8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  November 1, 2017 (November 1, 2017)

Commission File Number	Registrant; State of Incorporation Address; and Telephone Number	I.R.S. Employer Identification No.
1-5324	EVERSOURCE ENERGY (a Massachusetts voluntary association) 300 Cadwell Drive Springfield, Massachusetts 01104 Telephone:  (800) 286-5000	04-2147929
0-00404	THE CONNECTICUT LIGHT AND POWER COMPANY (a Connecticut corporation) 107 Selden Street Berlin, Connecticut  06037-1616 Telephone:  (800) 286-5000	06-0303850
1-02301	NSTAR ELECTRIC COMPANY (a Massachusetts corporation) 800 Boylston Street Boston, Massachusetts 02199 Telephone:  (800) 286-5000	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:  (800) 286-5000	02-0181050
0-7624	WESTERN MASSACHUSETTS ELECTRIC COMPANY (a Massachusetts corporation) 300 Cadwell Drive Springfield, Massachusetts 01104 Telephone:  (800) 286-5000	04-1961130

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

	Emerging growth company
Eversource Energy	o
The Connecticut Light and Power Company	o
NSTAR Electric Company	o
Public Service Company of New Hampshire	o
Western Massachusetts Electric Company	o

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.

Eversource Energy	o
The Connecticut Light and Power Company	o
NSTAR Electric Company	o
Public Service Company of New Hampshire	o
Western Massachusetts Electric Company	o

Section 2 Financial Information

Item 2.02 Results of Operations and Financial Conditions.

On November 1, 2017, Eversource Energy issued a news release announcing its unaudited results of operations for the third quarter and the nine months ended September 30, 2017 and related financial information for certain of its subsidiaries as of and for the same period.  A copy of the news release and related unaudited financial reports are attached as Exhibits 99.1 and 99.2, and are incorporated herein by reference thereto.  

The information contained in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission (“SEC”) nor incorporated by reference in any registration statement filed by Eversource Energy or any subsidiary thereof under the Securities Act of 1933, as amended (the “Securities Act”), unless specified otherwise.

Section 7 Regulation FD

Item 7.01 Regulation FD Disclosure.

On November 2, 2017, Eversource Energy will webcast a conference call with financial analysts during which senior management will discuss the company’s financial performance through the third quarter of 2017. The webcast will be accessible from the Investors section of the Eversource Energy website at www.eversource.com.  Attached as Exhibit 99.3 and incorporated herein by reference are the slides to be discussed by Eversource Energy during the conference call.  

The information contained in this Item 7.01, including Exhibit 99.3, shall not be deemed “filed” with the SEC nor incorporated by reference into any registration statement filed by Eversource Energy or any subsidiary thereof under the Securities Act, unless specified otherwise.

Section 9 Financial Statements and Exhibits

Item 9.01  Financial Statements and Exhibits.

Exhibit Number	Description
99.1	News Release of Eversource Energy dated November 1, 2017.
99.2	Financial Report for the three and nine months ended September 30, 2017.
99.3	November 2, 2017 presentation slides.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

	EVERSOURCE ENERGY THE CONNECTICUT LIGHT AND POWER COMPANY NSTAR ELECTRIC COMPANY PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE WESTERN MASSACHUSETTS ELECTRIC COMPANY (Registrants)
November 1, 2017	By: /S/ JAY S. BUTH Jay S. Buth Vice President, Controller          and Chief Accounting Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	News Release of Eversource Energy dated November 1, 2017.
99.2	Financial Report for the three and nine months ended September 30, 2017.
99.3	November 2, 2017 presentation slides.

EX-99

EXHIBIT 99.1

	800 Boylston St., Boston, Massachusetts 02199 56 Prospect St., Hartford, Connecticut 06103-2818
News Release

Eversource Energy Reports Third Quarter 2017 Results

HARTFORD, Conn. and BOSTON, Mass. (November 1, 2017) -- Eversource Energy (NYSE: ES) today reported earnings of $260.4 million, or $0.82 per share, in the third quarter of 2017, compared with earnings of $265.3 million, or $0.83 per share, in the third quarter of 2016.  In the first nine months of 2017, Eversource Energy earned $750.6 million, or $2.36 per share, compared with earnings of $713.1 million, or $2.24 per share, in the first nine months of 2016.  

