Press Release Details

WILLIAMSVILLE, N.Y., May 05, 2022 (GLOBE NEWSWIRE) -- National Fuel Gas Company (“National Fuel” or the “Company”) (NYSE:NFG) today announced consolidated results for the second quarter of its 2022 fiscal year and for the six months ended March 31, 2022.

FISCAL 2022 SECOND QUARTER SUMMARY

• GAAP net income of $167.3 million, or $1.82 per share, compared to GAAP net income of $112.4 million, or $1.23 per share, in the prior year, an increase of 48% per share.
• Adjusted operating results of $154.4 million, or $1.68 per share, an increase of 25%, compared to $1.34 per share, in the prior year (see non-GAAP reconciliation on page 2).
• Adjusted EBITDA of $337.6 million, an increase of 13%, compared to $298.4 million in the prior year (see non-GAAP reconciliation on page 24).
• Published inaugural Climate Report in March 2022, which further aligns the Company's climate-risk disclosures with the Task Force on Climate-Related Financial Disclosures framework, and evaluates the resilience of our operations to potential risks associated with climate change, including a less than 2-degree Celsius scenario.
• Achieved certification under Project Canary's TrustWell™ responsibly sourced gas program with Platinum or Gold ratings for all 121 wells included in pilot, which combined, produce approximately 300 million cubic feet per day, or approximately 30%, of the Company's Appalachian production. This accreditation is in addition to the prior certification of 100% of the Company's Appalachian production as responsibly sourced under Equitable Origin's EO100™ Standard for Responsible Energy Development.
• Company is increasing its fiscal 2022 earnings guidance to a range of $5.70 to $6.00 per share, an increase of $0.50 per share at the midpoint, excluding items impacting comparability (see Guidance Summary on page 8).

MANAGEMENT COMMENTS

David P. Bauer, President and Chief Executive Officer of National Fuel Gas Company, stated: “National Fuel had a strong second quarter, with adjusted operating results increasing 25% compared to the prior year. Led by continued Appalachian natural gas production growth and higher commodity prices at our non-regulated businesses, earnings improved across all segments. With Supply Corporation’s FM100 project in service and Seneca fully utilizing its expanded firm transportation portfolio, we have reached an inflection point where we now anticipate generating meaningful free cash flow into the future. We expect to use that free cash flow to reduce leverage on our balance sheet and pursue shareholder value-enhancing opportunities to deploy capital across the system.”

DIVESTITURE OF CALIFORNIA PROPERTIES

On May 1, 2022, the Company entered into a purchase and sale agreement to sell Seneca’s California oil and gas assets to Sentinel Peak Resources California LLC for total consideration between $280 million and $310 million, depending on oil prices. This consideration consists of $280 million in cash at closing, plus up to three annual contingent payments between calendar 2023 and 2025 that can total $30 million in aggregate. The value of these contingent payments is $1 million for each dollar that Brent crude oil prices average over $95 per barrel in each respective year, with a maximum of $10 million in any given year. The transaction has an effective date of April 1, 2022 and is expected to close on June 30, 2022, subject to customary closing conditions (including waivers of certain transfer restrictions).

Mr. Bauer added: “Our California operations and the team supporting them have been a terrific asset to Seneca over the three-plus decades that we have owned them, generating substantial free cash that supported our significant investment in the Appalachian Basin. However, given the strength of commodity prices, and the continued growth of Seneca’s Appalachian position, the timing was right to pursue a sale. Proceeds from this transaction will help accelerate our deleveraging efforts and provide us additional financial flexibility in the near-term.”

Kirkland & Ellis LLP served as the legal advisor to National Fuel. Lazard Capital served as financial advisor in connection with the transaction.

