New Jersey
|
13-1086010
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
|
|
6363 Main Street
|
|
Williamsville, New York
|
14221
|
(Address of principal executive offices)
|
(Zip Code)
|
Large Accelerated Filer
|
þ
|
Accelerated Filer
|
¨
|
Non-Accelerated Filer
|
¨
|
Smaller Reporting Company
|
¨
|
|
|
Emerging Growth Company
|
¨
|
National Fuel Gas Companies
|
|
Company
|
The Registrant, the Registrant and its subsidiaries or the Registrant’s subsidiaries as appropriate in the context of the disclosure
|
Distribution Corporation
|
National Fuel Gas Distribution Corporation
|
Empire
|
Empire Pipeline, Inc.
|
Midstream Company
|
National Fuel Gas Midstream Company, LLC
|
National Fuel
|
National Fuel Gas Company
|
NFR
|
National Fuel Resources, Inc.
|
Registrant
|
National Fuel Gas Company
|
Seneca
|
Seneca Resources Company, LLC
|
Supply Corporation
|
National Fuel Gas Supply Corporation
|
|
|
Regulatory Agencies
|
|
CFTC
|
Commodity Futures Trading Commission
|
EPA
|
United States Environmental Protection Agency
|
FASB
|
Financial Accounting Standards Board
|
FERC
|
Federal Energy Regulatory Commission
|
NYDEC
|
New York State Department of Environmental Conservation
|
NYPSC
|
State of New York Public Service Commission
|
PaDEP
|
Pennsylvania Department of Environmental Protection
|
PaPUC
|
Pennsylvania Public Utility Commission
|
SEC
|
Securities and Exchange Commission
|
Other
|
|
2018 Form 10-K
|
The Company’s Annual Report on Form 10-K for the year ended September 30, 2018
|
2017 Tax Reform Act
|
Tax legislation referred to as the "Tax Cuts and Jobs Act," enacted December 22, 2017.
|
Bbl
|
Barrel (of oil)
|
Bcf
|
Billion cubic feet (of natural gas)
|
Bcfe (or Mcfe) – represents Bcf (or Mcf) Equivalent
|
The total heat value (Btu) of natural gas and oil expressed as a volume of natural gas. The Company uses a conversion formula of 1 barrel of oil = 6 Mcf of natural gas.
|
Btu
|
British thermal unit; the amount of heat needed to raise the temperature of one pound of water one degree Fahrenheit
|
Capital expenditure
|
Represents additions to property, plant, and equipment, or the amount of money a company spends to buy capital assets or upgrade its existing capital assets.
|
Cashout revenues
|
A cash resolution of a gas imbalance whereby a customer (e.g. a marketer) pays for gas the customer receives in excess of amounts delivered into pipeline/storage or distribution systems by the customer’s shipper.
|
Degree day
|
A measure of the coldness of the weather experienced, based on the extent to which the daily average temperature falls below a reference temperature, usually 65 degrees Fahrenheit.
|
Derivative
|
A financial instrument or other contract, the terms of which include an underlying variable (a price, interest rate, index rate, exchange rate, or other variable) and a notional amount (number of units, barrels, cubic feet, etc.). The terms also permit for the instrument or contract to be settled net and no initial net investment is required to enter into the financial instrument or contract. Examples include futures contracts, forward contracts, options, no cost collars and swaps.
|
Development costs
|
Costs incurred to obtain access to proved oil and gas reserves and to provide facilities for extracting, treating, gathering and storing the oil and gas
|
Dodd-Frank Act
|
Dodd-Frank Wall Street Reform and Consumer Protection Act.
|
Dth
|
Decatherm; one Dth of natural gas has a heating value of 1,000,000 British thermal units, approximately equal to the heating value of 1 Mcf of natural gas.
|
Exchange Act
|
Securities Exchange Act of 1934, as amended
|
Expenditures for long-lived assets
|
Includes capital expenditures, stock acquisitions and/or investments in partnerships.
|
Exploration costs
|
Costs incurred in identifying areas that may warrant examination, as well as costs incurred in examining specific areas, including drilling exploratory wells.
|
Exploratory well
|
A well drilled in unproven or semi-proven territory for the purpose of ascertaining the presence underground of a commercial hydrocarbon deposit.
|
FERC 7(c) application
|
An application to the FERC under Section 7(c) of the federal Natural Gas Act for authority to construct, operate (and provide services through) facilities to transport or store natural gas in interstate commerce.
|
Firm transportation and/or storage
|
The transportation and/or storage service that a supplier of such service is obligated by contract to provide and for which the customer is obligated to pay whether or not the service is utilized.
|
GAAP
|
Accounting principles generally accepted in the United States of America
|
Goodwill
|
An intangible asset representing the difference between the fair value of a company and the price at which a company is purchased.
|
Hedging
|
A method of minimizing the impact of price, interest rate, and/or foreign currency exchange rate changes, often times through the use of derivative financial instruments.
|
Hub
|
Location where pipelines intersect enabling the trading, transportation, storage, exchange, lending and borrowing of natural gas.
|
ICE
|
Intercontinental Exchange. An exchange which maintains a futures market for crude oil and natural gas.
|
Interruptible transportation and/or storage
|
The transportation and/or storage service that, in accordance with contractual arrangements, can be interrupted by the supplier of such service, and for which the customer does not pay unless utilized.
|
LDC
|
Local distribution company
|
LIBOR
|
London Interbank Offered Rate
|
LIFO
|
Last-in, first-out
|
Marcellus Shale
|
A Middle Devonian-age geological shale formation that is present nearly a mile or more below the surface in the Appalachian region of the United States, including much of Pennsylvania and southern New York.
|
Mbbl
|
Thousand barrels (of oil)
|
Mcf
|
Thousand cubic feet (of natural gas)
|
MD&A
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
MDth
|
Thousand decatherms (of natural gas)
|
MMBtu
|
Million British thermal units (heating value of one decatherm of natural gas)
|
MMcf
|
Million cubic feet (of natural gas)
|
NEPA
|
National Environmental Policy Act of 1969, as amended
|
NGA
|
The Natural Gas Act of 1938, as amended; the federal law regulating interstate natural gas pipeline and storage companies, among other things, codified beginning at 15 U.S.C. Section 717.
|
NYMEX
|
New York Mercantile Exchange. An exchange which maintains a futures market for crude oil and natural gas.
|
Open Season
|
A bidding procedure used by pipelines to allocate firm transportation or storage capacity among prospective shippers, in which all bids submitted during a defined time period are evaluated as if they had been submitted simultaneously.
|
Precedent Agreement
|
An agreement between a pipeline company and a potential customer to sign a service agreement after specified events (called “conditions precedent”) happen, usually within a specified time.
|
Proved developed reserves
|
Reserves that can be expected to be recovered through existing wells with existing equipment and operating methods.
|
Proved undeveloped (PUD) reserves
|
Reserves that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required to make these reserves productive.
|
Reserves
|
The unproduced but recoverable oil and/or gas in place in a formation which has been proven by production.
|
Revenue decoupling mechanism
|
A rate mechanism which adjusts customer rates to render a utility financially indifferent to throughput decreases resulting from conservation.
|
S&P
|
Standard & Poor’s Rating Service
|
SAR
|
Stock appreciation right
|
Service agreement
|
The binding agreement by which the pipeline company agrees to provide service and the shipper agrees to pay for the service.
|
Stock acquisitions
|
Investments in corporations
|
Utica Shale
|
A Middle Ordovician-age geological formation lying several thousand feet below the Marcellus Shale in the Appalachian region of the United States, including much of Ohio, Pennsylvania, West Virginia and southern New York.
|
VEBA
|
Voluntary Employees’ Beneficiary Association
|
WNC
|
Weather normalization clause; a clause in utility rates which adjusts customer rates to allow a utility to recover its normal operating costs calculated at normal temperatures. If temperatures during the measured period are warmer than normal, customer rates are adjusted upward in order to recover projected operating costs. If temperatures during the measured period are colder than normal, customer rates are adjusted downward so that only the projected operating costs will be recovered.
