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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Atmos Energy Corp | NYSE:ATO | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.27 | 0.23% | 119.32 | 119.88 | 118.295 | 119.71 | 608,234 | 01:00:00 |
þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Texas and Virginia
|
|
75-1743247
|
(State or other jurisdiction of
incorporation or organization)
|
|
(IRS employer
identification no.)
|
|
|
|
Three Lincoln Centre, Suite 1800
5430 LBJ Freeway, Dallas, Texas
|
|
75240
(Zip code)
|
(Address of principal executive offices)
|
|
|
Large Accelerated Filer
þ
|
|
Accelerated Filer
¨
|
|
Non-Accelerated Filer
¨
|
|
Smaller Reporting Company
¨
|
|
Emerging growth company
¨
|
Class
|
|
Shares Outstanding
|
No Par Value
|
|
110,967,636
|
|
|
Adjusted diluted EPS from continuing operations
|
Non-GAAP measure defined as diluted earnings per share from continuing operations before the one-time, non-cash income tax benefit
|
Adjusted income from continuing operations
|
Non-GAAP measure defined as income from continuing operations before the one-time, non-cash income tax benefit
|
AEC
|
Atmos Energy Corporation
|
AEH
|
Atmos Energy Holdings, Inc.
|
AEM
|
Atmos Energy Marketing, LLC
|
AOCI
|
Accumulated other comprehensive income
|
ARM
|
Annual Rate Mechanism
|
Bcf
|
Billion cubic feet
|
DARR
|
Dallas Annual Rate Review
|
ERISA
|
Employee Retirement Income Security Act of 1974
|
FASB
|
Financial Accounting Standards Board
|
GAAP
|
Generally Accepted Accounting Principles
|
GRIP
|
Gas Reliability Infrastructure Program
|
Gross Profit
|
Non-GAAP measure defined as operating revenues less purchased gas cost
|
GSRS
|
Gas System Reliability Surcharge
|
Mcf
|
Thousand cubic feet
|
MMcf
|
Million cubic feet
|
Moody’s
|
Moody’s Investors Services, Inc.
|
PPA
|
Pension Protection Act of 2006
|
PRP
|
Pipeline Replacement Program
|
RRC
|
Railroad Commission of Texas
|
RRM
|
Rate Review Mechanism
|
RSC
|
Rate Stabilization Clause
|
S&P
|
Standard & Poor’s Corporation
|
SAVE
|
Steps to Advance Virginia Energy
|
SEC
|
United States Securities and Exchange Commission
|
SGR
|
Supplemental Growth Filing
|
SIR
|
System Integrity Rider
|
SRF
|
Stable Rate Filing
|
SSIR
|
System Safety and Integrity Rider
|
TCJA
|
Tax Cuts and Jobs Act of 2017
|
WNA
|
Weather Normalization Adjustment
|
Item 1.
|
Financial Statements
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
|
(Unaudited)
(In thousands, except per
share data)
|
||||||
Operating revenues
|
|
|
|
||||
Distribution segment
|
$
|
860,792
|
|
|
$
|
754,656
|
|
Pipeline and storage segment
|
126,463
|
|
|
109,952
|
|
||
Intersegment eliminations
|
(98,063
|
)
|
|
(84,440
|
)
|
||
Total operating revenues
|
889,192
|
|
|
780,168
|
|
||
|
|
|
|
||||
Purchased gas cost
|
|
|
|
||||
Distribution segment
|
463,758
|
|
|
395,346
|
|
||
Pipeline and storage segment
|
912
|
|
|
355
|
|
||
Intersegment eliminations
|
(97,753
|
)
|
|
(84,396
|
)
|
||
Total purchased gas cost
|
366,917
|
|
|
311,305
|
|
||
Operation and maintenance expense
|
129,567
|
|
|
124,938
|
|
||
Depreciation and amortization expense
|
88,374
|
|
|
76,958
|
|
||
Taxes, other than income
|
62,773
|
|
|
57,049
|
|
||
Operating income
|
241,561
|
|
|
209,918
|
|
||
Miscellaneous expense, net
|
(2,035
|
)
|
|
(994
|
)
|
||
Interest charges
|
31,509
|
|
|
31,030
|
|
||
Income from continuing operations before income taxes
|
208,017
|
|
|
177,894
|
|
||
Income tax (benefit) expense
|
(106,115
|
)
|
|
63,856
|
|
||
Income from continuing operations
|
314,132
|
|
|
114,038
|
|
||
Income from discontinued operations, net of tax ($0 and $6,841)
|
—
|
|
|
10,994
|
|
||
Net income
|
$
|
314,132
|
|
|
$
|
125,032
|
|
Basic and diluted net income per share
|
|
|
|
||||
Income per share from continuing operations
|
$
|
2.89
|
|
|
$
|
1.08
|
|
Income per share from discontinued operations
|
—
|
|
|
0.11
|
|
||
Net income per share - basic and diluted
|
$
|
2.89
|
|
|
$
|
1.19
|
|
Cash dividends per share
|
$
|
0.485
|
|
|
$
|
0.450
|
|
Basic and diluted weighted average shares outstanding
|
108,564
|
|
|
105,284
|
|
|
|
|
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
|
(Unaudited)
(In thousands)
|
||||||
Net income
|
$
|
314,132
|
|
|
$
|
125,032
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
||||
Net unrealized holding losses on available-for-sale securities, net of tax of $62 and $476
|
(107
|
)
|
|
(828
|
)
|
||
Cash flow hedges:
|
|
|
|
||||
Amortization and unrealized gain (loss) on interest rate agreements, net of tax of $(549) and $52,429
|
(955
|
)
|
|
91,214
|
|
||
Net unrealized gains on commodity cash flow hedges, net of tax of $0 and $3,183
|
—
|
|
|
4,982
|
|
||
Total other comprehensive income (loss)
|
(1,062
|
)
|
|
95,368
|
|
||
Total comprehensive income
|
$
|
313,070
|
|
|
$
|
220,400
|
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
|
(Unaudited)
(In thousands)
|
||||||
Cash Flows From Operating Activities
|
|
|
|
||||
Net income
|
$
|
314,132
|
|
|
$
|
125,032
