Xcel Energy 2012 Annual Report Download

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BEING
THERE
WHEN
IT
MATTERS
MOST AND
EVERY
DAY
IN
BETWEEN
ANNUAL REPORT 2012

Table of contents

  • Page 1
    BEING THERE WHEN IT MATTERS MOST AND EVERY DAY IN BETWEEN ANNUAL REPORT 2012

  • Page 2
    ... and natural gas company, with annual revenues of $10.1 billion. Based in Minneapolis, Minn., Xcel Energy operates in eight states. The company provides a comprehensive portfolio of energy-related products and services to 3.4 million electricity customers and 1.9 million natural gas customers. On...

  • Page 3
    ... are pleased to report that 2012 was an outstanding year for Xcel Energy. We met our financial goals, achieved ambitious operational targets, reached a new high for customer satisfaction, built on our unparalleled record of environmental leadership and worked hard for our communities. We continued...

  • Page 4
    Line Crew Foreman Paul Dorneman is focused on ensuring reliable XCEL ENERGY 2 A N N UA L R E P O R T 2 012 service for Xcel Energy customers.

  • Page 5
    ...deliver them at a good price for customers. Those efforts also create jobs and contribute to economic vitality. Most important, our customers enjoy safer, more reliable, cleaner electric and natural gas service. In Colorado, we are retiring older coal-fired power plants, replacing some of them with...

  • Page 6
    ... their energy costs. As an industry leader in energy management and efficiency, we offer a wide variety of programs for business and residential customers and work with them one on one in many cases to achieve those savings. In 2012, Xcel Energy customers set a new record for energy conservation...

  • Page 7
    XCEL ENERGY 5 A N N UA L R E P O R T 2 012

  • Page 8
    Dave DeCourcy, mechanical technician, helps keep Xcel Energy's power plants XCEL ENERGY 6 A N N UA L R E P O R T 2 012 on line and running well.

  • Page 9
    ... organizations. We APPRECIATING OUR EMPLOYEES Xcel Energy employees demonstrate their talent, dedication and expertise every day. That's especially apparent when they pitch in to help after a natural disaster. In 2012, we assisted Long Island Power Authority and American Electric Power (AEP) in the...

  • Page 10
    ... for assistance from Xcel Energy by name. Other Xcel Energy employees are hard at work at less visible but equally important tasks-from keeping power plants on line during a hot summer to ensuring the accuracy of regulatory requests or financial reports to helping customers with service or billing...

  • Page 11
    ....) 414 Nicollet Mall Minneapolis, MN 55401 (Address of principal executive offices) Registrant's telephone number, including area code: 612-330-5500 Securities registered pursuant to Section 12(b) of the Act: Title of each class Common Stock, $2.50 par value per share $7.60 Junior Subordinated Notes...

  • Page 12
    ... 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 ...Exhibits, Financial...

  • Page 13
    ... Light, Fuel and Power Company Colorado Interstate Gas Company Eloigne Company New Century Energies, Inc. Nuclear Management Company, LLC Northern States Power Company, a Minnesota corporation The integrated electric production and transmission system of NSP-Minnesota and NSP-Wisconsin managed by...

  • Page 14
    ... Rule Construction work in progress Edison Electric Institute Electric generating unit Earnings per share Effective tax rate Financial Accounting Standards Board Financial transmission right Generally accepted accounting principles Greenhouse gas International Financial Reporting Standards Low...

  • Page 15
    ... to construct Operating and maintenance Other comprehensive income Performance-based regulatory plan Polychlorinated biphenyl Private Fuel Storage, LLC PJM Interconnection, LLC Particulate matter Purchased power agreement Provident Life & Accident Insurance Company Potentially responsible party...

  • Page 16
    ... an interstate natural gas pipeline company, these companies comprise the continuing regulated utility operations. Xcel Energy Inc. was incorporated under the laws of Minnesota in 1909. Xcel Energy's executive offices are located at 414 Nicollet Mall, Minneapolis, Minn. 55401. Its website address is...

  • Page 17
    ... and water companies. SPS SPS is an operating utility engaged primarily in the generation, purchase, transmission, distribution and sale of electricity in portions of Texas and New Mexico. The wholesale customers served by SPS comprised approximately 33 percent of its total KWh sold in 2012. SPS...

  • Page 18
    ... approved by the regulators in each jurisdiction. The FCA allows NSP-Minnesota to bill customers for the cost of fuel and related costs used to generate electricity at its plants and energy purchased from other suppliers. In general, capacity costs are not recovered through the FCA. In addition...

  • Page 19
    .... These customers represented 0.05 percent of 2012 sales. Energy Sources and Related Transmission Initiatives NSP-Minnesota expects to use existing power plants, power purchases, CIP options, new generation facilities and expansion of existing power plants to meet its system capacity requirements...

  • Page 20
    ...a program for nuclear high-level waste management. This includes the siting, licensing, construction and operation of a repository for spent nuclear fuel from civilian nuclear power reactors and other high-level radioactive wastes at a permanent federal storage or disposal facility. Nuclear Geologic...

  • Page 21
    ... storage facility available in 2025 and a deep geologic repository available in 2048. Nuclear Spent Fuel Storage NSP-Minnesota has interim on-site storage for spent nuclear fuel at its Monticello and Prairie Island nuclear generating plants. As of Dec. 31, 2012, there were 29 casks loaded and stored...

  • Page 22
    ...life extension and uprate projects. In addition, despite the cancellation of the EPU project at the Prairie Island nuclear generating plant, NSP-Minnesota is implementing life cycle management improvements at the Prairie Island facilities to help ensure their safe and reliable operation through 2034...

  • Page 23
    ... owned electric generation, the percentage of total fuel requirements represented by each category of fuel and the total weighted average cost of all fuels. Coal* NSP System Generating Plants Cost Percent Nuclear Cost Percent Natural Gas Cost Percent Weighted Average Owned Fuel Cost 2012...$ 2011...

  • Page 24
    ... renewable energy programs, allows customers in Minnesota, Wisconsin, and Michigan to purchase a portion or all of their electricity from renewable sources. Approximately 24,000 and 23,000 customers purchased 184,000 MWh and 177,000 MWh of electricity under the Windsource program in 2012 and 2011...

