Part I. Financial Information Item 1. Financial Statements (Unaudited) This section presents the unaudited consolidated financial statements and accompanying notes for the three and nine months ended June 30, 2025 Consolidated Statements of Income and Earnings Reinvested in the Business Net income for the nine months ended June 30, 2025, rose to $411.2 million, driven by a 15.2% increase in operating revenues Consolidated Income Statement Highlights (Nine Months Ended June 30) | Financial Metric | 2025 (Thousands USD) | 2024 (Thousands USD) | Change | | :--- | :--- | :--- | :--- | | Operating Revenues | $1,811,262 | $1,572,742 | +15.2% | | Operating Income | $633,694 | $406,294 | +56.0% | | Net Income | $411,162 | $245,134 | +67.7% | | Diluted EPS | $4.51 | $2.65 | +70.2% | Consolidated Balance Sheets As of June 30, 2025, total assets grew slightly to $8.45 billion, supported by increased property, plant, and equipment Key Balance Sheet Items | Balance Sheet Item | June 30, 2025 (Thousands USD) | September 30, 2024 (Thousands USD) | | :--- | :--- | :--- | | Total Assets | $8,446,160 | $8,319,770 | | Total Current Assets | $408,155 | $355,919 | | Long-Term Debt, Net | $2,381,852 | $2,188,243 | | Total Comprehensive Shareholders' Equity | $2,975,488 | $2,848,343 | Consolidated Statements of Cash Flows Net cash from operations remained stable at $862.3 million for the nine months ended June 30, 2025, while investing and financing activities resulted in cash outflows Cash Flow Summary (Nine Months Ended June 30) | Cash Flow Activity | 2025 (Thousands USD) | 2024 (Thousands USD) | | :--- | :--- | :--- | | Net Cash Provided by Operating Activities | $862,276 | $868,015 | | Net Cash Used in Investing Activities | $(617,964) | $(685,571) | | Net Cash Used in Financing Activities | $(243,217) | $(156,477) | | Net Increase in Cash | $1,095 | $25,967 | Notes to Condensed Consolidated Financial Statements Key disclosures include a $108.3 million impairment charge, a $1.0 billion debt issuance, and $53.8 million in share repurchases - A non-cash, pre-tax impairment charge of $108.3 million was recognized in the Exploration and Production segment for the quarter ended December 31, 2024, as the book value of properties exceeded the SEC full cost ceiling32 - On February 19, 2025, the company issued $1.0 billion in new notes ($500 million of 5.50% notes due 2030 and $500 million of 5.95% notes due 2035)80 - During the nine months ended June 30, 2025, the company repurchased 828,720 shares of its common stock for a total cost of $53.8 million under its $200 million share repurchase program77 - The company's New York utility division received approval for a three-year rate plan authorizing a revenue requirement increase of $57.3 million in fiscal 202596 Management's Discussion and Analysis of Financial Condition and Results of Operations Management analyzes financial performance, segment results, liquidity, and capital resources, highlighting earnings drivers and strategic initiatives Overview The company is advancing major pipeline projects while managing a significant impairment charge, a new rate plan, and substantial capital market activities - The company is advancing two key pipeline expansion projects: the Tioga Pathway Project ($101M estimated cost) and the Shippingport Lateral Project ($57M estimated cost)105106107 - A non-cash impairment charge of $108.3 million ($79.1 million after-tax) was recorded in the Exploration and Production segment during the quarter ended December 31, 2024109 - In February 2025, the company issued $1.0 billion in new notes to refinance existing debt and repurchased 828,720 shares for $53.8 million during the nine-month period110112 Results of Operations Consolidated earnings increased by $166.1 million, primarily driven by a $135.2 million earnings rise in the Exploration and Production segment Earnings by Segment (Nine Months Ended June 30) | Segment | 2025 Earnings (Thousands USD) | 2024 Earnings (Thousands USD) | Change (Thousands USD) | | :--- | :--- | :--- | :--- | | Exploration and Production | $137,722 | $2,521 | $135,201 | | Pipeline and Storage | $93,019 | $85,482 | $7,537 | | Gathering | $83,483 | $82,510 | $973 | | Utility | $101,040 | $73,848 | $27,192 | | Total Consolidated | $411,162 | $245,134 | $166,028 | - The Exploration and Production segment's revenue increased by $125.2 million, driven by a $0.28 per Mcf increase in the weighted average natural gas price and a 14.7 Bcf increase in production128 - The Utility segment's earnings increased by $27.2 million, primarily due to the impact of new base rates in its New York jurisdiction, which contributed $25.2 million to the increase153 Capital Resources and Liquidity The company maintained strong liquidity through operations and borrowings, funding $596.0 million in capital expenditures and managing debt effectively - Net cash from operating activities was $862.3 million for the nine months ended June 30, 2025, a slight decrease from $868.0 million in the prior year period168 Capital Expenditures by Segment (Nine Months Ended June 30) | Segment | 2025 (Millions USD) | 2024 (Millions USD) | | :--- | :--- | :--- | | Exploration and Production | $354.4 | $399.8 | | Pipeline and Storage | $58.1 | $68.8 | | Gathering | $58.2 | $69.1 | | Utility | $128.3 | $117.5 | | Total | $596.0 | $655.5 | - The company maintains a $1.0 billion unsecured revolving credit facility, extended through February 2029, with a debt-to-capitalization ratio of 0.45, well below the 0.65 limit184187 Quantitative and Qualitative Disclosures About Market Risk This section cross-references the Management's Discussion and Analysis for disclosures on the company's exposure to market risks - The report directs readers to the "Market Risk Sensitive Instruments" section in Item 2 (MD&A) for disclosures on market risk219 Controls and Procedures Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - Based on an evaluation as of the end of the reporting period, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective220 - There were no changes in the company's internal control over financial reporting during the quarter ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, these controls221 Part II. Other Information Legal Proceedings This section refers to other report sections for details on legal, environmental, and regulatory matters - For information on legal proceedings, the report refers to Note 7 (Commitments and Contingencies) and the MD&A section covering environmental and regulatory matters222 Risk Factors The company reports no material changes to the risk factors previously disclosed in its 2024 Form 10-K and subsequent filings - There have been no material changes to the risk factors disclosed in the Company's 2024 Form 10-K and the Form 10-Q for the quarter ended March 31, 2025223 Unregistered Sales of Equity Securities and Use of Proceeds The company details unregistered share issuances to directors and provides a breakdown of its quarterly share repurchase activities Issuer Purchases of Equity Securities (For the Quarter Ended June 30, 2025) | Period | Total Shares Purchased | Average Price Paid per Share | Shares Purchased as Part of Program | | :--- | :--- | :--- | :--- | | Apr. 1 - 30, 2025 | 64,677 | $73.72 | 53,952 | | May 1 - 31, 2025 | 11,376 | $81.35 | — | | Jun. 1 - 30, 2025 | 11,433 | $81.62 | — | | Total | 87,486 | $75.35 | 53,952 | - As of June 30, 2025, approximately $82.1 million remained available for future purchases under the company's $200 million share repurchase plan226227 Other Information The company confirms no directors or officers adopted or terminated Rule 10b5-1 trading arrangements during the quarter - No director or officer adopted or terminated any "Rule 10b5–1 trading arrangement" or "non-Rule 10b5–1 trading arrangement" during the quarter ended June 30, 2025228 Exhibits This section lists all exhibits filed with the report, including officer certifications and interactive data files - The exhibits filed with this report include CEO and CFO certifications (Exhibits 31.1, 31.2, 32) and interactive data files in Inline XBRL format (Exhibit 101)229230
National Fuel Gas pany(NFG) - 2025 Q3 - Quarterly Report