Item 16. FORM 10-K SUMMARY
167K characters. Original on sec.gov ·
Item 16. FORM 10-K SUMMARY
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| American Electric Power Company, Inc. | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Executive Vice President | ||||||||
| and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Executive Vice President and Chief Financial Officer | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Senior Vice President, Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *David J. Anderson | |||||||||||||||||
| *J. Barnie Beasley, Jr. | |||||||||||||||||
| *Art A. Garcia | |||||||||||||||||
| *Linda A. Goodspeed | |||||||||||||||||
| *Thomas E. Hoaglin | |||||||||||||||||
| *Sandra Beach Lin | |||||||||||||||||
| *Margaret M. McCarthy | |||||||||||||||||
| *Stephen S. Rasmussen | |||||||||||||||||
| *Oliver G. Richard, III | |||||||||||||||||
| *Daryl Roberts | |||||||||||||||||
| *Sara Martinez Tucker | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| AEP Texas Inc. | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Director | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *Lisa M. Barton | |||||||||||||||||
| *Paul Chodak, III | |||||||||||||||||
| *David M. Feinberg | |||||||||||||||||
| *Charles R. Patton | |||||||||||||||||
| *Therace M. Risch | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *Judith E. Talavera | |||||||||||||||||
| *Toby L. Thomas | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| AEP Transmission Company, LLC | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President | ||||||||
| and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Manager | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Manager | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Managers: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *David M. Feinberg | |||||||||||||||||
| *Scott P. Moore | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| Appalachian Power Company | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Director | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *Lisa M. Barton | |||||||||||||||||
| *Christian T. Beam | |||||||||||||||||
| *Paul Chodak, III | |||||||||||||||||
| *David M. Feinberg | |||||||||||||||||
| *Charles R. Patton | |||||||||||||||||
| *Therace M. Risch | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *Toby L. Thomas | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| Indiana Michigan Power Company | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President, | ||||||||
| and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Director | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *Steven F. Baker | |||||||||||||||||
| *Lisa M. Barton | |||||||||||||||||
| *Katherine K. Davis | |||||||||||||||||
| *Nicholas M. Elkins | |||||||||||||||||
| *David S. Isaacson | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *Toby L. Thomas | |||||||||||||||||
| *Andrew J. Williamson | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| Ohio Power Company | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Director | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *Lisa M. Barton | |||||||||||||||||
| *Paul Chodak, III | |||||||||||||||||
| *David M. Feinberg | |||||||||||||||||
| *Charles R. Patton | |||||||||||||||||
| *Marc D. Reitter | |||||||||||||||||
| *Therace M. Risch | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *Toby L. Thomas | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| Public Service Company of Oklahoma | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Director | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *Lisa M. Barton | |||||||||||||||||
| *Paul Chodak, III | |||||||||||||||||
| *David M. Feinberg | |||||||||||||||||
| *Charles R. Patton | |||||||||||||||||
| *Therace M. Risch | |||||||||||||||||
| *Peggy I. Simmons | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *Toby L. Thomas | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| Southwestern Electric Power Company | ||||||||
| By: | /s/ Julia A. Sloat | |||||||
| (Julia A. Sloat, Vice President and Chief Financial Officer) |
Date: February 24, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
| Signature | Title | Date | |||||||||||||||
| (i) | Principal Executive Officer: | ||||||||||||||||
| /s/ Nicholas K. Akins | Chairman of the Board, Chief Executive Officer and Director | February 24, 2022 | |||||||||||||||
| (Nicholas K. Akins) | |||||||||||||||||
| (ii) | Principal Financial Officer: | ||||||||||||||||
| /s/ Julia A. Sloat | Vice President, Chief Financial Officer and Director | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat) | |||||||||||||||||
| (iii) | Principal Accounting Officer: | ||||||||||||||||
| /s/ Joseph M. Buonaiuto | Controller and Chief Accounting Officer | February 24, 2022 | |||||||||||||||
| (Joseph M. Buonaiuto) | |||||||||||||||||
| (iv) | A Majority of the Directors: | ||||||||||||||||
| *Nicholas K. Akins | |||||||||||||||||
| *Lisa M. Barton | |||||||||||||||||
| *Paul Chodak, III | |||||||||||||||||
| *David M. Feinberg | |||||||||||||||||
| *Charles R. Patton | |||||||||||||||||
| *Therace M. Risch | |||||||||||||||||
| Julia A. Sloat | |||||||||||||||||
| *A. Malcolm Smoak | |||||||||||||||||
| *Toby L. Thomas | |||||||||||||||||
| *By: | /s/ Julia A. Sloat | February 24, 2022 | |||||||||||||||
| (Julia A. Sloat, Attorney-in-Fact) |
INDEX OF FINANCIAL STATEMENT SCHEDULES
| Page Number | |||||
| Report of Independent Registered Public Accounting Firm | S-2 | ||||
| The following financial statement schedules are included in this report on the pages indicated: | |||||
| American Electric Power Company, Inc. (Parent): | |||||
| Schedule I – Condensed Financial Information | S-3 | ||||
| Schedule I – Index of Condensed Notes to Condensed Financial Information | S-7 | ||||
| American Electric Power Company, Inc. and Subsidiary Companies: | |||||
| Schedule II – Valuation and Qualifying Accounts and Reserves | S-12 |
S-1
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON
FINANCIAL STATEMENT SCHEDULES
To the Board of Directors and Shareholders of
American Electric Power Company, Inc.
Our audits of the consolidated financial statements referred to in our report dated February 24, 2022 appearing in the 2021 Annual Report to Shareholders of American Electric Power Company, Inc. (which report and consolidated financial statements are incorporated by reference in this Annual Report on Form 10-K) also included an audit of the accompanying schedule of condensed financial information as of December 31, 2021 and 2020 and for each of the three years in the period ended December 31, 2021 and the schedule of valuation and qualifying accounts and reserves for each of the three years in the period ended December 31, 2021. In our opinion, these financial statement schedules present fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.
/s/ PricewaterhouseCoopers LLP
Columbus, Ohio
February 24, 2022
S-2
SCHEDULE I
AMERICAN ELECTRIC POWER COMPANY, INC. (Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED STATEMENTS OF INCOME
For the Years Ended December 31, 2021, 2020 and 2019
(in millions, except per-share and share amounts)
| Years Ended December 31, | ||||||||||||||||||||
| 2021 | 2020 | 2019 | ||||||||||||||||||
| REVENUES | ||||||||||||||||||||
| Affiliated Revenues | $ | 4.4 | $ | 14.1 | $ | 11.0 | ||||||||||||||
| Other Revenues | 0.9 | 1.1 | 1.3 | |||||||||||||||||
| MTM – Interest Rate Hedge | 1.4 | (5.4) | (0.5) | |||||||||||||||||
| TOTAL REVENUES | 6.7 | 9.8 | 11.8 | |||||||||||||||||
| EXPENSES | ||||||||||||||||||||
| Other Operation | 42.7 | 21.4 | 53.2 | |||||||||||||||||
| Depreciation and Amortization | 0.4 | 0.3 | 0.2 | |||||||||||||||||
| TOTAL EXPENSES | 43.1 | 21.7 | 53.4 | |||||||||||||||||
| OPERATING LOSS | (36.4) | (11.9) | (41.6) | |||||||||||||||||
| Other Income (Expense): | ||||||||||||||||||||
| Interest Income | 18.9 | 39.2 | 53.5 | |||||||||||||||||
| Interest Expense | (169.3) | (178.5) | (159.2) | |||||||||||||||||
| LOSS BEFORE INCOME TAX EXPENSE (BENEFIT) AND EQUITY EARNINGS | (186.8) | (151.2) | (147.3) | |||||||||||||||||
| Income Tax Expense (Benefit) | (73.5) | (0.6) | 22.8 | |||||||||||||||||
| Equity Earnings of Unconsolidated Subsidiaries | 2,601.4 | 2,350.7 | 2,091.2 | |||||||||||||||||
| NET INCOME | 2,488.1 | 2,200.1 | 1,921.1 | |||||||||||||||||
| Other Comprehensive Income (Loss) | 269.9 | 62.6 | (27.3) | |||||||||||||||||
| TOTAL COMPREHENSIVE INCOME | $ | 2,758.0 | $ | 2,262.7 | $ | 1,893.8 | ||||||||||||||
| WEIGHTED AVERAGE NUMBER OF BASIC AEP COMMON SHARES OUTSTANDING | 500,522,177 | 495,718,223 | 493,694,345 | |||||||||||||||||
| TOTAL BASIC EARNINGS PER SHARE ATTRIBUTABLE TO AEP COMMON SHAREHOLDERS | $ | 4.97 | $ | 4.44 | $ | 3.89 | ||||||||||||||
| WEIGHTED AVERAGE NUMBER OF DILUTED AEP COMMON SHARES OUTSTANDING | 501,784,032 | 497,226,867 | 495,306,238 | |||||||||||||||||
