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 6, 2018
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
(Commission File
(I.R.S. Employer
of Incorporation)
Number)
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))



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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨


Item 2.02.
Results of Operations and Financial Condition.

On Tuesday, February 6, 2018, Atmos Energy Corporation (the “Company”) issued a news release in which it reported the Company’s financial results for the 2018 fiscal year first quarter, which ended December 31, 2017, and that certain of its officers would discuss such financial results in a conference call on Wednesday, February 7, 2018 at 8 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
  
 
 
 
 
 















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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 6, 2018
By: /s/ CHRISTOPHER T. FORSYTHE                        
       Christopher T. Forsythe
       Senior Vice President and
       Chief Financial Officer
 
 





















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INDEX TO EXHIBITS


Exhibit Number
Description
 
99.1

 
 
 
 





















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Exhibit 99.1
G528915G02G72A14.JPG
 
 
 
News Release
Analysts and Media Contact:
Jennifer Hills (972) 855-3729

Atmos Energy Corporation Reports Earnings for Fiscal 2018 First Quarter;
Raises Fiscal 2018 Guidance
DALLAS ( February 6, 2018 ) - Atmos Energy Corporation (NYSE: ATO) today reported consolidated results for its first quarter ended December 31, 2017 .

Fiscal 2018 first quarter consolidated net income was $314.1 million , or $2.89 per diluted share, compared with consolidated net income of $125.0 million , or $1.19 per diluted share in the prior-year quarter.
Adjusted net income from continuing operations was $152.2 million , or $1.40 per diluted share after excluding a one-time income tax benefit of $161.9 million , or $1.49 per diluted share, related to the Tax Cuts and Jobs Act of 2017 (the TCJA) due to the revaluation of the Company's net deferred tax liabilities. Net income from continuing operations was $114.0 million , or  $1.08  per diluted share for the same period last year.
Fiscal 2018 earnings guidance was increased to $3.85 to $4.05 per diluted share from $3.75 to $3.95 per diluted share. Capital expenditures are expected to remain in the previously announced range of $1.3 billion to $1.4 billion in fiscal 2018.
The company's Board of Directors has declared a quarterly dividend of $0.485 per common share. The indicated annual dividend for fiscal 2018 is $1.94, which represents a 7.8 percent increase over fiscal 2017.

“Executing on our strategy of infrastructure investment continues to deliver solid results,” said Mike Haefner, President and Chief Executive Officer of Atmos Energy Corporation. “Additionally, we believe that the impact of tax reform will be good for our customers and the lower tax rate will result in over $100 million of annual savings to customer bills. We are working with regulators in each of our jurisdictions to return this benefit. Our strategy remains unchanged and looking forward, we remain well positioned to continue delivering annual earnings growth in the 6 percent to 8 percent range,” Haefner concluded.





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Results for the Three Months Ended December 31, 2017
Distribution gross profit increased $37.7 million to $397.0 million for the three months ended December 31, 2017 , compared with $359.3 million in the prior-year period. Gross profit reflects a net $25.6 million increase in rates, primarily in our Texas, Mississippi and Kentucky/Mid-States Divisions. In addition, net consumption increased $5.7 million, primarily due to weather that was 20 percent colder than the prior-year quarter.
Pipeline and storage gross profit increased $16.0 million to $125.6 million for the three months ended December 31, 2017 , compared with $109.6 million in the prior-year quarter. This increase is primarily attributable to a $13.9 million increase in revenue from the Atmos Pipeline–Texas rate case and the Gas Reliability Infrastructure Program (GRIP) filing approved in December 2017.
Consolidated operation and maintenance expense for the three months ended December 31, 2017 , was $129.6 million , compared with $124.9 million in the prior-year quarter. This increase was primarily driven by higher maintenance activities in the company's distribution segment and higher employee-related costs in the current year.
Excluding the one-time income tax benefit, the effective tax rate for the three months ended December 31, 2017 decreased to 26.8%, compared to 35.9% in the prior-year quarter. The decrease primarily reflects the lower statutory federal income tax rate due to enactment of the TCJA. The lower effective tax rate reduced tax expense by approximately $16 million.
Capital expenditures increased $85.2 million to $383.2 million for the three months ended December 31, 2017 , compared with $298.0 million in the prior-year quarter, due to a planned increase in spending for infrastructure replacements and enhancements.
For the three months ended December 31, 2017 , the company generated operating cash flow of $173.2 million , a $56.3 million increase compared with the three months ended December 31, 2016 . The quarter-over-quarter increase primarily reflects the positive cash effect of successful rate case outcomes achieved in fiscal 2017, as well as higher recoveries of deferred gas cost due to higher distribution sales volumes in the current quarter compared to the prior-year quarter.
The equity capitalization ratio at December 31, 2017 was 57.3% , compared with 52.6% at September 30, 2017 . On November 28, 2017, Atmos Energy completed the public offering of 4,558,404 shares of common stock for gross proceeds of approximately $400 million. Atmos Energy used the net proceeds of $395.1 million from this offering to repay short-term debt under its commercial paper program, to fund capital spending primarily to enhance the safety and reliability of its system and for general corporate purposes.
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 now expects fiscal 2018 earnings to be in the range of $3.85 to $4.05 per diluted share, excluding the one-time, non-cash income tax benefit recognized during the first quarter. The increase primarily reflects the accounting effects from implementing the TCJA. Capital expenditures for fiscal 2018 are expected to remain in the previously announced range of $1.3 billion to $1.4 billion.


