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Financing Activities
6 Months Ended
Jun. 30, 2016
Financing Activities
FINANCING ACTIVITIES

The disclosures in this note apply to all Registrants unless indicated otherwise.

Long-term Debt Outstanding (Applies to AEP)

The following table details long-term debt outstanding as of June 30, 2016 and December 31, 2015:
Type of Debt
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Senior Unsecured Notes
 
$
13,679.4

 
$
13,629.1

Pollution Control Bonds
 
1,724.2

 
1,784.8

Notes Payable
 
297.1

 
264.7

Securitization Bonds
 
1,837.0

 
2,024.0

Spent Nuclear Fuel Obligation (a)
 
265.9

 
265.6

Other Long-term Debt
 
1,740.1

 
1,604.5

Total Long-term Debt Outstanding
 
19,543.7

 
19,572.7

Long-term Debt Due Within One Year
 
2,006.3

 
1,831.8

Long-term Debt
 
$
17,537.4

 
$
17,740.9


(a)
Pursuant to the Nuclear Waste Policy Act of 1982, I&M, a nuclear licensee, has an obligation to the United States Department of Energy for spent nuclear fuel disposal.  The obligation includes a one-time fee for nuclear fuel consumed prior to April 7, 1983.  Trust fund assets related to this obligation were $309 million and $309 million as of June 30, 2016 and December 31, 2015, respectively, and are included in Spent Nuclear Fuel and Decommissioning Trusts on the balance sheets.

Long-term Debt Activity

Long-term debt and other securities issued, retired and principal payments made during the first six months of 2016 are shown in the tables below:
Company
 
Type of Debt
 
Principal Amount (a)
 
Interest Rate
 
Due Date
Issuances:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Other Long-term Debt
 
125.0

 
Variable
 
2019
I&M
 
Senior Unsecured Notes
 
400.0

 
4.55
 
2046
I&M
 
Notes Payable
 
87.9

 
Variable
 
2020
 
 
 
 


 

 

Non-Registrant:
 
 
 


 

 

Transource Missouri
 
Other Long-term Debt
 
11.5

 
Variable
 
2018
Total Issuances
 
 
 
$
749.7

 

 


(a)
Amounts indicated on the statements of cash flows are net of issuance costs and premium or discount and will not tie to the issuance amounts.
Company
 
Type of Debt
 
 Principal Amount Paid
 
Interest Rate
 
Due Date
Retirements and Principal Payments:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Securitization Bonds
 
11.2

 
2.008
 
2024
I&M
 
Notes Payable
 
0.8

 
Variable
 
2016
I&M
 
Notes Payable
 
0.5

 
2.12
 
2016
I&M
 
Notes Payable
 
10.9

 
Variable
 
2017
I&M
 
Notes Payable
 
19.3

 
Variable
 
2019
I&M
 
Notes Payable
 
21.3

 
Variable
 
2019
I&M
 
Other Long-term Debt
 
0.7

 
6.00
 
2025
OPCo
 
Securitization Bonds
 
22.8

 
0.958
 
2018
OPCo
 
Senior Unsecured Notes
 
350.0

 
6.00
 
2016
PSO
 
Other Long-term Debt
 
0.2

 
3.00
 
2027
SWEPCo
 
Notes Payable
 
1.6

 
4.58
 
2032
 
 
 
 
 
 
 
 
 
Non-Registrant:
 
 
 
 
 
 
 
 
AEGCo
 
Senior Unsecured Notes
 
3.7

 
6.33
 
2037
AEP Subsidiaries
 
Notes Payable
 
1.0

 
Variable
 
2017
AGR
 
Pollution Control Bonds
 
60.0

 
Variable
 
2016
TCC
 
Securitization Bonds
 
44.2

 
6.25
 
2016
TCC
 
Securitization Bonds
 
83.7

 
5.17
 
2018
TCC
 
Securitization Bonds
 
26.9

 
0.88
 
2017
Total Retirements and Principal Payments
 
 
 
$
784.1

 
 
 
 


In July 2016, PSO issued $50 million of 3.05% Senior Unsecured Notes due in 2026 and $100 million of 4.11% Senior Unsecured Notes due in 2046.

In July 2016, I&M retired $9 million of Notes Payable related to DCC Fuel.

In July 2016, OPCo retired $23 million of Securitization Bonds.

In July 2016, TCC retired $65 million of Securitization Bonds.

In July 2016, TCC retired its variable rate $100 million Other Long-term Debt due in 2016 and issued $125 million of variable rate Other Long-term Debt due in 2019.

In July 2016, TNC retired its variable rate $75 million Other Long-term Debt due in 2016 and issued $75 million of variable rate Other Long-term Debt due in 2019.

As of June 30, 2016, trustees held, on behalf of AEP, $614 million of their reacquired Pollution Control Bonds. Of this total, $40 million and $345 million related to I&M and OPCo, respectively.

Dividend Restrictions

Parent Restrictions (Applies to AEP)

The holders of AEP’s common stock are entitled to receive the dividends declared by the Board of Directors provided funds are legally available for such dividends. Parent’s income primarily derives from common stock equity in the earnings of its utility subsidiaries.

Pursuant to the leverage restrictions in credit agreements, AEP must maintain a percentage of debt to total capitalization at a level that does not exceed 67.5%. The payment of cash dividends indirectly results in an increase in the percentage of debt to total capitalization of the company distributing the dividend. The method for calculating outstanding debt and capitalization is contractually defined in the credit agreements. As of June 30, 2016, none of AEP’s retained earnings were restricted for the purpose of the payment of dividends.

Utility Subsidiaries’ Restrictions

AEP utility subsidiaries pay dividends to Parent provided funds are legally available. Various financing arrangements and regulatory requirements may impose certain restrictions on the ability of the subsidiaries to transfer funds to Parent in the form of dividends.

Certain AEP subsidiaries have credit agreements that contain a covenant that limits their debt to capitalization ratio to 67.5%.

The Federal Power Act prohibits the utility subsidiaries from participating “in the making or paying of any dividends of such public utility from any funds properly included in capital account.” Additionally, the Federal Power Act creates a reserve on earnings attributable to hydroelectric generation plants. Because of their ownership of such plants, this reserve applies to AGR, APCo and I&M. As of June 30, 2016, these restrictions did not limit the ability of the subsidiaries to pay dividends out of retained earnings.

Corporate Borrowing Program - AEP System (Applies to Registrant Subsidiaries)

The AEP System uses a corporate borrowing program to meet the short-term borrowing needs of AEP’s subsidiaries.  The corporate borrowing program includes a Utility Money Pool, which funds AEP’s utility subsidiaries, and a Nonutility Money Pool, which funds certain AEP nonutility subsidiaries.  The AEP System Utility Money Pool operates in accordance with the terms and conditions of the AEP System Utility Money Pool agreement filed with the FERC.  The amounts of outstanding loans to (borrowings from) the Utility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates and Advances from Affiliates, respectively, on each of the Registrant Subsidiaries’ balance sheets.  The Utility Money Pool participants’ money pool activity and their corresponding authorized borrowing limits for the six months ended June 30, 2016 are described in the following table:
 
 
Maximum
 
 
 
Average
 
 
 
Net Loans to
 
 
 
 
Borrowings
 
Maximum
 
Borrowings
 
Average
 
(Borrowings from)
 
Authorized
 
 
from the
 
Loans to the
 
from the
 
Loans to the
 
the Utility Money
 
Short-term
 
 
Utility
 
Utility
 
Utility
 
Utility
 
Pool as of
 
Borrowing
Company
 
Money Pool
 
Money Pool
 
Money Pool
 
Money Pool
 
June 30, 2016
 
Limit
 
 
(in millions)
APCo
 
$
286.9

 
$
25.7

 
$
198.1

 
$
25.1

 
$
(121.3
)
 
$
600.0

I&M
 
369.1

 
97.6

 
171.7

 
25.6

 
1.0

 
500.0

OPCo
 
216.9

 
379.2

 
184.0

 
265.5

 
(177.1
)
 
400.0

PSO
 
9.6

 
91.0

 
5.1

 
32.1

 
33.5

 
300.0

SWEPCo
 
249.4

 

 
181.9

 

 
(155.1
)
 
350.0



The activity in the above table does not include short-term lending activity of SWEPCo’s wholly-owned subsidiary, Mutual Energy SWEPCo, LLC, which is a participant in the Nonutility Money Pool. The amounts of outstanding loans to the Nonutility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates on SWEPCo’s balance sheets. For the six months ended June 30, 2016, Mutual Energy SWEPCo, LLC had the following activity in the Nonutility Money Pool:
Maximum
 
Average
 
Loans
Loans
 
Loans
 
to the Nonutility
to the Nonutility
 
to the Nonutility
 
Money Pool as of
Money Pool
 
Money Pool
 
June 30, 2016
(in millions)
$
2.0

 
$
2.0

 
$
2.0



The maximum and minimum interest rates for funds either borrowed from or loaned to the Utility Money Pool were as follows:
 
 
Six Months Ended June 30,
 
 
2016
 
2015
Maximum Interest Rate
 
0.84
%
 
0.59
%
Minimum Interest Rate
 
0.69
%
 
0.39
%


The average interest rates for funds borrowed from and loaned to the Utility Money Pool for the six months ended June 30, 2016 and 2015 are summarized for all Registrant Subsidiaries in the following table:
 
 
Average Interest Rate
 
Average Interest Rate
 
 
for Funds Borrowed
 
for Funds Loaned
 
 
from the Utility Money Pool for
 
to the Utility Money Pool for
 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
APCo
 
0.75
%
 
0.45
%
 
0.75
%
 
0.46
%
I&M
 
0.72
%
 
0.47
%
 
0.75
%
 
0.47
%
OPCo
 
0.79
%
 
%
 
0.74
%
 
0.47
%
PSO
 
0.76
%
 
0.49
%
 
0.73
%
 
0.47
%
SWEPCo
 
0.75
%
 
0.46
%
 
%
 
0.49
%


Maximum, minimum and average interest rates for funds loaned to the Nonutility Money Pool for the six months ended June 30, 2016 are summarized for Mutual Energy SWEPCo, LLC in the following table:
Maximum
 
Minimum
 
Average
Interest Rate
 
Interest Rate
 
Interest Rate
for Funds
 
for Funds
 
for Funds
Loaned to
 
Loaned to
 
Loaned to
the Nonutility
 
the Nonutility
 
the Nonutility
Money Pool
 
Money Pool
 
Money Pool
0.84
%
 
0.69
%
 
0.75
%


Short-term Debt (Applies to AEP)

Outstanding short-term debt was as follows:
 
 
June 30, 2016
 
December 31, 2015
Type of Debt
 
Outstanding
Amount
 
Interest
Rate (a)
 
Outstanding
Amount
 
Interest
Rate (a)
 
 
(in millions)
 
 
 
(in millions)
 
 
Securitized Debt for Receivables (b)
 
$
651.0

 
0.61
%
 
$
675.0

 
0.30
%
Commercial Paper
 
1,409.3

 
0.84
%
 
125.0

 
0.81
%
Total Short-term Debt
 
$
2,060.3

 
 

 
$
800.0

 
 


(a)
Weighted average rate.
(b)
Amount of securitized debt for receivables as accounted for under the “Transfers and Servicing” accounting guidance.