| TOTAL DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO AEP COMMON SHAREHOLDERS | $ | 4.96 | $ | 4.42 | $ | 3.88 | ||||||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-7. |
S-3
SCHEDULE I
AMERICAN ELECTRIC POWER COMPANY, INC. (Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED BALANCE SHEETS
ASSETS
December 31, 2021 and 2020
(in millions)
| December 31, | ||||||||||||||
| 2021 | 2020 | |||||||||||||
| CURRENT ASSETS | ||||||||||||||
| Cash and Cash Equivalents | $ | 247.3 | $ | 299.7 | ||||||||||
| Other Temporary Investments | 2.3 | 2.4 | ||||||||||||
| Advances to Affiliates | 2,600.8 | 3,163.7 | ||||||||||||
| Accounts Receivable: | ||||||||||||||
| Affiliated Companies | 17.7 | 35.8 | ||||||||||||
| General | 0.4 | 0.3 | ||||||||||||
| Total Accounts Receivable | 18.1 | 36.1 | ||||||||||||
| Accrued Tax Benefits | 40.1 | 27.1 | ||||||||||||
| Assets Held for Sale | 946.2 | — | ||||||||||||
| Prepayments and Other Current Assets | 3.3 | 4.6 | ||||||||||||
| TOTAL CURRENT ASSETS | 3,858.1 | 3,533.6 | ||||||||||||
| PROPERTY, PLANT AND EQUIPMENT | ||||||||||||||
| General | 2.3 | 2.0 | ||||||||||||
| Total Property, Plant and Equipment | 2.3 | 2.0 | ||||||||||||
| Accumulated Depreciation, Depletion and Amortization | 1.1 | 1.0 | ||||||||||||
| TOTAL PROPERTY, PLANT AND EQUIPMENT – NET | 1.2 | 1.0 | ||||||||||||
| OTHER NONCURRENT ASSETS | ||||||||||||||
| Investments in Unconsolidated Subsidiaries | 27,984.0 | 25,764.2 | ||||||||||||
| Affiliated Notes Receivable | 65.0 | 65.0 | ||||||||||||
| Deferred Charges and Other Noncurrent Assets | 130.6 | 79.2 | ||||||||||||
| TOTAL OTHER NONCURRENT ASSETS | 28,179.6 | 25,908.4 | ||||||||||||
| TOTAL ASSETS | $ | 32,038.9 | $ | 29,443.0 | ||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-7. |
S-4
SCHEDULE I
AMERICAN ELECTRIC POWER COMPANY, INC. (Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED BALANCE SHEETS
LIABILITIES AND EQUITY
December 31, 2021 and 2020
(dollars in millions)
| December 31, | ||||||||||||||||||||||||||
| 2021 | 2020 | |||||||||||||||||||||||||
| CURRENT LIABILITIES | ||||||||||||||||||||||||||
| Advances from Affiliates | $ | 583.0 | $ | 447.2 | ||||||||||||||||||||||
| Accounts Payable: | ||||||||||||||||||||||||||
| General | 5.7 | 3.0 | ||||||||||||||||||||||||
| Affiliated Companies | 32.5 | 8.0 | ||||||||||||||||||||||||
| Short-term Debt | 1,864.0 | 1,852.3 | ||||||||||||||||||||||||
| Long-term Debt Due Within One Year – Nonaffiliated | 308.9 | 410.4 | ||||||||||||||||||||||||
| Accrued Taxes | 102.1 | 3.8 | ||||||||||||||||||||||||
| Other Current Liabilities | 72.9 | 87.4 | ||||||||||||||||||||||||
| TOTAL CURRENT LIABILITIES | 2,969.1 | 2,812.1 | ||||||||||||||||||||||||
| NONCURRENT LIABILITIES | ||||||||||||||||||||||||||
| Long-term Debt – Nonaffiliated | 6,460.4 | 5,873.2 | ||||||||||||||||||||||||
| Deferred Credits and Other Noncurrent Liabilities | 132.9 | 161.6 | ||||||||||||||||||||||||
| TOTAL NONCURRENT LIABILITIES | 6,593.3 | 6,034.8 | ||||||||||||||||||||||||
| TOTAL LIABILITIES | 9,562.4 | 8,846.9 | ||||||||||||||||||||||||
| MEZZANINE EQUITY | ||||||||||||||||||||||||||
| Contingently Redeemable Performance Share Awards | 43.3 | 45.2 | ||||||||||||||||||||||||
| COMMON SHAREHOLDERS’ EQUITY | ||||||||||||||||||||||||||
| Common Stock – Par Value – $6.50 Per Share: | ||||||||||||||||||||||||||
| 2021 | 2020 | |||||||||||||||||||||||||
| Shares Authorized | 600,000,000 | 600,000,000 | ||||||||||||||||||||||||
| Shares Issued | 524,416,175 | 516,808,354 | ||||||||||||||||||||||||
| (20,204,160 Shares were Held in Treasury as of December 31, 2021 and 2020, Respectively) | 3,408.7 | 3,359.3 | ||||||||||||||||||||||||
| Paid-in Capital | 7,172.6 | 6,588.9 | ||||||||||||||||||||||||
| Retained Earnings | 11,667.1 | 10,687.8 | ||||||||||||||||||||||||
| Accumulated Other Comprehensive Income (Loss) | 184.8 | (85.1) | ||||||||||||||||||||||||
| TOTAL AEP COMMON SHAREHOLDERS’ EQUITY | 22,433.2 | 20,550.9 | ||||||||||||||||||||||||
| TOTAL LIABILITIES, MEZZANINE EQUITY AND TOTAL EQUITY | $ | 32,038.9 | $ | 29,443.0 |
| See Condensed Notes to Condensed Financial Information beginning on page S-7. |
S-5
SCHEDULE I
AMERICAN ELECTRIC POWER COMPANY, INC. (Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2021, 2020 and 2019
(in millions)
| Years Ended December 31, | ||||||||||||||||||||
| 2021 | 2020 | 2019 | ||||||||||||||||||
| OPERATING ACTIVITIES | ||||||||||||||||||||
| Net Income | $ | 2,488.1 | $ | 2,200.1 | $ | 1,921.1 | ||||||||||||||
| Adjustments to Reconcile Net Income to Net Cash Flows from Operating Activities: | ||||||||||||||||||||
| Depreciation and Amortization | 0.4 | 0.3 | 0.2 | |||||||||||||||||
| Deferred Income Taxes | (63.9) | 8.2 | 26.5 | |||||||||||||||||
| Interest Rate Hedge Settlement | — | 57.5 | — | |||||||||||||||||
| Equity Earnings of Unconsolidated Subsidiaries | (2,601.4) | (2,350.7) | (2,091.2) | |||||||||||||||||
| Cash Dividends Received from Unconsolidated Subsidiaries | 787.2 | 454.0 | 426.2 | |||||||||||||||||
| Change in Other Noncurrent Assets | (3.5) | 1.1 | 0.1 | |||||||||||||||||
| Change in Other Noncurrent Liabilities | 94.0 | 39.2 | 84.5 | |||||||||||||||||
| Changes in Certain Components of Working Capital: | ||||||||||||||||||||
| Accounts Receivable, Net | 18.4 | (24.5) | 2.4 | |||||||||||||||||
| Accounts Payable | 27.2 | 2.1 | (1.2) | |||||||||||||||||
| Other Current Assets | (0.5) | 1.3 | (0.8) | |||||||||||||||||
| Other Current Liabilities | 77.9 | (55.8) | 36.4 | |||||||||||||||||
| Net Cash Flows from Operating Activities | 823.9 | 332.8 | 404.2 | |||||||||||||||||
| INVESTING ACTIVITIES | ||||||||||||||||||||
| Construction Expenditures | (0.5) | (0.2) | (0.3) | |||||||||||||||||
| Change in Advances to Affiliates, Net | 562.9 | (965.8) | (1,101.5) | |||||||||||||||||
| Capital Contributions to Unconsolidated Subsidiaries | (1,185.0) | (436.5) | (212.8) | |||||||||||||||||
| Repayment of Notes Receivable from Unconsolidated Subsidiaries | 92.3 | 20.0 | 70.9 | |||||||||||||||||
| Issuance of Notes Receivable to Unconsolidated Subsidiaries | — | (26.0) | (9.0) | |||||||||||||||||
| Other Investing Activities | — | 2.7 | — | |||||||||||||||||
| Net Cash Flows Used for Investing Activities | (530.3) | (1,405.8) | (1,252.7) | |||||||||||||||||
| FINANCING ACTIVITIES | ||||||||||||||||||||
| Issuance of Common Stock, Net | 600.5 | 155.0 | 65.3 | |||||||||||||||||
| Issuance of Long-term Debt | 915.0 | 3,113.9 | 1,321.3 | |||||||||||||||||
| Issuance of Short-term Debt with Original Maturities Greater Than 90 Days | 1,393.3 | 1,396.5 | — | |||||||||||||||||
| Change in Short-term Debt with Original Maturities Less Than 90 Day, Net | (610.3) | (347.1) | 950.0 | |||||||||||||||||
| Retirement of Long-term Debt | (400.0) | (500.0) | — | |||||||||||||||||
| Change in Advances from Affiliates, Net | 135.8 | 194.6 | (61.0) | |||||||||||||||||
| Redemption of Short-term Debt with Original Maturities Greater Than 90 Days | (771.3) | (1,307.1) | — | |||||||||||||||||
| Dividends Paid on Common Stock | (1,507.7) | (1,415.0) | (1,345.5) | |||||||||||||||||
| Other Financing Activities | (101.3) | (74.2) | (24.8) | |||||||||||||||||
| Net Cash Flows from (Used for) Financing Activities | (346.0) | 1,216.6 | 905.3 | |||||||||||||||||
| Net Increase (Decrease) in Cash and Cash Equivalents | (52.4) | 143.6 | 56.8 | |||||||||||||||||
| Cash and Cash Equivalents at Beginning of Period | 299.7 | 156.1 | 99.3 | |||||||||||||||||
| Cash and Cash Equivalents at End of Period | $ | 247.3 | $ | 299.7 | $ | 156.1 | ||||||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-7. |
S-6
SCHEDULE I
AMERICAN ELECTRIC POWER COMPANY, INC. (Parent)
INDEX OF CONDENSED NOTES TO CONDENSED FINANCIAL INFORMATION
| 1. Summary of Significant Accounting Policies | ||
| 2. Commitments, Guarantees and Contingencies | ||
| 3. Financing Activities | ||
| 4. Related Party Transactions |
S-7
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The condensed financial information of Parent is required as a result of the restricted net assets of AEP consolidated subsidiaries exceeding 25% of AEP consolidated net assets as of December 31, 2021. Parent is a public utility holding company that owns all of the outstanding common stock of its public utility subsidiaries and varying percentages of other subsidiaries, including joint ventures and equity investments. The primary source of income for Parent is equity in its subsidiaries’ earnings. Its major source of cash is dividends from the subsidiaries, which are evaluated for cash flow presentation based on the nature of the distribution. Parent borrows the funds for the money pool that is used by the subsidiaries for their short-term cash needs. Parent financial statements should be read in conjunction with the AEP consolidated financial statements and the accompanying notes thereto. For purposes of these condensed financial statements, AEP wholly-owned and majority-owned subsidiaries are recorded based upon its proportionate share of the subsidiaries’ net assets (similar to presenting them on the equity method).
