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þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d
)
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Delaware
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35-2108964
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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801 East 86th Avenue
Merrillville, Indiana
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46410
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Common Stock
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New York
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Large accelerated filer
þ
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Accelerated filer
¨
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Non-accelerated filer
¨
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Smaller reporting company
¨
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Page
No.
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Item 1.
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Item 1A.
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Item 1B.
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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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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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NiSource Subsidiaries, Affiliates and Former Subsidiaries
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Capital Markets
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NiSource Capital Markets, Inc.
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CGORC
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Columbia Gas of Ohio Receivables Corporation
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Columbia
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Columbia Energy Group
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Columbia of Kentucky
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Columbia Gas of Kentucky, Inc.
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Columbia of Maryland
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Columbia Gas of Maryland, Inc.
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Columbia of Massachusetts
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Bay State Gas Company
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Columbia of Ohio
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Columbia Gas of Ohio, Inc.
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Columbia of Pennsylvania
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Columbia Gas of Pennsylvania, Inc.
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Columbia of Virginia
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Columbia Gas of Virginia, Inc.
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Company
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NiSource Inc. and its subsidiaries, unless otherwise indicated by the context
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CPG
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Columbia Pipeline Group, Inc.
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CPPL
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Columbia Pipeline Partners LP
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CPRC
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Columbia Gas of Pennsylvania Receivables Corporation
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NARC
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NIPSCO Accounts Receivable Corporation
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NIPSCO
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Northern Indiana Public Service Company
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NiSource
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NiSource Inc.
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NiSource Corporate Services
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NiSource Corporate Services Company
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NiSource Development Company
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NiSource Development Company, Inc.
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NiSource Finance
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NiSource Finance Corporation
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Abbreviations
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AFUDC
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Allowance for funds used during construction
|
AOCI
|
|
Accumulated Other Comprehensive Income
|
ASC
|
|
Accounting Standards Codification
|
ASU
|
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Accounting Standards Update
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BNS
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Bank of Nova Scotia
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Board
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Board of Directors
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BTMU
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The Bank of Tokyo-Mitsubishi UFJ, LTD.
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CAA
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Clean Air Act
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CAP
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Compliance Assurance Process
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CCGT
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Combined Cycle Gas Turbine
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CCRs
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Coal Combustion Residuals
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CERCLA
|
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Comprehensive Environmental Response Compensation and Liability Act (also known as Superfund)
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CO
2
|
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Carbon Dioxide
|
Columbia OpCo
|
|
CPG OpCo LP
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CPP
|
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Clean Power Plan
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DPU
|
|
Department of Public Utilities
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DSM
|
|
Demand Side Management
|
Dth
|
|
Dekatherm
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ECR
|
|
Environmental Cost Recovery
|
DEFINED TERMS
|
||
ECT
|
|
Environmental Cost Tracker
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EERM
|
|
Environmental Expense Recovery Mechanism
|
EFV
|
|
Excess flow valve
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EGUs
|
|
Electric utility steam generating unit
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ELG
|
|
Effluence limitations guidelines
|
EPA
|
|
United States Environmental Protection Agency
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EPS
|
|
Earnings per share
|
FAC
|
|
Fuel adjustment clause
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FASB
|
|
Financial Accounting Standards Board
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FERC
|
|
Federal Energy Regulatory Commission
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FTRs
|
|
Financial Transmission Rights
|
GAAP
|
|
Generally Accepted Accounting Principles
|
GCA
|
|
Gas cost adjustment
|
GCR
|
|
Gas cost recovery
|
GHG
|
|
Greenhouse gases
|
GSEP
|
|
Gas System Enhancement Program
|
gwh
|
|
Gigawatt hours
|
IBM
|
|
International Business Machines Corp.
|
IPO
|
|
Initial Public Offering
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IRP
|
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Infrastructure Replacement Program
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IRS
|
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Internal Revenue Service
|
IURC
|
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Indiana Utility Regulatory Commission
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LDCs
|
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Local distribution companies
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LIFO
|
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Last-in, first-out
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MGP
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Manufactured Gas Plant
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MISO
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Midcontinent Independent System Operator
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Mizuho
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Mizuho Corporate Bank Ltd.
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MMDth
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Million dekatherms
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MPSC
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Maryland Public Service Commission
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mw
|
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Megawatts
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mwh
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|
Megawatt hours
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NAAQS
|
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National Ambient Air Quality Standards
|
NOL
|
|
Net Operating Loss
|
NYMEX
|
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The New York Mercantile Exchange
|
NYSE
|
|
The New York Stock Exchange
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OPEB
|
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Other Postretirement and Postemployment Benefits
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PATH
|
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Protecting Americans from Tax Hikes Act of 2015
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PCB
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Polychlorinated biphenyls
|
PHMSA
|
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U.S. Department of Transportation Pipeline and Hazardous Materials Safety Administration
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PNC
|
|
PNC Bank N.A.
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ppb
|
|
Parts per billion
|
PSC
|
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Public Service Commission
|
PUC
|
|
Public Utility Commission
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PUCO
|
|
Public Utilities Commission of Ohio
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RCRA
|
|
Resource Conservation and Recovery Act
|
DEFINED TERMS
|
||
RDAF
|
|
Revenue decoupling adjustment factor
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ROE
|
|
Return on Equity
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RTO
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|
Regional Transmission Organization
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Separation
|
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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.
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SEC
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Securities and Exchange Commission
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Sugar Creek
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Sugar Creek electric generating plant
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TDSIC
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Transmission, Distribution and Storage System Improvement Charge
|
TUAs
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Transmission Upgrade Agreements
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VIE
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Variable Interest Entity
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VSCC
|
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Virginia State Corporation Commission
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•
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limit the Company’s ability to borrow additional funds or increase the cost of borrowing additional funds;
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•
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reduce the availability of cash flow from operations to fund working capital, capital expenditures and other general corporate purposes;
|
•
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limit the Company’s flexibility in planning for, or reacting to, changes in the business and the industries in which it operates;
|
•
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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;
|
•
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place NiSource at a competitive disadvantage compared to competitors that are less leveraged;
|
•
|
increase vulnerability to general adverse economic and industry conditions; and
|
•
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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.
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Name
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Age
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Office(s) Held in Past 5 Years
|
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Joseph Hamrock
|
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53
|
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|
President and Chief Executive Officer of NiSource since July 1, 2015.
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Executive Vice President and Group Chief Executive Officer of NiSource from May 2012 to July 2015.
|
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|
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President and Chief Operating Officer of American Electric Power Company (electric utility company) - Ohio from January 2008 to May 2012.
|
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Donald E. Brown
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45
|
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Executive Vice President and Chief Financial Officer of NiSource since July 2015 (also Treasurer from July 2015 to June 2016).
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Executive Vice President, Finance Department of NiSource from March 2015 to July 2015.
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|
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|
|
Vice President and Chief Financial Officer of UGI Utilities, a division of UGI Corporation (gas and electric utility company) from 2010 to March 2015.
|
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Carrie J. Hightman
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59
|
|
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Executive Vice President and Chief Legal Officer of NiSource since December 2007.
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Carl W. Levander
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55
|
|
|
Executive Vice President, Regulatory Policy and Corporate Affairs of NiSource since May 11, 2016.
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|
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Executive Vice President and Chief Regulatory Officer of NiSource from July 2015 to May 2016.
|
|
|
|
|
|
President of Columbia of Virginia from January 2006 to July 2015.
|
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Violet G. Sistovaris
|
|
55
|
|
|
Executive Vice President and President, NIPSCO since October 3, 2016.
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Executive Vice President, NIPSCO from July 2015 to October 2016.
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Senior Vice President and Chief Information Officer of NiSource from May 2014 to June 2015.
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|
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|
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Senior Vice President and Chief Information Officer of NiSource Corporate Services Company from August 2008 to June 2015.
|
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Jim L. Stanley
|
|
61
|
|
|
Executive Vice President and Chief Operating Officer of NiSource since July 1, 2015.
|
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|
|
|
Executive Vice President & Group Chief Executive Officer of NiSource from October 2012 to July 2015.
|
|
|
|
|
|
Senior Vice President, Duke Energy (electric power holding company) from June 2010 to September 2012.
|
|
Pablo A. Vegas
|
|
43
|
|
|
Executive Vice President and President, Columbia Gas Group since May 3, 2016.
|
|
|
|
|
President and Chief Operating Officer of American Electric Power Company from May 2012 to May 2016.
|
|
|
|
|
|
Vice President and Chief Information Officer of American Electric Power Company from July 2010 to May 2012.
|
|
Joseph W. Mulpas
|
|
45
|
|
|
Vice President and Chief Accounting Officer of NiSource since May 2014.
|
|
|
|
|
Assistant Controller, FirstEnergy Corp. (diversified energy corporation) from November 2012 to March 2014.
|
|
|
|
|
|
Vice President, Controller and Chief Accounting Officer, Maxum Petroleum Inc. (energy logistics company) from August 2012 to October 2012.
|
|
|
|
|
|
Vice President, Controller and Chief Accounting Officer of DPL Inc. and its subsidiary, The Dayton Power and Light Company (electric utility company) from May 2009 to June 2012.
|
|
Teresa M. Smith
|
|
53
|
|
|
Vice President of Human Resources for NiSource Corporate Services Company since January 2010.
|
Suzanne K. Surface
|
|
52
|
|
|
Vice President, Audit of NiSource since July 1, 2015.
|
|
|
|
|
Vice President of Regulatory Strategy and Support of NiSource from July 2009 to June 2015.
|
|
2016
|
|
2015
|
||||||||||||||||||||
|
High
|
|
Low
|
|
Dividend Per Share
|
|
High
|
|
Low
|
|
Dividend Per Share
|
||||||||||||
First Quarter
|
$
|
23.74
|
|
|
$
|
19.05
|
|
|
$
|
0.155
|
|
|
$
|
45.10
|
|
|
$
|
40.89
|
|
|
$
|
0.260
|
|
Second Quarter
|
26.53
|
|
|
21.97
|
|
|
0.155
|
|
|
49.16
|
|
|
42.25
|
|
|
0.260
|
|
||||||
Third Quarter
|
26.94
|
|
|
23.20
|
|
|
0.165
|
|
|
45.71
(1)
|
|
|
16.04
(1)
|
|
|
0.155
(2)
|
|
||||||
Fourth Quarter
|
24.06
|
|
|
21.17
|
|
|
0.165
|
|
|
20.13
(1)
|
|
|
18.33
(1)
|
|
|
0.155
(2)
|
|
||||||
|
|
|
|
|
$
|
0.640
|
|
|
|
|
|
|
$
|
0.830
|
|
Year Ended December 31, (
dollars in millions except per share data
)
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Statement of Income Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Gross Revenues
|
|
|
|
|
|
|
|
|
|
||||||||||
Gas Distribution
|
$
|
1,850.9
|
|
|
$
|
2,081.9
|
|
|
$
|
2,597.8
|
|
|
$
|
2,226.3
|
|
|
$
|
1,959.8
|
|
Gas Transportation
|
964.6
|
|
|
969.8
|
|
|
987.4
|
|
|
820.0
|
|
|
692.4
|
|
|||||
Electric
|
1,660.8
|
|
|
1,572.9
|
|
|
1,672.0
|
|
|
1,563.4
|
|
|
1,507.7
|
|
|||||
Other
|
16.2
|
|
|
27.2
|
|
|
15.2
|
|
|
15.7
|
|
|
18.1
|
|
|||||
Total Gross Revenues
|
4,492.5
|
|
|
4,651.8
|
|
|
5,272.4
|
|
|
4,625.4
|
|
|
4,178.0
|
|
|||||
Net Revenues (Gross Revenues less Cost of Sales, excluding depreciation and amortization)
|
3,102.3
|
|
|
3,008.1
|
|
|
2,899.5
|
|
|
2,662.4
|
|
|
2,513.9
|
|
|||||
Operating Income
|
858.2
|
|
|
799.9
|
|
|
789.1
|
|
|
698.1
|
|
|
638.6
|
|
|||||
Income from Continuing Operations
|
328.1
|
|
|
198.6
|
|
|
256.2
|
|
|
221.0
|
|
|
171.0
|
|
|||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Total Assets
|
18,691.9
|
|
|
17,492.5
|
|
|
24,589.8
|
|
|
22,473.6
|
|
|
21,620.2
|
|
|||||
Capitalization
|
|
|
|
|
|
|
|
|
|
||||||||||
Common stockholders’ equity
|
4,071.2
|
|
|
3,843.5
|
|
|
6,175.3
|
|
|
5,886.6
|
|
|
5,554.3
|
|
|||||
Long-term debt, excluding amounts due within one year
|
6,058.2
|
|
|
5,948.5
|
|
|
8,151.5
|
|
|
7,588.2
|
|
|
6,813.7
|
|
|||||
Total Capitalization
|
$
|
10,129.4
|
|
|
$
|
9,792.0
|
|
|
$
|
14,326.8
|
|
|
$
|
13,474.8
|
|
|
$
|
12,368.0
|
|
Per Share Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic Earnings Per Share from Continuing Operations ($)
|
$
|
1.02
|
|
|
$
|
0.63
|
|
|
$
|
0.81
|
|
|
$
|
0.71
|
|
|
$
|
0.59
|
|
Diluted Earnings Per Share from Continuing Operations ($)
|
$
|
1.01
|
|
|
$
|
0.63
|
|
|
$
|
0.81
|
|
|
$
|
0.71
|
|
|
$
|
0.57
|
|
Other Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Dividends declared per share ($)
|
$
|
0.64
|
|
|
$
|
0.83
|
|
|
$
|
1.02
|
|
|
$
|
0.98
|
|
|
$
|
0.94
|
|
Shares outstanding at the end of the year (in thousands)
|
323,160
|
|
|
319,110
|
|
|
316,037
|
|
|
313,676
|
|
|
310,281
|
|
|||||
Number of common stockholders
|
22,272
|
|
|
30,190
|
|
|
25,233
|
|
|
26,965
|
|
|
28,823
|
|
|||||
Capital expenditures
|
$
|
1,490.4
|
|
|
$
|
1,367.5
|
|
|
$
|
1,339.6
|
|
|
$
|
1,248.5
|
|
|
$
|
1,095.5
|
|
Number of employees
|
8,007
|
|
|
7,596
|
|
|
8,982
|
|
|
8,477
|
|
|
8,286
|
|
•
|
On July 1, 2015, NiSource completed the Separation. The results of operations of the former Columbia Pipeline Group Operations segment have been classified as discontinued operations for all periods presented. See Note 3, "Discontinued Operations," in the Notes to the Consolidated Financial Statements for further information.
|
•
|
Prior to the Separation, CPG closed its placement of
$2,750.0 million
in aggregate principal amount of its senior notes. Using the proceeds from this offering, CPG made cash payments to NiSource representing the settlement of inter-company borrowings and the payment of a one-time special dividend. In May 2015, using proceeds from the cash payments from CPG, NiSource Finance settled its two bank term loans in the amount of
$1,075.0 million
and executed a tender offer for
$750.0 million
consisting of a combination of its
5.25%
notes due 2017,
6.40%
notes due 2018 and
4.45%
notes due 2021. In conjunction with the debt retired, NiSource Finance recorded a
$97.2 million
loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums.
|
Index
|
Page
|
Results and Discussion of Segment Operations
|
|
Gas Distribution Operations
|
|
Electric Operations
|
|
Off Balance Sheet
Arrangements
|
|
•
|
On April 20, 2016, the PUCO approved Columbia of Ohio's annual IRP rider. The rider provides for continued support of Columbia of Ohio's well-established pipeline replacement program. This order authorized approximately $21 million in increased annual revenue related to 2015 infrastructure investments of approximately $185 million.
|
•
|
On September 28, 2016, Columbia of Virginia implemented updated interim base rates subject to refund. The new rates are part of its base rate case which remains pending before the VSCC. On January 17, 2017, Columbia of Virginia presented to the VSCC a stipulation and proposed recommendation representing a settlement by all parties to the proceeding that included a base revenue increase of $28.5 million. On February 8, 2017, the Hearing Examiner in the case filed a report recommending approval of the stipulation and proposed recommendation. A VSCC decision is expected in the first half of 2017.
|
•
|
On October 27, 2016, the Pennsylvania PUC approved a joint settlement agreement in Columbia of Pennsylvania's base rate case. The settlement includes an annual revenue increase of $35.0 million and incentives to expand gas service to commercial customers. New rates went into effect on December 19, 2016.
|
•
|
On October 20, 2016, a settlement was reached with the Kentucky PSC on Columbia of Kentucky's base rate case. The settlement includes a revenue increase of $13.4 million and will allow for continued system modernization and pipeline safety investments to improve overall system safety and reliability. On December 22, 2016, the Kentucky PSC issued an order modifying the stipulation resulting in an annual revenue increase of $13.1 million. Columbia of Kentucky accepted this modification, and rates went into effect on December 27, 2016.
|
•
|
NIPSCO continues to execute on its seven-year, $824 million gas infrastructure modernization program to further improve system reliability and safety. In August, NIPSCO filed its semi-annual tracker update covering $67 million of investments made in the first half of 2016. On December 28, 2016, the IURC issued an order approving the tracker update. New rates became effective January 1, 2017.
|
•
|
New rates became effective October 1, 2016 under NIPSCO's electric base rate case settlement, which was approved by the IURC on July 18, 2016. The settlement provides a platform for NIPSCO’s continued electric infrastructure investments and service improvements for customers, and increases NIPSCO’s annual base rate revenues by
$72.5
million.
|
•
|
NIPSCO is focused on executing its seven-year electric infrastructure modernization program, which includes enhancements to electric transmission and distribution infrastructure designed to improve system safety and reliability. On July 12, 2016, the IURC approved NIPSCO’s settlement related to the program. The order included approval to recover approximately $1.25 billion of investments made through 2022. Per an IURC order received on January 25, 2017, NIPSCO began recovering on $45.5 million of these investments with the first billing cycle of February 2017.
|
•
|
In December 2016, NIPSCO announced plans to retire two coal-fired units at its Bailly Generation station earlier than previously estimated. This decision was based on an analysis of current economic and legislative conditions including the decreasing cost of natural gas relative to coal and the increased cost of compliance with current and future environmental regulations.
