FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 1-11419
THE CONNECTICUT LIGHT AND POWER COMPANY
(Exact name of registrant as specified in its charter)
CONNECTICUT 06-0303850
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
SELDEN STREET, BERLIN, CONNECTICUT 06037-1616
(Address of principal executive offices) (Zip Code)
(860) 665-5000
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding at October 31, 1996
Common Shares, $10.00 par value 12,222,930 shares
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
TABLE OF CONTENTS
Page No.
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets - September 30, 1996
and December 31, 1995 2
Consolidated Statements of Income - Three and
Nine Months Ended September 30, 1996 and 1995 4
Consolidated Statements of Cash Flows -
Nine Months Ended September 30, 1996 and 1995 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 11
Part II. Other Information
Item 1. Legal Proceedings 18
Item 5. Other Information 18
Item 6. Exhibits and Reports on Form 8-K 19
Signatures 20
PART I. FINANCIAL INFORMATION
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- -------------
(Thousands of Dollars)
<S> <C> <C>
ASSETS
- ------
Utility Plant, at original cost:
Electric................................................ $ 6,231,747 $ 6,147,961
Less: Accumulated provision for depreciation......... 2,578,731 2,418,557
------------- -------------
3,653,016 3,729,404
Construction work in progress........................... 91,788 103,026
Nuclear fuel, net....................................... 131,370 138,203
------------- -------------
Total net utility plant............................. 3,876,174 3,970,633
------------- -------------
Other Property and Investments:
Nuclear decommissioning trusts, at market............... 263,700 238,023
Investments in regional nuclear generating
companies, at equity................................... 56,409 54,624
Other, at cost.......................................... 15,065 16,241
------------- -------------
335,174 308,888
------------- -------------
Current Assets:
Cash.................................................... 4,264 337
Notes receivable from affiliated companies.............. 137,950 -
Receivables, net........................................ 227,420 231,574
Accounts receivable from affiliated companies........... 2,621 3,069
Accrued utility revenues................................ 57,274 91,157
Fuel, materials, and supplies, at average cost.......... 80,313 68,482
Recoverable energy costs, net--current portion.......... 53,993 78,108
Prepayments and other................................... 67,545 42,894
------------- -------------
631,380 515,621
------------- -------------
Deferred Charges:
Regulatory assets:
Income taxes,net...................................... 805,380 863,521
Unrecovered contractual obligation.................... 43,530 65,847
Deferred demand-side management costs................. 83,225 117,070
Recoverable energy costs, net......................... 50,024 9,662
Cogeneration costs.................................... 76,679 92,162
Other................................................. 64,888 94,618
Unamortized debt expense................................ 16,623 14,977
Other................................................... 11,106 10,232
------------- -------------
1,151,455 1,268,089
------------- -------------
Total Assets........................................ $ 5,994,183 $ 6,063,231
============= =============
</TABLE>
See accompanying notes to consolidated financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- -------------
(Thousands of Dollars)
<S> <C> <C>
CAPITALIZATION AND LIABILITIES
- ------------------------------
Capitalization:
Common stock--$10 par value. Authorized
24,500,000 shares; outstanding 12,222,930
shares................................................. $ 122,229 $ 122,229
Capital surplus, paid in................................ 639,238 637,981
Retained earnings....................................... 636,654 785,476
------------- -------------
Total common stockholder's equity.............. 1,398,121 1,545,686
Preferred stock not subject to mandatory
redemption............................................. 116,200 116,200
Preferred stock subject to mandatory redemption......... 155,000 155,000
Long-term debt.......................................... 1,837,194 1,812,646
------------- -------------
Total capitalization........................... 3,506,515 3,629,532
------------- -------------
Minority Interest in Consolidated Subsidiary.............. 100,000 100,000
------------- -------------
Obligations Under Capital Leases.......................... 142,753 108,408
------------- -------------
Current Liabilities:
Notes payable to banks.................................. - 41,500
Notes payable to affiliated company..................... - 10,250
Long-term debt and preferred stock--current
portion................................................ 203,362 9,372
Obligations under capital leases--current
portion................................................ 12,376 63,856
Accounts payable........................................ 95,859 110,798
Accounts payable to affiliated companies................ 35,660 44,677
Accrued taxes........................................... 39,255 52,268
Accrued interest........................................ 34,323 30,854
Other................................................... 55,734 20,027
------------- -------------
476,569 383,602
------------- -------------
Deferred Credits:
Accumulated deferred income taxes....................... 1,400,922 1,486,873
Accumulated deferred investment tax credits............. 136,921 142,447
Deferred contractual obligation......................... 46,030 65,847
Other................................................... 184,473 146,522
------------- -------------
1,768,346 1,841,689
------------- -------------
Commitments and Contingencies (Note 8)<F8>
Total Capitalization and Liabilities........... $ 5,994,183 $ 6,063,231
============= =============
</TABLE>
See accompanying notes to consolidated financial statement
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------------- -----------------------
1996 1995 1996 1995
--------- --------- ----------- -----------
(Thousands of Dollars)
<S> <C> <C> <C> <C>
Operating Revenues................................. $599,505 $638,392 $1,801,859 $1,764,733
--------- --------- ----------- -----------
Operating Expenses:
Operation --
Fuel, purchased and net interchange power..... 231,575 166,642 592,422 449,565
Other......................................... 168,573 157,158 555,143 448,813
Maintenance...................................... 76,160 45,631 208,328 131,159
Depreciation..................................... 59,966 60,877 184,466 180,214
Amortization of regulatory assets, net........... 27,280 20,770 31,255 39,174
Federal and state income taxes................... (8,617) 55,148 20,867 135,569
Taxes other than income taxes.................... 43,975 44,154 133,611 130,169
--------- --------- ----------- -----------
Total operating expenses................... 598,912 550,380 1,726,092 1,514,663
--------- --------- ----------- -----------
Operating Income................................... 593 88,012 75,767 250,070
--------- --------- ----------- -----------
Other Income:
Deferred nuclear plants return--other funds...... 315 1,154 1,222 3,551
Equity in earnings of regional nuclear
generating companies........................... 1,647 1,748 5,440 4,809
Other, net....................................... 4,145 1,968 7,634 (286)
Income taxes..................................... 179 151 (217) 3,044
--------- --------- ----------- -----------
Other income, net.......................... 6,286 5,021 14,079 11,118
--------- --------- ----------- -----------
Income before interest charges............. 6,879 93,033 89,846 261,188
--------- --------- ----------- -----------
Interest Charges:
Interest on long-term debt....................... 33,476 31,062 93,607 93,506
Other interest................................... 373 1,925 1,144 4,564
Deferred nuclear plants return--borrowed funds... (32) (416) (118) (1,310)
--------- --------- ----------- -----------
Interest charges, net...................... 33,817 32,571 94,633 96,760
--------- --------- ----------- -----------
Net Income (Loss).................................. $(26,938) $ 60,462 $ (4,787) $ 164,428
========= ========= =========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-----------------------
1996 1995
----------- -----------
(Thousands of Dollars)
<S> <C> <C>
Operating Activities:
Net Income (Loss)......................................... $ (4,787) $ 164,428
Adjustments to reconcile to net cash
from operating activities:
Depreciation............................................ 184,466 180,214
Deferred income taxes and investment tax credits, net... (53,345) 29,241
Deferred nuclear plants return, net of amortization..... 7,820 77,090
Recoverable energy costs, net of amortization........... (16,247) (46,938)
Deferred cogeneration costs, net of amortization........ 15,483 (49,068)
Deferred demand-side-management
costs, net of amortization............................ 33,845 7,880
Deferred nuclear refueling outage, net of amortization.. 35,904 (13,740)
Nuclear compliance reserves, net........................ 32,182 -
Other sources of cash................................... 69,506 93,776
Other uses of cash...................................... (27,603) (42,116)
Changes in working capital:
Receivables and accrued utility revenues................ 38,485 8,259
Fuel, materials, and supplies........................... (11,831) (4,941)
Accounts payable........................................ (23,956) (53,539)
Accrued taxes........................................... (13,013) 57,230
Other working capital (excludes cash)................... (17,657) (9,222)
----------- -----------
Net cash flows from operating activities.................... 249,252 398,554
----------- -----------
Financing Activities:
Issuance of Monthly Income
Preferred Securities..................................... - 100,000
Issuance of long-term debt................................ 222,000 -
Net decrease in short-term debt........................... (51,750) (97,100)
Reacquisitions and retirements of long-term debt.......... (9,479) (6,669)
Reacquisitions and retirements of preferred stock......... - (117,500)
Cash dividends on preferred stock......................... (11,416) (17,379)
Cash dividends on common stock............................ (132,619) (119,296)
----------- -----------
Net cash flows from (used for) financing activities......... 16,736 (257,944)
----------- -----------
Investment Activities:
Investment in plant:
Electric utility plant.................................. (88,892) (96,843)
Nuclear fuel............................................ 2,002 (5,305)
----------- -----------
Net cash flows used for investments in plant.............. (86,890) (102,148)
NU System Money Pool...................................... (137,950) -
Investments in nuclear decommissioning trusts............. (36,612) (37,212)
Other investment activities, net.......................... (609) (1,266)
----------- -----------
Net cash flows used for investments......................... (262,061) (140,626)
----------- -----------
Net Increase (Decrease) In Cash For The Period.............. 3,927 (16)
Cash - beginning of period.................................. 337 264
----------- -----------
Cash - end of period........................................ $ 4,264 $ 248
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Presentation
The accompanying unaudited consolidated financial statements should be
read in conjunction with Management's Discussion and Analysis of
Financial Condition and Results of Operations (MD&A) in this Form 10-
Q, the Annual Report of the Connecticut Light and Power Company (the
company or CL&P) on Form 10-K for the year ended December 31, 1995
(1995 Form 10-K), the company's Form 10-Qs for the quarters ended
March 31, 1996 and June 30, 1996, and the company's Form 8-Ks dated
January 31, 1996, March 30, 1996, April 15, 1996, June 6, 1996, June
18, 1996, June 28, 1996, July 22, 1996, and August 19, 1996. In the
opinion of the company, the accompanying financial statements contain
all adjustments necessary to present fairly the financial position as
of September 30, 1996, the results of operations for the three-month
and nine-month periods ended September 30, 1996 and 1995, and the
statements of cash flows for the nine-month periods ended September
30, 1996 and 1995. All adjustments are of a normal, recurring, nature
except those described below in Note 8B. The results of operations
for the three-month and nine-month periods ended September 30, 1996
and 1995 are not necessarily indicative of the results expected for a
full year.