Income Taxes
Parent files a consolidated federal income tax return with its subsidiaries. The tax benefit of Parent is allocated to its subsidiaries with taxable income reducing their current tax expense proportionately. With the exception of the allocation of the consolidated AEP System NOL, the loss of parent and tax credits, the method of allocation reflects a separate return result for each company in the consolidated group.
Disposition of KPCo and KTCo
In October 2021, AEP Parent and AEPTCo Parent entered into a Stock Purchase Agreement to sell KPCo and KTCo to Liberty Utilities Co., a subsidiary of Algonquin Power & Utilities Corp. (Liberty), for approximately a $2.85 billion enterprise value. The sale is subject to regulatory approvals from the FERC and KPSC. Clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and clearance from the Committee on Foreign Investment in the United States has been received. AEP Parent holds a direct investment in KPCo and an indirect investment in KTCo through its direct investment in AEPTHCo.
The sale is expected to close in the second quarter of 2022 with Liberty acquiring the assets and assuming the liabilities of KPCo and KTCo, excluding pension and other post-retirement benefit plan assets and liabilities. AEP expects to provide customary transition services to Liberty for a period of time after closing of the transaction. AEP Parent expects to receive approximately $1.45 billion in cash, net of taxes and transaction fees. AEP Parent expects the sale to have a one-time immaterial impact on after tax earnings. For further discussion, see Note 7 – Acquisitions, Assets and Liabilities Held for Sale, Dispositions, and Impairments included in the 2021 Annual Report.
The major classes of KPCo and KTCo’s assets and liabilities presented in Assets Held for Sale and Liabilities Held for Sale on the balance sheets of AEP Parent as of December 31, 2021 are shown in the table below.
| December 31, 2021 | ||||||||
| (in millions) | ||||||||
| ASSETS | ||||||||
| Investment in KPCo | $ | 869.8 | ||||||
| Investment in AEPTHCo | 76.4 | |||||||
| Assets Held for Sale | $ | 946.2 |
S-8
2. COMMITMENTS, GUARANTEES AND CONTINGENCIES
Parent and its subsidiaries are parties to environmental and other legal matters. Parent has issued guarantees over the performance of certain equity method investees.
Guarantees of Equity Method Investees (Applies to AEP)
In April 2019, AEP acquired Sempra Renewables LLC. The transaction resulted in the acquisition of a 50% ownership interest in five non-consolidated joint ventures and the acquisition of two tax equity partnerships. Parent has issued guarantees over the performance of the joint ventures. If a joint venture were to default on payments or performance, Parent would be required to make payments on behalf of the joint venture. As of December 31, 2021, the maximum potential amount of future payments associated with these guarantees was $142 million, with the last guarantee expiring in December 2037. The non-contingent liability recorded associated with these guarantees was $28 million, with an additional $2 million expected credit loss liability for the contingent portion of the guarantees. Management considered historical losses, economic conditions, and reasonable and supportable forecasts in the calculation of the expected credit loss. As the joint ventures generate cash flows through PPAs, the measurement of the contingent portion of the guarantee liability is based upon assessments of the credit quality and default probabilities of the respective PPA counterparties.
For further discussion, see Note 6 - Commitments, Guarantees and Contingencies included in the 2021 Annual Report.
S-9
3. FINANCING ACTIVITIES
The following details long-term debt outstanding as of December 31, 2021 and 2020:
Long-term Debt
| Weighted-Average | Interest Rate Ranges as of | Outstanding as of | ||||||||||||||||||||||||||||||||||||
| Interest Rate as of | December 31, | December 31, | ||||||||||||||||||||||||||||||||||||
| Type of Debt | Maturity | December 31, 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||||||||||||||||||||||||||
| (in millions) | ||||||||||||||||||||||||||||||||||||||
| Senior Unsecured Notes | 2021-2050 | 2.26% | 0.61%-4.30% | 0.70%-4.30% | $ | 3,859.7 | $ | 4,123.6 | ||||||||||||||||||||||||||||||
| Pollution Control Bonds | 2024-2029 (a) | 2.26% | 1.90%-2.60% | 1.90%-2.60% | 536.6 | 535.9 | ||||||||||||||||||||||||||||||||
| Junior Subordinated Notes | 2023-2027 | 2.81% | 1.30%-3.88% | 1.30%-3.40% | 2,373.0 | 1,624.1 | ||||||||||||||||||||||||||||||||
| Total Long-term Debt Outstanding | 6,769.3 | 6,283.6 | ||||||||||||||||||||||||||||||||||||
| Long-term Debt Due Within One Year | 308.9 | 410.4 | ||||||||||||||||||||||||||||||||||||
| Long-term Debt | $ | 6,460.4 | $ | 5,873.2 |
(a)Certain Pollution Control Bonds are subject to redemption earlier than the maturity date.
Long-term debt outstanding as of December 31, 2021 is payable as follows:
| 2022 | 2023 | 2024 (b) | 2025 | 2026 | After 2026 | Total | |||||||||||||||||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||||||||||||||||||||
| Principal Amount (a) | $ | 308.9 | $ | 1,901.3 | $ | 1,101.6 | $ | 446.6 | $ | 2.4 | $ | 3,066.5 | $ | 6,827.3 | |||||||||||||||||||||||||||
| Unamortized Discount, Net and Debt Issuance Costs | (58.0) | ||||||||||||||||||||||||||||||||||||||||
| Total Long-term Debt Outstanding | $ | 6,769.3 |
(a)Amounts reflect the impact of fair value hedge accounting. See “Accounting for Fair Value Hedging Strategies” section of Note 10 included in the 2021 Annual Report for additional information.
(b)In January 2022, Parent successfully remarketed $805 million of Junior Subordinated Notes due in 2024. See “2019 Equity Units” section of Note 14 included in the 2021 Annual Report for additional information.
Short-term Debt
Parent’s outstanding short-term debt was as follows:
| December 31, 2021 | December 31, 2020 | |||||||||||||||||||||||||
| Type of Debt | Outstanding Amount | Weighted-Average Interest Rate | Outstanding Amount | Weighted-Average Interest Rate | ||||||||||||||||||||||
| (in millions) | (in millions) | |||||||||||||||||||||||||
| Commercial Paper | $ | 1,364.0 | 0.34 | % | $ | 1,852.3 | 0.29 | % | ||||||||||||||||||
| 364-Day Term Loan | 500.0 | 0.81 | % | — | — | % | ||||||||||||||||||||
| Total Short-term Debt | $ | 1,864.0 | $ | 1,852.3 |
S-10
4. RELATED PARTY TRANSACTIONS
Payments on Behalf of Subsidiaries
Due to occasional time sensitivity and complexity of payments, Parent makes certain insurance, tax and benefit payments on behalf of subsidiary companies. Parent is then fully reimbursed by the subsidiary companies.
Short-term Lending to Subsidiaries
Parent uses a commercial paper program to meet the short-term borrowing needs of subsidiaries. The program is used to fund both a Utility Money Pool, which funds the utility subsidiaries, and a Nonutility Money Pool, which funds certain nonutility subsidiaries. In addition, the program also funds, as direct borrowers, the short-term debt requirements of other subsidiaries that are not participants in either money pool for regulatory or operational reasons. The program also allows some direct borrowers to invest excess cash with Parent.
Interest expense related to Parent’s short-term borrowing is included in Interest Expense on Parent’s statements of income. Parent incurred interest expense for amounts borrowed from subsidiaries of $2 million, $4 million and $8 million for the years ended December 31, 2021, 2020 and 2019, respectively.
Interest income related to Parent’s short-term lending is included in Interest Income on Parent’s statements of income. Parent earned interest income for amounts advanced to subsidiaries of $15 million, $36 million and $49 million for the years ended December 31, 2021, 2020 and 2019, respectively.
