2022-10-31T11:01:41-07:00 2021-12-31 990 2021-01-01 390233059 DAIRYLAND POWER COOPERATIVE DAIR 6087884000 P O Box 817 3200 East Avenue South La Crosse WI 546020817 Brent Ridge President and CEO 6087884000 2022-10-31 1 11 0 AAL2 X 2021 2022-09-23 18:48:47Z Dairyland Power Cooperative P O Box 817 3200 East Avenue South La Crosse WI 546020817 466517279 0 X www.dairylandpower.com X Cooperative 1941 WI Dairyland Power Cooperative is an electric generation and transmission cooperative organized under the laws of WI & MN. The Cooperative, whose principal offices are located in WI, provides wholesale electric service to Class A members engaged in retail sale of electricity to member consumers located in WI, MN, IA and IL, and provides electric and other services to Class C, D, E and Special Services members, all on a cooperative, not-for-profit basis. 24 24 592 0 0 0 0 0 442801122 463583499 1611443 2922782 11037 10998 444423602 466517279 0 0 13713315 16648616 80444792 79224351 0 0 0 348273189 367803096 442431296 463676063 1992306 2841216 1309582779 1543973952 981606618 1200793640 327976161 343180312 Our Mission is to power our communities and empower cooperative members to improve the quality of their lives. Our members are the reason for our existence. We will provide our members with value in the form of safe, reliable, sustainable and competitively-priced electricity. We will build strong relationships with our member cooperatives, employees and all stakeholders. We will live the Cooperative Principles and hold ourselves true to our core values of accountability, integrity, innovation and commitment to community. 0 0 Dairyland Power is an electric generation and transmission cooperative association organized under the laws of WI and MN. The Cooperative, whose principal offices are located in Wisconsin, provides wholesale electric service to Class A members engaged in the retail sale of electricity to member consumers located in WI, MN, IA, and IL, and provides electric and other services to Class C, D, E and Special Services members, all on a cooperative, not-for-profit basis. This provides the basis for Dairyland's exempt purpose. Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C.). Because of this, we do not have our expenses grouped by function as shown on the Form 990. 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 148 0 1 592 1 0 0 0 0 0 403874922 32218777 0 0 0 X 24 24 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X X Phil Moilien CFO-Exec VP 6087884000 3200 East Ave So La Crosse WI 54601 X Brent Ridge President and CEO 45 0 X 852119 0 82308 Phillip M Moilien Executive Vice President and Chief Financial Officer 45 0 X 559155 0 174760 Benjamin L Porath Vice President and Chief Operating Officer 50 0 X 331156 0 164035 John P Carr Vice President Power Supply 40 0 X 281723 0 164442 Lane Peters Manager Genoa Site (Term 8/5/21) 45 0 X X 402624 0 26590 Amanda Hoefling Executive Vice President and Chief Administration Officer 50 0 X 306237 0 121059 John Young Chief Risk Officer 48 0 X 199725 0 221521 Robert M Palmberg Vice President External & Member Relations (Term 9/27/21) 50 0 X X 319322 0 31344 Nathaniel J Melby Chief Information Officer 45 0 X 233837 0 84685 Brian Treadway Manager Alma Site 50 0 X 193975 0 103464 Ken Schlimgen Manager, Market Operations, Trading, and Wholesale Power 55.0 0 X 176946 0 86457 April Wehling Chief Strategy Officer 45 0 X 179909 0 73058 Amy Carstens Director of Transmission Services 45 0 X 170416 0 76879 Brad Smalldridge Vice President, Business Development 50 0 X 214644 0 20132 Bryan Reidt Lead Mechanic, Alma Fuels (Term 9/30/21) 40 0 X X 192234 0 29344 Nicole Metzler Controller 53 0 X 177234 0 32378 Don Huff Director, Environmental Affairs (Term 9/30/21) 40 0 X X 180222 0 29287 William L Berg Former President and CEO (retired Feb 2015) 0 0 X 106526 0 0 Ed Gullickson Board Member/Chairman of the Board 15 0 X 36912 0 5885 Jim Hager Board Member / Secretary of the Board 9 0 X 31730 0 4886 Chuck Zenner Board Member 6.00 0 X 27847 0 2613 Robert Hess Board Member 10 0 X 27497 0 1650 Mark Kingland Board Member 10 0 X 23092 0 4127 Clarence Boettcher Board Member 5 0 X 