Current Report Filing (8-k)
December 17 2020 - 08:30AM
Edgar (US Regulatory)
0000356309 false NEW JERSEY RESOURCES
CORP 0000356309 2020-12-15 2020-12-16 0000356309 2020-11-29
2020-11-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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):
December 16, 2020
NEW
JERSEY RESOURCES CORPORATION
(Exact Name of registrant as specified in its
charter)
New Jersey |
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001-08359 |
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22-2376465 |
(State
or Other |
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(Commission |
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(IRS
Employer |
Jurisdiction |
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File
Number) |
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Identification
No.) |
of
Incorporation) |
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1415 Wyckoff Road |
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Wall,
New Jersey |
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07719 |
(Address of
Principal Executive Offices) |
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(Zip
Code) |
(732)
938-1480
(Registrant’s
telephone number, including area code)
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:
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425) |
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[ ] |
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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[ ] |
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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[ ] |
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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 |
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Trading
Symbol(s) |
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Name
of each exchange on
which registered |
Common Stock - $2.50 par value |
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NJR |
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New York Stock Exchange |
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
8.01 Other Events.
On
December 16, 2020, NJR Energy Services Company (“NJRES”), a
wholly-owned subsidiary of New Jersey Resources Corporation
(“NJR”), entered into a series of Asset Management Agreements (the
“Transactions”) with an investment grade public utility (the
“Utility”), under which the Utility will provide certain asset
management services and NJRES may deliver natural gas to the
Utility totaling up to 88,968 MMBtu/day from November 1 to March 31
each year during the term of the Transactions, for fees payable to
NJRES totaling approximately $500 million, and payable through
November 1, 2030. The Transactions include a series of recallable
and permanent releases commencing on November 1, 2021. Upon
completion of the Transactions on October 31, 2031, the
transportation capacity will be permanently retained by the
Utility.
NJR
also published an investor fact sheet entitled, “Q&A on the
Asset Management Agreement with an Investment Grade Public Utility”
(the “Investor Fact Sheet”). The Investor Fact Sheet is furnished
herewith as Exhibit 99.1, and is incorporated by reference into
this Item 8.01 of this Current Report on Form 8-K.
Cautionary
Statements Regarding Forward-Looking Statements
This
filing contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. NJR cautions
readers that the assumptions forming the basis for forward-looking
statements include many factors that are beyond NJR’s ability to
control or estimate precisely, such as estimates of future market
conditions and the behavior of other market participants. Words
such as “anticipates,” “estimates,” “expects,” “will,” “projects,”
“intends,” “plans,” “believes,” “may,” “should” and similar
expressions may identify forward-looking information and such
forward-looking statements are made based upon management’s current
expectations and beliefs as of this date concerning future
developments and their potential effect upon NJR. There can be no
assurance that future developments will be in accordance with
management’s expectations or that the effect of future developments
on NJR will be those anticipated by management. Forward-looking
information in this filing includes, but is not limited to, certain
statements regarding the arrangement with an investment grade
public utility to release natural gas transportation capacity and
related fees.
Additional information and factors that could
cause actual results to differ materially from NJR’s expectations
are contained in NJR’s filings with the U.S. Securities and
Exchange Commission (“SEC”), including NJR’s Annual Reports on Form
10-K and subsequent Quarterly Reports on Form 10-Q, recent Current
Reports on Form 8-K, and other SEC filings, which are available at
the SEC’s web site, http:.//www.sec.gov. Information included in
this filing is representative as of today only and while NJR
periodically reassesses material trends and uncertainties affecting
NJR’s results of operations and financial condition in connection
with its preparation of management’s discussion and analysis of
results of operations and financial condition contained in its
Quarterly and Annual Reports filed with the SEC, NJR does not, by
including this statement, assume any obligation to review or revise
any particular forward-looking statement referenced herein in light
of future events.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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.
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NEW JERSEY
RESOURCES CORPORATION |
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Date:
December 17, 2020 |
By: |
/s/
Patrick J. Migliaccio |
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Patrick J.
Migliaccio |
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Senior Vice
President and Chief Financial |
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Officer |
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