  • Page 25
    ... FERC with respect to its wholesale electric operations, hydroelectric generation licensing, accounting practices, wholesale sales for resale, the transmission of electricity in interstate commerce, compliance with the NERC electric reliability standards, asset transactions and mergers, and natural...

  • Page 26
    ...to its facilities, rates, accounts, services and issuance of securities. PSCo is regulated by the FERC with respect to its wholesale electric operations, accounting practices, hydroelectric licensing, wholesale sales for resale, the transmission of electricity in interstate commerce, compliance with...

  • Page 27
    ... the Colorado SIP, including the proposed changes at the PSCo plants. PSCo's plan as of Dec. 31, 2012 is as follows: • Cherokee Units 2 and 1 were shut down in 2011 and 2012, respectively, and Cherokee Unit 3 (365 MW in total) is expected to be shut down by the end of 2016, after a new natural gas...

  • Page 28
    ... May 2009, PSCo and Tri-State Generation and Transmission Association filed a joint application with the CPUC for a 230 KV and 345 KV line and substation construction project. The line was intended to assist in bringing solar power in the San Luis Valley to customers. In March 2011, the CPUC granted...

  • Page 29
    ... of fuel consumed for owned electric generation, the percentage of total fuel requirements represented by each category of fuel and the total weighted average cost of all fuels. Coal PSCo Generating Plants Cost Percent Natural Gas Cost Percent Weighted Average Owned Fuel Cost 2012...$ 2011...2010...

  • Page 30
    ...limited on-site fuel oil storage facilities and primarily relies on the spot market for incremental supplies. Renewable Energy Sources PSCo's renewable energy portfolio includes wind, hydroelectric, biomass and solar power from both owned generating facilities and PPAs. As of Dec. 31, 2012, PSCo was...

  • Page 31
    ... commerce, compliance with NERC electric reliability standards, asset transactions and mergers, and natural gas transactions in interstate commerce. SPS has received authorization from the FERC to make wholesale electric sales at market-based prices. Fuel, Purchased Energy and Conservation Cost...

  • Page 32
    ... CCN - In August 2011, the PUCT approved SPS' request for a CCN to build a gas-fired combustion turbine generating unit at SPS' existing Jones Station in Lubbock, Texas (Jones Unit 4). This generating unit will add 168 MW of capacity to the SPS service territory. In February 2012, the NMPRC approved...

  • Page 33
    ... of fuel consumed for owned electric generation, the percentage of total fuel requirements represented by each category of fuel and the total weighted average cost of all fuels. Coal SPS Generating Plants Cost Percent Natural Gas Cost Percent Weighted Average Owned Fuel Cost 2012...$ 2011...2010...

  • Page 34
    ... Regulatory Developments The FERC has jurisdiction over rates for electric transmission service in interstate commerce and electricity sold at wholesale, hydro facility licensing, natural gas transportation, accounting practices and certain other activities of Xcel Energy Inc.'s utility subsidiaries...

  • Page 35
    ..., Wis. 345 KV transmission line. In July 2012, the FERC granted Xcel Energy Services Inc.'s and NSPWisconsin's complaint, ruling that the responsibilities to construct the La Crosse, Wis. to Madison, Wis. transmission line belong equally to both parties. In August 2012, American Transmission Company...

  • Page 36
    .... FERC action is anticipated in 2013. The NSP System has certain new transmission facilities for which other customers in MISO contribute to cost recovery. Likewise, the NSP System also pays a share of the costs of projects constructed by other transmission owning entities. The transmission revenues...

  • Page 37
    ... costs, operations or financial results, Xcel Energy is taking actions that are intended to comply with the Pipeline Safety Act and any related PHMSA regulations as they become effective. PSCo can generally recover costs to comply with the transmission and distribution integrity management programs...

  • Page 38
    ...alternative to annual fixed pipeline transportation charges to meet the peaks caused by firm space heating demand on extremely cold winter days. NSP-Minnesota is required to file for a change in natural gas supply contract levels to meet peak demand, to redistribute demand costs among classes, or to...

  • Page 39
    ...propane-air plants provide a cost-effective alternative to annual fixed pipeline transportation charges to meet the peaks caused by firm space heating demand on extremely cold winter days. NSP-Wisconsin is required to file a natural gas supply plan with the PSCW annually to change natural gas supply...

  • Page 40
    ... customers and is revised quarterly to allow for changes in natural gas rates. DSMCA - PSCo has a low-income energy assistance program. The costs of this energy conservation and weatherization program are recovered through the gas DSMCA. PSIA - Effective Jan. 1, 2012, the PSIA began to recover costs...

  • Page 41
    ... gas pipeline facilities connecting the generation facilities to interstate natural gas pipelines. SPS is subject to the jurisdiction of the FERC with respect to certain natural gas transactions in interstate commerce; and to the jurisdiction of the DOT and the PUCT for pipeline safety compliance...

  • Page 42
    ...fuels, such as natural gas, steam or chilled water for heating, cooling and manufacturing purposes, or the option of relocating their facilities to a lower cost region. The FERC has continued to promote competitive wholesale markets through open access transmission and other means. As a result, Xcel...

  • Page 43
    ...President and Chief Nuclear Officer, Xcel Energy Services Inc., February 2013 to present. Previously, Acting Chief Nuclear Officer, NSP-Minnesota, September 2012 to February 2013; Vice President, Engineering and Nuclear Regulatory Compliance and Licensing July 2012 to September 2012; Monticello Site...

  • Page 44
    ...; and Director, Financial Reporting and Technical Accounting, The Mosaic Company, January 2006 to March 2007. David M. Sparby, 58, Senior Vice President and Group President, Xcel Energy Services Inc., September 2011 to present. Previously, Vice President and Chief Financial Officer, Xcel Energy Inc...

  • Page 45
    ... services of corporate areas such as internal audit, the corporate controller and legal services. While Xcel Energy has developed a number of formal structures for risk management, many material risks affect the business as a whole and are managed across business areas. Management also communicates...

  • Page 46
    ...including siting and construction of facilities, customer service and the rates that we can charge customers. The FERC has jurisdiction, among other things, over wholesale rates for electric transmission service, the sale of electric energy in interstate commerce and certain natural gas transactions...

