10-K 1 a12312016-10k.htm 10-K Document


UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K
    
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
             
For the Fiscal Year Ended December 31, 2016
scanapowerforlivinga14.jpg
Commission
File Number
Registrant, State of Incorporation,
Address and Telephone Number
I.R.S. Employer
Identification No.
1-8809
1-3375
SCANA Corporation (a South Carolina corporation)
South Carolina Electric & Gas Company (a South Carolina corporation)
100 SCANA Parkway, Cayce, South Carolina 29033
(803) 217-9000
57-0784499
57-0248695
Securities registered pursuant to Section 12(b) of the Act:
SCANA Corporation: Common stock, without par value, registered on The New York Stock Exchange
                 
Securities registered pursuant to Section 12(g) of the Act:
South Carolina Electric & Gas Company: Series A Nonvoting Preferred Shares
     
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
SCANA Corporation x         South Carolina Electric & Gas Company x
      
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.
SCANA Corporation o         South Carolina Electric & Gas Company o
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.             
SCANA Corporation Yes x No o     South Carolina Electric & Gas Company Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
SCANA Corporation Yes x No o     South Carolina Electric & Gas Company Yes x No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
         SCANA Corporation x         South Carolina Electric & Gas Company x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company (as defined in Exchange Act Rule 12b-2).
SCANA Corporation
Large accelerated filer x
Accelerated filer o
Non-accelerated filer o
Smaller reporting company o
South Carolina Electric & Gas Company
Large accelerated filer o
Accelerated filer o
Non-accelerated filer x
Smaller reporting company o
              
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).
SCANA Corporation Yes o No x     South Carolina Electric & Gas Company Yes o No x
     
The aggregate market value of voting stock held by non-affiliates of SCANA Corporation was $10.8 billion at June 30, 2016, the last business day of the registrant's most recently completed second fiscal quarter, based on the closing price of $75.66 per share. South Carolina Electric & Gas Company is a wholly‑owned subsidiary of SCANA Corporation and has no voting stock other than its common stock, all of which is held beneficially and of record by SCANA Corporation. A description of registrants’ common stock follows:
Registrant
 
Description of
Common Stock
 
Shares Outstanding
at February 20, 2017
SCANA Corporation
 
Without Par Value
 
142,916,917
South Carolina Electric & Gas Company
 
Without Par Value
 
40,296,147
Documents incorporated by reference: Specified sections of SCANA Corporation’s Proxy Statement, in connection with its 2017 Annual Meeting of Shareholders, are incorporated by reference in Part III hereof.
This combined Form 10-K is separately filed by SCANA Corporation and South Carolina Electric & Gas Company. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. South Carolina Electric & Gas Company makes no representation as to information relating to SCANA Corporation or its subsidiaries (other than South Carolina Electric & Gas Company and its consolidated affiliates).
South Carolina Electric & Gas Company meets the conditions set forth in General Instruction I(1) (a) and (b) of Form 10-K and therefore is filing this Form with the reduced disclosure format allowed under General Instruction I(2).



 
 
Page
Cautionary Statement Regarding Forward-Looking Information
Definitions
 
 
 
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
 
 
 
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
 
SCANA Corporation and Subsidiaries
 
 
Report of Independent Registered Public Accounting Firm
 
 
 
Consolidated Balance Sheets
 
 
 
Consolidated Statements of Income
 
 
 
Consolidated Statements of Comprehensive Income
 
 
 
Consolidated Statements of Cash Flows
 
 
 
Consolidated Statements of Changes in Common Equity
 
 
South Carolina Electric & Gas Company and Affiliates
 
 
Report of Independent Registered Public Accounting Firm
 
 
 
Consolidated Balance Sheets
 
 
 
Consolidated Statements of Comprehensive Income
 
 
 
Consolidated Statements of Cash Flows
 
 
 
Consolidated Statements of Changes in Common Equity
 
 
Notes to Consolidated Financial Statements
 
 
 
 
Item 9.
Item 9A.
Item 9B.
Other Information
 
 
 
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
 
 
 
Item 15.
 
 
Signatures


2


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
 
Statements included in this Annual Report on Form 10-K which are not statements of historical fact are intended to be, and are hereby identified as, “forward-looking statements” for purposes of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Forward-looking statements include, but are not limited to, statements concerning key earnings drivers, customer growth, environmental regulations and expenditures, leverage ratio, projections for pension fund contributions, financing activities, access to sources of capital, impacts of the adoption of new accounting rules and estimated construction and other expenditures.  In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “should,” “expects,” “forecasts,” “plans,” “anticipates,” “believes,” “estimates,” “projects,” “predicts,” “potential” or “continue” or the negative of these terms or other similar terminology.  Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties, and that actual results could differ materially from those indicated by such forward-looking statements.  Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, the following:
(1)
the information is of a preliminary nature and may be subject to further and/or continuing review and adjustment;
(2)
legislative and regulatory actions, particularly changes related to electric and gas services, rate regulation, regulations governing electric grid reliability and pipeline integrity, environmental regulations, and actions affecting the construction of new nuclear units;
(3)
current and future litigation;
(4)
changes in the economy, especially in areas served by subsidiaries of SCANA;
(5)
the impact of competition from other energy suppliers, including competition from alternate fuels in industrial markets;
(6)
the impact of conservation and demand side management efforts and/or technological advances on customer usage;
(7)
the loss of sales to distributed generation, such as solar photovoltaic systems or energy storage systems;
(8)
growth opportunities for SCANA’s regulated and other subsidiaries;
(9)
the results of short- and long-term financing efforts, including prospects for obtaining access to capital markets and other sources of liquidity;
(10)
the effects of weather, especially in areas where the generation and transmission facilities of SCANA and its subsidiaries (the Company) are located and in areas served by SCANA’s subsidiaries;
(11)
changes in SCANA’s or its subsidiaries’ accounting rules and accounting policies;
(12)
payment and performance by counterparties and customers as contracted and when due;
(13)
the results of efforts to license, site, construct and finance facilities for electric generation and transmission, including nuclear generating facilities;
(14)
the results of efforts to operate the Company's electric and gas systems and assets in accordance with acceptable performance standards, including the impact of additional distributed generation and nuclear generation;
(15)
maintaining creditworthy joint owners for SCE&G’s new nuclear generation project;
(16)
the creditworthiness and/or financial stability of contractors for SCE&G's new nuclear generation project, particularly in light of adverse financial developments disclosed by Toshiba;
(17)
the ability of suppliers, both domestic and international, to timely provide the labor, secure processes, components, parts, tools, equipment and other supplies needed, at agreed upon quality and prices, for our construction program, operations and maintenance;
(18)
the results of efforts to ensure the physical and cyber security of key assets and processes;
(19)
the availability of fuels such as coal, natural gas and enriched uranium used to produce electricity; the availability of purchased power and natural gas for distribution; the level and volatility of future market prices for such fuels and purchased power; and the ability to recover the costs for such fuels and purchased power;
(20)
the availability of skilled, licensed and experienced human resources to properly manage, operate, and grow the Company’s businesses;
(21)
labor disputes;
(22)
performance of SCANA’s pension plan assets and the effect(s) of associated discount rates;
(23)
changes in tax laws and realization of tax benefits and credits, including production tax credits for new nuclear units, and the ability or inability to realize credits and deductions;
(24)
inflation or deflation;
(25)
changes in interest rates;
(26)
compliance with regulations;
(27)
natural disasters and man-made mishaps that directly affect our operations or the regulations governing them; and
(28)
the other risks and uncertainties described from time to time in the reports filed by SCANA or SCE&G with the SEC.

SCANA and SCE&G disclaim any obligation to update any forward-looking statements.

3


DEFINITIONS
Abbreviations used in this Form 10-K have the meanings set forth below unless the context requires otherwise:
TERM
 
MEANING
AFC
 
Allowance for Funds Used During Construction
ANI
 
American Nuclear Insurers
AOCI
 
Accumulated Other Comprehensive Income (Loss)
ARO
 
Asset Retirement Obligation
BACT
 
Best Available Control Technology
BLRA
 
Base Load Review Act
CAA
 
Clean Air Act, as amended
CAIR
 
Clean Air Interstate Rule
CB&I
 
Chicago Bridge & Iron Company N.V.
CCR
 
Coal Combustion Residuals
CEO
 
Chief Executive Officer
CFO
 
Chief Financial Officer
CFTC
 
Commodity Futures Trading Commission
CERCLA
 
Comprehensive Environmental Response, Compensation and Liability Act
CGT
 
Carolina Gas Transmission Corporation
CO2
 
Carbon Dioxide
COL
 
Combined Construction and Operating License
Company
 
SCANA, together with its consolidated subsidiaries
Consolidated SCE&G
 
SCE&G and its consolidated affiliates
Consortium
 
A consortium consisting of WEC and Stone and Webster
Court of Appeals
 
United States Court of Appeals for the District of Columbia
CSAPR
 
Cross-State Air Pollution Rule
CUT
 
Customer Usage Tracker (decoupling mechanism)
CWA
 
Clean Water Act
DCGT
 
Dominion Carolina Gas Transmission LLC
DER
 
Distributed Energy Resource
DHEC
 
South Carolina Department of Health and Environmental Control
Dodd-Frank
 
Dodd-Frank Wall Street Reform and Consumer Protection Act
DOE
 
United States Department of Energy
DOJ
 
United States Department of Justice
DOT
 
United States Department of Transportation
DRB
 
Dispute Resolution Board
DSM Programs
 
Demand Side Management Programs
ELG Rule
 
Federal effluent limitation guidelines for steam electric generating units
EMANI
 
European Mutual Association for Nuclear Insurance
EPA
 
United States Environmental Protection Agency
EPC Contract
 
Engineering, Procurement and Construction Agreement dated May 23, 2008
FASB
 
Financial Accounting Standards Board
FERC
 
United States Federal Energy Regulatory Commission
Fluor
 
Fluor Corporation
Fuel Company
 
South Carolina Fuel Company, Inc.
GAAP
 
Accounting principles generally accepted in the United States of America
GENCO
 
South Carolina Generating Company, Inc.
GHG
 
Greenhouse Gas
GPSC
 
Georgia Public Service Commission
GWh
 
Gigawatt hour
IRC
 
Internal Revenue Code
IRS
 
United States Internal Revenue Service
KVA
 
Kilovolt ampere
kWh
 
Kilowatt-hour
Level 1
 
A fair value measurement using unadjusted quoted prices in active markets for identical assets or liabilities
Level 2
 
A fair value measurement using observable inputs other than those for Level 1, including quoted prices for similar (not identical) assets or liabilities or inputs that are derived from observable market data by correlation or other means
Level 3
 
A fair value measurement using unobservable inputs, including situations where there is little, if any, market activity for the asset or liability
LNG
 
Liquefied Natural Gas
LOC
 
Lines of Credit
LTECP
 
SCANA Long-Term Equity Compensation Plan
MATS
 
Mercury and Air Toxics Standards
MCF
 
Thousand Cubic Feet
MGP
 
Manufactured Gas Plant
MMBTU
 
Million British Thermal Units
MW or MWh
 
Megawatt or Megawatt-hour
NAAQS
 
National Ambient Air Quality Standard
NASDAQ
 
The NASDAQ Stock Market, Inc.
NAV
 
Net Asset Value
NCUC
 
North Carolina Utilities Commission
NEIL
 
Nuclear Electric Insurance Limited
NERC
 
North American Electric Reliability Corporation
New Units
 
Nuclear Units 2 and 3 under construction at Summer Station
NOX
 
Nitrogen Oxide
NPDES
 
National Permit Discharge Elimination System
NRC
 
United States Nuclear Regulatory Commission
NSPS
 
New Source Performance Standards
NSR
 
New Source Review
Nuclear Waste Act
 
Nuclear Waste Policy Act of 1982
NYMEX
 
New York Mercantile Exchange
NYSE
 
The New York Stock Exchange
OCI
 
Other Comprehensive Income
October 2015 Amendment
 
Amendment, dated October 27, 2015, to the EPC Contract
ORS
 
South Carolina Office of Regulatory Staff
PGA
 
Purchased Gas Adjustment
PHMSA
 
United States Pipeline Hazardous Materials Safety Administration
Price-Anderson
 
Price-Anderson Indemnification Act
PSNC Energy
 
Public Service Company of North Carolina, Incorporated
ROE
 
Return on Common Equity
RSA
 
Natural Gas Rate Stabilization Act
RTO/ISO
 
Regional Transmission Organization/Independent System Operator
Santee Cooper
 
South Carolina Public Service Authority
SCANA
 
SCANA Corporation, the parent company
SCANA Energy
 
SCANA Energy Marketing, Inc.
SCANA Services
 
SCANA Services, Inc.
SCE&G
 
South Carolina Electric & Gas Company
SCI
 
SCANA Communications, Inc.
SCPSC
 
Public Service Commission of South Carolina
SEC
 
United States Securities and Exchange Commission
SERC
 
SERC Reliability Corporation
SIP
 
State Implementation Plan
SO2
 
Sulfur Dioxide
Southern Natural
 
Southern Natural Gas Company
Spirit Communications
 
SCTG, LLC and its wholly-owned subsidiary SCTG Communications, Inc.
Stone & Webster
 
Prior to December 31, 2015, CB&I Stone & Webster, a subsidiary of CB&I. Effective December 31, 2015, Stone & Webster, a subsidiary of WECTEC, LLC, a wholly-owned subsidiary of WEC
Summer Station
 
V.C. Summer Nuclear Station
Supreme Court
 
United States Supreme Court
Toshiba
 
Toshiba Corporation, parent company of WEC
Transco
 
Transcontinental Gas Pipeline Corporation
TSR
 
Total Shareholder Return
Unit 1
 
Nuclear Unit 1 at Summer Station
VACAR
 
Virginia-Carolinas Reliability Group
VIE
 
Variable Interest Entity
WEC
 
Westinghouse Electric Company LLC
Williams Station
 
A.M. Williams Generating Station, owned by GENCO
WNA
 
Weather Normalization Adjustment


4


PART I
 
ITEM 1. BUSINESS
INVESTOR INFORMATION
SCANA’s and SCE&G’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed with or furnished to the SEC are available free of charge through SCANA’s internet website at www.scana.com (which is not intended as an active hyperlink; the information on SCANA’s website is not a part of this report or any other report or document that SCANA or SCE&G files with or furnishes to the SEC) as soon as reasonably practicable after these reports are filed or furnished.

SCANA and SCE&G post information from time to time regarding developments relating to SCE&G’s new nuclear project and other matters of interest to investors on SCANA’s website. On SCANA’s homepage, there is a yellow box containing links to the Nuclear Development and Other Investor Information sections of the website. The Nuclear Development section contains a yellow box with a link to project news and updates. The Other Investor Information section of the website contains a link to recent investor-related information that cannot be found at other areas of the website. Some of the information that will be posted from time to time, including the quarterly reports that SCE&G submits to the SCPSC and the ORS in connection with the new nuclear project, may be deemed to be material information that has not otherwise become public. Investors, media and other interested persons are encouraged to review this information and can sign up, under the Investor Relations Section of the website, for an email alert when there is a new posting in the Nuclear Development and Other Investor Information yellow box.

CORPORATE STRUCTURE AND SEGMENTS OF BUSINESS
SCANA is a South Carolina corporation created in 1984 as a holding company. SCANA and its subsidiaries had full-time, permanent employees of 5,910 as of February 20, 2017 and 5,829 as of February 19, 2016. SCANA does not directly own or operate any significant physical properties, but it holds directly all of the capital stock of its subsidiaries, including the subsidiaries described below.

Regulated Utilities
 
SCE&G is engaged in the generation, transmission, distribution and sale of electricity to approximately 709,000 customers and the purchase, sale and transportation of natural gas to approximately 358,000 customers (each as of December 31, 2016). SCE&G’s business experiences seasonal fluctuations, with generally higher sales of electricity during the summer and winter months because of air conditioning and heating requirements, and generally higher sales of natural gas during the winter months due to heating requirements. SCE&G’s electric service territory extends into 24 counties covering nearly 16,000 square miles in the central, southern and southwestern portions of South Carolina. The service area for natural gas encompasses all or part of 35 counties in South Carolina and covers approximately 23,000 square miles. More than 3.4 million persons live in the counties where SCE&G conducts its business. Resale customers include municipalities, electric cooperatives, other investor-owned utilities, registered marketers and federal and state electric agencies. Predominant industries served by SCE&G include chemicals, educational services, paper products, food products, lumber and wood products, health services, textile manufacturing, rubber and miscellaneous plastic products, automotive and tire and fabricated metal products.
 
GENCO owns Williams Station and sells electricity, pursuant to a FERC-approved tariff, solely to SCE&G under the terms of a unit power sales agreement and related operating agreement. Fuel Company acquires, owns and provides financing for SCE&G's nuclear fuel, certain fossil fuels and emission allowances.

PSNC Energy purchases, sells and transports natural gas to approximately 550,000 residential, commercial and industrial customers (as of December 31, 2016). PSNC Energy serves 28 franchised counties covering approximately 12,000 square miles in North Carolina. The predominant industries served by PSNC Energy include educational services, food products, health services, automotive, chemicals, non-woven textiles, electrical generation and construction.
 
Nonregulated Businesses
 
SCANA Energy markets natural gas in the southeast and provides energy-related services. A division of SCANA Energy sells natural gas to approximately 450,000 customers (as of December 31, 2016) in Georgia’s deregulated natural gas market.
 

5


SCANA Services, Inc. provides administrative and management services to SCANA's other subsidiaries.

For information with respect to major segments of business, see Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 12 of the consolidated financial statements. All such information is incorporated herein by reference.

ELECTRIC OPERATIONS
 
Electric Sales
 
SCE&G’s sales of electricity and margins earned from those sales by customer classification as percentages of electric revenues were as follows:
 
 
Sales
 
Margins
Customer Classification
 
2016
 
2015
 
2016
 
2015
Residential
 
46
%
 
45
%
 
50
%
 
50
%
Commercial
 
33
%
 
33
%
 
33
%
 
33
%
Industrial
 
17
%
 
17
%
 
14
%
 
14
%
Sales for resale
 
2
%
 
2
%
 
1
%
 
1
%
Other
 
2
%
 
3
%
 
2
%
 
2
%
Total
 
100
%
 
100
%
 
100
%
 
100
%
 
Sales for resale include sales to three municipalities and one electric cooperative. Short-term system sales and margins were not significant for either period presented.
 