|
INDEX
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
|
|
|
|
|
|
|
||
|
||
|
||
Item 3. Defaults Upon Senior Securities
|
|
•
|
Item 4. Mine Safety Disclosures
|
|
•
|
Item 5. Other Information
|
|
•
|
|
||
|
|
Three Months Ended
December 31, |
||||||
(Thousands of U.S. Dollars, Except Per Common Share Amounts)
|
2018
|
|
2017
|
||||
INCOME
|
|
|
|
||||
Operating Revenues:
|
|
|
|
||||
Utility and Energy Marketing Revenues
|
$
|
272,092
|
|
|
$
|
225,725
|
|
Exploration and Production and Other Revenues
|
163,937
|
|
|
140,450
|
|
||
Pipeline and Storage and Gathering Revenues
|
54,218
|
|
|
53,480
|
|
||
|
490,247
|
|
|
419,655
|
|
||
|
|
|
|
||||
Operating Expenses:
|
|
|
|
||||
Purchased Gas
|
138,660
|
|
|
94,034
|
|
||
Operation and Maintenance:
|
|
|
|
||||
Utility and Energy Marketing
|
43,915
|
|
|
44,080
|
|
||
Exploration and Production and Other
|
32,795
|
|
|
35,083
|
|
||
Pipeline and Storage and Gathering
|
24,934
|
|
|
20,311
|
|
||
Property, Franchise and Other Taxes
|
24,005
|
|
|
20,848
|
|
||
Depreciation, Depletion and Amortization
|
64,255
|
|
|
55,830
|
|
||
|
328,564
|
|
|
270,186
|
|
||
Operating Income
|
161,683
|
|
|
149,469
|
|
||
Other Income (Expense):
|
|
|
|
||||
Other Income (Deductions)
|
(9,602
|
)
|
|
(3,503
|
)
|
||
Interest Expense on Long-Term Debt
|
(25,439
|
)
|
|
(28,087
|
)
|
||
Other Interest Expense
|
(1,073
|
)
|
|
(502
|
)
|
||
Income Before Income Taxes
|
125,569
|
|
|
117,377
|
|
||
Income Tax Expense (Benefit)
|
22,909
|
|
|
(81,277
|
)
|
||
|
|
|
|
||||
Net Income Available for Common Stock
|
102,660
|
|
|
198,654
|
|
||
|
|
|
|
||||
EARNINGS REINVESTED IN THE BUSINESS
|
|
|
|
||||
Balance at Beginning of Period
|
1,098,900
|
|
|
851,669
|
|
||
|
1,201,560
|
|
|
1,050,323
|
|
||
|
|
|
|
||||
Dividends on Common Stock
|
(36,663
|
)
|
|
(35,590
|
)
|
||
Cumulative Effect of Adoption of Authoritative Guidance for
Financial Assets and Liabilities
|
7,437
|
|
|
—
|
|
||
Balance at December 31
|
$
|
1,172,334
|
|
|
$
|
1,014,733
|
|
|
|
|
|
||||
Earnings Per Common Share:
|
|
|
|
||||
Basic:
|
|
|
|
||||
Net Income Available for Common Stock
|
$
|
1.19
|
|
|
$
|
2.32
|
|
Diluted:
|
|
|
|
||||
Net Income Available for Common Stock
|
$
|
1.18
|
|
|
$
|
2.30
|
|
Weighted Average Common Shares Outstanding:
|
|
|
|
||||
Used in Basic Calculation
|
86,032,729
|
|
|
85,630,296
|
|
||
Used in Diluted Calculation
|
86,708,814
|
|
|
86,325,537
|
|
||
Dividends Per Common Share:
|
|
|
|
||||
Dividends Declared
|
$
|
0.425
|
|
|
$
|
0.415
|
|
|
Three Months Ended
December 31, |
||||||
(Thousands of U.S. Dollars)
|
2018
|
|
2017
|
||||
Net Income Available for Common Stock
|
$
|
102,660
|
|
|
$
|
198,654
|
|
Other Comprehensive Income (Loss), Before Tax:
|
|
|
|
|
|
||
Unrealized Gain (Loss) on Securities Available for Sale Arising During the Period
|
—
|
|
|
(44
|
)
|
||
Unrealized Gain (Loss) on Derivative Financial Instruments Arising During the Period
|
44,518
|
|
|
(5,499
|
)
|
||
Reclassification Adjustment for Realized (Gains) Losses on Securities Available for Sale in Net Income
|
—
|
|
|
(430
|
)
|
||
Reclassification Adjustment for Realized (Gains) Losses on Derivative Financial Instruments in Net Income
|
20,517
|
|
|
(12,548
|
)
|
||
Reclassification Adjustment for the Cumulative Effect of Adoption of Authoritative Guidance for Financial Assets and Liabilities to Earnings Reinvested in the Business
|
(11,738
|
)
|
|
—
|
|
||
Other Comprehensive Income (Loss), Before Tax
|
53,297
|
|
|
(18,521
|
)
|
||
Income Tax Expense (Benefit) Related to Unrealized Gain (Loss) on Securities Available for Sale Arising During the Period
|
—
|
|
|
(65
|
)
|
||
Income Tax Expense (Benefit) Related to Unrealized Gain (Loss) on Derivative Financial Instruments Arising During the Period
|
12,744
|
|
|
(2,305
|
)
|
||
Reclassification Adjustment for Income Tax Benefit (Expense) on Realized Losses (Gains) from Securities Available for Sale in Net Income
|
—
|
|
|
(158
|
)
|
||
Reclassification Adjustment for Income Tax Benefit (Expense) on Realized Losses (Gains) from Derivative Financial Instruments in Net Income
|
5,794
|
|
|
(5,197
|
)
|
||
Reclassification Adjustment for Income Tax Benefit (Expense) on the Cumulative Effect of Adoption of Authoritative Guidance for Financial Assets and Liabilities to Earnings Reinvested in the Business
|
(4,301
|
)
|
|
—
|
|
||
Income Taxes – Net
|
14,237
|
|
|
(7,725
|
)
|
||
Other Comprehensive Income (Loss)
|
39,060
|
|
|
(10,796
|
)
|
||
Comprehensive Income
|
$
|
141,720
|
|
|
$
|
187,858
|
|
|
December 31,
2018 |
|
September 30, 2018
|
||||
(Thousands of U.S. Dollars)
|
|
|
|
||||
ASSETS
|
|
|
|
||||
Property, Plant and Equipment
|
$
|
10,604,089
|
|
|
$
|
10,439,839
|
|
Less - Accumulated Depreciation, Depletion and Amortization
|
5,520,472
|
|
|
5,462,696
|
|
||
|
5,083,617
|
|
|
4,977,143
|
|
||
Current Assets
|
|
|
|
|
|
||
Cash and Temporary Cash Investments
|
109,754
|
|
|
229,606
|
|
||
Hedging Collateral Deposits
|
2,784
|
|
|
3,441
|
|
||
Receivables – Net of Allowance for Uncollectible Accounts of $26,318 and $24,537, Respectively
|
192,604
|
|
|
141,498
|
|
||
Unbilled Revenue
|
74,497
|
|
|
24,182
|
|
||
Gas Stored Underground
|
30,336
|
|
|
37,813
|
|
||
Materials and Supplies - at average cost
|
34,947
|
|
|
35,823
|
|
||
Unrecovered Purchased Gas Costs
|
8,700
|
|
|
4,204
|
|
||
Other Current Assets
|
69,219
|
|
|
68,024
|
|
||
|
522,841
|
|
|
544,591
|
|
||
|
|
|
|
||||
Other Assets
|
|
|
|
|
|
||
Recoverable Future Taxes
|
114,219
|
|
|
115,460
|
|
||
Unamortized Debt Expense
|
15,412
|
|
|
15,975
|
|
||
Other Regulatory Assets
|
111,611
|
|
|
112,918
|
|
||
Deferred Charges
|
42,994
|
|
|
40,025
|
|
||
Other Investments
|
129,715
|
|
|
132,545
|
|
||
Goodwill
|
5,476
|
|
|
5,476
|
|
||
Prepaid Post-Retirement Benefit Costs
|
84,609
|
|
|
82,733
|
|
||
Fair Value of Derivative Financial Instruments
|
34,244
|
|
|
9,518
|
|
||
Other
|
42,190
|
|
|
102
|
|
||
|
580,470
|
|
|
514,752
|
|
||
|
|
|
|
||||
Total Assets
|
$
|
6,186,928
|
|
|
$
|
6,036,486
|
|
|
December 31,
2018 |
|
September 30, 2018
|
||||
(Thousands of U.S. Dollars)
|
|
|
|
||||
CAPITALIZATION AND LIABILITIES
