NJR 10Q Dec2014


 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10‑Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2014
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM             TO             
 
Commission file number 1‑8359
 
NEW JERSEY RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
New Jersey
 
22‑2376465
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification Number)
 
 
 
1415 Wyckoff Road, Wall, New Jersey 07719
 
732‑938‑1480
(Address of principal
executive offices)
 
(Registrant's telephone number,
including area code)
 
 
 
Securities registered pursuant to Section 12 (b) of the Act:
Common Stock ‑ $2.50 Par Value
 
New York Stock Exchange
(Title of each class)
 
(Name of each exchange on which registered)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes: x            No: o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes: x            No: o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b‑2 of the Exchange Act.
Large accelerated filer: x
Accelerated filer: o
Non-accelerated filer: o
Smaller reporting company: o
 
 
(Do not check if a smaller reporting company)
 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes: o            No: x

The number of shares outstanding of $2.50 par value Common Stock as of February 2, 2015 was 42,709,741.

 

New Jersey Resources Corporation

TABLE OF CONTENTS
 
 
 
Page
PART I. FINANCIAL INFORMATION
 
 
ITEM 1.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ITEM 2.
 
ITEM 3.
 
ITEM 4.
PART II. OTHER INFORMATION
 
 
ITEM 1.
 
ITEM 1A.
 
ITEM 2.
 
ITEM 6.
 
 



GLOSSARY OF KEY TERMS                                                                                                                                                        
AFUDC
Allowance for Funds Used During Construction
AIP
Accelerated Infrastructure Program
ASC
Accounting Standards Codification
ASU
Accounting Standards Update
Bcf
Billion Cubic Feet
BGSS
Basic Gas Supply Service
BPU
New Jersey Board of Public Utilities
CIP
Conservation Incentive Program
CME
Chicago Mercantile Exchange
CR&R
Commercial Realty & Resources Corp.
Dodd-Frank Act
Dodd-Frank Wall Street Reform and Consumer Protection Act
DRP
NJR Direct Stock Purchase and Dividend Reinvestment Plan
FASB
Financial Accounting Standards Board
FCM
Futures Commission Merchant
FERC
Federal Energy Regulatory Commission
Financial Margin
A non-GAAP financial measure, which represents revenues earned from the sale of natural gas less costs of natural gas sold including any transportation and storage costs, and excludes any accounting impact from the change in the fair value of certain derivative instruments
FMB
First Mortgage Bonds
FRM
Financial Risk Management
GAAP
Generally Accepted Accounting Principles of the United States
Home Services and Other
Home Services and Other Operations (formerly Retail and Other Operations)
ICE
Intercontinental Exchange
Iroquois
Iroquois Gas Transmission L.P.
ISDA
The International Swaps and Derivatives Association
ITC
Investment Tax Credit
LNG
Liquefied Natural Gas
MetLife
Metropolitan Life Insurance Company
MetLife Facility
NJR's unsecured, uncommitted $100 million private placement shelf note agreement with MetLife, Inc. expiring in September 2016
MGP
Manufactured Gas Plant
Moody's
Moody's Investors Service, Inc.
MW
Megawatts
MWh
Megawatt Hour
NAESB
The North American Energy Standards Board
Mortgage Indenture
The Amended and Restated Indenture of Mortgage, Deed of Trust and Security Agreement between NJNG and U.S. Bank National Association dated as of September 1, 2014
NFE
Net Financial Earnings
NGV
Natural Gas Vehicles
NJ RISE
New Jersey Reinvestment in System Enhancement
NJCEP
New Jersey's Clean Energy Program
NJDEP
New Jersey Department of Environmental Protection
NJNG
New Jersey Natural Gas Company
NJNG Credit Facility
NJNG's $250 million unsecured committed credit facility expiring in May 2019
NJR Credit Facility
NJR's $425 million unsecured committed credit facility expiring in August 2017
NJR Energy
NJR Energy Corporation

1

GLOSSARY OF KEY TERMS (cont.)                                                                                                                                           
NJR or The Company
New Jersey Resources Corporation
NJRCEV
NJR Clean Energy Ventures Corporation
NJRES
NJR Energy Services Company
NJRHS
NJR Home Services Company
Non-GAAP
Not in accordance with Generally Accepted Accounting Principles of the United States
NPNS
Normal Purchase/Normal Sale
NYMEX
New York Mercantile Exchange
O&M
Operation and Maintenance
OCI
Other Comprehensive Income
OPEB
Other Postemployment Benefit Plans
PennEast
PennEast Pipeline Company, LLC
PIM
Pipeline Integrity Management
PPA
Power Purchase Agreement
Prudential
Prudential Investment Management, Inc.
Prudential Facility
NJR's unsecured, uncommitted private placement shelf note agreement with Prudential
PTC
Production Tax Credit
RA
Remediation Adjustment
Retail Holdings
NJR Retail Holdings Corporation
S&P
Standard & Poor's Financial Services, LLC
SAFE
Safety Acceleration and Facility Enhancement
Sarbanes-Oxley
Sarbanes-Oxley Act of 2002
SAVEGREEN
The SAVEGREEN Project®
SBC
Societal Benefits Charge
SREC
Solar Renewable Energy Certificate
Steckman Ridge
Collectively, Steckman Ridge GP, LLC and Steckman Ridge, LP
Superstorm Sandy
Post-Tropical Cyclone Sandy
Tetco
Texas Eastern Transmission
The Exchange Act
The Securities Exchange Act of 1934, as amended
U.S.
The United States of America
USF
Universal Service Fund


2
New Jersey Resources Corporation

INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS                                                                           

Certain statements contained in this report, including, without limitation, statements as to management expectations and beliefs presented in Part I, Item 2. “Management's Discussion and Analysis of Financial Condition and Results of Operations,” Part I, Item 3. “Quantitative and Qualitative Disclosures About Market Risk,” Part II, Item I. “Legal Proceedings” and in the notes to the financial statements are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can also be identified by the use of forward-looking terminology such as “anticipate,” “estimate,” “may,” “intend,” “expect,” “believe,” “will” “plan,” “should,” or “continue” or comparable terminology and are made based upon management's current expectations and beliefs as of this date concerning future developments and their potential effect on the Company. There can be no assurance that future developments will be in accordance with management's expectations or that the effect of future developments on the Company will be those anticipated by management.

The Company cautions readers that the assumptions that form the basis for forward-looking statements regarding customer growth, customer usage, qualifications for ITCs, PTCs and SRECs, financial condition, results of operations, cash flows, capital requirements, future capital expenditures, market risk, effective tax rate and other matters for fiscal 2015 and thereafter include many factors that are beyond the Company's ability to control or estimate precisely, such as estimates of future market conditions, the behavior of other market participants and changes in the debt and equity capital markets. The factors that could cause actual results to differ materially from NJR's expectations include, but are not limited to, those discussed in Item 1A. Risk Factors of NJR's Annual Report on Form 10-K for the year ended September 30, 2014, as well as the following:

•
weather and economic conditions;
•
demographic changes in the NJNG service territory and their effect on NJNG's customer growth;
•
volatility of natural gas and other commodity prices and their impact on NJNG customer usage, NJNG's BGSS incentive programs, NJRES operations and on the Company's risk management efforts;
•
changes in rating agency requirements and/or credit ratings and their effect on availability and cost of capital to the Company;
•
the impact of volatility in the credit markets on our access to capital;
•
the ability to comply with debt covenants;
•
the impact to the asset values and resulting higher costs and funding obligations of NJR's pension and postemployment benefit plans as a result of potential downturns in the financial markets, lower discount rates or impacts associated with the Patient Protection and Affordable Care Act;
•
risks associated with hedging activities and use of derivatives contracts;
•
commercial and wholesale credit risks, including the availability of creditworthy customers and counterparties, and liquidity in the wholesale energy trading market;
•
regulatory approval of NJNG's planned infrastructure programs;
•
the ability to obtain governmental and regulatory approvals, land-use rights, electric grid connection (in the case of distributed power projects) and/or financing for the construction, development and operation of NJR's unregulated energy investments and NJNG's infrastructure projects in a timely manner;
•
risks associated with the management of the Company's joint ventures and partnerships;
•
risks associated with NJR's investments in distributed power projects, including the availability of regulatory and tax incentives, the availability of viable projects, NJR's eligibility for ITCs and PTCs, the future market for SRECs and operational risks related to projects in service;
•
timing of qualifying for ITCs and PTCs due to delays or failures to complete planned solar energy projects and the resulting effect on our effective tax rate and earnings;
•
the level and rate at which NJNG's costs are incurred and the extent to which they are allowed to be recovered from customers through the regulatory process;
•
the possible expiration of NJNG's BGSS incentive programs;
•
access to adequate supplies of natural gas and dependence on third-party storage and transportation facilities for natural gas supply;
•
operating risks incidental to handling, storing, transporting and providing customers with natural gas;
•
risks related to our employee workforce;
•
the regulatory and pricing policies of federal and state regulatory agencies;
•
the costs of compliance with present and future environmental laws, including potential climate change-related legislation;
•
risks related to changes in accounting standards;
•
the impact of a disallowance of recovery of environmental-related expenditures and other regulatory changes;
•
environmental-related and other litigation and other uncertainties;
•
risks related to cyber-attack or failure of information technology systems; and
•
the impact of natural disasters, terrorist activities, and other extreme events could adversely affect our operations, financial conditions and results of operations.

While the Company periodically reassesses material trends and uncertainties affecting the Company'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, the Company 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.

3
New Jersey Resources Corporation
Part I


ITEM 1. FINANCIAL STATEMENTS                                                                                                                                          

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
 
Three Months Ended
 
December 31,
(Thousands, except per share data)
2014

2013
OPERATING REVENUES
 
 
 
Utility
$
208,727

 
$
233,469

Nonutility
615,397

 
644,936

Total operating revenues
824,124

 
878,405

OPERATING EXPENSES
 
 
 
Gas purchases:
 
 
 
Utility
84,263

 
109,488

Nonutility
472,971

 
661,944

Related parties
3,264

 
3,300

Operation and maintenance
44,759

 
42,023

Regulatory rider expenses
21,463

 
19,832

Depreciation and amortization
14,386

 
12,566

Energy and other taxes
14,321

 
17,028

Total operating expenses
655,427

 
866,181

OPERATING INCOME
168,697

 
12,224

Other (expense) income, net
(110
)
 
1,127

Interest expense, net of capitalized interest
7,195

 
6,295

INCOME BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF AFFILIATES
161,392

 
7,056

Income tax provision
40,867

 
1,505

Equity in earnings of affiliates
2,795

 
2,142

NET INCOME
$
123,320

 
$
7,693

 
 
 
 
EARNINGS PER COMMON SHARE
 
 
 
Basic
$2.92
 
$0.18
Diluted
$2.88
 
$0.18
DIVIDENDS DECLARED PER COMMON SHARE
$0.45
 
$0.42
WEIGHTED AVERAGE SHARES OUTSTANDING
 
 
 
Basic
42,276

 
42,021

Diluted
42,787

 
42,239


CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
 
Three Months Ended
 
December 31,
(Thousands)
2014
 
2013
Net income
$
123,320

 
$
7,693

Other comprehensive income, net of tax
 
 
 
Unrealized gain (loss) on available for sale securities, net of tax of $(455), and $214, respectively
659

 
(310
)
Net unrealized (loss) on derivatives, net of tax of $18, and $20, respectively
(31
)
 
(34
)
Adjustment to postemployment benefit obligation, net of tax of $(169) and $(111), respectively
247

 
161

Other comprehensive income (loss)
875

 
(183
)
Comprehensive income
$
124,195

 
$
7,510


See Notes to Unaudited Condensed Consolidated Financial Statements


4
New Jersey Resources Corporation
Part I
 
ITEM 1. FINANCIAL STATEMENTS (Continued)                                                                                                                      

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
 
Three Months Ended
 
December 31,
(Thousands)
2014
 
2013
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
 
 
 
Net income
$
123,320

 
$
7,693

Adjustments to reconcile net income to cash flows from operating activities:
 
 
 
Unrealized (gain) loss on derivative instruments
(88,673
)
 
65,654

Depreciation and amortization
14,386

 
12,566

Allowance for equity used during construction
(1,253
)
 
(213
)
Allowance for bad debt expense
964

 
414

Deferred income taxes
35,897

 
(16,506
)
Manufactured gas plant remediation costs
(1,008
)
 
(1,132
)
Equity in earnings of equity investees, net of distributions received
2,146

 
1,521

Cost of removal - asset retirement obligations
(105
)
 
(47
)
Contributions to postemployment benefit plans
(69
)
 
(1,559
)
Changes in:
 
 
 
Components of working capital
(75,089
)
 
(145,315
)
Other noncurrent assets
13,489

 
(1,427
)
Other noncurrent liabilities
16,844

 
9,534

Cash flows from (used in) operating activities
40,849

 
(68,817
)
CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES
 
 
 
Expenditures for:
 
 
 
Utility plant
(34,114
)
 
(30,277
)
Solar and wind equipment
(55,345
)
 
(24,917
)
Real estate properties and other
(11
)
 
(205
)
Cost of removal
(2,634
)
 
(5,124
)
Investments in equity investees
(547
)
 
—

Distribution from equity investees in excess of equity in earnings
470

 
395

Proceeds from sale of asset
—

 
6,000

Withdrawal from restricted cash construction fund
(25
)
 
85

Cash flows (used in) investing activities
(92,206
)
 
(54,043
)
CASH FLOWS FROM FINANCING ACTIVITIES
 
 
 
Proceeds from issuance of common stock
24,373

 
3,557

Tax benefit from stock options exercised
816

 
—

Proceeds from sale-leaseback transaction
7,216

 
7,576

Proceeds from long-term debt
100,000

 
—

Payments of long-term debt
(1,723
)
 
(1,576
)
Purchases of treasury stock
(3,945
)
 
—

Payments of common stock dividends
(18,993
)
 
(17,617
)
Net (payments) proceeds from short-term debt
(46,804
)
 
138,000

Cash flows from financing activities
60,940

 
129,940

Change in cash and cash equivalents
9,583

 
7,080

Cash and cash equivalents at beginning of period
2,151

 
2,969

Cash and cash equivalents at end of period
$
11,734

 
$
10,049

CHANGES IN COMPONENTS OF WORKING CAPITAL
 
 
 
Receivables
$
(166,229
)
 
$
(180,484
)
Inventories
8,385

 
32,278

Recovery of gas costs
2,015

 
5,513

Gas purchases payable
65,563

 
13,673

Gas purchases payable - related parties
184

 
130

Prepaid and accrued taxes
14,108

 
32,449

Accounts payable and other
(53,852
)
 
(10,052
)
Restricted broker margin accounts
46,550

 
(46,745
)
Customers' credit balances and deposits
14,345

 
3,988

Other current assets
(6,158
)
 
3,935

Total
$
(75,089
)
 
$
(145,315
)
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION
 
 
 
Cash paid for:
 
 
 
Interest (net of amounts capitalized)
$
1,376

 
$
1,704

Income taxes
$
2,228

 
$
137

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES
 
 
 
Accrued capital expenditures
$
12,107

 
$
1,421


See Notes to Unaudited Condensed Consolidated Financial Statements

5
New Jersey Resources Corporation
Part I
 
ITEM 1. FINANCIAL STATEMENTS (Continued)                                                                                                                      

 
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

ASSETS
(Thousands)
December 31,
2014
September 30,
2014
PROPERTY, PLANT AND EQUIPMENT
 
 
Utility plant, at cost
$
1,808,829

$
1,791,009

Construction work in progress
152,985

139,624

Solar and wind equipment, real estate properties and other, at cost
376,893

347,285

Construction work in progress
78,293

55,625

Total property, plant and equipment
2,417,000

2,333,543

Accumulated depreciation and amortization, utility plant
(415,661
)
(409,135
)
Accumulated depreciation and amortization, solar and wind equipment, real estate properties and other
(44,136
)
(40,298
)
Property, plant and equipment, net
1,957,203

1,884,110

CURRENT ASSETS
 
 
Cash and cash equivalents
11,734

2,151

Customer accounts receivable
 
 
Billed
314,139

189,970

Unbilled revenues
48,172

7,231

Allowance for doubtful accounts
(5,202
)
(5,357
)
Regulatory assets
36,842

26,862

Gas in storage, at average cost
269,420

277,516

Materials and supplies, at average cost
7,876

8,165

Prepaid and accrued taxes
7,425

22,269

Derivatives, at fair value
142,338

64,223

Restricted broker margin accounts
19,761

27,339

Deferred taxes
14,767

36,451

Other
32,790

25,911

Total current assets
900,062

682,731

NONCURRENT ASSETS
 
 
Investments in equity investees
151,886

153,010

Regulatory assets
369,176

377,575

Derivatives, at fair value
6,807

5,654

Other
59,158

55,724

Total noncurrent assets
587,027

591,963

Total assets
$
3,444,292

$
3,158,804


See Notes to Unaudited Condensed Consolidated Financial Statements


6
New Jersey Resources Corporation
Part I
 
ITEM 1. FINANCIAL STATEMENTS (Continued)                                                                                                                      

CAPITALIZATION AND LIABILITIES
(Thousands)
December 31,
2014
September 30,
2014
CAPITALIZATION
 
 
Common stock, $2.50 par value; authorized 75,000,000 shares;
outstanding December 31, 2014-42,651,486; September 30, 2014-42,178,156
$
114,035

$
112,777

Premium on common stock
328,875

305,185

Accumulated other comprehensive (loss), net of tax
(4,719
)
(5,594
)
Treasury stock at cost and other;
shares December 31, 2014-2,950,569; September 30, 2014-2,932,775
(113,671
)
(121,031
)
Retained earnings
779,126

674,829

Common stock equity
1,103,646

966,166

Long-term debt
702,884

598,209

Total capitalization
1,806,530

1,564,375

CURRENT LIABILITIES
 
 
Current maturities of long-term debt
35,381

34,505

Short-term debt
254,196

301,000

Gas purchases payable
271,490

205,901

Gas purchases payable to related parties
1,556

1,398

Accounts payable and other
48,162

104,005

Dividends payable
19,023

19,001

Deferred and accrued taxes
5,882

2,721

Regulatory liabilities
—

6,072

New Jersey clean energy program
13,166

14,285

Derivatives, at fair value
91,425

79,863

Broker margin accounts
38,972

—

Customers' credit balances and deposits
36,680

22,335

Total current liabilities
815,933

791,086

NONCURRENT LIABILITIES
 
 
Deferred income taxes
436,162

423,213

Deferred investment tax credits
5,181

5,262

Deferred revenue
5,438

4,042

Derivatives, at fair value
5,523

6,690

Manufactured gas plant remediation
177,000

177,000

Postemployment employee benefit liability
88,103

86,674

Regulatory liabilities
65,328

61,326

Asset retirement obligation
30,908

30,495

Other
8,186

8,641

Total noncurrent liabilities
821,829

803,343

Commitments and contingent liabilities (Note 12)



Total capitalization and liabilities
$
3,444,292

$
3,158,804


See Notes to Unaudited Condensed Consolidated Financial Statements


7
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS                                              

1.
NATURE OF THE BUSINESS

New Jersey Resources Corporation provides regulated gas distribution services and operates certain unregulated businesses primarily through the following subsidiaries:

New Jersey Natural Gas Company provides natural gas utility service to approximately 509,600 retail customers in central and northern New Jersey and is subject to rate regulation by the BPU. NJNG comprises the Natural Gas Distribution segment;

NJR Energy Services Company comprises the Energy Services segment that maintains and transacts around a portfolio of natural gas storage and transportation capacity contracts and provides wholesale energy and energy management services;

NJR Clean Energy Ventures Corporation, the Company's distributed power subsidiary, comprises the Clean Energy Ventures segment and consists of the Company's capital investments in distributed power projects, including commercial and residential solar projects and onshore wind investments;

NJR Midstream Holdings Corporation invests in energy-related ventures through its subsidiaries, NJR Steckman Ridge Storage Company, which holds the Company's 50 percent combined interest in Steckman Ridge, NJNR Pipeline Company, which holds the Company's 5.53 percent ownership interest in Iroquois Gas Transmission L.P and NJR Pipeline Company, which holds the Company's 20 percent ownership interest in PennEast. Steckman Ridge, Iroquois and PennEast comprise the Midstream segment; and

NJR Retail Holdings Corporation has two principal subsidiaries, NJR Home Services Company and Commercial Realty & Resources Corporation. Retail Holdings and NJR Energy Corporation are included in Home Services and Other operations.