Credit Facilities

For a discussion of credit facilities, see “Letters of Credit” section of Note 5.

Sale of Receivables – AEP Credit (Applies to AEP)

AEP Credit has a receivables securitization agreement with bank conduits.  Under the securitization agreement, AEP Credit receives financing from the bank conduits for the interest in the receivables AEP Credit acquires from affiliated utility subsidiaries.  These securitized transactions allow AEP Credit to repay its outstanding debt obligations, continue to purchase the operating companies’ receivables and accelerate AEP Credit’s cash collections.

AEP Credit’s receivables securitization agreement provides a commitment of $750 million from bank conduits to purchase receivables and expires in June 2018.

Accounts receivable information for AEP Credit is as follows:
 
 
Three Months Ended 
 June 30,
 
Six Months Ended 
 June 30,
 
 
2016
 
2015
 
2016
 
2015
 
 
(dollars in millions)
Effective Interest Rates on Securitization of Accounts Receivable
 
0.63
%
 
0.27
%
 
0.61
%
 
0.27
%
Net Uncollectible Accounts Receivable Written Off
 
$
4.1

 
$
6.3

 
$
9.8

 
$
12.9


 
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Accounts Receivable Retained Interest and Pledged as Collateral Less Uncollectible Accounts
 
$
963.2

 
$
924.8

Total Principal Outstanding
 
651.0

 
675.0

Delinquent Securitized Accounts Receivable
 
45.0

 
48.3

Bad Debt Reserves Related to Securitization of Accounts Receivable
 
25.8

 
17.5

Unbilled Receivables Related to Securitization of Accounts Receivable
 
372.5

 
357.8



AEP Credit’s delinquent customer accounts receivable represent accounts greater than 30 days past due.

Sale of Receivables – AEP Credit (Applies to Registrant Subsidiaries)

Under this sale of receivables arrangement, the Registrant Subsidiaries sell, without recourse, certain of their customer accounts receivable and accrued unbilled revenue balances to AEP Credit and are charged a fee based on AEP Credit’s financing costs, administrative costs and uncollectible accounts experience for each Registrant Subsidiary’s receivables.  APCo does not have regulatory authority to sell its West Virginia accounts receivable.  The costs of customer accounts receivable sold are reported in Other Operation expense on the Registrant Subsidiaries’ statements of income.  The Registrant Subsidiaries manage and service their customer accounts receivable, which are sold to AEP Credit. AEP Credit securitizes the eligible receivables for the operating companies and retains the remainder.

The amount of accounts receivable and accrued unbilled revenues under the sale of receivables agreement for each Registrant Subsidiary as of June 30, 2016 and December 31, 2015 was as follows:
Company
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
APCo
 
$
125.0

 
$
135.4

I&M
 
140.4

 
134.8

OPCo
 
364.0

 
351.4

PSO
 
137.5

 
116.1

SWEPCo
 
167.2

 
151.8



The fees paid by the Registrant Subsidiaries to AEP Credit for customer accounts receivable sold were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
2.0

 
$
1.6

 
$
3.8

 
$
4.0

I&M
 
1.7

 
2.1

 
3.6

 
4.4

OPCo
 
7.4

 
6.7

 
15.3

 
14.7

PSO
 
1.5

 
1.3

 
2.9

 
2.7

SWEPCo
 
1.7

 
1.6

 
3.2

 
3.3



The Registrant Subsidiaries’ proceeds on the sale of receivables to AEP Credit were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
325.5

 
$
330.6

 
$
709.9

 
$
760.2

I&M
 
384.1

 
371.1

 
772.2

 
790.6

OPCo
 
613.7

 
563.4

 
1,260.3

 
1,278.4

PSO
 
309.2

 
311.9

 
581.3

 
614.4

SWEPCo
 
387.4

 
381.1

 
723.5

 
754.3

Appalachian Power Co [Member]  
Financing Activities
FINANCING ACTIVITIES

The disclosures in this note apply to all Registrants unless indicated otherwise.

Long-term Debt Outstanding (Applies to AEP)

The following table details long-term debt outstanding as of June 30, 2016 and December 31, 2015:
Type of Debt
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Senior Unsecured Notes
 
$
13,679.4

 
$
13,629.1

Pollution Control Bonds
 
1,724.2

 
1,784.8

Notes Payable
 
297.1

 
264.7

Securitization Bonds
 
1,837.0

 
2,024.0

Spent Nuclear Fuel Obligation (a)
 
265.9

 
265.6

Other Long-term Debt
 
1,740.1

 
1,604.5

Total Long-term Debt Outstanding
 
19,543.7

 
19,572.7

Long-term Debt Due Within One Year
 
2,006.3

 
1,831.8

Long-term Debt
 
$
17,537.4

 
$
17,740.9


(a)
Pursuant to the Nuclear Waste Policy Act of 1982, I&M, a nuclear licensee, has an obligation to the United States Department of Energy for spent nuclear fuel disposal.  The obligation includes a one-time fee for nuclear fuel consumed prior to April 7, 1983.  Trust fund assets related to this obligation were $309 million and $309 million as of June 30, 2016 and December 31, 2015, respectively, and are included in Spent Nuclear Fuel and Decommissioning Trusts on the balance sheets.

Long-term Debt Activity

Long-term debt and other securities issued, retired and principal payments made during the first six months of 2016 are shown in the tables below:
Company
 
Type of Debt
 
Principal Amount (a)
 
Interest Rate
 
Due Date
Issuances:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Other Long-term Debt
 
125.0

 
Variable
 
2019
I&M
 
Senior Unsecured Notes
 
400.0

 
4.55
 
2046
I&M
 
Notes Payable
 
87.9

 
Variable
 
2020
 
 
 
 


 

 

Non-Registrant:
 
 
 


 

 

Transource Missouri
 
Other Long-term Debt
 
11.5

 
Variable
 
2018
Total Issuances
 
 
 
$
749.7

 

 


(a)
Amounts indicated on the statements of cash flows are net of issuance costs and premium or discount and will not tie to the issuance amounts.
Company
 
Type of Debt
 
 Principal Amount Paid
 
Interest Rate
 
Due Date
Retirements and Principal Payments:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Securitization Bonds
 
11.2

 
2.008
 
2024
I&M
 
Notes Payable
 
0.8

 
Variable
 
2016
I&M
 
Notes Payable
 
0.5

 
2.12
 
2016
I&M
 
Notes Payable
 
10.9

 
Variable
 
2017
I&M
 
Notes Payable
 
19.3

 
Variable
 
2019
I&M
 
Notes Payable
 
21.3

 
Variable
 
2019
I&M
 
Other Long-term Debt
 
0.7

 
6.00
 
2025
OPCo
 
Securitization Bonds
 
22.8

 
0.958
 
2018
OPCo
 
Senior Unsecured Notes
 
350.0

 
6.00
 
2016
PSO
 
Other Long-term Debt
 
0.2

 
3.00
 
2027
SWEPCo
 
Notes Payable
 
1.6

 
4.58
 
2032
 
 
 
 
 
 
 
 
 
Non-Registrant:
 
 
 
 
 
 
 
 
AEGCo
 
Senior Unsecured Notes
 
3.7

 
6.33
 
2037
AEP Subsidiaries
 
Notes Payable
 
1.0

 
Variable
 
2017
AGR
 
Pollution Control Bonds
 
60.0

 
Variable
 
2016
TCC
 
Securitization Bonds
 
44.2

 
6.25
 
2016
TCC
 
Securitization Bonds
 
83.7

 
5.17
 
2018
TCC
 
Securitization Bonds
 
26.9

 
0.88
 
2017
Total Retirements and Principal Payments
 
 
 
$
784.1

 
 
 
 


In July 2016, PSO issued $50 million of 3.05% Senior Unsecured Notes due in 2026 and $100 million of 4.11% Senior Unsecured Notes due in 2046.

In July 2016, I&M retired $9 million of Notes Payable related to DCC Fuel.

In July 2016, OPCo retired $23 million of Securitization Bonds.

In July 2016, TCC retired $65 million of Securitization Bonds.

In July 2016, TCC retired its variable rate $100 million Other Long-term Debt due in 2016 and issued $125 million of variable rate Other Long-term Debt due in 2019.

In July 2016, TNC retired its variable rate $75 million Other Long-term Debt due in 2016 and issued $75 million of variable rate Other Long-term Debt due in 2019.

As of June 30, 2016, trustees held, on behalf of AEP, $614 million of their reacquired Pollution Control Bonds. Of this total, $40 million and $345 million related to I&M and OPCo, respectively.

Dividend Restrictions

Parent Restrictions (Applies to AEP)

The holders of AEP’s common stock are entitled to receive the dividends declared by the Board of Directors provided funds are legally available for such dividends. Parent’s income primarily derives from common stock equity in the earnings of its utility subsidiaries.

Pursuant to the leverage restrictions in credit agreements, AEP must maintain a percentage of debt to total capitalization at a level that does not exceed 67.5%. The payment of cash dividends indirectly results in an increase in the percentage of debt to total capitalization of the company distributing the dividend. The method for calculating outstanding debt and capitalization is contractually defined in the credit agreements. As of June 30, 2016, none of AEP’s retained earnings were restricted for the purpose of the payment of dividends.

Utility Subsidiaries’ Restrictions

AEP utility subsidiaries pay dividends to Parent provided funds are legally available. Various financing arrangements and regulatory requirements may impose certain restrictions on the ability of the subsidiaries to transfer funds to Parent in the form of dividends.

Certain AEP subsidiaries have credit agreements that contain a covenant that limits their debt to capitalization ratio to 67.5%.

The Federal Power Act prohibits the utility subsidiaries from participating “in the making or paying of any dividends of such public utility from any funds properly included in capital account.” Additionally, the Federal Power Act creates a reserve on earnings attributable to hydroelectric generation plants. Because of their ownership of such plants, this reserve applies to AGR, APCo and I&M. As of June 30, 2016, these restrictions did not limit the ability of the subsidiaries to pay dividends out of retained earnings.

