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Employee Benefits
12 Months Ended
Dec. 31, 2021
Retirement Benefits [Abstract]  
Employee Benefits Employee Benefits
Retirement Plans

Defined Benefit Retirement Plans (Retirement Plans)

Texas Gas employees hired prior to November 1, 2006, are covered under a non-contributory, defined benefit pension plan (Pension Plan). The Texas Gas Supplemental Retirement Plan (SRP) provides pension benefits for the portion of an eligible employee's pension benefit under the Pension Plan that becomes subject to compensation limitations under the Internal Revenue Code. Collectively, the Company refers to the Pension Plan and the SRP as Retirement Plans. The Company uses a measurement date of December 31 for the Retirement Plans.

As a result of the Texas Gas rate case settlement in 2006, the Company is required to fund the amount of annual net periodic pension cost associated with the Pension Plan, including a minimum of $3.0 million, which is the amount included in rates. In 2021 and 2020, the Company funded $5.2 million and $3.6 million to the Pension Plan and expects to fund an additional $3.0 million to the plan in 2022. In 2021 and 2020, there were no payments made to the SRP.

The Company recognizes in expense each year the actuarially determined amount of net periodic pension cost associated with the Retirement Plans, including a minimum amount of $3.0 million related to its Pension Plan, in accordance with the 2006 rate case settlement. Texas Gas is permitted to seek future rate recovery for amounts of annual Pension Plan costs in excess of $6.0 million and is precluded from seeking future recovery of annual Pension Plan costs between $3.0 million and $6.0 million. As a result, the Company would recognize a regulatory asset for amounts of annual Pension Plan costs in excess of $6.0 million and would reduce its regulatory asset to the extent that annual Pension Plan costs are less than $3.0 million. Annual Pension Plan costs between $3.0 million and $6.0 million will be charged to expense.

Postretirement Benefits Other Than Pension (PBOP)

Texas Gas provides postretirement medical benefits and life insurance to retired employees who were employed full time, hired prior to January 1, 1996, and have met certain other requirements. In each of 2021 and 2020, the Company contributed $0.1 million to the PBOP plan. The PBOP plan is in an overfunded status; therefore, the Company does not expect to make any contributions to the plan in 2022. The Company does not anticipate that any plan assets will be returned to the Company during 2022. The Company uses a measurement date of December 31 for its PBOP plan.
Projected Benefit Obligation, Fair Value of Assets and Funded Status

The projected benefit obligation, fair value of assets, funded status and the amounts not yet recognized as components of net periodic pension and postretirement benefits cost for the Retirement Plans and PBOP at December 31, 2021 and 2020, were as follows (in millions):
 Retirement PlansPBOP
 For the Year Ended
December 31,
For the Year Ended
December 31,
 2021202020212020
Change in benefit obligation:    
Benefit obligation at beginning of period$120.7 $122.2 $35.2 $36.5 
Service cost2.6 2.8 0.1 0.1 
Interest cost2.1 2.7 0.9 1.1 
Plan participants' contributions — 1.1 1.1 
Actuarial (gain) loss(1.4)6.0 (2.6)(0.3)
Benefits paid(0.5)(0.5)(4.1)(3.3)
Settlements(14.4)(12.5) — 
Benefit obligation at end of period$109.1 $120.7 $30.6 $35.2 
Change in plan assets:    
Fair value of plan assets at beginning of period$102.7 $101.7 $96.2 $90.8 
Actual return on plan assets10.5 10.4 (0.3)7.5 
Company's contribution5.2 3.6 0.1 0.1 
Plan participants' contributions — 1.1 1.1 
Benefits paid(0.5)(0.5)(4.1)(3.3)
Settlements(14.4)(12.5) — 
Fair value of plan assets at end of period$103.5 $102.7 $93.0 $96.2 
Funded status$(5.6)$(18.0)$62.4 $61.0 
Items not recognized as components of net periodic cost:   
Net actuarial loss (gain)$10.0 $18.2 $(2.9)$(3.4)

