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10-K 1 f2014form10kedgar.htm 2014 FORM 10-K
![[f2014form10kedgar001.jpg]](https://www.sec.gov/Archives/edgar/data/72741/000007274115000013/f2014form10kedgar001.jpg)
**UNITED STATES SECURITIES AND EXCHANGE COMMISSION ****WASHINGTON, D.C. 20549
**FORM 10-K
| T | ANNUAL 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 Number | Registrant; State of Incorporation; Address; and Telephone Number | I.R.S. Employer Identification No. |
| 1-5324 | **NORTHEAST UTILITIES **(a Massachusetts voluntary association) 300 Cadwell Drive Springfield, Massachusetts 01104 Telephone: (413) 785-5871 | 04-2147929 |
| 0-00404 | **THE CONNECTICUT LIGHT AND POWER COMPANY **(a Connecticut corporation) 107 Selden Street Berlin, Connecticut 06037-1616 Telephone: (860) 665-5000 | 06-0303850 |
| 1-02301 | **NSTAR ELECTRIC COMPANY **(a Massachusetts corporation) 800 Boylston Street Boston, Massachusetts 02199 Telephone: (617) 424-2000 | 04-1278810 |
| 1-6392 | PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE (a New Hampshire corporation) Energy Park 780 North Commercial Street Manchester, New Hampshire 03101-1134 Telephone: (603) 669-4000 | 02-0181050 |
| 0-7624 | **WESTERN MASSACHUSETTS ELECTRIC COMPANY **(a Massachusetts corporation) 300 Cadwell Drive Springfield, Massachusetts 01104 Telephone: (413) 785-5871 | 04-1961130 |
Securities registered pursuant to Section 12(b) of the Act:
| Registrant | Title of Each Class | Name of Each Exchange on Which Registered |
| Northeast Utilities | Common Shares, $5.00 par value | New York Stock Exchange, Inc. |
Securities registered pursuant to Section 12(g) of the Act:
| Registrant | Title of Each Class |
| The Connecticut Light and Power Company | Preferred Stock, par value $50.00 per share, issuable in series, of which the following series are outstanding: |
| $1.90 | Series | of 1947 | |||
| $2.00 | Series | of 1947 | |||
| $2.04 | Series | of 1949 | |||
| $2.20 | Series | of 1949 | |||
| 3.90% | Series | of 1949 | |||
| $2.06 | Series E | of 1954 | |||
| $2.09 | Series F | of 1955 | |||
| 4.50% | Series | of 1956 | |||
| 4.96% | Series | of 1958 | |||
| 4.50% | Series | of 1963 | |||
| 5.28% | Series | of 1967 | |||
| $3.24 | Series G | of 1968 | |||
| 6.56% | Series | of 1968 | |||
| NSTAR Electric Company | Preferred 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.
| Yes | No | |
| 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.
| Yes | No | |
| £ | 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.
| Yes | No | |
| 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).
| Yes | No | |
| 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 Filer | Accelerated Filer | Non-accelerated Filer | |||
| 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 |
Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act):
| Yes | No | |
| 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 Stock | Outstanding as of January 31, 2015 |
| Northeast Utilities Common shares, $5.00 par value | 317,203,765 shares |
| The Connecticut Light and Power Company Common stock, $10.00 par value NSTAR Electric Company Common Stock, $1.00 par value | 6,035,205 shares 100 shares |
| Public Service Company of New Hampshire Common stock, $1.00 par value | 301 shares |
| Western Massachusetts Electric Company Common stock, $25.00 par value | 434,653 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&P | The Connecticut Light and Power Company |
| CYAPC | Connecticut Yankee Atomic Power Company |
| MYAPC | Maine Yankee Atomic Power Company |
| NPT | Northern Pass Transmission LLC |
| NSTAR | Parent Company of NSTAR Electric, NSTAR Gas and other subsidiaries (prior to the merger with NU) |
| NSTAR Electric | NSTAR Electric Company |
| NSTAR Electric & Gas | NSTAR Electric & Gas Corporation, a former Northeast Utilities service company (effective January 1, 2014 merged into NUSCO) |
| NSTAR Gas | NSTAR Gas Company |
| NU or the Company | Northeast Utilities and subsidiaries, effective February 2, 2015, doing business as Eversource Energy |
| NU parent and other companies | NU 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 |
| NUSCO | Northeast Utilities Service Company (effective January 1, 2014 includes the operations of NSTAR Electric & Gas) |
| EETV | Eversource Energy Transmission Ventures, Inc., the parent company of NPT and Renewable Properties, Inc. (formerly Northeast Utilities Transmission Ventures, Inc.) |
| PSNH | Public Service Company of New Hampshire |
| Regulated companies | NU'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 |
