RGC RESOURCES INC
For the period ended Mar 31, 2025. Filed May 7, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 7, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-12-31; filed 2025-02-10.
0001437749-25-003304
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-07.
0001437749-25-015081
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 62 previous paragraphs and 73 current paragraphs.
29 unchanged; 31 reworded; 4 added; 1 removed; 1 previous and 9 current paragraphs rearranged.
Tables are not compared: 7 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (4)
Current report
Gross utility margin increased over the same period last year primarily as a result of the implementation of new non-gas base rates and increases in SAVE revenues and delivered volumes, offset by the reduction in WNA. As discussed in the Overview section, the WNA model adjusts for the impact of variability of temperatures during the heating season. The WNA model calculates what the corresponding volumes would be if temperatures were equivalent to the 30-year normal during each period and adjusts for the difference in margin from normal. In applying the WNA model to both the current and prior years, the WNA adjusted volumes would have been nearly the same between periods and the increase in volumetric margin net of the WNA reflects the impact of the non-gas rate increase and the increased usage by the single multi-fuel customer. The changes in the components of gas utility margin are summarized below:
Current report
Operations and maintenance expenses remained consistent with the same period last year. Contracted services increased approximately $109,000 during the quarter primarily due to inflationary pressures, which nearly offset the reduction in personnel costs. Total capitalized construction overheads declined by approximately $109,000 due to a reduction in direct construction expenditures related to Roanoke Gas capital projects. Costs associated with the RNG facility decreased approximately $80,000 due to timing differences.
Current report
Interest expense increased by $63,662, or 4%, primarily due to higher borrowing levels. Total average debt outstanding during the second quarter of fiscal 2025 increased by 4% from the second quarter of fiscal 2024. Roanoke Gas' interest expense increased by $30,743, or 3%, as total average debt outstanding increased by approximately $3,612,000 associated with net borrowings under the Company's line-of-credit. Midstream's interest expense increased by $32,919, or 5%, as the total average debt outstanding increased by approximately $1,824,000 associated with net borrowings under Midstream's revolving credit facilities. See Notes 6 and 7 of the consolidated financial statements for more information on the Company's debt.
Current report
Six Months Ended March 31, 2025:
Removed paragraphs (1)
Previous report
Following extended periods of regulatory and judicial delays, as well as receipt of authorization from the FERC, the MVP entered into service on June 14, 2024 and became available for interruptible or short-term firm transportation service. On July 1, 2024, the MVP commenced long-term firm capacity obligations. See the Equity Investment in Mountain Valley Pipeline section for additional information on the MVP.
Reworded paragraphs (31)
Previous wording
The three-month earnings presented herein should not be considered as reflective of the Company’s consolidated financial results for the fiscal year ending September 30, 2025. The total revenues and margins realized during the first three months reflect higher billings due to the weather-sensitive nature of the natural gas business.
Current wording
The three-month and six-month earnings presented herein should not be considered as reflective of the Company’s consolidated financial results for the fiscal year ending September 30, 2025. The total revenues and margins realized during the first six months reflect higher billings due to the weather-sensitive nature of the natural gas business.
Previous wording
Resources is an energy services company primarily engaged in the regulated sale and distribution of natural gas to approximately 63,400 residential, commercial and industrial customers in Roanoke, Virginia and surrounding localities through its Roanoke Gas subsidiary. Midstream, a wholly owned subsidiary of Resources, is a less than 1% investor in both the MVP and Southgate. The utility operations of Roanoke Gas are regulated by the SCC, which oversees the terms, conditions and rates charged to customers for natural gas service, safety standards, extension of service and depreciation. The Company is also subject to regulation from the United States Department of Transportation in regard to the construction, operation, maintenance, safety and integrity of its transmission and distribution pipelines. FERC regulates the prices for the transportation and delivery of natural gas to the Company’s distribution system and underground storage services. In addition, the Company is subject to other regulations which are not necessarily industry specific.
Current wording
Resources is an energy services company primarily engaged in the regulated sale and distribution of natural gas to approximately 63,700 residential, commercial and industrial customers in Roanoke, Virginia and surrounding localities through its Roanoke Gas subsidiary. Midstream, a wholly owned subsidiary of Resources, is a less than 1% investor in both the MVP and Southgate. The utility operations of Roanoke Gas are regulated by the SCC, which oversees the terms, conditions and rates charged to customers for natural gas service, safety standards, extension of service and depreciation. The Company is also subject to regulation from the United States Department of Transportation in regard to the construction, operation, maintenance, safety and integrity of its transmission and distribution pipelines. FERC regulates the prices for the transportation and delivery of natural gas to the Company’s distribution system and underground storage services. In addition, the Company is subject to other regulations which are not necessarily industry specific.
Previous wording
Nearly all of the Company’s revenues are derived from the sale and delivery of natural gas to Roanoke Gas customers based on rates and fees authorized by the SCC. These rates are designed to provide the Company with the opportunity to recover its gas and non-gas expenses and to earn a reasonable rate of return for shareholders based on normal weather. These rates are determined based on various rate applications filed with the SCC. Generally, investments related to extending service to new customers are recovered through the additional revenues generated by the non-gas base rates in place at that time. The investment in replacing and upgrading existing infrastructure, as well as recovering increases in non-gas expenses due to inflationary pressures, regulatory requirements or operational needs, are generally not recoverable until a formal rate application is filed to include the additional investment and higher costs, and new non-gas base rates are approved.
