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The Company operates an integrated business, with assets centered in western New York and Pennsylvania, being utilized for, and benefiting from, the production and transportation of natural gas from the Appalachian Basin.
−Removed: Current development activities are focused primarily in the Marcellus and Utica shales.
The common geographic footprint of the Company’s subsidiaries enables them to share management, labor, facilities and support services across various businesses and pursue coordinated projects designed to produce and transport natural gas from the Appalachian Basin to markets in the eastern United States and Canada.
−Removed: The Company's efforts in this regard are not limited to affiliated projects.
+Added: The Company's efforts in this regard are not
+Added: Table of Content
+Added: limited to affiliated projects.
The Company has also been designing and building pipeline projects for the transportation of natural gas for non-affiliated natural gas customers in the Appalachian Basin.
+Added: In addition to expansion projects, the Company continues to focus on the ongoing modernization of its regulated Pipeline and Storage and Utility assets.
The Company reports financial results for four business segments.
1 unchanged sentence
The Company has continued to pursue development projects to expand its Pipeline and Storage segment.
−Removed: One project on Supply Corporation's system, referred to as the Tioga Pathway Project, would allow for the transportation of 190,000 Dth per day of shale gas supplies from a new interconnection in northwest Tioga County, Pennsylvania to an existing Supply Corporation interconnection with Tennessee Gas Pipeline Company, LLC at Ellisburg and a new virtual delivery point into an existing Transcontinental Gas Pipe Line Company, LLC (“Transco”) capacity lease, providing access to Mid-Atlantic markets.
+Added: One project on Supply Corporation’s system, referred to as the Tioga Pathway Project, is an expansion and modernization project that would allow for the transportation of 190,000 Dth per day of shale gas supplies from a new interconnection in northwest Tioga County, Pennsylvania to an existing Supply Corporation interconnection with Tennessee Gas Pipeline Company, LLC at Ellisburg and a new virtual delivery point into an existing Transcontinental Gas Pipe Line Company, LLC (“Transco”) capacity lease, providing access to Mid-Atlantic markets.
+Added: Supply Corporation filed a Section 7 (c) application with FERC for the project on August 21, 2024.
The Tioga Pathway Project has a target in-service date in late calendar 2026 and a preliminary cost estimate of approximately $101 million.
The Tioga Pathway Project is discussed in more detail in the Capital Resources and Liquidity section that follows.
−Removed: From a rate perspective, Distribution Corporation, in its Pennsylvania jurisdiction, reached a settlement with the parties to its rate case proceeding.
−Removed: On June 15, 2023, the PaPUC issued an order adopting the settlement in full.
−Removed: The settlement authorized an increase in Distribution Corporation's annual base rate operating revenues of $23 million that became effective August 1, 2023.
−Removed: Distribution Corporation also filed a rate case proceeding with the NYPSC in its New York jurisdiction on October 31, 2023 seeking an increase of approximately $88 million in its total annual operating revenues for the projected rate year ending September 30, 2025, with a proposed effective date of October 1, 2024.
−Removed: In addition, Supply Corporation filed a NGA Section 4 rate case at FERC on July 31, 2023.
−Removed: Settlement rates became effective on February 1, 2024 under a settlement in principle that was filed with FERC on March 27, 2024.
−Removed: The settlement, which is estimated to increase Supply Corporation's revenues by approximately $56 million on an annual basis, was approved on June 11, 2024, with no modifications.
+Added: From a rate perspective, Distribution Corporation, in its New York jurisdiction, reached a settlement with the parties to its rate case proceeding.
+Added: On December 19, 2024, the NYPSC issued an order approving the settlement.
+Added: The settlement, effective January 1, 2025, establishes a three-year rate plan that reflects a return on equity of 9.7% and authorizes a revenue requirement increase of $57.3 million in fiscal 2025, an additional revenue requirement increase of $15.8 million in fiscal 2026, and an additional revenue requirement increase of $12.7 million in fiscal 2027.
+Added: The settlement also includes standard make-whole language allowing full recovery of revenues that would have been billed at the new rates between October 1, 2024 and December 31, 2024.
+Added: In addition, Supply Corporation filed an NGA Section 4 rate case at FERC on July 31, 2023.
+Added: Settlement rates became effective on February 1, 2024 under a settlement that was approved by FERC without modification on June 11, 2024, and which is estimated to increase Supply Corporation’s revenues by approximately $56 million on an annual basis.
For further discussion of Distribution Corporation and Supply Corporation rate matters, refer to the Rate Matters section below.
As discussed in the following Critical Accounting Estimates section, the Company uses the full cost method of accounting for determining the book value of its exploration and production properties and that book value is subject to a quarterly ceiling test.
−Removed: The Company recorded an impairment under the ceiling test during the quarter ended June 30, 2024 of $200.7 million ($145.0 million after-tax).
−Removed: Looking ahead, the first day of the month Henry Hub spot price for natural gas in
−Removed: Table of Content
−Removed: July 2024 was $2.39 per MMBtu.
−Removed: Given the July price, and the expected replacement of higher gas prices with lower gas prices in the historical 12-month average that will be used in the ceiling test calculation for the next two quarters, the Company could experience a ceiling test impairment for the quarter ending September 30, 2024 as well as the quarter ending December 31, 2024.
+Added: In addition to the non-cash impairment charges under the ceiling test that the Company recorded during fiscal 2024, the Company recorded a non-cash impairment charge under the ceiling test for the quarter ended December 31, 2024 of $108.3 million ($79.1 million after-tax).
Please refer to the Critical Accounting Estimates section below for a sensitivity analysis concerning commodity price changes.
−Removed: From a financing perspective, in February 2024, eleven lenders in the syndicate of twelve banks under the Credit Agreement consented to an extension of the maturity date of the Credit Agreement from February 26, 2027 to February 25, 2028.
+Added: From a financing perspective, given the impairments recorded since June 30, 2024, under its existing indenture covenants, the Company is precluded from issuing incremental long-term debt from January 1, 2025 to June 13, 2025, the maturity date of the Company's remaining indebtedness outstanding under its 1974 indenture.
+Added: To the extent the Company wishes to relieve its obligations to comply with the 1974 indenture's restrictions, the Company expects to be able to place future principal and interest payments in trust for the benefit of bondholders pursuant to the terms of the 1974 indenture.
+Added: Depositing such future principal and interest payments in trust would effectively relieve the Company from its obligations to comply with the 1974 indenture’s restrictions, including those on the issuance of incremental long-term debt.
+Added: In February 2024, eleven lenders in the syndicate of twelve banks under the Credit Agreement consented to a one-year extension of the maturity date of the Credit Agreement from February 26, 2027 to February 25, 2028.
In May 2024, three of the lenders in the syndicate assumed the commitments of the sole non-extending lender.
−Removed: As a result, the Company has aggregate commitments available under the Credit Agreement of $1.0 billion to February 25, 2028.
−Removed: On February 14, 2024, the Company entered into the Term Loan Agreement with six lenders.
−Removed: The Term Loan Agreement established a $300 million unsecured committed delayed draw term loan credit facility with a maturity date of February 14, 2026.
−Removed: In April 2024, the Company elected to draw a total of $300 million under the facility.
−Removed: The Company used the proceeds for general corporate purposes, including the redemption of outstanding commercial paper.
−Removed: For further discussion of the Term Loan Agreement, refer to the Capital Resources and Liquidity section that follows.
−Removed: The Company began repurchasing outstanding shares of common stock during the quarter ended March 31, 2024 under a share repurchase program authorized by the Company’s Board of Directors.
+Added: In January 2025, the Company and the eleven banks in the syndicate consented to a second one-year extension on the maturity date from February 25, 2028 to February 23, 2029, such that the Company has aggregate commitments available under the Credit Agreement in the full amount of $1.0 billion through February 23, 2029.
+Added: The Company began repurchasing outstanding shares of its common stock during the quarter ended March 31, 2024 under a share repurchase program authorized by the Company’s Board of Directors.
The program authorizes the Company to repurchase up to an aggregate amount of $200 million of its outstanding common stock in the open market or through privately negotiated transactions.
−Removed: During the nine months ended June 30, 2024, the Company executed transactions to repurchase 526,652 shares at an average price of $54.28 per share.
+Added: During the quarter ended December 31, 2024, the Company executed transactions to repurchase 548,596 shares at an average price of $61.27 per share.
With broker fees and excise taxes, the total cost of these repurchases amounted to $33.9 million.
+Added: As of December 31, 2024, the Company has repurchased 1,694,855 shares under the share repurchase program at an average price of $57.93, for a total cost of $99.1 million (including broker fees and excise taxes).
These matters are discussed further in the Capital Resources and Liquidity section that follows.
−Removed: The Company expects to use cash on hand, cash from operations, and short-term and long-term borrowings, as needed, to meet its financing needs for the remainder of fiscal 2024.
+Added: Table of Content
+Added: The Company expects to use cash on hand, cash from operations, and short-term and long-term borrowings, as needed, to meet its financing needs for the remainder of fiscal 2025, including the redemption of two of the Company’s long-term debt maturities totaling $500.0 million that are scheduled to mature in 2025.
The Company continues to evaluate these financing needs and options to meet them.
−Removed: Given the current economic conditions, which include continued inflationary pressures and volatile interest rates, the cost and/or availability of capital may be impacted, but the Company continues to expect to meet its financing needs.
+Added: Given the current economic conditions, which include continued inflationary pressures, volatile interest rates and a change in administration at the federal level, the cost and/or availability of capital may be impacted, but the Company continues to expect to meet its financing needs.
CRITICAL ACCOUNTING ESTIMATES
8 unchanged sentences
If the book value of the exploration and production properties exceeds the ceiling, a non-cash impairment charge must be recorded to reduce the book value of such properties to the calculated ceiling.
−Removed: The book value of the exploration and production properties exceeded the ceiling at June 30, 2024, resulting in a non-cash impairment charge of $200.7 million ($145.0 million after-tax) for the quarter ended June 30, 2024.
−Removed: The 12-month average of the first day of the month price for natural gas for each month during the twelve months ended June 30, 2024, based on the quoted Henry Hub spot price for natural gas, was $2.32 per MMBtu.
−Removed: Because actual pricing of the Company’s producing properties vary depending on their location and hedging, the prices used to calculate the ceiling may differ from the Henry Hub price, which is only indicative of 12-month average prices for the twelve months ended June 30, 2024.
−Removed: Actual realized pricing includes adjustments for regional market differentials, transportation fees and contractual arrangements.) The following table illustrates the sensitivity of the ceiling test calculation to commodity price changes, specifically showing the additional impairment that the Company would have recorded at June 30, 2024 if natural gas prices were $0.25 per MMBtu lower than the average prices used at June 30, 2024 (all amounts are presented after-tax).
+Added: The book value of the exploration and production properties exceeded the ceiling at December 31, 2024, resulting in a non-cash impairment charge of $108.3 million ($79.1 million after-tax) for the quarter ended December 31, 2024.
+Added: The 12-month average of the first day of the month price for natural gas for each month during the twelve months ended December 31, 2024, based on the quoted Henry Hub spot price for natural gas, was $2.13 per MMBtu.
+Added: Because actual pricing of the Company’s producing properties vary depending on their location and hedging, the prices used to calculate the ceiling may differ from the Henry Hub price, which is only indicative of 12-month average prices for the twelve months ended December 31, 2024.
+Added: Actual realized pricing includes adjustments for regional market differentials, transportation fees and contractual arrangements.) The following table illustrates the sensitivity of the ceiling test calculation to commodity price changes, specifically showing the additional impairment that the Company would have recorded at December 31, 2024 if natural gas prices were $0.25 per MMBtu lower than the average prices used at December 31, 2024 (all amounts are presented after-tax).
These calculated amounts are based solely on price changes and do not take into account any other changes to the ceiling test calculation, including, among others, changes in reserve quantities and future cost estimates.
−Removed: Table of Content
Ceiling Testing Sensitivity to Commodity Price Changes
2 unchanged sentences
Calculated Impairment under Sensitivity Analysis
−Removed: Actual Impairment Recorded at June 30, 2024 145.0
+Added: Actual Impairment Recorded at December 31, 2024 79.1
Additional Impairment
−Removed: Looking ahead, the first day of the month Henry Hub spot price for natural gas in July 2024 was $2.39 per MMBtu.
