Dispositions (Notes)

3 Months Ended

Mar. 31, 2018

Discontinued Operations and Disposal Groups [Abstract]

DISPOSITIONS AND HELD-FOR-SALE BUSINESSES

DISCONTINUED OPERATIONS

Due to a portfolio evaluation in the first half of 2016, management decided to pursue a strategic shift of its distribution companies in Brazil, Sul and Eletropaulo, to reduce the Company's exposure to the Brazilian distribution market. The disposal of Sul was completed in October 2016.

Eletropaulo — In November 2017, Eletropaulo converted its preferred shares into ordinary shares and transitioned the listing of those shares into the Novo Mercado, which is a listing segment of the Brazilian stock exchange with the highest standards of corporate governance. Upon conversion of the preferred shares into ordinary shares, AES no longer controlled Eletropaulo, but maintained significant influence over the business. As a result, the Company deconsolidated Eletropaulo. After deconsolidation, the Company's 17% ownership interest was reflected as an equity method investment. The Company recorded an after-tax loss on deconsolidation of $611 million, which primarily consisted of $455 million related to cumulative translation losses and $243 million related to pension losses reclassified from AOCL.

In December 2017, all the remaining criteria were met for Eletropaulo to qualify as a discontinued operation. Therefore, its results of operations and financial position were reported as such in the consolidated financial statements for all periods presented. Prior to its classification as discontinued operations, Eletropaulo was reported in the South America SBU reportable segment.

The following table summarizes the carrying amounts of the major classes of assets and liabilities of discontinued operations at March 31, 2018 and December 31, 2017:



(in millions)	March 31, 2018		December 31, 2017
Assets of discontinued operations and held-for-sale businesses:
Investments in and advances to affiliates ⁽¹⁾	$	89	$	86
Total assets of discontinued operations	$	89	$	86
Other assets of businesses classified as held-for-sale ⁽²⁾	269		1,948
Total assets of discontinued operations and held-for-sale businesses	$	358	$	2,034
Liabilities of discontinued operations and held-for-sale businesses:
Other liabilities of businesses classified as held-for-sale ⁽²⁾	63		1,033
Total liabilities of discontinued operations and held-for-sale businesses	$	63	$	1,033

_____________________________


⁽¹⁾	Represents the Company's 17% ownership interest in Eletropaulo.


⁽²⁾	Electrica Santiago was classified as held-for-sale as of March 31, 2018 and December 31, 2017, and the DPL Peaker Assets and Masinloc were classified as held-for-sale as of December 31, 2017. See Note 17—Held-for-Sale Businesses and Dispositions for further information.

Income from discontinued operations and cash flows from operating and investing activities of discontinued operations were immaterial for the three months ended March 31, 2018.

The following table summarizes the major line items constituting income from discontinued operations for the three months ended March 31, 2017 (in millions):



Income from discontinued operations, net of tax:	Three Months Ended March 31, 2017
Revenue — regulated	$	919
Cost of sales	(874		)
Other income and expense items that are not major	(42		)
Income from discontinued operations	3
Less: Net income attributable to noncontrolling interests	(1		)
Income from discontinued operations attributable to The AES Corporation	2
Income tax expense	(2		)
Income from discontinued operations, net of tax	$	—

The following table summarizes the operating and investing cash flows from discontinued operations for the three months ended March 31, 2017 (in millions):



	Three Months Ended March 31, 2017
Cash flows provided by operating activities of discontinued operations	$	168
Cash flows used in investing activities of discontinued operations	(127		)

HELD-FOR-SALE BUSINESSES AND DISPOSITIONS

Held-for-Sale Businesses

Electrica Santiago — In December 2017, AES Gener entered into an agreement to sell Electrica Santiago, comprised of four gas and diesel-fired generation plants in Chile, for $300 million, subject to customary purchase price adjustments. The sale is expected to close during the first half of 2018, subject to conditions precedent in the agreement. As of March 31, 2018, Electrica Santiago was classified as held-for-sale, but did not meet the criteria to be reported as discontinued operations. Electrica Santiago's carrying value at March 31, 2018 was $207 million. Electrica Santiago is reported in the South America SBU reportable segment. Pre-tax income attributable to AES was immaterial for the three months ended March 31, 2018 and 2017.

Dispositions

Masinloc — On March 20, 2018, the Company completed the sale of its entire 51% equity interest in Masinloc for cash proceeds of $1.05 billion, subject to customary post-closing adjustments, resulting in a pretax gain on sale of $777 million and U.S. tax expense of $155 million. Masinloc consisted of a coal-fired generation plant in operation, a coal-fired generation plant under construction, and an energy storage facility all located in the Philippines. The sale did not meet the criteria to be reported as discontinued operations. Prior to its sale, Masinloc was reported in the Eurasia SBU reportable segment.

DPL Peaker Assets — On March 27, 2018, DPL completed the sale of six of its combustion turbine and diesel-fired generation facilities and related assets ("DPL peaker assets") for total proceeds of $239 million, inclusive of estimated working capital and subject to customary post-closing adjustments, resulting in a loss on sale of $2 million. The sale did not meet the criteria to be reported as discontinued operations. Prior to their sale, the DPL peaker assets were reported in the US and Utilities SBU reportable segment.

Beckjord Facility — On February 26, 2018, DPL transferred its interest in Beckjord, a coal-fired generation facility retired in 2014, including its obligations to remediate the facility and its site. The transfer resulted in cash expenditures of $15 million, inclusive of disposal charges, and a loss on disposal of $12 million. Prior to the transfer, Beckjord was reported in the US and Utilities SBU reportable segment.

Advancion Energy Storage — On January 1, 2018, the Company deconsolidated the AES Advancion energy storage development business and contributed it to the Fluence joint venture, resulting in a gain on sale of $23 million. See Note 6—Investments in and Advances to Affiliates for further discussion. Prior to the transfer, the AES Advancion energy storage development business was reported as part of Corp and Other.

Excluding any impairment charges or gain/loss on sale, pre-tax income attributable to AES of disposed businesses was as follows:



	Three Months Ended March 31,
(in millions)	2018		2017
Masinloc	$	9	$	23
DPL Peaker Assets	7		—
Total	$	16	$	23