|
|
|
Commission
File
Number
|
|
Exact name of registrants as specified in their
charters, address of principal executive offices and
registrants' telephone number
|
|
IRS Employer
Identification
Number
|
1-8841
|
|
NEXTERA ENERGY, INC.
|
|
59-2449419
|
2-27612
|
|
FLORIDA POWER & LIGHT COMPANY
|
|
59-0247775
|
Registrants
|
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange
on which registered
|
NextEra Energy, Inc.
|
|
Common Stock, $0.01 Par Value
|
|
NEE
|
|
New York Stock Exchange
|
|
|
4.872% Corporate Units
|
|
NEE.PRO
|
|
New York Stock Exchange
|
|
|
|
|
|
|
|
Florida Power & Light Company
|
|
None
|
|
|
|
|
Term
|
Meaning
|
AFUDC - equity
|
equity component of allowance for funds used during construction
|
AOCI
|
accumulated other comprehensive income
|
Bcf
|
billion cubic feet
|
CAISO
|
California Independent System Operator
|
capacity clause
|
capacity cost recovery clause, as established by the FPSC
|
DOE
|
U.S. Department of Energy
|
Duane Arnold
|
Duane Arnold Energy Center
|
environmental clause
|
environmental cost recovery clause
|
EPA
|
U.S. Environmental Protection Agency
|
ERCOT
|
Electric Reliability Council of Texas
|
FERC
|
U.S. Federal Energy Regulatory Commission
|
Florida Southeast Connection
|
Florida Southeast Connection, LLC, a wholly owned NextEra Energy Resources subsidiary
|
FPL
|
Florida Power & Light Company
|
FPSC
|
Florida Public Service Commission
|
fuel clause
|
fuel and purchased power cost recovery clause, as established by the FPSC
|
GAAP
|
generally accepted accounting principles in the U.S.
|
GHG
|
greenhouse gas(es)
|
Gulf Power
|
Gulf Power Company
|
ISO
|
independent system operator
|
ISO-NE
|
ISO New England Inc.
|
ITC
|
investment tax credit
|
kW
|
kilowatt
|
kWh
|
kilowatt-hour(s)
|
Management's Discussion
|
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
|
MISO
|
Midcontinent Independent System Operator
|
MMBtu
|
One million British thermal units
|
mortgage
|
mortgage and deed of trust dated as of January 1, 1944, from FPL to Deutsche Bank Trust Company Americas, as supplemented and amended
|
MW
|
megawatt(s)
|
MWh
|
megawatt-hour(s)
|
NEE
|
NextEra Energy, Inc.
|
NEECH
|
NextEra Energy Capital Holdings, Inc.
|
NEER
|
a segment comprised of NextEra Energy Resources and NEET
|
NEET
|
NextEra Energy Transmission, LLC
|
NEP
|
NextEra Energy Partners, LP
|
NEP OpCo
|
NextEra Energy Operating Partners, LP
|
NERC
|
North American Electric Reliability Corporation
|
net capacity
|
net ownership interest in pipeline(s) capacity
|
net generating capacity
|
net ownership interest in plant(s) capacity
|
net generation
|
net ownership interest in plant(s) generation
|
Note __
|
Note __ to consolidated financial statements
|
NextEra Energy Resources
|
NextEra Energy Resources, LLC
|
NRC
|
U.S. Nuclear Regulatory Commission
|
NYISO
|
New York Independent System Operator
|
O&M expenses
|
other operations and maintenance expenses in the consolidated statements of income
|
OCI
|
other comprehensive income
|
OEB
|
Ontario Energy Board
|
OTC
|
over-the-counter
|
OTTI
|
other than temporary impairment
|
PJM
|
PJM Interconnection, L.L.C.
|
PMI
|
NextEra Energy Marketing, LLC
|
Point Beach
|
Point Beach Nuclear Power Plant
|
PTC
|
production tax credit
|
PUCT
|
Public Utility Commission of Texas
|
PV
|
photovoltaic
|
Recovery Act
|
The American Recovery and Reinvestment Act of 2009, as amended
|
regulatory ROE
|
return on common equity as determined for regulatory purposes
|
RPS
|
renewable portfolio standards
|
RTO
|
regional transmission organization
|
Sabal Trail
|
Sabal Trail Transmission, LLC, an entity in which a NextEra Energy Resources subsidiary has a 42.5% ownership interest
|
Seabrook
|
Seabrook Station
|
SEC
|
U.S. Securities and Exchange Commission
|
tax reform
|
Tax Cuts and Jobs Act
|
U.S.
|
United States of America
|
|
Page No.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*approximately 71% has dual fuel capability
|
*Oil is less than 1%
|
•
|
FPL has firm transportation contracts with seven different transportation suppliers for natural gas pipeline capacity for an aggregate maximum quantity of 2,769,000 MMBtu/day currently, of which 1,969,000 MMBtu/day have expiration dates ranging from 2020 to 2036. The remaining 800,000 MMBtu/day increases to 1,200,000 MMBtu/day starting in mid-2020 through 2042. See Note 15 - Contracts.
|
•
|
FPL has several contracts for the supply of uranium and the conversion, enrichment and fabrication of nuclear fuel with expiration dates ranging from March 2020 through 2032.
|
•
|
Additionally, FPL enters into short- and medium-term natural gas supply contracts to provide a portion of FPL's anticipated needs for natural gas. The remainder of FPL's natural gas requirements is purchased in the spot market.
|
Facility
|
|
FPL's Ownership
(MW)
|
|
Beginning of Next
Scheduled Refueling Outage
|
|
Operating License
Expiration Date
|
St. Lucie Unit No. 1
|
|
981
|
|
April 2021
|
|
2036
|
St. Lucie Unit No. 2
|
|
840(a)
|
|
February 2020
|
|
2043
|
Turkey Point Unit No. 3
|
|
837
|
|
March 2020
|
|
2052
|
Turkey Point Unit No. 4
|
|
821
|
|
October 2020
|
|
2053
|
(a)
|
Excludes 147 MW operated by FPL but owned by non-affiliates.
|
•
|
the FPSC, which has jurisdiction over retail rates, service territory, issuances of securities, planning, siting and construction of facilities, among other things;
|
•
|
the FERC, which oversees the acquisition and disposition of generation, transmission and other facilities, transmission of electricity and natural gas in interstate commerce, proposals to build and operate interstate natural gas pipelines and storage facilities, and wholesale purchases and sales of electric energy, among other things;
|
•
|
the NERC, which, through its regional entities, establishes and enforces mandatory reliability standards, subject to approval by the FERC, to ensure the reliability of the U.S. electric transmission and generation system and to prevent major system blackouts;
|
•
|
the NRC, which has jurisdiction over the operation of nuclear power plants through the issuance of operating licenses, rules, regulations and orders; and
|
•
|
the EPA, which has the responsibility to maintain and enforce national standards under a variety of environmental laws, in some cases delegating authority to state agencies. The EPA also works with industries and all levels of government, including federal and state governments, in a wide variety of voluntary pollution prevention programs and energy conservation efforts.
|
•
|
New retail base rates and charges were established resulting in the following increases in annualized retail base revenues:
|
◦
|
$400 million beginning January 1, 2017;
|
◦
|
$211 million beginning January 1, 2018; and
|
◦
|
$200 million beginning April 1, 2019 for a new approximately 1,720 MW natural gas-fired combined-cycle unit in Okeechobee County, Florida (Okeechobee Clean Energy Center) that achieved commercial operation on March 31, 2019.
|
•
|
In addition, FPL is eligible to receive base rate increases associated with the addition of up to 300 MW annually of new solar generation in each of 2017 through 2020 with an installed cost cap of $1,750 per kW. Approximately 900 MW of new solar generating capacity has become operational, 600 MW in the first quarter of 2018 and 300 MW in the first quarter of 2019. An additional 300 MW is expected to be operational in the second quarter of 2020.
|
•
|
FPL's allowed regulatory ROE is 10.55%, with a range of 9.60% to 11.60%. If FPL's earned regulatory ROE falls below 9.60%, FPL may seek retail base rate relief. If the earned regulatory ROE rises above 11.60%, any party other than FPL may seek a review of FPL's retail base rates.
|
•
|
Subject to certain conditions, FPL may amortize, over the term of the 2016 rate agreement, up to $1.0 billion of depreciation reserve surplus plus the reserve amount that remained under FPL's previous rate agreement (approximately $250 million), provided that in any year of the 2016 rate agreement FPL must amortize at least enough reserve to maintain a 9.60% earned regulatory ROE but may not amortize any reserve that would result in an earned regulatory ROE in excess of 11.60%.
|
•
|
Future storm restoration costs would be recoverable on an interim basis beginning 60 days from the filing of a cost recovery petition, but capped at an amount that could produce a surcharge of no more than $4 for every 1,000 kWh of usage on residential bills during the first 12 months of cost recovery. Any additional costs would be eligible for recovery in subsequent years. If storm restoration costs exceed $800 million in any given calendar year, FPL may request an increase to the $4 surcharge to recover amounts above $400 million. See Note 1 - Storm Fund, Storm Reserve and Storm Cost Recovery regarding several hurricanes that impacted FPL's service territory from 2016 - 2019.
|
•
|
Fuel - primarily fuel costs, the most significant of the cost recovery clauses in terms of operating revenues (see Note 1 - Rate Regulation);
|
•
|
Capacity - primarily certain costs associated with the acquisition of several electric generation facilities (see Note 1 - Rate Regulation);
|
•
|
Energy Conservation - costs associated with implementing energy conservation programs; and
|
•
|
Environmental - certain costs of complying with federal, state and local environmental regulations enacted after April 1993 and costs associated with three of FPL's solar facilities placed in service prior to 2016.
|
•
|
represented approximately 19,796 MW of total net generating capacity;
|
•
|
weighted-average remaining contract term of the power sales agreements and the remaining life of the PTCs associated with repowered wind facilities of approximately 16 years, based on forecasted contributions to earnings and forecasted amounts of electricity produced by the repowered wind facilities; and
|
•
|
contracts for the supply of uranium and the conversion, enrichment and fabrication of nuclear fuel have expiration dates ranging from March 2020 through 2033 (see Note 15 - Contracts).
|
|
Miles
of
Pipeline
|
|
Pipeline
Location/Route
|
|
Ownership
|
|
Total
Net Capacity
(per day)
|
|
Actual/Expected
In-Service
Dates
|
Operational:
|
|
|
|
|
|
|
|
|
|
Texas Pipelines(a)
|
542
|
|
South Texas
|
|
58.8%
|
(b)
|
2.32 Bcf
|
|
1950 - 2014
|
Sabal Trail(c)
|
517
|
|
Southwestern Alabama to Central Florida
|
|
42.5%
|
|
0.35 Bcf -
0.46 Bcf
|
|
June 2017 - Mid-2021
|
Florida Southeast Connection(c)
|
169
|
|
Central Florida to South Florida
|
|
100%
|
|
0.64 Bcf
|
|
June 2017
|
Central Penn Line(d)
|
185
|
|
Northeastern Pennsylvania to Southeastern
Pennsylvania
|
|
23.7%
|
(b)
|
0.30 Bcf - 0.43 Bcf
|
|
October 2018 - Mid-2022
|
Under Construction:
|
|
|
|
|
|
|
|
|
|
Mountain Valley Pipeline(e)
|
303
|
|
Northwestern West Virginia to Southern
Virginia
|
|
31%
|
|
0.62 Bcf
|
|
End of 2020
|
(a)
|
A NEP portfolio of seven natural gas pipelines, of which a third party owns a 10% interest in a 120-mile pipeline with a daily capacity of approximately 2.3 Bcf. Approximately 1.82 Bcf per day of net capacity is contracted with firm ship-or-pay contracts that have expiration dates ranging from 2020 to 2035.
|
(b)
|
Ownership percentage based on NextEra Energy Resources limited partnership interest in NEP OpCo common units.
|
(c)
|
See Note 15 - Contracts for a discussion of transportation contracts with FPL.
|
(d)
|
NEP has an indirect equity method investment in the Central Penn Line (CPL) which represents an approximately 39% aggregate ownership interest in the CPL.
|
(e)
|
Completion of construction of the natural gas pipeline is subject to final permitting. Also, see Note 15 - Contracts for a discussion of a transportation contract with a NextEra Energy Resources subsidiary.
|
|
Miles
|
|
Substations
|
|
Kilovolt
|
|
Location
|
|
Rate Regulator
|
|
Ownership
|
|
Actual/Expected
In-Service
Dates
|
Operational:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lone Star
|
330
|
|
6
|
|
345
|
|
Central Texas
|
|
PUCT
|
|
100%
|
|
2013
|
Trans Bay Cable
|
53
|
|
2
|
|
200 DC(a)
|
|
Northern California
|
|
FERC
|
|
100%
|
|
2010
|
Under Construction:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NextBridge Infrastructure
|
280
|
|
-
|
|
230
|
|
Ontario, Canada
|
|
OEB
|
|
50%
|
|
Fourth Quarter of 2021
|
(a)
|
Direct current
|
•
|
manages risk associated with fluctuating commodity prices and optimizes the value of NEER's power generation and gas infrastructure production assets through the use of swaps, options, futures and forwards;
|
•
|
sells output from NEER's plants that is not sold under long-term contracts and procures fossil fuel for use by NEER's generation fleet;
|
•
|
provides full energy and capacity requirements to customers; and
|
•
|
markets and trades energy-related commodity products and provides a wide range of electricity and fuel commodity products as well as marketing and trading services to customers.
|
*Oil is less than 1%
|
•
|
located in 19 states in the U.S. and 4 provinces in Canada;
|
•
|
operated a total generating capacity of 15,955 MW at December 31, 2019;
|
•
|
ownership interests in a total net generating capacity of 14,111 MW at December 31, 2019;
|
◦
|
all MW are from contracted wind assets located primarily throughout Texas and the West and Midwest regions of the U.S. and Canada;
|
◦
|
added approximately 1,125 MW of new generating capacity and repowered wind generating capacity totaling 1,091 MW in the U.S. in 2019 (see Note 1 - Disposal of Businesses/Assets for asset sales to NEP).
|
•
|
located in 26 states in the U.S.;
|
•
|
operated PV and solar thermal facilities with a total generating capacity of 2,684 MW at December 31, 2019;
|
•
|
ownership interests in PV and solar thermal facilities with a total net generating capacity of 2,662 MW at December 31, 2019;
|
◦
|
essentially all MW are from contracted solar facilities located primarily throughout the West and South regions of the U.S.;
|
◦
|
added approximately 512 MW of generating capacity in the U.S. in 2019 (see Note 1 - Disposal of Businesses/Assets for asset sales to NEP).
|
•
|
operated natural gas generation facilities with a total generating capacity of 2,110 MW at December 31, 2019;
|
•
|
ownership interests in natural gas generation facilities with a total net generating capacity of 1,565 MW at December 31, 2019;
|
◦
|
approximately 1,407 MW are contracted and 158 MW are merchant;
|
◦
|
located in 2 states in the Northeast region of the U.S. and in Florida; and
|
•
|
operated oil-fired peak generation facilities with a total generating capacity of 878 MW with an ownership or undivided interests in total net generating capacity of 805 MW at December 31, 2019 primarily located in Maine.
|
Facility
|
|
Location
|
|
Ownership
(MW)
|
|
Portfolio
Category
|
|
Next Scheduled
Refueling Outage
|
|
Operating License
Expiration Date
|
Seabrook
|
|
New Hampshire
|
|
1,102(a)
|
|
Merchant
|
|
April 2020
|
|
2050
|
Duane Arnold
|
|
Iowa
|
|
431(b)
|
|
Contracted(c)
|
|
None(c)
|
|
2034(c)
|
Point Beach Unit No. 1
|
|
Wisconsin
|
|
595
|
|
Contracted(d)
|
|
October 2020
|
|
2030
|
Point Beach Unit No. 2
|
|
Wisconsin
|
|
595
|
|
Contracted(d)
|
|
March 2020
|
|
2033
|
(a)
|
Excludes 147 MW operated by NEER but owned by non-affiliates.
|
(b)
|
Excludes 184 MW operated by NEER but owned by non-affiliates.
|
(c)
|
NEER sells all of its share of the output of Duane Arnold under an amended long-term contract expiring in December 2020. Operations of Duane Arnold are expected to cease in late 2020. See Note 5 - Nonrecurring Fair Value Measurements.
|
(d)
|
NEER sells all of the output of Point Beach Units Nos. 1 and 2 under long-term contracts through their current operating license expiration dates.
|
|
Year construction of project begins(a)
|
||||||||||||||||||||||
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
||||||||
PTC(b)
|
100
|
%
|
|
100
|
%
|
|
80
|
%
|
|
60
|
%
|
|
40
|
%
|
|
60
|
%
|
|
-
|
|
|
-
|
|
Wind ITC(c)
|
30
|
%
|
|
30
|
%
|
|
24
|
%
|
|
18
|
%
|
|
12
|
%
|
|
18
|
%
|
|
-
|
|
|
-
|
|
Solar ITC(d)
|
30
|
%
|
|
30
|
%
|
|
30
|
%
|
|
30
|
%
|
|
30
|
%
|
|
26
|
%
|
|
22
|
%
|
|
10
|
%
|
(a)
|
Project must be placed in service no more than four years after the year in which construction of the project began to qualify for the PTC or ITC.
|
(b)
|
Percentage of the full PTC available for wind projects that begin construction during the applicable year.
|
(c)
|
Percentage of eligible project costs that can be claimed as ITC by wind projects that begin construction during the applicable year.
|
(d)
|
Percentage of eligible project costs that can be claimed as ITC by solar projects that begin construction during the applicable year. ITC is limited to 10% for solar projects not placed in service before January 1, 2024.
|
Name
|
|
Age
|
|
Position
|
|
Effective Date
|
Miguel Arechabala
|
|
58
|
|
Executive Vice President, Power Generation Division of NEE
Executive Vice President, Power Generation Division of FPL |
|
January 1, 2014
|
Deborah H. Caplan
|
|
57
|
|
Executive Vice President, Human Resources and Corporate Services of NEE
Executive Vice President, Human Resources and Corporate Services of FPL |
|
April 15, 2013
|
Paul I. Cutler
|
|
60
|
|
Treasurer of NEE
Treasurer of FPL
Assistant Secretary of NEE
|
|
February 19, 2003
February 18, 2003
December 10, 1997
|
Joseph T. Kelliher
|
|
59
|
|
Executive Vice President, Federal Regulatory Affairs of NEE
|
|
May 18, 2009
|
John W. Ketchum
|
|
49
|
|
President and Chief Executive Officer of NextEra Energy Resources
|
|
March 1, 2019
|
Rebecca J. Kujawa
|
|
44
|
|
Executive Vice President, Finance and Chief Financial Officer of NEE
Executive Vice President, Finance and Chief Financial Officer of FPL |
|
March 1, 2019
|
James M. May
|
|
43
|
|
Vice President, Controller and Chief Accounting Officer of NEE
|
|
March 1, 2019
|
Donald A. Moul
|
|
54
|
|
Executive Vice President, Nuclear Division and Chief Nuclear Officer of NEE
Vice President and Chief Nuclear Officer of FPL
|
|
January 1, 2020
May 17, 2019 |
Ronald R. Reagan
|
|
51
|
|
Executive Vice President, Engineering, Construction and Integrated Supply Chain of NEE
Vice President, Engineering and Construction of FPL
|
|
January 1, 2020
March 1, 2019 |
James L. Robo
|
|
57
|
|
Chairman, President and Chief Executive Officer of NEE
Chairman of FPL
|
|
December 13, 2013
May 2, 2012
|
Charles E. Sieving
|
|
47
|
|
Executive Vice President & General Counsel of NEE
Executive Vice President of FPL
|
|
December 1, 2008
January 1, 2009
|
Eric E. Silagy
|
|
54
|
|
President and Chief Executive Officer of FPL
|
|
May 30, 2014
|
(a)
|
Information is as of February 14, 2020. Executive officers are elected annually by, and serve at the pleasure of, their respective boards of directors. Except as noted below, each officer has held his/her present position for five years or more and his/her employment history is continuous. Mr. Ketchum served as Executive Vice President, Finance and Chief Financial Officer of NEE and FPL from March 2016 to February 2019 and NEE’s Senior Vice President, Finance from February 2015 to March 2016. Ms. Kujawa served as Vice President, Business Management of NextEra Energy Resources from March 2012 to February 2019. Mr. May served as Controller of NextEra Energy Resources from April 2015 to February 2019 and was Director of Accounting of NextEra Energy Resources from July 2013 to April 2015. Mr. Moul served as Vice President and Chief Nuclear Officer of NEE from May 2019 to December 2019. He previously held various roles at several subsidiaries of FirstEnergy Corp., which are energy suppliers involved in the generation, transmission and distribution of electricity. Mr. Moul was Executive on Special Assignment of FirstEnergy Solutions Corp. from March 2019 to May 2019, President and Chief Nuclear Officer of FirstEnergy Generation Companies from March 2018 to March 2019, President of FirstEnergy Generation LLC from April 2017 to March 2018, Senior Vice President, Fossil Operations and Environmental of FirstEnergy Solutions from August 2015 to April 2017, and Vice President, Commodity Operations of FirstEnergy Solutions from October 2012 to August 2015. Mr. Reagan served as Vice President, Engineering and Construction of NEE from November 2018 to December 2019 and Vice President, Integrated Supply Chain of NEE from October 2012 to November 2018.
|
•
|
create substantial additional costs in the form of taxes or emission allowances;
|
•
|
make some of NEE's and FPL's electric generation units uneconomical to operate in the long term;
|
•
|
require significant capital investment in carbon capture and storage technology, fuel switching, or the replacement of high-emitting generation facilities with lower-emitting generation facilities; or
|
•
|
affect the availability or cost of fossil fuels.
|
•
|
risks associated with facility start-up operations, such as whether the facility will achieve projected operating performance on schedule and otherwise as planned;
|
•
|
failures in the availability, acquisition or transportation of fuel or other necessary supplies;
|
•
|
the impact of unusual or adverse weather conditions and natural disasters, including, but not limited to, hurricanes, tornadoes, icing events, floods, earthquakes and droughts;
|
•
|
performance below expected or contracted levels of output or efficiency;
|
•
|
breakdown or failure, including, but not limited to, explosions, fires, leaks or other major events, of equipment, transmission or distribution systems or pipelines;
|
•
|
availability of replacement equipment;
|
•
|
risks of property damage, human injury or loss of life from energized equipment, hazardous substances or explosions, fires, leaks or other events, especially where facilities are located near populated areas;
|
•
|
potential environmental impacts of gas infrastructure operations;
|
•
|
availability of adequate water resources and ability to satisfy water intake and discharge requirements;
|
•
|
inability to identify, manage properly or mitigate equipment defects in NEE's and FPL's facilities;
|
•
|
use of new or unproven technology;
|
•
|
risks associated with dependence on a specific type of fuel or fuel source, such as commodity price risk, availability of adequate fuel supply and transportation, and lack of available alternative fuel sources;
|
•
|
increased competition due to, among other factors, new facilities, excess supply, shifting demand and regulatory changes; and
|
•
|
insufficient insurance, warranties or performance guarantees to cover any or all lost revenues or increased expenses from the foregoing.
|
Period
|
|
Total
Number
of Shares
Purchased(a)
|
|
Average
Price Paid
Per Share
|
|
Total Number of Shares
Purchased as Part of a
Publicly Announced Program
|
|
Maximum Number of
Shares that May Yet be
Purchased Under the
Program(b)
|
|||
10/1/19 - 10/31/19
|
|
—
|
|
|
—
|
|
|
—
|
|
45,000,000
|
|
11/1/19 - 11/30/19
|
|
990
|
|
$
|
231.42
|
|
|
—
|
|
45,000,000
|
|
12/1/19 - 12/31/19
|
|
387
|
|
$
|
238.22
|
|
|
—
|
|
45,000,000
|
|
Total
|
|
1,377
|
|
|
$
|
233.33
|
|
|
—
|
|
|
(a)
|
Includes: (1) in November 2019, shares of common stock withheld from employees to pay certain withholding taxes upon the vesting of stock awards granted to such employees under the NextEra Energy, Inc. Amended and Restated 2011 Long Term Incentive Plan; and (2) in December 2019, shares of common stock purchased as a reinvestment of dividends by the trustee of a grantor trust in connection with NEE's obligation under a February 2006 grant under the NextEra Energy, Inc. Amended and Restated Long-Term Incentive Plan (former LTIP) to an executive officer of deferred retirement share awards.
|
(b)
|
In May 2017, NEE's Board of Directors authorized repurchases of up to 45 million shares of common stock over an unspecified period.
|
|
Years Ended December 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
(millions, except per share amounts)
|
||||||||||||||||||
SELECTED DATA OF NEE(a):
|
|
||||||||||||||||||
Operating revenues
|
$
|
19,204
|
|
|
$
|
16,727
|
|
|
$
|
17,173
|
|
|
$
|
16,138
|
|
|
$
|
17,486
|
|
Net income(b)
|
$
|
3,388
|
|
|
$
|
5,776
|
|
|
$
|
5,323
|
|
|
$
|
2,999
|
|
|
$
|
2,762
|
|
Net income attributable to NEE(b)(c)
|
$
|
3,769
|
|
|
$
|
6,638
|
|
|
$
|
5,380
|
|
|
$
|
2,906
|
|
|
$
|
2,752
|
|
Earnings per share attributable to NEE - basic(b)(c)
|
$
|
7.82
|
|
|
$
|
14.03
|
|
|
$
|
11.48
|
|
|
$
|
6.27
|
|
|
$
|
6.11
|
|
Earnings per share attributable to NEE - assuming dilution(b)(c)
|
$
|
7.76
|
|
|
$
|
13.88
|
|
|
$
|
11.39
|
|
|
$
|
6.24
|
|
|
$
|
6.06
|
|
Dividends paid per share of common stock
|
$
|
5.00
|
|
|
$
|
4.44
|
|
|
$
|
3.93
|
|
|
$
|
3.48
|
|
|
$
|
3.08
|
|
Total assets(d)
|
$
|
117,691
|
|
|
$
|
103,702
|
|
|
$
|
97,963
|
|
|
$
|
90,474
|
|
|
$
|
82,479
|
|
Long-term debt, excluding current portion
|
$
|
37,543
|
|
|
$
|
26,782
|
|
|
$
|
31,410
|
|
|
$
|
27,765
|
|
|
$
|
26,681
|
|
Capital expenditures, independent power and
other investments and nuclear fuel purchases:
|
|
|
|
|
|
|
|
|
|
||||||||||
FPL
|
$
|
5,755
|
|
|
$
|
5,135
|
|
|
$
|
5,291
|
|
|
$
|
3,934
|
|
|
$
|
3,633
|
|
Gulf Power
|
729
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
NEER(e)
|
6,505
|
|
|
7,189
|
|
|
5,415
|
|
|
5,607
|
|
|
4,691
|
|
|||||
Corporate and Other(e)
|
4,473
|
|
|
680
|
|
|
34
|
|
|
95
|
|
|
53
|
|
|||||
Total
|
$
|
17,462
|
|
|
$
|
13,004
|
|
|
$
|
10,740
|
|
|
$
|
9,636
|
|
|
$
|
8,377
|
|
(a)
|
See Note 8 for a discussion of 2019 acquisitions and Note 1 - NextEra Energy Partners, LP for a discussion of the deconsolidation of NEP in January 2018.
|
(b)
|
2018 includes an after-tax gain of approximately $3.0 billion related to the deconsolidation of NEP (see Note 1 - NextEra Energy Partners, LP). 2017 includes approximately $1.8 billion ($1.9 billion attributable to NEE) of net favorable tax reform impacts (see Note 6). 2017 and 2016 include after-tax gains on the sale of the fiber-optic telecommunications business of $685 million (see Note 1 - Disposal of Businesses/Assets) and natural gas generation facilities of $219 million. Also, on an after-tax basis, 2017 includes an impairment charge of $258 million related to Duane Arnold (see Note 5 - Nonrecurring Fair Value Measurements).
|
(c)
|
2018 reflects approximately $497 million relating to a reduction of differential membership interests as a result of a change in the federal corporate income tax rate effective January 1, 2018 (see Note 1 - Sales of Differential Membership Interests).
|
(d)
|
Includes assets held for sale of approximately $440 million in 2019 related to two solar generation facilities and $452 million in 2016 related to a fiber-optic telecommunications business (see Note 1 - Disposal of Businesses/Assets) and $1,009 million in 2015 related to merchant natural gas generation facilities.
|
(e)
|
Prior year amounts have been adjusted as discussed in Note 16.
|
|
Net Income (Loss) Attributable
to NEE
|
|
Earnings (Loss) Per Share Attributable to NEE, Assuming Dilution
|
||||||||||||||||||||
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
|
(millions)
|
|
|
||||||||||||||||||||
FPL
|
$
|
2,334
|
|
|
$
|
2,171
|
|
|
$
|
1,880
|
|
|
$
|
4.81
|
|
|
$
|
4.55
|
|
|
$
|
3.98
|
|
Gulf Power(a)
|
180
|
|
|
—
|
|
|
—
|
|
|
0.37
|
|
|
—
|
|
|
—
|
|
||||||
NEER(b)(c)(d)
|
1,807
|
|
|
4,704
|
|
|
2,997
|
|
|
3.72
|
|
|
9.82
|
|
|
6.34
|
|
||||||
Corporate and Other(d)
|
(552
|
)
|
|
(237
|
)
|
|
503
|
|
|
(1.14
|
)
|
|
(0.49
|
)
|
|
1.07
|
|
||||||
NEE(c)
|
$
|
3,769
|
|
|
$
|
6,638
|
|
|
$
|
5,380
|
|
|
$
|
7.76
|
|
|
$
|
13.88
|
|
|
$
|
11.39
|
|
(a)
|
Gulf Power was acquired in January 2019. See Note 8 - Gulf Power Company.
|
(b)
|
NEER’s results reflect an allocation of interest expense from NEECH based on a deemed capital structure of 70% debt and differential membership interests sold by NextEra Energy Resources' subsidiaries.
|
(c)
|
NEP was deconsolidated from NEER in January 2018. See Note 1 - NextEra Energy Partners, LP.
|
(d)
|
NEER's and Corporate and Other's results for 2018 and 2017 were retrospectively adjusted to reflect a segment change. See Note 16.
|
|
Years Ended December 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||||
|
|
|
(millions)
|
|
|
||||||||
Net losses associated with non-qualifying hedge activity(a)
|
$
|
(404
|
)
|
|
$
|
(186
|
)
|
|
$
|
(37
|
)
|
||
Tax reform-related, including the impact of tax rate change on differential membership interests(b)
|
$
|
(89
|
)
|
|
$
|
436
|
|
|
$
|
1,881
|
|
||
NEP investment gains, net(c)
|
$
|
96
|
|
|
$
|
2,863
|
|
|
$
|
—
|
|
||
Change in unrealized gains (losses) on NEER's nuclear decommissioning funds and OTTI, net(d)
|
$
|
176
|
|
|
$
|
(125
|
)
|
|
$
|
2
|
|
||
Acquisition-related(e)
|
$
|
(70
|
)
|
|
$
|
(14
|
)
|
|
$
|
(63
|
)
|
||
Operating results of solar projects in Spain - NEER
|
$
|
(2
|
)
|
|
$
|
(9
|
)
|
|
$
|
5
|
|
||
Gain on sale of the fiber-optic telecommunications business - Corporate and Other(f)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
685
|
|
||
Duane Arnold impairment charge(g)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(258
|
)
|
(a)
|
For 2019, 2018 and 2017, approximately $63 million of losses, $41 million of gains, and $46 million of gains, respectively, are included in NEER's net income; the balance is included in Corporate and Other. The change in non-qualifying hedge activity is primarily attributable to changes in forward power and natural gas prices, interest rates and foreign currency exchange rates, as well as the reversal of previously recognized unrealized mark-to-market gains or losses as the underlying transactions were realized. In 2017, net losses associated with non-qualifying hedge activity were partly offset by approximately $95 million of tax reform impacts.
|
(b)
|
For 2019, approximately $89 million related to the impact of tax rate change on differential membership interests relates to NEER. For 2018, approximately $421 million of favorable tax reform-related impacts, including the impact of tax rate change on differential membership interests, relates to NEER and the balance relates to Corporate and Other. For 2017, approximately $1,929 million of net favorable tax reform impacts and $50 million of net unfavorable tax reform impacts relate to NEER and FPL, respectively; the balance relates to Corporate and Other. See Note 1 - Storm Fund, Storm Reserve and Storm Cost Recovery and - Sales of Differential Membership Interests and Note 6.
|
(c)
|
For 2019 and 2018, approximately $96 million and $2,885 million, respectively, relates to NEER; the 2018 balance relates to Corporate and Other. See Note 1 - NextEra Energy Partners, LP and - Disposal of Businesses/Assets.
|
(d)
|
For 2019, 2018 and 2017, approximately $176 million of gains, $127 million of losses, and $2 million of gains, respectively, are included in NEER's net income; the balance for 2018 is included in Corporate and Other.
|
(e)
|
For 2019, approximately $44 million, $20 million and $6 million of costs are included in Corporate and Other's, Gulf Power's and NEER's net income, respectively. For 2018, $9 million of costs are included in Corporate and Other's net income; the balance is included in NEER. For 2017, the costs relate to Corporate and Other. See Note 1 - Acquisition-Related.
|
(f)
|
See Note 1 - Disposal of Businesses/Assets for a discussion of the sale of the fiber-optic telecommunications business.
|
(g)
|
Approximately $246 million of the impairment charge is included in NEER's net income; the balance is included in Corporate and Other. See Note 5 - Nonrecurring Fair Value Measurements.
|
|
Years Ended December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(millions)
|
||||||
Reserve reversal recorded under the 2016 rate agreement
|
$
|
357
|
|
|
$
|
541
|
|
Other depreciation and amortization recovered under base rates (excluding reserve amortization) and other
|
1,876
|
|
|
1,739
|
|
||
Depreciation and amortization primarily recovered under cost recovery clauses and securitized storm-recovery cost amortization
|
291
|
|
|
353
|
|
||
Total
|
$
|
2,524
|
|
|
$
|
2,633
|
|
|
Increase (Decrease)
From Prior Period
|
|||
|
Year Ended December 31, 2019
|
|||
|
(millions)
|
|||
New investments(a)
|
$
|
260
|
|
|
Existing assets(a)
|
(17
|
)
|
||
Gas infrastructure(a)
|
61
|
|
||
Customer supply and proprietary power and gas trading(b)
|
24
|
|
||
NEET(b)
|
20
|
|
||
Asset sales/abandonment
|
(83
|
)
|
||
Interest and other general and administrative expenses(c)
|
(172
|
)
|
||
Other, including other investment income and income taxes
|
104
|
|
||
Change in non-qualifying hedge activity(d)
|
(104
|
)
|
||
Change in unrealized gains/losses on equity securities held in nuclear decommissioning funds and OTTI, net(d)
|
303
|
|
||
Tax reform-related, including the impact of tax rate change on differential membership interests(d)
|
(510
|
)
|
||
NEP investment gains, net(d)
|
(2,789
|
)
|
||
Operating results of the solar projects in Spain(d)
|
7
|
|
||
Acquisition-related(d)
|
(1
|
)
|
||
Decrease in net income less net loss attributable to noncontrolling interests
|
$
|
(2,897
|
)
|
(a)
|
Reflects after-tax project contributions, including the net effect of deferred income taxes and other benefits associated with PTCs and ITCs for wind and solar projects, as applicable (see Note 1 - Income Taxes and - Sales of Differential Membership Interests and Note 6), but excludes allocation of interest expense or corporate general and administrative expenses. Results from projects and pipelines are included in new investments during the first twelve months of operation or ownership. Project results are included in existing assets and pipeline results are included in gas infrastructure beginning with the thirteenth month of operation or ownership.
|
(b)
|
Excludes allocation of interest expense and corporate general and administrative expenses.
|
(c)
|
Includes differential membership interest costs. Excludes unrealized mark-to-market gains and losses related to interest rate derivative contracts, which are included in change in non-qualifying hedge activity.
|
(d)
|
See Overview - Adjusted Earnings for additional information.
|
•
|
favorable unrealized mark-to-market activity of $295 million from non-qualifying hedges,
|
•
|
revenues from new investments of $232 million,
|
•
|
higher revenues of $198 million from the customer supply and proprietary power and gas trading business, and
|
•
|
higher revenues of $122 million from the gas infrastructure business,
|
•
|
lower revenues from existing assets of $226 million primarily related to the absence of revenues of certain wind and solar facilities sold to NEP in December 2018 and June 2019 and lower wind resource as compared to 2018.
|
•
|
higher fuel and depreciation expense of $150 million primarily related to the customer supply and proprietary power and gas trading and gas infrastructure businesses,
|
•
|
higher operating expenses associated with new investments of approximately $137 million, and
|
•
|
an impairment charge of approximately $72 million in 2019 related to the decision to no longer move forward with the construction of a wind facility (see Note 1 - Construction Activity),
|
•
|
higher net gains on the disposal of businesses/assets of $320 million, primarily related to the gain recognized on the sale of ownership interests in wind and solar projects to NEP (see Note 1 - Disposal of Businesses/Assets).
