e11vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2009
Commission file number 1-11607
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY LOCAL 223 OF THE
UTILITY WORKERS UNION OF AMERICA
(Full title of the plan and the address of the plan,
if different from that of the issuer named below)
DTE ENERGY COMPANY
One Energy Plaza
Detroit, Michigan 48226-1279
(Name of issuer of the common stock issued pursuant to the
plan and the address of its principal executive office)
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY LOCAL 223
OF THE UTILITY WORKERS UNION OF AMERICA
TABLE OF CONTENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
June 17, 2010
To the Participants, Benefit Plan Administration Committee, and Investment Committee
Detroit Edison Company Savings & Stock Ownership Plan for Employees Represented by
Local 223 of the Utility Workers Union of America
Detroit, Michigan
We have audited the accompanying statements of net assets available for benefits of the Detroit
Edison Company Savings & Stock Ownership Plan for Employees Represented by Local 223 of the Utility
Workers Union of America (the Plan) as of December 31, 2009 and 2008, and the related statement
of changes in net assets available for benefits for the year ended December 31, 2009. These
financial statements are the responsibility of the Plans management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the aforementioned financial statements present fairly, in all material respects,
the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and the changes
in net assets available for benefits for the year ended December 31, 2009, in conformity with
accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31,
2009, and schedule of reportable transactions for the year then ended, are presented for purposes
of complying with the Department of Labors Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974, as amended, and are not a required part
of the basic financial statements. Such schedules have been subjected to the auditing procedures
applied in our audits of the basic financial statements and, in our opinion, are fairly stated, in
all material respects, in relation to the basic financial statements taken as a whole.
/S/ GEORGE JOHNSON & COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
Detroit, Michigan
1
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY LOCAL 223
OF THE UTILITY WORKERS UNION OF AMERICA
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
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December 31 |
|
(Thousands) |
|
2009 |
|
|
2008 |
|
ASSETS |
|
|
|
|
|
|
|
|
Investment in DTE Energy Master Plan Trust (Note 5) |
|
$ |
378,764 |
|
|
$ |
298,219 |
|
|
|
|
|
|
|
|
|
|
Loans due from Participants |
|
|
18,305 |
|
|
|
17,986 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS |
|
$ |
397,069 |
|
|
$ |
316,205 |
|
|
|
|
|
|
|
|
See accompanying Notes to Financial Statements
2
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY LOCAL 223
OF THE UTILITY WORKERS UNION OF AMERICA
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2009
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(Thousands) |
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|
|
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ADDITIONS TO NET ASSETS ATTRIBUTED TO: |
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|
|
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Investment Income: |
|
|
|
|
Net appreciation in fair value of investments in the DTE Energy Master Plan Trust |
|
$ |
60,866 |
|
Dividends and interest |
|
|
4,369 |
|
Interest on loans to Participants |
|
|
986 |
|
|
|
|
|
|
|
|
66,221 |
|
|
|
|
|
|
|
|
|
|
Contributions: |
|
|
|
|
Employer |
|
|
7,355 |
|
Participants |
|
|
17,129 |
|
|
|
|
|
|
|
|
24,484 |
|
|
|
|
|
|
|
|
|
|
Transfers of assets between sponsored plans (net) |
|
|
11,036 |
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|
|
|
|
|
|
|
|
|
Total Additions |
|
|
101,741 |
|
|
|
|
|
|
|
|
|
|
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: |
|
|
|
|
Distributions and withdrawals |
|
|
(20,746 |
) |
Administrative fees |
|
|
(131 |
) |
|
|
|
|
Total Deductions |
|
|
(20,877 |
) |
|
|
|
|
|
|
|
|
|
NET INCREASE |
|
|
80,864 |
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS |
|
|
|
|
Beginning of year |
|
|
316,205 |
|
|
|
|
|
End of year |
|
$ |
397,069 |
|
|
|
|
|
See accompanying Notes to Financial Statements
3
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY LOCAL 223
OF THE UTILITY WORKERS UNION OF AMERICA
NOTES TO FINANCIAL STATEMENTS
NOTE 1 PLAN DESCRIPTION
The following description of the Detroit Edison Company Savings & Stock Ownership Plan for
Employees Represented by Local 223 of the Utility Workers Union of America (Plan) provides only
general information. Participants should refer to the Plan document for a more complete description
of the Plans provisions.
