UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2020
Or
☐ TRANSITION REPORT PURSUANT TO SECTION 12 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 1-11607
DTE Energy Company
Michigan
(State or other jurisdiction of incorporation or organization)
38-3217752
(I.R.S Employer Identification No.)
Commission File Number: 1-2198
DTE Electric Company
Michigan
(State or other jurisdiction of incorporation or organization)
38-0478650
(I.R.S Employer Identification No.)
Registrants address of principal executive offices: One Energy Plaza, Detroit, Michigan 48226-1279
Registrants telephone number, including area code: (313) 235-4000
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Exchange on which Registered
Registrant
DTE Energy Company
(DTE Energy)
DTE Energy
DTE Energy
DTE Energy
DTE Energy
DTE Energy
DTE Electric Company
(DTE Electric)
None
Common stock, without par value
2016 Series B 5.375% Junior Subordinated Debentures due 2076
2016 Series F 6.00% Junior Subordinated Debentures due 2076
2017 Series E 5.25% Junior Subordinated Debentures due 2077
2019 6.25% Corporate Units
2020 Series G 4.375% Junior Subordinated Debentures due 2080
DTE
DTJ
DTY
DTW
DTP
DTB
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
None
Securities registered pursuant to Section 12(g) of the Act:
DTE Energy
None
DTE Electric
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
DTE Energy
Yes ☒ No
☐
DTE Electric
Yes ☒ No
☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
DTE Energy
Yes ☐ No
☒
DTE Electric
Yes ☐ No
☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
DTE Energy
Yes ☒ No
☐
DTE Electric
Yes ☒ No
☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during
the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
DTE Energy
Yes ☒ No
☐
DTE Electric
Yes ☒ No
☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth
company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
DTE Energy
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
☒
☐
☐
☐
☐
DTE Electric
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
☐
☐
☒
☐
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
DTE Energy
Yes ☒ No
☐
DTE Electric
Yes ☐ No
☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
DTE Energy
Yes ☐ No
☒
DTE Electric
Yes ☐ No
☒
On June 30, 2020, the aggregate market value of DTE Energy's voting and non voting common equity held by non-affiliates was approximately $20.5 billion (based on the New
York Stock Exchange closing price on such date).
Number of shares of Common Stock outstanding at January 29, 2021:
Registrant
Description
DTE Energy
DTE Electric
Common Stock, without par value
Common Stock, $10 par value, indirectly-owned by DTE Energy
DOCUMENTS INCORPORATED BY REFERENCE
Shares
193,773,687
138,362,324
Certain information in DTE Energy's definitive Proxy Statement for its 2021 Annual Meeting of Common Shareholders to be held May 20, 2021, which will be filed with the
Securities and Exchange Commission pursuant to Regulation 14A, not later than 120 days after the end of the registrant’s fiscal year covered by this report on Form 10-K, is
incorporated herein by reference to Part III (Items 10, 11, 12, 13, and 14) of this Form 10-K.
This combined Form 10-K is filed separately by two registrants: DTE Energy and DTE Electric. Information contained herein relating to any individual registrant is filed by
such registrant solely on its own behalf. DTE Electric makes no representation as to information relating exclusively to DTE Energy.
DTE Electric, an indirect wholly-owned subsidiary of DTE Energy, meets the conditions set forth in General Instructions I(1)(a) and (b) of Form 10-K and is therefore filing this
form with the reduced disclosure format specified in General Instruction I(2) of Form 10-K.
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Definitions
Filing Format
Forward-Looking Statements
Items 1. & 2.
Item 1A.
Item 1B.
Item 3.
Item 4.
Business and Properties
Risk Factors
Unresolved Staff Comments
Legal Proceedings
Mine Safety Disclosures
TABLE OF CONTENTS
PART I
PART II
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Item 15.
Item 16.
Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities
Selected Financial Data
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures About Market Risk
Financial Statements and Supplementary Data
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Controls and Procedures
Other Information
PART III
Directors, Executive Officers, and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Certain Relationships and Related Transactions, and Director Independence
Principal Accountant Fees and Services
PART IV
Exhibits and Financial Statement Schedules
Form 10-K Summary
Signatures
Page
1
4
5
7
21
27
27
27
28
30
30
55
58
156
156
156
156
156
156
156
157
158
169
171
DEFINITIONS
ACE
AFUDC
AGS
AMT
AMV
ASU
Blue Union
CAD
CARB
CARES Act
CCR
CFTC
COVID-19
DOE
DTE Electric
DTE Energy
DTE Gas
Affordable Clean Energy
Allowance for Funds Used During Construction
Appalachia Gathering System is a midstream natural gas asset located in Pennsylvania and West Virginia and is part of the Gas
Storage and Pipelines segment. DTE Energy purchased 100% of AGS in October 2016
Alternative Minimum Tax
Applicable Market Value
Accounting Standards Update issued by the FASB
Blue Union gathering system is a midstream natural gas asset located in the Haynesville shale formation of Louisiana. DTE
Energy purchased 100% of Blue Union in December 2019 and this asset is part of DTE Energy's Gas Storage and Pipelines
segment
Canadian Dollar (C$)
California Air Resources Board that administers California's Low Carbon Fuel Standard
Coronavirus Aid, Relief, and Economic Security Act
Coal Combustion Residuals
U.S. Commodity Futures Trading Commission
Coronavirus disease of 2019
U.S. Department of Energy
DTE Electric Company (an indirect wholly-owned subsidiary of DTE Energy) and subsidiary companies
DTE Energy Company, directly or indirectly the parent of DTE Electric, DTE Gas, and numerous non-utility subsidiaries
DTE Gas Company (an indirect wholly-owned subsidiary of DTE Energy) and subsidiary companies
DTE Midstream
DTE Energy's natural gas pipeline, storage, and gathering non-utility, which comprises the Gas Storage and Pipelines segment
and certain DTE Energy holding company activity currently included in the Corporate and Other segment
DTE Sustainable Generation
DTE Sustainable Generation Holdings, LLC (an indirect wholly-owned subsidiary of DTE Energy) and subsidiary companies
EGLE
EGU
ELG
EPA
Equity units
EWR
FASB
FERC
FGD
FOV
Michigan Department of Environment, Great Lakes, and Energy, formerly known as Michigan Department of Environmental
Quality
Electric Generating Unit
Effluent Limitations Guidelines
U.S. Environmental Protection Agency
DTE Energy's 2019 equity units issued in November 2019, which were used to finance the Gas Storage and Pipelines
acquisition on December 4, 2019
Energy Waste Reduction program, which includes a mechanism authorized by the MPSC allowing DTE Electric and DTE Gas
to recover through rates certain costs relating to energy waste reduction
Financial Accounting Standards Board
Federal Energy Regulatory Commission
Flue Gas Desulfurization
Finding of Violation
1
DEFINITIONS
Financial Transmission Rights are financial instruments that entitle the holder to receive payments related to costs incurred for
congestion on the transmission grid
A Gas Cost Recovery mechanism authorized by the MPSC that allows DTE Gas to recover through rates its natural gas costs
Greenhouse gases
Internal Revenue Service
Independent System Operator
Louisiana Energy Access Project gathering pipeline is a midstream natural gas asset located in the Haynesville shale formation
of Louisiana. DTE Energy purchased 100% of LEAP in December 2019 and this asset is part of DTE Energy's Gas Storage and
Pipelines segment
London Inter-Bank Offered Rates
DTE Energy Corporate Services, LLC, a subsidiary of DTE Energy
Liquefied Natural Gas
Manufactured Gas Plant
Midcontinent Independent System Operator, Inc.
Michigan Public Service Commission
Mark-to-market
Net Asset Value
Nuclear Electric Insurance Limited
NEXUS Gas Transmission, LLC, a joint venture in which DTE Energy owns a 50% partnership interest
An entity that is not a public utility. Its conditions of service, prices of goods and services, and other operating related matters
are not directly regulated by the MPSC
Notice of Violation
Nitrogen Oxides
National Pollutant Discharge Elimination System
U.S. Nuclear Regulatory Commission
Pacific Gas and Electric Corporation
City of Detroit's Public Lighting Department
FTRs
GCR
GHGs
IRS
ISO
LEAP
LIBOR
LLC
LNG
MGP
MISO
MPSC
MTM
NAV
NEIL
NEXUS
Non-utility
NOV
NO
X
NPDES
NRC
PG&E
PLD
Production tax credits
Tax credits as authorized under Sections 45K and 45 of the Internal Revenue Code that are designed to stimulate investment in
and development of alternate fuel sources. The amount of a production tax credit can vary each year as determined by the IRS
PSCR
RDM
REC
REF
Registrants
Retail access
A Power Supply Cost Recovery mechanism authorized by the MPSC that allows DTE Electric to recover through rates its fuel,
fuel-related, and purchased power costs
A Revenue Decoupling Mechanism authorized by the MPSC that is designed to minimize the impact on revenues of changes in
average customer usage
Renewable Energy Credit
Reduced Emissions Fuel
DTE Energy and DTE Electric
Michigan legislation provided customers the option of access to alternative suppliers for electricity and natural gas
2
DEFINITIONS
RPS
RSN
RTO
SEC
SGG
SIP
SO
2
TCJA
Renewable Portfolio Standard program, which includes a mechanism authorized by the MPSC allowing DTE Electric to recover
through rates its renewable energy costs
Remarketable Senior Notes
Regional Transmission Organization
Securities and Exchange Commission
Stonewall Gas Gathering is a midstream natural gas asset located in West Virginia. DTE Energy purchased 55% of SGG in
October 2016 and an additional 30% in May 2019, bringing its ownership to 85%. SGG is part of DTE Energy's Gas Storage and
Pipelines segment
State Implementation Plan
Sulfur Dioxide
Tax Cuts and Jobs Act of 2017, which reduced the corporate Federal income tax rate from 35% to 21%
TCJA rate reduction
Reduction in DTE Gas revenue related to Calculation C of the TCJA. DTE Gas' Calculation C case was approved by the MPSC
in August 2019 to address all remaining issues relative to the TCJA, which is primarily the remeasurement of deferred taxes and
how the amounts deferred as Regulatory liabilities flow to ratepayers
Topic 606
Topic 842
TRIA
TRM
USD
VEBA
VIE
FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, as amended
FASB issued ASU No, 2016-02, Leases, as amended
Terrorism Risk Insurance Program Reauthorization Act of 2015
A Transitional Reconciliation Mechanism authorized by the MPSC that allows DTE Electric to recover through rates the
deferred net incremental revenue requirement associated with the transition of PLD customers to DTE Electric's distribution
system
United States Dollar ($)
Voluntary Employees Beneficiary Association
Variable Interest Entity
Units of Measurement
Bcf
BTU
kWh
MDth/d
MMBtu
MW
MWh
Billion cubic feet of natural gas
British thermal unit, heat value (energy content) of fuel
Kilowatthour of electricity
Million dekatherms per day
One million BTU
Megawatt of electricity
Megawatt-hour of electricity
3
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4
FILING FORMAT
This combined Form 10-K is separately filed by DTE Energy and DTE Electric. Information in this combined Form 10-K relating to each individual
Registrant is filed by such Registrant on its own behalf. DTE Electric makes no representation regarding information relating to any other companies affiliated with
DTE Energy other than its own subsidiaries. Neither DTE Energy, nor any of DTE Energy’s other subsidiaries (other than DTE Electric), has any obligation in
respect of DTE Electric's debt securities, and holders of such debt securities should not consider the financial resources or results of operations of DTE Energy nor
any of DTE Energy’s other subsidiaries (other than DTE Electric and its own subsidiaries (in relevant circumstances)) in making a decision with respect to DTE
Electric's debt securities. Similarly, none of DTE Electric nor any other subsidiary of DTE Energy has any obligation with respect to debt securities of DTE
Energy. This combined Form 10-K should be read in its entirety. No one section of this combined Form 10-K deals with all aspects of the subject matter of this
combined Form 10-K.
FORWARD-LOOKING STATEMENTS
Certain information presented herein includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 with
respect to the financial condition, results of operations, and businesses of the Registrants. Words such as "anticipate," "believe," "expect," "may," "could,"
"projected," "aspiration," "plans," and "goals" signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions,
but rather are subject to numerous assumptions, risks, and uncertainties that may cause actual future results to be materially different from those contemplated,
projected, estimated, or budgeted. Many factors may impact forward-looking statements of the Registrants including, but not limited to, the following:
•
•
•
•
•
•
•
•
•
•
DTE Energy’s intent to spin-off DTE Midstream and DTE Energy’s preliminary strategic, operational and financial considerations related thereto. The
statements with respect to the separation transaction are preliminary in nature and subject to change as additional information becomes available. The
separation transaction will be subject to the satisfaction of a number of conditions, including the final approval of DTE Energy’s Board of Directors,
and there is no assurance that such separation transaction will in fact occur;
Risks related to the spin-off of DTE Midstream, including that the process of exploring the transaction and potentially completing the transaction could
disrupt or adversely affect the consolidated or separate businesses, results of operations and financial condition, that the transaction may not achieve
some or all of any anticipated benefits with respect to either business, and that the transaction may not be completed in accordance with DTE Energy’s
expected plans or anticipated timelines, or at all;
the duration and impact of the COVID-19 pandemic on the Registrants and customers;
impact of regulation by the EPA, EGLE, the FERC, the MPSC, the NRC, and for DTE Energy, the CFTC and CARB, as well as other applicable
governmental proceedings and regulations, including any associated impact on rate structures;
the amount and timing of cost recovery allowed as a result of regulatory proceedings, related appeals, or new legislation, including legislative
amendments and retail access programs;
economic conditions and population changes in the Registrants' geographic area resulting in changes in demand, customer conservation, and thefts of
electricity and, for DTE Energy, natural gas;
the operational failure of electric or gas distribution systems or infrastructure;
impact of volatility of prices in the oil and gas markets on DTE Energy's gas storage and pipelines operations and volatility in the short-term natural gas
storage markets impacting third-party storage revenues related to DTE Energy;
impact of volatility in prices in the international steel markets on DTE Energy's power and industrial projects operations;
the risk of a major safety incident;
5
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
environmental issues, laws, regulations, and the increasing costs of remediation and compliance, including actual and potential new federal and state
requirements;
the cost of protecting assets against, or damage due to, cyber incidents and terrorism;
health, safety, financial, environmental, and regulatory risks associated with ownership and operation of nuclear facilities;
volatility in commodity markets, deviations in weather, and related risks impacting the results of DTE Energy's energy trading operations;
changes in the cost and availability of coal and other raw materials, purchased power, and natural gas;
advances in technology that produce power, store power, or reduce power consumption;
changes in the financial condition of significant customers and strategic partners;
the potential for losses on investments, including nuclear decommissioning and benefit plan assets and the related increases in future expense and
contributions;
access to capital markets and the results of other financing efforts which can be affected by credit agency ratings;
instability in capital markets which could impact availability of short and long-term financing;
the timing and extent of changes in interest rates;
the level of borrowings;
the potential for increased costs or delays in completion of significant capital projects;
changes in, and application of, federal, state, and local tax laws and their interpretations, including the Internal Revenue Code, regulations, rulings,
court proceedings, and audits;
the effects of weather and other natural phenomena on operations and sales to customers, and purchases from suppliers;
unplanned outages;
employee relations and the impact of collective bargaining agreements;
the availability, cost, coverage, and terms of insurance and stability of insurance providers;
cost reduction efforts and the maximization of plant and distribution system performance;
the effects of competition;
changes in and application of accounting standards and financial reporting regulations;
changes in federal or state laws and their interpretation with respect to regulation, energy policy, and other business issues;
contract disputes, binding arbitration, litigation, and related appeals; and
the risks discussed in the Registrants' public filings with the Securities and Exchange Commission.
New factors emerge from time to time. The Registrants cannot predict what factors may arise or how such factors may cause results to differ materially from
those contained in any forward-looking statement. Any forward-looking statements speak only as of the date on which such statements are made. The Registrants
undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the
occurrence of unanticipated events.
6
Items 1. and 2. Business and Properties
General
Part I
In 1995, DTE Energy incorporated in the State of Michigan. DTE Energy's utility operations consist primarily of DTE Electric and DTE Gas. DTE Energy
also has three other segments that are engaged in a variety of energy-related businesses.
DTE Electric is a Michigan corporation organized in 1903 and is an indirect wholly-owned subsidiary of DTE Energy. DTE Electric is a public utility
engaged in the generation, purchase, distribution, and sale of electricity to approximately 2.2 million customers in southeastern Michigan.
DTE Gas is a Michigan corporation organized in 1898 and is an indirect wholly-owned subsidiary of DTE Energy. DTE Gas is a public utility engaged in the
purchase, storage, transportation, distribution, and sale of natural gas to approximately 1.3 million customers throughout Michigan and the sale of storage and
transportation capacity.
DTE Energy's other businesses are involved in 1) natural gas pipelines, gathering, transportation, and storage; 2) power and industrial projects; and 3) energy
marketing and trading operations.
DTE Electric and DTE Gas are regulated by the MPSC. Certain activities of DTE Electric and DTE Gas, as well as various other aspects of businesses under
DTE Energy are regulated by the FERC. In addition, the Registrants are regulated by other federal and state regulatory agencies including the NRC, the EPA,
EGLE, and for DTE Energy, the CFTC and CARB.
The Registrants' annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and all amendments to such
reports are available free of charge through the Investor Relations SEC Filings page of DTE Energy's website: www.dteenergy.com, as soon as reasonably
practicable after they are filed with or furnished to the SEC.
The DTE Energy Code of Ethics and Standards of Behavior, Board of Directors’ Mission and Guidelines, Board Committee Charters, and Categorical
Standards for Director Independence are also posted on the DTE Energy website. The information on DTE Energy’s website is not part of this report or any other
report that DTE Energy files with, or furnishes to, the SEC.
Additionally, the public may read and copy any materials the Registrants file electronically with the SEC at www.sec.gov.
Corporate Structure
DTE Energy sets strategic goals, allocates resources, and evaluates performance based on the following structure. For financial information by segment for
the last three years, see Note 23 to the Consolidated Financial Statements in Item 8 of this Report, "Segment and Related Information."
Electric
•
•
Gas
The Electric segment consists principally of DTE Electric, which is engaged in the generation, purchase, distribution, and sale of electricity to
approximately 2.2 million residential, commercial, and industrial customers in southeastern Michigan.
The Gas segment consists principally of DTE Gas, which is engaged in the purchase, storage, transportation, distribution, and sale of natural gas to
approximately 1.3 million residential, commercial, and industrial customers throughout Michigan and the sale of storage and transportation capacity.
Non-utility Operations
•
•
•
Gas Storage and Pipelines consists of natural gas pipeline, gathering, transportation, and storage businesses.
Power and Industrial Projects is comprised primarily of projects that deliver energy and utility-type products and services to industrial, commercial, and
institutional customers, produce reduced emissions fuel, and sell electricity and pipeline-quality gas from renewable energy projects.
Energy Trading consists of energy marketing and trading operations.
7
Corporate and Other
•
Corporate and Other includes various holding company activities, holds certain non-utility debt, and holds certain investments, including funds
supporting regional development and economic growth.
Refer to Management’s Discussion and Analysis in Item 7 of this Report for an in-depth analysis of each segment’s financial results. A description of each
business unit follows.
ELECTRIC
Description
DTE Energy's Electric segment consists principally of DTE Electric, an electric utility engaged in the generation, purchase, distribution, and sale of
electricity to approximately 2.2 million customers in southeastern Michigan. DTE Electric is regulated by numerous federal and state governmental agencies,
including, but not limited to, the MPSC, the FERC, the NRC, the EPA, and EGLE. Electricity is generated from fossil-fuel plants, a hydroelectric pumped storage
plant, a nuclear plant, wind and other renewable assets and is supplemented with purchased power. The electricity is sold, or distributed through the retail access
program, to three major classes of customers: residential, commercial, and industrial, throughout southeastern Michigan.
Weather, economic factors, competition, energy waste reduction initiatives, and electricity prices affect sales levels to customers. DTE Electric's peak load
and highest total system sales generally occur during the third quarter of the year, driven by air conditioning and other cooling-related demands. DTE Electric's
operations are not dependent upon a limited number of customers, and the loss of any one or a few customers would not have a material adverse effect on the
results of DTE Electric.
The Electric segment also consists of non-utility operations relating to renewable energy projects at DTE Sustainable Generation. These projects have been
acquired in support of DTE Energy's renewable energy goals.
For a summary of Electric segment operating revenues by service, see Note 5 to the Consolidated Financial Statements in Item 8 of the Report, "Revenue."
Fuel Supply and Purchased Power
DTE Electric's power is generated from a variety of fuels and is supplemented with purchased power. DTE Electric expects to have an adequate supply of
fuel and purchased power to meet its obligation to serve customers. DTE Electric's generating capability is heavily dependent upon the availability of coal. Coal is
purchased from various sources in different geographic areas under agreements that vary in both pricing and terms. DTE Electric expects to obtain the majority of
its coal requirements through long-term contracts, with the balance to be obtained through short-term agreements and spot purchases. DTE Electric has long-term
and short-term contracts for the purchase of approximately 14 million tons of low-sulfur western coal and approximately 4 million tons of Appalachian coal to be
delivered from 2021 to 2023. All of these contracts have pricing schedules. DTE Electric has purchase commitments for approximately 77% of the expected coal
requirements for 2021. DTE Electric leases a fleet of rail cars and has the expected western and eastern coal rail requirements under multi-year contracts. The
Company's 2021 rail transportation is covered under long-term agreements. The Company expects to cover all of its 2021 vessel transportation requirements for
delivery of purchased coal to electric generating facilities through existing and new agreements. Given the geographic diversity of supply, DTE Electric believes it
can meet its expected generation requirements.
8
DTE Electric participates in the energy market through MISO. DTE Electric offers its generation in the market on a day-ahead and real-time basis and bids
for power in the market to serve its load. DTE Electric is a net purchaser of power that supplements its generation capability to meet customer demand during peak
cycles or during major plant outages.
Properties
DTE Electric owns generating facilities that are located in the State of Michigan. Substantially all of DTE Electric's property is subject to the lien of a
mortgage.
Generating facilities owned and in service as of December 31, 2020 for the electric segment are shown in the following table:
Facility
Location by
Michigan
County
Year in Service
Net Generation
Capacity
(MW)
(a)
Fossil-fueled Steam-Electric
(b)
(c)
Belle River
Greenwood
Monroe
River Rouge
St. Clair
Trenton Channel
Dearborn
Natural gas and Oil-fueled Peaking Units
Nuclear-fueled Steam-Electric Fermi 2
Hydroelectric Pumped Storage Ludington
Renewables
(e)
(d)
Wind Utility
Wind Non-Utility
Solar
St. Clair
St. Clair
Monroe
Wayne
St. Clair
Wayne
Wayne
Various
Monroe
Mason
Various
Various
Various
1984 and 1985
1979
1971, 1973, and 1974
1958
1953, 1954, 1961, and 1969
1968
2019
1966-1971, 1981, 1999, 2002, and 2003
1988
1973
2011-2020
2019-2020
2010-2019
1,034
785
3,066
58
1,065
495
35
6,538
1,998
1,141
1,088
781
108
65
954
11,719
_______________________________________
(a) Represents summer net rating for all units with the exception of renewable facilities. The summer net rating is based on operating experience, the physical condition of units, environmental
control limitations, and customer requirements for steam, which would otherwise be used for electric generation. Wind and solar facilities reflect name plate capacity measured in
alternating current.
(b) Represents DTE Electric's 81% interest in Belle River with a total capability of 1,270 MW. See Note 8 to the Consolidated Financial Statements in Item 8 of this Report, "Jointly-Owned
Utility Plant."
(c) The Monroe generating plant provided 49% of DTE Electric’s total 2020 power plant generation.
(d) Represents DTE Electric’s 49% interest in Ludington with a total capability of 2,220 MW. See Note 8 to the Consolidated Financial Statements in Item 8 of this Report, "Jointly-Owned
(e)
Utility Plant."
In addition to the owned renewable facilities described above, DTE Electric has long-term contracts for 481 MW of renewable power generated from wind, solar, and biomass facilities. Of
the 481 MW, currently 52 MW relate to power purchase agreements with DTE Sustainable Generation.
See "Capital Investments" in Management's Discussion and Analysis in Item 7 of this Report for information regarding plant retirements and future capital
expenditures.
9
DTE Electric owns and operates 698 distribution substations with a capacity of approximately 37,350,000 kilovolt-amperes (kVA) and approximately
445,800 line transformers with a capacity of approximately 32,438,000 kVA.
Circuit miles of electric distribution lines owned and in service as of December 31, 2020 are shown in the following table:
Operating Voltage-Kilovolts (kV)
4.8 kV to 13.2 kV
24 kV
40 kV
120 kV
Circuit Miles
Overhead
Underground
28,549
181
2,303
61
31,094
15,540
682
382
8
16,612
There are numerous interconnections that allow the interchange of electricity between DTE Electric and electricity providers external to the DTE Electric
service area. These interconnections are generally owned and operated by ITC Transmission, an unrelated company, and connect to neighboring energy companies.
Regulation
DTE Electric is subject to the regulatory jurisdiction of various agencies, including, but not limited to, the MPSC, the FERC, and the NRC. The MPSC
issues orders pertaining to rates, recovery of certain costs, including the costs of generating facilities and regulatory assets, conditions of service, accounting, and
operating-related matters. DTE Electric's MPSC-approved rates charged to customers have historically been designed to allow for the recovery of costs, plus an
authorized rate of return on investments. The FERC regulates DTE Electric with respect to financing authorization, wholesale electric market activities, certain
affiliate transactions, the acquisition and disposition of certain generation and other facilities, and, in conjunction with the NERC, compliance with mandatory
reliability standards. The NRC has regulatory jurisdiction over all phases of the operation, construction, licensing, and decommissioning of DTE Electric's nuclear
plant operations. DTE Electric is subject to the requirements of other regulatory agencies with respect to safety, the environment, and health.
See Notes 9, 10, 13, 19, and 20 to the Consolidated Financial Statements in Item 8 of this Report, "Asset Retirement Obligations," "Regulatory Matters,"
"Fair Value," "Commitments and Contingencies," and " Nuclear Operations."
Energy Assistance Programs
Energy assistance programs, funded by the federal government and the State of Michigan, remain critical to DTE Electric’s ability to control its uncollectible
accounts receivable and collections expenses. DTE Electric’s uncollectible accounts receivable expense is directly affected by the level of government-funded
assistance that qualifying customers receive. DTE Electric works continuously with the State of Michigan and others to determine whether the share of funding
allocated to customers is representative of the number of low-income individuals in the service territory. DTE Electric also partners with federal, state, and local
officials to attempt to increase the share of low-income funding allocated to customers.
Strategy and Competition
DTE Electric's electrical generation operations seek to provide the energy needs of customers in a cost effective manner and support DTE Energy's goal to
reduce carbon emissions. With potential capacity constraints in the MISO region, there will be increased dependency on DTE Electric's generation to provide
reliable service and price stability for customers. To meet the generation needs and carbon reduction goals, continuing investments will be made in renewable
resources, a natural gas fueled combined cycle generation facility, and DTE Electric's primary coal generation fleet and nuclear generating plant.
DTE Electric's distribution operations focus is on distributing energy in a safe, cost effective, and reliable manner to customers. DTE Electric seeks to
increase operational efficiencies to increase customer satisfaction at an affordable rate.
10
The electric retail access program in Michigan gives electric customers the option of retail access to alternative electric suppliers, subject to limits. Energy
legislation enacted by the State of Michigan in 2008 and 2016 has placed a 10% cap on total retail access. This cap mitigates some of the unfavorable effects of
electric retail access on DTE Electric's financial performance and full service customer rates. Customers with retail access to alternative electric suppliers consist
primarily of industrial and commercial customers and represented approximately 8.5%, 10%, and 10% of retail sales in 2020, 2019, and 2018, respectively. The
decrease in retail access sales in 2020 was primarily due to a large customer shutting down operations. DTE Electric expects incremental customers to move into
the retail access program and for sales to return to approximately 10% in 2021.
Competition in the regulated electric distribution business is primarily from the on-site generation of industrial customers and from distributed generation
applications by industrial and commercial customers. DTE Electric does not expect significant competition for distribution to any group of customers in the near
term.
Revenues from year to year will vary due to weather conditions, economic factors, regulatory events, and other risk factors as discussed in the "Risk Factors"
in Item 1A. of this Report.
GAS
Description
DTE Energy's Gas segment consists principally of DTE Gas, a natural gas utility engaged in the purchase, storage, transportation, distribution, and sale of
natural gas to approximately 1.3 million residential, commercial, and industrial customers throughout Michigan, and the sale of storage and transportation capacity.
DTE Gas' natural gas sales, end-user transportation, and intermediate transportation volumes, revenues, and Net Income, are impacted by weather. Given the
seasonal nature of the business, revenues and Net Income are concentrated in the first and fourth quarters of the calendar year. By the end of the first quarter, the
heating season is largely over, and DTE Gas typically realizes substantially reduced revenues and earnings in the second quarter, and losses in the third quarter.
The impacts of changes in annual average customer usage are minimized by the RDM.
DTE Gas operations are not dependent upon a limited number of customers, and the loss of any one or a few customers would not have a material adverse
effect on the results of DTE Gas.
For a summary of Gas segment operating revenues by service, see Note 5 to the Consolidated Financial Statements in Item 8 of the Report, "Revenue."
Natural Gas Supply
DTE Gas' gas distribution system has a planned maximum daily send-out capacity of 2.6 Bcf, with approximately 66% of the volume coming from
underground storage for 2020. Peak-use requirements are met through utilization of storage facilities, pipeline transportation capacity, and purchased gas supplies.
Because of the geographic diversity of supply and its pipeline transportation and storage capacity, DTE Gas is able to reliably meet supply requirements. DTE Gas
believes natural gas supply and pipeline capacity will be sufficiently available to meet market demands in the foreseeable future.
DTE Gas purchases natural gas supplies in the open market by contracting with producers and marketers and maintains a diversified portfolio of natural gas
supply contracts. Supplier, producing region, quantity, and available transportation diversify DTE Gas' natural gas supply base. Natural gas supply is obtained from
various sources in different geographic areas (Appalachian, Gulf Coast, Mid-Continent, Canada, and Michigan) under agreements that vary in both pricing and
terms. Gas supply pricing is generally tied to the New York Mercantile Exchange and published price indices to approximate current market prices combined with
MPSC-approved fixed price supplies with varying terms and volumes through 2023.
11
DTE Gas is directly connected to interstate pipelines, providing access to most of the major natural gas supply producing regions in the Appalachian, Gulf
Coast, Mid-Continent, and Canadian regions. The primary long-term transportation supply contracts at December 31, 2020 are listed below.
Viking Gas Transmission Company
Vector Pipeline L.P. (an affiliate)
Great Lakes Gas Transmission L.P.
ANR Pipeline Company
Panhandle Eastern Pipeline Company
NEXUS Pipeline (an affiliate)
Properties
Availability
(MDth/d)
Contract
Expiration
21
20
30
129
125
75
2022
2022
2023
2028
2029
2033
DTE Gas owns distribution, storage, and transportation properties that are located in the State of Michigan. The distribution system includes approximately
20,000 miles of distribution mains, approximately 1,308,000 service pipelines, and approximately 1,305,000 active meters. DTE Gas also owns approximately
2,000 miles of transmission pipelines that deliver natural gas to the distribution districts and interconnect DTE Gas storage fields with the sources of supply and the
market areas.
DTE Gas owns storage properties relating to four underground natural gas storage fields with an aggregate working gas storage capacity of approximately
139 Bcf. These facilities are important in providing reliable and cost-effective service to DTE Gas customers. In addition, DTE Gas sells storage services to third
parties.
Most of DTE Gas' distribution and transportation property is located on property owned by others and used by DTE Gas through easements, permits, or
licenses. Substantially all of DTE Gas' property is subject to the lien of a mortgage.
DTE Gas leases a portion of its pipeline system to the Vector Pipeline Partnership (an affiliate) through a finance lease arrangement. See Note 18 to the
Consolidated Financial Statements in Item 8 of the Report, "Leases."
Regulation
DTE Gas is subject to the regulatory jurisdiction of the MPSC, which issues orders pertaining to rates, recovery of certain costs, including the costs of
regulatory assets, conditions of service, accounting, and operating-related matters. DTE Gas' MPSC-approved rates charged to customers have historically been
designed to allow for the recovery of costs, plus an authorized rate of return on investments. DTE Gas operates natural gas storage and transportation facilities in
Michigan as intrastate facilities regulated by the MPSC and provides intrastate storage and transportation services pursuant to a MPSC-approved tariff.
DTE Gas also provides interstate storage and transportation services in accordance with an Operating Statement on file with the FERC. The FERC's
jurisdiction is limited and extends to the rates, non-discriminatory requirements, and the terms and conditions applicable to storage and transportation provided by
DTE Gas in interstate markets. FERC granted DTE Gas authority to provide storage and related services in interstate commerce at market-based rates. DTE Gas
provides transportation services in interstate commerce at cost-based rates approved by the MPSC and filed with the FERC.
DTE Gas is subject to the requirements of other regulatory agencies with respect to safety, the environment, and health.
See Notes 10 and 19 to the Consolidated Financial Statements in Item 8 of this Report, "Regulatory Matters" and "Commitments and Contingencies."
Energy Assistance Program
Energy assistance programs, funded by the federal government and the State of Michigan, remain critical to DTE Gas' ability to control its uncollectible
accounts receivable and collections expenses. DTE Gas' uncollectible accounts receivable expense is directly affected by the level of government-funded assistance
its qualifying customers receive. DTE Gas works continuously with the State of Michigan and others to determine whether the share of funding allocated to
customers is representative of the number of low-income individuals in the service territory. DTE Gas also partners with federal, state, and local officials to attempt
to increase the share of low-income funding allocated to DTE Gas customers.
12
Strategy and Competition
DTE Gas' strategy is to ensure the safe, reliable, and cost effective delivery of natural gas service within its franchised markets in Michigan. In addition,
DTE Gas is promoting the extension of its distribution system to underserved markets and the increased use of natural gas furnaces, water heaters, and appliances
within its current customer base. DTE Gas continues to focus on the reduction of operating costs and the delivery of energy waste reduction products and services
to its customers, making natural gas service the preferred fuel and even more affordable for its customers.
Competition in the gas business primarily involves other natural gas transportation providers, as well as providers of alternative fuels and energy sources.
The primary focus of competition for end-user transportation is cost and reliability. Some large commercial and industrial customers have the ability to switch to
alternative fuel sources such as coal, electricity, oil, and steam. If these customers were to choose an alternative fuel source, they would not have a need for DTE
Gas' end-user transportation service. DTE Gas competes against alternative fuel sources by providing competitive pricing and reliable service, supported by its
storage capacity.
Having an extensive transportation pipeline system has enabled marketing of DTE Gas' storage and transportation services to gas producers, marketers,
distribution companies, end-user customers, and other pipeline companies. The business operates in a central geographic location with connections to major
Midwestern interstate pipelines that extend throughout the Midwest, eastern United States, and eastern Canada.
DTE Gas' storage capacity is used to store natural gas for delivery to its customers and is also sold to third parties under a variety of arrangements. Prices for
storage arrangements for shorter periods are generally higher, but more volatile, than for longer periods. Prices are influenced primarily by market conditions,
weather, and natural gas pricing.
GAS STORAGE AND PIPELINES
Description
Gas Storage and Pipelines owns, operates, and develops an integrated portfolio of natural gas interstate pipelines, intrastate pipelines, storage systems,
gathering lateral pipelines, gathering systems, treatment plants, and compression and surface facilities. Gas Storage and Pipelines owns and operates both wholly
owned pipeline and gathering assets, as well as interests in joint venture pipeline assets including the Millennium Pipeline, Vector Pipeline, and NEXUS Pipeline,
many of which have connectivity to the wholly owned assets. Gas Storage and Pipelines provides multiple, integrated natural gas services to customers with core
assets that strategically connect key demand centers in the Gulf Coast, Midwest, Ontario, and Northeast markets to the premium production areas of the
Marcellus/Utica and Haynesville dry natural gas formations in the Appalachian and Gulf Coast Basins. These assets are primarily supported by long-term, fixed-
price revenue contracts.
13
Properties
Gas Storage and Pipelines holds the following properties:
Property Classification
% Owned
Description
Location
Pipelines and Other
Birdsboro Pipeline
Bluestone Pipeline
LEAP
Generation Pipeline
Millennium Pipeline
NEXUS Pipeline
Stonewall Gas Gathering
Vector Pipeline
Washington 10 Storage
Gathering
Appalachia Gathering System
Blue Union
Michigan Gathering
Susquehanna Gathering
Tioga Gas Gathering
100%
100%
100%
50%
26%
50%
85%
40%
100%
100%
100%
100%
100%
100%
14-mile pipeline delivering gas supply to the Birdsboro Power Plant
65-mile pipeline delivering Marcellus Shale gas to Millennium Pipeline and
Tennessee Pipeline
155-mile pipeline stretching from the Haynesville Shale area to the Gulf Coast
providing access to petrochemical and refining facilities, power plants, and
LNG export facilities
25-mile pipeline regulated as gas utility by the Public Utilities Commission of
Ohio
263-mile pipeline serving markets in the Northeast
256-mile pipeline to transport Utica and Marcellus Shale gas to Ohio,
Michigan, and Ontario market centers
68-mile pipeline connecting Appalachia Gathering System to Columbia
Pipeline
348-mile pipeline connecting Chicago, Michigan, and Ontario market centers
94 Bcf of storage capacity
PA
PA and NY
LA
OH
NY
OH and MI
WV
IL, IN, MI, and Ontario
MI
135-mile pipeline delivering Marcellus Shale gas to Texas Eastern Pipeline
and Stonewall Gas Gathering system
343-mile gathering system delivering Haynesville Shale gas production to
markets in Gulf Coast Region
336-mile pipeline system in northern Michigan
197-mile pipeline delivering Southwestern Energy's Marcellus Shale gas
production to Bluestone Pipeline
3-mile pipeline delivering production gas to Dominion Transmission
interconnect
PA and WV
LA and TX
MI
PA
PA
The assets of these businesses are well integrated with other DTE Energy operations. Pursuant to an operating agreement, DTE Gas provides physical
operations, maintenance, and technical support for the Washington 10 storage facility and for the Michigan gathering systems.
Regulation
Gas Storage and Pipelines operates natural gas storage facilities in Michigan as intrastate facilities regulated by the MPSC and provides intrastate storage
and related services pursuant to an MPSC-approved tariff. Gas Storage and Pipelines also provides interstate services in accordance with an Operating Statement
on file with the FERC. Vector, Millennium, Birdsboro, and NEXUS Pipelines provide interstate transportation services in accordance with their FERC-approved
tariffs. In addition, NEXUS and Vector are subject to applicable laws, rules, and regulations in Canada. Gas Storage and Pipelines' gathering and pipeline assets are
subject to the rules and regulations of various state utility commissions.
Strategy and Competition
Gas Storage and Pipelines expects to continue its steady growth plan by expanding existing assets and developing new assets that are typically supported
with long-term customer commitments, particularly in the following regions:
14
Midwest to Northeast Region
Gas Storage and Pipelines is focused on opportunities to supply natural gas to meet growing demand and displace less attractive supply from certain regions
in North America. Much of the growth in midstream services demand for natural gas is expected to occur in the eastern Canada and the northeast U.S. regions. Gas
Storage and Pipelines believes that the Vector, Millennium, and NEXUS Pipelines are well-positioned to provide access routes and low-cost expansion options to
these markets due to growth in production from the Marcellus/Utica Shales in Pennsylvania and West Virginia. Gas Storage and Pipelines has agreements with key
producers that support its Bluestone Pipeline, Susquehanna gathering, Tioga gathering, AGS, and SGG businesses. Gas Storage and Pipelines is evaluating new
pipeline and storage investment opportunities that could include additional pipeline and gathering expansions, laterals, compression, and other Marcellus/Utica
shale midstream development or partnering opportunities.
Gulf Coast Region
In December 2019, Gas Storage and Pipelines completed the acquisition of the Blue Union gathering system and LEAP gathering pipeline in the Haynesville
shale formation of Louisiana which provide access to growing Gulf Coast markets. The assets serve multiple markets, including Louisiana, the nation's third largest
natural gas consumer, and the Gulf Coast where demand for natural gas is rapidly increasing in the power, industrial and LNG export sectors. Furthermore, they
are strategically located to meet this increasing demand given their proximity and access to multiple major downstream pipelines with bi-directional capability.
Through this acquisition, Gas Storage and Pipeline invested in strategically situated assets that are supported by long-term contracts. Strong credit provisions are
also incorporated into the contract with the system's largest customer.
Gas Storage and Pipelines has competition from other pipelines and storage providers. Operations are dependent upon key customers in the Haynesville
shale formation in the Gulf Coast and in the Marcellus/Utica shale formation in the Northeast for a significant portion of revenues. The loss of, or reduction in
volumes from, any of these key customers could result in a decline in demand for services and have a material adverse effect on the results of Gas Storage and
Pipelines.
DTE Midstream Spin-off
On October 27, 2020, DTE Energy announced that its Board of Directors has authorized management to pursue a plan to spin-off the DTE Midstream
business. The spin-off would establish DTE Midstream as an independent, natural gas midstream company with increased flexibility and opportunities. The
separation is expected to be completed by mid-year 2021, subject to final approval by DTE Energy's Board of Directors and satisfaction of other conditions. For
additional information, refer to Note 4 to the Consolidated Financial Statements in Item 8 of this Report, “Acquisitions and Dispositions.”
POWER AND INDUSTRIAL PROJECTS
Description
Power and Industrial Projects is comprised primarily of projects that deliver energy and utility-type products and services to industrial, commercial, and
institutional customers, produce reduced emissions fuel, and sell electricity and gas from renewable energy projects. This business segment provides services using
project assets usually located on or near the customers' premises in the steel, automotive, pulp and paper, airport, chemical, and other industries as follows:
Industrial Energy Services
•
•
Steel and Petroleum Coke — Power and Industrial Projects produces metallurgical coke from a coke battery with a capacity of 1.0 million tons per year and
has an investment in a second coke battery with a capacity of 1.2 million tons per year. Power and Industrial Projects also provides pulverized coal and
petroleum coke to the steel, pulp and paper, and other industries.
On-Site Energy — Power and Industrial Projects provides power generation, steam production, chilled water production, wastewater treatment, and
compressed air supply to industrial customers. Power and Industrial Projects also provides utility-type services using project assets usually located on or near
the customers' premises in the automotive, airport, chemical, and other industries.
15
Renewable Energy
• Wholesale Power and Renewables — Power and Industrial Projects holds ownership interests in, and operates, five renewable generating plants with a
capacity of 139 MWs. The electric output is sold under long-term power purchase agreements.
•
Renewable Gas Recovery — Power and Industrial Projects has ownership interests in, and operates, twenty-two gas recovery sites in nine different states. The
sites recover methane from landfills and agricultural businesses and convert the gas to generate electricity, replace fossil fuels in industrial and manufacturing
operations, or refine to pipeline-quality gas, which can then be used as vehicle fuel.
Reduced Emissions Fuel
•
Reduced Emissions Fuel — Power and Industrial Projects has constructed and placed in service REF facilities at ten sites, including facilities located at seven
third-party owned coal-fired power plants. DTE Energy has sold membership interests in seven of the facilities and entered into lease arrangements in two of
the facilities. The facilities blend a proprietary additive with coal used in coal-fired power plants, resulting in reduced emissions of nitrogen oxide and
mercury. Qualifying facilities are eligible to generate tax credits for ten years upon achieving certain criteria. The value of a tax credit is adjusted annually by
an inflation factor published by the IRS. The value of the tax credit is reduced if the reference price of coal exceeds certain thresholds. The economic benefit
of the REF facilities is dependent upon the generation of production tax credits.
Properties and Other
The following are significant properties operated by Power and Industrial Projects:
Business Areas
Location
Service Type
Industrial Energy Services
Steel and Petroleum Coke
Pulverized Coal Operations
Coke Production
Other Investment in Coke Production and Petroleum Coke
MI
MI
IN and MS
Pulverized Coal
Metallurgical Coke Supply
Metallurgical Coke Supply and Pulverized Petroleum Coke
On-Site Energy
Automotive
Airports
Chemical Manufacturing
Consumer Manufacturing
Business Park
Hospital and University
Casino and Gaming
Renewable Energy
Renewables
Renewable Gas Recovery
Reduced Emissions Fuel
Production Tax Credits Generated (Allocated to DTE Energy)
REF
Renewables
Renewable Gas Recovery
IN, MI, NY, and OH
MI and PA
KY and OH
OH
PA
CA and IL
NJ
CA and MN
AZ, CA, MI, NC, NY, OH, TX, UT,
and WI
MI, OH, IL, TX, and WI
Electric Distribution, Chilled Water, Wastewater, Steam, Cooling Tower
Water, Reverse Osmosis Water, Compressed Air, Mist, and Dust
Collectors
Electricity and Hot and Chilled Water
Electricity, Steam, Natural Gas, Compressed Air, and Wastewater
Electricity, Steam, Wastewater, and Sewer
Electricity
Electricity, Steam, and Chilled Water
Electricity, Steam, and Chilled Water
Electric Generation
Electric Generation and Renewable Natural Gas
REF Supply
2020
2019
(In millions)
2018
$
$
55
9
2
66
$
$
72
8
3
83
$
$
178
7
3
188
16
Regulation
Certain electric generating facilities within Power and Industrial Projects have market-based rate authority from the FERC to sell power. The facilities are
subject to FERC reporting requirements and market behavior rules. Certain projects of Power and Industrial Projects are also subject to the applicable laws, rules,
and regulations related to the EPA, U.S. Department of Homeland Security, DOE, CARB, and various state utility commissions.
Strategy and Competition
Power and Industrial Projects will continue leveraging its energy-related operating experience and project management capability to develop and grow its
steel, on-site energy, and renewable energy businesses, and optimize the REF businesses until the phase-out at the end of 2021. Power and Industrial Projects will
also continue to pursue opportunities to provide asset management and operations services to third parties. There are limited competitors for Power and Industrial
Projects' existing disparate businesses who provide similar products and services. Power and Industrial Projects' operations are dependent upon a limited number of
customers, and the loss of any one or a few customers could have a material adverse effect on the results of Power and Industrial Projects.
Power and Industrial Projects anticipates building around its core strengths in the markets where it operates. In determining the markets in which to compete,
Power and Industrial Projects examines closely the regulatory and competitive environment, new and pending legislation, the number of competitors, and its ability
to achieve sustainable margins. Power and Industrial Projects plans to maximize the effectiveness of its related businesses as it expands.
Power and Industrial Projects intends to focus on the following areas for growth:
•
•
Providing energy and utility-type services to commercial and industrial customers
Acquiring and developing renewable energy projects and other energy projects.
ENERGY TRADING
Description
Energy Trading focuses on physical and financial power, natural gas and environmental marketing and trading, structured transactions, enhancement of
returns from its asset portfolio, and optimization of contracted natural gas pipeline transportation and storage positions. Energy Trading also provides natural gas,
power, environmental and related services which may include the management of associated storage and transportation contracts on the customers’ behalf and the
supply or purchase of environmental attributes to various customers. Energy Trading's customer base is predominantly utilities, local distribution companies,
pipelines, producers and generators, and other marketing and trading companies. Energy Trading also provides commodity risk management services to the other
businesses within DTE Energy.
Energy Trading enters into derivative financial instruments as part of its marketing and hedging activities. These financial instruments are generally
accounted for under the MTM method, which results in the recognition in earnings of unrealized gains and losses from changes in the fair value of the derivatives.
Energy Trading utilizes forwards, futures, swaps, and option contracts to mitigate risk associated with marketing and trading activity, as well as for proprietary
trading within defined risk guidelines.
Significant portions of the Energy Trading portfolio are economically hedged. Most financial instruments, physical power and natural gas contracts, and
certain environmental contracts are deemed derivatives; whereas, natural gas and environmental inventory, contracts for pipeline transportation, storage assets, and
some environmental contracts are not derivatives. As a result, this segment will experience earnings volatility as derivatives are marked-to-market without
revaluing the underlying non-derivative contracts and assets. The business’ strategy is to economically manage the price risk of these underlying non-derivative
contracts and assets with futures, forwards, swaps, and options. This results in gains and losses that are recognized in different interim and annual accounting
periods.
Regulation
Energy Trading has market-based rate authority from the FERC to sell power and blanket authority from the FERC to sell natural gas at market prices.
Energy Trading is subject to FERC reporting requirements and market behavior rules. Energy Trading is also subject to the applicable laws, rules, and regulations
related to the CFTC, U.S. Department of Homeland Security, and DOE. In addition, Energy Trading is subject to applicable laws, rules, and regulations in Canada.
17
Strategy and Competition
DTE Energy's strategy for the Energy Trading business is to deliver value-added services to DTE Energy customers. DTE Energy seeks to manage this
business in a manner complementary to the growth of DTE Energy's other business segments. Energy Trading focuses on physical marketing and the optimization
of its portfolio of energy assets. The segment competes with electric and gas marketers, financial institutions, traders, utilities, and other energy providers. The
Energy Trading business is dependent upon the availability of capital and an investment grade credit rating. DTE Energy believes it has ample available capital
capacity to support Energy Trading activities. DTE Energy monitors its use of capital closely to ensure that its commitments do not exceed capacity. A material
credit restriction would negatively impact Energy Trading's financial performance. Competitors with greater access to capital, or at a lower cost, may have a
competitive advantage. DTE Energy has risk management and credit processes to monitor and mitigate risk.
CORPORATE AND OTHER
Description
Corporate and Other includes various holding company activities, holds certain non-utility debt, and holds certain investments, including funds supporting
regional development and economic growth.
ENVIRONMENTAL MATTERS
The Registrants are subject to extensive environmental regulation and expect to continue recovering environmental costs related to utility operations through
rates charged to customers. The following table summarizes DTE Energy's, including DTE Electric's, estimated significant future environmental expenditures
based upon current regulations. Pending or future reconsideration of current regulations may impact the estimated expenditures summarized in the table below.
Actual costs to comply could vary substantially. Additional costs may result as the effects of various substances on the environment are studied and governmental
regulations are developed and implemented.
Water
Contaminated and other sites
Coal combustion residuals and effluent limitations guidelines
Estimated total future expenditures through 2025
Estimated 2021 expenditures
Estimated 2022 expenditures
DTE Electric
DTE Gas
Non-utility
Total
$
$
$
$
54
9
601
664
204
143
$
$
$
$
(In millions)
—
15
—
15
9
4
$
$
$
$
—
—
—
—
—
—
$
$
$
$
54
24
601
679
213
147
For additional information regarding environmental matters, refer to Notes 9, 10, and 19 to the Consolidated Financial Statements in Item 8 of this Report,
"Asset Retirement Obligations," "Regulatory Matters," and "Commitments and Contingencies."
HUMAN CAPITAL MANAGEMENT
DTE Energy and its subsidiaries had approximately 10,600 employees as of December 31, 2020, of which approximately 5,200 were represented by unions.
DTE Electric had approximately 4,800 employees as of December 31, 2020, of which approximately 2,800 were represented by unions. This workforce is
comprised almost entirely of full-time employees.
DTE Energy and utilities across the country are managing the turnover of our workforce due to a significant number of retirements expected in the next ten
years - a period that will be impacted by major transformation of our business through technology investments, regulatory changes to our electric generation
portfolio, and upgrades to our distribution infrastructure.
Amidst this challenge, DTE is working to build a culture of highly engaged employees with skills and expertise in science, technology, engineering, math,
analytics, and skilled trades, which are in high demand and critical to our industry. To attract and retain the best talent, DTE Energy promotes the engagement of
its employees through diversity, equity, and inclusion, health and safety, and compensation and benefits.
18
Diversity, Equity, and Inclusion (DEI)
DTE is committed to building a diverse, empowered, and engaged team that delivers safe, reliable service and energy to our customers. A diverse workforce
and inclusive culture contributes to DTE's success and sustainability by driving innovation and creating trusted relationships with employees, customers, suppliers,
and community partners. By tapping into the talent, unique perspectives, and cultural and life experiences of every employee, DTE can ensure its continued
success.
DTE measures DEI performance in several ways:
•
Diversity of candidates, hires, high potential talent, and leadership promotions
• Workforce representation of women, minorities, veterans, and employees with disabilities
•
•
•
•
•
•
Employee engagement, including specific elements that measure a culture of inclusion
Number of DEI related communications
Supplier diversity spend
Rankings and scores from DEI benchmarking surveys
Formal training programs, including unconscious bias training for employees and leaders
Salary analysis of women and minorities compared to non-minorities
Health and Safety
The health and safety of people is DTE Energy's top priority - for employees, contractors, customers, and everyone in the community DTE Energy serves.
DTE Energy's safety culture is maintained and strengthened with the help of multiple safety committees spanning all levels of the company. Members include
union representatives, DTE Energy executives, office workers, and field employees.
All workplace injuries and incidents that could have caused an injury are documented and thoroughly reviewed for potential preventive measures.
Employees know they are responsible for their own safety and the safety of everyone around them. DTE Energy also administers regular safety training. Hazardous
work is identified and categorized according to risk and training is provided to mitigate risk of any serious injuries.
DTE Energy monitors its safety performance by reviewing the rate of safety incidents, as defined by the Office of Safety and Health Administration
(OSHA), and the rate of Days Away, Restricted, or Transferred (DART).
DTE Energy is also committed to providing employees with the resources they need to lead healthier lifestyles, including an on-site clinic and fitness center.
DTE Energy offers a Healthy Living Program to complete both an annual physical with biometric screenings and a Health Risk Assessment to avoid a medical
premium surcharge, and offers participation in health education on disease management programs.
COVID-19 Response
During the first quarter of 2020, the COVID-19 pandemic began impacting Michigan and the other service territories throughout the United States in which
DTE Energy operates. DTE Energy took quick action to ensure the safety and well-being of its employees.
DTE Energy has successfully implemented work from home for over half of its employees and implemented extensive new safety procedures to ensure plant
and employee safety, including the use of personal protective equipment, contact tracing, and cleaning of facilities. At the onset of the pandemic, DTE Energy
temporarily paused all non-critical business activities. For the essential workers most critical to our continued operations, DTE Energy sequestered certain
employees to protect their health and to ensure safe and reliable gas and electric service for DTE Energy customers.
To further support employees during the pandemic, DTE Energy enhanced communications around its employee assistance programs, established an
occupational health call center, and provided clinical case management for cases related to COVID-19.
19
DTE Energy continues to actively monitor risks related to COVID-19 and proper application of our safety protocol. DTE Energy is also committed to
providing consistent, transparent communication to employees around safe practices, quarantine and testing protocols, vaccine availability, and timing of safely
returning to office work.
Compensation and Benefits
DTE Energy is committed to offering compensation that is competitive, market driven, and internally equitable. Approximately half of DTE Energy's
employees are represented by labor unions through which pay is uniformly determined through collectively bargained agreements regardless of an employee's
gender or ethnicity. For non-represented employees, DTE Energy's human resources professionals establish pay ranges for each job classification and work with
hiring leaders to make competitive offers within the range to candidates based on objective factors like years of experience and strength of skills relevant to the job.
Annually, DTE Energy conducts a review of compensation practices as part of its affirmative action program and makes adjustments as needed to ensure that pay
is fair and equitable.
DTE Energy provides competitive, customizable benefits for all regular full-time and regular part-time employees. Innovative compensation and benefits
initiatives at DTE Energy include:
•
•
•
•
•
•
A 401(k) plan/Employee Stock Ownership Plan that is available to all regular full-time and regular part-time employees, including automatic
enrollment of new hires, automatic annual escalation of employee 401(k) contributions up to 10% of pay, and 401(k) matching contributions
Competitive health and welfare benefits
Child bonding/parental leave of absence
Additional vacation days available for employee purchase
Competitive incentive plans, which are offered to all non-represented employees to create alignment of corporate and individual goals
Tuition reimbursement
Incentive Plans
DTE Energy has two primary types of incentives that reward individuals for performance. The incentives are designed to tie compensation to performance
and encourage individuals to align their interests with those of the shareholders and customers of the Company.
•
•
Annual incentive plans allow DTE Energy to reward individuals with annual cash bonuses for performance against pre-established objectives based on
work performed in the prior year. Objectives are aligned with our core priorities and include metrics for employee engagement and safety, customer
satisfaction, utility operating excellence, and financial metrics such as earnings per share and cash flows.
Long-term incentive plans allow DTE Energy to grant individuals long-term equity incentives to encourage continued employment with DTE Energy,
to accomplish pre-defined long-term performance objectives, and to create shareholder alignment. Metrics include total shareholder return relative to
industry peers and balance sheet health.
For additional information on the metrics above, please see the "Annual and Long-term Incentives" section of DTE Energy's Proxy Statement.
Additionally, refer to DTE Energy’s 2020 Environmental, Social, Governance and Sustainability report for further information on metrics tracked for DEI,
health and safety, and other components of DTE Energy’s human capital management. The report is available through the Investor Relations page of DTE
Energy’s website (www.dteenergy.com), and shall not be deemed incorporated by reference into this Form 10-K.
20
Item 1A. Risk Factors
There are various risks associated with the operations of the Registrants' utility businesses and DTE Energy's non-utility businesses. To provide a framework
to understand the operating environment of the Registrants, below is a brief explanation of the more significant risks associated with their businesses. Although the
Registrants have tried to identify and discuss key risk factors, others could emerge in the future. Each of the following risks could affect performance.
Regulatory, Legislative, and Legal Risks
The Registrants are subject to rate regulation. Electric and gas rates for the utilities are set by the MPSC and the FERC and cannot be changed without
regulatory authorization. The Registrants may be negatively impacted by new regulations or interpretations by the MPSC, the FERC, or other regulatory bodies.
The Registrants' ability to recover costs may be impacted by the time lag between the incurrence of costs and the recovery of the costs in customers' rates.
Regulators also may decide to disallow recovery of certain costs in customers' rates if they determine that those costs do not meet the standards for recovery under
current governing laws and regulations. Regulators may also disagree with the Registrants' rate calculations under the various mechanisms that are intended to
mitigate the risk to their utilities related to certain aspects of the business. If the Registrants cannot agree with regulators on an appropriate reconciliation of those
mechanisms, it may impact the Registrants' ability to recover certain costs through customer rates. Regulators may also decide to eliminate these mechanisms in
future rate cases, which may make it more difficult for the Registrants to recover their costs in the rates charged to customers. The Registrants cannot predict what
rates the MPSC will authorize in future rate cases. New legislation, regulations, or interpretations could change how the business operates, impact the Registrants'
ability to recover costs through rates or the timing of such recovery, or require the Registrants to incur additional expenses.
Changes to Michigan's electric retail access program could negatively impact the Registrants' financial performance. The State of Michigan currently
experiences a hybrid market, where the MPSC continues to regulate electric rates for DTE Electric customers, while alternative electric suppliers charge market-
based rates. MPSC rate orders, and energy legislation enacted by the State of Michigan, have placed a 10% cap on the total potential retail access migration.
However, even with the legislated 10% cap on participation, there continues to be legislative and financial risk associated with the electric retail access program.
Electric retail access migration is sensitive to market price and full service electric price changes. The Registrants are required under current regulation to provide
full service to retail access customers that choose to return, potentially resulting in the need for additional generating capacity.
Environmental laws and liability may be costly. The Registrants are subject to, and affected by, numerous environmental regulations. These regulations
govern air emissions, water quality, wastewater discharge, and disposal of solid and hazardous waste. Compliance with these regulations can significantly increase
capital spending, operating expenses, and plant down times, and can negatively affect the affordability of the rates charged to customers.
Uncertainty around future environmental regulations creates difficulty planning long-term capital projects in the Registrants' generation fleet and, for DTE
Energy's gas distribution businesses. These laws and regulations require the Registrants to seek a variety of environmental licenses, permits, inspections, and other
regulatory approvals. The Registrants could be required to install expensive pollution control measures or limit or cease activities, including the retirement of
certain generating plants, based on these regulations. Additionally, the Registrants may become a responsible party for environmental cleanup at sites identified by
a regulatory body. The Registrants cannot predict with certainty the amount and timing of future expenditures related to environmental matters because of the
difficulty of estimating cleanup costs. There is also uncertainty in quantifying liabilities under environmental laws that impose joint and several liability on
potentially responsible parties.
The Registrants may also incur liabilities as a result of potential future requirements to address climate change issues. Proposals for voluntary initiatives and
mandatory controls are being discussed both in the United States and worldwide to reduce GHGs such as carbon dioxide, a by-product of burning fossil fuels. If
increased regulations of GHG emissions are implemented, the operations of DTE Electric's fossil-fueled generation assets may be significantly impacted. Since
there can be no assurances that environmental costs may be recovered through the regulatory process, the Registrants' financial performance may be negatively
impacted as a result of environmental matters.
For DTE Energy, future environmental regulation of natural gas extraction techniques, including hydraulic fracturing, being discussed both at the United
States federal level and by some states may affect the profitability of natural gas extraction businesses which could affect demand for, and profitability of, DTE
Energy's gas transportation businesses.
21
The Renewable Portfolio Standard and energy waste reduction may affect the Registrants' business and federal and state fuel standards may affect DTE
Energy's non-utility investments. The Registrants are subject to existing Michigan, and potential future, federal legislation and regulation requiring them to secure
sources of renewable energy. The Registrants have complied with the existing federal and state legislation, but do not know what requirements may be added by
federal or state legislation in the future. In addition, the Registrants expect to comply with new Michigan legislation increasing the percentage of power required to
be provided by renewable energy sources. The Registrants cannot predict the financial impact or costs associated with complying with potential future legislation
and regulations. Compliance with these requirements can significantly increase capital expenditures and operating expenses and can negatively affect the
affordability of the rates charged to customers.
In addition, the Registrants are also required by Michigan legislation to implement energy waste reduction measures and provide energy waste reduction
customer awareness and education programs. These requirements necessitate expenditures, and implementation of these programs creates the risk of reducing the
Registrants' revenues as customers decrease their energy usage. The Registrants cannot predict how these programs will impact their business and future operating
results.
DTE Energy's non-utility renewable natural gas investments are also dependent on the federal Renewable Fuel Standard and California's Low Carbon Fuel
Standard. Changes to these standards may affect DTE Energy's business and result in lower earnings.
DTE Energy's ability to utilize production tax credits may be limited. To reduce U.S. dependence on imported oil, the Internal Revenue Code provides
production tax credits as an incentive for taxpayers to produce fuels and electricity from alternative sources. The Registrants generated production tax credits from
renewable energy generation and DTE Energy generated production tax credits from renewable gas recovery, reduced emission fuel, and gas production
operations. If the Registrants' production tax credits were disallowed in whole or in part as a result of an IRS audit or changes in tax law, there could be additional
tax liabilities owed for previously recognized tax credits that could significantly impact the Registrants' earnings and cash flows.
Operational Risks
The Registrants' electric distribution system and DTE Energy's gas distribution system are subject to risks from their operation, which could reduce
revenues, increase expenses, and have a material adverse effect on their business, financial position, and results of operations. The Registrants' electric
distribution and DTE Energy’s gas distribution systems are subject to many operational risks. These operational systems and infrastructure have been in service for
many years. Equipment, even when maintained in accordance with good utility practices, is subject to operational failure, including events that are beyond the
Registrants' control, and could require significant operation and maintenance expense or capital expenditures to operate efficiently. Because the Registrants’
distribution systems are interconnected with those of third parties, the operation of the Registrants’ systems could be adversely affected by unexpected or
uncontrollable events occurring on the systems of such third parties.
Construction and capital improvements to the Registrants' power facilities, DTE Energy's distribution systems and its Gas Storage and Pipelines business
subject them to risk. The Registrants are managing ongoing, and planning future, significant construction and capital improvement projects at the Registrants'
multiple power generation and distribution facilities, at DTE Energy's gas distribution system, and at DTE Energy's Gas Storage and Pipelines business. Many
factors that could cause delays or increased prices for these complex projects are beyond the Registrants' control, including the cost of materials and labor,
subcontractor performance, timing and issuance of necessary permits or approvals (including required certificates from regulatory agencies), construction disputes,
impediments to acquiring rights-of-way or land rights on a timely basis and on acceptable terms, cost overruns, and weather conditions. Failure to complete these
projects on schedule and on budget for any reason could adversely affect the Registrants' financial performance, operations, or expected investment returns at the
affected facilities, businesses and development projects.
22
Operation of a nuclear facility subjects the Registrants to risk. Ownership of an operating nuclear generating plant subjects the Registrants to significant
additional risks. These risks include, among others, plant security, environmental regulation and remediation, changes in federal nuclear regulation, increased
capital expenditures to meet industry requirements, and operational factors that can significantly impact the performance and cost of operating a nuclear facility
compared to other generation options. Insurance maintained by the Registrants for various nuclear-related risks may not be sufficient to cover the Registrants' costs
in the event of an accident or business interruption at the nuclear generating plant, which may affect the Registrants' financial performance. In addition, the
Registrants' nuclear decommissioning trust fund, to finance the decommissioning of the nuclear generating plant, may not be sufficient to fund the cost of
decommissioning. A decline in market value of assets held in decommissioning trust funds due to poor investment performance or other factors may increase the
funding requirements for these obligations. Any increase in funding requirements may have a material impact on the Registrants’ liquidity, financial position, or
results of operations.
The supply and/or price of energy commodities and/or related services may impact the Registrants' financial results. The Registrants are dependent on coal
for much of their electrical generating capacity as well as uranium for their nuclear operations. DTE Energy's access to natural gas supplies is critical to ensure
reliability of service for utility gas customers. DTE Energy's non-utility businesses are also dependent upon supplies and prices of energy commodities and
services. Price fluctuations, fuel supply disruptions, and changes in transportation costs, could have a negative impact on the amounts DTE Electric charges utility
customers for electricity and DTE Gas charges utility customers for gas, and on the profitability of DTE Energy's non-utility businesses. The Registrants' hedging
strategies and regulatory recovery mechanisms may be insufficient to mitigate the negative fluctuations in commodity supply prices at their utility or DTE Energy's
non-utility businesses, and the Registrants' financial performance may therefore be negatively impacted by price fluctuations. The price of energy also impacts the
market for DTE Energy's non-utility businesses, particularly those that compete with utilities and alternative electric suppliers as well as midstream services that
depend on the demand for natural gas.
