SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934
May 13, 2003
Date of Report (Date of earliest event reported)
ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
|
TEXAS AND VIRGINIA |
1-10042 |
75-1743247 |
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|
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
1800 THREE LINCOLN CENTRE, 5430 LBJ FREEWAY, DALLAS, TEXAS |
75240 |
|
|
(Address of Principal Executive Offices) |
(Zip Code) |
(972) 934-9227
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Item 7. Financial Statements and Exhibits.
| (c) | Press Release dated May 13, 2003, furnished with this report pursuant to Item 12. |
Item 9. Regulation FD Disclosure.
On May 13, 2003, Atmos Energy Corporation (the Company) announced in a news release concerning financial results for the fiscal 2003 second quarter and six month period ended March 31, 2003, that its officers will discuss such financial results on May 14, 2003 at 7:00 a.m. CDT. In the release, the Company also announced that the presentation would be webcast live and that slides for the broadcast would also be available on its website. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety into this Item 9.
The information furnished in this Item 9 (which is being furnished under Item 12) shall not deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.
Item 12. Results of Operations and Financial Condition.
Pursuant to the interim filing guidance issued by the Securities and Exchange Commission in Release No. 33-8216, effective March 28, 2003, relating to Item 12 filing requirements, the Company has provided the information required by Item 12 under Item 9 herein.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ATMOS ENERGY CORPORATION (Registrant) |
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DATE: May 13, 2003 |
By: |
/s/ L OUIS P. G REGORY |
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Louis P. Gregory Senior Vice President and General Counsel |
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Exhibit 99.1
News Release
Analysts and Media Contact:
Susan Kappes
(972) 855-3729
Atmos Energy Corporation Reports Results
For Fiscal 2003 Second Quarter and Six Months
DALLAS (May 13, 2003)Atmos Energy Corporation (NYSE: ATO) today reported net income of $48.5 million, or $1.07 per diluted share, for the fiscal 2003 second quarter ended March 31, 2003, compared with net income of $41.4 million, or $1.01 per diluted share, for the fiscal 2002 second quarter ended March 31, 2002. The results exceeded Wall Streets consensus estimate of $1.05 per diluted share.
For the six months ended March 31, 2003, net income was $74.3 million, or $1.68 per diluted share, compared with net income of $62.0 million, or $1.51 per diluted share, for the six months ended March 31, 2002.
During the 2003 second quarter, Atmos Energy recorded a cumulative noncash charge of $7.8 million for an accounting change, as discussed later in this release. Income before the cumulative effect of the accounting change was $56.3 million for the fiscal 2003 second quarter, or $1.24 per diluted share. For the six-month period, income before the cumulative effect of the accounting change was $82.1 million, or $1.86 per diluted share.
Once again, our strategy of combining complementary utility and nonutility operations has proved beneficial to our shareholders, said Robert W. Best, chairman, president and chief executive officer of Atmos Energy Corporation. Strong performance by our gas utility operations helped overcome an unexpected reduction in our nonutility results caused, in part, by the volatility and steep rise in natural gas prices nationally.
We remain confident that Atmos Energy is on track to meet our earlier-announced guidance for fiscal year 2003 of earning between $1.52 and $1.58 per diluted share, Best said. We also remain committed to growing our earnings at 5 percent to 7 percent a year. Guidance for our 2003 third quarter is breakeven to a loss of two cents per diluted share.
Results for the 2003 Second Quarter Ended March 31, 2003
Gross profit for the 2003 second quarter ended March 31, 2003, was $200.6 million, compared with $149.9 million for the same period last year. Total throughput in the 2003 second quarter was 100.8 billion cubic feet (Bcf), compared with 82.6 Bcf for the same period a year ago. Higher throughput in the quarter primarily was due to additional volumes associated with the assets of Mississippi Valley Gas Company (MVG) acquired in December 2002. Weather as adjusted for our jurisdictions with weather-normalized operations was normal during the second quarter and 3 percent warmer than the same period last year.
