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FOR THE TRANSITION PERIOD FROM TO
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Commission file number 1‑8359
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NEW JERSEY RESOURCES CORPORATION
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(Exact name of registrant as specified in its charter)
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New Jersey
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22‑2376465
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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1415 Wyckoff Road, Wall, New Jersey 07719
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732‑938‑1480
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(Address of principal
executive offices)
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(Registrant's telephone number,
including area code)
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Securities registered pursuant to Section 12 (b) of the Act:
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Common Stock ‑ $2.50 Par Value
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New York Stock Exchange
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(Title of each class)
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(Name of each exchange on which registered)
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Securities registered pursuant to Section 12 (g) of the Act:
None
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Large accelerated filer:
x
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Accelerated filer:
o
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Non-accelerated filer:
o
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Smaller reporting company
:
o
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(Do not check if a smaller reporting company)
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Page
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PART I
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ITEM 1.
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Midstream
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ITEM 1A.
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ITEM 1B.
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ITEM 2.
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ITEM 3.
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ITEM 4.
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ITEM 4A.
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PART II
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ITEM 5.
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ITEM 6.
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ITEM 7.
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ITEM 7A.
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ITEM 8.
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ITEM 9.
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ITEM 9A.
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ITEM 9B.
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PART III*
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ITEM 10.
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ITEM 11.
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ITEM 12.
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ITEM 13.
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ITEM 14.
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PART IV
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ITEM 15.
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* Portions of Item 10 and Items 11-14 are Incorporated by Reference from the Proxy Statement.
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AFUDC
|
Allowance for Funds Used During Construction
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AIP
|
Accelerated Infrastructure Program
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ARO
|
Asset Retirement Obligations
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ARS
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Auction-Rate Securities
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ASC
|
Accounting Standards Codification
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ASU
|
Accounting Standards Update
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Bcf
|
Billion Cubic Feet
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BGSS
|
Basic Gas Supply Service
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BPU
|
New Jersey Board of Public Utilities
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CFTC
|
Commodity Futures Trading Commission
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CIP
|
Conservation Incentive Program
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CME
|
Chicago Mercantile Exchange
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CR&R
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Commercial Realty & Resources Corp.
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CWIP
|
Construction Work In Progress
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Dodd-Frank Act
|
Dodd-Frank Wall Street Reform and Consumer Protection Act
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DRP
|
NJR Direct Stock Purchase and Dividend Reinvestment Plan
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dths
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Dekatherms
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EDA
|
New Jersey Economic Development Authority
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EDA Bonds
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Collectively, Series 2011A, Series 2011B and Series 2011C Bonds
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EDECA
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Electric Discount and Energy Competition Act
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FASB
|
Financial Accounting Standards Board
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FCM
|
Futures Commission Merchant
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FERC
|
Federal Energy Regulatory Commission
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FRM
|
Financial Risk Management
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GAAP
|
Generally Accepted Accounting Principles of the United States
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HCCTR
|
Health Care Cost Trend Rate
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ICE
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Intercontinental Exchange
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IFRS
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International Financial Reporting Standards
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Iroquois
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Iroquois Gas Transmission L.P.
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ITC
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Investment Tax Credit
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JPMC Facility
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NJNG's $100 million, four-year credit facility with JPMorgan Chase Bank, N.A.
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JPMC Term Loan
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NJR's $100 million, one-year term loan credit agreement with JPMorgan Chase Bank, N.A.
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LIBOR
|
London Inter-Bank Offered Rate
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LNG
|
Liquefied Natural Gas
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Loan Agreement
|
Loan Agreement between the EDA and the Company
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MetLife
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Metropolitan Life Insurance Company
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MetLife Facility
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NJR's unsecured, uncommitted $100 million private placement shelf note agreement with MetLife, Inc.
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MF Global
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MF Global Holdings Ltd. (collectively with its affiliates MF Global Inc. and MF Global UK Limited)
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MGP
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Manufactured Gas Plant
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MMBtu
|
Million Metric British Thermal Unit
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Moody's
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Moody's Investors Service, Inc.
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MW
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Megawatts
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MWh
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Megawatt Hour
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NJR Credit Facility
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NJR's $325 million unsecured committed credit facility expiring in August 2017 that NJR entered into in August 2012
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NFE
|
Net Financial Earnings
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NGV
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Natural Gas Vehicles
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NGX
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Natural Gas Exchange
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NJ RISE
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New Jersey Reinvestment in System Enhancement
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NJCEP
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New Jersey's Clean Energy Program
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NJDEP
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New Jersey Department of Environmental Protection
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NJNG
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New Jersey Natural Gas Company
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NJNG Credit Facility
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The $200 million unsecured committed credit facility expiring in August 2014 that NJNG entered into in August 2011
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NPNS
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Normal Purchase/Normal Sale
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NJR or The Company
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New Jersey Resources Corporation
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NJR Energy
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NJR Energy Corporation
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NJR Midstream
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NJR Midstream Holdings Corporation
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NJR Service
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NJR Service Corporation
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NJRCEV
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NJR Clean Energy Ventures Corporation
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NJREI
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NJR Energy Investments Corporation
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NJRES
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NJR Energy Services Company
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NJRHS
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NJR Home Services Company
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NJRPS
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NJR Plumbing Services, Inc.
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Non-GAAP
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Not in accordance with Generally Accepted Accounting Principles of the United States
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NYMEX
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New York Mercantile Exchange
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O&M
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Operating and Maintenance
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OCI
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Other Comprehensive Income
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OPEB
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Other Postemployment Benefit Plans
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PBO
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Projected Benefit Obligations
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PEP
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Pension Equalization Plan
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PIM
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Pipeline Integrity Management
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Pipeline
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NJNR Pipeline Company
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Prudential
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Prudential Investment Management, Inc.
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Prudential Facility
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NJR's unsecured, uncommitted $75 million private placement shelf note agreement with Prudential
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PTC
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Production Tax Credit
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RA
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Remediation Adjustment
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Rate Counsel
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New Jersey Division of Rate Counsel
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Retail and Other
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Retail and Other Operations
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Retail Holdings
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NJR Retail Holdings Corporation
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S&P
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Standard & Poor's Financial Services LLC
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SAFE
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Safety Acceleration and Facility Enhancement
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Sarbanes-Oxley
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Sarbanes-Oxley Act of 2002
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SAVEGREEN
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The SAVEGREEN Project®
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Savings Plan
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Employees' Retirement Savings Plan
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SBC
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Societal Benefits Clause
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SEC
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Securities and Exchange Commission
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SREC
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Solar Renewable Energy Certificate
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Steckman Ridge
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Collectively, Steckman Ridge GP, LLC and Steckman Ridge, LP
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Superstorm Sandy
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Post-Tropical Cyclone Sandy
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TEFA
|
Transitional Energy Facilities Assessment
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The Exchange Act
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The Securities Exchange Act of 1934, as amended
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U.S.
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The United States of America
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Union
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International Brotherhood of Electrical Workers Local 1820
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USF
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Universal Service Fund
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VRDN
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Variable Rate Demand Notes
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•
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weather and economic conditions;
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•
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demographic changes in the NJNG service territory and their effect on NJNG's customer growth;
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•
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volatility of natural gas and other commodity prices and their impact on NJNG customer usage, NJNG's
BGSS
incentive programs, NJRES operations and on the Company's risk management efforts;
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•
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changes in rating agency requirements and/or credit ratings and their effect on availability and cost of capital to the Company;
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•
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the impact of volatility in the credit markets;
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•
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the ability to comply with debt covenants;
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•
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the impact to the asset values and resulting higher costs and funding obligations of NJR's pension and postemployment benefit plans as a result of potential downturns in the financial markets, a lower discount rate or impacts associated with the Patient Protection and Affordable Care Act;
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•
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accounting effects and other risks associated with hedging activities and use of derivatives contracts;
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•
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commercial and wholesale credit risks, including the availability of creditworthy customers and counterparties, liquidity in the wholesale energy trading market;
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•
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the ability to obtain governmental approvals and/or financing for the construction, development and operation of certain non-regulated energy investments;
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•
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risks associated with the management of the Company's joint ventures and partnerships;
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•
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risks associated with our investments in clean energy projects and our investment in an onshore wind developer,
including the availability of regulatory and tax incentives, logistical risks and potential delays related to construction, permitting, regulatory approvals and electric grid interconnection, the availability of viable projects, NJR's eligibility for ITCs or PTCs, the future market for SRECs and operational risks related to projects in service;
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•
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timing of qualifying for ITCs due to delays or failures to complete planned solar energy projects and the resulting effect on our effective tax rate and earnings;
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•
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the level and rate at which NJNG's costs and expenses
(including those related to restoration efforts resulting from
Superstorm Sandy) are incurred and the extent to which they are allowed to be recovered from customers through the regulatory process;
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•
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access to adequate supplies of natural gas and dependence on third-party storage and transportation facilities for natural gas supply;
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•
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operating risks incidental to handling, storing, transporting and providing customers with natural gas;
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•
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risks related to our employee workforce, including a work stoppage;
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•
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the regulatory and pricing policies of federal and state regulatory agencies;
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•
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the possible expiration of the NJNG CIP;
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•
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the costs of compliance with present and future environmental laws, including potential climate change-related legislation;
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•
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risks related to changes in accounting standards;
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•
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the impact of a disallowance of recovery of environmental-related expenditures and other regulatory changes;
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•
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environmental-related and other litigation and other uncertainties;
|
•
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risks related to cyber-attack or failure of information technology systems; and
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•
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the impact of natural disasters, terrorist activities, and other extreme events
on our operations and customers, including any impacts to utility gross margin and restoration costs resulting from Superstorm Sandy.
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•
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NJR Midstream Holdings Corporation
(formerly NJR Energy Holdings Corporation) primarily invests in energy-related ventures through its subsidiaries, NJR Steckman Ridge Storage Company, which holds the Company's
50 percent
combined interest in Steckman Ridge, a natural gas storage facility and NJNR Pipeline Company, which holds the Company's
5.53 percent
ownership interest in Iroquois. Steckman Ridge and Iroquois comprise the Company's Midstream segment (formerly Energy Holdings segment). On
November 7, 2013
, NJR Energy Holdings Corporation changed its name to NJR Midstream Holdings Corporation.
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•
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NJR Investment Company
, a company that makes and holds certain energy-related investments, primarily through equity instruments of public companies.
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•
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NJR Energy Corporation
, a company that invests in energy-related ventures.
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•
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NJR Home Services Company
, a company that provides heating, ventilation and cooling service repair and contract services to approximately
121,000
service contract customers, as well as solar installation projects.
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•
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Commercial Realty & Resources Corp.
, a company that holds and develops commercial real estate.
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•
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NJR Plumbing Services, Inc.
, a company that provides plumbing repair and installation services.
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(Thousands)
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2013
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2012
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2011
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Net Income
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Assets
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Net Income
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Assets
|
Net Income
|
Assets
|
||||||||||||
Natural Gas Distribution
|
$
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73,846
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|
$
|
2,094,940
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|
$
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73,238
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$
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2,005,520
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$
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71,322
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|
$
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1,942,691
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Clean Energy Ventures
|
$
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10,060
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|
$
|
253,663
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|
$
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19,452
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|
$
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223,247
|
|
$
|
6,761
|
|
$
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80,234
|
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Energy Services
|
$
|
20,725
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|
$
|
468,096
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|
$
|
(8,605
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)
|
$
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347,406
|
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$
|
13,479
|
|
$
|
400,882
|
|
Midstream
|
$
|
7,199
|
|
$
|
153,536
|
|
$
|
6,749
|
|
$
|
157,779
|
|
$
|
6,780
|
|
$
|
159,940
|
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
($ in thousands)
|
Operating Revenue
|
Bcf
|
|
Operating Revenue
|
Bcf
|
|
Operating Revenue
|
Bcf
|
|||||||||
Residential
|
$
|
467,269
|
|
38.3
|
|
|
$
|
363,780
|
|
32.9
|
|
|
$
|
579,038
|
|
42.3
|
|
Commercial and other
|
102,350
|
|
7.5
|
|
|
88,484
|
|
6.5
|
|
|
116,043
|
|
8.3
|
|
|||
Firm transportation
|
73,745
|
|
15.2
|
|
|
60,599
|
|
11.2
|
|
|
57,126
|
|
12.2
|
|
|||
Total residential and commercial
|
643,364
|
|
61.0
|
|
|
512,863
|
|
50.6
|
|
|
752,207
|
|
62.8
|
|
|||
Interruptible
|
6,452
|
|
10.9
|
|
|
6,510
|
|
10.3
|
|
|
7,029
|
|
8.3
|
|
|||
Total system
|
649,816
|
|
71.9
|
|
|
519,373
|
|
60.9
|
|
|
759,236
|
|
71.1
|
|
|||
BGSS incentive programs
(1)
|
138,171
|
|
36.0
|
|
|
108,340
|
|
36.1
|
|
|
212,488
|
|
43.4
|
|
|||
Total
|
$
|
787,987
|
|
107.9
|
|
|
$
|
627,713
|
|
97.0
|
|
|
$
|
971,724
|
|
114.5
|
|
(1)
|
Does not include
105.5
,
63.5
and
63.6
Bcf for the capacity release program and related amounts of
$3.7 million
,
$3.4 million
and
$2.2 million
, which are recorded as a reduction of gas purchases on the Consolidated Statements of Operations for the fiscal years ended
September 30, 2013
,
2012
and
2011
, respectively.
|
Pipeline
|
Maximum daily
|
|
||
deliverability (dths)
(1)
|
Expiration
|
|||
Texas Eastern Transmission, L.P.
|
270,948
|
|
|
Various dates between 2015 and 2023
|
Tennessee Gas Pipeline Co.
|
25,166
|
|
|
Various dates between 2014 and 2015
|
Columbia Gulf Transmission Corp.
|
20,000
|
|
|
Various dates between 2015 and 2024
|
Algonquin Gas Transmission
|
12,000
|
|
|
2015
|
Transcontinental Gas Pipe Line Corp.
|
3,931
|
|
|
2014
|
Total
|
332,045
|
|
|
|
(1)
|
Numbers are shown net of any capacity release contracted amounts.
|
Pipeline
|
Maximum daily
|
|
||
deliverability (dths)
|
Expiration
|
|||
Texas Eastern Transmission, L.P.
|
94,557
|
|
|
2015
|
Transcontinental Gas Pipe Line Corp.
|
8,384
|
|
|
2015
|
Total
|
102,941
|
|
|
|
Company
|
Maximum daily
|
|
||
deliverability (dths)
|
Expiration
|
|||
Dominion Transmission Corporation
|
128,714
|
|
|
Various dates between 2016 and 2017
|
Steckman Ridge, L.P.
|
38,000
|
|
|
2020
|
Central New York Oil & Gas
|
25,337
|
|
|
2015
|
Total
|
192,051
|
|
|
|
•
|
Providing natural gas portfolio management services to nonaffiliated utilities, electric generation facilities and natural gas producers;
|
•
|
Managing new and existing natural gas transportation and storage assets to position for benefits from changes in prices due to location or timing differences as a means to generate financial margin (as defined below);
|
•
|
Leveraging transactions for the delivery of natural gas to customers by aggregating the natural gas commodity costs and transportation costs to minimize the total cost required to provide and deliver natural gas to NJRES' customers. These transactions identify the lowest-cost alternative with the natural gas supply, transportation availability and markets to which NJRES is able to access through its business footprint and contractual asset portfolio; and
|
•
|
Managing economic hedging programs that are designed to mitigate the impact of adverse market price fluctuations on its natural gas supply transportation and storage commitments.
|
•
|
NJR Steckman Ridge Storage Company, which holds the Company's
50 percent
equity investment in Steckman Ridge. Steckman Ridge is a Delaware limited partnership, jointly owned and controlled by subsidiaries of the Company and subsidiaries of Spectra Energy Corporation, that built, owns and operates a natural gas storage facility with approximately
17.7
Bcf of operating capacity in Bedford County, Pennsylvania. The facility has direct access to Texas Eastern and Dominion and has access to the Northeast markets; and
|
•
|
NJNR Pipeline, which consists of its
5.53 percent
equity investment in Iroquois Gas Transmission System, which is a
412
-mile FERC-regulated interstate natural gas pipeline system that runs from the New York-Canadian border to Long Island, New York.
|
•
|
NJRHS, which provides heating, ventilation and cooling service, sales and installation of appliances to approximately
121,000
service contract customers, as well as installation of solar equipment;
|
•
|
CR&R, which holds and develops commercial real estate. As of
September 30, 2013
, CR&R's real estate portfolio consisted of
25.4
acres of undeveloped land in Monmouth County with a net book value of
$5.4 million
, which was sold in October 2013,
52.3
acres of undeveloped land in Atlantic County with a net book value of
$2.1 million
and a
56,400
-square-foot office building on
five
acres of land in Monmouth County with a net book value of
$8.3 million
;
|
•
|
NJR Investment, which invests in and holds certain energy-related investments, primarily through equity instruments of public companies;
|
•
|
NJR Energy, which invests in energy-related ventures; and
|
•
|
NJR Service, which provides shared administrative and financial services to the Company and all its subsidiaries.
|
•
|
Annual reports on Form 10-K;
|
•
|
Quarterly reports on Form 10-Q; and
|
•
|
Current reports on Form 8-K.
|
•
|
Corporate Governance Guidelines;
|
•
|
Principal Executive Officer and Senior Financial Officers Code of Ethics;
|
•
|
Charters of the following Board of Directors Committees: Audit, Leadership Development and Compensation and Nominating/Corporate Governance.
|
•
|
economic weakness and or political instability in the U.S. or in the regions where we operate;
|
•
|
political conditions, such as the recent shutdown of the U.S. federal government;
|
•
|
financial difficulties of unrelated energy companies;
|
•
|
capital market conditions generally;
|
•
|
market prices for natural gas;
|
•
|
the overall health of the natural gas utility industry; and
|
•
|
fluctuations in interest rates
, particularly with respect to NJNG's variable rate debt instruments.
