CORPORATE DEVELOPMENTS



The following discussion should be read in conjunction with the accompanying
unaudited financial statements and related notes and our 2021 Annual Report on
Form 10-K.

Introduction

We are a wholly owned subsidiary of WEC Energy Group, and derive revenues from
the distribution and sale of electricity and natural gas to retail customers in
Wisconsin. We also provide wholesale electric service to numerous utilities and
cooperatives for resale. We conduct our business primarily through our utility
reportable segment. See Note 17, Segment Information, for more information on
our reportable business segments.

Corporate Strategy



Our goal is to continue to build and sustain long-term value for our customers
and WEC Energy Group's shareholders by focusing on the fundamentals of our
business: environmental stewardship; reliability; operating efficiency;
financial discipline; exceptional customer care; and safety. WEC Energy Group's
capital investment plan for efficiency, sustainability and growth, referred to
as its ESG Progress Plan, provides a roadmap to achieve this goal. It is an
aggressive plan to cut emissions, maintain superior reliability, deliver
significant savings for customers, and grow WEC Energy Group's and our
investment in the future of energy.

Throughout its strategic planning process, WEC Energy Group takes into account
important developments, risks and opportunities, including new technologies,
customer preferences and affordability, energy resiliency efforts, and
sustainability. WEC Energy Group published the results of a priority
sustainability issue assessment in 2020, identifying the issues that are most
important to the company and its stakeholders over the short and long terms.
This risk and priority assessment has formed WEC Energy Group's direction as a
company.

Creating a Sustainable Future

WEC Energy Group's ESG Progress Plan includes the retirement of older,
fossil-fueled generation, to be replaced with zero-carbon-emitting renewables
and clean natural gas-fired generation at its electric utilities, including us.
When taken together, the retirements and new investments should better balance
supply with demand, while maintaining reliable, affordable energy for our
customers. The retirements will contribute to meeting WEC Energy Group's and our
goals to reduce CO2 emissions from electric generation.

In May 2021, WEC Energy Group announced goals to achieve reductions in carbon
emissions from its electric generation fleet by 60% by the end of 2025 and by
80% by the end of 2030, both from a 2005 baseline. WEC Energy Group expects to
achieve these goals by making operating refinements, retiring less efficient
generating units, and executing its capital plan. Over the longer term, the
target for its generation fleet is net-zero CO2 emissions by 2050.

As part of the path toward these goals, we are exploring co-firing with natural
gas at the ERGS coal-fired units. By the end of 2030, WEC Energy Group expects
to use coal as a backup fuel only, and WEC Energy Group believes it will be in a
position to eliminate coal as an energy source by the end of 2035.

WEC Energy Group already has retired more than 1,800 MWs of coal-fired
generation since the beginning of 2018, which included the 2019 retirement of
the Presque Isle power plant as well as the 2018 retirement of the Pleasant
Prairie power plant. Through the ESG Progress Plan, WEC Energy Group expects to
retire approximately 1,600 MW of additional fossil-fueled generation by the end
of 2026, which includes the planned retirement in 2024-2025 of OCPP Units 5-8.
See Note 21, Regulatory Environment, for information on the delay of these
planned retirements.

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In addition to retiring these older, fossil-fueled plants, WEC Energy Group
expects to invest approximately $5.4 billion from 2023-2027 in regulated
renewable energy in Wisconsin. WEC Energy Group's plan is to replace a portion
of the retired capacity by building and owning zero-carbon-emitting renewable
generation facilities that are anticipated to include the following new
investments made by either us or WPS based on specific customer needs:

•1,800 MW of utility-scale solar;
•700 MW of battery storage; and
•700 MW of wind.

In addition, we have partnered with an unaffiliated utility to construct Badger
Hollow II, a utility scale solar project that is expected to enter commercial
operation in the first half of 2023. Once constructed, we will own 100 MW of the
project.

WEC Energy Group also plans on investing in a combination of clean, natural gas-fired generation, made by either us or WPS based on specific customer needs, including:



•100 MW of RICE natural gas-fueled generation;
•the planned purchase of 200 MW of capacity in West Riverside - a combined-cycle
natural gas plant recently completed by Alliant Energy in Wisconsin; and
•the planned purchase of Whitewater, a natural gas-fired combined-cycle electric
generating facility with a capacity of 236.5 MW.

For more details on these projects, see Liquidity and Capital Resources - Cash Requirements - Significant Capital Projects.



In December 2018, we received approval from the PSCW for two renewable energy
pilot programs. The Solar Now pilot is expected to add a total of 35 MW of solar
generation to our portfolio, allowing non-profit and government entities, as
well as commercial and industrial customers, to site utility owned solar arrays
on their property. Under this program, we have energized 24 Solar Now projects
and currently have another five under construction, together totaling more than
30 MW. The second program, the Dedicated Renewable Energy Resource pilot, would
allow large commercial and industrial customers to access renewable resources
that we would operate, adding up to 150 MW of renewables to our portfolio, and
helping these larger customers to meet their sustainability and renewable energy
goals.

In August 2021, the PSCW approved pilot programs for us to install and maintain
EV charging equipment for customers at their homes or businesses. The programs
provide direct benefits to customers by removing cost barriers associated with
installing EV equipment. In October 2021, subject to the receipt of any
necessary regulatory approvals, WEC Energy Group pledged to expand the EV
charging network within its utilities' electric service territories. In doing
so, WEC Energy Group joined a coalition of utility companies in a unified effort
to make EV charging convenient and widely available throughout the Midwest. The
coalition WEC Energy Group joined is planning to help build and grow EV charging
corridors, enabling the general public to safely and efficiently charge their
vehicles.

WEC Energy Group also continues to reduce methane emissions by improving its
natural gas distribution system, and has set a target across its natural gas
distribution operations to achieve net-zero methane emissions by the end of
2030. WEC Energy Group plans to achieve its net-zero goal through an effort that
includes both continuous operational improvements and equipment upgrades, as
well as the use of RNG throughout its utility systems. In 2022, we received
approval from the PSCW for an RNG pilot associated with our natural gas
distribution system.

Reliability

We have made significant reliability-related investments in recent years, and in accordance with the ESG Progress Plan, expect to continue strengthening and modernizing our generation fleet, as well as our electric and natural gas distribution networks to further improve reliability.

We received approval to construct an LNG facility to meet anticipated peak demand. Commercial operation of the LNG facility is targeted for the end of 2023.

For more details, see Liquidity and Capital Resources - Cash Requirements - Significant Capital Projects.



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Operating Efficiency

We continually look for ways to optimize the operating efficiency of our company
and will continue to do so under the ESG Progress Plan. For example, we are
making progress on our AMI program, replacing aging meter-reading equipment on
both our network and customer property. An integrated system of smart meters,
communication networks, and data management programs enables two-way
communication between us and our customers. This program reduces the manual
effort for disconnects and reconnects and enhances outage management
capabilities.

WEC Energy Group continues to focus on integrating the resources of its businesses and finding the best and most efficient processes.

Financial Discipline

A strong adherence to financial discipline is essential to meeting our earnings projections and maintaining a strong balance sheet, stable cash flows, and quality credit ratings.