Affiliated Notes
Parent issued long-term debt, portions of which were loaned to its subsidiaries. Parent pays interest on the affiliated notes, but the subsidiaries accrue interest for their share of the affiliated borrowing and remit the interest to Parent. Interest income related to Parent’s loans to subsidiaries is included in Interest Income on Parent’s statements of income. Parent earned interest income on loans to subsidiaries of $2 million, $2 million and $2 million for the years ended December 31, 2021, 2020 and 2019, respectively.
S-11
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
| AEP | Additions | |||||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Costs and Expenses | Charged to Other Accounts (a) | Deductions (b) | Balance at End of Period | |||||||||||||||||||||||||||
| (in millions) | ||||||||||||||||||||||||||||||||
| Deducted from Assets: | ||||||||||||||||||||||||||||||||
| Accumulated Provision for Uncollectible Accounts: | ||||||||||||||||||||||||||||||||
| Year Ended December 31, 2021 | $ | 71.1 | $ | 20.3 | $ | 0.6 | $ | 36.4 | $ | 55.6 | ||||||||||||||||||||||
| Year Ended December 31, 2020 | 43.7 | 46.0 | 5.9 | 24.5 | 71.1 | |||||||||||||||||||||||||||
| Year Ended December 31, 2019 | 36.8 | 41.3 | 3.6 | 38.0 | 43.7 |
(a)Recoveries offset by reclasses to other assets and liabilities.
(b)Uncollectible accounts written off.
Schedule II for the Registrant Subsidiaries is not presented because the amounts are not material.
S-12
INDEX OF AEP TRANSMISSION COMPANY, LLC (AEPTCO PARENT)
FINANCIAL STATEMENT SCHEDULES
| Page Number | |||||
| Report of Independent Registered Public Accounting Firm on Financial Statement Schedule | S-13 | ||||
| The following financial statement schedules are included in this report on the pages indicated: | |||||
| AEP Transmission Company, LLC (AEPTCo Parent): | |||||
| Schedule I – Condensed Financial Information | S-14 | ||||
| Schedule I – Index of Condensed Notes to Condensed Financial Information | S-18 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON
FINANCIAL STATEMENT SCHEDULE
To the Board of Directors and Member of
AEP Transmission Company, LLC
Our audits of the consolidated financial statements referred to in our report dated February 24, 2022 appearing in the 2021 Annual Report to Shareholders of AEP Transmission Company, LLC (which report and consolidated financial statements are incorporated by reference in this Annual Report on Form 10-K) also included an audit of the accompanying schedule of condensed financial information as of December 31, 2021 and 2020 and for each of the three years in the period ended December 31, 2021. In our opinion, this financial statement schedule presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.
/s/ PricewaterhouseCoopers LLP
Columbus, Ohio
February 24, 2022
S-13
SCHEDULE I
AEP TRANSMISSION COMPANY, LLC (AEPTCo Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED STATEMENTS OF INCOME
For the Years Ended December 31, 2021, 2020 and 2019
(in millions)
| Years Ended December 31, | ||||||||||||||||||||
| 2021 | 2020 | 2019 | ||||||||||||||||||
| EXPENSES | ||||||||||||||||||||
| Other Operation | $ | 0.2 | $ | 0.2 | $ | 0.3 | ||||||||||||||
| TOTAL EXPENSES | 0.2 | 0.2 | 0.3 | |||||||||||||||||
| OPERATING LOSS | (0.2) | (0.2) | (0.3) | |||||||||||||||||
| Other Income (Expense): | ||||||||||||||||||||
| Interest Income - Affiliated | 158.1 | 149.6 | 123.8 | |||||||||||||||||
| Interest Expense | (157.7) | (148.1) | (122.1) | |||||||||||||||||
| INCOME BEFORE INCOME TAX EXPENSE AND EQUITY EARNINGS OF UNCONSOLIDATED SUBSIDIARIES | 0.2 | 1.3 | 1.4 | |||||||||||||||||
| Income Tax Expense | — | 0.2 | 0.3 | |||||||||||||||||
| Equity Earnings of Unconsolidated Subsidiaries | 591.5 | 422.3 | 438.6 | |||||||||||||||||
| NET INCOME | $ | 591.7 | $ | 423.4 | $ | 439.7 | ||||||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-18. |
S-14
SCHEDULE I
AEP TRANSMISSION COMPANY, LLC (AEPTCo Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED BALANCE SHEETS
ASSETS
December 31, 2021 and 2020
(in millions)
| December 31, | ||||||||||||||
| 2021 | 2020 | |||||||||||||
| CURRENT ASSETS | ||||||||||||||
| Advances to Affiliates | $ | 12.7 | $ | 109.0 | ||||||||||
| Accounts Receivable: | ||||||||||||||
| Affiliated Companies | 32.4 | 26.5 | ||||||||||||
| Total Accounts Receivable | 32.4 | 26.5 | ||||||||||||
| Notes Receivable - Affiliated | 104.0 | 50.0 | ||||||||||||
| Assets Held for Sale | 140.2 | — | ||||||||||||
| Other Current Assets | 0.5 | — | ||||||||||||
| TOTAL CURRENT ASSETS | 289.8 | 185.5 | ||||||||||||
| OTHER NONCURRENT ASSETS | ||||||||||||||
| Notes Receivable - Affiliated | 4,176.1 | 3,898.5 | ||||||||||||
| Investments in Unconsolidated Subsidiaries | 5,411.1 | 4,712.0 | ||||||||||||
| TOTAL OTHER NONCURRENT ASSETS | 9,587.2 | 8,610.5 | ||||||||||||
| TOTAL ASSETS | $ | 9,877.0 | $ | 8,796.0 | ||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-18. |
S-15
SCHEDULE I
AEP TRANSMISSION COMPANY, LLC (AEPTCo Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED BALANCE SHEETS
LIABILITIES AND EQUITY
December 31, 2021 and 2020
(in millions)
| December 31, | ||||||||||||||||||||||||||
| 2021 | 2020 | |||||||||||||||||||||||||
| CURRENT LIABILITIES | ||||||||||||||||||||||||||
| Accounts Payable: | ||||||||||||||||||||||||||
| General | $ | 83.0 | $ | 62.2 | ||||||||||||||||||||||
| Affiliated Companies | 44.3 | 41.0 | ||||||||||||||||||||||||
| Long-term Debt Due Within One Year – Nonaffiliated | 104.0 | 50.0 | ||||||||||||||||||||||||
| Accrued Interest | 28.8 | 23.9 | ||||||||||||||||||||||||
| Other Current Liabilities | 0.9 | 7.5 | ||||||||||||||||||||||||
| TOTAL CURRENT LIABILITIES | 261.0 | 184.6 | ||||||||||||||||||||||||
| NONCURRENT LIABILITIES | ||||||||||||||||||||||||||
| Long-term Debt – Nonaffiliated | 4,239.9 | 3,898.5 | ||||||||||||||||||||||||
| TOTAL NONCURRENT LIABILITIES | 4,239.9 | 3,898.5 | ||||||||||||||||||||||||
| TOTAL LIABILITIES | 4,500.9 | 4,083.1 | ||||||||||||||||||||||||
| MEMBER’S EQUITY | ||||||||||||||||||||||||||
| Paid-in Capital | 2,949.6 | 2,765.6 | ||||||||||||||||||||||||
| Retained Earnings | 2,426.5 | 1,947.3 | ||||||||||||||||||||||||
| TOTAL MEMBER’S EQUITY | 5,376.1 | 4,712.9 | ||||||||||||||||||||||||
| TOTAL LIABILITIES AND MEMBER’S EQUITY | $ | 9,877.0 | $ | 8,796.0 | ||||||||||||||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-18. |
S-16
SCHEDULE I
AEP TRANSMISSION COMPANY, LLC (AEPTCo Parent)
CONDENSED FINANCIAL INFORMATION
CONDENSED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2021, 2020 and 2019
(in millions)
| Years Ended December 31, | ||||||||||||||||||||
| 2021 | 2020 | 2019 | ||||||||||||||||||
| OPERATING ACTIVITIES | ||||||||||||||||||||
| Net Income | $ | 591.7 | $ | 423.4 | $ | 439.7 | ||||||||||||||
| Adjustments to Reconcile Net Income to Net Cash Flows from Operating Activities: | ||||||||||||||||||||
| Equity Earnings of Unconsolidated Subsidiaries | (591.5) | (422.3) | (438.6) | |||||||||||||||||
| Change in Other Noncurrent Liabilities | 6.2 | 5.6 | 11.9 | |||||||||||||||||
| Changes in Certain Components of Working Capital: | ||||||||||||||||||||
| Accounts Receivable, Net | (5.9) | (3.4) | (6.0) | |||||||||||||||||
| Accounts Payable | 4.8 | 5.3 | 18.8 | |||||||||||||||||
| Accrued Interest | 4.9 | 4.7 | 3.3 | |||||||||||||||||
| Other Current Liabilities | 12.3 | 32.5 | 34.6 | |||||||||||||||||
| Net Cash Flows from Operating Activities | 22.5 | 45.8 | 63.7 | |||||||||||||||||
| INVESTING ACTIVITIES | ||||||||||||||||||||
| Change in Advances to Affiliates, Net | 96.3 | (40.3) | (51.7) | |||||||||||||||||
| Repayment of Notes Receivable from Affiliated Companies | 50.0 | — | — | |||||||||||||||||
| Issuance of Notes Receivable to Affiliated Companies | (450.0) | (525.0) | (615.0) | |||||||||||||||||
| Return of Capital Contributions from Unconsolidated Subsidiaries | — | 5.0 | — | |||||||||||||||||
| Capital Contributions to Subsidiaries | (184.0) | (335.0) | — | |||||||||||||||||
| Net Cash Flows Used for Investing Activities | (487.7) | (895.3) | (666.7) | |||||||||||||||||
| FINANCING ACTIVITIES | ||||||||||||||||||||
| Capital Contributions from Member | 184.0 | 335.0 | — | |||||||||||||||||
| Issuance of Long-term Debt – Nonaffiliated | 443.7 | 519.5 | 688.0 | |||||||||||||||||
| Retirement of Long-term Debt – Nonaffiliated | (50.0) | — | (85.0) | |||||||||||||||||
| Dividends Paid to Member | (112.5) | (5.0) | — | |||||||||||||||||
| Net Cash Flows from Financing Activities | 465.2 | 849.5 | 603.0 | |||||||||||||||||
| Net Change in Cash and Cash Equivalents | — | — | — | |||||||||||||||||
| Cash and Cash Equivalents at Beginning of Period | — | — | — | |||||||||||||||||
| Cash and Cash Equivalents at End of Period | $ | — | $ | — | $ | — | ||||||||||||||
| See Condensed Notes to Condensed Financial Information beginning on page S-18. |
S-17
SCHEDULE I
AEP TRANSMISSION COMPANY, LLC (AEPTCo Parent)
INDEX OF CONDENSED NOTES TO CONDENSED FINANCIAL INFORMATION
| 1. Summary of Significant Accounting Policies | ||
| 2. Commitments, Guarantees and Contingencies | ||
| 3. Financing Activities | ||
| 4. Related Party Transactions |
S-18
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The condensed financial information of AEPTCo Parent is required as a result of the restricted net assets of AEPTCo consolidated subsidiaries exceeding 25% of AEPTCo consolidated net assets as of December 31, 2021. AEPTCo Parent is the direct holding company for the seven State Transcos. The primary source of income for AEPTCo Parent is equity in its subsidiaries’ earnings. AEPTCo Parent financial statements should be read in conjunction with the AEPTCo consolidated financial statements and the accompanying notes thereto. For purposes of these condensed financial statements, AEPTCo wholly-owned and majority-owned subsidiaries are recorded based upon its proportionate share of the subsidiaries’ net assets (similar to presenting them on the equity method).
