Delaware
|
|
35-2108964
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
801 East 86th Avenue
Merrillville, Indiana
|
|
46410
|
(Address of principal executive offices)
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|
(Zip Code)
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Page
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PART I
|
FINANCIAL INFORMATION
|
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Item 1.
|
Financial Statements - unaudited
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Condensed Statements of Consolidated (
Loss) Income (unaudited)
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|
Condensed Statements of Consolidated Comprehensive
(Loss) Income (unaudited)
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Item 2.
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Item 3.
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Item 4.
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PART II
|
OTHER INFORMATION
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Item 1.
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||
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Item 1A.
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||
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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DEFINED TERMS
The following is a list of frequently used abbreviations or acronyms that are found in this report:
|
|
NiSource Subsidiaries and Affiliates
|
|
Capital Markets
|
NiSource Capital Markets, Inc.
|
CER
|
Columbia Energy Resources, Inc.
|
CEVCO
|
Columbia Energy Ventures, LLC
|
CGORC
|
Columbia Gas of Ohio Receivables Corporation
|
Columbia
|
Columbia Energy Group
|
Columbia Gulf
|
Columbia Gulf Transmission Company, LLC
|
Columbia Midstream
|
Columbia Midstream Group, LLC
|
Columbia of Kentucky
|
Columbia Gas of Kentucky, Inc.
|
Columbia of Maryland
|
Columbia Gas of Maryland, Inc.
|
Columbia of Massachusetts
|
Bay State Gas Company
|
Columbia of Ohio
|
Columbia Gas of Ohio, Inc.
|
Columbia OpCo
|
CPG OpCo LP
|
Columbia of Pennsylvania
|
Columbia Gas of Pennsylvania, Inc.
|
Columbia of Virginia
|
Columbia Gas of Virginia, Inc.
|
Columbia Transmission
|
Columbia Gas Transmission, LLC
|
CPG
|
Columbia Pipeline Group, Inc.
|
CPPL
|
Columbia Pipeline Partners LP
|
CPRC
|
Columbia Gas of Pennsylvania Receivables Corporation
|
Crossroads Pipeline
|
Crossroads Pipeline Company
|
Hardy Storage
|
Hardy Storage Company, LLC
|
Millennium
|
Millennium Pipeline Company, L.L.C.
|
NARC
|
NIPSCO Accounts Receivable Corporation
|
NDC Douglas Properties
|
NDC Douglas Properties, Inc.
|
NIPSCO
|
Northern Indiana Public Service Company
|
NiSource
|
NiSource Inc.
|
NiSource Corporate Services
|
NiSource Corporate Services Company
|
NiSource Development Company
|
NiSource Development Company, Inc.
|
NiSource Finance
|
NiSource Finance Corp.
|
Pennant
|
Pennant Midstream, LLC
|
|
|
Abbreviations and Other
|
|
AFUDC
|
Allowance for funds used during construction
|
AOC
|
Administrative Order by Consent
|
AOCI
|
Accumulated Other Comprehensive Income (Loss)
|
ASU
|
Accounting Standards Update
|
BBA
|
British Banker Association
|
Bcf
|
Billion cubic feet
|
BNS
|
Bank of Nova Scotia
|
BTMU
|
The Bank of Tokyo-Mitsubishi UFJ, LTD.
|
BTU
|
British Thermal Unit
|
CAA
|
Clean Air Act
|
CAIR
|
Clean Air Interstate Rule
|
DEFINED TERMS (continued)
|
|
CAMR
|
Clean Air Mercury Rule
|
CCRs
|
Coal Combustion Residuals
|
CCRM
|
Capital Cost Recovery Mechanism
|
CERCLA
|
Comprehensive Environmental Response Compensation and Liability Act (also known as Superfund)
|
CO
2
|
Carbon Dioxide
|
DEP
|
Department of Environmental Protection
|
DIMP
|
Distribution Integrity Management Program
|
DPU
|
Department of Public Utilities
|
DSM
|
Demand Side Management
|
Dth
|
Dekatherm
|
Dth/d
|
Dekatherm per day
|
ECR
|
Environmental Cost Recovery
|
ECRM
|
Environmental Cost Recovery Mechanism
|
ECT
|
Environmental Cost Tracker
|
EERM
|
Environmental Expense Recovery Mechanism
|
EPA
|
United States Environmental Protection Agency
|
EPS
|
Earnings per share
|
FAC
|
Fuel adjustment clause
|
FASB
|
Financial Accounting Standards Board
|
FERC
|
Federal Energy Regulatory Commission
|
FGD
|
Flue Gas Desulfurization
|
FTRs
|
Financial Transmission Rights
|
GAAP
|
Generally Accepted Accounting Principles
|
GAF
|
Gas Adjustment Factor
|
GCIM
|
Gas Cost Incentive Mechanism
|
GCR
|
Gas cost recovery
|
GHG
|
Greenhouse gases
|
gwh
|
Gigawatt hours
|
Hilcorp
|
Hilcorp Energy Company
|
hp
|
Horsepower
|
IDEM
|
Indiana Department of Environmental Management
|
IPO
|
Initial Public Offering
|
INDIEC
|
Indiana Industrial Energy Consumers, Inc.
|
IRP
|
Infrastructure Replacement Program
|
IURC
|
Indiana Utility Regulatory Commission
|
kV
|
Kilovolt
|
LDAF
|
Local Distribution Adjustment Factor
|
LDCs
|
Local distribution companies
|
LIBOR
|
London InterBank Offered Rate
|
LIFO
|
Last-in, first-out
|
LNG
|
Liquefied Natural Gas
|
MATS
|
Mercury and Air Toxics Standards
|
Mcf
|
Thousand cubic feet
|
DEFINED TERMS (continued)
|
|
MMcf
|
Million cubic feet
|
MGP
|
Manufactured Gas Plant
|
MISO
|
Midcontinent Independent System Operator
|
Mizuho
|
Mizuho Corporate Bank Ltd.
|
MLP
|
Master Limited Partnership
|
MMDth
|
Million dekatherms
|
mw
|
Megawatts
|
mwh
|
Megawatt hours
|
NAAQS
|
National Ambient Air Quality Standards
|
NGL
|
Natural Gas Liquids
|
NOV
|
Notice of Violation
|
NO
2
|
Nitrogen dioxide
|
NOx
|
Nitrogen oxide
|
NYMEX
|
New York Mercantile Exchange
|
OCI
|
Other Comprehensive Income (Loss)
|
OPEB
|
Other Postretirement Benefits
|
OUCC
|
Indiana Office of Utility Consumer Counselor
|
PEF
|
Pension Expense Factor
|
Piedmont
|
Piedmont Natural Gas Company, Inc.
|
PM
|
Particulate matter
|
PNC
|
PNC Bank, N.A.
|
Separation
|
The separation of NiSource's natural gas pipeline, midstream and storage business from NiSource's natural gas and electric utility business accomplished through the pro rata distribution by NiSource to holders of its outstanding common stock of all the outstanding shares of common stock of CPG. The Separation was completed on July 1, 2015.