  • Page 47
    ...rating agencies. For example, Standard & Poor's calculates an imputed debt associated with capacity payments from purchased power contracts. An increase in the overall level of capacity payments would increase the amount of imputed debt, based on Standard & Poor's methodology. Therefore, Xcel Energy...

  • Page 48
    ... our results of operations. Our self-insured costs of health care benefits for eligible employees and costs for retiree health care plans have increased substantially in recent years. Increasing levels of large individual health care claims and overall health care claims could have an adverse impact...

  • Page 49
    ... such as generation fuels mix, availability of water for cooling, availability of fuel transportation, electric generation capacity, transmission, etc. Our subsidiary, NSP-Minnesota, is subject to the risks of nuclear generation. NSP-Minnesota's two nuclear stations, Prairie Island and Monticello...

  • Page 50
    ... covered by insurance could have a material effect on our financial position and results of operations. For our natural gas transmission or distribution lines located near populated areas, including residential areas, commercial business centers, industrial sites and other public gathering areas...

  • Page 51
    ... obtain. A disruption of the regional electric transmission grid, interstate natural gas pipeline infrastructure or other fuel sources, could negatively impact our business. Because our generation, transmission systems and local natural gas distribution companies are part of an interconnected system...

  • Page 52
    ... in revenues and may cause significant additional costs (e.g., penalties, third party claims, repairs, insurance or compliance) and potentially disrupt our supply and markets for natural gas, oil and other fuels. Although we maintain security measures designed to protect our information technology...

  • Page 53
    ... the noted generation values above. Therefore, the on-demand net dependable capacity is zero. Summer 2012 Net Dependable Capability (MW) NSP-Wisconsin Station, Location and Unit Fuel Installed Steam: Bay Front-Ashland, Wis., 3 Units ...Coal/Wood/Natural Gas 1948-1956 French Island-La Crosse, Wis...

  • Page 54
    ...wind conditions are sufficiently high enough to support the noted generation values above. Therefore, the on-demand net dependable capacity is zero. SPS Station, Location and Unit Fuel Installed Summer 2012 Net Dependable Capability (MW) Steam: Harrington-Amarillo, Texas, 3 Units ...Tolk-Muleshoe...

  • Page 55
    ... Equity Securities Quarterly Stock Data Xcel Energy Inc.'s common stock is listed on the New York Stock Exchange (NYSE). The trading symbol is XEL. The number of common shareholders of record as of Dec. 31, 2012 was approximately 73,414. The following are the reported high and low sales prices based...

  • Page 56
    Xcel Energy Inc.'s Articles of Incorporation place restrictions on the amount of common stock dividends it can pay when preferred stock is outstanding. On Oct. 31, 2011, Xcel Energy Inc. redeemed all series of its preferred stock. See Item 7 and Note 4 to the consolidated financial statements for ...

  • Page 57
    ... under the Xcel Energy Inc. 2005 Long-Term Incentive Plan. Purchases were authorized to be made in the open market pursuant to Rule 10b-18. Item 6 - Selected Financial Data (Millions of Dollars, Thousands of Shares, Except Per Share Data) 2012 2011 2010 2009 2008 Operating revenues ...$ Operating...

  • Page 58
    ... customers in portions of Colorado, Michigan, Minnesota, New Mexico, North Dakota, South Dakota, Texas and Wisconsin. Along with WYCO, a joint venture formed with CIG to develop and lease natural gas pipelines, storage and compression facilities, and WGI, an interstate natural gas pipeline company...

  • Page 59
    ... and customer satisfaction; Proactively taking actions to ensure public and employee safety related to our power plants, natural gas pipelines, and our transmission and distribution system; Pursuing environmental leadership by reducing emissions, and expanding renewable energy in a cost-effective...

  • Page 60
    ... earnings power. Xcel Energy's management uses ongoing earnings internally for financial planning and analysis, for reporting results to the Board of Directors and when communicating its earnings outlook to analysts and investors. 2012 Adjustment to GAAP Earnings Prescription drug tax benefit - In...

  • Page 61
    ... expenses. 2011 Comparison with 2010 Xcel Energy - Overall, ongoing earnings increased $0.10 per share for 2011. Ongoing earnings increased primarily due to higher electric margins as a result of warmer than normal summer weather across Xcel Energy's service territories and rate increases in various...

  • Page 62
    ... ongoing diluted earnings per share ...Components of change - 2011 vs. 2010 Higher electric margins ...Higher natural gas margins ...Higher operating and maintenance expenses ...Dilution from DSPP, benefit plans and the 2010 common equity issuance ...Higher taxes (other than income taxes) ...Higher...

  • Page 63
    ... the earnings contributions of Xcel Energy's business segments. (Millions of Dollars) 2012 Contributions to Income 2011 2010 Regulated electric income ...$ Regulated natural gas income ...All other (a) ...Xcel Energy Inc. and other costs (a) ...Total income - continuing operations ...(Loss...

  • Page 64
    ... firm natural gas customers. Electric Revenues and Margin Electric revenues and fuel and purchased power expenses are largely impacted by the fluctuation in the price of natural gas, coal and uranium used in the generation of electricity, but as a result of the design of fuel recovery mechanisms...

  • Page 65
    ... across all of the utility subsidiaries. Electric Margin (Millions of Dollars) 2012 vs. 2011 Retail rate increases (Colorado, Texas, New Mexico, Wisconsin, South Dakota, North Dakota, Michigan and Minnesota) ...$ Demand revenue ...Transmission revenue, net of costs ...Conservation and DSM incentive...

  • Page 66
    ...the cost recovery of the acquisition of the Rocky Mountain and Blue Spruce natural gas facilities at PSCo and retail rate increases in Minnesota, Wisconsin, Texas, North Dakota and Michigan. Electric Margin (Millions of Dollars) 2011 vs. 2010 Revenue requirements for PSCo gas generation acquisition...

  • Page 67
    ... in O&M expenses: (Millions of Dollars) 2012 vs. 2011 Employee benefits ...$ Pipeline system integrity costs ...SmartGridCity ...Prairie Island EPU ...Plant generation costs ...Bad debt expense ...Labor and contract labor ...Other, net ...Total increase in O&M expenses ...$ 57 36 20 11 10 (17...