Certain reclassifications of prior period data have been made to
conform with the current period presentation.
Northeast Utilities (NU) is the parent company of the Northeast
Utilities system (the system). The system furnishes retail
electric service in Connecticut, New Hampshire, and western
Massachusetts through four wholly owned subsidiaries, CL&P, Public
Service Company of New Hampshire (PSNH), Western Massachusetts
Electric Company (WMECO), and Holyoke Water Power Company. A
fifth wholly owned subsidiary, North Atlantic Energy Corporation
(NAEC), sells all of its entitlement to the capacity and output of
the Seabrook nuclear power plant to PSNH. In addition to its
retail electric service, the system furnishes firm and other
wholesale electric services to various municipalities and other
utilities. The system serves about 30 percent of New England's
electric needs and is one of the 20 largest electric utility systems
in the country as measured by revenues.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent liabilities at the date of
the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ
from those estimates.
2. NEW ACCOUNTING STANDARD
The Financial Accounting Standards Board (FASB) has issued Statement of
Financial Accounting Standards (SFAS) 121, "Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of," which
establishes accounting standards for evaluating and recording asset
impairment. The company adopted SFAS 121 as of January 1, 1996. SFAS 121
requires the evaluation of long-lived assets for impairment when certain
events occur or when conditions exist that indicate the carrying amounts of
assets may not be recoverable.
Based on the current regulatory environment in the system's service areas,
as of September 30, 1996, SFAS 121 did not have a material impact on the
company's financial position or results of operations. This conclusion may
change in the future as competitive factors influence wholesale and retail
pricing in the electric utility industry or if the cost-of-service based
regulatory structure were to change. For further information, see CL&P's
Form 10-Qs for the quarters ended March 31, 1996 and June 30, 1996 and
CL&P's 1995 Form 10-K.
3. REGULATORY ASSETS - RECOVERABLE ENERGY COSTS
On October 8, 1996, the Connecticut Department of Public Utility Control
issued its final order establishing an Energy Adjustment Clause (EAC)
effective January 1, 1997. The EAC will replace CL&P's existing Fuel
Adjustment Clause and the Generation Utilization Adjustment Clause.
For further information regarding CL&P's recoverable energy costs see the
MD&A and Note 8B in this Form 10-Q, CL&P's Form 8-K dated August 19, 1996,
CL&P's Form 10-Qs for the quarters ended March 31, 1996 and June 30, 1996,
and CL&P's 1995 Form 10-K.
4. SHORT-TERM DEBT
For information on short-term debt, see the MD&A in this Form 10-Q, CL&P's
Form 10-Q for the quarter ended March 31, 1996, and CL&P's 1995 Form 10-K.
5. ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM
The FASB has issued SFAS 125, "Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities" which establishes, in
part, accounting standards for the accounting and recognition of transfers
of financial assets. SFAS 125 will be effective for transfers and
servicing of financial assets occurring after December 31, 1996 and will be
applied prospectively.
For information on CL&P's accounts receivable securitization program
entered into on July 11, 1996, see CL&P's Form 10-Q for the quarter ended
June 30, 1996. This program is being restructured to satisfy the
conditions of SFAS 125.
6. DERIVATIVE FINANCIAL INSTRUMENTS
Fuel Swaps: As of September 30, 1996, CL&P had outstanding fuel-swap
contracts with a total notional value of approximately $227.3 million and a
negative mark-to-market position of approximately $12.7 million.
These swap agreements have been made with various financial institutions,
each of which is rated "BBB+" or better by Standard & Poor's rating group.
CL&P is exposed to credit risk on its fuel swaps if the counterparties fail
to perform their obligations. However, CL&P anticipates that the
counterparties will be able to fully satisfy their obligations under the
contracts. For further information on derivative financial instruments see
the MD&A in this Form 10-Q, CL&P's Form 10-Qs for the quarters ended March
31, 1996 and June 30, 1996, and CL&P's 1995 Form 10-K.