2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared by NJR in accordance with the rules and regulations of the Securities and Exchange Commission and ASC 270. The September 30, 2014, Balance Sheet data is derived from the audited financial statements of the Company. These Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and the notes thereto included in NJR's 2014 Annual Report on Form 10-K.

The Unaudited Condensed Consolidated Financial Statements include the accounts of NJR and its subsidiaries. In the opinion of management, the accompanying Unaudited Condensed Consolidated Financial Statements reflect all adjustments necessary, for a fair presentation of the results of the interim periods presented. These adjustments are of a normal and recurring nature. Because of the seasonal nature of NJR's utility and wholesale energy services operations, in addition to other factors, the financial results for the interim periods presented are not indicative of the results that are to be expected for the fiscal year ended September 30, 2015.

Intercompany transactions and accounts have been eliminated.

Gas in Storage

The following table summarizes gas in storage, at average cost by company as of:
 
December 31,
2014
September 30,
2014
($ in thousands)
Gas in Storage
 
Bcf
Gas in Storage
 
Bcf
NJRES
 
$
201,722

57.8

 
$
191,250

56.5

NJNG
 
67,698

17.1

 
86,266

21.3

Total
 
$
269,420

74.9

 
$
277,516

77.8


Available for Sale Securities

Included in other noncurrent assets on the Unaudited Condensed Consolidated Balance Sheets are certain investments in equity securities of a publicly traded energy company that have a fair value of $11.8 million and $10.7 million as of December 31, 2014 and September 30, 2014, respectively. Total unrealized gains associated with these equity securities, which are included as a part of accumulated other comprehensive income, a component of common stock equity, were $9.2 million, $5.4 million, after tax and $8.1 million, $4.8 million, after tax as of December 31, 2014 and September 30, 2014, respectively. Reclassifications of realized gains out of other comprehensive income into income are determined based on average cost.

8
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Sale of Asset

On October 22, 2013, CR&R sold approximately 25.4 acres of undeveloped land located in Monmouth County for $6 million, generating a pre-tax gain after closing costs of $313,000, which was recognized in other income on the Unaudited Condensed Consolidated Statements of Operations.

Customer Accounts Receivable

Customer accounts receivable include outstanding billings from the following subsidiaries as of:
(Thousands)
December 31,
2014
 
September 30,
2014
NJRES
$
236,564

75
%
 
$
142,566

75
%
NJNG (1)
74,198

24

 
41,281

22

NJRCEV
725

—

 
594

—

NJRHS and other
2,652

1

 
5,529

3

Total
$
314,139

100
%
 
$
189,970

100
%
(1)
Does not include unbilled revenues of $48.2 million and $7.2 million as of December 31, 2014 and September 30, 2014, respectively.

Loan Receivable

NJNG provides interest-free loans, with terms ranging from two to 10 years, to customers that elect to purchase and install certain energy efficient equipment in accordance with its BPU-approved SAVEGREEN program. The loans are recognized at net present value on the Unaudited Condensed Consolidated Balance Sheets. The Company has recorded $4.5 million and $3.9 million in other current assets and $29.8 million and $27.3 million in other noncurrent assets as of December 31, 2014 and September 30, 2014, respectively, on the Unaudited Condensed Consolidated Balance Sheets, related to the loans.

NJR's policy is to establish an allowance for doubtful accounts when loan balances are outstanding for more than 60 days. As of December 31, 2014 and September 30, 2014, there was no allowance for doubtful accounts established.

Recent Updates to the Accounting Standards Codification

Income Taxes

In July 2013, the FASB issued ASU No. 2013-11, an amendment to ASC 740, Income Taxes, which clarifies financial statement presentation for unrecognized tax benefits. The ASU requires that an unrecognized tax benefit, or portion thereof, shall be presented in the balance sheet as a reduction to a deferred tax asset for a net operating loss carryforward, similar tax loss or a tax credit carryforward. To the extent such a deferred tax asset is not available or the company does not intend to use it to settle any additional taxes that would result from the disallowance of a tax position, the related unrecognized tax benefit will be presented as a liability in the financial statements. The amended guidance became effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company currently does not have unrecognized tax benefits recorded on its balance sheet and there was no impact to its financial position upon adoption during its first quarter of fiscal 2015.

Discontinued Operations

In April 2014, the FASB issued ASU No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The new guidance changes the definition and reporting of discontinued operations to include only those disposals that represent a strategic shift and that have a major effect on an entity's operations and financial results. The new guidance, which also requires additional disclosures, becomes effective for annual periods beginning on or after December 15, 2014 and interim periods within those years. The company does not expect this standard to have any impact to its financial position, results of operations and cash flows upon adoption.

Revenue

In May 2014, the FASB issued ASU No. 2014-09, and added Topic 606, Revenue from Contracts with Customers, to the ASC. ASC 606 supersedes ASC 605, Revenue Recognition, as well as most industry-specific guidance, and prescribes a single, comprehensive revenue recognition model designed to improve financial reporting comparability across entities, industries, jurisdictions and capital markets. The new guidance will become effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Upon adoption, the guidance will be applied on a full or modified retrospective basis. The

9
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Company is currently evaluating the provisions of ASC 606 to understand the impact, if any, to its financial position, results of operations and cash flows upon adoption.

Stock Compensation

In June 2014, the FASB issued ASU No. 2014-12, an amendment to ASC 718, Compensation - Stock Compensation, which clarifies the accounting for performance awards when the terms of the award provide that a performance target could be achieved after the requisite service period. The new guidance will become effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. The company does not expect this standard to have any impact to its financial position, results of operations and cash flows upon adoption.

3.
REGULATION

NJNG is subject to cost-based regulation, therefore, it is permitted to recover authorized operating expenses and earn a reasonable return on its utility investment based on the BPU's approval, in accordance with accounting guidance applicable to regulated operations. The impact of the ratemaking process and decisions authorized by the BPU allows NJNG to capitalize or defer certain costs that are expected to be recovered from its customers as regulatory assets and to recognize certain obligations representing amounts that are probable future expenditures as regulatory liabilities.

Regulatory assets and liabilities included on the Unaudited Condensed Consolidated Balance Sheets are comprised of the following:
(Thousands)
December 31,
2014
September 30,
2014
Regulatory assets-current
 
 
New Jersey Clean Energy Program
$
13,166

$
14,285

Derivatives at fair value, net
18,866

—

Conservation Incentive Program
1,556

—

Underrecovered gas costs
3,254

12,577

Total current regulatory assets
$
36,842

$
26,862

Regulatory assets-noncurrent
 
 
Environmental remediation costs
 
 
Expended, net of recoveries
$
26,226

$
30,916

Liability for future expenditures
177,000

177,000

Deferred income taxes
9,968

9,968

SAVEGREEN
28,411

29,180

Postemployment and other benefit costs
106,503

108,507

Deferred Superstorm Sandy costs
15,207

15,207

Other noncurrent regulatory assets
5,861

6,797

Total noncurrent regulatory assets
$
369,176

$
377,575

Regulatory liability-current
 
 
Conservation Incentive Program
$
—

$
5,752

Derivatives at fair value, net
—

320

Total current regulatory liabilities
$
—

$
6,072

Regulatory liabilities-noncurrent
 
 
Cost of removal obligation
$
58,723

$
61,163

Derivatives at fair value, net
—

57

Other noncurrent regulatory liabilities
6,605

106

Total noncurrent regulatory liabilities
$
65,328

$
61,326



10
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


NJNG's recovery of costs is facilitated through its base tariff rates, BGSS and other regulatory tariff riders. As recovery of regulatory assets is subject to BPU approval, if there are any changes in regulatory positions that indicate recovery is not probable, the related cost would be charged to income in the period of such determination.

Recent regulatory filings and/or actions include the following:

•
On October 1, 2014, NJNG implemented a decrease to its BGSS price for residential sales and general service small sales customers resulting in a 5 percent decrease to the average residential heat customer's bill.

•
On October 22, 2014, the BPU approved, as prudent and reasonable, the deferred O&M storm costs associated with Superstorm Sandy to be recovered in NJNG's next base rate case to be filed no later than November 15, 2015.

•
On December 16, 2014, NJNG filed a petition with the BPU to extend SAVEGREEN through June 30, 2018, with minor modifications.

4.
DERIVATIVE INSTRUMENTS

The Company is subject to commodity price risk due to fluctuations in the market price of natural gas, SRECs and electricity. To manage this risk, the Company enters into a variety of derivative instruments including, but not limited to, futures contracts, physical forward contracts, financial options and swaps to economically hedge the commodity price risk associated with its existing and anticipated commitments to purchase and sell natural gas, SRECs and electricity. In addition, the Company may utilize foreign currency derivatives as cash flow hedges of Canadian dollar denominated gas purchases. These contracts, with a few exceptions as described below, are accounted for as derivatives. Accordingly, all of the financial and certain of the Company's physical derivative instruments are recorded at fair value on the Unaudited Condensed Consolidated Balance Sheets. For a more detailed discussion of the Company's fair value measurement policies and level disclosures associated with the NJR's derivative instruments, see Note 5. Fair Value.

Since the Company chooses not to designate its financial commodity and physical forward commodity derivatives as accounting hedges or to elect NPNS as appropriate, changes in the fair value of these derivative instruments are recorded as a component of gas purchases or operating revenues, as appropriate for NJRES, on the Unaudited Condensed Consolidated Statements of Operations as unrealized gains or (losses). For NJRES at settlement, realized gains and (losses) on all financial derivative instruments are recognized as a component of gas purchases and realized gains and (losses) on all physical derivatives follow the presentation of the related unrealized gains and (losses) as a component of either gas purchases or operating revenues.

NJRES also enters into natural gas transactions in Canada and, consequently, is exposed to fluctuations in the value of Canadian currency relative to the US dollar. NJRES utilizes foreign currency derivatives to lock in the currency translation rate associated with natural gas transactions denominated in Canadian currency. The derivatives may include currency forwards, futures, or swaps and are accounted for as derivatives. These derivatives are being used to hedge future forecasted cash payments associated with transportation and storage contracts along with purchases of natural gas. The Company has designated these foreign currency derivatives as cash flow hedges of that exposure, and expects the hedge relationship to be highly effective throughout the term. Since NJRES designates its foreign exchange contracts as cash flow hedges, changes in fair value of the effective portion of the hedge are recorded in OCI. When the foreign exchange contracts are settled and the related purchases are recognized in income, realized gains and (losses) are recognized in gas purchases on the Unaudited Condensed Consolidated Statements of Operations.

As a result of NJRES entering into transactions to borrow gas, commonly referred to as “park and loans,” an embedded derivative is created related to differences between the fair value of the amount borrowed and the fair value of the amount that will ultimately be repaid, based on changes in the forward price for natural gas prices at the borrowed location over the contract term. This embedded derivative is accounted for as a forward sale in the month in which the repayment of the borrowed gas is expected to occur, and is considered a derivative transaction that is recorded at fair value on the Unaudited Condensed Consolidated Balance Sheets, with changes in value recognized in current period earnings.

Changes in fair value of NJNG's financial derivative instruments are recorded as a component of regulatory assets or liabilities on the Unaudited Condensed Consolidated Balance Sheets. NJNG has received regulatory approval to defer and to recover these amounts through future BGSS rates as an increase or decrease to the cost of natural gas in NJNG's tariff for gas service.


11
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


The Company elects NPNS accounting treatment on all physical commodity contracts at NJNG. These contracts are accounted for on an accrual basis. Accordingly, physical purchases are recognized in regulatory assets or liabilities on the Unaudited Condensed Consolidated Balance Sheets when the contract settles and the natural gas is delivered and amortized in current period earnings based on the current BPU BGSS factor.

NJRCEV hedges certain of its expected production of SRECs through forward and futures contracts. The contracts require the Company to physically deliver the SRECs upon settlement. The Company elects NPNS accounting treatment on all SREC forward and futures contracts it enters into. NJRCEV recognizes the related revenue upon transfer of the SREC certificate to the counterparty.

Fair Value of Derivatives

The following table reflects the fair value of NJR's derivative assets and liabilities recognized on the Unaudited Condensed Consolidated Balance Sheets as of:
 
 
 
Fair Value
 
 
 
December 31, 2014
 
September 30, 2014
(Thousands)
Balance Sheet Location
Asset
Derivatives
Liability
Derivatives
Asset
Derivatives
Liability
Derivatives
Derivatives designated as hedging instruments:
 
 
 
 
 
 
 
 
NJRES:
 
 
 
 
 
 
 
 
 
Foreign currency contracts
Derivatives - current
 
$
—

 
$
204

 
$
—

 
$
155

Fair value of derivatives designated as hedging instruments
 
$
—

 
$
204

 
$
—

 
$
155

 
 
 
 
 
 
 
 
 
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
NJNG:
 
 
 
 
 
 
 
 
 
Financial commodity contracts
Derivatives - current
 
$
62

 
$
18,914

 
$
2,525

 
$
2,205

 
Derivatives - noncurrent
 
—

 
—

 
82

 
25

NJRES:
 
 
 
 
 
 
 
 
 
Physical forward commodity contracts
Derivatives - current
 
14,769

 
24,993

 
15,391

 
30,778

 
Derivatives - noncurrent
 
544

 
1,034

 
35

 
132

Financial commodity contracts
Derivatives - current
 
127,507

 
47,314

 
46,307

 
46,725

 
Derivatives - noncurrent
 
6,263

 
4,489

 
5,537

 
6,533

Fair value of derivatives not designated as hedging instruments
 
$
149,145

 
$
96,744

 
$
69,877

 
$
86,398

Total fair value of derivatives
 
 
$
149,145

 
$
96,948

 
$
69,877

 
$
86,553


At December 31, 2014, the gross notional amount of the foreign currency transactions was approximately $6.2 million, and ineffectiveness in the hedge relationship is immaterial to the financial results of NJR.

Offsetting of Derivatives

NJR transacts under master netting arrangements or equivalent agreements that allow it to offset derivative assets and liabilities with the same counterparty, however NJR's policy is to present its derivative assets and liabilities on a gross basis in the Unaudited Condensed Consolidated Balance Sheets.


12
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


The following table summarizes the reported gross amounts, the amounts that NJR has the right to offset but elects not to, financial collateral, as well as the net amounts NJR could present in the Unaudited Condensed Consolidated Balance Sheets but elects not to.
(Thousands)
Amounts Presented in Balance Sheets (1)
Offsetting Derivative Instruments (2)
Financial Collateral Received/Pledged (3)
Net Amounts (4)
As of December 31, 2014:
 
 
 
 
 
 
 
 
Derivative assets:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
15,313

 
$
(6,054
)
 
$
—

 
$
9,259

Financial commodity contracts
 
133,770

 
(51,803
)
 
(53,821
)
 
28,146

Total NJRES
 
$
149,083

 
$
(57,857
)
 
$
(53,821
)
 
$
37,405

NJNG
 
 
 
 
 
 
 
 
Financial commodity contracts
 
$
62

 
$
(62
)
 
$
—

 
$
—

Derivative liabilities:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
26,027

 
$
(6,054
)
 
$
(1,200
)
 
$
18,773

Financial commodity contracts
 
51,803

 
(51,803
)
 
—

 
—

Foreign currency contracts
 
204

 
—

 
—

 
204

Total NJRES
 
$
78,034

 
$
(57,857
)
 
$
(1,200
)
 
$
18,977

NJNG
 
 
 
 
 
 
 
 
Financial commodity contracts
 
$
18,914

 
$
(62
)
 
$
(18,852
)
 
$
—

 
 
 
 
 
 
 
 
 
As of September 30, 2014:
 
 
 
 
 
 
 
 
Derivative assets:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
15,426

 
$
(11,531
)
 
$
—

 
$
3,895

Financial commodity contracts
 
51,844

 
(51,844
)
 
—

 
—

Total NJRES
 
$
67,270

 
$
(63,375
)
 
$
—

 
$
3,895

NJNG
 
 
 
 
 
 
 
 
Financial commodity contracts
 
$
2,607

 
$
(2,230
)
 
$
(377
)
 
$
—

Derivative liabilities:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
30,910

 
$
(12,058
)
 
$
(1,200
)
 
$
17,652

Financial commodity contracts
 
53,258

 
(51,844
)
 
(1,414
)
 
—

Foreign currency contracts
 
155

 
—

 
—

 
155

Total NJRES
 
$
84,323

 
$
(63,902
)
 
$
(2,614
)
 
$
17,807

NJNG
 
 
 
 
 
 
 
 
Financial commodity contracts
 
$
2,230

 
$
(2,230
)
 
$
—

 
$
—

(1)
Derivative assets and liabilities are presented on a gross basis in the balance sheet as the Company does not elect balance sheet offsetting under ASC 210-20.
(2)
Offsetting derivative instruments include: transactions with NAESB netting election, transactions held by FCM's with net margining and transactions with ISDA netting.
(3)
Financial collateral includes cash balances at FCMs as well as cash received from or pledged to other counterparties.
(4)
Net amounts represent presentation of derivative assets and liabilities if the Company were to elect balance sheet offsetting under ASC 210-20.