  • Page 68
    ... and base rates. Overall, the programs are designed to encourage the operating companies and their retail customers to conserve energy or change energy usage patterns in order to reduce peak demand on the gas or electric system. This, in turn, reduces the need for additional plant capacity, reduces...

  • Page 69
    AFUDC - AFUDC increased $18.8 million for 2012, compared with 2011. The increase is primarily due to the expansion of PSCo's transmission facilities, additional construction related to the Colorado CACJA and life extension work at the Prairie Island nuclear generating plant. AFUDC decreased $5.4 ...

  • Page 70
    ... generation plants and lower emissions, and/or increase transmission investment cost. These non-fuel rate riders are expected to provide significant cash flows to enable recovery of costs incurred on a timely basis. For wholesale electric transmission services, Xcel Energy has, consistent with FERC...

  • Page 71
    ... and spent nuclear fuel disposal expenses, costs charged to operating expenses for environmental monitoring and disposal of hazardous materials and waste were approximately 263 million in 2012; $265 million in 2011; and $256 million in 2010. Xcel Energy estimates an average annual expense of...

  • Page 72
    ... to be refunded to customers in future rates or amounts collected in current rates for future costs. In other businesses or industries, regulatory assets and regulatory liabilities would generally be charged to net income or OCI. As of Dec. 31, 2012 and 2011, Xcel Energy has recorded regulatory...

  • Page 73
    ... from Dec. 31, 2011. The rate of return used to measure postretirement health care costs of 7.11 percent at Dec. 31, 2012 is a 36 basis point increase from Dec. 31, 2011. Xcel Energy set the discount rates used to value the Dec. 31, 2012 pension and postretirement health care obligations at 4.00...

  • Page 74
    ... based on expense as calculated using the aggregate normal cost actuarial method. Differences between aggregate normal cost and expense as calculated by pension accounting standards are deferred as a regulatory liability. Colorado, Texas, New Mexico and FERC jurisdictions allow the recovery...

  • Page 75
    ... was utilized for the period of operating costs related to interim dry cask storage of spent nuclear fuel and site restoration. Discount Rates - Changes in timing or estimated expected cash flows that result in upward revisions to the ARO are calculated using the then-current credit-adjusted risk...

  • Page 76
    ... physical purchase and sales contracts for electric capacity, energy and energy-related products and for various fuels used in generation and distribution activities. Commodity price risk is also managed through the use of financial derivative instruments. Xcel Energy's risk management policy allows...

  • Page 77
    .... 31, 2012 and 2011, a 100-basis-point change in the benchmark rate on Xcel Energy's variable rate debt would impact pretax interest expense annually by approximately $6.0 million and $2.9 million, respectively. See Note 11 to the consolidated financial statements for a discussion of Xcel Energy Inc...

  • Page 78
    ... income, changes in working capital due to timing of payments and the receipt of the nuclear waste disposal settlement of $100 million. These increases were partially offset by a $103 million increase between the periods in pension contributions. (Millions of Dollars) 2012 2011 2010 Net cash used...

  • Page 79
    ...Island EPU. (Millions of Dollars) Actual 2012 2013 2014 Forecast 2015 2016 2017 By Subsidiary NSP-Minnesota ...$ PSCo ...SPS ...NSP-Wisconsin ...WYCO ...Total capital expenditures ...$ By Function Electric generation ...$ Electric transmission ...Electric distribution ...Natural gas ...Nuclear fuel...

  • Page 80
    ... nuclear fuel and natural gas requirements. Additionally, the utility subsidiaries of Xcel Energy Inc. have entered into agreements with utilities and other energy suppliers for purchased power to meet system load and energy requirements, replace generation from company-owned units under maintenance...

  • Page 81
    ... paper and bank lines of credit. The amount and timing of short-term funding needs depend in large part on financing needs for construction expenditures, working capital and dividend payments. Short-Term Investments - Xcel Energy Inc., NSP-Minnesota, NSP-Wisconsin, PSCo and SPS maintain cash...

  • Page 82
    ... credit ratings. The commitment fees, calculated on the unused portion of the lines of credit, were reduced from a range of 10 to 35 basis points per year, to a range of 7.5 to 27.5 basis points per year, also based on applicable long-term credit ratings. NSP-Minnesota, PSCo, SPS and Xcel Energy Inc...

  • Page 83
    ... outstanding, respectively. In addition, Xcel Energy Inc.'s Articles of Incorporation authorize the issuance of seven million shares of $100 par value preferred stock. Xcel Energy Inc. had no shares of preferred stock outstanding on Dec. 31, 2012 and 2011. Xcel Energy Inc. and its subsidiaries have...

  • Page 84
    ... mortgage bonds in the first half of 2013. Financing plans are subject to change, depending on capital expenditures, internal cash generation, market conditions and other factors. Credit Ratings - Access to reasonably priced capital markets is dependent in part on credit and ratings. In 2011, Moody...

  • Page 85
    ... an audit report on the Xcel Energy Inc.'s internal control over financial reporting. Their report appears herein. /S/ BENJAMIN G.S. FOWKE III Benjamin G.S. Fowke III Chairman, President and Chief Executive Officer Feb. 22, 2013 /S/ TERESA S. MADDEN Teresa S. Madden Senior Vice President and Chief...

  • Page 86
    ... management. Our responsibility is to express an opinion on the financial statements and financial statement schedules based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan...

  • Page 87
    ... accompanying Management Report on Internal Controls over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight...

  • Page 88
    ... OF INCOME (amounts in thousands, except per share data) 2012 Year Ended Dec. 31 2011 2010 Operating revenues Electric ...$ 8,517,296 Natural gas ...1,537,374 Other ...73,553 Total operating revenues ...10,128,223 Operating expenses Electric fuel and purchased power ...Cost of natural gas sold...

  • Page 89
    XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (amounts in thousands) 2012 Year Ended Dec. 31 2011 2010 Net income ...Other comprehensive (loss) income Pension and retiree medical benefits: Net pension and retiree medical benefit losses arising during the period ...

  • Page 90
    ... ...Conservation and demand side management program amortization ...Nuclear fuel amortization ...Deferred income taxes ...Amortization of investment tax credits ...Allowance for equity funds used during construction ...Equity earnings of unconsolidated subsidiaries ...Dividends from unconsolidated...

