Cover and table of contents
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Cover and table of contents
10-K 1 ato2017093010-k.htm 10-K
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Mark One)
þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 2017
OR
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-10042
Atmos Energy Corporation
(Exact name of registrant as specified in its charter)
Texas and Virginia 75-1743247
(State or other jurisdiction of (IRS employer
incorporation or organization) identification no.)
Three Lincoln Centre, Suite 1800
5430 LBJ Freeway, Dallas, Texas 75240
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code:
(972) 934-9227
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on Which Registered
Common stock, No Par Value New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.45) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨ Emerging growth company ¨
(Do not check if a smaller reporting company)
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No þ
The aggregate market value of the common voting stock held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter, March 31, 2017, was $8,146,262,574.
As of November 8, 2017, the registrant had 106,112,709 shares of common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s Definitive Proxy Statement to be filed for the Annual Meeting of Shareholders on February 7, 2018 are incorporated by reference into Part III of this report.
TABLE OF CONTENTS
GLOSSARY OF KEY TERMS
| AEC | Atmos Energy Corporation |
| AEH | Atmos Energy Holdings, Inc. |
| AEM | Atmos Energy Marketing, LLC |
| AOCI | Accumulated Other Comprehensive Income |
| ARM | Annual Rate Mechanism |
| ATO | Trading symbol for Atmos Energy Corporation common stock on the New York Stock Exchange |
| Bcf | Billion cubic feet |
| COSO | Committee of Sponsoring Organizations of the Treadway Commission |
| DARR | Dallas Annual Rate Review |
| ERISA | Employee Retirement Income Security Act of 1974 |
| FASB | Financial Accounting Standards Board |
| FERC | Federal Energy Regulatory Commission |
| GAAP | Generally Accepted Accounting Principles |
| GRIP | Gas Reliability Infrastructure Program |
| Gross Profit | Non-GAAP measure defined as operating revenues less purchased gas cost |
| GSRS | Gas System Reliability Surcharge |
| KPSC | Kentucky Public Service Commission |
| LTIP | 1998 Long-Term Incentive Plan |
| Mcf | Thousand cubic feet |
| MDWQ | Maximum daily withdrawal quantity |
| Mid-Tex Cities | Represents all incorporated cities other than Dallas, or approximately 80 percent of the Mid-Tex Division’s customers, with whom a settlement agreement was reached during the fiscal 2008 second quarter. |
| MMcf | Million cubic feet |
| Moody’s | Moody’s Investor Service, Inc. |
| NGA | Natural Gas Act of 1938 |
| NYMEX | New York Mercantile Exchange, Inc. |
| NYSE | New York Stock Exchange |
| PAP | Pension Account Plan |
| PPA | Pension Protection Act of 2006 |
| PRP | Pipeline Replacement Program |
| RRC | Railroad Commission of Texas |
| RRM | Rate Review Mechanism |
| RSC | Rate Stabilization Clause |
| S&P | Standard & Poor’s Corporation |
| SAVE | Steps to Advance Virginia Energy |
| SEC | United States Securities and Exchange Commission |
| SGR | Supplemental Growth Filing |
| SIR | System Integrity Rider |
| SRF | Stable Rate Filing |
| SSIR | System Safety and Integrity Rider |
| WNA | Weather Normalization Adjustment |
PART I
The terms “we,” “our,” “us”, “Atmos Energy” and the “Company” refer to Atmos Energy Corporation and its subsidiaries, unless the context suggests otherwise.