Item 8. Financial Statements and Supplementary Data
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Factors that the Company analyzes in determining whether an impairment in its long-lived assets exists include: a significant decrease in the market price of a long-lived asset; a significant adverse change in the extent in which a long-lived asset is being used in its physical condition; legal proceedings or other contributing factors; significant business climate changes; accumulations of costs in significant excess of the amounts expected; a current-period operating or cash flow loss combined with a history of such events; and current expectations that more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its estimated useful life. During fiscal 2024 and 2023, there were no events or circumstances that indicated that the carrying value of long-lived assets or finite-lived intangibles was not recoverable.
Debt Issuance Costs
Debt issuance costs are capitalized and amortized as interest expense on a basis which approximates the effective interest method over the term of the related debt. Debt issuance costs are presented as a direct deduction from the carrying amount of the related debt. See Note 9. Debt for the total unamortized debt issuance costs that are recorded as a reduction to long-term debt on the Consolidated Balance Sheets.
Sale Leasebacks
NJNG utilizes sale leaseback arrangements as a financing mechanism to fund certain of its capital expenditures related to natural gas meters, whereby the physical asset is sold concurrent with an agreement to lease the asset back. These agreements include options to renew the lease or repurchase the asset at the end of the term. As NJNG retains control of the natural gas meters, these arrangements do not qualify as a sale. Proceeds from sale leaseback transactions are accounted for as financing arrangements and are included in long-term debt on the Consolidated Balance Sheets.
In addition, for certain of its commercial solar energy projects, the Company enters into lease agreements that provide for the sale of commercial solar energy assets to third parties and the concurrent leaseback of the assets. For sale leaseback transactions where the Company has concluded that the arrangement does not qualify as a sale as the Company retains control of the underlying assets, the Company uses the financing method to account for the transaction. Under the financing method, the Company recognizes the proceeds received from the buyer-lessor that constitute a payment to acquire the solar energy asset as a financing arrangement, which is recorded as a component of debt on the Consolidated Balance Sheets.
The Company continues to operate its solar assets and is responsible for related expenses and entitled to retain the revenue generated from RECs and energy sales. ITCs and other tax attributes associated with these solar projects transfer to the buyer; however, the payments are structured so that CEV is compensated for the transfer of the related tax attributes. Accordingly, CEV recognizes the equivalent value of the tax attributes in other income on the Consolidated Statements of Operations over the respective five-year ITC recapture periods, starting with the second year of the lease.
See Note 9. Debt for more details regarding sale leaseback transactions recorded as financing arrangements.
Environmental Contingencies
Loss contingencies are recorded as liabilities when it is probable a liability has been incurred and the amount of the loss is reasonably estimable in accordance with accounting standards for contingencies. Estimating probable losses requires an analysis of uncertainties that often depend upon judgments about potential actions by third parties. Accruals for loss contingencies are recorded based on an analysis of potential results.
With respect to environmental liabilities and related costs, NJNG periodically, and at least annually, performs an environmental review of MGP sites, including a review of potential liability for investigation and remedial action. NJNG’s estimate of these liabilities is based upon known facts, existing technology and enacted laws and regulations in place when the review was completed. Where it is probable that costs will be incurred, and the information is sufficient to establish a range of possible liability, NJNG accrues the most likely amount in the range. If no point within the range is more likely than the other, it is NJNG’s policy to accrue the lower end of the range. The actual costs to be incurred by NJNG are dependent upon several factors, including final determination of remedial action, changing technologies and governmental regulations, the ultimate ability of other responsible parties to pay and any insurance recoveries. NJNG will continue to seek recovery of MGP-related costs through the RAC. If any future regulatory position indicates that the recovery of such costs is not probable, the related non-recoverable costs would be charged to income in the period of such determination. See Note 14. Commitments and Contingent Liabilities for more details.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Pension and Postemployment Plans
The Company has two noncontributory defined pension plans covering eligible employees, including officers. Benefits are based on each employee’s years of service and compensation. The Company’s funding policy is to contribute annually to these plans at least the minimum amount required under the Employee Retirement Income Security Act, as amended, and not more than can be deducted for federal income tax purposes. Plan assets consist of equity securities, fixed-income securities and short-term investments.
The Company also provides two primarily noncontributory medical and life insurance plans for eligible retirees and dependents. Medical benefits, which make up the largest component of the plans, are based upon an age and years-of-service vesting schedule and other plan provisions. Funding of these benefits is made primarily into Voluntary Employee Beneficiary Association trust funds. See Note 11. Employee Benefit Plans for a more detailed description of the Company’s pension and postemployment plans.
Asset Retirement Obligations
The Company recognizes AROs related to the costs associated with cutting and capping NJNG’s main and service natural gas distribution mains, which is required by New Jersey law when taking such natural gas distribution mains out of service. The Company also recognizes AROs associated with CEV’s solar assets when there are decommissioning provisions in lease agreements that require removal of the asset at the end of the lease term.
AROs are initially recognized when the legal obligation to retire an asset has been incurred and a reasonable estimate of fair value can be made. The discounted fair value is recognized as an ARO liability with a corresponding amount capitalized as part of the carrying cost of the underlying asset. The obligation is subsequently accreted to the future value of the expected retirement cost, and the corresponding asset retirement cost is depreciated over the life of the related asset. Accretion expense associated with CEV’s AROs are recognized as a component of operations and maintenance expense on the Consolidated Statements of Operations. Accretion amounts associated with NJNG’s AROs are recognized as part of its depreciation expense, and the corresponding regulatory asset and liability will be shown gross on the Consolidated Balance Sheets.
Estimating future removal costs requires management to make significant judgments because most of the removal obligations span long time frames and removal may be conditioned upon future events. Asset removal technologies are also constantly changing, which makes it difficult to estimate removal costs. Accordingly, inherent in the estimate of AROs are various assumptions including the ultimate settlement date, expected cash outflows, inflation rates, credit-adjusted risk-free rates and consideration of potential outcomes where settlement of the AROs can be conditioned upon events. In the latter case, the Company develops possible retirement scenarios and assigns probabilities based on management’s reasonable judgment and knowledge of industry practice. Accordingly, AROs are subject to change. The following is an analysis of the change in the Company’s ARO for the fiscal years ended September 30:
(Thousands) Balance at October 1 Accretion Additions Change in assumptions Retirements Balance at period end
2024
NJNG $ 55,285 3,039 152 2,925 ( 1,727 ) $ 59,674
NJRCEV $ 6,708 236 79 — — $ 7,023
2023
NJNG $ 49,874 2,693 155 4,089 ( 1,526 ) $ 55,285
NJRCEV $ 5,161 213 1,334 — — $ 6,708
Accretion for the next five years, for the fiscal years ended September 30, is estimated to be as follows:
(Thousands) 2025 2026 2027 2028 2029 Total
Estimated Accretion $ 3,403 3,573 3,751 3,948 4,165 $ 18,840
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Accumulated Other Comprehensive Income
The following table presents the changes in the components of accumulated other comprehensive income, net of related tax effects:
(Thousands) Cash Flow Hedges Postemployment Benefit Obligation Total
Balance as of September 30, 2022 $ ( 8,322 ) $ 3,496 $ ( 4,826 )
Other comprehensive income, net of tax
Other comprehensive income, before reclassifications, net of tax of $ 0 , $ 1,922 and $ 1,922 , respectively
— ( 6,350 ) ( 6,350 )
Amounts reclassified from accumulated other comprehensive income, net of tax of $( 317 ), $( 49 ) and $( 366 ), respectively
1,053 164 (1) 1,217
Net current-period other comprehensive income, net of tax of $( 317 ), $ 1,873 and $ 1,556 , respectively
1,053 ( 6,186 ) ( 5,133 )
Balance as of September 30, 2023 $ ( 7,269 ) $ ( 2,690 ) $ ( 9,959 )
Other comprehensive income, net of tax
Other comprehensive income, before reclassifications, net of tax of $ 0 , $( 1,002 ) and $( 1,002 ), respectively
— 3,360 3,360
Amounts reclassified from accumulated other comprehensive income, net of tax of $( 317 ), $ 296 and $( 21 ), respectively
1,054 ( 976 ) (1) 78
Net current-period other comprehensive income, net of tax of $( 317 ), $( 706 ) and $( 1,023 ), respectively
1,054 2,384 3,438
Balance as of September 30, 2024 $ ( 6,215 ) $ ( 306 ) $ ( 6,521 )
(1) Included in the computation of net periodic pension cost, a component of operations and maintenance expense on the Consolidated Statements of Operations. For more details, see Note 11. Employee Benefit Plans .
Reclassification
Certain prior period amounts have been reclassified to conform to the current period presentation. Intangible assets, net previously classified in its own category on the Consolidated Balance Sheets has been reclassified into other noncurrent assets. Other noncurrent assets and other noncurrent liabilities previously classified in their own categories on the Consolidated Statements of Cash Flow have been combined into one category.
Recently Adopted Updates to the Accounting Standards Codification
Business Combinations
In October 2021, the FASB issued ASU No. 2021-08 , an amendment to ASC 805, Business Combinations , which requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers . The guidance was effective for the Company beginning October 1, 2023, and was applied on a prospective basis to new acquisitions following the date of adoption. As the Company has not executed a transaction that would qualify as a business combination, there was no impact on its financial position, results of operations, cash flows and disclosures upon adoption.
Derivatives and Hedging
In March 2022, the FASB issued ASU No. 2022-01 , an amendment to ASC 815, Derivatives and Hedging , which addresses fair value hedge accounting of interest rate risk for portfolios of financial assets. This update further clarifies guidance previously released in ASU No. 2017-12, which established the ”last-of-layer” method, and this update renames that method as the “portfolio layer” method. The guidance was effective for the Company beginning October 1, 2023. As the Company does not currently apply hedge accounting to any of its risk management activities, there was no impact on its financial position, results of operations, cash flows and disclosures upon adoption.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Financial Instruments
In March 2022, the FASB issued ASU No. 2022-02 , an amendment to ASC 326, Financial Instruments-Credit Losses , which eliminates the accounting guidance for creditors in troubled debt restructuring. It also aligns conflicting disclosure requirement guidance in ASC 326 by requiring disclosure of current-period gross write-offs by year of origination. The amendment also adds new disclosures for creditors with loan refinancing and restructuring for borrowers experiencing financial difficulty. The guidance was effective for the Company beginning October 1, 2023. Since the Company has not experienced a troubled debt restructuring, there was no impact on its financial position, results of operations, cash flows and disclosures upon adoption.
Other Recent Updates to the Accounting Standards Codification
Fair Value Measurement
In June 2022, the FASB issued ASU No. 2022-03 , an amendment to ASC 820, Fair Value Measurement . The amendment clarifies the fair value principles when measuring the fair value of an equity security subject to a contractual sale restriction. The guidance became effective for the Company on October 1, 2024, and the Company elected to apply it on a prospective basis. At this time, the Company does not have equity securities subject to contractual sale restrictions, and therefore this amendment would only impact the Company if, in the future, it entered into such transactions.
Leases
In March 2023, the FASB issued ASU No. 2023-01 , an amendment to ASC 842, Leases, which applies to arrangements between related parties under common control. This update requires that all entities with common control arrangements classify and account for these leases on the same basis as an arrangement with an unrelated party. If the lessee in these types of arrangements continues to control the use of the underlying asset through a lease, the leasehold improvements are to be amortized over the improvements’ useful life to the common control group, regardless of the lease term. The guidance became effective for the Company on October 1, 2024, and the Company elected to apply it on a prospective basis. At this time, the Company does not have leases that are impacted by this amendment, and therefore it would only impact the Company if, in the future, it entered into applicable transactions.
Business Combinations
In August 2023, the FASB issued ASU No. 2023-05 , an amendment to ASC 805, Business Combinations , which addresses how a joint venture should recognize contributions received upon its formation. Joint ventures must account for initial assets and liabilities received at fair value on the date the joint venture is formed. The guidance is effective for the Company for joint ventures formed beginning January 1, 2025, and the Company can elect to apply it either prospectively or retrospectively back to a joint venture’s formation date provided adequate information is available. Early adoption is permitted. This amendment would only impact the Company upon adoption if, in the future, it entered into an applicable transaction.
Segment Reporting
In November 2023, the FASB issued ASU No. 2023-07 , an amendment to ASC 280, Segment Reporting , which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The update requires entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit and loss, and it enhances interim disclosure requirements to conform with annual requirements. This update became effective for the Company on October 1, 2024, for the first annual period and will become effective on October 1, 2025, for the interim periods. It will be applied retrospectively to all periods presented and the Company is currently evaluating the amendment to understand the impacts on its future disclosures.
Income Taxes
In December 2023, the FASB issued ASU No. 2023-09 , an amendment to ASC 740, Income Taxes , which requires disaggregated information about a reporting entity’s effective tax rate reconciliation and income taxes paid. It will provide investors more detailed income tax disclosures that would be useful in making capital allocation decisions. The guidance is effective for the Company on October 1, 2025, and can be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the amendment to understand the impacts on its financial position, results of operations, cash flows and disclosures upon adoption.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU No. 2024-03 , an amendment to ASC 220, Income Statement Reporting , which requires more detailed information about specified categories of expenses included in certain captions presented on the face of the income statement. This update becomes effective for the Company on October 1, 2027, for the first annual period and on October 1, 2028, for the interim periods. The Company can elect to apply it either prospectively or retrospectively to all periods presented, with early adoption permitted. The Company is currently evaluating the amendment to understand the impacts on its disclosures upon adoption.
3. REVENUE
Revenue is recognized when a performance obligation is satisfied by transferring control of a product or service to a customer. Revenue is measured based on consideration specified in a contract with a customer using the output method of progress. The Company elected to apply the invoice practical expedient for recognizing revenue, whereby the amounts invoiced to customers represent the value to the customer and the Company’s performance completion as of the invoice date. Therefore the Company does not disclose related unsatisfied performance obligations. The Company also elected the practical expedient to exclude from the transaction price all sales taxes that are assessed by a governmental authority and therefore presents sales tax net in operating revenues on the Consolidated Statements of Operations.
Below is a listing of performance obligations that arise from contracts with customers, along with details on the satisfaction of each performance obligation, the significant payment terms and the nature of the goods and services being transferred, by reporting segment and other business operations:
Revenue Recognized Over Time:
Segment/ Operations Performance Obligation Description
NJNG Natural gas utility sales NJNG’s performance obligation is to provide natural gas to residential, commercial and industrial customers as demanded, based on regulated tariff rates, which are established by the BPU. Revenues from the sale of natural gas are recognized in the period that natural gas is delivered and consumed by customers, including an estimate for quantities consumed but not billed during the period. Payment is due each month for the previous month’s deliveries. Natural gas sales to individual customers are based on meter readings, which are performed on a systematic basis throughout the billing period. The unbilled revenue estimates are based on estimated customer usage by customer type, weather effects and the most current tariff rates. NJNG is entitled to be compensated for performance completed until service is terminated.
Customers may elect to purchase the natural gas commodity from NJNG or may contract separately to purchase natural gas directly from third-party suppliers. As NJNG is acting as an agent on behalf of the third-party supplier, revenue is recorded for the delivery of natural gas to the customer.
CEV Commercial solar electricity CEV operates wholly-owned solar projects that recognize revenue as electricity is generated and transferred to the customer. The performance obligation is to provide electricity to the customer in accordance with contract terms or the interconnection agreement and is satisfied upon transfer of electricity generated.
Revenue is recognized as invoiced and the payment is due each month for the previous month's services.
CEV Residential solar electricity CEV provides access to residential rooftop and ground-mount solar equipment to customers who then pay the Company a monthly fee. The performance obligation is to provide electricity to the customer based on generation from the underlying residential solar asset and is satisfied upon transfer of electricity generated.
Revenue is derived from the contract terms and is recognized as invoiced, with the payment due each month for the previous month’s services.
CEV Renewable energy certificates Certain CEV projects generate TRECs and SREC IIs under the established ADI Program. A TREC or SREC II is created for every MWh of electricity produced by a solar generator. The performance obligation of CEV is to generate electricity. TRECs and SREC IIs under the ADI Program are purchased monthly by a REC Administrator.
