0000019745falseAugust 3, 2023falseNYSE00000197452023-08-032023-08-03

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): August 3, 2023
  
CHESAPEAKE UTILITIES CORPORATION
(Exact name of registrant as specified in its charter)
 
 
DE 001-11590 51-0064146
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
500 Energy Lane, Dover, DE 19901
(Address of principal executive offices, including Zip Code)
(302) 734-6799
(Registrant's Telephone Number, including Area Code)
 
(Former name, former address and former fiscal year, if changed since last report.)
 
 Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock - par value per share $0.4867CPKNew York Stock Exchange, Inc.

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 (see General Instruction A.2. below):
 
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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 August 3, 2023, Chesapeake Utilities Corporation issued a press release announcing its financial results for the quarter and six months ended June 30, 2023. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d)   Exhibit 99.1 - Press Release of Chesapeake Utilities Corporation, dated August 3, 2023.

SIGNATURE
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.
 
CHESAPEAKE UTILITIES CORPORATION
/s/ Beth W. Cooper
Beth W. Cooper
Executive Vice President, Chief Financial Officer, Treasurer, and Assistant Corporate Secretary
Date: August 3, 2023




                        chesapeakelogova18.jpg                

FOR IMMEDIATE RELEASE
August 3, 2023
NYSE Symbol: CPK

CHESAPEAKE UTILITIES CORPORATION REPORTS SECOND QUARTER
2023 RESULTS

Earnings per share ("EPS")* for the second quarter of 2023 was $0.90 compared to $0.96 per share for the second quarter of 2022 which included a non-recurring gain of $0.08 per share; Operating income for the quarter grew 7.1 percent from the prior year quarter to $28.3 million
Year-to-date EPS was $2.94 compared to $3.04 per share in the prior year
Customer consumption was significantly impacted by historically warmer temperatures during the quarter and the six months ended June 30, 2023, lowering EPS by approximately $0.09 and $0.38 per share, respectively
Adjusted gross margin growth of $7.4 million was driven by regulatory initiatives, natural gas organic growth, increased demand for CNG, RNG and LNG services and continued pipeline expansion projects
Multiple new project updates, including the announcement of two new pipeline projects that will drive future earnings growth
Reiteration of long-term earnings and capital expenditures guidance, including continued capital expenditure guidance of $200 million to $230 million for 2023

Dover, Delaware — Chesapeake Utilities Corporation (NYSE: CPK) (“Chesapeake Utilities” or the “Company”) today announced financial results for the three and six months ended June 30, 2023.

In the second quarter of 2023, the Company's net income was $16.1 million, compared to $17.1 million reported in the same quarter of 2022. EPS in the quarter was $0.90 per share, compared to $0.96 per share reported in the same prior-year period. Net income in the second quarter of 2022 also included a $1.9 million one-time building sale gain, or EPS of $0.08.

Earnings during the second quarter of 2023 were driven by contributions from the Company's Florida natural gas base rate proceeding, organic growth in the Company's natural gas distribution businesses, increased propane margins and fees, continued pipeline expansion projects, increased demand for compressed natural gas ("CNG"), renewable natural gas ("RNG") and liquefied natural gas ("LNG") services and incremental contributions associated with regulated infrastructure programs. These contributions were partially offset by the continued presence of significantly warmer weather on the Delmarva Peninsula and in Ohio during the second quarter of 2023 as well as higher interest expense associated with the Company's short-term borrowings.

For the first half of 2023, net income was $52.5 million compared to $54.0 million for the same period in 2022. EPS for the first half of 2023 was $2.94 compared to $3.04 per share reported in the same prior-year period.

For the first half of 2023, earnings were impacted by significantly warmer weather in our service territories during which, the Delmarva Peninsula and Ohio experienced temperatures that were more than 20
--more--,


2-2-2-2

percent higher than historical averages. The impacts of weather for the first half of 2023 were primarily offset by the factors noted above.


“The Company’s growth on a year-to-date basis continues to be overshadowed by warmer temperatures and the ongoing inflationary environment," commented Jeff Householder, president and CEO. "In the first half of 2023, growth investments, regulatory initiatives and continued expense management, enabled us to reach within $0.10 per share of 2022 year-to-date EPS, despite a cumulative gross weather impact of $0.38 per share," continued Householder. "During the second quarter alone, our adjusted gross margin and operating income grew by 8.1 percent and 7.1 percent, respectively, driven by contributions from the natural gas rate case settlement in Florida and organic residential customer growth that continues to track above industry levels at 5.5 percent and 4.0 percent, respectively for our Delmarva and Florida natural gas distribution businesses.”

“We continue to find ways to drive incremental growth, even in the midst of challenging weather conditions and continued economic pressures. Within this release, we introduced two new pipeline projects – Lake Wales, which was an acquisition, is already contributing to the bottom line and Newberry, which was recently approved by the Florida Public Service Commission. We also recently received approval for our regulatory filing with the Florida PSC for the GUARD program. Demand for new pipeline infrastructure continues to be robust, largely driven by customer growth. Our team remains ever focused on executing on our growth strategy, achieving another record year of performance and driving increased shareholder value,“ concluded Householder.

Capital Investment and Earnings Guidance Update

The Company continues to support its long-term capital expenditures and EPS guidance ranges. The Company's capital expenditures guidance ranges from $900 million to $1.1 billion for the five years ended 2025, while the EPS guidance range is $6.15 to $6.35 per share for 2025. Capital expenditures for the six months ended June 30, 2023 were $91.9 million, and the full year estimate for 2023 continues to range from $200 million to $230 million.

*Unless otherwise noted, EPS information is presented on a diluted basis.

Non-GAAP Financial Measures

**This press release including the tables herein, include references to both Generally Accepted Accounting Principles ("GAAP") and non-GAAP financial measures, including Adjusted Gross Margin. A "non-GAAP financial measure" is generally defined as a numerical measure of a company's historical or future performance that includes or excludes amounts, or that is subject to adjustments, so as to be different from the most directly comparable measure calculated or presented in accordance with GAAP. Our management believes certain non-GAAP financial measures, when considered together with GAAP financial measures, provide information that is useful to investors in understanding period-over-period operating results separate and apart from items that may, or could, have a disproportionately positive or negative impact on results in any particular period.