General
The Plan is a voluntary, defined contribution plan. Regular full-time and part-time employees of
Detroit Edison Company (Company), DTE Energy Corporate Services, LLC, Michigan Consolidated Gas
Company (MichCon) Gas, and Transmission and Storage Operations (T&SO) or a DTE Energy Company
non-regulated business (Participating Affiliates) represented by Local 223 of the Utility Workers
Union of America are able to participate in the Plan as soon as administratively practical upon
hire (Participant). The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974, as amended (ERISA).
DTE Energy Corporate Services, LLC, as the Plan sponsor, has delegated responsibility for the
investment aspects of the Plan to the Investment Committee and for the administration of the Plan
to the Benefit Plan Administration Committee (BPAC).
Brokerage fees, transfer taxes and other expenses incidental to the purchase or sale of securities
are paid from Plan assets. Investment management fees are paid from Plan assets. These expenses are
reflected as a reduction in the fair value of the Funds.
Contributions
A Participant may contribute to the Plan on a pre-tax (Tax Deferred Contributions), post-tax
(Employee Contributions) and, if applicable, a catch-up contribution basis (Catch-Up
Contributions). Participants age 50 or older are eligible to make pre-tax Catch-Up Contributions in
accordance with, and subject to the limitations of, Section 414 (v) of the Internal Revenue Code
Section of 1986, as amended (IRC). Participants may contribute up to 100 percent of eligible
compensation (defined in the Plan), on a combined Tax Deferred Contributions, Employee
Contributions, and Catch-Up Contributions (if applicable) basis, after required tax withholdings
and mandatory and voluntary payroll deductions. Tax Deferred Contributions, Employee Contributions
and Catch-Up Contributions are automatically adjusted downward if the full deferral amounts elected
cannot be taken. Participants may also directly roll over into the Plan distributions of certain
assets from a tax-qualified plan of a prior employer, including Roth 401(k) Rollover, beginning May
1, 2008 (Direct Rollover Contributions).
Effective May 1, 2008, Participants are able to make Roth 401(k) Contributions and Roth 401(k)
Catch-Up Contributions. These contributions must be aggregated with a Participants Tax Deferred
Contributions and Catch-Up Contributions, respectively, when applying the IRC limit on the amount
of pre-tax and Catch-Up contributions that are permitted for a year.
The IRC limits the amount of Tax Deferred Contributions, Roth 401(k) Contributions, Catch-Up
Contributions and Roth 401(k) Catch-Up Contributions which may be contributed to the Plan annually.
These amounts are indexed for inflation annually. In the event a Participants Tax Deferred
Contributions reach the maximum amount permitted by the IRC, further contributions for the
remainder of the Plan year will automatically be deemed to be Employee Contributions. If a
Participants total annual additions (Tax Deferred Contributions, Employee Contributions, Roth
401(k) Contributions and Company Contributions) reach the IRC limit for the Plan year, the
Participants contributions will be stopped or refunded, as applicable.
After the Participant completes six months of service, the Company makes contributions as follows:
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|
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For Detroit Edison Participants Company Contributions are 75 percent of the first 4
percent of the aggregate of Employee Contributions and Tax Deferred Contributions and 50
percent of the next 4 percent of the aggregate of Employee |
4
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|
Contributions and Tax Deferred Contributions. There are no Company Contributions for
Employee Contributions and Tax Deferred Contributions, which in the aggregate exceed 8
percent of basic compensation. |
|
|
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|
For MichCon Gas Participants hired prior to August 3, 2004 and MichCon T&SO
Participants hired prior to November 1, 2004, the Company Contributions are 100 percent up
to the first 5 percent of the aggregate of a Participants Tax Deferred Contributions and
Employee Contributions for Participants who have at least six months of service but less
than 23 years of service. For Participants who have completed 23 or more years of service,
the Company Contributions are increased to 6 percent as long as the aggregate of the
Participants Tax Deferred Contribution and Employee Contributions are at least 6 percent.