Revenue is recognized upon generation.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Revenue Recognized Over Time (continued):
Segment/
Operations Performance Obligation Description
ES Natural gas services The performance obligation of ES is to provide the customer transportation, storage and asset management services on an as-needed basis. ES generates revenue through management fees, demand charges, reservation fees and transportation charges centered around the buying and selling of the natural gas commodity, representing one series of distinct performance obligations.
Revenue is recognized based upon the underlying natural gas quantities physically delivered and the customer obtaining control. ES invoices customers in line with the terms of the contract and based on the services provided. Payment is due upon receipt of the invoice. For temporary releases of pipeline capacity, revenue is recognized on a straight-line basis over the agreed upon term.
S&T
Natural gas services The performance obligation of S&T is to provide the customer with storage and transportation services. S&T generates revenues from firm storage contracts and transportation contracts, injection and withdrawal at the storage facility and the delivery of natural gas to customers. Revenue is recognized over time as customers receive the benefits of its service as it is performed on their behalf using an output method based on actual deliveries.
Demand fees are recognized as revenue over the term of the related agreement.
HSO Service contracts Home Services enters into service contracts with homeowners to provide maintenance and replacement of applicable heating, cooling or ventilation equipment. NJR Retail enters into warranty contracts with homeowners for various appliances. All services provided relate to a distinct performance obligation which is to provide services for the specific equipment over the term of the contract.
Revenue is recognized on a straight-line basis over the term of the contract and payment is due upon receipt of the invoice.
Revenue Recognized at a Point in Time:
ES Natural gas services For a permanent release of pipeline capacity, the performance obligation of ES is the release of the pipeline capacity associated with certain natural gas transportation contracts and the transfer of the underlying contractual rights to the counterparty.
Revenue is recognized upon the transfer of the underlying contractual rights.
S&T
Natural gas services The performance obligation of S&T is to provide the customer with storage and transportation services. S&T generates revenues from usage fees and hub services for the use of storage space, injection and withdrawal from the storage facility. Hub services include park and loan transactions and wheeling.
Usage fees and hub services revenues are recognized as services are performed.
HSO Installations Home Services installs appliances, including, but not limited to, furnaces, air conditioning units, boilers and generators for customers. The distinct performance obligation is the installation of the contracted appliance, which is satisfied at the point in time the item is installed.
The transaction price for each installation differs accordingly. Revenue is recognized at a point in time upon completion of the installation, which is when the customer is billed.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Disaggregated revenues from contracts with customers by product line and by reporting segment and other business operations during fiscal 2024, 2023 and 2022 are as follows:
(Thousands) NJNG CEV ES S&T HSO Total
2024
Natural gas utility sales (1)
$ 861,882 — — — — $ 861,882
Natural gas services — — 164,165 96,209 — 260,374
Service contracts — — — — 36,231 36,231
Installations and maintenance — — — — 26,404 26,404
Renewable energy certificates — 15,111 — — — 15,111
Electricity sales — 32,913 — — — 32,913
Eliminations (2)
( 1,350 ) — — ( 1,358 ) ( 258 ) ( 2,966 )
Revenues from contracts with customers 860,532 48,024 164,165 94,851 62,377 1,229,949
Alternative revenue programs (3)
1,087 — — — — 1,087
Derivative instruments 156,863 82,539 (4) 321,226 — — 560,628
Eliminations (2)
— — 4,875 — — 4,875
Revenues out of scope 157,950 82,539 326,101 — — 566,590
Total operating revenues $ 1,018,482 130,563 490,266 94,851 62,377 $ 1,796,539
2023
Natural gas utility sales (1)
$ 845,392 — — — — $ 845,392
Natural gas services — — 76,975 92,859 — 169,834
Service contracts — — — — 35,210 35,210
Installations and maintenance — — — — 22,428 22,428
Renewable energy certificates — 12,636 — — — 12,636
Electricity sales — 31,733 — — — 31,733
Eliminations (2)
( 1,349 ) — — ( 4,159 ) ( 205 ) ( 5,713 )
Revenues from contracts with customers 844,043 44,369 76,975 88,700 57,433 1,111,520
Alternative revenue programs (3)
27,257 — — — — 27,257
Derivative instruments 139,984 79,762 (4) 614,641 — — 834,387
Eliminations (2)
— — ( 10,170 ) — — ( 10,170 )
Revenues out of scope 167,241 79,762 604,471 — — 851,474
Total operating revenues $ 1,011,284 124,131 681,446 88,700 57,433 $ 1,962,994
2022
Natural gas utility sales $ 951,626 — — — — 951,626
Natural gas services — — 83,801 67,735 — 151,536
Service contracts — — — — 33,932 33,932
Installations and maintenance — — — — 22,250 22,250
Renewable energy certificates — 5,487 — — — 5,487
Electricity sales — 38,317 — — — 38,317
Eliminations (2)
( 1,350 ) — — ( 2,449 ) ( 364 ) ( 4,163 )
Revenues from contracts with customers 950,276 43,804 83,801 65,286 55,818 1,198,985
Alternative revenue programs (3)
11,259 — — — — 11,259
Derivative instruments 165,882 84,476 (4) 1,445,471 — — 1,695,829
Eliminations (2)
— — ( 94 ) — — ( 94 )
Revenues out of scope 177,141 84,476 1,445,377 — — 1,706,994
Total operating revenues $ 1,127,417 128,280 1,529,178 65,286 55,818 2,905,979
(1) Includes building rent related to the Wall headquarters, which is eliminated in consolidation.
(2) Consists of transactions between subsidiaries that are eliminated in consolidation.
(3) Includes CIP revenue.
(4) Includes SREC revenue.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Disaggregated revenues from contracts with customers by customer type and by reporting segment and other business operations during the fiscal years ended September 30, are as follows:
(Thousands) NJNG CEV ES S&T HSO Total
2024
Residential $ 641,606 13,960 — — 62,219 $ 717,785
Commercial and industrial 123,727 34,064 164,165 94,851 158 416,965
Firm transportation 86,600 — — — — 86,600
Interruptible, off-tariff and other 8,599 — — — — 8,599
Revenues out of scope 157,950 82,539 326,101 — — 566,590
Total operating revenues $ 1,018,482 130,563 490,266 94,851 62,377 $ 1,796,539
2023
Residential $ 621,663 13,668 — — 57,091 $ 692,422
Commercial and industrial 136,011 30,701 76,975 88,700 342 332,729
Firm transportation 77,722 — — — — 77,722
Interruptible, off-tariff and other 8,647 — — — — 8,647
Revenues out of scope 167,241 79,762 604,471 — — 851,474
Total operating revenues $ 1,011,284 124,131 681,446 88,700 57,433 $ 1,962,994
2022
Residential $ 586,678 12,579 — — 55,629 $ 654,886
Commercial and industrial 265,970 31,225 83,801 65,286 189 446,471
Firm transportation 92,531 — — — — 92,531
Interruptible, off-tariff and other 5,097 — — — — 5,097
Revenues out of scope 177,141 84,476 1,445,377 — — 1,706,994
Total operating revenues $ 1,127,417 128,280 1,529,178 65,286 55,818 $ 2,905,979
Customer Accounts Receivable/Credit Balances and Deposits
The timing of revenue recognition, customer billings and cash collections resulting in accounts receivables, billed and unbilled, and customers’ credit balances and deposits on the Consolidated Balance Sheets are as follows:
Customer Accounts Receivable Customers’Credit
(Thousands) Billed Unbilled Balances and Deposits
Balance as of September 30, 2022 $ 222,297 $ 13,769 $ 33,246
(Decrease) increase ( 124,757 ) 5,331 11,664
Balance as of September 30, 2023 97,540 19,100 44,910
Increase (decrease) 7,991 994 ( 6,315 )
Balance as of September 30, 2024 $ 105,531 $ 20,094 $ 38,595
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table provides information about receivables, which are included within accounts receivable, billed and unbilled, and customers’ credit balances and deposits, respectively, on the Consolidated Balance Sheets as of September 30:
(Thousands) NJNG CEV ES S&T HSO Total
2024
Customer accounts receivable
Billed $ 51,613 8,441 34,002 8,598 2,877 $ 105,531
Unbilled 11,839 8,255 — — — 20,094
Customers’ credit balances and deposits ( 38,572 ) — — ( 23 ) — ( 38,595 )
Total $ 24,880 16,696 34,002 8,575 2,877 $ 87,030
2023
Customer accounts receivable
Billed $ 55,234 9,962 23,716 6,577 2,051 $ 97,540
Unbilled 10,784 8,316 — — — 19,100
Customers’ credit balances and deposits ( 44,898 ) — — ( 12 ) — ( 44,910 )
Total $ 21,120 18,278 23,716 6,565 2,051 $ 71,730
4. REGULATION
The EDECA is the legal framework for New Jersey’s public utility and wholesale energy landscape. NJNG is required, pursuant to a written order by the BPU under EDECA, to open its residential markets to competition from third-party natural gas suppliers. Customers can choose the supplier of their natural gas commodity in NJNG’s service territory.
As required by EDECA, NJNG’s rates are segregated into two primary components: the commodity portion, which represents the wholesale cost of natural gas, including the cost for interstate pipeline capacity to transport the natural gas to NJNG’s service territory; and the delivery portion, which represents the transportation of the commodity portion through NJNG’s natural gas distribution system to the end-use customer. NJNG does not earn Utility Gross Margin on the commodity portion of its natural gas sales. NJNG earns Utility Gross Margin through the delivery of natural gas to its customers, regardless of whether it or a third-party supplier provides the wholesale natural gas commodity.
Under EDECA, the BPU is required to audit the state’s energy utilities every two years. The primary purpose of the audit is to ensure that utilities and their affiliates offering unregulated retail services do not have an unfair competitive advantage over nonaffiliated providers of similar retail services. A combined competitive services and management audit of NJNG commenced in November 2022. The audit is still in progress.
NJNG is subject to cost-based regulation; therefore, it is permitted to recover authorized operating expenses and earn a reasonable return on its utility capital investments based on the BPU’s approval. The impact of the ratemaking process and decisions authorized by the BPU allows NJNG to capitalize or defer certain costs that are expected to be recovered from its customers as regulatory assets, and to recognize certain obligations representing amounts that are probable future expenditures as regulatory liabilities in accordance with accounting guidance applicable to regulated operations.
NJNG’s recovery of costs is facilitated through its base rates, BGSS and other regulatory tariff riders. NJNG is required to make filings to the BPU for review of its BGSS, CIP and other programs and related rates. Annual rate changes are typically requested to be effective at the beginning of the following fiscal year. The current base rates include a weighted average cost of capital of 6.84 % and a return on common equity of 9.6 %. All rate and program changes are subject to proper notification and BPU review and approval. In addition, NJNG is permitted to implement certain BGSS rate changes on a provisional basis with proper notification to the BPU.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Regulatory assets and liabilities included on the Consolidated Balance Sheets for NJNG are comprised of the following, as of September 30:
(Thousands) 2024 2023
Regulatory assets-current
New Jersey Clean Energy Program $ 18,491 $ 15,804
Conservation Incentive Program 51,442 50,356
Derivatives at fair value, net 1,363 6,017
Other current regulatory assets 1,774 1,410
Total current regulatory assets $ 73,070 $ 73,587
Regulatory assets-noncurrent
Environmental remediation costs:
Expended, net of recoveries $ 77,475 $ 66,298
Liability for future expenditures 161,650 169,390
Deferred income taxes 42,595 41,667
SAVEGREEN 107,796 83,589
Postemployment and other benefit costs 23,772 55,274
Cost of removal 130,885 112,362
Other noncurrent regulatory assets 59,924 51,019
Total noncurrent regulatory assets $ 604,097 $ 579,599
Regulatory liability-current
Overrecovered natural gas costs $ 32,457 $ 30,637
Total current regulatory liabilities $ 32,457 $ 30,637
Regulatory liabilities-noncurrent
Tax Act impact (1)
$ 175,328 $ 180,347
Derivatives at fair value, net 404 —
Other noncurrent regulatory liabilities 115 111
Total noncurrent regulatory liabilities $ 175,847 $ 180,458
(1) Reflects the re-measurement and subsequent amortization of NJNG’s net deferred tax liabilities as a result of the change in federal tax rates enacted in the Tax Act. The Tax Act is an Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018, previously known as The Tax Cuts and Jobs Act of 2017.
Other noncurrent regulatory assets include deferred pandemic costs of approximately $ 3.9 M as of both September 30, 2024 and 2023, primarily related to a portion of bad debt associated with customer accounts receivable resulting from the impacts of the novel coronavirus disease pandemic. These costs are eligible for future regulatory recovery and are included in the base rate case filed on January 31, 2024.
Regulatory assets and liabilities included on the Consolidated Balance Sheets for Adelphia are comprised of the following, as of September 30:
(Thousands) 2024 2023
Total noncurrent regulatory assets $ 5,095 $ 5,231
Total current regulatory liabilities $ 524 $ 1,650
The assets are comprised primarily of the tax benefit associated with the equity component of AFUDC and the liability consists primarily of scheduling penalties. Recovery of regulatory assets is subject to FERC approval.
New Jersey Clean Energy Program
The NJCEP is a statewide program that encourages energy efficiency and renewable energy. Funding amounts are determined by the BPU’s Office of Clean Energy and all New Jersey utilities are required to share in the annual funding obligation. The current NJCEP program is for the State of New Jersey’s fiscal year ending June 2025. NJNG recovers the costs associated with its portion of the NJCEP obligation through its NJCEP rider, with interest.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Conservation Incentive Program
The CIP permits NJNG to recover Utility Gross Margin variations related to customer usage resulting from customer conservation efforts and mitigates the impact of weather on its margin. Such Utility Gross Margin variations are recovered in the year following the end of the CIP usage year, without interest, and are subject to additional conditions, including an earnings test, a revenue test and an evaluation of BGSS-related savings. This program has no expiration date.
Derivatives
Derivatives are utilized by NJNG to manage the price risk associated with its natural gas purchasing activities and to participate in certain BGSS incentive programs. The gains and losses associated with NJNG’s derivatives are recoverable through its BGSS, as noted above, without interest. See Note 5. Derivative Instruments .
Environmental Remediation Costs
NJNG is responsible for the cleanup of certain former gas manufacturing facilities. Actual expenditures are recovered from customers, with interest, over seven-year rolling periods, through a RAC rate rider. Recovery for NJNG’s estimated future liability will be requested and/or recovered when actual expenditures are incurred. See Note 14. Commitments and Contingent Liabilities .
Deferred Income Taxes
Upon adoption of a 1993 provision of ASC 740, Income Taxes , NJNG recognized a transition adjustment and corresponding regulatory asset representing the difference between NJNG’s existing deferred tax amounts compared with the deferred tax amounts calculated in accordance with the change in method prescribed by ASC 740. NJNG recovers the regulatory asset associated with these tax impacts through future base rates, without interest.
SAVEGREEN
NJNG administers certain programs that supplement the state’s NJCEP and that allow NJNG to promote clean energy to its residential and commercial customers, as described further below. NJNG will recover related expenditures and a weighted average cost of capital on the unamortized balance through a tariff rider, with interest, as approved by the BPU, over a three - to 10-year period depending upon the specific program incentive.
Postemployment and Other Benefit Costs
Postemployment and Other Benefit Costs represents NJNG’s underfunded postemployment benefit obligations. See Note 11. Employee Benefit Plans .
Cost of Removal
NJNG accrues and collects for cost of removal in base rates on its utility property, without interest. These costs are recorded in accumulated depreciation for regulatory reporting purposes, and actual costs of removal, without interest, will be recovered in subsequent rates, pursuant to the BPU order. Consistent with GAAP, amounts recorded within accumulated depreciation for regulatory accounting purposes are reclassified out of accumulated depreciation to either a regulatory asset or a regulatory liability depending on whether actual cost of removal is still subject to collection or amounts overcollected will be refunded back to customers.
