false 0001069533 0001069533 2025-02-10 2025-02-10
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): February 10, 2025
 
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 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))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class
Trading
Symbol
Name of Each Exchange on Which Registered
Common Stock, $5 Par Value
RGCO
NASDAQ Global Market
 
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 February 10, 2025, RGC Resources, Inc. issued a press release announcing the results for the first quarter ending December 31, 2024.  A copy of this press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.
 
ITEM 8.01.
OTHER EVENTS
 
The press release attached hereto as Exhibit 99.1 is also incorporated into this Item 8.01 by reference and therefore deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended.
 
ITEM 9.01.
FINANCIAL STATEMENTS AND EXHIBITS
 
 
99.1 
  104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
 
 
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: February 10, 2025
By:
/s/ Timothy J. Mulvaney
  
 
 
 Timothy J. Mulvaney  
 
 
 Vice President, Treasurer and Chief Financial Officer  
 
 

Exhibit 99.1

NEWS RELEASE

 

 

RGC RESOURCES, INC.

 

Release Date:

February 10, 2025

Contact:

 Timothy J. Mulvaney
  Vice President, Treasurer and CFO

Telephone:

(540) 777-3997

 

 

RGC RESOURCES, INC. REPORTS

FIRST QUARTER EARNINGS

 

 

ROANOKE, Va.  (February 10, 2025)--RGC Resources, Inc. (Nasdaq:  RGCO) announced consolidated Company earnings of $5,269,689, or $0.51 per share, for the first quarter ended December 31, 2024, compared to $5,019,992, or $0.50 per share, for the fiscal quarter ended December 31, 2023.  Higher utility margin reflected the new base rates that went into effect July 1, 2024 and was offset by lower equity earnings from unconsolidated affiliate and higher interest expense.

 

Roanoke Gas continued investing in utility infrastructure to enhance system reliability and deliver gas to new customers, driving both higher margins and earnings. CEO Paul Nester stated, “Colder weather in December and strong usage by our largest transportation customer also contributed to a higher quarterly performance.  The Company’s equity earnings from its investment in the MVP were $854,213 in the first quarter ended December 31, 2024, as the pipeline is in operation, compared to $1,467,835 in the first quarter ended December 31, 2023, which corresponded to the Company’s share of Allowance for Funds Used During Construction (AFUDC) during the construction phase.”

 

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.

 

Utility margin is a non-GAAP measure defined as utility revenues less cost of gas.  Management considers this non-GAAP measure to provide useful information to both management and investors for purpose of such comparability and in evaluating operating performance, but it should be considered in addition to results prepared in accordance with GAAP and should not be considered a substitute for, or superior to, GAAP results.

 

The statements in this release that are not historical facts constitute “forward-looking statements” made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. 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 any expectations expressed in the Company’s forward-looking statements, regarding inflation, customer growth, infrastructure investment and margins. These risks and uncertainties include gas prices and supply, geopolitical considerations, MVP operation, along with risks included under Item 1-A in the Company’s fiscal 2024 Form 10-K.  Forward-looking statements reflect the Company’s current expectations only as of the date they are made. The Company assumes no duty to update these statements should expectations change or actual results differ from current expectations except as required by applicable laws and regulations.

 

Past performance is not necessarily a predictor of future results.

 

Summary financial statements for the first quarter are as follows:

 

 
 

 

RGC Resources, Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(Unaudited)

 

   

Three Months Ended December 31,

  
   

2024

    

2023

  
                 

Operating revenues

   $ 27,289,486     $ 24,419,352  

Operating expenses

     19,961,465       17,767,315  

Operating income

     7,328,021       6,652,037  

Equity in earnings of unconsolidated affiliate

     854,213       1,467,835  

Other income, net

     473,336       120,786  

Interest expense

     1,779,930       1,636,273  

Income before income taxes

     6,875,640       6,604,385  

Income tax expense

     1,605,951       1,584,393  
                 

Net income

   $ 5,269,689     $ 5,019,992  
                 

Net earnings per share of common stock:

                

Basic

   $ 0.51     $ 0.50  

Diluted

   $ 0.51     $ 0.50  
                 

Cash dividends per common share

   $ 0.2075     $ 0.2000  
                 

Weighted average number of common shares outstanding:

                

Basic

     10,259,717       10,029,243  

Diluted

     10,263,997       10,031,354  

 


Condensed Consolidated Balance Sheets

(Unaudited)

 

   

December 31,

  

Assets

  

2024

    

2023

  

Current assets

   $ 35,920,737     $ 34,769,875  

Utility property, net

     265,540,721       250,343,833  

Other non-current assets

     33,711,014       29,589,527  
                 

Total Assets

   $ 335,172,472     $ 314,703,235  
                 

Liabilities and Stockholders’ Equity

                

Current liabilities

   $ 64,324,575     $ 64,196,722  

Long-term debt, net

     111,336,132       102,461,196  

Deferred credits and other non-current liabilities

     47,750,676       44,500,714  

Total Liabilities

     223,411,383       211,158,632  

Stockholders’ Equity

     111,761,089       103,544,603  
                 

Total Liabilities and Stockholders’ Equity

   $ 335,172,472     $ 314,703,235  

 

 
v3.25.0.1
Document And Entity Information
Feb. 10, 2025
Document Information [Line Items]  
Entity, Registrant Name RGC RESOURCES, INC.
Document, Type 8-K
Document, Period End Date Feb. 10, 2025
Entity, Incorporation, State or Country Code VA
Entity, File Number 000-26591
Entity, Tax Identification Number 54-1909697
Entity, Address, Address Line One 519 Kimball Ave.
Entity, Address, City or Town Roanoke
Entity, Address, State or Province VA
Entity, Address, Postal Zip Code 24016
City Area Code 540
Local Phone Number 777-4427
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $5 Par Value
Trading Symbol RGCO
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0001069533
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