25008 0 2060 Jenny Scharmer Board Member 11 0 X 25265 0 1063 Joe Mattingley Board Member 8 0 X 22946 0 3315 Karen Newbury Board Member 8 0 X 20854 0 4344 Tom Zwiefelhofer Board Member 7 0 X 21542 0 3335 Barry Radloff Board Member 7 0 X 20808 0 3733 Michael Baker Board Member 8.0 X 20374 0 3895 Neil Plourde Board Member 8.0 0 X 20065 0 3537 Jane Reich Board Member 10 0 X 20060 0 3526 Burton Magnuson Board Member 9 0 X 20863 0 2649 Jerry Huber Board Member 7 0 X 21133 0 2089 Jeff Monson Board Member/Vice Chairman of the Board 9 0 X 21095 0 1608 John Petska Board Member 6 0 X 20045 0 2491 Sandra Davidson Board Member/Treasurer of the Board 12.0 0 X 19450 0 2110 Arthur Friedrich Board Member 10 0 X 19203 0 2232 Daniel Korn Board Member 9 0 X 20508 0 721 David Anderson Board Member 12 0 X 20056 0 869 Ed Hass Board Member 10 0 X 18139 0 1396 Jeffery Bradley Board Member (May-Deb) 5 0 X 14209 0 2089 Ken Wohlers Board Member (Feb-Mar) 13 0 X 5299 0 203 Larry Lamborn Board Member 6 0 X 4941 0 144 Chris Curran Board Member (Sept) 4 0 X 659 0 59 5627604 0 1588372 251 1 1 0 BNSF Railway Company 3110 Solutions Center Chicago IL 606773001 Coal Transport and Delivery Service 27457027 Hooper Corporation P O Box 88866 P O Box 88866 Milwaukee WI 53288 General / Engineering Contracting Services 3249544 Duane Morris LLP 30 S 17th Street Philadelphia PA 191034196 Legal Services 2270189 Zielies Tree Service Inc 750 W Arthur Street Bruce WI 54819 Vegetation Management Services 2653722 Securitas -SCIS FILE 57272 Los Angeles CA 900747272 Security Services 2355268 74 X 0 G & T Wholesale Electricity 221000 463583493 463583493 0 0 SO2 Allowances 221000 6 6 0 0 0 0 0 0 463583499 1419853 0 0 1419853 0 0 0 0 0 0 0 0 10998 0 10998 10998 10998 0 1502929 0 0 0 1502929 1502929 1502929 0 0 0 466517279 465086428 0 1430851 X 0 0 0 16648616 4094019 0 44178814 16569953 10438795 3942770 0 4639937 379793 142283 0 0 1204229 0 5983442 0 0 0 0 0 28855450 0 53515296 4351207 Production Expenses 244655571 Transmission Expenses 64716182 Distribution Expenses 2557429 Charged to Balance Sheet -47459072 4261349 463676063 0 0 0 X 19527466 46224670 8008 18925 0 0 36851984 44215526 0 0 0 0 0 0 62234932 42170010 28901455 32032382 2142606602 867430827 1111676459 1275175775 7651314 8096418 18592404 17191885 30566545 24138757 48281816 1309582779 1543973952 101533690 98421388 0 0 0 0 0 0 0 0 0 0 835119793 1029797505 0 0 44953135 72574747 981606618 1200793640 X 620 620 0 0 327975541 343179692 327976161 343180312 1309582779 1543973952 X 2841216 0 0 0 0 12362935 X 0 1 X 1 0 0 42220211 42220211 0 2011122097 866478540 1144643557 0 0 0 0 0 0 0 0 0 89264294 952287 88312007 1275175775 0 Obligations Under Capital Lease 7933857 Post Employment Health Insurance Obligation 5163743 Non-Current Frozen Sick Leave Benefits 7038 Deferred Compensation Benefits 1776160 Asset Retirement Obligation 243726 Estimated Decommissioning Liabilities 1986846 Non-Current Portion of Accruals 9417774 Deferred Revenues 22667757 Member Cooperative Prepayments 20583603 Other Non-Current Liabilities 2794243 72574747 466517279 0 0 0 0 0 466517279 0 0 0 466517279 447027447 0 0 0 0 0 447027447 0 16648616 16648616 463676063 Schedule D, Part VI, Line 1b - Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service, which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C). Because of this, we do not have our expenses grouped by function as shown on the Form 990. Our Accumulated Depreciation is grouped into just one account. For purposes of the Form 990, we cannot break out Buildings and Equipment and the associated depreciation. Schedule D, Part VI, Line 1d Schedule D, Part VI, Line 1d - Same as explanation for schedule D, Part VI, Line 1b. Schedule D, Part X, Line 1 As of December31, 2021, the Cooperative had various revenue deferrals reflected as regulatory liabilities. These revenue deferrals pertained to favorable results from market credits though transactions with the Mid-Continent Independent System Operator (MISO) in addition to favorable results due to market conditions. The regulatory liabilities are as follows: 1) In January 2022, the Board of Directors approved the creation of a regulatory liability revenue deferral plan in the amount of $13,000,000. The Cooperative deferred $13,000.000 of 2021 revenue and plans to recognize this amount in 2023. This plan was approved by RUS in February 2022. 