The Company also provides a longevity award, equal to $600 in DTE Energy common stock,
which is contributed annually in March of each year to the DTE Energy Stock Fund accounts
of employees with 30 years of service or more as of March 1 and who do not meet the IRC
definition of a highly compensated employee. |
|
|
|
|
For MichCon Gas Participants hired on or after August 3, 2004 and MichCon T&SO
Participants hired on or after November 1, 2004, the Company Contributions are 75 percent
of the first 4 percent of the aggregate of Employee Contributions and Tax Deferred
Contributions and 50 percent of the next 4 percent of the aggregate of Employee
Contributions and Tax Deferred Contributions. There are no Company Contributions for
Employee Contributions and Tax Deferred Contributions, which in the aggregate exceed 8
percent of basic compensation. |
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|
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|
For Participating Affiliate employees, the Participating Affiliate will contribute $1
to a Participants Plan account for each $1 the Participant contributes, but not more than
4 percent of the Participants eligible compensation. The Participating Affiliate will
contribute $0.50 for each $1 the Participant contributes on the next 4 percent of eligible
compensation. There are no Company Contributions for Employee Contributions and Tax
Deferred Contributions, which in the aggregate exceed 8 percent of basic compensation. |
Catch-Up Contributions, Roth 401(k) Contributions and Roth 401(k) Catch-Up Contributions are not
eligible for Company Contributions.
While the Company has made its contributions to the Trustee with respect to a Plan year on a
current basis, the Plan permits the Company to make Company Contributions for a Plan year no later
than the due date (including extensions of time) for filing DTE Energy Companys consolidated
federal income tax return for such year. Employee Contributions and Tax Deferred Contributions are
paid to the Plan when amounts can be reasonably segregated. The Company expects to continue to make
Plan contributions on a current basis.
Participant Accounts
Each Participants account is credited with the Participants contributions, including eligible
Direct Rollover Contributions, allocations of the Company Contributions and Plan earnings.
Allocations are based on Participant earnings or account balances, as defined. Forfeited balances
of terminated Participants nonvested accounts are used to reduce future Company Contributions. The
benefit to which a Participant is entitled is the benefit that can be provided from the
Participants vested account.
Vesting
Employee Contributions, Tax Deferred Contributions, Roth 401(k) Contributions, Catch-Up
Contributions, Roth 401(k) Catch-Up Contributions and Direct Rollover Contributions are fully
vested at all times. A Participant vests in all Company Contributions according to the following
schedule:
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|
|
|
|
Percent Vested |
|
|
Effective 8/1/04 |
Years of Service |
|
and 11/1/04 |
1
|
|
0% |
2
|
|
20% |
3
|
|
40% |
4
|
|
60% |
5
|
|
80%* or 100%** |
6
|
|
100% |
|
|
|
* |
|
80% for Participants who hired before August 1, 2004 (November 1, 2004 for MichCon T&SO
participants). |
5
|
|
|
** |
|
100% for Participants who hired on or after August 1, 2004 (November 1, 2004 for MichCon T&SO
participants). |
In addition, a Participant will have a fully vested interest in Company Contributions upon (a)
attainment of age 65, (b) termination due to total disability, if entitled to benefits under the
Companys Long Term Disability Benefits Plan, or (c) death.
Investment Options
Participants may elect to have their Employee Contributions, Tax Deferred Contributions, Roth
401(k) Contributions, Catch-Up Contributions, Roth 401(k) Catch-Up Contributions and Direct
Rollover Contributions invested entirely in any one of the investment funds or in any combination
of the investment funds. Participants may transfer existing account balances in the investment
funds on a daily basis. Participants may change their investment direction and amount of future
contributions effective with the next payroll period.
For Participating Affiliate Participants, the Company Contributions on 100 percent of the first 4
percent of eligible compensation will be invested in restricted shares in the restricted DTE Energy
Stock Fund and the Company Contributions on the next 4 percent of eligible compensation will be
invested in the unrestricted DTE Energy Stock Fund and may be redirected to another investment
option at any time.
The Company Contribution will be initially invested in the DTE Energy Stock Fund. The Company
Contribution will be made either in cash or in shares of DTE Energy common stock at the option of
DTE LLC. If the Company Contribution is made in cash, the DTE Energy Stock Fund will immediately
purchase shares of DTE Energy common stock on the open market. Participants can elect to transfer
Company Contributions from the stock fund to one or more investments at any time.