The supply and/or price of other industrial raw and finished inputs and/or related services may impact the Registrants' financial results. The Registrants are
dependent on supplies of certain commodities, such as copper and limestone, among others, and industrial materials, and services in order to maintain day-to-day
operations and maintenance of their facilities. Price fluctuations, or supply interruptions for these commodities and other items, could have a negative impact on
the amounts charged to customers for the Registrants' utility products and, for DTE Energy, on the profitability of the non-utility businesses.
Weather significantly affects operations. At both utilities, deviations from normal hot and cold weather conditions affect the Registrants' earnings and cash
flows. Mild temperatures can result in decreased utilization of the Registrants' assets, lowering income and cash flows. At DTE Electric, ice storms, tornadoes, or
high winds can damage the electric distribution system infrastructure and power generation facilities and require it to perform emergency repairs and incur material
unplanned expenses. The expenses of storm restoration efforts may not be fully recoverable through the regulatory process. DTE Gas can experience higher than
anticipated expenses from emergency repairs on its gas distribution infrastructure required as a result of weather-related issues.
Unplanned power plant outages may be costly. Unforeseen maintenance may be required to safely produce electricity or comply with environmental
regulations. As a result of unforeseen maintenance, the Registrants may be required to make spot market purchases of electricity that exceed the costs of
generation. The Registrants' financial performance may be negatively affected if unable to recover such increased costs.
A work interruption may adversely affect the Registrants. There are several bargaining units for DTE Energy's approximately 5,200 and DTE Electric's
approximately 2,800 represented employees. The majority of represented employees are under contracts that expire in 2021 and 2022. A union choosing to strike
would have an impact on the Registrants' businesses. The Registrants are unable to predict the effect a work stoppage would have on their costs of operations and
financial performance.
Financial, Economic, and Market Risks
DTE Energy's non-utility businesses may not perform to its expectations. DTE Energy relies on non-utility operations for a significant portion of earnings. If
DTE Energy's current and contemplated non-utility investments do not perform at expected levels, DTE Energy could experience diminished earnings and a
corresponding decline in shareholder value.
23
Adverse changes in the Registrants' credit ratings may negatively affect them. Regional and national economic conditions, increased scrutiny of the energy
industry and regulatory changes, as well as changes in the Registrants' economic performance, could result in credit agencies reexamining their credit ratings.
While credit ratings reflect the opinions of the credit agencies issuing such ratings and may not necessarily reflect actual performance, a downgrade in the
Registrants' credit ratings below investment grade could restrict or discontinue their ability to access capital markets and could result in an increase in their
borrowing costs, a reduced level of capital expenditures, and could impact future earnings and cash flows. In addition, a reduction in the Registrants' credit ratings
may require them to post collateral related to various physical or financially settled contracts for the purchase of energy-related commodities, products, and
services, which could impact their liquidity.
Poor investment performance of pension and other postretirement benefit plan assets and other factors impacting benefit plan costs could unfavorably
impact the Registrants' liquidity and results of operations. The Registrants' costs of providing non-contributory defined benefit pension plans and other
postretirement benefit plans are dependent upon a number of factors, such as the rates of return on plan assets, the level of interest rates used to measure the
required minimum funding levels of the plans, future government regulation, and the Registrants' required or voluntary contributions made to the plans. The
performance of the debt and equity markets affects the value of assets that are held in trust to satisfy future obligations under the Registrants' plans. The Registrants
have significant benefit obligations and hold significant assets in trust to satisfy these obligations. These assets are subject to market fluctuations and will yield
uncertain returns, which may fall below the Registrants' projected return rates. A decline in the market value of the pension and other postretirement benefit plan
assets will increase the funding needs under the pension and other postretirement benefit plans if the actual asset returns do not recover these declines in the
foreseeable future. Additionally, the pension and other postretirement benefit plan liabilities are sensitive to changes in interest rates. If interest rates decrease, the
liabilities increase, resulting in increasing benefit expense and funding needs. Also, if future increases in pension and other postretirement benefit costs as a result
of reduced plan assets are not recoverable from the Registrants' utility customers, the results of operations and financial position of the Registrants could be
negatively affected. Without sustained growth in the plan investments over time to increase the value of plan assets, the Registrants could be required to fund these
plans with significant amounts of cash. Such cash funding obligations could have a material impact on the Registrants' cash flows, financial position, or results of
operations.
The Registrants' ability to access capital markets is important. The Registrants' ability to access capital markets is important to operate their businesses and
to fund capital investments. Turmoil in credit markets may constrain the Registrants' ability, as well as the ability of their subsidiaries, to issue new debt, including
commercial paper, and refinance existing debt at reasonable interest rates. In addition, the level of borrowing by other energy companies and the market as a whole
could limit the Registrants' access to capital markets. The Registrants' long-term revolving credit facilities do not expire until 2024, but the Registrants regularly
access capital markets to refinance existing debt or fund new projects at the Registrants' utilities and DTE Energy's non-utility businesses, and the Registrants
cannot predict the pricing or demand for those future transactions.
Emerging technologies may have a material adverse effect on the Registrants. Advances in technology that produce power or reduce power consumption
include cost-effective renewable energy technologies, distributed generation, energy waste reduction technologies, and energy storage devices. Such developments
may impact the price of energy, may affect energy deliveries as customer-owned generation becomes more cost-effective, may require further improvements to our
distribution systems to address changing load demands, and could make portions of our electric system power supply and/or distribution facilities obsolete prior to
the end of their useful lives. Such technologies could also result in further declines in commodity prices or demand for delivered energy. Each of these factors
could materially affect the Registrants’ results of operations, cash flows, or financial position.
DTE Energy's participation in energy trading markets subjects it to risk. Events in the energy trading industry have increased the level of scrutiny on the
energy trading business and the energy industry as a whole. In certain situations, DTE Energy may be required to post collateral to support trading operations,
which could be substantial. If access to liquidity to support trading activities is curtailed, DTE Energy could experience decreased earnings potential and cash
flows. Energy trading activities take place in volatile markets and expose DTE Energy to risks related to commodity price movements, deviations in weather, and
other related risks. DTE Energy's trading business routinely has speculative trading positions in the market, within strict policy guidelines DTE Energy sets,
resulting from the management of DTE Energy's business portfolio. To the extent speculative trading positions exist, fluctuating commodity prices can improve or
diminish DTE Energy's financial results and financial position. DTE Energy manages its exposure by establishing and enforcing strict risk limits and risk
management procedures. During periods of extreme volatility, these risk limits and risk management procedures may not work as planned and cannot eliminate all
risks associated with these activities.
24
Regional, national, and international economic conditions can have an unfavorable impact on the Registrants. The Registrants' utility and DTE Energy's
non-utility businesses follow the economic cycles of the customers they serve and credit risk of counterparties they do business with. Should the financial
conditions of some of DTE Energy's significant customers deteriorate as a result of regional, national or international economic conditions, reduced volumes of
electricity and gas, and demand for energy services DTE Energy supplies, collections of accounts receivable, reductions in federal and state energy assistance
funding, and potentially higher levels of lost gas or stolen gas and electricity could result in decreased earnings and cash flows.
If DTE Energy's goodwill or other intangible assets become impaired, it may be required to record a charge to earnings. DTE Energy annually reviews the
carrying value of goodwill associated with acquisitions it has made for impairment. Goodwill and other intangible assets are also reviewed on a quarterly basis
whenever events or circumstances indicate that the carrying value of these assets may not be recoverable. Factors that may be considered for purposes of this
analysis include a decline in stock price and market capitalization, slower industry growth rates, or material changes with customers or contracts that could
negatively impact future cash flows. DTE Energy cannot predict the timing, strength, or duration of such changes or any subsequent recovery. If the carrying value
of any goodwill or other intangible assets are determined to be not recoverable, DTE Energy may take a non-cash impairment charge, which could materially
impact DTE Energy's results of operations and financial position.
The Registrants may not be fully covered by insurance. The Registrants have a comprehensive insurance program in place to provide coverage for various
types of risks, including catastrophic damage as a result of severe weather or other natural disasters, war, terrorism, cyber incidents, or a combination of other
significant unforeseen events that could impact the Registrants' operations. Economic losses might not be covered in full by insurance, or the Registrants' insurers
may be unable to meet contractual obligations.
Safety and Security Risks
The Registrants' businesses have safety risks. The Registrants' electric distribution system, power plants, renewable energy equipment, and other facilities,
and DTE Energy's gas distribution system, gas infrastructure, and other facilities, could be involved in incidents that result in injury, death, or property loss to
employees, customers, third parties, or the public. Although the Registrants have insurance coverage for many potential incidents, depending upon the nature and
severity of any incident, they could experience financial loss, damage to their reputation, and negative consequences from regulatory agencies or other public
authorities.
Threats of cyber incidents, physical security, and terrorism could affect the Registrants' business. Issues may threaten the Registrants such as cyber
incidents, physical security, or terrorism that may disrupt the Registrants' operations, and could harm the Registrants' operating results.
Information security risks have increased in recent years as a result of the proliferation of new technologies and the increased sophistication and frequency of
cyberattacks, and data security breaches. The Registrants' industry requires the continued operation of sophisticated information and control technology systems
and network infrastructure. All of the Registrants' technology systems are vulnerable to disability or failures due to cyber incidents, physical security threats, acts
of war or terrorism, and other causes, as well as loss of operational control of the Registrants' electric generation and distribution assets and, DTE Energy's gas
distribution assets. If the Registrants' information technology systems were to fail and they were unable to recover in a timely way, the Registrants may be unable
to fulfill critical business functions, which could have a material adverse effect on the Registrants' business, operating results, and financial condition.
Suppliers, vendors, contractors, and information technology providers have access to systems that support the Registrants’ operations and maintain customer
and employee data. A breach of these third-party systems could adversely affect the business as if it was a breach of our own system. Also, because the
Registrants’ generation and distribution systems are part of an interconnected system, a disruption caused by a cyber incident at another utility, electric generator,
system operator, or commodity supplier could also adversely affect the Registrants’ businesses, operating results, and financial condition.
In addition, the Registrants' generation plants and electrical distribution facilities, and DTE Energy's gas pipeline and storage facilities in particular, may be
targets of physical security threats or terrorist activities that could disrupt the Registrants' ability to produce or distribute some portion of their products. The
Registrants have increased security as a result of past events and may be required by regulators or by the future threat environment to make investments in security
that the Registrants cannot currently predict.
25
Failure to maintain the security of personally identifiable information could adversely affect the Registrants. In connection with the Registrants' businesses,
they collect and retain personally identifiable information of their customers, shareholders, and employees. Customers, shareholders, and employees expect that the
Registrants will adequately protect their personal information. The regulatory environment surrounding information security and privacy is increasingly
demanding. A significant theft, loss, or fraudulent use of customer, shareholder, employee, or Registrant data by cybercrime or otherwise, could adversely impact
the Registrants' reputation, and could result in significant costs, fines, and litigation.
General and Other Risks
The COVID-19 pandemic and resulting impact on business and economic conditions could negatively affect the
Registrants' businesses and operations. The COVID-19 pandemic is currently impacting countries, communities, supply chains
and markets. The continued spread of COVID-19 and efforts to contain the virus, such as quarantines, closures, or reduced
operations of businesses, governmental agencies and other institutions, have caused a recession, resulting in disruptions in various public, commercial, and
industrial activities and have caused employee absences which interfered with certain operation and maintenance of the Registrants' facilities. Travel bans and
restrictions, quarantines, and shelter in place orders could also cause us to experience operational delays, delay the delivery of critical infrastructure and other
supplies we source globally, or delay the connection of electric or gas service to new customers, and have reduced the use of electricity and gas by certain
customers in the commercial and industrial segments. Certain of our businesses have experienced lower sales volumes, and any of the foregoing circumstances
could further adversely affect customer demand or revenues, impact the ability of the Registrants' suppliers, vendors or contractors to perform, or cause other
unpredictable events, which could adversely affect the Registrants' businesses, results of operations or financial condition. The continued spread of COVID-19 has
also led to disruption and volatility in the financial markets, which could increase the Registrants' costs to fund capital requirements and impact the operating
results of our energy trading operations. To the extent that the Registrants' access to the capital markets is adversely affected by COVID-19, the Registrants may
need to consider alternative sources of funding for our operations and for working capital, any of which could increase the Registrants' cost of capital. The extent to
which COVID-19 may impact the Registrants' liquidity, financial condition, and results of operations will depend on future developments, which are highly
uncertain and cannot be predicted, including new information concerning the severity of COVID-19 and related variants, vaccine distribution and other actions
taken to contain it or treat its impact, and the extent to which normal economic and operating conditions can resume, among others. Our business continuity plans
and insurance coverage may be insufficient to mitigate these adverse impacts to our business. In addition, the Registrants’ may be required to suspend shut offs for
certain customers which may adversely impact the Registrants’ collections process and have a negative impact on our results of operations, financial condition, and
liquidity.
Failure to attract and retain key executive officers and other skilled professional and technical employees could have an adverse effect on the
Registrants’ operations. The Registrants' businesses are dependent on their ability to attract and retain skilled employees. Competition for skilled employees in
some areas is high, and the inability to attract and retain these employees could adversely affect the Registrants' business and future operating results. In addition,
the Registrants have an aging utility workforce, and the failure of a successful transfer of knowledge and expertise could negatively impact their operations.
DTE Energy relies on cash flows from subsidiaries. DTE Energy is a holding company. Cash flows from the utility and non-utility subsidiaries are required
to pay interest expenses and dividends on DTE Energy debt and securities. Should a major subsidiary not be able to pay dividends or transfer cash flows to DTE
Energy, its ability to pay interest and dividends would be restricted.
26
The proposed spin-off of DTE Midstream (the "Proposed Spin-off") may not be completed on the currently contemplated timeline or terms, or at all, and may
not achieve the intended benefits. The Proposed Spin-off, if completed, may also present additional risk to DTE Energy. The Proposed Spin-off is subject to
conditions, including, without limitation, final DTE Energy Board of Directors approval. Unanticipated developments or changes in market conditions may delay
the Proposed Spin-off, and the Proposed Spin-off may not occur on the currently contemplated timeline or at all. DTE Energy cannot predict with certainty when
the benefits expected from the Proposed Spin-off will occur or the extent to which they will be achieved, if at all. Furthermore, there are various uncertainties and
risks relating to the process of the Proposed Spin-off that could have a negative impact on our financial condition, results of operations, and cash flows, including
disruption of our operations and impairment of our relationship with regulators, key personnel, customers, and vendors. If the Proposed Spin-off is successfully
completed, DTE Energy will face new and unique risks, including having fewer assets, reduced financial resources and less diversification of revenue sources,
which may adversely impact DTE Energy's financial condition, results of operations, and cash flows. In addition, the changes in our operational and financial
profile may not meet some or all of our shareholders' investment strategies, which could cause investors to sell their DTE Energy shares and otherwise decrease
demand for shares of DTE Energy common stock. Excess selling will cause the relative market price of DTE Energy common stock to decrease, and the market
price of DTE Energy common stock may be subject to greater volatility following the completion of the Proposed Spin-off.
While DTE Energy does not expect its credit ratings from Standard & Poor's Rating Service, Moody's Investor Service, and Fitch Ratings Inc. to drop below
investment grade as a result of completing the Proposed Spin-off, there is no assurance that we will continue to maintain such investment grade credit ratings in the
future. If a rating agency were to downgrade our rating below investment grade, our borrowing costs would increase and our funding sources could decrease. In
addition, a failure by us to maintain an investment grade rating could affect our business relationships with suppliers and operating partners.
The distribution of shares of the new midstream company ("DT Midstream") to DTE Energy shareholders in the Proposed Spin-off is expected to qualify as
tax-free under Section 355 of the U.S. Internal Revenue Code. However, if the IRS determined on audit that the distribution is taxable, both DTE Energy and our
shareholders could incur significant U.S. federal income tax liabilities.
Following the Proposed Spin-off, the management and directors each of DTE Energy and DT Midstream may own common stock in both companies and
Robert Skaggs, Jr., who will be a member of DT Midstream's Board, also serves on DTE Energy's Board and may be required to recuse himself from deliberations
relating to arrangements between DTE Energy and DT Midstream in the future. This ownership and directorship overlap could create, or appear to create, potential
conflicts of interest when the management and directors of one company face decisions that could have different implications for themselves and the other
company. Potential conflicts of interest may also arise out of any commercial arrangements that DTE Energy and DT Midstream may enter into in the future.
Item 1B. Unresolved Staff Comments
None.
Item 3. Legal Proceedings
For more information on legal proceedings and matters related to the Registrants, see Notes 10 and 19 to the Consolidated Financial Statements in Item 8 of
this Report, "Regulatory Matters" and "Commitments and Contingencies," respectively.
For environmental proceedings in which the government is a party, the Registrants have included disclosures if any sanctions of $1 million or greater are
expected.
Item 4. Mine Safety Disclosures
Not applicable.
27
Part II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities
DTE Energy common stock is listed under the ticker symbol "DTE" on the New York Stock Exchange, which is the principal market for such stock.
At December 31, 2020, there were 193,770,617 shares of DTE Energy common stock outstanding. These shares were held by a total of 47,485 shareholders
of record.
All of the 138,632,324 issued and outstanding shares of DTE Electric common stock, par value $10 per share, are indirectly-owned by DTE Energy, and
constitute 100% of the voting securities of DTE Electric. Therefore, no market exists for DTE Electric's common stock.
For information on DTE Energy dividend restrictions, see Note 17 to the Consolidated Financial Statements in Item 8 of this Report, "Short-Term Credit
Arrangements and Borrowings."
All of DTE Energy's equity compensation plans that provide for the annual awarding of stock-based compensation have been approved by shareholders. For
additional detail, see Note 22 to the Consolidated Financial Statements in Item 8 of this Report, "Stock-Based Compensation."
See the following table for information as of December 31, 2020:
Plans approved by shareholders
Number of Securities to
be Issued Upon Exercise
of Outstanding Options
—
Weighted-Average
Exercise Price of
Outstanding Options
—
$
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans
1,393,916
UNREGISTERED SALES OF DTE ENERGY EQUITY SECURITIES AND USE OF PROCEEDS
Purchases of DTE Energy Equity Securities by the Issuer and Affiliated Purchasers
The following table provides information about DTE Energy's purchases of equity securities that are registered by DTE Energy pursuant to Section 12 of the
Exchange Act of 1934 for the quarter ended December 31, 2020:
10/01/2020 — 10/31/2020
11/01/2020 — 11/30/2020
12/01/2020 — 12/31/2020
Total
Number of Shares
Purchased
(a)
Average Price
Paid per Share
(a)
$
$
$
11,165
791
686
12,642
130.43
120.57
125.02
Number of Shares
Purchased as Part of
Publicly Announced
Plans or Programs
Average Price Paid
per Share
Maximum Dollar
Value that May
Yet Be Purchased
Under the Plans or
Programs
—
—
—
—
—
—
—
—
—
—
_______________________________________
(a) Represents shares of DTE Energy common stock withheld to satisfy income tax obligations upon the vesting of restricted stock based on the price in effect at the grant date.
28
COMPARISON OF CUMULATIVE FIVE YEAR TOTAL RETURN
Total Return to DTE Energy Shareholders
(Includes reinvestment of dividends)
Company/Index
DTE Energy Company
S&P 500 Index
S&P 500 Multi-Utilities Index
2016
2017
26.93
11.95
18.56
Annual Return Percentage
Year Ended December 31,
2018
14.59
21.82
12.09
4.19
(4.39)
1.77
2019
2020
21.36
31.48
24.36
(2.90)
18.39
(5.87)
Company/Index
DTE Energy Company
S&P 500 Index
S&P 500 Multi-Utilities Index
Base Period
2015
100.00
100.00
100.00
2016
2017
2018
2019
2020
126.93
111.95
118.56
145.44
136.38
132.89
151.54
130.39
135.24
183.91
171.44
168.18
178.57
202.96
158.31
Indexed Returns
Year Ended December 31,
29
Item 6. Selected Financial Data
The following selected financial data of DTE Energy should be read in conjunction with the accompanying Management’s Discussion and Analysis in Item
7 of this Report and Combined Notes to Consolidated Financial Statements in Item 8 of this Report. This information has been omitted for DTE Electric per
General Instruction I (2) (a) of Form 10-K for wholly-owned subsidiaries (reduced disclosure format).
Operating Revenues
Net Income Attributable to DTE Energy Company
Diluted Earnings Per Common Share
Financial Information
(a)
(b)
Dividends declared per share of common stock
Total Assets
Long-Term Debt
Total DTE Energy Company Equity
(c)
2020
2019
$
$
$
$
$
$
$
12,177
1,368
7.08
4.12
45,496
19,001
12,425
$
$
$
$
$
$
$
2018
(In millions, except per share amounts)
12,669
1,169
6.31
14,212
1,120
6.17
$
$
$
$
$
$
3.85
42,268
15,935
11,672
$
$
$
$
3.60
36,288
12,134
10,237
$
$
$
$
2017
2016
12,607 $
$
1,134
6.32 $
3.36 $
33,767 $
12,185 $
$
9,512
10,630
868
4.83
3.06
32,041
11,269
9,011
_______________________________________
(a) The 2017 results include a $105 million net income tax benefit related to the enactment of the TCJA.
(b) The 2019 increase includes $2.8 billion of Blue Union and LEAP assets acquired in December 2019. Refer to Note 4 to the Consolidated Financial Statements in Item 8 of this Report,
“Acquisitions and Dispositions,” for additional information.
(c) Long-Term Debt includes Finance lease obligations and excludes debt due within one year.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following combined discussion is separately filed by DTE Energy and DTE Electric. However, DTE Electric does not make any representations as to
information related solely to DTE Energy or the subsidiaries of DTE Energy other than itself.
EXECUTIVE OVERVIEW
DTE Energy is a diversified energy company with 2020 Operating Revenues of approximately $12.2 billion and Total Assets of approximately $45.5 billion.
DTE Energy is the parent company of DTE Electric and DTE Gas, regulated electric and natural gas utilities engaged primarily in the business of providing
electricity and natural gas sales, distribution, and storage services throughout Michigan. DTE Energy also operates three energy-related non-utility segments with
operations throughout the United States.
The following table summarizes DTE Energy's financial results:
Net Income Attributable to DTE Energy Company
Diluted Earnings per Common Share
2020
$
$
Years Ended December 31,
2019
(In millions, except per share amounts)
1,368
7.08
1,169
6.31
$
$
$
$
2018
1,120
6.17
The increase in 2020 Net Income Attributable to DTE Energy Company was primarily due to higher earnings in the Electric, Gas Storage and Pipelines, and
Corporate and Other segments, partially offset by lower earnings in the Energy Trading segment. The increase in 2019 Net Income Attributable to DTE Energy
Company was due to higher earnings in the Electric, Gas, Energy Trading, and Corporate and Other segments, partially offset by lower earnings in the Gas Storage
and Pipelines and Power and Industrial Projects segments.
30
COVID-19 Pandemic
During the first quarter of 2020, the COVID-19 pandemic began impacting Michigan and other service territories throughout the United States in which the
Registrants operate. DTE Energy took certain safety precautions including directing employees to work remotely whenever possible and pausing all non-critical
business activities. The spread of COVID-19 and efforts to contain the virus resulted in closures and reduced operations of businesses, governmental agencies, and
other institutions. Beginning in May 2020, DTE Energy resumed business activities that had been temporarily suspended. Local businesses and other institutions
also resumed operations as new cases of COVID-19 began to decline and government restrictions were reduced.
Impacts from the COVID-19 pandemic have included a reduction in sales volumes from commercial and industrial customers and an increase in sales
volumes from residential customers within the Electric segment. COVID-19 has also impacted the Power and Industrial Projects segment, contributing to lower
production in the REF business and lower demand in the Steel business.
Operation and maintenance expense has been impacted by COVID-19, primarily in the Electric segment, due to higher costs for personal protective
equipment and other health and safety-related costs, including shift premiums and related expenses associated with the sequestration of certain employees critical
to continued operations. The Registrants implemented certain cost savings initiatives to offset some of these impacts, to the extent they did not affect safety or
reliability of service. To date, impacts from the COVID-19 pandemic have not had a material effect on the Registrants' uncollectible expense or capital spend.
In addition, the CARES Act was signed into law in March 2020 to assist individuals and employers with the impacts of the COVID-19 pandemic. This
legislation resulted in various tax impacts to the Registrants. Refer to Note 11 to the Consolidated Financial Statements in Item 8 of this Report, "Income Taxes,"
for additional information.
Please see detailed explanations of segment performance in the "Results of Operations" section below, including impacts from the COVID-19 pandemic
where applicable. Also refer to the "Capital Resources and Liquidity" section for information on the impact of COVID-19 on the Registrants' liquidity and cost of
capital.
STRATEGY
DTE Energy's strategy is to achieve long-term earnings growth, a strong balance sheet, and an attractive dividend yield.
DTE Energy's utilities are investing capital to improve customer reliability through investments in base infrastructure and new generation, and to comply
with environmental requirements. DTE Energy expects that planned significant capital investments will result in earnings growth. DTE Energy is focused on
executing plans to achieve operational excellence and customer satisfaction with a focus on customer affordability. DTE Energy operates in a constructive
regulatory environment and has solid relationships with its regulators.
DTE Energy is committed to reduce the carbon emissions of its electric utility operations by 32% by 2023, 50% by 2030, and 80% by 2040 from 2005
carbon emissions levels. DTE Energy is also committed to a net zero carbon emissions goal by 2050 for its electric utility, gas utility, and DTE Midstream
operations. To achieve the reduction goals in the near term, DTE Energy will transition away from coal-powered sources and incorporate more renewable energy,
energy waste reduction projects, demand response, and natural gas fueled generation. DTE Energy has already begun the transition in the way it produces power
through the continued retirement of its aging coal-fired plants. Refer to the "Capital Investments" section below for further discussion.
DTE Energy has significant investments in non-utility businesses. DTE Energy employs disciplined investment criteria when assessing growth opportunities
that leverage its assets, skills, and expertise, and provides diversity in earnings and geography. Specifically, DTE Energy invests in targeted energy markets with
attractive competitive dynamics where meaningful scale is in alignment with its risk profile. DTE Energy expects growth opportunities in the Gas Storage and
Pipelines and Power and Industrial Projects segments. These opportunities would be limited to Power and Industrial Projects if DTE Energy completes the planned
spin-off of the DTE Midstream business and shifts its strategy to a predominantly pure-play utility, as discussed in the "Outlook" section below.
31
A key priority for DTE Energy is to maintain a strong balance sheet which facilitates access to capital markets and reasonably priced short-term and long-
term financing. Near-term growth will be funded through internally generated cash flows and the issuance of debt and equity. DTE Energy has an enterprise risk
management program that, among other things, is designed to monitor and manage exposure to earnings and cash flow volatility related to commodity price
changes, interest rates, and counterparty credit risk.
CAPITAL INVESTMENTS
DTE Energy's utility businesses require significant capital investments to maintain and improve the electric generation and electric and natural gas
distribution infrastructure and to comply with environmental regulations and renewable energy requirements.
DTE Electric's capital investments over the 2021-2025 period are estimated at $14 billion, comprised of $5 billion for capital replacements and other
projects, $7 billion for distribution infrastructure, and $2 billion for renewable generation. DTE Electric has retired five coal-fired generation units at the Trenton
Channel, River Rouge, and St. Clair facilities and has announced plans to retire its remaining twelve coal-fired generating units. River Rouge's final unit will retire
in 2021 and five additional coal-fired generating units at Trenton Channel and St. Clair will be retired in 2022. The remaining coal-fired generating units at the
Belle River and Monroe facilities are expected to be retired by 2040. The retired facilities will be replaced with renewables, energy waste reduction, demand
response, and natural gas fueled generation.
DTE Gas' capital investments over the 2021-2025 period are estimated at $3 billion, comprised of $1.4 billion for base infrastructure and $1.6 billion for gas
main renewal, meter move out, and pipeline integrity programs.
DTE Electric and DTE Gas plan to seek regulatory approval for capital expenditures consistent with ratemaking treatment.
DTE Energy's non-utility businesses' capital investments are primarily for expansion, growth, and ongoing maintenance. Gas Storage and Pipelines' capital
investments over the 2021-2025 period are estimated at $1.2 billion to $1.7 billion for gathering and pipeline investments and expansions. Power and Industrial
Projects' capital investments over the 2021-2025 period are estimated at $1 billion to $1.4 billion for industrial energy services and renewable energy projects.
ENVIRONMENTAL MATTERS
The Registrants are subject to extensive environmental regulations. Additional costs may result as the effects of various substances on the environment are
studied and governmental regulations are developed and implemented. Actual costs to comply could vary substantially. The Registrants expect to continue
recovering environmental costs related to utility operations through rates charged to customers, as authorized by the MPSC.
See Items 1. and 2. Business and Properties and Note 19 to the Consolidated Financial Statements in Item 8 of this Report, "Commitments and
Contingencies," for further discussion of Environmental Matters.
32
OUTLOOK
The next few years will be a period of rapid change for DTE Energy and for the energy industry. DTE Energy's strong utility base, combined with its
integrated non-utility operations, position it well for long-term growth.
Looking forward, DTE Energy will focus on several areas that are expected to improve future performance:
•
•
•
•
•
•
•
•
•
•
electric and gas customer satisfaction;
electric distribution system reliability;
new electric generation;
gas distribution system renewal;
rate competitiveness and affordability;
regulatory stability and investment recovery for the electric and gas utilities;
employee safety and engagement;
cost structure optimization across all business segments;
cash, capital, and liquidity to maintain or improve financial strength; and
investments that integrate assets and leverage skills and expertise.
In addition, on October 27, 2020, DTE Energy announced its intention to spin-off the DTE Midstream business, reflecting a shift in strategy to a
predominantly pure-play utility. DTE Energy expects to complete the separation by mid-year 2021, subject to final approval by its Board of Directors and
satisfaction of other conditions. If the spin-off transaction is completed, it would result in a reduction to DTE Energy's earnings and cash flows. However, DTE
Energy would remain well-positioned for long-term growth and focused on the key objectives noted above. DTE Energy will continue to pursue opportunities to
grow its businesses in a disciplined manner if it can secure opportunities that meet its strategic, financial, and risk criteria.
COVID-19 Pandemic
DTE Energy will continue to monitor the impact of the COVID-19 pandemic on supply chains, markets, counterparties, and customers, and any related
impacts on the operating costs, customer demand, and recoverability of assets in our business segments that could materially impact the Registrants' financial
results.
DTE Energy expects reduced electric demand from commercial and industrial customers and increased demand from residential customers to continue as
long as businesses maintain more remote operations. Operation and maintenance expenses will also continue to be impacted in the near term by the need for
personal protective equipment and other safety-related costs.
DTE Energy will continue to review the allowance for doubtful accounts for any additional risk related to COVID-19 and will monitor any potential
challenges to demand in the Power and Industrial Projects segment. DTE Energy will also continue to monitor and evaluate the impact of any regulatory and
legislative activities related to the COVID-19 pandemic. Refer to Note 10 to the Consolidated Financial Statements, "Regulatory Matters," for further information
on current regulatory issues.
The Registrants cannot predict the ultimate impact of these factors to our Consolidated Financial Statements as future developments involving COVID-19
and related impacts on economic and operating conditions are highly uncertain. For further discussion of these uncertainties, refer to "Risk Factors" in Item 1A. of
this Report.
RESULTS OF OPERATIONS
Management’s Discussion and Analysis of Financial Condition and Results of Operations includes financial information prepared in accordance with GAAP,
as well as the non-GAAP financial measures, Utility Margin and Non-utility Margin, discussed below, which DTE Energy uses as measures of its operational
performance. Generally, a non-GAAP financial measure is a numerical measure of financial performance, financial position or cash flows that excludes (or
includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP.
33
DTE Energy uses Utility Margin and Non-utility Margin, non-GAAP financial measures, to assess its performance by reportable segment.
Utility Margin includes electric utility and gas utility Operating Revenues net of Fuel, purchased power, and gas expenses. The utilities’ fuel, purchased
power, and natural gas supply are passed through to customers, and therefore, result in changes to the utilities’ revenues that are comparable to changes in such
expenses. As such, DTE Energy believes Utility Margin provides a meaningful basis for evaluating the utilities’ operations across periods, as it excludes the
revenue effect of fluctuations in these expenses. For the Electric segment, non-utility Operating Revenues are reported separately so that Utility Margin can be
used to assess utility performance.
The Non-utility Margin relates to the Power and Industrial Projects and Energy Trading segments. For the Power and Industrial Projects segment, Non-utility
Margin primarily includes Operating Revenues net of Fuel, purchased power, and gas expenses. Operating Revenues include sales of refined coal to third parties
and the affiliated Electric utility, metallurgical coke and related by-products, petroleum coke, renewable natural gas and related credits, and electricity, as well as
rental income and revenues from utility-type consulting, management, and operational services. For the Energy Trading segment, Non-utility Margin includes
revenue and realized and unrealized gains and losses from physical and financial power and gas marketing, optimization, and trading activities, net of Purchased
power and gas related to these activities. DTE Energy evaluates its operating performance of these non-utility businesses using the measure of Operating Revenues
net of Fuel, purchased power, and gas expenses.
Utility Margin and Non-utility Margin are not measures calculated in accordance with GAAP and should be viewed as a supplement to and not a substitute
for the results of operations presented in accordance with GAAP. Utility Margin and Non-utility Margin do not intend to represent operating income, the most
comparable GAAP measure, as an indicator of operating performance and are not necessarily comparable to similarly titled measures reported by other companies.
The following sections provide a detailed discussion of the operating performance and future outlook of DTE Energy's segments. Segment information,
described below, includes intercompany revenues and expenses, and other income and deductions that are eliminated in the Consolidated Financial Statements.
Net Income (Loss) Attributable to DTE Energy by Segment
Electric
Gas
Gas Storage and Pipelines
Power and Industrial Projects
Energy Trading
Corporate and Other
Net Income Attributable to DTE Energy Company
ELECTRIC
2020
2019
(In millions)
2018
$
$
777
186
315
134
36
(80)
1,368
$
$
714
185
204
133
49
(116)
1,169
$
$
664
150
235
161
39
(129)
1,120
The Results of Operations discussion for DTE Electric is presented in a reduced disclosure format in accordance with General Instruction I (2) (a) of Form
10-K for wholly-owned subsidiaries.
34
The Electric segment consists principally of DTE Electric. Electric results and outlook are discussed below:
Operating Revenues — Utility operations
Fuel and purchased power — utility
Utility Margin
Operating Revenues — Non-utility operations
Operation and maintenance
Depreciation and amortization
Taxes other than income
Asset (gains) losses and impairments, net
Operating Income
Other (Income) and Deductions
Income Tax Expense
Net Income Attributable to DTE Energy Company
2020
2019
(In millions)
2018
5,506
1,386
4,120
14
1,489
1,057
297
41
1,250
365
108
777
$
$
5,224
1,387
3,837
5
1,434
949
311
13
1,135
284
137
714
$
$
5,298
1,552
3,746
—
1,437
836
307
(1)
1,167
310
193
664
$
$
See DTE Electric's Consolidated Statements of Operations in Item 8 of this Report for a complete view of its results. Differences between the Electric
segment and DTE Electric's Consolidated Statements of Operations are primarily due to non-utility operations at DTE Sustainable Generation and the classification
of certain benefit costs. Refer to Note 21 to the Consolidated Financial Statements, "Retirement Benefits and Trusteed Assets" for additional information.
Utility Margin increased $283 million in 2020 and $91 million in 2019. Revenues associated with certain mechanisms and surcharges are offset by related
expenses elsewhere in the Registrants' Consolidated Statements of Operations.
The following table details changes in various Utility Margin components relative to the comparable prior period:
2020
2019
Implementation of new rates
Base sales / rate mix
Regulatory mechanism — RPS
Regulatory mechanism — EWR
Weather
Regulatory mechanism — TRM
COVID-19 voluntary refund
Other regulatory mechanisms and other
Increase in Utility Margin
$
$
35
$
(In millions)
215
52
19
18
8
(12)
(30)
13
283
$
183
(23)
27
(1)
(109)
(11)
—
25
91
DTE Electric Sales
Residential
Commercial
Industrial
Other
Interconnection sales
(a)
Total DTE Electric Sales
DTE Electric Deliveries
Retail and wholesale
Electric retail access, including self-generators
(b)
Total DTE Electric Sales and Deliveries
2020
2019
(In thousands of MWh)
2018
16,315
15,648
8,446
220
40,629
1,808
42,437
40,629
3,746
44,375
15,066
16,955
9,826
226
42,073
3,046
45,119
42,073
4,550
46,623
15,959
17,282
10,324
221
43,786
2,796
46,582
43,786
4,737
48,523
______________________________
(a) Represents power that is not distributed by DTE Electric.
(b) Represents deliveries for self-generators that have purchased power from alternative energy suppliers to supplement their power requirements.
DTE Electric sales volumes decreased in 2020 primarily due to the impact of the COVID-19 pandemic on customers. Sales volumes decreased for
commercial and industrial customers, partially offset by an increase in residential sales. The net decrease to DTE Electric sales volumes was also partially offset by
slightly favorable weather in 2020 compared to 2019.
Operating Revenues — Non-utility operations increased $9 million in 2020 and $5 million in 2019. The increase in both periods was due to renewable
energy projects acquired by DTE Sustainable Generation in September 2019 and January 2020.
Operation and maintenance expense increased $55 million in 2020 and decreased $3 million in 2019. The increase in 2020 was primarily due to COVID-19
related expenses of $50 million associated with the health and safety of employees, higher benefits expense of $15 million, higher EWR program expense of $11
million, higher RPS program expense of $9 million, and an $11 million adjustment in 2019 to defer expenses previously accrued for a new customer billing
system. These increases were partially offset by lower generation expense of $25 million and lower distribution expense of $12 million.
The decrease in 2019 was primarily due to lower uncollectible expense of $19 million, an $11 million deferral of expenses previously accrued for a new
customer billing system, and decreased generation expense of $3 million. These decreases were partially offset by higher tree trim expense of $20 million (tree
trim expenses increased by $63 million but were offset by amounts deferred to a regulatory asset of $43 million) and higher RPS program expense of $11 million.
Depreciation and amortization expense increased $108 million in 2020 and $113 million in 2019. In 2020, the increase was primarily due to a $108 million
increase resulting from a higher depreciable base and change in depreciation rates effective May 2019 and a $10 million increase resulting from new non-utility
assets at DTE Sustainable Generation, partially offset by a decrease of $11 million associated with the TRM. In 2019, the increase was primarily due to a $126
million increase resulting from a higher depreciable base and change in depreciation rates effective May 2019 and a $4 million increase resulting from new non-
utility assets at DTE Sustainable Generation, partially offset by a decrease of $17 million associated with the TRM.
Taxes other than income decreased $14 million in 2020 and increased $4 million in 2019. In 2020, the decrease was primarily due to lower property taxes of
$9 million as a result of a property tax settlement and lower payroll taxes of $3 million, which was primarily attributable to employee retention credits recognized
pursuant to the CARES Act. In 2019, the increase was primarily due to a $2 million tax reserve released in 2018, higher property taxes of $1 million, and a $1
million increase resulting from new non-utility assets at DTE Sustainable Generation.
Asset (gains) losses and impairments, net increased $28 million in 2020 and $14 million in 2019. The increase in 2020 was primarily due to a $41 million
write-off of capital expenditures related to incentive compensation, which were disallowed in the May 8, 2020 rate order from the MPSC, compared to losses of
$13 million in 2019. The increase in 2019 was primarily due to previously recorded capital expenditures of $13 million that were disallowed in the May 2, 2019
rate order.
36
Other (Income) and Deductions increased $81 million in 2020 and decreased $26 million in 2019. The increase in 2020 was primarily due to a change in
investment earnings (loss of $3 million in 2020 compared to a gain of $37 million in 2019), $30 million of contributions to the DTE Energy Foundation and other
not-for-profit organizations, and $22 million of higher interest expense. These increases were partially offset by a 2019 accrual of $6 million associated with an
environmental-related settlement. The decrease in 2019 was primarily due to a change in investment earnings (gain of $37 million in 2019 compared to a loss of
$11 million in 2018) and lower non-operating retirement benefits expense of $12 million, partially offset by higher interest expense of $32 million.
Income Tax Expense decreased $29 million in 2020 and $56 million in 2019. The decrease in 2020 was primarily due to higher amortization of the TCJA
regulatory liability and higher production tax credits, partially offset by higher earnings. The decrease in 2019 was primarily due to TCJA regulatory liability
amortization of $35 million and higher production tax credits.
Outlook — DTE Electric will continue to move forward in its efforts to achieve operational excellence, sustain strong cash flows, and earn its authorized
return on equity. DTE Electric expects that planned significant capital investments will result in earnings growth. DTE Electric will maintain a strong focus on
customers by increasing reliability and satisfaction while keeping customer rate increases affordable. Looking forward, additional factors may impact earnings
such as weather, the outcome of regulatory proceedings, benefit plan design changes, investment returns and changes in discount rate assumptions in benefit plans
and health care costs, uncertainty of legislative or regulatory actions regarding climate change, and effects of energy waste reduction programs.
DTE Electric is also monitoring the impacts of the COVID-19 pandemic on future operations and financial results. Refer to the "Executive Overview" and
"Outlook" sections above for DTE Energy's consideration of COVID-19 impacts on our business segments.
GAS
The Gas segment consists principally of DTE Gas. Gas results and outlook are discussed below:
Operating Revenues — Utility operations
Cost of gas — utility
Utility Margin
Operation and maintenance
Depreciation and amortization
Taxes other than income
Asset (gains) losses and impairments, net
Operating Income
Other (Income) and Deductions
Income Tax Expense
Net Income Attributable to DTE Energy Company
2020
2019
(In millions)
2018
1,414
356
1,058
496
157
84
14
307
73
48
186
$
$
1,482
427
1,055
515
144
80
—
316
69
62
185
$
$
1,436
446
990
502
133
73
—
282
65
67
150
$
$
Utility Margin increased $3 million in 2020 and $65 million in 2019. Revenues associated with certain mechanisms and surcharges are offset by related
expenses elsewhere in DTE Energy's Consolidated Statements of Operations.
37
The following table details changes in various Utility Margin components relative to the comparable prior period:
Implementation of new rates
Infrastructure recovery mechanism
Regulatory mechanism — EWR
Midstream storage and transportation revenues
TCJA rate reduction liability
Weather
Other regulatory mechanisms and other
Increase in Utility Margin
Gas Markets
Gas sales
End-user transportation
Intermediate transportation
Total Gas sales
2020
2019
(In millions)
$
$
32
17
9
4
(9)
(46)
(4)
3
$
$
2020
2019
(In Bcf)
2018
126
180
306
477
783
139
185
324
497
821
32
3
2
20
—
8
—
65
135
187
322
329
651
Sales changes are primarily due to more unfavorable weather in 2020 compared to 2019 and more favorable weather in 2019 compared to 2018. Intermediate
transportation volumes fluctuate based on available market opportunities.
Operation and maintenance expense decreased $19 million in 2020 and increased $13 million in 2019. The decrease in 2020 was primarily due to lower gas
operations expense of $36 million, partially offset by higher EWR program expenses of $7 million, higher corporate overhead costs of $3 million, and a $6 million
adjustment in 2019 to defer expenses previously accrued for a new customer billing system. The increase in 2019 was primarily due to higher gas operations
expenses of $22 million, higher customer service costs and related administrative expenses of $7 million, and higher EWR expenses of $2 million, partially offset
by decreased uncollectible expense of $14 million and a $6 million adjustment in 2019 to defer expenses previously accrued for a new customer billing system.
Depreciation and amortization expense increased $13 million in 2020 and $11 million in 2019. The increase in 2020 was primarily due to a higher
depreciable base and change in depreciation rates effective October 2020. The increase in 2019 was primarily due to a higher depreciable base.
Taxes other than income increased $4 million in 2020 and $7 million in 2019. The 2020 increase was primarily due to higher property taxes of $8 million,
partially offset by lower payroll taxes of $3 million, which was primarily attributable to employee retention credits recognized pursuant to the CARES Act. The
2019 increase was primarily due to higher property taxes.
Asset (gains) losses and impairments, net increased $14 million in 2020 primarily due to the write-off of capital expenditures related to incentive
compensation, which were disallowed in the July 17, 2020 rate case settlement.
Other (Income) and Deductions increased $4 million in 2020 and $4 million in 2019. The increase in 2020 was primarily due to lower investments earnings
of $2 million and higher interest expense of $2 million. The increase in 2019 was primarily due to higher interest expense of $8 million, partially offset by lower
contributions to the DTE Energy Foundation and other not-for-profit organizations of $6 million.
Income Tax Expense decreased $14 million in 2020 and $5 million in 2019. The decrease in 2020 was primarily due to higher amortization of the TCJA
regulatory liability and lower earnings. The decrease in 2019 was primarily due to the absence of a $10 million TCJA expense recorded in 2018, partially offset by
higher earnings.
38
Outlook — DTE Gas will continue to move forward in its efforts to achieve operational excellence, sustain strong cash flows, and earn its authorized return
on equity. DTE Gas expects that planned significant infrastructure capital investments will result in earnings growth. Looking forward, additional factors may
impact earnings such as weather, the outcome of regulatory proceedings, benefit plan design changes, and investment returns and changes in discount rate
assumptions in benefit plans and health care costs. DTE Gas expects to continue its efforts to improve productivity and decrease costs while improving customer
satisfaction with consideration of customer rate affordability.
DTE Gas filed a rate case with the MPSC on February 12, 2021 requesting an increase in base rates of $195 million based on a projected twelve-month
period ending December 31, 2022. The requested increase in base rates is primarily due to an increase in net plant resulting from infrastructure investments and
operating and maintenance expenses. The rate filing also requested an increase in return on equity from 9.9% to 10.25% and includes projected changes in sales
and working capital. A final MPSC order in this case is expected by December 2021.
DTE Gas is also monitoring the impacts of the COVID-19 pandemic on future operations and financial results. Refer to the "Executive Overview" and
"Outlook" sections above for DTE Energy's consideration of COVID-19 impacts on our business segments.
GAS STORAGE AND PIPELINES
The Gas Storage and Pipelines segment consists of the non-utility gas pipelines and storage businesses. Gas Storage and Pipelines results and outlook are
discussed below:
Operating Revenues — Non-utility operations
Cost of sales — Non-utility
Operation and maintenance
Depreciation and amortization
Taxes other than income
Asset (gains) losses and impairments, net
Operating Income
Other (Income) and Deductions
Income Tax Expense
Net Income
Less: Net Income Attributable to Noncontrolling Interests
Net Income Attributable to DTE Energy Company
2020
2019
(In millions)
2018
$
$
754
21
151
151
15
(2)
418
(25)
116
327
12
315
$
$
501 $
18
120
94
8
1
260
(34)
74
220
16
204 $
485
22
103
82
8
—
270
(61)
68
263
28
235
Operating Revenues — Non-utility operations increased $253 million in 2020 and $16 million in 2019. The increase in 2020 was primarily due to higher
pipeline and gathering revenues from the first full year of Blue Union, as well as the LEAP pipeline which was placed in-service during the third quarter 2020.
These increases were partially offset by lower physical sales of gas from AGS customers and lower storage revenues. The 2019 increase was primarily due to one
month of activity for Blue Union in December 2019 and the first full year of Birdsboro Pipeline operations.
Cost of sales — Non-utility increased $3 million in 2020 and decreased $4 million in 2019. The increase in 2020 was primarily due to the first full year of
Blue Union, partially offset by lower physical purchases of gas from AGS customers. The decrease in 2019 was driven primarily by lower physical purchases of
gas from AGS customers.
Operation and maintenance expense increased $31 million in 2020 and $17 million in 2019. The 2020 increase was primarily due to the first full year of
Blue Union and transaction costs related to the planned spin-off of DTE Midstream, partially offset by cost savings initiatives. The 2019 increase was primarily
due to transaction costs associated with the Blue Union and LEAP acquisition and higher labor-related expenses.
Depreciation and amortization expense increased $57 million in 2020 and $12 million in 2019. The 2020 increase was primarily due to the first full year of
Blue Union. The 2019 increase was primarily due to additional pipeline and gathering assets placed into service during the year.
39
Taxes other than income increased $7 million in 2020 primarily related to property taxes incurred during the first full year of Blue Union.
Other (Income) and Deductions decreased $9 million in 2020 and $27 million in 2019. The 2020 decrease was primarily due to interest expense related to
the Blue Union acquisition, partially offset by a post-acquisition settlement of $20 million and higher earnings from pipeline investments. The 2019 decrease was
primarily due to lower earnings from pipeline investments and higher interest expense.
Income Tax Expense increased $42 million in 2020 and $6 million in 2019. The 2020 increase was primarily due to higher earnings. The 2019 increase was
primarily due to tax impacts from placing the NEXUS pipeline in-service in late 2018, partially offset by lower earnings.
Net Income Attributable to Noncontrolling Interests decreased $4 million in 2020 and $12 million in 2019. The decrease in both periods was primarily due to
the May 2019 purchase of an additional 30% ownership interest in SGG.
Outlook — DTE Energy believes its long-term agreements with producers and the quality of the natural gas reserves in the Marcellus/Utica and Haynesville
shale regions soundly position the business for future revenues. Gas Storage and Pipelines will continue to execute quality investments, with a focus on continued
organic growth from well-positioned existing assets.
Recent declines in commodity prices can have a negative impact on customers of Gas Storage and Pipelines if sustained for an extended period. DTE Energy
continues to work with its customers by executing short, medium, and long-term storage, gathering, and transportation contracts.
On October 27, 2020, DTE Energy announced that its Board of Directors has authorized management to pursue a plan to spin-off the DTE Midstream
business. DTE Energy expects to complete the separation by mid-year 2021, subject to final approval by its Board of Directors and satisfaction of other conditions.
Refer to Note 4 to the Consolidated Financial Statements in Item 8 of this Report, “Acquisitions and Dispositions,” for additional information.
POWER AND INDUSTRIAL PROJECTS
The Power and Industrial Projects segment is comprised primarily of projects that deliver energy and utility-type products and services to industrial,
commercial, and institutional customers, produce reduced emissions fuel, and sell electricity and pipeline-quality gas from renewable energy projects. Power and
Industrial Projects results and outlook are discussed below:
Operating Revenues — Non-utility operations
Fuel, purchased power, and gas — non-utility
Non-utility Margin
Operation and maintenance
Depreciation and amortization
Taxes other than income
Asset (gains) losses and impairments, net
Operating Loss
Other (Income) and Deductions
Income Taxes
Expense (Benefit)
Production Tax Credits
Net Income
Less: Net Loss Attributable to Noncontrolling Interests
Net Income Attributable to DTE Energy Company
2020
2019
(In millions)
2018
$
$
1,224
901
323
294
72
10
(18)
(35)
(120)
26
(66)
(40)
125
(9)
134
$
$
$
1,560
1,220
340
328
69
11
1
(69)
(126)
20
(83)
(63)
120
(13)
133 $
2,204
1,888
316
363
67
12
27
(153)
(89)
(7)
(188)
(195)
131
(30)
161
40
Operating Revenues — Non-utility operations decreased $336 million in 2020 and $644 million in 2019. The changes are due to the following:
Lower production and sale of membership interests in the REF business
Lower demand in the Steel business
Expired contracts in the Renewables business
New projects and higher production in the Renewables business
New projects in the On-site business
Sale of membership interests and project terminations in the REF business
Expired contract in the Renewables business
Higher prices in the Steel business
Other
Non-utility Margin decreased $17 million in 2020 and increased $24 million in 2019. The changes are due to the following:
Lower demand in the Steel business
Expired contracts in the Renewables business
New projects in the On-site business
New projects and higher production in the Renewables business
Other
Sale of membership interests and project terminations in the REF business
Higher prices in the Steel business
Expired contract in the Renewables business
Other
2020
(In millions)
(234)
(142)
(21)
30
31
(336)
2019
(In millions)
(645)
(17)
24
(6)
(644)
2020
(In millions)
(50)
(18)
22
27
2
(17)
22
19
(18)
1
24
2019
(In millions)
$
$
$
$
$
$
$
$
Operation and maintenance expense decreased $34 million in 2020 and $35 million in 2019. The 2020 decrease was primarily due to $46 million of lower
maintenance spending associated with lower production and terminated contracts, partially offset by $12 million of costs associated with new projects. The 2019
decrease was primarily due to $33 million associated with the sale of membership interests in the REF business and $9 million of lower spend in the Renewables
business primarily due to an expired contract, partially offset by $7 million of higher maintenance spend in the Steel business.
Asset (gains) losses and impairments, net increased $19 million in 2020 from the net loss of $1 million in 2019, and increased by $26 million in 2019 from
the net loss of $27 million in 2018. The 2020 increase was primarily due to $11 million in the Steel business for an asset sale and the write-off of environmental
liabilities upon completing site remediation, $4 million for the sale of assets in the On-site business, and $2 million for the divestiture of a project in the
Renewables business.
The 2019 increase was primarily due to higher losses incurred in 2018, including a $15 million liability adjustment related to contingent consideration and an
$8 million asset write-off in the Renewables business in anticipation of a contract ending in 2020.
41
Other (Income) and Deductions decreased $6 million in 2020 and increased $37 million in 2019. The 2020 decrease was primarily due to a $22 million
settlement charge associated with a qualified pension plan in the Steel business and a change in insurance proceeds in the REF and Renewables businesses ($7
million received in 2019). This decrease was partially offset by $12 million of higher interest income associated with lease transactions in the On-site business and
$11 million of profit recognized from the sale of membership interests in the REF business. The 2019 increase was primarily due to the sale of membership
interests in the REF business and higher equity earnings at various projects.
Income Taxes — Production Tax Credits decreased by $17 million in 2020 and $105 million in 2019. The decrease in both periods was primarily due to the
sale of membership interests in the REF business.
Net Loss Attributable to Noncontrolling Interests decreased by $4 million in 2020 and $17 million in 2019. The 2020 decrease was primarily due to lower
production in the REF business. The 2019 decrease was primarily due to the sale of membership interests in the REF business.
Outlook — Power and Industrial Projects will continue to leverage its extensive energy-related operating experience and project management capability to
develop additional energy and renewable natural gas projects to serve energy intensive industrial customers in addition to optimizing the REF facilities until the
phase-out at the end of 2021. Beginning in 2022, Power and Industrial Projects expects decreases in Other Income and Production Tax Credits that will cause a
corresponding reduction to Net Income as REF facilities will cease operations. Over the long-term, Power and Industrial Projects expects that growth in industrial
energy services projects and renewable energy projects will offset the decreases to Net Income caused by the REF phase-out.
Power and Industrial Projects is also monitoring all other impacts from the COVID-19 pandemic on future operations and financial results. Refer to the
"Executive Overview" and "Outlook" sections above for DTE Energy's consideration of COVID-19 impacts on our business segments.
ENERGY TRADING
Energy Trading focuses on physical and financial power, natural gas and environmental marketing and trading, structured transactions, enhancement of
returns from its asset portfolio, and optimization of contracted natural gas pipeline transportation and storage positions. Energy Trading also provides natural gas,
power, environmental and related services, which may include the management of associated storage and transportation contracts on the customers' behalf and the
supply or purchase of environmental attributes to various customers. Energy Trading results and outlook are discussed below:
Operating Revenues — Non-utility operations
Purchased power and gas — non-utility
Non-utility Margin
Operation and maintenance
Depreciation and amortization
Taxes other than income
Operating Income
Other (Income) and Deductions
Income Tax Expense
Net Income Attributable to DTE Energy Company
2020
2019
(In millions)
2018
3,863
3,725
138
77
5
4
52
4
12
36
$
$
4,610
4,455
155
75
6
4
70
4
17
49
$
$
5,557
5,417
140
75
5
5
55
3
13
39
$
$
Operating Revenues — Non-utility operations and Purchased power and gas — non-utility were impacted by a decrease in gas prices for the years ended
December 31, 2020 and 2019, primarily in the gas structured strategy.
42
Non-utility Margin decreased $17 million in 2020 and increased $15 million in 2019. The change in both periods was primarily due to timing from the
unrealized and realized margins presented in the following tables:
Unrealized Margins
(a)
Favorable results, primarily in gas structured, environmental trading, and power full requirements strategies
Unfavorable results, primarily in gas transportation and gas full requirements strategies
(b)
Realized Margins
(a)
Favorable results, primarily in power full requirements, gas trading, and gas storage strategies
Unfavorable results, primarily in environmental trading, power trading, gas structured, and gas transportation strategies
(c)
Decrease in Non-utility Margin
2020
(In millions)
83
(58)
25
21
(63)
(42)
(17)
$
$
_______________________________________
(a) Natural gas structured transactions typically involve a physical purchase or sale of natural gas in the future and/or natural gas basis financial instruments which are derivatives and a related
non-derivative pipeline transportation contract. These gas structured transactions can result in significant earnings volatility as the derivative components are marked-to-market without
revaluing the related non-derivative contracts.
(b) Amount includes $15 million of timing related losses related to gas strategies which will reverse in future periods as the underlying contracts settle.
(c) Amount includes $10 million of timing related gains related to gas strategies recognized in previous periods that reversed as the underlying contracts settled.
Unrealized Margins
(a)
Favorable results, primarily in gas structured and gas transportation strategies
Unfavorable results, primarily in environmental and gas trading, and power full requirements strategies
(b)
Realized Margins
(a)
Favorable results, primarily in power full requirements, environmental trading, and gas transportation strategies
Unfavorable results, primarily in gas structured and gas full requirements strategies
(c)
Increase in Non-utility Margin
2019
(In millions)
104
(28)
76
74
(135)
(61)
15
$
$
_______________________________________
(a) Natural gas structured transactions typically involve a physical purchase or sale of natural gas in the future and/or natural gas basis financial instruments which are derivatives and a related
non-derivative pipeline transportation contract. These gas structured transactions can result in significant earnings volatility as the derivative components are marked-to-market without
revaluing the related non-derivative contracts.
(b) Amount includes $87 million of timing related losses related to gas strategies which will reverse in future periods as the underlying contracts settle.
(c) Amount includes $61 million of timing related gains related to gas strategies recognized in previous periods that reversed as the underlying contracts settled.
Outlook — In the near-term, Energy Trading expects market conditions to remain challenging. The profitability of this segment may be impacted by the
volatility in commodity prices and the uncertainty of impacts associated with regulatory changes, and changes in operating rules of RTOs. Significant portions of
the Energy Trading portfolio are economically hedged. Most financial instruments, physical power and natural gas contracts, and certain environmental contracts
are deemed derivatives; whereas, natural gas and environmental inventory, contracts for pipeline transportation, storage assets, and some environmental contracts
are not derivatives. As a result, Energy Trading will experience earnings volatility as derivatives are marked-to-market without revaluing the underlying non-
derivative contracts and assets. Energy Trading's strategy is to economically manage the price risk of these underlying non-derivative contracts and assets with
futures, forwards, swaps, and options. This results in gains and losses that are recognized in different interim and annual accounting periods.
See also the "Fair Value" section herein and Notes 13 and 14 to the Consolidated Financial Statements in Item 8 of this Report, "Fair Value" and "Financial
and Other Derivative Instruments," respectively.
43
CORPORATE AND OTHER
Corporate and Other includes various holding company activities, holds certain non-utility debt, and holds certain investments, including funds supporting
regional development and economic growth. The 2020 net loss of $80 million represents a decrease of $36 million from the 2019 net loss of $116 million. This
decrease was primarily due a tax adjustment recorded in 2020 pursuant to the CARES Act, which allowed the carryback of net operating losses five years for tax
years 2018 through 2020. This enabled DTE Energy to carryback 2018 net operating losses to 2013 and resulted in a $34 million reduction to Income Tax Expense.
Refer to Note 11 to the Consolidated Financial Statements in Item 8 of this Report, "Income Taxes", for additional information regarding the CARES Act and
related impacts.
The 2019 net loss of $116 million represents a decrease of $13 million from the 2018 net loss of $129 million. This decrease was primarily due to lower state
income taxes and decreased contributions to not-for-profit organizations, partially offset by higher interest expense and impairment of an equity method
investment.
CAPITAL RESOURCES AND LIQUIDITY
Cash Requirements
DTE Energy uses cash to maintain and invest in the electric and natural gas utilities, to grow the non-utility businesses, to retire and pay interest on long-
term debt, and to pay dividends. DTE Energy believes it will have sufficient internal and external capital resources to fund anticipated capital and operating
requirements. DTE Energy expects that cash from operations in 2021 will be approximately $3.0 billion. DTE Energy anticipates base level utility capital
investments, including environmental, renewable, and energy waste reduction expenditures; expenditures for non-utility businesses; and contributions to equity
method investees in 2021 of approximately $4.2 billion. DTE Energy plans to seek regulatory approval to include utility capital expenditures in regulatory rate
base consistent with prior treatment. Capital spending for growth of existing or new non-utility businesses will depend on the existence of opportunities that meet
strict risk-return and value creation criteria.
Refer to the "Capital Investments" section above for additional information on DTE Energy's capital strategy and estimated spend over the next five years.
Any capital commitments are also included in the disclosure of Purchase Commitments within Note 19 to the Consolidated Financial Statements, "Commitments
and Contingencies."
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period
Net cash from operating activities
Net cash used for investing activities
Net cash from financing activities
Net Increase (Decrease) in Cash, Cash Equivalents, and Restricted Cash
Cash, Cash Equivalents, and Restricted Cash at End of Period
Cash from Operating Activities
2020
2019
(In millions)
2018
$
$
93
3,697
(4,070)
796
423
516
$
$
76
2,649
(5,732)
3,100
17
93
$
$
89
2,680
(3,347)
654
(13)
76
A majority of DTE Energy's operating cash flows are provided by the electric and natural gas utilities, which are significantly influenced by factors such as
weather, electric retail access, regulatory deferrals, regulatory outcomes, economic conditions, changes in working capital, and operating costs.
Net cash from operations increased $1.0 billion in 2020. The increase was primarily due to an increase in Net Income, Depreciation and amortization, and
cash from tax refunds and working capital items.
Net cash from operations decreased $31 million in 2019. The reduction was primarily due to a decrease in cash from working capital items, partially offset
by an increase in non-cash items, primarily Deferred income taxes and Depreciation and amortization.
44
The change in working capital items in 2020 was primarily due to an increase in cash related to Accounts receivable, net, Accounts payable, and Other
current and noncurrent assets and liabilities, partially offset by a decrease in cash related to Prepaid postretirement benefit costs and Regulatory assets and
liabilities. The change in working capital items in 2019 was primarily related to an increase in cash used for Accounts payable and Other current and noncurrent
assets and liabilities, partially offset by an increase in cash related to Accounts receivable, net, Accrued pension and postretirement costs, and Regulatory assets
and liabilities.
Cash used for Investing Activities
Cash inflows associated with investing activities are primarily generated from the sale of assets, while cash outflows are the result of plant and equipment
expenditures and acquisitions. In any given year, DTE Energy looks to realize cash from under-performing or non-strategic assets or matured, fully valued assets.
Capital spending within the utility businesses is primarily to maintain and improve electric generation and the electric and natural gas distribution
infrastructure, and to comply with environmental regulations and renewable energy requirements.
Capital spending within the non-utility businesses is primarily for ongoing maintenance, expansion, and growth. DTE Energy looks to make growth
investments that meet strict criteria in terms of strategy, management skills, risks, and returns. All new investments are analyzed for their rates of return and cash
payback on a risk adjusted basis. DTE Energy has been disciplined in how it deploys capital and will not make investments unless they meet the criteria. For new
business lines, DTE Energy initially invests based on research and analysis. DTE Energy starts with a limited investment, evaluates the results, and either expands
or exits the business based on those results. In any given year, the amount of growth capital will be determined by the underlying cash flows of DTE Energy, with a
clear understanding of any potential impact on its credit ratings.
Net cash used for investing activities decreased $1.7 billion in 2020 due primarily to a decrease in Acquisitions related to business combinations, net of cash
acquired, primarily driven by DTE Energy's acquisition of Blue Union and LEAP in 2019 for net cash of $2.3 billion. The decrease was also due to lower
Contributions to equity method investees, partially offset by an increase in Plant and equipment expenditures.
Net cash used for investing activities increased $2.4 billion in 2019 due primarily to the acquisition of Blue Union and LEAP and higher Plant and
equipment expenditures, partially offset by lower Contributions to equity method investees.
Cash from Financing Activities
DTE Energy relies on both short-term borrowing and long-term financing as a source of funding for capital requirements not satisfied by its operations.
DTE Energy's strategy is to have a targeted debt portfolio blend of fixed and variable interest rates and maturity. DTE Energy targets balance sheet financial
metrics to ensure it is consistent with the objective of a strong investment grade debt rating.
Net cash from financing activities decreased $2.3 billion in 2020. The decrease was primarily due to the issuance of equity units and common stock
associated with the acquisition of Blue Union and LEAP in 2019, as well as an increase in cash used for Short-term borrowings, net and the Acquisition related
deferred payment in 2020. These decreases were partially offset by higher cash from Issuances of long-term debt, net of issuance costs and lower Purchases of
noncontrolling interest, principally SGG.
Net cash from financing activities increased $2.4 billion in 2019. The increase was primarily due to an increase in cash from issuances of long-term debt,
equity units, common stock, and short-term borrowings, partially offset by an increase in cash used for Redemptions of long-term debt and Purchases of
noncontrolling interests, principally SGG. The increased issuances in 2019 were primarily related to the acquisition of Blue Union and LEAP. For further details,
refer to the "Acquisition Financing" section of Note 15 to the Consolidated Financial Statements in Item 8. of this Report, "Long-Term Debt."
45
Outlook
DTE Energy expects cash flows from operations to increase over the long-term, primarily as a result of growth from the utility and non-utility businesses.
Growth in the utilities is expected to be driven primarily by capital spending which will increase the base from which rates are determined. Non-utility growth is
expected from additional investments, primarily in the Gas Storage and Pipelines and Power and Industrial Projects segments. Power and Industrial Projects cash
flows are expected to temporarily decrease beginning in 2022 as REF facilities will have ceased operations. Growth from new industrial energy services projects
and renewable energy investments are expected to offset these decreases over the long-term.
