
|
244
|
286
|
|
Net proceeds from sale of property
|
128
|
137
|
|
128
|
137
|
|
Net unbilled revenue deferrals
|
89
|
198
|
|
89
|
198
|
|
Pension and other postretirement benefit deferrals
|
89
|
85
|
|
48
|
46
|
|
Energy efficiency portfolio standard unencumbered funds
|
79
|
1
|
|
78
|
—
|
|
|
System benefit charge carrying charge
|
66
|
64
|
|
59
|
57
|
|
Property tax refunds
|
37
|
36
|
|
35
|
35
|
|
BQDM and REV Demo reconciliations
|
26
|
27
|
|
23
|
25
|
|
Sales and use tax refunds
|
17
|
16
|
|
15
|
16
|
|
Earnings sharing - electric, gas and steam
|
14
|
15
|
|
10
|
10
|
|
Settlement of gas proceedings
|
13
|
21
|
|
13
|
21
|
|
Unrecognized other postretirement costs
|
12
|
11
|
|
—
|
|
—
|
|
|
Settlement of prudence proceeding
|
6
|
5
|
|
6
|
5
|
|
Workers' compensation
|
3
|
3
|
|
3
|
3
|
|
Other
|
306
|
302
|
|
266
|
261
|
|
Regulatory liabilities – noncurrent
|
4,378
|
4,513
|
|
3,955
|
4,094
|
|
Refundable energy costs
|
58
|
28
|
|
33
|
4
|
|
Deferred derivative gains
|
27
|
8
|
|
25
|
7
|
|
Regulatory liabilities – current
|
85
|
36
|
|
58
|
11
|
|
Total Regulatory Liabilities
|
$4,463
|
$4,549
|
|
$4,013
|
$4,105
|
* See "Other Regulatory Matters," above.
The recognition of the return on regulatory assets is determined by the Utilities’ rate plans or orders issued by state regulators. In general, the Utilities receive or are being credited with a return at the Other Customer-Provided Capital rate for regulatory assets that have not been included in rate base, and receive or are being credited with a
return at the pre-tax weighted average cost of capital once the asset is included in rate base. Similarly, the Utilities pay to or credit customers with a return at the Other Customer-Provided Capital rate for regulatory liabilities that have not been included in rate base, and pay to or credit customers with a return at the pre-tax weighted average cost of capital once the liability is included in rate base. The Other Customer-Provided Capital rate for the three months ended March 31, 2021 and 2020 was 1.80 percent and 2.65 percent, respectively.
In general, the Utilities are receiving or being credited with a return on their regulatory assets for which a cash outflow has been made ($1,785 million and $1,696 million for Con Edison, and $1,590 million and $1,509 million for CECONY at March 31, 2021 and December 31, 2020, respectively). Regulatory assets of RECO for which a cash outflow has been made ($27 million and $31 million at March 31, 2021 and December 31, 2020, respectively) are not receiving or being credited with a return. RECO recovers regulatory assets over a period of up to four years or until they are addressed in its next base rate case in accordance with the rate provisions approved by the New Jersey Board of Public Utilities. Regulatory liabilities are treated in a consistent manner.
Regulatory assets that represent future financial obligations and were deferred in accordance with the Utilities’ rate plans or orders issued by state regulators do not earn a return until such time as a cash outlay has been made. Regulatory liabilities are treated in a consistent manner. At March 31, 2021 and December 31, 2020, regulatory assets for Con Edison and CECONY that did not earn a return consisted of the following items:
Regulatory Assets Not Earning a Return*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Unrecognized and other postretirement costs
|
$2,943
|
$3,241
|
$2,791
|
$3,065
|
|
Environmental remediation costs
|
847
|
855
|
776
|
781
|
|
Revenue taxes
|
350
|
336
|
336
|
323
|
|
Deferred derivative losses
|
97
|
120
|
91
|
111
|
|
Other
|
35
|
24
|
35
|
24
|
|
Deferred derivative losses - current
|
186
|
190
|
174
|
177
|
|
Total
|
$4,458
|
$4,766
|
$4,203
|
$4,481
|
*This table includes regulatory assets not earning a return for which no cash outlay has been made.
The recovery periods for regulatory assets for which a cash outflow has not been made and that do not earn a return have not yet been determined, except as noted below, and are expected to be determined pursuant to the Utilities’ future rate plans to be filed or orders issued by the state regulators in connection therewith.
The Utilities recover unrecognized pension and other postretirement costs over 10 years pursuant to NYSPSC policy.
The deferral for revenue taxes represent the Metropolitan transportation business tax surcharge on the cumulative temporary differences between the book and tax basis of assets and liabilities of the Utilities, as well as the difference between taxes collected and paid by the Utilities to fund mass transportation. The Utilities recover the majority of the revenue taxes over the remaining book lives of the electric and gas plant assets, as well as the steam plant assets for CECONY.
The Utilities recover deferred derivative losses – current within one year, and noncurrent generally within three years.
Note C – Capitalization
In February 2021, a subsidiary of the Clean Energy Businesses borrowed $250 million at a variable-rate, due 2028, secured by equity interests in four of the company’s solar electric production projects, the interest rate for which was swapped to a fixed rate of 3.39 percent.
In February 2021, a subsidiary of the Clean Energy Businesses entered into an agreement with a tax equity investor for the financing of a portfolio of three of the Clean Energy Businesses’ solar electric production projects (CED Nevada Virginia). Under the financing, the tax equity investor acquired a noncontrolling interest in the portfolio and will receive a percentage of earnings, tax attributes and cash flows. The tax equity investor’s funding obligation is subject to certain conditions precedent and a maximum funding obligation of $270 million. As of March 31, 2021, $39 million has been funded, with remaining amounts to be funded upon the satisfaction of the remaining conditions precedent, including the projects reaching commercial operation, which is expected to occur later this year. The Clean Energy Businesses will continue to consolidate this entity and will report the noncontrolling tax equity investor’s interest in the tax equity arrangement. See Note P.
In March 2021, a subsidiary of the Clean Energy Businesses agreed to issue $229 million aggregate principal amount of 3.77 percent senior notes, due 2046, that will be secured by equity interests in CED Nevada Virginia. The senior notes will be issued when each project reaches commercial operation, the proceeds of which will repay a portion of the borrowings outstanding under a construction loan facility. See Note D.
During the first quarter of 2021, Con Edison optionally prepaid the remaining $675 million outstanding under a February 2019 term loan prior to its maturity in June 2021.
The carrying amounts and fair values of long-term debt at March 31, 2021 and December 31, 2020 were:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Millions of Dollars)
|
2021
|
2020
|
|
Long-Term Debt (including current portion) (a)
|
Carrying
Amount
|
Fair
Value
|
Carrying
Amount
|
Fair
Value
|
|
Con Edison
|
$21,916
|
$24,533
|
$22,349
|
$26,808
|
|
CECONY
|
$16,791
|
$19,251
|
$16,789
|
$20,974
|
(a)Amounts shown are net of unamortized debt expense and unamortized debt discount of $204 million and $173 million for Con Edison and CECONY, respectively, as of March 31, 2021 and $215 million and $176 million for Con Edison and CECONY, respectively, as of December 31, 2020.
The fair values of the Companies' long-term debt have been estimated primarily using available market information and at March 31, 2021 are classified as Level 2 (see Note O).
Note D – Short-Term Borrowing
At March 31, 2021, Con Edison had $1,581 million of commercial paper outstanding of which $1,427 million was outstanding under CECONY’s program. The weighted average interest rate at March 31, 2021 was 0.2 percent for both Con Edison and CECONY. At December 31, 2020, Con Edison had $1,705 million of commercial paper outstanding of which $1,660 million was outstanding under CECONY’s program. The weighted average interest rate at December 31, 2020 was 0.3 percent for both Con Edison and CECONY.
At March 31, 2021 and December 31, 2020, no loans were outstanding under the Companies' December 2016 credit agreement (Credit Agreement). An immaterial amount of letters of credit were outstanding under the Credit Agreement as of March 31, 2021 and December 31, 2020.
At March 31, 2021 and December 31, 2020, a subsidiary of the Clean Energy Businesses had $472 million and $165 million of borrowings outstanding under a variable-rate construction loan facility that matures no later than November 2021 and is secured by and used to fund construction costs for CED Nevada Virginia. At March 31, 2021 and December 31, 2020, the banks’ commitments under the construction loan facility were $574 million and $613 million, respectively.
In April 2021, Con Edison entered into a credit agreement (April 2021 Credit Agreement) under which banks are committed until May 18, 2021, subject to certain conditions, to provide to Con Edison a $500 million variable-rate 364-day term loan. Con Edison has the option to prepay any term loans issued under the April 2021 Credit
Agreement prior to maturity. Subject to certain exceptions, the commitments and any term loans issued under the April 2021 Credit Agreement are subject to mandatory termination and prepayment with the net cash proceeds of certain debt issuances by Con Edison or certain asset sales by Con Edison or its subsidiaries. Con Edison intends to use the borrowings under the April 2021 Credit Agreement to repay in full all of Con Edison’s outstanding 2.00 percent debentures, Series 2016 A, that mature on May 15, 2021.