The entire DTE Energy Stock Fund is considered to be the Employee Stock Ownership Plan (ESOP)
portion of the Plan. Quarterly dividends from DTE Energy common stock are automatically reinvested
in DTE Energy common stock. DTE Energy common stock dividends accumulated under the ESOP in a
Participants account may be paid out in cash to the Participant (at the Participants election)
within 90 days of the end of the previous Plan year.
The DTE Energy Stock Fund also contains participant-directed investments. The changes in the
participant-directed and nonparticipant-directed portions of the DTE Energy Stock Fund are not
separately disclosed in Note 6.
Contributions received by the Trustee for the DTE Energy Stock Fund are invested in DTE Energy
common stock. The Trustee currently purchases and sells shares of DTE Energy common stock in open
market transactions at prevailing market prices. However, the Trustee may purchase or sell DTE
Energy common stock from or to DTE Energy if the purchase or sale price is for adequate
consideration. Brokerage commissions are charged against the DTE Energy Stock Fund.
A Participants interest in the DTE Energy Stock Fund is measured by share trading. A share-traded
investment is traded and valued on a share basis.
Transfers
Net transfers represent Participants transferring between different plans of the affiliated group
due to a change in employment status.
Administrative and Brokerage Fees
Expenses in connection with the purchase or sale of stock or other securities are charged to the
Participant for whom the purchases or sales are made. Participants pay 100 percent of the
investment management and other related expenses of the funds. The Trustee and the Company pay all
costs of administering the Plan.
Forfeited Accounts
At December 31, 2009 and 2008, forfeited accounts totaled $246,000 and $135,000, respectively.
During 2009, approximately $13,000 of forfeited nonvested accounts were used to reduce Company
Contributions.
6
Distributions, Withdrawals and Loans
Distributions of Tax Deferred Contributions will be made only upon retirement or disability as
defined under the Plan, termination of employment, death, attainment of age 59 1/2, or hardship. A
hardship distribution of Tax Deferred Contributions (and generally not the earnings thereon) is
permitted only for (a) medical expenses for the Participant, his or her spouse, children or
dependents, (b) tuition expenses for the Participant, his or her spouse, children or dependents,
(c) expenditures to purchase a principal residence, (d) payments to prevent eviction or foreclosure
on a principal residence, (e) payment of funeral expenses for the Participants deceased parent,
spouse, child or dependents, or (f) payment of expenses for the repair of damage to the
Participants principal residence due to casualty loss.
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Detroit Edison, MichCon Gas Participants hired on or after August 3, 2004 and
Participating Affiliate Participants may borrow funds from their accounts attributable to
Employee Contributions, Tax Deferred Contributions, Catch-up Contributions, Direct
Rollover Contributions, Roth 401(k) Contributions, and Roth 401(k) Catch-Up Contributions
no more frequently than once during any calendar year and cannot have more than five loans
outstanding at one time, only one of which can be a principal residence loan. Participants
may borrow from their fund accounts, subject to certain terms and conditions, for a period
of one to five years for a general purpose loan, and up to 25 years for principal
residence loans, at fixed rates of interest determined monthly based on the prime interest
rate plus 1 percent at a minimum of $1,000 up to the lesser of: |
|
|
|
$50,000 reduced by (a) the highest outstanding balance of loans from the
Plan during the one-year period ending on the day before the loan was made, over (b)
the outstanding balance of loans from the Plan on the date the loan is made, or |
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|
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50 percent of the Participants Account at the time the loan is made. |
|
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MichCon T&SO Participants and MichCon Gas Participants hired prior to August 3, 2004
may borrow funds from their accounts attributable to Tax Deferred Contributions, Employee
Contributions, Catch-Up Contributions, Direct Rollover Contributions, Roth 401(k)
Contributions and Roth 401(k) Catch-Up Contributions no more frequently than once during
any calendar year and cannot have more than two loans outstanding at one time, only one of
which can be a principal residence loan. Participants may borrow from their fund accounts,
subject to certain terms and conditions, for a period of one to five years, and for
principal residence loans up to 25 years, at a fixed rate, updated monthly, at the prime
interest rate plus 1 percent at a minimum of $1,000 up to the lesser of: |
|
|
|
$50,000 reduced by (a) the highest outstanding balance of loans from the
Plan during the one-year period ending on the day before the loan was made, over (b)
the outstanding balance of loans from the Plan on the date the loan is made, or |
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50 percent of the Participants Account at the time the loan is made. |
Proceeds for any loan are obtained through the pro rata liquidation of the Participants account,
then transferred to the Participants loan account and thereupon paid in cash to the Participant by
the Trustee. Loan repayments of principal and interest are invested as received according to the
Participants current investment direction. Prepayment of loans can be made without penalty
provided such prepayment is made in full.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan subject to the provisions of
ERISA, except as otherwise agreed to pursuant to collective bargaining. In the event of Plan
termination, Participants will become 100 percent vested in their accounts.