|
|
|
|
||||
Capitalization:
|
|
|
|
||||
Comprehensive Shareholders’ Equity
|
|
|
|
||||
Common Stock, $1 Par Value
|
|
|
|
||||
Authorized - 200,000,000 Shares; Issued And Outstanding – 86,270,957 Shares
and 85,956,814 Shares, Respectively
|
$
|
86,271
|
|
|
$
|
85,957
|
|
Paid in Capital
|
817,076
|
|
|
820,223
|
|
||
Earnings Reinvested in the Business
|
1,172,334
|
|
|
1,098,900
|
|
||
Accumulated Other Comprehensive Loss
|
(28,690
|
)
|
|
(67,750
|
)
|
||
Total Comprehensive Shareholders’ Equity
|
2,046,991
|
|
|
1,937,330
|
|
||
Long-Term Debt, Net of Current Portion and Unamortized Discount and Debt Issuance Costs
|
2,131,880
|
|
|
2,131,365
|
|
||
Total Capitalization
|
4,178,871
|
|
|
4,068,695
|
|
||
|
|
|
|
||||
Current and Accrued Liabilities
|
|
|
|
|
|
||
Notes Payable to Banks and Commercial Paper
|
—
|
|
|
—
|
|
||
Current Portion of Long-Term Debt
|
—
|
|
|
—
|
|
||
Accounts Payable
|
127,926
|
|
|
160,031
|
|
||
Amounts Payable to Customers
|
—
|
|
|
3,394
|
|
||
Dividends Payable
|
36,663
|
|
|
36,532
|
|
||
Interest Payable on Long-Term Debt
|
30,016
|
|
|
19,062
|
|
||
Customer Advances
|
7,351
|
|
|
13,609
|
|
||
Customer Security Deposits
|
23,842
|
|
|
25,703
|
|
||
Other Accruals and Current Liabilities
|
191,172
|
|
|
132,693
|
|
||
Fair Value of Derivative Financial Instruments
|
2,112
|
|
|
49,036
|
|
||
|
419,082
|
|
|
440,060
|
|
||
|
|
|
|
||||
Deferred Credits
|
|
|
|
|
|
||
Deferred Income Taxes
|
598,285
|
|
|
512,686
|
|
||
Taxes Refundable to Customers
|
366,448
|
|
|
370,628
|
|
||
Cost of Removal Regulatory Liability
|
214,842
|
|
|
212,311
|
|
||
Other Regulatory Liabilities
|
150,337
|
|
|
146,743
|
|
||
Pension and Other Post-Retirement Liabilities
|
40,842
|
|
|
66,103
|
|
||
Asset Retirement Obligations
|
104,343
|
|
|
108,235
|
|
||
Other Deferred Credits
|
113,878
|
|
|
111,025
|
|
||
|
1,588,975
|
|
|
1,527,731
|
|
||
Commitments and Contingencies (Note 7)
|
—
|
|
|
—
|
|
||
|
|
|
|
||||
Total Capitalization and Liabilities
|
$
|
6,186,928
|
|
|
$
|
6,036,486
|
|
|
Three Months Ended
December 31, |
||||||
(Thousands of U.S. Dollars)
|
2018
|
|
2017
|
||||
OPERATING ACTIVITIES
|
|
|
|
|
|||
Net Income Available for Common Stock
|
$
|
102,660
|
|
|
$
|
198,654
|
|
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
|
|
|
|
|
|
||
Depreciation, Depletion and Amortization
|
64,255
|
|
|
55,830
|
|
||
Deferred Income Taxes
|
64,175
|
|
|
(94,676
|
)
|
||
Stock-Based Compensation
|
5,311
|
|
|
3,905
|
|
||
Other
|
2,182
|
|
|
3,678
|
|
||
Change in:
|
|
|
|
|
|
||
Receivables and Unbilled Revenue
|
(101,541
|
)
|
|
(83,357
|
)
|
||
Gas Stored Underground and Materials and Supplies
|
8,353
|
|
|
10,337
|
|
||
Unrecovered Purchased Gas Costs
|
(4,496
|
)
|
|
(3,164
|
)
|
||
Other Current Assets
|
(1,195
|
)
|
|
3,591
|
|
||
Accounts Payable
|
1,502
|
|
|
13,173
|
|
||
Amounts Payable to Customers
|
(3,394
|
)
|
|
251
|
|
||
Customer Advances
|
(6,258
|
)
|
|
2,697
|
|
||
Customer Security Deposits
|
(1,861
|
)
|
|
2,131
|
|
||
Other Accruals and Current Liabilities
|
38,412
|
|
|
11,532
|
|
||
Other Assets
|
(42,400
|
)
|
|
(5,275
|
)
|
||
Other Liabilities
|
(21,333
|
)
|
|
(21,775
|
)
|
||
Net Cash Provided by Operating Activities
|
104,372
|
|
|
97,532
|
|
||
|
|
|
|
||||
INVESTING ACTIVITIES
|
|
|
|
|
|
||
Capital Expenditures
|
(177,567
|
)
|
|
(142,613
|
)
|
||
Other
|
(2,549
|
)
|
|
2,612
|
|
||
Net Cash Used in Investing Activities
|
(180,116
|
)
|
|
(140,001
|
)
|
||
|
|
|
|
||||
FINANCING ACTIVITIES
|
|
|
|
|
|
||
Reduction of Long-Term Debt
|
—
|
|
|
(307,047
|
)
|
||
Dividends Paid on Common Stock
|
(36,532
|
)
|
|
(35,500
|
)
|
||
Net Repurchases of Common Stock
|
(8,233
|
)
|
|
(1,501
|
)
|
||
Net Cash Used in Financing Activities
|
(44,765
|
)
|
|
(344,048
|
)
|
||
Net Decrease in Cash, Cash Equivalents, and Restricted Cash
|
(120,509
|
)
|
|
(386,517
|
)
|
||
Cash, Cash Equivalents, and Restricted Cash at October 1
|
233,047
|
|
|
557,271
|
|
||
Cash, Cash Equivalents, and Restricted Cash at December 31
|
$
|
112,538
|
|
|
$
|
170,754
|
|
|
|
|
|
||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
||||
Non-Cash Investing Activities:
|
|
|
|
|
|
||
Non-Cash Capital Expenditures
|
$
|
86,175
|
|
|
$
|
56,116
|
|
Receivable from Sale of Oil and Gas Producing Properties
|
$
|
—
|
|
|
$
|
17,310
|
|
|
Three Months Ended
December 31, 2018
|
|
Three Months Ended
December 31, 2017
|
||||||||||||
|
Balance at October 1, 2018
|
|
Balance at December 31, 2018
|
|
Balance at October 1, 2017
|
|
Balance at December 31, 2017
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Cash and Temporary Cash Investments
|
$
|
229,606
|
|
|
$
|
109,754
|
|
|
$
|
555,530
|
|
|
$
|
166,289
|
|
Hedging Collateral Deposits
|
3,441
|
|
|
2,784
|
|
|
1,741
|
|
|
4,465
|
|
||||
Cash, Cash Equivalents, and Restricted Cash
|
$
|
233,047
|
|
|
$
|
112,538
|
|
|
$
|
557,271
|
|
|
$
|
170,754
|
|
|
Gains and Losses on Derivative Financial Instruments
|
|
Gains and Losses on Securities Available for Sale
|
|
Funded Status of the Pension and Other Post-Retirement Benefit Plans
|
|
Total
|
||||||||
Three Months Ended December 31, 2018
|
|
|
|
|
|
|
|
||||||||
Balance at October 1, 2018
|
$
|
(28,611
|
)
|
|
$
|
7,437
|
|
|
$
|
(46,576
|
)
|
|
$
|
(67,750
|
)
|
Other Comprehensive Gains and Losses Before Reclassifications
|
31,774
|
|
|
—
|
|
|
—
|
|
|
31,774
|
|
||||
Amounts Reclassified From Other Comprehensive Income (Loss)
|
14,723
|
|
|
(7,437
|
)
|
|
—
|
|
|
7,286
|
|
||||
Balance at December 31, 2018
|
$
|
17,886
|
|
|
$
|
—
|
|
|
$
|
(46,576
|
)
|
|
$
|
(28,690
|
)
|
Three Months Ended December 31, 2017
|
|
|
|
|
|
|
|
||||||||
Balance at October 1, 2017
|
$
|
20,801
|
|
|
$
|
7,562
|
|
|
$
|
(58,486
|
)
|
|
$
|
(30,123
|
)
|
Other Comprehensive Gains and Losses Before Reclassifications
|
(3,194
|
)
|
|
21
|
|
|
—
|
|
|
(3,173
|
)
|
||||
Amounts Reclassified From Other Comprehensive Income (Loss)
|
(7,351
|
)
|
|
(272
|
)
|
|
—
|
|
|
(7,623
|
)
|
||||
Balance at December 31, 2017
|
$
|
10,256
|
|
|
$
|
7,311
|
|
|
$
|
(58,486
|
)
|
|
$
|
(40,919
|
)
|
Details About Accumulated Other Comprehensive Loss Components
|
|
