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ENTERGY MISSISSIPPI, LLC - Quarter Report: 2014 June (Form 10-Q)

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__________________________________________________________________________________________
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)
 
X
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
 
 
For the Quarterly Period Ended June 30, 2014
 
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 Number
Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.
 

Commission
File Number
Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.
1-11299
ENTERGY CORPORATION
(a Delaware corporation)
639 Loyola Avenue
New Orleans, Louisiana 70113
Telephone (504) 576-4000
72-1229752
 
1-31508
ENTERGY MISSISSIPPI, INC.
(a Mississippi corporation)
308 East Pearl Street
Jackson, Mississippi 39201
Telephone (601) 368-5000
64-0205830
 
 
 
 
 
 
 
 
 
 
1-10764
ENTERGY ARKANSAS, INC.
(an Arkansas corporation)
425 West Capitol Avenue
Little Rock, Arkansas 72201
Telephone (501) 377-4000
71-0005900
 
0-05807
ENTERGY NEW ORLEANS, INC.
(a Louisiana corporation)
1600 Perdido Street
New Orleans, Louisiana 70112
Telephone (504) 670-3700
72-0273040
 
 
 
 
 
 
 
 
 
 
0-20371
ENTERGY GULF STATES LOUISIANA, L.L.C.
(a Louisiana limited liability company)
446 North Boulevard
Baton Rouge, Louisiana 70802
Telephone (800) 368-3749
74-0662730
 
1-34360
ENTERGY TEXAS, INC.
(a Texas corporation)
350 Pine Street
Beaumont, Texas 77701
Telephone (409) 981-2000
61-1435798
 
 
 
 
 
 
 
 
 
 
1-32718
ENTERGY LOUISIANA, LLC
(a Texas limited liability company)
446 North Boulevard
Baton Rouge, Louisiana 70802
Telephone (800) 368-3749
75-3206126
 
1-09067
SYSTEM ENERGY RESOURCES, INC.
(an Arkansas corporation)
Echelon One
1340 Echelon Parkway
Jackson, Mississippi 39213
Telephone (601) 368-5000
72-0752777
 
 
 
 
 
__________________________________________________________________________________________


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Indicate by check mark whether the registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.  Yes R No o

Indicate by check mark whether the registrants have submitted electronically and posted on Entergy’s corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).  Yes R No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Securities Exchange Act of 1934.
 
Large
accelerated
filer
 
Accelerated
filer
 
Non-
accelerated
filer
 
Smaller
reporting
company
Entergy Corporation
ü
 
 
 
 
 
 
Entergy Arkansas, Inc.
 
 
 
 
ü
 
 
Entergy Gulf States Louisiana, L.L.C.
 
 
 
 
ü
 
 
Entergy Louisiana, LLC
 
 
 
 
ü
 
 
Entergy Mississippi, Inc.
 
 
 
 
ü
 
 
Entergy New Orleans, Inc.
 
 
 
 
ü
 
 
Entergy Texas, Inc.
 
 
 
 
ü
 
 
System Energy Resources, Inc.
 
 
 
 
ü
 
 

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act). Yes o No R
Common Stock Outstanding
 
Outstanding at July 31, 2014
Entergy Corporation
($0.01 par value)
179,608,009

Entergy Corporation, Entergy Arkansas, Inc., Entergy Gulf States Louisiana, L.L.C., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., Entergy Texas, Inc., and System Energy Resources, Inc. separately file this combined Quarterly Report on Form 10-Q.  Information contained herein relating to any individual company is filed by such company on its own behalf.  Each company reports herein only as to itself and makes no other representations whatsoever as to any other company.  This combined Quarterly Report on Form 10-Q supplements and updates the Annual Report on Form 10-K for the calendar year ended December 31, 2013 and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, filed by the individual registrants with the SEC, and should be read in conjunction therewith.



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ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2014

 
Page Number
 
 
Entergy Corporation and Subsidiaries
 
Entergy Arkansas, Inc. and Subsidiaries
 
Entergy Gulf States Louisiana, L.L.C.
 
Entergy Louisiana, LLC and Subsidiaries
 
Entergy Mississippi, Inc.
 

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ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2014

 
Page Number
 
 
Entergy New Orleans, Inc.
 
Entergy Texas, Inc. and Subsidiaries
 
System Energy Resources, Inc.
 
 


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FORWARD-LOOKING INFORMATION

In this combined report and from time to time, Entergy Corporation and the Registrant Subsidiaries each makes statements as a registrant concerning its expectations, beliefs, plans, objectives, goals, strategies, and future events or performance.  Such statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Words such as “may,” “will,” “could,” “project,” “believe,” “anticipate,” “intend,” “expect,” “estimate,” “continue,” “potential,” “plan,” “predict,” “forecast,” and other similar words or expressions are intended to identify forward-looking statements but are not the only means to identify these statements.  Although each of these registrants believes that these forward-looking statements and the underlying assumptions are reasonable, it cannot provide assurance that they will prove correct.  Any forward-looking statement is based on information current as of the date of this combined report and speaks only as of the date on which such statement is made.  Except to the extent required by the federal securities laws, these registrants undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Forward-looking statements involve a number of risks and uncertainties.  There are factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including those factors discussed or incorporated by reference in (a) Item 1A. Risk Factors in the Form 10-K, (b) Management’s Financial Discussion and Analysis in the Form 10-K and in this report, and (c) the following factors (in addition to others described elsewhere in this combined report and in subsequent securities filings):

resolution of pending and future rate cases and negotiations, including various performance-based rate discussions, Entergy’s utility supply plan, and recovery of fuel and purchased power costs;
the termination of Entergy Arkansas’s participation in the System Agreement, which occurred in December 2013, the termination of Entergy Mississippi’s participation in the System Agreement in November 2015, the termination of Entergy Texas’s, Entergy Gulf States Louisiana’s, and Entergy Louisiana’s participation in the System Agreement after expiration of the proposed 60-month notice period or such other period as approved by the FERC;
regulatory and operating challenges and uncertainties and economic risks associated with the Utility operating companies’ move to the MISO RTO, which occurred in December 2013, including the effect of current or projected RTO market rules and system conditions in the MISO markets, the allocation of MISO system transmission upgrade costs, and the effect of planning decisions that MISO makes with respect to future transmission investments by the Utility operating companies;
changes in utility regulation, including the beginning or end of retail and wholesale competition, the ability to recover net utility assets and other potential stranded costs, and the application of more stringent transmission reliability requirements or market power criteria by the FERC;
changes in the regulation or regulatory oversight of Entergy’s nuclear generating facilities and nuclear materials and fuel, including with respect to the planned or potential shutdown of nuclear generating facilities owned or operated by the Entergy Wholesale Commodities business, and the effects of new or existing safety or environmental concerns regarding nuclear power plants and nuclear fuel;
resolution of pending or future applications, and related regulatory proceedings and litigation, for license renewals or modifications or other authorizations required of nuclear generating facilities;
the performance of and deliverability of power from Entergy’s generation resources, including the capacity factors at its nuclear generating facilities;
Entergy’s ability to develop and execute on a point of view regarding future prices of electricity, natural gas, and other energy-related commodities;
prices for power generated by Entergy’s merchant generating facilities and the ability to hedge, meet credit support requirements for hedges, sell power forward or otherwise reduce the market price risk associated with those facilities, including the Entergy Wholesale Commodities nuclear plants;
the prices and availability of fuel and power Entergy must purchase for its Utility customers, and Entergy’s ability to meet credit support requirements for fuel and power supply contracts;
volatility and changes in markets for electricity, natural gas, uranium, and other energy-related commodities;
changes in law resulting from federal or state energy legislation or legislation subjecting energy derivatives used in hedging and risk management transactions to governmental regulation;

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FORWARD-LOOKING INFORMATION (Concluded)


changes in environmental, tax, and other laws, including requirements for reduced emissions of sulfur, nitrogen, greenhouse gases, mercury, and other regulated air emissions, and changes in costs of compliance with environmental and other laws and regulations;
uncertainty regarding the establishment of interim or permanent sites for spent nuclear fuel and nuclear waste storage and disposal and the level of spent fuel disposal fees charged by the U.S. government related to such sites;
variations in weather and the occurrence of hurricanes and other storms and disasters, including uncertainties associated with efforts to remediate the effects of hurricanes, ice storms, or other weather events and the recovery of costs associated with restoration, including accessing funded storm reserves, federal and local cost recovery mechanisms, securitization, and insurance;
effects of climate change;
changes in the quality and availability of water supplies and the related regulation of water use and diversion;
Entergy’s ability to manage its capital projects and operation and maintenance costs;
Entergy’s ability to purchase and sell assets at attractive prices and on other attractive terms;
the economic climate, and particularly economic conditions in Entergy’s Utility service area and the Northeast United States and events that could influence economic conditions in those areas;
the effects of Entergy’s strategies to reduce tax payments;
changes in the financial markets, particularly those affecting the availability of capital and Entergy’s ability to refinance existing debt, execute share repurchase programs, and fund investments and acquisitions;
actions of rating agencies, including changes in the ratings of debt and preferred stock, changes in general corporate ratings, and changes in the rating agencies’ ratings criteria;
changes in inflation and interest rates;
the effect of litigation and government investigations or proceedings;
changes in technology, including with respect to new, developing, or alternative sources of generation;
the potential effects of threatened or actual terrorism, cyber attacks or data security breaches, including increased security costs, and war or a catastrophic event such as a nuclear accident or a natural gas pipeline explosion;
Entergy’s ability to attract and retain talented management and directors;
changes in accounting standards and corporate governance;
declines in the market prices of marketable securities and resulting funding requirements for Entergy’s defined benefit pension and other postretirement benefit plans;
future wage and employee benefit costs, including changes in discount rates and returns on benefit plan assets;
changes in decommissioning trust fund values or earnings or in the timing of or cost to decommission nuclear plant sites;
the implementation of the shutdown of Vermont Yankee by the end of 2014 and the related decommissioning of Vermont Yankee;
the effectiveness of Entergy’s risk management policies and procedures and the ability and willingness of its counterparties to satisfy their financial and performance commitments;
factors that could lead to impairment of long-lived assets; and
the ability to successfully complete merger, acquisition, or divestiture plans, regulatory or other limitations imposed as a result of merger, acquisition, or divestiture, and the success of the business following a merger, acquisition, or divestiture.


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DEFINITIONS

Certain abbreviations or acronyms used in the text and notes are defined below:
Abbreviation or Acronym
Term
AFUDC
Allowance for Funds Used During Construction
ALJ
Administrative Law Judge
ANO 1 and 2
Units 1 and 2 of Arkansas Nuclear One (nuclear), owned by Entergy Arkansas
APSC
Arkansas Public Service Commission
ASLB
Atomic Safety and Licensing Board, the board within the NRC that conducts hearings and performs other regulatory functions that the NRC authorizes
ASU
Accounting Standards Update issued by the FASB
Board
Board of Directors of Entergy Corporation
capacity factor
Actual plant output divided by maximum potential plant output for the period
City Council or Council
Council of the City of New Orleans, Louisiana
D.C. Circuit
U.S. Court of Appeals for the District of Columbia Circuit
DOE
United States Department of Energy
Entergy
Entergy Corporation and its direct and indirect subsidiaries
Entergy Corporation
Entergy Corporation, a Delaware corporation
Entergy Gulf States, Inc.
Predecessor company for financial reporting purposes to Entergy Gulf States Louisiana that included the assets and business operations of both Entergy Gulf States Louisiana and Entergy Texas
Entergy Gulf States Louisiana
Entergy Gulf States Louisiana, L.L.C., a company formally created as part of the jurisdictional separation of Entergy Gulf States, Inc. and the successor company to Entergy Gulf States, Inc. for financial reporting purposes.  The term is also used to refer to the Louisiana jurisdictional business of Entergy Gulf States, Inc., as the context requires.
Entergy Texas
Entergy Texas, Inc., a company formally created as part of the jurisdictional separation of Entergy Gulf States, Inc.  The term is also used to refer to the Texas jurisdictional business of Entergy Gulf States, Inc., as the context requires.
Entergy Wholesale
Commodities (EWC)
Entergy’s non-utility business segment primarily comprised of the ownership and operation of six nuclear power plants, the ownership of interests in non-nuclear power plants, and the sale of the electric power produced by those plants to wholesale customers
EPA
United States Environmental Protection Agency
ERCOT
Electric Reliability Council of Texas
FASB
Financial Accounting Standards Board
FERC
Federal Energy Regulatory Commission
FitzPatrick
James A. FitzPatrick Nuclear Power Plant (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
Form 10-K
Annual Report on Form 10-K for the calendar year ended December 31, 2013 filed with the SEC by Entergy Corporation and its Registrant Subsidiaries
FTR
Financial transmission right
Grand Gulf
Unit No. 1 of Grand Gulf Nuclear Station (nuclear), 90% owned or leased by System Energy
GWh
Gigawatt-hour(s), which equals one million kilowatt-hours
Independence
Independence Steam Electric Station (coal), owned 16% by Entergy Arkansas, 25% by Entergy Mississippi, and 7% by Entergy Power, LLC
Indian Point 2
Unit 2 of Indian Point Energy Center (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
Indian Point 3
Unit 3 of Indian Point Energy Center (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment

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DEFINITIONS (Concluded)

Abbreviation or Acronym
Term
IRS
Internal Revenue Service
ISO
Independent System Operator
kW
Kilowatt, which equals one thousand watts
kWh
Kilowatt-hour(s)
LPSC
Louisiana Public Service Commission
MISO
Midcontinent Independent System Operator, Inc., a regional transmission organization
MMBtu
One million British Thermal Units
MPSC
Mississippi Public Service Commission
MW
Megawatt(s), which equals one thousand kilowatts
MWh
Megawatt-hour(s)
Net debt to net capital ratio
Gross debt less cash and cash equivalents divided by total capitalization less cash and cash equivalents
Net MW in operation
Installed capacity owned and operated
NRC
Nuclear Regulatory Commission
NYPA
New York Power Authority
Palisades
Palisades Power Plant (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
Pilgrim
Pilgrim Nuclear Power Station (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
PPA
Purchased power agreement or power purchase agreement
PUCT
Public Utility Commission of Texas
Registrant Subsidiaries
Entergy Arkansas, Inc., Entergy Gulf States Louisiana, L.L.C., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., Entergy Texas, Inc., and System Energy Resources, Inc.
River Bend
River Bend Station (nuclear), owned by Entergy Gulf States Louisiana
RTO
Regional transmission organization
SEC
Securities and Exchange Commission
SMEPA
South Mississippi Electric Power Association, which owns a 10% interest in Grand Gulf
System Agreement
Agreement, effective January 1, 1983, as modified, among the Utility operating companies relating to the sharing of generating capacity and other power resources. Entergy Arkansas terminated its participation in the System Agreement effective December 18, 2013.
System Energy
System Energy Resources, Inc.
TWh
Terawatt-hour(s), which equals one billion kilowatt-hours
Unit Power Sales Agreement
Agreement, dated as of June 10, 1982, as amended and approved by FERC, among Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, relating to the sale of capacity and energy from System Energy’s share of Grand Gulf
Utility
Entergy’s business segment that generates, transmits, distributes, and sells electric power, with a small amount of natural gas distribution
Utility operating companies
Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and Entergy Texas
Vermont Yankee
Vermont Yankee Nuclear Power Station (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
Waterford 3
Unit No. 3 (nuclear) of the Waterford Steam Electric Station, 100% owned or leased by Entergy Louisiana
weather-adjusted usage
Electric usage excluding the effects of deviations from normal weather


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ENTERGY CORPORATION AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Entergy operates primarily through two business segments: Utility and Entergy Wholesale Commodities.

The Utility business segment includes the generation, transmission, distribution, and sale of electric power in portions of Arkansas, Mississippi, Texas, and Louisiana, including the City of New Orleans; and operation of a small natural gas distribution business.  
The Entergy Wholesale Commodities business segment includes the ownership and operation of six nuclear power plants located in the northern United States and the sale of the electric power produced by those plants to wholesale customers.  In August 2013, Entergy announced plans to close and decommission Vermont Yankee.  The plant is expected to cease power production in the fourth quarter 2014 after its current fuel cycle.  Entergy Wholesale Commodities also provides services to other nuclear power plant owners and owns interests in non-nuclear power plants that sell the electric power produced by those plants to wholesale customers.

Results of Operations

Second Quarter 2014 Compared to Second Quarter 2013

Following are income statement variances for Utility, Entergy Wholesale Commodities, Parent & Other, and Entergy comparing the second quarter 2014 to the second quarter 2013 showing how much the line item increased or (decreased) in comparison to the prior period:
 
 

Utility
 
Entergy
Wholesale
Commodities
 

Parent &
Other (a)
 

Entergy
 
 
(In Thousands)
2nd Quarter 2013 Consolidated Net Income (Loss)
 

$200,555

 

$11,531

 

($44,031
)
 

$168,055

 
 
 
 
 
 
 
 
 
Net revenue (operating revenue less fuel expense, purchased power, and other regulatory charges/credits)
 
46,765

 
88,371

 
(4,789
)
 
130,347

Other operation and maintenance expenses
 
(30,646
)
 
9,037

 
(5,977
)
 
(27,586
)
Taxes other than income taxes
 
4,798

 
2,901

 
149

 
7,848

Depreciation and amortization
 
13,557

 
20,631

 
38

 
34,226

Other income
 
(16,036
)
 
(1,466
)
 
(1,773
)
 
(19,275
)
Interest expense
 
5,484

 
(655
)
 
2,005

 
6,834

Other expenses
 
1,999

 
5,895

 

 
7,894

Income taxes
 
23,958

 
34,164

 
(2,492
)
 
55,630

 
 
 
 
 
 
 
 
 
2nd Quarter 2014 Consolidated Net Income (Loss)
 

$212,134



$26,463



($44,316
)


$194,281


(a)
Parent & Other includes eliminations, which are primarily intersegment activity.

Refer to "ENTERGY CORPORATION AND SUBSIDIARIES - SELECTED OPERATING RESULTS" for further information with respect to operating statistics.


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Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$1,371

Retail electric price
36

Asset retirement obligation
16

Volume/weather
(4
)
Other
(1
)
2014 net revenue

$1,418


The retail electric price variance is primarily due to:

an annual base rate increase at Entergy Arkansas, as approved by the APSC, effective January 2014;
a formula rate plan increase at Entergy Mississippi, as approved by the MPSC, effective September 2013;
an annual base rate increase at Entergy Texas, effective April 2014, as a result of the PUCT’s order in the September 2013 rate case;
an increase in the energy efficiency rider at Entergy Arkansas, as approved by the APSC, effective July 2013.  Energy efficiency revenues are largely offset by costs included in other operation and maintenance expenses and have minimal effect on net income; and
an increase in Entergy Mississippi’s storm damage rider, as approved by the MPSC, effective October 2013. The increase in the storm damage rider is offset by other operation and maintenance expenses and has no effect on net income.

See Note 2 to the financial statements herein and in the Form 10-K for a discussion of rate proceedings.

The asset retirement obligation affects net revenue because Entergy records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the second quarter 2014 compared to the second quarter 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.

The volume/weather variance is primarily due to the effect of less favorable weather on residential and commercial sales in second quarter 2014 as compared to the second quarter 2013, substantially offset by an increase in sales to industrial customers, primarily due to expansions in the chemicals and refining industries and growth in the small industrial segments.


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Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Entergy Wholesale Commodities

Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$383

Nuclear volume
60

Nuclear realized price changes
24

Mark-to-market value changes
17

Nuclear fuel expenses
(6
)
Other
(7
)
2014 net revenue

$471


As shown in the table above, net revenue for Entergy Wholesale Commodities increased by $88 million in the second quarter 2014 compared to the second quarter 2013 primarily due to:

higher volume in its nuclear fleet resulting from fewer unplanned and refueling outage days in second quarter 2014 as compared to second quarter 2013, partially offset by a larger exercise of resupply options in second quarter 2013 compared to second quarter 2014 provided for in purchase power agreements where Entergy Wholesale Commodities may elect to supply power from another source when the plant is not running. Amounts related to the exercise of resupply options are included in the GWh billed in the table below;
higher capacity prices;
mark-to-market activity, which was positive for the quarter. See Note 8 to the financial statements herein for discussion of derivative instruments; and
an increase in nuclear fuel expenses primarily due to increased generation as a result of fewer outage days, partially offset by lower DOE spent fuel disposal fees.

Following are key performance measures for Entergy Wholesale Commodities for the second quarter 2014 and 2013:
 
2014
 
2013
Owned capacity (MW) (a)
6,068
 
6,612
GWh billed
11,533
 
11,172
Average realized revenue per MWh
$49.75
 
$47.36
 
 
 
 
Entergy Wholesale Commodities Nuclear Fleet
 
 
 
Capacity factor
95%
 
82%
GWh billed
10,588
 
9,789
Average realized revenue per MWh
$49.79
 
$46.40
Refueling Outage Days:
 
 
 
Pilgrim
 
45
Vermont Yankee
 
5

(a)     The reduction in owned capacity is due to the retirement of the 544 MW Ritchie Unit 2 in November 2013.

Realized Revenue per MWh for Entergy Wholesale Commodities Nuclear Plants

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Results of Operations - Realized Revenue per MWh for Entergy Wholesale Commodities Nuclear Plants" in the Form 10-K for a discussion

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Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

of the effects of sustained low natural gas prices and power market structure challenges on market prices for electricity in the New York and New England power regions over the past few years.

Other Income Statement Items

Utility

Other operation and maintenance expenses decreased from $587 million for the second quarter 2013 to $556 million for the second quarter 2014 primarily due to:

a decrease of $22 million in payroll, compensation, and benefits costs primarily due to fewer employees, an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, and other postretirement benefit plan design changes.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $14 million resulting from costs incurred in 2013 related to the generator stator incident at ANO, including an offset for insurance proceeds. See “ANO Damage and Outage” below for further discussion of the incident;
a decrease of $13 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business;
a decrease of $10 million in fossil-fueled generation expenses primarily resulting from a lower scope of work done during plant outages in 2014 as compared to the same period in 2013; and
a decrease of $5 million due to costs incurred in 2013 related to the implementation of and transition to the MISO RTO.

The decrease was partially offset by:

an increase of $8 million due to administration fees in 2014 related to participation in the MISO RTO. The net income effect is partially offset due to deferrals of these fees in certain jurisdictions. See Note 2 to the financial statements in the Form 10-K for further information on deferrals;
an increase of $7 million in energy efficiency costs at Entergy Arkansas and Entergy Texas.  These costs are recovered through energy efficiency riders and have a minimal effect on net income; and
an increase of $6 million in storm damage accruals primarily at Entergy Arkansas effective January 2014, as approved by the APSC, and Entergy Mississippi effective October 2013, as approved by the MPSC.

Depreciation and amortization expenses increased primarily due to additions to plant in service and an increase in Entergy Arkansas depreciation rates.

Other income decreased primarily due to a decrease in earnings on decommissioning trust fund investments.

Entergy Wholesale Commodities

Depreciation and amortization expenses increased primarily due to a change effective in 2014 in the estimated average useful lives of plant in service as a result of a new depreciation study as well as additions to plant in service. The depreciation rate on average depreciable property for Entergy Wholesale Commodities property is approximately 5.6% in 2014.

Other operation and maintenance expenses increased from $252 million for the second quarter 2013 to $261 million for the second quarter 2014 primarily due to:

$10 million in expenses incurred in the second quarter 2014 related to the shutdown of Vermont Yankee including severance and retention costs.  See “Impairment of Long-Lived Assets” in Note 11 to the financial

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Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

statements herein for discussion regarding the planned shutdown of the Vermont Yankee plant by the end of 2014; and
$5 million in transmission service credits received in the second quarter 2013.

The increase was partially offset by:

a decrease of $5 million in compensation and benefits costs primarily due to fewer employees, an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, and other postretirement benefit plan design changes. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs; and
a decrease of $4 million due to the absence of expenses from Entergy Solutions District Energy, which was sold in November 2013.

Income Taxes

The effective income tax rate was 39.9% for the second quarter 2014. The difference in the effective income tax rate for the second quarter 2014 versus the statutory rate of 35% was primarily due to state income taxes, the provision for uncertain tax positions, and certain book and tax differences related to utility plant items.

The effective income tax rate was 30.3% for the second quarter 2013. The difference in the effective income tax rate for the second quarter 2013 versus the statutory rate of 35% was primarily due to lower state income taxes resulting from a state deferred tax adjustment. Also contributing to the lower rate were book and tax differences related to the allowance for equity funds used during construction, partially offset by certain book and tax differences related to utility plant items.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Following are income statement variances for Utility, Entergy Wholesale Commodities, Parent & Other, and Entergy comparing the six months ended June 30, 2014 to the six months ended June 30, 2013 showing how much the line item increased or (decreased) in comparison to the prior period:
 
 

Utility
 
Entergy
Wholesale
Commodities
 

Parent &
Other (a)
 

Entergy
 
 
(In Thousands)
2013 Consolidated Net Income (Loss)
 

$328,391

 

$93,646

 

($86,999
)
 

$335,038

 
 
 
 
 
 
 
 
 
Net revenue (operating revenue less fuel expense, purchased power, and other regulatory charges/credits)
 
160,856

 
343,394

 
(7,609
)
 
496,641

Other operation and maintenance expenses
 
(53,165
)
 
12,575

 
(3,273
)
 
(43,863
)
Taxes other than income taxes
 
8,019

 
2,988

 
214

 
11,221

Depreciation and amortization
 
20,583

 
41,536

 
(46
)
 
62,073

Other income
 
(12,060
)
 
(4,301
)
 
(1,676
)
 
(18,037
)
Interest expense
 
12,080

 
1,338

 
985

 
14,403

Other expenses
 
4,150

 
9,263

 

 
13,413

Income taxes
 
67,946

 
96,106

 
(7,991
)
 
156,061

 
 
 
 
 
 
 
 
 
2014 Consolidated Net Income (Loss)
 

$417,574

 

$268,933

 

($86,173
)
 

$600,334


(a)
Parent & Other includes eliminations, which are primarily intersegment activity.

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Refer to "ENTERGY CORPORATION AND SUBSIDIARIES - SELECTED OPERATING RESULTS" for further information with respect to operating statistics.

Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$2,594

Retail electric price
69

Volume/weather
66

Asset retirement obligation
21

Other
5

2014 net revenue

$2,755


The retail electric price variance is primarily due to:

a formula rate plan increase at Entergy Mississippi, as approved by the MPSC, effective September 2013;
an increase in the energy efficiency rider at Entergy Arkansas, as approved by the APSC, effective July 2013.  Energy efficiency revenues are largely offset by costs included in other operation and maintenance expenses and have minimal effect on net income;
an annual base rate increase at Entergy Arkansas, as approved by the APSC, effective January 2014;
an annual base rate increase at Entergy Texas, effective April 2014, as a result of the PUCT’s order in the September 2013 rate case;
an increase in Entergy Mississippi’s storm damage rider, as approved by the MPSC, effective October 2013. The increase in the storm damage rider is offset by other operation and maintenance expenses and has no effect on net income; and
an increase in purchased power capacity costs at Entergy Louisiana and Entergy Gulf States Louisiana that are recovered through base rates set in the annual formula rate plan mechanisms.

See Note 2 to the financial statements herein and in the Form 10-K for a discussion of rate proceedings.

The volume/weather variance is primarily due to an increase of 2,823 GWh, or 6%, in billed electricity usage, including the effect of more favorable weather on residential and commercial sales in the six months ended June 30, 2014 as compared to the six months ended June 30, 2013 and an increase in sales to industrial customers. The increase in industrial sales was primarily due to expansions, recovery of a major refining customer from an unplanned outage in 2013, and continued moderate growth in the manufacturing sector.

The asset retirement obligation affects net revenue because Entergy records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the six months ended June 30, 2014 as compared to the six months ended June 30, 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.



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Entergy Wholesale Commodities

Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$876

Nuclear realized price changes
261

Nuclear volume
62

Mark-to-market value changes
46

Nuclear fuel expenses
(8
)
Other
(18
)
2014 net revenue

$1,219


As shown in the table above, net revenue for Entergy Wholesale Commodities increased by $343 million in the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

higher realized wholesale energy prices primarily due to increases in Northeast market power prices and higher capacity prices. Entergy Wholesale Commodities’ hedging strategies routinely include financial instruments that manage operational and liquidity risk. These positions, in addition to a larger-than-normal unhedged position in 2014 due to Vermont Yankee being in its final year of operation, allowed Entergy Wholesale Commodities to benefit from increases in Northeast market power prices;
higher volume in its nuclear fleet resulting from fewer unplanned and refueling outage days in the six months ended June 30, 2014 compared to the six months ended June 30, 2013, partially offset by a larger exercise of resupply options in the six months ended June 30, 2013 compared to the six months ended June 30, 2014 provided for in purchase power agreements where Entergy Wholesale Commodities may elect to supply power from another source when the plant is not running. Amounts related to the exercise of resupply options are included in the GWh billed in the table below;
mark-to-market activity, which was positive for the six months ended June 30, 2014. See Note 8 to the financial statements herein for discussion of derivative instruments; and
an increase in nuclear fuel expenses primarily due to increased generation as a result of fewer outage days, partially offset by lower DOE spent fuel disposal fees.


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Following are key performance measures for Entergy Wholesale Commodities for the six months ended June 30, 2014 and 2013:
 
2014
 
2013
Owned capacity (MW) (a)
6,068
 
6,612
GWh billed
21,547
 
21,559
Average realized revenue per MWh
$68.77
 
$52.80
 
 
 
 
Entergy Wholesale Commodities Nuclear Fleet
 
 
 
Capacity factor
89%
 
82%
GWh billed
19,667
 
19,035
Average realized revenue per MWh
$67.83
 
$51.95
Refueling Outage Days:
 
 
 
Indian Point 2
24
 
Indian Point 3
 
28
Palisades
56
 
Pilgrim
 
45
Vermont Yankee
 
27

(a)     The reduction in owned capacity is due to the retirement of the 544 MW Ritchie Unit 2 in November 2013.

Other Income Statement Items

Utility

Other operation and maintenance expenses decreased from $1,107 million for the six months ended June 30, 2013 to $1,054 million for the six months ended June 30, 2014 primarily due to:

a decrease of $37 million in payroll, compensation, and benefits costs primarily due to fewer employees, an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, and other postretirement benefit plan design changes.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $23 million in fossil-fueled generation expenses primarily resulting from a lower scope of work done during plant outages in 2014 as compared to the same period in 2013;
a decrease of $19 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business;
a decrease of $14 million resulting from costs incurred in 2013 related to the generator stator incident at ANO, including an offset for insurance proceeds. See “ANO Damage and Outage” below for further discussion of the incident; and
a decrease of $9 million due to costs incurred in 2013 related to the implementation of and transition to the MISO RTO.

The decrease was partially offset by:

an increase of $18 million due to administration fees in 2014 related to participation in the MISO RTO. The net income effect is partially offset due to deferrals of these fees in certain jurisdictions. See Note 2 to the financial statements in the Form 10-K for further information on deferrals;
an increase of $14 million in energy efficiency costs at Entergy Arkansas and Entergy Texas.  These costs are recovered through energy efficiency riders and have a minimal effect on net income; and

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an increase of $13 million in storm damage accruals primarily at Entergy Arkansas effective January 2014, as approved by the APSC, and at Entergy Mississippi effective October 2013, as approved by the MPSC.

Depreciation and amortization expenses increased primarily due to additions to plant in service and an increase in Entergy Arkansas depreciation rates.

Other income decreased primarily due to a decrease in earnings on decommissioning trust fund investments.

Interest expense increased primarily due to net debt issuances of first mortgage bonds by Entergy Louisiana in the second and third quarters of 2013 and the lease renewal in December 2013 of the Grand Gulf sale leaseback. See Note 5 to the financial statements in the Form 10-K for more details of long-term debt.

Entergy Wholesale Commodities

Depreciation and amortization expenses increased primarily due to a change effective in 2014 in the estimated average useful lives of plant in service as a result of a new depreciation study as well as additions to plant in service.

Other operation and maintenance expenses increased from $483 million for the six months ended June 30, 2013 to $496 million for the six months ended June 30, 2014 primarily due to:

$19 million in expenses incurred in the six months ended June 30, 2014 related to the shutdown of Vermont Yankee including severance and retention costs.  See “Impairment of Long-Lived Assets” in Note 11 to the financial statements herein for discussion regarding the planned shutdown of the Vermont Yankee plant by the end of 2014; and
$8 million in transmission service credits received in the six months ended June 30, 2013.

The increase was partially offset by:

a decrease of $9 million in compensation and benefits costs primarily due to fewer employees, an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, and other postretirement benefit plan design changes. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs; and
a decrease of $7 million due to the absence of expenses from Entergy Solutions District Energy, which was sold in November 2013.

Income Taxes

The effective income tax rate was 36.5% for the six months ended June 30, 2014. The difference in the effective income tax rate for the six months ended June 30, 2014 versus the statutory rate of 35% was primarily due to the provision for uncertain tax positions and certain book and tax differences related to utility plant items, partially offset by book and tax differences related to the allowance for equity funds used during construction and from a deferred state income tax reduction related to a New York tax law change. See Note 10 to the financial statements herein for a discussion of the New York tax law change.

The effective income tax rate was 36.2% for the six months ended June 30, 2013. The difference in the effective income tax rate for the six months ended June 30, 2013 versus the statutory rate of 35% was primarily due to certain book and tax differences related to utility plant items, partially offset by book and tax differences related to the allowance for equity funds used during construction and lower state income taxes resulting from a state deferred tax adjustment.


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Entergy Wholesale Commodities Authorizations to Operate Its Nuclear Power Plants

See the Form 10-K for a discussion of the NRC operating licenses for Indian Point 2 and Indian Point 3 and the NRC license renewal applications in process for these plants.  Following is an update to the discussion regarding the NRC proceedings. In April 2014 the ASLB granted Entergy’s motion to dismiss as moot a contention by Riverkeeper alleging that the Final Supplemental Environmental Impact Statement failed to adequately address endangered species issues. At the same time, the ASLB denied a motion filed by Riverkeeper in August 2013 to amend its endangered species contention. These ASLB decisions were not appealed and are now final, leaving three Track 2 contentions. The NRC staff expects to issue a further supplemental Safety Evaluation Report no later than November 7, 2014. Testimony on the remaining Track 2 contentions has not been completed, and Track 2 hearings have not been scheduled.

In proceedings before the New York State Department of Environmental Conservation (NYSDEC), the ALJs conducted an additional legislative hearing and issues conference in July 2014 triggered by NYSDEC staff’s proposal of permanent outages to protect fish organisms as an alternative form of best technology available. The ALJs stated at the issues conference that as a result of comments received, hearings on NYSDEC staff’s alternative best technology available proposal preliminarily scheduled for January 2015 would be postponed to a future date.

With respect to Entergy’s first Coastal Zone Management Act (CZMA) initiative (previous review), in May 2014 the New York State Department of State (NYSDOS) responded to questions the NRC staff submitted in December 2013. In July 2014, Entergy submitted comments on NYSDOS’s responses and NYSDOS filed a reply to those comments. The NRC staff advised the ASLB that it plans to issue further questions on previous review to NYSDOS and Entergy by late September 2014. With respect to Entergy’s second CZMA initiative (grandfathering), briefing of Entergy’s appeal to the intermediate New York State court was completed and the court stated it will schedule oral argument in October 2014.

See “Critical Accounting Estimates - Nuclear Decommissioning Costs” below and “Impairment of Long-Lived Assets” in Note 11 to the financial statements herein for discussions regarding the planned shutdown of the Vermont Yankee plant by the end of 2014.

ANO Damage and Outage
 
See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - ANO Damage and Outage" in the Form 10-K for a discussion of the ANO stator incident. The total cost of assessment, restoration of off-site power, site restoration, debris removal, and replacement of damaged property and equipment was approximately $95 million as of June 30, 2014. In addition, Entergy Arkansas incurred replacement power costs for ANO 2 power during its outage and incurred incremental replacement power costs for ANO 1 power because the outage extended beyond the originally-planned duration of the refueling outage. In February 2014 the APSC approved Entergy Arkansas’s request to exclude from the calculation of its revised energy cost rate $65.9 million of deferred fuel and purchased energy costs incurred in 2013 as a result of the ANO stator incident. The APSC authorized Entergy Arkansas to retain the $65.9 million in its deferred fuel balance with recovery to be reviewed in a later period after more information regarding various claims associated with the ANO stator incident is available.

Entergy Arkansas is assessing its options for recovering damages that resulted from the stator drop, including its insurance coverage and legal action. Entergy is a member of Nuclear Electric Insurance Limited (NEIL), a mutual insurance company that provides property damage coverage to the members’ nuclear generating plants, including ANO. NEIL has notified Entergy that it believes that a $50 million course of construction sublimit applies to any loss associated with the lifting apparatus failure and stator drop at ANO. Entergy has responded that it disagrees with NEIL’s position and is evaluating its options for enforcing its rights under the policy. On July 12, 2013, Entergy Arkansas filed a complaint in the Circuit Court in Pope County, Arkansas against the owner of the heavy-lifting apparatus that collapsed, an engineering firm, a contractor, and certain individuals asserting claims of breach of contract, negligence, and gross negligence in connection with their responsibility for the stator drop. During 2014, Entergy Arkansas collected $33 million from NEIL and is pursuing additional recoveries due under the policy.

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Shortly after the stator incident, the NRC deployed an augmented inspection team to review the plant's response. In July 2013 a second team of NRC inspectors visited ANO to evaluate certain items that were identified as requiring follow-up inspection to determine whether performance deficiencies existed.   In March 2014 the NRC issued an inspection report on the follow-up inspection that discussed two preliminary findings, one that was preliminarily determined to be “red with high safety significance” for Unit 1 and one that was preliminarily determined to be “yellow with substantial safety significance” for Unit 2, with the NRC indicating further that these preliminary findings may warrant additional regulatory oversight.  This report also noted that one additional item related to flood barrier effectiveness was still under review.

In May 2014 the NRC met with Entergy during a regulatory conference to discuss the preliminary red and yellow findings and Entergy's response to the findings.  During the regulatory conference, Entergy presented information on the facts and assumptions the NRC used to assess the potential findings. The NRC used the information provided by Entergy at the regulatory conference to finalize its decision regarding the inspection team’s findings. In a letter dated June 23, 2014, the NRC classified both findings as “yellow with substantial safety significance.” In an assessment follow-up letter for ANO dated July 29, 2014, the NRC stated that given the two yellow findings, it determined that the performance at ANO is in the “degraded cornerstone column,” or column 3, of the NRC’s reactor oversight process action matrix beginning the first quarter 2014. The NRC plans to conduct supplemental inspection activity to review the actions taken to address the yellow findings. Corrective actions in response to the NRC’s findings have been taken and remain ongoing at ANO. Entergy will continue to interact with the NRC to address the NRC’s findings.

Liquidity and Capital Resources

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy’s capital structure, capital expenditure plans and other uses of capital, and sources of capital.  Following are updates to that discussion.

Capital Structure

Entergy’s capitalization is balanced between equity and debt, as shown in the following table.
 
June 30,
2014
 
December 31,
2013
Debt to capital
56.9
%
 
57.9
%
Effect of excluding the securitization bonds
(1.5
%)
 
(1.6
%)
Debt to capital, excluding securitization bonds (a)
55.4
%
 
56.3
%
Effect of subtracting cash
(1.3
%)
 
(1.5
%)
Net debt to net capital, excluding securitization bonds (a)
54.1
%
 
54.8
%

(a)
Calculation excludes the Arkansas, Louisiana, and Texas securitization bonds, which are non-recourse to Entergy Arkansas, Entergy Louisiana, and Entergy Texas, respectively.

Net debt consists of debt less cash and cash equivalents.  Debt consists of notes payable and commercial paper, capital lease obligations, and long-term debt, including the currently maturing portion.  Capital consists of debt, common shareholders’ equity, and subsidiaries’ preferred stock without sinking fund.  Net capital consists of capital less cash and cash equivalents.  Entergy uses the debt to capital ratios excluding securitization bonds in analyzing its financial condition and believes they provide useful information to its investors and creditors in evaluating Entergy’s financial condition because the securitization bonds are non-recourse to Entergy, as more fully described in Note 5 to the financial statements in the Form 10-K.  Entergy also uses the net debt to net capital ratio excluding securitization bonds in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy’s financial condition because net debt indicates Entergy’s outstanding debt position that could not be readily satisfied by cash and cash equivalents on hand.

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Entergy Corporation has in place a credit facility that has a borrowing capacity of $3.5 billion and expires in March 2019. Entergy Corporation has the ability to issue letters of credit against 50% of the total borrowing capacity of the facility. Following is a summary of the borrowings outstanding and capacity available under the facility as of June 30, 2014:
Capacity
 
Borrowings
 
Letters
of Credit
 
Capacity
Available
(In Millions)

$3,500

 

$195

 

$8

 

$3,297


A covenant in Entergy Corporation’s credit facility requires Entergy to maintain a consolidated debt ratio of 65% or less of its total capitalization.  The calculation of this debt ratio under Entergy Corporation’s credit facility is different than the calculation of the debt to capital ratio above.  Entergy is currently in compliance with the covenant.  If Entergy fails to meet this ratio, or if Entergy or one of the Utility operating companies (except Entergy New Orleans) defaults on other indebtedness or is in bankruptcy or insolvency proceedings, an acceleration of the facility’s maturity date may occur.  See Note 4 to the financial statements herein for additional discussion of the Entergy Corporation credit facility and discussion of the Registrant Subsidiaries’ credit facilities.

See Note 4 to the financial statements herein for additional discussion of the Entergy Corporation commercial paper program.  As of June 30, 2014, Entergy Corporation had $909 million of commercial paper outstanding.

Capital Expenditure Plans and Other Uses of Capital

See the table and discussion in the Form 10-K under "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources - Capital Expenditure Plans and Other Uses of Capital," that sets forth the amounts of planned construction and other capital investments by operating segment for 2014 through 2016.

Following are the amounts of Entergy’s planned construction and other capital investments by operating segment for 2014 through 2016.
Planned construction and capital investments
 
2014
 
2015
 
2016
 
 
(In Millions)
Utility:
 
 
 
 
 
 
Generation
 

$660

 

$490

 

$605

Transmission
 
540

 
645

 
605

Distribution
 
685

 
565

 
580

Other
 
160

 
180

 
150

Total
 
2,045

 
1,880

 
1,940

Entergy Wholesale Commodities
 
420

 
380

 
230

Total
 

$2,465

 

$2,260

 

$2,170


The updated capital plan for 2014-2016 reflects additional spending for 2014 storms, potential new generation resource requirements, transmission to support economic development and reliability, partially offset by a shift in environmental compliance spending due to a likely later compliance date as well as other capital plan refinements.

Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s construction of a combined-cycle gas turbine generating facility (Ninemile 6) at its existing Ninemile Point electric generating station.  The Ninemile 6 capacity and energy will be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New

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Orleans.  Under terms approved by the LPSC, costs may be recovered through Entergy Louisiana’s and Entergy Gulf States Louisiana’s formula rate plans beginning in the month after the unit is placed in service.  In July 2014, Entergy Louisiana and Entergy Gulf States Louisiana filed an unopposed stipulation with the LPSC that estimates a first year revenue requirement associated with Ninemile 6 of $57.1 million for Entergy Louisiana and $28.5 million for Entergy Gulf States Louisiana.  A hearing on the stipulation is scheduled to be held before an ALJ in August 2014.  Entergy New Orleans expects to recover the costs associated with Ninemile 6 through a rider until new base rates are established in its next base rate proceeding.

Dividends

Declarations of dividends on Entergy’s common stock are made at the discretion of the Board.  Among other things, the Board evaluates the level of Entergy’s common stock dividends based upon Entergy’s earnings, financial strength, and future investment opportunities.  At its July 2014 meeting, the Board declared a dividend of $0.83 per share, which is the same quarterly dividend per share that Entergy has paid since the second quarter 2010.

Sources of Capital

Hurricane Isaac

As discussed in the Form 10-K, total restoration costs for the repair and replacement of electric facilities damaged by Hurricane Isaac were $73.8 million for Entergy Gulf States Louisiana and $247.7 million for Entergy Louisiana. In January 2013, Entergy Gulf States Louisiana and Entergy Louisiana drew $65 million and $187 million, respectively, from their funded storm reserve escrow accounts.  In April 2013, Entergy Gulf States Louisiana and Entergy Louisiana filed a joint application with the LPSC relating to Hurricane Isaac system restoration costs.  Following an evidentiary hearing and recommendations by the ALJ, the LPSC voted in June 2014 to approve a series of orders which (i) quantify the amount of Hurricane Isaac system restoration costs prudently incurred ($66.5 million for Entergy Gulf States Louisiana and $224.3 million for Entergy Louisiana); (ii) determine the level of storm reserves to be re-established ($90 million for Entergy Gulf States Louisiana and $200 million for Entergy Louisiana); (iii) authorize Entergy Gulf States Louisiana and Entergy Louisiana to utilize Louisiana Act 55 financing for Hurricane Isaac system restoration costs; and (iv) grant other requested relief associated with storm reserves and Act 55 financing of Hurricane Isaac system restoration costs. Approvals for the Act 55 financings were obtained from the Louisiana Utilities Restoration Corporation (LURC) and the Louisiana State Bond Commission.

In August 2014 the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $71 million in bonds under Act 55 of the Louisiana Legislature.  From the $69 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $3 million in a restricted escrow account as a storm damage reserve for Entergy Gulf States Louisiana and transferred $66 million directly to Entergy Gulf States Louisiana.  From the bond proceeds received by Entergy Gulf States Louisiana from the LURC, Entergy Gulf States Louisiana then immediately used the $66 million to acquire 662,426.80 Class C preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 7.5% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2014, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1.75 billion.

In August 2014 the LCDA issued another $243.85 million in bonds under Act 55 of the Louisiana Legislature.  From the $240 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $13 million in a restricted escrow account as a storm damage reserve for Entergy Louisiana and transferred $227 million directly to Entergy Louisiana.  From the bond proceeds received by Entergy Louisiana from the LURC, Entergy Louisiana then immediately used the $227 million to acquire 2,272,725.89 Class C preferred, non-voting, membership interest units of Entergy Holdings Company LLC that carry a 7.5% annual distribution rate. Distributions are payable

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quarterly commencing on September 15, 2014, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1.75 billion.

Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana will not report the bonds on their balance sheets because the bonds are the obligation of the LCDA and there is no recourse against Entergy, Entergy Gulf States Louisiana, or Entergy Louisiana in the event of a bond default.  To service the bonds, Entergy Gulf States Louisiana and Entergy Louisiana will collect a system restoration charge on behalf of the LURC, and remit the collections to the bond indenture trustee.  Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana will not report the collections as revenue because they are merely acting as the billing and collection agents for the state.

Total restoration costs for the repair and replacement of Entergy New Orleans’s electric facilities damaged by Hurricane Isaac were $47.3 million. Entergy New Orleans withdrew $17.4 million from the storm reserve escrow account to partially offset these costs. In February 2014, Entergy New Orleans made a filing with the City Council seeking certification of the Hurricane Isaac costs. In July 2014 the City Council adopted a procedural schedule that provides for hearings on the merits in September 2015.

Cash Flow Activity

As shown in Entergy’s Consolidated Statements of Cash Flows, cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Millions)
Cash and cash equivalents at beginning of period

$739

 

$533

Cash flow provided by (used in):
 

 
 

Operating activities
1,529

 
1,116

Investing activities
(1,391
)
 
(1,305
)
Financing activities
(227
)
 
(33
)
Net decrease in cash and cash equivalents
(89
)
 
(222
)
Cash and cash equivalents at end of period

$650

 

$311


Operating Activities

Net cash provided by operating activities increased by $413 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

higher Entergy Wholesale Commodities and Utility net revenues in 2014 as compared to the same period in 2013, as discussed previously;
a decrease in income tax payments of $69 million in the six months ended June 30, 2014 compared to the six months ended June 30, 2013; and
approximately $25 million in spending in 2013 related to the generator stator incident at ANO, as discussed previously.

The increase was partially offset by an increase of $94 million in pension contributions in 2014 and decreased recovery of fuel costs. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits funding.


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Investing Activities

Net cash flow used in investing activities increased by $86 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

the withdrawal of a total of $252 million from Entergy Louisiana’s and Entergy Gulf States Louisiana’s storm reserve escrow accounts in 2013 as a result of Hurricane Isaac.  See Note 2 to the financial statements herein and in the Form 10-K for a discussion of Hurricane Isaac;
deposit of Entergy Louisiana bond proceeds with a trustee in June 2014. Entergy Louisiana issued $170 million of 5.0% Series first mortgage bonds in June 2014 and used the proceeds, in July 2014, to redeem, prior to maturity, its $70 million of 6.4% Series first mortgage bonds due October 2034 and its $100 million of 6.3% Series first mortgage bonds due September 2035; and
an increase in nuclear fuel purchases due to variations from year to year in the timing and pricing of fuel reload requirements, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle.

The increase was partially offset by:

a decrease in construction expenditures, primarily in the Utility business, including a decrease in spending on the Ninemile 6 self-build project, spending in 2013 on the generator stator incident at ANO, and spending in 2013 on the Waterford 3 steam generator project, partially offset by an increase in storm restoration spending;
a change in collateral deposit activity, reflected in the “Increase in other investments” line on the Consolidated Statement of Cash Flows, as Entergy received net deposits of $28 million in 2014 and returned net deposits of $34 million in 2013.  Entergy Wholesale Commodities’s forward sales contracts are discussed in the “Market and Credit Risk Sensitive Instruments” section below; and
$24 million in insurance proceeds received in the first quarter 2014 for property damages related to the generator stator incident at ANO, as discussed above.

Financing Activities

Net cash flow used in financing activities increased by $194 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

long-term debt activity providing approximately $7 million of cash in 2014 compared to using $36 million of cash in 2013.  Included in the long-term debt activity is $60 million in 2014 and $605 million in 2013 for the repayment of borrowings on the Entergy Corporation long-term credit facility;
Entergy Corporation repaid $136 million of commercial paper in 2014 and issued, in part, $283 million in 2013 to repay borrowings on its long-term credit facility;
a net increase of $188 million in 2014 in short-term borrowings by the nuclear fuel company variable interest entities;
$70 million in short-term borrowings under the Utility operating companies’ credit facilities in 2013;
an increase of $65 million in treasury stock issuances in 2014 primarily due to a larger amount of previously repurchased Entergy Corporation common stock issued in 2014 to satisfy stock option exercises; and
the repurchase of $18 million of common stock in 2014.

For details of long-term debt activity and Entergy’s commercial paper program in 2014, see Note 4 to the financial statements herein and Note 5 to the financial statements in the Form 10-K.

Rate, Cost-recovery, and Other Regulation

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Rate, Cost-recovery, and Other Regulation" in the Form 10-K for discussions of rate regulation, federal regulation, and related regulatory proceedings.

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State and Local Rate Regulation and Fuel-Cost Recovery

See Note 2 to the financial statements herein for updates to the discussion in the Form 10-K regarding these proceedings.

Federal Regulation

See the Form 10-K for a discussion of federal regulatory proceedings.  Following are updates to that discussion.

Entergy’s Integration Into the MISO Regional Transmission Organization

As discussed in the Form 10-K, on December 19, 2013, the Utility operating companies successfully completed their planned integration into the MISO RTO.

