Document
false2020-08-050000019745falseNYSE 0000019745 2020-08-05 2020-08-05


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): August 5, 2020
  
CHESAPEAKE UTILITIES CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
DE
 
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, DE 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.)
 
 Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock - par value per share $0.4867
CPK
New York Stock Exchange, Inc.

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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02. Results of Operations and Financial Condition.
On August 5, 2020, Chesapeake Utilities Corporation issued a press release announcing its financial results for the quarter and six months ended June 30, 2020. 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 August 5, 2020.


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
Executive Vice President, Chief Financial Officer, and Assistant Corporate Secretary
 
Date: August 5, 2020




Exhibit

1-1-1-1

https://cdn.kscope.io/ab4fa6929e0a5b5d1c5dfcbf5880c0ff-chesapeakelogova26.jpg            
FOR IMMEDIATE RELEASE
August 5, 2020
NYSE Symbol: CPK

CHESAPEAKE UTILITIES CORPORATION REPORTS
SECOND QUARTER 2020 RESULTS


Earnings per share ("EPS")* was $0.66 for the second quarter of 2020 compared to $0.50 for the second quarter of 2019
Year-to-date EPS increased to $2.42 from $2.25, for the prior year period
Second quarter and year-to-date EPS from continuing operations was $0.64 and $2.41, respectively, compared to $0.54 and $2.30, respectively, for the corresponding periods in 2019
Strong performance for the first half of 2020 driven by continued growth in the Company's businesses, the addition of the Boulden acquisition, expense management and gains from two property sales overcame milder weather and the net impact of COVID-19
Regulatory proceeding for Hurricane Michael is still underway and is not included in year-to-date operating results
The COVID-19 pandemic estimated to have reduced net income by $1.1 million or $0.07 per share, through June 2020
Milder weather reduced 2020 year-to-date earnings by $1.4 million, or $0.09 per share, compared to the same period of 2019
Closing completed in the last week of July 2020 on the previously announced acquisition of Elkton Gas Company

Dover, Delaware — Chesapeake Utilities Corporation (NYSE: CPK) (“Chesapeake Utilities” or the “Company”) today announced its financial results for the second quarter of 2020. The Company's net income for the quarter ended June 30, 2020 was $11.0 million, or $0.66 per share, compared to $8.3 million or $0.50 per share, for the same quarter of 2019. Net income for the six months ended June 30, 2020 was $39.9 million, or $2.42 per share, compared to $37.0 million, or $2.25 per share, for the same period in 2019, representing an increase of 7.6 percent.
Earnings for the second quarter reflect increased gross margin from higher customer consumption driven primarily by colder weather, pipeline expansion projects, increased margin from Marlin Gas Services, LLC ("Marlin Gas Services"), higher retail propane margins per gallon, organic growth in the natural gas distribution operations, and contribution from the Boulden, Inc. ("Boulden") acquisition. These increases were offset by the net unfavorable impact of a novel strain of coronavirus ("COVID-19"), after including the Federal income tax benefit associated with the Coronavirus Aid, Relief, and Economic Security ("CARES") Act.
Year-to-date earnings were impacted by the positive factors noted above, although on a year-to-date basis, milder temperatures resulted in decreased consumption. Weather during the first six months of 2020 was 8 and 7 percent warmer than the first six months of 2019 on the Delmarva Peninsula and in Ohio, respectively, which was a significant driver of lower consumption and reduced net income by $1.4 million, or $0.09 per share. The adverse weather impact was more than offset by gains from two property sales totaling $2.3 million on an after tax basis. The property sales related to operations which have been consolidated into the Company’s energy efficient Energy Lane campus and the completion of the conversion of the piped propane system in Ocean City, Maryland to natural gas service. 

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2-2-2-2

Absent from the Company’s second quarter and year-to-date results was regulatory relief associated with Hurricane Michael. The Company filed a limited regulatory proceeding with the Florida Public Service Commission (“PSC”) in August 2019 and continues to engage in discussions with the Florida PSC staff and the Office of Public Counsel. A final ruling is expected in the second half of 2020. Interim rates related to this limited proceeding were implemented in January 2020 and have been fully reserved pending final resolution with the Florida PSC.
On March 13, 2020, the U.S. Centers for Disease Control and Prevention (“CDC”) declared a national emergency due to the rapidly growing outbreak of COVID-19. In response to this declaration and the rapid spread of COVID-19 within the United States, federal, state and local governments throughout the country imposed varying degrees of restrictions on social and commercial activity to promote social distancing in an effort to slow the spread of the illness. These restrictions have continued to significantly impact economic conditions in the United States. Chesapeake Utilities is considered an “essential business,” which allows the Company to continue its operational activities and construction projects while the social distancing restrictions remain in place. In response to the COVID-19 pandemic and related restrictions, the Company implemented its pandemic response plan, which includes having all employees who can work remotely do so in order to promote social distancing and providing personal protective equipment to field employees to reduce the spread of COVID-19. For the three and six months ended June 30, 2020, the estimated impacts that COVID-19 had on the Company's earnings was $0.9 million and $1.1 million, respectively, primarily driven by reduced consumption of energy largely in the commercial and industrial sectors, and incremental expenses associated with COVID-19, including protective personal equipment, premium pay for field personnel and higher bad debt expense. The additional operating expenses the Company has incurred support the ongoing delivery of our essential services during these unprecedented times. The negative impact was partially offset by reduced federal income tax expense recognized in connection with implementation of the CARES Act and lower short-term borrowing costs resulting from a decrease in interest rates. As the COVID-19 pandemic is ongoing, the Company to date has not established regulatory assets associated with the incremental expense impacts, as currently authorized by the Delaware and Maryland PSCs. In Florida, the PSC requires utility companies seeking regulatory asset treatment for COVID-19 related expenses to individually file a formal petition for consideration. The Company is committed to communicating timely updates and will continue to monitor developments affecting its employees, customers, suppliers and stockholders and take additional precautions as warranted to operate safely and to comply with the CDC, Occupational Safety and Health Administration, state and local requirements in order to protect its employees, customers and communities.

“The ability of our employees to execute during these challenging times is demonstrated by our strong performance and significant business achievements during the quarter. Generating increased performance quarter-over-quarter, as well as on a year-to-date basis, was a significant accomplishment in the midst of the COVID-19 pandemic and despite the absence of regulatory relief associated with Hurricane Michael. We have remained focused on the health of our employees and customers as we safely and reliably deliver our essential energy services during this global pandemic,” said Jeffry M. Householder, President and Chief Executive Officer. “In addition to the safe delivery of these services, we have continued to execute on our growth strategy, including our pipeline and distribution system expansion projects as well as our business development activities. We recently announced two new projects that will support local communities in resolving long-term problems of poultry waste disposal and the impact on local waterways. These projects will transform poultry waste into renewable natural gas which will address the impacts of climate change and positively influence the local ecosystem. Despite the unique operating circumstances created by COVID-19, all business units remain focused on growth while also managing our expenses to help offset the COVID-19 impacts. All of these initiatives enabled us to generate strong second quarter performance and to re-affirm our commitment to our 2022 EPS guidance.”