2) In December 2021, the Board of Directors approved the carryforward of the 2020 revenue deferral plan in the amount of $6,000,000. The Board of Directors also approved an additional regulatory liability revenue deferral in 2021 in the amount of $1,400,000 for business growth and development. This amended deferral plan was approved by RUS in January 2022. In addition, the Board of Directors approved the carryforward of another 2020 Revenue deferral plan in the amount of $368,000 in January 2022. The amended deferral plan was approved by RUS in February 2022. The Cooperative plans to recognize this amount in 2022. 3) In November 2021, the Board of Directors approved the creation of a regulatory liability revenue deferral plan in the amount of $1,900,000. The Cooperative deferred $1,900,000 of 2021 revenue and plans to recognize this amount in 2022. The deferral plan was approved by RUS in February of 2022. Schedule D, Part XII, Line 4b - As a result of complying with the 2011 requirements of reporting dividends paid by Section 501(c)12 organizations on Line 4 of Form 990 Part IX, Dairyland Power Cooperative has interpreted this to mean capital credits allocated during the tax year. Because the allocation amount is not a functional expense on Dairyland's audited financial statements, an adjustment of the allocated amount of $16,648,616 was required to reflect the correct audited gross margin for Dairyland of $19,489,831. X 1 1 X X 1 1 1 Brent Ridge President and CEO 805837 0 38065 0 8217 0 47415 0 44040 0 943574 0 0 0 Phillip M Moilien Chief Financial Officer & Exec VP 405269 0 146205 0 7681 0 141463 0 37410 0 738028 0 0 0 William L Berg Former President and CEO (retired Feb 2015) 0 0 0 0 106526 0 0 0 0 0 106526 0 0 0 Benjamin L Porath Chief Operating Officer 310319 0 18432 0 2405 0 128688 0 39753 0 499597 0 0 0 Amanda Hoefling Chief Member Relations & HR Officer 300173 0 3038 0 3026 0 86165 0 38447 0 430849 0 0 0 Robert M Palmberg Vice President External & Member Relations 250882 0 0 0 68440 0 6479 0 29459 0 355260 0 0 0 John P Carr Vice President Power Supply 274556 0 0 0 7167 0 130644 0 40067 0 452434 0 0 0 Nathaniel J Melby Chief Information Officer 232512 0 0 0 1325 0 47438 0 40705 0 321980 0 0 0 John Young Chief Risk Officer 190577 0 0 0 9148 0 190874 0 34220 0 424819 0 0 0 April Wehling Chief Strategy Officer 178474 0 0 0 1435 0 35120 0 40772 0 255801 0 0 0 Brad Smalldridge Vice President, Business Development 192961 0 0 0 21683 0 22351 0 0 0 236995 0 0 0 Lane Peters Manager Genoa Site (Term 8/5/21) 124799 0 0 0 277825 0 25085 0 3292 0 431001 0 0 0 Brian Treadway Manager Alma Site 187262 0 1500 0 5213 0 36872 0 71073 0 301920 0 0 0 Bryan Reidt Lead Mechanic, Alma Fuels (Term 9/30/21) 136364 0 0 0 55870 0 27435 0 3200 0 222869 0 0 0 Don Huff Director, Environmental Affairs (Term 9/30/21) 137946 0 0 0 42275 0 27317 0 3631 0 211169 0 0 0 Nicole Metzler Controller 172804 0 2700 0 1730 0 2130 0 32094 0 211458 0 0 0 Ken Schlimgen Manager, Market Operations, Trading, and Wholesale Power 169095 0 2500 0 5351 0 86028 0 4755 0 267729 0 0 0 Amy Carstens Director of Transmission Services 169416 0 0 0 1000 0 46275 0 32774 0 249465 0 0 0 Schedule J, Part I, Line 1a Dairyland Power Cooperative offers reimbursements to employees under a Wellness Program Plan. The Wellness Program Plan includes up to $150 towards each component for the calendar year for the cost of membership to the local YMCA or other selected Fitness Centers, the cost of an approved Weight Loss Program and the cost of an approved Smoking Cessation Program. For 2021, the value of the Fitness Center Reimbursement was included in the reportable compensation for the following Key Employees and Highest Compensation Employees: Amanda Hoefling, Nathaniel Melby, Benjamin Porath, Brian Treadway, April Wehling, Don Huff, Brian Treadway, and Lane Peters. Dairyland Power Cooperative also reimburses members of the Executive Team for cost incurred for executive