NJRES utilizes financial derivatives to economically hedge the gross margin associated with the purchase of physical gas for injection into storage and the subsequent sale of physical gas at a later date. The gains or (losses) on the financial transactions that are economic hedges of the cost of the purchased gas are recognized prior to the gains or (losses) on the physical transaction, which are recognized in earnings when the natural gas is sold. Therefore, mismatches between the timing of the recognition of realized gains or (losses) on the financial derivative instruments and gains or (losses) associated with the actual sale of the natural gas that is being economically hedged along with fair value changes in derivative instruments creates volatility in the results of NJRES, although the Company's intended economic results relating to the entire transaction are unaffected.

13
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


The following table reflects the effect of derivative instruments on the Unaudited Condensed Consolidated Statements of Operations as of:
(Thousands)
Location of gain (loss) recognized in income on derivatives
Amount of gain (loss) recognized
in income on derivatives
 
 
Three Months Ended
 
 
December 31,
Derivatives not designated as hedging instruments:
2014
 
2013
NJRES:
 
 
 
 
Physical commodity contracts
Operating revenues
$
16,091

 
$
(82
)
Physical commodity contracts
Gas purchases
(19,856
)
 
(24,993
)
Financial commodity contracts
Gas purchases
117,721

 
(40,070
)
Total unrealized and realized gains (losses)
$
113,956

 
$
(65,145
)

The table above does not include (losses) gains associated with NJNG's financial derivatives that totaled $(19) million and $6.6 million for the three months ended December 31, 2014 and 2013, respectively. These derivatives are part of NJNG's risk management activities that relate to its natural gas purchases and BGSS incentive programs. As these transactions are entered into pursuant to and recoverable through regulatory riders, any changes in the value of NJNG's financial derivatives are deferred in regulatory assets or liabilities resulting in no impact to earnings.

As previously noted, NJRES designates its foreign exchange contracts as cash flow hedges, therefore, changes in fair value of the effective portion of the hedges are recorded in OCI and, upon settlement of the contracts, realized gains and (losses) are reclassified from OCI to gas purchases on the Unaudited Condensed Consolidated Statements of Operations. The following table reflects the effect of derivative instruments designated as cash flow hedges on OCI as of December 31:
(Thousands)
Amount of Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) (1)
Amount of Gain or (Loss) Reclassified from OCI into Income (Effective Portion)
Amount of Gain or (Loss) Recognized on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
 
Three Months Ended
Three Months Ended
Three Months Ended
 
December 31,
December 31,
December 31,
Derivatives in cash flow hedging relationships:
2014
2013
2014
2013
2014
2013
Foreign currency contracts
$
(24
)
$
(151
)
$
(25
)
$
97

$
—

$
—

(1)
The settlement of foreign currency transactions over the next 12 months is expected to result in the reclassification of $(204,000) from OCI into earnings. The maximum tenor is April 2015.

NJNG and NJRES had the following outstanding long (short) derivatives as of:
 
 
 
Volume (Bcf)
 
 
 
December 31,
2014
September 30,
2014
NJNG
Futures
 
21.5

17.3

 
Options
 
0.5

—

NJRES
Futures
 
(83.2
)
(62.1
)
 
Options
 
1.2

1.2

 
Physical
 
67.6

28.6



14
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Broker Margin

Generally, exchange-traded futures contracts require posted collateral, referred to as margin, usually in the form of cash. The amount of margin required is comprised of a fixed initial amount based on exchange requirements and a variable amount based on a daily mark-to-market. The Company maintains separate broker margin accounts for NJNG and NJRES. The balances by company, are as follows:
(Thousands)
Balance Sheet Location
December 31,
2014
September 30,
2014
NJNG
NJNG Broker margin - Current assets
$
19,761

$
1,057

NJRES
NJRES Broker margin - Current (liabilities) assets
$
(38,972
)
$
26,282


Wholesale Credit Risk

NJNG and NJRES are exposed to credit risk as a result of their wholesale marketing activities. In addition, NJRCEV engages in SREC sales. As a result of the inherent volatility in the prices of natural gas commodities, derivatives and SRECs, the market value of contractual positions with individual counterparties could exceed established credit limits or collateral provided by those counterparties. If a counterparty failed to perform the obligations under its contract (e.g., failed to deliver or pay for natural gas), then the Company could sustain a loss.

NJR monitors and manages the credit risk of its wholesale marketing operations through credit policies and procedures that management believes reduce overall credit risk. These policies include a review and evaluation of current and prospective counterparties' financial statements and/or credit ratings, daily monitoring of counterparties' credit limits and exposure, daily communication with traders regarding credit status and the use of credit mitigation measures, such as collateral requirements and netting agreements. Examples of collateral include letters of credit and cash received for either prepayment or margin deposit. Collateral may be requested due to NJR's election not to extend credit or because exposure exceeds defined thresholds. Most of NJR's wholesale marketing contracts contain standard netting provisions. These contracts include those governed by ISDA and the NAESB. The netting provisions refer to payment netting, whereby receivables and payables with the same counterparty are offset and the resulting net amount is paid to the party to which it is due.

The following is a summary of gross credit exposures grouped by investment and noninvestment grade counterparties, as of December 31, 2014. Internally-rated exposure applies to counterparties that are not rated by S&P or Moody's. In these cases, the Company's or guarantor's financial statements are reviewed, and similar methodologies and ratios used by S&P and/or Moody's are applied to arrive at a substitute rating. Gross credit exposure is defined as the unrealized fair value of physical and financial derivative commodity contracts, plus any outstanding wholesale receivable for the value of natural gas delivered and/or financial derivative commodity contract that has settled for which payment has not yet been received. The amounts presented below have not been reduced by any collateral received or netting and exclude accounts receivable for NJNG retail natural gas sales and services.
(Thousands)
Gross Credit Exposure
Investment grade
 
$
213,274

 
Noninvestment grade
 
27,262

 
Internally rated investment grade
 
36,961

 
Internally rated noninvestment grade
 
14,233

 
Total
 
$
291,730

 

Conversely, certain of NJNG's and NJRES' derivative instruments are linked to agreements containing provisions that would require cash collateral payments from the Company if certain events occur. These provisions vary based upon the terms in individual counterparty agreements and can result in cash payments if NJNG's credit rating were to fall below its current level. NJNG's credit rating, with respect to S&P, reflects the overall corporate credit profile of NJR. Specifically, most, but not all, of these additional payments will be triggered if NJNG's debt is downgraded by the major credit agencies, regardless of investment grade status. In addition, some of these agreements include threshold amounts that would result in additional collateral payments if the values of derivative liabilities were to exceed the maximum values provided for in relevant counterparty agreements. Other provisions include payment features that are not specifically linked to ratings, but are based on certain financial metrics.

15
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Collateral amounts associated with any of these conditions are determined based on a sliding scale and are contingent upon the degree to which the Company's credit rating and/or financial metrics deteriorate, and the extent to which liability amounts exceed applicable threshold limits. The aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a liability position on December 31, 2014 and September 30, 2014, was $223,000 and $39,000, respectively, for which the Company had not posted collateral. If all thresholds related to the credit-risk-related contingent features underlying these agreements had been invoked on December 31, 2014 and September 30, 2014, the Company would have been required to post an additional $178,000 and $7,000, respectively, to its counterparties. These amounts differ from the respective net derivative liabilities reflected on the Unaudited Condensed Consolidated Balance Sheets because the agreements also include clauses, commonly known as “Rights of Offset,” that would permit the Company to offset its derivative assets against its derivative liabilities for determining additional collateral to be posted, as previously discussed.

5.
FAIR VALUE

Fair Value of Assets and Liabilities

The fair value of cash and temporary investments, accounts receivable, current loan receivables, accounts payable, commercial paper and borrowings under revolving credit facilities are estimated to equal their carrying amounts due to the short maturity of those instruments. Non-current loan receivables are recorded based on what the company expects to receive, which approximates fair value. The Company regularly evaluates the credit quality and collection profile of its customers to approximate fair value.

The estimated fair value of long-term debt, including current maturities and excluding capital leases is as follows:
(Thousands)
December 31,
2014
September 30,
2014
Carrying value (1)
$
682,845

$
557,845

Fair market value
$
720,903

$
586,909

(1)
Excludes capital leases of $55.4 million and $57.7 million as of December 31, 2014 and September 30, 2014, respectively.

NJR utilizes a discounted cash flow method to determine the fair value of its debt. Inputs include observable municipal and corporate yields, as appropriate for the maturity of the specific issue and the Company's credit rating. As of December 31, 2014, NJR discloses its debt within Level 2 of the fair value hierarchy.

Fair Value Hierarchy

NJR applies fair value measurement guidance to its financial assets and liabilities, as appropriate, which include financial derivatives and physical commodity contracts qualifying as derivatives, available for sale securities and other financial assets and liabilities. In addition, authoritative accounting literature prescribes the use of a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based on the source of the data used to develop the price inputs. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to inputs that are based on unobservable market data and include the following:

Level 1
Unadjusted quoted prices for identical assets or liabilities in active markets. NJR's Level 1 assets and liabilities include exchange traded futures and options contracts, listed equities, and money market funds. Exchange traded futures and options contracts include all energy contracts traded on the NYMEX/CME and ICE that NJR refers internally to as basis swaps, fixed swaps, futures and financial options that are cleared through a FCM.

Level 2
Other significant observable inputs such as interest rates or price data, including both commodity and basis pricing that is observed either directly or indirectly from publications or pricing services. NJR's Level 2 assets and liabilities include over-the-counter physical forward commodity contracts and swap contracts or derivatives that are initially valued using observable quotes and are subsequently adjusted to include time value, credit risk or estimated transport pricing components for which no basis price is available. Level 2 financial derivatives consist of transactions with non-FCM counterparties (basis swaps, fixed swaps and/or options). For some physical commodity contracts the Company utilizes transportation tariff rates that are publicly available and that it considers to be observable inputs that are equivalent to market data received from an independent source. There are no significant judgments or adjustments applied to the transportation tariff inputs and no market perspective is required. Even if the transportation tariff input was considered to be a “model”, it would still be considered to be a Level 2 input as:

1)     The data is widely accepted and public
2)    The data is non-proprietary and sourced from an independent third party
3)    The data is observable and published

16
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


These additional adjustments are generally not considered to be significant to the ultimate recognized values.

Level 3
Inputs derived from a significant amount of unobservable market data. These include NJR's best estimate of fair value and are derived primarily through the use of internal valuation methodologies.

Assets and liabilities measured at fair value on a recurring basis are summarized as follows:
 
Quoted Prices in Active Markets for Identical Assets
Significant Other Observable Inputs
Significant Unobservable Inputs
 
(Thousands)
(Level 1)
(Level 2)
(Level 3)
Total
As of December 31, 2014:
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
—

 
 
$
15,313

 
 
$
—

 
$
15,313

Financial derivative contracts - natural gas
 
133,832

 
 
—

 
 
—

 
133,832

Available for sale equity securities - energy industry (1)
 
11,786

 
 
—

 
 
—

 
11,786

Other (2)
 
1,514

 
 
—

 
 
—

 
1,514

Total assets at fair value
 
$
147,132

 
 
$
15,313

 
 
$
—

 
$
162,445

Liabilities:
 
 
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
—

 
 
$
26,027

 
 
$
—

 
$
26,027

Financial commodity contracts - natural gas
 
70,717

 
 
—

 
 
—

 
70,717

Financial commodity contracts - foreign exchange
 
—

 
 
204

 
 
—

 
204

Total liabilities at fair value
 
$
70,717

 
 
$
26,231

 
 
$
—

 
$
96,948

As of September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
—

 
 
$
15,426

 
 
$
—

 
$
15,426

Financial derivative contracts - natural gas
 
54,451

 
 
—

 
 
—

 
54,451

Available for sale equity securities - energy industry (1)
 
10,672

 
 
—

 
 
—

 
10,672

Other (2)
 
1,299

 
 
—

 
 
—

 
1,299

Total assets at fair value
 
$
66,422

 
 
$
15,426

 
 
$
—

 
$
81,848

Liabilities:
 
 
 
 
 
 
 
 
 
 
Physical forward commodity contracts
 
$
—

 
 
$
30,910

 
 
$
—

 
$
30,910

Financial commodity contracts - natural gas
 
55,488

 
 
—

 
 
—

 
55,488

Financial commodity contracts - foreign exchange
 
—

 
 
155

 
 
—

 
155

Total liabilities at fair value
 
$
55,488

 
 
$
31,065

 
 
$
—

 
$
86,553

(1)
Included in other noncurrent assets on the Unaudited Condensed Consolidated Balance Sheets.
(2)
Includes various money market funds in Level 1.

6.
INVESTMENTS IN EQUITY INVESTEES

NJR's investments in equity investees includes the following investments as of:
(Thousands)
December 31,
2014
September 30,
2014
Steckman Ridge (1)
$
127,907

$
128,413

Iroquois
22,876

24,042

PennEast
1,103

555

Total
$
151,886

$
153,010

(1)
Includes loans with a total outstanding principal balance of $70.4 million for both December 31, 2014 and September 30, 2014. The loans accrue interest at a variable rate that resets quarterly and are due October 1, 2023.

NJR, through a subsidiary, NJR Pipeline Company, formed PennEast with five other investors, plans to construct and operate a 108-mile pipeline that will extend from northeast Pennsylvania to western New Jersey.

NJRES and NJNG have entered into transportation, storage and park and loan agreements with Steckman Ridge and Iroquois. In addition, NJNG has entered into a precedent capacity agreement with PennEast with an estimated service date of November 1, 2017. See Note 14. Related Party Transactions for more information on these intercompany transactions.

17
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


7.
EARNINGS PER SHARE

The following table presents the calculation of the Company's basic and diluted earnings per share for:
 
Three Months Ended
 
December 31,
(Thousands, except per share amounts)
2014
2013
Net income, as reported
$
123,320

$
7,693

Basic earnings per share


Weighted average shares of common stock outstanding-basic
42,276

42,021

Basic earnings per common share
$2.92
$0.18
Diluted earnings per share


Weighted average shares of common stock outstanding-basic
42,276

42,021

Incremental shares (1)
511

218

Weighted average shares of common stock outstanding-diluted
42,787

42,239

Diluted earnings per common share (2)
$2.88
$0.18
(1)
Incremental shares consist primarily of stock awards and performance shares.
(2)
There were no anti-dilutive shares excluded from the calculation of diluted earnings per share for the three months ended December 31, 2014, and 2013.

8.
COMMON STOCK EQUITY

Changes in common stock equity during the three months ended December 31, 2014, are as follows:
(Thousands)
Number of Shares
Common Stock
Premium on Common Stock
Accumulated Other Comprehensive (Loss) Income
Treasury Stock And Other
Retained Earnings
Total
Balance as of September 30, 2014
42,178

$
112,777

$
305,185

 
$
(5,594
)
 
$
(121,031
)
$
674,829

$
966,166

Net income
 
 
 
 
 
 
 
123,320

123,320

Other comprehensive income
 
 
 
 
875

 
 
 
875

Common stock issued under stock plans
564

1,258

25,099

 
 
 
3,046

 
29,403

Tax benefits from stock plans
 
 
(1,409
)
 
 
 
 
 
(1,409
)
Cash dividend declared ($.45 per share)
 
 
 
 
 
 
 
(19,023
)
(19,023
)
Treasury stock and other
(91
)
 
 
 
 
 
4,314

 
4,314

Balance as of December 31, 2014
42,651

$
114,035

$
328,875

 
$
(4,719
)
 
$
(113,671
)
$
779,126

$
1,103,646



18
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Accumulated Other Comprehensive Income

The following table presents the changes in the components of accumulated other comprehensive income, net of related tax effects:
(Thousands)
Available for Sale Securities
Cash Flow Hedges
Postemployment Benefit Obligation
Total
Balance as of September 30, 2014
$
4,782

 
$
(93
)
 
$
(10,283
)
 
$
(5,594
)
Other comprehensive income, net of tax
 
 
 
 
 
 
 
Other comprehensive income (loss), before reclassifications, net of tax of $(455), $9, $0, $(446)
659

 
(15
)
 
—

 
644

Amounts reclassified from accumulated other comprehensive income, net of tax of $0, $9, $(169), $(160)
—

 
(16
)
(1) 
247

(2) 
231

Net current-period other comprehensive income (loss), net of tax of $(455), $18, $(169), $(606)
659

 
(31
)
 
247

 
875

Balance as of December 31, 2014
$
5,441

 
$
(124
)
 
$
(10,036
)
 
$
(4,719
)
 
 
 
 
 
 
 
 
Balance as of September 30, 2013
$
5,400

 
$
12

 
$
(7,033
)
 
$
(1,621
)
Other comprehensive income, net of tax
 
 
 
 
 
 
 
Other comprehensive (loss), before reclassifications, net of tax of $214, $56, $0, $270
(310
)
 
(96
)
 
—

 
(406
)
Losses reclassified from accumulated other comprehensive income, net of tax of $0, $(36) $(111), $(147)
—

 
62

(1) 
161

(2) 
223

Net current-period other comprehensive (loss) income, net of tax of $214, $20, $(111), $123
(310
)
 
(34
)
 
161

 
(183
)
Balance as of December 31, 2013
$
5,090

 
$
(22
)
 
$
(6,872
)
 
$
(1,804
)
(1)
Consists of realized losses related to foreign currency derivatives, which are reclassified to gas purchases in the Unaudited Condensed Consolidated Statements of Operations.
(2)
Included in the computation of net periodic pension cost, a component of operations and maintenance expense in the Unaudited Condensed Consolidated Statements of Operations.

9.
DEBT

NJR and NJNG finance working capital requirements and capital expenditures through various short-term debt and long-term financing arrangements, including a commercial paper program, committed unsecured credit facilities and private placement debt shelf facilities.

