A Dark Vector Cognition product

Cover and table of contents

35K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025

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 NumberIRS Employer Identification No.
image0a19.jpg
001-09057WEC ENERGY GROUP, INC.39-1391525

(A Wisconsin Corporation)

231 West Michigan Street

P.O. Box 1331

Milwaukee, WI 53201

(414) 221-2345

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

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, $.01 Par ValueWECNew York Stock Exchange

Indicate by check mark whether the registrant (1) has 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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date (March 31, 2025):

Common Stock, $.01 Par Value, 319,133,501 shares outstanding

Table of Contents

WEC ENERGY GROUP, INC.

QUARTERLY REPORT ON FORM 10-Q

For the Quarter Ended March 31, 2025

TABLE OF CONTENTS

Page
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION1
PART I.FINANCIAL INFORMATION4
ITEM 1.FINANCIAL STATEMENTS (UNAUDITED)4
Condensed Consolidated Income Statements4
Condensed Consolidated Statements of Comprehensive Income5
Condensed Consolidated Balance Sheets6
Condensed Consolidated Statements of Cash Flows7
Condensed Consolidated Statements of Equity8
Notes to Condensed Consolidated Financial Statements9
Page
Note 1General Information9
Note 2Acquisitions9
Note 3Operating Revenues10
Note 4Credit Losses12
Note 5Regulatory Assets and Liabilities14
Note 6Property, Plant, and Equipment15
Note 7Common Equity16
Note 8Short-Term Debt and Lines of Credit17
Note 9Long-Term Debt18
Note 10Leases18
Note 11Materials, Supplies, and Inventories19
Note 12Income Taxes19
Note 13Fair Value Measurements20
Note 14Derivative Instruments22
Note 15Guarantees23
Note 16Employee Benefits24
Note 17Goodwill and Intangibles24
Note 18Investment in Transmission Affiliates26
Note 19Segment Information27
Note 20Variable Interest Entities29
Note 21Commitments and Contingencies31
Note 22Supplemental Cash Flow Information36
Note 23Regulatory Environment36
Note 24New Accounting Pronouncements39
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS40
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK68
ITEM 4.CONTROLS AND PROCEDURES68
PART II.OTHER INFORMATION69
ITEM 1.LEGAL PROCEEDINGS69
ITEM 1A.RISK FACTORS69
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS69
ITEM 5.OTHER INFORMATION69
ITEM 6.EXHIBITS70
SIGNATURE71
03/31/2025 Form 10-QiWEC Energy Group, Inc.

Table of Contents

GLOSSARY OF TERMS AND ABBREVIATIONS

The abbreviations and terms set forth below are used throughout this report and have the meanings assigned to them below:

Subsidiaries and Affiliates
ATCAmerican Transmission Company LLC
ATC HoldcoATC Holdco LLC
Blooming GroveBlooming Grove Wind Energy Center LLC
BluewaterBluewater Natural Gas Holding, LLC
Delilah IDelilah Solar Energy LLC
Hardin IIIHardin Solar III Energy Center
IntegrysIntegrys Holding, Inc.
JayhawkJayhawk Wind, LLC
MERCMinnesota Energy Resources Corporation
MGUMichigan Gas Utilities Corporation
NSGNorth Shore Gas Company
PGLThe Peoples Gas Light and Coke Company
Samson ISamson I Solar Energy Center LLC
Tatanka RidgeTatanka Ridge Wind LLC
UMERCUpper Michigan Energy Resources Corporation
WEWisconsin Electric Power Company
We PowerW.E. Power, LLC
WEC Energy GroupWEC Energy Group, Inc.
WECIWEC Infrastructure LLC
WECI Energy Holding IIIWEC Infrastructure Energy Holding III LLC
WEPCo Environmental TrustWEPCo Environmental Trust Finance I, LLC
WGWisconsin Gas LLC
WPSWisconsin Public Service Corporation
Federal and State Regulatory Agencies
CBPUnited States Customs and Border Protection Agency
DOCUnited States Department of Commerce
EPAUnited States Environmental Protection Agency
FERCFederal Energy Regulatory Commission
ICCIllinois Commerce Commission
IRSUnited States Internal Revenue Service
MPSCMichigan Public Service Commission
PSCWPublic Service Commission of Wisconsin
SECUnited States Securities and Exchange Commission
USITCUnited States International Trade Commission
WDNRWisconsin Department of Natural Resources
Accounting Terms
AFUDCAllowance for Funds Used During Construction
AROAsset Retirement Obligation
ASCAccounting Standards Codification
ASUAccounting Standards Update
FASBFinancial Accounting Standards Board
GAAPUnited States Generally Accepted Accounting Principles
LIFOLast-In, First-Out
OPEBOther Postretirement Employee Benefits
VIEVariable Interest Entity
Environmental Terms
BATWBottom Ash Transport Water
BTABest Technology Available
CASACClean Air Scientific Advisory Committee
03/31/2025 Form 10-QiiWEC Energy Group, Inc.