Plan Amendments and Restatements
The Plan was restated and amended effective January 1, 2010.
7
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements of the Plan are prepared on the accrual basis of accounting.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted
in the United States of America requires Plan management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of additions to and
deductions from net assets available for benefits during the reporting period. Actual results could
differ from those estimates.
Valuation of Investments and Income Recognition
Investments are stated at fair market value. Participant loans receivable are valued at cost, which
approximates fair value. The average cost basis is used for determining the cost of investments
sold. Unrealized appreciation and/or depreciation resulting from changes in fair value are included
in the Statement of Changes in Net Assets Available for Benefits.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded
on the accrual basis. Dividends are recorded on the ex-dividend date.
The DTE Energy Stock Fund recognizes gains and losses on stock distributed to terminated
Participants in settlement of their accounts equal to the difference between the cost and the fair
value of the shares distributed.
Payment of Benefits
Benefits are recorded when paid.
Risks and Uncertainties
The DTE Energy Master Plan Trust (Master Trust) invests in various securities, including short-term
investments, index funds, equity funds, fixed income funds, lifecycle funds and Company common
stock. Investment securities, in general, are exposed to various risks, such as interest rate,
credit, and overall market volatility. Due to the level of risk associated with certain investment
securities, it is reasonably possible that changes in the values of investment securities will
occur in the near term and such changes could materially affect the amounts reported in the
financial statements.
NOTE 3 FAIR VALUE
Fair value is defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date in a
principal or most advantageous market. Fair value is a market-based measurement that is determined
based on inputs, which refer broadly to assumptions that market participants use in pricing assets
or liabilities. These inputs can be readily observable, market corroborated or generally
unobservable inputs. The Plan makes certain assumptions it believes that market participants would
use in pricing assets or liabilities, including assumptions about risk, and the risks inherent in
the inputs to valuation techniques. The Plan believes it uses valuation techniques that maximize
the use of observable market-based inputs and minimize the use of unobservable inputs.
A fair value hierarchy has been established, which prioritizes the inputs to valuation techniques
used to measure fair value in three broad levels. The fair value hierarchy gives the highest
priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level
1) and the lowest priority to unobservable inputs (Level 3). In some cases, the inputs used to
measure fair value might fall in different levels of the fair value hierarchy. All assets and
liabilities are required to be classified in their entirety based on the lowest level of input that
is significant to the fair value measurement in its entirety. Assessing the significance of a
particular input may require judgment considering factors specific to the asset or liability, and
may affect the valuation of the asset or liability and its placement within the fair value
hierarchy. The Plan classifies fair value balances based on the fair value hierarchy defined as
follows:
|
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Level 1 Consists of unadjusted quoted prices in active markets for identical
assets or liabilities that the Company has the ability to access as of the reporting date. |
8
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Level 2 Consists of inputs other than quoted prices included within Level 1 that
are directly observable for the asset or liability or indirectly observable through
corroboration with observable market data. |
|
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|
Level 3 Consists of unobservable inputs for assets or liabilities whose fair value
is estimated based on internally developed models or methodologies using inputs that are
generally less readily observable and supported by little, if any, market activity at the
measurement date. Unobservable inputs are developed based on the best available
information and subject to cost-benefit constraints. |
As of December 31, 2009 and 2008, $18,305,000 and $17,986,000 of Loans Due from Participants
specific to the Plan are classified as Level 3 investments. See Note 5 for a reconciliation of
Master Trust investments measured at fair value.