Corporate Borrowing Program - AEP System (Applies to Registrant Subsidiaries)

The AEP System uses a corporate borrowing program to meet the short-term borrowing needs of AEP’s subsidiaries.  The corporate borrowing program includes a Utility Money Pool, which funds AEP’s utility subsidiaries, and a Nonutility Money Pool, which funds certain AEP nonutility subsidiaries.  The AEP System Utility Money Pool operates in accordance with the terms and conditions of the AEP System Utility Money Pool agreement filed with the FERC.  The amounts of outstanding loans to (borrowings from) the Utility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates and Advances from Affiliates, respectively, on each of the Registrant Subsidiaries’ balance sheets.  The Utility Money Pool participants’ money pool activity and their corresponding authorized borrowing limits for the six months ended June 30, 2016 are described in the following table:
 
 
Maximum
 
 
 
Average
 
 
 
Net Loans to
 
 
 
 
Borrowings
 
Maximum
 
Borrowings
 
Average
 
(Borrowings from)
 
Authorized
 
 
from the
 
Loans to the
 
from the
 
Loans to the
 
the Utility Money
 
Short-term
 
 
Utility
 
Utility
 
Utility
 
Utility
 
Pool as of
 
Borrowing
Company
 
Money Pool
 
Money Pool
 
Money Pool
 
Money Pool
 
June 30, 2016
 
Limit
 
 
(in millions)
APCo
 
$
286.9

 
$
25.7

 
$
198.1

 
$
25.1

 
$
(121.3
)
 
$
600.0

I&M
 
369.1

 
97.6

 
171.7

 
25.6

 
1.0

 
500.0

OPCo
 
216.9

 
379.2

 
184.0

 
265.5

 
(177.1
)
 
400.0

PSO
 
9.6

 
91.0

 
5.1

 
32.1

 
33.5

 
300.0

SWEPCo
 
249.4

 

 
181.9

 

 
(155.1
)
 
350.0



The activity in the above table does not include short-term lending activity of SWEPCo’s wholly-owned subsidiary, Mutual Energy SWEPCo, LLC, which is a participant in the Nonutility Money Pool. The amounts of outstanding loans to the Nonutility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates on SWEPCo’s balance sheets. For the six months ended June 30, 2016, Mutual Energy SWEPCo, LLC had the following activity in the Nonutility Money Pool:
Maximum
 
Average
 
Loans
Loans
 
Loans
 
to the Nonutility
to the Nonutility
 
to the Nonutility
 
Money Pool as of
Money Pool
 
Money Pool
 
June 30, 2016
(in millions)
$
2.0

 
$
2.0

 
$
2.0



The maximum and minimum interest rates for funds either borrowed from or loaned to the Utility Money Pool were as follows:
 
 
Six Months Ended June 30,
 
 
2016
 
2015
Maximum Interest Rate
 
0.84
%
 
0.59
%
Minimum Interest Rate
 
0.69
%
 
0.39
%


The average interest rates for funds borrowed from and loaned to the Utility Money Pool for the six months ended June 30, 2016 and 2015 are summarized for all Registrant Subsidiaries in the following table:
 
 
Average Interest Rate
 
Average Interest Rate
 
 
for Funds Borrowed
 
for Funds Loaned
 
 
from the Utility Money Pool for
 
to the Utility Money Pool for
 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
APCo
 
0.75
%
 
0.45
%
 
0.75
%
 
0.46
%
I&M
 
0.72
%
 
0.47
%
 
0.75
%
 
0.47
%
OPCo
 
0.79
%
 
%
 
0.74
%
 
0.47
%
PSO
 
0.76
%
 
0.49
%
 
0.73
%
 
0.47
%
SWEPCo
 
0.75
%
 
0.46
%
 
%
 
0.49
%


Maximum, minimum and average interest rates for funds loaned to the Nonutility Money Pool for the six months ended June 30, 2016 are summarized for Mutual Energy SWEPCo, LLC in the following table:
Maximum
 
Minimum
 
Average
Interest Rate
 
Interest Rate
 
Interest Rate
for Funds
 
for Funds
 
for Funds
Loaned to
 
Loaned to
 
Loaned to
the Nonutility
 
the Nonutility
 
the Nonutility
Money Pool
 
Money Pool
 
Money Pool
0.84
%
 
0.69
%
 
0.75
%


Short-term Debt (Applies to AEP)

Outstanding short-term debt was as follows:
 
 
June 30, 2016
 
December 31, 2015
Type of Debt
 
Outstanding
Amount
 
Interest
Rate (a)
 
Outstanding
Amount
 
Interest
Rate (a)
 
 
(in millions)
 
 
 
(in millions)
 
 
Securitized Debt for Receivables (b)
 
$
651.0

 
0.61
%
 
$
675.0

 
0.30
%
Commercial Paper
 
1,409.3

 
0.84
%
 
125.0

 
0.81
%
Total Short-term Debt
 
$
2,060.3

 
 

 
$
800.0

 
 


(a)
Weighted average rate.
(b)
Amount of securitized debt for receivables as accounted for under the “Transfers and Servicing” accounting guidance.

Credit Facilities

For a discussion of credit facilities, see “Letters of Credit” section of Note 5.

Sale of Receivables – AEP Credit (Applies to AEP)

AEP Credit has a receivables securitization agreement with bank conduits.  Under the securitization agreement, AEP Credit receives financing from the bank conduits for the interest in the receivables AEP Credit acquires from affiliated utility subsidiaries.  These securitized transactions allow AEP Credit to repay its outstanding debt obligations, continue to purchase the operating companies’ receivables and accelerate AEP Credit’s cash collections.

AEP Credit’s receivables securitization agreement provides a commitment of $750 million from bank conduits to purchase receivables and expires in June 2018.

Accounts receivable information for AEP Credit is as follows:
 
 
Three Months Ended 
 June 30,
 
Six Months Ended 
 June 30,
 
 
2016
 
2015
 
2016
 
2015
 
 
(dollars in millions)
Effective Interest Rates on Securitization of Accounts Receivable
 
0.63
%
 
0.27
%
 
0.61
%
 
0.27
%
Net Uncollectible Accounts Receivable Written Off
 
$
4.1

 
$
6.3

 
$
9.8

 
$
12.9


 
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Accounts Receivable Retained Interest and Pledged as Collateral Less Uncollectible Accounts
 
$
963.2

 
$
924.8

Total Principal Outstanding
 
651.0

 
675.0

Delinquent Securitized Accounts Receivable
 
45.0

 
48.3

Bad Debt Reserves Related to Securitization of Accounts Receivable
 
25.8

 
17.5

Unbilled Receivables Related to Securitization of Accounts Receivable
 
372.5

 
357.8



AEP Credit’s delinquent customer accounts receivable represent accounts greater than 30 days past due.

Sale of Receivables – AEP Credit (Applies to Registrant Subsidiaries)

Under this sale of receivables arrangement, the Registrant Subsidiaries sell, without recourse, certain of their customer accounts receivable and accrued unbilled revenue balances to AEP Credit and are charged a fee based on AEP Credit’s financing costs, administrative costs and uncollectible accounts experience for each Registrant Subsidiary’s receivables.  APCo does not have regulatory authority to sell its West Virginia accounts receivable.  The costs of customer accounts receivable sold are reported in Other Operation expense on the Registrant Subsidiaries’ statements of income.  The Registrant Subsidiaries manage and service their customer accounts receivable, which are sold to AEP Credit. AEP Credit securitizes the eligible receivables for the operating companies and retains the remainder.

The amount of accounts receivable and accrued unbilled revenues under the sale of receivables agreement for each Registrant Subsidiary as of June 30, 2016 and December 31, 2015 was as follows:
Company
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
APCo
 
$
125.0

 
$
135.4

I&M
 
140.4

 
134.8

OPCo
 
364.0

 
351.4

PSO
 
137.5

 
116.1

SWEPCo
 
167.2

 
151.8



The fees paid by the Registrant Subsidiaries to AEP Credit for customer accounts receivable sold were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
2.0

 
$
1.6

 
$
3.8

 
$
4.0

I&M
 
1.7

 
2.1

 
3.6

 
4.4

OPCo
 
7.4

 
6.7

 
15.3

 
14.7

PSO
 
1.5

 
1.3

 
2.9

 
2.7

SWEPCo
 
1.7

 
1.6

 
3.2

 
3.3



The Registrant Subsidiaries’ proceeds on the sale of receivables to AEP Credit were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
325.5

 
$
330.6

 
$
709.9

 
$
760.2

I&M
 
384.1

 
371.1

 
772.2

 
790.6

OPCo
 
613.7

 
563.4

 
1,260.3

 
1,278.4

PSO
 
309.2

 
311.9

 
581.3

 
614.4

SWEPCo
 
387.4

 
381.1

 
723.5

 
754.3

Indiana Michigan Power Co [Member]  
Financing Activities
FINANCING ACTIVITIES

The disclosures in this note apply to all Registrants unless indicated otherwise.

Long-term Debt Outstanding (Applies to AEP)

The following table details long-term debt outstanding as of June 30, 2016 and December 31, 2015:
Type of Debt
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Senior Unsecured Notes
 
$
13,679.4

 
$
13,629.1

Pollution Control Bonds
 
1,724.2

 
1,784.8

Notes Payable
 
297.1

 
264.7

Securitization Bonds
 
1,837.0

 
2,024.0

Spent Nuclear Fuel Obligation (a)
 
265.9

 
265.6

Other Long-term Debt
 
1,740.1

 
1,604.5

Total Long-term Debt Outstanding
 
19,543.7

 
19,572.7

Long-term Debt Due Within One Year
 
2,006.3

 
1,831.8

Long-term Debt
 
$
17,537.4

 
$
17,740.9


(a)
Pursuant to the Nuclear Waste Policy Act of 1982, I&M, a nuclear licensee, has an obligation to the United States Department of Energy for spent nuclear fuel disposal.  The obligation includes a one-time fee for nuclear fuel consumed prior to April 7, 1983.  Trust fund assets related to this obligation were $309 million and $309 million as of June 30, 2016 and December 31, 2015, respectively, and are included in Spent Nuclear Fuel and Decommissioning Trusts on the balance sheets.

Long-term Debt Activity

Long-term debt and other securities issued, retired and principal payments made during the first six months of 2016 are shown in the tables below:
Company
 
Type of Debt
 
Principal Amount (a)
 
Interest Rate
 
Due Date
Issuances:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Other Long-term Debt
 
125.0

 
Variable
 
2019
I&M
 
Senior Unsecured Notes
 
400.0

 
4.55
 
2046
I&M
 
Notes Payable
 
87.9

 
Variable
 
2020
 
 
 
 


 

 

Non-Registrant:
 
 
 


 

 

Transource Missouri
 
Other Long-term Debt
 
11.5

 
Variable
 
2018
Total Issuances
 
 
 
$
749.7

 

 


(a)
Amounts indicated on the statements of cash flows are net of issuance costs and premium or discount and will not tie to the issuance amounts.
Company
 
Type of Debt
 
 Principal Amount Paid
 
Interest Rate
 
Due Date
Retirements and Principal Payments:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Securitization Bonds
 
11.2

 
2.008
 
2024
I&M
 
Notes Payable
 
0.8

 
Variable
 
2016
I&M
 
Notes Payable
 
0.5

 
2.12
 
2016
I&M
 
Notes Payable
 
10.9

 
Variable
 
2017
I&M
 
Notes Payable
 
19.3

 
Variable
 
2019
I&M
 
Notes Payable
 
21.3

 
Variable
 
2019
I&M
 
Other Long-term Debt
 
0.7

 
6.00
 
2025
OPCo
 
Securitization Bonds
 
22.8

 
0.958
 
2018
OPCo
 
Senior Unsecured Notes
 
350.0

 
6.00
 
2016
PSO
 
Other Long-term Debt
 
0.2

 
3.00
 
2027
SWEPCo
 
Notes Payable
 
1.6

 
4.58
 
2032
 
 
 
 
 
 
 
 
 
Non-Registrant:
 
 
 
 
 
 
 
 
AEGCo
 
Senior Unsecured Notes
 
3.7

 
6.33
 
2037
AEP Subsidiaries
 
Notes Payable
 
1.0

 
Variable
 
2017
AGR
 
Pollution Control Bonds
 
60.0

 
Variable
 
2016
TCC
 
Securitization Bonds
 
44.2

 
6.25
 
2016
TCC
 
Securitization Bonds
 
83.7

 
5.17
 
2018
TCC
 
Securitization Bonds
 
26.9

 
0.88
 
2017
Total Retirements and Principal Payments
 
 
 
$
784.1

 
 
 
 


In July 2016, PSO issued $50 million of 3.05% Senior Unsecured Notes due in 2026 and $100 million of 4.11% Senior Unsecured Notes due in 2046.