|
ppb
|
Parts per billion
|
PSC
|
Public Service Commission
|
PUC
|
Public Utility Commission
|
PUCO
|
Public Utilities Commission of Ohio
|
RA
|
Resource Adequacy
|
RAAF
|
Residential Assistance Adjustment Factor
|
RACT
|
Reasonably Available Control Technology
|
RBS
|
Royal Bank of Scotland, PLC
|
RTO
|
Regional Transmission Organization
|
SAVE
|
Steps to Advance Virginia’s Energy
|
SEC
|
Securities and Exchange Commission
|
SIP
|
State Implementation Plan
|
SO
2
|
Sulfur dioxide
|
TDSIC
|
Transmission, Distribution and Storage System Improvement Charge
|
TIRF
|
Targeted Infrastructure Reinvestment Factor
|
TUAs
|
Transmission Upgrade Agreements
|
VIE
|
Variable Interest Entities
|
VSCC
|
Virginia State Corporation Commission
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(in millions, except per share amounts)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net Revenues
|
|
|
|
|
|
|
|||||||||
Gas Distribution
|
$
|
305.9
|
|
|
$
|
423.5
|
|
|
$
|
1,386.6
|
|
|
$
|
1,638.5
|
|
Gas Transportation and Storage
|
427.4
|
|
|
390.1
|
|
|
1,055.4
|
|
|
968.6
|
|
||||
Electric
|
375.6
|
|
|
404.8
|
|
|
770.3
|
|
|
854.8
|
|
||||
Other
|
60.1
|
|
|
116.7
|
|
|
106.4
|
|
|
193.7
|
|
||||
Gross Revenues
|
1,169.0
|
|
|
1,335.1
|
|
|
3,318.7
|
|
|
3,655.6
|
|
||||
Cost of Sales (excluding depreciation and amortization)
|
218.6
|
|
|
371.7
|
|
|
1,024.6
|
|
|
1,433.0
|
|
||||
Total Net Revenues
|
950.4
|
|
|
963.4
|
|
|
2,294.1
|
|
|
2,222.6
|
|
||||
Operating Expenses
|
|
|
|
|
|
|
|
||||||||
Operation and maintenance
|
561.0
|
|
|
533.1
|
|
|
1,135.1
|
|
|
1,034.3
|
|
||||
Depreciation and amortization
|
167.4
|
|
|
149.1
|
|
|
324.9
|
|
|
297.8
|
|
||||
Gain on sale of assets
|
(8.5
|
)
|
|
(0.7
|
)
|
|
(13.5
|
)
|
|
(16.4
|
)
|
||||
Other taxes
|
79.1
|
|
|
73.4
|
|
|
181.5
|
|
|
174.5
|
|
||||
Total Operating Expenses
|
799.0
|
|
|
754.9
|
|
|
1,628.0
|
|
|
1,490.2
|
|
||||
Equity Earnings in Unconsolidated Affiliates
|
13.7
|
|
|
11.1
|
|
|
29.1
|
|
|
20.9
|
|
||||
Operating Income
|
165.1
|
|
|
219.6
|
|
|
695.2
|
|
|
753.3
|
|
||||
Other Income (Deductions)
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
(117.1
|
)
|
|
(109.1
|
)
|
|
(228.1
|
)
|
|
(218.2
|
)
|
||||
Other, net
|
6.5
|
|
|
7.5
|
|
|
13.6
|
|
|
12.0
|
|
||||
Loss on early extinguishment of long-term debt
|
(97.2
|
)
|
|
—
|
|
|
(97.2
|
)
|
|
—
|
|
||||
Total Other Deductions
|
(207.8
|
)
|
|
(101.6
|
)
|
|
(311.7
|
)
|
|
(206.2
|
)
|
||||
(Loss) Income from Continuing Operations before Income Taxes
|
(42.7
|
)
|
|
118.0
|
|
|
383.5
|
|
|
547.1
|
|
||||
Income Taxes
|
(15.3
|
)
|
|
39.5
|
|
|
135.6
|
|
|
202.2
|
|
||||
(Loss) Income from Continuing Operations
|
(27.4
|
)
|
|
78.5
|
|
|
247.9
|
|
|
344.9
|
|
||||
Loss from Discontinued Operations - net of taxes
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.5
|
)
|
||||
Net (Loss) Income
|
(27.7
|
)
|
|
78.2
|
|
|
247.6
|
|
|
344.4
|
|
||||
Less: Net income attributable to noncontrolling interest
|
8.7
|
|
|
—
|
|
|
15.6
|
|
|
—
|
|
||||
Net (Loss) Income attributable to NiSource
|
$
|
(36.4
|
)
|
|
$
|
78.2
|
|
|
$
|
232.0
|
|
|
$
|
344.4
|
|
Amounts attributable to NiSource:
|
|
|
|
|
|
|
|
||||||||
(Loss) Income from continuing operations
|
$
|
(36.1
|
)
|
|
$
|
78.5
|
|
|
$
|
232.3
|
|
|
$
|
344.9
|
|
Loss from discontinued operations
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.5
|
)
|
||||
Net (Loss) Income attributable to NiSource
|
$
|
(36.4
|
)
|
|
$
|
78.2
|
|
|
$
|
232.0
|
|
|
$
|
344.4
|
|
Basic (Loss) Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
(0.11
|
)
|
|
$
|
0.25
|
|
|
$
|
0.73
|
|
|
$
|
1.10
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Basic (Loss) Earnings Per Share
|
$
|
(0.11
|
)
|
|
$
|
0.25
|
|
|
$
|
0.73
|
|
|
$
|
1.10
|
|
Diluted (Loss) Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
(0.11
|
)
|
|
$
|
0.25
|
|
|
$
|
0.73
|
|
|
$
|
1.09
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Diluted (Loss) Earnings Per Share
|
$
|
(0.11
|
)
|
|
$
|
0.25
|
|
|
$
|
0.73
|
|
|
$
|
1.09
|
|
Dividends Declared Per Common Share
|
$
|
—
|
|
|
$
|
0.26
|
|
|
$
|
0.52
|
|
|
$
|
0.76
|
|
Basic Average Common Shares Outstanding
|
317.5
|
|
|
315.0
|
|
|
317.0
|
|
|
314.6
|
|
||||
Diluted Average Common Shares
|
317.5
|
|
|
316.1
|
|
|
318.0
|
|
|
315.7
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(in millions, net of taxes)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net (Loss) Income
|
$
|
(27.7
|
)
|
|
$
|
78.2
|
|
|
$
|
247.6
|
|
|
$
|
344.4
|
|
Other comprehensive (loss) income
|
|
|
|
|
|
|
|
||||||||
Net unrealized (loss) gain on available-for-sale securities
(1)
|
(1.2
|
)
|
|
0.5
|
|
|
(0.3
|
)
|
|
0.8
|
|
||||
Net unrealized gain on cash flow hedges
(2)
|
0.7
|
|
|
0.7
|
|
|
1.6
|
|
|
1.3
|
|
||||
Unrecognized pension and OPEB benefit (cost)
(3)
|
2.7
|
|
|
(0.1
|
)
|
|
2.9
|
|
|
0.1
|
|
||||
Total other comprehensive income
|
2.2
|
|
|
1.1
|
|
|
4.2
|
|
|
2.2
|
|
||||
Comprehensive (Loss) Income
|
$
|
(25.5
|
)
|
|
$
|
79.3
|
|
|
$
|
251.8
|
|
|
$
|
346.6
|
|
Less: Comprehensive income attributable to noncontrolling interest
|
8.7
|
|
|
—
|
|
|
15.6
|
|
|
—
|
|
||||
Comprehensive (Loss) Income attributable to NiSource
|
$
|
(34.2
|
)
|
|
$
|
79.3
|
|
|
$
|
236.2
|
|
|
$
|
346.6
|
|
NiSource Inc.
Condensed Consolidated Balance Sheets (unaudited)
|
|||||||
(in millions)
|
June 30,
2015 |
|
December 31,
2014 |
||||
ASSETS
|
|
|
|
||||
Property, Plant and Equipment
|
|
|
|
||||
Utility plant
|
$
|
26,225.2
|
|
|
$
|
25,234.8
|
|
Accumulated depreciation and amortization
|
(9,718.8
|
)
|
|
(9,578.6
|
)
|
||
Net utility plant
|
16,506.4
|
|
|
15,656.2
|
|
||
Other property, at cost, less accumulated depreciation
|
401.9
|
|
|
360.9
|
|
||
Net Property, Plant and Equipment
|
16,908.3
|
|
|
16,017.1
|
|
||
Investments and Other Assets
|
|
|
|
||||
Unconsolidated affiliates
|
452.3
|
|
|
452.6
|
|
||
Other investments
|
200.7
|
|
|
210.4
|
|
||
Total Investments and Other Assets
|
653.0
|
|
|
663.0
|
|
||
Current Assets
|
|
|
|
||||
Cash and cash equivalents
|
496.6
|
|
|
25.4
|
|
||
Restricted cash
|
25.2
|
|
|
24.9
|
|
||
Accounts receivable (less reserve of $38.1 and $25.2, respectively)
|
672.7
|
|
|
1,070.1
|
|
||
Gas inventory
|
259.2
|
|
|
445.1
|
|
||
Underrecovered gas costs
|
3.5
|
|
|
32.0
|
|
||
Materials and supplies, at average cost
|
112.4
|
|
|
106.0
|
|
||
Electric production fuel, at average cost
|
96.5
|
|
|
64.8
|
|
||
Exchange gas receivable
|
57.1
|
|
|
63.1
|
|
||
Regulatory assets
|
175.5
|
|
|
193.5
|
|
||
Deferred income taxes
|
303.8
|
|
|
272.1
|
|
||
Prepayments and other
|
133.2
|
|
|
169.5
|
|
||
Total Current Assets
|
2,335.7
|
|
|
2,466.5
|
|
||
Other Assets
|
|
|
|
||||
Regulatory assets
|
1,673.7
|
|
|
1,696.4
|
|
||
Goodwill
|
3,666.2
|
|
|
3,666.2
|
|
||
Intangible assets
|
258.4
|
|
|
264.7
|
|
||
Deferred charges and other
|
111.6
|
|
|
92.4
|
|
||
Total Other Assets
|
5,709.9
|
|
|
5,719.7
|
|
||
Total Assets
|
$
|
25,606.9
|
|
|
$
|
24,866.3
|
|
NiSource Inc.