−Removed: Given the July price, and the expected replacement of higher gas prices with lower gas prices in the historical 12-month average that will be used in the ceiling test calculation for the next two quarters, the Company could experience a ceiling test impairment for the quarter ending September 30, 2024 as well as the quarter ending December 31, 2024.
−Removed: For a more complete discussion of the full cost method of accounting, refer to "Oil and Gas Exploration and Development Costs" under "Critical Accounting Estimates" in Item 7 of the Company's 2023 Form 10-K.
+Added: It is difficult to predict what factors could lead to future non-cash impairments under the SEC's full cost ceiling test.
+Added: Fluctuations in or subtractions from proved reserves, increases in development costs for undeveloped reserves and significant fluctuations in natural gas prices have an impact on the amount of the ceiling at any point in time.
+Added: For a more complete discussion of the full cost method of accounting, refer to "Exploration and Development Costs" under "Critical Accounting Estimates" in Item 7 of the Company's 2024 Form 10-K.
+Added: Table of Content
RESULTS OF OPERATIONS
−Removed: The Company recorded a loss of $54.2 million for the quarter ended June 30, 2024 compared to earnings of $92.6 million for the quarter ended June 30, 2023.
−Removed: The decrease in earnings is primarily the result of a loss recognized in the Exploration and Production segment.
−Removed: Losses in the Corporate and All Other categories also contributed to the decrease.
−Removed: Higher earnings in the Pipeline and Storage segment, Utility segment and Gathering segment partially offset these decreases.
−Removed: The Company's earnings were $245.1 million for the nine months ended June 30, 2024 compared to earnings of $403.2 million for the nine months ended June 30, 2023.
−Removed: The decrease in earnings of $158.1 million is primarily the result of lower earnings in the Exploration and Production segment and the Corporate category.
−Removed: Higher earnings in the Utility segment, Gathering segment and Pipeline and Storage segment, as well as a lower loss in the All Other category, partially offset these decreases.
−Removed: The Company's earnings for the quarter and nine months ended June 30, 2024 included a non-cash $200.7 million impairment charge ($145.0 million after-tax) recorded during the quarter ended June 30, 2024 for its exploration and production properties, as discussed above.
+Added: The Company's earnings were $45.0 million for the quarter ended December 31, 2024 compared to earnings of $133.0 million for the quarter ended December 31, 2023.
+Added: The decrease in earnings of $88.0 million is primarily the result of a loss recognized in the Exploration and Production segment.
+Added: Lower earnings in the Gathering Segment and losses in the Corporate and All Other categories also contributed to the decrease.
+Added: Higher earnings in the Pipeline and Storage segment and Utility segment partially offset these decreases.
+Added: The Company's earnings for the quarter ended December 31, 2024 included non-cash impairment charges of $141.8 million ($103.6 million after-tax) in the Exploration and Production segment, consisting mostly of ceiling test impairment charges of $108.3 million ($79.1 million after-tax), as discussed above.
+Added: The remaining charges are related to the impairment of certain water disposal assets.
Note that all amounts used in earnings discussions are after-tax amounts, unless otherwise noted.
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Three Months Ended
−Removed: June 30, Nine Months Ended
(Thousands) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Exploration and Production $ (46,777) $ 52,483 $ (99,260)
6 unchanged sentences
Total Consolidated $ 44,986 $ 133,020 $ (88,034)
−Removed: Table of Content
Exploration and Production
1 unchanged sentence
Three Months Ended
−Removed: June 30, Nine Months Ended
(Thousands) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Gas Produced in Appalachia (after Hedging) $ 247,187 $ 252,416 $ (5,229)
3 unchanged sentences
Three Months Ended
−Removed: June 30, Nine Months Ended
2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Gas Production per MMcf 97,717 100,757 (3,040)
+Added: Table of Content
Average Prices
Three Months Ended
−Removed: June 30, Nine Months Ended
2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Average Gas Price/Mcf
2 unchanged sentences
2024 Compared with 2023
−Removed: Operating revenues for the Exploration and Production segment increased $4.3 million for the quarter ended June 30, 2024 as compared with the quarter ended June 30, 2023.
−Removed: Gas production revenue after hedging increased $4.3 million due to the impact of a 1.8 Bcf increase in natural gas production combined with a $0.01 per Mcf increase in the weighted average price of natural gas after hedging.
−Removed: The increase in natural gas production was largely due to additional production from new Marcellus and Utica wells in the Appalachian region.
−Removed: Operating revenues for the Exploration and Production segment increased $1.4 million for the nine months ended June 30, 2024 as compared with the nine months ended June 30, 2023.
−Removed: Gas production revenue after hedging increased $5.9 million due to the impact of a 21.6 Bcf increase in natural gas production, offset by a $0.17 per Mcf decrease in the weighted average price of natural gas after hedging.
−Removed: The increase in natural gas production was largely due to additional production from new Marcellus and Utica wells in the Appalachian region during the nine months ended June 30, 2024 as compared with the nine months ended June 30, 2023.
−Removed: In addition, other revenue decreased $4.5 million due to the non-recurrence of temporary capacity release revenue for a portion of this segment's transportation capacity during the nine months ended June 30, 2023.
−Removed: The Exploration and Production segment's loss for the quarter ended June 30, 2024 was $112.0 million, a decrease of $155.3 million when compared with earnings of $43.3 million for the quarter ended June 30, 2023.
−Removed: This decrease can be primarily attributed to a non-cash impairment of exploration and production properties during the quarter ended June 30, 2024 ($145.0 million), higher depletion expense ($6.5 million), higher lease operating and transportation expenses ($3.8 million), higher other operating expenses ($3.6 million), higher other taxes ($0.6 million) and an increase in interest expense ($0.8 million).
−Removed: There was also an unrealized loss recognized in the three-month period ended June 30, 2024 ($0.9 million) on contingent consideration received as part of the California asset sale, compared to an unrealized loss that was recognized in the three-month period ended June 30, 2023 ($1.0 million) on such contingent consideration.
−Removed: These decreases were partially offset by higher natural gas production ($3.2 million), higher natural gas prices after hedging ($0.2 million) and a reduction in income tax expense ($1.4 million).
−Removed: The increase in depletion expense was primarily due to the net increase in production combined with a $0.07 per Mcf increase in the depletion rate.
−Removed: The increase in lease operating and transportation expenses was primarily
−Removed: Table of Content
−Removed: the result of higher gathering and transportation costs.
−Removed: The increase in other operating expenses was primarily attributable to recognizing an accrual of plugging and abandonment costs related to certain wells that were formerly owned by Seneca, combined with higher general and administrative costs.
−Removed: The increase in other taxes was primarily attributed to higher Impact Fees in the Appalachian region as a result of additional wells drilled combined with a prior year fee true-up that reduced Impact Fees in the quarter ended June 30, 2023.
−Removed: The increase in interest expense can largely be attributed to higher average interest rates on intercompany short-term and long-term borrowings, as well as higher intercompany long-term debt balances The reduction in income tax expense was primarily driven by lower state income tax expense as a result of both a decrease in pre-tax income and a decrease in Pennsylvania's state income tax rate from 9.99% to 4.99% over a ten year period.
−Removed: The Exploration and Production segment's earnings for the nine months ended June 30, 2024 were $2.5 million, a decrease of $193.0 million when compared with earnings of $195.5 million for the nine months ended June 30, 2023.
−Removed: The decrease in earnings was primarily attributable to a non-cash impairment of exploration and production properties ($145.0 million), lower natural gas prices after hedging ($40.0 million) and lower other revenue ($3.6 million), as previously discussed.
−Removed: Higher depletion expense ($31.2 million), higher lease operating and transportation expenses ($11.2 million), higher other operating expenses ($7.9 million) and an increase in interest expense ($4.7 million) also reduced earnings.
−Removed: There was also a higher unrealized loss recognized in the nine months ended June 30, 2024 ($3.5 million) on contingent consideration received as part of the California asset sale as compared to an unrealized loss that was recognized in the nine months ended June 30, 2023 ($2.7 million) on such contingent consideration.
−Removed: These decreases were partially offset by higher natural gas production ($44.7 million) combined with lower other taxes ($3.3 million) and a reduction in income tax expense ($2.9 million).
−Removed: The increase in depletion expense was primarily due to the net increase in production combined with a $0.08 per Mcf increase in the depletion rate.
−Removed: The increase in lease operating and transportation expenses was primarily the result of higher gathering and transportation costs combined with higher workover expenses.
−Removed: The increase in other operating expenses was primarily attributable to recognizing an accrual of plugging and abandonment costs related to certain wells that were formerly owned by Seneca, combined with higher general and administrative costs.
−Removed: The increase in interest expense can largely be attributed to higher average interest rates on intercompany short-term and long-term borrowings, partially offset by lower intercompany long-term debt balances.
−Removed: The decrease in other taxes was primarily attributable to lower Impact Fees in the Appalachian region due to lower NYMEX pricing, which reduces the cost per well due to moving the Company into a lower rate tier.
−Removed: The reduction in income tax expense was primarily driven by lower state income tax expense as a result of both a decrease in pre-tax income and a decrease in Pennsylvania's state income tax rate from 9.99% to 4.99% over a ten year period, partially offset by a lower benefit from permanent differences related to stock compensation.
+Added: Operating revenues for the Exploration and Production segment decreased $5.2 million for the quarter ended December 31, 2024 as compared with the quarter ended December 31, 2023.
+Added: Gas production revenue after hedging decreased $5.2 million due to the impact of a 3.0 Bcf decrease in natural gas production partially offset by a $0.02 per Mcf increase in the weighted average price of natural gas after hedging.
+Added: The decrease in natural gas production was largely due to lower production in the Marcellus and Utica wells in the Appalachian region.
+Added: The Exploration and Production segment's loss for the quarter ended December 31, 2024 was $46.8 million, a decrease of $99.3 million when compared with earnings of $52.5 million for the quarter ended December 31, 2023.
+Added: This decrease can be primarily attributed to non-cash impairments of assets ($103.6 million), including ceiling test impairments of $79.1 million and a $24.5 million impairment of certain water disposal assets recorded during the quarter ended December 31, 2024, as well as lower natural gas production ($6.0 million).
+Added: In conjunction with the ceiling test impairment, there was a $1.0 million earnings reduction associated with the remeasurement of state deferred income taxes.
+Added: A decline in other income ($1.7 million) also contributed to the decrease in earnings.
+Added: These decreases were partially offset by higher natural gas prices after hedging ($1.9 million), lower depletion expense ($6.8 million) and lower lease operating and transportation expenses ($1.1 million).
+Added: There was also an unrealized loss recognized in the three-month period ended December 31, 2024 ($0.3 million) on contingent consideration received as part of the 2022 California asset sale, compared to an unrealized loss that was recognized in the three-month period ended December 31, 2023 ($3.0 million) on such contingent consideration.
+Added: The decline in other income was mainly attributed to business interruption insurance proceeds received during the quarter ended December 31, 2023 related to a pipeline outage impacting Seneca’s ability to market gas.
+Added: The decrease in depletion expense was primarily due to the net decrease in production combined with a $0.06 per Mcf decrease in the depletion rate largely due to ceiling test impairments recorded in the third and fourth quarters of fiscal 2024 that lowered Seneca’s full cost pool depletable base.
+Added: The decrease in lease operating and transportation expenses was primarily the result of lower gathering and transportation costs combined with lower workover and salt water disposal expenses.
Pipeline and Storage
1 unchanged sentence
Three Months Ended
−Removed: June 30, Nine Months Ended
(Thousands) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Firm Transportation $ 81,086 $ 71,495 $ 9,591
5 unchanged sentences
$ 106,612 $ 94,413 $ 12,199
+Added: Table of Content
Pipeline and Storage Throughput
Three Months Ended
−Removed: June 30, Nine Months Ended
(MMcf) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Firm Transportation 202,882 200,101 2,781
1 unchanged sentence
202,944 200,219 2,725
−Removed: Table of Content
2024 Compared with 2023
−Removed: Operating revenues for the Pipeline and Storage segment increased $13.0 million for the quarter ended June 30, 2024 as compared with the quarter ended June 30, 2023.
−Removed: The increase in operating revenues was primarily due to an increase in transportation revenues of $9.2 million, an increase in storage revenues of $3.5 million and an increase in other revenues of $0.3 million.
+Added: Operating revenues for the Pipeline and Storage segment increased $12.2 million for the quarter ended December 31, 2024 as compared with the quarter ended December 31, 2023.
