Item 1. FINANCIAL STATEMENTS (continued)
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Item 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Condensed Statements of Consolidated Equity (unaudited)
| (in millions) | Common Stock | Preferred Stock | Treasury Stock | Additional Paid-In Capital | Retained Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interest in Consolidated Subsidiaries | Total | |||||||||||||||||||||||||||||||||||||||
| Balance as of January 1, 2024 | $ | 4.5 | $ | 486.1 | $ | (99.9) | $ | 8,879.5 | $ | (967.0) | $ | (33.6) | $ | 1,866.7 | $ | 10,136.3 | |||||||||||||||||||||||||||||||
| Comprehensive Income: | |||||||||||||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | 365.0 | — | 35.3 | 400.3 | |||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | — | — | (0.2) | — | (0.2) | |||||||||||||||||||||||||||||||||||||||
| Dividends: | |||||||||||||||||||||||||||||||||||||||||||||||
| Common stock ($0.53 per share) | — | — | — | — | (237.6) | — | — | (237.6) | |||||||||||||||||||||||||||||||||||||||
| Preferred stock (See Note 6) | — | — | — | — | (8.1) | — | — | (8.1) | |||||||||||||||||||||||||||||||||||||||
| Noncontrolling Interests: | |||||||||||||||||||||||||||||||||||||||||||||||
| Distributions to noncontrolling interests | — | — | — | — | — | — | (3.0) | (3.0) | |||||||||||||||||||||||||||||||||||||||
| Stock issuances (redemptions): | |||||||||||||||||||||||||||||||||||||||||||||||
| Series B and B-1 Preferred Stock Redemption | — | (486.1) | — | — | — | — | — | (486.1) | |||||||||||||||||||||||||||||||||||||||
| Series B and B-1 Preferred stock redemption premium | — | — | — | — | (14.0) | — | — | (14.0) | |||||||||||||||||||||||||||||||||||||||
| Employee stock purchase plan | — | — | — | 1.4 | — | — | — | 1.4 | |||||||||||||||||||||||||||||||||||||||
| Long-term incentive plan | — | — | — | 3.3 | — | — | — | 3.3 | |||||||||||||||||||||||||||||||||||||||
| 401(k) and profit sharing | — | — | — | 2.6 | — | — | — | 2.6 | |||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2024 | $ | 4.5 | $ | — | $ | (99.9) | $ | 8,886.8 | $ | (861.7) | $ | (33.8) | $ | 1,899.0 | $ | 9,794.9 | |||||||||||||||||||||||||||||||
| (in millions) | Common Stock | Preferred Stock | Treasury Stock | Additional Paid-In Capital | Retained Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interest in Consolidated Subsidiaries | Total | |||||||||||||||||||||||||||||||||||||||
| Balance as of January 1, 2023 | $ | 4.2 | $ | 1,546.5 | $ | (99.9) | $ | 7,375.3 | $ | (1,213.6) | $ | (37.1) | $ | 326.4 | $ | 7,901.8 | |||||||||||||||||||||||||||||||
| Comprehensive Income: | |||||||||||||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | 333.0 | — | 4.8 | 337.8 | |||||||||||||||||||||||||||||||||||||||
| Other comprehensive income, net of tax | — | — | — | — | — | 2.4 | — | 2.4 | |||||||||||||||||||||||||||||||||||||||
| Dividends: | |||||||||||||||||||||||||||||||||||||||||||||||
| Common stock ($0.50 per share) | — | — | — | — | (206.7) | — | — | (206.7) | |||||||||||||||||||||||||||||||||||||||
| Preferred stock (See Note 6) | — | — | — | — | (27.5) | — | — | (27.5) | |||||||||||||||||||||||||||||||||||||||
| Noncontrolling Interests: | |||||||||||||||||||||||||||||||||||||||||||||||
| Contributions from noncontrolling interest | — | — | — | — | — | — | 3.6 | 3.6 | |||||||||||||||||||||||||||||||||||||||
| Distributions to noncontrolling interest | — | — | — | — | — | — | (5.3) | (5.3) | |||||||||||||||||||||||||||||||||||||||
| Stock issuances: | |||||||||||||||||||||||||||||||||||||||||||||||
| Employee stock purchase plan | — | — | — | 1.3 | — | — | — | 1.3 | |||||||||||||||||||||||||||||||||||||||
| Long-term incentive plan | — | — | — | (6.3) | — | — | — | (6.3) | |||||||||||||||||||||||||||||||||||||||
| 401(k) and profit sharing | — | — | — | 2.6 | — | — | — | 2.6 | |||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2023 | $ | 4.2 | $ | 1,546.5 | $ | (99.9) | $ | 7,372.9 | $ | (1,114.8) | $ | (34.7) | $ | 329.5 | $ | 8,003.7 | |||||||||||||||||||||||||||||||
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Condensed Statements of Consolidated Equity (unaudited) (continued)
| Preferred | Common | ||||||||||||||||||||||
| Shares (in thousands) | Shares | Shares | Treasury | Outstanding | |||||||||||||||||||
| Balance as of January 1, 2024 | 40 | 451,345 | (3,963) | 447,382 | |||||||||||||||||||
| Issued (Redeemed): | |||||||||||||||||||||||
| Employee stock purchase plan | — | 53 | — | 53 | |||||||||||||||||||
| Long-term incentive plan | — | 663 | — | 663 | |||||||||||||||||||
| 401(k) and profit sharing | — | 100 | — | 100 | |||||||||||||||||||
| Series B and B-1 Preferred Stock | (40) | — | — | — | |||||||||||||||||||
| Balance as of March 31, 2024 | — | 452,161 | (3,963) | 448,198 | |||||||||||||||||||
| Preferred | Common | ||||||||||||||||||||||
| Shares (in thousands) | Shares | Shares | Treasury | Outstanding | |||||||||||||||||||
| Balance as of January 1, 2023 | 1,303 | 416,106 | (3,963) | 412,143 | |||||||||||||||||||
| Issued: | |||||||||||||||||||||||
| Employee stock purchase plan | — | 48 | — | 48 | |||||||||||||||||||
| Long-term incentive plan | — | 695 | — | 695 | |||||||||||||||||||
| 401(k) and profit sharing | — | 97 | — | 97 | |||||||||||||||||||
| Balance as of March 31, 2023 | 1,303 | 416,946 | (3,963) | 412,983 |
The accompanying Notes to Condensed Consolidated Financial Statements (unaudited) are an integral part of these statements.
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ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
1. Basis of Accounting Presentation
Our accompanying Condensed Consolidated Financial Statements (unaudited) reflect all normal recurring adjustments that are necessary, in the opinion of management, to present fairly the results of operations in accordance with GAAP in the United States of America. The accompanying financial statements include the accounts of us, our majority-owned subsidiaries, and VIEs of which we are the primary beneficiary after the elimination of all intercompany accounts and transactions.
The accompanying financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Income for interim periods may not be indicative of results for the calendar year due to weather variations and other factors.
The Condensed Consolidated Financial Statements (unaudited) have been prepared pursuant to the rules and regulations of the SEC. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made in this Quarterly Report on Form 10-Q are adequate to make the information herein not misleading.
2. Recent Accounting Pronouncements
Recently Issued Accounting Pronouncements
In August 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-05, Business Combinations- Joint Venture Formations. This pronouncement codifies ASU 805-60 to provide guidance for the recognition and initial measurement of joint venture formations. This guidance requires that the initial assets contributed and liabilities assumed be recognized and measured at fair value, with additional disclosure requirements during the period a joint venture is formed. The pronouncement is effective for joint ventures formed on or after January 1, 2025. We will adopt and apply to any future joint ventures if entered.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This pronouncement enhances annual and interim disclosure requirements over reportable segments, primarily through enhanced disclosures about significant segment expenses that are regularly provided to or easily computed from information regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss. The pronouncement also allows for more than one measure of segment profit if the CODM uses more than one measure in assessing segment performance. The pronouncement is effective for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impacts this ASU will have on our disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This pronouncement enhances required income tax disclosures. The pronouncement will require disclosure of specific categories and reconciling items included in the rate reconciliation, disaggregation between federal, state and local income taxes paid, and disclosure of income taxes paid by jurisdictions over a certain threshold. Additionally, the pronouncement eliminates certain required disclosures related to unrecognized tax benefits. This ASU is effective for annual periods beginning after December 15, 2024, with early adoption permitted, and is to be applied on a prospective basis with retrospective application permitted. We are currently evaluating the impacts this amendment will have on our income tax disclosures, but do not expect to early adopt.
3. Revenue Recognition
Revenue Disaggregation and Reconciliation. We disaggregate revenue from contracts with customers based upon reportable segment, as well as by customer class. As of January 1, 2024, we have changed our reportable segments from Gas Distributions Operations and Electric Operations to Columbia Operations and NIPSCO Operations. Our historical segment disclosures have been recast to be consistent with the current presentation. For additional information see Note 17, "Business Segment Information."
The Columbia Operations segment provides regulated natural gas service and transportation for residential, commercial and industrial customers in Ohio, Pennsylvania, Virginia, Kentucky, and Maryland. The NIPSCO Operations segment provides regulated gas and electric service in the northern part of Indiana.
The tables below reconcile revenue disaggregation by customer class to segment revenue, as well as to revenues reflected on the Condensed Statements of Consolidated Income (unaudited):
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ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
| Three months ended March 31, 2024 (in millions) | Columbia Operations | NIPSCO Operations | Corporate and Other | Total | |||||||||||||||||||
| Gas Distribution | |||||||||||||||||||||||
| Residential | $ | 628.0 | $ | 212.1 | $ | — | $ | 840.1 | |||||||||||||||
| Commercial | 220.4 | 74.7 | — | 295.1 | |||||||||||||||||||
| Industrial | 40.1 | 23.8 | — | 63.9 | |||||||||||||||||||
| Off-system | 12.8 | — | — | 12.8 | |||||||||||||||||||
| Wholesale | 0.8 | — | — | 0.8 | |||||||||||||||||||
| Miscellaneous(1) | 8.2 | 7.9 | — | 16.1 | |||||||||||||||||||
| Subtotal | $ | 910.3 | $ | 318.5 | $ | — | $ | 1,228.8 | |||||||||||||||
| Electric Generation and Power Delivery | |||||||||||||||||||||||
| Residential | $ | — | $ | 143.8 | $ | — | $ | 143.8 | |||||||||||||||
| Commercial | — | 142.9 | — | 142.9 | |||||||||||||||||||
| Industrial | — | 115.9 | — | 115.9 | |||||||||||||||||||
| Wholesale | — | 6.3 | — | 6.3 | |||||||||||||||||||
| Public Authority | — | 2.1 | — | 2.1 | |||||||||||||||||||
| Miscellaneous(1) | — | 3.2 | — | 3.2 | |||||||||||||||||||
| Subtotal | $ | — | $ | 414.2 | $ | — | $ | 414.2 | |||||||||||||||
| Total Customer Revenues**(2)** | 910.3 | 732.7 | — | 1,643.0 | |||||||||||||||||||
| Other Revenues**(3)** | 43.4 | 19.7 | 0.2 | 63.3 | |||||||||||||||||||
| Total Operating Revenues | $ | 953.7 | $ | 752.4 | $ | 0.2 | $ | 1,706.3 | |||||||||||||||
| (1)Amounts included in Columbia Operations are primarily related to earnings share mechanisms and late fees. Amounts included in NIPSCO Operations are primarily related to revenue refunds, public repairs and property rentals. (2)Customer revenue amounts exclude intersegment revenues. See Note 17, "Business Segment Information," for discussion of intersegment revenues. (3)Amounts included in Columbia Operations primarily relate to weather normalization adjustment mechanisms. Amounts included in NIPSCO Operations primarily relate to MISO multi-value projects and revenue from non-jurisdictional transmission assets. | |||||||||||||||||||||||
| Three months ended March 31, 2023 (in millions) | Columbia Operations | NIPSCO Operations | Corporate and Other | Total | |||||||||||||||||||
| Gas Distribution | |||||||||||||||||||||||
| Residential | $ | 684.6 | $ | 302.4 | $ | — | $ | 987.0 | |||||||||||||||
| Commercial | 248.0 | 112.6 | — | 360.6 | |||||||||||||||||||
| Industrial | 40.4 | 31.5 | — | 71.9 | |||||||||||||||||||
| Off-system | 17.2 | — | — | 17.2 | |||||||||||||||||||
| Wholesale | 1.0 | — | — | 1.0 | |||||||||||||||||||
| Miscellaneous(1) | 11.8 | 5.6 | — | 17.4 | |||||||||||||||||||
| Subtotal | $ | 1,003.0 | $ | 452.1 | $ | — | $ | 1,455.1 | |||||||||||||||
| Electric Generation and Power Delivery | |||||||||||||||||||||||
| Residential | $ | — | $ | 150.4 | $ | — | $ | 150.4 | |||||||||||||||
| Commercial | — | 150.9 | — | 150.9 | |||||||||||||||||||
| Industrial | — | 134.2 | — | 134.2 | |||||||||||||||||||
| Wholesale | — | 2.6 | — | 2.6 | |||||||||||||||||||
| Public Authority | — | 2.1 | — | 2.1 | |||||||||||||||||||
| Miscellaneous(1) | — | 0.8 | — | 0.8 | |||||||||||||||||||
| Subtotal | $ | — | $ | 441.0 | $ | — | $ | 441.0 | |||||||||||||||
| Total Customer Revenues**(2)** | 1,003.0 | 893.1 | — | 1,896.1 | |||||||||||||||||||
| Other Revenues**(3)** | 45.9 | 23.8 | 0.2 | 69.9 | |||||||||||||||||||
| Total Operating Revenues | $ | 1,048.9 | $ | 916.9 | $ | 0.2 | $ | 1,966.0 | |||||||||||||||
| (1)Amounts included in Columbia Operations are primarily related to earnings share mechanisms and late fees. Amounts included in NIPSCO Operations, are primarily related to revenue refunds, public repairs and property rentals. (2)Customer revenue amounts exclude intersegment revenues. See Note 17, "Business Segment Information," for discussion of intersegment revenues. (3)Amounts included in Columbia Operations are primarily relate to weather normalization adjustment mechanisms. Amounts included in NIPSCO Operations primarily relate to MISO multi-value projects and revenue from non-jurisdictional transmission assets. | |||||||||||||||||||||||
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ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
Customer Accounts Receivable. Accounts receivable on our Condensed Consolidated Balance Sheets (unaudited) includes both billed and unbilled amounts, as well as certain amounts that are not related to customer revenues. Unbilled amounts of accounts receivable relate to a portion of a customer’s consumption of gas or electricity from the date of the last cycle billing through the last day of the month (balance sheet date). Factors taken into consideration when estimating unbilled revenue include historical usage, customer rates, and weather. A significant portion of our operations are subject to seasonal fluctuations in sales. During the heating season, primarily from November through March, revenues and receivables from gas sales are more significant than in other months. The opening and closing balances of customer receivables for the three months ended March 31, 2024 are presented in the table below. We had no significant contract assets or liabilities during the period. Additionally, we have not incurred any significant costs to obtain or fulfill contracts.
| (in millions) | Customer Accounts Receivable, Billed (less reserve) | Customer Accounts Receivable, Unbilled (less reserve) | |||||||||||||||
| Balance as of December 31, 2023 | $ | 479.4 | $ | 337.6 | |||||||||||||
| Balance as of March 31, 2024 | 552.1 | 263.6 |
Utility revenues are billed to customers monthly on a cycle basis. We expect that substantially all customer accounts receivable will be collected following customer billing, as this revenue consists primarily of periodic, tariff-based billings for service and usage. We maintain common utility credit risk mitigation practices, including requiring deposits and actively pursuing collection of past due amounts. Our regulated operations also utilize certain regulatory mechanisms that facilitate recovery of bad debt costs within tariff-based rates, which provides further evidence of collectibility. It is probable that substantially all of the consideration to which we are entitled from customers will be collected upon satisfaction of performance obligations.
Allowance for Credit Losses. To evaluate for expected credit losses, customer account receivables are pooled based on similar risk characteristics, such as customer type, geography, payment terms, and related macro-economic risks. Expected credit losses are established using a model that considers historical collections experience, current information, and reasonable and supportable forecasts. Internal and external inputs are used in our credit model including, but not limited to, energy consumption trends, revenue projections, actual charge-offs data, recoveries data, shut-offs, customer delinquencies, final bill data, and inflation. We continuously evaluate available information relevant to assessing collectability of current and future receivables. We evaluate creditworthiness of specific customers periodically or following changes in facts and circumstances. When we become aware of a specific commercial or industrial customer's inability to pay, an allowance for expected credit losses is recorded for the relevant amount. We also monitor other circumstances that could affect our overall expected credit losses including, but not limited to, creditworthiness of overall population in service territories, adverse conditions impacting an industry sector, and current economic conditions.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
At each reporting period, we record expected credit losses to an allowance for credit losses account. When deemed to be uncollectible, customer accounts are written-off. A rollforward of our allowance for credit losses as of March 31, 2024 and December 31, 2023 are presented in the table below:
| (in millions) | Columbia Operations | NIPSCO Operations | Corporate and Other | Total | |||||||||||||||||||||||||
| Balance as of January 1, 2024 | $ | 10.2 | $ | 11.9 | $ | 0.8 | $ | 22.9 | |||||||||||||||||||||
| Current period provisions | 11.0 | 3.6 | — | 14.6 | |||||||||||||||||||||||||
| Write-offs charged against allowance | (7.3) | (2.1) | (0.8) | (10.2) | |||||||||||||||||||||||||
| Recoveries of amounts previously written off | 4.1 | 0.2 | — | 4.3 | |||||||||||||||||||||||||
| Balance as of March 31, 2024 | $ | 18.0 | $ | 13.6 | $ | — | $ | 31.6 |
| (in millions) | Columbia Operations | NIPSCO Operations | Corporate and Other | Total | |||||||||||||||||||||||||
| Balance as of January 1, 2023 | $ | 11.1 | $ | 12.0 | $ | 0.8 | $ | 23.9 | |||||||||||||||||||||
| Current period provisions | 28.3 | 11.5 | — | 39.8 | |||||||||||||||||||||||||
| Write-offs charged against allowance | (49.2) | (12.4) | — | (61.6) | |||||||||||||||||||||||||
| Recoveries of amounts previously written off | 20.0 | 0.8 | — | 20.8 | |||||||||||||||||||||||||
| Balance as of December 31, 2023 | $ | 10.2 | $ | 11.9 | $ | 0.8 | $ | 22.9 |
4. Noncontrolling Interests
Variable Interest Entities. A VIE is an entity in which the controlling interest is determined through means other than a majority voting interest. NIPSCO is a member of joint ventures that own and operate two wind facilities, Rosewater and Indiana Crossroads Wind, which have 102 MW and 302 MW of nameplate capacity, respectively. NIPSCO is also a member of joint ventures that own two solar facilities, Indiana Crossroads Solar and Dunns Bridge I, which have a combined 465 MW of nameplate capacity. We have determined that these joint ventures are VIEs. We control decisions that are significant to these entities' ongoing operations and economic results. Therefore, we have concluded that NIPSCO is the primary beneficiary and have consolidated all four entities.
Members of each respective JV include NIPSCO (who is the managing member) and a tax equity partner. Earnings, tax attributes and cash flows are allocated to both NIPSCO and the tax equity partner in varying percentages by category and over the life of the partnership. NIPSCO and each tax equity partner contributed cash to each JV. Once the tax equity partner has earned their negotiated rate of return and have reached a stated contractual date, NIPSCO has the option to purchase the remaining interest in the respective JV, at fair market value from the tax equity partner. NIPSCO has an obligation to purchase 100% of the electricity generated by our commercially operational JVs.
We did not provide any financial or other support during the quarter that was not previously contractually required, nor do we expect to provide such support in the future.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
Our Condensed Consolidated Balance Sheets (unaudited) included the following assets and liabilities associated with VIEs.
| (in millions) | March 31, 2024 | December 31, 2023 | |||||||||
| Net Property, Plant and Equipment | $ | 1,358.2 | $ | 1,369.8 | |||||||
| Current assets | 60.8 | 63.6 | |||||||||
| Total assets(1) | 1,419.0 | 1,433.4 | |||||||||
| Current liabilities | 60.9 | 68.3 | |||||||||
| Asset retirement obligations | 56.3 | 55.7 | |||||||||
| Total liabilities(1)(2) | $ | 117.2 | $ | 124.0 |
(1)The assets of each VIE represent assets of a consolidated VIE that can be used only to settle obligations of the respective consolidated VIE. The creditors of the liabilities of the VIEs do not have recourse to the general credit of the primary beneficiary. (2) In addition to the amounts disclosed above there is a de minimis amount of other noncurrent liabilities at Rosewater as of March 31, 2024.
Voting Interest Entities. In December 31, 2023, we consummated the NIPSCO Minority Interest Transaction for a capital contribution of $2.16 billion in cash. The difference between the $2.16 billion consideration received and the $1.36 billion carrying value of the noncontrolling interest claim on net assets was recorded to additional paid-in capital, net of $54.7 million in transaction costs and a $63.5 million income tax benefit. We retain a controlling financial interest in NIPSCO Holdings II and its subsidiaries and consolidate their financial results. During Q1 2024, we paid the remaining transaction costs that were accrued as of December 31, 2023.
5. Earnings Per Share
The calculations of basic and diluted EPS are based on the weighted average number of shares of common stock and potential common stock outstanding during the period. For the three months ended March 31, 2024, the weighted-average shares outstanding for diluted EPS includes the incremental effects of the various long-term incentive compensation plans and an ATM forward agreement under the Treasury Stock Method when the impact would be dilutive (See Note 6, "Equity,"). For the purposes of determining diluted EPS, for the three months ended March 31, 2023, the shares underlying the purchase contracts included within the Equity Units were included in the calculation of potential common stock outstanding using the if-converted method under US GAAP and we assumed share settlement of the remaining purchase contract payment balance from our Equity Units based on the average share price during the period. A numerator adjustment was reflected in the calculation of diluted EPS for interest expense incurred in the three months ended March 31, 2023, net of tax, related to the purchase contracts. The purchase contracts were settled on December 1, 2023.
We began using the two-class method of computing earnings per share in 2023 because we have participating securities in the form of non-vested restricted stock units with a non-forfeitable right to dividend equivalents, for which vesting is predicated solely on the passage of time. The calculation of earnings per share using the two-class method excludes income attributable to these participating securities from the numerator and excludes the dilutive impact of those shares from the denominator.
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ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
The following table presents the calculation of our basic and diluted EPS:
| Three Months Ended March 31, | |||||||||||||||||||||||
| (in millions, except per share amounts) | 2024 | 2023 | |||||||||||||||||||||
| Numerator: | |||||||||||||||||||||||
| Net Income Available to Common Shareholders | $ | 344.3 | $ | 319.2 | |||||||||||||||||||
| Less: Income allocated to participating securities | 0.3 | 0.2 | |||||||||||||||||||||
| Net Income Available to Common Shareholders - Basic | 344.0 | 319.0 | |||||||||||||||||||||
| Add: Dilutive effect of Equity Units | — | 0.4 | |||||||||||||||||||||
| Net Income Available to Common Shareholders - Diluted | $ | 344.0 | $ | 319.4 | |||||||||||||||||||
| Denominator: | |||||||||||||||||||||||
| Average common shares outstanding - Basic | 447.9 | 412.8 | |||||||||||||||||||||
| Dilutive potential common shares: | |||||||||||||||||||||||
| Equity Units purchase contracts | — | 31.2 | |||||||||||||||||||||
| Equity Units purchase contract payment balance | — | 1.8 | |||||||||||||||||||||
| Shares contingently issuable under employee stock plans | 0.9 | 0.8 | |||||||||||||||||||||
| Shares restricted under employee stock plans | 0.4 | 0.5 | |||||||||||||||||||||
| ATM forward agreement | 0.2 | — | |||||||||||||||||||||
| Average Common Shares - Diluted | 449.4 | 447.1 | |||||||||||||||||||||
| Earnings per common share: | |||||||||||||||||||||||
| Basic | 0.77 | 0.77 | |||||||||||||||||||||
| Diluted | 0.77 | 0.71 |
6. Equity
ATM Program. On February 22, 2024, we entered into eight separate equity distribution agreements pursuant to which we are able to sell up to an aggregate of $900.0 million of our common stock. On February 23, 2024, under the ATM program, we executed a forward sale agreement, which allows us to issue a fixed number of shares at a price to be settled in the future. On February 23, 2024, the forward purchaser under our forward sale agreement borrowed 7,757,951 shares from third parties, which the forward purchaser sold, through its affiliated agent, at a weighted average price of $25.78 per share. We may settle the forward sale agreement in shares, cash or net shares by December 20, 2024. Had we settled all the shares under the forward sale agreement at March 31, 2024, we would have received approximately $199.8 million, based on a net price of $25.76 per share. As of March 31, 2024, the ATM program (inclusive of the forward sale agreement) had approximately $700.0 million of equity available for issuance. The program expires on December 31, 2025.
Preferred Stock. Dividends declared per share for the Series A Preferred Stock were zero and $28.25 during the three months ended March 31, 2024 and 2023, respectively. Dividends declared per share for the Series B Preferred Stock were $406.25 and $812.50 during the three months ended March 31, 2024 and 2023, respectively.
On June 15, 2023, we redeemed all 400,000 outstanding shares of Series A Preferred Stock for a redemption price of $1,000 per share or $400.0 million in total.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
Series B and B-1 Preferred Stock. On March 15, 2024, we redeemed all 20,000 outstanding shares of Series B Preferred Stock for a redemption price of $25,000 per share and all 20,000 outstanding shares of Series B-1 Preferred Stock for a redemption price of $0.01 per share or $500.0 million in total. Following the redemption, dividends ceased to accrue on the shares of Series B Preferred Stock, shares of the Series B Preferred Stock and Series B-1 Preferred Stock were no longer deemed outstanding and all rights of the holders of such shares of Series B Preferred Stock and Series B-1 Preferred Stock terminated. In conjunction with the redemption, we recorded a $14.0 million preferred stock redemption premium, calculated as the difference between the carrying value on the redemption date of the Series B Preferred Stock and Series B-1 Preferred Stock and the total amount of consideration paid to redeem, which was recorded as a reduction to retained earnings during the first quarter of 2024. We did not recognize an excise tax liability under the IRA in connection with this redemption as we expect to issue common stock under the ATM program in 2024 in excess of the fair value of the Series B Preferred Stock and Series B-1 Preferred Stock redeemed.
In March 2024, we filed a Certificate of Elimination to our Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware to eliminate from the Amended and Restated Certificate of Incorporation all matters set forth in the Certificate of Designations with respect to the Series B Preferred Stock and the Certificate of Designations with respect to the Series B-1 Preferred Stock. As a result, the 20,000 shares that were previously designated as Series B Preferred Stock and the 20,000 shares that were previously designated as Series B-1 Preferred Stock were returned to the status of authorized but unissued shares of preferred stock, par value $0.01 per share, without designation as to series. The Certificate of Elimination does not change the total number of authorized shares of capital stock of NiSource or the total number of authorized shares of preferred stock. We voluntarily delisted the preferred stock from the New York Stock Exchange.
Equity Units. On December 1, 2023, we issued 33,898,837 shares of our common stock under the purchase contract component of the Corporate Units. As of December 1, 2023, each holder of Corporate Units was deemed to have automatically delivered to us the related Series C Mandatory Convertible Preferred Stock that were components of the Corporate Units in full satisfaction of such holder’s obligations under the related purchase contract, and all shares of Series C Mandatory Convertible Preferred Stock were returned to the status of authorized but unissued preferred stock, par value of $0.01 per share, without designation as to series. We voluntarily delisted the Corporate Units from the New York Stock Exchange.
Refer to Note 5, "Earnings Per Share," for additional information regarding our treatment of the Equity Units for diluted EPS during 2023.
7. Short-Term Borrowings
We generate short-term borrowings from our revolving credit facility, commercial paper program, accounts receivable transfer programs, and term credit agreements. Each of these borrowing sources is described further below.
Revolving Credit Facility. We maintain a revolving credit facility to fund ongoing working capital requirements, including the provision of liquidity support for our commercial paper program, provide for issuance of letters of credit and also for general corporate purposes. Our revolving credit facility has a program limit of $1.85 billion and is comprised of a syndicate of banks. We had no outstanding borrowings under this facility as of March 31, 2024 and December 31, 2023.
Commercial Paper Program. On February 9, 2024 we increased our commercial paper program limit from $1.50 billion to $1.85 billion. We had $1,222.3 million and $1,061.0 million of commercial paper outstanding with weighted-average interest rates of 5.58% and 5.65% as of March 31, 2024 and December 31, 2023, respectively.
Accounts Receivable Transfer Programs. Columbia of Ohio, NIPSCO, and Columbia of Pennsylvania each maintain a receivables agreement whereby they transfer their customer accounts receivables to third-party financial institutions through consolidated special purpose entities. The three agreements expire between June 2024 and October 2024 and may be further extended if mutually agreed to by the parties thereto.
All receivables transferred to third parties are valued at face value, which approximates fair value due to their short-term nature. The amount of the undivided percentage ownership interest in the accounts receivables transferred is determined in part by required loss reserves under the agreements.
Transfers of accounts receivable are accounted for as secured borrowings resulting in the recognition of short-term borrowings on the Condensed Consolidated Balance Sheets (unaudited). As of March 31, 2024, the maximum amount of debt that could be borrowed related to our accounts receivable programs was $419.8 million.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
We had zero and $337.6 million of short-term borrowings related to the securitization transactions as of March 31, 2024 and December 31, 2023, respectively.
For the three months ended March 31, 2024 and 2023, $337.6 million and $65.4 million, respectively were recorded as cash flows used for financing activities related to the change in short-term borrowings due to securitization transactions. For the accounts receivable transfer programs, we pay used facility fees for amounts borrowed, unused commitment fees for amounts not borrowed, and upfront renewal fees. Fees associated with the securitization transactions were $0.5 million and $0.9 million for the three months ended March 31, 2024 and 2023, respectively. Columbia of Ohio, NIPSCO and Columbia of Pennsylvania remain responsible for collecting on the receivables securitized, and the receivables cannot be transferred to another party.
Term Credit Agreements. At December 31, 2023, we had $1.0 billion, and $650.0 million outstanding under term credit agreements with interest rates of 6.41% and 6.50%, respectively. On January 3, 2024, we terminated and repaid in full our $1.0 billion term credit agreement and our $650.0 million term credit agreement with proceeds from the NIPSCO Minority Interest Transaction.
Items listed above, excluding the term credit agreements, are presented net in the Condensed Statements of Consolidated Cash Flows (unaudited) as their maturities are less than 90 days.
8. Long-Term Debt
On March 14, 2024 we completed the issuance and sale of $650.0 million of 5.35% senior unsecured notes maturing in 2034, which resulted in approximately $642.6 million of net proceeds after discount and debt issuance costs.
9. Gas in Storage
We use both the LIFO inventory methodology and the weighted-average cost methodology to value natural gas in storage. Natural gas storage injections are priced at the average of the costs of natural gas supply purchased during the year. For interim periods, the difference in the cost of replacing the current portion of stored gas inventory compared to the amount stated on a LIFO basis is recorded within the Condensed Consolidated Balance Sheets (unaudited). Due to seasonality requirements, we expect interim variances in LIFO layers to be replenished by year end. The LIFO basis exceeded the cost of replacing the current portion of stored gas by $27.5 million and zero respectively, for the periods ended March 31, 2024 and December 31, 2023, for certain gas distribution companies recorded within "Prepayments and other" on the Condensed Consolidated Balance Sheets (unaudited).
10. Regulatory Matters
Renewable generation filings
In March 2024, NIPSCO filed a petition with the IURC to, after notice and hearing, issue an order modifying its November 22, 2023 order to approve direct ownership of the Gibson Project. The hearing is scheduled for June 2024 with a final order expected August 2024. In March 2024, NIPSCO also filed a petition with the IURC to, after notice and hearing, issue an order modifying its June 29, 2021 order to approve direct ownership of the Fairbanks Project. The hearing is scheduled for July 2024 with a final order expected September of 2024.
WAM system filing
In March 2024, NIPSCO filed a petition with the IURC for authority to defer, as a regulatory asset, certain costs, including depreciation and amortization incurred in connection with improvements to its information technology systems through the design, development, and implementation of a new WAM program for the scheduling, dispatch, and execution of work and the management of underlying assets. These improvements are part of our enterprise-wide transformation roadmap which seeks to optimize our field work. The petition also included the confirmation that the WAM program assets, including the requested regulatory assets, will be included in NIPSCO's rate base for ratemaking purposes in rate cases after the WAM assets have been placed in service. The hearing is scheduled for July 2024 with a final order expected in August 2024.
Regulatory deferral related to renewable energy investments
In accordance with the accounting principles of ASC 980, we recognize a regulatory liability or asset for amounts representing the timing difference between the profit earned from the JVs and the amount included in regulated rates to recover our approved investments in consolidated JVs. The amounts recorded in income will ultimately reflect the amount allowed in regulated rates to recover our investments over the useful life of the projects. The offset to the regulatory liability or asset associated with our renewable investments included in regulated rates is recorded in "Depreciation and amortization" on the Condensed Statements
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
of Consolidated Income (unaudited). NiSource recorded an increase to depreciation expense of $3.5 million and a decrease to depreciation expense of $4.4 million for the three months ended March 31, 2024 and 2023, respectively. Following the implementation of the electric base rate case, we began recognizing amounts to recover our investments of projects that have been placed in service. Refer to Note 4, "Noncontrolling Interests," for additional information.
11. Risk Management Activities
We are exposed to certain risks relating to our ongoing business operations; namely commodity price risk and interest rate risk. We recognize that the prudent and selective use of derivatives may help to lower our cost of debt capital, manage our interest rate exposure and limit volatility in the price of natural gas.
Risk management assets and liabilities on our derivatives are presented on the Condensed Consolidated Balance Sheets (unaudited) as shown below:
| March 31, 2024 | December 31, 2023 | ||||||||||||||||||||||
| (in millions) | Assets | Liabilities | Assets | Liabilities | |||||||||||||||||||
| Current(1) | |||||||||||||||||||||||
| Derivatives not designated as hedging instruments | $ | 3.0 | $ | 11.6 | $ | 1.1 | $ | 7.5 | |||||||||||||||
| Total | $ | 3.0 | $ | 11.6 | $ | 1.1 | $ | 7.5 | |||||||||||||||
| Noncurrent(2) | |||||||||||||||||||||||
| Derivatives not designated as hedging instruments | $ | 20.2 | $ | 1.9 | $ | 22.2 | $ | 1.9 | |||||||||||||||
| Total | $ | 20.2 | $ | 1.9 | $ | 22.2 | $ | 1.9 |
(1)Current assets and liabilities are presented in "Prepayments and other" and "Other accruals", respectively, on the Condensed Consolidated Balance Sheets (unaudited).
(2)Noncurrent assets and liabilities are presented in "Deferred charges and other" and "Other noncurrent liabilities and deferred credits", respectively, on the Condensed Consolidated Balance Sheets (unaudited).
Our derivative instruments are subject to enforceable master netting arrangements or similar agreements. No collateral was either received or posted related to our outstanding derivative positions at March 31, 2024. If the above gross asset and liability positions were presented net of amounts owed or receivable from counterparties, we would report a net asset position of $9.7 million and $13.9 million at March 31, 2024 and December 31, 2023, respectively.
All gains and losses on derivative contracts are deferred as regulatory liabilities or assets and are remitted to or collected from customers through NIPSCO's and Columbia of Pennsylvania's quarterly GCA mechanisms.
Derivatives Not Designated as Hedging Instruments
Commodity price risk management. We, along with our utility customers, are exposed to variability in cash flows associated with natural gas purchases and volatility in natural gas prices. We purchase natural gas for sale and delivery to our retail, commercial and industrial customers, and for most customers the variability in the market price of gas is passed through in their rates. Some of our utility subsidiaries offer programs whereby variability in the market price of gas is assumed by the respective utility. The objective of our commodity price risk programs is to mitigate the gas cost variability on behalf of our customers, associated with natural gas purchases or sales by economically hedging the various gas cost components using a combination of futures, options, forwards or other derivative contracts. At March 31, 2024 and December 31, 2023, we had 86.0 MMDth and 76.1 MMDth, respectively, of net energy derivative volumes outstanding related to our natural gas hedges.
NIPSCO has received IURC approval to lock in a fixed price for its natural gas customers using long-term forward purchase instruments and is limited to 20% of NIPSCO's average annual GCA purchase volume. As of March 31, 2024, the remaining terms of these instruments range from one to three years. Likewise, Columbia of Pennsylvania has received approval for a 24-month rolling hedge program. The hedging program was executed in December 2023, with an effective date of April 1, 2024 and will continue in perpetuity. The program is designed to financially hedge approximately 20% of the customer’s annual demand. All gains and losses on these derivative contracts are deferred as regulatory liabilities or assets and are remitted to or collected from customers through the relevant cost recovery mechanism.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
The following table summarizes the gains and losses associated with the commodity price risk programs deferred as regulatory assets and liabilities:
| (in millions) | March 31, 2024 | December 31, 2023 | |||||||||
| Regulatory Assets | |||||||||||
| Losses on commodity price risk programs | $ | 20.1 | $ | 24.4 | |||||||
| Regulatory Liabilities | |||||||||||
| Gains on commodity price risk programs | 23.3 | 23.3 |
Our derivative instruments measured at fair value as of March 31, 2024 and December 31, 2023 do not contain any credit-risk-related contingent features.
Derivatives Designated as Hedging Instruments Interest rate risk management. As of March 31, 2024 and December 31, 2023 we had no active interest rate swap positions. The overall net gain related to our multiple settled interest rate swaps is recorded in AOCI. We amortize the net gain over the life of the debt associated with these swaps as we recognize interest expense. These amounts are immaterial for the three months ended March 31, 2024 and 2023 and are recorded in "Interest expense, net" on the Condensed Statements of Consolidated Income (unaudited). Amounts expected to be reclassified to earnings during the next twelve months are immaterial. See Note 16, "Accumulated Other Comprehensive Loss," for additional information.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
12. Fair Value
A. Fair Value Measurements
Recurring Fair Value Measurements
The following tables present financial assets and liabilities measured and recorded at fair value on our Condensed Consolidated Balance Sheets (unaudited) on a recurring basis and their level within the fair value hierarchy as of March 31, 2024 and December 31, 2023:
| Recurring Fair Value Measurements March 31, 2024 (in millions) | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Balance as of March 31, 2024 | |||||||||||||||||||
| Assets | |||||||||||||||||||||||
| Risk management assets | $ | — | $ | 23.2 | $ | — | $ | 23.2 | |||||||||||||||
| Available-for-sale debt securities | — | 150.1 | — | 150.1 | |||||||||||||||||||
| Total | $ | — | $ | 173.3 | $ | — | $ | 173.3 | |||||||||||||||
| Liabilities | |||||||||||||||||||||||
| Risk management liabilities | $ | — | $ | 13.5 | $ | — | $ | 13.5 | |||||||||||||||
| Total | $ | — | $ | 13.5 | $ | — | $ | 13.5 |
| Recurring Fair Value Measurements December 31, 2023 (in millions) | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Balance as of December 31, 2023 | |||||||||||||||||||
| Assets | |||||||||||||||||||||||
| Risk management assets | $ | — | $ | 23.3 | $ | — | $ | 23.3 | |||||||||||||||
| Available-for-sale debt securities | — | 159.1 | — | 159.1 | |||||||||||||||||||
| Total | $ | — | $ | 182.4 | $ | — | $ | 182.4 | |||||||||||||||
| Liabilities | |||||||||||||||||||||||
| Risk management liabilities | $ | — | $ | 9.4 | $ | — | $ | 9.4 | |||||||||||||||
| Total | $ | — | $ | 9.4 | $ | — | $ | 9.4 |
Risk Management Assets and Liabilities. Risk management assets and liabilities include exchange-traded NYMEX futures and NYMEX options and non-exchange-based forward purchase contracts.
Level 1- When utilized, exchange-traded derivative contracts are based on unadjusted quoted prices in active markets and are classified within Level 1. These financial assets and liabilities are secured with cash on deposit with the exchange; therefore, nonperformance risk has not been incorporated into these valuations. These financial assets and liabilities are deemed to be cleared and settled daily by NYMEX as the related cash collateral is posted with the exchange. As a result of this exchange rule, NYMEX derivatives are considered to have no fair value at the balance sheet date for financial reporting purposes, and are presented in Level 1 net of posted cash; however, the derivatives remain outstanding and are subject to future commodity price fluctuations until they are settled in accordance with their contractual terms.
Level 2- Certain non-exchange-traded derivatives are valued using broker or over-the-counter, on-line exchanges. In such cases, these non-exchange-traded derivatives are classified within Level 2. Non-exchange-based derivative instruments include swaps, forwards, and options. In certain instances, these instruments may utilize models to measure fair value. We use a similar model to value similar instruments. Valuation models utilize various inputs that include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, other observable inputs for the asset or liability and market-corroborated inputs, (i.e., inputs derived principally from or corroborated by observable market data by correlation or other means). Where observable inputs are available for substantially the full term of the asset or liability, the instrument is categorized within Level 2.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
Level 3- Certain derivatives trade in less active markets with a lower availability of pricing information and models may be utilized in the valuation. When such inputs have a significant impact on the measurement of fair value, the instrument is categorized within Level 3.
Credit risk is considered in the fair value calculation of derivative instruments that are not exchange-traded. Credit exposures are adjusted to reflect collateral agreements that reduce exposures. As of March 31, 2024 and December 31, 2023, there were no material transfers between fair value hierarchies. Additionally, there were no changes in the method or significant assumptions used to estimate the fair value of our financial instruments.
NIPSCO and Columbia of Pennsylvania have entered into long-term forward natural gas purchase instruments to lock in a fixed price for natural gas customers. We value these contracts using a pricing model that incorporates market-based information when available, as these instruments trade less frequently and are classified within Level 2 of the fair value hierarchy. For additional information, see Note 11, "Risk Management Activities."
Available-for-Sale Debt Securities. Available-for-sale debt securities are investments pledged as collateral for trust accounts related to our wholly owned insurance company. We value U.S. Treasury, corporate debt and mortgage-backed securities using a matrix pricing model that incorporates market-based information. These securities trade less frequently and are classified within Level 2.
Our available-for-sale debt securities impairments are recognized periodically using an allowance approach. At each reporting date, we utilize a quantitative and qualitative review process to assess the impairment of available-for-sale debt securities at the individual security level. For securities in a loss position, we evaluate our intent to sell or whether it is more-likely-than-not that we will be required to sell the security prior to the recovery of its amortized cost. If either criteria is met, the loss is recognized in earnings immediately, with the offsetting entry to the carrying value of the security. If both criteria are not met, we perform an analysis to determine whether the unrealized loss is related to credit factors. The analysis focuses on a variety of factors that include, but are not limited to, downgrade on ratings of the security, defaults in the current reporting period or projected defaults in the future, the security's yield spread over treasuries, and other relevant market data. If the unrealized loss is not related to credit factors, it is included in other comprehensive income. If the unrealized loss is related to credit factors, the loss is recognized as credit loss expense in earnings during the period, with an offsetting entry to the allowance for credit losses. The amount of the credit loss recorded to the allowance account is limited by the amount at which the security's fair value is less than its amortized cost basis. If certain amounts recorded in the allowance for credit losses are deemed uncollectible, the allowance on the uncollectible portion will be charged off, with an offsetting entry to the carrying value of the security. Subsequent improvements to the estimated credit losses of available-for-sale debt securities will be recognized immediately in earnings. As of March 31, 2024 and December 31, 2023, we have $0.4 million and $0.6 million, respectively, recorded as an allowance for credit losses on available-for-sale debt securities as a result of the analysis described above. Continuous credit monitoring and portfolio credit balancing mitigates our risk of credit losses on our available-for-sale debt securities.
The amortized cost, gross unrealized gains and losses, allowance for credit losses, and fair value of available-for-sale securities at March 31, 2024 and December 31, 2023 were:
| March 31, 2024 (in millions) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses**(1)** | Allowance for Credit Losses | Fair Value | ||||||||||||||||||||||||
| Available-for-sale debt securities | |||||||||||||||||||||||||||||
| U.S. Treasury debt securities | $ | 62.1 | $ | — | $ | (3.3) | $ | — | $ | 58.8 | |||||||||||||||||||
| Corporate/Other debt securities | 98.1 | 0.6 | (7.0) | (0.4) | 91.3 | ||||||||||||||||||||||||
| Total | $ | 160.2 | $ | 0.6 | $ | (10.3) | $ | (0.4) | $ | 150.1 | |||||||||||||||||||
| December 31, 2023 (in millions) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses**(2)** | Allowance for Credit Losses | Fair Value | ||||||||||||||||||||||||
| Available-for-sale debt securities | |||||||||||||||||||||||||||||
| U.S. Treasury debt securities | $ | 63.8 | $ | — | $ | (3.2) | $ | — | $ | 60.6 | |||||||||||||||||||
| Corporate/Other debt securities | 105.2 | 0.8 | (6.9) | (0.6) | 98.5 | ||||||||||||||||||||||||
| Total | $ | 169.0 | $ | 0.8 | $ | (10.1) | $ | (0.6) | $ | 159.1 |
(1)Fair value of U.S. Treasury debt securities and Corporate/Other debt securities in an unrealized loss position without an allowance for credit losses is $58.8 million and $72.7 million, respectively, at March 31, 2024.
(2)Fair value of U.S. Treasury debt securities and Corporate/Other debt securities in an unrealized loss position without an allowance for credit losses is $58.7 million and $74.8 million, respectively, at December 31, 2023.
The cost of maturities sold is based upon specific identification. Realized gains and losses on available-for-sale securities were $0.4 million and immaterial for the three months ended March 31, 2024 and 2023, respectively.
Non-recurring Fair Value Measurements
We measure the fair value of certain assets, primarily goodwill, on a non-recurring basis, typically when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable.
B. Other Fair Value Disclosures for Financial Instruments. The carrying amount of cash and cash equivalents, restricted cash, notes receivable, customer deposits and short-term borrowings is a reasonable estimate of fair value due to their liquid or short-term nature. Our long-term borrowings are recorded at historical amounts.
The following method and assumptions were used to estimate the fair value of each class of financial instruments.
Long-term Debt. The fair value of outstanding long-term debt is estimated based on the quoted market prices for the same or similar securities. Certain premium costs associated with the early settlement of long-term debt are not taken into consideration in determining fair value. These fair value measurements are classified within Level 2 of the fair value hierarchy. As of March 31, 2024, there was no change in the method or significant assumptions used to estimate the fair value of long-term debt.
The carrying amount and estimated fair values of these financial instruments were as follows:
| (in millions) | Carrying Amount as of March 31, 2024 | Estimated Fair Value as of March 31, 2024 | Carrying Amount as of Dec. 31, 2023 | Estimated Fair Value as of Dec. 31, 2023 | |||||||||||||||||||
| Long-term debt (including current portion) | $ | 11,748.6 | $ | 10,852.3 | $ | 11,079.3 | $ | 10,370.9 |
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
13. Income Taxes
Our interim effective tax rates reflect the estimated annual effective tax rates for 2024 and 2023 applied to year-to-date pretax income, adjusted for tax expense associated with certain discrete items. The effective tax rates for the three months ended March 31, 2024 and 2023 were 16.0% and 20.3%, respectively. These effective tax rates differ from the federal statutory tax rate of 21% primarily due to renewable partnership income, amortization of excess deferred federal income tax liabilities, as specified in the TCJA, tax credits, state flow through, and other permanent book-to-tax differences.
The decrease in the three month effective tax rate of 4.3% in 2024 compared to 2023 is primarily attributed to the lower renewable partnership income, jurisdictional mix of pre-tax book income, offset by lower amortization of excess deferred federal income tax liabilities.
As of March 31, 2024, there have been no material changes to our unrecognized tax benefits or possible changes that could reasonably be expected to occur during the next twelve months. See Note 15 to the Company’s Consolidated Financial Statements in the Annual Report on Form 10-K for the year ended December 31, 2023, for a discussion of these unrecognized tax benefits.
14. Pension and Other Postemployment Benefits
We provide defined contribution plans and noncontributory defined benefit retirement plans that cover certain of our employees. Benefits under the defined benefit retirement plans reflect the employees' compensation, years of service and age at retirement. Additionally, we provide health care and life insurance benefits for certain retired employees. The majority of employees may become eligible for these benefits if they reach retirement age while working for us. The expected cost of such benefits is accrued during the employees' years of service. We determined that, for certain rate-regulated subsidiaries, the future recovery of postretirement benefit costs is probable, and we record regulatory assets and liabilities for amounts that would otherwise have been recorded to expense or accumulated other comprehensive loss. Current rates of rate-regulated companies include postretirement benefit costs, including amortization of the regulatory assets and liabilities that arose prior to inclusion of these costs in rates. For most plans, cash contributions are remitted to grantor trusts.
For the three months ended March 31, 2024 and 2023, we contributed $0.7 million and $1.2 million, respectively to our pension plans and $5.4 million and $5.6 million, respectively to our OPEB plans.
The following table provides the components of the plans' actuarially determined net periodic benefit cost for the three months ended March 31, 2024 and 2023:
| Pension Benefits | OPEB | ||||||||||||||||||||||
| Three Months Ended March 31, (in millions) | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||||
| Components of Net Periodic Benefit Cost**(1)** | |||||||||||||||||||||||
| Service cost | $ | 5.4 | $ | 5.1 | $ | 1.3 | $ | 1.3 | |||||||||||||||
| Interest cost | 16.3 | 17.1 | 5.4 | 5.4 | |||||||||||||||||||
| Expected return on assets | (23.8) | (23.6) | (4.0) | (3.8) | |||||||||||||||||||
| Amortization of prior service credit | — | — | (0.4) | (0.5) | |||||||||||||||||||
| Recognized actuarial loss | 7.2 | 8.4 | 0.8 | 0.8 | |||||||||||||||||||
| Total Net Periodic Benefit Cost | $ | 5.1 | $ | 7.0 | $ | 3.1 | $ | 3.2 | |||||||||||||||
| (1)The service cost component and all non-service cost components of net periodic benefit (income) cost are presented in "Operation and maintenance" and "Other, net," respectively, on the Condensed Statements of Consolidated Income (unaudited). |
15. Other Commitments and Contingencies
A. Guarantees and Indemnities. We and certain of our subsidiaries enter into various agreements providing financial or performance assurance to third parties on behalf of certain subsidiaries as a part of normal business. Such agreements include guarantees and stand-by letters of credit. These agreements are entered into primarily to support or enhance the creditworthiness otherwise attributed to a subsidiary on a stand-alone basis, thereby facilitating the extension of sufficient credit to accomplish the subsidiaries' intended commercial purposes. As of March 31, 2024 and December 31, 2023, we had issued stand-by letters of credit of $9.9 million for the benefit of third parties.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
We provide guarantees related to our future performance under BTAs for our renewable generation projects. At March 31, 2024 and December 31, 2023, our guarantees for multiple BTAs totaled $672.3 million and $646.1 million, respectively. The amount of each guaranty will decrease upon the substantial completion of the construction of the facilities. See ''- D. Other Matters - Generation Transition,'' below for more information.
B. Legal Proceedings. From time to time, various legal and regulatory claims and proceedings are pending or threatened against the Company and its subsidiaries. While the amounts claimed may be substantial, the Company is unable to predict with certainty the ultimate outcome of such claims and proceedings. The Company establishes reserves whenever it believes it to be appropriate for pending litigation matters. However, the actual results of resolving the pending litigation matters may be substantially higher than the amounts reserved. If one or more matters were decided against us, the effects could be material to our results of operations in the period in which we would be required to record or adjust the related liability and could also be material to our cash flows in the periods that we would be required to pay such liability. Due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim, proceeding or investigation would not have a material adverse effect on our results of operations, financial position or liquidity.
Other Claims and Proceedings. We are also party to other claims, regulatory and legal proceedings arising in the ordinary course of business in each state in which we have operations, and based upon an investigation of these matters and discussion with legal counsel, we believe the ultimate outcome of such other legal proceedings to be individually, or in aggregate, not material at this time.
C. Environmental Matters. Our operations are subject to environmental statutes and regulations related to air quality, water quality, hazardous waste and solid waste. We believe that we are in substantial compliance with the environmental regulations currently applicable to our operations.
It is management's continued intent to address environmental issues in cooperation with regulatory authorities in such a manner as to achieve mutually acceptable compliance plans. However, there can be no assurance that fines and penalties will not be incurred. Management expects a majority of environmental assessment and remediation costs and asset retirement costs, further described below, to be recoverable through rates.
As of March 31, 2024 and December 31, 2023, we had recorded a liability of $77.8 million and $80.0 million, respectively, to cover environmental remediation at various sites. This liability is included in "Other accruals" and "Other noncurrent liabilities and deferred credits" in the Condensed Consolidated Balance Sheets (unaudited). We recognize costs associated with environmental remediation obligations when the incurrence of such costs is probable and the amounts can be reasonably estimated. The original estimates for remediation activities may differ materially from the amount ultimately expended. The actual future expenditures depend on many factors, including laws and regulations, the nature and extent of impact and the method of remediation. These expenditures are not currently estimable at some sites. We periodically adjust our liability as information is collected and estimates become more refined.
CERCLA. Our subsidiaries are potentially responsible parties at waste disposal sites under CERCLA and similar state laws. Under CERCLA, each potentially responsible party can be held jointly, severally and strictly liable for the remediation costs as the EPA, or state, can allow the parties to pay for remedial action or perform remedial action themselves and request reimbursement from the potentially responsible parties. Our affiliates have retained CERCLA environmental liabilities, including remediation liabilities, associated with certain current and former operations. At this time, we cannot estimate the full cost of remediating properties that have not yet been investigated, but it is possible that the future costs could be material to the Condensed Consolidated Financial Statements (unaudited).
MGP. We maintain a program to identify and investigate former MGP sites where our subsidiaries or predecessors may have liability. The program has identified 53 such sites where liability is probable. Remedial actions at many of these sites are being overseen by state or federal environmental agencies through consent agreements or voluntary remediation agreements.
We utilize a probabilistic model to estimate our future remediation costs related to MGP sites. The model was prepared with the assistance of a third party and incorporates our experience and general industry experience with remediating MGP sites. We complete an annual refresh of the model in the second quarter of each fiscal year. Our total estimated liability related to the facilities subject to remediation was $72.8 million and $73.7 million at March 31, 2024 and December 31, 2023, respectively. The liability represents our best estimate of the probable cost to remediate the MGP sites. Our model indicates that it is reasonably possible that remediation costs could vary by as much as $15.1 million in addition to the costs noted above. Remediation costs are estimated based on the best available information, applicable remediation standards at the balance sheet date and experience with similar facilities.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
CCRs. NIPSCO continues to meet the compliance requirements established by the EPA for the regulation of CCRs. The CCR rule requirements currently in effect required revisions to previously recorded legal obligations associated with the retirement of certain NIPSCO facilities. The actual asset retirement costs related to the CCR rule may vary substantially from the estimates used to record the increased asset retirement obligation due to the uncertainty about the requirements that will be established by environmental authorities, compliance strategies that will be used and the preliminary nature of available data used to estimate costs. As allowed by the rule, NIPSCO will continue to collect data over time to determine the specific compliance solutions and associated costs and, as a result, the actual costs may vary. On April 25, 2024 new EPA rules have been issued and we are evaluating the potential impact on our business.
D. Other Matters.
Generation Transition. NIPSCO has also executed several BTAs with developers to construct renewable generation facilities. NIPSCO has received IURC approval for all of its BTAs and PPAs. In addition to IURC approval, NIPSCO's purchase obligation under the BTAs is dependent on timely completion of construction and for certain BTAs successful execution by NIPSCO of an agreement with a tax equity partner. Certain agreements require NIPSCO to make partial payments upon the developer's completion of significant construction milestones. With respect to BTAs for which tax equity partnerships are utilized, NIPSCO and the tax equity partner are obligated to make cash contributions to the JV that acquires project at the date construction is substantially complete. Once the tax equity partner has earned its negotiated rate of return and we have reached the agreed upon contractual date, NIPSCO has the option to purchase at fair market value the remaining interest in the JV from the tax equity partner. On January 17, 2024, the IURC approved the full ownership of Cavalry and Dunns Bridge II which will allow those BTAs to be executed through direct ownership. In March 2024, we filed with the IURC to modify the ownership structure for Gibson and Fairbanks solar projects to become fully owned projects and to modify the cost of the Fairbanks project as contemplated in the contractual actions. On March 18, 2024, Cavalry achieved mechanical completion, resulting in NIPSCO making a $110.6 million payment to the developer.
16. Accumulated Other Comprehensive Loss
The following tables display the components of Accumulated Other Comprehensive Loss, net of tax:
| (in millions) | Gains and Losses on Securities**(1)** | Gains and Losses on Cash Flow Hedges**(1)** | Pension and OPEB Items**(1)** | Accumulated Other Comprehensive Loss**(1)** | |||||||||||||||||||
| Balance as of January 1, 2024 | $ | (7.3) | $ | (12.8) | $ | (13.5) | $ | (33.6) | |||||||||||||||
| Other comprehensive loss before reclassifications | (0.6) | (0.2) | (0.1) | (0.9) | |||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive loss | 0.3 | 0.1 | 0.3 | 0.7 | |||||||||||||||||||
| Net current-period other comprehensive income (loss) | (0.3) | (0.1) | 0.2 | (0.2) | |||||||||||||||||||
| Balance as of March 31, 2024 | $ | (7.6) | $ | (12.9) | $ | (13.3) | $ | (33.8) | |||||||||||||||
(1)All amounts are net of tax. Amounts in parentheses indicate debits.
| (in millions) | Gains and Losses on Securities**(1)** | Gains and Losses on Cash Flow Hedges**(1)** | Pension and OPEB Items**(1)** | Accumulated Other Comprehensive Loss**(1)** | |||||||||||||||||||
| Balance as of January 1, 2023 | $ | (11.2) | $ | (12.6) | $ | (13.3) | $ | (37.1) | |||||||||||||||
| Other comprehensive income (loss) before reclassifications | 1.7 | — | — | 1.7 | |||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive loss | 0.3 | 0.1 | 0.3 | 0.7 | |||||||||||||||||||
| Net current-period other comprehensive income (loss) | 2.0 | 0.1 | 0.3 | 2.4 | |||||||||||||||||||
| Balance as of March 31, 2023 | $ | (9.2) | $ | (12.5) | $ | (13.0) | $ | (34.7) | |||||||||||||||
(1)All amounts are net of tax. Amounts in parentheses indicate debits.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
17. Business Segment Information
Our reportable segments reflect the manner in which our business is managed, and our resources are allocated. Following the consummation of the NIPSCO Minority Interest Transaction, the funding and strategic management was revised to evaluate operating performance at the state level. Refer to Note 4, "Noncontrolling Interests," for additional information on the NIPSCO Minority Interest Transaction. Our operations are now evaluated through two primary reportable segments, Columbia Operations and NIPSCO Operations. Columbia Operations aggregates the results of the fully regulated and wholly owned subsidiaries of NiSource Gas Distribution Group, Inc. (a holding company that owns Columbia of Kentucky, Columbia of Maryland, Columbia of Ohio, Columbia of Pennsylvania, and Columbia of Virginia). Each Columbia distribution company is an operating segment which we aggregate to form the Columbia Operations reportable segment. NIPSCO Operations includes the results of NIPSCO Holdings I and its majority-owned subsidiaries, including NIPSCO, which has fully regulated gas and electric operations in Northwest Indiana.
The remainder of our operations, which are not significant enough on a stand-alone basis to warrant treatment as a reportable segment, are presented as "Corporate and Other" and primarily are comprised of interest expense on holding company debt, and unallocated corporate costs and activities. Refer to Note 3, "Revenue Recognition," for additional information on our segments and their sources of revenues. The following table provides information about our reportable segments. Our CODM uses operating income as the primary measurement for each of the reported segments and makes decisions on finance, dividends, and taxes at the corporate level on a consolidated basis. Segment revenues include intersegment sales to affiliated subsidiaries, which are eliminated in consolidation. Affiliated sales are recognized on the basis of prevailing market, regulated prices or at levels provided for under contractual agreements. Operating income is derived from revenues and expenses directly associated with each segment.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
| Three Months Ended March 31, | |||||||||||||||||||||||
| (in millions) | 2024 | 2023 | |||||||||||||||||||||
| Operating Revenues | |||||||||||||||||||||||
| Columbia Operations | |||||||||||||||||||||||
| Unaffiliated | $ | 953.7 | $ | 1,048.9 | |||||||||||||||||||
| Intersegment | 3.2 | 3.0 | |||||||||||||||||||||
| Total | 956.9 | 1,051.9 | |||||||||||||||||||||
| NIPSCO Operations | |||||||||||||||||||||||
| Unaffiliated | 752.4 | 916.9 | |||||||||||||||||||||
| Intersegment | 0.3 | 0.3 | |||||||||||||||||||||
| Total | 752.7 | 917.2 | |||||||||||||||||||||
| Corporate and Other | |||||||||||||||||||||||
| Unaffiliated | 0.2 | 0.2 | |||||||||||||||||||||
| Intersegment | 139.9 | 116.7 | |||||||||||||||||||||
| Total | 140.1 | 116.9 | |||||||||||||||||||||
| Eliminations | (143.4) | (120.0) | |||||||||||||||||||||
| Consolidated Operating Revenues | $ | 1,706.3 | $ | 1,966.0 | |||||||||||||||||||
| Operating Income | |||||||||||||||||||||||
| Columbia Operations | $ | 362.0 | $ | 351.8 | |||||||||||||||||||
| NIPSCO Operations | 216.4 | 177.0 | |||||||||||||||||||||
| Corporate and Other | 5.0 | 2.2 | |||||||||||||||||||||
| Consolidated Operating Income | $ | 583.4 | $ | 531.0 |
The following table provides information about the assets of our reportable segments included in the Condensed Consolidated Balance Sheet (unaudited):
| (in millions) | March 31, 2024 | December 31, 2023 | |||||||||
| Assets | |||||||||||
| Columbia Operations | $ | 13,789.8 | $ | 13,664.5 | |||||||
| NIPSCO Operations | 14,221.0 | 13,962.6 | |||||||||
| Corporate and Other | 1,327.3 | 3,450.1 | |||||||||
| Consolidated Assets | $ | 29,338.1 | $ | 31,077.2 |
Information about our reportable segments for the three months ended March 31, 2023, as well as for the period ended December 31, 2023 has been recast to align with the current year's presentation.
Table of Contents****`
ITEM 1. FINANCIAL STATEMENTS (continued)
NiSource Inc.
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
18. Other, Net
The following table displays the components of Other, Net included on the Condensed Statements of Consolidated Income (unaudited):
| Three Months Ended March 31, | |||||||||||||||||||||||
| (in millions) | 2024 | 2023 | |||||||||||||||||||||
| Interest income | $ | 2.5 | $ | 1.8 | |||||||||||||||||||
| AFUDC equity | 11.3 | 4.8 | |||||||||||||||||||||
| Pension and other postretirement non-service benefit (cost) | (2.2) | (3.5) | |||||||||||||||||||||
| Miscellaneous | (2.4) | (1.6) | |||||||||||||||||||||
| Total Other, net | $ | 9.2 | $ | 1.5 |
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
NiSource Inc.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
EXECUTIVE SUMMARY
This Management's Discussion and Analysis of Financial Condition and Results of Operations ("Management’s Discussion") includes management’s analysis of past financial results and certain potential factors that may affect future results, potential future risks and approaches that may be used to manage those risks. See "Note regarding forward-looking statements" at the beginning of this report for a list of factors that may cause results to differ materially.
Management's Discussion is designed to provide an understanding of our operations and financial performance and should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
We are an energy holding company under the Public Utility Holding Company Act of 2005 whose utility subsidiaries are fully regulated natural gas and electric utility companies serving customers in six states. We generate substantially all of our operating income through these rate-regulated businesses, which are summarized for financial reporting purposes into two primary reportable segments: Columbia Operations and NIPSCO Operations. Refer to ''Note 17, "Business Segment Information," for further discussion of our business segments.
Our goal is to develop strategies that benefit all stakeholders as we (i) focus on long-term infrastructure investment and safety programs to better serve our customers, (ii) align our tariff structures with our cost structure, and (iii) address changing customer energy demand. These strategies focus on improving safety and reliability, enhancing customer experience, pursuing regulatory and legislative initiatives to increase accessibility for customers currently not on our gas and electric service, ensuring customer affordability and reducing emissions while generating sustainable returns. The safety of our customers, communities and employees remains our focus. Serving as a guiding practice for our SMS, NiSource is certified in conformance to the American Petroleum Institute Recommended Practice 1173, which is the foundation to our journey towards operational excellence. We also made advancements in key strategic initiatives, described in further detail below.
Energy Transition: We continue to advance our energy transition strategy, primarily through the continuation and enhancement of existing programs, such as retiring and replacing remaining coal-fired electric generation by 2028 with a balanced mix of low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak detection and repair. Our electric generation transition, initiated through the NIPSCO 2018 Integrated Resource Plan ("2018 Plan") is well underway, and we are continually adjusting to the dynamic energy landscape. As of March 31, 2024, we have executed and received IURC approval for BTAs and PPAs for wind, solar and solar plus storage projects,with a combined nameplate capacity of 1,950 MW and 1,400 MW, respectively, under the 2018 Plan. We have also taken contractual actions on a number of our other renewable projects to address the timing of these projects as well as consider the broad market issues facing the industry. We remain on track to retire R.M Schahfer's remaining two coal units by the end of 2025. On January 17, 2024, the IURC approved full ownership of the Cavalry and Dunns Bridge II projects, allowing NIPSCO to leverage provisions of the Inflation Reduction Act passed in 2022, to monetize renewable tax credits more effectively. Full ownership of these projects provide enhanced benefits to customers as compared to the previous tax equity partnership structure approved by the IURC. In March 2024, we filed with the IURC to modify the ownership structure for Gibson and Fairbanks solar projects to become fully owned projects and to modify the cost of the Fairbanks project as contemplated in the contractual actions referenced above. We are continuing to evaluate the impact of this legislation on our remaining projects, with potential to drive increased value to customers. For additional information, see "Results and Discussion of Segment Operations - NIPSCO Operations," in this Management's Discussion.
In 2021, we announced and filed with the IURC the Preferred Energy Resource Plan associated with our 2021 Integrated Resource Plan ("2021 Plan"). The 2021 Plan affirms plans to retire the coal unit at the Michigan City Generating Station by the end of 2028. The 2021 Plan calls for the replacement of the retiring units with a diverse portfolio of resources including demand side management resources, incremental solar, stand-alone energy storage and upgrades to existing facilities at the Sugar Creek Generating Station, among other steps. Additionally, the 2021 Plan calls for a new natural gas peaking facility to replace existing vintage gas peaking facilities at the R.M. Schahfer Generating Station to support system reliability and resiliency, and upgrades to the electric transmission system. In September of 2023, we filed a request for issuance of a certificate of public convenience and necessity for an approximately 400 MW natural gas peaking generation facility with the IURC. The planned retirement of the two vintage gas peaking facilities at the R.M. Schahfer Generating Station is also expected to occur by the end of 2028. Final retirement dates for these units, as well as Michigan City, will be subject to MISO approval.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
We continue to enhance safety and reduce methane emissions on our gas systems through modernization programs and utilization of advanced leak detection and repair. In addition, we plan to advance other low- or zero-emission energy resources and technologies, such as hydrogen and renewable natural gas.
NIPSCO Minority Interest Transaction: On December 31, 2023, contemporaneously with the closing of the NIPSCO Minority Interest Transaction, Blackstone, NIPSCO Holdings I, NIPSCO Holdings II, and NiSource entered into an Amended and Restated Limited Liability Company Agreement (the "LLC Agreement") of NIPSCO Holdings II. On January 31, 2024, BIP transferred a 4.5% equity interest in NIPSCO Holdings II to BIP Blue Buyer VCOC L.L.C., a Delaware limited liability company and also an affiliate of Blackstone. Effective upon the closing of this transfer, the members of NIPSCO Holdings II entered into a Second Amended and Restated Limited Liability Company Operating Agreement of NIPSCO Holdings II (the "Amended LLC Agreement"). The two affiliates of Blackstone must vote their equity holdings under the Amended LLC Agreement as one investor. Refer to Note 4, "Noncontrolling Interests," for more information on this transaction.
Transformation: Our enterprise-wide transformation roadmap focuses on operational excellence, safety, operation and maintenance management, and unlocking efficiencies. We are committed to identifying and implementing initiatives that will enable us to streamline work and improve logistics company-wide. These efforts include investments in proven technologies backed with standardized processes that will change the way we plan, schedule, and execute work in the field and how we engage and provide service to our customers. Taken together, all of our optimization initiatives will prioritize safety and continue to optimize our long-term growth profile. We are making progress towards our transformation goals with the anticipated third quarter 2024 launch of the first phase of our WAM program, an information technology system that optimizes the scheduling, dispatch, and execution of our field operations.
Economic Environment: We continue to monitor risks related to increasing order and delivery lead times for construction and other materials, potential unavailability of materials due to global shortages in raw materials, and decreased construction labor productivity in the event of disruptions in the availability of materials. We continue to see increasing prices associated with certain materials and supplies. To the extent that work delays occur or our costs increase, our business operations, results of operations, cash flows, and financial condition could be materially adversely affected.
We are faced with increased competition for employee and contractor talent in the current labor market which has resulted in increased costs to attract and retain talent. We are ensuring that we use all internal human capital programs (development, leadership enablement programs, succession, performance management) to promote retention of our current employees along with having a competitive and attractive employee value proposition for potential recruits. With a focus on workforce planning, we are evaluating our future talent footprint by creating flexible work arrangements where possible to ensure we have the right people, in the right role, and at the right time.
We continue to evaluate our financing plan to manage interest expense and exposure to rates. For more information on interest rate risk, see "Market Risk Disclosures".
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
Summary of Consolidated Financial Results
A summary of our consolidated financial results for the three months ended March 31, 2024 and 2023 are presented below:
| Three Months Ended March 31, | |||||||||||||||||||||||||||||||||||
| (in millions, except per share amounts) | 2024 | 2023 | Favorable (Unfavorable) | ||||||||||||||||||||||||||||||||
| Operating Revenues | $ | 1,706.3 | $ | 1,966.0 | $ | (259.7) | |||||||||||||||||||||||||||||
| Operating Expenses | |||||||||||||||||||||||||||||||||||
| Cost of energy | 425.0 | 765.1 | 340.1 | ||||||||||||||||||||||||||||||||
| Other Operating Expenses | 697.9 | 669.9 | (28.0) | ||||||||||||||||||||||||||||||||
| Total Operating Expenses | 1,122.9 | 1,435.0 | 312.1 | ||||||||||||||||||||||||||||||||
| Operating Income | 583.4 | 531.0 | 52.4 | ||||||||||||||||||||||||||||||||
| Total Other Deductions, Net | (107.1) | (107.4) | 0.3 | ||||||||||||||||||||||||||||||||
| Income Taxes | 76.0 | 85.8 | 9.8 | ||||||||||||||||||||||||||||||||
| Net Income | 400.3 | 337.8 | 62.5 | ||||||||||||||||||||||||||||||||
| Net income (loss) attributable to noncontrolling interest | 35.3 | 4.8 | (30.5) | ||||||||||||||||||||||||||||||||
| Net Income Attributable to NiSource | 365.0 | 333.0 | 32.0 | ||||||||||||||||||||||||||||||||
| Preferred dividends and redemption premium | (20.7) | (13.8) | (6.9) | ||||||||||||||||||||||||||||||||
| Net Income Available to Common Shareholders | 344.3 | 319.2 | 25.1 | ||||||||||||||||||||||||||||||||
| Earnings Per Share | |||||||||||||||||||||||||||||||||||
| Basic Earnings Per Share | $ | 0.77 | $ | 0.77 | $ | — | |||||||||||||||||||||||||||||
| Diluted Earnings Per Share | $ | 0.77 | $ | 0.71 | $ | 0.06 | |||||||||||||||||||||||||||||
The majority of the cost of energy in the Columbia Operations and NIPSCO Operations segments are tracked costs that are passed through directly to the customer, resulting in an equal and offsetting amount reflected in operating revenues.
The increase in net income available to common shareholders for the three months ended March 31, 2024 was primarily due to higher revenues, net of cost of energy, driven by rate increases from regulatory outcomes. Higher net income is offset by increased net income attributable to noncontrolling interest following the consummation of the NIPSCO Minority Interest Transaction.
The increase in preferred dividends and redemption premium for the three months ended March 31, 2024 was primarily due to the inclusion of $14 million Series B preferred redemption premium, offset by a shortened dividend accrual period due to the early redemption of Series A Preferred Stock in 2023 and the reduction of accrual for Series B Preferred Stock in 2024. See Note 6, "Equity," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for additional information.
For additional information on operating income variance drivers see "Results and Discussion of Segment Operations" for Columbia Operations and NIPSCO Operations in this Management's Discussion.
Income Taxes
Refer to Note 13, "Income Taxes," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for information on income taxes and the change in the effective tax rates for the periods presented.
We continue to monitor and evaluate the impacts of final or proposed income tax regulations issued on provisions of the IRA including but not limited to renewable energy tax credits and the excise tax on stock buybacks guidance issued on April 9, 2024. While our analysis is not complete, we do not believe these proposed regulations will materially impact the excise tax liability recorded in 2023. See Note 6 to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 for a discussion of the excise tax on stock buybacks.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
RESULTS AND DISCUSSION OF SEGMENT OPERATIONS
Presentation of Segment Information
In response to the NIPSCO Minority Interest Transaction, our operations are now evaluated through two primary reportable segments, Columbia Operations and NIPSCO Operations. Columbia Operations aggregates the results of the fully regulated and wholly owned subsidiaries of NiSource Gas Distribution Group, Inc. (a holding company that owns Columbia of Kentucky, Columbia of Maryland, Columbia of Ohio, Columbia of Pennsylvania, and Columbia of Virginia). Each Columbia distribution company is an operating segment which we aggregate to form the Columbia Operations reportable segment. NIPSCO Operations aggregates the results of NIPSCO Holdings I,and its majority-owned subsidiaries, including NIPSCO, which has both fully regulated gas and electric operations in Northwest Indiana. . The remainder of our operations, which are not significant enough on a stand-alone basis to warrant treatment as a reportable segment, are presented as "Corporate and Other" within the Notes to the Condensed Consolidated Financial Statements (unaudited) and primarily are comprised of interest expense on holding company debt, and unallocated corporate costs and activities.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
Columbia Operations
Financial and operational data for the Columbia Operations segment for the three months ended March 31, 2024 and 2023 are presented below.
| Three Months Ended March 31, | |||||||||||||||||||||||||||||||||||
| (in millions) | 2024 | 2023 | Favorable (Unfavorable) | ||||||||||||||||||||||||||||||||
| Operating Revenues | $ | 956.9 | $ | 1,051.9 | $ | (95.0) | |||||||||||||||||||||||||||||
| Operating Expenses | |||||||||||||||||||||||||||||||||||
| Cost of energy | 228.8 | 338.3 | 109.5 | ||||||||||||||||||||||||||||||||
| Operation and maintenance | 210.7 | 220.5 | 9.8 | ||||||||||||||||||||||||||||||||
| Depreciation and amortization | 98.2 | 87.7 | (10.5) | ||||||||||||||||||||||||||||||||
| Other taxes | 57.2 | 53.6 | (3.6) | ||||||||||||||||||||||||||||||||
| Total Operating Expenses | 594.9 | 700.1 | 105.2 | ||||||||||||||||||||||||||||||||
| Operating Income | $ | 362.0 | $ | 351.8 | $ | 10.2 | |||||||||||||||||||||||||||||
| Revenues | |||||||||||||||||||||||||||||||||||
| Residential | $ | 665.8 | $ | 722.9 | $ | (57.1) | |||||||||||||||||||||||||||||
| Commercial | 225.3 | 253.2 | (27.9) | ||||||||||||||||||||||||||||||||
| Industrial | 40.4 | 40.5 | (0.1) | ||||||||||||||||||||||||||||||||
| Off-System | 12.7 | 17.2 | (4.5) | ||||||||||||||||||||||||||||||||
| Other | 12.7 | 18.1 | (5.4) | ||||||||||||||||||||||||||||||||
| Total | $ | 956.9 | $ | 1,051.9 | $ | (95.0) | |||||||||||||||||||||||||||||
| Sales and Transportation (MMDth) | |||||||||||||||||||||||||||||||||||
| Residential | 77.0 | 74.4 | 2.6 | ||||||||||||||||||||||||||||||||
| Commercial | 54.3 | 50.7 | 3.6 | ||||||||||||||||||||||||||||||||
| Industrial | 68.5 | 61.6 | 6.9 | ||||||||||||||||||||||||||||||||
| Off-System | 7.3 | 7.4 | (0.1) | ||||||||||||||||||||||||||||||||
| Other | 0.2 | 0.2 | — | ||||||||||||||||||||||||||||||||
| Total | 207.3 | 194.3 | 13.0 | ||||||||||||||||||||||||||||||||
| Heating Degree Days**(1)** | 2,284 | 2,229 | 55 | ||||||||||||||||||||||||||||||||
| Normal Heating Degree Days**(1)** | 2,739 | 2,729 | 10 | ||||||||||||||||||||||||||||||||
| % (Warmer) than Normal | (17) | % | (18) | % | |||||||||||||||||||||||||||||||
| % Colder than prior year | 2 | % | |||||||||||||||||||||||||||||||||
| Columbia Operations Customers | |||||||||||||||||||||||||||||||||||
| Residential | 2,222,345 | 2,212,247 | 10,098 | ||||||||||||||||||||||||||||||||
| Commercial | 189,394 | 189,222 | 172 | ||||||||||||||||||||||||||||||||
| Industrial | 1,980 | 2,074 | (94) | ||||||||||||||||||||||||||||||||
| Other | 5 | 3 | 2 | ||||||||||||||||||||||||||||||||
| Total | 2,413,724 | 2,403,546 | 10,178 | ||||||||||||||||||||||||||||||||
(1) Heating degree figures represent averages of the five jurisdictions served by Columbia Operations.
Comparability of operation and maintenance expenses, depreciation and amortization, and other taxes may be impacted by regulatory, depreciation, and tax trackers that allow for the recovery in rates of certain costs.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
Columbia Operations
The underlying reasons for changes in our operating revenues for the three months ended March 31, 2024 compared to the same period in 2023 are presented below.
| Favorable (Unfavorable) | |||||||||||||||||
| Changes in Operating Revenues (in millions) | Three Months Ended March 31, 2024 vs 2023 | ||||||||||||||||
| New rates from base rate proceedings and regulatory capital programs | $ | 34.9 | |||||||||||||||
| Increased customer usage | 8.1 | ||||||||||||||||
| The effects of customer growth | 2.2 | ||||||||||||||||
| The effects of weather in 2024 compared to 2023 | 1.6 | ||||||||||||||||
| Other | (2.9) | ||||||||||||||||
| Change in operating revenues (before cost of energy and other tracked items) | $ | 43.9 | |||||||||||||||
| Operating revenues offset in operating expense | |||||||||||||||||
| Lower cost of energy billed to customers | (109.4) | ||||||||||||||||
| Lower tracker deferrals within operation and maintenance, depreciation, and tax | (29.5) | ||||||||||||||||
| Total change in operating revenues | $ | (95.0) |
Weather
In general, we calculate the weather-related revenue variance based on changing customer demand driven by weather variance from normal heating degree days, net of weather normalization mechanisms. Our composite heating degree days reported do not directly correlate to the weather-related dollar impact on the results of Columbia Operations. Heating degree days experienced during different times of the year or in different operating locations may have more or less impact on volume and dollars depending on when and where they occur. When the detailed results are combined for reporting, there may be weather-related dollar impacts on operations when there is not an apparent or significant change in our aggregated composite heating degree day comparison.
Throughput
The increase in total volumes for the three months ended March 31, 2024, compared to the same period in 2023, is primarily attributable to increased industrial usage.
Commodity Price Impact
Cost of energy for the Columbia Operations segment is principally comprised of the cost of natural gas used while providing transportation and distribution services to customers. All Columbia Operations companies have state-approved recovery mechanisms that provide a means for full recovery of prudently incurred gas costs. These are tracked costs that are passed through directly to the customer, and the gas costs included in revenues are matched with the gas cost expense recorded in the period. The difference is recorded on the Condensed Consolidated Balance Sheets (unaudited) as under-recovered or over-recovered gas cost to be included in future customer billings. Therefore, increases in these tracked operating expenses are offset by increases in operating revenues and have essentially no impact on net income.
Certain of the Columbia Operations companies continue to offer choice opportunities, where customers can choose to purchase gas from a third-party supplier, through regulatory initiatives in their respective jurisdictions.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
NiSource Inc.
Columbia Operations
The underlying reasons for changes in our operating expenses for the three months ended March 31, 2024 compared to the same period in 2023 are presented below.
| Favorable (Unfavorable) | |||||||||||||||||
| Changes in Operating Expenses (in millions) | Three Months Ended March 31, 2024 vs 2023 | ||||||||||||||||
| Higher employee and administrative related expenses | $ | (13.7) | |||||||||||||||
| Higher depreciation and amortization expense | (10.6) | ||||||||||||||||
| Higher property tax | (2.6) | ||||||||||||||||
| Higher outside services expenses | (2.4) | ||||||||||||||||
| Other | (4.4) | ||||||||||||||||
| Change in operating expenses (before cost of energy and other tracked items) | $ | (33.7) | |||||||||||||||
| Operating expenses offset in operating revenue | |||||||||||||||||
| Lower cost of energy billed to customers | 109.4 | ||||||||||||||||
| Lower tracker deferrals within operation and maintenance, depreciation, and tax | 29.5 | ||||||||||||||||
| Total change in operating expense | $ | 105.2 |
Previous: Cover and table of contents · Next: Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)