Table of Contents

CCRCoal Combustion Residuals
CO2Carbon Dioxide
CRLCombustine Residual Leachate
CWAClean Water Act
ELGSteam Electric Effluent Limitation Guidelines
FGDFlue Gas Desulfurization
GHGGreenhouse Gas
MATSMercury and Air Toxics Standards
NAAQSNational Ambient Air Quality Standards
NOVNotice of Violation
NOxNitrogen Oxide
PMParticulate Matter
WPDESWisconsin Pollutant Discharge Elimination System
Measurements
BcfBillion Cubic Feet
DthDekatherm
lb/MMBtuPound Per Million British Thermal Unit
MWMegawatt
MWhMegawatt-hours
µg/m3Micrograms Per Cubic Meter
Other Terms and Abbreviations
2024A Junior NotesWEC Energy Group, Inc.'s Series 2024A 6.69% Fixed-to-Fixed Reset Rate Junior Subordinated Notes Due June 15, 2055
2024B Junior NotesWEC Energy Group, Inc.'s Series 2024A 6.69% Fixed-to-Fixed Reset Rate Junior Subordinated Notes Due June 15, 2055
2027 NotesWEC Energy Group, Inc.'s 4.375% Convertible Senior Notes Due 2027
2029 NotesWEC Energy Group, Inc.'s 4.375% Convertible Senior Notes Due 2029
ADAntidumping
AIArtificial Intelligence
AMIAdvanced Metering Infrastructure
AREPAmended Renewable Energy Plan
Badger Hollow WindBadger Hollow Wind Energy Generation Facility
CABOClean and Affordable Buildings Ordinance
Chicago, IL-IN-WIChicago, Illinois, Indiana, and Wisconsin
CODMChief Operating Decision Maker
ColumbiaColumbia Energy Center
Compensation CommitteeCompensation Committee of the Board of Directors
CVDCountervailing Duty
D.C. Circuit Court of AppealsUnited States Court of Appeals for the District of Columbia Circuit
DarienDarien Solar Park
DRERDedicated Renewable Energy Resource
EDAEquity Distribution Agreement
EdgewaterEdgewater Generating Station
EPSEarnings Per Share
ERGSElm Road Generating Station
ETBEnvironmental Trust Bond
EVElectric Vehicle
Exchange ActSecurities Exchange Act of 1934, as amended
FTRFinancial Transmission Right
Good OakGood Oak Solar Generation Facility
GristmillGristmill Solar Generation Facility
IRAInflation Reduction Act
ITCInvestment Tax Credit
LDCLocal Natural Gas Distribution Company
LNGLiquefied Natural Gas
03/31/2025 Form 10-QiiiWEC Energy Group, Inc.

Table of Contents

MG&EMadison Gas and Electric Company
MISOMidcontinent Independent System Operator, Inc.
NOPPNotice of Planned Participation
OCPPOak Creek Power Plant
ParisParis Solar-Battery Park
PIPPPresque Isle Power Plant
PPAPower Purchase Agreement
PRPPipeline Replacement Program
PTCProduction Tax Credit
PulliamJ.P. Pulliam Generating Station
QIPQualifying Infrastructure Plant
RenegadeRenegade Solar Energy Center
RICEReciprocating Internal Combustion Engine
RNGRenewable Natural Gas
ROEReturn on Equity
RTCRenewable Thermal Credit
S&PStandard & Poor's
SaratogaSaratoga Solar Electric Generation and BESS Facility
SIPState Implementation Plan
Supreme CourtUnited States Supreme Court
Tax LegislationTax Cuts and Jobs Act of 2017
TCRTransmission Congestion Right
UEAUncollectible Expense Adjustment
UFLPAUyghur Forced Labor Prevention Act
UrsaUrsa Solar Electric Generation Facility
VLCVery Large Customer
WestonWeston Generating Station
WhitetailWhitetail Wind Energy Generation Facility
WPLWisconsin Power and Light Company
03/31/2025 Form 10-QivWEC Energy Group, Inc.