The company also today reiterated its 2017 earnings per share guidance of $3.05 to $3.20, as well as its long-term EPS growth projection of 5 to 7 percent per year.  Jim Judge, Eversource Energy chairman, president and chief executive officer, said the company has recorded solid financial and operating results, despite much milder summer temperatures in 2017, compared with 2016.  Third quarter 2017 cooling degree days in Boston were down nearly 34 percent from 2016 levels and nearly 8 percent below average.

“Mild weather reduced both first quarter and third quarter energy use in New England this year,” Judge said.  “But while weather patterns are transitory, our commitment on behalf of our customers is not.  We continue to execute successfully on our many initiatives to support the environmental and energy cost reduction goals in the states we serve.”

Judge noted significant progress on Eversource Energy’s Northern Pass Transmission (NPT) project in recent months, including the receipt of a favorable final Environmental Impact Statement from the U.S. Department of Energy; the issuance of a positive draft Record of Decision from the U.S. Forest Service; and good overall progress before the New Hampshire Site Evaluation Committee.

“We are making an exceptionally strong case before state and federal regulators as to why NPT is the right project at the right time for a region that is heavily focused on lowering both energy costs and carbon emissions,” Judge said.  “Testimony from our witnesses has strongly supported the billions of dollars of benefits our project will bring to New Hampshire in the years ahead.”

Electric Transmission

Eversource Energy’s transmission segment earned $99 million in the third quarter of 2017 and $289.6 million in the first nine months of 2017, compared with earnings of $88.4 million in the third quarter of 2016 and $266.6 million in the first nine months of 2016.  The improved third quarter and year-to-date results were primarily due to an increased level of investment in Eversource Energy’s transmission system.

Electric Distribution and Generation

Eversource Energy’s electric distribution and generation segment earned $157.4 million in the third quarter of 2017 and $393.4 million in the first nine months of 2017, compared with earnings of $170.1 million in the third quarter of 2016 and $381.3 million in the first nine months of 2016.  Lower third-quarter results were primarily due to the significant impact on sales of milder summer weather.  Improved year-to-date results primarily reflect lower operations and maintenance expense, partially offset by higher depreciation and interest expense.

 

Natural Gas Distribution

Eversource Energy’s natural gas distribution segment had a net loss of $6.2 million in the third quarter of 2017 and earnings of $49.1 million in the first nine months of 2017, compared with a net loss of $7 million in the third quarter of 2016 and earnings of $51.9 million in the first nine months of 2016.  Improved third quarter results in 2017 were due primarily to lower non-tracked operations and maintenance expense, while lower year-to-date results reflect higher operations and maintenance expense, higher depreciation expense and a decline in demand revenues due to lower peak usage in 2017 among Connecticut natural gas customers.

Parent and Other Companies

Eversource Energy parent and other companies earned $10.2 million in the third quarter of 2017 and $18.5 million in the first nine months of 2017, compared with $13.8 million in the third quarter of 2016 and $13.3 million in the first nine months of 2016.  Lower third-quarter results in 2017 were due primarily to higher interest expense, while higher year-to-date results reflect in part second quarter gains in 2017 from Eversource Energy’s long-time investment in a renewable energy fund.