Amount of Gain or (Loss) Reclassified from
Accumulated Other Comprehensive Loss
|
|
Affected Line Item in the Statement Where Net Income is Presented
|
||||||
|
Three Months Ended December 31,
|
|
||||||||
|
2018
|
|
2017
|
|
||||||
Gains (Losses) on Derivative Financial Instrument Cash Flow Hedges:
|
|
|
|
|
|
|
||||
Commodity Contracts
|
|
|
($18,522
|
)
|
|
|
$12,842
|
|
|
Operating Revenues
|
Commodity Contracts
|
|
(902
|
)
|
|
196
|
|
|
Purchased Gas
|
||
Foreign Currency Contracts
|
|
(1,093
|
)
|
|
(490
|
)
|
|
Operating Revenues
|
||
Gains (Losses) on Securities Available for Sale
|
|
11,738
|
|
|
—
|
|
|
Earnings Reinvested in the Business
|
||
Gains (Losses) on Securities Available for Sale
|
|
—
|
|
|
430
|
|
|
Other Income (Deductions)
|
||
|
|
(8,779
|
)
|
|
12,978
|
|
|
Total Before Income Tax
|
||
|
|
1,493
|
|
|
(5,355
|
)
|
|
Income Tax Expense
|
||
|
|
|
($7,286
|
)
|
|
|
$7,623
|
|
|
Net of Tax
|
|
At December 31, 2018
|
|
At September 30, 2018
|
||||
|
|
|
|
||||
Prepayments
|
$
|
8,765
|
|
|
$
|
11,126
|
|
Prepaid Property and Other Taxes
|
15,602
|
|
|
14,088
|
|
||
Federal Income Taxes Receivable
|
22,474
|
|
|
22,457
|
|
||
State Income Taxes Receivable
|
9,030
|
|
|
8,822
|
|
||
Fair Values of Firm Commitments
|
986
|
|
|
1,739
|
|
||
Regulatory Assets
|
12,362
|
|
|
9,792
|
|
||
|
$
|
69,219
|
|
|
$
|
68,024
|
|
|
At December 31, 2018
|
|
At September 30, 2018
|
||||
|
|
|
|
||||
Federal Income Taxes Receivable
|
$
|
42,093
|
|
|
$
|
—
|
|
Other
|
97
|
|
|
102
|
|
||
|
$
|
42,190
|
|
|
$
|
102
|
|
|
At December 31, 2018
|
|
At September 30, 2018
|
||||
|
|
|
|
||||
Accrued Capital Expenditures
|
$
|
69,321
|
|
|
$
|
38,354
|
|
Regulatory Liabilities
|
45,343
|
|
|
57,425
|
|
||
Reserve for Gas Replacement
|
2,025
|
|
|
—
|
|
||
Liability for Royalty and Working Interests
|
26,801
|
|
|
12,062
|
|
||
Other
|
47,682
|
|
|
24,852
|
|
||
|
$
|
191,172
|
|
|
$
|
132,693
|
|
Recurring Fair Value Measures
|
At fair value as of December 31, 2018
|
||||||||||||||||||
(Thousands of Dollars)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting Adjustments
(1)
|
|
Total
(1)
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Cash Equivalents – Money Market Mutual Funds
|
$
|
86,168
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
86,168
|
|
Derivative Financial Instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Commodity Futures Contracts – Gas
|
1,077
|
|
|
—
|
|
|
—
|
|
|
(1,077
|
)
|
|
—
|
|
|||||
Over the Counter Swaps – Gas and Oil
|
—
|
|
|
43,274
|
|
|
—
|
|
|
(5,393
|
)
|
|
37,881
|
|
|||||
Foreign Currency Contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,637
|
)
|
|
(3,637
|
)
|
|||||
Other Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balanced Equity Mutual Fund
|
35,498
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,498
|
|
|||||
Fixed Income Mutual Fund
|
53,367
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53,367
|
|
|||||
Common Stock – Financial Services Industry
|
1,437
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,437
|
|
|||||
Hedging Collateral Deposits
|
2,784
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,784
|
|
|||||
Total
|
$
|
180,331
|
|
|
$
|
43,274
|
|
|
$
|
—
|
|
|
$
|
(10,107
|
)
|
|
$
|
213,498
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Derivative Financial Instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Commodity Futures Contracts – Gas
|
$
|
2,291
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,077
|
)
|
|
$
|
1,214
|
|
Over the Counter Swaps – Gas and Oil
|
—
|
|
|
6,249
|
|
|
—
|
|
|
(5,393
|
)
|
|
856
|
|
|||||
Foreign Currency Contracts
|
—
|
|
|
3,679
|
|
|
—
|
|
|
(3,637
|
)
|
|
42
|
|
|||||
Total
|
$
|
2,291
|
|
|
$
|
9,928
|
|
|
$
|
—
|
|
|
$
|
(10,107
|
)
|
|
$
|
2,112
|
|
Total Net Assets/(Liabilities)
|
$
|
178,040
|
|
|
$
|
33,346
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
211,386
|
|
Recurring Fair Value Measures
|
At fair value as of September 30, 2018
|
||||||||||||||||||
(Thousands of Dollars)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting Adjustments
(1)
|
|
Total
(1)
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Cash Equivalents – Money Market Mutual Funds
|
$
|
215,272
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
215,272
|
|
Derivative Financial Instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Commodity Futures Contracts – Gas
|
1,075
|
|
|
—
|
|
|
—
|
|
|
(1,075
|
)
|
|
—
|
|
|||||
Over the Counter Swaps – Gas and Oil
|
—
|
|
|
26,074
|
|
|
—
|
|
|
(17,041
|
)
|
|
9,033
|
|
|||||
Foreign Currency Contracts
|
—
|
|
|
443
|
|
|
—
|
|
|
(443
|
)
|
|
—
|
|
|||||
Other Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balanced Equity Mutual Fund
|
38,468
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,468
|
|
|||||
Fixed Income Mutual Fund
|
51,331
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51,331
|
|
|||||
Common Stock – Financial Services Industry
|
2,776
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,776
|
|
|||||
Hedging Collateral Deposits
|
3,441
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,441
|
|
|||||
Total
|
$
|
312,363
|
|
|
$
|
26,517
|
|
|
$
|
—
|
|
|
$
|
(18,559
|
)
|
|
$
|
320,321
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Derivative Financial Instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Commodity Futures Contracts – Gas
|
$
|
2,412
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,075
|
)
|
|
$
|
1,337
|
|
Over the Counter Swaps – Gas and Oil
|
—
|
|
|
64,224
|
|
|
—
|
|
|
(17,041
|
)
|
|
47,183
|
|
|||||
Foreign Currency Contracts
|
—
|
|
|
959
|
|
|
—
|
|
|
(443
|
)
|
|
516
|
|
|||||
Total
|
$
|
2,412
|
|
|
$
|
65,183
|
|
|
$
|
—
|
|
|
$
|
(18,559
|
)
|
|
$
|
49,036
|
|
Total Net Assets/(Liabilities)
|
$
|
309,951
|
|
|
$
|
(38,666
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
271,285
|
|
(1)
|
Netting Adjustments represent the impact of legally-enforceable master netting arrangements that allow the Company to net gain and loss positions held with the same counterparties. The net asset or net liability for each counterparty is recorded as an asset or liability on the Company’s balance sheet.