In January 2013, Occidental Chemical Corporation filed with the FERC a petition for declaratory judgment and complaint against MISO alleging that MISO’s proposed treatment of Qualifying Facilities (QFs) in the Entergy region is unduly discriminatory in violation of sections 205 and 206 of the Federal Power Act and violates the Public Utility Regulatory Policies Act (PURPA) and the FERC’s implementing regulations. Occidental’s filing asks that the FERC declare that MISO’s QF integration plan is unlawful, find that the plan cannot be implemented because MISO did not file it pursuant to section 205 of the Federal Power Act, and direct that MISO modify certain aspects of the plan. Entergy sought to intervene and filed a protest to the pleadings.

In February 2014, Occidental filed a petition for enforcement against the LPSC. Occidental’s petition for enforcement alleges that the LPSC’s January 2014 order, which approved Entergy Gulf States Louisiana’s and Entergy Louisiana’s application for modification of Entergy’s methodology for calculating avoided cost rates paid to QFs, is inconsistent with the requirements of PURPA and the FERC’s regulations implementing PURPA. In April 2014 the FERC issued a “Notice Of Intent Not To Act At This Time” with respect to Occidental’s petition for enforcement against the LPSC. The FERC concluded that Occidental’s petition for enforcement largely raises the same issues as those raised in the January 2013 complaint and petition for declaratory order that Occidental had filed against MISO, and that the two proceedings should be addressed at the same time. The FERC reserved its ability to issue a further order or to take further action at a future date should it find that doing so is appropriate.

In April 2014, Occidental filed a complaint in federal district court for the Middle District of Louisiana against the LPSC and Entergy Louisiana that challenges the January 2014 order issued by the LPSC on grounds similar to those raised in the 2013 complaint and 2014 petition for enforcement that Occidental previously filed at the FERC.  The district court complaint seeks a declaration that the January 2014 order conflicts with and is preempted by PURPA and the Supremacy Clause of the United States Constitution, and also seeks an injunction prohibiting the LPSC and Entergy Louisiana from enforcing or utilizing the practices approved in the order.  The district court complaint seeks damages from Entergy Louisiana and a declaration from the district court that in pursuing the January 2014 order Entergy Louisiana breached an existing agreement with Occidental and an implied covenant of good faith and fair dealing. Entergy Louisiana has moved to stay the district court proceeding, asserting that the FERC has primary jurisdiction to address Occidental’s claims and should be allowed to do so in the context of Occidental’s 2013 complaint.

In February 2013, Entergy Services, on behalf of the Utility operating companies, made a filing with the FERC requesting to adopt the standard Attachment O formula rate template used by transmission owners to establish transmission rates within MISO. The filing proposed four transmission pricing zones for the Utility operating companies, one for Entergy Arkansas, one for Entergy Mississippi, one for Entergy Texas, and one for Entergy Louisiana, Entergy Gulf States Louisiana, and Entergy New Orleans. In June 2013 the FERC issued an order accepting the use of four transmission pricing zones and set for hearing and settlement judge procedures those issues of material fact that FERC decided could not be resolved based on the existing record. Several parties, including the City Council, filed requests for rehearing of the June 2013 order. In February 2014 the FERC issued an order addressing the rehearing requests. Among other things, the FERC denied rehearing and affirmed its prior decision allowing the four transmission

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Management's Financial Discussion and Analysis

pricing zones for the Utility operating companies in MISO. The FERC granted rehearing and set for hearing and settlement judge proceedings certain challenges of MISO’s regional through and out rates. In March 2014 certain parties filed a request for rehearing of the FERC’s February 2014 order on issues related to MISO’s regional through and out rates. In February 2014 and April 2014 various parties appealed the FERC’s June 2013 and February 2014 orders to the U.S. Court of Appeals for the D.C. Circuit where the appeals have been consolidated for further proceedings.

System Agreement

Utility Operating Company Notices of Termination of System Agreement Participation

As discussed in the Form 10-K, in February 2014, Entergy Louisiana and Entergy Gulf States Louisiana provided notice of their respective decisions to terminate their participation in the System Agreement and made a filing with the FERC seeking acceptance of the notice. In the FERC filing, Entergy Louisiana and Entergy Gulf States Louisiana requested an effective date of February 14, 2019 or such other effective date approved by the FERC for the termination. In March 2014 the City Council submitted comments to the FERC regarding the notices of termination. The City Council requested the FERC either to condition its acceptance of the notices on compliance with the prior 96-month notice termination period, or in the alternative, to consolidate the notice filings with the proceeding related to the Utility operating companies’ proposal to shorten the System Agreement’s termination notice period from 96 months to 60 months, and to set all of the proceedings for hearing. Also in March 2014, Entergy Louisiana and Entergy Gulf States Louisiana filed a response to the City Council’s comments requesting that the FERC accept the notices without hearing and with an effective date subject to and consistent with the notice period established by the FERC in the proceeding related to the Utility operating companies’ proposal to shorten the System Agreement’s termination notice period. Entergy Louisiana, Entergy Gulf States Louisiana, Entergy New Orleans, and Entergy Texas continue to explore with the LPSC staff, City Council advisors, and the PUCT staff the early termination of the System Agreement on a consensual basis.

Market and Credit Risk Sensitive Instruments

Commodity Price Risk

Power Generation

As a wholesale generator, Entergy Wholesale Commodities’ core business is selling energy, measured in MWh, to its customers.  Entergy Wholesale Commodities enters into forward contracts with its customers and also sells energy in the day ahead or spot markets.  In addition to selling the energy produced by its plants, Entergy Wholesale Commodities sells unforced capacity, which allows load-serving entities to meet specified reserve and related requirements placed on them by the ISOs in their respective areas.  Entergy Wholesale Commodities’ forward physical power contracts consist of contracts to sell energy only, contracts to sell capacity only, and bundled contracts in which it sells both capacity and energy.  While the terminology and payment mechanics vary in these contracts, each of these types of contracts requires Entergy Wholesale Commodities to deliver MWh of energy, make capacity available, or both.  In addition to its forward physical power contracts, Entergy Wholesale Commodities also uses a combination of financial contracts, including swaps, collars, and options, to manage forward commodity price risk.  Certain hedge volumes have price downside and upside relative to market price movement.  The contracted minimum, expected value, and sensitivities are provided in the table below to show potential variations.  The sensitivities may not reflect the total maximum upside potential from higher market prices.  The information contained in the following table represents projections at a point in time and will vary over time based on numerous factors, such as future market prices, contracting activities, and generation.  Following is a summary of Entergy Wholesale Commodities’ current forward capacity and generation contracts as well as total revenue projections based on market prices as of June 30, 2014 (2014 represents the remainder of the year):


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Management's Financial Discussion and Analysis

Entergy Wholesale Commodities Nuclear Portfolio
 
 
2014
 
2015
 
2016
 
2017
 
2018
Energy
 
 
 
 
 
 
 
 
 
 
Percent of planned generation under contract (a):
 
 
 
 
 
 
 
 
 
 
Unit-contingent (b)
 
24%
 
28%
 
16%
 
14%
 
14%
Unit-contingent with availability guarantees (c)
 
18%
 
15%
 
14%
 
15%
 
3%
Firm LD (d)
 
60%
 
39%
 
10%
 
—%
 
—%
Offsetting positions (e)
 
(25%)
 
—%
 
—%
 
—%
 
—%
Total
 
77%
 
82%
 
40%
 
29%
 
17%
Planned generation (TWh) (f) (g)
 
20
 
35
 
36
 
35
 
35
Average revenue per MWh on contracted volumes:
 
 
 
 
 
 
 
 
 
 
Minimum
 
$44
 
$45
 
$47
 
$51
 
$56
Expected based on market prices as of June 30, 2014
 
$49
 
$51
 
$51
 
$53
 
$56
Sensitivity: -/+ $10 per MWh market price change
 
$47-$52
 
$48-$53
 
$49-$52
 
$53-$54
 
$56
 
 
 
 
 
 
 
 
 
 
 
Capacity
 
 
 
 
 
 
 
 
 
 
Percent of capacity sold forward (h):
 
 
 
 
 
 
 
 
 
 
Bundled capacity and energy contracts (i)
 
15%
 
18%
 
18%
 
18%
 
18%
Capacity contracts (j)
 
40%
 
15%
 
15%
 
16%
 
7%
Total
 
55%
 
33%
 
33%
 
34%
 
25%
Planned net MW in operation (g)
 
5,011
 
4,406
 
4,406
 
4,406
 
4,406
Average revenue under contract per kW per month
(applies to capacity contracts only)
 
$6.0
 
$3.2
 
$3.4
 
$5.6
 
$7.0
 
 
 
 
 
 
 
 
 
 
 
Total Nuclear Energy and Capacity Revenues
 
 
 
 
 
 
 
 
 
 
Expected sold and market total revenue per MWh
 
$57
 
$56
 
$54
 
$54
 
$56
Sensitivity: -/+ $10 per MWh market price change
 
$55-$63
 
$52-$60
 
$47-$60
 
$47-$62
 
$47-$64

Entergy Wholesale Commodities Non-Nuclear Portfolio
 
 
2014
 
2015
 
2016
 
2017
 
2018
Energy
 
 
 
 
 
 
 
 
 
 
Percent of planned generation under contract (a):
 
 
 
 
 
 
 
 
 
 
Cost-based contracts (k)
 
47%
 
36%
 
34%
 
33%
 
33%
Firm LD (d)
 
9%
 
7%
 
7%
 
6%
 
7%
Total
 
56%
 
43%
 
41%
 
39%
 
40%
Planned generation (TWh) (f) (l)
 
4
 
6
 
6
 
6
 
6
 
 
 
 
 
 
 
 
 
 
 
Capacity
 
 
 
 
 
 
 
 
 
 
Percent of capacity sold forward (h):
 
 
 
 
 
 
 
 
 
 
Cost-based contracts (k)
 
30%
 
24%
 
24%
 
26%
 
26%
Bundled capacity and energy contracts (i)
 
9%
 
8%
 
8%
 
8%
 
8%
Capacity contracts (j)
 
44%
 
53%
 
53%
 
56%
 
24%
Total
 
83%
 
85%
 
85%
 
90%
 
58%
Planned net MW in operation (l)
 
1,052
 
1,052
 
1,052
 
977
 
977


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Management's Financial Discussion and Analysis

(a)
Percent of planned generation output sold or purchased forward under contracts, forward physical contracts, forward financial contracts, or options that mitigate price uncertainty that may require regulatory approval or approval of transmission rights. Positions that are no longer classified as hedges are netted in the planned generation under contract.
(b)
Transaction under which power is supplied from a specific generation asset; if the asset is not operating, seller is generally not liable to buyer for any damages.
(c)
A sale of power on a unit-contingent basis coupled with a guarantee of availability provides for the payment to the power purchaser of contract damages, if incurred, in the event the seller fails to deliver power as a result of the failure of the specified generation unit to generate power at or above a specified availability threshold.  All of Entergy’s outstanding guarantees of availability provide for dollar limits on Entergy’s maximum liability under such guarantees.
(d)
Transaction that requires receipt or delivery of energy at a specified delivery point (usually at a market hub not associated with a specific asset) or settles financially on notional quantities; if a party fails to deliver or receive energy, defaulting party must compensate the other party as specified in the contract, a portion of which may be capped through the use of risk management products.
(e)
Transactions for the purchase of energy, generally to offset a Firm LD transaction.
(f)
Amount of output expected to be generated by Entergy Wholesale Commodities resources considering plant operating characteristics, outage schedules, and expected market conditions that affect dispatch.
(g)
Assumes NRC license renewals for plants whose current licenses expire within five years.  Assumes shutdown of Vermont Yankee in the fourth quarter 2014 and uninterrupted normal operation at remaining plants.  NRC license renewal applications are in process for two units, as follows (with current license expirations in parentheses): Indian Point 2 (September 2013 and now operating under its period of extended operations) and Indian Point 3 (December 2015).  For a discussion regarding the shutdown of the Vermont Yankee plant, see “Impairment of Long-Lived Assets” in Note 11 to the financial statements herein.  For a discussion regarding the license renewals for Indian Point 2 and Indian Point 3, see “Entergy Wholesale Commodities Authorizations to Operate Its Nuclear Power Plants” above and in the Form10-K.
(h)
Percent of planned qualified capacity sold to mitigate price uncertainty under physical or financial transactions.
(i)
A contract for the sale of installed capacity and related energy, priced per megawatt-hour sold.
(j)
A contract for the sale of an installed capacity product in a regional market.
(k)
Contracts priced in accordance with cost-based rates, a ratemaking concept used for the design and development of rate schedules to ensure that the filed rate schedules recover only the cost of providing the service; these contracts are on owned non-utility resources located within Entergy’s Utility service area and were executed prior to receiving market-based rate authority under MISO.  The percentage sold assumes completion of the necessary transmission upgrades required for the approved transmission rights.
(l)
Non-nuclear planned generation and net MW in operation include purchases from affiliated and non-affiliated counterparties under long-term contracts and exclude energy and capacity from Entergy Wholesale Commodities’ wind investment. The decrease in planned net MW in operation beginning in 2017 is due to the expiration of a non-affiliated 75 MW contact.

Entergy estimates that a positive $10 per MWh change in the annual average energy price in the markets in which the Entergy Wholesale Commodities nuclear business sells power, based on June 30, 2014 market conditions, planned generation volumes, and hedged positions, would have a corresponding effect on pre-tax net income of $126 million for the remainder of 2014. A negative $10 per MWh change in the annual average energy price in the markets based on June 30, 2014 market conditions, planned generation volumes, and hedged positions, would have a corresponding effect on pre-tax net income of ($55) million for the remainder of 2014.

Some of the agreements to sell the power produced by Entergy Wholesale Commodities’s power plants contain provisions that require an Entergy subsidiary to provide collateral to secure its obligations under the agreements.  The Entergy subsidiary is required to provide collateral based upon the difference between the current market and contracted power prices in the regions where Entergy Wholesale Commodities sells power.  The primary form of collateral to satisfy these requirements is an Entergy Corporation guaranty.  Cash and letters of credit are also acceptable forms of collateral.  At June 30, 2014, based on power prices at that time, Entergy had liquidity exposure of $242 million under

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Management's Financial Discussion and Analysis

the guarantees in place supporting Entergy Wholesale Commodities transactions and $28 million of posted cash collateral.  As of June 30, 2014, the liquidity exposure associated with Entergy Wholesale Commodities assurance requirements, including return of previously posted collateral from counterparties, would increase by $195 million for a $1 per MMBtu increase in gas prices in both the short-and long-term markets.  In the event of a decrease in Entergy Corporation’s credit rating to below investment grade, based on power prices as of June 30, 2014, Entergy would have been required to provide approximately $141 million of additional cash or letters of credit under some of the agreements.

As of June 30, 2014, substantially all of the counterparties or their guarantors for 100% of the planned energy output under contract for Entergy Wholesale Commodities nuclear plants through 2018 have public investment grade credit ratings.

Nuclear Matters

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy’s accounting for nuclear decommissioning costs, unbilled revenue, impairment of long-lived assets and trust fund investments, qualified pension and other postretirement benefits, and other contingencies.  Following are updates to that discussion.

Nuclear Decommissioning Costs

In the first quarter 2014, Entergy Arkansas recorded a revision to its estimated decommissioning cost liabilities for ANO 1 and ANO 2 as a result of a revised decommissioning cost study.  The revised estimates resulted in a $43.6 million increase in the decommissioning cost liabilities, along with a corresponding increase in the related asset retirement cost assets that will be depreciated over the remaining lives of the units.

See “Impairment of Long-Lived Assets” in Note 1 to the financial statements in the Form 10-K and Note 11 to the financial statements herein for a discussion of the planned shutdown of Vermont Yankee and the December 2013 settlement agreement involving Entergy and Vermont parties.  In the settlement agreement, Entergy Vermont Yankee agreed to complete and shall provide to the Vermont parties by December 31, 2014, a site assessment study of the costs and tasks of radiological decommissioning, spent nuclear fuel management, and site restoration of Vermont Yankee.  Entergy Vermont Yankee also agreed that it shall file its Post-Shutdown Decommissioning Activities Report (PSDAR) for Vermont Yankee with the NRC no sooner than sixty days after completing the site assessment study.  It is possible that development of the site assessment study and PSDAR will lead to a revision of Vermont Yankee’s decommissioning cost liability estimate.

New Accounting Pronouncements

The accounting standard-setting process, including projects between the FASB and the International Accounting Standards Board (IASB) to converge U.S. GAAP and International Financial Reporting Standards, is ongoing and the FASB and the IASB are each currently working on several projects that have not yet resulted in final pronouncements.  Final pronouncements that result from these projects could have a material effect on Entergy’s future net income, financial position, or cash flows.

In April 2014 the FASB issued ASU No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” which changes the requirements for reporting discontinued operations. The ASU states that a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued

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Management's Financial Discussion and Analysis

operations if the disposal represents a strategic shift that has or will have a major effect on an entity’s operations and financial results when the component of an entity or group of components of an entity meets the criteria to be classified as held for sale, is disposed of by sale, or is disposed of other than by sale. The amendments in this ASU also require additional disclosures about discontinued operations. ASU 2014-08 is effective for Entergy for the first quarter 2015. Entergy does not currently expect ASU 2014-08 to affect materially its results of operations, financial position, or cash flows.

In May 2014 the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” The ASU’s core principle is that “an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” The ASU details a five-step model that should be followed to achieve the core principle. ASU 2014-09 is effective for Entergy for the first quarter 2017. Entergy does not expect ASU 2014-09 to affect materially its results of operations, financial position, or cash flows.















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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
2014
 
2013
 
2014
 
2013
 
(In Thousands, Except Share Data)
OPERATING REVENUES
 
 
 
 
 
 
 
Electric

$2,373,842

 

$2,177,210

 

$4,600,306

 
$4,126,490
Natural gas
35,469

 
33,881

 
113,689

 
87,202

Competitive businesses
587,339

 
527,117

 
1,491,498

 
1,133,390

TOTAL
2,996,650

 
2,738,208

 
6,205,493

 
5,347,082

 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
Operating and Maintenance:
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
604,081

 
489,608

 
1,147,910

 
999,940

Purchased power
517,898

 
485,744

 
1,092,525

 
858,873

Nuclear refueling outage expenses
66,497

 
66,464

 
126,041

 
127,183

Other operation and maintenance
816,609

 
844,195

 
1,554,590

 
1,598,453

Decommissioning
67,250

 
59,389

 
133,049

 
118,494

Taxes other than income taxes
152,736

 
144,888

 
307,204

 
295,983

Depreciation and amortization
331,742

 
297,516

 
660,465

 
598,392

Other regulatory charges (credits)
(14,640
)
 
3,892

 
(10,645
)
 
9,207

TOTAL
2,542,173

 
2,391,696

 
5,011,139

 
4,606,525

 
 
 
 
 
 
 
 
OPERATING INCOME
454,477

 
346,512

 
1,194,354

 
740,557

 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
Allowance for equity funds used during construction
14,788

 
16,249

 
29,917

 
29,000

Interest and investment income
24,245

 
40,541

 
59,493

 
78,847

Miscellaneous - net
(14,675
)
 
(13,157
)
 
(26,379
)
 
(26,779
)
TOTAL
24,358

 
43,633

 
63,031

 
81,068

 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
Interest expense
164,327

 
155,768

 
326,877

 
308,918

Allowance for borrowed funds used during construction
(8,516
)
 
(6,791
)
 
(15,535
)
 
(11,979
)
TOTAL
155,811

 
148,977

 
311,342

 
296,939

 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
323,024

 
241,168

 
946,043

 
524,686

 
 
 
 
 
 
 
 
Income taxes
128,743

 
73,113

 
345,709

 
189,648

 
 
 
 
 
 
 
 
CONSOLIDATED NET INCOME
194,281

 
168,055

 
600,334

 
335,038

 
 
 
 
 
 
 
 
Preferred dividend requirements of subsidiaries
4,898

 
4,332

 
9,777

 
9,915

 
 
 
 
 
 
 
 
NET INCOME ATTRIBUTABLE TO ENTERGY CORPORATION

$189,383

 

$163,723

 

$590,557

 

$325,123

 
 
 
 
 
 
 
 
Earnings per average common share:
 
 
 
 
 
 
 
Basic

$1.06

 

$0.92

 

$3.30

 

$1.83

Diluted

$1.05

 

$0.92

 

$3.29

 

$1.82

Dividends declared per common share

$0.83

 

$0.83

 

$1.66

 

$1.66

 
 
 
 
 
 
 
 
Basic average number of common shares outstanding
179,354,103

 
178,196,525

 
179,077,503

 
178,112,709

Diluted average number of common shares outstanding
180,045,432

 
178,614,383

 
179,547,020

 
178,534,201

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 

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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
2014
 
2013
 
2014
 
2013
 
(In Thousands)
 
 
 
 
 
 
 
 
Net Income

$194,281

 

$168,055

 

$600,334

 

$335,038


 
 
 
 
 
 
 
Other comprehensive income (loss)
 
 
 
 
 
 
 
Cash flow hedges net unrealized gain (loss)
 
 
 
 
 
 
 
(net of tax expense (benefit) of ($3,772), $14,531, $3,453, and ($26,604))
(6,744
)
 
27,590

 
7,010

 
(48,385
)
Pension and other postretirement liabilities
 
 
 
 
 
 
 
(net of tax expense of $1,822, $5,885, $19,583, and $11,754)
3,459

 
9,779

 
(9,237
)
 
19,574

Net unrealized investment gains (losses)
 
 
 
 
 
 
 
(net of tax expense (benefit) of $29,580, ($9,325), $35,328, and $44,986)
39,235

 
(8,033
)
 
62,224

 
48,344

Foreign currency translation
 
 
 
 
 
 
 
(net of tax expense (benefit) of $172, $11, $213, and ($405))
320

 
19

 
395

 
(753
)
Other comprehensive income
36,270

 
29,355

 
60,392

 
18,780


 
 
 
 
 
 
 
Comprehensive Income
230,551

 
197,410

 
660,726

 
353,818

Preferred dividend requirements of subsidiaries
4,898

 
4,332

 
9,777

 
9,915

Comprehensive Income Attributable to Entergy Corporation

$225,653

 

$193,078

 

$650,949

 

$343,903

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 



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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Consolidated net income
 

$600,334

 

$335,038

Adjustments to reconcile consolidated net income to net cash flow provided by operating activities:
Depreciation, amortization, and decommissioning, including nuclear fuel amortization
 
1,041,970

 
948,950

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
357,571

 
162,189

Changes in working capital:
 
 
 
 
Receivables
 
(47,120
)
 
(218,279
)
Fuel inventory
 
32,125

 
6,190

Accounts payable
 
46,697

 
151,993

Prepaid taxes and taxes accrued
 
(39,317
)
 
(58,176
)
Interest accrued
 
1,508

 
(3,172
)
Deferred fuel costs
 
(237,726
)
 
(101,421
)
Other working capital accounts
 
(115,605
)
 
(133,575
)
Changes in provisions for estimated losses
 
4,314

 
(250,343
)
Changes in other regulatory assets
 
26,070

 
216,659

Changes in other regulatory liabilities
 
89,860

 
98,807

Changes in pensions and other postretirement liabilities
 
(128,922
)
 
24,955

Other
 
(103,196
)
 
(63,910
)
Net cash flow provided by operating activities
 
1,528,563

 
1,115,905

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction/capital expenditures
 
(959,618
)
 
(1,244,859
)
Allowance for equity funds used during construction
 
31,577

 
30,977

Nuclear fuel purchases
 
(236,296
)
 
(209,509
)
Proceeds from sale of assets
 
10,100

 

Insurance proceeds received for property damages
 
28,226

 

Changes in securitization account
 
6,987

 
9,118

NYPA value sharing payment
 
(72,000
)
 
(71,736
)
Payments to storm reserve escrow account
 
(3,624
)
 
(3,855
)
Receipts from storm reserve escrow account
 

 
260,230

Increase in other investments
 
(140,772
)
 
(28,895
)
Litigation proceeds for reimbursement of spent nuclear fuel storage costs
 

 
10,763

Proceeds from nuclear decommissioning trust fund sales
 
981,530

 
779,706

Investment in nuclear decommissioning trust funds
 
(1,036,770
)
 
(837,114
)
Net cash flow used in investing activities
 
(1,390,660
)
 
(1,305,174
)
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of:
 
 
 
 
Long-term debt
 
1,232,161

 
1,973,866

Treasury stock
 
81,358

 
16,634

Retirement of long-term debt
 
(1,224,733
)
 
(2,010,111
)
Repurchase of common stock
 
(18,259
)
 

Changes in credit borrowings and commercial paper - net
 
(7,538
)
 
294,123

Other
 
17,030

 

Dividends paid:
 
 
 
 
Common stock
 
(297,228
)
 
(297,054
)
Preferred stock
 
(9,752
)
 
(10,137
)
Net cash flow used in financing activities
 
(226,961
)
 
(32,679
)

 
 
 
 
Effect of exchange rates on cash and cash equivalents
 

 
751


 
 
 
 
Net decrease in cash and cash equivalents
 
(89,058
)
 
(221,197
)

 
 
 
 
Cash and cash equivalents at beginning of period
 
739,126

 
532,569


 
 
 
 
Cash and cash equivalents at end of period
 

$650,068

 

$311,372

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$312,747

 

$302,179

Income taxes
 

$19,505

 

$88,665

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$148,639

 

$129,979

Temporary cash investments
 
501,429

 
609,147

Total cash and cash equivalents
 
650,068

 
739,126

Accounts receivable:
 
 
 
 
Customer
 
703,524

 
670,641

Allowance for doubtful accounts
 
(33,719
)
 
(34,311
)
Other
 
191,147

 
195,028

Accrued unbilled revenues
 
371,997

 
340,828

Total accounts receivable
 
1,232,949

 
1,172,186

Deferred fuel costs
 
311,018

 
116,379

Accumulated deferred income taxes
 
33,241

 
175,073

Fuel inventory - at average cost
 
176,833

 
208,958

Materials and supplies - at average cost
 
932,982

 
915,006

Deferred nuclear refueling outage costs
 
307,287

 
192,474

Prepayments and other
 
600,755

 
410,489

TOTAL
 
4,245,133

 
3,929,691

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Investment in affiliates - at equity
 
38,333

 
40,350

Decommissioning trust funds
 
5,164,746

 
4,903,144

Non-utility property - at cost (less accumulated depreciation)
 
198,727

 
199,375

Other
 
138,063

 
210,616

TOTAL
 
5,539,869

 
5,353,485

 
 
 
 
 
PROPERTY, PLANT AND EQUIPMENT
 
 
 
 
Electric
 
43,569,861

 
42,935,712

Property under capital lease
 
940,688

 
941,299

Natural gas
 
370,658

 
366,365

Construction work in progress
 
1,668,324

 
1,514,857

Nuclear fuel
 
1,532,498

 
1,566,904

TOTAL PROPERTY, PLANT AND EQUIPMENT
 
48,082,029

 
47,325,137

Less - accumulated depreciation and amortization
 
19,972,785

 
19,443,493

PROPERTY, PLANT AND EQUIPMENT - NET
 
28,109,244

 
27,881,644

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
846,935

 
849,718

Other regulatory assets (includes securitization property of $775,911 as of June 30, 2014 and $822,218 as of December 31, 2013)
 
3,870,076

 
3,893,363

Deferred fuel costs
 
172,202

 
172,202

Goodwill
 
377,172

 
377,172

Accumulated deferred income taxes
 
42,532

 
62,011

Other
 
947,584

 
887,160

TOTAL
 
6,256,501

 
6,241,626

 
 
 
 
 
TOTAL ASSETS
 

$44,150,747

 

$43,406,446

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Currently maturing long-term debt
 

$682,666

 

$457,095

Notes payable and commercial paper
 
1,039,349

 
1,046,887

Accounts payable
 
1,159,726

 
1,173,313

Customer deposits
 
401,055

 
370,997

Taxes accrued
 
151,776

 
191,093

Accumulated deferred income taxes
 
36,098

 
28,307

Interest accrued
 
182,505

 
180,997

Deferred fuel costs
 
14,545

 
57,631

Obligations under capital leases
 
2,413

 
2,323

Pension and other postretirement liabilities
 
51,844

 
67,419

Other
 
406,092

 
484,510

TOTAL
 
4,128,069

 
4,060,572

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
8,986,343

 
8,724,635

Accumulated deferred investment tax credits
 
258,419

 
263,765

Obligations under capital leases
 
30,988

 
32,218

Other regulatory liabilities
 
1,385,816

 
1,295,955

Decommissioning and asset retirement cost liabilities
 
4,108,256

 
3,933,416

Accumulated provisions
 
120,015

 
115,139

Pension and other postretirement liabilities
 
2,207,357

 
2,320,704

Long-term debt (includes securitization bonds of $831,928 as of June 30, 2014 and $883,013 as of December 31, 2013)
 
11,936,105

 
12,139,149

Other
 
622,151

 
583,667

TOTAL
 
29,655,450

 
29,408,648

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
Subsidiaries' preferred stock without sinking fund
 
210,760

 
210,760

 
 
 
 
 
EQUITY
 
 
 
 
Common Shareholders' Equity:
 
 
 
 
Common stock, $.01 par value, authorized 500,000,000 shares; issued 254,752,788 shares in 2014 and in 2013
 
2,548

 
2,548

Paid-in capital
 
5,358,395

 
5,368,131

Retained earnings
 
10,118,382

 
9,825,053

Accumulated other comprehensive income (loss)
 
31,068

 
(29,324
)
Less - treasury stock, at cost (75,198,614 shares in 2014 and 76,381,936 shares in 2013)
 
5,447,925

 
5,533,942

Total common shareholders' equity
 
10,062,468

 
9,632,466

Subsidiaries' preferred stock without sinking fund
 
94,000

 
94,000

TOTAL
 
10,156,468

 
9,726,466

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$44,150,747

 

$43,406,446

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 



Common Shareholders’ Equity


 
Subsidiaries’ Preferred Stock
 
Common
Stock
 
Treasury
Stock
 
Paid-in
Capital
 
Retained Earnings
 
Accumulated Other Comprehensive Income (Loss)
 
Total
 
(In Thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2012

$94,000

 

$2,548

 

($5,574,819
)
 

$5,357,852

 

$9,704,591

 

($293,083
)
 

$9,291,089

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated net income (a)
9,915

 

 

 

 
325,123

 

 
335,038

Other comprehensive income

 

 

 

 

 
18,780

 
18,780

Common stock issuances related to stock plans

 

 
31,348

 
(2,099
)
 

 

 
29,249

Common stock dividends declared

 

 

 

 
(295,724
)
 

 
(295,724
)
Preferred dividend requirements of subsidiaries (a)
(9,915
)
 

 

 

 

 

 
(9,915
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at June 30, 2013

$94,000

 

$2,548

 

($5,543,471
)
 

$5,355,753

 

$9,733,990

 

($274,303
)
 

$9,368,517

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$94,000

 

$2,548

 

($5,533,942
)
 

$5,368,131

 

$9,825,053

 

($29,324
)
 

$9,726,466

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated net income (a)
9,777

 

 

 

 
590,557

 

 
600,334

Other comprehensive income

 

 

 

 

 
60,392

 
60,392

Common stock repurchases

 

 
(18,259
)
 

 

 

 
(18,259
)
Common stock issuances related to stock plans

 

 
104,276

 
(9,736
)
 

 

 
94,540

Common stock dividends declared

 

 

 

 
(297,228
)
 

 
(297,228
)
Preferred dividend requirements of subsidiaries (a)
(9,777
)
 

 

 

 

 

 
(9,777
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at June 30, 2014

$94,000

 

$2,548

 

($5,447,925
)
 

$5,358,395

 

$10,118,382

 

$31,068

 

$10,156,468

 
 
 
 
 
 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
(a) Consolidated net income and preferred dividend requirements of subsidiaries for 2014 and 2013 include $6.4 million and $6.6 million, respectively, of preferred dividends on subsidiaries’ preferred stock without sinking fund that is not presented within equity.


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ENTERGY CORPORATION AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%

 
(Dollars in Millions)
 
 
Utility Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$765

 

$729

 

$36

 
5

Commercial
 
627

 
574

 
53

 
9

Industrial
 
708

 
598

 
110

 
18

Governmental
 
57

 
53

 
4

 
8

Total retail
 
2,157

 
1,954

 
203

 
10

Sales for resale
 
53

 
47

 
6

 
13

Other
 
164

 
176

 
(12
)
 
(7
)
Total
 

$2,374

 

$2,177

 

$197

 
9


 
 
 
 
 
 
 
 
Utility Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
7,266

 
7,377

 
(111
)
 
(2
)
Commercial
 
6,762

 
6,684

 
78

 
1

Industrial
 
10,902

 
10,357

 
545

 
5

Governmental
 
587

 
583

 
4

 
1

Total retail
 
25,517

 
25,001

 
516

 
2

Sales for resale
 
2,048

 
590

 
1,458

 
247

Total
 
27,565

 
25,591

 
1,974

 
8


 
 
 
 
 
 
 
 
Entergy Wholesale Commodities:
 
 
 
 
 
 
 
 
Operating Revenues
 

$578

 

$534

 

$44

 
8

Billed Electric Energy Sales (GWh)
 
11,533

 
11,172

 
361

 
3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%

 
(Dollars in Millions)
 
 
Utility Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$1,669

 

$1,480

 

$189

 
13

Commercial
 
1,204

 
1,097

 
107

 
10

Industrial
 
1,263

 
1,142

 
121

 
11

Governmental
 
110

 
105

 
5

 
5

Total retail
 
4,246

 
3,824

 
422

 
11

Sales for resale
 
172

 
99

 
73

 
74

Other
 
182

 
203

 
(21
)
 
(10
)
Total
 

$4,600

 

$4,126

 

$474

 
11


 
 
 
 
 
 
 
 
Utility Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
17,293

 
15,721

 
1,572

 
10

Commercial
 
13,563

 
13,105

 
458

 
3

Industrial
 
21,015

 
20,225

 
790

 
4

Governmental
 
1,170

 
1,167

 
3

 

Total retail
 
53,041

 
50,218

 
2,823

 
6

Sales for resale
 
4,282

 
1,219

 
3,063

 
251

Total
 
57,323

 
51,437

 
5,886

 
11


 
 
 
 
 
 
 
 
Entergy Wholesale Commodities:
 
 
 
 
 
 
 
 
Operating Revenues
 

$1,490

 

$1,147

 

$343

 
30

Billed Electric Energy Sales (GWh)
 
21,547

 
21,559

 
(12
)
 



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ENTERGY CORPORATION AND SUBSIDIARIES

NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1.  COMMITMENTS AND CONTINGENCIES  (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Entergy and the Registrant Subsidiaries are involved in a number of legal, regulatory, and tax proceedings before various courts, regulatory commissions, and governmental agencies in the ordinary course of business.  While management is unable to predict the outcome of such proceedings, management does not believe that the ultimate resolution of these matters will have a material adverse effect on Entergy’s results of operations, cash flows, or financial condition, except as otherwise discussed in the Form 10-K or in this report.  Entergy discusses regulatory proceedings in Note 2 to the financial statements in the Form 10-K and herein and discusses tax proceedings in Note 3 to the financial statements in the Form 10-K and Note 10 to the financial statements herein.

ANO Damage and Outage

See Note 8 to the financial statements in the Form 10-K for a discussion of the ANO stator incident. The total cost of assessment, restoration of off-site power, site restoration, debris removal, and replacement of damaged property and equipment was approximately $95 million as of June 30, 2014.  In addition, Entergy Arkansas incurred replacement power costs for ANO 2 power during its outage and incurred incremental replacement power costs for ANO 1 power because the outage extended beyond the originally-planned duration of the refueling outage. In February 2014 the APSC approved Entergy Arkansas’s request to exclude from the calculation of its revised energy cost rate $65.9 million of deferred fuel and purchased energy costs incurred in 2013 as a result of the ANO stator incident. The APSC authorized Entergy Arkansas to retain the $65.9 million in its deferred fuel balance with recovery to be reviewed in a later period after more information regarding various claims associated with the ANO stator incident is available.

Entergy Arkansas is assessing its options for recovering damages that resulted from the stator drop, including its insurance coverage and legal action.  Entergy is a member of Nuclear Electric Insurance Limited (NEIL), a mutual insurance company that provides property damage coverage to the members’ nuclear generating plants, including ANO.  NEIL has notified Entergy that it believes that a $50 million course of construction sublimit applies to any loss associated with the lifting apparatus failure and stator drop at ANO.  Entergy has responded that it disagrees with NEIL’s position and is evaluating its options for enforcing its rights under the policy.  On July 12, 2013, Entergy Arkansas filed a complaint in the Circuit Court in Pope County, Arkansas against the owner of the heavy-lifting apparatus that collapsed, an engineering firm, a contractor, and certain individuals asserting claims of breach of contract, negligence, and gross negligence in connection with their responsibility for the stator drop. During 2014, Entergy Arkansas collected $33 million from NEIL and is pursuing additional recoveries due under the policy.

Shortly after the stator incident, the NRC deployed an augmented inspection team to review the plant's response. In July 2013 a second team of NRC inspectors visited ANO to evaluate certain items that were identified as requiring follow-up inspection to determine whether performance deficiencies existed.   In March 2014 the NRC issued an inspection report on the follow-up inspection that discussed two preliminary findings, one that was preliminarily determined to be “red with high safety significance” for Unit 1 and one that was preliminarily determined to be “yellow with substantial safety significance” for Unit 2, with the NRC indicating further that these preliminary findings may warrant additional regulatory oversight.  This report also noted that one additional item related to flood barrier effectiveness was still under review.

In May 2014 the NRC met with Entergy during a regulatory conference to discuss the preliminary red and yellow findings and Entergy's response to the findings.  During the regulatory conference, Entergy presented information on the facts and assumptions the NRC used to assess the potential findings. The NRC used the information provided by Entergy at the regulatory conference to finalize its decision regarding the inspection team’s findings. In a letter dated June 23, 2014, the NRC classified both findings as “yellow with substantial safety significance.” In an

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Notes to Financial Statements

assessment follow-up letter for ANO dated July 29, 2014, the NRC stated that given the two yellow findings, it determined that the performance at ANO is in the “degraded cornerstone column,” or column 3, of the NRC’s reactor oversight process action matrix beginning the first quarter 2014. The NRC plans to conduct supplemental inspection activity to review the actions taken to address the yellow findings. Corrective actions in response to the NRC’s findings have been taken and remain ongoing at ANO. Entergy will continue to interact with the NRC to address the NRC’s findings.

Baxter Wilson Plant Event

On September 11, 2013, Entergy Mississippi’s Baxter Wilson (Unit 1) power plant experienced a significant unplanned outage event.  Entergy Mississippi completed the process of assessing the nature and extent of the damage to the unit and repairs are in progress. The current estimate of costs to return the unit to service is in the range of $45 million to $60 million.  This estimate may change as restorative activities occur.  The costs necessary to return the plant to service are expected to be incurred into late 2014.  Entergy Mississippi believes that the damage is covered by its property insurance policy, subject to a $20 million deductible. In December 2013, Entergy Mississippi made a filing with the MPSC requesting approval for Entergy Mississippi to defer and accumulate the costs incurred in connection with Baxter Wilson repair activities, net of applicable insurance proceeds, with such costs to be recoverable in a manner to be determined by the MPSC. In June 2014, Entergy Mississippi filed a rate case with the MPSC, which includes recovery of the costs associated with Baxter Wilson (Unit 1) repair activities, net of applicable insurance proceeds. The MPSC has not yet acted on this filing.

Nuclear Insurance

See Note 8 to the financial statements in the Form 10-K for information on nuclear liability and property insurance associated with Entergy’s nuclear power plants.

Conventional Property Insurance

See Note 8 to the financial statements in the Form 10-K for information on Entergy’s non-nuclear property insurance program.

Employment Litigation

See Note 8 to the financial statements in the Form 10-K for information on Entergy’s employment and labor-related proceedings.

Asbestos Litigation (Entergy Gulf States Louisiana, Entergy Louisiana, Entergy New Orleans, and Entergy Texas)

See Note 8 to the financial statements in the Form 10-K for information regarding asbestos litigation at Entergy Gulf States Louisiana, Entergy Louisiana, Entergy New Orleans, and Entergy Texas.


NOTE 2.  RATE AND REGULATORY MATTERS (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Regulatory Assets

See Note 2 to the financial statements in the Form 10-K for information regarding regulatory assets in the Utility business presented on the balance sheets of Entergy and the Registrant Subsidiaries.  The following is an update to that discussion.

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Notes to Financial Statements

Fuel and purchased power cost recovery

Entergy Arkansas

In May 2014, Entergy Arkansas filed its annual redetermination of the production cost allocation rider to recover the $3 million unrecovered retail balance as of December 31, 2013 and the $68 million System Agreement bandwidth remedy payment made in May 2014 as a result of the compliance filing pursuant to the FERC’s February 2014 orders related to the bandwidth payments/receipts for the June - December 2005 period. In June 2014 the APSC suspended the annual redetermination of the production cost allocation rider and scheduled a hearing in September 2014.

Entergy Mississippi

Entergy Mississippi had a deferred fuel balance of $60.4 million as of March 31, 2014. In May 2014, Entergy Mississippi filed for an interim adjustment under its energy cost recovery rider. The interim adjustment proposed a net energy cost factor designed to collect over a six-month period the under-recovered deferred fuel balance as of March 31, 2014 and also reflects a natural gas price of $4.50 per MMBtu. In May 2014, Entergy Mississippi and the Public Utilities Staff entered into a joint stipulation in which Entergy Mississippi agreed to a revised net energy cost factor that reflected the proposed interim adjustment with a reduction in costs recovered through the energy cost recovery rider associated with the suspension of the DOE nuclear waste storage fee. In June 2014 the MPSC approved the joint stipulation and allowed Entergy Mississippi’s interim adjustment. The revised net energy cost factor will remain in effect through the end of 2014.

Retail Rate Proceedings

See Note 2 to the financial statements in the Form 10-K for detailed information regarding retail rate proceedings involving the Utility operating companies.  The following are updates to that information.

Filings with the LPSC

Retail Rates - Electric

(Entergy Gulf States Louisiana)

See Note 2 to the financial statements in the Form 10-K for a discussion of the base rate case filed by Entergy Gulf States Louisiana in February 2013. Pursuant to the rate case settlement approved by the LPSC in December 2013, Entergy Gulf States Louisiana submitted a compliance filing in May 2014 reflecting the effects of the estimated MISO cost recovery mechanism revenue requirement and adjustment of the additional capacity mechanism requiring a net increase of approximately $3.8 million in formula rate plan revenue to be implemented over nine months commencing with the first billing cycle of December 2014. Before rates are implemented in December 2014, an updated compliance filing will be made in November 2014 to further refine the estimated MISO cost recovery mechanism revenue requirement component of the May 2014 compliance filing to then-available actual data.

(Entergy Louisiana)

See Note 2 to the financial statements in the Form 10-K for a discussion of the base rate case filed by Entergy Louisiana in February 2013. Pursuant to the rate case settlement approved by the LPSC in December 2013, Entergy Louisiana submitted a compliance filing in May 2014 reflecting the effects of the $10 million agreed-upon increase in formula rate plan revenue, the estimated MISO cost recovery mechanism revenue requirement, and the adjustment of the additional capacity mechanism requiring a net increase of approximately $39 million in formula rate plan revenue to be implemented over nine months commencing with the first billing cycle of December 2014. Before rates are implemented in December 2014, an updated compliance filing will be made in November 2014 to further refine the

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Entergy Corporation and Subsidiaries
Notes to Financial Statements

estimated MISO cost recovery mechanism revenue requirement component of the May 2014 compliance filing to then-available actual data.

As discussed in the Form 10-K, the LPSC is conducting a prudence review of the Waterford 3 replacement steam generator project with regard to the following aspects of the project: 1) project management; 2) cost controls; 3) success in achieving stated objectives; 4) the costs of the replacement project; and 5) the outage length and replacement power costs.  In July 2014 the LPSC Staff filed testimony recommending potential project and replacement power cost disallowances of up $71 million, citing a need for further explanation or documentation from Entergy Louisiana.  An intervenor filed testimony recommending disallowance of $141 million of incremental project costs, claiming the steam generator fabricator was imprudent.  Entergy Louisiana believes that the replacement steam generator costs were prudently incurred and applicable legal principles support their recovery in rates.  Entergy Louisiana will provide further documentation and explanation requested by the LPSC staff. Cross-answering testimony is due in August 2014 and rebuttal testimony is due in September 2014.  An evidentiary hearing is scheduled for December 2014.

Retail Rates - Gas (Entergy Gulf States Louisiana)

In January 2014, Entergy Gulf States Louisiana filed with the LPSC its gas rate stabilization plan for the test year ended September 30, 2013.  The filing showed an earned return on common equity of 5.47%, which results in a $1.5 million rate increase. In April 2014 the LPSC Staff issued a report indicating "that Entergy Gulf States Louisiana has properly determined its earnings for the test year ended September 30, 2013." The $1.5 million rate increase was implemented effective with the first billing cycle of April 2014.

Filings with the MPSC (Entergy Mississippi)
    
In June 2014, Entergy Mississippi filed its first general rate case before the MPSC in almost 12 years.  The rate filing lays out Entergy Mississippi’s plans for improving reliability, modernizing the grid, maintaining its workforce, stabilizing rates, utilizing new technologies, and attracting new industry to its service territory.  Entergy Mississippi requests a net increase in revenue of $49 million for bills rendered during calendar year 2015, including $30 million resulting from new depreciation rates to update the estimated service life of assets.  In addition, the filing proposes, among other things: 1) realigning cost recovery of the Attala and Hinds power plant acquisitions from the power management rider to base rates; 2) including certain MISO-related revenues and expenses in the power management rider; 3) power management rider changes that reflect the changes in costs and revenues that will accompany Entergy Mississippi’s withdrawal from participation in the System Agreement; and 4) a formula rate plan forward test year to allow for known changes in expenses and revenues for the rate effective period.  Entergy Mississippi proposes maintaining the current authorized return on common equity of 10.59%.  A hearing is scheduled for November 2014, and the procedural schedule calls for rates to be effective January 30, 2015.

Filings with the City Council (Entergy Louisiana)

In March 2013, Entergy Louisiana filed a rate case for the Algiers area, which is in New Orleans and is regulated by the City Council. Entergy Louisiana requested a rate increase of $13 million over three years, including a 10.4% return on common equity and a formula rate plan mechanism identical to its LPSC request made in February 2013. In January 2014 the City Council advisors filed direct testimony recommending a rate increase of $5.56 million over three years, including an 8.13% return on common equity. In June 2014 the City Council unanimously approved a settlement that includes the following:

a $9.3 million base rate revenue increase to be phased in on a levelized basis over four years;
recovery of an additional $853 thousand annually through a MISO recovery rider; and
the adoption of a four-year formula rate plan requiring the filing of annual evaluation reports in May of each year, commencing May 2015, with resulting rates being implemented in October of each year. The formula rate plan includes a midpoint target authorized return on common equity of 9.95% with a +/- 40 basis point bandwidth.

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Notes to Financial Statements

The rate increase was effective with bills rendered on and after the first billing cycle of July 2014.

Filings with the PUCT (Entergy Texas)

2013 Rate Case

In September 2013, Entergy Texas filed a rate case requesting a $38.6 million base rate increase reflecting a 10.4% return on common equity based on an adjusted test year ending March 31, 2013.  The rate case also proposed (1) a rough production cost equalization adjustment rider recovering Entergy Texas’s payment to Entergy New Orleans to achieve rough production cost equalization based on calendar year 2012 production costs and (2) a rate case expense rider recovering the cost of the 2013 rate case and certain costs associated with previous rate cases. The rate case filing also included a request to reconcile $0.9 billion of fuel and purchased power costs and fuel revenues covering the period July 2011 through March 2013.  The fuel reconciliation also reflects special circumstances fuel cost recovery of approximately $22 million of purchased power capacity costs. In January 2014 the PUCT staff filed direct testimony recommending a retail rate reduction of $0.3 million and a 9.2% return on common equity. In March 2014, Entergy Texas filed an Agreed Motion for Interim Rates. The motion explained that the parties to this proceeding have agreed that Entergy Texas should be allowed to implement new rates reflecting an $18.5 million base rate increase, effective for usage on and after April 1, 2014, as well as recovery of charges for rough production cost equalization and rate case expenses. In March 2014 the State Office of Administrative Hearings, the body assigned to hear the case, approved the motion. In April 2014, Entergy Texas filed a unanimous stipulation in this case. Among other things, the stipulation provides for an $18.5 million base rate increase, recovery over three years of the calendar year 2012 rough production cost equalization charges and rate case expenses, and states a 9.8% return on common equity. In addition, the stipulation finalizes the fuel and purchased power reconciliation covering the period July 2011 through March 2013, with the parties stipulating an immaterial fuel disallowance. No special circumstances recovery of purchased power capacity costs was allowed. In April 2014 the State Office of Administrative Hearings remanded the case back to the PUCT for final processing. In May 2014 the PUCT approved the stipulation. No motions for rehearing were filed during the statutory rehearing period.

Entergy Gulf States Louisiana and Entergy Louisiana Business Combination Study

In June 2014, Entergy Gulf States Louisiana and Entergy Louisiana filed a business combination study report with the LPSC. The report contains a preliminary analysis of the potential combination of Entergy Gulf States Louisiana and Entergy Louisiana into a single public utility. Though not a formal application, the report provides an overview of the combination and identifies its potential customer benefits. Although not part of the business combination, Entergy Louisiana provided notice to the City Council in June 2014 that it anticipates it will seek authorization to transfer to Entergy New Orleans the assets that currently support Entergy Louisiana’s customers in Algiers. Entergy Gulf States Louisiana and Entergy Louisiana will hold technical conferences and face-to-face meetings with LPSC staff, City Council advisors, and other stakeholders to discuss potential effects of the combination, solicit suggestions and concerns, and identify areas in which additional information might be needed. Entergy Gulf States Louisiana and Entergy Louisiana held a technical conference at the LPSC to discuss the business combination in July 2014 and scheduled a second technical conference to be held in August 2014.

System Agreement Cost Equalization Proceedings

See Note 2 to the financial statements in the Form 10-K for a discussion of the proceedings regarding the System Agreement, including the FERC’s October 2011 order and Entergy’s December 2011 compliance filing in response to that order.  In February 2014 the FERC issued a rehearing order addressing its October 2011 order. The FERC denied the LPSC’s request for rehearing on the issues of whether the bandwidth remedy should be made effective earlier than June 1, 2005, and whether refunds should be ordered for the 20-month refund effective period. The FERC granted the LPSC’s rehearing request on the issue of interest on the bandwidth payments/receipts for the June - December 2005 period, requiring that interest be accrued from June 1, 2006 until the date those bandwidth payments/receipts are made. In April 2014 the LPSC filed a petition for review of the FERC’s October 2011 and February 2014 orders with

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Notes to Financial Statements

the U.S. Court of Appeals for the D.C. Circuit. Also in February 2014 the FERC issued an order rejecting the December 2011 compliance filing that calculated the bandwidth payments/receipts for the June - December 2005 period. The FERC order requires a new compliance filing that calculates the bandwidth payments/receipts for the June - December 2005 period based on monthly data for the seven individual months and that includes interest pursuant to the February 2014 rehearing order. Entergy has sought rehearing of the February 2014 orders with respect to the FERC’s determinations regarding interest.

In May 2014, Entergy filed with the FERC an updated compliance filing that provides the payments and receipts among the Utility operating companies pursuant to the FERC’s February 2014 orders.  The filing shows the following net payments and receipts, including interest, among the Utility operating companies:

 
Payments
(Receipts)
 
(In Millions)
Entergy Arkansas
$68
 
Entergy Gulf States Louisiana
($10)
 
Entergy Louisiana
$—
 
Entergy Mississippi
($11)
 
Entergy New Orleans
$2
 
Entergy Texas
($49)
 

These payments were made in May 2014. The LPSC, City Council, and APSC have filed protests.