Condensed Consolidated Balance Sheets (unaudited) (continued)
|
|||||||
(in millions, except share amounts)
|
June 30,
2015 |
|
December 31,
2014 |
||||
CAPITALIZATION AND LIABILITIES
|
|
|
|
||||
Capitalization
|
|
|
|
||||
NiSource Common Stockholders’ Equity
|
|
|
|
||||
Common stock - $0.01 par value, 400,000,000 shares authorized; 317,668,149 and 316,037,421 shares outstanding, respectively
|
$
|
3.2
|
|
|
$
|
3.2
|
|
Additional paid-in capital
|
5,065.1
|
|
|
4,787.6
|
|
||
Retained earnings
|
1,561.1
|
|
|
1,494.0
|
|
||
Accumulated other comprehensive loss
|
(44.4
|
)
|
|
(50.6
|
)
|
||
Treasury stock
|
(79.1
|
)
|
|
(58.9
|
)
|
||
Total NiSource Common Stockholders’ Equity
|
6,505.9
|
|
|
6,175.3
|
|
||
Noncontrolling interest in consolidated subsidiaries
|
950.0
|
|
|
—
|
|
||
Total Equity
|
7,455.9
|
|
|
6,175.3
|
|
||
Long-term debt, excluding amounts due within one year
|
8,881.1
|
|
|
8,155.9
|
|
||
Total Capitalization
|
16,337.0
|
|
|
14,331.2
|
|
||
Current Liabilities
|
|
|
|
||||
Current portion of long-term debt
|
442.6
|
|
|
266.6
|
|
||
Short-term borrowings
|
161.8
|
|
|
1,576.9
|
|
||
Accounts payable
|
429.2
|
|
|
670.6
|
|
||
Customer deposits and credits
|
206.9
|
|
|
294.3
|
|
||
Taxes accrued
|
221.5
|
|
|
266.7
|
|
||
Interest accrued
|
141.6
|
|
|
140.7
|
|
||
Overrecovered gas and fuel costs
|
198.6
|
|
|
45.6
|
|
||
Exchange gas payable
|
63.9
|
|
|
136.2
|
|
||
Deferred revenue
|
21.6
|
|
|
25.6
|
|
||
Regulatory liabilities
|
136.1
|
|
|
62.4
|
|
||
Accrued capital expenditures
|
146.3
|
|
|
61.1
|
|
||
Accrued liability for postretirement and postemployment benefits
|
5.9
|
|
|
5.9
|
|
||
Legal and environmental
|
34.5
|
|
|
24.2
|
|
||
Other accruals
|
313.8
|
|
|
378.1
|
|
||
Total Current Liabilities
|
2,524.3
|
|
|
3,954.9
|
|
||
Other Liabilities and Deferred Credits
|
|
|
|
||||
Deferred income taxes
|
3,822.6
|
|
|
3,661.6
|
|
||
Deferred investment tax credits
|
16.1
|
|
|
17.3
|
|
||
Deferred credits
|
105.1
|
|
|
101.1
|
|
||
Accrued liability for postretirement and postemployment benefits
|
633.9
|
|
|
675.9
|
|
||
Regulatory liabilities
|
1,692.6
|
|
|
1,673.8
|
|
||
Asset retirement obligations
|
204.7
|
|
|
159.4
|
|
||
Other noncurrent liabilities
|
270.6
|
|
|
291.1
|
|
||
Total Other Liabilities and Deferred Credits
|
6,745.6
|
|
|
6,580.2
|
|
||
Commitments and Contingencies (Refer to Note 17)
|
—
|
|
|
—
|
|
||
Total Capitalization and Liabilities
|
$
|
25,606.9
|
|
|
$
|
24,866.3
|
|
NiSource Inc.
Condensed Statements of Consolidated Cash Flows (unaudited)
|
|||||||
Six Months Ended June 30,
(in millions)
|
2015
|
|
2014
|
||||
Operating Activities
|
|
|
|
||||
Net Income
|
$
|
247.6
|
|
|
$
|
344.4
|
|
Adjustments to Reconcile Net Income to Net Cash from Continuing Operations:
|
|
|
|
||||
Loss on early extinguishment of debt
|
97.2
|
|
|
—
|
|
||
Depreciation and amortization
|
324.9
|
|
|
297.8
|
|
||
Net changes in price risk management assets and liabilities
|
0.1
|
|
|
1.4
|
|
||
Deferred income taxes and investment tax credits
|
119.2
|
|
|
186.8
|
|
||
Deferred revenue
|
6.8
|
|
|
1.6
|
|
||
Stock compensation expense and 401(k) profit sharing contribution
|
33.4
|
|
|
27.9
|
|
||
Gain on sale of assets
|
(13.5
|
)
|
|
(16.4
|
)
|
||
Income from unconsolidated affiliates
|
(28.4
|
)
|
|
(20.6
|
)
|
||
Loss from discontinued operations - net of taxes
|
0.3
|
|
|
0.5
|
|
||
Amortization of debt related costs
|
5.4
|
|
|
5.1
|
|
||
AFUDC equity
|
(13.3
|
)
|
|
(9.2
|
)
|
||
Distributions of earnings received from equity investees
|
27.9
|
|
|
12.9
|
|
||
Changes in Assets and Liabilities
|
|
|
|
||||
Accounts receivable
|
385.6
|
|
|
176.4
|
|
||
Income tax receivable
|
(0.2
|
)
|
|
1.0
|
|
||
Inventories
|
146.8
|
|
|
28.2
|
|
||
Accounts payable
|
(249.6
|
)
|
|
(170.3
|
)
|
||
Customer deposits and credits
|
(114.8
|
)
|
|
(20.9
|
)
|
||
Taxes accrued
|
(44.7
|
)
|
|
(43.2
|
)
|
||
Interest accrued
|
0.9
|
|
|
5.5
|
|
||
Over (Under) recovered gas and fuel costs
|
181.5
|
|
|
(11.6
|
)
|
||
Exchange gas receivable/payable
|
(66.2
|
)
|
|
(112.3
|
)
|
||
Other accruals
|
(69.8
|
)
|
|
(47.6
|
)
|
||
Prepayments and other current assets
|
36.7
|
|
|
43.0
|
|
||
Regulatory assets/liabilities
|
125.4
|
|
|
14.8
|
|
||
Postretirement and postemployment benefits
|
(41.5
|
)
|
|
(61.8
|
)
|
||
Deferred credits
|
3.7
|
|
|
11.1
|
|
||
Deferred charges and other noncurrent assets
|
2.3
|
|
|
(0.3
|
)
|
||
Other noncurrent liabilities
|
12.0
|
|
|
7.8
|
|
||
Net Operating Activities from Continuing Operations
|
1,115.7
|
|
|
652.0
|
|
||
Net Operating Activities used for Discontinued Operations
|
(0.1
|
)
|
|
(1.0
|
)
|
||
Net Cash Flows from Operating Activities
|
1,115.6
|
|
|
651.0
|
|
||
Investing Activities
|
|
|
|
||||
Capital expenditures
|
(991.1
|
)
|
|
(852.9
|
)
|
||
Insurance recoveries
|
2.1
|
|
|
6.8
|
|
||
Proceeds from disposition of assets
|
16.7
|
|
|
6.2
|
|
||
Restricted cash deposits
|
(0.3
|
)
|
|
(1.8
|
)
|
||
Distributions from (contributions to) equity investees
|
2.2
|
|
|
(54.8
|
)
|
||
Other investing activities
|
(23.4
|
)
|
|
(1.1
|
)
|
||
Net Cash Flows used for Investing Activities
|
(993.8
|
)
|
|
(897.6
|
)
|
||
Financing Activities
|
|
|
|
||||
Issuance of common units of CPPL, net of issuance costs
|
1,168.4
|
|
|
—
|
|
||
Issuance of long-term debt
|
2,745.9
|
|
|
—
|
|
||
Repayments of long-term debt and capital lease obligations
|
(1,856.4
|
)
|
|
(13.3
|
)
|
||
Premiums and other debt related costs
|
(116.0
|
)
|
|
—
|
|
||
Change in short-term borrowings, net
|
(1,415.1
|
)
|
|
402.4
|
|
||
Issuance of common stock
|
12.4
|
|
|
16.1
|
|
||
Acquisition of treasury stock
|
(20.2
|
)
|
|
(10.2
|
)
|
||
Distributions to noncontrolling interest
|
(4.9
|
)
|
|
—
|
|
||
Dividends paid - common stock
|
(164.7
|
)
|
|
(157.2
|
)
|
||
Net Cash Flows from Financing Activities
|
349.4
|
|
|
237.8
|
|
||
Change in cash and cash equivalents from (used for) continuing operations
|
471.3
|
|
|
(7.8
|
)
|
||
Change in cash and cash equivalents used for discontinued operations
|
(0.1
|
)
|
|
(1.0
|
)
|
||
Cash and cash equivalents at beginning of period
|
25.4
|
|
|
26.8
|
|
||
Cash and Cash Equivalents at End of Period
|
$
|
496.6
|
|
|
$
|
18.0
|
|
(in millions)
|
Common
Stock
|
|
Treasury
Stock
|
|
Additional
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income/(Loss)
|
|
Noncontrolling Interest in Consolidated Subsidiaries
|
|
Total
|
||||||||||||||
Balance as of January 1, 2015
|
$
|
3.2
|
|
|
$
|
(58.9
|
)
|
|
$
|
4,787.6
|
|
|
$
|
1,494.0
|
|
|
$
|
(50.6
|
)
|
|
$
|
—
|
|
|
$
|
6,175.3
|
|
Comprehensive Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net Income