|
Name
|
Age
|
Officer
since
|
Office held during last five years
|
Laurence M. Downes
|
56
|
1986
|
Chairman of the Board (September 1996 - present);
President and Chief Executive Officer (July 1995 - present) |
Kathleen T. Ellis
|
60
|
2004
|
Executive Vice President and Chief Operating Officer, NJNG (February 2008 - present);
Senior Vice President, Corporate Affairs (December 2004 - present) |
Glenn C. Lockwood
|
52
|
1990
|
Executive Vice President (January 2011 - present);
Chief Financial Officer (September 1995 - present); Senior Vice President (January 1996 - December 2010) |
Mariellen Dugan
|
47
|
2005
|
Senior Vice President and General Counsel (February 2008 - present)
|
Stephen Westhoven
|
45
|
2004
|
Senior Vice President, NJRES (May 2010 - present);
Vice President of Energy Trading, NJRES (January 2004 - May 2010) |
Stanley M. Kosierowski
|
61
|
2008
|
President, NJRCEV and NJRHS (May 2010 - present);
Vice President, Strategy and Operations (July 2009 - May 2010); Vice President, NJRCEV (September 2008 - April 2010) |
Deborah G. Zilai
|
60
|
1996
|
Vice President, Corporate Services, NJR Service (June 2005 - present)
|
|
2013
|
2012
|
Dividends Paid
|
|||
|
High
|
Low
|
High
|
Low
|
2013
|
2012
|
Fiscal Quarter
|
|
|
|
|
|
|
First
|
$46.28
|
$38.51
|
$50.48
|
$40.10
|
$0.40
|
$0.36
|
Second
|
$45.63
|
$39.06
|
$50.28
|
$43.86
|
$0.40
|
$0.38
|
Third
|
$47.60
|
$40.97
|
$45.50
|
$41.11
|
$0.40
|
$0.38
|
Fourth
|
$46.00
|
$40.60
|
$47.53
|
$43.40
|
$0.40
|
$0.38
|
Period
|
Total Number of Shares
(or Units) Purchased
|
Average Price Paid per Share (or Unit)
|
Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet Be Purchased Under the Plans or Programs
|
||||
07/01/13 - 07/31/13
|
68,642
|
$
|
42.49
|
|
68,642
|
|
|
1,649,727
|
08/01/13 - 08/31/13
|
—
|
$
|
—
|
|
—
|
|
|
1,649,727
|
09/01/13 - 09/30/13
|
—
|
$
|
—
|
|
—
|
|
|
1,649,727
|
Total
|
68,642
|
$
|
42.49
|
|
68,642
|
|
|
1,649,727
|
(Thousands, except per share data)
|
|
|
|
|
|
||||||||||
Fiscal Years Ended September 30,
|
2013
|
2012
|
2011
|
2010
|
2009
|
||||||||||
SELECTED FINANCIAL DATA
|
|
|
|
|
|
||||||||||
Operating revenues
|
$
|
3,198,068
|
|
$
|
2,248,923
|
|
$
|
3,009,209
|
|
$
|
2,639,304
|
|
$
|
2,592,460
|
|
Operating expenses
|
|
|
|
|
|
||||||||||
Gas purchases
|
2,712,223
|
|
1,841,408
|
|
2,550,571
|
|
2,167,558
|
|
2,245,169
|
|
|||||
Operation and maintenance
|
173,473
|
|
171,045
|
|
163,111
|
|
148,565
|
|
149,151
|
|
|||||
Regulatory rider expenses
|
48,417
|
|
40,350
|
|
51,246
|
|
45,966
|
|
44,992
|
|
|||||
Depreciation and amortization
|
47,310
|
|
41,643
|
|
34,370
|
|
32,267
|
|
30,328
|
|
|||||
Energy and other taxes
|
57,414
|
|
45,787
|
|
66,910
|
|
56,823
|
|
74,750
|
|
|||||
Total operating expenses
|
3,038,837
|
|
2,140,233
|
|
2,866,208
|
|
2,451,179
|
|
2,544,390
|
|
|||||
Operating income
|
159,231
|
|
108,690
|
|
143,001
|
|
188,125
|
|
48,070
|
|
|||||
Other income
|
4,783
|
|
2,128
|
|
3,747
|
|
5,258
|
|
4,409
|
|
|||||
Interest expense, net of capitalized interest
|
23,979
|
|
20,844
|
|
19,623
|
|
21,251
|
|
21,014
|
|
|||||
Income before income taxes
|
140,035
|
|
89,974
|
|
127,125
|
|
172,132
|
|
31,465
|
|
|||||
Income tax provision
|
35,575
|
|
7,729
|
|
37,665
|
|
64,692
|
|
11,376
|
|
|||||
Equity in earnings of affiliates
|
10,349
|
|
10,634
|
|
11,839
|
|
10,017
|
|
7,153
|
|
|||||
Net income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
$
|
117,457
|
|
$
|
27,242
|
|
Total assets
|
$
|
3,004,783
|
|
$
|
2,770,005
|
|
$
|
2,649,444
|
|
$
|
2,563,133
|
|
$
|
2,321,030
|
|
|
|
|
|
|
|
||||||||||
CAPITALIZATION
|
|
|
|
|
|
||||||||||
Common stock equity
|
$
|
887,384
|
|
$
|
813,865
|
|
$
|
776,257
|
|
$
|
725,483
|
|
$
|
689,726
|
|
Long-term debt
|
512,886
|
|
525,169
|
|
426,797
|
|
428,925
|
|
455,492
|
|
|||||
Total capitalization
|
$
|
1,400,270
|
|
$
|
1,339,034
|
|
$
|
1,203,054
|
|
$
|
1,154,408
|
|
$
|
1,145,218
|
|
|
|
|
|
|
|
||||||||||
COMMON STOCK DATA
|
|
|
|
|
|
||||||||||
Earnings per share-Basic
|
$2.76
|
$2.24
|
$2.45
|
$2.84
|
$0.65
|
||||||||||
Earnings per share-Diluted
|
$2.75
|
$2.23
|
$2.44
|
$2.82
|
$0.64
|
||||||||||
Dividends declared per share
|
$1.62
|
$1.54
|
$1.44
|
$1.36
|
$1.24
|
||||||||||
|
|
|
|
|
|
||||||||||
NON-GAAP RECONCILIATION
|
|
|
|
|
|
||||||||||
Net income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
$
|
117,457
|
|
$
|
27,242
|
|
Add:
|
|
|
|
|
|
||||||||||
Unrealized loss (gain) on derivative instruments and related transactions, net of taxes
|
(5,956
|
)
|
22,631
|
|
23,320
|
|
(16,825
|
)
|
39,254
|
|
|||||
Effects of economic hedging related to natural gas inventory, net of taxes
|
4,828
|
|
(3,093
|
)
|
(18,086
|
)
|
1,132
|
|
34,474
|
|
|||||
Net financial earnings
(1)
|
$
|
113,681
|
|
$
|
112,417
|
|
$
|
106,533
|
|
$
|
101,764
|
|
$
|
100,970
|
|
|
|
|
|
|
|
||||||||||
Net financial earnings per share-Basic
|
$2.73
|
$2.71
|
$2.58
|
$2.46
|
$2.40
|
||||||||||
Net financial earnings per share-Diluted
|
$2.72
|
$2.70
|
$2.56
|
$2.44
|
$2.38
|
(1)
|
NFE is a financial measure not calculated in accordance with GAAP. NFE eliminates the timing differences surrounding the recognition of certain gains or losses, to effectively match the earnings effects of economic hedges associated with the physical sale or purchase of gas and, therefore, eliminates the impact of volatility to GAAP earnings associated with the related derivative instruments. For further discussion of this financial measure, see the Energy Services segment in
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
.
|
Fiscal Years Ended September 30,
|
2013
|
2012
|
2011
|
2010
|
2009
|
||||||||||
Operating revenues
($ in thousands)
|
|
|
|
|
|
||||||||||
Residential
|
$
|
467,269
|
|
$
|
363,780
|
|
$
|
579,038
|
|
$
|
471,056
|
|
$
|
686,798
|
|
Commercial, industrial and other
|
102,350
|
|
88,484
|
|
116,043
|
|
112,582
|
|
144,565
|
|
|||||
Firm transportation
|
73,745
|
|
60,599
|
|
57,126
|
|
45,616
|
|
40,356
|
|
|||||
Total residential and commercial
|
643,364
|
|
512,863
|
|
752,207
|
|
629,254
|
|
871,719
|
|
|||||
Interruptible
|
6,452
|
|
6,510
|
|
7,029
|
|
8,454
|
|
5,711
|
|
|||||
Total system
|
649,816
|
|
519,373
|
|
759,236
|
|
637,708
|
|
877,430
|
|
|||||
BGSS incentive programs
|
138,171
|
|
108,340
|
|
212,488
|
|
307,772
|
|
204,571
|
|
|||||
Total operating revenues
|
$
|
787,987
|
|
$
|
627,713
|
|
$
|
971,724
|
|
$
|
945,480
|
|
$
|
1,082,001
|
|
Throughput (Bcf)
|
|
|
|
|
|
||||||||||
Residential
|
38.3
|
|
32.9
|
|
42.3
|
|
40.3
|
|
43.6
|
|
|||||
Commercial, industrial and other
|
7.5
|
|
6.5
|
|
8.3
|
|
8.2
|
|
9.8
|
|
|||||
Firm transportation
|
15.2
|
|
11.2
|
|
12.2
|
|
10.1
|
|
9.4
|
|
|||||
Total residential and commercial
|
61.0
|
|
50.6
|
|
62.8
|
|
58.6
|
|
62.8
|
|
|||||
Interruptible
|
10.9
|
|
10.3
|
|
8.3
|
|
7.7
|
|
4.1
|
|
|||||
Total system
|
71.9
|
|
60.9
|
|
71.1
|
|
66.3
|
|
66.9
|
|
|||||
BGSS incentive programs
|
141.5
|
|
99.6
|
|
107
|
|
83.9
|
|
66.1
|
|
|||||
Total throughput
|
213.4
|
|
160.5
|
|
178.1
|
|
150.2
|
|
133
|
|
|||||
Customers at year-end
|
|
|
|
|
|
||||||||||
Residential
|
408,399
|
|
423,871
|
|
428,694
|
|
438,274
|
|
437,793
|
|
|||||
Commercial, industrial and other
|
24,302
|
|
24,985
|
|
25,666
|
|
26,312
|
|
27,771
|
|
|||||
Firm transportation
|
64,652
|
|
51,214
|
|
40,523
|
|
25,724
|
|
20,965
|
|
|||||
Total residential and commercial
|
497,353
|
|
500,070
|
|
494,883
|
|
490,310
|
|
486,529
|
|
|||||
Interruptible
|
40
|
|
41
|
|
41
|
|
43
|
|
45
|
|
|||||
BGSS incentive programs
|
38
|
|
32
|
|
40
|
|
40
|
|
36
|
|
|||||
Total customers at year-end
|
497,431
|
|
500,143
|
|
494,964
|
|
490,393
|
|
486,610
|
|
|||||
Interest coverage ratio
(1)
|
10.82
|
|
10.85
|
|
10.73
|
|
9.43
|
|
8.19
|
|
|||||
Average therm use per customer
|
|
|
|
|
|
||||||||||
Residential
|
937
|
|
775
|
|
986
|
|
919
|
|
995
|
|
|||||
Commercial, industrial and other
|
3,773
|
|
3,675
|
|
4,350
|
|
4,986
|
|
4,777
|
|
|||||
Degree days
(2)
|
4,664
|
|
3,698
|
|
4,686
|
|
4,341
|
|
4,791
|
|
|||||
Weather as a percent of normal
(3)
|
99.9
|
%
|
77.9
|
%
|
99.3
|
%
|
91.4
|
%
|
100.9
|
%
|
|||||
Number of employees
|
611
|
|
611
|
|
590
|
|
582
|
|
613
|
|
(1)
|
NJNG's income from operations divided by interest expense.
|
(2)
|
Degree-day
is the measure of the variation in the weather based on the extent to which the average daily temperature falls below 65 degrees Fahrenheit.
|
(3)
|
Normal heating degree-days are based on a twenty-year average, calculated based upon three reference areas representative of NJNG's service territory.
|
Pension Plans
|
|
|
|
|
|
|
|
|
|||||
Actuarial Assumptions
|
Increase/
(Decrease)
|
Estimated
Increase/(Decrease) on PBO (Thousands) |
Estimated
Increase/(Decrease) to Expense (Thousands) |
||||||||||
Discount rate
|
1.00
|
|
%
|
|
$
|
(24,994
|
)
|
|
|
$
|
(2,947
|
)
|
|
Discount rate
|
(1.00
|
)
|
%
|
|
$
|
31,162
|
|
|
|
$
|
3,603
|
|
|
Rate of return on plan assets
|
1.00
|
|
%
|
|
n/a
|
|
|
$
|
(1,744
|
)
|
|
||
Rate of return on plan assets
|
(1.00
|
)
|
%
|
|
n/a
|
|
|
$
|
1,744
|
|
|
Other Postemployment Benefits
|
|
|
|
|
|
|
|
|
|||||
Actuarial Assumptions
|
Increase/
(Decrease)
|
Estimated
Increase/(Decrease) on PBO (Thousands) |
Estimated
Increase/(Decrease) to Expense (Thousands) |
||||||||||
Discount rate
|
1.00
|
|
%
|
|
$
|
(15,513
|
)
|
|
|
$
|
(1,959
|
)
|
|
Discount rate
|
(1.00
|
)
|
%
|
|
$
|
19,528
|
|
|
|
$
|
2,436
|
|
|
Rate of return on plan assets
|
1.00
|
|
%
|
|
n/a
|
|
|
$
|
(413
|
)
|
|
||
Rate of return on plan assets
|
(1.00
|
)
|
%
|
|
n/a
|
|
|
$
|
417
|
|
|
||
|
|
|
|
|
|
|
|
|
|||||
Actuarial Assumptions
|
Increase/
(Decrease)
|
Estimated
Increase/(Decrease) on PBO (Thousands) |
Estimated
Increase/(Decrease) to Expense (Thousands) |
||||||||||
Health care cost trend rate
|
1.00
|
|
%
|
|
$
|
18,008
|
|
|
|
$
|
3,613
|
|
|
Health care cost trend rate
|
(1.00
|
)
|
%
|
|
$
|
(14,629
|
)
|
|
|
$
|
(2,843
|
)
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||
Operating revenues
|
$
|
3,198,068
|
|
$
|
2,248,923
|
|
$3,009,209
|
Gas purchases
|
$
|
2,712,223
|
|
$
|
1,841,408
|
|
$2,550,571
|
•
|
higher
average commodity prices at NJRES
, which correlate to a
27.2 percent
increase in average NYMEX prices
and
|
•
|
increases at NJNG due primarily to bill credits issued to NJNG customers during
fiscal 2012
, which did not recur during
fiscal 2013
, along with
higher
sales due primarily to weather being
colder
and increased off-system sales, partially offset by decreases in firm sales to customers impacted by Superstorm Sandy.
|
•
|
decreases in off-system sales, decreases in firm sales due to lower therm usage and bill credits issued to NJNG customers during
fiscal 2012
, that did not occur during
fiscal 2011
and
|
•
|
lower
average commodity prices at NJRES
, which correlate to
31 percent
lower price levels on the NYMEX.
|
($ in thousands)
|
2013
|
2012
|
2011
|
||||||||||||||
|
Net Income
|
Assets
|
Net Income
|
Assets
|
Net Income
|
Assets
|
|||||||||||
Natural Gas Distribution
|
$
|
73,846
|
|
$
|
2,094,940
|
|
73,238
|
|
$
|
2,005,520
|
|
$
|
71,322
|
|
$
|
1,942,691
|
|
Clean Energy Ventures
|
10,060
|
|
253,663
|
|
19,452
|
|
223,247
|
|
6,761
|
|
80,234
|
|
|||||
Energy Services
|
20,725
|
|
468,096
|
|
(8,605
|
)
|
347,406
|
|
13,479
|
|
400,882
|
|
|||||
Midstream
|
7,199
|
|
153,536
|
|
6,749
|
|
157,779
|
|
6,780
|
|
159,940
|
|
|||||
Retail and Other
|
3,292
|
|
85,293
|
|
2,366
|
|
73,298
|
|
3,087
|
|
87,066
|
|
|||||
Intercompany assets
(1)
|
(313
|
)
|
(50,745
|
)
|
(321
|
)
|
(37,245
|
)
|
(130
|
)
|
(21,369
|
)
|
|||||
Total
|
$
|
114,809
|
|
$
|
3,004,783
|
|
92,879
|
|
$
|
2,770,005
|
|
$
|
101,299
|
|
$
|
2,649,444
|
|
(1)
|
Consists of transactions between subsidiaries that are eliminated and reclassified in consolidation.
|
•
|
increases
at NJRES due primarily to changes in realized and unrealized derivative gains, partially offset by
|
•
|
decreases
in ITCs associated with solar projects at NJRCEV.
|
•
|
decreases
at NJRES due primarily to changes in the fair value of financial instruments, partially offset by
|
•
|
increases
in ITCs associated with solar projects at NJRCEV and
|
•
|
improved earnings at NJNG due primarily to customer growth and additional revenue related to infrastructure projects.
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Net income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
Add:
|
|
|
|
||||||
Unrealized (gain) loss on derivative instruments and related transactions, net of taxes
|
(5,956
|
)
|
22,631
|
|
23,320
|
|
|||
Effects of economic hedging related to natural gas inventory, net of taxes
|
4,828
|
|
(3,093
|
)
|
(18,086
|
)
|
|||
NFE
|
$
|
113,681
|
|
$
|
112,417
|
|
$
|
106,533
|
|
|
|
|
|
||||||
Basic earnings per share
|
$
|
2.76
|
|
$
|
2.24
|
|
$
|
2.45
|
|
Basic NFE per share
|
$
|
2.73
|
|
$
|
2.71
|
|
$
|
2.58
|
|
(Thousands)
|
2013
|
|
2012
|
|
2011
|
||||||||||||
Natural Gas Distribution
|
$
|
73,846
|
|
65
|
%
|
|
$
|
73,238
|
|
65
|
%
|
|
$
|
71,322
|
|
67
|
%
|
Clean Energy Ventures
|
10,060
|
|
9
|
|
|
19,452
|
|
17
|
|
|
6,761
|
|
6
|
|
|||
Energy Services
|
19,311
|
|
17
|
|
|
10,791
|
|
10
|
|
|
18,583
|
|
18
|
|
|||
Midstream
|
7,199
|
|
6
|
|
|
6,749
|
|
6
|
|
|
6,780
|
|
6
|
|
|||
Retail and Other
|
3,292
|
|
3
|
|
|
2,366
|
|
2
|
|
|
3,087
|
|
3
|
|
|||
Eliminations
(1)
|
(27
|
)
|
—
|
|
|
(179
|
)
|
—
|
|
|
—
|
|
—
|
|
|||
Total
|
$
|
113,681
|
|
100
|
%
|
|
$
|
112,417
|
|
100
|
%
|
|
$
|
106,533
|
|
100
|
%
|
(1)
|
Consists
of transactions between subsidiaries that are eliminated in consolidation
.
|
•
|
Earning a reasonable rate of return on the investments in its natural gas distribution
and transmission
systems, as well as timely recovery of all prudently incurred costs in order to provide safe and reliable service throughout NJNG's territory:
|
•
|
Continuing to invest in the safety and integrity of its infrastructure;
|
•
|
Managing its new customer growth rate, which is expected to be approximately
1.5 percent
annually over the next two years;
|
•
|
Maintaining a collaborative relationship with the BPU on regulatory initiatives, including:
|
•
|
Managing the volatility of wholesale natural gas prices through a hedging program designed to keep customers' BGSS rates as stable as possible; and
|
•
|
Working to manage expectations related to its financial obligations associated with its MGP sites.
|
(Millions)
|
2012
|
2013
|
2014
|
2015
|
||||||||
Customer growth
|
$
|
22.6
|
|
$
|
24.5
|
|
$
|
24.7
|
|
$
|
25.6
|
|
System maintenance and other
|
50.8
|
|
42.5
|
|
63.3
|
|
55.9
|
|
||||
AIP/SAFE
|
46.7
|
|
45.3
|
|
31.6
|
|
33.7
|
|
||||
Superstorm Sandy
|
—
|
|
26.1
|
|
5.3
|
|
5.2
|
|
||||
NGV Advantage
|
—
|
|
1.0
|
|
6.5
|
|
—
|
|
||||
NJ RISE
|
—
|
|
—
|
|
4.6
|
|
13.0
|
|
||||
Liquefaction/LNG
|
—
|
|
—
|
|
16.0
|
|
16.3
|
|
||||
Southern Reliability
|
—
|
|
—
|
|
2.3
|
|
12.3
|
|
||||
Total
|
$
|
120.1
|
|
$
|
139.4
|
|
$
|
154.3
|
|
$
|
162.0
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Weather
(1)
|
$
|
4,463
|
|
$
|
30,243
|
|
$
|
571
|
|
Usage
|
11,284
|
|
14,745
|
|
7,733
|
|
|||
Total
|
$
|
15,747
|
|
$
|
44,988
|
|
$
|
8,304
|
|
(1)
|
Compared with the CIP 20-year average, weather was
.1 percent
,
22.1 percent
and
.7 percent
warmer
-than-normal during
fiscal 2013
,
2012
and
2011
, respectively.