|
|
December 31, 2018
|
|
September 30, 2018
|
||||||||||||
|
Carrying Amount
|
|
Fair Value
|
|
Carrying Amount
|
|
Fair Value
|
||||||||
Long-Term Debt
|
$
|
2,131,880
|
|
|
$
|
2,114,990
|
|
|
$
|
2,131,365
|
|
|
$
|
2,121,861
|
|
|
At December 31, 2018
|
|
At September 30, 2018
|
||||
|
|
|
|
||||
Life Insurance Contracts
|
$
|
39,413
|
|
|
$
|
39,970
|
|
Equity Mutual Fund
|
35,498
|
|
|
38,468
|
|
||
Fixed Income Mutual Fund
|
53,367
|
|
|
51,331
|
|
||
Marketable Equity Securities
|
1,437
|
|
|
2,776
|
|
||
|
$
|
129,715
|
|
|
$
|
132,545
|
|
Commodity
|
Units
|
|
|
Natural Gas
|
97.3
|
|
Bcf (short positions)
|
Natural Gas
|
2.4
|
|
Bcf (long positions)
|
Crude Oil
|
3,735,000
|
|
Bbls (short positions)
|
The Effect of Derivative Financial Instruments on the Statement of Financial Performance for the
|
||||||||||||||||||||
Three Months Ended December 31, 2018 and 2017 (Thousands of Dollars)
|
||||||||||||||||||||
Derivatives in Cash Flow Hedging Relationships
|
Amount of Derivative Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on the Consolidated Statement of Comprehensive Income (Loss) (Effective Portion) for the Three Months Ended December 31,
|
Location of Derivative Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) on the Consolidated Balance Sheet into the Consolidated Statement of Income (Effective Portion)
|
Amount of Derivative Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) on the Consolidated Balance Sheet into the Consolidated Statement of Income (Effective Portion) for the Three Months Ended December 31,
|
Location of Derivative Gain or (Loss) Recognized in the Consolidated Statement of Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
Derivative Gain or (Loss) Recognized in the Consolidated Statement of Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the Three Months Ended December 31,
|
|||||||||||||||
|
2018
|
2017
|
|
2018
|
2017
|
|
2018
|
2017
|
||||||||||||
Commodity Contracts
|
$
|
50,052
|
|
$
|
(5,948
|
)
|
Operating Revenue
|
$
|
(18,522
|
)
|
$
|
12,842
|
|
Operating Revenue
|
$
|
6,505
|
|
$
|
(433
|
)
|
Commodity Contracts
|
(1,279
|
)
|
956
|
|
Purchased Gas
|
(902
|
)
|
196
|
|
Not Applicable
|
—
|
|
—
|
|
||||||
Foreign Currency Contracts
|
(4,255
|
)
|
(507
|
)
|
Operating Revenue
|
(1,093
|
)
|
(490
|
)
|
Not Applicable
|
—
|
|
—
|
|
||||||
Total
|
$
|
44,518
|
|
$
|
(5,499
|
)
|
|
$
|
(20,517
|
)
|
$
|
12,548
|
|
|
$
|
6,505
|
|
$
|
(433
|
)
|
|
|
|
|
|
|
|
|
|
Derivatives in Fair Value Hedging Relationships
|
Location of Gain or (Loss) on Derivative and Hedged Item Recognized in the Consolidated Statement of Income
|
Amount of Gain or (Loss) on Derivative Recognized in the Consolidated Statement of Income for the
Three Months Ended December 31, 2018
(In Thousands)
|
Amount of Gain or (Loss) on the Hedged Item Recognized in the Consolidated Statement of Income for the
Three Months Ended December 31, 2018
(In Thousands)
|
||||
Commodity Contracts
|
Operating Revenues
|
$
|
(78
|
)
|
$
|
78
|
|
Commodity Contracts
|
Purchased Gas
|
$
|
142
|
|
$
|
(142
|
)
|
|
|
$
|
64
|
|
$
|
(64
|
)
|
|
Common Stock
|
|
Paid In
Capital
|
|
Earnings
Reinvested
in the
Business
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|||||||||||
Shares
|
|
Amount
|
|
|||||||||||||||
|
(Thousands, except per share amounts)
|
|||||||||||||||||
Balance at October 1, 2017
|
85,543
|
|
|
$
|
85,543
|
|
|
$
|
796,646
|
|
|
$
|
851,669
|
|
|
$
|
(30,123
|
)
|
Net Income Available for Common Stock
|
|
|
|
|
|
|
198,654
|
|
|
|
||||||||
Dividends Declared on Common Stock ($0.415 Per Share)
|
|
|
|
|
|
|
(35,590
|
)
|
|
|
||||||||
Other Comprehensive Loss, Net of Tax
|
|
|
|
|
|
|
|
|
(10,796
|
)
|
||||||||
Share-Based Payment Expense
(1)
|
|
|
|
|
3,511
|
|
|
|
|
|
||||||||
Common Stock Issued Under Stock and Benefit Plans
|
218
|
|
|
218
|
|
|
191
|
|
|
|
|
|
||||||
Balance at December 31, 2017
|
85,761
|
|
|
85,761
|
|
|
800,348
|
|
|
1,014,733
|
|
|
(40,919
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at October 1, 2018
|
85,957
|
|
|
$
|
85,957
|
|
|
$
|
820,223
|
|
|
$
|
1,098,900
|
|
|
$
|
(67,750
|
)
|
Net Income Available for Common Stock
|
|
|
|
|
|
|
102,660
|
|
|
|
||||||||
Dividends Declared on Common Stock ($0.425 Per Share)
|
|
|
|
|
|
|
(36,663
|
)
|
|
|
||||||||
Cumulative Effect of Adoption of Authoritative Guidance for Financial Assets and Liabilities
|
|
|
|
|
|
|
7,437
|
|
|
|
||||||||
Other Comprehensive Income, Net of Tax
|
|
|
|
|
|
|
|
|
39,060
|
|
||||||||
Share-Based Payment Expense
(1)
|
|
|
|
|
4,917
|
|
|
|
|
|
||||||||
Common Stock Issued (Repurchased) Under Stock and Benefit Plans
|
314
|
|
|
314
|
|
|
(8,064
|
)
|
|
|
|
|
||||||
Balance at December 31, 2018
|
86,271
|
|
|
$
|
86,271
|
|
|
$
|
817,076
|
|
|
$
|
1,172,334
|
|
|
$
|
(28,690
|
)
|
(1)
|
Paid in Capital includes compensation costs associated with performance shares and/or restricted stock awards. The expense is included within Net Income Available For Common Stock, net of tax benefits.