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Conference Call to be Webcast February 7, 2018
Atmos Energy will host a conference call with financial analysts to discuss the fiscal 2018 first quarter financial results on Wednesday, February 7, 2018 , at 8:00 a.m. Eastern Time. The domestic telephone number is 877-485-3107 and the international telephone number is 201-689-8427. Mike Haefner, President and Chief Executive Officer and Chris Forsythe, Senior Vice President and Chief Financial Officer will participate in the conference call. 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.
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 credit and 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, 2017 . 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.

Non-GAAP Financial Measures
The historical financial information in this news release utilizes certain financial measures that are not presented in accordance with generally accepted accounting principles (GAAP). Specifically, the company uses gross profit, defined as operating revenues less purchased gas cost, to discuss and analyze its financial performance. Its operations are affected by the cost of natural gas, which is passed through to its customers without markup and includes commodity price, transportation, storage, injection and withdrawal fees, along with hedging settlements. These costs are reflected in the income statement as purchased gas cost. Therefore, increases in the cost of gas are offset by a corresponding increase in revenues.  Accordingly, the company believes gross profit is a more useful and relevant measure to analyze its financial performance than operating revenues.

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In addition, the enactment of the TCJA required the company to remeasure its deferred tax assets and liabilities at its new federal statutory income tax rate as of December 31, 2017, which resulted in the recognition of a one-time, non-cash income tax benefit of $161.9 million during the three months ended December 31, 2017. Due to the non-recurring nature of this benefit, the company believes that income from continuing operations and diluted earnings per share from continuing operations before the one-time, non-cash income tax benefit, provides a more useful and relevant measure to analyze its financial performance than income from continuing operations and consolidated diluted earnings per share from continuing operations. Accordingly, the discussion and analysis of the company's financial performance will reference adjusted income from continuing operations and diluted earnings per share, which is calculated as follows:
 
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


About Atmos Energy
Atmos Energy Corporation, headquartered in Dallas, is the country's largest fully-regulated, natural-gas-only distributor, 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. For more information, visit www.atmosenergy.com .



 


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Atmos Energy Corporation
Financial Highlights (Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Statements of Income
 
Three Months Ended 
 December 31
(000s except per share)
 
2017
 
2016
Gross Profit:
 
 
 
 
Distribution segment
 
$
397,034

 
$
359,310

Pipeline and storage segment
 
125,551

 
109,597

Intersegment eliminations
 
(310
)
 
(44
)
Gross profit
 
522,275

 
468,863

Operation and maintenance expense
 
129,567

 
124,938

Depreciation and amortization
 
88,374

 
76,958

Taxes, other than income
 
62,773

 
57,049

Total operating expenses
 
280,714

 
258,945

Operating income
 
241,561

 
209,918

Miscellaneous expense
 
(2,035
)
 
(994
)
Interest charges
 
31,509

 
31,030

Income from continuing operations before income taxes
 
208,017

 
177,894

Income tax expense (benefit)
 
(106,115
)
 
63,856

Income from continuing operations
 
314,132

 
114,038

Income from discontinued operations, net of tax
 

 
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
Summary Net Income by Segment (000s)
 
2017
 
2016
Distribution
 
$
249,099

 
$
85,364

Pipeline and storage
 
65,033

 
28,674

Net income from continuing operations
 
314,132

 
114,038

Net income from discontinued operations
 

 
10,994

Net Income
 
$
314,132

 
$
125,032



5



Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Balance Sheets
 
December 31,
 
September 30,
(000s)
 
2017
 
2017
Net property, plant and equipment
 
$
9,518,792

 
$
9,259,182

Cash and cash equivalents
 
54,750

 
26,409

Accounts receivable, net
 
489,217

 
222,263

Gas stored underground
 
163,959

 
184,653

Other current assets
 
70,984

 
106,321

Total current assets
 
778,910

 
539,646

Goodwill
 
730,132

 
730,132

Deferred charges and other assets
 
236,886

 
220,636

 
 
$
11,264,720

 
$
10,749,596

 
 
 
 
 
Shareholders' equity
 
$
4,563,620

 
$
3,898,666

Long-term debt
 
3,067,469

 
3,067,045

Total capitalization
 
7,631,089

 
6,965,711

Accounts payable and accrued liabilities
 
285,675

 
233,050

Other current liabilities
 
336,919

 
332,648

Short-term debt
 
336,816

 
447,745

Total current liabilities
 
959,410

 
1,013,443

Deferred income taxes
 
1,033,206

 
1,878,699

Regulatory excess deferred taxes
 
746,246

 

Deferred credits and other liabilities
 
894,769

 
891,743

 
 
$
11,264,720

 
$
10,749,596


6



Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Statements of Cash Flows
 
Three Months Ended 
 December 31
(000s)
 
2017
 
2016
Cash flows from operating activities
 
 
 
 
Net income
 
$
314,132

 
$
125,032

Depreciation and amortization
 
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

Changes in assets and liabilities
 
(127,448
)
 
(146,716
)
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 increase (decrease) in short-term debt
 
(110,929
)
 
110,936

Proceeds from issuance of long-term debt, net of premium/discount
 

 
125,000

Net proceeds from equity offering
 
395,099

 
49,400

Issuance of common stock through stock purchase and employee retirement plans
 
5,660

 
8,998

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

 
 
 
Three Months Ended 
 December 31
Statistics
 
2017
 
2016
Consolidated distribution throughput (MMcf as metered)
 
124,357

 
110,605

Consolidated pipeline and storage transportation volumes (MMcf)
 
155,105

 
134,976

Distribution meters in service
 
3,236,524

 
3,202,106

Distribution average cost of gas
 
$
5.37

 
$
5.31

###


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