During 2016 SCE&G experienced a net increase of approximately 11,000 electric customers (growth rate of 1.6%), increasing its total number of electric customers to approximately 709,000 at year end.
 
The following projections assume normal weather where applicable.  For the period 2016 to 2017, SCE&G projects a retail kWh sales decrease of approximately 0.1% and customer growth of 1.5%. For the period 2017-2019, SCE&G projects total territorial kWh sales of electricity to increase 0.3% annually, total retail sales to grow 0.3% annually, total electric customer base to increase 1.6% annually and territorial peak load (summer, in MW) to increase 1.6% annually. SCE&G’s goal is to maintain a planning reserve margin of between 14% and 20%; however, weather and other factors affect territorial peak load and can cause actual generating capacity on any given day to fall below the reserve margin goal.

Electric Interconnections
 
SCE&G purchases all of the electric generation of GENCO’s Williams Station under a unit power sales agreement which has been approved by FERC. Williams Station has a net generating capacity (summer rating) of 605 MW.
 
SCE&G’s transmission system extends over a large part of the central, southern and southwestern portions of South Carolina. The system interconnects with Duke Energy Carolinas, LLC, Duke Energy Progress, LLC, Santee Cooper, Georgia Power Company and the Southeastern Power Administration’s Clarks Hill (Thurmond) Project. SCE&G is a member of VACAR, one of several geographic divisions within the SERC. SERC is one of eight regional entities with delegated authority from NERC for the purpose of proposing and enforcing reliability standards approved by FERC. The regional entities and all members of NERC work to safeguard the reliability of the bulk power systems throughout North America.
 

6


Fuel Costs and Fuel Supply
 
The average cost of various fuels and the weighted average cost of all fuels (including oil) were as follows:
 
Cost of Fuel Used
 
2016
 
2015
 
2014
Per MMBTU:
 

 
 

 
 

Nuclear
$
0.98

 
$
0.95

 
$
1.01

Coal
3.41

 
3.81

 
3.90

Natural Gas
3.02

 
3.26

 
5.19

All Fuels (weighted average)
2.41

 
3.01

 
3.62

Per Ton: Coal
84.62

 
95.69

 
96.74

Per MCF: Gas
3.11

 
3.35

 
5.30

 
For a listing of the Company's generating facilities, see the Electric Properties section within Item 2. Properties. For information on actual and projected sources and percentages of total MWh generation by each category of fuel, see Electric Operations - Environmental within the Overview section of Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

In 2016, coal was primarily obtained through long-term contracts with suppliers located in eastern Kentucky, Tennessee, Virginia, and West Virginia. These contracts provide for approximately 1.4 million tons annually. Sulfur restrictions on the contract coal range from 1.0% to 1.6%. These contracts expire at various times through 2018. Spot market purchases may occur when needed or when prices are believed to be favorable. The Company relies on unit trains and, in some cases, trucks and barges for coal deliveries.
 
SCANA and SCE&G believe that electric operations comply with all applicable regulations relating to the discharge of SO2 and NOX . See additional discussion at Environmental Matters in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

SCE&G, for itself and as agent for Santee Cooper, and WEC are parties to a fuel alliance agreement and contracts for fuel fabrication and related services. Under these contracts, SCE&G supplies enriched products to WEC and WEC supplies nuclear fuel assemblies for Unit 1 and is under contract to supply assemblies for the New Units. WEC will be SCE&G’s exclusive provider of such fuel assemblies on a cost-plus basis. The fuel assemblies to be delivered under the contracts are expected to supply the nuclear fuel requirements of Unit 1 and the New Units through 2033. SCE&G is dependent upon WEC for providing fuel assemblies for the new AP1000 reactors in the New Units in the current and anticipated future absence of other commercially viable sources.

In addition, SCE&G has contracts covering its nuclear fuel needs for uranium, conversion services and enrichment services. These contracts have varying expiration dates through 2024. SCE&G believes that it will be able to renew contracts as they expire or enter into similar contractual arrangements with other suppliers of nuclear fuel materials and services and that sufficient capacity for nuclear fuel supplies and processing exists to preclude the impairment of normal operations of its nuclear generating units.
 
SCE&G stores spent nuclear fuel in its on-site spent-fuel pool, and has constructed a dry cask storage facility to accommodate the spent fuel output for the life of Unit 1. In addition, Unit 1 has sufficient on-site capacity to permit storage of the entire reactor core in the event that complete unloading should become desirable or necessary. For information about the contract with the DOE regarding disposal of spent fuel, see the Environmental section of Note 10 to the consolidated financial statements.

SCE&G also uses long-term power purchase agreements to ensure that adequate power supply resources are in place to meet load obligations and reserve requirements. As of January 1, 2017, SCE&G had such agreements in place for 325 MW of capacity (expiring at various times through 2020). In addition, SCE&G had the ability to purchase an additional 204 MW of capacity under these agreements.
 

7


GAS OPERATIONS
 
Gas Sales-Regulated
 
Regulated sales of natural gas by customer classification as a percent of total regulated gas revenues sold or transported were as follows: 
 
 
SCANA
 
SCE&G
Customer Classification
 
2016
 
2015
 
2016
 
2015
Residential
 
57.9
%
 
57.0
%
 
48.3
%
 
47.9
%
Commercial
 
26.4
%
 
26.8
%
 
28.6
%
 
28.0
%
Industrial
 
10.4
%
 
11.0
%
 
19.5
%
 
20.6
%
Transportation Gas
 
5.3
%
 
5.2
%
 
3.6
%
 
3.5
%
Total
 
100.0
%
 
100.0
%
 
100.0
%
 
100.0
%
 
For the period 2017-2019, SCANA projects total consolidated sales of regulated natural gas in MMBTUs to increase 4.1% annually (excluding transportation and assuming normal weather). Annual projected increases over such period in MMBTU sales include residential of 2.5%, commercial of 0.8% and industrial of 10.7%.

For the period 2017-2019, SCE&G projects total consolidated sales of regulated natural gas in MMBTUs to increase 2.7% annually (excluding transportation and assuming normal weather). Annual projected increases over such period in MMBTU sales include residential of 2.4%, commercial of 0.7% and industrial of 4.3%.

For the period 2017-2019, each of SCANA’s and SCE&G’s total regulated natural gas customer base is projected to increase 2.6% annually. During 2016, SCANA recorded a net increase of approximately 26,000 regulated gas customers (growth rate of 2.9%), increasing the number of its regulated gas customers to approximately 907,000. Of this increase, SCE&G recorded a net increase of approximately 10,000 gas customers (growth rate of 2.9%), increasing the number of its total gas customers to approximately 358,000 (as of December 31, 2016).
 
Demand for gas changes primarily due to weather and the price relationship between gas and alternate fuels.

Gas Cost and Supply
 
 SCE&G purchases natural gas under contracts with producers and marketers on both a short-term and long-term basis at market based prices. The gas is delivered to South Carolina through firm transportation agreements with Southern Natural (expiring in 2018), Transco (expiring at various times through 2031) and DCGT (expiring at various times through 2036). The maximum daily volume of gas that SCE&G is entitled to transport under these contracts is 212,194 MMBTU from Southern Natural, 104,652 MMBTU from Transco and 461,727 MMBTU from DCGT. Additional natural gas volumes may be delivered to SCE&G’s system as capacity is available through interruptible transportation.
 
The daily volume of gas that SCANA Energy is entitled to transport under its service agreements (expiring at various times through 2023) on a firm basis is 771,627 MMBTU. Additional natural gas volumes may be delivered as capacity is available through interruptible transportation.
 
SCE&G purchased natural gas, including fixed transportation, at an average cost of $3.46 per MMBTU during 2016 and $3.67 per MMBTU during 2015.
 
To meet the requirements of its high priority natural gas customers during periods of maximum demand, SCE&G has 5,502,600 MMBTU of natural gas storage capacity on the systems of Southern Natural and Transco. Approximately 3,806,800 MMBTU of gas were in storage on December 31, 2016. SCE&G supplements its supplies of natural gas with two LNG storage facilities, one of which has liquefaction capability. Approximately 1,833,400 MMBTU (liquefied equivalent) of gas were in storage on December 31, 2016. For a discussion of SCE&G's natural gas storage capacity, see Item 2. Properties.
 
PSNC Energy purchases natural gas under contracts with producers and marketers on a short-term basis at market based prices and on a long-term basis for reliability assurance at first of the month index prices plus a reservation charge in certain cases. Transco transports natural gas to North Carolina through transportation agreements with varying expiration dates through 2031. On a peak day, PSNC Energy is capable of receiving daily transportation volumes of natural gas under these contracts, utilizing firm contracts of 710,062 MMBTU from Transco.

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PSNC Energy purchased natural gas, including fixed transportation, at an average cost of $3.73 per MMBTU during 2016 compared to $4.12 per MMBTU during 2015.
 
To meet the requirements of its high priority natural gas customers during periods of maximum demand, PSNC Energy supplements its supplies of natural gas with underground natural gas storage services and LNG peaking services. Underground natural gas storage service agreements with Dominion Transmission, Inc., Columbia Gas Transmission, Transco and Spectra Energy provide for storage capacity of approximately 13,000,000 MMBTU. Approximately 9,000,000 MMBTU of gas were in storage under these agreements at December 31, 2016. PSNC Energy also maintains LNG storage service agreements with Transco, Cove Point LNG and Pine Needle LNG which provides 1,300,000 MMBTU (liquefied equivalent) of storage space. Approximately 1,100,000 MMBTU (liquefied equivalent) were in storage under these agreements at December 31, 2016. Approximately 900,000 MMBTU (liquefied equivalent) of gas were in storage at PSNC Energy's LNG storage facility at December 31, 2016. For a discussion of PSNC Energy's LNG storage capacity, see Item 2. Properties.
 
SCANA and SCE&G believe that supplies under long-term contracts and supplies available for spot market purchase are adequate to meet existing customer demands and to accommodate growth.
 
Gas Marketing-Nonregulated
 
SCANA Energy markets natural gas and provides energy-related services in the Southeast. In addition, a division of SCANA Energy markets natural gas to approximately 450,000 customers (as of December 31, 2016) in Georgia’s natural gas market. Georgia’s natural gas market includes approximately 1.6 million customers.

Risk Management
 
For a discussion of risk management policies and procedures, see Note 6 to the consolidated financial statements.
 
REGULATION
 
Regulatory jurisdictions to which SCANA and its subsidiaries are subject are described in the Regulatory Matters section of Management's Discussion and Analysis of Financial Condition and Results of Operations.
 
SCE&G has obtained FERC authority to issue short-term indebtedness and to assume liabilities as a guarantor(pursuant to Section 204 of the Federal Power Act). SCE&G may issue unsecured promissory notes, commercial paper and direct loans in amounts not to exceed $1.6 billion outstanding with maturity dates of one year or less, and may enter into guaranty agreements in favor of lenders, bankers, and dealers in commercial paper in amounts not to exceed $600 million. GENCO has obtained FERC authority to issue short-term indebtedness not to exceed $200 million outstanding with maturity dates of one year or less. The authority described herein will expire in October 2018.
 
SCE&G holds licenses under the Federal Power Act for each of its hydroelectric projects. The licenses expire as follows:
Project
 
License
Expiration
Saluda (Lake Murray)
 
*
Fairfield Pumped Storage/Parr Shoals
 
2020
Stevens Creek
 
2025
Neal Shoals
 
2036
 
* SCE&G operates the Saluda hydroelectric project under an annual license while its long-term re-licensing application is being reviewed by FERC.
    
At the termination of a license under the Federal Power Act, FERC may extend or issue a new license to the previous licensee, or may issue a license to another applicant, or the federal government may take over the related project. If the federal government takes over a project or if FERC issues a license to another applicant, the federal government or the new licensee, as the case may be, must pay the previous licensee an amount equal to its net investment in the project, not to exceed fair value, plus severance damages.
 

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RATE MATTERS
 
For a discussion of the impact of various rate matters, see the Regulatory Matters section of Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and Note 2 to the consolidated financial statements.

Fuel Cost Recovery Procedures
 
The SCPSC’s fuel cost recovery procedure determines the fuel component in SCE&G’s retail electric base rates annually based on projected fuel costs for the ensuing 12-month period, adjusted for any over-collection or under-collection from the preceding 12-month period. The statutory definition of fuel costs includes certain variable environmental costs, such as ammonia, lime, limestone and catalysts consumed in reducing or treating emissions, and the cost of emission allowances used for SO2, NOX, mercury and particulates. In addition, the statutory definition of fuel cost allows electric utilities to recover avoided costs under the Public Utility Regulatory Policy Act of 1978, as well as costs incurred as a result of offering DER and net metering programs to its customers. SCE&G may request a formal proceeding concerning its fuel costs at any time.
 
Fuel cost recovery procedures related to the Company's natural gas operations along with related rate proceedings by the SCPSC and NCUC are described in Note 2 to the consolidated financial statements.
   
ENVIRONMENTAL MATTERS
 
Federal and state authorities have imposed environmental regulations and standards relating primarily to air emissions, wastewater discharges and solid, toxic and hazardous waste management. Developments in these areas may require that equipment and facilities be modified, supplemented or replaced. The ultimate effect of any new or pending regulations or standards upon existing operations cannot be predicted. For a discussion of how these regulations and standards may impact SCANA and SCE&G (including capital expenditures necessitated thereby), see the Environmental Matters section of Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 10 to the consolidated financial statements.
 
OTHER MATTERS
 
Insurance coverage for SCE&G's nuclear units is described in Note 10 to the consolidated financial statements.

 For a discussion of the impact of competition, see the Overview section of Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

For a discussion of cash requirements for construction and nuclear fuel expenditures, contractual cash obligations, financing limits, financing transactions and other related information, see the Liquidity and Capital Resources section of Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

ITEM 1A. RISK FACTORS
 
The risk factors that follow relate in each case to the Company, and where indicated the risk factors also relate to Consolidated SCE&G.

The costs of large capital projects, such as the Company’s and Consolidated SCE&G’s construction for environmental compliance and its construction of the New Units and associated transmission infrastructure, are significant and these projects are subject to a number of risks and uncertainties that may adversely affect the cost, timing and completion of these projects.
 
The Company’s and Consolidated SCE&G’s businesses are capital intensive and require significant investments in energy generation and in other internal infrastructure projects, including projects for environmental compliance. In particular, SCE&G and Santee Cooper have agreed to jointly own, contract the design and construction of, and operate the New Units, which will be two 1,250 MW (1,117 MW, net) nuclear units at SCE&G’s Summer Station, in pursuit of which they have committed and are continuing to commit significant resources. In addition, construction of significant new transmission infrastructure is necessary to support the New Units and is under way as an integral part of the project. Achieving the intended benefits of any large construction project is subject to many uncertainties. For instance, the ability to adhere to established budgets and construction schedules may be affected by many variables, such as the regulatory, legal, training and construction processes associated with securing approvals, permits and licenses and necessary amendments to them within projected timeframes, the availability of labor and materials at estimated costs, the availability and cost of financing, and weather. There

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also may be contractor or supplier performance issues or adverse changes in their creditworthiness and/or financial stability, unforeseen difficulties meeting critical regulatory requirements, contract disputes and litigation, and changes in key contractors or subcontractors. There may be unforeseen engineering problems or unanticipated changes in project design or scope. Our ability to complete construction projects (including new baseload generation) as well as our ability to maintain current operations at reasonable cost could be affected by the availability of key components or commodities, increases in the price of or the unavailability of labor, commodities or other materials, increases in lead times for components, adverse changes in applicable laws and regulations, new or enhanced environmental or regulatory requirements, supply chain failures (whether resulting from the foregoing or other factors), and disruptions in the transportation of components, commodities and fuels. Some of the foregoing issues have been experienced in the construction of the New Units. A discussion of certain of those matters can be found under New Nuclear Construction in Note 10 to the consolidated financial statements.

Should the construction of the New Units materially and adversely deviate from the SCPSC-approved schedules (by more than 18 months), estimates, and projections, the SCPSC could disallow the additional capital costs that result from the deviations to the extent that it is deemed that the Company's failure to anticipate or avoid the deviation, or to minimize the resulting expenses, was imprudent, considering the information available at the time that the Company could have acted to avoid the deviation or minimize its effect. Depending upon the magnitude of any such disallowed capital costs, the Company could be moved to evaluate the prudency of continuation, adjustment to, or termination of the project.

Furthermore, jointly owned projects, such as the current construction of the New Units, are subject to risks including that one or more of the joint owners becomes either unable or unwilling to continue to fund project financial commitments, that new joint owners cannot be secured at equivalent financial terms, or that changes in the joint ownership make-up will increase project costs and/or delay the completion.

To the extent that delays occur, costs become unrecoverable, or we otherwise become unable to effectively manage and complete our capital projects, our results of operations, cash flows and financial condition, as well as our qualifications for applicable governmental programs and benefits, such as production tax credits, may be adversely affected.

Recent announcements by Toshiba, the parent company of WEC and the guarantor of WEC's payment obligations with respect to the above construction project for New Units at SCE&G’s Summer Station, related to deterioration in its financial position and liquidity indicate heightened risks and substantial uncertainties with respect to the cost, timing, construction and/or completion of the New Units.

Following several announcements and related media reports, on February 14, 2017, Toshiba, the parent company of WEC and the guarantor of its payment obligations with respect to the EPC Contract, announced that it expects to record a multi-billion dollar impairment loss associated with the construction of the New Units and the two additional AP1000 units being constructed by WEC for another company in the United States.  

In December 2015, WEC acquired 100% of the shares of Stone & Webster from CB&I.  On December 27, 2016, Toshiba announced the possibility that the goodwill resulting from the transaction would reach a level of several billion U.S. dollars and would be impaired, leaving Toshiba with negative shareholders' equity.  The increase to the amount of goodwill resulted from WEC’s analysis that demonstrated the cost to complete the four Westinghouse AP1000 new nuclear plants in the United States would far surpass the original estimates for construction.  In public statements in 2017, Toshiba attributed the cost overruns to, among other things, higher labor costs arising from lower than anticipated work efficiency and the inability to improve such work efficiency over time. While the final figures related to the impairment remain subject to adjustment, Toshiba’s February 14, 2017 announcement indicated it anticipates it will record a loss in excess of $6 billion. 

Toshiba’s credit ratings, already below investment grade following disclosures of accounting and internal control irregularities in 2015, were further reduced in January 2017, and the Company and Consolidated SCE&G expect that Toshiba will continue to experience negative financial repercussions resulting from these developments.  In response, Toshiba has announced, among other things, its plan to monetize portions of its businesses to generate cash. It has also indicated that it will not take on future nuclear construction projects and that it will significantly alter its risk management oversight of its nuclear business.  The ability of WEC and Toshiba to successfully respond to these developments will continue to impact Toshiba's credit ratings, creditworthiness, financial stability and viability.  There can be no assurance that Toshiba's or WEC's actions will be sufficient such that Toshiba's lenders and creditors will continue to provide necessary liquidity.  In particular, these losses raise uncertainty with respect to Toshiba’s ability to perform under its guaranty of WEC's payment obligations to the Company and Consolidated SCE&G, and further highlight the risks to the Company and Consolidated SCE&G related to the construction schedule and WEC’s ability to continue with and/or complete the construction of the New Units.  Adverse changes in contracts, contractors and subcontractors, and to the project schedule could result.  Additionally, contractual disputes and litigation could follow. 

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In addition to the project risks highlighted in Toshiba’s disclosures surrounding the large losses described above, additional risks and uncertainties regarding the project schedule are evident. In February 2017, WEC notified the Company and Consolidated SCE&G that the contractual guaranteed substantial completion dates of August 2019 and 2020 for Unit 2 and Unit 3, respectively, which were reflected in the October 2015 Amendment, are not likely to be met. Instead, revised substantial completion dates of April 2020 and December 2020 are reflected within WEC’s revised project schedule. While these later dates remain within the SCPSC-approved 18-month contingency periods provided for under the BLRA, and achievement of such dates would also allow the output of both units to qualify, under current law, for federal production tax credits, there remains substantial uncertainty as to WEC’s ability to meet these dates given its historical inability to meet forecasted productivity and work force efficiency levels.

SCE&G and Santee Cooper, the co-owner of the New Units, continue to evaluate various actions which might be taken in the event that Toshiba and WEC are unable or unwilling to complete the project. These include completing the work under any of several arrangements with other contractors or, were it determined to be prudent, halting the project, leaving SCE&G to pursue cost recovery under the abandonment provisions of the BLRA. Any significant delay in the timing of construction or any determination by the SCPSC to disallow the recovery of costs would adversely impact the Company’s and Consolidated SCE&G’s results of operations, cash flows and financial condition.

Commodity price changes, delays in delivery of commodities, commodity availability and other factors may affect the operating cost, capital expenditures and competitive positions of the Company’s and Consolidated SCE&G’s energy businesses, thereby adversely impacting results of operations, cash flows and financial condition.
 
Our energy businesses are sensitive to changes in coal, natural gas, uranium and other commodity prices (as well as their transportation costs), availability and deliverability. Any such changes could affect the prices these businesses charge, their operating costs, and the competitive position of their products and services. Consolidated SCE&G is permitted to recover the prudently incurred cost of purchased power and fuel (including transportation) used in electric generation through retail customers’ bills, but purchased power and fuel cost increases affect electric prices and therefore the competitive position of electricity against other energy sources. In addition, when natural gas prices are low enough relative to coal to result in the dispatch of gas-fired electric generation ahead of coal-fired electric generation, higher inventories of coal, with related increased carrying costs, may result. This may adversely affect our results of operations, cash flows and financial condition.

In the case of regulated natural gas operations, costs prudently incurred for purchased gas and pipeline capacity may be recovered through retail customers’ bills. However, in both our regulated and deregulated natural gas markets, increases in gas costs affect total retail prices and therefore the competitive position of gas relative to electricity and other forms of energy. Accordingly, customers able to do so may switch to alternate forms of energy and reduce their usage of gas from the Company and Consolidated SCE&G. Customers on a volumetric rate structure unable to switch to alternate fuels or suppliers may reduce their usage of gas from the Company and Consolidated SCE&G. A regulatory mechanism applies to residential and commercial customers at PSNC Energy to mitigate the earnings impact of an increase or decrease in gas usage.
 
Certain construction-related commodities, such as copper and aluminum used in our transmission and distribution lines and in our electrical equipment, and steel, concrete and rare earth elements, have experienced significant price fluctuations due to changes in worldwide demand. To operate our air emissions control equipment, we use significant quantities of ammonia, limestone and lime. With EPA-mandated industry-wide compliance requirements for air emissions controls, increased demand for these reagents, combined with the increased demand for low sulfur coal, may result in higher costs for coal and reagents used for compliance purposes.
 
The use of derivative instruments could result in financial losses and liquidity constraints. The Company and Consolidated SCE&G do not fully hedge against financial market risks or price changes in commodities. This could result in increased costs, thereby resulting in lower margins and adversely affecting results of operations, cash flows and financial condition.
 
The Company and Consolidated SCE&G use derivative instruments, including futures, forwards, options and swaps, to manage our financial market risks. The Company also uses such derivative instruments to manage certain commodity (i.e., natural gas) market risk. We could be required to provide cash collateral or recognize financial losses on these contracts as a result of volatility in the market values of the underlying commodities and financial contracts or if a counterparty fails to perform under a contract.
 
The Company strives to manage commodity price exposure by establishing risk limits and utilizing various financial instruments (exchange traded and over-the-counter instruments) to hedge physical obligations and reduce price volatility. We do not hedge the entire exposure of our operations from commodity price volatility. To the extent we do not hedge against

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commodity price volatility or our hedges are not effective, results of operations, cash flows and financial condition may be adversely impacted.

Changing and complex laws and regulations to which the Company and Consolidated SCE&G are subject could adversely affect revenues, increase costs, or curtail activities, thereby adversely impacting results of operations, cash flows and financial condition.
 
The Company and Consolidated SCE&G operate under the regulatory authority of the United States government and its various regulatory agencies, including the FERC, NRC, SEC, IRS, EPA, the Department of Homeland Security, CFTC and PHMSA. In addition, the Company and Consolidated SCE&G are subject to regulation by the state governments of South Carolina, North Carolina and Georgia via regulatory agencies, state environmental agencies, and state employment commissions. Accordingly, the Company and Consolidated SCE&G must comply with extensive federal, state and local laws and regulations. Such governmental oversight and regulation broadly and materially affect the operation of our businesses. In addition to many other aspects of our businesses, these requirements impact the services mandated or offered to our customers, and the licensing, siting, construction and operation of facilities. They affect our management of safety, the reliability of our electric and natural gas systems, the physical and cyber security of key assets, customer conservation through DSM Programs, information security, the issuance of securities and borrowing of money, financial reporting, interactions among affiliates, the payment of dividends and employment programs and practices. Changes to governmental regulations are continual and potentially costly to effect compliance. Non-compliance with these requirements by third parties, such as our contractors, vendors and agents, may subject the Company and Consolidated SCE&G to operational risks and to liability. We cannot predict the future course of changes in this regulatory environment or the ultimate effect that this changing regulatory environment will have on the Company’s or Consolidated SCE&G’s businesses. Non-compliance with these laws and regulations could result in fines, litigation, loss of licenses or permits, mandated capital expenditures and other adverse business outcomes, as well as reputational damage, which could adversely affect the cash flows, results of operations, and financial condition of the Company and Consolidated SCE&G.

Furthermore, changes in or uncertainty in monetary, fiscal, or regulatory policies of the Federal government may adversely affect the debt and equity markets and the economic climate for the nation, region or particular industries, such as ours or those of our customers. The Company and Consolidated SCE&G could be adversely impacted by changes in tax policy, such as the loss of production tax credits related to the construction of the New Units.
 
The Company and Consolidated SCE&G are subject to extensive rate regulation which could adversely affect operations. Large capital projects, results of DSM Programs, results of DER programs, and/or increases in operating costs may lead to requests for regulatory relief, such as rate increases, which may be denied, in whole or part, by rate regulators. Rate increases may also result in reductions in customer usage of electricity or gas, legislative action and lawsuits.

SCE&G’s electric operations in South Carolina and the Company’s gas distribution operations in South Carolina and North Carolina are regulated by state utilities commissions. In addition, the construction of the New Units by SCE&G is subject to rate regulation by the SCPSC via the BLRA. Consolidated SCE&G’s generating facilities are subject to extensive regulation and oversight from the NRC and SCPSC. SCE&G's electric transmission system is subject to extensive regulations and oversight from the SCPSC, NERC and FERC. Implementing and maintaining compliance with the NERC's mandatory reliability standards, enforced by FERC, for bulk electric systems could result in higher operating costs and capital expenditures. Non-compliance with these standards could subject SCE&G to substantial monetary penalties. Our gas marketing operations in Georgia are subject to state regulatory oversight and, for a portion of its operations, to rate regulation. There can be no assurance that Georgia’s gas delivery regulatory framework will remain unchanged as market conditions evolve.

Furthermore, Dodd-Frank affects the use and reporting of derivative instruments. The regulations under this legislation provide for substantial additional regulation of over-the-counter and security-based derivative instruments, among other things, and require numerous rule-makings by the CFTC and the SEC to implement, many of which are still pending final action by those federal agencies. The Company and Consolidated SCE&G have determined that they meet the end-user exception to mandatory clearing of swaps under Dodd-Frank. In addition, the Company and Consolidated SCE&G have taken steps to ensure that they are not the party required to report these transactions in real-time (the "reporting party") by transacting solely with swap dealers and major swap participants, when possible, as well as entering into reporting party agreements with counterparties who also are not swap dealers or major swap participants, which establishes that those counterparties are obligated to report the transactions in accordance with applicable Dodd-Frank regulations. While these actions minimize the reporting obligations of the Company, they do not eliminate required recordkeeping for any Dodd-Frank regulated transactions. Despite qualifying for the end-user exception to mandatory clearing and ensuring that neither the Company nor Consolidated

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SCE&G is the reporting party to a transaction required to be reported in real-time, we cannot predict when the final regulations will be issued or what requirements they will impose.

Although we believe that we have constructive relationships with the regulators, our ability to obtain rate treatment that will allow us to maintain reasonable rates of return is dependent upon regulatory determinations, and there can be no assurance that we will be able to implement rate adjustments when sought.
 
The Company and Consolidated SCE&G are subject to numerous environmental laws and regulations that require significant capital expenditures, can increase our costs of operations and may impact our business plans or expose us to environmental liabilities.
 
The Company and Consolidated SCE&G are subject to extensive federal, state and local environmental laws and regulations, including those relating to water quality and air emissions (such as reducing NOX, SO2, mercury and particulate matter). Some form of regulation is expected at the federal and state levels to impose regulatory requirements specifically directed at reducing GHG emissions from fossil fuel-fired electric generating units. On August 3, 2015, the EPA issued a revised standard for new power plants by re-proposing NSPS under the CAA for emissions of CO2 from newly constructed fossil fuel-fired units. The final rule requires all new coal-fired power plants to meet a carbon emission rate of 1,400 pounds CO2 per MWh. No new coal-fired plants could be constructed without partial carbon capture and sequestration capabilities. The Company and Consolidated SCE&G are monitoring the final rule, but do not plan to construct new coal-fired units in the foreseeable future. In addition, on August 3, 2015, the EPA issued its final rule on emission guidelines for states to follow in developing plans to address GHG emissions from existing units. The rule includes state-specific goals for reducing national CO2 emissions by 32% from 2005 levels by 2030. However, on February 9, 2016, the Supreme Court stayed the rule pending disposition of a petition of review of the rule in the Court of Appeals. Also, a number of bills have been introduced in Congress that seek to require GHG emissions reductions from fossil fuel-fired electric generation facilities, natural gas facilities and other sectors of the economy, although none has yet been enacted. In April 2012, the EPA issued the finalized MATS for power plants that requires reduced emissions from new and existing coal and oil-fired electric utility steam generating facilities. The EPA's rule for cooling water intake structures to meet the best technology available became effective in October 2014, and the EPA also issued a final rule in December 2014 regarding the handling of coal ash and other combustion by-products produced by power plant operations. Furthermore, the EPA finalized new standards under the CWA governing effluent limitation guidelines for electric generating units in September 2015.
 
Compliance with these environmental laws and regulations requires us to commit significant resources toward environmental monitoring, installation of pollution control equipment, emissions fees and permitting at our facilities. These expenditures have been significant in the past and are expected to continue or even increase in the future. Changes in compliance requirements or more restrictive interpretations by governmental authorities of existing requirements may impose additional costs on us (such as the clean-up of MGP sites or additional emission allowances) or require us to incur additional expenditures or curtail some of our cost savings activities (such as the recycling of fly ash and other coal combustion products for beneficial use). Compliance with any GHG emission reduction requirements, including any mandated renewable portfolio standards, also may impose significant costs on us, and the resulting price increases to our customers may lower customer consumption. Such costs of compliance with environmental regulations could negatively impact our businesses and our results of operations and financial position, especially if emissions or discharge limits are reduced or more onerous permitting requirements or additional regulatory requirements are imposed.

Renewable and/or alternative electric generation portfolio standards may be enacted at the federal or state level. In June 2014 the State of South Carolina enacted legislation known as Act 236 with the stated goal for each investor-owned utility to supply up to 2% of its 5-year average retail peak demand with renewable electric generation resources by the end of 2020. A utility, at its option, may supply an additional 1% during this period. Such renewable energy may not be readily available in our service territories and could be costly to build, finance, acquire, integrate, and/or operate. Resulting increases in the price of electricity to recover the cost of these types of generation, as approved by regulatory commissions, could result in lower usage of electricity by our customers. In addition, DER generation at customers’ facilities could result in the loss of sales to those customers. Compliance with potential future portfolio standards could significantly impact our capital expenditures and our results of operations and financial condition. Utility scale solar development companies are currently working in South Carolina to develop projects in SCE&G's service territory. The integration of those resources at high penetration levels may be challenging.

The compliance costs of these environmental laws and regulations are important considerations in the Company's and Consolidated SCE&G's strategic planning and, as a result, significantly affect the decisions to construct, operate, and retire facilities, including generating facilities. In effecting compliance with MATS, SCE&G has retired three of its oldest and smallest coal-fired units and converted three others such that they may be gas-fired.

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The Company and Consolidated SCE&G are vulnerable to interest rate increases, which would increase our borrowing costs, and we may not have access to capital at favorable rates, if at all. Additionally, potential disruptions in the capital and credit markets may further adversely affect the availability and cost of short-term funds for liquidity requirements and our ability to meet long-term commitments; each could in turn adversely affect our results of operations, cash flows and financial condition.
 
The Company and Consolidated SCE&G rely on the capital markets, particularly for publicly offered debt and equity, as well as the banking and commercial paper markets, to meet our financial commitments and short-term liquidity needs if internal funds are not available from operations. Changes in interest rates affect the cost of borrowing. The Company’s and Consolidated SCE&G’s business plans, which include significant investments in energy generation and other internal infrastructure projects, reflect the expectation that we will have access to the capital markets on satisfactory terms to fund commitments. Moreover, the ability to maintain short-term liquidity by utilizing commercial paper programs is dependent upon maintaining satisfactory short-term debt ratings and the existence of a market for our commercial paper generally.
 
The Company’s and Consolidated SCE&G’s ability to draw on our respective bank revolving credit facilities is dependent on the ability of the banks that are parties to the facilities to meet their funding commitments and on our ability to timely renew such facilities. Those banks may not be able to meet their funding commitments to the Company or Consolidated SCE&G if they experience shortages of capital and liquidity or if they experience excessive volumes of borrowing requests from us and other borrowers within a short period of time. Longer-term disruptions in the capital and credit markets as a result of uncertainty, changing or increased regulation, reduced alternatives or failures of significant financial institutions could adversely affect our access to liquidity needed for our businesses. Any disruption could require the Company and Consolidated SCE&G to take measures to conserve cash until the markets stabilize or until alternative credit arrangements or other funding for our business needs can be arranged. Such measures could include deferring capital expenditures or other discretionary uses of cash. Disruptions in capital and credit markets also could result in higher interest rates on debt securities, limited or no access to the commercial paper market, increased costs associated with commercial paper borrowing or limitations on the maturities of commercial paper that can be sold (if at all), increased costs under bank credit facilities and reduced availability thereof, and increased costs for certain variable interest rate debt securities of the Company and Consolidated SCE&G.
 
Disruptions in the capital markets and its actual or perceived effects on particular businesses and the greater economy also adversely affect the value of the investments held within SCANA’s pension trust. A significant long-term decline in the value of these investments may require us to make or increase contributions to the trust to meet future funding requirements. In addition, a significant decline in the market value of the investments may adversely impact the Company’s and Consolidated SCE&G’s results of operations, cash flows and financial condition, including its shareholders’ equity.
 
A downgrade in the credit rating of SCANA or any of SCANA’s subsidiaries, including SCE&G, could negatively affect our ability to access capital and to operate our businesses, thereby adversely affecting results of operations, cash flows and financial condition.
 
Various rating agencies currently rate SCANA’s long-term senior unsecured debt, SCE&G’s long-term senior secured debt, and the long-term senior unsecured debt of PSNC Energy as investment grade. In addition, rating agencies maintain ratings on the short-term debt of SCANA, SCE&G, Fuel Company (which ratings are based upon the guarantee of SCE&G) and PSNC Energy. Rating agencies consider qualitative and quantitative factors when assessing SCANA and its rated operating companies’ credit ratings, including regulatory environment, capital structure and the ability to meet liquidity requirements. Changes in the regulatory environment or deterioration of our rated companies’ commonly monitored financial credit metrics and adverse developments with respect to nuclear construction could negatively affect their debt ratings. If these rating agencies were to downgrade any of these ratings, particularly to below investment grade for long-term ratings, borrowing costs on new issuances would increase, which could adversely impact financial results, and the potential pool of investors and funding sources could decrease.
 
The Company and Consolidated SCE&G are engaged in activities for which they have claimed, and expect to claim in the future, research and experimentation tax deductions and credits which are the subject of uncertainty and which may be considered controversial by the taxing authorities.  The outcome of those uncertainties could adversely impact cash flows and financial condition.

The Company and Consolidated SCE&G have claimed significant research and experimentation tax deductions and credits related to the ongoing design and construction activities of the New Units. These claims followed the issuance of final IRS regulations in 2014 regarding such treatment with respect to expenditures related to the design and construction of pilot models.  (See also Uncertain income tax positions within the Critical Accounting Policies and Estimates section of Item 7.

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Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 5 to the consolidated financial statements.) 

These tax claims primarily involve the timing of recognition of tax deductions rather than permanent tax attributes. The permanent attributes (net), as well as most of the interest accruals required to be recorded with respect to them, have been deferred within regulatory assets. As such, these claims have not had, and are not expected to have in the future, significant direct effects on the Company’s and Consolidated SCE&G’s results of operations.  Nonetheless, the claims have contributed significantly to the Company’s and Consolidated SCE&G’s cash flows and are expected to continue to do so through the remainder of the New Units’ construction period.  Also, the claims have provided a significant source of capital and have lessened the level of debt and equity financing that the Company and Consolidated SCE&G have needed to raise in the financial markets.  Future claims are expected to provide similar tax benefits.

However, the claims made to date are under examination, and may be considered controversial, by the IRS.  It is expected that the IRS will also examine future claims.  To the extent that the claims are not sustained on examination or through any subsequent appeal, the Company and Consolidated SCE&G will be required to repay any cash received for tax benefit claims which are ultimately disallowed, along with interest on those amounts.  Such amounts could be significant and could adversely affect the Company's and Consolidated SCE&G's cash flows and financial condition.  In certain circumstances, which management considers to be remote, penalties for underpayment of income taxes could also be assessed.  Additionally, in such circumstances, the Company and Consolidated SCE&G may need to access the capital markets to fund those tax and interest payments, which could in turn adversely impact their ability to access financial markets for other purposes.

Operating results may be adversely affected by natural disasters, man-made mishaps and abnormal weather.
 
The Company has delivered less gas and, in deregulated markets, received lower prices for natural gas when weather conditions have been milder than normal, and as a consequence earned less income from those operations. Mild weather in the future could adversely impact the revenues and results of operations and harm the financial condition of the Company and Consolidated SCE&G. Hot or cold weather could result in higher bills for customers and result in higher write-offs of receivables and in a greater number of disconnections for non-payment. In addition, for the Company and Consolidated SCE&G, severe weather can be destructive, causing outages and property damage, adversely affecting operating expenses and revenues.
 
Natural disasters (such as hurricanes or other significant weather events, electromagnetic events or the 2011 earthquake and tsunami in Japan) or man-made mishaps (such as the San Bruno, California natural gas transmission pipeline failure, electric utility companies' ash pond failures, and cyber-security failures experienced by many businesses) could have direct significant impacts on the Company and Consolidated SCE&G and on our key contractors and suppliers or could impact us through changes to federal, state or local policies, laws and regulations, and have a significant impact on our financial condition, operating expenses, and cash flows.
 
Potential competitive changes may adversely affect our gas and electricity businesses due to the loss of customers, reductions in revenues, or write-down of stranded assets.
 
The utility industry has been undergoing structural change for a number of years, resulting in increasing competitive pressures on electric and natural gas utility companies. Competition in wholesale power sales via an RTO/ISO is in effect across much of the country, but the Southeastern utilities have retained the traditional bundled, vertically integrated structure. Should an RTO/ISO-market be implemented in the Southeast, potential risks emerge from reliance on volatile wholesale market prices as well as increased costs associated with new delivery transmission and distribution infrastructure.

Some states have also mandated or encouraged unbundled retail competition. Should this occur in South Carolina or North Carolina, increased competition may create greater risks to the stability of utility earnings generally and may in the future reduce earnings from retail electric and natural gas sales. In a deregulated environment, formerly regulated utility companies that are not responsive to a competitive energy marketplace may suffer erosion in market share, revenues and profits as competitors gain access to their customers. In addition, the Company’s and Consolidated SCE&G’s generation assets would be exposed to considerable financial risk in a deregulated electric market. If market prices for electric generation do not produce adequate revenue streams and the enabling legislation or regulatory actions do not provide for recovery of the resulting stranded costs, a write-down in the value of the related assets could be required.
 
The Company and Consolidated SCE&G are subject to the risk of loss of sales due to the growth of distributed generation especially in the form of renewable power such as solar photovoltaic systems, which systems have undergone a rapid decline in their costs. As a result of federal and state subsidies, potential regulations allowing third-party retail sales, and

16


advances in distributed generation technology, the growth of such distributed generation could be significant in the future. Such growth will lessen Company and Consolidated SCE&G sales and will slow growth, potentially causing higher rates to customers.

The Company and SCE&G are subject to risks associated with changes in business and economic climate which could adversely affect revenues, results of operations, cash flows and financial condition and could limit access to capital.
 
Sales, sales growth and customer usage patterns are dependent upon the economic climate in the service territories of the Company and SCE&G, which may be affected by regional, national or even international economic factors. Adverse events, economic or otherwise, may also affect the operations of suppliers and key customers. Such events may result in the loss of suppliers or customers, in higher costs charged by suppliers, in changes to customer usage patterns and in the failure of customers to make timely payments to us. With respect to the Company, such events also could adversely impact the results of operations through the recording of a goodwill or other asset impairment. The success of local and state governments in attracting new industry to our service territories is important to our sales and growth in sales, as are stable levels of taxation (including property, income or other taxes) which may be affected by local, state, or federal budget deficits, adverse economic climates generally, legislative actions (including tax reform), or regulatory actions. Budget cutbacks also adversely affect funding levels of federal and state support agencies and non-profit organizations that assist low income customers with bill payments.
 
In addition, conservation and demand side management efforts and/or technological advances may cause or enable customers to significantly reduce their usage of the Company’s and SCE&G’s products and adversely affect sales, sales growth, and customer usage patterns. For instance, improvements in energy storage technology, if realized, could have dramatic impacts on the viability of and growth in distributed generation.

Factors that generally could affect our ability to access capital include economic conditions and our capital structure. Much of our business is capital intensive, and achievement of our capital plan and long-term growth targets is dependent, at least in part, upon our ability to access capital at rates and on terms that are attractive. If our ability to access capital becomes significantly constrained, our interest costs will likely increase and our financial condition and future results of operations could be adversely impacted.
 
Problems with operations could cause us to curtail or limit our ability to serve customers or cause us to incur substantial costs, thereby adversely impacting revenues, results of operations, cash flows and financial condition.
 
Critical processes or systems in the Company’s or Consolidated SCE&G’s operations could become impaired or fail from a variety of causes, such as equipment breakdown, transmission equipment failure, information systems failure or security breach, operator error, natural disasters, and the effects of a pandemic, terrorist attack or cyber attack on our workforce or facilities or on vendors and suppliers necessary to maintain services key to our operations.
 
In particular, as the operator of power generation facilities, many of which entered service prior to 1985 and may be difficult to maintain, Consolidated SCE&G could incur problems, such as the breakdown or failure of power generation or emission control equipment, transmission equipment, or other equipment or processes which would result in performance below assumed levels of output or efficiency. The operation of the New Units or the integration of a significant amount of distributed generation into our systems may entail additional cycling of our coal-fired generation facilities and may thereby increase the number of unplanned outages at those facilities. In addition, any such breakdown or failure may result in Consolidated SCE&G purchasing emission allowances or replacement power at market rates, if such allowances and replacement power are available at all. These purchases are subject to state regulatory prudency reviews for recovery through rates. If replacement power is not available, such problems could result in interruptions of service (blackout or brownout conditions) in all or part of SCE&G’s territory or elsewhere in the region. Similarly, a natural gas line failure of the Company or Consolidated SCE&G could affect the safety of the public, destroy property, and interrupt our ability to serve customers.

Events such as these could entail substantial repair costs, litigation, fines and penalties, and damage to reputation, each of which could have an adverse effect on the Company’s and Consolidated SCE&G's revenues, results of operations, cash flows, and financial condition. Insurance may not be available or adequate to mitigate the adverse impacts of these events.
 
A failure of the Company and Consolidated SCE&G to maintain the physical and cyber security of its operations may result in the failure of operations, damage to equipment, or loss of information, and could result in a significant adverse impact to the Company's and Consolidated SCE&G's financial condition, results of operations and cash flows.
 

17


The Company and Consolidated SCE&G depend on maintaining the physical and cyber security of their operations and assets.  As much of our business is part of the nation's critical infrastructure, the loss or impairment of the assets associated with that portion of our businesses could have serious adverse impacts on the customers and communities that we serve.  Virtually all of the Company's and Consolidated SCE&G's operations are dependent in some manner upon our cyber systems, which encompass electric and gas operations, nuclear and fossil fuel generating plants, human resource and customer systems and databases, information system networks, and systems containing confidential corporate information.  Cyber systems, such as those of the Company and Consolidated SCE&G, are often targets of malicious cyber attacks.  A successful physical or cyber attack could lead to outages, failure of operations of all or portions of our businesses, damage to key components and equipment, and exposure of confidential customer, vendor, shareholder, employee, or corporate information.  The Company and Consolidated SCE&G may not be readily able to recover from such events.  In addition, the failure to secure our operations from such physical and cyber events may cause us reputational damage.  Litigation, penalties and claims from a number of parties, including customers, regulators and shareholders, may ensue.  Insurance may not be adequate to mitigate the adverse impacts of these events.  As a result, the Company's and Consolidated SCE&G's financial condition, results of operations, and cash flows may be adversely affected.

SCANA’s ability to pay dividends and to make payments on SCANA’s debt securities may be limited by covenants in certain financial instruments and by the financial results and condition of its subsidiaries, thereby adversely impacting the valuation of our common stock and our access to capital.
 
We are a holding company that conducts substantially all of our operations through our subsidiaries. Our assets consist primarily of investments in subsidiaries. Therefore, our ability to meet our obligations for payment of interest and principal on outstanding debt and to pay dividends to shareholders and corporate expenses depends on the earnings, cash flows, financial condition and capital requirements of our subsidiaries, and the ability of our subsidiaries, principally Consolidated SCE&G, PSNC Energy and SCANA Energy, to pay dividends or to repay funds to us. Our ability to pay dividends on our common stock may also be limited by existing or future covenants limiting the right of our subsidiaries to pay dividends on their common stock. Any significant reduction in our payment of dividends in the future may result in a decline in the value of our common stock. Such a decline in value could limit our ability to raise debt and equity capital.
 
A significant portion of Consolidated SCE&G’s generating capacity is derived from nuclear power, the use of which exposes us to regulatory, environmental and business risks. These risks could increase our costs or otherwise constrain our business, thereby adversely impacting our results of operations, cash flows and financial condition. These risks will increase as the New Units are developed.
 
In 2016, Unit 1 provided approximately 5.8 million MWh, or 25% of our generation. When the New Units are completed, our generating capacity and the percentage of total generating capacity represented by nuclear sources are expected to increase. Hence, SCE&G is subject to various risks of nuclear generation, which include the following:
 
The potential harmful effects on the environment and human health resulting from a release of radioactive materials in connection with the operation of nuclear facilities and the storage, handling and disposal of radioactive materials; 
Limitations on the amounts and types of insurance commercially available to cover losses that might arise in connection with our nuclear operations or those of others in the United States;
The possibility that new laws and regulations could be enacted that could adversely affect the liability structure that currently exists in the United States;
Uncertainties with respect to procurement of nuclear fuel and suppliers thereof, fabrication of nuclear fuel and related vendors, and the storage of spent nuclear fuel;
Uncertainties with respect to contingencies if insurance coverage is inadequate; and
Uncertainties with respect to the technological and financial aspects of decommissioning nuclear plants at the end of their operating lives.
 
The NRC has broad authority under federal law to impose licensing and safety-related requirements for the operation of nuclear generation facilities. In the event of non-compliance, the NRC has the authority to impose fines or shut down a unit, or both, depending upon its assessment of the severity of the situation, until compliance is achieved. Revised safety requirements promulgated by the NRC could necessitate capital expenditures at nuclear plants such as ours. In today’s environment, there is a heightened risk of terrorist attack on the nation’s nuclear facilities, which has resulted in increased

18


security costs at our nuclear plant. Although we have no reason to anticipate a serious nuclear incident, a major incident at a nuclear facility anywhere in the world could cause the NRC to limit or prohibit the operation or licensing of any domestic nuclear unit, resulting in costly changes to units under construction or in operation and adversely impacting our results of operations, cash flows and financial condition. Furthermore, a major incident at a domestic nuclear facility could result in retrospective premium assessments under our nuclear insurance coverages.
 
Failure to retain and attract key personnel could adversely affect the Company’s and Consolidated SCE&G’s operations and financial performance.
 
As with many other utilities, a significant portion of our workforce will be eligible for retirement during the next few years. We must attract, retain and develop executive officers and other professional, technical and craft employees with the skills and experience necessary to successfully manage, operate and grow our businesses. Competition for these employees is high, and in some cases we must compete for these employees on a regional or national basis. We may be unable to attract and retain these personnel. In particular, the timely hiring, training, licensing and retention of personnel needed for the operation of the New Units is necessary to maintain the schedule for their operation. Further, the Company’s or Consolidated SCE&G’s ability to construct or maintain generation or other assets including the New Units requires the availability of suitable skilled contractor personnel. We may be unable to obtain appropriate contractor personnel at the times and places needed. Labor disputes with employees or contractors covered by collective bargaining agreements also could adversely affect implementation of our strategic plan and our operational and financial performance. Furthermore, increased medical benefit costs of employees and retirees could adversely affect the results of operations of the Company and Consolidated SCE&G. Medical costs in this country have risen significantly over the past number of years and are expected to continue to increase at unpredictable rates. Such increases, unless satisfactorily managed by the Company and Consolidated SCE&G, could adversely affect results of operations.
 
The Company and Consolidated SCE&G are subject to the risk that strategic decisions made by us either do not result in a return of or on invested capital or might negatively impact our competitive position, which can adversely impact our results of operations, cash flows, financial condition, and access to capital.
 
From time to time, the Company and Consolidated SCE&G make strategic decisions that may impact our direction with regard to business opportunities, the services and technologies offered to customers or that are used to serve customers, and the generating plants and other infrastructure that form the basis of much of our business. These strategic decisions may not result in a return of or on our invested capital, and the effects of these strategic decisions may have long-term implications that are not likely to be known to us in the short-term. Changing political climates and public attitudes, including customers' concerns regarding rate increases, such as those periodic rate increases under the BLRA, may adversely affect the ongoing acceptability of strategic decisions that have been made (and, in some cases, previously supported by legislation or approved by regulators), to the detriment of the Company or Consolidated SCE&G (e.g., revision or repeal of the BLRA). Over time, these strategic decisions or changing attitudes toward such decisions, which could be adverse to the Company’s or Consolidated SCE&G’s interests, may have a negative effect on our results of operations, cash flows and financial condition, as well as limit our ability to access capital.
 
The Company and Consolidated SCE&G are subject to the reputational risks that may result from a failure to adhere to high standards related to compliance with laws and regulations, ethical conduct, operational effectiveness, customer service and the safety of employees, customers and the public. These risks could adversely affect the valuation of our common stock and the Company’s and Consolidated SCE&G’s access to capital.
 
The Company and Consolidated SCE&G are committed to comply with all laws and regulations, to assure reliability of provided services, to focus on the safety of employees, customers and the public, to ensure environmental compliance, to maintain the privacy of information related to our customers and employees, and to maintain effective communications with the public and key stakeholder groups, particularly during emergencies and times of crisis. Traditional news media and social media can very rapidly convey information, whether factual or not, to large numbers of people, including customers, investors, regulators, legislators and other stakeholders, and the failure to effectively manage timely, accurate communication through these channels could adversely impact our reputation. The Company and Consolidated SCE&G also are committed to operational excellence, to quality customer service, and, through our Code of Conduct and Ethics, to maintain high standards of ethical conduct in our business operations. A failure to meet these commitments may subject the Company and Consolidated SCE&G not only to fraud, regulatory action, litigation and financial loss, but also to reputational risk that could adversely affect the valuation of SCANA’s stock, adversely affect the Company’s and Consolidated SCE&G’s access to capital, and result in further regulatory oversight. Insurance may not be available or adequate to respond to these events.
 

19



ITEM 1B. UNRESOLVED STAFF COMMENTS
 
Not Applicable

ITEM 2. PROPERTIES
 
SCANA owns no significant property other than the capital stock of each of its subsidiaries. It holds, directly or indirectly, all of the capital stock of each of its subsidiaries.
SCE&G's bond indenture, which secures its First Mortgage Bonds, constitutes a direct mortgage lien on substantially all of its electric utility property. GENCO's Williams Station is also subject to a first mortgage lien which secures certain outstanding debt of GENCO.
Electric Properties

The following table shows the electric generating facilities and their net generating capacity as of December 31, 2016.
 
 
Net Generating Capacity
 
In-Service
Summer
 
Date
(MW)
Coal-Fired Steam:
 
 
  Wateree - Eastover, SC
1970
684

  Williams - Goose Creek, SC
1973
605

  Cope - Cope, SC
1996
415

  Kapstone - Charleston, SC
1999
85

 
 
 
Gas-Fired Steam:
 
 
  McMeekin - Irmo, SC
1958
250

  Urquhart Unit 3 - Beech Island, SC
1953
95

 
 
 
Nuclear:
 
 
  Summer Station Unit 1 - Parr, SC (reflects SCE&G's 66.7% ownership share)
1984
647

  Summer Station Unit 2 and Unit 3 - Parr, SC
 
*

 
 
 
Internal Combustion Turbines:
 
 
  Jasper Combined Cycle - Jasper, SC
2004
852

  Urquhart Combined Cycle - Beech Island, SC
2002
458

  Peaking units - various locations in SC
1968-2010
348

 
 
 
Hydro:
 
 
  Fairfield Pumped Storage - Parr, SC
1978
576

  Saluda - Irmo, SC
1930
200

  Other - various locations in or bordering SC
1905-1914
18


* SCE&G presently owns 55% of Unit 2 and Unit 3, which are being constructed at Summer Station.