RECONCILIATION OF GAAP EARNINGS TO ADJUSTED OPERATING RESULTS

FISCAL 2022 GUIDANCE UPDATE

National Fuel is revising its fiscal 2022 earnings guidance range and is now projecting earnings, excluding items impacting comparability, will be within the range of $5.70 to $6.00 per share, an increase of $0.50 per share from the midpoint of the Company’s prior guidance range. This updated range reflects the results of the second quarter, along with updated assumptions for the balance of the year, which have been adjusted to exclude Seneca’s California operations as of June 30, 2022 in conjunction with the expected closing date of its divestiture.

The Company is now assuming that NYMEX natural gas prices will average $7.25 per MMBtu for the remainder of fiscal 2022, a $2.75 increase per MMBtu from the $4.50 per MMBtu assumed in the previous guidance. Additionally, the Company is now projecting that WTI oil prices will average $100.00 per Bbl for the remainder of the year, a $20.00 increase from the $80.00 per Bbl assumed in the previous guidance. For guidance purposes, the Company’s updated projections approximate the current NYMEX forward markets for natural gas and oil and consider the impact of local sales point differentials and new physical firm sales, transportation, and financial hedge contracts.

The Exploration and Production segment’s fiscal 2022 net production is now expected to be in the range of 340 to 360 Bcfe, a 2.5 Bcfe reduction at the midpoint. However, this revised range reflects the loss of approximately 4 Bcfe of production related to the sale of Seneca’s California properties. Seneca currently has firm sales contracts in place for approximately 90% of its projected remaining fiscal 2022 Appalachian production, limiting its exposure to in-basin markets. Approximately 83% of expected remaining Appalachian production is either matched by a financial hedge or was entered into at a fixed price.

As a result of the expected divestiture of its California operations, Seneca has revised its unit costs to reflect the removal of higher cost oil production, when compared to its Appalachian operations. Lease Operating Expense (“LOE”) has been revised lower, now expected to be within the range of $0.78 to $0.80 per Mcfe. Depreciation, Depletion and Amortization (“DD&A”) was revised to a range of $0.58 to $0.60 per Mcfe. Also, General & Administrative ("G&A”) expense has been reduced to a range of $0.19 to $0.20 per Mcfe, which excludes any potential transaction costs associated with sale of the California operations.

The Company’s consolidated capital expenditures are now expected to be in the range of $725 to $870 million, a $60.0 million, or 8%, increase from the midpoint of previous guidance. The $50 million increase at the midpoint in the Exploration and Production segment is largely related to a planned acceleration of completions activity this summer, including utilizing our spot crew on two Tioga County Utica pads sooner than previously forecasted. Increased production resulting from this acceleration is expected to commence later this fiscal year and ramp up in the following quarters, maximizing production for the upcoming winter. Additionally, Seneca continues to experience modest inflation above previous expectations. Lastly, the Utility segment is expecting increased spending during the upcoming construction season as part of its ongoing modernization program focused on replacing aging infrastructure and reducing our emission profile.

Additional details on the Company's updated forecast assumptions and business segment guidance for fiscal 2022 are outlined in the table on page 8.

DISCUSSION OF SECOND QUARTER RESULTS BY SEGMENT

The following earnings discussion of each operating segment for the quarter ended March 31, 2022 is summarized in a tabular form on pages 9 and 10 of this report (earnings drivers for the six months ended March 31, 2022 are summarized on pages 11 and 12). It may be helpful to refer to those tables while reviewing this discussion.

Note that management defines Adjusted Operating Results as reported GAAP earnings adjusted for items impacting comparability, and Adjusted EBITDA as reported GAAP earnings before the following items: interest expense, income taxes, depreciation, depletion and amortization, other income and deductions, impairments, and other items reflected in operating income that impact comparability.

Upstream Business

Exploration and Production Segment

The Exploration and Production segment operations are carried out by Seneca Resources Company, LLC ("Seneca"). Seneca explores for, develops and produces natural gas and oil reserves, primarily in Pennsylvania and California.

