Delaware
|
|
41-0423660
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
Title of each class
|
|
Name of each exchange on which registered
|
Common Stock, par value $1.00
|
|
New York Stock Exchange
|
Large accelerated filer
ý
|
Accelerated filer
o
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
Smaller reporting company
o
|
|
|
|
|
|
GHG
|
Greenhouse gas
|
Great Plains
|
Great Plains Natural Gas Co., a public utility division of the Company
|
GVTC
|
Generation Verification Test Capacity
|
IBEW
|
International Brotherhood of Electrical Workers
|
ICWU
|
International Chemical Workers Union
|
IFRS
|
International Financial Reporting Standards
|
Intermountain
|
Intermountain Gas Company, an indirect wholly owned subsidiary of MDU Energy Capital
|
IPUC
|
Idaho Public Utilities Commission
|
Item 8
|
Financial Statements and Supplementary Data
|
JTL
|
JTL Group, Inc., an indirect wholly owned subsidiary of Knife River
|
Knife River
|
Knife River Corporation, a direct wholly owned subsidiary of Centennial
|
Knife River - Northwest
|
Knife River Corporation - Northwest, an indirect wholly owned subsidiary of Knife River
|
K-Plan
|
Company's 401(k) Retirement Plan
|
kW
|
Kilowatts
|
kWh
|
Kilowatt-hour
|
LTM
|
LTM, Incorporated, an indirect wholly owned subsidiary of Knife River
|
LWG
|
Lower Willamette Group
|
MBbls
|
Thousands of barrels
|
MBOE
|
Thousands of BOE
|
Mcf
|
Thousand cubic feet
|
MD&A
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
Mdk
|
Thousand decatherms
|
MDU Construction Services
|
MDU Construction Services Group, Inc., a direct wholly owned subsidiary of Centennial
|
MDU Energy Capital
|
MDU Energy Capital, LLC, a direct wholly owned subsidiary of the Company
|
MEPP
|
Multiemployer pension plan
|
MISO
|
Midcontinent Independent System Operator, Inc.
|
MMBOE
|
Millions of BOE
|
MMBtu
|
Million Btu
|
MMcf
|
Million cubic feet
|
MMdk
|
Million decatherms
|
MNPUC
|
Minnesota Public Utilities Commission
|
Montana-Dakota
|
Montana-Dakota Utilities Co., a public utility division of the Company
|
Montana DEQ
|
Montana Department of Environmental Quality
|
Montana First Judicial District Court
|
Montana First Judicial District Court, Lewis and Clark County
|
Montana Seventeenth Judicial
District Court
|
Montana Seventeenth Judicial District Court, Phillips County
|
MPPAA
|
Multiemployer Pension Plan Amendments Act of 1980
|
MTPSC
|
Montana Public Service Commission
|
MW
|
Megawatt
|
NDPSC
|
North Dakota Public Service Commission
|
Nevada State District Court
|
District Court Clark County, Nevada
|
NGL
|
Natural gas liquids
|
Notice of Civil Penalty
|
Notice of Civil Penalty Assessment and Order
|
Oil
|
Includes crude oil and condensate
|
Omimex
|
Omimex Canada, Ltd.
|
OPUC
|
Oregon Public Utility Commission
|
Oregon DEQ
|
Oregon State Department of Environmental Quality
|
PCBs
|
Polychlorinated biphenyls
|
Proxy Statement
|
Company's 2016 Proxy Statement
|
PRP
|
Potentially Responsible Party
|
PUD
|
Proved undeveloped
|
RCRA
|
Resource Conservation and Recovery Act
|
|
|
RIN
|
Renewable Identification Number
|
ROD
|
Record of Decision
|
RP
|
Rehabilitation plan
|
SDPUC
|
South Dakota Public Utilities Commission
|
SEC
|
United States Securities and Exchange Commission
|
SEC Defined Prices
|
The average price of oil and natural gas during the applicable 12-month period, determined as an unweighted arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are defined by contractual arrangements, excluding escalations based upon future conditions
|
Securities Act
|
Securities Act of 1933, as amended
|
Securities Act Industry Guide 7
|
Description of Property by Issuers Engaged or to be Engaged in Significant Mining Operations
|
Sheridan System
|
A separate electric system owned by Montana-Dakota
|
South Dakota DENR
|
South Dakota Department of Environment and Natural Resources
|
SourceGas
|
SourceGas Distribution LLC
|
Stock Purchase Plan
|
Company's Dividend Reinvestment and Direct Stock Purchase Plan
|
UA
|
United Association of Journeyman and Apprentices of the Plumbing and Pipefitting Industry of the United States and Canada
|
United States District Court for the District of Montana
|
United States District Court for the District of Montana, Great Falls Division
|
United States Supreme Court
|
Supreme Court of the United States
|
VIE
|
Variable interest entity
|
Washington DOE
|
Washington State Department of Ecology
|
WBI Energy
|
WBI Energy, Inc., an indirect wholly owned subsidiary of WBI Holdings
|
WBI Energy Midstream
|
WBI Energy Midstream, LLC, an indirect wholly owned subsidiary of WBI Holdings
|
WBI Energy Transmission
|
WBI Energy Transmission, Inc., an indirect wholly owned subsidiary of WBI Holdings
|
WBI Holdings
|
WBI Holdings, Inc., a direct wholly owned subsidiary of Centennial
|
WUTC
|
Washington Utilities and Transportation Commission
|
Wygen III
|
100-MW coal-fired electric generating facility near Gillette, Wyoming (25 percent ownership)
|
WYPSC
|
Wyoming Public Service Commission
|
ZRCs
|
Zonal resource credits - a MW of demand equivalent assigned to generators by MISO for meeting system reliability requirements
|
|
|
|
|
|
|
|
|
Generating Station
|
Type
|
Nameplate Rating (kW)
|
|
2015 ZRCs
|
|
(a)
|
2015 Net Generation (kWh in thousands)
|
|
Interconnected System:
|
|
|
|
|
|
|||
North Dakota:
|
|
|
|
|
|
|||
Coyote (b)
|
Steam
|
103,647
|
|
92.7
|
|
|
481,995
|
|
Heskett
|
Steam
|
86,000
|
|
87.2
|
|
|
500,630
|
|
Heskett
|
Combustion Turbine
|
89,038
|
|
70.8
|
|
|
1,211
|
|
Glen Ullin
|
Heat Recovery
|
7,500
|
|
3.4
|
|
|
38,248
|
|
Cedar Hills
|
Wind
|
19,500
|
|
4.5
|
|
|
57,147
|
|
Diesel Units
|
Oil
|
5,475
|
|
3.6
|
|
|
9
|
|
Thunder Spirit
|
Wind
|
107,500
|
|
(c)
|
|
|
11,174
|
|
South Dakota:
|
|
|
|
|
|
|||
Big Stone (b)
|
Steam
|
94,111
|
|
98.8
|
|
|
303,844
|
|
Montana:
|
|
|
|
|
|
|||
Lewis & Clark
|
Steam
|
44,000
|
|
52.1
|
|
|
222,192
|
|
Lewis & Clark
|
Reciprocating Internal Combustion Engine
|
18,700
|
|
(c)
|
|
|
96
|
|
Glendive
|
Combustion Turbine
|
75,522
|
|
73.2
|
|
|
1,212
|
|
Miles City
|
Combustion Turbine
|
23,150
|
|
21.4
|
|
|
443
|
|
Diamond Willow
|
Wind
|
30,000
|
|
5.5
|
|
|
89,144
|
|
|
|
704,143
|
|
513.2
|
|
|
1,707,345
|
|
Sheridan System:
|
|
|
|
|
|
|
|
|
Wyoming:
|
|
|
|
|
|
|
||
Wygen III (b)
|
Steam
|
28,000
|
|
N/A
|
|
|
190,815
|
|
|
|
732,143
|
|
513.2
|
|
|
1,898,160
|
|
(a)
|
Interconnected system only. MISO requires generators to obtain their summer capability through the GVTC. The GVTC is then converted to ZRCs by applying each generator's forced outage factor against its GVTC. Wind generator's ZRCs are calculated based on a wind capacity study performed annually by MISO. ZRCs are used to meet supply obligations within MISO.
|
(b)
|
Reflects Montana-Dakota's ownership interest.
|
(c)
|
Pending accreditation.
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
Average cost of coal per MMBtu
|
$
|
1.75
|
|
$
|
1.74
|
|
$
|
1.73
|
|
Average cost of coal per ton
|
$
|
25.41
|
|
$
|
25.11
|
|
$
|
25.32
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of Sites
(Crushed Stone)
|
|
Number of Sites
(Sand & Gravel)
|
|
Tons Sold (000's)
|
Estimated Reserves
(000's tons)
|
|
Lease Expiration
|
Reserve
Life
(years)
|
|
|||||||||||
Production Area
|
owned
|
|
leased
|
|
|
owned
|
|
leased
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||||
Anchorage, AK
|
—
|
|
—
|
|
|
1
|
|
—
|
|
|
1,837
|
|
1,665
|
|
1,074
|
|
17,315
|
|
N/A
|
11
|
|
Hawaii
|
—
|
|
6
|
|
|
—
|
|
—
|
|
|
1,892
|
|
1,840
|
|
1,672
|
|
53,992
|
|
2017-2064
|
30
|
|
Northern CA
|
—
|
|
—
|
|
|
9
|
|
1
|
|
|
1,580
|
|
1,340
|
|
1,525
|
|
52,204
|
|
2018
|
35
|
|
Southern CA
|
—
|
|
2
|
|
|
—
|
|
—
|
|
|
118
|
|
147
|
|
241
|
|
91,846
|
|
2035
|
Over 100
|
|
Portland, OR
|
1
|
|
3
|
|
|
5
|
|
3
|
|
|
3,562
|
|
3,244
|
|
3,343
|
|
225,148
|
|
2025-2055
|
67
|
|
Eugene, OR
|
3
|
|
4
|
|
|
4
|
|
—
|
|
|
819
|
|
928
|
|
825
|
|
155,566
|
|
2016-2046
|
Over 100
|
|
Central OR/WA/ID
|
1
|
|
1
|
|
|
5
|
|
4
|
|
|
1,493
|
|
1,254
|
|
1,045
|
|
113,867
|
|
2020-2077
|
90
|
|
Southwest OR
|
5
|
|
5
|
|
|
12
|
|
5
|
|
|
1,872
|
|
1,624
|
|
1,465
|
|
93,592
|
|
2017-2053
|
57
|
|
Central MT
|
—
|
|
—
|
|
|
1
|
|
2
|
|
|
1,383
|
|
1,260
|
|
1,236
|
|
26,094
|
|
2023-2027
|
20
|
|
Northwest MT
|
—
|
|
—
|
|
|
7
|
|
2
|
|
|
1,423
|
|
1,486
|
|
1,242
|
|
63,140
|
|
2016-2020
|
46
|
|
Wyoming
|
—
|
|
—
|
|
|
1
|
|
1
|
|
|
888
|
|
952
|
|
983
|
|
9,731
|
|
2019
|
10
|
|
Central MN
|
—
|
|
1
|
|
|
38
|
|
12
|
|
|
2,556
|
|
1,674
|
|
1,578
|
|
55,091
|
|
2016-2028
|
28
|
|
Northern MN
|
2
|
|
—
|
|
|
14
|
|
5
|
|
|
595
|
|
491
|
|
349
|
|
25,330
|
|
2016-2017
|
53
|
|
ND/SD
|
—
|
|
—
|
|
|
3
|
|
19
|
|
|
1,959
|
|
2,377
|
|
1,862
|
|
27,453
|
|
2016-2031
|
13
|
|
Texas
|
1
|
|
2
|
|
|
1
|
|
—
|
|
|
1,138
|
|
903
|
|
672
|
|
12,144
|
|
2022
|
13
|
|
Sales from other sources
|
|
|
|
|
|
|
3,844
|
|
4,642
|
|
5,601
|
|
|
|
|
||||||
|
|
|
|
|
|
|
26,959
|
|
25,827
|
|
24,713
|
|
1,022,513
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|
|
(000's of tons)
|
|
|
||
Aggregate reserves:
|
|
|
|
|||
Beginning of year
|
1,061,156
|
|
1,083,376
|
|
1,088,236
|
|
Acquisitions
|
7,406
|
|
12,343
|
|
22,682
|
|
Sales volumes*
|
(23,115
|
)
|
(21,185
|
)
|
(19,112
|
)
|
Other**
|
(22,934
|
)
|
(13,378
|
)
|
(8,430
|
)
|
End of year
|
1,022,513
|
|
1,061,156
|
|
1,083,376
|
|
*
|
Excludes sales from other sources.
|
**
|
Includes property sales, revisions of previous estimates and expiring leases.
|
|
|
|
|
|
|
|
|
|
|
|
•
|
A severe prolonged economic downturn
|
•
|
The bankruptcy of unrelated industry leaders in the same line of business
|
•
|
Deterioration in capital market conditions
|
•
|
Turmoil in the financial services industry
|
•
|
Volatility in commodity prices
|
•
|
Terrorist attacks
|
•
|
Cyber attacks
|
|
|
|
|
|
|
|
|
•
|
Acquisition, disposal and impairments of assets or facilities
|
•
|
Changes in operation, performance and construction of plant facilities or other assets
|
•
|
Changes in present or prospective generation
|
•
|
The ability to obtain adequate and timely cost recovery for the Company's regulated operations through regulatory proceedings
|
•
|
The availability of economic expansion or development opportunities
|
•
|
Population growth rates and demographic patterns
|
•
|
Market demand for, available supplies of, and/or costs of, energy- and construction-related products and services
|
•
|
The cyclical nature of large construction projects at certain operations
|
•
|
Changes in tax rates or policies
|
•
|
Unanticipated project delays or changes in project costs, including related energy costs
|
•
|
Unanticipated changes in operating expenses or capital expenditures
|
•
|
Labor negotiations or disputes
|
•
|
Inability of contract counterparties to meet their contractual obligations
|
•
|
Changes in accounting principles and/or the application of such principles to the Company
|
•
|
Changes in technology
|
•
|
Changes in legal or regulatory proceedings
|
•
|
The ability to effectively integrate the operations and the internal controls of acquired companies
|
•
|
The ability to attract and retain skilled labor and key personnel
|
•
|
Increases in employee and retiree benefit costs and funding requirements
|
|
|
|
Common
Stock Price
(High)
|
|
Common
Stock Price
(Low)
|
|
Common Stock Dividends
Declared
Per Share
|
|
|||
2015
|
|
|
|
||||||
First quarter
|
|
$24.51
|
|
|
$20.01
|
|
|
$.1825
|
|
Second quarter
|
23.12
|
|
19.22
|
|
.1825
|
|
|||
Third quarter
|
19.73
|
|
16.15
|
|
.1825
|
|
|||
Fourth quarter
|
19.66
|
|
16.26
|
|
.1875
|
|
|||
|
|
|
|
$.7350
|
|
||||
2014
|
|
|
|
||||||
First quarter
|
|
$35.10
|
|
|
$29.62
|
|
|
$.1775
|
|
Second quarter
|
36.05
|
|
32.45
|
|
.1775
|
|
|||
Third quarter
|
35.41
|
|
27.35
|
|
.1775
|
|
|||
Fourth quarter
|
28.51
|
|
21.33
|
|
.1825
|
|
|||
|
|
|
|
$.7150
|
|
Period
|
(a)
Total Number
of Shares
(or Units)
Purchased (1)
|
|
(b)
Average Price Paid per Share
(or Unit)
|
|
(c)
Total Number of Shares
(or Units) Purchased
as Part of Publicly
Announced Plans
or Programs (2)
|
(d)
Maximum Number (or
Approximate Dollar
Value) of Shares (or
Units) that May Yet Be
Purchased Under the
Plans or Programs (2)
|
|
October 1 through October 31, 2015
|
—
|
|
|
|
|
||
November 1 through November 30, 2015
|
54,351
|
|
|
$18.21
|
|
|
|
December 1 through December 31, 2015
|
3,830
|
|
16.97
|
|
|
|
|
Total
|
58,181
|
|
|
|
|
(1)
|
Represents shares of common stock purchased on the open market in connection with annual stock grants made to the Company's non-employee directors and for those directors who elected to receive additional shares of common stock in lieu of a portion of their cash retainer.
|
(2)
|
Not applicable. The Company does not currently have in place any publicly announced plans or programs to purchase equity securities.
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
||||||
Selected Financial Data
|
|
|
|
|
|
|
||||||||||||
Operating revenues (000's):
|
|
|
|
|
|
|
||||||||||||
Electric
|
$
|
280,615
|
|
$
|
277,874
|
|
$
|
257,260
|
|
$
|
236,895
|
|
$
|
225,468
|
|
$
|
211,544
|
|
Natural gas distribution
|
817,419
|
|
921,986
|
|
851,945
|
|
754,848
|
|
907,400
|
|
892,708
|
|
||||||
Pipeline and midstream
|
156,236
|
|
157,365
|
|
144,571
|
|
142,610
|
|
152,972
|
|
175,961
|
|
||||||
Construction materials and contracting
|
1,904,282
|
|
1,765,330
|
|
1,712,137
|
|
1,617,425
|
|
1,510,010
|
|
1,445,148
|
|
||||||
Construction services
|
926,427
|
|
1,119,529
|
|
1,039,839
|
|
938,558
|
|
854,389
|
|
789,100
|
|
||||||
Refining
|
178,262
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Other
|
9,191
|
|
9,364
|
|
9,620
|
|
10,370
|
|
11,446
|
|
7,727
|
|
||||||
Intersegment eliminations
|
(80,883
|
)
|
(136,632
|
)
|
(95,201
|
)
|
(74,595
|
)
|
(68,482
|
)
|
(49,125
|
)
|
||||||
|
$
|
4,191,549
|
|
$
|
4,114,816
|
|
$
|
3,920,171
|
|
$
|
3,626,111
|
|
$
|
3,593,203
|
|
$
|
3,473,063
|
|
Operating income (loss) (000's):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Electric
|
$
|
57,955
|
|
$
|
61,331
|
|
$
|
54,274
|
|
$
|
49,852
|
|
$
|
49,096
|
|
$
|
48,296
|
|
Natural gas distribution
|
53,810
|
|
65,633
|
|
78,829
|
|
67,579
|
|
82,856
|
|
75,697
|
|
||||||
Pipeline and midstream
|
29,988
|
|
46,713
|
|
20,896
|
|
49,139
|
|
45,365
|
|
46,310
|
|
||||||
Construction materials and contracting
|
146,026
|
|
86,462
|
|
93,629
|
|
57,864
|
|
51,092
|
|
63,045
|
|
||||||
Construction services
|
43,376
|
|
82,309
|
|
85,246
|
|
66,531
|
|
39,144
|
|
33,352
|
|
||||||
Refining
|
(68,860
|
)
|
(9,097
|
)
|
(850
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Other
|
(5,700
|
)
|
(4,028
|
)
|
(4,146
|
)
|
(5,325
|
)
|
(7,079
|
)
|
(10,854
|
)
|
||||||
Intersegment eliminations
|
(2,462
|
)
|
(9,900
|
)
|
(7,176
|
)
|
—
|
|
—
|
|
—
|
|
||||||
|
$
|
254,133
|
|
$
|
319,423
|
|
$
|
320,702
|
|
$
|
285,640
|
|
$
|
260,474
|
|
$
|
255,846
|
|
Earnings (loss) on common stock (000's):
|
|
|
|
|
|
|
|
|
|
|
||||||||
Electric
|
$
|
35,914
|
|
$
|
36,731
|
|
$
|
34,837
|
|
$
|
30,634
|
|
$
|
29,258
|
|
$
|
28,908
|
|
Natural gas distribution
|
23,607
|
|
30,484
|
|
37,656
|
|
29,409
|
|
38,398
|
|
36,944
|
|
||||||
Pipeline and midstream
|
13,250
|
|
24,666
|
|
7,701
|
|
26,588
|
|
23,082
|
|
23,208
|
|
||||||
Construction materials and contracting
|
89,096
|
|
51,510
|
|
50,946
|
|
32,420
|
|
26,430
|
|
29,609
|
|
||||||
Construction services
|
23,762
|
|
54,432
|
|
52,213
|
|
38,429
|
|
21,627
|
|
17,982
|
|
||||||
Refining
|
(22,457
|
)
|
(2,038
|
)
|
(72
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Other
|
(12,376
|
)
|
(7,317
|
)
|
(10,605
|
)
|
(7,209
|
)
|
(5,918
|
)
|
8,508
|
|
||||||
Intersegment eliminations
|
(1,531
|
)
|
(6,095
|
)
|
(4,307
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Earnings on common stock before income (loss) from discontinued operations
|
149,265
|
|
182,373
|
|
168,369
|
|
150,271
|
|
132,877
|
|
145,159
|
|
||||||
Income (loss) from discontinued operations, net of tax*
|
(772,385
|
)
|
115,175
|
|
109,879
|
|
(151,710
|
)
|
79,464
|
|
94,815
|
|
||||||
|
$
|
(623,120
|
)
|
$
|
297,548
|
|
$
|
278,248
|
|
$
|
(1,439
|
)
|
$
|
212,341
|
|
$
|
239,974
|
|
Earnings (loss) per common share before discontinued operations - diluted
|
$
|
.77
|
|
$
|
.95
|
|
$
|
.89
|
|
$
|
.80
|
|
$
|
.70
|
|
$
|
.77
|
|
Discontinued operations, net of tax
|
(3.97
|
)
|
.60
|
|
.58
|
|
(.81
|
)
|
.42
|
|
.50
|
|
||||||
|
$
|
(3.20
|
)
|
$
|
1.55
|
|
$
|
1.47
|
|
$
|
(.01
|
)
|
$
|
1.12
|
|
$
|
1.27
|
|
Common Stock Statistics
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding -diluted (000's)
|
194,986
|
|
192,587
|
|
189,693
|
|
188,826
|
|
188,905
|
|
188,229
|
|
||||||
Dividends declared per common share
|
$
|
.7350
|
|
$
|
.7150
|
|
$
|
.6950
|
|
$
|
.6750
|
|
$
|
.6550
|
|
$
|
.6350
|
|
Book value per common share
|
$
|
12.83
|
|
$
|
16.66
|
|
$
|
15.01
|
|
$
|
13.95
|
|
$
|
14.62
|
|
$
|
14.22
|
|
Market price per common share (year end)
|
$
|
18.32
|
|
$
|
23.50
|
|
$
|
30.55
|
|
$
|
21.24
|
|
$
|
21.46
|
|
$
|
20.27
|
|
Market price ratios:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Dividend payout**
|
95
|
%
|
75
|
%
|
78
|
%
|
84
|
%
|
94
|
%
|
82
|
%
|
||||||
Yield
|
4.1
|
%
|
3.1
|
%
|
2.3
|
%
|
3.2
|
%
|
3.1
|
%
|
3.2
|
%
|
||||||
Market value as a percent of book value
|
142.8
|
%
|
141.1
|
%
|
203.5
|
%
|
152.3
|
%
|
146.8
|
%
|
142.5
|
%
|
*
|
Reflects oil and natural gas properties noncash write-downs of
$315.3 million
(after tax) and $246.8 million (after tax) in 2015 and 2012, respectively, and fair value impairments of assets held for sale of $475.4 million (after tax) in 2015.
|
**
|
Based on continuing operations.
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
||||||
General
|
|
|
|
|
|
|
||||||||||||
Total assets (000's)
|
$
|
6,627,608
|
|
$
|
7,832,408
|
|
$
|
7,073,447
|
|
$
|
6,708,666
|
|
$
|
6,583,597
|
|
$
|
6,310,976
|
|
Total long-term debt (000's)
|
$
|
1,871,232
|
|
$
|
2,093,830
|
|
$
|
1,853,112
|
|
$
|
1,743,000
|
|
$
|
1,422,207
|
|
$
|
1,503,813
|
|
Capitalization ratios:
|
|
|
|
|
|
|
|
|||||||||||
Common equity
|
57
|
%
|
61
|
%
|
60
|
%
|
60
|
%
|
66
|
%
|
64
|
%
|
||||||
Total debt
|
43
|
|
39
|
|
40
|
|
40
|
|
34
|
|
36
|
|
||||||
|
100
|
%
|
100
|
%
|
100
|
%
|
100
|
%
|
100
|
%
|
100
|
%
|
||||||
Electric
|
|
|
|
|
|
|
||||||||||||
Retail sales (thousand kWh)
|
3,316,017
|
|
3,308,358
|
|
3,173,086
|
|
2,996,528
|
|
2,878,852
|
|
2,785,710
|
|
||||||
Electric system summer and firm purchase contract ZRCs (Interconnected system)
|
547.3
|
|
584.0
|
|
583.5
|
|
552.8
|
|
572.8
|
|
553.3
|
|
||||||
Electric system peak demand obligation, including firm purchase contracts, planning reserve margin requirement (Interconnected system)
|
547.3
|
|
522.4
|
|
508.3
|
|
550.7
|
|
524.2
|
|
529.5
|
|
||||||
Demand peak - kW (Interconnected system)
|
611,542
|
|
582,083
|
|
573,587
|
|
573,587
|
|
535,761
|
|
525,643
|
|
||||||
Electricity produced (thousand kWh)
|
1,898,160
|
|
2,519,938
|
|
2,430,001
|
|
2,299,686
|
|
2,488,337
|
|
2,472,288
|
|
||||||
Electricity purchased (thousand kWh)
|
1,658,002
|
|
1,010,422
|
|
971,261
|
|
870,516
|
|
645,567
|
|
521,156
|
|
||||||
Average cost of fuel and purchased power per kWh
|
$
|
.024
|
|
$
|
.025
|
|
$
|
.025
|
|
$
|
.023
|
|
$
|
.021
|
|
$
|
.021
|
|
Natural Gas Distribution
|
|
|
|
|
|
|
|
|
|
|||||||||
Sales (Mdk)
|
95,559
|
|
104,297
|
|
108,260
|
|
93,810
|
|
103,237
|
|
95,480
|
|
||||||
Transportation (Mdk)
|
154,225
|
|
145,941
|
|
149,490
|
|
132,010
|
|
124,227
|
|
135,823
|
|
||||||
Degree days (% of normal)
|
|
|
|
|
|
|
|
|
|
|||||||||
Montana-Dakota/Great Plains
|
88
|
%
|
103
|
%
|
105
|
%
|
84
|
%
|
101
|
%
|
98
|
%
|
||||||
Cascade
|
83
|
%
|
89
|
%
|
98
|
%
|
96
|
%
|
103
|
%
|
96
|
%
|
||||||
Intermountain
|
89
|
%
|
95
|
%
|
110
|
%
|
91
|
%
|
107
|
%
|
100
|
%
|
||||||
Pipeline and Midstream
|
|
|
|
|
|
|
|
|
|
|||||||||
Transportation (Mdk)
|
290,494
|
|
233,483
|
|
178,598
|
|
137,720
|
|
113,217
|
|
140,528
|
|
||||||
Gathering (Mdk)
|
33,441
|
|
38,372
|
|
40,737
|
|
47,084
|
|
66,500
|
|
77,154
|
|
||||||
Customer natural gas storage balance (Mdk)
|
16,600
|
|
14,885
|
|
26,693
|
|
43,731
|
|
36,021
|
|
58,784
|
|
||||||
Construction Materials and Contracting
|
|
|
|
|
|
|
|
|
|
|||||||||
Sales (000's):
|
|
|
|
|
|
|
||||||||||||
Aggregates (tons)
|
26,959
|
|
25,827
|
|
24,713
|
|
23,285
|
|
24,736
|
|
23,349
|
|
||||||
Asphalt (tons)
|
6,705
|
|
6,070
|
|
6,228
|
|
5,988
|
|
6,709
|
|
6,279
|
|
||||||
Ready-mixed concrete (cubic yards)
|
3,592
|
|
3,460
|
|
3,223
|
|
3,157
|
|
2,864
|
|
2,764
|
|
||||||
Aggregate reserves (000's tons)
|
1,022,513
|
|
1,061,156
|
|
1,083,376
|
|
1,088,236
|
|
1,088,833
|
|
1,107,396
|
|
||||||
Refining
|
|
|
|
|
|
|
||||||||||||
Refined product sales (MBbls)
|
|
|
|
|
|
|
||||||||||||
Diesel fuel
|
1,072
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
||||||
Naphtha
|
996
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
||||||
ATBs and other
|
884
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
||||||
Total refined product sales
|
2,952
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
Dakota Prairie Refinery began commercial operation in 2015.