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(millions)
|
||||||||||
Sources of cash:
|
|
|
|
|
|
||||||
Cash flows from operating activities
|
$
|
8,155
|
|
|
$
|
6,593
|
|
|
$
|
6,458
|
|
Issuances of long-term debt
|
13,919
|
|
|
4,399
|
|
|
8,354
|
|
|||
Proceeds from differential membership investors
|
1,604
|
|
|
1,841
|
|
|
1,414
|
|
|||
Proceeds from sale of the fiber-optic telecommunications business
|
—
|
|
|
—
|
|
|
1,454
|
|
|||
Sale of independent power and other investments of NEER
|
1,163
|
|
|
1,617
|
|
|
178
|
|
|||
Issuances of common stock - net
|
1,494
|
|
|
718
|
|
|
55
|
|
|||
Net increase in commercial paper and other short-term debt(a)
|
—
|
|
|
6,272
|
|
|
1,867
|
|
|||
Proceeds from issuance of NEP convertible preferred units - net
|
—
|
|
|
—
|
|
|
548
|
|
|||
Non-operating distributions from equity method investees
|
—
|
|
|
637
|
|
|
7
|
|
|||
Other sources - net
|
274
|
|
|
123
|
|
|
220
|
|
|||
Total sources of cash
|
26,609
|
|
|
22,200
|
|
|
20,555
|
|
|||
Uses of cash:
|
|
|
|
|
|
||||||
Capital expenditures, acquisitions, independent power and other investments and nuclear fuel purchases
|
(17,462
|
)
|
|
(13,004
|
)
|
|
(10,740
|
)
|
|||
Retirements of long-term debt
|
(5,492
|
)
|
|
(3,102
|
)
|
|
(6,780
|
)
|
|||
Net decrease in commercial paper and other short-term debt(a)
|
(4,799
|
)
|
|
—
|
|
|
—
|
|
|||
Payments to related parties under a cash sweep and credit support agreement – net
|
(54
|
)
|
|
(21
|
)
|
|
—
|
|
|||
Dividends
|
(2,408
|
)
|
|
(2,101
|
)
|
|
(1,845
|
)
|
|||
Other uses - net
|
(543
|
)
|
|
(695
|
)
|
|
(762
|
)
|
|||
Total uses of cash
|
(30,758
|
)
|
|
(18,923
|
)
|
|
(20,127
|
)
|
|||
Effects of currency translation on cash, cash equivalents and restricted cash
|
4
|
|
|
(7
|
)
|
|
26
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash(a)
|
$
|
(4,145
|
)
|
|
$
|
3,270
|
|
|
$
|
454
|
|
(a)
|
2019 and 2018 amounts relate to the acquisition of Gulf Power. See Note 8 - Gulf Power Company.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(millions)
|
||||||||||
FPL:
|
|
|
|
|
|
||||||
Generation:
|
|
|
|
|
|
||||||
New
|
$
|
1,242
|
|
|
$
|
976
|
|
|
$
|
1,198
|
|
Existing
|
1,215
|
|
|
1,142
|
|
|
1,285
|
|
|||
Transmission and distribution
|
2,893
|
|
|
2,456
|
|
|
2,151
|
|
|||
Nuclear fuel
|
195
|
|
|
123
|
|
|
117
|
|
|||
General and other
|
550
|
|
|
334
|
|
|
431
|
|
|||
Other, primarily change in accrued property additions and exclusion of AFUDC - equity
|
(340
|
)
|
|
104
|
|
|
109
|
|
|||
Total
|
5,755
|
|
|
5,135
|
|
|
5,291
|
|
|||
Gulf Power
|
729
|
|
|
—
|
|
|
—
|
|
|||
NEER(a):
|
|
|
|
|
|
|
|
||||
Wind
|
1,974
|
|
|
4,093
|
|
|
2,824
|
|
|||
Solar
|
1,741
|
|
|
698
|
|
|
759
|
|
|||
Nuclear, including nuclear fuel
|
179
|
|
|
233
|
|
|
220
|
|
|||
Natural gas pipelines
|
687
|
|
|
873
|
|
|
785
|
|
|||
Other gas infrastructure
|
969
|
|
|
893
|
|
|
681
|
|
|||
Other (2019 primarily related to acquisitions, see Note 8)
|
955
|
|
|
399
|
|
|
146
|
|
|||
Total
|
6,505
|
|
|
7,189
|
|
|
5,415
|
|
|||
Corporate and Other (2019 primarily related to acquisitions, see Note 8)(a)
|
4,473
|
|
|
680
|
|
|
34
|
|
|||
Total capital expenditures, independent power and other investments and nuclear fuel purchases
|
$
|
17,462
|
|
|
$
|
13,004
|
|
|
$
|
10,740
|
|
(a)
|
Amounts for 2018 and 2017 were retrospectively adjusted to reflect a segment change. See Note 16.
|
|
|
|
Gulf
|
|
|
|
|
|
Maturity Date
|
||||||||||||
|
FPL
|
|
Power
|
|
NEECH
|
|
Total
|
|
FPL
|
|
Gulf Power
|
|
NEECH
|
||||||||
|
(millions)
|
|
|
|
|
|
|
||||||||||||||
Syndicated revolving credit facilities(a)
|
$
|
2,943
|
|
|
$
|
900
|
|
|
$
|
5,297
|
|
|
$
|
9,140
|
|
|
2020 - 2024
|
|
2024
|
|
2021 - 2024
|
Issued letters of credit
|
(3
|
)
|
|
—
|
|
|
(212
|
)
|
|
(215
|
)
|
|
|
|
|
|
|
||||
|
2,940
|
|
|
900
|
|
|
5,085
|
|
|
8,925
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Bilateral revolving credit facilities
|
680
|
|
|
—
|
|
|
1,075
|
|
|
1,755
|
|
|
2020 - 2022
|
|
|
|
2020 - 2023
|
||||
Borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
||||
|
680
|
|
|
—
|
|
|
1,075
|
|
|
1,755
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Letter of credit facilities(b)
|
—
|
|
|
—
|
|
|
900
|
|
|
900
|
|
|
|
|
|
|
2020 - 2021
|
||||
Issued letters of credit
|
—
|
|
|
—
|
|
|
(793
|
)
|
|
(793
|
)
|
|
|
|
|
|
|
||||
|
—
|
|
|
—
|
|
|
107
|
|
|
107
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Subtotal
|
3,620
|
|
|
900
|
|
|
6,267
|
|
|
10,787
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
77
|
|
|
6
|
|
|
515
|
|
|
598
|
|
|
|
|
|
|
|
||||
Commercial paper and other short-term borrowings
outstanding
|
(1,482
|
)
|
|
(392
|
)
|
|
(1,042
|
)
|
|
(2,916
|
)
|
|
|
|
|
|
|
||||
Net available liquidity
|
$
|
2,215
|
|
|
$
|
514
|
|
|
$
|
5,740
|
|
|
$
|
8,469
|
|
|
`
|
|
|
|
|
(a)
|
Provide for the funding of loans up to the amount of the credit facility and the issuance of letters of credit up to $2,525 million ($575 million for FPL, $75 million for Gulf Power and $1,875 million for NEECH). The entire amount of the credit facilities is available for general corporate purposes and to provide additional liquidity in the event of a loss to the companies’ or their subsidiaries’ operating facilities (including, in the case of FPL, a transmission and distribution property loss). FPL’s syndicated revolving credit facilities are also available to support the purchase of $948 million of pollution control, solid waste disposal and industrial development revenue bonds (tax exempt bonds) in the event they are tendered by individual bondholders and not remarketed prior to maturity, as well as, the repayment of approximately $236 million of floating rate notes in the event an individual noteholder requires repayment prior to maturity. Gulf Power's syndicated revolving credit facilities are also available to support the purchase of approximately $269 million of its tax exempt bonds in the event they are tendered by individual bondholders and not remarketed prior to maturity. Approximately $2,314 million of FPL's and $4,109 million of NEECH's syndicated revolving credit facilities expire in 2024.
|
(b)
|
Only available for the issuance of letters of credit.
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
||||||||||||||
|
(millions)
|
||||||||||||||||||||||||||
Long-term debt, including interest:(a)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FPL(b)
|
$
|
612
|
|
|
$
|
646
|
|
|
$
|
1,685
|
|
|
$
|
1,082
|
|
|
$
|
1,199
|
|
|
$
|
20,337
|
|
|
$
|
25,561
|
|
Gulf Power(b)
|
226
|
|
|
345
|
|
|
179
|
|
|
68
|
|
|
35
|
|
|
1,741
|
|
|
2,594
|
|
|||||||
NEER
|
382
|
|
|
423
|
|
|
383
|
|
|
534
|
|
|
454
|
|
|
4,326
|
|
|
6,502
|
|
|||||||
Corporate and Other
|
2,390
|
|
|
4,305
|
|
|
3,169
|
|
|
1,210
|
|
|
2,816
|
|
|
19,790
|
|
|
33,680
|
|
|||||||
Purchase obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FPL(c)
|
7,320
|
|
|
7,310
|
|
|
7,105
|
|
|
7,020
|
|
|
7,310
|
|
|
11,625
|
|
|
47,690
|
|
|||||||
Gulf Power(c)
|
800
|
|
|
770
|
|
|
645
|
|
|
650
|
|
|
680
|
|
|
—
|
|
|
3,545
|
|
|||||||
NEER(d)
|
3,355
|
|
|
395
|
|
|
255
|
|
|
130
|
|
|
140
|
|
|
1,413
|
|
|
5,688
|
|
|||||||
Elimination of FPL's purchase obligations to NEER(d)
|
(108
|
)
|
|
(105
|
)
|
|
(102
|
)
|
|
(99
|
)
|
|
(97
|
)
|
|
(1,314
|
)
|
|
(1,825
|
)
|
|||||||
Asset retirement activities:(e)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FPL(f)
|
34
|
|
|
32
|
|
|
39
|
|
|
22
|
|
|
22
|
|
|
10,650
|
|
|
10,799
|
|
|||||||
Gulf Power
|
5
|
|
|
15
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
98
|
|
|
121
|
|
|||||||
NEER(g)
|
24
|
|
|
45
|
|
|
26
|
|
|
18
|
|
|
12
|
|
|
11,332
|
|
|
11,457
|
|
|||||||
Other commitments:(h)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FPL
|
13
|
|
|
12
|
|
|
12
|
|
|
8
|
|
|
5
|
|
|
42
|
|
|
92
|
|
|||||||
Gulf Power
|
64
|
|
|
64
|
|
|
64
|
|
|
27
|
|
|
—
|
|
|
—
|
|
|
219
|
|
|||||||
NEER(i)
|
36
|
|
|
46
|
|
|
41
|
|
|
38
|
|
|
41
|
|
|
704
|
|
|
906
|
|
|||||||
Total
|
$
|
15,153
|
|
|
$
|
14,303
|
|
|
$
|
13,502
|
|
|
$
|
10,709
|
|
|
$
|
12,618
|
|
|
$
|
80,744
|
|
|
$
|
147,029
|
|
(a)
|
Includes principal, interest, interest rate contracts and payments by NEE under stock purchase contracts. Variable rate interest was computed using December 31, 2019 rates. See Note 12.
|
(b)
|
Includes tax exempt bonds at FPL of approximately $9 million in 2020, $46 million in 2021, $96 million in 2022, $15 million in 2023, $146 in 2024 and $636 million thereafter and at Gulf Power of approximately $41 million in 2022 and $228 million after 2024 that permit individual bondholders to tender the bonds for purchase at any time prior to maturity. In the event bonds are tendered for purchase, they would be remarketed by a designated remarketing agent in accordance with the related indenture. If the remarketing is unsuccessful, FPL and Gulf Power, as the case may be, would be required to purchase the tax exempt bonds. As of December 31, 2019, all of FPL's and Gulf Power's tax exempt bonds tendered for purchase had been successfully remarketed. Also includes at FPL floating rate notes of approximately $236 million maturing after 2024 that permit individual noteholders to require repayment prior to maturity. FPL’s syndicated revolving credit facilities are available to support the purchase of tax exempt bonds and the repayment of floating rate notes. Gulf Power's syndicated revolving credit facilities are available to support the purchase of Gulf Power's tax exempt bonds.
|
(c)
|
Represents projected capital expenditures through 2024, as well as, for FPL, required minimum payments primarily under long-term fuel transportation contracts (see Note 15 - Commitments and - Contracts).
|
(d)
|
See Note 15 - Contracts.
|
(e)
|
Represents expected cash payments adjusted for inflation for estimated costs to perform asset retirement activities.
|
(f)
|
At December 31, 2019, FPL had approximately $4,697 million in restricted funds (included in NEE’s and FPL’s special use funds) for the payment of its portion of future expenditures to decommission the Turkey Point and St. Lucie nuclear units. See Note 13.
|
(g)
|
At December 31, 2019, NEER had approximately $2,183 million in restricted funds (included in NEE’s special use funds) for the payment of its portion of future expenditures to decommission Seabrook, Duane Arnold and Point Beach nuclear units. See Note 13.
|
(h)
|
Includes lease payment obligations. See Note 14.
|
(i)
|
Includes payments related to the acquisition of certain development rights.
|
|
Moody's(a)
|
|
S&P(a)
|
|
Fitch(a)
|
NEE:(b)
|
|
|
|
|
|
Corporate credit rating
|
Baa1
|
|
A-
|
|
A-
|
|
|
|
|
|
|
FPL:(b)
|
|
|
|
|
|
Corporate credit rating
|
A1
|
|
A
|
|
A
|
First mortgage bonds
|
Aa2
|
|
A+
|
|
AA-
|
Senior unsecured notes
|
A1
|
|
A
|
|
A+
|
Pollution control, solid waste disposal and industrial development revenue bonds(c)
|
VMIG-1/P-1
|
|
A-1
|
|
F1
|
Commercial paper
|
P-1
|
|
A-1
|
|
F1
|
|
|
|
|
|
|
NEECH:(b)
|
|
|
|
|
|
Corporate credit rating
|
Baa1
|
|
A-
|
|
A-
|
Debentures
|
Baa1
|
|
BBB+
|
|
A-
|
Junior subordinated debentures
|
Baa2
|
|
BBB
|
|
BBB
|
Commercial paper
|
P-2
|
|
A-2
|
|
F2
|
(a)
|
A security rating is not a recommendation to buy, sell or hold securities and should be evaluated independently of any other rating. The rating is subject to revision or withdrawal at any time by the assigning rating organization.
|
(b)
|
The outlook indicated by each of Moody's, S&P and Fitch is stable.
|
(c)
|
Short-term ratings are presented as all bonds outstanding are currently paying a short-term interest rate. At FPL's election, a portion or all of the bonds may be adjusted to a long-term interest rate.
|
|
2019
|
|
2018
|
|
2017
|
|||
Discount rate
|
4.26
|
%
|
|
3.59
|
%
|
|
4.09
|
%
|
Salary increase
|
4.40
|
%
|
|
4.10
|
%
|
|
4.10
|
%
|
Expected long-term rate of return, net of investment management fees
|
7.35
|
%
|
|
7.35
|
%
|
|
7.35
|
%
|
|
|
|
Decrease in 2019
Net Periodic Pension Income
|
||||||
|
Change in
Assumption
|
|
NEE
|
|
FPL
|
||||
|
|
|
(millions)
|
||||||
Expected long-term rate of return
|
(0.5)%
|
|
$
|
(22
|
)
|
|
$
|
(14
|
)
|
Discount rate
|
0.5%
|
|
$
|
(2
|
)
|
|
$
|
(1
|
)
|
Salary increase
|
0.5%
|
|
$
|
(2
|
)
|
|
$
|
(1
|
)
|
|
Nuclear
Decommissioning
|
|
Fossil/Solar
Dismantlement
|
|
Interim Removal
Costs and Other
|
|
Total
|
||||||||||||||||||||||||
|
December 31,
|
|
December 31,
|
|
December 31,
|
|
December 31,
|
||||||||||||||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||||||||
|
(millions)
|
||||||||||||||||||||||||||||||
AROs
|
$
|
2,076
|
|
|
$
|
2,045
|
|
|
$
|
186
|
|
|
$
|
97
|
|
|
$
|
6
|
|
|
$
|
6
|
|
|
$
|
2,268
|
|
|
$
|
2,148
|
|
Less capitalized ARO asset net of accumulated depreciation
|
225
|
|
|
316
|
|
|
48
|
|
|
33
|
|
|
1
|
|
|
1
|
|
|
274
|
|
|
350
|
|
||||||||
Accrued asset removal costs(a)
|
368
|
|
|
319
|
|
|
144
|
|
|
164
|
|
|
645
|
|
|
489
|
|
|
1,157
|
|
|
972
|
|
||||||||
Asset retirement obligation regulatory expense difference(a)
|
2,904
|
|
|
2,358
|
|
|
(72
|
)
|
|
(3
|
)
|
|
(4
|
)
|
|
(3
|
)
|
|
2,828
|
|
|
2,352
|
|
||||||||
Accrued decommissioning, dismantlement and other accrued asset removal costs(b)
|
$
|
5,123
|
|
|
$
|
4,406
|
|
|
$
|
210
|
|
|
$
|
225
|
|
|
$
|
646
|
|
|
$
|
491
|
|
|
$
|
5,979
|
|
|
$
|
5,122
|
|
(a)
|
Included in noncurrent regulatory liabilities on NEE’s and FPL’s consolidated balance sheets. See Note 1 - Rate Regulation.
|
(b)
|
Represents total amount accrued for ratemaking purposes.
|
|
|
Hedges on Owned Assets
|
|
|
|||||||||||||||
|
Trading
|
|
Non-
Qualifying
|
|
FPL Cost
Recovery
Clauses
|
|
Gulf Power
Cost Recovery
Clauses
|
|
NEE Total
|
||||||||||
|
(millions)
|
||||||||||||||||||
Fair value of contracts outstanding at December 31, 2017
|
$
|
442
|
|
|
$
|
728
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,170
|
|
Reclassification to realized at settlement of contracts
|
(159
|
)
|
|
(28
|
)
|
|
(6
|
)
|
|
—
|
|
|
(193
|
)
|
|||||
Value of contracts acquired
|
(3
|
)
|
|
(2
|
)
|
|
(15
|
)
|
|
—
|
|
|
(20
|
)
|
|||||
Net option premium purchases (issuances)
|
47
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
56
|
|
|||||
Impact of adoption of new revenue standard
|
3
|
|
|
(27
|
)
|
|
—
|
|
|
—
|
|
|
(24
|
)
|
|||||
Changes in fair value excluding reclassification to realized
|
263
|
|
|
114
|
|
|
(20
|
)
|
|
—
|
|
|
357
|
|
|||||
Fair value of contracts outstanding at December 31, 2018
|
593
|
|
|
794
|
|
|
(41
|
)
|
|
—
|
|
|
1,346
|
|
|||||
Reclassification to realized at settlement of contracts
|
(215
|
)
|
|
(154
|
)
|
|
30
|
|
|
7
|
|
|
(332
|
)
|
|||||
Value of contracts acquired
|
28
|
|
|
9
|
|
|
—
|
|
|
(6
|
)
|
|
31
|
|
|||||
Net option premium purchases (issuances)
|
43
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
48
|
|
|||||
Changes in fair value excluding reclassification to realized
|
202
|
|
|
555
|
|
|
1
|
|
|
(2
|
)
|
|
756
|
|
|||||
Fair value of contracts outstanding at December 31, 2019
|
651
|
|
|
1,209
|
|
|
(10
|
)
|
|
(1
|
)
|
|
1,849
|
|
|||||
Net margin cash collateral paid (received)
|
|
|
|
|
|
|
|
|
(75
|
)
|
|||||||||
Total mark-to-market energy contract net assets (liabilities) at December 31, 2019
|
$
|
651
|
|
|
$
|
1,209
|
|
|
$
|
(10
|
)
|
|
$
|
(1
|
)
|
|
$
|
1,774
|
|
|
December 31, 2019
|
||
|
(millions)
|
||
Current derivative assets
|
$
|
742
|
|
Noncurrent derivative assets
|
1,608
|
|
|
Current derivative liabilities
|
(314
|
)
|
|
Noncurrent derivative liabilities
|
(262
|
)
|
|
NEE's total mark-to-market energy contract net assets
|
$
|
1,774
|
|
|
Maturity
|
||||||||||||||||||||||||||
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
||||||||||||||
|
(millions)
|
||||||||||||||||||||||||||
Trading:
|
|
||||||||||||||||||||||||||
Quoted prices in active markets for identical assets
|
$
|
(191
|
)
|
|
$
|
1
|
|
|
$
|
29
|
|
|
$
|
(2
|
)
|
|
$
|
4
|
|
|
$
|
—
|
|
|
$
|
(159
|
)
|
Significant other observable inputs
|
17
|
|
|
8
|
|
|
(32
|
)
|
|
1
|
|
|
4
|
|
|
(65
|
)
|
|
(67
|
)
|
|||||||
Significant unobservable inputs
|
298
|
|
|
61
|
|
|
54
|
|
|
78
|
|
|
51
|
|
|
335
|
|
|
877
|
|
|||||||
Total
|
124
|
|
|
70
|
|
|
51
|
|
|
77
|
|
|
59
|
|
|
270
|
|
|
651
|
|
|||||||
Owned Assets - Non-Qualifying:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Quoted prices in active markets for identical assets
|
9
|
|
|
8
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23
|
|
|||||||
Significant other observable inputs
|
185
|
|
|
113
|
|
|
97
|
|
|
72
|
|
|
39
|
|
|
200
|
|
|
706
|
|
|||||||
Significant unobservable inputs
|
39
|
|
|
40
|
|
|
34
|
|
|
36
|
|
|
36
|
|
|
295
|
|
|
480
|
|
|||||||
Total
|
233
|
|
|
161
|
|
|
137
|
|
|
108
|
|
|
75
|
|
|
495
|
|
|
1,209
|
|
|||||||
Owned Assets - FPL Cost Recovery Clauses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Quoted prices in active markets for identical assets
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Significant other observable inputs
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||||||
Significant unobservable inputs
|
(7
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
|||||||
Total
|
(9
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10
|
)
|
|||||||
Owned Assets - Gulf Power Cost Recovery Clauses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Quoted prices in active markets for identical assets
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Significant other observable inputs
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||||||
Significant unobservable inputs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||||||
Total sources of fair value
|
$
|
347
|
|
|
$
|
230
|
|
|
$
|
188
|
|
|
$
|
185
|
|
|
$
|
134
|
|
|
$
|
765
|
|
|
$
|
1,849
|
|
|
Trading
|
|
Non-Qualifying Hedges
and Hedges in FPL Cost Recovery Clauses(a)
|
|
Total
|
||||||||||||||||||||||||||||||
|
FPL
|
|
NEER
|
|
NEE
|
|
FPL
|
|
NEER
|
|
NEE
|
|
FPL
|
|
NEER
|
|
NEE
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
(millions)
|
|
|
|
|
|
|
|
|
||||||||||||||||||
December 31, 2018
|
$
|
—
|
|
|
$
|
5
|
|
|
$
|
5
|
|
|
$
|
—
|
|
|
$
|
45
|
|
|
$
|
46
|
|
|
$
|
—
|
|
|
$
|
46
|
|
|
$
|
46
|
|
December 31, 2019
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
25
|
|
|
$
|
25
|
|
|
$
|
—
|
|
|
$
|
26
|
|
|
$
|
26
|
|
Average for the year ended December 31, 2019
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
34
|
|
|
$
|
34
|
|
|
$
|
—
|
|
|
$
|
34
|
|
|
$
|
34
|
|
(a)
|
Non-qualifying hedges are employed to reduce the market risk exposure to physical assets or contracts which are not marked to market. The VaR figures for the non-qualifying hedges and hedges in FPL cost recovery clauses category do not represent the economic exposure to commodity price movements.
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
Carrying
Amount
|
|
Estimated
Fair Value(a)
|
|
Carrying
Amount
|
|
Estimated
Fair Value(a)
|
||||||||
|
(millions)
|
||||||||||||||
NEE:
|
|
|
|
|
|
|
|
||||||||
Fixed income securities:
|
|
|
|
|
|
|
|
||||||||
Special use funds
|
$
|
2,099
|
|
|
$
|
2,099
|
|
|
$
|
1,956
|
|
|
$
|
1,956
|
|
Other investments, primarily debt securities
|
$
|
181
|
|
|
$
|
181
|
|
|
$
|
180
|
|
|
$
|
180
|
|
Long-term debt, including current portion
|
$
|
39,667
|
|
|
$
|
42,928
|
|
|
$
|
29,498
|
|
|
$
|
30,043
|
|
Interest rate contracts - net unrealized losses
|
$
|
(716
|
)
|
|
$
|
(716
|
)
|
|
$
|
(416
|
)
|
|
$
|
(416
|
)
|
FPL:
|
|
|
|
|
|
|
|
||||||||
Fixed income securities - special use funds
|
$
|
1,574
|
|
|
$
|
1,574
|
|
|
$
|
1,513
|
|
|
$
|
1,513
|
|
Long-term debt, including current portion
|
$
|
14,161
|
|
|
$
|
16,448
|
|
|
$
|
11,783
|
|
|
$
|
12,613
|
|
(a)
|
See Note 5.
|
•
|
Operations are primarily concentrated in the energy industry.
|
•
|
Trade receivables and other financial instruments are predominately with energy, utility and financial services related companies, as well as municipalities, cooperatives and other trading companies in the U.S.
|
•
|
Overall credit risk is managed through established credit policies and is overseen by the EMC.
|
•
|
Prospective and existing customers are reviewed for creditworthiness based upon established standards, with customers not meeting minimum standards providing various credit enhancements or secured payment terms, such as letters of credit or the posting of margin cash collateral.
|
•
|
Master netting agreements are used to offset cash and noncash gains and losses arising from derivative instruments with the same counterparty. NEE’s policy is to have master netting agreements in place with significant counterparties.
|
JAMES L. ROBO
|
|
REBECCA J. KUJAWA
|
James L. Robo
Chairman, President and Chief Executive Officer of NEE and Chairman of FPL
|
|
Rebecca J. Kujawa
Executive Vice President, Finance and Chief Financial Officer of NEE and FPL
|
JAMES M. MAY
|
|
|
James M. May
Vice President, Controller and Chief Accounting Officer of NEE |
|
|
ERIC E. SILAGY
|
|
KEITH FERGUSON
|
Eric E. Silagy
President and Chief Executive Officer of FPL
|
|
Keith Ferguson
Controller of FPL
|
•
|
We tested the effectiveness of controls, including those relating to commodity valuation models, and market data validation.
|
•
|
We selected a sample of transactions, obtained an understanding of the business rationale of transactions and read the underlying contractual agreements.
|
•
|
We used personnel in our firm who specialize in energy transacting to assist in auditing NEE’s energy transactions, including testing certain inputs in managements fair value models.
|
•
|
We used personnel in our firm who specialize in the valuation of energy products to independently value Level 3 transactions to provide us with a benchmark for comparison to NEE valuations.