The Company calculates Adjusted Gross Margin by deducting the purchased cost of natural gas, propane and electricity and the cost of labor spent on direct revenue-producing activities from operating revenues. The costs included in Adjusted Gross Margin exclude depreciation and amortization and certain costs presented in operations and maintenance expenses in accordance with regulatory requirements. Adjusted Gross Margin should not be considered an alternative to Gross Margin under US GAAP which is defined as the excess of sales over cost of goods sold. The Company believes that Adjusted Gross Margin, although a non-GAAP measure, is useful and meaningful to investors as a basis for making investment decisions. It provides investors with information that demonstrates the profitability achieved by the Company under allowed rates for regulated energy operations and under the Company's competitive pricing structures for unregulated energy operations. The Company's management uses Adjusted Gross
--more--


3-3-3-3

Margin as one of the financial measures in assessing a business unit’s performance. Other companies may calculate Adjusted Gross Margin in a different manner.


Reconciliation of GAAP to Non-GAAP Adjusted Gross Margin

For the Three Months Ended June 30, 2023
(in thousands)Regulated EnergyUnregulated EnergyOther and EliminationsTotal
Operating Revenues$101,141 $40,751 $(6,299)$135,593 
Cost of Sales:
Natural gas, propane and electric costs(23,886)(18,116)6,209 (35,793)
Depreciation & amortization(13,035)(4,269)(17,303)
Operations & maintenance expense (1)
(9,240)(7,520)(2)(16,762)
Gross Margin (GAAP)54,980 10,846 (91)65,735 
Operations & maintenance expense (1)
9,240 7,520 16,762 
Depreciation & amortization13,035 4,269 (1)17,303 
Adjusted Gross Margin (Non-GAAP)$77,255 $22,635 $(90)$99,800 

For the Three Months Ended June 30, 2022
(in thousands)Regulated EnergyUnregulated EnergyOther and EliminationsTotal
Operating Revenues$92,193 $53,463 $(6,186)$139,470 
Cost of Sales:
Natural gas, propane and electric costs(21,573)(31,701)6,158 (47,116)
Depreciation & amortization(13,140)(4,074)(2)(17,216)
Operations & maintenance expense (1)
(8,324)(6,699)(521)(15,544)
Gross Margin (GAAP)49,156 10,989 (551)59,594 
Operations & maintenance expense (1)
8,324 6,699 521 15,544 
Depreciation & amortization13,140 4,074 17,216 
Adjusted Gross Margin (Non-GAAP)$70,620 $21,762 $(28)$92,354 

--more--


4-4-4-4

For the Six months ended June 30, 2023
(in thousands)Regulated EnergyUnregulated EnergyOther and EliminationsTotal
Operating Revenues$243,411 $123,916 $(13,605)$353,722 
Cost of Sales:
Natural gas, propane and electric costs(79,174)(58,687)13,479 (124,382)
Depreciation & amortization(25,987)(8,503)(34,486)
Operations & maintenance expense (1)
(18,527)(15,996)(34,520)
Gross Margin (GAAP)119,723 40,730 (119)160,334 
Operations & maintenance expense (1)
18,527 15,996 (3)34,520 
Depreciation & amortization25,987 8,503 (4)34,486 
Adjusted Gross Margin (Non-GAAP)$164,237 $65,229 $(126)$229,340 

For the Six months ended June 30, 2022
(in thousands)Regulated EnergyUnregulated EnergyOther and EliminationsTotal
Operating Revenues$220,084 $154,754 $(12,488)$362,350 
Cost of Sales:
Natural gas, propane and electric costs(67,016)(89,708)12,427 (144,297)
Depreciation & amortization(26,225)(7,954)(14)(34,193)
Operations & maintenance expense (1)
(16,485)(13,756)(944)(31,185)
Gross Margin (GAAP)110,358 43,336 (1,019)152,675 
Operations & maintenance expense (1)
16,485 13,756 944 31,185 
Depreciation & amortization26,225 7,954 14 34,193 
Adjusted Gross Margin (Non-GAAP)$153,068 $65,046 $(61)$218,053 

(1) Operations & maintenance expenses within the Consolidated Statements of Income are presented in accordance with regulatory requirements and to provide comparability within the industry. Operations & maintenance expenses which are deemed to be directly attributable to revenue producing activities have been separately presented above in order to calculate Gross Margin as defined under US GAAP.
--more--


5-5-5-5
Operating Results for the Quarters Ended June 30, 2023 and 2022

Consolidated Results
Three Months Ended
June 30,
(in thousands)20232022ChangePercent Change
Adjusted gross margin**$99,800 $92,354 $7,446 8.1 %
Depreciation, amortization and property taxes23,628 22,854 774 3.4 %
Other operating expenses47,826 43,031 4,795 11.1 %
Operating income $28,346 $26,469 $1,877 7.1 %

Operating income for the second quarter of 2023 was $28.3 million, an increase of $1.9 million or 7.1 percent compared to the same period in 2022. Adjusted gross margin in the second quarter of 2023 was positively impacted by contributions from the Company's Florida natural gas base rate proceeding, organic growth in the Company's natural gas distribution businesses, increased propane margins and fees, continued pipeline expansion projects, increased demand for CNG, RNG and LNG services and incremental contributions associated with regulated infrastructure programs. These increases in adjusted gross margin were partially offset by reduced consumption, including the continued effects of warmer temperatures experienced during the second quarter of 2023. Higher operating expenses were largely associated with increased employee costs driven by growth initiatives, the ongoing competitive labor market and higher benefits costs compared to the prior-year period. Operating income was also impacted by higher property taxes during the second quarter of 2023.

Regulated Energy Segment
Three Months Ended
June 30,
(in thousands)20232022ChangePercent Change
Adjusted gross margin** $77,255 $70,620 $6,635 9.4 %
Depreciation, amortization and property taxes18,854 18,380 474 2.6 %
Other operating expenses29,110 26,399 2,711 10.3 %
Operating income$29,291 $25,841 $3,450 13.4 %


--more--


6-6-6-6
The key components of the increase in adjusted gross margin** are shown below:
(in thousands) 
Rate changes associated with the Florida natural gas base rate proceeding (1)
$3,873 
Natural gas growth including conversions (excluding service expansions)1,844 
Natural gas transmission service expansions1,113 
Increased adjusted gross margin from off-system natural gas capacity sales637 
Contributions from regulated infrastructure programs395 
Changes in customer consumption - primarily related to weather (1,148)
Other variances(79)
Quarter-over-quarter increase in adjusted gross margin**$6,635 
(1) Includes adjusted gross margin contributions from permanent base rates that became effective in March 2023.

The major components of the increase in other operating expenses are as follows:
(in thousands)
Increased payroll, benefits and other employee-related expenses$1,305 
Increased facilities expenses, maintenance costs and outside services682 
Increased costs related to credit and collections 345 
Other variances379 
Quarter-over-quarter increase in other operating expenses$2,711 

Unregulated Energy Segment
Three Months Ended June 30,
(in thousands)20232022ChangePercent Change
Adjusted gross margin**$22,635 $21,762 $873 4.0 %
Depreciation, amortization and property taxes4,777 4,466 311 7.0 %
Other operating expenses18,851 16,736 2,115 12.6 %
Operating income (loss)$(993)$560 $(1,553)(277.3)%











--more--


7-7-7-7

The major components of the change in adjusted gross margin** are shown below:
(in thousands)
Propane Operations
Increased propane margins and service fees$1,512 
Reduced customer consumption due to conversion of customers to the Company's natural gas system(591)
Propane customer consumption - primarily weather related(381)
CNG/RNG/LNG Transportation and Infrastructure
Increased demand for CNG/RNG/LNG Services 478 
Aspire Energy
Reduced customer consumption - primarily weather related(45)
Other variances(100)
Quarter-over-quarter increase in adjusted gross margin**$873 
The major components of the increase in other operating expenses are as follows:
(in thousands)
Increased payroll, benefits and other employee-related expenses$1,908 
Increased facilities expenses, maintenance costs and outside services291 
Other variances(84)
Quarter-over-quarter increase in other operating expenses$2,115 
Operating Results for the Six Months Ended June 30, 2023 and 2022

Consolidated Results
Six Months Ended
 June 30,
(in thousands)20232022ChangePercent Change
Adjusted gross margin**$229,340 $218,053 $11,287 5.2 %
Depreciation, amortization and property taxes47,118 45,418 1,700 3.7 %
Other operating expenses98,961 91,301 7,660 8.4 %
Operating income $83,261 $81,334 $1,927 2.4 %

--more--


8-8-8-8
Operating income for the first half of 2023 was $83.3 million, an increase of $1.9 million or 2.4 percent compared to the same period in 2022, despite significantly warmer temperatures in the Company's northern service territories experienced during the first half of 2023. Adjusted gross margin for the first half of 2023 was positively impacted by contributions from the Company's Florida natural gas base rate proceeding, increased propane margins and fees, organic growth in the Company's natural gas distribution businesses, increased demand for CNG, RNG and LNG services, continued pipeline expansion projects and incremental contributions associated with regulated infrastructure programs. These increases in adjusted gross margin were partially offset by reduced consumption experienced during the first half of 2023 largely due to the unprecedented temperatures in our northern service territories primarily during the first quarter. The Company recorded higher employee costs driven by growth initiatives, the ongoing competitive labor market and higher benefits costs compared to the prior-year period, increased costs related to our facilities, maintenance and outside services, and higher property taxes.

Regulated Energy Segment
Six Months Ended
June 30,
(in thousands)20232022ChangePercent Change
Adjusted gross margin** $164,237 $153,068 $11,169 7.3 %
Depreciation, amortization and property taxes37,524 36,631 893 2.4 %
Other operating expenses59,797 55,898 3,899 7.0 %
Operating income$66,916 $60,539 $6,377 10.5 %


The key components of the increase in adjusted gross margin** are shown below:
(in thousands) 
Rate changes associated with the Florida natural gas base rate proceeding (1)
$7,970 
Natural gas growth including conversions (excluding service expansions)3,366 
Natural gas transmission service expansions1,594 
Contributions from regulated infrastructure programs1,193 
Changes in customer consumption - primarily related to weather (3,013)
Eastern Shore contracted rate adjustments(285)
Other variances344 
Period-over-period increase in adjusted gross margin**$11,169 
(1) Includes adjusted gross margin contributions from interim rates and permanent base rates that became effective in March 2023.

The major components of the increase in other operating expenses are as follows:
(in thousands)
Increased payroll, benefits and other employee-related expenses$1,598 
Increased facilities expenses, maintenance costs and outside services1,064 
Increased costs related to credit and collections 426 
Other variances811 
Period-over-period increase in other operating expenses$3,899 

--more--


9-9-9-9

Unregulated Energy Segment
Six Months Ended
June 30,
(in thousands)20232022ChangePercent Change
Adjusted gross margin**$65,229 $65,046 $183 0.3 %
Depreciation, amortization and property taxes9,598 8,762 836 9.5 %
Other operating expenses39,379 35,671 3,708 10.4 %
Operating income$16,252 $20,613 $(4,361)(21.2)%

The major components of the change in adjusted gross margin** are shown below:
(in thousands)
Propane Operations
Propane customer consumption - primarily weather related$(4,924)
Increased propane margins and service fees4,576 
Decreased customer consumption due to conversion of customers to our natural gas system(591)
CNG/RNG/LNG Transportation and Infrastructure
Increased demand for CNG/RNG/LNG Services 1,766 
Aspire Energy
Reduced customer consumption - primarily weather related(553)
Other variances(91)
Period-over-period increase in adjusted gross margin**$183 
The major components of the increase in other operating expenses are as follows:
(in thousands)
Increased payroll, benefits and other employee-related expenses$2,733 
Increased facilities expenses, maintenance costs and outside services889 
Other variances86 
Period-over-period increase in other operating expenses$3,708 
Sustainability Initiatives
In May 2023, Chesapeake Utilities published its most recent sustainability report, and the Company continues to remain steadfast in regards to its sustainability commitments, including:

Maintaining a leading role in the journey to a lower carbon future in its service areas.

Continuing to promote a diverse and inclusive workplace and further the sustainability of the communities it serves.

Operating its businesses with integrity and the highest ethical standards.

These commitments guide the Company's mission to deliver energy that makes life better for the people and communities it serves. They impact every aspect of the Company and the relationships it has with its
--more--


10-10-10-10
stakeholders. The Company encourages its investors to review the report, which can be accessed on the Company's website, and welcomes feedback as it continues to enhance its sustainability disclosures.

Forward-Looking Statements

Matters included in this release may include forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those in the forward-looking statements. Please refer to the Safe Harbor for Forward-Looking Statements in the Company’s 2022 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the second quarter of 2023 for further information on the risks and uncertainties related to the Company’s forward-looking statements.
Conference Call
Chesapeake Utilities (NYSE: CPK) will host a conference call on Friday, August 4, 2023 at 8:30 a.m. Eastern Time to discuss the Company’s financial results for the three and six months ended June 30, 2023. To listen to the Company’s conference call via live webcast, please visit the Events & Presentations section of the Investors page on www.chpk.com. For investors and analysts that wish to participate by phone for the question and answer portion of the call, please use the following dial-in information:

Toll-free: 800.343.5172
International: 203.518.9848
Conference ID: CPKQ223

A replay of the presentation will be made available on the previously noted website following the conclusion of the call.

About Chesapeake Utilities Corporation
Chesapeake Utilities Corporation is a diversified energy delivery company, listed on the New York Stock Exchange. Chesapeake Utilities Corporation offers sustainable energy solutions through its natural gas transmission and distribution, electricity generation and distribution, propane gas distribution, mobile compressed natural gas utility services and solutions, and other businesses.

Please note that Chesapeake Utilities Corporation is not affiliated with Chesapeake Energy, an oil and natural gas exploration company headquartered in Oklahoma City, Oklahoma.

For more information, contact:

Beth W. Cooper
Executive Vice President, Chief Financial Officer, Treasurer and Assistant Corporate Secretary
302.734.6022

Michael Galtman
Senior Vice President and Chief Accounting Officer
302.217.7036


--more--


11-11-11-11
Financial Summary
(in thousands, except per-share data)
Three Months EndedSix Months Ended
June 30,June 30,
2023202220232022
Adjusted Gross Margin
  Regulated Energy segment$77,255 $70,620 $164,237 $153,068 
  Unregulated Energy segment22,635 21,762 65,229 65,046 
  Other businesses and eliminations(90)(28)(126)(61)
Total Adjusted Gross Margin**$99,800 $92,354 $229,340 $218,053 
Operating Income (Loss)
   Regulated Energy segment$29,291 $25,841 $66,916 $60,539 
   Unregulated Energy segment(993)560 16,252 20,613 
   Other businesses and eliminations48 68 93 182 
Total Operating Income 28,346 26,469 83,261 81,334 
Other income, net831 2,584 1,107 3,498 
Interest charges6,964 5,825 14,196 11,164 
Income Before Income Taxes22,213 23,228 70,172 73,668 
Income taxes6,080 6,177 17,695 19,683 
Net Income$16,133 $17,051 $52,477 $53,985 
Earnings Per Share of Common Stock
Basic$0.91$0.96$2.95$3.05
Diluted$0.90$0.96$2.94$3.04
--more--


12-12-12-12
Financial Summary Highlights

Key variances between the second quarter of 2022 and the second quarter of 2023 included:
(in thousands, except per share data)Pre-tax
Income
Net
Income
Earnings
Per Share
Second Quarter of 2022 Reported Results$23,228 $17,051 $0.96 
Adjusting for Non-recurring Items:
Absence of gain from sales of assets(1,902)(1,382)(0.08)
(1,902)(1,382)(0.08)
Increased (Decreased) Adjusted Gross Margins:
Contribution from rates associated with Florida natural gas base rate proceeding*3,873 2,813 0.16 
Natural gas growth including conversions (excluding service expansions)1,844 1,339 0.08 
Increased propane margins and service fees1,512 1,098 0.06 
Natural gas transmission service expansions*1,113 809 0.05 
Increased adjusted gross margin from off-system natural gas capacity sales637 463 0.03 
Increased margins related to demand for CNG/RNG/LNG services*478 347 0.02 
Contributions from regulated infrastructure programs*395 287 0.02 
Customer consumption - primarily resulting from weather(2,165)(1,572)(0.09)
7,687 5,584 0.33 
(Increased) Operating Expenses (Excluding Natural Gas, Propane, and Electric Costs):
Increased payroll, benefits and other employee-related expenses(3,124)(2,269)(0.13)
Increased facilities expenses, maintenance costs and outside services(1,008)(732)(0.04)
Depreciation, amortization and property taxes(774)(562)(0.03)
(4,906)(3,563)(0.20)
Interest charges(1,139)(827)(0.05)
Net other changes(755)(730)(0.06)
(1,894)(1,557)(0.11)
Second Quarter of 2023 Reported Results $22,213 $16,133 $0.90 

* Refer to Major Projects and Initiatives Table for additional information.





--more--


13-13-13-13











Key variances between the six months ended June 30, 2022 and the six months ended June 30, 2023 included:
(in thousands, except per share data)Pre-tax
Income
Net
Income
Earnings
Per Share
Six months ended June 30, 2022 Reported Results$73,668 $53,985 $3.04 
Adjusting for Non-recurring Items:
Absence of gain from sales of assets(1,902)(1,423)(0.08)
One-time benefit associated with reduction in state tax rate— 1,284 0.07 
(1,902)(139)(0.01)
Increased (Decreased) Adjusted Gross Margins:
Customer consumption - primarily resulting from weather(9,081)(6,792)(0.38)
Contribution from rates associated with Florida natural gas base rate proceeding*7,970 5,962 0.33 
Increased propane margins and service fees4,576 3,423 0.19 
Natural gas growth including conversions (excluding service expansions)3,366 2,518 0.14 
Increased margins related to demand for CNG/RNG/LNG services*1,766 1,321 0.07 
Natural gas transmission service expansions*1,594 1,192 0.07 
Contributions from regulated infrastructure programs*1,193 892 0.05 
Eastern Shore contracted rate adjustments(285)(213)(0.01)
11,099 8,303 0.46 
Increased Operating Expenses (Excluding Natural Gas, Propane, and Electric Costs):
Increased payroll, benefits and other employee-related expenses(4,267)(3,191)(0.18)
Increased facilities expenses, maintenance costs and outside services(2,069)(1,548)(0.09)
Depreciation, amortization and property taxes(1,700)(1,272)(0.07)
(8,036)(6,011)(0.34)
Interest charges(3,032)(2,268)(0.13)
Changes in Other income, net(489)(366)(0.02)
Net other changes(1,136)(1,027)(0.06)
(4,657)(3,661)(0.21)
Six months ended June 30, 2023 Reported Results$70,172 $52,477 $2.94 
    
* Refer to Major Projects and Initiatives Table for additional information.

--more--


14-14-14-14
Recently Completed and Ongoing Major Projects and Initiatives

The Company constantly pursues and develops additional projects and initiatives to serve existing and new customers, further grow its businesses and earnings, and increase shareholder value. The following table includes the major projects and initiatives recently completed and currently underway. Major projects and initiatives that have generated consistent year-over-year adjusted gross margin contributions are removed from the table at the beginning of the next calendar year. The discussion of the Company's major projects accompanying this table, includes those projects which began generating adjusted gross margin in the current year, or those which are expected to contribute adjusted gross margin beginning in future years. A comprehensive discussion of all projects reflected below can be found in the Company's second quarter 2023 Quarterly Report on Form 10-Q. The Company's practice is to add new projects and initiatives to this table once negotiations or details are substantially final and/or the associated earnings can be estimated.

Adjusted Gross Margin
Three Months EndedSix Months EndedYear EndedEstimate for
June 30,June 30,December 31,Fiscal
(in thousands)2023202220232022202220232024
Pipeline Expansions:
Guernsey Power Station$369 $368 $734 $631 $1,377 $1,486 $1,482 
Southern Expansion —  — — 586 2,344 
Winter Haven Expansion163 28 302 61 260 576 626 
Beachside Pipeline Expansion603 — 603 — — 1,825 2,451 
North Ocean City Connector —  — — — 200 
St. Cloud / Twin Lakes Expansion —  — — 268 584 
Clean Energy (1) 269 — 516 — 126 1,009 1,009 
Wildlight67 — 93 — — 528 2,000 
Lake Wales38 — 38 — — 265 454 
Newberry —  — — TBDTBD
Total Pipeline Expansions1,509 396 2,286 692 1,763 6,543 11,150 
CNG/RNG/LNG Transportation and Infrastructure2,905 2,427 6,426 4,660 11,100 12,558 12,280 
Regulatory Initiatives:
Florida GUARD program —  — — 37 1,412 
Capital Cost Surcharge Programs703 497 1,423 1,014 2,001 2,811 3,558 
Florida Rate Case Proceeding (2)
3,873 — 7,970 — 2,474 16,289 17,153 
Electric Storm Protection Plan436 — 642 — 486 960 2,433 
Total Regulatory Initiatives5,012 497 10,035 1,014 4,961 20,097 24,556 
Total$9,426 $3,320 $18,747 $6,366 $17,824 $39,198 $47,986 

(1) Includes adjusted gross margin generated from interim services.
(2) Includes adjusted gross margin during 2023 comprised of both interim rates and permanent base rates which became effective in March 2023.

--more--


15-15-15-15
Detailed Discussion of Major Projects and Initiatives

Pipeline Expansions

Southern Expansion
Eastern Shore plans to install a new natural gas driven compressor skid unit at its existing Bridgeville, Delaware compressor station that will provide 7,300 Dts/d of incremental firm transportation pipeline capacity. The Company obtained FERC approval for this project in December 2022 and it is currently estimated to go into service in the fourth quarter of 2023.

Beachside Pipeline Expansion
In June 2021, Peninsula Pipeline and an unrelated party, Florida City Gas, entered into a Transportation Service Agreement for an incremental 10,176 Dts/d of firm service in Indian River County, Florida, to support Florida City Gas’ growth along the Indian River's barrier island. As part of this agreement, Peninsula Pipeline constructed approximately 11.3 miles of pipeline from its existing pipeline in the Sebastian, Florida area east under the Intercoastal Waterway and southward on the barrier island. Construction is complete and the project went into service in April 2023.

North Ocean City Connector
During the second quarter of 2022, the Company began construction of an extension of service into North Ocean City, Maryland. The Company's Delaware natural gas division and its subsidiary, Sandpiper Energy, Inc. installed approximately 5.7 miles of pipeline across southern Sussex County, Delaware to Fenwick Island, Delaware and Worcester County, Maryland. The project reinforces the Company's existing system in Ocean City, Maryland and enables incremental growth along the pipeline. Construction of this project was completed in the second quarter of 2023. Adjusted gross margin in connection with this project is expected to be recognized contingent upon the completion and approval of the Company's next rate case in Maryland.

St. Cloud / Twin Lakes Expansion
In July 2022, Peninsula Pipeline filed a petition with the Public Service Commission ("PSC") for the State of Florida for approval of its Transportation Service Agreement with the Company's Florida subsidiary, Florida Public Utilities ("FPU"), for an additional 2,400 Dts/day of firm service in the St. Cloud, Florida area. As part of this agreement, Peninsula Pipeline will construct a pipeline extension and regulator station for FPU. The extension will be used to support new incremental load due to growth in the area, including providing service, most immediately, to the residential development Twin Lakes. The expansion will also improve reliability and provide operational benefits to FPU’s existing distribution system in the area, supporting future growth. Construction is forecasted to be complete in the third quarter of 2023.

Wildlight Expansion
In August 2022, Peninsula Pipeline and FPU filed a joint petition with the Florida PSC for approval of its Transportation Service Agreement associated with the Wildlight planned community located in Nassau County, Florida. The project enables the Company to meet the significant growing demand for service in Yulee, Florida. The agreement allows the Company to build the project during the construction and build-out of the community, and charge the reservation rate as each phase of the project goes into service. Construction of the pipeline facilities will occur in two separate phases. Phase one consists of three extensions with associated facilities, and a gas injection interconnect with associated facilities. Phase two will consist of two additional pipeline extensions. Various phases of the project commenced in the first quarter of 2023, with construction on the overall project continuing through 2025.

Lake Wales
In February 2023, Peninsula Pipeline filed a petition with the Florida PSC for approval of its Transportation Service Agreement with the Company's Florida natural gas division, FPU for an additional 9,000 Dt/d of firm service in the Lake Wales, Florida area. The PSC approved the petition in April 2023.
--more--


16-16-16-16
Approval of the agreement enabled Peninsula Pipeline to complete the acquisition of an existing pipeline in May 2023 that is being utilized to serve the Company's current natural gas customers as well as new customers.

Newberry
In April 2023, Peninsula Pipeline filed a petition with the Florida PSC for approval of its Transportation Service Agreement with FPU for an additional 8,000 Dt/d of firm service in the Newberry, Florida area. In July 2023, the Florida PSC approved the Company's recommendation to proceed with this project. Peninsula Pipeline will construct a pipeline extension which will be used by FPU to support the development of a natural gas distribution system to provide gas service to the City of Newberry.

CNG/RNG/LNG Transportation and Infrastructure

The Company has made a commitment to meet customer demand for CNG, RNG and LNG in the markets we serve. This has included making investments within Marlin Gas Services to be able to transport these products through its virtual pipeline fleet to customers. To date, the Company has also made an infrastructure investment in Ohio, enabling RNG to fuel a third-party landfill fleet and to transport RNG to end use customers off its pipeline system. Similarly, the Company announced in March 2022, the opening of a high-capacity CNG truck and tube trailer fueling station in Port Wentworth, Georgia. As one of the largest public access CNG stations on the East Coast, it will offer a RNG option to customers in the near future. The Company constructed the station in partnership with Atlanta Gas Light, a subsidiary of Southern Company Gas.

The Company is also involved in various other projects, all at various stages and all with different opportunities to participate across the energy value chain. In many of these projects, Marlin will play a key role in ensuring the RNG is transported to one of the Company’s many pipeline systems where it will be injected. The Company includes its RNG transportation services and infrastructure related adjusted gross margin from across the organization in combination with CNG and LNG projects.

As new projects are finalized, we will provide additional detail on those projects at that time.

Discussed below is a current project in which we are in the construction phase:

Full Circle Dairy
In February 2023, the Company announced plans to construct, own and operate a dairy manure RNG facility at Full Circle Dairy in Madison County, Florida. The project consists of a facility converting dairy manure to RNG and transportation assets to bring the gas to market. The first injection of RNG is projected to occur in the first half of 2024.



--more--


17-17-17-17
Regulatory Initiatives

Florida Gas Utility Access and Replacement Directive ("GUARD") Program
In February 2023, FPU filed a petition with the Florida PSC for approval of the GUARD program. GUARD is a ten-year program to enhance the safety, reliability, and accessibility of portions of the Company's natural gas distribution system. The Company has identified various categories of projects to be included in GUARD, which include the relocation of mains and service lines located in rear easements and other difficult to access areas to the front of the street, the replacement of problematic distribution mains, service lines, and M&R equipment and system reliability projects. In August 2023, the Florida PSC approved the GUARD program, with the exception of reliability projects with an approximate value of $10 million. The remainder of the program was approved as filed, which included $205 million of capital expenditures projected to be spent over a 10-year period.

Other Major Factors Influencing Adjusted Gross Margin
Weather and Consumption
For the first half of 2023, lower consumption driven by weather experienced primarily during the first quarter resulted in a $9.1 million decrease in adjusted gross margin compared to the same period in 2022. The impact to adjusted gross margin was largely the result of unprecedented temperatures in the Company's northern service territories that were more than 20 percent higher than historical averages. Assuming normal temperatures, as detailed below, adjusted gross margin would have been higher by $10.3 million. The following table summarizes HDD and CDD variances from the 10-year average HDD/CDD ("Normal") for the three and six months ended June 30, 2023 and 2022.
HDD and CDD Information
Three Months EndedSix Months Ended
June 30,June 30,
20232022Variance20232022Variance
Delmarva
Actual HDD276 394 (118)2,050 2,575 (525)
10-Year Average HDD ("Normal")408 412 (4)2,693 2,667 26 
Variance from Normal(132)(18)(643)(92)
Florida
Actual HDD26 37 (11)370 534 (164)
10-Year Average HDD ("Normal")44 45 (1)549 542 
Variance from Normal(18)(8)(179)(8)
Ohio
Actual HDD678 604 74 3,062 3,530 (468)
10-Year Average HDD ("Normal")631 630 3,596 3,542 54 
Variance from Normal47 (26)(534)(12)
Florida
Actual CDD937 988 (51)1,260 1,183 77 
10-Year Average CDD ("Normal")952 945 1,144 1,142 
Variance from Normal(15)43 116 41 

--more--


18-18-18-18
Natural Gas Distribution Growth
The average number of residential customers served on the Delmarva Peninsula increased by approximately 5.5 percent and 5.7 percent, respectively, for the three and six months ended June 30, 2023, while Florida customers increased by 4.0 percent and 4.2 percent, respectively, for the three and six month periods. On the Delmarva Peninsula, a larger percentage of the adjusted gross margin growth was generated from residential growth given the expansion of gas into new housing communities and conversions to natural gas as our distribution infrastructure continues to build out. In Florida, as new communities continue to build out due to population growth and infrastructure is added to support the growth, there is increased load from both residential customers as well as new commercial and industrial customers. The details are provided in the following table:
Adjusted Gross Margin**
Three Months Ended June 30, 2023Six Months Ended June 30, 2023
(in thousands)Delmarva PeninsulaFloridaDelmarvaFlorida
Customer growth:
Residential$476 $347 $1,086 $663 
Commercial and industrial241 780 453 1,164 
Total customer growth (1)
$717 $1,127 $1,539 $1,827 
(1) Customer growth amounts for Florida include the effects of revised rates associated with the Company's natural gas base rate proceeding.

Capital Investment Growth and Capital Structure Updates

The Company's capital expenditures were $91.9 million for the six months ended June 30, 2023. The following table shows a range of the forecasted 2023 capital expenditures by segment and by business line:

2023
(in thousands)LowHigh
Regulated Energy:
Natural gas distribution$89,000 $100,000 
Natural gas transmission50,000 60,000 
Electric distribution13,000 15,000 
Total Regulated Energy152,000 175,000 
Unregulated Energy:
Propane distribution15,000 16,000 
Energy transmission8,000 9,000 
Other unregulated energy23,000 27,000 
Total Unregulated Energy46,000 52,000 
Other:
Corporate and other businesses2,000 3,000 
Total 2023 Forecasted Capital Expenditures$200,000 $230,000 

The capital expenditure projection is subject to continuous review and modification. Actual capital requirements may vary from the above estimates due to a number of factors, including changing economic conditions, supply chain disruptions, capital delays that are greater than currently anticipated, customer growth in existing areas, regulation, new growth or acquisition opportunities and availability of capital. Historically, actual capital expenditures have typically lagged behind the forecasted amounts.

--more--


19-19-19-19
The Company's target ratio of equity to total capitalization, including short-term borrowings, is between 50 and 60 percent. The Company's equity to total capitalization ratio, including short-term borrowings, was approximately 53 percent as of June 30, 2023.

--more--


20-20-20-20
Chesapeake Utilities Corporation and Subsidiaries
Condensed Consolidated Statements of Income (Unaudited)
Three Months EndedSix Months Ended
June 30,June 30,
2023202220232022
(in thousands, except shares and per share data)
Operating Revenues
   Regulated Energy$101,141 $92,193 $243,411 $220,084 
Unregulated Energy and other34,452 47,277 110,311 142,266 
Total Operating Revenues135,593 139,470 353,722 362,350 
Operating Expenses
Natural gas and electricity costs23,886 21,573 79,174 67,016 
Propane and natural gas costs11,907 25,543 45,208 77,279 
  Operations42,163 38,002 86,930 80,796 
  Maintenance5,258 4,507 10,362 8,772 
  Depreciation and amortization17,303 17,216 34,486 34,193 
  Other taxes6,730 6,160 14,301 12,960 
Total operating expenses107,247 113,001 270,461 281,016 
Operating Income28,346 26,469 83,261 81,334 
Other income, net831 2,584 1,107 3,498 
Interest charges6,964 5,825 14,196 11,164 
Income Before Income Taxes22,213 23,228 70,172 73,668 
Income Taxes6,080 6,177 17,695 19,683 
Net Income$16,133 $17,051 $52,477 $53,985 
Weighted Average Common Shares Outstanding:
Basic17,794,320 17,730,833 17,777,203 17,704,592 
Diluted17,852,024 17,809,871 17,841,954 17,785,629 
Earnings Per Share of Common Stock:
Basic$0.91 $0.96 $2.95 $3.05 
Diluted$0.90 $0.96 $2.94 $3.04 












--more--


21-21-21-21
Chesapeake Utilities Corporation and Subsidiaries
Consolidated Balance Sheets (Unaudited)
AssetsJune 30,
2023
December 31,
2022
(in thousands, except shares and per share data)
Property, Plant and Equipment
Regulated Energy$1,868,763 $1,802,999 
Unregulated Energy402,352 393,215 
Other businesses and eliminations29,213 29,890 
Total property, plant and equipment2,300,328 2,226,104 
Less: Accumulated depreciation and amortization(489,724)(462,926)
Plus: Construction work in progress60,578 47,295 
Net property, plant and equipment1,871,182 1,810,473 
Current Assets
Cash and cash equivalents4,169 6,204 
Trade and other receivables 48,091 65,758 
Less: Allowance for credit losses(2,692)(2,877)
Trade and other receivables, net45,399 62,881 
Accrued revenue15,875 29,206 
Propane inventory, at average cost6,492 9,365 
Other inventory, at average cost17,873 16,896 
Regulatory assets26,343 41,439 
Storage gas prepayments3,208 6,364 
Income taxes receivable1,276 2,541 
Prepaid expenses12,496 15,865 
Derivative assets, at fair value1,704 2,787 
Other current assets1,934 428 
Total current assets136,769 193,976 
Deferred Charges and Other Assets
Goodwill46,213 46,213 
Other intangible assets, net16,965 17,859 
Investments, at fair value11,693 10,576 
Derivative assets, at fair value140 982 
Operating lease right-of-use assets 13,432 14,421 
Regulatory assets95,985 108,214 
Receivables and other deferred charges12,111 12,323 
Total deferred charges and other assets196,539 210,588 
Total Assets$2,204,490 $2,215,037 



--more--


22-22-22-22

Chesapeake Utilities Corporation and Subsidiaries
Consolidated Balance Sheets (Unaudited)
Capitalization and LiabilitiesJune 30,
2023
December 31,
2022
(in thousands, except shares and per share data)
Capitalization
Stockholders’ equity
Preferred stock, par value $0.01 per share (authorized 2,000,000 shares), no shares issued and outstanding$ $— 
Common stock, par value $0.4867 per share (authorized 50,000,000 shares)8,662 8,635 
Additional paid-in capital380,830 380,036 
Retained earnings477,795 445,509 
Accumulated other comprehensive income (loss)(3,059)(1,379)
Deferred compensation obligation9,001 7,060 
Treasury stock(9,001)(7,060)
Total stockholders’ equity864,228 832,801 
Long-term debt, net of current maturities645,742 578,388 
Total capitalization1,509,970 1,411,189 
Current Liabilities
Current portion of long-term debt19,994 21,483 
Short-term borrowing95,807 202,157 
Accounts payable44,173 61,496 
Customer deposits and refunds38,468 37,152 
Accrued interest3,429 3,349 
Dividends payable10,500 9,492 
Accrued compensation9,772 14,660 
Regulatory liabilities12,894 5,031 
Derivative liabilities, at fair value2,178 585 
Other accrued liabilities17,942 13,618 
Total current liabilities255,157 369,023 
Deferred Credits and Other Liabilities
Deferred income taxes261,215 256,167 
Regulatory liabilities144,275 142,989 
Environmental liabilities2,512 3,272 
Other pension and benefit costs17,890 16,965 
Derivative liabilities, at fair value474 1,630 
Operating lease - liabilities 11,585 12,392 
Deferred investment tax credits and other liabilities1,412 1,410 
Total deferred credits and other liabilities439,363 434,825 
Environmental and other commitments and contingencies (1)
Total Capitalization and Liabilities$2,204,490 $2,215,037 
(1) Refer to Note 6 and 7 in the Company's Quarterly Report on Form 10-Q for further information.
--more--


23-23-23-23
Chesapeake Utilities Corporation and Subsidiaries
Distribution Utility Statistical Data (Unaudited)
For the Three Months Ended June 30, 2023For the Three Months Ended June 30, 2022
Delmarva NG Distribution
Florida Natural Gas Distribution (1)
FPU Electric DistributionDelmarva NG Distribution
Florida Natural Gas Distribution (1)
FPU Electric Distribution
Operating Revenues
(in thousands)
  Residential$16,878 $12,188 $11,023 $16,434 $10,605 $8,675 
  Commercial and Industrial11,093 28,740 12,253 11,231 23,678 9,154 
  Other (2)
(3,858)(162)(242)(4,254)1,153 2,476 
Total Operating Revenues$24,113 $40,766 $23,034 $23,411 $35,436 $20,305 
Volumes (in Dts for natural gas and MWHs for electric)
  Residential765,193 472,147 66,835 870,629 470,767 71,262 
  Commercial and Industrial2,220,105 10,054,518 74,086 2,343,989 9,179,992 76,327 
  Other63,787   70,395 814,475 1,979 
Total 3,049,085 10,526,665 140,921 3,285,013 10,465,234 149,568 
Average Customers
  Residential97,333 88,188 25,755 92,226 84,773 25,517 
  Commercial and Industrial8,249 8,405 7,378 8,118 8,322 7,347 
  Other22 6  — 
Total 105,604 96,599 33,133 100,348 93,101 32,864 
For the Six Months Ended June 30, 2023For the Six Months Ended June 30, 2022
Delmarva NG Distribution
Florida Natural Gas Distribution (1)
FPU Electric DistributionDelmarva NG Distribution
Florida Natural Gas Distribution (1)
FPU Electric Distribution
Operating Revenues
(in thousands)
  Residential$58,898 $28,684 $22,380 $54,088 $25,796 $17,596 
  Commercial and Industrial32,518 54,479 23,994 30,179 49,754 17,755 
  Other (2)
(6,911)3,961 (603)(4,907)172 4,043 
Total Operating Revenues$84,505 $87,124 $45,771 $79,360 $75,722 $39,394 
Volumes (in Dts for natural gas and MWHs for electric)
  Residential3,056,513 1,225,903 135,352 3,362,821 1,240,117 143,824 
  Commercial and Industrial5,607,936 20,362,474 142,789 5,772,719 19,851,428 148,968 
  Other151,323 627,934  162,284 1,669,484 3,970 
Total 8,815,772 22,216,311 278,141 9,297,824 22,761,029 296,762 
Average Customers
  Residential96,922 87,757 25,686 91,731 84,219 25,458 
  Commercial and Industrial8,260 8,407 7,369 8,140 8,296 7,334 
  Other23 6  — 
Total 105,205 96,170 33,055 99,875 92,521 32,792 

(1) In accordance with the Florida PSC approval of our natural gas base rate proceeding, effective March 1, 2023, our natural gas distribution businesses in Florida (FPU, FPU-Indiantown division, FPU-Fort Meade division and Chesapeake Utilities CFG division, collectively, "Florida natural gas distribution businesses") have been consolidated for rate-making purposes and amounts above are now being presented on a consolidated basis consistent with the final rate order.
(2) Operating Revenues from "Other" sources include unbilled revenue, under (over) recoveries of fuel cost, conservation revenue, other miscellaneous charges, fees for billing services provided to third parties and adjustments for pass-through taxes.




v3.23.2
Document And Entity Information
Aug. 03, 2023
Cover [Abstract]  
Title of 12(b) Security Common Stock - par value per share $0.4867
Document Type 8-K
Document Period End Date Aug. 03, 2023
Entity Registrant Name CHESAPEAKE UTILITIES CORPORATION
Entity Incorporation, State or Country Code DE
Entity File Number 001-11590
Entity Tax Identification Number 51-0064146
Entity Address, Address Line One 500 Energy Lane
Entity Address, City or Town Dover
Entity Address, State or Province DE
Entity Address, Postal Zip Code 19901
City Area Code 302
Local Phone Number 734-6799
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Central Index Key 0000019745
Amendment Flag false
Entity Emerging Growth Company false
Trading Symbol CPK
Security Exchange Name NYSE

Chesapeake Utilities (NYSE:CPK)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Chesapeake Utilities Charts.
Chesapeake Utilities (NYSE:CPK)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Chesapeake Utilities Charts.