7. NUCLEAR DECOMMISSIONING
For information regarding nuclear decommissioning, see the company's Form
10-Q for the quarter ended March 31, 1996 and the company's 1995 Form 10-K.
For information regarding the possible closure and decommissioning of
Connecticut Yankee (CY) see Note 8B in this Form 10-Q.
8. COMMITMENTS AND CONTINGENCIES
A. Construction Program: For information regarding the company's
construction program, see CL&P's 1995 Form 10-K.
B. Nuclear Performance:
Millstone: CL&P has previously disclosed in its 1995 Form 10-K, its
Form 10-Qs for the quarters ended March 31, 1996 and June 30, 1996,
and its Form 8-Ks dated January 31, 1996, March 30, 1996, April 15,
1996, June 6, 1996, June 18, 1996, June 28, 1996, July 22, 1996, and
August 19, 1996 that, among other things: (i) the Millstone nuclear
units have been placed on the Nuclear Regulatory Commission's (NRC)
watch list, (ii) the three Millstone units are currently out of
service, (iii) NU is currently restructuring its nuclear
organizations and developing operational readiness plans, and (iv) the
company is currently incurring substantial costs, including
replacement power costs, while the three Millstone units are not
operating.
Management cannot predict when the NRC will allow any of the Millstone
units to return to service and thus cannot estimate the total
replacement power costs the company will ultimately incur.
Management now estimates CL&P will expense about $117 million of
incremental nuclear operation and maintenance costs in 1996.
Approximately $87 million of the $117 million was expensed in the
first three quarters of 1996. It is likely this estimate will rise as
NU and the NRC identify additional issues that need to be resolved.
The recovery of fuel, purchased power, and other outage-related costs
is subject to prudence reviews. While it is too early to estimate the
total amount of such costs or the results of any prudence reviews,
management believes that there is a significant exposure to non-
recovery of a material amount of such costs.
For further information, see the Securities and Exchange Commission
filings referenced above, the MD&A, and Part II, Item 5 in this Form
10-Q.
Connecticut Yankee: On October 9, 1996, Connecticut Yankee Atomic
Power Company (CYAPC), which owns and operates CY nuclear generating
unit, announced that a permanent shutdown of the unit seems likely
based on an economic analysis of the costs of operating the unit
compared to the costs of closing the unit and incurring replacement
power costs over the remaining period of the unit's NRC operating
license. The final decision is pending a vote by CYAPC's board of
directors which is expected to occur in the fourth quarter of 1996.
CL&P has a 34.5 percent equity investment, approximating $36 million,
in CYAPC. The NU system relies on CYAPC for approximately 3.5 percent
of its system capacity.
The preliminary estimate of the sum of future payments for the
closing, decommissioning, and recovery of the remaining investment in
CY, assuming permanent shut down, is approximately $797 million.
CL&P's share of these remaining estimated costs is approximately $275
million.
The contract under which CL&P purchases its entitlement of CYAPC power
permits CYAPC to recover these costs from CL&P. Should CYAPC board's
decision result in permanent closure of CY, CYAPC expects to file
updated decommissioning costs and certain amendments to its power
contracts with the Federal Energy Regulatory Commission (FERC). Based
upon regulatory precedent, CYAPC believes it will continue to collect
from its power purchasers, including CL&P, its decommissioning
costs, the owners' unrecovered investments in CYAPC and other costs
associated with the permanent closure of the unit over the remaining
period of the unit's NRC operating license, which expires in 2007.
Management expects that CL&P will continue to be allowed to recover
such FERC-approved costs from its customers.
For further information regarding CY, see the MD&A in this Form 10-Q,
CL&P's Form 10-Qs for the quarters ended March 31, 1996 and June 30,
1996, and CL&P's Form 8-Ks dated June 6, 1996, July 22, 1996, and
August 19, 1996.
C. Environmental Matters: For information regarding environmental
matters, see the company's 1995 Form 10-K.
D. Nuclear Insurance Contingencies: For information regarding nuclear
insurance contingencies, see the company's 1995 Form 10-K.
E. Long-Term Contractual Arrangements: For information regarding long-
term contractual arrangements, see the company's 1995 Form 10-K.
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARIES
Management's Discussion and Analysis of Financial
Condition and Results of Operations
This section contains management's assessment of The Connecticut Light and Power
Company and Subsidiaries' (CL&P or the company) financial condition and the
principal factors having an impact on the results of operations. The company is
a wholly-owned subsidiary of Northeast Utilities (NU). This discussion should be
read in conjunction with CL&P's consolidated financial statements and footnotes
in this Form 10-Q, the 1995 Form 10-K, the First and Second Quarter 1996 Form
10-Qs, and the Form 8-Ks dated January 31, 1996, March 30, 1996, April 15, 1996,
June 6, 1996, June 18, 1996, June 28, 1996, July 22, 1996 and August 19, 1996.