2008 Rate Filing Based on Calendar Year 2007 Production Costs

See Note 2 to the financial statements in the Form 10-K for a discussion of this proceeding. In August 2014 the Fifth Circuit issued its opinion dismissing the LPSC petition for review of the FERC’s order.

Comprehensive Bandwidth Recalculation for 2007, 2008, and 2009 Rate Filing Proceedings

See Note 2 to the financial statements in the Form 10-K for a discussion of this comprehensive bandwidth recalculation. In July 2014 the FERC issued four orders in connection with various Service Schedule MSS-3 rough production cost equalization formula compliance filings and rehearing requests. Specifically, the FERC accepted Entergy Services’ revised methodologies for calculating certain cost components of the formula and affirmed its prior ruling requiring interest on the true-up amounts. The FERC directed that a comprehensive recalculation of the formula be performed for the filing years 2007 and 2008 based on calendar years 2006 and 2007 production costs. The comprehensive recalculation is due to be filed with the FERC within 45 days of the orders, or on September 15, 2014 and the bandwidth payments associated with the recalculations are expected to be made in October 2014. Management is evaluating the effect of these orders on the 2009 rate filing proceeding.

2011 Rate Filing Based on Calendar Year 2010 Production Costs

See Note 2 to the financial statements in the Form 10-K for a discussion of this proceeding. In March 2014 the Fifth Circuit rejected the LPSC’s petition for a writ of mandamus.

2014 Rate Filing Based on Calendar Year 2013 Production Costs

In May 2014, Entergy filed with the FERC the 2014 rates in accordance with the FERC’s orders in the System Agreement proceeding. The filing shows the following payments and receipts among the Utility operating companies for 2014, based on calendar year 2013 production costs, commencing for service in June 2014, are necessary to achieve rough production cost equalization under the FERC’s orders:

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Notes to Financial Statements

 
Payments
(Receipts)
 
(In Millions)
Entergy Gulf States Louisiana
$—
 
Entergy Louisiana
$—
 
Entergy Mississippi
$—
 
Entergy New Orleans
($15)
 
Entergy Texas
$15
 

The LPSC protested the filing and the PUCT and City Council filed comments regarding the filing.

Storm Cost Recovery Filings with Retail Regulators

Entergy Gulf States Louisiana and Entergy Louisiana

As discussed in the Form 10-K, total restoration costs for the repair and replacement of electric facilities damaged by Hurricane Isaac were $73.8 million for Entergy Gulf States Louisiana and $247.7 million for Entergy Louisiana. In January 2013, Entergy Gulf States Louisiana and Entergy Louisiana drew $65 million and $187 million, respectively, from their funded storm reserve escrow accounts.  In April 2013, Entergy Gulf States Louisiana and Entergy Louisiana filed a joint application with the LPSC relating to Hurricane Isaac system restoration costs.  Following an evidentiary hearing and recommendations by the ALJ, the LPSC voted in June 2014 to approve a series of orders which (i) quantify the amount of Hurricane Isaac system restoration costs prudently incurred ($66.5 million for Entergy Gulf States Louisiana and $224.3 million for Entergy Louisiana); (ii) determine the level of storm reserves to be re-established ($90 million for Entergy Gulf States Louisiana and $200 million for Entergy Louisiana); (iii) authorize Entergy Gulf States Louisiana and Entergy Louisiana to utilize Louisiana Act 55 financing for Hurricane Isaac system restoration costs; and (iv) grant other requested relief associated with storm reserves and Act 55 financing of Hurricane Isaac system restoration costs. Approvals for the Act 55 financings were obtained from the Louisiana Utilities Restoration Corporation (LURC) and the Louisiana State Bond Commission.

In August 2014 the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $71 million in bonds under Act 55 of the Louisiana Legislature.  From the $69 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $3 million in a restricted escrow account as a storm damage reserve for Entergy Gulf States Louisiana and transferred $66 million directly to Entergy Gulf States Louisiana.  From the bond proceeds received by Entergy Gulf States Louisiana from the LURC, Entergy Gulf States Louisiana then immediately used the $66 million to acquire 662,426.80 Class C preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 7.5% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2014, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1.75 billion.

In August 2014 the LCDA issued another $243.85 million in bonds under Act 55 of the Louisiana Legislature.  From the $240 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $13 million in a restricted escrow account as a storm damage reserve for Entergy Louisiana and transferred $227 million directly to Entergy Louisiana.  From the bond proceeds received by Entergy Louisiana from the LURC, Entergy Louisiana then immediately used the $227 million to acquire 2,272,725.89 Class C preferred, non-voting, membership interest units of Entergy Holdings Company LLC that carry a 7.5% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2014, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under

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Notes to Financial Statements

the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1.75 billion.

Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana will not report the bonds on their balance sheets because the bonds are the obligation of the LCDA and there is no recourse against Entergy, Entergy Gulf States Louisiana, or Entergy Louisiana in the event of a bond default.  To service the bonds, Entergy Gulf States Louisiana and Entergy Louisiana will collect a system restoration charge on behalf of the LURC, and remit the collections to the bond indenture trustee.  Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana will not report the collections as revenue because they are merely acting as the billing and collection agents for the state.

Entergy New Orleans

As discussed in the Form 10-K, total restoration costs for the repair and replacement of Entergy New Orleans’s electric facilities damaged by Hurricane Isaac were $47.3 million. Entergy New Orleans withdrew $17.4 million from the storm reserve escrow account to partially offset these costs. In February 2014, Entergy New Orleans made a filing with the City Council seeking certification of the Hurricane Isaac costs. In July 2014 the City Council adopted a procedural schedule that provides for hearings on the merits in September 2015.


NOTE 3.  EQUITY  (Entergy Corporation, Entergy Gulf States Louisiana, and Entergy Louisiana)

Common Stock

Earnings per Share

The following table presents Entergy’s basic and diluted earnings per share calculations included on the consolidated income statements:
 
For the Three Months Ended June 30,
 
2014
 
2013
 
(In Millions, Except Per Share Data)
Basic earnings per share
Income
 
Shares
 
$/share
 
Income
 
Shares
 
$/share
Net income attributable to Entergy Corporation

$189.4

 
179.4

 

$1.06

 

$163.7

 
178.2

 

$0.92

Average dilutive effect of:
 
 
 
 
 
 
 
 
 
 
 
Stock options
 
 
0.2

 

 
 
 
0.1

 

Other equity plans
 
 
0.4

 
(0.01
)
 
 
 
0.3

 

Diluted earnings per share

$189.4

 
180.0

 

$1.05

 

$163.7

 
178.6

 

$0.92


The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect was approximately 5.2 million for the three months ended June 30, 2014 and approximately 8.9 million for the three months ended June 30, 2013.
 
For the Six Months Ended June 30,
 
2014
 
2013
 
(In Millions, Except Per Share Data)
Basic earnings per share
Income
 
Shares
 
$/share
 
Income
 
Shares
 
$/share
Net income attributable to Entergy Corporation

$590.6

 
179.1

 

$3.30

 

$325.1

 
178.1

 

$1.83

Average dilutive effect of:
 
 
 
 
 
 
 
 
 
 
 
Stock options
 
 
0.1

 

 
 
 
0.1

 

Other equity plans
 
 
0.3

 
(0.01
)
 
 
 
0.3

 
(0.01
)
Diluted earnings per share

$590.6

 
179.5

 

$3.29

 

$325.1

 
178.5

 

$1.82

The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect was approximately 7.4 million for the six months ended June 30, 2014 and approximately 8.9 million for the six months ended June 30, 2013.

Entergy’s stock options and other equity compensation plans are discussed in Note 5 to the financial statements herein and in Note 12 to the financial statements in the Form 10-K.

Treasury Stock

During the six months ended June 30, 2014, Entergy Corporation issued 1,431,512 shares of its previously repurchased common stock to satisfy stock option exercises, vesting of shares of restricted stock, and other stock-based awards.  During the six months ended June 30, 2014, Entergy Corporation repurchased 248,190 shares of its common stock for a total purchase price of $18.3 million.

Retained Earnings

On July 25, 2014, Entergy Corporation’s Board of Directors declared a common stock dividend of $0.83 per share, payable on September 2, 2014 to holders of record as of August 14, 2014.

Comprehensive Income

Accumulated other comprehensive income (loss) is included in the equity section of the balance sheets of Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana.  The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the three months ended June 30, 2014 by component:
 
Cash flow
hedges
net
unrealized
gain (loss)
 
Pension
and
other
postretirement
liabilities
 
Net
unrealized
investment
gain (loss)
 
Foreign
currency
translation
 
Total
Accumulated
Other
Comprehensive
Income (Loss)
 
(In Thousands)
Beginning balance, March 31, 2014

($68,023
)
 

($300,919
)
 

$360,245

 

$3,495

 

($5,202
)
Other comprehensive income (loss) before reclassifications
(7,245
)
 

 
40,807

 
320

 
33,882

Amounts reclassified from accumulated other comprehensive income (loss)
501

 
3,459

 
(1,572
)
 

 
2,388

Net other comprehensive income (loss) for the period
(6,744
)
 
3,459

 
39,235

 
320

 
36,270

Ending balance, June 30, 2014

($74,767
)
 

($297,460
)
 

$399,480

 

$3,815

 

$31,068



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Notes to Financial Statements

The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the three months ended June 30, 2013 by component:
 
Cash flow
hedges
net
unrealized
gain (loss)
 
Pension
and
other
postretirement
liabilities
 
Net
unrealized
investment
gain (loss)
 
Foreign
currency
translation
 
Total
Accumulated
Other
Comprehensive
Income (Loss)
 
(In Thousands)
Beginning balance, March 31, 2013

$3,930

 

($580,917
)
 

$270,924

 

$2,405

 

($303,658
)
Other comprehensive income (loss) before reclassifications
30,023

 

 
(7,176
)
 
19

 
22,866

Amounts reclassified from accumulated other comprehensive income (loss)
(2,433
)
 
9,779

 
(857
)
 

 
6,489

Net other comprehensive income (loss) for the period
27,590

 
9,779

 
(8,033
)
 
19

 
29,355

Ending balance, June 30, 2013

$31,520

 

($571,138
)
 

$262,891

 

$2,424

 

($274,303
)
    
The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the six months ended June 30, 2014 by component:
 
Cash flow
hedges
net
unrealized
gain (loss)
 
Pension
and
other
postretirement
liabilities
 
Net
unrealized
investment
gain (loss)
 
Foreign
currency
translation
 
Total
Accumulated
Other
Comprehensive
Income (Loss)
 
(In Thousands)
Beginning balance, December 31, 2013

($81,777
)
 

($288,223
)
 

$337,256

 

$3,420

 

($29,324
)
Other comprehensive income (loss) before reclassifications
(120,177
)
 

 
65,530

 
395

 
(54,252
)
Amounts reclassified from accumulated other comprehensive income (loss)
127,187

 
(9,237
)
 
(3,306
)
 

 
114,644

Net other comprehensive income (loss) for the period
7,010

 
(9,237
)
 
62,224

 
395

 
60,392

Ending balance, June 30, 2014

($74,767
)
 

($297,460
)
 

$399,480

 

$3,815

 

$31,068



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Notes to Financial Statements

The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the six months ended June 30, 2013 by component:
 
Cash flow
hedges
net
unrealized
gain (loss)
 
Pension
and
other
postretirement
liabilities
 
Net
unrealized
investment
gain (loss)
 
Foreign
currency
translation
 
Total
Accumulated
Other
Comprehensive
Income (Loss)
 
(In Thousands)
Beginning balance, December 31, 2012

$79,905

 

($590,712
)
 

$214,547

 

$3,177

 

($293,083
)
Other comprehensive income (loss) before reclassifications
(47,538
)
 

 
50,196

 
(753
)
 
1,905

Amounts reclassified from accumulated other comprehensive income (loss)
(847
)
 
19,574

 
(1,852
)
 

 
16,875

Net other comprehensive income (loss) for the period
(48,385
)
 
19,574

 
48,344

 
(753
)
 
18,780

Ending balance, June 30, 2013

$31,520

 

($571,138
)
 

$262,891

 

$2,424

 

($274,303
)

The following table presents changes in accumulated other comprehensive loss for Entergy Gulf States Louisiana and Entergy Louisiana for the three months ended June 30, 2014:
 
Pension and Other
Postretirement Liabilities
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
(In Thousands)
Beginning balance March 31, 2014

($28,080
)
 

($9,937
)
Amounts reclassified from accumulated other
comprehensive income (loss)
137

 
(287
)
Net other comprehensive income (loss) for the period
137

 
(287
)
Ending balance, June 30, 2014

($27,943
)
 

($10,224
)

The following table presents changes in accumulated other comprehensive loss for Entergy Gulf States Louisiana and Entergy Louisiana for the three months ended June 30, 2013:
 
Pension and Other
Postretirement Liabilities
 
Entergy
Gulf States
Louisiana

Entergy
Louisiana
 
(In Thousands)
Beginning balance March 31, 2013

($64,274
)


($45,454
)
Amounts reclassified from accumulated other
comprehensive income
962


683

Net other comprehensive income for the period
962


683

Ending balance, June 30, 2013

($63,312
)


($44,771
)


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Notes to Financial Statements

The following table presents changes in accumulated other comprehensive loss for Entergy Gulf States Louisiana and Entergy Louisiana for the six months ended June 30, 2014:
 
Pension and Other
Postretirement Liabilities
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
(In Thousands)
Beginning balance, December 31, 2013

($28,202
)
 

($9,635
)
Amounts reclassified from accumulated other
comprehensive income (loss)
259

 
(589
)
Net other comprehensive income (loss) for the period
259

 
(589
)
Ending balance, June 30, 2014

($27,943
)
 

($10,224
)

The following table presents changes in accumulated other comprehensive loss for Entergy Gulf States Louisiana and Entergy Louisiana for the six months ended June 30, 2013:
 
Pension and Other
Postretirement Liabilities
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
(In Thousands)
Beginning balance, December 31, 2012

($65,229
)
 

($46,132
)
Amounts reclassified from accumulated other
comprehensive income
1,917

 
1,361

Net other comprehensive income for the period
1,917

 
1,361

Ending balance, June 30, 2013

($63,312
)
 

($44,771
)


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Notes to Financial Statements

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) for Entergy for the three months ended June 30, 2014 are as follows:
 
Amounts
reclassified
from
AOCI
 
Income Statement Location
 
(In Thousands)
 
 
Cash flow hedges net unrealized gain (loss)
 
 
 
   Power contracts

($672
)
 
Competitive business operating revenues
   Interest rate swaps
(99
)
 
Miscellaneous - net
Total realized loss on cash flow hedges
(771
)
 
 
 
270

 
Income taxes
Total realized loss on cash flow hedges (net of tax)

($501
)
 
 
 
 
 
 
Pension and other postretirement liabilities
 
 
 
   Amortization of prior-service costs

$5,075

 
(a)
   Amortization of loss
(8,970
)
 
(a)
   Settlement loss
(1,386
)
 
(a)
Total amortization
(5,281
)
 
 
 
1,822

 
Income taxes
Total amortization (net of tax)

($3,459
)
 
 
 
 
 
 
Net unrealized investment gain (loss)
 
 
 
Realized gain

$3,083

 
Interest and investment income
 
(1,511
)
 
Income taxes
Total realized investment gain (net of tax)

$1,572

 
 
 
 
 
 
Total reclassifications for the period (net of tax)

($2,388
)
 
 

(a)
These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.


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Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) for Entergy for the three months ended June 30, 2013 are as follows:

Amounts
reclassified
from
AOCI

Income Statement Location

(In Thousands)


Cash flow hedges net unrealized gain (loss)



   Power contracts

$4,309


Competitive business operating revenues
   Interest rate swaps
(399
)

Miscellaneous - net
Total realized gain on cash flow hedges
3,910




(1,477
)

Income taxes
Total realized gain on cash flow hedges (net of tax)

$2,433








Pension and other postretirement liabilities




   Amortization of prior-service costs

$2,383


(a)
   Amortization of loss
(18,047
)

(a)
Total amortization
(15,664
)



5,885


Income taxes
Total amortization (net of tax)

($9,779
)






Net unrealized investment gain (loss)



Realized gain

$1,681


Interest and investment income

(824
)

Income taxes
Total realized investment gain (net of tax)

$857








Total reclassifications for the period (net of tax)

($6,489
)



(a)
These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.
Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) for Entergy for the six months ended June 30, 2014 are as follows:

Amounts
reclassified
from
AOCI

Income Statement Location

(In Thousands)


Cash flow hedges net unrealized gain (loss)



   Power contracts

($195,275
)

Competitive business operating revenues
   Interest rate swaps
(397
)

Miscellaneous - net
Total realized loss on cash flow hedges
(195,672
)



68,485


Income taxes
Total realized loss on cash flow hedges (net of tax)

($127,187
)







Pension and other postretirement liabilities




   Amortization of prior-service costs

$10,153


(a)
   Amortization of loss
(17,951
)

(a)
Settlement loss
(2,548
)

(a)
Total amortization
(10,346
)



19,583


Income taxes
Total amortization (net of tax)

$9,237







Net unrealized investment gain (loss)



Realized gain

$6,483


Interest and investment income

(3,177
)

Income taxes
Total realized investment gain (net of tax)

$3,306








Total reclassifications for the period (net of tax)

($114,644
)



(a)
These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.


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Notes to Financial Statements

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) for Entergy for the six months ended June 30, 2013 are as follows:
 
Amounts
reclassified
from
AOCI
 
Income Statement Location
 
(In Thousands)
 
 
Cash flow hedges net unrealized gain (loss)
 
 
 
   Power contracts

$2,192

 
Competitive business operating revenues
   Interest rate swaps
(804
)
 
Miscellaneous - net
Total realized gain on cash flow hedges
1,388

 
 
 
(541
)
 
Income taxes
Total realized gain on cash flow hedges (net of tax)

$847

 
 
 
 
 
 
Pension and other postretirement liabilities
 
 
 
   Amortization of prior-service costs

$4,767

 
(a)
   Amortization of loss
(36,095
)
 
(a)
Total amortization
(31,328
)
 
 
 
11,754

 
Income taxes
Total amortization (net of tax)

($19,574
)
 
 
 
 
 
 
Net unrealized investment gain (loss)
 
 
 
Realized gain

$3,631

 
Interest and investment income
 
(1,779
)
 
Income taxes
Total realized investment gain (net of tax)

$1,852

 
 
 
 
 
 
Total reclassifications for the period (net of tax)

($16,875
)
 
 

(a)
These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.


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Notes to Financial Statements

Total reclassifications out of accumulated other comprehensive loss (AOCI) for Entergy Gulf States Louisiana and Entergy Louisiana for the three months ended June 30, 2014 are as follows:
 
Amounts reclassified
from AOCI
 
 
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Income Statement Location
 
(In Thousands)
 
 
Pension and other postretirement liabilities
 
 
 
 
 
   Amortization of prior-service costs

$559

 

$845

 
(a)
   Amortization of loss
(781
)
 
(378
)
 
(a)
Total amortization
(222
)
 
467

 
 
 
85

 
(180
)
 
Income tax expense (benefit)
Total amortization (net of tax)
(137
)
 
287

 
 
 
 
 
 
 
 
Total reclassifications for the period (net of tax)

($137
)
 

$287

 
 

(a)
These accumulated other comprehensive loss components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.

Total reclassifications out of accumulated other comprehensive loss (AOCI) for Entergy Gulf States Louisiana and Entergy Louisiana for the three months ended June 30, 2013 are as follows:

Amounts reclassified
from AOCI



Entergy
Gulf States
Louisiana

Entergy
Louisiana

Income Statement Location

(In Thousands)


Pension and other postretirement liabilities





   Amortization of prior-service costs

$205



$62


(a)
   Amortization of loss
(1,945
)

(1,287
)

(a)
Total amortization
(1,740
)

(1,225
)



778


542


Income tax expense
Total amortization (net of tax)
(962
)

(683
)










Total reclassifications for the period (net of tax)

($962
)


($683
)



(a)
These accumulated other comprehensive loss components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.


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Notes to Financial Statements

Total reclassifications out of accumulated other comprehensive loss (AOCI) for Entergy Gulf States Louisiana and Entergy Louisiana for the six months ended June 30, 2014 are as follows:
 
Amounts reclassified
from AOCI
 
 
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Income Statement Location
 
(In Thousands)
 
 
Pension and other postretirement liabilities
 
 
 
 
 
   Amortization of prior-service costs

$1,118

 

$1,689

 
(a)
   Amortization of loss
(1,563
)
 
(756
)
 
(a)
Total amortization
(445
)
 
933

 
 
 
186

 
(344
)
 
Income tax expense (benefit)
Total amortization (net of tax)
(259
)
 
589

 
 
 
 
 
 
 
 
Total reclassifications for the period (net of tax)

($259
)
 

$589

 
 

(a)
These accumulated other comprehensive loss components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.

Total reclassifications out of accumulated other comprehensive loss (AOCI) for Entergy Gulf States Louisiana and Entergy Louisiana for the six months ended June 30, 2013 are as follows:
 
Amounts reclassified
from AOCI
 
 
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Income Statement Location
 
(In Thousands)
 
 
Pension and other postretirement liabilities
 
 
 
 
 
   Amortization of prior-service costs

$411

 

$124

 
(a)
   Amortization of loss
(3,892
)
 
(2,574
)
 
(a)
Total amortization
(3,481
)
 
(2,450
)
 
 
 
1,564

 
1,089

 
Income taxes
Total amortization (net of tax)
(1,917
)
 
(1,361
)
 
 
 
 
 
 
 
 
Total reclassifications for the period (net of tax)

($1,917
)
 

($1,361
)
 
 

(a)
These accumulated other comprehensive loss components are included in the computation of net periodic pension cost.  See Note 6 to the financial statements herein for additional details.


NOTE 4.  REVOLVING CREDIT FACILITIES, LINES OF CREDIT, SHORT-TERM BORROWINGS, AND LONG-TERM DEBT (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Entergy Corporation has in place a credit facility that has a borrowing capacity of $3.5 billion and expires in March 2019.  Entergy Corporation also has the ability to issue letters of credit against 50% of the total borrowing

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Notes to Financial Statements

capacity of the credit facility.  The commitment fee is currently 0.275% of the undrawn commitment amount.  Commitment fees and interest rates on loans under the credit facility can fluctuate depending on the senior unsecured debt ratings of Entergy Corporation.  The weighted average interest rate for the six months ended June 30, 2014 was 1.92% on the drawn portion of the facility.  Following is a summary of the borrowings outstanding and capacity available under the facility as of June 30, 2014.
Capacity
 
Borrowings
 
Letters
of Credit
 
Capacity
Available
(In Millions)

$3,500

 

$195

 

$8

 

$3,297


Entergy Corporation’s facility requires it to maintain a consolidated debt ratio of 65% or less of its total capitalization.  Entergy is in compliance with this covenant.  If Entergy fails to meet this ratio, or if Entergy Corporation or one of the Utility operating companies (except Entergy New Orleans) defaults on other indebtedness or is in bankruptcy or insolvency proceedings, an acceleration of the facility maturity date may occur.

Entergy Corporation has a commercial paper program with a Board-approved program limit of up to $1.5 billion.  At June 30, 2014, Entergy Corporation had $909 million of commercial paper outstanding.  The weighted-average interest rate for the six months ended June 30, 2014 was 0.91%.

Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and Entergy Texas each had credit facilities available as of June 30, 2014 as follows:
Company
 
Expiration
Date
 
Amount of
Facility
 
Interest Rate (a)
 
Amount Drawn
as of
June 30, 2014
Entergy Arkansas
 
April 2015
 
$20 million (b)
 
1.65%
 
$—
Entergy Arkansas
 
March 2019
 
$150 million (c)
 
1.65%
 
$—
Entergy Gulf States Louisiana
 
March 2019
 
$150 million (d)
 
1.40%
 
$—
Entergy Louisiana
 
March 2019
 
$200 million (e)
 
1.40%
 
$—
Entergy Mississippi
 
May 2015
 
$37.5 million (f)
 
1.65%
 
$—
Entergy Mississippi
 
May 2015
 
$35 million (f)
 
1.65%
 
$—
Entergy Mississippi
 
May 2015
 
$20 million (f)
 
1.65%
 
$—
Entergy Mississippi
 
May 2015
 
$10 million (f)
 
1.65%
 
$—
Entergy New Orleans
 
November 2014
 
$25 million
 
1.90%
 
$—
Entergy Texas
 
March 2019
 
$150 million (g)
 
1.65%
 
$—

(a)
The interest rate is the rate as of June 30, 2014 that would most likely apply to outstanding borrowings under the facility.
(b)
Borrowings under the Entergy Arkansas credit facility may be secured by a security interest in its accounts receivable at Entergy Arkansas’s option.
(c)
The credit facility allows Entergy Arkansas to issue letters of credit against 50% of the borrowing capacity of the facility.  As of June 30, 2014, $11 million in letters of credit were outstanding.  
(d)
The credit facility allows Entergy Gulf States Louisiana to issue letters of credit against 50% of the borrowing capacity of the facility.  As of June 30, 2014, $50 million in letters of credit were outstanding.  
(e)
The credit facility allows Entergy Louisiana to issue letters of credit against 50% of the borrowing capacity of the facility.  As of June 30, 2014, $7.4 million in letters of credit were outstanding.  
(f)
Borrowings under the Entergy Mississippi credit facilities may be secured by a security interest in its accounts receivable at Entergy Mississippi’s option.
(g)
The credit facility allows Entergy Texas to issue letters of credit against 50% of the borrowing capacity of the facility.  As of June 30, 2014, $23.3 million in letters of credit were outstanding.  

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Notes to Financial Statements

The commitment fees on the credit facilities range from 0.125% to 0.275% of the undrawn commitment amount. Each of the credit facilities requires the Registrant Subsidiary borrower to maintain a debt ratio of 65% or less of its total capitalization.  Each Registrant Subsidiary is in compliance with this covenant.

In addition, Entergy Mississippi and Entergy New Orleans each entered into an uncommitted letter of credit facility in 2013 as a means to post collateral to support its obligations related to MISO. As of June 30, 2014, a $9.6 million letter of credit was outstanding under Entergy Mississippi’s letter of credit facility and a $3.3 million letter of credit was outstanding under Entergy New Orleans’s letter of credit facility. As of June 30, 2014, the letter of credit fee on outstanding letters of credit under the Entergy Mississippi and Entergy New Orleans letter of credit facilities was 1.50%.

The short-term borrowings of the Registrant Subsidiaries are limited to amounts authorized by the FERC.  The current FERC-authorized limits are effective through October 31, 2015.  In addition to borrowings from commercial banks, these companies are authorized under a FERC order to borrow from the Entergy System money pool.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ dependence on external short-term borrowings.  Borrowings from the money pool and external short term borrowings combined may not exceed the FERC-authorized limits.  The following are the FERC-authorized limits for short-term borrowings and the outstanding short-term borrowings as of June 30, 2014 (aggregating both money pool and external short-term borrowings) for the Registrant Subsidiaries:
 
Authorized
 
Borrowings
 
(In Millions)
Entergy Arkansas

$250

 

$11

Entergy Gulf States Louisiana

$200

 

$—

Entergy Louisiana

$250

 

$44

Entergy Mississippi

$175

 

$—

Entergy New Orleans

$100

 

$—

Entergy Texas

$200

 

$—

System Energy

$200

 

$—


Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy Texas,and System Energy have obtained long-term financing authorizations from the FERC that extend through October 2015. Entergy Arkansas has obtained long-term financing authorization from the APSC that extends through December 2015. Entergy New Orleans has obtained long-term financing authorization from the City Council that extends through July 2016.


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Notes to Financial Statements

Variable Interest Entities (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy)

See Note 18 to the financial statements in the Form 10-K for a discussion of the consolidation of the nuclear fuel company variable interest entities (VIE).  The nuclear fuel company variable interest entities have credit facilities and also issue commercial paper to finance the acquisition and ownership of nuclear fuel as follows as of June 30, 2014:
Company
 
Expiration
Date
 
Amount
of
Facility
 
Weighted
Average
Interest
Rate on Borrowings (a)
 
Amount
Outstanding
as of
June 30,
2014
 
 

 
(Dollars in Millions)
Entergy Arkansas VIE
 
June 2016
 
$85
 
1.58%
 

$39.7

Entergy Gulf States Louisiana VIE
 
June 2016
 
$100
 
n/a
 

$—

Entergy Louisiana VIE
 
June 2016
 
$90
 
1.48%
 

$26.8

System Energy VIE
 
June 2016
 
$125
 
1.63%
 

$65.4


(a)
Includes letter of credit fees and bank fronting fees on commercial paper issuances by the nuclear fuel company variable interest entities for Entergy Arkansas, Entergy Louisiana, and System Energy.  The nuclear fuel company variable interest entity for Entergy Gulf States Louisiana does not issue commercial paper, but borrows directly on its bank credit facility.

Amounts outstanding on the Entergy Gulf States Louisiana nuclear fuel company variable interest entity’s credit facility, if any, are included in long-term debt on its balance sheet and commercial paper outstanding for the other nuclear fuel company variable interest entities is classified as a current liability on the respective balance sheets.  The commitment fees on the credit facilities are 0.10% of the undrawn commitment amount for the Entergy Louisiana and Entergy Gulf States Louisiana VIEs and 0.125% of the undrawn commitment amount for the Entergy Arkansas and System Energy VIEs.  Each credit facility requires the respective lessee of nuclear fuel (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, or Entergy Corporation as guarantor for System Energy) to maintain a consolidated debt ratio of 70% or less of its total capitalization.


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Notes to Financial Statements

The nuclear fuel company variable interest entities had notes payable that are included in debt on the respective balance sheets as of June 30, 2014 as follows:
Company
 
Description
 
Amount
 
 
 
 
 
Entergy Arkansas VIE
 
5.69% Series I due July 2014
 
$70 million
Entergy Arkansas VIE
 
3.23% Series J due July 2016
 
$55 million
Entergy Arkansas VIE
 
2.62% Series K due December 2017
 
$60 million
Entergy Gulf States Louisiana VIE
 
3.25% Series Q due July 2017
 
$75 million
Entergy Gulf States Louisiana VIE
 
3.38% Series R due August 2020
 
$70 million
Entergy Louisiana VIE
 
5.69% Series E due July 2014
 
$50 million
Entergy Louisiana VIE
 
3.30% Series F due March 2016
 
$20 million
Entergy Louisiana VIE
 
3.25% Series G due July 2017
 
$25 million
Entergy Louisiana VIE
 
3.92% Series H due February 2021
 
$40 million
System Energy VIE
 
5.33% Series G due April 2015
 
$60 million
System Energy VIE
 
4.02% Series H due February 2017
 
$50 million
System Energy VIE
 
3.78% Series I due October 2018
 
$85 million

In accordance with regulatory treatment, interest on the nuclear fuel company variable interest entities’ credit facilities, commercial paper, and long-term notes payable is reported in fuel expense.

Debt Issuances and Redemptions

(Entergy Arkansas)

In March 2014, Entergy Arkansas issued $375 million of 3.70% Series first mortgage bonds due June 2024. Entergy Arkansas used the proceeds to pay, prior to maturity, its $250 million term loan and to pay, prior to maturity, its $115 million of 5.0% Series first mortgage bonds due July 2018, and for general corporate purposes.

In July 2014 the Entergy Arkansas nuclear fuel trust variable interest entity issued $90 million of 3.65% Series L notes due July 2021. The Entergy Arkansas nuclear fuel trust variable interest entity used the proceeds to pay, at maturity, its $70 million of 5.69% Series I notes due July 2014 and to purchase additional nuclear fuel.

(Entergy Gulf States Louisiana)

In July 2014, Entergy Gulf States Louisiana issued $110 million of 3.78% Series first mortgage bonds due April 2025. Entergy Gulf States Louisiana used the proceeds to re-establish and replenish its storm damage escrow reserves and for general corporate purposes.

(Entergy Louisiana)

In February 2014 the Entergy Louisiana nuclear fuel company variable interest entity issued $40 million of 3.92% Series H Notes due February 2021. The Entergy Louisiana nuclear fuel company variable interest entity used the proceeds to purchase additional nuclear fuel.

In June 2014, Entergy Louisiana issued $170 million of 5% Series first mortgage bonds due July 2044. Entergy Louisiana used the proceeds to pay in July 2014, prior to maturity, its $70 million of 6.4% Series first mortgage bonds due October 2034 and to pay in July 2014, prior to maturity, its $100 million of 6.3% Series first mortgage bonds due September 2035.

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Notes to Financial Statements

In July 2014, Entergy Louisiana issued $190 million of 3.78% Series first mortgage bonds due April 2025. Entergy Louisiana used the proceeds to re-establish and replenish its storm damage escrow reserves and for general corporate purposes.

In July 2014 the Entergy Louisiana nuclear fuel company variable interest entity redeemed, at maturity, its $50 million of 5.69% Series E Notes.

(Entergy Mississippi)

In March 2014, Entergy Mississippi issued $100 million of 3.75% Series first mortgage bonds due July 2024. Entergy Mississippi used the proceeds to pay, prior to maturity, its $95 million of 4.95% Series first mortgage bonds due June 2018 and for general corporate purposes.

(Entergy Texas)

In May 2014, Entergy Texas issued $135 million of 5.625% Series first mortgage bonds due June 2064. Entergy Texas used the proceeds to pay, prior to maturity, a portion of its $150 million of 7.875% Series first mortgage bonds due June 2039 and for general corporate purposes.

Fair Value

The book value and the fair value of long-term debt for Entergy Corporation and the Registrant Subsidiaries as of June 30, 2014 are as follows:
 
Book Value
of Long-Term Debt
 
Fair Value
of Long-Term Debt (a) (b)
 
(In Thousands)
Entergy

$12,618,771

 

$12,852,390

Entergy Arkansas

$2,409,534

 

$2,251,140

Entergy Gulf States Louisiana

$1,512,784

 

$1,643,803

Entergy Louisiana

$3,402,216

 

$3,474,973

Entergy Mississippi

$1,058,775

 

$1,103,868

Entergy New Orleans

$225,902

 

$227,329

Entergy Texas

$1,507,817

 

$1,677,135

System Energy

$710,750

 

$682,562


(a)
The values exclude lease obligations of $132 million at Entergy Louisiana and $51 million at System Energy, long-term DOE obligations of $181 million at Entergy Arkansas, and the note payable to NYPA of $96 million at Entergy, and include debt due within one year.
(b)
Fair values are classified as Level 2 in the fair value hierarchy discussed in Note 8 to the financial statements and are based on prices derived from inputs such as benchmark yields and reported trades.


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Notes to Financial Statements

The book value and the fair value of long-term debt for Entergy Corporation and the Registrant Subsidiaries as of December 31, 2013 were as follows:
 
Book Value
of Long-Term Debt
 
Fair Value
of Long-Term Debt (a) (b)
 
(In Thousands)
Entergy

$12,596,244

 

$12,439,785

Entergy Arkansas

$2,405,802

 

$2,142,527

Entergy Gulf States Louisiana

$1,527,465

 

$1,631,308

Entergy Louisiana

$3,219,516

 

$3,148,877

Entergy Mississippi

$1,053,670

 

$1,067,006

Entergy New Orleans

$225,944

 

$217,692

Entergy Texas

$1,556,939

 

$1,726,623

System Energy

$757,436

 

$664,890


(a)
The values exclude lease obligations of $149 million at Entergy Louisiana and $97 million at System Energy, long-term DOE obligations of $181 million at Entergy Arkansas, and the note payable to NYPA of $95 million at Entergy, and include debt due within one year.
(b)
Fair values are classified as Level 2 in the fair value hierarchy discussed in Note 8 to the financial statements and are based on prices derived from inputs such as benchmark yields and reported trades.


NOTE 5.  STOCK-BASED COMPENSATION (Entergy Corporation)

Entergy grants stock awards, which are described more fully in Note 12 to the financial statements in the Form 10-K.  Awards under Entergy’s plans generally vest over three years.

Stock Options

Entergy granted 611,700 stock options during the first quarter 2014 with a weighted-average fair value of $8.71 per option.  At June 30, 2014, there are 8,895,078 stock options outstanding with a weighted-average exercise price of $81.10.  The intrinsic value, which has no effect on net income, of the outstanding stock options is calculated by the difference in the weighted average exercise price of the stock options granted and Entergy Corporation’s common stock price as of June 30, 2014.  The aggregate intrinsic value of the stock options outstanding was $8.8 million as of June 30, 2014.

The following table includes financial information for stock options for the second quarters of 2014 and 2013:
 
2014
 
2013
 
(In Millions)
Compensation expense included in Entergy’s net income

$0.8

 

$0.9

Tax benefit recognized in Entergy’s net income

$0.3

 

$0.4

Compensation cost capitalized as part of fixed assets and inventory

$0.1

 

$0.2



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Notes to Financial Statements

The following table includes financial information for stock options for the six months ended June 30, 2014 and 2013:
 
2014
 
2013
 
(In Millions)
Compensation expense included in Entergy’s net income

$2.1

 

$2.2

Tax benefit recognized in Entergy’s net income

$0.8

 

$0.9

Compensation cost capitalized as part of fixed assets and inventory

$0.3

 

$0.4


Other Equity Plans

In January 2014 the Board approved and Entergy granted 352,600 restricted stock awards and 226,792 long-term incentive awards under the 2011 Equity Ownership and Long-term Cash Incentive Plan.  The restricted stock awards were made effective as of January 30, 2014 and were valued at $63.17 per share, which was the closing price of Entergy’s common stock on that date.  One-third of the restricted stock awards will vest upon each anniversary of the grant date.  The long-term incentive awards are granted in the form of performance units, which are equal to the cash value of shares of Entergy Corporation at the end of the performance period, which is the last day of the year.  The performance units were made effective as of January 30, 2014 and were valued at $67.16 per share.  Entergy considers various factors, primarily market conditions, in determining the value of the performance units.  Shares of the restricted stock awards have the same dividend and voting rights as other common stock, are considered issued and outstanding shares of Entergy upon vesting, and are expensed ratably over the 3-year vesting period.  Shares of the performance units have the same dividend rights as other common stock, are considered issued and outstanding shares of Entergy upon vesting, and are expensed ratably over the 3-year vesting period.

The following table includes financial information for other equity plans for the second quarters of 2014 and 2013:
 
2014
 
2013
 
(In Millions)
Compensation expense included in Entergy’s net income

$7.7

 

$5.9

Tax benefit recognized in Entergy’s net income

$3.0

 

$2.3

Compensation cost capitalized as part of fixed assets and inventory

$1.2

 

$1.1


The following table includes financial information for other equity plans for the six months ended June 30, 2014 and 2013:
 
2014
 
2013
 
(In Millions)
Compensation expense included in Entergy’s net income

$15.1

 

$11.8

Tax benefit recognized in Entergy’s net income

$5.9

 

$4.6

Compensation cost capitalized as part of fixed assets and inventory

$2.3

 

$1.8





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Notes to Financial Statements

NOTE 6.  RETIREMENT AND OTHER POSTRETIREMENT BENEFITS (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Components of Qualified Net Pension Cost

Entergy’s qualified pension cost, including amounts capitalized, for the second quarters of 2014 and 2013, included the following components:
 
2014
 
2013
 
(In Thousands)
Service cost - benefits earned during the period

$35,109

 

$44,051

Interest cost on projected benefit obligation
72,519

 
65,266

Expected return on assets
(90,366
)
 
(81,748
)
Amortization of prior service cost
400

 
567

Amortization of loss
36,274

 
54,951

Net pension costs

$53,936

 

$83,087


Entergy’s qualified pension cost, including amounts capitalized, for the six months ended June 30, 2014 and 2013, included the following components:
 
2014
 
2013
 
(In Thousands)
Service cost - benefits earned during the period

$70,218

 

$88,102

Interest cost on projected benefit obligation
145,038

 
130,532

Expected return on assets
(180,732
)
 
(163,496
)
Amortization of prior service cost
800

 
1,134

Amortization of loss
72,548

 
109,902

Net pension costs

$107,872

 

$166,174


The Registrant Subsidiaries’ qualified pension cost, including amounts capitalized, for their employees for the second quarters of 2014 and 2013, included the following components:
2014
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
 Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$5,023

 

$2,881

 

$3,546

 

$1,523

 

$666

 

$1,285

 

$1,446

Interest cost on projected
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit obligation
 
14,884

 
7,278

 
9,467

 
4,318

 
2,041

 
4,437

 
3,390

Expected return on assets
 
(18,305
)
 
(9,488
)
 
(11,449
)
 
(5,698
)
 
(2,505
)
 
(5,931
)
 
(4,155
)
Amortization of loss
 
8,989

 
3,981

 
6,131

 
2,354

 
1,449

 
2,339

 
2,375

Net pension cost
 

$10,591

 

$4,652

 

$7,695

 

$2,497

 

$1,651

 

$2,130

 

$3,056


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Notes to Financial Statements

2013
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
 Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$6,371

 

$3,599

 

$4,334

 

$1,842

 

$832

 

$1,637

 

$1,836

Interest cost on projected
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit obligation
 
13,550

 
6,657

 
8,644

 
3,930

 
1,849

 
4,055

 
3,016

Expected return on assets
 
(16,717
)
 
(8,734
)
 
(10,454
)
 
(5,279
)
 
(2,270
)
 
(5,566
)
 
(4,299
)
Amortization of prior service cost
 
6

 
2

 
21

 
2

 

 
2

 
3

Amortization of loss
 
12,543

 
5,934

 
8,727

 
3,344

 
2,011

 
3,373

 
2,429

Net pension cost
 

$15,753

 

$7,458

 

$11,272

 

$3,839

 

$2,422

 

$3,501

 

$2,985


The Registrant Subsidiaries’ qualified pension cost, including amounts capitalized, for their employees for the six months ended June 30, 2014 and 2013, included the following components:
2014
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
 Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$10,046

 

$5,762

 

$7,092

 

$3,046

 

$1,332

 

$2,570

 

$2,892

Interest cost on projected
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit obligation
 
29,768

 
14,556

 
18,934

 
8,636

 
4,082

 
8,874

 
6,780

Expected return on assets
 
(36,610
)
 
(18,976
)
 
(22,898
)
 
(11,396
)
 
(5,010
)
 
(11,862
)
 
(8,310
)
Amortization of loss
 
17,978

 
7,962

 
12,262

 
4,708

 
2,898

 
4,678

 
4,750

Net pension cost
 

$21,182

 

$9,304

 

$15,390

 

$4,994

 

$3,302

 

$4,260

 

$6,112


2013
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
 Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$12,742

 

$7,198

 

$8,668

 

$3,684

 

$1,664

 

$3,274

 

$3,672

Interest cost on projected
 
 

 
 

 
 

 
 

 
 

 
 

 
 

benefit obligation
 
27,100

 
13,314

 
17,288

 
7,860

 
3,698

 
8,110

 
6,032

Expected return on assets
 
(33,434
)
 
(17,468
)
 
(20,908
)
 
(10,558
)
 
(4,540
)
 
(11,132
)
 
(8,598
)
Amortization of prior service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
cost
 
12

 
4

 
42

 
4

 

 
4

 
6

Amortization of loss
 
25,087

 
11,867

 
17,454

 
6,688

 
4,022

 
6,746

 
4,858

Net pension cost
 

$31,507

 

$14,915

 

$22,544

 

$7,678

 

$4,844

 

$7,002

 

$5,970



54

Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Non-Qualified Net Pension Cost

Entergy recognized $9.1 million and $5.5 million in pension cost for its non-qualified pension plans in the second quarters of 2014 and 2013, respectively. Reflected in the pension cost for non-qualified pension plans in the second quarter 2014 is a $4.8 million settlement charge recognized in June 2014 related to the payment of lump sum benefits out of the plan. Entergy recognized $19.1 million and $10.9 million in pension cost for its non-qualified pension plans for the six months ended June 30, 2014 and 2013, respectively. Reflected in the pension costs for non-qualified pension plans for the six months ended June 30, 2014 is a $10.2 million settlement charge recognized in March and June 2014 related to the payment of lump sum benefits out of the plan.

The Registrant Subsidiaries recognized the following pension cost for their employees for their non-qualified pension plans in the second quarters of 2014 and 2013:
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
(In Thousands)
Non-qualified pension cost
 second quarter 2014

$119

 

$33

 

$1

 

$48

 

$24

 

$119

Non-qualified pension cost
 second quarter 2013

$102

 

$37

 

$3

 

$46

 

$22

 

$148


The Registrant Subsidiaries recognized the following pension cost for their employees for their non-qualified pension plans for the six months ended June 30, 2014 and 2013:
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
(In Thousands)
Non-qualified pension cost
 six months ended
 June 30, 2014

$280

 

$66

 

$2

 

$96

 

$47

 

$244

Non-qualified pension cost
 six months ended
 June 30, 2013

$205

 

$75

 

$6

 

$93

 

$45

 

$297


Reflected in Entergy Arkansas’s non-qualified pension costs in the second quarter 2014 is $11 thousand in settlement charges recognized in June 2014 related to the payment of lump sum benefits out of the plan. Reflected in Entergy Arkansas’s and Entergy Texas’s non-qualified pension costs for the six months ended June 30, 2014 are $62 thousand and $6 thousand, respectively, in settlement charges recognized in March and June 2014 related to the payment of lump sum benefits out of the plan.


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Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Components of Net Other Postretirement Benefit Cost

Entergy’s other postretirement benefit cost, including amounts capitalized, for the second quarters of 2014 and 2013, included the following components:
 
2014
 
2013
 
(In Thousands)
Service cost - benefits earned during the period

$10,873

 

$18,917

Interest cost on accumulated postretirement benefit obligation (APBO)
17,960

 
19,766

Expected return on assets
(11,197
)
 
(9,950
)
Amortization of prior service credit
(7,898
)
 
(3,334
)
Amortization of loss
2,786

 
11,304

Net other postretirement benefit cost

$12,524

 

$36,703


Entergy’s other postretirement benefit cost, including amounts capitalized, for the six months ended June 30, 2014 and 2013, included the following components:
 
2014
 
2013
 
(In Thousands)
Service cost - benefits earned during the period

$21,746

 

$37,834

Interest cost on accumulated postretirement benefit obligation (APBO)
35,920

 
39,532

Expected return on assets
(22,394
)
 
(19,900
)
Amortization of prior service credit
(15,796
)
 
(6,668
)
Amortization of loss
5,572

 
22,608

Net other postretirement benefit cost

$25,048

 

$73,406


The Registrant Subsidiaries’ other postretirement benefit cost, including amounts capitalized, for their employees for the second quarters of 2014 and 2013, included the following components:
2014
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$1,489

 

$1,224

 

$1,130

 

$475

 

$217

 

$595

 

$515

Interest cost on APBO
 
3,065

 
2,095

 
2,066

 
914

 
701

 
1,413

 
653

Expected return on assets
 
(4,784
)
 

 

 
(1,443
)
 
(1,119
)
 
(2,590
)
 
(932
)
Amortization of prior service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
credit
 
(610
)
 
(559
)
 
(844
)
 
(229
)
 
(177
)
 
(325
)
 
(206
)
Amortization of loss
 
317

 
303

 
378

 
37

 
14

 
200

 
111

Net other postretirement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit cost
 

($523
)
 

$3,063

 

$2,730

 

($246
)
 

($364
)
 

($707
)
 

$141


56

Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

2013
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$2,414

 

$2,001

 

$2,172

 

$819

 

$447

 

$950

 

$907

Interest cost on APBO
 
3,360

 
2,226

 
2,349

 
1,074

 
785

 
1,515

 
729

Expected return on assets
 
(4,149
)
 

 

 
(1,317
)
 
(1,014
)
 
(2,321
)
 
(825
)
Amortization of prior service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
cost/(credit)
 
(133
)
 
(206
)
 
(62
)
 
(35
)
 
10

 
(107
)
 
(16
)
Amortization of loss
 
2,042

 
1,173

 
1,286

 
663

 
397

 
975

 
479

Net other postretirement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit cost
 

$3,534

 

$5,194

 

$5,745

 

$1,204

 

$625

 

$1,012

 

$1,274

    
The Registrant Subsidiaries’ other postretirement benefit cost, including amounts capitalized, for their employees for the six months ended June 30, 2014 and 2013, included the following components:
2014
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$2,978

 

$2,448

 

$2,260

 

$950

 

$434

 

$1,190

 

$1,030

Interest cost on APBO
 
6,130

 
4,190

 
4,132

 
1,828

 
1,402

 
2,826

 
1,306

Expected return on assets
 
(9,568
)
 

 

 
(2,886
)
 
(2,238
)
 
(5,180
)
 
(1,864
)
Amortization of prior service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
credit
 
(1,220
)
 
(1,118
)
 
(1,688
)
 
(458
)
 
(354
)
 
(650
)
 
(412
)
Amortization of loss
 
634

 
606

 
756

 
74

 
28

 
400

 
222

Net other postretirement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit cost
 

($1,046
)
 

$6,126

 

$5,460

 

($492
)
 

($728
)
 

($1,414
)
 

$282


2013
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
 
(In Thousands)
Service cost - benefits earned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
during the period
 

$4,828

 

$4,002

 

$4,344

 

$1,638

 

$894

 

$1,900

 

$1,814

Interest cost on APBO
 
6,720

 
4,452

 
4,698

 
2,148

 
1,570

 
3,030

 
1,458

Expected return on assets
 
(8,298
)
 

 

 
(2,634
)
 
(2,028
)
 
(4,642
)
 
(1,650
)
Amortization of prior service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
cost/(credit)
 
(266
)
 
(412
)
 
(124
)
 
(70
)
 
20

 
(214
)
 
(32
)
Amortization of loss
 
4,083

 
2,347

 
2,573

 
1,325

 
793

 
1,951

 
958

Net other postretirement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
benefit cost
 

$7,067

 

$10,389

 

$11,491

 

$2,407

 

$1,249

 

$2,025

 

$2,548



57

Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Reclassification out of Accumulated Other Comprehensive Income

Entergy and the Registrant Subsidiaries reclassified the following costs out of accumulated other comprehensive income (before taxes and including amounts capitalized) for the second quarters of 2014 and 2013:
2014
 
Qualified
Pension
Costs
 
Other
Postretirement
Costs
 
Non-Qualified
Pension Costs
 
Total
 
 
(In Thousands)
 
 
Entergy
 
 
 
 
 
 
 
 
Amortization of prior service cost
 

($389
)
 

$5,570

 

($106
)
 

$5,075

Amortization of loss
 
(6,734
)
 
(1,673
)
 
(563
)
 
(8,970
)
Settlement loss
 

 

 
(1,386
)
 
(1,386
)
 
 

($7,123
)
 

$3,897

 

($2,055
)
 

($5,281
)
Entergy Gulf States Louisiana
 
 
 
 
 
 
 
 
Amortization of prior service cost
 

$—

 

$559

 

$—

 

$559

Amortization of loss
 
(477
)
 
(303
)
 
(1
)
 
(781
)
 
 

($477
)
 

$256

 

($1
)
 

($222
)
Entergy Louisiana
 
 
 
 
 
 
 
 
Amortization of prior service cost
 

$—

 

$845

 

$—

 

$845

Amortization of loss
 

 
(378
)
 

 
(378
)
 
 

$—

 

$467

 

$—

 

$467


2013

Qualified
Pension
Costs

Other
Postretirement
Costs

Non-Qualified
Pension Costs

Total


(In Thousands)


Entergy








Amortization of prior service cost


($503
)


$3,007



($121
)


$2,383

Amortization of loss

(11,845
)

(5,485
)

(717
)

(18,047
)



($12,348
)


($2,478
)


($838
)


($15,664
)
Entergy Gulf States Louisiana








Amortization of prior service cost


($1
)


$206



$—



$205

Amortization of loss

(771
)

(1,172
)

(2
)

(1,945
)



($772
)


($966
)


($2
)


($1,740
)
Entergy Louisiana








Amortization of prior service cost


$—



$62



$—



$62

Amortization of loss



(1,287
)



(1,287
)



$—



($1,225
)


$—



($1,225
)


58

Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy and the Registrant Subsidiaries reclassified the following costs out of accumulated other comprehensive income (before taxes and including amounts capitalized) for the six months ended June 30, 2014 and 2013:
2014

Qualified
Pension
Costs

Other
Postretirement
Costs

Non-Qualified
Pension Costs

Total


(In Thousands)


Entergy








Amortization of prior service cost


($778
)


$11,141



($210
)


$10,153

Amortization of loss

(13,468
)

(3,346
)

(1,137
)

(17,951
)
Settlement loss





(2,548
)

(2,548
)



($14,246
)


$7,795



($3,895
)


($10,346
)
Entergy Gulf States Louisiana








Amortization of prior service cost


$—



$1,118



$—



$1,118

Amortization of loss

(955
)

(606
)

(2
)

(1,563
)



($955
)


$512



($2
)


($445
)
Entergy Louisiana








Amortization of prior service cost


$—



$1,689



$—



$1,689

Amortization of loss



(756
)



(756
)



$—



$933



$—



$933


2013
 
Qualified
Pension
Costs
 
Other
Postretirement
Costs
 
Non-Qualified
Pension Costs
 
Total
 
 
(In Thousands)
 
 
Entergy
 
 
 
 
 
 
 
 
Amortization of prior service cost
 

($1,005
)
 

$6,014

 

($242
)
 

$4,767

Amortization of loss
 
(23,690
)
 
(10,971
)
 
(1,434
)
 
(36,095
)
 
 

($24,695
)
 

($4,957
)
 

($1,676
)
 

($31,328
)
Entergy Gulf States Louisiana
 
 
 
 
 
 
 
 
Amortization of prior service cost
 

($1
)
 

$412

 

$—

 

$411

Amortization of loss
 
(1,542
)
 
(2,346
)
 
(4
)
 
(3,892
)
 
 

($1,543
)
 

($1,934
)
 

($4
)
 

($3,481
)
Entergy Louisiana
 
 
 
 
 
 
 
 
Amortization of prior service cost
 

$—

 

$124

 

$—

 

$124

Amortization of loss
 

 
(2,574
)
 

 
(2,574
)
 
 

$—

 

($2,450
)
 

$—

 

($2,450
)







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Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Employer Contributions

Based on current assumptions, Entergy expects to contribute $400 million to its qualified pension plans in 2014.  As of June 30, 2014, Entergy had contributed $138.1 million to its pension plans.  Based on current assumptions, the Registrant Subsidiaries expect to contribute the following to qualified pension plans for their employees in 2014:
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New Orleans
 
Entergy
Texas
 
System
Energy
 
(In Thousands)
Expected 2014 pension contributions

$93,999

 

$31,119

 

$53,047

 

$21,540

 

$10,495

 

$18,302

 

$21,388

Pension contributions made through June 2014

$32,746

 

$10,377

 

$18,882

 

$7,504

 

$3,641

 

$5,889

 

$7,300

Remaining estimated pension contributions to be made in 2014

$61,253

 

$20,742

 

$34,165

 

$14,036

 

$6,854

 

$12,413

 

$14,088



NOTE 7.  BUSINESS SEGMENT INFORMATION (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Entergy Corporation

Entergy’s reportable segments as of June 30, 2014 are Utility and Entergy Wholesale Commodities.  Utility includes the generation, transmission, distribution, and sale of electric power in portions of Arkansas, Louisiana, Mississippi, and Texas, and natural gas utility service in portions of Louisiana.  Entergy Wholesale Commodities includes the ownership and operation of six nuclear power plants located in the northern United States and the sale of the electric power produced by those plants to wholesale customers.  Entergy Wholesale Commodities also includes the ownership of interests in non-nuclear power plants that sell the electric power produced by those plants to wholesale customers.  “All Other” includes the parent company, Entergy Corporation, and other business activity.

