EX-13.3 4 a07-20388_1ex13d3.htm U.S. GAAP RECONCILIATION

Exhibit 13.3

 

 

 

 

TRANSCANADA CORPORATION

RECONCILIATION TO UNITED STATES GAAP

 

 

 

 

 

 

 

June 30, 2007

 



 

TRANSCANADA CORPORATION

RECONCILIATION TO UNITED STATES GAAP

 

The unaudited consolidated financial statements of TransCanada Corporation (TransCanada or the Company) for the three and six months ended June 30, 2007 have been prepared in accordance with Canadian generally accepted accounting principles (GAAP), which in some respects, differ from U.S. GAAP. The effects of these differences on the Company’s consolidated financial statements for the three and six months ended June 30, 2007 are provided in the following U.S. GAAP condensed consolidated financial statements which should be read in conjunction with TransCanada’s audited consolidated financial statements for the year ended December 31, 2006 and unaudited consolidated financial statements for the three and six months ended June 30, 2007 prepared in accordance with Canadian GAAP.

 

Condensed Statement of Consolidated Income and Other Comprehensive Income in Accordance with U.S. GAAP(1)

 


(unaudited)

 

Three months
ended June 30

 

Six months ended
June 30

 

(millions of dollars except per share amounts)

 

2007

 

2006

 

2007

 

2006

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

1,975

 

1,322

 

3,869

 

2,815

 

Plant operating costs and other

 

631

 

442

 

1,219

 

872

 

Commodity purchases resold

 

536

 

267

 

1,058

 

632

 

Depreciation

 

263

 

222

 

512

 

445

 

 

 

1,430

 

931

 

2,789

 

1,949

 

 

 

545

 

391

 

1,080

 

866

 

Other (income)/expenses

 

 

 

 

 

 

 

 

 

Income from equity investments

 

(67

)

(99

)

(170

)

(218

)

Other expenses(2)

 

243

 

182

 

489

 

361

 

Income taxes

 

123

 

70

 

253

 

239

 

 

 

299

 

153

 

572

 

382

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations - U.S. GAAP

 

246

 

238

 

508

 

484

 

Net income from discontinued operations - U.S. GAAP

 

-

 

-

 

-

 

28

 

Net Income in Accordance with U.S. GAAP

 

246

 

238

 

508

 

512

 

Adjustments affecting comprehensive income under U.S. GAAP

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustment, net of tax

 

(138

)

(2

)

(166

)

(6

)

Change in funded status of postretirement plan liability, net of tax(3)

 

1

 

-

 

3

 

-

 

Change in equity investment funded status of postretirement plan liability, net of tax(3)

 

2

 

-

 

11

 

-

 

Unrealized (loss)/gain on derivatives, net of tax

 

(13

)

16

 

(22

)

34

 

Comprehensive Income in Accordance with U.S. GAAP(4)

 

98

 

252

 

334

 

540

 

 

 

 

 

 

 

 

 

 

 

Net Income Per Share in Accordance with U.S. GAAP

 

 

 

 

 

 

 

 

 

Continuing operations

 

$0.46

 

$0.49

 

$0.97

 

$0.99

 

Discontinued operations

 

-

 

-

 

-

 

0.06

 

Basic and Diluted

 

$0.46

 

$0.49

 

$0.97

 

$1.05

 

 

 

 

 

 

 

 

 

 

 

Net Income Per Share in Accordance with Canadian GAAP

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

$0.48

 

$0.50

 

$1.00

 

$1.06

 

 

 

 

 

 

 

 

 

 

 

Dividends per common share

 

$0.34

 

$0.32

 

$0.68

 

$0.64

 

Common Shares Outstanding (millions)

 

 

 

 

 

 

 

 

 

Average for the period - Basic

 

536

 

488

 

522

 

488

 

Average for the period - Diluted

 

538

 

490

 

525

 

490

 

 



 

Reconciliation of Income from Continuing Operations

 


(unaudited)

 

Three months ended
June 30

 

Six months ended
June 30

 

(millions of dollars)

 

2007

 

2006

 

2007

 

2006

 

Net Income from Continuing Operations in Accordance with Canadian GAAP

 

257

 

244

 

522

 

489

 

U.S. GAAP adjustments

 

 

 

 

 

 

 

 

 

Unrealized loss on energy contracts(5)

 

-

 

(12

)

-

 

(11

)

Tax impact of unrealized loss on energy contracts

 

-

 

4

 

-

 

4

 

Equity investment gain(6)(7)

 

-

 

1

 

-

 

1

 

