0001069533-19-000042.txt : 20191118 0001069533-19-000042.hdr.sgml : 20191118 20191118105642 ACCESSION NUMBER: 0001069533-19-000042 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20191115 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20191118 DATE AS OF CHANGE: 20191118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RGC RESOURCES INC CENTRAL INDEX KEY: 0001069533 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] IRS NUMBER: 541909697 STATE OF INCORPORATION: VA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26591 FILM NUMBER: 191226497 BUSINESS ADDRESS: STREET 1: 519 KIMBALLAVENUE N.E. CITY: ROANOKE STATE: VA ZIP: 24016 BUSINESS PHONE: 5407774427 MAIL ADDRESS: STREET 1: 519 KIMBALL AVENUE N.E. CITY: ROANOKE STATE: VA ZIP: 24016 8-K 1 earningsreleaseq42019.htm 8-K 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 15, 2019
 
RGC RESOURCES, INC.
(Exact name of Registrant as specified in its charter)
  
 
Virginia
 
000-26591
 
54-1909697
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
519 Kimball Ave., N.E. Roanoke, Virginia
 
24016
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: 540-777-4427
 
(Former name or former address, 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:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)
¨
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 13c-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 or Rule 12b-2 if the Securities Exchange Act of 1934.
 
 
 
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 November 15, 2019, RGC Resources, Inc. issued a press release announcing the annual and fourth quarter results for the fiscal year ended September 30, 2019. A copy of this press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.
 
ITEM 9.01.
FINANCIAL STATEMENT AND EXHIBITS.





SIGNATURES
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.
 
 
 
 
 
 
 
 
 
 
 
 
RGC RESOURCES, INC.
 
 
 
 
Date: November 18, 2019
 
 
 
By:
 
/s/ Paul W. Nester
 
 
 
 
 
 
 
Paul W. Nester
 
 
 
 
Vice President, Treasurer, Secretary and CFO



 EX-99.1 2 exhibit991q42019.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1
NEWS RELEASE
RGC RESOURCES, INC.
 
 
 
 
Release Date:
  
November 15, 2019
Contact:
  
John S. D'Orazio
 
  
President and CEO
Telephone:
  
540-777-3815

RGC RESOURCES, INC.
REPORTS RECORD EARNINGS

ROANOKE, Va. (November 15, 2019)--RGC Resources, Inc. (NASDAQ: RGCO) announced record consolidated Company earnings of $8,698,412 or $1.08 per share for the fiscal year ended September 30, 2019. This compares to earnings of $7,297,205 or $0.95 per share for the year ended September 30, 2018. CEO John D’Orazio stated, “I am pleased to announce our fifth consecutive year of record earnings. The increase in 2019 earnings is attributable to improved utility margins associated with our infrastructure replacement programs, implementation of new non-gas rates, customer growth, and our ongoing investment in the Mountain Valley Pipeline (MVP).” D’Orazio further commented, “We continue to execute on the key strategies propelling our earnings growth: (1) growth in our regulated natural gas business through investments in infrastructure replacements and expansion; and (2) investments in midstream projects such as the MVP and the Southgate. Diversification opportunities to expand and grow the company are a strategic focus of our management team. We are excited about the future and increasing shareholder value.”

Earnings for the quarter ending September 30, 2019 were $455,605 or $0.06 per share compared to $684,459 or $0.09 per share for the quarter ended September 30, 2018. D’Orazio attributed the decrease to prior year tax reform adjustments.

RGC Resources, Inc. provides energy and related products and services to customers in Virginia through its operating subsidiaries Roanoke Gas Company and RGC Midstream, LLC.

From time to time, the Company may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause the Company’s actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company’s forward-looking statements. Past performance is not necessarily a predictor of future results.

Summary financial statements for the fourth quarter and twelve months are as follows:





RGC Resources, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(Unaudited)
 
 
 
Three Months Ended
September 30,
 
Twelve Months Ended
September 30,
 
 
2019
 
2018
 
2019
 
2018
Revenues
 
$
9,851,869

 
$
9,971,142

 
$
68,026,525

 
$
65,534,736

Operating expenses
 
9,361,167

 
9,256,801

 
56,431,061

 
54,064,229

Operating income
 
490,702

 
714,341

 
11,595,464

 
11,470,507

Equity in earnings of MVP
 
981,931

 
353,132

 
3,020,348

 
938,531

Other income (expense), net
 
110,254

 
151,562

 
351,882

 
244,868

Interest expense
 
983,422

 
632,142

 
3,618,551

 
2,461,565

Income before income taxes
 
599,465

 
586,893

 
11,349,143

 
10,192,341

Income tax expense (benefit)
 
143,860

 
(97,566
)
 
2,650,731

 
2,895,136

Net income
 
$
455,605

 
$
684,459

 
$
8,698,412

 
$
7,297,205

Net earnings per share of common stock:
 
 
 
 
 
 
 
 
Basic
 
$
0.06

 
$
0.09

 
$
1.08

 
$
0.95

Diluted
 
$
0.06

 
$
0.09

 
$
1.08

 
$
0.95

Cash dividends per common share
 
$
0.165

 
$
0.155

 
$
0.660

 
$
0.620

Weighted average number of common shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
8,069,934

 
7,991,553

 
8,039,484

 
7,649,025

Diluted
 
8,102,334

 
8,039,259

 
8,078,950

 
7,695,712


Condensed Consolidated Balance Sheets
(Unaudited)
 
 
 
September 30,
Assets
 
2019
 
2018
Current assets
 
$
16,385,192

 
$
15,544,602

Total property, plant and equipment, net
 
182,002,956

 
165,963,628

Other assets
 
59,965,548

 
38,051,876

Total Assets
 
$
258,353,696

 
$
219,560,106

Liabilities and Stockholders’ Equity
 
 
 
 
Current liabilities
 
$
21,633,064

 
$
24,091,849

Long-term debt, net of unamortized debt issuance costs
 
103,371,358

 
70,321,936

Deferred credits and other liabilities
 
50,252,882

 
45,563,209

Total Liabilities
 
175,257,304

 
139,976,994

Stockholders’ Equity
 
83,096,392

 
79,583,112

Total Liabilities and Stockholders’ Equity
 
$
258,353,696

 
$
219,560,106