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10-K 1 f2014form10kedgar.htm 2014 FORM 10-K

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**UNITED STATES SECURITIES AND EXCHANGE COMMISSION ****WASHINGTON, D.C. 20549

**FORM 10-K

TANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
**For the Fiscal Year Ended December 31, 2014 **
or
£TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission File NumberRegistrant; State of Incorporation; Address; and Telephone NumberI.R.S. Employer Identification No.
1-5324**NORTHEAST UTILITIES **(a Massachusetts voluntary association) 300 Cadwell Drive Springfield, Massachusetts 01104 Telephone: (413) 785-587104-2147929
0-00404**THE CONNECTICUT LIGHT AND POWER COMPANY **(a Connecticut corporation) 107 Selden Street Berlin, Connecticut 06037-1616 Telephone: (860) 665-500006-0303850
1-02301**NSTAR ELECTRIC COMPANY **(a Massachusetts corporation) 800 Boylston Street Boston, Massachusetts 02199 Telephone: (617) 424-200004-1278810
1-6392PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE (a New Hampshire corporation) Energy Park 780 North Commercial Street Manchester, New Hampshire 03101-1134 Telephone: (603) 669-400002-0181050
0-7624**WESTERN MASSACHUSETTS ELECTRIC COMPANY **(a Massachusetts corporation) 300 Cadwell Drive Springfield, Massachusetts 01104 Telephone: (413) 785-587104-1961130

Securities registered pursuant to Section 12(b) of the Act:

RegistrantTitle of Each ClassName of Each Exchange on Which Registered
Northeast UtilitiesCommon Shares, $5.00 par valueNew York Stock Exchange, Inc.

Securities registered pursuant to Section 12(g) of the Act:

RegistrantTitle of Each Class
The Connecticut Light and Power CompanyPreferred Stock, par value $50.00 per share, issuable in series, of which the following series are outstanding:
$1.90Seriesof 1947
$2.00Seriesof 1947
$2.04Seriesof 1949
$2.20Seriesof 1949
3.90%Seriesof 1949
$2.06Series Eof 1954
$2.09Series Fof 1955
4.50%Seriesof 1956
4.96%Seriesof 1958
4.50%Seriesof 1963
5.28%Seriesof 1967
$3.24Series Gof 1968
6.56%Seriesof 1968
NSTAR Electric CompanyPreferred Stock, par value $100.00 per share, issuable in series, of which the following series are outstanding:
4.25%Series
4.78%Series

NSTAR Electric Company, Public Service Company of New Hampshire and Western Massachusetts Electric Company each meet the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K and each is therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) to Form 10-K.

Indicate by check mark if the registrants are well-known seasoned issuers, as defined in Rule 405 of the Securities Act.

YesNo
T£

Indicate by check mark if the registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

YesNo
£T

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.

YesNo
T£

Indicate by check mark whether the registrants have submitted electronically and posted on its corporate Web sites, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

YesNo
T£

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrants' knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. £

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer" and "large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated FilerAccelerated FilerNon-accelerated Filer
Northeast UtilitiesT££
The Connecticut Light and Power Company££T
NSTAR Electric Company££T
Public Service Company of New Hampshire££T
Western Massachusetts Electric Company££T

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act):

YesNo
Northeast Utilities£T
The Connecticut Light and Power Company£T
NSTAR Electric Company£T
Public Service Company of New Hampshire£T
Western Massachusetts Electric Company£T

The aggregate market value of Northeast Utilities' Common Shares, $5.00 par value, held by non-affiliates, computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of Northeast Utilities' most recently completed second fiscal quarter (June 30, 2014) was $14,947,688,864 based on a closing market price of $47.27 per share for the 316,219,354 common shares outstanding on June 30, 2014.

Indicate the number of shares outstanding of each of the issuers' classes of common stock, as of the latest practicable date:

Company - Class of StockOutstanding as of January 31, 2015
Northeast Utilities Common shares, $5.00 par value317,203,765 shares
The Connecticut Light and Power Company Common stock, $10.00 par value NSTAR Electric Company Common Stock, $1.00 par value6,035,205 shares 100 shares
Public Service Company of New Hampshire Common stock, $1.00 par value301 shares
Western Massachusetts Electric Company Common stock, $25.00 par value434,653 shares

Northeast Utilities holds all of the 6,035,205 shares, 100 shares, 301 shares, and 434,653 shares of the outstanding common stock of The Connecticut Light and Power Company, NSTAR Electric Company, Public Service Company of New Hampshire and Western Massachusetts Electric Company, respectively.

Northeast Utilities, The Connecticut Light and Power Company, NSTAR Electric Company, Public Service Company of New Hampshire, and Western Massachusetts Electric Company each separately file this combined Form 10-K. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Each registrant makes no representation as to information relating to the other registrants.