    SCE&G owns 433 substations having an aggregate transformer capacity of 31.5 million KVA. The transmission system consists of 3,442 miles of lines, and the distribution system consists of 18,522 pole miles of overhead lines and 7,441 trench miles of underground lines.
 
Natural Gas Distribution and Transmission Properties
 
SCE&G's natural gas system includes 447 miles of transmission pipeline of up to 20 inches in diameter that connect its distribution system with Southern Natural, Transco and DCGT. SCE&G’s distribution system consists of 17,375 miles of distribution mains and related service facilities. SCE&G also owns two LNG plants, one located near Charleston, South Carolina, and the other in Salley, South Carolina. The Charleston facility can liquefy up to 6,180 MMBTU per day and store the liquefied equivalent of 1,009,400 MMBTU of natural gas. The Salley facility can store the liquefied equivalent of 927,000 MMBTU of natural gas and has no liquefying capabilities. The LNG facilities have the capacity to regasify approximately 61,800 MMBTU per day at Charleston and 92,700 MMBTU per day at Salley.
 
PSNC Energy’s natural gas system consists of 606 miles of transmission pipeline of up to 24 inches in diameter that connect its distribution systems with Transco. PSNC Energy’s distribution system consists of 21,686 miles of distribution mains and related service facilities. PSNC Energy owns one LNG plant with storage capacity of 1,000,000 MMBTU, the capacity to liquefy up to 4,000 MMBTU per day and the capacity to regasify approximately 100,000 MMBTU per day.

ITEM 3.  LEGAL PROCEEDINGS
 
SCANA and SCE&G are subject to various claims and litigation incidental to their business operations which management anticipates will be resolved without a material impact on their respective results of operations, cash flows or financial condition. In addition, certain material regulatory and environmental matters and uncertainties, some of which remain outstanding at December 31, 2016, are described in the Rate Matters section of Note 2 and in the Environmental section of Note 10 to the consolidated financial statements.

ITEM 4.  MINE SAFETY DISCLOSURES
 
Not Applicable

EXECUTIVE OFFICERS OF SCANA CORPORATION

Executive officers are elected at the annual meeting of the Board of Directors, held immediately after the annual meeting of shareholders, and hold office until the next such annual meeting, unless (1) a resignation is submitted, (2) the Board of Directors shall otherwise determine or (3) as provided in the By-laws of SCANA. Positions held are for SCANA and all wholly-owned subsidiaries unless otherwise indicated.
Name 
Age
Positions Held During Past Five Years
Dates
Kevin B. Marsh
61
Chairman of the Board and Chief Executive Officer
President and Chief Operating Officer-SCANA
*-present
*-present
Jimmy E. Addison
56
Executive Vice President-SCANA
Chief Financial Officer
President and Chief Operating Officer-SCANA Energy
*-present
*-present
2014-present
Jeffrey B. Archie
59
Senior Vice President and Chief Nuclear Officer-SCE&G
Senior Vice President-SCANA
*-present
*-present
Sarena D. Burch
59
Senior Vice President-Risk Management and Corporate Compliance Senior Vice President-Fuel Procurement and Asset Management-SCANA, SCE&G and PSNC Energy
2016-present

*-2015
Stephen A. Byrne
57
President-Generation and Transmission and Chief Operating Officer-SCE&G
Executive Vice President-SCANA
*-present
*-present
D. Russell Harris
52
President-Gas Operations-SCE&G
President and Chief Operating Officer-PSNC Energy
Senior Vice President-Gas Distribution-SCANA
Senior Vice President-SCANA
2013-present
*-present
2013-present
2012-2013
Kenneth R. Jackson
60
Senior Vice President-Economic Development, Governmental and Regulatory Affairs
Vice President-Rates and Regulatory Services
2014-present
*-2014
W. Keller Kissam
50
President-Retail Operations-SCE&G
Senior Vice President-SCANA
*-present
*-present
Ronald T. Lindsay
66
Senior Vice President, General Counsel and Assistant Secretary
*-present
Randal M. Senn
60
Senior Vice President-Administration-SCANA
Vice President and Chief Information Officer
Chief Information Officer
2016-present
2016
*-2016
*Indicates positions held at least since February 24, 2012.

20


PART II
ITEM 5.  MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
 
SCANA:
 
Price Range (NYSE Composite Listing): 
 
2016
 
2015
 
4th Qtr.
 
3rd Qtr.
 
2nd Qtr.
 
1st Qtr.
 
4th Qtr.
 
3rd Qtr.
 
2nd Qtr.
 
1st Qtr.
High
$
74.94

 
$
76.41

 
$
75.67

 
$
70.35

 
$
61.95

 
$
57.73

 
$
56.26

 
$
65.57

Low
$
67.31

 
$
69.04

 
$
66.02

 
$
59.46

 
$
54.84

 
$
50.17

 
$
47.77

 
$
52.03

 
SCANA common stock trades on the NYSE using the ticker symbol SCG. At February 20, 2017 there were 142,916,917 shares of SCANA common stock outstanding which were held by approximately 25,000 shareholders of record. For a summary of equity securities issuable under SCANA’s compensation plans at December 31, 2016, see Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
 
SCANA declared quarterly dividends on its common stock of $0.575 per share in 2016 and $0.545 per share in 2015. On February 16, 2017, SCANA increased the quarterly cash dividend rate on SCANA common stock to $0.6125 per share, an increase of approximately 6.5%. The next quarterly dividend is payable April 1, 2017 to shareholders of record on March 10, 2017. For a discussion of provisions that could limit the payment of cash dividends, see Financing Limits and Related Matters in the Liquidity and Capital Resources section of Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 3 to the consolidated financial statements.
 
The following table provides information about purchases by or on behalf of SCANA or any affiliated purchaser (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended (Exchange Act)) of shares or other units of any class of SCANA's equity securities that are registered pursuant to Section 12 of the Exchange Act:
Issuer Purchases of Equity Securities
 
 
(a)
 
(b)
 
(c)
 
(d)
Period
 
Total number of shares (or units) purchased
 
Average price paid
per share (or unit)
 
Total number of shares (or units) purchased as
part of publicly announced
plans or programs
 
Maximum number (or approximate dollar value) of shares (or units) that may yet be
purchased under the
plans or programs
October 1-31, 2016
 
7,583

 
$
69.29

 
7,583

 
 
November 1-30, 2016
 

 

 

 
 
December 1-31, 2016
 

 

 

 
 
Total
 
7,583

 
 
 
7,583

 
*

*The above table represents shares acquired for non-employee directors under the Director Compensation and Deferral Plan. On December 16, 2014, SCANA announced a program to convert from original issue to open market purchase of SCANA common stock for all applicable compensation and dividend reinvestment plans. This program took effect in the first quarter of 2015 and has no stated maximum number of shares that may be purchased and no stated expiration date.

SCE&G:
 
All of SCE&G’s common stock is owned by SCANA, and no established public trading market exists for SCE&G common stock. During 2016 and 2015, SCE&G declared quarterly dividends on its common stock in the following amounts:
 
Declaration Date
 
Amount
 
Declaration Date
 
Amount
February 18, 2016
 
$
72.2
 million
 
February 20, 2015
 
$
69.0
 million
April 28, 2016
 
73.3
 million
 
April 30, 2015
 
67.8
 million
July 28, 2016
 
74.0
 million
 
July 30, 2015
 
68.4
 million
October 27, 2016
 
77.5
 million
 
October 29, 2015
 
72.3
 million
 

21



On February 16, 2017, SCE&G declared a quarterly dividend on its common stock of $76.9 million.
 
For a discussion of provisions that could limit the payment of cash dividends, see Financing Limits and Related Matters in the Liquidity and Capital Resources section of Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 3 to the consolidated financial statements.


ITEM 6.  SELECTED FINANCIAL DATA
As of or for the Year Ended December 31,
 
2016
 
2015
 
2014
 
2013
 
2012
 
 
(Millions of dollars, except statistics and per share amounts)
SCANA:
 
 
 
 
 
 
 
 

 
 

Statement of Income Data
 
 
 
 
 
 
 
 

 
 

Operating Revenues
 
$
4,227

 
$
4,380

 
$
4,951

 
$
4,495

 
$
4,176

Operating Income
 
$
1,153

 
$
1,308

 
$
1,007

 
$
910

 
$
859

Net Income
 
$
595

 
$
746

 
$
538

 
$
471

 
$
420

Common Stock Data
 
 
 
 
 
 
 
 
 
 

Weighted Avg Common Shares Outstanding (Millions)
 
142.9

 
142.9

 
141.9

 
138.7

 
131.1

Basic Earnings Per Share
 
$
4.16

 
$
5.22

 
$
3.79

 
$
3.40

 
$
3.20

Diluted Earnings Per Share
 
$
4.16

 
$
5.22

 
$
3.79

 
$
3.39

 
$
3.15

Dividends Declared Per Share of Common Stock
 
$
2.30

 
$
2.18

 
$
2.10

 
$
2.03

 
$
1.98

Balance Sheet Data
 
 
 
 
 
 
 
 
 
 
Utility Plant, Net
 
$
14,324

 
$
13,145

 
$
12,232

 
$
11,643

 
$
10,896

Total Assets
 
$
18,707

 
$
17,146

 
$
16,818

 
$
15,127

 
$
14,568

Total Equity
 
$
5,725

 
$
5,443

 
$
4,987

 
$
4,664

 
$
4,154

Short-term and Long-term Debt
 
$
7,431

 
$
6,529

 
$
6,581

 
$
5,788

 
$
5,707

Other Statistics
 
 
 
 
 
 
 
 
 
 

Electric:
 
 
 
 
 
 
 
 
 
 

Customers (Year-End)
 
709,418

 
698,372

 
687,800

 
678,273

 
669,966

Total sales (Million kWh)
 
23,458

 
23,102

 
23,319

 
22,313

 
23,879

Generating capability-Net MW (Year-End)
 
5,233

 
5,234

 
5,237

 
5,237

 
5,533

Territorial peak demand-Net MW
 
4,807

 
4,970

 
4,853

 
4,574

 
4,761

Regulated Gas:
 
 
 
 
 
 
 
 
 
 
Customers, excluding transportation (Year-End)
 
906,883

 
881,295

 
859,186

 
837,232

 
818,983

Sales, excluding transportation (Thousand Therms)
 
890,113

 
875,218

 
973,907

 
921,533

 
798,978

Transportation customers (Year-End)
 
632

 
627

 
656

 
667

 
663

Transportation volumes (Thousand Therms)
 
674,999

 
791,402

 
1,786,897

 
1,729,399

 
1,559,542


For information on the impact of certain dispositions on SCANA's selected financial data, see Note 1 to the consolidated financial statements.

22



ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Pursuant to General Instruction I of Form 10-K, SCE&G is permitted to omit certain information related to itself and its consolidated affiliates called for by Item 7 of Form 10-K, and instead provide a management’s narrative explanation of its consolidated results of operation and other information described therein. Such information is presented hereunder specifically for Consolidated SCE&G, but may be presented alongside information presented for the Company generally. Consolidated SCE&G makes no representation as to information relating solely to SCANA Corporation and its subsidiaries (other than Consolidated SCE&G).

OVERVIEW
 
SCANA, through its wholly-owned regulated subsidiaries, is primarily engaged in the generation, transmission, distribution and sale of electricity in South Carolina and in the purchase, transmission and sale of natural gas in North Carolina and South Carolina. Through a wholly-owned nonregulated subsidiary, SCANA markets natural gas to retail customers in Georgia and to wholesale customers in the southeast. A service company subsidiary of SCANA provides primarily administrative and management services to SCANA and its subsidiaries.
 
The following map indicates areas where the Company’s significant business segments conduct their activities, as further described in this overview section.
tristateelecgasservicearea25.jpg


23


The following percentages reflect amounts attributable to the Company’s regulated and nonregulated operations and other nonregulated (including the holding company and the services company). 
 
2016

 
2015

 
2014

Net Income
 
 
 
 
 
  Regulated
98
 %
 
72
%
 
98
 %
  Nonregulated operations
5
 %
 
4
%
 
7
 %
  Other nonregulated
(3
)%
 
24
%
 
(5
)%
Assets
 
 
 
 
 
  Regulated
97
 %
 
97
%
 
95
 %
  Nonregulated operations
1
 %
 
1
%
 
2
 %
  Other nonregulated
2
 %
 
2
%
 
3
 %

In the first quarter of 2015, SCANA closed on the sales of its interstate natural gas pipeline and telecommunications subsidiaries. Gains from these sales are included within Other. See Dispositions in Note 1 to the consolidated financial statements.

Key Earnings Drivers and Outlook
 
In 2016, companies announced plans to invest over $1.8 billion, with the expectation of creating approximately 7,000 jobs in the Company's South Carolina and North Carolina service territories. At December 31, 2016, South Carolina's unemployment rate was 4.3%, which is approximately 1.2% lower than the prior year. In addition, each of the Company's regulated businesses experienced positive customer growth year over year.

Over the next five years, key earnings drivers for the Company are expected to be additions to rate base at its regulated subsidiaries, consisting primarily of capital expenditures for new generating capacity, environmental facilities and system expansion. Other factors that will impact future earnings growth include the regulatory environment, customer growth and usage in each of the regulated utility businesses, earnings in the natural gas marketing business and the level of growth of operation and maintenance, interest and other expenses and taxes.

Electric Operations
 
SCE&G's electric operations primarily generate electricity and provide for its transmission, distribution and sale to approximately 709,000 customers (as of December 31, 2016) in portions of South Carolina in an area covering nearly 17,000 square miles. GENCO owns a coal-fired generating station and sells electricity solely to SCE&G. Fuel Company acquires, owns, provides financing for and sells at cost to SCE&G nuclear fuel, certain fossil fuels and emission and other environmental allowances.
 
Operating results are primarily driven by customer demand for electricity, rates allowed to be charged to customers and the ability to control costs. Demand for electricity is primarily affected by weather, customer growth and the economy.  SCE&G is able to recover the cost of fuel used in electric generation through retail customers’ bills, but increases in fuel costs affect electricity prices and, therefore, the competitive position of electricity compared to other energy sources.

Embedded in the rates charged to customers is an allowed regulatory ROE. SCE&G’s allowed ROE in 2016 was 10.25% for non-BLRA rate base and 10.5% for BLRA-related rate base. For BLRA-related rate base existing prior to 2016, SCE&G's allowed ROE was 11.0%.

New Nuclear Construction

SCE&G, on behalf of itself and as agent for Santee Cooper, has contracted with the Consortium for the design and construction of two 1,250 MW (1,117 MW, net) nuclear generation units, which SCE&G will jointly own with Santee Cooper. SCE&G's current ownership share in the New Units is 55%, and SCE&G has agreed to acquire an additional 5% ownership from Santee Cooper in increments beginning with the commercial operation date of Unit 2.

On October 27, 2015, SCE&G, Santee Cooper and the Consortium reached a settlement regarding certain disputes, and the EPC Contract was amended. The October 2015 Amendment became effective on December 31, 2015, and among other things, it resolved by settlement and release substantially all then-outstanding disputes between SCE&G and the Consortium. The October 2015 Amendment also provided SCE&G and Santee Cooper an option, subject to regulatory approvals, to fix the

24


total amount to be paid to the Consortium for its entire scope of work on the project after June 30, 2015, subject to certain exceptions. In May 2016, SCE&G petitioned the SCPSC for approval of updated construction and capital cost schedules for the New Units developed as a result of the October 2015 Amendment. On November 9, 2016, the SCPSC approved a settlement agreement among SCE&G, ORS and certain other parties concerning this petition. The SCPSC also approved SCE&G’s election of the fixed price option.

The approved construction schedule designates contractual guaranteed substantial completion dates of August 31, 2019 and August 31, 2020 for Units 2 and 3, respectively, although recent communications from WEC indicate substantial completion dates of April 2020 and December 2020 for Units 2 and 3, respectively. These later dates remain within SCPSC-approved 18-month contingency periods provided for under the BLRA, and achievement of such dates would also allow the output of both units to qualify, under current law, for federal production tax credits. However, there is substantial uncertainty as to WEC’s ability to meet these dates given its historical inability to meet forecasted productivity and work force efficiency levels.

The approved capital cost schedule includes incremental capital costs. SCE&G’s total project capital cost is now estimated at approximately $6.8 billion including owner’s costs and transmission, or $7.7 billion with escalation and AFC. In addition, the SCPSC approved revising SCE&G’s allowed ROE for new nuclear construction from 10.5% to 10.25%. This revised ROE will be applied prospectively for the purpose of calculating revised rates sought by SCE&G under the BLRA on and after January 1, 2017. In addition, SCE&G may not file future requests to amend capital cost schedules prior to January 28, 2019, unless its annual revised rate request is denied because SCE&G is out of compliance with its approved capital cost schedule or BLRA construction milestone schedule. In most circumstances, if the projected commercial operation date for Unit 2 is extended, the expiration of the January 28, 2019 moratorium will be extended by an equal amount of time.
    
SCE&G and Santee Cooper, the co-owner of the New Units, continue to evaluate various actions which might be taken in the event that Toshiba and WEC are unable or unwilling to complete the project. These include completing the work under any of several arrangements with other contractors or, were it determined to be prudent, halting the project, leaving SCE&G to pursue cost recovery under the abandonment provisions of the BLRA. Any significant delay in the timing of construction or any determination by the SCPSC to disallow the recovery of costs would adversely impact results of operations, cash flows and financial condition.
    
The information summarized above, as well as additional information regarding uncertainties concerning WEC’s ability to continue to fulfill its performance and financial commitments and Toshiba's ability to perform under its payment guaranty with respect to the project and other related matters, is further discussed in Note 2 and Note 10 to the consolidated financial statements.

Environmental

The results of recent elections may affect the pace at which federal environmental laws and regulations are enacted or how stringently their provisions are interpreted in the future. However, public sentiment surrounding air quality and water quality remains strong and is expected to continue unabated.