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3-3-3-3

Capital Expenditures Forecast and Earnings Guidance Update
In February 2020, the Company reaffirmed its capital expenditures projection of $750 million - $1 billion of capital expenditures from 2018-2022.  Additionally, the Company updated its previous EPS guidance by increasing the forecasted range for 2022 to $4.70 to $4.90 given the investments already made, those underway and the growth prospects included in the Company’s strategic growth plan. The Company expects its EPS to grow at an average annual rate of 7.75 percent to 9.50 percent.
The Company has continued to review its projections and remains supportive of this guidance, after taking into consideration its strategic plan, the expected impact of COVID-19, the anticipated regulatory relief and opportunities for continued collaboration across the enterprise. The Company has historically achieved an average earnings growth at or above this range, therefore the Company continues to view its long-term growth prospects as comparable to its historical growth.
*Unless otherwise noted, EPS information is presented on a diluted basis.
**This press release includes references to non-Generally Accepted Accounting Principles ("GAAP") financial measures, including gross margin. 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.


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4-4-4-4

Operating Results for the Quarters Ended June 30, 2020 and 2019

Consolidated Results
 
Three Months Ended 
 June 30,
 
 
 
 
(in thousands)
2020
 
2019
 
Change
 
Percent Change
Gross margin
$
74,090

 
$
69,369

 
$
4,721

 
6.8
 %
Depreciation, amortization and property taxes
17,093

 
15,970

 
1,123

 
7.0
 %
Other operating expenses
39,020


35,234


3,786

 
10.7
 %
Operating income
$
17,977

 
$
18,165

 
$
(188
)
 
(1.0
)%
Operating income for the three months ended June 30, 2020 decreased by $0.2 million, compared to the same period in 2019. The decrease in operating income was driven by the $4.3 million unfavorable impacts of COVID-19. Excluding these impacts, our operating income increased by $4.1 million primarily as a result of gross margin growth from the Company’s organic growth projects, increased customer consumption due to colder weather, Marlin Gas Services' temporary emergency and contracted pipeline integrity services, increased retail propane margins per gallon and contribution from the Boulden assets that were acquired in December 2019.
Regulated Energy Segment
 
Three Months Ended 
 June 30,
 
 
 
 
(in thousands)
2020
 
2019
 
Change
 
Percent Change
Gross margin
$
57,131

 
$
55,086

 
$
2,045

 
3.7
 %
Depreciation, amortization and property taxes
13,769

 
13,087

 
682

 
5.2
 %
Other operating expenses
25,356

 
23,971

 
1,385

 
5.8
 %
Operating income
$
18,006

 
$
18,028

 
$
(22
)
 
(0.1
)%
Operating income for the Regulated Energy segment remained largely unchanged for the three months ended June 30, 2020 compared to 2019, as a result of the impacts of COVID-19. Results for the quarter included $3.2 million of negative impacts from COVID-19. Excluding these impacts, operating income increased by $3.2 million as a result of higher gross margin from expansion projects completed and underway by Eastern Shore Natural Gas Company ("Eastern Shore") and Peninsula Pipeline Company, Inc. ("Peninsula Pipeline"), increased customer consumption due to colder weather and organic growth in the Company's natural gas distribution businesses. This was offset by $0.7 million in higher depreciation, amortization and other taxes and $0.4 million in higher other operating expenses.

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5-5-5-5

The key components of the increase in gross margin are shown below:
(in thousands)
Margin Impact
Eastern Shore and Peninsula Pipeline service expansions
$
1,776

Increased customer consumption - primarily due to colder weather
1,127

Natural gas growth (excluding service expansions)
832

Unfavorable COVID-19 impacts on gross margin
(2,201
)
Other variances
511

Quarter-over-quarter increase in gross margin
$
2,045


The major components of the increase in other operating expenses are as follows:
(in thousands)
 
Unfavorable COVID-19 impacts (higher operating and bad debt expenses)
$
1,014

Payroll, Benefits and other employee-related expenses
612

Insurance expense (non-health) - both insured and self-insured
438

Other variances
(679
)
Quarter-over-quarter increase in other operating expenses
$
1,385

Unregulated Energy Segment

 
Three Months Ended 
 June 30,
 
 
 
 
(in thousands)
2020
 
2019
 
Change
 
Percent Change
Gross margin
$
17,032

 
$
14,380

 
$
2,652

 
18.4
%
Depreciation, amortization and property taxes
3,303

 
2,850

 
453

 
15.9
%
Other operating expenses
13,448

 
12,301

 
1,147

 
9.3
%
Operating income/(loss)
$
281

 
$
(771
)
 
$
1,052

 
136.4
%
Operating income for the Unregulated Energy segment increased by $1.1 million for the second quarter, as compared to the second quarter of 2019. Excluding the impacts of COVID-19 of $0.7 million, operating income increased by $1.8 million. The increased operating income reflects margin growth from Marlin Gas Services, higher margin from increased customer consumption as a result of colder weather, higher retail propane margins per gallon and incremental margin from the Boulden assets. These increases were partially offset by $0.5 million in higher depreciation, amortization and property taxes and $0.8 million in higher operating expenses.

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6-6-6-6

The major components of the increase in gross margin are shown below:
(in thousands)
 
Margin Impact
Propane Operations
 
 
Increased retail propane margins per gallon driven by favorable market conditions and supply management
 
$
867

Boulden acquisition (assets acquired in December 2019)
 
549

Increase in customer consumption - primarily due to colder weather
 
535

Marlin Gas Services - increased gross margin from demand for services
 
1,077

Aspire Energy
 
 
Increase in customer consumption - primarily due to colder weather
 
351

Unfavorable COVID-19 impacts on gross margin
 
(317
)
Other variances
 
(410
)
Quarter-over-quarter increase in gross margin
 
$
2,652


The major components of the increase in other operating expenses are as follows:
(in thousands)
 
Unfavorable COVID-19 impacts (higher operating and bad debt expenses)
$
369

Operating expenses from Boulden acquisition (completed December 2019)
305

Payroll, Benefits and other employee-related expenses
302

Insurance expense (non-health) - both insured and self-insured
218

Other variances
(47
)
Quarter-over-quarter increase in other operating expenses
$
1,147


Operating Results for the Six Months Ended June 30, 2020 and 2019

Consolidated Results
 
Six Months Ended June 30,
 
 
 
 
(in thousands)
2020
 
2019
 
Change
 
Percent Change
Gross margin
$
173,911

 
$
168,905

 
$
5,006

 
3.0
 %
Depreciation, amortization and property taxes
34,128

 
31,327

 
2,801

 
8.9
 %
Other operating expenses
79,672

 
75,291

 
4,381

 
5.8
 %
Operating income
$
60,111

 
$
62,287

 
$
(2,176
)
 
(3.5
)%
Operating income for the six months ended June 30, 2020 decreased by $2.2 million compared to the same period in 2019. Results through the second quarter of 2020 included $4.7 million of negative impacts from COVID-19. Excluding these impacts, our operating income increased by $2.5 million primarily as a result of higher operating income from organic growth projects, contributions from the Boulden asset acquisition in December 2019 and higher retail propane margins per gallon.