  • Page 91
    XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (amounts in thousands, except share and per share data) Dec. 31 2012 Assets Current assets Cash and cash equivalents...Restricted cash ...Accounts receivable, net ...Accrued unbilled revenues ...Inventories ...Regulatory assets ......

  • Page 92
    ......Issuances of common stock ...Share-based compensation ...Balance at Dec. 31, 2011 ...Comprehensive income: Net income ...Other comprehensive loss ...Comprehensive income for 2012 ...Dividends declared on common stock ...Issuances of common stock ...Repurchase of common stock ...Purchase of common...

  • Page 93
    XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION (amounts in thousands, except share and per share data) Dec. 31 2012 2011 Long-Term Debt NSP-Minnesota First Mortgage Bonds, Series due: Aug. 28, 2012, 8% ...$ Aug. 15, 2015, 1.95% ...March 1, 2018, 5.25% ...(a) March 1, ...

  • Page 94
    XCEL ENERGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CAPITALIZATION - (Continued) (amounts in thousands, except share and per share data) Dec. 31 2012 2011 Long-Term Debt - continued NSP-Wisconsin First Mortgage Bonds, Series due: Oct. 1, 2018, 5.25% ...$ Sept. 1, 2038, 6.375% ...Oct. 1, ...

  • Page 95
    ...SPS. These utility subsidiaries serve electric and natural gas customers in portions of Colorado, Michigan, Minnesota, New Mexico, North Dakota, South Dakota, Texas and Wisconsin. Also included in Xcel Energy's operations are WGI, an interstate natural gas pipeline company, and WYCO, a joint venture...

  • Page 96
    ...and cost of sales. Xcel Energy Inc.'s utility subsidiaries have various rate-adjustment mechanisms in place that provide for the recovery of natural gas, electric fuel and purchased energy costs. These cost-adjustment tariffs may increase or decrease the level of revenue collected from customers and...

  • Page 97
    ... are included in Xcel Energy's rate base for establishing utility service rates. In addition to construction-related amounts, cost of capital also is recorded to reflect returns on capital used to finance conservation programs in Minnesota. Generally, AFUDC costs are recovered from customers as the...

  • Page 98
    ... own income tax benefits to its direct subsidiaries based on the relative positive tax liabilities of the subsidiaries. See Note 6 for further discussion of income taxes. Types of and Accounting for Derivative Instruments - Xcel Energy uses derivative instruments in connection with its interest rate...

  • Page 99
    ...in electric operating revenues in the consolidated statements of income. Xcel Energy's commodity trading operations are conducted by NSP-Minnesota, PSCo and SPS. Commodity trading activities are not associated with energy produced from Xcel Energy's generation assets or energy and capacity purchased...

  • Page 100
    .... Benefit Plans and Other Postretirement Benefits - Xcel Energy maintains pension and postretirement benefit plans for eligible employees. Recognizing the cost of providing benefits and measuring the projected benefit obligation of these plans under applicable accounting guidance requires management...

  • Page 101
    ...232 Dec. 31, 2012 Dec. 31, 2011 Electric plant ...$ 28,285,031 $ 27,254,541 Natural gas plant ...3,836,335 3,676,754 Common and other property ...1,480,558 1,546,643 Plant to be retired (a) ...152,730 151,184 Construction work in progress ...1,757,189 1,085,245 Total property, plant and equipment...

  • Page 102
    ... borrowings. At Dec. 31, 2012, Xcel Energy Inc. and its utility subsidiaries had the following committed credit facilities available: (Millions of Dollars) Credit Facility Drawn (a) Available Xcel Energy Inc...$ PSCo ...NSP-Minnesota ...SPS ...NSP-Wisconsin ...Total ...$ (a) 800.0 700.0 500.0 300...

  • Page 103
    ...entity be less than or equal to 65 percent. Each entity was in compliance at Dec. 31, 2012 and 2011, respectively, as evidenced by the table below: Debt-to-Total Capitalization Ratio 2012 2011 • Xcel Energy ...NSP-Wisconsin ...NSP-Minnesota ...SPS ...PSCo ... 56% 50 48 49 45 55% 50 48 48 45 If...

  • Page 104
    ... of income for 2011. The charters of PSCo and SPS authorize each subsidiary to issue 10 million shares of preferred stock with par values of $0.01 and $1.00 per share, respectively. However, at Dec. 31, 2012 and 2011, there were no preferred shares of subsidiaries outstanding. Xcel Energy Inc...

  • Page 105
    ... by Xcel Energy Inc.'s utility subsidiaries in jointly owned generation, transmission and gas facilities and the related ownership percentages as of Dec. 31, 2012: Plant in Service Accumulated Depreciation Construction Work in Progress (Thousands of Dollars) Ownership % NSP-Minnesota Electric...

  • Page 106
    ...'s and PSCo's share of operating expenses and construction expenditures are included in the applicable utility accounts. Each of the respective owners is responsible for providing its own financing. NSP-Minnesota is part owner of Sherco Unit 3, an 860 MW, coal - fueled electric generating unit...

  • Page 107
    ...tax years 2010 and 2011. State Audits- Xcel Energy files consolidated state tax returns based on income in its major operating jurisdictions of Colorado, Minnesota, Texas, and Wisconsin, and various other state income-based tax returns. As of Dec. 31, 2012, Xcel Energy's earliest open tax years that...

  • Page 108
    ... Dec. 31: 2012 2011 2010 Federal statutory rate...Increases (decreases) in tax from: Tax credits recognized, net of federal income tax expense ...Prescription drug tax benefit and Medicare Part D ...NOL carryback ...Regulatory differences - utility plant items ...Life insurance policies ...State...

  • Page 109
    ...with these awards. Restricted stock, granted to settle amounts due certain employees under the Xcel Energy Inc. Executive Annual Incentive Award Plan, is included in common shares outstanding when granted, pending remaining service conditions. Share-based compensation arrangements for which there is...

  • Page 110
    ... the open market at an average price of $26.42 per share. In addition, approximately 0.9 million shares of common stock were purchased in February 2012 through an agent independent of Xcel Energy to fulfill requirements for the employer match pursuant to the Xcel Energy 401(k) Savings Plan; the New...