Entergy’s segment financial information for the second quarters of 2014 and 2013 is as follows:
 
 
Utility
 
Entergy
Wholesale
Commodities*
 
All Other
 
Eliminations
 
Entergy
 
 
(In Thousands)
2014
 
 
 
 
 
 
 
 
 
 
Operating revenues
 

$2,409,396

 

$577,891

 

$726

 

$8,637

 

$2,996,650

Income taxes (benefit)
 

$122,884

 

$19,597

 

($13,738
)
 

$—

 

$128,743

Consolidated net income (loss)
 

$212,134

 

$26,463

 

($17,614
)
 

($26,702
)
 

$194,281

2013
 
 
 
 
 
 
 
 
 
 
Operating revenues
 

$2,212,336

 

$533,523

 

$987

 

($8,638
)
 

$2,738,208

Income taxes (benefit)
 

$98,926

 

($14,567
)
 

($11,246
)
 

$—

 

$73,113

Consolidated net income (loss)
 

$200,555

 

$11,531

 

($17,636
)
 

($26,395
)
 

$168,055



60

Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy’s segment financial information for the six months ended June 30, 2014 and 2013 is as follows:
 
 
Utility
 
Entergy
Wholesale
Commodities*
 
All Other
 
Eliminations
 
Entergy
 
 
(In Thousands)
2014
 
 
 
 
 
 
 
 
 
 
Operating revenues
 

$4,714,100

 

$1,490,013

 

$1,487

 

($107
)
 

$6,205,493

Income taxes (benefit)
 

$237,947

 

$138,474

 

($30,712
)
 

$—

 

$345,709

Consolidated net income (loss)
 

$417,574

 

$268,933

 

($33,076
)
 

($53,097
)
 

$600,334

2013
 
 
 
 
 
 
 
 
 
 
Operating revenues
 

$4,215,777

 

$1,147,256

 

$1,987

 

($17,938
)
 

$5,347,082

Income taxes (benefit)
 

$170,001

 

$42,368

 

($22,721
)
 

$—

 

$189,648

Consolidated net income (loss)
 

$328,391

 

$93,646

 

($34,208
)
 

($52,791
)
 

$335,038

    
Businesses marked with * are sometimes referred to as the “competitive businesses.”  Eliminations are primarily intersegment activity. Almost all of Entergy’s goodwill is related to the Utility segment.

Registrant Subsidiaries

Each of the Registrant Subsidiaries has one reportable segment, which is an integrated utility business, except for System Energy, which is an electricity generation business.  Each of the Registrant Subsidiaries’ operations is managed on an integrated basis by that company because of the substantial effect of cost-based rates and regulatory oversight on the business process, cost structures, and operating results.


NOTE 8.  RISK MANAGEMENT AND FAIR VALUES (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Market Risk

In the normal course of business, Entergy is exposed to a number of market risks.  Market risk is the potential loss that Entergy may incur as a result of changes in the market or fair value of a particular commodity or instrument.  All financial and commodity-related instruments, including derivatives, are subject to market risk including commodity price risk, equity price, and interest rate risk.  Entergy uses derivatives primarily to mitigate commodity price risk, particularly power price and fuel price risk.

The Utility has limited exposure to the effects of market risk because it operates primarily under cost-based rate regulation.  To the extent approved by their retail regulators, the Utility operating companies use derivative instruments to hedge the exposure to price volatility inherent in their purchased power, fuel, and gas purchased for resale costs that are recovered from customers.

As a wholesale generator, Entergy Wholesale Commodities’ core business is selling energy, measured in MWh, to its customers.  Entergy Wholesale Commodities enters into forward contracts with its customers and also sells energy and capacity in the day ahead or spot markets.  In addition to its forward physical power contracts, Entergy Wholesale Commodities also uses a combination of financial contracts, including swaps, collars, and options, to mitigate commodity price risk.  When the market price falls, the combination of instruments is expected to settle in gains that offset lower revenue from generation, which results in a more predictable cash flow.

61

Table of Contents
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy’s exposure to market risk is determined by a number of factors, including the size, term, composition, and diversification of positions held, as well as market volatility and liquidity.  For instruments such as options, the time period during which the option may be exercised and the relationship between the current market price of the underlying instrument and the option’s contractual strike or exercise price also affects the level of market risk.  A significant factor influencing the overall level of market risk to which Entergy is exposed is its use of hedging techniques to mitigate such risk.  Hedging instruments and volumes are chosen based on ability to mitigate risk associated with future energy and capacity prices; however, other considerations are factored into hedge product and volume decisions including corporate liquidity, corporate credit ratings, counterparty credit risk, hedging costs, firm settlement risk, and product availability in the marketplace.  Entergy manages market risk by actively monitoring compliance with stated risk management policies as well as monitoring the effectiveness of its hedging policies and strategies.  Entergy’s risk management policies limit the amount of total net exposure and rolling net exposure during the stated periods.  These policies, including related risk limits, are regularly assessed to ensure their appropriateness given Entergy’s objectives.

Derivatives

Some derivative instruments are classified as cash flow hedges due to their financial settlement provisions while others are classified as normal purchase/normal sale transactions due to their physical settlement provisions.  Normal purchase/normal sale risk management tools include power purchase and sales agreements, fuel purchase agreements, capacity contracts, and tolling agreements.  Financially-settled cash flow hedges can include natural gas and electricity swaps and options and interest rate swaps.  Entergy may enter into financially-settled swap and option contracts to manage market risk that may or may not be designated as hedging instruments.

Entergy enters into derivatives only to manage natural risks inherent in its physical or financial assets or liabilities.  The maximum length of time over which Entergy is currently hedging the variability in future cash flows with derivatives for forecasted power transactions at June 30, 2014 is approximately 2.5 years.  Planned generation currently under contract from Entergy Wholesale Commodities nuclear power plants is 77% for the remainder of 2014, of which approximately 60% is sold under financial derivatives and the remainder under normal purchase/normal sale contracts.  Total planned generation for the remainder of 2014 is 20 TWh.

Entergy manages fuel price volatility for its Louisiana jurisdictions (Entergy Gulf States Louisiana, Entergy Louisiana, and Entergy New Orleans) and Entergy Mississippi through the purchase of short-term natural gas swaps that financially settle against NYMEX futures.  These swaps are marked-to-market through fuel expense with offsetting regulatory assets or liabilities.  All benefits or costs of the program are recorded in fuel costs.  The notional volumes of these swaps are based on a portion of projected annual exposure to gas for electric generation and projected winter purchases for gas distribution at Entergy Gulf States Louisiana and Entergy New Orleans.  The total volume of natural gas swaps outstanding as of June 30, 2014 is 24,853,000 MMBtu for Entergy, 10,200,000 MMBtu for Entergy Gulf States Louisiana, 10,150,000 MMBtu for Entergy Louisiana, 4,190,000 MMBtu for Entergy Mississippi, and 313,000 MMBtu for Entergy New Orleans.  Credit support for these natural gas swaps is covered by master agreements that do not require collateralization based on mark-to-market value, but do carry adequate assurance language that may lead to collateralization requests.

During the second quarter 2014, Entergy participated in the annual FTR auction process for the MISO planning year of June 1, 2014 through May 31, 2015. FTRs are derivative instruments which represent economic hedges of future congestion charges that will be incurred in serving Entergy’s customer load. They are not designated as hedging instruments. Entergy initially records FTRs at their estimated fair value and subsequently adjusts the carrying value to their estimated fair value at the end of each accounting period prior to settlement. Unrealized gains or losses on FTRs held by Entergy Wholesale Commodities are included in operating revenues. The Utility operating companies recognize regulatory liabilities or assets for unrealized gains or losses on FTRs. The total volume of FTRs outstanding as of June 30, 2014 is 105,297 GWh for Entergy, including 22,736 GWh for Entergy Arkansas, 22,966 GWh for Entergy Gulf States Louisiana, 25,061 GWh for Entergy Louisiana, 13,053 GWh for Entergy Mississippi, 8,078 GWh for Entergy New Orleans, and 13,264 GWh for Entergy Texas. Credit support for FTRs held by the Utility operating companies is covered by cash or letters of credit issued by each Utility operating company as required by MISO. Credit

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support for FTRs held by Entergy Wholesale Commodities is covered by cash. As of June 30, 2014, no cash collateral was required to be posted.

The fair values of Entergy’s derivative instruments in the consolidated balance sheet as of June 30, 2014 are shown in the table below.  Certain investments, including those not designated as hedging instruments, are subject to master netting arrangements and are presented in the balance sheet on a net basis in accordance with accounting guidance for derivatives and hedging.
Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Offset (b)
 
Net (c) (d)
 
Business
 
 
 
 
(In Millions)
 
 
Derivatives designated as hedging instruments
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Prepayments and other (current portion)
 
$100
 
($93)
 
$7
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other deferred debits and other assets (non-current portion)
 
$21
 
($5)
 
$16
 
Entergy Wholesale Commodities
Liabilities:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Other current liabilities
(current portion)
 
$170
 
($113)
 
$57
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other non-current liabilities (non-current portion)
 
$45
 
($7)
 
$38
 
Entergy Wholesale Commodities
Derivatives not designated as hedging instruments
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Prepayments and other (current portion)
 
$81
 
($71)
 
$10
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other deferred debits and other assets (non-current portion)
 
$2
 
$1
 
$3
 
Entergy Wholesale Commodities
Natural gas swaps
 
Prepayments and other
 
$3
 
$—
 
$3
 
Utility
FTRs
 
Prepayments and other
 
$163
 
($19)
 
$144
 
Utility and Entergy Wholesale Commodities
Liabilities:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Other current liabilities(current portion)
 
$75
 
($48)
 
$27
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other non-current liabilities (non-current portion)
 
$2
 
$—
 
$2
 
Entergy Wholesale Commodities

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The fair values of Entergy’s derivative instruments in the consolidated balance sheet as of December 31, 2013 are shown in the table below.  Certain investments, including those not designated as hedging instruments, are subject to master netting arrangements and are presented in the balance sheet on a net basis in accordance with accounting guidance for derivatives and hedging.
Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Offset (b)
 
Net (c) (d)
 
Business
 
 
 
 
(In Millions)
 
 
Derivatives designated as hedging instruments
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Prepayments and other (current portion)
 
$118
 
($99)
 
$19
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other deferred debits and other assets (non-current portion)
 
$17
 
($17)
 
$—
 
Entergy Wholesale Commodities
Liabilities:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Other current liabilities (current portion)
 
$197
 
($131)
 
$66
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other non-current liabilities (non-current portion)
 
$46
 
($17)
 
$29
 
Entergy Wholesale Commodities
Derivatives not designated as hedging instruments
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Prepayments and other (current portion)
 
$177
 
($122)
 
$55
 
Entergy Wholesale Commodities
Natural gas swaps
 
Prepayments and other
 
$6
 
$—
 
$6
 
Utility
FTRs
 
Prepayments and other
 
$36
 
($2)
 
$34
 
Utility and Entergy Wholesale Commodities
Liabilities:
 
 
 
 
 
 
 
 
 
 
Electricity swaps and options
 
Other current liabilities (current portion)
 
$201
 
($89)
 
$112
 
Entergy Wholesale Commodities

(a)
Represents the gross amounts of recognized assets/liabilities
(b)
Represents the netting of fair value balances with the same counterparty
(c)
Represents the net amounts of assets /liabilities presented on the Entergy Consolidated Balance Sheets
(d)
Excludes cash collateral in the amounts of $13 million posted as of June 30, 2014 and $47 million posted and $4 million held as of December 31, 2013, respectively

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Notes to Financial Statements

The effect of Entergy’s derivative instruments designated as cash flow hedges on the consolidated income statements for the three months ended June 30, 2014 and 2013 are as follows:
Instrument
 
Amount of gain (loss)
recognized in other
comprehensive income
 
Income Statement location
 
Amount of gain
 reclassified from
AOCI into income
 
 
(In Millions)
 
 
 
(In Millions)
2014
 
 
 
 
 
 
Electricity swaps and options
 
($11)
 
Competitive businesses operating revenues
 
$—
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Electricity swaps and options
 
$54
 
Competitive businesses operating revenues
 
$4

The effect of Entergy’s derivative instruments designated as cash flow hedges on the consolidated income statements for the six months ended June 30, 2014 and 2013 are as follows:
Instrument
 
Amount of loss recognized in other
comprehensive income
 
Income Statement location
 
Amount of gain (loss)
 reclassified from
AOCI into income

 
(In Millions)
 
 
 
(In Millions)
2014
 
 
 
 
 
 
Electricity swaps and options
 
($185)
 
Competitive businesses operating revenues
 
($195)
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Electricity swaps and options
 
($74)
 
Competitive businesses operating revenues
 
$2

Electricity over-the-counter instruments that financially settle against day-ahead power pool prices are used to manage price exposure for Entergy Wholesale Commodities generation.  Unrealized gains or losses recorded in other comprehensive income result from hedging power output at the Entergy Wholesale Commodities power plants.  The related gains or losses from hedging power are included in operating revenues when realized. Gains realized on the maturity of cash flow hedges for the three months ended June 30, 2014 were insignificant. Gains totaling approximately $4 million were realized on the maturity of cash flow hedges, before taxes of $2 million, for the three months ended June 30, 2013. Gains (losses) totaling approximately ($195) million and $2 million were realized on the maturity of cash flow hedges, before taxes (benefit) of ($68) million and $1 million, for the six months ended June 30, 2014 and 2013, respectively. The change in fair value of Entergy’s cash flow hedges due to ineffectiveness during the three months ended June 30, 2014 and 2013 was $0.8 million and $0.8 million, respectively. The change in fair value of Entergy’s cash flow hedges due to ineffectiveness during the six months ended June 30, 2014 and 2013 was $1.8 million and ($0.5) million, respectively. The ineffective portion of cash flow hedges is recorded in competitive businesses operating revenues.

Based on market prices as of June 30, 2014, unrealized losses recorded in AOCI on cash flow hedges relating to power sales totaled ($108) million of net unrealized losses.  Approximately ($76) million is expected to be reclassified from AOCI to operating revenues in the next twelve months.  The actual amount reclassified from AOCI, however, could vary due to future changes in market prices.


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Certain of the agreements to sell the power produced by Entergy Wholesale Commodities power plants contain provisions that require an Entergy subsidiary to provide collateral to secure its obligations when the current market prices exceed the contracted power prices.  The primary form of collateral to satisfy these requirements is an Entergy Corporation guarantee.  As of June 30, 2014, derivative contracts with ten counterparties were in a liability position (approximately $93 million total). In addition to the corporate guarantee, $13 million in cash collateral was required to be posted. As of June 30, 2013, derivative contracts with four counterparties were in a liability position (approximately $10 million total), but were significantly below the amount of the guarantee provided under the contract and no cash collateral was required. If the Entergy Corporation credit rating falls below investment grade, the effect of the corporate guarantee is typically ignored and Entergy would have to post collateral equal to the estimated outstanding liability under the contract at the applicable date.

Entergy may effectively liquidate a cash flow hedge instrument by entering into a contract offsetting the original hedge, and then de-designating the original hedge in this situation.  Gains or losses accumulated in other comprehensive income prior to de-designation continue to be deferred in other comprehensive income until they are included in income as the original hedged transaction occurs. From the point of de-designation, the gains or losses on the original hedge and the offsetting contract are recorded as assets or liabilities on the balance sheet and offset as they flow through to earnings.

The effect of Entergy’s derivative instruments not designated as hedging instruments on the consolidated income statements for the three months ended June 30, 2014 and 2013 is as follows:
Instrument
 
Amount of loss
recognized in AOCI
 
Income Statement
location
 
Amount of gain (loss)
recorded in the income statement
 
 
(In Millions)
 
 
 
(In Millions)
2014
 
 
 
 
 
 
Natural gas swaps
 
 
Fuel, fuel-related expenses, and gas purchased for resale
(a)
$4
FTRs
 
 
Purchased power expense
(b)
$89
Electricity swaps and options de-designated as hedged items
 
($14)
 
Competitive business operating revenues
 
$4
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Natural gas swaps
 
 
Fuel, fuel-related expenses, and gas purchased for resale
(a)
$29
Electricity swaps and options de-designated as hedged items
 
($1)
 
Competitive business operating revenues
 
($9)

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Notes to Financial Statements

The effect of Entergy’s derivative instruments not designated as hedging instruments on the consolidated income statements for the six months ended June 30, 2014 and 2013 is as follows:
Instrument

Amount of gain
recognized in AOCI

Income Statement
location

Amount of gain (loss)
recorded in the income statement
 
 
(In Millions)
 
 
 
(In Millions)
2014
 

 
 
 
 
Natural gas swaps
 
 
Fuel, fuel-related expenses, and gas purchased for resale
(a)
$21
FTRs


Purchased power expense
(b)
$135
Electricity swaps and options de-designated as hedged items
 
$7
 
Competitive business operating revenues
 
$25
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Natural gas swaps
 
 
Fuel, fuel-related expenses, and gas purchased for resale
(a)
$9
Electricity swaps and options de-designated as hedged items
 
$—
 
Competitive business operating revenues
 
($10)

(a)
Due to regulatory treatment, the natural gas swaps are marked-to-market through fuel, fuel-related expenses, and gas purchased for resale and then such amounts are simultaneously reversed and recorded as an offsetting regulatory asset or liability.  The gains or losses recorded as fuel expenses when the swaps are settled are recovered or refunded through fuel cost recovery mechanisms.
(b)
Due to regulatory treatment, the changes in the estimated fair value of FTRs are recorded through purchased power expense and then such amounts are simultaneously reversed and recorded as an offsetting regulatory asset or liability.  The gains or losses recorded as purchased power expense when the FTRs are settled are recovered or refunded through fuel cost recovery mechanisms.

The fair values of the Registrant Subsidiaries’ derivative instruments not designated as hedging instruments on their balance sheets as of June 30, 2014 are as follows:
Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Registrant
 
 
 
 
(In Millions)
 
 
Assets:
 
 
 
 
 
 
Natural gas swaps
 
Gas hedge contracts
 
$1.2
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Gas hedge contracts
 
$1.5
 
Entergy Louisiana
Natural gas swaps
 
Prepayments and other
 
$0.6
 
Entergy Mississippi
 
 
 
 
 
 
 
FTRs
 
Prepayments and other
 
$3.0
 
Entergy Arkansas
FTRs
 
Prepayments and other
 
$47.2
 
Entergy Gulf States Louisiana
FTRs
 
Prepayments and other
 
$23.6
 
Entergy Louisiana
FTRs
 
Prepayments and other
 
$12.7
 
Entergy Mississippi
FTRs
 
Prepayments and other
 
$8.5
 
Entergy New Orleans
FTRs
 
Prepayments and other
 
$47.8
 
Entergy Texas


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Notes to Financial Statements

The fair values of the Registrant Subsidiaries’ derivative instruments not designated as hedging instruments on their balance sheets as of December 31, 2013 are as follows:
Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Registrant
 
 
 
 
(In Millions)
 
 
Assets:
 
 
 
 
 
 
Natural gas swaps
 
Gas hedge contracts
 

$2.2

 
Entergy Gulf States Louisiana
Natural gas swaps
 
Gas hedge contracts
 

$2.9

 
Entergy Louisiana
Natural gas swaps
 
Prepayments and other
 

$0.7

 
Entergy Mississippi
Natural gas swaps
 
Prepayments and other
 

$0.1

 
Entergy New Orleans
 
 
 
 
 
 
 
FTRs
 
Prepayments and other
 

$6.7

 
Entergy Gulf States Louisiana
FTRs
 
Prepayments and other
 

$5.7

 
Entergy Louisiana
FTRs
 
Prepayments and other
 

$1.0

 
Entergy Mississippi
FTRs
 
Prepayments and other
 

$2.0

 
Entergy New Orleans
FTRs
 
Prepayments and other
 

$18.4

 
Entergy Texas

(a)
No cash collateral was required to be posted as of June 30, 2014 and December 31, 2013, respectively.

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The effects of the Registrant Subsidiaries’ derivative instruments not designated as hedging instruments on their income statements for the three months ended June 30, 2014 and 2013 are as follows:
Instrument
 
Income Statement Location
 
Amount of gain
(loss) recorded
in the income statement
 
Registrant
 
 
 
 
(In Millions)
 
 
2014
 
 
 
 
 
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$1.4
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$2.2
 
Entergy Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$0.6
 
Entergy Mississippi
 
 
 
 
 
 
 
FTRs
 
Purchased power expense
 
$6.7
 
Entergy Arkansas
FTRs
 
Purchased power expense
 
$26.1
 
Entergy Gulf States Louisiana
FTRs
 
Purchased power expense
 
$12.4
 
Entergy Louisiana
FTRs
 
Purchased power expense
 
$4.5
 
Entergy Mississippi
FTRs
 
Purchased power expense
 
$3.3
 
Entergy New Orleans
FTRs
 
Purchased power expense
 
$33.4
 
Entergy Texas
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$9.0
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$12.2
 
Entergy Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$7.9
 
Entergy Mississippi
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($0.1)
 
Entergy New Orleans




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The effects of the Registrant Subsidiaries’ derivative instruments not designated as hedging instruments on their income statements for the six months ended June 30, 2014 and 2013 are as follows:
Instrument

Income Statement Location

Amount of gain
(loss) recorded
in the income statement

Registrant
 
 
 
 
(In Millions)
 
 
2014
 
 
 

 
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$8.2
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$10.2
 
Entergy Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$2.2
 
Entergy Mississippi
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$0.7
 
Entergy New Orleans
 
 
 
 
 
 
 
FTRs
 
Purchased power expense
 
$11.8
 
Entergy Arkansas
FTRs
 
Purchased power expense
 
$35.1
 
Entergy Gulf States Louisiana
FTRs
 
Purchased power expense
 
$20.4
 
Entergy Louisiana
FTRs
 
Purchased power expense
 
$12.3
 
Entergy Mississippi
FTRs
 
Purchased power expense
 
$6.3
 
Entergy New Orleans
FTRs
 
Purchased power expense
 
$46.2
 
Entergy Texas
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$2.8
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$3.9
 
Entergy Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$2.5
 
Entergy Mississippi
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($0.1)
 
Entergy New Orleans

Fair Values

The estimated fair values of Entergy’s financial instruments and derivatives are determined using historical prices, bid prices, market quotes, and financial modeling.  Considerable judgment is required in developing the estimates of fair value.  Therefore, estimates are not necessarily indicative of the amounts that Entergy could realize in a current market exchange.  Gains or losses realized on financial instruments other than those instruments held by the Entergy Wholesale Commodities business are reflected in future rates and therefore do not affect net income. Entergy considers the carrying amounts of most financial instruments classified as current assets and liabilities to be a reasonable estimate of their fair value because of the short maturity of these instruments.

Accounting standards define fair value as an exit price, or the price that would be received to sell an asset or the amount that would be paid to transfer a liability in an orderly transaction between knowledgeable market participants at the date of measurement.  Entergy and the Registrant Subsidiaries use assumptions or market input data that market participants would use in pricing assets or liabilities at fair value.  The inputs can be readily observable, corroborated by market data, or generally unobservable.  Entergy and the Registrant Subsidiaries endeavor to use the best available information to determine fair value.


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Accounting standards establish a fair value hierarchy that prioritizes the inputs used to measure fair value.  The hierarchy establishes the highest priority for unadjusted market quotes in an active market for the identical asset or liability and the lowest priority for unobservable inputs.  The three levels of the fair value hierarchy are:

Level 1 - Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.  Level 1 primarily consists of individually owned common stocks, cash equivalents (temporary cash investments, securitization recovery trust account, and escrow accounts), debt instruments, and gas hedge contracts.  Cash equivalents includes all unrestricted highly liquid debt instruments with an original or remaining maturity of three months or less at the date of purchase.

Level 2 - Level 2 inputs are inputs other than quoted prices included in Level 1 that are, either directly or indirectly, observable for the asset or liability at the measurement date.  Assets are valued based on prices derived by independent third parties that use inputs such as benchmark yields, reported trades, broker/dealer quotes, and issuer spreads.  Prices are reviewed and can be challenged with the independent parties and/or overridden by Entergy if it is believed such would be more reflective of fair value.  Level 2 inputs include the following:

-    quoted prices for similar assets or liabilities in active markets;
-    quoted prices for identical assets or liabilities in inactive markets;
-    inputs other than quoted prices that are observable for the asset or liability; or
-
inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 2 consists primarily of individually-owned debt instruments or shares in common trusts.  Common trust funds are stated at estimated fair value based on the fair market value of the underlying investments.

Level 3 - Level 3 inputs are pricing inputs that are generally less observable or unobservable from objective sources.  These inputs are used with internally developed methodologies to produce management’s best estimate of fair value for the asset or liability.  Level 3 consists primarily of FTRs and derivative power contracts used as cash flow hedges of power sales at merchant power plants.

The values for power contract assets or liabilities are based on both observable inputs including public market prices and interest rates, and unobservable inputs such as implied volatilities, unit contingent discounts, expected basis differences, and credit adjusted counterparty interest rates.  They are classified as Level 3 assets and liabilities.  The valuations of these assets and liabilities are performed by the Entergy Wholesale Commodities Risk Control Group and the Entergy Wholesale Commodities Accounting Policy and External Reporting group.  The primary functions of the Entergy Wholesale Commodities Risk Control Group include: gathering, validating and reporting market data, providing market risk analyses and valuations in support of Entergy Wholesale Commodities’ commercial transactions, developing and administering protocols for the management of market risks, and implementing and maintaining controls around changes to market data in the energy trading and risk management system.  The Risk Control group is also responsible for managing the energy trading and risk management system, forecasting revenues, forward positions and analysis.  The Entergy Wholesale Commodities Accounting Policy and External Reporting group performs functions related to market and counterparty settlements, revenue reporting and analysis and financial accounting. The Entergy Wholesale Commodities Risk Control Group reports to the Vice President, Treasury while the Entergy Wholesale Commodities Accounting Policy and External Reporting group reports to the Vice President, Accounting Policy and External Reporting.

The amounts reflected as the fair value of electricity swaps are based on the estimated amount that the contracts are in-the-money at the balance sheet date (treated as an asset) or out-of-the-money at the balance sheet date (treated as a liability) and would equal the estimated amount receivable to or payable by Entergy if the contracts were settled

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at that date.  These derivative contracts include cash flow hedges that swap fixed for floating cash flows for sales of the output from the Entergy Wholesale Commodities business.  The fair values are based on the mark-to-market comparison between the fixed contract prices and the floating prices determined each period from quoted forward power market prices.  The differences between the fixed price in the swap contract and these market-related prices multiplied by the volume specified in the contract and discounted at the counterparties’ credit adjusted risk free rate are recorded as derivative contract assets or liabilities.  For contracts that have unit contingent terms, a further discount is applied based on the historical relationship between contract and market prices for similar contract terms.

The amounts reflected as the fair values of electricity options are valued based on a Black Scholes model, and are calculated at the end of each month for accounting purposes.  Inputs to the valuation include end of day forward market prices for the period when the transactions will settle, implied volatilities based on market volatilities provided by a third party data aggregator, and US Treasury rates for a risk-free return rate.  As described further below, prices and implied volatilities are reviewed and can be adjusted if it is determined that there is a better representation of fair value.  

On a daily basis, Entergy Wholesale Commodities Risk Control Group calculates the mark-to-market for electricity swaps and options.  Entergy Wholesale Commodities Risk Control Group also validates forward market prices by comparing them to other sources of forward market prices or to settlement prices of actual market transactions.  Significant differences are analyzed and potentially adjusted based on these other sources of forward market prices or settlement prices of actual market transactions.  Implied volatilities used to value options are also validated using actual counterparty quotes for Entergy Wholesale Commodities transactions when available, and uses multiple sources of market implied volatilities.  Moreover, on at least a monthly basis, the Office of Corporate Risk Oversight confirms the mark-to-market calculations and prepares price scenarios and credit downgrade scenario analysis.  The scenario analysis is communicated to senior management within Entergy and within Entergy Wholesale Commodities.  Finally, for all proposed derivative transactions, an analysis is completed to assess the risk of adding the proposed derivative to Entergy Wholesale Commodities’s portfolio.  In particular, the credit, liquidity, and financial metrics impacts are calculated for this analysis.  This analysis is communicated to senior management within Entergy and Entergy Wholesale Commodities.

The values of FTRs are based on unobservable inputs, including estimates of future congestion costs in MISO between applicable generation and load pricing nodes based on prices published by MISO.  They are classified as Level 3 assets and liabilities.  The valuations of these assets and liabilities are performed by the Entergy Wholesale Commodities Risk Control Group for the unregulated business and by the System Planning and Operations Risk Control Group for the Utility operating companies.  Entergy’s Accounting Policy group reviews these valuations for reasonableness, with the assistance of others within the organization with knowledge of the various inputs and assumptions used in the valuation. The System Planning and Operations Risk Control Group reports to the Vice President, Treasury.  The Accounting Policy group reports to the Vice President, Accounting Policy and External Reporting.


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Notes to Financial Statements

The following tables set forth, by level within the fair value hierarchy, Entergy’s assets and liabilities that are accounted for at fair value on a recurring basis as of June 30, 2014 and December 31, 2013.  The assessment of the significance of a particular input to a fair value measurement requires judgment and may affect their placement within the fair value hierarchy levels.
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$501

 

$—

 

$—

 

$501

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
426

 
2,767

(b)

 
3,193

Debt securities
 
837

 
1,135

 

 
1,972

Power contracts
 

 

 
36

 
36

Securitization recovery trust account
 
39

 

 

 
39

Escrow accounts
 
90

 

 

 
90

Gas hedge contracts
 
3

 

 

 
3

FTRs
 

 

 
144

 
144

 
 

$1,896

 

$3,902

 

$180

 

$5,978

Liabilities:
 
 
 
 
 
 
 
 
Power contracts
 

$—

 

$—

 

$124

 

$124


2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$609

 

$—

 

$—

 

$609

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
472

 
2,601

(b)

 
3,073

Debt securities
 
783

 
1,047

 

 
1,830

Power contracts
 

 

 
74

 
74

Securitization recovery trust account
 
46

 

 

 
46

Escrow accounts
 
115

 

 

 
115

Gas hedge contracts
 
6

 

 

 
6

FTRs
 

 

 
34

 
34

 
 

$2,031

 

$3,648

 

$108

 

$5,787

Liabilities:
 
 
 
 
 
 
 
 
Power contracts
 

$—

 

$—

 

$207

 

$207


(a)
The decommissioning trust funds hold equity and fixed income securities. Equity securities are invested to approximate the returns of major market indices.  Fixed income securities are held in various governmental and corporate securities.  See Note 9 to the financial statements herein for additional information on the investment portfolios.
(b)
Commingled equity funds may be redeemed bi-monthly.


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Notes to Financial Statements

The following table sets forth a reconciliation of changes in the net assets (liabilities) for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the three months ended June 30, 2014 and 2013:
 
2014
 
2013
 
(In Millions)
Balance as of April 1,

($61
)
 

$52

Realized losses included in earnings
(28
)
 
(8
)
Unrealized gains (losses) included in earnings
35

 
(2
)
Unrealized gains included in OCI
2

 
45

Unrealized gains included as a regulatory liability/asset
85

 

Issuances of FTRs
121

 

Purchases
3

 

Settlements
(101
)
 
(4
)
Balance as of June 30,

$56

 

$83


The following table sets forth a reconciliation of changes in the net assets (liabilities) for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the six months ended June 30, 2014 and 2013:

2014

2013

(In Millions)
Balance as of January 1,

($98
)
 

$178

Realized losses included in earnings
(59
)
 
(22
)
Unrealized gains included in earnings
88

 
3

Unrealized losses included in OCI
(220
)
 
(74
)
Unrealized gains included as a regulatory liability/asset
122

 

Issuances of FTRs
121

 

Purchases
8

 

Settlements
94

 
(2
)
Balance as of June 30,

$56

 

$83


The following table sets forth a description of the types of transactions classified as Level 3 in the fair value hierarchy and significant unobservable inputs to each which cause that classification, as of June 30, 2014:
Transaction Type
 
Fair Value
as of
June 30,
2014
 
Significant
Unobservable Inputs
 
Range
from
Average
%
 
Effect on
Fair Value
 
 
(In Millions)
 
 
 
 
 
 
(In Millions)
Electricity swaps
 
($71)
 
Unit contingent discount
 
+/-
3%
 
($2)
Electricity options
 
($17)
 
Implied volatility
 
+/-
101%
 
$28


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Notes to Financial Statements

The following table sets forth an analysis of each of the types of unobservable inputs impacting the fair value of items classified as Level 3 within the fair value hierarchy, and the sensitivity to changes to those inputs:
Significant
Unobservable
Input
 
Transaction Type
 
Position
 
Change to Input
 
Effect on
Fair Value
 
 
 
 
 
 
 
 
 
Unit contingent discount
 
Electricity swaps
 
Sell
 
Increase (Decrease)
 
Decrease (Increase)
Implied volatility
 
Electricity options
 
Sell
 
Increase (Decrease)
 
Increase (Decrease)
Implied volatility
 
Electricity options
 
Buy
 
Increase (Decrease)
 
Increase (Decrease)

The following table sets forth, by level within the fair value hierarchy, the Registrant Subsidiaries’ assets that are accounted for at fair value on a recurring basis as of June 30, 2014 and December 31, 2013.  The assessment of the significance of a particular input to a fair value measurement requires judgment and may affect its placement within the fair value hierarchy levels.

Entergy Arkansas
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 

$2.7

 

$478.3

(b)

$—

 

$481.0

Debt securities
 
51.8

 
213.4

 

 
265.2

Securitization recovery trust account
 
4.3

 

 

 
4.3

Escrow accounts
 
12.2

 

 

 
12.2

FTRs
 

 

 
3.0

 
3.0

 
 

$71.0

 

$691.7

 

$3.0

 

$765.7


2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$122.8

 

$—

 

$—

 

$122.8

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
13.6

 
449.7

(b)

 
463.3

Debt securities
 
58.6

 
189.0

 

 
247.6

Securitization recovery trust account
 
3.8

 

 

 
3.8

Escrow accounts
 
26.0

 

 

 
26.0

 
 

$224.8

 

$638.7

 

$—

 

$863.5



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Notes to Financial Statements

Entergy Gulf States Louisiana
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$30.1

 

$—

 

$—

 

$30.1

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
13.1

 
365.6

(b)

 
378.7

Debt securities
 
76.0

 
152.9

 

 
228.9

Escrow accounts
 
21.5

 

 

 
21.5

Gas hedge contracts
 
1.2

 

 

 
1.2

FTRs
 

 

 
47.2

 
47.2

 
 

$141.9

 

$518.5

 

$47.2

 

$707.6


2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$13.8

 

$—

 

$—

 

$13.8

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
27.6

 
343.2

(b)

 
370.8

Debt securities
 
71.7

 
131.2

 

 
202.9

Escrow accounts
 
21.5

 

 

 
21.5

Gas hedge contracts
 
2.2

 

 

 
2.2

FTRs
 

 

 
6.7

 
6.7

 
 

$136.8

 

$474.4

 

$6.7

 

$617.9


Entergy Louisiana
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$2.6

 

$—

 

$—

 

$2.6

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
6.5

 
223.5

(b)

 
230.0

Debt securities
 
65.3

 
71.3

 

 
136.6

Securitization recovery trust account
 
3.4

 

 

 
3.4

Gas hedge contracts
 
1.5

 

 

 
1.5

FTRs
 

 

 
23.6

 
23.6

 
 

$79.3

 

$294.8

 

$23.6

 

$397.7



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Notes to Financial Statements

2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$123.6

 

$—

 

$—

 

$123.6

Decommissioning trust funds (a):
 
 

 
 

 
 

 
 

Equity securities
 
13.5

 
210.7

(b)

 
224.2

Debt securities
 
61.7

 
61.4

 

 
123.1

Securitization recovery trust account
 
4.5

 

 

 
4.5

Gas hedge contacts
 
2.9

 

 

 
2.9

FTRs
 

 

 
5.7

 
5.7

 
 

$206.2

 

$272.1

 

$5.7

 

$484.0


Entergy Mississippi
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$15.7

 

$—

 

$—

 

$15.7

Escrow accounts
 
41.8

 

 

 
41.8

Gas hedge contracts
 
0.6

 

 

 
0.6

FTRs
 

 

 
12.7

 
12.7

 
 

$58.1

 

$—

 

$12.7

 

$70.8


2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Escrow accounts
 

$51.8

 

$—

 

$—

 

$51.8

Gas hedge contracts
 
0.7

 

 

 
0.7

FTRs
 

 

 
1.0

 
1.0

 
 

$52.5

 

$—

 

$1.0

 

$53.5


Entergy New Orleans
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$15.6

 

$—

 

$—

 

$15.6

Escrow accounts
 
14.1

 

 

 
14.1

FTRs
 

 

 
8.5

 
8.5

 
 

$29.7

 

$—

 

$8.5

 

$38.2



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Notes to Financial Statements

2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$33.2

 

$—

 

$—

 

$33.2

Escrow accounts
 
10.5

 

 

 
10.5

Gas hedge contracts
 
0.1

 

 

 
0.1

FTRs
 

 

 
2.0

 
2.0

 
 

$43.8

 

$—

 

$2.0

 

$45.8


Entergy Texas
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$10.8

 

$—

 

$—

 

$10.8

Securitization recovery trust account
 
31.2

 

 

 
31.2

FTRs
 

 

 
47.8

 
47.8

 
 

$42.0

 

$—

 

$47.8

 

$89.8


2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$44.1

 

$—

 

$—

 

$44.1

Securitization recovery trust account
 
37.5

 

 

 
37.5

FTRs
 

 

 
18.4

 
18.4

 
 

$81.6

 

$—

 

$18.4

 

$100.0


System Energy
2014
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$84.2

 

$—

 

$—

 

$84.2

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
1.5

 
402.1

(b)

 
403.6

Debt securities
 
181.1

 
60.5

 

 
241.6

 
 

$266.8

 

$462.6

 

$—

 

$729.4


2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(In Millions)
Assets:
 
 
 
 
 
 
 
 
Temporary cash investments
 

$64.6

 

$—

 

$—

 

$64.6

Decommissioning trust funds (a):
 
 
 
 
 
 
 
 
Equity securities
 
2.2

 
377.8

(b)

 
380.0

Debt securities
 
152.9

 
71.0

 

 
223.9

 
 

$219.7

 

$448.8

 

$—

 

$668.5


(a)
The decommissioning trust funds hold equity and fixed income securities. Equity securities are invested to approximate the returns of major market indices.  Fixed income securities are held in various governmental

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Notes to Financial Statements

and corporate securities.  See Note 9 to the financial statements herein for additional information on the investment portfolios.
(b)
Commingled equity funds may be redeemed bi-monthly.

The following table sets forth a reconciliation of changes in the net assets (liabilities) for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the three months ended June 30, 2014.

Entergy
Arkansas

Entergy
Gulf States
Louisiana

Entergy
Louisiana

Entergy
Mississippi

Entergy
New
Orleans

Entergy
Texas
 
(In Millions)


















Balance as of April 1,

$2.7



$5.4



$3.0



$4.8



$1.0



$7.4

Issuances of FTRs
4.2


37.3


21.5


15.2


8.3


33.2

Unrealized gains (losses) included as a regulatory liability/asset
2.8


30.6


11.5


(2.8
)

2.5


40.6

Settlements
(6.7
)

(26.1
)

(12.4
)

(4.5
)

(3.3
)

(33.4
)
Balance as of June 30,

$3.0



$47.2



$23.6



$12.7



$8.5



$47.8


The following table sets forth a reconciliation of changes in the net assets (liabilities) for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the six months ended June 30, 2014.
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
Entergy
Louisiana
 
Entergy
Mississippi
 
Entergy
New
Orleans
 
Entergy
Texas
 
(In Millions)
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of January 1,

$—

 

$6.7

 

$5.7

 

$1.0

 

$2.0

 

$18.4

Issuances of FTRs
4.2

 
37.3

 
21.5

 
15.2

 
8.3

 
33.2

Unrealized gains included as a regulatory liability/asset
10.6

 
38.3

 
16.8

 
8.8

 
4.5

 
42.4

Settlements
(11.8
)
 
(35.1
)
 
(20.4
)
 
(12.3
)
 
(6.3
)
 
(46.2
)
Balance as of June 30,

$3.0

 

$47.2

 

$23.6

 

$12.7

 

$8.5

 

$47.8



NOTE 9.  DECOMMISSIONING TRUST FUNDS (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy)

Entergy holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The NRC requires Entergy subsidiaries to maintain trusts to fund the costs of decommissioning ANO 1, ANO 2, River Bend, Waterford 3, Grand Gulf, Pilgrim, Indian Point 1 and 2, Vermont Yankee, and Palisades (NYPA currently retains the decommissioning trusts and liabilities for Indian Point 3 and FitzPatrick).  The funds are invested primarily in equity securities, fixed-rate debt securities, and cash and cash equivalents.

Entergy records decommissioning trust funds on the balance sheet at their fair value.  Because of the ability of the Registrant Subsidiaries to recover decommissioning costs in rates and in accordance with the regulatory treatment for decommissioning trust funds, the Registrant Subsidiaries have recorded an offsetting amount of unrealized gains/(losses) on investment securities in other regulatory liabilities/assets.  For the nonregulated portion of River Bend,

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Notes to Financial Statements

Entergy Gulf States Louisiana has recorded an offsetting amount of unrealized gains/(losses) in other deferred credits.  Decommissioning trust funds for Pilgrim, Indian Point 1 and 2, Vermont Yankee, and Palisades do not meet the criteria for regulatory accounting treatment.  Accordingly, unrealized gains recorded on the assets in these trust funds are recognized in the accumulated other comprehensive income component of shareholders’ equity because these assets are classified as available-for-sale.  Unrealized losses (where cost exceeds fair market value) on the assets in these trust funds are also recorded in the accumulated other comprehensive income component of shareholders’ equity unless the unrealized loss is other than temporary and therefore recorded in earnings.  Generally, Entergy records realized gains and losses on its debt and equity securities using the specific identification method to determine the cost basis of its securities.

The securities held as of June 30, 2014 and December 31, 2013 are summarized as follows:
 
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
 
 
(In Millions)
2014
 
 
 
 
 
 
Equity Securities
 

$3,193

 

$1,409

 

$1

Debt Securities
 
1,972

 
67

 
8

Total
 

$5,165

 

$1,476

 

$9

 
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
 
 
(In Millions)
2013
 
 
 
 
 
 
Equity Securities
 

$3,073

 

$1,260

 

$—

Debt Securities
 
1,830

 
47

 
29

Total
 

$4,903

 

$1,307

 

$29


Deferred taxes on unrealized gains/(losses) are recorded in other comprehensive income for the decommissioning trusts which do not meet the criteria for regulatory accounting treatment as described above. Unrealized gains/(losses) above are reported before deferred taxes of $365 million and $329 million as of June 30, 2014 and December 31, 2013, respectively.  The amortized cost of debt securities was $1,921 million as of June 30, 2014 and $1,843 million as of December 31, 2013.  As of June 30, 2014, the debt securities have an average coupon rate of approximately 3.33%, an average duration of approximately 5.41 years, and an average maturity of approximately 7.93 years.  The equity securities are generally held in funds that are designed to approximate or somewhat exceed the return of the Standard & Poor’s 500 Index.  A relatively small percentage of the equity securities are held in funds intended to replicate the return of the Wilshire 4500 Index or the Russell 3000 Index.


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Notes to Financial Statements

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2014:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$7

 

$1

 

$171

 

$1

More than 12 months

 

 
242

 
7

Total

$7

 

$1

 

$413

 

$8


The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2013:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$892

 

$24

More than 12 months

 

 
60

 
5

Total

$—

 

$—

 

$952

 

$29


The unrealized losses in excess of twelve months on equity securities above relate to Entergy’s Utility operating companies and System Energy.

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2014 and December 31, 2013 are as follows:
 
2014
 
2013
 
(In Millions)
less than 1 year

$91

 

$83

1 year - 5 years
812

 
752

5 years - 10 years
612

 
620

10 years - 15 years
169

 
169

15 years - 20 years
60

 
52

20 years+
228

 
154

Total

$1,972

 

$1,830


During the three months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $445 million and $382 million, respectively.  During the three months ended June 30, 2014 and 2013, gross gains of $6 million and $16 million, respectively, and gross losses of $1 million and $1 million, respectively, were reclassified out of other comprehensive income or other regulatory liabilities/assets into earnings.

During the six months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $982 million and $780 million, respectively.  During the six months ended June 30, 2014 and 2013, gross gains of $12 million and $22 million, respectively, and gross losses of $3 million and $3 million, respectively, were reclassified out of other comprehensive income or other regulatory liabilities/assets into earnings.

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Notes to Financial Statements

Entergy Arkansas

Entergy Arkansas holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2014 and December 31, 2013 are summarized as follows:
 
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
 
 
(In Millions)
2014
 
 
 
 
 
 
Equity Securities
 

$481.0

 

$238.4

 

$—

Debt Securities
 
265.2

 
6.5

 
1.5

Total
 

$746.2

 

$244.9

 

$1.5

 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Equity Securities
 

$463.3

 

$214.0

 

$—

Debt Securities
 
247.6

 
5.3

 
5.2

Total
 

$710.9

 

$219.3

 

$5.2


The amortized cost of debt securities was $260.2 million as of June 30, 2014 and $248.9 million as of December 31, 2013.  As of June 30, 2014, the debt securities have an average coupon rate of approximately 2.68%, an average duration of approximately 4.83 years, and an average maturity of approximately 5.52 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor’s 500 Index.  A relatively small percentage of the equity securities are held in funds intended to replicate the return of the Wilshire 4500 Index.

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2014:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$30.9

 

$0.1

More than 12 months

 

 
54.2

 
1.4

Total

$—

 

$—

 

$85.1

 

$1.5


The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2013:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$153.2

 

$4.8

More than 12 months

 

 
6.9

 
0.4

Total

$—

 

$—

 

$160.1

 

$5.2


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Notes to Financial Statements

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2014 and December 31, 2013 are as follows:
 
2014
 
2013
 
(In Millions)
less than 1 year

$5.6

 

$8.1

1 year - 5 years
131.1

 
110.9

5 years - 10 years
116.4

 
118.0

10 years - 15 years
3.3

 
3.9

15 years - 20 years
1.0

 
0.9

20 years+
7.8

 
5.8

Total

$265.2

 

$247.6


During the three months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $25 million and $87 million, respectively.  During the three months ended June 30, 2014 and 2013, gross gains of $0.3 million and $7.3 million, respectively, and gross losses of $0.1 million and $0.01 million, respectively were reclassified out of other regulatory liabilities/assets into earnings.

During the six months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $70.3 million and $143.1 million, respectively.  During the six months ended June 30, 2014 and 2013, gross gains of $0.4 million and $8.7 million, respectively, and gross losses of $0.3 million and $0.1 million, respectively were reclassified out of other regulatory liabilities/assets into earnings.

Entergy Gulf States Louisiana

Entergy Gulf States Louisiana holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2014 and December 31, 2013 are summarized as follows:
 
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
 
 
(In Millions)
2014
 
 
 
 
 
 
Equity Securities
 

$378.7

 

$161.1

 

$—

Debt Securities
 
228.9

 
10.7

 
0.9

Total
 

$607.6

 

$171.8

 

$0.9

 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Equity Securities
 

$370.8

 

$141.8

 

$—

Debt Securities
 
202.9

 
7.4

 
3.5

Total
 

$573.7

 

$149.2

 

$3.5


The amortized cost of debt securities was $222.8 million as of June 30, 2014 and $199.1 million as of December 31, 2013.  As of June 30, 2014, the debt securities have an average coupon rate of approximately 4.46%, an average duration of approximately 5.81 years, and an average maturity of approximately 9.46 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor’s 500 Index.  A relatively small percentage of the equity securities are held in funds intended to replicate the return of the Wilshire 4500 Index.