|
—
|
|
|
—
|
|
|
—
|
|
|
232.0
|
|
|
—
|
|
|
15.6
|
|
|
247.6
|
|
|||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.2
|
|
|
—
|
|
|
4.2
|
|
|||||||
Allocation of AOCI to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
(2.0
|
)
|
|
—
|
|
|||||||
Common stock dividends ($0.52 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(164.9
|
)
|
|
—
|
|
|
—
|
|
|
(164.9
|
)
|
|||||||
Treasury stock acquired
|
—
|
|
|
(20.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.2
|
)
|
|||||||
Distribution to noncontrolling interest ($0.09 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.9
|
)
|
|
(4.9
|
)
|
|||||||
Issued:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Common units of CPPL
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,168.4
|
|
|
1,168.4
|
|
|||||||
Employee stock purchase plan
|
—
|
|
|
—
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
|||||||
Long-term incentive plan
|
—
|
|
|
—
|
|
|
13.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13.2
|
|
|||||||
401(k) and profit sharing issuance
|
—
|
|
|
—
|
|
|
30.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30.8
|
|
|||||||
Dividend reinvestment plan
|
—
|
|
|
—
|
|
|
3.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.8
|
|
|||||||
Sale of interest in Columbia OpCo to CPPL
(1)
|
—
|
|
|
—
|
|
|
227.1
|
|
|
—
|
|
|
—
|
|
|
(227.1
|
)
|
|
—
|
|
|||||||
Balance as of June 30, 2015
|
$
|
3.2
|
|
|
$
|
(79.1
|
)
|
|
$
|
5,065.1
|
|
|
$
|
1,561.1
|
|
|
$
|
(44.4
|
)
|
|
$
|
950.0
|
|
|
$
|
7,455.9
|
|
(in millions)
|
Three Months Ended June 30, 2015
|
|
Six Months Ended June 30, 2015
|
||||
Net (loss) income attributable to NiSource
|
$
|
(36.4
|
)
|
|
$
|
232.0
|
|
Increase in NiSource's paid-in capital for the sale of 8.4% of Columbia OpCo
|
—
|
|
|
227.1
|
|
||
Change from net (loss) income attributable to NiSource and transfers to noncontrolling interest
|
$
|
(36.4
|
)
|
|
$
|
459.1
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||
|
June 30,
|
|
June 30,
|
|||||
(in thousands)
|
2014
|
|
2015
|
|
2014
|
|||
Denominator
|
|
|
|
|
|
|||
Basic average common shares outstanding
|
315,013
|
|
|
317,035
|
|
|
314,620
|
|
Dilutive potential common shares:
|
|
|
|
|
|
|||
Stock options
|
41
|
|
|
—
|
|
|
39
|
|
Shares contingently issuable under employee stock plans
|
616
|
|
|
513
|
|
|
580
|
|
Shares restricted under stock plans
|
431
|
|
|
483
|
|
|
427
|
|
Diluted Average Common Shares
|
316,101
|
|
|
318,031
|
|
|
315,666
|
|
(in millions)
|
2015
|
|
2014
|
||||
Balance as of January 1,
|
$
|
159.4
|
|
|
$
|
174.4
|
|
Accretion expense
|
0.6
|
|
|
0.8
|
|
||
Accretion recorded as a regulatory asset/liability
|
3.9
|
|
|
4.2
|
|
||
Additions
|
7.6
|
|
|
3.0
|
|
||
Settlements
|
(1.2
|
)
|
|
(1.0
|
)
|
||
Change in estimated cash flows
(1)
|
34.4
|
|
|
(3.4
|
)
|
||
Balance as of June 30,
|
$
|
204.7
|
|
|
$
|
178.0
|
|
Recurring Fair Value Measurements
June 30, 2015
(in millions)
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Balance as of June 30, 2015
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Price risk management assets:
|
|
|
|
|
|
|
|
||||||||
Commodity financial price risk programs
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
|
$
|
0.6
|
|
Available-for-sale securities
|
27.3
|
|
|
99.7
|
|
|
—
|
|
|
127.0
|
|
||||
Total
|
$
|
27.7
|
|
|
$
|
99.7
|
|
|
$
|
0.2
|
|
|
$
|
127.6
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Price risk management liabilities:
|
|
|
|
|
|
|
|
||||||||
Commodity financial price risk programs
|
$
|
8.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8.3
|
|
Total
|
$
|
8.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8.3
|
|
Recurring Fair Value Measurements
December 31, 2014 (in millions) |
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Balance as of
December 31, 2014
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Price risk management assets:
|
|
|
|
|
|
|
|
||||||||
Commodity financial price risk programs
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Available-for-sale securities
|
28.4
|
|
|
103.5
|
|
|
—
|
|
|
131.9
|
|
||||
Total
|
$
|
28.5
|
|
|
$
|
103.5
|
|
|
$
|
—
|
|
|
$
|
132.0
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Price risk management liabilities:
|
|
|
|
|
|
|
|
||||||||
Commodity financial price risk programs
|
$
|
14.2
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
14.3
|
|
Total
|
$
|
14.2
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
14.3
|
|
June 30, 2015
(in millions)
|
Amortized
Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair
Value
|
||||||||
Available-for-sale debt securities
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury securities
|
$
|
27.5
|
|
|
$
|
0.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
27.5
|
|
Corporate/Other bonds
|
99.5
|
|
|
0.7
|
|
|
(0.7
|
)
|
|
99.5
|
|
||||
Total Available-for-sale debt securities
|
$
|
127.0
|
|
|
$
|
0.9
|
|
|
$
|
(0.9
|
)
|
|
$
|
127.0
|
|
December 31, 2014
(in millions)
|
Amortized
Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair
Value
|
||||||||
Available-for-sale debt securities
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury securities
|
$
|
30.8
|
|
|
$
|
0.3
|
|
|
$
|
(0.2
|
)
|
|
$
|
30.9
|
|
Corporate/Other bonds
|
100.6
|
|
|
1.0
|
|
|
(0.6
|
)
|
|
101.0
|
|
||||
Total Available-for-sale debt securities
|
$
|
131.4
|
|
|
$
|
1.3
|
|
|
$
|
(0.8
|
)
|
|
$
|
131.9
|
|
|
|
(in millions)
|
Carrying
Amount as of
June 30, 2015
|
|
Estimated Fair
Value as of
June 30, 2015
|
|
Carrying
Amount as of
Dec. 31, 2014
|
|
Estimated Fair
Value as of
Dec. 31, 2014
|
||||||||
Long-term debt (including current portion)
|
$
|
9,323.7
|
|
|
$
|
9,958.4
|
|
|
$
|
8,422.5
|
|
|
$
|
9,505.7
|
|
(in millions)
|
June 30, 2015
|
|
December 31, 2014
|
||||
Gross Receivables
|
$
|
443.3
|
|
|
$
|
611.7
|
|
Less: Receivables not transferred
|
301.5
|
|
|
327.4
|
|
||
Net receivables transferred
|
$
|
141.8
|
|
|
$
|
284.3
|
|
Short-term debt due to asset securitization
|
$
|
141.8
|
|
|
$
|
284.3
|
|
|
Pension Benefits
|
|
Other Postretirement
Benefits
|
||||||||||||
Three Months Ended June 30,
(in millions)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Components of Net Periodic Benefit Cost (Credit)
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
9.5
|
|
|
$
|
8.7
|
|
|
$
|
1.8
|
|
|
$
|
2.2
|
|
Interest cost
|
25.2
|
|
|
27.3
|
|
|
6.8
|
|
|
7.8
|
|
||||
Expected return on assets
|
(46.2
|
)
|
|
(45.3
|
)
|
|
(9.3
|
)
|
|
(9.1
|
)
|
||||
Amortization of prior service credit
|
(0.1
|
)
|
|
—
|
|
|
(1.4
|
)
|
|
(0.9
|
)
|
||||
Recognized actuarial loss
|