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7-7-7-7

Regulated Energy Segment
 
Six Months Ended June 30,
 
 
 
 
(in thousands)
2020
 
2019
 
Change
 
Percent Change
Gross margin
$
125,254

 
$
122,188

 
$
3,066

 
2.5
 %
Depreciation, amortization and property taxes
27,527

 
25,618

 
1,909

 
7.5
 %
Other operating expenses
51,833

 
48,801

 
3,032

 
6.2
 %
Operating income
$
45,894

 
$
47,769

 
$
(1,875
)
 
(3.9
)%
Operating income for the Regulated Energy segment for the six months ended June 30, 2020 was $45.9 million, a decrease of $1.9 million, compared to the same period in 2019. Excluding the COVID-19 impacts of $3.3 million, operating income increased $1.4 million as a result of higher gross margin from expansion projects completed by Eastern Shore and Peninsula Pipeline, organic growth in the Company's natural gas distribution businesses, and increased customer consumption.

The key components of the increase in gross margin are shown below:
(in thousands)
 
Eastern Shore and Peninsula Pipeline service expansions
$
2,839

Natural gas distribution - customer growth (excluding service expansions)
1,928

Increased customer consumption
620

Absence of Florida tax savings (net of GRIP refunds) recorded in the first quarter of 2019 for 2018
(910
)
Unfavorable COVID-19 impacts on gross margin
(2,430
)
Other variances
1,019

Period-over-period increase in gross margin
$
3,066



The major components of the increase in other operating expenses are as follows:
(in thousands)
 
Insurance expense (non-health) - both insured and self-insured
$
1,272

Unfavorable COVID-19 impacts (higher operating and bad debt expenses)
906

Facilities maintenance costs
837

Other variances
17

Period-over-period increase in other operating expenses
$
3,032



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8-8-8-8

Unregulated Energy Segment
 
Six Months Ended June 30,
 
 
 
 
(in thousands)
2020
 
2019
 
Change
 
Percent Change
Gross margin
$
48,815

 
$
46,922

 
$
1,893

 
4.0
 %
Depreciation, amortization and property taxes
6,542

 
5,641

 
901

 
16.0
 %
Other operating expenses
28,131

 
26,795

 
1,336

 
5.0
 %
Operating income
$
14,142

 
$
14,486

 
$
(344
)
 
(2.4
)%
Operating income for the Unregulated Energy segment decreased by $0.3 million for the six months ended June 30, 2020, compared to the same period in 2019. Excluding the COVID-19 impacts of $0.9 million, operating income increased $0.6 million as a result of incremental gross margin primarily from the Boulden assets and higher propane retail margins per gallon which more than overcame reduced gross margin due to warmer temperatures.

The key components of the increase in gross margin are shown below:
(in thousands)
 
 
Propane Operations
 
 
Boulden acquisition (assets acquired in December 2019)
 
$
2,437

Increased retail propane margins per gallon driven by favorable market conditions and supply management
 
2,009

Decrease in customer consumption - primarily due to milder weather
 
(2,003
)
Aspire Energy
 
 
Decrease in customer consumption - primarily due to milder weather
 
(549
)
Higher margins from negotiated rate increases
 
308

Unfavorable COVID-19 impacts on gross margin
 
(442
)
Other variances
 
133

Period-over-period increase in gross margin
 
$
1,893


The major components of the increase in other operating expenses are as follows:
(in thousands)
 
Operating expenses from Boulden acquisition (completed in December 2019)
$
646

Unfavorable COVID-19 impacts (higher operating and bad debt expenses)
487

Insurance expense (non-health) - both insured and self-insured
414

Other variances
(211
)
Period-over-period increase in other operating expenses
$
1,336


Forward-Looking Statements

Matters included 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 2019 Annual Report on Form 10-K and the Quarterly Report on Form 10-Q for the second quarter of 2020 for further information on the risks and uncertainties related to the Company’s forward-looking statements. In addition, to the risks and uncertainties

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9-9-9-9

identified in the Company’s 2019 Annual Report on Form 10-K, Quarterly Report on Form 10-Q for the first quarter of 2020, and Quarterly Report on Form 10-Q for the second quarter of 2020, risks and uncertainties related to the COVID-19 pandemic could cause actual future results to differ materially from those expressed in any forward-looking statements, including, but not limited to, the duration and scope of the COVID-19 pandemic and impact on the demand for our services; our ability to obtain needed materials and components from our suppliers; actions governments, business, and individuals take in response to the pandemic, including mandatory business closures and restrictions on onsite commercial interactions; the impact of the pandemic and actions taken in response to the pandemic on global and regional economies and economic activity; the pace of recovery when the COVID-19 pandemic subsides; and general economic uncertainty in the United States’ and global markets and a continuation or worsening of economic conditions in the United States or low levels of economic growth.
Conference Call

Chesapeake Utilities will host a conference call on Thursday, August 6, 2020 at 4:00 p.m. Eastern Time to discuss the Company’s financial results for the three and six months ended June 30, 2020.  To participate in this call, dial 877.224.1468 and reference Chesapeake Utilities’ 2020 Second 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 the Company’s website at www.chpk.com.

About Chesapeake Utilities Corporation

Chesapeake Utilities is a diversified energy company engaged in natural gas transmission and distribution; electricity generation and distribution; propane gas distribution; mobile compressed natural gas services; and other businesses. Information about Chesapeake Utilities and its family of businesses is available at https://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
Executive Vice President, Chief Financial Officer and Assistant Corporate Secretary
302.734.6799

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10-10-10-10

Financial Summary
(in thousands, except per share data)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Gross Margin
 
 
 
 
 
 
 
  Regulated Energy segment
$
57,131

 
$
55,086

 
$
125,254

 
$
122,188

  Unregulated Energy segment
17,032

 
14,380

 
48,815

 
46,922

  Other businesses and eliminations
(73
)
 
(97
)
 
(158
)
 
(205
)
Total Gross Margin
$
74,090

 
$
69,369

 
$
173,911

 
$
168,905

 
 
 
 
 
 
 
 
Operating Income
 
 
 
 
 
 
 
   Regulated Energy segment
$
18,006

 
$
18,028

 
$
45,894

 
$
47,769

   Unregulated Energy segment
281

 
(771
)
 
14,142

 
14,486

   Other businesses and eliminations
(310
)
 
908

 
75

 
32

Total Operating Income
17,977

 
18,165

 
60,111

 
62,287

Other income (expense), net
(279
)
 
(320
)
 
3,039

 
(380
)
Interest Charges
5,054

 
5,552

 
10,868

 
11,180

Income from Continuing Operations Before Income Taxes
12,644


12,293


52,282


50,727

Income Taxes on Continuing Operations
1,983

 
3,379

 
12,580

 
13,002

Income from Continuing Operations
10,661


8,914


39,702

 
37,725

Income (loss) from Discontinued Operations, Net of Tax
295

 
(610
)
 
184

 
(757
)
Net Income
$
10,956


$
8,304


$
39,886


$
36,968

 
 
 
 
 
 
 
 
Basic Earnings Per Share of Common Stock
 
 
 
 
 
 
 
Earnings from Continuing Operations
$
0.65

 
$
0.55

 
$
2.42

 
$
2.31

Earnings (loss) from Discontinued Operations
0.02

 
(0.04
)
 
0.01

 
(0.05
)
Basic Earnings Per Share of Common Stock
$
0.67

 
$
0.51

 
$
2.43

 
$
2.26

 
 
 
 
 
 
 
 