GLOSSARY OF TERMS

The following is a glossary of abbreviations or acronyms that are found in this report:
CURRENT OR FORMER NU COMPANIES, SEGMENTS OR INVESTMENTS:
CL&PThe Connecticut Light and Power Company
CYAPCConnecticut Yankee Atomic Power Company
MYAPCMaine Yankee Atomic Power Company
NPTNorthern Pass Transmission LLC
NSTARParent Company of NSTAR Electric, NSTAR Gas and other subsidiaries (prior to the merger with NU)
NSTAR ElectricNSTAR Electric Company
NSTAR Electric & GasNSTAR Electric & Gas Corporation, a former Northeast Utilities service company (effective January 1, 2014 merged into NUSCO)
NSTAR GasNSTAR Gas Company
NU or the CompanyNortheast Utilities and subsidiaries, effective February 2, 2015, doing business as Eversource Energy
NU parent and other companiesNU parent and other companies is comprised of NU parent, NUSCO and other subsidiaries, which primarily include NU Enterprises, Inc. (the parent company of our unregulated businesses), HWP Company (formerly the Holyoke Water Power Company), The Rocky River Realty Company (a real estate subsidiary), and the consolidated operations of CYAPC and YAEC
NUSCONortheast Utilities Service Company (effective January 1, 2014 includes the operations of NSTAR Electric & Gas)
EETVEversource Energy Transmission Ventures, Inc., the parent company of NPT and Renewable Properties, Inc. (formerly Northeast Utilities Transmission Ventures, Inc.)
PSNHPublic Service Company of New Hampshire
Regulated companiesNU's Regulated companies, comprised of the electric distribution and transmission businesses of CL&P, NSTAR Electric, PSNH, and WMECO, the natural gas distribution businesses of Yankee Gas and NSTAR Gas, the generation activities of PSNH and WMECO, and NPT
WMECOWestern Massachusetts Electric Company
YAECYankee Atomic Electric Company
Yankee CompaniesCYAPC, YAEC and MYAPC
Yankee GasYankee Gas Services Company
REGULATORS:
DEEPConnecticut Department of Energy and Environmental Protection
DOEU.S. Department of Energy
DOERMassachusetts Department of Energy Resources
DPUMassachusetts Department of Public Utilities
EPAU.S. Environmental Protection Agency
FERCFederal Energy Regulatory Commission
ISO-NEISO New England, Inc., the New England Independent System Operator
MA DEPMassachusetts Department of Environmental Protection
NHPUCNew Hampshire Public Utilities Commission
PURAConnecticut Public Utilities Regulatory Authority
SECU.S. Securities and Exchange Commission
SJCSupreme Judicial Court of Massachusetts
OTHER:
AFUDCAllowance For Funds Used During Construction
AOCIAccumulated Other Comprehensive Income/(Loss)
AROAsset Retirement Obligation
C&LMConservation and Load Management
CfDContract for Differences
Clean Air ProjectThe construction of a wet flue gas desulphurization system, known as "scrubber technology," to reduce mercury emissions of the Merrimack coal-fired generation station in Bow, New Hampshire
CO2Carbon dioxide
CPSLCapital Projects Scheduling List
CTACompetitive Transition Assessment
CWIPConstruction Work in Progress
EPSEarnings Per Share
ERISAEmployee Retirement Income Security Act of 1974
ESDefault Energy Service
ESOPEmployee Stock Ownership Plan
ESPPEmployee Share Purchase Plan
FERC ALJFERC Administrative Law Judge
FitchFitch Ratings
FMCCFederally Mandated Congestion Charge
FTRFinancial Transmission Rights
GAAPAccounting principles generally accepted in the United States of America
GSCGeneration Service Charge

i

GSRPGreater Springfield Reliability Project
GWhGigawatt-Hours
HQHydro-Québec, a corporation wholly owned by the Québec government, including its divisions that produce, transmit and distribute electricity in Québec, Canada
HVDCHigh voltage direct current
Hydro Renewable EnergyHydro Renewable Energy, Inc., a wholly owned subsidiary of Hydro-Québec
IPPIndependent Power Producers
ISO-NE TariffISO-NE FERC Transmission, Markets and Services Tariff
kVKilovolt
kWKilowatt (equal to one thousand watts)
kWhKilowatt-Hours (the basic unit of electricity energy equal to one kilowatt of power supplied for one hour)
LBRLost Base Revenue
LNGLiquefied natural gas
LRSSupplier of last resort service
MGPManufactured Gas Plant
MMBtuOne million British thermal units
Moody'sMoody's Investors Services, Inc.
MWMegawatt
MWhMegawatt-Hours
NEEWSNew England East-West Solution
Northern PassThe high voltage direct current transmission line project from Canada into New Hampshire
NOxNitrogen oxides
NU 2013 Form 10-KThe Northeast Utilities and Subsidiaries 2013 combined Annual Report on Form 10-K as filed with the SEC
PAMPension and PBOP Rate Adjustment Mechanism
PBOPPostretirement Benefits Other Than Pension
PBOP PlanPostretirement Benefits Other Than Pension Plan that provides certain retiree health care benefits, primarily medical and dental, and life insurance benefits
PCRBsPollution Control Revenue Bonds
Pension PlanSingle uniform noncontributory defined benefit retirement plan
PPAPension Protection Act
RECsRenewable Energy Certificates
Regulatory ROEThe average cost of capital method for calculating the return on equity related to the distribution and generation business segment excluding the wholesale transmission segment
ROEReturn on Equity
RRBRate Reduction Bond or Rate Reduction Certificate
RSUsRestricted share units
S&PStandard & Poor's Financial Services LLC
SBCSystems Benefits Charge
SCRCStranded Cost Recovery Charge
SERPSupplemental Executive Retirement Plans and non-qualified defined benefit retirement plans
SIPSimplified Incentive Plan
SO2Sulfur dioxide
SSStandard service
TCAMTransmission Cost Adjustment Mechanism
TSATransmission Service Agreement
UIThe United Illuminating Company

ii

**NORTHEAST UTILITIES AND SUBSIDIARIES THE CONNECTICUT LIGHT AND POWER COMPANY NSTAR ELECTRIC COMPANY AND SUBSIDIARY PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARY WESTERN MASSACHUSETTS ELECTRIC COMPANY

2014 FORM 10-K ANNUAL REPORT **

**TABLE OF CONTENTS **

Part IPage
Item 1. Business 2
Item 1A. Risk Factors 15
Item 1B. Unresolved Staff Comments 19

Next: Item 2. Properties 20