Current wording
Nearly all of the Company’s revenues are derived from the sale and delivery of natural gas to Roanoke Gas customers based on rates and fees authorized by the SCC. These rates are designed to provide the Company with the opportunity to recover its gas and non-gas expenses and to earn a reasonable rate of return for shareholders based on normal weather. These rates are determined based on various rate applications filed with the SCC. Generally, investments related to extending service to new customers are recovered through the additional revenues generated by the non-gas base rates in place at that time. The investment in replacing and upgrading existing non-SAVE infrastructure, as well as recovering increases in non-gas expenses due to inflationary pressures, regulatory requirements or operational needs, are generally not recoverable until a formal rate application is filed to include the additional investment and higher costs, and new non-gas base rates are approved.
Previous wording
On February 2, 2024, primarily in response to continued inflationary pressures, Roanoke Gas filed for an annual non-gas base rate increase of $4.33 million. The filing also reflected an increase in the Company's authorized return on equity from 9.44% to 10.35%. The new interim non-gas base rates went into effect for customer billings on or after July 1, 2024, subject to refund. On October 16, 2024, the Company reached a settlement with the SCC staff on all outstanding issues in the case. Under the terms of the settlement, the Company agreed to an annual incremental revenue requirement increase of $4.08 million based on a return on equity of 9.90%.
Current wording
On February 2, 2024, primarily in response to continued inflationary pressures, Roanoke Gas filed for an annual non-gas base rate increase of $4.33 million. The filing also reflected an increase in the Company's authorized return on equity from 9.44% to 10.35%. The new interim non-gas base rates went into effect for customer billings on or after July 1, 2024, subject to refund. On October 16, 2024, the Company reached a settlement with the SCC staff on all outstanding issues in the case. Under the terms of the settlement, the Company agreed to an annual incremental revenue requirement increase of $4.08 million based on a return on equity of 9.90%. On April 10, 2025, the SCC issued a final order approving the settlement in its entirety. The order also directed Roanoke Gas to refund the excess revenues collected during the time the interim rates were in effect with interest. The refund to customers, which was accrued in fiscal 2024 and reflected in regulatory liabilities, is expected to be completed during the Company's third quarter of fiscal 2025.
Previous wording
The SAVE Plan and Rider provides the Company with a mechanism through which it recovers costs related to qualified SAVE infrastructure investments on a prospective basis, until a rate application is filed incorporating these investments in non-gas base rates. Roanoke Gas filed and received approval from the SCC for an updated annual SAVE Rider rate which became effective October 1, 2024. As a result of the updated SAVE Rider, SAVE Plan revenues increased by approximately $273,000 for the three-month period ended December 31, 2024 compared to the same period last year when the recovery of all prior SAVE Plan investment was incorporated into the non-gas base rates that were effective January 1, 2023. The updated SAVE Rider is expected to result in approximately $1,389,000 of annualized SAVE-related revenues during fiscal 2025. Additional information regarding the SAVE Plan and Rider is provided under the Regulatory section below.
Current wording
The SAVE Plan and Rider provides the Company with a mechanism through which it recovers costs related to qualified SAVE infrastructure investments on a prospective basis, until a rate application is filed incorporating these investments in non-gas base rates. Roanoke Gas filed and received approval from the SCC for an updated annual SAVE Rider rate which became effective October 1, 2024. As a result of the updated SAVE Rider, SAVE Plan revenues increased by approximately $283,000 and $555,000, respectively, for the three-month and six-month periods ended March 31, 2025 compared to the same periods last year when the recovery of all prior SAVE Plan investment was incorporated into the non-gas base rates that were effective January 1, 2023. The updated SAVE Rider is expected to result in approximately $1,389,000 of annualized SAVE-related revenues during fiscal 2025. Additional information regarding the SAVE Plan and Rider is provided under the Regulatory section below.
Previous wording
The WNA mechanism reduces the volatility in earnings due to the variability in temperatures during the heating season. The WNA is based on the most recent 30-year temperature average and provides the Company with a level of earnings protection when weather is warmer than normal and provides its customers with price protection when weather is colder than normal. The WNA allows the Company to recover from its customers the lost margin (excluding gas costs) from warmer-than-normal weather and correspondingly requires the Company to refund the excess margin earned for colder-than-normal weather. The WNA mechanism used by the Company is based on a linear regression model that determines the value of a single heating degree day and thereby estimates the revenue adjustment based on weather variance from normal. Any billings or refunds related to the WNA are completed following each WNA year, which extends for the 12-month period from April to March. For the three months ended December 31, 2024, the Company accrued approximately $500,000 in additional revenues under the WNA model for weather that was 6% warmer than normal, respectively, compared to approximately $1,173,000 in additional revenues for weather that was 16% warmer than normal for the corresponding period last year.