  • Page 111
    ... employee is not entitled to the dividends on those shares. Restricted stock has a fair value equal to the market trading price of Xcel Energy Inc.'s stock at the grant date. Xcel Energy Inc. granted shares of restricted stock for the years ended Dec. 31 as follows: (Shares in Thousands) 2012 2011...

  • Page 112
    ...RSUs vested during 2011 at a total fair value of $30.1 million. Approximately 0.6 million RSUs vested during 2010 at a total fair value of $14.8 million. Stock Equivalent Unit Plan - Non-employee members of the Xcel Energy Inc. Board of Directors receive annual awards of stock equivalent units, with...

  • Page 113
    ... income. Included in compensation cost for share-based awards are matching contributions related to the Xcel Energy 401(k) plan, which totaled $22.2 million, $21.6 million and $20.7 million for the years ended 2012, 2011 and 2010, respectively. The maximum aggregate number of shares of common stock...

  • Page 114
    ...for compensation that is in excess of the limits applicable to the qualified pension plans. The total obligations of the SERP and nonqualified plan as of Dec. 31, 2012 and 2011 were $39.4 million and $54.8 million, respectively. In 2012 and 2011, Xcel Energy recognized net benefit cost for financial...

  • Page 115
    ..., Xcel Energy's pension plan assets that are measured at fair value as of Dec. 31, 2012 and 2011: (Thousands of Dollars) Level 1 Dec. 31, 2012 Level 2 Level 3 Total Cash equivalents ...$ Derivatives...Government securities ...Corporate bonds ...Asset-backed securities ...Mortgage-backed securities...

  • Page 116
    ... benefit obligation and plan assets for Xcel Energy is presented in the following table: (Thousands of Dollars) 2012 2011 Accumulated Benefit Obligation at Dec. 31 ...$ 3,475,154 $ 3,073,637 Change in Projected Benefit Obligation: Obligation at Jan. 1 ...$ 3,226,219 $ 3,030,292 Service cost...

  • Page 117
    ...the qualified pension plans. Xcel Energy also modified the benefit formula for nonbargaining and some bargaining new hires beginning in 2012 to a reduced benefit level. Benefit Costs - The components of Xcel Energy's net periodic pension cost were: (Thousands of Dollars) 2012 2011 2010 Service cost...

  • Page 118
    ... 2012, $27.1 million in 2011 and $27.3 million in 2010. Postretirement Health Care Benefits Xcel Energy has a contributory health and welfare benefit plan that provides health care and death benefits to certain Xcel Energy retirees. • The former NSP, which includes NSP-Minnesota and NSP-Wisconsin...

  • Page 119
    ...and plan assets for Xcel Energy is presented in the following table: (Thousands of Dollars) 2012 2011 Change in Projected Benefit Obligation: Obligation at Jan. 1 ...$ Service cost ...Interest cost ...Medicare subsidy reimbursements ...Early Retiree Reinsurance Program proceeds shared with retirees...

  • Page 120
    ... actual medical cost increases experienced by Xcel Energy's retiree medical plan. A 1-percent change in the assumed health care cost trend rate would have the following effects on Xcel Energy: (Thousands of Dollars) One Percentage Point Increase Decrease APBO ...$ Service and interest components...

  • Page 121
    ... million during 2013. Plan Amendments - The 2011 decrease of the projected Xcel Energy postretirement health and welfare benefit obligation for plan amendments is due to changes in the participant co-pay structure for certain retiree groups and the elimination of dental and vision benefits for some...

  • Page 122
    ... no significant changes to the nature or magnitude of the participation of NSP-Minnesota and NSP-Wisconsin in multiemployer plans for the years presented: (Thousands of Dollars) 2012 2011 2010 Multiemployer pension contributions: NSP-Minnesota ...$ NSP-Wisconsin ...Total ...$ Multiemployer other...

  • Page 123
    ...by the operating schedules of power plants and the consumption of electricity pertinent to a given transmission path. Unplanned plant outages, scheduled plant maintenance, changes in the relative costs of fuels used in generation, weather and overall changes in demand for electricity can each impact...

  • Page 124
    NSP-Minnesota recognizes the costs of funding the decommissioning of its nuclear generating plants over the lives of the plants, assuming rate recovery of all costs. Given the purpose and legal restrictions on the use of nuclear decommissioning fund assets, realized and unrealized gains on fund ...

  • Page 125
    ..., including forward contracts, futures, swaps and options, for trading purposes and to manage risk in connection with changes in interest rates, utility commodity prices and vehicle fuel prices. Interest Rate Derivatives - Xcel Energy enters into various instruments that effectively fix the interest...

  • Page 126
    ... from changes in commodity prices in its electric and natural gas operations, as well as for trading purposes. This could include the purchase or sale of energy or energy-related products, natural gas to generate electric energy, natural gas for resale and vehicle fuel. At Dec. 31, 2012, Xcel Energy...

  • Page 127
    ...-Tax Gains (Losses)Recognized During the Period in Income Derivatives designated as cash flow hedges Interest rate...$ Vehicle fuel and other commodity ...Total ...$ Other derivative instruments Commodity trading ...$ Electric commodity ...Natural gas commodity ...Total ...$ (31,913) $ 120 (31,793...

  • Page 128
    ... mitigate natural gas price risk for electric generation, recorded to electric fuel and purchased power, subject to cost-recovery mechanisms and reclassified to a regulatory asset, as appropriate. The remaining settlement losses for the years ended Dec. 31, 2012, 2011 and 2010 relate to natural gas...

  • Page 129
    ... 2 Level 3 Fair Value Total Counterparty Netting (b) Total Current derivative assets Derivatives designated as cash flow hedges: Vehicle fuel and other commodity . . Other derivative instruments: Commodity trading ...Electric commodity ...Natural gas commodity ...Total current derivative assets...

  • Page 130
    ...Dec. 31, 2011: Dec. 31, 2011 Fair Value (Thousands of Dollars) Level 1 Level 2 Level 3 Fair Value Total Counterparty Netting (b) Total Current derivative assets Derivatives designated as cash flow hedges: Vehicle fuel and other commodity $ Other derivative instruments: Commodity trading ...Electric...

  • Page 131
    ...,798 The fair value of Xcel Energy's long-term debt is estimated based on recent trades and observable spreads from benchmark interest rates for similar securities. The fair value estimates are based on information available to management as of Dec. 31, 2012 and 2011, and given the observability of...