|
|
|
|
•
|
Organic growth as well as a continued disciplined approach to the acquisition of well-managed companies and properties
|
•
|
The elimination of system-wide cost redundancies through increased focus on integration of operations and standardization and consolidation of various support services and functions across companies within the organization
|
•
|
The development of projects that are accretive to earnings per share and return on invested capital
|
•
|
Divestiture of certain assets to fund capital growth projects throughout the Company
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(Dollars in millions, where applicable)
|
||||||||
Electric
|
$
|
35.9
|
|
$
|
36.7
|
|
$
|
34.8
|
|
Natural gas distribution
|
23.6
|
|
30.5
|
|
37.7
|
|
|||
Pipeline and midstream
|
13.3
|
|
24.7
|
|
7.7
|
|
|||
Construction materials and contracting
|
89.1
|
|
51.5
|
|
50.9
|
|
|||
Construction services
|
23.8
|
|
54.5
|
|
52.2
|
|
|||
Refining
|
(22.5
|
)
|
(2.1
|
)
|
(.1
|
)
|
|||
Other
|
(12.4
|
)
|
(7.2
|
)
|
(10.6
|
)
|
|||
Intersegment eliminations
|
(1.5
|
)
|
(6.2
|
)
|
(4.3
|
)
|
|||
Earnings before discontinued operations
|
149.3
|
|
182.4
|
|
168.3
|
|
|||
Income (loss) from discontinued operations, net of tax
|
(772.4
|
)
|
115.1
|
|
109.9
|
|
|||
Earnings (loss) on common stock
|
$
|
(623.1
|
)
|
$
|
297.5
|
|
$
|
278.2
|
|
Earnings (loss) per common share - basic:
|
|
|
|
||||||
Earnings before discontinued operations
|
$
|
.77
|
|
$
|
.95
|
|
$
|
.89
|
|
Discontinued operations, net of tax
|
(3.97
|
)
|
.60
|
|
.58
|
|
|||
Earnings (loss) per common share - basic
|
$
|
(3.20
|
)
|
$
|
1.55
|
|
$
|
1.47
|
|
Earnings (loss) per common share - diluted:
|
|
|
|
||||||
Earnings before discontinued operations
|
$
|
.77
|
|
$
|
.95
|
|
$
|
.89
|
|
Discontinued operations, net of tax
|
(3.97
|
)
|
.60
|
|
.58
|
|
|||
Earnings (loss) per common share - diluted
|
$
|
(3.20
|
)
|
$
|
1.55
|
|
$
|
1.47
|
|
|
|
•
|
Discontinued operations which had a fair value impairment of the Company's assets held for sale of
$475.4 million
(after tax); a
$315.3 million
after-tax noncash write-down of oil and natural gas properties; lower average realized commodity prices, excluding gain/loss on commodity derivatives; and decreased oil production; partially offset by lower depreciation, depletion and amortization expense and lease operating expense
|
•
|
Lower workloads and margins in the Western region and lower equipment rental sales and margins at the construction services business
|
•
|
Higher operation and maintenance, largely due to higher rail-related and contract services costs with commencement of operations of Dakota Prairie Refinery occurring in May 2015
|
•
|
Impairments of natural gas gathering assets of $10.6 million (after tax) at the pipeline and midstream business
|
•
|
Higher depreciation, depletion and amortization expense due to plant additions and lower natural gas sales volumes offset in part by natural gas retail rate increases at the natural gas distribution business
|
•
|
The absence of the 2013 impairment of coalbed natural gas gathering assets of $9.0 million (after tax), as discussed in Item 8 - Note
1
, as well as higher earnings due to increased transportation rates and higher earnings from the Company's interest in the Pronghorn oil and natural gas gathering and processing assets; partially offset by lower storage services earnings at the pipeline and midstream business
|
•
|
Other earnings increased resulting from favorable income tax changes, due to the resolution of certain tax matters and higher income tax benefits
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(Dollars in millions, where applicable)
|
||||||||
Operating revenues
|
$
|
280.6
|
|
$
|
277.9
|
|
$
|
257.3
|
|
Operating expenses:
|
|
|
|
|
|||||
Fuel and purchased power
|
86.2
|
|
89.3
|
|
83.5
|
|
|||
Operation and maintenance
|
87.7
|
|
81.1
|
|
76.5
|
|
|||
Depreciation, depletion and amortization
|
37.6
|
|
35.0
|
|
32.8
|
|
|||
Taxes, other than income
|
11.1
|
|
11.1
|
|
10.2
|
|
|||
|
222.6
|
|
216.5
|
|
203.0
|
|
|||
Operating income
|
58.0
|
|
61.4
|
|
54.3
|
|
|||
Earnings
|
$
|
35.9
|
|
$
|
36.7
|
|
$
|
34.8
|
|
Retail sales (million kWh)
|
3,316.0
|
|
3,308.4
|
|
3,173.1
|
|
|||
Average cost of fuel and purchased power per kWh
|
$
|
.024
|
|
$
|
.025
|
|
$
|
.025
|
|
•
|
Higher operation and maintenance expense, which includes $4.3 million (after tax) largely related to higher contract services, primarily related to a planned outage at an electric generation station, and higher payroll and benefit-related costs
|
•
|
Higher depreciation, depletion and amortization expense of $1.6 million (after tax) due to increased property, plant and equipment balances
|
•
|
Higher net interest expense, which includes $1.1 million (after tax) due to higher long-term debt
|
•
|
Increased electric retail sales margins, primarily due to rate recovery of new generation
|
|
|
•
|
Higher other income, which includes $3.5 million (after tax) primarily related to allowance for funds used during construction
|
•
|
Higher operation and maintenance expense, which includes $3.5 million (after tax) largely related to higher benefit-related costs and increased contract services
|
•
|
Higher net interest expense, which includes $1.8 million (after tax) due to higher long-term debt
|
•
|
Higher depreciation, depletion and amortization expense of $1.4 million (after tax) due to increased property, plant and equipment balances
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(Dollars in millions, where applicable)
|
||||||||
Operating revenues
|
$
|
817.4
|
|
$
|
922.0
|
|
$
|
851.9
|
|
Operating expenses:
|
|
|
|
||||||
Purchased natural gas sold
|
499.0
|
|
603.2
|
|
534.8
|
|
|||
Operation and maintenance
|
153.5
|
|
150.2
|
|
142.3
|
|
|||
Depreciation, depletion and amortization
|
64.8
|
|
54.7
|
|
50.0
|
|
|||
Taxes, other than income
|
46.3
|
|
48.3
|
|
46.0
|
|
|||
|
763.6
|
|
856.4
|
|
773.1
|
|
|||
Operating income
|
53.8
|
|
65.6
|
|
78.8
|
|
|||
Earnings
|
$
|
23.6
|
|
$
|
30.5
|
|
$
|
37.7
|
|
Volumes (MMdk):
|
|
|
|
||||||
Sales
|
95.6
|
|
104.3
|
|
108.3
|
|
|||
Transportation
|
154.2
|
|
145.9
|
|
149.5
|
|
|||
Total throughput
|
249.8
|
|
250.2
|
|
257.8
|
|
|||
Degree days (% of normal)*
|
|
|
|
||||||
Montana-Dakota/Great Plains
|
88
|
%
|
103
|
%
|
105
|
%
|
|||
Cascade
|
83
|
%
|
89
|
%
|
98
|
%
|
|||
Intermountain
|
89
|
%
|
95
|
%
|
110
|
%
|
|||
Average cost of natural gas, including transportation, per dk
|
$
|
5.22
|
|
$
|
5.78
|
|
$
|
4.94
|
|
*
|
Degree days are a measure of the daily temperature-related demand for energy for heating.
|
|
•
|
Higher depreciation, depletion and amortization expense of $6.3 million (after tax), largely resulting from increased property, plant and equipment balances
|
•
|
Lower natural gas sales margins, primarily lower retail sales volumes of 8 percent to all customer classes due to warmer weather than the prior year, partially offset by approved rate increases effective in 2015 and increased transportation volumes
|
•
|
Higher operation and maintenance expense, which includes $4.8 million (after tax) largely related to higher payroll and benefits-related costs
|
•
|
Higher depreciation, depletion and amortization expense of $2.9 million (after tax), primarily resulting from increased property, plant and equipment balances
|
•
|
The absence of the 2013 $2.8 million (after tax) gain on the sale of Montana-Dakota's nonregulated appliance service and repair business
|
|
|
•
|
Higher other income, which includes $2.1 million (after tax) largely related to allowance for funds used during construction
|
•
|
Higher natural gas retail sales margins, primarily resulting from approved rate increases effective in late 2013, largely offset by lower sales volumes of 4 percent ($4.3 million after tax) in certain jurisdictions due to warmer weather than the prior year
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(Dollars in millions)
|
||||||||
Operating revenues
|
$
|
156.2
|
|
$
|
157.4
|
|
$
|
144.6
|
|
Operating expenses:
|
|
|
|
||||||
Purchased natural gas sold
|
1.2
|
|
—
|
|
—
|
|
|||
Operation and maintenance*
|
84.8
|
|
68.1
|
|
81.0
|
|
|||
Depreciation, depletion and amortization
|
28.0
|
|
29.8
|
|
29.1
|
|
|||
Taxes, other than income
|
12.2
|
|
12.8
|
|
13.6
|
|
|||
|
126.2
|
|
110.7
|
|
123.7
|
|
|||
Operating income
|
30.0
|
|
46.7
|
|
20.9
|
|
|||
Earnings*
|
$
|
13.3
|
|
$
|
24.7
|
|
$
|
7.7
|
|
Transportation volumes (MMdk)
|
290.5
|
|
233.5
|
|
178.6
|
|
|||
Natural gas gathering volumes (MMdk)
|
33.4
|
|
38.4
|
|
40.7
|
|
|||
Customer natural gas storage balance (MMdk):
|
|
|
|
||||||
Beginning of period
|
14.9
|
|
26.7
|
|
43.7
|
|
|||
Net injection (withdrawal)
|
1.7
|
|
(11.8
|
)
|
(17.0
|
)
|
|||
End of period
|
16.6
|
|
14.9
|
|
26.7
|
|
*
|
Reflects impairments of natural gas gathering assets of $17.1 million ($10.6 million after tax) in 2015 and coalbed natural gas gathering assets of $14.5 million ($9.0 million after tax) in 2013, as discussed in Item 8 - Note
1
; as well as a net benefit of $2.5 million ($1.5 million after tax) in 2013 related to the natural gas gathering operations litigation, largely reflected in operation and maintenance expense, as discussed in Item 8 - Note
17
.
|
|
•
|
Impairment of natural gas gathering assets of $10.6 million (after tax) included in operation and maintenance expense, as discussed in Item 8 - Note
1
|
•
|
Lower gathering and processing earnings of $5.2 million (after tax), primarily lower processing prices and natural gas gathering volumes
|
•
|
Lower storage services earnings, primarily due to lower interruptible storage withdrawal volumes and lower average balances
|
•
|
Absence of the 2013 impairment of coalbed natural gas gathering assets of $9.0 million (after tax), as discussed in Item 8 - Note
1
|
•
|
Higher earnings of $5.6 million (after tax) due to increased transportation rates, primarily due to a rate case settlement, and higher volumes
|
•
|
Higher earnings from the Company's interest in the Pronghorn oil and natural gas gathering and processing assets, primarily due to higher volumes
|
•
|
Favorable income tax changes, including $1.0 million of higher income tax benefits
|
•
|
Lower operation and maintenance expense (excluding the asset impairment, net benefit related to natural gas gathering operations litigation and Pronghorn-related expense), which includes $800,000 (after tax) largely related to legal and abandonment costs offset in part by higher payroll and benefit-related costs
|
•
|
Lower storage services earnings of $3.5 million (after tax), largely due to lower average storage balances and lower rates
|
•
|
Absence of the net benefit in 2013 of $1.5 million (after tax) related to the natural gas gathering operations litigation, as discussed in Item 8 - Note
17
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(Dollars in millions)
|
||||||||
Operating revenues
|
$
|
1,904.3
|
|
$
|
1,765.3
|
|
$
|
1,712.1
|
|
Operating expenses:
|
|
|
|
||||||
Operation and maintenance*
|
1,652.3
|
|
1,571.5
|
|
1,505.2
|
|
|||
Depreciation, depletion and amortization
|
65.9
|
|
68.6
|
|
74.5
|
|
|||
Taxes, other than income
|
40.1
|
|
38.8
|
|
38.8
|
|
|||
|
1,758.3
|
|
1,678.9
|
|
1,618.5
|
|
|||
Operating income
|
146.0
|
|
86.4
|
|
93.6
|
|
|||
Earnings*
|
$
|
89.1
|
|
$
|
51.5
|
|
$
|
50.9
|
|
Sales (000's):
|
|
|
|
||||||
Aggregates (tons)
|
26,959
|
|
25,827
|
|
24,713
|
|
|||
Asphalt (tons)
|
6,705
|
|
6,070
|
|
6,228
|
|
|||
Ready-mixed concrete (cubic yards)
|
3,592
|
|
3,460
|
|
3,223
|
|
*
|
Reflects a MEPP withdrawal liability of approximately $2.4 million ($1.5 million after tax) in first quarter 2015 and $14.0 million ($8.4 million after tax) in fourth quarter 2014. For more information, see Item 8 - Note
14
.
|
|
•
|
Higher earnings of $9.1 million (after tax) resulting from higher ready-mixed concrete margins and volumes
|
•
|
Higher earnings of $7.2 million (after tax) resulting from higher asphalt margins and volumes, which includes lower asphalt oil costs
|
•
|
A MEPP withdrawal liability of $1.5 million (after tax) in 2015, compared to $8.4 million (after tax) in 2014, as discussed in Item 8 - Note
14
|
•
|
Higher earnings of $6.1 million (after tax) resulting from higher construction revenues and margins including the effects of favorable weather
|
•
|
Higher earnings of $1.6 million (after tax) resulting from higher aggregate margins and volumes
|
•
|
Higher earnings resulting from higher other product line margins and volumes
|
•
|
Favorable income tax changes, which includes $3.1 million related to the resolution of certain income tax matters and higher income tax benefits
|
•
|
Higher earnings resulting from higher asphalt margins
|
•
|
Higher earnings of $1.9 million (after tax) resulting from higher ready-mixed concrete volumes and margins
|
•
|
Higher earnings of $1.7 million (after tax) resulting from higher aggregate margins and volumes
|
•
|
Lower interest expense of $600,000 (after tax) due to lower average debt balances
|
•
|
A MEPP withdrawal liability of $8.4 million (after tax), as discussed in Item 8 - Note
14
|
•
|
Higher selling, general and administrative expense of $1.9 million (after tax), primarily due to higher payroll and benefit-related costs
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In millions)
|
||||||||
Operating revenues
|
$
|
926.4
|
|
$
|
1,119.5
|
|
$
|
1,039.8
|
|
Operating expenses:
|
|
|
|
||||||
Operation and maintenance
|
838.5
|
|
990.7
|
|
910.7
|
|
|||
Depreciation, depletion and amortization
|
13.4
|
|
12.9
|
|
11.9
|
|
|||
Taxes, other than income
|
31.1
|
|
33.6
|
|
32.0
|
|
|||
|
883.0
|
|
1,037.2
|
|
954.6
|
|
|||
Operating income
|
43.4
|
|
82.3
|
|
85.2
|
|
|||
Earnings
|
$
|
23.8
|
|
$
|
54.5
|
|
$
|
52.2
|
|
•
|
Lower earnings of $25.1 million (after tax) largely due to lower workloads and margins in the Western region resulting from substantial completion of significant projects in 2014, lower equipment sales and rental margins, lower margins in the Central region and lower electrical supply sales and margins
|
•
|
The absence of the favorable resolution of certain income tax matters and higher income tax benefits in 2014
|
•
|
Favorable income tax changes, which includes $3.9 million related to the resolution of certain income tax matters and higher income tax benefits
|
•
|
Higher margins, including higher electrical supply sales and margins, higher margins in the Central region and higher workloads and margins in the Western region, partially offset by lower equipment sales revenues
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(Dollars in millions)
|
||||||||
Operating revenues
|
$
|
178.3
|
|
$
|
—
|
|
$
|
—
|
|
Operating expenses:
|
|
|
|
||||||
Cost of crude oil
|
159.8
|
|
—
|
|
—
|
|
|||
Operation and maintenance
|
69.2
|
|
7.6
|
|
.8
|
|
|||
Depreciation, depletion and amortization
|
16.5
|
|
.9
|
|
—
|
|
|||
Taxes, other than income
|
1.7
|
|
.6
|
|
—
|
|
|||
|
247.2
|
|
9.1
|
|
.8
|
|
|||
Operating loss
|
(68.9
|
)
|
(9.1
|
)
|
(.8
|
)
|
|||
Loss attributable to the Company
|
$
|
(22.5
|
)
|
$
|
(2.1
|
)
|
$
|
(.1
|
)
|
Refined product sales (MBbls)
|
|
|
|
||||||
Diesel fuel
|
1,072
|
|
—
|
|
—
|
|
|||
Naphtha
|
996
|
|
—
|
|
—
|
|
|||
ATBs and other
|
884
|
|
—
|
|
—
|
|
|||
Total refined product sales
|
2,952
|
|
—
|
|
—
|
|
|
|
•
|
Higher operation and maintenance expense, which includes $19.1 million (after tax) largely related to higher rail-related costs and higher contract services due to the commencement of operations
|
•
|
Higher depreciation, depletion and amortization expense, which includes $4.8 million (after tax) due to Dakota Prairie Refinery being placed in service in 2015
|
•
|
Higher interest expense, which includes $1.2 million (after tax) largely the result of lower capitalized interest and higher average debt
|
•
|
Higher operation and maintenance expense, which includes $2.4 million (after tax) largely related to higher payroll and benefit-related costs
|
•
|
Higher depreciation, depletion and amortization expense, which includes $300,000 (after tax) due to closeouts of certain in-service components
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In millions)
|
|
|
|||||
Operating revenues
|
$
|
9.2
|
|
$
|
9.4
|
|
$
|
9.6
|
|
Operating expenses:
|
|
|
|
||||||
Operation and maintenance
|
12.7
|
|
11.0
|
|
11.6
|
|
|||
Depreciation, depletion and amortization
|
2.1
|
|
2.2
|
|
2.1
|
|
|||
Taxes, other than income
|
.1
|
|
.2
|
|
.1
|
|
|||
|
14.9
|
|
13.4
|
|
13.8
|
|
|||
Operating loss
|
(5.7
|
)
|
(4.0
|
)
|
(4.2
|
)
|
|||
Loss
|
$
|
(12.4
|
)
|
$
|
(7.2
|
)
|
$
|
(10.6
|
)
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In millions)
|
||||||||
Income (loss) from discontinued operations before intercompany eliminations, net of tax
|
$
|
(774.7
|
)
|
$
|
114.6
|
|
$
|
109.9
|
|
Intercompany eliminations
|
2.3
|
|
.5
|
|
—
|
|
|||
Income (loss) from discontinued operations, net of tax
|
$
|
(772.4
|
)
|
$
|
115.1
|
|
$
|
109.9
|
|
•
|
Fair value impairments of the Company's assets held for sale of
$475.4 million
(after tax), as discussed in Item 8 - Note
2
|
•
|
A noncash write-down of oil and gas properties of
$315.3 million
(after tax), as discussed in Item 8 - Note
2
|
•
|
Lower average realized oil prices of 51 percent, excluding gain/loss on commodity derivatives
|
|
|
•
|
Decreased oil production of 33 percent, primarily related to the divestment of certain properties in the last half of 2014, deferral of oil drilling activity due to the current low-price environment and the divestment of certain properties in 2015
|
•
|
Lower average realized natural gas prices of 56 percent, excluding gain/loss on commodity derivatives
|
•
|
Lower average realized NGL prices of 55 percent, excluding gain/loss on commodity derivatives
|
•
|
Lower depreciation, depletion and amortization expense of $89.6 million (after tax), due to lower depletion rates and volumes and depreciation, depletion and amortization no longer being recorded on assets held for sale
|
•
|
Lower lease operating expense of $24.0 million (after tax), largely the result of lower cost structures, as well as decreased production
|
•
|
Higher average realized natural gas prices of 39 percent, excluding gain/loss on commodity derivatives
|
•
|
Unrealized gain on commodity derivatives of $14.7 million (after tax) in 2014 compared to an unrealized loss on commodity derivatives of $3.9 million (after tax) in 2013
|
•
|
Increased oil production of 2 percent, primarily related to the Powder River Basin acquisition and drilling activity in the Paradox Basin
|
•
|
Higher realized gain on commodity derivatives of $5.2 million (after tax), due to lower commodity prices relative to hedge prices
|
•
|
Favorable income tax changes related to the resolution of certain income tax matters and higher income tax benefits
|
•
|
Lower gathering and transportation expense of $1.8 million (after tax), largely due to lower gathering costs resulting from lower volumes
|
•
|
Lower average realized oil prices of 7 percent, excluding gain/loss on commodity derivatives
|
•
|
Decreased natural gas production of 26 percent, largely due to the sale of non-strategic assets
|
•
|
Higher depreciation, depletion and amortization expense of $6.9 million (after tax), due to higher depletion rates, offset in part by lower volumes
|
•
|
Decreased NGL production of 22 percent, largely due to the sale of non-strategic assets
|
•
|
Higher lease operating expenses of $3.8 million (after tax), primarily in the Paradox Basin
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
Production:
|
|
|
|
||||||
Oil (MBbls)
|
3,286
|
|
4,919
|
|
4,815
|
|
|||
NGL (MBbls)
|
393
|
|
609
|
|
781
|
|
|||
Natural gas (MMcf)
|
16,747
|
|
20,822
|
|
28,008
|
|
|||
Total production (MBOE)
|
6,471
|
|
8,998
|
|
10,264
|
|
|||
Average realized prices (excluding realized and
unrealized gain/loss on commodity derivatives): |
|
|
|
||||||
Oil (per Bbl)
|
$
|
41.17
|
|
$
|
83.33
|
|
$
|
89.70
|
|
NGL (per Bbl)
|
$
|
16.14
|
|
$
|
36.06
|
|
$
|
37.39
|
|
Natural gas (per Mcf)
|
$
|
1.76
|
|
$
|
4.02
|
|
$
|
2.89
|
|
Average realized prices (including realized
gain/loss on commodity derivatives): |
|
|
|
||||||
Oil (per Bbl)
|
$
|
48.58
|
|
$
|
85.96
|
|
$
|
89.35
|
|
NGL (per Bbl)
|
$
|
16.14
|
|
$
|
36.06
|
|
$
|
37.39
|
|
Natural gas (per Mcf)
|
$
|
2.22
|
|
$
|
3.81
|
|
$
|
2.96
|
|
Production costs, including taxes, per BOE:
|
|
|
|
||||||
Lease operating costs
|
$
|
7.76
|
|
$
|
9.80
|
|
$
|
8.01
|
|
Gathering and transportation
|
1.59
|
|
1.38
|
|
1.50
|
|
|||
Production and property taxes
|
2.41
|
|
5.12
|
|
4.54
|
|
|||
|
$
|
11.76
|
|
$
|
16.30
|
|
$
|
14.05
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In millions)
|
|
|
|||||
Intersegment transactions:
|
|
|
|
||||||
Operating revenues
|
$
|
80.9
|
|
$
|
136.6
|
|
$
|
95.1
|
|
Purchased natural gas sold
|
50.1
|
|
44.8
|
|
39.3
|
|
|||
Operation and maintenance
|
27.8
|
|
81.9
|
|
48.7
|
|
|||
Depreciation, depletion and amortization
|
.5
|
|
—
|
|
—
|
|
|||
Income from continuing operations
|
1.5
|
|
6.2
|
|
4.3
|
|
•
|
The Company continually seeks opportunities to expand through organic growth opportunities and strategic acquisitions.
|
•
|
The Company focuses on creating value through vertical integration among its business units.
|
•
|
Organic growth opportunities are expected to result in substantial growth of the rate base, which at December 31, 2015, was $1.8 billion. Rate base growth is projected to be approximately 7 percent compounded annually over the next five years, including plans for an approximate $1.5 billion capital investment program.
|
•
|
Investments of approximately $55 million were made in 2015 to serve growth in the electric and natural gas customer base associated with the Bakken oil development. Although customer growth was less than peak levels, the Company still saw strong growth in 2015. Due to sustained lower commodity prices, investments of approximately $35 million are expected in 2016.
|
•
|
The Company, along with a partner, expects to build a 345-kilovolt transmission line from Ellendale, North Dakota, to Big Stone City, South Dakota, about 160 miles. The Company’s share of the cost is estimated at approximately $205 million, including development costs and substation upgrade costs. The project has been approved as a MISO multi-value project. More than 90 percent of the necessary easements have been secured. The Company expects the project to be completed in 2019.
|
•
|
The Company is reviewing potential future generation options and is considering a large-scale resource. The integrated resource plan filed in July 2015 includes a 200 MW resource addition in the 2020 timeframe. The Company will continue to refine forecasted projections and adjust the timing of the addition if necessary.
|
•
|
The Company is involved with a number of pipeline projects to enhance the reliability and deliverability of its system.
|
•
|
The Company also is focused on growth through potential mergers and acquisitions.
|
•
|
The Company is evaluating the final Clean Power Plan rule published by the EPA in October 2015, which requires existing fossil fuel-fired electric generation facilities to reduce carbon dioxide emissions. It is unknown at this time what each state will require for emissions limits or reductions from each of the Company's owned and jointly owned fossil fuel-fired electric generating units. Compliance costs will become clearer as final state plans are completed and submitted to the EPA by September 6, 2018. On February 9, 2016, the United States Supreme Court granted an application for a stay of the Clean Power Plan pending disposition of the applicants' petition for review in the D.C. Circuit Court and disposition of the applicants' petition for a writ of certiorari if such a writ is sought. The Company has not included estimates for capital expenditures in 2016 through 2018 for the potential compliance requirements of the Clean Power Plan.
|
•
|
Regulatory actions
|
◦
|
Since January 1, 2015, the Company has implemented a total of $28.5 million in final rates and $20.8 million in interim rates. This includes electric rate proceedings in North Dakota, South Dakota and before the FERC, and natural gas proceedings in Minnesota, Montana, North Dakota, Oregon, South Dakota and Wyoming.
|
|
|
◦
|
The Company is requesting a total of $59.7 million, including implemented interim rates, in rate relief from pending cases.
|
◦
|
On June 25, 2015, the Company filed an application with the MTPSC for an electric rate increase, as discussed in Item 8 - Note
16
. The MTPSC has nine months in which to render a decision on the application.
|
◦
|
On June 30, 2015, the Company filed applications with the SDPUC for electric and natural gas rate increases, as discussed in Item 8 - Note
16
. The SDPUC has six months in which to render a decision on the application for an electric rate increase.
|
◦
|
On September 30, 2015 and December 1, 2015, the Company filed applications with the MNPUC and WUTC, respectively, for natural gas rate increases, as discussed in Item 8 - Note
16
.
|
◦
|
On October 21, 2015, the Company filed an application with the NDPSC for an update to the generation resource recovery rider and requested a renewable resource cost adjustment rider. On October 26, 2015, the Company resubmitted the application as two applications. The applications are discussed in Item 8 - Note
16
.
|
◦
|
On November 25, 2015, the Company filed an application with the NDPSC for an update of its transmission cost adjustment for recovery of MISO-related charges and two transmission projects located in North Dakota, as discussed in Item 8 - Note
16
.
|
◦
|
The Company expects to file electric rate cases in North Dakota and Wyoming in 2016 as well as natural gas rate cases in Idaho and Oregon.
|
•
|
The Company has signed agreements to complete two expansion projects, the North Badlands expansion and the Northwest North Dakota expansion. The North Badlands project includes a 4-mile loop of the Garden Creek II pipeline and measurement and associated facilities, expected to be in service in fall of 2016. The Northwest North Dakota project includes modification of existing compression, a new unit and re-cylindering, expected to be in service the summer of 2016.
|
•
|
The Company has an agreement with an anchor shipper to construct a pipeline to connect the Demicks Lake gas processing plant in northwestern North Dakota to deliver natural gas into a new interconnect with the Northern Border Pipeline. Project costs are estimated to be $50 million to $60 million. The project has been delayed by the plant owner.
|
•
|
The Company is evaluating expansion into basins beyond its northern Rockies base.
|
•
|
The Company is focused on improving existing operations and accelerating growth to become the leading pipeline company and midstream provider in all areas in which it operates.
|
•
|
Approximate work backlog at December 31, 2015, was $491 million, compared to $438 million a year ago. Private work represents 8 percent of construction backlog and public work represents 92 percent of backlog. The Company recently announced the signing of its largest contract in its history, a $63.4 million highway construction project in Iowa, which is not included in the December 31, 2015, backlog amount.
|
•
|
Projected revenues are in the range of $1.85 billion to $1.95 billion in 2016.
|
•
|
The Company anticipates margins in 2016 to be slightly higher compared to 2015 margins.
|
•
|
In December 2015 Congress passed, and the president signed, a $305 billion five-year highway bill for funding of transportation infrastructure projects that are a key part of the Company's market.
|
•
|
The Company continues to pursue opportunities for expansion in energy projects, such as petrochemical, transmission, wind towers and geothermal. Initiatives are aimed at capturing additional market share and expanding into new markets.
|
•
|
As the country's fifth-largest sand and gravel producer, the Company will continue to strategically manage its 1.0 billion tons of aggregate reserves in all its markets, as well as take further advantage of being vertically integrated.
|
•
|
Approximate work backlog at December 31, 2015, was $493 million, compared to $305 million a year ago. The backlog includes transmission, distribution, substation, industrial, petrochemical, mission critical, solar energy renewables, research and development, higher education, government, transportation, health care, hospitality, gaming, commercial, institutional and service work.
|
•
|
Projected revenues are in the range of $950 million to $1.1 billion in 2016.
|
•
|
The Company anticipates margins in 2016 to be slightly higher compared to 2015 margins.
|
•
|
The Company continues to pursue opportunities for expansion in energy projects, such as petrochemical, transmission, substations, utility services and solar. Initiatives are aimed at capturing additional market share and expanding into new markets.
|
|
|
•
|
As the eighth-largest specialty contractor, the Company continues to pursue opportunities for expansion and execute initiatives in current and new markets that align with the Company's expertise, resources and strategic growth plan.
|
•
|
Dakota Prairie Refinery processes Bakken crude oil into diesel, which is marketed within the Bakken region. Other by-products, naphtha and ATBs, are transported to other areas. The production slate includes approximately 7,000 - 8,000 BPD of diesel, 5,500 - 6,500 BPD of naphtha and 4,500 - 5,500 BPD of ATBs. Work continues to increase the daily oil processing capacity of the plant.
|
•
|
Company crude oil purchases for the intake have been at a discount to West Texas Intermediate. However, this discount, or differential, has been much narrower than anticipated because of market conditions in the Bakken.
|
•
|
Diesel is sold locally at the refinery rack and Dakota Prairie Refinery posts a daily price based on market conditions. Dakota Prairie Refinery's posted diesel prices were in the $40 to $75 per barrel range, with an average $58.65 per barrel, during fourth quarter 2015.
|
•
|
Naphtha is being railed into Canada to be used as a diluent for tar sands production and is tied to C5 pricing differentials to West Texas Intermediate. Naphtha prices ranged from $35 to $45 per barrel in the fourth quarter of 2015.
|
|
|
|
|
|
|
|
|
|
|
|
Actual
|
|
Estimated (a)
|
||||||||||||||||
|
2013
|
|
2014
|
|
2015
|
|
|
2016
|
|
2017
|
|
2018
|
|
||||||
|
(In millions)
|
||||||||||||||||||
Capital expenditures:
|
|
|
|
|
|
|
|
||||||||||||
Electric
|
$
|
169
|
|
$
|
185
|
|
$
|
333
|
|
|
$
|
122
|
|
$
|
196
|
|
$
|
202
|
|
Natural gas distribution
|
101
|
|
121
|
|
131
|
|
|
145
|
|
164
|
|
135
|
|
||||||
Pipeline and midstream
|
40
|
|
62
|
|
18
|
|
|
27
|
|
73
|
|
94
|
|
||||||
Construction materials and contracting
|
35
|
|
38
|
|
48
|
|
|
35
|
|
99
|
|
76
|
|
||||||
Construction services
|
15
|
|
27
|
|
38
|
|
|
9
|
|
12
|
|
13
|
|
||||||
Refining (b)
|
87
|
|
115
|
|
22
|
|
|
3
|
|
4
|
|
3
|
|
||||||
Other
|
2
|
|
2
|
|
4
|
|
|
4
|
|
3
|
|
2
|
|
||||||
Net proceeds from sale or disposition of property and other (c)
|
(29
|
)
|
(60
|
)
|
(64
|
)
|
|
(3
|
)
|
(5
|
)
|
(6
|
)
|
||||||
Net capital expenditures before discontinued operations
|
420
|
|
490
|
|
530
|
|
|
342
|
|
546
|
|
519
|
|
||||||
Discontinued operations (c)
|
308
|
|
354
|
|
(203
|
)
|
(d)
|
—
|
|
—
|
|
—
|
|
||||||
Net capital expenditures
|
728
|
|
844
|
|
327
|
|
|
342
|
|
546
|
|
519
|
|
||||||
Retirement of long-term debt
|
424
|
|
369
|
|
569
|
|
|
244
|
|
51
|
|
175
|
|
||||||
|
$
|
1,152
|
|
$
|
1,213
|
|
$
|
896
|
|
|
$
|
586
|
|
$
|
597
|
|
$
|
694
|
|
(a)
|
The Company continues to evaluate potential future acquisitions and other growth opportunities which are dependent upon the availability of economic opportunities and, as a result, capital expenditures may vary significantly from the above estimates.
|
(b)
|
Reflects the Company's proportionate share of Dakota Prairie Refinery.
|
(c)
|
Proceeds from the sale of the exploration and production assets are excluded from capital expenditure projections.
|
(d)
|
Capital expenditures from discontinued operations includes gross proceeds of $316.6 million from the sale of the exploration and production assets, which does not include purchase price adjustments and income tax benefits.
|
|
•
|
System upgrades
|
•
|
Routine replacements
|
•
|
Service extensions
|
•
|
Routine equipment maintenance and replacements
|
•
|
Buildings, land and building improvements
|
•
|
Pipeline, gathering and other midstream projects
|
•
|
Power generation and transmission opportunities, including certain costs for additional electric generating capacity
|
•
|
Environmental upgrades
|
•
|
Other growth opportunities
|
|
|
(a)
|
The commercial paper program is supported by a revolving credit agreement with various banks (provisions allow for increased borrowings, at the option of the Company on stated conditions, up to a maximum of
$225.0 million
). There were no amounts outstanding under the credit agreement.
|
(b)
|
Amount outstanding under commercial paper program.
|
(c)
|
Certain provisions allow for increased borrowings, up to a maximum of
$75.0 million
.
|
(d)
|
Outstanding letter(s) of credit reduce the amount available under the credit agreement.
|
(e)
|
Certain provisions allow for increased borrowings, up to a maximum of
$90.0 million
.
|
(f)
|
The commercial paper program is supported by a revolving credit agreement with various banks (provisions allow for increased borrowings, at the option of Centennial on stated conditions, up to a maximum of
$800.0 million
). There were no amounts outstanding under the credit agreement.
|
|
|
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
Thereafter
|
|
Total
|
|
|||||||
|
(In millions)
|
||||||||||||||||||||
Long-term debt
|
$
|
243.8
|
|
$
|
51.0
|
|
$
|
175.2
|
|
$
|
119.7
|
|
$
|
21.0
|
|
$
|
1,260.5
|
|
$
|
1,871.2
|
|
Estimated interest payments*
|
80.1
|
|
70.9
|
|
69.3
|
|
61.3
|
|
58.9
|
|
527.8
|
|
868.3
|
|
|||||||
Operating leases
|
52.3
|
|
42.7
|
|
35.5
|
|
26.4
|
|
15.9
|
|
76.9
|
|
249.7
|
|
|||||||
Purchase commitments
|
443.7
|
|
228.0
|
|
138.9
|
|
112.9
|
|
90.4
|
|
853.9
|
|
1,867.8
|
|
|||||||
|
$
|
819.9
|
|
$
|
392.6
|
|
$
|
418.9
|
|
$
|
320.3
|
|
$
|
186.2
|
|
$
|
2,719.1
|
|
$
|
4,857.0
|
|
*
|
Estimated interest payments are calculated based on the applicable rates and payment dates.
|
|
|
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
Thereafter
|
|
Total
|
|
Fair
Value
|
|
||||||||
|
(Dollars in millions)
|
|||||||||||||||||||||||
Long-term debt:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed rate
|
$
|
238.5
|
|
$
|
43.5
|
|
$
|
108.6
|
|
$
|
51.2
|
|
$
|
15.0
|
|
$
|
1,235.0
|
|
$
|
1,691.8
|
|
$
|
1,715.5
|
|
Weighted average interest rate
|
6.4
|
%
|
6.3
|
%
|
6.1
|
%
|
4.3
|
%
|
5.2
|
%
|
4.9
|
%
|
5.2
|
%
|
—
|
|
||||||||
Variable rate
|
$
|
5.3
|
|
$
|
7.5
|
|
$
|
66.6
|
|
$
|
68.5
|
|
$
|
6.0
|
|
$
|
25.5
|
|
$
|
179.4
|
|
$
|
177.9
|
|
Weighted average interest rate
|
1.8
|
%
|
2.1
|
%
|
1.8
|
%
|
.9
|
%
|
2.2
|
%
|
2.5
|
%
|
1.6
|
%
|
—
|
|
|
|
/s/ David L. Goodin
|
/s/ Doran N. Schwartz
|
|
|
|
|
David L. Goodin
|
Doran N. Schwartz
|
President and Chief Executive Officer
|
Vice President and Chief Financial Officer
|
|
|
|
|
/s/ Deloitte & Touche LLP
|
|
|
Minneapolis, Minnesota
|
February 19, 2016
|
|
|
|
/s/ Deloitte & Touche LLP
|
|
|
Minneapolis, Minnesota
|
February 19, 2016
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In thousands, except per share amounts)
|
||||||||
Operating revenues:
|
|
|
|
||||||
Electric, natural gas distribution and regulated pipeline and midstream
|
$
|
1,148,272
|
|
$
|
1,246,646
|
|
$
|
1,156,838
|
|
Nonregulated pipeline and midstream, construct
ion materials and contracting, construction services, refining and other
|
3,043,277
|
|
2,868,170
|
|
2,763,333
|
|
|||
Total operating revenues
|
4,191,549
|
|
4,114,816
|
|
3,920,171
|
|
|||
Operating expenses:
|
|
|
|
|
|
|
|||
Fuel and purchased power
|
86,238
|
|
89,312
|
|
83,528
|
|
|||
Purchased natural gas sold
|
450,114
|
|
558,463
|
|
495,471
|
|
|||
Cost of crude oil
|
159,811
|
|
—
|
|
—
|
|
|||
Operation and maintenance:
|
|
|
|
|
|
||||
Electric, natural gas distribution and regulated pipeline and midstream
|
277,638
|
|
269,225
|
|
253,214
|
|
|||
Nonregulated pipeline and midstream, construction materials and contracting, construction services, refining and other
|
2,593,300
|
|
2,529,020
|
|
2,426,145
|
|
|||
Depreciation, depletion and amortization
|
227,730
|
|
203,980
|
|
200,398
|
|
|||
Taxes, other than income
|
142,585
|
|
145,393
|
|
140,713
|
|
|||
Total operating expenses
|
3,937,416
|
|
3,795,393
|
|
3,599,469
|
|
|||
Operating income
|
254,133
|
|
319,423
|
|
320,702
|
|
|||
Other income
|
19,232
|
|
9,873
|
|
6,086
|
|
|||
Interest expense
|
93,068
|
|
86,906
|
|
83,803
|
|
|||
Income before income taxes
|
180,297
|
|
242,390
|
|
242,985
|
|
|||
Income taxes
|
65,603
|
|
63,227
|
|
74,294
|
|
|||
Income from continuing operations
|
114,694
|
|
179,163
|
|
168,691
|
|
|||
Income (loss) from discontinued operations, net of tax (Note 2)
|
(772,385
|
)
|
115,175
|
|
109,879
|
|
|||
Net income (loss)
|
(657,691
|
)
|
294,338
|
|
278,570
|
|
|||
Net loss attributable to noncontrolling interest
|
(35,256
|
)
|
(3,895
|
)
|
(363
|
)
|
|||
Dividends declared on preferred stocks
|
685
|
|
685
|
|
685
|
|
|||
Earnings (loss) on common stock
|
$
|
(623,120
|
)
|
$
|
297,548
|
|
$
|
278,248
|
|
Earnings (loss) per common share - basic:
|
|
|
|
|
|
|
|||
Earnings before discontinued operations
|
$
|
.77
|
|
$
|
.95
|
|
$
|
.89
|
|
Discontinued operations, net of tax
|
(3.97
|
)
|
.60
|
|
.58
|
|
|||
Earnings (loss) per common share - basic
|
$
|
(3.20
|
)
|
$
|
1.55
|
|
$
|
1.47
|
|
Earnings (loss) per common share - diluted:
|
|
|
|
|
|
|
|||
Earnings before discontinued operations
|
$
|
.77
|
|
$
|
.95
|
|
$
|
.89
|
|
Discontinued operations, net of tax
|
(3.97
|
)
|
.60
|
|
.58
|
|
|||
Earnings (loss) per common share - diluted
|
$
|
(3.20
|
)
|
$
|
1.55
|
|
$
|
1.47
|
|
Weighted average common shares outstanding - basic
|
194,928
|
|
192,507
|
|
188,855
|
|
|||
Weighted average common shares outstanding - diluted
|
194,986
|
|
192,587
|
|
189,693
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In thousands)
|
||||||||
Net income (loss)
|
$
|
(657,691
|
)
|
$
|
294,338
|
|
$
|
278,570
|
|
Other comprehensive income (loss):
|
|
|
|
||||||
Net unrealized gain (loss) on derivative instruments qualifying as hedges:
|
|
|
|
||||||
Net unrealized loss on derivative instruments arising during the period, net of tax of $0, $0 and $(3,116) in 2015, 2014 and 2013, respectively
|
—
|
|
—
|
|
(5,594
|
)
|
|||
Reclassification adjustment for loss on derivative instruments included in net income (loss), net of tax of $233, $240 and $339 in 2015, 2014 and 2013, respectively
|
404
|
|
399
|
|
727
|
|
|||
Reclassification adjustment for (gain) loss on derivative instruments included in income (loss) from discontinued operations, net of tax of $0, $173 and $(2,887) in 2015, 2014 and 2013, respectively
|
—
|
|
295
|
|
(4,916
|
)
|
|||
Net unrealized gain (loss) on derivative instruments qualifying as hedges
|
404
|
|
694
|
|
(9,783
|
)
|
|||
Postretirement liability adjustment:
|
|
|
|
||||||
Postretirement liability gains (losses) arising during the period, net of tax of $(55), $(7,665) and $11,818 in 2015, 2014 and 2013, respectively
|
(88
|
)
|
(12,409
|
)
|
18,539
|
|
|||
Amortization of postretirement liability losses included in net periodic benefit cost (credit), net of tax of $1,128, $492 and $1,276 in 2015, 2014 and 2013, respectively
|
1,794
|
|
796
|
|
2,001
|
|
|||
Reclassification of postretirement liability adjustment to regulatory asset, net of tax of $1,416, $4,509 and $0 in 2015, 2014 and 2013, respectively
|
2,255
|
|
7,202
|
|
—
|
|
|||
Postretirement liability adjustment
|
3,961
|
|
(4,411
|
)
|
20,540
|
|
|||
Foreign currency translation adjustment:
|
|
|
|
||||||
Foreign currency translation adjustment recognized during the period, net of tax of $(105), $(99) and $(177) in 2015, 2014 and 2013, respectively
|
(173
|
)
|
(162
|
)
|
(299
|
)
|
|||
Reclassification adjustment for loss on foreign currency translation adjustment included in net income (loss), net of tax of $490, $0 and $70 in 2015, 2014 and 2013, respectively
|
802
|
|
—
|
|
143
|
|
|||
Foreign currency translation adjustment
|
629
|
|
(162
|
)
|
(156
|
)
|
|||
Net unrealized loss on available-for-sale investments:
|
|
|
|
||||||
Net unrealized loss on available-for-sale investments arising during the period, net of tax of $(91), $(83) and $(105) in 2015, 2014 and 2013, respectively
|
(170
|
)
|
(154
|
)
|
(194
|
)
|
|||
Reclassification adjustment for loss on available-for-sale investments included in net income (loss), net of tax of $70, $73 and $59 in 2015, 2014 and 2013, respectively
|
131
|
|
135
|
|
109
|
|
|||
Net unrealized loss on available-for-sale investments
|
(39
|
)
|
(19
|
)
|
(85
|
)
|
|||
Other comprehensive income (loss)
|
4,955
|
|
(3,898
|
)
|
10,516
|
|
|||
Comprehensive income (loss)
|
(652,736
|
)
|
290,440
|
|
289,086
|
|
|||
Comprehensive loss attributable to noncontrolling interest
|
(35,256
|
)
|
(3,895
|
)
|
(363
|
)
|
|||
Comprehensive income (loss) attributable to common stockholders
|
$
|
(617,480
|
)
|
$
|
294,335
|
|
$
|
289,449
|
|
|
|
December 31,
|
2015
|
|
2014
|
|
||
(In thousands, except shares and per share amounts)
|
|
|||||
Assets
|
|
|
||||
Current assets:
|
|
|
||||
Cash and cash equivalents
|
$
|
84,591
|
|
$
|
81,855
|
|
Receivables, net
|
590,105
|
|
599,186
|
|
||
Inventories
|
253,727
|
|
289,410
|
|
||
Deferred income taxes
|
32,849
|
|
32,012
|
|
||
Prepayments and other current assets
|
35,189
|
|
83,763
|
|
||
Current assets held for sale
|
24,581
|
|
131,177
|
|
||
Total current assets
|
1,021,042
|
|
1,217,403
|
|
||
Investments
|
119,704
|
|
117,883
|
|
||
Property, plant and equipment (Note 1)
|
6,817,668
|
|
6,294,778
|
|
||
Less accumulated depreciation, depletion and amortization
|
2,506,571
|
|
2,386,113
|
|
||
Net property, plant and equipment
|
4,311,097
|
|
3,908,665
|
|
||
Deferred charges and other assets:
|
|
|
|
|
||
Goodwill (Note 3)
|
635,204
|
|
635,204
|
|
||
Other intangible assets, net (Note 3)
|
7,342
|
|
9,840
|
|
||
Other
|
366,485
|
|
322,943
|
|
||
Noncurrent assets held for sale
|
166,734
|
|
1,620,470
|
|
||
Total deferred charges and other assets
|
1,175,765
|
|
2,588,457
|
|
||
Total assets
|
$
|
6,627,608
|
|
$
|
7,832,408
|
|
Liabilities and Equity
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
||
Short-term borrowings (Note 7)
|
$
|
45,500
|
|
$
|
—
|
|
Long-term debt due within one year
|
243,789
|
|
268,552
|
|
||
Accounts payable
|
310,466
|
|
279,115
|
|
||
Taxes payable
|
45,775
|
|
39,955
|
|
||
Dividends payable
|
36,784
|
|
35,607
|
|
||
Accrued compensation
|
46,130
|
|
57,402
|
|
||
Other accrued liabilities
|
171,592
|
|
155,765
|
|
||
Current liabilities held for sale
|
47,603
|
|
154,728
|
|
||
Total current liabilities
|
947,639
|
|
991,124
|
|
||
Long-term debt (Note 7)
|
1,627,443
|
|
1,825,278
|
|
||
Deferred credits and other liabilities:
|
|
|
|
|
||
Deferred income taxes
|
720,319
|
|
714,022
|
|
||
Other liabilities
|
811,659
|
|
756,759
|
|
||
Noncurrent liabilities held for sale
|
—
|
|
295,441
|
|
||
Total deferred credits and other liabilities
|
1,531,978
|
|
1,766,222
|
|
||
Commitments and contingencies (Notes 14, 16 and 17)
|
|
|
|
|
||
Equity:
|
|
|
|
|
||
Preferred stocks (Note 9)
|
15,000
|
|
15,000
|
|
||
Common stockholders' equity:
|
|
|
|
|
||
Common stock (Note 10)
Authorized - 500,000,000 shares, $1.00 par value
Issued - 195,804,665 shares in 2015 and 194,754,812 shares in 2014
|
195,805
|
|
194,755
|
|
||
Other paid-in capital
|
1,230,119
|
|
1,207,188
|
|
||
Retained earnings
|
996,355
|
|
1,762,827
|
|
||
Accumulated other comprehensive loss
|
(37,148
|
)
|
(42,103
|
)
|
||
Treasury stock at cost - 538,921 shares
|
(3,626
|
)
|
(3,626
|
)
|
||
Total common stockholders' equity
|
2,381,505
|
|
3,119,041
|
|
||
Total stockholders' equity
|
2,396,505
|
|
3,134,041
|
|
||
Noncontrolling interest
|
124,043
|
|
115,743
|
|
||
Total equity
|
2,520,548
|
|
3,249,784
|
|
||
Total liabilities and equity
|
$
|
6,627,608
|
|
$
|
7,832,408
|
|
|
|
Years ended December 31, 2015, 2014 and 2013
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
Other
Paid-in Capital
|
|
Retained Earnings
|
|
Accumu-lated
Other Compre-hensive Loss
|
|
|
|
Noncon-trolling Interest
|
|
|
|||||||||||||||
|
Preferred Stock
|
|
Common Stock
|
Treasury Stock
|
|
||||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Total
|
|
||||||||||||||||
|
(In thousands, except shares)
|
||||||||||||||||||||||||||||||
Balance at
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
December 31, 2012
|
150,000
|
|
$
|
15,000
|
|
|
189,369,450
|
|
$
|
189,369
|
|
$
|
1,039,080
|
|
$
|
1,457,146
|
|
$
|
(48,721
|
)
|
(538,921
|
)
|
$
|
(3,626
|
)
|
$
|
—
|
|
$
|
2,648,248
|
|
Net income (loss)
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
278,933
|
|
—
|
|
—
|
|
—
|
|
(363
|
)
|
278,570
|
|
||||||||
Other comprehensive income
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
10,516
|
|
—
|
|
—
|
|
—
|
|
10,516
|
|
||||||||
Dividends declared on preferred stocks
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(685
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(685
|
)
|
||||||||
Dividends declared on common stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(132,264
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(132,264
|
)
|
||||||||
Stock-based compensation
|
—
|
|
—
|
|
|
—
|
|
—
|
|
5,281
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
5,281
|
|
||||||||
Net tax deficit on stock-based compensation
|
—
|
|
—
|
|
|
—
|
|
—
|
|
(1,419
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,419
|
)
|
||||||||
Issuance of common stock
|
—
|
|
—
|
|
|
499,330
|
|
500
|
|
14,054
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
14,554
|
|
||||||||
Contribution from non-controlling interest
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
33,101
|
|
33,101
|
|
||||||||
Balance at
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
December 31, 2013
|
150,000
|
|
15,000
|
|
|
189,868,780
|
|
189,869
|
|
1,056,996
|
|
1,603,130
|
|
(38,205
|
)
|
(538,921
|
)
|
(3,626
|
)
|
32,738
|
|
2,855,902
|
|
||||||||
Net income (loss)
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
298,233
|
|
—
|
|
—
|
|
—
|
|
(3,895
|
)
|
294,338
|
|
||||||||
Other comprehensive loss
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(3,898
|
)
|
—
|
|
—
|
|
—
|
|
(3,898
|
)
|
||||||||
Dividends declared on preferred stocks
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(685
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(685
|
)
|
||||||||
Dividends declared on common stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(137,851
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(137,851
|
)
|
||||||||
Stock-based compensation
|
—
|
|
—
|
|
|
—
|
|
—
|
|
6,191
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
6,191
|
|
||||||||
Issuance of common stock upon vesting of stock-based compensation,
net of shares used for tax withholdings |
—
|
|
—
|
|
|
326,122
|
|
326
|
|
(5,890
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(5,564
|
)
|
||||||||
Excess tax benefit on stock-based compensation
|
—
|
|
—
|
|
|
—
|
|
—
|
|
4,729
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
4,729
|
|
||||||||
Issuance of common stock
|
—
|
|
—
|
|
|
4,559,910
|
|
4,560
|
|
145,162
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
149,722
|
|
||||||||
Contribution from non-controlling interest
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
86,900
|
|
86,900
|
|
||||||||
Balance at
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
December 31, 2014
|
150,000
|
|
15,000
|
|
|
194,754,812
|
|
194,755
|
|
1,207,188
|
|
1,762,827
|
|
(42,103
|
)
|
(538,921
|
)
|
(3,626
|
)
|
115,743
|
|
3,249,784
|
|
||||||||
Net loss
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(622,435
|
)
|
—
|
|
—
|
|
—
|
|
(35,256
|
)
|
(657,691
|
)
|
||||||||
Other comprehensive income
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
4,955
|
|
—
|
|
—
|
|
—
|
|
4,955
|
|
||||||||
Dividends declared on preferred stocks
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(685
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(685
|
)
|
||||||||
Dividends declared on common stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
(143,352
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(143,352
|
)
|
||||||||
Stock-based compensation
|
—
|
|
—
|
|
|
—
|
|
—
|
|
3,689
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
3,689
|
|
||||||||
Net tax deficit on stock-based compensation
|
—
|
|
—
|
|
|
—
|
|
—
|
|
(1,606
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,606
|
)
|
||||||||
Issuance of common stock
|
—
|
|
—
|
|
|
1,049,853
|
|
1,050
|
|
20,848
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
21,898
|
|
||||||||
Contribution from non-controlling interest
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
52,000
|
|
52,000
|
|
||||||||
Distribution to non-controlling interest
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(8,444
|
)
|
(8,444
|
)
|
||||||||
Balance at
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
December 31, 2015
|
150,000
|
|
$
|
15,000
|
|
|
195,804,665
|
|
$
|
195,805
|
|
$
|
1,230,119
|
|
$
|
996,355
|
|
$
|
(37,148
|
)
|
(538,921
|
)
|
$
|
(3,626
|
)
|
$
|
124,043
|
|
$
|
2,520,548
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In thousands)
|
||||||||
Operating activities:
|
|
|
|
||||||
Net income (loss)
|
$
|
(657,691
|
)
|
$
|
294,338
|
|
$
|
278,570
|
|
Income (loss) from discontinued operations, net of tax
|
(772,385
|
)
|
115,175
|
|
109,879
|
|
|||
Income from continuing operations
|
114,694
|
|
179,163
|
|
168,691
|
|
|||
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
|
|
|
|
|
|
|
|||
Depreciation, depletion and amortization
|
227,730
|
|
203,980
|
|
200,398
|
|
|||
Deferred income taxes
|
301
|
|
58,990
|
|
28,551
|
|
|||
Excess tax benefit on stock-based compensation
|
—
|
|
(4,729
|
)
|
—
|
|
|||
Changes in current assets and liabilities, net of acquisitions:
|
|
|
|
|
|
|
|||
Receivables
|
(313
|
)
|
4,010
|
|
(25,635
|
)
|
|||
Inventories
|
(17,100
|
)
|
(22,795
|
)
|
28,292
|
|
|||
Other current assets
|
50,097
|
|
(40,617
|
)
|
(13,569
|
)
|
|||
Accounts payable
|
49,117
|
|
(42,138
|
)
|
26,285
|
|
|||
Other current liabilities
|
6,325
|
|
(15,988
|
)
|
(26,360
|
)
|
|||
Other noncurrent changes
|
10,256
|
|
(21,450
|
)
|
(30,786
|
)
|
|||
Net cash provided by continuing operations
|
441,107
|
|
298,426
|
|
355,867
|
|
|||
Net cash provided by discontinued operations
|
200,037
|
|
305,241
|
|
398,441
|
|
|||
Net cash provided by operating activities
|
641,144
|
|
603,667
|
|
754,308
|
|
|||
Investing activities:
|
|
|
|
|
|
|
|||
Capital expenditures
|
(625,375
|
)
|
(608,028
|
)
|
(531,332
|
)
|
|||
Acquisitions, net of cash acquired
|
—
|
|
(269
|
)
|
—
|
|
|||
Net proceeds from sale or disposition of property and other
|
54,569
|
|
29,598
|
|
40,802
|
|
|||
Investments
|
1,515
|
|
(1,041
|
)
|
302
|
|
|||
Proceeds from sale of equity method investments
|
—
|
|
—
|
|
1,896
|
|
|||
Net cash used in continuing operations
|
(569,291
|
)
|
(579,740
|
)
|
(488,332
|
)
|
|||
Net cash provided by (used in) discontinued operations
|
186,838
|
|
(324,451
|
)
|
(294,329
|
)
|
|||
Net cash used in investing activities
|
(382,453
|
)
|
(904,191
|
)
|
(782,661
|
)
|
|||
Financing activities:
|
|
|
|
|
|
|
|||
Issuance of short-term borrowings
|
45,500
|
|
—
|
|
9,500
|
|
|||
Repayment of short-term borrowings
|
—
|
|
(11,500
|
)
|
—
|
|
|||
Issuance of long-term debt
|
345,920
|
|
606,084
|
|
507,924
|
|
|||
Repayment of long-term debt
|
(569,498
|
)
|
(368,249
|
)
|
(423,707
|
)
|
|||
Proceeds from issuance of common stock
|
21,898
|
|
150,060
|
|
14,554
|
|
|||
Dividends paid
|
(142,835
|
)
|
(136,712
|
)
|
(98,405
|
)
|
|||
Excess tax benefit on stock-based compensation
|
—
|
|
4,729
|
|
—
|
|
|||
Tax withholding on stock-based compensation
|
—
|
|
(5,564
|
)
|
—
|
|
|||
Contribution from noncontrolling interest
|
52,000
|
|
86,900
|
|
27,000
|
|
|||
Distribution to noncontrolling interest
|
(8,444
|
)
|
—
|
|
—
|
|
|||
Net cash provided by (used in) continuing operations
|
(255,459
|
)
|
325,748
|
|
36,866
|
|
|||
Net cash used in discontinued operations
|
(271
|
)
|
(554
|
)
|
—
|
|
|||
Net cash provided by (used in) financing activities
|
(255,730
|
)
|
325,194
|
|
36,866
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(225
|
)
|
(155
|
)
|
(215
|
)
|
|||
Increase in cash and cash equivalents
|
2,736
|
|
24,515
|
|
8,298
|
|
|||
Cash and cash equivalents - beginning of year
|
81,855
|
|
57,340
|
|
49,042
|
|
|||
Cash and cash equivalents - end of year
|
$
|
84,591
|
|
$
|
81,855
|
|
$
|
57,340
|
|
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Aggregates held for resale
|
$
|
115,854
|
|
$
|
108,161
|
|
Asphalt oil
|
36,498
|
|
42,135
|
|
||
Materials and supplies
|
16,997
|
|
54,282
|
|
||
Merchandise for resale
|
15,318
|
|
24,420
|
|
||
Refined products
|
8,498
|
|
—
|
|
||
Natural gas in storage (current)
|
21,023
|
|
19,302
|
|
||
Crude oil
|
4,678
|
|
5,045
|
|
||
Other
|
34,861
|
|
36,065
|
|
||
Total
|
$
|
253,727
|
|
$
|
289,410
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Interest capitalized
|
$
|
4,902
|
|
$
|
8,586
|
|
$
|
6,033
|
|
AFUDC - borrowed
|
$
|
4,907
|
|
$
|
3,022
|
|
$
|
2,767
|
|
AFUDC - equity
|
$
|
7,971
|
|
$
|
5,803
|
|
$
|
3,322
|
|
|
|
|
2015
|
|
2014
|
|
Weighted
Average
Depreciable
Life in Years
|
||
|
(Dollars in thousands, where applicable)
|
||||||
Regulated:
|
|
|
|
||||
Electric:
|
|
|
|
||||
Generation
|
$
|
1,003,173
|
|
$
|
627,952
|
|
39
|
Distribution
|
375,612
|
|
343,692
|
|
44
|
||
Transmission
|
255,842
|
|
229,997
|
|
57
|
||
Construction in progress
|
42,436
|
|
150,445
|
|
-
|
||
Other
|
109,085
|
|
105,015
|
|
14
|
||
Natural gas distribution:
|
|
|
|
|
|
||
Distribution
|
1,624,645
|
|
1,481,390
|
|
35
|
||
Construction in progress
|
20,530
|
|
59,310
|
|
-
|
||
Other
|
431,406
|
|
364,059
|
|
22
|
||
Pipeline and midstream:
|
|
|
|
|
|
||
Transmission
|
460,305
|
|
449,276
|
|
53
|
||
Gathering
|
37,831
|
|
39,595
|
|
20
|
||
Storage
|
44,011
|
|
43,994
|
|
60
|
||
Construction in progress
|
7,549
|
|
5,386
|
|
-
|
||
Other
|
40,168
|
|
39,910
|
|
33
|
||
Nonregulated:
|
|
|
|
|
|
||
Pipeline and midstream:
|
|
|
|
|
|
||
Gathering and processing
|
158,949
|
|
227,598
|
|
16
|
||
Construction in progress
|
89
|
|
691
|
|
-
|
||
Other
|
9,827
|
|
11,938
|
|
10
|
||
Construction materials and contracting:
|
|
|
|
|
|
||
Land
|
123,723
|
|
125,372
|
|
-
|
||
Buildings and improvements
|
69,011
|
|
70,566
|
|
19
|
||
Machinery, vehicles and equipment
|
937,084
|
|
921,564
|
|
12
|
||
Construction in progress
|
18,615
|
|
8,709
|
|
-
|
||
Aggregate reserves
|
404,995
|
|
403,731
|
|
*
|
||
Construction services:
|
|
|
|
|
|
||
Land
|
6,460
|
|
5,265
|
|
-
|
||
Buildings and improvements
|
23,824
|
|
17,936
|
|
25
|
||
Machinery, vehicles and equipment
|
121,940
|
|
112,973
|
|
6
|
||
Other
|
11,055
|
|
8,221
|
|
3
|
||
Refining:
|
|
|
|
||||
Refinery
|
445,198
|
|
88,232
|
|
20
|
||
Construction in progress
|
135
|
|
313,613
|
|
-
|
||
Other:
|
|
|
|
|
|
||
Land
|
2,837
|
|
2,837
|
|
-
|
||
Other
|
46,700
|
|
48,100
|
|
23
|
||
Eliminations
|
(15,367
|
)
|
(12,589
|
)
|
|
||
Less accumulated depreciation, depletion and amortization
|
2,506,571
|
|
2,386,113
|
|
|
||
Net property, plant and equipment
|
$
|
4,311,097
|
|
$
|
3,908,665
|
|
|
*
|
Depleted on the units-of-production method.