DTE Energy's intention to spin-off the DTE Midstream business could also reduce cash flows if the separation transaction is completed. However, DTE
Energy would still expect higher cash flows from operations over the long-term due to the growth of its utilities and other non-utility operations. DTE Energy will
continue to assess the impact of the potential spin-off transaction on its cash flows, including any financing activity related to the separation of DTE Midstream.
DTE Energy may be impacted by the timing of collection or refund of various recovery and tracking mechanisms as a result of timing of MPSC orders.
Energy prices are likely to be a source of volatility with regard to working capital requirements for the foreseeable future. DTE Energy continues its efforts to
identify opportunities to improve cash flows through working capital initiatives and maintaining flexibility in the timing and extent of long-term capital projects.
DTE Energy has $469 million in long-term debt, including finance leases, maturing in the next twelve months. The repayment of the debt is expected to be
made through internally generated funds or the issuance of new long-term debt.
DTE Energy has approximately $3.1 billion of available liquidity at December 31, 2020, consisting of cash and amounts available under unsecured revolving
credit agreements.
At the discretion of management and depending upon economic and financial market conditions, DTE Energy expects to issue equity up to $200 million in
2021. If issued, DTE Energy anticipates up to $100 million of these equity issuances will be made through contributions to the qualified pension plans at DTE
Electric. DTE Energy does not anticipate making any contributions to its other postretirement benefit plans in 2021. Any additional equity issuances are expected
to be made through the dividend reinvestment plan and other employee benefit plans.
To finance the acquisition of midstream natural gas assets in December 2019, DTE Energy issued equity units that will result in the issuance of common
stock in November 2022. This transaction is not expected to impact DTE Energy's cash flows. Future cash flow impacts will relate primarily to the payment of
DTE Energy's remaining stock purchase liability associated with the equity units. Refer to Note 15 to the Consolidated Financial Statements, "Long-Term Debt,"
for additional information. Over the long-term, DTE Energy does not have any other equity commitments and will continue to evaluate equity needs on an annual
basis in consideration of economic and financial market conditions.
DTE Energy has paid quarterly cash dividends for more than 100 consecutive years and expects to continue paying regular cash dividends in the future,
including approximately $0.8 billion in 2021. Any payment of future dividends is subject to approval by the Board of Directors and may depend on DTE Energy's
future earnings, capital requirements, and financial condition. Over the long-term, DTE Energy expects continued dividend growth and is targeting a payout ratio
consistent with pure-play utility companies.
Various subsidiaries and equity investees of DTE Energy have entered into contracts which contain ratings triggers and are guaranteed by DTE Energy.
These contracts contain provisions which allow the counterparties to require that DTE Energy post cash or letters of credit as collateral in the event that DTE
Energy's credit rating is downgraded below investment grade. Certain of these provisions (known as "hard triggers") state specific circumstances under which DTE
Energy can be required to post collateral upon the occurrence of a credit downgrade, while other provisions (known as "soft triggers") are not as specific. For
contracts with soft triggers, it is difficult to estimate the amount of collateral which may be requested by counterparties and/or which DTE Energy may ultimately
be required to post. The amount of such collateral which could be requested fluctuates based on commodity prices (primarily natural gas, power, environmental,
and coal) and the provisions and maturities of the underlying transactions. As of December 31, 2020, DTE Energy's contractual obligation to post collateral in the
form of cash or letters of credit in the event of a downgrade to below investment grade, under both hard trigger and soft trigger provisions, was $428 million.
46
DTE Energy is actively monitoring the impact of the COVID-19 pandemic on capital markets and any related effects to our cost of capital. During 2020,
concerns over the pandemic led to an impact in liquidity in the commercial paper market and increases to related borrowing costs. Despite these impacts, the
Registrants have maintained adequate liquidity due to the availability of committed credit facilities, and by raising additional liquidity through term loans and the
public issuance of debt, while paying off maturing commercial paper.
DTE Energy believes it will have sufficient operating flexibility, cash resources and funding sources to maintain adequate amounts of liquidity and to meet
future operating cash and capital expenditure needs. However, virtually all DTE Energy's businesses are capital intensive, or require access to capital, and the
inability to access adequate capital could adversely impact earnings and cash flows.
See Notes 10, 11, 15, 17, 19, and 21 to the Consolidated Financial Statements in Item 8 of this Report, "Regulatory Matters," "Income Taxes," "Long-Term
Debt," "Short-Term Credit Arrangements and Borrowings," "Commitments and Contingencies," and "Retirement Benefits and Trusteed Assets," respectively.
47
Contractual Obligations
The following table details DTE Energy's, including DTE Electric's, contractual obligations for debt redemptions, leases, purchase obligations, and other
long-term obligations as of December 31, 2020:
Long-term debt:
Mortgage bonds, notes, and other
Junior subordinated debentures
(b)
Finance lease obligations
Interest
(a)
(c)
Stock purchase contract
Operating leases
Electric, gas, fuel, transportation, and storage purchase obligations
Long-term DTE Electric renewable energy power purchase agreements
Other purchase obligations
(d)
(e)(f)
Total obligations
(g)(h)
Total
2021
2022-2023
(In millions)
2024-2025
2026 and
Thereafter
$
$
18,393
1,210
34
11,655
104
172
5,144
1,291
1,060
39,063
$
$
462
—
8
682
52
37
2,048
81
869
4,239
$
$
4,643
—
16
1,251
52
53
1,663
180
103
7,961
$
$
2,645
—
3
1,029
—
21
661
186
70
4,615
$
$
10,643
1,210
7
8,693
—
61
772
844
18
22,248
_______________________________________
(a) Excludes $25 million of unamortized debt discount and $104 million of unamortized debt issuance costs.
(b) Excludes $35 million of unamortized debt issuance costs.
(c)
(d) Excludes amounts associated with full requirements contracts where no stated minimum purchase volume is required and $58 million of obligations between DTE Electric and affiliates of
Includes $3 million of interest.
DTE Energy.
(e) The agreements represent the minimum obligations with suppliers for renewable energy and renewable energy credits under existing contract terms which expire from 2030 through 2035.
DTE Electric's share of plant output ranges from 28% to 100%.
(f) Excludes $51 million of power purchase agreements between DTE Electric and non-utility affiliates of DTE Energy.
(g) Excludes $316 million of other long-term liabilities that do not reflect contractual obligations or for which the timing of payments cannot be reasonably estimated, including $10 million of
liabilities for unrecognized tax benefits.
(h) At December 31, 2020, DTE Energy met the minimum pension funding levels required under the Employee Retirement Income Security Act of 1974 (ERISA) and the Pension Protection
Act of 2006 for the defined benefit pension plans. DTE Energy may contribute more than the minimum funding requirements for the pension plans and may also make contributions to
other postretirement benefit plans; however, these amounts are not included in the table above as such amounts are discretionary. Planned funding levels are disclosed in the "Capital
Resources and Liquidity" and "Critical Accounting Estimates" sections herein and in Note 21 to the Consolidated Financial Statements in Item 8 of this Report, "Retirement Benefits and
Trusteed Assets."
Credit Ratings
Credit ratings are intended to provide banks and capital market participants with a framework for comparing the credit quality of securities and are not a
recommendation to buy, sell, or hold securities. DTE Energy, DTE Electric, and DTE Gas' credit ratings affect their costs of capital and other terms of financing,
as well as their ability to access the credit and commercial paper markets. DTE Energy, DTE Electric, and DTE Gas' management believes that the current credit
ratings provide sufficient access to capital markets. However, disruptions in the banking and capital markets not specifically related to DTE Energy, DTE Electric,
and DTE Gas may affect their ability to access these funding sources or cause an increase in the return required by investors.
48
As part of the normal course of business, DTE Electric, DTE Gas, and various non-utility subsidiaries of DTE Energy routinely enter into physical or
financially settled contracts for the purchase and sale of electricity, natural gas, coal, capacity, storage, and other energy-related products and services. Certain of
these contracts contain provisions which allow the counterparties to request that DTE Energy posts cash or letters of credit in the event that the senior unsecured
debt rating of DTE Energy is downgraded below investment grade. The amount of such collateral which could be requested fluctuates based upon commodity
prices and the provisions and maturities of the underlying transactions and could be substantial. Also, upon a downgrade below investment grade, DTE Energy,
DTE Electric, and DTE Gas could have restricted access to the commercial paper market, and if DTE Energy is downgraded below investment grade, the non-
utility businesses, especially the Energy Trading and Power and Industrial Projects segments, could be required to restrict operations due to a lack of available
liquidity. A downgrade below investment grade could potentially increase the borrowing costs of DTE Energy, DTE Electric, and DTE Gas and their subsidiaries
and may limit access to the capital markets. The impact of a downgrade will not affect DTE Energy, DTE Electric, and DTE Gas' ability to comply with existing
debt covenants. While DTE Energy, DTE Electric, and DTE Gas currently do not anticipate such a downgrade, they cannot predict the outcome of current or future
credit rating agency reviews.
In April 2020, Fitch Ratings downgraded DTE Energy's unsecured debt rating from BBB+ to BBB. The downgrade primarily reflects increased leverage and
business risk associated with DTE Energy's acquisition of midstream natural gas assets in December 2019. Refer to Note 4 to the Consolidated Financial
Statements, "Acquisitions and Dispositions," for additional information. The downgrade has not negatively impacted DTE Energy's liquidity or access to the
capital markets.
In October 2020, DTE Energy announced its intent to spin-off its Midstream business. We do not expect the separation transaction to negatively impact DTE
Energy's credit ratings, liquidity, or access to the capital markets.
CRITICAL ACCOUNTING ESTIMATES
The preparation of the Registrants' Consolidated Financial Statements in conformity with generally accepted accounting principles requires that management
apply accounting policies and make estimates and assumptions that affect results of operations and the amounts of assets and liabilities reported in the
Consolidated Financial Statements. The Registrants' management believes that the areas described below require significant judgment in the application of
accounting policy or in making estimates and assumptions in matters that are inherently uncertain and that may change in subsequent periods. Additional
discussion of these accounting policies can be found in the Combined Notes to Consolidated Financial Statements in Item 8 of this Report.
Regulation
A significant portion of the Registrants' businesses are subject to regulation. This results in differences in the application of generally accepted accounting
principles between regulated and non-regulated businesses. DTE Electric and DTE Gas are required to record regulatory assets and liabilities for certain
transactions that would have been treated as revenue or expense in non-regulated businesses. Future regulatory changes or changes in the competitive environment
could result in the discontinuance of this accounting treatment for regulatory assets and liabilities for some or all of the Registrants' businesses. The Registrants'
management believes that currently available facts support the continued use of regulatory assets and liabilities and that all regulatory assets and liabilities are
recoverable or refundable in the current rate environment.
See Note 10 to the Consolidated Financial Statements in Item 8 of this Report, "Regulatory Matters."
Derivatives
Derivatives are generally recorded at fair value and shown as Derivative assets or liabilities. Changes in the fair value of the derivative instruments are
recognized in earnings in the period of change. The normal purchases and normal sales exception requires, among other things, physical delivery in quantities
expected to be used or sold over a reasonable period in the normal course of business. Contracts that are designated as normal purchases and normal sales are not
recorded at fair value. Substantially all of the commodity contracts entered into by DTE Electric and DTE Gas meet the criteria specified for this exception.
49
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at
the measurement date in a principal or most advantageous market. Fair value is a market-based measurement that is determined based on inputs, which refer
broadly to assumptions that market participants use in pricing assets or liabilities. These inputs can be readily observable, market corroborated, or generally
unobservable inputs. The Registrants make certain assumptions they believe that market participants would use in pricing assets or liabilities, including
assumptions about risk, and the risks inherent in the inputs to valuation techniques. Credit risk of the Registrants and their counterparties is incorporated in the
valuation of assets and liabilities through the use of credit reserves, the impact of which was immaterial at December 31, 2020 and 2019. The Registrants believe
they use valuation techniques that maximize the use of observable market-based inputs and minimize the use of unobservable inputs.
The fair values the Registrants calculate for their derivatives may change significantly as inputs and assumptions are updated for new information. Actual
cash returns realized on derivatives may be different from the results the Registrants estimate using models. As fair value calculations are estimates based largely
on commodity prices, the Registrants perform sensitivity analyses on the fair values of forward contracts. See the sensitivity analysis in Item 7A. of this report,
"Quantitative and Qualitative Disclosures About Market Risk." See also the "Fair Value" section herein.
See Notes 13 and 14 to the Consolidated Financial Statements in Item 8 of this Report, "Fair Value" and "Financial and Other Derivative Instruments,"
respectively.
Goodwill
Certain of DTE Energy's reporting units have goodwill or allocated goodwill resulting from business combinations. DTE Energy performs an impairment
test for each of the reporting units with goodwill annually or whenever events or circumstances indicate that the value of goodwill may be impaired.
In performing the impairment test, DTE Energy compares the fair value of the reporting unit to its carrying value including goodwill. If the carrying value
including goodwill were to exceed the fair value of a reporting unit, an impairment loss would be recognized. A goodwill impairment loss is measured as the
amount by which a reporting unit's carrying value exceeds fair value, not to exceed the carrying amount of goodwill.
DTE Energy estimates the reporting unit's fair value using standard valuation techniques, including techniques which use estimates of projected future
results and cash flows to be generated by the reporting unit. For certain reporting units, the fair values were calculated using a weighted combination of the income
approach, which estimates fair value based on discounted cash flows, and the market approach, which estimates fair value based on market comparables within the
utility and energy industries. The income approach includes a terminal value that utilizes an assumed long-term growth rate approach, which incorporates
management's assumptions regarding sustainable long-term growth of the reporting units. The income approach cash flow valuations involve a number of estimates
that require broad assumptions and significant judgment by management regarding future performance.
One of the most significant assumptions utilized in determining the fair value of reporting units under the market approach is implied market multiples for
certain peer companies. Management selects comparable peers based on each peer’s primary business mix, operations, and market capitalization compared to the
applicable reporting unit and calculates implied market multiples based on available projected earnings guidance and peer company market values as of the test
date.
DTE Energy performs an annual impairment test each October. In between annual tests, DTE Energy monitors its estimates and assumptions regarding
estimated future cash flows, including the impact of movements in market indicators in future quarters, and will update the impairment analyses if a triggering
event occurs. While DTE Energy believes the assumptions are reasonable, actual results may differ from projections. To the extent projected results or cash flows
are revised downward, the reporting unit may be required to write down all or a portion of its goodwill, which would adversely impact DTE Energy's earnings.
DTE Energy performed its annual impairment test as of October 1, 2020 and determined that the estimated fair value of each reporting unit exceeded its
carrying value, and no impairment existed.
50
The results of the test and key estimates that were incorporated are as follows as of the October 1, 2020 valuation date:
Reporting Unit
Electric
Gas
Gas Storage and Pipelines
Power and Industrial Projects
Energy Trading
Goodwill
(In millions)
Fair Value Reduction
%
(a)
Discount Rate
Valuation Methodology
(b)(c)
$
$
1,208
743
472
26
17
2,466
49 %
47 %
18 %
58 %
68 %
5.0 % DCF and market multiples analysis
5.0 % DCF and market multiples analysis
7.5 % DCF and market multiples analysis
7.1 % DCF
8.2 % DCF
______________________________________
(a) Percentage by which the fair value of equity of the reporting unit would need to decline to equal its carrying value, including goodwill.
(b) Discounted cash flows (DCF) incorporated 2021-2025 projected cash flows plus a calculated terminal value. For each of the reporting units, DTE Energy capitalized the terminal year cash
flows at the weighted average costs of capital (WACC) less an assumed long-term growth rate of 2.0%. Management applied equal weighting to the DCF and market multiples analysis,
where applicable, to determine the fair value of the respective reporting units.
(c) Due to lack of market comparable information for the Power & Industrial and Energy Trading reporting units, DTE Energy did not perform a market multiples analysis.
Business Combinations
The assets acquired and liabilities assumed in a business combination are recorded at their estimated fair values at the date of acquisition. The excess
purchase price over the fair value of net assets acquired is recognized as goodwill. The fair value of the assets acquired and liabilities assumed are determined
based on significant estimates and assumptions, including projected timing and amount of future cash flows and discount rates reflecting risk inherent in future
market prices. In some cases, DTE Energy engages independent third-party valuation firms to assist in determining the fair values. Refer to Note 4 to the
Consolidated Financial Statements, "Acquisitions and Dispositions."
Long-Lived Assets
The Registrants evaluate the carrying value of long-lived assets, excluding goodwill, when circumstances indicate that the carrying value of those assets may
not be recoverable. Conditions that could have an adverse impact on the cash flows and fair value of the long-lived assets are deteriorating business climate,
condition of the asset, or plans to dispose of the asset before the end of its useful life. The review of long-lived assets for impairment requires significant
assumptions about operating strategies and estimates of future cash flows, which require assessments of current and projected market conditions. An impairment
evaluation is based on an undiscounted cash flow analysis at the lowest level for which independent cash flows of long-lived assets can be identified from other
groups of assets and liabilities. Impairment may occur when the carrying value of the asset exceeds the future undiscounted cash flows. When the undiscounted
cash flow analysis indicates a long-lived asset is not recoverable, the amount of the impairment loss is determined by measuring the excess of the long-lived asset
over its fair value. An impairment would require the Registrants to reduce both the long-lived asset and current period earnings by the amount of the impairment,
which would adversely impact their earnings.
Pension and Other Postretirement Costs
DTE Energy sponsors both funded and unfunded defined benefit pension plans and other postretirement benefit plans for eligible employees of the
Registrants. The measurement of the plan obligations and cost of providing benefits under these plans involve various factors, including numerous assumptions and
accounting elections. When determining the various assumptions that are required, DTE Energy considers historical information as well as future expectations. The
benefit costs are affected by, among other things, the actual rate of return on plan assets, the long-term expected return on plan assets, the discount rate applied to
benefit obligations, the incidence of mortality, the expected remaining service period of plan participants, level of compensation and rate of compensation
increases, employee age, length of service, the anticipated rate of increase of health care costs, benefit plan design changes, and the level of benefits provided to
employees and retirees. Pension and other postretirement benefit costs attributed to the segments are included with labor costs and ultimately allocated to projects
within the segments, some of which are capitalized.
51
DTE Energy had pension costs of $148 million in 2020, $112 million in 2019, and $148 million in 2018. Other postretirement benefit credits were $49
million in 2020, $1 million in 2019, and $36 million in 2018. Pension costs and other postretirement benefit credits for 2020 were calculated based upon several
actuarial assumptions, including an expected long-term rate of return on plan assets of 7.10% for the pension plans and 7.20% for the other postretirement benefit
plans. In developing the expected long-term rate of return assumptions, DTE Energy evaluated asset class risk and return expectations, as well as inflation
assumptions. Projected returns are based on broad equity, bond, and other markets. DTE Energy's 2021 expected long-term rate of return on pension plan assets is
based on an asset allocation assumption utilizing active and passive investment management of 37% in equity markets, 38% in fixed income markets, including
long duration bonds, and 25% invested in other assets. DTE Energy's 2021 expected long-term rate of return on other postretirement plan assets is based on an
asset allocation assumption utilizing active and passive investment management of 23% in equity markets, 52% in fixed income markets, and 25% invested in
other assets. Because of market volatility, DTE Energy periodically reviews the asset allocation and rebalances the portfolio when considered appropriate. DTE
Energy is lowering its long-term rate of return assumption for the pension plans to 7.00% and lowering the other postretirement plans to 6.70% for 2021. DTE
Energy believes these rates are reasonable assumptions for the long-term rates of return on the plans' assets for 2021 given their respective asset allocations and
DTE's capital market expectations. DTE Energy will continue to evaluate the actuarial assumptions, including its expected rate of return, at least annually.
DTE Energy calculates the expected return on pension and other postretirement benefit plan assets by multiplying the expected return on plan assets by the
market-related value (MRV) of plan assets at the beginning of the year, taking into consideration anticipated contributions and benefit payments that are to be
made during the year. Current accounting rules provide that the MRV of plan assets can be either fair value or a calculated value that recognizes changes in fair
value in a systematic and rational manner over not more than five years. For the pension plans, DTE Energy uses a calculated value when determining the MRV of
the pension plan assets and recognizes changes in fair value over a three-year period. Accordingly, the future value of assets will be impacted as previously
deferred gains or losses are recognized. Favorable asset performance in 2020 resulted in unrecognized net gains. As of December 31, 2020, DTE Energy had $507
million of cumulative gains related to investment performance in prior years that were not yet recognized in the calculation of the MRV of pension assets. For
other postretirement benefit plans, DTE Energy uses fair value when determining the MRV of plan assets, therefore all investment gains and losses have been
recognized in the calculation of MRV for these plans.
The discount rate that DTE Energy utilizes for determining future pension and other postretirement benefit obligations is based on a yield curve approach
and a review of bonds that receive one of the two highest ratings given by a recognized rating agency. The yield curve approach matches projected pension plan
and other postretirement benefit payment streams with bond portfolios reflecting actual liability duration unique to the plans. The discount rate determined on this
basis was 2.57% for the pension and 2.58% for the other postretirement plans at December 31, 2020 compared to 3.28% and 3.29%, respectively, for the pension
and other postretirement plans at December 31, 2019.
DTE Energy changed the mortality assumptions as of December 31, 2020 to reflect recent plan experience and the updated base tables and projection scales
published by the Society of Actuaries. The mortality assumptions used at December 31, 2020 are the PRI-2012 mortality table projected to 2018 using Scale MP-
2019, and projected forward from 2018 using Scale MP-2020 with generational projection. The base mortality tables vary by type of plan, employee's union status
and employment status, with additional adjustments to reflect the actual experience and credibility of each population.
DTE Energy estimates that total pension costs will be approximately $136 million in 2021, compared to $148 million in 2020. The 2020 total pension costs
included $25 million of one-time settlement charges. Excluding these charges, total pension costs are expected to increase from 2020 to 2021, which is primarily
due to a lower discount rate and expected rate of return. The 2021 other postretirement benefit credit is estimated at approximately $39 million compared to $49
million in 2020. The expected decrease in the credit is primarily due to a lower discount rate and expected rate of return.
The health care trend rates for DTE Energy assume 6.75% for pre-65 participants and 7.25% for post-65 participants for 2021, trending down to 4.50% for
both pre-65 and post-65 participants in 2033.
Future actual pension and other postretirement benefit costs or credits will depend on future investment performance, changes in future discount rates, and
various other factors related to plan design.
52
Lowering the expected long-term rate of return on the plan assets by one percentage point would have increased the 2020 pension costs by approximately
$47 million. Lowering the discount rate and the salary increase assumptions by one percentage point would have increased the 2020 pension costs by
approximately $23 million. Lowering the expected long-term rate of return on plan assets by one percentage point would have decreased the 2020 other
postretirement credit by approximately $18 million. Lowering the discount rate and the salary increase assumptions by one percentage point would have decreased
the 2020 other postretirement credit by approximately $18 million.
The value of the qualified pension and other postretirement benefit plan assets was $7.5 billion at December 31, 2020 and $6.8 billion at December 31, 2019.
At December 31, 2020, DTE Energy's qualified pension plans were underfunded by $653 million and its other postretirement benefit plans were overfunded by
$153 million. In 2020, the funded status of the pension plans improved as plan sponsor contributions and favorable asset returns were partially offset by a decrease
in discount rates. The funded status of the other postretirement benefit plans improved as favorable asset returns and a favorable change in healthcare cost
assumptions were partially offset by a decrease in discount rates.
Pension and other postretirement costs and pension cash funding requirements may increase in future years without typical returns in the financial markets.
DTE Energy made contributions to its qualified pension plans of $92 million in 2020 and $150 million in 2019. At the discretion of management, consistent with
the Pension Protection Act of 2006, and depending upon financial market conditions, DTE Energy anticipates making contributions to its qualified pension plans of
up to $107 million in 2021 and up to $128 million over the next five years. DTE Energy did not make other postretirement benefit plan contributions in 2020 or
2019. DTE Energy does not anticipate making any contributions to its other postretirement plans in 2021 or over the next five years. The planned pension
contributions will be made in cash and/or DTE Energy common stock.
See Note 21 to the Consolidated Financial Statements in Item 8 of this Report, "Retirement Benefits and Trusteed Assets."
Legal Reserves
The Registrants are involved in various legal proceedings, claims, and litigation arising in the ordinary course of business. The Registrants regularly assess
their liabilities and contingencies in connection with asserted or potential matters and establish reserves when appropriate. Legal reserves are based upon the
Registrants' management’s assessment of pending and threatened legal proceedings and claims against the Registrants.
Accounting for Tax Obligations
The Registrants are required to make judgments regarding the potential tax effects of various financial transactions and results of operations in order to
estimate their obligations to taxing authorities. The Registrants account for uncertain income tax positions using a benefit recognition model with a two-step
approach, a more-likely-than-not recognition criterion, and a measurement attribute that measures the position as the largest amount of tax benefit that is greater
than 50% likely of being realized upon ultimate settlement. If the benefit does not meet the more likely than not criteria for being sustained on its technical merits,
no benefit will be recorded. Uncertain tax positions that relate only to timing of when an item is included on a tax return are considered to have met the recognition
threshold. The Registrants also have non-income tax obligations related to property, sales and use, and employment-related taxes, and ongoing appeals related to
these tax matters.
Accounting for tax obligations requires judgments, including assessing whether tax benefits are more likely than not to be sustained, and estimating reserves
for potential adverse outcomes regarding tax positions that have been taken. The Registrants also assess their ability to utilize tax attributes, including those in the
form of carry-forwards, for which the benefits have already been reflected in the Consolidated Financial Statements. The Registrants believe the resulting tax
reserve balances as of December 31, 2020 and 2019 are appropriate. The ultimate outcome of such matters could result in favorable or unfavorable adjustments to
the Registrants' Consolidated Financial Statements, and such adjustments could be material.
See Note 11 to the Consolidated Financial Statements in Item 8 of this Report, "Income Taxes."
NEW ACCOUNTING PRONOUNCEMENTS
See Note 3 to the Consolidated Financial Statements in Item 8 of this Report, "New Accounting Pronouncements."
53
FAIR VALUE
Derivatives are generally recorded at fair value and shown as Derivative assets or liabilities. Contracts DTE Energy typically classifies as derivative
instruments include power, natural gas, some environmental contracts, and certain forwards, futures, options and swaps, and foreign currency exchange contracts.
Items DTE Energy does not generally account for as derivatives include natural gas and environmental inventory, pipeline transportation contracts, storage assets,
and some environmental contracts. See Notes 13 and 14 to the Consolidated Financial Statements in Item 8 of this Report, "Fair Value" and "Financial and Other
Derivative Instruments," respectively.
The tables below do not include the expected earnings impact of non-derivative natural gas storage, transportation, certain power contracts, and some
environmental contracts which are subject to accrual accounting. Consequently, gains and losses from these positions may not match with the related physical and
financial hedging instruments in some reporting periods, resulting in volatility in the Registrants' reported period-by-period earnings; however, the financial impact
of the timing differences will reverse at the time of physical delivery and/or settlement.
The Registrants manage their MTM risk on a portfolio basis based upon the delivery period of their contracts and the individual components of the risks
within each contract. Accordingly, the Registrants record and manage the energy purchase and sale obligations under their contracts in separate components based
on the commodity (e.g. electricity or natural gas), the product (e.g. electricity for delivery during peak or off-peak hours), the delivery location (e.g. by region), the
risk profile (e.g. forward or option), and the delivery period (e.g. by month and year).
The Registrants have established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value in three broad levels. The
fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to
unobservable inputs (Level 3). For further discussion of the fair value hierarchy, see Note 13 to the Consolidated Financial Statements in Item 8 of this Report,
"Fair Value."
The following table provides details on changes in DTE Energy's MTM net asset (or liability) position:
MTM at December 31, 2019
Reclassified to realized upon settlement
Changes in fair value recorded to income
Amounts recorded to unrealized income
Changes in fair value recorded in regulatory liabilities
Change in collateral
MTM at December 31, 2020
Total
(In millions)
5
92
(83)
9
20
(6)
28
$
$
The table below shows the maturity of DTE Energy's MTM positions. The positions from 2024 and beyond principally represent longer tenor gas structured
transactions:
Source of Fair Value
2021
2022
2023
(In millions)
2024 and Beyond
Total Fair Value
Level 1
Level 2
Level 3
MTM before collateral adjustments
Collateral adjustments
MTM at December 31, 2020
$
$
10
39
11
60
$
$
1
—
3
4
$
$
(1)
(5)
—
(6)
$
$
—
(8)
(16)
(24)
$
$
10
26
(2)
34
(6)
28
54
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Market Price Risk
The Electric and Gas businesses have commodity price risk, primarily related to the purchases of coal, natural gas, uranium, and electricity. However, the
Registrants do not bear significant exposure to earnings risk, as such changes are included in the PSCR and GCR regulatory rate-recovery mechanisms. In addition,
changes in the price of natural gas can impact the valuation of lost and stolen gas, storage sales, and transportation services revenue at the Gas segment. The Gas
segment manages its market price risk related to storage sales revenue primarily through the sale of long-term storage contracts. The Registrants are exposed to
short-term cash flow or liquidity risk as a result of the time differential between actual cash settlements and regulatory rate recovery.
DTE Energy's Gas Storage and Pipelines segment is dependent on the continued availability of natural gas production and reserves in its areas of operation.
Low prices for natural gas, including those resulting from regional basis differentials, could adversely affect development of additional reserves and production
that is accessible to our pipeline and storage
assets. DTE Energy manages its exposure through the use of short, medium, and long-term storage, gathering, and transportation contracts.
DTE Energy's Power and Industrial Projects business segment is subject to electricity, natural gas, and coal product price risk. DTE Energy manages its
exposure to commodity price risk through the use of long-term contracts.
DTE Energy's Energy Trading business segment has exposure to electricity, natural gas, environmental, crude oil, heating oil, and foreign currency exchange
price fluctuations. These risks are managed by the energy marketing and trading operations through the use of forward energy, capacity, storage, options, and
futures contracts, within predetermined risk parameters.
Credit Risk
Bankruptcies
DTE Energy's Power and Industrial Projects segment holds ownership interests in, and operates, five generating plants that sell electric output from
renewable sources under long-term power purchase agreements with PG&E. PG&E filed for Chapter 11 bankruptcy protection on January 29, 2019. PG&E
emerged from Chapter 11 bankruptcy effective July 1, 2020. DTE's renewable power purchase agreements were assumed under PG&E's Reorganization Plan and
payment has been received for all past due receivables related to these agreements.
Allowance for Doubtful Accounts
The Registrants regularly review contingent matters, existing and future economic conditions, customer trends and other factors relating to customers and
their contracts and record provisions for amounts considered at risk of probable loss in the allowance for doubtful accounts. The Registrants believe their accrued
amounts are adequate for probable loss.
Trading Activities
DTE Energy is exposed to credit risk through trading activities. Credit risk is the potential loss that may result if the trading counterparties fail to meet their
contractual obligations. DTE Energy utilizes both external and internal credit assessments when determining the credit quality of trading counterparties.
55
The following table displays the credit quality of DTE Energy's trading counterparties as of December 31, 2020:
(a)
Investment Grade
A- and Greater
BBB+ and BBB
BBB-
Total Investment Grade
Non-investment grade
(b)
Internally Rated — investment grade
Internally Rated — non-investment grade
(c)
(d)
Total
Credit Exposure
Before Cash
Collateral
Cash
Collateral
(In millions)
Net Credit
Exposure
$
$
222
214
12
448
10
413
62
933
$
$
—
—
—
—
—
(1)
(2)
(3)
$
$
222
214
12
448
10
412
60
930
_______________________________________
(a) This category includes counterparties with minimum credit ratings of Baa3 assigned by Moody’s Investors Service (Moody’s) or BBB- assigned by Standard & Poor’s Rating Group, a
division of McGraw-Hill Companies, Inc. (Standard & Poor’s). The five largest counterparty exposures, combined, for this category represented 13% of the total gross credit exposure.
(b) This category includes counterparties with credit ratings that are below investment grade. The five largest counterparty exposures, combined, for this category represented 1% of the total
gross credit exposure.
(c) This category includes counterparties that have not been rated by Moody’s or Standard & Poor’s but are considered investment grade based on DTE Energy’s evaluation of the
counterparty’s creditworthiness. The five largest counterparty exposures, combined, for this category represented 14% of the total gross credit exposure.
(d) This category includes counterparties that have not been rated by Moody’s or Standard & Poor’s and are considered non-investment grade based on DTE Energy’s evaluation of the
counterparty’s creditworthiness. The five largest counterparty exposures, combined, for this category represented 4% of the total gross credit exposure.
Other
The Registrants engage in business with customers that are non-investment grade. The Registrants closely monitor the credit ratings of these customers and,
when deemed necessary and permitted under the tariffs, request collateral or guarantees from such customers to secure their obligations.
Interest Rate Risk
DTE Energy is subject to interest rate risk in connection with the issuance of debt. In order to manage interest costs, DTE Energy may use treasury locks and
interest rate swap agreements. DTE Energy's exposure to interest rate risk arises primarily from changes in U.S. Treasury rates, commercial paper rates, and
LIBOR. As of December 31, 2020, DTE Energy had floating rate debt of $38 million and a floating rate debt-to-total debt ratio of 0.2%.
Foreign Currency Exchange Risk
DTE Energy has foreign currency exchange risk arising from market price fluctuations associated with fixed priced contracts. These contracts are
denominated in Canadian dollars and are primarily for the purchase and sale of natural gas and power, as well as for long-term transportation capacity. To limit
DTE Energy's exposure to foreign currency exchange fluctuations, DTE Energy has entered into a series of foreign currency exchange forward contracts through
June 2030.
Summary of Sensitivity Analyses
Sensitivity analyses were performed on the fair values of commodity contracts for DTE Energy and long-term debt obligations for the Registrants. The
commodity contracts listed below principally relate to energy marketing and trading activities. The sensitivity analyses involved increasing and decreasing forward
prices and rates at December 31, 2020 and 2019 by a hypothetical 10% and calculating the resulting change in the fair values. The hypothetical losses related to
long-term debt would be realized only if DTE Energy transferred all of its fixed-rate long-term debt to other creditors.
56
The results of the sensitivity analyses:
Activity
Gas contracts
Power contracts
Environmental contracts
Interest rate risk — DTE Energy
Interest rate risk — DTE Electric
Assuming a
10% Increase in Prices/Rates
As of December 31,
2020
2019
$
$
$
$
$
23
5
(7)
(651)
(285)
$
$
$
$
$
(In millions)
6
4
(3)
(698)
(286)
$
$
$
$
$
Assuming a
10% Decrease in Prices/Rates
As of December 31,
2020
2019
Change in the Fair Value of
(23)
(5)
5
671
300
$
$
$
$
$
(6) Commodity contracts
(5) Commodity contracts
3 Commodity contracts
724 Long-term debt
305 Long-term debt
For further discussion of market risk, see Management's Discussion and Analysis in Item 7 of this Report and Note 14 to the Consolidated Financial
Statements in Item 8 of this Report, "Financial and Other Derivative Instruments."
57
Item 8. Financial Statements and Supplementary Data
The following Consolidated Financial Statements and financial statement schedules are included herein:
DTE Energy — Controls and Procedures
DTE Energy — Report of Independent Registered Public Accounting Firm
DTE Energy — Consolidated Statements of Operations
DTE Energy — Consolidated Statements of Comprehensive Income
DTE Energy — Consolidated Statements of Financial Position
DTE Energy — Consolidated Statements of Cash Flows
DTE Energy — Consolidated Statements of Changes in Equity
DTE Electric — Controls and Procedures
DTE Electric — Report of Independent Registered Public Accounting Firm
DTE Electric — Consolidated Statements of Operations
DTE Electric — Consolidated Statements of Comprehensive Income
DTE Electric — Consolidated Statements of Financial Position
DTE Electric — Consolidated Statements of Cash Flows
DTE Electric — Consolidated Statements of Changes in Shareholder's Equity
Combined Notes to Consolidated Financial Statements
Note 1 — Organization and Basis of Presentation
Note 2 — Significant Accounting Policies
Note 3 — New Accounting Pronouncements
Note 4 — Acquisitions and Dispositions
Note 5 — Revenue
Note 6 — Goodwill
Note 7 — Property, Plant, and Equipment
Note 8 — Jointly-Owned Utility Plant
Note 9 — Asset Retirement Obligations
Note 10 — Regulatory Matters
Note 11 — Income Taxes
Note 12 — Earnings Per Share
Note 13 — Fair Value
Note 14 — Financial and Other Derivative Instruments
Note 15 — Long-Term Debt
Note 16 — Preferred and Preference Securities
Note 17 — Short-Term Credit Arrangements and Borrowings
Note 18 — Leases
Note 19 — Commitments and Contingencies
Note 20 — Nuclear Operations
Note 21 — Retirement Benefits and Trusteed Assets
Note 22 — Stock-Based Compensation
Note 23 — Segment and Related Information
Note 24 — Related Party Transactions
Note 25 — Supplementary Quarterly Financial Information (Unaudited)
Financial Statement Schedule
Schedule II — Valuation and Qualifying Accounts
58
Page
59
60
62
63
64
66
67
68
69
71
72
73
75
76
77
77
81
87
89
92
95
96
99
99
101
106
110
111
118
123
126
126
128
131
138
139
149
151
153
155
170
DTE Energy — Controls and Procedures
(a) Evaluation of disclosure controls and procedures
Management of DTE Energy carried out an evaluation, under the supervision and with the participation of DTE Energy's Chief Executive Officer (CEO) and
Chief Financial Officer (CFO), of the effectiveness of the design and operation of DTE Energy's disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) as of December 31, 2020, which is the end of the period covered by this report. Based on this evaluation, DTE Energy's CEO and
CFO have concluded that such disclosure controls and procedures are effective in providing reasonable assurance that information required to be disclosed by DTE
Energy in reports that it files or submits under the Exchange Act (i) is recorded, processed, summarized, and reported within the time periods specified in the U.S.
Securities and Exchange Commission's rules and forms and (ii) is accumulated and communicated to DTE Energy's management, including its CEO and CFO, as
appropriate to allow timely decisions regarding required disclosure. Due to the inherent limitations in the effectiveness of any disclosure controls and procedures,
management cannot provide absolute assurance that the objectives of its disclosure controls and procedures will be attained.
(b) Management’s report on internal control over financial reporting
Management of DTE Energy is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in
Exchange Act Rules 13a-15(f) and 15d-15(f). Internal control over financial reporting is a process designed by, or under the supervision of, DTE Energy's CEO
and CFO, 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.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
Management of DTE Energy has assessed the effectiveness of DTE Energy’s internal control over financial reporting as of December 31, 2020. In making
this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (2013 COSO) in Internal
Control - Integrated Framework. Based on this assessment, management concluded that, as of December 31, 2020, DTE Energy’s internal control over financial
reporting was effective based on those criteria.
The effectiveness of DTE Energy’s internal control over financial reporting as of December 31, 2020 has been audited by PricewaterhouseCoopers LLP, an
independent registered public accounting firm who also audited DTE Energy’s financial statements, as stated in their report which appears herein.
(c) Changes in internal control over financial reporting
There have been no changes in DTE Energy's internal control over financial reporting during the quarter ended December 31, 2020 that have materially
affected, or are reasonably likely to materially affect, DTE Energy's internal control over financial reporting.
59
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of
DTE Energy Company
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated statements of financial position of DTE Energy Company and its subsidiaries (the “Company”) as of December
31, 2020 and 2019, and the related consolidated statements of operations, of comprehensive income, of changes in equity and of cash flows for each of the three
years in the period ended December 31, 2020, including the related notes and financial statement schedule listed in the accompanying index for each of the three
years in the period ended December 31, 2020 (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal
control over financial reporting as of December 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December
31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020 in conformity with
accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for
its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s report on internal control over
financial reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over
financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)
(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable
assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal
control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial
statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence
regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial
reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we
considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
60
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial
reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or
required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii)
involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the
consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical
audit matter or on the accounts or disclosures to which it relates.
Accounting for the Effects of New, or Changes to Existing, Regulatory Matters
As described in Note 10 to the consolidated financial statements, the Company recorded $4,257 million of regulatory assets and $3,402 million of regulatory
liabilities as of December 31, 2020. The Company is required to record regulatory assets and liabilities for certain transactions that would have been treated as
revenue or expense in non-regulated businesses. Continued applicability of regulatory accounting treatment requires that rates be designed to recover specific costs
of providing regulatory services and be charged to and collected from customers. Future regulatory changes could result in a discontinuance of this accounting
treatment for regulatory assets and liabilities for some or all of the Company’s regulated businesses and may require the write-off of the portion of any regulatory
asset or liability that was no longer probable of recovery through regulated rates. Management believes that currently available facts support the continued use of
regulatory assets and liabilities and that all regulatory assets and liabilities are recoverable or refundable in the current regulatory environment.
The principal considerations for our determination that performing procedures relating to the Company's accounting for the effects of new, or changes to existing,
regulatory matters is a critical audit matter are the significant judgment by management in assessing the potential outcome and resulting accounting implications of
new, or changes to existing, regulatory matters; this in turn led to a high degree of auditor judgment, subjectivity and effort in evaluating the appropriateness of
management’s assessment and audit evidence obtained related to the assessment.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial
statements. These procedures included testing the effectiveness of controls relating to management’s assessment and implementation of new regulatory matters or
changes to existing regulatory matters. These procedures also included, among others, assessing (i) the reasonableness of management’s assessment of impacts
arising from correspondence with regulators and changes in laws and regulations and (ii) the appropriateness of disclosures in the consolidated financial
statements. Testing regulatory assets and liabilities, including those subject to pending rate orders, involved considering the provisions and formulas outlined in the
rate orders, other regulatory correspondence, and the application of relevant regulatory precedents.
/s/ PricewaterhouseCoopers LLP
Detroit, Michigan
February 19, 2021
We have served as the Company’s auditor since 2008.
61
DTE Energy Company
Consolidated Statements of Operations
Operating Revenues
Utility operations
Non-utility operations
Operating Expenses
Fuel, purchased power, and gas — utility
Fuel, purchased power, gas, and other — non-utility
Operation and maintenance
Depreciation and amortization
Taxes other than income
Asset (gains) losses and impairments, net
Operating Income
Other (Income) and Deductions
Interest expense
Interest income
Non-operating retirement benefits, net
Other income
Other expenses
Income Before Income Taxes
Income Tax Expense
Net Income
Less: Net Income (Loss) Attributable to Noncontrolling Interests
Net Income Attributable to DTE Energy Company
Basic Earnings per Common Share
Net Income Attributable to DTE Energy Company
Diluted Earnings per Common Share
Net Income Attributable to DTE Energy Company
Weighted Average Common Shares Outstanding
Basic
Diluted
$
$
$
$
2020
Year Ended December 31,
2019
(In millions, except per share amounts)
2018
$
6,845
5,332
12,177
$
6,638
6,031
12,669
1,719
4,141
2,443
1,443
410
35
10,191
1,986
720
(38)
50
(388)
104
448
1,538
167
1,371
3
1,798
5,053
2,419
1,263
414
15
10,962
1,707
641
(17)
39
(350)
70
383
1,324
152
1,172
3
1,368
$
1,169
$
6,670
7,542
14,212
1,981
6,630
2,451
1,124
405
27
12,618
1,594
559
(12)
37
(333)
127
378
1,216
98
1,118
(2)
1,120
7.09
$
6.32
$
6.18
7.08
$
6.31
$
6.17
193
193
185
185
181
181
See Combined Notes to Consolidated Financial Statements
62
DTE Energy Company
Consolidated Statements of Comprehensive Income
Net Income
Other comprehensive income (loss), net of tax:
Benefit obligations, net of taxes of $3, $2, and $2, respectively
Net unrealized gains (losses) on derivatives, net of taxes of $1, $(4), and $—, respectively
Foreign currency translation
Other comprehensive income (loss)
Comprehensive income
Less: Comprehensive income (loss) attributable to noncontrolling interests
Comprehensive Income Attributable to DTE Energy Company
$
See Combined Notes to Consolidated Financial Statements
63
2020
Year Ended December 31,
2019
(In millions)
2018
$
1,371
$
1,172
$
1,118
8
2
1
11
1,382
3
1,379
$
8
(12)
1
(3)
1,169
3
1,166
$
8
(1)
(2)
5
1,123
(2)
1,125
DTE Energy Company
Consolidated Statements of Financial Position
Current Assets
Cash and cash equivalents
Restricted cash
Accounts receivable (less allowance for doubtful accounts of $104 and $91, respectively)
ASSETS
December 31,
2020
2019
(In millions)
$
$
514
2
Customer
Other
Inventories
Fuel and gas
Materials, supplies, and other
Derivative assets
Regulatory assets
Other
Investments
Nuclear decommissioning trust funds
Investments in equity method investees
Other
Property
Property, plant, and equipment
Accumulated depreciation and amortization
Other Assets
Goodwill
Regulatory assets
Intangible assets
Notes receivable
Derivative assets
Prepaid postretirement costs
Operating lease right-of-use assets
Other
Total Assets
1,665
127
335
381
116
129
229
3,498
1,855
1,868
196
3,919
37,997
(10,028)
27,969
2,466
4,128
2,339
280
40
561
152
144
10,110
45,496
$
See Combined Notes to Consolidated Financial Statements
$
64
93
—
1,642
245
373
386
133
5
209
3,086
1,661
1,862
265
3,788
35,072
(9,755)
25,317
2,464
4,171
2,393
202
41
454
169
183
10,077
42,268
DTE Energy Company
Consolidated Statements of Financial Position — (Continued)
LIABILITIES AND EQUITY
December 31,
2020
2019
(In millions, except shares)
Current Liabilities
Accounts payable
Accrued interest
Dividends payable
Short-term borrowings
Current portion long-term debt, including finance leases
Derivative liabilities
Regulatory liabilities
Operating lease liabilities
Acquisition related deferred payment
Other
Long-Term Debt (net of current portion)
Mortgage bonds, notes, and other
Junior subordinated debentures
Finance lease obligations
Other Liabilities
Deferred income taxes
Regulatory liabilities
Asset retirement obligations
Unamortized investment tax credit
Derivative liabilities
Accrued pension liability
Accrued postretirement liability
Nuclear decommissioning
Operating lease liability
Other
Commitments and Contingencies (Notes 10 and 19)
Equity
Common stock (No par value, 400,000,000 shares authorized, and 193,770,617 and 192,208,533 shares issued and outstanding at
December 31, 2020 and December 31, 2019, respectively)
Retained earnings
Accumulated other comprehensive loss
Total DTE Energy Company Equity
Noncontrolling interests
Total Equity
Total Liabilities and Equity
See Combined Notes to Consolidated Financial Statements
65
$
$
$
1,029
158
210
38
469
68
39
33
—
647
2,691
17,802
1,175
24
19,001
2,822
3,363
2,839
162
60
797
407
283
111
371
11,215
5,406
7,156
(137)
12,425
164
12,589
45,496
$
1,076
147
195
828
687
83
65
33
379
504
3,997
14,778
1,146
11
15,935
2,315
3,264
2,672
166
86
808
385
249
127
428
10,500
5,233
6,587
(148)
11,672
164
11,836
42,268
DTE Energy Company
Consolidated Statements of Cash Flows
Operating Activities
Net Income
Adjustments to reconcile Net Income to Net cash from operating activities:
Depreciation and amortization
Nuclear fuel amortization
Allowance for equity funds used during construction
Deferred income taxes
Equity earnings of equity method investees
Dividends from equity method investees
Asset (gains) losses and impairments, net
Changes in assets and liabilities:
Accounts receivable, net
Inventories
Prepaid postretirement benefit costs
Accounts payable
Accrued pension liability
Accrued postretirement liability
Derivative assets and liabilities
Regulatory assets and liabilities
Other current and noncurrent assets and liabilities
Net cash from operating activities
Investing Activities
Plant and equipment expenditures — utility
Plant and equipment expenditures — non-utility
Acquisitions related to business combinations, net of cash acquired
Proceeds from sale of assets
Proceeds from sale of nuclear decommissioning trust fund assets
Investment in nuclear decommissioning trust funds
Distributions from equity method investees
Contributions to equity method investees
Notes receivable
Other
Net cash used for investing activities
Financing Activities
Issuance of long-term debt, net of issuance costs
Redemption of long-term debt
Issuance of equity units, net of issuance costs
Short-term borrowings, net
Issuance of common stock
Dividends paid on common stock
Contributions from noncontrolling interests, principally REF entities
Distributions to noncontrolling interests
Purchases of noncontrolling interest, principally SGG
Acquisition related deferred payment, excluding accretion
Other
Net cash from financing activities
Net Increase (Decrease) in Cash, Cash Equivalents, and Restricted Cash
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period
Cash, Cash Equivalents, and Restricted Cash at End of Period
Supplemental disclosure of cash information
Cash paid (received) for:
Interest, net of interest capitalized
Income taxes
(a)
Supplemental disclosure of non-cash investing and financing activities
Plant and equipment expenditures in accounts payable
Premium on equity units
2020
Year Ended December 31,
2019
(In millions)
2018
$
1,371
$
1,172
$
1,443
37
(25)
407
(132)
142
47
111
45
(107)
—
(11)
22
(23)
104
266
3,697
(3,241)
(616)
(126)
13
2,350
(2,350)
24
(37)
(85)
(2)
(4,070)
3,692
(882)
—
(790)
2
(760)
36
(39)
—
(380)
(83)
796
423
93
516
679
(360)
266
—
$
$
$
$
$
1,263
60
(24)
329
(111)
160
14
49
59
(24)
(288)
(29)
—
(28)
160
(113)
2,649
(2,724)
(273)
(2,470)
—
788
(794)
10
(149)
(98)
(22)
(5,732)
2,506
(821)
1,265
219
1,023
(692)
38
(59)
(300)
—
(79)
3,100
17
76
93
595
18
311
150
$
$
$
$
$
$
$
$
$
$
1,118
1,124
45
(28)
114
(132)
74
29
(44)
(32)
(45)
146
(87)
(61)
31
15
413
2,680
(2,439)
(274)
—
—
1,203
(1,188)
9
(637)
2
(23)
(3,347)
1,432
(105)
—
(12)
—
(620)
53
(48)
—
—
(46)
654
(13)
89
76
572
(26)
307
—
_______________________________________
(a)
2020 cash received primarily relates to AMT credit and other refunds, of which a portion was accelerated due to and CARES Act. See Note 11 to the Consolidated Financial Statements,
"Income Taxes," for additional information.
See Combined Notes to Consolidated Financial Statements
66
DTE Energy Company
Consolidated Statements of Changes in Equity
Common Stock
Shares
Amount
Accumulated Other
Comprehensive
Income (Loss)
Retained
Earnings
(Dollars in millions, shares in thousands)
Noncontrolling
Interests
Total
Balance, December 31, 2017
Implementation of ASU 2016-01
Net Income (Loss)
Dividends declared on common stock ($3.60 per Common Share)
Issuance of common stock
Contribution of common stock to pension plan
Other comprehensive income, net of tax
Stock-based compensation, net contributions from noncontrolling
interests, and other
Balance, December 31, 2018
Implementation of ASU 2018-02
Net Income
Dividends declared on common stock ($3.85 per Common Share)
Issuance of common stock
Premium on equity units
Issuance costs of equity units
Contribution of common stock to pension plan
Other comprehensive loss, net of tax
Purchase of noncontrolling interests, principally SGG
Stock-based compensation, net distributions to noncontrolling interests,
and other
Balance, December 31, 2019
Net Income
Dividends declared on common stock ($4.12 per Common Share)
Issuance of common stock
Contribution of common stock to pension plan
Other comprehensive income, net of tax
Stock-based compensation, net distributions to noncontrolling interests,
and other
Balance, December 31, 2020
$
$
$
179,387
—
—
—
255
1,751
—
532
181,925
—
—
—
8,634
—
—
815
—
—
835
192,209
—
—
192
694
—
$
$
$
3,989
—
—
—
26
175
—
55
4,245
—
—
—
1,014
(150)
(30)
100
—
(3)
57
5,233
—
—
22
82
—
$
$
$
5,643
5
1,120
(653)
—
—
—
(3)
6,112
25
1,169
(714)
—
—
—
—
—
—
(5)
6,587
1,368
(796)
—
—
—
676
193,771
$
69
5,406
$
(3)
7,156
$
See Combined Notes to Consolidated Financial Statements
(120)
(5)
—
—
—
—
5
—
(120)
(25)
—
—
—
—
—
—
(3)
—
—
(148)
—
—
—
—
11
—
(137)
$
$
$
$
478
—
(2)
—
—
—
—
4
480
—
3
—
—
—
—
—
—
(297)
(22)
164
3
—
—
—
—
(3)
164
$
$
$
$
$
9,990
—
1,118
(653)
26
175
5
56
10,717
—
1,172
(714)
1,014
(150)
(30)
100
(3)
(300)
30
11,836
1,371
(796)
22
82
11
63
12,589
67
DTE Electric — Controls and Procedures
(a) Evaluation of disclosure controls and procedures
Management of DTE Electric carried out an evaluation, under the supervision and with the participation of DTE Electric's Chief Executive Officer
(CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of DTE Electric's disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2020, which is the end of the period covered by this report. Based on this evaluation, DTE
Electric's CEO and CFO have concluded that such disclosure controls and procedures are effective in providing reasonable assurance that information required to
be disclosed by DTE Electric in reports that it files or submits under the Exchange Act (i) is recorded, processed, summarized, and reported within the time periods
specified in the U.S. Securities and Exchange Commission's rules and forms and (ii) is accumulated and communicated to DTE Electric's management, including
its CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. Due to the inherent limitations in the effectiveness of any disclosure
controls and procedures, management cannot provide absolute assurance that the objectives of its disclosure controls and procedures will be attained.
(b) Management’s report on internal control over financial reporting
Management of DTE Electric is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in
Exchange Act Rules 13a-15(f) and 15d-15(f). Internal control over financial reporting is a process designed by, or under the supervision of, DTE Electric's CEO
and CFO, 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.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
Management of DTE Electric has assessed the effectiveness of DTE Electric's internal control over financial reporting as of December 31, 2020. In making
this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (2013 COSO) in Internal
Control - Integrated Framework. Based on this assessment, management concluded that, as of December 31, 2020, DTE Electric's internal control over financial
reporting was effective based on those criteria.
This annual report does not include an audit report of DTE Electric's independent registered public accounting firm regarding internal control over financial
reporting. Management’s report was not subject to audit by DTE Electric's independent registered public accounting firm pursuant to rules of the Securities and
Exchange Commission that permit DTE Electric to provide only management’s report in this annual report.
(c) Changes in internal control over financial reporting
There have been no changes in DTE Electric's internal control over financial reporting during the quarter ended December 31, 2020 that have materially
affected, or are reasonably likely to materially affect, DTE Electric's internal control over financial reporting.
68
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholder of
DTE Electric Company
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial position of DTE Electric Company and its subsidiaries (the “Company”) as of December
31, 2020 and 2019, and the related consolidated statements of operations, of comprehensive income, of changes in shareholder’s equity and of cash flows for each
of the three years in the period ended December 31, 2020, including the related notes and financial statement schedule listed in the accompanying index for each of
the three years in the period ended December 31, 2020 (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated
financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its
operations and its cash flows for each of the three years in the period ended December 31, 2020 in conformity with accounting principles generally accepted in the
United States of America.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s
consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United
States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or
fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are
required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the
Company's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as
evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or
required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii)
involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the
consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical
audit matter or on the accounts or disclosures to which it relates.
Accounting for the Effects of New, or Changes to Existing, Regulatory Matters
As described in Note 10 to the consolidated financial statements, the Company recorded $3,563 million of regulatory assets and $2,450 million of regulatory
liabilities as of December 31, 2020. The Company is required to record regulatory assets and liabilities for certain transactions that would have been treated as
revenue or expense in non-regulated businesses. Continued applicability of regulatory accounting treatment requires that rates be designed to recover specific costs
of providing regulatory services and be charged to and collected from customers. Future regulatory changes could result in a discontinuance of this accounting
treatment for regulatory assets and liabilities for some or all of the Company’s regulated businesses and may require the write-off of the portion of any regulatory
asset or liability that was no longer probable of recovery through regulated rates. Management believes that currently available facts support the continued use of
regulatory assets and liabilities and that all regulatory assets and liabilities are recoverable or refundable in the current regulatory environment.
69
The principal considerations for our determination that performing procedures relating to the Company's accounting for the effects of new, or changes to existing,
regulatory matters is a critical audit matter are the significant judgment by management in assessing the potential outcome and resulting accounting implications of
new, or changes to existing, regulatory matters; this in turn led to a high degree of auditor judgment, subjectivity and effort in evaluating the appropriateness of
management’s assessment and audit evidence obtained related to the assessment.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial
statements. These procedures included testing the effectiveness of controls relating to management’s assessment and implementation of new regulatory matters or
changes to existing regulatory matters. These procedures also included, among others, assessing (i) the reasonableness of management’s assessment of impacts
arising from correspondence with regulators and changes in laws and regulations and (ii) the appropriateness of disclosures in the consolidated financial
statements. Testing regulatory assets and liabilities, including those subject to pending rate orders, involved considering the provisions and formulas outlined in the
rate orders, other regulatory correspondence, and the application of relevant regulatory precedents.
/s/ PricewaterhouseCoopers LLP
Detroit, Michigan
February 19, 2021
We have served as the Company's auditor since 2008.
70
Operating Revenues
Operating Expenses
Fuel and purchased power — utility
Operation and maintenance
Depreciation and amortization
Taxes other than income
Asset (gains) losses and impairments, net
Operating Income
Other (Income) and Deductions
Interest expense
Interest income
Non-operating retirement benefits, net
Other income
Other expenses
Income Before Income Taxes
Income Tax Expense
Net Income
DTE Electric Company
Consolidated Statements of Operations
2020
Year Ended December 31,
2019
(In millions)
2018
$
5,506
$
5,224
$
5,298
1,397
1,505
1,043
296
41
4,282
1,224
331
(2)
(1)
(87)
96
337
887
109
1,390
1,452
946
310
13
4,111
1,113
313
(2)
(1)
(107)
56
259
854
138
See Combined Notes to Consolidated Financial Statements
$
778
$
716 $
71
1,552
1,470
836
307
(1)
4,164
1,134
283
—
—
(83)
77
277
857
193
664
DTE Electric Company
Consolidated Statements of Comprehensive Income
Net Income
Other comprehensive income
Comprehensive Income
2020
Year Ended December 31,
2019
(In millions)
2018
$
$
778
—
778
$
$
716
—
716
$
$
664
—
664
See Combined Notes to Consolidated Financial Statements
72
DTE Electric Company
Consolidated Statements of Financial Position
Current Assets
Cash and cash equivalents
Accounts receivable (less allowance for doubtful accounts of $57 and $46, respectively)
ASSETS
December 31,
2020
2019
(In millions)
$
16
$
Customer
Affiliates
Other
Inventories
Fuel
Materials and supplies
Regulatory assets
Other
Investments
Nuclear decommissioning trust funds
Other
Property
Property, plant, and equipment
Accumulated depreciation and amortization
Other Assets
Regulatory assets
Intangible assets
Prepaid postretirement costs — affiliates
Operating lease right-of-use assets
Other
Total Assets
763
13
62
187
292
123
71
1,527
1,855
42
1,897
26,171
(7,050)
19,121
3,440
11
335
75
107
3,968
26,513
$
See Combined Notes to Consolidated Financial Statements
$
73
12
729
25
41
187
280
5
78
1,357
1,661
38
1,699
24,279
(6,706)
17,573
3,448
15
266
87
143
3,959
24,588
DTE Electric Company
Consolidated Statements of Financial Position — (Continued)
LIABILITIES AND SHAREHOLDER'S EQUITY
December 31,
2020
2019
(In millions, except shares)
Current Liabilities
Accounts payable
Affiliates
Other
Accrued interest
Current portion long-term debt, including finance leases
Regulatory liabilities
Short-term borrowings
Affiliates
Other
Operating lease liabilities
Other
Long-Term Debt (net of current portion)
Mortgage bonds, notes, and other
Finance lease obligations
Other Liabilities
Deferred income taxes
Regulatory liabilities
Asset retirement obligations
Unamortized investment tax credit
Nuclear decommissioning
Accrued pension liability — affiliates
Accrued postretirement liability — affiliates
Operating lease liabilities
Other
Commitments and Contingencies (Notes 10 and 19)
Shareholder's Equity
Common stock ($10 par value, 400,000,000 shares authorized, and 138,632,324 shares issued and outstanding for both periods)
Retained earnings
Total Shareholder's Equity
Total Liabilities and Shareholder's Equity
See Combined Notes to Consolidated Financial Statements
74
$
$
$
62
410
91
468
18
101
—
11
219
1,380
7,774
13
7,787
2,525
2,432
2,607
162
283
731
384
56
96
9,276
59
406
84
636
40
97
354
12
155
1,843
6,548
4
6,552
2,355
2,546
2,447
166
249
717
367
67
84
8,998
5,447
2,623
8,070
26,513
$
4,811
2,384
7,195
24,588
DTE Electric Company
Consolidated Statements of Cash Flows
Operating Activities
Net Income
Adjustments to reconcile Net Income to Net cash from operating activities:
Depreciation and amortization
Nuclear fuel amortization
Allowance for equity funds used during construction
Deferred income taxes
Asset (gains) losses and impairments, net
Changes in assets and liabilities:
Accounts receivable, net
Inventories
Prepaid postretirement benefit costs — affiliates
Accounts payable
Accrued pension liability — affiliates
Accrued postretirement liability — affiliates
Regulatory assets and liabilities
Other current and noncurrent assets and liabilities
Net cash from operating activities
Investing Activities
Plant and equipment expenditures
Proceeds from sale of nuclear decommissioning trust fund assets
Investment in nuclear decommissioning trust funds
Notes receivable and other
Net cash used for investing activities
Financing Activities
Issuance of long-term debt, net of issuance costs
Redemption of long-term debt
Capital contribution by parent company
Short-term borrowings, net — affiliate
Short-term borrowings, net — other
Dividends paid on common stock
Other
Net cash from financing activities
Net Increase (Decrease) in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Period
Cash and Cash Equivalents at End of Period
Supplemental disclosure of cash information
Cash paid for:
Interest, net of interest capitalized
Income taxes
Supplemental disclosure of non-cash investing and financing activities
Plant and equipment expenditures in accounts payable
2020
Year Ended December 31,
2019
(In millions)
2018
$
778
$
716
$
1,043
37
(23)
89
41
(42)
(12)
(69)
20
14
17
55
(43)
1,905
(2,674)
2,350
(2,350)
(8)
(2,682)
1,683
(632)
636
4
(354)
(539)
(17)
781
4
12
16
315
14
174
$
$
$
$
946
60
(22)
97
13
20
(17)
(77)
(57)
(1)
89
139
(197)
1,709
(2,200)
788
(794)
(21)
(2,227)
643
—
180
(4)
205
(494)
(18)
512
(6)
18
12
295
46
192
$
$
$
$
$
$
$
$
664
836
45
(19)
189
—
33
15
(76)
54
(93)
(33)
4
101
1,720
(1,989)
1,203
(1,188)
(15)
(1,989)
519
—
325
(15)
(89)
(461)
(7)
272
3
15
18
283
—
181
See Combined Notes to Consolidated Financial Statements
75
DTE Electric Company
Consolidated Statements of Changes in Shareholder's Equity
Common Stock
Shares
Amount
Additional Paid-
in Capital
Retained
Earnings
Accumulated Other
Comprehensive Income
Total
(Dollars in millions, shares in thousands)
$
$
$
Balance, December 31, 2017
Implementation of ASU 2016-01
Net Income
Dividends declared on common stock
Capital contribution by parent company
Balance, December 31, 2018
Net Income
Dividends declared on common stock
Capital contribution by parent company
Balance, December 31, 2019
Net Income
Dividends declared on common stock
Capital contribution by parent company
Balance, December 31, 2020
138,632
—
—
—
—
138,632
—
—
—
138,632
—
—
—
138,632
$
$
$
$
1,386
—
—
—
—
1,386
—
—
—
1,386
—
—
—
1,386
$
$
$
2,920
—
—
—
325
3,245
—
—
180
3,425
—
—
636
4,061
$
$
$
1,956
3
664
(461)
—
2,162
716
(494)
—
2,384
778
(539)
—
2,623
$
$
$
3
(3)
—
—
—
—
—
—
—
—
—
—
—
—
$
$
$
$
6,265
—
664
(461)
325
6,793
716
(494)
180
7,195
778
(539)
636
8,070
See Combined Notes to Consolidated Financial Statements
76
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements
Index of Combined Notes to Consolidated Financial Statements
The Combined Notes to Consolidated Financial Statements are a combined presentation for DTE Energy and DTE Electric. The following list indicates the
Registrant(s) to which each note applies:
Note 1
Note 2
Note 3
Note 4
Note 5
Note 6
Note 7
Note 8
Note 9
Note 10
Note 11
Note 12
Note 13
Note 14
Note 15
Note 16
Note 17
Note 18
Note 19
Note 20
Note 21
Note 22
Note 23
Note 24
Note 25
Organization and Basis of Presentation
Significant Accounting Policies
New Accounting Pronouncements
Acquisitions and Dispositions
Revenue
Goodwill
Property, Plant, and Equipment
Jointly-Owned Utility Plant
Asset Retirement Obligations
Regulatory Matters
Income Taxes
Earnings Per Share
Fair Value
Financial and Other Derivative Instruments
Long-Term Debt
Preferred and Preference Securities
Short-Term Credit Arrangements and Borrowings
Leases
Commitments and Contingencies
Nuclear Operations
Retirement Benefits and Trusteed Assets
Stock-Based Compensation
Segment and Related Information
Related Party Transactions
Supplementary Quarterly Financial Information (Unaudited)
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy
DTE Energy and DTE Electric
DTE Energy
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy and DTE Electric
DTE Energy
DTE Energy and DTE Electric
DTE Energy and DTE Electric
NOTE 1 — ORGANIZATION AND BASIS OF PRESENTATION
Corporate Structure
DTE Energy owns the following businesses:
•
•
•
DTE Electric is a public utility engaged in the generation, purchase, distribution, and sale of electricity to approximately 2.2 million customers in
southeastern Michigan;
DTE Gas is a public utility engaged in the purchase, storage, transportation, distribution, and sale of natural gas to approximately 1.3 million customers
throughout Michigan and the sale of storage and transportation capacity; and
Other businesses primarily involved in 1) services related to the gathering, transportation, and storage of natural gas; 2) power and industrial projects;
and 3) energy marketing and trading operations.