physicals not covered by insurance. For 2021, the grossed-up value of the executive physical reimbursement was included in the reportable compensation for the following Key Employees and Officers: Amanda Hoefling and Phillip Moilien. Schedule J, Part I, Line 3 CEO, Brent Ridge's compensation is established by information provided by the Manager of Total Rewards to the Board's Governance Committee. This information included data from surveys of other Generation and Transmission Cooperatives. The compensation recommendation of the Board's Governance Committee was presented to the full Board for vote as part of an executive session (only Board Member's, outside legal counsel and Board recording secretary). Schedule J, Part I, Line 4 A Pension True-up Program was established for Phillip Moilien, Executive Vice President and Chief Financial Officer, Benjamin Porath, Executive Vice President and Chief Operating Officer, and Amanda Hoefling, Executive Vice President and Chief Administrative Officer. This Program was the result of calculations performed by outside consultants to establish an equitable amount of compensation due to maximum employer contribution limits to a defined benefit pension program. For 2021, Mr. Moilien received quarterly payments totaling $146,205.26, Mr. Porath received quarterly payments totaling $18,432.31 and Ms. Hoefling received one quarterly payment totaling $3,038.49. Dairyland Power Cooperative's Board of Director also approved "bridge" payments to Brent Ridge, CEO until he became eligible for Dairyland's qualified retirement plans on August 1, 2021. He received a total of $38,064.52. Severance payments made in 2021 were as follows: Bryan Reidt $23,342.88, Rob Palmberg $64,075.20, Lane Peters $71,083.10, and Don Huff $40,360.20. In addition, Lane Peters also received a KERP (Key Employee Retention Program) payment of $27,722.42 and a special retention payout of $178,346.67. Form 990, Part IV, Line 12a The consolidated financial statements include the accounts of Dairyland Power Cooperative and Dairyland's wholly owned subsidiary, Genoa FuelTech, Inc. All significant intercompany balances and transactions have been eliminated in consolidation. Form 990, Part VI, Section A, Line 1a Dairyland's Board of Directors receive advice and recommendations for action from an Executive Committee, made up of members of the Board of Directors only. The executive Committee is authorized by the bylaws to act on behalf of the Board on certain maters between meetings of the full Board. Form 990, Part VI, Section A, Line 4 Dairyland's Board of Directors receive advice and recommendations for action from an Executive Committee, made up of members of the Board of Directors only. The Executive Committee is authorized by the bylaws to act on behalf of the Board on certain matters between meetings of the full Board. In 2021, one bylaw was changed in regard to remote participation .The bylaw changes provided that to the extent allowed by law the Board may allow members to participate by means of remote participation, subject to such reasonable conditions as the Board may set. If in the Board's judgment there is compelling reason to do so, the Board may determine that an annual meeting and special meetings shall be conducted exclusively through remote participation. Absent such circumstances, every effort shall be made to hold the annual meeting in person, whether or not remote participation is offered as an option. Form 990, Part VI, Section A, Line 6 Dairyland Power Cooperative provides wholesale electric service and other services to five classes of members (A C, D, E and Special Services). Form 990, Part VI, Section A, Line 7a Member control of Dairyland is vested in its Board of Directors, consisting of representatives from each of the 24 Class A member distribution cooperatives. Each director is nominated by his or her member cooperative, and then elected by Dairyland's membership at Dairyland's annual meeting in June to serve a one-year term. Form 990, Part VI, Section A, Line 7b Pursuant to Dairyland's Bylaws, the Board of Directors is charged with directing the management of the Cooperative. The Bylaws