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization expense
|
88,374
|
|
|
77,143
|
|
||
Deferred income taxes
|
53,149
|
|
|
67,241
|
|
||
One-time income tax benefit
|
(161,884
|
)
|
|
—
|
|
||
Discontinued cash flow hedging for natural gas marketing commodity contracts
|
—
|
|
|
(10,579
|
)
|
||
Other
|
6,915
|
|
|
4,842
|
|
||
Net assets / liabilities from risk management activities
|
2,030
|
|
|
3,969
|
|
||
Net change in operating assets and liabilities
|
(129,478
|
)
|
|
(150,685
|
)
|
||
Net cash provided by operating activities
|
173,238
|
|
|
116,963
|
|
||
Cash Flows From Investing Activities
|
|
|
|
||||
Capital expenditures
|
(383,238
|
)
|
|
(297,962
|
)
|
||
Acquisition
|
—
|
|
|
(85,714
|
)
|
||
Available-for-sale securities activities, net
|
(135
|
)
|
|
(10,263
|
)
|
||
Other, net
|
2,001
|
|
|
1,802
|
|
||
Net cash used in investing activities
|
(381,372
|
)
|
|
(392,137
|
)
|
||
Cash Flows From Financing Activities
|
|
|
|
||||
Net (decrease) increase in short-term debt
|
(110,929
|
)
|
|
110,936
|
|
||
Net proceeds from equity offering
|
395,099
|
|
|
49,400
|
|
||
Issuance of common stock through stock purchase and employee retirement plans
|
5,660
|
|
|
8,998
|
|
||
Proceeds from issuance of long-term debt
|
—
|
|
|
125,000
|
|
||
Interest rate agreements cash collateral
|
—
|
|
|
25,670
|
|
||
Cash dividends paid
|
(51,837
|
)
|
|
(47,740
|
)
|
||
Other
|
(1,518
|
)
|
|
—
|
|
||
Net cash provided by financing activities
|
236,475
|
|
|
272,264
|
|
||
Net increase (decrease) in cash and cash equivalents
|
28,341
|
|
|
(2,910
|
)
|
||
Cash and cash equivalents at beginning of period
|
26,409
|
|
|
47,534
|
|
||
Cash and cash equivalents at end of period
|
$
|
54,750
|
|
|
$
|
44,624
|
|
|
December 31,
2017 |
|
September 30,
2017 |
||||
|
(In thousands)
|
||||||
Regulatory assets:
|
|
|
|
||||
Pension and postretirement benefit costs
(1)
|
$
|
24,598
|
|
|
$
|
26,826
|
|
Infrastructure mechanisms
(2)
|
54,571
|
|
|
46,437
|
|
||
Deferred gas costs
|
18,505
|
|
|
65,714
|
|
||
Recoverable loss on reacquired debt
|
10,580
|
|
|
11,208
|
|
||
Deferred pipeline record collection costs
|
12,942
|
|
|
11,692
|
|
||
APT annual adjustment mechanism
|
—
|
|
|
2,160
|
|
||
Rate case costs
|
3,160
|
|
|
2,629
|
|
||
Other
|
9,703
|
|
|
10,132
|
|
||
|
$
|
134,059
|
|
|
$
|
176,798
|
|
Regulatory liabilities:
|
|
|
|
||||
Regulatory excess deferred taxes
(3)
|
$
|
746,246
|
|
|
$
|
—
|
|
Regulatory cost of removal obligation
|
520,483
|
|
|
521,330
|
|
||
Deferred gas costs
|
19,739
|
|
|
15,559
|
|
||
Asset retirement obligation
|
12,827
|
|
|
12,827
|
|
||
APT annual adjustment mechanism
|
1,720
|
|
|
—
|
|
||
Other
|
7,673
|
|
|
5,941
|
|
||
|
$
|
1,308,688
|
|
|
$
|
555,657
|
|
(1)
|
Includes
$8.6 million
and
$9.4 million
of pension and postretirement expense deferred pursuant to regulatory authorization.
|
(2)
|
Infrastructure mechanisms in Texas and Louisiana allow for the deferral of all eligible expenses associated with capital expenditures incurred pursuant to these rules, including the recording of interest on deferred expenses until the next rate proceeding (rate case or annual rate filing), at which time investment and costs would be recoverable through base rates.
|
(3)
|
The TCJA resulted in the remeasurement of the net deferred tax liability included in our rate base. The excess deferred taxes will be returned to utility customers in accordance with regulatory requirements. See Note 6 for further information.
|
•
|
The
distribution
segment
is primarily comprised of our regulated natural gas distribution and related sales operations in eight states.
|
•
|
The
pipeline and storage
segment
is comprised primarily of the pipeline and storage operations of our Atmos Pipeline-Texas division and our natural gas transmission operations in Louisiana.
|
•
|
The
natural gas marketing
segment
was comprised of our discontinued natural gas marketing business.
|
|
Three Months Ended December 31, 2017
|
||||||||||||||
|
Distribution
|
|
Pipeline and Storage
|
|
Eliminations
|
|
Consolidated
|
||||||||
|
(In thousands)
|
||||||||||||||
Operating revenues from external parties
|
$
|
860,453
|
|
|
$
|
28,739
|
|
|
$
|
—
|
|
|
$
|
889,192
|
|
Intersegment revenues
|
339
|
|
|
97,724
|
|
|
(98,063
|
)
|
|
—
|
|
||||
Total operating revenues
|
860,792
|
|
|
126,463
|
|
|
(98,063
|
)
|
|
889,192
|
|
||||
Purchased gas cost
|
463,758
|
|
|
912
|
|
|
(97,753
|
)
|
|
366,917
|
|
||||
Operation and maintenance expense
|
103,737
|
|
|
26,140
|
|
|
(310
|
)
|
|
129,567
|
|
||||
Depreciation and amortization expense
|
65,434
|
|
|
22,940
|
|
|
—
|
|
|
88,374
|
|
||||
Taxes, other than income
|
55,107
|
|
|
7,666
|
|
|
—
|
|
|
62,773
|
|
||||
Operating income
|
172,756
|
|
|
68,805
|
|
|
—
|
|
|
241,561
|
|
||||
Miscellaneous expense
|
(1,400
|
)
|
|
(635
|
)
|
|
—
|
|
|
(2,035
|
)
|
||||
Interest charges
|
21,368
|
|
|
10,141
|
|
|
—
|
|
|
31,509
|
|
||||
Income before income taxes
|
149,988
|
|
|
58,029
|
|
|
—
|
|
|
208,017
|
|
||||
Income tax benefit