We follow an asset management strategy that focuses on investing in and
acquiring assets consistent with our strategic plans, as well as disposing of
assets, including property, plants, and equipment, that are no longer strategic
to operations, are not performing as intended, or have an unacceptable risk
profile. See Note 2, Acquisition, for more information on our planned
acquisition of Whitewater.

Exceptional Customer Care



Our approach is driven by an intense focus on delivering exceptional customer
care every day. We strive to provide the best value for our customers by
demonstrating personal responsibility for results, leveraging our capabilities
and expertise, and using creative solutions to meet or exceed our customers'
expectations.

A multiyear effort is driving a standardized, seamless approach to digital
customer service across all of the WEC Energy Group companies. It has moved all
utilities, including us, to a common platform for all customer-facing
self-service options. Using common systems and processes reduces costs, provides
greater flexibility and enhances the consistent delivery of exceptional service
to customers.

Safety

Safety is one of our core values and a critical component of our culture. We are
committed to keeping our employees and the public safe through a comprehensive
corporate safety program that focuses on employee engagement and elimination of
at-risk behaviors.

Under our "Target Zero" mission, we have an ultimate goal of zero incidents,
accidents, and injuries. Management and union leadership work together to
reinforce the Target Zero culture. We set annual goals for safety results as
well as measurable leading indicators, in order to raise awareness of at-risk
behaviors and situations and guide injury-prevention activities. All employees
are encouraged to report unsafe conditions or incidents that could have led to
an injury. Injuries and tasks with high levels of risk are assessed, and
findings and best practices are shared across the WEC Energy Group companies.

Our corporate safety program provides a forum for addressing employee concerns,
training employees and contractors on current safety standards, and recognizing
those who demonstrate a safety focus.

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RESULTS OF OPERATIONS

THREE MONTHS ENDED SEPTEMBER 30, 2022

Earnings

Our earnings for the third quarter of 2022 were $130.8 million, compared with $129.5 million for the same quarter in 2021. See below for additional information on the $1.3 million increase in earnings.

Non-GAAP Financial Measures



The discussion below addresses the contribution of our utility segment to net
income attributed to common shareholder. The discussion includes financial
information prepared in accordance with GAAP, as well as electric margins and
natural gas margins, which are not measures of financial performance under GAAP.
Electric margins (electric revenues less fuel and purchased power costs) and
natural gas margins (natural gas revenues less cost of natural gas sold) are
non-GAAP financial measures because they exclude other operation and maintenance
expense, depreciation and amortization, and property and revenue taxes.

We believe that electric and natural gas margins provide a useful basis for
evaluating utility operations since the majority of prudently incurred fuel and
purchased power costs, as well as prudently incurred natural gas costs, are
passed through to customers in current rates. As a result, management uses
electric and natural gas margins internally when assessing the operating
performance of our utility segment as these measures exclude the majority of
revenue fluctuations caused by changes in these expenses. Similarly, the
presentation of electric and natural gas margins herein is intended to provide
supplemental information for investors regarding our operating performance.

Our electric margins and natural gas margins may not be comparable to similar
measures presented by other companies. Furthermore, these measures are not
intended to replace operating income as determined in accordance with GAAP as an
indicator of operating performance. Our utility segment operating income for the
three months ended September 30, 2022 and 2021 was $273.2 million and $260.9
million, respectively. The discussion below includes a table that provides the
calculation of electric margins and natural gas margins, along with a
reconciliation to the most directly comparable GAAP measure, operating income.

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Utility Segment Contribution to Net Income Attributed to Common Shareholder

The following table compares our utility segment's contribution to net income for the third quarter of 2022, with the same quarter in 2021, including favorable or better, "B", and unfavorable or worse, "W", variances.



                                                           Three Months Ended September 30
(in millions)                                              2022                2021         B (W)
Electric revenues                                 $     1,012.4              $ 908.2      $ 104.2
Fuel and purchased power                                  416.8                309.9       (106.9)
Total electric margins                                    595.6                598.3         (2.7)

Natural gas revenues                                       69.5                 50.6         18.9
Cost of natural gas sold                                   42.3                 26.8        (15.5)
Total natural gas margins                                  27.2                 23.8          3.4

Total electric and natural gas margins                    622.8             

622.1 0.7



Other operation and maintenance                           201.9                220.0         18.1
Depreciation and amortization                             120.0                116.7         (3.3)
Property and revenue taxes                                 27.7                 24.5         (3.2)
Operating income                                          273.2                260.9         12.3

Other income, net                                          15.2                  7.6          7.6
Interest expense                                          113.3                114.3          1.0
Income before income taxes                                175.1                154.2         20.9

Income tax expense                                         44.0                 24.4        (19.6)
Preferred stock dividends of subsidiary                     0.3                  0.3            -
Net income attributed to common shareholder       $       130.8

$ 129.5 $ 1.3

The following table shows a breakdown of other operation and maintenance:



                                                                   Three Months Ended September 30
(in millions)                                              2022                  2021                B (W)
Operation and maintenance not included in line
items below                                           $       90.0          $      92.1          $       2.1
Transmission (1)                                              68.9                 84.4                 15.5
We Power (2)                                                  26.5                 27.5                  1.0
Regulatory amortizations and other pass through
expenses (3)                                                  16.5                 16.0                 (0.5)

Total other operation and maintenance                 $      201.9

$ 220.0 $ 18.1





(1)Represents transmission expense that we are authorized to collect in rates.
The PSCW has approved escrow accounting for ATC and MISO network transmission
expenses. As a result, we defer as a regulatory asset or liability, the
difference between actual transmission costs and those included in rates until
recovery or refund is authorized in a future rate proceeding. During the third
quarter of 2022 and 2021, $89.2 million and $81.8 million, respectively, of
costs were billed to us by transmission providers.

During the third quarter of 2022, we amortized $15.5 million of the regulatory
liabilities associated with our transmission escrow to offset certain 2022
revenue deficiencies, as approved by the PSCW in order to forego filing for a
2022 base rate increase. This amortization drove the decrease in transmission
expense during the third quarter of 2022, compared with the same quarter in
2021. See Note 22, Regulatory Environment, in our 2021 Annual Report on Form
10-K for additional information on 2022 base rates.

(2)Represents costs associated with the We Power generation units, including
operating and maintenance costs we recognized. During the third quarter of 2022
and 2021, $29.7 million and $20.4 million, respectively, of costs were billed to
or incurred by us related to the We Power generation units, with the difference
in costs billed or incurred and expenses recognized, either deferred or deducted
from the regulatory asset.

(3)Regulatory amortizations and other pass through expenses are substantially offset in margins and therefore do not have a significant impact on net income.



