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UNITED STATES
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

November 9, 2022
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
--------------------------------- ------------------------ ----------------------
(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification No.)

1800 Three Lincoln Centre
5430 LBJ Freeway
Dallas Texas 75240
---------------------------------------------------- -----------------
(Address of Principal Executive Offices) (Zip Code)

(972) 934-9227
------------------------------
(Registrant's Telephone Number, Including Area Code)

Not Applicable
---------------------------
(Former Name or Former Address, if Changed Since Last Report)

Title of each class Trading Symbol Name of each exchange on which registered
Common stock No Par Value ATO New York Stock Exchange


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.     Results of Operations and Financial Condition.

On Wednesday, November 9, 2022, Atmos Energy Corporation (the “Company”) issued a news release in which it reported the Company’s financial results for the fourth quarter and full 2022 fiscal year, which ended September 30, 2022, and that certain of its officers would discuss such financial results in a conference call on Thursday, November 10, 2022 at 10 a.m. Eastern Time. In the release, the Company also announced that the call would be webcast live and that slides for the webcast would be available on its website for all interested parties.

A copy of the news release is furnished as Exhibit 99.1. The information furnished in this Item 2.02 and in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Item 9.01.     Financial Statements and Exhibits.

    (d)    Exhibits
Exhibit Number Description
99.1
101.INS XBRL Instance Document - the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy Extension Schema
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB Inline XBRL Taxonomy Extension Labels Linkbase
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase
104 Cover Page Interactive Data File - the cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document


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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.

ATMOS ENERGY CORPORATION
             (Registrant)
DATE: November 9, 2022
By: /s/ CHRISTOPHER T. FORSYTHE
       Christopher T. Forsythe
       Senior Vice President and
       Chief Financial Officer







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EX-99.1 2 ato20221109exhibit991.htm EX-99.1 Document

Exhibit 99.1
g528915g02g72a28a.jpg
 
 
News Release
Analysts and Media Contact:
Dan Meziere (972) 855-3729

Atmos Energy Corporation Reports Earnings for Fiscal 2022;
Initiates Fiscal 2023 Guidance; Raises Dividend
DALLAS (November 9, 2022) - Atmos Energy Corporation (NYSE: ATO) today reported consolidated results for its fourth fiscal quarter and year ended September 30, 2022.

Highlights
•Earnings per diluted share was $5.60 for the year ended September 30, 2022; $0.51 per diluted share for the fourth fiscal quarter.
•Consolidated net income was $774.4 million for the year ended September 30, 2022; $71.6 million for the fourth fiscal quarter.
•Capital expenditures totaled $2.4 billion for the year ended September 30, 2022, with approximately 88 percent of capital spending related to system safety and reliability investments.
    
Outlook
•Earnings per diluted share for fiscal 2023 is expected to be in the range of $5.90 to $6.10.
•Capital expenditures are expected to approximate $2.7 billion in fiscal 2023.
•The company's Board of Directors has declared a quarterly dividend of $0.74 per common share. The indicated annual dividend for fiscal 2023 is $2.96, which represents an 8.8% increase over fiscal 2022.

“Fiscal 2022 marked the 11th year of executing our proven strategy of operating safely and reliably while we modernize our natural gas distribution, transmission, and storage systems," said Kevin Akers, President and CEO of Atmos Energy. “Fiscal 2022 also marked the 20th consecutive year of earnings per share growth. Our consistent financial performance is a testament to our employees' continued commitment and focus on executing our strategy while providing exceptional customer service," Akers concluded.