Seneca’s second quarter GAAP earnings increased $34.3 million versus the prior year. Excluding a $10.7 million (after-tax) loss on the early redemption of long-term debt recorded in the prior year's second quarter, Seneca’s earnings increased $23.6 million primarily due to higher realized natural gas and crude oil prices and higher natural gas production, as well as higher other operating revenues and lower interest expense, partially offset by higher operating expenses.

Seneca produced 87.1 Bcfe during the second quarter, an increase of 1.9 Bcfe, or 2%, from the prior year. This is a result of a 2.1 Bcf increase in natural gas production primarily due to growth from Seneca's two-rig development program in Appalachia. Seneca's crude oil production in California decreased 39 MBbls, or 7%, versus the prior year due to natural production declines.

Seneca's average realized natural gas price, after the impact of hedging and transportation costs, was $2.60 per Mcf, an increase of $0.32 per Mcf from the prior year. This increase was primarily due to higher NYMEX prices and higher spot prices at local sales points in Pennsylvania. Seneca's average realized oil price, after the impact of hedging, was $70.45 per Bbl, an increase of $13.34 per Bbl compared to the prior year.

Seneca’s increase in other operating revenues of $4.7 million was primarily attributable to a temporary release of capacity on Leidy South through March 2022.

Lease operating and transportation (“LOE”) expense increased $5.5 million primarily due to higher steam fuel costs as a result of higher natural gas prices, along with higher well repairs and workover activity in California. Depreciation, depletion and amortization ("DD&A") expense increased $4.4 million due to higher natural gas production and a higher per unit DD&A rate, which was driven by an increase in capitalized costs in Seneca's full cost pool. Seneca's other operating expenses increased $2.1 million due primarily to higher consulting and technology-related expenses, and an increase in operating costs from additional water treatment plants acquired in September 2021. As a result of the recent increase in natural gas prices, other taxes increased $2.4 million primarily due to a higher expected Impact Fee in Pennsylvania (the Impact Fees are calculated annually based on calendar year NYMEX natural gas prices).

Excluding the premium paid on the early redemption of debt noted above, interest expense decreased $3.2 million due primarily to a decrease in outstanding principal balances associated with Seneca's long-term intercompany borrowings coupled with a lower weighted average interest rate as a result of the Company's issuance of a 2.95% coupon 10-year note in February 2021, which re-financed a 4.9% coupon 10-year note that was redeemed in March 2021.

Midstream Businesses

Pipeline and Storage Segment

The Pipeline and Storage segment’s operations are carried out by National Fuel Gas Supply Corporation (“Supply Corporation”) and Empire Pipeline, Inc. (“Empire”). The Pipeline and Storage segment provides natural gas transportation and storage services to affiliated and non-affiliated companies through an integrated system of pipelines and underground natural gas storage fields in western New York and Pennsylvania.

The Pipeline and Storage segment’s second quarter GAAP earnings increased $0.5 million versus the prior year primarily due to an increase in operating revenues, partially offset by higher operation and maintenance ("O&M") expense and higher DD&A expense. The increase in operating revenues of $8.7 million was primarily attributable to higher transportation revenues from new demand charges for service on the expansion component of Supply Corporation's FM100 Project, which was placed in service in December 2021. O&M expense increased $4.7 million primarily due to the non-recurrence of a $3.9 million favorable adjustment to the reserve for project development costs recorded in last year's second quarter. Higher pipeline integrity and vehicle fuel costs also contributed to the increase in O&M expense. The increase in DD&A expense of $1.6 million was primarily attributable to incremental depreciation expense from the FM100 Project.

Gathering Segment

The Gathering segment’s operations are carried out by National Fuel Gas Midstream Company, LLC’s limited liability companies. The Gathering segment constructs, owns and operates natural gas gathering pipelines and compression facilities in the Appalachian region, which primarily delivers Seneca’s gross Appalachian production to the interstate pipeline system.