In July 2016, I&M retired $9 million of Notes Payable related to DCC Fuel.

In July 2016, OPCo retired $23 million of Securitization Bonds.

In July 2016, TCC retired $65 million of Securitization Bonds.

In July 2016, TCC retired its variable rate $100 million Other Long-term Debt due in 2016 and issued $125 million of variable rate Other Long-term Debt due in 2019.

In July 2016, TNC retired its variable rate $75 million Other Long-term Debt due in 2016 and issued $75 million of variable rate Other Long-term Debt due in 2019.

As of June 30, 2016, trustees held, on behalf of AEP, $614 million of their reacquired Pollution Control Bonds. Of this total, $40 million and $345 million related to I&M and OPCo, respectively.

Dividend Restrictions

Parent Restrictions (Applies to AEP)

The holders of AEP’s common stock are entitled to receive the dividends declared by the Board of Directors provided funds are legally available for such dividends. Parent’s income primarily derives from common stock equity in the earnings of its utility subsidiaries.

Pursuant to the leverage restrictions in credit agreements, AEP must maintain a percentage of debt to total capitalization at a level that does not exceed 67.5%. The payment of cash dividends indirectly results in an increase in the percentage of debt to total capitalization of the company distributing the dividend. The method for calculating outstanding debt and capitalization is contractually defined in the credit agreements. As of June 30, 2016, none of AEP’s retained earnings were restricted for the purpose of the payment of dividends.

Utility Subsidiaries’ Restrictions

AEP utility subsidiaries pay dividends to Parent provided funds are legally available. Various financing arrangements and regulatory requirements may impose certain restrictions on the ability of the subsidiaries to transfer funds to Parent in the form of dividends.

Certain AEP subsidiaries have credit agreements that contain a covenant that limits their debt to capitalization ratio to 67.5%.

The Federal Power Act prohibits the utility subsidiaries from participating “in the making or paying of any dividends of such public utility from any funds properly included in capital account.” Additionally, the Federal Power Act creates a reserve on earnings attributable to hydroelectric generation plants. Because of their ownership of such plants, this reserve applies to AGR, APCo and I&M. As of June 30, 2016, these restrictions did not limit the ability of the subsidiaries to pay dividends out of retained earnings.

Corporate Borrowing Program - AEP System (Applies to Registrant Subsidiaries)

The AEP System uses a corporate borrowing program to meet the short-term borrowing needs of AEP’s subsidiaries.  The corporate borrowing program includes a Utility Money Pool, which funds AEP’s utility subsidiaries, and a Nonutility Money Pool, which funds certain AEP nonutility subsidiaries.  The AEP System Utility Money Pool operates in accordance with the terms and conditions of the AEP System Utility Money Pool agreement filed with the FERC.  The amounts of outstanding loans to (borrowings from) the Utility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates and Advances from Affiliates, respectively, on each of the Registrant Subsidiaries’ balance sheets.  The Utility Money Pool participants’ money pool activity and their corresponding authorized borrowing limits for the six months ended June 30, 2016 are described in the following table:
 
 
Maximum
 
 
 
Average
 
 
 
Net Loans to
 
 
 
 
Borrowings
 
Maximum
 
Borrowings
 
Average
 
(Borrowings from)
 
Authorized
 
 
from the
 
Loans to the
 
from the
 
Loans to the
 
the Utility Money
 
Short-term
 
 
Utility
 
Utility
 
Utility
 
Utility
 
Pool as of
 
Borrowing
Company
 
Money Pool
 
Money Pool
 
Money Pool
 
Money Pool
 
June 30, 2016
 
Limit
 
 
(in millions)
APCo
 
$
286.9

 
$
25.7

 
$
198.1

 
$
25.1

 
$
(121.3
)
 
$
600.0

I&M
 
369.1

 
97.6

 
171.7

 
25.6

 
1.0

 
500.0

OPCo
 
216.9

 
379.2

 
184.0

 
265.5

 
(177.1
)
 
400.0

PSO
 
9.6

 
91.0

 
5.1

 
32.1

 
33.5

 
300.0

SWEPCo
 
249.4

 

 
181.9

 

 
(155.1
)
 
350.0



The activity in the above table does not include short-term lending activity of SWEPCo’s wholly-owned subsidiary, Mutual Energy SWEPCo, LLC, which is a participant in the Nonutility Money Pool. The amounts of outstanding loans to the Nonutility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates on SWEPCo’s balance sheets. For the six months ended June 30, 2016, Mutual Energy SWEPCo, LLC had the following activity in the Nonutility Money Pool:
Maximum
 
Average
 
Loans
Loans
 
Loans
 
to the Nonutility
to the Nonutility
 
to the Nonutility
 
Money Pool as of
Money Pool
 
Money Pool
 
June 30, 2016
(in millions)
$
2.0

 
$
2.0

 
$
2.0



The maximum and minimum interest rates for funds either borrowed from or loaned to the Utility Money Pool were as follows:
 
 
Six Months Ended June 30,
 
 
2016
 
2015
Maximum Interest Rate
 
0.84
%
 
0.59
%
Minimum Interest Rate
 
0.69
%
 
0.39
%


The average interest rates for funds borrowed from and loaned to the Utility Money Pool for the six months ended June 30, 2016 and 2015 are summarized for all Registrant Subsidiaries in the following table:
 
 
Average Interest Rate
 
Average Interest Rate
 
 
for Funds Borrowed
 
for Funds Loaned
 
 
from the Utility Money Pool for
 
to the Utility Money Pool for
 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
APCo
 
0.75
%
 
0.45
%
 
0.75
%
 
0.46
%
I&M
 
0.72
%
 
0.47
%
 
0.75
%
 
0.47
%
OPCo
 
0.79
%
 
%
 
0.74
%
 
0.47
%
PSO
 
0.76
%
 
0.49
%
 
0.73
%
 
0.47
%
SWEPCo
 
0.75
%
 
0.46
%
 
%
 
0.49
%


Maximum, minimum and average interest rates for funds loaned to the Nonutility Money Pool for the six months ended June 30, 2016 are summarized for Mutual Energy SWEPCo, LLC in the following table:
Maximum
 
Minimum
 
Average
Interest Rate
 
Interest Rate
 
Interest Rate
for Funds
 
for Funds
 
for Funds
Loaned to
 
Loaned to
 
Loaned to
the Nonutility
 
the Nonutility
 
the Nonutility
Money Pool
 
Money Pool
 
Money Pool
0.84
%
 
0.69
%
 
0.75
%


Short-term Debt (Applies to AEP)

Outstanding short-term debt was as follows:
 
 
June 30, 2016
 
December 31, 2015
Type of Debt
 
Outstanding
Amount
 
Interest
Rate (a)
 
Outstanding
Amount
 
Interest
Rate (a)
 
 
(in millions)
 
 
 
(in millions)
 
 
Securitized Debt for Receivables (b)
 
$
651.0

 
0.61
%
 
$
675.0

 
0.30
%
Commercial Paper
 
1,409.3

 
0.84
%
 
125.0

 
0.81
%
Total Short-term Debt
 
$
2,060.3

 
 

 
$
800.0

 
 


(a)
Weighted average rate.
(b)
Amount of securitized debt for receivables as accounted for under the “Transfers and Servicing” accounting guidance.

Credit Facilities

For a discussion of credit facilities, see “Letters of Credit” section of Note 5.

Sale of Receivables – AEP Credit (Applies to AEP)

AEP Credit has a receivables securitization agreement with bank conduits.  Under the securitization agreement, AEP Credit receives financing from the bank conduits for the interest in the receivables AEP Credit acquires from affiliated utility subsidiaries.  These securitized transactions allow AEP Credit to repay its outstanding debt obligations, continue to purchase the operating companies’ receivables and accelerate AEP Credit’s cash collections.

AEP Credit’s receivables securitization agreement provides a commitment of $750 million from bank conduits to purchase receivables and expires in June 2018.

Accounts receivable information for AEP Credit is as follows:
 
 
Three Months Ended 
 June 30,
 
Six Months Ended 
 June 30,
 
 
2016
 
2015
 
2016
 
2015
 
 
(dollars in millions)
Effective Interest Rates on Securitization of Accounts Receivable
 
0.63
%
 
0.27
%
 
0.61
%
 
0.27
%
Net Uncollectible Accounts Receivable Written Off
 
$
4.1

 
$
6.3

 
$
9.8

 
$
12.9


 
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Accounts Receivable Retained Interest and Pledged as Collateral Less Uncollectible Accounts
 
$
963.2

 
$
924.8

Total Principal Outstanding
 
651.0

 
675.0

Delinquent Securitized Accounts Receivable
 
45.0

 
48.3

Bad Debt Reserves Related to Securitization of Accounts Receivable
 
25.8

 
17.5

Unbilled Receivables Related to Securitization of Accounts Receivable
 
372.5

 
357.8



AEP Credit’s delinquent customer accounts receivable represent accounts greater than 30 days past due.

Sale of Receivables – AEP Credit (Applies to Registrant Subsidiaries)

Under this sale of receivables arrangement, the Registrant Subsidiaries sell, without recourse, certain of their customer accounts receivable and accrued unbilled revenue balances to AEP Credit and are charged a fee based on AEP Credit’s financing costs, administrative costs and uncollectible accounts experience for each Registrant Subsidiary’s receivables.  APCo does not have regulatory authority to sell its West Virginia accounts receivable.  The costs of customer accounts receivable sold are reported in Other Operation expense on the Registrant Subsidiaries’ statements of income.  The Registrant Subsidiaries manage and service their customer accounts receivable, which are sold to AEP Credit. AEP Credit securitizes the eligible receivables for the operating companies and retains the remainder.

The amount of accounts receivable and accrued unbilled revenues under the sale of receivables agreement for each Registrant Subsidiary as of June 30, 2016 and December 31, 2015 was as follows:
Company
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
APCo
 
$
125.0

 
$
135.4

I&M
 
140.4

 
134.8

OPCo
 
364.0

 
351.4

PSO
 
137.5

 
116.1

SWEPCo
 
167.2

 
151.8



The fees paid by the Registrant Subsidiaries to AEP Credit for customer accounts receivable sold were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
2.0

 
$
1.6

 
$
3.8

 
$
4.0

I&M
 
1.7

 
2.1

 
3.6

 
4.4

OPCo
 
7.4

 
6.7

 
15.3

 
14.7

PSO
 
1.5

 
1.3

 
2.9

 
2.7

SWEPCo
 
1.7

 
1.6

 
3.2

 
3.3



The Registrant Subsidiaries’ proceeds on the sale of receivables to AEP Credit were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
325.5

 
$
330.6

 
$
709.9

 
$
760.2

I&M
 
384.1

 
371.1

 
772.2

 
790.6

OPCo
 
613.7

 
563.4

 
1,260.3

 
1,278.4

PSO
 
309.2

 
311.9

 
581.3

 
614.4

SWEPCo
 
387.4

 
381.1

 
723.5

 
754.3

Ohio Power Co [Member]  
Financing Activities
FINANCING ACTIVITIES

The disclosures in this note apply to all Registrants unless indicated otherwise.