Current wording
The WNA mechanism reduces the volatility in earnings due to the variability in temperatures during the heating season. The WNA is based on the most recent 30-year temperature average and provides the Company with a level of earnings protection when weather is warmer than normal and provides its customers with price protection when weather is colder than normal. The WNA allows the Company to recover from its customers the lost margin (excluding gas costs) from warmer-than-normal weather and correspondingly requires the Company to refund the excess margin earned for colder-than-normal weather. The WNA mechanism used by the Company is based on a linear regression model that determines the value of a single heating degree day and thereby estimates the revenue adjustment based on weather variance from normal. Any billings or refunds related to the WNA are completed following each WNA year, which extends for the 12-month period from April to March. For the three months ended March 31, 2025, the Company reduced revenues by approximately $27,000 under the WNA model for weather that was in line with normal compared to accruing approximately $1,694,000 in additional revenues for weather that was 18% warmer than normal for the corresponding period last year. For the six months ended March 31, 2025, the Company accrued approximately $473,000 in additional revenues for weather that was 2% warmer than normal compared to approximately $2,868,000 in additional revenues for weather that was 17% warmer than normal for the corresponding period last year. The WNA balance for the 12-month period ended March 31, 2025 was approximately $1,393,000, which will be collected from customers during the third quarter of fiscal 2025.
Previous wording
The Company has an approved rate structure to mitigate the impact of the financing costs of its natural gas inventory. Under this rate structure, Roanoke Gas recognizes revenue by applying the ICC factor, based on the Company’s weighted-average cost of capital, including interest rates on short-term and long-term debt, and the Company’s authorized return on equity, to the average cost of natural gas inventory during the period. Total ICC revenues decreased by approximately $53,000 for the three-month period ended December 31, 2024 compared to the corresponding period last year, due to lower natural gas commodity prices during the 2024 summer storage injection season resulting in a lower average cost of natural gas in storage. Accordingly, fiscal 2025 ICC revenues are expected to continue to remain below last year's levels.
Current wording
The Company has an approved rate structure to mitigate the impact of the financing costs of its natural gas inventory. Under this rate structure, Roanoke Gas recognizes revenue by applying the ICC factor, based on the Company’s weighted-average cost of capital, including interest rates on short-term and long-term debt, and the Company’s authorized return on equity, to the average cost of natural gas inventory during the period. Total ICC revenues decreased by approximately $48,000 and $101,000 for the three-month and six-month periods ended March 31, 2025 compared to the corresponding periods last year, due to lower natural gas commodity prices during the 2024 summer storage injection season resulting in a lower average cost of natural gas in storage. Accordingly, fiscal 2025 ICC revenues are expected to continue to remain below last year's levels.
Previous wording
In March 2023, Roanoke Gas began operating the RNG facility, through a cooperative agreement with the Western Virginia Water Authority, to produce commercial quality RNG for delivery into its distribution system. With SCC approval, Roanoke Gas is allowed to recover the costs associated with the investment in RNG facilities and the related operating costs through an RNG Rider added to customer bills. Customers receive the benefit of the monetization of environmental credits generated through the production of RNG. Roanoke Gas recognized approximately $388,000 in RNG revenue for the three months ended December 31, 2024 compared to approximately $300,000 for the corresponding period in the prior year.
Current wording
In March 2023, Roanoke Gas began operating the RNG facility, through a cooperative agreement with the Western Virginia Water Authority, to produce commercial quality RNG for delivery into its distribution system. Roanoke Gas is allowed to recover the costs associated with the investment in RNG facilities and the related operating costs through an RNG Rider added to customer bills. Customers receive the benefit of environmental credits generated through the production of RNG. Roanoke Gas recognized approximately $429,000 and $817,000 in RNG revenue for the three and six months ended March 31, 2025 compared to approximately $517,000 and $818,000 for the corresponding periods in the prior year.
Previous wording
Net income increased by $249,697 for the three months ended December 31, 2024, compared to the same period last year, primarily due to the implementation of new non-gas base rates effective July 1, 2024, slightly offset by lower WNA revenues and lower equity earnings from the MVP as the project transitioned from construction to in service, as well as higher interest expense.
Current wording
Net income increased by $1,232,818 for the three months ended March 31, 2025, compared to the same period last year, primarily due to the implementation of higher non-gas base rates effective July 1, 2024, slightly offset by lower equity earnings from the MVP as the project transitioned from construction to in service.
Previous wording
Depreciation expense increased by $143,653, or 5%, consistent with an increase in utility property balances.
Current wording
Depreciation expense increased by $159,061, or 6%, consistent with an increase in utility property balances.
Previous wording
Equity in earnings of unconsolidated affiliate decreased by $613,622, or 42%. With the MVP in service, the Company now recognizes its share of operational earnings from the MVP, favorably adjusted for the amortization of a basis difference that arose when the Company recorded an other-than-temporary impairment of its investment in 2022, which did not fully replace the amount of AFUDC recognized while construction activities were ongoing during the first quarter of fiscal 2024. See Note 5 of the consolidated financial statements for additional information related to the MVP.
Current wording
Equity in earnings of unconsolidated affiliate decreased by $428,209, or 35%. With the MVP in service, the Company now recognizes its share of operational earnings from the MVP, favorably adjusted for the amortization of a basis difference that arose when the Company recorded an other-than-temporary impairment of its investment in 2022, which did not fully replace the amount of AFUDC recognized while construction activities were ongoing during the second quarter of fiscal 2024. See Note 5 of the consolidated financial statements for additional information related to the MVP.
Previous wording
Other income, net increased by $352,550 primarily due to an approximate $280,000 decrease in benefit plan costs, coupled with an increase of approximately $101,000 in revenue sharing related to the asset management agreements, which are described in more detail below.