Other Regulatory Assets
Other regulatory assets consist primarily of deferred costs associated with certain components of NJNG’s SBC, as discussed further in the regulatory proceedings section. NJNG’s related costs to maintain the operational integrity of its distribution and transmission main are recoverable, without interest, subject to BPU review and approval.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Overrecovered Natural Gas Costs
NJNG recovers its cost of natural gas through the BGSS rate component of its customers’ bills. NJNG’s cost of natural gas includes the purchased cost of the natural gas commodity, fees paid to pipelines and storage facilities, adjustments as a result of BGSS incentive programs and hedging transactions. Overrecovered natural gas costs represent a regulatory liability that generally occurs when NJNG’s BGSS rates are higher than actual costs and result in returns to customers, including interest when applicable, in accordance with NJNG’s approved BGSS tariff. Conversely, underrecovered natural gas costs generally occur during periods when NJNG’s BGSS rates are lower than actual costs, in which case NJNG records a regulatory asset and requests amounts to be recovered from customers in the future.
The following is a description of certain regulatory proceedings during fiscal 2023 and 2024:
On January 31, 2024, NJNG filed a base rate case with the BPU requesting a natural gas revenue increase of approximately $ 222.6 M including a recovery of infrastructure investments, a change in the Company’s overall rate of return on rate base to 7.57 % and a change in the return on common equity to 10.42 %. On May 15, 2024, the filing was updated to reflect actual results through March 31, 2024, which reduced the requested increase to approximately $ 219.6 M. On August 7, 2024, the filing was updated to reflect actual results through June 30, 2024, which modified the requested increase to approximately $ 219.9 M. On November 21, 2024, the BPU issued an order adopting a stipulation of settlement approving a $ 157.0 M increase to base rates, effective November 21, 2024. The increase includes an overall rate of return on rate base of 7.08 %, return on common equity of 9.60 %, a common equity ratio of 54.0 % and a depreciation rate of 3.21 %.
BGSS and CIP
BGSS rates are normally revised on an annual basis. In addition, to manage the fluctuations in wholesale natural gas costs, NJNG has the ability to make two interim filings during each fiscal year to increase residential and small commercial customer BGSS rates on a self-implementing and provisional basis. NJNG is also permitted to refund or credit back a portion of the commodity costs to customers at any time given five days ’ notice when the natural gas commodity costs decrease in comparison to amounts projected or to amounts previously collected from customers. Concurrent with the annual BGSS filing, NJNG files for an annual review of its CIP. NJNG’s annual BGSS and CIP filings are summarized as follows:
• In February 2023, NJNG advised the BPU of a bill credit and a reduction to the BGSS rate for residential and small commercial customers, which reduced recoveries by approximately $ 29.9 M, effective March 1, 2023, and was approved on a final basis by the BPU on April 12, 2023. Bill credits provided to customers from March 2023 through May 2023 totaled approximately $ 32.4 M.
• 2023 BGSS/CIP filing — On April 30, 2024, the BPU approved on a final basis NJNG’s annual filing, which included a decrease of approximately $ 38.6 M to the annual revenues credited to BGSS, an annual decrease of approximately $ 7.4 M related to its balancing charge and an increase of approximately $ 27.0 M to CIP rates for residential and small business customers, effective October 1, 2023.
• 2024 BGSS/CIP filing — On May 31, 2024, NJNG filed its annual petition to modify its BGSS rates for residential and small business customers, the balancing charge and CIP rates. On September 25, 2024, the BPU approved, on a provisional basis, a decrease of approximately $ 31.0 M to the annual revenues credited to BGSS, an annual increase of approximately $ 40.3 M related to its balancing charge and a decrease of approximately $ 0.8 M to CIP rates, effective October 1, 2024.
BGSS Incentive Programs
NJNG is eligible to receive financial incentives for reducing BGSS costs through a series of Utility Gross Margin-sharing programs that include off-system sales, capacity release and storage incentive programs. The Company is permitted to annually propose a process to evaluate and discuss alternative incentive programs, should performance of the existing incentives or market conditions warrant re-evaluation.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Energy Efficiency Programs
SAVEGREEN conducts home energy audits and provides various grants, incentives and financing alternatives, which are designed to encourage the installation of high efficiency heating and cooling equipment and other upgrades to promote energy efficiency to its residential and commercial customers while stimulating state and local economies through the creation of jobs. Depending on the specific initiative or approval, NJNG recovers costs associated with the programs over a three - to 10-year period through a tariff rider mechanism. In March 2021, the BPU approved a three-year SAVEGREEN program that included approximately $ 126.1 M of direct investment, approximately $ 109.4 M in financing options and approximately $ 23.4 M in O&M.
SAVEGREEN investments and costs are filed with the BPU on an annual basis. NJNG’s annual EE filings are summarized as follows:
• 2023 EE filing — In June 2023, NJNG submitted its annual EE filing with the BPU for the recovery of SAVEGREEN costs, proposing an increase in annual recoveries of approximately $ 10.7 M. In September 2023, the BPU approved an increase to the EE rate increasing annual recoveries by approximately $ 9.0 M based on updated information since the initial filing, effective October 1, 2023.
• On November 9, 2023, NJNG filed a letter petition seeking BPU approval to extend NJNG’s current SAVEGREEN program through December 31, 2024, with an additional $ 76.9 M in order to meet customer demand for this program, which was approved by the BPU on April 30, 2024.
• On December 1, 2023, NJNG filed a petition seeking BPU approval of its 2024 SAVEGREEN program, which would support new energy efficiency, demand response and building decarbonization start-up programs from January 1, 2025 through June 30, 2027. The 2024 SAVEGREEN program includes approximately $ 245.1 M of direct investment, approximately $ 217.2 M in financing options and approximately $ 20.1 M in O&M. On October 30, 2024, the BPU approved a settlement consisting of $ 205.0 M of direct investment, $ 160.5 M in financing options and $ 20.1 M in O&M, which totals $ 385.6 M.
• 2024 EE filing — On May 31, 2024, NJNG submitted its annual EE filing with the BPU for the recovery of SAVEGREEN costs, proposing an increase in annual recoveries of approximately $ 5.6 M, to be effective January 1, 2025, if approved.
Societal Benefits Charge
The SBC is comprised of three primary riders that allow NJNG to recover costs associated with USF, which is a permanent statewide program for all natural gas and electric utilities for the benefit of income-eligible customers, MGP remediation and the NJCEP. NJNG has submitted the following filings to the BPU, which include a report of program expenditures incurred each program year:
• 2023 USF filing — In June 2023, NJNG submitted its annual USF filing to the BPU requesting an increase to the statewide USF rate, which will result in an approximately $ 0.7 M increase to annual recoveries. The BPU approved this matter in September 2023, effective October 1, 2023.
• 2023 SBC filing — In September 2023, NJNG submitted its annual SBC filing to the BPU requesting approval of RAC expenditures through June 2023, which included an increase to the RAC annual recoveries of approximately $ 2.4 M and an increase to the NJCEP annual recoveries of approximately $ 5.5 M, effective April 1, 2024. On March 20, 2024, the BPU approved NJNG's annual SBC filing.
• 2024 USF filing — On June 28, 2024, NJNG submitted its annual USF filing to the BPU requesting an increase to the statewide USF rate, which resulted in an approximately $ 6.8 M increase to annual recoveries. On September 25, 2024, the BPU approved this filing, effective October 1, 2024.
• 2024 SBC filing — On September 30, 2024, NJNG submitted its annual SBC filing to the BPU requesting approval of RAC expenditures through June 2024, which included an increase to the RAC annual recoveries of approximately $ 2.4 M and an increase to the NJCEP annual recoveries of approximately $ 1.6 M, which would be effective April 1, 2025.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Infrastructure Programs
NJNG has significant annual capital expenditures associated with the management of its natural gas distribution and transmission system, including new utility plant for customer growth and its associated PIM and infrastructure programs. NJNG continues to implement BPU-approved infrastructure projects that are designed to enhance the reliability of NJNG’s natural gas distribution system.
Infrastructure Investment Program
In February 2019, NJNG filed a petition with the BPU seeking authority to implement a five-year IIP. The IIP consists of two components, transmission and distribution investments and information technology replacement and enhancements. The total investment for the IIP is approximately $ 507.0 M. Upon approval from the BPU, investments are being recovered through annual filings to adjust base rates. In October 2020, the BPU approved the Company’s transmission and distribution component of the IIP for $ 150.0 M over five years , effective November 1, 2020. The recovery of information technology replacement and enhancements that was included in the original IIP filing will be included as part of base rate filings as projects are placed in service.
• 2023 IIP filing — In March 2023, NJNG submitted its annual IIP filing to the BPU requesting a rate increase for estimated capital expenditures of approximately $ 31.4 M through June 30, 2023. This filing was updated in July 2023, with actual expenses of approximately $ 28.2 M through June 30, 2023. The BPU approved this filing in September 2023, which resulted in an approximately $ 3.2 M revenue increase, effective October 1, 2023.
• 2024 IIP filing — On March 28, 2024, NJNG submitted its annual IIP filing to the BPU requesting a rate increase for capital expenditures of approximately $ 43.5 M through June 30, 2024. The filing was updated July 26, 2024, to reflect actual expenses of approximately $ 41.2 M through June 30, 2024. The BPU approved this filing on September 25, 2024, which resulted in an approximately $ 4.7 M revenue increase, effective October 1, 2024.
5. DERIVATIVE INSTRUMENTS
The Company is subject primarily to commodity price risk due to fluctuations in the market price of natural gas, SRECs and electricity. To manage this risk, the Company enters into a variety of derivative instruments including, but not limited to, futures contracts, physical forward contracts, financial options and swaps to economically hedge the commodity price risk associated with its existing and anticipated commitments to purchase and sell natural gas, SRECs and electricity. In addition, the Company is exposed to foreign currency and interest rate risk and may utilize foreign currency derivatives to hedge Canadian dollar-denominated natural gas purchases and/or sales and interest rate derivatives to reduce exposure to fluctuations in interest rates. All of these types of contracts are accounted for as derivatives, unless the Company elects NPNS, which is done on a contract-by-contract election. Accordingly, all of the financial and certain of the Company’s physical derivative instruments are recorded at fair value on the Consolidated Balance Sheets. For a more detailed discussion of the Company’s fair value measurement policies and level disclosures associated with the Company’s derivative instruments, see Note 6. Fair Value .
Energy Services
ES chooses not to designate its financial commodity and physical forward commodity derivatives as accounting hedges or to elect NPNS. The changes in the fair value of these derivatives are recorded as a component of natural gas purchases or operating revenues, as appropriate for ES, on the Consolidated Statements of Operations as unrealized gains or losses. For ES at settlement, realized gains and losses on all financial derivative instruments are recognized as a component of natural gas purchases, and realized gains and losses on all physical derivatives follow the presentation of the related unrealized gains and losses as a component of either natural gas purchases or operating revenues.
As a result of ES entering into transactions to borrow natural gas, commonly referred to as “park and loans,” an embedded derivative is recognized relating to differences between the fair value of the amount borrowed and the fair value of the amount that will ultimately be repaid, based on changes in the forward price for natural gas prices at the borrowed location over the contract term. This embedded derivative is accounted for as a forward sale in the month in which the repayment of the borrowed natural gas is expected to occur and is considered a derivative transaction that is recorded at fair value on the Consolidated Balance Sheets, with changes in value recognized in current-period earnings.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Expected production of SRECs is hedged through the use of forward and futures contracts. All contracts require the Company to physically deliver SRECs through the transfer of certificates as per contractual settlement schedules. ES recognizes changes in the fair value of these derivatives as a component of operating revenues. Upon settlement of the contract, the related revenue is recognized when the SREC is transferred to the counterparty.
Natural Gas Distribution
Changes in fair value of NJNG’s financial commodity derivatives are recorded as a component of regulatory assets or liabilities on the Consolidated Balance Sheets. The Company elects NPNS accounting treatment on all physical commodity contracts that NJNG entered into on or before December 31, 2015, and accounts for these contracts on an accrual basis. Accordingly, physical natural gas purchases are recognized in regulatory assets or liabilities on the Consolidated Balance Sheets when the contract settles and the natural gas is delivered. The average cost of natural gas is charged to expense in the current period earnings based on the BGSS factor times the therm sales. NJNG no longer elects NPNS accounting treatment on a portfolio basis. However, since NPNS is a contract-by-contract election, where it makes sense to do so, NJNG can and may elect to treat certain contracts as normal. Because NJNG recovers these amounts through future BGSS rates as increases or decreases to the cost of natural gas in NJNG’s tariff for natural gas service, the changes in fair value of these contracts are deferred as a component of regulatory assets or liabilities on the Consolidated Balance Sheets.
Clean Energy Ventures
The Company elects NPNS accounting treatment on PPA contracts executed by CEV that meet the definition of a derivative and accounts for the contract on an accrual basis. Accordingly, electricity sales are recognized in revenues throughout the term of the PPA as electricity is delivered. NPNS is a contract-by-contract election and where it makes sense to do so, the Company can and may elect to treat certain contracts as normal.
Fair Value of Derivatives
The following table presents the fair value of the Company’s derivative assets and liabilities recognized on the Consolidated Balance Sheets as of September 30:
Derivatives at Fair Value
2024 2023
(Thousands) Balance Sheet Location Assets Liabilities Assets Liabilities
Derivatives not designated as hedging instruments:
NJNG:
Physical commodity contracts Derivatives - current $ 21 $ 579 $ 43 $ 488
Financial commodity contracts Derivatives - current — 2 6,110 20
ES:
Physical commodity contracts Derivatives - current 1,660 4,346 6,209 12,757
Derivatives - noncurrent 727 10,758 802 7,870
Financial commodity contracts Derivatives - current 5,132 1,344 18,393 2,880
Derivatives - noncurrent 79 732 762 97
Total fair value of derivatives $ 7,619 $ 17,761 $ 32,319 $ 24,112
Offsetting of Derivatives
The Company transacts under master netting arrangements or equivalent agreements that allow it to offset derivative assets and liabilities with the same counterparty. However, the Company’s policy is to present its derivative assets and liabilities on a gross basis at the contract level unit of account on the Consolidated Balance Sheets.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table summarizes the reported gross amounts, the amounts that the Company has the right to offset but elects not to, financial collateral and the net amounts the Company could present on the Consolidated Balance Sheets but elects not to.
Asset Derivatives Liability Derivatives
(Thousands) Fair Value (1)
Amounts Offset (2)
Collateral Received/Pledged (3)
Net Value (4)
Fair Value (1)
Amounts Offset (2)
Collateral Received/Pledged (3)
Net Value (4)
As of September 30, 2024
ES Contracts
Physical commodity $ 2,387 ( 535 ) — $ 1,852 $ 15,104 ( 535 ) ( 5,551 ) $ 9,018
Financial commodity 5,211 ( 2,076 ) ( 1,170 ) 1,965 2,076 ( 2,076 ) — —
Total ES $ 7,598 ( 2,611 ) ( 1,170 ) $ 3,817 $ 17,180 ( 2,611 ) ( 5,551 ) $ 9,018
NJNG Contracts
Physical commodity $ 21 ( 13 ) — $ 8 $ 579 ( 13 ) — $ 566
Financial commodity — — — — 2 — ( 2 ) —
Total NJNG $ 21 ( 13 ) — $ 8 $ 581 ( 13 ) ( 2 ) $ 566
As of September 30, 2023
ES Contracts
Physical commodity $ 7,011 ( 1,236 ) — $ 5,775 $ 20,627 ( 1,236 ) ( 9,728 ) $ 9,663
Financial commodity 19,155 ( 2,977 ) ( 16,178 ) — 2,977 ( 2,977 ) — —
Total ES $ 26,166 ( 4,213 ) ( 16,178 ) $ 5,775 $ 23,604 ( 4,213 ) ( 9,728 ) $ 9,663
NJNG Contracts
Physical commodity $ 43 ( 3 ) — $ 40 $ 488 ( 3 ) — $ 485
Financial commodity 6,110 ( 20 ) — 6,090 20 ( 20 ) — —
Total NJNG $ 6,153 ( 23 ) — $ 6,130 $ 508 ( 23 ) — $ 485
(1) Derivative assets and liabilities are presented on a gross basis on the Consolidated Balance Sheets, as the Company does not elect balance sheet offsetting under ASC 210-20.
(2) Includes transactions with NAESB netting election, transactions held by FCMs with net margining and transactions with ISDA netting.
(3) Financial collateral includes cash balances at FCMs, as well as cash received from or pledged to other counterparties.