Long-term Debt Outstanding (Applies to AEP)

The following table details long-term debt outstanding as of June 30, 2016 and December 31, 2015:
Type of Debt
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Senior Unsecured Notes
 
$
13,679.4

 
$
13,629.1

Pollution Control Bonds
 
1,724.2

 
1,784.8

Notes Payable
 
297.1

 
264.7

Securitization Bonds
 
1,837.0

 
2,024.0

Spent Nuclear Fuel Obligation (a)
 
265.9

 
265.6

Other Long-term Debt
 
1,740.1

 
1,604.5

Total Long-term Debt Outstanding
 
19,543.7

 
19,572.7

Long-term Debt Due Within One Year
 
2,006.3

 
1,831.8

Long-term Debt
 
$
17,537.4

 
$
17,740.9


(a)
Pursuant to the Nuclear Waste Policy Act of 1982, I&M, a nuclear licensee, has an obligation to the United States Department of Energy for spent nuclear fuel disposal.  The obligation includes a one-time fee for nuclear fuel consumed prior to April 7, 1983.  Trust fund assets related to this obligation were $309 million and $309 million as of June 30, 2016 and December 31, 2015, respectively, and are included in Spent Nuclear Fuel and Decommissioning Trusts on the balance sheets.

Long-term Debt Activity

Long-term debt and other securities issued, retired and principal payments made during the first six months of 2016 are shown in the tables below:
Company
 
Type of Debt
 
Principal Amount (a)
 
Interest Rate
 
Due Date
Issuances:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Other Long-term Debt
 
125.0

 
Variable
 
2019
I&M
 
Senior Unsecured Notes
 
400.0

 
4.55
 
2046
I&M
 
Notes Payable
 
87.9

 
Variable
 
2020
 
 
 
 


 

 

Non-Registrant:
 
 
 


 

 

Transource Missouri
 
Other Long-term Debt
 
11.5

 
Variable
 
2018
Total Issuances
 
 
 
$
749.7

 

 


(a)
Amounts indicated on the statements of cash flows are net of issuance costs and premium or discount and will not tie to the issuance amounts.
Company
 
Type of Debt
 
 Principal Amount Paid
 
Interest Rate
 
Due Date
Retirements and Principal Payments:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Securitization Bonds
 
11.2

 
2.008
 
2024
I&M
 
Notes Payable
 
0.8

 
Variable
 
2016
I&M
 
Notes Payable
 
0.5

 
2.12
 
2016
I&M
 
Notes Payable
 
10.9

 
Variable
 
2017
I&M
 
Notes Payable
 
19.3

 
Variable
 
2019
I&M
 
Notes Payable
 
21.3

 
Variable
 
2019
I&M
 
Other Long-term Debt
 
0.7

 
6.00
 
2025
OPCo
 
Securitization Bonds
 
22.8

 
0.958
 
2018
OPCo
 
Senior Unsecured Notes
 
350.0

 
6.00
 
2016
PSO
 
Other Long-term Debt
 
0.2

 
3.00
 
2027
SWEPCo
 
Notes Payable
 
1.6

 
4.58
 
2032
 
 
 
 
 
 
 
 
 
Non-Registrant:
 
 
 
 
 
 
 
 
AEGCo
 
Senior Unsecured Notes
 
3.7

 
6.33
 
2037
AEP Subsidiaries
 
Notes Payable
 
1.0

 
Variable
 
2017
AGR
 
Pollution Control Bonds
 
60.0

 
Variable
 
2016
TCC
 
Securitization Bonds
 
44.2

 
6.25
 
2016
TCC
 
Securitization Bonds
 
83.7

 
5.17
 
2018
TCC
 
Securitization Bonds
 
26.9

 
0.88
 
2017
Total Retirements and Principal Payments
 
 
 
$
784.1

 
 
 
 


In July 2016, PSO issued $50 million of 3.05% Senior Unsecured Notes due in 2026 and $100 million of 4.11% Senior Unsecured Notes due in 2046.

In July 2016, I&M retired $9 million of Notes Payable related to DCC Fuel.

In July 2016, OPCo retired $23 million of Securitization Bonds.

In July 2016, TCC retired $65 million of Securitization Bonds.

In July 2016, TCC retired its variable rate $100 million Other Long-term Debt due in 2016 and issued $125 million of variable rate Other Long-term Debt due in 2019.

In July 2016, TNC retired its variable rate $75 million Other Long-term Debt due in 2016 and issued $75 million of variable rate Other Long-term Debt due in 2019.

As of June 30, 2016, trustees held, on behalf of AEP, $614 million of their reacquired Pollution Control Bonds. Of this total, $40 million and $345 million related to I&M and OPCo, respectively.

Dividend Restrictions

Parent Restrictions (Applies to AEP)

The holders of AEP’s common stock are entitled to receive the dividends declared by the Board of Directors provided funds are legally available for such dividends. Parent’s income primarily derives from common stock equity in the earnings of its utility subsidiaries.

Pursuant to the leverage restrictions in credit agreements, AEP must maintain a percentage of debt to total capitalization at a level that does not exceed 67.5%. The payment of cash dividends indirectly results in an increase in the percentage of debt to total capitalization of the company distributing the dividend. The method for calculating outstanding debt and capitalization is contractually defined in the credit agreements. As of June 30, 2016, none of AEP’s retained earnings were restricted for the purpose of the payment of dividends.

Utility Subsidiaries’ Restrictions

AEP utility subsidiaries pay dividends to Parent provided funds are legally available. Various financing arrangements and regulatory requirements may impose certain restrictions on the ability of the subsidiaries to transfer funds to Parent in the form of dividends.

Certain AEP subsidiaries have credit agreements that contain a covenant that limits their debt to capitalization ratio to 67.5%.

The Federal Power Act prohibits the utility subsidiaries from participating “in the making or paying of any dividends of such public utility from any funds properly included in capital account.” Additionally, the Federal Power Act creates a reserve on earnings attributable to hydroelectric generation plants. Because of their ownership of such plants, this reserve applies to AGR, APCo and I&M. As of June 30, 2016, these restrictions did not limit the ability of the subsidiaries to pay dividends out of retained earnings.

Corporate Borrowing Program - AEP System (Applies to Registrant Subsidiaries)

The AEP System uses a corporate borrowing program to meet the short-term borrowing needs of AEP’s subsidiaries.  The corporate borrowing program includes a Utility Money Pool, which funds AEP’s utility subsidiaries, and a Nonutility Money Pool, which funds certain AEP nonutility subsidiaries.  The AEP System Utility Money Pool operates in accordance with the terms and conditions of the AEP System Utility Money Pool agreement filed with the FERC.  The amounts of outstanding loans to (borrowings from) the Utility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates and Advances from Affiliates, respectively, on each of the Registrant Subsidiaries’ balance sheets.  The Utility Money Pool participants’ money pool activity and their corresponding authorized borrowing limits for the six months ended June 30, 2016 are described in the following table:
 
 
Maximum
 
 
 
Average
 
 
 
Net Loans to
 
 
 
 
Borrowings
 
Maximum
 
Borrowings
 
Average
 
(Borrowings from)
 
Authorized
 
 
from the
 
Loans to the
 
from the
 
Loans to the
 
the Utility Money
 
Short-term
 
 
Utility
 
Utility
 
Utility
 
Utility
 
Pool as of
 
Borrowing
Company
 
Money Pool
 
Money Pool
 
Money Pool
 
Money Pool
 
June 30, 2016
 
Limit
 
 
(in millions)
APCo
 
$
286.9

 
$
25.7

 
$
198.1

 
$
25.1

 
$
(121.3
)
 
$
600.0

I&M
 
369.1

 
97.6

 
171.7

 
25.6

 
1.0

 
500.0

OPCo
 
216.9

 
379.2

 
184.0

 
265.5

 
(177.1
)
 
400.0

PSO
 
9.6

 
91.0

 
5.1

 
32.1

 
33.5

 
300.0

SWEPCo
 
249.4

 

 
181.9

 

 
(155.1
)
 
350.0



The activity in the above table does not include short-term lending activity of SWEPCo’s wholly-owned subsidiary, Mutual Energy SWEPCo, LLC, which is a participant in the Nonutility Money Pool. The amounts of outstanding loans to the Nonutility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates on SWEPCo’s balance sheets. For the six months ended June 30, 2016, Mutual Energy SWEPCo, LLC had the following activity in the Nonutility Money Pool:
Maximum
 
Average
 
Loans
Loans
 
Loans
 
to the Nonutility
to the Nonutility
 
to the Nonutility
 
Money Pool as of
Money Pool
 
Money Pool
 
June 30, 2016
(in millions)
$
2.0

 
$
2.0

 
$
2.0



The maximum and minimum interest rates for funds either borrowed from or loaned to the Utility Money Pool were as follows:
 
 
Six Months Ended June 30,
 
 
2016
 
2015
Maximum Interest Rate
 
0.84
%
 
0.59
%
Minimum Interest Rate
 
0.69
%
 
0.39
%


The average interest rates for funds borrowed from and loaned to the Utility Money Pool for the six months ended June 30, 2016 and 2015 are summarized for all Registrant Subsidiaries in the following table:
 
 
Average Interest Rate
 
Average Interest Rate
 
 
for Funds Borrowed
 
for Funds Loaned
 
 
from the Utility Money Pool for
 
to the Utility Money Pool for
 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
APCo
 
0.75
%
 
0.45
%
 
0.75
%
 
0.46
%
I&M
 
0.72
%
 
0.47
%
 
0.75
%
 
0.47
%
OPCo
 
0.79
%
 
%
 
0.74
%
 
0.47
%
PSO
 
0.76
%
 
0.49
%
 
0.73
%
 
0.47
%
SWEPCo
 
0.75
%
 
0.46
%
 
%
 
0.49
%


Maximum, minimum and average interest rates for funds loaned to the Nonutility Money Pool for the six months ended June 30, 2016 are summarized for Mutual Energy SWEPCo, LLC in the following table:
Maximum
 
Minimum
 
Average
Interest Rate
 
Interest Rate
 
Interest Rate
for Funds
 
for Funds
 
for Funds
Loaned to
 
Loaned to
 
Loaned to
the Nonutility
 
the Nonutility
 
the Nonutility
Money Pool
 
Money Pool
 
Money Pool
0.84
%
 
0.69
%
 
0.75
%


Short-term Debt (Applies to AEP)

Outstanding short-term debt was as follows:
 
 
June 30, 2016
 
December 31, 2015
Type of Debt
 
Outstanding
Amount
 
Interest
Rate (a)
 
Outstanding
Amount
 
Interest
Rate (a)
 
 
(in millions)
 
 
 
(in millions)
 
 
Securitized Debt for Receivables (b)
 
$
651.0

 
0.61
%
 
$
675.0

 
0.30
%
Commercial Paper
 
1,409.3

 
0.84
%
 
125.0

 
0.81
%
Total Short-term Debt
 
$
2,060.3

 
 

 
$
800.0

 
 


(a)
Weighted average rate.
(b)
Amount of securitized debt for receivables as accounted for under the “Transfers and Servicing” accounting guidance.

Credit Facilities

For a discussion of credit facilities, see “Letters of Credit” section of Note 5.