|
(99,111
|
)
|
|
(7,004
|
)
|
|
—
|
|
|
(106,115
|
)
|
||||
Net income
|
$
|
249,099
|
|
|
$
|
65,033
|
|
|
$
|
—
|
|
|
$
|
314,132
|
|
Capital expenditures
|
$
|
241,249
|
|
|
$
|
141,989
|
|
|
$
|
—
|
|
|
$
|
383,238
|
|
|
Three Months Ended December 31, 2016
|
||||||||||||||||||
|
Distribution
|
|
Pipeline and Storage
|
|
Natural Gas Marketing
|
|
Eliminations
|
|
Consolidated
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Operating revenues from external parties
|
$
|
754,266
|
|
|
$
|
25,902
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
780,168
|
|
Intersegment revenues
|
390
|
|
|
84,050
|
|
|
—
|
|
|
(84,440
|
)
|
|
—
|
|
|||||
Total operating revenues
|
754,656
|
|
|
109,952
|
|
|
—
|
|
|
(84,440
|
)
|
|
780,168
|
|
|||||
Purchased gas cost
|
395,346
|
|
|
355
|
|
|
—
|
|
|
(84,396
|
)
|
|
311,305
|
|
|||||
Operation and maintenance expense
|
92,714
|
|
|
32,268
|
|
|
—
|
|
|
(44
|
)
|
|
124,938
|
|
|||||
Depreciation and amortization expense
|
61,157
|
|
|
15,801
|
|
|
—
|
|
|
—
|
|
|
76,958
|
|
|||||
Taxes, other than income
|
50,546
|
|
|
6,503
|
|
|
—
|
|
|
—
|
|
|
57,049
|
|
|||||
Operating income
|
154,893
|
|
|
55,025
|
|
|
—
|
|
|
—
|
|
|
209,918
|
|
|||||
Miscellaneous expense
|
(633
|
)
|
|
(361
|
)
|
|
—
|
|
|
—
|
|
|
(994
|
)
|
|||||
Interest charges
|
21,118
|
|
|
9,912
|
|
|
—
|
|
|
—
|
|
|
31,030
|
|
|||||
Income from continuing operations before income taxes
|
133,142
|
|
|
44,752
|
|
|
—
|
|
|
—
|
|
|
177,894
|
|
|||||
Income tax expense
|
47,778
|
|
|
16,078
|
|
|
—
|
|
|
—
|
|
|
63,856
|
|
|||||
Income from continuing operations
|
85,364
|
|
|
28,674
|
|
|
—
|
|
|
—
|
|
|
114,038
|
|
|||||
Income from discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
10,994
|
|
|
—
|
|
|
10,994
|
|
|||||
Net income
|
$
|
85,364
|
|
|
$
|
28,674
|
|
|
$
|
10,994
|
|
|
$
|
—
|
|
|
$
|
125,032
|
|
Capital expenditures
|
$
|
222,484
|
|
|
$
|
75,478
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
297,962
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
||||||||||||||
|
Distribution
|
|
Pipeline and Storage
|
|
Eliminations
|
|
Consolidated
|
||||||||
|
(In thousands)
|
||||||||||||||
Property, plant and equipment, net
|
$
|
7,010,709
|
|
|
$
|
2,508,083
|
|
|
$
|
—
|
|
|
$
|
9,518,792
|
|
Total assets
|
$
|
10,633,234
|
|
|
$
|
2,729,455
|
|
|
$
|
(2,097,969
|
)
|
|
$
|
11,264,720
|
|
|
September 30, 2017
|
||||||||||||||
|
Distribution
|
|
Pipeline and Storage
|
|
Eliminations
|
|
Consolidated
|
||||||||
|
(In thousands)
|
||||||||||||||
Property, plant and equipment, net
|
$
|
6,849,517
|
|
|
$
|
2,409,665
|
|
|
$
|
—
|
|
|
$
|
9,259,182
|
|
Total assets
|
$
|
10,050,164
|
|
|
$
|
2,621,601
|
|
|
$
|
(1,922,169
|
)
|
|
$
|
10,749,596
|
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
|
(In thousands, except per share amounts)
|
||||||
Basic and Diluted Earnings Per Share from continuing operations
|
|
|
|
||||
Income from continuing operations
|
$
|
314,132
|
|
|
$
|
114,038
|
|
Less: Income from continuing operations allocated to participating securities
|
328
|
|
|
153
|
|
||
Income from continuing operations available to common shareholders
|
$
|
313,804
|
|
|
$
|
113,885
|
|
Basic and diluted weighted average shares outstanding
|
108,564
|
|
|
105,284
|
|
||
Income from continuing operations per share — Basic and Diluted
|
$
|
2.89
|
|
|
$
|
1.08
|
|
|
|
|
|
||||
Basic and Diluted Earnings Per Share from discontinued operations
|
|
|
|
||||
Income from discontinued operations
|
$
|
—
|
|
|
$
|
10,994
|
|
Less: Income from discontinued operations allocated to participating securities
|
—
|
|
|
14
|
|
||
Income from discontinued operations available to common shareholders
|
$
|
—
|
|
|
$
|
10,980
|
|
Basic and diluted weighted average shares outstanding
|
108,564
|
|
|
105,284
|
|
||
Income from discontinued operations per share — Basic and Diluted
|
$
|
—
|
|
|
$
|
0.11
|
|
Net income per share — Basic and Diluted
|
$
|
2.89
|
|
|
$
|
1.19
|
|
|
December 31, 2017
|
|
September 30, 2017
|
||||
|
(In thousands)
|
||||||
Unsecured 8.50% Senior Notes, due March 2019
|
$
|
450,000
|
|
|
$
|
450,000
|
|
Unsecured 3.00% Senior Notes, due 2027
|
500,000
|
|
|
500,000
|
|
||
Unsecured 5.95% Senior Notes, due 2034
|
200,000
|
|
|
200,000
|
|
||
Unsecured 5.50% Senior Notes, due 2041
|
400,000
|
|
|
400,000
|
|
||
Unsecured 4.15% Senior Notes, due 2043
|
500,000
|
|
|
500,000
|
|
||
Unsecured 4.125% Senior Notes, due 2044
|
750,000
|
|
|
750,000
|
|
||
Medium-term note Series A, 1995-1, 6.67%, due 2025
|
10,000
|
|
|
10,000
|
|
||
Unsecured 6.75% Debentures, due 2028
|
150,000
|
|
|
150,000
|
|
||
Floating-rate term loan, due September 2019
(1)
|
125,000
|
|
|
125,000
|
|
||
Total long-term debt
|
3,085,000
|
|
|
3,085,000
|
|
||
Less:
|
|
|
|
||||
Original issue premium / discount on unsecured senior notes and debentures
|
(4,398
|
)
|
|
(4,384
|
)
|
||
Debt issuance cost
|
21,929
|
|
|
22,339
|
|
||
|
$
|
3,067,469
|
|
|
$
|
3,067,045
|
|
(1)
|
Up to
$200 million
can be drawn under this term loan.