+Added: The increase in operating revenues was primarily due to an increase in transportation revenues of $9.6 million and an increase in storage revenues of $3.7 million, partially offset by a decrease in other revenues of $1.1 million.
The increase in transportation and storage revenues was primarily attributable to an increase in Supply Corporation's transportation and storage rates effective February 1, 2024, in accordance with Supply Corporation's rate case settlement.
The settlement was approved by FERC on June 11, 2024.
−Removed: Operating revenues for the Pipeline and Storage segment increased $22.7 million for the nine months ended June 30, 2024 as compared with the nine months ended June 30, 2023.
−Removed: The increase in operating revenues was primarily due to an increase in transportation revenues of $12.1 million, an increase in storage revenues of $7.3 million, and an increase in other revenues of $3.2 million.
−Removed: The increase in transportation and storage revenues was primarily attributable to an increase in Supply Corporation's transportation and storage rates effective February 1, 2024 in accordance with the aforementioned Supply Corporation rate case settlement and final true-up adjustment to the surcharge for pipeline safety and greenhouse gas costs that ended effective February 1, 2024.
−Removed: The increase in transportation revenues was partially offset by a decline in revenues associated with miscellaneous contract terminations and revisions.
−Removed: The increase in other revenues primarily reflects an adjustment to match electric surcharge revenues to electric power costs recorded in operation and maintenance expense.
−Removed: Transportation volume for the quarter ended June 30, 2024 decreased by 12.9 Bcf from the prior year's quarter ended June 30, 2023.
−Removed: For the nine months ended June 30, 2024, transportation volume decreased by 46.8 Bcf from the prior year's nine-month period ended June 30, 2023.
−Removed: The decrease in transportation volume for both the quarter and nine months ended June 30, 2024 is primarily due to a decrease in volume from certain contract expirations combined with a decline in volume from warmer weather.
+Added: The decrease in other revenues primarily reflects lower cashout revenues, which are completely offset by purchased gas expense, and an adjustment to match electric surcharge revenues to electric power costs recorded in operation and maintenance expense.
+Added: Transportation volume for the quarter ended December 31, 2024 increased by 2.7 Bcf from the prior year's quarter ended December 31, 2023.
+Added: The increase in transportation volume for the quarter ended December 31, 2024 is primarily due to an increase in volume from new long-term contracts combined with an increase in volume from colder weather.
+Added: These were partially offset by lower capacity utilization with certain contract shippers and certain contract expirations and revisions.
Volume fluctuations, other than those caused by the addition or termination of contracts, generally do not have a significant impact on revenues as a result of the straight fixed-variable rate design utilized by Supply Corporation and Empire.
−Removed: The Pipeline and Storage segment’s earnings for the quarter ended June 30, 2024 were $30.7 million, an increase of $6.9 million when compared with earnings of $23.8 million for the quarter ended June 30, 2023.
+Added: The Pipeline and Storage segment’s earnings for the quarter ended December 31, 2024 were $32.5 million, an increase of $8.4 million when compared with earnings of $24.1 million for the quarter ended December 31, 2023.
The increase in earnings was primarily due to the earnings impact of higher operating revenues ($9.6 million), as discussed above.
−Removed: This increase was partially offset by increases in operating expenses ($1.5 million), interest expense ($0.8 million), depreciation expense ($0.6 million) and higher income tax expense ($0.5 million).
−Removed: The increase in operating expenses was primarily due to an increase in personnel costs, partially offset by lower pipeline integrity costs.
−Removed: The increase in interest expense is mainly due to an increase in intercompany short-term and long-term borrowings.
−Removed: The increase in depreciation expense was primarily due to higher average depreciable plant in service compared to the prior year, partially offset by an adjustment to depreciation expense related to the final regulatory approval of Supply Corporation's rate case settlement.
−Removed: The increase in income tax expense is mainly due to higher state income tax expense due to higher pre-tax earnings.
−Removed: The Pipeline and Storage segment’s earnings for the nine months ended June 30, 2024 were $85.5 million, an increase of $8.4 million when compared with earnings of $77.1 million for the nine months ended June 30, 2023.
−Removed: The increase in earnings was primarily due to the earnings impact of higher operating revenues ($17.9 million), as discussed above, along with an increase in other income ($1.3 million).
−Removed: The increase in other income is primarily due to an increase in interest income for Empire related to a higher weighted average interest rate on intercompany short-term notes receivables and a higher average amount outstanding on those receivables.
−Removed: These increases were partially offset by increases in operating expenses ($4.5 million), depreciation expense ($2.6 million), interest expense ($2.4 million) and higher income tax expense ($0.8 million).
−Removed: The increase in operating expenses was primarily due to higher personnel costs, as well as higher power costs related to Empire's electric motor drive compressor station.
−Removed: This increase in electric power costs is offset by an equal increase in revenue.
−Removed: The increase in depreciation expense was primarily due to higher average depreciable plant in service compared to the prior year.
−Removed: The increase in interest expense is mainly due to an increase in Supply Corporation's intercompany short-term borrowings along with a higher weighted average interest rate on Supply Corporation's intercompany long-term borrowings.
+Added: This increase was partially offset by increases in operating expenses ($0.9 million) and higher income tax expense ($0.5 million).
+Added: The increase in operating expenses was primarily due to higher pipeline integrity costs combined with an increase in personnel costs.
The increase in income tax expense is mainly due to higher state income tax expense due to higher pre-tax earnings.
−Removed: Table of Content
Gathering Operating Revenues
Three Months Ended
−Removed: June 30, Nine Months Ended
(Thousands) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Gathering Revenues $ 61,131 $ 62,588 $ (1,457)
1 unchanged sentence
Three Months Ended
−Removed: June 30, Nine Months Ended
2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Gathered Volume - (MMcf) 120,961 124,261 (3,300)
2024 Compared with 2023
−Removed: Operating revenues for the Ga thering segme nt increased $1.2 million f or the quarter ended June 30, 2024 as compared with the quarter ended June 30, 2023.
−Removed: Although gathered volume decreased 0.3 Bcf over the aforementioned time period, changes in the throughput producer mix drove the increase in revenue.
−Removed: Gathered volume decreased 6.7 Bcf in the Gathering segment's western development area (Clermont), partially offset by a net 6.4 Bcf increase in gathered volume in the Gathering segment's eastern development areas (Trout Run and Tioga).
−Removed: Operating revenue s for the Gathering segme nt increased $14.4 million f or the nine months ended June 30, 2024 as compared with the nine months ended June 30, 2023, which was driven primarily by a 31.8 Bcf increase in gathered volume.
−Removed: Gathered volume increased 47.4 Bcf in the Gathering segment's eastern development areas (Trout Run and Tioga), partially offset by a 15.6 Bcf decrease in gathered volume in the Gathering segment's western development area (Clermont).
−Removed: The net increase can be attributed to an increase in gross natural gas production in the Appalachian region by producers connected to the aforementioned gathering systems.
−Removed: The Gathering segment’s earnings for the quarter ended June 30, 2024 were $25.0 million, an increase of $0.9 million when compared with earnings of $24.1 million for the quarter ended June 30, 2023.
−Removed: The increase in earnings was primarily due to higher gathering revenues ($1.0 million) and lower operation and maintenance expense ($0.4 million).
−Removed: The increase in gathering revenues was driven by changes in the throughput producer mix, as discussed above.
−Removed: The decrease in operation and maintenance expense was primarily due to lower compressor repairs and services along with lower leased compression costs.
−Removed: This increase was partially offset by higher depreciation expense ($0.6 million).
−Removed: The increase in depreciation expense was largely due to additional plant in-service associated with the Tioga and Clermont gathering systems.
−Removed: The Gathering segment’s earnings for the nine months ended June 30, 2024 were $82.5 million, an increase of $9.3 million when compared with earnings of $73.2 million for the nine months ended June 30, 2023 .
−Removed: The increase in earnings was mainly due to higher gathering revenues ($11.4 million) driven by the increase in gathered volume, as discussed above, and lower interest expense ($0.6 million).
−Removed: The decrease in interest expense was primarily due to higher capitalized interest.
−Removed: This increase was partially offset by higher depreciation expense ($1.7 million) and higher income tax expense ($1.0 million).
−Removed: The increase in depreciation expense was largely due to additional plant in-service associated with the Tioga and Clermont gathering systems.
−Removed: The increase in income tax expense was due to higher state income taxes driven by higher pre-tax income.
+Added: Operating revenues for the Ga thering segme nt decreased $1.5 million f or the quarter ended December 31, 2024 as compared with the quarter ended December 31, 2023, which was driven primarily by a 3.3 Bcf decrease in gathered volume.
Table of Content
+Added: Gathered volume decreased 1.9 Bcf and 1.4 Bcf in the Gathering segment's eastern development areas (Trout Run and Tioga) and western development area (Clermont), respectively.
+Added: The net decrease in gathered volume can be attributed to a decrease in gross natural gas production in the Appalachian region by producers connected to the aforementioned gathering systems.
+Added: The Gathering segment’s earnings for the quarter ended December 31, 2024 were $27.1 million, a decrease of $1.7 million when compared with earnings of $28.8 million for the quarter ended December 31, 2023.
+Added: The decrease in earnings was primarily due to lower gathering revenues ($1.2 million) and higher depreciation expense ($0.8 million).
+Added: The decrease in gathering revenues was driven by the decrease in gathered volume, as discussed above.
+Added: The increase in depreciation expense was largely due to additional plant in-service associated with the Tioga gathering system.
+Added: These decreases in earnings were partially offset by a decrease in income tax expense ($0.4 million) due to lower state income taxes driven by lower pre-tax income and a reduction in the Pennsylvania state income tax rate.
Utility Operating Revenues
Three Months Ended
−Removed: June 30, Nine Months Ended
(Thousands) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Retail Sales Revenues:
8 unchanged sentences
Three Months Ended
−Removed: June 30, Nine Months Ended
(MMcf) 2024 2023 Increase
−Removed: (Decrease) 2024 2023 Increase
Retail Sales:
5 unchanged sentences
38,536 38,448 88
−Removed: Three Months Ended June 30, Percent Colder (Warmer) Than
+Added: Three Months Ended December 31, Percent Colder (Warmer) Than
Normal 2024 2023 Normal (1)
1 unchanged sentence
Buffalo, NY 2,253 1,884 1,858 (16.4) % 1.4 %
−Removed: 776 519 802 (33.1) % (35.3) %
−Removed: Nine Months Ended June 30,
−Removed: Buffalo, NY 6,491 5,128 5,656 (21.0) % (9.3) %
Erie, PA 1,894 1,697 1,664 (10.4) % 2.0 %
(1) Percents compare actual 2024 degree days to normal degree days and actual 2024 degree days to actual 2023 degree days.
−Removed: (2) Normal degree days changed from the NOAA 30-year degree days to NOAA 15-year degree days with the implementation of new base rates in Pennsylvania in August 2023.
+Added: Table of Content
2024 Compared with 2023
−Removed: Operating revenues for the Utility segment decreased $19.7 million for the quarter ended June 30, 2024 as compared with the quarter ended June 30, 2023.
−Removed: This decrease resulted from a $21.2 million decrease in retail gas sales revenue and a $1.0 million decrease in other revenue, which were partially offset by a $2.5 million increase in transportation revenue.
−Removed: The decrease in retail gas sales revenue reflects a decrease in the cost of gas sold (per Mcf) combined with a 1.6 Bcf decrease in throughput mainly due to warmer weather.
+Added: Operating revenues for the Utility segment increased $26.5 million for the quarter ended December 31, 2024 as compared with the quarter ended December 31, 2023.
+Added: This increase resulted from a $24.2 million increase in retail gas sales revenue and a $2.5 million increase in other revenue, which were partially offset by a $0.2 million decrease in transportation revenue.
+Added: The increase in retail gas sales revenue is primarily the result of the impact of new base delivery rates in Distribution Corporation's New York jurisdiction pursuant to a settlement approved by the NYPSC on December 19, 2024.
+Added: Additional details regarding the base rate regulatory proceeding can be found in Note 10 - Regulatory Matters.
+Added: This increase also reflects higher purchased gas revenues resulting from a 0.7 Bcf increase in throughput due to cooler temperatures combined with an increase in the cost of gas sold (per Mcf).
It should be noted that under its purchased gas adjustment clauses in New York and Pennsylvania, Distribution Corporation's earnings are not impacted by fluctuations in gas costs.
