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
Date of Report (Date of earliest event reported): May 05, 2023 |
DOMINION ENERGY, INC
(Exact name of Registrant as Specified in Its Charter)
Virginia |
001-08489 |
54-1229715 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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120 Tredegar Street |
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Richmond, Virginia |
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23219 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (804) 819-2284 |
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(Former Name or Former Address, if Changed Since Last Report)
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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Common Stock, no par value |
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D |
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The New York Stock Exchange |
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 May 5, 2023, Dominion Energy, Inc. issued a press release announcing preliminary unaudited earnings for the three months ended March 31, 2023. The press release and related preliminary earnings tables are furnished with this Form 8-K as Exhibit 99.
Item 9.01 Financial Statements and Exhibits.
Exhibits |
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99 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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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DOMINION ENERGY, INC. |
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Date: |
May 5, 2023 |
By: |
/s/ Steven D. Ridge |
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Steven D. Ridge |
Exhibit 99
NEWS RELEASE
May 5, 2023
Dominion Energy Announces First-Quarter 2023 Earnings
RICHMOND, Va. – Dominion Energy (NYSE: D) today announced unaudited net income determined in accordance with Generally Accepted Accounting Principles (reported earnings) for the three months ended March 31, 2023, of $997 million ($1.17 per share) compared with net income of $711 million ($0.83 per share) for the same period in 2022.
Operating earnings for the three months ended March 31, 2023, were $849 million ($0.99 per share), compared to operating earnings of $1.0 billion ($1.18 per share) for the same period in 2022.
Differences between GAAP and operating earnings for the period include the mark-to-market impact of economic hedging activities, gains and losses on nuclear decommissioning trust funds, and other adjustments.
Operating earnings are defined as reported earnings adjusted for certain items. Details of operating earnings as compared to prior periods, business segment results and detailed descriptions of items included in reported earnings but excluded from operating earnings can be found on Schedules 1, 2, 3 and 4 of this release.
Guidance
Dominion Energy expects second-quarter operating earnings in the range of $0.58 to $0.68 per share.
Webcast today
The company will host its first-quarter 2023 earnings call at 10 a.m. ET on Friday, May 5, 2023. Management will discuss matters of interest to financial and other stakeholders including recent financial results.
A live webcast of the conference call, including accompanying slides and other financial information, will be available on the investor information pages at investors.dominionenergy.com.
For individuals who prefer to join via telephone, domestic callers should dial 1-800-343-1703 and international callers should dial 1-785-424-1116. The passcode for the telephonic earnings call is 32305. Participants should dial in 10 to 15 minutes prior to the scheduled start time.
A replay of the webcast will be available on the investor information pages by the end of the day May 5. A telephonic replay of the earnings call will be available beginning at about 1 p.m. ET on May 5. Domestic callers may access the recording by dialing 1-800-839-3612. International callers should dial 1-402-220-2972. The PIN for the replay is 32305.
Important note to investors regarding operating, reported earnings
Dominion Energy uses operating earnings as the primary performance measurement of its earnings guidance and results for public communications with analysts and investors. Dominion Energy also uses operating earnings internally for budgeting, for reporting to the Board of Directors, for the company’s incentive compensation plans and for its targeted dividend payouts and other purposes.
Dominion Energy management believes operating earnings provide a more meaningful representation of the company’s fundamental earnings power.
In providing its operating earnings guidance, the company notes that there could be differences between expected reported earnings and estimated operating earnings for matters such as, but not limited to, acquisitions, divestitures or extreme weather events and other natural disasters. Dominion Energy management is not able to estimate the aggregate impact of these items on future period reported earnings.
About Dominion Energy
About 7 million customers in 16 states energize their homes and businesses with electricity or natural gas from Dominion Energy (NYSE: D), headquartered in Richmond, Va. The company is committed to safely providing reliable, affordable and sustainable energy and to achieving Net Zero emissions by 2050. Please visit DominionEnergy.com to learn more.