|
|
Available-
for-Sale
Securities
|
|
Interest
Rate
Agreement
Cash Flow
Hedges
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
September 30, 2017
|
$
|
7,048
|
|
|
$
|
(112,302
|
)
|
|
$
|
(105,254
|
)
|
Other comprehensive loss before reclassifications
|
(107
|
)
|
|
(1,332
|
)
|
|
(1,439
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
377
|
|
|
377
|
|
|||
Net current-period other comprehensive loss
|
(107
|
)
|
|
(955
|
)
|
|
(1,062
|
)
|
|||
December 31, 2017
|
$
|
6,941
|
|
|
$
|
(113,257
|
)
|
|
$
|
(106,316
|
)
|
|
Available-
for-Sale
Securities
|
|
Interest
Rate
Agreement
Cash Flow
Hedges
|
|
Commodity
Contracts
Cash Flow
Hedges
|
|
Total
|
||||||||
|
(In thousands)
|
||||||||||||||
September 30, 2016
|
$
|
4,484
|
|
|
$
|
(187,524
|
)
|
|
$
|
(4,982
|
)
|
|
$
|
(188,022
|
)
|
Other comprehensive income (loss) before reclassifications
|
(828
|
)
|
|
91,127
|
|
|
9,847
|
|
|
100,146
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
87
|
|
|
(4,865
|
)
|
|
(4,778
|
)
|
||||
Net current-period other comprehensive income (loss)
|
(828
|
)
|
|
91,214
|
|
|
4,982
|
|
|
95,368
|
|
||||
December 31, 2016
|
$
|
3,656
|
|
|
$
|
(96,310
|
)
|
|
$
|
—
|
|
|
$
|
(92,654
|
)
|
|
Three Months Ended December 31, 2017
|
||||
Accumulated Other Comprehensive Income Components
|
Amount Reclassified from
Accumulated Other
Comprehensive Income
|
|
Affected Line Item in the
Statement of Income
|
||
|
(In thousands)
|
|
|
||
Cash flow hedges
|
|
|
|
||
Interest rate agreements
|
$
|
(594
|
)
|
|
Interest charges
|
|
(594
|
)
|
|
Total before tax
|
|
|
217
|
|
|
Tax benefit
|
|
Total reclassifications
|
$
|
(377
|
)
|
|
Net of tax
|
|
Three Months Ended December 31, 2016
|
||||
Accumulated Other Comprehensive Income Components
|
Amount Reclassified from
Accumulated Other
Comprehensive Income
|
|
Affected Line Item in the
Statement of Income
|
||
|
(In thousands)
|
|
|
||
Cash flow hedges
|
|
|
|
||
Interest rate agreements
|
$
|
(137
|
)
|
|
Interest charges
|
Commodity contracts
|
7,967
|
|
|
Purchased gas cost
(1)
|
|
|
7,830
|
|
|
Total before tax
|
|
|
(3,052
|
)
|
|
Tax expense
|
|
Total reclassifications
|
$
|
4,778
|
|
|
Net of tax
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31
|
||||||||||||||
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(In thousands)
|
||||||||||||||
Components of net periodic pension cost:
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
4,560
|
|
|
$
|
5,216
|
|
|
$
|
3,020
|
|
|
$
|
3,109
|
|
Interest cost
|
6,430
|
|
|
6,297
|
|
|
2,727
|
|
|
2,670
|
|
||||
Expected return on assets
|
(6,917
|
)
|
|
(6,994
|
)
|
|
(2,002
|
)
|
|
(1,796
|
)
|
||||
Amortization of prior service cost (credit)
|
(58
|
)
|
|
(58
|
)
|
|
3
|
|
|
(411
|
)
|
||||
Amortization of actuarial (gain) loss
|
3,089
|
|
|
4,249
|
|
|
(1,618
|
)
|
|
(707
|
)
|
||||
Net periodic pension cost
|
$
|
7,104
|
|
|
$
|
8,710
|
|
|
$
|
2,130
|
|
|
$
|
2,865
|
|
|
|
|
|
|
|
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
Discount rate
|
|
3.89%
|
|
3.73%
|
|
3.89%
|
|
3.73%
|
Rate of compensation increase
|
|
3.50%
|
|
3.50%
|
|
N/A
|
|
N/A
|
Expected return on plan assets
|
|
6.75%
|
|
7.00%
|
|
4.29%
|
|
4.45%
|
|
|
|
|
||||||
|
Balance Sheet Location
|
|
Assets
|
|
Liabilities
|
||||
|
|
|
(In thousands)
|
||||||
December 31, 2017
|
|
|
|
|
|
||||
Designated As Hedges:
|
|
|
|
|
|
||||
Interest rate contracts
|
Deferred charges and other assets /
Deferred credits and other liabilities
|
|
—
|
|
|
(114,175
|
)
|
||
Total
|
|
|
—
|
|
|
(114,175
|
)
|
||
Not Designated As Hedges:
|
|
|
|
|
|
||||
Commodity contracts
|
Other current assets /
Other current liabilities
|
|
456
|
|
|
(2,738
|
)
|
||
Commodity contracts
|
Deferred charges and other assets /
Deferred credits and other liabilities
|
|
190
|
|
|
(262
|
)
|
||
Total
|
|
|
646
|
|
|
(3,000
|
)
|
||
Gross Financial Instruments
|
|
|
646
|
|
|
(117,175
|
)
|
||
Gross Amounts Offset on Consolidated Balance Sheet:
|
|
|
|
|
|
||||
Contract netting
|
|
|
—
|
|
|
—
|
|
||
Net Financial Instruments
|
|
|
646
|
|
|
(117,175
|
)
|
||
Cash collateral
|
|
|
—
|
|
|
—
|
|
||
Net Assets/Liabilities from Risk Management Activities
|
|
|
$
|
646
|
|
|
$
|
(117,175
|
)
|
|
|
|
|
||||||
|
Balance Sheet Location
|
|
Assets
|
|
Liabilities
|
||||
|
|
|
(In thousands)
|
||||||
September 30, 2017
|
|
|
|
|
|
||||
Designated As Hedges:
|
|
|
|
|
|
||||
Interest rate contracts
|
Deferred charges and other assets /
Deferred credits and other liabilities
|
|
—
|
|
|
(112,076
|
)
|
||
Total
|
|
|
—
|
|
|
(112,076
|
)
|
||
Not Designated As Hedges:
|
|
|
|
|
|
||||
Commodity contracts
|
Other current assets /
Other current liabilities
|
|
2,436
|
|
|
(322
|
)
|
||
Commodity contracts
|
Deferred charges and other assets /
Deferred credits and other liabilities
|
|
803
|
|
|
—
|
|
||
Total
|
|
|
3,239
|
|
|
(322
|
)
|
||
Gross Financial Instruments
|
|
|
3,239
|
|
|
(112,398
|
)
|
||
Gross Amounts Offset on Consolidated Balance Sheet:
|
|
|
|
|
|
||||
Contract netting
|
|
|
—
|
|
|
—
|
|
||
Net Financial Instruments
|
|
|
3,239
|
|
|
(112,398
|
)
|
||
Cash collateral
|
|
|
—
|
|
|
—
|
|
||
Net Assets/Liabilities from Risk Management Activities
|
|
|
$
|
3,239
|
|
|
$
|
(112,398
|
)
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016 (1)
|
||||
|
(In thousands)
|
||||||
Increase (decrease) in fair value:
|
|
|
|
||||
Interest rate agreements
|
$
|
(1,332
|
)
|
|
$
|
91,127
|
|
Forward commodity contracts
(2)
|
—
|
|
|
9,847
|
|
||
Recognition of (gains) losses in earnings due to settlements:
|
|
|
|
||||
Interest rate agreements
|
377
|
|
|
87
|
|
||
Forward commodity contracts
(2)
|
—
|
|
|
(4,865
|
)
|
||
Total other comprehensive income (loss) from hedging, net of tax
|
$
|
(955
|
)
|
|
$
|
96,196
|
|
(1)
|
Utilizing an income tax rate ranging from
37 percent
to
39 percent
based on the effective rates in each taxing jurisdiction for the three-month period ended December 31, 2016.