Credit Facilities

A summary of NJR's credit facility and NJNG's commercial paper program and credit facility are as follows:
(Thousands)
December 31,
2014
 
September 30,
2014
 
Expiration Dates
NJR
 
 
 
 
 
Bank revolving credit facilities (1)
$
425,000

 
$
425,000

 
August 2017
Notes outstanding at end of period
$
80,000

 
$
148,000

 
 
Weighted average interest rate at end of period
1.06
%
 
1.08
%
 
 
Amount available at end of period (2)
$
327,345

 
$
256,484

 
 
Bank revolving credit facilities (3)
$
100,000

 
$
—

 
October 2015
Amount available at end of period
$
100,000

 
$
—

 
 
NJNG
 
 
 
 
 
Bank revolving credit facilities (1)
$
250,000

 
$
250,000

 
May 2019
Commercial paper outstanding at end of period
$
174,196

 
$
153,000

 
 
Weighted average interest rate at end of period
0.15
%
 
0.12
%
 
 
Amount available at end of period (4)
$
75,073

 
$
96,269

 
 
(1)
Committed credit facilities, which require commitment fees on the unused amounts.
(2)
Letters of credit outstanding total $17.7 million and $20.5 million as of December 31, 2014 and September 30, 2014, respectively, which reduces amount available by the same amount.
(3)
Uncommitted credit facilities, which require no commitment fees.
(4)
Letters of credit outstanding total $731,000 as of December 31, 2014 and September 30, 2014, which reduces the amount available by the same amount.

19
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


On October 24, 2014, NJR entered into a $100 million uncommitted line of credit agreement, with Santander Bank, N.A., expiring on October 24, 2015.

Amounts available under credit facilities are reduced by bank or commercial paper borrowings, as applicable, and any outstanding letters of credit. Neither NJNG nor the results of its operations are obligated or pledged to support the NJR credit or debt shelf facilities.

NJR Long-term Debt

Under the Prudential Facility, as of December 31, 2014, NJR had $50 million in notes at 3.25 percent due on September 17, 2022. On November 7, 2014, an additional $100 million in notes at 3.48 percent was issued and is due on November 7, 2024.

On September 26, 2013, NJR entered into an unsecured, uncommitted $100 million private placement shelf note agreement allowing NJR to issue senior notes during a three-year issuance period ending September 26, 2016. As of December 31, 2014, $100 million remains available for borrowing under this facility.

As of December 31, 2014, NJR had two series of notes outstanding in the amounts of $25 million at 1.94 percent, which will mature on September 15, 2015 and $25 million at 2.51 percent, which will mature on September 15, 2018, under an unsecured, uncommitted private placement shelf note agreement, which expired in May 2013.

NJNG Long-term Debt

On March 13, 2014, NJNG issued $70 million of 3.58 percent senior notes due March 13, 2024, and $55 million of 4.61 percent senior notes due March 13, 2044, secured by FMB in the private placement market pursuant to a note purchase agreement entered into on February 7, 2014.

NJNG received $7.2 million and $7.6 million in December 2014 and 2013, respectively, in connection with the sale-leaseback of its natural gas meters. NJNG records a capital lease obligation that is paid over the term of the lease and has the option to purchase the meters back at fair value upon expiration of the lease.

10.
EMPLOYEE BENEFIT PLANS

Pension and Other Postemployment Benefit Plans

The components of the net periodic cost for pension benefits, including the Company's Pension Equalization Plan, and OPEB costs (principally health care and life insurance) for employees and covered dependents were as follows:
 
Pension
OPEB
 
Three Months Ended
Three Months Ended
 
December 31,
December 31,
(Thousands)
2014
2013
2014
2013
Service cost
$
1,871

$
1,536

$
1,063

$
981

Interest cost
2,550

2,516

1,435

1,433

Expected return on plan assets
(4,272
)
(3,869
)
(1,244
)
(1,044
)
Recognized actuarial loss
1,745

1,399

736

625

Prior service cost amortization
28

28

(91
)
(89
)
Recognized net initial obligation
—

—

—

3

Net periodic benefit cost
$
1,922

$
1,610

$
1,899

$
1,909


20
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


The Company does not expect to be required to make additional contributions to fund the pension plans over the next three fiscal years based on current actuarial assumptions; however, funding requirements are uncertain and can depend significantly on changes in actuarial assumptions, returns on plan assets, interest rates and changes in the demographics of eligible employees and covered dependents. In addition, as in the past, the Company may elect to make contributions in excess of the minimum required amount to the plans. There were no discretionary contributions made during the three months ended December 31, 2014 and 2013.

11.
INCOME TAXES

NJR evaluates its tax positions to determine the appropriate accounting and recognition of potential future obligations associated with unrecognized tax benefits. During the three months ended December 31, 2014 and 2013, based on its analysis, the Company determined there was no need to recognize any liabilities associated with uncertain tax positions.

The effective tax rates for the three months ended December 31, 2014 and 2013, are 24.9 percent and 16.3 percent, respectively. The increased tax rate is due primarily to an increase in the pre-tax income that was forecasted as of December 31, 2014, compared with December 31, 2013. This increase is partially offset by the impact of higher forecasted ITCs, net of deferred taxes of $25.1 million for the fiscal year ended September 30, 2015, compared with $18.3 million for the fiscal year ended September 30, 2014, as well as increased forecasted PTCs of $2 million for the fiscal year ended September 30, 2015, compared with $187,000 for the fiscal year ended September 30, 2014. The effective tax rate can also be impacted by fluctuations in unrealized derivative gains and losses. During the three months ended December 31, 2014 and 2013, NJR recognized $88.7 million in unrealized gains and $65.7 million in unrealized losses, respectively.

To calculate the estimated annual effective tax rate, NJR considers tax credits associated with solar and wind projects that are probable of being completed and placed in service during the current fiscal year based on the best information available at each reporting period. The estimate includes an assessment of various factors, such as board of director approval, status of contractual agreements, permitting, regulatory approval and interconnection. Adjustments to the effective tax rate and management's estimates will occur as information and assumptions change.

As of December 31, 2014, the Company has state income tax net operating losses of approximately $169.7 million, which generally have a life of 20 years. The Company has recorded a deferred state tax asset of approximately $10 million on the Unaudited Condensed Consolidated Balance Sheets, reflecting the tax benefit associated with the loss carryforwards. In addition, as of December 31, 2014, the Company has recorded a valuation allowance of $211,000 because it believes that it is more likely than not that the deferred tax assets related to CR&R and NJR will expire unused. As of September 30, 2014, the Company had state income tax net operating losses of approximately $153.2 million, a deferred state tax asset of approximately $9 million and a valuation allowance of $212,000.

In addition, as of September 30, 2014, the Company had an ITC carryforward of approximately $7.5 million, all of which was generated in fiscal year 2014, and has a life of 20 years. The Company expects to utilize this entire carryforward, which will begin to expire in fiscal 2034.

12.
COMMITMENTS AND CONTINGENT LIABILITIES

Cash Commitments

NJNG has entered into long-term contracts, expiring at various dates through October 2032, for the supply, storage and transportation of natural gas. These contracts include current annual fixed charges of approximately $62.3 million at current contract rates and volumes, which are recoverable through BGSS.

For the purpose of securing storage and pipeline capacity, NJRES enters into storage and pipeline capacity contracts, which require the payment of certain demand charges by NJRES to maintain the ability to access such natural gas storage or pipeline capacity, during a fixed time period, which generally ranges from one to 10 years. Demand charges are established by interstate storage and pipeline operators and regulated by the FERC. These demand charges represent commitments to pay storage providers or pipeline companies for the right to store and/or transport natural gas utilizing their respective assets.


21
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Commitments as of December 31, 2014, for natural gas purchases and future demand fees for the next five fiscal year periods are as follows:
(Thousands)
2015
2016
2017
2018
2019
Thereafter
NJRES:
 
 
 
 
 
 
Natural gas purchases
$
272,131

$
106,975

$
5,673

$
—

$
—

$
—

Storage demand fees
21,019

15,503

4,274

2,520

1,782

2,598

Pipeline demand fees
61,654

50,559

23,246

15,079

7,212

7,838

Sub-total NJRES
$
354,804

$
173,037

$
33,193

$
17,599

$
8,994

$
10,436

NJNG:
 
 
 
 
 
 
Natural gas purchases
$
50,539

$
3,923

$
113

$
—

$
—

$
—

Storage demand fees
21,143

24,957

17,910

12,811

9,299

4,649

Pipeline demand fees
41,115

76,563

45,837

86,881

88,155

869,274

Sub-total NJNG
$
112,797

$
105,443

$
63,860

$
99,692

$
97,454

$
873,923

Total (1)
$
467,601

$
278,480

$
97,053

$
117,291

$
106,448

$
884,359

(1)
Does not include amounts related to intercompany asset management agreements between NJRES and NJNG.

Legal Proceedings

Manufactured Gas Plant Remediation

NJNG is responsible for the remedial cleanup of five MGP sites, dating back to gas operations in the late 1800s and early 1900s that contain contaminated residues from former gas manufacturing operations. NJNG is currently involved in administrative proceedings with the NJDEP, as well as participating in various studies and investigations by outside consultants, to determine the nature and extent of any such contaminated residues and to develop appropriate programs of remedial action, where warranted, under Administrative Consent Orders or Memoranda of Agreement with the NJDEP.

NJNG may recover its remediation expenditures, including carrying costs, over rolling seven-year periods pursuant to a RA approved by the BPU. In July 2013, NJNG requested approval of its MGP expenditures incurred through June 2013, as well as a reduction in the RA factor to $18.7 million annually. The petition was provisionally approved by the BPU on November 22, 2013, with rates effective December 1, 2013, and was approved on a final basis in July 2014. In September 2014, NJNG requested approval of its MGP expenditures incurred through June 2014 to recover $8.5 million annually related to the SBC RA factor. As of December 31, 2014, $26.2 million of previously incurred remediation costs, net of recoveries from customers and insurance proceeds, are included in regulatory assets on the Unaudited Condensed Consolidated Balance Sheets.

NJNG periodically, and at least annually, performs an environmental review of the MGP sites, including a review of potential liability for investigation and remedial action. NJNG estimated at the time of the most recent review that total future expenditures to remediate and monitor the five MGP sites for which it is responsible, including potential liabilities for Natural Resource Damages that might be brought by the NJDEP for alleged injury to groundwater or other natural resources concerning these sites, will range from approximately $151.3 million to $249.8 million. NJNG's estimate of these liabilities is based upon known facts, existing technology and enacted laws and regulations in place when the review was completed. Where it is probable that costs will be incurred, and the information is sufficient to establish a range of possible liability, NJNG accrues the most likely amount in the range. If no point within the range is more likely than the other, it is NJNG's policy to accrue the lower end of the range. Accordingly, as of December 31, 2014, NJNG recorded an MGP remediation liability and a corresponding regulatory asset of $177 million on the Unaudited Condensed Consolidated Balance Sheets, based on the most likely amount. The actual costs to be incurred by NJNG are dependent upon several factors, including final determination of remedial action, changing technologies and governmental regulations, the ultimate ability of other responsible parties to pay and any insurance recoveries.

NJNG will continue to seek recovery of MGP-related costs through the RA. However, because recovery of such costs is subject to BPU approval, there can be no assurance as to the ultimate recovery through the RA or the impact on the Company's results of operations, financial position or cash flows, which could be material. If any future regulatory position indicates that the recovery of such costs is not probable, the related non-recoverable costs would be charged to income in the period of such determination.


22
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


General

The Company is party to various other claims, legal actions and complaints arising in the ordinary course of business. In the Company's opinion, the ultimate disposition of these matters will not have a material effect on its financial condition, results of operations or cash flows.

13.
BUSINESS SEGMENT AND OTHER OPERATIONS DATA

NJR organizes its businesses based on its products and services as well as regulatory environment. As a result, the Company manages the businesses through the following reportable segments and other operations: the Natural Gas Distribution segment consists of regulated energy and off-system, capacity and storage management operations; the Energy Services segment consists of unregulated wholesale energy operations; the Clean Energy Ventures segment consists of capital investments in distributed power projects; the Midstream segment consists of NJR's investments in natural gas transportation and storage facilities; the Home Services and Other operations consist of heating, cooling and water appliance sales, installations and services, commercial real estate development, other investments and general corporate activities.

Information related to the Company's various business segments and other operations is detailed below:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Operating revenues
 
 
Natural Gas Distribution
 
 
External customers
$
208,727

$
233,469

Energy Services
 
 
External customers (1)
600,562

633,691

Intercompany
3,126

4,018

Clean Energy Ventures
 
 
External customers
6,235

2,173

Subtotal
818,650

873,351

Home Services and Other
 
 
External customers
8,600

9,072

Intercompany
411

202

Eliminations
(3,537
)
(4,220
)
Total
$
824,124

$
878,405

Depreciation and amortization
 
 
Natural Gas Distribution
$
10,545

$
9,835

Energy Services
22

12

Clean Energy Ventures
3,591

2,511

Midstream
2

1

Subtotal
14,160

12,359

Home Services and Other
238

207

Eliminations
(12
)
—

Total
$
14,386

$
12,566

Interest income (2)
 
 
Natural Gas Distribution
$
90

$
261

Midstream
239

268

Subtotal
329

529

Home Services and Other
—

—

Eliminations
(239
)
(233
)
Total
$
90

$
296

(1)
Includes sales to Canada, which accounted for 4.7 percent and 3.8 percent of total operating revenues during the three months ended December 31, 2014 and 2013, respectively.
(2)
Included in other income on the Unaudited Condensed Consolidated Statements of Operations.

23
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Interest expense, net of capitalized interest
 
 
Natural Gas Distribution
$
4,609

$
3,984

Energy Services
513

616

Clean Energy Ventures
1,817

1,186

Midstream
250

398

Subtotal
7,189

6,184

Home Services and Other
6

111

Total
$
7,195

$
6,295

Income tax provision (benefit)
 
 
Natural Gas Distribution
$
14,166

$
14,183

Energy Services
45,877

(11,273
)
Clean Energy Ventures
(19,721
)
(2,044
)
Midstream
1,492

996

Subtotal
41,814

1,862

Home Services and Other
(452
)
(191
)
Eliminations
(495
)
(166
)
Total
$
40,867

$
1,505

Equity in earnings of affiliates
 
 
Midstream
$
3,775

$
2,942

Eliminations
(980
)
(800
)
Total
$
2,795

$
2,142

Net financial earnings (loss)
 
 
Natural Gas Distribution
$
28,186

$
27,639

Energy Services
16,436

7,374

Clean Energy Ventures
9,008

3,614

Midstream
2,120

1,434

Subtotal
55,750

40,061

Home Services and Other
(592
)
(201
)
Eliminations
(49
)
—

Total
$
55,109

$
39,860

Capital expenditures
 
 
Natural Gas Distribution
$
36,748

$
35,401

Clean Energy Ventures
55,345

24,917

Subtotal
92,093

60,318

Home Services and Other
11

205

Total
$
92,104

$
60,523

Investments in equity investees
 
 
Midstream
$
547

$
—

Total
$
547

$
—


24
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


The chief operating decision maker of the Company is the Chief Executive Officer who uses NFE as a measure of profit or loss in measuring the results of the Company's segments and operations. A reconciliation of consolidated NFE to consolidated net income is as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Consolidated net financial earnings
$
55,109

$
39,860

Less:
 
 
Unrealized (gain) loss from derivative instruments and related transactions
(88,673
)
65,652

Effects of economic hedging related to natural gas inventory
(8,765
)
(22,880
)
Tax adjustments
29,227

(10,605
)
Consolidated net income
$
123,320

$
7,693


The Company uses derivative instruments as economic hedges of purchases and sales of physical gas inventory. For GAAP purposes, these derivatives are recorded at fair value and related changes in fair value are included in reported earnings. Revenues and cost of gas related to physical gas flow is recognized when the gas is delivered to customers. Consequently, there is a mismatch in the timing of earnings recognition between the economic hedges and physical gas flows. Timing differences occur in two ways:

•
Unrealized gains and losses on derivatives are recognized in reported earnings in periods prior to physical gas inventory flows; and

•
Unrealized gains and losses of prior periods are reclassified as realized gains and losses when derivatives are settled in the same period as physical gas inventory movements occur.

NFE is a measure of the earnings based on eliminating these timing differences, to effectively match the earnings effects of the economic hedges with the physical sale of gas. Consequently, to reconcile between GAAP and NFE, current period unrealized gains and losses on the derivatives are excluded from NFE as a reconciling item. Additionally, realized derivative gains and losses are also included in current period net income. However, NFE includes only realized gains and losses related to natural gas sold out of inventory, effectively matching the full earnings effects of the derivatives with realized margins on physical gas flows. NJR also calculates a quarterly tax adjustment based on an estimated annual effective tax rate for NFE purposes.

The Company's assets for the various business segments and business operations are detailed below:
(Thousands)
December 31,
2014
September 30,
2014
Assets at end of period:
 
 
Natural Gas Distribution
$
2,236,569

$
2,143,684

Energy Services
597,702

457,080

Clean Energy Ventures
450,030

380,707

Midstream
152,539

153,891

Subtotal
3,436,840

3,135,362

Home Services and Other
93,480

82,413

Intercompany assets (1)
(86,028
)
(58,971
)
Total
$
3,444,292

$
3,158,804

(1)
Consists of transactions between subsidiaries that are eliminated and reclassified in consolidation.


25
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


14.
RELATED PARTY TRANSACTIONS

NJRES may periodically enter into storage or park and loan agreements with its affiliated FERC-regulated natural gas storage facility, Steckman Ridge, or transportation agreements with its affiliated FERC-regulated interstate pipeline, Iroquois. As of December 31, 2014, NJRES has entered into storage and park and loan transactions with Steckman Ridge for varying terms, all of which will expire by October 31, 2020. Additionally, NJRES has transportation capacity with Iroquois that expires by October 31, 2020. Demand fees, net of eliminations, associated with both Steckman Ridge and Iroquois were $1.6 million and $1.6 million during the three months ended December 31, 2014 and 2013, respectively. As of December 31, 2014, NJRES had demand fees payable of $301,000 and $420,000 to Steckman Ridge and Iroquois, respectively, which are included in gas purchases payable. As of September 30, 2014, fees payable to Steckman Ridge and Iroquois, were $187,000 and $389,000, respectively.