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
|||||||
OPERATING REVENUES
|
|
$
|
19,204
|
|
|
$
|
16,727
|
|
|
$
|
17,173
|
|
OPERATING EXPENSES (INCOME)
|
|
|
|
|
|
|
|
|
|
|||
Fuel, purchased power and interchange
|
|
4,363
|
|
|
3,732
|
|
|
4,071
|
|
|||
Other operations and maintenance
|
|
3,640
|
|
|
3,330
|
|
|
3,458
|
|
|||
Storm restoration costs
|
|
234
|
|
|
3
|
|
|
1,255
|
|
|||
Impairment charges
|
|
72
|
|
|
11
|
|
|
446
|
|
|||
Acquisition-related
|
|
35
|
|
|
32
|
|
|
69
|
|
|||
Depreciation and amortization
|
|
4,216
|
|
|
3,911
|
|
|
2,357
|
|
|||
Gains on disposal of businesses/assets - net
|
|
(406
|
)
|
|
(80
|
)
|
|
(1,111
|
)
|
|||
Taxes other than income taxes and other - net
|
|
1,697
|
|
|
1,508
|
|
|
1,455
|
|
|||
Total operating expenses - net
|
|
13,851
|
|
|
12,447
|
|
|
12,000
|
|
|||
OPERATING INCOME
|
|
5,353
|
|
|
4,280
|
|
|
5,173
|
|
|||
OTHER INCOME (DEDUCTIONS)
|
|
|
|
|
|
|
|
|
|
|||
Interest expense
|
|
(2,249
|
)
|
|
(1,498
|
)
|
|
(1,558
|
)
|
|||
Benefits associated with differential membership interests - net
|
|
—
|
|
|
—
|
|
|
460
|
|
|||
Equity in earnings of equity method investees
|
|
66
|
|
|
358
|
|
|
141
|
|
|||
Allowance for equity funds used during construction
|
|
67
|
|
|
96
|
|
|
92
|
|
|||
Interest income
|
|
54
|
|
|
51
|
|
|
81
|
|
|||
Gain on NEP deconsolidation
|
|
—
|
|
|
3,927
|
|
|
—
|
|
|||
Gains on disposal of investments and other property - net
|
|
55
|
|
|
111
|
|
|
112
|
|
|||
Change in unrealized gains (losses) on equity securities held in NEER's nuclear decommissioning funds - net
|
|
238
|
|
|
(189
|
)
|
|
—
|
|
|||
Other net periodic benefit income
|
|
185
|
|
|
168
|
|
|
151
|
|
|||
Other - net
|
|
67
|
|
|
48
|
|
|
11
|
|
|||
Total other income (deductions) - net
|
|
(1,517
|
)
|
|
3,072
|
|
|
(510
|
)
|
|||
INCOME BEFORE INCOME TAXES
|
|
3,836
|
|
|
7,352
|
|
|
4,663
|
|
|||
INCOME TAX EXPENSE (BENEFIT)
|
|
448
|
|
|
1,576
|
|
|
(660
|
)
|
|||
NET INCOME
|
|
3,388
|
|
|
5,776
|
|
|
5,323
|
|
|||
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
|
381
|
|
|
862
|
|
|
57
|
|
|||
NET INCOME ATTRIBUTABLE TO NEE
|
|
$
|
3,769
|
|
|
$
|
6,638
|
|
|
$
|
5,380
|
|
Earnings per share attributable to NEE:
|
|
|
|
|
|
|
|
|
|
|||
Basic
|
|
$
|
7.82
|
|
|
$
|
14.03
|
|
|
$
|
11.48
|
|
Assuming dilution
|
|
$
|
7.76
|
|
|
$
|
13.88
|
|
|
$
|
11.39
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
NET INCOME
|
$
|
3,388
|
|
|
$
|
5,776
|
|
|
$
|
5,323
|
|
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX
|
|
|
|
|
|
||||||
Reclassification of unrealized losses on cash flow hedges from accumulated other comprehensive income (loss) to net income (net of $8, $8 and $13 tax expense, respectively)
|
29
|
|
|
26
|
|
|
32
|
|
|||
Net unrealized gains (losses) on available for sale securities:
|
|
|
|
|
|
||||||
Net unrealized gains (losses) on securities still held (net of $8 tax expense, $5 tax benefit and $94 tax expense, respectively)
|
20
|
|
|
(12
|
)
|
|
127
|
|
|||
Reclassification from accumulated other comprehensive income (loss) to net income (net of $1, less than $1 and $25 tax benefit, respectively)
|
(2
|
)
|
|
1
|
|
|
(36
|
)
|
|||
Defined benefit pension and other benefits plans:
|
|
|
|
|
|
||||||
Net unrealized gain (loss) and unrecognized prior service benefit (cost) (net of $14 and $5 tax benefit and $29 tax expense, respectively)
|
(46
|
)
|
|
(14
|
)
|
|
46
|
|
|||
Reclassification from accumulated other comprehensive income (loss) to net income (net of $1, $1 and $1 tax benefit, respectively)
|
(3
|
)
|
|
(3
|
)
|
|
(2
|
)
|
|||
Net unrealized gains (losses) on foreign currency translation (net of $0, $0 and $1 tax expense, respectively)
|
22
|
|
|
(31
|
)
|
|
23
|
|
|||
Other comprehensive income related to equity method investees (net of $0, $1 and $1 tax expense, respectively)
|
1
|
|
|
4
|
|
|
2
|
|
|||
Total other comprehensive income (loss), net of tax
|
21
|
|
|
(29
|
)
|
|
192
|
|
|||
IMPACT OF NEP DECONSOLIDATION (NET OF $15 TAX EXPENSE)
|
—
|
|
|
58
|
|
|
—
|
|
|||
COMPREHENSIVE INCOME
|
3,409
|
|
|
5,805
|
|
|
5,515
|
|
|||
COMPREHENSIVE LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
380
|
|
|
862
|
|
|
46
|
|
|||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NEE
|
$
|
3,789
|
|
|
$
|
6,667
|
|
|
$
|
5,561
|
|
|
|
December 31,
|
||||||
|
|
2019
|
|
2018
|
||||
PROPERTY, PLANT AND EQUIPMENT
|
|
|
|
|
||||
Electric plant in service and other property
|
|
$
|
96,093
|
|
|
$
|
81,986
|
|
Nuclear fuel
|
|
1,755
|
|
|
1,740
|
|
||
Construction work in progress
|
|
9,330
|
|
|
8,357
|
|
||
Accumulated depreciation and amortization
|
|
(25,168
|
)
|
|
(21,749
|
)
|
||
Total property, plant and equipment - net ($11,893 and $10,553 related to VIEs, respectively)
|
|
82,010
|
|
|
70,334
|
|
||
CURRENT ASSETS
|
|
|
|
|
|
|
||
Cash and cash equivalents
|
|
600
|
|
|
638
|
|
||
Customer receivables, net of allowances of $19 and $10, respectively
|
|
2,282
|
|
|
2,302
|
|
||
Other receivables
|
|
525
|
|
|
667
|
|
||
Materials, supplies and fossil fuel inventory
|
|
1,328
|
|
|
1,223
|
|
||
Regulatory assets ($41 related to a VIE at December 31, 2018)
|
|
335
|
|
|
448
|
|
||
Derivatives
|
|
762
|
|
|
564
|
|
||
Other
|
|
1,576
|
|
|
551
|
|
||
Total current assets
|
|
7,408
|
|
|
6,393
|
|
||
OTHER ASSETS
|
|
|
|
|
|
|
||
Special use funds
|
|
6,954
|
|
|
5,886
|
|
||
Investment in equity method investees
|
|
7,453
|
|
|
6,748
|
|
||
Prepaid benefit costs
|
|
1,437
|
|
|
1,284
|
|
||
Regulatory assets
|
|
3,287
|
|
|
3,290
|
|
||
Derivatives
|
|
1,624
|
|
|
1,355
|
|
||
Goodwill
|
|
4,204
|
|
|
891
|
|
||
Other
|
|
3,314
|
|
|
7,521
|
|
||
Total other assets
|
|
28,273
|
|
|
26,975
|
|
||
TOTAL ASSETS
|
|
$
|
117,691
|
|
|
$
|
103,702
|
|
CAPITALIZATION
|
|
|
|
|
|
|
||
Common stock ($0.01 par value, authorized shares - 800; outstanding shares - 489 and 478, respectively)
|
|
$
|
5
|
|
|
$
|
5
|
|
Additional paid-in capital
|
|
11,970
|
|
|
10,490
|
|
||
Retained earnings
|
|
25,199
|
|
|
23,837
|
|
||
Accumulated other comprehensive loss
|
|
(169
|
)
|
|
(188
|
)
|
||
Total common shareholders' equity
|
|
37,005
|
|
|
34,144
|
|
||
Noncontrolling interests ($4,350 and $3,265 related to VIEs, respectively)
|
|
4,355
|
|
|
3,269
|
|
||
Total equity
|
|
41,360
|
|
|
37,413
|
|
||
Redeemable noncontrolling interests
|
|
487
|
|
|
468
|
|
||
Long-term debt ($498 and $1,020 related to VIEs, respectively)
|
|
37,543
|
|
|
26,782
|
|
||
Total capitalization
|
|
79,390
|
|
|
64,663
|
|
||
CURRENT LIABILITIES
|
|
|
|
|
|
|
||
Commercial paper
|
|
2,516
|
|
|
2,749
|
|
||
Other short-term debt
|
|
400
|
|
|
5,465
|
|
||
Current portion of long-term debt ($27 and $74 related to VIEs, respectively)
|
|
2,124
|
|
|
2,716
|
|
||
Accounts payable
|
|
3,631
|
|
|
2,386
|
|
||
Customer deposits
|
|
499
|
|
|
445
|
|
||
Accrued interest and taxes
|
|
558
|
|
|
477
|
|
||
Derivatives
|
|
344
|
|
|
675
|
|
||
Accrued construction-related expenditures
|
|
1,152
|
|
|
1,195
|
|
||
Regulatory liabilities
|
|
320
|
|
|
325
|
|
||
Other
|
|
2,309
|
|
|
1,130
|
|
||
Total current liabilities
|
|
13,853
|
|
|
17,563
|
|
||
OTHER LIABILITIES AND DEFERRED CREDITS
|
|
|
|
|
||||
Asset retirement obligations
|
|
3,457
|
|
|
3,135
|
|
||
Deferred income taxes
|
|
8,361
|
|
|
7,367
|
|
||
Regulatory liabilities
|
|
9,936
|
|
|
9,009
|
|
||
Derivatives
|
|
863
|
|
|
516
|
|
||
Other
|
|
1,831
|
|
|
1,449
|
|
||
Total other liabilities and deferred credits
|
|
24,448
|
|
|
21,476
|
|
||
COMMITMENTS AND CONTINGENCIES
|
|
|
|
|
|
|
||
TOTAL CAPITALIZATION AND LIABILITIES
|
|
$
|
117,691
|
|
|
$
|
103,702
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income
|
$
|
3,388
|
|
|
$
|
5,776
|
|
|
$
|
5,323
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
4,216
|
|
|
3,911
|
|
|
2,357
|
|
|||
Nuclear fuel and other amortization
|
262
|
|
|
236
|
|
|
281
|
|
|||
Impairment charges
|
72
|
|
|
11
|
|
|
446
|
|
|||
Unrealized losses (gains) on marked to market derivative contracts – net
|
(108
|
)
|
|
54
|
|
|
436
|
|
|||
Foreign currency transaction losses (gains)
|
17
|
|
|
16
|
|
|
(25
|
)
|
|||
Deferred income taxes
|
258
|
|
|
1,463
|
|
|
(882
|
)
|
|||
Cost recovery clauses and franchise fees
|
155
|
|
|
(225
|
)
|
|
82
|
|
|||
Acquisition of purchased power agreement
|
—
|
|
|
(52
|
)
|
|
(243
|
)
|
|||
Benefits associated with differential membership interests - net
|
—
|
|
|
—
|
|
|
(460
|
)
|
|||
Equity in earnings of equity method investees
|
(66
|
)
|
|
(358
|
)
|
|
(141
|
)
|
|||
Distributions of earnings from equity method investees
|
438
|
|
|
328
|
|
|
160
|
|
|||
Gains on disposal of businesses, assets and investments – net
|
(461
|
)
|
|
(191
|
)
|
|
(1,223
|
)
|
|||
Gain on NEP deconsolidation
|
—
|
|
|
(3,927
|
)
|
|
—
|
|
|||
Recoverable storm-related costs
|
(180
|
)
|
|
—
|
|
|
(108
|
)
|
|||
Other - net
|
(213
|
)
|
|
156
|
|
|
109
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
||||
Current assets
|
123
|
|
|
(631
|
)
|
|
(333
|
)
|
|||
Noncurrent assets
|
(93
|
)
|
|
(220
|
)
|
|
(60
|
)
|
|||
Current liabilities
|
116
|
|
|
163
|
|
|
758
|
|
|||
Noncurrent liabilities
|
231
|
|
|
83
|
|
|
(19
|
)
|
|||
Net cash provided by operating activities
|
8,155
|
|
|
6,593
|
|
|
6,458
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|||
Capital expenditures of FPL
|
(5,560
|
)
|
|
(5,012
|
)
|
|
(5,174
|
)
|
|||
Acquisition and capital expenditures of Gulf Power
|
(5,165
|
)
|
|
—
|
|
|
—
|
|
|||
Independent power and other investments of NEER
|
(6,385
|
)
|
|
(7,045
|
)
|
|
(5,335
|
)
|
|||
Nuclear fuel purchases
|
(315
|
)
|
|
(267
|
)
|
|
(197
|
)
|
|||
Other capital expenditures, acquisitions and other investments
|
(37
|
)
|
|
(680
|
)
|
|
(34
|
)
|
|||
Proceeds from sale of the fiber-optic telecommunications business
|
—
|
|
|
—
|
|
|
1,454
|
|
|||
Sale of independent power and other investments of NEER
|
1,163
|
|
|
1,617
|
|
|
178
|
|
|||
Proceeds from sale or maturity of securities in special use funds and other investments
|
4,008
|
|
|
3,410
|
|
|
3,207
|
|
|||
Purchases of securities in special use funds and other investments
|
(4,160
|
)
|
|
(3,733
|
)
|
|
(3,244
|
)
|
|||
Distributions from equity method investees
|
—
|
|
|
637
|
|
|
7
|
|
|||
Other - net
|
274
|
|
|
123
|
|
|
220
|
|
|||
Net cash used in investing activities
|
(16,177
|
)
|
|
(10,950
|
)
|
|
(8,918
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|||
Issuances of long-term debt
|
13,919
|
|
|
4,399
|
|
|
8,354
|
|
|||
Retirements of long-term debt
|
(5,492
|
)
|
|
(3,102
|
)
|
|
(6,780
|
)
|
|||
Proceeds from differential membership investors
|
1,604
|
|
|
1,841
|
|
|
1,414
|
|
|||
Net change in commercial paper
|
(234
|
)
|
|
1,062
|
|
|
1,419
|
|
|||
Proceeds from other short-term debt
|
200
|
|
|
5,665
|
|
|
450
|
|
|||
Repayments of other short-term debt
|
(4,765
|
)
|
|
(455
|
)
|
|
(2
|
)
|
|||
Payments to related parties under a cash sweep and credit support agreement – net
|
(54
|
)
|
|
(21
|
)
|
|
—
|
|
|||
Issuances of common stock - net
|
1,494
|
|
|
718
|
|
|
55
|
|
|||
Proceeds from issuance of NEP convertible preferred units - net
|
—
|
|
|
—
|
|
|
548
|
|
|||
Dividends on common stock
|
(2,408
|
)
|
|
(2,101
|
)
|
|
(1,845
|
)
|
|||
Other - net
|
(391
|
)
|
|
(372
|
)
|
|
(725
|
)
|
|||
Net cash provided by financing activities
|
3,873
|
|
|
7,634
|
|
|
2,888
|
|
|||
Effects of currency translation on cash, cash equivalents and restricted cash
|
4
|
|
|
(7
|
)
|
|
26
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
(4,145
|
)
|
|
3,270
|
|
|
454
|
|
|||
Cash, cash equivalents and restricted cash at beginning of year
|
5,253
|
|
|
1,983
|
|
|
1,529
|
|
|||
Cash, cash equivalents and restricted cash at end of year
|
$
|
1,108
|
|
|
$
|
5,253
|
|
|
$
|
1,983
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest (net of amount capitalized)
|
$
|
1,799
|
|
|
$
|
1,209
|
|
|
$
|
1,186
|
|
Cash paid for income taxes - net
|
$
|
184
|
|
|
$
|
200
|
|
|
$
|
142
|
|
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|||
Accrued property additions
|
$
|
3,573
|
|
|
$
|
2,138
|
|
|
$
|
3,029
|
|
Increase in property, plant and equipment - net as a result of cash grants primarily under the American Recovery and Reinvestment Act of 2009
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(154
|
)
|
Increase in property, plant and equipment - net as a result of a settlement/noncash exchange
|
$
|
(7
|
)
|
|
$
|
(5
|
)
|
|
$
|
(108
|
)
|
|
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings
|
|
Total
Common
Shareholders'
Equity
|
|
Non-
controlling
Interests
|
|
Total
Equity
|
|||||||||||||||||
|
Shares
|
|
Aggregate
Par Value
|
|
||||||||||||||||||||||||||
Balances, December 31, 2016
|
468
|
|
|
$
|
5
|
|
|
$
|
8,948
|
|
|
$
|
(70
|
)
|
|
$
|
15,484
|
|
|
$
|
24,367
|
|
|
$
|
991
|
|
|
$
|
25,358
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,380
|
|
|
5,380
|
|
|
(57
|
)
|
|
|
||||||||
Issuances of common stock - net
|
2
|
|
|
—
|
|
|
33
|
|
|
—
|
|
|
—
|
|
|
33
|
|
|
—
|
|
|
|
||||||||
Share-based payment activity
|
1
|
|
|
—
|
|
|
122
|
|
|
—
|
|
|
—
|
|
|
122
|
|
|
—
|
|
|
|
||||||||
Dividends on common stock(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,845
|
)
|
|
(1,845
|
)
|
|
—
|
|
|
|
||||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
181
|
|
|
—
|
|
|
181
|
|
|
11
|
|
|
|
||||||||
Sale of NEER assets to NEP
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
460
|
|
|
|
||||||||
Other
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
1
|
|
|
(2
|
)
|
|
(110
|
)
|
|
|
||||||||
Balances, December 31, 2017
|
471
|
|
|
5
|
|
|
9,100
|
|
|
111
|
|
|
19,020
|
|
|
28,236
|
|
|
1,295
|
|
|
$
|
29,531
|
|
||||||
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,638
|
|
|
6,638
|
|
|
(862
|
)
|
|
|
||||||||
Issuances of common stock - net
|
6
|
|
|
—
|
|
|
700
|
|
|
—
|
|
|
—
|
|
|
700
|
|
|
—
|
|
|
|
||||||||
Share-based payment activity
|
1
|
|
|
—
|
|
|
121
|
|
|
—
|
|
|
—
|
|
|
121
|
|
|
—
|
|
|
|
||||||||
Dividends on common stock(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,101
|
)
|
|
(2,101
|
)
|
|
—
|
|
|
|
||||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(29
|
)
|
|
—
|
|
|
(29
|
)
|
|
—
|
|
|
|
||||||||
Impact of NEP deconsolidation(b)
|
—
|
|
|
—
|
|
|
—
|
|
|
58
|
|
|
—
|
|
|
58
|
|
|
(2,700
|
)
|
|
|
||||||||
Sales of differential membership interests to NEP
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(941
|
)
|
|
|
||||||||
Adoption of accounting standards updates
|
—
|
|
|
—
|
|
|
590
|
|
|
(328
|
)
|
|
280
|
|
|
542
|
|
|
5,303
|
|
|
|
||||||||
Other differential membership interests activity
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
1,243
|
|
|
|
||||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(69
|
)
|
|
|
||||||||
Balances, December 31, 2018
|
478
|
|
|
5
|
|
|
10,490
|
|
|
(188
|
)
|
|
23,837
|
|
|
34,144
|
|
|
3,269
|
|
|
$
|
37,413
|
|
||||||
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,769
|
|
|
3,769
|
|
|
(371
|
)
|
|
|
||||||||
Issuances of common stock - net
|
10
|
|
|
—
|
|
|
1,470
|
|
|
—
|
|
|
—
|
|
|
1,470
|
|
|
—
|
|
|
|
||||||||
Share-based payment activity
|
1
|
|
|
—
|
|
|
164
|
|
|
—
|
|
|
—
|
|
|
164
|
|
|
—
|
|
|
|
||||||||
Dividends on common stock(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,408
|
)
|
|
(2,408
|
)
|
|
—
|
|
|
|
||||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
20
|
|
|
1
|
|
|
|
||||||||
Premium on equity units
|
—
|
|
|
—
|
|
|
(120
|
)
|
|
—
|
|
|
—
|
|
|
(120
|
)
|
|
|
|
|
|
||||||||
Other differential membership interests activity
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
1,270
|
|
|
|
||||||||
Other
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
(1
|
)
|
|
1
|
|
|
(14
|
)
|
|
186
|
|
|
|
||||||||
Balances, December 31, 2019
|
489
|
|
|
$
|
5
|
|
|
$
|
11,970
|
|
|
$
|
(169
|
)
|
|
$
|
25,199
|
|
|
$
|
37,005
|
|
|
$
|
4,355
|
|
|
$
|
41,360
|
|
(a)
|
Dividends per share were $5.00, $4.44 and $3.93 for the years ended December 31, 2019, 2018 and 2017, respectively.
|
(b)
|
See Note 1 - NextEra Energy Partners, LP.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
OPERATING REVENUES
|
$
|
12,192
|
|
|
$
|
11,862
|
|
|
$
|
11,972
|
|
OPERATING EXPENSES (INCOME)
|
|
|
|
|
|
|
|
|
|||
Fuel, purchased power and interchange
|
3,256
|
|
|
3,250
|
|
|
3,541
|
|
|||
Other operations and maintenance
|
1,519
|
|
|
1,514
|
|
|
1,554
|
|
|||
Storm restoration costs
|
234
|
|
|
3
|
|
|
1,255
|
|
|||
Depreciation and amortization
|
2,524
|
|
|
2,633
|
|
|
940
|
|
|||
Taxes other than income taxes and other - net
|
1,357
|
|
|
1,308
|
|
|
1,292
|
|
|||
Total operating expenses - net
|
8,890
|
|
|
8,708
|
|
|
8,582
|
|
|||
OPERATING INCOME
|
3,302
|
|
|
3,154
|
|
|
3,390
|
|
|||
OTHER INCOME (DEDUCTIONS)
|
|
|
|
|
|
|
|
|
|||
Interest expense
|
(594
|
)
|
|
(541
|
)
|
|
(481
|
)
|
|||
Allowance for equity funds used during construction
|
62
|
|
|
90
|
|
|
79
|
|
|||
Other - net
|
5
|
|
|
7
|
|
|
(2
|
)
|
|||
Total other deductions - net
|
(527
|
)
|
|
(444
|
)
|
|
(404
|
)
|
|||
INCOME BEFORE INCOME TAXES
|
2,775
|
|
|
2,710
|
|
|
2,986
|
|
|||
INCOME TAXES
|
441
|
|
|
539
|
|
|
1,106
|
|
|||
NET INCOME(a)
|
$
|
2,334
|
|
|
$
|
2,171
|
|
|
$
|
1,880
|
|
(a)
|
FPL's comprehensive income is the same as reported net income.
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
ELECTRIC UTILITY PLANT AND OTHER PROPERTY
|
|
|
|
||||
Plant in service and other property
|
$
|
54,523
|
|
|
$
|
49,640
|
|
Nuclear fuel
|
1,153
|
|
|
1,189
|
|
||
Construction work in progress
|
3,351
|
|
|
3,888
|
|
||
Accumulated depreciation and amortization
|
(13,953
|
)
|
|
(13,218
|
)
|
||
Total electric utility plant and other property - net
|
45,074
|
|
|
41,499
|
|
||
CURRENT ASSETS
|
|
|
|
|
|
||
Cash and cash equivalents
|
77
|
|
|
112
|
|
||
Customer receivables, net of allowances of $3 and $3, respectively
|
1,024
|
|
|
1,026
|
|
||
Other receivables
|
333
|
|
|
284
|
|
||
Materials, supplies and fossil fuel inventory
|
722
|
|
|
670
|
|
||
Regulatory assets ($41 related to a VIE at December 31, 2018)
|
227
|
|
|
447
|
|
||
Other
|
136
|
|
|
239
|
|
||
Total current assets
|
2,519
|
|
|
2,778
|
|
||
OTHER ASSETS
|
|
|
|
|
|
||
Special use funds
|
4,771
|
|
|
4,056
|
|
||
Prepaid benefit costs
|
1,477
|
|
|
1,407
|
|
||
Regulatory assets
|
2,549
|
|
|
2,843
|
|
||
Goodwill
|
300
|
|
|
302
|
|
||
Other
|
498
|
|
|
599
|
|
||
Total other assets
|
9,595
|
|
|
9,207
|
|
||
TOTAL ASSETS
|
$
|
57,188
|
|
|
$
|
53,484
|
|
CAPITALIZATION
|
|
|
|
|
|
||
Common stock (no par value, 1,000 shares authorized, issued and outstanding)
|
$
|
1,373
|
|
|
$
|
1,373
|
|
Additional paid-in capital
|
10,851
|
|
|
10,601
|
|
||
Retained earnings
|
9,174
|
|
|
9,040
|
|
||
Total common shareholder's equity
|
21,398
|
|
|
21,014
|
|
||
Long-term debt
|
14,131
|
|
|
11,688
|
|
||
Total capitalization
|
35,529
|
|
|
32,702
|
|
||
CURRENT LIABILITIES
|
|
|
|
|
|
||
Commercial paper
|
1,482
|
|
|
1,256
|
|
||
Current portion of long-term debt ($74 related to a VIE at December 31, 2018)
|
30
|
|
|
95
|
|
||
Accounts payable
|
768
|
|
|
731
|
|
||
Customer deposits
|
459
|
|
|
442
|
|
||
Accrued interest and taxes
|
266
|
|
|
376
|
|
||
Accrued construction-related expenditures
|
426
|
|
|
323
|
|
||
Regulatory liabilities
|
284
|
|
|
310
|
|
||
Other
|
510
|
|
|
543
|
|
||
Total current liabilities
|
4,225
|
|
|
4,076
|
|
||
OTHER LIABILITIES AND DEFERRED CREDITS
|
|
|
|
|
|
||
Asset retirement obligations
|
2,268
|
|
|
2,147
|
|
||
Deferred income taxes
|
5,415
|
|
|
5,165
|
|
||
Regulatory liabilities
|
9,296
|
|
|
8,886
|
|
||
Other
|
455
|
|
|
508
|
|
||
Total other liabilities and deferred credits
|
17,434
|
|
|
16,706
|
|
||
COMMITMENTS AND CONTINGENCIES
|
|
|
|
|
|
||
TOTAL CAPITALIZATION AND LIABILITIES
|
$
|
57,188
|
|
|
$
|
53,484
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income
|
$
|
2,334
|
|
|
$
|
2,171
|
|
|
$
|
1,880
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
2,524
|
|
|
2,633
|
|
|
940
|
|
|||
Nuclear fuel and other amortization
|
175
|
|
|
144
|
|
|
159
|
|
|||
Deferred income taxes
|
44
|
|
|
180
|
|
|
905
|
|
|||
Cost recovery clauses and franchise fees
|
177
|
|
|
(225
|
)
|
|
82
|
|
|||
Acquisition of purchased power agreement
|
—
|
|
|
(52
|
)
|
|
(243
|
)
|
|||
Recoverable storm-related costs
|
—
|
|
|
—
|
|
|
(108
|
)
|
|||
Other - net
|
6
|
|
|
7
|
|
|
(139
|
)
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|||
Current assets
|
(48
|
)
|
|
97
|
|
|
(190
|
)
|
|||
Noncurrent assets
|
(67
|
)
|
|
(64
|
)
|
|
(37
|
)
|
|||
Current liabilities
|
32
|
|
|
(509
|
)
|
|
699
|
|
|||
Noncurrent liabilities
|
4
|
|
|
40
|
|
|
(32
|
)
|
|||
Net cash provided by operating activities
|
5,181
|
|
|
4,422
|
|
|
3,916
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|||
Capital expenditures
|
(5,560
|
)
|
|
(5,012
|
)
|
|
(5,174
|
)
|
|||
Nuclear fuel purchases
|
(195
|
)
|
|
(123
|
)
|
|
(117
|
)
|
|||
Proceeds from sale or maturity of securities in special use funds
|
2,729
|
|
|
2,232
|
|
|
1,986
|
|
|||
Purchases of securities in special use funds
|
(2,854
|
)
|
|
(2,402
|
)
|
|
(2,082
|
)
|
|||
Other - net
|
10
|
|
|
239
|
|
|
18
|
|
|||
Net cash used in investing activities
|
(5,870
|
)
|
|
(5,066
|
)
|
|
(5,369
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|||
Issuances of long-term debt
|
2,498
|
|
|
1,748
|
|
|
1,961
|
|
|||
Retirements of long-term debt
|
(95
|
)
|
|
(1,591
|
)
|
|
(882
|
)
|
|||
Net change in commercial paper
|
226
|
|
|
(431
|
)
|
|
1,419
|
|
|||
Proceeds from other short-term debt
|
—
|
|
|
—
|
|
|
450
|
|
|||
Repayments of other short-term debt
|
—
|
|
|
(250
|
)
|
|
(2
|
)
|
|||
Capital contributions from NEE
|
250
|
|
|
1,785
|
|
|
—
|
|
|||
Dividends to NEE
|
(2,200
|
)
|
|
(500
|
)
|
|
(1,450
|
)
|
|||
Other - net
|
(49
|
)
|
|
(37
|
)
|
|
(22
|
)
|
|||
Net cash provided by financing activities
|
630
|
|
|
724
|
|
|
1,474
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
(59
|
)
|
|
80
|
|
|
21
|
|
|||
Cash, cash equivalents and restricted cash at beginning of year
|
254
|
|
|
174
|
|
|
153
|
|
|||
Cash, cash equivalents and restricted cash at end of year
|
$
|
195
|
|
|
$
|
254
|
|
|
$
|
174
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest (net of amount capitalized)
|
$
|
561
|
|
|
$
|
520
|
|
|
$
|
473
|
|
Cash paid for income taxes - net
|
$
|
544
|
|
|
$
|
415
|
|
|
$
|
2
|
|
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
||||
Accrued property additions
|
$
|
680
|
|
|
$
|
549
|
|
|
$
|
668
|
|
Increase in electric utility plant and other property - net as a result of a noncash exchange
|
$
|
(7
|
)
|
|
$
|
(5
|
)
|
|
$
|
(112
|
)
|
NEE's noncash contribution of a consolidated subsidiary - net
|
$
|
—
|
|
|
$
|
526
|
|
|
$
|
—
|
|
|
Common
Stock
|
|
Additional
Paid-In Capital
|
|
Retained
Earnings
|
|
Common
Shareholder's
Equity
|
||||||||
Balances, December 31, 2016
|
$
|
1,373
|
|
|
$
|
8,332
|
|
|
$
|
6,875
|
|
|
$
|
16,580
|
|
Net income
|
—
|
|
|
—
|
|
|
1,880
|
|
|
|
|||||
Dividends to NEE
|
—
|
|
|
—
|
|
|
(1,450
|
)
|
|
|
|||||
Other
|
—
|
|
|
(41
|
)
|
|
71
|
|
|
|
|||||
Balances, December 31, 2017
|
1,373
|
|
|
8,291
|
|
|
7,376
|
|
|
$
|
17,040
|
|
|||
Net income
|
—
|
|
|
—
|
|
|
2,171
|
|
|
|
|||||
Capital contributions from NEE
|
—
|
|
|
1,785
|
|
|
—
|
|
|
|
|||||
Dividends to NEE
|
—
|
|
|
—
|
|
|
(500
|
)
|
|
|
|||||
NEE's contribution of a consolidated subsidiary
|
—
|
|
|
526
|
|
|
—
|
|
|
|
|||||
Other
|
—
|
|
|
(1
|
)
|
|
(7
|
)
|
|
|
|||||
Balances, December 31, 2018
|
1,373
|
|
|
10,601
|
|
|
9,040
|
|
|
$
|
21,014
|
|
|||
Net income
|
—
|
|
|
—
|
|
|
2,334
|
|
|
|
|||||
Capital contributions from NEE
|
—
|
|
|
250
|
|
|
—
|
|
|
|
|||||
Dividends to NEE
|
—
|
|
|
—
|
|
|
(2,200
|
)
|
|
|
|||||
Balances, December 31, 2019
|
$
|
1,373
|
|
|
$
|
10,851
|
|
|
$
|
9,174
|
|
|
$
|
21,398
|
|
|
NEE
|
|
FPL
|
||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
(millions)
|
||||||||||||||
Regulatory assets:
|
|
|
|
|
|
|
|
||||||||
Current:
|
|
|
|
|
|
|
|
||||||||
Acquisition of purchased power agreements
|
$
|
165
|
|
|
$
|
165
|
|
|
$
|
165
|
|
|
$
|
165
|
|
Deferred clause and franchise expenses
|
5
|
|
|
146
|
|
|
5
|
|
|
146
|
|
||||
Other
|
165
|
|
|
137
|
|
|
57
|
|
|
136
|
|
||||
Total
|
$
|
335
|
|
|
$
|
448
|
|
|
$
|
227
|
|
|
$
|
447
|
|
Noncurrent:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Acquisition of purchased power agreements
|
$
|
634
|
|
|
$
|
798
|
|
|
$
|
634
|
|
|
$
|
798
|
|
Other
|
2,653
|
|
|
2,492
|
|
|
1,915
|
|
|
2,045
|
|
||||
Total
|
$
|
3,287
|
|
|
$
|
3,290
|
|
|
$
|
2,549
|
|
|
$
|
2,843
|
|
Regulatory liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Current:
|
|
|
|
|
|
|
|
||||||||
Deferred clause revenues
|
$
|
309
|
|
|
$
|
265
|
|
|
$
|
284
|
|
|
$
|
265
|
|
Other
|
11
|
|
|
60
|
|
|
—
|
|
|
45
|
|
||||
Total
|
$
|
320
|
|
|
$
|
325
|
|
|
$
|
284
|
|
|
$
|
310
|
|
Noncurrent:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Asset retirement obligation regulatory expense difference
|
$
|
2,826
|
|
|
$
|
2,352
|
|
|
$
|
2,828
|
|
|
$
|
2,352
|
|
Accrued asset removal costs
|
1,346
|
|
|
991
|
|
|
1,157
|
|
|
972
|
|
||||
Deferred taxes
|
4,862
|
|
|
4,815
|
|
|
4,397
|
|
|
4,736
|
|
||||
Other
|
902
|
|
|
851
|
|
|
914
|
|
|
826
|
|
||||
Total
|
$
|
9,936
|
|
|
$
|
9,009
|
|
|
$
|
9,296
|
|
|
$
|
8,886
|
|
•
|
New retail base rates and charges were established resulting in the following increases in annualized retail base revenues:
|
◦
|
$400 million beginning January 1, 2017;
|
◦
|
$211 million beginning January 1, 2018; and
|
◦
|
$200 million beginning April 1, 2019 for a new approximately 1,720 megawatts (MW) natural gas-fired combined-cycle unit in Okeechobee County, Florida that achieved commercial operation on March 31, 2019.
|
•
|
In addition, FPL is eligible to receive base rate increases associated with the addition of up to 300 MW annually of new solar generation in each of 2017 through 2020 with an installed cost cap of $1,750 per kilowatt (kW). Approximately 900 MW of new solar generating capacity has become operational, 600 MW in the first quarter of 2018 and 300 MW in the first quarter of 2019. An additional 300 MW is expected to be operational in the second quarter of 2020.
|
•
|
FPL's allowed regulatory return on common equity (ROE) is 10.55%, with a range of 9.60% to 11.60%. If FPL's earned regulatory ROE falls below 9.60%, FPL may seek retail base rate relief. If the earned regulatory ROE rises above 11.60%, any party other than FPL may seek a review of FPL's retail base rates.
|
•
|
Subject to certain conditions, FPL may amortize, over the term of the 2016 rate agreement, up to $1.0 billion of depreciation reserve surplus plus the reserve amount that remained under FPL's previous rate agreement (approximately $250 million), provided that in any year of the 2016 rate agreement FPL must amortize at least enough reserve to maintain a 9.60% earned regulatory ROE but may not amortize any reserve that would result in an earned regulatory ROE in excess of 11.60%.
|
•
|
Future storm restoration costs would be recoverable on an interim basis beginning 60 days from the filing of a cost recovery petition, but capped at an amount that could produce a surcharge of no more than $4 for every 1,000 kilowatt-hour (kWh) of usage on residential bills during the first 12 months of cost recovery. Any additional costs would be eligible for recovery in subsequent years. If storm restoration costs exceed $800 million in any given calendar year, FPL may request an increase to the $4 surcharge to recover amounts above $400 million. See Storm Fund, Storm Reserve and Storm Cost Recovery below.
|
|
Weighted-
Average
Useful Lives
|
|
December 31,
|
||||||
|
|
2019
|
|
2018
|
|||||
|
(years)
|
|
(millions)
|
||||||
Goodwill (by reporting unit):
|
|
|
|
|
|
||||
FPL segment:
|
|
|
|
|
|
|
|||
Florida City Gas
|
|
|
$
|
291
|
|
|
$
|
293
|
|
Other
|
|
|
9
|
|
|
11
|
|
||
NEER segment:
|
|
|
|
|
|
||||
Rate-regulated transmission (see Note 8 - Trans Bay Cable, LLC)
|
|
|
610
|
|
|
—
|
|
||
Gas infrastructure
|
|
|
487
|
|
|
487
|
|
||
Customer supply
|
|
|
93
|
|
|
72
|
|
||
Generation assets
|
|
|
28
|
|
|
28
|
|
||
Corporate and Other - Gulf Power (see Note 8 - Gulf Power Company)
|
|
|
2,686
|
|
|
—
|
|
||
Total goodwill
|
|
|
$
|
4,204
|
|
|
$
|
891
|
|
Other intangible assets not subject to amortization, primarily land easements
|
|
|
$
|
135
|
|
|
$
|
135
|
|
Other intangible assets subject to amortization:
|
|
|
|
|
|
||||
Purchased power agreements
|
17
|
|
$
|
401
|
|
|
$
|
625
|
|
Other, primarily transmission and development rights and customer lists
|
22
|
|
72
|
|
|
34
|
|
||
Total
|
|
|
473
|
|
|
659
|
|
||
Accumulated amortization
|
|
|
(56
|
)
|
|
(86
|
)
|
||
Total other intangible assets subject to amortization - net
|
|
|
$
|
417
|
|
|
$
|
573
|
|
|
2019
|
|
2018
|
||||
|
(millions)
|
||||||
Change in pension plan assets:
|
|
|
|
||||
Fair value of plan assets at January 1
|
$
|
3,806
|
|
|
$
|
4,020
|
|
Actual return on plan assets
|
736
|
|
|
(69
|
)
|
||
Benefit payments
|
(235
|
)
|
|
(160
|
)
|
||
Acquisitions(a)
|
493
|
|
|
15
|
|
||
Fair value of plan assets at December 31
|
$
|
4,800
|
|
|
$
|
3,806
|
|
Change in pension benefit obligation:
|
|
|
|
|
|
||
Obligation at January 1
|
$
|
2,522
|
|
|
$
|
2,593
|
|
Service cost
|
80
|
|
|
70
|
|
||
Interest cost
|
114
|
|
|
82
|
|
||
Acquisitions(a)
|
503
|
|
|
15
|
|
||
Special termination benefits(b)
|
19
|
|
|
35
|
|
||
Plan amendments
|
3
|
|
|
—
|
|
||
Actuarial losses (gains) - net
|
357
|
|
|
(113
|
)
|
||
Benefit payments
|
(235
|
)
|
|
(160
|
)
|
||
Obligation at December 31(c)
|
$
|
3,363
|
|
|
$
|
2,522
|
|
Funded status:
|
|
|
|
|
|
||
Prepaid pension benefit costs at NEE at December 31
|
$
|
1,437
|
|
|
$
|
1,284
|
|
Prepaid pension benefit costs at FPL at December 31(d)
|
$
|
1,477
|
|
|
$
|
1,407
|
|
(a)
|
Relates to substantially funded pension obligations in connection with the acquisitions of Gulf Power and Florida City Gas, see Note 8.
|
(b)
|
Reflects enhanced early retirement programs.
|
(c)
|
NEE's accumulated pension benefit obligation, which includes no assumption about future salary levels, at December 31, 2019 and 2018 was approximately $3,281 million and $2,479 million, respectively.
|
(d)
|
Reflects FPL's allocated benefits under NEE's pension plan.
|
|
2019
|
|
2018
|
||||
|
(millions)
|
||||||
Unrecognized prior service benefit (net of $2 and $2 tax expense, respectively)
|
$
|
2
|
|
|
$
|
2
|
|
Unrecognized losses (net of $37 and $27 tax benefit, respectively)
|
(108
|
)
|
|
(71
|
)
|
||
Total
|
$
|
(106
|
)
|
|
$
|
(69
|
)
|
|
2019
|
|
2018
|
||||
|
(millions)
|
||||||
Unrecognized prior service benefit
|
$
|
(2
|
)
|
|
$
|
(3
|
)
|
Unrecognized losses
|
263
|
|
|
376
|
|
||
Total
|
$
|
261
|
|
|
$
|
373
|
|
|
2019
|
|
2018
|
||
Discount rate(a)
|
3.22
|
%
|
|
4.26
|
%
|
Salary increase
|
4.40
|
%
|
|
4.40
|
%
|
(a)
|
The method of estimating the interest cost component of net periodic benefit costs uses a full yield curve approach by applying a specific spot rate along the yield curve.