DTE Electric and DTE Gas are regulated by the MPSC. Certain activities of DTE Electric and DTE Gas, as well as various other aspects of businesses under
DTE Energy are regulated by the FERC. In addition, the Registrants are regulated by other federal and state regulatory agencies including the NRC, the EPA,
EGLE, and for DTE Energy, the CFTC and CARB.
77
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Basis of Presentation
The accompanying Consolidated Financial Statements of the Registrants are prepared using accounting principles generally accepted in the United States of
America. These accounting principles require management to use estimates and assumptions that impact reported amounts of assets, liabilities, revenues and
expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from the Registrants' estimates.
The information in these combined notes relates to each of the Registrants as noted in the Index of Combined Notes to Consolidated Financial Statements.
However, DTE Electric does not make any representation as to information related solely to DTE Energy or the subsidiaries of DTE Energy other than itself.
Certain prior year balances for the Registrants were reclassified to match the current year's Consolidated Financial Statements presentation.
Principles of Consolidation
The Registrants consolidate all majority-owned subsidiaries and investments in entities in which they have controlling influence. Non-majority owned
investments are accounted for using the equity method when the Registrants are able to significantly influence the operating policies of the investee. When the
Registrants do not influence the operating policies of an investee, the equity investment is valued at cost minus any impairments, if applicable. These Consolidated
Financial Statements also reflect the Registrants' proportionate interests in certain jointly-owned utility plants. The Registrants eliminate all intercompany balances
and transactions.
The Registrants evaluate whether an entity is a VIE whenever reconsideration events occur. The Registrants consolidate VIEs for which they are the primary
beneficiary. If a Registrant is not the primary beneficiary and an ownership interest is held, the VIE is accounted for under the equity method of accounting. When
assessing the determination of the primary beneficiary, a Registrant considers all relevant facts and circumstances, including: the power, through voting or similar
rights, to direct the activities of the VIE that most significantly impact the VIE's economic performance and the obligation to absorb the expected losses and/or the
right to receive the expected returns of the VIE. The Registrants perform ongoing reassessments of all VIEs to determine if the primary beneficiary status has
changed.
Legal entities within DTE Energy's Power and Industrial Projects segment enter into long-term contractual arrangements with customers to supply energy-
related products or services. The entities are generally designed to pass-through the commodity risk associated with these contracts to the customers, with DTE
Energy retaining operational and customer default risk. These entities generally are VIEs and consolidated when DTE Energy is the primary beneficiary. In
addition, DTE Energy has interests in certain VIEs through which control of all significant activities is shared with partners, and therefore are generally accounted
for under the equity method.
DTE Energy currently owns an 85% interest in SGG, which owns and operates midstream natural gas assets. SGG has contracts through which certain
construction risk was designed to pass-through to the customers, with DTE Energy retaining operational and customer default risk. SGG is a VIE with DTE Energy
as the primary beneficiary.
The Registrants have variable interests in NEXUS, which include DTE Energy's 50% ownership interest and DTE Electric's transportation services contract.
NEXUS is a joint venture which owns a 256-mile pipeline to transport Utica and Marcellus shale gas to Ohio, Michigan, and Ontario market centers. NEXUS also
owns Generation Pipeline, LLC, a 25-mile regulated pipeline system located in northern Ohio, which was acquired in September 2019. NEXUS is a VIE as it has
insufficient equity at risk to finance its activities. The Registrants are not the primary beneficiaries, as the power to direct significant activities is shared between
the owners of the equity interests. DTE Energy accounts for its ownership interest in NEXUS under the equity method.
The Registrants hold ownership interests in certain limited partnerships. The limited partnerships include investment funds which support regional
development and economic growth, and an operational business providing energy-related products. These entities are generally VIEs as a result of certain
characteristics of the limited partnership voting rights. The ownership interests are accounted for under the equity method as the Registrants are not the primary
beneficiaries.
78
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Energy has variable interests in VIEs through certain of its long-term purchase and sale contracts. DTE Electric has variable interests in VIEs through
certain of its long-term purchase contracts, including the transportation services contract with NEXUS. As of December 31, 2020, the carrying amount of assets
and liabilities in DTE Energy's Consolidated Statements of Financial Position that relate to its variable interests under long-term purchase and sale contracts are
predominantly related to working capital accounts and generally represent the amounts owed by or to DTE Energy for the deliveries associated with the current
billing cycle under the contracts. As of December 31, 2020, the carrying amount of assets and liabilities in DTE Electric's Consolidated Statements of Financial
Position that relate to its variable interests under long-term purchase contracts are predominantly related to working capital accounts and generally represent the
amounts owed by DTE Electric for the deliveries associated with the current billing cycle under the contracts. The Registrants have not provided any significant
form of financial support associated with these long-term contracts. There is no material potential exposure to loss as a result of DTE Energy's variable interests
through these long-term purchase and sale contracts. In addition, there is no material potential exposure to loss as a result of DTE Electric's variable interests
through these long-term purchase contracts.
The maximum risk exposure for consolidated VIEs is reflected on the Registrants' Consolidated Statements of Financial Position and for DTE Energy, in
Note 19 to the Consolidated Financial Statements, "Commitments and Contingencies," related to the REF guarantees and indemnities. For non-consolidated VIEs,
the maximum risk exposure of the Registrants is generally limited to their investment, notes receivable, future funding commitments, and amounts which DTE
Energy has guaranteed. See Note 19 to the Consolidated Financial Statements, "Commitments and Contingencies," for further discussion of the NEXUS guarantee
arrangements.
The following table summarizes the major Consolidated Statements of Financial Position items for consolidated VIEs as of December 31, 2020 and 2019.
All assets and liabilities of a consolidated VIE are presented where it has been determined that a consolidated VIE has either (1) assets that can be used only to
settle obligations of the VIE or (2) liabilities for which creditors do not have recourse to the general credit of the primary beneficiary. VIEs, in which DTE Energy
holds a majority voting interest and is the primary beneficiary, that meet the definition of a business and whose assets can be used for purposes other than the
settlement of the VIE's obligations have been excluded from the table below.
Amounts for DTE Energy's consolidated VIEs are as follows:
ASSETS
Cash and cash equivalents
Accounts receivable
Inventories
Property, plant, and equipment, net
Goodwill
Intangible assets
Other current and long-term assets
LIABILITIES
Accounts payable and accrued current liabilities
Short-term borrowings
Other current and long-term liabilities
SGG
(a)
December 31, 2020
Other
Total
SGG
(a)
(In millions)
December 31, 2019
Other
Total
$
$
$
$
34
8
—
402
25
527
2
998
—
—
7
7
$
$
$
$
20
28
107
23
—
—
33
211
22
38
4
64
$
$
$
$
54
36
107
425
25
527
35
1,209
22
38
11
71
$
$
$
$
16
8
—
410
25
542
2
1,003
2
—
7
9
$
$
$
$
11
19
74
33
—
—
—
137
13
—
7
20
$
$
$
$
27
27
74
443
25
542
2
1,140
15
—
14
29
_____________________________________
(a) Amounts shown are 100% of SGG's assets and liabilities, of which DTE Energy owns 85% at December 31, 2020 and 2019.
79
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Amounts for DTE Energy's non-consolidated VIEs are as follows:
Investments in equity method investees
Notes receivable
Future funding commitments
Equity Method Investments
December 31,
2020
2019
(In millions)
1,507
47
26
$
$
$
1,503
21
63
$
$
$
Investments in non-consolidated affiliates that are not controlled by the Registrants, but over which they have significant influence, are accounted for using
the equity method. Certain of the equity method investees are also considered VIEs and disclosed in the non-consolidated VIEs table above. At December 31, 2020
and 2019, DTE Energy's share of the underlying equity in the net assets of the investees exceeded the carrying amounts of Investments in equity method investees
by $80 million and $74 million, respectively. The difference is being amortized over the life of the underlying assets. As of December 31, 2020 and 2019, DTE
Energy's consolidated retained earnings balance includes undistributed earnings from equity method investments of $109 million and $129 million, respectively.
DTE Energy equity method investees are described below:
Segment
2020
2019
2020
2019
Description
Investments
% Owned
Significant Equity Method Investees
Gas Storage and Pipelines
(In millions)
NEXUS Pipeline
$
1,349
$
1,345
50%
Vector Pipeline
Millennium Pipeline
Other Equity Method Investees
Other Segments
40%
26%
134
208
1,691
177
1,868
$
$
131
209
1,685
177
1,862
50%
40%
26%
256-mile pipeline to transport Utica and Marcellus shale gas
to Ohio, Michigan, and Ontario market centers. Also includes
Generation Pipeline, a 25-mile pipeline located in northern
Ohio
348-mile pipeline connecting Chicago, Michigan, and Ontario
market centers
263-mile pipeline serving markets in the Northeast
The balances in Other Equity Method Investees are individually insignificant and are primarily from the Power and Industrial Projects segment. These
investments are comprised of projects that deliver energy and utility-type products and services to industrial customers, sell electricity from renewable energy
projects under long-term power purchase agreements, and produce and sell metallurgical coke.
For further information by segment, see Note 23 to the Consolidated Financial Statements, "Segment and Related Information."
The following table presents summarized financial information of subsidiaries not consolidated and 50 percent or less owned by DTE Energy. The amounts
included in the table below represents 100% of the results of continuing operations of such entities accounted for under the equity method of accounting.
80
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Summarized balance sheet data is as follows:
Current Assets
Non-current assets
Current Liabilities
Non-current liabilities
Summarized income statement data is as follows:
Operating Revenues
Operating Expenses
Net Income
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES
Other Income
December 31,
2020
2019
$
$
$
$
(In millions)
351
5,235
319
686
$
$
$
$
2020
December 31,
2019
(In millions)
2018
$
$
$
1,227
847
395
$
$
$
1,210
$
853 $
313 $
374
5,260
414
698
883
622
365
Other income for the Registrants is recognized for non-operating income such as equity earnings of equity method investees, allowance for equity funds used
during construction, contract services, and gains from trading securities, primarily from those held in DTE Energy's rabbi trust. DTE Energy's Power and Industrial
Projects segment also recognizes Other income in connection with the sale of membership interests in reduced emissions fuel facilities to investors. In exchange
for the cash received, the investors receive a portion of the economic attributes of the facilities, including income tax attributes. The transactions are not treated as a
sale of membership interests for financial reporting purposes. Other income related to fixed non-refundable cash payments received from investors for which the
earnings process is not contingent upon production of refined coal is recognized on a straight-line basis over the non-cancelable contract term as the economic
benefit from the ownership of the facility is transferred to investors. Other income related to cash payments that is contingent upon production of refined coal is
considered earned and recognized when the contingency regarding the timing and amount of payment is resolved, generally as refined coal is produced and tax
credits are generated.
The following is a summary of DTE Energy's Other income:
Income from REF entities
Equity earnings of equity method investees
Gains from rabbi trust securities
Contract services
Allowance for equity funds used during construction
Gas Storage and Pipelines post-acquisition settlement
Other
(a)
2020
2019
(In millions)
2018
$
$
139
132
28
28
25
20
16
388
$
$
130
111
37
29
24
—
19
350
$
$
98
132
6
51
28
—
18
333
_______________________________________
(a) Losses from rabbi trust securities are recorded separately to Other expenses on the Consolidated Statements of Operations.
81
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following is a summary of DTE Electric's Other income:
Gains from rabbi trust securities allocated from DTE Energy
Contract services
Allowance for equity funds used during construction
Other
(a)
2020
2019
(In millions)
2018
28
28
23
8
87
$
$
37
32
22
16
107
$
$
6
51
19
7
83
$
$
_______________________________________
(a) Losses from rabbi trust securities are recorded separately to Other expenses on the Consolidated Statements of Operations.
For information on equity earnings of equity method investees by segment, see Note 23 to the Consolidated Financial Statements, "Segment and Related
Information."
Accounting for ISO Transactions
DTE Electric participates in the energy market through MISO. MISO requires that DTE Electric submit hourly day-ahead, real-time, and FTR bids and
offers for energy at locations across the MISO region. DTE Electric accounts for MISO transactions on a net hourly basis in each of the day-ahead, real-time, and
FTR markets. In any single hour, transactions in each of the MISO energy markets are netted based on MWh to determine if DTE Electric is in a net sale or
purchase position. Net purchases are recorded in Fuel, purchased power, and gas — utility and net sales are recorded in Operating Revenues — Utility operations
on the Registrants' Consolidated Statements of Operations.
The Energy Trading segment participates in the energy markets through various ISOs and RTOs. These markets require that Energy Trading submits hourly
day-ahead, real-time bids and offers for energy at locations across each region. Energy Trading submits bids in the annual and monthly auction revenue rights and
FTR auctions to the RTOs. Energy Trading accounts for these transactions on a net hourly basis for the day-ahead, real-time, and FTR markets. These transactions
are related to trading contracts which, if derivatives, are presented on a net basis in Operating Revenues — Non-utility operations, and if non-derivatives, the
realized gains and losses for sales are recorded in Operating Revenues — Non-utility operations and purchases are recorded in Fuel, purchased power, gas, and
other — non-utility in the DTE Energy Consolidated Statements of Operations.
DTE Electric and Energy Trading record accruals for future net purchases adjustments based on historical experience and reconcile accruals to actual costs
when invoices are received from MISO and other ISOs and RTOs.
Derivatives
Energy Trading classifies derivative transactions as revenue or expense based on the intent of the transaction (buy or sell). Revenues are recorded on a gross
or net basis within the income statement depending upon whether it represents a non-trading activity or trading activity, respectively. For additional information,
refer to Note 14 to the Consolidated Financial Statements, "Financial and Other Derivative Instruments".
Changes in Accumulated Other Comprehensive Income (Loss)
Comprehensive income (loss) is the change in common shareholders’ equity during a period from transactions and events from non-owner sources, including
Net Income. The amounts recorded to Accumulated other comprehensive income (loss) for DTE Energy include changes in benefit obligations, consisting of
deferred actuarial losses and prior service costs, unrealized gains and losses from derivatives accounted for as cash flow hedges, and foreign currency translation
adjustments. DTE Energy releases income tax effects from accumulated other comprehensive income when the circumstances upon which they are premised cease
to exist.
Changes in Accumulated other comprehensive income (loss) are presented in DTE Energy's Consolidated Statements of Changes in Equity and DTE
Electric's Consolidated Statements of Changes in Shareholder's Equity. For the year ended December 31, 2020, reclassifications out of Accumulated other
comprehensive income (loss) were not material.
82
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
On January 1, 2019, DTE Energy reclassified $25 million of stranded tax effects resulting from the TCJA from Accumulated other comprehensive income
(loss) to Retained Earnings. The reclassification was recorded upon adoption of ASU No. 2018-02, Income Statement — Reporting Comprehensive Income (Topic
220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. For the year ended December 31, 2019, reclassifications out of
Accumulated other comprehensive income (loss) not relating to the adoption of this standard were not material.
The following table summarizes the changes in DTE Energy's Accumulated other comprehensive income (loss) by component
(a)
for the years ended
December 31, 2020 and 2019:
Net Unrealized Gain
(Loss) on Derivatives
Benefit Obligations
(b)
Foreign Currency
Translation
Total
Balance, December 31, 2018
Other comprehensive income (loss) before reclassifications
Amounts reclassified from Accumulated other comprehensive income (loss)
Net current-period Other comprehensive income (loss)
Implementation of ASU 2018-02
Balance, December 31, 2019
Other comprehensive income (loss) before reclassifications
Amounts reclassified from Accumulated other comprehensive income (loss)
Net current-period Other comprehensive income
Balance, December 31, 2020
$
$
$
(11)
(14)
2
(12)
(2)
(25)
(3)
5
2
(23)
$
$
$
$
(In millions)
(102)
(7)
15
8
(23)
(117)
(2)
10
8
(109)
$
$
(7)
1
—
1
—
(6)
1
—
1
(5)
$
$
$
(120)
(20)
17
(3)
(25)
(148)
(4)
15
11
(137)
______________________________________
(a) All amounts are net of tax, except for Foreign currency translation.
(b) The amounts reclassified from Accumulated other comprehensive income (loss) are included in the computation of the net periodic pension and other postretirement benefit costs (see Note
21 to the Consolidated Financial Statements, "Retirement Benefits and Trusteed Assets").
Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents include cash on hand, cash in banks, and temporary investments purchased with remaining maturities of three months or less.
Restricted cash consists of funds held in separate bank accounts to satisfy contractual obligations and guarantee performance. Restricted cash designated for
payments within one year is classified as a Current Asset.
Financing Receivables
Financing receivables are primarily composed of trade receivables, notes receivable, and unbilled revenue. The Registrant's financing receivables are stated
at net realizable value.
DTE Energy unbilled revenues of $944 million and $855 million at December 31, 2020 and 2019, respectively, include $260 million and $263 million of
DTE Electric unbilled revenues, respectively, included in Customer Accounts receivable.
The Registrants monitor the credit quality of their financing receivables on a regular basis by reviewing credit quality indicators and monitoring for trigger
events, such as a credit rating downgrade or bankruptcy. Credit quality indicators include, but are not limited to, ratings by credit agencies where available,
collection history, collateral, counterparty financial statements and other internal metrics. Utilizing such data, the Registrants have determined three internal grades
of credit quality. Internal grade 1 includes financing receivables for counterparties where credit rating agencies have ranked the counterparty as investment grade.
To the extent credit ratings are not available, the Registrants utilize other credit quality indicators to determine the level of risk associated with the financing
receivable. Internal grade 1 may include financing receivables for counterparties for which credit rating agencies have ranked the counterparty as below investment
grade, however, due to favorable information on other credit quality indicators, the Registrants have determined the risk level to be similar to that of an investment
grade counterparty. Internal grade 2 includes financing receivables for counterparties with limited credit information and those with a higher risk profile based
upon credit quality indicators. Internal grade 3 reflects financing receivables for which the counterparties have the greatest level of risk, including those in
bankruptcy status.
83
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following represents the Registrants' financing receivables by year of origination, classified by internal grade of credit risk. The related credit quality
indicators and risk ratings utilized to develop the internal grades have been updated through December 31, 2020.
Notes receivable
Internal grade 1
Internal grade 2
Total notes receivable
(a)
Net investment in leases
Net investment in leases, internal grade 1
Net investment in leases, internal grade 2
Total net investment in leases
(a)
DTE Energy
DTE Electric
2020
2019
Year of origination
2018 and prior
(In millions)
Total
2020 and prior
$
$
$
$
—
68
68
6
131
137
$
$
$
$
14
43
57
—
—
—
$
$
$
$
10
6
16
39
1
40
$
$
$
$
24
117
141
45
132
177
$
$
$
$
14
2
16
—
—
—
_______________________________________
(a) For DTE Energy, included in Current Assets — Other and Other Assets — Notes Receivable on the Consolidated Statements of Financial Position. For DTE Electric, included in Current
Assets — Other and Other Assets — Other on the Consolidated Statements of Financial Position.
The allowance for doubtful accounts on accounts receivable for the utility entities is generally calculated using an aging approach that utilizes rates
developed in reserve studies. DTE Electric and DTE Gas establish an allowance for uncollectible accounts based on historical losses and management's assessment
of existing and future economic conditions, customer trends and other factors. Customer accounts are generally considered delinquent if the amount billed is not
received by the due date, which is typically in 21 days, however, factors such as assistance programs may delay aggressive action. DTE Electric and DTE Gas
generally assess late payment fees on trade receivables based on past-due terms with customers. Customer accounts are written off when collection efforts have
been exhausted. The time period for write-off is 150 days after service has been terminated.
The customer allowance for doubtful accounts for non-utility businesses and other receivables for both utility and non-utility businesses is generally
calculated based on specific review of probable future collections based on receivable balances generally in excess of 30 days. Existing and future economic
conditions, customer trends and other factors are also considered. Receivables are written off on a specific identification basis and determined based upon the
specific circumstances of the associated receivable.
Notes receivable for DTE Energy are primarily comprised of finance lease receivables and loans that are included in Notes Receivable and Other current
assets on DTE Energy's Consolidated Statements of Financial Position. Notes receivable for DTE Electric are primarily comprised of loans.
Notes receivable are typically considered delinquent when payment is not received for periods ranging from 60 to 120 days. The Registrants cease accruing
interest (nonaccrual status), consider a note receivable impaired, and establish an allowance for credit loss when it is probable that all principal and interest
amounts due will not be collected in accordance with the contractual terms of the note receivable. In determining the allowance for credit losses for notes
receivable, the Registrants consider the historical payment experience and other factors that are expected to have a specific impact on the counterparty's ability to
pay including existing and future economic conditions.
DTE Energy has off balance sheet exposure in the form of a revolving credit facility. Refer to Note 19, "Commitments and Contingencies," for additional
information. In determining the level of credit reserve needed, DTE considers the likelihood of funding in addition to the other factors noted above. A reserve may
be established when it is likely that funding will occur. Cash payments received on nonaccrual status notes receivable, that do not bring the account contractually
current, are first applied to the contractually owed past due interest, with any remainder applied to principal. Accrual of interest is generally resumed when the note
receivable becomes contractually current.
84
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table presents a roll-forward of the activity for the Registrants' financing receivables credit loss reserves as of December 31, 2020.
Beginning reserve balance, January 1, 2020
Current period provision
Write-offs charged against allowance
Recoveries of amounts previously written off
Ending reserve balance, December 31, 2020
DTE Energy
Trade accounts
receivable
Other receivables
Total
DTE Electric
Trade and other
accounts receivable
$
$
87
100
(136)
50
101
$
$
(In millions)
4
3
(4)
—
3
$
$
91
103
(140)
50
104
$
$
46
61
(80)
30
57
The Registrants have been monitoring the impacts from the COVID-19 pandemic on our customers and various counterparties. For DTE Electric and DTE
Gas, the allowance for doubtful accounts has been increased to account for additional risk related to the pandemic. As of December 31, 2020, the impact of these
increases has not been material.
In April 2020, the MPSC issued an order in response to the COVID-19 pandemic and authorized the deferral of certain uncollectible expense that is in
excess of the amount used to set current rates. As a result of the order, the Registrants began deferring uncollectible expense as Regulatory assets, including
$2 million at DTE Gas for the year ended December 31, 2020. For DTE Electric, deferrals recorded throughout the year were reversed and recorded to expense as a
result of the MPSC approval of DTE Electric's one-time accounting application in December 2020. Refer to Note 10 to the Consolidated Financial Statements,
"Regulatory Matters," for further information.
For DTE Energy, uncollectible expense was $103 million, $111 million, and $140 million for the years ended December 31, 2020, 2019, and 2018,
respectively, which is primarily comprised of the current period provision for allowance for doubtful accounts adjusted for regulatory deferrals at DTE Gas.
For DTE Electric, uncollectible expense was $62 million, $65 million, and $85 million for the years ended December 31, 2020, 2019, and 2018, respectively,
which is primarily comprised of the current period provision for allowance for doubtful accounts.
There are no material amounts of past due financing receivables for the Registrants as of December 31, 2020.
Inventories
Inventory related to utility and non-utility operations is valued at the lower of cost or net realizable value, where cost is generally valued using average cost.
DTE Gas' natural gas inventory of $40 million as of December 31, 2020 and 2019 is determined using the last-in, first-out (LIFO) method. The replacement
cost of gas in inventory exceeded the LIFO cost by $62 million and $49 million at December 31, 2020 and 2019, respectively.
Property, Retirement and Maintenance, and Depreciation and Amortization
Property is stated at cost and includes construction-related labor, materials, overheads, and AFUDC for utility property. The cost of utility properties retired
is charged to accumulated depreciation. Expenditures for maintenance and repairs are charged to expense when incurred.
Utility property at DTE Electric and DTE Gas is depreciated over its estimated useful life using straight-line rates approved by the MPSC. DTE Energy's
non-utility property is depreciated over its estimated useful life using the straight-line method. Depreciation and amortization expense also includes the
amortization of certain regulatory assets for the Registrants.
The cost of nuclear fuel is capitalized. The amortization of nuclear fuel is included within Fuel, purchased power, and gas — utility in the DTE Energy
Consolidated Statements of Operations, and Fuel and purchased power in the DTE Electric Consolidated Statements of Operations, and is recorded using the units-
of-production method.
See Note 7 to the Consolidated Financial Statements, "Property, Plant, and Equipment."
85
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Long-Lived Assets
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be
recoverable. If the carrying amount of the asset exceeds the expected undiscounted future cash flows generated by the asset, an impairment loss is recognized
resulting in the asset being written down to its estimated fair value. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs
to sell.
Intangible Assets
The Registrants have certain Intangible assets as shown below:
Useful Lives
Gross
Carrying
Value
Accumulated
Amortization
Net Carrying
Value
Gross Carrying
Value
Accumulated
Amortization
Net Carrying
Value
December 31, 2020
December 31, 2019
Intangible assets subject to amortization
Customer relationships
Contract intangibles
25 to 40 years
6 to 26 years
(a)
$
DTE Electric renewable energy credits
DTE Electric zonal resource credits
DTE Electric Long-term intangible assets
(b)
(c)
$
2,252
289
2,541
8
3
11
(In millions)
$
(121)
(92)
(213)
$
2,131
197
2,328
$
2,252
268
2,520
—
—
—
8
3
11
15
—
15
$
(66)
(76)
(142)
—
—
—
2,186
192
2,378
15
—
15
DTE Energy Long-term intangible assets
$
2,552
$
(213)
$
2,339
$
2,535
$
(142)
$
2,393
______________________________________
(a) The useful lives of the customer relationship intangible assets are based on the number of years in which the assets are expected to economically contribute to the business. The expected
economic benefit incorporates existing customer contracts and expected renewal rates based on the estimated volume and production lives of gas resources in the region.
(b) Renewable energy credits are charged to expense, using average cost, as the credits are consumed in the operation of the business.
(c) Zonal resource credits are amortized on a straight-line basis over the period that they are in effect.
The following table summarizes DTE Energy's estimated customer relationship and contract intangible amortization expense expected to be recognized
during each year through 2025:
Estimated amortization expense
$
73
$
73
$
73
$
73
$
73
2021
2022
2023
(In millions)
2024
2025
DTE Energy amortizes customer relationship and contract intangible assets on a straight-line basis over the expected period of benefit. DTE Energy's
Intangible assets amortization expense was $71 million in 2020, $33 million in 2019, and $27 million in 2018.
Excise and Sales Taxes
The Registrants record the billing of excise and sales taxes as a receivable with an offsetting payable to the applicable taxing authority, with no net impact on
the Registrants’ Consolidated Statements of Operations.
Deferred Debt Costs
The costs related to the issuance of long-term debt are deferred and amortized over the life of each debt issue. The deferred amounts are included as a direct
deduction from the carrying amount of each debt issue in Mortgage bonds, notes, and other and Junior subordinated debentures on DTE Energy's Consolidated
Statements of Financial Position and in Mortgage bonds, notes, and other on DTE Electric's Consolidated Statements of Financial Position. In accordance with
MPSC regulations applicable to DTE Energy’s electric and gas utilities, the unamortized discount, premium, and expense related to utility debt redeemed with a
refinancing are amortized over the life of the replacement issue. Discount, premium, and expense on early redemptions of debt associated with DTE Energy's non-
utility operations are charged to earnings.
86
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Investments in Debt and Equity Securities
The Registrants generally record investments in debt and equity securities at market value with unrealized gains or losses included in earnings. Changes in
the fair value of Fermi 2 nuclear decommissioning investments are recorded as adjustments to Regulatory assets or liabilities, due to a recovery mechanism from
customers. The Registrants' equity investments are reviewed for impairment each reporting period. If the assessment indicates that an impairment exists, a loss is
recognized resulting in the equity investment being written down to its estimated fair value. See Note 13 of the Consolidated Financial Statements, "Fair Value."
DTE Energy Foundation
DTE Energy's contributions to the DTE Energy Foundation were $20 million and $22 million for the years ended December 31, 2020 and December 31,
2018, respectively. There were no charitable contributions made to the DTE Energy Foundation for the year ended December 31, 2019. The DTE Energy
Foundation is a non-consolidated not-for-profit private foundation, the purpose of which is to contribute to and assist charitable organizations.
Other Accounting Policies
See the following notes for other accounting policies impacting the Registrants’ Consolidated Financial Statements:
Title
Note
5
7
9
10
11
13
14
18
21
22
Revenue
Property, Plant, and Equipment
Asset Retirement Obligations
Regulatory Matters
Income Taxes
Fair Value
Financial and Other Derivative Instruments
Leases
Retirement Benefits and Trusteed Assets
Stock-Based Compensation
NOTE 3 — NEW ACCOUNTING PRONOUNCEMENTS
Recently Adopted Pronouncements
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial
Instruments, as amended. The amendments in this update have replaced the previous incurred loss impairment methodology with a methodology that reflects
expected credit losses and requires consideration of a broader range of reasonable and supportable information, including forecasts, to develop credit loss
estimates. The ASU requires entities to use the new methodology to measure impairment of financial instruments, including accounts receivable, and may result in
earlier recognition of credit losses than under previous generally accepted accounting principles. Entities must apply the new guidance as a cumulative-effect
adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Registrants adopted the standard effective
January 1, 2020. The adoption of the ASU did not have an impact on the Registrants' financial position or results of operations. Additional required disclosures
have been included in Note 2 to the Consolidated Financial Statements, “Significant Accounting Policies.”
In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The
guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation to determine the amount of goodwill impairment.
Under the ASU, a goodwill impairment will be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of
goodwill. The Registrants adopted the ASU effective January 1, 2020. The adoption of the ASU did not have an impact on the Registrants' Consolidated Financial
Statements.
87
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework - Changes to the Disclosure
Requirements for Fair Value Measurement. The amendments in this update modify the disclosure requirements on fair value measurements in Topic 820. The
Registrants adopted the ASU effective January 1, 2020. The Registrants have updated Note 13 to the Consolidated Financial Statements, "Fair Value," to
incorporate the disclosure changes required by the ASU.
In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting
for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. The amendments in this update align the requirements for
capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred
to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The Registrants adopted the standard effective
January 1, 2020 using the prospective approach. The adoption of the ASU did not have an impact on the Registrants’ Consolidated Financial Statements. On a
prospective basis, costs within the scope of this amendment will be accounted for consistent with any underlying service contracts. Capitalized implementation
costs will be reflected in Other noncurrent assets on the Consolidated Statements of Financial Position and amortization of these costs will be reflected in
Operation and maintenance within the Consolidated Statements of Operations. Cash flow activity will be reflected in the Other current and noncurrent assets and
liabilities line within the Operating Activities section of the Consolidated Statements of Cash Flows.
In August 2018, the FASB issued ASU No. 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20): Disclosure
Framework - Changes to the Disclosure Requirements for Defined Benefit Plans. The amendments in this update modify the disclosure requirements for employers
that sponsor defined benefit pension or other postretirement plans. The Registrants adopted the ASU effective January 1, 2020. The Registrants have updated Note
21 to the Consolidated Financial Statements, "Retirement Benefits and Trusteed Assets," to incorporate the disclosure changes required by the ASU.
In October 2018, the FASB issued ASU No. 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest
Entities. The amendments in this update modify the requirements for determining whether fees paid to a decision maker or service provider are variable interests
and require reporting entities to consider indirect interests held through related parties under common control on a proportional basis. The Registrants adopted the
ASU effective January 1, 2020. The adoption of the ASU did not have a significant impact on the Registrants’ Consolidated Financial Statements.
Recently Issued Pronouncements
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes. The amendments in this
update simplify the accounting for income taxes by removing certain exceptions, and clarifying certain requirements regarding franchise taxes, goodwill,
consolidated tax expenses, and annual effective tax rate calculations. The ASU is effective for the Registrants for fiscal years beginning after December 15, 2020.
The Registrants will adopt the ASU on its effective date using a modified retrospective approach. The ASU will not have a significant impact on the Registrants'
Consolidated Financial Statements.
In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial
Reporting, as amended. The amendments in this update provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and
other transactions affected by reference rate reform if certain criteria are met. The optional expedients are effective for the modification of existing contracts or
new arrangements executed March 12, 2020 through December 31, 2022. The Registrants are currently assessing the impact of this standard on their Consolidated
Financial Statements.
In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging -
Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity. The amendments in this
update simplify the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts
indexed to and potentially settled in an entity's own equity. The ASU is effective for the Registrants for fiscal years beginning after December 15, 2021, and
interim periods therein. Early adoption is permitted. The ASU will not have a significant impact on the Registrants' Consolidated Financial Statements.
88
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 4 — ACQUISITIONS AND DISPOSITIONS
Power and Industrial Projects Segment Acquisition
On February 18, 2020, DTE Energy closed on the purchase of an 8 MW combined heat and power generation facility from South Jersey Industries (“SJI”)
that provides electricity and hot and chilled water to a hotel and casino in Atlantic City, New Jersey. Direct transaction costs primarily related to advisory fees were
immaterial and are included in Operation and maintenance in DTE Energy's Consolidated Statements of Operations. The fair value of consideration provided for
the acquisition was approximately $95 million paid in cash.
The acquisition was accounted for using the acquisition method of accounting for business combinations. Accordingly, the cost was allocated to the
underlying net assets based on their respective fair values as shown below:
Contract intangibles
Property, plant, and equipment, net
Working capital
Total
(In millions)
17
76
2
95
$
$
The intangible assets recorded pertain to existing customer contracts and were estimated by applying the income approach, based on discounted projected
cash flows attributable to the existing agreements. The contract intangible assets are amortized on a straight-line basis over a period of 13 years, which is based on
the number of years the assets are expected to economically contribute to the business. The pro forma financial information has not been presented for DTE Energy
because the effects of the acquisition were not material to the Consolidated Statements of Operations.
Electric Segment Acquisition
Effective September 12, 2019, DTE Sustainable Generation closed on the purchase of 89 MW of renewable energy projects located in Michigan from
Heritage Sustainable Energy in support of DTE Energy's renewable energy goals. Direct transaction costs primarily related to advisory fees were immaterial and
were included in Operation and maintenance in DTE Energy's Consolidated Statements of Operations for the period incurred. The fair value of consideration
provided for the acquisition was approximately $175 million, paid in cash.
The acquisition was accounted for using the acquisition method of accounting for business combinations. Accordingly, the cost was allocated to the
underlying net assets based on their respective fair values as shown below:
Contract intangibles
Property, plant, and equipment, net
Working capital
Total
(In millions)
109
60
6
175
$
$
89
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The intangible assets recorded pertain to existing customer contracts and were estimated by applying the income approach, based on discounted projected
cash flows attributable to the existing agreements. The contract intangible assets are amortized on a straight-line basis with useful lives ranging from 11 years to 13
years, which is based on the remaining number of years the assets are expected to economically contribute to the business. The pro forma financial information has
not been presented for DTE Energy because the effects of the acquisition were not material to the Consolidated Statements of Operations.
In conjunction with the above acquisition, DTE Sustainable Generation closed on a purchase and sale agreement with Heritage Sustainable Energy in
January 2020 to acquire an additional renewable energy project for approximately $33 million paid in cash.
The acquired projects are non-utility operations and related revenues are classified accordingly as Operating Revenues - Non-utility operations within DTE
Energy's Consolidated Statements of Operations and the Electric segment results of operations. Refer to Note 23 to the Consolidated Financial Statements,
"Segment and Related Information."
Gas Storage and Pipelines Segment Acquisition
On December 4, 2019, DTE Energy closed on the purchase of midstream natural gas assets in support of its strategy to continue to grow and earn
competitive returns for shareholders. DTE Energy purchased 100 percent of M5 Louisiana Gathering, LLC and its wholly owned subsidiaries from Momentum
Midstream and Indigo Natural Resources. The acquisition includes the Blue Union and LEAP assets which provide natural gas gathering and other midstream
services to producers located primarily in Louisiana. The acquired assets are part of DTE Energy's non-utility Gas Storage and Pipelines segment.
The fair value of the consideration provided for the entities acquired was $2.74 billion and included $2.36 billion paid in cash and an estimated $380 million
of contingent consideration to be paid upon completion of the LEAP gathering pipeline. A liability for the contingent consideration payment was recorded upon
acquisition and adjusted each period for accretion. Refer to the Acquisition related deferred payment line in the Consolidated Statements of Financial Position for
the liability balance for the respective reporting periods. Accretion expense of $5 million and $1 million was recorded for the years ended December 31, 2020 and
2019, respectively. In July 2020, the LEAP gathering pipeline achieved the final milestone of its construction and consideration of $385 million was paid on
July 27, 2020 in two equal installments.
The acquisition was financed through the issuance of Equity Units, common stock, and Senior Notes. See Note 15 to the Consolidated Financial Statements,
"Long-Term Debt," for more information.
The acquisition was accounted for using the acquisition method of accounting for business combinations. The excess purchase price over the fair value of net
assets acquired was classified as goodwill. The factors contributing to the recognition of goodwill were based on various strategic benefits that are expected to be
realized from the Blue Union and LEAP acquisition. The acquisition will provide DTE Energy with a platform for midstream growth and access to further
investment opportunities in the Haynesville basin. The goodwill is being deducted for income tax purposes.
December 3, 2020 marked the expiration of the one-year period from the acquisition to revise the fair value of assets acquired and liabilities assumed. As a
result of purchase accounting adjustments through December 3, 2020, approximately $2 million of additional goodwill was recognized. The purchase price is no
longer subject to resolution of any indemnification claims and all cash consideration paid and held in escrow has been released.
90
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The final allocation of the purchase price was based on estimated fair values of the Blue Union and LEAP assets acquired and liabilities assumed at the date
of acquisition, December 4, 2019. The components of the final purchase price allocation, inclusive of purchase accounting adjustments, are as follows:
Assets
Cash
Accounts receivable
Property, plant, and equipment, net
Goodwill
Customer relationship intangibles
Other current assets
Liabilities
Accounts payable
Acquisition related deferred payment
Other current liabilities
Asset retirement obligations
Total cash consideration
(In millions)
62
31
1,034
173
1,473
1
2,774
26
380
2
9
417
2,357
$
$
$
$
$
The intangible assets recorded as a result of the acquisition pertain to existing customer relationships, which were valued at approximately $1.47 billion as of
the acquisition date. The fair value of the intangible assets acquired was estimated by applying the income approach. The income approach is based upon
discounted projected future cash flows attributable to the existing contracts and agreements. The fair value measurement is based on significant unobservable
inputs, including management estimates and assumptions, and thus represents a Level 3 measurement, pursuant to the applicable accounting guidance. Key
estimates and inputs include revenue and expense projections and discount rates based on the risks associated with the entities. The intangible assets are amortized
on a straight-line basis over a period of 40 years, which is based on the number of years the assets are expected to economically contribute to the business. The
expected economic benefit incorporates existing customer contracts with a weighted average amortization life of 13 years and expected renewal rates, based on the
estimated volume and production lives of gas resources in the region. See Note 2 to the Consolidated Financial Statements, "Significant Accounting Policies," for
more information.
DTE Energy incurred $18 million of direct transaction costs for the year ended December 31, 2019. These costs were primarily related to advisory fees and
included in Operation and maintenance in DTE Energy's 2019 Consolidated Statements of Operations. Additionally, DTE Energy incurred $49 million of issuance
costs related to the acquisition financing, of which $10 million were included in Mortgage bonds, notes, and other, and $39 million were included in Common
Stock in DTE Energy's Consolidated Statements of Financial Position.
DTE Energy's 2019 Consolidated Statements of Operations included Operating Revenues — Non-utility operations of $15 million and Net Income of $3
million associated with the acquired entities for the one-month period following the acquisition date, excluding the $18 million transaction costs described above.
The pro forma financial information was not presented for DTE Energy because the effects of the acquisition were not material to the Consolidated Statements of
Operations.
DTE Midstream Spin-off
On October 27, 2020, DTE Energy announced that its Board of Directors has authorized management to pursue a plan to spin-off the DTE Midstream
business. DTE Energy expects to complete the separation by mid-year 2021, subject to final approval by its Board of Directors, the Form 10 registration statement
being declared effective by the Securities and Exchange Commission, regulatory approvals, and satisfaction of other conditions. DTE Energy shareholder approval
is not required to effect the separation transaction. Upon closing of the transaction, DTE Energy shareholders will own shares of both DTE Energy and the new
midstream company ("DT Midstream"). The planned separation transaction is intended to be a tax-free spin-off for DTE Energy and its shareholders for U.S.
federal income tax purposes. There can be no assurance that any separation transaction will ultimately occur or, if one does occur, of its terms or timing.
91
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 5 — REVENUE
Significant Accounting Policy
Upon the adoption of Topic 606, revenue is measured based upon the consideration specified in a contract with a customer at the time when performance
obligations are satisfied. Under Topic 606, a performance obligation is a promise in a contract to transfer a distinct good or service or a series of distinct goods or
services to the customer. The Registrants recognize revenue when performance obligations are satisfied by transferring control over a product or service to a
customer. The Registrants have determined control to be transferred when the product is delivered or the service is provided to the customer. For the years ended
December 31, 2020, 2019, and 2018, recognition of revenue for the Registrants subsequent to the adoption of Topic 606 is substantially similar in amount and
approach to that prior to adoption.
Rates for DTE Electric and DTE Gas include provisions to adjust billings for fluctuations in fuel and purchased power costs, cost of natural gas, and certain
other costs. Revenues are adjusted for differences between actual costs subject to reconciliation and the amounts billed in current rates. Under or over recovered
revenues related to these cost recovery mechanisms are included in Regulatory assets or liabilities on the Registrants' Consolidated Statements of Financial
Position and are recovered or returned to customers through adjustments to the billing factors.
For discussion of derivative contracts, see Note 14 to the Consolidated Financial Statements, "Financial and Other Derivative Instruments."
Disaggregation of Revenue
The following is a summary of revenues disaggregated by segment for DTE Energy:
Electric
(a)
Residential
Commercial
Industrial
Other
(b)
Total Electric operating revenues
(c)
Gas
Gas sales
End User Transportation
Intermediate Transportation
Other
(b)
Total Gas operating revenues
(d)
Other segment operating revenues
Gas Storage and Pipelines
Power and Industrial Projects
Energy Trading
(g)
(e)
(f)
2020
2019
(In millions)
2018
$
$
$
$
$
$
$
2,825
1,739
592
364
5,520
971
218
79
146
1,414
754
1,224
3,863
$
$
$
$
$
$
$
2,427
1,795
659
348
5,229
1,043
219
78
142
1,482
$
$
$
$
501 $
$
$
1,560
4,610
2,494
1,794
690
320
5,298
1,055
232
58
91
1,436
485
2,204
5,557
_______________________________________
(a) Revenues generally represent those of DTE Electric, except $14 million and $5 million of Other revenues related to DTE Sustainable Generation for the years ended December 31, 2020
(b)
(c)
(d)
(e)
(f)
(g)
and 2019, respectively.
Includes revenue adjustments related to various regulatory mechanisms.
Includes $26 million, $22 million, and $21 million under Alternative Revenue Programs and $22 million, $19 million, and $20 million of other revenues, which are both outside the scope
of Topic 606, for the years ended December 31, 2020, 2019, and 2018, respectively.
Includes $10 million, $8 million, and $2 million under Alternative Revenue Programs and $8 million, $7 million, and $7 million of other revenues, which are both outside the scope of
Topic 606, for the years ended December 31, 2020, 2019, and 2018, respectively.
Includes revenues outside the scope of Topic 606 primarily related to $9 million of contracts accounted for as leases for each of the years ended December 31, 2020 and 2019.
Includes revenues outside the scope of Topic 606 primarily related to $99 million, $121 million, and $125 million of contracts accounted for as leases for the years ended December 31,
2020, 2019, and 2018, respectively.
Includes revenues outside the scope of Topic 606 primarily related to $2.7 billion, $3.4 billion, and $4.5 billion of derivatives for the years ended December 31, 2020, 2019, and 2018,
respectively.
92
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Nature of Goods and Services
The following is a description of principal activities, separated by reportable segments, from which DTE Energy generates revenue. For more detailed
information about reportable segments, see Note 23 to the Consolidated Financial Statements, “Segment and Related Information.”
The Registrants have contracts with customers which may contain more than one performance obligation. When more than one performance obligation
exists in a contract, the consideration under the contract is allocated to the performance obligations based on the relative standalone selling price. DTE Energy
generally determines standalone selling prices based on the prices charged to customers or the use of the adjusted market assessment approach. The adjusted
market assessment approach involves the evaluation of the market in which DTE Energy sells goods or services and estimating the price that a customer in that
market would be willing to pay.
Under Topic 606, when a customer simultaneously receives and consumes the product or service provided, revenue is considered to be recognized over time.
Alternatively, if it is determined that the criteria for recognition of revenue over time is not met, the revenue is considered to be recognized at a point in time.
Electric
Electric consists principally of DTE Electric. Electric revenues are primarily comprised of the supply and delivery of electricity, and related capacity.
Revenues are primarily associated with cancellable contracts, with the exception of certain long-term contracts with commercial and industrial customers.
Revenues, including estimated unbilled amounts, are generally recognized over time based upon volumes delivered or through the passage of time ratably based
upon providing a stand-ready service. The Registrants have determined that the above methods represent a faithful depiction of the transfer of control to the
customer. Unbilled revenues are typically determined utilizing approved tariff rates and estimated meter volumes. Estimated unbilled amounts recognized in
revenue are subject to adjustment in the following reporting period as actual volumes by customer class are known. Revenues are typically subject to tariff rates
based upon customer class and type of service and are billed and received monthly. Tariff rates are determined by the MPSC on a per unit or monthly basis.
Gas
Gas consists principally of DTE Gas. Gas revenues are primarily comprised of the supply and delivery of natural gas, and other services including storage,
transportation, and appliance maintenance. Revenues are primarily associated with cancellable contracts with the exception of certain long-term contracts with
commercial and industrial customers. Revenues, including estimated unbilled amounts, are generally recognized over time based upon volumes delivered or
through the passage of time ratably based upon providing a stand-ready service. DTE Energy has determined that the above methods represent a faithful depiction
of the transfer of control to the customer. Unbilled revenues are typically determined using both estimated meter volumes and estimated usage based upon the
number of unbilled days and historical temperatures. Estimated unbilled amounts recognized in revenue are subject to adjustment in the following reporting period
as actual volumes by customer class and service type are known. Revenues are typically subject to tariff rates or other rates subject to regulatory oversight and are
billed and received monthly. Tariff rates are determined by the MPSC on a per unit or monthly basis.
Gas Storage and Pipelines
Gas Storage and Pipelines revenues generally consist of services related to the gathering, transportation, and storage of natural gas. Contracts are primarily
long-term in nature. Revenues, including estimated unbilled amounts, are generally recognized over time based upon services provided or through the passage of
time ratably based upon providing a stand-ready service. Unbilled amounts are generally determined using estimated volumes based on preliminary meter data and
contracted rates and typically result in minor adjustments in the following reporting period. DTE Energy has determined that the above methods represent a faithful
depiction of the transfer of control to the customer. Revenues are typically billed and received monthly. Pricing for such revenues may consist of demand rates,
commodity rates, transportation rates, and other associated fees. Consideration may consist of both fixed and variable components and may be subject to minimum
volume commitments. Generally, uncertainties in the variable consideration components are resolved and revenues are known at the time of recognition.
93
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Power and Industrial Projects
Power and Industrial Projects revenues include contracts accounted for as leases which are outside of the scope of Topic 606. For performance obligations
within the scope of Topic 606, the timing of revenue recognition is dependent upon when control over the associated product or service is transferred.
Revenues at Power and Industrial Projects, within the scope of Topic 606, generally consist of sales of refined coal, coal, blast furnace coke, coke oven gas,
electricity, equipment maintenance services, and other energy related products and services. Revenues, including estimated unbilled amounts, for the sale of blast
furnace coke are generally recognized at a point in time when the product is delivered, which represents the transfer of control to the customer. Other revenues are
generally recognized over time based upon services provided or through the passage of time ratably based upon providing a stand-ready service. DTE Energy has
determined that the above methods represent a faithful depiction of the transfer of control to the customer. Market based pricing structures exist in such contracts
including adjustments for consumer price or other indices. Consideration may consist of both fixed and variable components. Generally, uncertainties in the
variable consideration components are resolved and revenues are known at the time of recognition. Billing terms vary and are generally monthly with payment
terms typically within 30 days following billing.
Energy Trading
Energy Trading revenues consist primarily of derivative contracts outside of the scope of Topic 606. For performance obligations within the scope of Topic
606, the timing of revenue recognition is dependent upon when control over the associated product or service is transferred.
Revenues, including estimated unbilled amounts, within the scope of Topic 606 arising from the sale of natural gas, electricity, power capacity, and other
energy related products are generally recognized over time based upon volumes delivered or through the passage of time ratably based upon providing a stand-
ready service. DTE Energy has determined that the above methods represent a faithful depiction of the transfer of control to the customer. Revenues are known at
the time of recognition. Payment for the aforementioned revenues is generally due from customers in the month following delivery.
Revenues associated with RECs are recognized at a point in time when control of the RECs are transferred to the customer which is deemed to be when the
subject RECs are entered for transfer to the customer in the applicable regulatory tracking system. Revenues associated with RECs under a wholesale full
requirements power contract are deferred until control has been transferred. The deferred revenues represent a contract liability for which payment has been
received and the amounts have been estimated using the adjusted market assessment approach. With the exception of RECs, generally all other performance
obligations associated with wholesale full requirements power contracts are satisfied over time in conjunction with the delivery of power. At the time power is
delivered, DTE Energy may not have control over the RECs as the RECs are not self-generated and may not yet have been procured resulting in deferred revenues.
Deferred Revenue
The following is a summary of deferred revenue activity:
Beginning Balance, January 1, 2020
Increases due to cash received or receivable, excluding amounts recognized as revenue during the period
Revenue recognized that was included in the deferred revenue balance at the beginning of the period
Ending Balance, December 31, 2020
DTE Energy
(In millions)
75
55
(43)
87
$
$
The deferred revenues at DTE Energy generally represent amounts paid by or receivable from customers for which the associated performance obligation
has not yet been satisfied.
Deferred revenues include amounts associated with REC performance obligations under certain wholesale full requirements power contracts. Deferred
revenues associated with RECs are recognized as revenue when control of the RECs has transferred.
Other performance obligations associated with deferred revenues include providing products and services related to customer prepayments. Deferred
revenues associated with these products and services are recognized when control has transferred to the customer.
94
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table represents deferred revenue amounts for DTE Energy that are expected to be recognized as revenue in future periods:
2021
2022
2023
2024
2025
2026 and thereafter
DTE Energy
(In millions)
59
7
3
3
7
8
87
$
$
Transaction Price Allocated to the Remaining Performance Obligations
In accordance with optional exemptions available under Topic 606, the Registrants did not disclose the value of unsatisfied performance obligations for (1)
contracts with an original expected length of one year or less, (2) with the exception of fixed consideration, contracts for which revenue is recognized at the amount
to which the Registrants have the right to invoice for goods provided and services performed, and (3) contracts for which variable consideration relates entirely to
an unsatisfied performance obligation.
Such contracts consist of varying types of performance obligations across the segments, including the supply and delivery of energy related products and
services. Contracts with variable volumes and/or variable pricing, including those with pricing provisions tied to a consumer price or other index, have also been
excluded as the related consideration under the contract is variable at inception of the contract. Contract lengths vary from cancellable to multi-year.
The Registrants expect to recognize revenue for the following amounts related to fixed consideration associated with remaining performance obligations in
each of the future periods noted:
DTE Energy
DTE Electric
2021
2022
2023
2024
2025
2026 and thereafter
NOTE 6 — GOODWILL
DTE Energy has goodwill resulting from business combinations.
The following is the summary of change in the carrying amount of goodwill for the years ended December 31:
Balance as of January 1
Goodwill attributable to Gas Storage and Pipelines 2019 acquisition of Blue Union and LEAP
Balance at December 31
95
$
$
$
$
(In millions)
$
285
323
263
158
113
501
1,643
$
2020
2019
$
(In millions)
2,464
2
2,466
$
8
7
7
7
1
—
30
2,293
171
2,464
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 7 — PROPERTY, PLANT, AND EQUIPMENT
The following is a summary of Property, plant, and equipment by classification as of December 31:
Property, plant, and equipment
DTE Electric
Zero carbon generation
Nuclear
Renewables
Fossil and other generation
Distribution
Other
Total DTE Electric
DTE Gas
Distribution
Storage
Transmission and other
Total DTE Gas
Non-utility and other
Gas Storage and Pipelines
Power and Industrial Projects
Other
Non-utility and other
Total DTE Energy
Accumulated depreciation and amortization
DTE Electric
Zero carbon generation
Nuclear
Renewables
Fossil and other generation
Distribution
Other
Total DTE Electric
DTE Gas
Distribution
Storage
Transmission and other
Total DTE Gas
Non-utility and other
Gas Storage and Pipelines
Power and Industrial Projects
Other
Non-utility and other
Total DTE Energy
Net DTE Energy Property, plant, and equipment
Net DTE Electric Property, plant, and equipment
AFUDC and Capitalized Interest
2020
2019
(In millions)
$
$
$
3,295
1,817
8,031
10,354
2,674
26,171
4,517
576
1,341
6,434
3,981
1,194
217
5,392
37,997
(373)
(295)
(3,014)
(2,686)
(682)
(7,050)
(1,215)
(146)
(403)
(1,764)
(511)
(619)
(84)
(1,214)
(10,028)
27,969
19,121
$
$
$
3,022
1,362
7,644
9,715
2,536
24,279
4,164
570
1,244
5,978
3,524
1,108
183
4,815
35,072
(344)
(243)
(2,873)
(2,553)
(693)
(6,706)
(1,334)
(172)
(409)
(1,915)
(459)
(604)
(71)
(1,134)
(9,755)
25,317
17,573
AFUDC represents the cost of financing construction projects for regulated businesses, including the estimated cost of debt and authorized return-on-equity.
The debt component is recorded as a reduction to interest expense and the equity component is recorded as other income. Non-regulated businesses record
capitalized interest as a reduction to interest expense.
96
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The AFUDC and capitalized interest rates were as follows for the years ended December 31:
DTE Electric AFUDC
DTE Gas AFUDC
Non-regulated businesses capitalized interest
2020
2019
2018
5.47 %
5.56 %
3.90 %
5.43 %
5.56 %
4.00 %
5.41 %
5.71 %
4.00 %
The following is a summary of AFUDC and interest capitalized for the years ended December 31:
DTE Energy
Allowance for debt funds used during construction and interest capitalized
Allowance for equity funds used during construction
Total
DTE Electric
Allowance for debt funds used during construction
Allowance for equity funds used during construction
Total
Depreciation and Amortization
2020
2019
(In millions)
2018
$
$
$
$
22
25
47
10
23
33
$
$
$
$
2020
15
24
39
10
22
32
$
$
$
$
15
28
43
9
19
28
2018
2019
(In millions)
The composite depreciation rate for DTE Electric was approximately 4.2%, 4.0%, and 3.7% in 2020, 2019 and 2018, respectively. The composite
depreciation rate for DTE Gas was 2.8% for all periods. The average estimated useful life for each major class of utility Property, plant, and equipment as of
December 31, 2020 follows:
Utility
DTE Electric
DTE Gas
Generation
32
N/A
Estimated Useful Lives in Years
Distribution
38
49
Storage
N/A
58
The estimated useful lives for DTE Electric's Other utility assets range from 3 to 80 years, while the estimated useful lives for DTE Gas' Transmission and
other utility assets range from 3 to 80 years. The estimated useful lives for major classes of DTE Energy's non-utility assets and facilities range from 3 to 70 years.
The following is a summary of Depreciation and amortization expense for DTE Energy:
Property, plant, and equipment
Regulatory assets and liabilities
Intangible assets
Other
2020
2019
(In millions)
2018
1,120
245
71
7
1,443
$
$
997
227
33
6
1,263
$
$
878
212
27
7
1,124
$
$
97
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following is a summary of Depreciation and amortization expense for DTE Electric:
Property, plant, and equipment
Regulatory assets and liabilities
Other
Capitalized Software
2020
2019
(In millions)
2018
$
$
831
207
5
1,043
$
$
748
193
5
946
$
$
652
179
5
836
Capitalized software costs are classified as Property, plant, and equipment and the related amortization is included in accumulated depreciation and
amortization on the Registrants' Consolidated Financial Statements. The Registrants capitalize the costs associated with computer software developed or obtained
for use in their businesses. The Registrants amortize capitalized software costs on a straight-line basis over the expected period of benefit, ranging from 3 to
15 years for DTE Energy and 3 to 15 years for DTE Electric.
The following balances for capitalized software relate to DTE Energy:
Amortization expense of capitalized software
Gross carrying value of capitalized software
Accumulated amortization of capitalized software
The following balances for capitalized software relate to DTE Electric:
Amortization expense of capitalized software
Gross carrying value of capitalized software
Accumulated amortization of capitalized software
98
2020
Year Ended December 31,
2019
(In millions)
129
866
432
$
$
$
$
123
906
520
2018
108
2020
Year Ended December 31,
2019
(In millions)
118
756
363
$
$
$
$
112
811
462
2018
101
$
$
$
$
$
$
NOTE 8 — JOINTLY-OWNED UTILITY PLANT
DTE Electric has joint ownership interest in two power plants, Belle River and Ludington Hydroelectric Pumped Storage. DTE Electric’s share of direct
expenses of the jointly-owned plants are included in Fuel, purchased power, and gas — utility and Operation and maintenance expenses in the DTE Energy
Consolidated Statements of Operations and Fuel and purchased power— utility and Operation and maintenance expenses in the DTE Electric Consolidated
Statements of Operations.
DTE Electric's ownership information of the two utility plants as of December 31, 2020 was as follows:
In-service date
Total plant capacity
Ownership interest
Investment in Property, plant, and equipment (in millions)
Accumulated depreciation (in millions)
Belle River
Belle River
1984-1985
1,270 MW
81%
Ludington
Hydroelectric
Pumped Storage
1973
2,220 MW
49%
$
$
1,932
945
$
$
609
181
The Michigan Public Power Agency (MPPA) has ownership interests in Belle River Unit No. 1 and other related facilities. The MPPA is entitled to 19% of
the total capacity and energy of the plant and is responsible for the same percentage of the plant’s operation, maintenance, and capital improvement costs.
Ludington Hydroelectric Pumped Storage
Consumers Energy Company has an ownership interest in the Ludington Hydroelectric Pumped Storage Plant. Consumers Energy is entitled to 51% of the
total capacity and energy of the plant and is responsible for the same percentage of the plant’s operation, maintenance, and capital improvement costs.
NOTE 9 — ASSET RETIREMENT OBLIGATIONS
DTE Electric has a legal retirement obligation for the decommissioning costs for its Fermi 1 and Fermi 2 nuclear plants, dismantlement of facilities located
on leased property, and various other operations. DTE Electric has conditional retirement obligations for asbestos and PCB removal at certain of its power plants
and various distribution equipment. DTE Gas has conditional retirement obligations for gas pipelines, certain service centers, compressor and gate stations. The
Registrants recognize such obligations as liabilities at fair market value when they are incurred, which generally is at the time the associated assets are placed in
service. Fair value is measured using expected future cash outflows discounted at the Registrants' credit-adjusted risk-free rate. For its utility operations, the
Registrants recognize in the Consolidated Statements of Operations removal costs in accordance with regulatory treatment. Any differences between costs
recognized related to asset retirement and those reflected in rates are recognized as either a Regulatory asset or liability on the Consolidated Statements of
Financial Position.
If a reasonable estimate of fair value cannot be made in the period in which the retirement obligation is incurred, such as for assets with indeterminate lives,
the liability is recognized when a reasonable estimate of fair value can be made. Natural gas storage system and certain other distribution assets for DTE Gas and
substations, manholes, and certain other distribution assets for DTE Electric have an indeterminate life. Therefore, no liability has been recorded for these assets.
99
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Changes to asset retirement obligations for 2020, 2019, and 2018 were as follows:
DTE Energy
Asset retirement obligations at January 1
Accretion
Liabilities incurred
Liabilities settled
Revision in estimated cash flows
Asset retirement obligations at December 31
DTE Electric
Asset retirement obligations at January 1
Accretion
Liabilities incurred
Liabilities settled
Revision in estimated cash flows
Asset retirement obligations at December 31
2020
2019
(In millions)
2018
$
$
$
$
2020
2,672
157
25
(14)
(1)
2,839
2,447
145
18
(8)
5
2,607
$
$
$
$
2,469
149
20
(17)
51
2,672
2019
(In millions)
2,271
138
1
(14)
51
2,447
$
$
$
$
2018
2,320
140
27
(16)
(2)
2,469
2,125
129
27
(8)
(2)
2,271
Approximately $2.2 billion of the asset retirement obligations represent nuclear decommissioning liabilities that are funded through a surcharge to electric
customers over the life of the Fermi 2 nuclear plant. The NRC has jurisdiction over the decommissioning of nuclear power plants and requires minimum
decommissioning funding based upon a formula. The MPSC and FERC regulate the recovery of costs of decommissioning nuclear power plants and both require
the use of external trust funds to finance the decommissioning of Fermi 2. Rates approved by the MPSC provide for the recovery of decommissioning costs of
Fermi 2 and the disposal of low-level radioactive waste. DTE Electric believes the MPSC collections will be adequate to fund the estimated cost of
decommissioning. The decommissioning assets, anticipated earnings thereon, and future revenues from decommissioning collections will be used to decommission
Fermi 2. DTE Electric expects the liabilities to be reduced to zero at the conclusion of the decommissioning activities. If amounts remain in the trust funds for
Fermi 2 following the completion of the decommissioning activities, those amounts will be disbursed based on rulings by the MPSC and FERC.
A portion of the funds recovered through the Fermi 2 decommissioning surcharge and deposited in external trust accounts is designated for the removal of
non-radioactive assets and returning the site to greenfield. This removal and greenfielding is not considered a legal liability. Therefore, it is not included in the
asset retirement obligation, but is reflected as the Nuclear decommissioning liability. The decommissioning of Fermi 1 is funded by DTE Electric. Contributions to
the Fermi 1 trust are discretionary. For additional discussion of Nuclear decommissioning trust fund assets, see Note 13 to the Consolidated Financial Statements,
"Fair Value."
100
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 10 — REGULATORY MATTERS
Regulation
DTE Electric and DTE Gas are subject to the regulatory jurisdiction of the MPSC, which issues orders pertaining to rates, recovery of certain costs,
including the costs of generating facilities and regulatory assets, conditions of service, accounting, and operating-related matters. DTE Electric is also regulated by
the FERC with respect to financing authorization, wholesale electric market activities, certain affiliate transactions, the acquisition and disposition of certain
generation and other facilities, and, in conjunction with the NERC, compliance with mandatory reliability standards. Regulation results in differences in the
application of generally accepted accounting principles between regulated and non-regulated businesses.
The Registrants are unable to predict the outcome of any unresolved regulatory matters discussed herein. Resolution of these matters is dependent upon
future MPSC and FERC orders and appeals, which may materially impact the Consolidated Financial Statements of the Registrants.
Regulatory Assets and Liabilities
DTE Electric and DTE Gas are required to record Regulatory assets and liabilities for certain transactions that would have been treated as revenue or
expense in non-regulated businesses. Continued applicability of regulatory accounting treatment requires that rates be designed to recover specific costs of
providing regulated services and be charged to and collected from customers. Future regulatory changes could result in the discontinuance of this accounting
treatment for Regulatory assets and liabilities for some or all of the Registrants' businesses and may require the write-off of the portion of any Regulatory asset or
liability that was no longer probable of recovery through regulated rates. Management believes that currently available facts support the continued use of
Regulatory assets and liabilities and that all Regulatory assets and liabilities are recoverable or refundable in the current regulatory environment.
The following are balances and a brief description of the Registrants' Regulatory assets and liabilities at December 31:
Assets
Recoverable pension and other postretirement costs
Pension
Other postretirement costs
Recoverable undepreciated costs on retiring plants
Fermi 2 asset retirement obligation
Recoverable Michigan income taxes
Enhanced Tree Trimming Program deferred costs
Accrued PSCR revenue
Recoverable income taxes related to AFUDC equity
Energy Waste Reduction incentive
Deferred environmental costs
Unamortized loss on reacquired debt
Nuclear Performance Evaluation and Review Committee Tracker
Customer360 deferred costs
Non-service pension and other postretirement costs
Other recoverable income taxes
Transitional Reconciliation Mechanism
Other
Less amount included in Current Assets
DTE Energy
DTE Electric
2020
2019
2020
2019
(In millions)
1,938
165
664
645
176
119
100
64
62
57
55
55
51
21
19
11
55
4,257
(129)
4,128
$
$
1,983
201
657
669
189
43
3
56
54
66
56
48
55
15
20
10
51
4,176
(5)
4,171
$
$
1,477
108
664
645
142
119
100
54
49
—
41
55
51
—
19
11
28
3,563
(123)
3,440
$
$
1,497
131
657
669
152
43
3
47
43
—
40
48
55
—
20
10
38
3,453
(5)
3,448
$
$
101
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Energy
DTE Electric
2020
2019
2020
2019
Liabilities
Refundable federal income taxes
Removal costs liability
Negative other postretirement offset
Non-service pension and other postretirement costs
COVID-19 voluntary refund
Renewable energy
Accrued GCR refund
Other
Less amount included in Current Liabilities
$
$
2,255
831
122
78
30
21
20
45
3,402
(39)
3,363
$
$
$
(In millions)
2,359
700
93
46
—
54
23
54
3,329
(65)
3,264
$
1,827
410
86
36
30
21
—
40
2,450
(18)
2,432
$
$
1,911
483
69
21
—
54
—
48
2,586
(40)
2,546
As noted below, certain Regulatory assets for which costs have been incurred have been included (or are expected to be included, for costs incurred
subsequent to the most recently approved rate case) in DTE Electric's or DTE Gas' rate base, thereby providing a return on invested costs (except as noted). Certain
other regulatory assets are not included in rate base but accrue recoverable carrying charges until surcharges to collect the assets are billed. Certain Regulatory
assets do not result from cash expenditures and therefore do not represent investments included in rate base or have offsetting liabilities that reduce rate base.