Sale of Receivables – AEP Credit (Applies to AEP)

AEP Credit has a receivables securitization agreement with bank conduits.  Under the securitization agreement, AEP Credit receives financing from the bank conduits for the interest in the receivables AEP Credit acquires from affiliated utility subsidiaries.  These securitized transactions allow AEP Credit to repay its outstanding debt obligations, continue to purchase the operating companies’ receivables and accelerate AEP Credit’s cash collections.

AEP Credit’s receivables securitization agreement provides a commitment of $750 million from bank conduits to purchase receivables and expires in June 2018.

Accounts receivable information for AEP Credit is as follows:
 
 
Three Months Ended 
 June 30,
 
Six Months Ended 
 June 30,
 
 
2016
 
2015
 
2016
 
2015
 
 
(dollars in millions)
Effective Interest Rates on Securitization of Accounts Receivable
 
0.63
%
 
0.27
%
 
0.61
%
 
0.27
%
Net Uncollectible Accounts Receivable Written Off
 
$
4.1

 
$
6.3

 
$
9.8

 
$
12.9


 
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Accounts Receivable Retained Interest and Pledged as Collateral Less Uncollectible Accounts
 
$
963.2

 
$
924.8

Total Principal Outstanding
 
651.0

 
675.0

Delinquent Securitized Accounts Receivable
 
45.0

 
48.3

Bad Debt Reserves Related to Securitization of Accounts Receivable
 
25.8

 
17.5

Unbilled Receivables Related to Securitization of Accounts Receivable
 
372.5

 
357.8



AEP Credit’s delinquent customer accounts receivable represent accounts greater than 30 days past due.

Sale of Receivables – AEP Credit (Applies to Registrant Subsidiaries)

Under this sale of receivables arrangement, the Registrant Subsidiaries sell, without recourse, certain of their customer accounts receivable and accrued unbilled revenue balances to AEP Credit and are charged a fee based on AEP Credit’s financing costs, administrative costs and uncollectible accounts experience for each Registrant Subsidiary’s receivables.  APCo does not have regulatory authority to sell its West Virginia accounts receivable.  The costs of customer accounts receivable sold are reported in Other Operation expense on the Registrant Subsidiaries’ statements of income.  The Registrant Subsidiaries manage and service their customer accounts receivable, which are sold to AEP Credit. AEP Credit securitizes the eligible receivables for the operating companies and retains the remainder.

The amount of accounts receivable and accrued unbilled revenues under the sale of receivables agreement for each Registrant Subsidiary as of June 30, 2016 and December 31, 2015 was as follows:
Company
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
APCo
 
$
125.0

 
$
135.4

I&M
 
140.4

 
134.8

OPCo
 
364.0

 
351.4

PSO
 
137.5

 
116.1

SWEPCo
 
167.2

 
151.8



The fees paid by the Registrant Subsidiaries to AEP Credit for customer accounts receivable sold were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
2.0

 
$
1.6

 
$
3.8

 
$
4.0

I&M
 
1.7

 
2.1

 
3.6

 
4.4

OPCo
 
7.4

 
6.7

 
15.3

 
14.7

PSO
 
1.5

 
1.3

 
2.9

 
2.7

SWEPCo
 
1.7

 
1.6

 
3.2

 
3.3



The Registrant Subsidiaries’ proceeds on the sale of receivables to AEP Credit were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
325.5

 
$
330.6

 
$
709.9

 
$
760.2

I&M
 
384.1

 
371.1

 
772.2

 
790.6

OPCo
 
613.7

 
563.4

 
1,260.3

 
1,278.4

PSO
 
309.2

 
311.9

 
581.3

 
614.4

SWEPCo
 
387.4

 
381.1

 
723.5

 
754.3

Public Service Co Of Oklahoma [Member]  
Financing Activities
FINANCING ACTIVITIES

The disclosures in this note apply to all Registrants unless indicated otherwise.

Long-term Debt Outstanding (Applies to AEP)

The following table details long-term debt outstanding as of June 30, 2016 and December 31, 2015:
Type of Debt
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Senior Unsecured Notes
 
$
13,679.4

 
$
13,629.1

Pollution Control Bonds
 
1,724.2

 
1,784.8

Notes Payable
 
297.1

 
264.7

Securitization Bonds
 
1,837.0

 
2,024.0

Spent Nuclear Fuel Obligation (a)
 
265.9

 
265.6

Other Long-term Debt
 
1,740.1

 
1,604.5

Total Long-term Debt Outstanding
 
19,543.7

 
19,572.7

Long-term Debt Due Within One Year
 
2,006.3

 
1,831.8

Long-term Debt
 
$
17,537.4

 
$
17,740.9


(a)
Pursuant to the Nuclear Waste Policy Act of 1982, I&M, a nuclear licensee, has an obligation to the United States Department of Energy for spent nuclear fuel disposal.  The obligation includes a one-time fee for nuclear fuel consumed prior to April 7, 1983.  Trust fund assets related to this obligation were $309 million and $309 million as of June 30, 2016 and December 31, 2015, respectively, and are included in Spent Nuclear Fuel and Decommissioning Trusts on the balance sheets.

Long-term Debt Activity

Long-term debt and other securities issued, retired and principal payments made during the first six months of 2016 are shown in the tables below:
Company
 
Type of Debt
 
Principal Amount (a)
 
Interest Rate
 
Due Date
Issuances:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Other Long-term Debt
 
125.0

 
Variable
 
2019
I&M
 
Senior Unsecured Notes
 
400.0

 
4.55
 
2046
I&M
 
Notes Payable
 
87.9

 
Variable
 
2020
 
 
 
 


 

 

Non-Registrant:
 
 
 


 

 

Transource Missouri
 
Other Long-term Debt
 
11.5

 
Variable
 
2018
Total Issuances
 
 
 
$
749.7

 

 


(a)
Amounts indicated on the statements of cash flows are net of issuance costs and premium or discount and will not tie to the issuance amounts.
Company
 
Type of Debt
 
 Principal Amount Paid
 
Interest Rate
 
Due Date
Retirements and Principal Payments:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Securitization Bonds
 
11.2

 
2.008
 
2024
I&M
 
Notes Payable
 
0.8

 
Variable
 
2016
I&M
 
Notes Payable
 
0.5

 
2.12
 
2016
I&M
 
Notes Payable
 
10.9

 
Variable
 
2017
I&M
 
Notes Payable
 
19.3

 
Variable
 
2019
I&M
 
Notes Payable
 
21.3

 
Variable
 
2019
I&M
 
Other Long-term Debt
 
0.7

 
6.00
 
2025
OPCo
 
Securitization Bonds
 
22.8

 
0.958
 
2018
OPCo
 
Senior Unsecured Notes
 
350.0

 
6.00
 
2016
PSO
 
Other Long-term Debt
 
0.2

 
3.00
 
2027
SWEPCo
 
Notes Payable
 
1.6

 
4.58
 
2032
 
 
 
 
 
 
 
 
 
Non-Registrant:
 
 
 
 
 
 
 
 
AEGCo
 
Senior Unsecured Notes
 
3.7

 
6.33
 
2037
AEP Subsidiaries
 
Notes Payable
 
1.0

 
Variable
 
2017
AGR
 
Pollution Control Bonds
 
60.0

 
Variable
 
2016
TCC
 
Securitization Bonds
 
44.2

 
6.25
 
2016
TCC
 
Securitization Bonds
 
83.7

 
5.17
 
2018
TCC
 
Securitization Bonds
 
26.9

 
0.88
 
2017
Total Retirements and Principal Payments
 
 
 
$
784.1

 
 
 
 


In July 2016, PSO issued $50 million of 3.05% Senior Unsecured Notes due in 2026 and $100 million of 4.11% Senior Unsecured Notes due in 2046.

In July 2016, I&M retired $9 million of Notes Payable related to DCC Fuel.

In July 2016, OPCo retired $23 million of Securitization Bonds.

In July 2016, TCC retired $65 million of Securitization Bonds.

In July 2016, TCC retired its variable rate $100 million Other Long-term Debt due in 2016 and issued $125 million of variable rate Other Long-term Debt due in 2019.

In July 2016, TNC retired its variable rate $75 million Other Long-term Debt due in 2016 and issued $75 million of variable rate Other Long-term Debt due in 2019.

As of June 30, 2016, trustees held, on behalf of AEP, $614 million of their reacquired Pollution Control Bonds. Of this total, $40 million and $345 million related to I&M and OPCo, respectively.

Dividend Restrictions

Parent Restrictions (Applies to AEP)

The holders of AEP’s common stock are entitled to receive the dividends declared by the Board of Directors provided funds are legally available for such dividends. Parent’s income primarily derives from common stock equity in the earnings of its utility subsidiaries.

Pursuant to the leverage restrictions in credit agreements, AEP must maintain a percentage of debt to total capitalization at a level that does not exceed 67.5%. The payment of cash dividends indirectly results in an increase in the percentage of debt to total capitalization of the company distributing the dividend. The method for calculating outstanding debt and capitalization is contractually defined in the credit agreements. As of June 30, 2016, none of AEP’s retained earnings were restricted for the purpose of the payment of dividends.

Utility Subsidiaries’ Restrictions

AEP utility subsidiaries pay dividends to Parent provided funds are legally available. Various financing arrangements and regulatory requirements may impose certain restrictions on the ability of the subsidiaries to transfer funds to Parent in the form of dividends.

Certain AEP subsidiaries have credit agreements that contain a covenant that limits their debt to capitalization ratio to 67.5%.

The Federal Power Act prohibits the utility subsidiaries from participating “in the making or paying of any dividends of such public utility from any funds properly included in capital account.” Additionally, the Federal Power Act creates a reserve on earnings attributable to hydroelectric generation plants. Because of their ownership of such plants, this reserve applies to AGR, APCo and I&M. As of June 30, 2016, these restrictions did not limit the ability of the subsidiaries to pay dividends out of retained earnings.