|
(2)
|
Due to the sale of AEM, these amounts are included in income from discontinued operations.
|
|
Interest Rate
Agreements
|
||
|
(In thousands)
|
||
Next twelve months
|
$
|
(1,508
|
)
|
Thereafter
|
(39,248
|
)
|
|
Total
|
$
|
(40,756
|
)
|
|
Quoted
Prices in
Active
Markets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
(1)
|
|
Significant
Other
Unobservable
Inputs
(Level 3)
|
|
Netting and
Cash
Collateral
|
|
December 31, 2017
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial instruments
|
$
|
—
|
|
|
$
|
646
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
646
|
|
Available-for-sale securities
|
|
|
|
|
|
|
|
|
|
||||||||||
Registered investment companies
|
43,065
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43,065
|
|
|||||
Bond mutual funds
|
16,359
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,359
|
|
|||||
Bonds
|
—
|
|
|
30,861
|
|
|
—
|
|
|
—
|
|
|
30,861
|
|
|||||
Money market funds
|
—
|
|
|
614
|
|
|
—
|
|
|
—
|
|
|
614
|
|
|||||
Total available-for-sale securities
|
59,424
|
|
|
31,475
|
|
|
—
|
|
|
—
|
|
|
90,899
|
|
|||||
Total assets
|
$
|
59,424
|
|
|
$
|
32,121
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
91,545
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial instruments
|
$
|
—
|
|
|
$
|
117,175
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
117,175
|
|
|
Quoted
Prices in
Active
Markets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
(1)
|
|
Significant
Other
Unobservable
Inputs
(Level 3)
|
|
Netting and
Cash
Collateral
|
|
September 30, 2017
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial instruments
|
$
|
—
|
|
|
$
|
3,239
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,239
|
|
Available-for-sale securities
|
|
|
|
|
|
|
|
|
|
||||||||||
Registered investment companies
|
41,097
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,097
|
|
|||||
Bond mutual funds
|
16,371
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,371
|
|
|||||
Bonds
|
—
|
|
|
29,104
|
|
|
—
|
|
|
—
|
|
|
29,104
|
|
|||||
Money market funds
|
—
|
|
|
1,837
|
|
|
—
|
|
|
—
|
|
|
1,837
|
|
|||||
Total available-for-sale securities
|
57,468
|
|
|
30,941
|
|
|
—
|
|
|
—
|
|
|
88,409
|
|
|||||
Total assets
|
$
|
57,468
|
|
|
$
|
34,180
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
91,648
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial instruments
|
$
|
—
|
|
|
$
|
112,398
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
112,398
|
|
(1)
|
Our Level 2 measurements consist of over-the-counter options and swaps which are valued using a market-based approach in which observable market prices are adjusted for criteria specific to each instrument, such as the strike price, notional amount or basis differences, municipal and corporate bonds which are valued based on the most recent available quoted market prices and money market funds which are valued at cost.
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gain
|
|
Gross
Unrealized
Loss
|
|
Fair
Value
|
||||||||
|
(In thousands)
|
||||||||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
||||||||
Domestic equity mutual funds
|
$
|
27,171
|
|
|
$
|
8,850
|
|
|
$
|
(14
|
)
|
|
$
|
36,007
|
|
Foreign equity mutual funds
|
4,725
|
|
|
2,333
|
|
|
—
|
|
|
7,058
|
|
||||
Bond mutual funds
|
16,461
|
|
|
—
|
|
|
(102
|
)
|
|
16,359
|
|
||||
Bonds
|
30,936
|
|
|
6
|
|
|
(81
|
)
|
|
30,861
|
|
||||
Money market funds
|
614
|
|
|
—
|
|
|
—
|
|
|
614
|
|
||||
|
$
|
79,907
|
|
|
$
|
11,189
|
|
|
$
|
(197
|
)
|
|
$
|
90,899
|
|
As of September 30, 2017
|
|
|
|
|
|
|
|
||||||||
Domestic equity mutual funds
|
$
|
25,361
|
|
|
$
|
8,920
|
|
|
$
|
—
|
|
|
$
|
34,281
|
|
Foreign equity mutual funds
|
4,581
|
|
|
2,235
|
|
|
—
|
|
|
6,816
|
|
||||
Bond mutual funds
|
16,391
|
|
|
2
|
|
|
(22
|
)
|
|
16,371
|
|
||||
Bonds
|
29,074
|
|
|
46
|
|
|
(16
|
)
|
|
29,104
|
|
||||
Money market funds
|
1,837
|
|
|
—
|
|
|
—
|
|
|
1,837
|
|
||||
|
$
|
77,244
|
|
|
$
|
11,203
|
|
|
$
|
(38
|
)
|
|
$
|
88,409
|
|
|
December 31, 2017
|
|
September 30, 2017
|
||||
|
(In thousands)
|
||||||
Carrying Amount
|
$
|
3,085,000
|
|
|
$
|
3,085,000
|
|
Fair Value
|
$
|
3,305,656
|
|
|
$
|
3,382,272
|
|
|
|
||
|
Three Months Ended
December 31, 2016 |
||
|
(In thousands)
|
||
|
|
||
Operating revenues
|
$
|
303,474
|
|
Purchased gas cost
|
277,554
|
|
|
Operating expenses
|
7,874
|
|
|
Operating income
|
18,046
|
|
|
Other nonoperating expense
|
(211
|
)
|
|
Income from discontinued operations before income taxes
|
17,835
|
|
|
Income tax expense
|
6,841
|
|
|
Net income from discontinued operations
|
$
|
10,994
|
|
|
|
|
|
|
Three Months Ended
December 31, 2016 |
||
|
(In thousands)
|
||
Depreciation and amortization expense
|
$
|
185
|
|
Capital expenditures
|
$
|
—
|
|
Noncash loss in commodity contract cash flow hedges
|
$
|
(8,165
|
)
|
|
Three Months Ended
December 31, 2016 |
||
|
(In thousands)
|
||
Commodity contracts
|
$
|
(9,567
|
)
|
Fair value adjustment for natural gas inventory designated as the hedged item
|
12,858
|
|
|
Total decrease in purchased gas cost reflected in income from discontinued operations
|
$
|
3,291
|
|
The decrease in purchased gas cost reflected in income from discontinued operations is comprised of the following:
|
|
||
Basis ineffectiveness
|
$
|
(597
|
)
|
Timing ineffectiveness
|
3,888
|
|
|
|
$
|
3,291
|
|
|
Three Months Ended
December 31, 2016 |
||
|
(In thousands)
|
||
Loss reclassified from AOCI for effective portion of natural gas marketing commodity contracts
|
$
|
(2,612
|
)
|
Gain arising from ineffective portion of natural gas marketing commodity contracts
|
111
|
|
|
Gain on discontinuance of cash flow hedging of natural gas marketing commodity contracts reclassified from AOCI
|
10,579
|
|
|
Total impact on purchased gas cost reflected in income from discontinued operations
|
$
|
8,078
|
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
•
|
The
distribution segment
is primarily comprised of our regulated natural gas distribution and related sales operations in eight states and storage assets located in Kentucky and Tennessee.