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The following tables provide information on delivered sales volumes by customer
class and weather statistics:

                                                                            

Three Months Ended September 30


                                                                                     MWh (in thousands)
Electric Sales Volumes                                      2022                              2021                          B (W)
Customer Class
Residential                                                  2,345.0                           2,465.5                        (120.5)
Small commercial and industrial                              2,338.9                           2,374.9                         (36.0)
Large commercial and industrial                              1,848.1                           1,785.1                          63.0
Other                                                           23.6                              25.1                          (1.5)
Total retail                                                 6,555.6                           6,650.6                         (95.0)
Wholesale                                                      146.4                             258.6                        (112.2)
Resale                                                       1,124.7                           1,210.2                         (85.5)
Total sales in MWh                                           7,826.7                           8,119.4                        (292.7)



                                            Three Months Ended September 30
                                                  Therms (in millions)
Natural Gas Sales Volumes           2022                    2021                B (W)
Customer Class
Residential                        22.5                    20.0                 2.5
Commercial and industrial          16.1                    14.3                 1.8
Total retail                       38.6                    34.3                 4.3
Transportation                     65.7                    59.1                 6.6
Total sales in therms             104.3                    93.4                10.9



                                       Three Months Ended September 30
                                                 Degree Days
Weather (1)                              2022                   2021       B (W)
Heating (98 Normal)                                    89        22       304.5  %
Cooling (591 Normal)                                  677       715        (5.3) %


(1)Normal degree days are based on a 20-year moving average of monthly temperatures from Mitchell International Airport in Milwaukee, Wisconsin.

Electric Revenues



Electric revenues increased $104.2 million during the third quarter of 2022,
compared with the same quarter in 2021. To the extent that changes in fuel and
purchased power costs are passed through to customers, the changes are offset by
comparable changes in revenues. See the discussion of electric utility margins
below for more information related to the recovery of fuel and purchased power
costs and the remaining drivers of the changes in electric revenues.

Electric Utility Margins

Electric utility margins decreased $2.7 million during the third quarter of 2022, compared with the same quarter in 2021. The significant factors impacting the lower electric utility margins were:



•A $10.6 million net decrease in margins related to lower sales volumes, driven
by the impact of cooler weather during the third quarter of 2022, compared with
the same quarter in 2021, and partially offset by the continued economic
recovery in Wisconsin from the COVID-19 pandemic. As measured by cooling degree
days, the third quarter of 2022 was 5.3% cooler than the same quarter in 2021.

•A $9.9 million quarter-over-quarter negative impact from actual fuel and
purchased power costs compared with costs collected in rates. Under the
Wisconsin fuel rules, our margins are impacted by under- or over-collections of
certain fuel and purchased power costs that are within a 2% price variance from
the costs included in rates, and the remaining variance beyond the 2% price
variance is generally deferred for future recovery or refund to customers.
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•Lower margins of $3.8 million driven by the expiration of certain wholesale contracts.

These decreases in margins were partially offset by:



•A $19.4 million increase in margins related to the impact of unprotected excess
deferred taxes during the third quarter of 2021, which we agreed to return to
customers in our PSCW-approved rate order. This increase in margins is offset in
income taxes. See Note 22, Regulatory Environment, in our 2021 Annual Report on
Form 10-K for additional information on our rate order.

•A $3.6 million increase in other revenues, primarily related to third-party use of our assets.



Natural Gas Revenues

Natural gas revenues increased $18.9 million during the third quarter of 2022,
compared with the same quarter in 2021. Because prudently incurred natural gas
costs are passed through to our customers in current rates, the changes are
offset by comparable changes in revenues. The average per-unit cost of natural
gas increased 19% during the third quarter of 2022, compared with the same
quarter in 2021. The remaining drivers of changes in natural gas revenues are
described in the discussion of natural gas utility margins below.

Natural Gas Utility Margins

Natural gas utility margins increased $3.4 million during the third quarter of 2022, compared with the same quarter in 2021. The most significant factor impacting the higher natural gas utility margins was higher sales volumes, driven by the continued economic recovery in Wisconsin from the COVID-19 pandemic.

Other Operating Expenses (includes other operation and maintenance, depreciation and amortization, and property and revenue taxes)

Other operating expenses at the utility segment decreased $11.6 million during the third quarter of 2022, compared with the same quarter in 2021. The significant factors impacting the decrease in operating expenses were:



•A $15.5 million decrease in transmission expense driven by the amortization of
a certain portion of our regulatory liabilities associated with our transmission
escrow balance, as discussed in the notes under the other operation and
maintenance table above.

•A $4.0 million decrease in benefit costs, primarily driven by lower stock-based compensation and deferred compensation costs.

These decreases in other operating expenses were partially offset by:



•A $3.3 million increase in depreciation and amortization, driven by assets
being placed into service as we continue to execute on our capital plan, as well
as an increase related to the We Power leases.

•A $3.2 million increase in property and revenue taxes, driven by higher gross receipt taxes.



•A $2.2 million increase in other operating and maintenance expense related to
our power plants, driven by a planned outage at OCPP and reductions in refined
coal credits during the third quarter of 2022, compared with the same quarter in
2021.

Other Income, Net

Other income, net increased $7.6 million during the third quarter of 2022,
compared with the same quarter in 2021, driven by higher net credits from the
non-service components of our net periodic pension and OPEB costs. See Note 16,
Employee Benefits, for more information on our benefit costs. Higher
AFUDC-Equity due to continued capital investment also contributed to the
increase in other income, net.

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Interest Expense

Interest expense decreased $1.0 million during the third quarter of 2022,
compared with the same quarter in 2021, driven by lower interest expense on
finance lease liabilities, primarily related to the We Power leases, as finance
lease liabilities decrease each year as payments are made. Higher AFUDC-Debt due
to continued capital investment also contributed to the decrease in interest
expense. This decrease was partially offset by higher interest rates on
short-term debt, compared with the same quarter in 2021.

Income Tax Expense



Income tax expense increased $19.6 million during the third quarter of 2022,
compared with the same quarter in 2021. The increase in income tax expense was
due to an approximate $19 million negative impact related to lower
quarter-over-quarter amortization of the unprotected excess deferred tax
benefits from the Tax Legislation in connection with the rate order approved by
the PSCW, effective January 1, 2020. The negative impact from the amortization
of the unprotected excess deferred tax benefits from the Tax Legislation did not
impact earnings as there was an offsetting impact in operating income. See
Note 12, Income Taxes, for additional information on unprotected tax benefits.

NINE MONTHS ENDED SEPTEMBER 30, 2022

Earnings



Our earnings for the nine months ended September 30, 2022 were $347.1 million,
compared to $335.3 million for the same period in 2021. See below for additional
information on the $11.8 million increase in earnings.

Expected 2022 Annual Effective Tax Rate



We expect our 2022 annual effective tax rate to be between 25% and 26%. Our
effective tax rate calculations are revised every quarter based on the best
available year-end tax assumptions, adjusted in the following year after returns
are filed. Tax accrual estimates are trued-up to the actual amounts claimed on
the tax returns and further adjusted after examinations by taxing authorities,
as needed.

Non-GAAP Financial Measures

The discussion below addresses the contribution of our utility segment to net
income attributed to common shareholder. The discussion includes financial
information prepared in accordance with GAAP, as well as electric margins and
natural gas margins, which are not measures of financial performance under GAAP.
Electric margins (electric revenues less fuel and purchased power costs) and
natural gas margins (natural gas revenues less cost of natural gas sold) are
non-GAAP financial measures because they exclude other operation and maintenance
expense, depreciation and amortization, and property and revenue taxes.