FINANCIAL CONDITION
Overview
CL&P had a net loss of approximately $27 million for the three months ended
September 30, 1996, a decrease of $87 million from the same period in 1995. The
net loss was approximately $5 million for the nine months ended September 30,
1996, a decrease of approximately $169 million from the same period in 1995. The
decreases for the three- and nine-month periods were primarily due to higher
operating costs and reserves related to the outages at the Millstone units, the
impact of CL&P's approved rate settlement agreement, costs associated with
meeting summer capacity requirements, and lower 1996 cogeneration deferrals.
These decreases were partially offset by lower amortization of Millstone 3
phase-in costs. In addition, nine-month earnings were lower as a result of a
one-time tax benefit recognized in 1995, partially offset by higher retail sales
in 1996.
CL&P expects to continue incurring substantial costs during the remainder of
1996 as a result of the Millstone outages, which could result in a loss for the
fourth quarter. A key factor affecting 1996 net income will be the level of
costs expended to address Nuclear Regulatory Commission (NRC) concerns and the
replacement-power costs incurred to serve CL&P's customers in the absence of
energy from the Millstone units. Management currently estimates that it will
expense about $117 million of incremental non-fuel operation and maintenance
costs in 1996, approximately $86 million of which were expensed during the first
nine months of 1996, including a reserve for future costs of $32 million. It is
likely that these costs will rise as NU and the NRC identify additional issues
that need to be resolved. CL&P share of monthly replacement-power costs
attributable to the nuclear outages averages approximately $25 million.
Millstone Outages
CL&P has a 81-percent ownership interest in Millstone units 1 and 2, and a 52.9-
percent ownership interest in Millstone 3.
Millstone units 1, 2, and 3 (Millstone) have been out-of-service since November
4, 1995, February 21, 1996, and March 30, 1996, respectively.
For further information on the current Millstone outages see CL&P's 1995 Form
10-K, Form 8-Ks dated January 31, 1996, March 30, 1996, June 6, 1996, June 18,
1996, June 28, 1996, July 22, 1996, and August 19, 1996, and the First and
Second Quarter 1996 Form 10-Qs.
On October 18, 1996, the NRC announced that it will establish a Special Projects
Office to oversee inspection and licensing activities at Millstone. The
Special Projects Office will be responsible for (1) licensing and inspection
activities at NU's Connecticut plants; (2) oversight of the Independent
Corrective Action Verification Program; (3) oversight of NU's corrective actions
related to safety issues involving employee concerns; and (4) inspections
necessary to implement NRC oversight of the plants' restart activities.
Management believes that this development should provide dedicated NRC resources
and clearer lines of communication between NU and this NRC during the recovery
process.
On October 24, 1996, the NRC issued an order to Northeast Nuclear Energy Company
(NNECO), a wholly-owned subsidiary of NU that operates Millstone, that requires
NNECO to devise and implement a comprehensive plan within 60 days of this order
for handling safety concerns raised by Millstone employees and for assuring an
environment free from retaliation and discrimination. The NRC also ordered
NNECO to contract for an independent third party to oversee this corrective
action plan within 30 days of the date of this order. The members of the
independent third-party organization must not have had any direct previous
involvement with activities at Millstone and must be approved by the NRC.
Oversight by the third-party group will continue until NNECO demonstrates, by
performance, that the conditions leading to this order have been corrected.
Management cannot presently estimate the effect these efforts will have on the
timing of unit restarts or what additional costs, if any, these developments may
cause.
Seabrook
CL&P has a 4.06-percent ownership interest in the Seabrook nuclear power plant
(Seabrook), which is operated by the North Atlantic Energy Service Corporation
(NAESCO), a wholly-owned subsidiary of NU.
Seabrook operated at a capacity factor of 95.7 percent through September 1996,
as compared to 92.8 percent for the same period in 1995.
On October 9, 1996, the NRC issued a request for information concerning all
nuclear plants in the United States, except the three Millstone units, which had
previously received such requests. Such information will be used to verify that
these facilities are being operated and maintained in accordance with NRC
regulations and the units' specific licenses. The NRC has indicated that the
information, which must be submitted within 120 days of the date of the request,
will be used to determine whether future inspection or enforcement activities
are warranted for any plant. NAESCO is currently preparing its response to the
NRC's request, with respect to Seabrook. Seabrook's operations were not
restricted by the request. The NRC's April 1996 inspection found Seabrook to be
a well-operated facility without any major safety issues or weaknesses and noted
that it would reduce its future inspections in a number of areas as a result of
its findings.