15.9
|
|
|
11.9
|
|
|
1.1
|
|
|
0.1
|
|
||||
Total Net Periodic Benefit Cost (Credit)
|
$
|
4.3
|
|
|
$
|
2.6
|
|
|
$
|
(1.0
|
)
|
|
$
|
0.1
|
|
|
Pension Benefits
|
|
Other Postretirement
Benefits
|
||||||||||||
Six Months Ended June 30,
(in millions)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Components of Net Periodic Benefit Cost (Credit)
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
19.0
|
|
|
$
|
17.4
|
|
|
$
|
3.6
|
|
|
$
|
4.5
|
|
Interest cost
|
50.4
|
|
|
54.6
|
|
|
13.6
|
|
|
16.0
|
|
||||
Expected return on assets
|
(92.4
|
)
|
|
(90.6
|
)
|
|
(18.6
|
)
|
|
(18.2
|
)
|
||||
Amortization of prior service credit
|
(0.2
|
)
|
|
—
|
|
|
(2.8
|
)
|
|
(1.5
|
)
|
||||
Recognized actuarial loss
|
31.8
|
|
|
23.8
|
|
|
2.2
|
|
|
0.1
|
|
||||
Total Net Periodic Benefit Cost (Credit)
|
$
|
8.6
|
|
|
$
|
5.2
|
|
|
$
|
(2.0
|
)
|
|
$
|
0.9
|
|
(in millions)
|
June 30,
2015 |
|
December 31,
2014 |
||||
Commercial Paper weighted average interest rate of 0.82% at December 31, 2014
|
$
|
—
|
|
|
$
|
792.6
|
|
Credit facilities borrowings weighted average interest rate of 1.26% and1.44% at June 30, 2015 and December 31, 2014, respectively
|
20.0
|
|
|
500.0
|
|
||
Accounts receivable securitization facility borrowings
|
141.8
|
|
|
284.3
|
|
||
Total Short-Term Borrowings
|
$
|
161.8
|
|
|
$
|
1,576.9
|
|
(in millions)
|
Total
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
After
|
||||||||||||||
Guarantees of subsidiaries debt
|
$
|
6,135.5
|
|
|
$
|
230.0
|
|
|
$
|
291.5
|
|
|
$
|
267.4
|
|
|
$
|
476.0
|
|
|
$
|
500.0
|
|
|
$
|
4,370.6
|
|
Accounts receivable securitization
|
141.8
|
|
|
141.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Letters of credit
|
30.9
|
|
|
29.2
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other guarantees
|
103.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
101.4
|
|
|||||||
Total commercial commitments
(1)
|
$
|
6,411.3
|
|
|
$
|
401.0
|
|
|
$
|
293.2
|
|
|
$
|
267.4
|
|
|
$
|
476.0
|
|
|
$
|
501.7
|
|
|
$
|
4,472.0
|
|
Three Months Ended June 30, 2015
(in millions)
|
Gains and Losses on Securities
(1)
|
|
Gains and Losses on Cash Flow Hedges
(1)
|
|
Pension and OPEB Items
(1)
|
|
Accumulated
Other
Comprehensive
Loss
(1)
|
||||||||
Balance as of April 1, 2015
|
$
|
1.2
|
|
|
$
|
(20.7
|
)
|
|
$
|
(27.1
|
)
|
|
$
|
(46.6
|
)
|
Other comprehensive income before reclassifications
|
(1.2
|
)
|
|
—
|
|
|
2.5
|
|
|
1.3
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
0.7
|
|
|
0.2
|
|
|
0.9
|
|
||||
Net current-period other comprehensive (loss) income
|
(1.2
|
)
|
|
0.7
|
|
|
2.7
|
|
|
2.2
|
|
||||
Balance as of June 30, 2015
|
$
|
—
|
|
|
$
|
(20.0
|
)
|
|
$
|
(24.4
|
)
|
|
$
|
(44.4
|
)
|
|
|
|
|
|
|
|
|
||||||||
Six Months Ended June 30, 2015
(in millions)
|
Gains and Losses on Securities
(1)
|
|
Gains and Losses on Cash Flow Hedges
(1)
|
|
Pension and OPEB Items
(1)
|
|
Accumulated
Other
Comprehensive
Loss
(1)
|
||||||||
Balance as of January 1, 2015
|
$
|
0.3
|
|
|
$
|
(23.6
|
)
|
|
$
|
(27.3
|
)
|
|
$
|
(50.6
|
)
|
Other comprehensive income before reclassifications
|
(0.2
|
)
|
|
—
|
|
|
2.5
|
|
|
2.3
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
(0.1
|
)
|
|
1.6
|
|
|
0.4
|
|
|
1.9
|
|
||||
Net current-period other comprehensive (loss) income
|
(0.3
|
)
|
|
1.6
|
|
|
2.9
|
|
|
4.2
|
|
||||
Allocation of AOCI to noncontrolling interest
|
—
|
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
||||
Balance as of June 30, 2015
|
$
|
—
|
|
|
$
|
(20.0
|
)
|
|
$
|
(24.4
|
)
|
|
$
|
(44.4
|
)
|
Three Months Ended June 30, 2014
(in millions)
|
Gains and Losses on Securities
(1)
|
|
Gains and Losses on Cash Flow Hedges
(1)
|
|
Pension and OPEB Items
(1)
|
|
Accumulated
Other Comprehensive Loss (1) |
||||||||
Balance as of April 1, 2014
|
$
|
—
|
|
|
$
|
(25.2
|
)
|
|
$
|
(17.3
|
)
|
|
$
|
(42.5
|
)
|
Other comprehensive income before reclassifications
|
0.5
|
|
|
—
|
|
|
(0.3
|
)
|
|
0.2
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
0.7
|
|
|
0.2
|
|
|
0.9
|
|
||||
Net current-period other comprehensive income (loss)
|
0.5
|
|
|
0.7
|
|
|
(0.1
|
)
|
|
1.1
|
|
||||
Balance as of June 30, 2014
|
$
|
0.5
|
|
|
$
|
(24.5
|
)
|
|
$
|
(17.4
|
)
|
|
$
|
(41.4
|
)
|
|
|
|
|
|
|
|
|
||||||||
Six Months Ended June 30, 2014
(in millions)
|
Gains and Losses on Securities
(1)
|
|
Gains and Losses on Cash Flow Hedges
(1)
|
|
Pension and OPEB Items
(1)
|
|
Accumulated
Other
Comprehensive
Loss
(1)
|
||||||||
Balance as of January 1, 2014
|
$
|
(0.3
|
)
|
|
$
|
(25.8
|
)
|
|
$
|
(17.5
|
)
|
|
$
|
(43.6
|
)
|
Other comprehensive income before reclassifications
|
1.0
|
|
|
0.1
|
|
|
(0.3
|
)
|
|
0.8
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
(0.2
|
)
|
|
1.2
|
|
|
0.4
|
|
|
1.4
|
|
||||
Net current-period other comprehensive income
|
0.8
|
|
|
1.3
|
|
|
0.1
|
|
|
2.2
|
|
||||
Balance as of June 30, 2014
|
$
|
0.5
|
|
|
$
|
(24.5
|
)
|
|
$
|
(17.4
|
)
|
|
$
|
(41.4
|
)
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(in millions)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Gas Distribution Operations
|
|
|
|
|
|
|
|
||||||||
Unaffiliated
|
$
|
508.5
|
|
|
$
|
616.5
|
|
|
$
|
1,964.7
|
|
|
$
|
2,181.9
|
|
Intersegment
|
0.2
|
|
|
0.1
|
|
|
0.3
|
|
|
0.3
|
|
||||
Total
|
508.7
|
|
|
616.6
|
|
|
1,965.0
|
|
|
2,182.2
|
|
||||
Electric Operations
|
|
|
|
|
|
|
|
||||||||
Unaffiliated
|
375.5
|
|
|
405.3
|
|
|
771.1
|
|
|
855.5
|
|
||||
Intersegment
|
0.2
|
|
|
0.1
|
|
|
0.4
|
|
|
0.3
|
|
||||
Total
|
375.7
|
|
|
405.4
|
|
|
771.5
|
|
|
855.8
|
|
||||
Columbia Pipeline Group Operations
|
|
|
|
|
|
|
|
||||||||
Unaffiliated
|
284.3
|
|
|
311.3
|
|
|
581.7
|
|
|
614.5
|
|
||||
Intersegment
|
31.6
|
|
|
32.2
|
|
|
74.0
|
|
|
74.6
|
|
||||
Total
|
315.9
|
|
|
343.5
|
|
|
655.7
|
|
|
689.1
|
|
||||
Corporate and Other
|
|
|
|
|
|
|
|
||||||||
Unaffiliated
|
0.7
|
|
|
2.0
|
|
|
1.2
|
|
|
3.7
|
|
||||
Intersegment
|
119.5
|
|
|
128.9
|
|
|
249.4
|
|
|
255.7
|
|
||||
Total
|
120.2
|
|
|
130.9
|
|
|
250.6
|
|
|
259.4
|
|
||||
Eliminations
|
(151.5
|
)
|
|
(161.3
|
)
|
|
(324.1
|
)
|
|
(330.9
|
)
|
||||
Consolidated Gross Revenues
|
$
|
1,169.0
|
|
|
$
|
1,335.1
|
|
|
$
|
3,318.7
|
|
|
$
|
3,655.6
|
|
Operating Income (Loss)
|
|
|
|
|
|
|
|
||||||||
Gas Distribution Operations
|
$
|
49.7
|
|
|
$
|
59.8
|
|
|
$
|
374.9
|
|
|
$
|
361.6
|
|
Electric Operations
|
45.7
|
|
|
62.9
|
|
|
115.7
|
|
|
141.8
|
|
||||
Columbia Pipeline Group Operations
|
108.6
|
|
|
103.7
|
|
|
271.6
|
|
|
262.6
|
|
||||
Corporate and Other
(1)
|
(38.9
|
)
|
|
(6.8
|
)
|
|
(67.0
|
)
|
|
(12.7
|
)
|
||||
Consolidated Operating Income
|
$
|
165.1
|
|
|
$
|
219.6
|
|
|
$
|
695.2