|
|
December 31, 2019(a)
|
||||||||||||||
|
Quoted Prices
in Active
Markets for
Identical Assets
or Liabilities
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||||||
|
(millions)
|
||||||||||||||
Equity securities(b)
|
$
|
1,593
|
|
|
$
|
9
|
|
|
$
|
3
|
|
|
$
|
1,605
|
|
Equity commingled vehicles(c)
|
—
|
|
|
706
|
|
|
—
|
|
|
706
|
|
||||
U.S. Government and municipal bonds
|
95
|
|
|
7
|
|
|
—
|
|
|
102
|
|
||||
Corporate debt securities(d)
|
—
|
|
|
247
|
|
|
—
|
|
|
247
|
|
||||
Asset-backed securities
|
—
|
|
|
416
|
|
|
—
|
|
|
416
|
|
||||
Debt security commingled vehicles(e)
|
47
|
|
|
143
|
|
|
—
|
|
|
190
|
|
||||
Convertible securities(f)
|
32
|
|
|
372
|
|
|
—
|
|
|
404
|
|
||||
Total investments in the fair value hierarchy
|
$
|
1,767
|
|
|
$
|
1,900
|
|
|
$
|
3
|
|
|
3,670
|
|
|
Total investments measured at net asset value(g)
|
|
|
|
|
|
|
1,130
|
|
|||||||
Total fair value of plan assets
|
|
|
|
|
|
|
$
|
4,800
|
|
(a)
|
See Note 5 for discussion of fair value measurement techniques and inputs.
|
(b)
|
Includes foreign investments of $741 million.
|
(c)
|
Includes foreign investments of $141 million.
|
(d)
|
Includes foreign investments of $76 million.
|
(e)
|
Includes foreign investments of $5 million.
|
(f)
|
Includes foreign investments of $20 million.
|
(g)
|
Includes foreign investments of $190 million.
|
|
December 31, 2018(a)
|
||||||||||||||
|
Quoted Prices
in Active
Markets for
Identical Assets
or Liabilities
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||||||
|
(millions)
|
||||||||||||||
Equity securities(b)
|
$
|
1,030
|
|
|
$
|
11
|
|
|
$
|
2
|
|
|
$
|
1,043
|
|
Equity commingled vehicles(c)
|
—
|
|
|
638
|
|
|
—
|
|
|
638
|
|
||||
U.S. Government and municipal bonds
|
84
|
|
|
11
|
|
|
—
|
|
|
95
|
|
||||
Corporate debt securities(d)
|
—
|
|
|
252
|
|
|
—
|
|
|
252
|
|
||||
Asset-backed securities
|
—
|
|
|
253
|
|
|
—
|
|
|
253
|
|
||||
Debt security commingled vehicles
|
—
|
|
|
133
|
|
|
—
|
|
|
133
|
|
||||
Convertible securities(e)
|
17
|
|
|
303
|
|
|
—
|
|
|
320
|
|
||||
Total investments in the fair value hierarchy
|
$
|
1,131
|
|
|
$
|
1,601
|
|
|
$
|
2
|
|
|
2,734
|
|
|
Total investments measured at net asset value(f)
|
|
|
|
|
|
|
1,072
|
|
|||||||
Total fair value of plan assets
|
|
|
|
|
|
|
$
|
3,806
|
|
(a)
|
See Note 5 for discussion of fair value measurement techniques and inputs.
|
(b)
|
Includes foreign investments of $459 million.
|
(c)
|
Includes foreign investments of $193 million.
|
(d)
|
Includes foreign investments of $77 million.
|
(e)
|
Includes foreign investments of $30 million.
|
(f)
|
Includes foreign investments of $214 million.
|
2020
|
$
|
211
|
|
2021
|
$
|
203
|
|
2022
|
$
|
203
|
|
2023
|
$
|
206
|
|
2024
|
$
|
207
|
|
2025 - 2029
|
$
|
1,044
|
|
|
Pension Benefits
|
|
Postretirement Benefits
|
||||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
|
|
|
(millions)
|
|
|
||||||||||||||||||
Service cost
|
$
|
80
|
|
|
$
|
70
|
|
|
$
|
66
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
Interest cost
|
114
|
|
|
82
|
|
|
83
|
|
|
9
|
|
|
7
|
|
|
8
|
|
||||||
Expected return on plan assets
|
(312
|
)
|
|
(276
|
)
|
|
(270
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service benefit
|
(1
|
)
|
|
(1
|
)
|
|
(1
|
)
|
|
(15
|
)
|
|
(15
|
)
|
|
(10
|
)
|
||||||
Special termination benefits
|
19
|
|
|
35
|
|
|
38
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Postretirement benefits settlement
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||||
Net periodic income at NEE
|
$
|
(100
|
)
|
|
$
|
(90
|
)
|
|
$
|
(84
|
)
|
|
$
|
(5
|
)
|
|
$
|
(7
|
)
|
|
$
|
—
|
|
Net periodic income allocated to FPL
|
$
|
(71
|
)
|
|
$
|
(57
|
)
|
|
$
|
(51
|
)
|
|
$
|
(4
|
)
|
|
$
|
(6
|
)
|
|
$
|
—
|
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
(millions)
|
||||||||||
Net gains (losses) (net of $10 tax benefit, $4 tax benefit and $23 tax expense, respectively)
|
$
|
(36
|
)
|
|
$
|
(13
|
)
|
|
$
|
37
|
|
|
2019
|
|
2018
|
||||
|
(millions)
|
||||||
Unrecognized losses (gains)
|
$
|
(113
|
)
|
|
$
|
216
|
|
Amortization of prior service cost
|
1
|
|
|
1
|
|
||
Total
|
$
|
(112
|
)
|
|
$
|
217
|
|
|
2019
|
|
2018
|
|
2017
|
|||
Discount rate
|
4.26
|
%
|
|
3.59
|
%
|
|
4.09
|
%
|
Salary increase
|
4.40
|
%
|
|
4.10
|
%
|
|
4.10
|
%
|
Expected long-term rate of return, net of investment management fees(a)
|
7.35
|
%
|
|
7.35
|
%
|
|
7.35
|
%
|
(a)
|
In developing the expected long-term rate of return on assets assumption for its pension plan, NEE evaluated input, including other qualitative and quantitative factors, from its actuaries and consultants, as well as information available in the marketplace. NEE considered different models, capital market return assumptions and historical returns for a portfolio with an equity/bond asset mix similar to its pension fund. NEE also considered its pension fund's historical compounded returns.
|
|
December 31, 2019
|
||||||||||||||
|
Gross Basis
|
|
Net Basis
|
||||||||||||
|
Assets
|
|
Liabilities
|
|
Assets
|
|
Liabilities
|
||||||||
|
(millions)
|
||||||||||||||
NEE:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
5,050
|
|
|
$
|
3,201
|
|
|
$
|
2,350
|
|
|
$
|
576
|
|
Interest rate contracts
|
26
|
|
|
742
|
|
|
9
|
|
|
725
|
|
||||
Foreign currency contracts
|
26
|
|
|
38
|
|
|
27
|
|
|
39
|
|
||||
Total fair values
|
$
|
5,102
|
|
|
$
|
3,981
|
|
|
$
|
2,386
|
|
|
$
|
1,340
|
|
|
|
|
|
|
|
|
|
||||||||
FPL:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
4
|
|
|
$
|
14
|
|
|
$
|
3
|
|
|
$
|
13
|
|
|
|
|
|
|
|
|
|
||||||||
Net fair value by NEE balance sheet line item:
|
|
|
|
|
|
|
|
||||||||
Current derivative assets(a)
|
|
|
|
|
$
|
762
|
|
|
|
||||||
Noncurrent derivative assets(b)
|
|
|
|
|
1,624
|
|
|
|
|||||||
Current derivative liabilities(c)
|
|
|
|
|
|
|
$
|
344
|
|
||||||
Current other liabilities(d)
|
|
|
|
|
|
|
133
|
|
|||||||
Noncurrent derivative liabilities
|
|
|
|
|
|
|
863
|
|
|||||||
Total derivatives
|
|
|
|
|
$
|
2,386
|
|
|
$
|
1,340
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net fair value by FPL balance sheet line item:
|
|
|
|
|
|
|
|
||||||||
Current other assets
|
|
|
|
|
$
|
3
|
|
|
|
||||||
Current other liabilities
|
|
|
|
|
|
|
$
|
12
|
|
||||||
Noncurrent other liabilities
|
|
|
|
|
|
|
1
|
|
|||||||
Total derivatives
|
|
|
|
|
$
|
3
|
|
|
$
|
13
|
|
(a)
|
Reflects the netting of approximately $2 million in margin cash collateral received from counterparties.
|
(b)
|
Reflects the netting of approximately $139 million in margin cash collateral received from counterparties.
|
(c)
|
Reflects the netting of approximately $66 million in margin cash collateral paid to counterparties.
|
(d)
|
See Note 1 - Disposal of Businesses/Assets.
|
|
December 31, 2018
|
||||||||||||||
|
Gross Basis
|
|
Net Basis
|
||||||||||||
|
Assets
|
|
Liabilities
|
|
Assets
|
|
Liabilities
|
||||||||
|
(millions)
|
||||||||||||||
NEE:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
4,651
|
|
|
$
|
3,305
|
|
|
$
|
1,840
|
|
|
$
|
683
|
|
Interest rate contracts
|
56
|
|
|
472
|
|
|
49
|
|
|
465
|
|
||||
Foreign currency contracts
|
17
|
|
|
30
|
|
|
30
|
|
|
43
|
|
||||
Total fair values
|
$
|
4,724
|
|
|
$
|
3,807
|
|
|
$
|
1,919
|
|
|
$
|
1,191
|
|
|
|
|
|
|
|
|
|
||||||||
FPL:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
2
|
|
|
$
|
43
|
|
|
$
|
—
|
|
|
$
|
41
|
|
|
|
|
|
|
|
|
|
||||||||
Net fair value by NEE balance sheet line item:
|
|
|
|
|
|
|
|
||||||||
Current derivative assets(a)
|
|
|
|
|
$
|
564
|
|
|
|
||||||
Noncurrent derivative assets(b)
|
|
|
|
|
1,355
|
|
|
|
|||||||
Current derivative liabilities
|
|
|
|
|
|
|
$
|
675
|
|
||||||
Noncurrent derivative liabilities
|
|
|
|
|
|
|
516
|
|
|||||||
Total derivatives
|
|
|
|
|
$
|
1,919
|
|
|
$
|
1,191
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net fair value by FPL balance sheet line item:
|
|
|
|
|
|
|
|
||||||||
Current other liabilities
|
|
|
|
|
|
|
$
|
32
|
|
||||||
Noncurrent other liabilities
|
|
|
|
|
|
|
9
|
|
|||||||
Total derivatives
|
|
|
|
|
$
|
—
|
|
|
$
|
41
|
|
(a)
|
Reflects the netting of approximately $124 million in margin cash collateral received from counterparties.
|
(b)
|
Reflects the netting of approximately $65 million in margin cash collateral received from counterparties.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(millions)
|
||||||||||
Commodity contracts:(a)
|
|
|
|
|
|
||||||
Operating revenues
|
$
|
762
|
|
|
$
|
377
|
|
|
$
|
454
|
|
Fuel, purchased power and interchange
|
—
|
|
|
(2
|
)
|
|
—
|
|
|||
Foreign currency contracts - interest expense
|
(7
|
)
|
|
19
|
|
|
55
|
|
|||
Foreign currency contracts - other - net
|
—
|
|
|
—
|
|
|
(4
|
)
|
|||
Interest rate contracts - interest expense
|
(699
|
)
|
|
(280
|
)
|
|
(223
|
)
|
|||
Losses reclassified from AOCI to interest expense:
|
|
|
|
|
|
||||||
Interest rate contracts
|
(32
|
)
|
|
(30
|
)
|
|
(48
|
)
|
|||
Foreign currency contracts
|
(4
|
)
|
|
(4
|
)
|
|
(81
|
)
|
|||
Total
|
$
|
20
|
|
|
$
|
80
|
|
|
$
|
153
|
|
(a)
|
For the years ended December 31, 2019, 2018 and 2017, FPL recorded gains (losses) of approximately $9 million, $(31) million and $(169) million, respectively, related to commodity contracts as regulatory liabilities (assets) on its consolidated balance sheets.
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||
Commodity Type
|
|
NEE
|
|
FPL
|
|
NEE
|
|
FPL
|
||||||||||||
|
|
(millions)
|
||||||||||||||||||
Power
|
|
(81
|
)
|
|
MWh(a)
|
|
1
|
|
|
MWh(a)
|
|
(100
|
)
|
|
MWh(a)
|
|
1
|
|
|
MWh(a)
|
Natural gas
|
|
(1,723
|
)
|
|
MMBtu(b)
|
|
161
|
|
|
MMBtu(b)
|
|
(491
|
)
|
|
MMBtu(b)
|
|
231
|
|
|
MMBtu(b)
|
Oil
|
|
(13
|
)
|
|
barrels
|
|
—
|
|
|
|
|
(30
|
)
|
|
barrels
|
|
—
|
|
|
|
(a)
|
Megawatt-hours
|
(b)
|
One million British thermal units
|
|
December 31, 2019
|
|
||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting(a)
|
|
Total
|
|
||||||||||
|
(millions)
|
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash equivalents and restricted cash equivalents:(b)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE - equity securities
|
$
|
363
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
$
|
363
|
|
|
||
FPL - equity securities
|
$
|
156
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
$
|
156
|
|
|
||
Special use funds:(c)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity securities
|
$
|
1,875
|
|
|
$
|
2,088
|
|
(d)
|
$
|
—
|
|
|
|
|
$
|
3,963
|
|
|
||
U.S. Government and municipal bonds
|
$
|
567
|
|
|
$
|
150
|
|
|
$
|
—
|
|
|
|
|
$
|
717
|
|
|
||
Corporate debt securities
|
$
|
—
|
|
|
$
|
748
|
|
|
$
|
—
|
|
|
|
|
$
|
748
|
|
|
||
Mortgage-backed securities
|
$
|
—
|
|
|
$
|
517
|
|
|
$
|
—
|
|
|
|
|
$
|
517
|
|
|
||
Other debt securities
|
$
|
—
|
|
|
$
|
117
|
|
|
$
|
—
|
|
|
|
|
$
|
117
|
|
|
||
FPL:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity securities
|
$
|
596
|
|
|
$
|
1,895
|
|
(d)
|
$
|
—
|
|
|
|
|
$
|
2,491
|
|
|
||
U.S. Government and municipal bonds
|
$
|
429
|
|
|
$
|
106
|
|
|
$
|
—
|
|
|
|
|
$
|
535
|
|
|
||
Corporate debt securities
|
$
|
—
|
|
|
$
|
533
|
|
|
$
|
—
|
|
|
|
|
$
|
533
|
|
|
||
Mortgage-backed securities
|
$
|
—
|
|
|
$
|
395
|
|
|
$
|
—
|
|
|
|
|
$
|
395
|
|
|
||
Other debt securities
|
$
|
—
|
|
|
$
|
111
|
|
|
$
|
—
|
|
|
|
|
$
|
111
|
|
|
||
Other investments:(e)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity securities
|
$
|
34
|
|
|
$
|
12
|
|
|
$
|
—
|
|
|
|
|
$
|
46
|
|
|
||
Debt securities
|
$
|
82
|
|
|
$
|
69
|
|
|
$
|
—
|
|
|
|
|
$
|
151
|
|
|
||
Derivatives:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity contracts
|
$
|
1,229
|
|
|
$
|
2,082
|
|
|
$
|
1,739
|
|
|
$
|
(2,700
|
)
|
|
$
|
2,350
|
|
(f)
|
Interest rate contracts
|
$
|
—
|
|
|
$
|
24
|
|
|
$
|
2
|
|
|
$
|
(17
|
)
|
|
$
|
9
|
|
(f)
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
26
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
27
|
|
(f)
|
FPL - commodity contracts
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
1
|
|
|
$
|
(1
|
)
|
|
$
|
3
|
|
(f)
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity contracts
|
$
|
1,365
|
|
|
$
|
1,446
|
|
|
$
|
390
|
|
|
$
|
(2,625
|
)
|
|
$
|
576
|
|
(f)
|
Interest rate contracts
|
$
|
—
|
|
|
$
|
598
|
|
|
$
|
144
|
|
|
$
|
(17
|
)
|
|
$
|
725
|
|
(f)
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
38
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
39
|
|
(f)
|
FPL - commodity contracts
|
$
|
—
|
|
|
$
|
5
|
|
|
$
|
9
|
|
|
$
|
(1
|
)
|
|
$
|
13
|
|
(f)
|
(a)
|
Includes the effect of the contractual ability to settle contracts under master netting arrangements and the netting of margin cash collateral payments and receipts. NEE and FPL also have contract settlement receivable and payable balances that are subject to the master netting arrangements but are not offset within the consolidated balance sheets and are recorded in customer receivables - net and accounts payable, respectively.
|
(b)
|
Includes restricted cash equivalents of approximately $60 million ($54 million for FPL) in current other assets and $64 million ($64 million for FPL) in noncurrent other assets on the consolidated balance sheets.
|
(c)
|
Excludes investments accounted for under the equity method and loans not measured at fair value on a recurring basis. See Fair Value of Financial Instruments Recorded at Other than Fair Value below.
|
(d)
|
Primarily invested in commingled funds whose underlying securities would be Level 1 if those securities were held directly by NEE or FPL.
|
(e)
|
Included in noncurrent other assets in the consolidated balance sheets.
|
(f)
|
See Note 4 - Fair Value of Derivative Instruments for a reconciliation of net derivatives to NEE's and FPL's consolidated balance sheets.
|
|
December 31, 2018
|
|
||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting(a)
|
|
Total
|
|
||||||||||
|
(millions)
|
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash equivalents and restricted cash equivalents:(b)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE - equity securities
|
$
|
486
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
$
|
486
|
|
|
||
FPL - equity securities
|
$
|
206
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
$
|
206
|
|
|
||
Special use funds:(c)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity securities
|
$
|
1,445
|
|
|
$
|
1,601
|
|
(d)
|
$
|
—
|
|
|
|
|
$
|
3,046
|
|
|
||
U.S. Government and municipal bonds
|
$
|
449
|
|
|
$
|
155
|
|
|
$
|
—
|
|
|
|
|
$
|
604
|
|
|
||
Corporate debt securities
|
$
|
—
|
|
|
$
|
728
|
|
|
$
|
—
|
|
|
|
|
$
|
728
|
|
|
||
Mortgage-backed securities
|
$
|
—
|
|
|
$
|
478
|
|
|
$
|
—
|
|
|
|
|
$
|
478
|
|
|
||
Other debt securities
|
$
|
—
|
|
|
$
|
145
|
|
|
$
|
1
|
|
|
|
|
$
|
146
|
|
|
||
FPL:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity securities
|
$
|
398
|
|
|
$
|
1,452
|
|
(d)
|
$
|
—
|
|
|
|
|
$
|
1,850
|
|
|
||
U.S. Government and municipal bonds
|
$
|
350
|
|
|
$
|
120
|
|
|
$
|
—
|
|
|
|
|
$
|
470
|
|
|
||
Corporate debt securities
|
$
|
—
|
|
|
$
|
544
|
|
|
$
|
—
|
|
|
|
|
$
|
544
|
|
|
||
Mortgage-backed securities
|
$
|
—
|
|
|
$
|
367
|
|
|
$
|
—
|
|
|
|
|
$
|
367
|
|
|
||
Other debt securities
|
$
|
—
|
|
|
$
|
131
|
|
|
$
|
1
|
|
|
|
|
$
|
132
|
|
|
||
Other investments:(e)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity securities
|
$
|
13
|
|
|
$
|
11
|
|
|
$
|
—
|
|
|
|
|
$
|
24
|
|
|
||
Debt securities
|
$
|
36
|
|
|
$
|
90
|
|
|
$
|
—
|
|
|
|
|
$
|
126
|
|
|
||
Derivatives:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity contracts
|
$
|
1,379
|
|
|
$
|
1,923
|
|
|
$
|
1,349
|
|
|
$
|
(2,811
|
)
|
|
$
|
1,840
|
|
(f)
|
Interest rate contracts
|
$
|
—
|
|
|
$
|
56
|
|
|
$
|
—
|
|
|
$
|
(7
|
)
|
|
$
|
49
|
|
(f)
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
17
|
|
|
$
|
—
|
|
|
$
|
13
|
|
|
$
|
30
|
|
(f)
|
FPL - commodity contracts
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
(f)
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
NEE:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity contracts
|
$
|
1,329
|
|
|
$
|
1,410
|
|
|
$
|
566
|
|
|
$
|
(2,622
|
)
|
|
$
|
683
|
|
(f)
|
Interest rate contracts
|
$
|
—
|
|
|
$
|
336
|
|
|
$
|
136
|
|
|
$
|
(7
|
)
|
|
$
|
465
|
|
(f)
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
30
|
|
|
$
|
—
|
|
|
$
|
13
|
|
|
$
|
43
|
|
(f)
|
FPL - commodity contracts
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
36
|
|
|
$
|
(2
|
)
|
|
$
|
41
|
|
(f)
|
(a)
|
Includes the effect of the contractual ability to settle contracts under master netting arrangements and the netting of margin cash collateral payments and receipts. NEE and FPL also have contract settlement receivable and payable balances that are subject to the master netting arrangements but are not offset within the consolidated balance sheets and are recorded in customer receivables - net and accounts payable, respectively.
|
(b)
|
Includes restricted cash equivalents of approximately $85 million ($81 million for FPL) in current other assets on the consolidated balance sheets.
|
(c)
|
Excludes investments accounted for under the equity method and loans not measured at fair value on a recurring basis. See Fair Value of Financial Instruments Recorded at Other than Fair Value below.
|
(d)
|
Primarily invested in commingled funds whose underlying securities would be Level 1 if those securities were held directly by NEE or FPL.
|
(e)
|
Included in noncurrent other assets in the consolidated balance sheets.
|
(f)
|
See Note 4 - Fair Value of Derivative Instruments for a reconciliation of net derivatives to NEE's and FPL's consolidated balance sheets.
|
Transaction Type
|
|
Fair Value at
December 31, 2019
|
|
Valuation
Technique(s)
|
|
Significant
Unobservable Inputs
|
|
Range
|
||||||||
|
|
Assets
|
|
Liabilities
|
|
|
|
|
|
|
|
|
||||
|
|
(millions)
|
|
|
|
|
|
|
|
|
||||||
Forward contracts - power
|
|
$
|
858
|
|
|
$
|
52
|
|
|
Discounted cash flow
|
|
Forward price (per MWh)
|
|
$(14)
|
—
|
$258
|
Forward contracts - gas
|
|
195
|
|
|
22
|
|
|
Discounted cash flow
|
|
Forward price (per MMBtu)
|
|
$2
|
—
|
$6
|
||
Forward contracts - other commodity related
|
|
3
|
|
|
2
|
|
|
Discounted cash flow
|
|
Forward price (various)
|
|
$—
|
—
|
$70
|
||
Options - power
|
|
42
|
|
|
11
|
|
|
Option models
|
|
Implied correlations
|
|
1%
|
—
|
88%
|
||
|
|
|
|
|
|
|
|
Implied volatilities
|
|
6%
|
—
|
502%
|
||||
Options - primarily gas
|
|
152
|
|
|
148
|
|
|
Option models
|
|
Implied correlations
|
|
1%
|
—
|
88%
|
||
|
|
|
|
|
|
|
|
Implied volatilities
|
|
1%
|
—
|
218%
|
||||
Full requirements and unit contingent contracts
|
|
489
|
|
|
155
|
|
|
Discounted cash flow
|
|
Forward price (per MWh)
|
|
$(20)
|
—
|
$949
|
||
|
|
|
|
|
|
|
|
Customer migration rate(a)
|
|
—%
|
—
|
14%
|
||||
Total
|
|
$
|
1,739
|
|
|
$
|
390
|
|
|
|
|
|
|
|
|
|
(a)
|
Applies only to full requirements contracts.
|
Significant Unobservable Input
|
|
Position
|
|
Impact on
Fair Value Measurement
|
Forward price
|
|
Purchase power/gas
|
|
Increase (decrease)
|
|
|
Sell power/gas
|
|
Decrease (increase)
|
Implied correlations
|
|
Purchase option
|
|
Decrease (increase)
|
|
|
Sell option
|
|
Increase (decrease)
|
Implied volatilities
|
|
Purchase option
|
|
Increase (decrease)
|
|
|
Sell option
|
|
Decrease (increase)
|
Customer migration rate
|
|
Sell power(a)
|
|
Decrease (increase)
|
(a)
|
Assumes the contract is in a gain position.
|
|
Years Ended December 31,
|
||||||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||||||||||||||
|
NEE
|
|
FPL
|
|
NEE
|
|
FPL
|
|
NEE
|
|
FPL
|
||||||||||||
|
(millions)
|
||||||||||||||||||||||
Fair value of net derivatives based on significant unobservable inputs at December 31 of prior year
|
$
|
647
|
|
|
$
|
(36
|
)
|
|
$
|
566
|
|
|
$
|
—
|
|
|
$
|
578
|
|
|
$
|
1
|
|
Realized and unrealized gains (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Included in earnings(a)
|
923
|
|
|
—
|
|
|
35
|
|
|
(1
|
)
|
|
376
|
|
|
—
|
|
||||||
Included in other comprehensive income (loss)(b)
|
5
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
||||||
Included in regulatory assets and liabilities
|
1
|
|
|
1
|
|
|
(18
|
)
|
|
(18
|
)
|
|
—
|
|
|
—
|
|
||||||
Purchases
|
141
|
|
|
—
|
|
|
152
|
|
|
(16
|
)
|
|
126
|
|
|
—
|
|
||||||
Settlements
|
(356
|
)
|
|
25
|
|
|
28
|
|
|
(2
|
)
|
|
(317
|
)
|
|
(1
|
)
|
||||||
Issuances
|
(87
|
)
|
|
—
|
|
|
(115
|
)
|
|
—
|
|
|
(197
|
)
|
|
—
|
|
||||||
Impact of adoption of revenue standard
|
—
|
|
|
—
|
|
|
(30
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Transfers in(c)
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
—
|
|
||||||
Transfers out(c)
|
(62
|
)
|
|
2
|
|
|
22
|
|
|
1
|
|
|
1
|
|
|
—
|
|
||||||
Fair value of net derivatives based on significant unobservable inputs at December 31
|
$
|
1,207
|
|
|
$
|
(8
|
)
|
|
$
|
647
|
|
|
$
|
(36
|
)
|
|
$
|
566
|
|
|
$
|
—
|
|
Gains (losses) included in earnings attributable to the change in unrealized gains (losses) relating to derivatives held at the reporting date(d)
|
$
|
611
|
|
|
$
|
—
|
|
|
$
|
100
|
|
|
$
|
(1
|
)
|
|
$
|
277
|
|
|
$
|
—
|
|
(a)
|
For the years ended December 31, 2019, 2018 and 2017, approximately $956 million, $48 million and $379 million of realized and unrealized gains are included in the consolidated statements of income in operating revenues and the balance is included in interest expense.
|
(b)
|
Included in net unrealized gains (losses) on foreign currency translation in the consolidated statements of comprehensive income.
|
(c)
|
Transfers into Level 3 were a result of decreased observability of market data. Transfers from Level 3 to Level 2 were a result of increased observability of market data. NEE's and FPL's policy is to recognize all transfers at the beginning of the reporting period.
|
(d)
|
For the years ended December 31, 2019, 2018 and 2017, approximately $638 million, $112 million and $281 million of unrealized gains are included in the consolidated statements of income in operating revenues and the balance is included in interest expense.
|
|
December 31, 2019
|
|
December 31, 2018
|
|
||||||||||||
|
Carrying
Amount
|
|
Estimated
Fair Value
|
|
Carrying
Amount
|
|
Estimated
Fair Value
|
|
||||||||
|
(millions)
|
|
||||||||||||||
NEE:
|
|
|
||||||||||||||
Special use funds(a)
|
$
|
892
|
|
|
$
|
891
|
|
|
$
|
884
|
|
|
$
|
883
|
|
|
Other investments(b)
|
$
|
30
|
|
|
$
|
30
|
|
|
$
|
54
|
|
|
$
|
54
|
|
|
Long-term debt, including current portion(c)
|
$
|
39,667
|
|
|
$
|
42,928
|
|
(d)
|
$
|
29,498
|
|
|
$
|
30,043
|
|
(d)
|
FPL:
|
|
|
|
|
|
|
|
|
||||||||
Special use funds(a)
|
$
|
706
|
|
|
$
|
705
|
|
|
$
|
693
|
|
|
$
|
692
|
|
|
Long-term debt, including current portion
|
$
|
14,161
|
|
|
$
|
16,448
|
|
(d)
|
$
|
11,783
|
|
|
$
|
12,613
|
|
(d)
|
(a)
|
Primarily represents investments accounted for under the equity method and loans not measured at fair value on a recurring basis (Level 2).
|
(b)
|
Included in noncurrent other assets on NEE's consolidated balance sheets.
|
(c)
|
Excludes debt totaling approximately $463 million classified as held for sale, which is included in current other liabilities on NEE's consolidated balance sheets, for which the carrying amount approximates fair value. See Note 1 - Disposal of Businesses/Assets.
|
(d)
|
At December 31, 2019 and 2018, substantially all is Level 2 for NEE and all is Level 2 for FPL.
|
|
NEE
|
|
FPL
|
||||||||||||||||||||
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
|
(millions)
|
||||||||||||||||||||||
Realized gains
|
$
|
68
|
|
|
$
|
51
|
|
|
$
|
178
|
|
|
$
|
44
|
|
|
$
|
31
|
|
|
$
|
75
|
|
Realized losses
|
$
|
48
|
|
|
$
|
75
|
|
|
$
|
83
|
|
|
$
|
29
|
|
|
$
|
49
|
|
|
$
|
50
|
|
Proceeds from sale or maturity of securities
|
$
|
3,005
|
|
|
$
|
2,551
|
|
|
$
|
2,817
|
|
|
$
|
2,539
|
|
|
$
|
2,100
|
|
|
$
|
1,902
|
|
|
NEE
|
|
FPL
|
||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
(millions)
|
|
|
||||||||||
Unrealized gains
|
$
|
75
|
|
|
$
|
14
|
|
|
$
|
58
|
|
|
$
|
11
|
|
Unrealized losses(a)
|
$
|
7
|
|
|
$
|
52
|
|
|
$
|
7
|
|
|
$
|
41
|
|
Fair value
|
$
|
314
|
|
|
$
|
1,273
|
|
|
$
|
240
|
|
|
$
|
961
|
|
(a)
|
Unrealized losses on available for sale debt securities in an unrealized loss position for greater than twelve months at December 31, 2019 and 2018 were not material to NEE or FPL.
|
|
NEE
|
|
FPL
|
||||||||||||||||||||
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
|
(millions)
|
||||||||||||||||||||||
Federal:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current
|
$
|
167
|
|
|
$
|
30
|
|
|
$
|
100
|
|
|
$
|
348
|
|
|
$
|
251
|
|
|
$
|
168
|
|
Deferred
|
115
|
|
|
1,153
|
|
|
(1,047
|
)
|
|
(29
|
)
|
|
134
|
|
|
776
|
|
||||||
Total federal
|
282
|
|
|
1,183
|
|
|
(947
|
)
|
|
319
|
|
|
385
|
|
|
944
|
|
||||||
State:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current
|
23
|
|
|
63
|
|
|
88
|
|
|
49
|
|
|
91
|
|
|
29
|
|
||||||
Deferred
|
143
|
|
|
330
|
|
|
199
|
|
|
73
|
|
|
63
|
|
|
133
|
|
||||||
Total state
|
166
|
|
|
393
|
|
|
287
|
|
|
122
|
|
|
154
|
|
|
162
|
|
||||||
Total income tax expense (benefit)
|
$
|
448
|
|
|
$
|
1,576
|
|
|
$
|
(660
|
)
|
|
$
|
441
|
|
|
$
|
539
|
|
|
$
|
1,106
|
|
|
NEE
|
|
FPL
|
||||||||||||||
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||
Statutory federal income tax rate
|
21.0
|
%
|
|
21.0
|
%
|
|
35.0
|
%
|
|
21.0
|
%
|
|
21.0
|
%
|
|
35.0
|
%
|
Increases (reductions) resulting from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State income taxes - net of federal income tax benefit
|
3.4
|
|
|
4.2
|
|
|
2.9
|
|
|
3.5
|
|
|
4.5
|
|
|
3.5
|
|
Taxes attributable to noncontrolling interests
|
2.1
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Tax reform rate change
|
—
|
|
|
—
|
|
|
(41.3
|
)
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
PTCs and ITCs - NEER
|
(7.2
|
)
|
|
(3.0
|
)
|
|
(8.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Amortization of deferred regulatory credit(a)
|
(6.2
|
)
|
|
(1.8
|
)
|
|
—
|
|
|
(8.1
|
)
|
|
(5.0
|
)
|
|
(0.1
|
)
|
Convertible ITCs - NEER
|
—
|
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other - net
|
(1.4
|
)
|
|
(1.5
|
)
|
|
(3.0
|
)
|
|
(0.5
|
)
|
|
(0.6
|
)
|
|
(0.9
|
)
|
Effective income tax rate
|
11.7
|
%
|
|
21.4
|
%
|
|
(14.2
|
)%
|
|
15.9
|
%
|
|
19.9
|
%
|
|
37.0
|
%
|
(a)
|
2019 reflects an adjustment of approximately $83 million recorded by FPL to reduce income tax expense for the cumulative amortization of excess deferred income taxes from January 1, 2018 as a result of a FPSC order in connection with its review of impacts associated with tax reform. One of the provisions of the order requires FPL to amortize approximately $870 million of its excess deferred income taxes over a period not to exceed ten years.
|
|
NEE
|
|
FPL
|
||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
(millions)
|
||||||||||||||
Deferred tax liabilities:
|
|
|
|
|
|
|
|
||||||||
Property-related
|
$
|
10,133
|
|
|
$
|
9,315
|
|
|
$
|
6,394
|
|
|
$
|
6,113
|
|
Pension
|
417
|
|
|
374
|
|
|
374
|
|
|
357
|
|
||||
Investments in partnerships and joint ventures
|
2,019
|
|
|
1,925
|
|
|
—
|
|
|
—
|
|
||||
Other
|
1,618
|
|
|
1,505
|
|
|
685
|
|
|
791
|
|
||||
Total deferred tax liabilities
|
14,187
|
|
|
13,119
|
|
|
7,453
|
|
|
7,261
|
|
||||
Deferred tax assets and valuation allowance:
|
|
|
|
|
|
|
|
||||||||
Decommissioning reserves
|
317
|
|
|
313
|
|
|
286
|
|
|
278
|
|
||||
Net operating loss carryforwards
|
380
|
|
|
350
|
|
|
2
|
|
|
3
|
|
||||
Tax credit carryforwards
|
3,406
|
|
|
3,259
|
|
|
—
|
|
|
—
|
|
||||
ARO and accrued asset removal costs
|
368
|
|
|
310
|
|
|
273
|
|
|
237
|
|
||||
Regulatory liabilities
|
1,335
|
|
|
1,277
|
|
|
1,219
|
|
|
1,283
|
|
||||
Other
|
515
|
|
|
751
|
|
|
258
|
|
|
295
|
|
||||
Valuation allowance(a)
|
(285
|
)
|
|
(273
|
)
|
|
—
|
|
|
—
|
|
||||
Net deferred tax assets
|
6,036
|
|
|
5,987
|
|
|
2,038
|
|
|
2,096
|
|
||||
Net deferred income taxes
|
$
|
8,151
|
|
|
$
|
7,132
|
|
|
$
|
5,415
|
|
|
$
|
5,165
|
|
(a)
|
Reflects a valuation allowance related to the solar projects in Spain that completely offsets the related deferred taxes, as well as deferred state tax credits and state operating loss carryforwards.