Before the cumulative effect of the accounting change, Atmos Energys income from nonutility operations, which operate under Atmos Energy Holdings, Inc., was $2.3 million for the second quarter of 2003, compared with net income of $4.7 million for the same period last year. Nonutility income was lower in the 2003 second quarter primarily due to prolonged cold weather and steeply rising natural gas prices, which led to increased customer demand, exposed contract price risk and an inability to withdraw sufficient volumes from storage to match up with the unwinding of associated financial hedges. Nonutility operations contributed 4.1 percent of the 2003 second quarter consolidated income before the cumulative effect of the accounting change.
We are taking steps to eliminate or minimize any future negative impact of the events that caused the lower-than-expected earnings from our natural gas marketing segment in the second quarter, Best said.
Operation and maintenance expense for the 2003 second quarter was $55.7 million, compared with $42.3 million in the 2002 quarter. Excluding the provision for doubtful accounts and the $10.7 million increase attributable to the newly acquired MVG assets, operation and maintenance expense for the 2003 second quarter decreased $2.2 million from the second quarter last year. The provision for doubtful accounts was $5.2 million in the second quarter of 2003, compared with $0.3 million last year, generally the result of higher revenues in 2003. The average cost of natural gas for the 2003 second quarter was $6.13 per million cubic feet (Mcf), compared with $3.65 per Mcf for the 2002 period.
Taxes, other than income taxes, for the 2003 second quarter were $18.5 million, compared with $10.9 million for the second quarter of 2002. The increase primarily was attributable to additional franchise, payroll and property taxes associated with the newly acquired assets of MVG and to higher franchise taxes due to higher revenues.
Miscellaneous expense for the 2003 second quarter was $1.5 million, compared with expense of $6.1 million for the same period in 2002. Most of the $4.6 million decrease was attributable to the reversal of $5.9 million in income in the 2002 second quarter that had been recognized in the 2002 first quarter from a weather insurance policy, partially offset by lower earnings in the 2003 second quarter from an equity interest in Heritage Propane Partners, L.P. No income from the weather insurance policy was recognized in the 2003 second quarter, because weather in the covered service areas did not meet the 7 percent warmer-than-normal threshold required to yield income from the insurance.
On October 25, 2002, the Emerging Issues Task Force rescinded Issue No. 98-10 Accounting for Energy Trading and Risk Management Activities. The change precludes the use of mark-to- market accounting for inventory and energy trading contracts that are not derivatives. Beginning January 1, 2003, Atmos Energys energy trading contracts are being accounted for pursuant to the provisions of SFAS No. 133. The cumulative noncash after-tax charge in the second quarter of fiscal 2003 was $7.8 million. As performance under these inventory, storage and transportation contracts is completed, the applicable income will be recognized.
Results for the Six Months Ended March 31, 2003
Gross profit for the six months ended March 31, 2003, was $333.2 million, compared with $259.2 million for the six-month period last year. Total throughput in the 2003 six-month period was 172.0 Bcf, compared with 139.7 Bcf for the same period a year ago. Higher throughput in the current period primarily was due to additional volumes associated with the MVG assets, which were acquired in December 2002, and weather that was 4 percent colder than last year.
Income from nonutility operations before the $7.8 million cumulative effect of the accounting change described above was $7.0 million for the six months ended March 31, 2003, compared with net income of $8.5 million for the same period in fiscal 2002. Nonutility income was lower in the 2003 second quarter, primarily due to high price volatility, increased customer demand, contract price risk and an inability to withdraw sufficient volumes from storage to match up with the unwinding of associated financial hedges. Nonutility operations contributed 8.5 percent of consolidated income before the cumulative effect of the accounting change for the current six-month period.
Operation and maintenance expense for the six months ended March 31, 2003, was $106.2 million, compared with $84.8 million in the 2002 period. Excluding the provision for doubtful accounts and the $14.5 million increase attributable to the acquired MVG assets, operation and maintenance expense for the first six months of 2003 increased $0.3 million compared to the first six months of 2002. The provision for doubtful accounts was $8.1 million in the six months ended March 31, 2003, compared with $1.5 million last year, generally the result of higher revenues in 2003. The average cost of natural gas for the 2003 six-month period was $5.70 per Mcf, compared with $3.75 per Mcf for the same period last year.
