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 5, 2016
 
 
 
 
 
 
 
 
Commission
File Number
  
Exact name of registrant as specified in its charter
and principal office address and telephone number
  
State of Incorporation
  
I.R.S.
Employer
Identification
No.
1-16163
  
WGL Holdings, Inc.
101 Constitution Ave., N.W.
Washington, D.C. 20080
(703) 750-2000
  
Virginia
  
52-2210912
0-49807
  
Washington Gas Light Company
101 Constitution Ave., N.W.
Washington, D.C. 20080
(703) 750-4440
  
District of
Columbia
and Virginia
  
53-0162882
Former name or former address, if changed since last report: None
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))

 







ITEM 2.02
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 5, 2016, WGL Holdings, Inc. (WGL) issued a news release containing earnings and other summary financial information regarding its operating performance for the three months ended December 31, 2015. A copy of WGL’s news release is attached as Exhibit 99.1.
 
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits
The following exhibit is furnished herewith:
99.1
News Release issued February 5, 2016
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this Report to be signed on their behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
WGL Holdings, Inc.
 
 
 
 
and
 
 
 
 
Washington Gas Light Company
 
 
 
 
(Registrants)
 
 
 
Date:  February 5, 2016
 
 
 
/s/    William R. Ford        
 
 
 
 
William R. Ford
 
 
 
 
Vice President & Chief Accounting Officer
 
 
 
 
(Principal Accounting Officer)









FOR IMMEDIATE RELEASE
February 5, 2016
  
CONTACTS:
  
 
 
  
News Media
Jim Monroe
  
202-624-6620
 
 
 
 
  
Financial Community
Douglas Bonawitz
  
202-624-6129
WGL Holdings, Inc. Reports First Quarter Fiscal Year 2016 Financial Results;
Affirms Fiscal Year 2016 Non-GAAP Guidance and Announces 5% Dividend Increase
 
Consolidated GAAP earnings per share up — $1.36 per share vs. $1.28 per share

Operating earnings per share up — $1.18 per share vs. $1.16 per share

Operating earnings guidance for fiscal year 2016 — affirming a range of $3.00 per share to $3.20 per share

Dividend increase of $0.10 per share, or 5%, to an annualized level of $1.95 per share; marking the 40th consecutive annual dividend increase
Consolidated Results
WGL Holdings, Inc. (NYSE: WGL), the parent company of Washington Gas Light Company (Washington Gas) and other energy-related subsidiaries, today reported net income applicable to common stock determined in accordance with generally accepted accounting principles in the United States of America (GAAP) for the quarter ended December 31, 2015, of $68.2 million, or $1.36 per share, compared to net income applicable to common stock of $63.9 million, or $1.28 per share, reported for the quarter ended December 31, 2014.
On a consolidated basis, WGL uses operating earnings (loss) to evaluate overall financial performance, and evaluates segment financial performance based on earnings before interest and taxes, as adjusted (adjusted EBIT). Both operating earnings (loss) and adjusted EBIT adjust for the accounting recognition of certain transactions that are not representative of the ongoing earnings of the company. Additionally, we believe that adjusted EBIT enhances the ability to evaluate segment performance because it excludes interest and income tax expense, which are affected by corporate-wide strategies such as capital financing and tax sharing allocations. Operating earnings (loss) and adjusted EBIT are non-GAAP financial measures, which are not recognized in accordance with GAAP and should not be viewed as alternatives to GAAP measures of performance. Refer to “Reconciliation of Non-GAAP Financial Measures,” attached to this news release, for a more detailed discussion of management’s use of these measures and for reconciliations to GAAP financial measures.
For the quarter ended December 31, 2015, operating earnings were $59.2 million, or $1.18 per share, compared to operating earnings of $58.0 million, or $1.16 per share, for the same quarter of the prior fiscal year.

“Our first quarter results have exceeded our expectations in spite of unseasonably warm weather in the quarter.  Our portfolio of energy solutions is showing balanced results.  Our utility had a solid quarter, and I am particularly pleased with the growth in adjusted EBIT in our non-utility businesses compared to the first quarter of the prior year,” said Terry D. McCallister, Chairman and Chief Executive Officer.  “Our midstream energy services and commercial energy systems segments both saw strong earnings growth in the period, and our retail energy-marketing business continued to post robust results as well.  Given this strong start to the year, we are guiding to the high end of our previously announced full year range of $3.00 to $3.20 per share.”

