NEW JERSEY RESOURCES CORP - FORM 10-Q - May 5, 2017

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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 MARCH 31, 2017
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 001‑08359
 
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, smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b‑2 of the Exchange Act.
Large accelerated filer:  x
 
Accelerated filer:  o
Non-accelerated filer: o
(Do not check if a smaller reporting company)
 
 
Smaller reporting company: o
 
 
Emerging growth company: o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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 May 2, 2017 was 86,438,897.

 

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.
 
 


New Jersey Resources Corporation

GLOSSARY OF KEY TERMS                                                                                                                                                        
AFUDC
Allowance for Funds Used During Construction
AOCI
Accumulated Other Comprehensive Income
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.
DM
Dominion Midstream Partners, L.P., a master limited partnership
DM Common Units
Common units representing limited partnership interests in DM
Dodd-Frank Act
Dodd-Frank Wall Street Reform and Consumer Protection Act
DRP
NJR Direct Stock Purchase and Dividend Reinvestment Plan
Dths
Dekatherms
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 Bond
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
ISDA
The International Swaps and Derivatives Association
ITC
Federal Investment Tax Credit
LNG
Liquefied Natural Gas
MGP
Manufactured Gas Plant
Moody's
Moody's Investors Service, Inc.
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
MW
Megawatts
MWh
Megawatt Hour
NAESB
The North American Energy Standards Board
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 September 2020
NJR Energy
NJR Energy Corporation
NJR or The Company
New Jersey Resources Corporation
NJRCEV
NJR Clean Energy Ventures Corporation

1
New Jersey Resources Corporation

GLOSSARY OF KEY TERMS (cont.)                                                                                                                                           
 
 
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
PTC
Federal Production Tax Credit
RA
Remediation Adjustment
REC
Renewable Energy Certificate
S&P
Standard & Poor's Financial Services, LLC
SAFE
Safety Acceleration and Facility Enhancement
SAVEGREEN
The SAVEGREEN Project®
SBC
Societal Benefits Charge
SEC
U.S. Securities and Exchange Commission
SREC
Solar Renewable Energy Certificate
SRL
Southern Reliability Link
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
Trustee
U.S. Bank National Association
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, assumptions 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 Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and 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,” “could,” “might,” “intend,” “expect,” “believe,” “will” “plan,” or “should,” or comparable terminology and are made based upon management's current expectations, assumptions and beliefs as of this date concerning future developments and their potential effect on us. There can be no assurance that future developments will be in accordance with management's expectations, assumptions or beliefs, or that the effect of future developments on us will be those anticipated by management.

We caution readers that the expectations, assumptions and beliefs that form the basis for forward-looking statements regarding customer growth, customer usage, qualifications for ITCs, PTCs and SRECs, future rate case proceedings, financial condition, results of operations, cash flows, capital requirements, future capital expenditures, market risk, effective tax rate and other matters for fiscal 2017 and thereafter include many factors that are beyond our 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 our expectations, assumptions and beliefs include, but are not limited to, those discussed in Item 1A. Risk Factors of our Annual Report on Form 10-K for the fiscal year ended September 30, 2016, as well as the following:

•
weather and economic conditions;
•
demographic changes in NJR's service territory and their effect on NJR'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 our risk management efforts;
•
changes in rating agency requirements and/or credit ratings and their effect on availability and cost of capital to our 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 our pension and postemployment benefit plans as a result of potential downturns in the financial markets, lower discount rates, revised actuarial assumptions or impacts associated with the Patient Protection and Affordable Care Act;
•
accounting effects and other 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;
•
the ability to obtain governmental and regulatory approvals and land use rights, such as those necessary for the PennEast pipeline project, land-use rights, electric grid connection (in the case of clean energy projects) and/or financing for the construction, development and operation of our unregulated energy investments and NJNG's infrastructure projects in a timely manner;
•
risks associated with the management of our joint ventures and partnerships, and investment in a master limited partnership;
•
risks associated with our investments in clean energy projects, including the availability of regulatory and tax incentives, the availability of viable projects, our eligibility for ITCs and PTCs, the future market for SRECs and electricity prices, and operational risks related to projects in service;
•
timing of qualifying for ITCs and PTCs due to delays or failures to complete planned solar and wind energy projects and the resulting effect on our effective tax rate and earnings;
•
the level and rate at which NJNG's costs and expenses are incurred and the extent to which they are allowed to be recovered from customers through the regulatory process, including through future base rate case filings;
•
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;
•
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 on our operations and customers.