|
Year Ended December 31
, (in millions, except per share amounts)
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||
Total Net Revenues
|
$
|
3,102.3
|
|
|
$
|
3,008.1
|
|
|
$
|
2,899.5
|
|
|
$
|
94.2
|
|
|
$
|
108.6
|
|
Total Operating Expenses
|
2,244.1
|
|
|
2,208.2
|
|
|
2,110.4
|
|
|
35.9
|
|
|
97.8
|
|
|||||
Operating Income
|
858.2
|
|
|
799.9
|
|
|
789.1
|
|
|
58.3
|
|
|
10.8
|
|
|||||
Total Other Income (Deductions)
|
(348.0
|
)
|
|
(460.0
|
)
|
|
(366.1
|
)
|
|
112.0
|
|
|
(93.9
|
)
|
|||||
Income Taxes
|
182.1
|
|
|
141.3
|
|
|
166.8
|
|
|
40.8
|
|
|
(25.5
|
)
|
|||||
Income from Continuing Operations
|
328.1
|
|
|
198.6
|
|
|
256.2
|
|
|
129.5
|
|
|
(57.6
|
)
|
|||||
Basic Earnings Per Share from Continuing Operations
|
$
|
1.02
|
|
|
$
|
0.63
|
|
|
$
|
0.81
|
|
|
$
|
0.39
|
|
|
$
|
(0.18
|
)
|
Basic Average Common Shares Outstanding
|
321.8
|
|
|
317.7
|
|
|
315.1
|
|
|
4.1
|
|
|
2.6
|
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||
Net Revenues
|
|
|
|
|
|
|
|
|
|
||||||||||
Sales revenues
|
$
|
2,830.6
|
|
|
$
|
3,069.1
|
|
|
$
|
3,593.9
|
|
|
$
|
(238.5
|
)
|
|
$
|
(524.8
|
)
|
Less: Cost of gas sold (excluding depreciation and amortization)
|
895.4
|
|
|
1,155.5
|
|
|
1,762.7
|
|
|
(260.1
|
)
|
|
(607.2
|
)
|
|||||
Net Revenues
|
1,935.2
|
|
|
1,913.6
|
|
|
1,831.2
|
|
|
21.6
|
|
|
82.4
|
|
|||||
Operating Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Operation and maintenance
|
937.2
|
|
|
945.3
|
|
|
900.3
|
|
|
(8.1
|
)
|
|
45.0
|
|
|||||
Depreciation and amortization
|
252.9
|
|
|
232.6
|
|
|
217.6
|
|
|
20.3
|
|
|
15.0
|
|
|||||
(Gain) Loss on sale of assets and impairments, net
|
—
|
|
|
0.8
|
|
|
(0.2
|
)
|
|
(0.8
|
)
|
|
1.0
|
|
|||||
Other taxes
|
171.1
|
|
|
179.1
|
|
|
176.5
|
|
|
(8.0
|
)
|
|
2.6
|
|
|||||
Total Operating Expenses
|
1,361.2
|
|
|
1,357.8
|
|
|
1,294.2
|
|
|
3.4
|
|
|
63.6
|
|
|||||
Operating Income
|
$
|
574.0
|
|
|
$
|
555.8
|
|
|
$
|
537.0
|
|
|
$
|
18.2
|
|
|
$
|
18.8
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential
|
$
|
1,823.4
|
|
|
$
|
2,055.2
|
|
|
$
|
2,286.3
|
|
|
$
|
(231.8
|
)
|
|
$
|
(231.1
|
)
|
Commercial
|
588.1
|
|
|
691.4
|
|
|
800.6
|
|
|
(103.3
|
)
|
|
(109.2
|
)
|
|||||
Industrial
|
194.3
|
|
|
217.6
|
|
|
231.3
|
|
|
(23.3
|
)
|
|
(13.7
|
)
|
|||||
Off-System sales
|
94.4
|
|
|
87.3
|
|
|
199.4
|
|
|
7.1
|
|
|
(112.1
|
)
|
|||||
Other
|
130.4
|
|
|
17.6
|
|
|
76.3
|
|
|
112.8
|
|
|
(58.7
|
)
|
|||||
Total
|
$
|
2,830.6
|
|
|
$
|
3,069.1
|
|
|
$
|
3,593.9
|
|
|
$
|
(238.5
|
)
|
|
$
|
(524.8
|
)
|
Sales and Transportation (MMDth)
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential sales
|
248.9
|
|
|
262.0
|
|
|
295.2
|
|
|
(13.1
|
)
|
|
(33.2
|
)
|
|||||
Commercial sales
|
165.6
|
|
|
171.5
|
|
|
189.6
|
|
|
(5.9
|
)
|
|
(18.1
|
)
|
|||||
Industrial sales
|
517.7
|
|
|
522.7
|
|
|
512.9
|
|
|
(5.0
|
)
|
|
9.8
|
|
|||||
Off-System sales
|
39.6
|
|
|
32.7
|
|
|
44.9
|
|
|
6.9
|
|
|
(12.2
|
)
|
|||||
Other
|
(0.1
|
)
|
|
(0.2
|
)
|
|
(0.1
|
)
|
|
0.1
|
|
|
(0.1
|
)
|
|||||
Total
|
971.7
|
|
|
988.7
|
|
|
1,042.5
|
|
|
(17.0
|
)
|
|
(53.8
|
)
|
|||||
Heating Degree Days
|
5,148
|
|
|
5,459
|
|
|
6,176
|
|
|
(311
|
)
|
|
(717
|
)
|
|||||
Normal Heating Degree Days
|
5,642
|
|
|
5,610
|
|
|
5,610
|
|
|
32
|
|
|
—
|
|
|||||
% Colder (Warmer) than Normal
|
(9
|
)%
|
|
(3
|
)%
|
|
10
|
%
|
|
|
|
|
|
|
|||||
Gas Distribution Customers
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential
|
3,141,722
|
|
|
3,113,324
|
|
|
3,098,052
|
|
|
28,398
|
|
|
15,272
|
|
|||||
Commercial
|
279,556
|
|
|
277,239
|
|
|
277,057
|
|
|
2,317
|
|
|
182
|
|
|||||
Industrial
|
6,240
|
|
|
6,465
|
|
|
6,681
|
|
|
(225
|
)
|
|
(216
|
)
|
|||||
Other
|
14
|
|
|
13
|
|
|
15
|
|
|
1
|
|
|
(2
|
)
|
|||||
Total
|
3,427,532
|
|
|
3,397,041
|
|
|
3,381,805
|
|
|
30,491
|
|
|
15,236
|
|
•
|
New rates from base-rate proceedings and infrastructure replacement programs of $95.1 million.
|
•
|
The effects of increased customer count of $9.6 million.
|
•
|
Lower regulatory, tax and depreciation trackers, which are offset in expense, of $52.8 million.
|
•
|
The effects of warmer weather of $12.4 million.
|
•
|
Decreased commercial, industrial and residential usage of $8.8 million.
|
•
|
Lower forfeited discount and late payment collections of $3.9 million.
|
•
|
Increased employee and administrative expenses of $26.1 million.
|
•
|
Higher depreciation of $19.8 million due to increased capital expenditures placed in service.
|
•
|
Increased outside service costs of $13.4 million.
|
•
|
Higher rental expense of $2.6 million.
|
•
|
Lower regulatory, tax and depreciation trackers, which are offset in net revenues, of $52.8 million.
|
•
|
Decreased gross receipts taxes of $2.8 million.
|
•
|
New rates from base-rate proceedings and infrastructure replacement programs of $88.7 million.
|
•
|
Increased rent billed to affiliates, offset in expense, of $8.4 million.
|
•
|
Higher regulatory and tax trackers, which are offset in expense, of $7.5 million.
|
•
|
The effects of warmer weather of $30.6 million.
|
•
|
Increased employee and administrative expenses of $16.3 million.
|
•
|
Higher depreciation of $15.0 million due to increased capital expenditures placed into service.
|
•
|
Increased property taxes of $9.1 million due to increased capital expenditures placed in service.
|
•
|
Higher outside service costs of $7.7 million.
|
•
|
Increased regulatory and tax trackers, which are offset in net revenues, of $7.5 million.
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||
Net Revenues
|
|
|
|
|
|
|
|
|
|
||||||||||
Sales revenues
|
$
|
1,661.6
|
|
|
$
|
1,574.4
|
|
|
$
|
1,673.4
|
|
|
$
|
87.2
|
|
|
$
|
(99.0
|
)
|
Less: Cost of sales (excluding depreciation and amortization)
|
495.0
|
|
|
488.4
|
|
|
609.7
|
|
|
6.6
|
|
|
(121.3
|
)
|
|||||
Net Revenues
|
1,166.6
|
|
|
1,086.0
|
|
|
1,063.7
|
|
|
80.6
|
|
|
22.3
|
|
|||||
Operating Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Operation and maintenance
|
538.8
|
|
|
490.1
|
|
|
474.9
|
|
|
48.7
|
|
|
15.2
|
|
|||||
Depreciation and amortization
|
274.5
|
|
|
267.7
|
|
|
244.4
|
|
|
6.8
|
|
|
23.3
|
|
|||||
(Gain) Loss on sale of assets, net
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
0.1
|
|
|||||
Other taxes
|
61.9
|
|
|
63.8
|
|
|
61.8
|
|
|
(1.9
|
)
|
|
2.0
|
|
|||||
Total Operating Expenses
|
875.2
|
|
|
821.6
|
|
|
781.0
|
|
|
53.6
|
|
|
40.6
|
|
|||||
Operating Income
|
$
|
291.4
|
|
|
$
|
264.4
|
|
|
$
|
282.7
|
|
|
$
|
27.0
|
|
|
$
|
(18.3
|
)
|
Revenues
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential
|
$
|
457.4
|
|
|
$
|
427.1
|
|
|
$
|
438.2
|
|
|
$
|
30.3
|
|
|
$
|
(11.1
|
)
|
Commercial
|
456.6
|
|
|
445.4
|
|
|
449.4
|
|
|
11.2
|
|
|
(4.0
|
)
|
|||||
Industrial
|
631.6
|
|
|
646.3
|
|
|
723.6
|
|
|
(14.7
|
)
|
|
(77.3
|
)
|
|||||
Wholesale
|
11.6
|
|
|
16.4
|
|
|
32.2
|
|
|
(4.8
|
)
|
|
(15.8
|
)
|
|||||
Other
|
104.4
|
|
|
39.2
|
|
|
30.0
|
|
|
65.2
|
|
|
9.2
|
|
|||||
Total
|
$
|
1,661.6
|
|
|
$
|
1,574.4
|
|
|
$
|
1,673.4
|
|
|
$
|
87.2
|
|
|
$
|
(99.0
|
)
|
Sales (Gigawatt Hours)
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential
|
3,514.8
|
|
|
3,309.9
|
|
|
3,384.2
|
|
|
204.9
|
|
|
(74.3
|
)
|
|||||
Commercial
|
3,878.7
|
|
|
3,866.8
|
|
|
3,864.2
|
|
|
11.9
|
|
|
2.6
|
|
|||||
Industrial
|
9,281.8
|
|
|
9,249.1
|
|
|
10,114.2
|
|
|
32.7
|
|
|
(865.1
|
)
|
|||||
Wholesale
|
19.0
|
|
|
194.8
|
|
|
675.5
|
|
|
(175.8
|
)
|
|
(480.7
|
)
|
|||||
Other
|
136.9
|
|
|
137.7
|
|
|
148.2
|
|
|
(0.8
|
)
|
|
(10.5
|
)
|
|||||
Total
|
16,831.2
|
|
|
16,758.3
|
|
|
18,186.3
|
|
|
72.9
|
|
|
(1,428.0
|
)
|
|||||
Cooling Degree Days
|
988
|
|
|
762
|
|
|
663
|
|
|
226
|
|
|
99
|
|
|||||
Normal Cooling Degree Days
|
806
|
|
|
806
|
|
|
806
|
|
|
—
|
|
|
—
|
|
|||||
% Warmer (Cooler) than Normal
|
23
|
%
|
|
(5
|
)%
|
|
(18
|
)%
|
|
|
|
|
|
|
|||||
Electric Customers
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential
|
407,268
|
|
|
404,889
|
|
|
403,272
|
|
|
2,379
|
|
|
1,617
|
|
|||||
Commercial
|
55,605
|
|
|
55,053
|
|
|
54,635
|
|
|
552
|
|
|
418
|
|
|||||
Industrial
|
2,313
|
|
|
2,343
|
|
|
2,352
|
|
|
(30
|
)
|
|
(9
|
)
|
|||||
Wholesale
|
744
|
|
|
743
|
|
|
751
|
|
|
1
|
|
|
(8
|
)
|
|||||
Other
|
2
|
|
|
6
|
|
|
5
|
|
|
(4
|
)
|
|
1
|
|
|||||
Total
|
465,932
|
|
|
463,034
|
|
|
461,015
|
|
|
2,898
|
|
|
2,019
|
|
•
|
New rates from base-rate proceedings of $36.3 million.
|
•
|
Increased regulatory and depreciation trackers, which are offset in expense, of $30.2 million.
|
•
|
Increased rates from incremental capital spend on electric transmission projects of $17.8 million.
|
•
|
The effects of warmer weather of $15.6 million.
|
•
|
The absence of regulatory-deferred MISO cost amortization of $10.2 million.
|
•
|
Increased fuel handling costs of $7.8 million.
|
•
|
Increased regulatory and depreciation trackers, which are offset in net revenues, of $30.2 million.
|
•
|
Higher outside service costs of $24.4 million, primarily due to generation-related maintenance.
|
•
|
Plant retirement costs of $22.1 million.
|
•
|
Lower environmental costs of $10.7 million.
|
•
|
Decreased amortization expense of $9.6 million.
|
•
|
Higher regulatory and depreciation trackers, which are offset in expense, of $19.8 million.
|
•
|
Increased rates from incremental capital spend on electric transmission projects and environmental investments of $19.1 million.
|
•
|
Lower industrial usage of $13.8 million.
|
•
|
Higher regulatory and depreciation trackers, which are offset in net revenues, of $19.8 million.
|
•
|
Increased depreciation of $10.6 million.
|
•
|
Higher environmental costs of $10.4 million.
|
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Gas Distribution Operations
|
|
|
|
|
|
||||||
System Growth and Tracker
|
$
|
835.0
|
|
|
$
|
729.6
|
|
|
$
|
656.0
|
|
Maintenance
|
219.4
|
|
|
187.4
|
|
|
204.3
|
|
|||
Total Gas Distribution Operations
|
1,054.4
|
|
|
917.0
|
|
|
860.3
|
|
|||
Electric Operations
|
|
|
|
|
|
||||||
System Growth and Tracker
|
314.1
|
|
|
274.8
|
|
|
310.0
|
|
|||
Maintenance
|
106.5
|
|
|
125.5
|
|
|
128.8
|
|
|||
Total Electric Operations
|
420.6
|
|
|
400.3
|
|
|
438.8
|
|
|||
Corporate and Other Operations - Maintenance
|
15.4
|
|
|
50.2
|
|
|
40.5
|
|
|||
Total
(1)
|
$
|
1,490.4
|
|
|
$
|
1,367.5
|
|
|
$
|
1,339.6
|
|
Year Ended December 31,
(in millions)
|
2016
|
2015
|
||||
Current Liquidity
|
|
|
||||
Revolving Credit Facility
|
$
|
1,850.0
|
|
$
|
1,500.0
|
|
Accounts Receivable Program
(1)
|
310.0
|
|
246.0
|
|
||
Less:
|
|
|
||||
Drawn on Revolving Credit Facility
|
—
|
|
—
|
|
||
Commercial Paper
|
1,178.0
|
|
321.4
|
|
||
Accounts Receivable Program Utilized
|
310.0
|
|
246.0
|
|
||
Letters of Credit Outstanding Under Credit Facility
|
14.7
|
|
14.7
|
|
||
Add:
|
|
|
||||
Cash and Cash Equivalents
|
26.4
|
|
15.5
|
|
||
Net Available Liquidity
|
$
|
683.7
|
|
$
|
1,179.4
|
|
(in millions)
|
Total
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
After
|
||||||||||||||
Long-term debt
(1)
|
$
|
6,305.5
|
|
|
$
|
349.9
|
|
|
$
|
476.0
|
|
|
$
|
1,041.0
|
|
|
$
|
550.0
|
|
|
$
|
63.6
|
|
|
$
|
3,825.0
|
|
Capital leases
(2)
|
250.0
|
|
|
22.7
|
|
|
18.5
|
|
|
14.2
|
|
|
13.5
|
|
|
13.4
|
|
|
167.7
|
|
|||||||
Interest payments on long-term debt
|
4,611.2
|
|
|
337.9
|
|
|
305.3
|
|
|
265.2
|
|
|
244.9
|
|
|
214.9
|
|
|
3,243.0
|
|
|||||||
Operating leases
(3)
|
54.6
|
|
|
15.4
|
|
|
9.4
|
|
|
7.5
|
|
|
4.8
|
|
|
4.1
|
|
|
13.4
|
|
|||||||
Energy commodity contracts
(4)
|
312.1
|
|
|
108.5
|
|
|
67.7
|
|
|
67.3
|
|
|
68.0
|
|
|
0.6
|
|
|
—
|
|
|||||||
Service obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Pipeline service obligations
|
2,002.1
|
|
|
532.7
|
|
|
382.7
|
|
|
293.1
|
|
|
176.0
|
|
|
139.2
|
|
|
478.4
|
|
|||||||
IBM service obligations
|
325.0
|
|
|
84.1
|
|
|
81.2
|
|
|
80.0
|
|
|
79.7
|
|
|
—
|
|
|
—
|
|
|||||||
Other service obligations
|
77.7
|
|
|
58.1
|
|
|
17.4
|
|
|
1.9
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|||||||
Other liabilities
|
34.4
|
|
|
34.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total contractual obligations
|
$
|
13,972.6
|
|
|
$
|
1,543.7
|
|
|
$
|
1,358.2
|
|
|
$
|
1,770.2
|
|
|
$
|
1,137.2
|
|
|
$
|
435.8
|
|
|
$
|
7,727.5
|
|
|
Impact on December 31, 2016 Projected Benefit Obligation Increase/(Decrease)
|
||||||
Change in Assumptions
(in millions)
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||
+50 basis points change in discount rate
|
$
|
(95.9
|
)
|
|
$
|
(27.4
|
)
|
-50 basis points change in discount rate
|
105.3
|
|
|
30.1
|
|
||
+50 basis points change in health care trend rates
|
|
|
13.6
|
|
|||
-50 basis points change in health care trend rates
|
|
|
(11.9
|
)
|
|||
|
|
|
|
||||
|
Impact on 2016 Expense Increase/(Decrease)
|
||||||
Change in Assumptions
(in millions)
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||
+50 basis points change in discount rate
|
$
|
(3.5
|
)
|
|
$
|
(1.2
|
)
|
-50 basis points change in discount rate
|
4.0
|
|
|
1.1
|
|
||
+50 basis points change in expected long-term rate of return on plan assets
|
(8.3
|
)
|
|
(1.1
|
)
|
||
-50 basis points change in expected long-term rate of return on plan assets
|
8.3
|
|
|
1.1
|
|
||
+50 basis points change in health care trend rates
|
|
|
0.6
|
|
|||
-50 basis points change in health care trend rates
|
|
|
(0.6
|
)
|
Index
|
Page
|
Year Ended December 31
, (in millions, except per share amounts)
|
2016
|
|
2015
|
|
2014
|
||||||
Net Revenues
|
|
|
|
|
|
||||||
Gas Distribution
|
$
|
1,850.9
|
|
|
$
|
2,081.9
|
|
|
$
|
2,597.8
|
|
Gas Transportation
|
964.6
|
|
|
969.8
|
|
|
987.4
|
|
|||
Electric
|
1,660.8
|
|
|
1,572.9
|
|
|
1,672.0
|
|
|||
Other
|
16.2
|
|
|
27.2
|
|
|
15.2
|
|
|||
Gross Revenues
|
4,492.5
|
|
|
4,651.8
|
|
|
5,272.4
|
|
|||
Cost of Sales (excluding depreciation and amortization)
|
1,390.2
|
|
|
1,643.7
|
|
|
2,372.9
|
|
|||
Total Net Revenues
|
3,102.3
|
|
|
3,008.1
|
|
|
2,899.5
|
|
|||
Operating Expenses
|
|
|
|
|
|
||||||
Operation and maintenance
|
1,453.7
|
|
|
1,426.1
|
|
|
1,367.3
|
|
|||
Depreciation and amortization
|
547.1
|
|
|
524.4
|
|
|
486.9
|
|
|||
Gain (Loss) on sale of assets and impairments, net
|
(1.0
|
)
|
|
1.6
|
|
|
3.0
|
|
|||
Other taxes
|
244.3
|
|
|
256.1
|
|
|
253.2
|
|
|||
Total Operating Expenses
|
2,244.1
|
|
|
2,208.2
|
|
|
2,110.4
|
|
|||
Operating Income
|
858.2
|
|
|
799.9
|
|
|
789.1
|
|
|||
Other Income (Deductions)
|
|
|
|
|
|
||||||
Interest expense, net
|
(349.5
|
)
|
|
(380.2
|
)
|
|
(379.5
|
)
|
|||
Other, net
|
1.5
|
|
|
17.4
|
|
|
13.4
|
|
|||
Loss on early extinguishment of long-term debt
|
—
|
|
|
(97.2
|
)
|
|
—
|
|
|||
Total Other Deductions
|
(348.0
|
)
|
|
(460.0
|
)
|
|
(366.1
|
)
|
|||
Income from Continuing Operations before Income Taxes
|
510.2
|
|
|
339.9
|
|
|
423.0
|
|
|||
Income Taxes
|
182.1
|
|
|
141.3
|
|
|
166.8
|
|
|||
Income from Continuing Operations
|
328.1
|
|
|
198.6
|
|
|
256.2
|
|
|||
Income from Discontinued Operations - net of taxes
|
3.4
|
|
|
103.5
|
|
|
273.8
|
|
|||
Net Income
|
$
|
331.5
|
|
|
$
|
302.1
|
|
|
$
|
530.0
|
|
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
15.6
|
|
|
—
|
|
|||
Net Income attributable to NiSource
|
$
|
331.5
|
|
|
$
|
286.5
|
|
|
$
|
530.0