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Results for the Year Ended September 30, 2022
Consolidated operating income increased $16.0 million to $921.0 million for the year ended September 30, 2022, compared to $905.0 million in the prior year. Refunds of excess deferred income taxes reduced operating income by $111.8 million year over year, which was substantially offset by a corresponding decrease in income tax expense. Excluding the impact of these refunds, operating income increased $127.8 million due to rate outcomes in both segments and customer growth in our distribution segment, partially offset by lower weather and consumption in our distribution segment, increased operations and maintenance and higher depreciation and property tax expenses due to increased capital investments.
Distribution operating income decreased $14.0 million to $604.5 million for the year ended September 30, 2022, compared with $618.5 million in the prior-year period. Refunds of excess deferred taxes reduced operating income by $98.5 million year over year. Key operating drivers for this segment include a $149.9 million increase in rates and customer growth of $15.2 million, partially offset by a $17.3 million decrease in consumption, net of weather normalization adjustments (WNA), a $17.2 million increase in operation and maintenance expense driven primarily by higher employee-related costs, insurance premiums and pipeline system maintenance, partially offset by lower bad debt expense and a $50.4 million increase in depreciation and property tax expenses.
Pipeline and storage operating income increased $29.9 million to $316.4 million for the year ended September 30, 2022, compared with $286.5 million in the prior year. Refunds of excess deferred income taxes decreased operating income by $13.3 million year over year. Key operating drivers for this segment include a $70.4 million increase from our GRIP filings approved in fiscal 2021 and 2022, partially offset by an $8.4 million increase in system maintenance spending, and a $15.4 million increase in depreciation and property tax expenses.
Capital expenditures increased $474.9 million to $2.4 billion for the year ended September 30, 2022, compared with $2.0 billion in the prior year, due to increased system modernization and expansion spending.
For the year ended September 30, 2022, the company generated operating cash flow of $977.6 million, compared to $996.1 million excluding the $2.1 billion incurred in the prior-year period for gas costs incurred during Winter Storm Uri. The year-over-year decrease primarily reflects the refund of excess deferred tax liabilities, increased purchases of gas stored underground and the timing of gas cost recoveries, partially offset by increased customer collections and the positive effects of successful rate case outcomes achieved in fiscal years 2021 and 2022.
Our equity capitalization ratio at September 30, 2022 increased to 53.6%, from 51.9% at September 30, 2021, due to $776.8 million in equity issuances under our forward equity agreements, partially offset by the issuance of $600 million of 2.85% senior notes in October 2021 and $200 million of 2.625% senior notes in January 2022. Excluding the $2.2 billion of incremental financing issued to pay for the purchased gas costs incurred during Winter Storm Uri, our equity capitalization ratio was 61.3% and 60.6% at September 30, 2022 and 2021.