Over several years, SCE&G has made significant investments in constructing non-emitting generation (the New Units previously mentioned) and retiring certain coal-fired plants or converting them to burn natural gas. In addition, SCE&G expects to add the renewable energy from six new solar generating facilities at locations throughout its electric service territory over the next few years. The impact of these investments is expected to result in a significant shift toward non-emitting sources of fuel used to generate electricity in the future.
Generation Type
2016 Actual
2021 Projected
Nuclear
24.7%
56.7%
Hydro
3.3%
3.4%
Solar
—%
2.2%
Total Non-emitting
28.0%
62.3%
 
 
 
Biomass
1.7%
—%
Natural Gas
33.5%
17.9%
Coal
36.8%
19.8%
Total Generation
100.0%
100.0%

25



In addition, SCE&G and GENCO have made significant investments to install pollution control equipment at their remaining coal-fired plants. These investments, together with investments in non-emitting generation, have reduced their air emissions and are expected to result in additional reductions in the future.
Emissions, measured in thousands of tons
Year
NOX 
SO2 
CO2 
2005
27.0

107.9

18,778.7

2013
7.0

19.3

12,507.9

2014
7.6

16.8

13,984.6

2015
5.7

5.1

12,891.8

2016
5.4

2.7

11,567.4

2021*
3.2

1.2

7,062.5

% decrease from 2005 to 2021*
88.1
%
98.9
%
62.4
%
* Projected

The status of significant environmental laws and regulations and certain initiatives undertaken to ensure compliance with them are described in Environmental Matters herein and in Note 10 to the consolidated financial statements. In addition, uncertainties with respect to the New Units are described in Note 10 to the consolidated financial statements.

Gas Distribution
 
The local distribution operations of SCE&G and PSNC Energy purchase, transport and sell natural gas to approximately 907,000 retail customers (as of December 31, 2016) in portions of South Carolina and North Carolina in areas covering approximately 35,000 square miles. Operating results for gas distribution are primarily influenced by customer demand for natural gas, rates allowed to be charged to customers and the ability to control costs. Embedded in the rates charged to customers is an allowed regulatory ROE for SCE&G of 10.25% and for PSNC Energy of 10.60% through October 31, 2016 and 9.7% thereafter.
 
Demand for natural gas is primarily affected by weather, customer growth, the economy and the availability and price of alternate fuels. Natural gas competes with electricity, propane and heating oil to serve the heating and, to a lesser extent, other household energy needs of residential and small commercial customers. This competition is generally based on price and convenience. Large commercial and industrial customers often have the ability to switch from natural gas to an alternate fuel, such as propane or fuel oil. Natural gas competes with these alternate fuels based on price. As a result, any significant disparity between supply and demand, either of natural gas or of alternate fuels, and due either to production or delivery disruptions or other factors, will affect price and will impact the Company’s ability to retain large commercial and industrial customers.

The production of shale gas in the United States continues to keep prices for this commodity at historic lows, and such prices are expected to continue at generally low levels for several years. The supply of natural gas from the Marcellus shale basin has prompted companies unaffiliated with SCANA to propose a 550-mile pipeline that would bring natural gas from West Virginia to Virginia and North Carolina. This pipeline is expected to be completed in late 2019 and, if successful, it may drive economic development along its path, including areas within PSNC Energy's service territory, and may serve to assist in keeping natural gas competitively priced in the region.

Gas Marketing
 
SCANA Energy markets natural gas in the southeast and provides energy-related services to customers, including, notably, retail customers in Georgia. Operating results for energy marketing are influenced by customer demand for natural gas and the ability to control costs. The price of alternate fuels and customer growth significantly affect demand for natural gas. In addition, the availability of certain pipeline capacity to serve industrial and other customers is dependent upon the market share held by SCANA Energy in the Georgia retail market. SCANA Energy sells natural gas to approximately 450,000 customers (as of December 31, 2016) throughout Georgia. This market is mature, resulting in lower margins and stiff competition. Competitors include affiliates of large energy companies as well as electric membership cooperatives, among others. SCANA Energy’s ability to maintain its market share primarily depends on the prices it charges customers relative to the prices charged by its competitors and its ability to provide high levels of customer service. In addition, SCANA Energy's operating results are sensitive to weather.


26



RESULTS OF OPERATIONS

Earnings and Dividends

Earnings and dividends were as follows:
 
2016
 
2015
 
2014
The Company
 
 
 
 
 
Earnings per share
$
4.16

 
$
5.22

 
$
3.79

Cash dividends declared per share
$
2.30

 
$
2.18

 
$
2.10

 
 
 
 
 
 
Consolidated SCE&G
 
 
 
 
 
Net income (millions of dollars)
$
525.8

 
$
479.5

 
$
457.7


On February 16, 2017, SCANA declared a quarterly cash dividend on its common stock of $0.6125 per share.

2016 vs 2015
Earnings per share decreased primarily due to the sales of CGT and SCI in 2015, higher operation and maintenance expenses, higher depreciation expense, higher property taxes and higher interest expense. These decreases were partially offset by higher electric and gas distribution margins, higher other income net of other expenses and higher energy marketing net income, as further described below.

Consolidated SCE&G's net income increased primarily due to higher electric and gas distribution margins, partially offset by higher operation and maintenance expense, higher depreciation expense, higher property taxes, higher interest cost, and higher income taxes, as further described below.

2015 vs 2014
Earnings per share increased due to the sales of CGT and SCI in 2015, higher electric margins, lower operation and maintenance expenses and lower depreciation expense. These increases were partially offset by lower gas margins, higher property taxes, lower other income, higher interest expense, a higher effective tax rate and dilution from additional shares outstanding, as further described below.

The sales of CGT and SCI were closed in the first quarter of 2015. These subsidiaries operated principally in wholesale markets, whereas the Company's primary focus is the delivery of energy-related products and services to retail markets. Therefore, CGT and SCI were not a part of the Company's core business. See Note 12 to the consolidated financial statements.

Consolidated SCE&G's net income increased primarily due to higher electric and gas distribution margins and lower depreciation expense, partially offset by lower other income, higher operation and maintenance expense, higher property taxes, higher interest cost, and higher income taxes, as further described below.

27



Electric Operations
 
Electric Operations for the Company and for Consolidated SCE&G is comprised of the electric operations of SCE&G, GENCO and Fuel Company. Electric Operations operating income (including transactions with affiliates) was as follows: 
 
 
The Company
 
Consolidated SCE&G
Millions of dollars
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Operating revenues
 
$
2,619.4

 
$
2,557.1

 
$
2,629.4

 
$
2,619.4

 
$
2,557.1

 
$
2,629.4

Fuel used in electric generation
 
576.1

 
660.6

 
799.3

 
576.1

 
660.6

 
799.3

Purchased power
 
63.7

 
52.1

 
80.7

 
63.7

 
52.1

 
80.7

Margin
 
1,979.6

 
1,844.4

 
1,749.4

 
1,979.6

 
1,844.4

 
1,749.4

Other operation and maintenance
 
526.1

 
497.1

 
494.8

 
540.2

 
509.6

 
507.5

Depreciation and amortization
 
286.5

 
277.3

 
300.3

 
274.9

 
266.9

 
289.5

Other taxes
 
210.4

 
194.5

 
186.7

 
207.9

 
192.4

 
184.8

Operating Income
 
$
956.6

 
$
875.5

 
$
767.6

 
$
956.6

 
$
875.5

 
$
767.6


Electric operations can be significantly impacted by the effects of weather. SCE&G estimates the effects on its electric business of actual temperatures in its service territory as compared to historical averages to develop an estimate of electric margin revenue attributable to the effects of abnormal weather. Results in 2016 reflect warmer than normal weather in the second and third quarters and milder than normal weather in the first and fourth quarters. Results in 2015 reflect colder than normal weather in the first quarter, warmer than normal weather in the second and third quarters and milder than normal weather in the fourth quarter. Results in 2014 reflect colder than normal weather in the first quarter, hotter than normal weather in the second and third quarters and milder than normal weather in the fourth quarter.

2016 vs 2015
Margin increased due to base rate increases under the BLRA of $60.7 million, the effects of weather of $22.1 million, residential and commercial customer growth of $22.1 million, higher industrial margin of $7.6 million and higher collections under the rate rider for pension costs of $13.5 million. These margin increases were partially offset by lower residential and commercial average use. The higher pension rider collections had no effect on net income as they were fully offset by the recognition, within other operation and maintenance expenses, of higher pension costs. Margin also increased due to downward revenue adjustments in 2015, pursuant to orders from the SCPSC, to apply $14.5 million as an offset to fuel cost recovery upon the adoption of new (lower) electric depreciation rates and by $5.2 million related to DSM Programs. These adjustments had no effect on net income in 2015 as they were fully offset by the recognition of $14.5 million of lower depreciation expense and by the recognition, within other income, of $5.2 million of gains realized upon the settlement of certain interest rate contracts.
Other operation and maintenance expenses increased due to higher labor costs of $25.4 million, primarily due to increased pension cost associated with the higher pension rider collections and higher incentive compensation costs. Other operation and maintenance expenses also increased due to higher amortization of DSM program costs of $2.0 million.
Depreciation and amortization increased primarily due to net plant additions.
Other taxes increased primarily due to higher property taxes on net plant additions.

2015 vs 2014
Margin increased due to downward adjustments of $69.0 million in 2014, compared to downward adjustments of $19.7 million in 2015, pursuant to orders of the SCPSC, related to fuel cost recovery and DSM Programs. These adjustments had no effect on net income as they were fully offset by the recognition, within other income, of gains realized upon the late 2013 settlement of certain derivative interest rate contracts, lower depreciation expense upon the adoption and implementation of revised depreciation rates as a result of an updated depreciation study and the application, as a reduction to operation and maintenance expenses, of a portion of the storm damage reserve. Margin also increased due to base rate increases under the BLRA of $65.7 million and residential and commercial customer growth of $21.4 million. These increases were partially offset by $25.6 million due to the effects of weather, lower industrial margins of $14.6 million primarily due to variable price contracts, and lower collections under the rate rider for pension costs of $3.0 million. See Note 2 to the consolidated financial statements.

28


Other operation and maintenance expenses increased due to the application of $5.0 million in 2014 of the storm damage reserve to offset downward revenue adjustments related to DSM Programs and the amortization of $3.7 million of DSM Programs cost. These increases were partially offset by lower labor costs of $2.0 million primarily due to lower pension cost recognition as a result of lower rate rider collections.
Depreciation and amortization decreased by $28.7 million in 2015 due to the implementation of the above mentioned revised depreciation rates, $14.5 million of which was offset by downward revenue adjustments. This decrease in depreciation expense was partially offset by increases associated with net plant additions.
Other taxes increased due primarily to higher property taxes associated with net plant additions.

Sales volumes (in GWh) related to the electric operations margin above, by class, were as follows: 
Classification
 
2016
 
2015
 
2014
Residential
 
8,140

 
7,978

 
8,156

Commercial
 
7,506

 
7,386

 
7,371

Industrial
 
6,265

 
6,201

 
6,234

Other
 
600

 
595

 
600

Total retail sales
 
22,511

 
22,160

 
22,361

Wholesale
 
947

 
942

 
958

Total Sales
 
23,458

 
23,102

 
23,319


2016 vs 2015
Retail sales volumes increased primarily due to the effects of weather and customer growth.
   
2015 vs 2014
Retail sales volumes decreased primarily due to the effects of weather, partially offset by customer growth.

Gas Distribution
 
Gas Distribution is comprised of the local distribution operations of SCE&G, and for the Company, also includes PSNC Energy. Gas Distribution operating income (including transactions with affiliates) was as follows: 
 
 
The Company
 
Consolidated SCE&G
Millions of dollars
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Operating revenues
 
$
789.8

 
$
811.7

 
$
1,014.0

 
$
366.8

 
$
372.7

 
$
462.2

Gas purchased for resale
 
345.9

 
383.7

 
592.5

 
182.9

 
192.5

 
283.1

Margin
 
443.9

 
428.0

 
421.5

 
183.9

 
180.2

 
179.1

Other operation and maintenance
 
172.7

 
161.4

 
154.8

 
73.6

 
69.8

 
67.7

Depreciation and amortization
 
82.0

 
77.5

 
72.4

 
27.3

 
26.8

 
25.7

Other taxes
 
41.5

 
37.5

 
34.8

 
26.8

 
24.9

 
23.1

Operating Income
 
$
147.7

 
$
151.6

 
$
159.5

 
$
56.2

 
$
58.7

 
$
62.6


The effect of abnormal weather conditions on gas distribution margin is mitigated by the WNA at SCE&G and the CUT at PSNC Energy as further described in Revenue Recognition in Note 1 of the consolidated financial statements. The WNA and CUT affect margins but not sales volumes.

2016 vs 2015
Margin increased $11.5 million at the Company, including $6.0 million at SCE&G, due to residential and commercial customer growth, $5.0 million due to an NCUC-approved rate increase effective November 2016 at PSNC Energy, and $1.1 million due to an SCPSC-approved increase in base rates under the RSA effective November 2016 at SCE&G. These increases were partially offset by lower average use of $4.1 million at SCE&G.
Other operation and maintenance expenses increased due to higher labor costs of $6.7 million at the Company, including $2.1 million at SCE&G, due primarily to higher incentive compensation costs.
Depreciation and amortization increased at the Company and SCE&G due to net plant additions, partially offset by the implementation of SCPSC-approved revised (lower) depreciation rates at SCE&G of $1.1 million.
Other taxes increased at the Company and SCE&G due to net plant additions.

29



2015 vs 2014
Margin increased due to residential and commercial customer growth of $7.8 million at the Company, including $4.3 million at SCE&G, partially offset by a decrease of $3.1 million due to an SCPSC-approved decrease in base rates at SCE&G under the RSA effective November 2014.
Other operation and maintenance expenses increased at the Company and SCE&G due to higher labor costs, primarily due to incentive compensation.
Depreciation and amortization increased at the Company and SCE&G due to net plant additions.
Other taxes increased at the Company and SCE&G due primarily to higher property taxes associated with net plant additions.

Sales volumes (in MMBTU) related to gas distribution margin by class, including transportation, were as follows: 
 
 
The Company
 
Consolidated SCE&G
Classification (in thousands)
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Residential
 
40,142

 
39,090

 
46,207

 
12,420

 
12,086

 
14,917

Commercial
 
29,078

 
28,064

 
30,701

 
12,879

 
12,580

 
13,936

Industrial
 
19,364

 
20,101

 
20,343

 
17,228

 
17,901

 
18,307

Transportation gas
 
49,769

 
49,297

 
45,506

 
5,250

 
4,781

 
4,286

Total
 
138,353

 
136,552

 
142,757

 
47,777

 
47,348

 
51,446


2016 vs 2015
Residential and commercial firm sales volumes increased primarily due to customer growth. Commercial and industrial interruptible volumes decreased, and firm volumes increased, due to customers switching from interruptible to firm service at SCE&G. Industrial volumes decreased and transportation volumes increased due to customers switching to transportation only service.

2015 vs 2014
Residential and commercial firm sales volumes decreased due to the effects of weather and lower average use, partially offset by customer growth. Commercial and industrial interruptible volumes decreased due to a shift to transportation service from system supply and the impact of curtailments, partially offset at the Company by lower curtailments at PSNC Energy. Transportation volumes increased due to customers shifting to transportation-only service at SCE&G, and at the Company, included increased sales for natural gas fired electric generation in PSNC Energy's territory.
 
Gas Marketing
 
Gas Marketing is comprised of the Company’s nonregulated marketing operation, SCANA Energy, which operates in the southeast and includes Georgia’s retail natural gas market. Gas Marketing operating revenues and net income were as follows: 
Millions of dollars
 
2016
 
2015
 
2014
Operating revenues
 
$
936.7

 
$
1,146.7

 
$
1,496.4

Net Income
 
29.8

 
27.6

 
31.0


2016 vs 2015
Operating revenues decreased due to the lower market price of natural gas and lower industrial sales volume. Net income increased primarily due to a weather-related increase in demand.

2015 vs 2014
Operating revenues decreased due to the lower market price of natural gas, weather-related changes in demand, lower industrial sales volume and lower market prices. Net income decreased primarily due to weather-related changes in demand, partially offset by lower cost of gas and lower costs of transportation to serve customers.

30



Other Operating Expenses
 
Other operating expenses were as follows:
 
 
The Company
 
Consolidated SCE&G
Millions of dollars
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Other operation and maintenance
 
$
755.6

 
$
715.3

 
$
728.3

 
$
613.8

 
$
579.4

 
$
575.2

Depreciation and amortization
 
370.9

 
357.5

 
383.7

 
302.2

 
293.7

 
315.2

Other taxes
 
253.9

 
234.2

 
228.8

 
234.7

 
217.3

 
207.9


Changes in other operating expenses are largely attributable to the electric operations and gas distribution segments and are addressed in those discussions. Additional information is provided below.

2016 vs 2015
In addition to factors discussed in the electric operations and gas distribution segments, overall increases in other operating expenses were partially offset by the Company's sale of CGT in early 2015, which resulted in decreases in other operation and maintenance expenses of $2.2 million, depreciation and amortization of $0.7 million and other taxes of $0.5 million.

2015 vs 2014
In addition to factors discussed in the electric operations and gas distribution segments, the Company's sale of CGT in early 2015 resulted in decreases in other operation and maintenance expenses of $24.2 million, depreciation and amortization of $7.8 million and other taxes of $8 million.

Net Periodic Benefit Cost

     Other operation and maintenance expense includes net periodic benefit cost, which was recorded on the income statements and balance sheets as follows:
 
 
The Company
 
Consolidated SCE&G
Millions of dollars
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Income Statement Impact:
 
 
 
 
 
 
 
 
 
 
 
 
Employee benefit costs
 
$
19.2

 
$
5.3

 
$
5.0

 
$
16.4

 
$
2.8

 
$
4.0

Other expense
 
0.9

 
1.1

 
0.2

 
0.2

 
0.2

 
0.1

Balance Sheet Impact:
 
 
 
 
 
 
 
 
 
 
 
 
Increase in capital expenditures
 
5.3

 
3.9

 
0.5

 
4.7

 
3.4

 
0.3

Component of amount receivable from Summer Station co-owner
 
2.1

 
1.5

 
0.1

 
2.1

 
1.5

 
0.1

Increase (decrease) in regulatory assets
 
(4.6
)
 
6.2

 
(3.2
)
 
(4.6
)
 
6.2

 
(3.2
)
 Net periodic benefit cost
 
$
22.9

 
$
18.0

 
$
2.6

 
$
18.8

 
$
14.1

 
$
1.3


Pursuant to regulatory orders, SCE&G recovers current pension expense through a rate rider (for retail electric operations) and through cost of service rates (for gas operations), and amortizes pension costs previously deferred in regulatory assets as further described in Note 2 and Note 8 to the consolidated financial statements. Amounts amortized were $2.0 million for retail electric operations and $1.0 million for gas operations for each period presented.