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Notes to Financial Statements

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2014:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$8.2

 

$—

More than 12 months

 

 
30.7

 
0.9

Total

$—

 

$—

 

$38.9

 

$0.9


The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2013:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$91.9

 

$3.1

More than 12 months

 

 
4.6

 
0.4

Total

$—

 

$—

 

$96.5

 

$3.5


The fair value of debt securities, summarized by contractual maturities, as of June 30, 2014 and December 31, 2013 are as follows:
 
2014
 
2013
 
(In Millions)
less than 1 year

$5.9

 

$7.9

1 year - 5 years
53.2

 
51.2

5 years - 10 years
83.6

 
75.5

10 years - 15 years
55.8

 
55.8

15 years - 20 years
6.0

 
4.6

20 years+
24.4

 
7.9

Total

$228.9

 

$202.9


During the three months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $45.1 million and $23.4 million, respectively.  During the three months ended June 30, 2014 and 2013, gross gains of $0.5 million and $5.2 million, respectively, and gross losses of $0.1 million and $0.01 million, respectively, were reclassified out of other regulatory liabilities/assets into earnings.

During the six months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $75.4 million and $46.7 million, respectively.  During the six months ended June 30, 2014 and 2013, gross gains of $0.7 million and $6.3 million, respectively, and gross losses of $0.2 million and $0.01 million, respectively, were reclassified out of other regulatory liabilities/assets into earnings.


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Entergy Louisiana

Entergy Louisiana holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2014 and December 31, 2013 are summarized as follows:
 
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
 
 
(In Millions)
2014
 
 
 
 
 
 
Equity Securities
 

$230.0

 

$107.5

 

$—

Debt Securities
 
136.6

 
6.0

 
0.7

Total
 

$366.6

 

$113.5

 

$0.7

 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Equity Securities
 

$224.2

 

$96.1

 

$—

Debt Securities
 
123.1

 
4.7

 
1.9

Total
 

$347.3

 

$100.8

 

$1.9


The amortized cost of debt securities was $131.5 million as of June 30, 2014 and $120.6 million as of December 31, 2013.  As of June 30, 2014, the debt securities have an average coupon rate of approximately 3.09%, an average duration of approximately 5.06 years, and an average maturity of approximately 7.98 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor’s 500 Index.  A relatively small percentage of the equity securities are held in funds intended to replicate the return of the Wilshire 4500 Index.

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2014:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$7.2

 

$—

More than 12 months

 

 
21.2

 
0.7

Total

$—

 

$—

 

$28.4

 

$0.7


The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2013:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$38.3

 

$1.7

More than 12 months

 

 
1.7

 
0.2

Total

$—

 

$—

 

$40.0

 

$1.9


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Notes to Financial Statements

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2014 and December 31, 2013 are as follows:
 
2014
 
2013
 
(In Millions)
less than 1 year

$7.8

 

$14.8

1 year - 5 years
54.4

 
41.9

5 years - 10 years
42.5

 
37.0

10 years - 15 years
6.7

 
6.6

15 years - 20 years
7.8

 
6.2

20 years+
17.4

 
16.6

Total

$136.6

 

$123.1


During the three months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $11.6 million and $5.9 million, respectively.  During the three months ended June 30, 2014 and 2013, gross gains of $0.05 million and $0.01 million, respectively, and gross losses of $0.2 thousand and $0.01 million, respectively, were reclassified out of other regulatory liabilities/assets into earnings.

During the six months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $29.7 million and $9.5 million, respectively.  During the six months ended June 30, 2014 and 2013, gross gains of $0.2 million and $0.05 million, respectively, and gross losses of $4.1 thousand and $0.02 million, respectively, were reclassified out of other regulatory liabilities/assets into earnings.

System Energy

System Energy holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2014 and December 31, 2013 are summarized as follows:
 
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
 
 
(In Millions)
2014
 
 
 
 
 
 
Equity Securities
 

$403.6

 

$171.4

 

$—

Debt Securities
 
241.6

 
5.0

 
0.3

Total
 

$645.2

 

$176.4

 

$0.3

 
 
 
 
 
 
 
2013
 
 
 
 
 
 
Equity Securities
 

$380.0

 

$150.8

 

$—

Debt Securities
 
223.9

 
3.5

 
1.8

Total
 

$603.9

 

$154.3

 

$1.8


The amortized cost of debt securities was $236.8 million as of June 30, 2014 and $223.4 million as of December 31, 2013.  As of June 30, 2014, the debt securities have an average coupon rate of approximately 2.16%, an average duration of approximately 4.33 years, and an average maturity of approximately 5.93 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor’s 500 Index.  A relatively small percentage of the equity securities are held in funds intended to replicate the return of the Wilshire 4500 Index.


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Notes to Financial Statements

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2014:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$28.1

 

$—

More than 12 months

 

 
14.7

 
0.3

Total

$—

 

$—

 

$42.8

 

$0.3


The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2013:
 
Equity Securities
 
Debt Securities
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
(In Millions)
Less than 12 months

$—

 

$—

 

$121.7

 

$1.7

More than 12 months

 

 
0.9

 
0.1

Total

$—

 

$—

 

$122.6

 

$1.8


The fair value of debt securities, summarized by contractual maturities, as of June 30, 2014 and December 31, 2013 are as follows:
 
2014
 
2013
 
(In Millions)
less than 1 year

$17.7

 

$5.5

1 year - 5 years
152.3

 
144.9

5 years - 10 years
44.7

 
44.3

10 years - 15 years
1.3

 
9.3

15 years - 20 years
3.5

 
1.6

20 years+
22.1

 
18.3

Total

$241.6

 

$223.9


During the three months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $101.3 million and $65.6 million, respectively.  During the three months ended June 30, 2014 and 2013, gross gains of $0.4 million and $0.8 million, respectively, and gross losses of $0.1 million and $0.3 million, respectively, were reclassified out of other regulatory liabilities/assets into earnings.

During the six months ended June 30, 2014 and 2013, proceeds from the dispositions of securities amounted to $231.6 million and $91.2 million, respectively.  During the six months ended June 30, 2014 and 2013, gross gains of $1.4 million and $0.8 million, respectively, and gross losses of $0.3 million and $0.4 million, respectively, were reclassified out of other regulatory liabilities/assets into earnings.


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Notes to Financial Statements

Other-than-temporary impairments and unrealized gains and losses

Entergy, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy evaluate unrealized losses at the end of each period to determine whether an other-than-temporary impairment has occurred.  The assessment of whether an investment in a debt security has suffered an other-than-temporary impairment is based on whether Entergy has the intent to sell or more likely than not will be required to sell the debt security before recovery of its amortized costs.  Further, if Entergy does not expect to recover the entire amortized cost basis of the debt security, an other-than-temporary impairment is considered to have occurred and it is measured by the present value of cash flows expected to be collected less the amortized cost basis (credit loss).  Entergy did not have any material other-than-temporary impairments relating to credit losses on debt securities for the three and six months ended June 30, 2014 and 2013.  The assessment of whether an investment in an equity security has suffered an other-than-temporary impairment continues to be based on a number of factors including, first, whether Entergy has the ability and intent to hold the investment to recover its value, the duration and severity of any losses, and, then, whether it is expected that the investment will recover its value within a reasonable period of time.  Entergy’s trusts are managed by third parties who operate in accordance with agreements that define investment guidelines and place restrictions on the purchases and sales of investments.  Entergy did not record material charges to other income in the three and six months ended June 30, 2014 and 2013, respectively, resulting from the recognition of the other-than-temporary impairment of certain equity securities held in its decommissioning trust funds.


NOTE 10.  INCOME TAXES (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

See “Income Tax Litigation, “Income Tax Audits, and “Other Tax Matters in Note 3 to the financial statements in the Form 10-K for a discussion of income tax proceedings, income tax audits, and other income tax matters involving Entergy.  Following is an update to that disclosure.

On March 31, 2014, New York enacted budget legislation that substantially modifies various aspects of New York tax law. The most significant effect of the legislation on Entergy is the adoption of full water’s-edge unitary combined reporting, meaning that all of Entergy’s domestic entities will be included in New York’s combined filing group. The effect of the tax law change resulted in a deferred state income tax reduction of approximately $21.5 million.


NOTE 11.  PROPERTY, PLANT, AND EQUIPMENT (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Construction Expenditures in Accounts Payable

Construction expenditures included in accounts payable at June 30, 2014 are $146.6 million for Entergy, $54.0 million for Entergy Arkansas, $24.2 million for Entergy Gulf States Louisiana, $19.4 million for Entergy Louisiana, $0.7 million for Entergy Mississippi, $0.3 million for Entergy New Orleans, $7.4 million for Entergy Texas, and $10.4 million for System Energy.  Construction expenditures included in accounts payable at December 31, 2013 are $166 million for Entergy, $61.9 million for Entergy Arkansas, $13.1 million for Entergy Gulf States Louisiana, $31.1 million for Entergy Louisiana, $2.8 million for Entergy Mississippi, $1.7 million for Entergy New Orleans, $10.9 million for Entergy Texas, and $6.7 million for System Energy.

Impairment of Long-Lived Assets

See “Impairment of Long-Lived Assets” in Note 1 to the financial statements in the Form 10-K for a discussion of the periodic reviews that Entergy performs whenever events or changes in circumstances indicate that the

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Notes to Financial Statements

recoverability of long-lived assets is uncertain.  Following are updates to that discussion regarding the Vermont Yankee nuclear power plant.

As discussed in the Form 10-K, in December 2013, Entergy and Vermont entered into a settlement agreement, with an accompanying memorandum of understanding that was filed with the Vermont Public Service Board (VPSB), under which Vermont agreed to support Entergy’s request to operate Vermont Yankee until the end of 2014. The settlement agreement provided for Entergy to make $10 million in economic transition payments, $5 million in clean energy development support, and a transitional $5 million payment to Vermont. Entergy will also set aside a new $25 million fund to ensure the Vermont Yankee site is restored after decommissioning. These terms were contingent upon the VPSB issuing by March 31, 2014 a Certificate of Public Good authorizing Vermont Yankee’s operation through 2014, and otherwise conforming to the terms of the settlement agreement. The settlement agreement also provides for the dismissal or discontinuation of other litigation between Entergy and Vermont; in the case of Entergy’s appeal of the VPSB’s March and November 2012 orders, such dismissal is contingent upon the VPSB’s issuance of such a Certificate of Public Good. On March 28, 2014, the VPSB approved the memorandum of understanding and issued a Certificate of Public Good authorizing Vermont Yankee to operate until December 31, 2014.  In May 2014 the VPSB denied a motion that had been filed by one of the intervenors to amend its approval order.


NOTE 12.  VARIABLE INTEREST ENTITIES (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

See Note 18 to the financial statements in the Form 10-K for a discussion of variable interest entities.  See Note 4 to the financial statements herein for details of the nuclear fuel companies’ credit facility and commercial paper borrowings and long-term debt.

Entergy Louisiana and System Energy are each considered to hold a variable interest in the lessors from which they lease, respectively, undivided interests representing approximately 9.3% of the Waterford 3 and 11.5% of the Grand Gulf nuclear plants.  Entergy Louisiana and System Energy are the lessees under these arrangements, which are described in more detail in Note 10 to the financial statements in the Form 10-K.  Entergy Louisiana made payments on its lease, including interest, of $22.7 million and $18.5 million in the six months ended June 30, 2014 and 2013, respectively. System Energy made payments on its lease, including interest, of $51.6 million and $46.8 million in the six months ended June 30, 2014 and 2013, respectively.


NOTE 13.  ASSET RETIREMENT OBLIGATIONS  (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

See Note 9 to the financial statements in the Form 10-K for a discussion of asset retirement obligations.  Following are updates to that discussion.

In the first quarter 2014, Entergy Arkansas recorded a revision to its estimated decommissioning cost liabilities for ANO 1 and ANO 2 as a result of a revised decommissioning cost study.  The revised estimates resulted in a $43.6 million increase in the decommissioning cost liabilities, along with a corresponding increase in the related asset retirement cost assets that will be depreciated over the remaining lives of the units.

__________________________________

In the opinion of the management of Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy, the accompanying unaudited financial statements contain all adjustments (consisting primarily of normal recurring accruals and reclassification of previously reported amounts to conform to current classifications) necessary for a fair statement of

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the results for the interim periods presented.  Entergy’s business is subject to seasonal fluctuations, however, with peak periods occurring typically during the first and third quarters.  The results for the interim periods presented should not be used as a basis for estimating results of operations for a full year.

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Part I, Item 4. Controls and Procedures

Disclosure Controls and Procedures

As of June 30, 2014, evaluations were performed under the supervision and with the participation of Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy (individually “Registrant” and collectively the “Registrants”) management, including their respective Principal Executive Officers (PEO) and Principal Financial Officers (PFO). The evaluations assessed the effectiveness of the Registrants’ disclosure controls and procedures. Based on the evaluations, each PEO and PFO has concluded that, as to the Registrant or Registrants for which they serve as PEO or PFO, the Registrant’s or Registrants’ disclosure controls and procedures are effective to ensure that information required to be disclosed by each Registrant in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms; and that the Registrant’s or Registrants’ disclosure controls and procedures are also effective in reasonably assuring that such information is accumulated and communicated to the Registrant’s or Registrants’ management, including their respective PEOs and PFOs, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls over Financial Reporting

Under the supervision and with the participation of each Registrants’ management, including its respective PEO and PFO, each Registrant evaluated changes in internal control over financial reporting that occurred during the quarter ended June 30, 2014 and found no change that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.


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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2014 Compared to Second Quarter 2013
 
Net income decreased by $11.5 million primarily due to higher other operation and maintenance expenses, lower other income, and higher depreciation and amortization expenses, partially offset by higher net revenue.
 
Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income increased by $2.2 million primarily due to higher net revenue, substantially offset by lower other income, higher other operation and maintenance expenses, and higher depreciation and amortization expenses.

Net Revenue
 
Second Quarter 2014 Compared to Second Quarter 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.  Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$325.5

Reserve equalization
9.3

Asset retirement obligation
8.4

Retail electric price
6.1

Volume/weather
(4.8
)
Net wholesale revenue
(5.3
)
MISO deferral
(11.1
)
Other
1.4

2014 net revenue

$329.5


The reserve equalization variance is primarily due to the absence of reserve equalization expenses as compared to the same period in 2013 resulting from Entergy Arkansas’s exit from the System Agreement.

The asset retirement obligation affects net revenue because Entergy Arkansas records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the second quarter 2014 compared to the second quarter 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.

The retail electric price variance is primarily due to an increase in the energy efficiency rider, as approved by the APSC, effective July 2013. This increase was partially offset by the effect of the APSC’s order in the 2013 rate case, including a MISO rider to provide customers credits in rates for transmission revenue received through MISO offset by an annual base rate increase effective January 2014. Energy efficiency revenues are largely offset by costs

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included in other operation and maintenance expenses and have minimal effect on net income. See Note 2 to the financial statements in the Form 10-K for further discussion of the rate case.

The volume/weather variance is primarily due to a decrease of 80 GWh, or 2%, in billed electricity usage, including the effects of less favorable weather, as compared to prior year, on residential and commercial sales.

The net wholesale variance is primarily due to lower margins on co-owner contracts.

The MISO deferral variance is due to the deferral in April 2013, as approved by the APSC, of costs incurred since March 2010 related to the transition and implementation of joining the MISO RTO.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $10.8 million in fuel cost recovery revenues as a result of higher fuel rates and the increase in retail electric price, as discussed above. The increase was substantially offset by:

a decrease of $27 million in rider revenues due to the absence of System Agreement production cost equalization revenue as compared to the same period in 2013. These revenues are offset in deferred fuel expenses. See Note 2 to the financial statements herein and in the Form 10-K for a discussion of the FERC orders in the System Agreement production cost equalization proceedings; and
the decrease in volume/weather, as discussed above.

Fuel and purchased power expenses decreased primarily due to:

a decrease in the recovery from customers of deferred fuel costs due to higher fuel and purchased power costs and System Agreement production cost equalization payments in 2013; and
a higher volume of lower-priced nuclear generation in 2014 as a result of the ANO extended outage in 2013.

The decrease was substantially offset by increases in the average market prices of natural gas and purchased power.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$614.3

Reserve equalization
14.2

Retail electric price
12.9

Asset retirement obligation
11.0

Volume/weather
3.6

MISO deferral
(11.1
)
Net wholesale revenue
(13.1
)
Other
2.1

2014 net revenue

$633.9


The reserve equalization variance is primarily due to the absence of reserve equalization expenses as compared to the same period in 2013 resulting from Entergy Arkansas’s exit from the System Agreement.


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Management's Financial Discussion and Analysis

The retail electric price variance is primarily due to an increase in the energy efficiency rider, as approved by the APSC, effective July 2013.  Energy efficiency revenues are largely offset by costs included in other operation and maintenance expenses and have minimal effect on net income. This increase was partially offset by the effect of the APSC’s order in the 2013 rate case, including a MISO rider to provide customers credits in rates for transmission revenue received through MISO offset by an annual base rate increase effective January 2014. See Note 2 to the financial statements in the Form 10-K for further discussion of the rate case.

The asset retirement obligation affects net revenue because Entergy Arkansas records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.

The volume/weather variance is primarily due to an increase of 372 GWh, or 4%, in billed electricity usage primarily in the residential and commercial sectors including the effect of more favorable weather as compared to the same period in prior year.

The MISO deferral variance is due to the deferral in April 2013, as approved by the APSC, of costs incurred since March 2010 related to the transition and implementation of joining the MISO RTO.

The net wholesale variance is primarily due to lower margins on co-owner contracts.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues decreased primarily due to:

a decrease of $56.7 million in rider revenues due to the absence of System Agreement production cost equalization revenue as compared to the same period in 2013. These revenues are offset in deferred fuel expenses. See Note 2 to the financial statements herein and in the Form 10-K for a discussion of the FERC orders in the System Agreement production cost equalization proceedings; and
a decrease of $7.9 million in fuel cost recovery revenues as a result of lower fuel rates.

The decrease was partially offset by the increases in retail electric price and volume/weather, as discussed above.

Fuel and purchased power expenses decreased primarily due to:

a decrease in the recovery from customers of deferred fuel costs due to lower fuel rates and System Agreement production cost equalization payments in 2013; and
a higher volume of lower-priced nuclear generation in 2014 as a result of the ANO extended outage in 2013.

The decrease was partially offset by increases in the average market prices of natural gas and purchased power.

Other Income Statement Variances

Second Quarter 2014 Compared to Second Quarter 2013

Other operation and maintenance expenses increased primarily due to:

an increase of $6.7 million in nuclear generation expenses primarily due to a higher level of capitalization of nuclear labor costs in 2013 as a result of the generator stator incident at ANO;
an increase of $6.6 million in energy efficiency costs.  These costs are recovered through the energy efficiency rider and have a minimal effect on net income;

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an increase of $3.3 million due to increases in storm damage accruals effective January 2014, as approved by the APSC;
the effects in 2013 of recording the final court decision in the Entergy Arkansas lawsuit against the U.S. Department of Energy related to spent nuclear fuel disposal. The damages awarded include the reimbursement of approximately $3.2 million of spent nuclear fuel storage costs previously recorded as other operation and maintenance expense;
an increase of $2.1 million in transmission expenses primarily due to vegetation maintenance and higher transmission service expenses;
an increase of $1.7 million due to administration fees in 2014 related to participation in the MISO RTO;
an increase of $1.6 million due to the amortization in 2014 of human capital management costs that were deferred in 2013, as approved by the APSC. See Note 2 to the financial statements in the Form 10-K for further discussion of the deferral of these costs;
an increase of $1.6 million in fossil-fueled generation expenses primarily due to higher plant outage costs in 2014; and
an increase of $1.2 million due to the amortization in 2014 of costs deferred in 2013 related to the transition and implementation of joining the MISO RTO, as discussed above.

The increase was partially offset by:

a decrease of $14 million resulting from costs incurred in 2013 related to the generator stator incident at ANO, including an offset for insurance proceeds. See“ANO Damage and Outage” below for further discussion of the incident;
a decrease of $4.7 million in compensation and benefits costs primarily due to an increase in the discount rates
used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $3.1 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business; and
several individually insignificant items.

Depreciation and amortization expenses increased primarily due to additions to plant in service and higher depreciation rates in 2014.

Other income decreased due to lower earnings in 2014 on decommissioning trust fund investments. There is no effect on net income as the trust fund earnings are offset by a corresponding amount of regulatory credits.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Other operation and maintenance expenses increased primarily due to:

an increase of $12.8 million in energy efficiency costs. These costs are recovered through the energy efficiency rider and have a minimal effect on net income;
an increase of $7.2 million in nuclear generation expenses primarily due to a higher level of capitalization of nuclear labor costs in 2013 as a result of the generator stator incident at ANO;
an increase of $7.1 million due to an increase in storm damage accruals effective January 2014, as approved by the APSC;
an increase of $3.6 million due to administration fees in 2014 related to participation in the MISO RTO;
the effects in 2013 of recording the final court decision in the Entergy Arkansas lawsuit against the U.S. Department of Energy related to spent nuclear fuel disposal. The damages awarded include the reimbursement of approximately $3.2 million of spent nuclear fuel storage costs previously recorded as other operation and maintenance expense;

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Management's Financial Discussion and Analysis

an increase of $3.2 million due to the amortization in 2014 of human capital management costs that were deferred in 2013, as approved by the APSC. See Note 2 to the financial statements in the Form 10-K for further discussion of the deferral of these costs; and
an increase of $2.6 million due to higher transmission service expense in 2014.

The increase was partially offset by:

a decrease of $14 million resulting from costs incurred in 2013 related to the generator stator incident at ANO, including an offset for insurance proceeds. See“ANO Damage and Outage” below for further discussion of the incident;
a decrease of $10.2 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $4.7 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business; and
a decrease of $4.3 million related to a true-up to the 2013 energy efficiency filing for fixed costs to be collected from customers in 2014.

Depreciation and amortization expenses increased primarily due to additions to plant in service and higher depreciation rates in 2014.

Other income decreased due to lower earnings in 2014 on decommissioning trust fund investments. There is no effect on net income as the trust fund earnings are offset by a corresponding amount of regulatory credits.

Income Taxes
    
The effective income tax rate was 43.5% for the second quarter 2014 and 43.1% for the six months ended June 30, 2014. The differences in the effective income tax rates for the second quarter 2014 and the six months ended June 30, 2014 versus the federal statutory rate of 35% were primarily due to state income taxes, certain book and tax differences related to utility plant items, and the provision for uncertain tax positions, partially offset by book and tax differences related to the allowance for equity funds used during construction.

The effective income tax rate was 43.4% for the second quarter 2013 and 44.7% for the six months ended June 30, 2013. The differences in the effective income tax rates for the second quarter 2013 and the six months ended June 30, 2013 versus the federal statutory rate of 35% were primarily due to state income taxes, certain book and tax differences related to utility plant items, and the provision for uncertain tax positions, partially offset by book and tax differences related to the allowance for equity funds used during construction.

ANO Damage and Outage

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - ANO Damage and Outage" in the Form 10-K for a discussion of the ANO stator incident. The total cost of assessment, restoration of off-site power, site restoration, debris removal, and replacement of damaged property and equipment was approximately $95 million as of June 30, 2014. In addition, Entergy Arkansas incurred replacement power costs for ANO 2 power during its outage and incurred incremental replacement power costs for ANO 1 power because the outage extended beyond the originally-planned duration of the refueling outage. In February 2014 the APSC approved Entergy Arkansas’s request to exclude from the calculation of its revised energy cost rate $65.9 million of deferred fuel and purchased energy costs incurred in 2013 as a result of the ANO stator incident. The APSC authorized Entergy Arkansas to retain the $65.9 million in its deferred fuel balance with recovery to be reviewed in a later period after more information regarding various claims associated with the ANO stator incident is available.

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Management's Financial Discussion and Analysis

Entergy Arkansas is assessing its options for recovering damages that resulted from the stator drop, including its insurance coverage and legal action. Entergy is a member of Nuclear Electric Insurance Limited (NEIL), a mutual insurance company that provides property damage coverage to the members’ nuclear generating plants, including ANO. NEIL has notified Entergy that it believes that a $50 million course of construction sublimit applies to any loss associated with the lifting apparatus failure and stator drop at ANO. Entergy has responded that it disagrees with NEIL’s position and is evaluating its options for enforcing its rights under the policy. On July 12, 2013, Entergy Arkansas filed a complaint in the Circuit Court in Pope County, Arkansas against the owner of the heavy-lifting apparatus that collapsed, an engineering firm, a contractor, and certain individuals asserting claims of breach of contract, negligence, and gross negligence in connection with their responsibility for the stator drop. During 2014, Entergy Arkansas collected $33 million from NEIL and is pursuing additional recoveries due under the policy.

Shortly after the stator incident, the NRC deployed an augmented inspection team to review the plant's response. In July 2013 a second team of NRC inspectors visited ANO to evaluate certain items that were identified as requiring follow-up inspection to determine whether performance deficiencies existed.   In March 2014 the NRC issued an inspection report on the follow-up inspection that discussed two preliminary findings, one that was preliminarily determined to be “red with high safety significance” for Unit 1 and one that was preliminarily determined to be “yellow with substantial safety significance” for Unit 2, with the NRC indicating further that these preliminary findings may warrant additional regulatory oversight.  This report also noted that one additional item related to flood barrier effectiveness was still under review.

In May 2014 the NRC met with Entergy during a regulatory conference to discuss the preliminary red and yellow findings and Entergy's response to the findings.  During the regulatory conference, Entergy presented information on the facts and assumptions the NRC used to assess the potential findings. The NRC used the information provided by Entergy at the regulatory conference to finalize its decision regarding the inspection team’s findings. In a letter dated June 23, 2014, the NRC classified both findings as “yellow with substantial safety significance.” In an assessment follow-up letter for ANO dated July 29, 2014, the NRC stated that given the two yellow findings, it determined that the performance at ANO is in the “degraded cornerstone column,” or column 3, of the NRC’s reactor oversight process action matrix beginning the first quarter 2014. The NRC plans to conduct supplemental inspection activity to review the actions taken to address the yellow findings. Corrective actions in response to the NRC’s findings have been taken and remain ongoing at ANO. Entergy will continue to interact with the NRC to address the NRC’s findings.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$127,022

 

$34,533

Cash flow provided by (used in):


 
 

Operating activities
105,057

 
15,047

Investing activities
(247,982
)
 
(312,498
)
Financing activities
47,874

 
305,920

Net increase (decrease) in cash and cash equivalents
(95,051
)
 
8,469

Cash and cash equivalents at end of period

$31,971

 

$43,002



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Management's Financial Discussion and Analysis

Operating Activities

Net cash flow provided by operating activities increased $90 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:
a decrease in income tax payments of $209.8 million. Entergy Arkansas made income tax payments of $211.4 million in 2013 in accordance with the Entergy Corporation and Subsidiary Companies Intercompany Income Tax Allocation Agreement. The income tax payments in 2013 resulted primarily from the reversal of temporary differences for which Entergy Arkansas had previously claimed a tax deduction;
approximately $25 million in spending in 2013 related to the generator stator incident at ANO, as discussed above; and
$8.8 million in insurance proceeds received in the first quarter 2014 for property damages related to the generator stator incident at ANO, as discussed above.

The increase was partially offset by:

a $68 million System Agreement bandwidth remedy payment made in May 2014 as a result of the compliance filing pursuant to the FERC’s February 2014 orders related to the bandwidth payments/receipts for the June - December 2005 period;
an increase of $24.7 million in pension contributions in 2014; and
a decrease in the recovery of fuel and purchased power costs.

See Note 2 to the financial statements herein and in the Form 10-K for a discussion of the System Agreement bandwidth remedy payment. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits funding.

Investing Activities

Net cash flow used in investing activities decreased $64.5 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

money pool activity;
approximately $41 million in spending in 2013 related to the generator stator incident at ANO, as discussed above; and
$24.2 million in insurance proceeds received in the first quarter 2014 for property damages related to the generator stator incident at ANO, as discussed above.

The decrease was partially offset by:

fluctuations in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle; and
an increase of $6.9 million in storm restoration spending in 2014.
 
Decreases in Entergy Arkansas’s receivable from the money pool are a source of cash flow, and Entergy Arkansas’s receivable from the money pool decreased by $17.5 million for the six months ended June 30, 2014 compared to increasing by $75.8 million for the six months ended June 30, 2013.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.


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Management's Financial Discussion and Analysis

Financing Activities

Net cash flow provided by financing activities decreased by $258 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

the issuance of $250 million of 3.05% Series first mortgage bonds in May 2013; and
the issuance of $125 million of 4.75% Series first mortgage bonds in June 2013.

The decrease was partially offset by:

the retirement, at maturity, of $30 million of 9% Series H notes by the Entergy Arkansas nuclear fuel company variable interest entity in June 2013;
the net borrowings of $39.7 million on the Entergy Arkansas nuclear fuel company variable interest entity credit facility in 2014 compared to net repayments of $6.8 million in 2013;
common stock dividends of $15 million paid in 2013; and
money pool activity.

Increases in Entergy Arkansas’s payable to the money pool are a source of cash flow, and Entergy Arkansas’s payable to the money pool increased by $11 million for the six months ended June 30, 2014.

In March 2014, Entergy Arkansas issued $375 million of 3.70% Series first mortgage bonds, the proceeds of which were used to pay, prior to maturities, a $250 million term loan in March 2014 and $115 million of 5.0% Series first mortgage bonds in April 2014.

See Note 5 to the financial statements in the Form 10-K and Note 4 to the financial statements herein for more details on long-term debt.

Capital Structure

Entergy Arkansas’s capitalization is balanced between equity and debt, as shown in the following table.  
 
June 30,
 2014
 
December 31,
2013
Debt to capital
56.4
%
 
56.7
%
Effect of excluding the securitization bonds
(0.8
%)
 
(0.9
%)
Debt to capital, excluding securitization bonds (a)
55.6
%
 
55.8
%
Effect of subtracting cash
(0.3
%)
 
(1.4
%)
Net debt to net capital, excluding securitization bonds (a)
55.3
%
 
54.4
%

(a)
Calculation excludes the securitization bonds, which are non-recourse to Entergy Arkansas.

Net debt consists of debt less cash and cash equivalents.  Debt consists of short-term borrowings and long-term debt, including the currently maturing portion.  Capital consists of debt, preferred stock without sinking fund, and common equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Arkansas uses the debt to capital ratios excluding securitization bonds in analyzing its financial condition and believes they provide useful information to its investors and creditors in evaluating Entergy Arkansas’s financial condition because the securitization bonds are non-recourse to Entergy Arkansas, as more fully described in Note 5 to the financial statements in the Form 10-K.  Entergy Arkansas also uses the net debt to net capital ratio excluding securitization bonds in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Arkansas’s financial condition because net debt indicates Entergy Arkansas’s outstanding debt position that could not be readily satisfied by cash and cash equivalents on hand.


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Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Arkansas’s uses and sources of capital.  Following are updates to the information provided in the Form 10-K.  

Following are the current amounts of Entergy Arkansas’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Generation

$135

 

$145

 

$180

Transmission
130

 
195

 
135

Distribution
235

 
160

 
160

Other
25

 
15

 
15

Total

$525

 

$515

 

$490


The updated capital plan for 2014-2016 reflects a shift in environmental compliance spending due to a likely later compliance date, partially offset by additional spending for 2014 storms, potential new generation resource requirements, transmission to support economic development through 2016 and reliability as well as other capital plan refinements.

Entergy Arkansas’s receivables from or (payables to) the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
($11,019)
 
$17,531
 
$83,877
 
$8,035

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Arkansas has a credit facility in the amount of $150 million scheduled to expire in March 2019. Entergy Arkansas also has a $20 million credit facility scheduled to expire in April 2015. As of June 30, 2014, there were no cash borrowings and $11 million of letters of credit outstanding under the credit facilities.  See Note 4 to the financial statements herein for additional discussion of the credit facilities.

The Entergy Arkansas nuclear fuel company variable interest entity has a credit facility in the amount of $85 million scheduled to expire in June 2016.  As of June 30, 2014, $39.7 million in letters of credit were outstanding under the credit facility to support a like amount of commercial paper issued by the Entergy Arkansas nuclear fuel company variable interest entity.  See Note 4 to the financial statements herein for additional discussion of the nuclear fuel company variable interest entity credit facility.

In March 2014, Entergy Arkansas issued $375 million of 3.70% Series first mortgage bonds due June 2024. Entergy Arkansas used the proceeds to pay, prior to maturity, its $250 million term loan and, prior to maturity, its $115 million 5.0% Series first mortgage bonds due July 2018, and for general corporate purposes.

In July 2014 the Entergy Arkansas nuclear fuel trust variable interest entity issued $90 million of 3.65% Series L notes due July 2021. The Entergy Arkansas nuclear fuel trust variable interest entity used the proceeds to pay, at maturity, its $70 million of 5.69% Series I notes due July 2014 and to purchase additional nuclear fuel.



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Management's Financial Discussion and Analysis

State and Local Rate Regulation and Fuel-Cost Recovery

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation and Fuel-Cost Recovery" in the Form 10-K for a discussion of state and local rate regulation and fuel cost recovery.  The following is an update to that discussion.

Production Cost Allocation Rider

In May 2014, Entergy Arkansas filed its annual redetermination of the production cost allocation rider to recover the $3 million unrecovered retail balance as of December 31, 2013 and the $68 million System Agreement bandwidth remedy payment made in May 2014 as a result of the compliance filing pursuant to the FERC’s February 2014 orders related to the bandwidth payments/receipts for the June - December 2005 period. In June 2014 the APSC suspended the annual redetermination of the production cost allocation rider and scheduled a hearing in September 2014.

Federal Regulation

See “Entergy’s Integration Into the MISO Regional Transmission Organization” and “System Agreement” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the Federal Regulation discussion in the Form 10-K.

Nuclear Matters

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of environmental risks.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Arkansas’s accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits. Following is an update to that discussion.

Nuclear Decommissioning Costs

In the first quarter 2014, Entergy Arkansas recorded a revision to its estimated decommissioning cost liabilities for ANO 1 and ANO 2 as a result of a revised decommissioning cost study.  The revised estimates resulted in a $43.6 million increase in the decommissioning cost liabilities, along with a corresponding increase in the related asset retirement cost assets that will be depreciated over the remaining lives of the units.


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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$511,522

 

$508,653

 

$1,026,503

 

$1,051,045

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
16,922

 
60,077

 
109,075

 
207,850

Purchased power
 
173,623

 
131,593

 
292,471

 
237,907

Nuclear refueling outage expenses
 
9,499

 
8,088

 
18,176

 
19,628

Other operation and maintenance
 
158,711

 
148,888

 
297,256

 
290,508

Decommissioning
 
11,729

 
10,680

 
22,915

 
21,197

Taxes other than income taxes
 
21,526

 
21,518

 
43,434

 
44,770

Depreciation and amortization
 
59,108

 
55,340

 
116,829

 
113,976

Other regulatory credits - net
 
(8,566
)
 
(8,473
)
 
(8,983
)
 
(9,047
)
TOTAL
 
442,552

 
427,711

 
891,173

 
926,789

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
68,970

 
80,942

 
135,330

 
124,256

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
1,660

 
2,724

 
3,413

 
4,950

Interest and investment income
 
3,596

 
11,111

 
7,613

 
16,886

Miscellaneous - net
 
(366
)
 
(779
)
 
(730
)
 
(1,944
)
TOTAL
 
4,890

 
13,056

 
10,296

 
19,892

 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
23,688

 
23,458

 
46,521

 
46,037

Allowance for borrowed funds used during construction
 
(1,148
)
 
(953
)
 
(1,786
)
 
(1,729
)
TOTAL
 
22,540

 
22,505

 
44,735

 
44,308

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
51,320

 
71,493

 
100,891

 
99,840

 
 
 
 
 
 
 
 
 
Income taxes
 
22,315

 
31,010

 
43,516

 
44,638

 
 
 
 
 
 
 
 
 
NET INCOME
 
29,005

 
40,483

 
57,375

 
55,202

 
 
 
 
 
 
 
 
 
Preferred dividend requirements
 
1,718

 
1,718

 
3,437

 
3,437

 
 
 
 
 
 
 
 
 
EARNINGS APPLICABLE TO COMMON STOCK
 

$27,287

 

$38,765

 

$53,938

 

$51,765

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 


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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$57,375

 

$55,202

Adjustments to reconcile net income to net cash flow provided by operating activities:
 
 
 
 
Depreciation, amortization, and decommissioning, including nuclear fuel amortization
 
183,856

 
170,650

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
92,466

 
53,955

Changes in assets and liabilities:
 
 
 
 
Receivables
 
(5,397
)
 
(59,410
)
Fuel inventory
 
20,217

 
20,035

Accounts payable
 
(75,400
)
 
(6,041
)
Prepaid taxes and taxes accrued
 
(48,920
)
 
(222,835
)
Interest accrued
 
(2,390
)
 
(359
)
Deferred fuel costs
 
(116,883
)
 
39,437

Other working capital accounts
 
16,988

 
(18,641
)
Provisions for estimated losses
 
(768
)
 
4

Other regulatory assets
 
(35,399
)
 
8,883

Pension and other postretirement liabilities
 
(41,193
)
 
(10,210
)
Other assets and liabilities
 
60,505

 
(15,623
)
Net cash flow provided by operating activities
 
105,057

 
15,047

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(261,336
)
 
(233,856
)
Allowance for equity funds used during construction
 
5,069

 
6,928

Nuclear fuel purchases
 
(104,487
)
 
(42,231
)
Proceeds from sale of nuclear fuel
 
75,860

 
36,478

Proceeds from nuclear decommissioning trust fund sales
 
70,259

 
143,106

Investment in nuclear decommissioning trust funds
 
(74,760
)
 
(147,842
)
Changes in money pool receivable - net
 
17,531

 
(75,842
)
Changes in securitization account
 
(474
)
 
761

Insurance proceeds
 
24,156

 

Other
 
200

 

Net cash flow used in investing activities
 
(247,982
)
 
(312,498
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of long-term debt
 
371,699

 
467,042

Retirement of long-term debt
 
(371,314
)
 
(135,893
)
Changes in short-term borrowings - net
 
39,657

 
(6,792
)
Change in money pool payable - net
 
11,019

 

Dividends paid:
 
 
 
 
Common stock
 

 
(15,000
)
Preferred stock
 
(3,437
)
 
(3,437
)
Other
 
250

 

Net cash flow provided by financing activities
 
47,874

 
305,920

 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
 
(95,051
)
 
8,469

Cash and cash equivalents at beginning of period
 
127,022

 
34,533

Cash and cash equivalents at end of period
 

$31,971

 

$43,002

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 

Cash paid during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$46,220

 

$43,706

Income taxes
 

$1,624

 

$211,421

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$31,893

 

$4,181

Temporary cash investments
 
78

 
122,841

Total cash and cash equivalents
 
31,971

 
127,022

Securitization recovery trust account
 
4,309

 
3,835

Accounts receivable:
 
 
 
 
Customer
 
94,612

 
102,328

Allowance for doubtful accounts
 
(30,011
)
 
(30,113
)
Associated companies
 
36,940

 
68,875

Other
 
114,899

 
94,256

Accrued unbilled revenues
 
100,640

 
82,298

Total accounts receivable
 
317,080

 
317,644

Accumulated deferred income taxes
 
9,931

 
33,556

Deferred fuel costs
 
185,579

 
68,696

Fuel inventory - at average cost
 
21,287

 
41,504

Materials and supplies - at average cost
 
156,471

 
152,429

Deferred nuclear refueling outage costs
 
50,413

 
31,135

System agreement costs equalization
 
30,000

 
30,000

Prepaid taxes
 
38,941

 

Prepayments and other
 
32,224

 
58,911

TOTAL
 
878,206

 
864,732

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Decommissioning trust funds
 
746,183

 
710,913

Non-utility property - at cost (less accumulated depreciation)
 
1,757

 
1,664

Other
 
15,381

 
29,181

TOTAL
 
763,321

 
741,758

 
 
 
 
 
UTILITY PLANT
 
 
 
 
Electric
 
8,993,203

 
8,798,458

Property under capital lease
 
1,014

 
1,064

Construction work in progress
 
218,157

 
209,036

Nuclear fuel
 
261,611

 
321,901

TOTAL UTILITY PLANT
 
9,473,985

 
9,330,459

Less - accumulated depreciation and amortization
 
4,100,956

 
4,034,880

UTILITY PLANT - NET
 
5,373,029

 
5,295,579

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
70,383

 
73,864

Other regulatory assets (includes securitization property of $74,081 as of June 30, 2014 and $80,963 as of December 31, 2013)
 
1,053,272

 
1,014,392

Other
 
49,714

 
44,565

TOTAL
 
1,173,369

 
1,132,821

 
 
 
 
 
TOTAL ASSETS
 

$8,187,925

 

$8,034,890

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Currently maturing long-term debt
 

$70,000

 

$70,000

Short-term borrowings
 
39,657

 

Accounts payable:
 
 
 
 
Associated companies
 
99,386

 
149,802

Other
 
209,573

 
228,160

Customer deposits
 
113,058

 
86,512

Taxes accrued
 

 
9,979

Accumulated deferred income taxes
 
19,444

 
9,231

Interest accrued
 
19,646

 
22,036

Other
 
37,231

 
55,656

TOTAL
 
607,995

 
631,376

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
1,958,604

 
1,906,562

Accumulated deferred investment tax credits
 
38,333

 
38,958

Other regulatory liabilities
 
250,211

 
219,370

Decommissioning
 
794,294

 
723,771

Accumulated provisions
 
4,978

 
5,746

Pension and other postretirement liabilities
 
278,029

 
319,211

Long-term debt (includes securitization bonds of $82,656 as of June 30, 2014 and $88,961 as of December 31, 2013)
 
2,339,534

 
2,335,802

Other
 
25,941

 
18,026

TOTAL
 
5,689,924

 
5,567,446

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
Preferred stock without sinking fund
 
116,350

 
116,350

 
 
 
 
 
COMMON EQUITY
 
 
 
 
Common stock, $0.01 par value, authorized 325,000,000 shares; issued and outstanding 46,980,196 shares in 2014 and 2013
 
470

 
470

Paid-in capital
 
588,471

 
588,471

Retained earnings
 
1,184,715

 
1,130,777

TOTAL
 
1,773,656

 
1,719,718

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$8,187,925

 

$8,034,890

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN COMMON EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Common Equity
 
 
 
 
Common
Stock
 
Paid-in
Capital
 
Retained
Earnings
 
Total
 
 
(In Thousands)
 
 
 
 
 
 
 
 
 
Balance at December 31, 2012
 

$470

 

$588,444

 

$990,702

 

$1,579,616

 
 
 
 
 
 
 
 
 
Net income
 

 

 
55,202

 
55,202

Common stock dividends
 

 

 
(15,000
)
 
(15,000
)
Preferred stock dividends
 

 

 
(3,437
)
 
(3,437
)
 
 
 
 
 
 
 
 
 
Balance at June 30, 2013
 

$470

 

$588,444

 

$1,027,467

 

$1,616,381

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013
 

$470

 

$588,471

 

$1,130,777

 

$1,719,718

 
 
 
 
 
 
 
 
 
Net income
 

 

 
57,375

 
57,375

Preferred stock dividends
 

 

 
(3,437
)
 
(3,437
)
 
 
 
 
 
 
 
 
 
Balance at June 30, 2014
 

$470

 

$588,471

 

$1,184,715

 

$1,773,656

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 


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ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%

 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
Residential
 

$152

 

$159

 

($7
)
 
(4
)
Commercial
 
108

 
108

 

 

Industrial
 
100

 
98

 
2

 
2

Governmental
 
4

 
5

 
(1
)
 
(20
)
Total retail
 
364

 
370

 
(6
)
 
(2
)
Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
30

 
72

 
(42
)
 
(58
)
Non-associated companies
 
63

 
20

 
43

 
215

Other
 
55

 
47

 
8

 
17

Total
 

$512

 

$509

 

$3

 
1

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
1,547

 
1,622

 
(75
)
 
(5
)
Commercial
 
1,356

 
1,381

 
(25
)
 
(2
)
Industrial
 
1,628

 
1,607

 
21

 
1

Governmental
 
57

 
58

 
(1
)
 
(2
)
Total retail
 
4,588

 
4,668

 
(80
)
 
(2
)
Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
383

 
1,418

 
(1,035
)
 
(73
)
Non-associated companies
 
1,671

 
173

 
1,498

 
866

Total
 
6,642

 
6,259

 
383

 
6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
Residential
 

$358

 

$360

 

($2
)
 
(1
)
Commercial
 
210

 
217

 
(7
)
 
(3
)
Industrial
 
184

 
197

 
(13
)
 
(7
)
Governmental
 
8

 
10

 
(2
)
 
(20
)
Total retail
 
760

 
784

 
(24
)
 
(3
)
Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
61

 
178

 
(117
)
 
(66
)
Non-associated companies
 
136

 
37

 
99

 
268

Other
 
70

 
52

 
18

 
35

Total
 

$1,027

 

$1,051

 

($24
)
 
(2
)
 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
4,128

 
3,797

 
331

 
9

Commercial
 
2,789

 
2,736

 
53

 
2

Industrial
 
3,151

 
3,162

 
(11
)
 

Governmental
 
114

 
115

 
(1
)
 
(1
)
Total retail
 
10,182

 
9,810

 
372

 
4

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
845

 
4,108

 
(3,263
)
 
(79
)
Non-associated companies
 
3,423

 
358

 
3,065

 
856

Total
 
14,450

 
14,276

 
174

 
1


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ENTERGY GULF STATES LOUISIANA, L.L.C.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2014 Compared to Second Quarter 2013

Net income increased $6.5 million primarily due to higher net revenue and lower other operation and maintenance expenses, partially offset by lower other income.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income increased $25.8 million primarily due to higher net revenue and lower other operation and maintenance expenses, partially offset by lower other income.

Net Revenue

Second Quarter 2014 Compared to Second Quarter 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits).  Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$223.3

Retail electric price
5.8

Asset retirement obligation
5.6

Other
0.2

2014 net revenue

$234.9


The retail electric price variance is primarily due to an increase in affiliate purchased power capacity costs that are recovered through base rates set in the annual formula rate plan mechanism. Entergy Gulf States Louisiana’s formula rate plan is discussed in Note 2 to the financial statements in the Form 10-K.

The asset retirement obligation affects net revenue because Entergy Gulf States Louisiana records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the second quarter 2014 compared to the second quarter 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.

Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

Gross operating revenues increased primarily due to an increase of $47.6 million in electric fuel cost recovery revenues primarily due to higher fuel rates and an increase of $14.2 million in gross wholesale revenues primarily due to the timing of receipt of System Agreement payments and credits to customers and sales in the MISO market. See Note 2 to the financial statements in the Form 10-K for additional discussion of Entergy Gulf States Louisiana’s fuel

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and purchased power recovery mechanism and see Note 2 to the financial statements herein and in the Form 10-K for a discussion of the System Agreement proceedings.
    
Fuel and purchased power expenses increased primarily due to:

an increase in the average market price of purchased power; and
an increase in deferred fuel expense due to higher fuel cost recovery revenues as compared to prior year and the timing of receipt of System Agreement payments and credits to customers.

Other regulatory charges decreased primarily due to the deferral of investment gains from the River Bend decommissioning trust in 2013 in accordance with regulatory treatment. The gains resulted in an increase in 2013 in other income and a corresponding increase in regulatory charges with no effect on net income.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits).  Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$432.9

Volume/weather
20.0

Retail electric price
8.2

Asset retirement obligation
6.6

MISO deferral
2.4

Other
3.1

2014 net revenue

$473.2


The volume/weather variance is primarily due to an increase of 666 GWh, or 7%, in billed electricity usage, including the effect of more favorable weather on residential and commercial sales. The increase was also driven by higher industrial usage primarily in the chemicals industry.
    
The retail electric price variance is primarily due to an increase in affiliate purchased power capacity costs that are recovered through base rates set in the annual formula rate plan mechanism. Entergy Gulf States Louisiana’s formula rate plan is discussed in Note 2 to the financial statements in the Form 10-K.

The asset retirement obligation affects net revenue because Entergy Gulf States Louisiana records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.

The MISO deferral variance is due to the deferral in 2014 of the non-fuel MISO-related charges, as approved by the LPSC. The deferral of non-fuel MISO-related charges is partially offset in other operation and maintenance expenses. See Note 2 to the financial statements in the Form 10-K for further discussion of the recovery of non-fuel MISO-related charges.


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Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

Gross operating revenues increased primarily due to:

an increase of $91.5 million in electric fuel cost recovery revenues primarily due to higher fuel rates;
an increase of $31.1 million in gross wholesale revenues primarily due to the timing of System Agreement payments and credits to customers and sales in the MISO market;
the increase related to volume/weather, as discussed above; and
an increase of $9.9 million in natural gas fuel cost recovery revenues primarily due to higher fuel rates.

See Note 2 to the financial statements in the Form 10-K for additional discussion of Entergy Gulf States Louisiana’s fuel and purchased power recovery mechanism and see Note 2 to the financial statements herein and in the Form 10-K for a discussion of the System Agreement proceedings.

Fuel and purchased power expenses increased primarily due to:

an increase in the average market price of purchased power; and
an increase in deferred fuel expense due to higher fuel cost recovery revenues as compared to prior year and the timing of receipt of System Agreement payments and credits to customers.

Other regulatory charges decreased primarily due to:

the deferral of investment gains from the River Bend decommissioning trust in 2013 in accordance with regulatory treatment. The gains resulted in an increase in 2013 in other income and a corresponding increase in regulatory charges with no effect on net income; and
the deferral in 2014 of non-fuel MISO-related charges, as approved by the LPSC. The deferral of non-fuel MISO-related charges is partially offset in operation and maintenance expenses. See Note 2 to the financial statements in the Form 10-K for further discussion of the recovery of non-fuel MISO-related charges.

Other Income Statement Variances

Second Quarter 2014 Compared to Second Quarter 2013

Other operation and maintenance expenses decreased primarily due to:

a decrease of $4.6 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $2.9 million in nuclear generation expenses primarily due to lower nuclear labor costs; and
a decrease of $2.4 million due to costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business.

The decrease was partially offset by an increase of $1.4 million in fossil-fueled generation expenses primarily due to an increased scope of work done during plant outages as compared to the prior year.

Other income decreased primarily due to higher realized gains in 2013 on the River Bend decommissioning trust fund investments. There is no effect on net income as these investment gains are offset by a corresponding amount of regulatory charges.


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Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013
 
Other operation and maintenance expenses decreased primarily due to:

a decrease of $7.4 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $5.3 million in nuclear generation expenses primarily due to lower nuclear labor costs; and
a decrease of $4 million due to costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business.

The decrease was partially offset by an increase of $3.2 million in transmission expenses primarily due to administration fees in 2014 related to participation in the MISO RTO. The LPSC approved deferral of these expenses resulting in no net income effect.

Other income decreased primarily due to higher realized gains in 2013 on the River Bend decommissioning trust fund investments. There is no effect on net income as these investment gains are offset by a corresponding amount of regulatory charges.

Income Taxes

The effective income tax rate was 36.2% for the second quarter 2014 and 36.3% for the six months ended June 30, 2014. The differences in the effective income tax rates for the second quarter 2014 and the six months ended June 30, 2014 versus the federal statutory rate of 35% were primarily due to state income taxes and certain book and tax differences related to utility plant items, partially offset by book and tax differences related to the non-taxable income distributions earned on preferred membership interests.

