Variable Interest Entities

12 Months Ended

Dec. 31, 2021

Variable Interest Entities [Abstract]

A VIE is an entity in which the controlling interest is determined through means other than a majority voting interest. Refer to Note 1-S, "VIEs and Allocation of Earnings," for information on our accounting policy for the VIEs.

We control decisions that are significant to Rosewater and Indiana Crossroads Wind's ongoing operations and economic results. Therefore, we have concluded that we are the primary beneficiary and have consolidated both.

Members of the respective joint ventures are NIPSCO (who is the managing member) and tax equity partners. Earnings, tax attributes and cash flows are allocated to both NIPSCO and the tax equity partner in varying percentages by category and over the life of the partnership. Once the tax equity partner has earned their negotiated rate of return and we have reached the agreed upon contractual date, NIPSCO has the option to purchase at fair market value from the tax equity partner the remaining interest in the respective joint venture. NIPSCO has an obligation to purchase, through a PPA at established market rates, 100% of the electricity generated by the joint ventures.

Rosewater

Rosewater owns and operates 102 MW of nameplate capacity wind generation assets. NIPSCO and the tax equity partner made cash contributions in December 2020 and March 2021 per the equity capital contribution agreement. NIPSCO also assumed an obligation to the developer of the wind generation assets representing the remaining economic interest, which comes due in 2023. From the contributed funds, Rosewater paid $7.4 million and $85.3 million to the developer of the wind generation assets

as of December 31, 2021 and 2020, respectively. The developer of the facility is not a partner in the joint venture for federal income tax purposes and does not receive any share of earnings, tax attributes, or cash flows of Rosewater.

Indiana Crossroads Wind

Indiana Crossroads Wind owns and operates 302 MW of nameplate capacity wind generation assets. NIPSCO and the tax equity partner made cash contributions in December 2021 per the equity capital contribution agreement. NIPSCO also assumed an obligation to the developer of the wind generation assets representing the remaining economic interest, which comes due in 2023. From the contributed funds, Indiana Crossroads Wind paid $233.0 million and zero to the developer of the wind generation assets as of December 31, 2021 and 2020, respectively. The developer of the facility is not a partner in the joint venture for federal income tax purposes and does not receive any share of earnings, tax attributes, or cash flows of Indiana Crossroads Wind.

The following table displays the Noncontrolling interest in consolidated subsidiaries included in the Consolidated Balance Sheets:



(in millions)	December 31, 2021		December 31, 2020
Rosewater	$	88.2	$	85.6
Indiana Crossroads Wind	237.4		—
Total	$	325.6	$	85.6

The following table displays the Net income (loss) attributable to noncontrolling interest included in the Statements of Consolidated Income (Loss) for the years ended December 31:



(in millions)	2021		2020		2019
Rosewater	$	(4.2)	$	3.4	$	—
Indiana Crossroads Wind	8.1		—		—
Total	$	3.9	$	3.4	$	—

The following table displays the contributions associated with each VIE:


(in millions)	December 31, 2021				December 31, 2020
	Rosewater		Indiana Crossroads Wind		Rosewater		Indiana Crossroads Wind
NIPSCO Cash Contribution	$	0.1	$	2.7	$	0.7	$	—
Tax Equity Partner Cash Contribution	7.5		237.6		86.1		—
NIPSCO's Obligation to Developer(1)	6.0		271.5		69.7		—
Total Contributions	$	13.6	$	511.8	$	156.5	$	—

(1)Included in "Other noncurrent liabilities" in the Consolidated Balance Sheets

We did not provide any financial or other support during the year that was not previously contractually required, nor do we expect to provide such support in the future.

Our Consolidated Balance Sheets included the following assets and liabilities associated with VIEs.


(in millions)	December 31, 2021				December 31, 2020
	Rosewater		Indiana Crossroads Wind		Rosewater		Indiana Crossroads Wind
Net Property, Plant and Equipment	$	170.1	$	525.8	$	175.6	$	—
Current assets	6.2		8.1		1.7		—

Total assets(1)	176.3		533.9		177.3		—
Current liabilities	2.5		7.5		15.3		—
Asset retirement obligations	5.7		14.8		5.5		—
Other noncurrent liabilities	—		—		0.1		—
Total liabilities	$	8.2	$	22.3	$	20.9	$	—

(1)The assets of Rosewater and Indiana Crossroads represent assets of a consolidated VIE that can be used only to settle obligations of the respective consolidated VIE. The creditors of the liabilities of Rosewater and Indiana Crossroads do not have recourse to the general credit of the primary beneficiary.