While we periodically reassess material trends and uncertainties affecting our results of operations and financial condition in connection with the preparation of management's discussion and analysis of results of operations and financial condition contained in our Quarterly and Annual Reports on Form 10-Q and Form 10-K, respectively, we do 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
Six Months Ended
 
March 31,
March 31,
(Thousands, except per share data)
2017
 
2016
2017

2016
OPERATING REVENUES
 
 
 
 
 
 
Utility
$
295,546

 
$
242,536

$
481,102

 
$
394,142

Nonutility
438,000

 
331,657

793,472

 
624,309

Total operating revenues
733,546

 
574,193

1,274,574

 
1,018,451

OPERATING EXPENSES
 
 
 
 
 
 
Gas purchases:
 
 
 
 
 
 
Utility
112,445

 
82,374

173,765

 
129,039

Nonutility
367,328

 
287,883

705,260

 
541,971

Related parties
2,072

 
2,077

4,183

 
4,151

Operation and maintenance
52,342

 
53,125

104,570

 
99,358

Regulatory rider expenses
19,893

 
21,215

32,494

 
30,843

Depreciation and amortization
20,328

 
17,744

39,588

 
34,226

Energy and other taxes
19,485

 
15,842

33,586

 
25,479

Total operating expenses
593,893

 
480,260

1,093,446

 
865,067

OPERATING INCOME
139,653

 
93,933

181,128

 
153,384

Other income, net
5,338

 
2,202

9,114

 
4,126

Interest expense, net of capitalized interest
11,436

 
7,369

22,051

 
14,146

INCOME BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF AFFILIATES
133,555

 
88,766

168,191

 
143,364

Income tax provision
23,932

 
17,815

25,950

 
24,537

Equity in earnings of affiliates
5,079

 
2,402

7,390

 
4,808

NET INCOME
$
114,702

 
$
73,353

$
149,631

 
$
123,635

 
 
 
 
 
 
 
EARNINGS PER COMMON SHARE
 
 
 
 
 
 
Basic
$1.33
 
$0.85
$1.74
 
$1.44
Diluted
$1.32
 
$0.84
$1.72
 
$1.42
DIVIDENDS DECLARED PER COMMON SHARE
$0.255
 
$0.24
$0.51
 
$0.48
WEIGHTED AVERAGE SHARES OUTSTANDING
 
 
 
 
 
 
Basic
86,275

 
85,834

86,182

 
85,754

Diluted
87,101

 
86,858

86,993

 
86,778


CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
 
 
Three Months Ended
Six Months Ended
 
 
March 31,
March 31,
(Thousands)
 
2017
2016
2017
2016
Net income
 
$
114,702

$
73,353

$
149,631

$
123,635

Other comprehensive income, net of tax
 
 
 
 
 
Unrealized gain on available for sale securities, net of tax of $(670), $(3,154), $(4,456), and $(5,768), respectively
 
$
1,408

$
4,500

6,923

8,201

Net unrealized gain on derivatives, net of tax of $0, $(21), $0 and $(2), respectively
(1) 
—

38

—

5

Adjustment to postemployment benefit obligation, net of tax of $(217), $(175), $(434), and $(349) respectively
 
318

257

635

513

Other comprehensive income
 
$
1,726

$
4,795

7,558

8,719

Comprehensive income
 
$
116,428

$
78,148

$
157,189

$
132,354

(1)
Effective January 1, 2016, the Company elected not to designate its foreign currency derivatives as accounting hedges and, as a result, changes in fair value of the effective portion of the hedges are no longer recorded in OCI. See Note 4 Derivative Instruments for more information on these transactions.