The effective income tax rate was 37.6% for the second quarter 2013 and 36.8% for the six months ended June 30, 2013. The differences in the effective income tax rates for the second quarter 2013 and the six months ended June 30, 2013 versus the federal statutory rate of 35% were primarily due to state income taxes and the provision for uncertain tax positions, partially offset by book and tax differences related to the non-taxable income distributions earned on preferred membership interests.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$15,581

 

$35,686

Cash flow provided by (used in):
 
 
 
Operating activities
215,465

 
102,336

Investing activities
(107,014
)
 
(184,820
)
Financing activities
(77,005
)
 
47,709

Net increase (decrease) in cash and cash equivalents
31,446

 
(34,775
)
Cash and cash equivalents at end of period

$47,027

 

$911



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Management's Financial Discussion and Analysis


Operating Activities

Net cash flow provided by operating activities increased $113.1 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

a decrease of $56 million in income tax payments for the six months ended June 30, 2014 compared to the six months ended June 30, 2013. Entergy Gulf States Louisiana had income tax payments of $61.7 million in 2013 in accordance with the Entergy Corporation and Subsidiary Companies Intercompany Income Tax Allocation Agreement. The payments resulted primarily from the reversal of temporary differences for which Entergy Gulf States Louisiana had previously claimed a tax deduction;
lower nuclear refueling outage spending at River Bend. River Bend had a refueling outage in 2013 and did not have one in 2014; and
an increase in the recovery of fuel and purchased power costs including System Agreement bandwidth remedy payments of $10.1 million received in the second quarter 2014 as a result of the compliance filing pursuant to the FERC’s February 2014 orders related to the bandwidth payments/receipts for the June - December 2005 period. In the second quarter 2014, Entergy Gulf States Louisiana customers were credited $3.7 million. See Note 2 to the financial statements herein and in the Form 10-K for a discussion of the System Agreement proceedings.

The increase was partially offset by an increase of $7.7 million in pension contributions in 2014. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits funding.

Investing Activities

Net cash flow used in investing activities decreased $77.8 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

fluctuations in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle;
a decrease in nuclear construction expenditures as a result of spending on nuclear projects during the River Bend refueling outage in 2013. River Bend had a refueling outage in 2013 and did not have one in 2014; and
a decrease in transmission construction expenditures due to a decreased scope of work performed in 2014.

The decrease was partially offset by:

the withdrawal of $65.5 million from the storm reserve escrow account in 2013;
an increase in fossil-fueled generation expenditures as a result of an increased scope of work in 2014; and
money pool activity.

Increases in Entergy Gulf States Louisiana’s receivable from the money pool are a use of cash flow, and Entergy Gulf States Louisiana’s receivable from the money pool increased by $10.9 million for the six months ended June 30, 2014. The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.


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Financing Activities

Entergy Gulf States Louisiana’s financing activities used $77 million of cash for the six months ended June 30, 2014 compared to providing $47.7 million of cash for the six months ended June 30, 2013 primarily due to:

payments of $14.8 million on credit borrowings for the six months ended June 30, 2014 compared to an increase of $144.7 million in credit borrowings for the six months ended June 30, 2013 against the nuclear fuel company variable interest entity credit facility;
the issuance of $70 million of 3.38% Series R notes by the nuclear fuel company variable interest entity in February 2013; and
money pool activity.

Cash flows used in financing activities were offset by the retirement, at maturity, of $75 million of 5.56% Series N notes by the nuclear fuel company variable interest entity in May 2013 and a decrease of $42.1 million in common equity distributions.

Increases in Entergy Gulf States Louisiana’s payable to the money pool are a source of cash flow, and Entergy Gulf States Louisiana’s payable to the money pool increased by $28.5 million for the six months ended June 30, 2013.

See Note 5 to the financial statements in the Form 10-K and Note 4 to the financial statements herein for more details on long-term debt.

Capital Structure

Entergy Gulf States Louisiana’s capitalization is balanced between equity and debt, as shown in the following table.
 
June 30,
2014
 
December 31,
2013
Debt to capital
50.8
%
 
51.1
%
Effect of subtracting cash
(0.8
%)
 
(0.2
%)
Net debt to net capital
50.0
%
 
50.9
%

Net debt consists of debt less cash and cash equivalents.  Debt consists of short-term borrowings and long-term debt, including the currently maturing portion.  Capital consists of debt and equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Gulf States Louisiana uses the debt to capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Gulf States Louisiana’s financial condition.  Entergy Gulf States Louisiana uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Gulf States Louisiana’s financial condition because net debt indicates Entergy Gulf States Louisiana’s outstanding debt position that could not be readily satisfied by cash and cash equivalents on hand.

Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Gulf States Louisiana’s uses and sources of capital.  Following are updates to the information provided in the Form 10-K.  


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Following are the current amounts of Entergy Gulf States Louisiana’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Generation

$100

 

$75

 

$90

Transmission
115

 
130

 
130

Distribution
75

 
65

 
75

Other
20

 
25

 
20

Total

$310

 

$295

 

$315


The updated capital plan for 2014-2016 reflects spending for potential new generation resource requirements and transmission to support economic development through 2016 and reliability as well as other capital plan refinements.

Entergy Gulf States Louisiana’s receivables from or (payables to) the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
$12,801
 
$1,925
 
($35,603)
 
($7,074)

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Gulf States Louisiana has a credit facility in the amount of $150 million scheduled to expire in March 2019.  The credit facility allows Entergy Gulf States Louisiana to issue letters of credit against 50% of the borrowing capacity of the facility. As of June 30, 2014, there were no cash borrowings and $50 million of letters of credit outstanding under the credit facility.  See Note 4 to the financial statements herein for additional discussion of the credit facility.

The Entergy Gulf States Louisiana nuclear fuel company variable interest entity has a credit facility in the amount of $100 million scheduled to expire in June 2016.  No borrowings were outstanding on the variable interest entity credit facility as of June 30, 2014. See Note 4 to the financial statements herein for additional discussion of the variable interest entity credit facility.

In July 2014, Entergy Gulf States Louisiana issued $110 million of 3.78% Series first mortgage bonds due April 2025. Entergy Gulf States Louisiana used the proceeds to re-establish and replenish its storm damage escrow reserves and for general corporate purposes.

Hurricane Isaac

As discussed in the Form 10-K, total restoration costs for the repair and replacement of electric facilities damaged by Hurricane Isaac were $73.8 million for Entergy Gulf States Louisiana. In January 2013, Entergy Gulf States Louisiana drew $65 million from its funded storm reserve escrow account.  In April 2013, Entergy Gulf States Louisiana and Entergy Louisiana filed a joint application with the LPSC relating to Hurricane Isaac system restoration costs.  Following an evidentiary hearing and recommendations by the ALJ, the LPSC voted in June 2014 to approve a series of orders which (i) quantify the amount of Hurricane Isaac system restoration costs prudently incurred ($66.5 million for Entergy Gulf States Louisiana and $224.3 million for Entergy Louisiana); (ii) determine the level of storm reserves to be re-established ($90 million for Entergy Gulf States Louisiana and $200 million for Entergy Louisiana); (iii) authorize Entergy Gulf States Louisiana and Entergy Louisiana to utilize Louisiana Act 55 financing for Hurricane Isaac system restoration costs; and (iv) grant other requested relief associated with storm reserves and Act 55 financing

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of Hurricane Isaac system restoration costs. Approvals for the Act 55 financings were obtained from the Louisiana Utilities Restoration Corporation (LURC) and the Louisiana State Bond Commission.

In August 2014 the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $71 million in bonds under Act 55 of the Louisiana Legislature.  From the $69 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $3 million in a restricted escrow account as a storm damage reserve for Entergy Gulf States Louisiana and transferred $66 million directly to Entergy Gulf States Louisiana.  From the bond proceeds received by Entergy Gulf States Louisiana from the LURC, Entergy Gulf States Louisiana then immediately used the $66 million to acquire 662,426.80 Class C preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 7.5% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2014, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1.75 billion.

Entergy Gulf States Louisiana will not report the bonds on its balance sheet because the bonds are the obligation of the LCDA and there is no recourse against Entergy Gulf States Louisiana in the event of a bond default.  To service the bonds, Entergy Gulf States Louisiana will collect a system restoration charge on behalf of the LURC, and remit the collections to the bond indenture trustee.  Entergy Gulf States Louisiana will not report the collections as revenue because it is merely acting as the billing and collection agent for the state.

Entergy Louisiana’s Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s construction of a combined-cycle gas turbine generating facility (Ninemile 6) at its existing Ninemile Point electric generating station.  The Ninemile 6 capacity and energy will be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  Under terms approved by the LPSC, costs may be recovered through Entergy Louisiana’s and Entergy Gulf States Louisiana’s formula rate plans beginning in the month after the unit is placed in service.  In July 2014, Entergy Louisiana and Entergy Gulf States Louisiana filed an unopposed stipulation with the LPSC that estimates a first year revenue requirement associated with Ninemile 6 of $57.1 million for Entergy Louisiana and $28.5 million for Entergy Gulf States Louisiana.  A hearing on the stipulation is scheduled to be held before an ALJ in August 2014. 

State and Local Rate Regulation and Fuel-Cost Recovery

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation and Fuel-Cost Recovery" in the Form 10-K for a discussion of state and local rate regulation and fuel-cost recovery.  The following are updates to that discussion.

Retail Rates - Electric

As discussed in the Form 10-K, Entergy Gulf States Louisiana filed a base rate case in February 2013. Pursuant to the rate case settlement approved by the LPSC in December 2013, Entergy Gulf States Louisiana submitted a compliance filing in May 2014 reflecting the effects of the estimated MISO cost recovery mechanism revenue requirement and adjustment of the additional capacity mechanism requiring a net increase of approximately $3.8 million in formula rate plan revenue to be implemented over nine months commencing with the first billing cycle of December 2014. Before rates are implemented in December 2014, an updated compliance filing will be made in November 2014 to further refine the estimated MISO cost recovery mechanism revenue requirement component of the May 2014 compliance filing to then-available actual data.


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Management's Financial Discussion and Analysis


Retail Rates - Gas

In January 2014, Entergy Gulf States Louisiana filed with the LPSC its gas rate stabilization plan for the test year ended September 30, 2013.  The filing showed an earned return on common equity of 5.47% which results in a $1.5 million rate increase. In April 2014 the LPSC Staff issued a report indicating "that Entergy Gulf States Louisiana has properly determined its earnings for the test year ended September 30, 2013." The $1.5 million rate increase was implemented effective with the first billing cycle of April 2014.

Entergy Gulf States Louisiana and Entergy Louisiana Business Combination Study

In June 2014, Entergy Gulf States Louisiana and Entergy Louisiana filed a business combination study report with the LPSC. The report contains a preliminary analysis of the potential combination of Entergy Gulf States Louisiana and Entergy Louisiana into a single public utility. Though not a formal application, the report provides an overview of the combination and identifies its potential customer benefits. Entergy Gulf States Louisiana and Entergy Louisiana will hold technical conferences and face-to-face meetings with LPSC staff, City Council advisors, and other stakeholders to discuss potential effects of the combination, solicit suggestions and concerns, and identify areas in which additional information might be needed. Entergy Gulf States Louisiana and Entergy Louisiana held a technical conference at the LPSC to discuss the business combination in July 2014 and scheduled a second technical conference to be held in August 2014.
 
Industrial and Commercial Customers

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Industrial and Commercial Customers" in the Form 10-K for a discussion of industrial and commercial customers.

Federal Regulation

See “Entergy’s Integration Into the MISO Regional Transmission Organization” and “System Agreement” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the Federal Regulation discussion in the Form 10-K.

Nuclear Matters

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of environmental risks.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Gulf States Louisiana’s accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

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ENTERGY GULF STATES LOUISIANA, L.L.C.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$540,606

 

$479,895

 

$1,022,028

 

$879,032

Natural gas
 
13,428

 
12,466

 
45,301

 
33,284

TOTAL
 
554,034

 
492,361

 
1,067,329

 
912,316

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
88,471

 
60,500

 
147,676

 
108,338

Purchased power
 
233,207

 
203,999

 
452,915

 
366,076

Nuclear refueling outage expenses
 
5,332

 
5,210

 
10,605

 
9,536

Other operation and maintenance
 
95,579

 
102,183

 
182,676

 
194,905

Decommissioning
 
4,181

 
3,948

 
8,302

 
7,840

Taxes other than income taxes
 
20,737

 
20,145

 
41,746

 
39,383

Depreciation and amortization
 
38,732

 
37,927

 
76,974

 
75,299

Other regulatory charges (credits) - net
 
(2,555
)
 
4,593

 
(6,491
)
 
5,000

TOTAL
 
483,684

 
438,505

 
914,403

 
806,377

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
70,350

 
53,856

 
152,926

 
105,939

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
1,695

 
1,809

 
3,341

 
3,459

Interest and investment income
 
7,436

 
13,956

 
17,493

 
24,811

Miscellaneous - net
 
(3,649
)
 
(2,400
)
 
(5,367
)
 
(5,040
)
TOTAL
 
5,482

 
13,365

 
15,467

 
23,230

 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
20,292

 
20,274

 
40,570

 
40,473

Allowance for borrowed funds used during construction
 
(1,160
)
 
(660
)
 
(1,921
)
 
(1,351
)
TOTAL
 
19,132

 
19,614

 
38,649

 
39,122

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
56,700

 
47,607

 
129,744

 
90,047

 
 
 
 
 
 
 
 
 
Income taxes
 
20,529

 
17,887

 
47,101

 
33,162

 
 
 
 
 
 
 
 
 
NET INCOME
 
36,171

 
29,720

 
82,643

 
56,885

 
 
 
 
 
 
 
 
 
Preferred distribution requirements and other
 
209

 
206

 
415

 
412

 
 
 
 
 
 
 
 
 
EARNINGS APPLICABLE TO COMMON EQUITY
 

$35,962

 

$29,514

 

$82,228

 

$56,473

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 


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ENTERGY GULF STATES LOUISIANA, L.L.C.
STATEMENTS OF COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
2014
 
2013
 
2014
 
2013
 
(In Thousands)
 
(In Thousands)
 
 
 
 
 
 
 
 
Net Income

$36,171

 

$29,720

 

$82,643

 

$56,885

Other comprehensive income
 
 
 
 
 
 
 
Pension and other postretirement liabilities
 
 
 
 
 
 
 
(net of tax expense of $85, $778, $186, and $1,564)
137

 
962

 
259

 
1,917

Other comprehensive income
137

 
962

 
259

 
1,917

Comprehensive Income

$36,308

 

$30,682

 

$82,902

 

$58,802

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 






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ENTERGY GULF STATES LOUISIANA, L.L.C.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$82,643

 

$56,885

Adjustments to reconcile net income to net cash flow provided by operating activities:
 
 
 
 
Depreciation, amortization, and decommissioning, including nuclear fuel amortization
 
116,122

 
108,028

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
45,579

 
44,828

Changes in working capital:
 
 
 
 
Receivables
 
(59,914
)
 
(54,074
)
Fuel inventory
 
2,003

 
(5,537
)
Accounts payable
 
51,357

 
44,284

Prepaid taxes and taxes accrued
 
23,211

 
(50,487
)
Interest accrued
 
(1,001
)
 
(565
)
Deferred fuel costs
 
(16,332
)
 
(31,661
)
Other working capital accounts
 
(3,992
)
 
(32,018
)
Changes in provisions for estimated losses
 
(3,335
)
 
(62,747
)
Changes in other regulatory assets
 
4,671

 
39,396

Changes in pension and other postretirement liabilities
 
(6,130
)
 
5,455

Other
 
(19,417
)
 
40,549

Net cash flow provided by operating activities
 
215,465

 
102,336

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(125,851
)
 
(148,160
)
Allowance for equity funds used during construction
 
3,341

 
3,459

Nuclear fuel purchases
 
(20,821
)
 
(115,370
)
Proceeds from the sale of nuclear fuel
 
54,642

 
19,401

Payment to storm reserve escrow account
 
(7
)
 
(21
)
Receipts from storm reserve escrow account
 

 
65,475

Proceeds from nuclear decommissioning trust fund sales
 
75,419

 
46,735

Investment in nuclear decommissioning trust funds
 
(82,861
)
 
(56,339
)
Change in money pool receivable - net
 
(10,876
)
 

Net cash flow used in investing activities
 
(107,014
)
 
(184,820
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of long-term debt
 

 
69,792

Retirement of long-term debt
 

 
(75,000
)
Change in money pool payable - net
 

 
28,529

Changes in credit borrowings - net
 
(14,800
)
 
144,700

Distributions paid:
 
 
 
 
Common equity
 
(77,845
)
 
(119,900
)
Preferred membership interests
 
(412
)
 
(412
)
Other
 
16,052

 

Net cash flow provided by (used in) financing activities
 
(77,005
)
 
47,709

 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
 
31,446

 
(34,775
)
Cash and cash equivalents at beginning of period
 
15,581

 
35,686

Cash and cash equivalents at end of period
 

$47,027

 

$911

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$40,141

 

$39,598

Income taxes
 

$5,700

 

$61,688

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY GULF STATES LOUISIANA, L.L.C.
BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$16,881

 

$1,739

Temporary cash investments
 
30,146

 
13,842

Total cash and cash equivalents
 
47,027

 
15,581

Accounts receivable:
 
 
 
 
Customer
 
95,180

 
69,648

Allowance for doubtful accounts
 
(706
)
 
(909
)
Associated companies
 
144,824

 
107,723

Other
 
25,995

 
22,945

Accrued unbilled revenues
 
63,771

 
58,867

Total accounts receivable
 
329,064

 
258,274

Deferred fuel costs
 
25,957

 
9,625

Fuel inventory - at average cost
 
24,552

 
26,555

Materials and supplies - at average cost
 
128,168

 
122,909

Deferred nuclear refueling outage costs
 
15,498

 
25,975

Prepaid taxes
 

 
22,008

Gas hedge contracts
 
1,219

 
2,238

Prepayments and other
 
57,967

 
12,452

TOTAL
 
629,452

 
495,617

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Investment in affiliate preferred membership interests
 
289,663

 
289,664

Decommissioning trust funds
 
607,557

 
573,744

Non-utility property - at cost (less accumulated depreciation)
 
175,528

 
174,134

Storm reserve escrow account
 
21,545

 
21,538

Other
 
14,678

 
14,145

TOTAL
 
1,108,971

 
1,073,225

 
 
 
 
 
UTILITY PLANT
 
 
 
 
Electric
 
7,473,813

 
7,400,689

Natural gas
 
146,824

 
143,902

Construction work in progress
 
133,745

 
105,314

Nuclear fuel
 
146,478

 
196,508

TOTAL UTILITY PLANT
 
7,900,860

 
7,846,413

Less - accumulated depreciation and amortization
 
4,128,277

 
4,071,762

UTILITY PLANT - NET
 
3,772,583

 
3,774,651

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
163,519

 
165,456

Other regulatory assets
 
318,732

 
321,466

Deferred fuel costs
 
100,124

 
100,124

Other
 
13,983

 
12,049

TOTAL
 
596,358

 
599,095

 
 
 
 
 
TOTAL ASSETS
 

$6,107,364

 

$5,942,588

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY GULF STATES LOUISIANA, L.L.C.
BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Accounts payable:
 
 
 
 
Associated companies
 

$128,870

 

$95,853

Other
 
124,724

 
103,314

Customer deposits
 
55,238

 
51,839

Taxes accrued
 
1,203

 

Accumulated deferred income taxes
 
28,541

 
36,330

Interest accrued
 
24,807

 
25,808

Pension and other postretirement liabilities
 
9,086

 
9,065

System agreement cost equalization
 
15,000

 
15,000

Other
 
48,721

 
19,032

TOTAL
 
436,190

 
356,241

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
1,562,484

 
1,512,547

Accumulated deferred investment tax credits
 
73,786

 
75,295

Other regulatory liabilities
 
183,981

 
159,429

Decommissioning and asset retirement cost liabilities
 
414,700

 
403,084

Accumulated provisions
 
33,811

 
37,146

Pension and other postretirement liabilities
 
268,164

 
274,315

Long-term debt
 
1,512,784

 
1,527,465

Long-term payables - associated companies
 
26,961

 
27,900

Other
 
128,902

 
108,189

TOTAL
 
4,205,573

 
4,125,370

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
EQUITY
 
 
 
 
Preferred membership interests without sinking fund
 
10,000

 
10,000

Member's equity
 
1,483,544

 
1,479,179

Accumulated other comprehensive loss
 
(27,943
)
 
(28,202
)
TOTAL
 
1,465,601

 
1,460,977

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$6,107,364

 

$5,942,588

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY GULF STATES LOUISIANA, L.L.C.
STATEMENTS OF CHANGES IN EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Common Equity
 
 
 
Preferred Membership Interests
 
Member's
Equity
 
Accumulated Other Comprehensive Income (Loss)
 
Total
 
(In Thousands)
 
 
 
 
 
 
 
 
Balance at December 31, 2012

$10,000

 

$1,438,233

 

($65,229
)
 

$1,383,004

 
 
 
 
 
 
 
 
Net income

 
56,885

 

 
56,885

Other comprehensive income

 

 
1,917

 
1,917

Distributions declared on common equity

 
(119,900
)
 

 
(119,900
)
Distributions declared on preferred membership interests

 
(412
)
 

 
(412
)
Other

 
(20
)
 

 
(20
)
 
 
 
 
 
 
 
 
Balance at June 30, 2013

$10,000

 

$1,374,786

 

($63,312
)
 

$1,321,474

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$10,000

 

$1,479,179

 

($28,202
)
 

$1,460,977

 
 
 
 
 
 
 
 
Net income

 
82,643

 

 
82,643

Other comprehensive income

 

 
259

 
259

Distributions declared on common equity

 
(77,845
)
 

 
(77,845
)
Distributions declared on preferred membership interests

 
(415
)
 

 
(415
)
Other

 
(18
)
 

 
(18
)
 
 
 
 
 
 
 
 
Balance at June 30, 2014

$10,000

 

$1,483,544

 

($27,943
)
 

$1,465,601

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 


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ENTERGY GULF STATES LOUISIANA, L.L.C.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%

 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$115

 

$104

 

$11

 
11

Commercial
 
115

 
102

 
13

 
13

Industrial
 
162

 
135

 
27

 
20

Governmental
 
6

 
5

 
1

 
20

Total retail
 
398

 
346

 
52

 
15

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
104

 
96

 
8

 
8

Non-associated companies
 
17

 
11

 
6

 
55

Other
 
22

 
27

 
(5
)
 
(19
)
Total
 

$541

 

$480

 

$61

 
13

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
1,145

 
1,130

 
15

 
1

Commercial
 
1,272

 
1,242

 
30

 
2

Industrial
 
2,501

 
2,377

 
124

 
5

Governmental
 
58

 
55

 
3

 
5

Total retail
 
4,976

 
4,804

 
172

 
4

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
1,678

 
1,690

 
(12
)
 
(1
)
Non-associated companies
 
300

 
169

 
131

 
78

Total
 
6,954

 
6,663

 
291

 
4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$240

 

$198

 

$42

 
21

Commercial
 
219

 
191

 
28

 
15

Industrial
 
286

 
242

 
44

 
18

Governmental
 
12

 
10

 
2

 
20

Total retail
 
757

 
641

 
116

 
18

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
196

 
181

 
15

 
8

Non-associated companies
 
38

 
22

 
16

 
73

Other
 
31

 
35

 
(4
)
 
(11
)
Total
 

$1,022

 

$879

 

$143

 
16

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
2,527

 
2,242

 
285

 
13

Commercial
 
2,528

 
2,409

 
119

 
5

Industrial
 
4,694

 
4,435

 
259

 
6

Governmental
 
116

 
113

 
3

 
3

Total retail
 
9,865

 
9,199

 
666

 
7

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
3,369

 
2,918

 
451

 
15

Non-associated companies
 
521

 
397

 
124

 
31

Total
 
13,755

 
12,514

 
1,241

 
10


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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2014 Compared to Second Quarter 2013

Net income increased $8.3 million primarily due to higher net revenue, lower other operation and maintenance expenses, and higher other income, partially offset by higher depreciation and amortization expenses, higher interest expense, and a higher effective income tax rate.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income increased $21.3 million primarily due to higher net revenue, lower other operation and maintenance expenses, and higher other income, partially offset by higher depreciation and amortization expenses, higher interest expense, and a higher effective income tax rate.

Net Revenue

Second Quarter 2014 Compared to Second Quarter 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.  Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$310.3

MISO deferral
2.3

Volume/weather
1.9

Other
2.1

2014 net revenue

$316.6


The MISO deferral variance is due to the deferral in 2014 of the non-fuel MISO-related charges, as approved by the LPSC. The deferral of non-fuel MISO-related charges is partially offset in other operation and maintenance expenses. See Note 2 to the financial statements in the Form 10-K for further discussion of the recovery of non-fuel MISO-related charges.

The volume/weather variance is primarily due to an increase of 70 GWh, or 1%, in weather-adjusted usage in all sectors due to an increase in customers across all sectors. The increase in industrial usage is partially offset by decreased usage in the chemicals industry.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $67.1 million in fuel cost recovery revenues primarily due to higher fuel rates and an increase of $30.5 million in gross wholesale revenues as a result of increased sales to affiliate customers and sales in the MISO market.

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Entergy Louisiana, LLC and Subsidiaries
Management's Financial Discussion and Analysis

Fuel and purchased power expenses increased primarily due to an increase in the average market prices of natural gas and purchased power, an increase in demand for gas-fired generation, and an increase in the recovery from customers of deferred fuel costs resulting from higher fuel revenues.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.  Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$570.9

Volume/weather
19.4

MISO deferral
4.6

Asset retirement obligation
3.5

Retail electric price
2.7

Other
6.7

2014 net revenue

$607.8


The volume/weather variance is primarily due to an increase of 519 GWh, or 8%, in billed electricity usage in the residential and commercial sectors due to the effect of more favorable weather as compared to the same period in the prior year, partially offset by a decrease in industrial usage primarily in the chemicals industry.

The MISO deferral variance is due to the deferral in 2014 of the non-fuel MISO-related charges, as approved by the LPSC. The deferral of non-fuel MISO-related charges is partially offset in other operation and maintenance expenses. See Note 2 to the financial statements in the Form 10-K for further discussion of the recovery of non-fuel MISO-related charges.

The asset retirement obligation affects net revenue because Entergy Louisiana records a regulatory credit for the difference between asset retirement obligation-related expenses and trust earnings plus asset retirement obligation-related costs collected in revenue. The variance for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 is primarily caused by an increase in the regulatory credits because of a decrease in decommissioning trust earnings.

The retail electric price variance is primarily due to an increase in affiliate purchased power capacity costs that are recovered through base rates set in the annual formula rate plan mechanism. Entergy Louisiana’s formula rate plan is discussed in Note 2 to the financial statements in the Form 10-K.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $87.1 million in gross wholesale revenues as a result of increased sales to affiliate customers and sales in the MISO market and the increase related to volume/weather, as discussed above.

Fuel and purchased power expenses increased primarily due to an increase in the average market prices of natural gas and purchased power and an increase in demand for gas-fired generation, partially offset by a decrease in the recovery from customers of deferred fuel costs resulting from higher fuel and purchased power costs and higher fuel revenues.


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Entergy Louisiana, LLC and Subsidiaries
Management's Financial Discussion and Analysis

Other Income Statement Variances

Second Quarter 2014 Compared to Second Quarter 2013

Other operation and maintenance expenses decreased primarily due to:    
    
a decrease of $5.2 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $4.8 million in fossil-fueled generation expenses primarily due to an overall lower scope of work done as compared to prior year;
a decrease of $2.1 million due to costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business; and
a decrease of $1.9 million in nuclear generation expenses primarily due to lower materials costs.

The decrease was partially offset by an increase of $2.3 million due to administration fees in 2014 related to the participation in the MISO RTO. The LPSC approved deferral of these expenses resulting in no net income effect.

Depreciation and amortization expenses increased primarily due to additions to plant in service.

Other income increased primarily due to the increase in allowance for equity funds used during construction due to more construction work in progress in 2014.

Interest expense increased primarily due to the issuance of $325 million of 4.05% Series first mortgage bonds in August 2013 and the issuance of $100 million of 4.70% Series first mortgage bonds in May 2013, partially offset by an increase in the allowance for borrowed funds used during construction due to more construction work in progress in 2014.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Other operation and maintenance expenses decreased primarily due to:

a decrease of $7.5 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
a decrease of $3.6 million relating to the sale of surplus oil inventory in 2014;
a decrease of $3.0 million due to costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business; and
a decrease of $2.8 million in fossil-fueled generation expenses primarily due to an overall lower scope of work done as compared to prior year.

The decrease was partially offset by:

an increase of $4.9 million due to administration fees in 2014 related to the participation in the MISO RTO. The LPSC approved deferral of these expenses resulting in no net income effect; and
an increase of $4.4 million in transmission expenses primarily due to higher equalization expenses and additional transmission services.


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Management's Financial Discussion and Analysis

Depreciation and amortization expenses increased primarily due to additions to plant in service.

Other income increased primarily due to the increase in allowance for equity funds used during construction due to more construction work in progress in 2014.

Interest expense increased primarily due to the issuance of $325 million of 4.05% Series first mortgage bonds in August 2013 and the issuance of $100 million of 4.70% Series first mortgage bonds in May 2013, partially offset by an increase in the allowance for borrowed funds used during construction due to more construction work in progress in 2014.

Income Taxes

The effective income tax rate was 27.5% for the second quarter 2014 and 26.8% for the six months ended June 30, 2014.  The differences in the effective income tax rates for the second quarter 2014 and the six months ended June 30, 2014 versus the federal statutory rate of 35% were primarily due to book and tax differences related to the non-taxable income distributions earned on preferred membership interests and book and tax differences related to the allowance for equity funds used during construction, partially offset by state income taxes.

The effective income tax rate was 25.4% for the second quarter 2013 and 23.6% for the six months ended June 30, 2013. The differences in the effective income tax rates for the second quarter 2013 and the six months ended June 30, 2013 versus the federal statutory rate of 35% were primarily due to book and tax differences related to the non-taxable income distributions earned on preferred membership interests and book and tax differences related to the allowance for equity funds used during construction.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$124,007

 

$30,086

Cash flow provided by (used in):
 
 
 
Operating activities
200,795

 
233,394

Investing activities
(431,369
)
 
(220,249
)
Financing activities
109,531

 
(40,039
)
Net decrease in cash and cash equivalents
(121,043
)
 
(26,894
)
Cash and cash equivalents at end of period

$2,964

 

$3,192


Operating Activities

Net cash flow provided by operating activities decreased $32.6 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to a decrease in the recovery of fuel costs and an increase of $8.5 million in interest paid resulting from an increase in interest expense, as discussed above. The decrease was partially offset by the timing of collections from customers and payments to vendors and Hurricane Isaac storm spending of $9 million in 2013.


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Management's Financial Discussion and Analysis

Investing Activities

Net cash flow used in investing activities increased $211.1 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:
 
receipts of $187 million from the storm reserve escrow account in 2013;
deposit of bond proceeds with a trustee in June 2014. Entergy Louisiana issued $170 million of 5.0% Series first mortgage bonds in June 2014 and used the proceeds, in July 2014, to redeem, prior to maturity, its $70 million of 6.4% Series first mortgage bonds due October 2034 and its $100 million of 6.3% Series first mortgage bonds due September 2035; and
an increase in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle.

The increase was partially offset by a decrease in fossil-fueled generation construction expenditures due to decreased spending on the Ninemile Unit 6 self-rebuild project and money pool activity.

Decreases in Entergy Louisiana’s receivable from the money pool are a source of cash flow, and Entergy Louisiana’s receivable from the money pool decreased by $17.6 million for the six months ended June 30, 2014 compared to decreasing by $3.0 million for the six months ended June 30, 2013.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.

Financing Activities

Entergy Louisiana’s financing activities provided $109.5 million of cash for the six months ended June 30, 2014 compared to using $40.0 million of cash for the six months ended June 30, 2013 primarily due to:
 
the issuance of $170 million of 5.0% Series first mortgage bonds in June 2014 compared to the issuance of $100 million of 4.7% Series first mortgage bonds in May 2013;
the issuance of $40 million of 3.92% Series H Notes by the nuclear fuel company variable interest entity in February 2014;
a decrease of $65.4 million in common equity distributions in 2014;
money pool activity; and
an increase in borrowings of $23.9 million on the nuclear fuel company variable interest entity’s credit facility in 2014 compared to the repayment of borrowings of $12.9 million in 2013.

The increase was partially offset by the borrowings of $100 million on Entergy Louisiana’s credit facility in 2013.

Increases in Entergy Louisiana’s payable to the money pool are a source of cash flow, and Entergy Louisiana’s payable to the money pool increased by $44.2 million for the six months ended June 30, 2014.


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Management's Financial Discussion and Analysis

Capital Structure

Entergy Louisiana’s capitalization is balanced between equity and debt, as shown in the following table. The increase in the debt to capital ratio for Entergy Louisiana is primarily due to an increase in long-term debt as a result of the issuance of $170 million of 5.0% Series first mortgage bonds in June 2014.  
 
June 30,
2014
 
December 31,
2013
Debt to capital
53.6
%
 
52.0
%
Effect of excluding securitization bonds
(1.1
%)
 
(1.3
%)
Debt to capital, excluding securitization bonds (a)
52.5
%
 
50.7
%
Effect of subtracting cash
%
 
(1.1
%)
Net debt to net capital, excluding securitization bonds (a)
52.5
%
 
49.6
%

(a)
Calculation excludes the securitization bonds, which are non-recourse to Entergy Louisiana.

Net debt consists of debt less cash and cash equivalents.  Debt consists of short-term borrowings and long-term debt, including the currently maturing portion.  Capital consists of debt, preferred stock without sinking fund, and common equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Louisiana uses the debt to capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Louisiana’s financial condition. Entergy Louisiana uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Louisiana’s financial condition because net debt indicates Entergy Louisiana’s outstanding debt position that could not be readily satisfied by cash and cash equivalents.

Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Louisiana’s uses and sources of capital.  Following are updates to the information provided in the Form 10-K.  

Following are the current amounts of Entergy Louisiana’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Generation

$250

 

$170

 

$195

Transmission
160

 
80

 
75

Distribution
145

 
130

 
135

Other
20

 
20

 
15

Total

$575

 

$400

 

$420


The updated capital plan for 2014-2016 reflects additional spending for 2014 storms, potential new generation resource requirements, transmission to support economic development through 2016 and reliability as well as other capital plan refinements.

Entergy Louisiana’s receivables from or (payables to) the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
($44,239)
 
$17,648
 
$6,410
 
$9,433

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See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Louisiana has a credit facility in the amount of $200 million scheduled to expire in March 2019.  The credit facility allows Entergy Louisiana to issue letters of credit against 50% of the borrowing capacity of the facility. As of June 30, 2014, there were no cash borrowings and $7.4 million of letters of credit outstanding under the credit facility.  See Note 4 to the financial statements herein for additional discussion of the credit facility.

The Entergy Louisiana nuclear fuel company variable interest entity has a credit facility in the amount of $90 million scheduled to expire in June 2016.  As of June 30, 2014, $26.8 million in letters of credit were outstanding under the credit facility to support a like amount of commercial paper issued by the Entergy Louisiana nuclear fuel company variable interest entity.  See Note 4 to the financial statements herein for additional discussion of the nuclear fuel company variable interest entity credit facility.

In February 2014 the Entergy Louisiana nuclear fuel company variable interest entity issued $40 million of 3.92% Series H Notes due February 2021. The Entergy Louisiana nuclear fuel company variable interest entity used the proceeds to purchase additional nuclear fuel.

In June 2014, Entergy Louisiana issued $170 million of 5% Series first mortgage bonds due July 2044. Entergy Louisiana used the proceeds to pay in July 2014, prior to maturity, its $70 million 6.4% Series first mortgage bonds due October 2034 and to pay in July 2014, prior to maturity, its $100 million 6.3% Series first mortgage bonds due September 2035.

In July 2014, Entergy Louisiana issued $190 million of 3.78% Series first mortgage bonds due April 2025. Entergy Louisiana used the proceeds to re-establish and replenish its storm damage escrow reserves and for general corporate purposes.

In July 2014 the Entergy Louisiana nuclear fuel company variable interest entity redeemed, at maturity, its $50 million of 5.69% Series E Notes.

Hurricane Isaac

As discussed in the Form 10-K, total restoration costs for the repair and replacement of electric facilities damaged by Hurricane Isaac were $247.7 million for Entergy Louisiana. In January 2013, Entergy Louisiana drew $187 million from its funded storm reserve escrow account.  In April 2013, Entergy Gulf States Louisiana and Entergy Louisiana filed a joint application with the LPSC relating to Hurricane Isaac system restoration costs.  Following an evidentiary hearing and recommendations by the ALJ, the LPSC voted in June 2014 to approve a series of orders which (i) quantify the amount of Hurricane Isaac system restoration costs prudently incurred ($66.5 million for Entergy Gulf States Louisiana and $224.3 million for Entergy Louisiana); (ii) determine the level of storm reserves to be re-established ($90 million for Entergy Gulf States Louisiana and $200 million for Entergy Louisiana); (iii) authorize Entergy Gulf States Louisiana and Entergy Louisiana to utilize Louisiana Act 55 financing for Hurricane Isaac system restoration costs; and (iv) grant other requested relief associated with storm reserves and Act 55 financing of Hurricane Isaac system restoration costs. Approvals for the Act 55 financings were obtained from the Louisiana Utilities Restoration Corporation (LURC) and the Louisiana State Bond Commission.

In August 2014 the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $243.85 million in bonds under Act 55 of the Louisiana Legislature.  From the $240 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $13 million in a restricted escrow account as a storm damage reserve for Entergy Louisiana and transferred $227 million directly to Entergy Louisiana.  From the bond proceeds received by Entergy Louisiana from the LURC, Entergy Louisiana then immediately used the $227 million to acquire 2,272,725.89 Class C preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 7.5% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2014, and the membership interests have a liquidation price of

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Management's Financial Discussion and Analysis

$100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1.75 billion.

Entergy Louisiana will not report the bonds on its balance sheet because the bonds are the obligation of the LCDA and there is no recourse against Entergy Louisiana in the event of a bond default.  To service the bonds, Entergy Louisiana will collect a system restoration charge on behalf of the LURC, and remit the collections to the bond indenture trustee.  Entergy Louisiana will not report the collections as revenue because it is merely acting as the billing and collection agent for the state.

Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s construction of a combined-cycle gas turbine generating facility (Ninemile 6) at its existing Ninemile Point electric generating station.  The Ninemile 6 capacity and energy will be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  Under terms approved by the LPSC, costs may be recovered through Entergy Louisiana’s and Entergy Gulf States Louisiana’s formula rate plans beginning in the month after the unit is placed in service.  In July 2014, Entergy Louisiana and Entergy Gulf States Louisiana filed an unopposed stipulation with the LPSC that estimates a first year revenue requirement associated with Ninemile 6 of $57.1 million for Entergy Louisiana and $28.5 million for Entergy Gulf States Louisiana.  A hearing on the stipulation is scheduled to be held before an ALJ in August 2014. 

State and Local Rate Regulation and Fuel-Cost Recovery

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation and Fuel Cost Recovery" in the Form 10-K for a discussion of state and local rate regulation and fuel cost recovery.  The following are updates to that discussion.

As discussed in the Form 10-K, Entergy Louisiana filed a base rate case in February 2013. Pursuant to the rate case settlement approved by the LPSC in December 2013, Entergy Louisiana submitted a compliance filing in May 2014 reflecting the effects of the $10 million agreed-upon increase in formula rate plan revenue, the estimated MISO cost recovery mechanism revenue requirement, and the adjustment of the additional capacity mechanism requiring a net increase of approximately $39 million in formula rate plan revenue to be implemented over nine months commencing with the first billing cycle of December 2014. Before rates are implemented in December 2014, an updated compliance filing will be made in November 2014 to further refine the estimated MISO cost recovery mechanism revenue requirement component of the May 2014 compliance filing to then-available actual data.

Also as discussed in the Form 10-K, the LPSC is conducting a prudence review of the Waterford 3 replacement steam generator project with regard to the following aspects of the project: 1) project management; 2) cost controls; 3) success in achieving stated objectives; 4) the costs of the replacement project; and 5) the outage length and replacement power costs.  In July 2014 the LPSC Staff filed testimony recommending potential project and replacement power cost disallowances of up $71 million, citing a need for further explanation or documentation from Entergy Louisiana.  An intervenor filed testimony recommending disallowance of $141 million of incremental project costs, claiming the steam generator fabricator was imprudent.  Entergy Louisiana believes that the replacement steam generator costs were prudently incurred and applicable legal principles support their recovery in rates.  Entergy Louisiana will provide further documentation and explanation requested by the LPSC staff. Cross-answering testimony is due in August 2014 and rebuttal testimony is due in September 2014.  An evidentiary hearing is scheduled for December 2014.

In March 2013, Entergy Louisiana filed a rate case for the Algiers area, which is in New Orleans and is regulated by the City Council. Entergy Louisiana requested a rate increase of $13 million over three years, including a 10.4% return on common equity and a formula rate plan mechanism identical to its LPSC request made in February 2013. In January 2014 the City Council Advisors filed direct testimony recommending a rate increase of $5.56 million over

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three years, including an 8.13% return on common equity. In June 2014 the City Council unanimously approved a settlement that includes the following:

a $9.3 million base rate revenue increase to be phased in on a levelized basis over four years;
recovery of an additional $853 thousand annually through a MISO recovery rider; and
adoption of a four-year formula rate plan requiring the filing of annual evaluation reports in May of each year, commencing May 2015, with resulting rates being implemented in October of each year. The formula rate plan includes a midpoint target authorized return on common equity of 9.95% with a +/- 40 basis point bandwidth.

The rate increase was effective with bills rendered on and after the first billing cycle of July 2014.

Entergy Gulf States Louisiana and Entergy Louisiana Business Combination Study

In June 2014, Entergy Gulf States Louisiana and Entergy Louisiana filed a business combination study report with the LPSC. The report contains a preliminary analysis of the potential combination of Entergy Gulf States Louisiana and Entergy Louisiana into a single public utility. Though not a formal application, the report provides an overview of the combination and identifies its potential customer benefits. Although not part of the business combination, Entergy Louisiana provided notice to the City Council in June 2014 that it anticipates it will seek authorization to transfer to Entergy New Orleans the assets that currently support Entergy Louisiana’s customers in Algiers. Entergy Gulf States Louisiana and Entergy Louisiana will hold technical conferences and face-to-face meetings with LPSC staff, City Council advisors, and other stakeholders to discuss potential effects of the combination, solicit suggestions and concerns, and identify areas in which additional information might be needed. Entergy Gulf States Louisiana and Entergy Louisiana held a technical conference at the LPSC to discuss the business combination in July 2014 and scheduled a second technical conference to be held in August 2014.

Federal Regulation

See “Entergy’s Integration Into the MISO Regional Transmission Organization” and “System Agreement” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the Federal Regulation discussion in the Form 10-K.

Nuclear Matters

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of environmental risks.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Louisiana’s accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$736,408

 

$635,805

 

$1,359,902

 

$1,241,890

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
168,820

 
93,152

 
259,607

 
211,859

Purchased power
 
258,624

 
236,413

 
507,743

 
465,422

Nuclear refueling outage expenses
 
7,763

 
9,079

 
16,641

 
15,931

Other operation and maintenance
 
119,648

 
127,225

 
228,770

 
232,352

Decommissioning
 
6,123

 
5,368

 
12,169

 
10,669

Taxes other than income taxes
 
19,745

 
18,987

 
39,490

 
37,787

Depreciation and amortization
 
63,146

 
60,907

 
125,521

 
120,745

Other regulatory credits - net
 
(7,637
)
 
(4,017
)
 
(15,272
)
 
(6,294
)
TOTAL
 
636,232

 
547,114

 
1,174,669

 
1,088,471

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
100,176

 
88,691

 
185,233

 
153,419

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
9,216

 
7,097

 
18,093

 
12,839

Interest and investment income
 
21,086

 
21,126

 
42,264

 
42,915

Miscellaneous - net
 
1,311

 
(793
)
 
1,142

 
(1,653
)
TOTAL
 
31,613

 
27,430

 
61,499

 
54,101

 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
40,686

 
36,904

 
81,375

 
73,333

Allowance for borrowed funds used during construction
 
(5,053
)
 
(3,036
)
 
(9,516
)
 
(5,484
)
TOTAL
 
35,633

 
33,868

 
71,859

 
67,849

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
96,156

 
82,253

 
174,873

 
139,671

 
 
 
 
 
 
 
 
 
Income taxes
 
26,489

 
20,876

 
46,828

 
32,918

 
 
 
 
 
 
 
 
 
NET INCOME
 
69,667

 
61,377

 
128,045

 
106,753

 
 
 
 
 
 
 
 
 
Preferred dividend requirements and other
 
1,757

 
1,738

 
3,494

 
3,475

 
 
 
 
 
 
 
 
 
EARNINGS APPLICABLE TO COMMON EQUITY
 

$67,910

 

$59,639

 

$124,551

 

$103,278

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 


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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
2014
 
2013
 
2014
 
2013
 
(In Thousands)
 
(In Thousands)
 
 
 
 
 
 
 
 
Net Income

$69,667

 

$61,377

 

$128,045

 

$106,753

Other comprehensive income
 
 
 
 
 
 
 
Pension and other postretirement liabilities
 
 
 
 
 
 
 
(net of tax expense (benefit) of ($180), $542, ($344), and $1,089)
(287
)
 
683

 
(589
)
 
1,361

Other comprehensive income (loss)
(287
)
 
683

 
(589
)
 
1,361

Comprehensive Income

$69,380

 

$62,060

 

$127,456

 

$108,114

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 














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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$128,045

 

$106,753

Adjustments to reconcile net income to net cash flow provided by operating activities:
Depreciation, amortization, and decommissioning, including nuclear fuel amortization
 
171,002

 
163,907

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
109,479

 
69,345

Changes in working capital:
 
 
 
 
Receivables
 
(21,077
)
 
(92,534
)
Fuel inventory
 
4,232

 
538

Accounts payable
 
10,293

 
(11,090
)
Prepaid taxes and taxes accrued
 
(32,514
)
 
8,345

Interest accrued
 
(2,246
)
 
(1,647
)
Deferred fuel costs
 
(75,281
)
 
(10,887
)
Other working capital accounts
 
(31,953
)
 
13,573

Changes in provisions for estimated losses
 
73

 
(185,518
)
Changes in other regulatory assets
 
(2,765
)
 
82,219

Changes in other regulatory liabilities
 
7,356

 
37,090

Changes in pension and other postretirement liabilities
 
(13,895
)
 
4,877

Other
 
(49,954
)
 
48,423

Net cash flow provided by operating activities
 
200,795

 
233,394

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(233,235
)
 
(418,402
)
Allowance for equity funds used during construction
 
18,093

 
12,839

Nuclear fuel purchases
 
(108,015
)
 
(21,887
)
Proceeds from the sale of nuclear fuel
 
46,045

 
23,438

Receipts from storm reserve escrow account
 

 
186,985

Changes to securitization account
 
1,122

 
(361
)
Proceeds from nuclear decommissioning trust fund sales
 
29,659

 
9,492

Investment in nuclear decommissioning trust funds
 
(34,174
)
 
(15,376
)
Changes in money pool receivable - net
 
17,648

 
3,023

Changes in other investments - net
 
(168,512
)
 

Net cash flow used in investing activities
 
(431,369
)
 
(220,249
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of long-term debt
 
208,147

 
96,442

Retirement of long-term debt
 
(27,472
)
 
(18,954
)
Changes in credit borrowings - net
 
23,865

 
87,202

Change in money pool payable - net
 
44,239

 

Distributions paid:
 
 
 
 
Common equity
 
(135,823
)
 
(201,254
)
Preferred membership interests
 
(3,475
)
 
(3,475
)
Other
 
50

 

Net cash flow provided by (used in) financing activities
 
109,531

 
(40,039
)
 
 
 
 
 
Net decrease in cash and cash equivalents
 
(121,043
)
 
(26,894
)
Cash and cash equivalents at beginning of period
 
124,007

 
30,086

Cash and cash equivalents at end of period
 

$2,964

 

$3,192

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid (received) during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$80,790

 

$72,320

Income taxes
 

($495
)
 

($697
)
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$405

 

$427

Temporary cash investments
 
2,559

 
123,580

Total cash and cash equivalents
 
2,964

 
124,007

Securitization recovery trust account
 
3,417

 
4,539

Accounts receivable:
 
 
 
 
Customer
 
171,995

 
144,836

Allowance for doubtful accounts
 
(1,152
)
 
(965
)
Associated companies
 
67,073

 
87,820

Other
 
13,138

 
21,420

Accrued unbilled revenues
 
98,559

 
93,073

Total accounts receivable
 
349,613

 
346,184

Accumulated deferred income taxes
 
70,477

 
100,022

Deferred fuel costs
 
44,889

 

Fuel inventory
 
19,079

 
23,311

Materials and supplies - at average cost
 
156,664

 
156,487

Deferred nuclear refueling outage costs
 
38,964

 
13,670

Prepaid taxes
 
217,017

 
184,503

Gas hedge contracts
 
1,503

 
2,889

Funds held on deposit
 
173,909

 

Prepayments and other
 
38,728

 
15,223

TOTAL
 
1,117,224

 
970,835

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Investment in affiliate preferred membership interests
 
807,423

 
807,423

Decommissioning trust funds
 
366,586

 
347,274

Non-utility property - at cost (less accumulated depreciation)
 
305

 
396

TOTAL
 
1,174,314

 
1,155,093

 
 
 
 
 
UTILITY PLANT
 
 
 
 
Electric
 
8,912,206

 
8,799,393

Property under capital lease
 
331,895

 
331,895

Construction work in progress
 
753,557

 
672,883

Nuclear fuel
 
196,237

 
147,385

TOTAL UTILITY PLANT
 
10,193,895

 
9,951,556

Less - accumulated depreciation and amortization
 
3,856,970

 
3,763,234

UTILITY PLANT - NET
 
6,336,925

 
6,188,322

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
316,139

 
309,617

Other regulatory assets (includes securitization property of $146,363 as of June 30, 2014 and $156,103 as of December 31, 2013)
 
711,746

 
715,503

Deferred fuel costs
 
67,998

 
67,998

Other
 
46,483

 
43,025

TOTAL
 
1,142,366

 
1,136,143

 
 
 
 
 
TOTAL ASSETS
 

$9,770,829

 

$9,450,393

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Currently maturing long-term debt
 

$319,296

 

$320,231

Short-term borrowings
 
26,788

 
2,923

Accounts payable:
 
 
 
 
Associated companies
 
106,593

 
83,655

Other
 
184,569

 
162,507

Customer deposits
 
91,921

 
90,393

Accumulated deferred income taxes
 
3,835

 
338

Interest accrued
 
39,826

 
42,072

Deferred fuel costs
 

 
30,392

Pension and other postretirement liabilities
 
10,135

 
10,255

System agreement cost equalization
 
17,000

 
17,000

Other
 
37,080

 
19,443

TOTAL
 
837,043

 
779,209

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
1,355,954

 
1,275,584

Accumulated deferred investment tax credits
 
66,059

 
67,347

Other regulatory liabilities
 
540,603

 
533,247

Decommissioning
 
491,255

 
479,086

Accumulated provisions
 
7,806

 
7,733

Pension and other postretirement liabilities
 
344,242

 
358,017

Long-term debt (includes securitization bonds of $154,518 as of June 30, 2014 and $164,965 as of December 31, 2013)
 
3,082,920

 
2,899,285

Other
 
80,104

 
75,233

TOTAL
 
5,968,943

 
5,695,532

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
EQUITY
 
 
 
 
Preferred membership interests without sinking fund
 
100,000

 
100,000

Member's equity
 
2,875,067

 
2,885,287

Accumulated other comprehensive loss
 
(10,224
)
 
(9,635
)
TOTAL
 
2,964,843

 
2,975,652

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$9,770,829

 

$9,450,393

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Common Equity
 
 
 
Preferred
Membership
Interests
 
Member’s
Equity
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
 
 
 
(In Thousands)
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2012

$100,000

 

$3,016,628

 

($46,132
)
 

$3,070,496

 
 
 
 
 
 
 
 
Net income

 
106,753

 

 
106,753

Other comprehensive income

 

 
1,361

 
1,361

Distributions to parent

 
(20,601
)
 

 
(20,601
)
Distributions declared on common equity

 
(201,254
)
 

 
(201,254
)
Distributions declared on preferred membership interests

 
(3,475
)
 

 
(3,475
)
 
 
 
 
 
 
 
 
Balance at June 30, 2013

$100,000

 

$2,898,051

 

($44,771
)
 

$2,953,280

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$100,000

 

$2,885,287

 

($9,635
)
 

$2,975,652

 
 
 
 
 
 
 
 
Net income

 
128,045

 

 
128,045

Other comprehensive loss

 

 
(589
)
 
(589
)
Contributions from parent

 
1,052

 

 
1,052

Distributions declared on common equity

 
(135,823
)
 

 
(135,823
)
Distributions declared on preferred membership interests

 
(3,494
)
 

 
(3,494
)
 
 
 
 
 
 
 
 
Balance at June 30, 2014

$100,000

 

$2,875,067

 

($10,224
)
 

$2,964,843

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 


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ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$196

 

$178

 

$18

 
10

Commercial
 
152

 
136

 
16

 
12

Industrial
 
274

 
234

 
40

 
17

Governmental
 
12

 
11

 
1

 
9

Total retail
 
634

 
559

 
75

 
13

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
51

 
31

 
20

 
65

Non-associated companies
 
10

 

 
10

 

Other
 
41

 
46

 
(5
)
 
(11
)
Total
 

$736

 

$636

 

$100

 
16

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
1,878

 
1,881

 
(3
)
 

Commercial
 
1,467

 
1,444

 
23

 
2

Industrial
 
4,238

 
4,210

 
28

 
1

Governmental
 
124

 
122

 
2

 
2

Total retail
 
7,707

 
7,657

 
50

 
1

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
848

 
408

 
440

 
108

Non-associated companies
 
17

 
10

 
7

 
70

Total
 
8,572

 
8,075

 
497

 
6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$396

 

$365

 

$31

 
8

Commercial
 
282

 
270

 
12

 
4

Industrial
 
480

 
479

 
1

 

Governmental
 
23

 
23

 

 

Total retail
 
1,181

 
1,137

 
44

 
4

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
121

 
50

 
71

 
142

Non-associated companies
 
16

 

 
16

 

Other
 
42

 
55

 
(13
)
 
(24
)
Total
 

$1,360

 

$1,242

 

$118

 
10

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
4,291

 
3,883

 
408

 
11

Commercial
 
2,932

 
2,821

 
111

 
4

Industrial
 
8,279

 
8,412

 
(133
)
 
(2
)
Governmental
 
252

 
247

 
5

 
2

Total retail
 
15,754

 
15,363

 
391

 
3

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
2,066

 
617

 
1,449

 
235

Non-associated companies
 
97

 
17

 
80

 
471

Total
 
17,917

 
15,997

 
1,920

 
12


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ENTERGY MISSISSIPPI, INC.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2014 Compared to Second Quarter 2013

Net income increased $7.6 million primarily due to higher net revenue.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income increased $19.5 million primarily due to higher net revenue.

