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Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2013
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies
Note 1 — Summary of Significant Accounting Policies
Principles of Consolidation
The accompanying Condensed Consolidated Financial Statements of Cleco include the accounts of Cleco and its majority-owned subsidiaries after elimination of intercompany accounts and transactions.
Basis of Presentation
The Condensed Consolidated Financial Statements of Cleco Corporation and Cleco Power have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, these Condensed Consolidated Financial Statements do not include all of the information and notes required by GAAP for annual financial statements. The year-end Condensed Consolidated Balance Sheet data was derived from audited financial statements. Because the interim Condensed Consolidated Financial Statements and the accompanying notes do not include all of the information and notes required by GAAP for annual financial statements, the Condensed Consolidated Financial Statements and other information included in this quarterly report should be read in conjunction with the consolidated financial statements and accompanying notes in the Registrants’ Combined Annual Report on Form 10-K for the year ended December 31, 2012.
These Condensed Consolidated Financial Statements, in the opinion of management, reflect all normal recurring adjustments that are necessary to fairly present the financial position and results of operations of Cleco. Amounts reported in Cleco’s interim financial statements are not necessarily indicative of amounts expected for the annual periods due to the effects of seasonal temperature variations on energy consumption, regulatory rulings, the timing of maintenance on electric generating units, changes in mark-to-market valuations, changing commodity prices, and other factors.
In preparing financial statements that conform to GAAP, management must make estimates and assumptions that affect the reported amounts of assets and liabilities, the reported amounts of revenues and expenses, and the disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. For more information on recent authoritative guidance and its effect on financial results, see Note 2 — “Recent Authoritative Guidance.”
Property, Plant, and Equipment
Property, plant, and equipment consists primarily of regulated utility generation and energy transmission assets. Regulated assets, utilized primarily for retail operations and electric transmission and distribution, are stated at the cost of construction, which includes certain materials, labor, payroll taxes and benefits, administrative and general costs, and the estimated cost of funds used during construction. Jointly owned assets are reflected in property, plant, and equipment at Cleco Power’s share of the cost to construct or purchase the assets. Cleco’s property, plant, and equipment consisted of:
(THOUSANDS)
AT SEPT. 30, 2013

 
AT DEC. 31, 2012

Regulated utility plants
$
4,001,194

 
$
3,871,940

Other
271,713

 
268,254

Total property, plant, and equipment
4,272,907

 
4,140,194

Accumulated depreciation
(1,371,857
)
 
(1,311,273
)
Net property, plant, and equipment
$
2,901,050

 
$
2,828,921

Restricted Cash and Cash Equivalents
Various agreements to which Cleco is subject contain covenants that restrict its use of cash. As certain provisions under these agreements are met, cash is transferred out of related escrow accounts and becomes available for its intended purposes and/or general corporate purposes. Cleco’s restricted cash and cash equivalents consisted of:  
(THOUSANDS)
AT SEPT. 30, 2013

 
AT DEC. 31, 2012

Diversified Lands’ mitigation escrow
$
97

 
$
97

Cleco Katrina/Rita’s storm recovery bonds
3,359

 
8,781

Cleco Power’s future storm restoration costs
4,944

 
5,343

Cleco Power’s building renovation escrow
71

 