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Utility gross margin
|
|
|
|
||||||
Operating revenues
|
$
|
787,987
|
|
$
|
627,713
|
|
$
|
971,724
|
|
Less:
|
|
|
|
||||||
Gas purchases
(
1)
|
414,594
|
|
274,370
|
|
592,909
|
|
|||
Energy and other taxes
(2)
|
48,037
|
|
37,241
|
|
58,520
|
|
|||
Regulatory rider expense
(3)
|
48,417
|
|
40,350
|
|
51,246
|
|
|||
Total utility gross margin
|
276,939
|
|
275,752
|
|
269,049
|
|
|||
Operation and maintenance expense
|
113,174
|
|
111,998
|
|
108,800
|
|
|||
Depreciation and amortization
|
37,999
|
|
35,247
|
|
33,140
|
|
|||
Other taxes not reflected in utility gross margin
|
4,373
|
|
3,899
|
|
3,944
|
|
|||
Operating income
|
121,393
|
|
124,608
|
|
123,165
|
|
|||
Other income
|
2,847
|
|
1,655
|
|
3,354
|
|
|||
Interest expense, net of capitalized interest
|
14,995
|
|
14,890
|
|
14,875
|
|
|||
Income tax provision
|
35,399
|
|
38,135
|
|
40,322
|
|
|||
Net income
|
$
|
73,846
|
|
$
|
73,238
|
|
$
|
71,322
|
|
(1)
|
Includes the purchased cost of the natural gas, fees paid to pipelines and storage facilities, adjustments as a result of BGSS incentive programs and hedging transactions.
|
(2)
|
Consists primarily of sales taxes and TEFA, both of which are passed through to customers and offset by corresponding revenues. TEFA will be phased out by January 2014.
|
(3)
|
Consists of expenses associated with state-mandated programs, the RA and energy efficiency programs and are calculated on a per-therm basis. These expenses are passed through to customers and offset by corresponding revenues.
|
|
2013 v. 2012
|
|
2012 v. 2011
|
||||||||||
(Millions)
|
Operating
revenue
|
Gas
purchases
|
|
Operating
revenue
|
Gas
purchases
|
||||||||
Firm sales
|
$
|
91.9
|
|
$
|
44.3
|
|
|
$
|
(140.0
|
)
|
$
|
(85.6
|
)
|
CIP adjustments
|
(29.2
|
)
|
—
|
|
|
36.7
|
|
—
|
|
||||
Fiscal 2012 BGSS bill credits
|
85.9
|
|
80.2
|
|
|
(85.9
|
)
|
(80.2
|
)
|
||||
Off-system sales
|
28.8
|
|
29.9
|
|
|
(107.2
|
)
|
(104.8
|
)
|
||||
Average BGSS rates
(1)
|
(10.9
|
)
|
(10.2
|
)
|
|
(51.5
|
)
|
(48.1
|
)
|
||||
Superstorm Sandy
|
(9.0
|
)
|
(4.4
|
)
|
|
—
|
|
—
|
|
||||
Other
|
2.8
|
|
0.7
|
|
|
4.4
|
|
2.1
|
|
||||
Total increase (decrease)
|
$
|
160.3
|
|
$
|
140.5
|
|
|
$
|
(343.5
|
)
|
$
|
(316.6
|
)
|
(1)
|
Operating revenue includes changes in sales tax of
$700,000
and
$3.4 million
during
fiscal 2013
and
2012
, respectively.
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
($ in thousands)
|
Margin
|
Bcf
|
|
Margin
|
Bcf
|
|
Margin
|
Bcf
|
|||||||||
Utility gross margin/throughput
|
|
|
|
|
|
|
|
|
|||||||||
Residential
|
$
|
167,530
|
|
38.3
|
|
|
$
|
173,451
|
|
32.9
|
|
|
$
|
172,280
|
|
42.3
|
|
Commercial, industrial and other
|
44,896
|
|
7.5
|
|
|
45,673
|
|
6.5
|
|
|
45,319
|
|
8.3
|
|
|||
Firm transportation
|
55,169
|
|
15.2
|
|
|
46,773
|
|
11.2
|
|
|
41,715
|
|
12.2
|
|
|||
Total utility firm gross margin/throughput
|
267,595
|
|
61.0
|
|
|
265,897
|
|
50.6
|
|
|
259,314
|
|
62.8
|
|
|||
BGSS incentive programs
|
8,777
|
|
141.5
|
|
|
9,385
|
|
99.6
|
|
|
9,324
|
|
107.0
|
|
|||
Interruptible
|
567
|
|
10.9
|
|
|
470
|
|
10.3
|
|
|
411
|
|
8.3
|
|
|||
Total utility gross margin/throughput
|
$
|
276,939
|
|
213.4
|
|
|
$
|
275,752
|
|
160.5
|
|
|
$
|
269,049
|
|
178.1
|
|
(Thousands)
|
2013 v. 2012
|
2012 v. 2011
|
||||||||
Customer impact
|
|
$
|
3,456
|
|
|
|
$
|
1,390
|
|
|
AIP
|
|
586
|
|
|
|
4,603
|
|
|
||
SAVEGREEN
|
|
1,018
|
|
|
|
590
|
|
|
||
Superstorm Sandy
|
|
(3,362
|
)
|
|
|
—
|
|
|
||
Total increase
|
|
$
|
1,698
|
|
|
|
$
|
6,583
|
|
|
|
2013
(1)
|
2012
|
2011
|
|||
Firm customers
|
|
|
|
|||
Residential
|
408,399
|
|
423,871
|
|
428,694
|
|
Commercial, industrial & other
|
24,302
|
|
24,985
|
|
25,666
|
|
Residential transport
|
54,253
|
|
41,820
|
|
31,830
|
|
Commercial transport
|
10,399
|
|
9,394
|
|
8,693
|
|
Total firm customers
|
497,353
|
|
500,070
|
|
494,883
|
|
Other
|
78
|
|
73
|
|
81
|
|
Total customers
|
497,431
|
|
500,143
|
|
494,964
|
|
(1)
|
Excludes approximately 8,500 customers whose service is still impacted from the effects of Superstorm Sandy.
|
(Thousands)
|
2013 v. 2012
|
2012 v. 2011
|
||||||||
Off-system sales
|
|
$
|
(1,159
|
)
|
|
|
$
|
(2,425
|
)
|
|
Capacity release
|
|
294
|
|
|
|
1,234
|
|
|
||
Storage
|
|
300
|
|
|
|
960
|
|
|
||
FRM
|
|
(43
|
)
|
|
|
292
|
|
|
||
Total (decrease) increase
|
|
$
|
(608
|
)
|
|
|
$
|
61
|
|
|
(Thousands)
|
2013 v. 2012
|
2012 v. 2011
|
||||||||
Compensation & benefits
|
|
$
|
2,172
|
|
|
|
$
|
4,295
|
|
|
Shared corporate costs
|
|
(99
|
)
|
|
|
1,183
|
|
|
||
Bad debt
|
|
112
|
|
|
|
(2,363
|
)
|
|
||
Other
|
|
(1,009
|
)
|
|
|
83
|
|
|
||
Total increase
|
|
$
|
1,176
|
|
|
|
$
|
3,198
|
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Operating revenue
|
$
|
11,988
|
|
$
|
2,257
|
|
$
|
862
|
|
Operation and maintenance expense
|
8,831
|
|
8,505
|
|
5,101
|
|
|||
Depreciation and amortization
|
8,477
|
|
5,680
|
|
421
|
|
|||
Other taxes
|
153
|
|
273
|
|
99
|
|
|||
Operating (loss)
|
(5,473
|
)
|
(12,201
|
)
|
(4,759
|
)
|
|||
Other income
|
1,209
|
|
—
|
|
—
|
|
|||
Interest expense, net
|
3,387
|
|
854
|
|
84
|
|
|||
Income tax (benefit)
|
(17,711
|
)
|
(32,507
|
)
|
(11,604
|
)
|
|||
Net income
|
$
|
10,060
|
|
$
|
19,452
|
|
$
|
6,761
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
SREC sales
|
$
|
9,506
|
|
$
|
1,137
|
|
$
|
733
|
|
Energy sales and other
|
2,482
|
|
1,120
|
|
129
|
|
|||
Total operating revenues
|
$
|
11,988
|
|
$
|
2,257
|
|
$
|
862
|
|
|
2013
|
2012
|
2011
|
|||
SRECs generated
|
57,231
|
|
35,126
|
|
2,077
|
|
SRECs sold
|
74,238
|
|
7,363
|
|
1,788
|
|
SRECs in inventory at September 30
|
11,351
|
|
28,358
|
|
595
|
|
($ in Thousands)
|
2013
|
2012
|
2011
|
||||||||||||||||||
Placed in service
|
Projects
|
MW
|
ITC Costs
|
Projects
|
MW
|
ITC Costs
|
Projects
|
MW
|
ITC Costs
|
||||||||||||
Net-metered:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial
|
3
|
|
4.8
|
|
$
|
13,693
|
|
2
|
|
1.3
|
|
$
|
6,780
|
|
4
|
|
3.5
|
|
$
|
16,692
|
|
Residential
|
959
|
|
8.6
|
|
28,693
|
|
778
|
|
5.9
|
|
20,506
|
|
349
|
|
2.4
|
|
9,660
|
|
|||
Grid-connected
|
1
|
|
6.7
|
|
19,407
|
|
2
|
|
18.9
|
|
86,512
|
|
1
|
|
3.9
|
|
13,975
|
|
|||
Total placed in service
|
963
|
|
20.1
|
|
$
|
61,793
|
|
782
|
|
26.1
|
|
$
|
113,798
|
|
354
|
|
9.8
|
|
$
|
40,327
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Operating revenues
|
$
|
2,356,578
|
|
$
|
1,580,611
|
|
$
|
2,052,303
|
|
Gas purchases (including demand charges)
(1)
|
2,307,072
|
|
1,574,246
|
|
2,016,704
|
|
|||
Gross margin
|
49,506
|
|
6,365
|
|
35,599
|
|
|||
Operation and maintenance expense
|
14,390
|
|
17,759
|
|
16,682
|
|
|||
Depreciation and amortization
|
44
|
|
59
|
|
61
|
|
|||
Other taxes
|
1,298
|
|
1,043
|
|
1,110
|
|
|||
Operating income (loss)
|
33,774
|
|
(12,496
|
)
|
17,746
|
|
|||
Other income
|
1
|
|
37
|
|
9
|
|
|||
Interest expense, net
|
2,534
|
|
1,096
|
|
995
|
|
|||
Income tax provision (benefit)
|
10,516
|
|
(4,950
|
)
|
3,281
|
|
|||
Net income (loss)
|
$
|
20,725
|
|
$
|
(8,605
|
)
|
$
|
13,479
|
|
•
|
64.2
Bcf of net short futures contracts
, and;
|
•
|
1.5
Bcf of net long options
.
|
•
|
42.5
Bcf of net short futures contracts and fixed swap positions
, and;
|
•
|
27.1
Bcf of net long basis swap positions
.
|
•
|
28.3
Bcf of net short futures contracts and fixed swap positions
, and;
|
•
|
27.4
Bcf of net short basis swap positions
.
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Operating revenues
|
$
|
2,356,578
|
|
$
|
1,580,611
|
|
$
|
2,052,303
|
|
Less: Gas purchases
|
2,307,072
|
|
1,574,246
|
|
2,016,704
|
|
|||
Add:
|
|
|
|
||||||
Unrealized (gain) loss on derivative instruments and related transactions
|
(9,872
|
)
|
35,566
|
|
36,676
|
|
|||
Effects of economic hedging related to natural gas inventory
|
7,635
|
|
(4,891
|
)
|
(28,604
|
)
|
|||
Financial margin
|
$
|
47,269
|
|
$
|
37,040
|
|
$
|
43,671
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Operating income (loss)
|
$
|
33,774
|
|
$
|
(12,496
|
)
|
$
|
17,746
|
|
Add:
|
|
|
|
||||||
Operation and maintenance expense
|
14,390
|
|
17,759
|
|
16,682
|
|
|||
Depreciation and amortization
|
44
|
|
59
|
|
61
|
|
|||
Other taxes
|
1,298
|
|
1,043
|
|
1,110
|
|
|||
Subtotal - Gross margin
|
49,506
|
|
6,365
|
|
35,599
|
|
|||
Add:
|
|
|
|
||||||
Unrealized (gain) loss on derivative instruments and related transactions
|
(9,872
|
)
|
35,566
|
|
36,676
|
|
|||
Effects of economic hedging related to natural gas inventory
|
7,635
|
|
(4,891
|
)
|
(28,604
|
)
|
|||
Financial margin
|
$
|
47,269
|
|
$
|
37,040
|
|
$
|
43,671
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Net income (loss)
|
$
|
20,725
|
|
$
|
(8,605
|
)
|
$
|
13,479
|
|
Add:
|
|
|
|
||||||
Unrealized (gain) loss on derivative instruments and related transactions, net of taxes
|
(6,242
|
)
|
22,489
|
|
23,190
|
|
|||
Effects of economic hedging related to natural gas inventory, net of taxes
|
4,828
|
|
(3,093
|
)
|
(18,086
|
)
|
|||
Net financial earnings
|
$
|
19,311
|
|
$
|
10,791
|
|
$
|
18,583
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Equity in earnings of affiliates
|
$
|
13,868
|
|
$
|
14,308
|
|
$
|
14,904
|
|
Operation and maintenance expense
|
$
|
547
|
|
$
|
1,008
|
|
$
|
1,094
|
|
Interest expense, net
|
$
|
897
|
|
$
|
1,567
|
|
$
|
2,264
|
|
Income tax provision
|
$
|
4,993
|
|
$
|
4,978
|
|
$
|
4,702
|
|
Net income
|
$
|
7,199
|
|
$
|
6,749
|
|
$
|
6,780
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Steckman Ridge
|
$
|
8,671
|
|
$
|
9,294
|
|
$
|
10,026
|
|
Iroquois
|
5,197
|
|
5,014
|
|
4,878
|
|
|||
Total equity in earnings
|
$
|
13,868
|
|
$
|
14,308
|
|
$
|
14,904
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Operating revenues
|
$
|
47,954
|
|
$
|
42,195
|
|
$
|
39,960
|
|
Operation and maintenance expense
|
$
|
37,443
|
|
$
|
32,655
|
|
$
|
31,768
|
|
Net income
|
$
|
3,292
|
|
$
|
2,366
|
|
$
|
3,087
|
|
|
2013
|
|
2012
|
|
Common stock equity
|
48
|
%
|
50
|
%
|
Long-term debt
|
28
|
|
32
|
|
Short-term debt
|
24
|
|
18
|
|
Total
|
100
|
%
|
100
|
%
|
|
|
Up to
|
2-3
|
4-5
|
After
|
||||||||||
(Thousands)
|
Total
|
1 Year
|
Years
|
Years
|
5 Years
|
||||||||||
Long-term debt
(1)
|
$
|
663,622
|
|
$
|
78,014
|
|
$
|
57,903
|
|
$
|
201,713
|
|
$
|
325,992
|
|
Capital lease obligations
(1)
|
61,854
|
|
11,269
|
|
21,654
|
|
17,696
|
|
11,235
|
|
|||||
Operating leases
(1)
|
24,008
|
|
1,371
|
|
3,215
|
|
2,544
|
|
16,878
|
|
|||||
Short-term debt
|
365,600
|
|
365,600
|
|
—
|
|
—
|
|
—
|
|
|||||
New Jersey Clean Energy Program
(1)
|
15,127
|
|
15,127
|
|
—
|
|
—
|
|
—
|
|
|||||
Construction obligations
|
43,822
|
|
43,552
|
|
270
|
|
—
|
|
—
|
|
|||||
Remediation expenditures
(2)
|
183,600
|
|
14,810
|
|
23,490
|
|
22,000
|
|
123,300
|
|
|||||
Natural gas supply purchase obligations-NJNG
|
213,630
|
|
104,466
|
|
109,051
|
|
113
|
|
—
|
|
|||||
Demand fee commitments-NJNG
|
500,964
|
|
95,878
|
|
111,642
|
|
85,903
|
|
207,541
|
|
|||||
Natural gas supply purchase obligations-NJRES
|
285,638
|
|
238,843
|
|
46,795
|
|
—
|
|
—
|
|
|||||
Demand fee commitments-NJRES
|
152,853
|
|
72,890
|
|
49,541
|
|
23,639
|
|
6,783
|
|
|||||
Total contractual cash obligations
|
$
|
2,510,718
|
|
$
|
1,041,820
|
|
$
|
423,561
|
|
$
|
353,608
|
|
$
|
691,729
|
|
(1)
|
These obligations include an interest component, as defined under the related governing agreements or in accordance with the applicable tax statute.
|
(2)
|
Expenditures are estimated.
|
•
|
credits of
$85.9 million
issued to NJNG's customers during the first quarter of fiscal 2012 for overrecovered gas costs that did not recur during fiscal 2013;
|
•
|
cash received totaling $17.9 million due to the sale of NJRES' MF Global bankruptcy claim; partially offset by
|
•
|
additional expenditures of approximately $15.1 million related to Superstorm Sandy restoration efforts at NJNG that have been deferred as a regulatory asset.
|
•
|
credits of $85.9 million to NJNG's customers during the first quarter of fiscal 2012 for overrecovered gas costs previously collected from customers, in addition to a decrease in NJNG's BGSS rate implemented at the beginning of fiscal 2012 that contributed toward a decrease in the recovery of gas costs during fiscal 2012;
|
•
|
changes in gas purchase payables at NJRES due primarily to a 37 percent decline in average prices during fiscal 2012, compared with a 12 percent decline during fiscal 2011, in addition to a reduction in park-and-loan activity during fiscal 2012, resulting in a decrease of $93 million in cash flows; and
|
•
|
an increase in margin deposits of $30 million at NJRES due primarily to a decrease in the market value of open derivative positions as a result of changes in the NYMEX forward prices.