Net Revenue

Second Quarter 2014 Compared to Second Quarter 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.  Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$163.5

Retail electric price
12.3

Other
2.7

2014 net revenue

$178.5


The retail electric price variance is primarily due to a formula rate plan increase, as approved by the MPSC, effective September 2013 and an increase in the storm damage rider, as approved by the MPSC, effective October 2013. The increase in the storm damage rider is offset by other operation and maintenance expenses and has no effect on net income. See Note 2 to the financial statements in the Form 10-K for a discussion of rate proceedings.

Gross operating revenues, fuel and purchased power expenses, and other regulatory credits

Gross operating revenues increased primarily due to:

an increase of $19.6 million in gross wholesale revenues due to the timing of receipt of System Agreement payments and an increase in sales to affiliated customers;
an increase of $11 million in fuel cost recovery revenues primarily due to higher fuel rates;
an increase of $7.1 million due to the formula rate plan increase, as discussed above;
an increase of $4.3 million primarily due to an increase in the storm damage rider, as discussed above; and
an increase of $3.8 million due to an increase in the power management rider, as approved by the MPSC, effective February 2014.

Fuel and purchased power expenses increased primarily due to an increase in purchased power as a result of planned plant outages, an increase in the average market price of purchased power, and an increase in deferred fuel

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expense due to the timing of receipt of System Agreement payments and credits to customers and higher fuel cost recovery revenues as compared to prior year. The increase was partially offset by a decrease in average cost of gas generation.

Other regulatory credits increased primarily due to the deferral, as approved by the MPSC, of non-fuel MISO-related charges. The deferral of non-fuel MISO-related charges is partially offset in operation and maintenance expenses. See Note 2 to the financial statements in the Form 10-K for further discussion of the recovery of non-fuel MISO-related charges.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.  Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$305.2

Retail electric price
26.7

Volume/weather
4.2

Other
5.3

2014 net revenue

$341.4


The retail electric price variance is primarily due to a formula rate plan increase, as approved by the MPSC, effective September 2013 and an increase in the storm damage rider, as approved by the MPSC, effective October 2013. The increase in the storm damage rider is offset by other operation and maintenance expenses and has no effect on net income. See Note 2 to the financial statements in the Form 10-K for a discussion of rate proceedings.

The volume/weather variance is primarily due to an increase of 293 GWh, or 5%, in billed electricity usage, including the effect of more favorable weather on residential and commercial sales.

Gross operating revenues, fuel and purchased power expenses, and other regulatory credits

Gross operating revenues increased primarily due to:

an increase of $29.9 million in gross wholesale revenues due to an increase in sales to affiliated customers and the timing of receipt of System Agreement payments;
an increase of $26 million in fuel cost recovery revenues primarily due to higher fuel rates;
an increase of $15.4 million due to the formula rate plan increase, as discussed above;
an increase of $13.2 million due to an increase in the power management rider, as approved by the MPSC, effective February 2014;
the increase related to volume/weather, as discussed above; and
an increase of $8.6 million primarily due to an increase in the storm damage rider, as discussed above.

Fuel and purchased power expenses increased primarily due to an increase in purchased power as a result of planned plant outages and an increase in the average market price of purchased power. The increase was partially offset by a decrease in deferred fuel expenses primarily due to increased fuel and purchased power costs, partially offset by the timing of receipt of System Agreement payments and credits to customers.

Other regulatory credits decreased primarily due to increased recovery of costs associated with the power management recovery rider. There is no material effect on net income because the power management recovery rider

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is an exact recovery rider and any differences in revenues and expenses are deferred for future recovery. The decrease was partially offset by the deferral, as approved by the MPSC, of non-fuel MISO-related charges. The deferral of non-fuel MISO-related charges is partially offset in operation and maintenance expenses. See Note 2 to the financial statements in the Form 10-K for further discussion of the recovery of non-fuel MISO-related charges.

Other Income Statement Variances

Second Quarter 2014 Compared to Second Quarter 2013

Other operation and maintenance expenses decreased primarily due to a decrease of $2.2 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business and a decrease of $2.1 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs. The decrease was substantially offset by an increase of $2.9 million in storm damage accruals, as approved by the MPSC, effective October 2013, and an increase of $1.1 million due to administration fees in second quarter 2014 related to participation in the MISO RTO.

Taxes other than income taxes increased primarily due to an increase in ad valorem taxes in 2014 as compared to the same period in the prior year.

Depreciation and amortization expenses increased primarily due to additions to plant in service.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Other operation and maintenance expenses decreased primarily due to:

a decrease of $6.1 million in fossil-fueled generation expenses resulting from a lower scope of work done during plant outages in 2014 as compared to the same period in 2013, partially offset by Baxter Wilson (Unit 1) repair activities in 2014, as discussed below;
a decrease of $3.3 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business; and
a decrease of $2.8 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs.

The decrease was partially offset by an increase of $6.3 million in storm damage accruals, as approved by the MPSC, effective October 2013, and an increase of $2.4 million due to administration fees in 2014 related to participation in the MISO RTO.

Taxes other than income taxes increased primarily due to an increase in ad valorem taxes in 2014 as compared to the same period in the prior year and an increase in local franchise taxes due to higher revenues in 2014 as compared to the same period in the prior year.

Depreciation and amortization expenses increased primarily due to additions to plant in service.


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Income Taxes

The effective income tax rate was 39.9% for the second quarter 2014 and 39.8% for the six months ended June 30, 2014.  The differences in the effective income tax rates for the second quarter 2014 and the six months ended June 30, 2014 versus the federal statutory rate of 35% were primarily due to state income taxes and certain book and tax differences related to utility plant items.

The effective income tax rate was 41.4% for the second quarter 2013 and 39.8% for the six months ended June 30, 2013.  The difference in the effective income tax rate for the second quarter 2013 versus the federal statutory rate of 35% was primarily due to state income taxes and certain book and tax differences related to utility plant items. The difference in the effective income tax rate for the six months ended June 30, 2013 versus the federal statutory rate of 35% was primarily due to state income taxes and certain book and tax differences related to utility plant items, partially offset by the reversal of a portion of the provision for uncertain tax positions.

Baxter Wilson Plant Event

On September 11, 2013, Entergy Mississippi’s Baxter Wilson (Unit 1) power plant experienced a significant unplanned outage event.  Entergy Mississippi completed the process of assessing the nature and extent of the damage to the unit and repairs are in progress. The current estimate of costs to return the unit to service is in the range of $45 million to $60 million.  This estimate may change as restorative activities occur.  The costs necessary to return the plant to service are expected to be incurred into late 2014.  Entergy Mississippi believes that the damage is covered by its property insurance policy, subject to a $20 million deductible. In December 2013, Entergy Mississippi made a filing with the MPSC requesting approval for Entergy Mississippi to defer and accumulate the costs incurred in connection with Baxter Wilson repair activities, net of applicable insurance proceeds, with such costs to be recoverable in a manner to be determined by the MPSC. In June 2014, Entergy Mississippi filed a rate case with the MPSC, which includes recovery of the costs associated with Baxter Wilson (Unit 1) repair activities, net of applicable insurance proceeds. The MPSC has not yet acted on this filing.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$31

 

$52,970

Cash flow provided by (used in):
 
 
 
Operating activities
94,099

 
60,954

Investing activities
(76,313
)
 
(71,973
)
Financing activities
(942
)
 
(38,884
)
Net increase (decrease) in cash and cash equivalents
16,844

 
(49,903
)
Cash and cash equivalents at end of period

$16,875

 

$3,067



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Operating Activities

Net cash flow provided by operating activities increased $33.1 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

the timing of payments to vendors;
System Agreement bandwidth remedy payments of $11.3 million received in the second quarter 2014 as a result of the compliance filing pursuant to the FERC’s February 2014 orders related to the bandwidth payments/receipts for the June - December 2005 period; and
an increase of $8.4 million in income tax refunds in the six months ended June 30, 2014 as compared to the six months ended June 30, 2013. The income tax refunds in 2014 were refunds of income taxes paid in accordance with intercompany state income tax sharing arrangements.

The increase was partially offset by an increase of $5.6 million in pension contributions in 2014 compared to the same period in 2013.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits funding.

Investing Activities

Net cash flow used in investing activities increased $4.3 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to money pool activity, partially offset by a decrease in transmission construction expenditures as a result of decreased scope of work performed in 2014 and a decrease in fossil-fueled generation construction expenditures due to spending on the planned Baxter Wilson outage in 2013.

Increases in Entergy Mississippi’s receivable from the money pool are a use of cash flow, and Entergy Mississippi’s receivable from the money pool increased by $6.8 million for the six months ended June 30, 2014 compared to decreasing by $12.0 million for the six months ended June 30, 2013.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.

Financing Activities

Net cash flow used in financing activities decreased $37.9 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

the issuance of $100 million of 3.75% Series first mortgage bonds in March 2014;
the payment, at maturity, of $100 million of 5.15% Series first mortgage bonds in February 2013;
the payment, prior to maturity, of $95 million of 4.95% Series first mortgage bonds in April 2014; and
borrowings of $70 million on Entergy Mississippi’s credit facilities in the six months ended June 30, 2013.

See Note 5 to the financial statements in the Form 10-K and Note 4 to the financial statements herein for more details on long-term debt.


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Capital Structure

Entergy Mississippi’s capitalization is balanced between equity and debt, as shown in the following table. The decrease in the debt to capital ratio is due to an increase in common equity resulting from an increase in net income.
 
June 30,
2014
 
December 31, 2013
Debt to capital
50.3
%
 
51.4%
Effect of subtracting cash
(0.4
%)
 
—%
Net debt to net capital
49.9
%
 
51.4%

Net debt consists of debt less cash and cash equivalents.  Debt consists of short-term borrowings, capital lease obligations, and long-term debt, including the currently maturing portion.  Capital consists of debt, preferred stock without sinking fund, and common equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Mississippi uses the debt to capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Mississippi’s financial condition.  Entergy Mississippi uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Mississippi’s financial condition because net debt indicates Entergy Mississippi’s outstanding debt position that could not be readily satisfied by cash and cash equivalents on hand.

Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Mississippi’s uses and sources of capital.  Following are updates to the information provided in the Form 10-K.

Following are the current amounts of Entergy Mississippi’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Generation

$55

 

$25

 

$35

Transmission
35

 
75

 
115

Distribution
110

 
100

 
95

Other
10

 
20

 
15

Total

$210

 

$220

 

$260


The updated capital plan for 2014-2016 reflects additional spending for 2014 storms and the Baxter Wilson unplanned outage event, transmission to support economic development through 2016 and reliability as well as other capital plan refinements.

Entergy Mississippi’s receivables from or (payables to) the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
$6,796
 
($3,536)
 
$4,855
 
$16,878

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.


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In May 2014, Entergy Mississippi renewed its three separate credit facilities through May 2015 and entered into a new $10 million credit facility that expires in May 2015. No borrowings were outstanding under the credit facilities as of June 30, 2014.  See Note 4 to the financial statements herein for additional discussion of the credit facilities. In addition, Entergy Mississippi entered into an uncommitted letter of credit facility in 2013 as a means to post collateral to support its obligations under MISO. As of June 30, 2014, a $9.6 million letter of credit was outstanding under Entergy Mississippi’s letter of credit facility.

In March 2014, Entergy Mississippi issued $100 million of 3.75% Series first mortgage bonds due July 2024. Entergy Mississippi used the proceeds to pay, prior to maturity, its $95 million 4.95% Series first mortgage bonds due June 2018 and for general corporate purposes.

State and Local Rate Regulation and Fuel-Cost Recovery

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - State and Local Rate Regulation and Fuel-Cost Recovery" in the Form 10-K for a discussion of the formula rate plan and fuel and purchased power cost recovery.

Fuel and Purchased Power Recovery

Entergy Mississippi had a deferred fuel balance of $60.4 million as of March 31, 2014. In May 2014, Entergy Mississippi filed for an interim adjustment under its energy cost recovery rider. The interim adjustment proposed a net energy cost factor designed to collect over a six-month period the under-recovered deferred fuel balance as of March 31, 2014 and also reflects a natural gas price of $4.50 per MMBtu. In May 2014, Entergy Mississippi and the Public Utilities Staff entered into a joint stipulation in which Entergy Mississippi agreed to a revised net energy cost factor that reflected the proposed interim adjustment with a reduction in costs recovered through the energy cost recovery rider associated with the suspension of the DOE nuclear waste storage fee. In June 2014 the MPSC approved the joint stipulation and allowed Entergy Mississippi’s interim adjustment. The revised net energy cost factor will remain in effect through the end of 2014.

Retail Rates

In June 2014, Entergy Mississippi filed its first general rate case before the MPSC in almost 12 years.  The rate filing lays out Entergy Mississippi’s plans for improving reliability, modernizing the grid, maintaining its workforce, stabilizing rates, utilizing new technologies, and attracting new industry to its service territory.  Entergy Mississippi requests a net increase in revenue of $49 million for bills rendered during calendar year 2015, including $30 million resulting from new depreciation rates to update the estimated service life of assets.  In addition, the filing proposes, among other things: 1) realigning cost recovery of the Attala and Hinds power plant acquisitions from the power management rider to base rates; 2) including certain MISO-related revenues and expenses in the power management rider; 3) power management rider changes that reflect the changes in costs and revenues that will accompany Entergy Mississippi’s withdrawal from participation in the System Agreement; and 4) a formula rate plan forward test year to allow for known changes in expenses and revenues for the rate effective period.  Entergy Mississippi proposes maintaining the current authorized return on common equity of 10.59%.  A hearing is scheduled for November 2014, and the procedural schedule calls for rates to be effective January 30, 2015.

In August 2012 the MPSC opened inquiries to review whether the current formulaic methodology used to calculate the return on common equity in both Entergy Mississippi’s formula rate plan and Mississippi Power Company’s annual formula rate plan is still appropriate or can be improved to better serve the public interest. The intent of this inquiry and review was for informational purposes only; the evaluation of any recommendations for changes to the existing methodology would take place in a general rate case or in the existing formula rate plan docket. In March 2013 the Staff filed its consultant’s report which noted the return on common equity estimation methods used by Entergy Mississippi and Mississippi Power Company are commonly used throughout the electric utility industry. The report suggested ways in which the methods used by Entergy Mississippi and Mississippi Power Company

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might be improved, but did not recommend specific changes in the return on common equity formulas or calculations at that time. In June 2014 the MPSC expanded the scope of the August 2012 inquiry to study the merits of adopting a uniform formula rate plan that could be applied, where possible in whole or in part, to both Entergy Mississippi and Mississippi Power Company in order to achieve greater consistency in the plans. The MPSC directed the Public Utilities Staff to investigate and review Entergy Mississippi’s Formula Rate Plan Rider Schedule FRP-5 (Revised) and Mississippi Power Company’s Performance Evaluation Plan by considering the merits and deficiencies and possibilities for improvement of each and then to propose a uniform formula rate plan that, where possible, could be applicable to both companies. No procedural schedule has been set.

Federal Regulation

See “Entergy’s Integration Into the MISO Regional Transmission Organization” and “System Agreement” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the Federal Regulation discussion in the Form 10-K.

Nuclear Matters

See “Nuclear Matters” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Environmental Risks" in the Form 10-K for a discussion of environmental risks.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Mississippi’s accounting for unbilled revenue and qualified pension and other postretirement benefits.


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ENTERGY MISSISSIPPI, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$370,638

 

$326,039

 

$718,834

 

$617,680

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
76,513

 
71,188

 
133,828

 
144,749

Purchased power
 
119,736

 
93,162

 
247,788

 
178,074

Other operation and maintenance
 
69,342

 
69,609

 
124,700

 
127,559

Taxes other than income taxes
 
21,733

 
20,227

 
44,000

 
40,114

Depreciation and amortization
 
28,394

 
26,900

 
56,505

 
53,551

Other regulatory credits - net
 
(4,143
)
 
(1,856
)
 
(4,182
)
 
(10,299
)
TOTAL
 
311,575

 
279,230

 
602,639

 
533,748

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
59,063

 
46,809

 
116,195

 
83,932

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
414

 
713

 
849

 
1,446

Interest and investment income
 
326

 
187

 
664

 
326

Miscellaneous - net
 
(1,414
)
 
(976
)
 
(2,253
)
 
(1,834
)
TOTAL
 
(674
)
 
(76
)
 
(740
)
 
(62
)
 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
14,396

 
14,875

 
28,824

 
30,168

Allowance for borrowed funds used during construction
 
(214
)
 
(471
)
 
(442
)
 
(926
)
TOTAL
 
14,182

 
14,404

 
28,382

 
29,242

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
44,207

 
32,329

 
87,073

 
54,628

 
 
 
 
 
 
 
 
 
Income taxes
 
17,643

 
13,375

 
34,670

 
21,740

 
 
 
 
 
 
 
 
 
NET INCOME
 
26,564

 
18,954

 
52,403

 
32,888

 
 
 
 
 
 
 
 
 
Preferred dividend requirements and other
 
707

 
707

 
1,414

 
1,414

 
 
 
 
 
 
 
 
 
EARNINGS APPLICABLE TO COMMON STOCK
 

$25,857

 

$18,247

 

$50,989

 

$31,474

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 



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ENTERGY MISSISSIPPI, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$52,403

 

$32,888

Adjustments to reconcile net income to net cash flow provided by operating activities:
 
 
 
 
Depreciation and amortization
 
56,505

 
53,551

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
7,510

 
17,319

Changes in assets and liabilities:
 
 
 
 
Receivables
 
(9,741
)
 
(34,538
)
Fuel inventory
 
4,379

 
(1,930
)
Accounts payable
 
3,744

 
26,511

Taxes accrued
 
7,321

 
(24,786
)
Interest accrued
 
1,318

 
2,283

Deferred fuel costs
 
(16,537
)
 
(5,751
)
Other working capital accounts
 
(1,672
)
 
(1,030
)
Provisions for estimated losses
 
4,908

 
9

Other regulatory assets
 
(2,807
)
 
(1,889
)
Pension and other postretirement liabilities
 
(12,798
)
 
(2,179
)
Other assets and liabilities
 
(434
)
 
496

Net cash flow provided by operating activities
 
94,099

 
60,954

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(70,364
)
 
(85,436
)
Allowance for equity funds used during construction
 
849

 
1,446

Changes in money pool receivable - net
 
(6,796
)
 
12,023

Other
 
(2
)
 
(6
)
Net cash flow used in investing activities
 
(76,313
)
 
(71,973
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of long-term debt
 
99,008

 

Retirement of long-term debt
 
(95,000
)
 
(100,000
)
Changes in credit borrowing, net
 

 
70,000

Change in money pool payable - net
 
(3,536
)
 

Dividends paid:
 
 
 
 
Common stock
 

 
(7,400
)
Preferred stock
 
(1,414
)
 
(1,414
)
Other
 

 
(70
)
Net cash flow used in financing activities
 
(942
)
 
(38,884
)
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
 
16,844

 
(49,903
)
Cash and cash equivalents at beginning of period
 
31

 
52,970

Cash and cash equivalents at end of period
 

$16,875

 

$3,067

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid (received) during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$26,142

 

$26,492

Income taxes
 

($9,440
)
 

($1,008
)
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$1,163

 

$22

Temporary cash investments
 
15,712

 
9

Total cash and cash equivalents
 
16,875

 
31

Accounts receivable:
 
 

 
 

Customer
 
77,220

 
76,534

Allowance for doubtful accounts
 
(939
)
 
(906
)
Associated companies
 
27,353

 
13,794

Other
 
7,586

 
9,117

Accrued unbilled revenues
 
48,633

 
44,777

Total accounts receivable
 
159,853

 
143,316

Deferred fuel costs
 
54,594

 
38,057

Fuel inventory - at average cost
 
44,520

 
48,899

Materials and supplies - at average cost
 
41,397

 
40,849

System agreement cost equalization
 
15,000

 
15,000

Prepayments and other
 
19,457

 
4,813

TOTAL
 
351,696

 
290,965

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 

 
 

Non-utility property - at cost (less accumulated depreciation)
 
4,656

 
4,670

Escrow accounts
 
41,797

 
51,795

TOTAL
 
46,453

 
56,465

 
 
 
 
 
UTILITY PLANT
 
 

 
 

Electric
 
3,933,368

 
3,875,737

Property under capital lease
 
4,769

 
5,329

Construction work in progress
 
39,163

 
37,316

TOTAL UTILITY PLANT
 
3,977,300

 
3,918,382

Less - accumulated depreciation and amortization
 
1,462,607

 
1,413,484

UTILITY PLANT - NET
 
2,514,693

 
2,504,898

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 

 
 

Regulatory assets:
 
 

 
 

Regulatory asset for income taxes - net
 
57,492

 
58,716

Other regulatory assets
 
322,493

 
318,462

Other
 
21,411

 
20,819

TOTAL
 
401,396

 
397,997

 
 
 
 
 
TOTAL ASSETS
 

$3,314,238

 

$3,250,325

 
 
 
 
 
See Notes to Financial Statements.
 
 

 
 


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Table of Contents

ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 

 
 

Accounts payable:
 
 

 
 

Associated companies
 

$56,212

 

$74,144

Other
 
68,120

 
52,129

Customer deposits
 
75,618

 
74,211

Taxes accrued
 
60,568

 
53,247

Accumulated deferred income taxes
 
37,045

 
15,413

Interest accrued
 
21,701

 
20,383

Other
 
21,180

 
19,021

TOTAL
 
340,444

 
308,548

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 

 
 

Accumulated deferred income taxes and taxes accrued
 
730,051

 
746,939

Accumulated deferred investment tax credits
 
9,222

 
8,530

Obligations under capital lease
 
3,576

 
4,185

Other regulatory liabilities
 
2,667

 
2,509

Asset retirement cost liabilities
 
6,591

 
6,401

Accumulated provisions
 
40,582

 
35,674

Pension and other postretirement liabilities
 
53,926

 
66,722

Long-term debt
 
1,058,775

 
1,053,670

Other
 
15,457

 
15,189

TOTAL
 
1,920,847

 
1,939,819

 
 
 
 
 
Commitments and Contingencies
 
 

 
 

 
 
 
 
 
Preferred stock without sinking fund
 
50,381

 
50,381

 
 
 
 
 
COMMON EQUITY
 
 

 
 

Common stock, no par value, authorized 12,000,000 shares; issued and outstanding 8,666,357 shares in 2014 and 2013
 
199,326

 
199,326

Capital stock expense and other
 
(690
)
 
(690
)
Retained earnings
 
803,930

 
752,941

TOTAL
 
1,002,566

 
951,577

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$3,314,238

 

$3,250,325

 
 
 
 
 
See Notes to Financial Statements.
 
 

 
 



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ENTERGY MISSISSIPPI, INC.
STATEMENTS OF CHANGES IN COMMON EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Common Equity
 
 
 
Common
Stock
 
Capital Stock
Expense and
Other
 
Retained
Earnings
 
Total
 
(In Thousands)
 
 
 
 
 
 
 
 
Balance at December 31, 2012

$199,326

 

($690
)
 

$681,010

 

$879,646

 
 
 
 
 
 
 
 
Net income

 

 
32,888

 
32,888

Common stock dividends

 

 
(7,400
)
 
(7,400
)
Preferred stock dividends

 

 
(1,414
)
 
(1,414
)
 
 
 
 
 
 
 
 
Balance at June 30, 2013

$199,326

 

($690
)
 

$705,084

 

$903,720

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$199,326

 

($690
)
 

$752,941

 

$951,577

 
 
 
 
 
 
 
 
Net income

 

 
52,403

 
52,403

Preferred stock dividends

 

 
(1,414
)
 
(1,414
)
 
 
 
 
 
 
 
 
Balance at June 30, 2014

$199,326

 

($690
)
 

$803,930

 

$1,002,566

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 

 
 

 
 

 
 



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ENTERGY MISSISSIPPI, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$118

 

$110

 

$8

 
7

Commercial
 
110

 
99

 
11

 
11

Industrial
 
42

 
36

 
6

 
17

Governmental
 
11

 
10

 
1

 
10

Total retail
 
281

 
255

 
26

 
10

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
56

 
33

 
23

 
70

Non-associated companies
 
3

 
6

 
(3
)
 
(50
)
Other
 
31

 
32

 
(1
)
 
(3
)
Total
 

$371

 

$326

 

$45

 
14

 
 
 

 
 

 
 

 
 

Billed Electric Energy Sales (GWh):
 
 

 
 

 
 

 
 

Residential
 
1,133

 
1,149

 
(16
)
 
(1
)
Commercial
 
1,127

 
1,108

 
19

 
2

Industrial
 
562

 
531

 
31

 
6

Governmental
 
99

 
96

 
3

 
3

Total retail
 
2,921

 
2,884

 
37

 
1

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
795

 
538

 
257

 
48

Non-associated companies
 
41

 
75

 
(34
)
 
(45
)
Total
 
3,757

 
3,497

 
260

 
7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 

Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 

Electric Operating Revenues:
 
 

 
 

 
 

 
 

Residential
 

$272

 

$234

 

$38

 
16

Commercial
 
219

 
195

 
24

 
12

Industrial
 
80

 
72

 
8

 
11

Governmental
 
22

 
20

 
2

 
10

Total retail
 
593

 
521

 
72

 
14

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
84

 
49

 
35

 
71

Non-associated companies
 
7

 
11

 
(4
)
 
(36
)
Other
 
35

 
37

 
(2
)
 
(5
)
Total
 

$719

 

$618

 

$101

 
16

 
 
 

 
 

 
 

 
 

Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
2,710

 
2,509

 
201

 
8

Commercial
 
2,256

 
2,199

 
57

 
3

Industrial
 
1,090

 
1,063

 
27

 
3

Governmental
 
198

 
190

 
8

 
4

Total retail
 
6,254

 
5,961

 
293

 
5

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
1,150

 
775

 
375

 
48

Non-associated companies
 
76

 
119

 
(43
)
 
(36
)
Total
 
7,480

 
6,855

 
625

 
9



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ENTERGY NEW ORLEANS, INC.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2014 Compared to Second Quarter 2013

Net income increased $5.8 million primarily due to lower other operation and maintenance expenses.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income increased $12.8 million primarily due to lower other operation and maintenance expenses and higher net revenue.

Net Revenue

Second Quarter 2014 Compared to Second Quarter 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges.  Following is an analysis of the changes in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$61.8

Other
0.5

2014 net revenue

$62.3


Gross operating revenues and fuel expenses

Gross operating revenues increased primarily due to an increase of $23.1 million in gross wholesale revenue primarily due to increased sales to affiliate customers.

Fuel expenses increased primarily due to an increase in gas-fired generation as a result of a prior year outage and an increase in the average market price of natural gas.


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Table of Contents
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges.  Following is an analysis of the changes in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$119.0

Net gas revenue
4.1

Volume/weather
3.5

Other
1.7

2014 net revenue

$128.3


The net gas revenue variance is primarily due to the effect of more favorable weather primarily in the residential and commercial sectors in 2014 as compared to the same period in prior year.

The volume/weather variance is primarily due to an increase of 140 GWh, or 6%, in billed electricity usage, primarily in the residential sector, due to the effect of more favorable weather in 2014 as compared to the same period in prior year.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to:

an increase of $40.1 million in gross wholesale revenue primarily due to increased sales to affiliate customers;
an increase of $10.2 million in gas fuel cost recovery revenues due to higher fuel rates;
an increase of $7.4 million in electric fuel cost recovery revenues due to an increase in volume; and
the increase related to volume/weather, as discussed above.

Entergy New Orleans’s fuel and purchased power recovery mechanism is discussed in Note 2 to the financial statements in the Form 10-K.

Fuel and purchased power expenses increased primarily due to:

an increase in the average market prices of natural gas and purchased power;
an increase in gas-fired generation as a result of a prior year outage; and
an increase in gas purchased for resale as a result of an increase in price and volume.

Other Income Statement Variances

Second Quarter 2014 Compared to Second Quarter 2013

Other operation and maintenance expenses decreased primarily due to a decrease of $8.2 million in fossil-fueled generation expenses due to an overall lower scope of work done during plant outages as compared to prior year.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Other operation and maintenance expenses decreased primarily due to a decrease of $10.6 million in fossil-fueled generation expenses due to an overall lower scope of work done during plant outages as compared to prior year.


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Table of Contents
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis

Income Taxes

The effective income tax rate was 33.9% for the second quarter 2014 and 32.6% for the six months ended June 30, 2014.  The differences in the effective income tax rates for the second quarter 2014 and the six months ended June 30, 2014 versus the federal statutory rate of 35% were primarily due to flow-through tax accounting, partially offset by state income taxes and certain book and tax differences related to utility plant items.

The effective income tax rate was (119.9%) for the second quarter 2013 and (46.3%) for the six months ended June 30, 2013. The differences in the effective income tax rates for the second quarter 2013 and the six months ended June 30, 2013 versus the federal statutory rate of 35% were primarily due to flow-through tax accounting and book and tax differences related to the allowance for equity funds used during construction, partially offset by certain book and tax differences related to utility plant items and state income taxes.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$33,489

 

$9,391

Cash flow provided by (used in):
 
 
 
Operating activities
15,802

 
23,944

Investing activities
(32,106
)
 
(103,326
)
Financing activities
(513
)
 
98,487

Net increase (decrease) in cash and cash equivalents
(16,817
)
 
19,105

Cash and cash equivalents at end of period

$16,672

 

$28,496


Operating Activities

Net cash flow provided by operating activities decreased $8.1 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to the payment of calendar year 2012 System Agreement bandwidth remedy receipts of $15 million to the City of New Orleans in June 2014 for use in the streetlight conversion program, as directed by the City Council. The decrease in cash flow was partially offset by the timing of collection of receivables from customers.

Investing Activities

Net cash flow used in investing activities decreased $71.2 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

money pool activity;
a decrease in fossil-fueled generation construction expenditures due to spending in 2013 on various projects; and
a decrease in transmission construction expenditures as a result of decreased scope of work in 2014.

Increases in Entergy New Orleans’s receivable from the money pool are a use of cash flow, and Entergy New Orleans’s receivable from the money pool increased $2.0 million for the six months ended June 30, 2014 compared to increasing $63.7 million for the six months ended June 30, 2013.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.


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Table of Contents
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis

Financing Activities

Entergy New Orleans’s financing activities used $0.5 million of cash for the six months ended June 30, 2014 compared to providing $98.5 million of cash for the six months ended June 30, 2013 primarily due to the issuance of $100 million of 3.9% Series first mortgage bonds in June 2013. See Note 5 to the financial statements in the Form 10-K.

Capital Structure

Entergy New Orleans’s capitalization is balanced between equity and debt, as shown in the following table.  
 
June 30,
 2014
 
December 31,
2013
Debt to capital
48.5
%
 
50.0
%
Effect of subtracting cash
(2.0
%)
 
(4.0
%)
Net debt to net capital
46.5
%
 
46.0
%

Net debt consists of debt less cash and cash equivalents.  Debt consists of short-term borrowings and long-term debt, including the currently maturing portion.  Capital consists of debt, preferred stock without sinking fund, and common equity.  Net capital consists of capital less cash and cash equivalents.  Entergy New Orleans uses the debt to capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy New Orleans’s financial condition.  Entergy New Orleans uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy New Orleans’s financial condition because net debt indicates Entergy New Orleans’s outstanding debt position that could not be readily satisfied by cash and cash equivalents.

Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy New Orleans’s uses and sources of capital.  Following are updates to the information provided in the Form 10-K.  

Following are the current amounts of Entergy New Orleans’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Transmission

$15

 

$20

 

$15

Distribution
35

 
30

 
25

Other
25

 
25

 
25

Total

$75

 

$75

 

$65


The updated capital plan for 2014-2016 reflects additional spending for potential new generation resource requirements, transmission to support economic development through 2016 and reliability as well as other capital plan refinements.

Entergy New Orleans’s receivables from the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
$6,772
 
$4,737
 
$66,606
 
$2,923

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Table of Contents
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy New Orleans has a credit facility in the amount of $25 million scheduled to expire in November 2014.  No borrowings were outstanding under the facility as of June 30, 2014.   See Note 4 to the financial statements herein for additional discussion of the credit facility. In addition, Entergy New Orleans entered into an uncommitted letter of credit facility as a means to post collateral to support its obligations under MISO. As of June 30, 2014, a $3.3 million letter of credit was outstanding under Entergy New Orleans’s letter of credit facility.

Entergy New Orleans has obtained short-term borrowing authorization from the FERC under which it may borrow through October 2015, up to the aggregate amount, at any one time outstanding, of $100 million. See Note 4 to the financial statements for further discussion of Entergy New Orleans’s short-term borrowing limits. The long-term securities issuances for Entergy New Orleans are limited to amounts authorized by the City Council, and the current authorization extends through July 2016.

Entergy Louisiana’s Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s construction of a combined-cycle gas turbine generating facility (Ninemile 6) at its existing Ninemile Point electric generating station.  The Ninemile 6 capacity and energy will be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  Entergy New Orleans expects to recover the costs associated with Ninemile 6 through a rider until new base rates are established in its next base rate proceeding.

State and Local Rate Regulation

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation" in the Form 10-K for a discussion of state and local rate regulation.

Storm Cost Recovery Filings with Retail Regulators

As discussed in "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Liquidity and Capital Resources - Hurricane Isaac" in the Form 10-K, total restoration costs for the repair and replacement of Entergy New Orleans’s electric facilities damaged by Hurricane Isaac were $47.3 million. Entergy New Orleans withdrew $17.4 million from the storm reserve escrow account to partially offset these costs. In February 2014, Entergy New Orleans made a filing with the City Council seeking certification of the Hurricane Isaac costs. In July 2014 the City Council adopted a procedural schedule that provides for hearings on the merits in September 2015.

Federal Regulation

See “Entergy’s Integration Into the MISO Regional Transmission Organization” and “System Agreement” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the Federal Regulation discussion in the Form 10-K.

Nuclear Matters

See “Nuclear Matters” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of environmental risks.

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Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy New Orleans’s accounting for unbilled revenue and qualified pension and other postretirement benefits.


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ENTERGY NEW ORLEANS, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$147,941

 

$121,426

 

$288,168

 

$235,389

Natural gas
 
22,048

 
21,415

 
68,388

 
53,918

TOTAL
 
169,989

 
142,841

 
356,556

 
289,307

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
43,704

 
12,586

 
94,866

 
41,449

Purchased power
 
63,758

 
68,164

 
132,903

 
128,323

Other operation and maintenance
 
28,240

 
37,134

 
56,371

 
68,367

Taxes other than income taxes
 
11,479

 
11,522

 
24,614

 
23,768

Depreciation and amortization
 
9,741

 
9,559

 
19,206

 
19,002

Other regulatory charges - net
 
205

 
249

 
453

 
499

TOTAL
 
157,127

 
139,214

 
328,413

 
281,408

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
12,862

 
3,627

 
28,143

 
7,899

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
205

 
263

 
560

 
433

Interest and investment income
 
21

 
23

 
38

 
44

Miscellaneous - net
 
(237
)
 
(328
)
 
(584
)
 
(644
)
TOTAL
 
(11
)
 
(42
)
 
14

 
(167
)
 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
3,303

 
3,448

 
6,665

 
6,651

Allowance for borrowed funds used during construction
 
(101
)
 
(135
)
 
(274
)
 
(221
)
TOTAL
 
3,202

 
3,313

 
6,391

 
6,430

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
9,649

 
272

 
21,766

 
1,302

 
 
 
 
 
 
 
 
 
Income taxes
 
3,275

 
(326
)
 
7,098

 
(603
)
 
 
 
 
 
 
 
 
 
NET INCOME
 
6,374

 
598

 
14,668

 
1,905

 
 
 
 
 
 
 
 
 
Preferred dividend requirements and other
 
241

 
241

 
482

 
482

 
 
 
 
 
 
 
 
 
EARNINGS APPLICABLE TO COMMON STOCK
 

$6,133

 

$357

 

$14,186

 

$1,423

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 












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ENTERGY NEW ORLEANS, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$14,668

 

$1,905

Adjustments to reconcile net income to net cash flow provided by operating activities:
 
 
 
 
Depreciation and amortization
 
19,206

 
19,002

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
7,517

 
(12,061
)
Changes in assets and liabilities:
 
 
 
 
Receivables
 
4,023

 
(1,942
)
Fuel inventory
 
1,931

 
420

Accounts payable
 
(8,262
)
 
2,790

Prepaid taxes and taxes accrued
 
330

 
(1,047
)
Interest accrued
 
(484
)
 
(219
)
Deferred fuel costs
 
(16,496
)
 
959

Other working capital accounts
 
(10,652
)
 
(4,557
)
Provisions for estimated losses
 
5,805

 
(4,250
)
Other regulatory assets
 
2,491

 
12,461

Pension and other postretirement liabilities
 
(6,333
)
 
(1,086
)
Other assets and liabilities
 
2,058

 
11,569

Net cash flow provided by operating activities
 
15,802

 
23,944

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(27,016
)
 
(44,018
)
Allowance for equity funds used during construction
 
560

 
433

Change in money pool receivable - net
 
(2,035
)
 
(63,683
)
Receipts from storm reserve escrow account
 

 
7,749

Payments to storm reserve escrow account
 
(3,615
)
 
(3,807
)
Net cash flow used in investing activities
 
(32,106
)
 
(103,326
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of long-term debt
 

 
99,024

Dividends paid:
 
 
 
 
Preferred stock
 
(482
)
 
(482
)
Other
 
(31
)
 
(55
)
Net cash flow provided by (used in) financing activities
 
(513
)
 
98,487

 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
 
(16,817
)
 
19,105

Cash and cash equivalents at beginning of period
 
33,489

 
9,391

Cash and cash equivalents at end of period
 

$16,672

 

$28,496

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$6,694

 

$6,254

Income taxes
 

$—

 

$425

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents
 
 
 
 
Cash
 

$1,023

 

$317

Temporary cash investments
 
15,649

 
33,172

Total cash and cash equivalents
 
16,672

 
33,489

Accounts receivable:
 
 
 
 
Customer
 
40,252

 
38,872

Allowance for doubtful accounts
 
(351
)
 
(974
)
Associated companies
 
32,083

 
32,273

Other
 
1,256

 
2,667

Accrued unbilled revenues
 
16,355

 
18,745

Total accounts receivable
 
89,595

 
91,583

Accumulated deferred income taxes
 
11,459

 
12,018

Fuel inventory - at average cost
 
1,068

 
2,999

Materials and supplies - at average cost
 
12,027

 
11,696

Prepayments and other
 
19,265

 
4,178

TOTAL
 
150,086

 
155,963

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Non-utility property at cost (less accumulated depreciation)
 
1,016

 
1,016

Storm reserve escrow account
 
14,128

 
10,513

TOTAL
 
15,144

 
11,529

 
 
 
 
 
UTILITY PLANT
 
 
 
 
Electric
 
922,637

 
889,629

Natural gas
 
223,834

 
222,463

Construction work in progress
 
12,757

 
29,312

TOTAL UTILITY PLANT
 
1,159,228

 
1,141,404

Less - accumulated depreciation and amortization
 
581,801

 
566,948

UTILITY PLANT - NET
 
577,427

 
574,456

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
1,106

 

Deferred fuel costs
 
4,080

 
4,080

Other regulatory assets
 
133,594

 
137,191

Other
 
6,004

 
5,577

TOTAL
 
144,784

 
146,848

 
 
 
 
 
TOTAL ASSETS
 

$887,441

 

$888,796

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Accounts payable:
 
 
 
 
Associated companies
 

$25,669

 

$36,193

Other
 
28,707

 
27,840

Customer deposits
 
23,680

 
22,959

Taxes accrued
 
1,839

 
1,509

Interest accrued
 
3,114

 
3,598

Deferred fuel costs
 
6,649

 
23,145

System agreement cost equalization
 
14,851

 
17,040

Other
 
10,621

 
4,387

TOTAL CURRENT LIABILITIES
 
115,130

 
136,671

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
193,905

 
183,636

Accumulated deferred investment tax credits
 
973

 
1,082

Regulatory liability for income taxes - net
 

 
2,495

Other regulatory liabilities
 
27,554

 
26,361

Asset retirement cost liabilities
 
2,427

 
2,347

Accumulated provisions
 
20,805

 
15,000

Pension and other postretirement liabilities
 
26,164

 
32,497

Long-term debt
 
225,902

 
225,944

Gas system rebuild insurance proceeds
 
28,129

 
32,760

Other
 
6,203

 
3,940

TOTAL NON-CURRENT LIABILITIES
 
532,062

 
526,062

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
Preferred stock without sinking fund
 
19,780

 
19,780

 
 
 
 
 
COMMON EQUITY
 
 
 
 
Common stock, $4 par value, authorized 10,000,000 shares; issued and outstanding 8,435,900 shares in 2014 and 2013
 
33,744

 
33,744

Paid-in capital
 
36,294

 
36,294

Retained earnings
 
150,431

 
136,245

TOTAL
 
220,469

 
206,283

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$887,441

 

$888,796

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY NEW ORLEANS, INC.
STATEMENTS OF CHANGES IN COMMON EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Common Equity
 
 
 
Common
Stock
 
Paid-in
Capital
 
Retained
Earnings
 
Total
 
(In Thousands)
 
 
 
 
 
 
 
 
Balance at December 31, 2012

$33,744

 

$36,294

 

$125,527

 

$195,565

 
 
 
 
 
 
 
 
Net income

 

 
1,905

 
1,905

Preferred stock dividends

 

 
(482
)
 
(482
)
 
 
 
 
 
 
 
 
Balance at June 30, 2013

$33,744

 

$36,294

 

$126,950

 

$196,988

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$33,744

 

$36,294

 

$136,245

 

$206,283

 
 
 
 
 
 
 
 
Net income

 

 
14,668

 
14,668

Preferred stock dividends

 

 
(482
)
 
(482
)
 
 
 
 
 
 
 
 
Balance at June 30, 2014

$33,744

 

$36,294

 

$150,431

 

$220,469

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 

 
 

 
 

 
 



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ENTERGY NEW ORLEANS, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$43

 

$43

 

$—

 

Commercial
 
45

 
43

 
2

 
5

Industrial
 
9

 
8

 
1

 
13

Governmental
 
16

 
16

 

 

Total retail
 
113

 
110

 
3

 
3

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
27

 
4

 
23

 
575

Non-associated companies
 
1

 

 
1

 

Other
 
7

 
7

 

 

Total
 

$148

 

$121

 

$27

 
22

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 

 
 

 
 

 
 

Residential
 
394

 
393

 
1

 

Commercial
 
491

 
475

 
16

 
3

Industrial
 
114

 
116

 
(2
)
 
(2
)
Governmental
 
181

 
182

 
(1
)
 
(1
)
Total retail
 
1,180

 
1,166

 
14

 
1

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
433

 
70

 
363

 
519

Non-associated companies
 
1

 
1

 

 

Total
 
1,614

 
1,237

 
377

 
30

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 

Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 

Electric Operating Revenues:
 
 
 
 

 
 

 
 

Residential
 

$97

 

$88

 

$9

 
10

Commercial
 
88

 
85

 
3

 
4

Industrial
 
17

 
16

 
1

 
6

Governmental
 
31

 
32

 
(1
)
 
(3
)
Total retail
 
233

 
221

 
12

 
5

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
45

 
8

 
37

 
463

  Non associated companies
 
4

 

 
4

 

Other
 
6

 
6

 

 

Total
 

$288

 

$235

 

$53

 
23

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 

 
 

 
 

 
 

Residential
 
935

 
825

 
110

 
13

Commercial
 
963

 
926

 
37

 
4

Industrial
 
220

 
219

 
1

 

Governmental
 
356

 
364

 
(8
)
 
(2
)
Total retail
 
2,474

 
2,334

 
140

 
6

Sales for resale:
 
 

 
 

 
 

 
 

Associated companies
 
700

 
156

 
544

 
349

Non-associated companies
 
11

 
2

 
9

 
450

Total
 
3,185

 
2,492

 
693

 
28



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ENTERGY TEXAS, INC. AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2014 Compared to Second Quarter 2013

Net income increased $7.6 million primarily due to higher net revenue and lower other operation and maintenance expenses, partially offset by higher taxes other than income taxes.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income increased $19.9 million primarily due to higher net revenue and lower other operation and maintenance expenses, partially offset by higher taxes other than income taxes and higher depreciation and amortization expenses.

Net Revenue

Second Quarter 2014 Compared to Second Quarter 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges.  Following is an analysis of the change in net revenue comparing the second quarter 2014 to the second quarter 2013:
 
Amount
 
(In Millions)
2013 net revenue

$144.3

Purchased power capacity
13.0

Retail electric price
6.1

Transmission revenue
(3.8
)
Net wholesale revenue
(5.0
)
Reserve equalization
(6.2
)
Other
5.8

2014 net revenue

$154.2


The purchased power capacity variance is primarily due to a decrease in expenses due to contract changes.

The retail electric price variance is primarily due to an annual base rate increase of $18.5 million, effective April 2014, as a result of the PUCT’s order in the September 2013 rate case. See Note 2 to the financial statements herein for further discussion of the rate case.

The transmission revenue variance is primarily due to changes as a result of participation in the MISO RTO in 2014.

The net wholesale revenue variance is primarily due to contract changes for municipals and co-op customers.


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Management's Financial Discussion and Analysis

The reserve equalization variance is primarily due to increased reserve equalization expense as a result of the changes in the Entergy System generation mix compared to the same period in 2013.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $43.9 million in fuel cost recovery revenues primarily due to higher fuel rates, partially offset by a decrease in gross wholesale revenues as a result of a decrease in sales to affiliated customers and contract changes for municipals and co-ops customers.

Fuel and purchased power expenses increased primarily due to an increase in the average market prices of natural gas and purchased power and a shift from purchased power to higher-priced gas-fired generation.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges.  Following is an analysis of the change in net revenue comparing the six months ended June 30, 2014 to the six months ended June 30, 2013:
 
Amount
 
(In Millions)
2013 net revenue

$265.1

Purchased power capacity
22.7

Volume/weather
15.3

Retail electric price
7.0

Transmission revenue
(5.3
)
Reserve equalization
(10.8
)
Net wholesale revenue
(11.8
)
Other
7.3

2014 net revenue

$289.5


The purchased power capacity variance is primarily due to a decrease in expenses due to contract changes.

The volume/weather variance is primarily due to an increase of 962 GWh, or 13%, in billed electricity usage, including the effect of favorable weather on residential sales and increased industrial usage primarily in the petroleum industry.

The retail electric price variance is primarily due to an annual base rate increase of $18.5 million, effective April 2014, as a result of the PUCT’s order in the September 2013 rate case. See Note 2 to the financial statements herein for further discussion of the rate case.

The transmission revenue variance is primarily due to changes as a result of participation in the MISO RTO in 2014.

The reserve equalization variance is primarily due to increased reserve equalization expense as a result of the changes in the Entergy System generation mix compared to the same period in 2013.

The net wholesale revenue variance is primarily due to contract changes for municipals and co-op customers.
 
Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $157.2 million in fuel cost recovery revenues primarily due to higher fuel rates and the increase related to volume/weather, as discussed above, partially offset by a

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Entergy Texas, Inc. and Subsidiaries
Management's Financial Discussion and Analysis

decrease in gross wholesale revenues as a result of a decrease in sales to affiliated customers and contract changes for municipals and co-ops customers.
    
Fuel and purchased power expenses increased primarily due to an increase in the average market prices of natural gas and purchased power, a shift from purchased power to higher-priced gas-fired generation, and an increase in deferred fuel expenses due to interim fuel refunds in 2013, partially offset by a decrease in recovery of fuel costs.