At December 31, 2021 and 2020, the following aggregate information relates only to the underfunded plans (in millions):
Retirement Plans
 For the Year Ended
December 31,
 20212020
Projected benefit obligation$109.1 $120.7 
Accumulated benefit obligation103.4 113.7 
Fair value of plan assets103.5 102.7 
Components of Net Periodic Benefit Cost

Components of net periodic benefit cost for both the Retirement Plans and PBOP for the years ended December 31, 2021, 2020 and 2019, were as follows (in millions):
 Retirement PlansPBOP
 For the Year Ended
December 31,
For the Year Ended
December 31,
 202120202019202120202019
Service cost$2.6 $2.8 $3.0 $0.1 $0.1 $0.1 
Interest cost2.1 2.7 3.9 0.9 1.1 1.4 
Expected return on plan assets(6.2)(6.3)(6.4)(2.7)(3.2)(3.0)
Amortization of unrecognized net loss0.8 1.9 2.2  — — 
Settlement charge1.6 2.4 2.9  — — 
Regulatory asset decrease2.5 — —  —  
Net periodic benefit cost$3.4 $3.5 $5.6 $(1.7)$(2.0)$(1.5)

Due to the Texas Gas rate case settlement in 2006, Texas Gas is permitted to seek future rate recovery for amounts of annual Pension Plan costs in excess of $6.0 million.

Estimated Future Benefit Payments

The following table shows benefit payments, which reflect expected future service, as appropriate, which are expected to be paid for both the Retirement Plans and PBOP (in millions):
 
Retirement Plans
PBOP
2022$21.8 $2.1 
202311.9 2.1 
202410.7 2.0 
202511.9 1.9 
202610.1 1.9 
2027-203134.5 7.5 

Weighted-Average Assumptions

Weighted-average assumptions used to determine benefit obligations for the years ended December 31, 2021 and 2020, were as follows:
 Retirement PlansPBOP
For the Year Ended
December 31,
For the Year Ended
December 31,
 2021202020212020
 PensionSRPPensionSRP
Discount rate2.30 %2.35 %1.70 %1.55 %2.90 %2.60 %
Expected return on plan assets6.25 %6.25 %6.50 %6.50 %2.01 %2.81 %
Rate of compensation increase3.00 %3.00 %3.00 %3.00 % — 
Weighted-average assumptions used to determine net periodic benefit cost for the periods indicated were as follows:
 Retirement PlansPBOP
 For the Year Ended
December 31,
For the Year Ended
December 31,
 202120202019202120202019
Pension
SRP
Pension
SRPPensionSRP
Discount rate(1)1.55 %(1)2.70 %(1)4.10 %2.60 %3.30 %4.30 %
Expected return on plan assets6.50%6.50 %7.00%7.00 %7.00%7.00 %2.81 %3.61 %3.61 %
Rate of compensation increase3.00%3.00 %3.00%3.00 %3.86%3.86 % — — 
(1)Pension expense was remeasured quarterly in 2021, 2020 and 2019. The quarterly remeasurements for each quarter in 2021, 2020 and 2019 were as follows: Quarter 1: 2.05%, 2.95% and 3.80%; Quarter 2: 2.05%, 2.20% and 3.25%; Quarter 3: 1.95%, 1.85% and 2.60%; and Quarter 4: 2.30%, 1.70% and 2.70%.

In determining the discount rate assumption, current market and liability information is utilized, including a discounted cash flow analysis of the pension and postretirement obligations. In particular, the basis for the discount rate selection was the yield on indices of highly rated fixed income debt securities with durations comparable to that of the Company's plan liabilities. The yield curve was applied to expected future retirement plan payments to adjust the discount rate to reflect the cash flow characteristics of the plans. The yield curves and indices evaluated in the selection of the discount rate are comprised of high-quality corporate bonds that are rated AA by an accepted rating agency.

The expected long-term rate of return for plan assets was determined based on widely-accepted capital market principles, long-term return analysis for global fixed income and equity markets as well as the active total return oriented portfolio management style. Long-term trends are evaluated relative to market factors such as inflation, interest rates and fiscal and monetary policies, in order to assess the capital market assumptions as applied to the plan. Consideration of diversification needs and rebalancing is maintained.