“I am also happy to announce that our board of directors has approved a ten-cent increase in our dividend to an annual rate of $1.95 per share. This increase is consistent with our previously announced goal of maintaining a 5% dividend growth rate, and

1


reflects our continued confidence in our ability to achieve our strategic goals and deliver strong earnings and dividend growth rates to our shareholders. This increase marks the 40th year of consecutive dividend increases and the 165th year that we have paid a dividend.”

First Quarter Results by Business Segment

Regulated Utility
For the quarter ended December 31, 2015, the regulated utility segment reported adjusted EBIT of $86.6 million, compared to adjusted EBIT of $96.6 million for the same quarter of the prior fiscal year. This comparison primarily reflects lower revenues due to: (i) reduction in certain natural gas consumption patterns in the District of Columbia; (ii) lower realized margins associated with our asset optimization program and (iii) a decrease in the recovery of carrying costs on lower average storage gas inventory balances. Additionally, the regulated utility incurred higher expenses associated with: (i) labor and employee incentives; (ii) support activity costs and (iii) system integrity activities. Partially offsetting these unfavorable variances were higher revenues from customer growth and rate recovery related to our accelerated pipe replacement programs.
Retail Energy-Marketing
For the quarter ended December 31, 2015, the retail energy-marketing segment reported adjusted EBIT of $5.2 million, compared to adjusted EBIT of $9.0 million for the same quarter of the prior fiscal year. This comparison primarily reflects lower electric margins due to higher capacity charges from the regional power grid operator (PJM) and lower unit margins on large commercial customer sales. Partially offsetting these declines were higher natural gas margins due to favorable gas supply and pricing opportunities and higher weather hedge payments.
Commercial Energy Systems
For the quarter ended December 31, 2015, the commercial energy systems segment reported adjusted EBIT of $2.2 million, an increase of $1.0 million, over adjusted EBIT of $1.2 million for the same quarter of the prior fiscal year. The increase in adjusted EBIT reflects: (i) improved margins from the energy-efficiency contracting business and (ii) the growth in distributed generation assets in service, including higher income from state rebate programs and solar renewable energy credit sales. These improvements are partially offset by higher operating and depreciation expense.

Midstream Energy Services
For the quarter ended December 31, 2015, the midstream energy services segment reported adjusted EBIT of $13.1 million, an increase of $10.5 million, over adjusted EBIT of $2.6 million for the same quarter of the prior fiscal year. The increase in adjusted EBIT primarily reflects strategic utilization of storage assets and favorable spreads this quarter compared to the same quarter of the prior fiscal year.
Consolidated Interest Expense
For the quarter ended December 31, 2015, interest expense was $12.8 million, compared to interest expense of $12.3 million for the same period of the prior fiscal year. The increase reflects long-term borrowings at Washington Gas and WGL.
Earnings Outlook
We are affirming our consolidated non-GAAP operating earnings estimate for fiscal year 2016 in a range of $3.00 per share to $3.20 per share, with expectations toward the higher end of this range. In providing fiscal year 2016 earnings guidance, management is aware that there could be differences between what is reported GAAP earnings and estimated operating earnings for matters such as, but not limited to, unrealized mark-to-market positions for our energy-related derivatives. At this time, WGL management is not able to reasonably estimate the aggregate impact of these items on reported earnings and therefore is not able to provide a corresponding GAAP equivalent for its operating earnings guidance.
We assume no obligation to update this guidance. The absence of any statement by us in the future should not be presumed to represent an affirmation of this earnings guidance. For the assumptions underlying this guidance, please refer to the slides accompanying our webcast that will be posted to WGL’s website, www.wglholdings.com.