Other Income (Expense)
 
Other income (expense) includes the results of certain incidental non-utility activities of regulated subsidiaries, the activities of certain of the Company's non-regulated subsidiaries, and AFC. AFC is a utility accounting practice whereby a portion of the cost of both equity and borrowed funds used to finance construction (which is shown on the balance sheet as construction work in progress) is capitalized. An equity portion of AFC is included in nonoperating income and a debt portion of AFC is included in interest charges (credits), both of which have the effect of increasing reported net income. Components of other income (expense) and AFC were as follows: 

31


 
 
The Company
 
Consolidated SCE&G
Millions of dollars
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Other income
 
$
64.4

 
$
74.5

 
$
121.8

 
$
29.3

 
$
31.1

 
$
79.8

Other expense
 
(38.5
)
 
(60.1
)
 
(64.3
)
 
(24.1
)
 
(31.1
)
 
(33.8
)
Gain on sale of SCI, net of transaction costs
 

 
106.6

 

 

 

 

AFC - equity funds
 
29.4

 
27.0

 
32.7

 
26.1

 
24.8

 
27.7


2016 vs 2015
Other income at the Company and Consolidated SCE&G decreased by $3.5 million due to lower gains on the sale of land and due to the recognition in 2015 of $5.2 million of gains realized upon the settlement of certain interest rate contracts previously recorded as regulatory liabilities pursuant to SCPSC orders previously discussed. Such gain recognition was fully offset by downward adjustments to revenues reflected within electric margin and had no effect on net income (see electric margin discussion). At the Company, other income also decreased by $3.9 million and other expenses decreased by $2.3 million due to the sale of SCI, and other income and other expenses decreased by $10.5 million for billings to DCGT for transition services provided at cost pursuant to the terms of the sale of CGT. Other expenses at the Company and Consolidated SCE&G decreased by $5.2 million due to lower contribution expenses. In 2015, the Company's other income included the gain on the sale of SCI (see Dispositions in Note 1 to the consolidated financial statements). AFC increased due to construction activity.

2015 vs 2014
Other income decreased at the Company and Consolidated SCE&G due primarily to the recognition of $64.0 million of gains in 2014, compared to $5.2 million in 2015, realized upon the settlement of certain interest rate contracts previously recorded as regulatory liabilities pursuant to the SCPSC orders previously discussed. Such gain recognition was fully offset by downward adjustments to revenues reflected within electric margin and had no effect on net income (see electric margin discussion). At the Company, other income also decreased by $18.3 million and other expenses decreased by $10.9 million due to the sale of SCI, and other income and other expenses increased by $12.7 million for billings to DCGT for transition services provided at cost pursuant to the terms of the sale of CGT. In 2015, the Company's other income included the gain on the sale of SCI (see Dispositions in Note 1 to the consolidated financial statements). AFC decreased due to lower AFC rates.
    
Interest Expense
 
Components of interest expense, net of the debt component of AFC, were as follows:
 
 
The Company
 
Consolidated SCE&G
Millions of dollars
 
2016
 
2015
 
2014
 
2016
 
2015
 
2014
Interest on long-term debt, net
 
$
330.3

 
$
311.3

 
$
306.7

 
$
253.8

 
$
236.0

 
$
217.6

Other interest expense
 
12.0

 
6.5

 
5.7

 
16.2

 
12.1

 
10.4

Total
 
$
342.3

 
$
317.8

 
$
312.4

 
$
270.0

 
$
248.1

 
$
228.0


Interest expense increased in each year primarily due to increased borrowings.

Income Taxes
    
At the Company, income tax expense decreased from 2015 to 2016 primarily due to lower income before taxes. Income tax expense increased from 2014 to 2015 primarily due to higher income before taxes. Income before taxes, income taxes and the effective tax rate were all higher in 2015 primarily due to the sales of CGT and SCI. At Consolidated SCE&G, income tax expense increased each year primarily due to increases in income before taxes.

LIQUIDITY AND CAPITAL RESOURCES
 
The Company expects to meet contractual cash obligations in 2017 through internally generated funds and additional short- and long-term borrowings. The Company may also meet such obligations through the sale of equity securities. The Company expects that, barring a future impairment of the capital markets or its access to such markets, it has or can obtain adequate sources of financing to meet its projected cash requirements for the foreseeable future, including the cash requirements for nuclear construction and refinancing maturing long-term debt.
 
Cash requirements for SCANA’s regulated subsidiaries arise primarily from their operational needs, funding their construction programs and payment of dividends to SCANA. The ability of the regulated subsidiaries to replace existing plant

32


investment, to expand to meet future demand for electricity and gas and to install equipment necessary to comply with environmental regulations, will depend on their ability to attract the necessary financial capital on reasonable terms. Regulated subsidiaries recover the costs of providing services through rates charged to customers. Rates for regulated services are generally based on historical costs. As customer growth and inflation occur and these subsidiaries continue their ongoing construction programs, rate increases will be sought. The future financial position and results of operations of regulated subsidiaries will be affected by their ability to obtain adequate and timely rate and other regulatory relief.
 
Due primarily to the availability of proceeds from the sale of two subsidiaries in the first quarter of 2015, the Company began using open market purchases for its stock plans at the end of January 2015. Prior to the use of open market purchases, SCANA common stock was acquired on behalf of participants in SCANA’s Investor Plus Plan and Stock Purchase-Savings Plan through the original issuance of shares. This provided additional equity of approximately $14 million in 2015.

Rating agencies consider qualitative and quantitative factors when assessing SCANA and its rated operating companies’ credit ratings, including regulatory environment, capital structure and the ability to meet liquidity requirements. Changes in the regulatory environment or deterioration of the Company’s or its rated operating companies' commonly monitored financial credit metrics and adverse developments with respect to nuclear construction could negatively affect the Company’s debt ratings. This could cause the Company to pay higher interest rates on its long- and short-term indebtedness, and could limit the Company's access to capital markets and liquidity.
    
Cash provided from operating activities in 2015 reflects lower tax payments arising from Congress’ extension of bonus deprecation provisions in 2014. Cash provided from operating activities in 2016 reflects significant tax benefits (reductions in income tax payments) arising from the deduction under Section 174 of the IRC of certain expenditures related to the design and construction of the New Units and the related claim of credits under Section 41 of the IRC. Similar tax benefits are expected to be claimed in the next several years as design and construction continues, and these cash flows are expected to continue to supplant portions of financing which would otherwise be obtained in the capital markets.

Capital Expenditures
 
Cash outlays for property additions and construction expenditures, including nuclear fuel, were $1.6 billion in 2016. Estimates of capital expenditures for construction and nuclear fuel for the next three years, which are subject to continuing review and adjustment, are as follows:
Estimated Capital Expenditures
Millions of dollars
 
2017
 
2018
 
2019
SCE&G - Normal
 
 

 
 

 
 

Generation
 
$
138

 
$
124

 
$
148

Transmission & Distribution
 
180

 
205

 
207

Other
 
10

 
16

 
26

Gas
 
74

 
85

 
76

Common
 
4

 
3

 
9

Total SCE&G - Normal
 
406

 
433

 
466

PSNC Energy
 
332

 
242

 
182

Other
 
31

 
21

 
28

Total Normal
 
769

 
696

 
676

New Nuclear (including transmission) - SCE&G*
 
1,222

 
1,165

 
501

Cash Requirements for Construction*
 
1,991

 
1,861

 
1,177

Nuclear Fuel - SCE&G
 
80

 
89

 
111

Total Estimated Capital Expenditures*
 
$
2,071

 
$
1,950

 
$
1,288

*Excludes the impact of the updated integrated project schedule which reflects WEC’s revised estimated completion dates of April 2020 and December 2020 for Units 2 and 3, respectively. See Note 10 to the consolidated financial statements.


33


Contractual cash obligations as of December 31, 2016 are summarized as follows:
Contractual Cash Obligations
 
Payments due by periods
Millions of dollars
 
Total
 
Less than
1 year
 
1 - 3 years
 
4 - 5 years
 
More than
5 years
Long- and short-term debt, including interest
 
$
13,976

 
$
1,292

 
$
2,002

 
$
1,257

 
$
9,425

Capital leases
 
26

 
5

 
14

 
2

 
5

Operating leases
 
116

 
30

 
59

 
6

 
21

Purchase obligations
 
3,869

 
2,387

 
1,481

 
1

 

Other commercial commitments
 
3,639

 
899

 
1,532

 
613

 
595

Total
 
$
21,626

 
$
4,613

 
$
5,088

 
$
1,879

 
$
10,046

 
Included in the table above in purchase obligations is SCE&G’s portion of a contractual agreement for the design and construction of the New Units. SCE&G expects to be a joint owner and share operating costs and generation output of the New Units, with SCE&G currently responsible for 55 percent. SCE&G has agreed to acquire an additional 5% ownership in the New Units and has included $850 million for this purpose in other commercial commitments. See also New Nuclear Construction in Note 10 to the consolidated financial statements.

Purchase obligations include customary purchase orders under which the Company has the option to utilize certain vendors without the obligation to do so. The Company may terminate such arrangements without penalty.

Other commercial commitments includes estimated obligations under forward contracts for natural gas purchases. Such forward contracts include customary “make-whole” or default provisions, but are not considered to be “take-or-pay” contracts. Certain of these contracts relate to regulated businesses; therefore, the effects of such contracts on fuel costs are reflected in electric or gas rates.  Other commercial commitments also includes a “take-and-pay” contract for natural gas which expires in 2019 and estimated obligations for coal and nuclear fuel purchases.

Unrecognized tax benefits of approximately $219 million have been excluded from the table above due to uncertainty as to the timing of future payments. For additional information, see Note 5 to the consolidated financial statements.

In addition to the contractual cash obligations above, the Company sponsors a noncontributory defined benefit pension plan and an unfunded health care and life insurance benefit plan for retirees. The pension plan is adequately funded under current regulations, and no significant contributions are anticipated for the foreseeable future. Cash payments under the postretirement health care and life insurance benefit plan were $11.1 million in 2016, and such annual payments are expected to be the same or increase to as much as $15.9 million in the future.
 
The Company is party to certain NYMEX natural gas futures contracts for which any unfavorable market movements are funded in cash. These derivatives are accounted for as cash flow hedges and their effects are reflected within other comprehensive income until the anticipated sales transactions occur. The Company, including Consolidated SCE&G, is also party to certain interest rate derivative contracts for which unfavorable market movements above certain thresholds are funded in cash collateral. Certain of these interest rate derivative contracts are accounted for as cash flow hedges, and others are not designated as cash flow hedges but are accounted for pursuant to regulatory orders. See further discussion at Item 7A. Quantitative and Qualitative Disclosures About Market Risk and Note 6 to the consolidated financial statements. As of December 31, 2016, the Company had posted $29.0 million in cash collateral related to interest rate derivative contracts.
 
The Company has a legal obligation associated with the decommissioning and dismantling of Unit 1 and other conditional AROs that are not listed in contractual cash obligations above. See Notes 1 and 10 to the consolidated financial statements.
 
Financing Limits and Related Matters

Issuance of various securities, including long-term and short-term debt, is subject to customary approval or authorization by regulatory bodies including state public service commissions and FERC.

SCE&G has obtained FERC authority to issue short-term indebtedness and to assume liabilities as a guarantor (pursuant to Section 204 of the Federal Power Act). SCE&G may issue unsecured promissory notes, commercial paper and direct loans in amounts not to exceed $1.6 billion outstanding with maturity dates of one year or less, and may enter into guaranty agreements in favor of lenders, banks, and dealers in commercial paper in amounts not to exceed $600 million.

34


GENCO has obtained FERC authority to issue short-term indebtedness not to exceed $200 million outstanding with maturity dates of one year or less. The authority described herein will expire in October 2018.

At December 31, 2016 SCANA, SCE&G (including Fuel Company) and PSNC Energy were parties to five-year credit agreements in the amounts of $400 million, $1.2 billion, of which $500 million relates to Fuel Company, and $200 million, respectively, which expire in December 2020. In addition, at December 31, 2016 SCE&G was party to a three-year credit agreement in the amount of $200 million which expires in December 2018. These credit agreements are used for general corporate purposes, including liquidity support for each company's commercial paper program and working capital needs and, in the case of Fuel Company, to finance or refinance the purchase of nuclear fuel, certain fossil fuels, and emission and other environmental allowances. For a list of banks providing credit support and other information, see Note 4 to the consolidated financial statements.

As of December 31, 2016, the Company had no outstanding borrowings under its credit facilities, had approximately $941 million in commercial paper borrowings outstanding, was obligated under $3.3 million in LOC-supported letters of credit, and held approximately $208 million in cash and temporary investments. The Company regularly monitors the commercial paper and short-term credit markets to optimize the timing for repayment of the outstanding balance on its draws, while maintaining appropriate levels of liquidity. The Company's average short-term borrowings outstanding during 2016 were approximately $857 million. Short-term cash needs were met primarily through the issuance of commercial paper.

At December 31, 2016, the Company’s long-term debt portfolio has a weighted average maturity of approximately 20 years and bears an average cost of 5.8%. Substantially all long-term debt bears fixed interest rates or is swapped to fixed.

The Company’s articles of incorporation do not limit the dividends that may be paid on its common stock. However, SCE&G’s bond indenture (relating to the hereinafter defined Bonds) and PSNC Energy’s note purchase and debenture purchase agreements each contain provisions that, under certain circumstances which the Company considers to be remote, could limit the payment of cash dividends on their respective common stock.

The Federal Power Act requires the appropriation of a portion of certain earnings from hydroelectric projects.  At December 31, 2016, approximately $79.0 million of retained earnings were restricted by this requirement as to payment of cash dividends on SCE&G’s common stock.
 
SCANA Corporation
 
SCANA has an indenture which permits the issuance of unsecured debt securities from time to time including its medium-term notes. This indenture contains no specific limit on the amount of unsecured debt securities which may be issued.
 
South Carolina Electric & Gas Company
 
SCE&G is subject to a bond indenture dated April 1, 1993 (Mortgage) covering substantially all of its electric properties under which all of its first mortgage bonds (Bonds) have been issued. Bonds may be issued under the Mortgage in an aggregate principal amount not exceeding the sum of (1) 70% of Unfunded Net Property Additions (as therein defined), (2) the aggregate principal amount of retired Bonds and (3) cash deposited with the trustee. Bonds, other than certain Bonds issued on the basis of retired Bonds, may be issued under the Mortgage only if Adjusted Net Earnings (as therein defined) for 12 consecutive months out of the 18 months immediately preceding the month of issuance are at least twice (2.0) the annual interest requirements on all outstanding Bonds and Bonds to be outstanding (Bond Ratio). For the year ended December 31, 2016, the Bond Ratio was 5.12.

Financing Activities

During 2016, net cash inflows related to financing activities totaled approximately $560 million, primarily associated with the proceeds from the issuance of long-term debt and short-term borrowings, partially offset by the payment of dividends.

On November 1, 2016, Consolidated SCE&G paid at maturity $100 million related to a nuclear fuel financing which had an imputed interest rate of 0.78%.
    
In June 2016, SCE&G issued $425 million of 4.1% first mortgage bonds due June 15, 2046. In addition, SCE&G issued $75 million of 4.5% first mortgage bonds due June 1, 2064, which constituted a reopening of the $300 million of 4.5% first mortgage bonds issued in May 2014. Proceeds from these sales were used to repay short-term debt primarily incurred as a result of SCE&G’s construction program, to finance capital expenditures, and for general corporate purposes.

35



In June 2016, PSNC Energy issued $100 million of 4.13% senior notes due June 22, 2046. Proceeds from this sale were used to repay short-term debt, to finance capital expenditures, and for general corporate purposes.

In May 2015, SCE&G issued $500 million of 5.1% first mortgage bonds due June 1, 2065. Proceeds from this sale were used to repay short-term debt primarily incurred as a result of SCE&G’s construction program, to finance capital expenditures, and for general corporate purposes.

On February 2, 2015, SCANA redeemed prior to maturity $150 million of its 7.70% junior subordinated notes at their face value.

Investing Activities

To settle interest rate derivative contracts, the Company paid approximately $113 million in 2016, $253 million, net, in 2015 and approximately $95 million in 2014.

For additional information, see Note 4 to the consolidated financial statements.
     
Ratios of earnings to fixed charges for each of the five years ended December 31, 2016, were as follows:
December 31,
 
2016
 
2015
 
2014
 
2013
 
2012
The Company
 
3.38
 
4.40
 
3.39
 
3.22
 
2.93
Consolidated SCE&G
 
3.66
 
3.69
 
3.77
 
3.48
 
3.29

The Company's ratio for 2015 reflects the impact of gains recorded upon the sale of certain subsidiaries. See Note 1 to the consolidated financial statements.

NEW NUCLEAR CONSTRUCTION MATTERS

For a discussion of developments related to new nuclear construction, see Note 2 and Note 10 to the consolidated financial statements.

ENVIRONMENTAL MATTERS
 
The operations of the Company are subject to extensive regulation by various federal and state authorities in the areas of air quality, water quality, control of toxic substances and hazardous and solid wastes. Applicable statutes and rules include the CAA, CWA, Nuclear Waste Act and CERCLA, among others. In many cases, regulations proposed by such authorities could have a significant impact on financial condition, results of operations and cash flows. In addition, the conditions or requirements that will be imposed by regulatory or legislative proposals often cannot be predicted. To the extent that compliance with environmental regulations or legislation results in capital expenditures or operating costs, recovery of such expenditures and costs are expected through existing ratemaking provisions.