We believe that electric and natural gas margins provide a useful basis for
evaluating utility operations since the majority of prudently incurred fuel and
purchased power costs, as well as prudently incurred natural gas costs, are
passed through to customers in current rates. As a result, management uses
electric and natural gas margins internally when assessing the operating
performance of our utility segment as these measures exclude the majority of
revenue fluctuations caused by changes in these expenses. Similarly, the
presentation of electric and natural gas margins herein is intended to provide
supplemental information for investors regarding our operating performance.

Our electric margins and natural gas margins may not be comparable to similar
measures presented by other companies. Furthermore, these measures are not
intended to replace operating income as determined in accordance with GAAP as an
indicator of operating performance. Our utility segment operating income for the
nine months ended September 30, 2022 and 2021 was $768.8 million and $716.5
million, respectively. The discussion below includes a table that provides the
calculation of electric margins and natural gas margins, along with a
reconciliation to the most directly comparable GAAP measure, operating income.

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Utility Segment Contribution to Net Income Attributed to Common Shareholder

                                                          Nine Months Ended September 30
(in millions)                                            2022               2021          B (W)
Electric revenues                                 $    2,694.0           $ 2,461.7      $ 232.3
Fuel and purchased power                               1,019.8               808.9       (210.9)
Total electric margins                                 1,674.2             1,652.8         21.4

Natural gas revenues                                     403.4               329.8         73.6
Cost of natural gas sold                                 269.0               208.4        (60.6)
Total natural gas margins                                134.4              

121.4 13.0



Total electric and natural gas margins                 1,808.6             

1,774.2 34.4



Other operation and maintenance                          599.8               642.4         42.6
Depreciation and amortization                            358.8               340.7        (18.1)
Property and revenue taxes                                81.2                74.6         (6.6)
Operating income                                         768.8               716.5         52.3

Other income, net                                         37.2                22.3         14.9
Interest expense                                         339.8               346.5          6.7
Income before income taxes                               466.2               392.3         73.9

Income tax expense                                       118.2                56.1        (62.1)
Preferred stock dividends of subsidiary                    0.9                 0.9            -
Net income attributed to common shareholder       $      347.1           $  

335.3 $ 11.8

The following table shows a breakdown of other operation and maintenance:



                                                                   Nine Months Ended September 30
(in millions)                                              2022                  2021                B (W)
Operation and maintenance not included in line
items below                                           $      260.2          $     253.7          $      (6.5)
Transmission (1)                                             206.8                253.3                 46.5
We Power (2)                                                  81.4                 86.3                  4.9
Regulatory amortizations and other pass through
expenses (3)                                                  51.4                 49.1                 (2.3)

Total other operation and maintenance                 $      599.8

$ 642.4 $ 42.6





(1)Represents transmission expense that we are authorized to collect in rates.
The PSCW has approved escrow accounting for ATC and MISO network transmission
expenses. As a result, we defer as a regulatory asset or liability, the
difference between actual transmission costs and those included in rates until
recovery or refund is authorized in a future rate proceeding. During the nine
months ended September 30, 2022 and 2021, $258.1 million and $251.0 million,
respectively, of costs were billed to us by transmission providers.

During the nine months ended September 30, 2022, we amortized $46.5 million of
the regulatory liabilities associated with our transmission escrow to offset
certain 2022 revenue deficiencies, as approved by the PSCW in order to forego
filing for a 2022 base rate increase. This amortization drove the decrease in
transmission expense during the nine months ended September 30, 2022, compared
with the same period in 2021.

(2)Represents costs associated with the We Power generation units, including
operating and maintenance costs we recognized. During the nine months ended
September 30, 2022 and 2021, $80.6 million and $72.0 million, respectively, of
costs were billed to or incurred by us related to the We Power generation units,
with the difference in costs billed or incurred and expenses recognized, either
deferred or deducted from the regulatory asset.

(3)Regulatory amortizations and other pass through expenses are substantially offset in margins and therefore do not have a significant impact on net income.



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The following tables provide information on delivered sales volumes by customer
class and weather statistics:

                                                                            

Nine Months Ended September 30


                                                                                  MWh (in thousands)
Electric Sales Volumes                                      2022                          2021                         B (W)
Customer Class
Residential                                                  6,238.1                       6,353.3                       (115.2)
Small commercial and industrial                              6,587.7                       6,521.1                         66.6
Large commercial and industrial                              5,083.6                       5,051.5                         32.1
Other                                                           78.7                          84.6                         (5.9)
Total retail                                                17,988.1                      18,010.5                        (22.4)
Wholesale                                                      701.4                         851.2                       (149.8)
Resale                                                       3,035.2                       4,359.3                     (1,324.1)
Total sales in MWh                                          21,724.7                      23,221.0                     (1,496.3)



                                          Nine Months Ended September 30
                                               Therms (in millions)
Natural Gas Sales Volumes           2022                2021               B (W)
Customer Class
Residential                       271.5               243.0               28.5
Commercial and industrial         153.9               133.3               20.6
Total retail                      425.4               376.3               49.1
Transportation                    236.9               221.0               15.9
Total sales in therms             662.3               597.3               65.0



                                          Nine Months Ended September 30
                                                    Degree Days
Weather (1)                                2022                    2021       B (W)
Heating (4,288 Normal)                                4,254       3,880        9.6  %
Cooling (762 Normal)                                    936       1,018       (8.1) %


(1)Normal degree days are based on a 20-year moving average of monthly temperatures from Mitchell International Airport in Milwaukee, Wisconsin.

Electric Revenues



Electric revenues increased $232.3 million during the nine months ended
September 30, 2022, compared with the same period in 2021. To the extent that
changes in fuel and purchased power costs are passed through to customers, the
changes are offset by comparable changes in revenues. See the discussion of
electric utility margins below for more information related to the recovery of
fuel and purchased power costs and the remaining drivers of the changes in
electric revenues.

Electric Utility Margins

Electric utility margins increased $21.4 million during the nine months ended September 30, 2022, compared with the same period in 2021. The significant factors impacting the higher electric utility margins were:



•A $52.5 million increase in margins related to the impact of unprotected excess
deferred taxes during the nine months ended September 30, 2021, which we agreed
to return to customers in our PSCW-approved rate order. This increase in margins
is offset in income taxes.

•A $6.7 million increase in other revenues, primarily related to third-party use of our assets.



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These increases in margins were partially offset by:

•A $17.6 million period-over-period negative impact from actual fuel and
purchased power costs compared with costs collected in rates. Under the
Wisconsin fuel rules, our margins are impacted by under- or over-collections of
certain fuel and purchased power costs that are within a 2% price variance from
the costs included in rates, and the remaining variance beyond the 2% price
variance is generally deferred for future recovery or refund to customers.

•A $12.6 million net decrease in margins related to lower sales volumes, driven
by the impact of cooler weather during the nine months ended September 30, 2022,
compared with the same period in 2021, and partially offset by the continued
economic recovery in Wisconsin from the COVID-19 pandemic. As measured by
cooling degree days, the nine months ended September 30, 2022 were 8.1% cooler
than the same period in 2021.