Table of Contents

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

In this report, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. These statements are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Readers are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements may be identified by reference to a future period or periods or by the use of terms such as "anticipates," "believes," "could," "estimates," "expects," "forecasts," "goals," "guidance," "intends," "may," "objectives," "plans," "possible," "potential," "projects," "seeks," "should," "targets," "will," or variations of these terms.

Forward-looking statements include, among other things, statements concerning management's expectations and projections regarding earnings, completion of capital projects, sales and customer growth, rate actions and related filings with regulatory authorities, environmental and other regulations, including associated compliance costs, legal proceedings, dividend payout ratios, effective tax rates, pension and OPEB plans, fuel costs, sources of electric energy supply, coal and natural gas deliveries, remediation costs, climate-related matters, our capital plan, liquidity and capital resources, and other matters.

Forward-looking statements are subject to a number of risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in the statements. These risks and uncertainties include those described in risk factors as set forth in our 2024 Annual Report on Form 10-K, and those identified below:

  • Factors affecting utility and non-utility energy infrastructure operations such as catastrophic weather-related damage, environmental incidents, unplanned facility outages and repairs and maintenance, electric grid reliability, and electric transmission or natural gas pipeline system constraints;

  • Factors affecting the demand for electricity and natural gas, including political or regulatory developments, varying, adverse, or unusually severe weather conditions, including those caused by climate change, changes in economic conditions, including continued economic growth, customer growth and declines, commodity prices, energy conservation efforts, and continued adoption of distributed generation by customers or co-location of generation near data centers;

  • The timing, resolution, and impact of rate cases and negotiations, including recovery of deferred and current costs and the ability to earn a reasonable return on investment, and other regulatory decisions impacting our regulated operations;

  • The impact of federal, state, and local legislative and/or regulatory changes, including changes in rate-setting policies or procedures, the results of rate orders, deregulation and restructuring of the electric and/or natural gas utility industries, transmission or distribution system operation, the approval process for new construction, reliability standards, pipeline integrity and safety standards, allocation of energy assistance, energy efficiency mandates, electrification initiatives and other efforts to reduce the use of natural gas, and tax laws, including those that affect our ability to use PTCs and ITCs, as well as changes in the interpretation and/or enforcement of any laws or regulations by regulatory agencies;

  • Federal, state, and local legislative and regulatory changes relating to the environment, including climate change and other environmental regulations impacting generation facilities and renewable energy standards, the enforcement of these laws and regulations, changes in and uncertainty regarding the interpretation of regulations or permit conditions by regulatory agencies including as a result of the new presidential administration, and the recovery of associated remediation and compliance costs;

  • The ability to obtain and retain customers, including wholesale customers, due to increased competition in our electric and natural gas markets from retail choice and alternative electric suppliers, and continued industry consolidation;

  • The timely completion of capital projects within budgets and the ability to recover the related costs through rates;

  • The impact of changing expectations and demands of our customers, regulators, investors, and other stakeholders, including focus on environmental, social, and governance concerns;

  • The risk of delays and shortages, and increased costs of equipment, materials, or other resources that are critical to our business operations and corporate strategy, as a result of changes to U.S. trade policy (including changes to tariffs on imports, port fees, and other trade policy tools) as well as changes to foreign governments' trade policies impacting U.S. exports, supply chain disruptions (including from rail congestion), inflation, and other factors;

03/31/2025 Form 10-Q1WEC Energy Group, Inc.