|
|
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Costs and estimated earnings in excess of billings on uncompleted contracts
|
$
|
64,369
|
|
$
|
58,243
|
|
Billings in excess of costs and estimated earnings on uncompleted contracts
|
$
|
68,048
|
|
$
|
47,011
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Short-term retainage*
|
$
|
46,207
|
|
$
|
47,551
|
|
Long-term retainage**
|
1,605
|
|
1,053
|
|
||
Total retainage
|
$
|
47,812
|
|
$
|
48,604
|
|
*
|
Expected to be paid within one year or less and included in receivables, net.
|
**
|
Included in deferred charges and other assets - other.
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|
|
(In thousands)
|
|
|
||
Weighted average common shares outstanding - basic
|
194,928
|
|
192,507
|
|
188,855
|
|
Effect of dilutive performance share awards
|
58
|
|
80
|
|
838
|
|
Weighted average common shares outstanding - diluted
|
194,986
|
|
192,587
|
|
189,693
|
|
Shares excluded from the calculation of diluted earnings per share
|
—
|
|
—
|
|
—
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Interest, net of amount capitalized and AFUDC - borrowed of $9,809, $11,608 and $8,800 in 2015, 2014 and 2013, respectively
|
$
|
90,386
|
|
$
|
81,241
|
|
$
|
81,575
|
|
Income taxes paid, net
|
$
|
33,409
|
|
$
|
64,211
|
|
$
|
52,580
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Property, plant and equipment additions in accounts payable
|
$
|
51,702
|
|
$
|
62,453
|
|
$
|
22,832
|
|
|
|
|
|
|
Net
Unrealized
Gain (Loss) on
Derivative
Instruments
Qualifying
as Hedges
|
|
Post-
retirement
Liability
Adjustment
|
|
Foreign
Currency
Translation
Adjustment
|
|
Net
Unrealized
Gain (Loss) on
Available-
for-sale
Investments
|
|
Total
Accumulated
Other
Comprehensive
Loss
|
|
|||||
|
|
|
(In thousands)
|
|
|
|
|||||||||
Balance at December 31, 2013
|
$
|
(3,765
|
)
|
$
|
(33,807
|
)
|
$
|
(667
|
)
|
$
|
34
|
|
$
|
(38,205
|
)
|
Other comprehensive income (loss) before reclassifications
|
—
|
|
(12,409
|
)
|
(162
|
)
|
(154
|
)
|
(12,725
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive loss
|
694
|
|
796
|
|
—
|
|
135
|
|
1,625
|
|
|||||
Amounts reclassified from accumulated other comprehensive loss to a regulatory asset
|
—
|
|
7,202
|
|
—
|
|
—
|
|
7,202
|
|
|||||
Net current-period other comprehensive income (loss)
|
694
|
|
(4,411
|
)
|
(162
|
)
|
(19
|
)
|
(3,898
|
)
|
|||||
Balance at December 31, 2014
|
(3,071
|
)
|
(38,218
|
)
|
(829
|
)
|
15
|
|
(42,103
|
)
|
|||||
Other comprehensive income (loss) before reclassifications
|
—
|
|
(88
|
)
|
(173
|
)
|
(170
|
)
|
(431
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive loss
|
404
|
|
1,794
|
|
802
|
|
131
|
|
3,131
|
|
|||||
Amounts reclassified from accumulated other comprehensive loss to a regulatory asset
|
—
|
|
2,255
|
|
—
|
|
—
|
|
2,255
|
|
|||||
Net current-period other comprehensive income (loss)
|
404
|
|
3,961
|
|
629
|
|
(39
|
)
|
4,955
|
|
|||||
Balance at December 31, 2015
|
$
|
(2,667
|
)
|
$
|
(34,257
|
)
|
$
|
(200
|
)
|
$
|
(24
|
)
|
$
|
(37,148
|
)
|
|
2015
|
|
2014
|
|
Location on Consolidated
Statements of Income
|
||
|
(In thousands)
|
|
|||||
Reclassification adjustment for loss on derivative
instruments included in net income (loss):
|
|
|
|
||||
Interest rate derivative instruments
|
$
|
(637
|
)
|
$
|
(639
|
)
|
Interest expense
|
|
233
|
|
240
|
|
Income taxes
|
||
|
(404
|
)
|
(399
|
)
|
|
||
Commodity derivative instruments, net of tax
|
—
|
|
(295
|
)
|
Income (loss) from discontinued operations, net of tax
|
||
|
(404
|
)
|
(694
|
)
|
|
||
Amortization of postretirement liability losses included
in net periodic benefit cost (credit)
|
(2,922
|
)
|
(1,288
|
)
|
(a)
|
||
|
1,128
|
|
492
|
|
Income taxes
|
||
|
(1,794
|
)
|
(796
|
)
|
|
||
Reclassification adjustment for loss on foreign currency
translation adjustment included in net income (loss)
|
(1,292
|
)
|
—
|
|
Other income
|
||
|
490
|
|
—
|
|
Income taxes
|
||
|
(802
|
)
|
—
|
|
|
||
Reclassification adjustment for loss on available-for-sale
investments included in net income (loss)
|
(201
|
)
|
(208
|
)
|
Other income
|
||
|
70
|
|
73
|
|
Income taxes
|
||
|
(131
|
)
|
(135
|
)
|
|
||
Total reclassifications
|
$
|
(3,131
|
)
|
$
|
(1,625
|
)
|
|
(a)
|
Included in net periodic benefit cost (credit). For more information, see Note
14
.
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Assets
|
|
|
||||
Current assets:
|
|
|
||||
Receivables, net
|
$
|
13,387
|
|
$
|
94,132
|
|
Inventories
|
1,308
|
|
11,401
|
|
||
Commodity derivative instruments
|
—
|
|
18,335
|
|
||
Prepayments and other current assets
|
9,886
|
|
7,309
|
|
||
Total current assets held for sale
|
24,581
|
|
131,177
|
|
||
Noncurrent assets:
|
|
|
||||
Investments
|
37
|
|
37
|
|
||
Net property, plant and equipment
|
793,422
|
|
1,618,099
|
|
||
Deferred income taxes
|
127,655
|
|
—
|
|
||
Other
|
161
|
|
2,334
|
|
||
Less allowance for impairment of assets held for sale
|
754,541
|
|
—
|
|
||
Total noncurrent assets held for sale
|
166,734
|
|
1,620,470
|
|
||
Total assets held for sale
|
$
|
191,315
|
|
$
|
1,751,647
|
|
Liabilities
|
|
|
||||
Current liabilities:
|
|
|
||||
Long-term debt due within one year
|
$
|
—
|
|
$
|
897
|
|
Accounts payable
|
25,013
|
|
103,556
|
|
||
Taxes payable
|
1,052
|
|
19,900
|
|
||
Deferred income taxes
|
3,620
|
|
8,206
|
|
||
Accrued compensation
|
13,080
|
|
5,373
|
|
||
Other accrued liabilities
|
4,838
|
|
16,796
|
|
||
Total current liabilities held for sale
|
47,603
|
|
154,728
|
|
||
Noncurrent liabilities:
|
|
|
||||
Deferred income taxes
|
—
|
|
238,391
|
|
||
Other liabilities
|
—
|
|
57,050
|
|
||
Total noncurrent liabilities held for sale
|
—
|
|
295,441
|
|
||
Total liabilities held for sale
|
$
|
47,603
|
|
$
|
450,169
|
|
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In thousands)
|
||||||||
Operating revenues
|
$
|
184,853
|
|
$
|
547,571
|
|
$
|
536,023
|
|
Operating expenses
|
1,423,037
|
|
378,891
|
|
364,120
|
|
|||
Operating income (loss)
|
(1,238,184
|
)
|
168,680
|
|
171,903
|
|
|||
Other income
|
2,374
|
|
1,163
|
|
549
|
|
|||
Interest expense
|
235
|
|
110
|
|
114
|
|
|||
Income (loss) from discontinued operations before income taxes
|
(1,236,045
|
)
|
169,733
|
|
172,338
|
|
|||
Income taxes
|
(463,660
|
)
|
54,558
|
|
62,459
|
|
|||
Income (loss) from discontinued operations
|
$
|
(772,385
|
)
|
$
|
115,175
|
|
$
|
109,879
|
|
|
Balance at January 1, 2015
|
|
*
|
Goodwill
Acquired
During the
Year
|
|
|
Balance at December 31, 2015
|
|
*
|
|||
|
(In thousands)
|
|
||||||||||
Natural gas distribution
|
$
|
345,736
|
|
|
$
|
—
|
|
|
$
|
345,736
|
|
|
Pipeline and midstream
|
9,737
|
|
|
—
|
|
|
9,737
|
|
|
|||
Construction materials and contracting
|
176,290
|
|
|
—
|
|
|
176,290
|
|
|
|||
Construction services
|
103,441
|
|
|
—
|
|
|
103,441
|
|
|
|||
Total
|
$
|
635,204
|
|
|
$
|
—
|
|
|
$
|
635,204
|
|
|
*
|
Balance is presented net of accumulated impairment of
$12.3 million
at the pipeline and midstream segment, which occurred in prior periods.
|
|
|
|
Balance at January 1, 2014
|
|
*
|
Goodwill
Acquired
During
the Year/Other
|
|
|
Balance at December 31, 2014
|
|
*
|
|||
|
(In thousands)
|
|
||||||||||
Natural gas distribution
|
$
|
345,736
|
|
|
$
|
—
|
|
|
$
|
345,736
|
|
|
Pipeline and midstream
|
9,737
|
|
|
—
|
|
|
9,737
|
|
|
|||
Construction materials and contracting
|
176,290
|
|
|
—
|
|
|
176,290
|
|
|
|||
Construction services
|
104,276
|
|
|
(835
|
)
|
|
103,441
|
|
|
|||
Total
|
$
|
636,039
|
|
|
$
|
(835
|
)
|
|
$
|
635,204
|
|
|
*
|
Balance is presented net of accumulated impairment of
$12.3 million
at the pipeline and midstream segment, which occurred in prior periods.
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Customer relationships
|
$
|
20,975
|
|
$
|
21,310
|
|
Accumulated amortization
|
(16,845
|
)
|
(15,556
|
)
|
||
|
4,130
|
|
5,754
|
|
||
Noncompete agreements
|
4,409
|
|
5,080
|
|
||
Accumulated amortization
|
(3,655
|
)
|
(4,098
|
)
|
||
|
754
|
|
982
|
|
||
Other
|
8,304
|
|
10,921
|
|
||
Accumulated amortization
|
(5,846
|
)
|
(7,817
|
)
|
||
|
2,458
|
|
3,104
|
|
||
Total
|
$
|
7,342
|
|
$
|
9,840
|
|
|
Estimated Recovery
Period
|
*
|
2015
|
|
2014
|
|
||
|
|
|
(In thousands)
|
|||||
Regulatory assets:
|
|
|
|
|
||||
Pension and postretirement benefits (a)
|
(e)
|
|
$
|
185,832
|
|
$
|
182,565
|
|
Taxes recoverable from customers (a)
|
Over plant lives
|
|
27,682
|
|
22,910
|
|
||
Manufactured gas plant sites remediation (a)
|
Up to 2 years
|
|
18,617
|
|
17,548
|
|
||
Plant costs (a)
|
Up to 1 year
|
|
8,000
|
|
4,551
|
|
||
Natural gas costs recoverable through rate adjustments (b)
|
Up to 1 year
|
|
547
|
|
19,575
|
|
||
Long-term debt refinancing costs (a)
|
Up to 22 years
|
|
7,031
|
|
7,864
|
|
||
Costs related to identifying generation development (a)
|
Up to 11 years
|
|
3,808
|
|
4,165
|
|
||
Other (a) (b)
|
Largely within 1- 4 years
|
|
11,741
|
|
10,408
|
|
||
Total regulatory assets
|
|
|
263,258
|
|
269,586
|
|
||
Regulatory liabilities:
|
|
|
|
|
||||
Plant removal and decommissioning costs (c)
|
|
|
182,981
|
|
338,641
|
|
||
Taxes refundable to customers (c)
|
|
|
17,060
|
|
17,772
|
|
||
Natural gas costs refundable through rate adjustments (d)
|
|
|
20,884
|
|
13,238
|
|
||
Other (c) (d)
|
|
|
22,193
|
|
16,601
|
|
||
Total regulatory liabilities
|
|
|
243,118
|
|
386,252
|
|
||
Net regulatory position
|
|
|
$
|
20,140
|
|
$
|
(116,666
|
)
|
*
|
Estimated recovery period for regulatory assets currently being recovered in rates charged to customers.
|
(a)
|
Included in deferred charges and other assets - other on the Consolidated Balance Sheets.
|
(b)
|
Included in prepayments and other current assets on the Consolidated Balance Sheets.
|
(c)
|
Included in other liabilities on the Consolidated Balance Sheets.
|
(d)
|
Included in other accrued liabilities on the Consolidated Balance Sheets.
|
(e)
|
Recovered as expense is incurred or cash contributions are made.
|
|
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Commodity derivatives designated as cash flow hedges:
|
|
|
|
||||||
Amount of loss recognized in accumulated other
comprehensive loss (effective portion), net of tax
|
$
|
—
|
|
$
|
—
|
|
$
|
(6,153
|
)
|
Amount of (gain) loss reclassified from accumulated other comprehensive
loss into discontinued operations (effective portion), net of tax
|
—
|
|
295
|
|
(4,916
|
)
|
|||
Amount of loss recognized in operating revenues
(ineffective portion), before tax
|
—
|
|
—
|
|
(1,422
|
)
|
|||
|
|
|
|
||||||
Interest rate derivatives designated as cash flow hedges:
|
|
|
|
||||||
Amount of gain recognized in accumulated other
comprehensive loss (effective portion), net of tax
|
—
|
|
—
|
|
559
|
|
|||
Amount of loss reclassified from accumulated other comprehensive
loss into interest expense (effective portion), net of tax
|
404
|
|
399
|
|
727
|
|
|||
Amount of loss recognized in interest expense (ineffective portion), before tax
|
—
|
|
—
|
|
(769
|
)
|
|||
|
|
|
|
||||||
Commodity derivatives not designated as hedging instruments:
|
|
|
|
||||||
Amount of gain (loss) recognized in discontinued operations, before tax
|
(18,335
|
)
|
23,400
|
|
(4,845
|
)
|
Asset Derivatives
|
Location on Consolidated Balance Sheets
|
Fair Value at December 31, 2014
|
|
|
|
|
(In thousands)
|
|
|
Not designated as hedges:
|
|
|
||
Commodity derivatives
|
Current assets held for sale
|
$
|
18,335
|
|
Total asset derivatives
|
|
$
|
18,335
|
|
|
|
|
|
|
|
|
December 31, 2014
|
Gross Amounts Recognized on the
Consolidated Balance Sheets
|
|
Gross Amounts Not Offset on the
Consolidated Balance Sheets
|
|
Net
|
|
|||
|
(In thousands)
|
||||||||
Assets:
|
|
|
|
||||||
Commodity derivatives
|
$
|
18,335
|
|
$
|
—
|
|
$
|
18,335
|
|
Total assets
|
$
|
18,335
|
|
$
|
—
|
|
$
|
18,335
|
|
|
|
December 31, 2015
|
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
||||
|
(In thousands)
|
|||||||||||
Mortgage-backed securities
|
$
|
9,128
|
|
$
|
19
|
|
$
|
(49
|
)
|
$
|
9,098
|
|
U.S. Treasury securities
|
1,315
|
|
—
|
|
(6
|
)
|
1,309
|
|
||||
Total
|
$
|
10,443
|
|
$
|
19
|
|
$
|
(55
|
)
|
$
|
10,407
|
|
December 31, 2014
|
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
||||
|
(In thousands)
|
|||||||||||
Mortgage-backed securities
|
$
|
6,594
|
|
$
|
60
|
|
$
|
(18
|
)
|
$
|
6,636
|
|
U.S. Treasury securities
|
3,574
|
|
—
|
|
(19
|
)
|
3,555
|
|
||||
Total
|
$
|
10,168
|
|
$
|
60
|
|
$
|
(37
|
)
|
$
|
10,191
|
|
|
|
|
Fair Value Measurements
at December 31, 2015, Using
|
|
||||||||||
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Balance at December 31, 2015
|
|
||||
|
(In thousands)
|
|||||||||||
Assets:
|
|
|
|
|
||||||||
Money market funds
|
$
|
—
|
|
$
|
1,420
|
|
$
|
—
|
|
$
|
1,420
|
|
Insurance contract*
|
—
|
|
67,459
|
|
—
|
|
67,459
|
|
||||
Available-for-sale securities:
|
|
|
|
|
||||||||
Mortgage-backed securities
|
—
|
|
9,098
|
|
—
|
|
9,098
|
|
||||
U.S. Treasury securities
|
—
|
|
1,309
|
|
—
|
|
1,309
|
|
||||
Total assets measured at fair value
|
$
|
—
|
|
$
|
79,286
|
|
$
|
—
|
|
$
|
79,286
|
|
Liabilities:
|
|
|
|
|
||||||||
RIN obligations
|
$
|
—
|
|
$
|
3,052
|
|
$
|
—
|
|
$
|
3,052
|
|
Total liabilities measured at fair value
|
$
|
—
|
|
$
|
3,052
|
|
$
|
—
|
|
$
|
3,052
|
|
*
|
The insurance contract invests approximately
9
percent in common stock of mid-cap companies,
7
percent in common stock of small-cap companies,
19
percent in common stock of large-cap companies,
63
percent in fixed-income investments,
1
percent in target date investments and
1
percent in cash equivalents.
|
|
|
Fair Value Measurements
at December 31, 2014, Using
|
|
||||||||||
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Balance at December 31, 2014
|
|
||||
|
(In thousands)
|
|||||||||||
Assets:
|
|
|
|
|
||||||||
Money market funds
|
$
|
—
|
|
$
|
890
|
|
$
|
—
|
|
$
|
890
|
|
Insurance contract*
|
—
|
|
65,831
|
|
—
|
|
65,831
|
|
||||
Available-for-sale securities:
|
|
|
|
|
||||||||
Mortgage-backed securities
|
—
|
|
6,636
|
|
—
|
|
6,636
|
|
||||
U.S. Treasury securities
|
—
|
|
3,555
|
|
—
|
|
3,555
|
|
||||
Total assets measured at fair value
|
$
|
—
|
|
$
|
76,912
|
|
$
|
—
|
|
$
|
76,912
|
|
*
|
The insurance contract invests approximately
20
percent in common stock of mid-cap companies,
18
percent in common stock of small-cap companies,
29
percent in common stock of large-cap companies,
32
percent in fixed-income investments and
1
percent in cash equivalents.
|
|
|
|
Company
|
Facility
|
|
Facility
Limit
|
|
|
Amount Outstanding at December 31, 2015
|
|
|
Amount Outstanding at December 31,
2014
|
|
|
Letters of
Credit at December 31, 2015
|
|
|
Expiration
Date
|
||||
|
|
|
(In millions)
|
||||||||||||||||
MDU Resources Group, Inc.
|
Commercial paper/Revolving credit agreement
|
(a)
|
$
|
175.0
|
|
|
$
|
44.5
|
|
(b)
|
$
|
77.5
|
|
(b)
|
$
|
—
|
|
|
5/8/19
|
Cascade Natural Gas Corporation
|
Revolving credit agreement
|
|
$
|
50.0
|
|
(c)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.2
|
|
(d)
|
7/9/18
|
Intermountain Gas Company
|
Revolving credit agreement
|
|
$
|
65.0
|
|
(e)
|
$
|
47.9
|
|
|
$
|
21.0
|
|
|
$
|
—
|
|
|
7/13/18
|
Centennial Energy Holdings, Inc.
|
Commercial paper/Revolving credit agreement
|
(f)
|
$
|
650.0
|
|
|
$
|
18.0
|
|
(b)
|
$
|
211.0
|
|
(b)
|
$
|
39.4
|
|
|
5/8/19
|
Dakota Prairie Refining, LLC
|
Revolving credit agreement
|
|
$
|
75.0
|
|
|
$
|
45.5
|
|
|
$
|
—
|
|
|
$
|
18.3
|
|
(d)
|
6/30/16
|
(a)
|
The commercial paper program is supported by a revolving credit agreement with various banks (provisions allow for increased borrowings, at the option of the Company on stated conditions, up to a maximum of
$225.0 million
). There were no amounts outstanding under the credit agreement.
|
(b)
|
Amount outstanding under commercial paper program.
|
(c)
|
Certain provisions allow for increased borrowings, up to a maximum of
$75.0 million
.
|
(d)
|
Outstanding letter(s) of credit reduce the amount available under the credit agreement.
|
(e)
|
Certain provisions allow for increased borrowings, up to a maximum of
$90.0 million
.
|
(f)
|
The commercial paper program is supported by a revolving credit agreement with various banks (provisions allow for increased borrowings, at the option of Centennial on stated conditions, up to a maximum of
$800.0 million
). There were no amounts outstanding under the credit agreement.