Connecticut Yankee
CL&P has a 34.5-percent ownership interest in the Connecticut Yankee Atomic
Power Company (CYAPC) which owns and operates the Connecticut Yankee nuclear
power plant (CY or the plant).
CY has been out-of-service since July 22, 1996. For further information on CY,
see CL&P's Form 8-Ks dated June 6, 1996, July 22, 1996, and August 19, 1996, the
First and Second Quarter 1996 Form 10-Qs, and Note 8b - Commitments and
Contingencies - Nuclear Performance - Connecticut Yankee - of the Notes to
Consolidated Financial Statements in this Form 10-Q.
On October 9, 1996, CYAPC announced that a permanent shutdown of the plant seems
likely based on an economic analysis of the costs of operating the plant
compared to the costs of closing the plant and incurring replacement power costs
over the remaining period of the plant's NRC operating license. The final
decision is pending a vote by CYAPC's Board of Directors (Board) which is
expected to occur in the fourth quarter of 1996. The NU system relies on its
entitlement in CY for approximately 3.5 percent of its system capacity.
The contract under which CL&P purchases its entitlement of CYAPC power permits
CYAPC to recover these costs from CL&P. Should the Board's decision result in
permanent closure of CY, CYAPC expects to file updated decommissioning costs and
certain amendments to its power contracts with the Federal Energy Regulatory
Commission (FERC). Based upon regulatory precedent, CYAPC believes it will
continue to collect from its power purchasers, including CL&P, its
decommissioning costs, the owners' unrecovered investments in CYAPC, and other
costs associated with the permanent closure of the plant over the remaining
period of the plant's NRC operating license, which expires in 2007. Management
expects that CL&P will continue to be allowed to recover such FERC-approved
costs from its customers.
Capacity
Assuming normal weather conditions, management expects that the NU system will
have sufficient capacity to meet peak load demands even if CY and Millstone are
not operational at any time during the 1996-1997 winter season and the 1997
summer season, so long as the remaining generating units in Connecticut and the
New England region have normal operability. If high levels of unplanned outages
of the remaining units were to occur due to sustained operation during prolonged
periods of extreme weather, coincident with peak load demand, NU and the other
Connecticut utilities may have to resort to operating procedures designed to
reduce customer demand.
Rate Matters
On October 3, 1996, the Connecticut Department of Public Utility Control (DPUC)
issued a final procedural order confirming that prudence hearings on the current
nuclear outages would be delayed until the nuclear plants have returned to
service. CL&P will not be permitted to collect the associated replacement power
costs until prudence issues have been resolved. For further information on the
order see CL&P's Form 8-K dated August 19, 1996.
On October 8, 1996, the DPUC issued its final order establishing an Energy
Adjustment Clause (EAC) in place of CL&P's existing Fuel Adjustment Clause and
Generation Utilization Adjustment Clause (GUAC). The EAC will take effect on
January 1, 1997. The EAC is designed to calculate the difference between actual
fuel costs and the fuel revenue collected through base rates. The order
establishes a six-month EAC billing period.
The EAC includes an incentive mechanism which disallows recovery of the first $9
million in fuel costs that exceeds base levels and permits CL&P to retain the
first $9 million in fuel cost savings. The EAC also designates a 60 percent
nuclear capacity factor floor. When the six-month nuclear capacity factor falls
below 60 percent, related energy costs are deferred to the subsequent EAC period
for consideration for recovery. Finally, the costs to serve nonfirm wholesale
transactions will continue to be neutralized through the EAC.
Liquidity And Capital Resources
Cash provided from operations decreased approximately $149 million in the first
nine months of 1996, from 1995, primarily due to higher cash operating costs
related to the nuclear outages and costs associated with meeting summer capacity
requirements, partially offset by higher retail sales. Net cash used for
financing activities decreased approximately $275 million primarily due to lower
reacquisitions and retirements of long-term debt and preferred stock, higher
issuances of long-term debt and lower repayment of short-term debt. Cash used
for investments increased approximately $121 million primarily due to an
increase in investments under the NU system Money Pool.
On October 8, 1996, Moody's Investors Service (Moody's) downgraded the senior
securities of CL&P, the Niantic Bay Fuel Trust (NBFT), and CYAPC for the second
time since May 1996. Standard & Poor's Ratings Group (S&P) downgraded the senior
securities of CL&P and NBFT on October 11, 1996. S&P and Moody's also lowered
the commercial paper ratings for CL&P and NBFT to A-3/P-3, increasing the
difficulty for CL&P and NBFT to market commercial paper. All CL&P and NBFT
securities remain on S&P's CreditWatch.
CL&P has taken various actions to ensure that it will have access to adequate
cash resources, at reasonable cost, even if the nuclear outages extend
significantly longer, or the associated costs are significantly greater, than
management currently foresees. These actions have contributed to an increase in
cash, which has been invested in the NU System Money Pool.