Taxes, other than income taxes, for the six months ended March 31, 2003, were $31.4 million, compared with $20.9 million for the same period last year. The increase primarily was attributable to additional franchise, payroll and property taxes associated with the newly acquired assets of MVG and higher franchise taxes due to higher revenues.
Miscellaneous income for the first six months of 2003 was $2.6 million, compared with expense of $0.7 million for the same period in 2002. The $3.3 million positive change primarily was attributable to a $3.9 million gain associated with a sales-type lease of a distributed electric generation plant recognized in the first quarter of 2003.
For the six months ended March 31, 2003, operating activities provided cash of $183.8 million, compared with providing cash of $252.9 million during the six months ended March 31, 2002. The year-over-year decrease was primarily due to increased accounts receivable balances caused by the additional sales generated by the MVG acquisition and colder weather.
Conference Call to be Webcast May 14
Atmos Energy officers will discuss fiscal 2003 second-quarter and six months financial results and the outlook for the future during a webcast conference call on May 14 at 7:00 a.m. CDT. To listen to the call, dial 1-800-231-9012 and use access code 294693. Slides for the webcast may be viewed on the Internet at www.atmosenergy.com.
Forward-Looking Statements
The matters discussed or incorporated by reference in this news release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 or Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact included in this news release are forward-looking statements made in good faith by the Company and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. When used in this news release or in any of the Companys other documents or oral presentations, the words anticipate, expect, estimate, plans, believe, objective, forecast, goal or similar words are intended to identify forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the statements relating to the Companys earnings-per-share projections, operations, markets, services, rates, recovery of costs, availability of gas supply and other factors. A discussion of these risks and uncertainties may be found in the Companys Form 10-K for the fiscal year ended September 30, 2002. Although the Company believes these forward-looking statements to be reasonable, there can be no assurance that they will approximate actual experience or that the expectations derived from them will be realized. We undertake no obligation to update or revise our forward-looking statements, whether as a result of new information, future events or otherwise.
Atmos Energy Corporation, headquartered in Dallas, is one of the largest natural gas distributors in the United States, serving about 1.7 million utility customers. Atmos Energys utility operations serve more than 1,000 small and medium-size communities in 12 states from the Blue Ridge Mountains in the East to the Rocky Mountains in the West. Atmos Energys nonutility operations, organized under Atmos Energy Holdings, operate in 18 states. They provide natural gas marketing and procurement services to industrial, commercial and municipal customers, manage company-owned natural gas storage and pipeline assets, construct small electric generating plants for industrial and municipal customers and hold an indirect equity interest in Heritage Propane Partners, L.P., the fourth-largest U.S. propane marketer. For more information, visit www.atmosenergy.com .