|
|
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Senior Notes at a weighted average rate of 5.18%, due on dates ranging from February 1, 2016 to January 15, 2055
|
$
|
1,616,246
|
|
$
|
1,636,662
|
|
Commercial paper at a weighted average rate of .73%, supported by revolving credit agreements
|
62,500
|
|
288,500
|
|
||
Term Loan Agreements at a weighted average rate of 2.16%, due on dates ranging from April 22, 2018 to April 22, 2023
|
69,000
|
|
72,000
|
|
||
Medium-Term Notes at a weighted average rate of 6.68%, due on dates ranging from September 1, 2020 to March 16, 2029
|
50,000
|
|
35,000
|
|
||
Other notes at a weighted average rate of 5.25%, due on February 1, 2035
|
24,589
|
|
39,662
|
|
||
Credit agreements at a weighted average rate of 1.82%, due on dates ranging from July 14, 2018 to November 30, 2038
|
48,906
|
|
22,042
|
|
||
Discount
|
(9
|
)
|
(36
|
)
|
||
Total long-term debt
|
1,871,232
|
|
2,093,830
|
|
||
Less current maturities
|
243,789
|
|
268,552
|
|
||
Net long-term debt
|
$
|
1,627,443
|
|
$
|
1,825,278
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Balance at beginning of year
|
$
|
27,211
|
|
$
|
27,327
|
|
Liabilities incurred
|
2,751
|
|
1,697
|
|
||
Liabilities settled
|
(1,708
|
)
|
(3,231
|
)
|
||
Accretion expense
|
1,163
|
|
1,112
|
|
||
Revisions in estimates
|
211,836
|
|
(73
|
)
|
||
Other
|
971
|
|
379
|
|
||
Balance at end of year
|
$
|
242,224
|
|
$
|
27,211
|
|
|
|
|
|
Grant Date
|
Performance
Period
|
Target Grant
of Shares
|
|
March 2013
|
2013-2015
|
188,388
|
|
February 2014
|
2014-2016
|
142,989
|
|
February 2015
|
2015-2017
|
220,078
|
|
June 2015
|
2015-2017
|
14,441
|
|
|
|
|
2015
|
|
|
|
2014
|
|
|
|
2013
|
|
||||||
Weighted average grant-date fair value
|
|
|
|
$18.98
|
|
|
|
|
$41.13
|
|
|
|
|
$29.01
|
|
|||
Blended volatility range
|
22.86
|
%
|
–
|
24.61
|
%
|
18.94
|
%
|
–
|
20.43
|
%
|
16.10
|
%
|
–
|
19.39
|
%
|
|||
Risk-free interest rate range
|
.05
|
%
|
–
|
1.07
|
%
|
.03
|
%
|
–
|
.74
|
%
|
.09
|
%
|
–
|
.40
|
%
|
|||
Weighted average discounted dividends per share
|
|
|
|
$1.57
|
|
|
|
|
$2.15
|
|
|
|
|
$2.12
|
|
|
Number of
Shares
|
|
Weighted
Average
Grant-Date
Fair Value
|
|
|
Nonvested at beginning of period
|
688,455
|
|
$
|
28.16
|
|
Granted
|
258,454
|
|
18.98
|
|
|
Vested
|
—
|
|
—
|
|
|
Forfeited
|
(381,013
|
)
|
22.31
|
|
|
Nonvested at end of period
|
565,896
|
|
$
|
27.90
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
United States
|
$
|
181,623
|
|
$
|
242,442
|
|
$
|
242,569
|
|
Foreign
|
(1,326
|
)
|
(52
|
)
|
416
|
|
|||
Income before income taxes from continuing operations
|
$
|
180,297
|
|
$
|
242,390
|
|
$
|
242,985
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Current:
|
|
|
|
||||||
Federal
|
$
|
59,483
|
|
$
|
4,403
|
|
$
|
41,624
|
|
State
|
5,789
|
|
(166
|
)
|
4,148
|
|
|||
Foreign
|
30
|
|
—
|
|
(29
|
)
|
|||
|
65,302
|
|
4,237
|
|
45,743
|
|
|||
Deferred:
|
|
|
|
|
|
|
|||
Income taxes:
|
|
|
|
|
|
||||
Federal
|
3,199
|
|
55,514
|
|
29,616
|
|
|||
State
|
(2,478
|
)
|
2,467
|
|
(859
|
)
|
|||
Investment tax credit - net
|
(420
|
)
|
1,009
|
|
(206
|
)
|
|||
|
301
|
|
58,990
|
|
28,551
|
|
|||
Total income tax expense
|
$
|
65,603
|
|
$
|
63,227
|
|
$
|
74,294
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Deferred tax assets:
|
|
|
||||
Postretirement
|
$
|
97,666
|
|
$
|
99,853
|
|
Compensation-related
|
33,844
|
|
35,669
|
|
||
Alternative minimum tax credit carryforward
|
28,173
|
|
23,678
|
|
||
Customer advances
|
12,623
|
|
12,245
|
|
||
Asset retirement obligations
|
8,694
|
|
7,894
|
|
||
Legal and environmental contingencies
|
6,377
|
|
7,890
|
|
||
Other
|
58,202
|
|
52,862
|
|
||
Total deferred tax assets
|
245,579
|
|
240,091
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||
Depreciation and basis differences on property, plant and equipment
|
791,368
|
|
773,160
|
|
||
Postretirement
|
71,835
|
|
70,642
|
|
||
Intangible asset amortization
|
23,950
|
|
22,810
|
|
||
Other
|
36,906
|
|
46,637
|
|
||
Total deferred tax liabilities
|
924,059
|
|
913,249
|
|
||
Valuation allowance
|
8,990
|
|
8,852
|
|
||
Net deferred income tax liability
|
$
|
(687,470
|
)
|
$
|
(682,010
|
)
|
|
2015
|
|
|
(In thousands)
|
|
||
Change in net deferred income tax liability from the preceding table
|
$
|
5,460
|
|
Deferred taxes associated with other comprehensive income
|
(3,086
|
)
|
|
Other
|
(2,073
|
)
|
|
Deferred income tax expense for the period
|
$
|
301
|
|
|
|
Years ended December 31,
|
2015
|
2014
|
2013
|
||||||||||||
|
Amount
|
|
%
|
|
Amount
|
|
%
|
|
Amount
|
|
%
|
|
|||
|
(Dollars in thousands)
|
||||||||||||||
Computed tax at federal statutory rate
|
$
|
63,104
|
|
35.0
|
|
$
|
84,836
|
|
35.0
|
|
$
|
85,045
|
|
35.0
|
|
Increases (reductions) resulting from:
|
|
|
|
|
|
|
|
|
|||||||
State income taxes, net of federal income tax
|
4,903
|
|
2.7
|
|
7,048
|
|
2.9
|
|
7,379
|
|
3.0
|
|
|||
Noncontrolling interest
|
12,340
|
|
6.8
|
|
1,363
|
|
.5
|
|
—
|
|
—
|
|
|||
Federal renewable energy credit
|
(3,400
|
)
|
(1.9
|
)
|
(3,655
|
)
|
(1.5
|
)
|
(3,404
|
)
|
(1.4
|
)
|
|||
Tax compliance and uncertain tax positions
|
(194
|
)
|
(.1
|
)
|
(8,987
|
)
|
(3.7
|
)
|
(3,902
|
)
|
(1.6
|
)
|
|||
Domestic production activities
|
—
|
|
—
|
|
(3,993
|
)
|
(1.6
|
)
|
(666
|
)
|
(.3
|
)
|
|||
Other
|
(11,150
|
)
|
(6.1
|
)
|
(13,385
|
)
|
(5.5
|
)
|
(10,158
|
)
|
(4.1
|
)
|
|||
Total income tax expense
|
$
|
65,603
|
|
36.4
|
|
$
|
63,227
|
|
26.1
|
|
$
|
74,294
|
|
30.6
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Balance at beginning of year
|
$
|
105
|
|
$
|
7,845
|
|
$
|
7,845
|
|
Settlements
|
—
|
|
(7,740
|
)
|
—
|
|
|||
Lapse of statute of limitations
|
(105
|
)
|
—
|
|
—
|
|
|||
Balance at end of year
|
$
|
—
|
|
$
|
105
|
|
$
|
7,845
|
|
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
External operating revenues:
|
|
|
|
||||||
Regulated operations:
|
|
|
|
||||||
Electric
|
$
|
280,615
|
|
$
|
277,874
|
|
$
|
257,260
|
|
Natural gas distribution
|
817,419
|
|
921,986
|
|
851,945
|
|
|||
Pipeline and midstream
|
50,238
|
|
46,786
|
|
47,633
|
|
|||
|
1,148,272
|
|
1,246,646
|
|
1,156,838
|
|
|||
Nonregulated operations:
|
|
|
|
||||||
Pipeline and midstream
|
54,282
|
|
64,494
|
|
56,427
|
|
|||
Construction materials and contracting
|
1,901,530
|
|
1,740,089
|
|
1,675,444
|
|
|||
Construction services
|
907,767
|
|
1,062,055
|
|
1,029,909
|
|
|||
Refining
|
178,262
|
|
—
|
|
—
|
|
|||
Other
|
1,436
|
|
1,532
|
|
1,553
|
|
|||
|
3,043,277
|
|
2,868,170
|
|
2,763,333
|
|
|||
Total external operating revenues
|
$
|
4,191,549
|
|
$
|
4,114,816
|
|
$
|
3,920,171
|
|
|
|
|
|
||||||
Intersegment operating revenues:
|
|
|
|
|
|
|
|||
Electric
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Natural gas distribution
|
—
|
|
—
|
|
—
|
|
|||
Pipeline and midstream
|
51,716
|
|
46,085
|
|
40,511
|
|
|||
Construction materials and contracting
|
2,752
|
|
25,241
|
|
36,693
|
|
|||
Construction services
|
18,660
|
|
57,474
|
|
9,930
|
|
|||
Refining
|
—
|
|
—
|
|
—
|
|
|||
Other
|
7,755
|
|
7,832
|
|
8,067
|
|
|||
Intersegment eliminations
|
(80,883
|
)
|
(136,632
|
)
|
(95,201
|
)
|
|||
Total intersegment operating revenues
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
|
|
|
||||||
Depreciation, depletion and amortization:
|
|
|
|
|
|
|
|||
Electric
|
$
|
37,583
|
|
$
|
35,008
|
|
$
|
32,789
|
|
Natural gas distribution
|
64,756
|
|
54,700
|
|
50,031
|
|
|||
Pipeline and midstream
|
27,981
|
|
29,749
|
|
29,105
|
|
|||
Construction materials and contracting
|
65,937
|
|
68,557
|
|
74,470
|
|
|||
Construction services
|
13,420
|
|
12,874
|
|
11,939
|
|
|||
Refining
|
16,463
|
|
896
|
|
14
|
|
|||
Other
|
2,070
|
|
2,196
|
|
2,050
|
|
|||
Intersegment eliminations
|
(480
|
)
|
—
|
|
—
|
|
|||
Total depreciation, depletion and amortization
|
$
|
227,730
|
|
$
|
203,980
|
|
$
|
200,398
|
|
|
|
|
|
||||||
Interest expense:
|
|
|
|
|
|
|
|||
Electric
|
$
|
17,421
|
|
$
|
15,595
|
|
$
|
12,590
|
|
Natural gas distribution
|
29,471
|
|
27,217
|
|
25,123
|
|
|||
Pipeline and midstream
|
9,895
|
|
9,946
|
|
10,148
|
|
|||
Construction materials and contracting
|
15,183
|
|
16,368
|
|
17,394
|
|
|||
Construction services
|
3,959
|
|
4,176
|
|
4,306
|
|
|||
Refining
|
3,450
|
|
119
|
|
182
|
|
|||
Other
|
14,292
|
|
13,739
|
|
14,216
|
|
|||
Intersegment eliminations
|
(603
|
)
|
(254
|
)
|
(156
|
)
|
|||
Total interest expense
|
$
|
93,068
|
|
$
|
86,906
|
|
$
|
83,803
|
|
|
|
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Income taxes:
|
|
|
|
|
|
|
|||
Electric
|
$
|
11,523
|
|
$
|
12,442
|
|
$
|
9,683
|
|
Natural gas distribution
|
11,377
|
|
11,350
|
|
16,633
|
|
|||
Pipeline and midstream
|
7,505
|
|
12,232
|
|
3,466
|
|
|||
Construction materials and contracting
|
41,619
|
|
18,586
|
|
24,765
|
|
|||
Construction services
|
16,432
|
|
24,753
|
|
29,504
|
|
|||
Refining
|
(13,815
|
)
|
(2,533
|
)
|
(76
|
)
|
|||
Other
|
(8,107
|
)
|
(9,798
|
)
|
(6,812
|
)
|
|||
Intersegment eliminations
|
(931
|
)
|
(3,805
|
)
|
(2,869
|
)
|
|||
Total income taxes
|
$
|
65,603
|
|
$
|
63,227
|
|
$
|
74,294
|
|
|
|
|
|
||||||
Earnings (loss) on common stock:
|
|
|
|
|
|
|
|||
Regulated operations:
|
|
|
|
||||||
Electric
|
$
|
35,914
|
|
$
|
36,731
|
|
$
|
34,837
|
|
Natural gas distribution
|
23,607
|
|
30,484
|
|
37,656
|
|
|||
Pipeline and midstream
|
20,680
|
|
15,440
|
|
15,388
|
|
|||
|
80,201
|
|
82,655
|
|
87,881
|
|
|||
Nonregulated operations:
|
|
|
|
||||||
Pipeline and midstream
|
(7,430
|
)
|
9,226
|
|
(7,687
|
)
|
|||
Construction materials and contracting
|
89,096
|
|
51,510
|
|
50,946
|
|
|||
Construction services
|
23,762
|
|
54,432
|
|
52,213
|
|
|||
Refining
|
(22,457
|
)
|
(2,038
|
)
|
(72
|
)
|
|||
Other
|
(12,376
|
)
|
(7,317
|
)
|
(10,605
|
)
|
|||
|
70,595
|
|
105,813
|
|
84,795
|
|
|||
Intersegment eliminations
|
(1,531
|
)
|
(6,095
|
)
|
(4,307
|
)
|
|||
Earnings on common stock before income (loss)
from discontinued operations
|
149,265
|
|
182,373
|
|
168,369
|
|
|||
Income (loss) from discontinued operations, net of tax
|
(772,385
|
)
|
115,175
|
|
109,879
|
|
|||
Total earnings (loss) on common stock
|
$
|
(623,120
|
)
|
$
|
297,548
|
|
$
|
278,248
|
|
|
|
|
|
||||||
Capital expenditures:
|
|
|
|
|
|
|
|||
Electric
|
$
|
332,876
|
|
$
|
185,121
|
|
$
|
168,557
|
|
Natural gas distribution
|
130,793
|
|
120,613
|
|
101,279
|
|
|||
Pipeline and midstream
|
18,315
|
|
61,754
|
|
40,533
|
|
|||
Construction materials and contracting
|
48,126
|
|
37,896
|
|
34,607
|
|
|||
Construction services
|
38,269
|
|
26,942
|
|
15,102
|
|
|||
Refining
|
22,052
|
|
115,655
|
|
86,559
|
|
|||
Other
|
3,755
|
|
2,131
|
|
2,249
|
|
|||
Net proceeds from sale or disposition of property and other
|
(63,831
|
)
|
(60,177
|
)
|
(28,392
|
)
|
|||
Total net capital expenditures
|
$
|
530,355
|
|
$
|
489,935
|
|
$
|
420,494
|
|
|
|
|
|
||||||
Assets:
|
|
|
|
|
|
|
|||
Electric*
|
$
|
1,327,258
|
|
$
|
1,030,611
|
|
$
|
884,283
|
|
Natural gas distribution*
|
2,042,925
|
|
1,931,908
|
|
1,786,068
|
|
|||
Pipeline and midstream
|
593,025
|
|
655,735
|
|
620,639
|
|
|||
Construction materials and contracting
|
1,279,057
|
|
1,272,231
|
|
1,305,808
|
|
|||
Construction services
|
450,896
|
|
454,602
|
|
450,614
|
|
|||
Refining
|
464,699
|
|
429,102
|
|
178,062
|
|
|||
Other**
|
278,433
|
|
306,572
|
|
236,543
|
|
|||
Assets held for sale
|
191,315
|
|
1,751,647
|
|
1,611,430
|
|
|||
Total assets
|
$
|
6,627,608
|
|
$
|
7,832,408
|
|
$
|
7,073,447
|
|
|
|
|
|
|
|
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Property, plant and equipment:
|
|
|
|
|
|
|
|||
Electric*
|
$
|
1,786,148
|
|
$
|
1,457,101
|
|
$
|
1,315,822
|
|
Natural gas distribution*
|
2,076,581
|
|
1,904,759
|
|
1,776,901
|
|
|||
Pipeline and midstream
|
758,729
|
|
818,388
|
|
789,569
|
|
|||
Construction materials and contracting
|
1,553,428
|
|
1,529,942
|
|
1,510,355
|
|
|||
Construction services
|
163,279
|
|
144,395
|
|
134,948
|
|
|||
Refining
|
445,333
|
|
401,845
|
|
172,603
|
|
|||
Other
|
49,537
|
|
50,937
|
|
49,997
|
|
|||
Eliminations
|
(15,367
|
)
|
(12,589
|
)
|
(4,473
|
)
|
|||
Less accumulated depreciation, depletion and amortization
|
2,506,571
|
|
2,386,113
|
|
2,284,169
|
|
|||
Net property, plant and equipment
|
$
|
4,311,097
|
|
$
|
3,908,665
|
|
$
|
3,461,553
|
|
*
|
Includes allocations of common utility property.
|
**
|
Includes assets not directly assignable to a business (i.e. cash and cash equivalents, certain accounts receivable, certain investments and other miscellaneous current and deferred assets).
|
|
|
|
|
Pension Benefits
|
Other
Postretirement Benefits
|
||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
||||
|
(In thousands)
|
|||||||||||
Change in benefit obligation:
|
|
|
|
|
||||||||
Benefit obligation at beginning of year
|
$
|
475,337
|
|
$
|
402,772
|
|
$
|
99,012
|
|
$
|
81,726
|
|
Service cost
|
86
|
|
129
|
|
1,816
|
|
1,518
|
|
||||
Interest cost
|
17,141
|
|
17,682
|
|
3,607
|
|
3,521
|
|
||||
Plan participants' contributions
|
—
|
|
—
|
|
1,408
|
|
1,399
|
|
||||
Actuarial (gain) loss
|
(24,875
|
)
|
80,520
|
|
(5,873
|
)
|
18,024
|
|
||||
Benefits paid
|
(24,729
|
)
|
(25,766
|
)
|
(7,236
|
)
|
(7,176
|
)
|
||||
Benefit obligation at end of year
|
442,960
|
|
475,337
|
|
92,734
|
|
99,012
|
|
||||
Change in net plan assets:
|
|
|
|
|
|
|
|
|
||||
Fair value of plan assets at beginning of year
|
354,363
|
|
334,844
|
|
87,586
|
|
84,543
|
|
||||
Actual gain (loss) on plan assets
|
(10,879
|
)
|
24,500
|
|
258
|
|
7,527
|
|
||||
Employer contribution
|
13,912
|
|
20,785
|
|
577
|
|
1,293
|
|
||||
Plan participants' contributions
|
—
|
|
—
|
|
1,408
|
|
1,399
|
|
||||
Benefits paid
|
(24,729
|
)
|
(25,766
|
)
|
(7,236
|
)
|
(7,176
|
)
|
||||
Fair value of net plan assets at end of year
|
332,667
|
|
354,363
|
|
82,593
|
|
87,586
|
|
||||
Funded status - under
|
$
|
(110,293
|
)
|
$
|
(120,974
|
)
|
$
|
(10,141
|
)
|
$
|
(11,426
|
)
|
Amounts recognized in the Consolidated
Balance Sheets at December 31:
|
|
|
|
|
|
|
|
|
||||
Other assets (noncurrent)
|
$
|
—
|
|
$
|
—
|
|
$
|
5,095
|
|
$
|
4,345
|
|
Other accrued liabilities (current)
|
—
|
|
—
|
|
(421
|
)
|
(322
|
)
|
||||
Other liabilities (noncurrent)
|
(110,293
|
)
|
(120,974
|
)
|
(14,815
|
)
|
(15,449
|
)
|
||||
Net amount recognized
|
$
|
(110,293
|
)
|
$
|
(120,974
|
)
|
$
|
(10,141
|
)
|
$
|
(11,426
|
)
|
Amounts recognized in accumulated other
comprehensive (income) loss consist of:
|
|
|
|
|
|
|
|
|
||||
Actuarial loss
|
$
|
208,671
|
|
$
|
207,430
|
|
$
|
22,484
|
|
$
|
25,779
|
|
Prior service cost (credit)
|
—
|
|
294
|
|
(14,374
|
)
|
(15,744
|
)
|
||||
Total
|
$
|
208,671
|
|
$
|
207,724
|
|
$
|
8,110
|
|
$
|
10,035
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Projected benefit obligation
|
$
|
442,960
|
|
$
|
475,337
|
|
Accumulated benefit obligation
|
$
|
442,960
|
|
$
|
475,337
|
|
Fair value of plan assets
|
$
|
332,667
|
|
$
|
354,363
|
|
|
|
|
Pension Benefits
|
Other
Postretirement Benefits
|
||||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
2015
|
|
2014
|
|
2013
|
|
||||||
|
(In thousands)
|
|||||||||||||||||
Components of net periodic benefit cost (credit):
|
|
|
|
|
|
|
||||||||||||
Service cost
|
$
|
86
|
|
$
|
129
|
|
$
|
155
|
|
$
|
1,816
|
|
$
|
1,518
|
|
$
|
1,675
|
|
Interest cost
|
17,141
|
|
17,682
|
|
16,249
|
|
3,607
|
|
3,521
|
|
3,215
|
|
||||||
Expected return on assets
|
(22,254
|
)
|
(21,218
|
)
|
(19,917
|
)
|
(4,795
|
)
|
(4,617
|
)
|
(4,343
|
)
|
||||||
Amortization of prior service cost (credit)
|
36
|
|
71
|
|
71
|
|
(1,371
|
)
|
(1,393
|
)
|
(1,457
|
)
|
||||||
Recognized net actuarial loss
|
7,016
|
|
4,869
|
|
7,173
|
|
1,960
|
|
649
|
|
1,814
|
|
||||||
Curtailment loss
|
258
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Net periodic benefit cost (credit), including amount capitalized
|
2,283
|
|
1,533
|
|
3,731
|
|
1,217
|
|
(322
|
)
|
904
|
|
||||||
Less amount capitalized
|
316
|
|
388
|
|
727
|
|
120
|
|
(21
|
)
|
164
|
|
||||||
Net periodic benefit cost (credit)
|
1,967
|
|
1,145
|
|
3,004
|
|
1,097
|
|
(301
|
)
|
740
|
|
||||||
Other changes in plan assets and benefit
obligations recognized in accumulated other
comprehensive (income) loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net (gain) loss
|
8,257
|
|
77,238
|
|
(60,173
|
)
|
(1,336
|
)
|
15,114
|
|
(30,461
|
)
|
||||||
Amortization of actuarial loss
|
(7,016
|
)
|
(4,869
|
)
|
(7,173
|
)
|
(1,960
|
)
|
(649
|
)
|
(1,814
|
)
|
||||||
Amortization of prior service (cost) credit
|
(294
|
)
|
(71
|
)
|
(71
|
)
|
1,371
|
|
1,393
|
|
1,457
|
|
||||||
Total recognized in accumulated other
comprehensive (income) loss
|
947
|
|
72,298
|
|
(67,417
|
)
|
(1,925
|
)
|
15,858
|
|
(30,818
|
)
|
||||||
Total recognized in net periodic benefit cost (credit) and
accumulated other comprehensive (income) loss
|
$
|
2,914
|
|
$
|
73,443
|
|
$
|
(64,413
|
)
|
$
|
(828
|
)
|
$
|
15,557
|
|
$
|
(30,078
|
)
|
|
Pension Benefits
|
Other
Postretirement Benefits
|
||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Discount rate
|
4.00
|
%
|
3.70
|
%
|
4.06
|
%
|
3.74
|
%
|
Expected return on plan assets
|
6.75
|
%
|
7.00
|
%
|
5.75
|
%
|
6.00
|
%
|
Rate of compensation increase
|
N/A
|
|
N/A
|
|
3.00
|
%
|
3.00
|
%
|
|
Pension Benefits
|
Other
Postretirement Benefits
|
||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Discount rate
|
3.70
|
%
|
4.53
|
%
|
3.74
|
%
|
4.48
|
%
|
Expected return on plan assets
|
7.00
|
%
|
7.00
|
%
|
6.00
|
%
|
6.00
|
%
|
Rate of compensation increase
|
N/A
|
|
N/A
|
|
3.00
|
%
|
3.00
|
%
|
|
|
|
|
|
2015
|
|
|
|
2014
|
|
||
Health care trend rate assumed for next year
|
4.0
|
%
|
–
|
8.0
|
%
|
4.0
|
%
|
–
|
7.0
|
%
|
Health care cost trend rate - ultimate
|
5.0
|
%
|
–
|
6.0
|
%
|
5.0
|
%
|
–
|
6.0
|
%
|
Year in which ultimate trend rate achieved
|
|
|
2021
|
|
|
|
|
2017
|
|
|
1 Percentage
Point Increase
|
|
1 Percentage
Point Decrease
|
|
||
|
(In thousands)
|
|||||
Effect on total of service and interest cost components
|
$
|
203
|
|
$
|
(169
|
)
|
Effect on postretirement benefit obligation
|
$
|
4,006
|
|
$
|
(3,407
|
)
|
|
|
|
Fair Value Measurements
at December 31, 2015, Using
|
|
||||||||||
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Balance at December 31, 2015
|
|
||||
|
(In thousands)
|
|||||||||||
Assets:
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
—
|
|
$
|
8,379
|
|
$
|
—
|
|
$
|
8,379
|
|
Equity securities:
|
|
|
|
|
|
|||||||
U.S. companies
|
15,135
|
|
—
|
|
—
|
|
15,135
|
|
||||
International companies
|
2,332
|
|
—
|
|
—
|
|
2,332
|
|
||||
Collective and mutual funds*
|
154,400
|
|
63,568
|
|
—
|
|
217,968
|
|
||||
Corporate bonds
|
—
|
|
62,145
|
|
—
|
|
62,145
|
|
||||
Municipal bonds
|
—
|
|
11,680
|
|
—
|
|
11,680
|
|
||||
U.S. Government securities
|
5,288
|
|
6,823
|
|
—
|
|
12,111
|
|
||||
Total assets measured at fair value
|
$
|
177,155
|
|
$
|
152,595
|
|
$
|
—
|
|
$
|
329,750
|
|
*
|
Collective and mutual funds invest approximately
19
percent in common stock of large-cap U.S. companies,
6
percent in common stock of mid-cap U.S. companies,
16
percent in corporate bonds,
29
percent in common stock of international companies,
16
percent in cash equivalents and
14
percent in other investments.
|
|
|
Fair Value Measurements
at December 31, 2014, Using
|
|
||||||||||
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Balance at December 31, 2014
|
|
||||
|
(In thousands)
|
|||||||||||
Assets:
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
—
|
|
$
|
5,631
|
|
$
|
—
|
|
$
|
5,631
|
|
Equity securities:
|
|
|
|
|
|
|||||||
U.S. companies
|
39,077
|
|
—
|
|
—
|
|
39,077
|
|
||||
International companies
|
5,189
|
|
—
|
|
—
|
|
5,189
|
|
||||
Collective and mutual funds*
|
132,403
|
|
77,449
|
|
—
|
|
209,852
|
|
||||
Corporate bonds
|
—
|
|
59,471
|
|
—
|
|
59,471
|
|
||||
Municipal bonds
|
—
|
|
10,462
|
|
—
|
|
10,462
|
|
||||
U.S. Government securities
|
15,001
|
|
6,849
|
|
—
|
|
21,850
|
|
||||
Total assets measured at fair value
|
$
|
191,670
|
|
$
|
159,862
|
|
$
|
—
|
|
$
|
351,532
|
|
*
|
Collective and mutual funds invest approximately
13
percent in common stock of large-cap U.S. companies,
13
percent in U.S. Government securities,
23
percent in corporate bonds,
33
percent in common stock of international companies and
18
percent in other investments.