CL&P completed a $62 million tax-exempt debt issue in May 1996 and issued $160
million of first-mortgage bonds in June 1996. The net proceeds from the issuance
of CL&P's first-mortgage bonds, plus funds from other sources, will be used to
repay approximately $193 million of CL&P's first-mortgage bonds that are due on
April 1, 1997. Additionally, CL&P established a facility under which it may
sell, from time to time, up to $200 million of fractional interests in its
billed and unbilled accounts receivable, with limited recourse. This facility
has not been used to date.
Under the current revolving credit agreements (The Current Credit Agreements),
$342.5 million of short-term borrowing capacity is available to the
participating NU system companies. The Current Credit Agreements are scheduled
to be decreased to $257 million on November 27, 1996, when one-fourth of the
borrowing capacity expires.
NU, CL&P, and WMECO expect to enter into a new three-year revolving credit
agreement (the New Credit Agreement) in mid-November 1996 with a group of banks.
Under the New Credit Agreement, NU will be able to borrow on a revolving basis
up to $150 million, CL&P will be able to borrow up to $315 million, and WMECO
will be able to borrow up to $150 million, subject to a total borrowing limit of
$315 million for all three borrowers. Once the New Credit Agreement becomes
effective, the Current Credit Agreement will be reduced to $57 million. More
than $400 million of short-term borrowing capacity will be available in the
aggregate to NU, CL&P, and WMECO under: the New Credit Agreement ($315 million);
the Current Credit Agreements that will remain in effect after the New Credit
Agreement becomes effective ($57 million in the aggregate); and informal
uncommitted credit lines with individual banks (approximately $40 million as of
November 15, 1996).
In connection with the arrangement of the New Credit Agreement, NU, CL&P, and
WMECO received authority from the Securities and Exchange Commission to borrow
up to $200 million, $375 million, and $150 million, respectively, on a short-
term basis. Those limits are higher than the previous limits of $150 million,
$325 million, and $60 million, respectively.
For further information on short-term debt, see CL&P's First Quarter 1996 Form
10-Q and 1995 Form 10-K.
CL&P has entered into fuel-swap agreements to reduce a portion of the fuel-price
risk associated with its long-term negotiated energy contracts. These swaps are
not used for trading purposes. The differential paid or received as fuel prices
change is recognized in income when realized. As of September 30, 1996, CL&P had
outstanding swap agreements with a total notional value of approximately $227.3
million. The settlement amounts associated with the swaps increased earnings by
approximately $5.6 million during the first nine months of 1996. CL&P's fuel
swaps seek to minimize exposure associated with rising fuel prices and
effectively fix the cost of fuel and profitability of certain of its long-term
negotiated contract sales.
RESULTS OF OPERATIONS
Income Statement Variances
Millions of Dollars Increase/(Decrease)
Third Year-
Quarter Percent to-Date Percent
Operating revenues $(39) (6)% $ 37 2%
Fuel, purchased and net
interchange power 65 39 143 32
Other operation 11 7 106 24
Maintenance 31 67 77 59
Amortization of
regulatory assets, net 7 31 (8) (20)
Federal and state income taxes (64) (a) (111) (83)
Other income, net 2 (a) 8 (a)
Net income (87) (a) (169) (a)
(a) Percentage greater than 100
Comparison of the Third Quarter of 1996 with the Third Quarter of 1995
Total operating revenues decreased due to lower fuel recoveries, lower retail
sales and lower wholesale revenues. Fuel recoveries decreased $18 million
primarily due to lower average fossil fuel prices and lower base fuel revenues
as a result of lower retail sales. Retail sales decreased 2.1 percent ($9
million) primarily due to milder weather in 1996, partially offset by modest
economic growth in 1996. Wholesale revenues decreased $6 million primarily due
to the expiration in 1995 of some capacity sales contracts.
Fuel, purchased, and net interchange power expense increased primarily due to
higher energy costs in 1996 due to the nuclear outages.
Other operation and maintenance expense increased primarily due to higher costs
associated with the nuclear outages ($18 million) and 1996 costs associated with
meeting summer capacity requirements ($10 million). In addition, these costs
reflect higher office equipment expenses and higher 1996 demand-side-management
costs.
Amortization of regulatory assets, net increased primarily due to lower 1996
cogeneration deferrals and higher 1996 amortization of previously deferred
cogeneration costs ($20 million) and higher amortization as a result of the 1996
Settlement ($15 million), partially offset by the completion of the amortization
of Millstone 3 phase-in costs in 1995 ($24 million).
Federal and state income taxes decreased primarily due to lower book taxable
income.