Atmos Energy Corporation
Financial Highlights (Unaudited)
|
Statements of Income |
Three Months Ended March 31 |
Six Months Ended March 31 |
||||||||||||||
|
(000s except per share) |
2003 |
2002 |
2003 |
2002 |
||||||||||||
|
Operating revenues |
$ |
700,361 |
|
$ |
379,481 |
|
$ |
1,101,908 |
|
$ |
650,823 |
|
||||
|
Purchased gas cost |
|
499,756 |
|
|
229,598 |
|
|
768,717 |
|
|
391,575 |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
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Gross profit |
|
200,605 |
|
|
149,883 |
|
|
333,191 |
|
|
259,248 |
|
||||
|
Gas trading margin |
|
2,363 |
|
|
9,604 |
|
|
6,943 |
|
|
16,767 |
|
||||
|
Operation and maintenance expense |
|
55,665 |
|
|
42,254 |
|
|
106,169 |
|
|
84,782 |
|
||||
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Depreciation and amortization |
|
20,887 |
|
|
20,039 |
|
|
42,081 |
|
|
40,513 |
|
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Taxes, other than income |
|
18,538 |
|
|
10,861 |
|
|
31,382 |
|
|
20,941 |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
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Total operating expenses |
|
95,090 |
|
|
73,154 |
|
|
179,632 |
|
|
146,236 |
|
||||
|
Operating income |
|
107,878 |
|
|
86,333 |
|
|
160,502 |
|
|
129,779 |
|
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|
Miscellaneous income (expense) |
|
(1,489 |
) |
|
(6,112 |
) |
|
2,635 |
|
|
(711 |
) |
||||
|
Interest charges |
|
16,158 |
|
|
14,489 |
|
|
31,637 |
|
|
30,481 |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
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Income before income taxes and cumulative effect of accounting change |
|
90,231 |
|
|
65,732 |
|
|
131,500 |
|
|
98,587 |
|
||||
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Provision for income taxes |
|
33,926 |
|
|
24,354 |
|
|
49,402 |
|
|
36,576 |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
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Income before cumulative effect of accounting change |
|
56,305 |
|
|
41,378 |
|
|
82,098 |
|
|
62,011 |
|
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Cumulative effect of accounting change, net of income tax benefit |
|
(7,773 |
) |
|
|
|
|
(7,773 |
) |
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Net income |
$ |
48,532 |
|
$ |
41,378 |
|
$ |
74,325 |
|
$ |
62,011 |
|
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Basic income per share: |
||||||||||||||||
|
Income before cumulative effect of accounting change |
$ |
1.24 |
|
$ |
1.01 |
|
$ |
1.87 |
|
$ |
1.51 |
|
||||
|
Cumulative effect of accounting change, net of income tax benefit |
|
(.17 |
) |
|
|
|
|
(.18 |
) |
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Net income |
$ |
1.07 |
|
$ |
1.01 |
|
$ |
1.69 |
|
$ |
1.51 |
|
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Diluted income per share: |
||||||||||||||||
|
Income before cumulative effect of accounting change |
$ |
1.24 |
|
$ |
1.01 |
|
$ |
1.86 |
|
$ |
1.51 |
|
||||
|
Cumulative effect of accounting change, net of income tax benefit |
|
(.17 |
) |
|
|
|
|
(.18 |
) |
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Net income |
$ |
1.07 |
|
$ |
1.01 |
|
$ |
1.68 |
|
$ |
1.51 |
|
||||
|
Cash dividends per share |
$ |
.300 |
|
$ |
.295 |
|
$ |
.600 |
|
$ |
.590 |
|
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|
Average shares outstanding: |
||||||||||||||||
|
Basic |
|
45,306 |
|
|
41,040 |
|
|
44,007 |
|
|
40,937 |
|
||||
|
Diluted |
|
45,493 |
|
|
41,135 |
|
|
44,178 |
|
|
41,032 |
|
||||
|
Summary Net Income (Loss) by Segment (000s) |
||||||||||||||||
|
Utility |
$ |
54,052 |
|
$ |
36,687 |
|
$ |
75,111 |
|
$ |
53,521 |
|
||||
|
Natural gas marketing |
|
(8,847 |
) |
|
1,931 |
|
|
(8,079 |
) |
|
4,559 |
|
||||
|
Other nonutility |
|
3,327 |
|
|
2,760 |
|
|
7,293 |
|
|
3,931 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Consolidated net income |
$ |
48,532 |
|
$ |
41,378 |
|
$ |
74,325 |
|
$ |
62,011 |
|
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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
|
Balance Sheet Items (000s) |
Mar. 31, 2003 |
Sept. 30, 2002 |
||||
|
Property, plant and equipment |
$ |
2,471,151 |
$ |
2,127,827 |
||
|
Net property, plant and equipment |
|
1,477,133 |
|
1,300,320 |
||
|
Shareholders equity |
|
707,729 |
|
573,235 |
||
|
Six Months Ended March 31 |
||||||||||||||
|
Cash Flows (000s) |
2003 |
2002 |
||||||||||||
|
Net cash provided by operating activities |
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