•Lower margins of $9.1 million driven by the expiration of certain wholesale contracts.



Natural Gas Revenues

Natural gas revenues increased $73.6 million during the nine months ended
September 30, 2022, compared with the same period in 2021. Because prudently
incurred natural gas costs are passed through to our customers in current rates,
the changes are offset by comparable changes in revenues. The average per-unit
cost of natural gas increased 18% during the nine months ended September 30,
2022, compared with the same period in 2021. The remaining drivers of changes in
natural gas revenues are described in the discussion of natural gas utility
margins below.

Natural Gas Utility Margins



Natural gas utility margins increased $13.0 million during the nine months ended
September 30, 2022, compared with the same period in 2021. The most significant
factor impacting the higher natural gas utility margins was an increase from
higher sales volumes, primarily driven by the continued economic recovery in
Wisconsin from the COVID-19 pandemic, as well as colder weather during the nine
months ended September 30, 2022, compared with the same period in 2021. As
measured by heating degree days, the nine months ended September 30, 2022 were
9.6% colder than the same period in 2021.

Other Operating Expenses (includes other operation and maintenance, depreciation and amortization, and property and revenue taxes)



Other operating expenses at the utility segment decreased $17.9 million during
the nine months ended September 30, 2022, compared with the same period in 2021.
The significant factors impacting the decrease in operating expenses were:

•A $46.5 million decrease in transmission expense driven by the amortization of
a certain portion of our regulatory liabilities associated with our transmission
escrow balance, as discussed in the notes under the other operation and
maintenance table above.

•A $4.9 million decrease in other operation and maintenance expense related to
the We Power leases, as discussed in the notes under the other operation and
maintenance table above.

•A $3.5 million decrease in benefit costs, primarily driven by lower deferred compensation costs.

These decreases in operating expenses were partially offset by:



•An $18.1 million increase in depreciation and amortization, driven by assets
being placed into service as we continue to execute on our capital plan as well
as an increase related to the We Power leases.

•A $12.0 million increase in electric and natural gas distribution expenses,
primarily driven by higher costs to maintain system reliability during the nine
months ended September 30, 2022, compared with the same period in 2021.

•A $6.6 million increase in property and revenue taxes, driven by higher gross receipt taxes.



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Other Income, Net

Other income, net increased $14.9 million during the nine months ended
September 30, 2022, compared with the same period in 2021, driven by higher net
credits from the non-service components of our net periodic pension and OPEB
costs. Higher AFUDC-Equity due to continued capital investment also contributed
to the increase in other income, net.

Interest Expense



Interest expense decreased $6.7 million during the nine months ended
September 30, 2022, compared with the same period in 2021, driven by lower
interest expense on finance lease liabilities, primarily related to the We Power
leases, as finance lease liabilities decrease each year as payments are made.
Higher AFUDC-Debt due to continued capital investment also contributed to the
decrease in interest expense. This decrease was partially offset by higher
interest rates on short-term debt, compared with the same period in 2021.

Income Tax Expense



Income tax expense increased $62.1 million during the nine months ended
September 30, 2022, compared with the same period in 2021. The increase was
primarily due to an approximate $53 million negative impact related to lower
period-over-period amortization of the unprotected excess deferred tax benefits
from the Tax Legislation in connection with the rate order approved by the PSCW,
effective January 1, 2020, and to an increase in pre-tax income. The negative
impact from the amortization of the unprotected excess deferred tax benefits
from the Tax Legislation did not impact earnings as there was an offsetting
impact in operating income.

LIQUIDITY AND CAPITAL RESOURCES

Overview



We expect to maintain adequate liquidity to meet our cash requirements for the
operation of our business and implementation of our corporate strategy through
the internal generation of cash from operations and access to the capital
markets.

Cash Flows



The following table summarizes our cash flows during the nine months ended
September 30:

(in millions)                      2022         2021        Change in 2022 Over 2021
Cash provided by (used in):
Operating activities             $ 673.8      $ 831.7      $                 (157.9)
Investing activities              (678.5)      (610.6)                        (67.9)
Financing activities                11.6       (217.6)                        229.2



Operating Activities

Net cash provided by operating activities decreased $157.9 million during the
nine months ended September 30, 2022, compared with the same period in 2021,
driven by:

•A $169.6 million decrease in cash from higher payments for fuel and purchased
power at our plants during the nine months ended September 30, 2022, compared
with the same period in 2021. Our plants incurred higher fuel costs during the
nine months ended September 30, 2022, compared with the same period in 2021, as
a result of an increase in the price of natural gas.

•A $156.1 million decrease in cash from higher payments for other operation and
maintenance expenses. During the nine months ended September 30, 2022, our
payments were higher for reliability and storm restoration, transmission, and We
Power costs, as well as due to the timing of payments for accounts payable.

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•A $160.7 million increase in cash from higher overall collections from
customers as a result of an increase in natural gas sales volumes during the
nine months ended September 30, 2022, compared with the same period in 2021,
driven by the continued economic recovery in Wisconsin from the COVID-19
pandemic and colder weather.

•A $10.2 million increase in cash from lower payments for interest, driven by lower interest on finance lease liabilities.

Investing Activities



Net cash used in investing activities increased $67.9 million during the nine
months ended September 30, 2022, compared with the same period in 2021, driven
by:

•A $78.1 million increase in cash paid for capital expenditures, which is discussed in more detail below.

•A $15.2 million increase in cash paid for ATC's construction costs during the nine months ended September 30, 2022, which will be reimbursed in the future.



•Proceeds received from affiliates of $10.7 million during the nine months ended
September 30, 2021, for assets transferred related to a customer billing system.
There were no proceeds received from affiliates for assets transferred during
the nine months ended September 30, 2022.

These increases in net cash used in investing activities were partially offset
by insurance proceeds of $41.0 million received during the nine months ended
September 30, 2022, for property damage, primarily related to the PSB water
damage claim. See Note 6, Property, Plant, and Equipment, for more information.

Capital Expenditures



Capital expenditures for the nine months ended September 30 were as follows:

(in millions)                2022         2021        Change in 2022 Over 2021
Capital expenditures       $ 704.0      $ 625.9      $                   78.1



The increase in cash paid for capital expenditures during the nine months ended
September 30, 2022, compared with the same period in 2021, was primarily driven
by higher payments for capital expenditures related to Paris, Badger Hollow II,
and the new natural gas-fired generation being constructed at WPS's existing
Weston power plant. These increases were partially offset by lower capital
expenditures related to the restoration of our PSB and upgrades to our natural
gas distribution system. See Note 6, Property, Plant, and Equipment, for more
information on the PSB.

See Capital Resources and Requirements - Capital Requirements - Significant Capital Projects for more information.

Financing Activities



Net cash related to financing activities increased $229.2 million during the
nine months ended September 30, 2022, compared with the same period in 2021,
driven by:

•A $295.6 million increase in cash due to a decrease in retirements of long-term
debt during the nine months ended September 30, 2022, compared with the same
period in 2021.

•A $150.0 million increase in cash related to higher equity contributions received from our parent during the nine months ended September 30, 2022, compared with the same period in 2021, to balance our capital structure.