  • Page 132
    ... filed a request with the MPUC to increase electric rates in Minnesota for 2011 by approximately $150 million, or an increase of 5.62 percent, and an additional increase of $48.3 million, or 1.81 percent, in 2012. The rate filing was based on a 2011 forecast test year, a requested ROE of 11.25...

  • Page 133
    ...in 2011 and an additional step increase of $2.0 million in 2012, based on a 10.4 percent ROE and black box settlement for all other issues. To address the unknown timing of economic recovery and the effect on sales, the settlement includes a true-up to 2012 non-fuel revenues plus the settlement rate...

  • Page 134
    ...million. The natural gas rate request was solely due to a proposal to recover the initial costs associated with the environmental cleanup of the Ashland/Northern States Power Lakefront Superfund Site (the Ashland site) in Ashland, Wis. In December 2012, the PSCW approved an electric rate increase of...

  • Page 135
    ...of net economic benefits at an achievement level of 130 percent and a maximum annual incentive of $30 million. The CPUC approved the PSCo electric and gas DSM budget of $115.5 million and $13.3 million, respectively, effective Jan. 1, 2013. Energy efficiency and demand response related DSM costs are...

  • Page 136
    ... annually to reflect changes in costs, subject to a true-up. The request would increase PSCo's wholesale transmission and ancillary services revenue by approximately $2.0 million annually. Various transmission customers taking service under the tariff protested the filing. In June 2012, the FERC...

  • Page 137
    ... expenditures. Xcel Energy's capital commitments primarily relate to the following major projects: Nuclear Lifecycle Management and EPU - NSP-Minnesota is pursuing capital improvements to enhance plant safety through the extended licensed life of the Monticello facility. Planned improvements are...

  • Page 138
    ...Xcel Energy's risk of loss, in the form of increased costs from market price changes in fuel, is mitigated through the use of natural gas and energy cost-rate adjustment mechanisms, which provide for pass-through of most fuel, storage and transportation costs to customers. PPAs - NSP Minnesota, PSCo...

  • Page 139
    ... PPAs, office space, railcars, generating facilities, trucks, aircraft, cars and power-operated equipment, are accounted for as operating leases. Total expenses under operating lease obligations for Xcel Energy were approximately $217.8 million, $204.8 million, and $197.4 million for 2012, 2011 and...

  • Page 140
    ... are designed to qualify for low-income housing tax credits, and Eloigne and NSP-Wisconsin generally receive a larger allocation of the tax credits than the general partners at inception of the arrangements. Xcel Energy Inc. has determined that Eloigne and NSPWisconsin have the power to direct the...

  • Page 141
    ... in Xcel Energy's consolidated balance sheets for the Eloigne and NSP-Wisconsin low-income housing limited partnerships include the following: (Thousands of Dollars) Dec. 31, 2012 Dec. 31, 2011 Current assets ...$ Property, plant and equipment, net ...Other noncurrent assets ...Total assets...

  • Page 142
    ... of customer loans for the Farm Rewiring Program (g) ...Guarantee of the indemnification obligations of Xcel Energy Services Inc. under the aircraft leases (h) ...Guarantee benefiting Young Gas Storage Company Ltd. (d) . . Total guarantees issued ...Guarantee performance and payment of surety bonds...

  • Page 143
    ... costs through insurance claims. Additionally, where applicable, the subsidiary involved is pursuing, or intends to pursue, recovery from other PRPs and through the regulated rate process. New and changing federal and state environmental mandates can also create added financial liabilities for Xcel...

  • Page 144
    ... changes at Xcel Energy's power plants. GHG New Source Performance Standard Proposal (NSPS) and Emission Guideline for Existing Sources - In April 2012, the EPA proposed a GHG NSPS for newly constructed power plants. The proposal requires that CO2 emission rates be equal to a natural gas combined...

  • Page 145
    ...the two GHG rules. CSAPR - In 2011, the EPA issued the CSAPR to address long range transport of PM and ozone by requiring reductions in SO2 and NOx from utilities in the eastern half of the United States. For Xcel Energy, the rule would have applied in Minnesota, Wisconsin and Texas. The CSAPR would...

  • Page 146
    ... problems in Rocky Mountain National Park. The following PSCo plants are named in the petition: Cherokee, Hayden, Pawnee and Valmont. The groups allege that the Colorado BART rule is inadequate to satisfy the CAA mandate of ensuring reasonable further progress towards restoring natural visibility...

  • Page 147
    ... Xcel Energy operates power plants, current monitored air concentrations are below the level of the final annual primary standard. The EPA is expected to designate non-compliant locations by December 2014. States would then study the sources of the nonattainment and make emission reduction plans...

  • Page 148
    ... the NSP-Minnesota nuclear generating plants, Monticello and Prairie Island, originated with the in-service date of the facility. See Note 14 for further discussion of nuclear obligations. A reconciliation of Xcel Energy's AROs is shown in the tables below for the years ended Dec. 31, 2012 and 2011...

  • Page 149
    ... costs accumulated through historic depreciation expense based on current factors used in the existing depreciation rates. The accumulated balances by entity were as follows at Dec. 31: (Millions of Dollars) 2012 2011 NSP-Minnesota ...$ NSP-Wisconsin ...PSCo ...SPS ...Total Xcel Energy ...$ Nuclear...

  • Page 150
    ...property damage and site decontamination cleanup costs from Nuclear Electric Insurance Ltd. (NEIL). The coverage limits are $2.25 billion for each of NSP-Minnesota's two nuclear plant sites. NEIL also provides business interruption insurance coverage, including the cost of replacement power obtained...

  • Page 151
    ... the shortage of supply, excess demand, drought and increased natural gas prices. Under these circumstances, the ALJ concluded that the prices in the Pacific Northwest markets were not unreasonable or unjust and no refunds should be ordered. Subsequent to the ruling, the FERC has allowed the parties...

  • Page 152
    ... disposal program since 1981. The fuel disposal fees are based on a charge of 0.1 cent per KWh sold to customers from nuclear generation. Fuel expense includes the DOE fuel disposal assessments of approximately $12 million in 2012, $11 million in 2011 and $13 million in 2010. In total, NSP-Minnesota...