Total restricted cash and cash equivalents
$
8,471

 
$
14,221


Cleco Katrina/Rita has the right to bill and collect storm restoration costs from Cleco Power’s customers. As cash is collected, it is restricted for payment of administration fees, interest, and principal on storm recovery bonds. During the nine months ended September 30, 2013, Cleco Katrina/Rita collected $14.9 million net of administration fees. In March and September 2013, Cleco Katrina/Rita used $7.1 million and $6.8 million, respectively, for scheduled storm recovery bond principal payments and $3.3 million and $3.1 million, respectively, for related interest.
In connection with Cleco Power’s building modernization project, Cleco Power was required to establish an escrow account with a qualified financial institution and deposit all retainage monies as they accrue under the construction contract. Upon completion of the construction work, the funds including any interest held in the escrow account will be released from escrow and paid to the construction contractor.
Fair Value Measurements and Disclosures
Various accounting pronouncements require certain assets and liabilities to be measured at their fair values. Some assets and liabilities are required to be measured at their fair value each reporting period, while others are required to be measured only one time, generally the date of acquisition or debt issuance. Cleco and Cleco Power are required to disclose the fair value of certain assets and liabilities by one of three levels when required for recognition purposes under GAAP. For more information about fair value levels, see Note 4 — “Fair Value Accounting.”
Risk Management
Market risk inherent in Cleco’s market risk-sensitive instruments and positions includes potential changes arising from changes in interest rates and the commodity market prices of power and natural gas on different energy exchanges. Cleco’s Energy Market Risk Management Policy authorizes the use of various derivative instruments, including exchange traded futures and option contracts, forward purchase and sales contracts, and swap transactions to reduce exposure to fluctuations in the price of power and natural gas. Cleco applies the authoritative guidance as it relates to derivatives and hedging to determine whether the market risk-sensitive instruments and positions are required to be marked-to-market. Generally, Cleco Power’s market risk-sensitive instruments and positions qualify for the normal-purchase, normal-sale exception to mark-to-market accounting because Cleco Power takes physical delivery and the instruments and positions are used to satisfy customer requirements.
Cleco Power may enter into positions to mitigate the volatility in customer fuel costs. These positions are marked-to-market with the resulting gain or loss recorded on the balance sheet as a component of energy risk management assets or liabilities. Such gain or loss is deferred as a component of deferred fuel assets or liabilities in accordance with regulatory policy. When these positions close, actual gains or losses will be included in the FAC and reflected on customers’ bills as a component of the fuel cost adjustment. There were no open positions at September 30, 2013 or December 31, 2012.
Cleco and Cleco Power maintain a master netting agreement policy and monitor credit risk exposure through review of counterparty credit quality, counterparty credit exposure, and counterparty concentration levels. Cleco manages these risks by establishing appropriate credit and concentration limits on transactions with counterparties and by requiring contractual guarantees, cash deposits, or letters of credit from counterparties or their affiliates, as deemed necessary. Cleco Power has agreements in place with various counterparties that authorize the netting of financial buys and sells and contract payments to mitigate credit risk for transactions entered into for risk management purposes.
Cleco has entered into various contracts to mitigate the volatility in interest rate risk. These contracts include, but are not limited to, interest rate swaps and treasury rate locks. For these contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that qualify as cash flow hedges, the changes in the fair value of such derivative instruments are reported in other comprehensive income. To qualify for hedge accounting, the relationship between the hedging instrument and the hedged item must be documented to include the risk management objective and strategy, and, at inception and on an ongoing basis, the effectiveness of the hedge in offsetting the changes in the cash flows of the item being hedged. Gains or losses accumulated in other comprehensive income are reclassified as earnings in the periods in which earnings are affected by the variability of the cash flows of the hedged item. The ineffective portions of hedges will be recognized in current period earnings unless management determines that it is probable that the costs will be recovered through the ratemaking process. If management determines that it is probable that the costs will be recovered from customers, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For those contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that do not qualify as cash flow hedges, the changes in the fair value of such derivative instruments will be recognized in current period earnings unless management determines that it is probable that the costs will be recovered from customers through the ratemaking process. If management determines that it is probable that the costs will be recovered from customers, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For more information on the interest rate risk contracts, see Note 4 — “Fair Value Accounting — Interest Rate Derivatives.”
Earnings per Average Common Share
The following tables show the calculation of basic and diluted earnings per share:
 
 
 
 
 
 

 
FOR THE THREE MONTHS ENDED SEPT. 30,
 
 
 

 
 

 
2013

 
 

 
 