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Results for the Three Months Ended September 30, 2022
Consolidated operating income increased $14.4 million to $105.4 million for the three months ended September 30, 2022, from $91.0 million in the prior-year quarter. Refunds of excess deferred income taxes reduced operating income by $9.1 million quarter over quarter, which was substantially offset by a corresponding decrease in income tax expense. Excluding the impact of these refunds, operating income increased $23.5 million due to rate outcomes in both segments, continued customer growth in our distribution segment and through system revenues in our pipeline and storage segment, partially offset by higher operations and maintenance expense and increased depreciation and property tax expenses due to increased capital investments.
Distribution operating income decreased $0.9 million to $36.7 million for the three months ended September 30, 2022, compared with $37.6 million in the prior-year quarter. Refunds of excess deferred taxes reduced operating income by $9.1 million quarter over quarter. Key operating drivers for this segment include a net $27.3 million increase in rates, a $1.9 million increase due to net customer growth partially offset by a $4.2 million decrease in consumption, net of WNA, a $2.0 million increase in operation and maintenance expense primarily due to higher employee-related costs offset by lower bad debt expense and a $15.6 million increase in depreciation and property tax expenses.
Pipeline and storage operating income increased $15.3 million to $68.7 million for the three months ended September 30, 2022, compared with $53.4 million in the prior-year quarter. Key operating drivers for this segment include a $21.1 million increase in rates due to the GRIP filing approved in fiscal 2022 and a $2.4 million increase in through system revenues, partially offset by a $3.8 million increase in operations and maintenance expense primarily due to higher employee-related and pipeline maintenance costs and a $4.3 million increase in depreciation and property tax expenses.
Conference Call to be Webcast November 10, 2022
Atmos Energy will host a conference call with financial analysts to discuss the fiscal 2022 fourth quarter financial results on Thursday, November 10, 2022, at 10:00 a.m. Eastern Time. The domestic telephone number is 877-407-3088 and the international telephone number is 201-389-0927. Kevin Akers, President and Chief Executive Officer, and Chris Forsythe, Senior Vice President and Chief Financial Officer, will participate in the conference call. The conference call will be webcast live on the Atmos Energy website at www.atmosenergy.com. A playback of the call will be available on the website later that day.
Forward-Looking Statements
The matters discussed in this news release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and 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 any of the company’s other documents or oral presentations, the words “anticipate”, “believe”, “estimate”, “expect”, “forecast”, “goal”, “intend”, “objective”, “plan”, “projection”, “seek”, “strategy” 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 discussed in this presentation, including the risks relating to regulatory trends and decisions, the company’s ability to continue to access the credit and capital markets, and the other factors discussed in the company’s reports filed with the Securities and Exchange Commission.
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These risks and uncertainties include the following: federal, state and local regulatory and political trends and decisions, including the impact of rate proceedings before various state regulatory commissions; increased federal regulatory oversight and potential penalties; possible increased federal, state and local regulation of the safety of our operations; possible significant costs and liabilities resulting from pipeline integrity and other similar programs and related repairs; the inherent hazards and risks involved in distributing, transporting and storing natural gas; the availability and accessibility of contracted gas supplies, interstate pipeline and/or storage services; increased competition from energy suppliers and alternative forms of energy; failure to attract and retain a qualified workforce; natural disasters, terrorist activities or other events and other risks and uncertainties discussed herein, all of which are difficult to predict and many of which are beyond our control; increased dependence on technology that may hinder the Company's business if such technologies fail; the threat of cyber-attacks or acts of cyber-terrorism that could disrupt our business operations and information technology systems or result in the loss or exposure of confidential or sensitive customer, employee or Company information; the impact of new cybersecurity compliance requirements; adverse weather conditions; the impact of climate change; the capital-intensive nature of our business; our ability to continue to access the credit and capital markets to execute our business strategy; market risks beyond our control affecting our risk management activities, including commodity price volatility, counterparty performance or creditworthiness and interest rate risk; the concentration of our operations in Texas; the impact of adverse economic conditions on our customers; changes in the availability and price of natural gas; and increased costs of providing health care benefits, along with pension and postretirement health care benefits and increased funding requirements.
Accordingly, while we believe 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. Further, the company undertakes no obligation to update or revise any of our forward-looking statements whether as a result of new information, future events or otherwise.
About Atmos Energy
Atmos Energy Corporation, an S&P 500 company headquartered in Dallas, is the country’s largest natural gas-only distributor. We safely deliver reliable, affordable, efficient and abundant natural gas to more than 3 million distribution customers in over 1,400 communities across eight states located primarily in the South. As part of our vision to be the safest provider of natural gas services, we are modernizing our business and infrastructure while continuing to invest in safety, innovation, environmental sustainability and our communities. Atmos Energy manages proprietary pipeline and storage assets, including one of the largest intrastate natural gas pipeline systems in Texas. Find us online at http://www.atmosenergy.com, Facebook, Twitter, Instagram and YouTube.
This news release should be read in conjunction with the attached unaudited financial information.
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Atmos Energy Corporation
Financial Highlights (Unaudited)

Statements of Income Year Ended September 30
(000s except per share) 2022 2021
Operating revenues
Distribution segment
$ 4,035,194  $ 3,241,973 
Pipeline and storage segment
693,660  637,347 
Intersegment eliminations
(527,192) (471,830)
4,201,662  3,407,490 
Purchased gas cost
Distribution segment
2,210,302  1,501,695 
Pipeline and storage segment
(1,583) 1,582 
Intersegment eliminations
(526,063) (470,560)
1,682,656  1,032,717 
Operation and maintenance expense 710,161  679,019 
Depreciation and amortization 535,655  477,977 
Taxes, other than income 352,208  312,779 
Operating income 920,982  904,998 
Other non-operating income (expense) 33,737  (2,145)
Interest charges 102,811  83,554 
Income before income taxes 851,908  819,299 
Income tax expense 77,510  153,736 
Net income $ 774,398  $ 665,563 
Basic net income per share $ 5.61  $ 5.12 
Diluted net income per share $ 5.60  $ 5.12 
Cash dividends per share $ 2.72  $ 2.50 
Basic weighted average shares outstanding 137,830  129,779 
Diluted weighted average shares outstanding 138,096  129,834 

  Year Ended September 30
Summary Net Income by Segment (000s) 2022 2021
Distribution $ 521,977  $ 445,862 
Pipeline and storage 252,421  219,701 
Net income $ 774,398  $ 665,563 


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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)