|
|
NEE
|
|
FPL
|
||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
(millions)
|
|
|
||||||||||
Noncurrent other assets
|
$
|
210
|
|
|
$
|
235
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Deferred income taxes - noncurrent liabilities
|
(8,361
|
)
|
|
(7,367
|
)
|
|
(5,415
|
)
|
|
(5,165
|
)
|
||||
Net deferred income taxes
|
$
|
(8,151
|
)
|
|
$
|
(7,132
|
)
|
|
$
|
(5,415
|
)
|
|
$
|
(5,165
|
)
|
|
Amount
|
|
Expiration
Dates
|
||
|
(millions)
|
|
|
||
Net operating loss carryforwards:
|
|
|
|
||
State
|
$
|
304
|
|
|
2020-2039
|
Foreign
|
76
|
|
(a)
|
2020-2039
|
|
Net operating loss carryforwards
|
$
|
380
|
|
|
|
Tax credit carryforwards:
|
|
|
|
||
Federal
|
$
|
3,060
|
|
|
2029-2039
|
State
|
344
|
|
(b)
|
2020-2044
|
|
Foreign
|
2
|
|
|
2034-2039
|
|
Tax credit carryforwards
|
$
|
3,406
|
|
|
|
(a)
|
Includes $58 million of net operating loss carryforwards with an indefinite expiration period.
|
(b)
|
Includes $188 million of ITC carryforwards with an indefinite expiration period.
|
|
December 31, 2019
|
|||||||||||||
|
Ownership
Interest
|
|
Gross
Investment(a)
|
|
Accumulated
Depreciation(a)
|
|
Construction
Work
in Progress
|
|||||||
|
|
|
(millions)
|
|||||||||||
FPL:
|
|
|
|
|
|
|
|
|||||||
St. Lucie Unit No. 2
|
85
|
%
|
|
$
|
2,226
|
|
|
$
|
972
|
|
|
$
|
66
|
|
Scherer Unit No. 4
|
76
|
%
|
|
$
|
1,227
|
|
|
$
|
473
|
|
|
$
|
55
|
|
Gulf Power:
|
|
|
|
|
|
|
|
|||||||
Daniel Units Nos. 1 and 2
|
50
|
%
|
|
$
|
715
|
|
|
$
|
222
|
|
|
$
|
22
|
|
Scherer Unit No. 3
|
25
|
%
|
|
$
|
423
|
|
|
$
|
146
|
|
|
$
|
14
|
|
NEER:
|
|
|
|
|
|
|
|
|||||||
Duane Arnold
|
70
|
%
|
|
$
|
69
|
|
|
$
|
41
|
|
|
$
|
—
|
|
Seabrook
|
88.23
|
%
|
|
$
|
1,270
|
|
|
$
|
375
|
|
|
$
|
45
|
|
Wyman Station Unit No. 4
|
91.19
|
%
|
|
$
|
29
|
|
|
$
|
7
|
|
|
$
|
1
|
|
Stanton
|
65
|
%
|
|
$
|
137
|
|
|
$
|
7
|
|
|
$
|
—
|
|
Transmission substation assets located in Seabrook, New Hampshire
|
88.23
|
%
|
|
$
|
94
|
|
|
$
|
13
|
|
|
$
|
14
|
|
(a)
|
Excludes nuclear fuel.
|
|
2019
|
|
2018
|
||||
|
(millions)
|
||||||
Net income
|
$
|
128
|
|
|
$
|
632
|
|
Total assets
|
$
|
20,659
|
|
|
$
|
16,334
|
|
Total liabilities
|
$
|
6,956
|
|
|
$
|
5,990
|
|
Partners'/members' equity(a)
|
$
|
13,703
|
|
|
$
|
10,344
|
|
|
|
|
|
||||
NEE's share of underlying equity in the principal entities
|
$
|
3,723
|
|
|
$
|
2,958
|
|
Difference between investment carrying amount and underlying equity in net assets(b)
|
3,153
|
|
|
3,193
|
|
||
NEE's investment carrying amount for the principal entities
|
$
|
6,876
|
|
|
$
|
6,151
|
|
(a)
|
Reflects NEE's interest, as well as third-party interests, in NEP OpCo.
|
(b)
|
Primarily associated with NEP OpCo; approximately 70% of the difference between the investment carrying amount and the underlying equity in net assets relates to goodwill and is not being amortized; the remaining balance is being amortized primarily over a period of 20 to 28 years.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(millions, except per share amounts)
|
||||||||||
Numerator:
|
|
|
|
|
|
||||||
Net income attributable to NEE - basic
|
$
|
3,769
|
|
|
$
|
6,638
|
|
|
$
|
5,380
|
|
Adjustment for the impact of dilutive securities at NEP(a)
|
—
|
|
|
(19
|
)
|
|
—
|
|
|||
Net income attributable to NEE - assuming dilution
|
$
|
3,769
|
|
|
$
|
6,619
|
|
|
$
|
5,380
|
|
|
|
|
|
|
|
||||||
Denominator:
|
|
|
|
|
|
|
|
|
|||
Weighted-average number of common shares outstanding - basic
|
482.0
|
|
|
473.2
|
|
|
468.8
|
|
|||
Equity units, stock options, performance share awards, forward sale agreements and restricted stock(b)
|
3.5
|
|
|
3.8
|
|
|
3.7
|
|
|||
Weighted-average number of common shares outstanding - assuming dilution
|
485.5
|
|
|
477.0
|
|
|
472.5
|
|
|||
Earnings per share attributable to NEE:
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
7.82
|
|
|
$
|
14.03
|
|
|
$
|
11.48
|
|
Assuming dilution
|
$
|
7.76
|
|
|
$
|
13.88
|
|
|
$
|
11.39
|
|
(a)
|
The 2018 adjustment is related to both the NEP Series A convertible preferred units and the NEP senior unsecured convertible notes (see Potentially Dilutive Securities at NEP below).
|
(b)
|
Calculated using the treasury stock method. Performance share awards are included in diluted weighted-average number of common shares outstanding based
|
|
Shares
|
|
Weighted-
Average
Grant Date
Fair Value
Per Share
|
|||
Restricted Stock:
|
|
|
|
|||
Nonvested balance, January 1, 2019
|
479,936
|
|
|
$
|
134.69
|
|
Granted
|
235,280
|
|
|
$
|
186.54
|
|
Vested
|
(212,815
|
)
|
|
$
|
132.15
|
|
Forfeited
|
(7,253
|
)
|
|
$
|
155.20
|
|
Nonvested balance, December 31, 2019
|
495,148
|
|
|
$
|
159.74
|
|
Performance Share Awards:
|
|
|
|
|
||
Nonvested balance, January 1, 2019
|
782,664
|
|
|
$
|
123.47
|
|
Granted
|
426,777
|
|
|
$
|
138.99
|
|
Vested
|
(522,446
|
)
|
|
$
|
110.68
|
|
Forfeited
|
(16,849
|
)
|
|
$
|
157.07
|
|
Nonvested balance, December 31, 2019
|
670,146
|
|
|
$
|
142.42
|
|
|
2019
|
|
2018
|
|
2017
|
Expected volatility(a)
|
14.20 - 14.31%
|
|
14.41%
|
|
14.91%
|
Expected dividends
|
2.85 - 2.93%
|
|
3.05%
|
|
3.16%
|
Expected term (years)(b)
|
7.0
|
|
7.0
|
|
7.0
|
Risk-free rate
|
2.24 - 2.54%
|
|
2.83%
|
|
2.23%
|
(a)
|
Based on historical experience.
|
(b)
|
Based on historical exercise and post-vesting cancellation experience adjusted for outstanding awards.
|
|
Accumulated Other Comprehensive Income (Loss)
|
||||||||||||||||||||||
|
Net Unrealized
Gains (Losses)
on Cash Flow
Hedges
|
|
Net Unrealized
Gains (Losses)
on Available for
Sale Securities
|
|
Defined Benefit
Pension and
Other Benefits
Plans
|
|
Net Unrealized
Gains (Losses)
on Foreign
Currency
Translation
|
|
Other
Comprehensive
Income (Loss)
Related to Equity
Method Investees
|
|
Total
|
||||||||||||
|
(millions)
|
||||||||||||||||||||||
Balances, December 31, 2016
|
$
|
(100
|
)
|
|
$
|
225
|
|
|
$
|
(83
|
)
|
|
$
|
(90
|
)
|
|
$
|
(22
|
)
|
|
$
|
(70
|
)
|
Other comprehensive income before reclassifications
|
—
|
|
|
127
|
|
|
46
|
|
|
23
|
|
|
2
|
|
|
198
|
|
||||||
Amounts reclassified from AOCI
|
32
|
|
(a)
|
(36
|
)
|
(b)
|
(2
|
)
|
(c)
|
—
|
|
|
—
|
|
|
(6
|
)
|
||||||
Net other comprehensive income
|
32
|
|
|
91
|
|
|
44
|
|
|
23
|
|
|
2
|
|
|
192
|
|
||||||
Less other comprehensive income attributable to noncontrolling interests
|
9
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
11
|
|
||||||
Balances, December 31, 2017
|
(77
|
)
|
|
316
|
|
|
(39
|
)
|
|
(69
|
)
|
|
(20
|
)
|
|
111
|
|
||||||
Other comprehensive income (loss) before reclassifications
|
—
|
|
|
(12
|
)
|
|
(14
|
)
|
|
(31
|
)
|
|
4
|
|
|
(53
|
)
|
||||||
Amounts reclassified from AOCI
|
26
|
|
(a)
|
1
|
|
(b)
|
(3
|
)
|
(c)
|
—
|
|
|
—
|
|
|
24
|
|
||||||
Net other comprehensive income (loss)
|
26
|
|
|
(11
|
)
|
|
(17
|
)
|
|
(31
|
)
|
|
4
|
|
|
(29
|
)
|
||||||
Impact of NEP deconsolidation(d)
|
3
|
|
|
—
|
|
|
—
|
|
|
37
|
|
|
18
|
|
|
58
|
|
||||||
Adoption of accounting standards updates
|
(7
|
)
|
|
(312
|
)
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
(328
|
)
|
||||||
Balances, December 31, 2018
|
(55
|
)
|
|
(7
|
)
|
|
(65
|
)
|
|
(63
|
)
|
|
2
|
|
|
(188
|
)
|
||||||
Other comprehensive income (loss) before reclassifications
|
—
|
|
|
20
|
|
|
(46
|
)
|
|
22
|
|
|
1
|
|
|
(3
|
)
|
||||||
Amounts reclassified from AOCI
|
29
|
|
(a)
|
(2
|
)
|
(b)
|
(3
|
)
|
(c)
|
—
|
|
|
—
|
|
|
24
|
|
||||||
Net other comprehensive income (loss)
|
29
|
|
|
18
|
|
|
(49
|
)
|
|
22
|
|
|
1
|
|
|
21
|
|
||||||
Less other comprehensive income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
||||||
Acquisition of Gulf Power (see Note 8)
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
||||||
Balances, December 31, 2019
|
$
|
(27
|
)
|
|
$
|
11
|
|
|
$
|
(114
|
)
|
|
$
|
(42
|
)
|
|
$
|
3
|
|
|
$
|
(169
|
)
|
(a)
|
Reclassified to interest expense in NEE's consolidated statements of income. See Note 4 - Income Statement Impact of Derivative Instruments.
|
(b)
|
Reclassified to gains on disposal of investments and other property - net in NEE's consolidated statements of income.
|
(c)
|
Reclassified to other net periodic benefit income in NEE's consolidated statements of income.
|
|
December 31,
|
||||||||||||||
|
2019
|
|
2018
|
||||||||||||
|
Maturity
Date |
|
Balance
|
|
Weighted-
Average Interest Rate |
|
Balance
|
|
Weighted-
Average Interest Rate |
||||||
|
|
|
(millions)
|
|
|
|
(millions)
|
|
|
||||||
FPL:
|
|
|
|
|
|
|
|
|
|
||||||
First mortgage bonds - fixed
|
2020-2049
|
|
$
|
12,005
|
|
|
4.46
|
%
|
|
$
|
10,626
|
|
|
4.60
|
%
|
Storm-recovery bonds - fixed
|
|
|
—
|
|
|
|
|
|
74
|
|
|
5.26
|
%
|
||
Pollution control, solid waste disposal and industrial development revenue bonds - primarily variable(a)
|
2020-2049
|
|
1,076
|
|
|
1.67
|
%
|
|
1,022
|
|
|
2.04
|
%
|
||
Senior unsecured notes - variable(b)(c)
|
2022-2069
|
|
1,236
|
|
|
2.18
|
%
|
|
193
|
|
|
2.40
|
%
|
||
Unamortized debt issuance costs and discount
|
|
|
(156
|
)
|
|
|
|
(132
|
)
|
|
|
||||
Total long-term debt of FPL
|
|
|
14,161
|
|
|
|
|
11,783
|
|
|
|
||||
Less current portion of long-term debt
|
|
|
30
|
|
|
|
|
95
|
|
|
|
||||
Long-term debt of FPL, excluding current portion
|
|
|
14,131
|
|
|
|
|
11,688
|
|
|
|
||||
GULF POWER:
|
|
|
|
|
|
|
|
|
|
||||||
Senior unsecured notes - fixed
|
2020-2044
|
|
990
|
|
|
4.17
|
%
|
|
—
|
|
|
|
|||
Other long-term debt - primarily variable(a)
|
2021-2049
|
|
709
|
|
|
1.93
|
%
|
|
—
|
|
|
|
|||
Unamortized debt issuance costs and discount
|
|
|
(14
|
)
|
|
|
|
—
|
|
|
|
||||
Total long-term debt of Gulf Power
|
|
|
1,685
|
|
|
|
|
—
|
|
|
|
||||
Less current portion of long-term debt
|
|
|
175
|
|
|
|
|
—
|
|
|
|
||||
Long-term debt of Gulf Power, excluding current portion
|
|
|
1,510
|
|
|
|
|
—
|
|
|
|
||||
NEER:
|
|
|
|
|
|
|
|
|
|
|
|||||
NextEra Energy Resources:
|
|
|
|
|
|
|
|
|
|
||||||
Senior secured limited-recourse long-term debt - primarily variable(c)(d)
|
2023-2049
|
|
3,419
|
|
|
3.79
|
%
|
|
4,193
|
|
|
4.38
|
%
|
||
Other long-term debt - primarily variable(c)(d)
|
2024-2040
|
|
440
|
|
(e)
|
3.78
|
%
|
|
601
|
|
|
2.57
|
%
|
||
NEET - long-term debt - primarily fixed(d)
|
2021-2049
|
|
837
|
|
|
3.50
|
%
|
|
325
|
|
|
3.73
|
%
|
||
Unamortized debt issuance costs and premium - net
|
|
|
(74
|
)
|
|
|
|
(95
|
)
|
|
|
||||
Total long-term debt of NEER
|
|
|
4,622
|
|
|
|
|
5,024
|
|
|
|
||||
Less current portion of long-term debt
|
|
|
215
|
|
|
|
|
602
|
|
|
|
||||
Long-term debt of NEER, excluding current portion
|
|
|
4,407
|
|
|
|
|
4,422
|
|
|
|
||||
NEECH:
|
|
|
|
|
|
|
|
|
|
|
|||||
Debentures - fixed(d)
|
2020-2029
|
|
9,550
|
|
|
3.05
|
%
|
|
4,300
|
|
|
3.21
|
%
|
||
Debentures - variable(c)
|
2020-2022
|
|
1,375
|
|
|
3.00
|
%
|
|
2,341
|
|
|
3.11
|
%
|
||
Debentures, related to NEE's equity units - fixed
|
2024
|
|
1,500
|
|
|
2.10
|
%
|
|
1,500
|
|
|
1.65
|
%
|
||
Junior subordinated debentures - primarily fixed(d)
|
2057-2079
|
|
4,643
|
|
|
5.13
|
%
|
|
3,456
|
|
|
4.99
|
%
|
||
Japanese yen denominated long-term debt - primarily variable(c)(d)(f)
|
2020-2030
|
|
645
|
|
|
3.10
|
%
|
|
637
|
|
|
3.10
|
%
|
||
Australian dollar denominated long-term debt - fixed(f)
|
2026
|
|
351
|
|
|
2.59
|
%
|
|
—
|
|
|
|
|
||
Other long-term debt - fixed
|
2020-2021
|
|
524
|
|
|
2.00
|
%
|
|
543
|
|
|
1.95
|
%
|
||
Other long-term debt - variable(c)
|
2021
|
|
750
|
|
|
2.60
|
%
|
|
—
|
|
|
|
|
||
Unamortized debt issuance costs and discount
|
|
|
(139
|
)
|
|
|
|
(86
|
)
|
|
|
||||
Total long-term debt of NEECH
|
|
|
19,199
|
|
|
|
|
12,691
|
|
|
|
||||
Less current portion of long-term debt
|
|
|
1,704
|
|
|
|
|
2,019
|
|
|
|
||||
Long-term debt of NEECH, excluding current portion
|
|
|
17,495
|
|
|
|
|
10,672
|
|
|
|
||||
Total long-term debt
|
|
|
$
|
37,543
|
|
|
|
|
$
|
26,782
|
|
|
|
(a)
|
Includes variable rate tax exempt bonds that permit individual bondholders to tender the bonds for purchase at any time prior to maturity. In the event these variable rate tax exempt bonds are tendered for purchase, they would be remarketed by a designated remarketing agent in accordance with the related indenture. If the remarketing is unsuccessful, FPL or Gulf Power, as the case may be, would be required to purchase the variable rate tax exempt bonds. At December 31, 2019, variable rate tax exempt bonds totaled approximately $948 million at FPL and $269 million at Gulf Power. All variable rate tax exempt bonds tendered for purchase have been successfully remarketed. FPL's and Gulf Power's syndicated revolving credit facilities, as the case may be, are available to support the purchase of the variable rate tax exempt bonds. Variable interest rate is established at various intervals by the remarketing agent. Gulf Power's remaining debt is primarily variable which is based on an underlying index plus a margin.
|
(b)
|
Includes approximately $236 million of floating rate notes that permit individual noteholders to require repayment prior to maturity. FPL’s syndicated revolving credit facilities are available to support the purchase of the senior unsecured notes.
|
(c)
|
Variable rate is based on an underlying index plus a specified margin.
|
(d)
|
Interest rate contracts, primarily swaps, have been entered into with respect to certain of these debt issuances. See Note 4.
|
(e)
|
Excludes approximately $463 million classified as held for sale, which is included in current other liabilities on NEE's consolidated balance sheets. See Note 1 - Disposal of Businesses/Assets.
|
(f)
|
Foreign currency contracts have been entered into with respect to these debt issuances. See Note 4.
|
|
NEE
|
|
FPL
|
|
||||
|
(millions)
|
|
||||||
Balances, December 31, 2017
|
$
|
3,031
|
|
|
$
|
2,047
|
|
|
Liabilities incurred
|
49
|
|
|
—
|
|
|
||
Accretion expense
|
158
|
|
|
101
|
|
|
||
Liabilities settled
|
(26
|
)
|
(a)
|
(1
|
)
|
|
||
Revision in estimated cash flows - net
|
4
|
|
|
—
|
|
|
||
Impact of NEP deconsolidation
|
(81
|
)
|
(b)
|
—
|
|
|
||
Balances, December 31, 2018
|
3,135
|
|
|
2,147
|
|
|
||
Liabilities incurred
|
100
|
|
|
1
|
|
|
||
Accretion expense
|
172
|
|
|
107
|
|
|
||
Liabilities settled
|
(65
|
)
|
(a)
|
(1
|
)
|
|
||
Revision in estimated cash flows - net
|
32
|
|
(c)
|
14
|
|
(c)
|
||
Additions from acquisitions
|
132
|
|
(d)
|
—
|
|
|
||
Balances, December 31, 2019
|
$
|
3,506
|
|
(e)
|
$
|
2,268
|
|
|
(a)
|
Primarily reflects sales of ownership interests to subsidiaries of NEP. See Note 1 - Disposal of Businesses/Assets.
|
(b)
|
See Note 1 - NextEra Energy Partners, LP.
|
(c)
|
Includes an increase of approximately $75 million for additional estimated ash pond closure costs at Scherer, partly offset by a decrease of approximately $71 million due to the approval of Turkey Point Units Nos. 3 and 4 license renewals for an additional 20 years.
|
(d)
|
See Note 8 for 2019 acquisitions.
|
(e)
|
Includes the current portion of AROs of approximately $49 million, which is included in other current liabilities on NEE's consolidated balance sheets.
|
|
NEE
|
|
FPL
|
||||
|
(millions)
|
||||||
Balances, December 31, 2019
|
$
|
6,880
|
|
|
$
|
4,697
|
|
Balances, December 31, 2018
|
$
|
5,818
|
|
|
$
|
3,987
|
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Total
|
||||||||||||
|
(millions)
|
||||||||||||||||||||||
FPL:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Generation:(a)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
New(b)
|
$
|
1,345
|
|
|
$
|
730
|
|
|
$
|
555
|
|
|
$
|
500
|
|
|
$
|
—
|
|
|
$
|
3,130
|
|
Existing
|
855
|
|
|
970
|
|
|
930
|
|
|
925
|
|
|
840
|
|
|
4,520
|
|
||||||
Transmission and distribution(c)
|
3,150
|
|
|
3,905
|
|
|
4,030
|
|
|
4,120
|
|
|
4,885
|
|
|
20,090
|
|
||||||
Nuclear fuel
|
205
|
|
|
220
|
|
|
165
|
|
|
120
|
|
|
145
|
|
|
855
|
|
||||||
General and other
|
730
|
|
|
480
|
|
|
440
|
|
|
380
|
|
|
470
|
|
|
2,500
|
|
||||||
Total
|
$
|
6,285
|
|
|
$
|
6,305
|
|
|
$
|
6,120
|
|
|
$
|
6,045
|
|
|
$
|
6,340
|
|
|
$
|
31,095
|
|
Gulf Power
|
$
|
800
|
|
|
$
|
770
|
|
|
$
|
645
|
|
|
$
|
650
|
|
|
$
|
680
|
|
|
$
|
3,545
|
|
NEER:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Wind(d)
|
$
|
3,265
|
|
|
$
|
20
|
|
|
$
|
10
|
|
|
$
|
10
|
|
|
$
|
10
|
|
|
$
|
3,315
|
|
Solar(e)
|
945
|
|
|
230
|
|
|
5
|
|
|
5
|
|
|
—
|
|
|
1,185
|
|
||||||
Nuclear, including nuclear fuel
|
170
|
|
|
180
|
|
|
170
|
|
|
130
|
|
|
150
|
|
|
800
|
|
||||||
Natural gas pipelines(f)
|
600
|
|
|
195
|
|
|
20
|
|
|
—
|
|
|
—
|
|
|
815
|
|
||||||
Rate-regulated transmission
|
300
|
|
|
110
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
415
|
|
||||||
Other
|
580
|
|
|
50
|
|
|
70
|
|
|
60
|
|
|
60
|
|
|
820
|
|
||||||
Total
|
$
|
5,860
|
|
|
$
|
785
|
|
|
$
|
280
|
|
|
$
|
205
|
|
|
$
|
220
|
|
|
$
|
7,350
|
|
(a)
|
Includes AFUDC of approximately $45 million, $70 million, $40 million, and $20 million for 2020 through 2023, respectively.
|
(b)
|
Includes land, generation structures, transmission interconnection and integration and licensing.
|
(c)
|
Includes AFUDC of approximately $40 million, $50 million, $40 million, $25 million and $20 million for 2020 through 2024, respectively.
|
(d)
|
Consists of capital expenditures for new wind projects, repowering of existing wind projects and related transmission totaling approximately 4,400 MW.
|
(e)
|
Includes capital expenditures for new solar projects and related transmission totaling approximately 1,180 MW.
|
(f)
|
Construction of two natural gas pipelines are subject to certain conditions, including applicable regulatory approvals. In addition, completion of another natural gas pipeline is subject to final permitting.
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
||||||||||||
|
(millions)
|
||||||||||||||||||||||
FPL(a)
|
$
|
1,035
|
|
|
$
|
1,005
|
|
|
$
|
985
|
|
|
$
|
975
|
|
|
$
|
970
|
|
|
$
|
11,625
|
|
NEER(b)(c)(d)
|
$
|
3,355
|
|
|
$
|
395
|
|
|
$
|
255
|
|
|
$
|
130
|
|
|
$
|
140
|
|
|
$
|
1,415
|
|
(a)
|
Includes approximately $385 million, $415 million, $415 million, $410 million, $410 million and $6,765 million in 2020 through 2024 and thereafter, respectively, of firm commitments related to the natural gas transportation agreements with Sabal Trail and Florida Southeast Connection, LLC. The charges associated with these agreements are recoverable through the fuel clause and totaled approximately $316 million and $303 million for the years ended December 31, 2019 and 2018, respectively, of which $108 million and $95 million, respectively, were eliminated in consolidation at NEE.
|
(b)
|
Includes approximately $70 million, $70 million, $70 million, $70 million and $1,110 million for 2021 through 2024 and thereafter, respectively, of firm commitments related to a natural gas transportation agreement with a joint venture, in which NEER has a 31% equity investment, that is constructing a natural gas pipeline. These firm commitments are subject to the completion of construction of the pipeline which is expected in 2020.
|
(c)
|
Includes an approximately $110 million commitment to invest in technology investments through 2029.
|
(d)
|
Includes approximately $60 million, $20 million, $20 million, $20 million, $10 million and $15 million for 2020 through 2024 and thereafter, respectively, of joint obligations of NEECH and NEER.
|
|
2019
|
||||||||||||||||||
|
FPL
|
|
Gulf Power(a)
|
|
NEER(b)
|
|
Corp. and
Other |
|
NEE
Consolidated |
||||||||||
|
(millions)
|
||||||||||||||||||
Operating revenues
|
$
|
12,192
|
|
|
$
|
1,487
|
|
|
$
|
5,639
|
|
|
$
|
(114
|
)
|
|
$
|
19,204
|
|
Operating expenses - net
|
$
|
8,890
|
|
|
$
|
1,216
|
|
|
$
|
3,635
|
|
|
$
|
110
|
|
|
$
|
13,851
|
|
Interest expense
|
$
|
594
|
|
|
$
|
55
|
|
|
$
|
873
|
|
|
$
|
727
|
|
|
$
|
2,249
|
|
Interest income
|
$
|
5
|
|
|
$
|
3
|
|
|
$
|
38
|
|
|
$
|
8
|
|
|
$
|
54
|
|
Depreciation and amortization
|
$
|
2,524
|
|
|
$
|
247
|
|
|
$
|
1,387
|
|
|
$
|
58
|
|
|
$
|
4,216
|
|
Equity in earnings (losses) of equity method investees
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
67
|
|
|
$
|
(1
|
)
|
|
$
|
66
|
|
Income tax expense (benefit)(c)
|
$
|
441
|
|
|
$
|
42
|
|
|
$
|
162
|
|
|
$
|
(197
|
)
|
|
$
|
448
|
|
Net income (loss)
|
$
|
2,334
|
|
|
$
|
180
|
|
|
$
|
1,426
|
|
|
$
|
(552
|
)
|
|
$
|
3,388
|
|
Net income (loss) attributable to NEE
|
$
|
2,334
|
|
|
$
|
180
|
|
|
$
|
1,807
|
|
|
$
|
(552
|
)
|
|
$
|
3,769
|
|
Capital expenditures, independent power and other investments and nuclear fuel purchases
|
$
|
5,755
|
|
|
$
|
729
|
|
|
$
|
6,505
|
|
|
$
|
4,473
|
|
|
$
|
17,462
|
|
Property, plant and equipment
|
$
|
59,027
|
|
|
$
|
6,393
|
|
|
$
|
41,499
|
|
|
$
|
259
|
|
|
$
|
107,178
|
|
Accumulated depreciation and amortization
|
$
|
13,953
|
|
|
$
|
1,630
|
|
|
$
|
9,457
|
|
|
$
|
128
|
|
|
$
|
25,168
|
|
Total assets
|
$
|
57,188
|
|
|
$
|
5,855
|
|
|
$
|
51,516
|
|
|
$
|
3,132
|
|
|
$
|
117,691
|
|
Investment in equity method investees
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7,453
|
|
|
$
|
—
|
|
|
$
|
7,453
|
|
|
2018
|
||||||||||||||
|
FPL
|
|
NEER(b)(d)
|
|
Corp. and
Other |
|
NEE
Consolidated |
||||||||
|
(millions)
|
||||||||||||||
Operating revenues
|
$
|
11,862
|
|
|
$
|
4,984
|
|
|
$
|
(119
|
)
|
|
$
|
16,727
|
|
Operating expenses - net
|
$
|
8,708
|
|
|
$
|
3,616
|
|
|
$
|
123
|
|
|
$
|
12,447
|
|
Interest expense
|
$
|
541
|
|
|
$
|
595
|
|
|
$
|
362
|
|
|
$
|
1,498
|
|
Interest income
|
$
|
4
|
|
|
$
|
40
|
|
|
$
|
7
|
|
|
$
|
51
|
|
Depreciation and amortization
|
$
|
2,633
|
|
|
$
|
1,230
|
|
|
$
|
48
|
|
|
$
|
3,911
|
|
Equity in earnings of equity method investees
|
$
|
—
|
|
|
$
|
321
|
|
|
$
|
37
|
|
|
$
|
358
|
|
Income tax expense (benefit)(c)
|
$
|
539
|
|
|
$
|
1,196
|
|
|
$
|
(159
|
)
|
|
$
|
1,576
|
|
Net income (loss)
|
$
|
2,171
|
|
|
$
|
3,842
|
|
|
$
|
(237
|
)
|
|
$
|
5,776
|
|
Net income (loss) attributable to NEE
|
$
|
2,171
|
|
|
$
|
4,704
|
|
|
$
|
(237
|
)
|
|
$
|
6,638
|
|
Capital expenditures, independent power and other investments and nuclear fuel purchases
|
$
|
5,135
|
|
|
$
|
7,189
|
|
|
$
|
680
|
|
|
$
|
13,004
|
|
Property, plant and equipment
|
$
|
54,717
|
|
|
$
|
37,063
|
|
|
$
|
303
|
|
|
$
|
92,083
|
|
Accumulated depreciation and amortization
|
$
|
13,218
|
|
|
$
|
8,461
|
|
|
$
|
70
|
|
|
$
|
21,749
|
|
Total assets
|
$
|
53,484
|
|
|
$
|
44,509
|
|
|
$
|
5,709
|
|
|
$
|
103,702
|
|
Investment in equity method investees
|
$
|
—
|
|
|
$
|
6,521
|
|
|
$
|
227
|
|
|
$
|
6,748
|
|
|
2017
|
||||||||||||||
|
FPL
|
|
NEER(b)
|
|
Corp. and
Other |
|
NEE
Consolidated |
||||||||
|
(millions)
|
||||||||||||||
Operating revenues
|
$
|
11,972
|
|
|
$
|
5,275
|
|
|
$
|
(74
|
)
|
|
$
|
17,173
|
|
Operating expenses - net
|
$
|
8,582
|
|
|
$
|
4,345
|
|
|
$
|
(927
|
)
|
|
$
|
12,000
|
|
Interest expense
|
$
|
481
|
|
|
$
|
815
|
|
|
$
|
262
|
|
|
$
|
1,558
|
|
Interest income
|
$
|
2
|
|
|
$
|
72
|
|
|
$
|
7
|
|
|
$
|
81
|
|
Depreciation and amortization
|
$
|
940
|
|
|
$
|
1,414
|
|
|
$
|
3
|
|
|
$
|
2,357
|
|
Equity in earnings of equity method investees
|
$
|
—
|
|
|
$
|
136
|
|
|
$
|
5
|
|
|
$
|
141
|
|
Income tax expense (benefit)(c)
|
$
|
1,106
|
|
|
$
|
(2,013
|
)
|
|
$
|
247
|
|
|
$
|
(660
|
)
|
Net income
|
$
|
1,880
|
|
|
$
|
2,940
|
|
|
$
|
503
|
|
|
$
|
5,323
|
|
Net income attributable to NEE
|
$
|
1,880
|
|
|
$
|
2,997
|
|
|
$
|
503
|
|
|
$
|
5,380
|
|
Capital expenditures, independent power and other investments and nuclear fuel purchases
|
$
|
5,291
|
|
|
$
|
5,415
|
|
|
$
|
34
|
|
|
$
|
10,740
|
|
Property, plant and equipment
|
$
|
51,915
|
|
|
$
|
41,567
|
|
|
$
|
83
|
|
|
$
|
93,565
|
|
Accumulated depreciation and amortization
|
$
|
12,791
|
|
|
$
|
8,460
|
|
|
$
|
25
|
|
|
$
|
21,276
|
|
Total assets
|
$
|
50,254
|
|
|
$
|
46,611
|
|
|
$
|
1,098
|
|
|
$
|
97,963
|
|
Investment in equity method investees
|
$
|
—
|
|
|
$
|
2,173
|
|
|
$
|
148
|
|
|
$
|
2,321
|
|
(a)
|
See Note 8 - Gulf Power Company.
|
(b)
|
Interest expense allocated from NEECH is based on a deemed capital structure of 70% debt and differential membership interests sold by NextEra Energy Resources' subsidiaries. Residual NEECH corporate interest expense is included in Corporate and Other.
|
(c)
|
NEER includes PTCs that were recognized based on its tax sharing agreement with NEE. See Note 1 - Income Taxes.
|
(d)
|
NEP was deconsolidated from NEER in January 2018. See Note 1 - NextEra Energy Partners, LP.