Table of Contents

  • The impact of public health crises, including epidemics and pandemics, on our business functions, financial condition, liquidity, and results of operations;

  • Risks inherent in electric generation and distribution and natural gas transportation, distribution, and storage activities, including leaks, accidental explosions, mechanical problems, fires, discharges or releases of toxic or hazardous substances or gases, and risks related to the ability to obtain adequate insurance to cover such events;

  • Factors affecting the implementation of our CO2 emission and/or methane emission reduction goals and opportunities and actions related to those goals, including related regulatory decisions, the cost of materials, supplies, and labor, technology advances, significant increases in demand, the feasibility of competing generation projects, and our ability to execute our capital plan;

  • The financial and operational feasibility of taking more aggressive action to further reduce GHG emissions in order to limit future global temperature increases;

  • The risks associated with inflation and changing commodity prices, including natural gas and electricity;

  • The availability and cost of sources of natural gas and other fossil fuels, purchased power, materials needed to operate environmental controls at our electric generating facilities, or water supply due to high demand, shortages, transportation problems, nonperformance by electric energy or natural gas suppliers under existing power purchase or natural gas supply contracts, or other developments;

  • Any impacts on the global economy, including from sanctions, and impacts on supply chains and fuel prices, generally, from ongoing, expanding, or escalating regional or international conflicts, including those in Ukraine, Israel, and other parts of the Middle East;

  • Changes in credit ratings, interest rates, and our ability to access the capital markets, caused by volatility in the global credit markets, our capitalization structure, and market perceptions of the utility industry, us, or any of our subsidiaries;

  • Costs and effects of litigation, administrative proceedings, investigations, settlements, claims, and inquiries;

  • The direct or indirect effect on our business resulting from terrorist or other physical attacks and cybersecurity intrusions, as well as the threat of such incidents, including the failure to maintain the security of personally identifiable information, the associated costs to protect our utility assets, technology systems, and personal information, and the costs to notify affected persons to mitigate their information security concerns and to comply with state notification laws;

  • Restrictions imposed by various financing arrangements and regulatory requirements on the ability of our subsidiaries to transfer funds to us in the form of cash dividends, loans or advances, that could prevent us from paying our common stock dividends, taxes, and other expenses, and meeting our debt obligations;

  • The risk of financial loss, including increases in bad debt expense, associated with the inability of our customers, counterparties, and affiliates to meet their obligations;

  • Changes in the creditworthiness of the counterparties with whom we have contractual arrangements, including participants in the energy trading markets and fuel suppliers and transporters;

  • The financial performance of ATC and its corresponding contribution to our earnings;

  • The investment performance of our employee benefit plan assets, as well as unanticipated changes in related actuarial assumptions, which could impact future funding requirements;

  • Factors affecting the employee workforce, including loss of key personnel, internal restructuring, work stoppages, and collective bargaining agreements and negotiations with union employees;

  • Advances in technology, and related legislation or regulation supporting the use of that technology, that result in competitive disadvantages and create the potential for impairment of existing assets;

03/31/2025 Form 10-Q2WEC Energy Group, Inc.

Table of Contents

  • Risks involved in developing and implementing AI, including data privacy concerns or other legal liability, new or enhanced governmental or regulatory scrutiny or regulations governing the use of AI, the ability to meet expectations or requirements relating to adoption or implementation of AI technology, or other complications related to the use of AI;

  • Risks related to our non-utility renewable energy facilities, including unfavorable weather, changes in the financial performance and/or creditworthiness of counterparties to the off-take agreements, changes in demand based on lower prices for alternative energy sources, pricing differentials between the facilities' point of interconnection and our required delivery location, the ability to replace expiring PPAs under acceptable terms, rights to property on which our projects are located but we do not own, the availability of reliable interconnection and electricity grids, the performance and quality of the wind turbine and solar panel components and availability of replacement parts, and exposure to the rules and procedures of the power markets in which these facilities are located;

  • The risk associated with the values of goodwill and other long-lived assets, including intangible assets, and equity method investments and their possible impairment;

  • Potential business strategies to acquire and dispose of assets or businesses, or portions thereof, which cannot be assured to be completed timely or within budgets, and legislative or regulatory restrictions or caps on non-utility acquisitions, investments or projects, including the State of Wisconsin's public utility holding company law;

  • The timing and outcome of any audits, disputes, and other proceedings related to taxes;

  • The effect of accounting pronouncements issued periodically by standard-setting bodies; and

  • Other considerations disclosed elsewhere herein and in other reports we file with the SEC or in other publicly disseminated written documents.

Except as may be required by law, we expressly disclaim any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

03/31/2025 Form 10-Q3WEC Energy Group, Inc.

Table of Contents

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS