SR Spire Inc

 

Spire Inc. (“Spire” or the “Company”) is filing this Current Report on Form 8-K (this “8-K”) to retrospectively revise the consolidated financial statements of the Company that were included in its Annual Report on Form 10-K for the fiscal year ended September 30, 2022 (the “2022 10-K”), as filed with the Securities and Exchange Commission (the “SEC”) on November 16, 2022, in order to give effect to a change in segment reporting. This 8-K will permit Spire to incorporate the retrospectively revised financial statements by reference, or otherwise, in future SEC filings.

 

As previously disclosed in the Company’s Quarterly Reports on Form 10-Q for the quarters ended December 31, 2022 and March 31, 2023 (as filed with the SEC on February 1, 2023 and May 3, 2023, respectively), beginning with the first quarter of fiscal year 2023, the Company began reporting its operating results through three reportable segments: Gas Utility, Gas Marketing, and Midstream.  Previously, the Company had only two reportable segments, with midstream operations included with all other activities.

 

In Exhibit 99.1 to this 8-K, pursuant to guidance provided by the staff of the SEC, the Company has updated, to the extent applicable, the following sections of the 2022 10-K to reflect the revised segment presentation:

 

 

The information in Exhibit 99.1 of this 8-K updates the 2022 10-K solely for changes in the Company’s reportable segment information and the related impact to segment disclosures. There are no changes to other disclosures presented in the 2022 10-K, including the Company’s previously reported consolidated balance sheets, statements of operations, statements of shareholders’ equity, and statements of cash flows included in the 2022 10-K. Further, there are no changes to the financial statements or other disclosures of the Company's subsidiaries, Spire Missouri Inc. and Spire Alabama Inc., which are presented only for consistency with the combined presentation in the 2022 10-K. No items in the 2022 10-K other than those identified above are being updated by this 8-K. Information in the 2022 10-K is generally stated as of September 30, 2022, and this 8-K does not reflect any subsequent information or events other than the change in segment reporting noted above. Without limiting the foregoing, this 8-K does not purport to update Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the 2022 10-K for any information, uncertainties, transactions, risks, events, or trends occurring, or known to management, other than the event described above. More current information is contained in the Company’s Quarterly Reports on Form 10-Q for the quarters ended December 31, 2022 and March 31, 2023 and other filings with the SEC. Exhibit 99.1 should be read in conjunction with the 2022 10-K, the Company’s Quarterly Reports on Form 10-Q for the quarters ended December 31, 2022 and March 31, 2023, and any other documents Spire has filed with the SEC since November 16, 2022.