|
|
S&P
|
Moody's
|
Corporate Rating
|
A
|
N/A
|
Commercial Paper
|
A-1
|
P-1
|
Senior Secured
|
A+
|
Aa3
|
Ratings Outlook
|
Stable
|
Stable
|
|
Balance
|
Increase
|
Less
|
Balance
|
||||||||||||
(Thousands)
|
September 30,
2012 |
(Decrease) in Fair
Market Value
|
Amounts
Settled
|
September 30,
2013 |
||||||||||||
NJNG
|
|
$
|
2,169
|
|
|
$
|
1,212
|
|
|
$
|
1,943
|
|
|
$
|
1,438
|
|
NJRES
|
|
(7,969
|
)
|
|
39,415
|
|
|
16,883
|
|
|
14,563
|
|
||||
Total
|
|
$
|
(5,800
|
)
|
|
$
|
40,627
|
|
|
$
|
18,826
|
|
|
$
|
16,001
|
|
(Thousands)
|
2014
|
2015
|
2016 - 2018
|
After 2018
|
Total
Fair Value
|
|||||||||||||
Price based on NYMEX
|
$
|
9,949
|
|
$
|
770
|
|
|
$
|
(8
|
)
|
|
$
|
—
|
|
|
$
|
10,711
|
|
Price based on other external data
|
6,266
|
|
(567
|
)
|
|
(409
|
)
|
|
—
|
|
|
5,290
|
|
|||||
Total
|
$
|
16,215
|
|
$
|
203
|
|
|
$
|
(417
|
)
|
|
$
|
—
|
|
|
$
|
16,001
|
|
|
|
Volume Bcf
|
Price per MMBtu
|
Amounts included in Derivatives (Thousands)
|
||||
NJNG
|
Futures
|
22.6
|
|
$2.80 - $4.29
|
|
$
|
1,438
|
|
NJRES
|
Futures
|
(64.2
|
)
|
$2.57 - $4.96
|
|
14,571
|
|
|
|
Options
|
1.5
|
|
$0.02 - $0.02
|
|
$
|
(8
|
)
|
Total
|
|
|
|
|
$
|
16,001
|
|
|
Balance
|
Increase
|
Less
|
Balance
|
||||||||||
(Thousands)
|
September 30,
2012 |
(Decrease) in Fair
Market Value
|
Amounts
Settled
|
September 30,
2013 |
||||||||||
NJRES - Prices based on other external data
|
|
$
|
10,502
|
|
|
(26,057
|
)
|
|
(12,783
|
)
|
|
$
|
(2,772
|
)
|
|
Balance
|
Increase
|
Less
|
Balance
|
||||||||||
(Thousands)
|
September 30,
2012 |
(Decrease) in Fair
Market Value
|
Amounts
Settled
|
September 30,
2013 |
||||||||||
NJRES
|
|
$
|
74
|
|
|
17,858
|
|
|
17,921
|
|
|
$
|
11
|
|
(Thousands)
|
2014
|
2015
|
2016 - 2018
|
|
After 2018
|
|
Total
Fair Value
|
||||||||
Prices based on other external data
|
$
|
13
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
$
|
11
|
|
Derivative Fair Value Sensitivity Analysis
|
|
||||||||||||||
(Thousands)
|
Henry Hub Futures and Fixed Price Swaps
|
||||||||||||||
Percent increase in NYMEX natural gas futures prices
|
0%
|
5%
|
10%
|
15%
|
20%
|
||||||||||
Estimated change in derivative fair value
|
$
|
—
|
|
$
|
(12,147
|
)
|
$
|
(24,293
|
)
|
$
|
(36,440
|
)
|
$
|
(48,587
|
)
|
Ending derivative fair value
|
$
|
15,826
|
|
$
|
3,679
|
|
$
|
(8,467
|
)
|
$
|
(20,614
|
)
|
$
|
(32,761
|
)
|
|
|
|
|
|
|
||||||||||
Percent decrease in NYMEX natural gas futures prices
|
0%
|
(5)%
|
(10)%
|
(15)%
|
(20)%
|
||||||||||
Estimated change in derivative fair value
|
$
|
—
|
|
$
|
12,147
|
|
$
|
24,293
|
|
$
|
36,440
|
|
$
|
48,587
|
|
Ending derivative fair value
|
$
|
15,826
|
|
$
|
27,973
|
|
$
|
40,119
|
|
$
|
52,266
|
|
$
|
64,413
|
|
(Thousands)
|
Gross Credit Exposure
|
Net Credit Exposure
|
||||||
Investment grade
|
|
$
|
178,935
|
|
|
$
|
127,797
|
|
Noninvestment grade
|
|
2,947
|
|
|
221
|
|
||
Internally-rated investment grade
|
|
25,272
|
|
|
14,150
|
|
||
Internally-rated noninvestment grade
|
|
9,760
|
|
|
2
|
|
||
Total
|
|
$
|
216,914
|
|
|
$
|
142,170
|
|
(Thousands)
|
Gross Credit Exposure
|
Net Credit Exposure
|
||||||
Investment grade
|
|
$
|
10,917
|
|
|
$
|
7,403
|
|
Noninvestment grade
|
|
—
|
|
|
—
|
|
||
Internally-rated investment grade
|
|
258
|
|
|
71
|
|
||
Internally-rated noninvestment grade
|
|
74
|
|
|
23
|
|
||
Total
|
|
$
|
11,249
|
|
|
$
|
7,497
|
|
•
|
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
|
•
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
|
•
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.
|
(Thousands, except per share data)
|
|
|
|||||||
Fiscal years ended September 30,
|
2013
|
2012
|
2011
|
||||||
OPERATING REVENUES
|
|
|
|
||||||
Utility
|
$
|
787,987
|
|
$
|
627,713
|
|
$
|
971,724
|
|
Nonutility
|
2,410,081
|
|
1,621,210
|
|
2,037,485
|
|
|||
Total operating revenues
|
3,198,068
|
|
2,248,923
|
|
3,009,209
|
|
|||
OPERATING EXPENSES
|
|
|
|
||||||
Gas purchases
|
|
|
|
||||||
Utility
|
406,185
|
|
268,459
|
|
534,363
|
|
|||
Nonutility
|
2,306,038
|
|
1,572,949
|
|
2,016,208
|
|
|||
Operation and maintenance
|
173,473
|
|
171,045
|
|
163,111
|
|
|||
Regulatory rider expenses
|
48,417
|
|
40,350
|
|
51,246
|
|
|||
Depreciation and amortization
|
47,310
|
|
41,643
|
|
34,370
|
|
|||
Energy and other taxes
|
57,414
|
|
45,787
|
|
66,910
|
|
|||
Total operating expenses
|
3,038,837
|
|
2,140,233
|
|
2,866,208
|
|
|||
OPERATING INCOME
|
159,231
|
|
108,690
|
|
143,001
|
|
|||
Other income
|
4,783
|
|
2,128
|
|
3,747
|
|
|||
Interest expense, net of capitalized interest
|
23,979
|
|
20,844
|
|
19,623
|
|
|||
INCOME BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF AFFILIATES
|
140,035
|
|
89,974
|
|
127,125
|
|
|||
Income tax provision
|
35,575
|
|
7,729
|
|
37,665
|
|
|||
Equity in earnings of affiliates
|
10,349
|
|
10,634
|
|
11,839
|
|
|||
NET INCOME
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
|
|
|
|
||||||
EARNINGS PER COMMON SHARE
|
|
|
|
||||||
BASIC
|
$2.76
|
$2.24
|
$2.45
|
||||||
DILUTED
|
$2.75
|
$2.23
|
$2.44
|
||||||
DIVIDENDS PER COMMON SHARE
|
$1.62
|
$1.54
|
$1.44
|
||||||
WEIGHTED AVERAGE SHARES OUTSTANDING
|
|
|
|
||||||
BASIC
|
41,658
|
|
41,527
|
|
41,359
|
|
|||
DILUTED
|
41,814
|
|
41,632
|
|
41,568
|
|
(Thousands)
|
|
|
|
||||||
Fiscal years ended September 30,
|
2013
|
2012
|
2011
|
||||||
Net income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
Other comprehensive income, net of tax
|
|
|
|
||||||
Unrealized gain on available for sale securities, net of tax of $(330), $(270) and $(24), respectively
(1)
|
479
|
|
391
|
|
38
|
|
|||
Net unrealized (loss) gain on derivatives, net of tax of $23, $71 and $(84), respectively
|
(39
|
)
|
(122
|
)
|
146
|
|
|||
Adjustment to postemployment benefit obligation, net of tax of $(5,934), $345 and $(567), respectively
|
8,710
|
|
(436
|
)
|
1,219
|
|
|||
Other comprehensive income (loss)
|
9,150
|
|
(167
|
)
|
1,403
|
|
|||
Comprehensive income
|
$
|
123,959
|
|
$
|
92,712
|
|
$
|
102,702
|
|
(1)
|
Available for sale securities are included in other noncurrent assets on the Consolidated Balance Sheets.
|
(Thousands)
|
|
|
|
|
|
||||||
Fiscal years ended September 30,
|
2013
|
|
2012
|
|
2011
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income
|
$
|
114,809
|
|
|
$
|
92,879
|
|
|
$
|
101,299
|
|
Adjustments to reconcile net income to cash flows from operating activities
|
|
|
|
|
|
||||||
Unrealized (gain) loss on derivative instruments
|
(9,417
|
)
|
|
35,789
|
|
|
36,876
|
|
|||
Depreciation and amortization
|
47,310
|
|
|
41,643
|
|
|
35,200
|
|
|||
Allowance for equity used during construction
|
(2,037
|
)
|
|
(638
|
)
|
|
(2,100
|
)
|
|||
Allowance for bad debt expense
|
2,627
|
|
|
3,932
|
|
|
4,865
|
|
|||
Deferred income taxes
|
41,075
|
|
|
(5,323
|
)
|
|
35,034
|
|
|||
Manufactured gas plant remediation costs
|
(6,166
|
)
|
|
(7,965
|
)
|
|
(14,115
|
)
|
|||
Equity in earnings of equity investees, net of distributions received
|
3,299
|
|
|
6,799
|
|
|
2,791
|
|
|||
Cost of removal - asset retirement obligations
|
(1,697
|
)
|
|
(1,196
|
)
|
|
(826
|
)
|
|||
Contributions to postemployment benefit plans
|
(26,028
|
)
|
|
(25,874
|
)
|
|
(11,496
|
)
|
|||
Changes in
|
|
|
|
|
|
||||||
Components of working capital
|
(60,316
|
)
|
|
(95,357
|
)
|
|
43,748
|
|
|||
Other noncurrent assets
|
9,496
|
|
|
(20,539
|
)
|
|
7,081
|
|
|||
Other noncurrent liabilities
|
1,039
|
|
|
26,931
|
|
|
11,744
|
|
|||
Cash flows from operating activities
|
113,994
|
|
|
51,081
|
|
|
250,101
|
|
|||
CASH FLOWS (USED IN) INVESTING ACTIVITIES
|
|
|
|
|
|
||||||
Expenditures for
|
|
|
|
|
|
||||||
Utility plant
|
(110,482
|
)
|
|
(104,277
|
)
|
|
(93,624
|
)
|
|||
Solar equipment
|
(59,125
|
)
|
|
(89,726
|
)
|
|
(71,989
|
)
|
|||
Real estate properties and other
|
(1,042
|
)
|
|
(1,334
|
)
|
|
(3,549
|
)
|
|||
Cost of removal
|
(26,601
|
)
|
|
(12,178
|
)
|
|
(8,369
|
)
|
|||
Investments in equity investees
|
—
|
|
|
(8,800
|
)
|
|
—
|
|
|||
Distribution from equity investees in excess of equity in earnings
|
3,079
|
|
|
—
|
|
|
—
|
|
|||
Withdrawal from restricted cash construction fund
|
56
|
|
|
(802
|
)
|
|
58
|
|
|||
Proceeds from asset sales
|
—
|
|
|
—
|
|
|
2,396
|
|
|||
Proceeds from sale of available for sale securities
|
482
|
|
|
—
|
|
|
—
|
|
|||
Cash flows (used in) investing activities
|
(193,633
|
)
|
|
(217,117
|
)
|
|
(175,077
|
)
|
|||
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES
|
|
|
|
|
|
||||||
Proceeds from issuance of common stock
|
37,839
|
|
|
13,834
|
|
|
13,704
|
|
|||
Tax benefit from stock options exercised
|
173
|
|
|
780
|
|
|
2,007
|
|
|||
Proceeds from sale-leaseback transaction
|
7,076
|
|
|
6,522
|
|
|
5,901
|
|
|||
Proceeds from long-term debt
|
50,000
|
|
|
100,000
|
|
|
97,045
|
|
|||
Payments of long-term debt
|
(8,953
|
)
|
|
(8,025
|
)
|
|
(130,091
|
)
|
|||
Purchases of treasury stock
|
(26,606
|
)
|
|
(8,768
|
)
|
|
(10,193
|
)
|
|||
Payments of common stock dividends
|
(67,230
|
)
|
|
(61,688
|
)
|
|
(58,650
|
)
|
|||
Net proceeds from short-term debt
|
85,800
|
|
|
120,450
|
|
|
11,750
|
|
|||
Cash flows from (used in) financing activities
|
78,099
|
|
|
163,105
|
|
|
(68,527
|
)
|
|||
Change in cash and cash equivalents
|
(1,540
|
)
|
|
(2,931
|
)
|
|
6,497
|
|
|||
Cash and cash equivalents at beginning of period
|
4,509
|
|
|
7,440
|
|
|
943
|
|
|||
Cash and cash equivalents at end of period
|
$
|
2,969
|
|
|
$
|
4,509
|
|
|
$
|
7,440
|
|
CHANGES IN COMPONENTS OF WORKING CAPITAL
|
|
|
|
|
|
||||||
Receivables
|
$
|
(72,244
|
)
|
|
$
|
36,670
|
|
|
$
|
(49,473
|
)
|
Inventories
|
(55,755
|
)
|
|
28,814
|
|
|
40,363
|
|
|||
Recovery of gas costs
|
6,100
|
|
|
(11,686
|
)
|
|
41,118
|
|
|||
Gas purchases payable
|
72,399
|
|
|
(70,277
|
)
|
|
22,289
|
|
|||
Prepaid and accrued taxes
|
(8,182
|
)
|
|
23,036
|
|
|
(8,691
|
)
|
|||
Accounts payable and other
|
726
|
|
|
(3,418
|
)
|
|
4,469
|
|
|||
Restricted broker margin accounts
|
15,348
|
|
|
666
|
|
|
(31,813
|
)
|
|||
Customers' credit balances and deposits
|
(24,059
|
)
|
|
(65,324
|
)
|
|
21,819
|
|
|||
Other current assets
|
5,351
|
|
|
(33,838
|
)
|
|
3,667
|
|
|||
Total
|
$
|
(60,316
|
)
|
|
$
|
(95,357
|
)
|
|
$
|
43,748
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION
|
|
|
|
|
|
||||||
Cash paid for
|
|
|
|
|
|
||||||
Interest (net of amounts capitalized)
|
$
|
20,414
|
|
|
$
|
16,670
|
|
|
$
|
17,323
|
|
Income taxes
|
$
|
12,039
|
|
|
$
|
10,053
|
|
|
$
|
5,165
|
|
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES
|
|
|
|
|
|
||||||
Accrued capital expenditures
|
$
|
(7,103
|
)
|
|
$
|
8,257
|
|
|
$
|
9,423
|
|
(Thousands)
|
|
|
||||
September 30,
|
2013
|
2012
|
||||
|
|
|
||||
PROPERTY, PLANT AND EQUIPMENT
|
|
|
||||
Utility plant, at cost
|
$
|
1,681,585
|
|
$
|
1,591,532
|
|
Construction work in progress
|
114,961
|
|
102,420
|
|
||
Solar equipment, real estate properties and other, at cost
|
249,516
|
|
192,026
|
|
||
Construction work in progress
|
9,093
|
|
20,558
|
|
||
Total property, plant and equipment
|
2,055,155
|
|
1,906,536
|
|
||
Accumulated depreciation and amortization, utility plant
|
(383,895
|
)
|
(402,308
|
)
|
||
Accumulated depreciation and amortization, solar equipment, real estate properties and other
|
(28,144
|
)
|
(19,351
|
)
|
||
Property, plant and equipment, net
|
1,643,116
|
|
1,484,877
|
|
||
|
|
|
||||
CURRENT ASSETS
|
|
|
||||
Cash and cash equivalents
|
2,969
|
|
4,509
|
|
||
Customer accounts receivable
|
|
|
||||
Billed
|
240,281
|
|
170,543
|
|
||
Unbilled revenues
|
7,429
|
|
7,017
|
|
||
Allowance for doubtful accounts
|
(5,330
|
)
|
(4,797
|
)
|
||
Regulatory assets
|
34,372
|
|
32,734
|
|
||
Gas in storage, at average cost
|
314,477
|
|
265,193
|
|
||
Materials and supplies, at average cost
|
14,334
|
|
7,863
|
|
||
Prepaid and accrued taxes
|
42,645
|
|
32,029
|
|
||
Asset held for sale
|
5,428
|
|
—
|
|
||
Derivatives, at fair value
|
53,327
|
|
48,021
|
|
||
Restricted broker margin accounts
|
6,581
|
|
21,929
|
|
||
Deferred taxes
|
8,432
|
|
29,074
|
|
||
Other current assets
|
20,953
|
|
33,229
|
|
||
Total current assets
|
745,898
|
|
647,344
|
|
||
|
|
|
||||
NONCURRENT ASSETS
|
|
|
||||
Investments in equity investees
|
161,591
|
|
164,595
|
|
||
Prepaid pension asset
|
6,287
|
|
—
|
|
||
Regulatory assets
|
402,202
|
|
441,263
|
|
||
Derivatives, at fair value
|
2,761
|
|
2,328
|
|
||
Other noncurrent assets
|
42,928
|
|
29,598
|
|
||
Total noncurrent assets
|
615,769
|
|
637,784
|
|
||
Total assets
|
$
|
3,004,783
|
|
$
|
2,770,005
|
|
(Thousands)
|
|
|
||||
September 30,
|
2013
|
2012
|
||||
|
|
|
||||
CAPITALIZATION
|
|
|
||||
Common stock, $2.50 par value; authorized 75,000,000 shares;
outstanding 2013-41,961,534; 2012-41,619,633 |
$
|
112,563
|
|
$
|
110,956
|
|
Premium on common stock
|
300,196
|
|
272,566
|
|
||
Accumulated other comprehensive (loss), net of tax
|
(1,621
|
)
|
(10,771
|
)
|
||
Treasury stock at cost and other; shares 2013-3,060,356; 2012-2,763,659
|
(128,638
|
)
|
(116,551
|
)
|
||
Retained earnings
|
604,884
|
|
557,665
|
|
||
Common stock equity
|
887,384
|
|
813,865
|
|
||
Long-term debt
|
512,886
|
|
525,169
|
|
||
Total capitalization
|
1,400,270
|
|
1,339,034
|
|
||
|
|
|
||||
CURRENT LIABILITIES
|
|
|
||||
Current maturities of long-term debt
|
68,643
|
|
7,760
|
|
||
Short-term debt
|
365,600
|
|
279,800
|
|
||
Gas purchases payable
|
254,813
|
|
182,414
|
|
||
Accounts payable and other
|
60,342
|
|
66,765
|
|
||
Dividends payable
|
17,624
|
|
16,648
|
|
||
Deferred and accrued taxes
|
4,040
|
|
2,072
|
|
||
Regulatory liabilities
|
1,456
|
|
1,169
|
|
||
New Jersey clean energy program
|
14,532
|
|
5,619
|
|
||
Derivatives, at fair value
|
40,390
|
|
42,440
|
|
||
Customers' credit balances and deposits
|
24,393
|
|
48,452
|
|
||
Total current liabilities
|
851,833
|
|
653,139
|
|
||
|
|
|
||||
NONCURRENT LIABILITIES
|
|
|
||||
Deferred income taxes
|
372,773
|
|
355,306
|
|
||
Deferred investment tax credits
|
5,584
|
|
5,905
|
|
||
Deferred revenue
|
4,763
|
|
5,502
|
|
||
Derivatives, at fair value
|
2,458
|
|
3,133
|
|
||
Manufactured gas plant remediation
|
183,600
|
|
182,000
|
|
||
Postemployment employee benefit liability
|
67,897
|
|
124,196
|
|
||
Regulatory liabilities
|
79,647
|
|
67,077
|
|
||
Asset retirement obligation
|
28,711
|
|
27,983
|
|
||
Other noncurrent liabilities
|
7,247
|
|
6,730
|
|
||
Total noncurrent liabilities
|
752,680
|
|
777,832
|
|
||
Commitments and contingent liabilities (Note 13)
|
|
|
|
|||
Total capitalization and liabilities
|
$
|
3,004,783
|
|
$
|
2,770,005
|
|
(Thousands)
|
Number of Shares
|
Common Stock
|
Premium on Common Stock
|
Accumulated Other Comprehensive (Loss) Income
|
Treasury Stock And Other
|
Retained Earnings
|
Total
|
|||||||||||||||
Balance at September 30, 2010
|
41,174
|
|
$
|
109,713
|
|
$
|
251,147
|
|
|
$
|
(12,007
|
)
|
|
$
|
(110,385
|
)
|
$
|
487,015
|
|
$
|
725,483
|
|
Net income
|
|
|
|
|
|
|
|
101,299
|
|
101,299
|
|
|||||||||||
Other comprehensive income
|
|
|
|
|
1,403
|
|
|
|
|
1,403
|
|
|||||||||||
Common stock issued under stock plans
|
621
|
|
545
|
|
12,370
|
|
|
|
|
11,213
|
|
|
24,128
|
|
||||||||
Tax benefits from stock plans
|
|
|
2,007
|
|
|
|
|
|
|
2,007
|
|
|||||||||||
Cash dividend declared ($1.44 per share)
|
|
|
|
|
|
|
|
(59,552
|
)
|
(59,552
|
)
|
|||||||||||
Treasury stock and other
|
(373
|
)
|
|
|
|
|
|
(18,511
|
)
|
|
(18,511
|
)
|
||||||||||
Balance at September 30, 2011
|
41,422
|
|
110,258
|
|
265,524
|
|
|
(10,604
|
)
|
|
(117,683
|
)
|
528,762
|
|
776,257
|
|
||||||
Net income
|
|
|
|
|
|
|
|
92,879
|
|
92,879
|
|
|||||||||||
Other comprehensive (loss)
|
|
|
|
|
(167
|
)
|
|
|
|
(167
|
)
|
|||||||||||
Common stock issued under stock plans
|
445
|
|
698
|
|
6,262
|
|
|
|
|
11,681
|
|
|
18,641
|
|
||||||||
Tax benefits from stock plans
|
|
|
780
|
|
|
|
|
|
|
780
|
|
|||||||||||
Cash dividend declared ($1.54 per share)
|
|
|
|
|
|
|
|
(63,976
|
)
|
(63,976
|
)
|
|||||||||||
Treasury stock and other
|
(247
|
)
|
|
|
|
|
|
(10,549
|
)
|
|
(10,549
|
)
|
||||||||||
Balance at September 30, 2012
|
41,620
|
|
110,956
|
|
272,566
|
|
|
(10,771
|
)
|
|
(116,551
|
)
|
557,665
|
|
813,865
|
|
||||||
Net income
|
|
|
|
|
|
|
|
114,809
|
|
114,809
|
|
|||||||||||
Other comprehensive income
|
|
|
|
|
9,150
|
|
|
|
|
9,150
|
|
|||||||||||
Common stock issued under stock plans
|
958
|
|
1,607
|
|
25,455
|
|
|
|
|
12,934
|
|
|
39,996
|
|
||||||||
Tax benefits from stock plans
|
|
|
2,175
|
|
|
|
|
|
|
2,175
|
|
|||||||||||
Cash dividend declared ($1.62 per share)
|
|
|
|
|
|
|
|
(67,590
|
)
|
(67,590
|
)
|
|||||||||||
Treasury stock and other
|
(616
|
)
|
|
|
|
|
|
(25,021
|
)
|
|
(25,021
|
)
|
||||||||||
Balance at September 30, 2013
|
41,962
|
|
$
|
112,563
|
|
$
|
300,196
|
|
|
$
|
(1,621
|
)
|
|
$
|
(128,638
|
)
|
$
|
604,884
|
|
$
|
887,384
|
|
1.