−Removed: Purchased gas expense
−Removed: Table of Content
−Removed: recorded on the consolidated income statement matches the revenues collected from customers.
−Removed: The decrease in retail gas sales revenue was partially offset by the impact of new base rates in Distribution Corporation's Pennsylvania jurisdiction pursuant to a settlement approved by the PaPUC on June 15, 2023.
−Removed: Additional details regarding the base rate regulatory proceeding can be found in the Rate Matters section below.
−Removed: The decrease in other revenue was mainly the result of a larger estimated refund provision from the income tax benefits resulting from the 2017 Tax Reform Act ($0.5 million) and a decrease in late payment charges billed to customers ($0.4 million).
−Removed: The increase in transportation revenue was largely attributable to the impact of new base rates in Pennsylvania, as well as an increase in revenues earned under the system modernization and system improvement tracker mechanisms in Distribution Corporation's New York jurisdiction, which allow for the recovery of investments in leak prone pipe replacement.
−Removed: Operating revenues for the Utility segment decreased $246.0 million for the nine months ended June 30, 2024 as compared with the nine months ended June 30, 2023.
−Removed: The decrease resulted from a $252.6 million decrease in retail gas sales revenue and a $0.3 million decrease in other revenue.
−Removed: The decrease in retail gas sales revenue was primarily due to a decrease in the cost of gas sold (per Mcf) as well as a 5.0 Bcf decrease in throughput largely due to warmer weather.
−Removed: These factors were partially offset by an increase in base rates in Distribution Corporation's Pennsylvania jurisdiction, as mentioned above.
−Removed: The decrease in other revenue was largely due to decreases in late payment charges billed to customers ($1.5 million) and capacity release revenues ($1.0 million), partially offset by a smaller estimated refund provision from the income tax benefits resulting from the 2017 Tax Reform Act ($2.1 million).
−Removed: The decreases in retail gas sales revenue and other revenue were partially offset by a $7.0 million increase in transportation revenue, predominantly due to the impact of the new base rates in Pennsylvania in addition to an increase in revenues from the system modernization and system improvement tracker in New York, despite a 0.6 Bcf decrease in throughput due to warmer weather.
−Removed: The Utility segment’s earnings for the quarter ended June 30, 2024 were $2.6 million, an increase of $2.5 million when compared with earnings of less than $0.1 million for the quarter ended June 30, 2023.
−Removed: The increase was primarily due to the impact of system modernization and system improvement trackers in New York ($3.5 million), lower income tax expense ($3.3 million), and the impact of new base rates in the Utility segment's Pennsylvania jurisdiction ($2.3 million).
−Removed: The decrease in income tax expense was largely due to an increase in tax deductions related to certain repairs and maintenance expenditures recorded in the Utility's Pennsylvania jurisdiction as a result of updated IRS guidance published in 2023.
−Removed: These increases were partially offset by higher operating expenses ($2.7 million), primarily due to higher personnel costs, a decrease in earnings from the impact of lower usage and weather ($2.4 million), an increase in depreciation and amortization expense ($1.1 million), and a decrease in other operating revenues ($0.4 million).
−Removed: The increase in depreciation expense was primarily the result of higher average plant balances and increased depreciation associated with negative net salvage in the Utility segment's Pennsylvania jurisdiction.
−Removed: The decrease in other operating revenues resulted from decreases in late payment charges billed to customers and capacity release revenues.
−Removed: The impact of weather variations on earnings in the Utility segment is mitigated by a WNA.
−Removed: Prior to October 2023, the impact of weather variations on earnings was mitigated by a WNA solely in the Utility segment’s New York rate jurisdiction.
−Removed: However, effective October 2023, the impact of weather variations on earnings is also mitigated by a WNA in the Utility segment’s Pennsylvania rate jurisdiction.
+Added: Purchased gas expense recorded on the consolidated income statement matches the revenues collected from customers.
+Added: The increase in other revenue was mainly due to the elimination of the refund provision that was required to defer and return the income tax benefits resulting from the 2017 Tax Reform Act to customers ($3.3 million).
+Added: The refund provision is no longer necessary because Distribution Corporation's new base delivery rates now reflect a revenue requirement determined with the current federal income tax rate of 21% and the refund of excess accumulated deferred income taxes.
+Added: The Utility segment’s earnings for the quarter ended December 31, 2024 were $32.5 million, an increase of $5.9 million when compared with earnings of $26.6 million for the quarter ended December 31, 2023.
+Added: The increase was primarily due to the impact of new base rates in the Utility segment's New York jurisdiction ($7.9 million) and an increase in other income ($3.2 million), which was mainly attributable to the recognition of non-service pension and post-retirement benefit income in accordance with the rate settlement.
+Added: These factors were partially offset by higher interest expense ($1.8 million), higher operating expenses ($1.2 million), higher depreciation expense ($0.6 million), an increase in income tax expense ($0.6 million), and a decrease in margin due to lower usage and weather ($0.3 million).
+Added: The increase in interest expense was primarily due to an increase in outstanding intercompany debt balances.
+Added: The increase in operating expenses was mainly attributable to higher personnel costs.
+Added: The impact of weather variations on cash flows and customer bills in the Utility segment is mitigated by a WNA.
The WNA, which covers the eight-month period from October through May, has had a stabilizing effect on earnings for the Utility segment.
In addition, in periods of colder than normal weather, the WNA benefits the Utility segment's customers.
−Removed: For the quarter ended June 30, 2024, the WNA preserved earnings in the Utility segment’s New York rate jurisdiction of approximately $1.7 million and preserved earnings in the Utility segment’s Pennsylvania rate jurisdiction of approximately $1.4 million, as the weather was warmer than normal in both jurisdictions.
−Removed: For the quarter ended June 30, 2023, the WNA preserved earnings in the Utility segment’s New York jurisdiction of approximately $0.6 million, as the weather was warmer than normal.
−Removed: The Utility segment’s earnings for the nine months ended June 30, 2024 were $73.8 million, an increase of $18.2 million when compared with earnings of $55.6 million for the nine months ended June 30, 2023.
−Removed: The increase was mainly due to the impact of new base rates in the Utility segment's Pennsylvania jurisdiction ($17.7 million), lower income tax expense ($7.5 million), the impact of system modernization and system improvement trackers in New York ($6.2 million), and an increase in other income ($1.3 million).
−Removed: The decrease in income tax expense was largely due to an increase in tax deductions related to certain repairs and maintenance expenditures, as discussed above.
−Removed: The increase in other income was primarily driven by a decrease in non-service pension and post-retirement benefit costs in the Utility segment's Pennsylvania jurisdiction.
−Removed: These factors were partially offset by higher operating expenses ($7.7 million), primarily due to higher personnel costs, an increase in depreciation and amortization expense ($2.6 million), a decrease in earnings from regulatory adjustments ($2.1 million), a decrease in other operating revenues ($1.9 million), and a decrease in earnings from the impact of lower usage and weather ($0.7 million).
−Removed: Table of Content
−Removed: For the nine months ended June 30, 2024, the WNA preserved earnings in the Utility segment’s New York rate jurisdiction of approximately $8.1 million and preserved earnings in the Utility segment’s Pennsylvania rate jurisdiction of approximately $5.5 million, as the weather was warmer than normal in both jurisdictions.
−Removed: For the nine months ended June 30, 2023, the WNA preserved earnings in the Utility segment's New York rate jurisdiction of approximately $4.8 million, as the weather was warmer than normal.
+Added: For the quarter ended December 31, 2024, the WNA preserved earnings of approximately $2.0 million and $1.2 million, respectively, in the Utility segment’s New York and Pennsylvania rate jurisdictions, as the weather was warmer than normal in both jurisdictions.
+Added: For the quarter ended December 31, 2023, the WNA preserved earnings of approximately $1.4 million in the Utility segment’s New York jurisdiction and $0.5 million in the Utility segment's Pennsylvania jurisdiction, as the weather was warmer than normal.
Corporate and All Other
2024 Compared with 2023
−Removed: Corporate and All Other operations had a net loss of $0.4 million for the quarter ended June 30, 2024, a decrease of $1.7 million when compared with earnings of $1.3 million for the quarter ended June 30, 2023.
−Removed: The decrease was primarily attributable to lower other income ($0.6 million), higher operating expenses ($0.4 million), and changes in unrealized gains and losses on investments in equity securities.
−Removed: During the quarter ended June 30, 2023, the Company recorded unrealized gains of $0.3 million.
−Removed: During the quarter ended June 30, 2024, the Company recorded unrealized losses of less than $0.1 million.
−Removed: For the nine months ended June 30, 2024, Corporate and All Other operations had earnings of $0.8 million, a decrease of $1.0 million when compared with earnings of $1.8 million for the nine months ended June 30, 2023.
−Removed: The decrease in earnings for the nine-month period was primarily attributable to higher operating expenses ($1.6 million), primarily due to higher legal costs.
+Added: Corporate and All Other operations recorded a net loss of $0.3 million for the quarter ended December 31, 2024, a decrease of $1.4 million when compared with earnings of $1.1 million for the quarter ended December 31, 2023.
+Added: The decrease was primarily attributable to changes in unrealized gains and losses on investments in equity securities.
+Added: During the quarter ended December 31, 2024, the Company recorded unrealized losses of $2.1 million.
+Added: During the quarter ended December 31, 2023, the Company recorded unrealized gains of $0.8 million.
+Added: These changes were partially offset by realized gains from investment securities sold in the current quarter ($1.2 million).
+Added: There were no realized gains or losses during the quarter ended December 31, 2023.
Other Income (Deductions)
−Removed: Net other income on the Consolidated Statements of Income was $3.2 million for the quarter ended June 30, 2024, compared to net other income of $3.6 million for the quarter ended June 30, 2023, for a decrease of $0.4 million.
−Removed: This decrease can be attributed primarily to lower income from life insurance policies of $0.6 million partially offset by an increase in interest income of $0.1 million and a decrease of $0.2 million when comparing the quarter over quarter losses associated with revaluing the contingent consideration received from the California asset sale.
−Removed: Net other income on the Consolidated Statement of Income was $13.0 million for the nine months ended June 30, 2024, compared to net other income of $12.8 million for the nine months ended June 30, 2023, for an increase of $0.2 million.
−Removed: While the overall variation is not significant, there were a number of items that contributed to the variance.
−Removed: Items increasing other income included $2.0 million of business interruption insurance proceeds received during the nine months ended June 30, 2024 related to a pipeline outage that impacted Seneca's ability to market its gas, a $0.7 million increase in non-service pension and post-retirement benefit income, a $0.6 million increase in the allowance for funds used during construction, and a $0.4 million increase in income from life insurance policies.
−Removed: Items decreasing other income included a $2.8 million decrease in interest income and a $1.1 million period over period increase in losses associated with revaluing the contingent consideration received from the California asset sale.
−Removed: Interest Expense on Long-Term Debt
−Removed: Interest expense on long-term debt on the Consolidated Statement of Income increased $6.6 million for the quarter ended June 30, 2024 as compared to the quarter ended June 30, 2023.
−Removed: For the nine months ended June 30, 2024, interest expense on long-term debt increased $6.3 million as compared with the nine months ended June 30, 2023.
−Removed: These increases are primarily due to higher average balances and a higher weighted average interest rate on long-term debt.
−Removed: In May 2023, the Company issued $300.0 million of 5.50% notes.
−Removed: Additionally, the Company elected to draw a total of $300.0 million under a delayed draw term loan credit facility in April 2024.
−Removed: The Company selected an initial six month interest period for these borrowings, locking in a weighted average interest rate of 6.705% through the beginning of October 2024.
−Removed: Partially offsetting these increases, the Company redeemed 3.75% notes in November 2022 and March 2023, amounting to $500.0 million in the aggregate, and also redeemed $49.0 million of 7.395% notes in March 2023.
−Removed: In addition, there was an increase in capitalized interest (mostly in Midstream Company) as a result of higher capital expenditures.
+Added: Net other income on the Consolidated Statements of Income was $7.7 million for the quarter ended December 31, 2024, compared to net other income of $3.7 million for the quarter ended December 31, 2023, for an increase of $4.0 million.
+Added: This increase can be attributed primarily to a $5.2 million increase in non-service pension and post-retirement benefit income along with a $3.8 million benefit from the quarter-over-quarter revaluation of the contingent consideration received from the 2022 California asset sale.
+Added: These increases were offset by quarter-over-quarter changes in the value of investment securities.