The Gathering segment’s second quarter GAAP earnings increased $1.4 million versus the prior year. Excluding a $0.7 million (after-tax) loss on the early redemption of long-term debt recorded in the prior year's second quarter, the Gathering segment's earnings increased $0.7 million. The earnings increase was primarily driven by higher operating revenues, which was partially offset by higher O&M expense. Operating revenues increased $2.3 million, or 5%, primarily driven by an 8.6 Bcf increase in gathered volumes for a non-affiliated natural gas producer in Appalachia. The increase in O&M expense of $0.7 million was primarily due to higher compressor station operating and preventative maintenance activity during the quarter.

Downstream Business

Utility Segment

The Utility segment operations are carried out by National Fuel Gas Distribution Corporation (“Distribution”), which sells or transports natural gas to customers located in western New York and northwestern Pennsylvania.

The Utility segment’s second quarter GAAP earnings increased $21.0 million versus the prior year. In February 2022, the Pennsylvania Public Utilities Commission concluded a regulatory proceeding that addressed Distribution’s recovery of other post-employment benefit (“OPEB”) expenses. As a result of that proceeding, Distribution recorded an adjustment to an OPEB-related regulatory liability that benefitted earnings by $18.5 million ($14.6 million after-tax) and agreed to reduce its base rates in Pennsylvania to eliminate the recovery of OPEB expenses effective October 1, 2021.

Excluding the impact of the reduction in the OPEB regulatory liability, the Utility segment's second quarter earnings increased $6.4 million primarily due to higher customer margin (operating revenues less purchased gas sold) and a decrease in non-service post-retirement benefit costs recorded in other income (deductions). The increase in customer margin was due primarily to increased customer usage, largely attributable to colder weather in Distribution's Pennsylvania territory (Pennsylvania was 8% colder on average than last year), combined with higher revenues from the Company's system modernization tracking mechanism in its New York service territory. These factors were partially offset by the aforementioned reduction in base rates in Pennsylvania. The impact of weather variations on earnings in Distribution's New York service territory is largely mitigated by that jurisdiction's weather normalization clause. With the elimination of OPEB expenses in customer rates, there was a decrease in non-service post-retirement benefit costs recorded in other income (deductions). Distribution’s Pennsylvania service territory recognized OPEB income during the second quarter of fiscal 2022 whereas in the prior year’s second quarter it recognized OPEB expenses to match against the OPEB amounts collected in base rates.

Corporate and All Other

The Company’s operations that are included in Corporate and All Other generated a combined net loss of $4.4 million in the current year second quarter, which was a $2.3 million higher than the combined net loss of $2.1 million in the prior-year second quarter. The increase in net loss was primarily driven by unrealized losses on investment securities recognized in the current quarter compared to unrealized gains on investment securities in the prior-year second quarter.

EARNINGS TELECONFERENCE

The Company will host a conference call on Friday, May 6, 2022, at 11 a.m. Eastern Time to discuss this announcement. Pre-registration is required to access the teleconference by phone in a listen-only mode by following this link: http://www.directeventreg.com/registration/event/4564187. To access the webcast, visit the Events Calendar under the News & Events page on the NFG Investor Relations website at investor.nationalfuelgas.com. A replay of the conference call will be available approximately two hours following the teleconference at the same website link and by phone at 416-621-4642 or 800-585-8367 using conference ID number “4564187”. Both the webcast and conference call replay will be available until the close of business on Friday, May 13, 2022.

National Fuel is an integrated energy company reporting financial results for four operating segments: Exploration and Production, Pipeline and Storage, Gathering, and Utility. Additional information about National Fuel is available at www.nationalfuelgas.com.