Corporate Borrowing Program - AEP System (Applies to Registrant Subsidiaries)

The AEP System uses a corporate borrowing program to meet the short-term borrowing needs of AEP’s subsidiaries.  The corporate borrowing program includes a Utility Money Pool, which funds AEP’s utility subsidiaries, and a Nonutility Money Pool, which funds certain AEP nonutility subsidiaries.  The AEP System Utility Money Pool operates in accordance with the terms and conditions of the AEP System Utility Money Pool agreement filed with the FERC.  The amounts of outstanding loans to (borrowings from) the Utility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates and Advances from Affiliates, respectively, on each of the Registrant Subsidiaries’ balance sheets.  The Utility Money Pool participants’ money pool activity and their corresponding authorized borrowing limits for the six months ended June 30, 2016 are described in the following table:
 
 
Maximum
 
 
 
Average
 
 
 
Net Loans to
 
 
 
 
Borrowings
 
Maximum
 
Borrowings
 
Average
 
(Borrowings from)
 
Authorized
 
 
from the
 
Loans to the
 
from the
 
Loans to the
 
the Utility Money
 
Short-term
 
 
Utility
 
Utility
 
Utility
 
Utility
 
Pool as of
 
Borrowing
Company
 
Money Pool
 
Money Pool
 
Money Pool
 
Money Pool
 
June 30, 2016
 
Limit
 
 
(in millions)
APCo
 
$
286.9

 
$
25.7

 
$
198.1

 
$
25.1

 
$
(121.3
)
 
$
600.0

I&M
 
369.1

 
97.6

 
171.7

 
25.6

 
1.0

 
500.0

OPCo
 
216.9

 
379.2

 
184.0

 
265.5

 
(177.1
)
 
400.0

PSO
 
9.6

 
91.0

 
5.1

 
32.1

 
33.5

 
300.0

SWEPCo
 
249.4

 

 
181.9

 

 
(155.1
)
 
350.0



The activity in the above table does not include short-term lending activity of SWEPCo’s wholly-owned subsidiary, Mutual Energy SWEPCo, LLC, which is a participant in the Nonutility Money Pool. The amounts of outstanding loans to the Nonutility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates on SWEPCo’s balance sheets. For the six months ended June 30, 2016, Mutual Energy SWEPCo, LLC had the following activity in the Nonutility Money Pool:
Maximum
 
Average
 
Loans
Loans
 
Loans
 
to the Nonutility
to the Nonutility
 
to the Nonutility
 
Money Pool as of
Money Pool
 
Money Pool
 
June 30, 2016
(in millions)
$
2.0

 
$
2.0

 
$
2.0



The maximum and minimum interest rates for funds either borrowed from or loaned to the Utility Money Pool were as follows:
 
 
Six Months Ended June 30,
 
 
2016
 
2015
Maximum Interest Rate
 
0.84
%
 
0.59
%
Minimum Interest Rate
 
0.69
%
 
0.39
%


The average interest rates for funds borrowed from and loaned to the Utility Money Pool for the six months ended June 30, 2016 and 2015 are summarized for all Registrant Subsidiaries in the following table:
 
 
Average Interest Rate
 
Average Interest Rate
 
 
for Funds Borrowed
 
for Funds Loaned
 
 
from the Utility Money Pool for
 
to the Utility Money Pool for
 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
APCo
 
0.75
%
 
0.45
%
 
0.75
%
 
0.46
%
I&M
 
0.72
%
 
0.47
%
 
0.75
%
 
0.47
%
OPCo
 
0.79
%
 
%
 
0.74
%
 
0.47
%
PSO
 
0.76
%
 
0.49
%
 
0.73
%
 
0.47
%
SWEPCo
 
0.75
%
 
0.46
%
 
%
 
0.49
%


Maximum, minimum and average interest rates for funds loaned to the Nonutility Money Pool for the six months ended June 30, 2016 are summarized for Mutual Energy SWEPCo, LLC in the following table:
Maximum
 
Minimum
 
Average
Interest Rate
 
Interest Rate
 
Interest Rate
for Funds
 
for Funds
 
for Funds
Loaned to
 
Loaned to
 
Loaned to
the Nonutility
 
the Nonutility
 
the Nonutility
Money Pool
 
Money Pool
 
Money Pool
0.84
%
 
0.69
%
 
0.75
%


Short-term Debt (Applies to AEP)

Outstanding short-term debt was as follows:
 
 
June 30, 2016
 
December 31, 2015
Type of Debt
 
Outstanding
Amount
 
Interest
Rate (a)
 
Outstanding
Amount
 
Interest
Rate (a)
 
 
(in millions)
 
 
 
(in millions)
 
 
Securitized Debt for Receivables (b)
 
$
651.0

 
0.61
%
 
$
675.0

 
0.30
%
Commercial Paper
 
1,409.3

 
0.84
%
 
125.0

 
0.81
%
Total Short-term Debt
 
$
2,060.3

 
 

 
$
800.0

 
 


(a)
Weighted average rate.
(b)
Amount of securitized debt for receivables as accounted for under the “Transfers and Servicing” accounting guidance.

Credit Facilities

For a discussion of credit facilities, see “Letters of Credit” section of Note 5.

Sale of Receivables – AEP Credit (Applies to AEP)

AEP Credit has a receivables securitization agreement with bank conduits.  Under the securitization agreement, AEP Credit receives financing from the bank conduits for the interest in the receivables AEP Credit acquires from affiliated utility subsidiaries.  These securitized transactions allow AEP Credit to repay its outstanding debt obligations, continue to purchase the operating companies’ receivables and accelerate AEP Credit’s cash collections.

AEP Credit’s receivables securitization agreement provides a commitment of $750 million from bank conduits to purchase receivables and expires in June 2018.

Accounts receivable information for AEP Credit is as follows:
 
 
Three Months Ended 
 June 30,
 
Six Months Ended 
 June 30,
 
 
2016
 
2015
 
2016
 
2015
 
 
(dollars in millions)
Effective Interest Rates on Securitization of Accounts Receivable
 
0.63
%
 
0.27
%
 
0.61
%
 
0.27
%
Net Uncollectible Accounts Receivable Written Off
 
$
4.1

 
$
6.3

 
$
9.8

 
$
12.9


 
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Accounts Receivable Retained Interest and Pledged as Collateral Less Uncollectible Accounts
 
$
963.2

 
$
924.8

Total Principal Outstanding
 
651.0

 
675.0

Delinquent Securitized Accounts Receivable
 
45.0

 
48.3

Bad Debt Reserves Related to Securitization of Accounts Receivable
 
25.8

 
17.5

Unbilled Receivables Related to Securitization of Accounts Receivable
 
372.5

 
357.8



AEP Credit’s delinquent customer accounts receivable represent accounts greater than 30 days past due.

Sale of Receivables – AEP Credit (Applies to Registrant Subsidiaries)

Under this sale of receivables arrangement, the Registrant Subsidiaries sell, without recourse, certain of their customer accounts receivable and accrued unbilled revenue balances to AEP Credit and are charged a fee based on AEP Credit’s financing costs, administrative costs and uncollectible accounts experience for each Registrant Subsidiary’s receivables.  APCo does not have regulatory authority to sell its West Virginia accounts receivable.  The costs of customer accounts receivable sold are reported in Other Operation expense on the Registrant Subsidiaries’ statements of income.  The Registrant Subsidiaries manage and service their customer accounts receivable, which are sold to AEP Credit. AEP Credit securitizes the eligible receivables for the operating companies and retains the remainder.

The amount of accounts receivable and accrued unbilled revenues under the sale of receivables agreement for each Registrant Subsidiary as of June 30, 2016 and December 31, 2015 was as follows:
Company
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
APCo
 
$
125.0

 
$
135.4

I&M
 
140.4

 
134.8

OPCo
 
364.0

 
351.4

PSO
 
137.5

 
116.1

SWEPCo
 
167.2

 
151.8



The fees paid by the Registrant Subsidiaries to AEP Credit for customer accounts receivable sold were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
2.0

 
$
1.6

 
$
3.8

 
$
4.0

I&M
 
1.7

 
2.1

 
3.6

 
4.4

OPCo
 
7.4

 
6.7

 
15.3

 
14.7

PSO
 
1.5

 
1.3

 
2.9

 
2.7

SWEPCo
 
1.7

 
1.6

 
3.2

 
3.3



The Registrant Subsidiaries’ proceeds on the sale of receivables to AEP Credit were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
325.5

 
$
330.6

 
$
709.9

 
$
760.2

I&M
 
384.1

 
371.1

 
772.2

 
790.6

OPCo
 
613.7

 
563.4

 
1,260.3

 
1,278.4

PSO
 
309.2

 
311.9

 
581.3

 
614.4

SWEPCo
 
387.4

 
381.1

 
723.5

 
754.3

Southwestern Electric Power Co [Member]  
Financing Activities
FINANCING ACTIVITIES

The disclosures in this note apply to all Registrants unless indicated otherwise.

Long-term Debt Outstanding (Applies to AEP)

The following table details long-term debt outstanding as of June 30, 2016 and December 31, 2015:
Type of Debt
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Senior Unsecured Notes
 
$
13,679.4

 
$
13,629.1

Pollution Control Bonds
 
1,724.2

 
1,784.8

Notes Payable
 
297.1

 
264.7

Securitization Bonds
 
1,837.0

 
2,024.0

Spent Nuclear Fuel Obligation (a)
 
265.9

 
265.6

Other Long-term Debt
 
1,740.1

 
1,604.5

Total Long-term Debt Outstanding
 
19,543.7

 
19,572.7

Long-term Debt Due Within One Year
 
2,006.3

 
1,831.8

Long-term Debt
 
$
17,537.4

 
$
17,740.9


(a)
Pursuant to the Nuclear Waste Policy Act of 1982, I&M, a nuclear licensee, has an obligation to the United States Department of Energy for spent nuclear fuel disposal.  The obligation includes a one-time fee for nuclear fuel consumed prior to April 7, 1983.  Trust fund assets related to this obligation were $309 million and $309 million as of June 30, 2016 and December 31, 2015, respectively, and are included in Spent Nuclear Fuel and Decommissioning Trusts on the balance sheets.

Long-term Debt Activity

Long-term debt and other securities issued, retired and principal payments made during the first six months of 2016 are shown in the tables below:
Company
 
Type of Debt
 
Principal Amount (a)
 
Interest Rate
 
Due Date
Issuances:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Other Long-term Debt
 
125.0

 
Variable
 
2019
I&M
 
Senior Unsecured Notes
 
400.0

 
4.55
 
2046
I&M
 
Notes Payable
 
87.9

 
Variable
 
2020
 
 
 
 


 

 

Non-Registrant:
 
 
 


 

 

Transource Missouri
 
Other Long-term Debt
 
11.5

 
Variable
 
2018
Total Issuances
 
 
 
$
749.7

 

 


(a)
Amounts indicated on the statements of cash flows are net of issuance costs and premium or discount and will not tie to the issuance amounts.
Company
 
Type of Debt
 
 Principal Amount Paid
 
Interest Rate
 
Due Date
Retirements and Principal Payments:
 
 
 
(in millions)
 
(%)
 
 
APCo
 
Pollution Control Bonds
 
$
125.3

 
Variable
 
2016
APCo
 
Securitization Bonds
 
11.2

 
2.008
 
2024
I&M
 
Notes Payable
 
0.8

 
Variable
 
2016
I&M
 
Notes Payable
 
0.5

 
2.12
 
2016
I&M
 
Notes Payable
 
10.9

 
Variable
 
2017
I&M
 
Notes Payable
 
19.3

 
Variable
 
2019
I&M
 
Notes Payable
 
21.3

 
Variable
 
2019
I&M
 
Other Long-term Debt
 
0.7

 
6.00
 
2025
OPCo
 
Securitization Bonds
 
22.8

 
0.958
 
2018
OPCo
 
Senior Unsecured Notes
 
350.0

 
6.00
 
2016
PSO
 
Other Long-term Debt
 
0.2

 
3.00
 
2027
SWEPCo
 
Notes Payable
 
1.6

 
4.58
 
2032
 
 
 
 
 
 
 
 
 
Non-Registrant:
 
 
 
 
 
 
 
 
AEGCo
 
Senior Unsecured Notes
 
3.7

 
6.33
 
2037
AEP Subsidiaries
 
Notes Payable
 
1.0

 
Variable
 
2017
AGR
 
Pollution Control Bonds
 
60.0

 
Variable
 
2016
TCC
 
Securitization Bonds
 
44.2

 
6.25
 
2016
TCC
 
Securitization Bonds
 
83.7

 
5.17
 
2018
TCC
 
Securitization Bonds
 
26.9

 
0.88
 
2017
Total Retirements and Principal Payments
 
 
 
$
784.1

 
 
 
 


In July 2016, PSO issued $50 million of 3.05% Senior Unsecured Notes due in 2026 and $100 million of 4.11% Senior Unsecured Notes due in 2046.

