XML 145 R27.htm IDEA: XBRL DOCUMENT v2.4.0.6
Goodwill Impairment
12 Months Ended
Dec. 31, 2012
Goodwill and Intangible Asset Impairment [Abstract]  
Goodwill Impairment

19. Goodwill Impairment

 

In connection with the acquisition of DPL by AES, DPL allocated the purchase price to goodwill for two Reporting Units, the DP&L Reporting Unit, which includes DP&L and other entities, and DPLER.  Of the total goodwill, approximately $2.4 billion was allocated to the DP&L Reporting Unit and the remainder was allocated to DPLER.    

   

On October 5, 2012, DP&L filed for approval an ESP with the PUCO.   Within the ESP filing, DP&L has agreed to request a separation of its generation assets from its transmission and distribution assets in recognition that a restructuring of DP&L’s operations will be necessary, in compliance with Ohio law.  Also, during 2012, North American natural gas prices fell significantly from the previous year exerting downward pressure on wholesale electricity prices in the Ohio power market.  Falling power prices compressed wholesale margins at DP&L.  Furthermore, these lower power prices have led to increased switching from DP&L to other CRES providers, including DPLER, who are offering retail prices lower than DP&L’s current standard service offer.  Also, several municipalities in DP&L’s service territory have passed ordinances allowing them to become government aggregators and some municipalities have contracted with CRES providers to provide generation service to the customers located within the municipal boundaries, further contributing to the switching trend.  CRES providers have also become more active in DP&L’s service territory.  In September 2012, management revised its cash flow forecasts based on these new developments and forecasted lower profitability and operating cash flows than previously prepared forecasts.  These new developments have reduced DP&L’s forecasted profitability, operating cash flows, liquidity and may impact DPL and DP&L’s ability to access the capital markets and maintain their current credit ratings in the future.  Collectively, in the third quarter of 2012, these events were considered an interim impairment indicator for DPL’s goodwill at the DP&L Reporting Unit.  There were no interim impairment indicators identified for the goodwill at DPLER. 

   

We performed an interim impairment test on the $2.4 billion of goodwill at the DP&L Reporting Unit level. In the preliminary Step 1 of the goodwill impairment test, the fair value of the Reporting Unit was determined under the income approach using a discounted cash flow valuation model. The material assumptions included within the discounted cash flow valuation model were customer switching and aggregation trends, capacity price curves, energy price curves, amount of the nonbypassable charge, commodity price curves, dispatching, transition period for the conversion to a wholesale competitive bidding structure, amount of the standard service offer charge, valuation of regulatory assets and liabilities, discount rates and deferred income taxes.  Further refinement to these assumptions as part of the completion of the preliminary Step 1 and Step 2 tests impacted the enterprise value and the implied fair value of goodwill in the fourth quarter of 2012.  The Reporting Unit failed the preliminary Step 1 and a preliminary Step 2 of the goodwill impairment test was performed. For the three months ended September 30, 2012, we recognized a goodwill impairment expense of $1,850.0 million, which represented our best estimate of the impairment loss based on the latest information available and the results of the preliminary Step 1 and Step 2 tests. In the fourth quarter of 2012, we concluded the interim impairment test of goodwill and finalized the estimation of the impairment charge. The final estimate of the goodwill impairment was $1,817.2 million.  The difference between the third quarter estimate of the goodwill impairment and the finalized impairment of $1,817.2 million was recorded in the fourth quarter of 2012

 

The goodwill associated with the DPL acquisition is not deductible for tax purposes.  Accordingly, there is no cash tax or financial statement tax benefit related to the impairment.  The Company’s effective tax rates were impacted by the pretax impairment, however.  The Company’s effective tax rate was (2.8)% for the year ended December 31, 2012.