(4) Net amounts represent presentation of derivative assets and liabilities if the Company were to elect balance sheet offsetting under ASC 210-20.
ES utilizes financial derivatives to economically hedge the gross margin associated with the purchase of physical natural gas to be used for storage injection and its subsequent sale at a later date. The gains or (losses) on the financial transactions that are economic hedges of the cost of the purchased natural gas are recognized prior to the gains or (losses) on the physical transaction, which are recognized in earnings when the natural gas is delivered. Therefore, mismatches between the timing of the recognition of realized gains or (losses) on the financial derivative instruments and gains or (losses) associated with the actual sale of the natural gas that is being economically hedged, along with fair value changes in derivative instruments, create volatility in the results of ES, although the Company’s intended economic results relating to the entire transaction are unaffected.
The following table presents the effect of derivative instruments recognized on the Consolidated Statements of Operations as of September 30:
(Thousands) Location of gain (loss) recognized in income on derivatives Amount of gain (loss) recognized
in income on derivatives
Derivatives not designated as hedging instruments: 2024 2023 2022
ES:
Physical commodity contracts Operating revenues $ 12,070 $ 33,610 $ ( 8,569 )
Physical commodity contracts Natural gas purchases ( 2,391 ) ( 6,846 ) 3,580
Financial commodity contracts Natural gas purchases 11,722 80,406 14,403
Foreign currency contracts Natural gas purchases — — ( 14 )
Total unrealized and realized gain $ 21,401 $ 107,170 $ 9,400
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
NJNG’s derivative contracts are part of the Company’s risk management activities that relate to its natural gas purchases and BGSS incentive programs. At settlement, the resulting gains and/or losses are payable to or recoverable from utility customers and are deferred in regulatory assets or liabilities resulting in no impact to earnings.
The following table reflects the gains and/or (losses) associated with NJNG’s derivative instruments as of September 30:
(Thousands) 2024 2023 2022
NJNG:
Physical commodity contracts $ ( 5,215 ) $ ( 34,241 ) $ 7,116
Financial commodity contracts 11,064 ( 50,130 ) 32,868
Total unrealized and realized gain (loss) $ 5,849 $ ( 84,371 ) $ 39,984
NJNG and ES had the following outstanding long (short) derivatives as of September 30:
Natural Gas Distribution Energy Services
Volumes (Bcf) Futures Physical Commodity Futures Physical Commodity
2024 31.9 10.9 ( 7.7 ) 2.8
2023 32.1 12.1 ( 6.9 ) 0.2
Not included in the above table are 1.2 M and 1.3 M SRECs that were open as of September 30, 2024 and 2023, respectively .
Broker Margin
Futures exchanges have contract-specific margin requirements that require the posting of cash or cash equivalents relating to traded contracts. Margin requirements consist of initial margin that is posted upon the initiation of a position, maintenance margin that is usually expressed as a percent of initial margin and variation margin that fluctuates based on the daily marked-to-market relative to maintenance margin requirements. The Company maintains separate broker margin accounts for NJNG and ES.
The balances as of September 30, by reporting segment, are as follows:
(Thousands) Balance Sheet Location 2024 2023
NJNG Restricted broker margin accounts - current assets $ 4,975 $ 5,915
ES Restricted broker margin accounts - current assets $ 8,268 $ 14,881
Restricted broker margin accounts - current liabilities $ 1,146 $ 8,029
Wholesale Credit Risk
NJNG, ES, CEV and S&T are exposed to credit risk as a result of their sales/wholesale marketing activities. As a result of the inherent volatility in the prices of natural gas commodities, derivatives and SRECs, the market value of contractual positions with individual counterparties could exceed established credit limits or collateral provided by those counterparties. If a counterparty fails to perform the obligations under its contract, then the Company could sustain a loss.
The Company monitors and manages the credit risk of its wholesale operations through credit policies and procedures that management believes reduce overall credit risk. These policies include a review and evaluation of current and prospective counterparties’ financial statements and/or credit ratings, daily monitoring of counterparties’ credit limits and exposure, daily communication with traders regarding credit status and the use of credit mitigation measures, such as collateral requirements and netting agreements. Examples of collateral include letters of credit and cash received for either prepayment or margin deposit. Collateral may be requested due to the Company’s election not to extend credit or because exposure exceeds defined thresholds. Most of the Company’s wholesale marketing contracts contain standard netting provisions. These contracts include those governed by ISDA and the NAESB. The netting provisions refer to payment netting, whereby receivables and payables with the same counterparty are offset and the resulting net amount is paid to the party to which it is due.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Internally-rated exposure applies to counterparties that are not rated by Fitch or Moody’s. In these cases, the counterparty’s or guarantor’s financial statements are reviewed, and similar methodologies and ratios used by Fitch and/or Moody’s are applied to arrive at a substitute rating. Gross credit exposure is defined as the unrealized fair value of physical and financial derivative commodity contracts, plus any outstanding wholesale receivable for the value of natural gas delivered and/or financial derivative commodity contract that has settled for which payment has not yet been received.
The following is a summary of gross credit exposures grouped by investment and noninvestment grade counterparties, as of September 30, 2024. The amounts presented below have not been reduced by any collateral received or netting and exclude accounts receivable for NJNG retail natural gas sales and services and CEV residential solar installations.
(Thousands) Gross Credit
Exposure
Investment grade $ 97,403
Noninvestment grade 7,343
Internally-rated investment grade 16,168
Internally-rated noninvestment grade 17,375
Total $ 138,289
Conversely, certain of NJNG’s and ES’s derivative instruments are linked to agreements containing provisions that would require cash collateral payments from the Company if certain events occur. These provisions vary based upon the terms in individual counterparty agreements and can result in cash payments if NJNG’s credit rating were to fall below its current level. Specifically, most, but not all, of these additional payments will be triggered if NJNG’s debt is downgraded by the major credit agencies, regardless of investment grade status. In addition, some of these agreements include threshold amounts that would result in additional collateral payments if the values of derivative liabilities were to exceed the maximum values provided for in relevant counterparty agreements. Other provisions include payment features that are not specifically linked to ratings, but are based on certain financial metrics.
Collateral amounts associated with any of these conditions are determined based on a sliding scale and are contingent upon the degree to which the Company’s credit rating and/or financial metrics deteriorate, and the extent to which liability amounts exceed applicable threshold limits. Derivative instruments with credit-risk-related contingent features that were in a liability position for which collateral is required were immaterial as of both September 30, 2024 and 2023. These amounts differ from the respective net derivative liabilities reflected on the Consolidated Balance Sheets because the agreements also include clauses, commonly known as “Rights of Offset,” that would permit the Company to offset its derivative assets against its derivative liabilities for determining additional collateral to be posted, as previously discussed.
6. FAIR VALUE
Fair Value of Assets and Liabilities
The fair value of cash and cash equivalents, accounts receivable, current loans receivable, accounts payable, commercial paper and borrowings under revolving credit facilities are estimated to equal their carrying amounts due to the short maturity of those instruments. Noncurrent loans receivable are recorded based on what the Company expects to receive, which approximates fair value, in other noncurrent assets on the Consolidated Balance Sheets. The Company regularly evaluates the credit quality and collection profile of its customers to approximate fair value.
As of September 30, the estimated fair value of long-term debt, including current maturities, excluding natural gas meter sale leasebacks, debt issuance costs and solar asset sale leasebacks, is as follows (1) :
(Thousands) 2024 2023
NJNG
Carrying value (1)
$ 1,647,845 $ 1,467,845
Fair market value $ 1,439,849 $ 1,097,088
NJR
Carrying value (1)
$ 1,120,000 $ 1,120,000
Fair market value $ 1,085,955 $ 1,009,448
(1) See Note 9. Debt f or a reconciliation to long-term and short-term debt .
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company enters into sale leaseback transactions for certain commercial solar assets and natural gas meters. These transactions are recorded within long-term debt on the Consolidated Balance Sheets. The carrying value of solar sale leasebacks was approximately $ 283.0 M and $ 278.4 M and the estimated fair value was approximately $ 290.4 M and $ 268.1 M as of September 30, 2024 and 2023, respectively. The carrying value of the natural gas meter sale leasebacks was approximately $ 31.6 M and $ 31.4 M and the estimated fair value of certain natural gas meter sale leasebacks amounted to approximately $ 26.7 M and $ 20.9 M as of September 30, 2024 and 2023, respectively.
The Company utilizes a discounted cash flow method to determine the fair value of its debt. Inputs include observable municipal and corporate yields, as appropriate, for the maturity of the specific debt instrument and the Company’s credit rating. As of September 30, 2024 and 2023, the Company discloses its debt within Level 2 of the fair value hierarchy.
Fair Value Hierarchy
The Company applies fair value measurement guidance to its financial assets and liabilities, as appropriate, which include financial derivatives and physical commodity contracts qualifying as derivatives, investments in equity securities and other financial assets and liabilities. In addition, authoritative accounting literature prescribes the use of a fair value hierarchy that prioritizes the inputs-to-valuation techniques used to measure fair value based on the source of the data used to develop the price inputs. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to inputs that are based on unobservable market data and includes the following:
Fair Value Hierarchy Description of Fair Value Level Fair Value Technique
Level 1 Unadjusted quoted prices for identical assets or liabilities in active markets
The Company’s Level 1 assets and liabilities include exchange-traded natural gas futures and options contracts, listed equities and money market funds. Exchange-traded futures and options contracts include all energy contracts traded on the NYMEX, CME and ICE that the Company refers to internally as basis swaps, fixed swaps, futures and financial options that are cleared through an FCM.
Level 2 Other significant observable inputs, such as interest rates or price data, including both commodity and basis pricing that is observed either directly or indirectly from publications or pricing services The Company’s Level 2 assets and liabilities include over-the-counter physical forward commodity contracts and swap contracts, SREC forward sales or derivatives that are initially valued using observable quotes and are subsequently adjusted to include time value, credit risk or estimated transport pricing components for which no basis price is available. Level 2 financial derivatives consist of transactions with non-FCM counterparties (basis swaps, fixed swaps and/or options). Inputs are verifiable and do not require significant management judgment. For some physical commodity contracts, the Company utilizes transportation tariff rates that are publicly available and that it considers to be observable inputs that are equivalent to market data received from an independent source. There are no significant judgments or adjustments applied to the transportation tariff inputs and no market perspective is required. Even if the transportation tariff input were considered to be a “model,” it would still be considered to be a Level 2 input as the data is:
• widely accepted and public;
• non-proprietary and sourced from an independent third party; and
• observable and published.
These additional adjustments are generally not considered to be significant to the ultimate recognized values.
Level 3 Inputs derived from a significant amount of unobservable market data These include the Company’s best estimate of fair value and are derived primarily through the use of internal valuation methodologies.
Financial derivative portfolios of NJNG and ES consist mainly of futures, options and swaps. The Company primarily uses the market approach, and its policy is to use actively quoted market prices when available. The principal market for its derivative transactions is the natural gas wholesale market; therefore, the primary sources for its price inputs are CME, NYMEX and ICE. ES uses Platts and Natural Gas Exchange for Canadian delivery points. However, ES also engages in transactions that result in transporting natural gas to delivery points for which there is no actively quoted market price. In most instances, the transportation cost to the final delivery location is not significant to the overall valuation. If required, ES’s policy is to use the best information available to determine fair value based on internal pricing models, which would include estimates extrapolated from broker quotes or other pricing services.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company also has other financial assets that include listed equities, mutual funds and money market funds for which there are active exchange quotes available. When the Company determines fair values, measurements are adjusted, as needed, for credit risk associated with its counterparties, as well as its own credit risk. The Company determines these adjustments by using historical default probabilities that correspond to the applicable S&P issuer ratings, while also taking into consideration collateral and netting arrangements that serve to mitigate risk.
Assets and liabilities measured at fair value on a recurring basis are summarized as follows:
Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant
Unobservable
Inputs
(Thousands) (Level 1) (Level 2) (Level 3) Total
As of September 30, 2024
Assets
Physical commodity contracts $ — $ 2,408 $ — $ 2,408
Financial commodity contracts 5,211 — — 5,211
Money market funds 62 — — 62
Other 2,671 — — 2,671
Total assets at fair value $ 7,944 $ 2,408 $ — $ 10,352
Liabilities
Physical commodity contracts $ — $ 15,683 $ — $ 15,683
Financial commodity contracts 2,078 — — 2,078
Total liabilities at fair value $ 2,078 $ 15,683 $ — $ 17,761
As of September 30, 2023
Assets
Physical commodity contracts $ — $ 7,054 $ — $ 7,054
Financial commodity contracts 25,265 — — 25,265
Money market funds 145 — — 145
Other 2,641 — — 2,641
Total assets at fair value $ 28,051 $ 7,054 $ — $ 35,105
Liabilities
Physical commodity contracts $ — $ 21,115 $ — $ 21,115
Financial commodity contracts 2,997 — — 2,997
Total liabilities at fair value $ 2,997 $ 21,115 $ — $ 24,112
7. INVESTMENTS IN EQUITY INVESTEES
Steckman Ridge
The Company holds a 50 % equity method investment in Steckman Ridge, a jointly owned and controlled natural gas storage facility located in Bedford County, Pennsylvania. The Company’s investment in Steckman Ridge was $ 101.7 M and $ 104.1 M as of September 30, 2024 and 2023, respectively, which includes loans with a total outstanding principal balance of $ 70.4 M for both September 30, 2024 and 2023. On October 1, 2023, the Company entered into an Amended and Restated Loan Agreement with Steckman Ridge to extend the existing loan agreement and moved from London Interbank Offered Rate to Secured Overnight Financing Rate. These loans accrue interest at a variable rate that resets quarterly and are now due October 1, 2027.
NJNG and ES have entered into storage and park and loan agreements with Steckman Ridge. See Note 16. Related Party Transactions for more information on these intercompany transactions.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
8. EARNINGS PER SHARE
The following table presents the calculation of the Company’s basic and diluted earnings per share for the fiscal years ended September 30:
(Thousands, except per share amounts) 2024 2023 2022
Net income, as reported $ 289,775 $ 264,724 $ 274,922
Basic earnings per share
Weighted average shares of common stock outstanding-basic 98,634 97,028 96,100
Basic earnings per common share $ 2.94 $ 2.73 $ 2.86
Diluted earnings per share
Weighted average shares of common stock outstanding-basic 98,634 97,028 96,100
Incremental shares (1)
655 599 388
Weighted average shares of common stock outstanding-diluted 99,289 97,627 96,488
Diluted earnings per common share $ 2.92 $ 2.71 $ 2.85
(1) Incremental shares consist primarily of unvested stock awards and performance units, which are calculated using the treasury stock method.
9. DEBT
NJNG and NJR finance working capital requirements and capital expenditures through various short-term debt and long-term financing arrangements, including a commercial paper program and committed unsecured credit facilities.