ASSETS
•
•
•
•
•
•
•
Recoverable pension and other postretirement costs — Accounting standards for pension and other postretirement benefit costs require, among other
things, the recognition in Other comprehensive income of the actuarial gains or losses and the prior service costs that arise during the period but are not
immediately recognized as components of net periodic benefit costs. DTE Electric and DTE Gas record the impact of actuarial gains or losses and prior
service costs as Regulatory assets since the traditional rate setting process allows for the recovery of pension and other postretirement costs. The asset will
reverse as the deferred items are amortized and recognized as components of net periodic benefit costs.
(a)
Recoverable undepreciated costs on retiring plants — Deferral of estimated remaining balances associated with coal power plants expected to be retired
by the end of 2022.
Fermi 2 asset retirement obligation — This obligation is for Fermi 2 decommissioning costs. The asset captures the timing differences between expense
recognition and current recovery in rates and will reverse over the remaining life of the related plant.
(a)
Recoverable Michigan income taxes — The State of Michigan enacted a corporate income tax resulting in the establishment of state deferred tax liabilities
for DTE Energy's utilities. Offsetting Regulatory assets were also recorded as the impacts of the deferred tax liabilities will be reflected in rates as the
related taxable temporary differences reverse and flow through current income tax expense.
Enhanced Tree Trimming Program deferred costs — The MPSC approved the deferral of costs for a tree trimming surge through 2022, aimed at reducing
the number and duration of customer interruptions. Recovery of these costs and related amortization will be determined at a future rate proceeding.
Accrued PSCR revenue — Receivable for the temporary under-recovery of and carrying costs on fuel and purchased power costs incurred by DTE
Electric which are recoverable through the PSCR mechanism.
Recoverable income taxes related to AFUDC equity — Accounting standards for income taxes require recognition of a deferred tax liability for the equity
component of AFUDC. A Regulatory asset is required for the future increase in taxes payable related to the equity component of AFUDC that will be
recovered from customers through future rates over the remaining life of the related plant.
102
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
•
•
•
•
•
•
•
•
Energy Waste Reduction incentive — DTE Electric and DTE Gas operate MPSC approved energy waste reduction programs designed to reduce overall
energy usage by their customers. The utilities are eligible to earn an incentive by exceeding statutory savings targets. The utilities have consistently
exceeded the savings targets and recognize the incentive as a Regulatory asset in the period earned.
(a)
Deferred environmental costs — The MPSC approved the deferral of investigation and remediation costs associated with DTE Gas' former MGP sites.
Amortization of deferred costs is over a ten-year period beginning in the year after costs were incurred, with recovery (net of any insurance proceeds)
through base rate filings.
(a)
Unamortized loss on reacquired debt — The unamortized discount, premium, and expense related to debt redeemed with a refinancing are deferred,
amortized, and recovered over the life of the replacement issue.
Nuclear Performance Evaluation and Review Committee Tracker — Deferral and amortization of certain costs associated with oversight and review of
DTE Electric's nuclear power generation program, including safety and regulatory compliance, nuclear leadership, nuclear facilities, as well as operation
and financial performance, pursuant to the MPSC authorization. Deferrals are amortized over a five-year period with recovery through base rate filings.
Customer360 deferred costs — The MPSC approved the deferral and amortization of certain costs associated with implementing Customer360, an
integrated software application that enables improved interface among customer service, billing, meter reading, credit and collections, device
management, account management, and retail access. Amortization of deferred costs over a 15-year amortization period began after the billing system
was put into operation during the second quarter of 2017. The deferred costs are recorded as Regulatory Assets at DTE Electric and DTE Gas receives an
intercompany charge for their proportionate share of amortization expense.
Non-service pension and other postretirement costs — Upon adoption of ASU 2017-07 on January 1, 2018, certain non-service pension and other
postretirement costs are no longer capitalized into Property, Plant & Equipment. Such costs may be recorded to Regulatory assets for ratemaking purposes
and recovered as amortization expense based on the composite depreciation rate for plant-in-service.
Other recoverable income taxes — Income taxes receivable from DTE Electric's customers representing the difference in property-related deferred
income taxes and amounts previously reflected in DTE Electric's rates. This asset will reverse over the remaining life of the related plant.
Transitional Reconciliation Mechanism — The MPSC approved the recovery of the deferred net incremental revenue requirement associated with the
transition of PLD customers to DTE Electric's distribution system, effective July 1, 2014. Annual reconciliations are filed and surcharges are implemented
to recover approved amounts.
________________________________________________
(a) Regulatory assets not earning a return or accruing carrying charges.
LIABILITIES
•
•
Refundable federal income taxes — In December 2017, the TCJA was enacted and reduced the corporate income tax rate, effective January 1, 2018. DTE
Electric and DTE Gas remeasured deferred taxes, resulting in a reduction to deferred tax liabilities, to reflect the impact of the TCJA on the cumulative
temporary differences expected to reverse after the effective date. Regulatory liabilities were also recorded to offset the impact of the deferred tax
remeasurement reflected in rates.
Removal costs liability — The amounts collected from customers in excess of the estimated cost of future asset removal activities. Cost of removal is
included within depreciation rates approved by the MPSC. In 2019, the MPSC approved a settlement agreement in DTE Gas' depreciation case to increase
depreciation rates effective following an order in the next general rate case. The new depreciation rates became effective October 1, 2020. In connection
with the settlement agreement and the new rates, DTE Gas also re-measured the amount of historical depreciation expense that had been allocated
between accumulated depreciation and cost of removal. The reallocation was performed to provide a more accurate estimate of DTE Gas' reserve balances
on assets under the group depreciation methodology. Based upon the reallocation, it was determined that the amounts collected for asset removal
expenditures, as a component of depreciation, further exceeded actual asset removal expenditures. Accordingly, DTE Gas reallocated amounts from
accumulated depreciation to the removal cost regulatory balance, resulting in an increase to the Removal cost liability as of December 31, 2020.
103
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
•
•
•
•
•
Negative other postretirement offset — DTE Electric and DTE Gas' negative other postretirement costs are not included as a reduction to their authorized
rates; therefore, DTE Electric and DTE Gas are accruing a Regulatory liability to eliminate the impact on earnings of the negative other postretirement
expense accrual. The Regulatory liabilities will reverse to the extent DTE Electric and DTE Gas' other postretirement expense is positive in future years.
Non-service pension and other postretirement costs — Upon adoption of ASU 2017-07 on January 1, 2018, certain non-service pension and other
postretirement cost activity is no longer credited to Property, Plant & Equipment. Such costs may be recorded to regulatory liabilities for ratemaking
purposes and refunded through credits to amortization expense based on the composite depreciation rate for plant-in-service.
COVID-19 voluntary refund — The one-time refund obligation owed to DTE Electric customers due to certain sales increases driven by the COVID-19
pandemic. Refer to the "2020 Accounting Applications" section below for additional information related to the voluntary refund.
Renewable energy — Amounts collected in rates in excess of renewable energy expenditures.
Accrued GCR refund — Liability for the temporary over-recovery of and a return on gas costs incurred by DTE Gas which are recoverable through the
GCR mechanism.
2020 COVID-19 Response
In response to the COVID-19 pandemic, the MPSC issued an order on April 15, 2020 to provide guidance and direction to utilities and other stakeholders on
topics including customer protections and affordability, utility accounting, regulatory activities, energy assistance, and energy waste reduction and demand
response continuity. The order authorizes the deferral of uncollectible expense that is in excess of the amount used to set current rates effective March 24, 2020,
the date of Michigan's executive order to "Stay Home, Stay Safe". The Registrants implemented the deferral in the second quarter 2020, and there is currently no
expiration for the ability to defer these costs.
With the approval of DTE Electric's October 26, 2020 accounting application as noted below, DTE Electric voluntarily reversed its 2020 deferral and
recorded as expense, with deferrals resuming in January 2021. DTE Gas deferred $2 million of uncollectible expense as Regulatory assets through December 31,
2020 as a result of the MPSC's COVID-19 response order.
On July 23, 2020, the MPSC further ordered that utilities seeking to recover COVID-19 related expenses beyond uncollectible expense may make an
informational filing no later than November 2, 2020. The Registrants did not make a filing, but will continue to monitor MPSC activities involving COVID-19.
2019 Electric Rate Case Filing
DTE Electric filed a rate case with the MPSC on July 8, 2019 requesting an increase in base rates of $351 million based on a projected twelve-month period
ending April 30, 2021. The requested increase in base rates was primarily due to an increase in net plant resulting from distribution infrastructure and generation
investments. The rate filing also requested an increase in return on equity from 10.0% to 10.5% and included projected changes in sales and operating and
maintenance expenses. On May 8, 2020, the MPSC issued an order approving an annual revenue increase of $188 million for services rendered on or after May 15,
2020 and a return on equity of 9.9%. The order also disallowed $41 million of capital expenditures related to incentive compensation previously recorded during
2018-2020. The disallowance was recorded during the second quarter 2020 and is included in Asset (gains) losses and impairment, net on the Consolidated
Statements of Operations for the year ended December 31, 2020.
104
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
2020 Accounting Applications
On July 9, 2020, the MPSC approved DTE Electric's request to accelerate amortization of the portion of its Refundable federal income taxes regulatory
liability related to non-plant accumulated deferred income tax balances that resulted from the TCJA. DTE Electric will increase amortization by $102 million
beginning in May 2021, which will fully amortize this portion of the liability by the end of 2021 instead of April 2033. The accelerated amortization will not
impact customer rates and will allow DTE Electric to defer its next rate case filing previously set for July 2020 to at least March 2021.
On October 26, 2020, DTE Electric filed an application with the MPSC requesting accounting authority for a one-time regulatory liability. DTE Electric
proposed accruing a $30 million voluntary refund obligation due to certain sales increases resulting from the unusual and unprecedented electricity usage patterns
driven by the COVID-19 pandemic. On December 9, 2020, the MPSC approved DTE Electric's request. Accordingly, DTE Electric recorded a regulatory liability
and reduction to Operating revenues of $30 million. Amortization of the regulatory liability will be used to offset the cost of service related to new plant in 2022.
The regulatory liability will be amortized beginning January 1, 2022 through the earlier of new base rates or December 31, 2022. The one-time accounting
treatment does not impact customer rates and will allow DTE Electric to further defer its next rate case filing from March 2021 to May 2021.
Additionally, as noted above, DTE Electric began deferring uncollectible expense in the second quarter 2020 as a result of the MPSC's COVID-19 response
order. With the approval of the October 26th accounting application, DTE Electric voluntarily reversed this deferral and recorded as expense. This action only
applies to DTE Electric in 2020 and the deferral of uncollectible expense will resume beginning in January 2021, as approved by the MPSC on its December 9,
2020 order.
2019 Gas Rate Case Filing
DTE Gas filed a rate case with the MPSC on November 25, 2019 requesting an increase in base rates of $204 million based on a projected twelve-month
period ending September 30, 2021. The requested increase in base rates was primarily due to an increase in net plant resulting from infrastructure investments and
operating and maintenance expenses. The rate filing also requested an increase in return on equity from 10.0% to 10.5% and included projected changes in sales
and working capital.
On July 17, 2020, DTE Gas reached a settlement with all intervening parties in the case and filed a settlement agreement authorizing the company to increase
base rates by $110 million, reflecting a return on equity of 9.9%. The resulting rates are a net increase to customers of $51 million as an existing Infrastructure
Recovery Mechanism (IRM) surcharge will be rolled into the new base rates. The settlement agreement also approved a $20 million annual increase to the
amortization of the portion of the Refundable federal income taxes regulatory liability related to non-plant accumulated deferred income tax balances resulting
from the TCJA. This increased amortization will cease upon DTE Gas receiving its next rate order. The MPSC approved the settlement agreement on August 20,
2020 and DTE Gas implemented the increases to rates and amortization effective October 1, 2020. In addition, the settlement agreement disallowed capitalized
expenditures related to incentive compensation, consistent with the MPSC order issued for DTE Electric on May 8, 2020. In anticipation of this result, DTE Gas
recorded a disallowance of $14 million during the second quarter 2020, which is included in Asset (gains) losses and impairment, net on the Consolidated
Statements of Operations for the year ended December 31, 2020.
2021 Gas Rate Case Filing
DTE Gas filed a rate case with the MPSC on February 12, 2021 requesting an increase in base rates of $195 million based on a projected twelve-month
period ending December 31, 2022. The requested increase in base rates is primarily due to an increase in net plant resulting from infrastructure investments and
operating and maintenance expenses. The rate filing also requested an increase in return on equity from 9.9% to 10.25% and includes projected changes in sales
and working capital. A final MPSC order in this case is expected by December 2021.
105
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 11 — INCOME TAXES
Income Tax Summary
DTE Energy files a consolidated federal income tax return. DTE Electric is a part of the consolidated federal income tax return of DTE Energy. DTE Energy
and its subsidiaries file consolidated and/or separate company income tax returns in various states and localities, including a consolidated return in the State of
Michigan. DTE Electric is part of the Michigan consolidated income tax return of DTE Energy. The federal, state and local income tax expense for DTE Electric is
determined on an individual company basis with no allocation of tax expenses or benefits from other affiliates of DTE Energy. DTE Electric had income tax
receivables with DTE Energy of $8 million and $14 million at December 31, 2020 and 2019, respectively.
The Registrants' total Income Tax Expense varied from the statutory federal income tax rate for the following reasons:
DTE Energy
Income Before Income Taxes
Income tax expense at 21% statutory rate
State and local income taxes, net of federal benefit
Production tax credits
TCJA regulatory liability amortization
Net operating loss carryback
AFUDC equity
Employee Stock Ownership Plan dividends
Investment tax credits
Stock based compensation
Enactment of the Tax Cuts and Jobs Act
Noncontrolling interests
Depreciation
Other, net
Income Tax Expense
Effective income tax rate
DTE Electric
Income Before Income Taxes
Income tax expense at 21% statutory rate
State and local income taxes, net of federal benefit
TCJA regulatory liability amortization
Production tax credits
Investment tax credits
AFUDC equity
Employee Stock Ownership Plan dividends
Enactment of the Tax Cuts and Jobs Act
Depreciation
Other, net
Income Tax Expense
Effective income tax rate
2020
2019
(In millions)
2018
$
$
$
$
$
$
1,538
323
81
(121)
(76)
(34)
(4)
(4)
(4)
(3)
—
1
2
6
167
10.9 %
2020
887
186
50
(62)
(55)
(4)
(4)
(2)
—
2
(2)
109
$
$
$
$
$
$
1,324
278
48
(128)
(38)
—
(4)
(3)
(4)
(7)
—
—
2
8
152
11.5 %
2019
(In millions)
854
179
49
(35)
(45)
(4)
(4)
(2)
—
2
(2)
138
$
$
$
$
$
$
1,216
255
60
(223)
—
—
(14)
(3)
(4)
(3)
21
2
2
5
98
8.1 %
2018
857
180
49
—
(35)
(3)
(3)
(2)
7
2
(2)
193
12.3 %
16.2 %
22.5 %
106
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Components of the Registrants' Income Tax Expense were as follows:
DTE Energy
Current income tax expense (benefit)
Federal
State and other income tax
Total current income taxes
Deferred income tax expense
Federal
State and other income tax
Total deferred income taxes
DTE Electric
Current income tax expense
Federal
State and other income tax
Total current income taxes
Deferred income tax expense
Federal
State and other income tax
Total deferred income taxes
2020
2019
(In millions)
2018
$
$
$
$
2020
(247)
7
(240)
310
97
407
167
15
5
20
30
59
89
109
$
$
$
$
$
(184)
7
(177)
275
54
329
152 $
2019
(In millions)
2018
$
25
16
41
51
46
97
138 $
(17)
1
(16)
38
76
114
98
—
4
4
131
58
189
193
Deferred tax assets and liabilities are recognized for the estimated future tax effect of temporary differences between the tax basis of assets or liabilities and
the reported amounts in the Registrant's Consolidated Financial Statements. Consistent with the original establishment of these deferred tax liabilities (assets),
recognition of these non-cash transactions are not reflected in the Consolidated Statements of Cash Flows.
The Registrants' deferred tax assets (liabilities) were comprised of the following at December 31:
Property, plant, and equipment
Regulatory assets and liabilities
Tax credit carry-forwards
Pension and benefits
Federal net operating loss carry-forward
State and local net operating loss carry-forwards
Investments in equity method investees
Other
Less valuation allowance
Long-term deferred income tax liabilities
Deferred income tax assets
Deferred income tax liabilities
DTE Energy
DTE Electric
2020
2019
2020
2019
$
$
$
$
(4,032)
(108)
1,144
321
265
155
(667)
141
(2,781)
(41)
(2,822)
2,241
(5,063)
(2,822)
$
$
$
$
(In millions)
(3,755)
(47)
1,161
300
276
117
(465)
138
(2,275)
(40)
(2,315)
2,264
(4,579)
(2,315)
$
$
$
$
(3,099)
(53)
278
264
—
—
—
85
(2,525)
—
(2,525)
883
(3,408)
(2,525)
$
$
$
$
(2,956)
4
252
258
—
—
—
87
(2,355)
—
(2,355)
865
(3,220)
(2,355)
Tax credit carry-forwards for DTE Energy include $1.1 billion of general business credits that expire from 2032 through 2040. No valuation allowance is
required for the tax credits carry-forward deferred tax asset.
107
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Energy has a pre-tax federal net operating loss carry-forward of $1.3 billion as of December 31, 2020. The net operating loss carry-forwards generated
in 2015 and 2016 will expire from 2035 through 2036, and the net operating loss carry-forward generated in 2018 and subsequent years will be carried forward
indefinitely. No valuation allowance is required for the federal net operating loss deferred tax asset.
DTE Energy has state and local deferred tax assets related to net operating loss carry-forwards of $155 million and $117 million at December 31, 2020 and
2019, respectively. The state and local net operating loss carry-forwards expire from 2021 through 2040. DTE Energy has recorded valuation allowances at
December 31, 2020 and 2019 of approximately $41 million and $40 million, respectively, which are primarily related to these deferred tax assets. In assessing the
realizability of deferred tax assets, DTE Energy considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.
The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences
become deductible.
Tax credit carry-forwards for DTE Electric include $278 million of general business credits that expire from 2036 through 2040. No valuation allowance is
required for the tax credits carry-forward deferred tax asset.
DTE Electric has no state and local deferred tax assets related to net operating loss carry-forwards at December 31, 2020 or December 31, 2019.
The above tables exclude unamortized investment tax credits that are shown separately on the Registrants' Consolidated Statements of Financial Position.
Investment tax credits are deferred and amortized to income over the average life of the related property.
CARES Act
To assist individuals and employers with the impacts of the COVID-19 pandemic, the CARES Act was signed into law in March 2020. The CARES Act
included certain tax relief provisions applicable to the Registrants including a) the immediate refund of the corporate AMT credit, b) the ability to carryback net
operating losses five years for tax years 2018 through 2020, c) the employee retention credit, and d) delayed payment of employer payroll taxes.
As a result of these provisions, DTE Energy received $220 million of refunds from the U.S. Treasury during the year ended December 31, 2020, including
$153 million for the immediate refund of the 2018 remaining AMT credit balance and $67 million as a result of carrying back the 2018 net operating loss to 2013.
In addition, the carryback of the 2018 net operating loss to 2013 resulted in a $34 million reduction in Income Tax Expense for the year ended December 31,
2020 due primarily to the difference in rates between the two years (35% in 2013 and 21% in 2018).
During the second quarter 2020, the Registrants filed a claim for employee retention credits of $6 million, of which $3 million is attributable to DTE
Electric. These amounts are included in Taxes other than income in the Consolidated Statements of Operations for the year ended December 31, 2020. The
Registrants have also deferred employer payroll taxes of $44 million, of which $23 million is attributable to DTE Electric, increasing the amount of Current
Liabilities - Other and Other Liabilities - Other on the Registrants' Consolidated Statements of Financial Position as of December 31, 2020.
Uncertain Tax Positions
A reconciliation of the beginning and ending amount of unrecognized tax benefits for the Registrants is as follows:
DTE Energy
Balance at January 1
Additions for tax positions of prior years
Balance at December 31
2020
2019
(In millions)
2018
$
$
10
—
10
$
$
10
—
10
$
$
10
—
10
108
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Electric
Balance at January 1
Additions for tax positions of prior years
Balance at December 31
2020
2019
(In millions)
2018
$
$
13
—
13
$
$
13
—
13
$
$
13
—
13
DTE Energy had $8 million of unrecognized tax benefits at December 31, 2020 and 2019 that, if recognized, would favorably impact its effective tax rate.
DTE Electric had $10 million of unrecognized tax benefits at December 31, 2020 and 2019 that, if recognized, would favorably impact its effective tax rate. The
Registrants do not anticipate any material decrease in unrecognized tax benefits in the next twelve months.
The Registrants recognize interest and penalties pertaining to income taxes in Interest expense and Other expenses, respectively, on their Consolidated
Statements of Operations.
Accrued interest pertaining to income taxes for DTE Energy totaled $5 million and $4 million at December 31, 2020 and 2019, respectively. DTE Energy
recognized interest expense related to income taxes of $1 million in 2020, 2019, and 2018. DTE Energy has not accrued any penalties pertaining to income taxes.
Accrued interest pertaining to income taxes for DTE Electric totaled $6 million at December 31, 2020 and 2019. DTE Electric recognized interest expense
related to income taxes of a nominal amount in 2020 and $1 million in 2019 and 2018. DTE Electric has not accrued any penalties pertaining to income taxes.
In 2020, DTE Energy, including DTE Electric, settled a federal tax audit for the 2018 tax year. DTE Energy's federal income tax returns for 2019 and
subsequent years remain subject to examination by the IRS. DTE Energy's Michigan Business Tax returns for the years 2008-2011 and Michigan Corporate
Income Tax returns for the year 2015 and subsequent years remain subject to examination by the State of Michigan. DTE Energy also files tax returns in numerous
state and local jurisdictions with varying statutes of limitation.
109
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 12 — EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the net income, adjusted for income allocated to participating securities, by the weighted average number
of common shares outstanding during the period. Diluted earnings per share reflect the dilution that would occur if any potentially dilutive instruments were
exercised or converted into common shares. DTE Energy's participating securities are restricted shares under the stock incentive program that contain rights to
receive non-forfeitable dividends. Equity units, performance shares, and stock options do not receive cash dividends; as such, these awards are not considered
participating securities. For additional information, see Notes 15 and 22 to the Consolidated Financial Statements, "Long-Term Debt" and "Stock-Based
Compensation," respectively.
The following is a reconciliation of DTE Energy's basic and diluted income per share calculation for the years ended December 31:
Basic Earnings per Share
Net Income Attributable to DTE Energy Company
Less: Allocation of earnings to net restricted stock awards
Net income available to common shareholders — basic
Average number of common shares outstanding — basic
Basic Earnings per Common Share
Diluted Earnings per Share
Net Income Attributable to DTE Energy Company
Less: Allocation of earnings to net restricted stock awards
Net income available to common shareholders — diluted
Average number of common shares outstanding - diluted
Diluted Earnings per Common Share
(a)
2020
2019
(In millions, except per share amounts)
2018
$
$
$
$
$
$
1,368
(2)
1,366
193
7.09
1,368
(2)
1,366
193
7.08
$
$
$
$
$
$
1,169
(2)
1,167
185
6.32
1,169
(2)
1,167
185
6.31
$
$
$
$
$
$
1,120
(2)
1,118
181
6.18
1,120
(2)
1,118
181
6.17
_______________________________________
(a) Equity Units excluded from the calculation of diluted EPS were approximately 10.3 million for the years ended December 31, 2020 and 2019, respectively, and 6.3 million for the year
ended December 31, 2018, as the dilutive stock price threshold was not met. For more information, see Note 15 to the Consolidated Financial Statements, "Long-Term Debt."
110
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 13 — FAIR VALUE
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at
the measurement date in a principal or most advantageous market. Fair value is a market-based measurement that is determined based on inputs, which refer
broadly to assumptions that market participants use in pricing assets or liabilities. These inputs can be readily observable, market corroborated, or generally
unobservable inputs. The Registrants make certain assumptions they believe that market participants would use in pricing assets or liabilities, including
assumptions about risk, and the risks inherent in the inputs to valuation techniques. Credit risk of the Registrants and their counterparties is incorporated in the
valuation of assets and liabilities through the use of credit reserves, the impact of which was immaterial at December 31, 2020 and 2019. The Registrants believe
they use valuation techniques that maximize the use of observable market-based inputs and minimize the use of unobservable inputs.
A fair value hierarchy has been established that prioritizes the inputs to valuation techniques used to measure fair value in three broad levels. The fair value
hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to
unobservable inputs (Level 3). In some cases, the inputs used to measure fair value might fall in different levels of the fair value hierarchy. All assets and liabilities
are required to be classified in their entirety based on the lowest level of input that is significant to the fair value measurement in its entirety. Assessing the
significance of a particular input may require judgment considering factors specific to the asset or liability and may affect the valuation of the asset or liability and
its placement within the fair value hierarchy. The Registrants classify fair value balances based on the fair value hierarchy defined as follows:
•
•
•
Level 1 — Consists of unadjusted quoted prices in active markets for identical assets or liabilities that the Registrants have the ability to access as of the
reporting date.
Level 2 — Consists of inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly
observable through corroboration with observable market data.
Level 3 — Consists of unobservable inputs for assets or liabilities whose fair value is estimated based on internally developed models or methodologies
using inputs that are generally less readily observable and supported by little, if any, market activity at the measurement date. Unobservable inputs are
developed based on the best available information and subject to cost-benefit constraints.
111
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
(a)
The following table presents assets and liabilities for DTE Energy measured and recorded at fair value on a recurring basis :
December 31, 2020
December 31, 2019
Level 1
Level 2
Level 3
Other
(b)
Netting
(c)
Net
Balance
Level 1
Level 2
Level 3
Other
(b)
Netting
(c)
Net
Balance
(In millions)
$
438
$ —
$ —
$
—
$
—
$
438
$
15
$ —
$ —
$
—
$
—
$
15
Assets
Cash equivalents
Nuclear decommissioning trusts
(d)
Equity securities
Fixed income securities
Private equity and other
Cash equivalents
Other investments
(e)
Equity securities
Fixed income securities
Cash equivalents
Derivative assets
Commodity contracts
(f)
Natural gas
Electricity
Environmental & Other
Foreign currency exchange
contracts
Total derivative assets
Total
Liabilities
Derivative liabilities
Commodity contracts
(f)
Natural gas
Electricity
Environmental & Other
Foreign currency exchange
contracts
Total
Net Assets (Liabilities) at end of
period
Assets
Current
Noncurrent
Total Assets
Liabilities
Current
Noncurrent
Total Liabilities
Net Assets (Liabilities) at end of
period
947
102
—
27
55
8
97
99
—
—
—
99
$ 1,773
$
$
(88)
—
—
—
(88)
—
371
—
—
—
—
—
74
128
150
—
352
723
(59)
(126)
(137)
$
$
$
$
—
—
—
—
—
—
—
60
52
4
—
116
116
(76)
(42)
—
(5)
$ (327)
—
$ (118)
$ 1,685
$
532
1,241
$ 1,773
$
$
$
396
260
463
723
$
$
$
(2)
92
24
116
$
$
(84)
(4)
(88)
$ (223)
(104)
$ (327)
$
(79)
(39)
$ (118)
$ 1,685
$
396
$
(2)
$
$
$
$
$
$
$
$
$
222
82
104
—
—
—
—
—
—
—
—
—
408
—
—
—
—
—
408
—
408
408
—
—
—
408
$
$
$
$
$
$
$
$
$
_______________________________________
(a) See footnotes on following page.
1,169
555
104
27
55
8
97
77
60
19
—
156
2,609
(72)
(43)
(8)
(5)
(128)
2,481
554
2,055
2,609
(68)
(60)
(128)
2,481
1,046
160
—
34
140
79
4
205
—
—
—
205
1,683
(221)
—
—
—
378
—
—
—
—
—
76
223
110
1
410
788
(41)
(231)
(121)
$
$
$
$
—
—
—
—
—
—
—
74
83
3
—
160
160
(89)
(67)
—
—
(221)
—
$ (393)
—
$ (156)
1,462
218
1,465
1,683
$
$
$
395
320
468
788
$
$
$
4
123
37
160
(211)
(10)
(221)
$ (300)
(93)
$ (393)
$
(85)
(71)
$ (156)
1,462
$
395
$
4
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
—
—
43
—
—
—
—
—
—
—
—
—
43
—
—
—
—
—
43
—
43
43
—
—
—
43
$
$
$
$
$
$
$
$
$
—
—
—
—
—
—
—
(266)
(225)
(110)
—
(601)
(601)
266
225
110
—
601
—
(513)
(88)
(601)
513
88
601
—
$
$
$
$
$
$
$
$
$
1,046
538
43
34
140
79
4
89
81
3
1
174
2,073
(85)
(73)
(11)
—
(169)
1,904
148
1,925
2,073
(83)
(86)
(169)
1,904
—
—
—
—
—
—
—
(156)
(120)
(135)
—
(411)
(411)
151
125
129
—
405
(6)
(330)
(81)
(411)
318
87
405
(6)
112
$
$
$
$
$
$
$
$
$
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
_______________________________________
(b) Amounts represent assets valued at NAV as a practical expedient for fair value.
(c) Amounts represent the impact of master netting agreements that allow DTE Energy to net gain and loss positions and cash collateral held or placed with the same counterparties.
(d) At December 31, 2020, the $438 million consisted of $436 million and $2 million of cash equivalents included in Cash and cash equivalents and Restricted cash, respectively, on DTE
Energy's Consolidated Statements of Financial Position. At December 31, 2019, the $15 million consisted of $4 million and $11 million of cash equivalents included in Cash and cash
equivalents and Other investments, respectively, on DTE Energy's Consolidated Statements of Financial Position.
(e) Excludes cash surrender value of life insurance investments.
(f)
For contracts with a clearing agent, DTE Energy nets all activity across commodities. This can result in some individual commodities having a contra balance.
The following table presents assets for DTE Electric measured and recorded at fair value on a recurring basis as of:
Assets
Cash equivalents
Nuclear decommissioning trusts
(b)
Equity securities
Fixed income securities
Private equity and other
Cash equivalents
Other investments
Equity securities
Fixed income securities
Derivative assets — FTRs
Total
Assets
Current
Noncurrent
Total Assets
Level 1
Level 2
December 31, 2020
Level 3
Other
(a)
Net Balance
Level 1
Level 2
(In millions)
December 31, 2019
Level 3
Other
(a)
Net Balance
$
4
$
—
$
—
$
—
$
4
$
11
$
—
$
—
$
— $
11
947
102
—
27
16
11
—
1,107
4
1,103
1,107
$
$
$
$
$
$
—
371
—
—
—
—
—
371
—
371
371
$
$
$
—
—
—
—
—
—
4
4
4
—
4
$
$
$
222
82
104
—
—
—
—
408
—
408
408
$
$
$
1,169
555
104
27
16
11
4
1,890
8
1,882
1,890
$
$
$
1,046
160
—
34
13
—
—
1,264
11
1,253
1,264
$
$
$
—
378
—
—
—
—
—
378
—
378
378
$
$
$
—
—
—
—
—
—
3
3
3
—
3
$
$
$
—
—
43
—
—
—
—
43 $
— $
43
43 $
1,046
538
43
34
13
—
3
1,688
14
1,674
1,688
_______________________________________
(a) Amounts represent assets valued at NAV as a practical expedient for fair value.
(b) At December 31, 2020, the $4 million consisted of cash equivalents included in Cash and cash equivalents on DTE Electric's Consolidated Statements of Financial Position. At
December 31, 2019, the $11 million consisted of cash equivalents included in Other investments on DTE Electric's Consolidated Statements of Financial Position.
Cash Equivalents
Cash equivalents include investments with maturities of three months or less when purchased. The cash equivalents shown in the fair value table are
comprised of short-term investments and money market funds.
Nuclear Decommissioning Trusts and Other Investments
The nuclear decommissioning trusts and other investments hold debt and equity securities directly and indirectly through commingled funds. Exchange-
traded debt and equity securities held directly, as well as publicly-traded commingled funds, are valued using quoted market prices in actively traded markets. Non-
exchange traded fixed income securities are valued based upon quotations available from brokers or pricing services.
Non-publicly traded commingled funds holding exchange-traded equity or debt securities are valued based on stated NAVs. There are no significant
restrictions for these funds and investments may be redeemed with 7 to 65 days notice depending on the fund. There is no intention to sell the investment in these
commingled funds.
113
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Private equity and other assets include a diversified group of funds that are classified as NAV assets. These funds primarily invest in private equity
partnerships, as well as real estate and private debt. Distributions are received through the liquidation of the underlying fund assets over the life of the funds. There
are generally no redemption rights. The limited partner must hold the fund for its life or find a third-party buyer, which may need to be approved by the general
partner. The funds are established with varied contractual durations generally in the range of 7 years to 12 years. The fund life can often be extended by several
years by the general partner, and further extended with the approval of the limited partners. Unfunded commitments related to these investments totaled $183
million and $151 million as of December 31, 2020 and 2019, respectively.
For pricing the nuclear decommissioning trusts and other investments, a primary price source is identified by asset type, class, or issue for each security. The
trustee monitors prices supplied by pricing services and may use a supplemental price source or change the primary source of a given security if the trustee
determines that another price source is considered preferable. The Registrants have obtained an understanding of how these prices are derived, including the nature
and observability of the inputs used in deriving such prices.
Derivative Assets and Liabilities
Derivative assets and liabilities are comprised of physical and financial derivative contracts, including futures, forwards, options, and swaps that are both
exchange-traded and over-the-counter traded contracts. Various inputs are used to value derivatives depending on the type of contract and availability of market
data. Exchange-traded derivative contracts are valued using quoted prices in active markets. The Registrants consider the following criteria in determining whether
a market is considered active: frequency in which pricing information is updated, variability in pricing between sources or over time, and the availability of public
information. Other derivative contracts are valued based upon a variety of inputs including commodity market prices, broker quotes, interest rates, credit ratings,
default rates, market-based seasonality, and basis differential factors. The Registrants monitor the prices that are supplied by brokers and pricing services and may
use a supplemental price source or change the primary price source of an index if prices become unavailable or another price source is determined to be more
representative of fair value. The Registrants have obtained an understanding of how these prices are derived. Additionally, the Registrants selectively corroborate
the fair value of their transactions by comparison of market-based price sources. Mathematical valuation models are used for derivatives for which external market
data is not readily observable, such as contracts which extend beyond the actively traded reporting period. The Registrants have established a Risk Management
Committee whose responsibilities include directly or indirectly ensuring all valuation methods are applied in accordance with predefined policies. The
development and maintenance of the Registrants' forward price curves has been assigned to DTE Energy's Risk Management Department, which is separate and
distinct from the trading functions within DTE Energy.
114
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table presents the fair value reconciliation of Level 3 assets and liabilities measured at fair value on a recurring basis for DTE Energy:
Year Ended December 31, 2020
Year Ended December 31, 2019
Natural Gas
Electricity
Other
Total
Natural Gas
Electricity
Other
Total
Net Assets (Liabilities) as of January 1
Transfers from Level 3 into Level 2
Total gains (losses)
Included in earnings
Recorded in Regulatory liabilities
Purchases, issuances, and settlements:
Settlements
Net Assets (Liabilities) as of December 31
Total gains (losses) included in Net Income attributed to the
change in unrealized gains (losses) related to assets and liabilities
held at December 31
Total gains (losses) included in Regulatory liabilities attributed
to the change in unrealized gains (losses) related to assets and
liabilities held at December 31
(a)
$
$
$
$
(15)
(2)
(75)
—
76
(16)
$
$
$
16
—
113
—
(119)
10
$
$
(In millions)
$
3
—
(7)
20
4
(2)
31
20
$
$
(49)
—
15
—
(12)
4
$
(55)
(2)
$
19
(15)
$
(70)
$
(4)
$
(1)
$
(4)
$
70
—
$
—
$
4
$
4
$
—
$
(2)
—
77
—
(59)
16
59
—
$
$
$
$
7
—
(1)
2
(5)
3
$
$
(44)
—
91
2
(45)
4
(38)
$
20
3
$
3
_______________________________________
(a) Amounts are reflected in Operating Revenues — Non-utility operations and Fuel, purchased power, gas, and other — non-utility in DTE Energy's Consolidated Statements of Operations.
The following table presents the fair value reconciliation of Level 3 assets and liabilities measured at fair value on a recurring basis for DTE Electric:
Net Assets as of January 1
Change in fair value recorded in Regulatory liabilities
Purchases, issuances, and settlements:
Settlements
Net Assets as of December 31
Total gains (losses) included in Regulatory liabilities attributed to the change in unrealized gains (losses) related to assets and liabilities held at
December 31
Year Ended December 31,
2020
2019
(In millions)
$
$
$
3
20
(19)
4
4
$
$
$
6
2
(5)
3
3
Derivatives are transferred between levels primarily due to changes in the source data used to construct price curves as a result of changes in market
liquidity. Transfers in and transfers out are reflected as if they had occurred at the beginning of the period. There were no transfers from or into Level 3 for DTE
Electric during the years ended December 31, 2020 and 2019.
The following tables present the unobservable inputs related to DTE Energy's Level 3 assets and liabilities:
December 31, 2020
Commodity
Contracts
Derivative
Assets
Derivative
Liabilities
Valuation
Techniques
(In millions)
Unobservable Input
Range
Weighted Average
Natural Gas
Electricity
$
$
60
52
$
$
Discounted Cash
Flow
Discounted Cash
Flow
(76)
(42)
Forward basis price (per MMBtu)
Forward basis price (per MWh)
$
$
(0.86) — $
2.50 /MMBtu $
(0.07)/MMBtu
(9) — $
6
/MWh $
—
/MWh
115
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
December 31, 2019
Commodity
Contracts
Derivative
Assets
Derivative
Liabilities
Valuation
Techniques
(In millions)
Unobservable Input
Range
Weighted Average
Natural Gas
Electricity
$
$
74
83
$
$
Discounted Cash
Flow
Discounted Cash
Flow
(89)
(67)
Forward basis price (per MMBtu)
Forward basis price (per MWh)
$
$
(1.78) — $
5.78 /MMBtu $
(0.09)/MMBtu
(10) — $
6
/MWh $
—
/MWh
The unobservable inputs used in the fair value measurement of the electricity and natural gas commodity types consist of inputs that are less observable due
in part to lack of available broker quotes, supported by little, if any, market activity at the measurement date or are based on internally developed models. Certain
basis prices (i.e., the difference in pricing between two locations) included in the valuation of natural gas and electricity contracts were deemed unobservable. The
weighted average price for unobservable inputs was calculated using the average of forward price curves for natural gas and electricity and the absolute value of
monthly volumes.
The inputs listed above would have had a direct impact on the fair values of the above security types if they were adjusted. A significant increase (decrease)
in the basis price would have resulted in a higher (lower) fair value for long positions, with offsetting impacts to short positions.
Fair Value of Financial Instruments
The following table presents the carrying amount and fair value of financial instruments for DTE Energy:
(a)
Notes receivable , excluding lessor finance leases
Short-term borrowings
Notes payable
Long-term debt
(b)
(c)
Carrying
Amount
December 31, 2020
Level 1
Fair Value
Level 2
$
$
$
$
141
38
19
19,439
$
$
$
$
—
—
—
2,547
$
$
$
$
—
38
—
18,230
$
$
$
$
Level 3
Carrying
Amount
(In millions)
141
—
19
1,397
$
$
$
$
184
828
25
16,606
$
$
$
$
December 31, 2019
Level 1
Fair Value
Level 2
Level 3
—
—
—
2,572
$
$
$
$
—
828
—
14,207
$
$
$
$
184
—
25
1,252
_______________________________________
(a) Current portion included in Current Assets — Other on DTE Energy's Consolidated Statements of Financial Position.
(b)
(c)
Included in Current Liabilities — Other and Other Liabilities — Other on DTE Energy's Consolidated Statements of Financial Position.
Includes debt due within one year, unamortized debt discounts, and issuance costs. Excludes finance lease obligations.
The following table presents the carrying amount and fair value of financial instruments for DTE Electric:
(a)
Notes receivable — Other
Short-term borrowings — affiliates
Short-term borrowings — other
Notes payable
(b)
Long-term debt
(c)
Carrying
Amount
December 31, 2020
Level 1
Fair Value
Level 2
Level 3
Carrying
Amount
(In millions)
December 31, 2019
Level 1
Fair Value
Level 2
Level 3
$
$
$
$
$
16
101
—
17
8,236
$
$
$
$
$
—
—
—
—
—
$
$
$
$
$
—
—
—
—
9,579
$
$
$
$
$
16
101
—
17
379
$
$
$
$
9
97
354
21
7,180
$
$
$
$
$
—
—
—
—
—
$
$
$
$
$
—
—
354
—
7,916
$
$
$
$
$
9
97
—
21
173
_______________________________________
(a)
(b)
(c)
Included in Current Assets — Other and Other Assets — Other on DTE Electric's Consolidated Statements of Financial Position.
Included in Current Liabilities — Other and Other Liabilities — Other on DTE Electric's Consolidated Statements of Financial Position.
Includes debt due within one year, unamortized debt discounts, and issuance costs. Excludes finance lease obligations.
For further fair value information on financial and derivative instruments, see Note 14 to the Consolidated Financial Statements, "Financial and Other
Derivative Instruments."
116
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Nuclear Decommissioning Trust Funds
DTE Electric has a legal obligation to decommission its nuclear power plants following the expiration of its operating licenses. This obligation is reflected as
an Asset retirement obligation on DTE Electric's Consolidated Statements of Financial Position. Rates approved by the MPSC provide for the recovery of
decommissioning costs of Fermi 2 and the disposal of low-level radioactive waste. See Note 9 to the Consolidated Financial Statements, "Asset Retirement
Obligations."
The following table summarizes DTE Electric's fair value of the nuclear decommissioning trust fund assets:
December 31,
2020
2019
Fermi 2
Fermi 1
Low-level radioactive waste
$
$
$
(In millions)
1,841
3
11
1,855
$
1,650
3
8
1,661
The costs of securities sold are determined on the basis of specific identification. The following table sets forth DTE Electric's gains and losses and proceeds
from the sale of securities by the nuclear decommissioning trust funds:
Realized gains
Realized losses
Proceeds from sale of securities
2020
Year Ended December 31,
2019
(In millions)
2018
$
$
$
192
(111)
2,350
$
$
$
$
56
(31)
$
788 $
65
(42)
1,203
Realized gains and losses from the sale of securities and unrealized gains and losses incurred by the Fermi 2 trust are recorded to Regulatory assets and the
Nuclear decommissioning liability. Realized gains and losses from the sale of securities and unrealized gains and losses on the low-level radioactive waste funds
are recorded to the Nuclear decommissioning liability.
The following table sets forth DTE Electric's fair value and unrealized gains and losses for the nuclear decommissioning trust funds:
Fair
Value
December 31, 2020
Unrealized
Gains
Unrealized Losses
(In millions)
Fair
Value
December 31, 2019
Unrealized
Gains
Unrealized Losses
Equity securities
Fixed income securities
Private equity and other
Cash equivalents
$
$
1,169
555
104
27
1,855
$
$
481
20
—
—
501
$
$
(6)
(1)
—
—
(7)
$
$
1,046
538
43
34
1,661
$
$
396
24
—
—
420
$
$
(39)
(1)
—
—
(40)
The following table summarizes the fair value of the fixed income securities held in nuclear decommissioning trust funds by contractual maturity:
Due within one year
Due after one through five years
Due after five through ten years
Due after ten years
117
December 31, 2020
(In millions)
51
101
89
232
473
$
$
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Fixed income securities held in nuclear decommissioning trust funds include $82 million of non-publicly traded commingled funds that do not have a
contractual maturity date.
Other Securities
At December 31, 2020 and 2019, the Registrants' securities included in Other investments on the Consolidated Statements of Financial Position were
comprised primarily of investments within DTE Energy's rabbi trust. The rabbi trust was established to fund certain non-qualified pension benefits, and therefore
changes in market value are recognized in earnings. Gains and losses are allocated from DTE Energy to DTE Electric and are included in Other Income or Other
Expense, respectively, in the Registrants' Consolidated Statements of Operations. The following table summarizes DTE Energy's gains (losses) related to the trust:
Gains (losses) related to equity securities
Gains (losses) related to fixed income securities
2020
Year Ended December 31,
2019
(In millions)
2018
$
$
(1)
(2)
(3)
$
$
27
10
37
$
$
(8)
(3)
(11)
NOTE 14 — FINANCIAL AND OTHER DERIVATIVE INSTRUMENTS
The Registrants recognize all derivatives at their fair value as Derivative assets or liabilities on their respective Consolidated Statements of Financial
Position unless they qualify for certain scope exceptions, including the normal purchases and normal sales exception. Further, derivatives that qualify and are
designated for hedge accounting are classified as either hedges of a forecasted transaction or the variability of cash flows to be received or paid related to a
recognized asset or liability (cash flow hedge); or as hedges of the fair value of a recognized asset or liability or of an unrecognized firm commitment (fair value
hedge). For cash flow hedges, the derivative gain or loss is deferred in Accumulated other comprehensive income (loss) and later reclassified into earnings when
the underlying transaction occurs. For fair value hedges, changes in fair values for the derivative and hedged item are recognized in earnings each period. For
derivatives that do not qualify or are not designated for hedge accounting, changes in fair value are recognized in earnings each period.
The Registrants' primary market risk exposure is associated with commodity prices, credit, and interest rates. The Registrants have risk management policies
to monitor and manage market risks. The Registrants use derivative instruments to manage some of the exposure. DTE Energy uses derivative instruments for
trading purposes in its Energy Trading segment. Contracts classified as derivative instruments include electricity, natural gas, oil, certain environmental contracts,
forwards, futures, options, swaps, and foreign currency exchange contracts. Items not classified as derivatives include natural gas and environmental inventory,
pipeline transportation contracts, some environmental contracts, and natural gas storage assets.
DTE Electric — DTE Electric generates, purchases, distributes, and sells electricity. DTE Electric uses forward contracts to manage changes in the price of
electricity and fuel. Substantially all of these contracts meet the normal purchases and normal sales exception and are therefore accounted for under the accrual
method. Other derivative contracts are MTM and recoverable through the PSCR mechanism when settled. This results in the deferral of unrealized gains and losses
as Regulatory assets or liabilities until realized.
DTE Gas — DTE Gas purchases, stores, transports, distributes, and sells natural gas, and buys and sells transportation and storage capacity. DTE Gas has
fixed-priced contracts for portions of its expected natural gas supply requirements through March 2023. Substantially all of these contracts meet the normal
purchases and normal sales exception and are therefore accounted for under the accrual method. Forward transportation and storage contracts are generally not
derivatives and are therefore accounted for under the accrual method.
Gas Storage and Pipelines — This segment is primarily engaged in services related to the gathering, transportation, and storage of natural gas. Primarily
fixed-priced contracts are used in the marketing and management of transportation and storage services. Generally, these contracts are not derivatives and are
therefore accounted for under the accrual method.
118
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Power and Industrial Projects — This segment manages and operates energy and pulverized coal projects, a coke battery, reduced emissions fuel projects,
renewable gas recovery, and power generation assets. Primarily fixed-price contracts are used in the marketing and management of the segment assets. These
contracts are generally not derivatives and are therefore accounted for under the accrual method.
Energy Trading — Commodity Price Risk — Energy Trading markets and trades electricity, natural gas physical products, and energy financial instruments,
and provides energy and asset management services utilizing energy commodity derivative instruments. Forwards, futures, options, and swap agreements are used
to manage exposure to the risk of market price and volume fluctuations in its operations. These derivatives are accounted for by recording changes in fair value to
earnings unless hedge accounting criteria are met.
Energy Trading — Foreign Currency Exchange Risk — Energy Trading has foreign currency exchange forward contracts to economically hedge fixed
Canadian dollar commitments existing under natural gas and power purchase and sale contracts and natural gas transportation contracts. Energy Trading enters into
these contracts to mitigate price volatility with respect to fluctuations of the Canadian dollar relative to the U.S. dollar. These derivatives are accounted for by
recording changes in fair value to earnings unless hedge accounting criteria are met.
Corporate and Other — Interest Rate Risk — DTE Energy may use interest rate swaps, treasury locks, and other derivatives to hedge the risk associated with
interest rate market volatility.
Credit Risk — DTE Energy maintains credit policies that significantly minimize overall credit risk. These policies include an evaluation of potential
customers’ and counterparties’ financial condition, including the viability of underlying productive assets, credit rating, collateral requirements, or other credit
enhancements such as letters of credit or guarantees. DTE Energy generally uses standardized agreements that allow the netting of positive and negative
transactions associated with a single counterparty. DTE Energy maintains a provision for credit losses based on factors surrounding the credit risk of its customers,
historical trends, and other information. Based on DTE Energy's credit policies and its December 31, 2020 provision for credit losses, DTE Energy’s exposure to
counterparty nonperformance is not expected to have a material adverse effect on DTE Energy's Consolidated Financial Statements.
Derivative Activities
DTE Energy manages its MTM risk on a portfolio basis based upon the delivery period of its contracts and the individual components of the risks within
each contract. Accordingly, it records and manages the energy purchase and sale obligations under its contracts in separate components based on the commodity
(e.g. electricity or natural gas), the product (e.g. electricity for delivery during peak or off-peak hours), the delivery location (e.g. by region), the risk profile (e.g.
forward or option), and the delivery period (e.g. by month and year). The following describes the categories of activities represented by their operating
characteristics and key risks:
•
Asset Optimization — Represents derivative activity associated with assets owned and contracted by DTE Energy, including forward natural gas
purchases and sales, natural gas transportation, and storage capacity. Changes in the value of derivatives in this category typically economically offset
changes in the value of underlying non-derivative positions, which do not qualify for fair value accounting. The difference in accounting treatment of
derivatives in this category and the underlying non-derivative positions can result in significant earnings volatility.
• Marketing and Origination — Represents derivative activity transacted by originating substantially hedged positions with wholesale energy marketers,
producers, end-users, utilities, retail aggregators, and alternative energy suppliers.
•
•
Fundamentals Based Trading — Represents derivative activity transacted with the intent of taking a view, capturing market price changes, or putting
capital at risk. This activity is speculative in nature as opposed to hedging an existing exposure.
Other — Includes derivative activity at DTE Electric related to FTRs. Changes in the value of derivative contracts at DTE Electric are recorded as
Derivative assets or liabilities, with an offset to Regulatory assets or liabilities as the settlement value of these contracts will be included in the PSCR
mechanism when realized.
119
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table presents the fair value of derivative instruments for DTE Energy:
December 31, 2020
December 31, 2019
Derivative
Assets
Derivative
Liabilities
Derivative
Assets
Derivative
Liabilities
(In millions)
—
$
(4)
$
—
$
—
Derivatives designated as hedging instruments
Foreign currency exchange contracts
Derivatives not designated as hedging instruments
Commodity contracts
Natural gas
Electricity
Environmental & Other
Foreign currency exchange contracts
Total derivatives not designated as hedging instruments
Current
Noncurrent
Total derivatives
$
$
$
$
$
The following table presents the fair value of derivative instruments for DTE Electric:
FTRs — Other current assets
Total derivatives not designated as hedging instruments
233
180
154
—
567
446
121
567
$
$
$
$
(223)
(168)
(137)
(1)
(529)
(386)
(147)
(533)
$
$
$
$
$
$
355
306
113
1
775
646
129
775
$
$
$
$
(351)
(298)
(121)
—
(770)
(596)
(174)
(770)
December 31,
2020
2019
(In millions)
4
4
$
$
3
3
Certain of DTE Energy's derivative positions are subject to netting arrangements which provide for offsetting of asset and liability positions as well as
related cash collateral. Such netting arrangements generally do not have restrictions. Under such netting arrangements, DTE Energy offsets the fair value of
derivative instruments with cash collateral received or paid for those contracts executed with the same counterparty, which reduces DTE Energy's Total Assets and
Liabilities. Cash collateral is allocated between the fair value of derivative instruments and customer accounts receivable and payable with the same counterparty
on a pro-rata basis to the extent there is exposure. Any cash collateral remaining, after the exposure is netted to zero, is reflected in Accounts receivable and
Accounts payable as collateral paid or received, respectively.
DTE Energy also provides and receives collateral in the form of letters of credit which can be offset against net Derivative assets and liabilities as well as
Accounts receivable and payable. DTE Energy had issued letters of credit of $7 million outstanding at December 31, 2020 and $6 million at December 31, 2019,
which could be used to offset net Derivative liabilities. Letters of credit received from third parties which could be used to offset net Derivative assets were $9
million and $4 million at December 31, 2020 and 2019, respectively. Such balances of letters of credit are excluded from the tables below and are not netted with
the recognized assets and liabilities in DTE Energy's Consolidated Statements of Financial Position.
For contracts with certain clearing agents, the fair value of derivative instruments is netted against realized positions with the net balance reflected as either
1) a Derivative asset or liability or 2) an Account receivable or payable. Other than certain clearing agents, Accounts receivable and Accounts payable that are
subject to netting arrangements have not been offset against the fair value of Derivative assets and liabilities.
120
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table presents net cash collateral offsetting arrangements for DTE Energy:
Cash collateral netted against Derivative assets
Cash collateral netted against Derivative liabilities
Cash collateral recorded in Accounts receivable
(a)
Cash collateral recorded in Accounts payable
(a)
Total net cash collateral posted (received)
_______________________________________
(a) Amounts are recorded net by counterparty.
$
$
December 31,
2020
2019
$
(In millions)
(12)
6
14
(1)
7
$
—
—
13
(3)
10
The following table presents the netting offsets of Derivative assets and liabilities for DTE Energy:
December 31, 2020
Gross Amounts
Offset in the
Consolidated
Statements of
Financial Position
Net Amounts of
Assets (Liabilities)
Presented in the
Consolidated
Statements of
Financial Position
Gross Amounts of
Recognized Assets
(Liabilities)
December 31, 2019
Gross Amounts
Offset in the
Consolidated
Statements of
Financial Position
Net Amounts of
Assets (Liabilities)
Presented in the
Consolidated
Statements of
Financial Position
Gross Amounts of
Recognized Assets
(Liabilities)
Derivative assets
Commodity contracts
Natural gas
Electricity
Environmental & Other
Foreign currency exchange contracts
Total derivative assets
Derivative liabilities
Commodity contracts
Natural gas
Electricity
Environmental & Other
Interest rate contracts
Foreign currency exchange contracts
Total derivative liabilities
$
$
$
$
233
180
154
—
567
(223)
(168)
(137)
—
(5)
(533)
$
$
$
$
(156)
(120)
(135)
—
(411)
151
125
129
—
—
405
$
$
$
$
(In millions)
77
60
19
—
156
(72)
(43)
(8)
—
(5)
(128)
$
$
$
$
355
306
113
1
775
(351)
(298)
(121)
—
—
(770)
$
$
$
$
(266)
(225)
(110)
—
(601)
266
225
110
—
—
601
$
$
$
$
89
81
3
1
174
(85)
(73)
(11)
—
—
(169)
The following table presents the netting offsets of Derivative assets and liabilities showing the reconciliation of derivative instruments to DTE Energy's
Consolidated Statements of Financial Position:
December 31, 2020
December 31, 2019
Derivative Assets
Derivative Liabilities
Derivative Assets
Derivative Liabilities
Current
Noncurrent
Current
Noncurrent
Current
Noncurrent
Current
Noncurrent
Total fair value of derivatives
Counterparty netting
Collateral adjustment
Total derivatives as reported
$
$
446
(318)
(12)
116
$
$
121
(81)
—
40
$
$
(386)
318
—
(68)
$
$
121
$
(In millions)
(147)
81
6
(60)
$
646
(513)
—
133
$
$
129
(88)
—
41
$
$
(596)
513
—
(83)
$
$
(174)
88
—
(86)
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The effect of derivatives not designated as hedging instruments on DTE Energy's Consolidated Statements of Operations is as follows:
Location of Gain (Loss) Recognized in Income on Derivatives
Gain (Loss) Recognized in Income on Derivatives for
Years Ended December 31,
2019
(In millions)
2018
2020
Commodity contracts
Natural gas
Natural gas
Electricity
Environmental & Other
Foreign currency exchange contracts
Total
Operating Revenues — Non-utility operations
Fuel, purchased power, gas, and other — non-utility
Operating Revenues — Non-utility operations
Operating Revenues — Non-utility operations
Operating Revenues — Non-utility operations
$
$
(70)
20
91
(118)
(6)
(83)
$
$
44
(5)
44
(26)
(2)
55
$
$
(42)
(94)
49
(1)
7
(81)
Revenues and energy costs related to trading contracts are presented on a net basis in DTE Energy's Consolidated Statements of Operations. Commodity
derivatives used for trading purposes, and financial non-trading commodity derivatives, are accounted for using the MTM method with unrealized and realized
gains and losses recorded in Operating Revenues — Non-utility operations. Non-trading physical commodity sale and purchase derivative contracts are generally
accounted for using the MTM method with unrealized and realized gains and losses for sales recorded in Operating Revenues — Non-utility operations and
purchases recorded in Fuel, purchased power, gas, and other — non-utility.
The following represents the cumulative gross volume of DTE Energy's derivative contracts outstanding as of December 31, 2020:
Commodity
Natural gas (MMBtu)
Electricity (MWh)
Foreign currency exchange ($ CAD)
Renewable Energy Certificates (MWh)
Carbon emissions (Metric Ton)
Number of Units
1,757,668,006
29,383,355
144,655,453
9,221,803
12,495,202
Various subsidiaries of DTE Energy have entered into contracts which contain ratings triggers and are guaranteed by DTE Energy. These contracts contain
provisions which allow the counterparties to require that DTE Energy post cash or letters of credit as collateral in the event that DTE Energy’s credit rating is
downgraded below investment grade. Certain of these provisions (known as "hard triggers") state specific circumstances under which DTE Energy can be required
to post collateral upon the occurrence of a credit downgrade, while other provisions (known as "soft triggers") are not as specific. For contracts with soft triggers, it
is difficult to estimate the amount of collateral which may be requested by counterparties and/or which DTE Energy may ultimately be required to post. The
amount of such collateral which could be requested fluctuates based on commodity prices (primarily natural gas, power, environmental, and coal) and the
provisions and maturities of the underlying transactions. As of December 31, 2020, DTE Energy's contractual obligation to post collateral in the form of cash or
letters of credit in the event of a downgrade to below investment grade, under both hard trigger and soft trigger provisions, was $428 million.
As of December 31, 2020, DTE Energy had $451 million of derivatives in net liability positions, for which hard triggers exist. There is no collateral that has
been posted against such liabilities, including cash and letters of credit. Associated derivative net asset positions for which contractual offset exists were $401
million. The net remaining amount of $50 million is derived from the $428 million noted above.
122
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 15 — LONG-TERM DEBT
Long-Term Debt
DTE Energy's long-term debt outstanding and weighted average interest rates of debt outstanding at December 31 were:
Mortgage bonds, notes, and other
DTE Energy Debt, Unsecured
DTE Electric Taxable Debt, Principally Secured
DTE Electric Tax-Exempt Revenue Bonds
DTE Gas Taxable Debt, Principally Secured
(b)
Unamortized debt discount
Unamortized debt issuance costs
Long-term debt due within one year
Junior Subordinated Debentures
Subordinated Debentures
Unamortized debt issuance costs
Interest Rate
(a)
Maturity Date
2020
2019
2.7%
3.9%
4.1%
4%
2022 — 2033
2021 — 2050
2021 — 2030
2023 — 2050
5.3%
2076 — 2080
(In millions)
8,175
8,030
278
1,910
18,393
(25)
(104)
(462)
17,802
1,210
(35)
1,175
$
$
$
$
$
$
$
$
_______________________________________
(a) Weighted average interest rate as of December 31, 2020.
(b) DTE Electric Tax-Exempt Revenue Bonds are issued by a public body that loans the proceeds to DTE Electric on terms substantially mirroring the Revenue Bonds.
DTE Electric's long-term debt outstanding and weighted average interest rates of debt outstanding at December 31 were:
Mortgage bonds, notes, and other
Taxable Debt, Principally Secured
Tax-Exempt Revenue Bonds
(b)
Unamortized debt discount
Unamortized debt issuance costs
Long-term debt due within one year
Interest Rate
(a)
Maturity Date
2020
2019
3.9%
4.1%
2021 — 2050
2021 — 2030
(In millions)
8,030
278
8,308
(16)
(56)
(462)
7,774
$
$
$
$
_______________________________________
(a) Weighted average interest rate as of December 31, 2020.
(b) Tax-Exempt Revenue Bonds are issued by a public body that loans the proceeds to DTE Electric on terms substantially mirroring the Revenue Bonds.
123
6,625
6,930
310
1,710
15,575
(24)
(91)
(682)
14,778
1,180
(34)
1,146
6,930
310
7,240
(15)
(45)
(632)
6,548
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Debt Issuances
In 2020, the following debt was issued:
Company
DTE Electric
DTE Electric
DTE Electric
DTE Energy
DTE Gas
DTE Gas
DTE Energy
DTE Energy
Month
February
February
April
August
August
August
October
October
Type
Interest Rate
Maturity Date
(a)
(a)
(b)
Mortgage Bonds
Mortgage Bonds
Mortgage Bonds
Senior Notes
Mortgage Bonds
Mortgage Bonds
Junior Subordinated Debentures
Senior Notes
(d)
(d)
(c)
(f)
(e)
2.25%
2.95%
2.63%
1.05%
2.35%
3.20%
4.38%
0.55%
2030
2050
2031
2025
2030
2050
2080
2022
Amount
(In millions)
600
500
600
800
125
125
230
750
3,730
$
$
_______________________________________
(a) Proceeds used for the repayment of $300 million of DTE Electric's 2010 Series A 4.89% Senior Notes due 2020, repayment of short-term borrowings, capital expenditures, and for other
general corporate purposes.
(b) Proceeds used for the repayment of $300 million of DTE Electric's 2010 Series B 3.45% Senior Notes due 2020, repayment of $32 million of DTE Electric's 2008 Series KT Variable Rate
Senior Notes due 2020, repayment of short-term borrowings, capital expenditures, and for other general corporate purposes.
(c) Proceeds used for the repayment of short-term borrowings and for general corporate purposes.
(d) Proceeds used for the repayment of $50 million of DTE Gas's 2008 Series I 6.36% Senior Notes due 2020 and for general corporate purposes, including capital expenditures.
(e) Proceeds used for the repayment of $200 million of DTE Energy's 2012 Series C 5.25% Junior Subordinated Debentures due 2062 and for general corporate purposes.
(f)
Proceeds used for the repayment of DTE Energy's $500 million unsecured term loan expiring March 2021, repayment of DTE Energy's $167 million unsecured term loan expiring June
2021, and general corporate purposes.
Debt Redemptions
In 2020, the following debt was redeemed:
Company
Month
Type
Interest Rate
Maturity Date
DTE Electric
DTE Electric
DTE Electric
DTE Gas
DTE Energy
March
July
July
September
October
Senior Notes
Senior Notes
Senior Notes
Senior Notes
Junior Subordinated Debentures
4.89%
5.63%
3.45%
6.36%
5.25%
2020
2020
2020
2020
2062
$
$
Amount
(In millions)
300
32
300
50
200
882
The following table shows the Registrants' scheduled debt maturities, excluding any unamortized discount on debt:
(a)
DTE Energy
DTE Electric
$
$
462
462
$
$
3,466
316
$
$
1,177
202
$
$
1,425
400
$
$
1,220
350
$
$
11,853
6,578
$
$
19,603
8,308
2021
2022
2023
2024
(In millions)
2025
2026 and
Thereafter
Total
_______________________________________
(a) Amounts include DTE Electric's scheduled debt maturities.
Junior Subordinated Debentures
DTE Energy has the right to defer interest payments on the Junior Subordinated Debentures. Should DTE Energy exercise this right, it cannot declare or pay
dividends on, or redeem, purchase or acquire, any of its capital stock during the deferral period. Any deferred interest payments will bear additional interest at the
rate associated with the related debt issue. As of December 31, 2020, no interest payments have been deferred on the Junior Subordinated Debentures.
124
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Cross Default Provisions
Substantially all of the net utility properties of DTE Electric and DTE Gas are subject to the lien of mortgages. Should DTE Electric or DTE Gas fail to
timely pay their indebtedness under these mortgages, such failure may create cross defaults in the indebtedness of DTE Energy.
Gas Storage and Pipelines Segment Acquisition Financing
In December 2019, DTE Energy closed on the purchase of midstream natural gas assets. The acquisition was financed through the issuance of Equity Units,
Senior Notes, and common stock. See Note 4 to the Consolidated Financial Statements, "Acquisitions and Dispositions," for more information on the acquisition.
In November 2019, DTE issued $1.3 billion of Equity Units. Each Equity Unit has a stated amount of $50 and was initially issued in the form of a Corporate
Unit, comprised of (i) a forward purchase contract to buy DTE Energy common stock (stock purchase contract) and (ii) a 1/20 undivided beneficial ownership
interest in a $1,000 principal amount of DTE Energy’s 2019 Series F 2.25% RSNs due 2025. The RSN debt instruments and the stock purchase contract equity
instruments are deemed to be separate instruments as the investor may trade the RSNs separately from the stock purchase contracts and may also settle the stock
purchase contracts separately. The Corporate Units are listed on the New York Stock Exchange under the symbol DTP.
The stock purchase contract obligates the holder to purchase from DTE Energy on the settlement date, November 1, 2022, for a price of $50 per stock
purchase contract, the following number of shares of DTE Energy’s common stock, subject to anti-dilution adjustments:
•
•
•
if the AMV of DTE Energy’s common stock, which is the average volume-weighted average price of DTE Energy’s common stock for the trading days
during the 20 consecutive scheduled trading day period ending on the third scheduled trading day immediately preceding the stock purchase contract
settlement date, is equal to or greater than $157.50, 0.3175 shares of common stock;
if the AMV is less than $157.50 but greater than $126.00, a number of shares of common stock equal to $50 divided by the AMV; and
if the AMV is less than or equal to $126.00, 0.3968 shares of common stock.