|
NATURE OF THE BUSINESS
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
|
2013
|
2012
|
||||||||||
($ in thousands)
|
Gas in Storage
|
|
Bcf
|
Gas in Storage
|
|
Bcf
|
||||||
NJNG
|
|
$
|
104,979
|
|
20.4
|
|
|
$
|
145,379
|
|
22.2
|
|
NJRES
|
|
209,498
|
|
62.3
|
|
|
119,814
|
|
45.5
|
|
||
Total
|
|
$
|
314,477
|
|
82.7
|
|
|
$
|
265,193
|
|
67.7
|
|
(Millions)
|
2013
|
2012
|
2011
|
||||||
NJRES
|
$
|
123.0
|
|
$
|
129.8
|
|
$
|
112.3
|
|
NJNG
|
92.1
|
|
86.7
|
|
98.9
|
|
|||
Total
|
$
|
215.1
|
|
$
|
216.5
|
|
$
|
211.2
|
|
($ in thousands)
|
2013
|
2012
|
2011
|
||||||
AFUDC:
|
|
|
|
||||||
Debt
|
$
|
921
|
|
$
|
300
|
|
$
|
1,020
|
|
Equity
|
2,037
|
|
638
|
|
2,100
|
|
|||
Total
|
$
|
2,958
|
|
$
|
938
|
|
$
|
3,120
|
|
Weighted average interest rate
|
1.05
|
%
|
1.47
|
%
|
5.21
|
%
|
(Millions)
|
2013
|
2012
|
2011
|
||||||
Sales tax
|
$
|
44.4
|
|
$
|
32.3
|
|
$
|
50.7
|
|
TEFA
(1)
|
5.0
|
|
6.0
|
|
9.0
|
|
|||
Total
|
$
|
49.4
|
|
$
|
38.3
|
|
$
|
59.7
|
|
(1)
|
TEFA will be phased out over a three-year period commencing January 1, 2012.
|
(Thousands)
|
|
|
|
|
||||
Property Classifications
|
Estimated Useful Lives
|
|
2013
|
2012
|
||||
Distribution facilities
|
38 to 74 years
|
|
$
|
1,421,885
|
|
$
|
1,352,101
|
|
Transmission facilities
|
35 to 56 years
|
|
273,853
|
|
248,774
|
|
||
Storage facilities
|
34 to 47 years
|
|
41,687
|
|
41,663
|
|
||
Solar property
|
20 to 25 years
|
|
232,409
|
|
181,123
|
|
||
All other property
|
5 to 35 years
|
|
85,321
|
|
82,875
|
|
||
Total property, plant and equipment
|
|
|
2,055,155
|
|
1,906,536
|
|
||
Accumulated depreciation and amortization
|
|
|
(412,039
|
)
|
(421,659
|
)
|
||
Property, plant and equipment, net
|
|
|
$
|
1,643,116
|
|
$
|
1,484,877
|
|
(Thousands)
|
2013
|
|
2012
|
||||||||
NJRES
|
$
|
194,263
|
|
81
|
%
|
|
$
|
135,891
|
|
80
|
%
|
NJNG
(1)
|
43,045
|
|
18
|
|
|
33,093
|
|
19
|
|
||
NJRCEV
|
293
|
|
—
|
|
|
154
|
|
—
|
|
||
NJRHS and other
|
2,680
|
|
1
|
|
|
1,405
|
|
1
|
|
||
Total
|
$
|
240,281
|
|
100
|
%
|
|
$
|
170,543
|
|
100
|
%
|
(1)
|
Does not include unbilled revenues of
$7.4 million
and
$7 million
as of
September 30, 2013
and
2012
, respectively.
|
(Thousands)
|
Unrealized gain on available for sale securities
|
Net unrealized gain on derivatives
|
Adjustment to postemployment benefit obligation
|
Total
|
|||||||||||
Balance at September 30, 2012
|
$
|
4,921
|
|
|
$
|
51
|
|
|
$
|
(15,743
|
)
|
|
$
|
(10,771
|
)
|
Other comprehensive income, net of tax
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income, excluding reclassifications, net of tax of $(485), $16, $(5,124), $(5,593)
|
703
|
|
|
(28
|
)
|
|
7,526
|
|
|
8,201
|
|
||||
Amounts reclassified from accumulated other comprehensive income, net of tax of $155, $7, $(810), $(648)
|
(224
|
)
|
(1)
|
(11
|
)
|
(2)
|
1,184
|
|
(3)
|
949
|
|
||||
Net current-period other comprehensive income, net of tax of $(331), $23, $(5,934), $(6,242)
|
479
|
|
|
(39
|
)
|
|
8,710
|
|
|
9,150
|
|
||||
Balance at September 30, 2013
|
$
|
5,400
|
|
|
$
|
12
|
|
|
$
|
(7,033
|
)
|
|
$
|
(1,621
|
)
|
(1)
|
Reclassified to other income in the Consolidated Statements of Operations.
|
(2)
|
Reclassified to gas purchases in the Consolidated Statements of Operations.
|
(3)
|
Included in the computation of net periodic pension cost, a component of O&M expense in the Consolidated Statements of Operations.
|
3.
|
REGULATION
|
(Thousands)
|
2013
|
2012
|
||||
Regulatory assets-current
|
|
|
||||
Underrecovered gas costs
|
$
|
953
|
|
$
|
7,053
|
|
Conservation Incentive Program
|
18,887
|
|
25,681
|
|
||
New Jersey Clean Energy Program
|
14,532
|
|
—
|
|
||
Total current regulatory assets
|
$
|
34,372
|
|
$
|
32,734
|
|
Regulatory assets-noncurrent
|
|
|
||||
Environmental remediation costs
|
|
|
||||
Expended, net of recoveries
|
$
|
46,968
|
|
$
|
59,745
|
|
Liability for future expenditures
|
183,600
|
|
182,000
|
|
||
Deferred income taxes
|
10,718
|
|
11,405
|
|
||
Derivatives, net
|
19
|
|
—
|
|
||
SAVEGREEN
|
30,004
|
|
26,025
|
|
||
New Jersey Clean Energy Program
|
—
|
|
5,619
|
|
||
Postemployment and other benefit costs
|
101,415
|
|
142,495
|
|
||
Deferred Superstorm Sandy costs
|
14,822
|
|
—
|
|
||
Other noncurrent regulatory assets
|
14,656
|
|
13,974
|
|
||
Total noncurrent regulatory assets
|
$
|
402,202
|
|
$
|
441,263
|
|
Regulatory liability-current
|
|
|
||||
Derivatives, net
|
1,456
|
|
1,169
|
|
||
Total current regulatory liabilities
|
$
|
1,456
|
|
$
|
1,169
|
|
Regulatory liabilities-noncurrent
|
|
|
||||
Cost of removal obligation
|
$
|
79,315
|
|
$
|
65,994
|
|
Derivatives, net
|
—
|
|
1,000
|
|
||
Other noncurrent regulatory liabilities
|
332
|
|
83
|
|
||
Total noncurrent regulatory liabilities
|
$
|
79,647
|
|
$
|
67,077
|
|
•
|
June 2011 BGSS/CIP filing - NJNG proposed to reduce BGSS rates resulting in a
9.1 percent
decrease for the average residential heating customer. The request was the result of cost control and natural gas purchasing strategies, as well as lower natural gas prices. In addition, NJNG requested approval to modify its CIP recovery rates resulting in a decrease of
$3 million
to the total annual recovery. The proposed CIP rates result in an increase to all classes except residential heat, which represents a decrease. In
May 2012
, the BPU approved the changes on a final basis effective
October 2011
. In
March 2012
, NJNG notified the BPU that it would reduce its BGSS rate resulting in a
3.6 percent
decrease to an average residential heat customer’s bill effective
April 1, 2012
.
|
•
|
June 2012 BGSS/CIP filing - NJNG proposed to maintain its current BGSS rate. In addition, NJNG requested approval to decrease the CIP rate for residential non-heating customers and increase the CIP rates for residential heating and commercial customers, which increased an average residential heating customer bill by
2.4 percent
effective
October 2012
. In
May 2013
, the BPU approved the changes on a final basis. In
May 2013
, NJNG notified the BPU that it was going to reduce its current BGSS rate resulting in a
5.2 percent
decrease to an average residential heat customer's bill, effective
June 1, 2013
.
|
•
|
June 2013 BGSS/CIP filing - NJNG proposed to maintain its current BGSS rate. In addition, NJNG proposed a
1 percent
reduction to an average residential heat customer's bill related to the CIP factor. The CIP rate reduction was provisionally approved by the BPU on
October 16, 2013
, to be effective
November 1, 2013
. On
November 21, 2013
, NJNG notified the BPU of its intent to reduce its BGSS rate, effective
December 1, 2013
, resulting in a
6 percent
decrease to the average residential heating customer bill.
|
•
|
June 2011 AIP filing - NJNG filed for AIP base rate cost recovery, which represented an increase of
$4.7 million
related to AIP infrastructure investments installed in NJNG's distribution and transmission systems. A settlement was reached and approved by the BPU effective
October 2011
. The rate changes included a weighted average cost of capital of
7.12 percent
or
7.76 percent
depending on the AIP project. The requested base rate change was approved on a final basis in August 2012.
|
•
|
November 2012 AIP filing - NJNG filed for AIP base rate cost recovery, requesting an increase of
$6.9 million
, which represents a cumulative impact of
$15.8 million
annually, related to AIP infrastructure investments installed in NJNG's distribution and transmission systems through
October 2012
. The existing weighted average costs of capital remained the same as previously approved. In
June 2013
, the BPU approved a
$6.5 million
base rate increase.
|
•
|
June 2011 SAVEGREEN filing - NJNG requested through an amended filing in
July 2011
, that the existing SAVEGREEN rate remain the same as of the original BPU approval in 2009. In
January 2012
, the BPU approved an extension of SAVEGREEN for one year with an additional
$10.4 million
of investments in customer incentives and rebates, earning a weighted average cost of capital of
7.1 percent
, including a cost of equity of
10.3 percent
.
|
•
|
June 2012 SAVEGREEN filing - In
July 2012
, NJNG filed two petitions with the BPU related to SAVEGREEN. The petitions include the 2012 rate filing, which represents a reconciliation of BPU-approved actual costs for SAVEGREEN and a petition related to the extension of SAVEGREEN over a four-year period, with modifications to include certain new projects. The rate impact will incorporate the existing SAVEGREEN and the extension will include modifications to grants, rebates and financing to be recovered over a two to ten-year period. In
June 2013
, the BPU approved the filing to extend and expand SAVEGREEN through
June 2015
, with certain modifications, resulting in a planned investment of more than
$85 million
, which includes
$17.3 million
of investments in grants and rebates, and includes a weighted average cost of capital of
6.9 percent
. In addition, the BPU approved a tariff rider rate increase of approximately
1.7 percent
to recover costs and investments related to SAVEGREEN over a two to ten-year period, which represents an an annual recovery of approximately
$12 million
.
|
•
|
June 2011 USF filing - NJNG filed to reduce the annual USF recovery rate, which was approved by the BPU, effective
November 2011
.
|
•
|
February 2012 SBC filing - NJNG requested, and received, BPU approval of its MGP expenditures incurred through
June 2011
, which continued its existing overall SBC rate and recovery that was approved by the BPU, effective
November 2011
.
|
•
|
June 2012 USF filing - NJNG filed to reduce the USF recovery rate resulting in a
.1 percent
decrease for the average residential heating customer. The rate was approved by the BPU effective
October 2012
.
|
•
|
June 2013 USF filing - NJNG filed to reduce the USF recovery rate resulting in a
.5 percent
decrease for the average residential heating customer. The rate was approved by the BPU in
October 2013
.
|
•
|
July 2013 SBC filing - NJNG requested approval of its MGP expenditures incurred through
June 2013
, as well as a reduction in the RA factor to
$18.7 million
annually and to increase its NJCEP factor for a net increase of
1.7 percent
to the average residential heat customer. The petition was provisionally approved by the BPU on
November 22, 2013
.
|
4.
|
DERIVATIVE INSTRUMENTS
|
(1)
|
The settlement of foreign currency transactions over the next 12 months is expected to result in the reclassification of
$13,097
from OCI into earnings. The maximum tenor is
April 2015
.
|
(1)
|
In October 2012, following the implementation of the Dodd-Frank Act, the ICE converted its cleared energy “swap” contracts to “futures” contracts and the NYMEX amended their product titles to remove the word “swap” from the titles of their “futures” and “option” contracts.
|
(Thousands)
|
Balance Sheet Location
|
2013
|
2012
|
||||
NJNG
|
Broker margin - Current assets
|
$
|
213
|
|
$
|
1,713
|
|
NJRES
|
Broker margin - Current assets
|
$
|
6,368
|
|
$
|
20,216
|
|
(Thousands)
|
Gross Credit
Exposure
|
||||
Investment grade
|
|
$
|
189,852
|
|
|
Noninvestment grade
|
|
2,947
|
|
|
|
Internally-rated investment grade
|
|
25,530
|
|
|
|
Internally-rated noninvestment grade
|
|
9,834
|
|
|
|
Total
|
|
$
|
228,163
|
|
|
5.
|
FAIR VALUE
|
(Thousands)
|
2013
|
2012
|
||||
NJNG
|
|
|
||||
Carrying value
|
$
|
379,845
|
|
$
|
329,845
|
|
Fair market value
|
$
|
397,175
|
|
$
|
364,394
|
|
NJR
|
|
|
||||
Carrying value
|
$
|
150,000
|
|
$
|
150,000
|
|
Fair market value
|
$
|
159,343
|
|
$
|
165,662
|
|
Level 1
|
Unadjusted quoted prices for identical assets or liabilities in active markets. NJR's Level 1 assets and liabilities include exchange traded futures and options contracts, listed equities, and money market funds.
Exchange traded futures and options contracts include all energy contracts traded on the NYMEX/CME and ICE that NJR refers internally to as basis swaps, fixed swaps, futures and options that are cleared through a FCM.
|
Level 2
|
Other significant observable inputs such as interest rates or
price data, including both commodity and basis pricing that is observed either directly or indirectly from publications or pricing services. NJR's Level 2 assets and liabilities include over-the-counter physical forward commodity contracts and swap contracts or derivatives that are initially valued using observable quotes and are subsequently adjusted to include time value, credit risk or estimated transport pricing components for which no basis price is available.