Long-term Debt
The following table presents the long-term debt of the Company as of September 30:
(Thousands) 2024 2023
NJNG
First mortgage bonds: Maturity date:
Series OO 3.00 % August 1, 2041 46,500 46,500
Series PP 3.15 % April 15, 2028 50,000 50,000
Series QQ 3.58 % March 13, 2024 — 70,000
Series RR 4.61 % March 13, 2044 55,000 55,000
Series SS 2.82 % April 15, 2025 50,000 50,000
Series TT 3.66 % April 15, 2045 100,000 100,000
Series UU 3.63 % June 21, 2046 125,000 125,000
Series VV 4.01 % May 11, 2048 125,000 125,000
Series WW 3.50 % April 1, 2042 10,300 10,300
Series XX 3.38 % April 1, 2038 10,500 10,500
Series YY 2.45 % April 1, 2059 15,000 15,000
Series ZZ 3.76 % July 17, 2049 100,000 100,000
Series AAA 3.86 % July 17, 2059 85,000 85,000
Series BBB 2.75 % August 1, 2039 9,545 9,545
Series CCC 3.00 % August 1, 2043 41,000 41,000
Series DDD 3.13 % June 30, 2050 50,000 50,000
Series EEE 3.13 % July 23, 2050 50,000 50,000
Series FFF 3.33 % July 23, 2060 25,000 25,000
Series GGG 2.87 % September 1, 2050 25,000 25,000
Series HHH 2.97 % September 1, 2060 50,000 50,000
Series III 2.97 % October 30, 2051 50,000 50,000
Series JJJ 3.07 % October 28, 2061 50,000 50,000
Series LLL 4.37 % May 27, 2037 50,000 50,000
Series MMM 4.71 % May 27, 2052 50,000 50,000
Series NNN 5.47 % October 24, 2052 125,000 125,000
Series OOO 5.56 % September 28, 2033 50,000 50,000
Series PPP 5.85 % October 30, 2053 50,000 —
Series QQQ 5.82 % June 26, 2054 125,000 —
Series RRR 5.49 % September 30, 2034 75,000 —
Meter financing obligation Various dates 31,574 31,352
Less: Debt issuance costs ( 10,899 ) ( 9,770 )
Less: Current maturities of long-term debt ( 58,649 ) ( 78,477 )
Total NJNG long-term debt 1,609,871 1,410,950
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
NJR 2024 2023
First mortgage bonds: Maturity date:
Unsecured senior notes 3.48 % November 7, 2024 100,000 100,000
Unsecured senior notes 3.54 % August 18, 2026 100,000 100,000
Unsecured senior notes 3.96 % June 8, 2028 100,000 100,000
Unsecured senior notes 3.29 % July 17, 2029 150,000 150,000
Unsecured senior notes 3.50 % July 23, 2030 130,000 130,000
Unsecured senior notes 3.60 % July 23, 2032 130,000 130,000
Unsecured senior notes 3.13 % September 1, 2031 120,000 120,000
Unsecured senior notes 3.25 % September 1, 2033 80,000 80,000
Unsecured senior notes 4.38 % June 23, 2027 110,000 110,000
Unsecured senior notes 3.64 % September 19, 2034 50,000 50,000
Unsecured senior notes 6.14 % December 15, 2032 50,000 50,000
Less: Debt issuance costs ( 3,011 ) ( 3,656 )
Less: Current maturities of long-term debt ( 100,000 ) —
Total NJR long-term debt 1,016,989 1,116,344
CEV
Solar asset financing obligation Various dates 282,962 278,401
Less: Current maturities of long-term debt ( 30,358 ) ( 37,678 )
Total CEV long-term debt 252,604 240,723
Total long-term debt $ 2,879,464 $ 2,768,017
Annual long-term debt redemption requirements, excluding meter financing obligations, debt issuance costs and solar asset financing obligations, as of September 30, are as follows:
(Thousands) 2025 2026 2027 2028 2029 Thereafter
NJR $ 100,000 $ 100,000 $ 110,000 $ 100,000 $ 150,000 $ 560,000
NJNG $ 50,000 $ — $ — $ 50,000 $ — $ 1,547,845
NJR
On November 7, 2024, NJR entered into a Note Purchase Agreement under which NJR issued $ 100 M senior notes at a fixed interest rate of 5.55 %, maturing in 2034.
NJNG
First Mortgage Bonds
NJNG and Trustee entered into the Mortgage Indenture, dated September 1, 2014, which secures all the outstanding FMBs issued by NJNG. The Mortgage Indenture provides a direct first mortgage lien upon substantially all the operating properties and franchises of NJNG (other than excepted property, such as cash on hand, choses-in-action, securities, rent, natural gas meters and certain materials, supplies, appliances and vehicles), subject only to certain permitted encumbrances. The Mortgage Indenture contains provisions subjecting after-acquired property (other than excepted property and subject to pre-existing liens, if any, at the time of acquisition) to the lien thereof.
NJNG’s Mortgage Indenture does not restrict NJNG’s ability to pay dividends. New Jersey Administrative Code 14:4-4.7 states that a public utility cannot issue dividends without regulatory approval if its equity-to-total-capitalization ratio falls below 30 %. As of September 30, 2024, NJNG’s equity-to-total-capitalization ratio is 53.4 % and NJNG has the capacity to issue up to $ 1.4 B of FMB under the terms of the Mortgage Indenture.
In September 2023, NJNG entered into a Note Purchase Agreement for $ 100 M aggregate principal amount of its senior notes consisting of $ 50 M of 5.56 % senior notes due September 28, 2033, which closed on September 28, 2023, and $ 50 M of 5.85 % senior notes due October 30, 2053, which closed on October 30, 2023.
On June 26, 2024, NJNG entered into a Note Purchase Agreement for $ 200 M aggregate principal amount of its senior notes consisting of $ 125 M of 5.82 % senior notes due June 26, 2054, which closed on June 26, 2024, and $ 75 M of 5.49 % senior notes due September 30, 2034, which closed on September 30, 2024.
The senior notes are secured by an equal principal amount of NJNG’s FMBs issued under NJNG’s Mortgage Indenture.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Sale Leasebacks
NJNG received approximately $ 8.8 M and $ 8.4 M during fiscal 2024 and 2023, respectively, in connection with the sale leaseback of its natural gas meters, with terms ranging from six to 10 years. NJNG records the sale leaseback as a financing obligation for accounting purposes that is paid over the term of the arrangement and has the option to purchase the meters back at fair value upon expiration of the lease.
Contractual commitments for meter sale leaseback arrangements, which represent the most likely outcome of cash payments, as of the fiscal years ended September 30, are as follows:
(Thousands) 2025 2026 2027 2028 2029 Thereafter Subtotal
Future payments $ 9,665 7,906 5,579 6,211 3,171 1,852 $ 34,384
Less: Interest component ( 2,810 )
Total $ 31,574
Clean Energy Ventures
CEV enters into transactions to sell the commercial solar assets concurrent with agreements to lease the assets back over a period of five to seven years . These transactions are treated as financing obligations for accounting purposes and are typically secured by the renewable energy facility asset and its future cash flows from RECs and energy sales. ITCs and other tax benefits associated with these solar projects are transferred to the buyer, if applicable; however, the lease payments are structured so that CEV is compensated for the transfer of the related tax incentives. CEV continues to operate the solar assets, including related expenses, and retain the revenue generated from RECs and energy sales, and has the option to repurchase the assets sold or renew the lease at the end of the lease term. CEV received proceeds of approximately $ 64.7 M and $ 167.8 M during fiscal 2024 and 2023, respectively, in connection with the sale leaseback of commercial solar assets. The proceeds received were recognized as a financing obligation on the Consolidated Balance Sheets.
Contractual commitments for the solar sale leaseback arrangements, which represent the most likely outcome of cash payments, as of the fiscal years ended September 30, are as follows:
(Thousands) 2025 2026 2027 2028 2029 Thereafter Subtotal
Future payments $ 57,184 20,396 22,907 34,293 81,586 32,610 $ 248,976
Less: Interest component ( 43,234 )
Total $ 205,742
Credit Facilities and Short-term Debt
The following table summarizes NJR’s credit facility and NJNG’s commercial paper program and credit facility as of September 30:
At end of period
(Thousands) As of date Total
borrowing capacity Loans outstanding Weighted average interest rate Remaining borrowing capacity Expiration dates
NJR bank revolving credit facility (1)
2024 $ 575,000 $ 236,700 6.23 % $ 325,951 (2) August 2029
2023 $ 650,000 $ 217,300 6.53 % $ 426,967 (2) September 2027
NJNG bank revolving credit facility (3)
2024 $ 250,000 $ 55,100 4.98 % $ 194,169 (4) August 2029
2023 $ 250,000 $ 34,800 5.48 % $ 214,469 (4) September 2027
(1) Committed credit facility, which requires commitment fees of 0.10 % on the unused amount.
(2) Letters of credit outstanding total approximately $ 12.3 M and $ 5.7 M as of September 30, 2024 and 2023, respectively, which reduces the amount available by the same amount.
(3) Committed credit facility, which requires commitment fees of 0.075 % on the unused amount.
(4) Letters of credit outstanding total approximately $ 0.7 M at both September 30, 2024 and 2023, which reduces the amount available by the same amount.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Amounts available under credit facilities are reduced by bank or commercial paper borrowings, as applicable, and any outstanding letters of credit. Neither NJNG nor the results of its operations are obligated or pledged to support the NJR Credit Facility.
NJR
On August 7, 2024, NJR entered into a second amendment to NJR’s Second Amended and Restated Credit Agreement, which reduced the NJR Credit Facility from $ 650 M to $ 575 M and extended the maturity date to August 7, 2029, pursuant to NJR’s option to extend the maturity date under the NJR Second Amended and Restated Credit Agreement, and permits NJR to request that the maturity date be extended up to two times for an additional period of one year each. The NJR Credit Facility includes an accordion feature, which allows NJR, in the absence of a default or event of default, to increase from time to time, with the existing or new lenders, the revolving credit commitments under the NJR Credit Facility in increments of at least $ 50 M, with the total revolving credit commitments not exceeding $ 750 M. The NJR Credit Facility also permits the borrowing of revolving loans and swingline loans, as well as a $ 75 M sublimit for the issuance of letters of credit. Certain of NJR’s unregulated subsidiaries have guaranteed all of NJR’s obligations under the NJR Credit Facility. The credit facility is used primarily to finance its share repurchases, to satisfy ES’s short-term liquidity needs and to finance, on an initial basis, unregulated investments.
As of September 30, 2024, NJR had eleven letters of credit outstanding totaling $ 12.3 M, which reduced the amount available under the NJR Credit Facility by the same amount. NJR does not anticipate that these letters of credit will be drawn upon by the counterparties, and they will be renewed as necessary.
Neither NJNG nor the results of its operations are obligated or pledged to support the NJR credit or debt shelf facilities.
NJNG
On August 7, 2024, NJNG entered into a second amendment to NJNG’s Second Amended and Restated Credit Agreement governing a $ 250 M NJNG Credit Facility, which extended the maturity date of the facility to August 7, 2029, pursuant to NJNG’s option to extend the maturity date under the NJNG Second Amended and Restated Credit Agreement, and permits NJNG to request that the maturity date be extended up to two times for an additional period of one year each. The NJNG Credit Facility includes an accordion feature, which allows NJNG, in the absence of a default or event of default, to increase from time to time, with the existing or new lenders, the revolving credit commitments under the NJNG Credit Facility in increments of at least $ 50 M with the total revolving credit commitments not exceeding $ 350 M. The NJNG Credit Facility also permits the borrowing of revolving loans and swingline loans, as well as a $ 30 M sublimit for the issuance of letters of credit.
As of September 30, 2024, NJNG has two letters of credit outstanding for $ 0.7 M, which reduced the amount available under the NJNG Credit Facility by the same amount. NJNG does not anticipate that these letters of credit will be drawn upon by the counterparties.
10. STOCK-BASED COMPENSATION
NJR issues shares out of its 2017 Stock Award and Incentive Plan, in the form of performance share units, restricted stock units, deferred retention stock units and unrestricted common stock to non-employee directors. As of September 30, 2024, 2,620,389 shares remain available for future issuance.
The following table summarizes all stock-based compensation expense recognized during the following fiscal years:
(Thousands) 2024 2023 2022
Stock-based compensation expense:
Performance share awards $ 5,437 $ 4,882 $ 4,131
Restricted and non-restricted stock 3,958 3,647 3,189
Deferred retention stock 6,633 6,187 7,507
Compensation expense included in operation and maintenance expense 16,028 14,716 14,827
Income tax benefit (1)
( 3,898 ) ( 3,563 ) ( 3,624 )
Total, net of tax $ 12,130 $ 11,153 $ 11,203
(1) Excludes additional tax expense related to delivered shares of $ 1.2 M, $ 0.6 M and $ 0.1 M as of September 30, 2024, 2023 and 2022, respectively.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Performance Share Units
In fiscal 2024, the Company granted to certain officers 54,693 performance shares, which are market condition awards that vest on September 30, 2026, subject to the Company meeting certain conditions. In fiscal 2024, the Company also granted to certain officers 88,107 performance shares, of which 50,504 vest on September 30, 2026, and 37,603 vest annually over a three-year period beginning in September 2024, both of which are subject to the Company meeting certain performance conditions.
In fiscal 2023, the Company granted to certain officers 39,614 performance shares, which are market condition awards that vest on September 30, 2025, subject to the Company meeting certain conditions. In fiscal 2023, the Company also granted to certain officers 73,047 performance shares, of which 42,449 vest on September 30, 2025, and 30,598 vest annually over a three-year period beginning in September 2023, both of which are subject to the Company meeting certain performance conditions.
In fiscal 2022, the Company granted to certain officers 44,965 performance shares, which are market condition awards that vested on September 30, 2024, subject to the Company meeting certain conditions. In fiscal 2022, the Company also granted to certain officers 73,561 performance shares, of which 44,596 vested on September 30, 2024, and 28,965 vest annually over a three-year period beginning in September 2022, both of which were subject to the Company meeting certain performance conditions. The vesting of these awards are shown in the table below.
There is approximately $ 6.0 M of deferred compensation related to unvested performance shares that is expected to be recognized over the weighted average period of 1.7 years.
The following table summarizes the performance share activity under the stock award and incentive plans for the past three fiscal years:
Shares (1)
Weighted Average
Grant Date
Fair Value Total Fair Value of Vested Shares (in Thousands)
Non-vested and outstanding at September 30, 2021 166,091 $ 36.08 —
Granted 118,526 $ 38.84 —
Vested (2)
( 76,708 ) $ 39.57 $ 2,765
Cancelled/forfeited ( 15,788 ) $ 37.33 —
Non-vested and outstanding at September 30, 2022 192,121 $ 36.29 —
Granted 112,661 $ 46.00 —
Vested (3)
( 105,197 ) $ 35.07 $ 4,126
Cancelled/forfeited ( 9,330 ) $ 38.64 —
Non-vested and outstanding at September 30, 2023 190,255 $ 42.60 —
Granted 142,800 $ 42.55 —
Vested (4)
( 112,183 ) $ 39.91 $ 5,271
Cancelled/forfeited ( 1,913 ) $ 43.83 —
Non-vested and outstanding at September 30, 2024 218,959 $ 43.93 —
(1) The number of common shares issued related to certain performance shares may range from zero to 150 % of the number of shares shown in the table above based on the Company’s achievement of performance goals.
(2) As certified by the Company’s Leadership and Compensation Committee on November 9, 2022, the number of common shares earned related to TSR performance was 112 % or 30,472 shares, the number of common shares earned related to NFE performance was 105 % or 26,282 shares, and the number of common shares earned related to Performance Based Restricted Stock was 100 % or 28,965 shares. Each award earned excludes accumulated dividends. The number represented on this line is the target number of 100 %.
(3) As certified by the Company’s Leadership and Compensation Committee on November 15, 2023, the number of common shares earned related to TSR performance was 150 % or 59,192 shares, the number of common shares earned related to NFE performance was 150 % or 55,832 shares, and the number of common shares earned related to Performance Based Restricted Stock was 100 % or 30,598 shares. Each award earned excludes accumulated dividends. The number represented on this line is the target number of 100 %.
(4) As certified by the Company’s Leadership and Compensation Committee on November 6, 2024, the number of common shares earned related to TSR performance was 150 % or 60,092 shares, the number of common shares earned related to NFE performance was 124 % or 49,269 shares, and the number of common shares earned related to Performance Based Restricted Stock was 100 % or 37,603 shares. Each award earned excludes accumulated dividends. The number represented on this line is the target number of 100 %.
The Company measures compensation expense related to performance shares based on the fair value of these awards at their date of grant. In accordance with ASC 718, Compensation - Stock Compensation , compensation expense for market condition grants are recognized for awards granted, and are not adjusted based on actual achievement of the performance goals. The Company estimated the fair value of these grants on the date of grant using a lattice model. Performance condition grants are initially fair valued at the Company’s stock price on the grant date and are subsequently adjusted for actual achievement of the performance goals.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Restricted Stock Units
The Company granted 67,522 , 64,080 and 54,826 shares of restricted stock during fiscal 2024, 2023 and 2022, respectively. The shares vest annually over a three-year period beginning in October of the fiscal year in which they were granted. On April 25, 2024, the Company also granted an additional 3,465 shares of restricted stock that vest annually over a three-year period beginning in April of the fiscal year in which they were granted. There is approximately $ 1.7 M of deferred compensation related to unvested restricted stock shares that is expected to be recognized over the weighted average period of 1.8 years.