Income Taxes
AEPTCo Parent joins in the filing of a consolidated federal income tax return with its affiliates in the AEP System. The allocation of the AEP System’s current consolidated federal income tax to the AEP System companies allocates the benefit of current tax loss of the parent company (Parent Company Loss Benefit) to the AEP System subsidiaries with taxable income reducing their current tax expense proportionately. The consolidated NOL of the AEP System is allocated to each company in the consolidated group with taxable losses. The tax benefit of AEP Parent is allocated to its subsidiaries with taxable income. With the exception of the allocation of the consolidated AEP System NOL, the loss of the AEP Parent and tax credits, the method of allocation reflects a separate return result for each company in the consolidated group.
Disposition of KTCo
In October 2021, AEP Parent and AEPTCo Parent entered into a Stock Purchase Agreement to sell KPCo and KTCo to Liberty Utilities Co., a subsidiary of Algonquin Power & Utilities Corp. (Liberty), for approximately a $2.85 billion enterprise value. The sale is subject to regulatory approvals from the FERC and KPSC. Clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and clearance from the Committee on Foreign Investment in the United States has been received. AEPTCo Parent holds a direct investment in KTCo.
The sale is expected to close in the second quarter of 2022 with Liberty acquiring the assets and assuming the liabilities of KPCo and KTCo, excluding pension and other post-retirement benefit plan assets and liabilities. AEP expects to provide customary transition services to Liberty for a period of time after closing of the transaction. AEP Parent expects to receive approximately $1.45 billion in cash, net of taxes and transaction fees. The proceeds from the sale of KTCo will be allocated to AEPTCo Parent upon the closing of the transaction. AEPTCo Parent expects the sale to have a one-time immaterial impact on after tax earnings. For further discussion, see Note 7 – Acquisitions, Assets and Liabilities Held for Sale, Dispositions, and Impairments included in the 2021 Annual Report.
The major classes of KTCo’s assets and liabilities presented in Assets Held for Sale and Liabilities Held for Sale on the balance sheets of AEPTCo Parent as of December 31, 2021 are shown in the table below.
| December 31, 2021 | ||||||||
| (in millions) | ||||||||
| ASSETS | ||||||||
| Long-term Notes Receivable - Affiliated | $ | 63.8 | ||||||
| Investment in KTCo | 76.4 | |||||||
| Assets Held for Sale | $ | 140.2 |
2. COMMITMENTS, GUARANTEES AND CONTINGENCIES
AEPTCo Parent and its subsidiaries are parties to legal matters. For further discussion, see Note 6 - Commitments, Guarantees and Contingencies included in the 2021 Annual Report.
S-19
3. FINANCING ACTIVITIES
For discussion of Financing Activities, see Note 14 - Financing Activities to AEPTCo’s audited consolidated financial statements included in the 2021 Annual Report.
4. RELATED PARTY TRANSACTIONS
Payments on Behalf of Subsidiaries
Due to occasional time sensitivity and complexity of payments, Parent makes certain insurance, tax and other payments on behalf of subsidiary companies. Parent is then fully reimbursed by the subsidiary companies. AEPTCo Parent also makes convenience payments on behalf of its State Transcos. AEPTCo Parent is then fully reimbursed by its State Transcos.
Long-term Lending to Subsidiaries
AEPTCo Parent enters into debt arrangements with nonaffiliated entities. AEPTCo Parent has long-term debt of $4.3 billion and $3.9 billion as of December 31, 2021 and 2020, respectively. AEPTCo Parent uses the proceeds from these nonaffiliated debt arrangements to make affiliated loans to its State Transcos using the same interest rates and maturity dates as the nonaffiliated debt arrangements. AEPTCo Parent has recorded Notes Receivable – Affiliated of $4.3 billion and $3.9 billion as of December 31, 2021 and 2020, respectively. Related to these nonaffiliated and affiliated debt arrangements, AEPTCo Parent has recorded Accrued Interest of $29 million and $24 million as of December 31, 2021 and 2020, respectively. AEPTCo Parent has also recorded Accounts Receivable – Affiliated Companies of $32 million and $27 million as of December 31, 2021 and 2020, respectively. AEPTCo Parent has recorded Interest Income – Affiliated of $158 million, $150 million and $124 million for the years ended December 31, 2021, 2020 and 2019, respectively, related to the Notes Receivable – Affiliated. AEPTCo Parent has recorded Interest Expense of $158 million, $148 million and $122 million for the years ended December 31, 2021, 2020 and 2019, respectively, related to the nonaffiliated debt arrangements.
Short-term Lending to Subsidiaries
Parent uses a commercial paper program to meet the short-term borrowing needs of subsidiaries. The program is used to fund both a Utility Money Pool, which funds the utility subsidiaries, and a Nonutility Money Pool, which funds certain nonutility subsidiaries. In addition, the program also funds, as direct borrowers, the short-term debt requirements of other subsidiaries that are not participants in either money pool for regulatory or operational reasons. The program also allows some direct borrowers to invest excess cash with Parent.
Interest expense related to AEPTCo Parent’s short-term borrowing is included in Interest Expense on AEPTCo Parent’s statements of income. AEPTCo Parent incurred immaterial interest expense for amounts borrowed from AEP affiliates for the years ended December 31, 2021, 2020 and 2019.
Interest income related to AEPTCo Parent’s short-term lending is included in Interest Income – Affiliated on AEPTCo Parent’s statements of income. AEPTCo Parent earned interest income for amounts advanced to AEP affiliates of $400 thousand, $2 million and $2 million for the year ended December 31, 2021, 2020 and 2019, respectively.
S-20
EXHIBIT INDEX
The documents listed below are being filed or have previously been filed on behalf of the Registrants shown and are incorporated herein by reference to the documents indicated and made a part hereof. Exhibits (“Ex”) not identified as previously filed are filed herewith. Exhibits designated with a dagger (†) are management contracts or compensatory plans or arrangements required to be filed as an Exhibit to this Form. Exhibits designated with an asterisk (*) are filed herewith.