|
|
Amounts attributable to NiSource:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
328.1
|
|
|
$
|
198.6
|
|
|
$
|
256.2
|
|
Income from discontinued operations
|
3.4
|
|
|
87.9
|
|
|
273.8
|
|
|||
Net Income attributable to NiSource
|
$
|
331.5
|
|
|
$
|
286.5
|
|
|
$
|
530.0
|
|
Basic Earnings Per Share
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
1.02
|
|
|
$
|
0.63
|
|
|
$
|
0.81
|
|
Discontinued operations
|
0.01
|
|
|
0.27
|
|
|
0.87
|
|
|||
Basic Earnings Per Share
|
$
|
1.03
|
|
|
$
|
0.90
|
|
|
$
|
1.68
|
|
Diluted Earnings Per Share
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
1.01
|
|
|
$
|
0.63
|
|
|
$
|
0.81
|
|
Discontinued operations
|
0.01
|
|
|
0.27
|
|
|
0.86
|
|
|||
Diluted Earnings Per Share
|
$
|
1.02
|
|
|
$
|
0.90
|
|
|
$
|
1.67
|
|
Basic Average Common Shares Outstanding
|
321.8
|
|
|
317.7
|
|
|
315.1
|
|
|||
Diluted Average Common Shares
|
323.5
|
|
|
319.8
|
|
|
316.6
|
|
Year Ended December 31,
(in millions, net of taxes)
|
2016
|
|
2015
|
|
2014
|
||||||
Net Income
|
$
|
331.5
|
|
|
$
|
302.1
|
|
|
$
|
530.0
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Net unrealized gain (loss) on available-for-sale securities
(1)
|
(0.1
|
)
|
|
(0.8
|
)
|
|
0.6
|
|
|||
Net unrealized gain (loss) on cash flow hedges
(2)
|
8.6
|
|
|
(7.8
|
)
|
|
2.2
|
|
|||
Unrecognized pension and OPEB benefit (costs)
(3)
|
1.5
|
|
|
(2.4
|
)
|
|
(9.8
|
)
|
|||
Total other comprehensive income (loss)
|
10.0
|
|
|
(11.0
|
)
|
|
(7.0
|
)
|
|||
Total Comprehensive Income
|
$
|
341.5
|
|
|
$
|
291.1
|
|
|
$
|
523.0
|
|
Less: Comprehensive income attributable to noncontrolling interest
|
—
|
|
|
15.6
|
|
|
—
|
|
|||
Comprehensive Income attributable to NiSource
|
$
|
341.5
|
|
|
$
|
275.5
|
|
|
$
|
523.0
|
|
(in millions)
|
December 31, 2016
|
|
December 31, 2015
|
||||
ASSETS
|
|
|
|
||||
Property, Plant and Equipment
|
|
|
|
||||
Utility plant
|
$
|
19,368.0
|
|
|
$
|
18,946.9
|
|
Accumulated depreciation and amortization
|
(6,613.7
|
)
|
|
(6,853.4
|
)
|
||
Net utility plant
|
12,754.3
|
|
|
12,093.5
|
|
||
Other property, at cost, less accumulated depreciation
|
313.7
|
|
|
18.0
|
|
||
Net Property, Plant and Equipment
|
13,068.0
|
|
|
12,111.5
|
|
||
Investments and Other Assets
|
|
|
|
||||
Unconsolidated affiliates
|
6.6
|
|
|
6.9
|
|
||
Other investments
|
193.3
|
|
|
187.7
|
|
||
Total Investments and Other Assets
|
199.9
|
|
|
194.6
|
|
||
Current Assets
|
|
|
|
||||
Cash and cash equivalents
|
26.4
|
|
|
15.5
|
|
||
Restricted cash
|
9.6
|
|
|
29.7
|
|
||
Accounts receivable (less reserve of $23.3 and $20.3, respectively)
|
847.0
|
|
|
660.0
|
|
||
Gas inventory
|
279.9
|
|
|
343.5
|
|
||
Materials and supplies, at average cost
|
101.7
|
|
|
86.8
|
|
||
Electric production fuel, at average cost
|
112.8
|
|
|
106.3
|
|
||
Exchange gas receivable
|
5.4
|
|
|
21.0
|
|
||
Regulatory assets
|
248.7
|
|
|
206.9
|
|
||
Prepayments and other
|
130.6
|
|
|
107.5
|
|
||
Total Current Assets
|
1,762.1
|
|
|
1,577.2
|
|
||
Other Assets
|
|
|
|
||||
Regulatory assets
|
1,636.7
|
|
|
1,599.8
|
|
||
Goodwill
|
1,690.7
|
|
|
1,690.7
|
|
||
Intangible assets
|
242.7
|
|
|
253.7
|
|
||
Deferred charges and other
|
91.8
|
|
|
65.0
|
|
||
Total Other Assets
|
3,661.9
|
|
|
3,609.2
|
|
||
Total Assets
|
$
|
18,691.9
|
|
|
$
|
17,492.5
|
|
(in millions, except share amounts)
|
December 31, 2016
|
|
December 31, 2015
|
||||
CAPITALIZATION AND LIABILITIES
|
|
|
|
||||
Capitalization
|
|
|
|
||||
Common Stockholders’ Equity
|
|
|
|
||||
Common stock - $0.01 par value, 400,000,000 shares authorized; 323,159,672 and 319,110,083 shares outstanding, respectively
|
$
|
3.3
|
|
|
$
|
3.2
|
|
Treasury stock
|
(88.7
|
)
|
|
(79.3
|
)
|
||
Additional paid-in capital
|
5,153.9
|
|
|
5,078.0
|
|
||
Retained deficit
|
(972.2
|
)
|
|
(1,123.3
|
)
|
||
Accumulated other comprehensive loss
|
(25.1
|
)
|
|
(35.1
|
)
|
||
Total Common Stockholders’ Equity
|
4,071.2
|
|
|
3,843.5
|
|
||
Long-term debt, excluding amounts due within one year
|
6,058.2
|
|
|
5,948.5
|
|
||
Total Capitalization
|
10,129.4
|
|
|
9,792.0
|
|
||
Current Liabilities
|
|
|
|
||||
Current portion of long-term debt
|
363.1
|
|
|
433.7
|
|
||
Short-term borrowings
|
1,488.0
|
|
|
567.4
|
|
||
Accounts payable
|
539.4
|
|
|
433.4
|
|
||
Customer deposits and credits
|
264.1
|
|
|
316.3
|
|
||
Taxes accrued
|
195.4
|
|
|
183.5
|
|
||
Interest accrued
|
120.3
|
|
|
129.0
|
|
||
Exchange gas payable
|
83.7
|
|
|
62.3
|
|
||
Regulatory liabilities
|
116.7
|
|
|
231.4
|
|
||
Legal and environmental
|
37.4
|
|
|
37.6
|
|
||
Accrued compensation and employee benefits
|
161.4
|
|
|
141.3
|
|
||
Other accruals
|
82.7
|
|
|
121.6
|
|
||
Total Current Liabilities
|
3,452.2
|
|
|
2,657.5
|
|
||
Other Liabilities
|
|
|
|
||||
Risk management liabilities
|
44.5
|
|
|
22.6
|
|
||
Deferred income taxes
|
2,528.0
|
|
|
2,365.3
|
|
||
Deferred investment tax credits
|
13.4
|
|
|
14.8
|
|
||
Accrued insurance liabilities
|
82.8
|
|
|
87.2
|
|
||
Accrued liability for postretirement and postemployment benefits
|
713.4
|
|
|
759.7
|
|
||
Regulatory liabilities
|
1,265.1
|
|
|
1,350.4
|
|
||
Asset retirement obligations
|
262.6
|
|
|
254.0
|
|
||
Other noncurrent liabilities
|
200.5
|
|
|
189.0
|
|
||
Total Other Liabilities
|
5,110.3
|
|
|
5,043.0
|
|
||
Commitments and Contingencies (Refer to Note 18, "Other Commitments and Contingencies")
|
—
|
|
|
—
|
|
||
Total Capitalization and Liabilities
|
$
|
18,691.9
|
|
|
$
|
17,492.5
|
|
Year Ended December 31, (in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Operating Activities
|
|
|
|
|
|
||||||
Net Income
|
$
|
331.5
|
|
|
$
|
302.1
|
|
|
$
|
530.0
|
|
Adjustments to Reconcile Net Income to Net Cash from Continuing Operations:
|
|
|
|
|
|
||||||
Loss on early extinguishment of debt
|
—
|
|
|
97.2
|
|
|
—
|
|
|||
Depreciation and amortization
|
547.1
|
|
|
524.4
|
|
|
486.9
|
|
|||
Deferred income taxes and investment tax credits
|
182.3
|
|
|
135.3
|
|
|
161.4
|
|
|||
Stock compensation expense and 401(k) profit sharing contribution
|
46.5
|
|
|
50.7
|
|
|
66.0
|
|
|||
Income from discontinued operations - net of taxes
|
(3.4
|
)
|
|
(103.5
|
)
|
|
(273.8
|
)
|
|||
Amortization of discount/premium on debt
|
7.6
|
|
|
8.7
|
|
|
10.0
|
|
|||
AFUDC equity
|
(11.6
|
)
|
|
(11.5
|
)
|
|
(10.7
|
)
|
|||
Other adjustments
|
(3.8
|
)
|
|
13.1
|
|
|
6.3
|
|
|||
Changes in Assets and Liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
(188.0
|
)
|
|
262.2
|
|
|
(42.8
|
)
|
|||
Inventories
|
38.9
|
|
|
46.9
|
|
|
(115.9
|
)
|
|||
Accounts payable
|
108.8
|
|
|
(190.5
|
)
|
|
29.9
|
|
|||
Customer deposits and credits
|
(52.3
|
)
|
|
35.5
|
|
|
29.8
|
|
|||
Taxes accrued
|
12.1
|
|
|
8.7
|
|
|
4.5
|
|
|||
Interest accrued
|
(8.7
|
)
|
|
(11.6
|
)
|
|
4.3
|
|
|||
Exchange gas receivable/payable
|
36.9
|
|
|
(31.7
|
)
|
|
(43.9
|
)
|
|||
Other accruals
|
(6.0
|
)
|
|
(55.1
|
)
|
|
4.4
|
|
|||
Prepayments and other current assets
|
(0.4
|
)
|
|
0.1
|
|
|
(2.2
|
)
|
|||
Regulatory assets/liabilities
|
(187.9
|
)
|
|
82.0
|
|
|
(227.7
|
)
|
|||
Postretirement and postemployment benefits
|
(44.8
|
)
|
|
25.6
|
|
|
136.0
|
|
|||
Deferred charges and other noncurrent assets
|
(1.2
|
)
|
|
5.2
|
|
|
3.9
|
|
|||
Other noncurrent liabilities
|
0.5
|
|
|
(30.4
|
)
|
|
4.8
|
|
|||
Net Operating Activities from Continuing Operations
|
804.1
|
|
|
1,163.4
|
|
|
761.2
|
|
|||
Net Operating Activities from (used for) Discontinued Operations
|
(0.8
|
)
|
|
293.4
|
|
|
558.4
|
|
|||
Net Cash Flows from Operating Activities
|
803.3
|
|
|
1,456.8
|
|
|
1,319.6
|
|
|||
Investing Activities
|
|
|
|
|
|
||||||
Capital expenditures
|
(1,475.2
|
)
|
|
(1,360.7
|
)
|
|
(1,282.5
|
)
|
|||
Restricted cash withdrawals (deposits)
|
20.1
|
|
|
(4.8
|
)
|
|
(17.1
|
)
|
|||
Cash contributions from CPG
|
—
|
|
|
3,798.2
|
|
|
—
|
|
|||
Cost of removal
|
(110.1
|
)
|
|
(79.2
|
)
|
|
(46.5
|
)
|
|||
Other investing activities
|
(17.7
|
)
|
|
21.5
|
|
|
32.6
|
|
|||
Net Investing Activities from (used for) Continuing Operations
|
(1,582.9
|
)
|
|
2,375.0
|
|
|
(1,313.5
|
)
|
|||
Net Investing Activities used for Discontinued Operations
|
—
|
|
|
(430.1
|
)
|
|
(803.1
|
)
|
|||
Net Cash Flows from (used for) Investing Activities
|
(1,582.9
|
)
|
|
1,944.9
|
|
|
(2,116.6
|
)
|
|||
Financing Activities
|
|
|
|
|
|
||||||
Cash of CPG at Separation
|
—
|
|
|
(136.8
|
)
|
|
—
|
|
|||
Issuance of long-term debt
|
500.0
|
|
|
—
|
|
|
748.4
|
|
|||
Repayments of long-term debt and capital lease obligations
|
(434.6
|
)
|
|
(2,092.2
|
)
|
|
(521.0
|
)
|
|||
Premiums and other debt related costs
|
(3.7
|
)
|
|
(93.5
|
)
|
|
(8.7
|
)
|
|||
Change in short-term borrowings, net
|
920.6
|
|
|
(936.4
|
)
|
|
878.1
|
|
|||
Issuance of common stock
|
23.1
|
|
|
22.5
|
|
|
30.3
|
|
|||
Acquisition of treasury stock
|
(9.4
|
)
|
|
(20.4
|
)
|
|
(10.2
|
)
|
|||
Dividends paid - common stock
|
(205.5
|
)
|
|
(263.4
|
)
|
|
(321.3
|
)
|
|||
Net Financing Activities from (used for) Continuing Operations
|
790.5
|
|
|
(3,520.2
|
)
|
|
795.6
|
|
|||
Net Financing Activities from Discontinued Operations
|
—
|
|
|
108.6
|
|
|
—
|
|
|||
Net Cash Flows from (used for) Financing Activities
|
790.5
|
|
|
(3,411.6
|
)
|
|
795.6
|
|
|||
Change in cash and cash equivalents from continuing operations
|
11.7
|
|
|
18.2
|
|
|
243.3
|
|
|||
Change in cash and cash equivalents used for discontinued operations
|
(0.8
|
)
|
|
(28.1
|
)
|
|
(244.7
|
)
|
|||
Change in cash included in discontinued operations
|
—
|
|
|
0.5
|
|
|
(0.2
|
)
|
|||
Cash and cash equivalents at beginning of period
|
15.5
|
|
|
24.9
|
|
|
26.5
|
|
|||
Cash and Cash Equivalents at End of Period
|
$
|
26.4
|
|
|
$
|
15.5
|
|
|
$
|
24.9
|
|
(in millions)
|
Common
Stock
|
|
Treasury
Stock
|
|
Additional
Paid-In
Capital
|
|
Retained Earnings/(Deficit)
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Total
|
||||||||||||
Balance as of January 1, 2014
|
$
|
3.2
|
|
|
$
|
(48.6
|
)
|
|
$
|
4,690.1
|
|
|
$
|
1,285.5
|
|
|
$
|
(43.6
|
)
|
|
$
|
5,886.6
|
|
Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Income
|
—
|
|
|
—
|
|
|
—
|
|
|
530.0
|
|
|
—
|
|
|
530.0
|
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7.0
|
)
|
|
(7.0
|
)
|
||||||
Common stock dividends ($1.02 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(321.5
|
)
|
|
—
|
|
|
(321.5
|
)
|
||||||
Treasury stock acquired
|
—
|
|
|
(10.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.3
|
)
|
||||||
Stock issuances:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Employee stock purchase plan
|
—
|
|
|
—
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
|
4.2
|
|
||||||
Long-term incentive plan
|
—
|
|
|
—
|
|
|
40.2
|
|
|
—
|
|
|
—
|
|
|
40.2
|
|
||||||
401(k) and profit sharing
|
—
|
|
|
—
|
|
|
45.3
|
|
|
—
|
|
|
—
|
|
|
45.3
|
|
||||||
Dividend reinvestment plan
|
—
|
|
|
—
|
|
|
7.8
|
|
|
—
|
|
|
—
|
|
|
7.8
|
|
||||||
Balance as of December 31, 2014
|
$
|
3.2
|
|
|
$
|
(58.9
|
)
|
|
$
|
4,787.6
|
|
|
$
|
1,494.0
|
|
|
$
|
(50.6
|
)
|
|
$
|
6,175.3
|
|
Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Income
|
—
|
|
|
—
|
|
|
—
|
|
|
286.5
|
|
|
—
|
|
|
286.5
|
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.0
|
)
|
|
(11.0
|
)
|
||||||
Allocation of AOCI to noncontrolling interest
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
2.0
|
|
||||||
Sale of interest in Columbia OpCo to CPPL
(1)(2)
|
—
|
|
|
—
|
|
|
227.1
|
|
|
—
|
|
|
—
|
|
|
227.1
|
|
||||||
Dividends:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common stock ($0.83 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(263.5
|
)
|
|
—
|
|
|
(263.5
|
)
|
||||||
Distribution of CPG stock to shareholders (Note 3)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,640.3
|
)
|
|
24.5
|
|
|
(2,615.8
|
)
|
||||||
Treasury stock acquired
|
—
|
|
|
(20.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.4
|
)
|
||||||
Stock issuances:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Employee stock purchase plan
|
—
|
|
|
—
|
|
|
5.1
|
|
|
—
|
|
|
—
|
|
|
5.1
|
|
||||||
Long-term incentive plan
|
—
|
|
|
—
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
|
4.2
|
|
||||||
401(k) and profit sharing
|
—
|
|
|
—
|
|
|
46.7
|
|
|
—
|
|
|
—
|
|
|
46.7
|
|
||||||
Dividend reinvestment plan
|
—
|
|
|
—
|
|
|
7.3
|
|
|
—
|
|
|
—
|
|
|
7.3
|
|
||||||
Balance as of December 31, 2015
|
$
|
3.2
|
|
|
$
|
(79.3
|
)
|
|
$
|
5,078.0
|
|
|
$
|
(1,123.3
|
)
|
|
$
|
(35.1
|
)
|
|
$
|
3,843.5
|
|
(in millions)
|
Common
Stock |
|
Treasury
Stock |
|
Additional
Paid-In Capital |
|
Retained Deficit
|
|
Accumulated
Other Comprehensive Loss |
|
Total
|
||||||||||||
Balance as of December 31, 2015
|
$
|
3.2
|
|
|
$
|
(79.3
|
)
|
|
$
|
5,078.0
|
|
|
$
|
(1,123.3
|
)
|
|
$
|
(35.1
|
)
|
|
$
|
3,843.5
|
|
Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Income
|
—
|
|
|
—
|
|
|
—
|
|
|
331.5
|
|
|
—
|
|
|
331.5
|
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10.0
|
|
|
10.0
|
|
||||||
Common stock dividends ($0.64 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(205.7
|
)
|
|
—
|
|
|
(205.7
|
)
|
||||||
Treasury stock acquired
|
—
|
|
|
(9.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.4
|
)
|
||||||
Cumulative effect of change in accounting principle
|
—
|
|
|
—
|
|
|
—
|
|
|
25.3
|
|
|
—
|
|
|
25.3
|
|
||||||
Stock issuances:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common stock
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
||||||
Employee stock purchase plan
|
—
|
|
|
—
|
|
|
4.7
|
|
|
—
|
|
|
—
|
|
|
4.7
|
|
||||||
Long-term incentive plan
|
—
|
|
|
—
|
|
|
20.9
|
|
|
—
|
|
|
—
|
|
|
20.9
|
|
||||||
401(k) and profit sharing
|
—
|
|
|
—
|
|
|
41.4
|
|
|
—
|
|
|
—
|
|
|
41.4
|
|
||||||
Dividend reinvestment plan
|
—
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
|
—
|
|
|
8.9
|
|
||||||
Balance as of December 31, 2016
|
$
|
3.3
|
|
|
$
|
(88.7
|
)
|
|
$
|
5,153.9
|
|
|
$
|
(972.2
|
)
|
|
$
|
(25.1
|
)
|
|
$
|
4,071.2
|
|
Shares
(in thousands)
|
Common
Shares
|
|
Treasury
Shares
|
|
Outstanding
Shares
|
|||
Balance January 1, 2014
|
315,983
|
|
|
(2,307
|
)
|
|
313,676
|
|
Treasury stock acquired
|
|
|
(292
|
)
|
|
(292
|
)
|
|
Issued:
|
|
|
|
|
|
|||
Employee stock purchase plan
|
113
|
|
|
—
|
|
|
113
|
|
Long-term incentive plan
|
1,125
|
|
|
—
|
|
|
1,125
|
|
Dividend reinvestment
|
206
|
|
|
—
|
|
|
206
|
|
Retirement savings plan
|
1,209
|
|
|
—
|
|
|
1,209
|
|
Balance December 31, 2014
|
318,636
|
|
|
(2,599
|
)
|
|
316,037
|
|
Treasury stock acquired
|
|
|
(472
|
)
|
|
(472
|
)
|
|
Issued:
|
|
|
|
|
|
|||
Employee stock purchase plan
|
203
|
|
|
—
|
|
|
203
|
|
Long-term incentive plan
|
1,423
|
|
|
—
|
|
|
1,423
|
|
Dividend reinvestment
|
275
|
|
|
—
|
|
|
275
|
|
Retirement savings plan
|
1,644
|
|
|
—
|
|
|
1,644
|
|
Balance December 31, 2015
|
322,181
|
|
|
(3,071
|
)
|
|
319,110
|
|
Treasury stock acquired
|
|
|
(433
|
)
|
|
(433
|
)
|
|
Issued:
|
|
|
|
|
|
|||
Employee stock purchase plan
|
201
|
|
|
—
|
|
|
201
|
|
Long-term incentive plan
|
2,103
|
|
|
—
|
|
|
2,103
|
|
Dividend reinvestment
|
386
|
|
|
—
|
|
|
386
|
|
Retirement savings plan
|
1,793
|
|
|
—
|
|
|
1,793
|
|
Balance December 31, 2016
|
326,664
|
|
|
(3,504
|
)
|
|
323,160
|
|
1.
|
Nature of Operations and Summary of Significant Accounting Policies
|
2.
|
Recent Accounting Pronouncements
|
Standard
|
Description
|
Effective date
|
Effect on the financial statements or other significant matters
|
ASU 2017-04,
Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
|
The pronouncement simplifies the calculation of goodwill impairment charges by eliminating the the requirement to perform the "Step 2" analysis when the "Step 1" test is failed.
|
Annual periods beginning after December 15, 2019, including interim periods therein. Early adoption is permitted for annual or interim periods beginning after January 1, 2017.
|
NiSource elected to adopt this ASU effective January 1, 2017. The adoption of this standard did not have a material impact on the Consolidated Financial Statements or Notes to Consolidated Financial Statements.
|
ASU 2016-18,
Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force)
|
The pronouncement provides clarification on the classification and presentation of restricted cash in the Statements of Consolidated Cash Flows.
|
Annual periods beginning after December 15, 2017, including interim periods therein. Early adoption is permitted.
|
Upon adoption, restricted cash on the Statements of Consolidated Cash Flows will no longer be presented as an investing activity and will instead be included as a component of beginning and ending cash. NiSource expects to adopt this ASU effective January 1, 2018.
|
ASU 2016-15,
Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)
|
The pronouncement provides specific guidance on eight cash flow classification issues to reduce the diversity in practice.
|
Annual periods beginning after December 15, 2017, including interim periods therein. Early adoption is permitted.
|
NiSource does not anticipate the adoption of this standard will have a material impact on the Consolidated Financial Statements or Notes to Consolidated Financial Statements. NiSource expects to adopt this ASU effective January 1, 2018.
|
Standard
|
Description
|
Effective date
|
Effect on the financial statements or other significant matters
|
ASU 2016-13,
Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
|
The pronouncement changes the impairment model for most financial assets, replacing the current "incurred loss" model. ASU 2016-13 will require the use of an "expected loss" model for instruments measured at amortized cost and will also require entities to record allowances for available-for-sale debt securities rather than reduce the carrying amount.
|
Annual periods beginning after December 15, 2019, including interim periods therein. Early adoption is permitted for annual or interim periods beginning after December 15, 2018.
|
NiSource is currently evaluating the impact of adoption, if any, on the Consolidated Financial Statements and Notes to Consolidated Financial Statements.
|
ASU 2016-12,
Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients
|
The pronouncement clarifies implementation guidance in ASU 2014-09 on assessing collectability, noncash consideration and the presentation of sales and other similar taxes collected from customers.
|
Annual periods beginning after December 15, 2017, including interim periods therein. Early adoption is permitted for annual or interim periods beginning after December 15, 2016.
|
NiSource has formed an internal stakeholder group to promote information sharing and communication of the new requirements. Additionally, NiSource participates in an informal forum of industry peers where questions can be asked and interpretations of the new standard can be shared. NiSource has separated its various revenue streams into high-level categories, which will serve as the basis for accounting analysis and documentation as it relates to the pronouncement's impact on NiSource's revenues. Substantially all of NiSource’s revenues are tariff based, which NiSource believes will be in scope of ASC 606. NiSource expects to adopt this ASU effective January 1, 2018. As of December 31, 2016, NiSource has not concluded on a method of adoption.
|
ASU 2016-08,
Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations
|
The pronouncement clarifies the principal versus agent guidance in ASU 2014-09. The amendment clarifies how an entity should identify the unit of accounting for the principal versus agent evaluation, and how it should apply the control principle to certain types of arrangements.
|
||
ASU 2014-09,
Revenue from Contracts with Customers (Topic 606)
|
The pronouncement outlines a single, comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
|
||
ASU 2016-02,
Leases (Topic 842)
|
The pronouncement introduces a lessee model that brings most leases on the balance sheet. The standard requires that lessees recognize the following for all leases (with the exception of short-term leases, as that term is defined in the standard) at the lease commencement date: (1) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term.
|
Annual periods beginning after December 15, 2018, including interim periods therein. Early adoption is permitted.
|
NiSource has formed an internal stakeholder group that meets periodically to share information and gather data related to leasing activity at NiSource. This includes compiling a list of all contracts that could meet the definition of a lease under the new standard and evaluating the accounting for these contracts under the new standard to determine the ultimate impact the new standard will have on NiSource’s financial statements. Also this procedure has identified process improvements to ensure data from newly initiated leases is captured to comply with the new standard. This work is ongoing with the assistance of a third-party advisory firm. As of December 31, 2016, no conclusion has been reached as to when NiSource will adopt this standard.
|
ASU 2016-01,
Financial Instruments (Topic 825): Recognition and Measurement of Financial Assets and Financial Liabilities
|
The pronouncement makes limited amendments to the guidance in GAAP on the classification and measurement of financial instruments. The standard requires entities to measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value and recognize any changes in fair value in net income unless the investments qualify for the new practicability exception.
|
Annual periods beginning after December 15, 2017, including interim periods therein. Early adoption is permitted.
|
NiSource is currently evaluating the impact of adoption, if any, on the Consolidated Financial Statements and Notes to Consolidated Financial Statements.
|
Standard
|
Adoption
|
ASU 2016-09,
Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting
|
NiSource elected to adopt this pronouncement during the third quarter of 2016. Upon adoption, NiSource elected to begin accounting for forfeitures of share-based awards as they occur. The impact of this change was not material. Additionally, NiSource recorded a $25.3 million credit to beginning retained deficit. This adjustment represents excess tax benefits generated in years prior to 2016 that were previously not recognized in stockholders' equity due to NOLs in those years. Both of these adjustments were adopted on a modified retrospective basis. Lastly, NiSource recorded income tax benefits of $7.2 million related to excess tax benefits generated in 2016. This provision was adopted on a prospective basis. However, because NiSource adopted the standard during an interim period, the standard required this $7.2 million benefit be reflected as though it was adopted as of January 1, 2016.
|
|
Year Ended
|
||||||||||
|
December 31, 2015
|
||||||||||
(in millions)
|
Columbia Pipeline Group Operations
|
|
Corporate and Other
|
|
Total
|
||||||
Net Revenues
|
|
|
|
|
|
||||||
Transportation and storage revenues
|
$
|
561.4
|
|
|
$
|
—
|
|
|
$
|
561.4
|
|
Other revenues
|
94.3
|
|
|
—
|
|
|
94.3
|
|
|||
Total Sales Revenues
|
655.7
|
|
|
—
|
|
|
655.7
|
|
|||
Less: Cost of sales (excluding depreciation and amortization)
|
0.2
|
|
|
—
|
|
|
0.2
|
|
|||
Net Revenues
|
655.5
|
|
|
—
|
|
|
655.5
|
|
|||
Operating Expenses
|
|
|
|
|
|
||||||
Operation and maintenance
|
375.8
|
|
(1)
|
—
|
|
|
375.8
|
|
|||
Depreciation and amortization
|
66.4
|
|
|
—
|
|
|
66.4
|
|
|||
Gain on sale of assets
|
(13.6
|
)
|
|
—
|
|
|
(13.6
|
)
|
|||
Other taxes
|
38.0
|
|
|
—
|
|
|
38.0
|
|
|||
Total Operating Expenses
|
466.6
|
|
|
—
|
|
|
466.6
|
|
|||
Equity Earnings in Unconsolidated Affiliates
|
29.1
|
|
|
—
|
|
|
29.1
|
|
|||
Operating Income from Discontinued Operations
|
218.0
|
|
|
—
|
|
|
218.0
|
|
|||
Other Income (Deductions)
|
|
|
|
|
|
||||||
Interest expense, net
|
(37.1
|
)
|
|
—
|
|
|
(37.1
|
)
|
|||
Other, net
|
7.8
|
|
|
0.4
|
|
|
8.2
|
|
|||
Total Other Income (Deductions)
|
(29.3
|
)
|
|
0.4
|
|
|
(28.9
|
)
|
|||
Income from Discontinued Operations before Income Taxes
|
188.7
|
|
|
0.4
|
|
|
189.1
|
|
|||
Income Taxes
|
84.7
|
|
|
0.9
|
|
|
85.6
|
|
|||
Income (Loss) from Discontinued Operations - net of taxes
|
$
|
104.0
|
|
|
$
|
(0.5
|
)
|
|
$
|
103.5
|
|
|
Year Ended
|
||||||||||
|
December 31, 2014
|
||||||||||
(in millions)
|
Columbia Pipeline Group Operations
|
|
Corporate and Other
|
|
Total
|
||||||
Net Revenues
|
|
|
|
|
|
||||||
Transportation and storage revenues
|
$
|
1,034.3
|
|
|
$
|
—
|
|
|
$
|
1,034.3
|
|
Other revenues
|
312.9
|
|
|
—
|
|
|
312.9
|
|
|||
Total Sales Revenues
|
1,347.2
|
|
|
—
|
|
|
1,347.2
|
|
|||
Less: Cost of sales (excluding depreciation and amortization)
|
0.3
|
|
|
—
|
|
|
0.3
|
|
|||
Net Revenues
|
1,346.9
|
|
|
—
|
|
|
1,346.9
|
|
|||
Operating Expenses
|
|
|
|
|
|
||||||
Operation and maintenance
|
769.1
|
|
(1)
|
—
|
|
|
769.1
|
|
|||
Depreciation and amortization
|
118.6
|
|
|
—
|
|
|
118.6
|
|
|||
Gain on sale of assets
|
(34.5
|
)
|
|
—
|
|
|
(34.5
|
)
|
|||
Other taxes
|
67.1
|
|
|
—
|
|
|
67.1
|
|
|||
Total Operating Expenses
|
920.3
|
|
|
—
|
|
|
920.3
|
|
|||
Equity Earnings in Unconsolidated Affiliates
|
46.6
|
|
|
—
|
|
|
46.6
|
|
|||
Operating Income from Discontinued Operations
|
473.2
|
|
|
—
|
|
|
473.2
|
|
|||
Other Income (Deductions)
|
|
|
|
|
|
||||||
Interest expense, net
|
(64.1
|
)
|
|
—
|
|
|
(64.1
|
)
|
|||
Other, net
|
8.9
|
|
|
(1.0
|
)
|
|
7.9
|
|
|||
Total Other Income (Deductions)
|
(55.2
|
)
|
|
(1.0
|
)
|
|
(56.2
|
)
|
|||
Income (Loss) from Discontinued Operations before Income Taxes
|
418.0
|
|
|
(1.0
|
)
|
|
417.0
|
|
|||
Income Taxes
|
143.5
|
|
|
(0.3
|
)
|
|
143.2
|
|
|||
Income (Loss) from Discontinued Operations - net of taxes
|
$
|
274.5
|
|
|
$
|
(0.7
|
)
|
|
$
|
273.8
|
|
Year Ended December 31,
(in thousands)
|
2016
|
|
2015
|
|
2014
|
|||
Denominator
|
|
|
|
|
|
|||
Basic average common shares outstanding
|
321,805
|
|
|
317,746
|
|
|
315,120
|
|
Dilutive potential common shares:
|
|
|
|
|
|
|||
Nonqualified stock options
|
—
|
|
|
—
|
|
|
6
|
|
Shares contingently issuable under employee stock plans
|
165
|
|
|
—
|
|
|
1,066
|
|
Shares restricted under stock plans
|
1,554
|
|
|
2,090
|
|
|
444
|
|
Diluted Average Common Shares
|
323,524
|
|
|
319,836
|
|
|
316,636
|
|
At December 31,
(in millions)
|
2016
|
|
2015
|
||||
Property Plant and Equipment
|
|
|
|
||||
Gas Distribution Utility
(1)
|
$
|
11,556.6
|
|
|
$
|
10,620.4
|
|
Electric Utility
(1)(2)
|
7,043.3
|
|
|
7,765.7
|
|
||
Corporate
|
105.0
|
|
|
107.2
|
|
||
Construction Work in Process
|
663.1
|
|
|
453.6
|
|
||
Non-Utility and Other
(2)
|
681.7
|
|
|
41.2
|
|
||
Total Property, Plant and Equipment
|
$
|
20,049.7
|
|
|
$
|
18,988.1
|
|
Accumulated Depreciation and Amortization
|
|
|
|
||||
Gas Distribution Utility
(1)
|
$
|
(3,119.2
|
)
|
|
$
|
(3,029.0
|
)
|
Electric Utility
(1)(2)
|
(3,442.0
|
)
|
|
(3,767.7
|
)
|
||
Corporate
|
(52.5
|
)
|
|
(56.7
|
)
|
||
Non-Utility and Other
(2)
|
(368.0
|
)
|
|
(23.2
|
)
|
||
Total Accumulated Depreciation and Amortization
|
$
|
(6,981.7
|
)
|
|
$
|
(6,876.6
|
)
|
Net Property, Plant and Equipment
|
$
|
13,068.0
|
|
|
$
|
12,111.5
|
|
|
2016
|
|
2015
|
|
2014
|
|||
Electric Operations
|
3.3
|
%
|
|
3.1
|
%
|
|
3.0
|
%
|
Gas Distribution Operations
|
2.1
|
%
|
|
2.0
|
%
|
|
2.1
|
%
|
6.
|
Goodwill and Other Intangible Assets
|
(in millions)
|
|
Gas Distribution Operations
|
|
Electric Operations
|
|
Corporate and Other
|
|
Total
|
||||||||
Goodwill
|
|
$
|
1,690.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,690.7
|
|
7.
|
Asset Retirement Obligations
|
(in millions)
|
2016
|
|
2015
|
|
||||
Beginning Balance
|
$
|
254.0
|
|
|
$
|
136.2
|
|
|
Accretion recorded as a regulatory asset/liability
|
9.2
|
|
|
8.6
|
|
|
||
Additions
|
—
|
|
|
6.5
|
|
|
||
Settlements
|
(7.5
|
)
|
|
(7.0
|
)
|
|
||
Change in estimated cash flows
|
6.9
|
|
(1)
|
109.7
|
|
(2)
|
||
Ending Balance
|
$
|
262.6
|
|
|
$
|
254.0
|
|
|
8.
|
Regulatory Matters
|
At December 31,
(in millions)
|
2016
|
|
2015
|
||||
Regulatory Assets
|
|
|
|
||||
Unrecognized pension benefit and other postretirement benefit costs (see Note 11)
|
$
|
847.5
|
|
|
$
|
928.7
|
|
Other postretirement costs (see Note 11)
|
59.6
|
|
|
47.0
|
|
||
Environmental costs (see Note 18-D)
|
62.6
|
|
|
62.2
|
|
||
Regulatory effects of accounting for income taxes (see Note 1-O and Note 10)
|
238.4
|
|
|
234.1
|
|
||
Underrecovered gas and fuel costs (see Note 1-K)
|
73.5
|
|
|
34.8
|
|
||
Depreciation
|
136.8
|
|
|
124.5
|
|
||
Uncollectible accounts receivable deferred for future recovery
|
7.3
|
|
|
17.0
|
|
||
Post-in-service carrying charges
|
134.9
|
|
|
107.2
|
|
||
EERM operation and maintenance and depreciation deferral
|
54.1
|
|
|
48.1
|
|
||
Sugar Creek carrying charges and deferred depreciation
|
16.8
|
|
|
28.2
|
|
||
TDSIC
|
15.9
|
|
|
6.7
|
|
||
Safety Activity Costs
|
41.5
|
|
|
19.6
|
|
||
DSM Program
|
48.4
|
|
|
35.6
|
|
||
Other
|
148.1
|
|
|
113.0
|
|
||
Total Regulatory Assets
|
$
|
1,885.4
|
|
|
$
|
1,806.7
|
|
At December 31,
(in millions)
|
2016
|
|
2015
|
||||
Regulatory Liabilities
|
|
|
|
||||
Overrecovered gas and fuel costs (see Note 1-K)
|
$
|
54.8
|
|
|
$
|
148.1
|
|
Cost of removal (see Note 7)
|
1,174.5
|
|
|
1,261.5
|
|
||
Regulatory effects of accounting for income taxes (see Note 1-O and Note 10)
|
30.0
|
|
|
34.2
|
|
||
Other postretirement costs (see Note 11)
|
41.2
|
|
|
38.8
|
|
||
Other
|
81.3
|
|
|
99.2
|
|
||
Total Regulatory Liabilities
|
$
|
1,381.8
|
|
|
$
|
1,581.8
|
|
9.
|
Risk Management Activities
|
(in millions)
|
2016
|
|
2015
|
||||
Risk Management Assets - Current
(1)
|
|
|
|
||||
Interest rate risk programs
|
$
|
17.0
|
|
|
$
|
—
|
|
Commodity price risk programs
|
7.4
|
|
|
0.1
|
|
||
Total
|
$
|
24.4
|
|
|
$
|
0.1
|
|
Risk Management Assets - Noncurrent
(2)
|
|
|
|
||||
Interest rate risk programs
|
$
|
17.1
|
|
|
$
|
—
|
|
Commodity price risk programs
|
7.5
|
|
|
—
|
|
||
Total
|
$
|
24.6
|
|
|
$
|
—
|
|
Risk Management Liabilities - Current
(3)
|
|
|
|
||||
Interest rate risk programs
|
$
|
15.3
|
|
|
$
|
—
|
|
Commodity price risk programs
|
1.5
|
|
|
9.3
|
|
||
Total
|
$
|
16.8
|
|
|
$
|
9.3
|
|
Risk Management Liabilities - Noncurrent
|
|
|
|
||||
Interest rate risk programs
|
$
|
24.5
|
|
|
$
|
17.4
|
|
Commodity price risk programs
|
20.0
|
|
|
5.2
|
|
||
Total
|
$
|
44.5
|
|
|
$
|
22.6
|
|
10.
|
Income Taxes
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Income Taxes
|
|
|
|
|
|
||||||
Current
|
|
|
|
|
|
||||||
Federal
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
State
|
(0.1
|
)
|
|
6.0
|
|
|
5.4
|
|
|||
Total Current
|
(0.1
|
)
|
|
6.0
|
|
|
5.4
|
|
|||
Deferred
|
|
|
|
|
|
||||||
Federal
|
165.6
|
|
|
124.1
|
|
|
129.5
|
|
|||
State
|
18.0
|
|
|
13.6
|
|
|
35.4
|
|
|||
Total Deferred
|
183.6
|
|
|
137.7
|
|
|
164.9
|
|
|||
Deferred Investment Credits
|
(1.4
|
)
|
|
(2.4
|
)
|
|
(3.5
|
)
|
|||
Income Taxes from Continuing Operations
|
$
|
182.1
|
|
|
$
|
141.3
|
|
|
$
|
166.8
|
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
|||||||||||||||
Book income from Continuing Operations before income taxes
|
$
|
510.2
|
|
|
|
|
$
|
339.9
|
|
|
|
|
$
|
423.0
|
|
|
|
|||
Tax expense at statutory Federal income tax rate
|
178.6
|
|
|
35.0
|
%
|
|
118.9
|
|
|
35.0
|
%
|
|
148.1
|
|
|
35.0
|
%
|
|||
Increases (reductions) in taxes resulting from:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
State income taxes, net of Federal income tax benefit
|
11.3
|
|
|
2.2
|
|
|
14.8
|
|
|
4.4
|
|
|
15.7
|
|
|
3.7
|
|
|||
Regulatory treatment of depreciation differences
|
2.1
|
|
|
0.4
|
|
|
4.3
|
|
|
1.3
|
|
|
0.7
|
|
|
0.2
|
|
|||
Amortization of deferred investment tax credits
|
(1.4
|
)
|
|
(0.3
|
)
|
|
(2.4
|
)
|
|
(0.7
|
)
|
|
(3.5
|
)
|
|
(0.8
|
)
|
|||
Nondeductible expenses
|
1.9
|
|
|
0.4
|
|
|
2.1
|
|
|
0.6
|
|
|
0.8
|
|
|
0.2
|
|
|||
Employee stock ownership plan dividends
|
(2.3
|
)
|
|
(0.5
|
)
|
|
(2.9
|
)
|
|
(0.9
|
)
|
|
(3.8
|
)
|
|
(0.9
|
)
|
|||
AFUDC equity
|
(2.2
|
)
|
|
(0.4
|
)
|
|
(3.5
|
)
|
|
(1.0
|
)
|
|
(3.5
|
)
|
|
(0.8
|
)
|
|||
Charitable contribution carryforward adjustment
|
2.8
|
|
|
0.5
|
|
|
17.8
|
|
|
5.2
|
|
|
—
|
|
|
—
|
|
|||
Federal tax benefits on stock compensation
|
(7.2
|
)
|
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Tax accrual adjustments and other, net
|
(1.5
|
)
|
|
(0.2
|
)
|
|
(7.8
|
)
|
|
(2.3
|
)
|
|
12.3
|
|
|
2.8
|
|
|||
Income Taxes from Continuing Operations
|
$
|
182.1
|
|
|
35.7
|
%
|
|
$
|
141.3
|
|
|
41.6
|
%
|
|
$
|
166.8
|
|
|
39.4
|
%
|
At December 31,
(in millions)
|
2016
|
|
2015
|
||||
Deferred tax liabilities
|
|
|
|
||||
Accelerated depreciation and other property-related differences
|
$
|
3,825.7
|
|
|
$
|
3,510.8
|
|
Unrecovered gas and fuel costs
|
25.9
|
|
|
11.2
|
|
||
Other regulatory assets
|
449.2
|
|
|
403.3
|
|
||
Premiums and discounts associated with long-term debt
|
1.5
|
|
|
9.9
|
|
||
Total Deferred Tax Liabilities
|
4,302.3
|
|
|
3,935.2
|
|
||
Deferred tax assets
|
|
|
|
||||
Other regulatory liabilities
|
(93.1
|
)
|
|
(74.4
|
)
|
||
Cost of removal
|
(502.2
|
)
|
|
(519.4
|
)
|
||
Pension and other postretirement/postemployment benefits
|
(261.7
|
)
|
|
(243.8
|
)
|
||
Environmental liabilities
|
(47.0
|
)
|
|
(45.9
|
)
|
||
Net operating loss carryforward and Alternative Minimum Tax credit carryforward
|
(646.2
|
)
|
|
(437.4
|
)
|
||
Other accrued liabilities
|
(45.5
|
)
|
|
(89.0
|
)
|
||
Other, net
|
(178.6
|
)
|
|
(160.0
|
)
|
||
Total Deferred Tax Assets
|
(1,774.3
|
)
|
|
(1,569.9
|
)
|
||
Net Deferred Tax Liabilities
|
$
|
2,528.0
|
|
|
$
|
2,365.3
|
|
Reconciliation of Unrecognized Tax Benefits
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Unrecognized Tax Benefits - Opening Balance
|
$
|
0.9
|
|
|
$
|
24.4
|
|
|
$
|
23.7
|
|
Gross increases - tax positions in prior period
|
2.6
|
|
|
0.4
|
|
|
—
|
|
|||
Gross decreases - tax positions in prior period
|
(0.9
|
)
|
|
(23.9
|
)
|
|
(1.0
|
)
|
|||
Gross increases - current period tax positions
|
—
|
|
|
—
|
|
|
1.7
|
|
|||
Unrecognized Tax Benefits - Ending Balance
|
$
|
2.6
|
|
|
$
|
0.9
|
|
|
$
|
24.4
|
|
Offset for net operating loss carryforwards
|
—
|
|
|
(0.9
|
)
|
|
(24.2
|
)
|
|||
Balance - Less Net Operating Loss Carryforwards
|
$
|
2.6
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
11.
|
Pension and Other Postretirement Benefits
|
|
Defined Benefit Pension Plan
|
|
Postretirement Benefit Plan
|
||||
Asset Category
|
Minimum
|
|
Maximum
|
|
Minimum
|
|
Maximum
|
Domestic Equities
|
25%
|
|
45%
|
|
35%
|
|
55%
|
International Equities
|
15%
|
|
25%
|
|
15%
|
|
25%
|
Fixed Income
|
23%
|
|
37%
|
|
20%
|
|
50%
|
Real Estate/Private Equity/Hedge Funds
|
0%
|
|
15%
|
|
0%
|
|
0%
|
Short-Term Investments
|
0%
|
|
10%
|
|
0%
|
|
10%
|
(in millions)
|
Defined Benefit
Pension Assets
|
|
December 31,
2016 |
|
Postretirement
Benefit Plan Assets |
|
December 31,
2016 |
||||||
Asset Class
|
Asset Value
|
|
% of Total Assets
|
|
Asset Value
|
|
% of Total Assets
|
||||||
Domestic Equities
|
$
|
755.2
|
|
|
43.1
|
%
|
|
$
|
97.9
|
|
|
42.3
|
%
|
International Equities
|
339.9
|
|
|
19.4
|
%
|
|
41.8
|
|
|
18.0
|
%
|
||
Fixed Income
|
565.8
|
|
|
32.3
|
%
|
|
87.0
|
|
|
37.6
|
%
|
||
Real Estate/Private Equity/Hedge Funds
|
74.8
|
|
|
4.3
|
%
|
|
—
|
|
|
—
|
|
||
Cash/Other
|
15.2
|
|
|
0.9
|
%
|
|
4.7
|
|
|
2.1
|
%
|
||
Total
|
$
|
1,750.9
|
|
|
100.0
|
%
|
|
$
|
231.4
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
||||||
(in millions)
|
Defined Benefit Pension Assets
|
|
December 31,
2015 |
|
Postretirement Benefit Plan Assets
|
|
December 31,
2015 |
||||||
Asset Class
|
Asset Value
|
|
% of Total Assets
|
|
Asset Value
|
|
% of Total Assets
|
||||||
Domestic Equities
|
$
|
686.3
|
|
|
39.3
|
%
|
|
$
|
105.0
|
|
|
46.5
|
%
|
International Equities
|
323.2
|
|
|
18.5
|
%
|
|
39.6
|
|
|
17.5
|
%
|
||
Fixed Income
|
619.3
|
|
|
35.5
|
%
|
|
79.1
|
|
|
35.0
|
%
|
||
Real Estate/Private Equity/Hedge Funds
|
96.7
|
|
|
5.5
|
%
|
|
—
|
|
|
—
|
|
||
Cash/Other
|
21.6
|
|
|
1.2
|
%
|
|
2.2
|
|
|
1.0
|
%
|
||
Total
|
$
|
1,747.1
|
|
|
100.0
|
%
|
|
$
|
225.9
|
|
|
100.0
|
%
|
(in millions)
|
December 31,
2016 |
|
Quoted Prices in Active
Markets for Identical Assets (Level 1) |
|
Significant Other
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Pension plan assets:
|
|
|
|
|
|
|
|
||||||||
Cash
|
$
|
1.9
|
|
|
$
|
1.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Fixed income securities
|
|
|
|
|
|
|
|
||||||||
Government
|
42.2
|
|
|
—
|
|
|
42.2
|
|
|
—
|
|
||||
Corporate
|
104.1
|
|
|
—
|
|
|
104.1
|
|
|
—
|
|
||||
Other fixed income
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
||||
Mutual Funds
|
|
|
|
|
|
|
|
||||||||
U.S. multi-strategy
|
283.2
|
|
|
283.2
|
|
|
—
|
|
|
—
|
|
||||
International equities
|
116.6
|
|
|
116.6
|
|
|
—
|
|
|
—
|
|
||||
Fixed income
|
135.6
|
|
|
135.6
|
|
|
—
|
|
|
—
|
|
||||
Private equity limited partnerships
|
|
|
|
|
|
|
|
||||||||
U.S. multi-strategy
(1)
|
34.8
|
|
|
—
|
|
|
—
|
|
|
34.8
|
|
||||
International multi-strategy
(2)
|
24.9
|
|
|
—
|
|
|
—
|
|
|
24.9
|
|
||||
Distressed opportunities
|
4.1
|
|
|
—
|
|
|
—
|
|
|
4.1
|
|
||||
Real estate
|
9.2
|
|
|
—
|
|
|
—
|
|
|
9.2
|
|
||||
Commingled funds
|
|
|
|
|
|
|
|
||||||||
Short-term money markets
(3)
|
16.6
|
|
|
|
|
|
|
|
|||||||
U.S. equities
(3)
|
472.0
|
|
|
|
|
|
|
|
|||||||
International equities
(3)
|
223.2
|
|
|
|
|
|
|
|
|||||||
Fixed income
(3)
|
280.7
|
|
|
|
|
|
|
|
|||||||
Pension plan assets subtotal
|
1,749.2
|
|
|
537.3
|
|
|
146.3
|
|
|
73.1
|
|
||||
Other postretirement benefit plan assets:
|
|
|
|
|
|
|
|
||||||||
Mutual funds
|
|
|
|
|
|
|
|
||||||||
U.S. equities
|
85.4
|
|
|
85.4
|
|
|
—
|
|
|
—
|
|
||||
International equities
|
41.8
|
|
|
41.8
|
|
|
—
|
|
|
—
|
|
||||
Fixed income
|
86.8
|
|
|
86.8
|
|
|
—
|
|
|
—
|
|
||||
Commingled funds
|
|
|
|
|
|
|
|
||||||||
Short-term money markets
(3)
|
9.5
|
|
|
|
|
|
|
|
|||||||
U.S. equities
(3)
|
12.5
|
|
|
|
|
|
|
|
|||||||
Other postretirement benefit plan assets subtotal
|
236.0
|
|
|
214.0
|
|
|
—
|
|
|
—
|
|
||||
Due to brokers, net
(4)
|
(5.0
|
)
|
|
|
|
|
|
|
|||||||
Receivables/payables
|
2.1
|
|
|
|
|
|
|
|
|||||||
Total pension and other postretirement benefit plan assets
|
$
|
1,982.3
|
|
|
$
|
751.3
|
|
|
$
|
146.3
|
|
|
$
|
73.1
|
|
|
Balance at
January 1, 2016
|
|
Total gains or
losses (unrealized
/ realized)
|
|
Purchases
|
|
(Sales)
|
|
Transfers
into/(out of)
level 3
|
|
Balance at
December 31, 2016
|
||||||||||||
Fixed income securities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other fixed income
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Private equity limited partnerships
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. multi-strategy
|
46.4
|
|
|
2.1
|
|
|
0.8
|
|
|
(14.5
|
)
|
|
—
|
|
|
34.8
|
|
||||||
International multi-strategy
|
29.3
|
|
|
2.0
|
|
|
1.0
|
|
|
(7.4
|
)
|
|
—
|
|
|
24.9
|
|
||||||
Distressed opportunities
|
5.9
|
|
|
(0.4
|
)
|
|
0.1
|
|
|
(1.5
|
)
|
|
—
|
|
|
4.1
|
|
||||||
Real estate
|
13.6
|
|
|
0.1
|
|
|
0.1
|
|
|
(4.6
|
)
|
|
—
|
|
|
9.2
|
|
||||||
Total
|
$
|
95.3
|
|
|
$
|
3.8
|
|
|
$
|
2.0
|
|
|
$
|
(28.0
|
)
|
|
$
|
—
|
|
|
$
|
73.1
|
|
(in millions)
|
Fair Value
|
|
Unfunded Commitments
|
|
Redemption Frequency
|
|
Redemption Notice Period
|
||||
Commingled Funds
|
|
|
|
|
|
|
|
||||
Short-term money markets
|
$
|
26.1
|
|
|
$
|
—
|
|
|
Daily
|
|
1 day
|
U.S. equities
|
484.5
|
|
|
—
|
|
|
Monthly
|
|
3 days
|
||
International equities
|
223.2
|
|
|
—
|
|
|
Monthly
|
|
14-30 days
|
||
Fixed income
|
280.7
|
|
|
—
|
|
|
Monthly
|
|
3 days
|
||
Total
|
$
|
1,014.5
|
|
|
$
|
—
|
|
|
|
|
|
(in millions)
|
December 31,
2015 |
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
Significant Other
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Pension plan assets:
|
|
|
|
|
|
|
|
||||||||
Cash
|
$
|
7.0
|
|
|
$
|
7.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Equity securities
|
|
|
|
|
|
|
|
||||||||
International equities
|
45.3
|
|
|
45.3
|
|
|
—
|
|
|
—
|
|
||||
Fixed income securities
|
|
|
|
|
|
|
|
||||||||
Government
|
64.6
|
|
|
—
|
|
|
64.6
|
|
|
—
|
|
||||
Corporate
|
95.8
|
|
|
—
|
|
|
95.8
|
|
|
—
|
|
||||
Other fixed income
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
||||
Mutual Funds
|
|
|
|
|
|
|
|
||||||||
U.S. multi-strategy
|
257.1
|
|
|
257.1
|
|
|
—
|
|
|
—
|
|
||||
International equities
|
64.9
|
|
|
64.9
|
|
|
—
|
|
|
—
|
|
||||
Fixed income
|
150.5
|
|
|
150.5
|
|
|
—
|
|
|
—
|
|
||||
Private equity limited partnerships
|
|
|
|
|
|
|
|
||||||||
U.S. multi-strategy
(1)
|
46.4
|
|
|
—
|
|
|
—
|
|
|
46.4
|
|
||||
International multi-strategy
(2)
|
29.3
|
|
|
—
|
|
|
—
|
|
|
29.3
|
|
||||
Distressed opportunities
|
5.9
|
|
|
—
|
|
|
—
|
|
|
5.9
|
|
||||
Real Estate
|
13.6
|
|
|
—
|
|
|
—
|
|
|
13.6
|
|
||||
Commingled funds
|
|
|
|
|
|
|
|
||||||||
Short-term money markets
(3)
|
22.9
|
|
|
|
|
|
|
|
|||||||
U.S. equities
(3)
|
429.2
|
|
|
|
|
|
|
|
|||||||
International equities
(3)
|
210.1
|
|
|
|
|
|
|
|
|||||||
Fixed income
(3)
|
302.5
|
|
|
|
|
|
|
|
|||||||
Pension plan assets subtotal
|
1,745.2
|
|
|
524.8
|
|
|
160.4
|
|
|
95.3
|
|
||||
Other postretirement benefit plan assets:
|
|
|
|
|
|
|
|
||||||||
Mutual funds
|
|
|
|
|
|
|
|
||||||||
U.S. equities
|
89.8
|
|
|
89.8
|
|
|
—
|
|
|
—
|
|
||||
International equities
|
41.4
|
|
|
41.4
|
|
|
—
|
|
|
—
|
|
||||
Fixed income
|
78.0
|
|
|
78.0
|
|
|
—
|
|
|
—
|
|
||||
Commingled funds
|
|
|
|
|
|
|
|
||||||||
Short-term money markets
(3)
|
2.4
|
|
|
|
|
|
|
|
|||||||
U.S. equities
(3)
|
14.3
|
|
|
|
|
|
|
|
|||||||
Other postretirement benefit plan assets subtotal
|
225.9
|
|
|
209.2
|
|
|
—
|
|
|
—
|
|
||||
Due to brokers, net
(4)
|
(0.2
|
)
|
|
|
|
|
|
|
|||||||
Receivables/payables
|
2.1
|
|
|
|
|
|
|
|
|||||||
Total pension and other postretirement benefit plan assets
|
$
|
1,973.0
|
|
|
$
|
734.0
|
|
|
$
|
160.4
|
|
|
$
|
95.3
|
|
|
Balance at
January 1, 2015
|
|
Total gains or
losses (unrealized
/ realized)
|
|
Purchases
|
|
(Sales)
|
|
Transfers
into/(out of)
level 3
|
|
Balance at
December 31,
2015
|
||||||||||||
Fixed income securities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other fixed income
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.5
|
)
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Private equity limited partnerships
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. multi-strategy
|
56.2
|
|
|
(3.5
|
)
|
|
1.1
|
|
|
(7.4
|
)
|
|
—
|
|
|
46.4
|
|
||||||
International multi-strategy
|
35.3
|
|
|
(2.3
|
)
|
|
0.1
|
|
|
(3.8
|
)
|
|
—
|
|
|
29.3
|
|
||||||
Distress opportunities
|
7.6
|
|
|
(0.5
|
)
|
|
—
|
|
|
(1.2
|
)
|
|
—
|
|
|
5.9
|
|
||||||
Real estate
|
17.3
|
|
|
(0.5
|
)
|
|
0.1
|
|
|
(3.3
|
)
|
|
—
|
|
|
13.6
|
|
||||||
Total
|
$
|
117.0
|
|
|
$
|
(6.8
|
)
|
|
$
|
1.3
|
|
|
$
|
(16.2
|
)
|
|
$
|
—
|
|
|
$
|
95.3
|
|
(in millions)
|
Fair Value
|
|
Unfunded Commitments
|
|
Redemption Frequency
|
|
Redemption Notice Period
|
||||
Commingled Funds
|
|
|
|
|
|
|
|
||||
Short-term money markets
|
$
|
25.3
|
|
|
$
|
—
|
|
|
Daily
|
|
1 day
|
U.S. equities
|
443.5
|
|
|
—
|
|
|
Monthly
|
|
3 days
|
||
International equities
|
210.1
|
|
|
—
|
|
|
Monthly
|
|
14-30 days
|
||
Fixed income
|
302.5
|
|
|
—
|
|
|
Monthly
|
|
3 days
|
||
Total
|
$
|
981.4
|
|
|
$
|
—
|
|
|
|
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||
(in millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Change in projected benefit obligation
(1)
|
|
|
|
|
|
|
|
||||||||
Benefit obligation at beginning of year
|
$
|
2,206.7
|
|
|
$
|
2,751.4
|
|
|
$
|
525.8
|
|
|
$
|
716.0
|
|
Service cost
|
30.7
|
|
|
34.8
|
|
|
5.0
|
|
|
6.4
|
|
||||
Interest cost
|
89.7
|
|
|
95.9
|
|
|
22.0
|
|
|
24.9
|
|
||||
Plan participants’ contributions
|
—
|
|
|
—
|
|
|
5.9
|
|
|
7.3
|
|
||||
Plan amendments
|
—
|
|
|
—
|
|
|
7.5
|
|
|
0.1
|
|
||||
Actuarial loss (gain)
|
(2.7
|
)
|
|
(91.7
|
)
|
|
1.0
|
|
|
(71.5
|
)
|
||||
Settlement loss
|
—
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
||||
Benefits paid
|
(158.6
|
)
|
|
(171.8
|
)
|
|
(38.9
|
)
|
|
(43.7
|
)
|
||||
Estimated benefits paid by incurred subsidy
|
—
|
|
|
—
|
|
|
0.7
|
|
|
0.8
|
|
||||
Separation of CPG (Note 3)
|
—
|
|
|
(412.4
|
)
|
|
—
|
|
|
(114.5
|
)
|
||||
Projected benefit obligation at end of year
|
$
|
2,165.8
|
|
|
$
|
2,206.7
|
|
|
$
|
529.0
|
|
|
$
|
525.8
|
|
Change in plan assets
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
1,747.1
|
|
|
$
|
2,330.3
|
|
|
$
|
225.9
|
|
|
$
|
465.0
|
|
Actual return on plan assets
|
159.1
|
|
|
(49.7
|
)
|
|
13.0
|
|
|
1.9
|
|
||||
Employer contributions
|
3.3
|
|
|
2.7
|
|
|
25.5
|
|
|
25.8
|
|
||||
Plan participants’ contributions
|
—
|
|
|
—
|
|
|
5.9
|
|
|
7.3
|
|
||||
Benefits paid
|
(158.6
|
)
|
|
(171.8
|
)
|
|
(38.9
|
)
|
|
(43.7
|
)
|
||||
Separation of CPG (Note 3)
|
—
|
|
|
(364.4
|
)
|
|
—
|
|
|
(230.4
|
)
|
||||
Fair value of plan assets at end of year
|
$
|
1,750.9
|
|
|
$
|
1,747.1
|
|
|
$
|
231.4
|
|
|
$
|
225.9
|
|
Funded Status at end of year
|
$
|
(414.9
|
)
|
|
$
|
(459.6
|
)
|
|
$
|
(297.6
|
)
|
|
$
|
(299.9
|
)
|
Amounts recognized in the statement of financial position consist of:
|
|
|
|
|
|
|
|
||||||||
Current liabilities
|
(2.9
|
)
|
|
(3.0
|
)
|
|
(0.7
|
)
|
|
(0.6
|
)
|
||||
Noncurrent liabilities
|
(412.0
|
)
|
|
(456.6
|
)
|
|
(296.9
|
)
|
|
(299.3
|
)
|
||||
Net amount recognized at end of year
(2)
|
$
|
(414.9
|
)
|
|
$
|
(459.6
|
)
|
|
$
|
(297.6
|
)
|
|
$
|
(299.9
|
)
|
Amounts recognized in accumulated other comprehensive income or regulatory asset/liability
(3)
|
|
|
|
|
|
|
|
||||||||
Unrecognized prior service credit
|
$
|
1.0
|
|
|
$
|
0.7
|
|
|
$
|
(29.2
|
)
|
|
$
|
(41.6
|
)
|
Unrecognized actuarial loss
|
835.5
|
|
|
925.6
|
|
|
68.3
|
|
|
66.1
|
|
||||
Net amount recognized at end of year
|
$
|
836.5
|
|
|
$
|
926.3
|
|
|
$
|
39.1
|
|
|
$
|
24.5
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Weighted-average assumptions to Determine Benefit Obligation
|
|
|
|
|
|
|
|
||||
Discount Rate
|
4.03
|
%
|
|
4.24
|
%
|
|
4.12
|
%
|
|
4.33
|
%
|
Rate of Compensation Increases
|
4.00
|
%
|
|
4.00
|
%
|
|
—
|
|
|
—
|
|
Health Care Trend Rates
|
|
|
|
|
|
|
|
||||
Trend for Next Year
|
—
|
|
|
—
|
|
|
8.43
|
%
|
|
8.41
|
%
|
Ultimate Trend
|
—
|
|
|
—
|
|
|
4.50
|
%
|
|
4.50
|
%
|
Year Ultimate Trend Reached
|
—
|
|
|
—
|
|
|
2024
|
|
|
2022
|
|
(in millions)
|
1% point increase
|
|
1% point decrease
|
||||
Effect on service and interest components of net periodic cost
|
$
|
1.3
|
|
|
$
|
(1.1
|
)
|
Effect on accumulated postretirement benefit obligation
|
27.2
|
|
|
(23.8
|
)
|
(in millions)
|
Pension Benefits
|
|
Other
Postretirement Benefits |
|
Federal
Subsidy Receipts |
||||||
Year(s)
|
|
|
|
|
|
||||||
2017
|
$
|
171.9
|
|
|
$
|
34.1
|
|
|
$
|
0.7
|
|
2018
|
172.5
|
|
|
34.9
|
|
|
0.7
|
|
|||
2019
|
171.1
|
|
|
35.8
|
|
|
0.7
|
|
|||
2020
|
171.2
|
|
|
36.5
|
|
|
0.7
|
|
|||
2021
|
172.2
|
|
|
37.2
|
|
|
0.7
|
|
|||
2022-2026
|
816.8
|
|
|
180.9
|
|
|
2.9
|
|
|
Pension Benefits
|
|
Other Postretirement
Benefits
|
||||||||||||||||||||
(in millions)
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Components of Net Periodic Benefit Cost (Income)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
$
|
30.7
|
|
|
$
|
34.8
|
|
|
$
|
34.8
|
|
|
$
|
5.0
|
|
|
$
|
6.4
|
|
|
$
|
8.5
|
|
Interest cost
|
89.7
|
|
|
95.9
|
|
|
109.0
|
|
|
22.0
|
|
|
24.9
|
|
|
30.1
|
|
||||||
Expected return on assets
|
(132.9
|
)
|
|
(167.2
|
)
|
|
(181.1
|
)
|
|
(17.2
|
)
|
|
(28.2
|
)
|
|
(36.8
|
)
|
||||||
Amortization of prior service cost (credit)
|
(0.2
|
)
|
|
0.1
|
|
|
0.2
|
|
|
(4.9
|
)
|
|
(5.2
|
)
|
|
(4.3
|
)
|
||||||
Recognized actuarial loss
|
61.2
|
|
|
59.3
|
|
|
47.5
|
|
|
3.1
|
|
|
3.4
|
|
|
0.4
|
|
||||||
Net Periodic Benefit Costs (Income)
|
48.5
|
|
|
22.9
|
|
|
10.4
|
|
|
8.0
|
|
|
1.3
|
|
|
(2.1
|
)
|
||||||
Additional loss recognized due to:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Settlement loss
|
—
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total Net Periodic Benefits Cost (Income)
|
$
|
48.5
|
|
|
$
|
25.4
|
|
|
$
|
10.4
|
|
|
$
|
8.0
|
|
|
$
|
1.3
|
|
|
$
|
(2.1
|
)
|
|
Pension Benefits
|
|
Other Postretirement
Benefits
|
||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||
Weighted-average Assumptions to Determine Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount Rate
|
4.24
|
%
|
|
3.81
|
%
|
|
4.50
|
%
|
|
4.33
|
%
|
|
3.94
|
%
|
|
4.75
|
%
|
Expected Long-Term Rate of Return on Plan Assets
|
8.00
|
%
|
|
8.30
|
%
|
|
8.30
|
%
|
|
7.85
|
%
|
|
8.15
|
%
|
|
8.14
|
%
|
Rate of Compensation Increases
|
4.00
|
%
|
|
4.00
|
%
|
|
4.00
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Pension Benefits
|
|
Other Postretirement
Benefits
|
||||||||||||
(in millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Other Changes in Plan Assets and Projected Benefit Obligations Recognized in Other Comprehensive Income or Regulatory Asset or Liability
|
|
|
|
|
|
|
|
||||||||
Net prior service cost
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7.5
|
|
|
$
|
0.1
|
|
Net actuarial loss (gain)
|
(28.9
|
)
|
|
125.7
|
|
|
5.3
|
|
|
(45.2
|
)
|
||||
Settlements
|
—
|
|
|
(2.5
|
)
|
|
—
|
|
|
—
|
|
||||
Less: amortization of prior service cost (credit)
|
0.2
|
|
|
(0.1
|
)
|
|
4.9
|
|
|
5.2
|
|
||||
Less: amortization of net actuarial gain
|
(61.2
|
)
|
|
(59.3
|
)
|
|
(3.1
|
)
|
|
(3.4
|
)
|
||||
Less: Separation of CPG (Note 3)
|
—
|
|
|
(143.8
|
)
|
|
—
|
|
|
21.5
|
|
||||
Total Recognized in Other Comprehensive Income or Regulatory Asset or Liability
|
$
|
(89.9
|
)
|
|
$
|
(80.0
|
)
|
|
$
|
14.6
|
|
|
$
|
(21.8
|
)
|
Amount Recognized in Net Periodic Benefits Cost and Other Comprehensive Income or Regulatory Asset or Liability
|
$
|
(41.4
|
)
|
|
$
|
(54.6
|
)
|
|
$
|
22.6
|
|
|
$
|
(20.5
|
)
|
12.
|
Common Stock
|
13.
|
Share-Based Compensation
|
(shares)
|
Restricted Stock
Units
|
|
Weighted Average
Grant Date Fair
Value Per Unit ($)
|
||
Nonvested at December 31, 2015
|
3,142,473
|
|
|
8.55
|
|
Granted
|
65,418
|
|
|
21.49
|
|
Forfeited
|
(46,447
|
)
|
|
11.71
|
|
Vested
|
(1,519,414
|
)
|
|
5.21
|
|
Nonvested at December 31, 2016
|
1,642,030
|
|
|
12.05
|
|
(shares)
|
Performance
Awards
|
|
Weighted Average
Grant Date Fair
Value Per Unit ($)
|
||
Nonvested at December 31, 2015
|
—
|
|
|
—
|
|
Granted
|
647,305
|
|
|
19.50
|
|
Forfeited
|
—
|
|
|
—
|
|
Vested
|
—
|
|
|
—
|
|
Nonvested at December 31, 2016
|
647,305
|
|
|
19.50
|
|
14.
|
Long-Term Debt
|
Long-term debt type
|
Maturity
|
Weighted average interest rate (%)
|
|
Outstanding balance as of December 31,
(in millions)
|
|||||||
|
2016
|
|
2015
|
||||||||
Senior notes:
|
|
|
|
|
|
|
|||||
NiSource Finance
|
March 2016
|
10.75
|
%
|
|
$
|
—
|
|
|
$
|
201.5
|
|
NiSource Finance
|
November 2016
|
5.41
|
%
|
|
—
|
|
|
90.0
|
|
||
NiSource Finance
|
September 2017
|
5.25
|
%
|
|
210.4
|
|
|
210.4
|
|
||
NiSource Finance
|
March 2018
|
6.40
|
%
|
|
476.0
|
|
|
476.0
|
|
||
NiSource Finance
|
January 2019
|
6.80
|
%
|
|
500.0
|
|
|
500.0
|
|
||
NiSource Finance
|
March 2019
|
Variable
|
|
(1)
|
500.0
|
|
|
—
|
|
||
NiSource Finance
|
September 2020
|
5.45
|
%
|
|
550.0
|
|
|
550.0
|
|
||
NiSource Finance
|
December 2021
|
4.45
|
%
|
|
63.6
|
|
|
63.6
|
|
||
NiSource Finance
|
March 2022
|
6.13
|
%
|
|
500.0
|
|
|
500.0
|
|
||
NiSource Finance
|
February 2023
|
3.85
|
%
|
|
250.0
|
|
|
250.0
|
|
||
NiSource Finance
|
November 2025
|
5.89
|
%
|
|
265.0
|
|
|
265.0
|
|
||
NiSource Finance
|
December 2040
|
6.25
|
%
|
|
250.0
|
|
|
250.0
|
|
||
NiSource Finance
|
June 2041
|
5.95
|
%
|
|
400.0
|
|
|
400.0
|
|
||
NiSource Finance
|
February 2042
|
5.80
|
%
|
|
250.0
|
|
|
250.0
|
|
||
NiSource Finance
|
February 2043
|
5.25
|
%
|
|
500.0
|
|
|
500.0
|
|
||
NiSource Finance
|
February 2044
|
4.80
|
%
|
|
750.0
|
|
|
750.0
|
|
||
NiSource Finance
|
February 2045
|
5.65
|
%
|
|
500.0
|
|
|
500.0
|
|
||
Capital Markets
|
December 2027
|
6.78
|
%
|
|
3.0
|
|
|
3.0
|
|
||
Total senior notes
|
|
|
|
$
|
5,968.0
|
|
|
$
|
5,759.5
|
|
|
Medium term notes:
|
|
|
|
|
|
|
|||||
Columbia of Massachusetts
|
December 2025 to February 2028
|
6.30
|
%
|
|
$
|
40.0
|
|
|
$
|
40.0
|
|
Capital Markets
|
March 2017 to May 2027
|
7.92
|
%
|
|
106.0
|
|
|
106.0
|
|
||
NIPSCO
|
June 2017 to August 2027
|
7.57
|
%
|
|
95.5
|
|
|
95.5
|
|
||
Total medium term notes
|
|
|
|
$
|
241.5
|
|
|
$
|
241.5
|
|
|
Capital leases:
|
|
|
|
|
|
|
|||||
NiSource Corporate Services
|
October 2019 to April 2021
|
2.92
|
%
|
|
$
|
3.5
|
|
|
$
|
3.7
|
|
NIPSCO
|
May 2018
|
3.95
|
%
|
|
12.7
|
|
|
52.8
|
|
||
Columbia of Ohio
|
October 2021 to June 2038
|
6.53
|
%
|
|
80.1
|
|
|
79.8
|
|
||
Columbia of Massachusetts
|
December 2033 to July 2036
|
5.33
|
%
|
|
23.7
|
|
|
24.1
|
|
||
Columbia of Virginia
|
August 2024 to July 2029
|
12.27
|
%
|
|
5.5
|
|
|
5.8
|
|
||
Columbia of Pennsylvania
|
August 2027 to June 2036
|
5.45
|
%
|
|
31.9
|
|
|
32.4
|
|
||
Total capital leases
|
|
|
|
157.4
|
|
|
198.6
|
|
|||
Pollution control bonds - NIPSCO
|
July 2017 to April 2019
|
5.76
|
%
|
|
96.0
|
|
|
226.0
|
|
||
Notes payable - NiSource Development Company
|
July 2041
|
5.56
|
%
|
|
—
|
|
|
2.1
|
|
||
Unamortized issuance costs and discounts
|
|
|
|
(41.6
|
)
|
|
$
|
(45.5
|
)
|
||
Total Long-Term Debt
|
|
|
|
6,421.3
|
|
|
$
|
6,382.2
|
|
•
|
On March 15, 2016, NiSource Finance redeemed
$201.5 million
of
10.75%
senior unsecured notes at maturity.
|
•
|
On March 31, 2016, NiSource Finance entered into a
$500 million
term loan agreement with a syndicate of banks. The term loan matures March 29, 2019, at which point any and all outstanding borrowings under the agreement are due. Interest charged on borrowings depends on the variable rate structure elected by NiSource Finance at the time of each borrowing. The available variable rate structures from which NiSource Finance may choose are defined in the term loan agreement. As of December 31, 2016, NiSource Finance had
$500.0 million
of outstanding borrowings under the term loan agreement.
|
•
|
In June 2016, NiSource Finance entered into forward-starting interest rate swaps with an aggregate notional amount of
$500.0 million
to hedge the variability in cash flows attributable to changes in the benchmark interest rate during the period from the effective date of the swaps to the anticipated date of forecasted debt issuances, expected to take place by the end of 2018. The forward-starting interest rate swaps were designated as cash flow hedges at the time the agreements were executed, whereby any gain or loss recognized from the effective date of the swaps to the date the associated debt is issued for the effective portion of the hedge is recorded net of tax in AOCI and amortized as a component of interest expense over the life of the designated debt. If some portion of the hedges becomes ineffective, the associated gain or loss will be recognized in earnings. As of December 31, 2016,
no
ineffectiveness has been recorded.
|
•
|
On November 1, 2016, NIPSCO redeemed
$130.0 million
of
5.60%
pollution control bonds at maturity.
|
•
|
On November 28, 2016, NiSource Finance redeemed
$90.0 million
of
5.41%
senior unsecured notes at maturity.
|
•
|
Prior to the Separation, CPG closed its placement of
$2,750.0 million
in aggregate principal amount of its senior notes. Using the proceeds from this offering, CPG made cash payments to NiSource representing the settlement of inter-company borrowings and the payment of a one-time special dividend. In May 2015, using proceeds from the cash payments from CPG, NiSource Finance settled its two bank term loans in the amount of
$1,075.0 million
and executed a tender offer for
$750.0 million
consisting of a combination of its
5.25%
notes due
2017
,
6.40%
notes due
2018
and
4.45%
notes due
2021
. In conjunction with the debt retired, NiSource Finance recorded a
$97.2 million
loss on early extinguishment of long-term debt, primarily attributable to early redemption premiums.
|
•
|
On November 28, 2015, NiSource Finance redeemed
$230.0 million
of
5.36%
senior unsecured notes at maturity.
|
•
|
In December 2015, NiSource Finance entered into forward starting interest rate swaps, with an aggregate notional amount of
$1.0 billion
, to hedge the variability in cash flows attributable to changes in the benchmark interest rate during the period from the effective date of the swap to the anticipated date of forecasted debt issuances by the end of 2018. The forward starting interest rate swaps were designated as cash flow hedges at the time the agreements were executed.
|
|
|
15.
|
Short-Term Borrowings
|
At December 31,
(in millions)
|
2016
|
|
2015
|
||||
Commercial Paper weighted average interest rate of 1.24
%
and 1.00% at December 31, 2016 and 2015, respectively.
|
$
|
1,178.0
|
|
|
$
|
321.4
|
|
Accounts receivable securitization facility borrowings
|
310.0
|
|
|
246.0
|
|
||
Total Short-Term Borrowings
|
$
|
1,488.0
|
|
|
$
|
567.4
|
|
16.