•An $81.2 million increase in cash due to higher issuances of long-term debt
during the nine months ended September 30, 2022, compared with the same period
in 2021.

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These increases in cash related to financing activities were partially offset
by:

•A $230.0 million decrease in cash due to higher dividends paid to our parent
during the nine months ended September 30, 2022, compared with the same period
in 2021, to balance our capital structure.

•A $63.5 million decrease in cash due to higher net repayments of commercial
paper during the nine months ended September 30, 2022, compared with the same
period in 2021.

Significant Financing Activities

For more information on our financing activities, see Note 8, Short-Term Debt and Lines of Credit, and Note 9, Long-Term Debt.

Cash Requirements



We require funds to support and grow our business. Our significant cash
requirements primarily consist of capital and investment expenditures, payments
to retire and pay interest on long-term debt, the payment of common stock
dividends to our parent, and the funding of our ongoing operations. See the
discussion below and Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations - Liquidity and Capital Resources - Cash
Requirements in our 2021 Annual Report on Form 10-K for additional information
regarding our significant cash requirements.

Significant Capital Projects



We have several capital projects that will require significant capital
expenditures over the next three years and beyond. All projected capital
requirements are subject to periodic review and may vary significantly from
estimates, depending on a number of factors. These factors include environmental
requirements, regulatory restraints and requirements, changes in tax laws and
regulations, acquisition and development opportunities, market volatility,
economic trends, supply chain disruptions, inflation, and interest rates. Our
estimated capital expenditures and acquisitions for the next three years are
reflected below. These amounts include anticipated expenditures for
environmental compliance and certain remediation issues. For a discussion of
certain environmental matters affecting us, see Note 19, Commitments and
Contingencies.

(in millions)
2022                 $ 1,108.5   (1)
2023                   1,504.1
2024                   1,478.2
Total                $ 4,090.8

(1)This includes actual capital expenditures incurred through September 30, 2022, as well as estimated capital expenditures for the remainder of the year.



We continue to upgrade our electric and natural gas distribution systems to
enhance reliability. These upgrades include addressing our aging infrastructure
and system hardening and the AMI program. AMI is an integrated system of smart
meters, communication networks, and data management systems that enable two-way
communication between utilities and customers.

WEC Energy Group is committed to investing in solar, wind, battery storage, and clean natural gas-fired generation. Below are examples of projects that are proposed or currently underway.



•We have partnered with an unaffiliated utility to construct a utility-scale
solar project, Badger Hollow II, that will be located in Iowa County, Wisconsin.
Once constructed, we will own 100 MW of the project. Our share of the cost of
this project is estimated to be approximately $151 million. Commercial operation
of Badger Hollow II is targeted for the first half of 2023.

•We, along with WPS and an unaffiliated utility, received PSCW approval to
acquire and construct Paris, a utility-scale solar-powered electric generating
facility with a battery energy storage system. The project will be located in
Kenosha County, Wisconsin and once fully constructed, we will own 150 MW of
solar generation and 82 MW of battery storage of this project. Our share of the
cost of this project is estimated to be approximately $325 million, with
construction of the solar portion expected to be completed in 2023.

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•We, along with WPS, received approval to accelerate capital investments in two
wind parks. Our share of the investment is expected to be approximately $85
million to repower major components of Blue Sky Green Field Wind Park, which is
expected to be completed by the end of 2022.

•In March 2021, we, along with WPS and an unaffiliated utility, filed an
application with the PSCW for approval to acquire and construct Darien, a
utility-scale solar-powered electric generating facility with a battery energy
storage system. The project will be located in Rock and Walworth counties,
Wisconsin and once fully constructed, we will own 188 MW of solar generation and
56 MW of battery storage of this project. If approved, our share of the cost of
this project is estimated to be approximately $335 million, with construction of
the solar portion expected to be completed in 2024.

•In April 2021, we, along with WPS and an unaffiliated utility, filed an
application with the PSCW for approval to acquire the Koshkonong Solar-Battery
Park, a utility-scale solar-powered electric generating facility with a battery
energy storage system. The project will be located in Dane County, Wisconsin and
once fully constructed, we will own 225 MW of solar generation and 124 MW of
battery storage of this project. If approved, our share of the cost of this
project is estimated to be approximately $488 million, with construction of the
solar portion expected to be completed in 2025.

•We, along with WPS, received PSCW approval to construct a natural gas-fired
generation facility at WPS's existing Weston power plant site in northern
Wisconsin. The new facility will consist of seven RICE units. Once constructed,
we will own 64 MW of this project. Our share of the cost of this project is
estimated to be approximately $85 million, with construction expected to be
completed in 2023.

•In November 2021, we, along with WPS, signed an asset purchase agreement to
acquire Whitewater, a commercially operational 236.5 MW dual-fueled (natural gas
and low sulfur fuel oil) combined-cycle electrical generation facility in
Whitewater, Wisconsin. In December 2021, we, along with WPS, filed an
application with the PSCW for approval to acquire Whitewater. If approved, our
share of the cost of this facility is estimated to be approximately $37.5
million for 50% of the capacity, with the transaction expected to close in early
2023.

•In January 2022, WPS, along with an unaffiliated utility, filed an application
with the PSCW for approval to acquire a portion of West Riverside's nameplate
capacity. WPS is also requesting approval to assign the option to purchase part
of West Riverside to us. If approved, we or WPS would acquire 100 MW of
capacity, in the first of two potential option exercises. West Riverside is a
combined-cycle natural gas plant recently completed by an unaffiliated utility
in Rock County, Wisconsin. If approved, and WPS assigns the option to us, our
share of the cost of this ownership interest would be approximately $91 million,
with the transaction expected to close in the second quarter of 2023. In
addition, WPS could exercise and request approval to assign to us a second
option to acquire an additional 100 MW of capacity. If approved, and WPS assigns
the option to us, our share of the cost of this ownership interest is
approximately $90 million, with the transaction expected to close in 2024.

In March 2022, the DOC opened an investigation into whether new tariffs should
be imposed on solar panels and cells imported from multiple southeast Asian
countries. See Factors Affecting Results, Liquidity, and Capital Resources -
Regulatory, Legislative, and Legal Matters - United States Department of
Commerce Complaint and Factors Affecting Results, Liquidity, and Capital
Resources - Regulatory, Legislative, and Legal Matters - Uyghur Forced Labor
Prevention Act for information on the potential impacts to our solar projects as
a result of the DOC investigation and CBP actions related to solar panels,
respectively. The expected in-service dates identified above already reflect
some of these impacts.

We have received approval to construct an LNG facility. The facility would
provide us with approximately one billion cubic feet of natural gas supply to
meet anticipated peak demand without requiring the construction of additional
interstate pipeline capacity. The facility is expected to reduce the likelihood
of constraints on our natural gas system during the highest demand days of
winter. The project is estimated to cost approximately $185 million. Commercial
operation of the LNG facility is targeted for the end of 2023.

Long-Term Debt

See Note 9, Long-Term Debt, for information regarding changes in our outstanding long-term debt during the nine months ended September 30, 2022.