+Added: During the quarter ended December 31, 2024, there were net losses of $1.2 million on investment securities.
+Added: However, during the quarter ended December 31, 2023, there were net gains of $1.3 million on investment securities.
+Added: Another offsetting factor
Table of Content
+Added: was the non-recurrence of $2.0 million of business interruption insurance proceeds received during the quarter ended December 31, 2023 related to a pipeline outage that impacted Seneca's ability to market its gas.
+Added: Interest Expense on Long-Term Debt
+Added: Interest expense on long-term debt on the Consolidated Statement of Income increased $4.9 million for the quarter ended December 31, 2024 as compared to the quarter ended December 31, 2023.
+Added: In April 2024, the Company elected to draw a total of $300.0 million under a delayed draw term loan credit facility, which was the primary driver of the increase.
+Added: These borrowings had a locked-in weighted average interest rate of 6.30% for the quarter ended December 31, 2024.
CAPITAL RESOURCES AND LIQUIDITY
−Removed: The Company’s primary source of cash during the nine-month period ended June 30, 2024 consisted of cash provided by operating activities and net proceeds from long-term borrowings.
−Removed: The Company’s primary sources of cash during the nine-month period ended June 30, 2023 consisted of cash provided by operating activities, net proceeds from short-term and long-term borrowings and proceeds from the sale of a fixed income mutual fund held in a grantor trust.
+Added: The Company’s primary source of cash during the three-month periods ended December 31, 2024 and December 31, 2023 consisted of cash provided by operating activities and net proceeds from short-term borrowings.
The Company expects to have adequate amounts of cash available to meet both its short-term and long-term cash requirements for at least the next twelve months and for the foreseeable future thereafter.
During the remainder of 2025, the Company expects to use cash provided by operating activities, as well as net proceeds from short-term and long-term borrowings, to fund the Company's capital expenditures.
−Removed: Looking forward to 2025, based on current commodity prices, cash provided by operating activities is expected to exceed capital expenditures.
+Added: Looking forward to 2026, based on current commodity prices, cash provided by operating activities is again expected to exceed capital expenditures.
The Company also has two long-term debt maturities in 2025, totaling $500.0 million, which the Company anticipates funding with long-term borrowings.
2 unchanged sentences
Internally generated cash from operating activities consists of net income available for common stock, adjusted for non-cash expenses, non-cash income, gains and losses associated with investing and financing activities, and changes in operating assets and liabilities.
−Removed: Non-cash items include depreciation, depletion and amortization, impairment of exploration and production properties, deferred income taxes and stock-based compensation.
+Added: Non-cash items include depreciation, depletion and amortization, impairment of assets, deferred income taxes and stock-based compensation.
Cash provided by operating activities in the Utility and Pipeline and Storage segments may vary substantially from period to period because of the impact of rate cases.
−Removed: In the Utility segment, supplier refunds, over- or under-recovered purchased gas costs and weather may also significantly impact cash flow.
+Added: In the Utility segment, supplier refunds, over- or under-recovered purchased gas costs, weather and regulatory lag may also significantly impact cash flow.
The impact of weather on cash flow is tempered in the Pipeline and Storage segment by the straight fixed-variable rate design used by Supply Corporation and Empire.
−Removed: Prior to October 2023, the weather impact on cash flow in the Utility segment was mitigated by a WNA solely in its New York rate jurisdiction.
−Removed: However, effective October 2023, the weather impact on cash flow in the Utility segment is also mitigated by a WNA in its Pennsylvania rate jurisdiction.
−Removed: The Pennsylvania rate jurisdiction WNA resulted from the PaPUC's approved settlement on June 15, 2023, further discussed in the Rate Matters section below.
+Added: The weather impact on cash flow in the Utility segment is mitigated by a WNA in both its New York and Pennsylvania rate jurisdictions.
Because of the seasonal nature of the heating business in the Utility segment, revenues in this business are relatively high during the heating season, primarily the first and second quarters of the fiscal year, and receivable balances historically increase during these periods from the receivable balances at September 30.
3 unchanged sentences
The Company uses various derivative financial instruments, including price swap agreements and no cost collars, in an attempt to manage this energy commodity price risk.
−Removed: Net cash provided by operating activities totaled $868.0 million for the nine months ended June 30, 2024, a decrease of $187.1 million compared with $1,055.1 million provided by operating activities for the nine months ended June 30, 2023.
+Added: The pricing protection obtained from derivative financial instruments will fluctuate over time as instruments expire and are replaced with new instruments reflecting current commodity prices of natural gas.
+Added: Net cash provided by operating activities totaled $220.1 million for the three months ended December 31, 2024, a decrease of $50.8 million compared with $270.9 million provided by operating activities for the three months ended December 31, 2023.
The decrease in cash provided by operating activities primarily reflects lower cash provided by operating activities in the Exploration and Production segment due to lower cash receipts from natural gas production in the Appalachian region.
2 unchanged sentences
Expenditures for Long-Lived Assets
−Removed: The Company’s expenditures for long-lived assets totaled $655.5 million during the nine months ended June 30, 2024 and $804.1 million during the nine months ended June 30, 2023.
+Added: The Company’s expenditures for long-lived assets totaled $192.1 million during the three months ended December 31, 2024 and $235.7 million during the three months ended December 31, 2023.
The table below presents these expenditures:
Total Expenditures for Long-Lived Assets
−Removed: Nine Months Ended June 30, 2024 2023 Increase (Decrease)
+Added: Three Months Ended December 31, 2024 2023 Increase (Decrease)
Exploration and Production:
Capital Expenditures $ 122.6 (1) $ 161.0 (2) $ (38.4)
−Removed: $ 399.8 (2) $ 592.8 (3) $ (193.0)
Pipeline and Storage:
4 unchanged sentences
$ 192.1 $ 235.7 $ (43.6)
−Removed: (1) The nine months ended June 30, 2023 includes $124.8 million related to the acquisition of upstream assets acquired from SWN.
−Removed: The acquisition costs for the assets acquired from SWN is reported as a component of Acquisition of Upstream Assets on the Consolidated Statement of Cash Flows.
−Removed: (2) At June 30, 2024, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $50.9 million, $7.0 million, $14.6 million and $8.0 million, respectively, of non-cash capital expenditures.
+Added: (1) At December 31, 2024, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $56.3 million, $4.4 million, $6.0 million and $4.9 million, respectively, of non-cash capital expenditures.
At September 30, 2024, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $63.3 million, $14.4 million, $21.7 million and $20.6 million, respectively, of non-cash capital expenditures.
−Removed: (3) At June 30, 2023, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $52.8 million, $7.7 million, $2.8 million and $8.5 million, respectively, of non-cash capital expenditures.
+Added: (2) At December 31, 2023, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $74.9 million, $5.5 million, $11.1 million and $6.4 million, respectively, of non-cash capital expenditures.
At September 30, 2023, capital expenditures for the Exploration and Production segment, the Pipeline and Storage segment, the Gathering segment and the Utility segment included $43.2 million, $31.8 million, $20.6 million and $13.6 million, respectively, of non-cash capital expenditures.
Exploration and Production
−Removed: The Exploration and Production segment capital expenditures for the nine months ended June 30, 2024 were primarily well drilling and completion expenditures in the Appalachian region, and included $60.2 million in the Marcellus Shale area and $325.7 million in the Utica Shale area.
+Added: The Exploration and Production segment capital expenditures for the three months ended December 31, 2024 were primarily well drilling and completion expenditures in the Appalachian region, and included $27.5 million in the Marcellus Shale area and $90.9 million in the Utica Shale area.
These amounts included approximately $34.6 million spent to develop proved undeveloped reserves.
−Removed: The Exploration and Production segment capital expenditures for the nine months ended June 30, 2023 were primarily well drilling and completion expenditures in the Appalachian region and included $229.6 million in the Marcellus Shale area and $352.2 million in the Utica Shale area.
+Added: The Exploration and Production segment capital expenditures for the three months ended December 31, 2023 were primarily well drilling and completion expenditures in the Appalachian region, and included $37.5 million in the Marcellus Shale area and $120.2 million in the Utica Shale area.
These amounts included approximately $106.0 million spent to develop proved undeveloped reserves.
−Removed: On June 1, 2023, the Company completed its acquisition of certain upstream assets located primarily in Tioga County, Pennsylvania from SWN for total consideration of $124.8 million.
−Removed: As part of the transaction, the Company acquired approximately 34,000 net acres in an area that is contiguous with existing Company-owned upstream assets.
−Removed: This transaction was accounted for as an asset acquisition and, as such, the purchase price was allocated to property, plant and equipment.
−Removed: In April 2023, the Company completed the acquisition of certain upstream assets located in Lycoming County in Northeast Pennsylvania for total consideration of $11.5 million.
−Removed: This acquisition included 1,145 net acres in Lycoming County.
−Removed: This transaction was accounted for as an asset acquisition and, as such, the purchase price was allocated to property, plant and equipment.
−Removed: The cost of this acquisition is reported as a component of Capital Expenditures on the Consolidated Statement of Cash Flows.
−Removed: Table of Content
Pipeline and Storage
−Removed: The Pipeline and Storage segment capital expenditures for the nine months ended June 30, 2024 and June 30, 2023 were primarily for additions, improvements and replacements to this segment's transmission and gas storage systems, which included system modernization expenditures that enhance the reliability and safety of the systems and reduce emissions.
+Added: The Pipeline and Storage segment capital expenditures for the three months ended December 31, 2024 and December 31, 2023 were primarily for additions, improvements and replacements to this segment's transmission and gas storage systems, which included system modernization expenditures that enhance the reliability and safety of the systems and reduce emissions.
In addition, due to the continuing demand for pipeline capacity to move natural gas from new wells being drilled in Appalachia, specifically in the Marcellus and Utica Shale producing areas, Supply Corporation and Empire have completed and continue to pursue expansion projects designed to move anticipated Marcellus and Utica production gas to other interstate pipelines and to on-system markets, and markets beyond the Supply Corporation and Empire pipeline systems.
An expansion and modernization project where the Company has forecasted a significant amount of investment in preliminary survey and investigation costs and/or capital expenditures, and where a precedent agreement has been executed, is discussed below.
+Added: Table of Content
Supply Corporation concluded an Open Season on August 25, 2023, and based on post-open season discussions, has designed a project that would allow for the transportation of 190,000 Dth per day of shale gas supplies from a new interconnection in northwest Tioga County, Pennsylvania to an existing Supply Corporation interconnection with Tennessee Gas Pipeline Company, LLC at Ellisburg and a new virtual delivery point into an existing Transcontinental Gas Pipe Line Company, LLC (“Transco”) capacity lease, providing access to Mid-Atlantic markets (“Tioga Pathway Project”).
The Tioga Pathway Project involves the construction of approximately 19 miles of new pipeline and the replacement of approximately four miles of existing pipeline on the Supply Corporation system.
−Removed: Supply Corporation has executed a Precedent Agreement with Seneca for 190,000 Dth per day of transportation capacity.
−Removed: Supply Corporation expects to file a Section 7(c) application with the FERC in August 2024.
+Added: Supply Corporation has executed a Precedent Agreement with Seneca for 190,000 Dth per day of transportation capacity and filed a Section 7(c) application with the FERC on August 21, 2024.
The Tioga Pathway Project has a projected in-service date of late calendar year 2026 and an estimated capital cost of approximately $101 million.
−Removed: As of June 30, 2024, approximately $1.5 million has been spent to study this project, all of which has been included in Deferred Charges on the Consolidated Balance Sheet at June 30, 2024.
−Removed: The majority of the Gathering segment capital expenditures for the nine months ended June 30, 2024 included expenditures related to the continued expansion of Midstream Company's Tioga and Clermont gathering systems.
−Removed: Midstream Company spent $55.4 million and $10.2 million, respectively, during the nine months ended June 30, 2024 on the development of the Tioga and Clermont gathering systems.
+Added: As of December 31, 2024, approximately $3.2 million has been spent to study this project, all of which has been included in Deferred Charges on the Consolidated Balance Sheet at December 31, 2024.
+Added: The majority of the Gathering segment capital expenditures for the three months ended December 31, 2024 included expenditures related to the continued expansion of Midstream Company's Tioga gathering system.
These expenditures were largely attributable to the installation of new in-field gathering pipelines related to bringing new development online and system optimization, as well as the continued development of centralized station facilities, including increased dehydration capacity and compression horsepower.