|
|
Year Ended December 31, 2019
|
|
Year Ended December 31, 2018
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||||||||||||||||||||||
|
NEE
(Guaran- tor) |
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli- dated |
|
NEE
(Guaran- tor) |
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli- dated |
|
NEE
(Guaran- tor) |
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli- dated |
||||||||||||||||||||||||
|
(millions)
|
||||||||||||||||||||||||||||||||||||||||||||||
Operating revenues
|
$
|
—
|
|
|
$
|
5,671
|
|
|
$
|
13,533
|
|
|
$
|
19,204
|
|
|
$
|
—
|
|
|
$
|
5,007
|
|
|
$
|
11,720
|
|
|
$
|
16,727
|
|
|
$
|
—
|
|
|
$
|
5,301
|
|
|
$
|
11,872
|
|
|
$
|
17,173
|
|
Operating expenses - net
|
(209
|
)
|
|
(3,669
|
)
|
|
(9,973
|
)
|
|
(13,851
|
)
|
|
(196
|
)
|
|
(3,652
|
)
|
|
(8,599
|
)
|
|
(12,447
|
)
|
|
(175
|
)
|
|
(3,273
|
)
|
|
(8,552
|
)
|
|
(12,000
|
)
|
||||||||||||
Interest expense
|
(3
|
)
|
|
(1,596
|
)
|
|
(650
|
)
|
|
(2,249
|
)
|
|
(17
|
)
|
|
(940
|
)
|
|
(541
|
)
|
|
(1,498
|
)
|
|
(3
|
)
|
|
(1,074
|
)
|
|
(481
|
)
|
|
(1,558
|
)
|
||||||||||||
Equity in earnings of subsidiaries
|
3,785
|
|
|
—
|
|
|
(3,785
|
)
|
|
—
|
|
|
6,548
|
|
|
—
|
|
|
(6,548
|
)
|
|
—
|
|
|
5,393
|
|
|
—
|
|
|
(5,393
|
)
|
|
—
|
|
||||||||||||
Equity in earnings of equity method investees
|
—
|
|
|
66
|
|
|
—
|
|
|
66
|
|
|
—
|
|
|
358
|
|
|
—
|
|
|
358
|
|
|
—
|
|
|
141
|
|
|
—
|
|
|
141
|
|
||||||||||||
Gain on NEP deconsolidation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,927
|
|
|
—
|
|
|
3,927
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Other income - net
|
185
|
|
|
407
|
|
|
74
|
|
|
666
|
|
|
169
|
|
|
21
|
|
|
95
|
|
|
285
|
|
|
151
|
|
|
702
|
|
|
54
|
|
|
907
|
|
||||||||||||
Income (loss) before income taxes
|
3,758
|
|
|
879
|
|
|
(801
|
)
|
|
3,836
|
|
|
6,504
|
|
|
4,721
|
|
|
(3,873
|
)
|
|
7,352
|
|
|
5,366
|
|
|
1,797
|
|
|
(2,500
|
)
|
|
4,663
|
|
||||||||||||
Income tax expense (benefit)
|
(11
|
)
|
|
(21
|
)
|
|
480
|
|
|
448
|
|
|
(134
|
)
|
|
1,195
|
|
|
515
|
|
|
1,576
|
|
|
(14
|
)
|
|
(1,719
|
)
|
|
1,073
|
|
|
(660
|
)
|
||||||||||||
Net income (loss)
|
3,769
|
|
|
900
|
|
|
(1,281
|
)
|
|
3,388
|
|
|
6,638
|
|
|
3,526
|
|
|
(4,388
|
)
|
|
5,776
|
|
|
5,380
|
|
|
3,516
|
|
|
(3,573
|
)
|
|
5,323
|
|
||||||||||||
Net loss attributable to noncontrolling interests
|
—
|
|
|
381
|
|
|
—
|
|
|
381
|
|
|
—
|
|
|
862
|
|
|
—
|
|
|
862
|
|
|
—
|
|
|
57
|
|
|
—
|
|
|
57
|
|
||||||||||||
Net income (loss) attributable to NEE
|
$
|
3,769
|
|
|
$
|
1,281
|
|
|
$
|
(1,281
|
)
|
|
$
|
3,769
|
|
|
$
|
6,638
|
|
|
$
|
4,388
|
|
|
$
|
(4,388
|
)
|
|
$
|
6,638
|
|
|
$
|
5,380
|
|
|
$
|
3,573
|
|
|
$
|
(3,573
|
)
|
|
$
|
5,380
|
|
(a)
|
Represents primarily FPL and consolidating adjustments.
|
|
Year Ended December 31, 2019
|
|
Year Ended December 31, 2018
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||||||||||||||||||||||
|
NEE
(Guaran- tor) |
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli- dated |
|
NEE
(Guaran- tor) |
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli- dated |
|
NEE
(Guaran- tor) |
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli- dated |
||||||||||||||||||||||||
|
(millions)
|
||||||||||||||||||||||||||||||||||||||||||||||
Comprehensive income (loss) attributable to NEE
|
$
|
3,789
|
|
|
$
|
1,340
|
|
|
$
|
(1,340
|
)
|
|
$
|
3,789
|
|
|
$
|
6,667
|
|
|
$
|
4,434
|
|
|
$
|
(4,434
|
)
|
|
$
|
6,667
|
|
|
$
|
5,561
|
|
|
$
|
3,710
|
|
|
$
|
(3,710
|
)
|
|
$
|
5,561
|
|
(a)
|
Represents primarily FPL and consolidating adjustments.
|
(a)
|
Represents primarily FPL and consolidating adjustments.
|
|
Year Ended December 31, 2019
|
|
Year Ended December 31, 2018
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||||||||||||||||||||||
|
NEE
(Guar-
antor)
|
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli-
dated
|
|
NEE
(Guar-
antor)
|
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli-
dated
|
|
NEE
(Guar-
antor)
|
|
NEECH
|
|
Other(a)
|
|
NEE
Consoli-
dated
|
||||||||||||||||||||||||
|
(millions)
|
||||||||||||||||||||||||||||||||||||||||||||||
NET CASH PROVIDED BY OPERATING ACTIVITIES
|
$
|
2,769
|
|
|
$
|
2,562
|
|
|
$
|
2,824
|
|
|
$
|
8,155
|
|
|
$
|
3,401
|
|
|
$
|
2,094
|
|
|
$
|
1,098
|
|
|
$
|
6,593
|
|
|
$
|
1,968
|
|
|
$
|
2,749
|
|
|
$
|
1,741
|
|
|
$
|
6,458
|
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Capital expenditures, acquisitions, independent power and other investments and nuclear fuel purchases
|
(7
|
)
|
|
(6,509
|
)
|
|
(10,946
|
)
|
|
(17,462
|
)
|
|
(132
|
)
|
|
(7,735
|
)
|
|
(5,137
|
)
|
|
(13,004
|
)
|
|
—
|
|
|
(5,449
|
)
|
|
(5,291
|
)
|
|
(10,740
|
)
|
||||||||||||
Capital contributions from NEE
|
(1,876
|
)
|
|
—
|
|
|
1,876
|
|
|
—
|
|
|
(6,270
|
)
|
|
—
|
|
|
6,270
|
|
|
—
|
|
|
(92
|
)
|
|
—
|
|
|
92
|
|
|
—
|
|
||||||||||||
Proceeds from sale of the fiber-optic telecommunications business
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,454
|
|
|
—
|
|
|
1,454
|
|
||||||||||||
Sale of independent power and other investments of NEER
|
—
|
|
|
1,163
|
|
|
—
|
|
|
1,163
|
|
|
—
|
|
|
1,617
|
|
|
—
|
|
|
1,617
|
|
|
—
|
|
|
178
|
|
|
—
|
|
|
178
|
|
||||||||||||
Proceeds from sale or maturity of securities in special use funds and other investments
|
—
|
|
|
1,279
|
|
|
2,729
|
|
|
4,008
|
|
|
—
|
|
|
1,178
|
|
|
2,232
|
|
|
3,410
|
|
|
9
|
|
|
1,221
|
|
|
1,977
|
|
|
3,207
|
|
||||||||||||
Purchases of securities in special use funds and other investments
|
—
|
|
|
(1,306
|
)
|
|
(2,854
|
)
|
|
(4,160
|
)
|
|
—
|
|
|
(1,330
|
)
|
|
(2,403
|
)
|
|
(3,733
|
)
|
|
—
|
|
|
(1,163
|
)
|
|
(2,081
|
)
|
|
(3,244
|
)
|
||||||||||||
Distributions from subsidiaries and equity method investees
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,466
|
|
|
637
|
|
|
(4,466
|
)
|
|
637
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
||||||||||||
Other - net
|
103
|
|
|
150
|
|
|
21
|
|
|
274
|
|
|
12
|
|
|
(130
|
)
|
|
241
|
|
|
123
|
|
|
7
|
|
|
195
|
|
|
18
|
|
|
220
|
|
||||||||||||
Net cash used in investing activities
|
(1,780
|
)
|
|
(5,223
|
)
|
|
(9,174
|
)
|
|
(16,177
|
)
|
|
(1,924
|
)
|
|
(5,763
|
)
|
|
(3,263
|
)
|
|
(10,950
|
)
|
|
(76
|
)
|
|
(3,557
|
)
|
|
(5,285
|
)
|
|
(8,918
|
)
|
||||||||||||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Issuances of long-term debt
|
—
|
|
|
10,916
|
|
|
3,003
|
|
|
13,919
|
|
|
—
|
|
|
2,651
|
|
|
1,748
|
|
|
4,399
|
|
|
—
|
|
|
6,393
|
|
|
1,961
|
|
|
8,354
|
|
||||||||||||
Retirements of long-term debt
|
—
|
|
|
(5,292
|
)
|
|
(200
|
)
|
|
(5,492
|
)
|
|
—
|
|
|
(1,512
|
)
|
|
(1,590
|
)
|
|
(3,102
|
)
|
|
—
|
|
|
(5,907
|
)
|
|
(873
|
)
|
|
(6,780
|
)
|
||||||||||||
Proceeds from differential membership investors
|
—
|
|
|
1,604
|
|
|
—
|
|
|
1,604
|
|
|
—
|
|
|
1,841
|
|
|
—
|
|
|
1,841
|
|
|
—
|
|
|
1,414
|
|
|
—
|
|
|
1,414
|
|
||||||||||||
Net change in commercial paper
|
—
|
|
|
(651
|
)
|
|
417
|
|
|
(234
|
)
|
|
—
|
|
|
1,493
|
|
|
(431
|
)
|
|
1,062
|
|
|
—
|
|
|
—
|
|
|
1,419
|
|
|
1,419
|
|
||||||||||||
Proceeds from other short-term debt
|
—
|
|
|
—
|
|
|
200
|
|
|
200
|
|
|
—
|
|
|
5,665
|
|
|
—
|
|
|
5,665
|
|
|
—
|
|
|
—
|
|
|
450
|
|
|
450
|
|
||||||||||||
Repayments of other short-term debt
|
—
|
|
|
(4,765
|
)
|
|
—
|
|
|
(4,765
|
)
|
|
—
|
|
|
(205
|
)
|
|
(250
|
)
|
|
(455
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
||||||||||||
Payments to related parties under CSCS agreement – net
|
—
|
|
|
(54
|
)
|
|
—
|
|
|
(54
|
)
|
|
—
|
|
|
(21
|
)
|
|
—
|
|
|
(21
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Issuances of common stock - net
|
1,494
|
|
|
—
|
|
|
—
|
|
|
1,494
|
|
|
718
|
|
|
—
|
|
|
—
|
|
|
718
|
|
|
55
|
|
|
—
|
|
|
—
|
|
|
55
|
|
||||||||||||
Proceeds from issuance of NEP convertible preferred units - net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
548
|
|
|
—
|
|
|
548
|
|
||||||||||||
Dividends on common stock
|
(2,408
|
)
|
|
—
|
|
|
—
|
|
|
(2,408
|
)
|
|
(2,101
|
)
|
|
—
|
|
|
—
|
|
|
(2,101
|
)
|
|
(1,845
|
)
|
|
—
|
|
|
—
|
|
|
(1,845
|
)
|
||||||||||||
Contributions from (dividends to) NEE
|
—
|
|
|
1,479
|
|
|
(1,479
|
)
|
|
—
|
|
|
—
|
|
|
(7,272
|
)
|
|
7,272
|
|
|
—
|
|
|
—
|
|
|
(633
|
)
|
|
633
|
|
|
—
|
|
||||||||||||
Other - net
|
(73
|
)
|
|
(271
|
)
|
|
(47
|
)
|
|
(391
|
)
|
|
(96
|
)
|
|
(238
|
)
|
|
(38
|
)
|
|
(372
|
)
|
|
(102
|
)
|
|
(601
|
)
|
|
(22
|
)
|
|
(725
|
)
|
||||||||||||
Net cash provided by (used in) financing activities
|
(987
|
)
|
|
2,966
|
|
|
1,894
|
|
|
3,873
|
|
|
(1,479
|
)
|
|
2,402
|
|
|
6,711
|
|
|
7,634
|
|
|
(1,892
|
)
|
|
1,214
|
|
|
3,566
|
|
|
2,888
|
|
||||||||||||
Effects of currency translation on cash, cash equivalents and restricted cash
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
26
|
|
|
—
|
|
|
26
|
|
||||||||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
2
|
|
|
309
|
|
|
(4,456
|
)
|
|
(4,145
|
)
|
|
(2
|
)
|
|
(1,274
|
)
|
|
4,546
|
|
|
3,270
|
|
|
—
|
|
|
432
|
|
|
22
|
|
|
454
|
|
||||||||||||
Cash, cash equivalents and restricted cash at beginning of year
|
(1
|
)
|
|
533
|
|
|
4,721
|
|
|
5,253
|
|
|
1
|
|
|
1,807
|
|
|
175
|
|
|
1,983
|
|
|
1
|
|
|
1,375
|
|
|
153
|
|
|
1,529
|
|
||||||||||||
Cash, cash equivalents and restricted cash at end of year
|
$
|
1
|
|
|
$
|
842
|
|
|
$
|
265
|
|
|
$
|
1,108
|
|
|
$
|
(1
|
)
|
|
$
|
533
|
|
|
$
|
4,721
|
|
|
$
|
5,253
|
|
|
$
|
1
|
|
|
$
|
1,807
|
|
|
$
|
175
|
|
|
$
|
1,983
|
|
(a)
|
Represents primarily FPL and consolidating adjustments.
|
|
March 31(a)
|
|
June 30(a)
|
|
September 30(a)
|
|
December 31(a)
|
||||||||
|
(millions, except per share amounts)
|
||||||||||||||
NEE:
|
|
|
|
|
|
|
|
||||||||
2019
|
|
|
|
|
|
|
|
||||||||
Operating revenues(b)
|
$
|
4,075
|
|
|
$
|
4,970
|
|
|
$
|
5,572
|
|
|
$
|
4,588
|
|
Operating income(b)
|
$
|
1,135
|
|
|
$
|
1,747
|
|
|
$
|
1,593
|
|
|
$
|
878
|
|
Net income(b)
|
$
|
606
|
|
|
$
|
1,139
|
|
|
$
|
798
|
|
|
$
|
844
|
|
Net income attributable to NEE(b)
|
$
|
680
|
|
|
$
|
1,234
|
|
|
$
|
879
|
|
|
$
|
975
|
|
Earnings per share attributable to NEE - basic(c)
|
$
|
1.42
|
|
|
$
|
2.58
|
|
|
$
|
1.82
|
|
|
$
|
2.00
|
|
Earnings per share attributable to NEE - assuming dilution(c)
|
$
|
1.41
|
|
|
$
|
2.56
|
|
|
$
|
1.81
|
|
|
$
|
1.99
|
|
Dividends per share
|
$
|
1.25
|
|
|
$
|
1.25
|
|
|
$
|
1.25
|
|
|
$
|
1.25
|
|
High-low common stock sales prices
|
$195.55 - $168.66
|
|
|
$208.91 - $187.30
|
|
|
$233.45 - $201.06
|
|
|
$245.01 - $220.66
|
|
||||
2018
|
|
|
|
|
|
|
|
||||||||
Operating revenues(b)
|
$
|
3,857
|
|
|
$
|
4,063
|
|
|
$
|
4,416
|
|
|
$
|
4,390
|
|
Operating income(b)
|
$
|
1,059
|
|
|
$
|
1,146
|
|
|
$
|
968
|
|
|
$
|
1,107
|
|
Net income(b)(d)
|
$
|
3,834
|
|
|
$
|
687
|
|
|
$
|
941
|
|
|
$
|
314
|
|
Net income attributable to NEE(b)(d)
|
$
|
4,431
|
|
|
$
|
781
|
|
|
$
|
1,005
|
|
|
$
|
422
|
|
Earnings per share attributable to NEE - basic(c)(d)
|
$
|
9.41
|
|
|
$
|
1.66
|
|
|
$
|
2.12
|
|
|
$
|
0.88
|
|
Earnings per share attributable to NEE - assuming dilution(c)(d)
|
$
|
9.32
|
|
|
$
|
1.61
|
|
|
$
|
2.10
|
|
|
$
|
0.88
|
|
Dividends per share
|
$
|
1.11
|
|
|
$
|
1.11
|
|
|
$
|
1.11
|
|
|
$
|
1.11
|
|
High-low common stock sales prices
|
$164.41 - $145.10
|
|
|
$169.53 - $155.06
|
|
|
$175.65 - $163.52
|
|
|
$184.20 - $164.78
|
|
||||
|
|
|
|
|
|
|
|
||||||||
FPL:
|
|
|
|
|
|
|
|
||||||||
2019
|
|
|
|
|
|
|
|
||||||||
Operating revenues(b)
|
$
|
2,618
|
|
|
$
|
3,158
|
|
|
$
|
3,491
|
|
|
$
|
2,925
|
|
Operating income(b)
|
$
|
857
|
|
|
$
|
854
|
|
|
$
|
973
|
|
|
$
|
617
|
|
Net income(b)
|
$
|
588
|
|
|
$
|
663
|
|
|
$
|
683
|
|
|
$
|
400
|
|
2018
|
|
|
|
|
|
|
|
||||||||
Operating revenues(b)
|
$
|
2,620
|
|
|
$
|
2,908
|
|
|
$
|
3,399
|
|
|
$
|
2,935
|
|
Operating income(b)
|
$
|
707
|
|
|
$
|
921
|
|
|
$
|
917
|
|
|
$
|
609
|
|
Net income(b)
|
$
|
484
|
|
|
$
|
626
|
|
|
$
|
654
|
|
|
$
|
407
|
|
(a)
|
In the opinion of NEE and FPL management, all adjustments, which consist of normal recurring accruals necessary to present a fair statement of the amounts shown for such periods, have been made. Results of operations for an interim period generally will not give a true indication of results for the year.
|
(b)
|
The sum of the quarterly amounts may not equal the total for the year due to rounding.
|
(c)
|
The sum of the quarterly amounts may not equal the total for the year due to rounding and changes in weighted-average number of common shares outstanding.
|
(d)
|
First quarter of 2018 includes gain on the deconsolidation of NEP (see Note 1 - NextEra Energy Partners, LP).
|
(a)
|
Management's Annual Report on Internal Control Over Financial Reporting
|
(b)
|
Attestation Report of the Independent Registered Public Accounting Firm
|
(c)
|
Changes in Internal Control Over Financial Reporting
|
Plan Category
|
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
(a)
|
|
Weighted-average exercise price of outstanding options, warrants and rights
(b)
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(c)
|
|
||||
Equity compensation plans approved by security holders
|
|
4,011,354
|
|
(a)
|
$
|
123.09
|
|
(b)
|
6,414,488
|
|
(c)
|
Equity compensation plans not approved by security holders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Total
|
|
4,011,354
|
|
|
$
|
123.09
|
|
|
6,414,488
|
|
|
(a)
|
Includes an aggregate of 2,416,688 outstanding options, 1,422,352 unvested performance share awards (at maximum payout), 22,446 deferred fully vested performance shares and 117,936 deferred stock awards (including future reinvested dividends) under the NextEra Energy, Inc. Amended and Restated 2011 Long Term Incentive Plan and former LTIP, and 31,932 fully vested shares deferred by directors under the NextEra Energy, Inc. 2007 Non-Employee Directors Stock Plan and its predecessor, the FPL Group, Inc. Amended and Restated Non-Employee Directors Stock Plan.
|
(b)
|
Relates to outstanding options only.
|
(c)
|
Includes 5,939,880 shares under the NextEra Energy, Inc. Amended and Restated 2011 Long Term Incentive Plan and 474,608 shares under the NextEra Energy, Inc. 2017 Non-Employee Directors Stock Plan.
|
|
2019
|
|
2018
|
||||
Audit fees(a)
|
$
|
3,621,000
|
|
|
$
|
3,895,000
|
|
Audit-related fees(b)
|
380,000
|
|
|
84,000
|
|
||
Tax fees(c)
|
2,097,000
|
|
|
256,000
|
|
||
All other fees(d)
|
15,000
|
|
|
7,000
|
|
||
Total
|
$
|
6,113,000
|
|
|
$
|
4,242,000
|
|
(a)
|
Audit fees consist of fees billed for professional services rendered for the audit of FPL's and NEE's annual consolidated financial statements for the fiscal year, the reviews of the financial statements included in FPL's and NEE's Quarterly Reports on Form 10-Q during the fiscal year and the audit of the effectiveness of internal control over financial reporting, comfort letters, and consents.
|
(b)
|
Audit-related fees consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of FPL's and NEE's consolidated financial statements and are not reported under audit fees. These fees primarily relate to audits of subsidiary financial statements and attestation services.
|
(c)
|
Tax fees consist of fees billed for professional services rendered for tax compliance, tax advice and tax planning. In 2019 and 2018, approximately $2,069,000 and $36,000, respectively, was paid related to tax compliance services. In 2019, these fees primarily related to research and development tax credit compliance services. All other tax fees in 2019 and in 2018 related to tax advice and planning services.
|
(d)
|
All other fees consist of fees for products and services other than the services reported under the other named categories. In 2019 and 2018, these fees related to training.
|
|
|
|
Page(s)
|
(a)
|
1.
|
Financial Statements
|
|
|
|
Management's Report on Internal Control Over Financial Reporting
|
|
|
|
Attestation Report of Independent Registered Public Accounting Firm
|
|
|
|
Report of Independent Registered Public Accounting Firm
|
|
|
|
NEE:
|
|
|
|
Consolidated Statements of Income
|
|
|
|
Consolidated Statements of Comprehensive Income
|
|
|
|
Consolidated Balance Sheets
|
|
|
|
Consolidated Statements of Cash Flows
|
|
|
|
Consolidated Statements of Equity
|
|
|
|
FPL:
|
|
|
|
Consolidated Statements of Income
|
|
|
|
Consolidated Balance Sheets
|
|
|
|
Consolidated Statements of Cash Flows
|
|
|
|
Consolidated Statements of Common Shareholder's Equity
|
|
|
|
Notes to Consolidated Financial Statements
|
|
|
|
|
|
|
2.
|
Financial Statement Schedules - Schedules are omitted as not applicable or not required.
|
|
|
|
|
|
|
3.
|
Exhibits (including those incorporated by reference)
|
|
|
|
Certain exhibits listed below refer to "FPL Group" and "FPL Group Capital," and were effective prior to the change of the name FPL Group, Inc. to NextEra Energy, Inc., and of the name FPL Group Capital Inc to NextEra Energy Capital Holdings, Inc., during 2010.
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*2(a)
|
|
|
x
|
|
|
|
|
*2(b)
|
|
|
x
|
|
|
|
|
*3(i)a
|
|
|
x
|
|
|
|
|
*3(i)b
|
|
|
|
|
x
|
|
|
*3(ii)a
|
|
|
x
|
|
|
|
|
*3(ii)b
|
|
|
|
|
x
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*4(g)
|
|
|
x
|
|
|
|
|
*4(h)
|
|
|
x
|
|
|
|
|
*4(i)
|
|
|
x
|
|
|
|
|
*4(j)
|
|
|
x
|
|
|
|
|
*4(k)
|
|
|
x
|
|
|
|
|
*4(l)
|
|
|
x
|
|
|
|
|
*4(m)
|
|
|
x
|
|
|
|
|
*4(n)
|
|
|
x
|
|
|
|
|
*4(o)
|
|
|
x
|
|
|
|
|
*4(p)
|
|
|
x
|
|
|
|
|
*4(q)
|
|
|
x
|
|
|
|
|
*4(r)
|
|
|
x
|
|
|
|
|
*4(s)
|
|
|
x
|
|
|
|
|
*4(t)
|
|
|
x
|
|
|
|
|
*4(u)
|
|
|
x
|
|
|
|
|
*4(v)
|
|
|
x
|
|
|
|
|
*4(w)
|
|
|
x
|
|
|
|
|
*4(x)
|
|
|
x
|
|
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*4(y)
|
|
|
x
|
|
|
|
|
*4(z)
|
|
|
x
|
|
|
|
|
*4(aa)
|
|
|
x
|
|
|
|
|
*4(bb)
|
|
|
x
|
|
|
|
|
*4(cc)
|
|
|
x
|
|
|
|
|
*4(dd)
|
|
|
x
|
|
|
|
|
*4(ee)
|
|
|
x
|
|
|
|
|
*4(ff)
|
|
|
x
|
|
|
|
|
*4(gg)
|
|
|
x
|
|
|
|
|
*4(hh)
|
|
|
x
|
|
|
|
|
*4(ii)
|
|
|
x
|
|
|
|
|
*4(jj)
|
|
|
x
|
|
|
|
|
*4(kk)
|
|
|
x
|
|
|
|
|
*4(ll)
|
|
|
x
|
|
|
|
|
*4(mm)
|
|
|
x
|
|
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*4(nn)
|
|
|
x
|
|
|
|
|
*4(oo)
|
|
|
x
|
|
|
|
|
*4(pp)
|
|
|
x
|
|
|
|
|
*4(qq)
|
|
|
x
|
|
|
|
|
*4(rr)
|
|
|
x
|
|
|
|
|
*4(ss)
|
|
|
x
|
|
|
|
|
*4(tt)
|
|
|
x
|
|
|
|
|
*4(uu)
|
|
|
x
|
|
|
|
|
*4(vv)
|
|
|
|
|
x
|
|
|
*4(ww)
|
|
|
x
|
|
|
|
|
*4(xx)
|
|
|
x
|
|
|
|
|
*4(yy)
|
|
Senior Note Indenture dated as of January 1, 1998, between Gulf Power Company and Wells Fargo Bank, National Association, as Successor Trustee, and certain indentures supplemental thereto (filed as Exhibit 4.1 to Form 8-K dated June 17, 1998, File No. 0-2429; Exhibit 4.2 to Form 8-K dated April 6, 2010, File No. 1-31737; Exhibit 4.2 to Form 8-K dated September 9, 2010, File No. 1-31737; Exhibit 4.2 to Form 8-K dated May 15, 2012, File No. 1-31737; Exhibit 4.2 to Form 8-K dated June 10, 2013, File No. 1-31737; Exhibit 4.2 to Form 8-K dated September 16, 2014, File No. 1-31737; and Exhibit 4.2 to Form 8-K dated May 15, 2017, File No. 1-31737)
|
|
x
|
|
|
|
4(zz)
|
|
|
x
|
|
|
|
|
*10(a)
|
|
|
x
|
|
x
|
|
|
*10(b)
|
|
|
x
|
|
x
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*10(c)
|
|
|
x
|
|
x
|
|
|
*10(d)
|
|
|
x
|
|
x
|
|
|
*10(e)
|
|
|
x
|
|
x
|
|
|
*10(f)
|
|
|
x
|
|
x
|
|
|
*10(g)
|
|
|
x
|
|
x
|
|
|
*10(h)
|
|
|
x
|
|
x
|
|
|
*10(i)
|
|
|
x
|
|
x
|
|
|
*10(j)
|
|
|
x
|
|
x
|
|
|
*10(k)
|
|
|
x
|
|
x
|
|
|
*10(l)
|
|
|
x
|
|
x
|
|
|
*10(m)
|
|
|
x
|
|
x
|
|
|
*10(n)
|
|
|
x
|
|
x
|
|
|
*10(o)
|
|
|
x
|
|
x
|
|
|
*10(p)
|
|
|
x
|
|
x
|
|
|
*10(q)
|
|
|
x
|
|
x
|
|
|
*10(r)
|
|
|
x
|
|
x
|
|
|
*10(s)
|
|
|
x
|
|
x
|
|
|
*10(t)
|
|
|
x
|
|
x
|
|
|
*10(u)
|
|
|
x
|
|
x
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*10(v)
|
|
|
x
|
|
x
|
|
|
*10(w)
|
|
|
x
|
|
x
|
|
|
*10(x)
|
|
|
x
|
|
x
|
|
|
*10(y)
|
|
|
x
|
|
x
|
|
|
*10(z)
|
|
|
x
|
|
x
|
|
|
*10(aa)
|
|
|
x
|
|
x
|
|
|
*10(bb)
|
|
|
x
|
|
x
|
|
|
*10(cc)
|
|
|
x
|
|
x
|
|
|
*10(dd)
|
|
|
x
|
|
|
|
|
*10(ee)
|
|
|
x
|
|
|
|
|
*10(ff)
|
|
|
x
|
|
|
|
|
*10(gg)
|
|
|
x
|
|
|
|
|
10(hh)
|
|
|
x
|
|
|
|
|
*10(ii)
|
|
|
x
|
|
x
|
|
|
*10(jj)
|
|
|
x
|
|
x
|
|
|
*10(kk)
|
|
|
x
|
|
x
|
|
|
*10(ll)
|
|
|
x
|
|
x
|
|
|
*10(mm)
|
|
|
x
|
|
x
|
|
Exhibit
Number
|
|
Description
|
|
NEE
|
|
FPL
|
|
*10(nn)
|
|
|
x
|
|
x
|
|
|
*10(oo)
|
|
|
x
|
|
x
|
|
|
*10(pp)
|
|
|
x
|
|
x
|
|
|
*10(qq)
|
|
|
x
|
|
x
|
|
|
*10(rr)
|
|
|
x
|
|
x
|
|
|
10(ss)
|
|
|
x
|
|
x
|
|
|
10(tt)
|
|
|
x
|
|
x
|
|
|
*10(uu)
|
|
|
x
|
|
x
|
|
|
*10(vv)
|
|
|
x
|
|
|
|
|
*10(ww)
|
|
|
x
|
|
|
|
|
*10(xx)
|
|
|
x
|
|
|
|
|
21
|
|
|
x
|
|
|
|
|
23
|
|
|
x
|
|
x
|
|
|
31(a)
|
|
|
x
|
|
|
|
|
31(b)
|
|
|
x
|
|
|
|
|
31(c)
|
|
|
|
|
x
|
|
|
31(d)
|
|
|
|
|
x
|
|
|
32(a)
|
|
|
x
|
|
|
|
|
32(b)
|
|
|
|
|
x
|
|
|
101.INS
|
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
|
|
x
|
|
x
|
|
101.SCH
|
|
Inline XBRL Schema Document
|
|
x
|
|
x
|
|
101.PRE
|
|
Inline XBRL Presentation Linkbase Document
|
|
x
|
|
x
|
|
101.CAL
|
|
Inline XBRL Calculation Linkbase Document
|
|
x
|
|
x
|
|
101.LAB
|
|
Inline XBRL Label Linkbase Document
|
|
x
|
|
x
|
|
101.DEF
|
|
Inline XBRL Definition Linkbase Document
|
|
x
|
|
x
|
|
104
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
|
|
x
|
|
x
|
JAMES L. ROBO
|
James L. Robo
Chairman, President and Chief Executive Officer and Director
(Principal Executive Officer)
|
REBECCA J. KUJAWA
|
|
JAMES M. MAY
|
Rebecca J. Kujawa
Executive Vice President, Finance
and Chief Financial Officer
(Principal Financial Officer)
|
|
James M. May
Vice President, Controller and Chief Accounting
Officer
(Principal Accounting Officer)
|
SHERRY S. BARRAT
|
|
AMY B. LANE
|
Sherry S. Barrat
|
|
Amy B. Lane
|
JAMES L. CAMAREN
|
|
DAVID L. PORGES
|
James L. Camaren
|
|
David L. Porges
|
KENNETH B. DUNN
|
|
RUDY E. SCHUPP
|
Kenneth B. Dunn
|
|
Rudy E. Schupp
|
NAREN K. GURSAHANEY
|
|
JOHN L. SKOLDS
|
Naren K. Gursahaney
|
|
John L. Skolds
|
KIRK S. HACHIGIAN
|
|
WILLIAM H. SWANSON
|
Kirk S. Hachigian
|
|
William H. Swanson
|
TONI JENNINGS
|
|
HANSEL E. TOOKES, II
|
Toni Jennings
|
|
Hansel E. Tookes, II
|
|
|
DARRYL L. WILSON
|
|
|
Darryl L. Wilson
|
ERIC E. SILAGY
|
Eric E. Silagy
President and Chief Executive Officer and Director
(Principal Executive Officer)
|
REBECCA J. KUJAWA
|
|
KEITH FERGUSON
|
Rebecca J. Kujawa
Executive Vice President, Finance
and Chief Financial Officer and Director
(Principal Financial Officer)
|
|
Keith Ferguson
Controller
(Principal Accounting Officer)
|
JAMES L. ROBO
|
|
|
James L. Robo
|
|
|
Description of the NEE Capital Junior Subordinated Debentures and NEE Junior
Subordinated Guarantee |
65
|
•
|
800,000,000 shares of common stock; and
|
•
|
100,000,000 shares of preferred stock.
|
•
|
various risks which affect the businesses of Florida Power & Light Company (“FPL”) and NEE’s other subsidiaries that may in certain instances limit the ability of such subsidiaries to pay dividends to NEE; and
|
•
|
various contractual restrictions applicable to NEE and some of its subsidiaries, including those described below.
|
•
|
provide that a vacancy on the board of directors may be filled only by a majority vote of the remaining directors;
|
•
|
prohibit the shareholders from taking action by written consent in lieu of a meeting of shareholders;
|
•
|
limit the persons who may call a special meeting of shareholders to the chairman of the NEE board of directors, the president or the secretary, a majority of the board of directors or the holders of 20% of the outstanding shares of stock entitled to vote on the matter or matters to be presented at the meeting;
|
•
|
require any action by shareholders to amend or repeal NEE’s Bylaws, or to adopt new bylaws, to receive the affirmative vote of holders of at least a majority of the voting power of the outstanding shares of voting stock, voting together as a single class; and
|
•
|
require the affirmative vote of holders of at least a majority of the voting power of the outstanding shares of voting stock, voting together as a single class, to alter, amend or repeal specified provisions of NEE’s Charter, including the foregoing provisions.
|
•
|
prior to the time that such shareholder became an interested shareholder, the board of directors approved either the affiliated transaction or the transaction which resulted in the shareholder becoming an interested shareholder,
|
•
|
upon consummation of the transaction that resulted in the shareholder becoming an interested shareholder, the interested shareholder owned at least 85 percent of the voting shares of the corporation outstanding at the time the transaction commenced, subject to certain exclusions, or
|
•
|
at or subsequent to the time that such shareholder became an interested shareholder, the affiliated transaction is approved by the board of directors and authorized by the affirmative vote of at least two-thirds of the outstanding voting shares which are not owned by the interested shareholder.
|
•
|
mergers and consolidations to which the corporation and the interested shareholder are parties,
|
•
|
sales or certain other dispositions of assets representing 10% or more of the aggregate fair market value of the corporation’s assets, outstanding shares, earning power or net income to the interested shareholder,
|
•
|
generally, issuances by the corporation of 10% or more of the aggregate fair market value of its outstanding shares to the interested shareholder,
|
•
|
the adoption of any plan for the liquidation or dissolution of the corporation proposed by or pursuant to an arrangement with the interested shareholder,
|
•
|
any reclassification of the corporation’s securities, recapitalization of the corporation, merger or consolidation, or other transaction which has the effect of increasing by more than 10% the percentage of the outstanding voting shares of the corporation beneficially owned by the interested shareholder, and
|
•
|
the receipt by the interested shareholder of certain loans or other financial assistance from the corporation.
|
•
|
the transaction has been approved by a majority of the corporation’s disinterested directors,
|
•
|
the interested shareholder has been the beneficial owner of at least 80% of the corporation’s outstanding voting shares for at least three years preceding the transaction,
|
•
|
the interested shareholder is the beneficial owner of at least 90% of the outstanding voting shares, or
|
•
|
specified fair price and procedural requirements are satisfied.
|
•
|
one-fifth or more, but less than one-third, of all voting power of the corporation,
|
•
|
one-third or more, but less than a majority, of all voting power of the corporation, or
|
•
|
a majority or more of all voting power of the corporation.