The following table summarizes the restricted stock activity under the stock award and incentive plans for the past three fiscal years:
Shares Weighted Average
Grant Date
Fair Value Total Fair Value of Vested Shares (in Thousands)
Non-vested and outstanding at September 30, 2021 101,621 $ 36.87 —
Granted 54,826 $ 38.84 —
Vested ( 47,867 ) $ 39.01 $ 1,824
Cancelled/forfeited ( 10,756 ) $ 37.06 —
Non-vested and outstanding at September 30, 2022 97,824 $ 36.90 —
Granted 64,080 $ 46.00 —
Vested ( 48,312 ) $ 40.30 $ 1,910
Cancelled/forfeited ( 4,716 ) $ 38.77 —
Non-vested and outstanding at September 30, 2023 108,876 $ 41.55 —
Granted 70,987 $ 42.59 —
Vested ( 53,393 ) $ 39.74 $ 2,256
Cancelled/forfeited ( 970 ) $ 44.52 —
Non-vested and outstanding at September 30, 2024 125,500 $ 42.89 —
Deferred Retention Stock Units
Deferred retention stock awards are granted upon approval by the Board of Directors, which generally occurs subsequent to the fiscal year end. Deferred retention stock awards vest immediately when granted, with shares delivered at a future date in accordance with the terms of the underlying agreements. The expense for these awards is recognized in the fiscal year in which services are rendered. The following table summarizes the deferred retention stock award under the stock award and incentive plans for the past three fiscal years:
Shares Weighted Average
Grant Date
Fair Value Total Fair Value of Vested Shares (in Thousands)
Outstanding at September 30, 2021 208,856 $ 46.28 —
Granted/Vested 192,728 $ 38.95 —
Delivered ( 163,499 ) $ 47.95 $ 6,167
Forfeited ( 6,818 ) $ 40.33 —
Outstanding at September 30, 2022 231,267 $ 39.16 —
Granted/Vested 134,941 $ 45.85 —
Delivered ( 38,115 ) $ 40.67 $ 1,517
Outstanding at September 30, 2023 328,093 $ 41.74 —
Granted/Vested 155,188 $ 42.55 —
Delivered ( 5,089 ) $ 35.86 $ 213
Forfeited ( 235 ) $ 42.55 —
Outstanding at September 30, 2024 477,957 $ 42.07 —
Non-Employee Director Stock
Non-employee director compensation includes an annual equity retainer that is awarded at the time of the Company’s annual meeting of shareowners. The shares vest upon the earlier of the first anniversary of the grant date or the date of the Company’s next annual meeting of shareowners following the grant date and are amortized to expense over a 12-month period.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following summarizes non-employee director share awards for the past three fiscal years:
2024 2023 2022
Shares granted 29,996 24,044 30,908
Weighted average grant date fair value $ 41.67 $ 49.58 $ 39.09
11. EMPLOYEE BENEFIT PLANS
Pension and Other Postemployment Benefit Plans
The Company has two trusteed, noncontributory defined benefit retirement plans covering eligible regular represented and non-represented employees with more than one year of service. Defined benefit plan benefits are based on years of service and average compensation during the highest 60 consecutive months of employment. The Company also provides postemployment medical and life insurance benefits to employees who meet certain eligibility requirements.
All represented employees of NJRHS hired on or after October 1, 2000, non-represented employees hired on or after October 1, 2009 and NJNG represented employees hired on or after January 1, 2012 are covered by an enhanced defined contribution plan instead of the defined benefit plan. Participation in the postemployment medical and life insurance plan was also frozen to new employees as of the same dates, with the exception of new NJRHS represented employees, for which benefits were frozen beginning April 3, 2012.
The Company maintains an unfunded nonqualified PEP that was established to provide employees with the full level of benefits as stated in the qualified plan without reductions due to various limitations imposed by the provisions of federal income tax laws and regulations. There are no plan assets in the nonqualified plan due to the nature of the plan.
The Company’s funding policy for its pension plans is to contribute at least the minimum amount required by the Employee Retirement Income Security Act of 1974, as amended. In fiscal 2024 and 2023, the Company had no minimum funding requirements and did not make any discretionary contributions to the pension plans. The Company does not expect to be required to make additional contributions to fund the pension plans during the next fiscal year based on current actuarial assumptions; however, funding requirements are uncertain and can depend significantly on changes in actuarial assumptions, returns on plan assets and changes in the demographics of eligible employees and covered dependents.
There are no federal requirements to pre-fund OPEB benefits. However, the Company is required to fund certain amounts due to regulatory agreements with the BPU. The Company contributed $ 7.8 M and $ 4.2 M in fiscal 2024 and 2023, respectively, and estimates that it will contribute between $ 5 M and $ 10 M over each of the next five years. Additional contributions may be required based on market conditions and changes to assumptions.
In January 2024, the Company announced changes to its postretirement medical benefits plan. Beginning on January 1, 2025, the Company will replace the existing retiree medical coverage for certain eligible employees age 65 and older and their Medicare-eligible dependents with an employer-funded Health Reimbursement Arrangement. Medicare-eligible participants may use the Health Reimbursement Arrangement toward the purchase of supplemental insurance coverage and for other qualified medical expenses. The liability associated with postretirement medical benefits was remeasured as of January 1, 2024. The change in post-retirement medical benefits is being amortized into earnings over approximately eight years , the average remaining service to retirement for all plan participants.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following summarizes the changes in the funded status of the plans and the related liabilities recognized on the Consolidated Balance Sheets as of September 30:
Pension (1)
OPEB
(Thousands) 2024 2023 2024 2023
Change in Benefit Obligation
Benefit obligation at beginning of year $ 290,321 $ 290,823 $ 203,406 $ 173,217
Service cost 4,976 5,402 1,406 2,471
Interest cost 16,240 15,174 8,327 9,146
Plan amendments — — ( 79,881 ) —
Plan participants’ contributions (2)
27 32 703 552
Actuarial loss (gain) 36,863 ( 7,057 ) 54,518 25,363
Benefits paid, net of retiree subsidies received ( 14,895 ) ( 14,053 ) ( 6,679 ) ( 7,343 )
Benefit obligation at end of year $ 333,532 $ 290,321 $ 181,800 $ 203,406
Change in plan assets
Fair value of plan assets at beginning of year $ 298,361 $ 284,347 $ 106,783 $ 99,736
Actual return on plan assets 58,682 27,456 21,249 9,826
Employer contributions 535 579 7,846 4,192
Benefits paid, net of plan participants’ contributions (2)
( 14,868 ) ( 14,021 ) ( 6,157 ) ( 6,971 )
Fair value of plan assets at end of year $ 342,710 $ 298,361 $ 129,721 $ 106,783
Funded status $ 9,178 $ 8,040 $ ( 52,079 ) $ ( 96,623 )
Amounts recognized on Consolidated Balance Sheets
Postemployment employee benefit asset
Noncurrent $ 21,104 $ 18,684 $ 3,556 $ —
Postemployment employee benefit liability
Current $ ( 552 ) $ ( 538 ) $ ( 2,400 ) $ ( 4,201 )
Noncurrent ( 11,374 ) ( 10,106 ) ( 53,235 ) ( 92,422 )
Total $ 9,178 $ 8,040 $ ( 52,079 ) $ ( 96,623 )
(1) Includes the Company’s PEP.
(2) Contributions made by employees hired prior to July 1, 1998, that were eligible to elect an additional participant contribution to enhance their benefits, were immaterial during the periods.
The Company recognizes a liability for its underfunded benefit plans as required by ASC 715, Compensation - Retirement Benefits . The Company records the offset to regulatory assets for the portion of liability relating to NJNG and to accumulated OCI for the portion of the liability related to its unregulated operations. The increase in actuarial loss during fiscal 2024 compared with fiscal 2023 for both pension and OPEB was due primarily to the decrease in the discount rate.
The following table summarizes the amounts recognized in regulatory assets and accumulated OCI as of September 30:
Regulatory Assets Accumulated Other Comprehensive Income (Loss)
(Thousands) Pension OPEB Pension OPEB
Balance at September 30, 2022 $ 35,321 $ 20,110 $ 5,003 $ ( 6,822 )
Amounts arising during the period:
Net actuarial (gain) loss ( 10,493 ) 9,936 ( 4,048 ) 12,320
Amounts amortized to net periodic costs:
Net actuarial (loss) ( 87 ) — ( 213 ) —
Prior service (cost) ( 103 ) — — —
Balance at September 30, 2023 $ 24,638 $ 30,046 $ 742 $ 5,498
Amounts arising during the period:
Net actuarial (gain) loss ( 2,407 ) 27,108 934 14,080
Prior service (credit) — ( 60,504 ) — ( 19,376 )
Amounts amortized to net periodic costs:
Net actuarial gain (loss) 2 ( 3,098 ) ( 119 ) ( 1,164 )
Prior service (cost) credit ( 61 ) 7,458 — 2,555
Balance at September 30, 2024 $ 22,172 $ 1,010 $ 1,557 $ 1,593
Page 104
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The amounts in regulatory assets and accumulated OCI not yet recognized as components of net periodic benefit cost as of September 30 are:
Regulatory Assets Accumulated Other Comprehensive
Income (Loss)
Pension OPEB Pension OPEB
(Thousands) 2024 2023 2024 2023 2024 2023 2024 2023
Net actuarial loss $ 22,172 $ 24,577 $ 54,056 $ 30,046 $ 1,557 $ 742 $ 18,414 $ 5,498
Prior service cost (credit) — 61 ( 53,046 ) — — — ( 16,821 ) —
Total $ 22,172 $ 24,638 $ 1,010 $ 30,046 $ 1,557 $ 742 $ 1,593 $ 5,498
To the extent the unrecognized amounts in accumulated OCI or regulatory assets exceed 10% of the greater of the benefit obligation or the fair value of plan assets, an amortized amount over the average expected future working lifetime of the active plan participants is recognized.
The projected benefit and accumulated benefit obligations and the fair value of plan assets as of September 30, are as follows:
Pension
(Thousands) 2024 2023
Projected benefit obligation $ 333,532 $ 290,321
Accumulated benefit obligation $ 306,850 $ 267,794
Fair value of plan assets $ 342,710 $ 298,361
The components of the net periodic cost for pension benefits, including the Company’s PEP, and OPEB costs (principally health care and life insurance) for employees and covered dependents for fiscal years ended September 30, are as follows:
Pension OPEB
(Thousands) 2024 2023 2022 2024 2023 2022
Service cost $ 4,976 $ 5,402 $ 8,291 $ 1,406 $ 2,471 $ 4,305
Interest cost 16,240 15,174 9,632 8,327 9,146 6,355
Expected return on plan assets ( 20,346 ) ( 19,972 ) ( 21,275 ) ( 7,920 ) ( 6,721 ) ( 7,575 )
Recognized actuarial loss 117 300 8,745 4,262 — 5,684
Prior service cost (credit) amortization 61 103 101 ( 10,013 ) — ( 144 )
Net periodic benefit cost recognized as expense $ 1,048 $ 1,007 $ 5,494 $ ( 3,938 ) $ 4,896 $ 8,625
Assumptions
The weighted average assumptions used to determine the Company’s benefit costs during the fiscal years below and obligations as of September 30, are as follows:
Pension OPEB
2024 2023 2022 2024 2023 2022
Benefit costs:
Discount rate 5.89 / 5.87 %
(1) 5.50 / 5.50 %
(1) 3.10 / 3.07 %
(1) 5.97 / 5.94 %
(1) 5.51 / 5.51 %
(1) 3.24 / 3.17 %
(1)
Expected asset return 7.00 % 7.00 % 6.75 % 7.00 % 7.00 % 6.75 %
Compensation increase 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1)
Obligations:
Discount rate 5.01 / 4.99 %
(1) 5.89 / 5.87 %
(1) 5.50 / 5.50 %
(1) 4.97 / 4.98 %
(1) 5.97 / 5.94 %
(1) 5.51 / 5.51 %
(1)
Compensation increase 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1)
(1) Percentages for represented and non-represented plans, respectively.
Page 105
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
When measuring its PBO, the Company uses an aggregate discount rate at which its obligation could be effectively settled. The Company determines a single weighted average discount rate based on a yield curve comprised of rates of return on a population of high quality debt issuances (AA- or better) whose cash flows (via coupons or maturities) match the timing and amount of its expected future benefit payments. The Company measures its service and interest costs using a disaggregated, or spot rate, approach. The Company applies the duration-specific spot rates from the full yield curve, as of the measurement date, to each year’s future benefit payments, which aligns the timing of the plans’ separate future cash flows to the corresponding spot rates on the yield curve.
Information relating to the assumed HCCTR used to determine expected OPEB benefits as of September 30, is as follows:
($ in thousands) 2024 2023 2022
HCCTR 8.8 % 7.4 % 6.6 %
Ultimate HCCTR 4.5 % 4.5 % 4.5 %
Year ultimate HCCTR reached 2032 2032 2027
The Company’s investment objective is a long-term real rate of return on assets before permissible expenses that is approximately 5% greater than the assumed rate of inflation, as measured by the consumer price index. The expected long-term rate of return is based on the asset categories in which the Company invests and the current expectations and historical performance for these categories.
The mix and targeted allocation of the pension and OPEB plans’ assets are as follows:
2025 Assets at
Target September 30,
Asset Allocation Allocation 2024 2023
U.S. equity securities 29 % 29 % 34 %
International equity securities 16 16 16
Fixed income 39 38 31
Collective investment trusts at NAV 16 17 19
Total 100 % 100 % 100 %
The Company uses mortality assumptions published by the Society of Actuaries for its pension and other postemployment benefit obligations, which reflects life expectancies in the U.S. The Company used projection scale MP-2021 and the Pri-2012 mortality study as of September 30, 2024 and 2023.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid during the following fiscal years:
(Thousands) 2025 2026 2027 2028 2029 2030 - 2034
Pension $ 16,273 $ 17,378 $ 18,452 $ 19,423 $ 20,493 $ 115,709
OPEB $ 8,397 $ 9,300 $ 10,138 $ 10,925 $ 11,703 $ 65,473
The Company’s OPEB plans provide prescription drug benefits that are actuarially equivalent to those provided by Medicare Part D. Therefore, under the Medicare Prescription Drug, Improvement and Modernization Act of 2003, the Company qualifies for federal subsidies. Estimated subsidy payments for fiscal 2024 and 2025 are immaterial and zero thereafter.
Page 106
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Pension and OPEB assets held in the master trust, measured at fair value, are summarized as follows:
Pension OPEB
(Thousands) Quoted Prices in Active Markets for Identical Assets
(Level 1) Total Quoted Prices in Active Markets for Identical Assets
(Level 1) Total
As of September 30, 2024
Assets
Money market funds $ — $ — $ 24 $ 24
Registered Investment Companies:
Equity Funds:
Large Cap Index 76,897 76,897 38,040 38,040
Extended Market Index 16,665 16,665 7,977 7,977
International Stock 50,549 50,549 22,730 22,730
Fixed Income Funds:
Emerging Markets 13,354 13,354 5,358 5,358
Core Fixed Income — — 28,765 28,765
High Yield Bond Fund 16,704 16,704 9,195 9,195
Long Duration Fund 106,656 106,656 — —
Total assets in the fair value hierarchy $ 280,825 280,825 $ 112,089 112,089
Investments measured at net asset value
Collective investment trusts 61,885 17,632
Total assets at fair value $ 342,710 $ 129,721
As of September 30, 2023
Assets
Registered Investment Companies:
Equity Funds:
Large Cap Index $ 81,171 $ 81,171 $ 30,884 $ 30,884
Extended Market Index 17,256 17,256 6,444 6,444
International Stock 48,557 48,557 17,966 17,966
Fixed Income Funds:
Emerging Markets 11,471 11,471 4,306 4,306
Core Fixed Income — — 22,241 22,241
High Yield Bond Fund 20,685 20,685 7,651 7,651
Long Duration Fund 58,484 58,484 — —
Total assets in the fair value hierarchy $ 237,624 237,624 $ 89,492 89,492
Investments measured at net asset value
Collective investment trusts 60,737 17,291
Total assets at fair value $ 298,361 $ 106,783
The Plan had no Level 2 or Level 3 fair value measurements during fiscal 2024 and 2023, and there have been no changes
in valuation methodologies as of September 30, 2024. The Plan held assets that are valued using NAV as a practical expedient, which are excluded from the fair value hierarchy. The following is a description of the valuation methodologies used for assets measured at fair value:
Asset Types Description of the Valuation Methodologies
Money Market funds Represents bank balances and money market funds that are valued based on the NAV of shares held at year end.
