Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 8, 2018
  
CHESAPEAKE UTILITIES CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
Delaware
 
001-11590
 
51-0064146
(State or other jurisdiction of
 
(Commission
 
(I.R.S. Employer
incorporation or organization)
 
File Number)
 
Identification No.)
909 Silver Lake Boulevard, Dover, Delaware 19904
(Address of principal executive offices, including Zip Code)
(302) 734-6799
(Registrant's Telephone Number, including Area Code)
 
(Former name, former address and former fiscal year, if changed since last report.)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 









Item 2.02. Results of Operations and Financial Condition.
On November 8, 2018, Chesapeake Utilities Corporation issued a press release announcing its financial results for the quarter and Nine months ended September 30, 2018. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d)   Exhibit 99.1 - Press Release of Chesapeake Utilities Corporation, dated November 8, 2018.


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
CHESAPEAKE UTILITIES CORPORATION
 
/s/ Beth W. Cooper
Beth W. Cooper
Senior Vice President and Chief Financial Officer
 
Date: November 9, 2018




Exhibit

1-1-1-1

https://cdn.kscope.io/4c9bade1c31f0524f56ca86d1ae20b3e-chesapeakelogova16.jpg            
FOR IMMEDIATE RELEASE
November 8, 2018
NYSE Symbol: CPK

CHESAPEAKE UTILITIES CORPORATION REPORTS
THIRD QUARTER 2018 RESULTS

Third quarter net income totaled $5.5 million or $0.34 per share
Eastern Shore Natural Gas Company (“Eastern Shore”) and Peninsula Pipeline Company (“Peninsula Pipeline”) expansions added $3.6 million in gross margin* for the quarter
Continued growth in the natural gas transmission operations during the third quarter was offset by seasonality, slightly lower propane margins and lower results for Peninsula Energy Services Company, Inc. ("PESCO") as it continues to build its platform for future growth
Year-to-date results continue to be strong as net income rose by $6.8 million ($0.40 per share) to $38.8 million or $2.36 per share
Higher year-to-date earnings are a result of continued growth and expansion in natural gas operations, as well as growth in electric and propane operations and reduced federal income taxes for the unregulated energy businesses
As a result of the Tax Cuts and Jobs Act ("TCJA"), the Company year-to-date has passed through approximately $7.5 million in lower federal income taxes to regulated energy customers

Dover, Delaware — Chesapeake Utilities Corporation (NYSE: CPK) (“Chesapeake Utilities” or the “Company”) today announced third quarter financial results. The Company's net income for the quarter ended September 30, 2018 was $5.5 million, compared to $6.8 million for the same quarter of 2017. Earnings per share ("EPS") for the quarter ended September 30, 2018 were $0.34, compared to $0.42 per share for the same quarter of 2017 although year-to-date performance remains strong (as discussed below). During the third quarter, continued growth in the natural gas transmission operations was offset by seasonality, lower propane margins and lower operating income for PESCO.
For the nine months ended September 30, 2018, the Company reported net income of $38.8 million, or $2.36 per share. This represents an increase of $6.8 million or $0.40 per share compared to the same period in 2017. Higher year-to-date earnings reflect continued growth and expansion in the Company's natural gas operations, as well as growth in electric and propane operations and the benefit of the lower effective federal income tax rate from the TCJA on unregulated energy earnings. The results also reflect more normal weather during the nine months ended September 30, 2018. A detailed discussion of operating results begins on page 3.
“Our strong, disciplined capital investment strategy continues to expand the safe, clean, reliable energy services we provide to our customers and produce quarterly and year-to-date earnings growth in our Regulated Energy segment and year-to-date earnings growth in our Unregulated Energy segment’s propane operations and natural gas supply services,” stated Michael P. McMasters, President and Chief Executive Officer. “Our outlook for the year remains in line with our beginning of the year guidance.” Mr. McMasters added. “Our significant growth in 2018 and industry-leading growth over the past ten years result directly from our employees’ persistent efforts to find and develop new regulated and unregulated energy opportunities for growth.”


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2-2-2-2

Significant Items Impacting Earnings
Results for the three and nine months ended September 30, 2018 were impacted by the following significant items:
For the period ended September 30,
Third quarter
 
Year-to-date
 
Net Income
 
EPS
 
Net Income
 
EPS
(in thousands, except per share data)
 
 
 
 
 
 
 
Reported (GAAP) Earnings
$
5,538

 
$
0.34

 
$
38,779

 
$
2.36

Less: Realized Mark-to-Market ("MTM") gain

 

 
(4,008
)
 
(0.24
)
Add: Non-recurring separation expenses associated with a former executive

 

 
1,421

 
0.09

Adjusted (Non-GAAP) Earnings*
$
5,538

 
$
0.34

 
$
36,192

 
$
2.21

Excluding both the one-time separation expenses for a former executive and the realized MTM gain recorded by the Company’s natural gas marketing subsidiary, PESCO, during the first quarter, which offsets a comparable MTM loss in the fourth quarter of 2017, EPS for the nine months ended September 30, 2018 would have been $2.21, an increase of 12.8 percent over EPS of $1.96 for the nine months ended September 30, 2017.
*This press release includes references to non-Generally Accepted Accounting Principles ("GAAP") financial measures, including gross margin, adjusted earnings and Adjusted EPS. A "non-GAAP financial measure" is generally defined as a numerical measure of a company's historical or future performance that includes or excludes amounts, or that is subject to adjustments, so as to be different from the most directly comparable measure calculated or presented in accordance with GAAP. Our management believes certain non-GAAP financial measures, when considered together with GAAP financial measures, provide information that is useful to investors in understanding period-over-period operating results separate and apart from items that may, or could, have a disproportionately positive or negative impact on results in any particular period.
The Company calculates "gross margin" by deducting the cost of sales from operating revenue. Cost of sales includes the purchased fuel cost for natural gas, electricity and propane, and the cost of labor spent on direct revenue-producing activities and excludes depreciation, amortization and accretion. Other companies may calculate gross margin in a different manner. Gross margin should not be considered an alternative to operating income or net income, both of which are determined in accordance with GAAP. The Company believes that gross margin, although a non-GAAP measure, is useful and meaningful to investors as a basis for making investment decisions. It provides investors with information that demonstrates the profitability achieved by the Company under its allowed rates for regulated operations and under its competitive pricing structures for unregulated businesses. The Company's management uses gross margin in measuring its business units' performance. This press release also includes gross margin that excludes the impact of unusual items, such as the pass-through to customers of lower federal income taxes resulting from TCJA. The Company calculates "adjusted earnings” by adjusting reported (GAAP) earnings to exclude the impact of certain significant non-cash items, including the impact of realized MTM gains (losses) and one-time charges, such as severance charges, and calculates “adjusted EPS” by dividing adjusted earnings by the weighted average common shares outstanding.

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3-3-3-3

Operating Results for the Quarters Ended September 30, 2018 and 2017

Consolidated Results
 
Three Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin before the TCJA impact
$
65,111

 
$
60,076

 
$
5,035

 
8.4
 %
Pass-through of lower taxes to regulated energy customers

(1,993
)
 

 
(1,993
)
 
N/A

Gross margin
63,118

 
60,076

 
3,042

 
5.1
 %
Depreciation, amortization and property taxes
14,702

 
13,181

 
1,521

 
11.5
 %
Other operating expenses
36,380


32,263


4,117

 
12.8
 %
Operating income
$
12,036

 
$
14,632

 
$
(2,596
)
 
(17.7
)%

Operating income during the third quarter of 2018 decreased by $2.6 million, or 17.7 percent, compared to the same period in 2017. Pass-through of lower taxes to regulated energy customers as a result of the TCJA, reduced margin and operating income by approximately $2.0 million, and were offset by an equal reduction in income taxes. Excluding the impact of the pass-through of lower taxes, operating income decreased by $603,000, or 4.1 percent. Gross margin before the effect of TCJA, increased by $5.0 million, or 8.4 percent, while other operating expenses increased by $5.6 million.

Regulated Energy Segment
 
Three Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin before the TCJA impact
$
53,262

 
$
46,909

 
$
6,353

 
13.5
%
Pass-through of lower taxes to regulated energy customers
(1,993
)
 

 
(1,993
)
 
N/A

Gross margin
51,269

 
46,909

 
4,360

 
9.3
%
Depreciation, amortization and property taxes
12,085

 
10,782

 
1,303

 
12.1
%
Other operating expenses
23,269

 
20,604

 
2,665

 
12.9
%
Operating income
$
15,915

 
$
15,523

 
$
392

 
2.5
%
Operating income for the Regulated Energy segment increased by $392,000, or 2.5 percent, in the third quarter of 2018 compared to the same period in 2017. This increase was driven by a $6.4 million increase in gross margin, before the impact of the TCJA pass-through discussed above, offset by $4.0 million in higher depreciation and other operating expenses associated with the margin growth. Third quarter gross margin and operating income were also impacted by customer refunds of $2.0 million, due to the pass-through of lower taxes to regulated energy customers as a result of the TCJA. This decrease in margin and operating income was offset by an equal reduction in income tax expense. Excluding the estimated pass-through to customers of lower taxes, operating income increased by $2.4 million, or 15.4 percent. This increase in operating income reflects continued growth in the natural gas and electric distribution operations, expansions at Peninsula Pipeline and Eastern Shore, as well as the implementation of new rates for Eastern Shore.
 

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4-4-4-4

The key components of the increase in gross margin are shown below:
(in thousands)
Margin Impact
Eastern Shore and Peninsula Pipeline service expansions
$
3,616

Implementation of Eastern Shore settled rates
1,161

Natural gas growth (including customer and consumption growth, but excluding service expansions)
734

Florida electric reliability/modernization program
464

Gas Reliability and Infrastructure Program ("GRIP") in Florida
329

Other
49

Total
6,353

Less: Pass-through to regulated energy customers of lower taxes resulting from TCJA*
(1,993
)
Quarter over quarter increase in gross margin
$
4,360

*As a result of the TCJA and ensuing directives by federal and state regulatory commissions, the Company reserved or refunded to customers of its regulated businesses an estimated $2.0 million during the third quarter of 2018. In some jurisdictions, refunds have been made to customers, while in other jurisdictions, the Company has established reserves until final agreements are approved and permanent changes are made to customer rates. The reserves and lower customer rates are equal to the estimated reduction in federal income taxes due to the TCJA and have no material impact on after-tax earnings from the Regulated Energy segment.

The major components of the increase in other operating expenses are as follows:
(in thousands)
Other Operating Expenses
Outside services, facilities and maintenance costs to maintain system integrity and support growth

$
1,195

Depreciation, amortization and property taxes associated with recent capital projects
1,303

Benefits and other employee-related expenses(1)
530

Payroll expense (increased staffing and annual salary increases)
446

Early termination of facility lease due to consolidation of operations facilities
323

Other
171

Quarter over quarter increase in other operating expenses
$
3,968

(1) Since the Company self-insures for healthcare costs, benefits costs fluctuate depending upon filed claims.
As previously disclosed, the Company expects the current expense run rate to continue for the remainder of the year, with the exception of the early lease termination. This expense reflects the payment of all remaining costs for one of the Company's former operations facilities, which has been replaced by the new Energy Lane Service Center, which opened during the third quarter of 2018.

Unregulated Energy Segment
 
Three Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin
$
11,933

 
$
13,272

 
$
(1,339
)
 
(10.1
)%
Depreciation, amortization and property taxes
2,578

 
2,360

 
218

 
9.2
 %
Other operating expenses
13,288

 
11,863

 
1,425

 
12.0
 %
Operating income
$
(3,933
)
 
$
(951
)
 
$
(2,982
)
 
(313.6
)%

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5-5-5-5

Given the imbalance adjustments in the third quarter of 2018 and the increased infrastructure built for PESCO to support its growth and to ensure continued risk management, the Company is presenting PESCO’s results separate from the rest of its Unregulated Energy segment:

(in thousands)
Unregulated Segment excluding PESCO
Three Months Ended September 30,
2018
 
2017
 
Change
 
Percent Change
Gross margin
$
11,202

 
$
11,912

 
$
(710
)
 
(6.0
)%
Depreciation, amortization and property taxes
2,424

 
2,281

 
143

 
6.3
 %
Other operating expenses
11,567

 
10,519

 
1,048

 
10.0
 %
Operating loss
$
(2,789
)
 
$
(888
)
 
$
(1,901
)
 
(214.1
)%

Excluding PESCO, operating loss for the Unregulated Energy segment increased by $1.9 million for the three months ended September 30, 2018, compared to the same period in 2017. The increased operating loss was driven by a $710,000 decrease in gross margin, accompanied by $1.2 million in higher operating expenses. The reduction in margin is largely as a result of lower margins per gallon and the timing of deliveries for the Florida propane distribution operations as a result of accelerated deliveries of propane attributable to Hurricane Irma in the third quarter of 2017 and lower margins per gallon for the Mid-Atlantic propane distribution operations.
The major components of the decrease in gross margin (excluding PESCO results) are shown below:
(in thousands)
Margin Impact
Propane retail operations - decreased margins driven by lower prices per gallon
$
(469
)
Unregulated Energy customer consumption decrease
(374
)
Other
133

Quarter over quarter decrease in gross margin
$
(710
)
Operating expenses were higher because of additional personnel, systems and outside services to support growth in these businesses, as well as higher incentive compensation associated with accruals for the year-to-date performance.
The major components of the increase in other operating expenses are as follows:
(in thousands)
Other Operating Expenses
Payroll expense (increased staffing and annual salary increases)
$
308

Outside services to support growth and facilities and maintenance costs as a result of ongoing compliance activities
275

Benefits and other employee-related expenses(1)
228

Incentive compensation costs (based on period-over-period results)
176

Depreciation, amortization and property tax costs due to new capital investments
144

Other
60

Quarter over quarter increase in other operating expenses
$
1,191

(1) Since the Company self-insures for healthcare costs, benefits costs fluctuate depending upon filed claims.

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6-6-6-6

Many of the increased expenses highlighted above are fixed and; since third quarter margins are typically lower due to the seasonal nature of the Company's businesses, the increases have a more significant impact on quarterly operating losses. The Company expects the current expense run rate to continue for the remainder of the year.

PESCO results
 
Three Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin
$
731

 
$
1,360

 
$
(629
)
 
(46.3
)%
Depreciation, amortization and property taxes
154

 
79

 
75

 
94.9
 %
Other operating expenses
1,721

 
1,344

 
377

 
28.1
 %
Operating loss
$
(1,144
)
 
$
(63
)
 
$
(1,081
)
 
(1,715.9
)%

For the three months ended September 30, 2018, PESCO's gross margin was lower by $629,000 compared to the same period in 2017. The decreased margin reflected the impact of the timing and true-up of various imbalance positions with pipelines. The increased operating expenses reflected additional planned expenses incurred to build out the staff, infrastructure and risk management systems as PESCO executes its growth strategy.
Operating Results for the Nine Months Ended September 30, 2018 and 2017
Consolidated Results
 
Nine Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin before the TCJA impact
$
229,208

 
$
204,649

 
$
24,559

 
12.0
%
Pass-through of lower taxes to regulated energy customers
(7,530
)
 

 
(7,530
)
 
N/A

Gross margin
221,678

 
204,649

 
17,029

 
8.3
%
Depreciation, amortization and property taxes
42,149

 
38,416

 
3,733

 
9.7
%
Non-recurring executive separation expenses
1,548

 

 
1,548

 
N/A

Other operating expenses
112,291

 
102,441

 
9,850

 
9.6
%
Operating income
$
65,690

 
$
63,792

 
$
1,898

 
3.0
%

Operating income, for the nine months ended September 30, 2018, increased by $1.9 million, or 3.0 percent, compared to the same period in 2017. This increase was driven by a $24.6 million, or 12.0 percent, increase in gross margin, which was partially offset by a $3.7 million increase in depreciation, amortization and property taxes, a $9.9 million increase in other operating expenses and a $7.5 million pass-through to regulated energy customers of lower taxes associated with the TCJA, which were offset by an equivalent reduction in income tax expenses for the Regulated Energy segment. Excluding the estimated pass-through of lower taxes to customers, operating income increased by $9.4 million, or 14.8 percent.



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7-7-7-7

Regulated Energy Segment
 
Nine Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin before the TCJA impact
$
170,456

 
$
151,147

 
$
19,309

 
12.8
%
Pass-through of lower taxes to regulated energy customers
(7,530
)
 

 
(7,530
)
 
N/A

Gross margin
162,926

 
151,147

 
11,779

 
7.8
%
Depreciation, amortization and property taxes
34,402

 
31,411

 
2,991

 
9.5
%
Other operating expenses
71,594

 
66,732

 
4,862

 
7.3
%
Operating income
$
56,930

 
$
53,004

 
$
3,926

 
7.4
%
Operating income for the Regulated Energy segment increased by $3.9 million, or 7.4 percent, for the nine months ended September 30, 2018 compared to the same period in 2017. This increase was driven by a $19.3 million increase in gross margin before the impact of the TCJA discussed above, which was partially offset by $7.9 million in higher depreciation and other operating expenses associated with gross margin growth. Excluding the estimated pass-through of lower taxes to customers, operating income increased by $11.4 million, or 21.6 percent. This increase in operating income was generated from continued growth in the natural gas and electric distribution operations, expansions at Peninsula Pipeline and Eastern Shore, as well as the implementation of new rates for Eastern Shore and more normal weather conditions.
The key components of the increase in gross margin are shown below:
(in thousands)
Margin Impact
Implementation of Eastern Shore settled rates
$
6,256

Eastern Shore and Peninsula Pipeline service expansions
5,966

Natural gas growth (including customer and consumption growth but excluding service expansions)
4,098

Return to more normal weather
1,498

Florida electric reliability/modernization program
1,231

Florida GRIP
931

Other
(671
)
Total
19,309

Less: Pass-through of lower taxes to regulated energy customers*
(7,530
)
Period-over-period increase in gross margin
$
11,779

*As a result of the TCJA and ensuing directives by federal and state regulatory commissions, the Company reserved or refunded to customers of its regulated businesses an estimated $7.5 million during the first nine months of 2018. In some jurisdictions, refunds have been made to customers, while in other jurisdictions, the Company has established reserves until agreements are approved and permanent changes are made to customer rates. The reserves and lower customer rates are equal to the estimated reduction in federal income taxes due to the TCJA and have no material impact on after-tax earnings from the Regulated Energy segment.


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8-8-8-8

The major components of the increase in other operating expenses are as follows:
(in thousands)
Other Operating Expenses
Depreciation, amortization and property taxes associated with recent capital projects
$
2,991

Payroll expense (increased staffing and annual salary increases)
1,857

Facilities and maintenance costs to maintain system integrity
1,507

Regulatory expenses

(536
)
Incentive compensation costs (based on period-over-period results)
401

Other operating expenses including vehicle, credit collections, other taxes, sales and advertising costs
356

Early termination of facility lease due to consolidation of operations facilities
323

Benefits and other employee-related expenses(1)
307

Other
647

Period-over-period increase in other operating expenses
$
7,853

(1) Since the Company self-insures for healthcare costs, benefits costs fluctuate depending upon filed claims.


Unregulated Energy Segment
 
Nine Months Ended September 30,
 
 
 
 
(in thousands)
2018
 
2017
 
Change
 
Percent Change
Gross margin
$
59,149

 
$
53,827

 
$
5,322

 
9.9
 %
Depreciation, amortization and property taxes
7,637

 
6,884

 
753

 
10.9
 %
Other operating expenses
41,271

 
36,317

 
4,954

 
13.6
 %
Operating income
$
10,241

 
$
10,626

 
$
(385
)
 
(3.6
)%

Given the impact of the MTM gain recorded by PESCO in the first quarter of 2018 and the increased infrastructure the Company has built for PESCO to support its growth and to ensure appropriate risk management, the Company is also presenting PESCO’s year-to-date results separate from the rest of its Unregulated Energy segment:

(in thousands)
Unregulated Segment excluding PESCO
Nine Months Ended September 30,
2018
 
2017
 
Change
 
Percent Change
Gross margin
$
54,637

 
$
48,078

 
$
6,559

 
13.6
%
Depreciation, amortization and property taxes
7,181

 
6,773

 
408

 
6.0
%
Other operating expenses
35,995

 
32,862

 
3,133

 
9.5
%
Operating income
$
11,461

 
$
8,443

 
$
3,018

 
35.7
%

Excluding PESCO, operating income for the Unregulated Energy segment increased by $3.0 million for the nine months ended September 30, 2018, compared to the same period in 2017. Gross margin increased by $6.6 million, or 13.6 percent, due primarily to more normal weather, improved margins and growth in the Company’s propane operations and at Aspire Energy. This was offset by $3.1 million in higher operating expenses to support growth.


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9-9-9-9

The major components of the increase in gross margin (excluding PESCO results) are shown below:
(in thousands)
Margin Impact
Propane delivery operations - additional customer consumption - (weather)
$
2,923

Propane delivery operations - increased margin driven by growth and other factors
1,552

Aspire Energy - customer consumption - (weather)
921

Aspire Energy - increased margin driven by growth and other factors
592

Growth in wholesale propane margins and sales
255

Other
316

Period-over-period increase in gross margin
$
6,559

The key components of the increase in other operating expenses (excluding PESCO expenses) are as follows:
(in thousands)
Other Operating Expenses
Payroll expense (increased staffing and annual salary increases)
$
1,430

Absence of Xeron Inc. ("Xeron") 2017 wind-down costs
(829
)
Facilities and maintenance costs as a result of ongoing compliance activities
706

Other operating expenses including vehicle, credit collections, other taxes, sales and advertising costs
654

Incentive compensation costs (based on period-over-period results)
645

Benefits and employee-related costs(1)
442

Depreciation, amortization and property taxes associated with recent capital investments
410

Other
(325
)
Period over period increase in other operating expenses
$
3,133

(1) Since the Company self-insures for healthcare costs, benefits costs fluctuate depending upon filed claims

PESCO results
(in thousands)
PESCO
Nine Months Ended September 30,
2018
 
2017
 
Change
 
Percent Change
Gross margin
$
4,512

 
$
5,748

 
$
(1,236
)
 
(21.5
)%
Depreciation, amortization and property taxes
456

 
111

 
345

 
310.8
 %
Other operating expenses
5,276

 
3,453

 
1,823

 
52.8
 %
Operating (loss) income
$
(1,220
)
 
$
2,184

 
$
(3,404
)
 
(155.9
)%

For the nine months ended September 30, 2018, PESCO's gross margin was lower by $1.2 million compared to the same period in 2017. The decreased margin reflected the impact of imbalance adjustments, the change in margin contribution from various asset management contracts, and MTM adjustments primarily during the first quarter of 2018 which largely offset the extraordinary costs of meeting demand requirements in the Mid-Atlantic region due to pipeline capacity constraints associated with the 2018 Bomb Cyclone and other market conditions. For the nine months ended September 30, 2018, PESCO's operating expenses increased by $1.8 million compared to the same period in 2017 including increased planned expenses to build out its staff, infrastructure and risk management systems to keep pace with its growth strategy and $596,000 in

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10-10-10-10

additional expenses related to its August 2017 acquisition of certain assets of ARM Energy Management, LLC ("ARM"), a natural gas supply and supply management company servicing customers in Western Pennsylvania.
Matters discussed in this release may include forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those in the forward-looking statements. Please refer to the Safe Harbor for Forward-Looking Statements in the Company’s 2017 Annual Report on Form 10-K for further information on the risks and uncertainties related to the Company’s forward-looking statements.

Unless otherwise noted, earnings per share are presented on a diluted basis.

Conference Call

Chesapeake Utilities will host a conference call on Monday, November 12, 2018 at 10:30 a.m. Eastern Time to discuss the Company’s financial results for the quarter and nine months ended September 30, 2018.  To participate in this call, dial 855.801.6270 and reference Chesapeake Utilities’ 2018 Third Quarter Results Conference Call.  To access the replay recording of this call, the accompanying transcript, and other pertinent quarterly information, use the link CPK - Conference Call Audio Replay, or visit the Investors/Events and Presentations section of Company’s website at www.chpk.com.


About Chesapeake Utilities Corporation

Chesapeake Utilities is a diversified energy company engaged in natural gas distribution, transmission, gathering and processing, and marketing; electricity generation and distribution; propane gas distribution; and other businesses. Information about Chesapeake Utilities and its family of businesses is available at http://www.chpk.com or through its Investor Relations (IR) App.

Please note that Chesapeake Utilities Corporation is not affiliated with Chesapeake Energy, an oil and natural gas exploration company headquartered in Oklahoma City, Oklahoma.

For more information, contact:

Beth W. Cooper
Senior Vice President and Chief Financial Officer
302.734.6799

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11-11-11-11

Financial Summary
(in thousands, except per share data)
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2018
 
2017
 
2018
 
2017
Gross Margin
 
 
 
 
 
 
 
  Regulated Energy segment
$
51,269

 
$
46,909

 
$
162,926

 
$
151,147

  Unregulated Energy segment
11,933

 
13,272

 
59,149

 
53,827

  Other businesses and eliminations
(84
)
 
(105
)
 
(397
)
 
(325
)
 Total Gross Margin
$
63,118

 
$
60,076

 
$
221,678

 
$
204,649

 
 
 
 
 
 
 
 
Operating Income
 
 
 
 
 
 
 
   Regulated Energy segment
$
15,915

 
$
15,523

 
$
56,930

 
$
53,004

   Unregulated Energy segment
(3,933
)
 
(951
)
 
10,241

 
10,626

   Other businesses and eliminations
54

 
60

 
(1,481
)
 
162

 Total Operating Income
12,036

 
14,632

 
65,690

 
63,792

 
 
 
 
 
 
 
 
Other Expense, net
(11
)
 
(154
)
 
(204
)
 
(1,855
)
Interest Charges
4,430

 
3,321

 
11,976

 
9,133

Pre-tax Income
7,595

 
11,157

 
53,510

 
52,804

Income Taxes
2,057

 
4,324

 
14,731

 
20,781

 Net Income
$
5,538

 
$
6,833

 
$
38,779

 
$
32,023

 
 
 
 
 
 
 
 
Earnings Per Share of Common Stock
 
 
 
 
 
 
 
Basic
$
0.34

 
$
0.42

 
$
2.37

 
$
1.96

Diluted
$
0.34

 
$
0.42

 
$
2.36

 
$
1.96




 

--more--


12-12-12-12

Financial Summary Highlights

Key variances, between the three months ended September 30, 2017 and 2018, included:
(in thousands, except per share data)
 
Pre-tax
Income
 
Net
Income
 
Earnings
Per Share
Third Quarter of 2017 Reported Results
 
$
11,157

 
$
6,833

 
$
0.42

 
 
 
 
 
 
 
Increased (Decreased) Gross Margins:
 
 
 
 
 
 
Eastern Shore and Peninsula Pipeline service expansions*
 
3,616

 
2,636

 
0.16

Pass-through of lower taxes to regulated energy customers(1)
 
(1,993
)
 
(1,454
)
 
(0.09
)
Implementation of Eastern Shore settled rates* (2)
 
1,161

 
847

 
0.05

Natural gas growth (excluding service expansions)
 
734

 
535

 
0.03

PESCO results (decrease primarily due to imbalance adjustments)
 
(629
)
 
(459
)
 
(0.03
)
Retail margins per gallon
 
(469
)
 
(342
)
 
(0.02
)
Florida electric reliability/modernization program*
 
464

 
339

 
0.02

Unregulated energy customer consumption
 
(374
)
 
(273
)
 
(0.02
)
GRIP*
 
329

 
240

 
0.01

 
 
2,839

 
2,069

 
0.11

 
 
 
 
 
 
 
 Decreased (Increased) Other Operating Expenses:
 
 
 
 
 
 
Outside services and facilities maintenance costs (3)
 
(1,532
)
 
(1,117
)
 
(0.07
)
Depreciation, asset removal and property tax costs due to new capital investments (3)
 
(1,447
)
 
(1,055
)
 
(0.06
)
Benefits and other employee-related expenses (3)
 
(758
)
 
(553
)
 
(0.03
)
Payroll expense (increased staffing and annual salary increases) (3)
 
(754
)
 
(550
)
 
(0.03
)
Operating expenses to increase staffing, infrastructure and risk management systems necessary to support growth for PESCO
 
(452
)
 
(330
)
 
(0.02
)
Early termination of facility lease due to consolidation of operations facilities(3)
 
(423
)
 
(309
)
 
(0.02
)
 
 
(5,366
)
 
(3,914
)
 
(0.23
)
 
 
 
 
 
 
 
Interest charges
 
(1,109
)
 
(809
)
 
(0.04
)
Income taxes - including TCJA impact - decreased effective tax rate for regulated energy
 

 
1,454

 
0.09

Income taxes - including TCJA impact - change in effective tax rate for unregulated energy and other operations
 

 
(151
)
 
(0.01
)
Net other changes
 
74


56



 
 
(1,035
)
 
550

 
0.04

 
 
 
 
 
 
 
Third Quarter of 2018 Reported Results
 
$
7,595

 
$
5,538

 
$
0.34

 
(1) "Pass-through of lower taxes to regulated energy customers" represents the amounts that have already been refunded to customers or reserves established for future refunds and/or lower rates to customers in 2018 as a result of lower taxes due to the TCJA, which are offset by the corresponding decrease in federal income taxes and are expected to have no impact on net income.
(2) Excluding pass-through of lower taxes to regulated energy customers associated with the TCJA, which are broken out separately and discussed in footnote 1.
(3) Excluding incremental operating expenses for PESCO.
 
*See the Major Projects and Initiatives table later in this press release.



--more--


13-13-13-13

Key variances, between the nine months ended September 30, 2017 and 2018, included:
(in thousands, except per share data)
 
Pre-tax
Income
 
Net
Income
 
Earnings
Per Share
Nine Months Ended September 30, 2017 Reported Results
 
$
52,804

 
$
32,023

 
$
1.96

Adjusting for unusual items:
 
 
 
 
 
 
One-time separation expenses associated with a former executive
 
(1,548
)
 
(1,421
)
 
(0.09
)
Absence of Xeron expenses, including 2017 wind-down expenses
 
829

 
601

 
0.04

 
 
(719
)
 
(820
)
 
(0.05
)
Increased (Decreased) Gross Margins:
 
 
 
 
 
 
Pass-through of lower taxes to regulated energy customers(1)
 
(7,530
)
 
(5,457
)
 
(0.33
)
Implementation of Eastern Shore settled rates* (2)
 
6,256

 
4,534

 
0.28

Eastern Shore and Peninsula Pipeline service expansions*
 
5,966

 
4,323

 
0.26

Return to normal weather
 
5,342

 
3,872

 
0.24

Natural gas growth (including customer and consumption growth, but excluding service expansions)
 
4,098

 
2,970

 
0.18

Unregulated energy growth excluding PESCO
 
1,704

 
1,234

 
0.08

Florida electric reliability/modernization program*
 
1,231

 
892

 
0.05

GRIP*
 
931

 
675

 
0.04

Non-recurring margin decrease at PESCO
 
(863
)
 
(626
)
 
(0.04
)
Margin from PESCO operations
 
(373
)
 
(271
)
 
(0.02
)
 
 
16,762

 
12,146

 
0.74

 Decreased (Increased) Other Operating Expenses:
 
 
 
 
 
 
Depreciation, asset removal and property tax costs due to new capital investments (3)
 
(3,401
)
 
(2,465
)
 
(0.15
)
Payroll expense (increased staffing and annual salary increases)(3)
 
(3,287
)
 
(2,382
)
 
(0.15
)
Facilities maintenance costs (3)
 
(2,275
)
 
(1,649
)
 
(0.10
)
Operating expenses to increase staffing, infrastructure and risk management systems necessary to support growth for PESCO
 
(2,167
)
 
(1,571
)
 
(0.10
)
Incentive compensation costs (based on period-over-period results)(3)
 
(1,046
)
 
(758
)
 
(0.05
)
Vehicle, credit collections, other taxes, sales and advertising costs (3)
 
(1,010
)
 
(732
)
 
(0.04
)
Benefits and other employee-related expenses (3)
 
(749
)
 
(543
)
 
(0.03
)
Regulatory costs (3)
 
536

 
389

 
0.02

Early termination of facility lease due to consolidation of operations facilities(3)
 
(423
)
 
(306
)
 
(0.02
)
 
 
(13,822
)
 
(10,017
)

(0.62
)
 
 
 
 
 
 
 
Interest charges
 
(2,843
)
 
(2,060
)
 
(0.13
)
Income taxes - including TCJA impact - decreased effective tax rate for regulated energy
 

 
5,457

 
0.33

Income taxes - including TCJA impact - decreased effective tax rate for unregulated energy and other operations
 

 
1,087

 
0.07

Net other changes
 
1,328

 
963

 
0.06

 
 
(1,515
)
 
5,447

 
0.33

 
 
 
 
 
 
 
Nine Months Ended September 30, 2018 Reported Results
 
$
53,510

 
$
38,779

 
$
2.36


(1) "Pass-through of lower taxes to regulated energy customers" represents amounts that have already been refunded to customers or reserves established for future refunds and/or lower rates to customers in 2018 as a result of lower taxes due to the TCJA, which are offset by the corresponding decrease in federal income taxes and are expected to have no impact on net income.
(2) Excluding pass-through of lower taxes to regulated energy customers associated with the TCJA, which are broken out separately and discussed in footnote 1
(3) Excluding incremental operating expenses for PESCO.
*See the Major Projects and Initiatives table later in this press release.

--more--


14-14-14-14

Recently Completed and Ongoing Major Projects and Initiatives
The Company constantly seeks and develops additional projects and initiatives in order to further increase shareholder value and serve its customers. The following represent the major projects recently completed and currently underway. In the future, the Company will add new projects to this table as such projects are initiated.
 
Gross Margin for the Period
 
Three Months Ended
 
Nine Months Ended
 
Year Ended
 
Estimate for
 
September 30,
 
September 30,
 
December 31,
 
Fiscal
in thousands
2018
 
2017
 
2018
 
2017
 
2017
 
2018
 
2019
Florida GRIP
$
3,722

 
$
3,393

 
$
10,933

 
$
10,002

 
$
13,454

 
$
14,287

 
$
14,370

Eastern Shore Rate Case (1)
2,181

 
1,020

 
7,276

 
1,020

 
3,693

 
9,800

 
9,800

Florida Electric Reliability/Modernization Pilot Program (1)
464

 

 
1,231

 

 
94

 
1,558

 
1,558

New Smyrna Beach, Florida Project (1)
352

 

 
1,056

 

 
235

 
1,409

 
1,409

2017 Eastern Shore System Expansion Project - including interim services (1)
2,409

 

 
4,439

 

 
433

 
8,009

 
15,773

Northwest Florida Expansion Project (1)
1,307

 

 
2,177

 

 

 
3,484

 
6,500

(Palm Beach County) Belvedere, Florida Project (1)

 

 

 

 

 

 
2,023

Total
$
10,435

 
$
4,413

 
$
27,112

 
$
11,022

 
$
17,909

 
$
38,547

 
$
51,433


(1) Gross margin amounts included in this table have not been adjusted to reflect the impact of the TCJA. Any refunds and/or rate reductions implemented in the Company's regulated businesses were or will be offset by lower federal income taxes due to the TCJA.

Ongoing Growth Initiatives

GRIP
GRIP is a natural gas pipe replacement program approved by the Florida Public Service Commission ("PSC") that allows automatic recovery in rates of capital related costs and a return on investment, associated with the replacement of mains and services. Since the program's inception in August 2012, we have invested $123.4 million to replace 261 miles of qualifying distribution mains, including $9.5 million during the first nine months of 2018. GRIP generated additional gross margin of $329,000 and $931,000 for the three and nine months ended September 30, 2018, respectively, compared to the same periods in 2017.
Regulatory Proceedings
Eastern Shore Rate Case/Settled Rates
Eastern Shore's rate case settlement agreement became final in April 2018, with settlement rates effective January 1, 2018. The final agreement increases Eastern Shore's annual operating income by $6.6 million, representing $9.8 million from increased rates, offset by $3.2 million in lower federal income taxes. For the three and nine months ended September 30, 2018, Eastern Shore recognized incremental gross margin of approximately $1.2 million and $6.3 million, respectively. As of September 30, 2018, Eastern Shore refunded its customers a total of $2.5 million related to the decrease in federal income taxes as a result of the TCJA.


--more--


15-15-15-15

Florida Electric Reliability/Modernization Program
In December 2017, the Florida PSC approved a $1.6 million annualized rate increase, effective January 2018, for the recovery of a limited number of investments and costs related to reliability, safety and modernization for the Florida Public Utilities Company (“FPU”) electric distribution system. This increase will continue through at least the last billing cycle of December 2019. For the three and nine months ended September 30, 2018, additional margin of $464,000 and $1.2 million, respectively, was generated.

Major Projects and Initiatives Currently Underway
New Smyrna Beach, Florida Project
In the fourth quarter of 2017, the Company commenced construction of a 14-mile gas transmission pipeline to provide additional capacity to serve current and planned customer growth in the Company's New Smyrna Beach service area. The project was partially placed into service at the end of 2017 and is expected to be fully in service during the fourth quarter of 2018. For the three and nine months ended September 30, 2018, the project generated incremental gross margin of approximately $352,000 and $1.1 million, respectively, and is expected to generate $1.4 million annually.

2017 Eastern Shore System Expansion Project
In November 2017, Eastern Shore began construction of a $117.0 million system expansion that will increase its capacity by 26 percent once completed. The Company has invested $103.3 million through September 30, 2018 and expects to substantially complete the project during the remainder of 2018. The first phase of the project was placed into service in December 2017. Additional segments of the project were placed into service over the first nine months of 2018. The project generated $2.4 million and $4.4 million in incremental gross margin, including margin from interim services, during the three and nine months ended September 30, 2018, respectively. The project is expected to produce approximately $15.8 million annually in gross margin once complete through 2022, and $13.2 million in annual gross margin thereafter.
 
Northwest Florida Expansion Project
In the Company’s first expansion of natural gas service into Northwest Florida, Peninsula Pipeline has completed construction of transmission lines, and the Company's Florida natural gas division has completed construction of lateral distribution lines to serve several industrial customers. The project was placed into service in May 2018 and generated incremental gross margin of $1.3 million and $2.2 million for the three and nine months ended September 30, 2018, respectively. The estimated annual gross margin from this project is $6.5 million.

(Palm Beach County) Belvedere, Florida Project
Peninsula Pipeline is constructing a transmission line to deliver natural gas to the Company’s natural gas distribution system in West Palm Beach. The Company expects to complete this project by mid-2019 and estimates that the project will generate $2.0 million in annual gross margin.

Impact of Hurricane Michael
In October 2018, Hurricane Michael passed through the Company's electric distribution operation service territory in Northwest Florida. The hurricane caused widespread and severe damage to the Company's infrastructure resulting in 100% of its customers losing electrical service. The Company has restored power to those customers who are able to accept power following Hurricane Michael. Efforts to restore the severely damaged infrastructure will continue into the foreseeable future and the Company estimates that it will spend over $50.0 million towards these restoration and reliability efforts. Consistent with past practices, at the appropriate time, FPU will seek a recovery of the associated storm related costs. The Company has developed a preliminary range of the negative earnings impact on 2018’s results, which is estimated at $0.01-$0.03 per share.

Future Projects not included in the Table above

Del-Mar Energy Pathway Project
In September 2018, Eastern Shore filed with the Federal Energy Regulatory Commission, an application to construct the Del-Mar Energy Pathway project. The proposed project will provide an additional 14,300 dekatherms per day of capacity to four customers. The benefits of this project include additional natural gas transmission pipeline infrastructure in eastern Sussex County, Delaware, and the initial extension of Eastern Shore’s pipeline system into Somerset County, Maryland. The estimated annual gross margin from this project is $5.1 million.


--more--


16-16-16-16

Other major factors influencing gross margin
Weather and Consumption
Weather did not materially impact results for the three months ended September 30, 2018. For the nine months ended September 30, 2018, colder temperatures, as compared to the prior year period contributed $5.3 million in incremental gross margin. While temperatures during the first nine months of 2018 were colder than the same period in 2017, temperatures were still warmer than normal, as shown in the table below. The Company estimates that it would have generated an additional $2.2 million in gross margin if temperatures for the nine months ended September 30, 2018 had been normal. The following table summarizes heating degree-days ("HDD") and cooling degree-days ("CDD") variances from the 10-year average HDD/CDD ("Normal") for the three and nine months ended September 30, 2018 and 2017.

HDD and CDD Information
 
Three Months Ended
 
 
 
Nine Months Ended
 
 
 
September 30,
 
 
 
September 30,
 
 
 
2018
 
2017
 
Variance
 
2018
 
2017
 
Variance
Delmarva
 
 
 
 
 
 
 
 
 
 
 
Actual HDD
10

 
16

 
(6
)
 
2,729

 
2,262

 
467

10-Year Average HDD ("Delmarva Normal")
61

 
61

 

 
2,846

 
2,850

 
(4
)
Variance from Delmarva Normal
(51
)
 
(45
)
 
 
 
(117
)
 
(588
)
 
 
Florida
 
 
 
 
 
 
 
 
 
 
 
Actual HDD

 

 

 
507

 
298

 
209

10-Year Average HDD ("Florida Normal")

 

 

 
533

 
555

 
(22
)
Variance from Florida Normal

 

 

 
(26
)
 
(257
)
 
 
Ohio
 
 
 
 

 
 
 
 
 
 
Actual HDD
55

 
80

 
(25
)
 
3,707

 
3,070

 
637

10-Year Average HDD ("Ohio Normal")
91

 
92

 
(1
)
 
3,774

 
3,866

 
(92
)
Variance from Ohio Normal
(36
)
 
(12
)
 

 
(67
)
 
(796
)
 
 
Florida
 
 
 
 
 
 
 
 
 
 
 
Actual CDD
1,613

 
1,526

 
87

 
2,704

 
2,606

 
98

10-Year Average CDD ("Florida CDD Normal")
1,535

 
1,542

 
(7
)
 
2,593

 
2,579

 
14

Variance from Florida CDD Normal
78

 
(16
)
 
 
 
111

 
27

 
 
Natural Gas Distribution Customer and Consumption Growth
The Company's natural gas distribution operations generated $734,000 and $4.1 million of additional margin for the three and nine months ended September 30, 2018, respectively. The breakdown of the increased margin is as follows:
 
 
Three Months Ended
 
Nine Months Ended
(in thousands)
 
September 30, 2018
 
September 30, 2018
Customer growth:
 
 
 
 
Residential
 
$
309

 
$
1,171

Commercial and industrial, excluding new service in Northwest Florida
 
283

 
927

New service in Northwest Florida
 
305

 
652

Total customer growth
 
897

 
2,750

 
 
 
 
 
Volume growth:
 
 
 
 
Residential
 
(239
)
 
613

Commercial and industrial
 
57

 
1,030

Other - including unbilled revenue
 
19

 
(295
)
Total volume growth
 
(163
)
 
1,348

 
 
 
 
 
Total natural gas distribution growth
 
$
734

 
$
4,098


--more--


17-17-17-17

Customer growth for the Company's natural gas distribution operations generated $897,000 and $2.8 million in additional gross margin for the three and nine months ended September 30, 2018, respectively, compared to the same periods in 2017. The additional margin was generated from an increase of approximately 3.9 percent in the average number of residential customers served, growth in volumes delivered to commercial and industrial customers on the Delmarva Peninsula and in Florida, and new service initiated to customers in Northwest Florida.

Lower consumption by natural gas distribution customers reduced margin by $163,000 during the third quarter of 2018 compared to the same period in 2017. The lower consumption was due primarily to a decline in residential consumption in Florida, as compared to the increased customer consumption due to Hurricane Irma in the prior year period. These businesses generated $1.3 million in additional gross margin for the nine months ended September 30, 2018, compared to the same period in 2017, from higher consumption by residential and commercial customers.
Propane Operations
Gross margin generated by the Company’s propane operations decreased by $834,000 during the three months ended September 30, 2018, compared to the same period in 2017, as a result of lower retail margins per gallon and the timing of propane deliveries to customers. Customer consumption for the Company's Florida propane operations was higher during the third quarter of 2017 due to the impact of Hurricane Irma.

For the nine months ended September 30, 2018, the Company's propane operations generated $4.9 million in incremental margin compared to the same period in 2017. More normal temperatures accounted for $2.9 million of the margin increase during the nine months ended September 30, 2018. The balance of the increase reflected increased customer growth, continued expansion of Alliance AutoGas through the addition of new customers, higher sales and revenues from service contracts and increased wholesale sales activities.
 
PESCO
PESCO's gross margin for the three and nine months ended September 30, 2018 decreased by $629,000 and $1.2 million, respectively, compared to the same periods in 2017. The following table summarizes the changes in PESCO’S year-over-year margin for the three and nine months ended September 30, 2018:
 
Three Months Ended
 
Nine Months Ended
 
September 30, 2018
 
September 30, 2018
(in thousands)
 
 
 
2017 Gross margin
$
1,360

 
$
5,749

Imbalance positions and true up
(493
)
 
(493
)
Margin changes from growth and the acquisition of certain assets from ARM in 2017
(136
)
 
119

Non-recurring margin factors - change in gross margin contribution from various asset management agreements, MTM impact, Bomb Cyclone impact and other adjustments


 
(863
)
2018 Gross margin
$
731

 
$
4,512


PESCO generated an operating loss of $1.1 million for the three months ended September 30, 2018, compared to a loss of $63,000 during the prior year period. The quarter-over-quarter decreased results reflect lower gross margin growth accompanied by a $452,000 increase in planned operating expenses as a result of increased staffing, infrastructure and risk management system costs as PESCO executes its growth strategy.

For the nine months ended September 30, 2018, PESCO reported an operating loss of $1.2 million, compared to operating income of $2.2 million during the prior year period. The year-over-year operating loss primarily reflects increased expenses incurred for the reasons discussed in the paragraph above, $596,000 in additional expenses related to the acquisition of certain assets from ARM, as well as the impact of several non-recurring margin adjustments, largely during the first quarter of 2018.
Xeron
Xeron's operations were wound down during the second quarter of 2017. Operating income for the Company's Unregulated Energy Segment for the nine months ended September 30, 2018, improved by $829,000, compared to the prior year period due to the absence of Xeron's 2017 wind-down expenses and operating losses.

--more--


18-18-18-18

Capital Investment Growth and Financing Plan
Capital expenditures totaled $176.1 million for the nine months ended September 30, 2018. The Company currently projects capital expenditures of approximately $216.4 million for 2018. Forecasted capital expenditures by segment and business line are shown below:
 
2018
(dollars in thousands)
 
Regulated Energy:
 
Natural gas distribution
$
65,594

Natural gas transmission
110,813

Electric distribution
8,930

Total Regulated Energy
185,337

Unregulated Energy:
 
Propane distribution
13,359

Other unregulated energy
7,413

Total Unregulated Energy
20,772

Other:
 
Corporate and other businesses
10,289

Total Other
10,289

Total 2018 Forecasted Capital Expenditures
$
216,398


The Company's target equity to total capitalization ratio, including short-term borrowings, is between 50 and 60 percent. Over the past several years, the Company has been deploying increased amounts of capital on new projects, many of which have longer construction periods. The Company seeks to align the permanent financing of these capital projects with their in-service dates to the extent feasible.
In 2017, the Company refinanced $70.0 million of short-term debt as 3.25 percent senior notes.  The Company previously executed a shelf agreement with New York Life Investors LLC, subsequently issued $50.0 million of unsecured senior notes in May 2018 and will issue an additional tranche by November 2018 at an average interest rate of 3.53 percent for 20 years. 
In September 2018, the Company amended the shelf agreement with PGIM, Inc., formerly known as Prudential Investment Management Inc. (“Prudential”), pursuant to which the Company may request that Prudential purchase up to $150.0 million of the Company's unsecured debt over a three year period which expires in August 2021. Following this amendment, in September 2018, Prudential accepted the Company’s request to purchase $100.0 million of notes on or before August 20, 2019. The new notes will bear interest at the rate of 3.98% and have a maturity date not to exceed 20 years from the date of issuance. The Company expects to access additional permanent capital to align the financing with new investments and to maintain a solid balance sheet to support future capital deployment.


--more--


19-19-19-19

Chesapeake Utilities Corporation and Subsidiaries
Condensed Consolidated Statements of Income (Unaudited)
(in thousands, except shares and per share data)
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2018
 
2017
 
2018
 
2017
Operating Revenues
 
 
 
 
 
 
 
Regulated Energy
$
72,770

 
$
69,703

 
$
252,667

 
$
238,353

Unregulated Energy and other
67,509

 
57,233

 
263,632

 
198,827

Total Operating Revenues
140,279

 
126,936

 
516,299

 
437,180

Operating Expenses
 
 
 
 
 
 
 
Regulated Energy cost of sales
21,501

 
22,794

 
89,741

 
87,206

Unregulated Energy and other cost of sales
55,660

 
44,066

 
204,880

 
145,325

Operations
32,821

 
29,274

 
101,804

 
91,778

Maintenance
3,208

 
2,737

 
10,419

 
9,370

Gain from a settlement

 

 
(130
)
 
(130
)
Depreciation and amortization
10,633

 
9,362

 
30,176

 
27,267

Other taxes
4,420

 
4,071

 
13,719

 
12,572

Total operating expenses
128,243

 
112,304

 
450,609

 
373,388

Operating Income
12,036

 
14,632

 
65,690

 
63,792

Other expense, net
(11
)
 
(154
)
 
(204
)
 
(1,855
)
Interest charges
4,430

 
3,321

 
11,976

 
9,133

Income Before Income Taxes
7,595

 
11,157

 
53,510

 
52,804

Income taxes
2,057

 
4,324

 
14,731

 
20,781

Net Income
$
5,538

 
$
6,833

 
$
38,779

 
$
32,023

Weighted Average Common Shares Outstanding:
 
 
 
 
 
 
 
Basic
16,378,545

 
16,344,442

 
16,366,608

 
16,334,210

Diluted
16,428,439

 
16,389,635

 
16,416,255

 
16,378,633

Earnings Per Share of Common Stock:
 
 
 
 
 
 
 
Basic
$
0.34

 
$
0.42

 
$
2.37

 
$
1.96

Diluted
$
0.34

 
$
0.42

 
$
2.36

 
$
1.96


--more--


20-20-20-20


Chesapeake Utilities Corporation and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)

Assets
 
September 30, 2018
 
December 31, 2017
(in thousands, except shares and per share data)
 
 
 
 
 Property, Plant and Equipment
 
 
 
 
Regulated Energy
 
$
1,242,840

 
$
1,073,736

Unregulated Energy
 
220,721

 
210,682

Other businesses and eliminations
 
34,975

 
27,699

 Total property, plant and equipment
 
1,498,536

 
1,312,117

 Less: Accumulated depreciation and amortization
 
(295,449
)
 
(270,599
)
 Plus: Construction work in progress
 
60,243

 
84,509

 Net property, plant and equipment
 
1,263,330

 
1,126,027

 Current Assets
 
 
 
 
Cash and cash equivalents
 
6,215

 
5,614

Trade and other receivables (less allowance for uncollectible accounts of $987 and $936, respectively)
 
52,660

 
77,223

Accrued revenue
 
12,352

 
22,279

Propane inventory, at average cost
 
7,444

 
8,324

Other inventory, at average cost
 
4,786

 
12,022

Regulatory assets
 
6,891

 
10,930

Storage gas prepayments
 
6,989

 
5,250

Income taxes receivable
 
8,725

 
14,778

Prepaid expenses
 
9,775

 
13,621

Derivative assets, at fair value
 
10,568

 
1,286

Other current assets
 
2,557

 
7,260

 Total current assets
 
128,962

 
178,587

 Deferred Charges and Other Assets
 
 
 
 
Goodwill
 
19,604

 
19,604

Other intangible assets, net
 
4,073

 
4,686

Investments, at fair value
 
7,951

 
6,756

Regulatory assets
 
76,343

 
75,575

Other assets
 
5,293

 
3,699

 Total deferred charges and other assets
 
113,264

 
110,320

Total Assets
 
$
1,505,556

 
$
1,414,934





--more--


21-21-21-21

Chesapeake Utilities Corporation and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
Capitalization and Liabilities
 
September 30, 2018
 
December 31, 2017
(in thousands, except shares and per share data)
 
 
 
 
 Capitalization
 
 
 
 
 Stockholders' equity
 
 
 
 
Preferred stock, par value $0.01 per share (authorized 2,000,000 shares), no shares issued and outstanding
 
$

 
$

Common stock, par value $0.4867 per share (authorized 50,000,000 shares)
 
7,971

 
7,955

 Additional paid-in capital
 
255,509

 
253,470

 Retained earnings
 
249,805

 
229,141

 Accumulated other comprehensive loss
 
(4,987
)
 
(4,272
)
 Deferred compensation obligation
 
3,818

 
3,395

 Treasury stock
 
(3,818
)
 
(3,395
)
 Total stockholders' equity
 
508,298

 
486,294

 Long-term debt, net of current maturities
 
241,597

 
197,395

 Total capitalization
 
749,895

 
683,689

 Current Liabilities
 
 
 
 
Current portion of long-term debt
 
9,613

 
9,421

Short-term borrowing
 
268,293

 
250,969

Accounts payable
 
60,228

 
74,688

Customer deposits and refunds
 
34,887

 
34,751

Accrued interest
 
3,969

 
1,742

Dividends payable
 
6,060

 
5,312

Accrued compensation
 
10,396

 
13,112

Regulatory liabilities
 
9,099

 
6,485

Derivative liabilities, at fair value
 
9,774

 
6,247

Other accrued liabilities
 
14,819

 
10,273

 Total current liabilities
 
427,138

 
413,000

 Deferred Credits and Other Liabilities
 
 
 
 
Deferred income taxes
 
146,814

 
135,850

Regulatory liabilities
 
141,840

 
140,978

Environmental liabilities
 
7,941

 
8,263

Other pension and benefit costs
 
28,839

 
29,699

Deferred investment tax credits and other liabilities
 
3,089

 
3,455

 Total deferred credits and other liabilities
 
328,523

 
318,245

Total Capitalization and Liabilities
 
$
1,505,556

 
$
1,414,934



--more--


22-22-22-22

Chesapeake Utilities Corporation and Subsidiaries
Distribution Utility Statistical Data (Unaudited)
 
 
For the Three Months Ended September 30, 2018
 
For the Three Months Ended September 30, 2017
 
 
Delmarva NG Distribution
 
Chesapeake Utilities Florida NG Division
 
FPU NG Distribution
 
FPU Electric Distribution
 
Delmarva NG Distribution
 
Chesapeake Utilities Florida NG Division
 
FPU NG Distribution
 
FPU Electric Distribution
Operating Revenues
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
$
5,497

 
$
1,290

 
$
5,601

 
$
13,991

 
$
5,705

 
$
1,247

 
$
6,544

 
$
14,112

  Commercial
 
4,961

 
1,424

 
5,354

 
11,245

 
5,888

 
1,344

 
6,070

 
11,701

  Industrial
 
1,722

 
3,068

 
4,723

 
361

 
1,700

 
1,524

 
5,025

 
748

  Other (1)
 
854

 
500

 
1,712

 
(1,767
)
 
92

 
954

 
(854
)
 
(2,481
)
Total Operating Revenues
 
$
13,034

 
$
6,282

 
$
17,390

 
$
23,830

 
$
13,385

 
$
5,069

 
$
16,785

 
$
24,080

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Volume (in Dts for natural gas and MWHs for electric)
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
180,396

 
53,051

 
214,213

 
96,218

 
184,993

 
53,228

 
247,118

 
93,889

  Commercial
 
427,173

 
1,158,545

 
337,091

 
92,416

 
449,543

 
1,172,625

 
366,318

 
88,917

  Industrial
 
1,213,527

 
6,511,997

 
1,130,299

 
3,180

 
1,169,465

 
2,393,709

 
1,082,701

 
4,340

  Other
 
26,648

 

 
434,976

 
1,913

 
35,519

 

 
334,882

 
1,880

Total
 
1,847,744

 
7,723,593

 
2,116,579

 
193,727

 
1,839,520

 
3,619,562

 
2,031,019

 
189,026

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Customers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
70,795

 
16,484

 
55,763

 
24,811

 
68,118

 
15,782

 
54,543

 
24,628

  Commercial(2)
 
6,907

 
1,509

 
3,912

 
7,507

 
6,782

 
1,425

 
4,007

 
7,455

  Industrial(2)
 
161

 
17

 
2,329

 
2

 
145

 
78

 
2,132

 
2

  Other
 
5

 

 
12

 

 
3

 

 

 

Total
 
77,868

 
18,010

 
62,016

 
32,320

 
75,048

 
17,285

 
60,682

 
32,085

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Chesapeake Utilities Corporation and Subsidiaries
Distribution Utility Statistical Data (Unaudited)
 
 
For the Nine Months Ended September 30, 2018
 
For the Nine Months Ended September 30, 2017
 
 
Delmarva NG Distribution
 
Chesapeake Utilities Florida NG Division
 
FPU NG Distribution
 
FPU Electric Distribution
 
Delmarva NG Distribution
 
Chesapeake Utilities Florida NG Division
 
FPU NG Distribution
 
FPU Electric Distribution
Operating Revenues
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
$
54,819

 
$
4,510

 
$
24,488

 
$
35,338

 
$
42,511

 
$
4,165

 
$
24,945

 
$
33,915

  Commercial
 
28,655

 
4,669

 
20,489

 
28,879

 
23,724

 
4,262

 
23,114

 
31,190

  Industrial
 
6,015

 
7,794

 
16,314

 
1,131

 
5,383

 
4,860

 
15,727

 
1,952

  Other (1)
 
(4,498
)
 
1,489

 
(2,406
)
 
(4,415
)
 
(1,586
)
 
2,819

 
(4,909
)
 
(4,277
)
Total Operating Revenues
 
$
84,991

 
$
18,462

 
$
58,885

 
$
60,933

 
$
70,032

 
$
16,106

 
$
58,877

 
$
62,780

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Volume (in Dts for natural gas and MWHs for electric)
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
3,180,160

 
278,976

 
1,066,559

 
241,428

 
2,576,001

 
253,888

 
1,022,598

 
224,513

  Commercial
 
2,844,296

 
3,526,943

 
1,304,827

 
233,223

 
2,445,262

 
3,991,244

 
1,426,875

 
229,545

  Industrial
 
4,030,716

 
13,278,643

 
3,680,779

 
11,810

 
3,749,961

 
8,519,221

 
3,372,394

 
12,250

  Other
 
56,941

 

 
1,419,623

 
5,716

 
66,273

 

 
1,281,993

 
5,627

Total
 
10,112,113

 
17,084,562

 
7,471,788

 
492,177

 
8,837,497

 
12,764,353

 
7,103,860

 
471,935

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Customers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
71,022

 
16,366

 
55,541

 
24,723

 
68,419

 
15,739

 
54,312

 
24,549

  Commercial(2)
 
6,975

 
1,509

 
3,923

 
7,494

 
6,843

 
1,417

 
4,084

 
7,443

  Industrial(2)
 
155

 
16

 
2,289

 
2

 
145

 
78

 
2,042

 
2

  Other
 
5

 

 
11

 

 
6

 

 

 

Total
 
78,157

 
17,891

 
61,764

 
32,219

 
75,413

 
17,234

 
60,438

 
31,994

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) 
Operating Revenues from "Other" sources include unbilled revenue, under (over) recoveries of fuel cost, conservation revenue, other miscellaneous charges, fees for billing services provided to third parties, and adjustments or changes in taxes, such as the TCJA, which are passed through to customers. This amount also includes the reserve for estimated customer refunds associated with the TCJA.
(2) 
Certain volumes and customers have been reclassified when compared to the prior year for consistency with current year presentation.