In January 2010, NJNG entered into a 10-year agreement effective April 1, 2010, for 3 Bcf of firm storage capacity with Steckman Ridge. Under the terms of the agreement, NJNG incurs demand fees, at market rates, of approximately $9.3 million annually, a portion of which is eliminated in consolidation. These fees are recoverable through NJNG's BGSS mechanism and are included in regulatory assets. Additionally, NJNG has transportation capacity with Iroquois that expires by January 31, 2019. Demand fees, net of eliminations, associated with both Steckman Ridge and Iroquois were $1.6 million and $1.7 million during the three months ended December 31, 2014 and 2013, respectively. NJNG had demand fees payable to Steckman Ridge in the amount of $775,000 as of December 31, 2014 and September 30, 2014. NJNG had fees payable to Iroquois of $61,000 and $48,000 as of December 31, 2014 and September 30, 2014, respectively.

NJNG and NJRES have entered into various asset management agreements. Under the terms of these agreements, NJNG releases certain transportation and storage contracts to NJRES for the entire term of the agreements. NJNG retains the right to purchase market priced or fixed price storage gas from NJRES. As of December 31, 2014, NJNG and NJRES had three asset management agreements with expiration dates ranging from March 2015 through March 2016.

In the fourth quarter of fiscal 2014, NJNG entered into a 15 year transportation precedent agreement for committed capacity of 180,000 dths per day with PennEast with an estimated service date of November 1, 2017.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS                                                                                                                                                                                   

Critical Accounting Policies

A summary of NJR's critical accounting policies is included in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of its Annual Report on Form 10-K for the period ended September 30, 2014. NJR's critical accounting policies have not changed from those reported in the 2014 Annual Report on Form 10-K.

Recently Issued Accounting Standards

Refer to Note 2. Summary of Significant Accounting Policies for discussion of recently issued accounting standards.

Management's Overview

Consolidated

NJR is an energy services holding company providing retail natural gas service in New Jersey and wholesale natural gas and related energy services to customers primarily in the Gulf Coast, Mid-Continent, Appalachian, Northeastern and Western market areas of the U.S., as well as Canada, through its subsidiaries NJNG and NJRES. In addition, NJR invests in distributed power projects, midstream assets and provides various repair, sales and installations services. A more detailed description of NJR's organizational structure can be found in Item 1. Business of NJR's 2014 Annual Report on Form 10-K.

26
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Business Segments

NJR has four primary business segments as presented in the chart below:
 

In addition to the four business segments, NJR has non-utility operations that either provide corporate support services or do not meet management's criteria to be treated as a separate business segment. These operations, which comprise Home Services and Other, include: appliance repair services, sales and installations at NJRHS; energy-related ventures at NJR Energy and commercial real estate holdings at CR&R.

Net income (loss) by business segment and operations are as follows:
 
 
Three Months Ended
 
 
December 31,
(Thousands)
 
2014
 
2013
Net income (loss)
 
 
 
 
 
 
Natural Gas Distribution
 
$
28,186

23
 %
 
$
27,639

359
 %
Energy Services
 
78,887

64

 
(19,386
)
(252
)
Clean Energy Ventures
 
15,607

12

 
(1,508
)
(19
)
Midstream
 
2,120

2

 
1,434

19

Home Services and Other
 
(592
)
—

 
(201
)
(3
)
Eliminations (1)
 
(888
)
(1
)
 
(285
)
(4
)
Total
 
$
123,320

100
 %
 
$
7,693

100
 %
(1)
Consists of transactions between subsidiaries that are eliminated in consolidation.

The increase in net income during the three months ended December 31, 2014, compared with the three months ended December 31, 2013 was primarily driven by:

•
an increase at NJRES due primarily to gains on derivative instruments during the current period compared with losses during the prior period as a result of timing differences in the settlement of certain economic hedges; and

•
an increase at NJRCEV due primarily to increases in forecasted ITCs and SREC sales.

The primary drivers of the changes noted above are described in more detail in the individual segment discussions.

27
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Assets by business segment and operations are as follows:
(Thousands)
December 31,
2014
 
September 30,
2014
Assets
 
 
 
 
 
Natural Gas Distribution
$
2,236,569

65
 %
 
$
2,143,684

68
 %
Energy Services
597,702

17

 
457,080

14

Clean Energy Ventures
450,030

13

 
380,707

12

Midstream
152,539

4

 
153,891

5

Home Services and Other
93,480

3

 
82,413

3

Intercompany assets (1)
(86,028
)
(2
)
 
(58,971
)
(2
)
Total
$
3,444,292

100
 %
 
$
3,158,804

100
 %
(1)
Consists of transactions between subsidiaries that are eliminated in consolidation.

The increase in assets during the three months ended December 31, 2014, included additional utility plant expenditures at our Natural Gas Distribution segment and solar and wind expenditures at Clean Energy Ventures along with increased receivables at NJRES.

Management of the Company uses NFE, a non-GAAP financial measure, when evaluating the operating results of its Energy Services and its Clean Energy Ventures segments.

Energy Services economically hedges its natural gas inventory with financial derivative instruments. NFE is a measure of the earnings based on eliminating timing differences surrounding the recognition of certain gains or losses, to effectively match the earnings effects of the economic hedges with the physical sale of gas and, therefore, eliminates the impact of volatility to GAAP earnings associated with the derivative instruments.

For NFE purposes at Clean Energy Ventures, an annual estimated effective tax rate is calculated and any necessary quarterly tax adjustment is applied to NJRCEV, as such adjustment is related to tax credits generated.

Non-GAAP financial measures are not in accordance with, or an alternative to GAAP, and should be considered in addition to, and not as a substitute for, the comparable GAAP measure.

The following is a reconciliation of consolidated net income, the most directly comparable GAAP measure, to NFE:
 
Three Months Ended
 
December 31,
($ in Thousands)
2014
 
2013
Net income
$
123,320

 
$
7,693

Add:
 
 
 
Consolidated unrealized (gain) loss on derivative instruments
(88,673
)
 
65,652

Effects of economic hedging related to natural gas inventory
(8,765
)
 
(22,880
)
Tax adjustments
29,227

 
(10,605
)
Net financial earnings
$
55,109

 
$
39,860



28
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

NFE by business segment and other operations, discussed in more detail within the operating results sections of each segment, is summarized as follows:
 
Three Months Ended
 
December 31,
($ in Thousands)
2014
 
2013
Net financial earnings (loss)
 
 
 
 
 
Natural Gas Distribution
$
28,186

51
 %
 
$
27,639

69
%
Energy Services
16,436

30

 
7,374

18

Clean Energy Ventures
9,008

16

 
3,614

9

Midstream
2,120

4

 
1,434

4

Home Services and Other
(592
)
(1
)
 
(201
)
—

Eliminations (1)
(49
)
—

 
—

—

Total
$
55,109

100
 %
 
$
39,860

100
%
(1)
Consists of transactions between subsidiaries that are eliminated in consolidation.

The increase in NFE during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, was primarily driven by:

•
an increase at NJRES due primarily to higher financial margin generated as a result of periods of volatility, which had a positive impact on the value of NJRES’ pipeline and storage capacity assets; and

•
an increase at NJRCEV due primarily to increases in forecasted ITCs and SREC sales.

Natural Gas Distribution Segment

Overview

Our Natural Gas Distribution segment is comprised of NJNG, a natural gas utility that provides regulated retail natural gas service in central and northern New Jersey and also participates in the off-system sales and capacity release markets. As a regulated company, NJNG is required to recognize the impact of regulatory decisions on its financial statements. See Note 3. Regulation in the accompanying Unaudited Condensed Consolidated Financial Statements for a more detailed discussion on regulatory actions, including filings related to programs and associated expenditures as well as rate requests related to recovery of costs.

Our Natural Gas Distribution segment has approximately 509,600 residential and commercial customers in its service territory. The business is subject to various risks, such as those associated with adverse economic conditions, that can negatively impact customer growth, operating and financing costs, fluctuations in commodity prices and customer conservation efforts, which can impact customer usage, certain regulatory actions, environmental remediation and severe weather conditions. It is often difficult to predict the impact of events or trends associated with these risks.

In addition, NJNG's business is seasonal by nature, as weather conditions directly influence the volume of natural gas delivered. Specifically, customer demand substantially increases during the winter months when natural gas is used for heating purposes. As a result, NJNG receives most of its gas distribution revenues during the first and second fiscal quarters and is subject to variations in earnings and working capital during the year.

NJNG's operations are managed with the goal of providing safe and reliable service, growing its customer base, diversifying its margin, promoting clean energy programs and mitigating the risks discussed above, through several key initiatives including:

•
Earning a reasonable rate of return on the investments in its natural gas distribution and transmission systems, as well as timely recovery of all prudently incurred costs in order to provide safe and reliable service throughout NJNG's territory:

-    NJNG is required by the BPU to file a base rate case no later than November 15, 2015;

•
Continuing to invest in the safety and integrity of its infrastructure;

•
Managing its customer growth rate, which NJNG expects to be approximately 1.6 percent annually over the next two years;

•
Maintaining a collaborative relationship with the BPU on regulatory initiatives, including:

29
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             


-    planning and authorization of infrastructure investments;

-    pursuing rate and regulatory strategies to stabilize and decouple margin, including CIP;

-    utilizing BGSS incentive programs through BPU-approved mechanisms to reduce gas costs and generate earnings; and

-    administering and promoting NJNG's BPU-approved SAVEGREEN project;

•
Managing the volatility of wholesale natural gas prices through a hedging program designed to keep customers' BGSS rates as stable as possible; and

•
Working to manage its financial obligations related to remediation activities associated with its MGP sites.

Infrastructure projects

NJNG has significant annual capital expenditures associated with the management of its natural gas distribution and transmission system, including new utility plant for customer growth and its associated PIM and infrastructure programs.

AIP and SAFE

NJNG has implemented BPU-approved infrastructure projects that are designed to enhance the reliability of NJNG's gas distribution system, including AIP and SAFE. As of December 31, 2014, NJNG has received regulatory approval to recover approximately $15.3 million annually through its base tariff rates related to AIP.

In October 2012, the BPU approved a stipulation allowing NJNG to implement the SAFE program whereby NJNG is replacing portions of its gas distribution unprotected steel and cast iron infrastructure over a four-year period. The SAFE program was authorized by the BPU to earn an overall weighted average cost of capital of 6.9 percent, with a return on equity of 9.75 percent. NJNG will seek to recover $130 million in its next base rate case to be filed no later than November 15, 2015.

NGV Advantage

In June 2012, the BPU approved a pilot program for NJNG to invest up to $10 million to build NGV refueling stations in Monmouth, Ocean and Morris counties. As of December 31, 2014, NJNG continues the development of three NGV stations. In April 2014, the BPU approved NJNG's request to include the cost recovery of its NGV capital investments in its next base rate case to be filed no later than November 15, 2015. In addition, the BPU approved a deferred accounting methodology related to the NGV investment costs consistent with NJNG's SAFE Program. The NGV program was authorized by the BPU to earn an overall weighted average cost of capital of 7.1 percent, including a return on equity of 10.3 percent. A portion of the proceeds from the utilization of the compressed natural gas equipment, along with any available federal and state incentives, will be credited back to ratepayers to help offset the cost of this investment.

NJ RISE

NJNG filed a petition with the BPU in September 2013, seeking approval of NJ RISE, which consists of six capital investment projects estimated to cost $102.5 million, excluding AFUDC, for gas distribution storm hardening and mitigation projects, along with associated O&M expenses. The submission was made in response to a March 2013 BPU order, initiating a proceeding to investigate prudent, cost efficient and effective opportunities to protect New Jersey's utility infrastructure from future major storm events. These system enhancements are intended to minimize service impacts during extreme weather events to customers that live in the most storm prone areas of NJNG's service territory. In the filing, NJNG proposed the recovery of its capital costs associated with NJ RISE through an annual adjustment to its base rate. In July 2014, the BPU approved a Stipulation of Settlement related to the recovery of the proposed NJ RISE capital infrastructure program to include a May 2015 filing to recover costs through July 31, 2015, through an adjustment to base rates as of November 1, 2015. Additional capital and O&M cost recovery will be included in NJNG's next base rate case scheduled to be filed no later than November 15, 2015.


30
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Liquefaction

NJNG is in the design and procurement phase of its Liquefaction project, which when completed, will allow NJNG to convert natural gas into LNG, which will then be used to fill NJNG's existing LNG storage tanks. Capital cost recovery will be included in NJNG's next base rate case scheduled to be filed no later than November 15, 2015.

Other

NJNG is exploring additional system enhancements that are designed to support improved reliability in the southern portion of its service territory, referred to as the Southern Reliability Link.

Below is a summary of estimated capital expenditures for the current and subsequent fiscal years:
(Millions)
2015
2016
Customer growth
$
26.8

$
26.9

System maintenance and other
66.9

54.4

SAFE
41.2

39.0

Superstorm Sandy
5.0

—

NGV Advantage
4.2

—

NJ RISE
7.0

14.7

Liquefaction/LNG
11.9

11.8

Southern Reliability
19.3

86.9

Total
$
182.3

$
233.7


Estimated capital expenditures are reviewed on a regular basis and may vary based on the ongoing effects of regulatory oversight, environmental regulations, unforeseen events and the ability to access capital.

Customer growth

In conducting NJNG's business, management focuses on factors it believes may have significant influence on its future financial results. NJNG's policy is to work with all stakeholders, including customers, regulators and policymakers, to achieve favorable results. These factors include the rate of NJNG's customer growth in its service territory, which can be influenced by political and regulatory policies, the delivered cost of natural gas compared with competing fuels, interest rates and general economic and business conditions.

During the three months ended December 31, 2014 and 2013, respectively, NJNG added 2,581 and 2,129 new customers and converted 183 and 137 existing customers to natural gas heat and other services. This customer growth represents an estimated increase of approximately $1.5 million annually to utility gross margin assuming normal weather and usage. In addition, NJNG currently expects to add approximately 15,000 to 17,000 new customers during the two-year period of fiscal 2015 and 2016. Based on information from municipalities and developers, as well as external industry analysts and management's experience, NJNG estimates that approximately 50 percent of the growth will come from new construction markets and another 50 percent from customer conversions to natural gas from other fuel sources. This new customer and conversion growth would increase utility gross margin under NJNG's base rates by approximately $4.2 million annually, as calculated under NJNG's CIP tariff. See the Natural Gas Distribution Results of Operations section of Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations for a definition and further discussion of utility gross margin.

SAVEGREEN

SAVEGREEN conducts home energy audits and provides various grants, incentives and financing alternatives, that are designed to encourage the installation of high efficiency heating and cooling equipment and other energy efficiency upgrades. Depending on the specific incentive or approval, NJNG recovers costs associated with the programs over a two to 10-year period through a tariff rider mechanism. The recovery includes a weighted average cost of capital that ranges from 6.9 percent, with a return on equity of 9.75 percent, to 7.76 percent, with a return on equity of 10.3 percent. Since inception, the BPU has approved total SAVEGREEN investments of approximately $144.2 million, of which, $98.7 million in grants, rebates and loans has been provided to customers, with a total annual recovery of approximately $20 million.


31
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

On December 16, 2014, NJNG filed a petition with the BPU to extend SAVEGREEN through June 30, 2018, with minor modifications.

Conservation Incentive Program

The CIP facilitates normalizing NJNG's utility gross margin for variances not only due to weather but also for other factors affecting customer usage, such as conservation and energy efficiency. In May 2014, the BPU approved the continuation of the CIP program with no expiration date; however, it will be subject to review in a 2017 rate filing. In September 2014, the BPU provisionally approved a reduction to NJNG's CIP rates to be effective October 1, 2014 and, which, will result in a 4.3 percent reduction to the average residential heat customer's bill.

NJNG's total utility firm gross margin includes the following adjustments related to the CIP mechanism:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Weather (1)
$
2,254

$
81

Usage
3,224

2,340

Total
$
5,478

$
2,421

(1)
Compared with the CIP 20-year average, weather was 2 percent warmer-than-normal during the three months ended December 31, 2014, and 2.6 percent colder-than-normal during the three months ended December 31, 2013.

Commodity prices

Our Natural Gas Distribution segment is affected by the price of natural gas, which can have a significant impact on our cash flows, short-term financing costs, the price of natural gas charged to our customers through the BGSS clause, our ability to collect accounts receivable, which impacts our bad debt expense, and our ability to maintain a competitive advantage over other fuel sources. Natural gas commodity prices may experience high volatility as shown in the graph below for the three months ended December 31, 2014 and 2013, which illustrates the daily natural gas prices(1) in the northeast market region, also known as Tetco M-3:
(1) Data source from Platts, a division of McGraw Hill Financial.

32
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

The maximum daily price was $4.70 and $11.01 and the minimum daily price was $1.15 and $3.11 for the three months ended December 31, 2014 and 2013, respectively. A more detailed discussion of the impacts of the price of natural gas on operating revenues, gas purchases and cash flows can be found in the Results of Operations and Cash Flow sections of Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

BGSS

Recovery of natural gas costs

NJNG's cost of gas is passed through to our customers, without markup, by applying NJNG's authorized BGSS tariff rate to actual therms delivered. There is no utility gross margin associated with BGSS costs; therefore, changes in such costs do not impact NJNG's earnings. NJNG monitors its actual gas costs in comparison to its tariff rates to manage its cash flows associated with its allowed recovery of gas costs, which is facilitated through BPU-approved deferred accounting and the BGSS pricing mechanism. Accordingly, NJNG occasionally adjusts its periodic BGSS tariff rates or can issue credits or refunds, as appropriate, for its residential and small commercial customers when the commodity cost varies from the existing BGSS tariff rate. BGSS tariff rates for its large commercial customers are adjusted monthly based on NYMEX prices.

On October 1, 2014, NJNG implemented a decrease to its BGSS rate for residential sales and general service small sales customers resulting in a 5 percent decrease to the average residential heat customer's bill. Refer to Note 3. Regulation in the accompanying Unaudited Condensed Consolidated Financial Statements, for a discussion of BGSS rate actions.

BGSS Incentive Programs

NJNG is eligible to receive financial incentives through October 31, 2015, for reducing BGSS costs through a series of utility gross margin-sharing programs that include off-system sales, capacity release, storage incentive and FRM programs that are designed to encourage better utilization and hedging of its natural gas supply, transportation and storage assets. Depending on the program, NJNG shares 80 or 85 percent of utility gross margin generated by these programs with firm customers. Should performance of the existing incentives or market conditions warrant, NJNG is permitted to propose a process to re-evaluate and discuss alternative incentive programs annually.