The RSNs bear interest at a rate of 2.25% per year, payable quarterly, and mature on November 1, 2025. The RSNs will be remarketed in 2022. If this
remarketing is successful, the interest rate on the RSNs will be reset, and interest thereafter will be payable semi-annually at the reset rate. If there is no successful
remarketing, the interest rate on the RSNs will not be reset. The holders of the RSNs would have the right to put the RSNs to DTE Energy at a price equal to 100%
of the principal amount, and the proceeds of the put right would be deemed to have been applied against the holders’ obligation under the stock purchase contracts.
DTE Energy may also redeem, in whole or in part, the RSNs in the event of a failed final remarketing.
The present value of the future contract adjustment payments of $150 million was recorded as a reduction of shareholders’ equity, offset by the stock
purchase contract liability. The stock purchase contract liability is included in Current Liabilities — Other and Other Liabilities — Other on DTE Energy’s
Consolidated Statements of Financial Position. On February 1, 2020, DTE Energy began paying the stock purchase contract holders quarterly contract adjustment
payments at a rate of 4% per year of the stated amount of $50 per Equity Unit, or $2 per year. Interest payments on the RSNs are being recorded as interest expense
and stock purchase contract payments are being charged against the liability. Accretion of the stock purchase contract liability is recorded as imputed interest
expense.
The treasury stock method is used to compute diluted EPS for the stock purchase contract. Under the treasury stock method, the stock purchase contract will
only have a dilutive effect when the settlement rate is based on the market value of DTE’s common stock that is greater than $157.50 (the threshold appreciation
price). At December 31, 2020, the stock purchase price contract was anti-dilutive and, therefore, not included in the computation of diluted earnings per share.
If payments for the stock purchase contract are deferred, DTE Energy may not make any cash distributions related to its capital stock, including dividends,
redemptions, repurchases, liquidation payments or guarantee payments. Also, during the deferral period, DTE Energy may not make any payments on or redeem or
repurchase any debt securities that are equal in right of payment with, or subordinated to, the RSNs.
125
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Until settlement of the stock purchase contracts, the shares of stock underlying each contract are not outstanding. Under the terms of the stock purchase
contracts, assuming no anti-dilution or other adjustments, DTE Energy will issue between 8.3 million and 10.3 million shares of its common stock in November
2022. A total of 13 million shares of DTE Energy’s common stock have been reserved for issuance in connection with the stock purchase contracts.
Selected information about DTE Energy’s Equity Units is presented below:
Issuance Date
Units Issued
Total Net
Proceeds
Total Long-
Term Debt
RSN Annual
Interest Rate
Stock Purchase
Contract Annual
Rate
Stock Purchase
Settlement Date
Stock Purchase
Contract
Liability
(a)
RSN Maturity Date
11/1/19
26
$
1,268
$
1,300
2.25%
4.0%
11/1/2022
$
150
11/1/2025
_______________________________________
(a) Payments of $49 million were made in 2020. The stock purchase contract liability was $101 million and $150 million as of December 31, 2020 and 2019, respectively, exclusive of
interest.
(In millions, except interest rates)
NOTE 16 — PREFERRED AND PREFERENCE SECURITIES
As of December 31, 2020, the amount of authorized and unissued stock is as follows:
Company
DTE Energy
DTE Electric
DTE Electric
DTE Gas
DTE Gas
Type of Stock
Par Value
Shares Authorized
Preferred
Preferred
Preference
Preferred
Preference
$
$
$
$
$
—
100
1
1
1
5,000,000
6,747,484
30,000,000
7,000,000
4,000,000
NOTE 17 — SHORT-TERM CREDIT ARRANGEMENTS AND BORROWINGS
DTE Energy, DTE Electric, and DTE Gas have unsecured revolving credit agreements that can be used for general corporate borrowings, but are intended to
provide liquidity support for each of the companies’ commercial paper programs. Borrowings under the revolvers are available at prevailing short-term interest
rates. DTE Energy also has other facilities to support letter of credit issuance.
During 2020, the Registrants entered into a series of unsecured term loans to raise additional liquidity, including terms consistent with the unsecured
revolving credit agreements. Several of these term loans were entered into and subsequently repaid in 2020. One unsecured term loan remains as of December 31,
2020, a $200 million loan entered into by DTE Electric in November 2020 with a maturity date in November 2021. Through December 31, 2020, no amounts have
been drawn and commitment fees have not been material. The loan will terminate if no amounts are drawn by April 30, 2021.
In May 2020, DTE Lake Erie Generation, Inc., an indirect wholly-owned subsidiary of DTE Energy, entered into a C$110 million unsecured revolving credit
agreement to fund construction of on-site electric generation and related infrastructure projects at a Canadian integrated steel manufacturing facility in Ontario,
Canada. The revolving credit agreement is guaranteed by DTE Energy and there was C$49 million outstanding as of December 31, 2020. The revolving credit
agreement expires in May 2023 and has terms consistent with DTE Energy's unsecured revolving credit agreements.
126
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The unsecured revolving credit agreements require DTE Energy, DTE Electric, and DTE Gas to maintain a total funded debt to capitalization ratio of no
more than 0.65 to 1. In the agreements, "total funded debt" means all indebtedness of each respective company and their consolidated subsidiaries, including
finance lease obligations, hedge agreements, and guarantees of third parties’ debt, but excluding contingent obligations, nonrecourse and junior subordinated debt,
and certain equity-linked securities and, except for calculations at the end of the second quarter, certain DTE Gas short-term debt. "Capitalization" means the sum
of (a) total funded debt plus (b) "consolidated net worth," which is equal to consolidated total equity of each respective company and their consolidated
subsidiaries (excluding pension effects under certain FASB statements), as determined in accordance with accounting principles generally accepted in the United
States of America. At December 31, 2020, the total funded debt to total capitalization ratios for DTE Energy, DTE Electric, and DTE Gas were 0.59 to 1, 0.51 to 1,
and 0.48 to 1, respectively, and were in compliance with this financial covenant.
The availability under the facilities in place at December 31, 2020 is shown in the following table:
Unsecured letter of credit facility, expiring in February 2021
Unsecured letter of credit facility, expiring in August 2021
Unsecured term loan, expiring in November 2021
Unsecured Canadian revolving credit facility, expiring May 2023
Unsecured revolving credit facility, expiring April 2024
Amounts outstanding at December 31, 2020
Letters of credit
Revolver borrowings
Net availability at December 31, 2020
DTE Energy
DTE Electric
DTE Gas
Total
$
$
150
110
—
86
1,500
1,846
193
38
231
1,615
$
$
(In millions)
—
—
200
—
500
700
—
—
—
700
$
$
—
—
—
—
300
300
—
—
—
300
$
$
150
110
200
86
2,300
2,846
193
38
231
2,615
DTE Energy has $59 million of other outstanding letters of credit which are used for various corporate purposes and are not included in the facilities
described above. These letters of credit include a $50 million uncommitted letter of credit facility entered into by DTE Energy in July 2020, of which the full
amount has been drawn. The facility expires in July 2021 with an automatic renewal provision.
For DTE Energy, the weighted average interest rate for short-term borrowings was 1.1% and 2.0% at December 31, 2020 and 2019, respectively. For DTE
Electric, the weighted average interest rate for short-term borrowings was 1.9% at December 31, 2019. There were no short-term borrowings outstanding as of
December 31, 2020.
In conjunction with maintaining certain exchange-traded risk management positions, DTE Energy may be required to post collateral with its clearing agents.
DTE Energy has demand financing agreements with its clearing agents, including an agreement for up to $100 million with an indefinite term and an agreement for
up to $150 million currently contracted through 2022 and subject to renewal. The $100 million agreement, as amended, also allows for up to $50 million of
additional margin financing provided that DTE Energy posts a letter of credit for the incremental amount. Both agreements allow the right of setoff with posted
collateral. At December 31, 2020, the capacity under these facilities was $300 million. The amount outstanding under these agreements was $49 million and $114
million at December 31, 2020 and 2019, respectively, and was fully offset by the posted collateral.
Dividend Restrictions
Certain of DTE Energy’s credit facilities contain a provision requiring DTE Energy to maintain a total funded debt to capitalization ratio, as defined in the
agreements, of no more than 0.65 to 1, which has the effect of limiting the amount of dividends DTE Energy can pay in order to maintain compliance with this
provision. At December 31, 2020, the effect of this provision was a restriction on dividend payments to no more than $2.8 billion of DTE Energy's Retained
earnings of $7.2 billion. There are no other effective limitations with respect to DTE Energy’s ability to pay dividends.
127
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
NOTE 18 — LEASES
Lessee
Leases at DTE Energy are primarily comprised of various forms of equipment, computer hardware, coal railcars, production facilities, buildings, and certain
easement leases with terms ranging from approximately 2 to 40 years. Leases at DTE Electric are primarily comprised of various forms of equipment, computer
hardware, coal railcars, and certain easement leases with terms ranging from approximately 2 to 40 years.
A lease is deemed to exist when the Registrants have the right to control the use of identified property, plant or equipment, as conveyed through a contract,
for a certain period of time and consideration paid. The right to control is deemed to occur when the Registrants have the right to obtain substantially all of the
economic benefits of the identified assets and the right to direct the use of such assets.
Lease liabilities are determined utilizing a discount rate to determine the present values of lease payments. Topic 842 requires the use of the rate implicit in
the lease when it is readily determinable. When the rate implicit in the lease is not readily determinable, the incremental borrowing rate is used. The Registrants
have determined their respective incremental borrowing rates based upon the rate of interest that would have been paid on a collateralized basis over similar tenors
to that of the leases. The incremental borrowing rates for DTE Electric and DTE Gas have been determined utilizing respective secured borrowing rates for first
mortgage bonds with like tenors of remaining lease terms. Incremental borrowing rates for non-utility entities have been determined utilizing an implied secured
borrowing rate based upon an unsecured rate for a similar tenor of remaining lease terms, which is then adjusted for the estimated impact of collateral.
Certain leases of the Registrants contain escalation clauses whereby the payments are adjusted for consumer price or labor indices. DTE Energy has leases
with non-index based escalation clauses for fixed dollar or percentage increases. DTE Electric has leases with non-index based escalation clauses for fixed dollar
increases. DTE Energy also has leases with variable payments based upon usage of, or revenues associated with, the leased assets. DTE Electric also has leases
with variable payments based upon the usage of the leased assets.
Certain leases of easements and coal railcars contain provisions whereby the Registrants have the option to terminate the lease agreement by giving notice of
such termination during the time frames specified in the respective lease. The Registrants have considered such provisions in the determination of the lease term
when it is reasonably certain that the lease would be terminated.
The Registrants have certain leases which contain purchase options. Based upon the nature of the leased property and terms of the purchase options, the
Registrants have determined it is not reasonably certain that such purchase options will be utilized. Thus, the impact of the purchase options has not been included
in the determination of right-of-use assets and lease liabilities for the subject leases.
The Registrants have certain leases which contain renewal options. Where the renewal options were deemed reasonably certain to occur, the impacts of such
options were included in the determination of the right of use assets and lease liabilities.
The Registrants have agreements with lease and non-lease components, which are generally accounted for separately. Consideration in a lease is allocated
between lease and non-lease components based upon the estimated relative standalone prices. The Registrants have certain coal railcar leases for which non-lease
and lease components are accounted for as a single lease component, as permitted under Topic 842.
128
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following is a summary of the components of lease cost for the years ended December 31:
Operating lease cost
Finance lease cost:
Amortization of right-of-use assets
Interest of lease liabilities
Total finance lease cost
Variable lease cost
Short-term lease cost
DTE Energy
DTE Electric
2020
2019
2020
2019
$
$
39
$
5
—
5
10
12
66
$
(In millions)
41
$
4
—
4
10
10
65
$
14
$
4
—
4
—
6
24
$
17
4
—
4
—
3
24
The Registrants have elected not to apply the recognition requirements of Topic 842 to leases with a term of 12 months or less. DTE Energy and DTE
Electric record operating, variable, and short-term lease costs as Operating Expenses on the Consolidated Statements of Operations, except for certain amounts that
may be capitalized to other assets.
The following is a summary of other information related to leases for the years ended December 31:
Supplemental Cash Flows Information
Cash paid for amounts included in the measurement of these liabilities:
Operating cash flows for finance leases
Operating cash flows for operating leases
Right-of-use assets obtained in exchange for lease obligations:
Operating leases
Finance leases
$
$
$
$
Weighted Average Remaining Lease Term (Years)
Operating leases
Finance leases
Weighted Average Discount Rate
Operating leases
Finance leases
DTE Energy
DTE Electric
2020
2019
2020
2019
(In millions)
3
40
18
19
$
$
$
$
9.3
7.6
3.4 %
2.0 %
5
40
68
8
$
$
$
$
9.7
9.1
3.5 %
3.1 %
2
14
—
14
$
$
$
$
10.4
3.1
3.3 %
1.0 %
5
16
27
—
10.6
2.0
3.3 %
3.1 %
The Registrants' future minimum lease payments under leases for remaining periods as of December 31, 2020 are as follows:
DTE Energy
DTE Electric
Operating Leases
Finance Leases
Operating Leases
Finance Leases
2021
2022
2023
2024
2025
2026 and thereafter
Total future minimum lease payments
Imputed interest
Lease liabilities
(In millions)
8
8
8
2
1
7
34
(3)
31
$
$
13
12
10
8
6
32
81
(14)
67
$
$
6
6
6
1
—
—
19
—
19
$
$
37
31
22
13
8
61
172
(28)
144
$
$
129
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Finance leases reported on the Consolidated Statements of Financial Position are as follows for the years ended December 31:
Right-of-use assets, within Property, plant, and equipment, net
Current lease liabilities, within Current Liabilities — Other
Long-term lease liabilities
$
$
$
29
7
24
$
$
$
(In millions)
15
4
11
$
$
$
16
6
13
$
$
$
7
3
4
DTE Energy
DTE Electric
2020
2019
2020
2019
Lessor
During 2020, DTE Energy executed a sale of membership interests in the REF business accounted for as a finance lease arrangement with a term of less than
2 years, resulting in a net investment in finance leases of $8 million and selling profit of $11 million. Also in 2020, DTE Energy completed construction of and
began operating certain energy infrastructure assets for a large industrial customer under a long-term agreement, where the assets will transfer to the customer at
the end of the contract term in 2040. DTE Energy has accounted for a portion of the agreement as a finance lease arrangement, recognizing a net investment of
$133 million.
DTE Energy leases a portion of its pipeline system to the Vector Pipeline through a finance lease contract that has been renewed through 2025, with
additional renewal options reasonably certain to be exercised through 2040. DTE Energy owns a 40% interest in the Vector Pipeline. DTE Energy's net investment
in finance leases relating to Vector Pipeline was $39 million at December 31, 2020, and is included in the finance leases table below.
DTE Energy also leases various assets under operating leases for a pipeline, energy facilities and related equipment. Such leases are comprised of both fixed
payments and variable payments which are contingent on volumes, with terms ranging from 2 to 24 years. Generally, the operating leases do not have renewal
provisions or options to purchase the assets at the end of the lease. The operating leases generally do not have termination for convenience provisions. Termination
may be allowed under specific circumstances stated in the lease contract, such as under an event of default.
Certain of the finance and operating leases have lease terms that extend to the end of the estimated economic life of the leased assets, thereby resulting in no
residual value. Any remaining residual values under the finance and operating leases are expected to be recovered through rates, renewals or new lease contracts.
Residual values have been determined using the estimated economic life of the leased assets. The finance and operating leases do not contain residual value
guarantees.
Certain of the operating leases have both lease and non-lease components. The lease and non-lease components are allocated based upon estimated relative
standalone selling prices.
A lease is deemed to exist when the Registrants have provided other parties with the right to control the use of identified property, plant or equipment, as
conveyed through a contract, for a certain period of time and consideration received. The right to control is deemed to occur when the Registrants have provided
other parties with the right to obtain substantially all of the economic benefits of the identified assets and the right to direct the use of such assets.
DTE Energy’s lease income associated with operating leases was as follows for the years ended December 31:
Fixed payments
Variable payments
(a)
(a)
2020
2019
(In millions)
66
124
190
$
$
65
128
193
$
$
_______________________________________
(a)
Includes $108 million and $130 million of lease payments reported in Operating Revenues and $82 million and $63 million of lease payments reported in Other income on DTE Energy's
Consolidated Statements of Operations as of December 31, 2020 and 2019, respectively.
130
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Energy’s minimum future rental revenues under operating leases for remaining periods as of December 31, 2020 are as follows:
2021
2022
2023
2024
2025
2026 and thereafter
DTE Energy
(In millions)
$
$
Depreciation expense associated with DTE Energy's property under operating leases was $27 million and $26 million for the years ended December 31,
2020 and 2019, respectively.
The following is a summary of property under operating leases for DTE Energy as of December 31:
Gross property under operating leases
Accumulated amortization of property under operating leases
2020
2019
$
$
(In millions)
447
197
$
$
The components of DTE Energy’s net investment in finance leases for remaining periods as of December 31, 2020 are as follows:
2021
2022
2023
2024
2025
2026 and thereafter
Total minimum future lease receipts
Residual value of leased pipeline
Less unearned income
Net investment in finance lease
Less current portion
DTE Energy
(In millions)
$
$
62
22
22
22
19
175
322
445
173
24
20
19
19
19
253
354
17
193
178
9
169
Interest income recognized under finance leases was $16 million and $5 million for the years ended December 31, 2020 and 2019, respectively, including $4
million relating to Vector Pipeline for both periods.
NOTE 19 — COMMITMENTS AND CONTINGENCIES
Environmental
DTE Electric
Air — DTE Electric is subject to the EPA ozone and fine particulate transport and acid rain regulations that limit power plant emissions of SO and NO .
X
2
The EPA and the State of Michigan have also issued emission reduction regulations relating to ozone, fine particulate, regional haze, mercury, and other air
pollution. These rules have led to controls on fossil-fueled power plants to reduce SO , NO , mercury, and other emissions. Additional rulemakings may occur
over the next few years which could require additional controls for SO , NO , and other hazardous air pollutants.
X
2
X
2
131
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The EPA proposed revised air quality standards for ground level ozone in November 2014 and specifically requested comments on the form and level of the
ozone standards. The standards were finalized in October 2015. The State of Michigan recommended to the EPA in October 2016 which areas of the state are not
attaining the new standard. On April 30, 2018, the EPA finalized the State of Michigan's recommended marginal non-attainment designation for southeast
Michigan. The State is required to develop and implement a plan to address the southeast Michigan ozone non-attainment area by 2021. The Registrants cannot
predict the scope and associated financial impact of the State's plan to address the ozone non-attainment area at this time.
In July 2009, the Registrants received a NOV/FOV from the EPA alleging, among other things, that five DTE Electric power plants violated New Source
Performance standards, Prevention of Significant Deterioration requirements, and operating permit requirements under the Clean Air Act. In June 2010, the EPA
issued a NOV/FOV making similar allegations related to a project and outage at Unit 2 of the Monroe Power Plant. In March 2013, DTE Energy received a
supplemental NOV from the EPA relating to the July 2009 NOV/FOV. The supplemental NOV alleged additional violations relating to the New Source Review
provisions under the Clean Air Act, among other things.
In August 2010, the U.S. Department of Justice, at the request of the EPA, brought a civil suit in the U.S. District Court for the Eastern District of Michigan
against DTE Energy and DTE Electric, related to the June 2010 NOV/FOV and the outage work performed at Unit 2 of the Monroe Power Plant. In August 2011,
the U.S. District Court judge granted DTE Energy's motion for summary judgment in the civil case, dismissing the case and entering judgment in favor of DTE
Energy and DTE Electric. In October 2011, the EPA filed a Notice of Appeal to the Court of Appeals for the Sixth Circuit. In March 2013, the Court of Appeals
remanded the case to the U.S. District Court for review of the procedural component of the New Source Review notification requirements. In September 2013, the
EPA filed a motion seeking leave to amend their complaint regarding the June 2010 NOV/FOV adding additional claims related to outage work performed at the
Trenton Channel and Belle River Power Plants as well as additional claims related to work performed at the Monroe Power Plant. In March 2014, the U.S. District
Court judge again granted DTE Energy's motion for summary judgment dismissing the civil case related to Monroe Unit 2. In April 2014, the U.S. District Court
judge granted motions filed by the EPA and the Sierra Club to amend their New Source Review complaint adding additional claims for Monroe Units 1, 2, and 3,
Belle River Units 1 and 2, and Trenton Channel Unit 9. In October 2014, the EPA and the U.S. Department of Justice filed a notice of appeal of the U.S. District
Court judge's dismissal of the Monroe Unit 2 case. The amended New Source Review claims were all stayed pending resolution of the appeal by the Court of
Appeals for the Sixth Circuit. On January 10, 2017, a divided panel of the Court reversed the decision of the U.S. District Court. On May 8, 2017, DTE Energy and
DTE Electric filed a motion to stay the mandate pending filing of a petition for writ of certiorari with the U.S. Supreme Court. The Sixth Circuit granted the motion
on May 16, 2017, staying the claims in the U.S. District Court until the U.S. Supreme Court disposes of the case. DTE Electric and DTE Energy filed a petition for
writ of certiorari on July 31, 2017. On December 11, 2017, the U.S. Supreme Court denied certiorari. As a result of the Supreme Court electing not to review the
matter, the case was sent back to the U.S. District Court for further proceedings and on June 14, 2018 the case was stayed pending settlement negotiations.
In May 2020, the Registrants, the United States, and the Sierra Club reached a settlement, which was memorialized in the form of a Consent Decree and a
separate settlement agreement (Separate Agreement) between the Registrants and Sierra Club. The Consent Decree was submitted and received by the U.S. District
Court and the public comment period ended on June 14, 2020. The Consent Decree was entered with the U.S. District Court with an effective date of July 23, 2020
and DTE Electric subsequently paid a civil penalty of $2 million.
Sierra Club submitted the Separate Agreement for entry by the U.S. District Court on May 22, 2020; however, the United States opposed the entry of the
Separate Agreement. After reviewing the matter, the U.S. District Court determined that the Separate Agreement is a private settlement agreement and therefore, it
should not be incorporated into the Consent Decree or entered by the Court. Based on this, Sierra Club voluntarily withdrew its initial complaint in the case,
acknowledging that it has resolved the matter privately with DTE Electric by way of the Separate Agreement. On December 3, 2020, the U.S. District Court
entered an Opinion and Order Granting Intervenor's Motion for Voluntary Dismissal.
As of December 31, 2020, $5 million remains accrued for the settlement with spend expected to begin in early 2021. The Separate Agreement also requires
DTE to contribute at least $2 million to community based environmental projects, no later than June 30, 2021.
The Registrants believe that the plants and generating units identified by the EPA and the Sierra Club have complied with all applicable federal
environmental regulations. DTE Electric is required to retire, repower, refuel, or retrofit units at four power plants by the dates set forth in the Consent Decree and
implement a supplemental environmental project. The Registrants do not expect the outcome of this matter to have a material impact on their Consolidated
Financial Statements.
132
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The EPA has implemented regulatory actions under the Clean Air Act to address emissions of GHGs from the utility sector and other sectors of the
economy. Among these actions, in 2015 the EPA finalized performance standards for emissions of carbon dioxide from new and existing fossil-fuel fired EGUs.
The performance standards for existing EGUs, known as the EPA Clean Power Plan, were challenged by petitioners and stayed by the U.S. Supreme Court in
February 2016 pending final review by the courts. On October 10, 2017, the EPA, under a new administration, proposed to rescind the Clean Power Plan, and in
August 2018, the EPA proposed revised emission guidelines for GHGs from existing EGUs. On June 19, 2019, the EPA Administrator officially repealed the
Clean Power Plan and finalized its replacement, named the ACE rule. The ACE Rule requires the state of Michigan to submit a plan in 2022 that includes GHG
standards for existing coal-fired power plant units in Michigan. These final rules do not impact DTE Energy's commitment for its electric utility operations to
reduce carbon emissions 32% by 2023, 50% by 2030, and 80% by 2040 from 2005 carbon emissions levels, or its goal of net zero emissions for its electric utility
operations by 2050.
In addition to the GHG standards for existing EGUs, in December 2018, the EPA issued proposed revisions to the carbon dioxide performance standards for
new, modified, or reconstructed fossil-fuel fired EGUs. The carbon standards for new sources are not expected to have a material impact on DTE Electric, since
DTE Electric has no plans to build new coal-fired generation and any potential new gas generation will be able to comply with the standards.
Pending or future legislation or other regulatory actions could have a material impact on DTE Electric's operations and financial position and the rates
charged to its customers. Impacts include expenditures for environmental equipment beyond what is currently planned, financing costs related to additional capital
expenditures, the purchase of emission credits from market sources, higher costs of purchased power, and the retirement of facilities where control equipment is
not economical. DTE Electric would seek to recover these incremental costs through increased rates charged to its utility customers, as authorized by the MPSC.
To comply with air pollution requirements, DTE Electric has spent approximately $2.4 billion. DTE Electric does not anticipate additional capital
expenditures for air pollution requirements through 2025, subject to the results of future rulemakings.
Water — In response to an EPA regulation, DTE Electric was required to examine alternatives for reducing the environmental impacts of the cooling water
intake structures at several of its facilities. Based on the results of completed studies and expected future studies, DTE Electric may be required to install
technologies to reduce the impacts of the water intake structures. A final rule became effective in October 2014. The final rule requires studies to be completed and
submitted as part of the NPDES permit application process to determine the type of technology needed to reduce impacts to fish. DTE Electric has initiated the
process of completing the required studies. Final compliance for the installation of any required technology will be determined by the state on a case by case, site
specific basis. DTE Electric is currently evaluating the compliance options and working with the State of Michigan on evaluating whether any controls are needed.
These evaluations/studies may require modifications to some existing intake structures. It is not possible to quantify the impact of this rulemaking at this time.
Contaminated and Other Sites — Prior to the construction of major interstate natural gas pipelines, gas for heating and other uses was manufactured locally
from processes involving coal, coke, or oil. The facilities, which produced gas, have been designated as MGP sites. DTE Electric conducted remedial
investigations at contaminated sites, including three former MGP sites. Cleanup of one of the MGP sites is complete, and the site is closed. The investigations have
revealed contamination related to the by-products of gas manufacturing at each MGP site. In addition to the MGP sites, DTE Electric is also in the process of
cleaning up other contaminated sites, including the area surrounding an ash landfill, electrical distribution substations, electric generating power plants, and
underground and aboveground storage tank locations. The findings of these investigations indicated that the estimated cost to remediate these sites is expected to
be incurred over the next several years. At December 31, 2020 and 2019, DTE Electric had $10 million and $8 million, respectively, accrued for remediation.
These costs are not discounted to their present value. Any change in assumptions, such as remediation techniques, nature and extent of contamination, and
regulatory requirements, could impact the estimate of remedial action costs for the sites and affect DTE Electric’s financial position and cash flows. DTE Electric
believes the likelihood of a material change to the accrued amount is remote based on current knowledge of the conditions at each site.
133
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Coal Combustion Residuals and Effluent Limitations Guidelines — A final EPA rule for the disposal of coal combustion residuals, commonly known as coal
ash, became effective in October 2015, and was revised in October 2016, July 2018, September 2020, and November 2020. The rule is based on the continued
listing of coal ash as a non-hazardous waste and relies on various self-implementation design and performance standards. DTE Electric owns and operates three
permitted engineered coal ash storage facilities to dispose of coal ash from coal-fired power plants and operates a number of smaller impoundments at its power
plants subject to certain provisions in the CCR rule. At certain facilities, the rule currently requires ongoing sampling and testing of monitoring wells, compliance
with groundwater standards, and the closure of basins at the end of the useful life of the associated power plant.
On September 28, 2020, the CCR rule "A Holistic Approach to Closure Part A: Deadline to Initiate Closure and Enhancing Public Access to Information"
became effective and establishes April 11, 2021 as the new deadline for all unlined impoundments (including units previously classified as "clay-lined") to initiate
closure. Additionally, the rule amends certain reporting requirements and CCR website requirements. On November 12, 2020, an additional revision to the CCR
Rule "A Holistic Approach to Closure Part B: Alternate Demonstration for Unlined Surface Impoundments" was published in the Federal Register that provides a
process to determine if certain unlined impoundments consist of an alternative liner system that may be as protective as the current liners specified in the CCR rule,
and therefore may continue to operate. DTE Electric is currently evaluating both final rules to determine any changes to DTE Electric's plans in the operation and
closure of coal ash impoundments.
At the State level, legislation was signed by the Governor in December 2018 and provides for further regulation of the CCR program in Michigan.
Additionally, the bill provides the basis of a CCR program that EGLE has submitted to the EPA for approval to fully regulate the CCR program in Michigan in lieu
of a Federal permit program.
In October 2020, the EPA published in the Federal Register the final version of the ELG Reconsideration Rule (Final Rule) which updates the 2015 ELG
Rule (2015 Rule). The Final Rule establishes the technology-based effluent limitations guidelines and standards applicable to flue gas desulfurization (FGD)
wastewater and bottom ash transport water. The EPA set the applicability dates for bottom ash transport water and FGD wastewater retrofits to be "as soon as
possible" beginning October 13, 2021 and no later than December 31, 2025. Compliance schedules for individual facilities and individual waste streams are
determined through issuance of new NPDES permits by the State of Michigan. The State of Michigan has issued a NPDES permit for the Belle River Power Plant
establishing a compliance deadline of December 31, 2021 based on the 2015 Rule. Due to completion of the Final Rule in 2020, the compliance deadlines within
the NPDES permit for Belle River Power Plant will be revised accordingly. No new permits that would require ELG compliance have been issued for other
facilities, consequently no compliance timelines have been established.
On April 12, 2017, the EPA granted a petition for reconsideration of the 2015 ELG Rule. The EPA also signed an administrative stay of the ELG Rule’s
compliance deadlines for fly ash transport water, bottom ash transport water, and FGD wastewater, among others. On June 6, 2017, the EPA published in the
Federal Register a proposed rule (Postponement Rule) to postpone certain applicable deadlines within the 2015 ELG rule. The Postponement Rule was published
on September 18, 2017. The Postponement Rule nullified the administrative stay but also extended the earliest compliance deadlines for only FGD wastewater and
bottom ash transport water until November 1, 2020 in order for the EPA to propose and finalize a new ruling. On October 13, 2020, the EPA finalized the ELG
Reconsideration Rule which revised the regulations from the 2015 ELG rule. The Reconsideration Rule revises requirements for two specific waste streams
produced by steam electric power plants: FGD wastewater and bottom ash transport water. The Reconsideration Rule also provides additional compliance
opportunities by finalizing low utilization and cessation of coal burning subcategories. The Reconsideration Rule provides new opportunities for DTE Electric to
evaluate existing ELG compliance strategies and make any necessary adjustments to ensure full compliance with the ELGs in a cost effective manner.
DTE Electric is currently evaluating compliance strategies, technologies and system designs for both FGD wastewater and bottom ash transport water system
to achieve compliance with the final rule.
DTE Electric has estimated the impact of the CCR and ELG rules to be $721 million of capital expenditures, including $601 million through 2025.
134
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Gas
Air — In June 2020, DTE Energy expanded its net zero goal to include its gas utility operations by committing to reduce greenhouse gas emissions to net
zero by 2050 from procurement of natural gas through delivery. In addition, DTE Gas committed to partner with customers to help them reduce GHG emissions
through energy efficiency and participation in a voluntary emissions offset program. Further details of the DTE Gas net zero goal will emerge as the company
evaluates strategies and technologies for reducing emissions.
Contaminated and Other Sites — DTE Gas owns or previously owned, 14 former MGP sites. Investigations have revealed contamination related to the
by-products of gas manufacturing at each site. Cleanup of eight of the MGP sites is complete and the sites are closed. DTE Gas has also completed partial closure
of four additional sites. Cleanup activities associated with the remaining sites will continue over the next several years. The MPSC has established a cost deferral
and rate recovery mechanism for investigation and remediation costs incurred at former MGP sites. In addition to the MGP sites, DTE Gas is also in the process of
cleaning up other contaminated sites, including gate stations, gas pipeline releases, and underground storage tank locations. As of December 31, 2020 and 2019,
DTE Gas had $24 million and $25 million, respectively, accrued for remediation. These costs are not discounted to their present value. Any change in assumptions,
such as remediation techniques, nature and extent of contamination, and regulatory requirements, could impact the estimate of remedial action costs for the sites
and affect DTE Gas' financial position and cash flows. DTE Gas anticipates the cost amortization methodology approved by the MPSC, which allows for
amortization of the MGP costs over a ten-year period beginning with the year subsequent to the year the MGP costs were incurred, will prevent the associated
investigation and remediation costs from having a material adverse impact on DTE Gas' results of operations.
Non-utility
DTE Energy's non-utility businesses are subject to a number of environmental laws and regulations dealing with the protection of the environment from
various pollutants.
In March 2019, the EPA issued an FOV to EES Coke, the Michigan coke battery facility that is a wholly-owned subsidiary of DTE Energy, alleging that the
2008 and 2014 permits issued by EGLE did not comply with the Clean Air Act. In September 2020, the EPA issued another FOV alleging EES Coke's 2018 and
2019 SO2 emissions exceeded projections and hence violated non-attainment new source review requirements. EES Coke evaluated the EPA's alleged violations
and believes that the permits approved by EGLE complied with the Clean Air Act. EES Coke also responded to the EPA's September 2020 allegations
demonstrating its actual emissions are compliant with non-attainment new source review requirements. Discussions with the EPA are ongoing. At the present time,
DTE Energy cannot predict the outcome or financial impact of this FOV.
In January 2021, DTE Midstream announced a goal to achieve net zero greenhouse gas emissions by 2050, including a 30% reduction in carbon emissions in
the next decade. To achieve this goal, DTE Midstream plans comprehensive integration of carbon capture strategies to reduce carbon emissions in its operations.
Other
In 2010, the EPA finalized a new one-hour SO ambient air quality standard that requires states to submit plans and associated timelines for non-attainment
2
areas that demonstrate attainment with the new SO standard in phases. Phase 1 addresses non-attainment areas designated based on ambient monitoring data.
Phase 2 addresses non-attainment areas with large sources of SO and modeled concentrations exceeding the National Ambient Air Quality Standards for SO .
2
Phase 3 addresses smaller sources of SO with modeled or monitored exceedances of the new SO standard.
2
2
2
2
Michigan's Phase 1 non-attainment area includes DTE Energy facilities in southwest Detroit and areas of Wayne County. Modeling runs by EGLE suggest
that emission reductions may be required by significant sources of SO emissions in these areas, including DTE Electric power plants and DTE Energy's Michigan
coke battery facility. As part of the SIP process, DTE Energy has worked with EGLE to develop air permits reflecting significant SO2 emission reductions that, in
combination with other non-DTE Energy sources' emission reduction strategies, will help the state attain the standard and sustain its attainment. Since several non-
DTE Energy sources are also part of the proposed compliance plan, DTE Energy is unable to determine the full impact of the final required emissions reductions
on DTE's facilities at this time.
2
Michigan's Phase 2 non-attainment area includes DTE Electric facilities in St. Clair County. EGLE has not made a final determination on SIP strategy for
this area, pending the EPA's review of a clean data determination request. Until agency plans are final, DTE Energy is unable to determine the impacts.
135
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Synthetic Fuel Guarantees
DTE Energy discontinued the operations of its synthetic fuel production facilities throughout the United States as of December 31, 2007. DTE Energy
provided certain guarantees and indemnities in conjunction with the sales of interests in its synfuel facilities. The guarantees cover potential commercial,
environmental, oil price, and tax-related obligations that will survive until 90 days after expiration of all applicable statutes of limitations. DTE Energy estimates
that its maximum potential liability under these guarantees at December 31, 2020 was approximately $400 million. Payment under these guarantees is considered
remote.
REF Guarantees
DTE Energy has provided certain guarantees and indemnities in conjunction with the sales of interests in or lease of its REF facilities. The guarantees cover
potential commercial, environmental, and tax-related obligations that will survive until 90 days after expiration of all applicable statutes of limitations. DTE
Energy estimates that its maximum potential liability under these guarantees at December 31, 2020 was $581 million. Payments under these guarantees are
considered remote.
NEXUS Guarantees
NEXUS is party to certain 15-year capacity agreements for the transportation of natural gas with DTE Gas and Texas Eastern Transmission, LP, an unrelated
third party. In conjunction with these agreements, DTE Energy provided certain guarantees on behalf of NEXUS to DTE Gas and Texas Eastern Transmission, LP,
with maximum potential payments totaling $209 million and $335 million at December 31, 2020, respectively; each representing 50% of all payment obligations
due and payable by NEXUS. Each guarantee terminates at the earlier of (i) such time as all of the guaranteed obligations have been fully performed, or (ii) two
months following the end of the primary term of the capacity agreements. The amount of each guarantee decreases annually as payments are made by NEXUS to
each of the aforementioned counterparties.
NEXUS is also party to certain 15-year capacity agreements for the transportation of natural gas with Vector, an equity method investee of DTE Energy.
Pursuant to the terms of those agreements, in October 2018, DTE Energy executed a guarantee agreement with Vector, with a maximum potential payment totaling
$7 million at December 31, 2020, representing 50% of the first-year payment obligations due and payable by NEXUS. The guarantee terminates at the earlier of (i)
such time as all of the guaranteed obligations have been fully performed or (ii) 15 years from the date DTE Energy entered into the guarantee.
Should NEXUS fail to perform under the terms of these agreements, DTE Energy is required to perform on its behalf. Payments under these guarantees are
considered remote.
Other Guarantees
In certain limited circumstances, the Registrants enter into contractual guarantees. The Registrants may guarantee another entity’s obligation in the event it
fails to perform and may provide guarantees in certain indemnification agreements. Finally, the Registrants may provide indirect guarantees for the indebtedness of
others. DTE Energy’s guarantees are not individually material with maximum potential payments totaling $50 million at December 31, 2020. Payments under these
guarantees are considered remote.
The Registrants are periodically required to obtain performance surety bonds in support of obligations to various governmental entities and other companies
in connection with its operations. As of December 31, 2020, DTE Energy had $125 million of performance bonds outstanding, including $69 million for DTE
Electric. In the event that such bonds are called for nonperformance, the Registrants would be obligated to reimburse the issuer of the performance bond. The
Registrants are released from the performance bonds as the contractual performance is completed and does not believe that a material amount of any currently
outstanding performance bonds will be called.
Vector Line of Credit
In July 2019, DTE Energy, as lender, entered into a revolving term credit facility with Vector, as borrower, in the amount of C$70 million. The credit facility
was executed in response to the passage of Canadian regulations requiring oil and gas pipelines to demonstrate their financial ability to respond to a catastrophic
event and exists for the sole purpose of satisfying these regulations. Vector may only draw upon the facility if the funds are required to respond to a catastrophic
event. The maximum potential payment under the line of credit at December 31, 2020 is $55 million. The funding of a loan under the terms of the credit facility is
considered remote.
136
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Labor Contracts
There are several bargaining units for DTE Energy subsidiaries' approximate 5,200 represented employees, including DTE Electric's approximate 2,800
represented employees. The majority of the represented employees are under contracts that expire in 2021 and 2022.
Purchase Commitments
As of December 31, 2020, the Registrants were party to numerous long-term purchase commitments relating to a variety of goods and services required for
their businesses. These agreements primarily consist of fuel supply commitments and renewable energy contracts for the Registrants, as well as energy trading
contracts for DTE Energy. The Registrants estimate the following commitments from 2021 through 2051 for DTE Energy, and 2021 through 2051 for DTE
Electric, as detailed in the following table:
DTE Energy
DTE Electric
2021
2022
2023
2024
2025
2026 and thereafter
$
$
$
(In millions)
2,998
1,142
804
520
397
1,634
7,495
$
1,132
246
226
159
209
969
2,941
Utility capital expenditures, expenditures for non-utility businesses, and contributions to equity method investees will be approximately $4.2 billion and $3.0
billion in 2021 for DTE Energy and DTE Electric, respectively. The Registrants have made certain commitments in connection with the estimated 2021 annual
capital expenditures and contributions to equity method investees.
Bankruptcies
DTE Energy's Power and Industrial Projects segment holds ownership interests in, and operates, five generating plants that sell electric output from
renewable sources under long-term power purchase agreements with PG&E. PG&E filed for Chapter 11 bankruptcy protection on January 29, 2019. PG&E
emerged from Chapter 11 bankruptcy effective July 1, 2020. DTE's renewable power purchase agreements were assumed under PG&E's Reorganization Plan and
payment has been received for all past due receivables related to these agreements.
COVID-19 Pandemic
DTE Energy is actively monitoring the impact of the COVID-19 pandemic on supply chains, markets, counterparties, and customers, and any related impacts
on operating costs, customer demand, and recoverability of assets that could materially impact the Registrants' financial results.
Impacts from the COVID-19 pandemic for the year ended December 31, 2020 include a reduction in DTE Electric sales volumes from commercial and
industrial customers and an increase in residential customer sales volumes. This shift contributed to a net reduction in DTE Electric sales volumes for the year
ended December 31, 2020, but the impact to earnings has been mitigated by favorable rate mix.
Operation and maintenance expense has also been impacted by COVID-19, primarily at DTE Electric, due to higher costs for personal protective equipment
and other health and safety-related costs, including shift premiums and related expenses associated with the sequestration of certain employees critical to continued
operations. The Registrants implemented certain cost savings initiatives to offset some of these impacts, to the extent they did not affect safety or reliability of
service. Impacts from the COVID-19 pandemic did not have a material effect on the Registrants' capital spending.
For non-utility businesses, COVID-19 has primarily impacted the Power and Industrial Projects segment, contributing to lower production in the REF
business and lower demand in the Steel business. These impacts were most significant in March and April 2020 when government orders to cease non-essential
business activity resulted in temporary shut-down of certain operations. While these impacts have adversely affected Operating revenues and Other income from
REF entities, Net income has not been significantly impacted due to related decreases in Operating expenses.
137
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Finally, as discussed in Note 2, "Significant Accounting Policies", the allowance for doubtful accounts was increased at our utilities due to additional risk
relating to COVID-19. However, the impact of these increases has not been material.
In consideration of the above factors and all other current and expected impacts to the Registrants' performance and cash flows resulting from the COVID-19
pandemic, there have been no material adjustments or reserves deemed necessary to the Consolidated Financial Statements as of December 31, 2020.
The Registrants cannot predict the future impacts of the COVID-19 pandemic on the Consolidated Financial Statements, as developments involving COVID-
19 and its related effects on economic and operating conditions remain highly uncertain.
Other Contingencies
The Registrants are involved in certain other legal, regulatory, administrative, and environmental proceedings before various courts, arbitration panels, and
governmental agencies concerning claims arising in the ordinary course of business. These proceedings include certain contract disputes, additional environmental
reviews and investigations, audits, inquiries from various regulators, and pending judicial matters. The Registrants cannot predict the final disposition of such
proceedings. The Registrants regularly review legal matters and record provisions for claims that they can estimate and are considered probable of loss. The
resolution of these pending proceedings is not expected to have a material effect on the Registrants' Consolidated Financial Statements in the periods they are
resolved.
For a discussion of contingencies related to regulatory matters and derivatives, see Notes 10 and 14 to the Consolidated Financial Statements, "Regulatory
Matters" and "Financial and Other Derivative Instruments," respectively.
NOTE 20 — NUCLEAR OPERATIONS
Property Insurance
DTE Electric maintains property insurance policies specifically for the Fermi 2 plant. These policies cover such items as replacement power and property
damage. NEIL is the primary supplier of the insurance policies.
DTE Electric maintains a policy for extra expenses, including replacement power costs necessitated by Fermi 2’s unavailability due to an insured event. This
policy has a 12-week waiting period and provides an aggregate $490 million of coverage over a three-year period.
DTE Electric has $1.5 billion in primary coverage and $1.25 billion of excess coverage for stabilization, decontamination, debris removal, repair and/or
replacement of property, and decommissioning. The combined coverage limit for total property damage is $2.75 billion. The total limit for property damage for
non-nuclear events is $1.8 billion and an aggregate of $328 million of coverage for extra expenses over a two-year period.
On December 20, 2019, the Terrorism Risk Insurance Program Reauthorization Act of 2019 was signed, extending TRIA through December 31, 2027. For
multiple terrorism losses caused by acts of terrorism not covered under the TRIA occurring within one year after the first loss from terrorism, the NEIL policies
would make available to all insured entities up to $3.2 billion, plus any amounts recovered from reinsurance, government indemnity, or other sources to cover
losses.
Under NEIL policies, DTE Electric could be liable for maximum assessments of up to $43 million per event if the loss associated with any one event at any
nuclear plant should exceed the accumulated funds available to NEIL.
Public Liability Insurance
As required by federal law, DTE Electric maintains $450 million of public liability insurance for a nuclear incident. For liabilities arising from a terrorist act
outside the scope of TRIA, the policy is subject to one industry aggregate limit of $300 million. Further, under the Price-Anderson Amendments Act of 2005,
deferred premium charges up to $138 million could be levied against each licensed nuclear facility, but not more than $20 million per year per facility. Thus,
deferred premium charges could be levied against all owners of licensed nuclear facilities in the event of a nuclear incident at any of these facilities.
138
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Nuclear Fuel Disposal Costs
In accordance with the Federal Nuclear Waste Policy Act of 1982, DTE Electric has a contract with the DOE for the future storage and disposal of spent
nuclear fuel from Fermi 2 that required DTE Electric to pay the DOE a fee of 1 mill per kWh of Fermi 2 electricity generated and sold. The fee was a component
of nuclear fuel expense. The 1 mill per kWh DOE fee was reduced to zero effective May 16, 2014.
The DOE's Yucca Mountain Nuclear Waste Repository program for the acceptance and disposal of spent nuclear fuel was terminated in 2011. DTE Electric
is a party in the litigation against the DOE for both past and future costs associated with the DOE's failure to accept spent nuclear fuel under the timetable set forth
in the Federal Nuclear Waste Policy Act of 1982. In July 2012, DTE Electric executed a settlement agreement with the federal government for costs associated
with the DOE's delay in acceptance of spent nuclear fuel from Fermi 2 for permanent storage. The settlement agreement, including extensions, provides for a
claims process and payment of delay-related costs experienced by DTE Electric through 2019. DTE Electric's claims are being settled and paid on a timely basis.
The settlement proceeds reduce the cost of the dry cask storage facility assets and provide reimbursement for related operating expenses.
DTE Electric currently employs a spent nuclear fuel storage strategy utilizing a fuel pool and a dry cask storage facility. The spent nuclear fuel storage
strategy is expected to provide sufficient spent fuel storage capability for the life of the plant as defined by DTE Electric's operating license agreement.
The federal government continues to maintain its legal obligation to accept spent nuclear fuel from Fermi 2 for permanent storage. Issues relating to long-
term waste disposal policy and to the disposition of funds contributed by DTE Electric ratepayers to the federal waste fund await future governmental action.
NOTE 21 — RETIREMENT BENEFITS AND TRUSTEED ASSETS
DTE Energy's subsidiary, DTE Energy Corporate Services, LLC, sponsors defined benefit pension plans and other postretirement plans covering certain
employees of the Registrants.
The table below represents the pension and other postretirement benefit plans of each Registrant at December 31, 2020:
Qualified Pension Plans
DTE Energy Company Retirement Plan
DTE Gas Company Retirement Plan for Employees Covered by Collective Bargaining Agreements
Shenango Inc. Pension Plan
(a)
Non-qualified Pension Plans
DTE Energy Company Supplemental Retirement Plan
DTE Energy Company Executive Supplemental Retirement Plan
DTE Energy Company Supplemental Severance Benefit Plan
(b)
(b)
Other Postretirement Benefit Plans
The DTE Energy Company Comprehensive Non-Health Welfare Plan
The DTE Energy Company Comprehensive Retiree Group Health Care Plan
DTE Supplemental Retiree Benefit Plan
DTE Energy Company Retiree Reimbursement Arrangement Plan
_____________________________________
(a) Sponsored by Shenango, LLC
(b) Sponsored by DTE Energy Company
139
Registrants
DTE Energy
DTE Electric
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Electric participates in various plans that provide pension and other postretirement benefits for DTE Energy and its affiliates. The plans are sponsored
by the LLC. DTE Electric accounts for its participation in DTE Energy's qualified and non-qualified pension plans by applying multiemployer accounting. DTE
Electric accounts for its participation in other postretirement benefit plans by applying multiple-employer accounting. Within multiemployer and multiple-
employer plans, participants pool plan assets for investment purposes and to reduce the cost of plan administration. The primary difference between plan types is
assets contributed in multiemployer plans can be used to provide benefits for all participating employers, while assets contributed within a multiple-employer plan
are restricted for use by the contributing employer. As a result of multiemployer accounting treatment, capitalized costs associated with these plans are reflected in
Property, plant, and equipment in DTE Electric's Consolidated Statements of Financial Position. The same capitalized costs are reflected as Regulatory assets and
liabilities in DTE Energy's Consolidated Statements of Financial Position. In addition, the service cost and non-service cost components are presented in Operation
and maintenance in DTE Electric's Consolidated Statements of Operations. The same non-service cost components are presented in Other (Income) and Deductions
— Non-operating retirement benefits, net in DTE Energy's Consolidated Statements of Operations. Plan participants of all plans are solely DTE Energy and
affiliate participants.
Pension Plan Benefits
DTE Energy has qualified defined benefit retirement plans for eligible represented and non-represented employees. The plans are noncontributory and
provide traditional retirement benefits based on the employee's years of benefit service, average final compensation, and age at retirement. In addition, certain
represented and non-represented employees are covered under cash balance provisions that determine benefits on annual employer contributions and interest
credits. DTE Energy also maintains supplemental non-qualified, noncontributory, retirement benefit plans for certain management employees. These plans provide
for benefits that supplement those provided by DTE Energy’s other retirement plans.
Net pension cost for DTE Energy includes the following components:
2020
2019
(In millions)
2018
Service cost
Interest cost
Expected return on plan assets
Amortization of:
Net actuarial loss
Prior service cost
Settlements
Net pension cost
$
$
Other changes in plan assets and benefit obligations recognized in Regulatory assets and Other comprehensive income (loss)
Net actuarial loss
Amortization of net actuarial loss
Amortization of prior service cost
Total recognized in Regulatory assets and Other comprehensive income (loss)
Total recognized in net periodic pension cost, Regulatory assets, and Other comprehensive income (loss)
140
99
186
(334)
171
1
25
148
$
$
$
$
$
84
219
(325)
131
1
2
112
$
$
2020
2019
(In millions)
137
(193)
(1)
(57)
91
$
$
$
99
202
(329)
176
—
—
148
156
(133)
(1)
22
134
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table reconciles the obligations, assets, and funded status of the plans as well as the amounts recognized as prepaid pension cost or pension
liability in DTE Energy's Consolidated Statements of Financial Position at December 31:
Accumulated benefit obligation, end of year
Change in projected benefit obligation
Projected benefit obligation, beginning of year
Service cost
Interest cost
Actuarial loss
Special termination benefits
Benefits paid
Settlements
Projected benefit obligation, end of year
Change in plan assets
Plan assets at fair value, beginning of year
Actual return on plan assets
Company contributions
Benefits paid
Settlements
Plan assets at fair value, end of year
Funded status
Amount recorded as:
Current liabilities
Noncurrent liabilities
Amounts recognized in Accumulated other comprehensive income (loss), pre-tax
Net actuarial loss
Prior service cost
Amounts recognized in Regulatory assets
Net actuarial loss
Prior service credit
(a)
______________________________________
(a) See Note 10 to the Consolidated Financial Statements, "Regulatory Matters."
DTE Energy
2020
2019
(In millions)
5,843
$
5,810
99
186
619
3
(353)
(60)
6,304
4,993
815
102
(353)
(60)
5,497
(807)
(10)
(797)
(807)
142
3
145
1,949
(11)
1,938
$
$
$
$
$
$
$
$
$
$
$
5,387
5,124
84
219
719
—
(336)
—
5,810
4,273
888
168
(336)
—
4,993
(817)
(9)
(808)
(817)
153
4
157
1,995
(12)
1,983
$
$
$
$
$
$
$
$
$
$
$
$
The increases in DTE Energy's pension benefit obligation for the years ended December 31, 2020 and 2019 were primarily due to actuarial loss in both
periods, which was primarily driven by decreases in discount rates. The increase in the pension benefit obligation in 2020 was partially offset by a one-time
settlement described below.
In December 2020, a DTE Energy non-regulated qualified pension plan used plan assets to purchase an annuity contract from a third-party insurance
company. The annuity contract will be used to settle the benefit obligations for certain plan participants. The transaction resulted in a $60 million reduction to the
plan's projected benefit obligation and plan assets, as well as a one-time settlement charge of $22 million. The settlement charge is a component of net pension cost
and is included in Non-operating retirement benefits, net in DTE Energy's Consolidated Statements of Operations for the year ended December 31, 2020.
141
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The Registrants' policy is to fund pension costs by contributing amounts consistent with the provisions of the Pension Protection Act of 2006, and additional
amounts when it deems appropriate. The following table provides contributions to the qualified pension plans in:
DTE Energy
DTE Electric
2020
2019
(In millions)
2018
$
$
92
60
$
$
150 $
100 $
175
175
DTE Energy's contributions of $92 million in 2020 included $82 million of common stock and $10 million of cash. Details of the contribution of common
stock to the DTE Energy Company Affiliates Employee Benefit Plans Master Trust are as follows:
September 8, 2020
694,444
$118.08
$
82
Date
Number of Shares
Price per Share
Amount
(In millions)
The above contribution was made on behalf of DTE Electric and DTE Gas, for which DTE Electric and DTE Gas paid DTE Energy cash consideration of
$60 million and $22 million, respectively, in September 2020. At the discretion of management and depending upon financial market conditions, DTE Energy
anticipates making up to $107 million in contributions to the qualified pension plans in 2021, including up to $100 million of equity contributions to the qualified
pension plans at DTE Electric.
DTE Energy's subsidiaries are responsible for their share of qualified and non-qualified pension benefit costs. DTE Electric's allocated portion of pension
benefit costs included in capital expenditures and operating and maintenance expense were $106 million, $93 million, and $120 million for the years ended
December 31, 2020, 2019, and 2018, respectively. These amounts include recognized contractual termination benefit charges, curtailment gains, and settlement
charges.
At December 31, 2020, the benefits related to DTE Energy's qualified and non-qualified pension plans expected to be paid in each of the next five years and
in the aggregate for the five fiscal years thereafter are as follows:
2021
2022
2023
2024
2025
2026-2030
Total
(In millions)
352
363
368
352
360
1,757
3,552
$
$
Assumptions used in determining the projected benefit obligation and net pension costs of DTE Energy are:
Projected benefit obligation
Discount rate
Rate of compensation increase
Cash balance interest crediting rate
Net pension costs
Discount rate
Rate of compensation increase
Expected long-term rate of return on plan assets
Cash balance interest crediting rate
2020
2.57%
3.80%
2.00%
3.28%
3.85%
7.10%
3.30%
2019
3.28%
3.85%
3.30%
4.40%
3.85%
7.30%
3.70%
2018
4.40%
3.85%
3.70%
3.70%
3.85%
7.50%
3.70%
142
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
DTE Energy employs a formal process in determining the long-term rate of return for various asset classes. Management reviews historic financial market
risks and returns and long-term historic relationships between the asset classes of equities, fixed income, and other assets, consistent with the widely accepted
capital market principle that asset classes with higher volatility generate a greater return over the long-term. Current market factors such as inflation, interest rates,
asset class risks, and asset class returns are evaluated and considered before long-term capital market assumptions are determined. The long-term portfolio return is
also established employing a consistent formal process, with due consideration of diversification, active investment management, and rebalancing. Peer data is
reviewed to check for reasonableness. As a result of this process, the Registrants have long-term rate of return assumptions for the pension plans of 7.00% and
other postretirement benefit plans of 6.70% for 2021. The Registrants believe these rates are a reasonable assumption for the long-term rate of return on plan assets
for 2021 given the current investment strategy.
The DTE Energy Company Affiliates Employee Benefit Plans Master Trust employs a liability driven investment program whereby the characteristics of
plan liabilities are considered when determining investment policy. Risk tolerance is established through consideration of future plan cash flows, plan funded
status, and corporate financial considerations. The investment portfolio contains a diversified blend of equity, fixed income, and other investments. Furthermore,
equity investments are diversified across U.S. and non-U.S. stocks and large and small market capitalizations. Fixed income investments generally include U.S.
Treasuries, other governmental debt, diversified corporate bonds, bank loans, and mortgage-backed securities. Other investments are used to enhance long-term
returns while improving portfolio diversification. Derivatives may be utilized in a risk controlled manner, to potentially increase the portfolio beyond the market
value of invested assets and/or reduce portfolio investment risk. Investment risk is measured and monitored on an ongoing basis through annual liability
measurements, periodic asset/liability studies, and quarterly investment portfolio reviews.
Target allocations for DTE Energy's pension plan assets as of December 31, 2020 are listed below:
U.S. Large Capitalization (Cap) Equity Securities
U.S. Small Cap and Mid Cap Equity Securities
Non-U.S. Equity Securities
Fixed Income Securities
Hedge Funds and Similar Investments
Private Equity and Other
143
18 %
3
16
38
14
11
100 %
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
(a)
The following tables provide the fair value measurement amounts for DTE Energy's pension plan assets at December 31, 2020 and 2019 :
DTE Energy asset category:
Short-term Investments
Equity Securities
(c)
Level 1
December 31, 2020
Other
Level 2
(b)
Total
Level 1
(In millions)
December 31, 2019
Other
Level 2
(b)
Total
$
92
$
—
$
—
$
92
$
99
$
—
$
—
$
99
(d)
Domestic
International
(e)
Fixed Income Securities
Governmental
Corporate
(g)
(f)
Hedge Funds and Similar Investments
Private Equity and Other
(i)
(h)
DTE Energy Total
$
167
100
459
—
238
—
1,056
$
—
—
95
1,404
61
—
1,560
$
1,093
791
—
—
411
586
2,881
$
1,260
891
554
1,404
710
586
5,497
$
172
387
569
—
169
—
1,396
$
—
—
—
1,452
—
—
1,452
$
870
322
—
—
502
451
2,145
$
1,042
709
569
1,452
671
451
4,993
_______________________________________
(a) For a description of levels within the fair value hierarchy, see Note 13 to the Consolidated Financial Statements, "Fair Value."
(b) Amounts represent assets valued at NAV as a practical expedient for fair value.
(c) This category predominantly represents certain short-term fixed income securities and money market investments that are managed in separate accounts or commingled funds. Pricing for
investments in this category are obtained from quoted prices in actively traded markets.
(d) This category represents portfolios of large, medium and small capitalization domestic equities. Investments in this category include exchange-traded securities for which unadjusted
quoted prices can be obtained and exchange-traded securities held in a commingled fund classified as NAV assets.
(e) This category primarily consists of portfolios of non-U.S. developed and emerging market equities. Investments in this category include exchange-traded securities for which unadjusted
quoted prices can be obtained and exchange-traded securities held in a commingled fund classified as NAV assets.
(f) This category includes U.S. Treasuries, bonds, and other governmental debt. Pricing for investments in this category is obtained from quoted prices in actively traded markets and
quotations from broker or pricing services.
(g) This category primarily consists of corporate bonds from diversified industries, bank loans, and mortgage backed securities. Pricing for investments in this category is obtained from
quotations from broker or pricing services.
(h) This category utilizes a diversified group of strategies that attempt to capture financial market inefficiencies and includes publicly traded mutual funds, commingled funds and limited
partnership funds. Pricing for mutual funds in this category is obtained from quoted prices in actively traded markets. Commingled funds and limited partnership funds are classified as
NAV assets.
(i) This category includes a diversified group of funds and strategies that primarily invests in private equity partnerships. This category also includes investments in real estate and private
debt. All pricing for investments in this category are classified as NAV assets.
The pension trust holds debt and equity securities directly and indirectly through commingled funds. Exchange-traded debt and equity securities held directly
are valued using quoted market prices in actively traded markets. The commingled funds hold exchange-traded equity or debt securities and are valued based on
stated NAVs. Non-exchange traded fixed income securities are valued by the trustee based upon quotations available from brokers or pricing services. A primary
price source is identified by asset type, class, or issue for each security. The trustee monitors prices supplied by pricing services and may use a supplemental price
source or change the primary price source of a given security if the trustee challenges an assigned price and determines that another price source is considered
preferable. DTE Energy has obtained an understanding of how these prices are derived, including the nature and observability of the inputs used in deriving such
prices.
Other Postretirement Benefits
The Registrants participate in defined benefit plans sponsored by the LLC that provide certain other postretirement health care and life insurance benefits for
employees who are eligible for these benefits. The Registrants' policy is to fund certain trusts to meet its other postretirement benefit obligations. DTE Energy did
not make any contributions to these trusts during 2020 and does not anticipate making any contributions to the trusts in 2021.
DTE Energy and DTE Electric offer a defined contribution VEBA for eligible represented and non-represented employees, in lieu of defined benefit post-
employment health care benefits. The Registrants allocate a fixed amount per year to an account in a defined contribution VEBA for each employee. These
accounts are managed either by the Registrant (for non-represented and certain represented groups) or by the Utility Workers of America for Local 223 employees.
DTE Energy contributions to the VEBA for these accounts were $15 million in 2020, $13 million in 2019, and $11 million in 2018, including DTE Electric
contributions of $7 million in 2020, and $6 million in 2019, and $5 million in 2018.
144
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The Registrants also contribute a fixed amount to a Retiree Reimbursement Account, for certain non-represented and represented retirees, spouses, and
surviving spouses when the youngest of the retiree's covered household becomes eligible for Medicare Part A based on age. The amount of the annual allocation to
each participant is determined by the employee's retirement date and increases each year for each eligible participant at the lower of the rate of medical inflation or
2%.
Net other postretirement credit for DTE Energy includes the following components:
2020
2019
(In millions)
2018
Service cost
Interest cost
Expected return on plan assets
Amortization of:
Net actuarial loss
Prior service credit
Net other postretirement credit
$
$
26
56
(128)
16
(19)
(49)
Other changes in plan assets and accumulated postretirement benefit obligation recognized in Regulatory assets and Other
comprehensive income (loss)
Net actuarial (gain) loss
Amortization of net actuarial loss
Prior service credit
Amortization of prior service credit
Total recognized in Regulatory assets and Other comprehensive income (loss)
Total recognized in net periodic benefit cost, Regulatory assets, and Other comprehensive income (loss)
Net other postretirement credit for DTE Electric includes the following components:
Service cost
Interest cost
Expected return on plan assets
Amortization of:
Net actuarial loss
Prior service credit
Net other postretirement cost (credit)
2020
20
43
(87)
11
(14)
(27)
$
$
Other changes in plan assets and accumulated postretirement benefit obligation recognized in Regulatory assets
Net actuarial (gain) loss
Amortization of net actuarial loss
Prior service credit
Amortization of prior service credit
Total recognized in Regulatory assets
Total recognized in net periodic benefit cost and Regulatory assets
145
$
$
$
$
$
$
$
$
$
$
22
70
(96)
12
(9)
(1)
$
$
2020
2019
(In millions)
(38)
(16)
—
19
(35)
(84)
16
53
(65)
5
(7)
2
$
$
$
$
$
2019
(In millions)
2018
2020
2019
(In millions)
(26)
(11)
—
14
(23)
(50)
$
$
$
27
69
(143)
11
—
(36)
34
(12)
(53)
9
(22)
(23)
20
53
(98)
8
—
(17)
41
(5)
(33)
7
10
12
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table reconciles the obligations, assets, and funded status of the plans including amounts recorded as Accrued postretirement liability in the
Registrants' Consolidated Statements of Financial Position at December 31:
DTE Energy
DTE Electric
2020
2019
2020
2019
(In millions)
Change in accumulated postretirement benefit obligation
Accumulated postretirement benefit obligation, beginning of year
Service cost
Interest cost
Plan amendments
Actuarial loss
Benefits paid
Accumulated postretirement benefit obligation, end of year
Change in plan assets
Plan assets at fair value, beginning of year
Actual return on plan assets
Benefits paid
Plan assets at fair value, end of year
(a)
Funded status
Amount recorded as:
Noncurrent assets
Current liabilities
Noncurrent liabilities
Amounts recognized in Accumulated other comprehensive income (loss), pre-tax
Net actuarial gain
Amounts recognized in Regulatory assets
Net actuarial loss
Prior service credit
(b)
$
$
$
$
$
$
$
$
$
$
$
1,751
26
56
—
54
(80)
1,807
1,819
220
(79)
1,960
153
561
(1)
(407)
153
(7)
(7)
234
(69)
165
$
$
$
$
$
$
$
$
$
$
$
1,645
22
70
(53)
153
(86)
1,751
1,689
215
(85)
1,819
68
454
(1)
(385)
68
(8)
(8)
289
(88)
201
$
$
$
$
$
$
$
$
$
$
$
1,337
20
43
—
31
(62)
1,369
1,236
145
(61)
1,320
(49)
335
—
(384)
(49)
—
—
156
(48)
108
$
$
$
$
$
$
$
$
$
$
$
1,247
16
53
(33)
118
(64)
1,337
1,158
141
(63)
1,236
(101)
266
—
(367)
(101)
—
—
193
(62)
131
______________________________________
(a) Prior year balances for DTE Energy were recast to be consistent with the current year gross presentation of Noncurrent assets and Noncurrent liabilities.
(b) See Note 10 to the Consolidated Financial Statements, "Regulatory Matters."
The increases in the Registrants' other postretirement benefit obligation for the years ended December 31, 2020 and 2019 were primarily due to actuarial loss
in both periods, which was primarily driven by decreases in discount rates and partially offset by favorable changes in healthcare cost assumptions. The increase in
the other postretirement benefit obligation in 2019 was also partially offset by plan amendments.