−Removed: The majority of the Gathering segment capital expenditures for the nine months ended June 30, 2023 included expenditures related to the continued expansion of Midstream Company's Clermont, Tioga and Trout Run gathering systems.
−Removed: Midstream Company spent $14.7 million, $33.7 million and $6.8 million, respectively, during the nine months ended June 30, 2023 on the development of the Clermont, Tioga and Trout Run gathering systems.
−Removed: These expenditures were largely attributable to the installation of new in-field gathering pipelines, as well as the continued development of centralized station facilities, including increased compression horsepower, at the Clermont, Trout Run, and Tioga gathering systems.
−Removed: In the Tioga gathering system, expenditures were also largely attributable to the expansion of on-pad facilities related to bringing new development online.
−Removed: The majority of the Utility segment capital expenditures for the nine months ended June 30, 2024 and June 30, 2023 were made for main and service line improvements and replacements that enhance the reliability and safety of the system and reduce emissions.
+Added: The majority of the Gathering segment capital expenditures for the three months ended December 31, 2023 included expenditures related to the continued expansion of Midstream Company's Tioga and Clermont gathering systems.
+Added: These expenditures were largely attributable to the installation of new in-field gathering pipelines related to bringing new development online, as well as the continued development of centralized station facilities, including increased dehydration capacity and compression horsepower.
+Added: The majority of the Utility segment capital expenditures for the three months ended December 31, 2024 and December 31, 2023 were made for main and service line improvements and replacements that enhance the reliability and safety of the system and reduce emissions.
Expenditures were also made for main extensions.
−Removed: The Company estimates that the Utility segment capital expenditures are expected to be approximately $165 million for fiscal 2024, which is approximately $25 million higher than the estimate previously reported in the 2023 Form 10-K.
−Removed: This increase is due to the estimated impact of New York State’s recently enacted Roadway Excavation Quality Assurance Act.
−Removed: This Act requires contractors to pay state published prevailing wages on projects that require a permit to operate in a public right of way, which is expected to increase contractor charges to the Company.
−Removed: Other Investing Activities
−Removed: In October 2022, the Company sold $10 million of fixed income mutual fund shares held in a grantor trust that was established for the benefit of Pennsylvania ratepayers.
−Removed: The proceeds were used in the Utility segment's Pennsylvania service
−Removed: Table of Content
−Removed: territory during fiscal 2023 to fund the second year installment of a 5-year pass back of previously overcollected OPEB expenses, as well as to diversify a portion of grantor trust investments into lower risk money market mutual fund shares for purposes of funding future installments.
Project Funding
−Removed: During the nine months ended June 30, 2024 and fiscal 2023, the Company has been financing capital expenditures with cash from operations and short-term debt.
−Removed: Going forward, the Company expects to use cash on hand, cash from operations and short-term and long-term borrowings, as needed, to finance capital expenditures.
+Added: During the quarter ended December 31, 2024 and fiscal 2024, the Company has been financing capital expenditures with cash from operations and short-term debt.
+Added: Going forward, the Company expects to use cash on hand, cash from operations and short-term or long-term borrowings, as needed, to finance capital expenditures.
The level of short-term and/or long-term borrowings will depend upon the amount of cash provided by operations, which, in turn, will likely be most impacted by natural gas production and the associated commodity price realizations in the Exploration and Production segment.
−Removed: It will also likely depend on the timing of gas cost recovery in the Utility segment.
+Added: It will also likely depend on the timing of gas cost and base rate recovery in the Utility segment.
The Company continuously evaluates capital expenditures and potential investments in corporations, partnerships, and other business entities.
−Removed: The amounts are subject to modification for opportunities such as the acquisition of attractive natural gas properties, accelerated development of existing natural gas properties, natural gas storage and transmission facilities, natural gas gathering and compression facilities and the expansion of natural gas transmission line capacities, regulated utility assets and other opportunities as they may arise.
+Added: The amounts are subject to modification for opportunities such as the acquisition of attractive natural gas properties, accelerated development of existing natural gas properties, natural gas storage and transmission facilities, natural gas generation facilities, natural gas gathering and compression facilities and the expansion of natural gas transmission line capacities, regulated utility assets and other opportunities as they may arise.
The amounts are also subject to modification for opportunities involving emission reductions and/or energy transition including investments directly related to low- and no-carbon fuels.
1 unchanged sentence
Financing Cash Flow
−Removed: Consolidated short-term debt decreased $287.5 million when comparing the balance sheet at June 30, 2024 to the balance sheet at September 30, 2023.
−Removed: The maximum amount of short-term debt outstanding during the nine months ended June 30, 2024 was $402.9 million.
−Removed: In addition to cash provided by operating activities, the Company continues to consider short-term debt (consisting of short-term notes payable to banks and commercial paper) an important source of cash for temporarily financing items such as capital expenditures, asset purchases, gas-in-storage inventory, unrecovered purchased gas costs, margin calls on derivative financial instruments, repurchases of stock, other working capital needs and repayment of long-term debt.
+Added: Consolidated short-term debt increased $109.3 million when comparing the balance sheet at December 31, 2024 to the balance sheet at September 30, 2024.
+Added: The maximum amount of short-term debt outstanding during the three months ended December 31, 2024 was $253.9 million.
+Added: In addition to cash provided by operating activities, the Company continues to consider short-term debt (consisting of short-term notes payable to banks and commercial paper) an important source of cash for temporarily financing items such as capital expenditures, asset purchases, gas-in-storage inventory, unrecovered purchased
+Added: Table of Content
+Added: gas costs, margin calls on derivative financial instruments, repurchases of stock, other working capital needs and repayment of long-term debt.
Fluctuations in these items can have a significant impact on the amount and timing of short-term debt.
−Removed: As of June 30, 2024, the Company did not have any short-term notes payable to banks or commercial paper outstanding.
+Added: As of December 31, 2024, the Company had outstanding commercial paper of $200.0 million and did not have any short-term notes payable to banks as of December 31, 2024.
On February 28, 2022, the Company entered into a Credit Agreement (as amended from time to time, the “Credit Agreement”) with a syndicate of twelve banks.
−Removed: The Credit Agreement replaced the previous Fourth Amended and Restated Credit Agreement and a previous 364-Day Credit Agreement.
−Removed: As initially entered, the Credit Agreement provided a $1.0 billion unsecured committed revolving credit facility with a maturity date of February 26, 2027.
−Removed: In February 2024, the Company and eleven of the banks in the syndicate consented to an extension of the maturity date of the Credit Agreement from February 26, 2027 to February 25, 2028.
−Removed: In May 2024, three of the banks in the syndicate assumed the commitments of the sole non-extending lender such that the Company has aggregate commitments available under the Credit Agreement in the full amount of $1.0 billion to February 25, 2028.
+Added: The Credit Agreement provided a $1.0 billion unsecured committed revolving credit facility with a maturity date of February 26, 2027.
+Added: In February 2024, the Company and eleven of the banks in the syndicate consented to a one-year extension of the maturity date of the Credit Agreement, from February 26, 2027 to February 25, 2028.
+Added: In May 2024, three of the banks in the syndicate assumed the commitments of the sole non-extending lender.
+Added: In January 2025, the Company and the eleven banks in the syndicate consented to a second one-year extension of the maturity date, from February 25, 2028 to February 23, 2029, such that the Company has aggregate commitments available under the Credit Agreement in the full amount of $1.0 billion through February 23, 2029.
The total amount available to be issued under the Company’s commercial paper program is $500.0 million.
8 unchanged sentences
In April 2024, pursuant to the delayed draw mechanism, the Company elected to draw a total of $300.0 million under the facility.
−Removed: The Company selected an initial six month interest period for these borrowings, locking in a weighted average interest rate of 6.705% through the beginning of October 2024.
−Removed: Table of Content
−Removed: deducting debt issuance costs, the net proceeds to the Company amounted to $299.4 million.
+Added: After deducting debt issuance costs, the net proceeds to the Company amounted to $299.4 million.
The Company used the proceeds for general corporate purposes, which included the redemption of outstanding commercial paper.
+Added: Borrowings under the Term Loan Agreement currently bear interest at a rate equal to SOFR for the applicable interest period, plus an adjustment of 0.10%, plus a spread of 1.375%.
+Added: The current locked-in interest rate is 5.78% until February 2025.
Both the Credit Agreement and the Term Loan Agreement provide that the Company's debt to capitalization ratio will not exceed 0.65 at the last day of any fiscal quarter.
1 unchanged sentence
Since that date, the Company recorded non-cash, after-tax ceiling test impairments totaling $797.0 million.
−Removed: As a result, at June 30, 2024, $263.2 million was added back to the Company's total capitalization for purposes of calculating the debt to capitalization ratio under the agreements.
+Added: As a result, at December 31, 2024, $398.5 million was added back to the Company's total capitalization for purposes of calculating the debt to capitalization ratio under the Credit Agreement and the Term Loan Agreement.
In addition, for purposes of calculating the debt to capitalization ratio, the following amounts included in Accumulated Other Comprehensive Income (Loss) on the Company's consolidated balance sheet will be excluded from the determination of comprehensive shareholders’ equity:
1 unchanged sentence
As a result of these exclusions, such unrealized gains or losses will not positively or negatively affect the calculation of the debt to capitalization ratio.
−Removed: At June 30, 2024, the Company’s debt to capitalization ratio, as calculated under the agreements was 0.45.
−Removed: The constraints specified in the agreements would have permitted an additional $3.46 billion in short-term and/or long-term debt to be outstanding at June 30, 2024 (further limited by the indenture covenants discussed below) before the Company’s debt to capitalization ratio exceeded 0.65.
+Added: At December 31, 2024, the Company’s debt to capitalization ratio, as calculated under the agreements, was 0.48.
+Added: The constraints specified in the Credit Agreement and the Term Loan Agreement would have permitted an additional $2.97 billion in short-term and/or long-term debt to be outstanding at December 31, 2024 (further limited by the indenture covenants discussed below) before the Company’s debt to capitalization ratio exceeded 0.65.
A downgrade in the Company’s credit ratings could increase borrowing costs, negatively impact the availability of capital from banks, commercial paper purchasers and other sources, and require the Company's subsidiaries to post letters of credit, cash or other assets as collateral with certain counterparties.
2 unchanged sentences
The Credit Agreement and the Term Loan Agreement each contain a cross-default provision whereby the failure by the Company or its significant subsidiaries to make payments under other borrowing arrangements, or the occurrence of certain events affecting those other borrowing arrangements, could trigger an obligation to repay any amounts outstanding under the Credit Agreement or Term Loan Agreement, as applicable.
−Removed: In particular, a repayment obligation could be triggered if (i) the Company or any of its significant subsidiaries fails to make a payment when due of any principal or interest on any other indebtedness aggregating $40.0 million or more or (ii) an event occurs that causes, or would permit the holders of any other indebtedness aggregating $40.0 million or more to cause, such indebtedness to become due prior to its stated maturity.
−Removed: On May 18, 2023, the Company issued $300.0 million of 5.50% notes due October 1, 2026.
−Removed: After deducting underwriting discounts, commissions and other debt issuance costs, the net proceeds to the Company amounted to $297.3 million.
−Removed: The holders of the notes may require the Company to repurchase their notes at a price equal to 101% of the principal amount in the event of both a change in control and a ratings downgrade to a rating below investment grade.
−Removed: Additionally, the interest rate payable on the notes will be subject to adjustment from time to time, with a maximum adjustment of 2.00%, such that the coupon will not exceed 7.50%, if certain change of control events involving a material subsidiary result in a downgrade of the credit rating assigned to the notes to a rating below investment grade.
−Removed: A downgrade with a resulting increase to the coupon does not preclude the coupon from returning to its original rate if the Company's credit rating is subsequently upgraded.
−Removed: The Current Portion of Long-Term Debt at June 30, 2024 consisted of $50.0 million of 7.375% notes that mature in June 2025.
−Removed: None of the Company's long-term debt as of September 30, 2023 had a maturity date within the following twelve-month period.
−Removed: The Company’s embedded cost of long-term debt was 4.91% at June 30, 2024 and 4.70% at June 30, 2023.
−Removed: Under the Company’s existing indenture covenants at June 30, 2024, the Company would have been permitted to issue up to a maximum of approximately $2.26 billion in additional unsubordinated long-term indebtedness at then current market interest rates, in addition to being able to issue new indebtedness to replace existing debt.