|
|
|
$
|
753.3
|
|
|
Six Months Ended
June 30, |
||||||
(in millions)
|
2015
|
|
2014
|
||||
Supplemental Disclosures of Cash Flow Information
|
|
|
|
||||
Non-cash transactions:
|
|
|
|
||||
Capital expenditures included in current liabilities
|
$
|
306.1
|
|
|
$
|
194.6
|
|
Assets acquired under a capital lease
|
5.5
|
|
|
55.8
|
|
||
Schedule of interest and income taxes paid:
|
|
|
|
||||
Cash paid for interest, net of interest capitalized amounts
|
$
|
225.2
|
|
|
$
|
207.6
|
|
Cash paid for income taxes
|
12.7
|
|
|
9.6
|
|
•
|
A loss on early extinguishment of long-term debt of $97.2 million. Refer to Note 14, "Long-Term Debt," for further information on long-term debt retired in May 2015.
|
•
|
Outside service costs increased by $62.7 million primarily due to costs associated with the Separation.
|
•
|
Employee and administrative expense increased by $41.6 million due primarily to greater labor expense due to a growing workforce.
|
•
|
Depreciation expense increased by $27.1 million due primarily to higher capital expenditures related to projects placed in service. NiSource capital expenditures are projected to be approximately $2.4 billion in 2015, which includes approximately $1.1 billion of expected CPG capital expenditures.
|
•
|
Demand margin revenue increased by $55.7 million at Columbia Pipeline Group Operations primarily as a result of growth projects placed in service. Refer to the Columbia Pipeline Group Operations' segment discussion for further information on growth projects.
|
•
|
Regulatory and service programs at Gas Distribution Operations increased net revenues by $49.3 million primarily due to the impact of new rates at Columbia of Pennsylvania, Columbia of Virginia and Columbia of Massachusetts, as well as the implementation of rates under Columbia of Ohio's approved infrastructure replacement program. Refer to Note 7, “Regulatory Matters,” in this report and in the Notes to Consolidated Financial Statements included in NiSource's Annual Report on Form 10-K for the fiscal year ended December 31, 2014 for more information.
|
•
|
On June 30, 2015, the Hearing Examiner in Columbia of Virginia's pending base rate case recommended specific fixed customer charges for each rate class, addressing the final outstanding issue in the case. The Commission had previously found that the stipulated annual revenue increase of $25.2 million is reasonable. A final order in the case is expected later this year.
|
•
|
Columbia of Pennsylvania’s base rate case is progressing on schedule and remains pending before the Pennsylvania PUC. Filed on March 19, 2015, the case supports the continuation of Columbia of Pennsylvania's infrastructure modernization and safety programs. If approved as filed, the case would increase annual revenues by approximately $46.2 million. New rates are expected to go into effect during the fourth quarter of 2015.
|
•
|
Columbia of Massachusetts’ base rate case is also progressing on schedule and remains pending before the Massachusetts DPU. Filed on April 16, 2015, the case seeks to recover costs to support Columbia of Massachusetts’ multi-year modernization plan to maintain the safety and reliability of natural gas service for customers. Columbia of Massachusetts has arrived at a settlement agreement in principle with the Attorney General in the case. The settlement agreement is expected to be finalized and filed for approval with the Massachusetts DPU in August 2015.
|
•
|
On May 26, 2015, NIPSCO, the Indiana Office of Utility Consumer Counselor and some of NIPSCO’s largest industrial customers reached a settlement agreement that resolves all concerns raised by the parties in an Indiana Court of Appeals proceeding surrounding NIPSCO's long-term Electric Infrastructure Modernization Plan. As part of the agreement, NIPSCO will file a base rate case, followed by a new seven-year plan in the fourth quarter of 2015.
|
•
|
NIPSCO remains on schedule and on budget with its FGD unit at its Michigan City Generating Station. The approximately $265.0 million project is expected to be placed in service by the end of 2015. This investment, supported with cost recovery, improves air quality and helps ensure NIPSCO’s generation fleet remains in compliance with current environmental regulations. The project also helps ensure that NIPSCO can continue offering low-cost, reliable and efficient generating capacity for its customers.
|
•
|
Progress also continued on two major electric transmission projects designed to enhance region-wide system flexibility and reliability. The Greentown-Reynolds project is an approximately 65-mile, 765-kilovolt line being constructed in a joint development agreement with Pioneer Transmission, and the Reynolds-Topeka project is a 100-mile, 345-kilovolt line. Right-of-way acquisition and permitting are under way for both projects and substation construction has begun. These projects involve an investment of approximately $500 million for NIPSCO and are anticipated to be in service by the end of 2018.
|
•
|
Columbia Pipeline Group Operations' net revenues decreased due primarily to lower regulatory trackers, which are offset in expense, of $48.1 million and other miscellaneous decreases of $4.5 million. These decreases were partially offset by increased demand margin revenue of $25.0 million as a result of growth projects placed in service and new firm contracts.
|
•
|
Gas Distribution Operations' net revenues increased primarily due to higher regulatory and service programs of $16.1 million, including the implementation of rates under Columbia of Ohio's approved infrastructure replacement program, as well as the impact of new rates at Columbia of Pennsylvania and Columbia of Virginia. Additionally, there was an increase of $2.9 million as a result of rent billed to affiliates, offset in expense, and an increase in net revenues of $1.9 million due to customer increases. These increases were partially offset by lower commercial and residential usage of $3.3 million and the effects of warmer weather of $3.0 million.
|
•
|
Gas Distribution Operations’ net revenues increased due primarily to higher regulatory and tax trackers, which are offset in expense, of $52.2 million and an increase of $49.3 million for regulatory and service programs, including the impact of new rates at Columbia of Pennsylvania, Columbia of Virginia and Columbia of Massachusetts, as well as the implementation of rates under Columbia of Ohio's approved infrastructure replacement program. Additionally, there were higher net revenues of $6.3 million resulting from rent billed to affiliates, offset in expense.