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| AEP‡ File No. 1-3525 | ||||||||||||||
| 3(a) | Composite of the Restated Certificate of Incorporation of AEP, dated April 26, 2019. | Form 10-Q, Ex 3, June 30, 2019 | ||||||||||||
| 3(b) | Composite By-Laws of AEP amended as of December 7, 2021. | Form 8-K, Ex 3(b) dated December 7, 2021 | ||||||||||||
| 4(a) | Indenture (for unsecured debt securities), dated as of May 1, 2001, between AEP and The Bank of New York, as Trustee. | Registration Statement No. 333-86050, Ex 4(a)(b)(c) Registration Statement No. 333-105532, Ex 4(d)(e)(f) Registration Statement No. 333-200956, Ex 4(b) Registration Statement No. 333-222068, Ex 4(b) Registration Statement No. 333-249918, Ex 4(b)(c) | ||||||||||||
| 4(a)1 | Supplemental Indenture No. 3 dated November 15, 2021 between American Electric Power Company, Inc. and The Bank of New York Mellon Trust Company, N.A.as Trustee establishing terms of 3.875% Fixed-to-Fixed Reset Rate Junior Subordinated Debentures due 2062. | Form 8-K, Ex 4(a) dated November 16, 2021 | ||||||||||||
| 4(a)2 | Supplemental Indenture No.4 dated January 6, 2022 between American Electric Power Company, Inc. and The Bank of New York Mellon Trust Company, N.A.as Trustee establishing terms of 2.031% Junior Subordinated Debentures due 2024. | Form 8-K, Ex 4(a) dated January 6, 2022 | ||||||||||||
| 4(a)3 | Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated November 20, 2020 establishing terms of 0.75% Senior Notes Series M due 2023, 1.00% Senior Notes, Series N due 2025 and Floating Rate Notes, Series A due 2023. | Form 8-K, Ex 4(a) dated November 18, 2020 | ||||||||||||
| 4(a)4 | Company Order and Officer’s Certificate between America Electric Power Company, Inc. and The Bank of New York Mellon Trust Company, N.A. as Trustee dated August 3, 2021 establishing terms of the 1.80% Senior Notes, Series 2021A due 2028. | Form 10-Q, Ex. 4, September 30, 2021 | ||||||||||||
E-1
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 4(a)5 | Purchase Contract and Pledge Agreement, dated as of March 19, 2019, between the Company and The Bank of New York Mellon Trust Company, N.A., as purchase contract agent, collateral agent, custodial agent and securities intermediary. | Registration Statement No. 333-249918, Ex 4(h) | ||||||||||||
| 4(a)6 | Purchase Contract and Pledge Agreement dated as of August 14, 2020, between the Company and The Bank of New York Mellon Trust Company, N.A., as purchase contract agent, collateral agent, custodial agent and securities intermediary. | Registration Statement No. 333-249918, Ex 4(i) | ||||||||||||
| 4(a)7 | Junior Subordinated Indenture, dated March 1, 2008, between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee for the Junior Subordinated Debentures. | Registration Statement No. 333-156387, Ex 4(c) (d) Registration Statement No. 333-249918, Ex 4(f)(g) | ||||||||||||
| 4(b) | First Amendment to Fourth Amended and Restated Credit Agreement dated June 30, 2016 among AEP, the banks, financial institutions and other institutional lenders listed on the signature pages thereof and Wells Fargo Bank, N.A., as Administrative Agent. | Form 10-Q, Ex 4, September 30, 2018 | ||||||||||||
| 4(c) | Description of Securities. | 2020 Form 10-K, Ex4(c) | ||||||||||||
| 4(d) | Credit Agreement among AEP, initial lenders and PNC Bank, National Association as Administrative Agent. | Form 10-Q, Ex 4.3, March 31, 2020 | ||||||||||||
| 4(d)1 | $500,000,000 Credit Agreement dated March 10, 2021 among the Company, Initial Lenders and U.S. Bank National Association as Administrative Agent | Form 10-Q Ex 4.1 dated March 31, 2021 | ||||||||||||
| 4(d)2 | $4,000,000,000 Credit Agreement dated March 31, 2021 among the Company, Initial Lenders and Wells Fargo Bank National Association as Administrative Agent | Form 10-Q Ex 4.2 dated March 31, 2021 | ||||||||||||
| 4(d)3 | $1,000,000,000 Credit Agreement dated March 31, 2021 among the Company, Initial Lenders and Wells Fargo Bank National Association as Administrative Agent | Form 10-Q Ex 4.3 dated March 31, 2021 | ||||||||||||
| 4(e) | Distribution Agreement, dated November 6, 2020, between American Electric Power Company, Inc. and Credit Suisse Securities (USA) LLC, Barclays Capital Inc., BofA Securities, Inc., BNY Mellon Capital Markets, LLC, Citigroup Global Markets Inc., Scotia Capital (USA) Inc., Credit Suisse Capital LLC, Barclays Bank PLC, Bank of America, N.A. and Citibank, N.A. | Form 8-K, Ex 1.1, November 6, 2020 | ||||||||||||
E-2
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 10(a) | Lease Agreements, dated as of December 1, 1989, between AEGCo or I&M and Wilmington Trust Company, as amended. | Registration Statement No. 33-32752, Ex 28(c)(1-6)(C) Registration Statement No. 33-32753, Ex 28(a)(1-6)(C) AEGCo 1993 Form 10-K, Ex 10(c)(1-6)(B) I&M 1993 Form 10-K, Ex 10(e)(1-6)(B) | ||||||||||||
| 10(b) | Consent Decree with U.S. District Court dated October 9, 2007, as modified July 17, 2019. | Form 8-K, Ex. 10 dated October 9, 2007 Form 10-Q, Ex 10, June 30, 2013 Form 10-Q, Ex 10, June 30, 2019 | ||||||||||||
| †10(c) | AEP Retainer Deferral Plan for Non-Employee Directors, as Amended and Restated effective October 1, 2020. | Form 10-Q, Ex 10.2, September 30, 2020 | ||||||||||||
| †10(d) | AEP Stock Unit Accumulation Plan for Non-Employee Directors as amended October 1, 2020. | Form 10-Q, Ex 10.3, September 30, 2020 | ||||||||||||
| *†10(d)1 | AEP Stock Unit Accumulation Plan for Non-Employee Directors as amended February 23, 2022. | |||||||||||||
| †10(e) | AEP System Excess Benefit Plan, Amended and Restated as of January 1, 2020. | 2019 Form 10-K, Ex 10(e) | ||||||||||||
| †10(e)(1) | Guaranty by AEP of AEPSC Excess Benefits Plan. | 1990 Form 10-K, Ex 10(h)(1)(B) | ||||||||||||
| †10(f) | AEP System Supplemental Retirement Savings Plan, Amended and Restated as of January 1, 2011 (Non-Qualified). | 2010 Form 10-K, Ex 10 | ||||||||||||
| †10(f)(1)(A) | Amendment to AEP System Supplemental Retirement Savings Plan, as Amended and Restated as of January 1, 2011 (Non-Qualified). | 2014 Form 10-K, Ex 10(l)(1)(A) | ||||||||||||
| †10(f)(2)(A) | Second Amendment to AEP System Supplemental Retirement Savings Plan, as Amended and Restated as of January 1, 2011 (Non-Qualified). | 2019 Form 10-K, Ex 10(f)(2)(A) | ||||||||||||
| †10(g) | AEPSC Umbrella Trust for Executives. | 1993 Form 10-K, Ex 10(g)(3) | ||||||||||||
| †10(g)(1)(A) | First Amendment to AEPSC Umbrella Trust for Executives. | 2008 Form 10-K, Ex 10(l)(3)(A) | ||||||||||||
| †10(g)(2)(A) | Second Amendment to AEPSC Umbrella Trust for Executives. | 2018 Form 10-K, Ex 10(g)(2)(A) | ||||||||||||
| †10(h) | AEP System Incentive Compensation Deferral Plan Amended and Restated as of June 1, 2019. | Form 10-Q, Ex 10(1), September 30, 2019 | ||||||||||||
| †10(i) | AEP Change In Control Agreement, as Revised Effective January 1, 2017. | Form 10-Q, Ex 10(c) , September 30, 2016 | ||||||||||||
E-3
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| †10(j) | Amended and Restated AEP System Long-Term Incentive Plan as of September 21, 2016. | Form 10-Q, Ex 10(a) , September 30, 2016 | ||||||||||||
| †10(j)(1)(A) | Performance Share Award Agreement furnished to participants of the AEP System Long-Term Incentive Plan, as amended. | Form 10-Q, Ex 10(a), March 30, 2018 | ||||||||||||
| †10(j)(2)(A) | Restricted Stock Unit Agreement furnished to participants of the AEP System Long-Term Incentive Plan as Amended and Restated. | Form 10-Q, Ex 10(b), March 30, 2018 | ||||||||||||
| †10(k) | AEP System Stock Ownership Requirement Plan Amended and Restated effective October 1, 2020. | Form 10-Q, Ex 10.1, September 30, 2020 | ||||||||||||
| †10(l) | Central and South West System Special Executive Retirement Plan Amended and Restated effective January 1, 2020. | 2019 Form 10-K, Ex 10(l) | ||||||||||||
| †10(m) | AEP Executive Severance Plan Amended effective January 4, 2021. | 2020 Form 10-K, Ex 10 (n) | ||||||||||||
| †10(n) | General Severance, Stock Award and, Release Agreement between American Electric Power Company, Inc. and Brian X. Tierney | Form 10-Q Ex.10 Dated June 30, 2021 | ||||||||||||
| †10(o) | AEP Aircraft Timesharing Agreement dated October 1, 2019 between American Electric Power Service Corporation and Nicholas K. Akins. | Form 10-Q, Ex 10(2), September 30, 2019 | ||||||||||||
| *21 | List of subsidiaries of AEP. | |||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. |
E-4
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| AEP TEXAS‡ File No. 333-221643 | ||||||||||||||
| 3(a) | Composite of the Restated Certificate of Incorporation, as amended. | Registration No. 333-221643, Ex 3(a) | ||||||||||||
