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CAPITALIZATION | 12 Months Ended
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Dec. 31, 2020
Capitalization, Long-term Debt and Equity [Abstract] |
CAPITALIZATION | CAPITALIZATION COMMON STOCK Retained Earnings and Dividends As of December 31, 2020, FirstEnergy had an accumulated deficit of $2.9 billion. Dividends declared in 2020 and 2019 were $1.56 and $1.53 per share, respectively. Dividends of $0.39 per share and $0.38 per share were paid in the first, second, third and fourth quarters in 2020 and 2019, respectively. On December 15, 2020, the Board of Directors declared a quarterly dividend of $0.39 per share to be paid from OPIC in the first quarter of 2021. The amount and timing of all dividend declarations are subject to the discretion of the Board of Directors and its consideration of business conditions, results of operations, financial condition and other factors. In addition to paying dividends from retained earnings, OE, CEI, TE, Penn, JCP&L, ME and PN have authorization from FERC to pay cash dividends to FirstEnergy from paid-in capital accounts, as long as their FERC-defined equity-to-total-capitalization ratio remains above 35%. In addition, AGC has authorization from FERC to pay cash dividends to its parent from paid-in capital accounts, as long as its FERC-defined equity-to-total-capitalization ratio remains above 45%. The articles of incorporation, indentures, regulatory limitations and various other agreements relating to the long-term debt of certain FirstEnergy subsidiaries contain provisions that could further restrict the payment of dividends on their common stock. None of these provisions materially restricted FirstEnergy’s subsidiaries’ abilities to pay cash dividends to FE as of December 31, 2020. Common Stock Issuance FE issued approximately 2 million shares of common stock in 2020, 3 million shares of common stock in 2019 and 3.2 million shares of common stock in 2018 to registered shareholders and its directors and the employees of its subsidiaries under its Stock Investment Plan and certain share-based benefit plans. Additionally, on January 22, 2018, FE entered into a Common Stock Purchase Agreement for the private placement of 30,120,482 shares of FE’s common stock, par value $0.10 per share, representing an investment of $850 million ($3 million of common shares and $847 million of OPIC). Please see below for information on preferred stock converted into shares of common stock during 2018 and 2019. PREFERRED AND PREFERENCE STOCK FirstEnergy and the Utilities were authorized to issue preferred stock and preference stock as of December 31, 2020, as follows:
|  | Preferred Stock |  | Preference Stock
|  | Shares Authorized |  | Par Value |  | Shares Authorized |  | Par Value
FE |  | 5,000,000 |  |  | $ | 100 |  |  |  |  |
OE |  | 6,000,000 |  |  | $ | 100 |  |  | 8,000,000 |  |  | no par
OE |  | 8,000,000 |  |  | $ | 25 |  |  |  |  |
Penn |  | 1,200,000 |  |  | $ | 100 |  |  |  |  |
CEI |  | 4,000,000 |  |  | no par |  | 3,000,000 |  |  | no par
TE |  | 3,000,000 |  |  | $ | 100 |  |  | 5,000,000 |  |  | $ | 25 |
TE |  | 12,000,000 |  |  | $ | 25 |  |  |  |  |
JCP&L |  | 15,600,000 |  |  | no par |  |  |  |
ME |  | 10,000,000 |  |  | no par |  |  |  |
PN |  | 11,435,000 |  |  | no par |  |  |  |
MP |  | 940,000 |  |  | $ | 100 |  |  |  |  |
PE |  | 10,000,000 |  |  | $ | 0.01 |  |  |  |  |
WP |  | 32,000,000 |  |  | no par |  |  |  |
As of December 31, 2020 and 2019, there were no preferred stock or preference stock outstanding. Preferred Stock Issuance In January of 2018, FE entered into a Preferred Stock Purchase Agreement for the private placement of 1,616,000 shares of mandatorily convertible preferred stock, designated as the Series A Convertible Preferred Stock, par value $100 per share, representing an investment of nearly $1.62 billion ($162 million of mandatorily convertible preferred stock and $1.46 billion of OPIC). During 2018, 911,411 shares of preferred stock were converted into 33,238,910 shares of common stock at the option of the preferred stockholders. During 2019, the remaining 704,589 shares of preferred stock were converted into 25,696,168 shares of common stock at the option of the preferred stockholders. LONG-TERM DEBT AND OTHER LONG-TERM OBLIGATIONS The following tables present outstanding long-term debt and finance lease obligations for FirstEnergy as of December 31, 2020 and 2019:
|  | As of December 31, 2020 |  | As of December 31,
(Dollar amounts in millions) |  | Maturity Date |  | Interest Rate |  | 2020 |  | 2019
FMBs and secured notes - fixed rate |  | 2021-2059 |  | 2.670% - 8.250% |  | $ | 4,802 |  |  | $ | 4,741 |
Unsecured notes - fixed rate |  | 2022-2050 |  | 1.600% - 7.375% |  | 17,575 |  |  | 14,575 |
Unsecured notes - variable rate |  |  |  |  |  | — |  |  | 750 |
Finance lease obligations |  |  |  |  |  | 45 |  |  | 60 |
Unamortized debt discounts |  |  |  |  |  | (34) |  |  | (33) |
Unamortized debt issuance costs |  |  |  |  |  | (118) |  |  | (103) |
Unamortized fair value adjustments |  |  |  |  |  | 7 |  |  | 8 |
Currently payable long-term debt |  |  |  |  |  | (146) |  |  | (380) |
Total long-term debt and other long-term obligations |  |  |  |  |  | $ | 22,131 |  |  | $ | 19,618 |
On February 20, 2020, FE issued $1.75 billion in senior unsecured notes in three separate series: (i) $300 million aggregate principal amount of 2.050% Notes, Series A, due 2025, (ii) $600 million aggregate principal amount of 2.650% Notes, Series B, due 2030 and (iii) $850 million aggregate principal amount of 3.400% Notes, Series C, due 2050. Proceeds from the issuance of the notes, together with cash on hand, were used: (i) to repay the entire $750 million two-year term loan due September 2021, (ii) to make the $853 million in bankruptcy settlement payments and $125 million tax sharing agreement payment with the FES Debtors as discussed above, (iii) to repay $250 million of the $1 billion outstanding 364-day term loan due September 2020, and (iv) for working capital needs and general corporate purposes. On March 31, 2020, MAIT issued $125 million of 3.60% senior unsecured notes due 2032 and $125 million of 3.70% senior unsecured notes due 2035. Proceeds from the issuance of the notes were used: (i) to refinance existing debt, (ii) for capital expenditures, and (iii) for general corporate purposes. On April 20, 2020, PN issued $125 million of 3.61% senior unsecured notes due 2032 and $125 million of 3.71% senior unsecured notes due 2035. Proceeds of the issuance of the notes were used: (i) to refinance indebtedness, including short-term borrowings incurred under the FirstEnergy regulated money pool to repay a portion of the $250 million aggregate principle amount of PN’s 5.20% Senior Notes due April 1, 2020, (ii) to fund capital expenditures, (iii) to fund general corporate purposes, or (iv) for any combination of the above. On June 8, 2020, FE issued $750 million in senior unsecured notes in two separate series: (i) $300 million aggregate principal amounts of 1.600% Notes, Series A, due 2026 and (ii) $450 million aggregate principal amount of 2.250% Notes, Series B, due 2030. Proceeds from the issuance of the notes were used to repay all amounts outstanding under the 364-day term loan due September 2020. On June 29, 2020, PE issued $75 million of 2.67% FMBs due 2032 and $100 million of 3.43% FMBs due 2051. Proceeds of the issuance of the FMBs were used to repay short-term borrowings under the FirstEnergy regulated money pool, to fund capital expenditures, and for general corporate purposes. On July 20, 2020, CEI issued $150 million of 2.77% senior unsecured notes due 2034 and $100 million of 3.23% senior unsecured notes due 2040. Proceeds from the issuance of the notes were used to refinance existing short-term borrowings, to fund capital expenditures, and for general corporate purposes. See Note 8, "Leases," for additional information related to finance leases. Securitized Bonds Environmental Control Bonds The consolidated financial statements of FirstEnergy include environmental control bonds issued by two bankruptcy remote, special purpose limited liability companies that are indirect subsidiaries of MP and PE. Proceeds from the bonds were used to construct environmental control facilities. Principal and interest owed on the environmental control bonds is secured by, and payable solely from, the proceeds of the environmental control charges. Creditors of FirstEnergy, other than the limited liability company SPEs, have no recourse to any assets or revenues of the special purpose limited liability companies. As of December 31, 2020 and 2019, $300 million and $333 million of environmental control bonds were outstanding, respectively. Transition Bonds In August 2006, JCP&L Transition Funding II sold transition bonds to securitize