Pension Plan and PBOP Asset Allocation and Investment Strategy

Pension Plan

The Pension Plan investments are held in a trust account and consist of an undivided interest in an investment account of the Loews Corporation Employees Retirement Trust (Master Trust), established by Loews and its participating subsidiaries. Use of the Master Trust permits the co-investing of trust assets of the Pension Plan with the assets of the Loews Corporation Cash Balance Retirement Plan for investment and administrative purposes. Although assets of all plans are co-invested in the Master Trust, the custodian maintains supporting records for the purpose of allocating the net gain or loss of the investment account to the participating plans. The net investment income of the investment assets is allocated by the custodian to each participating plan based on the relationship of the interest of each plan to the total of the interests of the participating plans. The Master Trust assets are measured at fair value. The fair value of the interest in the assets of the Master Trust associated with the Pension Plan as of December 31, 2021 and 2020, was $103.5 million (or 43.2%) and $102.7 million (or 43.9%), of the total Master Trust assets.

Equity securities are publicly traded securities which are valued using quoted market prices and are considered a Level 1 investment under the fair value hierarchy. Short-term and other asset investments that are actively traded or have quoted prices, such as money market funds or treasury bills, are considered Level 1 investments. Fixed income mutual funds include highly liquid government securities and exchange traded bonds, valued using quoted market prices, and are considered a Level 1 investment. The limited partnership investments held within the Master Trust are recorded at fair value, which represents the Master Trust's shares of the net asset value of each partnership, as determined by the general partner. The limited partnership and other invested assets consist primarily of hedge fund strategies that generate returns through investing in marketable securities in the public fixed income and equity markets.
The following table sets forth, by level within the fair value hierarchy, a summary of the Master Trust's investments measured at fair value on a recurring basis at December 31, 2021 (in millions):
 Master Trust Assets
Measured under Fair Value HierarchyMeasured at Net Asset ValueTotal Master Trust Assets
 Level 1Level 2Level 3Total
Equity securities$69.1 $ $ $69.1 $ $69.1 
Short-term investments1.9   1.9  1.9 
Other assets2.2   2.2  2.2 
Fixed income mutual funds111.3   111.3  111.3 
Total assets measured at fair
   value
184.5   184.5  184.5 
Total limited partnerships
   measured at net asset value
    54.9 54.9 
Total$184.5 $ $ $184.5 $54.9 $239.4 

The following table sets forth, by level within the fair value hierarchy, a summary of the Master Trust's investments measured at fair value on a recurring basis at December 31, 2020 (in millions):
 Master Trust Assets
Measured under Fair Value HierarchyMeasured at Net Asset ValueTotal Master Trust Assets
 Level 1Level 2Level 3Total
Equity securities$59.9 $— $— $59.9 $— $59.9 
Short-term investments3.9 — — 3.9 — 3.9 
Fixed income mutual funds112.5 — — 112.5 — 112.5 
Total assets measured at fair
   value
176.3 — — 176.3 — 176.3 
Total limited partnerships
   measured at net asset value
— — — — 57.5 57.5 
Total$176.3 $— $— $176.3 $57.5 $233.8 

PBOP

The PBOP plan assets are held in a trust and are measured at fair value. Short-term investments that are actively traded or have quoted prices, such as money market or mutual funds, are considered Level 1 investments. Fixed income mutual funds are actively traded and valued using quoted market prices and are considered Level 1 investments. Tax exempt securities, consisting of municipal securities, corporate and other taxable bonds and asset-backed securities are valued using a methodology based on information generated by market transactions involving identical or comparable assets, a discounted cash flow methodology or a combination of both when necessary. Common inputs for tax exempt securities include pricing for similar securities, marketplace quotes, benchmark yields, spreads off benchmark yields, interest rates and U.S. Treasury or swap curves and other pricing models utilizing observable inputs and are considered Level 2 investments. Specifically for asset-backed securities, key inputs include prepayment and default projections based on past performance of the underlying collateral and current market data.
The following table sets forth, by level within the fair value hierarchy, a summary of the PBOP trust investments measured at fair value on a recurring basis at December 31, 2021 (in millions):
 PBOP Trust Assets
 Level 1Level 2Level 3Total
Short-term investments$4.3 $ $ $4.3 
Fixed income mutual funds19.2   19.2 
Asset-backed securities 6.9  6.9 
Corporate bonds 31.0  31.0 
Tax exempt securities 31.6  31.6 
Total investments$23.5 $69.5 $ $93.0 