|
Quarter Ended December 31, 2018 (Thousands)
|
|
|
|
|
|
|
|||
|
Exploration and Production
|
Pipeline and Storage
|
Gathering
|
Utility
|
Energy Marketing
|
Total Reportable Segments
|
All Other
|
Corporate and Intersegment Eliminations
|
Total Consolidated
|
Revenue from External Customers
|
$162,876
|
$54,218
|
$—
|
$220,012
|
$52,080
|
$489,186
|
$1,007
|
$54
|
$490,247
|
Intersegment Revenues
|
$—
|
$22,851
|
$29,690
|
$2,645
|
$332
|
$55,518
|
$—
|
$(55,518)
|
$—
|
Segment Profit: Net Income (Loss)
|
$38,214
|
$25,102
|
$14,183
|
$25,649
|
$(302)
|
$102,846
|
$384
|
$(570)
|
$102,660
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended December 31, 2017 (Thousands)
|
|
|
|
|
|
|
|||
|
Exploration and Production
|
Pipeline and Storage
|
Gathering
|
Utility
|
Energy Marketing
|
Total Reportable Segments
|
All Other
|
Corporate and Intersegment Eliminations
|
Total Consolidated
|
Revenue from External Customers
|
$139,141
|
$53,310
|
$170
|
$187,089
|
$38,636
|
$418,346
|
$1,096
|
$213
|
$419,655
|
Intersegment Revenues
|
$—
|
$21,985
|
$23,665
|
$2,182
|
$126
|
$47,958
|
$—
|
$(47,958)
|
$—
|
Segment Profit: Net Income (Loss)
|
$106,698
|
$38,462
|
$45,400
|
$20,993
|
$1,046
|
$212,599
|
$(719)
|
$(13,226)
|
$198,654
|
|
|
|
|
|
|
|
|
|
|
|
Retirement Plan
|
|
Other Post-Retirement Benefits
|
||||||||||
Three Months Ended December 31,
|
2018
|
2017
|
|
2018
|
2017
|
||||||||
|
|
|
|
|
|
|
|
|
|
||||
Service Cost
|
$
|
2,120
|
|
$
|
2,480
|
|
|
$
|
380
|
|
$
|
458
|
|
Interest Cost
|
9,594
|
|
8,252
|
|
|
4,286
|
|
3,700
|
|
||||
Expected Return on Plan Assets
|
(15,591
|
)
|
(15,429
|
)
|
|
(7,539
|
)
|
(7,871
|
)
|
||||
Amortization of Prior Service Cost (Credit)
|
206
|
|
235
|
|
|
(107
|
)
|
(107
|
)
|
||||
Amortization of Losses
|
8,024
|
|
9,301
|
|
|
1,490
|
|
2,639
|
|
||||
Net Amortization and Deferral for Regulatory Purposes (Including Volumetric Adjustments)
(1)
|
819
|
|
1,721
|
|
|
3,971
|
|
3,608
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Net Periodic Benefit Cost
|
$
|
5,172
|
|
$
|
6,560
|
|
|
$
|
2,481
|
|
$
|
2,427
|
|
|
|
|
|
|
|
(1)
|
The Company’s policy is to record retirement plan and other post-retirement benefit costs in the Utility segment on a volumetric basis to reflect the fact that the Utility segment experiences higher throughput of natural gas in the winter months and lower throughput of natural gas in the summer months.
|
|
Three Months Ended
December 31, |
||||||||
(Thousands)
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Exploration and Production
|
$
|
38,214
|
|
$
|
106,698
|
|
$
|
(68,484
|
)
|
Pipeline and Storage
|
25,102
|
|
38,462
|
|
(13,360
|
)
|
|||
Gathering
|
14,183
|
|
45,400
|
|
(31,217
|
)
|
|||
Utility
|
25,649
|
|
20,993
|
|
4,656
|
|
|||
Energy Marketing
|
(302
|
)
|
1,046
|
|
(1,348
|
)
|
|||
Total Reportable Segments
|
102,846
|
|
212,599
|
|
(109,753
|
)
|
|||
All Other
|
384
|
|
(719
|
)
|
1,103
|
|
|||
Corporate
|
(570
|
)
|
(13,226
|
)
|
12,656
|
|
|||
Total Consolidated
|
$
|
102,660
|
|
$
|
198,654
|
|
$
|
(95,994
|
)
|
|
Three Months Ended
December 31, |
||||||||
(Thousands)
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Gas (after Hedging)
|
$
|
119,750
|
|
$
|
98,115
|
|
$
|
21,635
|
|
Oil (after Hedging)
|
35,264
|
|
40,214
|
|
(4,950
|
)
|
|||
Gas Processing Plant
|
975
|
|
1,065
|
|
(90
|
)
|
|||
Other
|
6,887
|
|
(253
|
)
|
7,140
|
|
|||
|
$
|
162,876
|
|
$
|
139,141
|
|
$
|
23,735
|
|
|
Three Months Ended
December 31, |
|||||
|
2018
|
2017
|
Increase (Decrease)
|
|||
Gas Production
(MMcf)
|
|
|
|
|||
Appalachia
|
45,305
|
|
35,414
|
|
9,891
|
|
West Coast
|
502
|
|
695
|
|
(193
|
)
|
Total Production
|
45,807
|
|
36,109
|
|
9,698
|
|
|
|
|
|
|||
Oil Production
(Mbbl)
|
|
|
|
|||
Appalachia
|
1
|
|
1
|
|
—
|
|
West Coast
|
571
|
|
672
|
|
(101
|
)
|
Total Production
|
572
|
|
673
|
|
(101
|
)
|
|
Three Months Ended
December 31, |
||||||||
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Average Gas Price/Mcf
|
|
|
|
||||||
Appalachia
|
$
|
2.93
|
|
$
|
2.35
|
|
$
|
0.58
|
|
West Coast
|
$
|
6.73
|
|
$
|
5.00
|
|
$
|
1.73
|
|
Weighted Average
|
$
|
2.97
|
|
$
|
2.40
|
|
$
|
0.57
|
|
Weighted Average After Hedging
|
$
|
2.61
|
|
$
|
2.72
|
|
$
|
(0.11
|
)
|
|
|
|
|
||||||
Average Oil Price/Bbl
|
|
|
|
||||||
Appalachia
|
$
|
66.31
|
|
$
|
43.85
|
|
$
|
22.46
|
|
West Coast
|
$
|
65.71
|
|
$
|
57.88
|
|
$
|
7.83
|
|
Weighted Average
|
$
|
65.71
|
|
$
|
57.86
|
|
$
|
7.85
|
|
Weighted Average After Hedging
|
$
|
61.70
|
|
$
|
59.79
|
|
$
|
1.91
|
|
|
Three Months Ended
December 31, |
||||||||
(Thousands)
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Firm Transportation
|
$
|
55,714
|
|
$
|
56,756
|
|
$
|
(1,042
|
)
|
Interruptible Transportation
|
421
|
|
340
|
|
81
|
|
|||
|
56,135
|
|
57,096
|
|
(961
|
)
|
|||
Firm Storage Service
|
18,928
|
|
17,839
|
|
1,089
|
|
|||
Interruptible Storage Service
|
1
|
|
19
|
|
(18
|
)
|
|||
Other
|
2,005
|
|
341
|
|
1,664
|
|
|||
|
$
|
77,069
|
|
$
|
75,295
|
|
$
|
1,774
|
|
|
Three Months Ended
December 31, |
|||||
(MMcf)
|
2018
|
2017
|
Increase (Decrease)
|
|||
Firm Transportation
|
191,901
|
|
206,701
|
|
(14,800
|
)
|
Interruptible Transportation
|
916
|
|
882
|
|
34
|
|
|
192,817
|
|
207,583
|
|
(14,766
|
)
|
|
Three Months Ended
December 31, |
||||||||
(Thousands)
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Gathering
|
$
|
29,690
|
|
$
|
23,802
|
|
$
|
5,888
|
|
Processing and Other Revenues
|
—
|
|
33
|
|
(33
|
)
|
|||
|
$
|
29,690
|
|
$
|
23,835
|
|
$
|
5,855
|
|
|
Three Months Ended
December 31, |
|||||
|
2018
|
2017
|
Increase (Decrease)
|
|||
Gathered Volume - (MMcf)
|
54,688
|
|
43,162
|
|
11,526
|
|
|
Three Months Ended
December 31, |
||||||||
(Thousands)
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Retail Sales Revenues:
|
|
|
|
||||||
Residential
|
$
|
165,333
|
|
$
|
134,739
|
|
$
|
30,594
|
|
Commercial
|
22,742
|
|
19,633
|
|
3,109
|
|
|||
Industrial
|
1,493
|