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)
 
Six Months Ended
 
March 31,
(Thousands)
2017
 
2016
CASH FLOWS FROM OPERATING ACTIVITIES
 
 
 
Net income
$
149,631

 
$
123,635

Adjustments to reconcile net income to cash flows from operating activities
 
 
 
Unrealized (gain) loss on derivative instruments
(26,553
)
 
2,035

Gain on sale of property and available for sale securities, net
(7,287
)
 
—

Depreciation and amortization
39,588

 
34,226

Allowance for equity used during construction
(1,586
)
 
(2,357
)
Allowance for bad debt expense
519

 
873

Deferred income taxes
32,202

 
17,980

Manufactured gas plant remediation costs
(3,704
)
 
(2,656
)
Distributions received from equity investees, net of equity in earnings
(463
)
 
2,261

Cost of removal - asset retirement obligations
(242
)
 
(66
)
Contributions to postemployment benefit plans
(1,884
)
 
(32,167
)
Tax benefit from stock-based compensation
1,231

 
1,660

Changes in:
 
 
 
Components of working capital
(31,231
)
 
(13,788
)
Other noncurrent assets
24,580

 
(15,794
)
Other noncurrent liabilities
(2,997
)
 
2,163

Cash flows from operating activities
171,804

 
118,005

CASH FLOWS (USED IN) INVESTING ACTIVITIES
 
 
 
Expenditures for:
 
 
 
Utility plant
(58,761
)
 
(76,326
)
Solar and wind equipment
(89,905
)
 
(70,882
)
Real estate properties and other
(516
)
 
(1,069
)
Cost of removal
(14,838
)
 
(20,080
)
Investments in equity investees
(10,538
)
 
(5,948
)
Distribution from equity investees in excess of equity in earnings
1,273

 
1,131

Withdrawal from restricted cash construction fund
1,337

 
1,007

Proceeds from sale of property, net of closing costs
9,443

 
748

Proceeds from sale of available for sale securities
6,639

 
—

Cash flows (used in) investing activities
(155,866
)
 
(171,419
)
CASH FLOWS FROM FINANCING ACTIVITIES
 
 
 
Net proceeds from short-term debt
116,200

 
86,150

Payments of long-term debt
(41,660
)
 
(5,807
)
Proceeds from sale-leaseback transaction
9,587

 
7,107

Payments of common stock dividends
(43,898
)
 
(41,115
)
Proceeds from issuance of common stock
9,731

 
8,220

Purchases of treasury stock
(6,355
)
 
(1,008
)
Tax withholding payments related to net settled stock compensation
(4,354
)
 
(3,181
)
Cash flows from financing activities
39,251

 
50,366

Change in cash and cash equivalents
55,189

 
(3,048
)
Cash and cash equivalents at beginning of period
37,546

 
4,928

Cash and cash equivalents at end of period
$
92,735

 
$
1,880

CHANGES IN COMPONENTS OF WORKING CAPITAL
 
 
 
Receivables
$
(137,408
)
 
$
(16,750
)
Inventories
62,321

 
43,479

Recovery of gas costs
(9,616
)
 
(20,396
)
Gas purchases payable
21,156

 
(31,324
)
Gas purchases payable - related parties
3

 
(409
)
Prepaid and accrued taxes
25,829

 
43,154

Accounts payable and other
(10,027
)
 
(25,026
)
Restricted broker margin accounts
28,432

 
(12,478
)
Customers' credit balances and deposits
(12,765
)
 
226

Other current assets
844

 
5,736

Total
$
(31,231
)
 
$
(13,788
)
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION
 
 
 
Cash paid (received) for:
 
 
 
Interest (net of amounts capitalized)
$
21,578

 
$
15,647

Income taxes
$
(6,431
)
 
$
688

Accrued capital expenditures
$
23,284

 
$
21,663

 
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)
March 31,
2017
September 30,
2016
PROPERTY, PLANT AND EQUIPMENT
 
 
Utility plant, at cost
$
2,167,728

$
2,107,375

Construction work in progress
108,373

122,268

Solar and wind equipment, real estate properties and other, at cost
758,864

631,696

Construction work in progress
31,464

93,791

Total property, plant and equipment
3,066,429

2,955,130

Accumulated depreciation and amortization, utility plant
(475,075
)
(467,702
)
Accumulated depreciation and amortization, solar and wind equipment, real estate properties and other
(95,050
)
(79,776
)
Property, plant and equipment, net
2,496,304

2,407,652

CURRENT ASSETS
 
 
Cash and cash equivalents
92,735

37,546

Customer accounts receivable
 
 
Billed
242,698

142,658

Unbilled revenues
42,657

5,744

Allowance for doubtful accounts
(4,929
)
(4,865
)
Regulatory assets
43,344

54,286

Gas in storage, at average cost
143,514

206,251

Materials and supplies, at average cost
11,194

10,778

Prepaid and accrued taxes
15,528

34,179

Derivatives, at fair value
32,103

29,964

Restricted broker margin accounts
23,604

47,644

Asset held for sale
—

7,660

Other
35,509

35,419

Total current assets
677,957

607,264

NONCURRENT ASSETS
 
 
Investments in equity method investees
152,891

141,148

Regulatory assets
396,924

441,294

Derivatives, at fair value
6,347

5,227

Available for sale securities
65,884

55,789

Other
61,052

60,196

Total noncurrent assets
683,098

703,654

Total assets
$
3,857,359

$
3,718,570


See Notes to Unaudited Condensed Consolidated Financial Statements

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

CAPITALIZATION AND LIABILITIES
(Thousands)
March 31,
2017
September 30,
2016
CAPITALIZATION
 
 
Common stock, $2.50 par value; authorized 150,000,000 shares;
outstanding March 31, 2017 — 86,363,986; September 30, 2016 — 86,086,355
$
222,235

$
221,654

Premium on common stock
219,074

215,580

Accumulated other comprehensive loss, net of tax
(7,597
)
(15,155
)
Treasury stock at cost and other;
shares March 31, 2017 — 2,529,817; September 30, 2016 — 2,575,139
(78,616
)
(81,044
)
Retained earnings
931,184

825,556

Common stock equity
1,286,280

1,166,591

Long-term debt
1,023,968

1,055,038

Total capitalization
2,310,248

2,221,629

CURRENT LIABILITIES
 
 
Current maturities of long-term debt
60,723

61,452

Short-term debt
237,900

121,700

Gas purchases payable
160,605

139,452

Gas purchases payable to related parties
1,156

1,150

Accounts payable and other
70,981

107,184

Dividends payable
22,023

21,975

Accrued taxes
8,258

1,080

Regulatory liabilities
5,747

9,469

New Jersey clean energy program
6,239

14,232

Derivatives, at fair value
32,559

61,080

Customers' credit balances and deposits
20,069

32,834

Total current liabilities
626,260

571,608

NONCURRENT LIABILITIES
 
 
Deferred income taxes
507,111

473,847

Deferred investment tax credits
4,458

4,619

Deferred gain
28,121

28,519

Derivatives, at fair value
6,105

25,252

Manufactured gas plant remediation
165,849

172,000

Postemployment employee benefit liability
141,797

141,604

Regulatory liabilities
28,457

41,411

Asset retirement obligation
29,924

28,379

Other
9,029

9,702

Total noncurrent liabilities
920,851

925,333

Commitments and contingent liabilities (Note 12)



Total capitalization and liabilities
$
3,857,359

$
3,718,570


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 528,000 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 Clean Energy Ventures Corporation, the Company's clean energy subsidiary, comprises the Clean Energy Ventures segment and consists of the Company's capital investments in commercial and residential solar projects located throughout New Jersey and onshore wind investments in Montana, Iowa, Kansas, Wyoming and Pennsylvania;

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 physical wholesale energy and energy management services in the U.S. and Canada;

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, located in Pennsylvania, and NJR Pipeline Company, which holds the Company's 20 percent ownership interest in PennEast and NJNR Pipeline Company, which holds the Company's 1.84 million Common Units of Dominion Midstream Partners, L.P. The investments in Steckman Ridge, PennEast and DM comprise the Midstream segment; and

NJR Retail Holdings Corporation has two principal subsidiaries, NJR Home Services Company, which provides heating, central air conditioning, standby generators, solar and other indoor and outdoor comfort products to residential homes throughout New Jersey, and Commercial Realty & Resources Corporation, which owns commercial real estate. NJR Retail Holdings Corporation is included in Home Services and Other operations. NJR Energy Corporation, a subsidiary of CR&R, was dissolved on November 28, 2016, and all assets were moved to CR&R during the first quarter of fiscal 2017.