−Removed: The Company's present liquidity position is believed to be adequate to satisfy known demands.
−Removed: It is possible, depending on amounts reported in various income statement and balance sheet line items, that the indenture covenants could, for a period of time, prevent the Company from issuing incremental unsubordinated long-term debt, or significantly limit the amount of such debt that could be issued.
−Removed: Losses incurred as a result of significant impairments of exploration and production properties have in the past resulted in such temporary restrictions.
−Removed: The indenture covenants would not preclude the Company from issuing new long-term debt to replace existing long-term debt, or from issuing additional short-term debt.
−Removed: At the current outlook for natural gas prices, and taking into account the Company’s present plans for capital expenditures, the Company does not expect the indenture covenants to restrict
+Added: In particular, a repayment obligation could be triggered if (i) the
Table of Content
−Removed: incremental long-term financing activities.
−Removed: Please refer to the Critical Accounting Estimates section above for a sensitivity analysis concerning commodity price changes and their impact on the ceiling test.
−Removed: The Company’s 1974 indenture, pursuant to which $50.0 million (or 1.9%) of the Company’s long-term debt (as of June 30, 2024) was issued, contains a cross-default provision whereby the failure by the Company to perform certain obligations under other borrowing arrangements could trigger an obligation to repay the debt outstanding under the indenture.
+Added: Company or any of its significant subsidiaries fails to make a payment when due of any principal or interest on any other indebtedness aggregating $40.0 million or more or (ii) an event occurs that causes, or would permit the holders of any other indebtedness aggregating $40.0 million or more to cause, such indebtedness to become due prior to its stated maturity.
+Added: The Current Portion of Long-Term Debt at December 31, 2024 and September 30, 2024 consisted of $50.0 million of 7.38% notes that mature in June 2025 and $450.0 million of 5.20% notes that mature in July 2025.
+Added: The Company’s embedded cost of long-term debt was 4.83% at December 31, 2024 and 4.69% at December 31, 2023.
+Added: The Company's present liquidity position is believed to be adequate to satisfy known demands.
+Added: Under the Company’s 1974 indenture, certain covenants exist that, from time to time, may preclude the Company from issuing incremental long-term debt.
+Added: Given the impairments of exploration and production properties the Company recognized since June 30, 2024, the indenture covenants preclude the Company from issuing incremental long-term debt from January 1, 2025 to June 13, 2025, the maturity date of the Company's remaining indebtedness outstanding under the 1974 indenture.
+Added: As of December 31 2024, the Company had $50.0 million in principal and $3.2 million in interest payments remaining related to long-term debt issued under the 1974 indenture.
+Added: To the extent the Company wishes to relieve its obligations to comply with the 1974 indenture's restrictions, the Company expects to be able to place future principal and interest payments in trust for the benefit of bondholders pursuant to the terms of the 1974 indenture.
+Added: Depositing such future principal and interest payments in trust would effectively relieve the Company from its obligations to comply with the 1974 indenture’s restrictions, including those on the issuance of incremental long-term debt.
+Added: In addition to the covenants noted above, the Company’s 1974 indenture contains a cross-default provision whereby the failure by the Company to perform certain obligations under other borrowing arrangements could trigger an obligation to repay the debt outstanding under the indenture.
In particular, a repayment obligation could be triggered if the Company fails (i) to pay any scheduled principal or interest on any debt under any other indenture or agreement or (ii) to perform any other term in any other such indenture or agreement, and the effect of the failure causes, or would permit the holders of the debt to cause, the debt under such indenture or agreement to become due prior to its stated maturity, unless cured or waived.
2 unchanged sentences
The Company’s Board of Directors may suspend, discontinue, terminate, modify, cancel or extend the share repurchase program at any time and for any reason.
−Removed: During the nine months ended June 30, 2024, the Company executed transactions to repurchase 526,652 shares at an average price of $54.28 per share.
+Added: During the three months ended December 31, 2024, the Company executed transactions to repurchase 548,596 shares at an average price of $61.27 per share.
With broker fees and excise taxes, the total cost of these repurchases amounted to $33.9 million.
−Removed: Share repurchases that settled during the nine months ended June 30, 2024 were funded with cash provided by operating activities and/or short-term borrowings.
+Added: Share repurchases that settled during the three months ended December 31, 2024 were funded with cash provided by operating activities and/or short-term borrowings.
+Added: As of December 31, 2024, the Company has repurchased 1,694,855 shares under the share repurchase program at an average price of $57.93, for a total cost of $99.1 million (including broker fees and excise taxes).
It is expected that future repurchases, if any, under this program will continue to be funded with cash provided by operating activities and/or through the use of short-term borrowings.
4 unchanged sentences
While these normal-course matters could have a material effect on earnings and cash flows in the period in which they are resolved, they are not expected to change materially the Company’s present liquidity position, nor are they expected to have a material adverse effect on the financial condition of the Company.
−Removed: Supply Corporation and Empire have developed a project which would move significant prospective Marcellus and Utica production from Seneca's Western Development Area at Clermont to an Empire interconnection with the TC Energy pipeline at Chippawa and an interconnection with TGP's 200 Line in East Aurora, New York (the “Northern Access project”).
−Removed: The Northern Access project would provide an outlet to Dawn-indexed markets in Canada and to the TGP line serving the U.S.
−Removed: The Northern Access project involves the construction of approximately 99 miles of largely 24” pipeline and approximately 27,500 horsepower of compression on the two systems.
−Removed: Supply Corporation, Empire and Seneca executed anchor shipper agreements for 350,000 Dth per day of firm transportation delivery capacity to Chippawa and 140,000 Dth per day of firm transportation capacity to a new interconnection with TGP's 200 Line on this project.
−Removed: On June 29, 2022, the Company received an extension of time from FERC, until December 31, 2024, to construct the project, which was affirmed on March 29, 2024, by the U.S.
−Removed: Court of Appeals for the D.C.
−Removed: In light of the recent D.C.
−Removed: Circuit decision, the Company is evaluating next steps for the project, including the status of various regulatory approvals, the $500 million preliminary cost estimate, and the potential in-service date.
−Removed: As of June 30, 2024, approximately $55.0 million has been spent on the Northern Access project, including $24.4 million that has been spent to study the project that is included in Deferred Charges on the Consolidated Balance Sheet.
−Removed: The remaining $30.6 million spent on the project is included in Property, Plant and Equipment on the Consolidated Balance Sheet at June 30, 2024.
−Removed: The Company did not make any contributions to its tax-qualified, noncontributory defined benefit retirement plan (Retirement Plan) during the nine months ended June 30, 2024, and does not anticipate making any such contributions during the remainder of fiscal 2024.
−Removed: The Company also did not make any contributions to its VEBA trusts for its other post-retirement benefits during the nine months ended June 30, 2024, and does not anticipate making any such contributions during the remainder of fiscal 2024.
+Added: The Company did not make any contributions to its tax-qualified, noncontributory defined benefit retirement plan (Retirement Plan) during the three months ended December 31, 2024, and does not anticipate making any such contributions during the remainder of fiscal 2025.
+Added: The Company also did not make any contributions to its VEBA trusts for its other post-
Table of Content
+Added: retirement benefits during the three months ended December 31, 2024, and does not anticipate making any such contributions during the remainder of fiscal 2025.
Market Risk Sensitive Instruments
−Removed: On July 21, 2010, the Dodd-Frank Act was signed into law.
−Removed: The Dodd-Frank Act required the CFTC, SEC and other regulatory agencies to promulgate rules and regulations implementing the legislation, and includes provisions related to the swaps and over-the-counter derivatives markets that are designed to promote transparency, mitigate systemic risk and protect against market abuse.
−Removed: Although regulators have adopted several final regulations, other rules that may impact the Company have yet to be finalized.
Rules adopted by the CFTC and other regulators could adversely impact the Company.
3 unchanged sentences
Should the Company violate any laws or regulations applicable to our hedging activities, it could be subject to CFTC enforcement action and material penalties and sanctions.
−Removed: The Company cannot predict the impact that evolving application of the Dodd-Frank Act may have on its operations.
The authoritative guidance for fair value measurements and disclosures requires consideration of the impact of nonperformance risk (including credit risk) from a market participant perspective in the measurement of the fair value of assets and liabilities.
−Removed: At June 30, 2024, the Company determined that nonperformance risk associated with its natural gas price swap agreements, natural gas no cost collars and foreign currency contracts would have no material impact on its financial position or results of operation.
+Added: At December 31, 2024, the Company determined that nonperformance risk associated with its natural gas price swap agreements, natural gas no cost collars and foreign currency contracts would have no material impact on its financial position or results of operation.
To assess nonperformance risk, the Company considered information such as any applicable collateral posted, master netting arrangements, and applied a market-based method by using the counterparty's (assuming the derivative is in a gain position) or the Company’s (assuming the derivative is in a loss position) credit default swaps rates.
1 unchanged sentence
Utility Operation
−Removed: Delivery rates for both the New York and Pennsylvania divisions are regulated by the states’ respective public utility commissions and typically are changed only when approved through a procedure known as a “rate case.” As noted below, the New York division currently has a rate case on file.
−Removed: In both jurisdictions, delivery rates do not reflect the recovery of purchased gas costs.
+Added: Delivery rates for both the New York and Pennsylvania divisions are regulated by the states’ respective public utility commissions and typically are changed only when approved through a procedure known as a “rate case.” In both jurisdictions, delivery rates do not reflect the recovery of purchased gas costs.
Prudently-incurred gas costs are recovered through operation of automatic adjustment clauses, and are collected primarily through a separately-stated “supply charge” on the customer bill.
New York Jurisdiction
−Removed: Distribution Corporation's current delivery rates in its New York jurisdiction were approved by the NYPSC in an order issued on April 20, 2017 with rates becoming effective May 1, 2017 ("2017 Rate Order").
−Removed: The 2017 Rate Order provided for a return on equity of 8.7% and directed the implementation of an earnings sharing mechanism to be in place beginning on April 1, 2018.
−Removed: On October 31, 2023, Distribution Corporation made a filing with the NYPSC seeking an increase of approximately $88 million in its total annual operating revenues for the projected rate year ending September 30, 2025, with a proposed effective date of October 1, 2024 that includes the maximum suspension period permitted under the New York Public Service Law ("2023 Rate Filing").
−Removed: The Company is also proposing, among other things, to continue its leak prone pipe replacement program and to implement a number of initiatives that will facilitate achievement of the emissions reduction goals of the CLCPA.
−Removed: A Notice of Impending Settlement Negotiations was filed with the NYPSC on March 26, 2024 and settlement discussions with parties are ongoing.
−Removed: To facilitate settlement negotiations, the Company has indicated that it is willing to accept an extension of the suspension period for the effective date of new base delivery rates through and including January 31, 2025.
−Removed: Consistent with normal regulatory practice, the Company’s acceptance is subject to a “make-whole” provision that would permit the Company to recover or refund any revenue under-collections or over-collections, respectively, resulting from the extension period.
−Removed: On August 13, 2021, the NYPSC issued an order extending the date through which qualified pipeline replacement costs incurred by the Company can be recovered using the existing system modernization tracker for two years (until March 31, 2023).
−Removed: On December 9, 2022, the Company filed a petition with the NYPSC to effectuate a system improvement tracker
−Removed: Table of Content
−Removed: through which qualified pipeline replacement costs through September 30, 2024 would be tracked and recovered, and to recover certain deferred costs associated with the existing system modernization tracker, effective April 1, 2023.
−Removed: The NYPSC approved the petition by order dated March 17, 2023 contingent on the Company not filing a base rate case that would result in new rates becoming effective prior to October 1, 2024.
−Removed: The 2023 Rate Filing proposes to stop accruing and collecting revenues under its current system modernization and system improvement trackers and shift those revenues into the Company’s new base delivery rates.
−Removed: In the absence of a multi-year rate plan settlement, the Company is requesting that it be allowed to reinstate a tracking mechanism similar to the existing system modernization tracker.
+Added: Distribution Corporation's current delivery rates in its New York jurisdiction were approved by the NYPSC in an order issued on December 19, 2024 with rates effective January 1, 2025 (“2024 Rate Order”).
+Added: The 2024 Rate Order authorizes a three-year rate plan effective October 1, 2024, with a make-whole provision allowing full recovery of revenues that would have been billed at the new rates between October 1, 2024 and December 31, 2024.