Certain statements contained herein, including statements identified by the use of the words “anticipates,” “estimates,” “expects,” “forecasts,” “intends,” “plans,” “predicts,” “projects,” “believes,” “seeks,” “will,” “may” and similar expressions, and statements which are other than statements of historical facts, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties, which could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The Company’s expectations, beliefs and projections contained herein are expressed in good faith and are believed to have a reasonable basis, but there can be no assurance that such expectations, beliefs or projections will result or be achieved or accomplished. In addition to other factors, the following are important factors that could cause actual results to differ materially from those discussed in the forward-looking statements: changes in laws, regulations or judicial interpretations to which the Company is subject, including those involving derivatives, taxes, safety, employment, climate change, other environmental matters, real property, and exploration and production activities such as hydraulic fracturing; governmental/regulatory actions, initiatives and proceedings, including those involving rate cases (which address, among other things, target rates of return, rate design, retained natural gas and system modernization), environmental/safety requirements, affiliate relationships, industry structure, and franchise renewal; the Company’s ability to estimate accurately the time and resources necessary to meet emissions targets; governmental/regulatory actions and/or market pressures to reduce or eliminate reliance on natural gas; the length and severity of the ongoing COVID-19 pandemic, including its impacts across our businesses on demand, operations, global supply chains and liquidity; changes in economic conditions, including inflationary pressures and global, national or regional recessions, and their effect on the demand for, and customers’ ability to pay for, the Company’s products and services; changes in the price of natural gas or oil; the creditworthiness or performance of the Company’s key suppliers, customers and counterparties; financial and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments, including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions; impairments under the SEC’s full cost ceiling test for natural gas and oil reserves; increased costs or delays or changes in plans with respect to Company projects or related projects of other companies, including disruptions due to the COVID-19 pandemic, as well as difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators; the Company's ability to complete planned strategic transactions; the Company's ability to successfully integrate acquired assets and achieve expected cost synergies; changes in price differentials between similar quantities of natural gas or oil sold at different geographic locations, and the effect of such changes on commodity production, revenues and demand for pipeline transportation capacity to or from such locations; the impact of information technology disruptions, cybersecurity or data security breaches; factors affecting the Company’s ability to successfully identify, drill for and produce economically viable natural gas and oil reserves, including among others geology, lease availability, title disputes, weather conditions, shortages, delays or unavailability of equipment and services required in drilling operations, insufficient gathering, processing and transportation capacity, the need to obtain governmental approvals and permits, and compliance with environmental laws and regulations; increasing health care costs and the resulting effect on health insurance premiums and on the obligation to provide other post-retirement benefits; other changes in price differentials between similar quantities of natural gas or oil having different quality, heating value, hydrocarbon mix or delivery date; the cost and effects of legal and administrative claims against the Company or activist shareholder campaigns to effect changes at the Company; negotiations with the collective bargaining units representing the Company's workforce, including potential work stoppages during negotiations; uncertainty of oil and gas reserve estimates; significant differences between the Company’s projected and actual production levels for natural gas or oil; changes in demographic patterns and weather conditions; changes in the availability, price or accounting treatment of derivative financial instruments; changes in laws, actuarial assumptions, the interest rate environment and the return on plan/trust assets related to the Company’s pension and other post-retirement benefits, which can affect future funding obligations and costs and plan liabilities; economic disruptions or uninsured losses resulting from major accidents, fires, severe weather, natural disasters, terrorist activities or acts of war; significant differences between the Company’s projected and actual capital expenditures and operating expenses; or increasing costs of insurance, changes in coverage and the ability to obtain insurance. The Company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date thereof.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

GUIDANCE SUMMARY

As discussed on page 2, the Company is revising its earnings guidance for fiscal 2022. Additional details on the Company's forecast assumptions and business segment guidance are outlined in the table below.

The revised earnings guidance range does not include the impact of certain items that impacted the comparability of earnings during the six months ended March 31, 2022, including: (1) the after-tax reduction of an other post-retirement regulatory liability, which increased earnings by $0.16 per share; and (2) after-tax unrealized losses on other investments, which reduced earnings by $0.05 per share. While the Company expects to record certain adjustments to unrealized gain or loss on investments during the six months ending September 30, 2022, the amounts of these and other potential adjustments are not reasonably determinable at this time. As such, the Company is unable to provide earnings guidance other than on a non-GAAP basis.

* Commodity price assumptions are for the remaining 6 months of the fiscal year.