For the three years ended December 31, 2016, capital expenditures for environmental control equipment at fossil fuel generating stations totaled $39.5 million. During this same period, expenditures were made for the construction and retirement of landfills and ash ponds, net of disposal proceeds, of approximately $32.8 million. In addition, expenditures were made to operate and maintain environmental control equipment at fossil plants of $9.5 million in 2016, $8.7 million in 2015 and $9.1 million in 2014, which are included in other operation and maintenance expense, and expenditures were made to handle waste ash, net of disposal proceeds, of $2.4 million in 2016, $1.3 million in 2015 and $1.6 million in 2014, which are included in fuel used in electric generation. In addition, included within other operation and maintenance expense is an annual amortization of $1.4 million in each of 2016, 2015 and 2014 related to SCE&G's recovery of MGP remediation costs as approved by the SCPSC. It is not possible to estimate all future costs related to environmental matters, but forecasts for capitalized environmental expenditures for the Company are $38.3 million for 2017 and $120 million for the four-year period 2018-2021.  These expenditures are included in the Estimated Capital Expenditures table, discussed in Liquidity and Capital Resources, and include known costs related to the matters discussed below.
 
The EPA is conducting an enforcement initiative against the utilities industry related to the NSR provisions and the NSPS of the CAA. As part of the initiative, many utilities have received requests for information under Section 114 of the CAA. In addition, the DOJ, on behalf of the EPA, has taken civil enforcement action against several utilities. The primary basis

36


for these actions is the assertion by the EPA that maintenance activities undertaken by the utilities at their coal-fired power plants constituted “major modifications” which required the installation of costly BACT. Some of the utilities subject to the actions have reached settlement. Though the Company cannot predict what action, if any, the EPA will initiate against it, any costs incurred are expected to be recoverable through rates.

With the pervasive emergence of concern over the issue of global climate change as a significant influence upon the economy, SCANA, SCE&G and GENCO are subject to climate-related financial risks, including those involving regulatory requirements responsive to GHG emissions, as well as those involving other potential physical impacts. Other business and financial risks arising from such climate change could also materialize. The Company cannot predict all of the climate-related regulatory and physical risks nor the related consequences which might impact the Company, and the following discussion should not be considered all-inclusive.
 
Physical effects associated with climate changes could include changes in weather patterns, such as storm frequency and intensity, and any resultant damage to the Company's electric and gas systems, as well as impacts on employees and customers, the supply chain and many others. Much of the service territory of SCE&G is subject to the damaging effects of Atlantic and Gulf coast hurricanes and also to the damaging impact of winter ice storms. To help mitigate the financial risks arising from these potential occurrences, SCE&G maintains insurance on certain properties. As part of its ongoing operations, SCE&G maintains emergency response and storm preparation plans and teams who receive ongoing training and related simulations, all in order to allow for the protection of assets and the return of systems to normal reliable operation in a timely fashion following any such event.

Environmental commitments and contingencies are further described in Note 10 to the consolidated financial statements.

REGULATORY MATTERS
 
SCANA and its subsidiaries are subject to the regulatory jurisdiction of the following entities for the matters noted.
Company
Regulatory Jurisdiction/Matters
SCANA
The SEC as to the issuance of certain securities and other matters and the FERC as to certain acquisitions and other matters.
 
 
SCANA and all subsidiaries
The CFTC, under Dodd-Frank, concerning recordkeeping, reporting, and other related regulations associated with swaps, options, forward contracts, and trade options, to the extent SCANA and any of its subsidiaries engage in any such activities.
 
 
SCE&G
The SEC as to the issuance of certain securities and other matters; the SCPSC as to retail electric and gas rates, service, accounting, issuance of securities (other than short-term borrowings) and other matters; the FERC as to issuance of short-term borrowings, guarantees of short-term indebtedness, certain acquisitions, wholesale electric power and transmission rates and services, the transmission of electric energy in interstate commerce, the wholesale sale of electric energy, the licensing of hydroelectric projects and other matters, including accounting; the DOE under the Federal Power Act as to use of emergency authority and coordination of all applicable federal authorizations and related environmental reviews to site an electric transmission facility; and the NRC with respect to the ownership, construction, operation and decommissioning of its currently operated and planned nuclear generating facilities. NRC jurisdiction encompasses broad supervisory and regulatory powers over the construction and operation of nuclear reactors, including matters of health and safety and environmental impact. In addition, the Federal Emergency Management Agency reviews, in conjunction with the NRC, certain aspects of emergency planning relating to the operation of nuclear plants.
 
 
GENCO
The SCPSC as to the issuance of securities (other than short-term borrowings); the FERC as to issuance of short-term borrowings, the wholesale sale of electric energy, accounting, certain acquisitions and other matters; and the DOE under the Federal Power Act as to use of emergency authority.
 
 
Fuel Company
The SEC as to the issuance of certain securities.
 
 
PSNC Energy
The NCUC as to gas rates, service, issuance of securities (other than notes with a maturity of two years or less or renewals of notes with a maturity of six years or less), accounting and other matters, and the SEC as to the issuance of certain securities.
 
 

37


SCE&G and PSNC Energy
The PHMSA and the DOT as to federal pipeline safety requirements for gas distribution pipeline systems and natural gas transmission systems, respectively. The ORS and the NCUC are responsible for enforcement of federal and state pipeline safety requirements in South Carolina (SCE&G) and North Carolina (PSNC Energy), respectively.
 
 
SCANA Energy
The GPSC through its certification as a natural gas marketer in Georgia and specifically as to retail prices for customers served under its regulated provider contract.

Material retail rate proceedings are described in Note 2 to the consolidated financial statements. In addition, the RSA allows natural gas distribution companies in South Carolina to request annual adjustments to rates to reflect changes in revenues and expenses and changes in investment. Such annual adjustments are subject to certain qualifying criteria and review by the SCPSC.

SCE&G’s electric transmission system and certain facilities related to generation and distribution are subject to NERC, which develops and enforces reliability standards for the bulk power systems throughout North America. NERC is subject to oversight by FERC.

Dodd-Frank provides for substantial additional regulation of over-the-counter and security-based derivative instruments, among other things, and requires numerous rule-makings by the CFTC and the SEC to implement. The Company has determined that it meets the end-user exception in Dodd-Frank, with the lowest level of required regulatory reporting burden imposed by this law. The Company is currently complying with these enacted regulations and intends to comply with regulations enacted in the future, but cannot predict when the final regulations will be issued or what requirements they will impose.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES
 
Following are descriptions of the accounting policies and estimates which are most critical in terms of reporting financial condition or results of operations.
 
Accounting for Rate Regulated Operations
 
Regulated utilities record certain assets and liabilities that defer the recognition of expenses and revenues to future periods in accordance with accounting guidance for rate-regulated utilities. In the future, in the event of deregulation or other changes in the regulatory environment, the criteria of accounting for rate-regulated utilities may no longer be met, and the write off of regulatory assets and liabilities could be required. Such an event could have a material effect on the results of operations, liquidity or financial position of the Electric Operations and Gas Distribution segments in the period the write-off would be recorded. See Note 2 to the consolidated financial statements for a description of the regulatory assets and liabilities.
 
Generation assets would be exposed to considerable financial risks in a deregulated electric market. If market prices for electric generation do not produce adequate revenue streams and the enabling legislation or regulatory actions do not provide for recovery of the resulting stranded costs, a write down in those assets could be required. It is not possible to predict whether any write-downs would be necessary and, if they were, the extent to which they would affect results of operations in the period in which they would be recorded. As of December 31, 2016, net investments in fossil/hydro and nuclear generation assets were approximately $2.2 billion and $5.0 billion, respectively.
    
Revenue Recognition and Unbilled Revenues
 
Revenues related to the sale of energy are recorded when service is rendered or when energy is delivered to customers. Because customers of the utilities and retail gas operations are billed on cycles which vary based on the timing of the actual reading of their electric and gas meters, estimates are recorded for unbilled revenues at the end of each reporting period. Such unbilled revenue amounts reflect estimates of the amount of energy delivered to customers for which they have not yet been billed. Such unbilled revenues reflect consideration of estimated usage by customer class, the effects of different rate schedules and, where applicable, the impact of weather normalization or other regulatory provisions of rate structures. The accrual of unbilled revenues in this manner properly matches revenues and related costs. The Company's accounts receivable included unbilled revenues of $178.9 million at December 31, 2016 and $129.1 million at December 31, 2015, compared to total revenues of $4.2 billion in 2016 and $4.4 billion in 2015.
 

38


Nuclear Decommissioning
 
Accounting for decommissioning costs for nuclear power plants involves significant estimates related to costs to be incurred many years into the future. Among the factors that could change SCE&G’s accounting estimates related to decommissioning costs are changes in technology, changes in regulatory and environmental remediation requirements, and changes in financial assumptions such as discount rates and the estimated timing of cash flows. Changes in any of these estimates could significantly impact financial position and cash flows (although changes in such estimates should be earnings-neutral, because these costs are expected to be collected from ratepayers).
 
Based on a decommissioning cost study, SCE&G’s two-thirds share of estimated site-specific nuclear decommissioning costs for Unit 1, including both the cost of decommissioning plant components that are and are not subject to radioactive contamination, totals $786.4 million, stated in 2016 dollars. Santee Cooper is responsible for decommissioning costs related to its one-third ownership interest in Unit 1. The cost estimate assumes that upon closure the site would be maintained for 60 years in such a manner as to allow for subsequent decontamination that would permit release for unrestricted use.
 
Under SCE&G’s method of funding decommissioning costs, SCE&G transfers to an external trust fund the amounts collected through rates, less expenses. The trust invests the amounts transferred into insurance policies on the lives of certain company personnel. Insurance proceeds are reinvested in insurance policies. The trusteed asset balance reflects the net cash surrender value of the insurance policies and cash held by the trust. Management intends for the fund, including earnings thereon, to provide for all eventual decommissioning expenditures for Unit 1 on an after-tax basis.

Asset Retirement Obligations
 
AROs are accrued for legal obligations associated with the retirement of long-lived tangible assets that result from acquisition, construction, development and normal operation in accordance with applicable accounting guidance. These obligations are recognized at present value in the period in which they are incurred, and associated asset retirement costs are capitalized as part of the carrying amount of the related long-lived assets. Because such obligations relate primarily to regulated utility operations, their recognition has no significant impact on results of operations. As of December 31, 2016, the Company has recorded AROs of $199 million for nuclear plant decommissioning (as discussed above) and AROs of $359 million for other conditional obligations primarily related to other generation, transmission and distribution properties, including gas pipelines. All of the amounts are based upon estimates which are subject to varying degrees of precision, particularly since payments in settlement of such obligations may be made many years in the future. Changes in these estimates will be recorded over time; however, these changes in estimates are not expected to materially impact results of operations so long as the regulatory framework for the utilities remains in place.
 
Accounting for Pensions and Other Postretirement Benefits
 
The Company recognizes the funded status of its defined benefit pension plan as an asset or liability and changes in funded status as a component of net periodic benefit cost or other comprehensive income, net of tax, or as a regulatory asset as required by accounting guidance. Accounting guidance requires the use of several assumptions that impact pension cost, of which the discount rate and the expected return on assets are the most sensitive. Net pension cost of $22.9 million recorded in 2016 reflects the use of a 4.68% discount rate derived using a cash flow matching technique, and an assumed 7.50% long-term rate of return on plan assets. The Company believes that these assumptions and the resulting pension cost amount were reasonable. For purposes of comparison, a 25 basis point reduction in the discount rate in 2016 would have increased the Company’s pension cost by $1.6 million and increased the pension obligation by $23.2 million. Further, had the assumed long-term rate of return on assets been 7.25%, the Company’s pension cost for 2016 would have increased by $1.9 million.
 
The following information with respect to pension assets (and returns thereon) should also be noted.
 
In developing the expected long-term rate of return assumptions, the Company evaluates historical performance, targeted allocation amounts and expected payment terms. As of the beginning of 2016, the plan’s historical 10, 15, 20 and 25 year cumulative performance showed actual returns of 5.3%, 4.6%, 7.2% and 8.7%, respectively. The 2016 expected long-term rate of return of 7.50% was based on a target asset allocation of 58% with equity managers, 33% with fixed income managers and 9% with hedge fund managers. Management regularly reviews such allocations and periodically rebalances the portfolio when considered appropriate. As of the beginning of 2017, the plan’s historical 10, 15, 20 and 25 year cumulative performance showed actual returns of 5.1%, 5.4%, 6.9% and 8.2%, respectively. For 2017, it is anticipated that the long-term expected rate of return will be 7.25%.
 

39


Pursuant to regulatory orders, certain previously deferred pension costs are being amortized as described in Note 2 to the consolidated financial statements. Current pension expense for electric operations is being recovered through a pension cost rider, and current pension expense related to SCE&G's and PSNC Energy's gas operations is being recovered through cost of service rates.

Pension benefits are not offered to employees hired or rehired after 2013, and pension benefits for existing participants will no longer accrue for services performed or compensation earned after 2023. As a result, the significance of pension costs and the criticality of the related estimates will continue to diminish. Further, the pension trust is adequately funded under current regulations, and management does not anticipate the need to make significant pension contributions for the foreseeable future based on current market conditions and assumptions.

The Company accounts for the cost of its postretirement medical and life insurance benefit plan in a similar manner to that used for its defined benefit pension plan. This plan is unfunded, so no assumptions related to rate of return on assets impact the net expense recorded; however, the selection of discount rates can significantly impact the actuarial determination of net expense. The Company used a discount rate of 4.78%, derived using a cash flow matching technique, and recorded a net cost for 2016 of $17.3 million. Had the selected discount rate been 4.53% (25 basis points lower than the discount rate referenced above), the expense for 2016 would have been $0.7 million higher and increased the obligation by $8.3 million. Because the plan provisions include “caps” on company per capita costs, and because employees hired after 2010 are responsible for the full cost of retiree medical benefits elected by them, health care cost inflation rate assumptions do not materially impact the net expense recorded. 

Uncertain Income Tax Positions

During 2013 and 2014, SCANA amended certain of its income tax returns to claim additional tax-defined research and experimentation deductions (under IRC Section 174) and credits (under IRC Section 41) and to reflect related impacts on other items such as domestic production activities deductions (under IRC Section 199). SCANA also made similar claims in filing its original 2013 and 2014 returns in 2014 and 2015, respectively. In September 2016, SCANA claimed significant research and experimentation deductions and credits (offset by reductions in its domestic production activities deductions), related to the ongoing design and construction activities of the New Units, in its 2015 income tax returns. These claims followed the issuance of final IRS regulations in 2014 regarding such treatment with respect to expenditures related to the design and construction of pilot models.  See also Note 5 to the consolidated financial statements.

These income tax deductions and credits are considered to be uncertain tax positions, and under relevant accounting guidance, estimates of the amounts of related tax benefits which may not be sustained upon examination by the taxing authorities are required to be recorded as unrecognized tax benefits in the financial statements.  As of December 31, 2016, such estimated unrecognized tax benefits totaled $350 million ($219 million net of the impact of state deductions on federal returns, and net of certain operating loss and tax credit carryforwards and receivables related to the uncertain tax positions).  The estimates of unrecognized tax benefits were computed with consideration as to whether the claims are (or are not) more likely than not to be sustained and with consideration of analyses of cumulative probabilities regarding potential outcomes.  Such estimates involve significant management judgment and varying levels of precision.  Changes in such estimates are required to be recorded as circumstances change and additional information regarding the claims and potential outcomes becomes available, and these changes could be significant.

However, as these uncertain tax positions primarily involve the timing of recognition of tax deductions rather than permanent tax attributes, the estimates regarding their recognition do not significantly impact the Company's effective tax rate.  Further, the permanent attributes (net), as well as most of the interest accruals required to be recorded with respect to the unrecognized tax benefits, have been deferred within regulatory assets.  As such, the impacts of these significant accounting estimates, and changes therein, are primarily reflected on the balance sheet rather than in results of operations.

Upon resolution of the uncertainties, the Company will be required to re-pay any tax benefits claimed which are ultimately disallowed, along with interest on those amounts.  In certain circumstances, which the Company considers to be remote, penalties for underpayment of income taxes could also be assessed. Such amounts could be significant and adversely affect cash flow and financial condition.


40


OTHER MATTERS
 
Off-Balance Sheet Arrangements
 
SCANA holds insignificant investments in securities and business ventures. The Company does not engage in significant off-balance sheet financing or similar transactions, although it is party to various operating leases in the normal course of business for land, office space, furniture, vehicles, equipment, rail cars, a purchase power agreement, and airplanes.

Claims and Litigation
 
For a description of claims and litigation, see Note 10 to the consolidated financial statements.

Other

As Georgia’s regulated provider, SCANA Energy provides service to customers considered to be low-income or that are otherwise unable to obtain natural gas service from other marketers. SCANA Energy provides this service at rates approved by the GPSC and receives funding from Georgia's Universal Service Fund to offset some of the resulting bad debt. SCANA Energy files financial and other information periodically with the GPSC, and such information is available at www.psc.state.ga.us (which is not intended as an active hyperlink; the information on the GPSC website is not part of this or any other report filed by the Company with the SEC).
 
SCANA’s natural gas distribution and gas marketing segments maintain gas inventory and utilize forward contracts and other financial instruments, including commodity swaps and futures contracts, to manage exposure to fluctuating commodity natural gas prices. See Note 6 to the consolidated financial statements. As a part of this risk management process, at any given time, a portion of SCANA’s projected natural gas needs has been purchased or placed under contract.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
All financial instruments described in this section are held for purposes other than trading.
 
Interest Rate Risk
 
The tables below provide information about long-term debt issued by the Company and Consolidated SCE&G and other financial instruments that are sensitive to changes in interest rates. For debt obligations, the tables present principal cash flows and related weighted average interest rates by expected maturity dates. For interest rate swaps, the figures shown reflect notional amounts, weighted average interest rates and related maturities. Fair values for debt represent quoted market prices. Interest rate swap agreements are valued using discounted cash flow models with independently sourced data. 
The Company
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
Expected Maturity Date
Millions of dollars
2017
 
2018
 
2019
 
2020
 
2021
 
Thereafter
 
Total
 
Fair Value
Long-Term Debt:
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

   Fixed Rate ($)
12.5

 
721.7

 
11.1

 
360.2

 
489.0

 
4,789.7

 
6,384.3

 
7,040.6

   Average Fixed Interest Rate (%)
4.21

 
6.01

 
4.40

 
6.33

 
4.64

 
5.73

 
5.70

 

   Variable Rate ($)
4.4

 
4.4

 
4.4

 
4.4