Diluted Earnings Per Share of Common Stock
 
 
 
 
 
 
 
Earnings from Continuing Operations
$
0.64

 
$
0.54

 
$
2.41

 
$
2.30

Earnings (loss) from Discontinued Operations
0.02

 
(0.04
)
 
0.01

 
(0.05
)
Diluted Earnings Per Share of Common Stock
$
0.66

 
$
0.50

 
$
2.42

 
$
2.25




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11-11-11-11

Financial Summary Highlights

Key variances in continuing operations, between the second quarter of 2020 and the second quarter of 2019, included:
(in thousands, except per share data)
 
Pre-tax
Income
 
Net
Income
 
Earnings
Per Share
Second Quarter of 2019 Reported Results from Continuing Operations
 
$
12,293

 
$
8,914

 
$
0.54

Adjusting for Unusual Items:
 
 
 
 
 
 
Unfavorable COVID-19 impacts
 
(3,595
)
 
(2,557
)
 
(0.15
)
Increased customer consumption - primarily due to colder weather
 
2,013

 
1,432

 
0.08

Favorable federal income tax impact associated with the CARES Act
 

 
1,669

 
0.10

 
 
(1,582
)
 
544

 
0.03

 
 
 
 
 
 
 
Increased (Decreased) Gross Margins:
 
 
 
 
 
 
Eastern Shore and Peninsula Pipeline service expansions*
 
1,776

 
1,263

 
0.07

Increased gross margin from demand for Marlin Gas Services *
 
1,077

 
766

 
0.05

Increased retail propane margins per gallon
 
867

 
616

 
0.04

Natural gas growth (excluding service expansions)
 
832

 
592

 
0.04

Margin contributions from Boulden acquisition (completed December 2019)*
 
549

 
390

 
0.02

 
 
5,101

 
3,627

 
0.22

 
 
 
 
 
 
 
 (Increased) Decreased Operating Expenses (Excluding Cost of Sales):
 
 
 
 
 
 
Payroll, Benefits and other employee-related expenses
 
(967
)
 
(688
)
 
(0.05
)
Depreciation, asset removal and property tax costs due to new capital investments
 
(932
)
 
(663
)
 
(0.04
)
Insurance expense (non-health) - both insured and self-insured
 
(547
)
 
(389
)
 
(0.02
)
Operating expenses from Boulden acquisition (completed December 2019) *
 
(498
)
 
(354
)
 
(0.02
)
 
 
(2,944
)
 
(2,094
)
 
(0.13
)
 
 
 
 
 
 
 
Other income tax effects
 

 
(177
)
 
(0.01
)
Interest charges
 
(436
)
 
(310
)
 
(0.02
)
Lower pension expense
 
371

 
264

 
0.02

Net other changes
 
(159
)
 
(107
)
 
(0.01
)
 
 
(224
)
 
(330
)
 
(0.02
)
 
 
 
 
 
 
 
Second Quarter of 2020 Reported Results from Continuing Operations
 
$
12,644

 
$
10,661

 
$
0.64

*See the Major Projects and Initiatives table later in this press release.









--more--


12-12-12-12

Key variances in continuing operations, between the six months ended 2020 and the six months ended 2019, included: 
(in thousands, except per share data)
 
Pre-tax
Income
 
Net
Income
 
Earnings
Per Share
Six Months Ended June 30, 2019 Reported Results from Continuing Operations:
 
$
50,727

 
$
37,725

 
$
2.30

 
 
 
 
 
 
 
Adjusting for Unusual Items:
 
 
 
 
 
 
Unfavorable COVID-19 impacts
 
(3,800
)
 
(2,764
)
 
(0.17
)
 Decreased customer consumption - primarily due to milder weather
 
(1,931
)
 
(1,405
)
 
(0.09
)
 Absence of Florida tax savings (net of GRIP refunds) recorded in first quarter of 2019 for 2018
 
(910
)
 
(667
)
 
(0.04
)
 Gains from sales of assets
 
3,162

 
2,317

 
0.14

 Favorable income tax impact associated with the CARES Act
 

 
1,669

 
0.10

 
 
(3,479
)
 
(850
)
 
(0.06
)
 
 
 
 
 
 
 
Increased (Decreased) Gross Margins:
 
 
 
 
 
 
Eastern Shore and Peninsula Pipeline service expansions*
 
2,839

 
2,065

 
0.12

Margin contribution from Boulden acquisition (completed December 2019)*
 
2,437

 
1,773

 
0.11

Increased retail propane margins per gallon
 
2,009

 
1,461

 
0.09

Natural gas growth (excluding service expansions)
 
1,928

 
1,403

 
0.09

Aspire Energy rate increases
 
308

 
224

 
0.01

 
 
9,521

 
6,926

 
0.42

 
 
 
 
 
 
 
(Increased) Decreased Other Operating Expenses (Excluding Cost of Sales):
 
 
 
 
 
 
Depreciation, asset removal and property taxes
 
(2,421
)
 
(1,761
)
 
(0.11
)
Insurance expense (non-health) - both insured and self-insured
 
(1,578
)
 
(1,148
)
 
(0.07
)
Operating expenses from Boulden acquisition (completed December 2019)
 
(1,032
)
 
(751
)
 
(0.05
)
Facilities maintenance costs
 
(757
)
 
(550
)
 
(0.03
)
Payroll, benefits and other employee-related expenses
 
261

 
190

 
0.01

 
 
(5,527
)
 
(4,020
)
 
(0.25
)
 
 
 
 
 
 
 
Other income tax effects
 

 
(849
)
 
(0.05
)
Interest Charges
 
(783
)
 
(570
)
 
(0.03
)
Lower pension expense
 
743

 
540

 
0.03

Net other changes
 
1,080

 
800

 
0.05

 
 
1,040

 
(79
)
 

 
 
 
 
 
 
 
Six Months Ended June 30, 2020 Reported Results from Continuing Operations
 
$
52,282

 
$
39,702

 
$
2.41

*See the Major Projects and Initiatives table later in this press release.






--more--


13-13-13-13

Recently Completed and Ongoing Major Projects and Initiatives
The Company constantly pursues and develops additional projects and initiatives to serve existing and new customers, and to further grow its businesses and earnings, with the intention to increase shareholder value. The following represent the major projects/initiatives recently completed and currently underway. Major projects and initiatives that have generated consistent year-over-year margin contributions are removed from the table. In the future, the Company will add new projects and initiatives to this table once negotiations are substantially final and the associated earnings can be estimated.
 