Utility gross margin from incentive programs was $4.2 million and $2.5 million during the three months ended December 31, 2014 and 2013, respectively. A more detailed discussion of the impacts to utility gross margin can be found in the Results of Operations section of Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Hedging

In order to provide relative price stability to its natural gas supply portfolio, NJNG employs a hedging strategy with the goal of having at least 75 percent of the Company's projected winter gas purchase volumes hedged by each November 1 and at least 25 percent of the gas purchase requirements hedged for the following April through March period. This is accomplished with the use of various financial instruments including futures, swaps and options used in conjunction with commodity and/or weather-related hedging activity.

Environmental remediation

NJNG is responsible for the environmental remediation of five MGP sites, which contain contaminated residues from former gas manufacturing operations that ceased operating at these sites by the mid-1950s and, in some cases, had been discontinued many years earlier. Actual MGP remediation costs may vary from management's estimates due to the developing nature of remediation requirements, regulatory decisions by the NJDEP and related litigation. NJNG reviews these costs at the end of each fiscal year and adjusts its liability and corresponding regulatory asset as necessary to reflect its expected future remediation obligation. Accordingly, as of December 31, 2014, NJNG recognized a regulatory asset and an obligation of $177 million, a decrease of $6.6 million, compared with the prior fiscal year.

NJNG is currently authorized to recover remediation costs of approximately $18.7 million annually, which is based on expenditures incurred through June 30, 2013. In September 2014, NJNG submitted its SBC filing requesting approval of its MGP expenditures incurred through June 30, 2014, and to recover $8.5 million annually related to the RA.

33
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Superstorm Sandy

In November 2012, NJNG filed a petition with the BPU requesting deferral accounting for uninsured incremental O&M costs associated with Superstorm Sandy, which was subsequently approved in May 2013. In addition, NJNG requested that the review of and the appropriate recovery period for such deferred expenses be addressed in NJNG's next base rate case. On October 22, 2014, the BPU approved, as prudent and reasonable, deferred O&M storm costs of $15.2 million to be recovered in NJNG's next base rate case to be filed no later than November 15, 2015. As of December 31, 2014 and September 30, 2014, NJNG had $15.2 million of these costs as a regulatory asset on the Unaudited Condensed Consolidated Balance Sheets.

Interest Rate Risk

Due to the capital-intensive nature of NJNG's operations and the seasonal nature of its working capital requirements, significant changes in interest rates can also impact NJNG's results. A more detailed discussion can be found in the Liquidity and Capital Resources and Cash Flow sections of Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Operating Results

Utility Gross Margin

NJNG's utility gross margin is a non-GAAP financial measure defined as natural gas revenues less natural gas purchases, sales tax, and regulatory rider expenses, and may not be comparable to the definition of gross margin used by others in the natural gas distribution business and other industries. Management believes that utility gross margin provides a more meaningful basis than revenue for evaluating utility operations since natural gas costs, sales tax and regulatory rider expenses are included in operating revenue and passed through to customers and, therefore, have no effect on utility gross margin. Non-GAAP financial measures are not in accordance with, or an alternative to, GAAP and should be considered in addition to, and not as a substitute for, the comparable GAAP measure.

NJNG's operating results are as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Utility gross margin
 
 
Operating revenues
$
208,727

$
233,469

Less:
 
 
Gas purchases (1)
88,568

115,544

Energy and other taxes
11,528

14,629

Regulatory rider expense
21,463

19,832

Total utility gross margin
87,168

83,464

Operation and maintenance expenses
29,980

27,252

Depreciation and amortization
10,545

9,835

Other taxes not reflected in utility gross margin
1,079

1,074

Operating income
45,564

45,303

Other income
1,397

503

Interest expense, net of capitalized interest
4,609

3,984

Income tax provision
14,166

14,183

Net income
$
28,186

$
27,639

(1)
Includes related party transactions of approximately $1.6 million and $1.7 million for the three months ended December 31, 2014 and 2013, respectively.


34
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Operating revenues decreased by 10.6 percent, and gas purchases decreased by 23.3 percent, respectively, during the three months ended December 31, 2014, compared with the three months ended December 31, 2013. The factors contributing to the (decreases) increases in operating revenues and gas purchases are as follows:
 
Three Months Ended
 
December 31,
 
2014 v. 2013
(Millions)
Operating
revenue
Gas
purchases
Average BGSS rates (1)
$
(13.5
)
$
(12.6
)
Off-system sales
(12.0
)
(11.9
)
Firm sales
(3.4
)
(0.7
)
CIP adjustments
3.1

—

Other
1.1

(1.8
)
Total (decrease)
$
(24.7
)
$
(27.0
)
(1)
Operating revenue includes changes in sales tax of $(.9) million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013.

A decrease in BGSS rates during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, contributed to decreases in operating revenues and gas purchases, as well as a decrease in off-system sales, which was due primarily to a 20.9 percent reduction in volumes and a 14.2 percent decrease in the average price of gas sold. A decrease in usage related primarily to weather being 4.6 percent warmer during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, also contributed to decreases in operating revenues and gas purchases associated with firm sales. These decreases were partially offset by an increase in CIP adjustments of $2.2 million related to weather and $884,000 related to usage. Other includes changes in rider rates, including those related to SAVEGREEN, NJCEP and other programs.

The following provides more information on the components of utility gross margin and associated throughput (Bcf) of natural gas delivered to customers:
 
Three Months Ended
 
December 31,
 
2014
 
2013
($ in thousands)
Margin
Bcf
 
Margin
Bcf
Utility gross margin/throughput
 
 
 
 
 
Residential
$
52,844

12.4

 
$
50,560

12.5

Commercial, industrial and other
13,760

2.3

 
13,000

2.4

Firm transportation
16,254

5.8

 
17,321

5.0

Total utility firm gross margin/throughput
82,858

20.5

 
80,881

19.9

BGSS incentive programs
4,177

52.9

 
2,456

35.8

Interruptible
133

2.9

 
127

1.6

Total utility gross margin/throughput
$
87,168

76.3

 
$
83,464

57.3


Utility Firm Gross Margin

Utility firm gross margin is earned from residential and commercial customers who receive natural gas service from NJNG through either sales tariffs, which include a commodity and delivery component, or transportation tariffs, which include a delivery component only. The transfer of customers between sales and throughput has no impact on NJNG's total utility firm gross margin since distribution tariff rates are the same for these customer classes.


35
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

The factors contributing to the increases in utility firm gross margin are as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014 v. 2013
Customer impact
 
$
1,594

 
SAVEGREEN
 
355

 
AIP
 
28

 
Total increase
 
$
1,977

 

The increase in utility firm gross margin during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, was due primarily to increases in revenue related to customer growth.

The decrease in firm transportation margin is due primarily to transfers of customers to residential and commercial sales as a result of customers returning to NJNG from third party natural gas providers in NJNG's distribution territory. The transfer of customers has no impact on NJNG's total utility firm gross margin since distribution tariff rates are the same for these customer classes.

NJNG's total customers include the following:
 
December 31,
2014
December 31,
2013
Firm customers
 
 
Residential
428,088

410,546

Commercial, industrial & other
26,697

25,889

Residential transport
44,304

54,437

Commercial transport
10,408

10,682

Total firm customers
509,497

501,554

Other
76

88

Total customers
509,573

501,642


NJNG added 2,581 and 2,129 new customers and converted 183 and 137 existing customers to natural gas heat and other services during the three months ended December 31, 2014 and 2013, respectively. This customer growth represents an estimated annual increase of approximately .3 Bcf in sales to firm customers, assuming normal weather and usage, which would contribute approximately $1.5 million annually to utility gross margin.

BGSS Incentive Programs

The factors contributing to the increases in utility gross margin generated by BGSS incentive programs are as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014 v. 2013
Capacity release
 
$
1,270

 
Storage
 
335

 
FRM
 
199

 
Off-system sales
 
(83
)
 
Total increase
 
$
1,721

 

The increase during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, was due primarily to increased capacity release margins due primarily to an increase in the amount of volumes released and the value of capacity, as well as increased margins in the storage incentive program, which were due to lower natural gas prices at injection points and the timing of storage injections.


36
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Operation and Maintenance Expense

A summary and description of the factors contributing to the increases in O&M are as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014 v. 2013
Compensation and benefits
 
$
1,069

 
Bad debt
 
534

 
Maintenance and repairs
 
421

 
Shared corporate costs
 
359

 
Consulting
 
243

 
Other
 
102

 
Total increase
 
$
2,728

 

The increase in O&M during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, was due primarily to increases in overtime and health care costs, an increase in write-offs of customer receivables, higher software maintenance, contractors and tax audit expenses.

Depreciation Expense

Depreciation expense increased $710,000 during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, as a result of additional utility plant being placed into service.

Operating Income

Operating income increased $261,000, during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to the increase in total utility gross margin of $3.7 million, offset by the increases in O&M and depreciation expense, as previously discussed.

Net Income

Net income increased 2 percent during the three months ended December 31, 2014, compared with the three months ended December 31, 2013. The increase was due primarily to the increased operating income, as previously discussed and an increase in other income due to the return on investments related to the SAFE program, offset by an increase in interest expense associated with new long-term debt issued offset by the retirement of a private placement bond in March 2014.

Energy Services Segment

Overview

NJRES is an unregulated provider of physical natural gas services and customized energy solutions. The market areas in which it operates include the Gulf Coast, Mid-Continent, Appalachian, Northeastern and Western regions in the U.S., as well as Canada.

NJRES focuses on creating value from its natural gas assets, which are typically amassed through contractual rights to natural gas transportation and storage capacity within the regions that encompass its market area. Through the use of its capacity contracts, NJRES is able to take advantage of pricing differences between geographic locations, commonly referred to as “locational” or “basis” spreads in addition to pricing differences over specific periods of time commonly referred to as “time spreads.” To monetize these differences, NJRES may enter into contracts that call for the future delivery and/or sale of physical natural gas and simultaneously enters into financial derivative contracts to establish an initial financial margin for each of its forecasted physical commodity transactions. Financial instruments are utilized to economically hedge natural gas inventory that will be sold at a future date, all of which were contemplated as part of an entire forecasted transaction. The financial derivative contracts serve to protect the cash flows of the transaction from volatility in commodity prices and primarily include exchange-traded futures, options, and swap contracts. Typically, periods of increased price volatility provide NJRES with additional arbitrage opportunities to generate margin by improving the respective time or locational spreads on a forward basis.


37
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Predominantly all of NJRES' physical purchases and sales of natural gas result in the physical delivery of natural gas. NJRES accounts for its physical commodity contracts and its financial derivative instruments at fair value on the Unaudited Condensed Consolidated Balance Sheets. Changes in the fair value of these contracts are included in earnings as a component of operating revenue or gas purchases, as appropriate, on the Unaudited Condensed Consolidated Statements of Operations. Volatility in reported net income at NJRES can occur over periods of time due to changes in the fair value of derivatives, as well as timing differences related to certain transactions. Unrealized gains and losses can fluctuate as a result of changes in the price of natural gas from the original hedge price compared with the market price of natural gas at each reporting date. Volatility in earnings also occurs as a result of timing differences between the settlement of financial derivatives and the sale of the corresponding physical natural gas that was economically hedged. When a financial instrument settles and the natural gas is placed in inventory, the realized gains and losses associated with the financial instrument are recognized in earnings. However, the gains and losses associated with the economically hedged natural gas are not recognized in earnings until the natural gas inventory is sold, at which time NJRES realizes the entire margin on the transaction.

Operating Results

NJRES' financial results are summarized as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Operating revenues
$
603,688

$
637,709

Gas purchases (including demand charges(1))
474,947

663,787

Gross margin
128,741

(26,078
)
Operation and maintenance expenses
2,988

3,585

Depreciation and amortization
22

12

Other taxes
454

368

Operating income (loss)
125,277

(30,043
)
Interest expense, net
513

616

Income tax provision (benefit)
45,877

(11,273
)
Net income (loss)
$
78,887

$
(19,386
)
(1)
Costs associated with pipeline and storage capacity that are expensed over the term of the related contracts, which generally varies from less than one year to ten years.

As of December 31, 2014, NJRES' portfolio of financial derivative instruments was comprised of:

•
83.2 Bcf of net short futures contracts, inclusive of multiple market locations

•
1.2 Bcf of net long option positions

As of December 31, 2013, NJRES' portfolio of financial derivative instruments was comprised of:

•
73.0 Bcf of net short futures contracts, inclusive of multiple market locations

•
0.9 Bcf of net long option positions

Operating Revenues and Gas Purchases

Operating revenues decreased $34 million and gas purchases decreased $188.8 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to lower average gas prices and volumes due to warmer weather. The decrease in gas purchases was also due to the increase of $155.2 million in unrealized gains as a result of timing differences in the settlement of certain economic hedges.

Gross Margin

Gross margin during the three months ended December 31, 2014, was higher by approximately $154.8 million compared with the three months ended December 31, 2013, due primarily to the decrease in operating revenues and gas purchases as described above.

38
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Net Income

Net income increased $98.3 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to the increase in gross margin as previously discussed, partially offset by the related increase in income tax provision.

Non-GAAP Financial Measures

Management uses non-GAAP financial measures, noted as “financial margin” and “NFE,” when evaluating the operating results of NJRES. Financial margin and NFE are measures of margin and earnings based on eliminating timing differences associated with certain derivative instruments, as discussed above. Management views these measures as more representative of the overall expected economic result and uses these measures to compare NJRES' results against established benchmarks and earnings targets as these measures eliminate the impact of volatility on GAAP earnings as a result of timing differences associated with these derivative instruments. To the extent that there are unanticipated changes in the markets or to the effectiveness of the economic hedges, NJRES' non-GAAP results can differ from what was originally planned at the beginning of the transaction. Non-GAAP financial measures are not in accordance with, or an alternative to GAAP, and should be considered in addition to, and not as a substitute for the comparable GAAP measure.

When NJRES reconciles the most directly comparable GAAP measure to both financial margin and NFE, the current period unrealized gains and losses on the derivatives are excluded as a reconciling item. Financial margin and NFE also exclude the effects of economic hedging of the value of our natural gas in storage and, therefore, only include realized gains and losses related to natural gas sold out of inventory, effectively matching the full earnings effects of the derivatives with realized margins on the related physical gas flows.

Financial Margin

The following table is a computation of NJRES' financial margin:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Operating revenues
$
603,688

$
637,709

Less: Gas purchases
474,947

663,787

Add:
 
 
Unrealized (gain) loss on derivative instruments and related transactions (1)
(90,000
)
65,201

Effects of economic hedging related to natural gas inventory
(8,765
)
(22,880
)
Financial margin
$
29,976

$
16,243

(1)
Includes unrealized gains related to an intercompany transaction between NJNG and NJRES that are eliminated in consolidation of approximately $1.3 million and $451,000 for the three months ended December 31, 2014 and 2013, respectively.

A reconciliation of operating income, the closest GAAP financial measurement, to NJRES' financial margin is as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Operating income (loss)
$
125,277

$
(30,043
)
Add:
 
 
Operation and maintenance expenses
2,988

3,585

Depreciation and amortization
22

12

Other taxes
454

368

Subtotal - Gross margin
128,741

(26,078
)
Add:
 
 
Unrealized (gain) loss on derivative instruments and related transactions
(90,000
)
65,201

Effects of economic hedging related to natural gas inventory
(8,765
)
(22,880
)
Financial margin
$
29,976

$
16,243



39
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Financial margin increased $13.7 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, as a result of the seasonal volatility caused by the preparation for winter weather and related forecast variability, which had a positive impact on the value of NJRES’ pipeline and storage capacity assets.

Net Financial Earnings

A reconciliation of NJRES' net income (loss), the most directly comparable GAAP financial measurement to NFE is as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Net income (loss)
$
78,887

$
(19,386
)
Add:
 
 
Unrealized (gain) loss on derivative instruments and related transactions
(90,000
)
65,201

Effects of economic hedging related to natural gas inventory
(8,765
)
(22,880
)
Tax adjustments
36,314

(15,561
)
Net financial earnings
$
16,436

$
7,374


NFE increased $9.1 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to the increase in financial margin as previously discussed.

Future results are subject to NJRES' ability to expand its wholesale marketing activities and are contingent upon many other factors, including an adequate number of appropriate and credit qualified counterparties, volatility in the natural gas market, availability of transportation and storage arbitrage opportunities, sufficient liquidity in the overall energy trading market, supply and demand for natural gas and continued access to liquidity in the capital markets.

Clean Energy Ventures Segment

Overview

Our Clean Energy Ventures segment actively pursues opportunities in the clean energy markets, including solar, wind and combined heat and power. Clean Energy Ventures has entered into various agreements to install solar equipment involving net-metered residential and commercial projects, as well as grid-connected projects. In addition, Clean Energy Ventures has entered into various PPAs to supply energy from wind projects.

Solar

Solar projects placed in service and related ITC eligible expenditures are as follows:
 
Three Months Ended
 
December 31,
($ in Thousands)
2014
2013
Placed in service
Projects
MW
Costs(1)
Projects
MW
Costs(1)
Grid-connected
1

9.9

$
25,842

 
1

1.4

$
4,746

 
Net-metered:
 
 
 
 
 
 
 
 
Commercial
—

—

—

 
1

0.3

988

 
Residential
145

1.4

4,045

 
175

1.6

5,861

 
Total placed in service
146

11.3

$
29,887

 
177

3.3

$
11,595

 
(1)
Represents the portion of capital expenditures eligible for ITCs.

Since its inception, Clean Energy Ventures has placed a total of 94.7 MW of solar capacity into service and as of December 31, 2014, has 17.3 MW under construction. The Company estimates solar-related capital expenditures for projects placed in service during fiscal 2015 to be between $100 million and $110 million. As part of its solar investment program, NJRCEV operates a residential solar program, The Sunlight Advantage®, that provides qualifying homeowners the opportunity to have a solar system installed at their home with no installation or maintenance expenses. NJRCEV owns, operates and maintains the system over the life of the contract in exchange for monthly payments.

40
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Once a solar installation commences operations and is properly registered, each MWh of electricity produced creates an SREC that represents the renewable attribute of the solar-electricity generated and is sold to counterparties, including certain electric utilities that are required to comply with New Jersey's renewable portfolio standards. In addition, under current federal tax guidelines, projects that are placed in service up through December 31, 2016, qualify for a 30 percent federal ITC.

