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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

May 3, 2023
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, May 3, 2023, Atmos Energy Corporation (the “Company”) issued a news release in which it reported the Company’s financial results for the second quarter of fiscal 2023, which ended March 31, 2023, and that certain of its officers would discuss such financial results in a conference call on Thursday, May 4, 2023 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: May 3, 2023
By: /s/ CHRISTOPHER T. FORSYTHE
       Christopher T. Forsythe
       Senior Vice President and
       Chief Financial Officer







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EX-99.1 2 ato20230503exhibit991.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 2023 Second Quarter;
Tightens Fiscal 2023 Guidance
DALLAS (May 3, 2023) - Atmos Energy Corporation (NYSE: ATO) today reported consolidated results for its second fiscal quarter ended March 31, 2023.

Highlights
•Earnings per diluted share was $4.40 for the six months ended March 31, 2023; $2.48 per diluted share for the second fiscal quarter.
•Consolidated net income was $629.5 million for the six months ended March 31, 2023; $357.7 million for the second fiscal quarter.
•Capital expenditures totaled $1,415.3 million for the six months ended March 31, 2023, with approximately 86 percent of capital spending related to system safety and reliability investments.
    
Outlook
•Fiscal 2023 earnings guidance was tightened to $6.00 to $6.10 per diluted share from $5.90 to $6.10 per diluted share.
•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.

"Our operating and financial performance for the first six months of the fiscal year reflects our employees’ continued dedication and focus to provide safe and reliable natural gas service,” said Kevin Akers, President and Chief Executive Officer of Atmos Energy. ”With our fiscal year financing plans complete, better clarity on the regulatory front, and strong execution of our strategy in the first half of the year, we now expect fiscal 2023 earnings per share will range from $6.00 to $6.10." Consolidated operating income increased $37.5 million to $422.6 million for the three months ended March 31, 2023, from $385.1 million in the prior-year quarter.


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Results for the Three Months Ended March 31, 2023
Rate case outcomes in both segments, increased weather and consumption and customer growth in our distribution segment were partially offset by higher operation and maintenance expense and higher depreciation and property tax expenses due to increased capital investments.
Distribution operating income increased $24.0 million to $335.3 million for the three months ended March 31, 2023, compared with $311.3 million in the prior-year quarter. The increase primarily reflects a net $52.5 million increase in rates, a $14.9 million increase in weather and consumption and a $5.8 million increase due to net customer growth, partially offset by a $29.8 million increase in operation and maintenance expense driven primarily by pipeline system maintenance, increased bad debt expense and administrative costs and a $17.7 million increase in depreciation and property tax expenses.
Pipeline and storage operating income increased $13.5 million to $87.3 million for the three months ended March 31, 2023, compared with $73.8 million in the prior-year quarter. This increase is primarily attributable to a $21.0 million increase in rates, due to the GRIP filing approved in fiscal 2022, partially offset by a $6.3 million increase in depreciation and property tax expenses.
Results for the Six Months Ended March 31, 2023
Consolidated operating income increased $82.8 million to $743.8 million for the six months ended March 31, 2023, compared to $661.0 million in the prior year, primarily due to rate outcomes in both segments, increased weather and consumption and customer growth in our distribution segment and increased through system revenues in our pipeline and storage segment that were partially offset by increased operation and maintenance expense and higher depreciation and property tax expenses due to increased capital investments.
Distribution operating income increased $65.3 million to $567.1 million for the six months ended March 31, 2023, compared with $501.8 million in the prior year, primarily due to a net $109.8 million increase in rates, a $14.1 million increase in weather and consumption, an $11.5 million increase in customer growth, including increased industrial load and a $10.5 million decrease in refunds of excess deferred taxes to customers, which is substantially offset in income tax expense, partially offset by a $43.0 million increase in operation and maintenance expense driven primarily by pipeline system maintenance, increased bad debt expense and increased administrative costs and a $33.7 million increase in depreciation and property tax expenses.
Pipeline and storage operating income increased $17.5 million to $176.7 million for the six months ended March 31, 2023, compared with $159.2 million in the prior year. Key operating drivers for this segment include a $42.0 million increase from our GRIP filing approved in fiscal 2022 and a $7.1 million increase in through system revenues, partially offset by a $14.1 million increase in operation and maintenance expense driven primarily by system maintenance spending and a $10.6 million increase in depreciation and property tax expenses.
Capital expenditures increased $225.3 million to $1,415.3 million for the six months ended March 31, 2023, compared with $1,190.0 million in the prior year, due to increased system modernization and expansion spending.
For the six months ended March 31, 2023, the company generated operating cash flow of $2.89 billion, compared to $640.5 million in the prior year. The year-over-year increase primarily reflects the receipt of $2.02 billion from the Texas Natural Gas Securitization Finance Corporation in March 2023 related to gas costs incurred during Winter Storm Uri.
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Our equity capitalization ratio at March 31, 2023 increased to 60.9%, from 53.6% at September 30, 2022, due to the repayment at maturity of $2.2 billion of Winter Storm Uri financing and $359.7 million in equity issuances under our forward equity agreements, partially offset by the issuance of $500 million of 5.75% senior notes and $300 million of 5.45% senior notes in October 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% at September 30, 2022.