 
Gross Margin for the Period
 
 
Three Months Ended
 
Six Months Ended
 
Year Ended
 
Estimate for
Project/Initiative
 
June 30,
 
June 30,
 
December 31,
 
Fiscal
in thousands
 
2020
 
2019
 
2020
 
2019
 
2019
 
2020
 
2021
Pipeline Expansions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
West Palm Beach County, Florida Expansion (1)
 
$
967

 
$
161

 
$
1,968

 
$
293

 
$
2,139

 
$
4,092

 
$
5,227

Del-Mar Energy Pathway (1)
 
452

 
189

 
641

 
353

 
731

 
2,398

 
4,100

Auburndale
 
170

 

 
340

 

 
283

 
679

 
679

Callahan Intrastate Pipeline (including related natural gas distribution services)
 
536

 

 
536

 

 

 
4,039

 
7,564

      Guernsey Power Station
 

 

 

 

 

 

 
700

Total Pipeline Expansions
 
2,125

 
350

 
3,485

 
646

 
3,153

 
11,208

 
18,270

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Virtual Pipeline Growth
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Compressed Natural Gas Transportation
 
2,107

 
1,030

 
3,454

 
3,359

 
5,410

 
6,900

 
7,700

     Renewable Natural Gas Transportation
 

 

 

 

 

 

 
1,000

Total Virtual Pipeline Growth
 
2,107


1,030


3,454


3,359


5,410


6,900


8,700

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Boulden Propane
 
549

 

 
2,437

 

 
329

 
3,800

 
4,200

Elkton Gas
 

 

 

 

 

 
1,207

 
3,992

Total Acquisitions
 
549

 

 
2,437

 

 
329

 
5,007

 
8,192

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Regulatory Initiatives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Florida GRIP
 
3,609

 
3,530

 
7,305

 
7,311

 
13,939

 
15,206

 
16,898

Hurricane Michael regulatory proceeding
 

 

 

 

 

 
TBD
 
TBD
Total Regulatory Initiatives
 
3,609

 
3,530

 
7,305

 
7,311

 
13,939

 
15,206

 
16,898

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
$
8,390


$
4,910


$
16,681


$
11,316


$
22,831


$
38,321


$
52,060

(1) Includes margin generated from interim services.



--more--


14-14-14-14

Detailed Discussion of Major Projects and Initiatives
Pipeline Expansions

West Palm Beach County, Florida Expansion
Peninsula Pipeline is constructing four transmission lines to bring additional natural gas to the Company's distribution system in West Palm Beach, Florida. The first phase of this project was placed into service in December 2018 and generated $0.8 million and $1.7 million in additional gross margin for the three and six months ended June 30, 2020, respectively. The Company expects to complete the remainder of the project in phases through the third quarter of 2020, and estimates that the project will generate gross margin of $4.1 million in 2020 and $5.2 million annually thereafter.

Del-Mar Energy Pathway
In December 2019, the Federal Energy Regulatory Commission issued an order approving the construction of the Del-Mar Energy Pathway project. Eastern Shore anticipates that this project will be fully in-service by the beginning of the fourth quarter of 2021. The new facilities will: (i) ensure an additional 14,300 Dekatherms per day (“Dts/d”) of firm service to four customers, (ii) provide additional natural gas transmission pipeline infrastructure in eastern Sussex County, Delaware, and (iii) represent the first extension of Eastern Shore’s pipeline system into Somerset County, Maryland. Construction on the project began in January 2020, and interim services in advance of this project generated $0.5 million and $0.6 million in margin for the three and six months ended June 30, 2020, respectively. The estimated gross margin from this project is approximately $2.4 million in 2020, $4.1 million in 2021 and $5.1 million annually thereafter.
Auburndale
In August 2019, the Florida PSC approved Peninsula Pipeline's Transportation Service Agreement with the Florida Division of Chesapeake Utilities. Peninsula Pipeline purchased an existing pipeline owned by the Florida Division of Chesapeake Utilities and Calpine, and has completed the construction of pipeline facilities in Polk County, Florida. Peninsula Pipeline provides transportation service to the Florida Division of Chesapeake Utilities increasing both delivery capacity and downstream pressure as well as introducing a secondary source of natural gas for the Florida Division of Chesapeake Utilities' distribution system. Peninsula Pipeline generated gross margin from this project of $0.2 million and $0.3 million for the three and six months ended June 30, 2020, respectively, and expects to generate annual gross margin of $0.7 million in 2020 and beyond.

Callahan Intrastate Pipeline
In May 2018, Peninsula Pipeline announced a plan to construct a jointly owned intrastate transmission pipeline with Seacoast Gas Transmission in Nassau County, Florida.  The 26-mile pipeline will serve growing demand in both Nassau and Duval Counties. This project was placed in service in June 2020, one month earlier than initially forecasted, and generated $0.5 million in additional gross for the three and six months ended June 30, 2020. Peninsula Pipeline expects to generate gross margin of $4.0 million in 2020 and $7.6 million annually thereafter.

Guernsey Power Station
Guernsey Power Station, LLC ("Guernsey Power Station") and the Company's affiliate, Aspire Energy Express, LLC ("Aspire Energy Express"), entered into a precedent firm transportation capacity agreement whereby Guernsey Power Station will construct a power generation facility and Aspire Energy Express will provide firm natural gas transportation service to this facility. Guernsey Power Station commenced construction of the project in October 2019.  Aspire Energy Express is expected to commence construction of the gas transmission facilities in the second quarter of 2021.  This project is expected to produce gross margin of approximately $0.7 million in 2021 and $1.5 million for 2022 and beyond. 

Virtual Pipeline Growth
Compressed Natural Gas ("CNG") Transportation
Marlin Gas Services provides CNG temporary hold services, contracted pipeline integrity services, emergency services for damaged pipelines and specialized gas services for customers who have unique requirements. For the three and six months ended June 30, 2020, Marlin Gas Services generated additional gross margin of $1.1 million and $0.1 million, respectively. We estimate that Marlin Gas Services will generate annual gross margin of approximately $6.9 million in 2020 and $7.7 million in 2021, with the potential for additional growth in future years. Marlin Gas Services continues to actively expand the territories it serves, as well as leverage its patented technology to serve other markets, including pursuing liquefied natural gas transportation opportunities and most recently, announcing its expansion into the transportation of renewable natural gas from diverse supply sources to various pipeline interconnection points, as further outlined below.


--more--


15-15-15-15

Renewable Natural Gas Transportation

Bioenergy DevCo
In June 2020, the Company and Bioenergy DevCo (“BDC”), a developer of anaerobic digestion facilities that create renewable energy and healthy soil products from organic material, entered into an agreement related to a project to remove excess organics from poultry waste and convert it into renewable natural gas. BDC and the Company’s affiliates are collaborating on this project in addition to several other project sites where organic waste can be converted into a carbon-negative energy source. This project provides the opportunity for the Company to maintain the green attributes of the renewable natural gas as it is distributed to its natural gas distribution customers.

The resources generated from organic material at BDC's anaerobic digestion facilities in Delaware, will be processed by the Company and Eastern Shore and Marlin Gas Services will facilitate the transportation and receipt of renewable natural gas for multiple suppliers through its interconnect facility and equipment. Marlin Gas Services will transport the sustainable fuel to Eastern Shore, where it will be introduced to the Company’s own distribution system and ultimately distributed to its natural gas customers.

CleanBay Project
In July 2020, the Company and CleanBay Renewables Inc. ("CleanBay") announced a new partnership to bring renewable natural gas to its Delmarva natural gas operations. As part of this partnership, the Company will transport the renewable natural gas produced at CleanBay's planned Westover, Maryland bio-refinery, to the Company's natural gas infrastructure in the Delmarva region. Eastern Shore and Marlin Gas Services, will transport the renewable natural gas from CleanBay where it is ultimately delivered to the Delmarva natural gas distribution end use customers.

At the present time, the Company has disclosed that it expects to generate $1.0 million in 2021 in incremental margin from renewable natural gas transportation beginning in 2021. The Company is finalizing contract terms associated with some of these projects. Additional information will be provided regarding incremental margin on these projects at a future time, as contracts are finalized.