Level 2 financial derivatives consist of transactions with non-FCM counterparties (basis swaps, fixed swaps and/or options). For some physical commodity contracts the Company utilizes transportation tariff rates that are publicly available and that it considers to be observable inputs that are equivalent to market data received from an independent source. There are no significant judgments or adjustments applied to the transportation tariff inputs and no market perspective is required. Even if the transportation tariff input was considered to be a “model”, it would still be considered to be a Level 2 input as:
|
Level 3
|
Inputs derived from a significant amount of unobservable market data; these include NJR's best estimate of fair value and are derived primarily through the use of internal valuation methodologies.
|
|
Quoted Prices in Active Markets for Identical Assets
|
Significant Other Observable Inputs
|
Significant
Unobservable
Inputs
|
|
||||||||||||||
(Thousands)
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
Total
|
||||||||||||||
As of September 30, 2013:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Physical forward commodity contracts
|
|
$
|
—
|
|
|
|
$
|
11,823
|
|
|
|
$
|
—
|
|
|
$
|
11,823
|
|
Financial derivative contracts - natural gas
|
|
44,249
|
|
|
|
—
|
|
|
|
—
|
|
|
44,249
|
|
||||
Financial commodity contracts - foreign exchange
|
|
—
|
|
|
|
16
|
|
|
|
—
|
|
|
16
|
|
||||
Available for sale equity securities - energy industry
(1)
|
|
11,716
|
|
|
|
—
|
|
|
|
—
|
|
|
11,716
|
|
||||
Other
(2)
|
|
1,129
|
|
|
|
—
|
|
|
|
—
|
|
|
1,129
|
|
||||
Total assets at fair value
|
|
$
|
57,094
|
|
|
|
$
|
11,839
|
|
|
|
$
|
—
|
|
|
$
|
68,933
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||
Physical forward commodity contracts
|
|
$
|
—
|
|
|
|
$
|
14,595
|
|
|
|
$
|
—
|
|
|
$
|
14,595
|
|
Financial commodity contracts - natural gas
|
|
28,248
|
|
|
|
—
|
|
|
|
—
|
|
|
28,248
|
|
||||
Financial commodity contracts - foreign exchange
|
|
—
|
|
|
|
5
|
|
|
|
—
|
|
|
5
|
|
||||
Other
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
||||
Total liabilities at fair value
|
|
$
|
28,248
|
|
|
|
$
|
14,600
|
|
|
|
$
|
—
|
|
|
$
|
42,848
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
As of September 30, 2012:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Physical forward commodity contracts
|
|
$
|
—
|
|
|
|
$
|
20,248
|
|
|
|
$
|
—
|
|
|
$
|
20,248
|
|
Financial derivative contracts - natural gas
|
|
14,270
|
|
|
|
15,645
|
|
|
|
—
|
|
|
29,915
|
|
||||
Financial commodity contracts - foreign exchange
|
|
—
|
|
|
|
186
|
|
|
|
—
|
|
|
186
|
|
||||
Available for sale equity securities - energy industry
(1)
|
|
11,009
|
|
|
|
—
|
|
|
|
—
|
|
|
11,009
|
|
||||
Other
(2)
|
|
30
|
|
|
|
—
|
|
|
|
—
|
|
|
30
|
|
||||
Total assets at fair value
|
|
$
|
25,309
|
|
|
|
$
|
36,079
|
|
|
|
$
|
—
|
|
|
$
|
61,388
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||
Physical forward commodity contracts
|
|
$
|
—
|
|
|
|
$
|
9,746
|
|
|
|
$
|
—
|
|
|
$
|
9,746
|
|
Financial derivative contracts - natural gas
|
|
16,922
|
|
|
|
18,793
|
|
|
|
—
|
|
|
35,715
|
|
||||
Financial commodity contracts - foreign exchange
|
|
—
|
|
|
|
112
|
|
|
|
—
|
|
|
112
|
|
||||
Other
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
||||
Total liabilities at fair value
|
|
$
|
16,922
|
|
|
|
$
|
28,651
|
|
|
|
$
|
—
|
|
|
$
|
45,573
|
|
(1)
|
Included in other noncurrent assets on the Consolidated Balance Sheets.
|
(2)
|
Includes various money market funds in Level 1.
|
6.
|
INVESTMENTS IN EQUITY INVESTEES
|
(Thousands)
|
2013
|
2012
|
||||
Steckman Ridge
|
$
|
129,707
|
|
$
|
132,931
|
|
Iroquois
|
23,084
|
|
22,864
|
|
||
Total
|
$
|
152,791
|
|
$
|
155,795
|
|
7.
|
EARNINGS PER SHARE
|
(Thousands, except per share amounts)
|
2013
|
2012
|
2011
|
||||||
Net income , as reported
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
Basic earnings per share
|
|
|
|
||||||
Weighted average shares of common stock outstanding-basic
|
41,658
|
|
41,527
|
|
41,359
|
|
|||
Basic earnings per common share
|
$2.76
|
$2.24
|
$2.45
|
||||||
Diluted earnings per share
|
|
|
|
||||||
Weighted average shares of common stock outstanding-basic
|
41,658
|
|
41,527
|
|
41,359
|
|
|||
Incremental shares
(1)
|
156
|
|
105
|
|
209
|
|
|||
Weighted average shares of common stock outstanding-diluted
|
41,814
|
|
41,632
|
|
41,568
|
|
|||
Diluted earnings per common share
(2)
|
$2.75
|
$2.23
|
$2.44
|
(1)
|
Incremental shares consist of stock options, stock awards and performance units.
|
(2)
|
There were no anti-dilutive shares excluded from the calculation of diluted earnings per share for
fiscal 2013
,
2012
and
2011
.
|
8.
|
DEBT
|
(Millions)
|
NJNG
|
NJR
|
||||
2014
|
$
|
60.0
|
|
$
|
—
|
|
2015
|
$
|
—
|
|
$
|
25.0
|
|
2016
|
$
|
—
|
|
$
|
—
|
|
2017
|
$
|
—
|
|
$
|
50.0
|
|
2018
|
$
|
125.0
|
|
$
|
25.0
|
|
Thereafter
|
$
|
194.8
|
|
$
|
50.0
|
|
(Millions)
|
Lease Payments
|
|||
2014
|
|
$
|
11.3
|
|
2015
|
|
10.7
|
|
|
2016
|
|
10.9
|
|
|
2017
|
|
9.8
|
|
|
2018
|
|
7.9
|
|
|
Thereafter
|
|
11.3
|
|
|
Subtotal
|
|
61.9
|
|
|
Less: interest component
|
|
(10.2
|
)
|
|
Total
|
|
$
|
51.7
|
|
(Thousands)
|
2013
|
|
2012
|
||||
NJR
|
|
|
|
||||
Bank revolving credit facilities
(1)
|
$
|
325,000
|
|
|
$
|
325,000
|
|
Amount outstanding at end of period
|
$
|
97,000
|
|
|
$
|
144,800
|
|
Weighted average interest rate at end of period
|
1.00
|
%
|
|
1.16
|
%
|
||
Amount available at end of period
(2)
|
$
|
210,110
|
|
|
$
|
166,339
|
|
Bank term loan
|
$
|
100,000
|
|
|
$
|
—
|
|
Amount outstanding at end of period
|
$
|
100,000
|
|
|
$
|
—
|
|
Weighted average interest rate at end of period
|
0.74
|
%
|
|
—
|
%
|
||
Amount available at end of period
|
$
|
—
|
|
|
$
|
—
|
|
Bank letter of credit facility
(3)
|
$
|
10,000
|
|
|
$
|
—
|
|
NJNG
|
|
|
|
||||
Bank credit facility dedicated to EDA Bonds
(1) (3)
|
$
|
100,000
|
|
|
$
|
100,000
|
|
Bank revolving credit facilities
(1)
|
$
|
250,000
|
|
|
$
|
200,000
|
|
Amount outstanding at end of period
|
$
|
168,600
|
|
|
$
|
135,000
|
|
Weighted average interest rate at end of period
|
.13
|
%
|
|
.18
|
%
|
||
Amount available at end of period
(4)
|
$
|
81,400
|
|
|
$
|
65,000
|
|
(1)
|
Committed credit facilities, which require commitment fees on the unused amounts.
|
(2)
|
Letters of credit outstanding total
$17.9 million
and
$13.9 million
as of
September 30, 2013
and
2012
, respectively, which reduces amount available.
|
(3)
|
There were no borrowings outstanding as of
September 30, 2013
and
2012
, respectively.
|
(4)
|
Letters of credit outstanding total
$266,000
as of
September 30, 2013
, which reduces amount available. There were
no
letters of credit outstanding as of
September 30, 2012
.
|
9.
|
STOCK-BASED COMPENSATION
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Stock-based compensation expense:
|
|
|
|
||||||
Performance shares
|
$
|
1,049
|
|
$
|
1,276
|
|
$
|
915
|
|
Restricted stock
|
1,081
|
|
1,362
|
|
1,932
|
|
|||
Compensation expense included in operation and maintenance expense
|
2,130
|
|
2,638
|
|
2,847
|
|
|||
Income tax benefit
|
(870
|
)
|
(1,078
|
)
|
(1,163
|
)
|
|||
Total, net of tax
|
$
|
1,260
|
|
$
|
1,560
|
|
$
|
1,684
|
|
|
Shares
|
Weighted Average
Exercise Price
|
||||
Outstanding at September 30, 2010
|
263,128
|
|
|
$27.24
|
|
|
Granted
|
—
|
|
|
—
|
|
|
Exercised
|
(152,448
|
)
|
|
$26.86
|
|
|
Forfeited
|
(917
|
)
|
|
$18.11
|
|
|
Outstanding at September 30, 2011
|
109,763
|
|
|
$27.84
|
|
|
Granted
|
—
|
|
|
—
|
|
|
Exercised
|
(28,138
|
)
|
|
$25.30
|
|
|
Forfeited
|
—
|
|
|
—
|
|
|
Outstanding at September 30, 2012
|
81,625
|
|
|
$28.71
|
|
|
Granted
|
—
|
|
|
—
|
|
|
Exercised
|
(15,000
|
)
|
|
$25.08
|
|
|
Forfeited
|
—
|
|
|
—
|
|
|
Outstanding at September 30, 2013
|
66,625
|
|
|
$29.53
|
|
|
Exercisable at September 30, 2013
|
66,625
|
|
|
$29.53
|
|
|
Exercisable at September 30, 2012
|
81,625
|
|
|
$28.71
|
|
|
Exercisable at September 30, 2011
|
109,763
|
|
|
$27.84
|
|
|
Outstanding and Exercisable
|
||||||||
Exercise Price Range
|
Number
Of Stock
Options
|
Weighted Average
Remaining
Contractual Term
(in years)
|
Weighted
Average
Exercise
Price
|
Aggregate
Intrinsic
Value
(in thousands)
|
|||||
$25.12 - $28.65
|
17,250
|
|
1.2
|
$27.75
|
|
$
|
479
|
|
|
$28.66 - $30.37
|
49,375
|
|
1.6
|
$30.15
|
|
$
|
1,489
|
|
|
Total
|
66,625
|
|
1.5
|
$29.53
|
|
$
|
1,968
|
|
|
|
Shares
(1)
|
Weighted Average
Grant Date
Fair Value
|
||||
Non-vested and outstanding at September 30, 2010
|
50,475
|
|
|
$31.07
|
|
|
Granted
|
56,325
|
|
|
$26.24
|
|
|
Vested
|
—
|
|
|
—
|
|
|
Cancelled/forfeited
|
(773
|
)
|
|
$29.74
|
|
|
Non-vested and outstanding at September 30, 2011
|
106,027
|
|
|
$28.04
|
|
|
Granted
|
28,418
|
|
|
$47.17
|
|
|
Vested
(2)
|
(49,702
|
)
|
|
$30.08
|
|
|
Cancelled/forfeited
|
—
|
|
|
—
|
|
|
Non-vested and outstanding at September 30, 2012
|
84,743
|
|
|
$33.26
|
|
|
Granted
|
49,904
|
|
|
$30.74
|
|
|
Vested
|
—
|
|
|
—
|
|
|
Cancelled/forfeited
(3)
|
(56,325
|
)
|
|
$26.24
|
|
|
Non-vested and outstanding at September 30, 2013
|
78,322
|
|
|
$36.70
|
|
(1)
|
The number of common shares issued related to performance shares may range from
zero
to
150 percent
of the number of shares shown in the table above based on the Company's achievement of performance goals associated with NJR total shareowner return relative to a selected peer group of companies
.
|
(2)
|
As certified by the Company's Leadership and Compensation Committee on November 13, 2012, the number of common shares related to performance shares and market condition shares earned was
68.8 percent
, or
15,427
shares and
70 percent
, or
19,095
shares, respectively. The number represented on this line is the target number of
100 percent
. See footnote
(1)
above.
|
(3)
|
As certified by the Company's Leadership and Compensation Committee on November 12, 2013, the number of common shares granted in fiscal 2011 related to performance shares and market condition shares earned was zero percent. The number represented on this line is the target number of
100 percent
. See footnote
(1)
above.
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
Total Fair Value of Vested Shares (in Thousands)
|
|||||||
Non-vested and outstanding at September 30, 2010
|
56,365
|
|
|
$33.40
|
|
|
—
|
|
|
||
Granted
|
62,149
|
|
|
$40.74
|
|
|
—
|
|
|
||
Vested
|
(41,201
|
)
|
|
$(32.29)
|
|
|
$
|
1,723
|
|
|
|
Cancelled/forfeited
|
(216
|
)
|
|
$(36.42)
|
|
|
—
|
|
|
||
Non-vested and outstanding at September 30, 2011
|
77,097
|
|
|
$39.90
|
|
|
—
|
|
|
||
Granted
|
51,100
|
|
|
$47.17
|
|
|
—
|
|
|
||
Vested
(1)
|
(68,851
|
)
|
|
$(44.86)
|
|
|
$
|
3,198
|
|
|
|
Cancelled/forfeited
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
Non-vested and outstanding at September 30, 2012
|
59,346
|
|
|
$40.40
|
|
|
|
|
|||
Granted
|
69,434
|
|
|
$40.62
|
|
|
|
|
|||
Vested
(1)
|
(86,975
|
)
|
|
$(40.28)
|
|
|
$
|
3,622
|
|
|
|
Cancelled/forfeited
|
(2,550
|
)
|
|
$(40.74)
|
|
|
|
|
|||
Non-vested and outstanding at September 30, 2013
|
39,255
|
|
|
$41.05
|
|
|
|
|
(1)
|
A total of
4,673
previously granted and vested deferred restricted shares were forfeited prior to distribution due to non compliance with the terms of the agreement
.
|
10.
|
EMPLOYEE BENEFIT PLANS
|
|
Pension
(1)
|
OPEB
|
||||||||||
(Thousands)
|
2013
|
2012
|
2013
|
2012
|
||||||||
Change in Benefit Obligation
|
|
|
|
|
||||||||
Benefit obligation at beginning of year
|
$
|
211,136
|
|
$
|
171,148
|
|
$
|
121,027
|
|
$
|
99,066
|
|
Service cost
|
6,871
|
|
5,375
|
|
4,686
|
|
3,584
|
|
||||
Interest cost
|
8,942
|
|
8,825
|
|
5,148
|
|
5,133
|
|
||||
Plan participants' contributions
|
49
|
|
47
|
|
32
|
|
29
|
|
||||
Amendments
|
—
|
|
1,083
|
|
—
|
|
(3,423
|
)
|
||||
Actuarial (gain) loss
|
(22,288
|
)
|
30,428
|
|
(15,645
|
)
|
18,807
|
|
||||
Benefits paid, net of retiree subsidies received
|
(5,884
|
)
|
(5,770
|
)
|
(2,477
|
)
|
(2,169
|
)
|
||||
Benefit obligation at end of year
|
$
|
198,826
|
|
$
|
211,136
|
|
$
|
112,771
|
|
$
|
121,027
|
|
Change in plan assets
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
166,664
|
|
$
|
124,289
|
|
$
|
41,090
|
|
$
|
31,428
|
|
Actual return on plan assets
|
19,323
|
|
28,018
|
|
5,120
|
|
6,222
|
|
||||
Employer contributions
|
20,083
|
|
20,080
|
|
5,977
|
|
5,775
|
|
||||
Benefits paid, net of plan participants' contributions
|
(5,834
|
)
|
(5,723
|
)
|
(2,632
|
)
|
(2,335
|
)
|
||||
Fair value of plan assets at end of year
|
$
|
200,236
|
|
$
|
166,664
|
|
$
|
49,555
|
|
$
|
41,090
|
|
Funded status
|
$
|
1,410
|
|
$
|
(44,472
|
)
|
$
|
(63,216
|
)
|
$
|
(79,937
|
)
|
Amounts recognized on Consolidated Balance Sheets
|
|
|
|
|
||||||||
Postemployment employee benefit (liability) asset
|
|
|
|
|
||||||||
Current
|
$
|
(96
|
)
|
$
|
(93
|
)
|
$
|
(100
|
)
|
$
|
(120
|
)
|
Noncurrent
|
1,506
|
|
(44,379
|
)
|
(63,116
|
)
|
(79,817
|
)
|
||||
Total
|
$
|
1,410
|
|
$
|
(44,472
|
)
|
$
|
(63,216
|
)
|
$
|
(79,937
|
)
|
(1)
|
Includes the Company's PEP.
|
|
Regulatory Assets
|
|
|
Accumulated Other Comprehensive Income (Loss)
|
||||||||||
|
Pension
|
OPEB
|
|
|
Pension
|
OPEB
|
||||||||
Balance at September 30, 2011
|
$
|
72,355
|
|
$
|
47,925
|
|
(1)
|
|
$
|
22,160
|
|
$
|
3,752
|
|
Amounts arising during the period:
|
|
|
|
|
|
|
||||||||
Net actuarial loss (gain)
|
10,896
|
|
16,773
|
|
|
|
4,198
|
|
(1,442
|
)
|
||||
Amounts amortized to net periodic costs:
|
|
|
|
|
|
|
||||||||
Net actuarial (loss)
|
(3,848
|
)
|
(2,671
|
)
|
|
|
(1,166
|
)
|
(223
|
)
|
||||
Prior service credit (cost)
|
1,046
|
|
(2,677
|
)
|
|
|
(9
|
)
|
(420
|
)
|
||||
Net transition obligation
|
—
|
|
(551
|
)
|
|
|
—
|
|
(156
|
)
|
||||
Balance at September 30, 2012
|
$
|
80,449
|
|
$
|
58,799
|
|
(1)
|
|
$
|
25,183
|
|
$
|
1,511
|
|
Amounts arising during the period:
|
|
|
|
|
|
|
||||||||
Net actuarial (gain)
|
(17,961
|
)
|
(13,523
|
)
|
|
|
(8,826
|
)
|
(3,589
|
)
|
||||
Amounts amortized to net periodic costs:
|
|
|
|
|
|
|
||||||||
Net actuarial (loss)
|
(5,719
|
)
|
(3,743
|
)
|
|
|
(1,927
|
)
|
(114
|
)
|
||||
Prior service (cost) credit
|
(105
|
)
|
301
|
|
|
|
(3
|
)
|
54
|
|
||||
Net transition obligation
|
—
|
|
(22
|
)
|
|
|
—
|
|
(4
|
)
|
||||
Balance at September 30, 2013
|
$
|
56,664
|
|
$
|
41,812
|
|
|
|
$
|
14,427
|
|
$
|
(2,142
|
)
|
(1)
|
Balance represents amounts recognized in accordance with ASC 715 and excludes
$308,000
associated with a regulatory asset approved by the BPU for
fiscal 2012
.