|
•
|
Columbia Pipeline Group Operations’ net revenues decreased due primarily to lower regulatory trackers, which are offset in expense, of $75.5 million and decreased mineral rights royalty revenue of $4.1 million. These decreases were partially offset by increased demand margin revenue of $55.7 million as a result of growth projects placed in service and new firm contracts.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(in millions)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net Revenues
|
|
|
|
|
|
|
|
||||||||
Sales revenues
|
$
|
508.7
|
|
|
$
|
616.6
|
|
|
$
|
1,965.0
|
|
|
$
|
2,182.2
|
|
Less: Cost of gas sold (excluding depreciation and amortization)
|
133.4
|
|
|
257.2
|
|
|
856.0
|
|
|
1,180.2
|
|
||||
Net Revenues
|
375.3
|
|
|
359.4
|
|
|
1,109.0
|
|
|
1,002.0
|
|
||||
Operating Expenses
|
|
|
|
|
|
|
|
||||||||
Operation and maintenance
|
226.0
|
|
|
206.8
|
|
|
517.8
|
|
|
435.6
|
|
||||
Depreciation and amortization
|
58.2
|
|
|
54.1
|
|
|
114.3
|
|
|
106.3
|
|
||||
Gain on sale of assets
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
||||
Other taxes
|
41.4
|
|
|
38.9
|
|
|
102.0
|
|
|
98.7
|
|
||||
Total Operating Expenses
|
325.6
|
|
|
299.6
|
|
|
734.1
|
|
|
640.4
|
|
||||
Operating Income
|
$
|
49.7
|
|
|
$
|
59.8
|
|
|
$
|
374.9
|
|
|
$
|
361.6
|
|
Revenues ($ in millions)
|
|
|
|
|
|
|
|
||||||||
Residential
|
$
|
345.1
|
|
|
$
|
391.1
|
|
|
$
|
1,360.0
|
|
|
$
|
1,396.9
|
|
Commercial
|
107.5
|
|
|
129.4
|
|
|
476.9
|
|
|
495.7
|
|
||||
Industrial
|
46.2
|
|
|
48.1
|
|
|
134.2
|
|
|
132.4
|
|
||||
Off System
|
18.5
|
|
|
65.9
|
|
|
57.3
|
|
|
137.8
|
|
||||
Other
|
(8.6
|
)
|
|
(17.9
|
)
|
|
(63.4
|
)
|
|
19.4
|
|
||||
Total
|
$
|
508.7
|
|
|
$
|
616.6
|
|
|
$
|
1,965.0
|
|
|
$
|
2,182.2
|
|
Sales and Transportation (MMDth)
|
|
|
|
|
|
|
|
||||||||
Residential
|
30.4
|
|
|
35.0
|
|
|
183.5
|
|
|
191.5
|
|
||||
Commercial
|
25.1
|
|
|
27.4
|
|
|
113.8
|
|
|
117.5
|
|
||||
Industrial
|
123.6
|
|
|
121.7
|
|
|
270.4
|
|
|
258.5
|
|
||||
Off System
|
6.0
|
|
|
14.2
|
|
|
19.5
|
|
|
28.5
|
|
||||
Other
|
(2.0
|
)
|
|
(0.3
|
)
|
|
(2.0
|
)
|
|
(0.1
|
)
|
||||
Total
|
183.1
|
|
|
198.0
|
|
|
585.2
|
|
|
595.9
|
|
||||
Heating Degree Days
|
489
|
|
|
555
|
|
|
3,893
|
|
|
3,992
|
|
||||
Normal Heating Degree Days
|
599
|
|
|
599
|
|
|
3,491
|
|
|
3,491
|
|
||||
% (Warmer) Colder than Normal
|
(18
|
)%
|
|
(7
|
)%
|
|
12
|
%
|
|
14
|
%
|
||||
Customers
|
|
|
|
|
|
|
|
||||||||
Residential
|
|
|
|
|
3,070,555
|
|
|
3,051,277
|
|
||||||
Commercial
|
|
|
|
|
280,329
|
|
|
278,776
|
|
||||||
Industrial
|
|
|
|
|
7,717
|
|
|
7,546
|
|
||||||
Other
|
|
|
|
|
938
|
|
|
14
|
|
||||||
Total
|
|
|
|
|
3,359,539
|
|
|
3,337,613
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(in millions)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net Revenues
|
|
|
|
|
|
|
|
||||||||
Sales revenues
|
$
|
375.7
|
|
|
$
|
405.4
|
|
|
$
|
771.5
|
|
|
$
|
855.8
|
|
Less: Cost of sales (excluding depreciation and amortization)
|
116.6
|
|
|
146.3
|
|
|
242.3
|
|
|
326.7
|
|
||||
Net Revenues
|
259.1
|
|
|
259.1
|
|
|
529.2
|
|
|
529.1
|
|
||||
Operating Expenses
|
|
|
|
|
|
|
|
||||||||
Operation and maintenance
|
129.3
|
|
|
122.2
|
|
|
249.5
|
|
|
234.7
|
|
||||
Depreciation and amortization
|
68.5
|
|
|
60.1
|
|
|
130.7
|
|
|
120.5
|
|
||||
Gain on sale of assets
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||
Other taxes
|
15.6
|
|
|
14.0
|
|
|
33.3
|
|
|
32.2
|
|
||||
Total Operating Expenses
|
213.4
|
|
|
196.2
|
|
|
413.5
|
|
|
387.3
|
|
||||
Operating Income
|
$
|
45.7
|
|
|
$
|
62.9
|
|
|
$
|
115.7
|
|
|
$
|
141.8
|
|
Revenues ($ in millions)
|
|
|
|
|
|
|
|
||||||||
Residential
|
$
|
94.3
|
|
|
$
|
100.2
|
|
|
$
|
207.9
|
|
|
$
|
213.4
|
|
Commercial
|
107.5
|
|
|
108.7
|
|
|
218.0
|
|
|
214.9
|
|
||||
Industrial
|
160.9
|
|
|
172.0
|
|
|
335.9
|
|
|
351.7
|
|
||||
Wholesale
|
2.5
|
|
|
0.3
|
|
|
8.8
|
|
|
21.7
|
|
||||
Other
|
10.5
|
|
|
24.2
|
|
|
0.9
|
|
|
54.1
|
|
||||
Total
|
$
|
375.7
|
|
|
$
|
405.4
|
|
|
$
|
771.5
|
|
|
$
|
855.8
|
|
Sales (Gigawatt Hours)
|
|
|
|
|
|
|
|
||||||||
Residential
|
716.9
|
|
|
793.2
|
|
|
1,582.7
|
|
|
1,689.4
|
|
||||
Commercial
|
929.1
|
|
|
964.9
|
|
|
1,869.1
|
|
|
1,900.4
|
|
||||
Industrial
|
2,295.0
|
|
|
2,455.8
|
|
|
4,720.4
|
|
|
5,062.9
|
|
||||
Wholesale
|
1.0
|
|
|
12.1
|
|
|
117.9
|
|
|
323.9
|
|
||||
Other
|
34.5
|
|
|
34.9
|
|
|
69.1
|
|
|
68.3
|
|
||||
Total
|
3,976.5
|
|
|
4,260.9
|
|
|
8,359.2
|
|
|
9,044.9
|
|
||||
Cooling Degree Days
|
229
|
|
|
276
|
|
|
229
|
|
|
276
|
|
||||
Normal Cooling Degree Days
|
229
|
|
|
229
|
|
|
229
|
|
|
229
|
|
||||
% Colder than Normal
|
—
|
%
|
|
21
|
%
|
|
—
|
%
|
|
21
|
%
|
||||
|
|
|
|
|
|
|
|
||||||||
Electric Customers
|
|
|
|
|
|
|
|
||||||||
Residential
|
|
|
|
|
402,955
|
|
|
401,671
|
|
||||||
Commercial
|
|
|
|
|
54,762
|
|
|
54,303
|
|
||||||
Industrial
|
|
|
|
|
2,357
|
|
|
2,370
|
|
||||||
Wholesale
|
|
|
|
|
747
|
|
|
767
|
|
||||||
Other
|
|
|
|
|
4
|
|
|
6
|
|
||||||
Total
|
|
|
|
|
460,825
|
|
|
459,117
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(in millions)
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net Revenues
|
|
|
|
|
|
|
|
||||||||
Transportation revenues
|
$
|
211.3
|
|
|
$
|
181.5
|
|
|
$
|
462.4
|
|
|
$
|
403.8
|
|
Storage revenues
|
49.0
|
|
|
49.3
|
|
|
99.0
|
|
|
99.2
|
|
||||
Other revenues
|
55.6
|
|
|
112.7
|
|
|
94.3
|
|
|
186.1
|
|
||||
Total Sales Revenues
|
315.9
|
|
|
343.5
|
|
|
655.7
|
|
|
689.1
|
|
||||
Less: Cost of sales (excluding depreciation and amortization)
|
0.1
|
|
|
0.1
|
|
|
0.2
|
|
|
0.2
|
|
||||
Net Revenues
|
315.8
|
|
|
343.4
|
|
|
655.5
|
|
|
688.9
|
|
||||
Operating Expenses
|
|
|
|
|
|
|
|
||||||||
Operation and maintenance
|
176.4
|
|
|
205.1
|
|
|
322.2
|
|
|
370.8
|
|
||||
Depreciation and amortization
|
33.9
|
|
|
28.8
|
|
|
66.4
|
|
|
58.5
|
|
||||
Gain on sale of assets
|
(8.3
|
)
|
|
(0.3
|
)
|
|
(13.6
|
)
|
|
(17.8
|
)
|
||||
Other taxes
|
18.9
|
|
|
17.2
|
|
|
38.0
|
|
|
35.7
|
|
||||
Total Operating Expenses
|
220.9
|
|
|
250.8
|
|
|
413.0
|
|
|
447.2
|
|
||||
Equity Earnings in Unconsolidated Affiliates
|
13.7
|
|
|
11.1
|
|
|
29.1
|
|
|
20.9
|
|
||||
Operating Income
|
$
|
108.6
|
|
|
$
|
103.7
|
|
|
$
|
271.6
|
|
|
$
|
262.6
|
|
Throughput (MMDth)
|
|
|
|
|
|
|
|
||||||||
Columbia Transmission
|
215.3
|
|
|
194.2
|
|
|
706.3
|
|
|
653.7
|
|
||||
Columbia Gulf
|
137.3
|
|
|
145.4
|
|
|
283.0
|
|
|
330.3
|
|
||||
Crossroads Pipeline
|
3.5
|
|
|
3.5
|
|
|
8.6
|
|
|
9.2
|
|
||||
Intrasegment eliminations
|
(11.4
|
)
|
|
(21.6
|
)
|
|
(40.1
|
)
|
|
(83.2
|
)
|
||||
Total
(1)
|
344.7
|
|
|
321.5
|
|
|
957.8
|
|
|
910.0
|
|
•
|
limit the Company’s ability to borrow additional funds or increase the cost of borrowing additional funds;
|
•
|
reduce the availability of cash flow from operations to fund working capital, capital expenditures and other general corporate purposes;
|
•
|
limit the Company’s flexibility in planning for, or reacting to, changes in the business and the industries in which it operates;
|
•
|
lead parties with whom NiSource does business to require additional credit support, such as letters of credit, in order for NiSource to transact such business;
|
•
|
place NiSource at a competitive disadvantage compared to competitors that are less leveraged;
|
•
|
increase vulnerability to general adverse economic and industry conditions; and
|
•
|
limit the ability of the Company to execute on its growth strategy, which is dependent upon access to capital to fund its substantial investment program.