The following table presents the reconciliation of Level 3 investments:
|
|
|
|
|
(Thousands) |
|
|
|
|
Investment balance as of January 1, 2009 |
|
$ |
17,986 |
|
Purchases, sales, and issuances, net |
|
|
319 |
|
|
|
|
|
Investment balance as of December 31, 2009 |
|
$ |
18,305 |
|
|
|
|
|
NOTE 4 FEDERAL INCOME TAX STATUS
On May 8, 2003, the Internal Revenue Service issued a favorable determination letter with respect
to the qualified status of the Plan and the conversion of the DTE Energy Stock Fund to an ESOP. The
favorable determination letter indicates that the terms of the Plan and related Trust conform to
the requirements of Sections 401(a) and 401(k) of the IRC. The Company, therefore, has a basis for
deducting contributions to the Plan. The Participants are not taxed currently on Tax Deferred
Contributions and Company Contributions to the Plan or on Plan earnings (including appreciation)
allocated to their accounts. The Plan has been amended since receiving the determination letter.
However, the Plan administrator and the Plans legal counsel believe that the Plan and related
Trust are currently designed and being operated in compliance with the applicable requirements of
the IRC.
The Plan requires distributions under IRC Section 415 for contributions in excess of the annual IRC
Section 415(c) limits. There were no excess contributions in 2009 and 2008.
On February 1, 2010 the Plan requested a new determination letter from the IRS.
NOTE 5 THE DTE ENERGY MASTER PLAN TRUST
The Master Trust consists of certain commingled assets of the Plan, the DTE Energy Company Savings
and Stock Ownership Plan, the Detroit Edison Company Savings & Stock Ownership Plan for Employees
Represented by Local 17 of the International Brotherhood of Electrical Workers, and the MichCon
Investment and Stock Ownership Plan.
The Plans investment in the Master Trust in the Statement of Net Assets Available for Benefits
represents the Plans allocated portion (approximately 28 percent at December 31, 2009 and 2008).
The Plans allocated portion of the investments is equal to the fair value of the Plans assets
contributed, adjusted by the Plans allocated share of the Master Trust investment income and
expenses, Employee and Company Contributions, and distributions and withdrawals paid to
Participants.
A summary of the Master Trust assets as of December 31, 2009 and 2008 is as follows:
|
|
|
|
|
|
|
|
|
(Thousands) |
|
2009 |
|
|
2008 |
|
Investments, at fair value |
|
|
|
|
|
|
|
|
Short-term investments |
|
$ |
158,618 |
|
|
$ |
169,348 |
|
Index funds |
|
|
224,394 |
|
|
|
146,775 |
|
Equity funds |
|
|
477,341 |
|
|
|
367,758 |
|
Fixed income funds |
|
|
82,910 |
|
|
|
65,048 |
|
Lifecycle funds |
|
|
113,734 |
|
|
|
82,461 |
|
Company common stock |
|
|
300,034 |
|
|
|
236,233 |
|
Other |
|
|
6,715 |
|
|
|
2,755 |
|
|
|
|
|
|
|
|
Assets held in Master Trust |
|
$ |
1,363,746 |
|
|
$ |
1,070,378 |
|
|
|
|
|
|
|
|
9
The following is a summary of investment gain in the Master Trust for the year ended
December 31, 2009:
|
|
|
|
|
(Thousands) |
|
|
|
|
Interest, dividend and other income on investments |
|
$ |
17,067 |
|
Net appreciation in index funds |
|
|
35,051 |
|
Net appreciation in equity funds |
|
|
123,206 |
|
Net appreciation in fixed income funds |
|
|
9,606 |
|
Net appreciation in lifecycle funds |
|
|
27,477 |
|
Net appreciation in company common stock |
|
|
58,314 |
|
Net appreciation in other |
|
|
310 |
|
|
|
|
|
Total investment gain |
|
$ |
271,031 |
|
|
|
|
|
The following table presents investments of the Master Trust measured at fair value as of December
31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
(Thousands) |
|
Level 1 |
|
|
Level 2 |
|
|
Total |
|
Short-term investments |
|
$ |
158,618 |
|
|
$ |
|
|
|
$ |
158,618 |
|
Index funds |
|
|
73,152 |
|
|
|
151,242 |
|
|
|
224,394 |
|
Equity funds |