provide for the Board to be advised by a technical advisory committee consisting of the managers of the member distribution cooperatives. Member approval is required for amendments to the Articles of Incorporation or Bylaws for merger or consolidation, or for sale of more than 10% of the Cooperative's property. Form 990, Part VI, Section B, Line 11b Prior to filing the Form 990, approval of the draft return was obtained at the August 4, 2022 meeting of the Board of Directors' Audit & Risk Management Committee. The Committee then presented its report on the return to the full Board at its August 2022 meeting. A copy of the draft return was provided to each board member. Following approval by the Board, the Form 990 was finalized and filed. Form 990, Part VI, Section B, Line 12c During June of each year, each director on the newly-elected Board is given a copy of Dairyland's Board Policy B109 Business Ethics and a Business Ethics disclosure report to be completed in accordance with Policy B109. A similar disclosure report is required of all Dairyland employees during the first quarter of each year. Each Director's completed report is reviewed by the Chairman of the Audit & Risk Committee. Any questions are reviewed by Dairyland's outside General Counsel. Any unique responses are presented to the full Committee in executive session. Each employee's report is reviewed by the President and CEO and Chief Member Relations and HR Officer. The Chief Member Relations and HR Officer's report, the report of the President and CEO, and the report of any other employee containing any unique responses are reviewed by the Chairman of the Audit & Risk Management Committee and the Chairman of the Board of Directors, and as appropriate by General Counsel and the full Committee. Form 990, Part VI, Section B, Line 15 Pursuant to written policies and guidelines adopted by the Board the President and CEO's 2021 salary determination was conducted in 2021 by all three of the processes for determining compensation - review and approval by independent person, comparability data, and contemporaneous substantiation of the deliberation and decision. The President and CEO received a compensation increase in July of 2021. This increase was a result of reviews conducted by the Board's Governance Committee, with assistance from the HR Business Partner, who participated in compensation surveys of other Generation and Transmission Cooperatives and received a compensation survey conducted by a outside compensation consultant. Results of the surveys and individual board members' review of the CEO's performance were presented to the Governance Committee, who then presented to the full Board for vote as part of an executive session (only Board Members, outside legal counsel and Board recording secretary). Minutes of the Committee and Board meetings document those processes. For Executive Staff/Key Employees, the HR Business Partner conducts an annual salary increase percentages survey of similar Generation & Transmission Cooperatives and obtains comparable salary data compiled by National Rural Electric Cooperative Association (NRECA), along with survey results conducted by an outside compensation consultant. The results of the surveys, along with current and previous salary information, are presented to the President and CEO. Based on the information provided, the President and CEO determines the applicable compensation for each Key Employee. They included Chief Financial Officer and Executive Vice President, Chief Operating Officer, Chief Member Relations and Human Resources Officer, Vice President Power Supply, Chief Risk Officer, and Chief Strategic Officer. For the tax year covered by this return, this was done in March of 2021. The Executive Staff/Key Employee did receive compensation increases in April 2021. Form 990, Part VI, Section B, Line 16a Weston 4, near Wausau, in central Wisconsin, is a 595-megawatt electric generator that uses clean coal technologies. Weston 4 began operating on June 30, 2008. Wisconsin Public Services owns 70% and Dairyland Power Cooperative owns 30%. It is not operated as a joint venture or similar arrangement. Form 