Other Income Statement Variances

Second Quarter 2014 Compared to Second Quarter 2013

Other operation and maintenance expenses decreased primarily due to:

a decrease of $3.3 million in fossil-fueled generation expenses resulting from an overall lower scope of work done compared to prior year;
a decrease of $2.6 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business;
a decrease of $2.3 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs; and
a decrease of $1.2 million in contract work relating primarily to vegetation maintenance.

Taxes other than income taxes increased primarily due to an increase in local franchise taxes resulting from higher gross receipts. Franchise taxes have no effect on net income as these taxes are recovered through the franchise tax rider.

Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Other operation and maintenance expenses decreased primarily due to:

a decrease of $5.8 million in fossil-fueled generation expenses resulting from an overall lower scope of work done compared to prior year;
a decrease of $4 million resulting from costs incurred in 2013 related to the now-terminated plan to spin off and merge the Utility’s transmission business;
a decrease of $3.1 million in compensation and benefits costs primarily due to an increase in the discount rates used to determine net periodic pension and other postretirement benefit costs, other postretirement benefit plan design changes, and fewer employees.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs; and
a decrease of $1.4 million in contract work relating primarily to vegetation maintenance.

Taxes other than income taxes increased primarily due to a reduction in the provision recorded for sales and use taxes in 2013 and an increase in local franchise taxes resulting from higher gross receipts. Franchise taxes have no effect on net income as these taxes are recovered through the franchise tax rider.

Income Taxes

The effective income tax rate was 39.2% for the second quarter 2014 and 39.2% for the six months ended June 30, 2014. The differences in the effective income tax rates for the second quarter 2014 and for the six months ended

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Entergy Texas, Inc. and Subsidiaries
Management's Financial Discussion and Analysis

June 30, 2014 versus the federal statutory rate of 35% were primarily due to certain book and tax differences related to utility plant items and state income taxes.  

The effective income tax rate was 40.1% for the second quarter 2013 and 46.5% for the six months ended June 30, 2013. The differences in the effective income tax rates for the second quarter 2013 and the six months ended June 30, 2013 versus the federal statutory rate of 35% were primarily due to certain book and tax differences related to utility plant items and state income taxes, partially offset by book and tax differences related to the allowance for equity funds used during construction.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$46,488

 

$60,236

Cash flow provided by (used in):
 
 
 
Operating activities
128,331

 
93,516

Investing activities
(72,936
)
 
(101,881
)
Financing activities
(89,561
)
 
(33,319
)
Net decrease in cash and cash equivalents
(34,166
)
 
(41,684
)
Cash and cash equivalents at end of period

$12,322

 

$18,552


Operating Activities

Net cash flow provided by operating activities increased $34.8 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to:

$86.1 million of fuel cost refunds in the first quarter 2013. See Note 2 to the financial statements in the Form 10-K for discussion of the fuel cost refunds;
System Agreement bandwidth remedy payments of $48.6 million received in the second quarter 2014 as a result of the compliance filing pursuant to the FERC’s February 2014 orders related to the bandwidth payments/receipts for the June - December 2005 period; and
the remaining $9.5 million of System Agreement bandwidth remedy receipts resulting from FERC’s October 2011 order for the period June - December 2005 were credited to Entergy Texas customers in the first quarter 2013.

The increase was substantially offset by income tax payments of $2.6 million for the six months ended June 30, 2014 compared to income tax refunds of $94.2 million for the six months ended June 30, 2013. Entergy Texas had income tax refunds in 2013 in accordance with the Entergy Corporation and Subsidiary Companies Intercompany Income Tax Allocation Agreement. The refunds resulted from the utilization of Entergy Texas’s taxable losses against taxable income of other members of the Entergy consolidated group.

See Note 2 to the financial statements herein and in the Form 10-K for a discussion of the System Agreement proceedings.

Investing Activities

Net cash flow used in investing activities decreased $28.9 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to money pool activity and lower fossil-fueled generation construction expenditures due to a greater scope of projects in 2013.

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Entergy Texas, Inc. and Subsidiaries
Management's Financial Discussion and Analysis

Decreases in Entergy Texas’s receivable from the money pool are a source of cash flow, and Entergy Texas’s receivable from the money pool decreased by $1.6 million for the six months ended June 30, 2014 compared to increasing by $21.1 million for the six months ended June 30, 2013.  The money pool is an inter-company borrowing arrangement designed to reduce Entergy’s subsidiaries’ need for external short-term borrowings.

Financing Activities

Net cash flow used in financing activities increased $56.2 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to $40 million in common stock dividends paid in 2014. Entergy Texas issued $135 million of 5.625% Series first mortgage bonds in May 2014 and retired $150 million of 7.875% Series first mortgage bonds in June 2014. See Note 5 to the financial statements in the Form 10-K and Note 4 to the financial statements herein for more details on long-term debt.

Capital Structure

Entergy Texas’s capitalization is balanced between equity and debt, as shown in the following table.
 
June 30,
2014
 
December 31,
2013
Debt to capital
63.2
%
 
63.7
%
Effect of excluding the securitization bonds
(12.2
%)
 
(12.6
%)
Debt to capital, excluding securitization bonds (a)
51.0
%
 
51.1
%
Effect of subtracting cash
(0.4
%)
 
(1.3
%)
Net debt to net capital, excluding securitization bonds (a)
50.6
%
 
49.8
%

(a)
Calculation excludes the securitization bonds, which are non-recourse to Entergy Texas.

Net debt consists of debt less cash and cash equivalents.  Debt consists of long-term debt, including the currently maturing portion.  Capital consists of debt and common equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Texas uses the debt to capital ratios excluding securitization bonds in analyzing its financial condition and believes they provide useful information to its investors and creditors in evaluating Entergy Texas’s financial condition because the securitization bonds are non-recourse to Entergy Texas, as more fully described in Note 5 to the financial statements in the Form 10-K.  Entergy Texas also uses the net debt to net capital ratio excluding securitization bonds in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Texas’s financial condition because net debt indicates Entergy Texas’s outstanding debt position that could not be readily satisfied by cash and cash equivalents on hand.

Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Texas’s uses and sources of capital.  


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Entergy Texas, Inc. and Subsidiaries
Management's Financial Discussion and Analysis

Following are the current amounts of Entergy Texas’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Generation

$55

 

$25

 

$45

Transmission
65

 
135

 
135

Distribution
85

 
80

 
90

Other
10

 
30

 
20

Total

$215

 

$270

 

$290


The updated capital plan for 2014-2016 reflects spending for potential new generation resource requirements, transmission to support economic development through 2016 and reliability as well as other capital plan refinements.

Entergy Texas’s receivables from the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
$4,671
 
$6,287
 
$40,293
 
$19,175

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Texas has a credit facility in the amount of $150 million scheduled to expire in March 2019.  The credit facility allows Entergy Texas to issue letters of credit against 50% of the borrowing capacity of the facility. As of June 30, 2014, there were no cash borrowings and $23.3 million of letters of credit outstanding under the credit facility.  See Note 4 to the financial statements herein for additional discussion of the credit facility.

In May 2014, Entergy Texas issued $135 million of 5.625% Series first mortgage bonds due June 2064. Entergy Texas used the proceeds to pay, prior to maturity, a portion of its $150 million of 7.875% Series first mortgage bonds due June 2039 and for general corporate purposes.

State and Local Rate Regulation and Fuel-Cost Recovery

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - State and Local Rate Regulation and Fuel-Cost Recovery" in the Form 10-K for a discussion of state and local rate regulation and fuel-cost recovery.  Following is an update to that discussion.

Filings with the PUCT

2013 Rate Case

In September 2013, Entergy Texas filed a rate case requesting a $38.6 million base rate increase reflecting a 10.4% return on common equity based on an adjusted test year ending March 31, 2013.  The rate case also proposed (1) a rough production cost equalization adjustment rider recovering Entergy Texas’s payment to Entergy New Orleans to achieve rough production cost equalization based on calendar year 2012 production costs and (2) a rate case expense rider recovering the cost of the 2013 rate case and certain costs associated with previous rate cases. The rate case filing also included a request to reconcile $0.9 billion of fuel and purchased power costs and fuel revenues covering the period July 2011 through March 2013.  The fuel reconciliation also reflects special circumstances fuel cost recovery of approximately $22 million of purchased power capacity costs. In January 2014 the PUCT staff filed direct testimony recommending a retail rate reduction of $0.3 million and a 9.2% return on common equity. In March 2014, Entergy

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Entergy Texas, Inc. and Subsidiaries
Management's Financial Discussion and Analysis

Texas filed an Agreed Motion for Interim Rates. The motion explained that the parties to this proceeding have agreed that Entergy Texas should be allowed to implement new rates reflecting an $18.5 million base rate increase, effective for usage on and after April 1, 2014, as well as recovery of charges for rough production cost equalization and rate case expenses. In March 2014 the State Office of Administrative Hearings, the body assigned to hear the case, approved the motion. In April 2014, Entergy Texas filed a unanimous stipulation in this case. Among other things, the stipulation provides for an $18.5 million base rate increase, recovery over three years of the calendar year 2012 rough production cost equalization charges and rate case expenses, and states a 9.8% return on common equity. In addition, the stipulation finalizes the fuel and purchased power reconciliation covering the period July 2011 through March 2013, with the parties stipulating an immaterial fuel disallowance. No special circumstances recovery of purchased power capacity costs was allowed. In April 2014 the State Office of Administrative Hearings remanded the case back to the PUCT for final processing. In May 2014 the PUCT approved the stipulation. No motions for rehearing were filed during the statutory rehearing period.

Federal Regulation

See “Entergy’s Integration Into the MISO Regional Transmission Organization” and “System Agreement” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the Federal Regulation discussion in the Form 10-K.

Industrial and Commercial Customers

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Industrial and Commercial Customers" in the Form 10-K for a discussion of industrial and commercial customers.

Nuclear Matters

See “Nuclear Matters” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of environmental risks.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of unbilled revenue and qualified pension and other postretirement benefits.


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ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$482,932

 

$455,100

 

$923,188

 

$761,273

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
89,258

 
60,044

 
140,226

 
33,944

Purchased power
 
223,213

 
234,228

 
458,039

 
426,947

Other operation and maintenance
 
58,979

 
67,177

 
110,189

 
123,667

Taxes other than income taxes
 
17,260

 
15,051

 
33,758

 
29,701

Depreciation and amortization
 
24,842

 
23,712

 
49,357

 
47,072

Other regulatory charges - net
 
16,222

 
16,533

 
35,405

 
35,310

TOTAL
 
429,774

 
416,745

 
826,974

 
696,641

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
53,158

 
38,355

 
96,214

 
64,632

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
611

 
1,910

 
1,456

 
2,669

Interest and investment income
 
172

 
339

 
475

 
686

Miscellaneous - net
 
(876
)
 
(485
)
 
(1,340
)
 
(1,343
)
TOTAL
 
(93
)
 
1,764

 
591

 
2,012

 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
22,948

 
23,151

 
45,609

 
46,332

Allowance for borrowed funds used during construction
 
(426
)
 
(1,331
)
 
(1,015
)
 
(1,886
)
TOTAL
 
22,522

 
21,820

 
44,594

 
44,446

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
30,543

 
18,299

 
52,211

 
22,198

 
 
 
 
 
 
 
 
 
Income taxes
 
11,958

 
7,346

 
20,461

 
10,323

 
 
 
 
 
 
 
 
 
NET INCOME
 

$18,585

 

$10,953

 

$31,750

 

$11,875

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 


















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ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$31,750

 

$11,875

Adjustments to reconcile net income to net cash flow provided by operating activities:
 
 
 
 
Depreciation and amortization
 
49,357

 
47,072

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
(52,824
)
 
(28,187
)
Changes in assets and liabilities:
 
 
 
 
Receivables
 
(34,427
)
 
(43,776
)
Fuel inventory
 
(1,025
)
 
(4,337
)
Accounts payable
 
20,243

 
36,679

Taxes accrued and prepaid taxes
 
61,678

 
120,352

Interest accrued
 
(499
)
 
(394
)
Deferred fuel costs
 
3,803

 
(93,518
)
Other working capital accounts
 
(8,354
)
 
4,387

Provisions for estimated losses
 
75

 
2,124

Other regulatory assets
 
42,842

 
46,800

Pension and other postretirement liabilities
 
(10,992
)
 
(4,303
)
Other assets and liabilities
 
26,704

 
(1,258
)
Net cash flow provided by operating activities
 
128,331

 
93,516

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(82,352
)
 
(92,149
)
Allowance for equity funds used during construction
 
1,461

 
2,669

Change in money pool receivable - net
 
1,616

 
(21,118
)
Changes in securitization account
 
6,339

 
8,717

Net cash flow used in investing activities
 
(72,936
)
 
(101,881
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Proceeds from the issuance of long-term debt
 
131,436

 

Retirement of long-term debt
 
(184,343
)
 
(33,157
)
Dividends paid:
 
 
 
 
Common stock
 
(40,000
)
 

Other
 
3,346

 
(162
)
Net cash flow used in financing activities
 
(89,561
)
 
(33,319
)
 
 
 
 
 
Net decrease in cash and cash equivalents
 
(34,166
)
 
(41,684
)
Cash and cash equivalents at beginning of period
 
46,488

 
60,236

Cash and cash equivalents at end of period
 

$12,322

 

$18,552

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid (received) during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$44,178

 

$44,663

Income taxes
 

$2,572

 

($94,189
)
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$1,499

 

$2,432

Temporary cash investments
 
10,823

 
44,056

Total cash and cash equivalents
 
12,322

 
46,488

Securitization recovery trust account
 
31,172

 
37,511

Accounts receivable:
 
 
 
 
Customer
 
78,395

 
76,957

Allowance for doubtful accounts
 
(559
)
 
(443
)
Associated companies
 
107,570

 
76,494

Other
 
10,339

 
10,897

Accrued unbilled revenues
 
44,038

 
43,067

Total accounts receivable
 
239,783

 
206,972

Fuel inventory - at average cost
 
56,360

 
55,335

Materials and supplies - at average cost
 
34,359

 
34,068

System agreement cost equalization
 
13,851

 
16,040

Prepaid taxes
 

 
55,635

Prepayments and other
 
59,196

 
34,458

TOTAL
 
447,043

 
486,507

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Investments in affiliates - at equity
 
669

 
687

Non-utility property - at cost (less accumulated depreciation)
 
376

 
376

Other
 
18,799

 
18,161

TOTAL
 
19,844

 
19,224

 
 
 
 
 
UTILITY PLANT
 
 
 
 
Electric
 
3,692,693

 
3,616,061

Construction work in progress
 
84,539

 
94,743

TOTAL UTILITY PLANT
 
3,777,232

 
3,710,804

Less - accumulated depreciation and amortization
 
1,423,219

 
1,387,303

UTILITY PLANT - NET
 
2,354,013

 
2,323,501

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
127,338

 
129,069

Other regulatory assets (includes securitization property of $555,466 as of June 30, 2014 and $585,152 as of December 31, 2013)
 
878,123

 
919,234

Long-term receivables - associated companies
 
26,961

 
27,900

Other
 
15,869

 
16,425

TOTAL
 
1,048,291

 
1,092,628

 
 
 
 
 
TOTAL ASSETS
 

$3,869,191

 

$3,921,860

 
 
 
 
 
See Notes to Financial Statements.
 
 

 
 


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ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Currently maturing long-term debt
 

$200,000

 

$—

Accounts payable:
 
 
 
 
Associated companies
 
119,856

 
112,309

Other
 
82,910

 
73,682

Customer deposits
 
41,460

 
38,721

Taxes accrued
 
6,043

 

Accumulated deferred income taxes
 
26,366

 
33,847

Interest accrued
 
30,747

 
31,246

Deferred fuel costs
 
7,896

 
4,093

Pension and other postretirement liabilities
 
743

 
786

System agreement cost equalization
 
12,000

 
12,000

Other
 
35,237

 
23,490

TOTAL
 
563,258

 
330,174

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
975,599

 
1,022,955

Accumulated deferred investment tax credits
 
15,433

 
16,147

Other regulatory liabilities
 
22,720

 
5,194

Asset retirement cost liabilities
 
4,477

 
4,349

Accumulated provisions
 
9,154

 
9,079

Pension and other postretirement liabilities
 
40,304

 
51,253

Long-term debt (includes securitization bonds of $594,755 as of June 30, 2014 and $629,087 as of December 31, 2013)
 
1,307,817

 
1,556,939

Other
 
51,652

 
38,743

TOTAL
 
2,427,156

 
2,704,659

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
COMMON EQUITY
 
 
 
 
Common stock, no par value, authorized 200,000,000 shares; issued and outstanding 46,525,000 shares in 2014 and 2013
 
49,452

 
49,452

Paid-in capital
 
481,994

 
481,994

Retained earnings
 
347,331

 
355,581

TOTAL
 
878,777

 
887,027

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$3,869,191

 

$3,921,860

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN COMMON EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Common Equity
 
 
 
Common
Stock
 
Paid-in
Capital
 
Retained
Earnings
 
Total
 
(In Thousands)
 
 
 
 
 
 
 
 
Balance at December 31, 2012

$49,452

 

$481,994

 

$322,700

 

$854,146

 
 
 
 
 
 
 
 
Net income

 

 
11,875

 
11,875

 
 
 
 
 
 
 
 
Balance at June 30, 2013

$49,452

 

$481,994

 

$334,575

 

$866,021

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$49,452

 

$481,994

 

$355,581

 

$887,027

 
 
 
 
 
 
 
 
Net income

 

 
31,750

 
31,750

Common stock dividends

 

 
(40,000
)
 
(40,000
)
 
 
 
 
 
 
 
 
Balance at June 30, 2014

$49,452

 

$481,994

 

$347,331

 

$878,777

 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 


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Table of Contents

ENTERGY TEXAS, INC. AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$141

 

$136

 

$5

 
4

Commercial
 
97

 
85

 
12

 
14

Industrial
 
121

 
85

 
36

 
42

Governmental
 
7

 
6

 
1

 
17

Total retail
 
366

 
312

 
54

 
17

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
95

 
109

 
(14
)
 
(13
)
Non-associated companies
 
3

 
9

 
(6
)
 
(67
)
Other
 
19

 
25

 
(6
)
 
(24
)
Total
 

$483

 

$455

 

$28

 
6

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
1,169

 
1,203

 
(34
)
 
(3
)
Commercial
 
1,049

 
1,034

 
15

 
1

Industrial
 
1,860

 
1,517

 
343

 
23

Governmental
 
68

 
68

 

 

Total retail
 
4,146

 
3,822

 
324

 
8

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
1,423

 
1,740

 
(317
)
 
(18
)
Non-associated companies
 
18

 
160

 
(142
)
 
(89
)
Total
 
5,587

 
5,722

 
(135
)
 
(2
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
Increase/
 
 
Description
 
2014
 
2013
 
(Decrease)
 
%
 
 
(Dollars In Millions)
 
 
Electric Operating Revenues:
 
 
 
 
 
 
 
 
Residential
 

$306

 

$237

 

$69

 
29

Commercial
 
185

 
138

 
47

 
34

Industrial
 
216

 
135

 
81

 
60

Governmental
 
13

 
10

 
3

 
30

Total retail
 
720

 
520

 
200

 
38

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
170

 
193

 
(23
)
 
(12
)
Non-associated companies
 
15

 
18

 
(3
)
 
(17
)
Other
 
18

 
30

 
(12
)
 
(40
)
Total
 

$923

 

$761

 

$162

 
21

 
 
 
 
 
 
 
 
 
Billed Electric Energy Sales (GWh):
 
 
 
 
 
 
 
 
Residential
 
2,702

 
2,466

 
236

 
10

Commercial
 
2,095

 
2,015

 
80

 
4

Industrial
 
3,582

 
2,936

 
646

 
22

Governmental
 
136

 
136

 

 

Total retail
 
8,515

 
7,553

 
962

 
13

Sales for resale:
 
 
 
 
 
 
 
 
Associated companies
 
2,453

 
3,065

 
(612
)
 
(20
)
Non-associated companies
 
154

 
322

 
(168
)
 
(52
)
Total
 
11,122

 
10,940

 
182

 
2


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Table of Contents



SYSTEM ENERGY RESOURCES, INC.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

System Energy’s principal asset currently consists of an ownership interest and a leasehold interest in Grand Gulf.  The capacity and energy from its 90% interest is sold under the Unit Power Sales Agreement to its only four customers, Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans.  System Energy’s operating revenues are derived from the allocation of the capacity, energy, and related costs associated with its 90% interest in Grand Gulf pursuant to the Unit Power Sales Agreement.  Payments under the Unit Power Sales Agreement are System Energy’s only source of operating revenues.
 
Second Quarter 2014 Compared to Second Quarter 2013

Net income decreased $1.8 million primarily due to lower operating revenues resulting from lower rate base as compared with the same period in the prior year.
    
Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013

Net income decreased $5.2 million primarily due to lower operating revenues resulting from lower rate base as compared with the same period in the prior year.
    
Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2014 and 2013 were as follows:
 
2014
 
2013
 
(In Thousands)
Cash and cash equivalents at beginning of period

$127,142

 

$83,622

 
 
 
 
Cash flow provided by (used in):
 
 
 
Operating activities
173,357

 
16,406

Investing activities
(186,375
)
 
(19,437
)
Financing activities
(26,370
)
 
(79,971
)
Net decrease in cash and cash equivalents
(39,388
)
 
(83,002
)
 
 
 
 
Cash and cash equivalents at end of period

$87,754

 

$620


Operating Activities

Net cash flow provided by operating activities increased $157 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to a decrease of $198.7 million in income tax payments in 2014. The decrease was offset by spending on the Grand Gulf refueling outage in 2014 and an increase of $5.3 million in pension contributions in 2014. System Energy had income tax payments in 2013 in accordance with the Entergy Corporation and Subsidiary Companies Intercompany Income Tax Allocation Agreement. The income tax payments resulted primarily from the reversal of temporary differences for which System Energy had previously claimed a tax deduction. See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical

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System Energy Resources, Inc.
Management's Financial Discussion and Analysis

Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits.

Investing Activities

Net cash flow used in investing activities increased $166.9 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to fluctuations in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle and money pool activity.

Increases in System Energy’s receivable from the money pool are a use of cash flow and System Energy’s receivable from the money pool increased by $27.2 million for the six months ended June 30, 2014 compared to decreasing by $26.9 million for the six months ended June 30, 2013.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.

Financing Activities

Net cash flow used by financing activities decreased $53.6 million for the six months ended June 30, 2014 compared to the six months ended June 30, 2013 primarily due to borrowings of $65.4 million on the nuclear fuel company variable interest entity’s credit facility in 2014 compared to repayments of $38.9 million on the nuclear fuel company variable interest entity’s credit facility in 2013. This decrease was offset by money pool activity.

Increases in System Energy’s payable to the money pool are a source of cash flow, and System Energy’s payable to the money pool increased by $51.1 million for the six months ended June 30, 2013.

See Note 5 to the financial statements in the Form 10-K and Note 4 to the financial statements herein for details on long-term debt.

Capital Structure

System Energy’s capitalization is balanced between equity and debt, as shown in the following table.  
 
June 30,
 2014
 
December 31,
2013
Debt to capital
46.8
%
 
46.4
%
Effect of subtracting cash
(3.0
%)
 
(4.6
%)
Net debt to net capital
43.8
%
 
41.8
%

Net debt consists of debt less cash and cash equivalents.  Debt consists of short-term borrowings and long-term debt, including the currently maturing portion.  Capital consists of debt and common equity.  Net capital consists of capital less cash and cash equivalents.  System Energy uses the debt to capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating System Energy’s financial condition.  System Energy uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating System Energy’s financial condition because net debt indicates System Energy’s outstanding debt position that could not be readily satisfied by cash and cash equivalents on hand.

Uses and Sources of Capital

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of System Energy’s uses and sources of capital.  


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System Energy Resources, Inc.
Management's Financial Discussion and Analysis

Following are the current amounts of System Energy’s planned construction and other capital investments.
 
2014
 
2015
 
2016
 
(In Millions)
Planned construction and capital investment:
 
 
 

 
 

Generation

$65

 

$50

 

$55

Other
5

 
5

 
5

Total

$70

 

$55

 

$60


The updated capital plan for 2014-2016 reflects spending for specific investments and initiatives as well as other capital plan refinements.

System Energy’s receivables from or (payables to) the money pool were as follows:
June 30,
2014
 
December 31,
2013
 
June 30,
2013
 
December 31,
2012
(In Thousands)
$36,456
 
$9,223
 
($51,092)
 
$26,915

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

The System Energy nuclear fuel company variable interest entity has a credit facility in the amount of $125 million scheduled to expire in June 2016.  As of June 30, 2014, $65.4 million in letters of credit were outstanding under the credit facility to support a like amount of commercial paper issued by the System Energy nuclear fuel company variable interest entity.  See Note 4 to the financial statements herein for additional discussion of the variable interest entity credit facility.

Nuclear Matters

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Environmental Risks" in the Form 10-K for a discussion of environmental risks.

Critical Accounting Estimates

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in System Energy’s accounting for nuclear decommissioning costs and qualified pension and other postretirement benefits.


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SYSTEM ENERGY RESOURCES, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
2014
 
2013
 
2014
 
2013
 
 
(In Thousands)
 
(In Thousands)
OPERATING REVENUES
 
 
 
 
 
 
 
 
Electric
 

$163,830

 

$172,177

 

$321,497

 

$340,755

 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
Operation and Maintenance:
 
 
 
 
 
 
 
 
Fuel, fuel-related expenses, and gas purchased for resale
 
23,111

 
28,586

 
37,259

 
50,103

Nuclear refueling outage expenses
 
5,511

 
7,358

 
11,693

 
14,715

Other operation and maintenance
 
34,122

 
40,437

 
68,800

 
80,378

Decommissioning
 
10,368

 
8,787

 
20,560

 
17,418

Taxes other than income taxes
 
6,352

 
6,484

 
12,874

 
12,973

Depreciation and amortization
 
35,985

 
32,030

 
73,311

 
67,446

Other regulatory credits - net
 
(8,166
)
 
(3,137
)
 
(11,576
)
 
(5,962
)
TOTAL
 
107,283

 
120,545

 
212,921

 
237,071

 
 
 
 
 
 
 
 
 
OPERATING INCOME
 
56,547

 
51,632

 
108,576

 
103,684

 
 
 
 
 
 
 
 
 
OTHER INCOME
 
 
 
 
 
 
 
 
Allowance for equity funds used during construction
 
986

 
1,732

 
2,204

 
3,203

Interest and investment income
 
1,388

 
2,514

 
5,803

 
5,191

Miscellaneous - net
 
(96
)
 
(191
)
 
(201
)
 
(359
)
TOTAL
 
2,278

 
4,055

 
7,806

 
8,035

 
 
 
 
 
 
 
 
 
INTEREST EXPENSE
 
 
 
 
 
 
 
 
Interest expense
 
13,354

 
9,451

 
27,601

 
18,655

Allowance for borrowed funds used during construction
 
(415
)
 
(203
)
 
(582
)
 
(381
)
TOTAL
 
12,939

 
9,248

 
27,019

 
18,274

 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
45,886

 
46,439

 
89,363

 
93,445

 
 
 
 
 
 
 
 
 
Income taxes
 
19,955

 
18,705

 
38,813

 
37,705

 
 
 
 
 
 
 
 
 
NET INCOME
 

$25,931

 

$27,734

 

$50,550

 

$55,740

 
 
 
 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 
 
 
 

















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SYSTEM ENERGY RESOURCES, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
OPERATING ACTIVITIES
 
 
 
 
Net income
 

$50,550

 

$55,740

Adjustments to reconcile net income to net cash flow provided by operating activities:
Depreciation, amortization, and decommissioning, including nuclear fuel amortization
 
122,932

 
124,192

Deferred income taxes, investment tax credits, and non-current taxes accrued
 
43,603

 
34,693

Changes in assets and liabilities:
 
 
 
 
Receivables
 
43,554

 
11,076

Accounts payable
 
(8,232
)
 
43

Taxes accrued and prepaid taxes
 
(18,406
)
 
(211,986
)
Interest accrued
 
5,890

 
(3,254
)
Other working capital accounts
 
(31,953
)
 
8,537

Other regulatory assets
 
4,692

 
11,145

Pension and other postretirement liabilities
 
(5,930
)
 
(1,777
)
Other assets and liabilities
 
(33,343
)
 
(12,003
)
Net cash flow provided by operating activities
 
173,357

 
16,406

 
 
 
 
 
INVESTING ACTIVITIES
 
 
 
 
Construction expenditures
 
(37,453
)
 
(30,515
)
Allowance for equity funds used during construction
 
2,204

 
3,203

Nuclear fuel purchases
 
(152,527
)
 
(29,802
)
Proceeds from the sale of nuclear fuel
 
43,992

 
26,522

Proceeds from nuclear decommissioning trust fund sales
 
231,632

 
91,230

Investment in nuclear decommissioning trust funds
 
(246,990
)
 
(106,990
)
Changes in money pool receivable - net
 
(27,233
)
 
26,915

Net cash flow used in investing activities
 
(186,375
)
 
(19,437
)
 
 
 
 
 
FINANCING ACTIVITIES
 
 
 
 
Retirement of long-term debt
 
(46,743
)
 
(40,902
)
Changes in money pool payable - net
 

 
51,092

Changes in credit borrowings - net
 
65,400

 
(38,934
)
Dividends paid:
 
 
 
 
Common stock
 
(45,000
)
 
(50,000
)
Other
 
(27
)
 
(1,227
)
Net cash flow used in financing activities
 
(26,370
)
 
(79,971
)
 
 
 
 
 
Net decrease in cash and cash equivalents
 
(39,388
)
 
(83,002
)
Cash and cash equivalents at beginning of period
 
127,142

 
83,622

Cash and cash equivalents at end of period
 

$87,754

 

$620

 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
 
 
 
Cash paid during the period for:
 
 
 
 
Interest - net of amount capitalized
 

$16,364

 

$17,578

Income taxes
 

$5,564

 

$204,219

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
ASSETS
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents:
 
 
 
 
Cash
 

$3,519

 

$62,561

Temporary cash investments
 
84,235

 
64,581

Total cash and cash equivalents
 
87,754

 
127,142

Accounts receivable:
 
 
 
 
Associated companies
 
91,139

 
104,419

Other
 
3,359

 
6,400

Total accounts receivable
 
94,498

 
110,819

Materials and supplies - at average cost
 
84,172

 
85,118

Deferred nuclear refueling outage costs
 
38,918

 
7,853

Prepaid taxes
 
7,285

 

Prepayments and other
 
6,071

 
1,727

TOTAL
 
318,698

 
332,659

 
 
 
 
 
OTHER PROPERTY AND INVESTMENTS
 
 
 
 
Decommissioning trust funds
 
645,225

 
603,896

TOTAL
 
645,225

 
603,896

 
 
 
 
 
UTILITY PLANT
 
 
 
 
Electric
 
4,137,678

 
4,124,647

Property under capital lease
 
570,872

 
570,872

Construction work in progress
 
34,128

 
29,061

Nuclear fuel
 
288,467

 
188,824

TOTAL UTILITY PLANT
 
5,031,145

 
4,913,404

Less - accumulated depreciation and amortization
 
2,752,375

 
2,699,263

UTILITY PLANT - NET
 
2,278,770

 
2,214,141

 
 
 
 
 
DEFERRED DEBITS AND OTHER ASSETS
 
 
 
 
Regulatory assets:
 
 
 
 
Regulatory asset for income taxes - net
 
110,958

 
115,492

Other regulatory assets
 
261,582

 
261,740

Other
 
15,032

 
15,996

TOTAL
 
387,572

 
393,228

 
 
 
 
 
TOTAL ASSETS
 

$3,630,265

 

$3,543,924

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 

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SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2014 and December 31, 2013
(Unaudited)
 
 
2014
 
2013
 
 
(In Thousands)
CURRENT LIABILITIES
 
 
 
 
Currently maturing long-term debt
 

$75,160

 

$48,653

Short-term borrowings
 
65,400

 

Accounts payable:
 
 
 
 
Associated companies
 
4,288

 
12,778

Other
 
33,895

 
31,862

Taxes accrued
 

 
11,121

Accumulated deferred income taxes
 
14,239

 
2,310

Interest accrued
 
17,715

 
11,825

Other
 
2,320

 
2,312

TOTAL
 
213,017

 
120,861

 
 
 
 
 
NON-CURRENT LIABILITIES
 
 
 
 
Accumulated deferred income taxes and taxes accrued
 
778,662

 
737,973

Accumulated deferred investment tax credits
 
53,062

 
54,786

Other regulatory liabilities
 
358,079

 
349,846

Decommissioning
 
636,717

 
616,157

Pension and other postretirement liabilities
 
73,481

 
79,411

Long-term debt
 
635,590

 
708,783

TOTAL
 
2,535,591

 
2,546,956

 
 
 
 
 
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
COMMON EQUITY
 
 
 
 
Common stock, no par value, authorized 1,000,000 shares; issued and outstanding 789,350 shares in 2014 and 2013
 
789,350

 
789,350

Retained earnings
 
92,307

 
86,757

TOTAL
 
881,657

 
876,107

 
 
 
 
 
TOTAL LIABILITIES AND EQUITY
 

$3,630,265

 

$3,543,924

 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 


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SYSTEM ENERGY RESOURCES, INC.
STATEMENTS OF CHANGES IN COMMON EQUITY
For the Six Months Ended June 30, 2014 and 2013
(Unaudited)
 
 
 
 
 
Common Equity
 
 
 
Common
Stock
 
Retained
Earnings
 
Total
 
(In Thousands)
 
 
 
 
 
 
Balance at December 31, 2012

$789,350

 

$43,379

 

$832,729

 
 
 
 
 
 
Net income

 
55,740

 
55,740

Common stock dividends

 
(50,000
)
 
(50,000
)
 
 
 
 
 
 
Balance at June 30, 2013

$789,350

 

$49,119

 

$838,469

 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2013

$789,350

 

$86,757

 

$876,107

 
 
 
 
 
 
Net income

 
50,550

 
50,550

Common stock dividends

 
(45,000
)
 
(45,000
)
 
 
 
 
 
 
Balance at June 30, 2014

$789,350

 

$92,307

 

$881,657

 
 
 
 
 
 
See Notes to Financial Statements.
 
 
 
 
 



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ENTERGY CORPORATION AND SUBSIDIARIES
PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

See "PART I, Item 1, Litigation" in the Form 10-K for a discussion of legal, administrative, and other regulatory proceedings affecting Entergy.  Also see "Item 5, Other Information, Environmental Regulation" below, for updates regarding environmental proceedings and regulation.

Item 1A.  Risk Factors

There have been no material changes to the risk factors discussed in "PART I, Item 1A, Risk Factors" in the Form 10-K.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities (a)
Period
 
Total Number of
Shares Purchased
 
Average Price Paid
per Share
 
Total Number of
Shares Purchased
as Part of a
Publicly
Announced Plan
 
Maximum $
Amount
of Shares that May
Yet be Purchased
Under a Plan (b)
 
 
 
 
 
 
 
 
 
4/01/2014-4/30/2014
 

 

$—

 

 

$350,052,918

5/01/2014-5/31/2014
 
248,190

 

$73.57

 
248,190

 

$350,052,918

6/01/2014-6/30/2014
 

 

$—

 

 

$350,052,918

Total
 
248,190

 

$73.57

 
248,190

 
 

In accordance with Entergy’s stock-based compensation plans, Entergy periodically grants stock options to key employees, which may be exercised to obtain shares of Entergy’s common stock.  According to the plans, these shares can be newly issued shares, treasury stock, or shares purchased on the open market.  Entergy’s management has been authorized by the Board to repurchase on the open market shares up to an amount sufficient to fund the exercise of grants under the plans.  In addition to this authority, the Board has authorized share repurchase programs to enable opportunistic purchases in response to market conditions. In October 2010 the Board granted authority for a $500 million share repurchase program. The amount of share repurchases under these programs may vary as a result of material changes in business results or capital spending or new investment opportunities.  In addition, in the first quarter 2014, Entergy withheld 55,076 shares of its common stock at $61.29 per share and 43,246 shares of its common stock at $63.03 to pay income taxes due upon vesting of restricted stock granted as part of its long-term incentive program.

(a)
See Note 12 to the financial statements in the Form 10-K for additional discussion of the stock-based compensation plans.
(b)
Maximum amount of shares that may yet be repurchased relates only to the $500 million plan and does not include an estimate of the amount of shares that may be purchased to fund the exercise of grants under the stock-based compensation plans.



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Item 5.  Other Information

Regulation of the Nuclear Power Industry

Nuclear Waste Policy Act of 1982

Spent Nuclear Fuel

Following the current Presidential administration’s defunding of the Yucca Mountain spent fuel repository program, the National Association of Regulatory Utility Commissioners and others sued the government seeking cessation of collection of the one mill per net kWh generated and sold after April 7, 1983 fee. In November 2013 the D.C. Circuit Court of Appeals ordered the DOE to submit a proposal to Congress to reset the fee to zero until the DOE complies with the Nuclear Waste Policy Act or Congress enacts an alternative waste disposal plan. In January 2014 the DOE submitted the proposal to Congress under protest, and also filed a petition for rehearing with the D.C. Circuit. The petition for rehearing was denied. The zero spent fuel fee went into effect prospectively in May 2014. Management cannot predict the potential timing or magnitude of future spent fuel fee revisions that may occur.

Nuclear Plant Decommissioning

See the discussion in Part I, Item 1 in the Form 10-K for information regarding decommissioning funding for the nuclear plants.  Following is an update to that discussion.  In March 2014, Entergy Nuclear Operations made filings with the NRC reporting on decommissioning funding for certain of Entergy’s nuclear plants.  Those reports all showed that decommissioning funding for those nuclear plants met the NRC’s financial assurance requirements.

Environmental Regulation

Following are updates to the Environmental Regulation section of Part I, Item 1 of the Form 10-K.

Clean Air Act and Subsequent Amendments

Cross-State Air Pollution

In March 2005, the EPA finalized the Clean Air Interstate Rule (CAIR), which was intended to reduce SO2 and NOX emissions from electric generation plants in order to improve air quality in twenty-nine eastern states.  The rule required a combination of capital investment to install pollution control equipment and increased operating costs through the purchase of emission allowances.  Entergy began implementation in 2007, including installation of controls at several facilities and the development of an emission allowance procurement strategy.

Based on several court challenges, the CAIR was vacated and remanded to the EPA by the D.C. Circuit in 2008.  The court allowed the CAIR to become effective in January 2009, while the EPA revised the rule.  On July 7, 2011, the EPA released its final Cross-State Air Pollution Rule (CSAPR, which previously was referred to as the Transport Rule).  The rule was directed at limiting the interstate transport of emissions of NOX and SO2 as precursors to ozone and fine particulate matter.  The final rule provided a significantly lower number of allowances to Entergy’s Utility states than did the draft rule.  Entergy’s capital investment and annual allowance purchase costs under the CSAPR would depend on the economic assessment of NOX and SO2 allowance markets, the cost of control technologies, generation unit utilization, and the availability and cost of purchased power.

Entergy filed a petition for review with the United States Court of Appeals for the D.C. Circuit and a petition with the EPA for reconsideration of the rule and stay of its effectiveness. Several other parties filed similar petitions. In December 2011 the Court of Appeals for the D.C. Circuit Court stayed CSAPR and instructed the EPA to continue administering CAIR, pending further judicial review. In August 2012 the court issued a decision vacating CSAPR and leaving CAIR in place pending the promulgation of a lawful replacement for both rules. In January 2013 the court denied petitions for reconsideration filed by the EPA and certain states and intervenors. In March 2013 the EPA and

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other parties filed petitions for certiorari with the U.S. Supreme Court. The U.S. Supreme Court issued an order in June 2013 granting the EPA’s and environmental groups’ petitions for review of the D.C. Circuit’s decision vacating CSAPR. In April 2014 the Supreme Court reversed the D.C. Circuit and remanded the case to the D.C. Circuit for further proceedings. In June 2014 the EPA filed a motion with the D.C. Circuit Court requesting that the court lift the stay and extend CSAPR’s deadlines by three years so that the Phase 1 emissions budgets apply in 2015 and 2016 and the Phase 2 emissions budgets apply in 2017 and beyond. Until the courts or the EPA issue further guidance on this rule and its applicability, Entergy will continue to comply with CAIR as directed by the D.C. Circuit in its original opinion.

New Source Performance Standards for Greenhouse Gas Emissions

As a part of a climate plan announced in June 2013, President Obama directed the EPA to (i) reissue proposed carbon pollution standards for new power plants by September 20, 2013, with finalization of the rules to occur in a timely manner; (ii) issue proposed carbon pollution standards, regulations, or guidelines, as appropriate, for modified, reconstructed, and existing power plants no later than June 1, 2014; (iii) finalize those rules by no later than June 1, 2015; and (iv) include in the guidelines addressing existing power plants a requirement that states submit to the EPA the implementation plans required under Section 111(d) of the Clean Air Act and its implementing regulations by no later than June 30, 2016. In September 2013 the EPA issued the proposed New Source Performance Standards rule for new sources. The rule was published in the Federal Register in January 2014. Entergy is actively engaged in the rulemaking process. In June 2014 the EPA issued proposed standards for existing power plants.  Comments on this rule are due to the EPA in October 2014.  Entergy is reviewing this rule and will be actively engaged in the rulemaking process.  Cost and methods of compliance remain unknown at this time. 

Clean Water Act

Effluent Limitation Guidelines

In April 2013 the EPA issued proposed effluent limitation guidelines that, if adopted as final, would apply to discharges from Entergy’s generating facilities that hold national pollutant discharge elimination system permits under the Clean Water Act.  The limitations proposed primarily affect coal units. The proposal includes several options for public consideration.  Entergy submitted comments on the proposed rule and will continue to engage in the public comment process as appropriate. The EPA announced that the final rule will be issued no later than September 30, 2015.

316(b) Cooling Water Intake Structures

As discussed in the Form 10-K, the EPA issued regulations in July 2004 governing the intake of water at large existing power plants employing cooling water intake structures. Entergy, other industry members and industry groups, environmental groups, and a coalition of northeastern and mid-Atlantic states challenged various aspects of the rule. In May 2014 the EPA issued a pre-publication version of the final 316(b) rule with an expected publication in the Federal Register in the third or fourth quarter 2014. Entergy is assessing the rule to determine compliance requirements which could vary significantly from unit to unit.

Federal Jurisdiction of Waters of the United States

In September 2013 the EPA and the U.S. Army Corps of Engineers announced the intention to propose a rule to clarify federal Clean Water Act jurisdiction over waters of the United States. The announcement was made in conjunction with the EPA’s release of a draft scientific report on the "connectivity" of waters that the agency says will inform the rulemaking. The proposed rule was published in the Federal Register on April 21, 2014. The initial 90-day public comment period has been extended until October 20, 2014. Preliminary review indicates that this proposal could significantly increase the number and types of waters included in the EPA’s and the U.S. Army Corps of Engineers’ jurisdiction, which in turn could pose additional permitting and pollutant management burdens on Entergy’s operations. Entergy is actively engaged in the rulemaking process.

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Entergy Louisiana Officer Election (Entergy Louisiana)

On May 6, 2014, the Board of Directors of Entergy Louisiana elected Andrew S. Marsh to the position of Executive Vice President and Chief Financial Officer.  Upon his election, Mr. Marsh became Entergy Louisiana’s principal financial officer.  Alyson M. Mount, Entergy Louisiana’s Senior Vice President and Chief Accounting Officer, previously served as Entergy Louisiana’s acting principal financial officer and will continue to serve as its principal accounting officer. 

Mr. Marsh, age 42, continues to serve as Executive Vice President and Chief Financial Officer for Entergy Corporation.  Mr. Marsh previously served as Vice President, System Planning for Entergy Services, Inc. (ESI), from June 2010 until February 2013, Vice President, Planning and Financial Communications of ESI from July 2007 through June 2010 and as Vice President, Strategic Planning of ESI from October 2004 through June 2007. Mr. Marsh receives compensation for serving as an executive officer of Entergy Corporation and will not receive any additional compensation as Entergy Louisiana’s Executive Vice President and Chief Financial Officer.

Earnings Ratios (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

The Registrant Subsidiaries have calculated ratios of earnings to fixed charges and ratios of earnings to combined fixed charges and preferred dividends/distributions pursuant to Item 503 of Regulation S-K of the SEC as follows:
 
 
Ratios of Earnings to Fixed Charges
 
 
Twelve Months Ended
 
 
December 31,
 
June 30,
 
 
2009
 
2010
 
2011
 
2012
 
2013
 
2014
Entergy Arkansas
 
2.39
 
3.91
 
4.31
 
3.79

 
3.62

 
3.63
Entergy Gulf States Louisiana
 
2.99
 
3.58
 
4.36
 
3.48

 
3.63

 
4.11
Entergy Louisiana
 
3.52
 
3.41
 
1.86
 
2.08

 
3.13

 
3.24
Entergy Mississippi
 
3.31
 
3.35
 
3.55
 
2.79

 
3.19

 
3.78
Entergy New Orleans
 
3.61
 
4.43
 
5.37
 
3.02

 
1.93

 
3.37
Entergy Texas
 
1.92
 
2.10
 
2.34
 
1.76

 
1.94

 
2.26
System Energy
 
3.73
 
3.64
 
3.85
 
5.12

 
5.66

 
4.71
 
 
Ratios of Earnings to Combined Fixed Charges
and Preferred Dividends/Distributions
 
 
Twelve Months Ended
 
 
December 31,
 
June 30,
 
 
2009
 
2010
 
2011
 
2012
 
2013
 
2014
Entergy Arkansas
 
2.09
 
3.60
 
3.83
 
3.36

 
3.25

 
3.25
Entergy Gulf States Louisiana
 
2.95
 
3.54
 
4.30
 
3.43

 
3.57

 
4.04
Entergy Louisiana
 
3.27
 
3.19
 
1.70
 
1.93

 
2.92

 
3.03
Entergy Mississippi
 
3.06
 
3.16
 
3.27
 
2.59

 
2.97

 
3.51
Entergy New Orleans
 
3.33
 
4.08
 
4.74
 
2.67

 
1.74

 
3.04

The Registrant Subsidiaries accrue interest expense related to unrecognized tax benefits in income tax expense and do not include it in fixed charges.



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Item 6.  Exhibits *
*
4(a) -
Seventy-ninth Supplemental Indenture, dated as of June 1, 2014, to Entergy Louisiana, LLC Mortgage and Deed of Trust, dated as of April 1, 1944 (4.08 to Form 8-K dated June 24, 2014 in 1-32718).
 
 
 
*
4(b) -
Eightieth Supplemental Indenture, dated as of July 1, 2014, to Entergy Louisiana, LLC Mortgage and Deed of Trust, dated as of April 1, 1944 (4.08 to Form 8-K dated July 1, 2014 in 1-32718).
 
 
 
*
4(c) -
Eighty-first Supplemental Indenture, dated as of July 1, 2014, to Entergy Gulf States Louisiana, L.L.C. Indenture of Mortgage, dated September 1, 1926 (4.07 to Form 8-K dated July 1, 2014 in 0-20371).
 
 
 
 
4(d) -
Officer’s Certificate No. 7-B-5 dated May 13, 2014, supplemental to Indenture, Deed of Trust and Security Agreement dated as of October 1, 2008, between Entergy Texas, Inc. and The Bank of New York Mellon, as trustee.
 
 
 
 
10(a) -
Third Amended and Restated Limited Liability Company Agreement of Entergy Holdings Company LLC dated as of August 6, 2014.
 
 
 
 
12(a) -
Entergy Arkansas’s Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.
 
 
 
 
12(b) -
Entergy Gulf States Louisiana’s Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Distributions, as defined.
 
 
 
 
12(c) -
Entergy Louisiana’s Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Distributions, as defined.
 
 
 
 
12(d) -
Entergy Mississippi’s Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.
 
 
 
 
12(e) -
Entergy New Orleans’s Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.
 
 
 
 
12(f) -
Entergy Texas’s Computation of Ratios of Earnings to Fixed Charges, as defined.
 
 
 
 
12(g) -
System Energy’s Computation of Ratios of Earnings to Fixed Charges, as defined.
 
 
 
 
31(a) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.
 
 
 
 
31(b) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.
 
 
 
 
31(c) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.
 
 
 
 
31(d) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.
 
 
 
 
31(e) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States Louisiana.
 
 
 
 
31(f) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States Louisiana.
 
 
 
 
31(g) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.
 
 
 
 
31(h) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.
 
 
 
 
31(i) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.
 
 
 
 
31(j) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.
 
 
 
 
31(k) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.
 
 
 
 
31(l) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.
 
 
 
 
31(m) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Texas.
 
 
 
 
31(n) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Texas.
 
 
 
 
31(o) -
Rule 13a-14(a)/15d-14(a) Certification for System Energy.
 
 
 

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31(p) -
Rule 13a-14(a)/15d-14(a) Certification for System Energy.
 
 
 
 
32(a) -
Section 1350 Certification for Entergy Corporation.
 
 
 
 
32(b) -
Section 1350 Certification for Entergy Corporation.
 
 
 
 
32(c) -
Section 1350 Certification for Entergy Arkansas.
 
 
 
 
32(d) -
Section 1350 Certification for Entergy Arkansas.
 
 
 
 
32(e) -
Section 1350 Certification for Entergy Gulf States Louisiana.
 
 
 
 
32(f) -
Section 1350 Certification for Entergy Gulf States Louisiana.
 
 
 
 
32(g) -
Section 1350 Certification for Entergy Louisiana.
 
 
 
 
32(h) -
Section 1350 Certification for Entergy Louisiana.
 
 
 
 
32(i) -
Section 1350 Certification for Entergy Mississippi.
 
 
 
 
32(j) -
Section 1350 Certification for Entergy Mississippi.
 
 
 
 
32(k) -
Section 1350 Certification for Entergy New Orleans.
 
 
 
 
32(l) -
Section 1350 Certification for Entergy New Orleans.
 
 
 
 
32(m) -
Section 1350 Certification for Entergy Texas.
 
 
 
 
32(n) -
Section 1350 Certification for Entergy Texas.
 
 
 
 
32(o) -
Section 1350 Certification for System Energy.
 
 
 
 
32(p) -
Section 1350 Certification for System Energy.
 
 
 
 
101 INS -
XBRL Instance Document.
 
 
 
 
101 SCH -
XBRL Taxonomy Extension Schema Document.
 
 
 
 
101 PRE -
XBRL Taxonomy Presentation Linkbase Document.
 
 
 
 
101 LAB -
XBRL Taxonomy Label Linkbase Document.
 
 
 
 
101 CAL -
XBRL Taxonomy Calculation Linkbase Document.
 
 
 
 
101 DEF -
XBRL Definition Linkbase Document.
___________________________

Pursuant to Item 601(b)(4)(iii) of Regulation S-K, Entergy Corporation agrees to furnish to the Commission upon request any instrument with respect to long-term debt that is not registered or listed herein as an Exhibit because the total amount of securities authorized under such agreement does not exceed ten percent of the total assets of Entergy Corporation and its subsidiaries on a consolidated basis.

*
Incorporated herein by reference as indicated.


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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.  The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.

ENTERGY CORPORATION
ENTERGY ARKANSAS, INC.
ENTERGY GULF STATES LOUISIANA, L.L.C.
ENTERGY LOUISIANA, LLC
ENTERGY MISSISSIPPI, INC.
ENTERGY NEW ORLEANS, INC.
ENTERGY TEXAS, INC.
SYSTEM ENERGY RESOURCES, INC.
 
 
/s/ Alyson M. Mount
Alyson M. Mount
Senior Vice President and Chief Accounting Officer
(For each Registrant and for each as
Principal Accounting Officer)


Date:    August 7, 2014


195