Unrealized gain/(loss) on foreign exchange and interest rate derivatives(8)

 

-

 

1

 

(4

)

1

 

Tax impact of loss on foreign exchange and interest rate derivatives

 

-

 

-

 

1

 

-

 

Tax recovery due to a change in tax legislation substantively enacted in Canada(9)

 

(11

)

-

 

(11

)

-

 

Income from Continuing Operations in Accordance with U.S. GAAP

 

246

 

238

 

508

 

484

 

 

 

Condensed Statement of Consolidated Cash Flows in Accordance with U.S. GAAP(1)

 

 


(unaudited)

 

Three months ended
June 30

 

Six months ended
June 30

 

(millions of dollars)

 

2007

 

2006

 

2007

 

2006

 

Cash Generated from Operations(10)

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

553

 

471

 

1,242

 

965

 

 

 

 

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

(301

)

(683

)

(4,980

)

(947

)

 

 

 

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

 

 

Net cash (used in)/provided by financing activities

 

(265

)

178

 

3,694

 

117

 

 

 

 

 

 

 

 

 

 

 

Effect of Foreign Exchange Rate Changes on Cash and Short-Term Investments

 

(22

)

(8

)

(25

)

(7

)

(Decrease)/Increase in Cash and Short-Term Investments

 

(35

)

(42

)

(69

)

128

 

Cash and Short-Term Investments

 

 

 

 

 

 

 

 

 

Beginning of period

 

254

 

253

 

288

 

83

 

Cash and Short-Term Investments

 

 

 

 

 

 

 

 

 

End of period

 

219

 

211

 

219

 

211

 

 



 

Condensed Balance Sheet in Accordance with U.S. GAAP(1)

 

 

 

 

 

 

 

 

 

June 30,

 

 

 

 

 

2007

 

December

 

(millions of dollars)

 

(unaudited)

 

31, 2006

 

Current assets

 

1,584

 

1,551

 

Long-term investments(6) (7)

 

2,964

 

2,922

 

Plant, property and equipment

 

19,935

 

17,430

 

Regulatory asset(11)

 

2,103

 

2,199

 

Other assets(6) (12)

 

4,236

 

1,720

 

 

 

30,822

 

25,822

 

 

 

 

 

 

 

Current liabilities(9) (13)

 

3,146

 

2,541

 

Deferred amounts(7)

 

1,149

 

987

 

Long-term debt and junior subordinated notes(12)

 

12,894

 

10,913

 

Deferred income taxes(6) (8) (11)

 

3,020

 

2,734

 

Preferred securities

 

489

 

536

 

Non-controlling interests

 

1,035

 

755

 

Shareholders’ equity

 

9,089

 

7,356

 

 

 

30,822

 

25,822

 

 

Statement of Accumulated Other Comprehensive Income in Accordance with U.S. GAAP(1)(14)

 

 

 

Under-funded

 

Cumulative

Minimum

 

Cash Flow

 

 

 

 

 

Postretirement

 

Translation

Pension

 

Hedges

 

 

 

(unaudited)

 

Plan Liability

 

Account

Liability

 

(SFAS No

 

 

 

(millions of dollars)

 

(SFAS No. 158 )

 

 

 

(SFAS No. 87 )

 

133 )

 

Total

 

Balance at December 31, 2006

 

(246 )

(90

)

-

 

(82

)

(418

)

Foreign currency translation adjustment, net of tax of $(84)

 

-

 

(166

)

-

 

-

 

(166

)

Change in funded status of postretirement plan liability, net of tax of $2

 

3

 

-

 

-

 

-

 

3

 

Change in equity investment funded status of postretirement plan liability, net of tax of $6

 

11

 

-

 

-

 

-

 

11

 

Unrealized loss on derivatives,   net of tax of $(14)

 

-

 

-

 

-

 

(22

)

(22

)

Balance at June 30, 2007

 

(232

)

(256

)

-

 

(104

)

(592

)

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2005

 

-

 

(89

)

(77

)

(58

)

(224

)

 

Foreign currency translation adjustment, net of tax of $(34)

 

-

 

(6

)

-

 

-

 

(6

)

Unrealized gain on derivatives,   net of tax of $(15)

 

-

 

-

 

-

 

34

 

34

 

Balance at June 30, 2006

 

-

 

(95

)

(77

)

(24

)

(196

)

 

(1)

 

In accordance with U.S. GAAP, the Condensed Statement of Consolidated Income, Statement of Consolidated Cash Flows, Consolidated Balance Sheet and Statement of Accumulated Other Comprehensive Income of TransCanada are prepared using the equity method of accounting for joint ventures.