| 3(b) | Bylaws. | Registration No. 333-221643, Ex 3(b) | ||||||||||||
| 4(a) | Indenture, dated as of September 1, 2017, between AEP Texas Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee. | Registration No. 333-221643, Ex 4(a)-1,4(a)-2; Registration No. 333-228657, Ex 4(a)-4,4(a)-5; Registration No. 333-230613, Ex 4(a)(b) | ||||||||||||
| 4(b) | Company Order and Officer’s Certificate to The Bank of New York Mellon Trust Company, N.A. dated May 1, 2019 establishing the terms of 4.15% Senior Notes, Series G due 2049. | Form 8-K Ex 4(a) dated April 29, 2019 | ||||||||||||
| 4(c) | Company Order and Officer’s Certificate to The Bank of New York Mellon Trust Company, N.A. dated December 5, 2019 establishing the terms of 3.45% Senior Notes, Series H due 2050. | Form 8-K Ex 4(a) dated December 6, 2019 | ||||||||||||
| 4(d) | Company Order and Officer’s Certificate to The Bank of New York Mellon Trust Company, N.A. dated July 1, 2020 establishing the terms of 2.10% Senior Notes, Series I due 2030. | Form 8-K Ex. 4(a) dated July 1, 2020 | ||||||||||||
| 4(e) | Company Order and Officer’s Certificate between AEP Texas Inc. and The Bank of New York Mellon Trust Company, N.A. as Trustee dated May 6, 2021 establishing terms of the 3.45% Senior Notes, Series J, due 2051. | Form 8-K, Ex 4(a) dated May 6, 2021 | ||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
E-5
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| AEPTCo‡ File No. 333-217143 | ||||||||||||||
| 3(a) | Limited Liability Company Agreement of AEP Transmission Company, LLC dated as of January 27, 2006. | Registration Statement No. 333-217143, Ex 3(a) | ||||||||||||
| 3(b) | First Amendment to Limited Liability Company Agreement dated as of May 21, 2013. | Registration Statement No. 333-217143, Ex 3(b) | ||||||||||||
| 4(a) | Indenture, dated as of November 1, 2016, between AEP Transmission Company, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee. | Registration Statement No. 333-217143, Ex 4(a)-1, 4(a)-2 Registration Statement No. 333-225325, Ex 4(b)(c)(d) | ||||||||||||
| 4(b) | Company Order and Officers’ Certificate to The Bank of New York Mellon Trust Company, N.A. dated September 7, 2018 establishing the terms of the 4.25% Senior Notes, Series J due 2048. | Form 8-K, Ex 4(a) dated September 7, 2018 | ||||||||||||
E-6
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 4(c) | Company Order and Officers’ Certificate to The Bank of New York Mellon Trust Company, N.A. dated June 12, 2019 establishing the terms of the 3.80% Senior Notes, Series K due 2049. | Form 8-K Ex 4(a) dated June 12, 2019 | ||||||||||||
| 4(d) | Company Order and Officers’ Certificate to The Bank of New York Mellon Trust Company, N.A. dated September 11, 2019 establishing the terms of the 3.15% Senior Notes, Series L due 2049. | Form 8-K Ex 4(a) dated September 9, 2019 | ||||||||||||
| 4(e) | Company Order and Officers’ Certificate to The Bank of New York Mellon Trust Company, N.A. dated April 1, 2020 establishing the terms of the 3.65% Senior Notes, Series M due 2050. | Form 8-K Ex 4(a) dated April 1, 2020 | ||||||||||||
| 4(f) | Company Order and Officer’s Certificate between AEP Transmission Company, LLC and The Bank of New York Mellon Trust Company, N.A. as Trustee dated August 4, 2021 establishing terms of the 2.75% Senior Notes, Series N, due 2051. | Form 8-K, Ex 4(a) dated August4, 2021 | ||||||||||||
| 4(g) | Note Purchase Agreement, dated as of October 18, 2012 between AEP Transmission Company, LLC and the Initial Purchasers. | Registration Statement No. 333-217143, Ex 4(c)-1 | ||||||||||||
| 4(g)(1) | Supplement to Note Purchase Agreement, dated as of November 7, 2013 between AEP Transmission Company, LLC and the Initial Purchasers. | Registration Statement No. 333-217143, Ex 4(c)-2 | ||||||||||||
| 4(g)(2) | Supplement to Note Purchase Agreement, dated as of November 14, 2014 between AEP Transmission Company, LLC and the Initial Purchasers. | Registration Statement No. 333-217143, Ex 4(c)-3 | ||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. |
E-7
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| APCo‡ File No. 1-3457 | ||||||||||||||
| 3(a) | Composite of the Restated Articles of Incorporation of APCo, amended as of March 7, 1997. | 1996 Form 10-K, Ex 3(d) | ||||||||||||
| 3(b) | Composite By-Laws of APCo, amended as of February 26, 2008. | 2007 Form 10-K, Ex 3(b) | ||||||||||||
| 4(a) | Indenture (for unsecured debt securities), dated as of January 1, 1998, between APCo and The Bank of New York, As Trustee. | Registration Statement No. 333-45927, Ex 4(a)(b) Registration Statement No. 333-49071, Ex 4(b) Registration Statement No. 333-84061, Ex 4(b)(c) Registration Statement No. 333-100451, Ex 4(b) Registration Statement No. 333-116284, Ex 4(b)(c) Registration Statement No. 333-123348, Ex 4(b)(c) Registration Statement No. 333-136432, Ex 4(b)(c)(d) Registration Statement No. 333-161940, Ex 4(b)(c)(d) Registration Statement No. 333-182336, Ex 4(b)(c) Registration Statement No. 333-200750, Ex 4(b)(c) Registration Statement No. 333-214448, Ex 4(b) Registration Statement No. 333-236613, Ex 4(b)(c) | ||||||||||||
| 4(b) | Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated May 14, 2020 of 3.70% Senior Notes Series Z due 2050. | Form 8-K, Ex 4(a) dated May 14, 2020 | ||||||||||||
E-8
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 4(c) | Company Order and Officer’s Certificate between the Company and The Bank of New York Mellon Trust Company, N.A. as Trustee dated March 11, 2021 establishing terms of 2.70% Senior Notes, Series AA due 2031. | Form 8-K, Ex 4(a) dated March 11, 2021 | ||||||||||||
| 4(d) | Company Order and Officer’s Certificate between the Company and The Bank of New York Mellon Trust Company, N.A. as Trustee dated March 11, 2021 establishing terms of 2.70% Senior Notes, Series AA due 2031. | Form 8-K, Ex 4(a) dated March 17, 2021 | ||||||||||||
| 10(a) | Inter-Company Power Agreement, dated as of July 10, 1953, among OVEC and the Sponsoring Companies, as amended September 10, 2010. | 2013 Form 10-K, Ex 10(a) | ||||||||||||
| 10(d) | Consent Decree with U.S. District Court dated October 9, 2007, as modified July 17, 2019. | Form 8-K, Ex. 10 dated October 9, 2007 Form 10-Q, Ex 10, June 30, 2013 Form 10-Q, Ex 10, June 30, 2019 | ||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
E-9
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| I&M‡ File No. 1-3570 | ||||||||||||||
| 3(a) | Composite of the Amended Articles of Acceptance of I&M, dated of March 7, 1997. | 1996 Form 10-K, Ex 3(c) | ||||||||||||
| 3(b) | Composite By-Laws of I&M, amended as of February 26, 2008. | 2007 Form 10-K, Ex 3(b) | ||||||||||||
| 4(a) | Indenture (for unsecured debt securities), dated as of October 1, 1998, between I&M and The Bank of New York, as Trustee. | Registration Statement No. 333-88523, Ex 4(a)(b)(c) Registration Statement No. 333-58656, Ex 4(b)(c) Registration Statement No. 333-108975, Ex 4(b)(c)(d) Registration Statement No. 333-136538, Ex 4(b)(c) Registration Statement No. 333-156182, Ex 4(b) Registration Statement No. 333-185087, Ex 4(b) Registration Statement No. 333-207836, Ex 4(b) Registration Statement No. 333-225103, Ex 4(b)(c)(d) | ||||||||||||
| 4(b) | Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated August 8, 2018 of 4.25% Series N due 2048. | Form 8-K, Ex 4(a) dated August 8, 2018 | ||||||||||||
| 4(c) | Company Order and Officer’s Certificate between Indiana Michigan Power Company and The Bank of New York Mellon Trust Company, N.A. as Trustee dated April 27, 2021 establishing terms of the 3.25% Senior Notes, Series O due 2051. | Form 8-K, Ex 4(a) dated April 29, 2021 | ||||||||||||
| 10(a) | Inter-Company Power Agreement, dated as of July 10, 1953, among OVEC and the Sponsoring Companies, as amended September 10, 2010. | 2013 Form 10-K, Ex 10(a) | ||||||||||||
| 10(b) | Unit Power Agreement dated as of March 31, 1982 between AEGCo and I&M, as amended. | Registration Statement No. 33-32752, Ex 28(b)(1)(A)(B) | ||||||||||||
| 10(c) | Consent Decree with U.S. District Court dated October 9, 2007, as modified July 17, 2019. | Form 8-K, Ex. 10 dated October 9, 2007 Form 10-Q, Ex 10, June 30, 2013 Form 10-Q, Ex 10, June 30, 2019 | ||||||||||||
| 10(d) | Lease Agreements, dated as of December 1, 1989, between I&M and Wilmington Trust Company, as amended. | Registration Statement No. 33-32753, Ex 28(a)(1-6)(C) 1993 Form 10-K, Ex 10(e)(1-6)(B) | ||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
E-10
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| OPCo‡ File No. 1-6543 | ||||||||||||||
| 3(a) | Composite of the Amended Articles of Incorporation of OPCo, dated June 3, 2002. | Form 10-Q, Ex 3(e), June 30, 2002 | ||||||||||||