|
•
|
is approved by the corporation’s board of directors, or
|
•
|
is effected pursuant to a statutory merger or share exchange to which the corporation is a party.
|
•
|
a purchase contract, pursuant to which
|
•
|
the holder agrees to purchase from NEE, and NEE agrees to sell to the holder, not later than September 1, 2022, which is referred to as the “purchase contract settlement date,” or upon early settlement, for $50, a number of newly issued shares of NEE common stock equal to the applicable settlement rate described below under “Description of the Purchase Contracts—Purchase of NEE Common Stock,” “Description of the Purchase Contracts—Early Settlement by Delivering Cash,” and “Description of the Purchase Contracts—Early Settlement upon a Fundamental Change,” and
|
•
|
NEE will make contract adjustment payments to the holder at the rate of 2.772% per year on the stated amount of $50, or $1.386 per year, payable quarterly, and subject to NEE’s right to defer these payments,
|
•
|
and either
|
•
|
a 5% applicable ownership interest in a NEE Capital Series J Debenture due September 1, 2024 (a “NEE Capital debenture” and collectively, “NEE Capital debentures”) in the principal amount of $1,000 under which NEE Capital will pay to the holder 5% of the interest payment on a debenture in the principal amount of $1,000 at the initial rate of 2.10% per year (resulting in a payment of $1.05 per year), or
|
•
|
following a successful remarketing of the NEE Capital debentures on or prior to the ninth business day preceding the purchase contract settlement date, or the occurrence of a special event redemption or a mandatory redemption, the applicable ownership interest in a portfolio of U.S. Treasury securities maturing on or prior to August 31, 2022, which is referred to as the “Treasury portfolio.”
|
•
|
for a remarketing Treasury portfolio,
|
•
|
a 5% undivided beneficial ownership interest in $1,000 face amount of U.S. Treasury securities (or principal or interest strips thereof) included in the Treasury portfolio that mature on or prior to August 31, 2022,
|
•
|
if the reset effective date occurs prior to June 1, 2022, with respect to the originally‑scheduled quarterly interest payment dates on the NEE Capital debentures that would have occurred on June 1, 2022 and September 1, 2022, an undivided beneficial ownership interest in a $1,000 face amount of U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to (i) May 31, 2022 (in connection with the interest payment date that would have occurred on June 1, 2022) and (ii) August 31, 2022 (in connection with the interest payment date that would have occurred on September 1, 2022), each in an aggregate amount at maturity equal to the aggregate interest payments that would be due on June 1, 2022 and September 1, 2022, respectively, with respect to a 5% beneficial ownership interest in a NEE Capital debenture in the principal amount of $1,000 that would have been components of the Corporate Units assuming no remarketing and no reset of the interest rate on the NEE Capital debentures as described under “Description of the NEE Capital Debentures—Market Reset Rate” and assuming that interest on the NEE Capital debentures accrued from the reset effective date to, but excluding, June 1, 2022 and from June 1, 2022 to, but excluding, September 1, 2022, respectively, and
|
•
|
if the reset effective date occurs on or after June 1, 2022, with respect to the originally‑scheduled quarterly interest payment date on the NEE Capital debentures that would have occurred on September 1, 2022, an undivided beneficial ownership interest in a $1,000 face amount of U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to August 31, 2022 in an aggregate amount at maturity equal to the aggregate interest payment that would be due on September 1, 2022 with respect to a 5% beneficial ownership interest in a NEE Capital debenture in the principal amount of $1,000 that would have been components of the Corporate Units assuming no remarketing and no reset of the interest rate on the NEE Capital debentures and assuming that interest on the NEE Capital debentures accrued from the reset effective date to, but excluding, September 1, 2022.
|
•
|
for a special event Treasury portfolio,
|
•
|
a 5% undivided beneficial ownership interest in $1,000 face amount of U.S. Treasury securities (or principal or interest strips thereof) included in the Treasury portfolio that mature on or prior to August 31, 2022, and
|
•
|
with respect to each scheduled interest payment date on the NEE Capital debentures that would have occurred after the special event redemption date and on or prior to September 1, 2022, an undivided beneficial ownership interest in a $1,000 face amount of U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to that interest payment date in an aggregate amount equal to the aggregate interest payment that would be due with respect to a 5% beneficial ownership interest in a NEE Capital debenture in the principal amount of $1,000 that would have been components of the Corporate Units on that date (assuming no special event redemption) and accruing from and including the immediately preceding interest payment date to which interest has been paid.
|
•
|
a purchase contract, pursuant to which
|
•
|
the holder will agree to purchase from NEE, and NEE will agree to sell to the holder, not later than the purchase contract settlement date, or upon early settlement, for $50, a number of newly issued shares of NEE common stock equal to the applicable settlement rate described below under “Description of the Purchase Contracts—Purchase of NEE Common Stock,” “Description of the Purchase Contracts—Early Settlement by Delivering Cash,” and “Description of the Purchase Contracts—Early Settlement upon a Fundamental Change,” and
|
•
|
NEE will make contract adjustment payments to the holder at the rate of 2.772% per year on the stated amount of $50, or $1.386 per year, payable quarterly, and subject to NEE’s right to defer these payments, and
|
•
|
a 5% undivided beneficial ownership interest in a Treasury security having a principal amount at maturity of $1,000.
|
•
|
deposit with the collateral agent a Treasury security having a principal amount at maturity of $1,000, which Treasury security must have been purchased in the open market at the holder’s expense, unless otherwise owned by the holder; and
|
•
|
transfer 20 Corporate Units to the purchase contract agent accompanied by a notice stating that the holder has deposited a Treasury security in the required amount with the collateral agent and requesting that the purchase contract agent instruct the collateral agent to release the related NEE Capital debenture.
|
•
|
cancel the 20 Corporate Units;
|
•
|
transfer the related NEE Capital debenture to the holder; and
|
•
|
deliver 20 Treasury Units to the holder.
|
•
|
deposit with the collateral agent a NEE Capital debenture in the principal amount of $1,000, which NEE Capital debenture must have been purchased in the open market at the holder’s expense, unless otherwise owned by the holder; and
|
•
|
transfer 20 Treasury Units to the purchase contract agent accompanied by a notice stating that the holder has deposited a NEE Capital debenture in the principal amount of $1,000 with the collateral agent and requesting that the purchase contract agent instruct the collateral agent to release the related Treasury security.
|
•
|
cancel the 20 Treasury Units;
|
•
|
transfer the related Treasury security to the holder; and
|
•
|
deliver 20 Corporate Units to the holder.
|
•
|
interest on the related applicable ownership interest in NEE Capital debentures payable by NEE Capital (or cash distributions on the applicable ownership interest in the Treasury portfolio if the NEE Capital debentures have been replaced by the Treasury portfolio), equivalent to the rate of 2.10% per year on the stated amount; and
|
•
|
distributions of quarterly contract adjustment payments payable by NEE at the rate of 2.772% per year on the stated amount, subject to NEE’s right to defer the payment of such contract adjustment payments.
|
•
|
If the applicable market value of NEE common stock is equal to or greater than the “threshold appreciation price” of $280.15, the applicable settlement rate shall equal 0.1785 shares of NEE common stock, which is equal to $50 divided by the threshold appreciation price (such settlement rate being referred to as the “minimum settlement rate”).
|
•
|
If the applicable market value of NEE common stock is less than the threshold appreciation price but greater than the “reference price” of $224.12, the applicable settlement rate shall equal the number of shares of NEE common stock equal to $50 divided by the applicable market value.
|
•
|
If the applicable market value of NEE common stock is less than or equal to the reference price of $224.12, the applicable settlement rate shall equal 0.2231 shares of NEE common stock, which is equal to $50 divided by the reference price (such settlement rate being referred to as the “maximum settlement rate”).
|
•
|
the closing sale price (or, if no closing price is reported, the last reported sale price) of NEE common stock on the NYSE on that date or, if NEE common stock is not listed for trading on the NYSE on any such date, as reported in the composite transactions for the principal United States securities exchange on which NEE common stock is so listed;
|
•
|
if shares of NEE common stock are not so reported, the last quoted bid price for NEE common stock in the over‑the‑counter market as reported by OTC Markets Group Inc. or similar organization; or
|
•
|
if the bid price is not available, the market value of NEE common stock on the date of determination as determined by a nationally recognized independent investment banking firm retained by NEE for this purpose.
|
•
|
is not suspended from trading on any national or regional securities exchange or over‑the‑counter market at the close of business, and
|
•
|
has traded at least once on the national or regional securities exchange or over‑the‑counter market that is the primary market for the trading of NEE common stock.
|
•
|
a holder of Corporate Units or Treasury Units has early settled the related purchase contracts through the delivery of cash to the purchase contract agent in the manner described under “—Early Settlement by Delivering Cash” or under “—Early Settlement upon a Fundamental Change;”
|
•
|
a holder of Corporate Units or Treasury Units has settled the related purchase contracts with separate cash pursuant to prior notice given in the manner described under “—Notice to Settle with Cash;” or
|
•
|
an event described under “—Termination of Purchase Contracts” has occurred,
|
•
|
in the case of Corporate Units, provided that the Treasury portfolio has not replaced the NEE Capital debentures as a component of the Corporate Units as the result of a successful remarketing of the NEE Capital debentures or because a special event redemption or a mandatory redemption has occurred, such holders will be deemed to have elected to apply a portion of the put price equal to the principal amount of the NEE Capital debentures to satisfy in full the holder’s obligation to purchase NEE common stock under the related purchase contracts, and any amount of the put price remaining following settlement of such purchase contracts will be delivered to the purchase contract agent for the benefit of the holder of such Corporate Units; and
|
•
|
in the case of Treasury Units or, in the event that the Treasury portfolio has replaced the NEE Capital debentures as a component of the Corporate Units as the result of a successful remarketing of the NEE Capital debentures, a special event redemption or a mandatory redemption, in the case of Corporate Units, the principal amount of the related Treasury securities, or the applicable ownership interest in the Treasury portfolio, as applicable, when paid at maturity, will automatically be applied to satisfy in full the holder’s obligation to purchase NEE common stock under the related purchase contract.
|
•
|
irrevocably agreed to be bound by the terms and provisions of the Corporate Units and the Treasury Units and to perform such holder’s obligations under the related purchase contract and the pledge agreement for so long as the holder remains a holder of Equity Units; and
|
•
|
duly and irrevocably appointed the purchase contract agent as the holder’s attorney‑in‑fact to enter into and perform the related purchase contracts and the pledge agreement on behalf of and in the name of the holder.
|
•
|
itself as the beneficial owner of the related applicable ownership interest in NEE Capital debentures, the applicable ownership interest in the Treasury portfolio (or, if applicable, cash) or the Treasury securities, as the case may be, and
|
•
|
the related applicable ownership interest in NEE Capital debentures as indebtedness,
|
•
|
U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to August 31, 2022 in an aggregate amount at maturity equal to the principal amount of the NEE Capital debentures that are a component of the Corporate Units;
|
•
|
if the reset effective date occurs prior to June 1, 2022, with respect to the originally‑scheduled quarterly interest payment dates on the NEE Capital debentures that would have occurred on June 1, 2022 and September 1, 2022, U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to (i) May 31, 2022 (in connection with the interest payment date that would have occurred on June 1, 2022) and (ii) August 31, 2022 (in connection with the interest payment date that would have occurred on September 1, 2022), each in an aggregate amount at maturity equal to the aggregate interest payments that would be due on June 1, 2022 and September 1, 2022, respectively, on the principal amount of the NEE Capital debentures that would have been components of the Corporate Units assuming no remarketing and no reset of the interest rate on the NEE Capital debentures as described under “Description of the NEE Capital Debentures—Market Reset Rate” and assuming that interest on the NEE Capital debentures accrued from the reset effective date to, but excluding, June 1, 2022 and from June 1, 2022 to, but excluding, September 1, 2022, respectively; and
|
•
|
if the reset effective date occurs on or after June 1, 2022, with respect to the originally‑scheduled quarterly interest payment date on the NEE Capital debentures that would have occurred on
|
•
|
if the remarketing announcement relates to a remarketing to occur during the period for early remarketing, that
|
•
|
the NEE Capital debentures may be remarketed on any and all of the sixth, seventh or eighth business days following the remarketing announcement date,
|
•
|
the reset effective date will be the third business day following the remarketing date on which the NEE Capital debentures are successfully remarketed, unless the remarketing is successful within five business days of the next succeeding interest payment date in which case the reset effective date will be such interest payment date,
|
•
|
the reset rate and interest payment dates for the NEE Capital debentures will be established on the remarketing date on which the NEE Capital debentures are successfully remarketed and effective on and after the reset effective date,
|
•
|
the reset rate will equal the coupon rate on the NEE Capital debentures that will enable the NEE Capital debentures to be remarketed at a price equal to 100% of the remarketing Treasury portfolio purchase price and the aggregate separate NEE Capital debentures purchase price plus the remarketing fee, and
|
•
|
the remarketing fee will equal 25 basis points (0.25%) of the sum of the remarketing Treasury portfolio purchase price and the aggregate separate NEE Capital debentures purchase price.
|
•
|
if the remarketing announcement relates to a remarketing to occur during the final three‑day remarketing period, that
|
•
|
the NEE Capital debentures may be remarketed on any and all of the third, fourth or fifth business days following the remarketing announcement date,
|
•
|
the reset effective date will be September 1, 2022 if there is a successful remarketing,
|
•
|
the reset rate and interest payment dates for the NEE Capital debentures will be established on the remarketing date on which the NEE Capital debentures are successfully remarketed and effective on and after the reset effective date,
|
•
|
the reset rate will equal the coupon rate on the NEE Capital debentures that will enable the NEE Capital debentures to be remarketed at a price equal to 100% of their aggregate principal amount plus the remarketing fee, and
|
•
|
the remarketing fee will equal 25 basis points (0.25%) of the aggregate principal amount of the NEE Capital debentures being remarketed.
|
•
|
$50 multiplied by the number of purchase contracts being settled, plus
|
•
|
if the delivery is made with respect to any purchase contract during the period from the close of business on any record date next preceding any payment date to the opening of business on such payment date, an amount equal to the contract adjustment payments payable, if any, on the payment date with respect to the purchase contract; provided that no payment is required if NEE has elected to defer the contract adjustment payments which would otherwise be payable on the payment date.
|
•
|
the holder will receive a number of newly issued shares of NEE common stock equal to the minimum settlement rate per Corporate Unit or Treasury Unit, regardless of the market price of NEE common stock on the date of early settlement, subject to adjustment under the circumstances described in “—Anti‑dilution Adjustments” below, accompanied by an appropriate prospectus if required by law;
|
•
|
the NEE Capital debentures, the applicable ownership interest in the Treasury portfolio or the Treasury securities, as the case may be, related to the Corporate Units or Treasury Units will be transferred to the holder free and clear of NEE’s security interest;
|
•
|
the holder’s right to receive future contract adjustment payments will terminate and any accrued and unpaid contract adjustment payments for the period since the most recent quarterly payment date will terminate; and
|
•
|
no adjustment will be made to or for the holder on account of any accrued and unpaid contract adjustment payments referred to in the previous bullet point.
|
(1)
|
a “person” or “group” within the meaning of Section 13(d) of the Securities Exchange Act of 1934 has become the direct or indirect “beneficial owner,” as defined in Rule 13d‑3 under the Securities Exchange Act of 1934, of NEE common stock representing more than 50% of the voting power of NEE common stock; or
|
(2)
|
NEE is involved in a consolidation with or merger into any other person, or any merger of another person into NEE, or any transaction or series of related transactions (other than a merger or consolidation that does not result in any reclassification, conversion, exchange or cancellation of outstanding shares of NEE common stock), in each case in which 10% or more of the total consideration paid to NEE’s shareholders consists of cash or cash equivalents.
|
•
|
in the case of a fundamental change described in clause (2) in the definition of “fundamental change” above and the holders of NEE common stock receive only cash in such fundamental change, the stock price paid per share will be the cash amount paid per share; or
|
•
|
otherwise, the stock price paid per share will be the average of the closing prices of NEE common stock over the 20 consecutive trading day period ending on the trading day immediately preceding the effective date of the fundamental change.
|
|
Effective Date
|
|||
Stock Price
|
September 9, 2019
|
September 1, 2020
|
September 1, 2021
|
September 1, 2022
|
$100.00
|
0.0346
|
0.0236
|
0.0119
|
0.0000
|
$130.00
|
0.0256
|
0.0176
|
0.0089
|
0.0000
|
$160.00
|
0.0186
|
0.0131
|
0.0069
|
0.0000
|
$190.00
|
0.0104
|
0.0069
|
0.0038
|
0.0000
|
$224.12
|
0.0000
|
0.0000
|
0.0000
|
0.0000
|
$250.00
|
0.0131
|
0.0093
|
0.0050
|
0.0000
|
$280.15
|
0.0257
|
0.0210
|
0.0145
|
0.0000
|
$310.00
|
0.0191
|
0.0141
|
0.0075
|
0.0000
|
$340.00
|
0.0145
|
0.0099
|
0.0046
|
0.0000
|
$370.00
|
0.0115
|
0.0076
|
0.0034
|
0.0000
|
$400.00
|
0.0095
|
0.0062
|
0.0029
|
0.0000
|
$430.00
|
0.0082
|
0.0054
|
0.0026
|
0.0000
|
$460.00
|
0.0072
|
0.0048
|
0.0024
|
0.0000
|
$490.00
|
0.0065
|
0.0044
|
0.0022
|
0.0000
|
•
|
if the stock price is between two stock price amounts on the table or the effective date is between two dates on the table, the amount of make‑whole shares will be determined by straight line interpolation between the make‑whole share amounts set forth for the higher and lower stock price amounts and the two dates, as applicable, based on a 365‑day year;
|
•
|
if the stock price is in excess of $490 per share (subject to adjustment as described above), then the amount of make‑whole shares will be zero; and
|
•
|
if the stock price is less than $100 per share (subject to adjustment as described above) (the “minimum stock price”), then the amount of make‑whole shares will be determined as if the stock price equaled the minimum stock price, using straight line interpolation, as described above, if the effective date is between two dates on the table.
|
•
|
any payment default on any senior indebtedness of NEE has occurred and is continuing beyond any applicable grace period; or
|
•
|
any default on any indebtedness of NEE (other than a payment default with respect to senior indebtedness) occurs and is continuing that permits the acceleration of the maturity on any indebtedness of NEE and the purchase contract agent receives a written notice of such default from NEE or the holders of such senior indebtedness.
|
•
|
purchases, redemptions or other acquisitions of NEE capital stock in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors, consultants or agents or a stock purchase or dividend reinvestment plan, or the satisfaction of its obligations pursuant to any contract or security, outstanding on the date that the payment of contract adjustment payments is deferred requiring NEE to purchase, redeem or acquire its capital stock;
|
•
|
as a result of a reclassification of NEE’s capital stock or the exchange or conversion of all or a portion of one class or series of its capital stock, or the capital stock of one of its subsidiaries, for another class or series of its capital stock;
|
•
|
any exchange, redemption or conversion of any class or series of its indebtedness for any class or series of its capital stock;
|
•
|
the purchase of fractional interests in shares of NEE capital stock pursuant to the conversion or exchange provisions of the capital stock or the security being converted or exchanged, or in connection with the settlement of stock purchase contracts;
|
•
|
dividends or other distributions paid or made in NEE capital stock (or rights to acquire NEE capital stock), or repurchases, redemptions or acquisitions of capital stock in connection with the issuance or exchange of capital stock (or of securities convertible into or exchangeable for shares of NEE capital stock) and distributions in connection with the settlement of stock purchase contracts); or
|
•
|
redemptions, exchanges or repurchases of, or with respect to, any rights outstanding under a shareholder rights plan or the declaration or payment thereunder of a dividend or other distribution of or with respect to rights in the future.
|
•
|
such fixed settlement rate by
|
•
|
a fraction, the numerator of which shall be the number of shares of NEE common stock outstanding at the close of business on the date fixed for such determination and the denominator of which shall be the sum of such number of shares and the total number of shares constituting such dividend or other distribution.
|
•
|
such fixed settlement rate by
|
•
|
a fraction, the numerator of which shall be the number of shares of NEE common stock outstanding at the close of business on the date fixed for such determination plus the number of shares of NEE common stock which the aggregate consideration expected to be received by NEE upon the exercise, conversion or exchange of such rights, options, warrants or other securities would purchase at such current market price and the denominator of which shall be the number of shares of NEE common stock outstanding at the close of business on the date fixed for such determination plus the number of shares of NEE common stock so offered for subscription or purchase, either directly or indirectly.
|
•
|
such fixed settlement rate by
|
•
|
a fraction, the numerator of which shall be the current market price on the date fixed for such determination less the then fair market value (as determined in good faith by NEE’s board of directors, whose good faith determination will be conclusive) of the portion of the assets or evidences of indebtedness so distributed applicable to one share of NEE common stock and the denominator of which shall be such current market price.
|
•
|
such fixed settlement rate by
|
•
|
a fraction, the numerator of which shall be the current market price of NEE common stock and the denominator of which shall be such current market price plus the fair market value (as determined in good faith by NEE’s board of directors, whose good faith determination will be conclusive) of those shares of capital stock or similar equity interests so distributed applicable to one share of common stock.
|
•
|
the tenth trading day from and including the effective date of the spin‑off; and
|
•
|
in the case of any spin‑off that is effected simultaneously with an initial public offering of the securities being distributed in the spin‑off, the date on which the initial public offering price of the securities being offered in such initial public offering is determined.
|
•
|
each fixed settlement rate by
|
•
|
a fraction, the numerator of which shall be equal to the current market price on the date fixed for such determination less the per share amount of the distribution and the denominator of which shall be equal to such current market price minus the reference dividend.
|
•
|
each fixed settlement rate immediately prior to the close of business on the date of the expiration time by
|
•
|
a fraction (A) the numerator of which shall be equal to (i) the product of (x) the current market price of NEE common stock on the date of the expiration time and (y) the number of shares of common stock outstanding (including any tendered or exchanged shares) on the date of the expiration time less (ii) the amount of cash plus the fair market value (as determined in good faith by NEE’s board of directors, whose good faith determination will be conclusive) of the aggregate consideration if any, other than cash, payable to shareholders pursuant to the tender offer or exchange offer (assuming the acceptance, up to any maximum specified in the terms of the tender offer or exchange offer, of reacquired shares), and (B) the denominator of which shall be equal to the product of (i) the current market price on the date of the expiration time and (ii) the result of (x) the number of shares of NEE common stock outstanding (including any tendered or exchanged shares) on the date of the expiration time less (y) the number of all shares validly tendered pursuant to the tender offer or exchange offer, not withdrawn and accepted on the date of the expiration time (such validly tendered or exchanged shares, up to any such maximum, being referred to as the “reacquired shares”).
|
•
|
any consolidation or merger of NEE with or into another person or of another person with or into NEE, except in cases where NEE is the continuing entity and NEE common stock outstanding immediately prior to the consolidation or merger is not exchanged for cash, securities or other property of NEE or another person;
|
•
|
any sale, transfer, lease or conveyance to another person of the property of NEE as an entirety or substantially as an entirety;
|
•
|
any statutory share exchange business combination of NEE with another person (other than a statutory share exchange business combination in which NEE is the continuing entity and in which NEE common stock outstanding immediately prior to the statutory share exchange business combination is not exchanged for cash, securities or other property of NEE or another person); or
|
•
|
any liquidation, dissolution or winding up of NEE (other than as a result of, or after the occurrence of, bankruptcy, insolvency or reorganization of NEE).
|
•
|
upon the issuance of any shares of NEE common stock pursuant to any present or future plan providing for the direct investment in NEE common stock or the reinvestment of dividends or interest payable on NEE’s securities or investment of additional optional amounts in shares of NEE common stock under any plan;
|
•
|
upon the issuance of any shares of NEE common stock or options or rights to purchase those shares pursuant to any present or future employee, director or consultant compensation or other benefit plan or program of or assumed by NEE or any of its subsidiaries;
|
•
|
upon the issuance of any shares of NEE common stock pursuant to any option, warrant, right or any exercisable, exchangeable or convertible security outstanding as of the date the Equity Units were first issued;
|
•
|
for a change in the par value or no par value of the common stock;
|
•
|
for accumulated and unpaid dividends, other than as discussed under this “—Anti-dilution Adjustments” section; or
|
•
|
upon the issuance of shares of NEE common stock or securities convertible into, or exercisable or exchangeable for, NEE common stock, in public or private transactions, for consideration in cash or property, at any price NEE deems appropriate.
|
•
|
in the case of Corporate Units, to substitute Treasury securities for the related NEE Capital debentures or the applicable ownership interest in the Treasury portfolio, as the case may be, as provided for under “Description of the Equity Units—Creating Treasury Units by Substituting a Treasury Security for a NEE Capital Debenture;”
|
•
|
in the case of Treasury Units, to substitute NEE Capital debentures or the applicable ownership interest in the Treasury portfolio, as the case may be, for the related Treasury securities, as provided for under “Description of the Equity Units—Recreating Corporate Units;” or
|
•
|
upon the termination, early settlement or cash settlement of the related purchase contracts.
|
•
|
to evidence the succession of another person to NEE’s obligations;
|
•
|
to add to the covenants for the benefit of holders or to surrender any right or power of NEE under those agreements;
|
•
|
to evidence and provide for the acceptance of appointment of a successor purchase contract agent or a successor collateral agent, custodial agent or securities intermediary;
|
•
|
to cure any ambiguity, to correct or supplement any provisions that may be inconsistent with any other provision or to make such other provisions with respect to matters or questions arising under the purchase contract agreement and the pledge agreement, respectively, that do not adversely affect the interests of any holders in any material respect, provided that any amendment made solely to conform the provisions of the purchase contract agreement and the pledge agreement, respectively, to the description of the Equity Units contained in the prospectus supplement relating to the Equity Units, the purchase contracts and the other components of the Equity Units will not be deemed to adversely affect the interests of the holders; or
|
•
|
in the case of the purchase contract agreement only, to make provision with respect to the rights of holders pursuant to adjustments due to consolidations, mergers or other reorganization events.
|
•
|
change any payment date;
|
•
|
change the amount or type of pledged securities related to the purchase contract;
|
•
|
impair the right of the holder of any Equity Unit to receive distributions on the pledged securities or otherwise adversely affect the holder’s rights in or to the pledged securities;
|
•
|
reduce any contract adjustment payments or any deferred contract adjustment payments, or change the place or currency of payment;
|
•
|
impair the right to institute suit for the enforcement of the purchase contract, any contract adjustment payments or any deferred contract adjustment payments;
|
•
|
except as required pursuant to any anti‑dilution adjustment, reduce the number of shares of NEE common stock or the amount of any other property purchasable under a purchase contract, increase the price to purchase NEE common stock or any other property upon settlement of any purchase contract, change the purchase contract settlement date or the right to early settlement or fundamental change
|
•
|
reduce the percentage of outstanding purchase contracts the consent of the holders of which is required for the modification or amendment of the provisions of the purchase contracts, the purchase contract agreement or the pledge agreement.
|
•
|
NEE is the continuing entity, or the successor entity is an entity organized and existing under the laws of the United States, any state thereof or the District of Columbia and expressly assumes NEE’s obligations under the purchase contracts, the purchase contract agreement, the pledge agreement, the guarantee agreement and the remarketing agreement; and
|
•
|
NEE or the successor entity is not, immediately after the merger, consolidation, sale, assignment, transfer, lease or conveyance, in default of its payment obligations under the purchase contracts, the purchase contract agreement, the pledge agreement, the guarantee agreement or the remarketing agreement or in material default in the performance of any of its other obligations under these agreements.
|
•
|
the business day immediately preceding the earliest of
|
•
|
any early settlement date,
|
•
|
any fundamental change early settlement date, or
|
•
|
the purchase contract settlement date or
|
•
|
the date on which the purchase contracts have terminated.
|
•
|
the guarantee agreement, dated as of June 1, 1999, between NEE, as guarantor, and The Bank of New York Mellon, as guarantee trustee, ceases to be in full force and effect;
|
•
|
a court issues a decree ordering or acknowledging the bankruptcy or insolvency of NEE, or appointing a custodian, receiver or other similar official for NEE, or ordering the winding up or liquidation of its affairs, and the decree remains in effect for 90 days; or
|
•
|
NEE seeks or consents to relief under federal or state bankruptcy or insolvency laws, or to the appointment of a custodian, receiver or other similar official for NEE, or makes an assignment for the benefit of its creditors, or admits in writing that it is bankrupt or insolvent.
|
•
|
prior to September 1, 2022, if the purchase contracts have been previously or concurrently terminated as described in “Description of the Purchase Contracts—Termination of Purchase Contracts,” the mandatory redemption price will be equal to the principal amount of each NEE Capital debenture plus accrued and unpaid interest, if any, to, but excluding, the date of redemption;
|
•
|
prior to September 1, 2022, if the purchase contracts have not been so previously or concurrently terminated, the mandatory redemption price will be equal to, for each NEE Capital debenture, the redemption amount described below under “—Special Event Redemption” plus accrued and unpaid interest, if any, to, but excluding, the date of redemption, and such redemption price will be distributed to the collateral agent, as described below under “—Special Event Redemption”; or
|
•
|
on or after September 1, 2022, the mandatory redemption price will be equal to the principal amount of each NEE Capital debenture plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.
|
•
|
in the case of a special event redemption occurring prior to the earlier of (1) a successful remarketing or (2) the purchase contract settlement date, for each NEE Capital debenture, the product of the principal amount of that NEE Capital debenture and a fraction, the numerator of which is the Treasury portfolio purchase price and the denominator of which is the aggregate principal amount of the NEE Capital debentures included in Corporate Units on the special event redemption date, and
|
•
|
in the case of a special event redemption occurring on or after the earlier of (1) a successful remarketing or (2) the purchase contract settlement date, for each NEE Capital debenture outstanding on the special event redemption date, the principal amount of the NEE Capital debenture.
|
•
|
U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to August 31, 2022 in an aggregate amount at maturity equal to the aggregate principal amount of the NEE Capital debentures which are a component of the Corporate Units; and
|
•
|
with respect to each scheduled interest payment date on the NEE Capital debentures that occurs after the special event redemption date and on or prior to September 1, 2022, U.S. Treasury securities (or principal or interest strips thereof) that mature on or prior to such scheduled interest payment date in an aggregate amount at maturity equal to the aggregate interest payment that would be due on the aggregate principal amount of the NEE Capital debentures which would have been components of the Corporate Units on that date (assuming no special event redemption) and assuming that interest accrued from and including the immediately preceding interest payment date to which interest has been paid.
|
(1)
|
as of the close of business on a date that the indenture trustee selects, which may not be more than 15 days or less than 10 days before the date that NEE Capital proposes to pay the defaulted interest, or
|
(2)
|
in any other lawful manner that does not violate the requirements of any securities exchange on which that Offered Senior Debt Security is listed and that the indenture trustee believes is practicable. (Indenture, Section 307).
|
(1)
|
money in an amount that will be sufficient to pay all or that portion of the principal, premium, if any, and interest due and to become due on those Senior Debt Securities, on or prior to their maturity, or
|
(2)
|
in the case of a deposit made prior to the maturity of that series of Senior Debt Securities,
|
(a)
|
direct obligations of, or obligations unconditionally guaranteed by, the United States and entitled to the benefit of its full faith and credit that do not contain provisions permitting their redemption or other prepayment at the option of their issuer, and
|
(b)
|
certificates, depositary receipts or other instruments that evidence a direct ownership interest in those obligations or in any specific interest or principal payments due in respect of those obligations that do not contain provisions permitting their redemption or other prepayment at the option of their issuer,
|
(3)
|
a combination of (1) and (2) that will be sufficient to pay all or that portion of the principal, premium, if any, and interest due and to become due on those Senior Debt Securities, on or prior to their maturity. (Indenture, Section 701).
|
(1)
|
any lien on capital stock created at the time NEE Capital acquires that capital stock, or within 270 days after that time, to secure all or a portion of the purchase price for that capital stock,
|
(2)
|
any lien on capital stock existing at the time NEE Capital acquires that capital stock (whether or not NEE Capital assumes the obligations secured by the lien and whether or not the lien was created in contemplation of the acquisition),
|
(3)
|
any extensions, renewals or replacements of the liens described in (1) and (2) above, or of any indebtedness secured by those liens; provided, that,
|
(a)
|
the principal amount of indebtedness secured by those liens immediately after the extension, renewal or replacement may not exceed the principal amount of indebtedness secured by those liens immediately before the extension, renewal or replacement, and
|
(b)
|
the extension, renewal or replacement lien is limited to no more than the same proportion of all shares of capital stock as were covered by the lien that was extended, renewed or replaced, or
|
(4)
|
any lien arising in connection with court proceedings; provided that, either
|
(a)
|
the execution or enforcement of that lien is effectively stayed within 30 days after entry of the corresponding judgment (or the corresponding judgment has been discharged within that 30 day period) and the claims secured by that lien are being contested in good faith by appropriate proceedings,
|
(b)
|
the payment of that lien is covered in full by insurance and the insurance company has not denied or contested coverage, or
|
(c)
|
so long as that lien is adequately bonded, any appropriate legal proceedings that have been duly initiated for the review of the corresponding judgment, decree or order have not been fully terminated or the periods within which those proceedings may be initiated have not expired.
|
(1)
|
Consolidated Shareholders’ Equity,
|
(2)
|
Consolidated Indebtedness for borrowed money (exclusive of any amounts which are due and payable within one year); and, without duplication, and
|
(3)
|
any preference or preferred stock of NEE Capital or any Consolidated Subsidiary which is subject to mandatory redemption or sinking fund provisions.
|
(1)
|
indebtedness secured by property of NEE Capital or any of its Consolidated Subsidiaries whether or not NEE Capital or such Consolidated Subsidiary is liable for the payment thereof unless, in the case that NEE Capital or such Consolidated Subsidiary is not so liable, such property has not been included among the assets of NEE Capital or such Consolidated Subsidiary on such balance sheet,
|
(2)
|
deferred liabilities, and
|
(3)
|
indebtedness of NEE Capital or any of its Consolidated Subsidiaries that is expressly subordinated in right and priority of payment to other liabilities of NEE Capital or such Consolidated Subsidiary.
|
(1)
|
NEE Capital to place liens on any of its assets other than the capital stock of directly held, majority-owned subsidiaries,
|
(2)
|
NEE Capital or NEE to cause the transfer of its assets or those of its subsidiaries, including the capital stock covered by the foregoing restrictions,
|
(3)
|
NEE to place liens on any of its assets, or
|
(4)
|
any of the direct or indirect subsidiaries of NEE Capital or NEE (other than NEE Capital) to place liens on any of their assets.
|
(1)
|
the entity formed by that consolidation, or the entity into which NEE Capital is merged, or the entity that acquires or leases NEE Capital’s properties and assets, is an entity organized and existing under the laws of the United States, any state or the District of Columbia and that entity expressly assumes NEE Capital’s obligations on all Senior Debt Securities and under the Indenture,
|
(2)
|
immediately after giving effect to the transaction, no event of default under the Indenture and no event that, after notice or lapse of time or both, would become an event of default under the Indenture exists, and
|
(3)
|
NEE Capital delivers an officer’s certificate and an opinion of counsel to the indenture trustee, as provided in the Indenture. (Indenture, Section 1101).