Current wording
Other income, net increased by $374,146 primarily due to an approximate $285,000 decrease in benefit plan costs other than service cost, coupled with an increase of approximately $101,000 in revenue sharing related to the asset management agreements, which are described in more detail in the Asset Management section.
Previous wording
Income tax expense increased by $21,558, or 1%, corresponding to an increase in pre-tax income. The effective tax rate was 23.4% and 24.0% for the three-month periods ended December 31, 2024 and 2023, respectively. The effective tax rate is below the combined statutory state and federal rate due to the amortization of excess deferred taxes and tax credits.
Current wording
Income tax expense increased by $419,690, or 22%, corresponding to an increase in pre-tax income. The effective tax rate was 23.5% and 23.1% for the three-month periods ended March 31, 2025 and 2024, respectively. The effective tax rate is below the combined statutory state and federal rate due to the amortization of excess deferred taxes and tax credits.
Previous wording
Total operating revenues for the three months ended December 31, 2024, compared to the same period last year, increased by approximately 12% primarily due to the implementation of a non-gas base rate increase, along with higher delivered volumes, gas costs and SAVE revenues, slightly offset by a decrease in WNA revenue. The non-gas base rate increase implemented in 2024 was the main contributing factor to an approximate $1.6 million increase in non-gas volumetric revenues. In addition, total heating degree days increased by 10% from the same period last year, resulting in a 4% increase in the weather-sensitive residential and commercial volumes, while transportation and interruptible volumes increased 43% primarily driven by business activity of a single, multi-fuel customer during the quarter. We expect the higher usage to continue in the near term, although much of this volume has a lower margin contribution. Gas costs also increased over the prior period primarily due to pipeline capacity charges increasing over $800,000 as a result of higher rates and additional capacity. These capacity charges, which do not impact margin, are expected to continue at a comparable level. SAVE Plan revenues increased as Roanoke Gas continues to invest in qualified SAVE infrastructure projects, resulting in approximately $273,000 more revenue compared to the same period in the prior year. WNA revenues declined approximately $673,000 from the corresponding period last year as weather was only 6% warmer than normal during the current period compared to 16% warmer than normal during the prior period.
Current wording
Total operating revenues for thesix months ended March 31, 2025, compared to the same period last year, increased by approximately 12% primarily due to the implementation of a non-gas base rate increase, along with higher delivered volumes, gas costs and SAVE revenues, partially offset by a decrease in WNA revenue. The non-gas base rate increase implemented in 2024 was the main contributing factor to an approximate $5.2 million increase in non-gas volumetric revenues. In addition, total heating degree days increased by 16% from the same period last year, resulting in a 12% increase in the weather-sensitive residential and commercial volumes, while transportation and interruptible volumes increased 35% primarily driven by business activity of a single, multi-fuel customer during the period. Total gas costs also increased over the prior period primarily due to pipeline capacity charges increasing over $1.6 million as a result of higher rates and additional capacity. As noted in the quarterly comparison above, natural gas demand charges are expected to increase in future quarters. SAVE Plan revenues increased as Roanoke Gas continues to invest in qualified SAVE infrastructure projects, resulting in approximately $555,000 more revenue compared to the same period in the prior year. WNA revenues declined approximately $2.4 million from the corresponding period last year as weather was only 2% warmer than normal during the current period compared to 17% warmer than normal during the prior period.
Previous wording
Gross utility margin increased over the same period last year primarily as a result of the implementation of new non-gas base rates and increases in SAVE and RNG revenues, offset by the reduction in WNA and ICC revenues. When adjusted for WNA, the volumetric margin increased by approximately $921,000 primarily due to the new non-gas base rates and increases in transportation and interruptible volumes. The RNG Rider and SAVE Plan contributed an additional $88,000 and $273,000, respectively, to margin, while ICC revenues decreased by approximately $53,000 due to lower cost of gas in storage.
Current wording
Gross utility margin increased over the same period last year primarily as a result of the implementation of new non-gas base rates and increases in SAVE revenues, slightly offset by the reduction in ICC revenues. The WNA adjusted volumetric margin increased by approximately $2.8 million primarily due to the new non-gas base rates and increases in transportation and interruptible volumes. The SAVE Plan contributed an additional $555,000 to margin, while ICC revenues decreased by approximately $101,000 due to lower cost of gas in storage.
Previous wording
Operations and maintenance expenses increased by $353,474, or 8%, from the same period last year primarily due to inflationary effects on personnel costs, costs to operate and maintain the RNG facility andprofessional services. Personnel costs increased by approximately $123,000 due to increased staffing and the inflationary impact on salaries and benefits as well as amortization of restricted stock awards. Cost associated with the RNG facility increased approximately $98,000 due to timing differences. Increased IT support costs and corporate insurance premiums accounted for much of the remaining cost increase.
Current wording
Operations and maintenance expenses increased by $354,010, or 4%, from the same period last year primarily due to inflationary effects on personnel costs and professional services, and lower capitalized overheads. Personnel costs increased by approximately $62,000 due to increased staffing and the inflationary impact on salaries and benefits. Contracted services increased by approximately $55,000 also due to inflationary pressures. Total capitalized overheads declined by approximately $120,000 due to a reduction in direct construction expenditures related to Roanoke Gas capital projects compared to the same period last year and lower overheads capitalized as part of LNG due to timing of production. Increased corporate insurance premiums and bad debt expense associated with the higher accounts receivable balances accounted for much of the remaining cost increase.