|
|
444,441 |
|
|
|
32,900 |
|
|
|
477,341 |
|
Fixed income funds |
|
|
17,749 |
|
|
|
65,161 |
|
|
|
82,910 |
|
Lifecycle funds |
|
|
|
|
|
|
113,734 |
|
|
|
113,734 |
|
Company common stock |
|
|
300,034 |
|
|
|
|
|
|
|
300,034 |
|
Other |
|
|
6,715 |
|
|
|
|
|
|
|
6,715 |
|
|
|
|
|
|
|
|
|
|
|
Total Investments at fair value |
|
$ |
1,000,709 |
|
|
$ |
363,037 |
|
|
$ |
1,363,746 |
|
|
|
|
|
|
|
|
|
|
|
The following table presents investments of the Master Trust measured at fair value as of December
31, 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
(Thousands) |
|
Level 1 |
|
|
Level 2 |
|
|
Total |
|
Short-term investments |
|
$ |
169,348 |
|
|
$ |
|
|
|
$ |
169,348 |
|
Index funds |
|
|
47,009 |
|
|
|
99,766 |
|
|
|
146,775 |
|
Equity funds |
|
|
363,651 |
|
|
|
4,107 |
|
|
|
367,758 |
|
Fixed income funds |
|
|
|
|
|
|
65,048 |
|
|
|
65,048 |
|
Lifestyle funds |
|
|
82,461 |
|
|
|
|
|
|
|
82,461 |
|
Company common stock |
|
|
236,233 |
|
|
|
|
|
|
|
236,233 |
|
Other |
|
|
2,755 |
|
|
|
|
|
|
|
2,755 |
|
|
|
|
|
|
|
|
|
|
|
Total Investments at fair value |
|
$ |
901,457 |
|
|
$ |
168,921 |
|
|
$ |
1,070,378 |
|
|
|
|
|
|
|
|
|
|
|
Approximately $107,388,000 of funds classified as Level 1 investments for the year ended December
31, 2008 were transferred to Level 2 classification for the year ended December 31, 2009.
Certain prior period fund classifications have been reclassified to the current statement
presentation.
Short-Term Investments
This category represents certain short-term fixed income securities and money market investments
that are managed in a mutual fund. Pricing for the mutual fund is obtained from quoted prices in
actively traded markets, and the fund is classified as a Level 1 asset.
Index Funds
This category includes equity and fixed income investments based upon financial market indexes.
An index mutual or commingled fund principally holds the securities that comprise the index at any
point in time. Index funds are priced based upon the individual securities held in the mutual or
commingled fund. Mutual funds are Level 1 assets and Commingled funds are Level 2 assets.
Equity funds
This category consists of actively managed mutual and commingled funds primarily holding large, mid
and small capitalization domestic equities and non-U.S. developed and emerging market equities.
Mutual and Commingled funds are priced based upon the individual securities held in the mutual or
commingled fund. Mutual funds are Level 1 assets and Commingled funds are Level 2 assets.
10
Fixed Income
This category consists of actively managed mutual and commingled funds primarily holding corporate
bonds from various industries, government bonds of the U.S. and other governmental entities, and
mortgage backed securities. Mutual and Commingled funds are priced based upon the individual
securities held in the mutual or commingled fund. Mutual funds are Level 1 assets and Commingled
funds are Level 2 assets.
Lifecycle
The category consists of commingled funds that modify their stock, bond, and money market asset
allocations consistent with previously disclosed asset allocations intended to support retirement
at a specified target date. Commingled funds are priced based upon the individual securities held
in the commingled fund. Commingled funds are classified as Level 2
assets.
Company Common Stock
DTE Energy common stock is obtained from quoted prices in actively traded markets and valued at the
composite opening or closing price as reported on the New York Stock Exchange. The stock is
classified as a Level 1 investment.
Other
The mutual fund invests directly or indirectly in equity, fixed income, money market and derivative
security assets. The Other fund is a mutual fund that is priced based upon the individual
securities held in the mutual fund and classified as a Level 1 asset.
