UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
Form 8-K
 
 
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
February 3, 2015
Date of Report (Date of earliest event reported)
 
 
ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
 
 
 
TEXAS AND VIRGINIA
 
1-10042
 
75-1743247
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
1800 THREE LINCOLN CENTRE,
 
 
5430 LBJ FREEWAY, DALLAS, TEXAS
 
75240
(Address of Principal Executive Offices)
 
(Zip Code)
(972) 934-9227
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02. Results of Operations and Financial Condition.
On Tuesday, February 3, 2015 , Atmos Energy Corporation (the “Company”) issued a news release in which it reported the Company’s financial results for the first quarter of the 2015 fiscal year, which will end September 30, 2015 , and stated that certain of its officers would discuss such financial results in a conference call on Wednesday, February 4, 2015 at 8:00 a.m. Eastern Time. In the release, the Company also announced that the call would be webcast live and that slides for the webcast would be available on its website for all interested parties.
A copy of the news release is furnished as Exhibit 99.1. The information furnished in this Item 2.02 and in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Item 9.01. Financial Statements and Exhibits.
 
(d)
Exhibits
 
 
 
 
Exhibit Number
Description
 
 
99.1
  
News Release dated February 3, 2015 (furnished under Item 2.02)






SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
ATMOS ENERGY CORPORATION
 
 
 
 
(Registrant)
 
 
 
 
 
DATE:
February 3, 2015
 
 
By:
/s/ LOUIS P. GREGORY
 
 
 
 
 
Louis P. Gregory
 
 
 
 
 
Senior Vice President, General Counsel
 
 
 
 
 
and Corporate Secretary





INDEX TO EXHIBITS
 
 
 
 
 
 
Exhibit Number
  
Description
 
 
 
99.1
  
News Release dated February 3, 2015 (furnished under Item 2.02)






Exhibit 99.1
 
News Release        
Analysts and Media Contact:
Susan Giles (972) 855-3729

Atmos Energy Corporation Reports Earnings for the Fiscal 2015 First Quarter;
Reaffirms Fiscal 2015 Guidance

DALLAS ( February 3, 2015 )—Atmos Energy Corporation (NYSE: ATO) today reported consolidated results for its fiscal 2015 first quarter ended December 31, 2014 .

Fiscal 2015 first quarter consolidated net income, excluding net unrealized margins, was $92.8 million , or $0.91 per diluted share, compared with consolidated net income, excluding net unrealized margins, of $80.6 million , or $0.88 per diluted share in the prior-year quarter.

Fiscal 2015 first quarter consolidated net income was $97.6 million , or $0.96 per diluted share, after including unrealized net gains of $4.8 million , or $0.05 per diluted share. Net income was $87.0 million , or $0.95 per diluted share in the prior-year quarter, after including unrealized net gains of $6.4 million , or $0.07 per diluted share.

The company's Board of Directors has declared a quarterly dividend of 39 cents per common share. The indicated annual dividend for fiscal 2015 is $1.56, which represents a 5.4 percent increase over fiscal 2014.

"Our first quarter results reflect the successful execution of our infrastructure investment strategy launched in 2012," said Kim Cocklin, president and chief executive officer of Atmos Energy Corporation. “This investment continues to deliver the safe and reliable natural gas service our customers deserve. We remain poised to deliver on our fiscal 2015 guidance of between $2.90 and $3.05 per diluted share,” Cocklin concluded.


Results for the Three Months Ended December 31, 2014

Regulated distribution gross profit increased $24.6 million to $323.8 million for the three months ended December 31, 2014 , compared with $299.2 million in the prior-year quarter. Gross profit reflects a net $19.3 million quarter-over-quarter increase in rates, primarily in the Mid-Tex, Kentucky/Mid-States and West Texas Divisions. Additionally, gross profit increased $2.1 million from higher transportation revenues and $2.9 million from higher revenue-related taxes.

Regulated pipeline gross profit increased $12.3 million to $83.6 million for the three months ended December 31, 2014 , compared with $71.3 million during the same period last year. This increase is

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primarily the result of a $12.5 million increase in revenues from the Gas Reliability Infrastructure Program (GRIP) filing that became effective in May 2014.

Nonregulated gross profit decreased $2.6 million to $16.0 million for the three months ended December 31, 2014 , compared with $18.6 million for the prior-year period, primarily due to changes in unrealized margins. Realized margins were flat quarter over quarter.

Consolidated operation and maintenance expense for the three months ended December 31, 2014 , was $118.6 million , compared with $115.8 million for the prior-year period. The $2.8 million increase resulted primarily from higher employee labor and benefits expense and increased pipeline maintenance spending. These increases were partially offset by a reduction in legal expenses.

Capital expenditures increased to $261.3 million for the three months ended December 31, 2014 , compared with $180.6 million in the prior-year period. The $80.7 million increase is largely due to a $41.8 million increase in spending in the regulated pipeline segment primarily associated with the enhancement and fortification of two storage fields to ensure the reliability of gas service to the Mid-Tex Division. Additionally, spending in the regulated distribution segment increased $38.7 million in the current quarter. The increase primarily reflects the timing of the spending combined with a planned increase in safety and reliability investment in fiscal 2015.

For the three months ended December 31, 2014 , the company generated operating cash flow of $27.4 million , a $6.9 million decrease compared with the three months ended December 31, 2013 . The decrease primarily reflects the timing of customer collections and vendor payments.

The debt capitalization ratio at December 31, 2014 was 49.5 percent , compared with 46.2 percent at September 30, 2014 and 54.2 percent at December 31, 2013 . At December 31, 2014 , there was $550.9 million of short-term debt outstanding, compared with $196.7 million at September 30, 2014 and $689.8 million at December 31, 2013 .


Outlook

The leadership of Atmos Energy remains focused on enhancing system safety and reliability through infrastructure investment, while delivering shareholder value and consistent earnings growth. Atmos Energy continues to expect fiscal 2015 earnings to be in the range of $2.90 to $3.05 per diluted share, excluding unrealized margins. Capital expenditures for fiscal 2015 are expected to continue to range between $900 million and $1 billion.


Conference Call to be Webcast February 4, 2015

Atmos Energy will host a conference call with financial analysts to discuss the financial results for the fiscal 2015 first quarter on Wednesday, February 4, 2015 , at 8:00 a.m. Eastern. The telephone number is 877-485-3107 and the international telephone number is 201-689-8427. The conference call will be webcast live on the Atmos Energy website at www.atmosenergy.com. A playback of the call will be available on the website later that day. Kim Cocklin, president and chief executive officer and Bret Eckert, senior vice president and chief financial officer will participate in the conference call.
                                


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Highlights and Recent Developments

Atmos Energy Names Michael E. Haefner as Executive Vice President
On January 19, 2015, the Board of Directors of Atmos Energy promoted Michael E. Haefner to Executive Vice President, effective immediately. In addition to his responsibilities as Senior Vice President, Human Resources and a member of the management committee, Mr. Haefner will assume responsibility for Atmos-Pipeline Texas, Atmos Energy Holdings, Inc. and the company's gas supply and services function.

This news release should be read in conjunction with the attached unaudited financial information.


Forward-Looking Statements
The matters discussed in this news release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact included in this news release are forward-looking statements made in good faith by the company and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. When used in this news release or in any of the company’s other documents or oral presentations, the words “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “objective,” “plan,” “projection,” “seek,” “strategy” or similar words are intended to identify forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those discussed in this news release, including the risks and uncertainties relating to regulatory trends and decisions, the company’s ability to continue to access the capital markets and the other factors discussed in the company’s reports filed with the Securities and Exchange Commission. These factors include the risks and uncertainties discussed in the company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014 . Although the company believes these forward-looking statements to be reasonable, there can be no assurance that they will approximate actual experience or that the expectations derived from them will be realized. The company undertakes no obligation to update or revise forward-looking statements, whether as a result of new information, future events or otherwise.


About Atmos Energy

Atmos Energy Corporation, headquartered in Dallas, is one of the country’s largest natural-gas-only distributors, serving over three million natural gas distribution customers in over 1,400 communities in eight states from the Blue Ridge Mountains in the East to the Rocky Mountains in the West. Atmos Energy also manages company-owned natural gas pipeline and storage assets, including one of the largest intrastate natural gas pipeline systems in Texas and provides natural gas marketing and procurement services to industrial, commercial and municipal customers primarily in the Midwest and Southeast. For more information, visit www.atmosenergy.com.

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Atmos Energy Corporation
Financial Highlights (Unaudited)
 
Consolidated Statements of Income
 
Three Months Ended 
 December 31
(000s except per share)
 
2014
 
2013
Gross Profit:
 
 
 
 
Regulated distribution segment
 
$
323,812

 
$
299,171

Regulated pipeline segment
 
83,567

 
71,341

Nonregulated segment
 
16,039

 
18,566

Intersegment eliminations
 
(133
)
 
(121
)
Gross profit
 
423,285

 
388,957

Operation and maintenance expense
 
118,582

 
115,757

Depreciation and amortization
 
67,593

 
60,469

Taxes, other than income
 
49,385

 
42,011

Total operating expenses
 
235,560

 
218,237

Operating income
 
187,725

 
170,720

Miscellaneous expense
 
(1,707
)
 
(2,132
)
Interest charges
 
29,764

 
32,115

Income before income taxes
 
156,254

 
136,473

Income tax expense
 
58,659

 
49,457

Net income
 
$
97,595

 
$
87,016

Basic net income per share
 
$
0.96

 
$
0.95

Diluted net income per share
 
$
0.96

 
$
0.95

Cash dividends per share
 
$
0.39

 
$
0.37

Weighted average shares outstanding:
 
 
 
 
Basic
 
101,581

 
91,841

Diluted
 
101,581

 
91,843

 
 
 
Three Months Ended 
 December 31
Summary Net Income (Loss) by Segment (000s)
 
2014
 
2013
Regulated distribution
 
$
71,387

 
$
62,757

Regulated pipeline
 
22,035

 
19,446

Nonregulated
 
(584
)
 
(1,635
)
Unrealized margins, net of tax
 
4,757

 
6,448

Consolidated net income
 
$
97,595

 
$
87,016






 
 
 
 
 


 
 
 
 
 


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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Consolidated Balance Sheets
 
December 31,
 
September 30,
(000s)
 
2014
 
2014
Net property, plant and equipment
 
$
6,912,541

 
$
6,725,906

Cash and cash equivalents
 
123,832

 
42,258

Accounts receivable, net
 
607,421

 
343,400

Gas stored underground
 
277,916

 
278,917

Other current assets
 
109,595

 
111,265

Total current assets
 
1,118,764

 
775,840

Goodwill
 
742,029

 
742,029

Deferred charges and other assets
 
341,759

 
350,929

 
 
$
9,115,093

 
$
8,594,704

Shareholders’ equity
 
$
3,063,925

 
$
3,086,232

Long-term debt
 
2,455,131

 
2,455,986

Total capitalization
 
5,519,056

 
5,542,218

Accounts payable and accrued liabilities
 
397,595

 
308,086

Other current liabilities
 
472,113

 
405,869

Short-term debt
 
550,903

 
196,695

Total current liabilities
 
1,420,611

 
910,650

Deferred income taxes
 
1,256,443

 
1,286,616

Deferred credits and other liabilities
 
918,983

 
855,220

 
 
$
9,115,093

 
$
8,594,704



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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Consolidated Statements of Cash Flows
 
Three Months Ended 
 December 31
(000s)
 
2014
 
2013
Cash flows from operating activities
 
 
 
 
Net income
 
$
97,595

 
$
87,016

Depreciation and amortization
 
67,593

 
60,469

Deferred income taxes
 
55,418

 
47,127

Other
 
5,164

 
5,449

Changes in assets and liabilities
 
(198,355
)
 
(165,761
)
Net cash provided by operating activities
 
27,415

 
34,300

Cash flows from investing activities
 
 
 
 
Capital expenditures
 
(261,313
)
 
(180,567
)
Other, net
 
(739
)
 
(5,867
)
Net cash used in investing activities
 
(262,052
)
 
(186,434
)
Cash flows from financing activities
 
 
 
 
Net increase in short-term debt
 
350,574

 
320,783

Net proceeds from issuance of long-term debt
 
493,538

 

Settlement of interest rate agreements
 
13,364

 

Repayment of long-term debt
 
(500,000
)
 

Cash dividends paid
 
(39,592
)
 
(33,984
)
Repurchase of equity awards
 
(7,985
)
 
(6,289
)
Issuance of common stock
 
6,312

 
(12
)
Net cash provided by financing activities
 
316,211

 
280,498

Net increase in cash and cash equivalents
 
81,574

 
128,364

Cash and cash equivalents at beginning of period
 
42,258

 
66,199

Cash and cash equivalents at end of period
 
$
123,832

 
$
194,563

 
 
 
Three Months Ended 
 December 31
Statistics
 
2014
 
2013
Consolidated regulated distribution throughput (MMcf as metered)
 
123,434

 
130,485

Consolidated regulated pipeline volumes (MMcf)
 
120,634

 
118,774

Consolidated nonregulated delivered gas sales volumes (MMcf)
 
90,930

 
92,637

Regulated distribution meters in service
 
3,133,951

 
3,042,931

Regulated distribution average cost of gas
 
$
6.02

 
$
5.54

Nonregulated net physical position (Bcf)
 
17.1

 
15.5


###

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