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Common Stock Dividends

During the nine months ended September 30, 2022, we paid common stock dividends of $470.0 million to the sole holder of our common stock, WEC Energy Group.

Other Significant Cash Requirements



See Note 19, Commitments and Contingencies, for information regarding our
minimum future commitments related to purchase obligations for the procurement
of fuel, power, and gas supply, as well as the related storage and
transportation. There were no material changes to our other significant
commitments outside the ordinary course of business during the nine months ended
September 30, 2022.

Off-Balance Sheet Arrangements



We are a party to various financial instruments with off-balance sheet risk as a
part of our normal course of business, including letters of credit that
primarily support our commodity contracts. We believe that these agreements do
not have, and are not reasonably likely to have, a current or future material
effect on our financial condition, changes in financial condition, revenues or
expenses, results of operations, liquidity, capital expenditures, or capital
resources. For additional information, see Note 8, Short-Term Debt and Lines of
Credit, Note 15, Guarantees, and Note 18, Variable Interest Entities.

Sources of Cash

Liquidity



We anticipate meeting our short-term and long-term cash requirements to operate
our business and implement our corporate strategy through internal generation of
cash from operations, equity contributions from our parent, and access to the
capital markets, which allows us to obtain external short-term borrowings,
including commercial paper, and intermediate or long-term debt securities. Cash
generated from operations is primarily driven by sales of electricity and
natural gas to our utility customers, reduced by costs of operations. Our access
to the capital markets is critical to our overall strategic plan and allows us
to supplement cash flows from operations with external borrowings to manage
seasonal variations, working capital needs, commodity price fluctuations,
unplanned expenses, and unanticipated events.

We maintain a bank back-up credit facility, which provides liquidity support for
our obligations with respect to commercial paper and for general corporate
purposes. We review our bank back-up credit facility needs on an ongoing basis
and expect to be able to maintain adequate credit facilities to support our
operations.

The amount, type, and timing of any financings for the remainder of 2022, as
well as in subsequent years, will be contingent on investment opportunities and
our cash requirements and will depend upon prevailing market conditions,
regulatory approvals, and other factors. We plan to maintain a capital structure
consistent with that approved by the PSCW. For more information on our approved
capital structure, see Item 1. Business - C. Regulation in our 2021 Annual
Report on Form 10-K.

The issuance of our securities is subject to the approval of the PSCW. Additionally, with respect to the public offering of securities, we file registration statements with the SEC under the Securities Act of 1933, as amended (1933 Act). The amounts of securities authorized by the PSCW, as well as the securities registered under the 1933 Act, are closely monitored and appropriate filings are made to ensure flexibility in the capital markets.



Although not the case as of September 30, 2022, our current liabilities
sometimes exceed our current assets. If this occurs, we do not expect that it
would have any impact on our liquidity, as we currently believe that our cash
and cash equivalents, our available capacity under our existing revolving credit
facility, cash generated from ongoing operations, and access to the capital
markets are adequate to meet our short-term and long-term cash requirements.

See Note 8, Short-Term Debt and Lines of Credit, for more information about our credit facility and commercial paper.



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Investments in Outside Trusts

We maintain investments in outside trusts to fund the obligation to provide
pension and certain OPEB benefits to current and future retirees. These trusts
had investments consisting of fixed income and equity securities that are
subject to the volatility of the stock market and interest rates. For more
information, see Investments in Outside Trusts in Item 7. Management's
Discussion and Analysis of Financial Condition and Results of Operations -
Liquidity and Capital Resources - Sources of Cash in our 2021 Annual Report on
Form 10-K.

Debt Covenants

Certain of our short-term debt agreements contain financial covenants that we
must satisfy, including a debt to capitalization ratio. At September 30, 2022,
we were in compliance with all such covenants. We expect to be in compliance
with all such debt covenants for the foreseeable future. See Note 11, Short-Term
Debt and Lines of Credit, in our 2021 Annual Report on Form 10-K, for more
information regarding our debt covenants.

Credit Rating Risk



Cash collateral postings and prepayments made with external parties, including
postings related to exchange-traded contracts, and cash collateral posted by
external parties were immaterial as of September 30, 2022. From time to time, we
may enter into commodity contracts that could require collateral or a
termination payment in the event of a credit rating change to below BBB- at S&P
Global Ratings, a division of S&P Global Inc., and/or Baa3 at Moody's Investors
Service, Inc. If we had a sub-investment grade credit rating at September 30,
2022, we could have been required to post $100 million of additional collateral
or other assurances pursuant to the terms of a PPA. We also have other commodity
contracts that, in the event of a credit rating downgrade, could result in a
reduction of our unsecured credit granted by counterparties.

In addition, access to capital markets at a reasonable cost is determined in large part by credit quality. Any credit ratings downgrade could impact our ability to access capital markets.



Subject to other factors affecting the credit markets as a whole, we believe our
current ratings should provide a significant degree of flexibility in obtaining
funds on competitive terms. However, these security ratings reflect the views of
the rating agency only. An explanation of the significance of these ratings may
be obtained from the rating agency. Such ratings are not a recommendation to
buy, sell, or hold securities. Any rating can be revised upward or downward or
withdrawn at any time by a rating agency.

FACTORS AFFECTING RESULTS, LIQUIDITY, AND CAPITAL RESOURCES



The following is a discussion of certain factors that may affect our results of
operations, liquidity, and capital resources. This discussion should be read
together with the information in Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations - Factors Affecting Results,
Liquidity, and Capital Resources in our 2021 Annual Report on Form 10-K, which
provides a more complete discussion of factors affecting us, including market
risks and other significant risks, competitive markets, environmental matters,
critical accounting policies and estimates, and other matters.

COVID-19 Pandemic



We have taken steps to mitigate the impact of the global COVID-19 pandemic.
However, the extent to which the COVID-19 pandemic could continue to impact our
results of operations and liquidity is largely dependent upon the ability of our
customers to resume or maintain normal operations. Adverse impacts to us from a
prolonged COVID-19 pandemic environment could include a decrease in revenues,
increased bad debt expense, increases in past due accounts receivable balances,
and access to the capital markets at unfavorable terms or rates.

We will continue to monitor COVID-19 pandemic-related developments affecting our
workforce, customers, and suppliers and will implement additional actions that
we determine to be necessary in order to mitigate any additional impacts. We
cannot predict the full extent of the impacts of COVID-19, which will depend on,
among other things, its duration through new variants, the rate and the
effectiveness of both vaccinations and treatments, future regulatory and
governmental actions, and the ability to maintain normal business activity.

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Regulatory, Legislative, and Legal Matters

Petitions Before PSCW Regarding Third-Party Financed Distributed Energy Resources



In May 2022, two petitions were filed with the PSCW requesting a declaratory
ruling that the owner of a third-party financed DER is not a "public utility" as
defined under Wisconsin law and, therefore, is not subject to the PSCW's
jurisdiction under any statute or rule regulating public utilities. In July
2022, the PSCW granted the petitions, finding that the specific facts and
circumstances merited the opening of a docket to consider whether to grant all
or part of the requested declaratory ruling. The PSCW has indicated that it
expects to make a decision no later than December 1, 2022.