In July 2016, I&M retired $9 million of Notes Payable related to DCC Fuel.

In July 2016, OPCo retired $23 million of Securitization Bonds.

In July 2016, TCC retired $65 million of Securitization Bonds.

In July 2016, TCC retired its variable rate $100 million Other Long-term Debt due in 2016 and issued $125 million of variable rate Other Long-term Debt due in 2019.

In July 2016, TNC retired its variable rate $75 million Other Long-term Debt due in 2016 and issued $75 million of variable rate Other Long-term Debt due in 2019.

As of June 30, 2016, trustees held, on behalf of AEP, $614 million of their reacquired Pollution Control Bonds. Of this total, $40 million and $345 million related to I&M and OPCo, respectively.

Dividend Restrictions

Parent Restrictions (Applies to AEP)

The holders of AEP’s common stock are entitled to receive the dividends declared by the Board of Directors provided funds are legally available for such dividends. Parent’s income primarily derives from common stock equity in the earnings of its utility subsidiaries.

Pursuant to the leverage restrictions in credit agreements, AEP must maintain a percentage of debt to total capitalization at a level that does not exceed 67.5%. The payment of cash dividends indirectly results in an increase in the percentage of debt to total capitalization of the company distributing the dividend. The method for calculating outstanding debt and capitalization is contractually defined in the credit agreements. As of June 30, 2016, none of AEP’s retained earnings were restricted for the purpose of the payment of dividends.

Utility Subsidiaries’ Restrictions

AEP utility subsidiaries pay dividends to Parent provided funds are legally available. Various financing arrangements and regulatory requirements may impose certain restrictions on the ability of the subsidiaries to transfer funds to Parent in the form of dividends.

Certain AEP subsidiaries have credit agreements that contain a covenant that limits their debt to capitalization ratio to 67.5%.

The Federal Power Act prohibits the utility subsidiaries from participating “in the making or paying of any dividends of such public utility from any funds properly included in capital account.” Additionally, the Federal Power Act creates a reserve on earnings attributable to hydroelectric generation plants. Because of their ownership of such plants, this reserve applies to AGR, APCo and I&M. As of June 30, 2016, these restrictions did not limit the ability of the subsidiaries to pay dividends out of retained earnings.

Corporate Borrowing Program - AEP System (Applies to Registrant Subsidiaries)

The AEP System uses a corporate borrowing program to meet the short-term borrowing needs of AEP’s subsidiaries.  The corporate borrowing program includes a Utility Money Pool, which funds AEP’s utility subsidiaries, and a Nonutility Money Pool, which funds certain AEP nonutility subsidiaries.  The AEP System Utility Money Pool operates in accordance with the terms and conditions of the AEP System Utility Money Pool agreement filed with the FERC.  The amounts of outstanding loans to (borrowings from) the Utility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates and Advances from Affiliates, respectively, on each of the Registrant Subsidiaries’ balance sheets.  The Utility Money Pool participants’ money pool activity and their corresponding authorized borrowing limits for the six months ended June 30, 2016 are described in the following table:
 
 
Maximum
 
 
 
Average
 
 
 
Net Loans to
 
 
 
 
Borrowings
 
Maximum
 
Borrowings
 
Average
 
(Borrowings from)
 
Authorized
 
 
from the
 
Loans to the
 
from the
 
Loans to the
 
the Utility Money
 
Short-term
 
 
Utility
 
Utility
 
Utility
 
Utility
 
Pool as of
 
Borrowing
Company
 
Money Pool
 
Money Pool
 
Money Pool
 
Money Pool
 
June 30, 2016
 
Limit
 
 
(in millions)
APCo
 
$
286.9

 
$
25.7

 
$
198.1

 
$
25.1

 
$
(121.3
)
 
$
600.0

I&M
 
369.1

 
97.6

 
171.7

 
25.6

 
1.0

 
500.0

OPCo
 
216.9

 
379.2

 
184.0

 
265.5

 
(177.1
)
 
400.0

PSO
 
9.6

 
91.0

 
5.1

 
32.1

 
33.5

 
300.0

SWEPCo
 
249.4

 

 
181.9

 

 
(155.1
)
 
350.0



The activity in the above table does not include short-term lending activity of SWEPCo’s wholly-owned subsidiary, Mutual Energy SWEPCo, LLC, which is a participant in the Nonutility Money Pool. The amounts of outstanding loans to the Nonutility Money Pool as of June 30, 2016 and December 31, 2015 are included in Advances to Affiliates on SWEPCo’s balance sheets. For the six months ended June 30, 2016, Mutual Energy SWEPCo, LLC had the following activity in the Nonutility Money Pool:
Maximum
 
Average
 
Loans
Loans
 
Loans
 
to the Nonutility
to the Nonutility
 
to the Nonutility
 
Money Pool as of
Money Pool
 
Money Pool
 
June 30, 2016
(in millions)
$
2.0

 
$
2.0

 
$
2.0



The maximum and minimum interest rates for funds either borrowed from or loaned to the Utility Money Pool were as follows:
 
 
Six Months Ended June 30,
 
 
2016
 
2015
Maximum Interest Rate
 
0.84
%
 
0.59
%
Minimum Interest Rate
 
0.69
%
 
0.39
%


The average interest rates for funds borrowed from and loaned to the Utility Money Pool for the six months ended June 30, 2016 and 2015 are summarized for all Registrant Subsidiaries in the following table:
 
 
Average Interest Rate
 
Average Interest Rate
 
 
for Funds Borrowed
 
for Funds Loaned
 
 
from the Utility Money Pool for
 
to the Utility Money Pool for
 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
APCo
 
0.75
%
 
0.45
%
 
0.75
%
 
0.46
%
I&M
 
0.72
%
 
0.47
%
 
0.75
%
 
0.47
%
OPCo
 
0.79
%
 
%
 
0.74
%
 
0.47
%
PSO
 
0.76
%
 
0.49
%
 
0.73
%
 
0.47
%
SWEPCo
 
0.75
%
 
0.46
%
 
%
 
0.49
%


Maximum, minimum and average interest rates for funds loaned to the Nonutility Money Pool for the six months ended June 30, 2016 are summarized for Mutual Energy SWEPCo, LLC in the following table:
Maximum
 
Minimum
 
Average
Interest Rate
 
Interest Rate
 
Interest Rate
for Funds
 
for Funds
 
for Funds
Loaned to
 
Loaned to
 
Loaned to
the Nonutility
 
the Nonutility
 
the Nonutility
Money Pool
 
Money Pool
 
Money Pool
0.84
%
 
0.69
%
 
0.75
%


Short-term Debt (Applies to AEP)

Outstanding short-term debt was as follows:
 
 
June 30, 2016
 
December 31, 2015
Type of Debt
 
Outstanding
Amount
 
Interest
Rate (a)
 
Outstanding
Amount
 
Interest
Rate (a)
 
 
(in millions)
 
 
 
(in millions)
 
 
Securitized Debt for Receivables (b)
 
$
651.0

 
0.61
%
 
$
675.0

 
0.30
%
Commercial Paper
 
1,409.3

 
0.84
%
 
125.0

 
0.81
%
Total Short-term Debt
 
$
2,060.3

 
 

 
$
800.0

 
 


(a)
Weighted average rate.
(b)
Amount of securitized debt for receivables as accounted for under the “Transfers and Servicing” accounting guidance.

Credit Facilities

For a discussion of credit facilities, see “Letters of Credit” section of Note 5.

Sale of Receivables – AEP Credit (Applies to AEP)

AEP Credit has a receivables securitization agreement with bank conduits.  Under the securitization agreement, AEP Credit receives financing from the bank conduits for the interest in the receivables AEP Credit acquires from affiliated utility subsidiaries.  These securitized transactions allow AEP Credit to repay its outstanding debt obligations, continue to purchase the operating companies’ receivables and accelerate AEP Credit’s cash collections.

AEP Credit’s receivables securitization agreement provides a commitment of $750 million from bank conduits to purchase receivables and expires in June 2018.

Accounts receivable information for AEP Credit is as follows:
 
 
Three Months Ended 
 June 30,
 
Six Months Ended 
 June 30,
 
 
2016
 
2015
 
2016
 
2015
 
 
(dollars in millions)
Effective Interest Rates on Securitization of Accounts Receivable
 
0.63
%
 
0.27
%
 
0.61
%
 
0.27
%
Net Uncollectible Accounts Receivable Written Off
 
$
4.1

 
$
6.3

 
$
9.8

 
$
12.9


 
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
Accounts Receivable Retained Interest and Pledged as Collateral Less Uncollectible Accounts
 
$
963.2

 
$
924.8

Total Principal Outstanding
 
651.0

 
675.0

Delinquent Securitized Accounts Receivable
 
45.0

 
48.3

Bad Debt Reserves Related to Securitization of Accounts Receivable
 
25.8

 
17.5

Unbilled Receivables Related to Securitization of Accounts Receivable
 
372.5

 
357.8



AEP Credit’s delinquent customer accounts receivable represent accounts greater than 30 days past due.

Sale of Receivables – AEP Credit (Applies to Registrant Subsidiaries)

Under this sale of receivables arrangement, the Registrant Subsidiaries sell, without recourse, certain of their customer accounts receivable and accrued unbilled revenue balances to AEP Credit and are charged a fee based on AEP Credit’s financing costs, administrative costs and uncollectible accounts experience for each Registrant Subsidiary’s receivables.  APCo does not have regulatory authority to sell its West Virginia accounts receivable.  The costs of customer accounts receivable sold are reported in Other Operation expense on the Registrant Subsidiaries’ statements of income.  The Registrant Subsidiaries manage and service their customer accounts receivable, which are sold to AEP Credit. AEP Credit securitizes the eligible receivables for the operating companies and retains the remainder.

The amount of accounts receivable and accrued unbilled revenues under the sale of receivables agreement for each Registrant Subsidiary as of June 30, 2016 and December 31, 2015 was as follows:
Company
 
June 30, 2016
 
December 31, 2015
 
 
(in millions)
APCo
 
$
125.0

 
$
135.4

I&M
 
140.4

 
134.8

OPCo
 
364.0

 
351.4

PSO
 
137.5

 
116.1

SWEPCo
 
167.2

 
151.8



The fees paid by the Registrant Subsidiaries to AEP Credit for customer accounts receivable sold were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
2.0

 
$
1.6

 
$
3.8

 
$
4.0

I&M
 
1.7

 
2.1

 
3.6

 
4.4

OPCo
 
7.4

 
6.7

 
15.3

 
14.7

PSO
 
1.5

 
1.3

 
2.9

 
2.7

SWEPCo
 
1.7

 
1.6

 
3.2

 
3.3



The Registrant Subsidiaries’ proceeds on the sale of receivables to AEP Credit were:
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Company
 
2016
 
2015
 
2016
 
2015
 
 
(in millions)
APCo
 
$
325.5

 
$
330.6

 
$
709.9

 
$
760.2

I&M
 
384.1

 
371.1

 
772.2

 
790.6

OPCo
 
613.7

 
563.4

 
1,260.3

 
1,278.4

PSO
 
309.2

 
311.9

 
581.3

 
614.4

SWEPCo
 
387.4

 
381.1

 
723.5

 
754.3