Registered Investment Companies Equity and fixed income funds valued at the NAV of shares held by the plan at year end as reported on the active market on which the individual securities are traded.
Collective investment trusts The NAV for collective investment trusts is provided by the Trustee and is used as a practical expedient to estimate fair value. The NAV is based on the value of the underlying assets owned by the fund less liabilities.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
Page 107
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Defined Contribution Plan
The Company offers a Savings Plan to eligible employees. The Company matched 85 % of participants’ contributions up to 6 % of base compensation. Beginning on March 6, 2024, the Company’s contribution changed to 100 % of the first 3 % and 80 % of the next 3 % of base compensation. Represented NJRHS employees, non-represented employees hired on or after October 1, 2009, and NJNG represented employees hired on or after January 1, 2012, are eligible for an employer special contribution of between 4.0 % and 5.0 % of base compensation, depending on years of service, into the Savings Plan on their behalf. The amount expensed and contributed for the matching provision of the Savings Plan was $ 6.8 M in fiscal 2024, $ 5.9 M in fiscal 2023 and $ 5.5 M in fiscal 2022. The amount contributed for the employer special contribution of the Savings Plan was $ 3.6 M in fiscal 2024, $ 2.1 M in fiscal 2023 and $ 2.4 M in fiscal 2022.
12. INCOME TAXES
The income tax provision from operations for the fiscal years ended September 30, consists of the following:
(Thousands) 2024 2023 2022
Current:
Federal $ 691 $ 13,393 $ 4,238
State ( 682 ) 7,716 2,104
Deferred:
Federal 66,623 36,825 55,968
State 18,531 ( 8,381 ) 14,185
Investment/production tax credits ( 257 ) ( 278 ) ( 300 )
Income tax provision $ 84,906 $ 49,275 $ 76,195
As of September 30, the temporary differences, which give rise to deferred tax assets (liabilities), consist of the following:
(Thousands) 2024 2023
Deferred tax assets
Investment tax credits (1)
$ 192,238 $ 191,948
State net operating losses 38,762 39,612
Deferred revenue 14,107 8,205
Fair value of derivatives 5,397 5,386
Impairment of equity method investment 14,004 14,004
Postemployment benefits 855 6,502
Incentive compensation 10,142 8,949
Amortization of intangibles 6,248 6,308
Overrecovered natural gas costs 9,072 8,564
Allowance for doubtful accounts 3,744 4,485
Other 7,226 7,636
Total deferred tax assets 301,795 301,599
Less: Valuation allowance ( 5,621 ) ( 5,747 )
Total deferred tax assets net of valuation allowance $ 296,174 $ 295,852
Deferred tax liabilities
Property-related items $ ( 563,403 ) $ ( 487,294 )
Remediation costs ( 21,656 ) ( 18,532 )
Investments in equity investees ( 28,704 ) ( 28,325 )
Conservation incentive program ( 14,379 ) ( 14,075 )
Other ( 6,065 ) ( 4,670 )
Total deferred tax liabilities $ ( 634,207 ) $ ( 552,896 )
Total net deferred tax liabilities $ ( 338,033 ) $ ( 257,044 )
(1) Includes approximately $ 0.7 M for NJNG for both fiscal 2024 and 2023, which is being amortized over the life of the related assets.
Page 108
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
A reconciliation of the U.S. federal statutory rate to the effective rate from operations for the fiscal years ended September 30, is as follows:
(Thousands) 2024 2023 2022
Statutory income tax expense $ 78,683 $ 65,940 $ 73,735
Change resulting from:
Investment/production tax credits ( 257 ) ( 278 ) ( 300 )
Cost of removal of assets placed in service prior to 1981 ( 5,644 ) ( 4,758 ) ( 3,533 )
AFUDC equity ( 1,444 ) ( 1,499 ) ( 2,361 )
State income taxes, net of federal benefit 14,517 13,293 13,072
Valuation allowance ( 126 ) ( 16,494 ) ( 1,372 )
Tax Act - utility excess deferred income taxes amortized ( 3,573 ) ( 3,573 ) ( 3,573 )
Other 2,750 ( 3,356 ) 527
Income tax provision $ 84,906 $ 49,275 $ 76,195
Effective income tax rate 22.7 % 15.7 % 21.7 %
The Company and one or more of its subsidiaries files or expects to file income and/or franchise tax returns in the U.S. federal jurisdiction and in the states of Colorado, Connecticut, Delaware, Florida, Georgia, Indiana, Louisiana, Maryland, Michigan, Mississippi, New Jersey, New York, North Carolina, Pennsylvania, Rhode Island, South Carolina, Texas, Virginia and West Virginia. The Company neither files in, nor believes it has a filing requirement in, any foreign jurisdictions.
The Company’s U.S. federal income tax returns through fiscal 2020 have either been reviewed by the IRS, or the related statute of limitations has expired and all matters have been settled. U.S. federal income tax returns for periods subsequent to fiscal 2020 are open to examination by the IRS. For all periods subsequent to those ended September 30, 2020, the Company’s state income tax returns are statutorily open to examination in all applicable states with the exception of Colorado and Texas.
In March 2024, the State of New Jersey commenced an examination of the Company’s Corporate Business Tax return for NJR and certain subsidiaries for the fiscal periods ended September 30, 2019 through September 30, 2022.
NJR evaluates its tax positions to determine the appropriate accounting and recognition of potential future obligations associated with uncertain tax positions. A tax benefit claimed, or expected to be claimed, on a tax return may be recognized only if it is more likely than not that the tax position will be upheld upon examination by the applicable taxing authority and is measured based on the largest tax benefit that is more than 50% likely to be realized. Interest and penalties related to unrecognized tax benefits, if any, are recognized within income tax expense, and accrued interest and penalties are recognized within other noncurrent liabilities on the Consolidated Balance Sheets.
Inflation Reduction Act
In August 2022, the President of the U.S. signed the Inflation Reduction Act, which contains provisions addressing inflation, clean energy, healthcare and taxes beginning in 2023. The Inflation Reduction Act imposes a 15% minimum tax rate on corporations with higher than $1B of annual income, along with a 1% excise tax on corporate stock repurchases. The Inflation Reduction Act raised the ITC from 26% to 30% through the end of 2032, dropping to 26% for property under construction before the end of 2033 and to 22% for property under construction before the end of 2034. The ITC expires starting in 2035 unless it is renewed. There are additional opportunities to increase the credit amount for certain facilities that are placed in service after December 31, 2022. The credit amount can be increased by 10% if certain domestic content requirements are satisfied or if the facility is located in an energy community, such as a brownfield site. ITCs are also expanded to include stand-alone energy storage projects without being integrated into a solar facility, allowing solar to claim production tax credits that are a production-based credit extending for 10 years following the placed-in-service date of the facility, and introducing the concept of transferability of tax credits, providing an additional option to monetize such credits.
The Company evaluated the impacts of the Inflation Reduction Act on its financial position, results of operations and cash flows, noting the corporate alternative minimum tax does not impact the Company as the applicable income thresholds have not been met. Upon the repurchase of common stock through the Company’s share repurchase program, the Company would be subject to the 1% excise tax.
Page 109
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Other Tax Items
As of September 30, 2024 and 2023, the Company has tax credit carryforwards of approximately $ 191.6 M and $ 191.2 M, respectively, which each have a life of 20 years. The Company expects to utilize this entire carryforward prior to expiration, which would begin in fiscal 2036.
The impairment of the equity method investment in PennEast created net capital loss attributes totaling approximately $ 56.6 M, which could only be utilized to offset capital gains income and carried back three years and forward five years prior to expiration. During the fourth quarter of fiscal 2023, the Company determined that the tax losses created by the impairment may qualify as an ordinary loss, rather than a capital loss. As of September 30, 2024 and 2023, the Company had a valuation allowance of approximately $ 5.1 M and $ 5.0 M, respectively.
As of September 30, 2024, the Company evaluated certain tax benefits recorded in the Consolidated Financial Statements and concluded that a portion of the tax benefits are uncertain at this time. As a result, the Company recorded a reserve for uncertain tax benefits. The reserve for uncertain tax benefits is as follows:
(Thousands) 2024 2023
Balance at October 1, $ 4,978 $ —
Additions based on tax positions related to the current fiscal period 15 4,978
Balance at September 30, $ 4,993 $ 4,978
As of September 30, 2024 and 2023, there are $ 5.0 M of unrecognized tax benefits that if recognized would affect the annual effective tax rate. The tax benefits relate to fiscal tax years open to examination by the IRS and the state of Pennsylvania and may be subject to subsequent adjustment.
As of September 30, 2024 and 2023, the Company has state income tax net operating losses of approximately $ 634.7 M and $ 631.2 M, respectively. These state net operating losses have varying carry-forward periods dictated by the state in which they were incurred; these state carry-forward periods range from seven to 20 years, with the majority expiring after 2037. The Company expects to utilize this entire carryforward, other than as described below.
As of September 30, 2022, the Company had a valuation allowance of approximately $ 17.2 M related to the recognition of state net operating loss carryforwards. As of September 30, 2023, it was determined that the realization of certain deferred tax assets was more likely than not, and thus the associated valuation allowance of approximately $ 15.8 M was no longer required. Reversal of the valuation allowance resulted in a corresponding income tax benefit on the Consolidated Statement of Operations. As of September 30, 2024, the remaining valuation allowance of approximately $ 0.6 M related primarily to other state income tax attributes which the Company could not conclude were realizable on a more-likely-than-not basis.
The Consolidated Appropriations Act extended the 30% ITC for solar property that is under construction on or before December 31, 2019. Projects placed in service after December 31, 2019, may also qualify for a 30% federal ITC if 5% or more of the total costs of a solar property are incurred before the end of the applicable year and there are continuous efforts to advance toward completion of the project, based on the IRS guidance around ITC safe harbor determination. The credit declined to 26 % for property under construction before the end of 2020. The Consolidated Appropriations Act of 2021 extended the 26 % tax credit for property under construction during 2021 and 2022. The Inflation Reduction Act raised the ITC from 26% to 30% through the end of 2032, as previously stated.
Page 110
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
13. LEASES
Lessee Accounting
The Company determines if an arrangement is a lease at inception based on whether the Company has the right to control the use of an identified asset, the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. After the criteria are satisfied, the Company accounts for these arrangements as leases in accordance with ASC 842, Leases . Right-of-use assets represent the Company’s right to use the underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term, including payments at commencement that depend on an index or rate. Most leases in which the Company is the lessee do not have a readily determinable implicit rate, so an incremental borrowing rate, based on the information available at the lease commencement date, is utilized to determine the present value of lease payments. When a secured borrowing rate is not readily available, unsecured borrowing rates are adjusted for the effects of collateral to determine the incremental borrowing rate. The Company uses the implicit rate for agreements in which it is a lessor. The Company has not entered into any material agreements in which it is a lessor. Lease expense and lease income are recognized on a straight-line basis over the lease term for operating leases.
The Company’s lease agreements primarily consist of commercial solar land leases, storage and capacity leases, equipment and real property, including land and office facilities, office equipment and the sale leaseback of certain natural gas meters.
Certain leases contain escalation provisions for inflation metrics. The storage leases contain a variable payment component that relates to the change in the inflation metrics that are not known past the current payment period. The variable components of these lease payments are excluded from the lease payments that are used to determine the related right-of-use lease asset and liability. The variable portion of these leases are recognized as leasing expenses when they are incurred. The capacity lease payments are fully variable and based on the amount of natural gas stored in the storage caverns.
Generally, the Company’s solar land lease terms are between 20 and 50 years and may include multiple options to extend the terms for an additional five to 20 years. The Company’s office leases vary in duration, ranging from two to 11 years, and may or may not include extension or early purchase options. The Company’s meter lease terms are between six and 10 years with purchase options available prior to the end of the term. Equipment leases, including general office equipment, also vary in duration, with an average term of nine years . The Company’s storage and capacity leases have assumed terms of 50 years to coincide with the expected useful lives of the cavern assets with which the leases are associated. The Company’s lease terms may include options to extend, purchase the leased asset or terminate a lease, and they are included in the lease liability calculation when it is reasonably certain that those options will be exercised. The Company has elected an accounting policy that exempts leases with an original term of one year or less from the recognition requirements of ASC 842, Leases .
The Company has lease agreements with lease and non-lease components and has elected the practical expedient to combine lease and non-lease components for certain classes of leases, such as office buildings, solar land leases and office equipment. Variable payments are not considered material to the Company. The Company’s lease agreements do not contain any material residual value guarantees, material restrictions or material covenants. In July 2021, NJNG entered into 16-year lease agreements, as Lessor, with various NJR subsidiaries, as Lessees, for office space at the Company’s headquarters in Wall, New Jersey, the effects of which are eliminated in consolidation.
Page 111
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table presents the Company’s lease costs included in the Consolidated Statements of Operations for the fiscal year ended September 30:
(Thousands) Income Statement Location 2024 2023 2022
Operating lease cost (1)
Operation and maintenance $ 10,368 $ 9,336 $ 9,702
Finance lease cost
Amortization of right-of-use assets Depreciation and amortization 2,160 2,105 $ 1,769
Interest on lease liabilities Interest expense, net of capitalized interest 914 1,084 612
Total finance lease cost $ 3,074 $ 3,189 2,381
Short-term lease cost Operation and maintenance — — 34
Variable lease cost Operation and maintenance 1,099 1,128 781
Total lease cost $ 14,541 $ 13,653 $ 12,898
(1) Net of capitalized costs.
The following table presents supplemental cash flow information related to leases for the fiscal year ended September 30:
(Thousands) 2024 2023 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases $ 7,932 $ 8,942 $ 7,417
Operating cash flows for finance leases $ 914 $ 1,084 $ 831
Financing cash flows for finance leases $ 7,792 $ 7,379 $ 7,145
Assets obtained or modified through operating lease liabilities totaled approximately $ 14.1 M and $ 13.2 M during fiscal 2024 and 2023, respectively. Assets obtained or modified through other leases, including those which are finance leases and financing transactions for accounting purposes, totaled $ 8.4 M during fiscal 2023. There were no assets obtained or modified through finance leases during fiscal 2024.
The following table presents the balance and classifications of the Company’s right of use assets and lease liabilities included in the Consolidated Balance Sheets for the fiscal year ended September 30:
(Thousands) Balance Sheet Location 2024 2023
Assets
Noncurrent
Operating lease assets Operating lease assets $ 184,485 $ 175,740
Finance lease assets Utility plant 26,088 28,248
Total lease assets $ 210,573 $ 203,988
Liabilities
Current
Operating lease liabilities Operating lease liabilities $ 4,945 $ 4,772
Finance lease liabilities Current maturities of long-term debt 7,534 8,477
Noncurrent
Operating lease liabilities Operating lease liabilities 159,303 148,023
Finance lease liabilities Long-term debt 16,026 22,875
Total lease liabilities $ 187,808 $ 184,147
For operating lease assets and liabilities, the weighted average remaining lease term was 28.6 years and 29.2 years and the weighted average discount rate used in the valuation over the remaining lease term was 3.8 % and 3.5 % as of September 30, 2024 and 2023, respectively.
For finance lease assets and liabilities, the weighted average remaining lease term was 3.0 years and 3.3 years and the weighted average discount rate used in the valuation over the remaining lease term was 3.4 % and 2.7 % as of September 30, 2024 and 2023, respectively.
Page 112
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table presents the Company’s maturities of lease liabilities as of September 30, 2024:
(Thousands) Operating Finance
2025 $ 8,408 $ 8,169
2026 8,852 6,411
2027 8,834 4,083
2028 8,925 4,715
2029 8,994 1,676
Thereafter 233,942 —
Total future payments 277,955 25,054
Less: interest
( 113,707 ) ( 1,494 )
Total liability $ 164,248 $ 23,560
14. COMMITMENTS AND CONTINGENT LIABILITIES
Cash Commitments
NJNG has entered into long-term contracts, expiring at various dates through July 2039, for the supply, transportation and storage of natural gas. These contracts include annual fixed charges of approximately $ 252.8 M at current contract rates and volumes, which are recoverable through BGSS.