The following table sets forth, by level within the fair value hierarchy, a summary of the PBOP trust investments measured at fair value on a recurring basis at December 31, 2020 (in millions):
 PBOP Trust Assets
 Level 1Level 2Level 3Total
Short-term investments$5.7 $— $— $5.7 
Fixed income mutual funds19.5 — — 19.5 
Asset-backed securities— 14.4 — 14.4 
Corporate bonds— 23.7 — 23.7 
Tax exempt securities— 32.9 — 32.9 
Total investments$25.2 $71.0 $— $96.2 
    
Investment Strategy

Pension Plan: The Company employs a total-return approach using a mix of equities and fixed income securities to maximize the long-term return on plan assets for a prudent level of risk and generate cash flows adequate to meet plan requirements. The intent of this strategy is to minimize plan expenses by generating investment returns that exceed the growth of the plan liabilities over the long run. Risk tolerance is established through careful consideration of the plan liabilities, plan funded status and corporate financial conditions. The target allocation of plan assets is 40% to 60% of the investment portfolio to equity and limited partnerships, with the remainder primarily invested in fixed income securities. The investment portfolio contains a diversified blend of fixed income, equity and short-term securities. Alternative investments, including limited partnerships, have been used to enhance risk adjusted long-term returns while improving portfolio diversification. At December 31, 2021, the pension trust had committed approximately $2.0 million to future capital calls from various third party limited partnership investments in exchange for an ownership interest in the related partnerships. Investment risk is monitored through annual liability measurements, periodic asset and liability studies and quarterly investment portfolio reviews.

PBOP: The investment strategy for the PBOP assets is to reduce the volatility of plan investments while protecting the initial investment given the overfunded status of the plan. At December 31, 2021 and 2020, all of the PBOP investments were in fixed income securities.

Defined Contribution Plan

Texas Gas employees hired on or after November 1, 2006, and all other employees of the Company are provided retirement benefits under a defined contribution plan, which also provides 401(k) plan benefits to its participants. Costs related to the Company's defined contribution plan were $12.8 million, $11.9 million and $11.5 million for the years ended December 31, 2021, 2020 and 2019.
Long-Term Incentive Compensation Plans

The Company grants to selected employees long-term compensation awards under the 2018 LTIP, the LTIP (prior to 2019) and the UAR and Cash Bonus Plan (prior to 2019). These awards are intended to align the interests of the employees with those of the Company, encourage superior performance, attract and retain employees who are essential for the Company's growth and profitability and to encourage employees to devote their best efforts to advancing the Company's business over both long and short-term time horizons.

2018 LTIP

The 2018 LTIP provides for grants of Performance Awards to selected employees of the Company. A Performance Award is a long-term incentive award with a stated target amount which is payable in cash, after adjustments, upon vesting based on certain specified performance criteria being met. The stated target can be adjusted based on the level of achievement of the performance goals for the vesting period, but not to be below 90% or to exceed 110% of the target amount. In the case of retirement, any outstanding and unvested awards would become fully vested upon retirement and the Performance Awards will be paid at the original vesting date. In 2021 and 2020, the Company granted to certain employees $12.4 million and $12.2 million of Performance Awards. The Company recorded compensation expense of $12.7 million, $10.9 million and $6.1 million for the years ended December 31, 2021, 2020 and 2019, and had $7.0 million of remaining unrecognized compensation expense related to the Performance Awards as of December 31, 2021 and 2020.

LTIP and UAR and Cash Bonus Plan

The Company recorded $1.4 million and $6.2 million in Administrative and general expenses during 2020 and 2019 related to the LTIP and the UAR and Cash Bonus Plan.