|
•
|
The
pipeline and storage segment
is comprised primarily of the pipeline and storage operations of our Atmos Pipeline-Texas division and our natural gas transmission operations in Louisiana.
|
•
|
The
natural gas marketing segment
was comprised of our discontinued natural gas marketing business.
|
•
|
Regulation
|
•
|
Unbilled revenue
|
•
|
Pension and other postretirement plans
|
•
|
Impairment assessments
|
|
Three Months Ended December 31
|
||||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
|
(In thousands, except per share data)
|
||||||||||
Income from continuing operations
|
$
|
314,132
|
|
|
$
|
114,038
|
|
|
$
|
200,094
|
|
One-time, non-cash income tax benefit
|
161,884
|
|
|
—
|
|
|
161,884
|
|
|||
Adjusted income from continuing operations
|
$
|
152,248
|
|
|
$
|
114,038
|
|
|
$
|
38,210
|
|
|
|
|
|
|
|
||||||
Consolidated diluted EPS from continuing operations
|
$
|
2.89
|
|
|
$
|
1.08
|
|
|
$
|
1.81
|
|
Diluted EPS from one-time, non-cash income tax benefit
|
1.49
|
|
|
—
|
|
|
1.49
|
|
|||
Adjusted diluted EPS from continuing operations
|
$
|
1.40
|
|
|
$
|
1.08
|
|
|
$
|
0.32
|
|
|
|
Kansas, West Texas
|
October — May
|
Tennessee
|
October — April
|
Kentucky, Mississippi, Mid-Tex
|
November — April
|
Louisiana
|
December — March
|
Virginia
|
January — December
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31
|
||||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
|
(In thousands, unless otherwise noted)
|
||||||||||
Operating revenues
|
$
|
860,792
|
|
|
$
|
754,656
|
|
|
$
|
106,136
|
|
Purchased gas cost
|
463,758
|
|
|
395,346
|
|
|
68,412
|
|
|||
Gross profit
|
397,034
|
|
|
359,310
|
|
|
37,724
|
|
|||
Operating expenses
|
224,278
|
|
|
204,417
|
|
|
19,861
|
|
|||
Operating income
|
172,756
|
|
|
154,893
|
|
|
17,863
|
|
|||
Miscellaneous expense
|
(1,400
|
)
|
|
(633
|
)
|
|
(767
|
)
|
|||
Interest charges
|
21,368
|
|
|
21,118
|
|
|
250
|
|
|||
Income before income taxes
|
149,988
|
|
|
133,142
|
|
|
16,846
|
|
|||
One-time, non-cash income tax benefit
|
(140,151
|
)
|
|
—
|
|
|
(140,151
|
)
|
|||
Income tax expense
|
41,040
|
|
|
47,778
|
|
|
(6,738
|
)
|
|||
Net income
|
$
|
249,099
|
|
|
$
|
85,364
|
|
|
$
|
163,735
|
|
Consolidated distribution sales volumes — MMcf
|
86,307
|
|
|
74,430
|
|
|
11,877
|
|
|||
Consolidated distribution transportation volumes — MMcf
|
38,050
|
|
|
36,175
|
|
|
1,875
|
|
|||
Total consolidated distribution throughput — MMcf
|
124,357
|
|
|
110,605
|
|
|
13,752
|
|
|||
Consolidated distribution average cost of gas per Mcf sold
|
$
|
5.37
|
|
|
$
|
5.31
|
|
|
$
|
0.06
|
|
•
|
a $25.6 million net increase in rate adjustments, primarily in our Mid-Tex, Mississippi, West Texas and Kentucky/Mid-States Divisions.
|
•
|
a $5.7 million increase in residential and commercial net consumption, primarily in our Mid-Tex and Mississippi Divisions.
|
•
|
a $3.5 million increase from customer growth, primarily in our Mid-Tex and Kentucky/Mid-States Divisions.
|
|
Three Months Ended December 31
|
||||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
|
(In thousands)
|
||||||||||
Mid-Tex
|
$
|
72,925
|
|
|
$
|
72,743
|
|
|
$
|
182
|
|
Kentucky/Mid-States
|
28,129
|
|
|
22,738
|
|
|
5,391
|
|
|||
Louisiana
|
23,268
|
|
|
19,863
|
|
|
3,405
|
|
|||
West Texas
|
15,761
|
|
|
14,928
|
|
|
833
|
|
|||
Mississippi
|
18,275
|
|
|
11,958
|
|
|
6,317
|
|
|||
Colorado-Kansas
|
12,931
|
|
|
11,705
|
|
|
1,226
|
|
|||
Other
|
1,467
|
|
|
958
|
|
|
509
|
|
|||
Total
|
$
|
172,756
|
|
|
$
|
154,893
|
|
|
$
|
17,863
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rate Action
|
|
Annual Increase in
Operating Income
|
||
|
|
(In thousands)
|
||
Annual formula rate mechanisms
|
|
$
|
17,077
|
|
Rate case filings
|
|
—
|
|
|
Other rate activity
|
|
—
|
|
|
|
|
$
|
17,077
|
|
Division
|
|
Rate Action
|
|
Jurisdiction
|
|
Operating Income
Requested
|
||
|
|
|
|
|
|
(In thousands)
|
||
Colorado-Kansas
|
|
Rate Case
(1)
|
|
Colorado
|
|
$
|
2,916
|
|
|
|
GSRS
|
|
Kansas
|
|
821
|
|
|
|
|
Ad Valorem
|
|
Kansas
|
|
457
|
|
|
Kentucky/Mid-States
|
|
Rate Case
|
|
Kentucky
|
|
4,778
|
|
|
|
|
ARM True-Up
(2)
|
|
Tennessee
|
|
850
|
|
|
Louisiana
|
|
RSC
|
|
Trans La
|
|
1,195
|
|
|
Mid-Tex
|
|
Rate Case
(3)
|
|
City of Dallas
|
|
2,247
|
|
|
|
|
|
|
|
|
$
|
13,264
|
|
(1)
|
A Recommended Decision for $2.1 million was issued on January 8, 2018. The Recommended Decision also recommended a five year extension of the Company's System Safety and Integrity Rider tariff.
|
(2)
|
The Annual Rate Mechanism (ARM) is a formula rate mechanism that refreshes the Company's rates on an annual basis.
|
(3)
|
The Company extended the deadline for the City of Dallas to act until February 15, 2018.
|
|
|
Annual Formula Rate Mechanisms
|
||
State
|
|
Infrastructure Programs
|
|
Formula Rate Mechanisms
|
|
|
|
|
|
Colorado
|
|
System Safety and Integrity Rider (SSIR)
|
|
—
|
Kansas
|
|
Gas System Reliability Surcharge (GSRS)
|
|
—
|
Kentucky
|
|
Pipeline Replacement Program (PRP)
|
|
—
|
Louisiana
|
|
(1)
|
|
Rate Stabilization Clause (RSC)
|
Mississippi
|
|
System Integrity Rider (SIR)
|
|
Stable Rate Filing (SRF), Supplemental Growth Filing (SGR)
|
Tennessee
|
|
—
|
|
Annual Rate Mechanism (ARM)
|
Texas
|
|
Gas Reliability Infrastructure Program (GRIP), (1)
|
|
Dallas Annual Rate Review (DARR), Rate Review Mechanism (RRM)
|
Virginia
|
|
Steps to Advance Virginia Energy (SAVE)
|
|
—
|
(1)
|
Infrastructure mechanisms in Texas and Louisiana allow for the deferral of all expenses associated with capital expenditures incurred pursuant to these rules, which primarily consists of interest, depreciation and other taxes (Texas only), until the next rate proceeding (rate case or annual rate filing), at which time investment and costs would be recoverable through base rates.
|
Division
|
|
Jurisdiction
|
|
Test Year
Ended
|
|
Increase in
Annual
Operating
Income
|
|
Effective
Date
|
||
|
|
|
|
(In thousands)
|
||||||
2018 Filings:
|
|
|
|
|
|
|
|
|
||
Colorado-Kansas
|
|
Colorado SSIR
|
|
12/31/2018
|
|
$
|
2,228
|
|
|
12/20/2017
|
Mississippi
|
|
Mississippi - SIR
|
|
10/31/2018
|
|
7,658
|
|
|
12/05/2017
|
|
Mississippi
|
|
Mississippi - SGR
(1)
|
|
10/31/2018
|
|
1,245
|
|
|
12/05/2017
|
|
Mississippi
|
|
Mississippi - SRF
(1)
|
|
10/31/2018
|
|
—
|
|
|
12/05/2017
|
|
Kentucky/Mid-States
|
|
Kentucky - PRP
|
|
09/30/2018
|
|
5,638
|
|
|
10/27/2017
|
|
Kentucky/Mid-States
|
|
Virginia - SAVE
(2)
|
|
09/30/2017
|
|
308
|
|
|
10/01/2017
|
|
Total 2018 Filings
|
|
|
|
|
|
$
|
17,077
|
|
|
|
(1)
|
In our next SRF filing, the SGR rate base will be combined with the SRF rate base, per Commission order.
|
(2)
|
The Company completed our Steps to Advance Virginia Energy (SAVE) program. On October 1, 2017 a refund factor was removed from the rate resulting in an operating income increase of $308,000.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31
|
||||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
|
(In thousands, unless otherwise noted)
|
||||||||||
Mid-Tex / Affiliate transportation revenue
|
$
|
93,898
|
|
|
$
|
82,468
|
|
|
$
|
11,430
|
|
Third-party transportation revenue
|
28,931
|
|
|
22,220
|
|
|
6,711
|
|
|||
Other revenue
|
3,634
|
|
|
5,264
|
|
|
(1,630
|
)
|
|||
Total operating revenues
|
126,463
|
|
|
109,952
|
|
|
16,511
|
|
|||
Total purchased gas cost
|
912
|
|
|
355
|
|
|
557
|
|
|||
Gross profit
|
125,551
|
|
|
109,597
|
|
|
15,954
|
|
|||
Operating expenses
|
56,746
|
|
|
54,572
|
|
|
2,174
|
|
|||
Operating income
|
68,805
|
|
|
55,025
|
|
|
13,780
|
|
|||
Miscellaneous expense
|
(635
|
)
|
|
(361
|
)
|
|
(274
|
)
|
|||
Interest charges
|
10,141
|
|
|
9,912
|
|
|
229
|
|
|||
Income before income taxes
|
58,029
|
|
|
44,752
|
|
|
13,277
|
|
|||
One-time, non-cash income tax benefit
|
(21,733
|
)
|
|
—
|
|
|
(21,733
|
)
|
|||
Income tax expense
|
14,729
|
|
|
16,078
|
|
|
(1,349
|
)
|
|||
Net income
|
$
|
65,033
|
|
|
$
|
28,674
|
|
|
$
|
36,359
|
|
Gross pipeline transportation volumes — MMcf
|
213,137
|
|
|
186,780
|
|
|
26,357
|
|
|||
Consolidated pipeline transportation volumes — MMcf
|
155,105
|
|
|
134,976
|
|
|
20,129
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
|
September 30, 2017
|
|
December 31, 2016
|
|||||||||||||||
|
(In thousands, except percentages)
|
|||||||||||||||||||
Short-term debt
|
$
|
336,816
|
|
|
4.2
|
%
|
|
$
|
447,745
|
|
|
6.0
|
%
|
|
$
|
940,747
|
|
|
13.1
|
%
|
Long-term debt
|
3,067,469
|
|
|
38.5
|
%
|
|
3,067,045
|
|
|
41.4
|
%
|
|
2,564,199
|
|
|
35.6
|
%
|
|||
Shareholders’ equity
|
4,563,620
|
|
|
57.3
|
%
|
|
3,898,666
|
|
|
52.6
|
%
|
|
3,698,975
|
|
|
51.3
|
%
|
|||
Total
|
$
|
7,967,905
|
|
|
100.0
|
%
|
|
$
|
7,413,456
|
|
|
100.0
|
%
|
|
$
|
7,203,921
|
|
|
100.0
|
%
|
|
Three Months Ended December 31
|
||||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
|
(In thousands)
|
||||||||||
Total cash provided by (used in)
|
|
|
|
|
|
||||||
Operating activities
|
$
|
173,238
|
|
|
$
|
116,963
|
|
|
$
|
56,275
|
|
Investing activities
|
(381,372
|
)
|
|
(392,137
|
)
|
|
10,765
|
|
|||
Financing activities
|
236,475
|
|
|
272,264
|
|
|
(35,789
|
)
|
|||
Change in cash and cash equivalents
|
28,341
|
|
|
(2,910
|
)
|
|
31,251
|
|
|||
Cash and cash equivalents at beginning of period
|
26,409
|
|
|
47,534
|
|
|
(21,125
|
)
|
|||
Cash and cash equivalents at end of period
|
$
|
54,750
|
|
|
$
|
44,624
|
|
|
$
|
10,126
|
|
|
Three Months Ended
December 31 |
||||
|
2017
|
|
2016
|
||
Shares issued:
|
|
|
|
||
Direct Stock Purchase Plan
|
38,209
|
|
|
27,071
|
|
1998 Long-Term Incentive Plan
|
235,960
|
|
|
365,471
|
|
Retirement Savings Plan and Trust
|
24,905
|
|
|
95,991
|
|
At-the-Market (ATM) Equity Distribution Program
|
—
|
|
|
690,812
|
|
Equity Issuance
|
4,558,404
|
|
|
—
|
|
Total shares issued
|
4,857,478
|
|
|
1,179,345
|
|
|
S&P
|
|
Moody’s
|
||
Senior unsecured long-term debt
|
A
|
|
A2
|
||
Short-term debt
|
A-1
|
|
P-1
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
|
(In thousands)
|
||||||
Fair value of contracts at beginning of period
|
$
|
(109,159
|
)
|
|
$
|
(279,543
|
)
|
Contracts realized/settled
|
1,160
|
|
|
9,963
|
|
||
Fair value of new contracts
|
(569
|
)
|
|
963
|
|
||
Other changes in value
|
(7,961
|
)
|
|
146,895
|
|
||
Fair value of contracts at end of period
|
(116,529
|
)
|
|
(121,722
|
)
|
||
Netting of cash collateral
|
—
|
|
|
13,697
|
|
||
Cash collateral and fair value of contracts at period end
|
$
|
(116,529
|
)
|
|
$
|
(108,025
|
)
|
|
Fair Value of Contracts at December 31, 2017
|
||||||||||||||||||
|
Maturity in Years
|
|
|
||||||||||||||||
Source of Fair Value
|
Less
Than 1
|
|
1-3
|
|
4-5
|
|
Greater
Than 5
|
|
Total
Fair
Value
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Prices actively quoted
|
$
|
(2,282
|
)
|
|
$
|
(114,247
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(116,529
|
)
|
Prices based on models and other valuation methods
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total Fair Value
|
$
|
(2,282
|
)
|
|
$
|
(114,247
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(116,529
|
)
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
METERS IN SERVICE, end of period
|
|
|
|
||||
Residential
|
2,956,247
|
|
|
2,923,480
|
|
||
Commercial
|
270,184
|
|
|
268,574
|
|
||
Industrial
|
1,675
|
|
|
1,693
|
|
||
Public authority and other
|
8,418
|
|
|
8,359
|
|
||
Total meters
|
3,236,524
|
|
|
3,202,106
|
|
||
|
|
|
|
||||
INVENTORY STORAGE BALANCE — Bcf
|
55.6
|
|
|
56.7
|
|
||
SALES VOLUMES — MMcf
(1)
|
|
|
|
||||
Gas sales volumes
|
|
|
|
||||
Residential
|
48,948
|
|
|
41,500
|
|
||
Commercial
|
26,949
|
|
|
23,736
|
|
||
Industrial
|
8,458
|
|
|
7,432
|
|
||
Public authority and other
|
1,952
|
|
|
1,762
|
|
||
Total gas sales volumes
|
86,307
|
|
|
74,430
|
|
||
Transportation volumes
|
39,859
|
|
|
39,065
|
|
||
Total throughput
|
126,166
|
|
|
113,495
|
|
||
OPERATING REVENUES (000’s)
(1)
|
|
|
|
||||
Gas sales revenues
|
|
|
|
||||
Residential
|
$
|
556,520
|
|
|
$
|
481,673
|
|
Commercial
|
223,580
|
|
|
200,488
|
|
||
Industrial
|
33,413
|
|
|
30,031
|
|
||
Public authority and other
|
13,561
|
|
|
12,109
|
|
||
Total gas sales revenues
|
827,074
|
|
|
724,301
|
|
||
Transportation revenues
|
25,362
|
|
|
22,481
|
|
||
Other gas revenues
|
8,356
|
|
|
7,874
|
|
||
Total operating revenues
|
$
|
860,792
|
|
|
$
|
754,656
|
|
Average cost of gas per Mcf sold
|
$
|
5.37
|
|
|
$
|
5.31
|
|
|
Three Months Ended
December 31 |
||||||
|
2017
|
|
2016
|
||||
CUSTOMERS, end of period
|
|
|
|
||||
Industrial
|
93
|
|
|
90
|
|
||
Other
|
240
|
|
|
222
|
|
||
Total
|
333
|
|
|
312
|
|
||
|
|
|
|
||||
INVENTORY STORAGE BALANCE — Bcf
|
1.1
|
|
|
1.7
|
|
||
PIPELINE TRANSPORTATION VOLUMES — MMcf
(1)
|
213,137
|
|
|
186,780
|
|
||
OPERATING REVENUES (000’s)
(1)
|
$
|
126,463
|
|
|
$
|
109,952
|
|
(1)
|
Sales volumes and revenues reflect segment operations, including intercompany sales and transportation amounts.
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1
.
|
Legal Proceedings
|
Item 6.
|
Exhibits
|
|
|
|
A
TMOS
E
NERGY
C
ORPORATION
(Registrant)
|
|
|
|
By:
/s/ CHRISTOPHER T. FORSYTHE
|
|
|
|
Christopher T. Forsythe
Senior Vice President and Chief Financial Officer
(Duly authorized signatory)
|
*
|
These certifications, which were made pursuant to 18 U.S.C. Section 1350 by the Company’s Chief Executive Officer and Chief Financial Officer, furnished as Exhibit 32 to this Quarterly Report on Form 10-Q, will not be deemed to be filed with the Commission or incorporated by reference into any filing by the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the Company specifically incorporates such certifications by reference.
|
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