990, Part VI, Section C, Line 19 Dairyland Power Cooperative makes its governing documents, conflict of interest policy, and financial statements available upon request to the public. Form 990, Part VII, Section A, Line 1a Members of the Board of Directors of Dairyland serve annual terms that run from the annual meeting of members in June of the year of election to the annual meeting in June of the following year. All average hours worked per week were based on a separate questionnaire, specific to the Form 990 filing, that was completed by all directors, officers, key employees and highly compensated employees. Form 990, Part VIII, Line 2a - 2e Other operating revenue primarily includes revenue received from transmission service and is recorded as services are provided. Form 990, Part VIII, Line 3 Included in the $1,419,853 is an investment loss, including fund expenses, on nuclear decommissioning funds of $1,286 recorded as decommissioning liabilities of $1,286 Form 990, Part IX, Line 4 Dairyland Power Cooperative's Board of Directors has adopted a policy of retiring capital credits allocated to members on a first-in, first-out basis. As part of an equity development strategy adopted in 2003, patronage capital retired will be limited to no greater than 2% of the total assigned patronage capital balance as of December 31 of the prior year. This policy is subject to annual review and approval by the Board of Directors and the RUS. Accordingly, $4,662,773 was retired in 2021. Implementation of this policy is subject to annual review and approval by the Board of Directors and the Rural Utilities Service, and no cash retirements are made which would impair the financial condition of the Cooperative or violate any terms of its agreements. Since 2003, the amount of non-operating margins assigned to members each year is at the discretion of the Board of Directors. Any unassigned non-operating margins will become unallocated reserves and part of permanent equity. Patronage capital as of December 31, 2021 included 2021 margins allocated/assignable of $16,648,616.22 and unallocated reserves of $2,841,215.05. It is our interpretation of federal cooperative tax law to report capital credits allocated during the tax year of $16,648,616.22 on Form 990, Part IX, Line 4. Form 990, Part X, Line 15 Dairyland Power Cooperative's accounting policies and the consolidated financial statements conform to accounting principles generally accepted in the United States of America applicable to electric cooperatives. During 2020, the Cooperative established a regulatory asset related to the unrecovered plant balances upon closure of the Genoa #3 generating station that occurred in 2021. Additional costs associated with the closure of $17,822,000 were recorded in the year ending December 31, 2021. The regulatory asset related to the Genoa Station #3 closure will be amortized through rates over 8 years beginning in 2022. The December 31, 2021 balance associated with the unrecovered plant balance was $25,614,059 The expected following year's portion of these regulatory assets is included in prepaid expenses and other current assets at December 31, 2021. In addition, Part X Line 15 also includes $22,667,757 in segregated cash related to the regulatory liability revenue deferral plan that was established by the Board of Directors and approved by the Rural Utility Service. Additional information related to this plan is discussed in Schedule D, Part XIII. Form 990, Part XI, Line 9 Other change in net assets or fund balance is a result of: patronage capital-retired of -$4,662,773, accumulated other comprehensive gain of $377,093, and allocation of capital credits for 2021 of $16,648,616. Genoa FuelTech Inc 3200 East Avenue South La Crosse WI 54601 391828821 Investment Holding Corp WI N/A C 1 0 Charge EV LLC 3200 East Avenue South La Crosse WI 54601 854238708 Electric vehicle infrastructure initiatives WI N/A C 0.122 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Schedule R, Part IV Charge EV is a limited liability company that was formed on November 23, 2000. Dairyland Power is one member of this organization with a 12.2% interest.