This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including forecasted operating earnings second-quarter 2023 that are subject to various risks and uncertainties. Factors that could cause actual results to differ include, but are not limited to: the direct and indirect impacts of implementing recommendations resulting from the business review announced in November 2022; unusual weather conditions and their effect on energy sales to customers and energy commodity prices; extreme weather events and other natural disasters; extraordinary external events, such as the current pandemic health event resulting from COVID-19; federal, state and local legislative and regulatory developments; changes to regulated rates collected by Dominion Energy; timing and receipt of regulatory approvals necessary for planned construction or expansion projects and compliance with conditions associated with such regulatory approvals; the inability to complete planned construction projects within time frames initially anticipated; risks and uncertainties that may impact the ability to develop and construct the Coastal Virginia Offshore Wind (CVOW) Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates along with the ability to recover such costs from customers; changes to federal, state and local environmental laws and regulations, including those related to climate change; cost of environmental strategy and compliance, including cost related to climate change; changes in implementation and enforcement practices of regulators relating to environmental standards and litigation exposure for remedial activities; changes in operating, maintenance and construction costs; additional competition in Dominion Energy’s industries; changes in demand for Dominion Energy’s services; receipt of approvals for, and timing of, closing dates for acquisitions and divestitures; impacts of acquisitions, divestitures, transfers of assets by Dominion Energy to joint ventures, and retirements of assets based on asset portfolio reviews; adverse outcomes in litigation matters or regulatory proceedings; fluctuations in interest rates; the effectiveness to which existing economic hedging instruments mitigate fluctuations in currency exchange rates of the Euro and Danish Krone associated with certain fixed price contracts for the major offshore construction and equipment components of the CVOW Commercial Project; changes in rating agency requirements or credit ratings and their effect on availability and cost of capital; and capital market conditions, including the availability of credit and the ability to obtain financing on reasonable terms. Other risk factors are detailed from time to time in Dominion Energy’s quarterly reports on Form 10-Q and most recent annual report on Form 10-K filed with the U.S. Securities and Exchange Commission.
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For further information: Media: Ryan Frazier, (804) 836-2083 or C.Ryan.Frazier@dominionenergy.com;
Investor Relations: David McFarland, (804) 819-2438 or David.M.McFarland@dominionenergy.com
Consolidated Statements of Income (GAAP)
Dominion Energy, Inc. |
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Consolidated Statements of Income * |
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Unaudited (GAAP Based) |
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Three Months Ended |
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March 31, |
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(millions, except per share amounts) |
2023 |
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2022 |
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Operating Revenue |
$ |
5,252 |
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$ |
4,279 |
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Operating Expenses |
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Electric fuel and other energy-related purchases |
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1,022 |
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678 |
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Purchased electric capacity |
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8 |
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13 |
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Purchased gas |
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764 |
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645 |
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Other operations and maintenance(1) |
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1,018 |
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1,016 |
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Depreciation, depletion and amortization |
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720 |
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698 |
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Other taxes |
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275 |
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253 |
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Total operating expenses |
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3,807 |
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3,303 |
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Income (loss) from operations |
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1,445 |
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976 |
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Other income (expense)(2) |
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364 |
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126 |
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Interest and related charges |
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586 |
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174 |
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Income (loss) from continuing operations including |
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1,223 |
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928 |
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Income tax expense |
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221 |
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236 |
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Net Income (loss) from continuing operations including |
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1,002 |
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692 |
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Net Income (loss) from discontinued operations including |
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(5 |
) |
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19 |
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Net Income (loss) attributable to Dominion Energy |
$ |
997 |
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$ |
711 |
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Reported Income (loss) per common share from continuing |
$ |
1.18 |
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$ |
0.81 |
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Reported Income (loss) per common share from discontinued |
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(0.01 |
) |
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0.02 |
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Reported Income (loss) per common share - diluted |
$ |
1.17 |
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$ |
0.83 |
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Average shares outstanding, diluted |
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835.5 |
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832.0 |
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*The notes contained in Dominion Energy's most recent quarterly report on Form 10-Q or annual report on Form 10-K are an integral part of the Consolidated Financial Statements.