The banks’ obligations to make loans under the April 2021 Credit Agreement are subject to certain conditions, including that there be no payment or bankruptcy default. The commitments are not subject to maintenance of credit rating levels. Upon a change of control of Con Edison, or upon an event of default, the banks may terminate their commitments and declare the loans outstanding under the April 2021 Credit Agreement immediately due and payable. Events of Default include Con Edison exceeding at any time a ratio of consolidated debt to consolidated total capital of 0.65 to 1; Con Edison or its subsidiaries having liens on its or their assets in an aggregate amount exceeding five percent of Con Edison’s consolidated total capital, subject to certain exceptions; Con Edison or its material subsidiaries failing to make one or more payments in respect of material financial obligations (in excess of an aggregate $150 million of debt or derivative obligations other than non-recourse debt); the occurrence of an event or condition which results in the acceleration of the maturity of any material debt (in excess of an aggregate $150 million of debt other than non-recourse debt) or enables the holders of such debt to accelerate the maturity thereof; and other customary events of default.
Note E – Pension Benefits
Total Periodic Benefit Cost
The components of the Companies’ total periodic benefit cost for the three months ended March 31, 2021 and 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Service cost – including administrative expenses
|
$86
|
$73
|
$81
|
$69
|
|
Interest cost on projected benefit obligation
|
118
|
137
|
111
|
129
|
|
Expected return on plan assets
|
(276)
|
(258)
|
(262)
|
(245)
|
|
Recognition of net actuarial loss
|
199
|
175
|
189
|
165
|
|
Recognition of prior service credit
|
(4)
|
(4)
|
(5)
|
(5)
|
|
TOTAL PERIODIC BENEFIT COST
|
$123
|
$123
|
$114
|
$113
|
|
Cost capitalized
|
(39)
|
(31)
|
(37)
|
(29)
|
|
Reconciliation to rate level
|
(57)
|
(64)
|
(55)
|
(62)
|
|
Total expense recognized
|
$27
|
$28
|
$22
|
$22
|
Components of net periodic benefit cost other than service cost are presented outside of operating income on the Companies' consolidated income statements, and only the service cost component is eligible for capitalization. Accordingly, the service cost component is included in the line "Other operations and maintenance" and the non-service cost components are included in the line "Other deductions" in the Companies' consolidated income statements.
Expected Contributions
Based on estimates as of March 31, 2021, the Companies expect to make contributions to the pension plans during 2021 of $467 million (of which $429 million is to be made by CECONY). The Companies’ policy is to fund the total periodic benefit cost of the qualified plan to the extent tax deductible and to also contribute to the non-qualified supplemental plans. During the first three months of 2021, the Companies contributed $4 million to the pension plans, substantially all of which was contributed by CECONY.
Note F – Other Postretirement Benefits
Total Periodic Benefit Cost
The components of the Companies’ total periodic other postretirement benefit cost/(credit) for the three months ended March 31, 2021 and 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Service cost - including administrative expenses
|
$7
|
$5
|
$5
|
$4
|
|
Interest cost on projected other postretirement benefit obligation
|
8
|
9
|
7
|
8
|
|
Expected return on plan assets
|
(17)
|
(16)
|
(14)
|
(14)
|
|
Recognition of net actuarial loss
|
6
|
27
|
5
|
27
|
|
Recognition of prior service credit
|
(1)
|
(1)
|
—
|
|
(1)
|
|
TOTAL PERIODIC OTHER POSTRETIREMENT BENEFIT COST
|
$3
|
$24
|
$3
|
$24
|
|
Cost capitalized
|
(3)
|
(2)
|
(2)
|
(1)
|
|
Reconciliation to rate level
|
—
|
|
(22)
|
(2)
|
(24)
|
|
Total expense/(credit) recognized
|
$—
|
|
$—
|
|
$(1)
|
$(1)
|
For information about the presentation of the components of other postretirement benefit costs, see Note E.
Expected Contributions
Based on estimates as of March 31, 2021, the Companies expect to make a contribution of $2 million (all of which is to be made by CECONY) to the other postretirement benefit plans in 2021. The Companies' policy is to fund the total periodic benefit cost of the plans to the extent tax deductible.
Note G – Environmental Matters
Superfund Sites
Hazardous substances, such as asbestos, polychlorinated biphenyls (PCBs) and coal tar, have been used or generated in the course of operations of the Utilities and their predecessors and are present at sites and in facilities and equipment they currently or previously owned, including sites at which gas was manufactured or stored.
The Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 and similar state statutes (Superfund) impose joint and several liability, regardless of fault, upon generators of hazardous substances for investigation and remediation costs (which include costs of demolition, removal, disposal, storage, replacement, containment and monitoring) and natural resource damages. Liability under these laws can be material and may be imposed for contamination from past acts, even though such past acts may have been lawful at the time they occurred. The sites at which the Utilities have been asserted to have liability under these laws, including their manufactured gas plant sites and any neighboring areas to which contamination may have migrated, are referred to herein as “Superfund Sites.”
For Superfund Sites where there are other potentially responsible parties and the Utilities are not managing the site investigation and remediation, the accrued liability represents an estimate of the amount the Utilities will need to pay to investigate and, where determinable, discharge their related obligations. For Superfund Sites (including the manufactured gas plant sites) for which one of the Utilities is managing the investigation and remediation, the accrued liability represents an estimate of the company’s share of the undiscounted cost to investigate the sites and, for sites that have been investigated in whole or in part, the cost to remediate the sites, if remediation is necessary and if a reasonable estimate of such cost can be made. Remediation costs are estimated in light of the information available, applicable remediation standards and experience with similar sites.
The accrued liabilities and regulatory assets related to Superfund Sites at March 31, 2021 and December 31, 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Accrued Liabilities:
|
|
|
|
|
|
Manufactured gas plant sites
|
$745
|
$752
|
$669
|
$676
|
|
Other Superfund Sites
|
105
|
105
|
104
|
104
|
|
Total
|
$850
|
$857
|
$773
|
$780
|
|
Regulatory assets
|
$858
|
$865
|
$786
|
$791
|
Most of the accrued Superfund Site liability relates to sites that have been investigated, in whole or in part. However, for some of the sites, the extent and associated cost of the required remediation has not yet been determined. As investigations progress and information pertaining to the required remediation becomes available, the Utilities expect that additional liability may be accrued, the amount of which is not presently determinable but may be material. The Utilities are permitted to recover or defer as regulatory assets (for subsequent recovery through rates) prudently incurred site investigation and remediation costs.
Environmental remediation costs incurred related to Superfund Sites for the three months ended March 31, 2021 and 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Remediation costs incurred
|
$8
|
$5
|
$8
|
$5
|
Insurance and other third-party recoveries received by Con Edison or CECONY were immaterial for the three months ended March 31, 2021 and 2020.
In 2020, Con Edison and CECONY estimated that for their manufactured gas plant sites (including CECONY’s Astoria site), the aggregate undiscounted potential liability for the investigation and remediation of coal tar and/or other environmental contaminants could range up to $2.7 billion and $2.6 billion, respectively. These estimates were based on the assumption that there is contamination at all sites, including those that have not yet been fully investigated and additional assumptions about the extent of the contamination and the type and extent of the remediation that may be required. Actual experience may be materially different.
Asbestos Proceedings
Suits have been brought in New York State and federal courts against the Utilities and many other defendants, wherein a large number of plaintiffs sought large amounts of compensatory and punitive damages for deaths and injuries allegedly caused by exposure to asbestos at various premises of the Utilities. The suits that have been resolved, which are many, have been resolved without any payment by the Utilities, or for amounts that were not, in the aggregate, material to them. The amounts specified in all the remaining thousands of suits total billions of dollars; however, the Utilities believe that these amounts are greatly exaggerated, based on the disposition of previous claims. At March 31, 2021, Con Edison and CECONY have accrued their estimated aggregate undiscounted potential liabilities for these suits and additional suits that may be brought over the next 15 years as shown in the following table. These estimates were based upon a combination of modeling, historical data analysis and risk factor assessment. Courts have begun, and unless otherwise determined on appeal may continue, to apply different standards for determining liability in asbestos suits than the standard that applied historically. As a result, the Companies currently believe that there is a reasonable possibility of an exposure to loss in excess of the liability accrued for the suits. The Companies are unable to estimate the amount or range of such loss. In addition, certain current and former employees have claimed or are claiming workers’ compensation benefits based on alleged disability from exposure to asbestos. CECONY is permitted to defer as regulatory assets (for subsequent recovery through rates) costs incurred for its asbestos lawsuits and workers’ compensation claims.
The accrued liability for asbestos suits and workers’ compensation proceedings (including those related to asbestos exposure) and the amounts deferred as regulatory liabilities for the Companies at March 31, 2021 and December 31, 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Accrued liability – asbestos suits
|
$8
|
$8
|
$7
|
$7
|
|
Regulatory assets – asbestos suits
|
$8
|
$8
|
$7
|
$7
|
|
Accrued liability – workers’ compensation
|
$72
|
$72
|
$67
|
$68
|
|
Regulatory liability – workers’ compensation
|
$3
|
$3
|
$3
|
$3
|
Note H – Other Material Contingencies
Manhattan Explosion and Fire
On March 12, 2014, two multi-use five-story tall buildings located on Park Avenue between 116th and 117th Streets in Manhattan were destroyed by an explosion and fire. CECONY had delivered gas to the buildings through service lines from a distribution main located below ground on Park Avenue. Eight people died and more than 50 people were injured. Additional buildings were also damaged. The National Transportation Safety Board (NTSB) investigated. The parties to the investigation included the company, the City of New York, the Pipeline and Hazardous Materials Safety Administration and the NYSPSC. In June 2015, the NTSB issued a final report concerning the incident, its probable cause and safety recommendations. The NTSB determined that the probable cause of the incident was (1) the failure of a defective fusion joint at a service tee (which joined a plastic service line to a plastic distribution main) installed by the company that allowed gas to leak from the distribution main and migrate into a building where it ignited and (2) a breach in a City sewer line that allowed groundwater and soil to flow into the sewer, resulting in a loss of support for the distribution main, which caused it to sag and overstressed the defective fusion joint. The NTSB also made safety recommendations, including recommendations to the company that addressed its procedures for the preparation and examination of plastic fusions, training of its staff on conditions for notifications to the City’s Fire Department and extension of its gas main isolation valve installation program. In February 2017, the NYSPSC approved a settlement agreement with the company related to the NYSPSC's investigations of the incident and the practices of qualifying persons to perform plastic fusions. Pursuant to the agreement, the company is providing $27 million of future benefits to customers (for which it has accrued a regulatory liability) and will not recover from customers $126 million of costs for gas emergency response activities that it had previously incurred and expensed. Approximately eighty suits are pending against the company seeking generally unspecified damages and, in some cases, punitive damages, for wrongful death, personal injury, property damage and business interruption. The company notified its insurers of the incident and believes that the policies in force at the time of the incident will cover the company’s costs, in excess of a required retention (the amount of which is not material), to satisfy any liability it may have for damages in connection with the incident. In the company’s estimation, there is not a reasonable possibility that an exposure to loss exists for the suits that is materially in excess of the estimated liability accrued. At March 31, 2021, the company has accrued its estimated liability for the suits of $40 million and an insurance receivable in the same amount.
Other Contingencies
For additional contingencies, see "Other Regulatory Matters" in Note B, Note G and “Uncertain Tax Positions” in Note J.
Guarantees
Con Edison and its subsidiaries have entered into various agreements providing financial or performance assurance primarily to third parties on behalf of their subsidiaries. Maximum amounts guaranteed by Con Edison under these agreements totaled $2,251 million and $2,042 million at March 31, 2021 and December 31, 2020, respectively.
A summary, by type and term, of Con Edison’s total guarantees under these agreements at March 31, 2021 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Guarantee Type
|
0 – 3 years
|
4 – 10 years
|
> 10 years
|
Total
|
|
|
(Millions of Dollars)
|
|
Con Edison Transmission
|
$393
|
$177
|
$—
|
|
$570
|
|
Energy transactions
|
455
|
52
|
308
|
815
|
|
Renewable electric production projects
|
392
|
48
|
356
|
796
|
|
Other
|
70
|
—
|
|
—
|
|
70
|
|
Total
|
$1,310
|
$277
|
$664
|
$2,251
|
Con Edison Transmission — Con Edison has guaranteed payment by CET Electric of the contributions CET Electric agreed to make to New York Transco LLC (NY Transco). CET Electric owns a 45.7 percent interest in NY Transco. In April 2019, the New York Independent System Operator (NYISO) selected a transmission project that was jointly proposed by National Grid and NY Transco. The siting, construction and operation of the project will require approvals and permits from appropriate governmental agencies and authorities, including the NYSPSC. The NYISO indicated it will work with the developers to enter into agreements for the development and operation of the projects, including a schedule for entry into service by December 2023. Guarantee amounts shown includes the maximum possible required amount of CET Electric’s contributions for this project as calculated based on the assumptions that the project is completed at 175 percent of its estimated costs and NY Transco does not use any debt financing for the project.
Energy Transactions — Con Edison and the Clean Energy Businesses guarantee payments on behalf of their subsidiaries in order to facilitate physical and financial transactions in electricity, gas, pipeline capacity, transportation, oil, renewable energy credits and energy services. To the extent that liabilities exist under the contracts subject to these guarantees, such liabilities are included in Con Edison’s consolidated balance sheet.
Renewable Electric Production Projects — Con Edison and the Clean Energy Businesses guarantee payments on behalf of their wholly-owned subsidiaries associated with their investment in, or development for others of, solar and wind energy facilities.
Other — Other guarantees include $70 million in guarantees provided by Con Edison to Travelers Insurance Company for indemnity agreements for surety bonds in connection with the operation of solar energy facilities and energy service projects of the Clean Energy Businesses.
Note I – Leases
Operating lease cost and cash paid for amounts included in the measurement of lease liabilities for the three months ended March 31, 2021 and 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
Con Edison
|
CECONY
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
|
Operating lease cost
|
$22
|
|
$21
|
|
$17
|
|
$16
|
|
|
Operating lease cash flows
|
$8
|
|
$11
|
|
$4
|
|
$4
|
|
As of March 31, 2021 and December 31, 2020, assets recorded as finance leases were $3 million for Con Edison and $2 million for CECONY, and the accumulated amortization associated with finance leases for Con Edison and CECONY were $3 million and $1 million, respectively.
For the three months ended March 31, 2021 and 2020, finance lease costs and cash flows for Con Edison and CECONY were immaterial.
Right-of-use assets obtained in exchange for operating lease obligations for Con Edison and CECONY were $16 million and $1 million, respectively, for the three months ended March 31, 2021 and an immaterial amount for the three months ended March 31, 2020.
Other information related to leases for Con Edison and CECONY at March 31, 2021 and December 31, 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Con Edison
|
CECONY
|
|
|
2021
|
2020
|
2021
|
2020
|
|
Weighted Average Remaining Lease Term:
|
|
|
|
|
|
Operating leases
|
18.9 years
|
19.1 years
|
12.8 years
|
13.0 years
|
|
Finance leases
|
7.3 years
|
7.3 years
|
3.8 years
|
4.0 years
|
|
Weighted Average Discount Rate:
|
|
|
|
|
|
Operating leases
|
4.3%
|
4.3%
|
3.6%
|
3.6%
|
|
Finance leases
|
1.8%
|
1.8%
|
1.3%
|
1.3%
|
Future minimum lease payments under non-cancellable leases at March 31, 2021 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Millions of Dollars)
|
Con Edison
|
CECONY
|
|
Year Ending March 31,
|
Operating Leases
|
Finance Leases
|
Operating Leases
|
Finance Leases
|
|
2022
|
$86
|
$1
|
$62
|
$1
|
|
2023
|
76
|
1
|
58
|
1
|
|
2024
|
74
|
—
|
|
56
|
—
|
|
|
2025
|
75
|
—
|
|
57
|
—
|
|
|
2026
|
76
|
—
|
|
58
|
—
|
|
|
All years thereafter
|
947
|
1
|
449
|
—
|
|
|
Total future minimum lease payments
|
$1,334
|
$3
|
$740
|
$2
|
|
Less: imputed interest
|
(465)
|
—
|
|
(152)
|
—
|
|
|
Total
|
$869
|
$3
|
$588
|
$2
|
|
Reported as of March 31, 2021
|
|
|
|
|
|
Operating lease liabilities (current)
|
$106
|
$—
|
|
$78
|
$—
|
|
|
Operating lease liabilities (noncurrent)
|
763
|
—
|
|
510
|
—
|
|
|
Other current liabilities
|
—
|
|
1
|
—
|
|
1
|
|
Other noncurrent liabilities
|
—
|
|
2
|
—
|
|
1
|
|
Total
|
$869
|
$3
|
$588
|
$2
|
At March 31, 2021, the Companies did not have material obligations under operating or finance leases that had not yet commenced.
The Companies are lessors under certain leases whereby the Companies own real estate and distribution poles and lease portions of them to others. Revenue under such leases was immaterial for Con Edison and CECONY for the three months ended March 31, 2021 and 2020.
Note J – Income Tax
Con Edison’s income tax expense increased to $78 million for the three months ended March 31, 2021 from $55 million for the three months ended March 31, 2020. The increase is primarily due to higher income before income tax expense, higher state income taxes, lower income attributable to non-controlling interests and a non-recurring tax benefit of $4 million in 2020 due to the carryback of a net operating loss from 2018 to 2013 as permitted under the CARES Act signed into law in March 2020, offset in part by an increase in the amortization of excess deferred federal income taxes due to the TCJA.
CECONY’s income tax expense increased to $114 million for the three months ended March 31, 2021 from $95 million for the three months ended March 31, 2020. The increase in income tax expense is primarily due to higher income before income tax expense and higher state income taxes, offset in part by an increase in the amortization of excess deferred federal income taxes due to the TCJA.
Reconciliation of the difference between income tax expense and the amount computed by applying the prevailing statutory income tax rate to income before income taxes for the three months ended March 31, 2021 and 2020 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Con Edison
|
CECONY
|
|
(% of Pre-tax income)
|
2021
|
2020
|
2021
|
2020
|
|
STATUTORY TAX RATE
|
|
|
|
|
|
Federal
|
21
|
%
|
21
|
%
|
21
|
%
|
21
|
%
|
|
Changes in computed taxes resulting from:
|
|
|
|
|
|
State income tax
|
4
|
|
4
|
|
5
|
|
5
|
|
|
Amortization of excess deferred federal income taxes
|
(9)
|
|
(9)
|
|
(7)
|
|
(8)
|
|
|
Taxes attributable to non-controlling interests
|
—
|
|
(1)
|
|
—
|
|
—
|
|
|
Cost of removal
|
2
|
|
2
|
|
1
|
|
2
|
|
|
Other plant-related items
|
(1)
|
|
(1)
|
|
—
|
|
(1)
|
|
|
Renewable energy credits
|
(1)
|
|
(2)
|
|
—
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CARES Act NOL carryback
|
—
|
|
(1)
|
|
—
|
|
—
|
|
|
Other
|
—
|
|
(1)
|
|
—
|
|
—
|
|
|
Effective tax rate
|
16
|
%
|
12
|
%
|
20
|
%
|
19
|
%
|
In response to the economic impacts of the COVID-19 pandemic, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was signed into law on March 27, 2020. The CARES Act provides relief to corporate taxpayers by permitting a five-year carryback of net operating losses (NOLs) for tax years 2018, 2019 and 2020, temporarily removing the 80 percent limitation when applying the NOLs to carryback years, increasing the 30 percent limitation on interest deductibility to 50 percent of adjusted taxable income for tax years 2019 and 2020, and provides for certain employee retention tax credits and refunds for eligible employers.
Under the CARES Act, Con Edison carried back its $29 million NOL from tax year 2018 to tax year 2013 generating a $2.5 million net tax refund for which a tax receivable was established in 2020. In addition, Con Edison recognized a discrete income tax benefit of $4 million in 2020, due to the higher federal statutory tax rate in 2013. The 2018 federal NOL was recorded at 21 percent and will be carried back to tax year 2013, which had a 35 percent federal statutory tax rate. This tax benefit was primarily recognized at the Clean Energy Businesses.
Pursuant to CECONY’s electric rate plan that went into effect in January 2020, the deferral of its net benefits for its electric service ceased and is included in rates. Additionally, the unprotected excess deferred federal income taxes for its electric and gas services is being amortized over a five-year period, which decrease the tax expense for the three months ended March 31, 2021. See “Other Regulatory Matters” in Note B.
In April 2021, New York State passed a law that increases the corporate franchise tax rate on business income from 6.5% to 7.25%, retroactive to January 1, 2021, for taxpayers with taxable income greater than $5 million. The law also reinstated the business capital tax at 0.1875%, not to exceed a maximum tax liability of $5 million per taxpayer. New York State requires a corporate franchise taxpayer to calculate and pay the highest amount of tax under the three alternative methods: a tax on business income; a tax on business capital; or a fixed dollar minimum. The provisions to increase the corporate franchise tax rate and reinstate a business capital tax are scheduled to expire after 2023 and are not expected to have a material impact on the Companies’ financial position, results of operations or liquidity.
Uncertain Tax Positions
At March 31, 2021, the estimated liability for uncertain tax positions for Con Edison was $14 million ($3 million for CECONY). Con Edison reasonably expects to resolve within the next twelve months approximately $3 million of various federal and state uncertainties due to the expected completion of ongoing tax examinations, of which the entire amount, if recognized, would reduce Con Edison's effective tax rate. The amount related to CECONY is $1 million, which, if recognized, would reduce CECONY’s effective tax rate. The total amount of unrecognized tax benefits, if recognized, that would reduce Con Edison’s effective tax rate is $14 million ($13 million, net of federal taxes) with $3 million attributable to CECONY.
The Companies recognize interest on liabilities for uncertain tax positions in interest expense and would recognize penalties, if any, in operating expenses in the Companies’ consolidated income statements. For the three months ended March 31, 2021, the Companies recognized an immaterial amount of interest expense and no penalties for uncertain tax positions in their consolidated income statements. At March 31, 2021 and December 31, 2020, the Companies recognized an immaterial amount of accrued interest on their consolidated balance sheets.
Note K – Revenue Recognition
The following table presents, for the three months ended March 31, 2021 and 2020, revenue from contracts with customers as defined in Accounting Standards Codification Topic 606, "Revenue from Contracts with Customers," as well as additional revenue from sources other than contracts with customers, disaggregated by major source.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31, 2021
|
For the Three Months Ended March 31, 2020
|
|
(Millions of Dollars)
|
Revenues from contracts with customers
|
|
Other revenues (a)
|
Total operating revenues
|
Revenues from contracts with customers
|
|
Other revenues (a)
|
Total operating revenues
|
|
CECONY
|
|
|
|
|
|
|
|
|
|
Electric
|
$1,966
|
|
$2
|
$1,968
|
$1,732
|
|
$38
|
$1,770
|
|
Gas
|
946
|
|
27
|
973
|
833
|
|
1
|
834
|
|
Steam
|
261
|
|
3
|
264
|
245
|
|
5
|
250
|
|
Total CECONY
|
$3,173
|
|
$32
|
$3,205
|
$2,810
|
|
$44
|
$2,854
|
|
O&R
|
|
|
|
|
|
|
|
|
|
Electric
|
144
|
|
1
|
145
|
128
|
|
8
|
136
|
|
Gas
|
108
|
|
(5)
|
103
|
93
|
|
4
|
97
|
|
Total O&R
|
$252
|
|
$(4)
|
$248
|
$221
|
|
$12
|
|
$233
|
|
Clean Energy Businesses
|
|
|
|
|
|
|
|
|
|
Renewables
|
154
|
|
—
|
|
154
|
114
|
|
—
|
|
114
|
|
Energy services
|
22
|
|
—
|
|
22
|
11
|
|
—
|
|
11
|
|
Other
|
—
|
|
|
48
|
48
|
—
|
|
|
21
|
21
|
|
Total Clean Energy Businesses
|
$176
|
|
$48
|
$224
|
$125
|
|
$21
|
|
$146
|
|
Con Edison Transmission
|
1
|
|
—
|
|
1
|
1
|
|
—
|
|
1
|
|
Other (b)
|
—
|
|
|
(1)
|
|
(1)
|
|
—
|
|
|
—
|
|
—
|
|
|
Total Con Edison
|
$3,602
|
|
$75
|
$3,677
|
$3,157
|
|
$77
|
$3,234
|
(a) For the Utilities, this includes revenue from alternative revenue programs, such as the revenue decoupling mechanisms under their New York electric and gas rate plans. For the Clean Energy Businesses, this includes revenue from wholesale services.
(b) Parent company and consolidation adjustments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021
|
2020
|
|
(Millions of Dollars)
|
Unbilled contract revenue (a)
|
Unearned revenue (b)
|
|
Unbilled contract revenue (a)
|
Unearned revenue (b)
|
|
|
Beginning balance as of January 1,
|
$11
|
$41
|
|
$29
|
$17
|
|
|
Additions (c)
|
24
|
—
|
|
|
14
|
—
|
|
|
|
Subtractions (c)
|
13
|
1
|
(d)
|
18
|
1
|
(d)
|
|
Ending balance as of March 31,
|
$22
|
$40
|
|
$25
|
$16
|
|
(a)Unbilled contract revenue represents accumulated incurred costs and earned profits on contracts (revenue arrangements), which have been recorded as revenue, but have not yet been billed to customers, and which represent contract assets as defined in Topic 606. Substantially all accrued unbilled contract revenue is expected to be collected within one year. Unbilled contract revenue arises from the cost-to-cost method of revenue recognition. Unbilled contract revenue from fixed-price type contracts is converted to billed receivables when amounts are invoiced to customers according to contractual billing terms, which generally occur when deliveries or other performance milestones are completed.
(b)Unearned revenue represents a liability for billings to customers in excess of earned revenue, which are contract liabilities as defined in Topic 606.
(c)Additions for unbilled contract revenue and subtractions for unearned revenue represent additional revenue earned. Additions for unearned revenue and subtractions for unbilled contract revenue represent billings. Activity also includes appropriate balance sheet classification for the period.
(d)Of the subtractions from unearned revenue, $1 million was included in the balances as of January 1, 2021 and 2020.
As of March 31, 2021, the aggregate amount of the remaining fixed performance obligations of the Clean Energy Businesses under contracts with customers for energy services is $312 million, of which $278 million will be recognized within the next two years, and the remaining $34 million will be recognized pursuant to long-term service and maintenance agreements.
In March 2020, the Utilities began suspending new late payment charges and certain other fees for all customers. For the three months ended March 31, 2021, the estimated amount of these revenues was $18 million and $17 million for Con Edison and CECONY, respectively. The Utilities also began providing payment extensions for all customers that were scheduled to be disconnected prior to the start of the COVID-19 pandemic. In April 2021,
CECONY filed a petition with the NYSPSC to timely establish a surcharge recovery mechanism for $52 million of late payment charges and fees, offset for related savings, for the year ended December 31, 2020 to begin in September 2021 and end in December 2022. The petition also requests a surcharge recovery or surcredit mechanism for any fee deferrals for 2021 and 2022 starting in January of the subsequent year over a twelve-month period, respectively. See "COVID-19 Regulatory Matters" in Note B.
Note L – Current Expected Credit Losses
In January 2020, the Companies adopted Accounting Standards Update (ASU) 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”.
Allowance for Uncollectible Accounts
The Utilities’ “Account receivable – customers” balance consists of utility bills due (bills are generally due the month following billing) from customers who have energy delivered, generated, or services provided by the Utilities. The balance also reflects the Utilities’ purchase of receivables from energy service companies to support the retail choice programs.
“Other receivables” balance generally reflects costs billed by the Utilities for goods and services provided to external parties, such as accommodation work for private parties and certain governmental entities, real estate rental and pole attachments. The Clean Energy Businesses’ other receivables balance includes bills related to the sale of energy from renewable electric production projects.
The Clean Energy Businesses’ customer accounts receivable balance generally reflects the management of energy supply assets, energy-efficiency services to government and commercial customers, and the engineering, procurement, and construction services of renewable energy projects. The Clean Energy Businesses calculate an allowance for uncollectible accounts related to their energy services customers based on an aging and customer-specific analysis. The amount of such reserves was not material at March 31, 2021 or December 31, 2020.
The Companies develop expected loss estimates using past events data and consider current conditions and future reasonable and supportable forecasts. Changes to the Utilities’ reserve balances that result in write-offs of customer accounts receivable balances above existing rate allowances are not reflected in rates during the term of the current rate plans. For the Utilities’ customer accounts receivable allowance for uncollectible accounts, past events considered include write-offs relative to customer accounts receivable; current conditions include macro-and micro-economic conditions related to trends in the local economy and bankruptcy rates and aged customer accounts receivable balances, among other factors; and forecasts about the future include assumptions related to the level of write-offs and recoveries. Generally, the Utilities write off customer accounts receivable as uncollectible 90 days after the account is turned off for non-payment, or the account is closed during the collection process. See "COVID-19 Regulatory Matters" in Note B.
Other receivables allowance for uncollectible accounts is calculated based on a historical average of collections relative to total other receivables, including current receivables. Current macro- and micro-economic conditions are also considered when calculating the current reserve. Probable outcomes of pending litigation, whether favorable or unfavorable to the Companies, are also included in the consideration.
Starting in 2020, the potential economic impact of the COVID-19 pandemic was also considered in forward-looking projections related to write-off and recovery rates and resulted in increases to the allowance for uncollectible accounts. The increases to the allowance for uncollectible accounts for Con Edison were $33 million and $5 million for the three months ended March 31, 2021 and March 31, 2020, respectively, substantially all of which related to CECONY.
Customer accounts receivable and the associated allowance for uncollectible accounts are included in the line “Accounts receivable – customers” on the Companies’ consolidated balance sheets. Other receivables and the associated allowance for uncollectible accounts are included in “Other receivables” on the consolidated balance sheets.
The table below presents a rollforward by major portfolio segment type for the three months ended March 31, 2021 and 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
Con Edison
|
CECONY
|
|
|
Accounts receivable - customers
|
Other receivables
|
Accounts receivable - customers
|
Other receivables
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
|
Allowance for credit losses
|
|
|
|
|
|
|
|
|
|
Beginning Balance at January 1,
|
$148
|
$70
|
$7
|
$4
|
$138
|
$65
|
$4
|
$3
|
|
Recoveries
|
3
|
2
|
—
|
|
—
|
|
3
|
2
|
—
|
|
—
|
|
|
Write-offs
|
(21)
|
(18)
|
(1)
|
—
|
|
(20)
|
(18)
|
—
|
|
—
|
|
|
Reserve adjustments
|
51
|
21
|
1
|
1
|
50
|
21
|
1
|
—
|
|
|
Ending Balance March 31,
|
$181
|
$75
|
$7
|
$5
|
$171
|
$70
|
$5
|
$3
|
Note M – Financial Information by Business Segment
Con Edison’s principal business segments are CECONY’s regulated utility activities, O&R’s regulated utility activities, the Clean Energy Businesses and Con Edison Transmission. CECONY’s principal business segments are its regulated electric, gas and steam utility activities. The financial data for the business segments for the three months ended March 31, 2021 and 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
Operating
revenues
|
Inter-segment
revenues
|
Depreciation and
amortization
|
Operating
income/(loss)
|
|
(Millions of Dollars)
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
|
CECONY
|
|
|
|
|
|
|
|
|
|
Electric
|
$1,968
|
$1,770
|
$4
|
$4
|
$315
|
$297
|
$247
|
$282
|
|
Gas
|
973
|
834
|
2
|
2
|
77
|
71
|
439
|
369
|
|
Steam
|
264
|
250
|
19
|
19
|
23
|
22
|
100
|
91
|
|
Consolidation adjustments
|
—
|
|
—
|
|
(25)
|
(25)
|
—
|
|
—
|
|
—
|
|
—
|
|
|
Total CECONY
|
$3,205
|
$2,854
|
$—
|
|
$—
|
|
$415
|
$390
|
$786
|
$742
|
|
O&R
|
|
|
|
|
|
|
|
|
|
Electric
|
$145
|
$136
|
$—
|
|
$—
|
|
$17
|
$16
|
$9
|
$14
|
|
Gas
|
103
|
97
|
—
|
|
—
|
|
7
|
6
|
40
|
41
|
|
Total O&R
|
$248
|
$233
|
$—
|
|
$—
|
|
$24
|
$22
|
$49
|
$55
|
|
Clean Energy Businesses
|
$224
|
$146
|
$—
|
|
$—
|
|
$58
|
$57
|
$28
|
$14
|
|
Con Edison Transmission
|
1
|
1
|
—
|
|
—
|
|
—
|
|
1
|
|
(3)
|
(2)
|
|
Other (a)
|
(1)
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1)
|
|
Total Con Edison
|
$3,677
|
$3,234
|
$—
|
|
$—
|
|
$497
|
$470
|
$860
|
$808
|
(a) Parent company and consolidation adjustments. Other does not represent a business segment.
Note N – Derivative Instruments and Hedging Activities
Con Edison’s subsidiaries hedge market price fluctuations associated with physical purchases and sales of electricity, natural gas, steam and, to a lesser extent, refined fuels by using derivative instruments including futures, forwards, basis swaps, options, transmission congestion contracts and financial transmission rights contracts. These are economic hedges, for which the Utilities and the Clean Energy Business do not elect hedge accounting. The Clean Energy Businesses use interest rate swaps to manage the risks associated with interest rates related to outstanding and expected future debt issuances and borrowings. Derivatives are recognized on the consolidated balance sheet at fair value (see Note O), unless an exception is available under the accounting rules for derivatives and hedging. Qualifying derivative contracts that have been designated as normal purchases or normal sales contracts are not reported at fair value under the accounting rules.