Previous wording
Taxes other than income taxes increased by $90,131, or 14%, primarily due to higher property taxes associated with growth in utility property.
Current wording
Taxes other than income taxes increased by $201,545, or 15%, primarily due to higher property taxes associated with growth in utility property and increased valuations.
Previous wording
Interest expense increased by $143,657, or 9%, primarily due to higher interest rates on the Company's variable rate debt, along with higher borrowing levels. The weighted-average interest rate on total debt increased from 4.28% during the first quarter of fiscal 2024 to 4.45% during the first quarter of fiscal 2025. The increase in the weighted-average interest rate was associated with Midstream's credit facilities. Total average debt outstanding during the first quarter of fiscal 2025 increased by 5% from the first quarter of fiscal 2024.
Current wording
Interest expense increased by $207,319, or 6%, primarily due to higher borrowing levels, along with higher interest rates on the Company's variable-rate debt. Total average debt outstanding during the first half of fiscal 2025 increased by 5% from the first half of fiscal 2024. The weighted-average interest rate on total debt increased from 4.29% during the first six months of fiscal 2024 to 4.40% during the first six months of fiscal 2025. The increase in the weighted-average interest rate was associated with Midstream's credit facilities.
Previous wording
Roanoke Gas' interest expense increased by $63,472, or 7%, as total average debt outstanding increased by approximately $6,388,000 associated with net borrowings under the Company's line-of-credit. The average interest rate decreased slightly from 4.07% during the first quarter in fiscal 2024 to 4.06% during the first quarter in fiscal 2025. All of Roanoke Gas' long-term debt carry fixed rates either due to fixed rate notes or with variable rate debt that has a corresponding swap agreement. See Note 6 and 7 of the consolidated financial statements for more information on the Company's debt.
Current wording
Roanoke Gas' interest expense increased by $94,215, or 5%, as total average debt outstanding increased by approximately $5,025,000, associated with net borrowings under the Company's line-of-credit. Midstream's interest expense increased by $113,104, or 9%, as the average interest rate on Midstream's total debt increased from 4.95% to 5.22% related to higher interest rates on the variable-rate credit facilities that were refinanced in fiscal 2024, coupled with an approximate $1,541,000 increase in total average debt outstanding during the period. See Notes 6 and 7 of the consolidated financial statements for more information on the Company's debt.
Previous wording
Roanoke Gas uses third-party asset managers to oversee its pipeline transportation, storage rights and gas supply inventories and deliveries in order to provide a secure and reliable source of natural gas to its customers. In return for utilizing the excess capacities of the transportation and storage rights, the asset managers pay Roanoke Gas a monthly utilization fee. In accordance with an SCC order issued in 2018, a portion of the utilization fee is retained by the Company with the balance passed through tocustomers through reduced gas costs. Prior to the MVP being placed in service, Roanoke Gas utilized one asset manager. With the MVP now in service, Roanoke Gas has a second asset management agreement for the utilization of its MVP capacity. Both asset management agreements expire March 31, 2025. The Company expects to enter into a new arrangement to begin April 1, 2025.
Current wording
Roanoke Gas uses third-party asset managers to oversee its pipeline transportation, storage rights and gas supply inventories and deliveries in order to provide a secure and reliable source of natural gas to its customers. In return for utilizing the excess capacities of the transportation and storage rights, the asset managers pay Roanoke Gas a monthly utilization fee. In accordance with an SCC order issued in 2018, a portion of the utilization fee is retained by the Company with the balance passed through tocustomers through reduced gas costs. Prior to the MVP being placed in service, Roanoke Gas utilized one asset manager. With the MVP now in service, Roanoke Gas had a second asset management agreement for the utilization of its MVP capacity. On March 26, 2025, the Company entered into a new arrangement with one manager, which replaced the prior two managers, that was effective April 1, 2025 and is set to expire on March 31, 2028.
Previous wording
From inception through May 2024, earnings from the LLC were primarily attributable to AFUDC income. With the MVP in operation, the Company recognizes its share of earnings from the LLC, favorably adjusted for a basis difference between the Company's proportional share of assets and its carrying value that arose when the Company recorded an other-than-temporary impairment of its investment in 2022. This basis difference amortization is a favorable non-cash adjustment over the operational life of the MVP, or 40 years. For the first quarters of fiscal 2025 and 2024, the Company recorded equity in earnings of consolidated affiliate of approximately $850,000 and $1.5 million, respectively, with the 2024 amount being derived from AFUDC. Midstream received a quarterly cash distribution of its share from the LLC of approximately $800,000 in October which was a return on its invested capital. Future quarterly distributions are expected to be of a similar amount. The Company is using this cash to pay interest and other expenditures related to Midstream.
Current wording
From inception through May 2024, earnings from the LLC were primarily attributable to AFUDC income. With the MVP in operation, the Company recognizes its share of earnings from the LLC, favorably adjusted for a basis difference between the Company's proportional share of assets and its carrying value that arose when the Company recorded an other-than-temporary impairment of its investment in 2022. This basis difference amortization is a favorable non-cash adjustment over the operational life of the MVP, or 40 years. For the three and six months ended March 31, 2025, the Company recorded equity in earnings of consolidated affiliate of approximately $801,000 and $1.7 million, respectively, compared to $1.2 million and $2.7 million for the same periods in 2024, with the 2024 amounts being derived from AFUDC. Midstream has received quarterly cash distributions of its share from the LLC of approximately $1.8 million during the first half of fiscal 2025 which was a return on its invested capital. Future quarterly distributions are expected to be of a similar magnitude. The Company is using this cash to pay interest and other expenditures related to Midstream.