|
872
|
|
621
|
|
|||
|
189,568
|
|
155,244
|
|
34,324
|
|
|||
Transportation
|
35,950
|
|
36,309
|
|
(359
|
)
|
|||
Off-System Sales
|
—
|
|
41
|
|
(41
|
)
|
|||
Other
|
(2,861
|
)
|
(2,323
|
)
|
(538
|
)
|
|||
|
$
|
222,657
|
|
$
|
189,271
|
|
$
|
33,386
|
|
|
Three Months Ended
December 31, |
|||||
(MMcf)
|
2018
|
2017
|
Increase (Decrease)
|
|||
Retail Sales:
|
|
|
|
|||
Residential
|
19,780
|
|
17,847
|
|
1,933
|
|
Commercial
|
2,846
|
|
2,596
|
|
250
|
|
Industrial
|
204
|
|
144
|
|
60
|
|
|
22,830
|
|
20,587
|
|
2,243
|
|
Transportation
|
22,270
|
|
21,427
|
|
843
|
|
Off-System Sales
|
—
|
|
22
|
|
(22
|
)
|
|
45,100
|
|
42,036
|
|
3,064
|
|
Three Months Ended December 31,
|
|
|
|
Percent Colder (Warmer) Than
|
||||||
Normal
|
2018
|
2017
|
Normal
(1)
|
Prior Year
(1)
|
||||||
Buffalo
|
2,253
|
|
2,325
|
|
2,227
|
|
3.2
|
%
|
4.4
|
%
|
Erie
|
2,044
|
|
2,030
|
|
2,029
|
|
(0.7
|
)%
|
—
|
%
|
|
|
|
|
|
|
(1)
|
Percents compare actual
2018
degree days to normal degree days and actual
2018
degree days to actual
2017
degree days.
|
|
Three Months Ended
December 31, |
||||||||
(Thousands)
|
2018
|
2017
|
Increase (Decrease)
|
||||||
Natural Gas (after Hedging)
|
$
|
52,412
|
|
$
|
38,730
|
|
$
|
13,682
|
|
Other
|
—
|
|
32
|
|
(32
|
)
|
|||
|
$
|
52,412
|
|
$
|
38,762
|
|
$
|
13,650
|
|
|
Three Months Ended
December 31, |
|||||
|
2018
|
2017
|
Increase (Decrease)
|
|||
Natural Gas – (MMcf)
|
12,419
|
|
11,979
|
|
440
|
|
Total Expenditures for Long-Lived Assets
|
|
|
|
|
|
||||||
Three Months Ended December 31,
|
2018
|
|
2017
|
|
Increase (Decrease)
|
||||||
(Millions)
|
|
|
|||||||||
Exploration and Production:
|
|
|
|
|
|
|
|||||
Capital Expenditures
|
$
|
120.2
|
|
(1)
|
$
|
74.7
|
|
(2)
|
$
|
45.5
|
|
Pipeline and Storage:
|
|
|
|
|
|
|
|
||||
Capital Expenditures
|
30.0
|
|
(1)
|
22.3
|
|
(2)
|
7.7
|
|
|||
Gathering:
|
|
|
|
|
|
|
|
||||
Capital Expenditures
|
8.8
|
|
(1)
|
12.9
|
|
(2)
|
(4.1
|
)
|
|||
Utility:
|
|
|
|
|
|
|
|
||||
Capital Expenditures
|
15.9
|
|
(1)
|
16.5
|
|
(2)
|
(0.6
|
)
|
|||
All Other:
|
|
|
|
|
|
||||||
Capital Expenditures
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
|||
|
$
|
174.9
|
|
|
$
|
126.5
|
|
|
$
|
48.4
|
|
(1)
|
At
December 31, 2018
, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment include $66.1 million, $12.9 million, $4.4 million and $2.8 million, respectively, of non-cash capital expenditures. At
September 30, 2018
, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $51.3 million, $21.9 million, $6.1 million and $9.5 million, respectively, of non-cash capital expenditures.
|
(2)
|
At
December 31, 2017
, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $37.1 million, $10.7 million, $4.7 million and $3.6 million, respectively, of non-cash capital expenditures. At
September 30, 2017
, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $36.5 million, $25.1 million, $3.9 million and $6.7 million, respectively, of non-cash capital expenditures.
|
1.
|
Delays or changes in costs or plans with respect to Company projects or related projects of other companies, including difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators;
|
2.
|
Governmental/regulatory actions, initiatives and proceedings, including those involving rate cases (which address, among other things, target rates of return, rate design and retained natural gas), environmental/safety requirements, affiliate relationships, industry structure, and franchise renewal;
|
3.
|
Changes in laws, regulations or judicial interpretations to which the Company is subject, including those involving derivatives, taxes, safety, employment, climate change, other environmental matters, real property, and exploration and production activities such as hydraulic fracturing;
|
4.
|
Financial and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments, including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions;
|
5.
|
Changes in the price of natural gas or oil;
|
6.
|
Impairments under the SEC’s full cost ceiling test for natural gas and oil reserves;
|
7.
|
Factors affecting the Company’s ability to successfully identify, drill for and produce economically viable natural gas and oil reserves, including among others geology, lease availability, title disputes, weather conditions, shortages, delays or unavailability of equipment and services required in drilling operations, insufficient gathering, processing
|
8.
|
Increasing health care costs and the resulting effect on health insurance premiums and on the obligation to provide other post-retirement benefits;
|
9.
|
Changes in price differentials between similar quantities of natural gas or oil at different geographic locations, and the effect of such changes on commodity production, revenues and demand for pipeline transportation capacity to or from such locations;
|
10.
|
Other changes in price differentials between similar quantities of natural gas or oil having different quality, heating value, hydrocarbon mix or delivery date;
|
11.
|
The cost and effects of legal and administrative claims against the Company or activist shareholder campaigns to effect changes at the Company;
|
12.
|
Uncertainty of oil and gas reserve estimates;
|
13.
|
Significant differences between the Company’s projected and actual production levels for natural gas or oil;
|
14.
|
Changes in demographic patterns and weather conditions;
|
15.
|
Changes in the availability, price or accounting treatment of derivative financial instruments;
|
16.
|
Changes in laws, actuarial assumptions, the interest rate environment and the return on plan/trust assets related to the Company’s pension and other post-retirement benefits, which can affect future funding obligations and costs and plan liabilities;
|
17.
|
Changes in economic conditions, including global, national or regional recessions, and their effect on the demand for, and customers’ ability to pay for, the Company’s products and services;
|
18.