 

 

 

(2)

 

Other expenses include an allowance for funds used during construction of $7 million for the six months ended June 30, 2007 (June 30, 2006 - $3 million).

 

 

 

(3)

 

Represents the amortization of net loss and prior service cost amounts previously recorded in accumulated other comprehensive income under Statement of Financial Accounting Standards No.158 “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans” for the Company’s defined benefit pension and other postretirement plans.

 



 

(4)

 

For the six months ended June 30, 2007, Comprehensive Income in Accordance with U.S. GAAP is $5 million lower than under Canadian GAAP. In addition to the differences between Canadian and U.S. GAAP net income described in the Reconciliation of Income from Continuing Operations, substantially all of the difference between Comprehensive Income prepared in Accordance with Canadian and U.S. GAAP for the six months ended June 30, 2007 relates to the accounting treatments for defined benefit pension and other postretirement plans.

 

 

 

(5)

 

Substantially all of the amounts recorded in the six months ended June 30, 2006 as differences between U.S. and Canadian GAAP in respect of energy contracts relate to gains and losses on derivative energy contracts for periods before they were documented as hedges for purposes of U.S. GAAP and to differences in accounting with respect to physical energy contracts.

 

 

 

(6)

 

Under Canadian GAAP, pre-operating costs incurred during the commissioning phase of a new project are deferred until commercial production levels are achieved. After such time, those costs are amortized over the estimated life of the project. Under U.S. GAAP, such costs are expensed as incurred. Certain start-up costs incurred by Bruce Power, an equity investment, were expensed under U.S. GAAP. Under both Canadian GAAP and U.S. GAAP, interest is capitalized on expenditures relating to construction of development projects actively being prepared for their intended use. In Bruce Power, under U.S. GAAP, the carrying value of development projects against which interest is capitalized is lower due to the expensing of certain pre-operating costs.

 

 

 

(7)

 

Financial Interpretation (FIN) 45 requires the recognition of a liability for the fair value of certain guarantees that require payments contingent on specified types of future events. The measurement standards of FIN 45 are applicable to guarantees entered into after January 1, 2003. For U.S. GAAP purposes, the fair value of guarantees recorded as a liability at June 30, 2007 was $16 million (June 30, 2006 - $17 million) and primarily relates to the Company’s equity interest in Bruce Power. The net income impact with respect to the guarantees for the six months ended June 30, 2007 was nil (June 30, 2006 - $1 million).

 

 

 

(8)

 

Represents the amortization of certain hedges that became ineffective at different times under Canadian and U.S. GAAP.

 

 

 

(9)

 

In accordance with Canadian GAAP, the Company recorded income tax benefits resulting from substantively enacted Canadian federal income tax legislation. Under US GAAP, the legislation must be fully enacted for income tax adjustments to be recorded.

 

 

 

(10)

 

In accordance with U.S. GAAP, all current taxes are included in cash generated from operations.

 

 

 

(11)

 

In accordance with U.S. GAAP, the Company is required to record a deferred income tax liability for its cost-of-service regulated businesses that is not required under Canadian GAAP. As these deferred income taxes are recoverable through future revenues, a corresponding regulatory asset is recorded for U.S. GAAP purposes.

 

 

 

(12)

 

In accordance with U.S. GAAP, debt issue costs are recorded as a deferred asset rather than being included in long-term debt as required by Canadian GAAP.

 

 

 

(13)

 

Current liabilities at June 30, 2007 include dividends payable of $187 million (December 31, 2006 - $162 million) and current taxes payable of $173 million (December 31, 2006 - $71 million).

 

 

 

(14)

 

At June 30, 2007, Accumulated Other Comprehensive Income in Accordance with U.S. GAAP is $223 million higher than under Canadian GAAP. Substantially all of the difference relates to the accounting treatment for defined benefit pension and other postretirement plans.

 

Income Taxes

 

TransCanada adopted FASB Interpretation 48, Accounting for Uncertainty in Income Taxes (“FIN 48”), at the beginning of fiscal year 2007. The implementation of the provisions under FIN 48 as of January 1, 2007 did not have a material impact on the U.S. GAAP financial statements of the Company and no adjustment to the beginning balance of retained earnings was required for the adoption of FIN 48. At the beginning of 2007, TransCanada had approximately $80 million of unrecognized tax benefits that, if recognized, would favourably affect the effective income tax rate in any future periods. During the first quarter of 2007, TransCanada recognized, in income, approximately $10 million on the favourable resolution of certain income tax matters. During the second quarter of 2007, there were no significant

 

Page 6

 



 

adjustments related to income tax matters. At June 30, 2007, the total unrecognized tax benefit is approximately $71 million.