The following table reconciles 2017 and 2016 third quarter and first nine months earnings per share:

		Third Quarter	First Nine Months
2016	Reported EPS	$0.83	$2.24
	Higher transmission earnings in 2017	0.03	0.07
	Lower non-tracked O&M in 2017	0.02	0.06
	Lower retail electric revenues in 2017	(0.04)	---
	Higher property tax, depreciation and interest expense in 2017	(0.03)	(0.07)
	All other, net, including higher Other Income	0.01	0.06
2017	Reported EPS	$0.82	$2.36

Financial results for the third quarter and first nine months of 2017 and 2016 are noted below:

Three months ended: (in millions, except EPS)	September 30,       2017	September 30,         2016	Increase/     (Decrease)	2017 EPS1
Electric Distribution/Generation	$157.4	$170.1	$(12.7)	$0.50
Electric Transmission	99.0	88.4	10.6	0.31
Natural Gas Distribution	(6.2)	(7.0)	0.8	(0.02)
Eversource Parent and Other Companies	10.2	13.8	(3.6)	0.03
Reported Earnings	$260.4	$265.3	$(4.9)	$0.82

Nine months ended: (in millions, except EPS)	September 30,          2017	September 30,          2016	Increase/     (Decrease)	2017 EPS1
Electric Distribution/Generation	$393.4	$381.3	$12.1	$1.24
Electric Transmission	289.6	266.6	23.0	0.91
Natural Gas Distribution	49.1	51.9	(2.8)	0.15
Eversource Parent and Other Companies	18.5	13.3	5.2	0.06
Reported Earnings	$750.6	$713.1	$37.5	$2.36

Retail sales data:

Three months ended:	September 30, 2017	September 30, 2016	% Change
Electric Distribution (Gwh)
Traditional	7,545	8,131	(7.2%)
Decoupled	6,551	7,213	(9.2%)
Total Electric Distribution	14,096	15,344	(8.1%)
Natural Gas Distribution (MMcf)
Traditional	5,550	5,270	5.3%
Decoupled and Special Contracts	5,975	5,653	5.7%
Total Natural Gas Distribution	11,525	10,923	5.5%

Nine months ended:	September 30, 2017	September 30, 2016	% Change
Electric Distribution (Gwh)
Traditional	21,040	21,731	(3.2%)
Decoupled	18,391	19,235	(4.4%)
Total Electric Distribution	39,431	40,966	(3.7%)
Natural Gas Distribution (MMcf)
Traditional	32,233	31,570	2.1%
Decoupled and Special Contracts	37,453	36,537	2.5%
Total Natural Gas Distribution	69,686	68,107	2.3%

Eversource Energy has approximately 317 million common shares outstanding.  It operates New England’s largest energy delivery system, serving approximately 3.7 million customers in Connecticut, Massachusetts and New Hampshire.  Eversource Energy is recognized as the top U.S. utility for its energy efficiency programs by the sustainability advocacy organization Ceres.

CONTACT:

Jeffrey R. Kotkin

(860) 665-5154

Note:  Eversource Energy will webcast a conference call with senior management on November 2, 2017, beginning at 9 a.m. Eastern Time.  The webcast and associated slides can be accessed through Eversource’s website at www.eversource.com.

¹ All per share amounts in this news release are reported on a diluted basis.  The only common equity securities that are publicly traded are common shares of Eversource Energy.  The earnings and EPS of each business do not represent a direct legal interest in the assets and liabilities allocated to such business, but rather represent a direct interest in Eversource Energy's assets and liabilities as a whole.  EPS by business is a non-GAAP (not determined using generally accepted accounting principles) measure that is calculated by dividing the net income or loss attributable to controlling interests of each business by the weighted average diluted Eversource Energy common shares outstanding for the period.  Management uses this non-GAAP financial measure to evaluate earnings results, provide details of earnings results by business, and more fully compare and explain our third quarter and first nine months 2017 and 2016 results.  Management believes that this measurement is useful to investors to evaluate the actual and projected financial performance and contribution of Eversource Energy’s businesses.  Non-GAAP financial measures should not be considered as alternatives to Eversource Energy consolidated net income attributable to controlling interests or EPS determined in accordance with GAAP as indicators of Eversource Energy’s operating performance.