For the purpose of securing storage and pipeline capacity, ES enters into storage and pipeline capacity contracts, which require the payment of certain demand charges by ES to maintain the ability to access such natural gas storage or pipeline capacity, during a fixed time period, which generally ranges from one to 10 years. Demand charges are established by interstate storage and pipeline operators and are regulated by FERC. These demand charges represent commitments to pay storage providers or pipeline companies for the right to store and/or transport natural gas utilizing their respective assets.
Commitments as of September 30, 2024, for natural gas purchases and future demand fees for the next five fiscal year periods, are as follows:
(Thousands) 2025 2026 2027 2028 2029 Thereafter
ES:
Natural gas purchases $ 42,427 $ 1,155 $ — $ — $ — $ —
Storage demand fees 16,453 11,857 5,452 3,500 2,712 4,068
Pipeline demand fees 47,950 40,197 29,543 21,493 11,005 47,686
Sub-total ES $ 106,830 $ 53,209 $ 34,995 $ 24,993 $ 13,717 $ 51,754
NJNG:
Natural gas purchases $ 23,392 $ — $ — $ — $ — $ —
Storage demand fees 38,214 22,678 11,207 4,900 — —
Pipeline demand fees 214,625 161,954 141,818 126,080 124,498 955,035
Sub-total NJNG $ 276,231 $ 184,632 $ 153,025 $ 130,980 $ 124,498 $ 955,035
Total $ 383,061 $ 237,841 $ 188,020 $ 155,973 $ 138,215 $ 1,006,789
Certain pipeline demand fees totaling approximately $ 4.0 M per year, for which ES is the responsible party, are being paid for by the counterparty to a capacity release transaction beginning November 1, 2021 for a period of 10 years.
As of September 30, 2024, the Company’s future minimum lease payments under various operating leases will not be more than $ 9.0 M annually for the next five years and $ 233.9 M in the aggregate for all years thereafter.
Guarantees
As of September 30, 2024, there were NJR guarantees covering approximately $ 174.3 M of ES’s natural gas purchases and demand fee commitments not yet reflected in accounts payable on the Consolidated Balance Sheets.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Legal Proceedings
Manufactured Gas Plant Remediation
NJNG is responsible for the remedial cleanup of certain former MGP sites, dating back to gas operations in the late 1800s and early 1900s, which contain contaminated residues from former gas manufacturing operations. NJNG is currently involved in administrative proceedings with the NJDEP, and is participating in various studies and investigations by outside consultants, to determine the nature and extent of any such contaminated residues and to develop appropriate programs of remedial action, where warranted, under NJDEP regulations.
NJNG periodically, and at least annually, performs an environmental review of former MGP sites located in Atlantic Highlands, Berkeley, Long Branch, Manchester, Toms River, Freehold and Aberdeen, New Jersey, including a review of potential liability for investigation and remedial action. NJNG estimated at the time of the most recent review that total future expenditures at the former MGP sites for which it is responsible, including potential liabilities for natural resource damages that might be brought by the NJDEP for alleged injury to groundwater or other natural resources concerning these sites, will range from approximately $ 130.9 M to $ 194.6 M. NJNG’s estimate of these liabilities is based upon known facts, existing technology and enacted laws and regulations in place when the review was completed. Where it is probable that costs will be incurred, and the information is sufficient to establish a range of possible liability, NJNG accrues the most likely amount in the range. If no point within the range is more likely than the other, it is NJNG’s policy to accrue the lower end of the range. Accordingly, as of September 30, 2024, NJNG recorded a MGP remediation liability and a corresponding regulatory asset of approximately $ 161.7 M on the Consolidated Balance Sheets based on the most likely amount. The actual costs to be incurred by NJNG are dependent upon several factors, including final determination of remedial action, changing technologies and governmental regulations, the ultimate ability of other responsible parties to pay and insurance recoveries, if any.
NJNG recovers its remediation expenditures, including carrying costs, over rolling seven-year periods pursuant to a RAC approved by the BPU. As of September 30, 2024, $ 77.5 M of previously incurred remediation costs, net of recoveries from customers and insurance proceeds, are included in regulatory assets on the Consolidated Balance Sheets. NJNG will continue to seek recovery of MGP-related costs through the RAC. If any future regulatory position indicates that the recovery of such costs is not probable, the related non-recoverable costs would be charged to income in the period of such determination.
General
The Company is involved, and from time to time in the future may be involved, in a number of pending and threatened judicial, regulatory and arbitration proceedings relating to matters that arise in the ordinary course of business. In view of the inherent difficulty of predicting the outcome of litigation matters, particularly when such matters are in their early stages or where the claimants seek indeterminate damages, the Company cannot state with confidence what the eventual outcome of the pending litigation will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, fines or penalties related to each pending matter will be, if any. In accordance with applicable accounting guidance, the Company establishes accruals for litigation for those matters that present loss contingencies as to which it is both probable that a loss will be incurred and the amount of such loss can be reasonably estimated. The Company also discloses contingent matters for which there is a reasonable possibility of a loss. Based upon currently available information, the Company believes that the results of litigation that are currently pending, taken together, will not have a materially adverse effect on the Company’s financial condition, results of operations or cash flows. The actual results of resolving the pending litigation matters may be substantially different than the amounts accrued.
The foregoing statements about the Company’s litigation are based upon the Company’s judgments, assumptions and estimates and are necessarily subjective and uncertain. The Company has a number of threatened and pending litigation matters at various stages.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
15. REPORTING SEGMENT AND OTHER OPERATIONS DATA
The Company organizes its businesses based on a combination of factors, including its products and its regulatory environment. As a result, the Company manages its businesses through the following reporting segments and other business operations: NJNG consists of regulated energy and off-system, capacity and storage management operations; CEV consists of capital investments in clean energy projects; ES consists of unregulated wholesale and retail energy operations; S&T consists of the Company’s investments in natural gas transportation and storage facilities; the HSO business operations consist of heating, cooling and water appliance sales, installations and services, other investments and general corporate activities.
Information related to the Company’s various reporting segments and other business operations, as of September 30, is detailed below:
Segments
(Thousands) NJNG CEV ES S&T Subtotal HSO Elims Total
2024
Operating revenues
External customers $ 1,018,482 130,563 490,266 (1) 94,851 $ 1,734,162 62,377 — $ 1,796,539
Intercompany $ 1,350 — ( 4,875 ) 1,358 $ ( 2,167 ) 258 1,909 $ —
Depreciation and amortization $ 112,492 27,869 205 (2) 24,900 $ 165,466 1,101 — $ 166,567
Interest income (3)
$ 2,448 — 452 10,172 $ 13,072 1,423 ( 5,826 ) $ 8,669
Interest expense, net of capitalized interest $ 62,288 28,545 15,233 23,441 $ 129,507 768 — $ 130,275
Income tax provision $ 31,793 11,406 33,331 4,551 $ 81,081 2,666 1,159 $ 84,906
Equity in earnings of affiliates $ — — — 2,816 $ 2,816 — 2,483 $ 5,299
Net financial earnings $ 133,400 33,662 111,515 12,229 $ 290,806 26 ( 4 ) $ 290,828
Capital expenditures $ 419,453 104,287 — 45,338 $ 569,078 2,241 — $ 571,319
2023
Operating revenues
External customers $ 1,011,284 124,131 681,446 (1) 88,700 $ 1,905,561 57,433 — $ 1,962,994
Intercompany $ 1,349 — 10,170 4,159 $ 15,678 205 ( 15,883 ) $ —
Depreciation and amortization $ 102,326 25,320 221 (2) 24,185 $ 152,052 889 — $ 152,941
Interest income (3)
$ 1,713 — 1,119 6,957 $ 9,789 2,977 ( 3,847 ) $ 8,919
Interest expense, net of capitalized interest $ 56,595 28,569 11,400 25,803 $ 122,367 647 — $ 123,014
Income tax provision (benefit) $ 33,065 ( 7,683 ) 24,343 3,444 $ 53,169 ( 1,477 ) ( 2,417 ) $ 49,275
Equity in earnings of affiliates $ — — — 3,126 $ 3,126 — 804 $ 3,930
Net financial earnings $ 131,414 44,458 68,517 12,835 $ 257,224 4,758 ( 155 ) $ 261,827
Capital expenditures $ 390,394 107,303 — 40,916 $ 538,613 2,306 — $ 540,919
2022
Operating revenues
External customers $ 1,127,417 128,280 1,529,178 (1) 65,286 $ 2,850,161 55,818 — $ 2,905,979
Intercompany $ 1,350 — 94 2,449 $ 3,893 364 ( 4,257 ) $ —
Depreciation and amortization $ 94,579 21,396 148 (2) 12,302 $ 128,425 824 — $ 129,249
Interest income (3)
$ 895 — 16 2,110 $ 3,021 944 ( 1,249 ) $ 2,716
Interest expense, net of capitalized interest $ 46,394 21,968 4,725 12,097 $ 85,184 646 — $ 85,830
Income tax provision $ 40,141 11,361 21,776 1,879 $ 75,157 1,059 ( 21 ) $ 76,195
Equity in loss of affiliates $ — — — 9,865 $ 9,865 — ( 1,688 ) $ 8,177
Net financial earnings $ 140,124 39,403 39,121 22,454 $ 241,102 ( 781 ) — $ 240,321
Capital expenditures $ 298,374 146,676 — 151,988 $ 597,038 1,390 — $ 598,428
Return of capital from equity investees $ — — — ( 5,479 ) $ ( 5,479 ) — — $ ( 5,479 )
(1) Includes sales to Canada for ES, which were $ 8.4 M and $ 2.4 M during the fiscal years ended September 30, 2023 and 2022, respectively. There were no sales to Canada for ES during the fiscal year ended September 30, 2024.
(2) The amortization of acquired wholesale energy contracts is excluded above and is included in natural gas purchases - nonutility on the Consolidated Statements of Operations.
(3) Included in other income, net on the Consolidated Statements of Operations.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company’s assets at end of period for the various reporting segments and other business operations, as of September 30, are detailed below:
Segments Intercompany
(Thousands) NJNG CEV ES S&T Subtotal HSO Assets (1)
Total
2024 $ 4,789,835 1,157,573 108,710 1,025,457 $ 7,081,575 159,444 ( 259,374 ) $ 6,981,645
2023 $ 4,414,829 1,128,577 123,775 1,011,959 $ 6,679,140 171,275 ( 312,919 ) $ 6,537,496
2022 $ 4,030,686 1,015,065 333,064 999,520 $ 6,378,335 159,068 ( 275,987 ) $ 6,261,416
(1) Consists of transactions between subsidiaries that are eliminated and reclassified in consolidation.
The CEO, who uses NFE as a measure of profit or loss in measuring the results of the Company’s reporting segments and other business operations, is the chief operating decision maker of the Company. A reconciliation of consolidated NFE to consolidated net income, as of September 30, is as follows:
(Thousands) 2024 2023 2022
Net financial earnings $ 290,828 $ 261,827 $ 240,321
Less:
Unrealized loss (gain) on derivative instruments and related transactions 19,574 ( 38,081 ) ( 59,906 )
Tax effect ( 4,652 ) 9,050 14,248
Effects of economic hedging related to natural gas inventory ( 18,192 ) 34,699 19,939
Tax effect 4,323 ( 8,246 ) ( 4,738 )
Gain on equity method investment — ( 300 ) ( 5,521 )
Tax effect — ( 19 ) 1,377
Net income $ 289,775 $ 264,724 $ 274,922
The Company uses derivative instruments as economic hedges of purchases and sales of physical natural gas inventory. For GAAP purposes, these derivatives are recorded at fair value and related changes in fair value are included in reported earnings. Revenues and cost of natural gas related to physical natural gas flow are recognized when the natural gas is delivered to customers. Consequently, there is a mismatch in the timing of earnings recognition between the economic hedges and physical natural gas flows. Timing differences occur in two ways:
• unrealized gains and losses on derivatives are recognized in reported earnings in periods prior to physical natural gas inventory flows; and
• unrealized gains and losses of prior periods are reclassified as realized gains and losses when derivatives are settled in the same period as physical natural gas inventory movements occur.
NFE is a measure of the earnings based on eliminating these timing differences, to effectively match the earnings effects of the economic hedges with the physical sale of natural gas, SRECs and foreign currency contracts. Consequently, to reconcile between net income and NFE, current-period unrealized gains and losses on the derivatives are excluded from NFE as a reconciling item. Realized derivative gains and losses are also included in current-period net income. However, NFE includes only realized gains and losses related to natural gas sold out of inventory, effectively matching the full earnings effects of the derivatives with realized margins on physical natural gas flows. NFE also excludes certain transactions associated with equity method investments, including impairment charges, which are non-cash charges, and return of capital in excess of the carrying value of our investment. These are considered unusual in nature and occur infrequently such that they are not indicative of the Company’s performance for its ongoing operations. Included in the tax effects are current and deferred income tax expense corresponding with the components of NFE.
16. RELATED PARTY TRANSACTIONS
In April 2020, NJNG entered into a five-year agreement for 3 Bcf of firm storage capacity with Steckman Ridge, which expires on March 31, 2025. Under the terms of the agreement, NJNG incurs demand fees, at market rates, of approximately $ 9.3 M annually, a portion of which is eliminated in consolidation. These fees are recoverable through NJNG’s BGSS mechanism and are included as a component of regulatory assets.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
ES may periodically enter into storage or park and loan agreements with its affiliated FERC-jurisdictional natural gas storage facility, Steckman Ridge. As of September 30, 2024, ES entered into transactions with Steckman Ridge for varying terms, all of which expire by March 31, 2027.
Demand fees, net of eliminations, associated with Steckman Ridge during the fiscal years ended September 30, were as follows:
(Thousands) 2024 2023 2022
NJNG $ 6,319 $ 6,549 $ 6,663
ES 828 657 732
Total $ 7,147 $ 7,206 $ 7,395
The following table summarizes demand fees payable to Steckman Ridge as of September 30:
(Thousands) 2024 2023
NJNG $ 775 $ 775
ES 100 84
Total $ 875 $ 859
NJNG and ES enter into various AMAs, the effects of which are eliminated in consolidation. Under the terms of these AMAs, NJNG releases certain transportation and storage contracts to ES. NJNG and ES had one AMA, which expired on March 31, 2024, and was not renewed.
NJNG entered into two transportation agreements with Adelphia, each for committed capacity of 130,000 Dths per day. The first is for five years in Zone South with an expiration date of August 8, 2027, and the second is for 15 years in Zone North, with an expiration date of October 31, 2038.
ES had a five-year agreement for 3 Bcf of firm storage capacity with Leaf River, the effects of which were eliminated in consolidation. The agreement expired on March 31, 2024, and was not renewed.
NJNG and CEV entered into a 15-year sublease and PPA related to an onsite solar array and the related energy output at the Company’s headquarters in Wall, New Jersey, with an expiration date of March 1, 2036, the effects of which are immaterial to the consolidated financial statements.
NJNG entered into 16-year lease agreements, as Lessor, with various NJR subsidiaries, as Lessees, for office space at the Company’s headquarters in Wall, New Jersey, with an expiration date of July 1, 2037, the effects of which are eliminated in consolidation.
NJNG and CEV entered into a 20-year sublease and PPA related to an onsite solar array and the related energy output at the Company’s LNG plant in Howell, New Jersey, with an expiration date of June 1, 2042, the effects of which are immaterial to the consolidated financial statements.
The intercompany profits for certain transactions between NJNG and ES and NJNG and Adelphia are not eliminated in accordance with ASC 980, Regulated Operations.
17. SUBSEQUENT EVENT
On November 25, 2024, CEV completed the sale of its residential solar portfolio and related assets and liabilities included in The Sunlight Advantage® program to a third party for a total purchase price of $ 132.5 M. The transaction is expected to generate a pre-tax gain of approximately $ 45 M to $ 60 M, which will be recognized in the Consolidated Statements of Operations in the first quarter of fiscal 2025.
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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None