 

TransCanada expects the enactment of certain Canadian Federal tax legislation in the next twelve months. This legislation will result in a favourable income tax adjustment of approximately $11 million. Otherwise, subject to the results of audit examinations by taxing authorities and other legislative amendments, TransCanada does not anticipate further adjustments to the unrecognized tax benefits during the next twelve months that would have a material impact on its financial statements.

 

TransCanada and its subsidiaries are subject to either Canadian federal and provincial income tax, U.S. federal, state and local income tax or the relevant income tax in other international jurisdictions. The Company has substantially concluded all Canadian federal and provincial income tax matters for the years through 2001. Canadian federal income tax returns for years 2002 and 2003 are currently under examination by the Canada Revenue Agency, which has not proposed any significant adjustments. Substantially all material U.S. federal income tax matters have been concluded for years through 2002 and U.S. state and local income tax matters through 2001.

 

TransCanada’s continuing practice is to recognize interest and penalties related to income tax uncertainties in income tax expense. The Company had $11 million accrued for interest and nil accrued for penalties at June 30, 2007, and $13 million and nil, respectively, at December 31, 2006.

 

Other

 

In February 2006, the U.S. Financial Accounting Standards Board (FASB) issued SFAS No. 155 “Accounting for Certain Hybrid Financial Instruments - an amendment of SFAS No. 133 and 140”, which is effective for fiscal years beginning after September 15, 2006. SFAS No. 155 permits fair value remeasurement of any hybrid instrument that contains an embedded derivative that otherwise would require bifurcation. TransCanada’s U.S. GAAP financial statements were not impacted by SFAS 155.

 

In March 2006, FASB issued SFAS No. 156 “Accounting for Servicing of Financial Assets – an amendment of FASB Statement No. 140”, which is effective for fiscal years beginning after September 15, 2006. SFAS No. 156 requires recognition of a servicing asset or liability when an entity enters into arrangements to service financial instruments in certain situations. Such servicing assets or servicing liabilities are required to be initially measured at fair value, if practicable. SFAS No. 156 also allows an entity to subsequently measure its servicing assets or servicing liabilities using either an amortization method or a fair value method. Adopting the provisions under SFAS No. 156 as of January 1, 2007 did not have an impact on the U.S. GAAP financial statements of the Company.

 

In September 2006, FASB issued SFAS No. 157 “Fair Value Measurements”, which is effective for fiscal years beginning after November 15, 2007. This statement defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. TransCanada is currently assessing the impact of adopting this standard on January 1, 2008.

 

In February 2007, FASB issued SFAS No. 159 “The Fair Value Option for Financial Assets and Financial Liabilities – Including an Amendment of FASB Statement No. 115”, which allows an entity to choose to measure many financial instruments and certain other items at fair value for fiscal years beginning on or after November 15, 2007. TransCanada is currently assessing the impact of adopting this standard on January 1, 2008.

 

Page 7

 



 

Summarized Financial Information of Long-Term Investments

 

The following summarized financial information of long-term investments includes those investments that are accounted for by the equity method under U.S. GAAP (including those that are accounted for by the proportionate consolidation method under Canadian GAAP).

 

 

 

 

Three months ended
June 30

 

Six months ended
June 30

 

   (millions of dollars)

 

2007

 

2006

 

2007

 

2006

 

Income

 

 

 

 

 

 

 

 

 

Revenues

 

340

 

348

 

736

 

704

 

Plant operating costs and other

 

(217

)

(176

)

(446

)

(350

)

Depreciation

 

(39

)

(47

)

(82

)

(87

)

Financial charges and other

 

(17

)

(26

)

(38

)

(49

)

Proportionate share of income before income taxes of long-term investments

 

67

 

99

 

170

 

218

 

 

 

   (millions of dollars)

 

June 30,
2007

(unaudited)

 

December 31, 2006

 

Balance Sheet

 

 

 

 

 

Current assets

 

417

 

446

 

Plant, property and equipment

 

3,872

 

4,177

 

Other assets

 

70

 

198

 

Current liabilities

 

(271)

)

(445)

)

Deferred amounts

 

(227)

)

(235)

)

Long-term debt of joint ventures

 

(959)

)

(1,266)

)

Deferred income taxes

 

62

 

47

 

Proportionate share of net assets of long-term investments

 

2,964

 

2,922

 

 

Page 8