NOTE 6 DTE ENERGY STOCK FUND
Significant components of the changes in net assets available for plan benefits in 2009 relating to
the Plans portion of the DTE Energy Stock Fund are as follows:
|
|
|
|
|
(Thousands) |
|
|
|
|
Additions To Net Assets Attributed to: |
|
|
|
|
Net appreciation in fair value of investments in the Master Trust |
|
$ |
15,918 |
|
Dividends and interest |
|
|
2,938 |
|
Interest on loans to Participants |
|
|
132 |
|
Employer contributions |
|
|
7,131 |
|
Participant contributions |
|
|
1,733 |
|
Net transfers from other sponsored plans |
|
|
3,182 |
|
|
|
|
|
Total Additions |
|
|
31,034 |
|
|
|
|
|
|
|
|
|
|
Deductions from Net Assets Attributed to: |
|
|
|
|
Distributions and withdrawals |
|
|
(3,986 |
) |
Other deductions |
|
|
(6,077 |
) |
|
|
|
|
Total Deductions |
|
|
(10,063 |
) |
|
|
|
|
|
|
|
|
|
Net Increase |
|
|
20,971 |
|
|
|
|
|
|
Net Assets Available for Benefits |
|
|
|
|
Beginning of year |
|
|
77,298 |
|
|
|
|
|
End of year |
|
$ |
98,269 |
|
|
|
|
|
NOTE 7 RELATED PARTY TRANSACTIONS
Certain Master Trust investments are shares of mutual funds managed by Fidelity Investments.
Fidelity Investments is the Trustee as defined by the Plan; therefore, these transactions qualify
as party-in-interest.
11
SUPPLEMENTAL SCHEDULES
12
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN FOR EMPLOYEES REPRESENTED BY LOCAL 223
OF THE UTILITY WORKERS UNION OF AMERICA
(Federal Employer Identification Number: 38-0478650; {Plan Number: 003)
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
(Form 5500, Schedule H, Item 4i)
December 31,
2009
(in Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description of Investment |
|
|
|
|
|
|
Identity of Issue |
|
(Including Rate of |
|
|
|
|
Party- in- |
|
Borrower, Lessor |
|
Interest, Collateral and |
|
|
|
Current |
Interest |
|
or Similar Party |
|
Par or Maturity Value) |
|
Cost |
|
Value |
*
|
|
Plan participants
|
|
Loan receivable,
interest rates ranged
from 4.25 percent to 12
percent during 2009
|
|
$-0-
|
|
$ |
18,305 |
|
13
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN FOR EMPLOYEES REPRESENTED BY LOCAL 223 OF THE
UTILITY WORKERS UNION OF AMERICA
(Federal Employer Identification Number: 38-0478650; {Plan Number: 003)
SCHEDULE OF REPORTABLE TRANSACTIONS
(Form 5500, Schedule H, Item 4j)
December 31, 2009
(in Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Identity of Party |
|
|
|
Purchase |
|
Selling |
|
Lease |
|
Expenses |
|
Cost of |
|
Current Value |
|
Net Realized |
Involved |
|
Description of Asset |
|
Price |
|
Price |
|
Rental |
|
Incurred |
|
Asset |
|
of Asset |
|
Gain or (Loss) |
Plan participants |
|
DTE Energy Stock |
|
$ |
47,758 |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
47,758 |
|
|
$ |
-0- |
|
Plan participants |
|
DTE Energy Stock |
|
$ |
-0- |
|
|
$ |
15,891 |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
15,890 |
|
|
$ |
15,891 |
|
|
$ |
1 |
|
Plan participants |
|
DTE Energy Stock |
|
$ |
64,206 |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
64,206 |
|
|
$ |
-0- |
|
Plan participants |
|
DTE Energy Stock |
|
$ |
-0- |
|
|
$ |
26,461 |
|
|
$ |
-0- |
|
|
$ |
-0- |
|
|
$ |
26,849 |
|
|
$ |
26,461 |
|
|
$ |
(388 |
) |
14
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustee (or other persons
who administer the employee benefit plan) has duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
|
DETROIT EDISON COMPANY
SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY
LOCAL 223 OF THE
UTILITY WORKERS UNION OF AMERICA
|
|
|
/S/ DOUGLAS A. GREEN
|
|
|
Douglas A. Green, Chair |
|
|
June 17, 2010
15