|
|
Regulatory Assets
|
Accumulated Other Comprehensive Income (Loss)
|
||||||||||||||||||||||
|
Pension
|
OPEB
|
Pension
|
OPEB
|
||||||||||||||||||||
(Thousands)
|
2013
|
2012
|
2013
|
2012
|
2013
|
2012
|
2013
|
2012
|
||||||||||||||||
Net actuarial loss (gain)
|
$
|
55,559
|
|
$
|
79,239
|
|
$
|
44,140
|
|
$
|
61,406
|
|
$
|
14,412
|
|
$
|
25,165
|
|
$
|
(1,782
|
)
|
$
|
1,921
|
|
Prior service cost (credit)
|
1,105
|
|
1,210
|
|
(2,339
|
)
|
(2,640
|
)
|
15
|
|
18
|
|
(360
|
)
|
(414
|
)
|
||||||||
Net transition obligation
|
—
|
|
—
|
|
11
|
|
33
|
|
—
|
|
—
|
|
—
|
|
4
|
|
||||||||
Total
|
$
|
56,664
|
|
$
|
80,449
|
|
$
|
41,812
|
|
$
|
58,799
|
|
$
|
14,427
|
|
$
|
25,183
|
|
$
|
(2,142
|
)
|
$
|
1,511
|
|
|
Pension
|
|||||
(Thousands)
|
2013
|
2012
|
||||
Projected benefit obligation
|
$
|
198,826
|
|
$
|
211,136
|
|
Accumulated benefit obligation
|
$
|
176,172
|
|
$
|
186,825
|
|
Fair value of plan assets
|
$
|
200,236
|
|
$
|
166,664
|
|
|
Pension
|
OPEB
|
||||||||||||||||
(Thousands)
|
2013
|
2012
|
2011
|
2013
|
2012
|
2011
|
||||||||||||
Service cost
|
$
|
6,871
|
|
$
|
5,375
|
|
$
|
4,775
|
|
$
|
4,686
|
|
$
|
3,584
|
|
$
|
3,345
|
|
Interest cost
|
8,942
|
|
8,825
|
|
8,378
|
|
5,148
|
|
5,133
|
|
4,845
|
|
||||||
Expected return on plan assets
|
(14,825
|
)
|
(12,685
|
)
|
(11,490
|
)
|
(3,653
|
)
|
(2,746
|
)
|
(2,472
|
)
|
||||||
Recognized actuarial loss
|
7,646
|
|
5,015
|
|
3,946
|
|
3,857
|
|
2,894
|
|
2,612
|
|
||||||
Prior service cost amortization
|
108
|
|
46
|
|
48
|
|
(355
|
)
|
25
|
|
75
|
|
||||||
Recognized net initial obligation
|
—
|
|
—
|
|
—
|
|
26
|
|
356
|
|
356
|
|
||||||
Net periodic benefit cost
|
$
|
8,742
|
|
$
|
6,576
|
|
$
|
5,657
|
|
$
|
9,709
|
|
$
|
9,246
|
|
$
|
8,761
|
|
|
Pension
|
|
OPEB
|
||||||||||||||
|
2013
|
|
2012
|
|
2011
|
|
2013
|
|
2012
|
|
2011
|
||||||
Benefit costs:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount rate
|
4.30
|
%
|
|
5.25
|
%
|
|
5.50
|
%
|
|
4.30
|
%
|
|
5.25
|
%
|
|
5.50
|
%
|
Expected asset return
|
8.50
|
%
|
|
8.25
|
%
|
|
8.25
|
%
|
|
8.50
|
%
|
|
8.25
|
%
|
|
8.25
|
%
|
Compensation increase
|
3.25
|
%
|
|
3.25
|
%
|
|
2.50/3.25%
|
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Obligations:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount rate
|
5.15
|
%
|
|
4.30
|
%
|
|
5.25
|
%
|
|
5.15
|
%
|
|
4.30
|
%
|
|
5.25
|
%
|
Compensation increase
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
($ in thousands)
|
2013
|
|
2012
|
|
2011
|
||||||
HCCTR
|
7.3
|
%
|
|
7.5
|
%
|
|
8.2
|
%
|
|||
Ultimate HCCTR
|
4.8
|
%
|
|
4.8
|
%
|
|
4.8
|
%
|
|||
Year ultimate HCCTR reached
|
2022
|
|
|
2022
|
|
|
2019
|
|
|||
|
|
|
|
|
|
||||||
Effect of a 1 percentage point increase in the HCCTR on:
|
|
|
|
|
|
||||||
Year-end benefit obligation
|
$
|
18,008
|
|
|
$
|
21,278
|
|
|
$
|
17,193
|
|
Total service and interest cost
|
$
|
2,156
|
|
|
$
|
1,868
|
|
|
$
|
1,751
|
|
Effect of a 1 percentage point decrease in the HCCTR on:
|
|
|
|
|
|
||||||
Year-end benefit obligation
|
$
|
(14,629
|
)
|
|
$
|
(17,034
|
)
|
|
$
|
(13,792
|
)
|
Total service and interest costs
|
$
|
(1,675
|
)
|
|
$
|
(1,457
|
)
|
|
$
|
(1,367
|
)
|
|
2014
|
Assets at
|
|||||||
|
Target
|
September 30,
|
|||||||
Asset Allocation
|
Allocation
|
2013
|
|
|
2012
|
|
|
||
U.S. equity securities
|
40
|
%
|
|
42
|
%
|
|
39
|
%
|
|
International equity securities
|
20
|
|
|
22
|
|
|
21
|
|
|
Fixed income
|
40
|
|
|
36
|
|
|
40
|
|
|
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
(Thousands)
|
Pension
|
OPEB
|
||||
2014
|
$
|
6,819
|
|
$
|
3,135
|
|
2015
|
$
|
7,323
|
|
$
|
3,677
|
|
2016
|
$
|
7,900
|
|
$
|
4,211
|
|
2017
|
$
|
8,438
|
|
$
|
4,729
|
|
2018
|
$
|
9,210
|
|
$
|
5,269
|
|
2019 - 2023
|
$
|
58,543
|
|
$
|
35,631
|
|
|
Estimated Subsidy Payment
|
|
Fiscal Year
|
(Thousands)
|
|
2014
|
$211
|
|
2015
|
$228
|
|
2016
|
$249
|
|
2017
|
$274
|
|
2018
|
$299
|
|
2019 - 2023
|
$1,988
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
||||||||||||||
(Thousands)
|
Pension
|
|
OPEB
|
||||||||||||
Assets
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Money market funds
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
1,150
|
|
|
$
|
1,159
|
|
Registered Investment Companies-
|
|
|
|
|
|
|
|
||||||||
Equity Funds
|
|
|
|
|
|
|
|
||||||||
Large Cap Index Fund
|
69,707
|
|
|
55,006
|
|
|
16,419
|
|
|
13,217
|
|
||||
Vanguard Extended Market Index Fund
|
14,736
|
|
|
9,988
|
|
|
3,444
|
|
|
2,380
|
|
||||
Vanguard Total International Stock
|
42,792
|
|
|
34,266
|
|
|
10,033
|
|
|
8,166
|
|
||||
Fixed Income Funds
|
|
|
|
|
|
|
|
||||||||
Emerging Markets Debt Fund
|
8,754
|
|
|
8,380
|
|
|
11,684
|
|
|
10,207
|
|
||||
High Yield Bond Fund
|
19,850
|
|
|
16,635
|
|
|
2,163
|
|
|
1,997
|
|
||||
Long Duration Fund
|
44,394
|
|
|
42,389
|
|
|
4,662
|
|
|
3,964
|
|
||||
Total assets at fair value
|
$
|
200,236
|
|
|
$
|
166,664
|
|
|
$
|
49,555
|
|
|
$
|
41,090
|
|
11.
|
ASSET RETIREMENT OBLIGATIONS
|
(Thousands)
|
2013
|
|
2012
|
||||
Balance at October 1
|
$
|
27,983
|
|
|
$
|
27,026
|
|
Accretion
|
1,892
|
|
|
1,774
|
|
||
Additions
|
533
|
|
|
380
|
|
||
Retirements
|
(1,697
|
)
|
|
(1,197
|
)
|
||
Balance at period end
|
$
|
28,711
|
|
|
$
|
27,983
|
|
(Thousands)
|
|
|
|
||
Fiscal Year Ended September 30,
|
Estimated Accretion
|
||||
2014
|
|
$
|
1,975
|
|
|
2015
|
|
2,037
|
|
|
|
2016
|
|
2,099
|
|
|
|
2017
|
|
2,152
|
|
|
|
2018
|
|
2,204
|
|
|
|
Total
|
|
$
|
10,467
|
|
|
12.
|
INCOME TAXES
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Statutory income tax expense
|
$
|
52,661
|
|
$
|
35,213
|
|
$
|
48,638
|
|
Change resulting from
|
|
|
|
||||||
State income taxes
|
5,168
|
|
5,434
|
|
3,435
|
|
|||
Depreciation and cost of removal
|
(5,769
|
)
|
(3,999
|
)
|
(2,558
|
)
|
|||
Investment tax credits
|
(18,749
|
)
|
(34,397
|
)
|
(13,150
|
)
|
|||
Basis adjustment of solar assets due to ITC
|
3,225
|
|
5,974
|
|
2,266
|
|
|||
Other
|
(961
|
)
|
(496
|
)
|
(966
|
)
|
|||
Income tax provision
|
$
|
35,575
|
|
$
|
7,729
|
|
$
|
37,665
|
|
Effective income tax rate
|
23.6
|
%
|
7.7
|
%
|
27.1
|
%
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Current
|
|
|
|
||||||
Federal
|
$
|
12,248
|
|
$
|
14,983
|
|
$
|
14,566
|
|
State
|
1,763
|
|
4,025
|
|
6,618
|
|
|||
Deferred
|
|
|
|
||||||
Federal
|
34,127
|
|
18,757
|
|
30,932
|
|
|||
State
|
6,186
|
|
4,361
|
|
(1,301
|
)
|
|||
Investment tax credits
|
(18,749
|
)
|
(34,397
|
)
|
(13,150
|
)
|
|||
Income tax provision
|
$
|
35,575
|
|
$
|
7,729
|
|
$
|
37,665
|
|
(Thousands)
|
2013
|
|
2012
|
||||
Deferred tax assets
|
|
|
|
||||
Investment tax credits
|
$
|
43,033
|
|
(1)
|
$
|
32,002
|
|
Deferred service contract revenue
|
3,231
|
|
|
3,185
|
|
||
Incentive compensation
|
6,798
|
|
|
7,666
|
|
||
State net operating losses
|
6,118
|
|
|
3,012
|
|
||
Other
|
5,718
|
|
|
5,881
|
|
||
Total deferred tax assets
|
$
|
64,898
|
|
|
$
|
51,746
|
|
Deferred tax liabilities
|
|
|
|
||||
Property related items
|
$
|
(329,921
|
)
|
|
$
|
(284,871
|
)
|
Remediation costs
|
(18,881
|
)
|
|
(24,018
|
)
|
||
Equity investments
|
(33,368
|
)
|
|
(31,610
|
)
|
||
Post employment benefits
|
(17,455
|
)
|
|
(8,520
|
)
|
||
Fair value of derivatives
|
(6,258
|
)
|
|
(5,461
|
)
|
||
Conservation incentive plan
|
(7,611
|
)
|
|
(11,200
|
)
|
||
Under-recovered gas costs
|
(383
|
)
|
|
(2,835
|
)
|
||
Other
|
(13,699
|
)
|
|
(4,514
|
)
|
||
Total deferred tax liabilities
|
$
|
(427,576
|
)
|
|
$
|
(373,029
|
)
|
|
|
|
|
||||
Total net deferred tax liabilities
|
$
|
(362,678
|
)
|
|
$
|
(321,283
|
)
|
(Thousands)
|
|
||
Fiscal years 2014 - 2017
|
$
|
62
|
|
Fiscal years 2018 - 2022
|
—
|
|
|
Fiscal Years 2023 - 2027
|
—
|
|
|
Fiscal Years 2028 - 2033
|
6,056
|
|
|
Total
|
$
|
6,118
|
|
13.
|
COMMITMENTS AND CONTINGENT LIABILITIES
|
(1)
|
Does not include amounts related to intercompany asset management agreements between NJRES and NJNG.
|
14.
|
BUSINESS SEGMENT AND OTHER OPERATIONS DATA
|
(1)
|
Includes sales to Canada, which accounted for
5.9 percent
,
6.6 percent
and
6.1 percent
of total operating revenues during
fiscal 2013
,
2012
and
2011
, respectively
.
|
(2)
|
Included in other income on the Consolidated Statement of Operations.
|
(Thousands)
|
|
|
|
||||||
Fiscal Years Ended September 30,
|
2013
|
2012
|
2011
|
||||||
Interest expense, net of capitalized interest
|
|
|
|
||||||
Natural Gas Distribution
|
$
|
14,995
|
|
$
|
14,890
|
|
$
|
14,875
|
|
Clean Energy Ventures
|
3,387
|
|
854
|
|
84
|
|
|||
Energy Services
|
2,534
|
|
1,096
|
|
995
|
|
|||
Midstream
|
1,962
|
|
2,665
|
|
3,165
|
|
|||
Subtotal
|
22,878
|
|
19,505
|
|
19,119
|
|
|||
Retail and Other
|
1,101
|
|
1,339
|
|
504
|
|
|||
Total
|
$
|
23,979
|
|
$
|
20,844
|
|
$
|
19,623
|
|
Income tax provision (benefit)
|
|
|
|
||||||
Natural Gas Distribution
|
$
|
35,399
|
|
$
|
38,135
|
|
$
|
40,322
|
|
Clean Energy Ventures
|
(17,711
|
)
|
(32,507
|
)
|
(11,604
|
)
|
|||
Energy Services
|
10,516
|
|
(4,950
|
)
|
3,281
|
|
|||
Midstream
|
4,993
|
|
4,978
|
|
4,702
|
|
|||
Subtotal
|
33,197
|
|
5,656
|
|
36,701
|
|
|||
Retail and Other
|
2,550
|
|
2,178
|
|
1,033
|
|
|||
Eliminations
|
(172
|
)
|
(105
|
)
|
(69
|
)
|
|||
Total
|
$
|
35,575
|
|
$
|
7,729
|
|
$
|
37,665
|
|
Equity in earnings of affiliates
|
|
|
|
||||||
Midstream
|
$
|
13,868
|
|
$
|
14,308
|
|
$
|
14,904
|
|
Eliminations
|
(3,519
|
)
|
(3,674
|
)
|
(3,065
|
)
|
|||
Total
|
$
|
10,349
|
|
$
|
10,634
|
|
$
|
11,839
|
|
Net financial earnings
|
|
|
|
||||||
Natural Gas Distribution
|
$
|
73,846
|
|
$
|
73,238
|
|
$
|
71,322
|
|
Clean Energy Ventures
|
10,060
|
|
19,452
|
|
6,761
|
|
|||
Energy Services
|
19,311
|
|
10,791
|
|
18,583
|
|
|||
Midstream
|
7,199
|
|
6,749
|
|
6,780
|
|
|||
Subtotal
|
110,416
|
|
110,230
|
|
103,446
|
|
|||
Retail and Other
|
3,292
|
|
2,366
|
|
3,087
|
|
|||
Eliminations
|
(27
|
)
|
(179
|
)
|
—
|
|
|||
Total
|
$
|
113,681
|
|
$
|
112,417
|
|
$
|
106,533
|
|
Capital expenditures
|
|
|
|
||||||
Natural Gas Distribution
|
$
|
137,083
|
|
$
|
116,455
|
|
$
|
101,993
|
|
Clean Energy Ventures
|
59,125
|
|
89,726
|
|
71,989
|
|
|||
Subtotal
|
196,208
|
|
206,181
|
|
173,982
|
|
|||
Retail and Other
|
1,042
|
|
1,334
|
|
3,549
|
|
|||
Total
|
$
|
197,250
|
|
$
|
207,515
|
|
$
|
177,531
|
|
Investments in equity investees
|
|
|
|
||||||
Clean Energy Ventures
|
$
|
—
|
|
$
|
8,800
|
|
$
|
—
|
|
Total
|
$
|
—
|
|
$
|
8,800
|
|
$
|
—
|
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Consolidated net financial earnings
|
$
|
113,681
|
|
$
|
112,417
|
|
$
|
106,533
|
|
Less:
|
|
|
|
||||||
Unrealized (gain) loss from derivative instruments and related transactions, net of taxes
(1) (2)
|
(5,956
|
)
|
22,631
|
|
23,320
|
|
|||
Effects of economic hedging related to natural gas inventory, net of taxes
(3)
|
4,828
|
|
(3,093
|
)
|
(18,086
|
)
|
|||
Consolidated net income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
(1)
|
Excludes unrealized losses related to an intercompany transaction between NJNG and NJRES that have been eliminated in consolidation of approximately
$286,000
,
$142,000
and
$130,000
for the fiscal years ended
September 30, 2013
,
2012
and
2011
, respectively.
|
(2)
|
Amounts are net of taxes of approximately
$(3.8) million
,
$13 million
, and
$13.4 million
for the fiscal years ended
September 30, 2013
,
2012
and
2011
, respectively.
|
(3)
|
Amounts are net of taxes of approximately
$2.8 million
,
$(1.8) million
and
$(10.5) million
for the fiscal years ended
September 30, 2013
,
2012
and
2011
, respectively.
|
•
|
Unrealized gains and losses on derivatives are recognized in reported earnings in periods prior to physical gas inventory flows; and
|
•
|
Unrealized gains and losses of prior periods are reclassified as realized gains and losses when derivatives are settled in the same period as physical gas inventory movements occur.
|
(Thousands)
|
2013
|
2012
|
2011
|
||||||
Assets at end of period
|
|
|
|
||||||
Natural Gas Distribution
|
$
|
2,094,940
|
|
$
|
2,005,520
|
|
$
|
1,942,691
|
|
Clean Energy Ventures
|
253,663
|
|
223,247
|
|
80,234
|
|
|||
Energy Services
|
468,096
|
|
347,406
|
|
400,882
|
|
|||
Midstream
|
153,536
|
|
157,779
|
|
159,940
|
|
|||
Subtotal
|
2,970,235
|
|
2,733,952
|
|
2,583,747
|
|
|||
Retail and Other
|
85,293
|
|
73,298
|
|
87,066
|
|
|||
Intercompany assets
(1)
|
(50,745
|
)
|
(37,245
|
)
|
(21,369
|
)
|
|||
Total
|
$
|
3,004,783
|
|
$
|
2,770,005
|
|
$
|
2,649,444
|
|
(1)
|
Consists of transactions between subsidiaries that are eliminated and reclassified in consolidation.
|
15.
|
RELATED PARTY TRANSACTIONS
|
16.
|
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
|
|
First
|
Second
|
Third
|
Fourth
|
||||||||
(Thousands, except per share data)
|
Quarter
|
Quarter
|
Quarter
|
Quarter
|
||||||||
2013
|
|
|
|
|
||||||||
Operating revenues
|
$
|
736,019
|
|
$
|
960,885
|
|
$
|
767,469
|
|
$
|
733,695
|
|
Gross margin
(1)
|
$
|
135,189
|
|
$
|
108,137
|
|
$
|
100,641
|
|
$
|
23,088
|
|
Operating income (loss)
|
$
|
87,191
|
|
$
|
56,969
|
|
$
|
47,000
|
|
$
|
(31,929
|
)
|
Net income (loss)
|
$
|
60,206
|
|
$
|
45,469
|
|
$
|
29,155
|
|
$
|
(20,021
|
)
|
Earnings (loss) per share
|
|
|
|
|
||||||||
Basic
|
$1.44
|
$1.09
|
$0.70
|
$(0.48)
|
||||||||
Diluted
|
$1.44
|
$1.08
|
$0.70
|
$(0.48)
|
||||||||
2012
|
|
|
|
|
||||||||
Operating revenues
|
$
|
642,411
|
|
$
|
612,921
|
|
$
|
425,121
|
|
$
|
568,470
|
|
Gross margin
(1)
|
$
|
120,364
|
|
$
|
115,068
|
|
$
|
28,713
|
|
$
|
45,155
|
|
Operating income (loss)
|
$
|
75,218
|
|
$
|
67,689
|
|
$
|
(19,911
|
)
|
$
|
(14,306
|
)
|
Net income (loss)
|
$
|
57,357
|
|
$
|
54,535
|
|
$
|
(10,320
|
)
|
$
|
(8,693
|
)
|
Earnings (loss) per share
|
|
|
|
|
||||||||
Basic
|
$1.38
|
$1.31
|
$(0.25)
|
$(0.21)
|
||||||||
Diluted
|
$1.38
|
$1.31
|
$(0.25)
|
$(0.21)
|
(1)
|
Gross margin consists of operating revenue less cost of goods sold and other direct expenses at NJR's unregulated subsidiaries and utility gross margin at NJNG, which includes natural gas revenues less natural gas purchases, sales tax, a TEFA and regulatory rider expenses.