  • Page 153
    ... study. Xcel Energy believes future decommissioning cost expense, if necessary, will continue to be recovered in customer rates. These amounts are not those recorded in the financial statements for the ARO. (Thousands of Dollars) Regulatory Basis 2012 2011 Estimated decommissioning cost obligation...

  • Page 154
    ... to be paid back to customers in future electric and natural gas rates. Any portion of Xcel Energy's business that is not regulated cannot establish regulatory assets and liabilities. If changes in the utility industry or the business of Xcel Energy no longer allow for the application of regulatory...

  • Page 155
    ...following reportable segments: regulated electric utility, regulated natural gas utility and all other. • Xcel Energy's regulated electric utility segment generates, transmits, and distributes electricity in Minnesota, Wisconsin, Michigan, North Dakota, South Dakota, Colorado, Texas and New Mexico...

  • Page 156
    ... Natural Gas All Other Reconciling Eliminations Consolidated Total 2012 Operating revenues from external customers ...$ 8,517,296 Intersegment revenues ...1,169 Total revenues ...$ 8,518,465 Depreciation and amortization ...$ Interest charges and financing costs ...Income tax expense (benefit...

  • Page 157
    ...310 MW simple cycle natural gas-fired power plant that began commercial operations in 2003. The Rocky Mountain Energy Center is a 652 MW combined-cycle natural gas-fired power plant that began commercial operations in 2004. Both power plants previously provided energy and capacity to PSCo under PPAs...

  • Page 158
    ... Arrangements. On Feb. 20, 2013, the Governance, Compensation and Nominating Committee (Committee), approved a special retention grant (Retention Grant) of 141,300 Restricted Stock Units, valued at approximately $4 million, to Benjamin G.S. Fowke III, Xcel Energy Inc.'s Chairman, President and Chief...

  • Page 159
    .... Schedule I - Condensed Financial Information of Registrant. Schedule II - Valuation and Qualifying Accounts and Reserves for the years ended Dec. 31, 2012, 2011 and 2010. Exhibits Indicates incorporation by reference Executive Compensation Arrangements and Benefit Plans Covering Executive Officers...

  • Page 160
    ... Trust Indenture dated Aug. 1, 2002 between NSP-Minnesota and BNY Midwest Trust Company, as successor Trustee, creating $450 million principal amount of 8.0 percent First Mortgage Bonds, Series due Aug. 28, 2012 (Exhibit 4.01 to NSP-Minnesota Current Report on Form 8-K, (file no. 001-31387) dated...

  • Page 161
    ...amount of 3.700 percent First Mortgage Bonds, Series due Oct. 1, 2042 (Exhibit 4.01 of Form 8-K of NSP-Wisconsin dated Oct. 10, 2012 (file no. 001-03140)). PSCo 4.29* 4.30* Indenture, dated as of Oct. 1, 1993, between PSCo and Morgan Guaranty Trust Company of New York, as trustee, providing for the...

  • Page 162
    ...*+ Xcel Energy Non-employee Directors' Deferred Compensation Plan as amended and restated Jan. 1, 2009 (Exhibit 10.08 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2008). 10.04* Form of Services Agreement between Xcel Energy Services Inc. and utility companies (Exhibit...

  • Page 163
    ... Severance and Change-in-Control Policy (Exhibit 10.18 to Form 10-K of Xcel Energy (file no. 001-03034) for the year ended Dec. 31, 2011). Amended and Restated Credit Agreement, dated as of July 27, 2012 among Xcel Energy Inc., as Borrower, the several lenders from time to time parties thereto...

  • Page 164
    ... Charges. Subsidiaries of Xcel Energy Inc. Consent of Independent Registered Public Accounting Firm. Powers of Attorney. Principal Executive Officer's certification pursuant to 18 U.S. C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Principal Financial Officer...

  • Page 165
    ... I XCEL ENERGY INC. CONDENSED STATEMENTS OF INCOME (amounts in thousands, except per share data) 2012 Year Ended Dec. 31 2011 2010 Income Equity earnings of subsidiaries ...$ Total income ...Expenses and other deductions Operating expenses ...Other income ...Interest charges and financing costs...

  • Page 166
    XCEL ENERGY INC. CONDENSED STATEMENTS OF CASH FLOWS (amounts in thousands) 2012 Year Ended Dec. 31 2011 2010 Operating activities Net cash provided by operating activities ...$ Investing activities Capital contributions to subsidiaries ...Investments in the utility money pool ...Return of ...

  • Page 167
    XCEL ENERGY INC. CONDENSED BALANCE SHEETS (amounts in thousands) Dec. 31 2012 2011 Assets Cash and cash equivalents ...$ Accounts receivable from subsidiaries ...Other current assets ...Total current assets ... 602 195,438 11,497 207,537 $ 2,719 271,895 28,399 303,013 Investment in subsidiaries ...

  • Page 168
    ... party receivables net of payables. Accounts receivable and payable with affiliates at Dec. 31 were: 2012 (Thousands of Dollars) Accounts Receivable Accounts Payable Accounts Receivable 2011 Accounts Payable NSP-Minnesota ...$ NSP-Wisconsin ...PSCo ...SPS ...Xcel Energy Services Inc...Xcel Energy...

  • Page 169
    SCHEDULE II XCEL ENERGY INC. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS YEARS ENDED DEC. 31, 2012, 2011 AND 2010 (amounts in thousands) Additions Charged to Charged to Costs and Other Accounts... primarily due to changes in tax laws, expirations of certain carryforwards and identification of various...

  • Page 170
    ... has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. XCEL ENERGY INC. Feb. 22, 2013 By: /s/ TERESA S. MADDEN Teresa S. Madden Senior Vice President and Chief Financial Officer (Principal Financial Officer) Pursuant to the requirements...

  • Page 171
    SHAREHOLDER INFORMATION HEADQUARTERS 414 Nicollet Mall, Minneapolis, Minnesota 55401 XCEL ENERGY DIRECTORS Gail Koziara Boudreaux 1, 4 CEO of UnitedHealthcare and Executive Vice President of UnitedHealth Group Fredric W. Corrigan 3, 4 Retired CEO and President The Mosaic Company Richard K. Davis 3 ...

  • Page 172
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