|
(1)
|
failure to pay interest on the Senior Debt Securities of that series within 30 days after it is due,
|
(2)
|
failure to pay principal or premium, if any, on the Senior Debt Securities of that series when it is due,
|
(3)
|
failure to perform, or breach of, any other covenant or warranty in the Indenture, other than a covenant or warranty that does not relate to that series of Senior Debt Securities, that continues for 90 days after (i) NEE Capital receives written notice of such failure to comply from the indenture trustee or (ii) NEE Capital and the indenture trustee receive written notice of such failure to comply from the registered owners of at least 33% in principal amount of the Senior Debt Securities of that series,
|
(4)
|
certain events of bankruptcy, insolvency or reorganization of NEE Capital, or
|
(5)
|
any other event of default specified with respect to the Senior Debt Securities of that series. (Indenture, Section 801).
|
(1)
|
NEE consolidates with or merges into any other entity or conveys, transfers or leases substantially all of its properties and assets to any entity, unless
|
(a)
|
the entity formed by such consolidation or into which NEE is merged, or the entity to which NEE conveys, transfers or leases substantially all of its properties and assets is an entity organized and existing under the laws of the United States, any state thereof or the District of Columbia, and expressly assumes the obligations of NEE under the guarantee agreement; and
|
(b)
|
immediately after giving effect to such transaction, no event of default under the indenture and no event that, after notice or lapse of time or both, would become an event of default under the indenture, shall have occurred and be continuing; or
|
(2)
|
NEE Capital fails to redeem any of the NEE Capital debentures that it is required to redeem as described under “—Mandatory Redemption” above.
|
(1)
|
NEE Capital pays or deposits with the indenture trustee a sum sufficient to pay:
|
(a)
|
all overdue interest on all Senior Debt Securities of that series,
|
(b)
|
the principal of and any premium on any Senior Debt Securities of that series that have become due for reasons other than that declaration, and interest that is then due,
|
(c)
|
interest on overdue interest for that series, and
|
(d)
|
all amounts then due to the indenture trustee under the Indenture, and
|
(2)
|
any other event of default with respect to the Senior Debt Securities of that series has been cured or waived as provided in the Indenture. (Indenture, Section 802).
|
(1)
|
that registered owner has previously given to the indenture trustee written notice of a continuing event of default with respect to the Senior Debt Securities of that series,
|
(2)
|
the registered owners of a majority in aggregate principal amount of the outstanding Senior Debt Securities of all series in respect of which an event of default under the Indenture exists, considered as one class, have made written request to the indenture trustee to institute that proceeding in its own name as trustee, and have offered reasonable indemnity to the indenture trustee against related costs, expenses and liabilities,
|
(3)
|
the indenture trustee for 60 days after its receipt of that notice, request and offer of indemnity has failed to institute any such proceeding, and
|
(4)
|
no direction inconsistent with that request was given to the indenture trustee during this 60 day period by the registered owners of a majority in aggregate principal amount of the outstanding Senior Debt Securities of all series in respect of which an event of default under the Indenture exists, considered as one class. (Indenture, Section 807).
|
(1)
|
to provide for the assumption by any permitted successor to NEE Capital of NEE Capital’s obligations under the Indenture and the Senior Debt Securities in the case of a merger or consolidation or a conveyance, transfer or lease of NEE Capital’s properties and assets substantially as an entirety,
|
(2)
|
to add covenants of NEE Capital or to surrender any right or power conferred upon NEE Capital by the Indenture,
|
(3)
|
to add any additional events of default,
|
(4)
|
to change, eliminate or add any provision of the Indenture, provided that if that change, elimination or addition will materially adversely affect the interests of the registered owners of Senior Debt Securities of any series or tranche, that change, elimination or addition will become effective with respect to that particular series or tranche only
|
(a)
|
when the required consent of the registered owners of Senior Debt Securities of that particular series or tranche has been obtained, or
|
(b)
|
when no Senior Debt Securities of that particular series or tranche remain outstanding under the Indenture,
|
(5)
|
to provide collateral security for all but not a part of the Senior Debt Securities,
|
(6)
|
to create the form or terms of Senior Debt Securities of any other series or tranche,
|
(7)
|
to provide for the authentication and delivery of bearer securities and the related coupons and for other matters relating to those bearer securities,
|
(8)
|
to accept the appointment of a successor Indenture Trustee with respect to the Senior Debt Securities of one or more series and to change any of the provisions of the Indenture as necessary to provide for the administration of the trusts under the Indenture by more than one trustee,
|
(9)
|
to add procedures to permit the use of a non-certificated system of registration for all, or any series or tranche of, the Senior Debt Securities,
|
(10)
|
to change any place where
|
(a)
|
the principal of and premium, if any, and interest on all, or any series or tranche of, Senior Debt Securities are payable,
|
(b)
|
all, or any series or tranche of, Senior Debt Securities may be surrendered for registration, transfer, or exchange, and
|
(c)
|
notices and demands to or upon NEE Capital in respect of Senior Debt Securities and the Indenture may be served, or
|
(11)
|
to cure any ambiguity or inconsistency or to add or change any other provisions with respect to matters and questions arising under the Indenture, provided those changes or additions may not materially adversely affect the interests of the registered owners of Senior Debt Securities of any series or tranche. (Indenture, Section 1201).
|
(1)
|
change the dates on which the principal of or interest on a Senior Debt Security is due without the consent of the registered owner of that Senior Debt Security,
|
(2)
|
reduce any Senior Debt Security’s principal amount or rate of interest (or the amount of any installment of that interest) or change the method of calculating that rate without the consent of the registered owner of that Senior Debt Security,
|
(3)
|
reduce any premium payable upon the redemption of a Senior Debt Security without the consent of the registered owner of that Senior Debt Security,
|
(4)
|
change the currency (or other property) in which a Senior Debt Security is payable without the consent of the registered owner of that Senior Debt Security,
|
(5)
|
impair the right to sue to enforce payments on any Senior Debt Security on or after the date that it states that the payment is due (or, in the case of redemption, on or after the redemption date) without the consent of the registered owner of that Senior Debt Security,
|
(6)
|
reduce the percentage in principal amount of the outstanding Senior Debt Securities of any series or tranche whose owners must consent to an amendment, supplement or waiver without the consent of the registered owner of each outstanding Senior Debt Security of that particular series or tranche,
|
(7)
|
reduce the requirements for quorum or voting of any series or tranche without the consent of the registered owner of each outstanding Senior Debt Security of that particular series or tranche, or
|
(8)
|
modify certain of the provisions of the Indenture relating to supplemental indentures, waivers of certain covenants and waivers of past defaults with respect to the Senior Debt Securities of any series or tranche, without the consent of the registered owner of each outstanding Senior Debt Security affected by the modification.
|
(1)
|
no event of default under the Indenture or event that, after notice or lapse of time, or both, would become an event of default under the Indenture exists, and
|
(2)
|
NEE Capital has delivered to the indenture trustee a resolution of its Board of Directors appointing a successor trustee and that successor trustee has accepted that appointment in accordance with the terms of the Indenture. (Indenture, Section 910).
|
•
|
the Depositary notifies NEE Capital that it is unwilling or unable to continue as a Depositary for the global security certificates and no successor depositary has been appointed within 90 days after this notice,
|
•
|
the Depositary at any time ceases to be a clearing agency registered under the Securities Exchange Act of 1934 at which time the Depositary is required to be so registered to act as the Depositary and no successor depositary has been appointed within 90 days after NEE Capital learns that the Depositary has ceased to be so registered, or
|
•
|
NEE Capital determines in its sole discretion that it will no longer have NEE Capital debentures represented by global securities or permit any the global security certificates to be exchangeable,
|
(1)
|
direct the time, method and place of conducting any proceeding for any remedy available to the Guarantee Trustee under the Guarantee Agreement, or
|
(2)
|
direct the exercise of any trust or power conferred upon the Guarantee Trustee under the Guarantee Agreement. (Guarantee Agreement, Section 3.01).
|
•
|
an individual who is a citizen or resident of the United States;
|
•
|
a corporation (or any other entity treated as a corporation for U.S. federal income tax purposes) created or organized in or under the laws of the United States or any state thereof or the District of Columbia;
|
•
|
an estate the income of which is subject to U.S. federal income taxation regardless of its source; or
|
•
|
a trust if (a) a court within the United States is able to exercise primary supervision over the administration of the trust and one or more U.S. persons have the authority to control all substantial decisions of the trust or (b) the trust has in effect a valid election to be treated as a domestic trust for U.S. federal income tax purposes.
|
•
|
to require holders, regardless of their usual method of tax accounting, to use an accrual method with respect to the interest income on their applicable ownership interests in NEE Capital debentures;
|
•
|
for all accrual periods until the Reset Date, and possibly for accrual periods thereafter with respect to applicable ownership interests in NEE Capital debentures, to require holders to accrue interest income in excess of interest payments actually received; and
|
•
|
generally to result in ordinary, rather than capital, treatment of any gain or loss on the sale, exchange or other disposition of applicable ownership interests in NEE Capital debentures.
|
•
|
included in holders’ income, but not paid to them, should increase their adjusted tax basis in the purchase contract; and
|
•
|
paid to holders, but not included in their income, should either reduce their adjusted tax basis in the purchase contract or result in an increase in the amount realized on the disposition of the purchase contract.
|
•
|
on the Series I Junior Subordinated Debentures at the rate of 5.125% per year,
|
•
|
on the Series J Junior Subordinated Debentures, at the rate of 5.00% per year,
|
•
|
on the Series K Junior Subordinated Debentures, at the rate of 5.25% per year, and
|
•
|
on the Series N Junior Subordinated Debentures at the rate of 5.65% per year.
|
•
|
the Series I Junior Subordinated Debentures will mature on November 15, 2072,
|
•
|
the Series J Junior Subordinated Debentures will mature on January 15, 2073,
|
•
|
the Series K Junior Subordinated Debentures will mature on June 1, 2076, and
|
•
|
the Series N Junior Subordinated Debentures will mature on March 1, 2079.
|
•
|
on the Series I Junior Subordinated Debentures on February 15, May 15, August 15 and November 15 of each year,
|
•
|
on the Series J Junior Subordinated Debentures on January 15, April 15, July 15 and October 15 of each year,
|
•
|
on the Series K Junior Subordinated Debentures on March 1, June 1, September 1 and December 1 of each year, and
|
•
|
on the Series N Junior Subordinated Debentures on March 1, June 1, September 1 and December 1 of each year,
|
•
|
on the Series I Junior Subordinated Debentures was February 15, 2013,
|
•
|
on the Series J Junior Subordinated Debentures was April 15, 2013,
|
•
|
on the Series K Junior Subordinated Debentures was September 1, 2016, and
|
•
|
on the Series N Junior Subordinated Debentures was June 1, 2019.
|
•
|
obligations for borrowed money, including without limitation, such obligations as are evidenced by credit agreements, notes, debentures, bonds or other securities or instruments;
|
•
|
capitalized lease obligations;
|
•
|
all obligations of the types referred to in the two preceding bullet points of others which NEE or NEE Capital, as the case may be, has assumed, endorsed, guaranteed, contingently agreed to purchase or provide funds for the payment of, or otherwise becomes liable for, under any agreement; or
|
•
|
all renewals, extensions or refundings of obligations of the kinds described in any of the preceding categories.
|
•
|
certain events of bankruptcy, insolvency or reorganization of NEE Capital;
|
•
|
any Senior Indebtedness of NEE Capital is not paid when due (after the expiration of any applicable grace period) and that default continues without waiver; or
|
•
|
any other default has occurred and continues without waiver (after the expiration of any applicable grace period) pursuant to which the holders of Senior Indebtedness of NEE Capital are permitted to accelerate the maturity of such Senior Indebtedness.
|
•
|
indebtedness and other securities that, among other things, by its terms ranks equally with the Junior Subordinated Debentures, with respect to NEE Capital, and the Junior Subordinated Guarantee, with respect to NEE, in right of payment and upon liquidation; and
|
•
|
guarantees of indebtedness or other securities described in the preceding bullet point.
|
•
|
at any time on or after June 1, 2021 with respect to the Series K Junior Subordinated Debentures,
|
•
|
at any time on or after June 15, 2024 with respect to the Series N Junior Subordinated Debentures, and
|
•
|
at any time with respect to the Series I Junior Subordinated Debentures and the Series J Junior Subordinated Debentures,
|
•
|
June 1, 2021 with respect to the Series K Junior Subordinated Debentures, and
|
•
|
June 15, 2024 with respect to the Series N Junior Subordinated Debentures,
|
•
|
any amendment to, clarification of, or change, including any announced prospective change, in the laws or treaties of the United States or any of its political subdivisions or taxing authorities, or any regulations under those laws or treaties;
|
•
|
an administrative action, which means any judicial decision or any official administrative pronouncement, ruling, regulatory procedure, notice or announcement including any notice or announcement of intent to issue or adopt any administrative pronouncement, ruling, regulatory procedure or regulation;
|
•
|
any amendment to, clarification of, or change in the official position or the interpretation of any administrative action or judicial decision or any interpretation or pronouncement that provides for a position with respect to an administrative action or judicial decision that differs from the previously generally accepted position, in each case by any legislative body, court, governmental authority or regulatory body, regardless of the time or manner in which that amendment, clarification or change is introduced or made known; or
|
•
|
a threatened challenge asserted in writing in connection with an audit of NEE or NEE Capital or any of their subsidiaries, or a publicly-known threatened challenge asserted in writing against any other taxpayer that has raised capital through the issuance of securities that are substantially similar to the Junior Subordinated Debentures,
|
•
|
June 1, 2021 (with respect to the Series K Junior Subordinated Debentures), or
|
•
|
June 15, 2024 (with respect to the Series N Junior Subordinated Debentures), at the redemption price equal to the sum of (1) 102% of the principal amount of the applicable Junior Subordinated Debentures being redeemed plus (2) accrued and unpaid interest thereon, if any, to but excluding the date fixed for redemption (“Rating Agency Event Redemption Date”).
|
•
|
declare or pay any dividend or distribution on NEE’s or NEE Capital’s capital stock;
|
•
|
redeem, purchase, acquire or make a liquidation payment with respect to any of NEE’s or NEE Capital’s capital stock;
|
•
|
pay any principal, interest or premium on, or repay, repurchase or redeem any of NEE’s or NEE Capital’s debt securities that are equal or junior in right of payment with the Junior Subordinated Debentures or the Junior Subordinated Guarantee (as the case may be); or
|
•
|
make any payments with respect to any NEE or NEE Capital guarantee of debt securities if such guarantee is equal or junior in right of payment to the Junior Subordinated Debentures or the Junior Subordinated Guarantee (as the case may be),
|
(a)
|
purchases, redemptions or other acquisitions of its capital stock in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of employees, officers, directors or agents or a stock purchase or dividend reinvestment plan, or the satisfaction of its obligations pursuant to any contract or security outstanding on the date that the payment of interest is deferred requiring it to purchase, redeem or acquire its capital stock,
|
(b)
|
any payment, repayment, redemption, purchase, acquisition or declaration of dividend listed as restricted payments in clauses (1) and (2) above as a result of a reclassification of its capital stock or the exchange or conversion of all or a portion of one class or series of its capital stock for another class or series of its capital stock,
|
(c)
|
the purchase of fractional interests in shares of its capital stock pursuant to the conversion or exchange provisions of its capital stock or the security being converted or exchanged, or in connection with the settlement of stock purchase contracts,
|
(d)
|
dividends or distributions paid or made in its capital stock (or rights to acquire its capital stock), or repurchases, redemptions or acquisitions of capital stock in connection with the issuance or exchange of capital stock (or of securities convertible into or exchangeable for shares of its capital stock) and distributions in connection with the settlement of stock purchase contracts,
|
(e)
|
redemptions, exchanges or repurchases of, or with respect to, any rights outstanding under a shareholder rights plan or the declaration or payment thereunder of a dividend or distribution of or with respect to rights in the future,
|
(f)
|
payments under any preferred trust securities guarantee or guarantee of subordinated debentures executed and delivered by NEE concurrently with the issuance by a trust of any preferred trust securities, so long as the amount of payments made with respect to any preferred trust securities or subordinated debentures (as the case may be) is paid on all preferred trust securities or subordinated debentures (as the case may be) then outstanding on a pro rata basis in proportion to the full distributions to which each series of preferred trust securities or subordinated debentures (as the case may be) is then entitled if paid in full,
|
(g)
|
payments under any guarantee of junior subordinated debentures executed and delivered by NEE (including the Junior Subordinated Guarantee), so long as the amount of payments made on any junior subordinated debentures is paid on all junior subordinated debentures then outstanding on a pro rata basis in proportion to the full payment to which each series of junior subordinated debentures is then entitled if paid in full,
|
(h)
|
dividends or distributions by NEE Capital on its capital stock to the extent owned by NEE, or
|
(i)
|
redemptions, purchases, acquisitions or liquidation payments by NEE Capital with respect to its capital stock to the extent owned by NEE. (Junior Subordinated Indenture, Section 608).
|
(1)
|
certain events of bankruptcy, insolvency or reorganization of NEE Capital,
|
(2)
|
any Senior Indebtedness of NEE Capital is not paid when due (after the expiration of any applicable grace period) and that default continues without waiver, or
|
(3)
|
any other default has occurred and continues without waiver (after the expiration of any applicable grace period) pursuant to which the holders of Senior Indebtedness of NEE Capital are permitted to accelerate the maturity of such Senior Indebtedness. (Junior Subordinated Indenture, Section 1502).
|
(1)
|
certain events of bankruptcy, insolvency or reorganization of NEE,
|
(2)
|
any Senior Indebtedness of NEE is not paid when due (after the expiration of any applicable grace period) and that default continues without waiver, or
|
(3)
|
any other default has occurred and continues without waiver (after the expiration of any applicable grace period) pursuant to which the holders of Senior Indebtedness of NEE are permitted to accelerate the maturity of such Senior Indebtedness. (Junior Subordinated Indenture, Section 1403).
|
(1)
|
as of the close of business on a date that the Junior Subordinated Indenture Trustee selects, which may not be more than 15 days or less than 10 days before the date that NEE Capital, or NEE, as the case may be, proposes to pay the defaulted interest, or
|
(2)
|
in any other lawful manner that does not violate the requirements of any securities exchange on which that Junior Subordinated Debenture is listed and that the Junior Subordinated Indenture Trustee believes is practicable. (Junior Subordinated Indenture, Section 307).
|
(1)
|
money in an amount that will be sufficient to pay all or that portion of the principal, premium, if any, and interest due and to become due on those Junior Subordinated Indenture Securities, on or prior to their maturity, or
|
(2)
|
in the case of a deposit made prior to the maturity of that series of Junior Subordinated Indenture Securities,
|
(a)
|
direct obligations of, or obligations unconditionally guaranteed by, the United States and entitled to the benefit of its full faith and credit that do not contain provisions permitting their redemption or other prepayment at the option of their issuer, and
|
(b)
|
certificates, depositary receipts or other instruments that evidence a direct ownership interest in those obligations or in any specific interest or principal payments due in respect of those obligations that do not contain provisions permitting their redemption or other prepayment at the option of their issuer,
|
(3)
|
a combination of (1) and (2) that will be sufficient to pay all or that portion of the principal, premium, if any, and interest due and to become due on those Junior Subordinated Indenture Securities, on or prior to their maturity. (Junior Subordinated Indenture, Section 701).
|
(1)
|
the entity formed by that consolidation, or the entity into which NEE Capital or NEE, as the case may be, is merged, or the entity that acquires or leases the properties and assets of NEE Capital or NEE, as the case may be, is an entity organized and existing under the laws of the United States, any state or the District of Columbia and that entity expressly assumes NEE Capital’s or NEE’s, as the case may be, obligations on all Junior Subordinated Indenture Securities and under the Junior Subordinated Indenture,
|
(2)
|
immediately after giving effect to the transaction, no event of default under the Junior Subordinated Indenture and no event that, after notice or lapse of time or both, would become an event of default under the Junior Subordinated Indenture exists, and
|
(3)
|
NEE Capital or NEE, as the case may be, delivers an officer’s certificate and an opinion of counsel to the Junior Subordinated Indenture Trustee, as provided in the Junior Subordinated Indenture. (Junior Subordinated Indenture, Section 1101).
|
(a)
|
any consolidation or merger after the consummation of which NEE Capital or NEE, as the case may be, would be the surviving or resulting entity,
|
(b)
|
any consolidation of NEE Capital with NEE or any other entity all of the outstanding voting securities of which are owned, directly or indirectly, by NEE, or any merger of any such entity into any other of such entities, or any conveyance or other transfer, or lease, of properties or assets by any thereof to any other thereof,
|
(c)
|
any conveyance or other transfer, or lease, of any part of the properties or assets of NEE Capital or NEE which does not constitute the entirety, or substantially the entirety, thereof,
|
(d)
|
the approval by NEE Capital or NEE of or the consent by NEE Capital or NEE to any consolidation or merger to which any direct or indirect subsidiary or affiliate of NEE Capital or NEE, as the case requires, may be a party, or any conveyance, transfer or lease by any such subsidiary or affiliate of any or all of its properties or assets, or
|
(e)
|
any other transaction not contemplated by (1), (2) or (3) in the preceding paragraph. (Junior Subordinated Indenture, Section 1103).
|
(1)
|
failure to pay interest on the Junior Subordinated Indenture Securities of that series within 30 days after it is due (provided, however, that a failure to pay interest during a valid optional deferral period will not constitute an event of default),
|
(2)
|
failure to pay principal or premium, if any, on the Junior Subordinated Indenture Securities of that series when it is due,
|
(3)
|
failure to perform, or breach of, any other covenant or warranty in the Junior Subordinated Indenture, other than a covenant or warranty that does not relate to that series of Junior Subordinated Indenture Securities, that continues for 90 days after (i) NEE Capital and NEE receive written notice of such failure to comply from the Junior Subordinated Indenture Trustee or (ii) NEE Capital, NEE and the Junior Subordinated Indenture Trustee receive written notice of such failure to comply from the
|
(4)
|
certain events of bankruptcy, insolvency or reorganization of NEE Capital or NEE, or
|
(5)
|
with certain exceptions, the Junior Subordinated Guarantee ceases to be effective, is found by a judicial proceeding to be unenforceable or invalid or is denied or disaffirmed by NEE.
|
•
|
if any event of default, other than an event of default listed in item (3) above exists, and such event of default is not applicable to all outstanding securities issued under the Junior Subordinated Indenture, then either the Subordinated Indenture Trustee or the registered owners of at least 33% in aggregate principal amount of the Junior Subordinated Indenture Securities of each of the affected series may declare the principal of and accrued but unpaid interest on all the Junior Subordinated Indenture Securities of that series to be due and payable immediately; or
|
•
|
if any event of default, other than an event of default listed in item (3) above, is applicable to all outstanding Junior Subordinated Indenture Securities, then only the Subordinated Indenture Trustee or the registered owners of at least 33% in aggregate principal amount of all outstanding Junior Subordinated Indenture Securities of all series, voting as one class, and not the registered owners of any one series, may make a declaration of acceleration.
|
(1)
|
NEE Capital or NEE pays or deposits with the Junior Subordinated Indenture Trustee a sum sufficient to pay:
|
(a)
|
all overdue interest, if any, on all Junior Subordinated Indenture Securities of that series then outstanding,
|
(b)
|
the principal of and any premium on any Junior Subordinated Indenture Securities of that series that have become due for reasons other than that declaration, and interest that is then due,
|
(c)
|
interest on overdue interest for that series, and
|
(d)
|
all amounts then due to the Junior Subordinated Indenture Trustee under the Junior Subordinated Indenture, and
|
(2)
|
if, after application of money paid or deposited as described in item (1) above, Junior Subordinated Indenture Securities of that series would remain outstanding, any other event of default with respect to the Junior Subordinated Indenture Securities of that series has been cured or waived as provided in the Junior Subordinated Indenture. (Junior Subordinated Indenture, Section 802).
|
(1)
|
that registered owner has previously given to the Junior Subordinated Indenture Trustee written notice of a continuing event of default with respect to the Junior Subordinated Indenture Securities of that series,
|
(2)
|
the registered owners of a majority in aggregate principal amount of the outstanding Junior Subordinated Indenture Securities of all series in respect of which an event of default under the Junior Subordinated Indenture exists, considered as one class, have made written request to the Junior Subordinated Indenture Trustee to institute that proceeding in its own name as trustee, and have offered reasonable indemnity to the Junior Subordinated Indenture Trustee against related costs, expenses and liabilities,
|
(3)
|
the Junior Subordinated Indenture Trustee for 60 days after its receipt of that notice, request and offer of indemnity has failed to institute any such proceeding, and
|
(4)
|
no direction inconsistent with that request was given to the Junior Subordinated Indenture Trustee during this 60 day period by the registered owners of a majority in aggregate principal amount of the outstanding Junior Subordinated Indenture Securities of all series in respect of which an event of default under the Junior Subordinated Indenture exists, considered as one class. (Junior Subordinated Indenture, Section 807).
|
(1)
|
to provide for the assumption by any permitted successor to NEE Capital or NEE of NEE Capital’s or NEE’s obligations under the Junior Subordinated Indenture and the Junior Subordinated Indenture Securities in the case of a merger or consolidation or a conveyance, transfer or lease of NEE Capital or NEE’s properties and assets substantially as an entirety,
|
(2)
|
to add covenants of NEE Capital or NEE or to surrender any right or power conferred upon NEE Capital or NEE by the Junior Subordinated Indenture,
|
(3)
|
to add any additional events of default,
|
(4)
|
to change, eliminate or add any provision of the Junior Subordinated Indenture, provided that if that change, elimination or addition will materially adversely affect the interests of the registered owners of Junior Subordinated Indenture Securities of any series or tranche, that change, elimination or addition will become effective with respect to that particular series or tranche only
|
(a)
|
when the required consent of the registered owners of Junior Subordinated Indenture Securities of that particular series or tranche has been obtained, or
|
(b)
|
when no Junior Subordinated Indenture Securities of that particular series or tranche remain outstanding under the Junior Subordinated Indenture,
|
(5)
|
to provide collateral security for all but not a part of the Junior Subordinated Indenture Securities,
|
(6)
|
to create the form or terms of Junior Subordinated Indenture Securities of any other series or tranche or any Junior Subordinated Guarantees,
|
(7)
|
to provide for the authentication and delivery of bearer securities and the related coupons and for other matters relating to those bearer securities,
|
(8)
|
to accept the appointment of a successor Junior Subordinated Indenture Trustee or co-trustee with respect to the Junior Subordinated Indenture Securities of one or more series and to change any of the provisions of the Junior Subordinated Indenture as necessary to provide for the administration of the trusts under the Junior Subordinated Indenture by more than one trustee,
|
(9)
|
to add procedures to permit the use of a non-certificated system of registration for all, or any series or tranche of, the Junior Subordinated Indenture Securities,
|
(10)
|
to change any place where
|
(a)
|
the principal of and premium, if any, and interest on all, or any series or tranche of, Junior Subordinated Indenture Securities are payable,
|
(b)
|
all, or any series or tranche of, Junior Subordinated Indenture Securities may be surrendered for registration, transfer or exchange, and
|
(c)
|
notices and demands to or upon NEE Capital or NEE in respect of Junior Subordinated Indenture Securities and the Junior Subordinated Indenture may be served, or
|
(11)
|
to cure any ambiguity or inconsistency or to add or change any other provisions with respect to matters and questions arising under the Junior Subordinated Indenture, provided those changes or additions may not materially adversely affect the interests of the registered owners of Junior Subordinated Indenture Securities of any series or tranche. (Junior Subordinated Indenture, Section 1201).
|
(1)
|
change the dates on which the principal of or interest (except as described above under “—Option to Defer Interest Payments”) on a Junior Subordinated Indenture Security is due without the consent of the registered owner of that Junior Subordinated Indenture Security,
|
(2)
|
reduce any Junior Subordinated Indenture Security’s principal amount or rate of interest (or the amount of any installment of that interest) or change the method of calculating that rate without the consent of the registered owner of that Junior Subordinated Indenture Security,
|
(3)
|
reduce any premium payable upon the redemption of a Junior Subordinated Indenture Security without the consent of the registered owner of that Junior Subordinated Indenture Security,
|
(4)
|
change the currency (or other property) in which a Junior Subordinated Indenture Security is payable without the consent of the registered owner of that Junior Subordinated Indenture Security,
|
(5)
|
impair the right to sue to enforce payments on any Junior Subordinated Indenture Security on or after the date that it states that the payment is due (or, in the case of redemption, on or after the redemption date) without the consent of the registered owner of that Junior Subordinated Indenture Security,
|
(6)
|
impair the right to receive payments under the Junior Subordinated Guarantee or to institute suit for enforcement of any such payment under the Junior Subordinated Guarantee,
|
(7)
|
reduce the percentage in principal amount of the outstanding Junior Subordinated Indenture Securities of any series or tranche whose owners must consent to an amendment, supplement or waiver without the consent of the registered owner of each outstanding Junior Subordinated Indenture Security of that particular series or tranche,
|
(8)
|
reduce the requirements for quorum or voting of any series or tranche without the consent of the registered owner of each outstanding Junior Subordinated Indenture Security of that particular series or tranche, or
|
(9)
|
modify certain of the provisions of the Junior Subordinated Indenture relating to supplemental indentures, waivers of certain covenants and waivers of past defaults with respect to the Junior Subordinated Indenture Securities of any series or tranche, without the consent of the registered owner of each outstanding Junior Subordinated Indenture Security affected by the modification.
|
(1)
|
no event of default under the Junior Subordinated Indenture or event that, after notice or lapse of time, or both, would become an event of default under the Junior Subordinated Indenture exists, and
|
(2)
|
NEE Capital and NEE have delivered to the Junior Subordinated Indenture Trustee resolutions of their Boards of Directors appointing a successor trustee and that successor trustee has accepted that appointment in accordance with the terms of the Junior Subordinated Indenture. (Junior Subordinated Indenture, Section 910).
|
•
|
the Junior Subordinated Debentures will be issued in fully registered form without coupons;
|
•
|
a holder of certificated Junior Subordinated Debentures would be able to exchange those Junior Subordinated Debentures, without charge, for an equal aggregate principal amount of Junior Subordinated Debentures of the same series, having the same issue date and with identical terms and provisions; and
|
•
|
a holder of certificated Junior Subordinated Debentures would be able to transfer those Junior Subordinated Debentures without cost to another holder, other than for applicable stamp taxes or other governmental charges.
|
Annual Retainer
(payable quarterly in common stock or cash)
|
$105,000
|
Board or Committee meeting fee
|
$2,000/meeting
|
Audit Committee Chair retainer (annual)
(payable quarterly)
|
$25,000
|
Lead Director retainer (annual)
(payable quarterly)
|
$30,000
|
Compensation and Nuclear Committee Chair retainer (annual)
(payable quarterly)
|
$20,000
|
Other Committee Chair retainer (annual)
(payable quarterly)
|
$15,000
|
Annual grant of restricted stock
(under 2017 Non-Employee Directors Stock Plan)
|
That number of shares determined by dividing $170,000 by closing price of NextEra Energy common stock on effective date of grant (rounded up to the nearest 10 shares)
|
Miscellaneous
|
- Travel and Accident Insurance (including spouse coverage)
|
|
- Travel and related expenses while on Board business, and actual administrative or similar expenses incurred for Board or Committee business, are paid or reimbursed by the Company. Directors may travel on Company aircraft in accordance with the Company’s Aviation Policy (primarily to or from Board meetings and while on Board business; in limited circumstances for other reasons if the Company would incur little if any incremental cost, space is available and the aircraft is already in use for another authorized purpose - may be accompanied by immediate family members when space is available).
|
|
- Directors may participate in the Company’s Deferred Compensation Plan.
|
|
- Directors may participate in the Company’s matching gift program, which matches gifts to educational institutions to a maximum of $10,000 per donor.
|
|
Subsidiary
|
|
State or
Jurisdiction of
Incorporation
or Organization
|
|
|
|
|
1.
|
Florida Power & Light Company (100%-owned)
|
|
Florida
|
2.
|
NextEra Energy Capital Holdings, Inc. (100%-owned)
|
|
Florida
|
3.
|
NextEra Energy Resources, LLC(a)(b)
|
|
Delaware
|
4.
|
Palms Insurance Company, Limited(b)
|
|
Cayman Islands
|
(a)
|
Includes 1,467 subsidiaries that operate in the United States and 157 subsidiaries that operate in foreign countries in the same line of business as NextEra Energy Resources, LLC.
|
(b)
|
100%-owned subsidiary of NextEra Energy Capital Holdings, Inc.
|
NEE
|
|
FPL
|
||
Form S-8
|
No. 33-57673
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Form S-3
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No. 333-226056-02
|
Form S-8
|
No. 333-27079
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|
Form S-8
|
No. 333-88067
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|
Form S-8
|
No. 333-114911
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|
|
Form S-8
|
No. 333-116501
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|
Form S-8
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No. 333-130479
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|
Form S-8
|
No. 333-143739
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Form S-8
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No. 333-174799
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Form S-8
|
No. 333-220136
|
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|
Form S-3
|
No. 333-203453
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|
|
Form S-3
|
No. 333-226056
|
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|
|
1.
|
I have reviewed this Form 10-K for the annual period ended December 31, 2019 of NextEra Energy, Inc. (the registrant);
|
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:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
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):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 14, 2020
|
JAMES L. ROBO
|
James L. Robo
Chairman, President and Chief Executive Officer
of NextEra Energy, Inc.
|
1.
|
I have reviewed this Form 10-K for the annual period ended December 31, 2019 of NextEra Energy, Inc. (the registrant);
|
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:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
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):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 14, 2020
|
REBECCA J. KUJAWA
|
Rebecca J. Kujawa
Executive Vice President, Finance and Chief Financial Officer of NextEra Energy, Inc. |
1.
|
I have reviewed this Form 10-K for the annual period ended December 31, 2019 of Florida Power & Light Company (the registrant);
|
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:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
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):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 14, 2020
|
ERIC E. SILAGY
|
Eric E. Silagy
President and Chief Executive Officer
of Florida Power & Light Company
|
1.
|
I have reviewed this Form 10-K for the annual period ended December 31, 2019 of Florida Power & Light Company (the registrant);
|
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:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
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):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 14, 2020
|
REBECCA J. KUJAWA
|
Rebecca J. Kujawa
Executive Vice President, Finance
and Chief Financial Officer
of Florida Power & Light Company
|
(1)
|
The Annual Report on Form 10-K of NextEra Energy, Inc. (the registrant) for the annual period ended December 31, 2019 (Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.
|
Dated:
|
February 14, 2020
|
|
JAMES L. ROBO
|
|
|
James L. Robo
Chairman, President and Chief Executive Officer
of NextEra Energy, Inc.
|
|
|
REBECCA J. KUJAWA
|
|
|
Rebecca J. Kujawa
Executive Vice President, Finance and
Chief Financial Officer
of NextEra Energy, Inc.
|
|
(1)
|
The Annual Report on Form 10-K of Florida Power & Light Company (the registrant) for the annual period ended December 31, 2019 (Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.
|
Dated:
|
February 14, 2020
|
|
ERIC E. SILAGY
|
|
|
Eric E. Silagy
President and Chief Executive Officer
of Florida Power & Light Company
|
|
|
REBECCA J. KUJAWA
|
|
|
Rebecca J. Kujawa
Executive Vice President, Finance
and Chief Financial Officer
of Florida Power & Light Company
|
|