|
Fair Value
|
Recurring Fair Value Measurements
December 31, 2016 (
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, 2016
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Risk management assets
|
$
|
5.4
|
|
|
$
|
43.6
|
|
|
$
|
—
|
|
|
$
|
49.0
|
|
Available-for-sale securities
|
—
|
|
|
131.5
|
|
|
—
|
|
|
131.5
|
|
||||
Total
|
$
|
5.4
|
|
|
$
|
175.1
|
|
|
$
|
—
|
|
|
$
|
180.5
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Risk management liabilities
|
$
|
1.2
|
|
|
$
|
58.9
|
|
|
$
|
1.2
|
|
|
$
|
61.3
|
|
Total
|
$
|
1.2
|
|
|
$
|
58.9
|
|
|
$
|
1.2
|
|
|
$
|
61.3
|
|
Recurring Fair Value Measurements
December 31, 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
December 31, 2015
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Risk management assets
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Available-for-sale securities
|
—
|
|
|
128.7
|
|
|
—
|
|
|
128.7
|
|
||||
Total
|
$
|
0.1
|
|
|
$
|
128.7
|
|
|
$
|
—
|
|
|
$
|
128.8
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Risk management liabilities
|
$
|
14.3
|
|
|
$
|
17.4
|
|
|
$
|
0.2
|
|
|
$
|
31.9
|
|
Total
|
$
|
14.3
|
|
|
$
|
17.4
|
|
|
$
|
0.2
|
|
|
$
|
31.9
|
|
December 31, 2016
(in millions)
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
||||||||
Available-for-sale securities
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury debt securities
|
$
|
35.0
|
|
|
$
|
0.1
|
|
|
$
|
(0.6
|
)
|
|
$
|
34.5
|
|
Corporate/Other debt securities
|
98.7
|
|
|
0.3
|
|
|
(2.0
|
)
|
|
97.0
|
|
||||
Total
|
$
|
133.7
|
|
|
$
|
0.4
|
|
|
$
|
(2.6
|
)
|
|
$
|
131.5
|
|
December 31, 2015
(in millions)
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
||||||||
Available-for-sale securities
|
|
|
|
|
|
|
|
||||||||
U.S. Treasury debt securities
|
$
|
33.7
|
|
|
$
|
0.1
|
|
|
$
|
(0.3
|
)
|
|
$
|
33.5
|
|
Corporate/Other debt securities
|
95.7
|
|
|
0.3
|
|
|
(0.8
|
)
|
|
95.2
|
|
||||
Total
|
$
|
129.4
|
|
|
$
|
0.4
|
|
|
$
|
(1.1
|
)
|
|
$
|
128.7
|
|
At December 31,
(in millions)
|
Carrying
Amount
2016
|
|
Estimated
Fair Value
2016
|
|
Carrying
Amount
2015
|
|
Estimated
Fair Value
2015
|
||||||||
Long-term debt (including current portion)
|
$
|
6,421.3
|
|
|
$
|
7,064.1
|
|
|
$
|
6,382.2
|
|
|
$
|
6,975.7
|
|
17.
|
Transfers of Financial Assets
|
(in millions)
|
December 31,
2016 |
|
December 31,
2015 |
||||
Gross Receivables
|
$
|
618.3
|
|
|
$
|
450.8
|
|
Less: Receivables not transferred
|
308.3
|
|
|
204.8
|
|
||
Net receivables transferred
|
$
|
310.0
|
|
|
$
|
246.0
|
|
Short-term debt due to asset securitization
|
$
|
310.0
|
|
|
$
|
246.0
|
|
(in millions)
|
Total
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
After
|
||||||||||||||
Long-term debt
(1)
|
$
|
6,305.5
|
|
|
$
|
349.9
|
|
|
$
|
476.0
|
|
|
$
|
1,041.0
|
|
|
$
|
550.0
|
|
|
$
|
63.6
|
|
|
$
|
3,825.0
|
|
Capital leases
(2)
|
250.0
|
|
|
22.7
|
|
|
18.5
|
|
|
14.2
|
|
|
13.5
|
|
|
13.4
|
|
|
167.7
|
|
|||||||
Interest payments on long-term debt
|
4,611.2
|
|
|
337.9
|
|
|
305.3
|
|
|
265.2
|
|
|
244.9
|
|
|
214.9
|
|
|
3,243.0
|
|
|||||||
Operating leases
(3)
|
54.6
|
|
|
15.4
|
|
|
9.4
|
|
|
7.5
|
|
|
4.8
|
|
|
4.1
|
|
|
13.4
|
|
|||||||
Energy commodity contracts
(4)
|
312.1
|
|
|
108.5
|
|
|
67.7
|
|
|
67.3
|
|
|
68.0
|
|
|
0.6
|
|
|
—
|
|
|||||||
Service obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Pipeline service obligations
|
2,002.1
|
|
|
532.7
|
|
|
382.7
|
|
|
293.1
|
|
|
176.0
|
|
|
139.2
|
|
|
478.4
|
|
|||||||
IBM service obligations
|
325.0
|
|
|
84.1
|
|
|
81.2
|
|
|
80.0
|
|
|
79.7
|
|
|
—
|
|
|
—
|
|
|||||||
Other service obligations
|
77.7
|
|
|
58.1
|
|
|
17.4
|
|
|
1.9
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|||||||
Other liabilities
|
34.4
|
|
|
34.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total contractual obligations
|
$
|
13,972.6
|
|
|
$
|
1,543.7
|
|
|
$
|
1,358.2
|
|
|
$
|
1,770.2
|
|
|
$
|
1,137.2
|
|
|
$
|
435.8
|
|
|
$
|
7,727.5
|
|
(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 (loss) before reclassifications
|
0.9
|
|
|
(0.3
|
)
|
|
(10.2
|
)
|
|
(9.6
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
(0.3
|
)
|
|
2.5
|
|
|
0.4
|
|
|
2.6
|
|
||||
Net current-period other comprehensive income (loss)
|
0.6
|
|
|
2.2
|
|
|
(9.8
|
)
|
|
(7.0
|
)
|
||||
Balance as of December 31, 2014
|
$
|
0.3
|
|
|
$
|
(23.6
|
)
|
|
$
|
(27.3
|
)
|
|
$
|
(50.6
|
)
|
Other comprehensive loss before reclassifications
|
(0.5
|
)
|
|
(11.0
|
)
|
|
(5.0
|
)
|
|
(16.5
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
(0.3
|
)
|
|
3.2
|
|
|
2.6
|
|
|
5.5
|
|
||||
Net current-period other comprehensive loss
|
(0.8
|
)
|
|
(7.8
|
)
|
|
(2.4
|
)
|
|
(11.0
|
)
|
||||
Allocation of AOCI to noncontrolling interest
|
—
|
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
||||
Distribution of CPG to shareholders (Refer to Note 3, "Discontinued Operations")
|
—
|
|
|
13.9
|
|
|
10.6
|
|
|
24.5
|
|
||||
Balance as of December 31, 2015
|
$
|
(0.5
|
)
|
|
$
|
(15.5
|
)
|
|
$
|
(19.1
|
)
|
|
$
|
(35.1
|
)
|
Other comprehensive income before reclassifications
|
—
|
|
|
7.1
|
|
|
0.5
|
|
|
7.6
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
(0.1
|
)
|
|
1.5
|
|
|
1.0
|
|
|
2.4
|
|
||||
Net current-period other comprehensive income (loss)
|
(0.1
|
)
|
|
8.6
|
|
|
1.5
|
|
|
10.0
|
|
||||
Balance as of December 31, 2016
|
$
|
(0.6
|
)
|
|
$
|
(6.9
|
)
|
|
$
|
(17.6
|
)
|
|
$
|
(25.1
|
)
|
20.
|
Other, Net
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Interest Income
|
$
|
3.4
|
|
|
$
|
0.8
|
|
|
$
|
3.8
|
|
AFUDC Equity
|
11.6
|
|
|
11.5
|
|
|
10.7
|
|
|||
Charitable Contributions
|
(4.5
|
)
|
|
(4.8
|
)
|
|
(11.1
|
)
|
|||
Miscellaneous
(1)
|
(9.0
|
)
|
|
9.9
|
|
|
10.0
|
|
|||
Total Other, net
|
$
|
1.5
|
|
|
$
|
17.4
|
|
|
$
|
13.4
|
|
21.
|
Interest Expense, Net
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Interest on long-term debt
|
$
|
352.3
|
|
|
$
|
377.5
|
|
|
$
|
368.6
|
|
Interest on short-term borrowings
|
9.2
|
|
|
2.2
|
|
|
5.2
|
|
|||
Debt discount/cost amortization
|
7.6
|
|
|
8.7
|
|
|
8.0
|
|
|||
Accounts receivable securitization fees
|
2.3
|
|
|
2.5
|
|
|
2.9
|
|
|||
Allowance for borrowed funds used and interest capitalized during construction
|
(5.6
|
)
|
|
(5.4
|
)
|
|
(5.3
|
)
|
|||
Other
(1)
|
(16.3
|
)
|
|
(5.3
|
)
|
|
0.1
|
|
|||
Total Interest Expense, net
|
$
|
349.5
|
|
|
$
|
380.2
|
|
|
$
|
379.5
|
|
22.
|
Segments of Business
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Gross Revenues
|
|
|
|
|
|
||||||
Gas Distribution Operations
|
|
|
|
|
|
||||||
Unaffiliated
|
$
|
2,818.2
|
|
|
$
|
3,068.7
|
|
|
$
|
3,593.6
|
|
Intersegment
|
12.4
|
|
|
0.4
|
|
|
0.3
|
|
|||
Total
|
2,830.6
|
|
|
3,069.1
|
|
|
3,593.9
|
|
|||
Electric Operations
|
|
|
|
|
|
||||||
Unaffiliated
|
1,660.8
|
|
|
1,573.6
|
|
|
1,672.6
|
|
|||
Intersegment
|
0.8
|
|
|
0.8
|
|
|
0.8
|
|
|||
Total
|
1,661.6
|
|
|
1,574.4
|
|
|
1,673.4
|
|
|||
Corporate and Other
|
|
|
|
|
|
||||||
Unaffiliated
|
13.5
|
|
|
9.5
|
|
|
6.2
|
|
|||
Intersegment
|
413.3
|
|
|
396.4
|
|
|
412.5
|
|
|||
Total
|
426.8
|
|
|
405.9
|
|
|
418.7
|
|
|||
Eliminations
|
(426.5
|
)
|
|
(397.6
|
)
|
|
(413.6
|
)
|
|||
Consolidated Gross Revenues
|
$
|
4,492.5
|
|
|
$
|
4,651.8
|
|
|
$
|
5,272.4
|
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Operating Income (Loss)
|
|
|
|
|
|
||||||
Gas Distribution Operations
|
$
|
574.0
|
|
|
$
|
555.8
|
|
|
$
|
537.0
|
|
Electric Operations
|
291.4
|
|
|
264.4
|
|
|
282.7
|
|
|||
Corporate and Other
|
(7.2
|
)
|
|
(20.3
|
)
|
|
(30.6
|
)
|
|||
Consolidated Operating Income
|
$
|
858.2
|
|
|
$
|
799.9
|
|
|
$
|
789.1
|
|
Depreciation and Amortization
|
|
|
|
|
|
||||||
Gas Distribution Operations
|
$
|
252.9
|
|
|
$
|
232.6
|
|
|
$
|
217.6
|
|
Electric Operations
|
274.5
|
|
|
267.7
|
|
|
244.4
|
|
|||
Corporate and Other
|
19.7
|
|
|
24.1
|
|
|
24.9
|
|
|||
Consolidated Depreciation and Amortization
|
$
|
547.1
|
|
|
$
|
524.4
|
|
|
$
|
486.9
|
|
Assets
|
|
|
|
|
|
||||||
Gas Distribution Operations
|
$
|
11,096.4
|
|
|
$
|
10,094.5
|
|
|
$
|
9,443.7
|
|
Electric Operations
|
5,233.3
|
|
|
5,265.3
|
|
|
5,009.9
|
|
|||
Corporate and Other
(1)
|
2,362.2
|
|
|
2,132.7
|
|
|
10,136.2
|
|
|||
Consolidated Assets
|
$
|
18,691.9
|
|
|
$
|
17,492.5
|
|
|
$
|
24,589.8
|
|
Capital Expenditures
(2)
|
|
|
|
|
|
||||||
Gas Distribution Operations
|
$
|
1,054.4
|
|
|
$
|
917.0
|
|
|
$
|
860.3
|
|
Electric Operations
|
420.6
|
|
|
400.3
|
|
|
438.8
|
|
|||
Corporate and Other
|
15.4
|
|
|
50.2
|
|
|
40.5
|
|
|||
Consolidated Capital Expenditures
|
$
|
1,490.4
|
|
|
$
|
1,367.5
|
|
|
$
|
1,339.6
|
|
23.
|
Quarterly Financial Data (Unaudited)
|
(in millions, except per share data)
|
First
Quarter
(1)
|
|
Second
Quarter
(1)
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
2016
|
|
|
|
|
|
|
|
||||||||
Gross revenues
|
$
|
1,436.6
|
|
|
$
|
897.6
|
|
|
$
|
861.3
|
|
|
$
|
1,297.0
|
|
Operating Income
|
381.4
|
|
|
138.2
|
|
|
113.7
|
|
|
224.9
|
|
||||
Income from Continuing Operations
|
186.6
|
|
|
29.0
|
|
|
23.7
|
|
|
88.8
|
|
||||
Results from Discontinued Operations - net of taxes
|
—
|
|
|
(0.1
|
)
|
|
3.5
|
|
|
—
|
|
||||
Net Income
|
186.6
|
|
|
28.9
|
|
|
27.2
|
|
|
88.8
|
|
||||
Basic Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Continuing Operations
|
0.58
|
|
|
0.09
|
|
|
0.07
|
|
|
0.28
|
|
||||
Discontinued Operations
|
—
|
|
|
—
|
|
|
0.01
|
|
|
—
|
|
||||
Basic Earnings Per Share
|
$
|
0.58
|
|
|
$
|
0.09
|
|
|
$
|
0.08
|
|
|
$
|
0.28
|
|
Diluted Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Continuing Operations
|
0.58
|
|
|
0.09
|
|
|
0.07
|
|
|
0.27
|
|
||||
Discontinued Operations
|
—
|
|
|
—
|
|
|
0.01
|
|
|
—
|
|
||||
Diluted Earnings Per Share
|
$
|
0.58
|
|
|
$
|
0.09
|
|
|
$
|
0.08
|
|
|
$
|
0.27
|
|
2015
|
|
|
|
|
|
|
|
||||||||
Gross revenues
|
$
|
1,852.2
|
|
|
$
|
884.6
|
|
|
$
|
817.2
|
|
|
$
|
1,097.8
|
|
Operating Income
|
386.3
|
|
|
84.4
|
|
|
109.7
|
|
|
219.5
|
|
||||
Income (Loss) from Continuing Operations
|
192.5
|
|
|
(73.1
|
)
|
|
14.8
|
|
|
64.4
|
|
||||
Results from Discontinued Operations - net of taxes
(2)
|
82.8
|
|
|
45.4
|
|
|
(19.7
|
)
|
|
(5.0
|
)
|
||||
Net Income (Loss)
|
275.3
|
|
|
(27.7
|
)
|
|
(4.9
|
)
|
|
59.4
|
|
||||
Net Income (Loss) attributable to NiSource
|
268.4
|
|
|
(36.4
|
)
|
|
(4.9
|
)
|
|
59.4
|
|
||||
Basic Earnings (Loss) Per Share
|
|
|
|
|
|
|
|
||||||||
Continuing Operations
|
0.61
|
|
|
(0.23
|
)
|
|
0.05
|
|
|
0.20
|
|
||||
Discontinued Operations
|
0.24
|
|
|
0.12
|
|
|
(0.07
|
)
|
|
(0.01
|
)
|
||||
Basic Earnings (Loss) Per Share
|
$
|
0.85
|
|
|
$
|
(0.11
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
0.19
|
|
Diluted Earnings (Loss) Per Share
|
|
|
|
|
|
|
|
||||||||
Continuing Operations
|
0.61
|
|
|
(0.23
|
)
|
|
0.05
|
|
|
0.20
|
|
||||
Discontinued Operations
|
0.24
|
|
|
0.12
|
|
|
(0.07
|
)
|
|
(0.01
|
)
|
||||
Diluted Earnings (Loss) Per Share
|
$
|
0.85
|
|
|
$
|
(0.11
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
0.19
|
|
Year Ended December 31,
(in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Supplemental Disclosures of Cash Flow Information
|
|
|
|
|
|
||||||
Non-cash transactions:
|
|
|
|
|
|
||||||
Capital expenditures included in current liabilities
|
$
|
125.3
|
|
|
$
|
121.6
|
|
|
$
|
127.4
|
|
Assets acquired under a capital lease
|
4.0
|
|
|
47.5
|
|
|
76.7
|
|
|||
Schedule of interest and income taxes paid:
|
|
|
|
|
|
||||||
Cash paid for interest, net of interest capitalized amounts
|
$
|
337.8
|
|
|
$
|
390.4
|
|
|
$
|
429.3
|
|
Cash paid for income taxes
|
8.0
|
|
|
21.3
|
|
|
19.4
|
|
Twelve months ended December 31, 2016
|
||||||||||||||||||||
|
|
|
Additions
|
|
|
|
|
|
||||||||||||
($ in millions)
|
Balance Jan. 1, 2016
|
|
Charged to Costs and Expenses
|
|
Charged to Other Account
(1)
|
|
|
Deductions for Purposes for which Reserves were Created
|
|
Balance Dec. 31, 2016
|
||||||||||
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserve for accounts receivable
|
$
|
20.3
|
|
|
$
|
19.7
|
|
|
$
|
48.5
|
|
|
|
$
|
65.2
|
|
|
$
|
23.3
|
|
Reserve for other investments
|
3.0
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
3.0
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Twelve months ended December 31, 2015
|
||||||||||||||||||||
|
|
|
Additions
|
|
|
|
|
|
||||||||||||
($ in millions)
|
Balance
Jan. 1, 2015 |
|
Charged to Costs and Expenses
|
|
Charged to Other Account
(1)
|
|
|
Deductions for Purposes for which Reserves were Created
|
|
Balance
Dec. 31, 2015 |
||||||||||
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserve for accounts receivable
|
$
|
24.9
|
|
|
$
|
22.5
|
|
|
$
|
56.7
|
|
|
|
$
|
83.8
|
|
|
$
|
20.3
|
|
Reserve for other investments
|
3.0
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
3.0
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Twelve months ended December 31, 2014
|
||||||||||||||||||||
|
|
|
Additions
|
|
|
|
|
|
||||||||||||
($ in millions)
|
Balance
Jan. 1, 2014 |
|
Charged to Costs and Expenses
|
|
Charged to Other Account
(1)
|
|
|
Deductions for Purposes for which Reserves were Created
|
|
Balance
Dec. 31, 2014 |
||||||||||
Reserves Deducted in Consolidated Balance Sheet from Assets to Which They Apply:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserve for accounts receivable
|
$
|
23.4
|
|
|
$
|
21.8
|
|
|
$
|
69.9
|
|
|
|
$
|
90.2
|
|
|
$
|
24.9
|
|
Reserve for other investments
|
3.0
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
3.0
|
|
|
Page
|
|
|
NiSource Inc.