This news release includes statements concerning Eversource Energy’s expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts.  These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  In some cases, readers can identify these forward-looking statements through the use of words or phrases such as “estimate, “expect,” “anticipate,” “intend,” “plan,” “project,” “believe,” “forecast,” “should,” “could” and other similar expressions.  Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements.  Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but are not limited to, cyber breaches, acts of war or terrorism, or grid disturbances;  actions or inaction of local, state and federal regulatory, public policy and taxing bodies; changes in business conditions, which could include disruptive technology related to Eversource Energy’s current or future business model; changes in economic conditions, including impact on interest rates, tax policies, and customer demand and payment ability; fluctuations in weather patterns; changes in laws, regulations or regulatory policy; changes in levels or timing of capital expenditures; disruptions in the capital markets or other events that make Eversource Energy’s access to necessary capital more difficult or costly; developments in legal or public policy doctrines; technological developments; changes in accounting standards and financial reporting regulations; actions of rating agencies; and other presently unknown or unforeseen factors.  

Other risk factors are detailed in Eversource’s reports filed with the Securities and Exchange Commission (SEC) and updated as necessary, and are available on Eversource Energy’s website at www.eversource.com and the SEC’s website at www.sec.gov.  All such factors are difficult to predict and contain uncertainties that may materially affect Eversource Energy’s actual results many of which are beyond our control.  You should not place undue reliance on the forward-looking statements; each speaks only as of the date on which such statement is made, and, except as required by federal securities laws, Eversource Energy undertakes no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events.

###

EX-99

EXHIBIT 99.2

EVERSOURCE ENERGY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Thousands of Dollars)	As of September 30, 2017		As of December 31, 2016
ASSETS
Current Assets:
Cash and Cash Equivalents	$	125,761	$	30,251
Receivables, Net	919,959		847,301
Unbilled Revenues	146,634		168,490
Fuel, Materials, Supplies and Inventory	305,035		328,721
Regulatory Assets	746,142		887,625
Prepayments and Other Current Assets	159,939		215,284
Total Current Assets	2,403,470		2,477,672
Property, Plant and Equipment, Net	22,537,304		21,350,510
Deferred Debits and Other Assets:
Regulatory Assets	3,505,901		3,638,688
Goodwill	3,519,401		3,519,401
Marketable Securities	570,255		544,642
Other Long-Term Assets	627,289		522,260
Total Deferred Debits and Other Assets	8,222,846		8,224,991
Total Assets	$	33,163,620	$	32,053,173
LIABILITIES AND CAPITALIZATION
Current Liabilities:
Notes Payable	$	18,238	$	1,148,500
Long-Term Debt – Current Portion	957,697		773,883
Accounts Payable	794,195		884,521
Obligations to Third Party Suppliers	149,789		122,806
Regulatory Liabilities	170,215		146,787
Other Current Liabilities	530,297		562,108
Total Current Liabilities	2,620,431		3,638,605
Deferred Credits and Other Liabilities:
Accumulated Deferred Income Taxes	6,001,589		5,607,207
Regulatory Liabilities	700,207		702,255
Derivative Liabilities	391,910		413,676
Accrued Pension and SERP	946,629		1,141,514
Other Long-Term Liabilities	881,056		853,260
Total Deferred Credits and Other Liabilities	8,921,391		8,717,912
Capitalization:
Long-Term Debt	10,468,193		8,829,354
Noncontrolling Interest – Preferred Stock of Subsidiaries	155,568		155,568
Equity:
Common Shareholders' Equity:
Common Shares	1,669,392		1,669,392
Capital Surplus, Paid In	6,235,846		6,250,224
Retained Earnings	3,474,185		3,175,171
Accumulated Other Comprehensive Loss	(63,615)		(65,282)
Treasury Stock	(317,771)		(317,771)
Common Shareholders' Equity	10,998,037		10,711,734
Total Capitalization	21,621,798		19,696,656
Total Liabilities and Capitalization	$	33,163,620	$	32,053,173

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to shareholders about Eversource Energy and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