the recovery of deferred costs associated with JCP&L’s supply of BGS. JCP&L did not purchase and does not own any of the transition bonds, which are included as long-term debt on FirstEnergy’s Consolidated Balance Sheets. The transition bonds are the sole obligations of JCP&L Transition Funding II and are collateralized by its equity and assets, which consist primarily of bondable transition property. As of December 31, 2020 and 2019, $9 million and $25 million of the transition bonds were outstanding, respectively. Phase-In Recovery Bonds In June 2013, the SPEs formed by the Ohio Companies issued approximately $445 million of pass-through trust certificates supported by phase-in recovery bonds to securitize the recovery of certain all electric customer heating discounts, fuel and purchased power regulatory assets. The phase-in recovery bonds are payable only from, and secured by, phase in recovery property owned by the SPEs. The bondholder has no recourse to the general credit of FirstEnergy or any of the Ohio Companies. Each of the Ohio Companies, as servicer of its respective SPE, manages and administers the phase in recovery property including the billing, collection and remittance of usage-based charges payable by retail electric customers. In the aggregate, the Ohio Companies are entitled to annual servicing fees of $445 thousand that are recoverable through the usage-based charges. The SPEs are considered VIEs and each one is consolidated into its applicable utility. As of December 31, 2020 and 2019, $245 million and $268 million of the phase-in recovery bonds were outstanding, respectively. Other Long-term Debt The Ohio Companies and Penn each have a first mortgage indenture under which they can issue FMBs secured by a direct first mortgage lien on substantially all of their property and franchises, other than specifically excepted property. Based on the amount of FMBs authenticated by the respective mortgage bond trustees as of December 31, 2020, the sinking fund requirement for all FMBs issued under the various mortgage indentures was zero. The following table presents scheduled debt repayments for outstanding long-term debt, excluding finance leases, fair value purchase accounting adjustments and unamortized debt discounts and premiums, for the next five years as of December 31, 2020. PCRBs that are scheduled to be tendered for mandatory purchase prior to maturity are reflected in the applicable year in which such PCRBs are scheduled to be tendered.
Year |  |  |  |
|  | (In millions) |  |
2021 |  | $ | 132 |  |  |
2022 |  | $ | 1,143 |  |  |
2023 |  | $ | 1,194 |  |  |
2024 |  | $ | 1,246 |  |  |
2025 |  | $ | 2,023 |  |  |
Certain PCRBs allow bondholders to tender their PCRBs for mandatory purchase prior to maturity. As of December 31, 2020, MP has a $74 million PCRB classified as current portion of long-term debt, which the debt holders may exercise their right to tender in 2021. Debt Covenant Default Provisions FirstEnergy has various debt covenants under certain financing arrangements, including its revolving credit facilities and term loans. The most restrictive of the debt covenants relate to the nonpayment of interest and/or principal on such debt and the maintenance of certain financial ratios. The failure by FirstEnergy to comply with the covenants contained in its financing arrangements could result in an event of default, which may have an adverse effect on its financial condition. As of December 31, 2020, FirstEnergy remains in compliance with all debt covenant provisions. Additionally, there are cross-default provisions in a number of the financing arrangements. These provisions generally trigger a default in the applicable financing arrangement of an entity if it or any of its significant subsidiaries, excluding AE Supply, default under another financing arrangement in excess of a certain principal amount, typically $100 million. Although such defaults by any of the Utilities, ATSI, TrAIL or MAIT would generally cross-default FE financing arrangements containing these provisions, defaults by AE Supply would generally not cross-default to applicable financing arrangements of FE. Also, defaults by FE would generally not cross-default applicable financing arrangements of any of FE’s subsidiaries. Cross-default provisions are not typically found in any of the senior notes or FMBs of FE or the Utilities.

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