|
|
|
(Registrant)
|
|
|
|
Date:
February 22, 2017
|
By:
|
/s/ JOSEPH HAMROCK
|
|
|
Joseph Hamrock
|
|
|
President, Chief Executive Officer and Director
|
|
|
(Principal Executive Officer)
|
|
|
/s/
|
JOSEPH HAMROCK
|
|
President, Chief
|
Date: February 22, 2017
|
|
|
|
Joseph Hamrock
|
|
Executive Officer and Director
(Principal Executive Officer) |
|
|
|
|
|
|
|
|
|
|
/s/
|
DONALD E. BROWN
|
|
Executive Vice President and
|
Date: February 22, 2017
|
|
|
|
Donald E. Brown
|
|
Chief Financial Officer
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
|
|
/s/
|
JOSEPH W. MULPAS
|
|
Vice President and
|
Date: February 22, 2017
|
|
|
|
Joseph W. Mulpas
|
|
Chief Accounting Officer
(Principal Accounting Officer) |
|
|
|
|
|
|
|
|
|
|
/s/
|
RICHARD L. THOMPSON
|
|
Chairman and Director
|
Date: February 22, 2017
|
|
|
|
Richard L. Thompson
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
RICHARD A. ABDOO
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Richard A. Abdoo
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
ARISTIDES S. CANDRIS
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Aristides S. Candris
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
WAYNE S. DEVEYDT
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Wayne S. DeVeydt
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
DEBORAH A. HENRETTA
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Deborah A. Henretta
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
MICHAEL E. JESANIS
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Michael E. Jesanis
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
KEVIN T. KABAT
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Kevin T. Kabat
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
CAROLYN Y. WOO
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Carolyn Y. Woo
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
|
PETER A. ALTABEF
|
|
Director
|
Date: February 22, 2017
|
|
|
|
Peter A. Altabef
|
|
|
|
EXHIBIT
NUMBER
|
DESCRIPTION OF ITEM
|
|
|
(2.1)
|
Separation and Distribution Agreement, dated as of June 30, 2015, by and between NiSource Inc. and Columbia Pipeline Group, Inc. (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 (incorporated by reference to Exhibit 3.1 to the NiSource Inc. Form 10-Q filed on August 3, 2015).
|
|
|
(3.2)
|
Bylaws of NiSource Inc., as amended and restated through January 29, 2016 (incorporated by reference to Exhibit 3.1 to the NiSource Inc. Form 8-K filed on February 1, 2016).
|
|
|
(4.1)
|
Indenture, dated as of March 1, 1988, by and between Northern Indiana Public Service Company ("NIPSCO") and Manufacturers Hanover Trust Company, as Trustee (incorporated by reference to Exhibit 4 to the NIPSCO Registration Statement (Registration No. 33-44193)).
|
|
|
(4.2)
|
First Supplemental Indenture, dated as of December 1, 1991, by and between Northern Indiana Public Service Company and Manufacturers Hanover Trust Company, as Trustee (incorporated by reference to Exhibit 4.1 to the NIPSCO Registration Statement (Registration No. 33-63870)).
|
|
|
(4.3)
|
Indenture Agreement, dated as of February 14, 1997, by and between NIPSCO Industries, Inc., NIPSCO Capital Markets, Inc. and Chase Manhattan Bank as trustee (incorporated by reference to Exhibit 4.1 to the NIPSCO Industries, Inc. Registration Statement (Registration No. 333-22347)).
|
|
|
(4.4)
|
Second Supplemental Indenture, dated as of November 1, 2000, by and among NiSource Capital Markets, Inc., NiSource Inc., New NiSource Inc., and The Chase Manhattan Bank, as trustee (incorporated by reference to Exhibit 4.45 to the NiSource Inc. Form 10-K for the period ended December 31, 2000).
|
|
|
(4.5)
|
Indenture, dated November 14, 2000, among NiSource Finance Corp., NiSource Inc., as guarantor, and The Chase Manhattan Bank, as Trustee (incorporated by reference to Exhibit 4.1 to the NiSource Inc. Form S-3, dated November 17, 2000 (Registration No. 333-49330)).
|
|
|
(10.1)
|
2010 Omnibus Incentive Plan (incorporated by reference to Exhibit B to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting held on May 11, 2010, filed on April 2, 2010).*
|
|
|
(10.2)
|
First Amendment to the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-K filed on February 18, 2014.)*
|
|
|
(10.3)
|
2010 Omnibus Incentive Plan (incorporated by reference to Exhibit C to the NiSource Inc. Definitive Proxy Statement to Stockholders for the Annual Meeting held on May 12, 2015, filed on April 7, 2015).*
|
|
|
(10.4)
|
Second Amendment to the NiSource Inc. 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 8-K filed October 23, 2015.)*
|
|
|
(10.5)
|
Form of Performance Share Award Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on April 30, 2014.)*
|
|
|
(10.6)
|
Form of Amended and Restated 2013 Performance Share Agreement effective on implementation of the spin-off on July 1, 2015, (under the 2010 Omnibus Incentive Plan)(incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on November 3, 2015).*
|
|
|
(10.7)
|
Form of Amended and Restated 2014 Performance Share Agreement effective on the implementation of the spin-off on July 1, 2015, (under the 2010 Omnibus Incentive Plan)(incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-Q filed on November 3, 2015).*
|
|
|
(10.8)
|
Form of Amendment to Restricted Stock Unit Award Agreement related to Vested but Unpaid NiSource Restricted Stock Unit Awards for Nonemployee Directors of NiSource entered into as of July 13, 2015 (incorporated by reference to Exhibit 10.3 to the NiSource Inc. Form 10-Q filed on November 3, 2015).*
|
|
|
(10.9)
|
NiSource Inc. Nonemployee Director Retirement Plan, as amended and restated effective May 13, 2008 (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 10-K filed on February 27, 2009).*
|
|
|
(10.10)
|
Supplemental Life Insurance Plan effective January 1, 1991, as amended, (incorporated by reference to Exhibit 2 to the NIPSCO Industries, Inc. Form 8-K filed on March 25, 1992).*
|
|
|
(10.11)
|
Form of Change in Control and Termination Agreement (incorporated by reference to Exhibit 99.1 to the NiSource Inc. Form 8-K filed January 6, 2014).*
|
|
|
(10.12)
|
Revised Form of Change in Control and Termination Agreement (incorporated by reference to Exhibit 10.2 to the NiSource Inc. Form 8-K filed on October 23, 2015.)*
|
|
|
(10.13)
|
Form of Restricted Stock Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.18 to the NiSource Inc. Form 10-K filed on February 28, 2011).*
|
|
|
(10.14)
|
Form of Restricted Stock Unit Award Agreement for Non-employee directors under the Non-employee Director Stock Incentive Plan (incorporated by reference to Exhibit 10.19 to the NiSource Inc. Form 10-K filed on February 28, 2011).*
|
|
|
(10.15)
|
Form of Restricted Stock Unit Award Agreement for Nonemployee Directors under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to NiSource Inc. Form 10-Q filed on August 2, 2011).*
|
|
|
(10.16)
|
Form of Performance Share Award Agreement under the 2010 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.3 to the NiSource Inc. Form 10-Q filed on May 3, 2016).*
|
|
|
(10.17)
|
Form of Restricted Stock Unit Award Agreement under the 2010 Omnibus Incentive Plan.* **
|
|
|
(10.18)
|
Form of Restricted Stock Unit Award Agreement for Nonemployee Directors under the 2010 Omnibus Incentive Plan.* **
|
|
|
(10.19)
|
Amended and Restated NiSource Inc. Supplemental Executive Retirement Plan effective May 13, 2011 (incorporated by reference to Exhibit 10.3 to NiSource Inc. Form 10-Q filed on October 28, 2011).*
|
|
|
(10.20)
|
Amended and Restated Pension Restoration Plan for NiSource Inc. and Affiliates effective May 13, 2011 (incorporated by reference to Exhibit 10.4 to NiSource Inc. Form 10-Q filed on October 28, 2011).*
|
|
|
(10.21)
|
Amended Restated Savings Restoration Plan for NiSource Inc. and Affiliates effective October 22, 2012 (incorporated by reference to Exhibit 10.20 to the NiSource Inc. Form 10-K filed on February 19, 2013).*
|
|
|
(10.22)
|
Amended and Restated NiSource Inc. Executive Deferred Compensation Plan effective November 1, 2012 (incorporated by reference to Exhibit 10.21 to the NiSource Inc. Form 10-K filed on February 19, 2013).*
|
|
|
(10.23)
|
NiSource Inc. Executive Severance Policy, as amended and restated, effective January 1, 2015 (incorporated by reference to Exhibit 10.22 to the NiSource Inc. Form 10-K filed on February 19, 2013).*
|
|
|
(10.24)
|
Fourth Amended and Restated Revolving Credit Agreement, dated as of November 28, 2016, among NiSource Finance Corp., as Borrower, NiSource Inc., the Lenders party thereto, Barclays Bank PLC, as Administrative Agent, JPMorgan Chase Bank, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Co-Syndication Agents, Citibank, N.A., Credit Suisse AG, Cayman Islands Branch and Wells Fargo Bank, National Association, as Co-Documentation Agents, and Barclays Bank PLC, JPMorgan Chase Bank, N.A., The Bank of Tokyo-Mitsubishi UFJ, Ltd., Credit Suisse Securities (USA) LLC, Citigroup Global Markets, Inc. and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Bookrunners (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 8-K filed on November 28, 2016).
|
|
|
(10.25)
|
Note Purchase Agreement, dated as of August 23, 2005, by and among NiSource Finance Corp., as issuer, NiSource Inc., as guarantor, and the purchasers named therein (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Current Report on Form 8-K filed on August 26, 2005).
|
|
|
(10.26)
|
Amendment No. 1, dated as of November 10, 2008, to the Note Purchase Agreement by and among NiSource Finance Corp., as issuer, NiSource Inc., as guarantor, and the purchasers whose names appear on the signature page thereto (incorporated by reference to Exhibit 10.30 to the NiSource Inc. Form 10-K filed on February 27, 2009).
|
|
|
(10.27)
|
Term Loan Agreement, dated as of March 31, 2016, by and among NiSource Finance Corp., as Borrower, NiSource Inc., as Guarantor, the Lenders party thereto, and PNC Bank, National Association, as Administrative Agent, JP Morgan Chase Bank, N.A., as Syndication Agent, and Mizuho Bank, Ltd., as Documentation Agent (incorporated by reference to Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on May 3, 2016).
|
|
|
(10.28)
|
Letter Agreement, dated as of March 17, 2015, by and between NiSource Inc. and Donald Brown. (incorporated by reference Exhibit 10.1 to the NiSource Inc. Form 10-Q filed on April 30, 2015).*
|
|
|
(10.29)
|
Letter Agreement, dated as of February 23, 2016, by and between NiSource Inc. and Pablo A. Vegas.* **
|
|
|
(10.30)
|
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).
|
|
|
(10.31)
|
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).
|
|
|
(12)
|
Ratio of Earnings to Fixed Charges.**
|
|
|
(21)
|
List of Subsidiaries.**
|
|
|
(23)
|
Consent of Deloitte & Touche LLP.**
|
|
|
(31.1)
|
Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**
|
|
|
(31.2)
|
Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**
|
|
|
(32.1)
|
Certification of Chief Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).**
|
|
|
(32.2)
|
Certification of Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).**
|
|
|
(101.INS)
|
XBRL Instance Document.**
|
|
|
(101.SCH)
|
XBRL Schema Document.**
|
|
|
(101.CAL)
|
XBRL Calculation Linkbase Document.**
|
|
|
(101.LAB)
|
XBRL Labels Linkbase Document.**
|
|
|
(101.PRE)
|
XBRL Presentation Linkbase Document.**
|
|
|
(101.DEF)
|
XBRL Definition Linkbase Document.**
|
*
|
Management contract or compensatory plan or arrangement of NiSource Inc.
|
**
|
Exhibit filed herewith.
|
(a)
|
Vesting
. Subject to the forfeiture conditions described later in this Agreement, the Restricted Stock Units shall not vest until [DATE] (the “Vesting Date”), at which date they will become 100% vested.
|
(b)
|
Effect of Termination of Service Prior to Vesting
. Except as set forth below, if Grantee’s Service is terminated for any reason prior to the occurrence of the Vesting Date or event provided in this Section, the Grantee shall forfeit the Restricted Stock Units. Notwithstanding the foregoing, if, before the Vesting Date, the Grantee terminates Service due to the Grantee’s Retirement, death, or Disability, the restrictions set forth in part (a) above shall lapse with respect to a
pro rata
portion of such Restricted Stock Units on the date of termination of Service. Such
pro rat
a lapse of restrictions shall be determined using a fraction, where the numerator shall be the number of full or partial calendar months elapsed between the Date of Grant and the date the Grantee terminates Service, and the denominator shall be the number of full or partial calendar months between the Date of Grant and the Vesting Date. For purposes of this Agreement, “Retirement” means the Grantee’s attainment of age 55 and 10 years of Service.
|
(c)
|
Change in Control
. Notwithstanding the foregoing provisions, in the event of a Change in Control, the Restricted Stock Units under this Agreement shall vest in accordance with Article XVI of the Plan. In the event of any conflict between Article XVI of the Plan and this Agreement, Article XVI shall control.
|
[(d)
|
Limitation on Restricted Stock Units
. Notwithstanding the previous provisions of this Section, during any calendar year with respect to which the Grantee is a Covered Officer (for purpose of Internal Revenue Code (“Code”) Section 162(m)), if the Grantee otherwise would vest in a number of Restricted Stock Units under this Section, the Grantee instead may vest only with respect to a sufficient number of Restricted Stock Units whose aggregate Fair Market Value on the date such restrictions would, when added to the Grantee’s “applicable employee
|
(a)
|
Unless and until Shares have been issued to the Grantee, the Grantee shall not have any privileges of a stockholder of the Company with respect to any Restricted Stock Units subject to this Agreement, nor shall the Company have any obligation to issue any dividends or otherwise afford any rights to which Shares are entitled with respect to any such Restricted Stock Units.
|
(b)
|
Nothing in this Agreement or the Award shall confer upon the Grantee any right to continue as an Employee of the Company or any Affiliate or to interfere in any way with the right of the Company or any Affiliate to terminate the Grantee’s Service at any time.
|
(a)
|
Unless and until Shares have been issued to the Grantee, the Grantee shall not have any privileges of a stockholder of the Company with respect to any Restricted Stock Units subject to this Agreement; provided, however, that the Grantee shall be entitled to receive dividend equivalent credits equal to the dividends or other distributions declared on any Shares underlying the RSUs in accordance with Section 2.
|
(b)
|
Nothing in this Agreement or the Award shall confer upon the Grantee any right to continue as a Nonemployee Director of the Company or any Affiliate or to interfere in any way with the right of the Company or any Affiliate to terminate the Grantee’s service at any time.
|
|
December 31, 2016
|
December 31, 2015
|
December 31, 2014
|
December 31, 2013
|
December 31, 2012
|
||||||||||
Earnings as defined in item 503(d) of Regulation S-K:
|
|
|
|
|
|
||||||||||
Add:
|
|
|
|
|
|
||||||||||
Pretax income from continuing operations (a)(b)
|
$
|
510,208,667
|
|
$
|
340,406,027
|
|
$
|
423,910,493
|
|
$
|
330,158,304
|
|
$
|
253,968,177
|
|
Fixed Charges
|
407,450,678
|
|
422,886,197
|
|
421,483,105
|
|
410,081,138
|
|
415,593,947
|
|
|||||
Amortization of capitalized interest (c)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Distributed income of equity investees
|
224,702
|
|
151,119
|
|
110,964
|
|
118,416
|
|
—
|
|
|||||
Share of pre-tax losses of equity investees for which charges arising guarantees are included in fixed charges
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Deduct:
|
|
|
|
|
|
||||||||||
Interest capitalized (c)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Preference security dividend requirements of consolidated subsidiaries(d)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Non-Controlling interest in pre-tax income of subsidiaries that have not incurred fixed charges
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
|
$
|
917,884,047
|
|
$
|
763,443,343
|
|
$
|
845,504,562
|
|
$
|
740,357,858
|
|
$
|
669,562,124
|
|
|
|
|
|
|
|
||||||||||
Fixed charges as defined in item 503(d) of Regulation S-K:
|
|
|
|
|
|
||||||||||
Interest on long-term debt
|
$
|
352,265,520
|
|
$
|
377,469,202
|
|
$
|
368,614,101
|
|
$
|
364,427,942
|
|
$
|
366,907,783
|
|
Other interest
|
30,244,516
|
|
20,897,004
|
|
22,963,342
|
|
20,521,761
|
|
24,790,198
|
|
|||||
Capitalized interest during period (c)
|
|
|
|
|
|
||||||||||
Amortization of premium, reacquisition premium, discount and expense on debt, net
|
7,618,345
|
|
8,701,321
|
|
9,967,085
|
|
9,395,881
|
|
9,699,157
|
|
|||||
Interest portion of rent expense
|
17,322,297
|
|
15,818,670
|
|
19,938,578
|
|
15,735,555
|
|
14,196,608
|
|
|||||
Non-controlling interest
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
|
$
|
407,450,678
|
|
$
|
422,886,197
|
|
$
|
421,483,106
|
|
$
|
410,081,139
|
|
$
|
415,593,746
|
|
|
|
|
|
|
|
||||||||||
Plus preferred stock dividends: Preferred dividend requirements of subsidiary
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Preferred dividend requirements factor
|
0.64
|
|
0.58
|
|
0.61
|
|
0.67
|
|
0.67
|
|
|||||
Preference security dividend requirements of consolidated subsidiaries (d)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Fixed charges
|
407,450,678
|
|
422,886,197
|
|
421,483,106
|
|
410,081,139
|
|
415,593,746
|
|
|||||
|
$
|
407,450,678
|
|
$
|
422,886,197
|
|
$
|
421,483,106
|
|
$
|
410,081,139
|
|
$
|
415,593,746
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges
|
2.25
|
|
1.81
|
|
2.01
|
|
1.81
|
|
1.61
|
|
Segment/Subsidiary
GAS DISTRIBUTION OPERATIONS
|
State of Incorporation
|
Bay State Gas Company d/b/a Columbia Gas of Massachusetts
|
Massachusetts
|
Central Kentucky Transmission Company
|
Delaware
|
Columbia Gas of Kentucky, Inc.
|
Kentucky
|
Columbia Gas of Maryland, Inc.
|
Delaware
|
Columbia Gas of Ohio, Inc.
|
Ohio
|
Columbia Gas of Pennsylvania, Inc.
|
Pennsylvania
|
Columbia Gas of Virginia, Inc.
|
Virginia
|
NiSource Gas Distribution Group, Inc.
|
Delaware
|
|
|
ELECTRIC OPERATIONS
|
|
Northern Indiana Public Service Company*
|
Indiana
|
|
|
CORPORATE AND OTHER OPERATIONS
|
|
Columbia Gas of Ohio Receivables Corporation
|
Delaware
|
Columbia Gas of Pennsylvania Receivables Corporation
|
Delaware
|
NIPSCO Accounts Receivable Corporation
|
Indiana
|
NiSource Capital Markets, Inc.
|
Indiana
|
NiSource Corporate Group, Inc.
|
Delaware
|
NiSource Corporate Services Company
|
Delaware
|
NiSource Development Company, Inc.
|
Indiana
|
NiSource Energy Technologies, Inc.
|
Indiana
|
NiSource Finance Corp.
|
Indiana
|
NiSource Insurance Corporation, Inc.
|
Utah
|
1.
|
I have reviewed this Annual Report of NiSource Inc. on Form 10-K for the year ended
December 31, 2016
;
|
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(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:
|
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(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):
|
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 22, 2017
|
By:
|
|
/s/ Joseph Hamrock
|
|
|
|
|
Joseph Hamrock
|
|
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this Annual Report of NiSource Inc. on Form 10-K for the year ended
December 31, 2016
;
|
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(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:
|
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(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):
|
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 22, 2017
|
By:
|
/s/ Donald E. Brown
|
||
|
|
|
Donald E. Brown
|
||
|
|
|
Executive Vice President and Chief Financial Officer
|
(1)
|
The 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 result of operations of the Company.
|
/s/ Joseph Hamrock
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Joseph Hamrock
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President and Chief Executive Officer
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Date: February 22, 2017
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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: February 22, 2017
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