Previous wording
Midstream fully borrowed $25 million under a non-revolving credit facility, which matures in December 2025, as well as $8,895,000 under a separate non-revolving credit facility, which matures in May 2026. Quarterly amortization payments have been suspended on one of Midstream's promissory notes that matures January 1, 2028, and will resume in April 2025 with $1.2 million due over the next 12 months. The Company is actively discussing and anticipates refinancing the line of credit obligation in 2025. Additionally, Midstream is considering the long-term structure of all its debt as the MVP has transitioned from its project phase to being operational. See Note 7 for more information on all borrowings related to Midstream.
Current wording
Midstream fully borrowed $25 million under a non-revolving credit facility, which matures in December 2025, as well as $9 million under a separate revolving credit facility, which matures in May 2026. Quarterly amortization payments that were suspended on one of Midstream's promissory notes resumed in April 2025 with $1.6 million due over the next 12 months. The Company is actively discussing refinancing options for its line of credit obligations due in fiscal 2026. See Note 7 for more information on all borrowings related to Midstream.
Previous wording
Cash and cash equivalents increased by $1,204,178 for the three-month period ended December 31, 2024 compared to an increase of $1,352,306 for the three-month period ended December 31, 2023. The following table summarizes the sources and uses of cash:
Current wording
Cash and cash equivalents increased by $1,258,586 for the six-month period ended March 31, 2025 compared to an increase of $506,752 for the six-month period ended March 31, 2024. The following table summarizes the sources and uses of cash:
Previous wording
The seasonal nature of the natural gas business causes operating cash flows to fluctuate significantly during the year as well as from year-to-year. Factors, including weather, energy prices, natural gas storage levels and customer collections, contribute to working capital levels and related cash flows. Generally, operating cash flows are positive during the second and third fiscal quarters as a combination of earnings, declining storage gas levels and collections on customer accounts contribute to higher cash levels. During the first and fourth fiscal quarters, operating cash flows generally decrease due to increases in natural gas storage levels and rising customer receivable balances.
Current wording
The seasonal nature of the natural gas business causes operating cash flows to fluctuate significantly during the year as well as from year-to-year. Factors, including weather, energy prices, natural gas storage levels and customer collections, contribute to working capital levels and related cash flows. Generally, operating cash flows are positive during the second and third fiscal quarters as a combination of earnings, declining storage gas levels and collections on customer accounts contribute to higher cash inflows. During the first and fourth fiscal quarters, operating cash flows generally decrease due to increases in natural gas storage levels and rising customer receivable balances.
Previous wording
Cash flows from operating activities for the three months ended December 31, 2024 increased by $1,391,537 compared to the same period last year. The table below summarizes the significant components of operating cash flows:
Current wording
Cash flows from operating activities for the six months ended March 31, 2025 increased by $10,632,961 compared to the same period last year. The table below summarizes the significant components of operating cash flows:
Previous wording
The increase in operating cash flows is primarily due to the equity in earnings related to the Company's investment in the MVP and the cash distribution received from the LLC. The decrease in non-cash equity in earnings from the Company's investment in the LLC is a result of the MVP transitioning from the construction phase to being operational. While under construction, AFUDC provided the majority of the income recognized. In October, the Company receiveda $800,000 quarterly cash distribution of its share from the LLC which was has been accounted for as a return on its invested capital. To a lesser extent, colder weather and increased gas costs compared to the same period last year resulted in higher accounts receivable and accounts payable balances. Pipeline and storage capacity charges during the first quarter of 2025 increased over $800,000 from the same period in the prior year. Additionally, total commodity costs increased from $3.15 per DTH in the first quarter of fiscal 2024 to $3.44 per DTH in the first quarter of fiscal 2025. A colder-than-normal December reduced the uncollected WNA balance as of December 31, 2024 despite the first quarter of fiscal 2025 being warmer than the first quarter in the prior year. As such, the warmer weather experienced during the current quarter contributed approximately $673,000 in additional operating cash. The reduction in cash related to income taxes is primarily attributable to a $1.0 million refund received during the first quarter of fiscal 2024.
Current wording
The increase in operating cash flows is primarily due to higher net income and the cash distribution received from the LLC, along with direct impacts from weather and increased gas costs. During the first half of fiscal 2025, the Company received approximately$1,785,000 in quarterly cash distributions of its share from the LLC, which was has been accounted for as a return on its invested capital. In addition, colder weather and increased gas costs compared to the same period last year resulted in higher accounts receivable and accounts payable balances. Pipeline and storage capacity charges during the first half of 2025 increased over $1,000,000 from the same period in the prior year. Additionally, total commodity costs increased from $3.60 per DTH in the first half of fiscal 2024 to $3.70 per DTH in the first half of fiscal 2025. WNA revenues for the first six months of fiscal 2025 declined by approximately $2.4 million from the same period last year corresponding to a 16% increase in the number of heating degree days between periods. This decline in WNA receivable contributed $2.4 million in additional operating cash. In December 2024, the Company received an approximate $890,000 supplier refund, resulting from a FERC rate case settlement, from one of the interstate pipelines that supply the Company with natural gas.
Previous wording
Investing activities primarily consist of expenditures related to Roanoke Gas' utility property, which includes replacing aging natural gas pipe with new plastic or coated steel pipe, improvements to the LNG plant and gas distribution system facilities and expansion of its natural gas system to meet the customer growth demand. The Company is continuing its focus on SAVE infrastructure replacement projects, including the replacement of pre-1973 first generation plastic pipe. New customer demand for natural gas continues to be steady and therefore extending the natural gas distribution system within its service territory is also a priority. Roanoke Gas' total capital expenditures for the three-month period ended December 31, 2024 were approximately $5.7 million compared to $5.3 million during the same period last year. Total fiscal 2025 capital expenditures are expected to be approximately $22 million. Midstream continues to be invested in the LLC; however, the Company did not make capital contributions in 2024 under a prior agreement with the LLC's managing partner. Accordingly, Midstream's ownership percentage declined during the remaining construction period of the project. Now that the MVP is in service, Midstream will incur periodic, future capital investment related to ongoing MVP operations requirements and system improvements. Midstream has and will continue to make capital investments in Southgate. The targeted timing for completion of the Southgate project is 2028.
Current wording
Investing activities primarily consist of expenditures related to Roanoke Gas' utility property, which includes replacing aging natural gas pipe with new plastic or coated steel pipe, improvements to the LNG plant and gas distribution system facilities and expansion of its natural gas system to meet new customer demand. The Company is continuing its focus on SAVE infrastructure replacement projects, including the replacement of pre-1973 first generation plastic pipe. New customer demand for natural gas continues to be steady and therefore extending the natural gas distribution system within its service territory is also a priority. Roanoke Gas' total capital expenditures for the six-month period ended March 31, 2025 were approximately $10.7 million compared to $11.3 million during the same period last year. Total fiscal 2025 capital expenditures are expected to be approximately $22 million. Midstream continues to be invested in the LLC; however, the Company did not make capital contributions in 2024 under a prior agreement with the LLC's managing partner. Accordingly, Midstream's ownership percentage declined during the remaining construction period of the project. Now that the MVP is in service, Midstream will incur periodic, future capital investment related to ongoing MVP operations requirements and system improvements. Midstream has and will continue to make capital investments in Southgate. The targeted timing for completion of the Southgate project is 2028.
Previous wording
Financing activities generally consist of borrowings and repayments under credit agreements, issuance of common stock and the payment of dividends. Net cash flows provided by financing activities were approximately $6.1 million for the three months ended December 31, 2024, compared to $7.2 million in net cash flows from financing activities for the same period last year. The $1.1 million decrease in financing cash flows is primarily attributable to net borrowings of $7.9 million under Roanoke Gas' line-of-credit during the first three months of fiscal 2025 compared to net borrowings of $8.9 million in the same period last year. Roanoke Gas' decreased borrowings were slightly offset by a net increase of $485,000 in Midstream's debt. During the first quarter of fiscal 2025, Midstream borrowed a net $40,000 compared to repaying $525,000 during the same period in the prior year. Notes 6 and 7 provide details on the Company's line-of-credit and borrowing activity.
Current wording
Financing activities generally consist of borrowings and repayments under credit agreements, issuance of common stock and the payment of dividends. Net cash flows used in financing activities were approximately $9.9 million for the six months ended March 31, 2025, compared to $585,000 million in net cash flows provided by financing activities for the same period last year. The $10.5 million decrease in financing cash flows is primarily attributable to net payments of $7.0 million under Roanoke Gas' line-of-credit during the first six months of fiscal 2025 compared to net borrowings of $2.2 million in the same period last year. Roanoke Gas' net payments were slightly offset by a net increase of $630,000 in Midstream's debt. During the first half of fiscal 2025, Midstream borrowed a net $145,000 compared to repaying $775,000 during the same period in the prior year. Notes 6 and 7 provide details on the Company's line-of-credit and borrowing activity.
Previous wording
In addition, Resources issued a total of 14,792 shares of common stock resulting in net proceeds of approximately $269,000. No shares were issued through the ATM program during the first quarter of fiscal 2025. During the same period last year, Resources issued 44,367 shares for approximately $821,000, including 26,077 shares through the ATM program for approximately $542,000, net of fees.
Current wording
In addition, Resources issued a total of 59,986 shares of common stock resulting in net proceeds of approximately $1.2 million. No shares were issued through the ATM program during the first half of fiscal 2025. During the same period last year, Resources issued 164,225 shares for approximately $3.2 million, including 85,501 shares through the ATM program for approximately $1.7 million, net of fees.
Previous wording
Management regularly evaluates the Company’s liquidity through a review of its available financing resources and its cash flows. Resources maintains the ability to raise equity capital through its ATM program, private placement or other public offerings. Management believes Roanoke Gas has access to sufficient financing resources to meet its cash requirements for the next year, including the line of credit and the two private shelf facilities. Roanoke Gas may also adjust capital spending, as necessary, if such a need would arise. Management expects to renew the Roanoke Gas line of credit in March and expects to refinance a portion of the line of credit into a long-term note in the coming months.
Current wording
Management regularly evaluates the Company’s liquidity through a review of its available financing resources and its cash flows. Resources maintains the ability to raise equity capital through its ATM program, private placement or other public offerings. Management believes Roanoke Gas has access to sufficient financing resources to meet its cash requirements for the next year, including the line of credit and the two private shelf facilities. Roanoke Gas may also adjust capital spending, as necessary, if such a need would arise.
Previous wording
With the MVP now in service, Midstream's future cash requirements will relate to regular monthly operating expenses, debt service and capital contributions. The Company received its first cash distribution from MVP of approximately $800,000 in October 2024, and should receive similar distributions quarterly. Midstream's total debt service over the succeeding 12 months includes $26.2 million to retire maturing debt. Management has initiated conversations with its lenders and others to renegotiate Midstream's debt that is coming due over the next 12 to 18 months. With MVP operational and cash distributions being made to the partners, the Company is exploring longer-term financing that may include additional debt amortization and considerations around the Company's capital expenditure expectations. Management has successfully renegotiated Midstream's obligations several times in recent years and believes that it will be able to do so before the applicable due dates. Conversations to date have been positive.
Current wording
With the MVP now in service, Midstream's future cash requirements will relate to regular monthly operating expenses, debt service and capital contributions. The Company received two quarterly cash distributions from MVP totaling approximately $1.8 million during the first six months of fiscal 2025, and going forward should receive similar distributions quarterly to those received to date. Midstream's total debt service over the succeeding 12 months includes $35.6 million to retire maturing debt. With MVP operational and cash distributions being made to the partners, the Company is exploring longer-term options that may include additional debt amortization and considerations of the Company's share of MVP's capital expenditures. Management has successfully renegotiated Midstream's obligations several times in recent years and believes that it will be able to resolve these obligations before they mature. Conversations to date have been positive.
Rearranged current paragraphs (9)
Current report — wording carried from elsewhere
Total operating revenues for the three months ended March 31, 2025, compared to the same period last year, increased by approximately 12% primarily due to the implementation of a non-gas base rate increase, along with higher delivered volumes, gas costs and SAVE revenues, slightly offset by a decrease in WNA revenue. The non-gas base rate increase implemented in 2024 was the main contributing factor to an approximate $3.6 million increase in non-gas volumetric revenues. In addition, total heating degree days increased by 21% from the same period last year, resulting in a 17% increase in the weather-sensitive residential and commercial volumes, while transportation and interruptible volumes increased 27% primarily driven by business activity of a single, multi-fuel customer during the quarter. The Company expects this customer's usage to remain elevated in the near term, although much of this volume has a lower margin contribution. Total gas costs also increased over the prior period primarily due to pipeline capacity charges increasing over $800,000 as a result of higher rates and additional capacity. The Company has been notified that capacity charges from other suppliers, which do not impact margin, will increase meaningfully in the coming months, subject to refund, as these suppliers undergo rate-making through FERC. While the Company is unable to predict the ultimate outcome, these costs and potential refunds will be passed through to customers. SAVE Plan revenues increased as Roanoke Gas continues to invest in qualified SAVE infrastructure projects, resulting in approximately $283,000 more revenue compared to the same period in the prior year. WNA revenues declined approximately $1,721,000 from the corresponding period last year as weather was in line with the 30-year normal during the current period compared to 18% warmer than normal during the prior period.
Current report — wording carried from elsewhere
Taxes other than income taxes increased by $111,414, or 16%, due to higher property taxes associated with growth in utility property and increased valuations.
Current report — wording carried from elsewhere
Net income increased by $1,482,515 for the six months ended March 31, 2025, compared to the same period last year, primarily due to the implementation of higher non-gas base rates and increased natural gas deliveries, partially offset by lower WNA revenues and lower equity earnings from the MVP as the project transitioned from construction to in service, as well as higher interest expense.
Current report — wording carried from elsewhere
The tables below reflect operating revenues, volume activity and heating degree days.
Current report — wording carried from elsewhere
The tables below provide a reconciliation between gross utility margin and gross margin:
Current report — wording carried from elsewhere
Depreciation expense increased by $304,714, or 6%, consistent with an increase in utility property balances.
Current report — wording carried from elsewhere
Equity in earnings of unconsolidated affiliate decreased by $1,041,831, or 39%. With the MVP in service, the Company now recognizes its share of operational earnings from the MVP, favorably adjusted for the amortization of a basis difference that arose when the Company recorded an other-than-temporary impairment of its investment in 2022. These in-service earnings did not fully replace the amount of AFUDC recognized while construction activities were ongoing during the first half of fiscal 2024. See Note 5 of the consolidated financial statements for additional information related to the MVP.
Current report — wording carried from elsewhere
Other income, net increased by $726,696 primarily due to an approximate $565,000 decrease in benefit plan costs other than service cost, coupled with an increase of approximately $203,000 in revenue sharing related to the asset management agreements, which are described in more detail in the Asset Management section.
Current report — wording carried from elsewhere
Income tax expense increased by $441,248, or 13%, corresponding to an increase in pre-tax income. The effective tax rate was 23.4% and 23.5% for the six-month periods ended March 31, 2025 and 2024, respectively. The effective tax rate is below the combined statutory state and federal rate due to the amortization of excess deferred taxes and tax credits.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Midstream's interest expense increased by $80,185, or 12%, as the average interest rate on Midstream's total debt increased from 4.92% to 5.38% related to higher interest rates on the variable rate credit facilities that were refinanced in fiscal 2024, coupled with an approximate $1,261,000 increase in total average debt outstanding during the period.