The parties that filed the petitions provide financing to their customers for
installation of DERs (including solar panels and energy storage) on the
customer's property. A DER is connected to the host customer's utility meter and
is used for the customer's energy needs. It may also be connected to the grid
for distribution. At this time we are unable to predict the outcome of these
proceedings; however, management is currently assessing the potential for any
impact to our financial condition or results of operations from a finding in
favor of the petitioners.

Uyghur Forced Labor Prevention Act



The CBP issued a WRO in June 2021, applicable to certain silica-based products
originating from the Xinjiang Uyghur Autonomous Region of China (Xinjiang), such
as polysilicon, included in the manufacturing of solar panels. In June 2022, the
WRO was superseded by the implementation of the UFLPA, which was signed into law
by President Biden in December 2021. The UFLPA establishes a rebuttable
presumption that any imports wholly or partially manufactured in Xinjiang are
prohibited from entering the United States. While our suppliers were able to
provide the CBP sufficient documentation to meet WRO compliance requirements,
and we expect the same will be true for UFLPA purposes, we cannot currently
predict what, if any, impact the UFLPA will have on the overall supply of solar
panels into the United States and the related timing and cost of our solar
projects included in WEC Energy Group's capital plan.

United States Department of Commerce Complaint



In August 2021, a group of anonymous domestic solar manufacturers filed a
petition (AD/CVD) with the DOC seeking to impose new tariffs on solar panels and
cells imported from several countries, including Malaysia, Vietnam, and
Thailand. The petitioners claimed that Chinese solar manufacturers are shifting
products to these countries to avoid the tariffs required on products imported
from China. In November 2021, the DOC rejected this petition. In denying the
petition, the DOC cited the anonymous group's refusal of the DOC's request to
provide more detail and identify its members due to concerns about retribution
from the dominant Chinese solar industry.

In February 2022, a California based company filed a petition (AD/CVD) with the
DOC seeking to impose new tariffs on solar panels and cells imported from
multiple countries, including Malaysia, Vietnam, Thailand, and Cambodia. While
the petition is similar to the one rejected by the DOC in November 2021, there
are notable differences. The group added Cambodia to the petition and is
requesting that the DOC conduct a country-wide inquiry into each of the four
countries. In March 2022, the DOC decided to act on the February petition and
investigate the claim. A DOC decision is expected by January 2023. If the DOC
determines that the petition has merit, it would be able to apply any final
tariffs retroactively to November 4, 2021. If imposed, the new tariffs are
expected to further disrupt the supply of solar modules to the United States,
and could impact the cost and timing of our solar projects.

In June 2022, the Biden Administration used its executive powers to issue a
24-month tariff moratorium on solar panels manufactured in Cambodia, Malaysia,
Thailand, and Vietnam. The moratorium comes as a direct response to concerns
raised about the adverse impact from the ongoing DOC complaint on the U.S. solar
industry. As the DOC will continue its investigation discussed above, companies
may still be subject to tariffs after the moratorium ends; however, U.S.
companies will reportedly be exempt from any retroactive tariffs that previously
could have applied. The Biden Administration also announced that it plans to
invoke the Defense Production Act to accelerate the production of solar panels
in the U.S. The Biden Administration's actions did not address whether WROs
applied to panels under previous complaints would be affected.

Infrastructure Investment and Jobs Act



In November 2021, President Biden signed into law the Infrastructure Investment
and Jobs Act, which provides for approximately $1.2 trillion of federal spending
over the next five years, including approximately $85 billion for investments in
power, utilities, and
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renewables infrastructure across the United States. We expect funding from this
Act will support the work we are doing to reduce GHG emissions, increase EV
charging, and strengthen and protect the energy grid. Funding in the Act should
also help to expand emerging technologies, like hydrogen and carbon management,
as we continue the transition to a clean energy future. We believe the
Infrastructure Investment and Jobs Act will accelerate investment in projects
that will help us meet our net zero emission goals to the benefit of our
customers, the communities we serve, and our company.

Inflation Reduction Act



In August 2022, President Biden signed into law the IRA, which provides for $258
billion in energy-related provisions over a 10-year period. The provisions of
the IRA are intended to, among other things, lower gasoline and electricity
prices, incentivize domestic clean energy investment, manufacturing, and
production, and promote reductions in carbon emissions. We believe that we and
our customers can benefit from the IRA's provisions that extend tax benefits for
renewable technologies, increase or restore higher rates for PTCs, add an option
to claim PTCs for solar projects, expand qualified ITC facilities to include
standalone energy storage, and its provision to allow companies to transfer tax
credits generated from renewable projects. The IRA also implements a 15%
corporate alternative minimum tax and a 1% excise tax on stock repurchases.
Although significant regulatory guidance is expected on the tax provisions in
the IRA, we currently believe the provisions on alternative minimum tax and
stock repurchases will not have a material impact on us. Overall, we believe the
IRA will help reduce our cost of investing in projects that will support our
commitment to reduce emissions and provide customers affordable, reliable, and
clean energy over the longer term.

Environmental Matters

See Note 19, Commitments and Contingencies, for a discussion of certain environmental matters affecting us, including rules and regulations relating to air quality, water quality, land quality, and climate change.

Market Risks and Other Significant Risks



We are exposed to market and other significant risks as a result of the nature
of our business and the environment in which we operate. These risks include,
but are not limited to, the inflation and supply chain disruptions described
below. In addition, there is continuing uncertainty over the impact that the
ongoing conflict between Russia and Ukraine will have on the global economy,
supply chains, and fuel prices. See Item 7. Management's Discussion and Analysis
of Financial Condition and Results of Operations - Factors Affecting Results,
Liquidity, and Capital Resources - Market Risks and Other Significant Risks in
our 2021 Annual Report on Form 10-K for a discussion of market and other
significant risks applicable to us.

Inflation and Supply Chain Disruptions



We continue to monitor the impact of inflation and supply chain disruptions. We
monitor the costs of medical plans, fuel, transmission access, construction
costs, regulatory and environmental compliance costs, and other costs in order
to minimize inflationary effects in future years, to the extent possible,
through pricing strategies, productivity improvements, and cost reductions. We
monitor the global supply chain, and related disruptions, in order to ensure we
are able to procure the necessary materials and other resources necessary to
both maintain our energy services in a safe and reliable manner and to grow our
infrastructure in accordance with WEC Energy Group's capital plan. For
additional information concerning risks related to inflation and supply chain
disruptions, see the two risk factors below that are disclosed in Part I of our
2021 Annual Report on Form 10-K.

•Item 1A. Risk Factors - Risks Related to the Operation of Our Business - Our operations and corporate strategy may be adversely affected by supply chain disruptions and inflation.



•Item 1A. Risk Factors - Risks Related to Economic and Market Volatility -
Fluctuating commodity prices could negatively impact our electric and natural
gas utility operations.

For additional information concerning risk factors, including market risks, see
the Cautionary Statement Regarding Forward-Looking Information at the beginning
of this report.

            09/30/2022 Form 10-Q     44     Wisconsin Electric Power Company


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