 
2012

(THOUSANDS, EXCEPT SHARES AND PER SHARE AMOUNTS)
INCOME

 
SHARES

 
PER SHARE
AMOUNT

 
INCOME

 
SHARES

 
PER SHARE
AMOUNT

Basic net income applicable to common stock
$
66,407

 
60,450,384

 
$
1.10

 
$
63,818

 
60,346,476

 
$
1.06

Effect of dilutive securities
 
 
 
 
 
 
 

 
 

 
 

    Add:  stock option grants
 
 

 
 
 
 

 
1,536

 
 

    Add:  restricted stock (LTICP)
 
 
298,263

 
 
 
 

 
251,191

 
 

Diluted net income applicable to common stock
$
66,407

 
60,748,647

 
$
1.09

 
$
63,818

 
60,599,203

 
$
1.05

 
 
 
 

 
 

 
FOR THE NINE MONTHS ENDED SEPT. 30,
 
 
 

 
 

 
2013

 
 

 
 

 
2012

(THOUSANDS, EXCEPT SHARES AND PER SHARE AMOUNTS)
INCOME

 
SHARES

 
PER SHARE
AMOUNT

 
INCOME

 
SHARES

 
PER SHARE
AMOUNT

Basic net income applicable to common stock
$
135,572

 
60,428,944

 
$
2.25

 
$
140,536

 
60,375,538

 
$
2.33

Effect of dilutive securities
 

 
 

 
 

 
 

 
 

 
 

    Add:  stock option grants
 

 

 
 

 
 

 
4,518

 
 

    Add:  restricted stock (LTICP)
 

 
265,688

 
 

 
 

 
246,415

 
 

Diluted net income applicable to common stock
$
135,572

 
60,694,632

 
$
2.23

 
$
140,536

 
60,626,471

 
$
2.32



Stock option grants are excluded from the computation of diluted earnings per share if the exercise price is higher than the average market price. There were no stock option grants excluded from the computation of diluted earnings per share for the three and nine months ended September 30, 2012. All stock options were exercised during 2012 and no additional options were granted during the nine months ended September 30, 2013.
Stock-Based Compensation
At September 30, 2013, Cleco had two stock-based compensation plans, the ESPP and the LTICP. Substantially all employees, excluding officers and general managers, may choose to participate in the ESPP and purchase a limited amount of common stock at a discount through a stock option agreement. Options or restricted shares of stock, known as non-vested stock as defined by the authoritative guidance on stock-based compensation, common stock equivalents, and stock appreciation rights may be granted to certain officers, key employees, or directors of Cleco Corporation and its subsidiaries pursuant to the LTICP.
During the nine months ended September 30, 2013, Cleco granted 139,048 shares of non-vested stock to certain officers, key employees, and directors of Cleco Corporation and its subsidiaries pursuant to the LTICP.
Cleco and Cleco Power reported pre-tax compensation expense for their share-based compensation plans as shown in the following table:
 
CLECO CORPORATION
 
 
CLECO POWER
 
 
CLECO CORPORATION
 
 
CLECO POWER
 
 
FOR THE THREE MONTHS ENDED SEPT. 30,
 
 
FOR THE NINE MONTHS ENDED SEPT. 30,
 
(THOUSANDS)
2013

 
2012

 
2013

 
2012

 
2013

 
2012

 
2013

 
2012

Equity classification
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-vested stock
$
1,585

 
$
1,139

 
$
492

 
$
301

 
$
4,487

 
$
3,271

 
$
1,204

 
$
792

Stock options

 
2

 

 

 

 
11

 

 

Total equity classification
$
1,585

 
$
1,141

 
$
492

 
$
301

 
$
4,487

 
$
3,282

 
$
1,204

 
$
792

Liability classification
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Common stock equivalent units
$

 
$
847

 
$

 
$
338

 
$
1

 
$
1,552

 
$
1

 
$
631

Total pre-tax compensation expense
$
1,585

 
$
1,988

 
$
492

 
$
639

 
$
4,488

 
$
4,834

 
$
1,205

 
$
1,423

Tax benefit
$
610

 
$
765

 
$
189

 
$
246

 
$
1,727

 
$
1,860

 
$
463

 
$
548