The fair values of the Companies’ derivatives including the offsetting of assets and liabilities on the consolidated balance sheet at March 31, 2021 and December 31, 2020 were:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Millions of Dollars)
|
2021
|
|
2020
|
|
|
Balance Sheet Location
|
Gross Amounts of
Recognized
Assets/(Liabilities)
|
Gross
Amounts
Offset
|
Net Amounts
of Assets/
(Liabilities) (a)
|
|
Gross Amounts of
Recognized
Assets/(Liabilities)
|
Gross
Amounts
Offset
|
Net Amounts
of Assets/
(Liabilities) (a)
|
|
|
Con Edison
|
|
|
|
|
|
|
|
|
|
Fair value of derivative assets
|
|
|
|
|
|
|
|
|
|
Current
|
$75
|
$(1)
|
$74
|
(b)
|
$44
|
$14
|
$58
|
(b)
|
|
Noncurrent
|
31
|
25
|
56
|
(c)
|
22
|
35
|
57
|
(d)
|
|
Total fair value of derivative assets
|
$106
|
$24
|
$130
|
|
$66
|
$49
|
$115
|
|
|
Fair value of derivative liabilities
|
|
|
|
|
|
|
|
|
|
Current
|
$(236)
|
$5
|
$(231)
|
(c)
|
$(225)
|
$(13)
|
$(238)
|
(d)
|
|
Noncurrent
|
(131)
|
(24)
|
(155)
|
(c)
|
(207)
|
(33)
|
(240)
|
(d)
|
|
Total fair value of derivative liabilities
|
$(367)
|
$(19)
|
$(386)
|
|
$(432)
|
$(46)
|
$(478)
|
|
|
Net fair value derivative assets/(liabilities)
|
$(261)
|
$5
|
$(256)
|
|
$(366)
|
$3
|
$(363)
|
|
|
CECONY
|
|
|
|
|
|
|
|
|
|
Fair value of derivative assets
|
|
|
|
|
|
|
|
|
|
Current
|
$47
|
$(23)
|
$24
|
(b)
|
$20
|
$(12)
|
$8
|
(b)
|
|
Noncurrent
|
13
|
(9)
|
4
|
|
16
|
(8)
|
8
|
|
|
Total fair value of derivative assets
|
$60
|
$(32)
|
$28
|
|
$36
|
$(20)
|
$16
|
|
|
Fair value of derivative liabilities
|
|
|
|
|
|
|
|
|
|
Current
|
$(184)
|
$22
|
$(162)
|
|
$(174)
|
$11
|
$(163)
|
|
|
Noncurrent
|
(93)
|
9
|
(84)
|
|
(114)
|
9
|
(105)
|
|
|
Total fair value of derivative liabilities
|
$(277)
|
$31
|
$(246)
|
|
$(288)
|
$20
|
$(268)
|
|
|
Net fair value derivative assets/(liabilities)
|
$(217)
|
$(1)
|
$(218)
|
|
$(252)
|
$—
|
$(252)
|
|
(a)Derivative instruments and collateral were offset on the consolidated balance sheet as applicable under the accounting rules. The Companies enter into master agreements for their commodity derivatives. These agreements typically provide offset in the event of contract termination. In such case, generally the non-defaulting party’s payable will be offset by the defaulting party’s payable. The non-defaulting party will customarily notify the defaulting party within a specific time period and come to an agreement on the early termination amount.
(b)At March 31, 2021, margin deposits for Con Edison and CECONY of $1 million were classified as derivative assets on the consolidated balance sheet, but not included in the table. At December 31, 2020, margin deposits for Con Edison and CECONY of $3 million were classified as derivative assets on the consolidated balance sheet, but not included in the table. Margin is collateral, typically cash, that the holder of a derivative instrument is required to deposit in order to transact on an exchange and to cover its potential losses with its broker or the exchange.
(c)Includes amounts for interest rate swaps of $11 million in noncurrent assets, $(27) million in current liabilities and $(30) million in noncurrent liabilities. At March 31, 2021, the Clean Energy Businesses had interest rate swaps with notional amounts of $1,103 million. The expiration dates of the swaps range from 2024-2041.
(d)Includes amounts for interest rate swaps of $(24) million in current liabilities and $(82) million in noncurrent liabilities. At December 31, 2020, the Clean Energy Businesses had interest rate swaps with notional amounts of $863 million. The expiration dates of the swaps range from 2024-2041.
The Utilities generally recover their prudently incurred fuel, purchased power and gas costs, including hedging gains and losses, in accordance with rate provisions approved by the applicable state utility regulators. In accordance with the accounting rules for regulated operations, the Utilities record a regulatory asset or regulatory liability to defer recognition of unrealized gains and losses on their electric and gas derivatives. As gains and losses are realized in future periods, they will be recognized as purchased power, gas and fuel costs in the Companies’ consolidated income statements.
The Clean Energy Businesses record realized and unrealized gains and losses on their derivative contracts in gas purchased for resale and non-utility revenue in the reporting period in which they occur. The Clean Energy Businesses record changes in the fair value of their interest rate swaps in other interest expense at the end of each reporting period. Management believes that these derivative instruments represent economic hedges that mitigate exposure to fluctuations in commodity prices and interest rates.
The following table presents the realized and unrealized gains or losses on derivatives that have been deferred or recognized in earnings for the three months ended March 31, 2021 and 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31,
|
|
|
|
Con Edison
|
|
CECONY
|
|
(Millions of Dollars)
|
Balance Sheet Location
|
2021
|
2020
|
|
2021
|
2020
|
|
Pre-tax gains/(losses) deferred in accordance with accounting rules for regulated operations:
|
|
|
|
|
Current
|
Deferred derivative gains
|
$19
|
$(1)
|
|
$17
|
$(1)
|
|
Noncurrent
|
Deferred derivative gains
|
(3)
|
3
|
|
|
(3)
|
3
|
|
|
Total deferred gains/(losses)
|
|
$16
|
$2
|
|
$14
|
$2
|
|
Current
|
Deferred derivative losses
|
$4
|
$(14)
|
|
$3
|
$(12)
|
|
Current
|
Recoverable energy costs
|
—
|
(96)
|
|
2
|
(86)
|
|
Noncurrent
|
Deferred derivative losses
|
23
|
(45)
|
|
20
|
(42)
|
|
Total deferred gains/(losses)
|
|
$27
|
$(155)
|
|
$25
|
$(140)
|
|
Net deferred gains/(losses)
|
|
$43
|
$(153)
|
|
$39
|
$(138)
|
|
|
Income Statement Location
|
|
|
|
|
|
|
Pre-tax gains/(losses) recognized in income
|
|
|
|
|
|
|
|
Gas purchased for resale
|
$1
|
|
$(2)
|
|
$—
|
|
$—
|
|
|
|
Non-utility revenue
|
3
|
5
|
|
—
|
|
—
|
|
|
|
Other operations and maintenance expense
|
2
|
|
(7)
|
|
2
|
|
(7)
|
|
|
|
Other interest expense
|
59
|
(86)
|
|
—
|
|
—
|
|
|
Total pre-tax gains/(losses) recognized in income
|
$65
|
$(90)
|
|
$2
|
|
$(7)
|
The following table presents the hedged volume of Con Edison’s and CECONY’s commodity derivative transactions at March 31, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Energy
(MWh) (a)(b)
|
Capacity (MW) (a)
|
Natural Gas
(Dt) (a)(b)
|
Refined Fuels
(gallons)
|
|
Con Edison
|
24,921,520
|
|
47,381
|
|
259,569,793
|
|
6,720,000
|
|
|
CECONY
|
22,991,350
|
|
33,000
|
|
241,610,000
|
|
6,720,000
|
|
(a)Volumes are reported net of long and short positions, except natural gas collars where the volumes of long positions are reported.
(b)Excludes electric congestion and gas basis swap contracts, which are associated with electric and gas contracts and hedged volumes.
The Companies are exposed to credit risk related to transactions entered into primarily for the various energy supply and hedging activities by the Utilities and the Clean Energy Businesses. Credit risk relates to the loss that may result from a counterparty’s nonperformance. The Companies use credit policies to manage this risk, including an established credit approval process, monitoring of counterparty limits, netting provisions within agreements, collateral or prepayment arrangements, credit insurance and credit default swaps. The Companies measure credit risk exposure as the replacement cost for open energy commodity and derivative positions plus amounts owed from counterparties for settled transactions. The replacement cost of open positions represents unrealized gains, net of any unrealized losses where the Companies have a legally enforceable right to offset.
At March 31, 2021, Con Edison and CECONY had $208 million and $20 million of credit exposure in connection with open energy supply net receivables and hedging activities, net of collateral, respectively. Con Edison’s net credit exposure consisted of $95 million with independent system operators, $62 million with non-investment grade/non-rated counterparties, $31 million with commodity exchange brokers, and $20 million with investment-grade counterparties. CECONY’s net credit exposure consisted of $16 million with commodity exchange brokers and $4 million with investment-grade counterparties.
The collateral requirements associated with, and settlement of, derivative transactions are included in net cash flows from operating activities in the Companies’ consolidated statement of cash flows. Most derivative instrument contracts contain provisions that may require a party to provide collateral on its derivative instruments that are in a net liability position. The amount of collateral to be provided will depend on the fair value of the derivative instruments and the party’s credit ratings.
The following table presents the aggregate fair value of the Companies’ derivative instruments with credit-risk-related contingent features that are in a net liability position, the collateral posted for such positions and the
additional collateral that would have been required to be posted had the lowest applicable credit rating been reduced one level and to below investment grade at March 31, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Millions of Dollars)
|
Con Edison (a)
|
|
CECONY (a)
|
|
|
Aggregate fair value – net liabilities
|
$247
|
|
$236
|
|
|
Collateral posted
|
212
|
|
206
|
|
|
Additional collateral (b) (downgrade one level from current ratings)
|
11
|
|
2
|
|
|
Additional collateral (b) (downgrade to below investment grade from current ratings)
|
55
|
(c)
|
47
|
(c)
|
(a)Non-derivative transactions for the purchase and sale of electricity and gas and qualifying derivative instruments, which have been designated as normal purchases or normal sales, are excluded from the table. These transactions primarily include purchases of electricity from independent system operators. In the event the Utilities and the Clean Energy Businesses were no longer extended unsecured credit for such purchases, the Companies would be required to post $24 million of additional collateral at March 31, 2021. For certain other such non-derivative transactions, the Companies could be required to post collateral under certain circumstances, including in the event counterparties had reasonable grounds for insecurity.
(b)The Companies measure the collateral requirements by taking into consideration the fair value amounts of derivative instruments that contain credit-risk-related contingent features that are in a net liability position plus amounts owed to counterparties for settled transactions and amounts required by counterparties for minimum financial security. The fair value amounts represent unrealized losses, net of any unrealized gains where the Companies have a legally enforceable right to offset.
(c)Derivative instruments that are net assets have been excluded from the table. At March 31, 2021, if Con Edison had been downgraded to below investment grade, it would have been required to post additional collateral for such derivative instruments of $43 million.
Note O – Fair Value Measurements
The accounting rules for fair value measurements and disclosures define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in a principal or most advantageous market. Fair value is a market-based measurement that is determined based on inputs, which refer broadly to assumptions that market participants use in pricing assets or liabilities. These inputs can be readily observable, market corroborated, or generally unobservable firm inputs. The Companies often make certain assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, and the risks inherent in the inputs to valuation techniques. The Companies use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.
The accounting rules for fair value measurements and disclosures established a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value in three broad levels. The rules require that assets and liabilities be classified in their entirety based on the level of input that is significant to the fair value measurement. Assessing the significance of a particular input may require judgment considering factors specific to the asset or liability and may affect the valuation of the asset or liability and their placement within the fair value hierarchy. The Companies classify fair value balances based on the fair value hierarchy defined by the accounting rules for fair value measurements and disclosures as follows:
•Level 1 – Consists of assets or liabilities whose value is based on unadjusted quoted prices in active markets at the measurement date. An active market is one in which transactions for assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. This category includes contracts traded on active exchange markets valued using unadjusted prices quoted directly from the exchange.
•Level 2 – Consists of assets or liabilities valued using industry standard models and based on prices, other than quoted prices within Level 1, that are either directly or indirectly observable as of the measurement date. The industry standard models consider observable assumptions including time value, volatility factors and current market and contractual prices for the underlying commodities, in addition to other economic measures. This category includes contracts traded on active exchanges or in over-the-counter markets priced with industry standard models.
•Level 3 – Consists of assets or liabilities whose fair value is estimated based on internally developed models or methodologies using inputs that are generally less readily observable and supported by little, if any, market activity at the measurement date. Unobservable inputs are developed based on the best available information and subject to cost benefit constraints. This category includes contracts priced using models that are internally developed and contracts placed in illiquid markets. It also includes contracts that expire after the period of time for which quoted prices are available and internal models are used to determine a significant portion of the value.
Assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020 are summarized below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021
|
2020
|
|
(Millions of Dollars)
|
Level 1
|
Level 2
|
Level 3
|
Netting
Adjustment (e)
|
Total
|
Level 1
|
Level 2
|
Level 3
|
Netting
Adjustment (e)
|
Total
|
|
Con Edison
|
|
|
|
|
|
|
|
|
|
|
|
Derivative assets:
|
|
|
|
|
|
|
|
|
|
|
|
Commodity (a)(b)(c)
|
$18
|
$52
|
$6
|
$44
|
$120
|
$19
|
$42
|
$4
|
$53
|
$118
|
|
Interest rate swaps (a)(b)(c)
|
—
|
|
11
|
|
—
|
|
—
|
|
11
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
Other (a)(b)(d)
|
438
|
128
|
—
|
|
—
|
|
566
|
431
|
126
|
—
|
|
—
|
|
557
|
|
Total assets
|
$456
|
$191
|
$6
|
$44
|
$697
|
$450
|
$168
|
$4
|
$53
|
$675
|
|
Derivative liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
Commodity (a)(b)(c)
|
$5
|
$268
|
$18
|
$37
|
$328
|
$7
|
$296
|
$23
|
$46
|
$372
|
|
Interest rate swaps (a)(b)(c)
|
—
|
|
58
|
—
|
|
—
|
|
58
|
—
|
|
106
|
—
|
|
—
|
|
106
|
|
Total liabilities
|
$5
|
$326
|
$18
|
$37
|
$386
|
$7
|
$402
|
$23
|
$46
|
$478
|
|
CECONY
|
|
|
|
|
|
|
|
|
|
|
|
Derivative assets:
|
|
|
|
|
|
|
|
|
|
|
|
Commodity (a)(b)(c)
|
$15
|
$27
|
$1
|
$(13)
|
$30
|
$15
|
$20
|
$—
|
|
$(16)
|
$19
|
|
Other (a)(b)(d)
|
419
|
121
|
—
|
|
—
|
|
540
|
411
|
120
|
—
|
|
—
|
|
531
|
|
Total assets
|
$434
|
$148
|
$1
|
$(13)
|
$570
|
$426
|
$140
|
$—
|
$(16)
|
$550
|
|
Derivative liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
Commodity (a)(b)(c)
|
$1
|
$251
|
$8
|
$(14)
|
$246
|
$3
|
$274
|
$10
|
$(19)
|
$268
|
(a)The Companies’ policy is to review the fair value hierarchy and recognize transfers into and transfers out of the levels at the end of each reporting period. Con Edison and CECONY had no transfers between levels 1, 2, and 3 during the three months ended March 31, 2021. Con Edison and CECONY had $1 million of commodity derivative liabilities transferred from level 3 to level 2 during the year ended December 31, 2020 because of availability of observable market data due to the decrease in the terms of certain contracts from beyond three years as of September 30, 2020 to less than three years as of December 31, 2020.
(b)Level 2 assets and liabilities include investments held in the deferred compensation plan and/or non-qualified retirement plans, exchange-traded contracts where there is insufficient market liquidity to warrant inclusion in Level 1, and certain over-the-counter derivative instruments for electricity, refined products and natural gas. Derivative instruments classified as Level 2 are valued using industry standard models that incorporate corroborated observable inputs, such as pricing services or prices from similar instruments that trade in liquid markets, time value and volatility factors.
(c)The accounting rules for fair value measurements and disclosures require consideration of the impact of nonperformance risk (including credit risk) from a market participant perspective in the measurement of the fair value of assets and liabilities. At March 31, 2021 and December 31, 2020, the Companies determined that nonperformance risk would have no material impact on their financial position or results of operations.
(d)Other assets are comprised of assets such as life insurance contracts within the deferred compensation plan and non-qualified retirement plans.
(e)Amounts represent the impact of legally-enforceable master netting agreements that allow the Companies to net gain and loss positions and cash collateral held or placed with the same counterparties.
The employees in the Companies’ risk management group develop and maintain the Companies’ valuation policies and procedures for, and verify pricing and fair value valuation of, commodity derivatives and interest rate swaps. Under the Companies’ policies and procedures, multiple independent sources of information are obtained for forward price curves used to value commodity derivatives and interest rate swaps. Fair value and changes in fair value of commodity derivatives and interest rate swaps are reported on a monthly basis to the Companies’ risk committees, comprised of officers and employees of the Companies that oversee energy hedging at the Utilities and the Clean Energy Businesses. The risk management group reports to the Companies’ Vice President and Treasurer.
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Fair Value of Level 3 at March 31, 2021
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Valuation
Techniques
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Unobservable Inputs
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Range
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(Millions of Dollars)
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Con Edison – Commodity
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Electricity
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$1
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Discounted Cash Flow
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Forward energy prices (a)
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$14.25-$63.00 per MWh
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(14)
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Discounted Cash Flow
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Forward capacity prices (a)
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$0.26-$6.26 per kW-month
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Transmission Congestion Contracts/Financial Transmission Rights
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1
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Discounted Cash Flow
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Inter-zonal forward price curves adjusted for historical zonal losses (b)
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$(3.75)-$8.07 per MWh
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Total Con Edison—Commodity
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$(12)
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CECONY – Commodity
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Electricity
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$(8)
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Discounted Cash Flow
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Forward capacity prices (a)
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$1.08 - $6.26 per kW-month
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Transmission Congestion Contracts
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1
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Discounted Cash Flow
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Inter-zonal forward price curves adjusted for historical zonal losses (b)
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$0.35 - $2.54 per MWh
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Total CECONY—Commodity
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$(7)
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(a)Generally, increases/(decreases) in this input in isolation would result in a higher/(lower) fair value measurement.