|
|
|
|
|
Fair Value Measurements
at December 31, 2015, Using
|
|
||||||||||
|
Quoted Prices
in Active Markets for Identical Assets (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable
Inputs (Level 3) |
|
Balance at December 31, 2015
|
|
||||
|
(In thousands)
|
|||||||||||
Assets:
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
—
|
|
$
|
3,261
|
|
$
|
—
|
|
$
|
3,261
|
|
Equity securities:
|
|
|
|
|
|
|
|
|
||||
U.S. companies
|
2,274
|
|
—
|
|
—
|
|
2,274
|
|
||||
International companies
|
9
|
|
—
|
|
—
|
|
9
|
|
||||
Insurance contract*
|
—
|
|
77,044
|
|
—
|
|
77,044
|
|
||||
Total assets measured at fair value
|
$
|
2,283
|
|
$
|
80,305
|
|
$
|
—
|
|
$
|
82,588
|
|
*
|
The insurance contract invests approximately
19
percent in common stock of large-cap U.S. companies,
22
percent in U.S. Government securities,
10
percent in mortgage-backed securities,
36
percent in corporate bonds and
13
percent in other investments.
|
|
|
Fair Value Measurements
at December 31, 2014, Using
|
|
||||||||||
|
Quoted Prices
in Active Markets for Identical Assets (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable
Inputs (Level 3) |
|
Balance at December 31, 2014
|
|
||||
|
(In thousands)
|
|||||||||||
Assets:
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
—
|
|
$
|
2,097
|
|
$
|
—
|
|
$
|
2,097
|
|
Equity securities:
|
|
|
|
|
|
|||||||
U.S. companies
|
2,614
|
|
—
|
|
—
|
|
2,614
|
|
||||
International companies
|
25
|
|
—
|
|
—
|
|
25
|
|
||||
Insurance contract*
|
—
|
|
82,846
|
|
—
|
|
82,846
|
|
||||
Total assets measured at fair value
|
$
|
2,639
|
|
$
|
84,943
|
|
$
|
—
|
|
$
|
87,582
|
|
*
|
The insurance contract invests approximately
54
percent in common stock of large-cap U.S. companies,
11
percent in U.S. Government securities,
10
percent in mortgage-backed securities,
10
percent in corporate bonds and
15
percent in other investments.
|
|
|
|
Years
|
Pension
Benefits
|
|
Other
Postretirement Benefits
|
|
Expected
Medicare
Part D Subsidy
|
|
|||
|
|
(In thousands)
|
|
|
|||||
2016
|
$
|
24,223
|
|
$
|
5,234
|
|
$
|
197
|
|
2017
|
24,680
|
|
5,351
|
|
191
|
|
|||
2018
|
24,980
|
|
5,420
|
|
183
|
|
|||
2019
|
25,323
|
|
5,441
|
|
175
|
|
|||
2020
|
25,700
|
|
5,331
|
|
168
|
|
|||
2021 - 2025
|
133,029
|
|
27,261
|
|
688
|
|
•
|
Assets contributed to the MEPP by one employer may be used to provide benefits to employees of other participating employers
|
•
|
If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers
|
•
|
If the Company chooses to stop participating in some of its MEPPs, the Company may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability
|
|
|
|
EIN/Pension Plan Number
|
Pension Protection Act Zone Status
|
FIP/RP Status Pending/Implemented
|
Contributions
|
Surcharge Imposed
|
Expiration Date
of Collective
Bargaining
Agreement
|
|||||||||||
Pension Fund
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
2013
|
|
|||||||
|
|
|
|
|
(In thousands)
|
|
|
||||||||||
Edison Pension Plan
|
93-6061681-001
|
Green as of 12/31/2015
|
Green as of 12/31/2014
|
No
|
$
|
5,517
|
|
$
|
9,061
|
|
$
|
6,358
|
|
No
|
12/31/2017
|
||
IBEW Local No. 82 Pension Plan
|
31-6127268-001
|
Red as of 6/30/2015
|
Red as of 6/30/2014
|
Implemented
|
2,252
|
|
1,392
|
|
1,284
|
|
No
|
11/29/2015*
|
|||||
IBEW Local No. 246 Pension Plan
|
34-6582842-001
|
Yellow as of 5/31/2015
|
Yellow as of 5/31/2014
|
Implemented
|
433
|
|
694
|
|
1,848
|
|
No
|
10/31/2017
|
|||||
IBEW Local No. 357 Pension Plan A
|
88-6023284-001
|
Green
|
Green
|
No
|
1,896
|
|
3,575
|
|
2,348
|
|
No
|
5/31/2018
|
|||||
IBEW Local 648 Pension Plan
|
31-6134845-001
|
Red as of 2/28/2015
|
Red as of 2/28/2014
|
Implemented
|
745
|
|
1,110
|
|
1,489
|
|
No
|
9/2/2018
|
|||||
Idaho Plumbers and Pipefitters Pension Plan
|
82-6010346-001
|
Green as of 5/31/2015
|
Green as of 5/31/2014
|
No
|
1,169
|
|
1,125
|
|
1,121
|
|
No
|
9/30/2016
|
|||||
Local Union 212 IBEW Pension Trust Fund
|
31-6127280-001
|
Yellow as of 4/30/2015
|
Yellow as of 4/30/2014
|
Implemented
|
937
|
|
568
|
|
531
|
|
No
|
6/5/2016
|
|||||
National Automatic Sprinkler Industry Pension Fund
|
52-6054620-001
|
Red as of 12/31/2015
|
Red as of 12/31/2014
|
Implemented
|
677
|
|
608
|
|
583
|
|
No
|
3/31/2016-
7/31/2018 |
|||||
National Electrical Benefit Fund
|
53-0181657-001
|
Green
|
Green
|
No
|
5,271
|
|
6,476
|
|
5,883
|
|
No
|
6/30/2015*-
11/30/2019 |
|||||
Pension Trust Fund for Operating Engineers
|
94-6090764-001
|
Red as of 12/31/2015
|
Red as of 12/31/2014
|
Implemented
|
1,997
|
|
1,445
|
|
1,510
|
|
No
|
6/15/2015*–
6/30/2016 |
|||||
Operating Engineers Local 800 & WY Contractors Association, Inc. Pension Plan
for Wyoming**
|
83-6011320-001
|
Red as of 12/31/2015
|
Red as of 12/31/2014
|
Implemented
|
—
|
|
68
|
|
76
|
|
No
|
10/31/2005*
|
|||||
Sheet Metal Workers' Pension Plan of Southern CA, AZ and NV
|
95-6052257-001
|
Red as of 12/31/2015
|
Red as of 12/31/2014
|
Implemented
|
714
|
|
676
|
|
512
|
|
No
|
6/30/2016
|
|||||
Southwest Marine Pension Trust
|
95-6123404-001
|
Red
|
Red
|
Implemented
|
26
|
|
31
|
|
42
|
|
No
|
1/31/2014*–
1/31/2019 |
|||||
Other funds
|
|
|
|
|
17,478
|
|
15,988
|
|
15,675
|
|
|
|
|||||
Total contributions
|
$
|
39,112
|
|
$
|
42,817
|
|
$
|
39,260
|
|
|
|
*
|
Plan includes collective bargaining agreements which have expired. The agreements contain provisions that automatically renew the existing contracts in lieu of a new negotiated collective bargaining agreement.
|
**
|
The Company withdrew from the plan as of October 26, 2014, as discussed below.
|
|
Pension Fund
|
Year Contributions to Plan Exceeded More Than 5 Percent
of Total Contributions (as of December 31 of the Plan's Year-End)
|
Edison Pension Plan
|
2014 and 2013
|
IBEW Local No. 82 Pension Plan
|
2014 and 2013
|
Local Union No. 124 IBEW Pension Trust Fund
|
2014 and 2013
|
Local Union 212 IBEW Pension Trust Fund
|
2014 and 2013
|
IBEW Local Union No. 357 Pension Plan A
|
2014 and 2013
|
IBEW Local 573 Pension Plan
|
2014
|
IBEW Local 648 Pension Plan
|
2014 and 2013
|
Idaho Plumbers and Pipefitters Pension Plan
|
2014
|
Minnesota Teamsters Construction Division Pension Fund
|
2014 and 2013
|
Operating Engineers Local 800 & WY Contractors Association, Inc. Pension Plan for Wyoming*
|
2014 and 2013
|
Pension and Retirement Plan of Plumbers and Pipefitters Union Local No. 525
|
2014 and 2013
|
*
|
The Company withdrew from the plan as of October 26, 2014, as discussed below.
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Big Stone Station:
|
|
|
||||
Utility plant in service
|
$
|
157,761
|
|
$
|
64,283
|
|
Less accumulated depreciation
|
48,242
|
|
43,043
|
|
||
|
$
|
109,519
|
|
$
|
21,240
|
|
Coyote Station:
|
|
|
|
|
||
Utility plant in service
|
$
|
140,895
|
|
$
|
138,810
|
|
Less accumulated depreciation
|
94,755
|
|
94,443
|
|
||
|
$
|
46,140
|
|
$
|
44,367
|
|
Wygen III:
|
|
|
|
|
||
Utility plant in service
|
$
|
65,023
|
|
$
|
65,597
|
|
Less accumulated depreciation
|
6,788
|
|
5,928
|
|
||
|
$
|
58,235
|
|
$
|
59,669
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015
|
|
2014
|
|
||
|
(In thousands)
|
|||||
Assets
|
|
|
||||
Current assets:
|
|
|
||||
Cash and cash equivalents
|
$
|
851
|
|
$
|
21,376
|
|
Accounts receivable
|
7,693
|
|
2,759
|
|
||
Inventories
|
13,176
|
|
5,311
|
|
||
Other current assets
|
6,215
|
|
4,019
|
|
||
Total current assets
|
27,935
|
|
33,465
|
|
||
Net property, plant and equipment
|
425,123
|
|
398,984
|
|
||
Deferred charges and other assets:
|
|
|
||||
Other
|
9,626
|
|
3,400
|
|
||
Total deferred charges and other assets
|
9,626
|
|
3,400
|
|
||
Total assets
|
$
|
462,684
|
|
$
|
435,849
|
|
|
|
|
||||
Liabilities
|
|
|
||||
Current liabilities:
|
|
|
||||
Short-term borrowings
|
$
|
45,500
|
|
$
|
—
|
|
Long-term debt due within one year
|
5,250
|
|
3,000
|
|
||
Accounts payable
|
24,766
|
|
55,089
|
|
||
Taxes payable
|
1,391
|
|
648
|
|
||
Accrued compensation
|
938
|
|
727
|
|
||
Other accrued liabilities
|
4,953
|
|
899
|
|
||
Total current liabilities
|
82,798
|
|
60,363
|
|
||
Long-term debt
|
63,750
|
|
69,000
|
|
||
Total liabilities
|
$
|
146,548
|
|
$
|
129,363
|
|
|
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
|
||||
|
(In thousands, except per share amounts)
|
|||||||||||
2015
|
|
|
|
|
||||||||
Operating revenues
|
$
|
862,349
|
|
$
|
986,215
|
|
$
|
1,280,500
|
|
$
|
1,062,485
|
|
Operating expenses
|
818,680
|
|
940,887
|
|
1,170,757
|
|
1,007,092
|
|
||||
Operating income
|
43,669
|
|
45,328
|
|
109,743
|
|
55,393
|
|
||||
Income from continuing operations
|
15,160
|
|
14,057
|
|
53,400
|
|
32,077
|
|
||||
Income (loss) from discontinued operations, net of tax
|
(324,605
|
)
|
(251,415
|
)
|
(202,626
|
)
|
6,261
|
|
||||
Net income (loss) attributable to the Company
|
(305,917
|
)
|
(229,604
|
)
|
(139,448
|
)
|
52,534
|
|
||||
Earnings (loss) per common share - basic:
|
|
|
|
|
|
|
|
|||||
Earnings before discontinued operations
|
.10
|
|
.11
|
|
.32
|
|
.24
|
|
||||
Discontinued operations, net of tax
|
(1.67
|
)
|
(1.29
|
)
|
(1.04
|
)
|
.03
|
|
||||
Earnings (loss) per common share - basic
|
(1.57
|
)
|
(1.18
|
)
|
(.72
|
)
|
.27
|
|
||||
Earnings (loss) per common share - diluted:
|
|
|
|
|
|
|
|
|||||
Earnings before discontinued operations
|
.10
|
|
.11
|
|
.32
|
|
.24
|
|
||||
Discontinued operations, net of tax
|
(1.67
|
)
|
(1.29
|
)
|
(1.04
|
)
|
.03
|
|
||||
Earnings (loss) per common share - diluted
|
(1.57
|
)
|
(1.18
|
)
|
(.72
|
)
|
.27
|
|
||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|||||
Basic
|
194,479
|
|
194,805
|
|
195,151
|
|
195,266
|
|
||||
Diluted
|
194,566
|
|
194,838
|
|
195,169
|
|
195,324
|
|
||||
|
|
|
|
|
||||||||
2014
|
|
|
|
|
|
|
|
|
||||
Operating revenues
|
$
|
900,761
|
|
$
|
952,564
|
|
$
|
1,213,203
|
|
$
|
1,048,288
|
|
Operating expenses
|
837,153
|
|
890,210
|
|
1,094,310
|
|
973,720
|
|
||||
Operating income
|
63,608
|
|
62,354
|
|
118,893
|
|
74,568
|
|
||||
Income from continuing operations
|
31,027
|
|
29,446
|
|
63,639
|
|
55,051
|
|
||||
Income from discontinued operations, net of tax
|
25,112
|
|
23,881
|
|
38,482
|
|
27,700
|
|
||||
Net income attributable to the Company
|
56,662
|
|
54,106
|
|
103,209
|
|
84,256
|
|
||||
Earnings per common share - basic:
|
|
|
|
|
|
|
|
|
||||
Earnings before discontinued operations
|
.17
|
|
.16
|
|
.33
|
|
.29
|
|
||||
Discontinued operations, net of tax
|
.13
|
|
.12
|
|
.20
|
|
.14
|
|
||||
Earnings per common share - basic
|
.30
|
|
.28
|
|
.53
|
|
.43
|
|
||||
Earnings per common share - diluted:
|
|
|
|
|
|
|
|
|
||||
Earnings before discontinued operations
|
.16
|
|
.16
|
|
.33
|
|
.29
|
|
||||
Discontinued operations, net of tax
|
.14
|
|
.12
|
|
.20
|
|
.14
|
|
||||
Earnings per common share - diluted
|
.30
|
|
.28
|
|
.53
|
|
.43
|
|
||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|
||||
Basic
|
189,820
|
|
192,060
|
|
193,949
|
|
194,136
|
|
||||
Diluted
|
190,432
|
|
192,659
|
|
194,300
|
|
194,219
|
|
•
|
First quarter 2015 reflects a MEPP withdrawal liability of
$2.4 million
(before tax). For more information, see Note
14
.
|
•
|
Second quarter 2015 reflects an impairment of coalbed natural gas gathering assets of
$3.0 million
(before tax). For more information, see Note
1
.
|
•
|
Third quarter 2015 reflects an impairment of coalbed natural gas gathering assets of
$14.1 million
(before tax). For more information, see Note
1
.
|
•
|
Fourth quarter 2014 reflects a MEPP withdrawal liability of approximately
$14.0 million
(before tax). For more information, see Note
14
.
|
•
|
2014 and first quarter 2015 have been restated to present the results of operations of Fidelity as discontinued operations, other than certain general and administrative costs and interest expense which were previously allocated to the former exploration and production segment and do not meet the criteria for income (loss) from discontinued operations.
|
|
|
|
|
2015
|
|
*
|
2014
|
|
2013
|
|
|||
|
(In thousands)
|
|||||||||
Subject to amortization
|
$
|
—
|
|
|
$
|
3,205,036
|
|
$
|
2,893,010
|
|
Not subject to amortization
|
—
|
|
|
132,141
|
|
124,869
|
|
|||
Total capitalized costs
|
—
|
|
|
3,337,177
|
|
3,017,879
|
|
|||
Less accumulated depreciation, depletion and amortization
|
—
|
|
|
1,752,566
|
|
1,562,116
|
|
|||
Net capitalized costs
|
$
|
—
|
|
|
$
|
1,584,611
|
|
$
|
1,455,763
|
|
|
Years ended December 31,
|
2015
|
|
*
|
2014
|
|
**
|
2013
|
|
**
|
|||
|
(In thousands)
|
|
||||||||||
Acquisitions:
|
|
|
|
|
|
|
|
|
|
|||
Proved properties
|
$
|
—
|
|
|
$
|
87,919
|
|
|
$
|
1,817
|
|
|
Unproved properties
|
—
|
|
|
138,683
|
|
|
4,608
|
|
|
|||
Exploration
|
—
|
|
|
16,879
|
|
|
26,975
|
|
|
|||
Development
|
—
|
|
|
331,400
|
|
|
355,421
|
|
|
|||
Total capital expenditures
|
$
|
—
|
|
|
$
|
574,881
|
|
|
$
|
388,821
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
|
(In thousands)
|
|
|
|||||
Income (loss) from discontinued operations
|
$
|
(772,385
|
)
|
$
|
111,998
|
|
$
|
110,191
|
|
|
|
•
|
Sales of proved reserves of
(57.1)
MMBOE, primarily due to the Company's decision to sell Fidelity and exit the exploration and production business
|
•
|
Revisions of previous estimates of
(15.9)
MMBOE, largely the result of lower commodity prices
|
•
|
Extensions and discoveries of
24.0
MMBOE, primarily due to drilling activity at the Company's East Texas, Bakken and Powder River Basin properties
|
•
|
Purchases of proved reserves of
6.7
MMBOE, primarily due to the purchase of working interests and leasehold positions in the Powder River Basin
|
•
|
Sales of proved reserves of
(14.8)
MMBOE, primarily at the Company's South Texas and Bakken properties
|
•
|
Revisions of previous estimates of
4.3
MMBOE, largely the result of higher natural gas prices and well performance revisions
|
|
|
|
Oil
(MBbls)
|
|
NGL
(MBbls)
|
|
Natural Gas
(MMcf)
|
|
Total
(MBOE)
|
|
Proved developed and undeveloped reserves:
|
|
|
|
|
||||
Balance at beginning of year
|
33,453
|
|
7,153
|
|
239,278
|
|
80,486
|
|
Production
|
(4,815
|
)
|
(781
|
)
|
(28,008
|
)
|
(10,264
|
)
|
Extensions and discoveries
|
13,313
|
|
1,333
|
|
26,428
|
|
19,050
|
|
Improved recovery
|
—
|
|
—
|
|
—
|
|
—
|
|
Purchases of proved reserves
|
—
|
|
—
|
|
—
|
|
—
|
|
Sales of proved reserves
|
(1,286
|
)
|
(25
|
)
|
(40,055
|
)
|
(7,987
|
)
|
Revisions of previous estimates
|
354
|
|
(1,078
|
)
|
802
|
|
(590
|
)
|
Balance at end of year
|
41,019
|
|
6,602
|
|
198,445
|
|
80,695
|
|
•
|
Extensions and discoveries of
19.1
MMBOE, primarily due to drilling activity and new PUD locations at the Company's Bakken and Paradox Basin properties, as well as new PUD locations at Big Horn and East Texas
|
•
|
Sales of proved reserves of
(8.0)
MMBOE, primarily at the Company's Green River Basin property
|
|
2015
|
|
2014
|
|
2013
|
|
Proved developed reserves:
|
|
|
|
|||
Oil (MBbls)
|
11,380
|
|
30,130
|
|
31,394
|
|
NGL (MBbls)
|
144
|
|
4,217
|
|
5,322
|
|
Natural Gas (MMcf)
|
2,033
|
|
184,437
|
|
176,546
|
|
Total (MBOE)
|
11,865
|
|
65,086
|
|
66,140
|
|
PUD reserves:
|
|
|
|
|||
Oil (MBbls)
|
1,307
|
|
13,788
|
|
9,625
|
|
NGL (MBbls)
|
67
|
|
2,970
|
|
1,280
|
|
Natural Gas (MMcf)
|
498
|
|
60,574
|
|
21,899
|
|
Total (MBOE)
|
1,456
|
|
26,854
|
|
14,555
|
|
Total proved reserves:
|
|
|
|
|||
Oil (MBbls)
|
12,687
|
|
43,918
|
|
41,019
|
|
NGL (MBbls)
|
211
|
|
7,187
|
|
6,602
|
|
Natural Gas (MMcf)
|
2,531
|
|
245,011
|
|
198,445
|
|
Total (MBOE)
|
13,321
|
|
91,940
|
|
80,695
|
|
|
|
|
2014
|
|
2013
|
|
||
|
(In thousands)
|
|||||
Future cash inflows
|
$
|
5,185,500
|
|
$
|
4,507,000
|
|
Future production costs
|
1,856,900
|
|
1,734,800
|
|
||
Future development costs
|
570,200
|
|
403,000
|
|
||
Future net cash flows before income taxes
|
2,758,400
|
|
2,369,200
|
|
||
Future income tax expense
|
686,100
|
|
545,200
|
|
||
Future net cash flows
|
2,072,300
|
|
1,824,000
|
|
||
10% annual discount for estimated timing of cash flows
|
997,400
|
|
810,000
|
|
||
Discounted future net cash flows relating to proved oil, NGL and natural gas reserves
|
$
|
1,074,900
|
|
$
|
1,014,000
|
|
Note:
|
Standardized measure not applicable in 2015 as the remaining oil and natural gas properties are held for sale and subject to fair value impairment.
|
|
|
2014
|
|
2013
|
|
||
|
(In thousands)
|
|||||
Beginning of year
|
$
|
1,014,000
|
|
$
|
883,400
|
|
Net revenues from production
|
(368,900
|
)
|
(398,000
|
)
|
||
Net change in sales prices and production costs related to future production
|
86,300
|
|
162,200
|
|
||
Extensions and discoveries, net of future production-related costs
|
231,900
|
|
366,500
|
|
||
Improved recovery, net of future production-related costs
|
—
|
|
—
|
|
||
Purchases of proved reserves, net of future production-related costs
|
103,800
|
|
—
|
|
||
Sales of proved reserves
|
(219,300
|
)
|
(37,800
|
)
|
||
Changes in estimated future development costs
|
65,100
|
|
6,700
|
|
||
Development costs incurred during the current year
|
104,600
|
|
141,500
|
|
||
Accretion of discount
|
109,400
|
|
94,600
|
|
||
Net change in income taxes
|
(33,400
|
)
|
(141,400
|
)
|
||
Revisions of previous estimates
|
(16,300
|
)
|
(55,800
|
)
|
||
Other
|
(2,300
|
)
|
(7,900
|
)
|
||
Net change
|
60,900
|
|
130,600
|
|
||
End of year
|
$
|
1,074,900
|
|
$
|
1,014,000
|
|
Note:
|
Standardized measure not applicable in 2015 as the remaining oil and natural gas properties are held for sale and subject to fair value impairment.
|
|
|
|
|
|
Mcf
|
Thousand cubic feet
|
MDU Construction Services
|
MDU Construction Services Group, Inc., a direct wholly owned subsidiary of Centennial
|
MDU Energy Capital
|
MDU Energy Capital, LLC, a direct wholly owned subsidiary of the Company
|
MEPP
|
Multiemployer pension plan
|
MISO
|
Midcontinent Independent System Operator, Inc.
|
MMBOE
|
Millions of BOE
|
MMBtu
|
Million Btu
|
MMcf
|
Million cubic feet
|
MNPUC
|
Minnesota Public Utilities Commission
|
Montana-Dakota
|
Montana-Dakota Utilities Co., a public utility division of the Company
|
Montana DEQ
|
Montana Department of Environmental Quality
|
Montana First Judicial District Court
|
Montana First Judicial District Court, Lewis and Clark County
|
Montana Seventeenth Judicial
District Court |
Montana Seventeenth Judicial District Court, Phillips County
|
MTPSC
|
Montana Public Service Commission
|
MW
|
Megawatt
|
NDPSC
|
North Dakota Public Service Commission
|
Nevada State District Court
|
District Court Clark County, Nevada
|
NGL
|
Natural gas liquids
|
Notice of Civil Penalty
|
Notice of Civil Penalty Assessment and Order
|
Oil
|
Includes crude oil and condensate
|
Omimex
|
Omimex Canada, Ltd.
|
OPUC
|
Oregon Public Utility Commission
|
Oregon DEQ
|
Oregon State Department of Environmental Quality
|
PRP
|
Potentially Responsible Party
|
PUD
|
Proved undeveloped
|
RIN
|
Renewable Identification Number
|
ROD
|
Record of Decision
|
RP
|
Rehabilitation plan
|
SDPUC
|
South Dakota Public Utilities Commission
|
SEC
|
United States Securities and Exchange Commission
|
SEC Defined Prices
|
The average price of oil and natural gas during the applicable 12-month period, determined as an unweighted arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are defined by contractual arrangements, excluding escalations based upon future conditions
|
SourceGas
|
SourceGas Distribution LLC
|
Stock Purchase Plan
|
Company's Dividend Reinvestment and Direct Stock Purchase Plan
|
United States District Court for the District of Montana
|
United States District Court for the District of Montana, Great Falls Division
|
VIE
|
Variable interest entity
|
WBI Energy
|
WBI Energy, Inc., an indirect wholly owned subsidiary of WBI Holdings
|
WBI Energy Midstream
|
WBI Energy Midstream, LLC, an indirect wholly owned subsidiary of WBI Holdings
|
WBI Energy Transmission
|
WBI Energy Transmission, Inc., an indirect wholly owned subsidiary of WBI Holdings
|
WBI Holdings
|
WBI Holdings, Inc., a direct wholly owned subsidiary of Centennial
|
WUTC
|
Washington Utilities and Transportation Commission
|
Wygen III
|
100-MW coal-fired electric generating facility near Gillette, Wyoming (25 percent ownership)
|
WYPSC
|
Wyoming Public Service Commission
|
|
|
|
|
|
|
1. Financial Statements
|
|
The following consolidated financial statements required under this item are
included under Item 8 - Financial Statements and Supplementary Data.
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
2. Financial Statement Schedules
|
|
The following financial statement schedules are included in Part IV of this report.