EVERSOURCE ENERGY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
(Thousands of Dollars, Except Share Information)	2017		2016		2017		2016
Operating Revenues	$	1,988,512	$	2,039,706	$	5,856,458		$	5,862,525
Operating Expenses:
Purchased Power, Fuel and Transmission	651,776		665,810		1,955,129		2,001,929
Operations and Maintenance	300,421		324,734		933,400		965,584
Depreciation	194,466		181,288		571,152		531,781
Amortization of Regulatory Assets, Net	41,848		43,942		58,058		56,223
Energy Efficiency Programs	129,205		149,121		391,761		405,962
Taxes Other Than Income Taxes	168,193		164,942		479,648		479,219
Total Operating Expenses	1,485,909		1,529,837		4,389,148		4,440,698
Operating Income	502,603		509,869		1,467,310		1,421,827
Interest Expense	108,719		99,865		319,477		298,568
Other Income, Net	21,184		13,641		56,304		23,689
Income Before Income Tax Expense	415,068		423,645		1,204,137		1,146,948
Income Tax Expense	152,818		156,446		447,921		428,186
Net Income	262,250		267,199		756,216		718,762
Net Income Attributable to Noncontrolling Interests	1,880		1,880		5,639		5,639
Net Income Attributable to Common Shareholders	$	260,370	$	265,319	$	750,577		$	713,123
Basic and Diluted Earnings Per Common Share	$	0.82	$	0.83	$	2.36		$	2.24
Dividends Declared Per Common Share	$	0.48	$	0.45	$	1.43		$	1.34
Weighted Average Common Shares Outstanding:
Basic	317,393,029		317,787,836		317,415,848		317,696,823
Diluted	317,949,396		318,577,079		318,007,042		318,511,609

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to shareholders about Eversource Energy and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

EVERSOURCE ENERGY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Nine Months Ended September 30,
(Thousands of Dollars)	2017		2016
Operating Activities:
Net Income		756,216		718,762
Adjustments to Reconcile Net Income to Net Cash Flows Provided by Operating Activities:
Depreciation	571,152		531,781
Deferred Income Taxes	374,863		301,413
Pension, SERP and PBOP Expense, Net	16,891		31,627
Pension and PBOP Contributions	(197,900)		(121,854)
Regulatory Overrecoveries, Net	185,952		152,808
Amortization of Regulatory Assets, Net	58,058		56,223
Other	(148,741)		(27,671)
Changes in Current Assets and Liabilities:
Receivables and Unbilled Revenues, Net	(107,473)		(191,454)
Fuel, Materials, Supplies and Inventory	23,686		25,425
Taxes Receivable/Accrued, Net	88,856		347,898
Accounts Payable	(96,551)		(121,513)
Other Current Assets and Liabilities, Net	(32,874)		(53,077)
Net Cash Flows Provided by Operating Activities	1,492,135		1,650,368
Investing Activities:
Investments in Property, Plant and Equipment	(1,642,280)		(1,359,171)
Proceeds from Sales of Marketable Securities	520,664		444,209
Purchases of Marketable Securities	(506,302)		(437,197)
Other Investing Activities	(10,177)		(9,463)
Net Cash Flows Used in Investing Activities	(1,638,095)		(1,361,622)
Financing Activities:
Cash Dividends on Common Shares	(451,562)		(423,471)
Cash Dividends on Preferred Stock	(5,639)		(5,639)
Decrease in Notes Payable	(231,500)		(426,453)
Issuance of Long-Term Debt	1,250,000		800,000
Retirements of Long-Term Debt	(320,000)		(200,000)
Other Financing Activities	171		(17,074)
Net Cash Flows Provided by/(Used in) Financing Activities	241,470		(272,637)
Net Increase in Cash and Cash Equivalents	95,510		16,109
Cash and Cash Equivalents - Beginning of Period	30,251		23,947
Cash and Cash Equivalents - End of Period	$	125,761	$	40,056

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to shareholders about Eversource Energy and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

EX-99