| WMECO | Western Massachusetts Electric Company |
| YAEC | Yankee Atomic Electric Company |
| Yankee Companies | CYAPC, YAEC and MYAPC |
| Yankee Gas | Yankee Gas Services Company |
| REGULATORS: | |
| DEEP | Connecticut Department of Energy and Environmental Protection |
| DOE | U.S. Department of Energy |
| DOER | Massachusetts Department of Energy Resources |
| DPU | Massachusetts Department of Public Utilities |
| EPA | U.S. Environmental Protection Agency |
| FERC | Federal Energy Regulatory Commission |
| ISO-NE | ISO New England, Inc., the New England Independent System Operator |
| MA DEP | Massachusetts Department of Environmental Protection |
| NHPUC | New Hampshire Public Utilities Commission |
| PURA | Connecticut Public Utilities Regulatory Authority |
| SEC | U.S. Securities and Exchange Commission |
| SJC | Supreme Judicial Court of Massachusetts |
| OTHER: | |
| AFUDC | Allowance For Funds Used During Construction |
| AOCI | Accumulated Other Comprehensive Income/(Loss) |
| ARO | Asset Retirement Obligation |
| C&LM | Conservation and Load Management |
| CfD | Contract for Differences |
| Clean Air Project | The 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 |
| CO2 | Carbon dioxide |
| CPSL | Capital Projects Scheduling List |
| CTA | Competitive Transition Assessment |
| CWIP | Construction Work in Progress |
| EPS | Earnings Per Share |
| ERISA | Employee Retirement Income Security Act of 1974 |
| ES | Default Energy Service |
| ESOP | Employee Stock Ownership Plan |
| ESPP | Employee Share Purchase Plan |
| FERC ALJ | FERC Administrative Law Judge |
| Fitch | Fitch Ratings |
| FMCC | Federally Mandated Congestion Charge |
| FTR | Financial Transmission Rights |
| GAAP | Accounting principles generally accepted in the United States of America |
| GSC | Generation Service Charge |
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| GSRP | Greater Springfield Reliability Project |
| GWh | Gigawatt-Hours |
| HQ | Hydro-Québec, a corporation wholly owned by the Québec government, including its divisions that produce, transmit and distribute electricity in Québec, Canada |
| HVDC | High voltage direct current |
| Hydro Renewable Energy | Hydro Renewable Energy, Inc., a wholly owned subsidiary of Hydro-Québec |
| IPP | Independent Power Producers |
| ISO-NE Tariff | ISO-NE FERC Transmission, Markets and Services Tariff |
| kV | Kilovolt |
| kW | Kilowatt (equal to one thousand watts) |
| kWh | Kilowatt-Hours (the basic unit of electricity energy equal to one kilowatt of power supplied for one hour) |
| LBR | Lost Base Revenue |
| LNG | Liquefied natural gas |
| LRS | Supplier of last resort service |
| MGP | Manufactured Gas Plant |
| MMBtu | One million British thermal units |
| Moody's | Moody's Investors Services, Inc. |
| MW | Megawatt |
| MWh | Megawatt-Hours |
| NEEWS | New England East-West Solution |
| Northern Pass | The high voltage direct current transmission line project from Canada into New Hampshire |
| NOx | Nitrogen oxides |
| NU 2013 Form 10-K | The Northeast Utilities and Subsidiaries 2013 combined Annual Report on Form 10-K as filed with the SEC |
| PAM | Pension and PBOP Rate Adjustment Mechanism |
| PBOP | Postretirement Benefits Other Than Pension |
| PBOP Plan | Postretirement Benefits Other Than Pension Plan that provides certain retiree health care benefits, primarily medical and dental, and life insurance benefits |
| PCRBs | Pollution Control Revenue Bonds |
| Pension Plan | Single uniform noncontributory defined benefit retirement plan |
| PPA | Pension Protection Act |
| RECs | Renewable Energy Certificates |
| Regulatory ROE | The average cost of capital method for calculating the return on equity related to the distribution and generation business segment excluding the wholesale transmission segment |
| ROE | Return on Equity |
| RRB | Rate Reduction Bond or Rate Reduction Certificate |
| RSUs | Restricted share units |
| S&P | Standard & Poor's Financial Services LLC |
| SBC | Systems Benefits Charge |
| SCRC | Stranded Cost Recovery Charge |
| SERP | Supplemental Executive Retirement Plans and non-qualified defined benefit retirement plans |
| SIP | Simplified Incentive Plan |
| SO2 | Sulfur dioxide |
| SS | Standard service |
| TCAM | Transmission Cost Adjustment Mechanism |
| TSA | Transmission Service Agreement |
| UI | The United Illuminating Company |
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**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 I | Page | |
| Item 1. Business 2 | ||
| Item 1A. Risk Factors 15 | ||
| Item 1B. Unresolved Staff Comments 19 |