SREC activity consisted of the following:
 
Three Months Ended
 
December 31,
 
2014
2013
Beginning balance as of October 1,
29,970

11,351

SRECs generated
22,247

15,159

SRECs sold
24,994

9,364

Ending balance as of December 31,
27,223

17,146


NJRCEV economically hedges a portion of its expected SREC production through futures and forward contracts. As of December 31, 2014, NJRCEV has hedged approximately 94 percent and 62.4 percent of its SREC inventory and projected SREC production related to its existing commercial assets for fiscal years 2015 and 2016, respectively.

Wind

Clean Energy Ventures has also invested in small to mid-size wind projects that fit its investment profile, including the following as of December 31, 2014:

•
a $21.3 million, 9.7 MW project in Two Dot, Montana that was completed in June 2014;

•
a $42 million, 20 MW project in Carroll County, Iowa that became operational in January 2015; and

•
an $85 million, 48.3 MW wind project in Rush County, Kansas that is currently under construction and expected by NJRCEV to commence commercial operation in the first quarter of fiscal 2016.

All of the wind projects are eligible for a per-kilowatt-hour PTC for a 10-year period following commencement of operation and have power purchase agreements of various terms in place, through which all energy and renewable attributes will be sold to the customer.

Clean Energy Ventures' investments are subject to a variety of factors, such as timing of construction schedules, the permitting and regulatory process, delays related to electric grid interconnection, which can affect our ability to commence operations on a timely basis or, at all, economic trends, the ability to access capital or allocation of capital to other investments or business opportunities and other unforeseen events. Solar projects not placed in service, as originally planned prior to the end of a reporting period, would result in a failure to qualify for ITCs and changes in SREC values and could have a significant adverse impact on that period's annual earnings. Wind projects for which physical work of a significant nature has not begun, or have not qualified for the “safe harbor”, would fail to qualify for PTCs, and could have a significant adverse impact on ten years of annual earnings. In addition, since the primary contributors toward the value of qualifying distributed power projects are tax incentives and SRECs, changes in the federal statutes related to the ITC or PTC or in the markets surrounding clean energy credits, which can be traded or sold to load serving entities that need to comply with state clean energy standards, could also significantly affect earnings.


41
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Operating Results

The financial results of NJRCEV are summarized as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Operating revenues
$
6,235

$
2,173

Operation and maintenance expenses
3,133

2,097

Depreciation and amortization
3,591

2,511

Other taxes
214

71

Operating (loss)
(703
)
(2,506
)
Other (expense) income, net
(1,594
)
140

Interest expense, net
1,817

1,186

Income tax (benefit)
(19,721
)
(2,044
)
Net income (loss)
$
15,607

$
(1,508
)

Operating revenues consist of the following:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
SREC sales
$
4,388

$
1,434

Electricity sales and other
971

252

Sunlight Advantage
876

487

Total operating revenues
$
6,235

$
2,173


The average SREC sales price was $176 and $153 during the three months ended December 31, 2014 and 2013, respectively.

There are no production costs associated with the revenue generation by our solar assets. All related costs are included as a component of operation and maintenance expenses in the Consolidated Statements of Operations, including such expenses as solar panel maintenance and various fees.

Operation and Maintenance Expense

O&M increased $1 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to increases in labor costs, administrative costs for projects placed in service, project leasing costs, project maintenance costs and shared services costs.

Depreciation Expense

Depreciation expense increased $1.1 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, as a result of additional projects being placed into service.

Income Tax (Benefit)

NJR’s effective tax rate is significantly impacted by the amount of tax credits forecast to be earned during the fiscal year. GAAP requires NJR to estimate its annual effective tax rate and use this rate to calculate its year-to-date tax provision. Based on NJRCEV’s forecast of projects to be completed during the fiscal year, NJR’s estimated annual effective tax rate for fiscal 2015 is 24.9 percent and $18 million related to tax credits, net of deferred taxes, were recognized during the three months ended December 31, 2014. The effective annual effective tax rate as of December 31, 2013, was 16.3 percent and $594,000 related to tax credits, net of deferred taxes, were recognized during the three months ended December 31, 2013.


42
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Net Income

Net income increased $17.1 million during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to an increase in ITCs and PTCs as a result of higher capital expenditures expected to be placed in service in fiscal 2015, as well as an increase in overall revenue, partially offset by increased depreciation and O&M expenses, and higher interest expense due to an increase in debt.

Non-GAAP Financial Measures

Management of the Company uses a non-GAAP financial measure, noted as “NFE,” when evaluating the operating results of Clean Energy Ventures. For NFE purposes an annual estimated effective tax rate is calculated and any necessary quarterly tax adjustment is applied to NJRCEV, as such adjustment is related to tax credits generated by NJRCEV. Accordingly, for NFE purposes, the effective tax rate for fiscal 2015 is estimated at 17.4 percent with an adjustment of $(6.6) million recognized during the three months ended December 31, 2014. During the three months ended December 31, 2013, the effective tax rate for fiscal 2014 was estimated at 23.3 percent with an adjustment of $5.1 million recognized. Since the effective tax rate is based on certain forecasted assumptions, including estimates surrounding completion of projects, the rate and resulting NFE are subject to change. Non-GAAP financial measures are not in accordance with, or an alternative to GAAP, and should be considered in addition to, and not as a substitute for the comparable GAAP measure. A reconciliation of NJRCEV's net income (loss), the most directly comparable GAAP financial measurement to NFE is as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Net income (loss)
$
15,607

$
(1,508
)
Add:
 
 
Tax adjustments
(6,599
)
5,122

Net financial earnings
$
9,008

$
3,614


Midstream Segment

Overview

Our Midstream segment invests in natural gas assets, such as natural gas transportation and storage facilities. NJR believes that acquiring, owning and developing these midstream assets, which operate under a tariff structure that has either regulated or market-based rates, can provide a growth opportunity for the Company. To that end, NJR has a 50 percent ownership interest in Steckman Ridge, a storage facility that operates under market-based rates, a 5.53 percent ownership interest in Iroquois, a natural gas pipeline operating with regulated rates and a 20 percent ownership interest in PennEast, a natural gas pipeline, which the Company estimates will be completed and operational by November 2017. NJR is pursuing other potential opportunities that meet its investment and development criteria.

As of December 31, 2014, NJR's net investments in Steckman Ridge, Iroquois and PennEast were $127.9 million, $22.9 million and $1.1 million, respectively.

Operating Results

The financial results of Midstream are summarized as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Equity in earnings of affiliates
$
3,775

$
2,942

Operation and maintenance expenses
$
147

$
346

Interest expense, net
$
11

$
130

Income tax provision
$
1,492

$
996

Net income
$
2,120

$
1,434


43
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Equity in earnings, which is driven primarily by storage revenues generated by Steckman Ridge and transportation revenues generated by Iroquois, is as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Steckman Ridge
$
2,729

$
2,005

Iroquois
1,046

937

Total equity in earnings
$
3,775

$
2,942


Equity in earnings of affiliates increased $833,000 during the three months ended December 31, 2014 compared with the three months ended December 31, 2013, due primarily to increases in storage service revenue and demand for hub services at Steckman Ridge.

Home Services and Other Operations

Overview

The financial results of Home Services and Other consist primarily of the operating results of NJRHS, CR&R, and NJR Energy. NJRHS provides service, sales and installation of appliances to approximately 118,000 service contract customers and has been focused on growing its installation business and expanding its service contract customer base. CR&R seeks additional opportunities to enhance the value of its building and undeveloped land. NJR Energy invests in other energy-related ventures. Home Services and Other also includes organizational expenses incurred at NJR.

Operating Results

The consolidated financial results of Home Services and Other are summarized as follows:
 
Three Months Ended
 
December 31,
(Thousands)
2014
2013
Operating revenues
$
9,011

$
9,274

Operation and maintenance expenses
$
8,855

$
8,945

Energy and other taxes
$
1,043

$
886

Income tax (benefit)
$
(452
)
$
(191
)
Net (loss)
$
(592
)
$
(201
)

Operating revenues decreased $263,000 during the three months ended December 31, 2014 compared with the three months ended December 31, 2013, due primarily to decreased heating equipment sales, installations and service contracts at NJRHS due to warmer weather during the three months ended December 31, 2014 compared with the three months ended December 31, 2013.

Net loss increased $391,000 during the three months ended December 31, 2014, compared with the three months ended December 31, 2013, due primarily to decreased revenues, partially offset by the increase in the income tax benefit related to the increased pre-tax loss at NJRHS and an after-tax gain of $186,000 during the three months ended December 31, 2013 associated with the sale of 25.4 acres of undeveloped land at CR&R.


44
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Liquidity and Capital Resources

NJR's objective is to maintain an efficient consolidated capital structure that reflects the different characteristics of each business segment and business operations and provides adequate financial flexibility for accessing capital markets as required.

NJR's consolidated capital structure was as follows:
 
December 31,
2014
September 30,
2014
Common stock equity
53
%
51
%
Long-term debt
33

31

Short-term debt
14

18

Total
100
%
100
%

Common Stock Equity

NJR satisfies its external common equity requirements, if any, through issuances of its common stock, including the proceeds from stock issuances under its DRP and proceeds from the exercise of options issued under the Company's long-term incentive program. The DRP allows NJR, at its option, to use treasury shares or newly issued shares to raise capital. NJR raised $3.8 million and $3.6 million of equity through the DRP, by issuing approximately 74,000 and 79,000 shares of treasury stock, during the three months ended December 31, 2014 and 2013, respectively. During the three months ended December 31, 2014, NJR also raised approximately $19.8 million of equity by issuing approximately 344,000 new shares through the waiver discount feature of the DRP. NJR issued no new shares during the three months ended December 31, 2013.

In 1996, the Board of Directors authorized the Company to implement a share repurchase program, which was expanded seven times since the inception of the program. In July 2013, the Board of Directors approved an increase in the number of shares of NJR common stock authorized for repurchase under NJR's Share Repurchase Plan by one million shares to a total of 9.75 million shares. As of December 31, 2014, the Company repurchased a total of approximately 8.3 million of those shares and may repurchase an additional 1.45 million shares under the approved program. There were 54,200 shares repurchased during the three months ended December 31, 2014.

Debt

NJR and its unregulated subsidiaries generally rely on cash flows generated from operating activities and the utilization of committed credit facilities to provide liquidity to meet working capital and short-term debt financing requirements. NJNG also relies on the issuance of commercial paper for short-term funding. NJR and NJNG periodically access the capital markets to fund long-life assets through the issuance of long-term debt securities.

NJR believes that its existing borrowing availability and cash flow from operations will be sufficient to satisfy its and its subsidiaries' working capital, capital expenditures and dividend requirements for the next 12 months. NJR, NJNG, NJRCEV and NJRES currently anticipate that each of their financing requirements for the next 12 months will be met primarily through the issuance of short and long-term debt, meter sale-leasebacks and proceeds from the Company's DRP.

NJR believes that as of December 31, 2014, NJR and NJNG were, and currently are, in compliance with all existing debt covenants, both financial and non-financial.

Short-Term Debt

NJR uses its short-term borrowings primarily to finance its share repurchases, NJRES' short-term liquidity needs and, on an initial basis, NJRCEV's investments. NJRES' use of high volume storage facilities and anticipated pipeline park-and-loan arrangements, combined with related economic hedging activities in the volatile wholesale natural gas market, create significant short-term cash requirements.

NJNG satisfies its debt needs by issuing short- and long-term debt based upon its financial profile. The seasonal nature of NJNG's operations creates large short-term cash requirements, primarily to finance natural gas purchases and customer accounts receivable. NJNG obtains working capital for these requirements, and for the temporary financing of construction and MGP

45
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

remediation expenditures and energy tax payments, based on its financial profile, through the issuance of commercial paper supported by the NJNG Credit Facility or through short-term bank loans under the NJNG Credit Facility.

As of December 31, 2014, NJR had a revolving credit facility totaling $425 million, as described below, with $327.3 million available under the facility, as well as a $100 million uncommitted revolving credit facility with the full amount remaining for future borrowings.

NJNG’s commercial paper is sold through several commercial banks under an issuing and paying agency agreement and is supported by the $250 million NJNG Credit Facility. As of December 31, 2014, the unused amount available under the NJNG Credit Facility, including amounts allocated to the backstop under the commercial paper program and the issuance of letters of credit, was $75.1 million.

Due to the seasonal nature of natural gas prices and demand, NJR and NJNG's short-term borrowings tend to peak in the winter months.

Short-term borrowings were as follows:
 
Three Months Ended
(Thousands)
December 31, 2014
NJR
 
 
Notes Payable to banks:
 
 
Balance at end of period
 
$
80,000

Weighted average interest rate at end of period
 
1.06
%
Average balance for the period
 
$
145,644

Weighted average interest rate for average balance
 
1.07
%
Month end maximum for the period
 
$
184,700

NJNG
 
 
Commercial Paper and Notes Payable to banks:
 
 
Balance at end of period
 
$
174,196

Weighted average interest rate at end of period
 
0.15
%
Average balance for the period
 
$
178,684

Weighted average interest rate for average balance
 
0.14
%
Month end maximum for the period
 
$
190,000


NJR

As noted above, based on its average borrowings during the three months ended December 31, 2014, NJR's average interest rate was 1.07 percent, resulting in interest expense of $393,000.

As of December 31, 2014, NJR has five letters of credit outstanding totaling $17.7 million, which reduces the amount available under the NJR Credit Facility by the same amount. NJR does not anticipate that these letters of credit will be drawn upon by the counterparties.

On October 24, 2014, NJR entered into a $100 million uncommitted Line of Credit Agreement, with Santander Bank, N.A., expiring on October 24, 2015. Loans under the Line of Credit Agreement are made at the discretion of the Lender and, when made, will bear interest at the Eurodollar Rate (as defined in the Agreement) plus an applicable margin to be determined at the time a borrowing is requested. No amounts have been drawn under this arrangement as of December 31, 2014.

NJNG

As noted above, NJNG's weighted average interest rate on outstanding commercial paper was .14 percent during the three months ended December 31, 2014, resulting in interest expense of $63,000.

As of December 31, 2014, NJNG has two letters of credit outstanding for $731,000. These letters of credit reduce the amount available under NJNG's committed credit facility by the same amount. NJNG does not anticipate that these letters of credit will be drawn upon by the counterparties.

46
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Short-Term Debt Covenants

Borrowings under the NJR Credit Facility and NJNG Credit Facility are conditioned upon compliance with a maximum leverage ratio (consolidated total indebtedness to consolidated total capitalization as defined in the applicable agreements), of not more than .65 to 1.00 at any time. These revolving credit facilities contain customary representations and warranties for transactions of this type. They also contain customary events of default and certain covenants that will limit NJR or NJNG's ability beyond agreed upon thresholds, to, among other things:

•incur additional debt;

•incur liens and encumbrances;

•make dispositions of assets;

•enter into transactions with affiliates; and

•merge, consolidate, transfer, sell or lease all or substantially all of the borrower's or guarantors' assets.

These covenants are subject to a number of exceptions and qualifications set forth in the applicable agreements.

Default Provisions

The agreements governing our long-term and short-term debt obligations include provisions that, if not complied with, could require early payment or similar actions. Default events include, but are not limited to, the following:

•defaults for non-payment;

•defaults for breach of representations and warranties;

•defaults for insolvency;

•defaults for non-performance of covenants;

•cross-defaults to other debt obligations of the borrower; and

•guarantor defaults.

The occurrence of an event of default under these agreements could result in all loans and other obligations of the borrower becoming immediately due and payable and the termination of the credit facilities or term loan.

Long-Term Debt

NJR

NJR has $50 million, of 6.05 percent senior unsecured notes, issued through the private placement market, maturing in September 2017.

NJR has an unsecured, uncommitted $100 million private placement shelf note agreement with MetLife. As of December 31, 2014, $100 million remains available for borrowing under the MetLife Facility.

NJR has outstanding $25 million of 1.94 percent senior notes due September 15, 2015, and $25 million of 2.51 percent senior notes due September 15, 2018, which were issued under a now-expired facility with MetLife.

In June 2011, NJR entered into an unsecured, uncommitted $75 million private placement shelf note agreement with Prudential. In September 2012, NJR issued $50 million of 3.25 percent senior notes due September 17, 2022. Effective July 25, 2014, NJR entered into a First Amendment to the Prudential Facility allowing the issuance of up to an additional $100 million in notes. On November 7, 2014, NJR issued $100 million in 3.48 percent senior notes due November 7, 2024. The notes issued under the Prudential Facility are guaranteed by certain unregulated subsidiaries of NJR.


47
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

NJNG

As of December 31, 2014, NJNG's long-term debt consisted of $335.8 million in fixed-rate debt issuances secured by the Mortgage Indenture, with maturities ranging from 2018 to 2044, $97 million in secured variable rate debt with maturities ranging from 2027 to 2041 and $55.4 million in capital leases with various maturities ranging from 2015 to 2021.

NJR is not obligated directly or contingently with respect to the notes or the FMBs.

Long-Term Debt Covenants and Default Provisions

The NJR and NJNG long-term debt instruments contain customary representations and warranties for transaction of their type. They also contain customary events of default and certain covenants that will limit NJR or NJNG's ability beyond agreed upon thresholds to, among other things:

•Incur additional debt (including a covenant that limits the amount of consolidated total debt of the borrower at the end of a fiscal quarter to 65 percent of the consolidated total capitalization of the borrower, as those terms are defined in the applicable agreements, and a covenant limiting priority debt to 20 percent of the borrower's consolidated total capitalization, as those terms are defined in the applicable agreements);

•Incur liens and encumbrances;

•Make loans and investments;

•Make dispositions of assets;

•Make dividends or restricted payments;

•Enter into transactions with affiliates; and

•Merge, consolidate, transfer, sell or lease substantially all of the borrower's assets.

The aforementioned covenants are subject to a number of important exceptions and qualifications set forth in the applicable note purchase agreements.

Sale-Leaseback

NJNG received $7.2 million and $7.6 million in December 2014 and 2013, respectively, in connection with the sale-leaseback of its natural gas meters. NJNG expects to continue this sale-leaseback program on an annual basis, subject to market conditions.