Comparison of the First Nine Months of 1996 with the First Nine Months of 1995
Total operating revenues increased due to higher retail sales, regulatory
decisions and higher fuel recoveries, partially offset by lower wholesale
revenues. Retail sales increased 2.4 percent ($29 million) primarily due to
modest economic growth in 1996. Regulatory decisions increased revenues by $15
million primarily due to the mid-1995 retail-rate increase, partially offset by
1996 reserves for over-recoveries of demand-side-management costs. Fuel
recoveries increased $14 million primarily due to the recovery GUAC costs.
Wholesale revenues decreased $13 million primarily due to higher recognition in
1995 of lump-sum payments for the termination of a long-term contract and the
expiration in 1995 of some capacity sales contracts.
Fuel, purchased, and net interchange power expense increased primarily due to
higher energy costs in 1996 due to the nuclear outages and the 1996 write-off of
GUAC balances under the 1996 CL&P Settlement, partially offset by lower nuclear
generation.
Other operation and maintenance expense increased primarily due to higher costs
associated with the nuclear outages ($86 million, including $32 million of
reserves for future costs) and 1996 costs associated with meeting summer
capacity requirements ($31 million). In addition, these costs reflect higher
recognition of postretirement benefit costs, higher office equipment expenses,
and higher demand-side-management costs, partially offset by lower 1996 charges
from the regional nuclear generating units.
Amortization of regulatory assets, net decreased primarily due to the completion
of the amortization of Millstone 3 phase-in costs ($72 million), partially
offset by lower 1996 cogeneration deferrals and higher 1996 amortization of
previously deferred cogeneration costs ($52 million) and higher amortization as
a result of the 1996 Settlement ($15 million).
Federal and state income taxes decreased primarily due to lower book taxable
income, partially offset by tax benefits from a favorable tax ruling recognized
during the first quarter of 1995.
Other income, net increased primarily due to the 1995 write-down of CL&P's
wholesale investment in Millstone 3 and a 1995 increase to the environmental
reserve.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
1. In January 1992, a lawsuit was filed against CL&P alleging that the cancer
suffered by one of the plaintiffs was caused by electric and magnetic fields
(EMF) emanating from CL&P's Meadow Street substation and distribution lines.
The Connecticut Superior Court granted summary judgment to CL&P on two counts of
the five count complaint. Following the summary judgment, the plaintiffs
withdrew the remaining three counts. On September 6, 1996, the plaintiffs filed
an appeal of the summary judgment on only one of the two counts in the
Connecticut Appellate Court for the District of New Haven.
For additional information on litigation relating to EMF, see "Item 3.
Legal Proceedings" in CL&P's 1995 Form 10-K.
ITEM 5.OTHER INFORMATION
1. The NRC's Office of Investigations (OI) has been examining various matters
at Millstone and CY, including but not limited to procedural and technical
compliance matters and employee concerns. One of these matters has been
referred, and others may be referred, to the Office of the U. S. Attorney for
the District of Connecticut (U. S. Attorney) for possible criminal prosecution.
The referred matter concerns full core off-load procedures and related matters
at Millstone. The U. S. Attorney is also reviewing possible criminal violations
arising out of certain of NU's other activities at Millstone and CY, including
the 1996 nuclear workforce reduction.
The U. S. Attorney, together with the U. S. Environmental Protection Agency
and the Connecticut Attorney General,is also investigating possible criminal
violations of federal and state environmental laws at certain NU facilities,
including Millstone.
Management does not believe that any system company or officer has engaged
in conduct that would warrant a federal criminal prosecution. NU intends to
fully cooperate with the OI and the U.S. Attorney in their ongoing
investigations.
For more information regarding the full core off-load matter, see "Part II.
Other Information" in CL&P's Form 10-Q for the quarter ended March 31, 1996. For
more information regarding NU's 1996 nuclear workforce reduction and the NRC's
review thereof, see CL&P's 1995 Form 10-K. For more information regarding the
investigation of environmental matters at Millstone, see "Part II. Other
Information" in CL&P's Form 10-Q for the quarter ended June 30, 1996.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Listing of Exhibits:
Exhibit Number Description
27 Financial Data Schedule
(b) Reports on Form 8-K:
1. CL&P filed a Form 8-K dated August 19, 1996 disclosing that:
* A Connecticut court ruled that the Town of Haddam had over-
assessed the CY nuclear power plant.
* NU appointed Bruce Kenyon as President and CEO of NU's nuclear
operations and Mr. Kenyon is in the process of implementing a
nuclear management reorganization.
NU's three Millstone units continue to be out of service and
management is continuing its efforts to bring the units on-line.
* Moody's Investor Service has placed all of the CL&P securities
under review for possible downgrades.
* The DPUC issued a draft decision proposing to replace CL&P's two
existing energy recovery mechanisms with an EAC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE CONNECTICUT LIGHT AND POWER COMPANY
Registrant
Date November 12, 1996 By: /s/ Bernard M. Fox
Bernard M. Fox
Chairman and Director
Date November 12, 1996 By: /s/ John J. Roman
John J. Roman
Vice President and Controller
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