Conference Call to be Webcast May 4, 2023
Atmos Energy will host a conference call with financial analysts to discuss the fiscal 2023 second quarter financial results on Thursday, May 4, 2023, 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. 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 greenhouse gas emissions or other legislation or regulations intended to address climate change; 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.
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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 Three Months Ended March 31
(000s except per share) 2023 2022
Operating revenues
Distribution segment
$ 1,500,210  $ 1,610,546 
Pipeline and storage segment
184,424  163,747 
Intersegment eliminations
(143,661) (124,474)
1,540,973  1,649,819 
Purchased gas cost
Distribution segment
809,023  993,854 
Pipeline and storage segment
621  1,683 
Intersegment eliminations
(143,433) (124,159)
666,211  871,378 
Operation and maintenance expense 194,716  163,352 
Depreciation and amortization 148,317  133,374 
Taxes, other than income 109,091  96,583 
Operating income 422,638  385,132 
Other non-operating income 17,406  5,213 
Interest charges 37,370  28,928 
Income before income taxes 402,674  361,417 
Income tax expense 45,003  36,418 
Net income $ 357,671  $ 324,999 
Basic net income per share $ 2.48  $ 2.37 
Diluted net income per share $ 2.48  $ 2.37 
Cash dividends per share $ 0.74  $ 0.68 
Basic weighted average shares outstanding 143,941  136,834 
Diluted weighted average shares outstanding 143,987  137,250 

  Three Months Ended March 31
Summary Net Income by Segment (000s) 2023 2022
Distribution $ 288,474  $ 268,851 
Pipeline and storage 69,197  56,148 
Net income $ 357,671  $ 324,999 

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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)

Statements of Income Six Months Ended March 31
(000s except per share) 2023 2022
Operating revenues
Distribution segment
$ 2,940,636  $ 2,582,968 
Pipeline and storage segment
371,053  326,665 
Intersegment eliminations
(286,707) (247,028)
3,024,982  2,662,605 
Purchased gas cost
Distribution segment
1,690,938  1,490,653 
Pipeline and storage segment
(237) (1,728)
Intersegment eliminations
(286,241) (246,384)
1,404,460  1,242,541 
Operation and maintenance expense 379,732  322,462 
Depreciation and amortization 294,337  261,230 
Taxes, other than income 202,629  175,379 
Operating income 743,824  660,993 
Other non-operating income 38,597  13,915 
Interest charges 74,130  48,779 
Income before income taxes 708,291  626,129 
Income tax expense 78,760  51,921 
Net income $ 629,531  $ 574,208 
Basic net income per share $ 4.40  $ 4.24 
Diluted net income per share $ 4.40  $ 4.24 
Cash dividends per share $ 1.48  $ 1.36 
Basic weighted average shares outstanding 142,881  135,259 
Diluted weighted average shares outstanding 142,963  135,470 