|
(2.1)
|
Separation and Distribution Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (“CPG”) (incorporated by reference to Exhibit 2.1 to the NiSource Inc. Form 8-K filed on July 2, 2015). +
|
|
|
(3.1)
|
Amended and Restated Certificate of Incorporation (amendments approved by the NiSource stockholders at the Annual Meeting held May 12, 2015).**
|
|
|
(4.1)
|
Indenture, dated as of May 22, 2015, by and among CPG, CPG OPCO LP, Columbia Energy Group, and CPG OPCO GP LLC (the “Guarantors”) and U.S Bank National Association, as Trustee, governing the Notes (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on May 22, 2015).
|
|
|
(4.2)
|
Registration Rights Agreement, dated as of May 22, 2015, by and among CPG, the Guarantors, and J.P. Morgan Securities LLC, Mitsubishi UFJ Securities (USA), Inc., Scotia Capital (USA) Inc., relating to the Notes (incorporated by reference to Exhibit 4.2 to the NiSource Inc. Form 8-K filed on May 22, 2015).
|
|
|
(4.3)
|
Form of 2.45% Senior Note due 2018 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on May 22, 2015).
|
|
|
(4.4)
|
Form of 3.30% Senior Note due 2020 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on May 22, 2015).
|
|
|
(4.5)
|
Form of 4.50% Senior Note due 2025 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on May 22, 2015).
|
|
|
(4.6)
|
Form of 5.80% Senior Note due 2045 (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form 8-K filed on May 22, 2015).
|
|
|
(10.1)
|
2010 Omnibus Incentive Plan (incorporated by reference to Exhibit C to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting held May 12, 2015, filed on April 7, 2015).*
|
|
|
(10.2)
|
Tax Allocation Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (incorporated by reference to Exhibit 10.1 of the NiSource Inc. Form 8-K filed on July 2, 2015).
|
|
|
(10.3)
|
Employee Matters Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (incorporated by reference to Exhibit 10.2 of the NiSource Inc. Form 8-K filed on July 2, 2015).
|
|
|
(31.1)
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. **
|
|
|
(31.2)
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. **
|
|
|
(32.1)
|
Certification of Chief Executive Officer pursuant to 18. U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **
|
|
|
(32.2)
|
Certification of Chief Financial Officer pursuant to 18. U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **
|
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(101.INS)
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XBRL Instance Document
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(101.SCH)
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XBRL Schema Document
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(101.CAL)
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XBRL Calculation Linkbase Document
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(101.LAB)
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XBRL Labels Linkbase Document
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(101.PRE)
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XBRL Presentation Linkbase Document
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(101.DEF)
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XBRL Definition Linkbase Document
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*
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Management contract or compensatory plan or arrangement of NiSource Inc.
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**
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Exhibit filed herewith.
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+
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The Company agrees to furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request.
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NiSource Inc.
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(Registrant)
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Date:
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August 3, 2015
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By:
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/s/ Joseph W. Mulpas
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Joseph W. Mulpas
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Vice President and Chief Accounting Officer
(Principal Accounting Officer
and Duly Authorized Officer)
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(a)
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the designation of such series and number of shares constituting such series;
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(b)
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the dividend rate or amount of such series, the payment dates for dividends on shares of such series, the status of such dividends as cumulative or non-cumulative, the date from which dividends on shares of such series, if cumulative, shall be cumulative, and the status of such as participating or non-participating after the payment of dividends as to which such shares are entitled to any preference;
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(c)
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the price or prices (which amount may vary under different conditions or at different dates) at which, and the times, terms and conditions on which, the shares of such series may be redeemed at the option of the Corporation;
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(d)
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whether or not the shares of such series shall be made optionally or mandatorily convertible into, or exchangeable for, shares of any other class or classes or of any other series of the same or any other class or classes of stock of the Corporation or other securities and, if made so convertible or exchangeable, the conversion price or prices, or the rates of exchange, and the adjustments thereof, if any, at which such conversion or exchange may be made and any other terms and conditions of such conversion or exchange;
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(e)
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whether or not the shares of such series shall be entitled to the benefit of a retirement or sinking fund to be applied to the purchase or redemption of shares of such series, and if so entitled, the amount of such fund and
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(f)
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whether or not the issue of any additional shares of such series or any future series in addition to such series or of any shares of any other class of stock of the Corporation shall be subject to restrictions and, if so, the nature thereof;
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(g)
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the rights and preferences, if any, of the holders of such series of Preferred Stock upon the voluntary or involuntary liquidation, dissolution or winding-up of the Corporation, and the status of the shares of such series as participating or non-participating after the satisfaction of any such rights and preferences;
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(h)
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the full or limited voting rights, if any, to be provided for shares of such series, in addition to the voting rights provided by law; and
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(i)
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any other relative powers, preferences and participating, optional or other special rights and the qualifications, limitations or restrictions thereof, of shares of such series;
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1.
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I have reviewed this Quarterly Report of NiSource Inc. on Form 10-Q for the quarter ended
June 30, 2015
;
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2.
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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;
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3.
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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;
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4.
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The registrant’s other certifying officer(s) 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:
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a.
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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;
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b.
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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;
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c.
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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
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d.
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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
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5.
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The registrant’s other certifying officer(s) 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):
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a.
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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
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b.
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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.
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Date:
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August 3, 2015
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By:
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/s/ Joseph Hamrock
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Joseph Hamrock
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President and Chief Executive Officer
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1.
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I have reviewed this Quarterly Report of NiSource Inc. on Form 10-Q for the quarter ended
June 30, 2015
;
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2.
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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;
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3.
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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;
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4.
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The registrant’s other certifying officer(s) 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:
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a.
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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;
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b.
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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;
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c.
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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
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d.
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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
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5.
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The registrant’s other certifying officer(s) 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):
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a.
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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
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b.
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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.
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Date:
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August 3, 2015
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By:
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/s/ Donald E. Brown
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Donald E. Brown
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Executive Vice President and Chief Financial Officer
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(1)
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The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
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/s/ Joseph Hamrock
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Joseph Hamrock
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President and Chief Executive Officer
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Date:
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August 3, 2015
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(1)
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The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
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/s/ Donald E. Brown
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Donald E. Brown
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Executive Vice President and Chief Financial Officer
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Date:
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August 3, 2015
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