NorthWestern (NWE)

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SHAREHOLDER INVESTIGATION: Halper Sadeh LLC Investigates TGNA and NWE on Behalf of Shareholders
GlobeNewswire News Room· 2025-08-20 12:22
Group 1 - Halper Sadeh LLC is investigating TEGNA Inc. for potential violations related to its sale to Nexstar Media Group at $22.00 per share in cash [1] - NorthWestern Energy Group is being investigated for its sale to Black Hills Corp., where shareholders will receive 0.98 shares of Black Hills for each share of NorthWestern, resulting in approximately 44% ownership of the combined company for NorthWestern shareholders [2] - The firm may seek increased consideration for shareholders and additional disclosures regarding the proposed transactions [3] Group 2 - Shareholders are encouraged to contact Halper Sadeh LLC to discuss their legal rights and options at no charge [4] - Halper Sadeh LLC represents investors globally who have experienced securities fraud and corporate misconduct, recovering millions for defrauded investors [4]
ALERT: Rowley Law PLLC is Investigating Proposed Acquisition of NorthWestern Energy
Prnewswire· 2025-08-19 21:33
Core Viewpoint - Rowley Law PLLC is investigating potential securities law violations related to the proposed acquisition of NorthWestern Energy by Black Hills Corp, which will result in NorthWestern Energy stockholders receiving 0.98 shares of Black Hills common stock for each share they hold [1] Group 1 - The acquisition is expected to close in the latter half of 2026 [1] - NorthWestern Energy stockholders are projected to own approximately 44% of the combined company post-acquisition [1]
NorthWestern Energy Group (NWE) M&A Announcement Transcript
2025-08-19 13:32
Summary of Conference Call Company and Industry - The conference call discusses the merger between two utility companies, specifically focusing on their combined operations across eight contiguous states in the United States, which will cover 20% of the Continental U.S. [2][21] Key Points and Arguments 1. **Combined Rate Base and Customer Base** - The merger will create a combined rate base of approximately $11 billion, serving around 2.1 million electric and natural gas customers with a workforce of 4,400 employees [3][21] 2. **Business Mix and Diversification** - The new entity will have a balanced business mix of 61% electric and 39% gas, with no single regulatory jurisdiction exceeding 33% of the combined rate base [3][8] 3. **Long-term EPS Growth Target** - The combined company sets a long-term EPS growth rate target of 5% to 7%, which is 100 basis points higher than the standalone companies' previous target of 4% to 6% [5][14] 4. **Accretive Transaction** - The merger is expected to be accretive to shareholders in the first full year post-closing, driven by operational optimization and enhanced growth opportunities [5][14] 5. **Capital Expenditure Focus** - Approximately 75% of the combined capital expenditures will focus on gas and electric transmission and distribution [3][13] 6. **Operational Excellence and Synergies** - Both companies emphasize their commitment to operational excellence and believe that combining their resources will enhance their ability to deliver safe, reliable, and cost-effective energy [4][11] 7. **Regulatory Approvals and Timeline** - The companies anticipate state approvals across Montana, South Dakota, and Nebraska, with a projected closing timeline of 12 to 15 months [19][20] 8. **Community and Employee Commitment** - The merger aims to enhance community partnerships and maintain a strong focus on employee safety and retention [10][11] 9. **Future Growth Opportunities** - The combined entity will explore growth opportunities in data centers and other utility projects, leveraging their expanded geographic footprint [21][38] 10. **Financial Strength and Balance Sheet** - The merger will create a financially strong entity with a strong investment-grade balance sheet, minimizing reliance on equity capital for future growth [16][18] Other Important Content - **Dividend Policy** - Both companies will maintain their current dividend policies until closing, with plans to balance competitive dividend growth post-merger [15][69] - **Challenges in Approval Process** - There are concerns regarding the approval process in Montana, but the companies believe that the benefits to customers will be compelling enough to gain approval [56][57] - **Generation Capacity and Strategy** - The combined entity will have a diverse generation capacity and will explore opportunities for new generation builds across their territories [77][81] - **Negotiating Power** - The merger is expected to enhance negotiating power with suppliers and improve procurement efficiencies [50][51] This summary encapsulates the key points discussed during the conference call, highlighting the strategic rationale behind the merger and its anticipated benefits for stakeholders.