|
The creditworthiness or performance of the Company’s key suppliers, customers and counterparties;
|
19.
|
The impact of potential information technology, cybersecurity or data security breaches;
|
20.
|
Economic disruptions or uninsured losses resulting from major accidents, fires, severe weather, natural disasters, terrorist activities or acts of war;
|
21.
|
Significant differences between the Company’s projected and actual capital expenditures and operating expenses; or
|
22.
|
Increasing costs of insurance, changes in coverage and the ability to obtain insurance.
|
Period
|
Total Number of Shares Purchased
(a)
|
Average Price Paid per Share
|
Total Number of Shares Purchased as Part of Publicly Announced Share Repurchase Plans or Programs
|
Maximum Number of Shares That May Yet Be Purchased Under Share Repurchase Plans or Programs
(b)
|
|
Oct. 1 - 31, 2018
|
9,238
|
|
$55.99
|
—
|
6,971,019
|
Nov. 1 - 30, 2018
|
12,536
|
|
$52.69
|
—
|
6,971,019
|
Dec. 1 - 31, 2018
|
155,470
|
|
$54.92
|
—
|
6,971,019
|
Total
|
177,244
|
|
$54.82
|
—
|
6,971,019
|
(a)
|
Represents (i) shares of common stock of the Company purchased on the open market with Company “matching contributions” for the accounts of participants in the Company’s 401(k) plans, and (ii) shares of common stock of the Company tendered to the Company by holders of stock-based compensation awards for the payment of applicable withholding taxes. During the quarter ended
December 31, 2018
, the Company did not purchase any shares of its common stock pursuant to its publicly announced share repurchase program. Of the 177,244 shares purchased other than through a publicly announced share repurchase program, 28,784 were purchased for the Company’s 401(k) plans and 148,460 were purchased as a result of shares tendered to the Company by holders of stock-based compensation awards.
|
(b)
|
In September 2008, the Company’s Board of Directors authorized the repurchase of eight million shares of the Company’s common stock. The repurchase program has no expiration date. The Company has not repurchased any shares since September 17, 2008 and has no plans to make further purchases in the near future.
|
Exhibit
Number
|
|
Description of Exhibit
|
10.1
|
|
|
|
|
|
10.2
|
|
|
|
|
|
•
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32••
|
|
|
|
|
|
99
|
|
|
|
|
|
101
|
|
Interactive data files submitted pursuant to Regulation S-T: (i) the Consolidated Statements of Income and Earnings Reinvested in the Business for the three months ended December 31, 2018 and 2017, (ii) the Consolidated Statements of Comprehensive Income for the three months ended December 31, 2018 and 2017, (iii) the Consolidated Balance Sheets at December 31, 2018 and September 30, 2018, (iv) the Consolidated Statements of Cash Flows for the three months ended December 31, 2018 and 2017 and (v) the Notes to Condensed Consolidated Financial Statements.
|
NATIONAL FUEL GAS COMPANY
|
|
(Registrant)
|
|
|
|
|
|
|
|
|
|
|
|
/s/ D. P. Bauer
|
|
D. P. Bauer
|
|
Treasurer and Principal Financial Officer
|
|
|
|
|
|
|
|
|
|
|
|
/s/ K. M. Camiolo
|
|
K. M. Camiolo
|
|
Controller and Principal Accounting Officer
|
|
(A)
|
the remainder of the Company’s rank within the Report Group for the Performance Cycle (measured lowest to highest) based on its Total Return on Capital for the Performance Cycle, minus one (1),
|
(B)
|
the number of companies (excluding the Company) in the Report Group for that Performance Cycle.
|
NATIONAL FUEL GAS COMPANY
|
|
|
|
|
|
By:
|
|
|
|
[Name]
|
|
|
[Title]
|
|
(A)
|
the remainder of the Company’s rank within the Report Group for the Performance Cycle (measured lowest to highest) based on its Three-Year Total Shareholder Return for the Performance Cycle, minus one (1),
|
(B)
|
the number of companies (excluding the Company) in the Report Group for that Performance Cycle.
|
Company’s
Percentile Ranking
|
Percentage of
Target Opportunity Paid
|
|
|
30
th
or below
|
0%
|
40
th
|
50%
|
50
th
|
100%
|
70
th
|
150%
|
90
th
or above
|
200%
|
NATIONAL FUEL GAS COMPANY
|
|
|
|
|
|
By:
|
|
|
|
[Name]
|
|
|
[Title]
|
|
/s/ R. J. Tanski
|
R. J. Tanski
|
President and Chief Executive Officer
|
/s/ D. P. Bauer
|
D. P. Bauer
|
Treasurer and Principal Financial Officer
|
|
|
|
|
||||
Exhibit 99
|
|
|
|
||||
|
|
|
|
||||
NATIONAL FUEL GAS
|
|||||||
CONSOLIDATED STATEMENTS OF INCOME
|
|||||||
(UNAUDITED)
|
|||||||
|
|
|
|
||||
|
Twelve Months Ended
|
||||||
|
December 31,
|
||||||
(Thousands of Dollars)
|
2018
|
|
2017
|
||||
|
|
|
|
||||
INCOME
|
|
|
|
||||
Operating Revenues:
|
|
|
|
||||
Utility and Energy Marketing Revenues
|
$
|
858,842
|
|
|
$
|
773,430
|
|
Exploration and Production and Other Revenues
|
593,295
|
|
|
596,422
|
|
||
Pipeline and Storage and Gathering Revenues
|
211,123
|
|
|
207,184
|
|
||
|
1,663,260
|
|
|
1,577,036
|
|
||
|
|
|
|
||||
Operating Expenses:
|
|
|
|
||||
Purchased Gas
|
382,448
|
|
|
299,045
|
|
||
Operation and Maintenance:
|
|
|
|
||||
Utility and Energy Marketing
|
168,720
|
|
|
170,926
|
|
||
Exploration and Production and Other
|
137,259
|
|
|
146,673
|
|
||
Pipeline and Storage and Gathering
|
105,961
|
|
|
90,427
|
|
||
Property, Franchise and Other Taxes
|
87,550
|
|
|
85,464
|
|
||
Depreciation, Depletion and Amortization
|
249,386
|
|
|
223,829
|
|
||
|
1,131,324
|
|
|
1,016,364
|
|
||
|
|
|
|
||||
Operating Income
|
531,936
|
|
|
560,672
|
|
||
|
|
|
|
||||
Other Income (Expense):
|
|
|
|
||||
Other Income (Deductions)
|
(27,273
|
)
|
|
(26,057
|
)
|
||
Interest Expense on Long-Term Debt
|
(108,299
|
)
|
|
(115,454
|
)
|
||
Other Interest Expense
|
(4,146
|
)
|
|
(2,959
|
)
|
||
|
|
|
|
||||
Income Before Income Taxes
|
392,218
|
|
|
416,202
|
|
||
|
|
|
|
||||
Income Tax Expense
|
96,691
|
|
|
22,973
|
|
||
|
|
|
|
||||
Net Income Available for Common Stock
|
$
|
295,527
|
|
|
$
|
393,229
|
|
|
|
|
|
||||
Earnings Per Common Share:
|
|
|
|
||||
Basic:
|
|
|
|
||||
Net Income Available for Common Stock
|
$
|
3.44
|
|
|
$
|
4.60
|
|
|
|
|
|
||||
Diluted:
|
|
|
|
||||
Net Income Available for Common Stock
|
$
|
3.41
|
|
|
$
|
4.56
|
|
|
|
|
|
||||
Weighted Average Common Shares Outstanding:
|
|
|
|
||||
Used in Basic Calculation
|
85,932,035
|
|
|
85,475,937
|
|
||
|
|
|
|
||||
Used in Diluted Calculation
|
86,558,769
|
|
|
86,160,885
|
|