2





Other Information
We will hold a conference call at 10:30 a.m., Eastern Time on February 8, 2016, to discuss our first quarter fiscal year 2016 financial results. The live conference call will be available to the public via a link located on WGL’s website, www.wglholdings.com. To hear the live webcast, click on “Investor Relations” then “Events & Webcasts.” The webcast and related slides will be archived on WGL’s website through at least March 8, 2016.
WGL, headquartered in Washington, D.C., is a leading source for clean, efficient and diverse energy solutions. With activities and assets across the U.S., WGL consists of Washington Gas, WGL Energy, WGL Midstream and Hampshire Gas. WGL provides natural gas, electricity, green power and energy services, including generation, storage, transportation, distribution, supply and efficiency. Our calling as a company is to make energy surprisingly easy for our employees, our community and all our customers. Whether you are a homeowner or renter, small business or multinational corporation, state and local or federal agency, WGL is here to provide Energy Answers. Ask Us. For more information, visit us at www.wglholdings.com.
Unless otherwise noted, earnings per share amounts are presented on a diluted basis, and are based on weighted average common and common equivalent shares outstanding.
Please see the attached comparative statements for additional information on our operating results. Also attached to this news release are reconciliations of non-GAAP financial measures.
Forward-Looking Statements
This news release and other statements by us include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the outlook for earnings, revenues, dividends and other future financial business performance or strategies and expectations. Forward-looking statements are typically identified by words such as, but not limited to, “estimates,” “expects,” “anticipates,” “intends,” “believes,” “plans,” and similar expressions, or future or conditional verbs such as “will,” “should,” “would,” and “could.” Although we believe such forward-looking statements are based on reasonable assumptions, we cannot give assurance that every objective will be achieved. Forward-looking statements speak only as of today, and we assume no duty to update them. Factors that could cause actual results to differ materially from those expressed or implied include, but are not limited to, general economic conditions and the factors discussed under the “Risk Factors” heading in our most recent annual report on Form 10-K and other documents that we have filed with, or furnished to, the U.S. Securities and Exchange Commission.

3

WGL Holdings, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)


(In thousands)
 
December 31, 2015
 
September 30, 2015
ASSETS
 
 
 
 
Property, Plant and Equipment
 
 
 
 
At original cost
 
$
5,090,450

 
$
5,003,910

Accumulated depreciation and amortization
 
(1,343,829
)
 
(1,331,182
)
Net property, plant and equipment
 
3,746,621

 
3,672,728

Current Assets
 
 
 
 
Cash and cash equivalents
 
15,778

 
6,733

Accounts receivable, net
 
449,035

 
358,491

Storage gas
 
212,969

 
211,443

Derivatives and other
 
240,214

 
171,874

Total current assets
 
917,996

 
748,541

Deferred Charges and Other Assets
 
835,638

 
840,090

Total Assets
 
$
5,500,255

 
$
5,261,359

CAPITALIZATION AND LIABILITIES
 
 
 
 
Capitalization
 
 
 
 
Common shareholders’ equity
 
$
1,289,102

 
$
1,243,247

Washington Gas Light Company preferred stock
 
28,173

 
28,173

Long-term debt
 
945,582

 
944,201

Total capitalization
 
2,262,857

 
2,215,621

Current Liabilities
 
 
 
 
Notes payable and current maturities of long-term debt
 
552,875

 
357,000

Accounts payable and other accrued liabilities
 
309,339

 
325,146

Derivatives and other
 
318,735

 
300,768

Total current liabilities
 
1,180,949

 
982,914

Deferred Credits
 
2,056,449

 
2,062,824

Total Capitalization and Liabilities
 
$
5,500,255

 
$
5,261,359



4

WGL Holdings, Inc.
Condensed Consolidated Statements of Income
(Unaudited)


  
 
Three Months Ended December 31,
(In thousands, except per share data)
 
2015
 
2014
OPERATING REVENUES
 
 
 
 
Utility
 
$
288,153

 
$
381,712

Non-utility
 
325,231

 
367,525

Total Operating Revenues
 
613,384

 
749,237

OPERATING EXPENSES
 
 
 
 
Utility cost of gas
 
50,025

 
129,704

Non-utility cost of energy-related sales
 
282,487

 
336,568

Operation and maintenance
 
95,419

 
92,380

Depreciation and amortization
 
31,412

 
29,360

General taxes and other assessments
 
36,532

 
39,383

Total Operating Expenses
 
495,875

 
627,395

OPERATING INCOME
 
117,509

 
121,842

Equity in earnings of unconsolidated affiliates
 
1,263

 
1,144

Other income (expenses) — net
 
979

 
(4,355
)
Interest expense
 
12,760

 
12,310

INCOME BEFORE TAXES
 
106,991

 
106,321

INCOME TAX EXPENSE
 
38,490

 
42,103

NET INCOME
 
$
68,501

 
$
64,218

Dividends on Washington Gas Light Company preferred stock
 
330

 
330

NET INCOME APPLICABLE TO COMMON STOCK
 
$
68,171

 
$
63,888

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
 
 
 
 
Basic
 
49,807

 
49,946

Diluted
 
50,030

 
50,091

EARNINGS PER AVERAGE COMMON SHARE
 
 
 
 
Basic
 
$
1.37

 
$
1.28

Diluted
 
$
1.36

 
$
1.28



5

WGL Holdings, Inc.
Consolidated Financial and Operating Statistics
(Unaudited)

FINANCIAL STATISTICS
  
 
Twelve Months Ended
December 31,
  
 
2015
 
2014
Closing Market Price — end of period
 
$62.99
 
$54.62
52-Week Market Price Range
 
$65.55 - $50.89
 
$56.79-$35.35
Price Earnings Ratio
 
23.2
 
18.5
Annualized Dividends Per Share
 
$1.85
 
$1.76
Dividend Yield
 
2.9%
 
3.2%
Return on Average Common Equity
 
10.7%
 
12.0%
Total Interest Coverage (times)
 
5.1
 
6.8
Book Value Per Share — end of period
 
$25.87
 
$25.00
Common Shares Outstanding — end of period (thousands)
 
49,833
 
49,709
UTILITY GAS STATISTICS
  
 
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
(In thousands)
 
2015
 
 
 
2014
 
2015
 
 
 
2014
 
Operating Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Gas Sold and Delivered
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential — Firm
 
$
167,689

 
  
 
$
243,734

 
$
740,621

 
  
 
$
889,891

 
Commercial and Industrial — Firm
 
36,609

 
 
 
56,418

 
168,129

 
 
 
209,987

 
Commercial and Industrial — Interruptible
 
518

 
 
 
718

 
2,378

 
 
 
2,464

 
Electric Generation
 
275

 
 
 
275

 
1,100

 
 
 
1,100

 
 
 
205,091

 
 
 
301,145

 
912,228

 
 
 
1,103,442

 
Gas Delivered for Others
 
 
 
 
 
 
 
 
 
 
 
 
 
Firm
 
61,903

 
 
 
56,121

 
210,986

 
 
 
198,978

 
Interruptible
 
11,505

 
 
 
13,736

 
50,246

 
 
 
60,040

 
Electric Generation
 
176

 
 
 
132

 
597

 
 
 
534

 
 
 
73,584

 
 
 
69,989

 
261,829

 
 
 
259,552

 
 
 
278,675

 
 
 
371,134

 
1,174,057

 
 
 
1,362,994

 
Other
 
9,478

 
 
 
10,578

 
35,428

 
 
 
49,128

 
Total
 
$
288,153

 
  
 
$
381,712

 
$
1,209,485

 
  
 
$
1,412,122

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
(In thousands of therms)
 
2015
 
 
 
2014
 
2015
 
 
 
2014
 
Gas Sales and Deliveries
 
 
 
 
 
 
 
 
 
 
 
 
 
Gas Sold and Delivered
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential — Firm
 
152,924

 
 
 
217,059

 
670,740

 
 
 
729,955

 
Commercial and Industrial — Firm
 
44,892

 
 
 
59,178

 
183,257

 
 
 
196,160

 
Commercial and Industrial — Interruptible
 
720

 
 
 
1,055

 
1,736

 
 
 
2,686

 
 
 
198,536

 
 
 
277,292

 
855,733

 
 
 
928,801

 
Gas Delivered for Others
 
 
 
 
 
 
 
 
 
 
 
 
 
Firm
 
133,278

 
 
 
160,006

 
531,397

 
 
 
536,867

 
Interruptible
 
62,535

 
 
 
77,659

 
245,139

 
 
 
267,668

 
Electric Generation
 
43,225

 
 
 
26,255

 
196,032

 
 
 
133,540

 
 
 
239,038

 
 
 
263,920

 
972,568

 
 
 
938,075

 
Total
 
437,574

 
 
 
541,212

 
1,828,301

 
 
 
1,866,876

 
Utility Gas Purchase Expense (excluding asset optimization)
 
36.26

 
¢ 
 
56.18

¢ 
50.91

 
¢ 
 
67.90

¢ 
HEATING DEGREE DAYS
 
 
 
 
 
 
 
 
 
 
 
 
 
Actual
 
956

 
 
 
1,255

 
3,630

 
 
 
3,972

 
Normal
 
1,331

 
 
 
1,343

 
3,746

 
 
 
3,750

 
Percent Colder (Warmer) than Normal
 
(28.2
)%
 
 
 
(6.6
)%
 
(3.1
)%
 
 
 
5.9
%
 
Average Active Customer Meters
 
1,135,765

 
 
 
1,123,272

 
1,133,059

 
 
 
1,120,257

 
WGL ENERGY SERVICES
 
 
 
 
 
 
 
 
 
 
 
 
 
Natural Gas Sales
 
 
 
 
 
 
 
 
 
 
 
 
 
Therm Sales (thousands of therms)
 
189,500

 
 
 
201,000

 
701,500

 
 
 
708,600

 
Number of Customers (end of period)
 
141,300

 
 
 
153,400

 
141,300

 
 
 
153,400

 
Electricity Sales
 
 
 
 
 
 
 
 
 
 
 
 
 
Electricity Sales (thousands of kWhs)
 
2,926,400

 
 
 
2,668,500

 
12,314,900

 
 
 
11,532,500

 
Number of Accounts (end of period)
 
135,000

 
 
 
156,600

 
135,000

 
 
 
156,600

 
WGL ENERGY SYSTEMS
 
 
 
 
 
 
 
 
 
 
 
 
 
Megawatts in service
 
119

 
 
 
82

 
119

 
 
 
82

 
Megawatt hours generated
 
33,448

 
 
 
17,820

 
137,271

 
 
 
79,374

 

6

WGL Holdings, Inc.
Reconciliation of Non-GAAP Financial Measures
(Unaudited)


The tables below reconcile adjusted EBIT on a segment basis to GAAP income (loss) before income taxes and reconcile operating earnings (loss) on a consolidated basis to GAAP net income (loss) applicable to common stock. Management believes that adjusted EBIT and operating earnings (loss) provide a more meaningful representation of our earnings from ongoing operations on a segment and consolidated basis, respectively. These measures facilitate analysis by providing consistent and comparable measures to help management, investors and analysts better understand and evaluate our operating results and performance trends, and assist in analyzing period-to-period comparisons. Additionally, we use these non-GAAP measures to report to the board of directors and to evaluate management’s performance.
To derive our non-GAAP measures, we adjust for the accounting recognition of certain transactions (non-GAAP adjustments) based on at least one of the following criteria:
To better match the accounting recognition of transactions with their economics;
To better align with regulatory view/recognition;
To eliminate the effects of:
i.
Significant out of period adjustments;
ii.
Other significant items that may obscure historical earnings comparisons and are not indicative of performance trends; and
iii.
For adjusted EBIT, other items which may obscure segment comparisons.
There are limits in using adjusted EBIT and operating earnings (loss) to analyze our segment and consolidated results, respectively, as they are not prepared in accordance with GAAP and may be different than non-GAAP financial measures used by other companies. In addition, using adjusted EBIT and operating earnings (loss) to analyze our results may have limited value as they exclude certain items that may have a material impact on our reported financial results. We compensate for these limitations by providing investors with the attached reconciliations to the most directly comparable GAAP financial measures.
The following table summarizes the reconciliations of adjusted EBIT by segment to income before income taxes:
 
  
 
Three Months Ended December 31,
(In thousands)
 
2015
 
2014
Adjusted EBIT:
 
 
 
 
Regulated utility
 
$
86,623

 
$
96,556

Retail energy-marketing
 
5,245

 
8,955

Commercial energy systems
 
2,195

 
1,168

Midstream energy services
 
13,129

 
2,566

Other activities(*)
 
(780
)
 
(1,474
)
Eliminations
 
27

 
(32
)
Total
 
$
106,439

 
$
107,739

Non-GAAP adjustments(1)
 
13,312

 
10,892

Interest expense
 
12,760

 
12,310

Income before income taxes
 
$
106,991

 
$
106,321

Income tax expense
 
38,490

 
42,103

Dividends on Washington Gas preferred stock
 
330

 
330

Net income applicable to common stock
 
$
68,171

 
$
63,888

 
(*)
Activities and transactions that are not significant enough on a stand-alone basis to warrant treatment as an operating segment and that do not fit into one of our four operating segments.


7

WGL Holdings, Inc. (Consolidated by Quarter)
Reconciliation of Non-GAAP Financial Measures
(Unaudited)


The following tables represent the reconciliation of operating earnings to net income applicable to common stock (consolidated by quarter):
 
Fiscal Year 2016
  
 
Quarterly Period Ended
(In thousands, except per share data)
 
Dec. 31
 
Mar. 31
 
Jun. 30
 
Sept. 30
 
Fiscal Year
Operating earnings
 
$
59,205

 

 
 
 
 
 
$
59,205

Non-GAAP adjustments(1)
 
13,312

 
 
 
 
 
 
 
13,312

Income tax effect of non-GAAP adjustments
 
(4,346
)
 
 
 
 
 
 
 
(4,346
)
Net income applicable to common stock
 
$
68,171

 

 
 
 
 
 
$
68,171

Diluted average common shares outstanding
 
50,030

 
 
 
 
 
 
 
50,030

Operating earnings per share
 
$
1.18

 
 
 
 
 
 
 
$
1.18

Per share effect of non-GAAP adjustments
 
0.18

 

 
 
 
 
 
0.18

Diluted earnings per average common share
 
$
1.36

 

 
 
 
 
 
$
1.36

Fiscal Year 2015
  
 
Quarterly Period Ended
(In thousands, except per share data)
 
Dec. 31
 
Mar. 31
 
Jun. 30
 
Sept. 30
 
Fiscal Year
Operating earnings
 
$
58,004

 
 
 
 
 
 
 
$
58,004

Non-GAAP adjustments(1)
 
10,892

 
 
 
 
 
 
 
10,892

Income tax effect of non-GAAP adjustments
 
(5,008
)
 
 
 
 
 
 
 
(5,008
)
Net income applicable to common stock
 
$
63,888

 

 
 
 
 
 
$
63,888

Diluted average common shares outstanding
 
50,091

 
 
 
 
 
 
 
50,091

Operating earnings per share
 
$
1.16

 
 
 
 
 
 
 
$
1.16

Per share effect of non-GAAP adjustments
 
0.12

 

 
 
 
 
 
0.12

Diluted earnings per average common share
 
$
1.28

 

 
 
 
 
 
$
1.28



8

WGL Holdings, Inc.
Reconciliation of Non-GAAP Financial Measures
(Unaudited)


 
(1) The following tables summarize non-GAAP adjustments, by operating segment and present a reconciliation of adjusted EBIT to EBIT. EBIT is defined as earnings before interest and taxes from continuing operations. Items we do not include in EBIT are interest expense, inter-company financing activity, dividends on Washington Gas preferred stock, and income taxes.
Three Months Ended December 31, 2015
(In thousands)
 
Regulated
Utility
 
Retail Energy-
Marketing
 
Commercial
Energy
Systems
 
Midstream
Energy
Services
 
Other
Activities
 

Eliminations
 
Total
Adjusted EBIT
 
$
86,623

 
$
5,245

 
$
2,195

 
$
13,129

 
$
(780
)
 
$
27

 
$
106,439

Non-GAAP adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrealized mark-to-market valuations on energy-related derivatives(a)
 
19,423

 
(5,812
)
 

 
10,836

 

 

 
24,447

Storage optimization program(b)
 
475

 

 

 

 

 

 
475

DC weather impact(c)
 
(7,232
)
 

 

 

 

 

 
(7,232
)
Distributed generation asset related investment tax credits(d)
 

 

 
(1,252
)
 

 

 

 
(1,252
)
Change in measured value of inventory(e)
 

 

 

 
(3,126
)
 

 

 
(3,126
)
Total non-GAAP adjustments
 
$
12,666

 
$
(5,812
)
 
$
(1,252
)
 
$
7,710

 
$

 
$

 
$
13,312

EBIT
 
$
99,289

 
$
(567
)
 
$
943

 
$
20,839

 
$
(780
)
 
$
27

 
$
119,751

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31, 2014
(In thousands)
 
Regulated
Utility
 
Retail Energy-
Marketing
 
Commercial
Energy
Systems
 
Midstream
Energy
Services
 
Other
Activities
 

Eliminations
 
Total
Adjusted EBIT
 
$
96,556

 
$
8,955

 
$
1,168

 
$
2,566

 
$
(1,474
)
 
$
(32
)
 
$
107,739

Non-GAAP adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrealized mark-to-market valuations on energy-related derivatives(a)
 
25,077

 
(24,850
)
 

 
8,329

 

 

 
8,556

Storage optimization program (b)
 
(4,180
)
 

 

 

 

 

 
(4,180
)
DC weather impact(c)
 
(2,826
)
 

 

 

 

 

 
(2,826
)
Distributed generation asset related investment tax credits(d)
 

 

 
(909
)
 

 

 

 
(909
)
Change in measured value of inventory(e)
 

 

 

 
15,876

 

 

 
15,876

Investment Impairment(f)
 

 

 

 

 
(5,625
)
 

 
(5,625
)
Total non-GAAP adjustments
 
$
18,071

 
$
(24,850
)
 
$
(909
)
 
$
24,205

 
$
(5,625
)
 
$

 
$
10,892

EBIT
 
$
114,627

 
$
(15,895
)
 
$
259

 
$
26,771

 
$
(7,099
)
 
$
(32
)
 
$
118,631


Footnotes:
(a)
Adjustments to eliminate unrealized mark-to-market gains (losses) for our energy-related derivatives for our regulated utility and retail energy-marketing operations as well as certain derivatives related to the optimization of transportation capacity for the midstream energy services segment. With the exception of certain transactions related to the optimization of system capacity assets as discussed in footnote (b) below, when these derivatives settle, the realized economic impact is reflected in our non-GAAP results, as we are only removing interim unrealized mark-to-market amounts.
(b)
Adjustments to shift the timing of storage optimization margins for the regulated utility segment from the periods recognized for GAAP purposes to the periods in which such margins are recognized for regulatory sharing purposes. In addition, lower-of-cost or market adjustments related to system and non-system storage optimization are eliminated for non-GAAP reporting, since the margins will be recognized for regulatory purposes when the withdrawals are made at the unadjusted historical cost of storage inventory.
(c)
Eliminates the estimated financial effects of warm or cold weather in the District of Columbia, as measured consistent with our regulatory tariff. Washington Gas has regulatory weather protection mechanisms in Maryland and Virginia designed to neutralize the estimated financial effects of weather. Utilization of normal weather is an industry standard, and it is our practice to evaluate our rate-regulated revenues by utilizing normal weather and to provide estimates and guidance on the basis of normal weather.
(d)
To reclassify the amortization of deferred investment tax credits from income taxes to operating income for the commercial energy systems segment. These credits are a key component of the operating success of this segment and therefore are included within adjusted EBIT to help management and investors better assess the segment's performance.
(e)
For our midstream energy services segment, adjustments to reflect storage inventory at market or at a value based on the price used to value the physical forward sales contract that is economically hedging the storage inventory. This adjustment also includes the estimated effects of certain sharing mechanisms on all of our non-GAAP unrealized gains and losses. Adjusting our storage optimization inventory in this fashion better aligns the settlement of both our physical and financial transactions and allows investors and management to better analyze the results of our non-utility asset optimization strategies.
(f)
Represents an impairment of an equity investment in a solar holding company, accounted for at cost, which occurred in the first quarter of fiscal year 2015. We did not believe this impairment charge was indicative of our historical or future performance trends.



9
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