Acquisitions

Boulden Propane
In December 2019, Sharp Energy, Inc. (“Sharp”), the Company’s wholly-owned subsidiary, acquired certain propane customers and operating assets of Boulden which provides propane distribution service to approximately 5,200 customers in Delaware, Maryland and Pennsylvania. The customers and assets acquired from Boulden have been assimilated into Sharp. The operations acquired from Boulden generated $0.5 million and $2.4 million of incremental gross margin for the three and six months ended June 30, 2020, respectively. The Company estimates that this acquisition will generate annual gross margin of approximately $3.8 million in 2020, and $4.2 million in 2021, with the potential for additional growth in future years.
Elkton Gas Company
In December 2019, the Company entered into an agreement with South Jersey Industries, Inc. to acquire Elkton Gas Company, which provides natural gas distribution service to approximately 7,000 residential and commercial customers in Cecil County, Maryland contiguous to the Company's existing franchise territory in Cecil County. The acquisition closed at the end of July 2020, and the Company estimates that this acquisition will generate gross margin of approximately $1.2 million in 2020 and $4.0 million in 2021.

Regulatory Initiatives

Florida GRIP
Florida GRIP is a natural gas pipe replacement program approved by the Florida PSC that allows automatic recovery, through rates, of costs associated with the replacement of mains and services. Since the program's inception in August 2012, we have invested $154.2 million of capital expenditures to replace 312 miles of qualifying distribution mains, including $10.3 million of new pipes during the first six months of 2020. The Company expects to generate annual gross margin of approximately $15.2 million in 2020, and $16.9 million in 2021.



--more--


16-16-16-16

Hurricane Michael
In October 2018, Hurricane Michael passed through FPU's electric distribution operation's service territory in Northwest Florida. The hurricane caused widespread and severe damage to FPU's infrastructure resulting in 100 percent of its customers in the Northwest Florida service territory losing electrical service. FPU expended more than $65.0 million to restore service as quickly as possible, which has been recorded as new plant and equipment, charged against FPU’s accumulated depreciation or charged against FPU’s storm reserve. Additionally, amounts currently being reviewed by the Florida PSC for regulatory asset treatment have been recorded as receivables and other deferred charges.
In August 2019, FPU filed a limited proceeding requesting recovery of storm-related costs associated with Hurricane Michael (plant investment and expenses) through a change in base rates. FPU also requested treatment and recovery of certain storm-related costs as a regulatory asset for items currently not allowed to be recovered through the storm reserve as well as the recovery of plant investment replaced as a result of the storm. FPU has proposed an overall return component on both the plant additions and the proposed regulatory assets. In the fourth quarter of 2019, FPU along with the Office of Public Counsel in Florida, filed a joint motion with the Florida PSC to approve an interim rate increase, subject to refund, pending the final ruling on the recovery of the restoration costs incurred. The petition was approved by the Florida PSC in November 2019 and interim rate increases were implemented effective January 2020. To date, the Company has recorded a reserve for the interim rate increases, pending a final resolution of the proceeding.
In September 2019, FPU filed a petition, with the Florida PSC, for approval of its consolidated electric depreciation rates. Once approved, the Company expects the new rates to be retroactively effective to January 1, 2020. The petition, was joined to the open dockets regarding Hurricane Michael, and is currently on the schedule for hearing at the Florida PSC agenda in September 2020.
In March 2020, FPU filed an update to the original filing to account for actual charges incurred through December 2019, revised the amortization period of the storm-related costs from 30 years as originally requested to 10 years, and included costs related to Hurricane Dorian of approximately $1.2 million in this filing. FPU continues to work with the Florida PSC and the petition is currently on the schedule for approval at the Florida PSC Agenda in September 2020.

Other major factors influencing gross margin

Weather and Consumption
Weather conditions accounted for a $2.0 million increase in gross margin during the second quarter of 2020, compared to the same period in 2019, as Heating Degree-Day ("HDD") increased by 266 days for both the Delmarva Peninsula and our Ohio service territory. During the second quarter of 2020, gross margin increased by $1.0 million compared to normal temperatures as defined below. For the six months ended June 30, 2020, there was overall lower customer consumption as warmer weather in the first quarter was partially offset by colder temperatures during the second quarter. For the six-month period, overall milder temperatures decreased gross margin by $1.9 million compared to the same period in 2019 and $2.0 million compared to normal temperatures. The following table summarizes HDD and Cooling Degree-Day ("CDD") variances from the 10-year average HDD/CDD ("Normal") for the three and six months ended June 30, 2020 and 2019.


--more--


17-17-17-17


 
Three Months Ended
 
 
 
Six Months Ended
 
 
 
June 30,
 
 
 
June 30,
 
 
 
2020
 
2019
 
Variance
 
2020
 
2019
 
Variance
Delmarva
 
 
 
 
 
 
 
 
 
 
 
Actual HDD
513

 
247

 
266

 
2,373

 
2,569

 
(196
)
10-Year Average HDD ("Normal")
400

 
423

 
(23
)
 
2,749

 
2,785

 
(36
)
Variance from Normal
113

 
(176
)
 
 
 
(376
)
 
(216
)
 
 
Florida
 
 
 
 
 
 
 
 
 
 
 
Actual HDD
9

 
18

 
(9
)
 
343

 
379

 
(36
)
10-Year Average HDD ("Normal")
13

 
14

 
(1
)
 
508

 
532

 
(24
)
Variance from Normal
(4
)
 
4

 

 
(165
)
 
(153
)
 
 
Ohio
 
 
 
 

 
 
 
 
 
 
Actual HDD
801

 
535

 
266

 
3,297

 
3,531

 
(234
)
10-Year Average HDD ("Normal")
593

 
607

 
(14
)
 
3,612

 
3,652

 
(40
)
Variance from Normal
208

 
(72
)
 

 
(315
)
 
(121
)
 
 
Florida
 
 
 
 
 
 
 
 
 
 
 
Actual CDD
849

 
1,086

 
(237
)
 
1,075

 
1,220

 
(145
)
10-Year Average CDD ("Normal")
988

 
975

 
13

 
1,093

 
1,072

 
21

Variance from Normal
(139
)
 
111

 
 
 
(18
)
 
148

 
 
Natural Gas Distribution Margin Growth
Customer growth for the Company's natural gas distribution operations, as a result of the addition of new customers and the conversion of customers from alternative fuel sources to natural gas service, generated $0.8 million and $1.9 million for the three and six months ended June 30, 2020, respectively. The average number of residential customers served on the Delmarva Peninsula and in Florida increased by 5.3 percent and 3.6 percent, respectively, during the second quarter of 2020 and 4.6 percent and 3.7 percent, respectively for the six months ended June 30, 2020. On the Delmarva Peninsula, a larger percentage of the margin growth was generated from residential growth given the expansion of gas into new communities and conversions to natural gas as our distribution infrastructure continues to build out, while in Florida, as gas heating is not a significant portion of residential use, a greater portion of the margin growth occurred in the commercial and industrial sectors. The details for the three and six months ended June 30, 2020 are provided in the following table:

 
 
Three Months Ended
 
Six Months Ended
 
 
June 30, 2020
 
June 30, 2020
(in thousands)
 