Statements of Income Three Months Ended September 30
(000s except per share) 2022 2021
Operating revenues
Distribution segment
$ 678,915  $ 523,899 
Pipeline and storage segment
183,583  160,479 
Intersegment eliminations
(139,870) (115,994)
722,628  568,384 
Purchased gas cost
Distribution segment
329,090  197,426 
Pipeline and storage segment
1,492  2,022 
Intersegment eliminations
(139,626) (115,670)
190,956  83,778 
Operation and maintenance expense 205,374  199,531 
Depreciation and amortization 140,194  124,708 
Taxes, other than income 80,702  69,403 
Operating income 105,402  90,964 
Other non-operating income (expense) 6,559  (16,938)
Interest charges 27,842  14,486 
Income before income taxes 84,119  59,540 
Income tax expense 12,476  10,820 
Net income $ 71,643  $ 48,720 
Basic net income per share $ 0.51  $ 0.37 
Diluted net income per share $ 0.51  $ 0.37 
Cash dividends per share $ 0.680  $ 0.625 
Basic weighted average shares outstanding 140,924  131,564 
Diluted weighted average shares outstanding 141,220  131,653 

  Three Months Ended September 30
Summary Net Income by Segment (000s) 2022 2021
Distribution $ 16,154  $ 6,545 
Pipeline and storage 55,489  42,175 
Net income $ 71,643  $ 48,720 
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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Balance Sheets September 30, September 30,
(000s) 2022 2021
Net property, plant and equipment $ 17,240,239  $ 15,063,970 
Cash and cash equivalents 51,554  116,723 
Accounts receivable, net 363,708  342,967 
Gas stored underground 357,941  178,116 
Other current assets 2,274,490  2,200,909 
Total current assets 3,047,693  2,838,715 
Goodwill 731,257  731,257 
Deferred charges and other assets 1,173,800  974,720 
$ 22,192,989  $ 19,608,662 
Shareholders' equity $ 9,419,091  $ 7,906,889 
Long-term debt 5,760,647  4,930,205 
Total capitalization 15,179,738  12,837,094 
Accounts payable and accrued liabilities 496,019  423,222 
Other current liabilities 720,157  686,681 
Short-term debt 184,967  — 
Current maturities of long-term debt 2,201,457  2,400,452 
Total current liabilities 3,602,600  3,510,355 
Deferred income taxes 1,999,505  1,705,809 
Regulatory excess deferred taxes 385,213  549,227 
Deferred credits and other liabilities 1,025,933  1,006,177 
$ 22,192,989  $ 19,608,662 
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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Statements of Cash Flows Year Ended September 30
(000s) 2022 2021
Cash flows from operating activities
Net income $ 774,398  $ 665,563 
Depreciation and amortization 535,655  477,977 
Deferred income taxes 53,651  155,355 
Other (22,356) (3,733)
Change in Winter Storm Uri current regulatory asset —  (2,003,659)
Change in Winter Storm Uri long-term regulatory asset —  (76,652)
Changes in other assets and liabilities (363,764) (299,102)
Net cash provided by (used in) operating activities 977,584  (1,084,251)
Cash flows from investing activities
Capital expenditures (2,444,420) (1,969,540)
Debt and equity securities activities, net 4,173  (6,072)
Other, net 10,289  11,957 
Net cash used in investing activities (2,429,958) (1,963,655)
Cash flows from financing activities
Net increase in short-term debt 184,967  — 
Proceeds from issuance of long-term debt, net of premium/discount 798,802  2,797,346 
Net proceeds from equity issuances 776,805  606,667 
Issuance of common stock through stock purchase and employee retirement plans 15,403  15,841 
Settlement of interest rate swaps 197,073  62,159 
Repayment of long-term debt (200,000) — 
Cash dividends paid (375,914) (323,904)
Debt issuance costs (8,196) (14,288)
Other (1,735) — 
Net cash provided by financing activities 1,387,205  3,143,821 
Net increase (decrease) in cash and cash equivalents (65,169) 95,915 
Cash and cash equivalents at beginning of period 116,723  20,808 
Cash and cash equivalents at end of period $ 51,554  $ 116,723 
 
  Three Months Ended September 30 Year Ended September 30
Statistics 2022 2021 2022 2021
Consolidated distribution throughput (MMcf as metered)
68,221  65,505  444,975  461,346 
Consolidated pipeline and storage transportation volumes (MMcf)
168,604  157,526  580,488  585,857 
Distribution meters in service 3,442,224  3,397,249  3,442,224  3,397,249 
Distribution average cost of gas $ 9.26  $ 5.96  $ 7.56  $ 4.86 
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