The following table reflects other postretirement benefit plans with accumulated postretirement benefit obligations in excess of plan assets as of December
31:
DTE Energy
DTE Electric
2020
2019
2020
2019
Accumulated postretirement benefit obligation
Fair value of plan assets
Accumulated postretirement benefit obligation in excess of plan assets
878
470
408
$
$
$
$
146
$
(In millions)
840
454
386
$
826
442
384
$
$
795
428
367
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
At December 31, 2020, the benefits expected to be paid, including prescription drug benefits, in each of the next five years and in the aggregate for the five
fiscal years thereafter for the Registrants are as follows:
2021
2022
2023
2024
2025
2026-2030
Total
DTE Energy
DTE Electric
(In millions)
$
$
82
87
91
92
95
497
944
$
$
62
66
69
70
72
376
715
Assumptions used in determining the accumulated postretirement benefit obligation and net other postretirement benefit costs of the Registrants are:
Accumulated postretirement benefit obligation
Discount rate
Health care trend rate pre- and post- 65
Ultimate health care trend rate
Year in which ultimate reached pre- and post- 65
Other postretirement benefit costs
Discount rate
Expected long-term rate of return on plan assets
Health care trend rate pre- and post- 65
Ultimate health care trend rate
Year in which ultimate reached pre- and post- 65
2020
2019
2018
2.58%
6.75 / 7.25%
4.50%
2033
3.29%
7.20%
6.75 / 7.25%
4.50%
2032
3.29%
6.75 / 7.25%
4.50%
2032
4.40%
7.30%
6.75 / 7.25%
4.50%
2031
4.40%
6.75 / 7.25%
4.50%
2031
3.70%
7.75%
6.75 / 7.25%
4.50%
2030
The process used in determining the long-term rate of return on assets for the other postretirement benefit plans is similar to that previously described for the
pension plans.
The DTE Energy Company Master VEBA Trust employs a liability driven investment program whereby the characteristics of plan liabilities are considered
when determining investment policy. Risk tolerance is established through consideration of future plan cash flows, plan funded status, and corporate financial
considerations. The investment portfolio contains a diversified blend of equity, fixed income, and other investments. Furthermore, equity investments are
diversified across U.S. and non-U.S. stocks and large and small market capitalizations. Fixed income investments generally include U.S. Treasuries, other
governmental debt, diversified corporate bonds, bank loans, and mortgage-backed securities. Other investments are used to enhance long-term returns while
improving portfolio diversification. Derivatives may be utilized in a risk controlled manner to potentially increase the portfolio beyond the market value of
invested assets and/or reduce portfolio investment risk. Investment risk is measured and monitored on an ongoing basis through annual liability measurements,
periodic asset/liability studies, and quarterly investment portfolio reviews.
Target allocations for the Registrants' other postretirement benefit plan assets as of December 31, 2020 are listed below:
U.S. Large Cap Equity Securities
U.S. Small Cap and Mid Cap Equity Securities
Non-U.S. Equity Securities
Fixed Income Securities
Hedge Funds and Similar Investments
Private Equity and Other
147
11 %
2
10
52
11
14
100 %
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following tables provide the fair value measurement amounts for the Registrants' other postretirement benefit plan assets at December 31, 2020 and
(a)
2019 :
DTE Energy asset category:
Short-term Investments
Equity Securities
(c)
(d)
Domestic
International
(e)
Fixed Income Securities
Governmental
Corporate
(g)
(f)
Hedge Funds and Similar Investments
Private Equity and Other
(i)
(h)
DTE Energy Total
DTE Electric asset category:
Short-term Investments
Equity Securities
(c)
(d)
Domestic
International
(e)
Fixed Income Securities
Governmental
Corporate
(g)
(f)
Hedge Funds and Similar Investments
Private Equity and Other
(i)
(h)
DTE Electric Total
Level 1
December 31, 2020
Other
Level 2
(b)
Total
Level 1
(In millions)
December 31, 2019
Other
Level 2
(b)
Total
$
21
$
—
$
—
$
21
$
80
$
—
$
—
$
51
23
40
—
61
—
196
$
—
—
45
477
17
—
539
$
200
178
—
379
124
344
1,225
$
251
201
85
856
202
344
1,960
$
51
182
74
—
71
—
458
$
—
—
—
256
—
—
256
$
273
89
—
251
182
310
1,105
$
14
$
—
$
—
$
14
$
55
$
—
$
—
$
33
16
24
—
41
—
128
$
—
—
31
321
11
—
363
$
131
117
—
263
83
235
829
$
164
133
55
584
135
235
1,320
$
34
124
48
—
49
—
310
$
—
—
—
168
—
—
168
$
185
60
—
176
123
214
758
$
$
$
$
80
324
271
74
507
253
310
1,819
55
219
184
48
344
172
214
1,236
_______________________________________
(a) For a description of levels within the fair value hierarchy see Note 13 to the Consolidated Financial Statements, "Fair Value."
(b) Amounts represent assets valued at NAV as a practical expedient for fair value.
(c) This category predominantly represents certain short-term fixed income securities and money market investments that are managed in separate accounts or commingled funds. Pricing for
investments in this category are obtained from quoted prices in actively traded markets.
(d) This category represents portfolios of large, medium and small capitalization domestic equities. Investments in this category include exchange-traded securities for which unadjusted
quoted prices can be obtained and exchange-traded securities held in a commingled fund classified as NAV assets.
(e) This category primarily consists of portfolios of non-U.S. developed and emerging market equities. Investments in this category include exchange-traded securities for which unadjusted
quoted prices can be obtained and exchange-traded securities held in a commingled fund classified as NAV assets.
(f) This category includes U.S. Treasuries, bonds and other governmental debt. Pricing for investments in this category is obtained from quoted prices in actively traded markets and
quotations from broker or pricing services.
(g) This category primarily consists of corporate bonds from diversified industries, bank loans, and mortgage backed securities. Pricing for investments in this category is obtained from
quotations from broker or pricing services. Non-exchange traded securities and exchange-traded securities held in commingled funds are classified as NAV assets.
(h) This category utilizes a diversified group of strategies that attempt to capture financial market inefficiencies and includes publicly traded mutual funds, commingled funds and limited
partnership funds. Pricing for mutual funds in this category is obtained from quoted prices in actively traded markets. Commingled funds and limited partnership funds are classified as
NAV assets.
(i) This category includes a diversified group of funds and strategies that primarily invests in private equity partnerships. This category also includes investments in real estate and private
debt. All investments in this category are classified as NAV assets.
148
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The DTE Energy Company Master VEBA Trust holds debt and equity securities directly and indirectly through commingled funds. Exchange-traded debt
and equity securities held directly are valued using quoted market prices in actively traded markets. The commingled funds hold exchange-traded equity or debt
securities and are valued based on NAVs. Non-exchange traded fixed income securities are valued by the trustee based upon quotations available from brokers or
pricing services. A primary price source is identified by asset type, class, or issue for each security. The trustee monitors prices supplied by pricing services and
may use a supplemental price source or change the primary price source of a given security if the trustee challenges an assigned price and determines that another
price source is considered preferable. The Registrants have obtained an understanding of how these prices are derived, including the nature and observability of the
inputs used in deriving such prices.
Defined Contribution Plans
The Registrants also sponsor defined contribution retirement savings plans. Participation in one of these plans is available to substantially all represented and
non-represented employees. For substantially all employees, the Registrants match employee contributions up to certain predefined limits based upon eligible
compensation and the employee’s contribution rate. Additionally, for eligible represented and non-represented employees who do not participate in the Pension
Plans, the Registrants annually contribute an amount equivalent to 4% (8% for certain DTE Gas represented employees) of an employee's eligible pay to the
employee's defined contribution retirement savings plan. For DTE Energy, the cost of these plans was $73 million, $65 million, and $61 million for the years ended
December 31, 2020, 2019, and 2018, respectively. For DTE Electric, the cost of these plans was $34 million, $31 million, and $29 million for the years ended
December 31, 2020, 2019, and 2018, respectively.
NOTE 22 — STOCK-BASED COMPENSATION
DTE Energy’s stock incentive program permits the grant of incentive stock options, non-qualifying stock options, stock awards, performance shares, and
performance units to employees and members of its Board of Directors. As a result of a stock award, a settlement of an award of performance shares, or by
exercise of a participant’s stock option, DTE Energy may deliver common stock from its authorized but unissued common stock and/or from outstanding common
stock acquired by or on behalf of DTE Energy in the name of the participant. Key provisions of the stock incentive program are:
•
•
•
Authorized limit is 16,500,000 shares of common stock;
Prohibits the grant of a stock option with an exercise price that is less than the fair market value of DTE Energy’s stock on the date of the grant; and
Imposes the following award limits to a single participant in a single calendar year, (1) options for more than 500,000 shares of common stock;
(2) stock awards for more than 150,000 shares of common stock; (3) performance share awards for more than 300,000 shares of common stock (based
on the maximum payout under the award); or (4) more than 1,000,000 performance units, which have a face amount of $1.00 each.
DTE Energy records compensation expense at fair value over the vesting period for all awards it grants.
The following table summarizes the components of stock-based compensation for DTE Energy:
Stock-based compensation expense
Tax benefit
Stock-based compensation cost capitalized in Property, plant, and equipment
(a)
2020
2019
(In millions)
2018
$
$
$
63
12
—
$
$
$
71
13
16
$
$
$
64
13
11
_______________________________________
(a)
In DTE Electric's May 2020 rate order, the MPSC disallowed certain capital expenditures related to incentive compensation. Therefore, beginning in 2020, no stock-based compensation
cost will be capitalized in Property, plant, and equipment. Refer to Note 10 to the Consolidated Financial Statements, "Regulatory Matters," for further information.
149
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Restricted Stock Awards
Stock awards granted under the plan are restricted for varying periods, generally for three years. Participants have all rights of a shareholder with respect to a
stock award, including the right to receive dividends and vote the shares. Prior to vesting in stock awards, the participant: (i) may not sell, transfer, pledge,
exchange, or otherwise dispose of shares; (ii) shall not retain custody of the share certificates; and (iii) will deliver to DTE Energy a stock power with respect to
each stock award upon request.
The stock awards are recorded at cost that approximates fair value on the date of grant. The cost is amortized to compensation expense over the vesting
period.
The fair value of awards vested were not material for the years ended December 31, 2020, 2019, and 2018. Compensation cost charged against income was
$13 million for the year ended December 31, 2020, and $11 million for the years ended December 31, 2019 and 2018, respectively.
Performance Share Awards
Performance shares awarded under the plan are for a specified number of shares of DTE Energy common stock that entitle the holder to receive a cash
payment, shares of DTE Energy common stock, or a combination thereof. The final value of the award is determined by the achievement of certain performance
objectives and market conditions. The awards vest at the end of a specified period, usually three years. Awards granted in 2020, 2019, and 2018 were primarily
deemed to be equity awards. The DTE Energy stock price and number of probable shares attributable to market conditions for such equity awards are fair valued
only at the grant date. DTE Energy accounts for performance share awards by accruing compensation expense over the vesting period based on: (i) the number of
shares expected to be paid which is based on the probable achievement of performance objectives; and (ii) the closing stock price market value. The settlement of
the award is based on the closing price at the settlement date.
DTE Energy recorded activity relating to performance share awards as follows:
Weighted average grant date fair value of awards granted (per share)
Awards settled in cash
Awards settled in stock
Compensation expense
(a)
(a)
2020
$
$
$
$
2019
(In millions, except per share amounts)
129.68
21
53
50
115.85
19
79
60
$
$
$
$
$
$
$
$
2018
105.64
13
39
53
_______________________________________
(a) Sum of awards settled in cash and stock approximates the intrinsic value of the awards.
During the vesting period, the recipient of a performance share award has no shareholder rights. During the period beginning on the date the performance
shares are awarded and ending on the certification date of the performance objectives, the number of performance shares awarded will be increased, assuming full
dividend reinvestment at the fair market value on the dividend payment date. The cumulative number of performance shares will be adjusted to determine the final
payment based on the performance objectives achieved. Performance share awards are nontransferable and are subject to risk of forfeiture.
The following table summarizes DTE Energy’s performance share activity for the period ended December 31, 2020:
Balance at December 31, 2019
Grants
Forfeitures
Payouts
Balance at December 31, 2020
150
Performance Shares
Weighted Average
Grant Date
Fair Value
1,226,031
383,813
(43,768)
(438,639)
1,127,437
$
$
$
$
$
107.35
129.68
116.94
99.22
117.06
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Unrecognized Compensation Costs
As of December 31, 2020, DTE Energy's total unrecognized compensation cost related to non-vested stock incentive plan arrangements and the weighted
average recognition period was as follows:
Stock awards
Performance shares
Allocated Stock-Based Compensation
Unrecognized
Compensation
Cost
(In millions)
Weighted Average
to be Recognized
(In years)
$
$
19
49
68
1.60
1.04
1.19
DTE Electric received an allocation of costs from DTE Energy associated with stock-based compensation. DTE Electric's allocation for 2020, 2019, and
2018 for stock-based compensation expense was $37 million, $43 million, and $38 million, respectively.
NOTE 23 — SEGMENT AND RELATED INFORMATION
DTE Energy sets strategic goals, allocates resources, and evaluates performance based on the following structure:
Electric segment consists principally of DTE Electric, which is engaged in the generation, purchase, distribution, and sale of electricity to approximately 2.2
million residential, commercial, and industrial customers in southeastern Michigan.
Gas segment consists principally of DTE Gas, which is engaged in the purchase, storage, transportation, distribution, and sale of natural gas to
approximately 1.3 million residential, commercial, and industrial customers throughout Michigan and the sale of storage and transportation capacity.
Gas Storage and Pipelines is primarily engaged in services related to the gathering, transportation, and storage of natural gas.
Power and Industrial Projects is comprised primarily of projects that deliver energy and utility-type products and services to industrial, commercial, and
institutional customers, produce reduced emissions fuel, and sell electricity and pipeline-quality gas from renewable energy projects.
Energy Trading consists of energy marketing and trading operations.
Corporate and Other includes various holding company activities, holds certain non-utility debt, and holds certain investments, including funds supporting
regional development and economic growth.
The federal income tax provisions or benefits of DTE Energy’s subsidiaries are determined on an individual company basis and recognize the tax benefit of
tax credits and net operating losses, if applicable. The state and local income tax provisions of the utility subsidiaries are also determined on an individual company
basis and recognize the tax benefit of various tax credits and net operating losses, if applicable. The subsidiaries record federal, state, and local income taxes
payable to or receivable from DTE Energy based on the federal, state, and local tax provisions of each company.
151
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Inter-segment billing for goods and services exchanged between segments is based upon tariffed or market-based prices of the provider and primarily
consists of the sale of reduced emissions fuel, power sales, and natural gas sales in the following segments:
(a)
Electric
Gas
Gas Storage and Pipelines
Power and Industrial Projects
Energy Trading
Corporate and Other
2020
Year Ended December 31,
2019
(In millions)
2018
$
$
61
16
26
464
31
2
600
$
$
$
56
12
27
596
22
2
715 $
52
12
36
642
27
2
771
_______________________________________
(a)
Inter-segment billing for the Electric segment includes $2 million relating to Non-utility operations for the year ended December 31, 2020.
Financial data of DTE Energy's business segments follows:
Electric
Gas
Gas Storage
and Pipelines
Power and
Industrial
Projects
Energy
Trading
(In millions)
Corporate and
Other
Reclassifications
and
Eliminations
Total
2020
$
Operating Revenues — Utility operations
Operating Revenues — Non-utility operations $
$
Depreciation and amortization
$
Interest expense
Interest income
$
Equity in earnings of equity method investees $
Income Tax Expense (Benefit)
$
Net Income (Loss) Attributable to DTE
Energy Company
Investment in equity method investees
Capital expenditures and acquisitions
Goodwill
Total Assets
$
$
$
$
$
5,506
14
1,057
337
(4)
—
108
777
6
2,701
1,208
26,588
1,414
—
157
80
(5)
1
48
186
12
574
743
6,339
—
754
151
113
(9)
106
116
315
1,691
517
472
5,068
—
1,224
72
37
(22)
17
(40)
134
125
186
26
696
—
3,863
5
6
(2)
—
12
36
—
5
17
807
152
—
2
1
331
(180)
8
(77)
(80)
34
—
—
8,071
(75)
(525)
—
(184)
184
—
—
—
—
—
—
(2,073)
$
$
$
$
$
$
$
$
$
$
$
$
6,845
5,332
1,443
720
(38)
132
167
1,368
1,868
3,983
2,466
45,496
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
Electric
Gas
Gas Storage
and Pipelines
Power and
Industrial
Projects
Energy
Trading
(In millions)
Corporate and
Other
Reclassifications
and
Eliminations
Total
2019
Operating Revenues — Utility operations
$
Operating Revenues — Non-utility operations $
$
Depreciation and amortization
$
Interest expense
$
Interest income
Equity in earnings of equity method investees $
Income Tax Expense (Benefit)
$
Net Income (Loss) Attributable to DTE
Energy Company
Investment in equity method investees
Capital expenditures and acquisitions
Goodwill
Total Assets
$
$
$
$
$
5,224
5
949
315
(2)
1
137
714
5
2,368
1,208
24,617
1,482
—
144
78
(6)
2
62
185
11
530
743
5,717
—
501
94
73
(8)
97
74
204
1,685
2,510
470
4,832
—
1,560
69
33
(9)
14
(63)
133
130
54
26
537
—
4,610
6
8
(4)
—
17
49
—
5
17
798
—
2
1
266
(120)
(3)
(75)
(116)
31
—
—
7,610
(68)
(647)
—
(132)
132
—
—
—
—
—
—
(1,843)
Electric
Gas
Gas Storage
and Pipelines
Power and
Industrial
Projects
Energy
Trading
(In millions)
Corporate and
Other
Reclassifications
and
Eliminations
2018
$
Operating Revenues — Utility operations
Operating Revenues — Non-utility operations $
$
Depreciation and amortization
$
Interest expense
Interest income
$
Equity in earnings of equity method investees $
Income Tax Expense (Benefit)
$
Net Income (Loss) Attributable to DTE
Energy Company
Investment in equity method investees
Capital expenditures and acquisitions
Goodwill
Total Assets
$
$
$
$
$
5,298
—
836
283
—
—
193
664
7
1,979
1,208
22,501
1,436
—
133
70
(6)
2
67
150
12
460
743
5,378
—
485
82
68
(9)
123
68
235
1,585
176
299
3,161
—
2,204
67
31
(9)
3
(195)
161
134
91
26
495
—
5,557
5
6
(3)
—
13
39
—
5
17
909
—
3
1
220
(104)
4
(48)
(129)
33
2
—
6,153
(64)
(707)
—
(119)
119
—
—
—
—
—
—
(2,309)
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
6,638
6,031
1,263
641
(17)
111
152
1,169
1,862
5,467
2,464
42,268
Total
6,670
7,542
1,124
559
(12)
132
98
1,120
1,771
2,713
2,293
36,288
NOTE 24 — RELATED PARTY TRANSACTIONS
DTE Energy enters into related party transactions with certain equity method investees, primarily NEXUS.
DTE Gas is party to a 15-year capacity lease agreement with NEXUS for the transportation of natural gas. Under the lease agreement, DTE Gas provides
firm pipeline capacity in the DTE Gas system in order for NEXUS to provide service to its customers from an interconnect between NEXUS and DTE Gas. DTE
Gas charges NEXUS a fixed daily pipeline reservation charge for this capacity.
DTE Electric and DTE Gas are also party to respective 20-year and 15-year service agreements with NEXUS for the transportation of natural gas. Under the
service agreements, NEXUS provides firm pipeline capacity to transport natural gas to DTE Electric and to service DTE Gas customers. DTE Electric and DTE
Gas incur a firm daily pipeline reservation charge, which is recovered through the respective PSCR and GCR mechanisms.
DTE Energy Trading also enters into related party transactions with NEXUS for the transportation of natural gas.
153
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
The following table summarizes the amounts resulting from these transactions included in the Consolidated Statements of Operations for the years ended
December 31:
Operating Revenues — Utility operations
DTE Gas
Fuel, purchased power, and gas — utility
DTE Electric
DTE Gas
Fuel, purchased power, gas, and other — non-utility
DTE Energy Trading
2020
2019
(In millions)
2018
$
$
$
$
32
8
21
27
$
$
$
$
32
8
22
13
$
$
$
$
6
1
1
1
Other related party transactions with equity method investees include transactions with Vector Pipeline and Millennium Pipeline. Refer to Note 18 to the
Consolidated Financial Statements, "Leases," for lease activity related to Vector Pipeline. Other transactions relating to Vector Pipeline and Millennium Pipeline
were not material for the years ended December 31, 2020, 2019, and 2018.
DTE Electric has agreements with affiliated companies to sell energy for resale, purchase fuel and power, provide fuel supply services, and provide power
plant operation and maintenance services. DTE Electric has agreements with certain DTE Energy affiliates where it charges the affiliates for their use of the shared
capital assets of DTE Electric. A shared services company accumulates various corporate support expenses and charges various subsidiaries of DTE Energy,
including DTE Electric. DTE Electric records federal, state, and local income taxes payable to or receivable from DTE Energy based on its federal, state, and local
tax provisions.
The following is a summary of DTE Electric's transactions with affiliated companies:
Revenues and Other Income
Energy sales
Other services
Shared capital assets
Costs
Fuel and purchased power
Other services and interest
Corporate expenses
Other
Dividends declared
Dividends paid
Capital contribution from DTE Energy
2020
2019
(In millions)
2018
$
$
$
$
$
$
$
$
$
8
2
51
16
1
367
539
539
636
$
$
$
$
$
$
$
$
$
10
5
47
$
$
$
$
9
23
$
372 $
494 $
494 $
180 $
9
4
43
7
33
377
461
461
325
DTE Electric's Accounts receivable and Accounts payable related to Affiliates are payable upon demand and are generally settled in cash within a monthly
business cycle. Notes receivable and Short-term borrowings related to Affiliates are subject to a credit agreement with DTE Energy whereby short-term excess
cash or cash shortfalls are remitted to or funded by DTE Energy. This credit arrangement involves the charge and payment of interest at market-based rates. Refer
to DTE Electric's Consolidated Statements of Financial Position for affiliate balances at December 31, 2020 and 2019.
There were $20 million in charitable contributions made by DTE Electric to the DTE Energy Foundation for the year ended December 31, 2020 and no
contributions for the years ended December 31, 2019, and 2018. The DTE Energy Foundation is a non-consolidated not-for-profit private foundation, the purpose
of which is to contribute and assist charitable organizations.
154
DTE Energy Company — DTE Electric Company
Combined Notes to Consolidated Financial Statements — (Continued)
See the following notes for other related party transactions impacting DTE Electric’s Consolidated Financial Statements:
Note
1
21
22
Organization and Basis of Presentation
Retirement Benefits and Trusteed Assets
Stock-Based Compensation
Title
NOTE 25 — SUPPLEMENTARY QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
DTE Energy
The sum of quarterly earnings per share may not equal year-end amounts, since quarterly computations are based on weighted average common shares
outstanding during each quarter.
2020
Operating Revenues
Operating Income
Net Income Attributable to DTE Energy Company
Basic Earnings per Share
Diluted Earnings per Share
2019
Operating Revenues
Operating Income
Net Income Attributable to DTE Energy Company
Basic Earnings per Share
Diluted Earnings per Share
DTE Electric
2020
Operating Revenues
Operating Income
Net Income
2019
Operating Revenues
Operating Income
Net Income
First
Quarter
Second
Quarter
Third
Quarter
(In millions, except per share amounts)
Fourth
Quarter
Year
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
3,022
546
340
1.77
1.76
3,514
542
401
2.20
2.19
$
$
$
$
$
$
$
$
$
$
2,583
367
277
1.44
1.44
2,888
300
182
0.99
0.99
$
$
$
$
$
$
$
$
$
$
3,284
608
476
2.47
2.46
3,119
450
319
1.74
1.73
First
Quarter
Second
Quarter
Third
Quarter
(In millions)
1,212
214
94
1,235
226
147
$
$
$
$
$
$
1,309
263
183
1,190
223
133
$
$
$
$
$
$
1,690
541
400
1,519
440
307
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
3,288
465
275
1.42
1.42
3,148
415
267
1.40
1.40
1,295
206
101
1,280
224
129
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
12,177
1,986
1,368
7.09
7.08
12,669
1,707
1,169
6.32
6.31
5,506
1,224
778
5,224
1,113
716
Year
Fourth
Quarter
155
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
See Item 8. Financial Statements and Supplementary Data for management’s evaluation of the Registrants' disclosure controls and procedures, their report on
internal control over financial reporting, and their conclusion on changes in internal control over financial reporting.
Item 9B. Other Information
None.
Part III
Information required of DTE Energy by Part III (Items 10, 11, 12, 13, and 14) of this Form 10-K is incorporated by reference from DTE Energy’s definitive
Proxy Statement for its 2021 Annual Meeting of Shareholders to be held May 20, 2021. The Proxy Statement will be filed with the SEC, pursuant to
Regulation 14A, not later than 120 days after the end of DTE Energy's fiscal year covered by this report on Form 10-K, all of which information is hereby
incorporated by reference in, and made part of, this Form 10-K.
Information required of DTE Electric by Part III (Items 10, 11, 12, and 13) of this Form 10-K is omitted per General Instruction I (2) (c) of Form 10-K for
wholly-owned subsidiaries (reduced disclosure format).
Item 10. Directors, Executive Officers, and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions, and Director Independence
156
Item 14. Principal Accountant Fees and Services
DTE Electric
The following table presents fees for professional services rendered by PricewaterhouseCoopers LLP (PwC) for the audit of DTE Electric’s consolidated
annual financial statements for the years ended December 31, 2020 and 2019 and fees billed for other services rendered by PwC during those periods.
(a)
Audit fees
Audit-related fees
(b)
Total
2020
2019
1,492,572
12,000
1,504,572
$
$
1,408,900
52,000
1,460,900
$
$
_______________________________________
(a) Represents the aggregate fees for the audits of DTE Electric’s consolidated financial statements included in the Annual Reports on Form 10-K, reviews of the consolidated financial
statements included in the Quarterly Reports on Form 10-Q, and audit services provided in connection with certain regulatory filings and debt issuances. Audit fees are presented on an
Audit Year basis in accordance with SEC guidelines and include an estimate of fees incurred for the most recent Audit Year.
(b) Represents the aggregate fees billed for audit-related services and various attest services.
The above listed fees were pre-approved by the DTE Energy Audit Committee. Prior to engagement, the DTE Energy Audit Committee pre-approves these
services by category of service. The DTE Energy Audit Committee may delegate to the chair of the Audit Committee, or to one or more other designated members
of the Audit Committee, the authority to grant pre-approvals of all permitted services or classes of these permitted services to be provided by the independent
auditor. The decision of the designated member to pre-approve a permitted service will be reported to the DTE Energy Audit Committee at the next scheduled
meeting.
157
Item 15. Exhibits and Financial Statement Schedules
A. The following documents are filed as part of this Annual Report on Form 10-K.
Part IV
(a) Consolidated Financial Statements. See "Item 8 — Financial Statements and Supplementary Data."
(b) Financial statement schedule. See "Item 8 — Financial Statements and Supplementary Data."
(c) Exhibits.
Exhibit Number
(i) Exhibits filed herewith:
Description
DTE
Energy
DTE
Electric
4.320
4.321
21.16
23.40
23.41
31.189
31.190
31.191
31.192
101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE
104
32.189
32.190
32.191
32.192
Description of the Company’s: 2016 Series B 5.375% Junior Subordinated Debentures due 2076; 2016
Series F 6.00% Junior Subordinated Debentures due 2076; and 2017 Series E 5.25% Junior Subordinated
Debentures due 2077
Description of the Company’s 2020 Series G 4.375% Junior Subordinated Debentures due 2080
Subsidiaries of DTE Energy
Consent of PricewaterhouseCoopers LLP
Consent of PricewaterhouseCoopers LLP
Chief Executive Officer Section 302 Form 10-K Certification of Periodic Report
Chief Financial Officer Section 302 Form 10-K Certification of Periodic Report
Chief Executive Officer Section 302 Form 10-K Certification of Periodic Report
Chief Financial Officer Section 302 Form 10-K Certification of Periodic Report
XBRL Instance Document
XBRL Taxonomy Extension Schema
XBRL Taxonomy Extension Calculation Linkbase
XBRL Taxonomy Extension Definition Database
XBRL Taxonomy Extension Label Linkbase
XBRL Taxonomy Extension Presentation Linkbase
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
(ii) Exhibits furnished herewith:
Chief Executive Officer Section 906 Form 10-K Certification of Periodic Report
Chief Financial Officer Section 906 Form 10-K Certification of Periodic Report
Chief Executive Officer Section 906 Form 10-K Certification of Periodic Report
Chief Financial Officer Section 906 Form 10-K Certification of Periodic Report
(iii) Exhibits incorporated by reference:
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
Certain exhibits listed below refer to "The Detroit Edison Company" and "Michigan Consolidated Gas Company" and were effective prior to the change to DTE
Electric Company and DTE Gas Company, respectively, effective January 1, 2013.
158
Exhibit Number
Description
DTE
Energy
DTE
Electric
3(a)
3(b)
3(c)
3(d)
4(a)
X
X
Amended Bylaws of DTE Energy Company, as amended through September 17, 2015 (Exhibit 3.1 to DTE
Energy’s Form 8-K dated September 17, 2015).
Amended and Restated Articles of Incorporation of DTE Energy Company, dated December 13, 1995 and
as amended from time to time (Exhibit 3-1 to DTE Energy’s Form 8-K dated May 6, 2010).
Articles of Incorporation of DTE Electric Company, as amended effective January 1, 2013. (Exhibit 3-1 to
DTE Electric's Form 8-K filed January 2, 2013).
Bylaws of The Detroit Edison Company, as amended through September 22, 1999. (Exhibit 3-14 to DTE
Electric's Form 10-Q for the quarter ended September 30, 1999).
Amended and Restated Indenture, dated as of April 9, 2001, between DTE Energy Company and The Bank
of New York, as trustee (Exhibit 4.1 to Registration Statement on Form S-3 (File No. 333-58834)) and
indentures supplemental thereto, dated as of dates indicated below, and filed as exhibits to the filings set
forth below:
Supplemental Indenture, dated as of April 1, 2003, between DTE Energy Company and The Bank of New
York, as trustee (Exhibit 4(o) to DTE Energy’s Form 10-Q for the quarter ended March 31, 2003). (2003
Series A 6 3/8% Senior Notes due 2033)
Supplemental Indenture, dated as of December 1, 2013, between DTE Energy and The Bank of New York
Mellon Trust Company, N.A., as successor trustee (Exhibit 4-282 to DTE Energy’s Form 10-K for the year
ended December 31, 2013). (2013 Series F Senior Notes due 2023)
Supplemental Indenture, dated as of May 1, 2014, between DTE Energy Company and The Bank of New
York Mellon Trust Company, N.A., as successor trustee (Exhibit 4-284 to DTE Energy’s Form 10-Q for
the quarter ended June 30, 2014). (2014 Series C due 2024)
Supplemental Indenture, dated as of May 15, 2016, between DTE Energy Company and The Bank of New
York Mellon Trust Company, N.A., as successor trustee (Exhibit 4.1 to DTE Energy’s Form 8-K dated
May 27, 2016). (2016 Series B)
Supplemental Indenture, dated as of June 1, 2016, between DTE Energy Company and The Bank of New
York Mellon Trust Company, N.A., as successor trustee (Exhibit 4-294 to DTE Energy’s Form 10-Q for
the quarter ended June 30, 2016). (2015 Series BR)
Supplemental Indenture, dated as of September 1, 2016, to the Amended and Restated Indenture, dated as
of April 9, 2001, by and between DTE Energy Company and The Bank of New York Mellon Trust
Company, N.A., as successor trustee (Exhibit 4.1 to DTE Energy's Form 8-K dated October 5, 2016).
(2016 Series C)
Supplemental Indenture, dated as of October 1, 2016, to the Amended and Restated Indenture, dated as of
April 9, 2001, by and between DTE Energy Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4.2 to DTE Energy’s Form 8-K dated October 5, 2016). (2016 Series E)
Supplemental Indenture, dated as of December 1, 2016, to the Amended and Restated Indenture, dated as
of April 9, 2001, by and between DTE Energy Company and The Bank of New York Mellon Trust
Company, N.A., as successor trustee (Exhibit 4.1 to DTE Energy’s Form 8-K dated December 7, 2016).
(2016 Series F)
Supplemental Indenture, dated as of March 1, 2017 to the Amended and Restated Indenture, dated as of
April 9, 2001, by and between DTE Energy Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4-298 to DTE Energy's Form 10-Q for the quarter ended March 31,
2017). (2017 Series A)
Supplemental Indenture, dated as of November 1, 2017, to the Amended and Restated Indenture, dated as
of April 9, 2001, by and between DTE Energy Company and The Bank of New York Mellon Trust
Company, N.A., as successor trustee (Exhibit 4.1 to DTE Energy's Form 8-K dated November 17, 2017).
(2017 Series E)
X
X
X
X
X
X
X
X
X
X
X
X
X
159
Exhibit Number
Description
DTE
Energy
DTE
Electric
4(b)
Supplemental Indenture dated as of August 1, 2018, to the Amended and Restated Indenture, dated as of
April 9, 1924, between DTE Energy Company and The Bank of New York Mellon Trust Company, N.A.,
as successor trustee (Exhibit 4-301 to DTE Energy’s Form 10-Q for the quarter ended September 30,
2018). (2018 Series D)
Supplemental Indenture dated as of June 1, 2019, to the Amended and Restated Indenture, dated as of April
9, 2001, between DTE Energy Company and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (Exhibit 4-306 to DTE Energy’s Form 10-Q for the quarter ended June 30, 2019). (2019
Series B and C)
Supplemental Indenture, dated as of November 1, 2019, to the Amended and Restated Indenture, dated as
of April 9, 2001, by and between DTE Energy Company and The Bank of New York Mellon Trust
Company, N.A., as successor trustee creating the Remarketable Notes (Exhibit 4.1 to DTE Energy's Form
8-K dated November 1, 2019). (2019 Series F)
Supplemental Indenture dated as of November 1, 2019, to the Amended and Restated Indenture, dated as of
April 9, 2001, between DTE Energy Company and The Bank of New York Mellon Trust Company, N.A.,
as successor trustee (Exhibit 4-310 to DTE Energy’s Form 10-K for the year ended December 31, 2019).
(2019 Series G and H)
Description of the Company’s Common Stock (Exhibit 4-311 to DTE Energy’s Form 10-K for the year
ended December 31, 2019)
Description of the Company’s 2019 6.25% Corporate Units (Exhibit 4-313 to DTE (Exhibit 4-313 to DTE
Energy’s Form 10-K for the year ended December 31, 2019)
Supplemental Indenture dated as of August 1, 2020, to the Amended and Restated Indenture, dated as of
April 9, 1924, between DTE Energy Company and The Bank of New York Mellon Trust Company, N.A.,
as successor trustee (Exhibit 4-318 to DTE Energy’s Form 10-Q for the quarter ended September 30,
2020). (2020 Series F)
Supplemental Indenture dated as of October 1, 2020, to the Amended and Restated Indenture, dated as of
April 9, 1924, between DTE Energy Company and The Bank of New York Mellon Trust Company, N.A.,
as successor trustee (Exhibit 4-319 to DTE Energy’s Form 10-Q for the quarter ended September 30,
2020). (2020 Series H)
Mortgage and Deed of Trust, dated as of October 1, 1924, between The Detroit Edison Company and The
Bank of New York Mellon Trust Company, N.A., as successor trustee (Exhibit B-1 to Detroit Edison's
Registration Statement on Form A-2 (File No. 2-1630)) and indentures supplemental thereto, dated as of
dates indicated below, and filed as exhibits to the filings set forth below:
Supplemental Indenture, dated as of December 1, 1940, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit B-14 to Detroit Edison's Registration Statement on
Form A-2 (File No. 2-4609)). (amendment)
Supplemental Indenture, dated as of September 1, 1947, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit B-20 to Detroit Edison's Registration Statement on
Form S-1 (File No. 2-7136)). (amendment)
Supplemental Indenture, dated as of March 1, 1950, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit B-22 to Detroit Edison's Registration Statement on
Form S-1 (File No. 2-8290)). (amendment)
Supplemental Indenture, dated as of November 15, 1951, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit B-23 to Detroit Edison's Registration Statement on
Form S-1 (File No. 2-9226)). (amendment)
Supplemental Indenture, dated as of August 15, 1957, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 3-B-30 to Detroit Edison's Form 8-K dated
September 11, 1957). (amendment)
X
X
X
X
X
X
X
X
X
X
X
X
X
X
160
X
X
X
X
X
X
Exhibit Number
Description
DTE
Energy
DTE
Electric
Supplemental Indenture, dated as of December 1, 1966, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 2-B-32 to Detroit Edison's Registration Statement on
Form S-9 (File No. 2-25664)). (amendment)
Supplemental Indenture, dated as of May 1, 1991, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-178 to Detroit Edison's Form 10-K for the year ended
December 31, 1996). (1991 Series CP)
Supplemental Indenture, dated as of May 15, 1991, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-179 to Detroit Edison's Form 10-K for the year ended
December 31, 1996). (1991 Series DP)
Supplemental Indenture, dated as of February 29, 1992, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-187 to Detroit Edison's Form 10-Q for the quarter
ended March 31, 1998). (1992 Series AP)
Supplemental Indenture, dated as of April 26, 1993, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-215 to Detroit Edison's Form 10-K for the year ended
December 31, 2000). (amendment)
Supplemental Indenture, dated as of September 17, 2002, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4.1 to Detroit Edison's Registration Statement on
Form S-3 (File No. 333-100000)). (amendment and successor trustee)
Supplemental Indenture, dated as of October 15, 2002, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-230 to Detroit Edison's Form 10-Q for the quarter
ended September 30, 2002). (2002 Series B)
Supplemental Indenture, dated as of April 1, 2005, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between Detroit Edison and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (Exhibit 4.3 to Detroit Edison's Registration Statement on Form S-4 (File No. 333-
123926)). (2005 Series BR)
Supplemental Indenture, dated as of September 15, 2005, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4.2 to Detroit Edison's Form 8-K dated September 29,
2005). (2005 Series C)
Supplemental Indenture, dated as of September 30, 2005, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between Detroit Edison and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (Exhibit 4-248 to Detroit Edison's Form 10-Q for the quarter ended September 30, 2005).
(2005 Series E)
Supplemental Indenture, dated as of May 15, 2006, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-250 to Detroit Edison's Form 10-Q for the quarter
ended June 30, 2006). (2006 Series A)
Supplemental Indenture, dated as of December 1, 2007, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and J.P. Morgan Trust Company, National
Association, as successor trustee (Exhibit 4.2 to Detroit Edison's Form 8-K dated December 18, 2007).
(2007 Series A)
Supplemental Indenture, dated as of May 1, 2008 to Mortgage and Deed of Trust, dated as of October 1,
1924 between The Detroit Edison Company and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (Exhibit 4-253 to Detroit Edison's Form 10-Q for the quarter ended June 30, 2008). (2008
Series ET)
X
X
X
X
X
X
X
X
X
X
X
X
X
161
X
X
X
X
X
X
X
X
X
X
X
X
X
Exhibit Number
Description
DTE
Energy
DTE
Electric
Supplemental Indenture, dated as of May 15, 2011, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon Trust
Company, N.A. as successor trustee (Exhibit 4-275 to Detroit Edison's Form 10-Q for the quarter ended
June 30, 2011). (2011 Series B)
Supplemental Indenture, dated as of August 1, 2011, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon Trust
Company, N.A. as successor trustee (Exhibit 4-276 to Detroit Edison's Form 10-Q for the quarter ended
September 30, 2011). (2011 Series GT)
Supplemental Indenture, dated as of August 15, 2011, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon Trust
Company, N.A. as successor trustee (Exhibit 4-277 to Detroit Edison's Form 10-Q for the quarter ended
September 30, 2011). (2011 Series D, 2011 Series E, 2011 Series F)
Supplemental Indenture, dated as of September 1, 2011, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between The Detroit Edison Company and The Bank of New York Mellon Trust
Company, N.A. as successor trustee (Exhibit 4-278 to Detroit Edison's Form 10-Q for the quarter ended
September 30, 2011). (2011 Series H)
Supplemental Indenture dated as of June 20, 2012, to the Mortgage and Deed of Trust, dated as of October
1, 1924, between The Detroit Edison Company and The Bank of New York Mellon Trust Company, N.A.,
as successor trustee (Exhibit 4-279 to Detroit Edison's Form 10-Q for the quarter ended June 30, 2012).
(2012 Series A and B)
Supplemental Indenture, dated as of March 15, 2013, to the Mortgage and Deed of Trust dated as of
October 1, 1924, between DTE Electric Company and The Bank of New York Mellon, N.A., as successor
trustee (Exhibit 4-280 to DTE Electric Form 10-Q for the quarter ended March 31, 2013). (2013 Series A)
Supplemental Indenture, dated as of August 1, 2013, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4-281 to DTE Electric’s Form 10-Q for the quarter ended September
30, 2013). (2013 Series B)
Supplemental Indenture, dated as of June 1, 2014, to the Mortgage and Deed of Trust dated as of October
1, 1924, between DTE Electric Company and The Bank of New York Mellon, N.A., as successor trustee
(Exhibit 4-282 to DTE Electric's Form 10-Q for the quarter ended June 30, 2014). (2014 Series A and B)
Supplemental Indenture, dated as of July 1, 2014, to the Mortgage and Deed of Trust dated as of October 1,
1924, between DTE Electric Company and The Bank of New York Mellon, N.A., as successor trustee
(Exhibit 4-283 to DTE Electric's Form 10-Q for the quarter ended June 30, 2014). (2014 Series D and E)
Supplemental Indenture, dated as of March 1, 2015, to the Mortgage and Deed of Trust dated as of October
1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company, N.A., as
successor trustee. (Exhibit 4-289 to DTE Electric's Form 10-Q for the quarter ended March 31, 2015).
(2015 Series A)
Supplemental Indenture, dated as of May 1, 2016, to the Mortgage and Deed of Trust dated as of October
1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company, N.A., as
successor trustee. (Exhibit 4-293 to DTE Electric's Form 10-Q for the quarter ended June 30, 2016). (2016
Series A)
Supplemental Indenture, dated as of August 1, 2017, to the Mortgage and Deed of Trust dated as of
October 1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee. (Exhibit 10-107 to DTE Electric's Form 10-Q for the quarter ended September
30, 2017). (2017 Series B)
Supplemental Indenture dated as of May 1, 2018, to the Mortgage and Deed of Trust, dated as of October
1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (Exhibit 4-299 to DTE Energy’s Form 10-Q for the quarter ended June 30, 2018). (2018
Series A)
X
X
X
X
X
X
X
X
X
X
X
X
X
162
X
X
X
X
X
X
X
X
X
X
X
X
X
Exhibit Number
Description
DTE
Energy
DTE
Electric
4(c)
Supplemental Indenture dated as of February 1, 2019, to the Mortgage and Deed of Trust, dated as of
October 1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4-70 to DTE Energy’s Form S-3 filed on April 1, 2019). (2019 Series A)
Supplemental Indenture dated as of February 1, 2020, to the Mortgage and Deed of Trust dated as of
October 1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4-314 to DTE Energy’s Form 10-Q for the quarter ended March 31,
2020). (2020 Series A and B)
Supplemental Indenture dated as of April 1, 2020, to the Mortgage and Deed of Trust dated as of October
1, 1924, between DTE Electric Company and The Bank of New York Mellon Trust Company, N.A., as
successor trustee (Exhibit 4-315 to DTE Energy’s Form 10-Q for the quarter ended March 31, 2020). (2020
Series C)
Collateral Trust Indenture, dated as of June 30, 1993, between The Detroit Edison Company and The Bank
of New York Mellon Trust Company, N.A., as successor trustee (Exhibit 4-152 to Detroit Edison's
Registration Statement (File No. 33-50325)) and indentures supplemental thereto, dated as of dates
indicated below, and filed as exhibits to the filings set forth below:
Tenth Supplemental Indenture, dated as of October 23, 2002, to the Collateral Trust Indenture, dated as of
June 30, 1993, between The Detroit Edison Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4-231 to Detroit Edison's Form 10-Q for the quarter ended
September 30, 2002). (6.35% Senior Notes due 2032)
Sixteenth Supplemental Indenture, dated as of April 1, 2005, to the Collateral Trust Indenture, dated as of
June 30, 1993, between The Detroit Edison Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4.1 to Detroit Edison's Registration Statement on Form S-4 (File
No. 333-123926)). (2005 Series BR 5.45% Senior Notes due 2035)
Eighteenth Supplemental Indenture, dated as of September 15, 2005, to the Collateral Trust Indenture,
dated as of June 30, 1993, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4.1 to Detroit Edison's Form 8-K dated September 29,
2005). (2005 Series C 5.19% Senior Notes due October 1, 2023)
Nineteenth Supplemental Indenture, dated as of September 30, 2005, to the Collateral Trust Indenture,
dated as of June 30, 1993, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4-247 to Detroit Edison's Form 10-Q for the quarter
ended September 30, 2005). (2005 Series E 5.70% Senior Notes due 2037)
Twentieth Supplemental Indenture, dated as of May 15, 2006, to the Collateral Trust Indenture dated as of
June 30, 1993, between The Detroit Edison Company and The Bank of New York Mellon Trust Company,
N.A., as successor trustee (Exhibit 4-249 to Detroit Edison's Form 10-Q for the quarter ended June 30,
2006). (2006 Series A Senior Notes due 2036)
Twenty-second Supplemental Indenture, dated as of December 1, 2007, to the Collateral Trust Indenture,
dated as of June 30, 1993, between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A., as successor trustee (Exhibit 4.1 to Detroit Edison's Form 8-K dated December 18,
2007). (2007 Series A Senior Notes due 2038)
Twenty-fourth Supplemental Indenture, dated as of May 1, 2008 to the Collateral Trust Indenture, dated as
of June 30, 1993 between The Detroit Edison Company and The Bank of New York Mellon
Trust Company, N.A. as successor trustee (Exhibit 4-254 to Detroit Edison's Form 10-Q for the quarter
ended June 30, 2008). (2008 Series ET Variable Rate Senior Notes due 2029)
X
X
X
X
X
X
X
X
X
X
X
163
X
X
X
X
X
X
X
X
X
X
X
Exhibit Number
4(d)
Description
DTE
Energy
DTE
Electric
Indenture dated as of June 1, 1998 between Michigan Consolidated Gas Company and Citibank, N.A., as
trustee, related to Senior Debt Securities (Exhibit 4-1 to Michigan Consolidated Gas Company Registration
Statement on Form S-3 (File No. 333-63370)) and indentures supplemental thereto, dated as of dates
indicated below, and filed as exhibits to the filings set forth below:
Fourth Supplemental Indenture dated as of February 15, 2003, to the Indenture dated as of June 1, 1998
between Michigan Consolidated Gas Company and Citibank, N.A., trustee (Exhibit 4-3 to Michigan
Consolidated Gas Company Form 10-Q for the quarter ended March 31, 2003). (5.70% Senior Notes, 2003
Series A due 2033)
Fifth Supplemental Indenture dated as of October 1, 2004, to the Indenture dated as of June 1, 1998
between Michigan Consolidated Gas Company and Citibank, N.A., trustee (Exhibit 4-6 to Michigan
Consolidated Gas Company Form 10-Q for the quarter ended September 31, 2004). (5.00% Senior Notes,
2004 Series E due 2019)
Sixth Supplemental Indenture dated as of April 1, 2008, to the Indenture dated as of June 1, 1998 between
Michigan Consolidated Gas Company and Citibank, N.A., trustee (Exhibit 4-241 to DTE Energy’s
Form 10-Q for the quarter ended March 31, 2008). (6.04% Senior Notes, 2008 Series B due 2018 and
6.44% Senior Notes, 2008 Series C due 2023)
Seventh Supplemental Indenture, dated as of June 1, 2008 to Indenture dated as of June 1, 1998 between
Michigan Consolidated Gas Company and Citibank, N.A., trustee (Exhibit 4-243 to DTE Energy’s
Form 10-Q for the quarter ended June 30, 2008). (6.78% Senior Notes, 2008 Series F due 2028)
Fifty-first Supplemental Indenture dated as of August 1, 2020, to Indenture of Mortgage and Deed of Trust,
dated as of March 1, 1944, between DTE Gas Company and Citibank, N.A., trustee (Exhibit 4-317 to DTE
Energy’s Form 10-Q for the quarter ended September 30, 2020). (2020 Series D and E)
4(e)
Indenture of Mortgage and Deed of Trust dated as of March 1, 1944 (Exhibit 7-D to Michigan
Consolidated Gas Company Registration Statement No. 2-5252) and indentures supplemental thereto,
dated as of dates indicated below, and filed as exhibits to the filings set forth below:
Thirty-seventh Supplemental Indenture dated as of February 15, 2003 to Indenture of Mortgage and Deed
of Trust dated as of March 1, 1944 between Michigan Consolidated Gas Company and Citibank, N.A.,
trustee (Exhibit 4-4 to Michigan Consolidated Gas Company Form 10-Q for the quarter ended March 31,
2003). (5.70% collateral bonds due 2033)
Thirty-ninth Supplemental Indenture, dated as of April 1, 2008 to Indenture of Mortgage and Deed of Trust
dated as of March 1, 1944 between Michigan Consolidated Gas Company and Citibank, N.A., trustee
(Exhibit 4-240 to DTE Energy’s Form 10-Q for the quarter ended March 31, 2008). (2008 Series B and C
Collateral Bonds)
Fortieth Supplemental Indenture, dated as of June 1, 2008 to Indenture of Mortgage and Deed of Trust
dated as of March 1, 1944 between Michigan Consolidated Gas Company and Citibank, N.A., trustee
(Exhibit 4-242 to DTE Energy’s Form 10-Q for the quarter ended June 30, 2008). (2008 Series F Collateral
Bonds)
Forty-third Supplemental Indenture, dated as of December 1, 2012 to Indenture of Mortgage and Deed of
Trust dated as of March 1, 1944 between Michigan Consolidated Gas Company and Citibank, N.A., trustee
(Exhibit 4-279 to DTE Energy’s Form 10-K for the year ended December 31, 2012). (2012 First Mortgage
Bonds Series D)
Forty-fourth Supplemental Indenture, dated as of December 1, 2013 to Indenture of Mortgage and Deed of
Trust dated March 1, 1944 between DTE Gas Company and Citibank, N.A., (Exhibit 4-283 to DTE
Energy’s Form 10-K for the year ended December 31, 2013). (2013 First Mortgage Bonds Series C, D, and
E)
Forty-fifth Supplemental Indenture, dated as of December 1, 2014 to Indenture of Mortgage and Deed of
Trust dated as of March 1, 1944 between DTE Gas Company and Citibank, N.A. (Exhibit 4-288 to DTE
Energy’s Form 10-K for the year ended December 31, 2014). (2014 First Mortgage Bonds Series F)
164
X
X
X
X
X
X
X
X
X
X
X
X
X
Exhibit Number
Description
DTE
Energy
DTE
Electric
Forty-sixth Supplemental Indenture, dated as of August 1, 2015 to Indenture of Mortgage and Deed of
Trust dated as of March 1, 1944 between DTE Gas Company and Citibank, N.A. (Exhibit 4-292 to DTE
Energy’s Form 10-Q for the quarter ended September 30, 2015). (2015 First Mortgage Bonds Series C and
D)
Forty-seventh Supplemental Indenture, dated as of December 1, 2016 to Indenture of Mortgage and Deed
of Trust dated as of March 1, 1944 between DTE Gas Company and Citibank, N.A. (Exhibit 4-297 to DTE
Energy’s Form 10-K for the year ended December 31, 2016). (2016 First Mortgage Bonds Series G)
Forty-eight Supplemental Indenture, dated as of September 1, 2017 to Indenture of Mortgage and Deed of
Trust dated as of March 1, 1944 between DTE Gas Company and Citibank, N.A. (Exhibit 10-108 to DTE
Energy’s Form 10-Q for the quarter ended September 30, 2017). (2017 First Mortgage Bonds Series C and
D)
Forty-ninth Supplemental Indenture dated as of August 1, 2018, to Indenture of Mortgage and Deed of
Trust, dated as of March 1, 1944, between DTE Gas Company and Citibank, N.A., trustee (Exhibit 4-300
to DTE Energy’s Form 10-Q for the quarter ended September 30, 2018). (2018 Series B and C)
Fiftieth Supplemental Indenture dated as of October 1, 2019, to Indenture of Mortgage and Deed of Trust,
dated as of March 1, 1944, between DTE Gas Company and Citibank, N.A., trustee (Exhibit 4-307 to DTE
Energy’s Form 10-Q for the quarter ended September 30, 2019). (2019 Series D and E)
Form of Indemnification Agreement between DTE Energy Company and each of Gerard M. Anderson,
JoAnn Chavez, David E. Meador, Gerardo Norcia, David Ruud and non-employee Directors (Exhibit 10-1
to DTE Energy’s Form 8-K dated December 6, 2007)
Certain arrangements pertaining to the employment of Gerard M. Anderson with The Detroit Edison
Company, dated October 6, 1993 (Exhibit 10-48 to The Detroit Edison Company's Form 10-K for the year
ended December 31, 1993)
Certain arrangements pertaining to the employment of David E. Meador with The Detroit Edison
Company, dated January 14, 1997 (Exhibit 10-5 to The Detroit Edison Company’s Form 10-K for the year
ended December 31, 1996)
DTE Energy Company Annual Incentive Plan (Exhibit 10-44 to DTE Energy’s Form 10-Q for the quarter
ended March 31, 2001)
DTE Energy Company Long-Term Incentive Plan Amended and Restated Effective May 3, 2018 (Exhibit
4-3 to DTE Energy's Form S-8 filed on June 27, 2018)
DTE Energy Company Retirement Plan for Non-Employee Directors' Fees (as Amended and Restated
effective as of December 31, 1998) (Exhibit 10-31 to DTE Energy’s Form 10-K for the year ended
December 31, 1998)
The Detroit Edison Company Supplemental Long-Term Disability Plan, dated January 27, 1997
(Exhibit 10-4 to The Detroit Edison Company’s Form 10-K for the year ended December 31, 1996)
Description of Executive Life Insurance Plan (Exhibit 10-47 to DTE Energy’s Form 10-Q for the quarter
ended June 30, 2002)
DTE Energy Affiliates Nonqualified Plans Master Trust, effective as of August 15, 2013 (Exhibit 10-87 to
DTE Energy’s Form 10-Q for the quarter ended September 30, 2013)
First Amendment to DTE Energy Affiliates Nonqualified Plans Master Trust, effective as of March 15,
2015 (Exhibit 10-94 to DTE Energy’s Form 10-Q for the quarter ended March 15, 2015)
Form of Director Restricted Stock Agreement (Exhibit 10.1 to DTE Energy’s Form 8-K dated June 23,
2005)
Form of Director Restricted Stock Agreement pursuant to the DTE Energy Company Long-Term Incentive
Plan (Exhibit 10.1 to DTE Energy’s Form 8-K dated June 29, 2006)
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
165
X
X
X
10(a)
10(b)
10(c)
10(d)
10(e)
10(f)
10(g)
10(h)
10(i)
10(j)
10(k)
Exhibit Number
10(l)
10(m)
10(n)
10(o)
10(p)
10(q)
10(r)
Description
DTE
Energy
DTE
Electric
DTE Energy Company Executive Supplemental Retirement Plan as Amended and Restated, effective as of
January 1, 2005 (Exhibit 10.75 to DTE Energy’s Form 10-K for the year ended December 31, 2008)
First Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Amended and
Restated Effective January 1, 2005) dated as of December 2, 2009 (Exhibit 10.1 to DTE Energy’s Form 8-
K dated December 8, 2009)
Second Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Amended and
Restated Effective January 1, 2005) dated as of May 5, 2011 (Exhibit 10.80 to DTE Energy’s Form 10-Q
for the quarter ended March 31, 2012)
Third Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Amended and
Restated Effective January 1, 2005) dated as of February 3, 2016 (Exhibit 10.96 to DTE Energy's Form 10-
K for the year ended December 31, 2015)
Fourth Amendment to the DTE Energy Company Executive Supplemental Retirement Plan (Amended and
Restated Effective January 1, 2005) dated as of March 13, 2020 (Exhibit 10.109 to DTE Energy’s Form 10-
Q for the quarter ended March 31, 2020)
DTE Energy Company Supplemental Retirement Plan as Amended and Restated, effective as of January 1,
2005 (Exhibit 10.76 to DTE Energy’s Form 10-K for the year ended December 31, 2008)
First Amendment to the DTE Energy Company Supplemental Retirement Plan (Amended and Restated,
effective as of January 1, 2005) dated as of March 19, 2013 (Exhibit 10.92 to Form DTE Energy’s 10-K for
the year ended December 31, 2014)
Second Amendment to the DTE Energy Company Supplemental Retirement Plan (Amended and Restated,
effective as of January 1, 2005) dated as of November 11, 2014 (Exhibit 10.93 to DTE Energy’s Form 10-
K for the year ended December 31, 2014)
DTE Energy Company Supplemental Savings Plan as Amended and Restated, effective as of January 1,
2005 (Exhibit 10.77 to DTE Energy’s Form 10-K for the year ended December 31, 2008)
Second Amendment to the DTE Energy Supplemental Savings Plan dated as of November 13, 2012
(Exhibit 10.81 to DTE Energy’s Form 10-K for the year ended December 31, 2012)
DTE Energy Company Executive Deferred Compensation Plan as Amended and Restated, effective as of
January 1, 2005 (Exhibit 10.78 to DTE Energy’s Form 10-K for the year ended December 31, 2008)
First Amendment to DTE Energy Company Executive Deferred Compensation Plan as Amended and
Restated, effective as of January 1, 2005, dated as of February 4, 2016 (Exhibit 10.98 to DTE Energy’s
Form 10-K for the year ended December 31, 2015)
DTE Energy Company Plan for Deferring the Payment of Directors' Fees as Amended and Restated,
effective as of January 1, 2005 (Exhibit 10.79 to DTE Energy’s Form 10-K for the year ended
December 31, 2008)
First Amendment, dated as of June 25, 2015, to the DTE Energy Company Plan for Deferring the Payment
of Directors’ Fees (as Amended and Restated effective as of January 1, 2005) (Exhibit 10.95 to DTE
Energy’s Form 10-Q for the quarter ended June 30, 2015)
DTE Energy Company Deferred Stock Compensation Plan for Non-Employee Directors as Amended and
Restated, effective January 1, 2005 (Exhibit 10.80 to DTE Energy’s Form 10-K for the year ended
December 31, 2008)
Form of Third Amended and Restated DTE Energy Company Five-Year Credit Agreement, dated as of
October 21, 2011 and amended and restated as of April 16, 2015, by and among DTE Energy Company,
the lenders party thereto, Citibank, N.A., as Administrative Agent, and Barclays Bank PLC, The Bank of
Nova Scotia and JPMorgan Chase Bank, N.A. as Co-Syndication Agents (Exhibit 10.01 to DTE Energy
Company's Form 8-K filed on April 21, 2015)
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
166
Exhibit Number
10(s)
10(t)
10(u)
10(v)
10(w)
10(x)
10(y)
10(z)
Description
Request for Extension of Termination Date, dated as of April 16, 2017, to the Third Amended and Restated
Five-Year Credit Agreement, dated as of October 21, 2011, amended and restated as of April 5, 2013, and
amended and restated as of April 16, 2015, by and among DTE Energy, the lenders party thereto, Citibank,
N.A., as Administrative Agent, and Barclays Bank PLC, The Bank of Nova Scotia and JPMorgan Chase
Bank, N.A, as Co-Syndication Agents (Exhibit 10.104 to DTE Energy’s Form 10-Q for the quarter ended
June 30, 2017)
Form of Third Amended and Restated DTE Gas Company Five-Year Credit Agreement, dated as of
October 21, 2011 and amended and restated as of April 16, 2015, by and among DTE Gas Company, the
lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and Barclays Bank PLC,
Citibank, N.A., and Bank of America, N.A., as Co-Syndication Agents (Exhibit 10.02 to DTE Energy
Company's Form 8-K filed on April 21, 2015)
Request for Extension of Termination Date, dated as of April 16, 2017, to the Third Amended and Restated
Five-Year Credit Agreement, dated as of October 21, 2011, amended and restated as of April 5, 2013, and
amended and restated as of April 16, 2015, by and among DTE Gas the lenders party thereto, JPMorgan
Chase Bank, N.A., as Administrative Agent, and Barclays Bank PLC, Citibank, N.A. and Bank of America,
N.A., as Co-Syndication Agents (Exhibit 10.105 to DTE Energy’s Form 10-Q for the quarter ended June
30, 2017)
Form of Third Amended and Restated DTE Electric Company Five-Year Credit Agreement, dated as of
October 21, 2011 and amended and restated as of April 16, 2015, by and among DTE Electric Company,
the lenders party thereto, Barclays Bank PLC, as Administrative Agent, and Citibank N.A., JPMorgan
Chase Bank, N.A., and Wells Fargo Bank, National Association as Co-Syndication Agents (Exhibit 10.01
to DTE Energy Company's and DTE Electric Company's Form 8-K filed on April 21, 2015)
Request for Extension of Termination Date, dated as of April 16, 2017, to the Third Amended and Restated
Five-Year Credit Agreement, dated as of October 21, 2011, amended and restated as of April 5, 2013, and
further amended and restated as of April 16, 2015, by and among DTE Electric Company, the lenders party
thereto, Barclays Bank PLC., as Administrative Agent, and Citibank, N.A., JPMorgan Chase Bank, N.A.
and Wells Fargo Bank, National Association as Co-Syndication Agents (Exhibit 10.106 to DTE Energy’s
and DTE Electric Company's Form 10-Q for the quarter ended June 30, 2017)
Form of Change-in-Control Agreement, dated as of March 3, 2014, between DTE Energy Company and
each of Gerard M. Anderson, JoAnn Chavez, Trevor F. Lauer, David E. Meador and Gerardo Norcia
(Exhibit 10.1 to DTE Energy Company’s Form 8-K filed on March 3, 2014)
Form of Change-In-Control Severance Agreement dated as of July 1, 2014, between DTE Energy
Company and each of Lisa A. Muschong, Matthew T. Paul, Mark C. Rolling, David Slater and Mark W.
Stiers (Exhibit 10-91 to DTE Energy’s Form 10-Q for the quarter ended June 30, 2014)
First Amendment to DTE Energy Company Executive Performance Plan Effective May 7, 2015, dated as
of February 3, 2016 (Exhibit 10.97 to DTE Energy's Form 10-K for the year ended December 31, 2015)
Certain arrangements pertaining to the employment of Gerardo Norcia, dated July 1, 2019 (Exhibit 10.107
to DTE Energy's Form 10-K for the year ended December 31, 2019)
Transition and Separation Agreement between Peter Oleksiak and DTE Energy Corporate Services, LLC,
for the benefit of DTE Energy Company dated March 23, 2020 (Exhibit 10.108 to DTE Energy’s Form 10-
Q for the quarter ended March 31, 2020
Term Loan Credit Agreement, dated as of March 24, 2020, by and among DTE Energy Company and the
lenders party thereto, US. Bank National Association as Administrative Agent and Sole Book Runner and
U.S. Bank National Association, KeyBanc Capital Markets Inc. and PNC Capital Markets LLC, as Joint
Lead Arrangers (Exhibit 10.110 to DTE Energy’s Form 10-Q for the quarter ended March 31, 2020
167
DTE
Energy
X
DTE
Electric
X
X
X
X
X
X
X
X
X
X
X
X
Exhibit Number
10(aa)
10(bb)
10(cc)
10(dd)
10(ee)
Description
DTE
Energy
DTE
Electric
Term Loan Credit Agreement, dated as of March 27, 2020, by and among DTE Energy Company and the
lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and JPMorgan Chase Bank,
N.A., as Lead Arranger and Sole Book Runner (Exhibit 10.111 to DTE Energy’s Form 10-Q for the quarter
ended March 31, 2020)
Term Loan Credit Agreement, dated as of April 3, 2020, by and among DTE Gas Company and the lenders
party thereto, The Bank of Nova Scotia as Administrative Agent and The Bank of Nova Scotia as Lead
Arranger and Sole Book Runner (Exhibit 10.112 to DTE Energy’s Form 10-Q for the quarter ended March
31, 2020)
Term Loan Credit Agreement, dated as of April 8, 2020, by and among DTE Electric Company and the
lenders party thereto, The Barclays Bank PLC as Administrative Agent and The Barclays Bank PLC as
Lead Arranger and Sole Book Runner (Exhibit 10.113 to DTE Energy’s Form 10-Q for the quarter ended
March 31, 2020)
Term Loan Agreement, dated as of April 16, 2020, by and among DTE Electric Company and the lenders
party thereto, Mizuhu Bank, Ltd. as Administrative Agent, Lead Arranger and Sole Book Runner (Exhibit
10.114 to DTE Energy’s Form 10-Q for the quarter ended March 31, 2020)
Term Loan Credit Agreement, dated as of June 30, 2020, by and among DTE Energy Company and the
lenders party thereto, Bank of Montreal as Administrative Agent and BMO Capital Markets Corp as Lead
Arranger and Sole Book Runner (Exhibit 10.115 to DTE Energy’s Form 10-Q for the quarter ended June
30, 2020)
X
X
X
X
X
X
X
168
Item 16. Form 10-K Summary
None.
169
DTE Energy Company
Schedule II — Valuation and Qualifying Accounts
Allowance for Doubtful Accounts (shown as deduction from Accounts receivable in DTE Energy's
Consolidated Statements of Financial Position)
Balance at Beginning of Period
Additions:
Charged to costs and expenses
Charged to other accounts
(a)
(b)
Deductions
Balance at End of Period
_______________________________________
(a) Collection of accounts previously written off.
(b) Uncollectible accounts written off.
2020
Year Ending December 31,
2019
(In millions)
2018
$
$
91
$
103
50
(140)
104
$
91
$
111
56
(167)
91
$
DTE Electric Company
Schedule II — Valuation and Qualifying Accounts
Allowance for Doubtful Accounts (shown as deduction from Accounts receivable in DTE Electric's
Consolidated Statements of Financial Position)
Balance at Beginning of Period
Additions:
Charged to costs and expenses
Charged to other accounts
(a)
(b)
Deductions
Balance at End of Period
_______________________________________
(a) Collection of accounts previously written off.