  Six Months Ended March 31
Summary Net Income by Segment (000s) 2023 2022
Distribution $ 482,942  $ 448,422 
Pipeline and storage 146,589  125,786 
Net income $ 629,531  $ 574,208 
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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Balance Sheets March 31, September 30,
(000s) 2023 2022
Net property, plant and equipment $ 18,445,886  $ 17,240,239 
Cash and cash equivalents 95,175  51,554 
Accounts receivable, net 523,741  363,708 
Gas stored underground 183,467  357,941 
Other current assets 270,723  2,274,490 
Total current assets 1,073,106  3,047,693 
Goodwill 731,257  731,257 
Deferred charges and other assets 1,061,612  1,173,800 
$ 21,311,861  $ 22,192,989 
Shareholders' equity $ 10,205,205  $ 9,419,091 
Long-term debt 6,553,097  5,760,647 
Total capitalization 16,758,302  15,179,738 
Accounts payable and accrued liabilities 364,973  496,019 
Other current liabilities 746,512  720,157 
Short-term debt —  184,967 
Current maturities of long-term debt 1,512  2,201,457 
Total current liabilities 1,112,997  3,602,600 
Deferred income taxes 2,135,738  1,999,505 
Regulatory excess deferred taxes 315,071  385,213 
Deferred credits and other liabilities 989,753  1,025,933 
$ 21,311,861  $ 22,192,989 
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Atmos Energy Corporation
Financial Highlights, continued (Unaudited)
 
Condensed Statements of Cash Flows Six Months Ended March 31
(000s) 2023 2022
Cash flows from operating activities
Net income $ 629,531  $ 574,208 
Depreciation and amortization 294,337  261,230 
Deferred income taxes 59,060  40,122 
Other (27,496) (12,812)
Change in Winter Storm Uri current regulatory asset 2,021,889  — 
Changes in other assets and liabilities (84,605) (222,264)
Net cash provided by operating activities 2,892,716  640,484 
Cash flows from investing activities
Capital expenditures (1,415,349) (1,190,029)
Debt and equity securities activities, net (4,560) 3,758 
Other, net 9,519  4,302 
Net cash used in investing activities (1,410,390) (1,181,969)
Cash flows from financing activities
Net decrease in short-term debt (184,967) — 
Proceeds from issuance of long-term debt, net of premium/discount 797,258  798,802 
Net proceeds from equity issuances 359,683  594,320 
Issuance of common stock through stock purchase and employee retirement plans 7,910  8,010 
Proceeds from term loan 2,020,000  — 
Repayment of term loan (2,020,000) — 
Repayment of long-term debt (2,200,000) (200,000)
Cash dividends paid (210,725) (183,944)
Debt issuance costs (7,864) (8,196)
Other —  (1,735)
Net cash provided by (used in) financing activities (1,438,705) 1,007,257 
Net increase in cash and cash equivalents 43,621  465,772 
Cash and cash equivalents at beginning of period 51,554  116,723 
Cash and cash equivalents at end of period $ 95,175  $ 582,495 
 
  Three Months Ended March 31 Six Months Ended March 31
Statistics 2023 2022 2023 2022
Consolidated distribution throughput (MMcf as metered)
161,108  189,298  301,786  297,440 
Consolidated pipeline and storage transportation volumes (MMcf)
125,673  129,395  267,749  265,462 
Distribution meters in service 3,471,049  3,422,900  3,471,049  3,422,900 
Distribution average cost of gas $ 6.87  $ 6.99  $ 7.76  $ 7.04 
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