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In thousands)
|
||||||||
Operating revenues
|
$
|
556,112
|
|
$
|
628,578
|
|
$
|
549,239
|
|
Operating expenses
|
478,198
|
|
547,820
|
|
473,917
|
|
|||
Operating income
|
77,914
|
|
80,758
|
|
75,322
|
|
|||
Other income
|
8,318
|
|
5,271
|
|
3,709
|
|
|||
Interest expense
|
23,562
|
|
21,055
|
|
17,386
|
|
|||
Income before income taxes
|
62,670
|
|
64,974
|
|
61,645
|
|
|||
Income taxes
|
15,882
|
|
16,819
|
|
13,520
|
|
|||
Equity in earnings of subsidiaries from continuing operations
|
103,162
|
|
134,903
|
|
120,929
|
|
|||
Net income attributable to the Company from continuing operations
|
149,950
|
|
183,058
|
|
169,054
|
|
|||
Equity in earnings (loss) of subsidiaries from discontinued operations
|
(772,385
|
)
|
115,175
|
|
109,879
|
|
|||
Dividends declared on preferred stocks
|
685
|
|
685
|
|
685
|
|
|||
Earnings (loss) on common stock
|
$
|
(623,120
|
)
|
$
|
297,548
|
|
$
|
278,248
|
|
Comprehensive income (loss)
|
$
|
(617,480
|
)
|
$
|
294,335
|
|
$
|
289,449
|
|
|
|
December 31,
|
2015
|
|
2014
|
|
||
(In thousands, except shares and per share amounts)
|
|
|||||
Assets
|
|
|
||||
Current assets:
|
|
|
||||
Cash and cash equivalents
|
$
|
2,921
|
|
$
|
6,120
|
|
Receivables, net
|
70,511
|
|
91,493
|
|
||
Accounts receivable from subsidiaries
|
33,129
|
|
32,691
|
|
||
Inventories
|
16,883
|
|
33,584
|
|
||
Deferred income taxes
|
2,846
|
|
547
|
|
||
Prepayments and other current assets
|
7,876
|
|
70,852
|
|
||
Total current assets
|
134,166
|
|
235,287
|
|
||
Investments
|
66,784
|
|
64,446
|
|
||
Investment in subsidiaries
|
1,722,351
|
|
2,590,283
|
|
||
Property, plant and equipment
|
2,378,994
|
|
1,984,956
|
|
||
Less accumulated depreciation, depletion and amortization
|
711,209
|
|
660,026
|
|
||
Net property, plant and equipment
|
1,667,785
|
|
1,324,930
|
|
||
Deferred charges and other assets:
|
|
|
||||
Goodwill
|
4,812
|
|
4,812
|
|
||
Other
|
186,187
|
|
163,408
|
|
||
Total deferred charges and other assets
|
190,999
|
|
168,220
|
|
||
Total assets
|
$
|
3,782,085
|
|
$
|
4,383,166
|
|
|
|
|
||||
Liabilities and Stockholders' Equity
|
|
|
||||
Current liabilities:
|
|
|
||||
Long-term debt due within one year
|
$
|
109
|
|
$
|
109
|
|
Accounts payable
|
54,275
|
|
48,088
|
|
||
Accounts payable to subsidiaries
|
6,622
|
|
30,863
|
|
||
Taxes payable
|
10,995
|
|
10,583
|
|
||
Dividends payable
|
36,784
|
|
35,607
|
|
||
Accrued compensation
|
7,539
|
|
11,227
|
|
||
Other accrued liabilities
|
40,931
|
|
36,488
|
|
||
Total current liabilities
|
157,255
|
|
172,965
|
|
||
Long-term debt
|
625,155
|
|
508,164
|
|
||
Deferred credits and other liabilities:
|
|
|
||||
Deferred income taxes
|
257,915
|
|
251,067
|
|
||
Other liabilities
|
345,255
|
|
316,929
|
|
||
Total deferred credits and other liabilities
|
603,170
|
|
567,996
|
|
||
Commitments and contingencies
|
|
|
|
|
||
Stockholders' equity:
|
|
|
|
|
||
Preferred stocks
|
15,000
|
|
15,000
|
|
||
Common stockholders' equity:
|
|
|
|
|
||
Common stock
|
|
|
|
|
||
Authorized - 500,000,000 shares, $1.00 par value
|
|
|
|
|||
Issued - 195,804,665 shares in 2015 and 194,754,812 shares in 2014
|
195,805
|
|
194,755
|
|
||
Other paid-in capital
|
1,230,119
|
|
1,207,188
|
|
||
Retained earnings
|
996,355
|
|
1,762,827
|
|
||
Accumulated other comprehensive loss
|
(37,148
|
)
|
(42,103
|
)
|
||
Treasury stock at cost - 538,921 shares
|
(3,626
|
)
|
(3,626
|
)
|
||
Total common stockholders' equity
|
2,381,505
|
|
3,119,041
|
|
||
Total stockholders' equity
|
2,396,505
|
|
3,134,041
|
|
||
Total liabilities and stockholders' equity
|
$
|
3,782,085
|
|
$
|
4,383,166
|
|
|
|
Years ended December 31,
|
2015
|
|
2014
|
|
2013
|
|
|||
|
(In thousands)
|
||||||||
Net cash provided by operating activities
|
$
|
255,273
|
|
$
|
208,208
|
|
$
|
188,259
|
|
Investing activities:
|
|
|
|
|
|
||||
Capital expenditures
|
(349,985
|
)
|
(223,251
|
)
|
(211,013
|
)
|
|||
Net proceeds from sale or disposition of property and other
|
3,268
|
|
1,552
|
|
20,624
|
|
|||
Investments in and advances to subsidiaries
|
(7,000
|
)
|
(134,451
|
)
|
(1,016
|
)
|
|||
Advances from subsidiaries
|
100,000
|
|
64,500
|
|
10,000
|
|
|||
Investments
|
5
|
|
(794
|
)
|
613
|
|
|||
Net cash used in investing activities
|
(253,712
|
)
|
(292,444
|
)
|
(180,792
|
)
|
|||
Financing activities:
|
|
|
|
|
|
||||
Issuance of long-term debt
|
224,185
|
|
148,959
|
|
77,924
|
|
|||
Repayment of long-term debt
|
(108,008
|
)
|
(76,432
|
)
|
(85
|
)
|
|||
Proceeds from issuance of common stock
|
21,898
|
|
150,060
|
|
14,554
|
|
|||
Dividends paid
|
(142,835
|
)
|
(136,712
|
)
|
(98,405
|
)
|
|||
Excess tax benefit on stock-based compensation
|
—
|
|
3,326
|
|
—
|
|
|||
Tax withholding on stock-based compensation
|
—
|
|
(3,896
|
)
|
—
|
|
|||
Net cash provided by (used in) financing activities
|
(4,760
|
)
|
85,305
|
|
(6,012
|
)
|
|||
Increase (decrease) in cash and cash equivalents
|
(3,199
|
)
|
1,069
|
|
1,455
|
|
|||
Cash and cash equivalents - beginning of year
|
6,120
|
|
5,051
|
|
3,596
|
|
|||
Cash and cash equivalents - end of year
|
$
|
2,921
|
|
$
|
6,120
|
|
$
|
5,051
|
|
|
|
|
|
Additions
|
|
|
|
||||||||||||
Description
|
Balance at Beginning of Year
|
|
Charged to Costs and Expenses
|
|
Other
|
|
*
|
Deductions
|
|
**
|
Balance at End of Year
|
|
|||||
|
(In thousands)
|
||||||||||||||||
Allowance for doubtful accounts:
|
|
|
|
|
|
|
|||||||||||
2015
|
$
|
9,511
|
|
$
|
11,343
|
|
$
|
1,012
|
|
|
$
|
12,031
|
|
|
$
|
9,835
|
|
2014
|
10,085
|
|
8,548
|
|
1,335
|
|
|
10,457
|
|
|
9,511
|
|
|||||
2013
|
10,818
|
|
5,725
|
|
1,395
|
|
|
7,853
|
|
|
10,085
|
|
*
|
Recoveries.
|
**
|
Uncollectible accounts written off.
|
|
3. Exhibits
|
|
3(a)
|
Restated Certificate of Incorporation of MDU Resources Group, Inc., as amended, dated May 13, 2010, filed as Exhibit 3(a) to Form 10-Q for the quarter ended September 30, 2010, filed on November 3, 2010, in File No. 1-3480*
|
|
|
3(b)
|
Bylaws of MDU Resources Group, Inc., as amended and restated on April 2, 2015, filed as Exhibit 3 to Form 10-Q for the quarter ended March 31, 2015, filed on May 8, 2015, in File No. 1-3480*
|
|
|
4(a)
|
Indenture, dated as of December 15, 2003, between MDU Resources Group, Inc. and The Bank of New York, as trustee, filed as Exhibit 4(f) to Form S-8 on January 21, 2004, in Registration No. 333-112035*
|
|
|
4(b)
|
First Supplemental Indenture, dated as of November 17, 2009, between MDU Resources Group, Inc. and The Bank of New York Mellon, as trustee, filed as Exhibit 4(c) to Form 10-K for the year ended December 31, 2009, filed on February 17, 2010, in File No. 1-3480*
|
|
|
4(c)
|
Centennial Energy Holdings, Inc. Amended and Restated Master Shelf Agreement, effective as of April 29, 2005, among Centennial Energy Holdings, Inc., the Prudential Insurance Company of America and certain investors described therein, filed as Exhibit 4(a) to Form 10-Q for the quarter ended June 30, 2005, filed on August 3, 2005, in File No. 1-3480*
|
|
|
4(d)
|
Letter Amendment No. 1 to Amended and Restated Master Shelf Agreement, dated May 17, 2006, among Centennial Energy Holdings, Inc., the Prudential Insurance Company of America, and certain investors described in the Letter Amendment, filed as Exhibit 4(a) to Form 10-Q for the quarter ended June 30, 2006, filed on August 4, 2006, in File No. 1-3480*
|
|
|
4(e)
|
Letter Amendment No. 2 to Amended and Restated Master Shelf Agreement, dated December 19, 2007, among Centennial Energy Holdings, Inc., the Prudential Insurance Company of America, and certain investors described in the Letter Amendment**
|
|
|
4(f)
|
Letter Amendment No. 3 to Amended and Restated Master Shelf Agreement, dated December 18, 2015, among Centennial Energy Holdings, Inc., the Prudential Insurance Company of America, and certain investors described in the Letter Amendment**
|
|
|
4(g)
|
MDU Resources Group, Inc. Credit Agreement, dated May 26, 2011, among MDU Resources Group, Inc., Various Lenders, and Wells Fargo Bank, National Association, as Administrative Agent, filed as Exhibit 4(e) to Form 10-K for the year ended December 31, 2011, filed on February 24, 2012, in File No. 1-3480*
|
|
|
4(h)
|
First Amendment to Credit Agreement, dated October 4, 2012, among MDU Resources Group, Inc., Various Lenders, and Wells Fargo Bank, National Association, as Administrative Agent, filed as Exhibit 4 to Form 10-Q for the quarter ended September 30, 2012, filed on November 7, 2012, in File No. 1-3480*
|
|
|
4(i)
|
Second Amendment to Credit Agreement, dated May 8, 2014, among MDU Resources Group, Inc., Various Lenders, and Wells Fargo Bank, National Association, as Administrative Agent, filed as Exhibit 4(a) to Form 10-Q for the quarter ended June 30, 2014, filed on August 8, 2014, in File No. 1-3480*
|
|
|
4(j)
|
Third Amended and Restated Credit Agreement, dated May 8, 2014, among Centennial Energy Holdings, Inc., U.S. Bank National Association, as Administrative Agent, and The Several Financial Institutions party thereto, filed as Exhibit 4(b) to Form 10-Q for the quarter ended June 30, 2014, filed on August 8, 2014, in File No. 1-3480*
|
|
|
4(k)
|
Waiver, dated December 29, 2015, under Third Amended and Restated Credit Agreement, among Centennial Energy Holdings, Inc., U.S. Bank National Association, as Administrative Agent, and The Several Financial Institutions party thereto**
|
|
|
|
|
4(l)
|
MDU Energy Capital, LLC Master Shelf Agreement, dated as of August 9, 2007, among MDU Energy Capital, LLC, Prudential Investment Management, Inc., the Prudential Insurance Company of America and the holders of the notes thereunder, filed as Exhibit 4 to Form 8-K dated August 16, 2007, filed on August 16, 2007, in File No. 1-3480*
|
|
|
4(m)
|
Amendment No. 1 to Master Shelf Agreement, dated October 1, 2008, among MDU Energy Capital, LLC, Prudential Investment Management, Inc., the Prudential Insurance Company of America, and the holders of the notes thereunder, filed as Exhibit 4(b) to Form 10-Q for the quarter ended September 30, 2008, filed on November 5, 2008, in File No. 1-3480*
|
|
|
4(n)
|
Indenture dated as of August 1, 1992, between Cascade Natural Gas Corporation and The Bank of New York relating to Medium-Term Notes, filed by Cascade Natural Gas Corporation as Exhibit 4 to Form 8-K dated August 12, 1992, in File No. 1-7196*
|
|
|
4(o)
|
First Supplemental Indenture dated as of October 25, 1993, between Cascade Natural Gas Corporation and The Bank of New York relating to Medium-Term Notes and the 7.5% Notes due November 15, 2031, filed by Cascade Natural Gas Corporation as Exhibit 4 to Form 10-Q for the quarter ended June 30, 1993, in File No. 1-7196*
|
|
|
4(p)
|
Second Supplemental Indenture, dated January 25, 2005, between Cascade Natural Gas Corporation and The Bank of New York, as trustee, filed by Cascade Natural Gas Corporation as Exhibit 4.1 to Form 8-K dated January 25, 2005, filed on January 26, 2005, in File No. 1-7196*
|
|
|
4(q)
|
Third Supplemental Indenture dated as of March 8, 2007, between Cascade Natural Gas Corporation and The Bank of New York Trust Company, N.A., as Successor Trustee, filed by Cascade Natural Gas Corporation as Exhibit 4.1 to Form 8-K dated March 8, 2007, filed on March 8, 2007, in File No. 1-7196*
|
|
|
+10(a)
|
Supplemental Income Security Plan, as amended and restated November 12, 2009, filed as Exhibit 10(b) to Form 10-K for the year ended December 31, 2009, filed on February 17, 2010, in File No. 1-3480*
|
|
|
+10(b)
|
Director Compensation Policy, as amended May 15, 2014, filed as Exhibit 10(b) to Form 10-Q for the quarter ended June 30, 2014, filed on August 8, 2014, in File No. 1-3480*
|
|
|
+10(c)
|
Deferred Compensation Plan for Directors, as amended May 15, 2008, filed as Exhibit 10(a) to Form 10-Q for the quarter ended June 30, 2008, filed on August 7, 2008, in File No. 1-3480*
|
|
|
+10(d)
|
Non-Employee Director Stock Compensation Plan, as amended May 12, 2011, filed as Exhibit 10(a) to Form 10-Q for the quarter ended June 30, 2011, filed on August 5, 2011, in File No. 1-3480*
|
|
|
+10(e)
|
MDU Resources Group, Inc. Non-Employee Director Long-Term Incentive Compensation Plan, as amended May 17, 2012, filed as Exhibit 10(a) to Form 10-Q for the quarter ended June 30, 2012, filed on August 7, 2012, in File No. 1-3480*
|
|
|
+10(f)
|
MDU Resources Group, Inc. Long-Term Performance-Based Incentive Plan, as amended February 11, 2016**
|
|
|
+10(g)
|
MDU Resources Group, Inc. Executive Incentive Compensation Plan, as amended March 4, 2013, and Rules and Regulations, as amended March 4, 2013, filed as Exhibit 10(a) to Form 10-Q for the quarter ended March 31, 2013, filed on May 7, 2013, in File No. 1-3480*
|
|
|
+10(h)
|
Form of Performance Share Award Agreement under the Long-Term Performance-Based Incentive Plan, as amended November 14, 2012, filed as Exhibit 10.1 to Form 8-K dated November 14, 2012, filed on November 20, 2012, in File No. 1-3480*
|
|
|
+10(i)
|
Form of Performance Share Award Agreement under the Long-Term Performance-Based Incentive Plan, as amended February 12, 2014, filed as Exhibit 10(a) to Form 10-Q for the quarter ended March 31, 2014, filed on May 7, 2014, in File No. 1-3480*
|
|
|
+10(j)
|
Form of Performance Share Award Agreement under the Long-Term Performance-Based Incentive Plan, as amended February 11, 2015, filed as Exhibit 10.3 to Form 8-K dated February 11, 2015, filed on February 18, 2015, in File No. 1-3480*
|
|
|
+10(k)
|
Form of Annual Incentive Award Agreement under the Long-Term Performance-Based Incentive Plan, as amended February 11, 2015, filed as Exhibit 10.2 to Form 8-K dated February 11, 2015, filed on February 18, 2015, in File No. 1-3480*
|
|
|
+10(l)
|
Form of MDU Resources Group, Inc. Indemnification Agreement for Section 16 Officers and Directors, filed as Exhibit 10.1 to Form 8-K dated May 15, 2014, filed on May 15, 2014, in File No. 1-3480*
|
|
|
+10(m)
|
Form of Amendment No. 1 to Indemnification Agreement, filed as Exhibit 10.2 to Form 8-K dated May 15, 2014, filed on May 15, 2014, in File No. 1-3480*
|
|
|
+10(n)
|
MDU Resources Group, Inc. Section 16 Officers and Directors with Indemnification Agreements Chart, as of January 9, 2016**
|
|
|
+10(o)
|
Employment Letter for J. Kent Wells, dated March 9, 2011, filed as Exhibit 10(v) to Form 10-K for the year ended December 31, 2011, filed on February 24, 2012, in File No. 1-3480*
|
|
|
+10(p)
|
MDU Resources Group, Inc. Nonqualified Defined Contribution Plan, as adopted November 17, 2011, filed as Exhibit 10(x) to Form 10-K for the year ended December 31, 2011, filed on February 24, 2012, in File No. 1-3480*
|
|
|
+10(q)
|
MDU Resources Group, Inc. 401(k) Retirement Plan, as restated March 1, 2011, filed as Exhibit 10(a) to Form 10-Q for the quarter ended September 30, 2011, filed on November 4, 2011, in File No. 1-3480*
|
|
|
|
|
+10(r)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated March 29, 2011, filed as Exhibit 10(b) to Form 10-Q for the quarter ended March 31, 2011, filed on May 5, 2011, in File No. 1-3480*
|
|
|
+10(s)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated June 30, 2011, filed as Exhibit 10(d) to Form 10-Q for the quarter ended June 30, 2011, filed on August 5, 2011, in File No. 1-3480*
|
|
|
+10(t)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated September 9, 2011, filed as Exhibit 10(b) to Form 10-Q for the quarter ended September 30, 2011, filed on November 4, 2011, in File No. 1-3480*
|
|
|
+10(u)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated December 29, 2011, filed as Exhibit 10(ac) to Form 10-K for the year ended December 31, 2011, filed on February 24, 2012, in File No. 1-3480*
|
|
|
+10(v)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated May 24, 2012, filed as Exhibit 10(b) to Form 10-Q for the quarter ended June 30, 2012, filed on August 7, 2012, in File No. 1-3480*
|
|
|
+10(w)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated August 29, 2012, filed as Exhibit 10(a) to Form 10-Q for the quarter ended September 30, 2012, filed on November 7, 2012, in File No. 1-3480*
|
|
|
+10(x)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated August 29, 2012, filed as Exhibit 10(b) to Form 10-Q for the quarter ended September 30, 2012, filed on November 7, 2012, in File No. 1-3480*
|
|
|
+10(y)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated December 19, 2012, filed as Exhibit 10(z) to Form 10-K for the year ended December 31, 2012, filed on February 28, 2013, in File No. 1-3480*
|
|
|
+10(z)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated September 9, 2013, filed as Exhibit 10(b) to Form 10-Q for the quarter ended September 30, 2013, filed on November 7, 2013, in File No. 1-3480*
|
|
|
+10(aa)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated September 9, 2013, filed as Exhibit 10(c) to Form 10-Q for the quarter ended September 30, 2013, filed on November 7, 2013, in File No. 1-3480*
|
|
|
+10(ab)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated September 23, 2013, filed as Exhibit 10(d) to Form 10-Q for the quarter ended September 30, 2013, filed on November 7, 2013, in File No. 1-3480*
|
|
|
+10(ac)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated December 31, 2013, filed as Exhibit 10(aa) to Form 10-K for the year ended December 31, 2013, filed on February 21, 2014, in File No. 1-3480*
|
|
|
+10(ad)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated March 13, 2014, filed as Exhibit 10(b) to Form 10-Q for the quarter ended March 31, 2014, filed on May 7, 2014, in File No. 1-3480*
|
|
|
+10(ae)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated June 5, 2014, filed as Exhibit 10(a) to Form 10-Q for the quarter ended June 30, 2014, filed on August 8, 2014, in File No. 1-3480*
|
|
|
+10(af)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated July 7, 2014, filed as Exhibit 4.20 to Form S-8, filed on August 26, 2014, in Registration No. 333-198364*
|
|
|
+10(ag)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated August 18, 2014, filed as Exhibit 4.21 to Form S-8, filed on August 26, 2014, in Registration No. 333-198364*
|
|
|
+10(ah)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated September 30, 2014, filed as Exhibit 10(b) to Form 10-Q for the quarter ended September 30, 2014, filed on November 7, 2014, in File No. 1-3480*
|
|
|
+10(ai)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated November 25, 2014, filed as Exhibit 10(ah) to Form 10-K for the year ended December 31, 2014, filed on February 20, 2015, in File No. 1-3480*
|
|
|
+10(aj)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated December 11, 2014, filed as Exhibit 10(ai) to Form 10-K for the year ended December 31, 2014, filed on February 20, 2015, in File No. 1-3480*
|
|
|
+10(ak)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated December 11, 2014, filed as Exhibit 10(aj) to Form 10-K for the year ended December 31, 2014, filed on February 20, 2015, in File No. 1-3480*
|
|
|
+10(al)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated December 30, 2014, filed as Exhibit 10(ak) to Form 10-K for the year ended December 31, 2014, filed on February 20, 2015, in File No. 1-3480*
|
|
|
+10(am)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated February 17, 2015, filed as Exhibit 10(a) to Form 10-Q for the quarter ended March 31, 2015, filed on May 8, 2015, in File No. 1-3480*
|
|
|
+10(an)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated March 13, 2015, filed as Exhibit 10(b) to Form 10-Q for the quarter ended March 31, 2015, filed on May 8, 2015, in File No. 1-3480*
|
|
|
+10(ao)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated June 30, 2015, filed as Exhibit 10(a) to Form 10-Q for the quarter ended June 30, 2015, filed on August 4, 2015, in File No. 1-3480*
|
|
|
+10(ap)
|
Instrument of Amendment to the MDU Resources Group, Inc. 401(k) Retirement Plan, dated November 19, 2015**
|
|
|
+10(aq)
|
Employment Letter for Jeffrey S. Thiede, dated May 16, 2013, filed as Exhibit 10(ab) to Form 10-K for the year ended December 31, 2013, filed on February 21, 2014, in File No. 1-3480*
|
|
|
+10(ar)
|
Agreement with J. Kent Wells, dated January 22, 2015, filed as Exhibit 10 to Form 8-K dated January 20, 2015, filed on January 23, 2015, in File No. 1-3480*
|
|
|
|
|
* Incorporated herein by reference as indicated.
|
** Filed herewith.
|
+ Management contract, compensatory plan or arrangement.
|
MDU Resources Group, Inc. agrees to furnish to the SEC upon request any instrument with respect to long-term debt that MDU Resources Group, Inc. has not filed as an exhibit pursuant to the exemption provided by Item 601(b)(4)(iii)(A) of Regulation S-K.
|
|
|
|
|
MDU Resources Group, Inc.
|
|
|
|
|
|
Date:
|
February 19, 2016
|
By:
|
/s/ David L. Goodin
|
|
|
|
David L. Goodin
|
|
|
|
(President and Chief Executive Officer)
|
Signature
|
Title
|
Date
|
|
|
|
/s/ David L. Goodin
|
Chief Executive Officer and Director
|
February 19, 2016
|
David L. Goodin
|
|
|
(President and Chief Executive Officer)
|
|
|
|
|
|
/s/ Doran N. Schwartz
|
Chief Financial Officer
|
February 19, 2016
|
Doran N. Schwartz
|
|
|
(Vice President and Chief Financial Officer)
|
|
|
|
|
|
/s/ Nathan W. Ring
|
Chief Accounting Officer
|
February 19, 2016
|
Nathan W. Ring
|
|
|
(Vice President, Controller and Chief Accounting Officer)
|
|
|
|
|
|
/s/ Harry J. Pearce
|
Director
|
February 19, 2016
|
Harry J. Pearce
|
|
|
(Chairman of the Board)
|
|
|
|
|
|
/s/ Thomas Everist
|
Director
|
February 19, 2016
|
Thomas Everist
|
|
|
|
|
|
/s/ Karen B. Fagg
|
Director
|
February 19, 2016
|
Karen B. Fagg
|
|
|
|
|
|
/s/ Mark A. Hellerstein
|
Director
|
February 19, 2016
|
Mark A. Hellerstein
|
|
|
|
|
|
/s/ A. Bart Holaday
|
Director
|
February 19, 2016
|
A. Bart Holaday
|
|
|
|
|
|
/s/ Dennis W. Johnson
|
Director
|
February 19, 2016
|
Dennis W. Johnson
|
|
|
|
|
|
/s/ William E. McCracken
|
Director
|
February 19, 2016
|
William E. McCracken
|
|
|
|
|
|
/s/ Patricia L. Moss
|
Director
|
February 19, 2016
|
Patricia L. Moss
|
|
|
|
|
|
/s/ John K. Wilson
|
Director
|
February 19, 2016
|
John K. Wilson
|
|
|
|
LETTER AMENDMENT NO. 2
|
TO
|
AMENDED AND RESTATED MASTER SHELF AGREEMENT
|
|
December 19, 2007
|
|
Prudential Investment Management, Inc.
|
General Electric Capital Assurance
|
The Prudential Insurance Company
|
Company
|
of America
|
General Electric Life and Annuity Assurance
|
Pruco Life Insurance Company
|
Company
|
Pruco Life Insurance Company of New Jersey
|
First Colony Life Insurance Company
|
Hartford Life Insurance Company
|
|
Security Life of Denver Insurance Company
|
|
ING USA Annuity and Life Insurance Company
|
|
Reliastar Life Insurance Company
|
|
ING Life Insurance and Annuity Company
|
|
United of Omaha Life Insurance Company
|
|
Mutual of Omaha Insurance Company
|
|
The Prudential Life Insurance Company, Ltd.
|
|
Prudential Retirement Insurance and Annuity
Company
|
|
Security Benefit Life Insurance Company, Inc.
|
|
Farmers New World Life Insurance Company
|
|
Zurich American Insurance Company
|
|
Physicians Mutual Insurance Company
|
|
American Skandia Life Assurance Corporation
|
|
RGA Reinsurance Company
|
|
Union Security Insurance Company
|
|
American Bankers Insurance Company of Florida, Inc.
|
|
Gibraltar Life Insurance Co., Ltd.
|
|
MTL Insurance Company
|
|
c/o Prudential Capital Group
|
|
2200 Ross Avenue, Suite 4200E
|
|
Dallas, Texas 75201
|
|
|
|
By:
|
/s/ Terry D. Hildestad
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
Very truly yours,
|
|
CENTENNIAL ENERGY
|
HOLDINGS, INC.
|
|
|
By:
/s/ Doran N, Schwartz
|
Name: Doran N. Schwartz
|
Title: Vice President and Chief
|
Financial Officer
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
By:
|
/s/ Brian N. Thomas
|
718999589 03173762
|
|
|
U.S. BANK NATIONAL ASSOCIATION,
|
|
as Administrative Agent and as a Bank
|
|
|
|
|
|
By:
|
/s/ John Prigge
|
Name:
|
John Prigge
|
Title:
|
Vice President
|
THE BANK OF TOKYO-MITSUBISHI UFJ,
|
|
LTD., NEW YORK BRANCH,
|
|
|
|
|
|
By:
|
/s/ Chi-Cheng Chen
|
Name:
|
Chi-Cheng Chen
|
Title:
|
Director
|
WELLS FARGO BANK, NATIONAL
|
|
ASSOCIATION
|
|
|
|
|
|
By:
|
/s/ Keith Luettel
|
Name:
|
Keith Luettel
|
Title:
|
Director
|
JPMORGAN CHASE BANK, N.A.
|
|
|
|
|
|
|
|
By:
|
/s/ Justin Mertz
|
Name:
|
Justin Mertz
|
Title:
|
Authorized Officer
|
ROYAL BANK OF CANADA
|
|
|
|
|
|
|
|
By:
|
/s/ Ben Thomas
|
Name:
|
Ben Thomas
|
Title:
|
Authorized Signatory
|
TORONTO DOMINION (NEW YORK) LLC
|
|
|
|
|
|
|
|
By:
|
/s/ SAVO BOZIC
|
Name:
|
SAVO BOZIC
|
Title:
|
Authorized Signatory
|
THE BANK OF NOVA SCOTIA
|
|
|
|
|
|
|
|
By:
|
/s/ David Dewar
|
Name:
|
David Dewar
|
Title:
|
Director
|
CANADIAN IMPERIAL BANK OF
|
|
COMMERCE, NEW YORK AGENCY
|
|
|
|
|
|
By:
|
/s/ Robert Casey
|
Name:
|
Robert Casey
|
Title:
|
Authorized Signatory
|
|
|
|
|
By:
|
/s/ Darrel Ho
|
Name:
|
Darrel Ho
|
Title:
|
Authorized Signatory
|
KEYBANK, NATIONAL ASSOCIATION
|
|
|
|
|
|
|
|
By:
|
/s/ Keven D. Smith
|
Name:
|
Keven D. Smith
|
Title:
|
Senior Vice President
|
SUNTRUST BANK
|
|
|
|
|
|
|
|
By:
|
/s/ Shannon Juhan
|
Name:
|
Shannon Juhan
|
Title:
|
Director
|
PNC BANK, NATIONAL ASSOCIATION
|
|
|
|
|
|
|
|
By:
|
/s/ Jon R Hinard
|
Name:
|
Jon R Hinard
|
Title:
|
Managing Director
|
GOLDMAN SACHS BANK USA
|
|
|
|
|
|
|
|
By:
|
/s/ Jerry Li
|
Name:
|
Jerry Li
|
Title:
|
Authorized Signatory
|
CENTENNIAL ENERGY HOLDINGS, INC.