Schedule 1 - Segment Reported and Operating Earnings
Unaudited
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Three Months Ended March 31, |
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(millions, except per share amounts) |
2023 |
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2022 |
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Change |
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REPORTED EARNINGS(1) |
$ |
997 |
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$ |
711 |
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$ |
286 |
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Pre-tax loss (income)(2) |
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(206 |
) |
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255 |
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(461 |
) |
Income tax(2) |
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58 |
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34 |
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24 |
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Adjustments to reported earnings |
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(148 |
) |
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289 |
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(437 |
) |
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OPERATING EARNINGS |
$ |
849 |
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$ |
1,000 |
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$ |
(151 |
) |
By segment: |
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Dominion Energy Virginia |
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386 |
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518 |
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(132 |
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Gas Distribution |
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278 |
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294 |
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(16 |
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Dominion Energy South Carolina |
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91 |
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109 |
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(18 |
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Contracted Assets |
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156 |
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101 |
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55 |
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Corporate and Other |
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(62 |
) |
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(22 |
) |
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(40 |
) |
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$ |
849 |
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$ |
1,000 |
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$ |
(151 |
) |
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Earnings Per Share (EPS)(3): |
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REPORTED EARNINGS(1) |
$ |
1.17 |
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$ |
0.83 |
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$ |
0.34 |
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Adjustments to reported earnings (after-tax) |
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(0.18 |
) |
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0.35 |
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(0.53 |
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OPERATING EARNINGS |
$ |
0.99 |
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$ |
1.18 |
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$ |
(0.19 |
) |
By segment: |
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Dominion Energy Virginia |
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0.46 |
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0.64 |
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(0.18 |
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Gas Distribution |
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0.33 |
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0.36 |
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(0.03 |
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Dominion Energy South Carolina |
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0.11 |
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0.13 |
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(0.02 |
) |
Contracted Assets |
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0.19 |
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0.13 |
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0.06 |
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Corporate and Other |
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(0.10 |
) |
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(0.08 |
) |
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(0.02 |
) |
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$ |
0.99 |
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$ |
1.18 |
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$ |
(0.19 |
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Common Shares Outstanding (average, diluted) |
|
835.5 |
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832.0 |
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Schedule 2 - Reconciliation of 2023 Reported Earnings to Operating Earnings
2023 Earnings (Three Months Ended March 31, 2023)
The $206 million pre-tax net income of the adjustments included in 2023 reported earnings, but excluded from operating earnings, is primarily related to the following items:
(millions, except per share amounts) |
1Q23 |
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2Q23 |
3Q23 |
4Q23 |
YTD 2023 |
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Reported earnings |
$ |
997 |
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$ |
997 |
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Adjustments to reported earnings(1): |
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|
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Pre-tax loss (income) |
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(206 |
) |
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(206 |
) |
Income tax |
|
58 |
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|
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|
58 |
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(148 |
) |
|
|
|
|
(148 |
) |
Operating earnings |
$ |
849 |
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|
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|
$ |
849 |
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Common shares outstanding (average, diluted) |
|
835.5 |
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|
|
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|
835.5 |
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Reported earnings per share(2) |
$ |
1.17 |
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|
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$ |
1.17 |
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Adjustments to reported earnings per share(2) |
|
(0.18 |
) |
|
|
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|
(0.18 |
) |
Operating earnings per share(2) |
$ |
0.99 |
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|
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|
$ |
0.99 |
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|
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(1) Adjustments to reported earnings are reflected in the following table: |
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1Q23 |
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2Q23 |
3Q23 |
4Q23 |
YTD 2023 |
|
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Pre-tax loss (income): |
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|
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Net loss (gain) on NDT funds |
$ |
(123 |
) |
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$ |
(123 |
) |
Mark-to-market impact of economic hedging activities |
|
(231 |
) |
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(231 |
) |
Net loss (gain) on real estate dispositions |
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81 |
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81 |
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Regulated asset retirements and other charges |
|
61 |
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61 |
|
Discontinued operations - Gas Transmission & Storage segment |
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6 |
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|
6 |
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$ |
(206 |
) |
|
|
|
$ |
(206 |
) |
Income tax expense (benefit): |
|
|
|
|
|
|
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Tax effect of above adjustments to reported earnings(3) |
|
58 |
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|
58 |
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$ |
58 |
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$ |
58 |
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Schedule 3 - Reconciliation of 2022 Reported Earnings to Operating Earnings
2022 Earnings (Twelve months ended December 31, 2022)
The $3.1 billion pre-tax net loss of the adjustments included in 2022 reported earnings, but excluded from operating earnings, is primarily related to the following items:
(millions, except per share amounts) |
1Q22 |
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2Q22 |
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3Q22 |
|
4Q22 |
|
YTD 2022(3) |
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|||||
Reported earnings |
$ |
711 |
|
$ |
(453 |
) |
$ |
778 |
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$ |
(42 |
) |
$ |
994 |
|
Adjustments to reported earnings(1): |
|
|
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|
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Pre-tax loss (income) |
|
255 |
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|
1,383 |
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|
234 |
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|
1,255 |
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|
3,127 |
|
Income tax |
|
34 |
|
|
(272 |
) |
|
(68 |
) |
|
(310 |
) |
|
(616 |
) |
|
|
289 |
|
|
1,111 |
|
|
166 |
|
|
945 |
|
|
2,511 |
|
Operating earnings |
$ |
1,000 |
|
$ |
658 |
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$ |
944 |
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$ |
903 |
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$ |
3,505 |
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Common shares outstanding (average, diluted) |
|
832.0 |
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|
832.5 |
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|
833.2 |
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|
834.1 |
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|
833.0 |
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Reported earnings per share(2) |
$ |
0.83 |
|
$ |
(0.58 |
) |
$ |
0.91 |
|
$ |
(0.07 |
) |
$ |
1.09 |
|
Adjustments to reported earnings per share(2) |
|
0.35 |
|
|
1.35 |
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|
0.20 |
|
|
1.13 |
|
|
3.02 |
|
Operating earnings per share(2) |
$ |
1.18 |
|
$ |
0.77 |
|
$ |
1.11 |
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$ |
1.06 |
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$ |
4.11 |
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(1) Adjustments to reported earnings are reflected in the following table: |
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|
1Q22 |
|
2Q22 |
|
3Q22 |
|
4Q22 |
|
YTD 2022 |
|
|||||
Pre-tax loss (income): |
|
|
|
|
|
|
|
|
|
|
|||||
Net loss (gain) on NDT funds |
$ |
125 |
|
$ |
454 |
|
$ |
112 |
|
$ |
(132 |
) |
$ |
559 |
|
Mark-to-market impact of economic hedging activities |
|
(4 |
) |
|
(193 |
) |
|
24 |
|
|
(335 |
) |
|
(508 |
) |
Discontinued operations - Gas Transmission & Storage segment |
|
(25 |
) |
|
3 |
|
|
3 |
|
|
2 |
|
|
(17 |
) |
Nonregulated asset impairments and other charges* |
|
- |
|
|
- |
|
|
- |
|
|
1,511 |
|
|
1,511 |
|
Regulated asset retirements and other charges |
|
65 |
|
|
470 |
|
|
112 |
|
|
183 |
|
|
830 |
|
Sale of Kewaunee |
|
- |
|
|
649 |
|
|
- |
|
|
- |
|
|
649 |
|
Storm damage and restoration costs |
|
94 |
|
|
- |
|
|
- |
|
|
31 |
|
|
125 |
|
Sale of Hope Gas, Inc. |
|
- |
|
|
- |
|
|
(17 |
) |
|
(5 |
) |
|
(22 |
) |
|
$ |
255 |
|
$ |
1,383 |
|
$ |
234 |
|
$ |
1,255 |
|
$ |
3,127 |
|
Income tax expense (benefit): |
|
|
|
|
|
|
|
|
|
|
|||||
Tax effect of above adjustments to reported earnings** |
|
(53 |
) |
|
(275 |
) |
|
22 |
|
|
(310 |
) |
|
(616 |
) |
Deferred taxes associated with Hope Gas, Inc. divestiture(4) |
|
87 |
|
|
3 |
|
|
(90 |
) |
|
- |
|
|
- |
|
|
$ |
34 |
|
$ |
(272 |
) |
$ |
(68 |
) |
$ |
(310 |
) |
$ |
(616 |
) |
* In the fourth quarter of 2022, Dominion Energy determined that its nonregulated solar generation assets within the Contracted Assets segment were impaired following the determination that it expects it is more likely than not such assets will be sold before the end of their useful lives.
** Income taxes for individual pre-tax items include current and deferred taxes using a transactional effective tax rate. For interim reporting purposes, calculation of such amounts may be adjusted in connection with the calculation of the Company’s year-to-date income tax provision based on its estimated annual effective tax rate.
Schedule 4 - Reconciliation of 1Q23 Earnings to 1Q22
Preliminary, Unaudited
|
Three Months Ended |
|
|||||
|
March 31, |
|
|||||
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2023 vs. 2022 |
|
|||||
(millions, except per share amounts) |
Increase / (Decrease) |
|
|||||
Reconciling Items |
Amount |
|
|
EPS |
|
||
Change in reported earnings (GAAP) |
$ |
286 |
|
|
$ |
0.34 |
|
Change in Pre-tax loss (income)(1) |
|
(461 |
) |
|
|
(0.56 |
) |
Change in Income tax(1) |
|
24 |
|
|
|
0.03 |
|
Adjustments to reported earnings |
$ |
(437 |
) |
|
$ |
(0.53 |
) |
Change in consolidated operating earnings |
$ |
(151 |
) |
|
$ |
(0.19 |
) |
|
|
|
|
|
|
||
Dominion Energy Virginia |
|
|
|
|
|
||
Weather |
$ |
(67 |
) |
|
$ |
(0.08 |
) |
Customer usage and other factors |
|
33 |
|
|
|
0.04 |
|
Customer-elected rate impacts |
|
(21 |
) |
|
|
(0.03 |
) |
Rider equity return |
|
32 |
|
|
|
0.04 |
|
Depreciation and amortization |
|
(6 |
) |
|
|
(0.01 |
) |
Renewable energy investment tax credits |
|
(57 |
) |
|
|
(0.07 |
) |
Interest expense, net |
|
(13 |
) |
|
|
(0.02 |
) |
Other |
|
(33 |
) |
|
|
(0.04 |
) |
Share dilution |
|
- |
|
|
|
(0.01 |
) |
Change in contribution to operating earnings |
$ |
(132 |
) |
|
$ |
(0.18 |
) |
Gas Distribution |
|
|
|
|
|
||
Weather |
$ |
(4 |
) |
|
$ |
- |
|
Customer usage and other factors |
|
7 |
|
|
|
0.01 |
|
Base rate case impacts |
|
16 |
|
|
|
0.02 |
|
Rider equity return |
|
3 |
|
|
|
- |
|
Sale of Hope Gas, Inc. |
|
(19 |
) |
|
|
(0.02 |
) |
Interest expense, net |
|
(12 |
) |
|
|
(0.01 |
) |
Other |
|
(7 |
) |
|
|
(0.02 |
) |
Share dilution |
|
- |
|
|
|
(0.01 |
) |
Change in contribution to operating earnings |
$ |
(16 |
) |
|
$ |
(0.03 |
) |
Dominion Energy South Carolina |
|
|
|
|
|
||
Weather |
$ |
(19 |
) |
|
$ |
(0.02 |
) |
Customer usage and other factors |
|
7 |
|
|
|
0.01 |
|
Customer-elected rate impacts |
|
(7 |
) |
|
|
(0.01 |
) |
Base & RSA rate case impacts |
|
5 |
|
|
|
0.01 |
|
Interest expense, net |
|
(6 |
) |
|
|
(0.01 |
) |
Other |
|
2 |
|
|
|
- |
|
Share dilution |
|
- |
|
|
|
- |
|
Change in contribution to operating earnings |
$ |
(18 |
) |
|
$ |
(0.02 |
) |
Contracted Assets |
|
|
|
|
|
||
Margin |
$ |
49 |
|
|
$ |
0.06 |
|
Planned outage costs |
|
3 |
|
|
|
- |
|
Interest expense, net |
|
(5 |
) |
|
|
(0.01 |
) |
Other |
|
8 |
|
|
|
0.02 |
|
Share dilution |
|
- |
|
|
|
(0.01 |
) |
Change in contribution to operating earnings |
$ |
55 |
|
|
$ |
0.06 |
|
Corporate and Other |
|
|
|
|
|
||
Interest expense, net |
$ |
(41 |
) |
|
$ |
(0.05 |
) |
Other |
|
1 |
|
|
|
- |
|
Share dilution |
|
- |
|
|
|
0.03 |
|
Change in contribution to operating earnings |
$ |
(40 |
) |
|
$ |
(0.02 |
) |
|
|
|
|
|
|
||
Change in consolidated operating earnings |
$ |
(151 |
) |
|
$ |
(0.19 |
) |
Change in adjustments included in reported earnings(1) |
$ |
437 |
|
|
$ |
0.53 |
|
Change in consolidated reported earnings |
$ |
286 |
|
|
$ |
0.34 |
|
NOTE: Figures may not sum due to rounding.