Delmarva Peninsula
Florida
 
Delmarva Peninsula
Florida
Customer Growth:
 
 
 
 
 
 
Residential
 
$
326

$
171

 
$
767

$
394

Commercial and industrial
 
70

265

 
224

543

Total Customer Growth
 
$
396

$
436

 
$
991

$
937















--more--


18-18-18-18

Capital Investment Growth and Associated Financing Plans
The Company's capital expenditures were $88.4 million for the six months ended June 30, 2020. The following table shows a range of the expected 2020 capital expenditures by segment and by business line:
 
2020
(dollars in thousands)
Low
 
High
Regulated Energy:
 
 
 
Natural gas distribution
$
75,000

 
$
80,000

Natural gas transmission
70,000

 
80,000

Electric distribution
5,000

 
7,000

Total Regulated Energy
150,000

 
167,000

Unregulated Energy:
 
 
 
Propane distribution
10,000

 
13,000

Energy transmission
10,000

 
15,000

Other unregulated energy
14,000

 
19,000

Total Unregulated Energy
34,000

 
47,000

Other:
 
 
 
Corporate and other businesses
1,000

 
1,000

Total Other
1,000

 
1,000

Total 2020 Expected Capital Expenditures
$
185,000

 
$
215,000


The capital expenditure projection is subject to continuous review and modification. Actual capital requirements may vary from the above estimates due to a number of factors, including changing economic conditions, capital delays because of COVID-19 that are greater than currently anticipated, customer growth in existing areas, regulation, new growth or acquisition opportunities and availability of capital. Historically, actual capital expenditures have typically lagged behind the budgeted amounts.

Management reaffirms its capital expenditure guidance of between $750 million and $1 billion for the five-year period between 2018 and 2022. From January 1, 2018 through June 30, 2020, the Company has invested $570.4 million in new capital expenditures.
The Company's target ratio of equity to total capitalization, including short-term borrowings, is between 50 and 60 percent. The Company's equity to total capitalization ratio, including short term borrowings, was 45 percent as of June 30, 2020.
The Company may utilize more temporary short-term debt, when the financing cost is attractive, as a bridge to the permanent long-term financing, or if the equity markets are more volatile. The Company also maintains an effective shelf registration statement with the Securities and Exchange Commission for the issuance of shares under its Dividend Reinvestment and Direct Stock Purchase Plan (the “DRIP”). In addition, the Company recently filed an effective shelf registration statement with the Securities and Exchange Commission for the issuance of shares of its common stock via a variety of offerings. Depending on the Company’s capital needs and subject to market conditions, in addition to other debt and equity offerings, the Company may consider issuing additional shares under the direct stock purchase component of the DRIP or pursuant to its shelf registration statement.
As of June 30, 2020, the Company had approximately $180 million available under its existing short-term lines of credit and syndicated revolver facility. This includes four additional credit facilities that were entered into during the second quarter of 2020 to provide additional debt capital given the uncertainty regarding the length and depth of the impacts of the COVID-19 pandemic. More information about these additional lines of credit and the renewal of the respective shelf agreements is included in the Company’s Quarterly Report on Form 10-Q for the second quarter of 2020.



--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
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Operating Revenues
 
 
 
 
 
 
 
Regulated Energy
$
73,518

 
$
73,403

 
$
176,473

 
$
177,021

Unregulated Energy and other
23,533

 
21,139

 
73,268

 
77,984

Total Operating Revenues
97,051


94,542

 
249,741

 
255,005

Operating Expenses
 
 
 
 
 
 
 
Regulated Energy cost of sales
16,387

 
18,317

 
51,219

 
54,833

Unregulated Energy and other cost of sales
6,573

 
6,857

 
24,609

 
31,267

Operations
34,607

 
31,531

 
70,559

 
66,945

Maintenance
4,143

 
3,600

 
7,979

 
7,280

Gain from a settlement
(130
)
 
(130
)
 
(130
)
 
(130
)
Depreciation and amortization
12,247

 
11,464

 
24,500

 
22,392

Other taxes
5,247

 
4,738

 
10,894

 
10,131

Total operating expenses
79,074

 
76,377

 
189,630

 
192,718

Operating Income
17,977

 
18,165

 
60,111

 
62,287

Other income (expense), net
(279
)
 
(320
)
 
3,039

 
(380
)
Interest charges
5,054

 
5,552

 
10,868

 
11,180

Income from Continuing Operations Before Income Taxes
12,644


12,293


52,282


50,727

Income Taxes on Continuing Operations
1,983

 
3,379

 
12,580

 
13,002

Income from Continuing Operations
10,661


8,914


39,702


37,725

Income (loss) from Discontinued Operations, Net of Tax
295

 
(610
)
 
184

 
(757
)
Net Income
$
10,956


$
8,304


$
39,886


$
36,968

Weighted Average Common Shares Outstanding:
 
 
 
 
 
 
 
Basic
16,448,490

 
16,401,028

 
16,431,724

 
16,393,022

Diluted
16,503,603

 
16,445,743

 
16,487,807

 
16,439,333

Basic Earnings Per Share of Common Stock:
 
 
 
 
 
 
 
Earnings from Continuing Operations
$
0.65

 
$
0.55

 
$
2.42

 
$
2.31

Earnings (loss) from Discontinued Operations
0.02

 
(0.04
)
 
0.01

 
(0.05
)
Basic Earnings Per Share of Common Stock
$
0.67

 
$
0.51

 
$
2.43

 
$
2.26

 
 
 
 
 
 
 
 
Diluted Earnings Per Share of Common Stock:
 
 
 
 
 
 
 
Earnings from Continuing Operations
$
0.64

 
$
0.54

 
$
2.41

 
$
2.30

Earnings (loss) from Discontinued Operations
0.02

 
(0.04
)
 
0.01

 
(0.05
)
Diluted Earnings Per Share of Common Stock
$
0.66

 
$
0.50

 
$
2.42

 
$
2.25


--more--


20-20-20-20


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

Assets
 
June 30, 2020
 
December 31, 2019
(in thousands, except shares and per share data)
 
 
 
 
 Property, Plant and Equipment
 
 
 
 
Regulated Energy
 
$
1,499,389

 
$
1,441,473

Unregulated Energy
 
277,209

 
265,209

Other businesses and eliminations
 
39,798

 
39,850

 Total property, plant and equipment
 
1,816,396

 
1,746,532

 Less: Accumulated depreciation and amortization
 
(357,303
)
 
(336,876
)
 Plus: Construction work in progress
 
66,267

 
54,141

 Net property, plant and equipment
 
1,525,360

 
1,463,797

 Current Assets
 
 
 
 
Cash and cash equivalents
 
3,590

 
6,985

Trade and other receivables
 
48,799

 
50,899

Less: Allowance for credit losses
 
(2,104
)
 
(1,337
)
Trade receivables, net
 
46,695

 
49,562

Accrued revenue
 
12,076

 
20,846

Propane inventory, at average cost
 
3,951

 
5,824

Other inventory, at average cost
 
5,397

 
6,067

Regulatory assets
 
3,625

 
5,144

Storage gas prepayments
 
1,943

 
3,541

Income taxes receivable
 
9,827

 
20,050

Prepaid expenses
 
9,167

 
13,928

Derivative assets, at fair value
 
1,270

 

Other current assets
 
1,017

 
2,879

 Total current assets
 
98,558

 
134,826

 Deferred Charges and Other Assets
 
 
 
 
Goodwill
 
32,684

 
32,668

Other intangible assets, net
 
7,520

 
8,129

Investments, at fair value
 
9,571

 
9,229

Operating lease right-of-use assets
 
11,546

 
11,563

Regulatory assets
 
74,814

 
73,407

Receivables and other deferred charges
 
62,122

 
49,579

 Total deferred charges and other assets
 
198,257

 
184,575

Total Assets
 
$
1,822,175

 
$
1,783,198




--more--


21-21-21-21

Chesapeake Utilities Corporation and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
Capitalization and Liabilities
 
June 30, 2020
 
December 31, 2019
(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)
 
8,013

 
7,984

 Additional paid-in capital
 
263,272

 
259,253

 Retained earnings
 
326,454

 
300,607

 Accumulated other comprehensive loss
 
(4,462
)
 
(6,267
)
 Deferred compensation obligation
 
5,659

 
4,543

 Treasury stock
 
(5,659
)
 
(4,543
)
 Total stockholders' equity
 
593,277

 
561,577

 Long-term debt, net of current maturities
 
430,106

 
440,168

 Total capitalization
 
1,023,383

 
1,001,745

 Current Liabilities
 
 
 
 
Current portion of long-term debt
 
15,600

 
45,600

Short-term borrowing
 
286,405

 
247,371

Accounts payable
 
46,382

 
54,069

Customer deposits and refunds
 
30,707

 
30,939

Accrued interest
 
2,169

 
2,554

Dividends payable
 
7,244

 
6,644

Accrued compensation
 
9,260

 
16,236

Regulatory liabilities
 
10,328

 
5,991

Derivative liabilities, at fair value
 
802

 
1,844

Other accrued liabilities
 
20,926

 
12,076

 Total current liabilities
 
429,823

 
423,324

 Deferred Credits and Other Liabilities
 
 
 
 
Deferred income taxes
 
193,595

 
180,656

Regulatory liabilities
 
130,180

 
127,744

Environmental liabilities
 
4,520

 
6,468

Other pension and benefit costs
 
28,185

 
30,569

Operating lease - liabilities
 
10,055

 
9,896

Deferred investment tax credits and other liabilities
 
2,434

 
2,796

 Total deferred credits and other liabilities
 
368,969

 
358,129

Environmental and other commitments and contingencies (1)
 
 
 
 
Total Capitalization and Liabilities
 
$
1,822,175

 
$
1,783,198

(1)Refer to Note 6 and 7 in the Company's Quarterly Report on Form 10-Q for further information.


--more--


22-22-22-22

Chesapeake Utilities Corporation and Subsidiaries
Distribution Utility Statistical Data (Unaudited)
 
 
For the Three Months Ended June 30, 2020
 
For the Three Months Ended June 30, 2019
 
 
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
 
$
13,873

 
$
1,500

 
$
8,693

 
$
7,691

 
$
10,444

 
$
1,511

 
$
7,457

 
$
10,801

  Commercial
 
5,630

 
1,491

 
4,856

 
7,126

 
6,353

 
1,587

 
6,633

 
9,807

  Industrial
 
2,066

 
3,180

 
5,630

 
247

 
1,773

 
3,122

 
6,062

 
416

  Other (1)
 
(2,974
)
 
1,060

 
319

 
637

 
(3,647
)
 
795

 
(1,489
)
 
(560
)
Total Operating Revenues
 
$
18,595

 
$
7,231

 
$
19,498

 
$
15,701

 
$
14,923

 
$
7,015

 
$
18,663

 
$
20,464

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Volume (in Dts for natural gas and KWHs for electric)
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
747,431

 
73,330

 
376,351

 
68,781

 
558,159

 
83,315

 
317,025

 
72,358

  Commercial
 
682,648

 
1,023,892

 
296,994

 
67,309

 
673,689

 
1,143,877

 
426,555

 
79,540

  Industrial
 
1,199,163

 
7,302,156

 
1,022,672

 
770

 
1,216,120

 
7,065,699

 
1,226,774

 
3,173

  Other
 
66,069

 

 
700,328

 

 
60,515

 

 
634,071

 

Total
 
2,695,311

 
8,399,378

 
2,396,345

 
136,860

 
2,508,483

 
8,292,891

 
2,604,425

 
155,071

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Customers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
77,573

 
17,763

 
59,623

 
24,952

 
73,666

 
17,205

 
57,504

 
24,530

  Commercial
 
7,221

 
1,583

 
3,981

 
7,263

 
7,085

 
1,544

 
3,937

 
7,228

  Industrial
 
176

 
16

 
2,518

 
2

 
168

 
17

 
2,435

 
2

  Other
 
16

 

 
14

 

 
16

 

 
12

 

Total
 
84,986

 
19,362

 
66,136

 
32,217

 
80,935

 
18,766

 
63,888

 
31,760

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
For the Six Months Ended June 30, 2020
 
For the Six Months Ended June 30, 2019
 
 
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
 
$
42,750

 
$
3,361

 
$
19,891

 
$
14,918

 
$
40,414

 
$
3,297

 
$
18,177

 
$
20,661

  Commercial
 
17,869

 
3,274

 
12,833

 
14,074

 
19,494

 
3,325

 
14,336

 
17,622

  Industrial
 
4,463

 
6,518

 
13,295

 
310

 
4,162

 
6,387

 
12,060

 
1,026

  Other (1)
 
(4,490
)
 
2,555

 
(1,077
)
 
618

 
(4,468
)
 
1,906

 
(2,123
)
 
(4,467
)
Total Operating Revenues
 
$
60,592

 
$
15,708

 
$
44,942

 
$
29,920

 
$
59,602

 
$
14,915

 
$
42,450

 
$
34,842

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Volume (in Dts for natural gas and KWHs for electric)
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
2,656,562

 
212,519

 
869,883

 
133,728

 
2,778,534

 
216,187

 
822,351

 
137,869

  Commercial
 
2,222,759

 
2,223,015

 
795,185

 
131,988

 
2,327,009

 
2,392,641

 
930,601

 
141,369

  Industrial
 
2,523,572

 
15,016,549

 
2,323,533

 
12,382

 
2,727,428

 
14,399,549

 
2,574,011

 
10,923

  Other
 
142,983

 

 
1,255,371

 

 
78,374

 

 
1,189,462

 

Total
 
7,545,876

 
17,452,083

 
5,243,972

 
278,098

 
7,911,345

 
17,008,377

 
5,516,425

 
290,161

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Customers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Residential
 
77,222

 
17,712

 
59,280

 
24,923

 
73,821

 
17,097

 
57,166

 
24,455

  Commercial
 
7,233

 
1,582

 
3,981

 
7,262

 
7,116

 
1,537

 
3,917

 
7,230

  Industrial
 
174

 
16

 
2,508

 
2

 
168

 
17

 
2,425

 
2

  Other
 
17

 

 
14

 

 
12

 

 
12

 

Total
 
84,646

 
19,310

 
65,783

 
32,187

 
81,117

 
18,651

 
63,520

 
31,687

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(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 for pass-through taxes.