|
|
|
|
|
|
|
|
By:
|
/s/ Doran N. Schwartz
|
Name:
|
Doran N. Schwartz
|
Title:
|
Vice President and Chief Financial Officer
|
(a)
|
The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (a “Person”) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either (i) the then outstanding shares of common stock of the Company (the “Outstanding Company Common Stock”) or (ii) the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors (the “Outstanding Company Voting Securities”); provided, however, that for purposes of this subsection (a), the following acquisitions shall not constitute a Change in Control: (i) any acquisition directly from the Company, (ii) any acquisition by the Company, (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any corporation controlled by the Company or (iv) any acquisition by any corporation pursuant to a transaction which complies with clauses (i), (ii) and (iii) of subsection (c) of this Section 2.4; or
|
(b)
|
Individuals who, as of April 22, 1997, which is the effective date of the Plan, constitute the Board (the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the date hereof whose election, or nomination for election by the Company’s shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board; or
|
(c)
|
Consummation of a reorganization, merger or consolidation or sale or other disposition of all or substantially all of the assets of the Company (a “Business Combination”), in each case, unless, following such Business Combination, (i) all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 60% of, respectively, the then outstanding shares of common stock and the combined voting power of the then outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the corporation resulting from such Business Combination (including, without limitation, a corporation which as a result of such transaction owns the Company or all or substantially all of the Company’s assets either directly or through one or more subsidiaries) in substantially the same proportions as their ownership immediately prior to such Business Combination of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be, (ii) no Person (excluding any corporation resulting from such Business Combination or any employee benefit plan (or related trust) of the Company or such corporation resulting from such Business Combination) beneficially owns, directly or indirectly, 20% or more of, respectively, the then outstanding shares of common stock of the corporation resulting from such Business Combination or the combined voting power of the then outstanding voting securities of such corporation except to the extent that such ownership existed prior to the Business Combination and (iii) at least a majority of the members of the board of directors of the corporation resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement, or of the action of the Board, providing for such Business Combination; or
|
(d)
|
Approval by the shareholders of the Company of a complete liquidation or dissolution of the Company.
|
(a)
|
Any restriction periods and restrictions imposed on Restricted Stock, Qualified Restricted Stock or Awards granted pursuant to Article 8 (if not performance-based) shall be deemed to have expired and such Restricted Stock, Qualified Restricted Stock or Awards shall become immediately vested in full; and
|
(b)
|
The target payout opportunity attainable under all outstanding Awards of Performance Units, Performance Shares and Awards granted pursuant to Article 8 (if performance-based) shall be deemed to have been fully earned for the entire Performance Period(s) as of the effective date of the Change in Control, and shall be paid out promptly in Shares or cash pursuant to the terms of the Award Agreement, or in the absence of such designation, as the Committee shall determine.
|
Name
|
Title
|
Date of Agreement
|
David L. Goodin
|
President and Chief Executive Officer, MDU Resources Group, Inc.
|
August 12, 2010,
as amended May 15, 2014
|
William R. Connors
|
Vice President - Renewable Resources, MDU Resources Group, Inc. through January 7, 2016
|
August 12, 2010,
as amended May 15, 2014
|
Cynthia J. Norland
|
Vice President - Administration, MDU Resources Group, Inc.
|
August 12, 2010,
as amended May 15, 2014
|
Paul K. Sandness
|
General Counsel and Secretary, MDU Resources Group, Inc. through January 8, 2016
|
August 12, 2010,
as amended May 15, 2014
|
Doran N. Schwartz
|
Vice President and Chief Financial Officer, MDU Resources Group, Inc.
|
August 12, 2010,
as amended May 15, 2014
|
Nicole A. Kivisto
|
President and Chief Executive Officer, Montana- Dakota Utilities Co., Great Plains Natural Gas Co., Cascade Natural Gas Corporation, and Intermountain Gas Company
|
August 12, 2010,
as amended May 15, 2014
|
David C. Barney
|
President and Chief Executive Officer, Knife River Corporation
|
May 16, 2013,
as amended May 15, 2014
|
Jeffrey S. Thiede
|
President and Chief Executive Officer, MDU Construction Services Group, Inc.
|
May 16, 2013,
as amended May 15, 2014
|
Dennis L. Haider
|
Executive Vice President - Business Development, MDU Resources Group, Inc.
|
June 1, 2013,
as amended May 15, 2014
|
Nathan W. Ring
|
Vice President, Controller and Chief Accounting Officer, MDU Resources Group, Inc.
|
January 3, 2014,
as amended May 15, 2014
|
Jason L. Vollmer
|
Treasurer and Director of Cash and Risk Management, MDU Resources Group, Inc.
|
November 29, 2014
|
Patrick L. O'Bryan
|
President and Chief Executive Officer, Fidelity Exploration & Production Company
|
March 1, 2015
|
Martin A. Fritz
|
President and Chief Executive Officer, WBI Holdings, Inc.
|
July 20, 2015
|
Anne M. Jones
|
Vice President - Human Resources, MDU Resources Group, Inc., effective January 1, 2016
|
January 1, 2016
|
Daniel S. Kuntz
|
General Counsel and Secretary, MDU Resources Group, Inc., effective January 9, 2016
|
January 9, 2016
|
Name
|
Title
|
Date of Agreement
|
Harry J. Pearce
|
Chairman of the Board of Directors
|
August 12, 2010
|
David L. Goodin
|
Director
|
August 12, 2010
|
Thomas Everist
|
Director
|
August 12, 2010
|
Karen B. Fagg
|
Director
|
August 12, 2010
|
Mark A. Hellerstein
|
Director
|
August 1, 2013
|
A. Bart Holaday
|
Director
|
August 12, 2010
|
Dennis W. Johnson
|
Director
|
August 12, 2010
|
William E. McCracken
|
Director
|
August 1, 2013
|
Patricia L. Moss
|
Director
|
August 12, 2010
|
John K. Wilson
|
Director
|
August 12, 2010
|
1.
|
Effective August 13, 2015, by replacing the table in Section D-1-2
Eligibility to Share in the Profit Sharing Feature
of Supplement D-1,
Provisions Relating to the Profit Sharing Feature for Certain Participating Affiliates
, in its entirety, with the following:
|
Participating Affiliate
|
Current Effective Date
(Original Effective Date)
2
|
Anchorage Sand & Gravel Company, Inc. (excluding President)
|
January 1, 1999
|
Baldwin Contracting Company, Inc.
|
January 1, 1999
|
Capital Electric Line Builders, Inc.
1
|
January 1, 2014
|
Cascade Natural Gas Corporation
|
January 1, 2011
(July 2, 2007)
|
Concrete, Inc.
|
January 1, 2001
|
Connolly-Pacific Co.
|
January 1, 2007
|
DSS Company
|
January 1, 2004
(July 8, 1999)
|
E.S.I., Inc.
|
January 1, 2008
(January 1, 2003)
|
Fairbanks Materials, Inc.
|
May 1, 2008
|
Granite City Ready Mix, Inc.
|
June 1, 2002
|
Great Plains Natural Gas Co.
|
January 1, 2008
|
Participating Affiliate
|
Current Effective Date
(Original Effective Date)
2
|
Hawaiian Cement (non-union employees hired after December 31, 2005)
|
January 1, 2009
|
Intermountain Gas Company
|
January 1, 2011
|
JTL Group, Inc.
5/6
|
January 1, 2015
January 1, 2014
|
Jebro Incorporated
|
November 1, 2005
|
Kent’s Oil Service
4
|
January 1, 2007
|
Knife River Corporation – Northwest (the Central Oregon Division, f/k/a HTS)
|
January 1, 2010
(January 1, 1999)
|
Knife River Corporation – Northwest (the Idaho Division)
|
January 1, 2015
|
Knife River Corporation – Northwest (the Southern Oregon Division)
|
January 1, 2012
|
Knife River Corporation – Northwest (the Western Oregon Division)
|
January 1, 2012
|
Knife River Corporation - South
(f/k/a Young Contractors, Inc.)
|
January 1, 2008
(January 1, 2007)
|
LTM, Incorporated
|
January 1, 2003
|
Montana-Dakota Utilities Co. (including union employees)
|
January 1, 2008
|
On Electric Group, Inc.
3
|
March 7, 2011
|
Wagner Industrial Electric, Inc.
|
January 1, 2008
|
Wagner Smith Equipment Co.
|
January 1, 2008
(July 1, 2000)
|
WBI Energy, Inc.
1/3
|
May 1, 2012
|
Participating Affiliate
|
Current Effective Date
(Original Effective Date)
2
|
WBI Energy Midstream, LLC
1/3
|
July 1, 2012
(January 1, 2001)
|
WBI Energy Transmission, Inc.
1/3
|
July 1, 2012
(January 1, 2009)
|
WHC, Ltd.
|
September 1, 2001
|
2.
|
Effective August 13, 2015, by replacing the table in Section D-2-2
Eligibility to Share in the Retirement Contribution
of Supplement D-2,
Provisions Relating to the Retirement Contribution Feature for Certain Participating Affiliates
, in its entirety, with the following:
|
Participating Affiliate
|
Current Effective Date (Original Effective Date)
|
Retirement Contribution Amount - Percentage of Compensation
|
Cascade Natural Gas Corporation (non-bargaining)
|
January 1, 2011
(July 2, 2007)
|
5%
|
Cascade Natural Gas Corporation (Field Operations Bargaining Unit employees hired on or after 1/1/2007)
|
July 2, 2007
|
4%
|
Fidelity Exploration & Production Company
2
|
January 1, 2006
(July 2, 2001)
|
5%
|
Participating Affiliate
|
Current Effective Date (Original Effective Date)
|
Retirement Contribution Amount - Percentage of Compensation
|
Great Plains Natural Gas Co.
|
January 1, 2003
|
5%
|
Intermountain Gas Company
|
January 1, 2011
(October 12, 2008)
|
5%
|
On Electric Group, Inc.
|
March 7, 2011
|
6%
|
Rocky Mountain Contractors, Inc. (Union)
3
|
January 1, 2008
|
3%
|
Rocky Mountain Contractors, Inc.
|
January 1, 2005
|
5%
|
WBI Energy Midstream, LLC
1
|
July 1, 2012
(January 1, 2001)
|
5%
|
3.
|
Effective August 13, 2015, by replacing the following paragraph for Oregon Electric Construction, Inc. on Schedule A to the K-Plan, in its entirety, with the following:
|
4.
|
Effective November 1, 2015, by replacing the table in Section D-2-2
Eligibility to Share in the Retirement Contribution
of Supplement D-2,
Provisions Relating to the Retirement Contribution Feature for Certain Participating Affiliates
, in its entirety, with the following:
|
Participating Affiliate
|
Current Effective Date (Original Effective Date)
|
Retirement Contribution Amount - Percentage of Compensation
|
Cascade Natural Gas Corporation (non-bargaining)
|
January 1, 2011
(July 2, 2007)
|
5%
|
Cascade Natural Gas Corporation (Field Operations Bargaining Unit employees hired on or after 1/1/2007)
|
July 2, 2007
|
4%
|
Fidelity Exploration & Production Company
2
|
January 1, 2006
(July 2, 2001)
|
5%
|
Great Plains Natural Gas Co.
|
January 1, 2003
|
5%
|
Intermountain Gas Company
|
January 1, 2011
(October 12, 2008)
|
5%
|
On Electric Group, Inc.
|
March 7, 2011
|
6%
|
Rocky Mountain Contractors, Inc.
(non-bargaining)
|
January 1, 2005
|
5%
|
WBI Energy Midstream, LLC
1
|
July 1, 2012
(January 1, 2001)
|
5%
|
|
|
|
|
MDU RESOURCES GROUP, INC.
|
|
|
EMPLOYEE BENEFITS COMMITTEE
|
|
|
|
|
|
By:
|
/s/ Doran N. Schwartz
|
|
|
Doran N. Schwartz, Chairman
|
|
|
|
Award:
|
$150,000
|
Performance Goal:
|
Described in Annex B
|
Performance Period:
|
January 1, 2015 through December 31, 2015 (the "Performance Period")
|
|
MDU RESOURCES GROUP, INC.
|
|
|
|
|
|
|
|
|
By:
|
/s/ Thomas Everist
|
|
|
Thomas Everist
|
|
|
Chairman of the
|
|
|
Compensation Committee
|
/s/ David C. Barney
|
Attachments:
|
Annex A
|
|
Annex B
|
|
|
Years Ended December 31,
|
|
||||||||||||||||||
|
|
2015
|
|
|
2014
|
|
|
2013
|
|
|
2012
|
|
|
2011
|
|
|
|||||
|
|
(In thousands of dollars)
|
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings Available for Fixed Charges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income (a)
|
|
$
|
114,849
|
|
|
$
|
179,714
|
|
|
$
|
170,972
|
|
|
$
|
150,337
|
|
|
$
|
131,452
|
|
|
Income Taxes
|
|
65,603
|
|
|
63,227
|
|
|
74,294
|
|
|
70,067
|
|
|
56,865
|
|
|
|||||
|
|
180,452
|
|
|
242,941
|
|
|
245,266
|
|
|
220,404
|
|
|
188,317
|
|
|
|||||
Rents (b)
|
|
21,697
|
|
|
16,166
|
|
|
13,240
|
|
|
11,693
|
|
|
11,612
|
|
|
|||||
Interest (c)
|
|
106,181
|
|
|
94,648
|
|
|
92,368
|
|
|
83,649
|
|
|
86,309
|
|
|
|||||
Total Earnings Available for Fixed Charges
|
|
$
|
308,330
|
|
|
$
|
353,755
|
|
|
$
|
350,874
|
|
|
$
|
315,746
|
|
|
$
|
286,238
|
|
|
Preferred Dividend Requirements
|
|
$
|
685
|
|
|
$
|
685
|
|
|
$
|
685
|
|
|
$
|
685
|
|
|
$
|
685
|
|
|
Ratio of Income Before Income Taxes to Net Income
|
|
157
|
%
|
|
135
|
%
|
|
143
|
%
|
|
147
|
%
|
|
143
|
%
|
|
|||||
Preferred Dividend Factor on Pretax Basis
|
|
1,075
|
|
|
925
|
|
|
980
|
|
|
1,007
|
|
|
980
|
|
|
|||||
Fixed Charges (d)
|
|
123,741
|
|
|
113,849
|
|
|
104,984
|
|
|
98,362
|
|
|
104,195
|
|
|
|||||
Combined Fixed Charges and Preferred Stock Dividends
|
|
$
|
124,816
|
|
|
$
|
114,774
|
|
|
$
|
105,964
|
|
|
$
|
99,369
|
|
|
$
|
105,175
|
|
|
Ratio of Earnings to Fixed Charges
|
|
2.5x
|
|
|
3.1x
|
|
|
3.3x
|
|
|
3.2x
|
|
|
2.7x
|
|
|
|||||
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends
|
|
2.5x
|
|
|
3.1x
|
|
|
3.3x
|
|
|
3.2x
|
|
|
2.7x
|
|
|
(a)
|
Net income excludes undistributed income for equity investees.
|
(b)
|
Represents interest portion of rents estimated at 33 1/3%.
|
(c)
|
Represents interest, amortization of debt discount and expense on all indebtedness and amortization of interest capitalized, and excludes amortization of gains or losses on reacquired debt (which, under the Federal Energy Regulatory Commission Uniform System of Accounts, is classified as a reduction of, or increase in, interest expense in the Consolidated Statements of Income) and interest capitalized.
|
(d)
|
Represents rents (as defined above), interest, amortization of debt discount and expense on all indebtedness, and excludes amortization of gains or losses on reacquired debt (which, under the Federal Energy Regulatory Commission Uniform System of Accounts, is classified as a reduction of, or increase in, interest expense in the Consolidated Statements of Income).
|
|
Jurisdiction of
|
Subsidiaries
|
Formation
|
|
|
1250 Gladding Road, LLC
|
Delaware
|
Alaska Basic Industries, Inc.
|
Alaska
|
Ames Sand & Gravel, Inc.
|
North Dakota
|
Anchorage Sand and Gravel Company, Inc.
|
Alaska
|
Baldwin Contracting Company, Inc.
|
California
|
BEH Electric Holdings, LLC
|
Nevada
|
Bell Electrical Contractors, Inc.
|
Missouri
|
BMH Mechanical Holdings, LLC
|
Nevada
|
Bombard Electric, LLC
|
Nevada
|
Bombard Mechanical, LLC
|
Nevada
|
Capital Electric Construction Company, Inc.
|
Kansas
|
Capital Electric Line Builders, Inc.
|
Kansas
|
Cascade Natural Gas Corporation
|
Washington
|
Centennial Energy Holdings, Inc.
|
Delaware
|
Centennial Energy Resources International, Inc.
|
Delaware
|
Centennial Energy Resources LLC
|
Delaware
|
Centennial Holdings Capital LLC
|
Delaware
|
Central Oregon Redi-Mix, LLC
|
Oregon
|
CGC Resources, Inc.
|
Washington
|
Concrete, Inc.
|
California
|
Connolly-Pacific Co.
|
California
|
Continental Line Builders, Inc.
|
Delaware
|
Coordinating and Planning Services, Inc.
|
Delaware
|
D S S Company
|
California
|
Desert Fire Holdings, Inc.
|
Nevada
|
Desert Fire Protection, a Nevada Limited Partnership
|
Nevada
|
Desert Fire Protection, Inc.
|
Nevada
|
Desert Fire Protection, LLC
|
Nevada
|
Duro Electric, LLC
|
Delaware
|
E.S.I., Inc.
|
Ohio
|
Fairbanks Materials, Inc.
|
Alaska
|
Fidelity Exploration & Production Company
|
Delaware
|
Fidelity Oil Co.
|
Delaware
|
Frebco, Inc.
|
Ohio
|
FutureSource Capital Corp.
|
Delaware
|
Granite City Ready Mix, Inc.
|
Minnesota
|
Hamlin Electric Company
|
Colorado
|
Harp Engineering, Inc.
|
Montana
|
|
|
Hawaiian Cement, a partnership
|
Hawaii
|
ILB Hawaii, Inc.
|
Hawaii
|
Independent Fire Fabricators, LLC
|
Nevada
|
Intermountain Gas Company
|
Idaho
|
International Line Builders, Inc.
|
Delaware
|
InterSource Insurance Company
|
Vermont
|
Jebro Incorporated
|
Iowa
|
JTL Group, Inc. (Montana corporation)
|
Montana
|
JTL Group, Inc. (Wyoming corporation)
|
Wyoming
|
Kent’s Oil Service
|
California
|
Knife River Corporation
|
Delaware
|
Knife River Corporation – North Central
|
Minnesota
|
Knife River Corporation – Northwest
|
Oregon
|
Knife River Corporation – South
|
Texas
|
Knife River Dakota, Inc.
|
Delaware
|
Knife River Hawaii, Inc.
|
Delaware
|
Knife River Marine, Inc.
|
Delaware
|
Knife River Midwest, LLC
|
Delaware
|
KRC Holdings, Inc.
|
Delaware
|
LME&U Holdings, LLC
|
Nevada
|
Lone Mountain Excavation & Utilities, LLC
|
Nevada
|
Loy Clark Pipeline Co.
|
Oregon
|
LTM, Incorporated
|
Oregon
|
MAAK Holdings, Inc.
|
Nevada
|
MDU Brasil Ltda.
|
Brazil
|
MDU Construction Services Group, Inc.
|
Delaware
|
MDU Energy Capital, LLC
|
Delaware
|
MDU Holdings, LLC
|
Delaware
|
MDU Industrial Services, Inc.
|
Delaware
|
MDU Resources International LLC
|
Delaware
|
MDU Resources Luxembourg I LLC S.a.r.l.
|
Luxembourg
|
MDU Resources Luxembourg II LLC S.a.r.l.
|
Luxembourg
|
MDU United Construction Solutions, Inc.
|
Delaware
|
Midland Technical Crafts, Inc.
|
Delaware
|
Nevada Solar Solutions, LLC
|
Delaware
|
Nevada Valley Solar Solutions I, LLC
|
Delaware
|
Nevada Valley Solar Solutions II, LLC
|
Delaware
|
Northstar Materials, Inc.
|
Minnesota
|
On Electric Group, Inc.
|
Oregon
|
Pouk & Steinle, Inc.
|
California
|
Prairie Cascade Energy Holdings, LLC
|
Delaware
|
Prairie Intermountain Energy Holdings, LLC
|
Delaware
|
Prairielands Energy Marketing, Inc.
|
Delaware
|
Rocky Mountain Contractors, Inc.
|
Montana
|
USI Industrial Services, Inc.
|
Delaware
|
Wagner Group, Inc., The
|
Delaware
|
Wagner Industrial Electric, Inc.
|
Delaware
|
Wagner-Smith Company, The
|
Ohio
|
Wagner-Smith Equipment Co.
|
Delaware
|
Wagner-Smith Pumps & Systems, Inc.
|
Ohio
|
WBI Canadian Pipeline, Ltd.
|
Canada
|
WBI Energy Midstream, LLC
|
Colorado
|
WBI Energy Services, Inc.
|
Delaware
|
WBI Energy Transmission, Inc.
|
Delaware
|
WBI Energy Wind Ridge Pipeline, LLC
|
Delaware
|
WBI Energy, Inc.
|
Delaware
|
WBI Holdings, Inc.
|
Delaware
|
WHC, Ltd.
|
Hawaii
|
1.
|
I have reviewed this annual report on Form 10-K of MDU Resources Group, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
1.
|
I have reviewed this annual report on Form 10-K of MDU Resources Group, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
1.
|
Citations issued under Section 104 of the Mine Safety Act for violations that could significantly and substantially contribute to the cause and effect of a coal or other mine safety or health hazard.
|
2.
|
Orders issued under Section 104(b) of the Mine Safety Act. Orders are issued under this section when citations issued under Section 104 have not been totally abated within the time period allowed by the citation or subsequent extensions.
|
3.
|
Citations or orders issued under Section 104(d) of the Mine Safety Act. Citations or orders are issued under this section when it has been determined that the violation is caused by an unwarrantable failure of the mine operator to comply with the standards. An unwarrantable failure occurs when the mine operator is deemed to have engaged in aggravated conduct constituting more than ordinary negligence.
|
4.
|
Citations issued under Section 110(b)(2) of the Mine Safety Act for flagrant violations. Violations are considered flagrant for repeat or reckless failures to make reasonable efforts to eliminate a known violation of a mandatory health and safety standard that substantially and proximately caused, or reasonably could have been expected to cause, death or serious bodily injury.
|
5.
|
Imminent danger orders issued under Section 107(a) of the Mine Safety Act. An imminent danger is defined as the existence of any condition or practice in a coal or other mine which could reasonably be expected to cause death or serious physical harm before such condition or practice can be abated.
|
6.
|
Notice received under Section 104(e) of the Mine Safety Act of a pattern of violations or the potential to have such a pattern of violations that could significantly and substantially contribute to the cause and effect of mine health and safety standards.
|
MSHA Identification Number/Contractor ID
|
Section 104 S&S Citations (#)
|
Section 104(d) Orders (#)
|
Total Dollar Value of MSHA Assessments Proposed ($)
|
Total Number of Mining Related Fatalities (#)
|
Legal Actions Pending as of Last Day of Period (#)
|
Legal Actions Initiated During Period (#)
|
Legal Actions Resolved During Period (#)
|
||||||||
04-00081
|
—
|
|
—
|
|
$
|
3,535
|
|
—
|
|
—
|
|
—
|
|
8
|
|
04-01698
|
—
|
|
—
|
|
300
|
|
—
|
|
1
|
|
1
|
|
—
|
|
|
04-05459
|
3
|
|
—
|
|
105,725
|
|
1
|
|
3
|
|
5
|
|
4
|
|
|
10-02089
|
—
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
10-02170
|
1
|
|
—
|
|
308
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
13-02222
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-00462
|
—
|
|
—
|
|
296
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-02614
|
1
|
|
—
|
|
162
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-02702
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03112
|
1
|
|
—
|
|
562
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03127
|
1
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03219
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03248
|
—
|
|
—
|
|
217
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03358
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03626
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03627
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
21-03732
|
2
|
|
—
|
|
865
|
|
—
|
|
3
|
|
3
|
|
—
|
|
|
24-00462
|
1
|
|
—
|
|
790
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
24-02022
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
24-02095
|
2
|
|
—
|
|
670
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
24-02414
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00774
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00776
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00777
|
—
|
|
—
|
|
400
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00778
|
1
|
|
—
|
|
1,869
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00950
|
3
|
|
1
|
|
2,980
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00963
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
32-00966
|
2
|
|
—
|
|
2,050
|
|
—
|
|
9
|
|
9
|
|
—
|
|
|
32-00967
|
2
|
|
—
|
|
870
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-00463
|
—
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-00521
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-02968
|
—
|
|
—
|
|
700
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03022
|
—
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03131
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03404
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03449
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03478
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03505
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
3
|
|
|
35-03527
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03594
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03595
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03605
|
—
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
MSHA Identification Number/Contractor ID
|
Section 104 S&S Citations (#)
|
Section 104(d) Orders (#)
|
Total Dollar Value of MSHA Assessments Proposed ($)
|
Total Number of Mining Related Fatalities (#)
|
Legal Actions Pending as of Last Day of Period (#)
|
Legal Actions Initiated During Period (#)
|
Legal Actions Resolved During Period (#)
|
||||||||
35-03642
|
—
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
35-03667
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
41-02639
|
2
|
|
—
|
|
100
|
|
—
|
|
2
|
|
2
|
|
—
|
|
|
41-03931
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
48-01383
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
48-01670
|
2
|
|
—
|
|
2,102
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
50-00883
|
1
|
|
—
|
|
625
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
50-01196
|
4
|
|
—
|
|
2,305
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
51-00036
|
2
|
|
—
|
|
5,933
|
|
—
|
|
4
|
|
1
|
|
1
|
|
|
51-00192
|
—
|
|
—
|
|
200
|
|
—
|
|
—
|
|
—
|
|
1
|
|
|
51-00241
|
—
|
|
—
|
|
300
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
51-00242
|
—
|
|
—
|
|
500
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
51-00245
|
—
|
|
—
|
|
100
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
31
|
|
1
|
|
$
|
139,264
|
|
1
|
|
22
|
|
21
|
|
17
|
|
•
|
Contests of Citations and Orders - A contest proceeding may be filed with the Commission by operators, miners or miners' representatives to challenge the issuance of a citation or order issued by MSHA.
|
•
|
Contests of Proposed Penalties (Petitions for Assessment of Penalties) - A contest of a proposed penalty is an administrative proceeding before the Commission challenging a civil penalty that MSHA has proposed for the alleged violation contained in a citation or order.
|
•
|
Complaints for Compensation - A complaint for compensation may be filed with the Commission by miners entitled to compensation when a mine is closed by certain withdrawal orders issued by MSHA. The purpose of the proceeding is to determine the amount of compensation, if any, due miners idled by the orders.
|
•
|
Complaints of Discharge, Discrimination or Interference - A discrimination proceeding is a case that involves a miner's allegation that he or she has suffered a wrong by the operator because he or she engaged in some type of activity protected under the Mine Act, such as making a safety complaint.
|
•
|
Applications for Temporary Relief - Applications for temporary relief from any modification or termination of any order or from any order issued under section 104 of the Mine Act.
|
•
|
Appeals of Judges' Decisions or Orders to the Commission - A filing with the Commission for discretionary review of a judge's decision or order by a person who has been adversely affected or aggrieved by such decision or order.
|
MSHA Identification Number
|
Contests of Citations and Orders
|
Contests of Proposed Penalties
|
Complaints for Compensation
|
Complaints of Discharge, Discrimination or Interference
|
Applications for Temporary Relief
|
Appeals of Judges' Decisions or Orders to the Commission
|
||||||
04-01698
|
1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
04-05459
|
2
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1
|
|
21-03732
|
3
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
32-00966
|
9
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
41-02639
|
2
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
51-00036
|
—
|
|
4
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
17
|
|
4
|
|
—
|
|
—
|
|
—
|
|
1
|
|