NorthWestern Energy Group (NWE) M&A Announcement Transcript
2025-08-19 13:30
Summary of NorthWestern Energy Group (NWE) M&A Announcement Company and Industry - **Company**: NorthWestern Energy Group (NWE) - **Industry**: Utility sector, specifically electric and natural gas services Core Points and Arguments 1. **Strategic Merger**: The merger combines two utility companies across eight contiguous states, covering 20% of the Continental United States, enhancing growth opportunities in electric and natural gas sectors [2][4][19] 2. **Financial Scale**: The combined company will have a rate base of approximately $11 billion, serving around 2.1 million customers with a workforce of 4,400 employees [3][5] 3. **Balanced Business Mix**: The business will be diversified with 61% electric and 39% gas, with no single jurisdiction exceeding 33% of the rate base [3][7] 4. **EPS Growth Target**: The long-term EPS growth rate is set at 5% to 7%, which is 100 basis points higher than the standalone companies' previous targets of 4% to 6% [5][14] 5. **Accretive Transaction**: The merger is expected to be accretive to shareholders in the first full year post-closing, driven by operational optimization and growth opportunities [5][14][19] 6. **Capital Investments**: The combined entity plans to invest approximately $7.5 billion over five years, with over 75% allocated to gas and electric transmission and distribution [13][14] 7. **Operational Excellence**: Both companies have a strong reputation for operational performance, and the merger aims to enhance this while maintaining customer focus [10][11] Additional Important Content 1. **Regulatory Approvals**: The merger requires approvals from various state and federal agencies, including FERC, DOJ, and SEC, with expected closing in 12 to 15 months [18][19] 2. **Community Engagement**: The companies emphasize their commitment to serving over 1,200 communities and maintaining strong community partnerships [10][19] 3. **Future Growth Opportunities**: The merger is expected to unlock additional growth opportunities, particularly in data centers and large load customer demands, which were not fully captured in standalone plans [13][39] 4. **Dividend Policy**: Both companies will maintain their current dividend policies until closing, with plans to balance competitive dividend growth with financing needs post-merger [15][67] 5. **Challenges and Considerations**: The merger process may complicate new generation build approvals, but both companies believe they can continue their operations without significant disruptions [92][94] This summary encapsulates the key points from the NorthWestern Energy Group's M&A announcement, highlighting the strategic, financial, and operational implications of the merger.
公用事业公司黑山(BKH.US)拟以36亿美元收购同行NorthWestern (NWE.US)
Zhi Tong Cai Jing· 2025-08-19 12:55
Core Viewpoint - Black Hills Corporation (BKH.US) announced the acquisition of NorthWestern Energy Group (NWE.US) for $3.6 billion, with a total enterprise value of $15.4 billion, aiming to create a regional, regulated natural gas utility company [1] Group 1: Acquisition Details - The transaction values NorthWestern at approximately $59 per share, representing a 7.66% premium over its previous closing price [1] - Under the agreement, NorthWestern shareholders will receive 0.98 shares of Black Hills stock for each share they hold [1] - The deal is expected to close within 12 to 15 months, with Black Hills shareholders owning about 56% of the combined company post-transaction [1] Group 2: Market Reaction - As of the report, Black Hills' stock was down 0.53% in pre-market trading, while NorthWestern's stock was up 3.53% [1]
Black Hills Corp. and NorthWestern Energy to Combine in All-Stock Merger to Create a Premier Regional Regulated Electric and Natural Gas Utility Company
GlobeNewswire News Room· 2025-08-19 11:00
Core Viewpoint - The merger between Black Hills Corp. and NorthWestern Energy Group is expected to create a premier regional regulated electric and natural gas utility company, enhancing scale, financial strength, and long-term value for stakeholders [1][2]. Transaction Overview - The merger is an all-stock, tax-free transaction with a pro forma market capitalization of approximately $7.8 billion and a combined enterprise value of $15.4 billion [1]. - NorthWestern shareholders will receive a fixed exchange ratio of 0.98 shares of Black Hills for each share of NorthWestern, implying a 4% premium [3]. Strategic and Financial Rationale - The combined company will serve approximately 2.1 million customers across eight states, with a total rate base of approximately $11.4 billion [4][7]. - The merger is expected to support a long-term EPS growth rate of 5% to 7%, greater than the standalone growth rates of both companies [7]. - The combined investment plans from 2025 to 2029 exceed $7 billion, focusing on critical infrastructure to meet rising energy demand [7]. Leadership and Governance - The leadership team will include executives from both companies, with Brian Bird serving as CEO and a board comprising six directors from Black Hills and five from NorthWestern [9][10]. - The combined company will be headquartered in Rapid City, South Dakota, maintaining a strong operational presence across its service territory [11]. Community and Environmental Commitment - The merger aims to advance a clean energy future through investments in renewable energy and infrastructure modernization [8]. - Both companies are committed to maintaining strong community support and corporate citizenship across their service areas [8].
Wall Street's Most Accurate Analysts Weigh In On 3 Utilities Stocks With Over 3% Dividend Yields
Benzinga· 2025-08-08 11:26
Core Insights - During market turbulence, investors often seek dividend-yielding stocks, which typically have high free cash flows and offer substantial dividends [1] Group 1: Analyst Ratings and Stock Performance - Edison International (EIX) has a dividend yield of 6.02%. Barclays analyst Nicholas Campanella maintained an Overweight rating and raised the price target from $64 to $65 on August 4, 2025, with an accuracy rate of 68%. Morgan Stanley analyst David Arcaro maintained an Underweight rating and reduced the price target from $52 to $51 on June 18, 2025, with an accuracy rate of 71%. Recent news indicated that Edison International posted disappointing second-quarter earnings [7] - Northwest Natural Holding Company (NWN) has a dividend yield of 4.89%. Stifel analyst Selman Akyol maintained a Buy rating and increased the price target from $45 to $49 on June 13, 2025, with an accuracy rate of 71%. Wells Fargo analyst Sarak Akers maintained an Equal-Weight rating and raised the price target from $45 to $47 on May 7, 2025, with an accuracy rate of 69%. Recent news showed mixed quarterly results for Northwest Natural [7] - NorthWestern Energy Group, Inc. (NWE) has a dividend yield of 4.77%. Ladenburg Thalmann analyst Paul Fremont downgraded the stock from Buy to Neutral and cut the price target from $57.5 to $56 on June 2, 2025, with an accuracy rate of 61%. Barclays analyst Eric Beaumont maintained an Overweight rating and raised the price target from $56 to $59 on April 22, 2025, with an accuracy rate of 69%. Recent news indicated that NorthWestern posted better-than-expected quarterly results [7]
NorthWestern (NWE) - 2025 Q2 - Earnings Call Transcript
2025-07-31 20:30
Financial Data and Key Metrics Changes - The company reported GAAP diluted EPS of $0.35, down from $0.52 in the prior period, while non-GAAP diluted EPS was $0.40 compared to $0.53 in the previous year [6][10][17] - Year-to-date results showed net income and EPS in line with 2024, indicating a flat performance against the prior period [12] - The company is initiating its 2025 earnings guidance range of $3.53 to $3.65, with a long-term earnings growth target of 4% to 6% [6][20] Business Line Data and Key Metrics Changes - Quarterly earnings were primarily driven by rate recovery, contributing 24¢ of margin improvement, offset by unfavorable weather and increased operating costs [13][14] - Electric transmission showed an improvement of $0.07, while gas transportation improved by $0.02 [14] Market Data and Key Metrics Changes - The company completed the acquisition of Energy West and Cutbank Gas facilities, adding 33,000 customers and 43 employees [7] - The company is actively pursuing large load customers, particularly in data centers, with significant interest in both Montana and South Dakota [30][31] Company Strategy and Development Direction - The company aims to invest in data centers and large load opportunities, with a focus on achieving a total return of 9% to 11% through strategic capital investments [8] - Legislative outcomes, such as the Montana wildfire bill and transmission bill, are expected to provide better regulatory certainty and support for utility investments [22][26] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to navigate regulatory challenges and achieve growth targets, emphasizing the importance of the Montana rate review outcome [20][70] - The company anticipates continued interest in data centers and plans to file tariffs to support these customers [30][31] Other Important Information - A dividend of 66¢ per share was declared, payable on September 30, 2025 [7] - The company expects to conclude the year above its downside cash flow threshold despite a dip in cash flows for the quarter [17] Q&A Session Summary Question: Update on data center ESAs - Management indicated that they are wrapping up transmission service issues and expect at least one ESA to be signed by the next call in October [42][44] Question: Addressing load requirements for expanding data center interest - The company is working with data centers on potential self-generation and build-transfer capabilities to meet load requirements [44][45] Question: Timing for megawatt ramp-up on the system - Management stated that the ramp-up will primarily occur in 2027, with some smaller contributions in 2026 [62] Question: Handling costs after acquiring facilities - The company plans to make a filing to address recovery of costs associated with the acquisition and maintain options for both Montana and FERC regulated approaches [64][66]
NorthWestern (NWE) - 2025 Q2 - Earnings Call Presentation
2025-07-31 19:30
Financial Performance - NorthWestern Energy reported GAAP diluted EPS of $0.35 and non-GAAP diluted EPS of $0.40 for the second quarter of 2025[4] - The company is initiating 2025 earnings guidance range of $3.53 - $3.65[4] - Second quarter net income decreased by $10.5 million or 33.1% on a GAAP basis, and $8.1 million or 25.2% on a non-GAAP basis compared to the prior period[14, 21] - Diluted earnings per share decreased by $0.17 or 32.7% on a GAAP basis, and $0.13 or 24.5% on a non-GAAP basis for the second quarter[14, 22] - Year-to-date net income increased by $1.5 million or 1.6% on a GAAP basis, and $0.2 million or 0.2% on a non-GAAP basis[23, 28] - Year-to-date diluted earnings per share increased by $0.02 or 1.3% on a GAAP basis, with no change on a non-GAAP basis[24, 29] Growth and Investment - The company is affirming long-term rate base and earnings per share growth rate targets of 4% - 6%[4] - A capital investment of $2.74 billion is forecasted over the next five years, expected to drive annualized earnings and rate base growth of approximately 4% - 6%[11] - The company signed a third Letter of Intent with a 500+ megawatt data center developer[8] Rate Review and Regulatory Updates - Montana electric rate review includes a proposed partial settlement with a $14.6 million increase[41] - The proposed partial settlement for Montana electric rates would result in a $4.63 or 4.2% increase in the typical residential monthly bill[44] - Montana natural gas rate review includes a joint settlement position with an $18.1 million increase[47]
NorthWestern (NWE) - 2025 Q2 - Quarterly Results
2025-07-31 13:31
[Overview of Second Quarter 2025 Results](index=1&type=section&id=NorthWestern%20Reports%20Second%20Quarter%202025%20Financial%20Results) [Financial Highlights](index=1&type=section&id=Financial%20Highlights) NorthWestern Energy reported a decrease in second-quarter net income and earnings per share compared to the prior year, primarily due to unfavorable weather impacting usage, higher operating costs, and delays in Montana rate implementation. The company has initiated its 2025 earnings guidance and affirmed its long-term growth targets and capital plan Q2 2025 vs Q2 2024 Key Financial Metrics | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net Income | $21.2 million | $31.7 million | | GAAP Diluted EPS | $0.35 | $0.52 | | Non-GAAP Net Income | $24.1 million | $32.2 million | | Non-GAAP Diluted EPS | $0.40 | $0.53 | - The decrease in earnings was primarily driven by lower retail gas and electric usage due to weather, non-recoverable Montana electric supply costs, and increased depreciation, operating, and interest expenses. These were partially offset by higher retail rates and transmission revenues[2](index=2&type=chunk) - The company announced 2025 earnings guidance of **$3.53 to $3.65** per diluted share and affirmed its **$531 million** capital plan for 2025[6](index=6&type=chunk) [CEO Commentary](index=1&type=section&id=CEO%20Commentary) CEO Brian Bird highlighted strong operational performance, the successful acquisition of Energy West's Montana assets, and progress on a third large-load data center project. He noted that Q2 earnings, while lower than last year, met expectations, with the decline attributed to delays in implementing updated interim rates in Montana. A final decision on the rate review is anticipated in Q4 2025 - Successfully completed the acquisition of Energy West's natural gas system in Montana on July 1, adding over **33,000 customers** and **43 employees**[4](index=4&type=chunk) - Announced a third large-load letter of intent with Quantica Infrastructure for a proposed **500-megawatt** data center project in Montana[4](index=4&type=chunk) - Q2 earnings were impacted by a delay in implementing updated interim electric rates in Montana, which were adjusted in late May. A final outcome in the rate review is expected in early Q4 2025[5](index=5&type=chunk) [Financial Outlook](index=2&type=section&id=FINANCIAL%20OUTLOOK) [2025 Guidance and Long-Term Targets](index=2&type=section&id=2025%20Guidance%20and%20Long-Term%20Targets) The company has initiated its 2025 non-GAAP EPS guidance at $3.53 - $3.65 and affirmed its long-term growth targets. The guidance is based on several assumptions, including normal weather and a favorable outcome in the Montana rate review. The capital investment plan for 2025-2029 remains on track, supporting a 4% to 6% rate base growth Financial Guidance and Targets | Metric | Target/Range | | :--- | :--- | | 2025 Non-GAAP Diluted EPS Guidance | $3.53 - $3.65 | | Long-Term (5-Year) EPS Growth Rate | 4% to 6% (from 2024 base of $3.40) | | 2025-2029 Capital Investment Plan | $2.7 billion | | Long-Term Rate Base Growth Rate | 4% to 6% (from 2024 base of ~$5.4B) | - Key assumptions for 2025 guidance include final approval of the Montana rate review settlement, normal weather, an effective tax rate of **12%-15%**, and **~61.5 million** diluted average shares outstanding[10](index=10&type=chunk) - The capital program will be funded by cash from operations and debt. Equity financing may be required for incremental investments in generation, transmission, or other strategic opportunities[8](index=8&type=chunk) [Dividend Declared](index=2&type=section&id=Dividend%20Declared) The Board of Directors declared a quarterly dividend of $0.66 per share, payable on September 30, 2025. The company remains committed to its long-term dividend payout ratio target - A quarterly dividend of **$0.66** per share was declared, payable September 30, 2025, to shareholders of record as of September 15, 2025[9](index=9&type=chunk) - The company maintains its long-term target dividend payout ratio of **60-70%**[9](index=9&type=chunk) [Company Updates](index=4&type=section&id=COMPANY%20UPDATES) [Regulatory Update](index=4&type=section&id=Regulatory%20Update) The company is progressing through a major electric and natural gas rate review in Montana, with partial settlements filed and a final order expected in Q4 2025. Revised interim electric rates were implemented in July 2025. In Nebraska, a settlement was approved, increasing natural gas base rate revenue by $2.4 million annually - In the Montana rate review, partial settlements have been filed for both electric and natural gas services. A hearing was held in June 2025, with a final MPSC order expected to determine final rates[11](index=11&type=chunk)[21](index=21&type=chunk) Montana Rate Review - Total Requested Revenue Increase (Settlement Agreements) | Service | Requested Revenue Increase (in millions) | | :--- | :--- | | Electric | $14.6 | | Natural Gas | $18.1 | - The Nebraska Public Service Commission approved a settlement increasing annual natural gas base rate revenue by **$2.4 million**, with new rates effective July 1, 2025[21](index=21&type=chunk) [Strategic and Operational Developments](index=6&type=section&id=Strategic%20and%20Operational%20Developments) NorthWestern Energy is actively pursuing strategic growth and operational enhancements. The company completed the acquisition of Energy West's Montana assets, signed a third letter of intent for a major data center load, and will benefit from new state legislation that streamlines transmission construction and provides wildfire liability protections. Additionally, the company is moving forward with acquiring partners' shares in the Colstrip power plant - **Energy West Acquisition:** Completed the acquisition of Energy West's Montana natural gas assets on July 1, 2025, for **~$36.5 million**, adding approximately **33,000 customers**[24](index=24&type=chunk) - **Data Center Growth:** Signed a third nonbinding letter of intent with Quantica Infrastructure for a data center with a potential load of up to **500 megawatts** by 2030[26](index=26&type=chunk) - **Wildfire Mitigation:** New Montana legislation (House Bill 490) establishes liability protections for electric providers related to wildfire prevention efforts, contingent on following an approved wildfire mitigation plan[25](index=25&type=chunk) - **Transmission Construction:** New Montana law (Senate Bill 301) aims to expedite and streamline the construction process for electric transmission lines to meet growing demand[27](index=27&type=chunk) - **Colstrip Acquisitions:** Entered definitive agreements to acquire Avista's and Puget's interests in Colstrip Units 3 and 4 for **$0**, with the transaction expected to close on December 31, 2025[28](index=28&type=chunk) [Environmental Update](index=5&type=section&id=Environmental%20Update) The company is navigating new EPA rules for coal-fired facilities. A presidential proclamation has provided a temporary exemption through mid-2029 from the MATS Rule for key plants, including Colstrip, and the EPA has proposed rescinding the 2024 MATS Rule - Final EPA GHG and MATS rules released in April 2024 would require expensive, potentially unachievable upgrades at Colstrip Units 3 and 4, with compliance dates as early as 2027[22](index=22&type=chunk) - A presidential proclamation issued on April 8, 2025, exempts Colstrip, Big Stone, and Coyote plants from the MATS Rule through July 8, 2029[22](index=22&type=chunk) - On June 11, 2025, the EPA issued a Notice of Proposed Rulemaking to rescind the 2024 MATS Rule[23](index=23&type=chunk) [Financial Results](index=8&type=section&id=Financial%20Results) [Consolidated Statement of Income](index=8&type=section&id=CONSOLIDATED%20STATEMENT%20OF%20INCOME) For the second quarter of 2025, total revenues increased to $342.7 million from $319.9 million in the prior-year period. However, higher operating expenses, particularly in property taxes and depreciation, led to a slight decrease in operating income and a more significant drop in net income to $21.2 million, compared to $31.7 million in Q2 2024 Consolidated Statement of Income (in millions, except per share data) | Metric | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $342.7 | $319.9 | $809.3 | $795.3 | | Total Operating Expenses | $281.9 | $258.3 | $623.8 | $631.6 | | Operating Income | $60.8 | $61.6 | $185.5 | $163.7 | | Net Income | $21.2 | $31.7 | $98.2 | $96.7 | | Diluted EPS | $0.35 | $0.52 | $1.60 | $1.58 | [Reconciliation of Quarterly Changes (Variance Analysis)](index=9&type=section&id=RECONCILIATION%20OF%20PRIMARY%20CHANGES%20DURING%20THE%20QUARTER) The diluted EPS decreased by $0.17 from Q2 2024 to Q2 2025. Positive impacts from higher rates (+$0.23) and transmission revenue (+$0.07) were more than offset by increased operating expenses (-$0.12), depreciation (-$0.07), interest expense (-$0.05), and lower retail volumes for both gas and electric (-$0.09 combined) Key Drivers of Change in Diluted EPS (Q2 2025 vs. Q2 2024) | Driver | Impact on Diluted EPS | | :--- | :--- | | **Positive Drivers** | | | Rates | +$0.23 | | Electric transmission revenue | +$0.07 | | **Negative Drivers** | | | Operating, maintenance, and administrative | -$0.12 | | Depreciation | -$0.07 | | Interest expense | -$0.05 | | Natural gas retail volumes | -$0.05 | | Montana property tax tracker collections | -$0.05 | | Electric retail volumes | -$0.04 | [Explanation of Consolidated Results](index=10&type=section&id=EXPLANATION%20OF%20CONSOLIDATED%20RESULTS) The company's non-GAAP Utility Margin increased by 9.9% to $267.4 million, driven by interim rates and higher transmission revenue, but partially offset by lower retail volumes due to unfavorable weather. Operating expenses (excluding fuel) rose 13.6%, primarily due to higher property taxes, depreciation from plant additions, and increased insurance premiums. Higher interest expense and lower other income also contributed to the decline in net income - Consolidated non-GAAP Utility Margin increased by **$24.0 million (9.9%)** YoY, primarily due to interim rates (+$17.9M) and higher transmission revenue (+$5.7M)[34](index=34&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk) - Lower electric and natural gas retail volumes were driven by unfavorable spring weather, which impacted residential demand[37](index=37&type=chunk) - Operating expenses (excluding fuel) increased by **$24.8 million (13.6%)**, driven by property taxes (+$11.9M), depreciation (+$5.5M), and O&M (+$4.9M). Key O&M drivers were maintenance, insurance, and wildfire mitigation costs[39](index=39&type=chunk)[40](index=40&type=chunk) - Interest expense increased by **$4.4 million** due to higher borrowings and interest rates[43](index=43&type=chunk) - The effective tax rate for Q2 2025 was **13.7%**, compared to **11.8%** in Q2 2024[45](index=45&type=chunk) [Adjusted Non-GAAP Earnings](index=15&type=section&id=Adjusted%20Non-GAAP%20Earnings) The company provides a reconciliation of GAAP to non-GAAP earnings to adjust for items not reflective of ongoing performance. For Q2 2025, adjustments were made for unfavorable weather and a penalty related to the Community Renewable Energy Project. This resulted in an adjusted non-GAAP diluted EPS of $0.40, compared to the GAAP EPS of $0.35 Reconciliation of GAAP to Non-GAAP EPS (Q2 2025) | Item | Pre-tax Income (in millions) | Net Income (in millions) | Diluted EPS | | :--- | :--- | :--- | :--- | | **Reported GAAP** | **$24.6** | **$21.2** | **$0.35** | | Unfavorable weather | $2.5 | $1.9 | $0.03 | | CREP Penalty | $1.0 | $1.0 | $0.02 | | **Adjusted Non-GAAP** | **$28.1** | **$24.1** | **$0.40** | - Adjusted non-GAAP diluted EPS for Q2 2025 was **$0.40**, compared to **$0.53** in the same period of 2024[51](index=51&type=chunk) [Liquidity and Other Considerations](index=13&type=section&id=LIQUIDITY%20AND%20OTHER%20CONSIDERATIONS) [Liquidity and Capital Resources](index=13&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, NorthWestern Energy maintained a solid liquidity position with total net liquidity of approximately $317.9 million. This figure includes cash on hand and availability under its revolving credit facility - Total net liquidity was **$317.9 million** as of June 30, 2025, consisting of **$2.9 million** in cash and **$315.0 million** in revolving credit facility availability[47](index=47&type=chunk) - This represents a decrease from the **$393.4 million** in total net liquidity reported on June 30, 2024[47](index=47&type=chunk) [Earnings Per Share Calculation](index=14&type=section&id=Earnings%20Per%20Share) The calculation of diluted earnings per share for Q2 2025 was based on a weighted average of 61.5 million shares outstanding. This includes the dilutive effect of performance share awards, which are factored in using the treasury stock method Weighted Average Shares Outstanding (Diluted) | Period | Diluted Shares | | :--- | :--- | | Three Months Ended June 30, 2025 | 61,483,946 | | Three Months Ended June 30, 2024 | 61,357,348 |