(b)Generally, increases/(decreases) in this input in isolation would result in a lower/(higher) fair value measurement.
The table listed below provides a reconciliation of the beginning and ending net balances for assets and liabilities measured at fair value as of March 31, 2021 and 2020 and classified as Level 3 in the fair value hierarchy:
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For the Three Months Ended March 31,
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Con Edison
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CECONY
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(Millions of Dollars)
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2021
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2020
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2021
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2020
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Beginning balance as of January 1,
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$(19)
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$(16)
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$(10)
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$(6)
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Included in earnings
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(2)
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(5)
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(2)
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(2)
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Included in regulatory assets and liabilities
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4
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1
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2
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—
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Settlements
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5
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7
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3
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2
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Ending balance as of March 31,
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$(12)
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$(13)
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$(7)
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$(6)
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For the Utilities, realized gains and losses on Level 3 commodity derivative assets and liabilities are reported as part of purchased power, gas and fuel costs. The Utilities generally recover these costs in accordance with rate provisions approved by the applicable state public utilities regulators. Unrealized gains and losses for commodity derivatives are generally deferred on the consolidated balance sheet in accordance with the accounting rules for regulated operations.
For the Clean Energy Businesses, realized and unrealized gains and losses on Level 3 commodity derivative assets and liabilities are reported in non-utility revenues ($3 million gain and $1 million gain) on the consolidated income statement for the three months ended March 31, 2021 and 2020. The change in fair value relating to Level 3 commodity derivative assets and liabilities held at March 31, 2021 and 2020 is included in non-utility revenues ($2 million gain and $1 million gain) on the consolidated income statement for the three months ended March 31, 2021 and 2020.
Note P – Variable Interest Entities
The accounting rules for consolidation address the consolidation of a variable interest entity (VIE) by a business enterprise that is the primary beneficiary. A VIE is an entity that does not have a sufficient equity investment at risk to permit it to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest. The primary beneficiary is the business enterprise that has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and either absorbs a significant amount of the VIE’s losses or has the right to receive benefits that could be significant to the VIE.
The Companies enter into arrangements including leases, partnerships and electricity purchase agreements, with various entities. As a result of these arrangements, the Companies retain or may retain a variable interest in these entities.
CECONY
CECONY has an ongoing long-term electricity purchase agreement with Brooklyn Navy Yard Cogeneration Partners, LP, a potential VIE. In 2020, a request was made of this counterparty for information necessary to determine whether the entity was a VIE and whether CECONY is the primary beneficiary; however, the information was not made available. The payments for this contract constitute CECONY’s maximum exposure to loss with respect to the potential VIE.
Clean Energy Businesses
In February 2021, a subsidiary of the Clean Energy Businesses entered into an agreement with a noncontrolling tax equity investor to which a percentage of earnings, tax attributes and cash flows will be allocated. The transaction relates to certain projects which are still under construction (Tax Equity Construction Projects). The Tax Equity Construction Projects are consolidated entities in which Con Edison has less than a 100 percent membership interest. Con Edison is the primary beneficiary since the power to direct the activities that most significantly impact the economics of the Tax Equity Construction Projects during construction, and upon commercial operation, is held by the Clean Energy Businesses. There were no earnings for the Tax Equity Construction Projects for the three months ended March 31, 2021. See Note C.
In December 2018, the Clean Energy Businesses completed its acquisition of Sempra Solar Holdings, LLC. Included in the acquisition were certain operating projects (Tax Equity Projects) with a noncontrolling tax equity investor to which a percentage of earnings, tax attributes and cash flows are allocated. The Tax Equity Projects are consolidated entities in which Con Edison has less than a 100 percent membership interest. Con Edison is the primary beneficiary since the power to direct the activities that most significantly impact the economics of the Tax Equity Projects is held by the Clean Energy Businesses. Electricity generated by the Tax Equity Projects is sold to utilities and municipalities pursuant to long-term power purchase agreements.
For the three months ended March 31, 2021, the hypothetical liquidation at book value (HLBV) method of accounting for the Tax Equity Projects resulted in $2 million of income ($1 million, after-tax) for the tax equity investor and $3 million of income ($2 million, after-tax) for Con Edison. For the three months ended March 31, 2020, the HLBV method of accounting for the Tax Equity Projects resulted in $17 million of income ($13 million, after-tax) for the tax equity investor and a $14 million loss ($10 million, after-tax) for Con Edison.
Con Edison has determined that the use of HLBV accounting is reasonable and appropriate to attribute income and loss to the tax equity investors. Using the HLBV method, the company's earnings from the projects are adjusted to reflect the income or loss allocable to the tax equity investors calculated based on how the project would allocate and distribute its cash if it were to sell all of its assets for their carrying amounts and liquidate at a particular point in time. Under the HLBV method, the company calculates the liquidation value allocable to the tax equity investors at the beginning and end of each period based on the contractual liquidation waterfall and adjusts its income for the period to reflect the change in the liquidation value allocable to the tax equity investors.
At March 31, 2021 and December 31, 2020, Con Edison’s consolidated balance sheet included the following amounts associated with its VIEs:
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Tax Equity Projects
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Tax Equity Construction Projects
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Great Valley Solar
(c)(d)
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Copper Mountain - Mesquite Solar
(c)(e)
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CED Nevada Virginia (c)(h)
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(Millions of Dollars)
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2021
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2020
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2021
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2020
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2021
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Non-utility property, less accumulated depreciation (f)(g)
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$282
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$284
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$442
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$446
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$583
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Other assets
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40
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39
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174
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176
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45
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Total assets (a)
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$322
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$323
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$616
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$622
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$628
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Term Loan
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—
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—
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—
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—
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466
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Other liabilities
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13
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13
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73
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71
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81
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Total liabilities (b)
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$13
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$13
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$73
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$71
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$547
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(a)The assets of the Tax Equity Projects and Tax Equity Construction Projects represent assets of a consolidated VIE that can be used only to settle obligations of the consolidated VIE.
(b)The liabilities of the Tax Equity Projects and Tax Equity Construction Projects represent liabilities of a consolidated VIE for which creditors do not have recourse to the general credit of the primary beneficiary.
(c)Con Edison did not provide any financial or other support during the year that was not previously contractually required.
(d)Great Valley Solar consists of the Great Valley Solar 1, Great Valley Solar 2, Great Valley Solar 3 and Great Valley Solar 4 projects, for which the noncontrolling interest of the tax equity investor was $85 million and $82 million at March 31, 2021 and December 31, 2020, respectively.
(e)Copper Mountain - Mesquite Solar consists of the Copper Mountain Solar 4, Mesquite Solar 2 and Mesquite Solar 3 projects for which the noncontrolling interest of the tax equity investor was $130 million and $134 million at March 31, 2021 and December 31, 2020, respectively.
(f)Non-utility property is reduced by accumulated depreciation of $20 million for Great Valley Solar and $33 million for Copper Mountain - Mesquite Solar at March 31, 2021.
(g)Non-utility property is reduced by accumulated depreciation of $18 million for Great Valley Solar and $30 million for Copper Mountain - Mesquite Solar at December 31, 2020.
(h)CED Nevada Virginia consists of the Copper Mountain Solar 5, Battle Mountain Solar and Water Strider projects for which the noncontrolling interest of the tax equity investor was $33 million at March 31, 2021.
Note Q – New Financial Accounting Standards
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (ASU 2020-04). In 2017, the United Kingdom’s Financial Conduct Authority announced that it intends to stop persuading or compelling banks to submit the London Interbank Offered Rate (LIBOR), a benchmark interest rate referenced in a variety of agreements, after 2021. In March 2021, the United Kingdom's Financial Conduct Authority confirmed that U.S. Dollar LIBOR will no longer be published after December 31, 2021 for one-week and two-month U.S. Dollar LIBOR tenors, and after June 30, 2023 for all other U.S. Dollar LIBOR tenors. ASU 2020-04 provides entities with optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. In January 2021, the FASB issued amendments to the guidance through ASU 2021-01 to include all contract modifications and hedging relationships affected by reference rate reform, including those that do not directly reference LIBOR or another reference rate expected to be discontinued, and clarify which optional expedients may be applied to them. The guidance can be applied prospectively. The optional relief is temporary and generally cannot be applied to contract modifications and hedging relationships entered into or evaluated after December 31, 2022. The Companies do not expect the new guidance to have a material impact on their financial position, results of operations or liquidity.
Note R – Dispositions
In April 2021, a subsidiary of the Clean Energy Businesses entered into an agreement to sell substantially all of its membership interests in one operating project that it developed and all of its membership interests in a second operating project that it acquired in 2016. The combined carrying value of both projects is approximately $200 million as of March 31, 2021. The closing of the sales, which are expected to occur by the end of the second quarter of 2021, are subject to certain regulatory approvals by FERC and the satisfaction of other closing conditions, and are not expected to have a material impact on Con Edison’s results of operations.