(b) Uncollectible accounts written off.
170
2020
Year Ending December 31,
2019
(In millions)
2018
$
$
46
$
61
30
(80)
57
$
53
$
65
36
(108)
46
$
49
140
55
(153)
91
31
85
36
(99)
53
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, DTE Energy Company has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Signatures
Date: February 19, 2021
DTE ENERGY COMPANY
(Registrant)
/S/ GERARDO NORCIA
Gerardo Norcia
President and
Chief Executive Officer
By:
171
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of DTE Energy
Company and in the capacities and on the date indicated.
By:
By:
By:
By:
By:
By:
By:
/S/ GERARDO NORCIA
Gerardo Norcia
President,
Chief Executive Officer, and Director
(Principal Executive Officer)
/S/ MARK C. ROLLING
Mark C. Rolling
Vice President, Controller, and Chief Accounting Officer
(Principal Accounting Officer)
/S/ GERARD M. ANDERSON
Gerard M. Anderson
Executive Chairman, and Director
/S/ DAVID A. BRANDON
David A. Brandon, Director
/S/ CHARLES G. MCCLURE JR.
Charles G. McClure Jr., Director
/S/ GAIL J. MCGOVERN
Gail J. McGovern, Director
/S/ MARK A. MURRAY
Mark A. Murray, Director
Date: February 19, 2021
By:
By:
By:
By:
By:
By:
By:
172
/S/ DAVID RUUD
David Ruud
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
/S/ RUTH G. SHAW
Ruth G. Shaw, Director
/S/ ROBERT C. SKAGGS, JR.
Robert C. Skaggs, Jr., Director
/S/ DAVID A. THOMAS
David A. Thomas, Director
/S/ GARY TORGOW
Gary Torgow, Director
/S/ JAMES H. VANDENBERGHE
James H. Vandenberghe, Director
/S/ VALERIE M. WILLIAMS
Valerie M. Williams, Director
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, DTE Electric Company has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Signatures
By:
DTE ELECTRIC COMPANY
(Registrant)
/S/ GERARDO NORCIA
Gerardo Norcia
President and
Chief Executive Officer
Date: February 19, 2021
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of DTE Electric
Company and in the capacities and on the date indicated.
By:
By:
By:
/S/ GERARDO NORCIA
Gerardo Norcia
President,
Chief Executive Officer, and Director
(Principal Executive Officer)
/S/ MARK C. ROLLING
Mark C. Rolling
Vice President, Controller, and Chief Accounting Officer
(Principal Accounting Officer)
/S/ LISA A. MUSCHONG
Lisa A. Muschong, Director
By:
By:
Date: February 19, 2021
/S/ DAVID RUUD
David Ruud
Chief Financial Officer, and Director
(Principal Financial Officer)
/S/ JOANN CHAVEZ
JoAnn Chavez, Director
Supplemental Information to be Furnished with Reports Filed Pursuant to Section 15(d) of the Securities Exchange Act of 1934 by Registrants Which Have Not
Registered Securities Pursuant to Section 12 of the Securities Exchange Act of 1934.
No annual report, proxy statement, form of proxy, or other proxy soliciting material has been sent to security holders of DTE Electric Company during the period
covered by this Annual Report on Form 10-K for the fiscal year ended December 31, 2020.
173
Exhibit 4.320
DESCRIPTION OF THE REGISTRANT’S SECURITIES
REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES
EXCHANGE ACT OF 1934
As of the end of its most recent fiscal year, DTE Energy Company (“DTE Energy,” “we,” “our,” or “us”) had three series of junior subordinated debentures
issued prior to 2020 registered under Section 12 of the Securities Exchange Act of 1934, as amended:
•
•
•
2016 Series B 5.375% Junior Subordinated Debentures due 2076 the (“2016 Series B debentures”);
2016 Series F 6.00% Junior Subordinated Debentures due 2076 (the “2016 Series F debentures”); and
2017 Series E 5.25% Junior Subordinated Debentures due 2077 (the “2017 Series E debentures”).
DESCRIPTION OF JUNIOR SUBORDINATED DEBENTURES
The following summary sets forth the specific terms and provisions of the junior subordinated debentures. The summary is not complete, and is qualified by
reference to the terms and provisions of the junior subordinated debentures and the indenture described below, which have been incorporated by reference as
exhibits to the Annual Report on Form 10-K of which this exhibit forms a part. We encourage you to read the below-referenced indenture, as supplemented, for
additional information.
General
Each series of junior subordinated debentures were issued under the Indenture, dated as of April 9, 2001, between DTE Energy and The Bank of New York
Mellon Trust Company, N.A., as successor trustee, as supplemented. The junior subordinated debentures are our unsecured obligations and will be subordinate in
right of payment to our Senior Indebtedness (as described below under “Subordination”). The 2016 Series B debentures were initially issued in an aggregate
principal amount of $300,000,000. The 2016 Series F debentures were initially issued in an aggregate principal amount of $280,000,000. The 2017 Series E
debentures were initially issued in an aggregate principal amount of $400,000,000.
The 2016 Series B debentures, the 2016 Series F debentures and the 2017 Series E debentures are each listed on the New York Stock Exchange under the
trading symbols “DTJ,” “DTY” and “DTW,” respectively.
The indenture does not limit the amount of indebtedness that we may issue. As of December 31, 2020, approximately $8.1 billion aggregate principal
amount of senior debt securities, excluding current maturities, and $1.2 billion of junior subordinated debentures were issued and outstanding under the indenture.
On December 31, 2020, we and our subsidiaries had consolidated long-term indebtedness of approximately $15.6 billion, substantially all of which would be
effectively senior to the junior subordinated debentures.
The authorized denominations for each series of junior subordinated debentures are $25 and integral multiples thereof.
Interest and Principal
The 2016 Series B debentures bear interest at a rate of 5.375% per year, payable in arrears quarterly March 1, June 1, September 1 and December 1 of each
year, subject to deferral as described below under “Deferral of Payment Periods.” The 2016 Series F debentures bear interest at a rate of 6.00% per year, payable in
arrears quarterly March 15, June 15, September 15 and December 15 of each year, subject to deferral as described below under “Deferral of Payment Periods.” The
2017 Series E debentures bear interest at a rate of 5.25% per year, payable in arrears quarterly March 1, June 1, September 1 and December 1 of each year, subject
to deferral as described below under “Deferral of Payment Periods.”
The 2016 Series B debentures will mature and become due and payable, together with any accrued and unpaid interest thereon, on June 1, 2076. The 2016
Series F debentures will mature and become due and payable, together with any accrued and unpaid interest thereon, on December 15, 2076. The 2017 Series E
debentures will mature and become due and payable, together with any accrued and unpaid interest thereon, on December 1, 2077.
1
Interest will be paid to the person in whose name the applicable junior subordinated debenture is registered at the close of business on the date (whether or
not such day is a business day) fifteen calendar days immediately preceding the applicable interest payment date, except that interest not punctually paid will be
payable to the person in whose name the applicable junior subordinated debenture is registered as of the close of business on a special record date established in
accordance with the provisions of the indenture, or otherwise as provided in the indenture. The amount of interest payable will be computed on the basis of a 360-
day year consisting of twelve 30-day months and, for any period shorter than a quarter, on the basis of the actual number of days elapsed per 30-day month.
“Business day” means any day other than a Saturday or Sunday or a day on which commercial banks in the state of New York are required or authorized by
law or executive order to be closed. In the event that any interest payment date, redemption date or maturity date is not a business day, then the required payment
of principal and interest will be made on the next succeeding day that is a business day (and without any interest or other payment in respect of any such delay). If,
however, that business day is in the next calendar year, payment will be made on the immediately preceding business day, in each case with the same force and
effect as if made on the payment date.
Redemption
We may redeem the junior subordinated debentures at our option, in whole or in part, (i) on or after June 1, 2021 in the case of the 2016 Series B debentures,
(ii) on or after December 15, 2021 in the case of the 2016 Series F debentures and (iii) on or after December 1, 2022 in the case of the 2017 Series E debentures. In
each case, the redemption price will be 100% of the principal amount of such junior subordinated debentures being redeemed plus accrued and unpaid interest to,
but excluding, the redemption date.
In addition, we may redeem the 2016 Series B, 2016 Series F and 2017 Series E debentures before such dates in whole, but not in part, within 90 days
following the occurrence and continuance of a Tax Event (defined below). In such case, the redemption price will be (i) 100% of the principal amount of such
junior subordinated debentures being redeemed plus accrued and unpaid interest to, but excluding, the redemption date in the case of the 2016 Series B debentures
and the 2016 Series F debentures, and (ii) 101% of the principal amount of such junior subordinated debentures being redeemed plus accrued and unpaid interest
to, but excluding, the redemption date in the case of the 2017 Series E debentures.
We may also redeem the junior subordinated debentures at our option, in whole but not in part, before such dates stated above, at any time within 90 days
after the conclusion of any review or appeal process instituted by us following the occurrence and continuance of a Rating Agency Event (defined below). In this
event, the redemption price will be 102% of the principal amount of such junior subordinated debentures being redeemed plus accrued and unpaid interest to, but
excluding, the redemption date.
Notice of any redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each holder of junior subordinated
debentures to be redeemed at such holder’s registered address. Unless DTE Energy defaults in payment of the redemption price, on and after the redemption date
interest shall cease to accrue on the junior subordinated debentures called for redemption. If the junior subordinated debentures are only partially redeemed, the
junior subordinated debentures will be redeemed pro rata or by lot or by any other method utilized by the trustee; provided that if, at the time of redemption, the
junior subordinated debentures are registered as a global certificate held by a depositary, the depositary shall determine, in accordance with its procedures, the
principal amount of such junior subordinated debentures held by each depositary participant to be redeemed.
The junior subordinated debentures will not be entitled to the benefit of a sinking fund or be subject to redemption at the option of the holder.
Redemption following a Tax Event
We will have the right to redeem all, but not fewer than all, of each series of junior subordinated debentures, at the redemption prices and prior to the dates
described above, at any time within 90 days following the occurrence and continuation of a Tax Event. A Tax Event means that DTE Energy has received an
opinion of nationally recognized independent tax counsel experienced in such matters to the effect that, as a result of:
•
any amendment to, change or announced proposed change in the laws or regulations of the United States or any of its political subdivisions or taxing
authorities affecting taxation,
2
•
•
any amendment to or change in an interpretation or application of such laws or regulations by any legislative body, court, governmental agency or
regulatory authority, or
any interpretation or pronouncement that provides for a position with respect to those laws or regulations that differs from the generally accepted
position on the date the junior subordinated debentures are issued
which amendment or change becomes effective or proposed change, pronouncement, interpretation, action or decision is announced on or after the date of the
applicable prospectus supplement relating to the junior subordinated debentures, there is more than an insubstantial risk that interest payable on the junior
subordinated debentures is not or within 90 days of the date of the opinion would not be deductible, in whole or in part, by us for United States federal income tax
purposes.
Our right to redeem the junior subordinated debentures due to a Tax Event is subject to the condition that, if we have the opportunity to eliminate, within the
90-day period, the Tax Event by taking some ministerial action that will have no adverse effect on us or the holders of the junior subordinated debentures and will
involve no material cost, we will pursue such measures in lieu of redemption. We cannot redeem the junior subordinated debentures while we are pursuing any
such ministerial action.
Redemption following a Rating Agency Event
We will have the right to redeem each series of junior subordinated debentures, in whole but not in part, prior to the dates described above at any time within
90 days after the conclusion of any review or appeal process instituted by us following the occurrence and continuation of a Rating Agency Event (as defined
below), at a redemption price equal to 102% of the principal amount of such junior subordinated debentures being redeemed plus accrued and unpaid interest to the
redemption date.
“Rating Agency Event” means a change in the methodology published by any nationally recognized statistical rating organization within the meaning of
Section 3(a)(62) of the Exchange Act (sometimes referred to in this exhibit as a “rating agency”) that currently publishes a rating for us in assigning equity credit
to securities such as the junior subordinated debentures, as such methodology is in effect on the date of issuance of the applicable prospectus supplement relating to
the series of junior subordinated debenture (the “current criteria”), which change results in a lower equity credit being assigned by such rating agency to the junior
subordinated debentures as of the date of such change than the equity credit that would have been assigned to the junior subordinated debentures as of the date of
such change by such rating agency pursuant to its current criteria.
Deferral of Payment Periods
So long as there is no event of default under the indenture with respect to the applicable series of junior subordinated debentures, we may defer interest
payments on each series junior subordinated debentures for a period of up to 40 consecutive quarters; except that no such deferral period may extend beyond the
maturity of the junior subordinated debentures. During this period, the interest on the junior subordinated debentures will still accrue at the applicable annual rate.
In addition, interest on the deferred interest will accrue at the applicable annual rate, compounded quarterly, to the extent permitted by law.
Before the end of any deferral period that is shorter than 40 consecutive quarters, we may further defer the period, so long as the entire deferral period does
not exceed 40 consecutive quarters or extend beyond the maturity or redemption date, if earlier, of the junior subordinated debentures. We may also elect to shorten
the length of any deferral period. At the end of any deferral period, if all amounts then due on the junior subordinated debentures, including interest on unpaid
interest, have been paid, we may elect to begin a new deferral period.
If we defer payment on the junior subordinated debentures, neither we nor our majority-owned subsidiaries may:
•
•
declare or pay any dividend or distribution on DTE Energy Company capital stock;
redeem, purchase, acquire or make a liquidation payment with respect to, any DTE Energy Company capital stock;
3
• make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any DTE Energy Company indebtedness that is
equal in right of payment with, or junior to, the junior subordinated debentures; or
• make any guarantee payments with respect to any DTE Energy Company guarantee of indebtedness of our subsidiaries or any other party that is equal in
right of payment with, or junior to, the junior subordinated debentures.
However, during an interest deferral period, we may (a) pay dividends or distributions payable solely in shares of common stock or options, warrants or
rights to subscribe for or purchase shares of our common stock, (b) declare any dividend in connection with the implementation of a plan providing for the issuance
by us to all holders of our common stock of rights entitling them to subscribe for or purchase common stock or any class or series of preferred stock, which rights
(1) are deemed to be transferred with such common stock, (2) are not exercisable and (3) are also issued in respect of future issuances of common stock, in each
case until the occurrence of a specified event or events (a “Rights Plan”), (c) issue any of our shares of capital stock under any Rights Plan or redeem or repurchase
any rights distributed pursuant to a Rights Plan, (d) reclassify our capital stock or exchange or convert one class or series of our capital stock for another class or
series of our capital stock, (e) purchase fractional interests in shares of our capital stock pursuant to the conversion or exchange provisions of such capital stock or
the security being converted or exchanged, and (f) purchase common stock related to the issuance of common stock or rights under our dividend reinvestment plan
or any of our benefit plans for our directors, officers, employees, consultants or advisors.
We will give the holders of the junior subordinated debentures and the trustee notice of our election or any shortening or extension of the deferral period at
least ten business days prior to the earlier of (1) the next succeeding interest payment date or (2) the date upon which we are required to give notice to the New
York Stock Exchange or any applicable self-regulatory organization or to holders of the junior subordinated debentures of the record or payment date of the related
interest payment.
Subordination
The junior subordinated debentures are our unsecured obligations and will be subordinate and junior in right of payment, to the extent set forth in the
indenture, to all our Senior Indebtedness as defined below. If:
• we make a payment or distribution of any of our assets to creditors upon our dissolution, winding-up, liquidation or reorganization, whether in
bankruptcy, insolvency or otherwise,
•
•
a default beyond any grace period has occurred and is continuing with respect to the payment of principal, interest or any other monetary amounts due
and payable on any Senior Indebtedness, or
the maturity of any Senior Indebtedness has been accelerated because of a default on that Senior Indebtedness,
then the holders of Senior Indebtedness generally will have the right to receive payment, in the case of the first event above, of all amounts due or to become due
upon that Senior Indebtedness, and, in the case of the second and third events above, of all amounts due on that Senior Indebtedness, or we must make provision
for those payments, before the holders of any junior subordinated debentures have the right to receive any payments of principal or interest on their junior
subordinated debentures.
If the trustee or any holder of junior subordinated debentures receives any payment or distribution on account of the junior subordinated debentures before
all of our Senior Indebtedness is paid in full, then that payment or distribution will be paid over, or delivered and transferred to, the holders of our Senior
Indebtedness at the time outstanding.
The rights of the holders of the junior subordinated debentures will be subrogated to the rights of the holders of our Senior Indebtedness to the extent of any
payment we made to the holders of our Senior Indebtedness that otherwise would have been made to the holders of the junior subordinated debentures but for the
subordination provisions. No payments on account of principal or any premium or interest in respect of the junior subordinated debenturess may be made if there
has occurred and is continuing a default in any payment with respect to Senior Indebtedness or an event of default with respect to any Senior Indebtedness resulting
in the acceleration of its maturity, or if any judicial proceeding is pending with respect to any default.
4
Each series of junior subordinated debentures will rank equally with each other and any of our other outstanding junior subordinated debentures and any
other pari passu junior subordinated debentures we may issue from time to time. The junior subordinated debentures will be effectively junior to all obligations of
our subsidiaries. Our obligations under the junior subordinated debentures are not guaranteed by our subsidiaries.
Senior Indebtedness will be entitled to the benefits of the subordination provisions in the indenture irrespective of the amendment, modification or waiver of
any term of the Senior Indebtedness. We may not amend the indenture to change adversely the subordination provisions applicable to any outstanding junior
subordinated debentures without the consent of each holder of Senior Indebtedness that the amendment would adversely affect.
“Senior Indebtedness,” for purposes of the junior subordinated debentures of each series, means all Indebtedness, whether outstanding on the date of
issuance of the junior subordinated debentures of the applicable series or thereafter created, assumed or incurred, except Indebtedness ranking equally with the
junior subordinated debentures or Indebtedness ranking junior to the junior subordinated debentures. Senior Indebtedness does not include obligations to trade
creditors or indebtedness of DTE Energy to its subsidiaries. Senior Indebtedness with respect to the junior subordinated debentures of any particular series will
continue to be Senior Indebtedness with respect to the junior subordinated debentures of such series and be entitled to the benefits of the subordination provisions
irrespective of any amendment, modification or waiver of any term of such Senior Indebtedness.
“Indebtedness ranking equally with the junior subordinated debentures,” for purposes of junior subordinated debentures of the applicable series, means
Indebtedness, whether outstanding on the date of issuance of the junior subordinated debentures or thereafter created, assumed or incurred, to the extent the
Indebtedness specifically by its terms ranks equally with and not prior to the junior subordinated debentures in the right of payment upon the happening of the
dissolution, winding-up, liquidation or reorganization of DTE Energy. The securing of any Indebtedness otherwise constituting Indebtedness ranking equally with
the junior subordinated debentures will not prevent the Indebtedness from constituting Indebtedness ranking equally with the junior subordinated debentures.
“Indebtedness ranking junior to the junior subordinated debentures,” for purposes of junior subordinated debentures of the applicable series, means any
Indebtedness, whether outstanding on the date of issuance of the junior subordinated debentures of the applicable series or thereafter created, assumed or incurred,
to the extent the Indebtedness by its terms ranks junior to and not equally with or prior to:
•
•
the junior subordinated debentures, and
any other Indebtedness ranking equally with the junior subordinated debentures,
in right of payment upon the happening of the dissolution, winding-up, liquidation or reorganization of DTE Energy. The securing of any Indebtedness otherwise
constituting Indebtedness ranking junior to the junior subordinated debentures will not prevent the Indebtedness from constituting Indebtedness ranking junior to
the junior subordinated debentures.
“Indebtedness” means:
•
•
•
•
•
•
•
indebtedness for borrowed money;
obligations for the deferred purchase price of property or services (other than trade payables not overdue by more than 60 days incurred in the ordinary
course of business);
obligations evidenced by notes, bonds, debentures or other similar instruments;
obligations created or arising under any conditional sale or other title retention agreement with respect to acquired property;
obligations as lessee under leases that have been or should be, in accordance with accounting principles generally accepted in the United States,
recorded as capital leases;
obligations, contingent or otherwise, in respect of acceptances, letters of credit or similar extensions of credit;
obligations in respect of interest rate swap, cap or collar agreements, interest rate future or option contracts, currency swap agreements, currency future
or option contracts and other similar agreements;
5
•
•
guarantees of Indebtedness of others, directly or indirectly, or Indebtedness in effect guaranteed directly or indirectly through an agreement (1) to pay or
purchase such Indebtedness or to advance or supply funds for the payment or purchase of such Indebtedness, (2) to purchase, sell or lease property, or to
purchase or sell services, primarily for the purpose of enabling the debtor to make payment of such Indebtedness or to assure the holder of such
Indebtedness against loss, (3) to supply funds to or in any other manner invest in the debtor or (4) otherwise to assure a creditor against loss; and
Indebtedness described above secured by any lien (as defined in the indenture) on property.
Consolidation, Merger and Sale of Assets
DTE Energy may, without the consent of the holders of the junior subordinated debentures, consolidate or merge with or into, or convey, transfer or lease
our properties and assets as an entirety or substantially as an entirety to, any person or permit any person to consolidate with or merge into us or convey, transfer or
lease its properties and assets substantially as an entirety to us, as long as:
•
•
•
•
•
if DTE Energy merges into or consolidates with, or transfers its properties and assets as an entirety (or substantially as an entirety) to any person, such
person is a corporation, partnership or trust, organized and validly existing under the laws of the United States of America, any state thereof or the
District of Columbia;
any successor person (if not DTE Energy) assumes by supplemental indenture, the due and punctual payment of the principal of, any premium and
interest on and any additional amounts with respect to all the junior subordinated debentures issued thereunder, and the performance of our obligations
under the indenture and the junior subordinated debentures issued thereunder, and provides for conversion or exchange rights in accordance with the
provisions of the junior subordinated debentures of any series that are convertible or exchangeable into common stock or other securities;
no event of default under the indenture has occurred and is continuing after giving effect to the transaction;
no event which, after notice or lapse of time or both, would become an event of default under the indenture has occurred and is continuing after giving
effect to the transaction; and
certain other conditions are met.
Upon any merger or consolidation described above or conveyance or transfer of the properties and assets of DTE Energy as or substantially as an entirety as
described above, the successor person will succeed to DTE Energy’s obligations under the indenture and, except in the case of a lease, the predecessor person will
be relieved of such obligations.
The indenture does not prevent or restrict any conveyance or other transfer, or lease, of any part of the properties of DTE Energy which does not constitute
the entirety, or substantially the entirety, thereof.
Events of Default under the Indenture
The following are the “events of default” applicable to each series of junior subordinated debentures:
•
•
•
default for 30 days in the payment of any installment of interest payable on the junior subordinated debentures when due and payable (except for the
deferral of interest payments as discussed above in “Deferral of Payment Periods”);
default in the payment of the principal of the junior subordinated debentures when due and payable; or
certain events of bankruptcy, insolvency or similar reorganization, receivership or liquidation of DTE Energy.
With respect to the junior subordinated debentures, a failure to comply with covenants under the indenture does not constitute an event of default.
If an event of default with respect to the junior subordinated debentures of any series occurs and is continuing, either the trustee or the holders of at least
25% in aggregate principal amount of the outstanding junior subordinated debentures of that series may declare the principal amount of the junior subordinated
debentures of that series to be due and payable immediately. At any time after a declaration of acceleration has been made, but before a judgment or decree for
payment of money has been obtained by the trustee, and subject to applicable law and certain other
6
provisions of the indenture, the holders of a majority in aggregate principal amount of the junior subordinated debentures of that series may, under certain
circumstances, rescind and annul the acceleration. If an event of default occurs pertaining to certain events of bankruptcy, insolvency or reorganization specified in
the indenture as described in the third bullet point above, the principal amount and accrued and unpaid interest and any additional amounts payable in respect of the
junior subordinated debentures of that series, or a lesser amount as provided for in the junior subordinated debentures of that series, will be immediately due and
payable without any declaration or other act by the trustee or any holder.
The indenture provides that within 90 days after the occurrence of any default under the indenture with respect to the junior subordinated debentures of any
series, the trustee must transmit to the holders of the junior subordinated debentures of such series, in the manner set forth in the indenture, notice of the default
known to the trustee, unless the default has been cured or waived. However, except in the case of a default in the payment of the principal of (or premium, if any)
or interest or any additional amounts or in the payment of any sinking fund installment with respect to, any debt security of such series, the trustee may withhold
such notice if and so long as the board of directors, the executive committee or a trust committee of directors or responsible officers of the trustee has in good faith
determined that the withholding of such notice is in the interest of the holders of junior subordinated debentures of such series.
If an event of default occurs and is continuing with respect to the junior subordinated debentures of any series, the trustee may in its discretion proceed to
protect and enforce its rights and the rights of the holders of junior subordinated debentures of such series by all appropriate judicial proceedings.
The indenture further provides that, subject to the duty of the trustee during any default to act with the required standard of care, the trustee will be under no
obligation to exercise any of its rights or powers under the indenture at the request or direction of any of the holders of junior subordinated debentures, unless that
requesting holder has offered to the trustee reasonable indemnity. Subject to such provisions for the indemnification of the trustee, and subject to applicable law
and certain other provisions of the indenture, the holders of a majority in aggregate principal amount of the outstanding junior subordinated debentures of a series
will have the right to direct the time, method and place of conducting any proceeding for any remedy available to the trustee, or exercising any trust or power
conferred on the trustee, with respect to the junior subordinated debentures of such series.
The indenture provides that no holder of any junior subordinated debentures of a series will have any right to institute any proceeding with respect to the
indenture for the appointment of a receiver or for any other remedy thereunder unless:
•
•
•
that holder has previously given the trustee written notice of a continuing event of default;
the holders of 25% in aggregate principal amount of the outstanding junior subordinated debentures of that series have made written request to the
trustee to institute proceedings in respect of that event of default and have offered the trustee reasonable indemnity against costs and liabilities incurred
in complying with such request; and
for 60 days after receipt of such notice, the trustee has failed to institute any such proceeding and no direction inconsistent with such request has been
given to the trustee during such 60-day period by the holders of a majority in aggregate principal amount of outstanding junior subordinated debentures
of that series.
Furthermore, no holder will be entitled to institute any such action if and to the extent that such action would disturb or prejudice the rights of other holders.
However, each holder has an absolute and unconditional right to receive payment when due and to bring a suit to enforce that right.
Under the indenture, we are required to furnish to the trustee annually a statement as to our performance of certain of our obligations under the indenture and
as to any default in such performance. We are also required to deliver to the trustee, within five days after occurrence thereof, written notice of any event that after
notice or lapse of time or both would constitute an event of default.
Modification and Waiver
DTE Energy and the trustee may generally modify certain provisions of the indenture with the consent of the holders of not less than a majority in aggregate
principal amount of the junior subordinated debentures of each series
7
affected by the modification, except that no such modification or amendment may, without the consent of the holder of each debt security affected thereby:
•
•
•
•
•
change the stated maturity of the principal of, or any installment of principal of, or any premium or interest on, or any additional amounts with respect
to, any junior subordinated debenture issued under the indenture;
reduce the principal amount of, or premium or interest on, or any additional amounts with respect to, any junior subordinated debenture issued under the
indenture;
change the place of payment or the coin or currency in which any junior subordinated debenture issued under that indenture or any premium or any
interest on that junior subordinated debenture or any additional amounts with respect to that debt security is payable;
reduce the percentage in principal amount of the outstanding junior subordinated debentures, the consent of whose holders is required under the
indenture in order to take certain actions;
change any of our obligations to maintain an office or agency in the places and for the purposes required by the indenture;
• modify any conversion or exchange provision in a manner adverse to holders of that debt security;
•
•
modify any of the subordination provisions in a manner adverse to holders of that debt security
impair the right to institute suit for the enforcement of any payment on or after the stated maturity of any junior subordinated debentures issued under
that indenture or, in the case of redemption, exchange or conversion, if applicable, on or after the redemption, exchange or conversion date or, in the
case of repayment at the option of any holder, if applicable, on or after the date for repayment; or
• modify any of the above provisions or certain provisions regarding the waiver of past defaults or the waiver of certain covenants, with limited
exceptions.
In addition, we and the trustee may, without the consent of any holders, modify provisions of the indenture for certain purposes, including, among other things:
•
•
•
•
•
•
•
evidencing the succession of another person to DTE Energy and the assumption by any such successor of the covenants of DTE
Energy in the indenture and in the debt securities;
adding to the covenants of DTE Energy for the benefit of the holders of debt securities (and if such covenants are to be for the
benefit of less than all series of debt securities, stating that such covenants are expressly being included solely for the benefit of such
series) or surrendering any right or power herein conferred upon DTE Energy with respect to the debt securities;
adding any additional events of default with respect to the junior subordinated debentures (and, if such event of default is applicable
to less than all series of junior subordinated debentures, specifying the series to which such event of default is applicable);
adding to or changing any provisions of the indenture to provide that bearer junior subordinated debentures may be registrable,
changing or eliminating any restrictions on the payment of principal of (or premium, if any) or interest on or any additional amounts
with respect to bearer junior subordinated debentures, permitting bearer junior subordinated debentures to be issued in exchange for
registered junior subordinated debentures, permitting bearer junior subordinated debentures to be issued in exchange for bearer
junior subordinated debenture of other authorized denominations or facilitating the issuance of junior subordinated debenture in
uncertificated form provided that any such action shall not adversely affect the interests of the holders of the junior subordinated
debentures in any material respect;
establishing the form or terms of junior subordinated debentures of any series;
evidencing and providing for the acceptance of appointment of a successor trustee and adding to or changing any of the provisions
of the indenture to facilitate the administration of the trusts;
curing any ambiguity, correcting or supplementing any provision in the indenture that may be defective or inconsistent with any
other provision therein, or making or amending any other provisions with respect to matters or questions arising under the indenture
which shall not adversely affect the interests of the holders of junior subordinated debentures of any series in any material respect;
8
• modifying, eliminating or adding to the provisions of the indenture to maintain the qualification of the indenture under the
Trust Indenture Act as the same may be amended from time to time;
•
adding to, deleting from or revising the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue,
authentication and delivery of junior subordinated debentures, as therein set forth;
• modifying, eliminating or adding to the provisions of any security to allow for such security to be held in certificated form;
•
securing the debt securities;
• making provisions with respect to conversion or exchange rights of holders of securities of any series;
•
amending or supplementing any provision contained therein or in any supplemental indenture, provided that no such amendment or
supplement will adversely affect the interests of the holders of any junior subordinated debentures then outstanding in any material
respect; or
• modifying, deleting or adding to any of the provisions of the indenture other than as contemplated above.
2
3
The holders of at least 66 / % in aggregate principal amount of junior subordinated debentures of any series issued under the indenture may, on behalf of the
holders of all junior subordinated debentures of that series, waive our compliance with certain restrictive provisions of the indenture. The holders of not less than a
majority in aggregate principal amount of junior subordinated debentures of any series issued under the indenture may, on behalf of all holders of junior
subordinated debentures of that series, waive any past default and its consequences under the indenture with respect to the junior subordinated debentures of that
series, except:
•
•
payment default with respect to junior subordinated debentures of that series; or
a default of a covenant or provision of the indenture that cannot be modified or amended without the consent of the holder of each junior subordinated
debenture of that series.
Governing Law
The indenture is, and the junior subordinated debentures will be, governed by, and construed in accordance with, the laws of the State of New York.
Concerning the Trustee
The Bank of New York Mellon Trust Company, N.A. is the successor trustee under the indenture. Affiliates of The Bank of New York Mellon Trust
Company, N.A. also act as a lender and provide other banking, trust and investment services in the ordinary course of business to DTE Energy and its affiliates.
Book-Entry Securities
The junior subordinated debentures trade through The Depository Trust Company (“DTC”). Each series of junior subordinated debentures is represented by
one or more global certificates and is be registered in the name of Cede & Co., as DTC’s nominee. DTC may discontinue providing its services as securities
depositary with respect to the junior subordinated debentures at any time by giving reasonable notice to us. Under those circumstances, in the event that a successor
securities depositary is not obtained, securities certificates will be printed and delivered to the holders of record. Additionally, we may decide to discontinue use of
the system of book entry transfers through DTC (or a successor depositary) with respect to the junior subordinated debentures. Upon receipt of a withdrawal
request from us, DTC will notify its participants of the receipt of a withdrawal request from us reminding participants that they may utilize DTC’s withdrawal
procedures if they wish to withdraw their securities from DTC, and DTC will process withdrawal requests submitted by participants in the ordinary course of
business. To the extent that the book-entry system is discontinued, certificates for the junior subordinated debentures will be printed and delivered to the holders of
record. Both we and the trustee have no responsibility for the performance by DTC or its direct and indirect participants of their respective obligations as described
herein or under the rules and procedures governing their respective operations. Payments of principal and interest will be made to DTC in immediately available
funds.
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Exhibit 4.321
DESCRIPTION OF THE REGISTRANT’S SECURITIES
REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES
EXCHANGE ACT OF 1934
As of the end of its most recent fiscal year, DTE Energy Company (“DTE Energy,” “we,” “our,” or “us”) had one series of junior subordinated debentures issued
during 2020 registered under Section 12 of the Securities Exchange Act of 1934, as amended:
•
2020 Series G 4.375% Junior Subordinated Debentures due 2080 (the “2020 Series G debentures” or the “junior subordinated debentures”)
DESCRIPTION OF JUNIOR SUBORDINATED DEBENTURES
The following summary sets forth the specific terms and provisions of the junior subordinated debentures. The summary is not complete, and is qualified by
reference to the terms and provisions of the junior subordinated debentures and the indenture described below, which have been incorporated by reference as
exhibits to the Annual Report on Form 10-K of which this exhibit forms a part. We encourage you to read the below-referenced indenture, as supplemented, for
additional information.
General
The 2020 Series G debentures were issued under the Indenture, dated as of April 9, 2001, between DTE Energy and The Bank of New York Mellon Trust
Company, N.A., as successor trustee, as supplemented. The 2020 Series G debentures are our unsecured obligations and will be subordinate in right of payment to
our Senior Indebtedness (as described below under “Subordination”). The 2020 Series G debentures were initially issued in an aggregate principal amount of
$230,000,000.
The 2020 Series G debentures are listed on the New York Stock Exchange under the trading symbol “DTB.”
The indenture does not limit the amount of indebtedness that we may issue. As of December 31, 2020, approximately $8.1 billion aggregate principal
amount of senior debt securities, excluding current maturities, and $1.2 billion of junior subordinated debentures were issued and outstanding under the indenture.
On December 31, 2020, we and our subsidiaries had consolidated long-term indebtedness of approximately $15.6 billion, substantially all of which would be
effectively senior to the junior subordinated debentures.
The authorized denominations for the junior subordinated debentures are $25 and integral multiples thereof.
Interest and Principal
The 2020 Series G debentures bear interest at a rate of 4.375% per year, payable in arrears quarterly on January 15, April 15, July 15 and October 15 of each
year, subject to deferral as described below under “Deferral of Payment Periods.”
The 2020 Series G debentures will mature and become due and payable, together with any accrued and unpaid interest thereon, on October 15, 2080.
Interest will be paid to the person in whose name the junior subordinated debenture is registered at the close of business on the date (whether or not such day
is a business day) fifteen calendar days immediately preceding the applicable interest payment date, except that interest not punctually paid will be payable to the
person in whose name the junior subordinated debenture is registered as of the close of business on a special record date established in accordance with the
provisions of the indenture, or otherwise as provided in the indenture. The amount of interest payable will be computed on the basis of a 360-day year consisting of
twelve 30-day months and, for any period shorter than a quarter, on the basis of the actual number of days elapsed per 30-day month.
“Business day” means any day other than a Saturday or Sunday or a day on which commercial banks in the state of New York are required or authorized by
law or executive order to be closed. In the event that any interest payment date, redemption date or maturity date is not a business day, then the required payment
of principal and interest will be made on the next succeeding day that is a business day (and without any interest or other payment in
1
respect of any such delay). If, however, that business day is in the next calendar year, payment will be made on the immediately preceding business day, in each
case with the same force and effect as if made on the payment date.
Redemption
We may redeem the 2020 Series G debentures at our option, in whole or in part, on or after October 15, 2025 at a redemption price of 100% of the principal
amount of such junior subordinated debentures being redeemed plus accrued and unpaid interest to, but excluding, the redemption date.
In addition, we may redeem the 2020 Series G debentures before October 15, 2025 in whole, but not in part, within 90 days following the occurrence and
continuance of a Tax Event (defined below) at a redemption price of 100% of the principal amount of junior subordinated debentures being redeemed plus accrued
and unpaid interest to, but excluding, the redemption date.
We may also redeem the junior subordinated debentures at our option, in whole but not in part, before such dates stated above, at any time within 90 days
after the conclusion of any review or appeal process instituted by us following the occurrence and continuance of a Rating Agency Event (defined below). In this
event, the redemption price will be 102% of the principal amount of the junior subordinated debentures debentures being redeemed plus accrued and unpaid
interest to, but excluding, the redemption date.
Notice of any redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each holder of junior subordinated
debentures to be redeemed at such holder’s registered address. Unless DTE Energy defaults in payment of the redemption price, on and after the redemption date
interest shall cease to accrue on the junior subordinated debentures called for redemption. If the junior subordinated debentures are only partially redeemed, the
junior subordinated debentures will be redeemed pro rata or by lot or by any other method utilized by the trustee; provided that if, at the time of redemption, the
junior subordinated debentures are registered as a global certificate held by a depositary, the depositary shall determine, in accordance with its procedures, the
principal amount of such junior subordinated debentures held by each depositary participant to be redeemed.
The junior subordinated debentures will not be entitled to the benefit of a sinking fund or be subject to redemption at the option of the holder.
Redemption following a Tax Event
We will have the right to redeem all, but not fewer than all, of the junior subordinated debentures at the redemption prices and prior to the dates described
above, at any time within 90 days following the occurrence and continuation of a Tax Event. A Tax Event means that DTE Energy has received an opinion of
nationally recognized independent tax counsel experienced in such matters to the effect that, as a result of:
•
•
•
any amendment to, change or announced proposed change in the laws or regulations of the United States or any of its political subdivisions or taxing
authorities affecting taxation,
any amendment to or change in an interpretation or application of such laws or regulations by any legislative body, court, governmental agency or
regulatory authority, or
any interpretation or pronouncement that provides for a position with respect to those laws or regulations that differs from the generally accepted
position on the date the junior subordinated debentures are issued
which amendment or change becomes effective or proposed change, pronouncement, interpretation, action or decision is announced on or after the date of the
prospectus supplement relating to the junior subordinated debentures, there is more than an insubstantial risk that interest payable on the junior subordinated
debentures is not or within 90 days of the date of the opinion would not be deductible, in whole or in part, by us for United States federal income tax purposes.
Our right to redeem the junior subordinated debentures due to a Tax Event is subject to the condition that, if we have the opportunity to eliminate, within the
90-day period, the Tax Event by taking some ministerial action that will have no adverse effect on us or the holders of the junior subordinated debentures and will
involve no material cost, we will pursue such measures in lieu of redemption. We cannot redeem the junior subordinated debentures while we are pursuing any
such ministerial action.
2
Redemption following a Rating Agency Event
We will have the right to redeem the junior subordinated debentures, in whole but not in part, prior to the dates described above at any time within 90 days
after the conclusion of any review or appeal process instituted by us following the occurrence and continuation of a Rating Agency Event (as defined below), at a
redemption price equal to 102% of the principal amount of the junior subordinated debentures being redeemed plus accrued and unpaid interest to the redemption
date.
“Rating Agency Event” means a change in the methodology published by any nationally recognized statistical rating organization within the meaning of
Section 3(a)(62) of the Exchange Act (sometimes referred to in this exhibit as a “rating agency”) that currently publishes a rating for us in assigning equity credit
to securities such as the junior subordinated debentures, as such methodology is in effect on the date of issuance of the applicable prospectus supplement relating to
the junior subordinated debentures (the “current criteria”), which change results in a lower equity credit being assigned by such rating agency to the junior
subordinated debentures as of the date of such change than the equity credit that would have been assigned to the junior subordinated debentures as of the date of
such change by such rating agency pursuant to its current criteria.
Deferral of Payment Periods
So long as there is no event of default under the indenture with respect to the junior subordinated debentures, we may defer interest payments on the junior
subordinated debentures for a period of up to 40 consecutive quarters; except that no such deferral period may extend beyond the maturity of the junior
subordinated debentures. During this period, the interest on the junior subordinated debentures will still accrue at the applicable annual rate. In addition, interest on
the deferred interest will accrue at the applicable annual rate, compounded quarterly, to the extent permitted by law.
Before the end of any deferral period that is shorter than 40 consecutive quarters, we may further defer the period, so long as the entire deferral period does
not exceed 40 consecutive quarters or extend beyond the maturity or redemption date, if earlier, of the junior subordinated debentures. We may also elect to shorten
the length of any deferral period. At the end of any deferral period, if all amounts then due on the junior subordinated debentures, including interest on unpaid
interest, have been paid, we may elect to begin a new deferral period.
If we defer payment on the junior subordinated debentures, neither we nor our majority-owned subsidiaries may:
•
•
declare or pay any dividend or distribution on DTE Energy Company capital stock;
redeem, purchase, acquire or make a liquidation payment with respect to, any DTE Energy Company capital stock;
• make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any DTE Energy Company indebtedness that is
equal in right of payment with, or junior to, the junior subordinated debentures; or
• make any guarantee payments with respect to any DTE Energy Company guarantee of indebtedness of our subsidiaries or any other party that is equal in
right of payment with, or junior to, the junior subordinated debentures.
However, during an interest deferral period, we may (a) pay dividends or distributions payable solely in shares of common stock or options, warrants or
rights to subscribe for or purchase shares of our common stock, (b) declare any dividend in connection with the implementation of a plan providing for the issuance
by us to all holders of our common stock of rights entitling them to subscribe for or purchase common stock or any class or series of preferred stock, which rights
(1) are deemed to be transferred with such common stock, (2) are not exercisable and (3) are also issued in respect of future issuances of common stock, in each
case until the occurrence of a specified event or events (a “Rights Plan”), (c) issue any of our shares of capital stock under any Rights Plan or redeem or repurchase
any rights distributed pursuant to a Rights Plan, (d) reclassify our capital stock or exchange or convert one class or series of our capital stock for another class or
series of our capital stock, (e) purchase fractional interests in shares of our capital stock pursuant to the conversion or exchange provisions of such capital stock or
the security being
3
converted or exchanged, and (f) purchase common stock related to the issuance of common stock or rights under our dividend reinvestment plan or any of our
benefit plans for our directors, officers, employees, consultants or advisors.
We will give the holders of the junior subordinated debentures and the trustee notice of our election or any shortening or extension of the deferral period at
least ten business days prior to the earlier of (1) the next succeeding interest payment date or (2) the date upon which we are required to give notice to the New
York Stock Exchange or any applicable self-regulatory organization or to holders of the junior subordinated debentures of the record or payment date of the related
interest payment.
Subordination
The junior subordinated debentures are our unsecured obligations and will be subordinate and junior in right of payment, to the extent set forth in the
indenture, to all our Senior Indebtedness as defined below. If:
• we make a payment or distribution of any of our assets to creditors upon our dissolution, winding-up, liquidation or reorganization, whether in
bankruptcy, insolvency or otherwise,
•
•
a default beyond any grace period has occurred and is continuing with respect to the payment of principal, interest or any other monetary amounts due
and payable on any Senior Indebtedness, or
the maturity of any Senior Indebtedness has been accelerated because of a default on that Senior Indebtedness,
then the holders of Senior Indebtedness generally will have the right to receive payment, in the case of the first event above, of all amounts due or to become due
upon that Senior Indebtedness, and, in the case of the second and third events above, of all amounts due on that Senior Indebtedness, or we must make provision
for those payments, before the holders of any junior subordinated debentures have the right to receive any payments of principal or interest on their junior
subordinated debentures.
If the trustee or any holder of junior subordinated debentures receives any payment or distribution on account of the junior subordinated debentures before
all of our Senior Indebtedness is paid in full, then that payment or distribution will be paid over, or delivered and transferred to, the holders of our Senior
Indebtedness at the time outstanding.
The rights of the holders of the junior subordinated debentures will be subrogated to the rights of the holders of our Senior Indebtedness to the extent of any
payment we made to the holders of our Senior Indebtedness that otherwise would have been made to the holders of the junior subordinated debentures but for the
subordination provisions. No payments on account of principal or any premium or interest in respect of the junior subordinated debentures may be made if there
has occurred and is continuing a default in any payment with respect to Senior Indebtedness or an event of default with respect to any Senior Indebtedness resulting
in the acceleration of its maturity, or if any judicial proceeding is pending with respect to any default.
The junior subordinated debentures will rank equally with our other outstanding junior subordinated debentures and any other pari passu junior subordinated
debentures we may issue from time to time. The junior subordinated debentures will be effectively junior to all obligations of our subsidiaries. Our obligations
under the junior subordinated debentures are not guaranteed by our subsidiaries.
Senior Indebtedness will be entitled to the benefits of the subordination provisions in the indenture irrespective of the amendment, modification or waiver of
any term of the Senior Indebtedness. We may not amend the indenture to change adversely the subordination provisions applicable to any outstanding junior
subordinated debentures without the consent of each holder of Senior Indebtedness that the amendment would adversely affect.
“Senior Indebtedness,” for purposes of the junior subordinated debentures of each series, means all Indebtedness, whether outstanding on the date of
issuance of the junior subordinated debentures of the applicable series or thereafter created, assumed or incurred, except Indebtedness ranking equally with the
junior subordinated debentures or Indebtedness ranking junior to the junior subordinated debentures. Senior Indebtedness does not include obligations to trade
creditors or indebtedness of DTE Energy to its subsidiaries. Senior Indebtedness with respect to the junior subordinated debentures of any particular series will
continue to be Senior Indebtedness with respect to the junior subordinated debentures of such series and be entitled to the benefits of the subordination provisions
irrespective of any amendment, modification or waiver of any term of such Senior Indebtedness.
4
“Indebtedness ranking equally with the junior subordinated debentures,” for purposes of junior subordinated debentures of the applicable series, means
Indebtedness, whether outstanding on the date of issuance of the junior subordinated debentures or thereafter created, assumed or incurred, to the extent the
Indebtedness specifically by its terms ranks equally with and not prior to the junior subordinated debentures in the right of payment upon the happening of the
dissolution, winding-up, liquidation or reorganization of DTE Energy. The securing of any Indebtedness otherwise constituting Indebtedness ranking equally with
the junior subordinated debentures will not prevent the Indebtedness from constituting Indebtedness ranking equally with the junior subordinated debentures.
“Indebtedness ranking junior to the junior subordinated debentures,” for purposes of junior subordinated debentures of the applicable series, means any
Indebtedness, whether outstanding on the date of issuance of the junior subordinated debentures of the applicable series or thereafter created, assumed or incurred,
to the extent the Indebtedness by its terms ranks junior to and not equally with or prior to:
•
•
the junior subordinated debentures, and
any other Indebtedness ranking equally with the junior subordinated debentures,
in right of payment upon the happening of the dissolution, winding-up, liquidation or reorganization of DTE Energy. The securing of any Indebtedness otherwise
constituting Indebtedness ranking junior to the junior subordinated debentures will not prevent the Indebtedness from constituting Indebtedness ranking junior to
the junior subordinated debentures.
“Indebtedness” means:
•
•
•
•
•
•
•
•
•
indebtedness for borrowed money;
obligations for the deferred purchase price of property or services (other than trade payables not overdue by more than 60 days incurred in the ordinary
course of business);
obligations evidenced by notes, bonds, debentures or other similar instruments;
obligations created or arising under any conditional sale or other title retention agreement with respect to acquired property;
obligations as lessee under leases that have been or should be, in accordance with accounting principles generally accepted in the United States,
recorded as capital leases;
obligations, contingent or otherwise, in respect of acceptances, letters of credit or similar extensions of credit;
obligations in respect of interest rate swap, cap or collar agreements, interest rate future or option contracts, currency swap agreements, currency future
or option contracts and other similar agreements;
guarantees of Indebtedness of others, directly or indirectly, or Indebtedness in effect guaranteed directly or indirectly through an agreement (1) to pay or
purchase such Indebtedness or to advance or supply funds for the payment or purchase of such Indebtedness, (2) to purchase, sell or lease property, or to
purchase or sell services, primarily for the purpose of enabling the debtor to make payment of such Indebtedness or to assure the holder of such
Indebtedness against loss, (3) to supply funds to or in any other manner invest in the debtor or (4) otherwise to assure a creditor against loss; and
Indebtedness described above secured by any lien (as defined in the indenture) on property.
Consolidation, Merger and Sale of Assets
DTE Energy may, without the consent of the holders of the junior subordinated debentures, consolidate or merge with or into, or convey, transfer or lease
our properties and assets as an entirety or substantially as an entirety to, any person or permit any person to consolidate with or merge into us or convey, transfer or
lease its properties and assets substantially as an entirety to us, as long as:
5
•
•
•
•
•
if DTE Energy merges into or consolidates with, or transfers its properties and assets as an entirety (or substantially as an entirety) to any person, such
person is a corporation, partnership or trust, organized and validly existing under the laws of the United States of America, any state thereof or the
District of Columbia;
any successor person (if not DTE Energy) assumes by supplemental indenture, the due and punctual payment of the principal of, any premium and
interest on and any additional amounts with respect to all the junior subordinated debentures issued thereunder, and the performance of our obligations
under the indenture and the junior subordinated debentures issued thereunder, and provides for conversion or exchange rights in accordance with the
provisions of the junior subordinated debentures of any series that are convertible or exchangeable into common stock or other securities;
no event of default under the indenture has occurred and is continuing after giving effect to the transaction;
no event which, after notice or lapse of time or both, would become an event of default under the indenture has occurred and is continuing after giving
effect to the transaction; and
certain other conditions are met.
Upon any merger or consolidation described above or conveyance or transfer of the properties and assets of DTE Energy as or substantially as an entirety as
described above, the successor person will succeed to DTE Energy’s obligations under the indenture and, except in the case of a lease, the predecessor person will
be relieved of such obligations.
The indenture does not prevent or restrict any conveyance or other transfer, or lease, of any part of the properties of DTE Energy which does not constitute
the entirety, or substantially the entirety, thereof.
Events of Default under the Indenture
The following are the “events of default” applicable to junior subordinated debentures:
•
•
•
default for 30 days in the payment of any installment of interest payable on the junior subordinated debentures when due and payable (except for the
deferral of interest payments as discussed above in “Deferral of Payment Periods”);
default in the payment of the principal of the junior subordinated debentures when due and payable; or
certain events of bankruptcy, insolvency or similar reorganization, receivership or liquidation of DTE Energy.
With respect to the junior subordinated debentures, a failure to comply with covenants under the indenture does not constitute an event of default.
If an event of default with respect to the junior subordinated debentures of any series occurs and is continuing, either the trustee or the holders of at least
25% in aggregate principal amount of the outstanding junior subordinated debentures of that series may declare the principal amount of the junior subordinated
debentures of that series to be due and payable immediately. At any time after a declaration of acceleration has been made, but before a judgment or decree for
payment of money has been obtained by the trustee, and subject to applicable law and certain other provisions of the indenture, the holders of a majority in
aggregate principal amount of the junior subordinated debentures of that series may, under certain circumstances, rescind and annul the acceleration. If an event of
default occurs pertaining to certain events of bankruptcy, insolvency or reorganization specified in the indenture as described in the third bullet point above, the
principal amount and accrued and unpaid interest and any additional amounts payable in respect of the junior subordinated debentures of that series, or a lesser
amount as provided for in the junior subordinated debentures of that series, will be immediately due and payable without any declaration or other act by the trustee
or any holder.
The indenture provides that within 90 days after the occurrence of any default under the indenture with respect to the junior subordinated debentures of any
series, the trustee must transmit to the holders of the junior subordinated debentures of such series, in the manner set forth in the indenture, notice of the default
known to the trustee, unless the default has been cured or waived. However, except in the case of a default in the payment of the
6
principal of (or premium, if any) or interest or any additional amounts or in the payment of any sinking fund installment with respect to, any debt security of such
series, the trustee may withhold such notice if and so long as the board of directors, the executive committee or a trust committee of directors or responsible
officers of the trustee has in good faith determined that the withholding of such notice is in the interest of the holders of junior subordinated debentures of such
series.
If an event of default occurs and is continuing with respect to the junior subordinated debentures of any series, the trustee may in its discretion proceed to
protect and enforce its rights and the rights of the holders of junior subordinated debentures of such series by all appropriate judicial proceedings.
The indenture further provides that, subject to the duty of the trustee during any default to act with the required standard of care, the trustee will be under no
obligation to exercise any of its rights or powers under the indenture at the request or direction of any of the holders of junior subordinated debentures, unless that
requesting holder has offered to the trustee reasonable indemnity. Subject to such provisions for the indemnification of the trustee, and subject to applicable law
and certain other provisions of the indenture, the holders of a majority in aggregate principal amount of the outstanding junior subordinated debentures of a series
will have the right to direct the time, method and place of conducting any proceeding for any remedy available to the trustee, or exercising any trust or power
conferred on the trustee, with respect to the junior subordinated debentures of such series.
The indenture provides that no holder of any junior subordinated debentures of a series will have any right to institute any proceeding with respect to the
indenture for the appointment of a receiver or for any other remedy thereunder unless:
•
•
•
that holder has previously given the trustee written notice of a continuing event of default;
the holders of 25% in aggregate principal amount of the outstanding junior subordinated debentures of that series have made written request to the
trustee to institute proceedings in respect of that event of default and have offered the trustee reasonable indemnity against costs and liabilities incurred
in complying with such request; and
for 60 days after receipt of such notice, the trustee has failed to institute any such proceeding and no direction inconsistent with such request has been
given to the trustee during such 60-day period by the holders of a majority in aggregate principal amount of outstanding junior subordinated debentures
of that series.
Furthermore, no holder will be entitled to institute any such action if and to the extent that such action would disturb or prejudice the rights of other holders.
However, each holder has an absolute and unconditional right to receive payment when due and to bring a suit to enforce that right.
Under the indenture, we are required to furnish to the trustee annually a statement as to our performance of certain of our obligations under the indenture and
as to any default in such performance. We are also required to deliver to the trustee, within five days after occurrence thereof, written notice of any event that after
notice or lapse of time or both would constitute an event of default.
Modification and Waiver
DTE Energy and the trustee may generally modify certain provisions of the indenture with the consent of the holders of not less than a majority in aggregate
principal amount of the junior subordinated debentures of each series affected by the modification, except that no such modification or amendment may, without
the consent of the holder of each debt security affected thereby:
•
•
change the stated maturity of the principal of, or any installment of principal of, or any premium or interest on, or any additional amounts with respect
to, any junior subordinated debenture issued under the indenture;
reduce the principal amount of, or premium or interest on, or any additional amounts with respect to, any junior subordinated debenture issued under the
indenture;
7
•
•
•
change the place of payment or the coin or currency in which any junior subordinated debenture issued under that indenture or any premium or any
interest on that junior subordinated debenture or any additional amounts with respect to that debt security is payable;
reduce the percentage in principal amount of the outstanding junior subordinated debentures, the consent of whose holders is required under the
indenture in order to take certain actions;
change any of our obligations to maintain an office or agency in the places and for the purposes required by the indenture;
• modify any conversion or exchange provision in a manner adverse to holders of that debt security;
• modify any of the subordination provisions in a manner adverse to holders of that debt security
•
impair the right to institute suit for the enforcement of any payment on or after the stated maturity of any junior subordinated debentures issued under
that indenture or, in the case of redemption, exchange or conversion, if applicable, on or after the redemption, exchange or conversion date or, in the
case of repayment at the option of any holder, if applicable, on or after the date for repayment; or
• modify any of the above provisions or certain provisions regarding the waiver of past defaults or the waiver of certain covenants, with limited
exceptions.
In addition, we and the trustee may, without the consent of any holders, modify provisions of the indenture for certain purposes, including, among other things:
•
•
•
•
•
•
•
evidencing the succession of another person to DTE Energy and the assumption by any such successor of the covenants of DTE Energy in the indenture
and in the junior subordinated debentures;
adding to the covenants of DTE Energy for the benefit of the holders of the junior subordinated debentures (and if such covenants are to be for the
benefit of less than all series of junior subordinated debentures, stating that such covenants are expressly being included solely for the benefit of such
series) or surrendering any right or power herein conferred upon DTE Energy with respect to the junior subordinated debentures;
adding any additional events of default with respect to the junior subordinated debentures (and, if such event of default is applicable to less than all
series of junior subordinated debentures, specifying the series to which such event of default is applicable);
adding to or changing any provisions of the indenture to provide that bearer junior subordinated debentures may be registrable, changing or eliminating
any restrictions on the payment of principal of (or premium, if any) or interest on or any additional amounts with respect to bearer junior subordinated
debentures, permitting bearer junior subordinated debentures to be issued in exchange for registered junior subordinated debentures, permitting bearer
junior subordinated debentures to be issued in exchange for bearer junior subordinated debenture of other authorized denominations or facilitating the
issuance of junior subordinated debenture in uncertificated form provided that any such action shall not adversely affect the interests of the holders of
the junior subordinated debentures in any material respect;
establishing the form or terms of junior subordinated debentures of any series;
evidencing and providing for the acceptance of appointment of a successor trustee and adding to or changing any of the provisions of the indenture to
facilitate the administration of the trusts;
curing any ambiguity, correcting or supplementing any provision in the indenture that may be defective or inconsistent with any other provision therein,
or making or amending any other provisions with respect to matters or questions arising under the indenture which shall not adversely affect the interests
of the holders of junior subordinated debentures of any series in any material respect;
• modifying, eliminating or adding to the provisions of the indenture to maintain the qualification of the indenture under the Trust Indenture Act as the
•
same may be amended from time to time;
adding to, deleting from or revising the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and
delivery of junior subordinated debentures, as therein set forth;
• modifying, eliminating or adding to the provisions of any security to allow for such security to be held in certificated form;
8
•
securing the debt securities;
• making provisions with respect to conversion or exchange rights of holders of securities of any series;
•
amending or supplementing any provision contained therein or in any supplemental indenture, provided that no such amendment or supplement will
adversely affect the interests of the holders of any junior subordinated debentures then outstanding in any material respect; or
• modifying, deleting or adding to any of the provisions of the indenture other than as contemplated above.
3
2
The holders of at least 66 / % in aggregate principal amount of junior subordinated debentures of any series issued under the indenture may, on behalf of the
holders of all junior subordinated debentures of that series, waive our compliance with certain restrictive provisions of the indenture. The holders of not less than a
majority in aggregate principal amount of junior subordinated debentures of any series issued under the indenture may, on behalf of all holders of junior
subordinated debentures of that series, waive any past default and its consequences under the indenture with respect to the junior subordinated debentures of that
series, except:
•
•
payment default with respect to junior subordinated debentures of that series; or
a default of a covenant or provision of the indenture that cannot be modified or amended without the consent of the holder of each junior subordinated
debenture of that series.
Governing Law
The indenture is, and the junior subordinated debentures will be, governed by, and construed in accordance with, the laws of the State of New York.
Concerning the Trustee
The Bank of New York Mellon Trust Company, N.A. is the successor trustee under the indenture. Affiliates of The Bank of New York Mellon Trust
Company, N.A. also act as a lender and provide other banking, trust and investment services in the ordinary course of business to DTE Energy and its affiliates.
Book-Entry Securities
The junior subordinated debentures trade through The Depository Trust Company (“DTC”). Each series of junior subordinated debentures is represented by
one or more global certificates and is be registered in the name of Cede & Co., as DTC’s nominee. DTC may discontinue providing its services as securities
depositary with respect to the junior subordinated debentures at any time by giving reasonable notice to us. Under those circumstances, in the event that a successor
securities depositary is not obtained, securities certificates will be printed and delivered to the holders of record. Additionally, we may decide to discontinue use of
the system of book entry transfers through DTC (or a successor depositary) with respect to the junior subordinated debentures. Upon receipt of a withdrawal
request from us, DTC will notify its participants of the receipt of a withdrawal request from us reminding participants that they may utilize DTC’s withdrawal
procedures if they wish to withdraw their securities from DTC, and DTC will process withdrawal requests submitted by participants in the ordinary course of
business. To the extent that the book-entry system is discontinued, certificates for the junior subordinated debentures will be printed and delivered to the holders of
record. Both we and the trustee have no responsibility for the performance by DTC or its direct and indirect participants of their respective obligations as described
herein or under the rules and procedures governing their respective operations. Payments of principal and interest will be made to DTC in immediately available
funds.
9
DTE Energy Company’s principal subsidiaries as of December 31, 2020 are listed below. All other subsidiaries, if considered in the aggregate as a single
subsidiary, would not constitute a significant subsidiary.
SUBSIDIARIES OF DTE ENERGY COMPANY
Exhibit 21.16
Subsidiary
1. DTE Electric Company
2. DTE Electric Holdings, LLC
3. DTE Energy Resources, LLC
4. DTE Enterprises, Inc.
5. DTE Gas Company
6. DTE Gas Enterprises, LLC
7. DTE Gas Holdings, Inc.
8. DTE Pipeline Company
State of Incorporation
Michigan
Michigan
Delaware
Michigan
Michigan
Michigan
Michigan
Michigan
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Exhibit 23.40
We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-157769 and 333-230656) and Form S-8 (No. 333-
202343, 333-199746 and 333-225917) of DTE Energy Company of our report dated February 19, 2021 relating to the financial statements and financial statement
schedule and the effectiveness of internal control over financial reporting, which appears in this Form 10-K.
/s/ PricewaterhouseCoopers LLP
Detroit, Michigan
February 19, 2021
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Exhibit 23.41
We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 (No. 333-230656-01) of DTE Electric Company of our report dated
February 19, 2021 relating to the financial statements and financial statement schedule, which appears in this Form 10-K.
/s/ PricewaterhouseCoopers LLP
Detroit, Michigan
February 19, 2021
Exhibit 31.189
I, Gerardo Norcia, certify that:
FORM 10-K CERTIFICATION
1.
2.
3.
4.
I have reviewed this Annual Report on Form 10-K of DTE Energy Company;
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;
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;
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.
b.
c.
d.
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;
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;
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
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.
b.
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
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.
/S/ GERARDO NORCIA
Gerardo Norcia
President and
Chief Executive Officer of DTE Energy Company
Date: February 19, 2021
Exhibit 31.190
I, David Ruud, certify that:
FORM 10-K CERTIFICATION
1.
2.
3.
4.
I have reviewed this Annual Report on Form 10-K of DTE Energy Company;
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;
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;
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.
b.
c.
d.
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;
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;
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
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.
b.
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
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.
/S/ DAVID RUUD
David Ruud
Senior Vice President and
Chief Financial Officer of DTE Energy Company
Date: February 19, 2021
Exhibit 31.191
I, Gerardo Norcia, certify that:
FORM 10-K CERTIFICATION
1.
2.
3.
4.
I have reviewed this Annual Report on Form 10-K of DTE Electric Company;
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;
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;
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.
b.
c.
d.
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;
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;
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
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.
b.
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
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.
/S/ GERARDO NORCIA
Gerardo Norcia
President and
Chief Executive Officer of DTE Electric Company
Date: February 19, 2021
Exhibit 31.192
I, David Ruud, certify that:
FORM 10-K CERTIFICATION
1.
2.
3.
4.
I have reviewed this Annual Report on Form 10-K of DTE Electric Company;
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;
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;
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.
b.
c.
d.
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;
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;
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
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.
b.
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
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.
/S/ DAVID RUUD
David Ruud
Senior Vice President and
Chief Financial Officer of DTE Electric Company
Date: February 19, 2021
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Exhibit 32.189
In connection with the Annual Report on Form 10-K of DTE Energy Company for the year ended December 31, 2020, as filed with the Securities and Exchange
Commission on the date hereof (the “Report”), I, Gerardo Norcia, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002, that to the best of my knowledge and belief:
(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 results of operations of DTE Energy Company.
Date:
February 19, 2021
/S/ GERARDO NORCIA
Gerardo Norcia
President and
Chief Executive Officer of DTE Energy Company
A signed original of this written statement required by Section 906 has been provided to DTE Energy Company and will be retained by DTE Energy Company and
furnished to the Securities and Exchange Commission or its staff upon request.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Exhibit 32.190
In connection with the Annual Report on Form 10-K of DTE Energy Company for the year ended December 31, 2020, as filed with the Securities and Exchange
Commission on the date hereof (the “Report”), I, David Ruud, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002, that to the best of my knowledge and belief:
(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 results of operations of DTE Energy Company.
Date:
February 19, 2021
/S/ DAVID RUUD
David Ruud
Senior Vice President and
Chief Financial Officer of DTE Energy Company
A signed original of this written statement required by Section 906 has been provided to DTE Energy Company and will be retained by DTE Energy Company and
furnished to the Securities and Exchange Commission or its staff upon request.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Exhibit 32.191
In connection with the Annual Report on Form 10-K of DTE Electric Company for the year ended December 31, 2020, as filed with the Securities and Exchange
Commission on the date hereof (the “Report”), I, Gerardo Norcia, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002, that to the best of my knowledge and belief:
(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 results of operations of DTE Electric Company.
Date:
February 19, 2021
/S/ GERARDO NORCIA
Gerardo Norcia
Chairman of the Board and
Chief Executive Officer of DTE Electric Company
A signed original of this written statement required by Section 906 has been provided to DTE Electric Company and will be retained by DTE Electric Company
and furnished to the Securities and Exchange Commission or its staff upon request.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Exhibit 32.192
In connection with the Annual Report on Form 10-K of DTE Electric Company for the year ended December 31, 2020, as filed with the Securities and Exchange
Commission on the date hereof (the “Report”), I, David Ruud, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002, that to the best of my knowledge and belief:
(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 results of operations of DTE Electric Company.
Date:
February 19, 2021
/S/ DAVID RUUD
David Ruud
Senior Vice President and
Chief Financial Officer of DTE Electric Company
A signed original of this written statement required by Section 906 has been provided to DTE Electric Company and will be retained by DTE Electric Company
and furnished to the Securities and Exchange Commission or its staff upon request.