| 3(b) | Amended Code of Regulations of OPCo. | Form 10-Q, Ex 3(b), June 30, 2008 | ||||||||||||
| 4(a) | Indenture (for unsecured debt securities), dated as of September 1, 1997, between OPCo and Bankers Trust Company (now The Bank of New York Mellon Trust Company, N.A. as assignee of Deutsche Bank Trust Company Americas), as Trustee. | Registration Statement No. 333-49595, Ex 4(a)(b)(c) Registration Statement No. 333-106242, Ex 4(b)(c)(d) Registration Statement No. 333-127913, Ex 4(b)(c) Registration Statement No. 333-139802, Ex 4(b)(c)(d) Registration Statement No. 333-161537, Ex 4(b)(c)(d) Registration Statement No. 333-211192, Ex 4(b) Registration Statement No. 333-230094, Ex 4(b) | ||||||||||||
E-11
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 4(a)(1) | Resignation of Deutsche Bank Trust Company Americas, as Trustee and appointment of The Bank of New York Mellon Trust Company, N.A. as Trustee of Indenture with OPCo dated as of September 1, 1997. | Form 8-K, Item 8.01 dated October 8, 2018 | ||||||||||||
| 4(b) | Indenture (for unsecured debt securities), dated as of February 1, 2003, between OPCo and Bank One, N.A., as Trustee. | Registration Statement No. 333-127913, Ex 4(d)(e)(f) | ||||||||||||
| 4(c) | Indenture (for unsecured debt securities), dated as of September 1, 1997, between CSPCo (predecessor in interest to OPCo) and Bankers Trust Company, as Trustee. | Registration Statement No. 333-54025, Ex 4(a)(b)(c)(d) Registration Statement No. 333-128174, Ex 4(b)(c)(d) Registration Statement No. 333-150603, Ex 4(b) | ||||||||||||
| 4(d) | Indenture (for unsecured debt securities), dated as of February 1, 2003, between CSPCo (predecessor in interest to OPCo) and Bank One, N.A., as Trustee. | Registration Statement No. 333-128174, Ex 4(e)(f)(g) Registration Statement No. 333-150603, Ex 4(b) | ||||||||||||
| 4(e) | First Supplemental Indenture, dated as of December 31, 2011, by and between OPCo and The Bank of New York Mellon Trust Company, N.A., as trustee, supplementing the Indenture dated as of September 1, 1997 between CSPCo (predecessor in interest to OPCo) and the trustee. | Form 8-K, Ex 4.1 dated January 6, 2012 | ||||||||||||
| 4(f) | Third Supplemental Indenture, dated as of December 31, 2011, by and between OPCo and The Bank of New York Mellon Trust Company, N.A., as trustee, supplementing the Indenture dated as of February 14, 2003 between CSPCo (predecessor in interest to OPCo) and the trustee. | Form 8-K, Ex 4.2 dated January 6, 2012 | ||||||||||||
| 4(g) | Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated May 22, 2019 establishing the terms of the 4.00% Senior Notes Series O due 2049. | Form 8-K, Ex 4(a) dated May 22, 2019 | ||||||||||||
| 4(h) | Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated March 17, 2020 establishing the terms of the 2.60% Senior Notes Series P due 2030. | Form 8-K, Ex 4(a) dated March 17, 2020 | ||||||||||||
| 4(i) | Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated January 7, 2021 establishing the terms of the 1.65% Senior Notes Series Q due 2031. | Form 8-K dated January 7, 2021 Ex 4(a) | ||||||||||||
E-12
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 4(j) | Company Order and Officer’s Certificate between Ohio Power Company and The Bank of New York Mellon Trust Company, N.A. as Trustee dated September 9, 2021 establishing terms of the 2.90% Senior Notes, Series R, due 2051 | Form 8-K, Ex 4(a) dated September 13, 2021 | ||||||||||||
| 10(a) | Inter-Company Power Agreement, dated July 10, 1953, among OVEC and the Sponsoring Companies, as amended September 10, 2010. | 2013 Form 10-K, Ex 10(a) | ||||||||||||
| 10(b) | Consent Decree with U.S. District Court dated October 9, 2007, as modified July 17, 2019. | Form 8-K, Ex. 10 dated October 9, 2007 Form 10-Q, Ex 10, June 30, 2013 Form 10-Q, Ex 10, June 30, 2019 | ||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| PSO‡ File No. 0-343 | ||||||||||||||
E-13
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 3(a) | Certificate of Amendment to Restated Certificate of Incorporation of PSO. | Form 10-Q, Ex 3(a), June 30, 2008 | ||||||||||||
| 3(b) | Composite By-Laws of PSO amended as of February 26, 2008. | 2007 Form 10-K, Ex 3 (b) | ||||||||||||
| 4(a) | Indenture (for unsecured debt securities), dated as of November 1, 2000, between PSO and The Bank of New York, as Trustee. | Registration Statement No. 333-100623, Ex 4(a)(b) Registration Statement No. 333-114665, Ex 4(b)(c) Registration Statement No. 333-133548, Ex 4(b)(c) Registration Statement No. 333-156319, Ex 4(b)(c) | ||||||||||||
| 4(b) | Eighth Supplemental Indenture, dated as of November 13, 2009 between PSO and The Bank of New York Mellon, as Trustee, establishing terms of the 5.15% Senior Notes, Series H, due 2019. | Form 8-K, Ex 4(a), dated November 13, 2009 | ||||||||||||
| 4(c) | Ninth Supplemental Indenture, dated as of January 19, 2011 between PSO and The Bank of New York Mellon Trust Company, N.A., as Trustee, establishing terms of 4.40% Senior Notes, Series I, due 2021. | Form 8-K, Ex 4(a) dated January 20, 2011 | ||||||||||||
| 4(d) | Tenth Supplemental Indenture between Public Service Company of Oklahoma and The Bank of New York Mellon Trust Company, N.A. as Trustee dated August 1, 2021 establishing terms of the 2.20% Senior Notes, Series J, due 2031 and the 3.15% Senior Notes Series K, due 2051 | Form 8-K, Ex 4(a) dated August 12, 2021 | ||||||||||||
| 4(e) | Credit Agreement dated as of January 19, 2021 among PSO as Borrower, Initial Lenders and Sumitomo Mitsui Banking Corporation as Administrative Agent. | 2020 Form 10-K, Ex 4(d) | ||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
E-14
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. | |||||||||||||
| SWEPCo‡ File No. 1-3146 | ||||||||||||||
| 3(a) | Composite of Amended Restated Certificate of Incorporation of SWEPCo. | 2008 Form 10-K, Ex 3(a) | ||||||||||||
| 3(a)(A) | Amendment to Amended Restated Certificate of Incorporation. | Form 8-K Ex 3.1 dated September 1, 2020 | ||||||||||||
| 3(b) | Composite By-Laws of SWEPCo amended as of February 26, 2008. | 2007 Form 10-K, Ex 3(b) | ||||||||||||
| 4(a) | Indenture (for unsecured debt securities), dated as of February 4, 2000, between SWEPCo and The Bank of New York, as Trustee. | Registration Statement No. 333-96213 Registration Statement No. 333-87834, Ex 4(a)(b) Registration Statement No. 333-100632, Ex 4(b) Registration Statement No. 333-108045, Ex 4(b) Registration Statement No. 333-145669, Ex 4(c)(d) Registration Statement No. 333-161539, Ex 4(b)(c) Registration Statement No. 333-194991, Ex 4(b)(c) Registration Statement No. 333-208535, Ex 4(b)(c) Registration Statement No. 333-226856, Ex 4(b)(c) Registration Statement No. 333-238159, Ex 4(b) Registration Statement No. 333-258961, Ex 4(a)(b) | ||||||||||||
E-15
| Exhibit Designation | Nature of Exhibit | Previously Filed as Exhibit to: | ||||||||||||
| 4(b) | Fifteenth Supplemental Indenture dated November 1, 2021 between Southwestern Electric Power Company and The Bank of New York Mellon Trust Company, N.A.as Trustee establishing terms of 3.25% Senior Notes Series O due 2051. | Form 8-K, Ex 4(a) dated November 3, 2021 | ||||||||||||
| *23 | Consent of PricewaterhouseCoopers LLP. | |||||||||||||
| *24 | Power of Attorney. | |||||||||||||
| *31(a) | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *31(b) | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||||||
| *32(a) | Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *32(b) | Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | |||||||||||||
| *95 | Mine Safety Disclosure. | |||||||||||||
| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | |||||||||||||
| 101.SCH | XBRL Taxonomy Extension Schema. | |||||||||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase. | |||||||||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase. | |||||||||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase. | |||||||||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | |||||||||||||
| 104 | Cover Page Interactive Data File. Formatted as inline XBRL and contained in Exhibit 101. |
‡ Certain instruments defining the rights of holders of long-term debt of the registrants included in the financial statements of registrants filed herewith have been omitted because the total amount of securities authorized thereunder does not exceed 10% of the total assets of registrants. The registrants hereby agree to furnish a copy of any such omitted instrument to the SEC upon request.
E-16
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
E-17
Previous: Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES