ATMOS ENERGY CORP

Previous wording

Atmos Energy's vision is to be the safest provider of natural gas services. Our commitment to this vision requires significant levels of capital spending to modernize our natural gas distribution system and operating costs to deliver natural gas safely and reliably and in full compliance with the various safety regulations impacting our business. We have the ability to begin recovering a significant portion of our expenditures timely through rate designs and mechanisms that reduce or eliminate regulatory lag and separate the recovery of our approved rate from customer usage patterns. The execution of our capital spending program, the ability to recover these expenditures timely, and our ability to access the capital markets to satisfy our financing needs are the primary drivers that affect our financial performance.

Current wording

Our vision is to be the safest provider of natural gas services. Our commitment to this vision requires significant levels of capital spending to modernize our natural gas distribution system and operating costs to deliver natural gas safely and reliably and in full compliance with the various safety regulations impacting our business. We have the ability to begin recovering a significant portion of our expenditures timely through rate designs and mechanisms that reduce or eliminate regulatory lag and separate the recovery of our approved rate from customer usage patterns. The execution of our capital spending program, the ability to recover these expenditures timely, and our ability to access the capital markets to satisfy our financing needs are the primary drivers that affect our financial performance.

Previous wording

Our critical accounting policies are reviewed periodically by the Audit Committee of our Board of Directors. There were no significant changes to these critical accounting policies during the three months ended December 31, 2024.

Current wording

Our critical accounting policies are reviewed periodically by the Audit Committee of our Board of Directors. There were no significant changes to these critical accounting policies during the six months ended March 31, 2025.

Previous wording

During the three months ended December 31, 2024, we recorded net income of $351.9 million, or $2.23 per diluted share, compared to net income of $311.3 million, or $2.08 per diluted share for the three months ended December 31, 2023.

Current wording

During the six months ended March 31, 2025, we recorded net income of $837.4 million, or $5.26 per diluted share, compared to net income of $743.3 million, or $4.93 per diluted share for the six months ended March 31, 2024.

Previous wording

The 13 percent year-over-year increase in net income largely reflects positive rate outcomes driven by safety and reliability spending, partially offset by higher bad debt expense, depreciation and property tax expenses, and higher spending on certain operating expenses, as well as higher interest expense.

Current wording

The 13 percent year-over-year increase in net income largely reflects positive rate outcomes driven by safety and reliability spending, partially offset by higher bad debt expense, depreciation and property tax expenses, and higher spending on certain operating expenses.

Previous wording

During the three months ended December 31, 2024, we implemented, or received approval to implement, ratemaking regulatory actions which resulted in an increase in annual operating income of $150.5 million. Additionally, as of December 31, 2024, we had ratemaking efforts in progress seeking a total increase in annual operating income of $95.4 million.

Current wording

During the six months ended March 31, 2025, we implemented, or received approval to implement, ratemaking regulatory actions which resulted in an increase in annual operating income of $152.6 million. Additionally, as of March 31, 2025, we had ratemaking efforts in progress seeking a total increase in annual operating income of $224.7 million.

Previous wording

Capital expenditures for the three months ended December 31, 2024 were $891.2 million. Approximately 86 percent was invested to improve the safety and reliability of our distribution and transportation systems, with a significant portion of this investment incurred under regulatory mechanisms that reduce lag to six months or less.

Current wording

Capital expenditures for the six months ended March 31, 2025 were $1,730.9 million. Approximately 85 percent was invested to improve the safety and reliability of our distribution and transportation systems, with a significant portion of this investment incurred under regulatory mechanisms that reduce lag to six months or less.

Previous wording

During the three months ended December 31, 2024, we completed approximately $1.0 billion of long-term debt and equity financing. As of December 31, 2024, our equity capitalization was 60.3 percent. As of December 31, 2024, we had approximately $5.2 billion in total liquidity, consisting of $584.5 million in cash and cash equivalents, $1,475.8 million in funds available through equity forward sales agreements and $3,094.4 million in undrawn capacity under our credit facilities.

Current wording

During the six months ended March 31, 2025, we completed approximately $1.0 billion of long-term debt and equity financing. As of March 31, 2025, our equity capitalization was 60.9 percent. As of March 31, 2025, we had approximately $5.3 billion in total liquidity, consisting of $543.5 million in cash and cash equivalents, $1,659.6 million in funds available through equity forward sales agreements and $3,094.4 million in undrawn capacity under our credit facilities.

Previous wording

•an $11.0 million increase in employee-related costs primarily due to an increase in headcount to support company growth.

Current wording

•a $15.6 million increase in employee-related costs primarily due to an increase in headcount to support company growth.

Previous wording

•a $50.7 million increase in rate adjustments, primarily in our Mid-Tex Division.

Current wording

•a $137.1 million increase in rate adjustments, primarily in our Mid-Tex Division.

Previous wording

•a $6.0 million increase related to residential customer growth, primarily in our Mid-Tex Division, and increased industrial load.

Current wording

•a $14.4 million increase related to residential customer growth, primarily in our Mid-Tex Division, and increased industrial load.

Previous wording

•a $13.6 million decrease in refunds of excess deferred taxes to customers, which is substantially offset in income tax expense.

Current wording

•a $32.2 million decrease in refunds of excess deferred taxes to customers, which is substantially offset in income tax expense.

Previous wording

•a $15.0 million increase in bad debt expense due to a regulatory change in Mississippi in the first quarter of fiscal 2024, as discussed in Note 6 to the condensed consolidated financial statements.

Current wording

•a $15.7 million increase in bad debt expense due to a regulatory change in Mississippi in the first quarter of fiscal 2024, as discussed in Note 6 to the condensed consolidated financial statements.

Previous wording

The amounts described in the following sections represent the operating income that was requested or received in each rate filing, which may not necessarily reflect the stated amount referenced in the final order, as certain operating costs may have changed as a result of a commission’s or other governmental authority’s final ruling. During the first three months of fiscal 2025, we implemented, or received approval to implement, regulatory proceedings, resulting in a $150.5 million increase in annual operating income as summarized below. Our ratemaking outcomes include the refund (return) of excess deferred income taxes (EDIT) resulting from previously enacted tax reform legislation and do not reflect the true economic benefit of the outcomes because they do not include the corresponding income tax benefit. Excluding these amounts, our total rate outcomes for ratemaking activities for the three months ended December 31, 2024 were $151.3 million.

Current wording

The amounts described in the following sections represent the operating income that was requested or received in each rate filing, which may not necessarily reflect the stated amount referenced in the final order, as certain operating costs may have changed as a result of a commission’s or other governmental authority’s final ruling. During the first six months of fiscal 2025, we implemented, or received approval to implement, regulatory proceedings, resulting in a $152.6 million increase in annual operating income as summarized below. Our ratemaking outcomes include the refund (return) of excess deferred income taxes (EDIT) resulting from previously enacted tax reform legislation and do not reflect the true economic benefit of the outcomes because they do not include the corresponding income tax benefit. Excluding these amounts, our total rate outcomes for ratemaking activities for the six months ended March 31, 2025 were $153.3 million.

Previous wording

The following ratemaking efforts seeking $95.4 million in increased annual operating income were in progress as of December 31, 2024:

Current wording

The following ratemaking efforts seeking $147.5 million in increased annual operating income were in progress as of March 31, 2025:

Previous wording

(2) The Kansas Corporation Commission approved the Ad Valorem filing on January 8, 2025, with rates effective February 1, 2025.

Current wording

(1) The Kansas Corporation Commission approved the SIP filing on March 25, 2025, with rates effective April 1, 2025.

Previous wording

(1) Infrastructure mechanisms in Texas, Louisiana, and Tennessee allow for the deferral of all expenses associated with capital expenditures incurred pursuant to these rules, which primarily consists of interest, depreciation and other taxes (Texas only), until the next rate proceeding (rate case or annual rate filing), at which time investment and costs would be recoverable through base rates.

Current wording

(1) Infrastructure mechanisms in Texas, Louisiana, and Tennessee allow for the deferral of all expenses associated with capital expenditures incurred pursuant to these rules, which primarily consists of interest, depreciation, and other taxes (Texas and Tennessee only), until the next rate proceeding (rate case or annual rate filing), at which time investment and costs would be recoverable through base rates.

Previous wording

The following annual formula rate mechanisms were approved during the three months ended December 31, 2024:

Current wording

The following annual formula rate mechanisms were approved during the six months ended March 31, 2025:

Previous wording

A rate case is a formal request from Atmos Energy to a regulatory authority to increase rates that are charged to our customers. Rate cases may also be initiated when the regulatory authorities request us to justify our rates. This process is referred to as a “show cause” action. Adequate rates are intended to provide for recovery of the Company’s costs as well as a fair rate of return and ensure that we continue to deliver reliable, reasonably priced natural gas service safely to our customers. There was no rate case activity completed in our distribution segment during the three months ended December 31, 2024.

Current wording

A rate case is a formal request from Atmos Energy to a regulatory authority to increase rates that are charged to our customers. Rate cases may also be initiated when the regulatory authorities request us to justify our rates. This process is referred to as a “show cause” action. Adequate rates are intended to provide for recovery of the Company’s costs as well as a fair rate of return and ensure that we continue to deliver reliable, reasonably priced natural gas service safely to our customers. There was no rate case activity completed in our distribution segment during the six months ended March 31, 2025.

Previous wording

The Company had no other ratemaking activity during the three months ended December 31, 2024.

Current wording

The following table summarizes other ratemaking activity during the six months ended March 31, 2025.

Previous wording

•a $7.9 million increase in APT's through-system activities primarily associated with increased spreads.

Current wording

•a $3.4 million increase in APT's through-system activities primarily associated with increased spreads.

Previous wording

•a $22.8 million increase primarily due to rate adjustments from the GRIP filing approved in May 2024, the System Safety and Integrity Rider filing approved in November 2024, and the rate case approved in December 2023.

Current wording

•a $48.2 million increase primarily due to rate adjustments from the GRIP filing approved in May 2024, the System Safety and Integrity Rider filing approved in November 2024, and the rate case approved in December 2023.

Previous wording

•a $9.2 million decrease in refunds of excess deferred taxes to customers, which is partially offset in income tax expense.

Current wording

•a $9.1 million decrease in refunds of excess deferred taxes to customers, which is partially offset in income tax expense.

Previous wording

On December 3, 2024, we filed a prospectus supplement under the shelf registration statement relating to an at-the-market (ATM) equity sales program under which we may issue and sell shares of our common stock up to an aggregate offering price of $1.7 billion through December 3, 2027 (including shares of common stock that may be sold pursuant to forward sale agreements entered into in connection with the ATM equity sales program), which expires December 3, 2027. This ATM equity sales program replaced our previous ATM equity sales program, filed on May 8, 2024. As of December 31, 2024, $1.2 billion of equity was available for issuance under our existing ATM equity sales program. Additionally, as of December 31, 2024, we had $1.5 billion in available proceeds from outstanding forward sale agreements. Additional details are summarized in Note 8 to the condensed consolidated financial statements.

Current wording

On December 3, 2024, we filed a prospectus supplement under the shelf registration statement relating to an at-the-market (ATM) equity sales program under which we may issue and sell shares of our common stock up to an aggregate offering price of $1.7 billion through December 3, 2027 (including shares of common stock that may be sold pursuant to forward sale agreements entered into in connection with the ATM equity sales program), which expires December 3, 2027. This ATM equity sales program replaced our previous ATM equity sales program, filed on May 8, 2024. As of March 31, 2025, $1.0 billion of equity was available for issuance under our existing ATM equity sales program. Additionally, as of March 31, 2025, we had $1.7 billion in available proceeds from outstanding forward sale agreements. Additional details are summarized in Note 8 to the condensed consolidated financial statements.

Previous wording

Cash flows from operating, investing, and financing activities for the three months ended December 31, 2024 and 2023 are presented below.

Current wording

Cash flows from operating, investing, and financing activities for the six months ended March 31, 2025 and 2024 are presented below.

Previous wording

For the three months ended December 31, 2024, we generated cash flow from operating activities of $282.0 million compared with $245.3 million for the three months ended December 31, 2023. Operating cash flow increased $36.7 million primarily due to the positive effects of successful rate case outcomes achieved in fiscal 2024.

Current wording

For the six months ended March 31, 2025, we generated cash flow from operating activities of $1,205.0 million compared with $991.9 million for the six months ended March 31, 2024. Operating cash flow increased $213.1 million primarily due to the positive effects of successful rate case outcomes achieved in fiscal 2024.

Previous wording

For the three months ended December 31, 2024, cash used for investing activities was $888.9 million compared to $764.4 million for the three months ended December 31, 2023. Capital spending in our distribution segment increased $86.5 million, primarily as a result of increased system modernization and customer growth spending. Capital spending in our pipeline and storage segment increased $35.0 million primarily due to increased spending for pipeline system safety and reliability in Texas.

Current wording

For the six months ended March 31, 2025, cash used for investing activities was $1,717.5 million compared to $1,409.3 million for the six months ended March 31, 2024. Capital spending in our distribution segment increased $148.3 million, primarily as a result of increased system modernization and customer growth spending. Capital spending in our pipeline and storage segment increased $167.0 million primarily due to increased spending for pipeline system safety and reliability in Texas.

Previous wording

For the three months ended December 31, 2024, our financing activities provided $887.5 million of cash compared with $785.3 million of cash used by financing activities in the prior-year period.

Current wording

For the six months ended March 31, 2025, our financing activities provided $748.8 million of cash compared with $661.9 million of cash provided by financing activities in the prior-year period.

Previous wording

In the three months ended December 31, 2024, we received approximately $1.0 billion in net proceeds from the issuance of long-term debt and equity. We completed a public offering of $650 million of 5.00% senior notes due December 2054, and received net proceeds from the offering, after the underwriting discount and offering expenses, of $639.4 million. Additionally, during the three months ended December 31, 2024, we settled 3,300,904 shares that had been sold on a forward basis for net proceeds of $379.5 million. The net proceeds were used primarily to support capital spending and for other general corporate purposes. Cash dividends increased due to an 8.1 percent increase in our dividend rate and an increase in shares outstanding.

Current wording

In the six months ended March 31, 2025, we received approximately $1.0 billion in net proceeds from the issuance of long-term debt and equity. We completed a public offering of $650 million of 5.00% senior notes due December 2054, and received net proceeds from the offering, after the underwriting discount and offering expenses, of $639.4 million. Additionally, during the six months ended March 31, 2025, we settled 3,300,904 shares that had been sold on a forward basis for net proceeds of $379.5 million. The net proceeds were used primarily to support capital spending and for other general corporate purposes. Cash dividends increased due to an 8.1 percent increase in our dividend rate and an increase in shares outstanding.

Previous wording

In the three months ended December 31, 2023, we received approximately $1.1 billion in net proceeds from the issuance of long-term debt and equity. We completed a public offering of $500 million of 6.20% senior notes due November 2053 and $400 million of 5.90% senior notes due November 2033, and received net proceeds from the offering, after the underwriting discount and offering expenses, of $889.4 million. Additionally, during the three months ended December 31, 2023, we settled 2,144,558 shares that had been sold on a forward basis for net proceeds of $254.0 million. The net proceeds were used primarily to support capital spending and for other general corporate purposes. Cash dividends increased due to an 8.8 percent increase in our dividend rate and an increase in shares outstanding.

Current wording

In the six months ended March 31, 2024, we received approximately $1.2 billion in net proceeds from the issuance of long-term debt and equity. We completed a public offering of $500 million of 6.20% senior notes due November 2053 and $400 million of 5.90% senior notes due November 2033, and received net proceeds from the offering, after the underwriting discount and offering expenses, of $889.4 million. Additionally, during the six months ended March 31, 2024, we settled 2,144,558 shares that had been sold on a forward basis for net proceeds of $254.0 million. The net proceeds were used primarily to support capital spending and for other general corporate purposes. Cash dividends increased due to an 8.8 percent increase in our dividend rate and an increase in shares outstanding.

Previous wording

The following table summarizes our share issuances for the three months ended December 31, 2024 and 2023:

Current wording

The following table summarizes our share issuances for the six months ended March 31, 2025 and 2024:

Previous wording

Our debt is rated by two rating agencies: Standard & Poor’s Corporation (S&P) and Moody’s Investors Service (Moody’s). Currently, our outlook and debt ratings, which are all considered investment grade, are as follows:

Current wording

Our debt is rated by two rating agencies: Standard & Poor’s Corporation (S&P) and Moody’s Investors Service (Moody’s). On April 2, 2025, Moody's reaffirmed its short-term credit rating, downgraded our long-term credit rating to A2, and placed our ratings under stable outlook. Currently, our outlook and debt ratings, which are all considered investment grade, are as follows:

Previous wording

Except as noted in Note 11 to the condensed consolidated financial statements, there were no significant changes in our contractual obligations and commercial commitments during the three months ended December 31, 2024.

Current wording

Except as noted in Note 11 to the condensed consolidated financial statements, there were no significant changes in our contractual obligations and commercial commitments during the six months ended March 31, 2025.

Previous wording

The following table shows the components of the change in fair value of our financial instruments for the three months ended December 31, 2024 and 2023:

Current wording

The following table shows the components of the change in fair value of our financial instruments for the three and six months ended March 31, 2025 and 2024:

Previous wording

The following tables present certain operating statistics for our distribution and pipeline and storage segments for the three months ended December 31, 2024 and 2023.

Current wording

The following tables present certain operating statistics for our distribution and pipeline and storage segments for the three and six months ended March 31, 2025 and 2024.