Xcel Energy 2014 Annual Report Download - page 112

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94
Capital Stock — Xcel Energy Inc. has 7,000,000 shares of preferred stock authorized to be issued with a $100 par value. At Dec. 31,
2014 and 2013, there were no shares of preferred stock outstanding.
The charters of PSCo and SPS authorize each subsidiary to issue 10,000,000 shares of preferred stock with par values of $0.01 and
$1.00 per share, respectively. At Dec. 31, 2014 and 2013, there were no preferred shares of subsidiaries outstanding.
Xcel Energy Inc. has 1,000,000,000 shares of common stock authorized to be issued with a $2.50 par value. Outstanding shares at
Dec. 31, 2014 and 2013 were 505,733,267 and 497,971,508, respectively.
Dividend and Other Capital-Related Restrictions — Xcel Energy depends on its subsidiaries to pay dividends. All of Xcel Energy
Inc.’s utility subsidiaries’ dividends are subject to the FERC’s jurisdiction under the Federal Power Act, which prohibits the payment
of dividends out of capital accounts; payment of dividends is allowed out of retained earnings only. Due to certain restrictive
covenants, Xcel Energy Inc. is required to be current on particular interest payments before dividends can be paid.
The most restrictive dividend limitations for NSP-Minnesota, NSP-Wisconsin and SPS are imposed by their respective state regulatory
commission. PSCo’s dividends are subject to the FERC’s jurisdiction under the Federal Power Act, which prohibits the payment of
dividends out of capital accounts; payment of dividends is allowed out of retained earnings only.
Only NSP-Minnesota has a first mortgage indenture which places certain restrictions on the amount of cash dividends it can pay to
Xcel Energy Inc., the holder of its common stock. Even with this restriction, NSP-Minnesota could have paid more than $1.6 billion
and $1.4 billion in additional cash dividends to Xcel Energy Inc. at Dec. 31, 2014 and 2013, respectively.
NSP-Minnesota’s state regulatory commissions indirectly limit the amount of dividends NSP-Minnesota can pay by requiring an
equity-to-total capitalization ratio between 47.1 percent and 57.5 percent. NSP-Minnesota’s equity-to-total capitalization ratio was
52.1 percent at Dec. 31, 2014 and $848 million in retained earnings was not restricted. Total capitalization for NSP-Minnesota was
$9.0 billion at Dec. 31, 2014, which did not exceed the limit of $9.5 billion.
NSP-Wisconsin cannot pay annual dividends in excess of approximately $33.3 million if its calendar year average equity-to-total
capitalization ratio is or falls below the state commission authorized level of 52.5 percent, as calculated consistent with PSCW
requirements. NSP-Wisconsin’s calendar year average equity-to-total capitalization ratio calculated on this basis was 52.8 percent at
Dec. 31, 2014 and $8.3 million in retained earnings was not restricted.
SPS’ state regulatory commissions indirectly limit the amount of dividends that SPS can pay Xcel Energy Inc. by requiring an equity-
to-total capitalization ratio (excluding short-term debt) between 45.0 percent and 55.0 percent. In addition, SPS may not pay a
dividend that would cause it to lose its investment grade bond rating. SPS’ equity-to-total capitalization ratio (excluding short-term
debt) was 53.6 percent at Dec. 31, 2014 and $396 million in retained earnings was not restricted.
The issuance of securities by Xcel Energy Inc. generally is not subject to regulatory approval. However, utility financings and certain
intra-system financings are subject to the jurisdiction of the applicable state regulatory commissions and/or the FERC under the
Federal Power Act. As of Dec. 31, 2014:
PSCo has authorization to issue up to an additional $700 million of long-term debt and up to $800 million of short-term debt.
SPS has authorization to issue up to $500 million of short-term debt and plans to file for additional long-term authorization.
NSP-Wisconsin has authorization to issue up to $150 million of short-term debt and NSPW has filed for additional long-term
debt authorization.
NSP-Minnesota has authorization to issue long-term securities provided the equity-to-total capitalization ratio remains between
47.1 percent and 57.5 percent and to issue short-term debt provided it does not exceed 15 percent of total capitalization. Total
capitalization for NSP-Minnesota cannot exceed $9.5 billion.
Xcel Energy believes these authorizations are adequate and seeks additional authorization as necessary.