|
(Thousands)
|
|
|
|
||||||
Fiscal years ended September 30,
|
2013
|
2012
|
2011
|
||||||
Operating revenues
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Operating expenses
|
9,781
|
|
9,957
|
|
10,138
|
|
|||
Operating loss
|
9,781
|
|
9,957
|
|
10,138
|
|
|||
Other income
|
10,896
|
|
11,254
|
|
10,580
|
|
|||
Interest expense
|
1,116
|
|
1,297
|
|
442
|
|
|||
(Loss) before income taxes and equity in earnings of affiliates
|
(1
|
)
|
—
|
|
—
|
|
|||
Income tax provision (benefit)
|
76
|
|
95
|
|
(11
|
)
|
|||
Equity in earnings of subsidiaries
|
114,886
|
|
92,974
|
|
101,288
|
|
|||
Net income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
(Thousands)
|
|
|
|
||||||
Fiscal years ended September 30,
|
2013
|
2012
|
2011
|
||||||
Net Income
|
$
|
114,809
|
|
$
|
92,879
|
|
$
|
101,299
|
|
Adjustment to postemployment benefit obligation, net of tax of $(962), $348 and $(205), respectively
|
1,393
|
|
(505
|
)
|
296
|
|
|||
Other comprehensive (loss) income
|
1,393
|
|
(505
|
)
|
296
|
|
|||
Comprehensive income
|
$
|
116,202
|
|
$
|
92,374
|
|
$
|
101,595
|
|
(Thousands)
|
|
|
|
||||||
Fiscal years ended September 30,
|
2013
|
2012
|
2011
|
||||||
Net cash provided from operating activities
|
$
|
87,447
|
|
$
|
47,491
|
|
$
|
60,937
|
|
|
|
|
|
||||||
Net cash (used in) investing activities
|
$
|
(102,134
|
)
|
$
|
(115,236
|
)
|
$
|
(54,568
|
)
|
|
|
|
|
||||||
Cash flows from (used in) financing activities:
|
|
|
|
||||||
Payments of long-term debt
|
$
|
(64
|
)
|
$
|
(1,678
|
)
|
$
|
(77
|
)
|
Tax benefit from stock options exercised
|
173
|
|
780
|
|
2,007
|
|
|||
Proceeds from common stock
|
37,740
|
|
13,834
|
|
13,704
|
|
|||
Proceeds from long-term debt
|
—
|
|
100,000
|
|
—
|
|
|||
Net proceeds from associated companies
|
18,515
|
|
13,315
|
|
54,538
|
|
|||
Purchases of treasury stock
|
(26,606
|
)
|
(8,768
|
)
|
(10,193
|
)
|
|||
Payments of common stock dividends
|
(67,230
|
)
|
(61,688
|
)
|
(58,650
|
)
|
|||
Net proceeds (payments) of short-term debt
|
52,200
|
|
11,950
|
|
(7,750
|
)
|
|||
Cash flows from (used in) financing activities
|
$
|
14,728
|
|
$
|
67,745
|
|
$
|
(6,421
|
)
|
Change in cash and cash equivalents
|
$
|
41
|
|
$
|
—
|
|
$
|
(52
|
)
|
Cash and cash equivalents, beginning of year
|
5
|
|
5
|
|
57
|
|
|||
Cash and cash equivalents, end of year
|
$
|
46
|
|
$
|
5
|
|
$
|
5
|
|
(Thousands)
|
|
|
||||
September 30,
|
2013
|
2012
|
||||
ASSETS
|
|
|
||||
Current assets
|
$
|
39,734
|
|
$
|
2,778
|
|
Investments
|
900,336
|
|
845,023
|
|
||
Intercompany receivable, net
|
292,070
|
|
241,021
|
|
||
Deferred charges and other assets
|
5,308
|
|
4,945
|
|
||
Total assets
|
$
|
1,237,448
|
|
$
|
1,093,767
|
|
CAPITALIZATION AND LIABILITIES
|
|
|
||||
Current liabilities
|
$
|
197,592
|
|
$
|
127,525
|
|
Long-term debt
|
150,000
|
|
150,000
|
|
||
Deferred credits and other liabilities
|
2,503
|
|
2,377
|
|
||
Common stock equity
|
887,353
|
|
813,865
|
|
||
Total capitalization and liabilities
|
$
|
1,237,448
|
|
$
|
1,093,767
|
|
1.
|
BASIS OF PRESENTATION
|
(Thousands)
|
|
ADDITIONS
|
|
|
||||||
CLASSIFICATION
|
BEGINNING
BALANCE
|
CHARGED TO
EXPENSE
|
OTHER
(1)
|
ENDING BALANCE
|
||||||
2013
|
|
|
|
|
||||||
Regulatory asset
|
$
|
71
|
|
(71
|
)
|
—
|
|
$
|
—
|
|
Allowance for doubtful accounts
|
$
|
4,797
|
|
2,627
|
|
(2,094
|
)
|
$
|
5,330
|
|
2012
|
|
|
|
|
||||||
Regulatory asset
|
$
|
141
|
|
(70
|
)
|
—
|
|
$
|
71
|
|
Allowance for doubtful accounts
|
$
|
4,612
|
|
3,932
|
|
(3,747
|
)
|
$
|
4,797
|
|
2011
|
|
|
|
|
||||||
Regulatory asset
|
$
|
212
|
|
(71
|
)
|
—
|
|
$
|
141
|
|
Allowance for doubtful accounts
|
$
|
2,993
|
|
4,865
|
|
(3,246
|
)
|
$
|
4,612
|
|
(1)
|
Uncollectible accounts written off, less recoveries and adjustments.
|
|
|
NEW JERSEY RESOURCES CORPORATION
|
|
|
(Registrant)
|
Date:
|
November 25, 2013
|
|
|
|
By:/s/ Glenn C. Lockwood
|
|
|
Glenn C. Lockwood
|
|
|
Executive Vice President and
|
|
|
Chief Financial Officer
|
November 25, 2013
|
/s/ Laurence M. Downes
|
November 25, 2013
|
/s/ Alfred C. Koeppe
|
|
Laurence M. Downes
Chairman, President and
Chief Executive Officer
Director
|
|
Alfred C. Koeppe
Director
|
|
|
|
|
|
|
November 25, 2013
|
/s/ Glenn C. Lockwood
|
|
Lawrence R. Codey
Director
|
|
Glenn C. Lockwood
Executive Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)
|
|
|
|
|
November 25, 2013
|
/s/ Donald L. Correll
|
November 25, 2013
|
/s/ J. Terry Strange
|
|
Donald L. Correll
Director
|
|
J. Terry Strange
Director
|
|
|
|
|
November 25, 2013
|
/s/ Robert B. Evans
|
November 25, 2013
|
/s/ Sharon C. Taylor
|
|
Robert B. Evans
Director
|
|
Sharon C. Taylor
Director
|
|
|
|
|
November 25, 2013
|
/s/ M. William Howard, Jr.
|
November 25, 2013
|
/s/ David A. Trice
|
|
M. William Howard, Jr.
Director
|
|
David A. Trice
Director
|
|
|
|
|
November 25, 2013
|
/s/ Jane M. Kenny
|
November 25, 2013
|
/s/ George R. Zoffinger
|
|
Jane M. Kenny
Director
|
|
George R. Zoffinger
Director
|
Exhibit
Number
|
Exhibit Description
|
3.1
|
Restated Articles of Incorporation of New Jersey Resources Corporation, as amended through July 10, 2013 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K, as filed on July 16, 2013)
|
|
|
3.2
|
Bylaws of New Jersey Resources Corporation, as amended through July 10, 2013 (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K, as filed on July 16, 2013)
|
|
|
4.1+
|
Specimen Common Stock Certificate
|
|
|
4.2
|
Indenture of Mortgage and Deed of Trust between NJNG and Harris Trust and Savings Bank, as Trustee, dated April 1, 1952, as supplemented by twenty-one Supplemental Indentures (incorporated by reference to Exhibit 4(g) to Registration Statement No. 002-9569)
|
|
|
4.2(a)
|
Thirtieth Supplemental Indenture, dated as of December 1, 2003 (incorporated by reference to Exhibit 4.2(J) to the Annual Report on Form 10-K for the year ended September 30, 2003, as filed on December 16, 2003)
|
|
|
4.2(b)
|
Thirty-First Supplemental Indenture, dated as of October 1, 2005 (incorporated by reference to Exhibit 4.2(I) to the Annual Report on Form 10-K for the year ended September 30, 2005, as filed on November 29, 2005)
|
|
|
4.2(c)
|
Thirty-Second Supplemental Indenture, dated as of May 1, 2008 (incorporated by reference to Exhibit 4.2(i) to the Current Report on Form 8-K, as filed on May 20, 2008)
|
|
|
4.2(d)
|
Thirty-Third Supplemental Indenture, dated as of August 1, 2011 (incorporated by reference to Exhibit 4.2(d) to the Annual Report on Form 10-K for the year ended September 30, 2011, as filed on November 23, 2011)
|
|
|
4.2(e)
|
Thirty-Fourth Supplemental Indenture dated as of April 1, 2013 (incorporated by reference to Exhibit 4.2(e) to the Quarterly Report on Form 10-Q, as filed on May 3, 2013)
|
|
|
4.3
|
$200,000,000 Credit Agreement dated as of August 24, 2011, by and among New Jersey Natural Gas Company, the Lenders party thereto, PNC Bank, National Association, as Administrative Agent, JPMorgan Chase Bank, N.A., as Syndication Agent, U.S. Bank National Association, TD Bank, N.A., and Wells Fargo Bank, National Association, as Documentation Agents, and PNC Capital Markets LLC, as Lead Arranger. (incorporated by reference to Exhibit 4.3 to the Annual Report on Form 10-K for the year ended September 30, 2011, as filed on November 23, 2011)
|
|
|
4.4
|
$325,000,000 Amended and Restated Credit Agreement dated as of August 22, 2012 by and among the Company, the guarantors thereto, the lenders party thereto, PNC Bank, National Association, as Administrative Agent, JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as Syndication Agents, Bank of America, N.A., TD Bank, N.A. and U.S. Bank National Association, as Documentation Agents (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K as filed on August 28, 2012)
|
|
|
4.5
|
$60,000,000 Note Purchase Agreement by and among NJNG and J.P. Morgan Securities Inc., as Placement Agent, dated March 15, 2004 (incorporated by reference to Exhibit 4-1 to the Quarterly Report on Form 10-Q as filed on May 10, 2004)
|
|
|
4.6
|
$50,000,000 Note Purchase Agreement dated as of September 24, 2007, by and among the Company, New York Life Insurance Company and New York Life Insurance and Annuity Company (incorporated by reference to Exhibit 4.7 to the Annual Report on Form 10-K as filed on December 10, 2007)
|
|
|
4.7
|
$125,000,000 Note Purchase Agreement dated as of May 15, 2008, by and among New Jersey Natural Gas Company and the Purchasers party thereto (incorporated by reference to Exhibit 4.8 to the Current Report on Form 8-K, as filed on May 20, 2008)
|
|
|
4.8
|
$100,000,000 Shelf Note Purchase Agreement dated as of May 12, 2011, between New Jersey Resources Corporation and Metropolitan Life Insurance Company (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K as filed on May 17, 2011)
|
|
|
4.9
|
$75,000,000 Shelf Note Purchase Agreement dated as of June 30, 2011, between New Jersey Resources Corporation and Prudential Investment Management, Inc. (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K as filed on July 6, 2011)
|
Exhibit
Number
|
Exhibit Description
|
4.10
|
Loan Agreement between New Jersey Economic Development Authority and New Jersey Natural Gas Company dated as of August 1, 2011 (incorporated by reference to Exhibit 4.10 to the Annual Report on Form 10-K for the year ended September 30, 2011, as filed on November 23, 2011)
|
|
|
4.11
|
$100,000,000 Credit Facility Agreement by and among New Jersey Natural Gas Company, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and J.P. Morgan Securities LLC, as Lead Arranger, dated as of August 29, 2011 (incorporated by reference to Exhibit 4.10 to the Annual Report on Form 10-K for the year ended September 30, 2011, as filed on November 23, 2011)
|
|
|
4.12
|
$50,000,000 Note Purchase Agreement dated as of February 8, 2013, by and among New Jersey Natural Gas Company and the Purchasers party thereto (incorporated by reference to Exhibit 4.12 to the Quarterly Report on Form 10-Q, as filed on May 3, 2013)
|
|
|
4.13
|
$100,000,000 Term Loan Credit Agreement, dated as of September 13, 2013 with JPMorgan Chase Bank, N.A., as a Lender and Administrative Agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, as filed on September 19, 2013)
|
|
|
4.14
|
Shelf Note Purchase Agreement Dated as of September 26, 2013 between New Jersey Resources Corporation and Metropolitan Life Insurance Company (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K, as filed on October 1, 2013)
|
|
|
10.1*
|
Amended and Restated Supplemental Executive Retirement Plan Agreement between the Company and Laurence M. Downes dated December 31, 2008 (incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.2(a)*
|
Schedule of Supplemental Executive Retirement Plan Agreements for named executive officers (incorporated by reference to Exhibit 10.2(a) to the Annual Report on Form 10-K for the year ended September 30, 2010, as filed on November 24, 2010)
|
|
|
10.2(b)*
|
Form of Amendment of Supplemental Executive Retirement Plan Agreement between the Company and Named Executive Officer (for future use) (incorporated by reference to Exhibit 10.4(b) to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.3
|
Service Agreement for Rate Schedule SS-1by and between NJNG and Texas Eastern Transmission Company, dated as of June 21, 1995 (incorporated by reference to Exhibit 10-5B to the Annual Report on Form 10-K for the year ended September 30, 1996, as filed on December 30, 1996)
|
|
|
10.4
|
Lease Agreement between NJNG, as Lessee and State Street Bank and Trust Company of Connecticut, National Association, as Lessor for NJNG's Headquarters Building dated December 21, 1995 (incorporated by reference to Exhibit 10-7 to the Annual Report on Form 10-K for the year ended September 30, 1996, as filed on December 30, 1996)
|
|
|
10.5*
|
The Company's Long-Term Incentive Compensation Plan, as amended, effective as of October 1, 1995 (incorporated by reference to Appendix A to the Proxy Statement for the 1996 Annual Meeting as filed on January 4, 1996)
|
|
|
10.6*
|
Employment Continuation Agreement between the Company and Laurence M. Downes dated December 31, 2008 (incorporated by reference to Exhibit 10.12 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.6(a)*
|
Schedule of Employee Continuation Agreements (incorporated by reference to Exhibit 10.6(a) to the Annual Report on Form 10-K for the year ended September 30, 2010, as filed on November 24, 2010)
|
|
|
10.7*
|
Summary of Company's Non-Employee Director Compensation (incorporated by reference to Exhibit 10.7 to the Current Report on Form 8-K as filed on November 18, 2013)
|
|
|
10.8*
|
The Company's 2007 Stock Award and Incentive Plan (as amended and restated January 1, 2009) (incorporated by reference to Exhibit 10.17 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.9*
|
2007 Stock Award and Incentive Plan Form of Stock Option Agreement (incorporated by reference to Exhibit 10.18 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.10*
|
2007 Stock Award and Incentive Plan Form of Performance Units Agreement (incorporated by reference to Exhibit 10.19 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
Exhibit
Number
|
Exhibit Description
|
10.11*
|
2007 Stock Award and Incentive Plan Form of Restricted Stock Agreement (incorporated by reference to Exhibit 10.20 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.12*
|
2007 Stock Award and Incentive Plan Form of Performance Share Agreement (incorporated by reference to Exhibit 10.21 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.13*
|
2007 Stock Award and Incentive Plan Form of Performance Shares Agreement - TSR (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, as filed on January 4, 2010)
|
|
|
10.14*
|
2007 Stock Award and Incentive Plan Form of Performance Shares Agreement - NFE Growth (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K, as filed on January 4, 2010)
|
|
|
10.15*
|
2007 Stock Award and Incentive Plan Form of Performance Shares Agreement-NFE (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, as filed on December 28, 2011)
|
|
|
10.16*
|
2007 Stock Award and Incentive Plan Form of Deferred Stock Retention Award Agreement (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K, as filed on December 28, 2011)
|
|
|
10.17
|
Limited Liability Company Agreement of Steckman Ridge GP, LLC dated as of March 2, 2007 (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q, as filed on May 3, 2007)
|
|
|
10.18
|
Limited Partnership Agreement of Steckman Ridge, LP dated as of March 2, 2007 (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q, as filed on May 3, 2007)
|
|
|
10.19*
|
2007 Stock Award and Incentive Plan Form of Performance Shares Agreement-NFE (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, as filed on December 28, 2011)
|
|
|
10.20*
|
2007 Stock Award and Incentive Plan Form of Deferred Stock Retention Award Agreement (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K, as filed on December 28, 2011)
|
|
|
10.21*
|
New Jersey Resources Corporation Savings Equalization Plan (incorporated by reference to Exhibit 10.27 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.22*
|
New Jersey Resources Corporation Pension Equalization Plan (incorporated by reference to Exhibit 10.28 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.23*
|
New Jersey Resources Corporation Directors' Deferred Compensation Plan (incorporated by reference to Exhibit 10.25 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.24*
|
New Jersey Resources Corporation Officers' Deferred Compensation Plan (incorporated by reference to Exhibit 10.26 to the Quarterly Report on Form 10-Q, as filed on February 6, 2009)
|
|
|
10.25*
|
2007 Stock Award and Incentive Plan Form of Deferred Stock Retention Award Agreement (FY 2013) (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q, as filed on February 2, 2013)
|
|
|
21.1+
|
Subsidiaries of the Registrant
|
|
|
23.1+
|
Consent of Independent Registered Public Accounting Firm
|
|
|
31.1+
|
Certification of the Chief Executive Officer pursuant to section 302 of the Sarbanes-Oxley Act
|
|
|
31.2+
|
Certification of the Chief Financial Officer pursuant to section 302 of the Sarbanes-Oxley Act
|
|
|
32.1+ †
|
Certification of the Chief Executive Officer pursuant to section 906 of the Sarbanes-Oxley Act
|
|
|
32.2+ †
|
Certification of the Chief Financial Officer pursuant to section 906 of the Sarbanes-Oxley Act
|
|
|
101+
|
Interactive Data File (Annual Report on Form 10-K, for the fiscal year ended September 30, 2013, furnished in XBRL (eXtensible Business Reporting Language)).
|
+
|
Filed herewith.
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*
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Denotes compensatory plans or arrangements or management contracts.
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1)
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I have reviewed this report on Form 10-K of New Jersey Resources Corporation;
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2)
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3)
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4)
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The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5)
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date:
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November 25, 2013
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By:
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/s/ Laurence M. Downes
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Laurence M. Downes
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Chairman, President & Chief Executive Officer
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1)
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I have reviewed this report on Form 10-K of New Jersey Resources Corporation;
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2)
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3)
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4)
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The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5)
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date:
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November 25, 2013
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By:
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/s/ Glenn C. Lockwood
|
|
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Glenn C. Lockwood
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|
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Executive Vice President and Chief Financial Officer
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(a)
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I am the Chief Executive Officer of New Jersey Resources Corporation;
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(b)
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To the best of my knowledge, this annual report on Form 10-K for the year ended
September 30, 2013
, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
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(c)
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To the best of my knowledge, based upon a review of this report, the information contained in this periodic report fairly presents, in all material respects, the financial condition and results of operations of the issuer.
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Date:
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November 25, 2013
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By:
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/s/ Laurence M. Downes
|
|
|
|
Laurence M. Downes
|
|
|
|
Chairman, President and Chief Executive Officer
|
(a)
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I am the Chief
Financial
Officer of New Jersey Resources Corporation;
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(b)
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To the best of my knowledge, this annual report on Form 10-K for the year ended
September 30, 2013
, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
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(c)
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To the best of my knowledge, based upon a review of this report, the information contained in this periodic report fairly presents, in all material respects, the financial condition and results of operations of the issuer.
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Date:
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November 25, 2013
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By:
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/s/ Glenn C. Lockwood
|
|
|
|
Glenn C. Lockwood
|
|
|
|
Executive Vice President and Chief Financial Officer
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