Contractual Obligations

NJNG's total capital expenditures are projected to be $182.3 million and $233.7 million, in fiscal 2015 and 2016, respectively, and include estimated SAFE costs of $41.2 million and $39 million, respectively. Total capital expenditures spent or accrued during the three months ended December 31, 2014 were $37.1 million, of which $6.2 million was related to SAFE. In November 2012, NJNG filed a petition with the BPU requesting deferral accounting for incurred uninsured incremental O&M costs associated with Superstorm Sandy. As of December 31, 2014, NJNG has deferred $15.2 million in regulatory assets for future recovery. On October 22, 2014, the BPU approved the deferred assets as prudent and reasonable for recovery with the appropriate amortization period for such deferred expenses to be addressed in the Company's next base rate case to be filed no later than November 15, 2015. However, there can be no assurances that such recovery mechanisms will be available or, if available, no assurances can be given relative to the timing or amount of such recovery.

NJNG expects to fund its obligations with a combination of cash flow from operations, cash on hand, issuance of commercial paper, available capacity under its revolving credit facility, the issuance of long-term debt and contributions from NJR.

As of December 31, 2014, NJNG's future MGP expenditures are estimated to be $177 million. For a more detailed description of MGP see Note 12. Commitments and Contingent Liabilities in the accompanying Unaudited Condensed Consolidated Financial Statements.


48
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Estimated capital expenditures are reviewed on a regular basis and may vary based on the ongoing effects of regulatory constraints, environmental regulations, unforeseen events, and the ability to access capital.

NJRCEV's expenditures include distributed power projects that support NJR's goal to promote clean energy. Accordingly, NJRCEV enters into agreements to install solar equipment involving both residential and commercial projects. During the three months ended December 31, 2014, capital expenditures spent related to the purchase and installation of the solar equipment were $17.8 million and an additional $44.9 million has been committed or accrued for solar projects to be placed into service during fiscal 2015 and beyond. The Company estimates solar-related capital expenditures placed in service in fiscal 2015 to be between $100 million and $110 million.

On October 11, 2013, NJRCEV acquired the development rights of the Two Dot wind project in Montana, which was its first onshore wind project. NJRCEV invested approximately $21.3 million to construct the 9.7 MW wind project that was completed in June 2014. In the second fiscal quarter of 2014, NJRCEV acquired the development rights to its second wind project, a $42 million, 20 MW wind farm in Carroll County, Iowa that became operational in January 2015, and on October 9, 2014, NJRCEV acquired the development rights to an $85 million, 48.3 MW wind project in Rush County, Kansas that is currently under construction. During the three months ended December 31, 2014, $37.5 million has been spent and an additional $71.4 million has been committed or accrued for these wind projects. In fiscal 2015, NJRCEV estimates that its wind-related capital expenditures will range between $90 million and $110 million.

Capital expenditures related to distributed power projects are subject to change due to a variety of factors that may affect our ability to commence operations at these projects on a timely basis or, at all, including logistics associated with the start-up of residential and commercial solar projects, such as timing of construction schedules, the permitting and regulatory process, any delays related to electric grid interconnection, economic trends, unforeseen events and the ability to access capital or allocation of capital to other investments or business opportunities.

NJRES does not currently anticipate any significant capital expenditures in fiscal 2015 and 2016.

Off-Balance-Sheet Arrangements

The Company does not have any off-balance-sheet arrangements, with the exception of guarantees covering approximately $329.1 million of natural gas purchases and demand fee commitments and outstanding letters of credit totaling $18.4 million, as noted above.

Cash Flow

Operating Activities

Operating cash flows are primarily affected by variations in working capital, which can be impacted by several factors, including:

•seasonality of NJR's business;

•fluctuations in wholesale natural gas prices, including changes in derivative asset and liability values;

•timing of storage injections and withdrawals;

•the deferral and recovery of gas costs;

•changes in contractual assets utilized to optimize margins related to natural gas transactions;

•broker margin requirements;

•timing of the collections of receivables and payments of current liabilities;

•volumes of natural gas purchased and sold; and

•timing of SREC deliveries.


49
New Jersey Resources Corporation
Part I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)                                                                                                                                                             

Cash flows from operating activities during the three months ended December 31, 2014, totaled $40.8 million compared with cash flows (used in) operating activities of $(68.8) million during the three months ended December 31, 2013. In addition to the factors noted above, a decrease of $93.3 million in broker margin requirements, which resulted primarily from an increase in the value of open derivative positions at NJRES, contributed to the increase in operating cash flows.

Investing Activities

Cash flows used in investing activities totaled $92.2 million during the three months ended December 31, 2014, compared with $54 million during the three months ended December 31, 2013. The increase of $38.2 million was due primarily to increases in capital expenditures of $30.4 million related to wind and solar projects at NJRCEV and $1.3 million related to utility plant including cost of removal at NJNG, partially offset by proceeds from the sale of land at CR&R during the three months ended December 31, 2013.

Financing Activities

Financing cash flows generally are seasonal in nature and are impacted by the volatility in pricing in the natural gas markets. NJNG's inventory levels are built up during its natural gas injection season (April through October) and reduced during withdrawal season (November through March) in response to the supply requirements of its customers. Changes in financing cash flows can also be impacted by gas management and marketing activities at NJRES and distributed power investments at NJRCEV.

Cash flows from financing activities totaled $60.9 million during the three months ended December 31, 2014, compared with $129.9 million during the three months ended December 31, 2013. The decrease of $69 million was due primarily to reduced short-term debt primarily related to the significantly lower broker margin requirements at NJRES, which was partially offset by an increase in proceeds from long-term debt to fund NJRCEV long-term capital expenditures, along with an increase in proceeds from the issuance of common shares, including $19.8 million related to 344,000 new shares issued through the waiver discount feature of the DRP.

Credit Ratings

On January 30, 2014, Moody's upgraded NJNG's senior secured rating from Aa3 to Aa2, while maintaining a stable outlook. The rating upgrade was driven primarily by the overall credit supportiveness of the regulatory environment under which NJNG operates. In its review of NJNG's credit rating, Moody's considered the BPU's continued support of NJNG's rate mechanisms, which allows for timely recovery of costs, including those associated with NJNG's BGSS and CIP. In addition, the favorable recovery of investments related to NJNG's infrastructure and energy efficiency programs factored into the rating upgrade.

The table below summarizes NJNG's current credit ratings issued by two rating entities, S&P and Moody's
 
Standard and Poor's
Moody's
Corporate Rating
A
N/A
Commercial Paper
A-1
P-1
Senior Secured
A+
Aa2
Ratings Outlook
Stable
Stable

Although NJNG is not party to any lending agreements that would accelerate the maturity date of any obligation caused by a failure to maintain any specific credit rating, if such ratings are downgraded below investment grade, borrowing costs could increase, as would the costs of maintaining certain contractual relationships and future financing and reduce our access to capital markets. Even if ratings are downgraded without falling below investment grade, NJR and NJNG could face increased borrowing costs under their credit facilities. A rating set forth above is not a recommendation to buy, sell or hold the Company's or NJNG's securities and may be subject to revision or withdrawal at any time. Each rating set forth above should be evaluated independently of any other rating.

The timing and mix of any external financings will target a common equity ratio that is consistent with maintaining the Company's current short-term and long-term credit ratings.


50
New Jersey Resources Corporation
Part I

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                                              

Financial Risk Management

Commodity Market Risks

Natural gas is a nationally traded commodity. Its prices are determined effectively by the NYMEX and over-the-counter markets. The prices on the NYMEX/CME, ICE and over-the-counter markets generally reflect the national balance of natural gas supply and demand, but are also significantly influenced from time to time by other events.

The regulated and deregulated natural gas businesses of NJR and its subsidiaries are subject to market risk due to fluctuations in the price of natural gas. To economically hedge against such fluctuations, NJR and its subsidiaries have entered into forwards, futures, options and swap agreements. To manage these derivative instruments, NJR has well-defined risk management policies and procedures that include daily monitoring of volumetric limits and monetary guidelines. NJR's natural gas businesses are conducted through three of its operating subsidiaries. NJNG is a regulated utility that uses futures, options and swaps to economically hedge against price fluctuations, and its recovery of natural gas costs is governed by the BPU. NJRES uses futures, options, swaps and physical contracts to economically hedge purchases and sales of natural gas. Financial derivatives have historically been transacted on an exchange and cleared through an FCM, thus requiring daily cash margining for a majority of NJRES' and NJNG's positions. As a result of the Dodd-Frank Act, certain NJRES' and NJNG's other transactions that were previously executed in the over-the-counter markets are now cleared through an FCM, resulting in increased margin requirements. The related cash flow impact from the increased requirements is expected to be minimal. Non-financial (i.e., physical) derivatives utilized by the Company have received statutory exclusion from similar Dodd-Frank provisions due to the element of physical settlement.

The following table reflects the changes in the fair market value of financial derivatives related to natural gas purchases and sales from September 30, 2014 to December 31, 2014:
 
Balance
Increase
Less
Balance
(Thousands)
September 30, 2014
(Decrease) in Fair
Market Value
Amounts
Settled
December 31, 2014
NJNG
 
$
377

 
$
(19,251
)
 
$
(22
)
 
$
(18,852
)
NJRES
 
(1,414
)
 
110,503

 
27,122

 
81,967

Total
 
$
(1,037
)
 
$
91,252

 
$
27,100

 
$
63,115


There were no changes in methods of valuations during the three months ended December 31, 2014.

The following is a summary of fair market value of financial derivatives at December 31, 2014, excluding foreign exchange contracts discussed below, by method of valuation and by maturity for each fiscal year period:
(Thousands)
2015
2016
2016 - 2018
After 2019
Total
Fair Value
Price based on NYMEX/CME
$
13,363

$
(340
)
 
$
294

 
$
—

 
$
13,317

Price based on ICE
48,008

1,001

 
789

 
—

 
49,798

Total
$
61,371

$
661

 
$
1,083

 
$
—

 
$
63,115


The following is a summary of financial derivatives by type as of December 31, 2014:
 
 
Volume Bcf
Price per MMBtu(1)
Amounts included in Derivatives (Thousands)
NJNG
Futures
21.5

$3.11 - $4.07
 
$
(18,782
)
 
Options
0.5

$0.24 - $0.24
 
(70
)
NJRES
Futures
(83.2
)
$1.58 - $13.39
 
81,673

 
Options
1.2

$0.24 - $0.24
 
294

Total
 
 
 
 
$
63,115

(1)
Million Metric British thermal unit


51
New Jersey Resources Corporation
Part I

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK (Continued)                         

The following table reflects the changes in the fair market value of physical commodity contracts from September 30, 2014 to December 31, 2014:
 
Balance
Increase
Less
Balance
(Thousands)
September 30, 2014
(Decrease) in Fair
Market Value
Amounts
Settled
December 31, 2014
NJRES - Prices based on other external data
 
$
(15,484
)
 
(8,965
)
 
(13,735
)
 
$
(10,714
)

The Company's market price risk is predominately related to changes in the price of natural gas at Henry Hub, which is the delivery point for the NYMEX natural gas futures contracts. As the fair value of futures and fixed price swaps is derived from this location, the price sensitivity analysis below has been prepared for all open Henry Hub natural gas futures and fixed swap positions. Based on this, an illustrative 10 percent movement in Henry Hub natural gas futures contract prices, for example, increases (decreases) the reported derivative fair value of all open, unadjusted Henry Hub natural gas futures and fixed swap positions by approximately $13.6 million. This analysis does not include potential changes to reported credit adjustments embedded in the $68.2 million reported fair value.

Derivative Fair Value Sensitivity Analysis
 
(Thousands)
Henry Hub Futures and Fixed Price Swaps
Percent increase in NYMEX natural gas futures prices
0%
5%
10%
15%
20%
Estimated change in derivative fair value
$
—

$
(6,809
)
$
(13,618
)
$
(20,427
)
$
(27,237
)
Ending derivative fair value
$
68,238

$
61,429

$
54,620

$
47,811

$
41,001

 
 
 
 
 
 
Percent decrease in NYMEX natural gas futures prices
0%
(5)%
(10)%
(15)%
(20)%
Estimated change in derivative fair value
$
—

$
6,809

$
13,618

$
20,427

$
27,237

Ending derivative fair value
$
68,238

$
75,047

$
81,856

$
88,665

$
95,475


Wholesale Credit Risk

The following is a summary of gross and net credit exposures, grouped by investment and noninvestment grade counterparties, as of December 31, 2014. Gross credit exposure is defined as the unrealized fair value of derivative and energy trading contracts plus any outstanding wholesale receivable for the value of natural gas delivered and/or financial derivative commodity contract that has settled for which payment has not yet been received. Net credit exposure is defined as gross credit exposure reduced by collateral received from counterparties and/or payables, where netting agreements exist. The amounts presented below exclude accounts receivable for NJNG retail natural gas sales and services.

NJRES' counterparty credit exposure as of December 31, 2014, is as follows:
(Thousands)
Gross Credit Exposure
Net Credit Exposure
Investment grade
 
$
208,695

 
$
169,737

Noninvestment grade
 
19,525

 
1,526

Internally rated investment grade
 
36,691

 
9,780

Internally rated noninvestment grade
 
10,292

 
2

Total
 
$
275,203

 
$
181,045


NJNG's counterparty credit exposure as of December 31, 2014, is as follows:
(Thousands)
Gross Credit Exposure
Net Credit Exposure
Investment grade
 
$
4,579

 
$
3,840

Noninvestment grade
 
7,737

 
448

Internally rated investment grade
 
270

 
105

Internally rated noninvestment grade
 
3,941

 
94

Total
 
$
16,527

 
$
4,487


52
New Jersey Resources Corporation
Part I

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK (Continued)                         

Due to the inherent volatility in the prices of natural gas commodities and derivatives, the market value of contractual positions with individual counterparties could exceed established credit limits or collateral provided by those counterparties. If a counterparty failed to perform the obligations under its contract (for example, failed to deliver or pay for natural gas), the Company could sustain a loss. This loss would comprise the loss on natural gas delivered but not paid for and/or the cost of replacing natural gas not delivered or received at a price that is unfavorable to the price in the original contract. Any such loss could have a material impact on the Company's financial condition, results of operations or cash flows.

Information regarding NJR's interest rate risk can be found in Item 7A. Quantitative and Qualitative Disclosures About Market Risks and the Liquidity and Capital Resources - Debt section of Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of its Annual Report on Form 10-K for the period ended September 30, 2014.

Effects of Inflation

Although inflation rates have been relatively low to moderate in recent years, any change in price levels has an effect on operating results due to the capital-intensive and regulated nature of the Company's utility subsidiary. The Company attempts to minimize the effects of inflation through cost control, productivity improvements and regulatory actions when appropriate.


ITEM 4. CONTROLS AND PROCEDURES                                                                                                                             

Disclosure Controls and Procedures

Under the supervision and with the participation of the Company's management, including the principal executive officer and principal financial officer, the Company conducted an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended), as of the end of the period covered by this report. Based on this evaluation, the Company's principal executive officer and principal financial officer concluded that, as of end of the period covered by this report, the Company's disclosure controls and procedures are effective, to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There has been no change in internal control over financial reporting (as such term is defined in Exchange Act Rule 13a-15(f)) that occurred during the quarter ended December 31, 2014, that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.

53
New Jersey Resources Corporation
Part II


ITEM 1. LEGAL PROCEEDINGS                                                                                                                                                

Information regarding reportable legal proceedings is contained in Part I, “Item 3. Legal Proceedings” in NJR's Annual Report on Form 10-K for the year ended September 30, 2014, and is set forth in Part I, Item 1, Note 12. Commitment and Contingent Liabilities-Legal Proceedings on the Unaudited Condensed Consolidated Financial Statements. No legal proceedings became reportable during the quarter ended December 31, 2014, and there have been no material developments during such quarter regarding any previously reported legal proceedings, which have not been previously disclosed.


ITEM 1A. RISK FACTORS                                                                                                                                                             

While NJR attempts to identify, manage and mitigate risks and uncertainties associated with its business to the extent practical, under the circumstances, some level of risk and uncertainty will always be present. Part I, Item 1A. Risk Factors of NJR's 2014 Annual Report on Form 10-K includes a detailed discussion of NJR's risk factors. Those risks and uncertainties have the potential to materially affect NJR's financial condition and results of operations. There have been no material changes in our risk factors from those previously disclosed in Part I, Item 1A, of our 2014 Annual Report on Form 10-K.


ITEM 2. UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS                                                  

The following table sets forth NJR's repurchase activity for the quarter ended December 31, 2014:
Period
Total Number of Shares
(or Units) Purchased
Average Price Paid per Share (or Unit)
Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet Be Purchased Under the Plans or Programs
10/01/14 - 10/31/14
54,200

$
50.13

54,200

 
1,451,227
 
11/01/14 - 11/30/14
—

$
—

—

 
1,451,227
 
12/01/14 - 12/31/14
—

$
—

—

 
1,451,227
 
Total
54,200

$
50.13

54,200

 
1,451,227
 

The stock repurchase plan, which was authorized by our Board of Directors, became effective in September 1996 and as of December 31, 2014, included 9.75 million shares of common stock for repurchase, of which, approximately 1.45 million shares remained available for repurchase. The stock repurchase plan will expire when we have repurchased all shares authorized for repurchase thereunder, unless the repurchase plan is earlier terminated by action of our Board of Directors or further shares are authorized for repurchase.


54
New Jersey Resources Corporation
Part II

ITEM 6. EXHIBITS                                                                                                                                                                         

Exhibit
Number
Exhibit Description
31.1+
Certification of the Chief Executive Officer pursuant to section 302 of the Sarbanes-Oxley Act
 
 
31.2+
Certification of the Chief Financial Officer pursuant to section 302 of the Sarbanes-Oxley Act
 
 
32.1+ †
Certification of the Chief Executive Officer pursuant to section 906 of the Sarbanes-Oxley Act
 
 
32.2+ †
Certification of the Chief Financial Officer pursuant to section 906 of the Sarbanes-Oxley Act
 
 
101+
Interactive Data File (Form 10-Q, for the fiscal period ended March 31, 2014, furnished in XBRL (eXtensible Business Reporting Language)).
_______________________________

+
Filed herewith.
†    This certificate accompanies this report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed filed by NJR for purposes of Section 18 or any other provision of the Securities Exchange Act of 1934, as amended.


55
New Jersey Resources Corporation
Part II

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
 
NEW JERSEY RESOURCES CORPORATION
 
 
(Registrant)
Date:
February 4, 2015
 
 
 
By:/s/ Glenn C. Lockwood
 
 
Glenn C. Lockwood
 
 
Executive Vice President and
 
 
Chief Financial Officer



56