+Added: It also reflects a return on equity of 9.7% and authorizes a revenue requirement increase of $57.3 million in fiscal 2025, an additional revenue requirement increase of $15.8 million in fiscal 2026, and an additional revenue requirement increase of $12.7 million in fiscal 2027.
+Added: The revenue requirement for each year of the three-year plan has been reduced by $14 million for actuarial projections of income that is expected to be recognized for qualified pension and other post-retirement benefits.
+Added: Qualified pension and other post-retirement benefit income or costs are matched with amounts included in revenue resulting in zero impact to earnings.
+Added: The 2024 Rate Order approves the continuation of several ratemaking mechanisms, including revenue decoupling and WNA, and establishes a number of new cost trackers and regulatory deferrals.
+Added: It also includes an earnings sharing mechanism, gas safety and customer service performance metrics (including maintaining the Company’s leak prone pipe replacement program), and provisions that will facilitate achievement of the emissions reduction goals of the CLCPA.
Pennsylvania Jurisdiction
−Removed: On October 28, 2022, Distribution Corporation made a filing with the PaPUC seeking an increase in its annual base rate operating revenues of $28.1 million.
−Removed: A settlement involving all active parties to the proceeding was reached and filed with the PaPUC on April 13, 2023.
−Removed: The settlement provided for, among other things, an increase in Distribution Corporation’s annual base rate operating revenues of $23 million.
−Removed: The PaPUC approved the settlement in full, without modification or correction, on June 15, 2023 and new rates went into effect on August 1, 2023.
+Added: Distribution Corporation’s current delivery rates in its Pennsylvania jurisdiction were approved by the PaPUC in an order issued on June 15, 2023 with rates effective August 1, 2023 (“2023 Rate Order”).
+Added: The 2023 Rate Order provided for, among other things, an increase in Distribution Corporation’s annual base rate operating revenues of $23 million and authorized a new weather normalization adjustment mechanism.
+Added: Table of Content
On April 10, 2024, Distribution Corporation filed with the PaPUC a petition for approval of a distribution system improvement charge (“DSIC”) to recover, between base rate cases, capital expenses related to eligible property constructed or installed to rehabilitate, improve and replace portions of the Company’s natural gas distribution system.
−Removed: If approved as filed, beginning October 1, 2024, the Company will be able to recover costs associated with plant placed in service on and after August 1, 2024 if it exceeds approximately $781.3 million of plant as of July 31, 2024 and its quarterly rate of return does not exceed the authorized PaPUC rate of return.
−Removed: As of June 30, 2024, plant placed in service for Distribution Corporation’s Pennsylvania division is $763.7 million.
−Removed: The DSIC petition is currently pending before the PaPUC.
+Added: The DSIC petition was approved by the PaPUC on December 5, 2024, and on January 1, 2025, the Company initiated recovery of eligible costs on incremental rate base added after September 30, 2024.
Pipeline and Storage
−Removed: Supply Corporation filed an NGA Section 4 rate case on July 31, 2023 proposing rate increases to be effective February 1, 2024.
−Removed: On March 8, 2024, Supply Corporation and the parties in the case reached a settlement in principle (the Settlement) to resolve the rate case.
−Removed: Supply Corporation’s March 11, 2024 motion to put in place Settlement Rates effective February 1, 2024, was approved by FERC’s Chief Administrative Law Judge on March 12, 2024.
−Removed: The Settlement was filed with FERC on March 27, 2024.
−Removed: A letter order approving the Settlement as filed was issued on June 11, 2024.
−Removed: The “black box” settlement provides for new rates and resolves all issues in the proceeding.
−Removed: The Settlement Rates are estimated to increase Supply Corporation’s revenues on a yearly basis by approximately $56 million, assuming current contract levels.
−Removed: The Settlement generally provides for the continuation of current depreciation rates with minimal changes.
−Removed: Under the Settlement, Supply Corporation may make a rate filing for new rates to be effective at any time.
+Added: Supply Corporation's rate settlement, approved June 11, 2024, provides that Supply Corporation may make a rate filing for new rates to be effective at any time.
As well, any party can make a filing under NGA Section 5.
+Added: Supply Corporation has no rate case currently on file.
Empire's 2019 rate settlement requires a Section 4 rate case filing no later than May 1, 2025.
+Added: Empire is not barred from filing a Section 4 rate case before the May 1, 2025 date.
Empire has no rate case currently on file.
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Legislative and regulatory measures to address climate change and greenhouse gas emissions are in various phases of discussion or implementation in the United States.
−Removed: These efforts include legislation, legislative proposals and new regulations at the state and federal level, and private party litigation related to greenhouse gas emissions.
−Removed: Legislation or regulation that aims to reduce greenhouse gas emissions could also include emissions limits, reporting requirements, carbon taxes, restrictive
−Removed: Table of Content
−Removed: permitting, increased efficiency standards, and incentives or mandates to conserve energy or use renewable energy sources.
−Removed: For example, the federal Inflation Reduction Act of 2022 (IRA) legislation was signed into law on August 16, 2022.
−Removed: The IRA includes a directive for the EPA, the lead federal agency that regulates greenhouse gas emissions pursuant to the Clean Air Act, to develop a methane charge to be applicable to the reported annual methane emissions of certain oil and gas facilities, above specified methane intensity thresholds, with potential fees expected to begin in calendar 2025, covering emissions reported for calendar year 2024.
−Removed: The regulations implemented by the EPA also impose stringent leak detection and repair requirements and address reporting and control of methane and volatile organic compound emissions, and these regulations continue to be further expanded upon with the recent publication (March 2024) and finalization of the Standards of Performance for New, Reconstructed, and Modified Sources and Emissions Guidelines for Existing Sources.
−Removed: The Company must continue to comply with all applicable regulations.
+Added: These efforts include legislation, legislative proposals and new regulations, and executive orders at the state and federal level, and private party litigation related to greenhouse gas emissions.
+Added: Legislation or regulation that aims to reduce greenhouse gas emissions could also include emissions limits, reporting requirements, carbon taxes, cap and invest and cap and trade programs, restrictive permitting, increased efficiency standards, and incentives or mandates to conserve energy or use renewable energy sources.
+Added: For example, the federal Inflation Reduction Act of 2022 (IRA) legislation was signed into law on August 16, 2022, and includes a directive for the EPA, the lead federal agency that regulates greenhouse gas emissions pursuant to the Clean Air Act, to develop a waste emissions charge (WEC) applicable to the reported annual methane emissions of certain oil and gas facilities, above specified methane intensity thresholds.
+Added: EPA published its final WEC regulations in November 2024.
+Added: EPA regulations also impose stringent leak detection and repair requirements and address reporting and control of methane and volatile organic compound emissions, which were further expanded with EPA’s March 2024 publication and finalization of the Standards of Performance for New, Reconstructed, and Modified Sources and Emissions Guidelines for Existing Sources and its May 2024 finalization of the Greenhouse Gas Reporting Program, Part 98 - Subpart W Final Rule.
Additionally, a number of states have adopted energy strategies or plans with aggressive goals for the reduction of greenhouse gas emissions.
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Federal, state or local governments may provide tax advantages and other subsidies to support alternative energy sources, mandate the use of specific fuels or technologies, or promote research into new technologies to reduce the cost and increase the scalability of alternative energy sources.
−Removed: The NYPSC, for example, initiated a proceeding to consider climate-related financial disclosures at the utility operating company level, and the New York State legislature passed the CLCPA that mandates reducing greenhouse gas emissions by 40% from 1990 levels by 2030, and by 85% from 1990 levels by 2050, with the remaining emission reduction achieved by controlled offsets.
+Added: The New York State legislature passed the CLCPA that mandates reducing greenhouse gas emissions by 40% from 1990 levels by 2030, and by 85% from 1990 levels by 2050, with the remaining emission reduction achieved by controlled offsets.
The CLCPA also requires electric generators to meet 70% of demand with renewable energy by 2030 and 100% with zero emissions generation by 2040.
+Added: The NYPSC has initiated and/or modified various proceedings in an effort to help the State meet these emissions reduction targets.
In May 2023, New York State passed legislation that prohibits the installation of fossil fuel burning equipment and building systems in new buildings commencing on or after December 31, 2025, subject to certain exemptions.
−Removed: These climate change and greenhouse gas initiatives could impact the Company's customer base and assets depending on the promulgation of regulations to implement the CLCPA and on regulatory treatment afforded in the process.
−Removed: The NYDEC, in conjunction with the New York State Energy Research and Development Authority, is also in the early phases of developing a cap-and-invest program in the state, which is anticipated to be effective in 2025.
−Removed: The above-enumerated initiatives could also increase the Company’s cost of environmental compliance by increasing reporting requirements, requiring retrofitting of existing equipment, requiring installation of new equipment, and/or requiring the purchase of emission allowances.
−Removed: They could also delay or otherwise negatively affect efforts to obtain permits and other regulatory approvals.
+Added: These climate change and greenhouse gas initiatives could impact the Company’s customer base and assets depending on the promulgation of final regulations and on regulatory treatment afforded in the process.
+Added: The NYDEC, in conjunction with the New York State Energy Research and Development Authority, is developing a cap-and-invest program in the state.
+Added: The above-enumerated
+Added: Table of Content
+Added: initiatives could also increase the Company’s cost of environmental compliance by increasing reporting requirements, requiring retrofitting of existing equipment, requiring installation of new equipment, and/or requiring the purchase of emission allowances.
+Added: They could also reduce demand for natural gas and delay or otherwise negatively affect efforts to obtain permits and other regulatory approvals.
Changing market conditions and new regulatory requirements, as well as unanticipated or inconsistent application of existing laws and regulations by administrative agencies, make it difficult to predict a long-term business impact across twenty or more years.
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Certain statements contained in this report, including, without limitation, statements regarding future prospects, plans, objectives, goals, projections, estimates of oil and gas quantities, strategies, future events or performance and underlying assumptions, capital structure, anticipated capital expenditures, completion of construction projects, projections for pension and other post-retirement benefit obligations, impacts of the adoption of new authoritative accounting and reporting guidance, and possible outcomes of litigation or regulatory proceedings, as well as statements that are identified by the use of the words “anticipates,” “estimates,” “expects,” “forecasts,” “intends,” “plans,” “predicts,” “projects,” “believes,” “seeks,” “will,” “may,” and similar expressions, are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 and accordingly involve risks and uncertainties which could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements.
−Removed: The Company’s expectations, beliefs and projections are expressed in good faith and are believed by the Company to have a reasonable basis, but there can be no assurance that management’s expectations, beliefs or projections will result or be
−Removed: Table of Content
−Removed: achieved or accomplished.
+Added: The Company’s expectations, beliefs and projections are expressed in good faith and are believed by the Company to have a reasonable basis, but there can be no assurance that management’s expectations, beliefs or projections will result or be achieved or accomplished.
In addition to other factors and matters discussed elsewhere herein, the following are important factors that, in the view of the Company, could cause actual results to differ materially from those discussed in the forward-looking statements:
5 unchanged sentences
Governmental/regulatory actions and/or market pressures to reduce or eliminate reliance on natural gas;
−Removed: Increased costs or delays or changes in plans with respect to Company projects or related projects of other companies, as well as difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators;
Changes in economic conditions, including inflationary pressures, supply chain issues, liquidity challenges, and global, national or regional recessions, and their effect on the demand for, and customers’ ability to pay for, the Company’s products and services;
The creditworthiness or performance of the Company’s key suppliers, customers and counterparties;
−Removed: Financial and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments, including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions;
+Added: Financial and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments,
+Added: Table of Content
+Added: including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions;
Changes in price differentials between similar quantities of natural gas sold at different geographic locations, and the effect of such changes on commodity production, revenues and demand for pipeline transportation capacity to or from such locations;
2 unchanged sentences
The Company's ability to complete strategic transactions;
+Added: Increased costs or delays or changes in plans with respect to Company projects or related projects of other companies, as well as difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators;
Increasing health care costs and the resulting effect on health insurance premiums and on the obligation to provide other post-retirement benefits;
6 unchanged sentences
Changes in the availability, price or accounting treatment of derivative financial instruments;
−Removed: Table of Content
Changes in laws, actuarial assumptions, the interest rate environment and the return on plan/trust assets related to the Company’s pension and other post-retirement benefits, which can affect future funding obligations and costs and plan liabilities;
7 unchanged sentences
Refer to the "Market Risk Sensitive Instruments" section in Item 2 – MD&A.
+Added: Table of Content
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.