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 SEC and GAAP. The September 30, 2016 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 2016 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 ending September 30, 2017. Intercompany transactions and accounts have been eliminated.

Gas in Storage

The following table summarizes gas in storage, at average cost by company as of:
 
March 31,
2017
September 30,
2016
($ in thousands)
Gas in Storage
 
Bcf
Gas in Storage
 
Bcf
NJRES
 
$
128,281

46.4

 
$
130,493

62.0

NJNG
 
15,233

4.3

 
75,758

21.3

Total
 
$
143,514

50.7

 
$
206,251

83.3



8
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Sales Tax Accounting

Sales tax that is collected from customers is presented in both operating revenues and operating expenses on the Unaudited Condensed Consolidated Statements of Operations was $16.9 million and $28.1 million during the three and six months ended March 31, 2017, respectively, and $13.5 million and $20.7 million during the three and six months ended March 31, 2016, respectively. Effective January 1, 2017, the New Jersey sales tax rate decreased from 7 percent to 6.875 percent.

Sale of Asset

On March 8, 2017, CR&R sold an approximately 56,400 square foot office building on five acres of land located in Monmouth County for $9.4 million, net of closing costs, generating a pre-tax gain of $1.9 million, which was recognized in O&M on the Unaudited Condensed Consolidated Statements of Operations.

Available for Sale Securities

Included in available for sale securities on the Unaudited Condensed Consolidated Balance Sheets are investments in two publicly traded energy companies. The Company's available for sale securities had a fair value of $65.9 million and $55.8 million as of March 31, 2017 and September 30, 2016, respectively. Total unrealized gains associated with these investments are included as a part of accumulated other comprehensive income, a component of common stock equity and were $18.5 million, $11.1 million after tax, and $7.2 million, $4.2 million after tax, as of March 31, 2017 and September 30, 2016, respectively.

During the three and six months ended March 31, 2017, NJR received proceeds of approximately $3.4 million and $6.6 million, respectively, from the sale of available for sale securities and realized a pre-tax gain of $2.8 million and $5.4 million, respectively, which is included in other income, net in the Unaudited Condensed Consolidated Statements of Operations. Reclassifications of realized gains out of other comprehensive income into income are determined based on average cost.

Customer Accounts Receivable

Customer accounts receivable include outstanding billings from the following subsidiaries as of:
(Thousands)
March 31,
2017
 
September 30,
2016
NJRES
$
135,199

56
%
 
$
102,884

72
%
NJNG (1)
100,449

41

 
30,951

22

NJRCEV
2,405

1

 
1,807

1

NJRHS and other
4,645

2

 
7,016

5

Total
$
242,698

100
%
 
$
142,658

100
%
(1)
Does not include unbilled revenues of $42.7 million and $5.7 million as of March 31, 2017 and September 30, 2016, respectively.

Loans Receivable

NJNG provides 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 recorded $8.2 million and $7.8 million in other current assets and $40.7 million and $39.5 million in other noncurrent assets as of March 31, 2017 and September 30, 2016, respectively, on the Unaudited Condensed Consolidated Balance Sheets, related to the loans.

NJNG's policy is to establish an allowance for doubtful accounts when loan balances are in arrears for more than 60 days. As of March 31, 2017 and September 30, 2016, there was no allowance for doubtful accounts established for the SAVEGREEN loans.

Stock Based Compensation

Effective January 25, 2017, the shareholders of NJR approved the NJR 2017 Stock Award and Incentive Plan, which replaced the NJR 2007 Stock Award and Incentive Plan. The 2007 plan had 2,367,338 and 4,223 shares available for future issuance to employees and directors, respectively, which were transferred into the 2017 plan. In addition, the 2017 plan increases the total shares available for issuance to 3,135,000.

9
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Recently Adopted Updates to the Accounting Standards Codification

Stock Compensation

In March 2016, the FASB issued ASU 2016-09, an amendment to ASC 718, Compensation - Stock Compensation, which simplifies several aspects of the accounting for employee share-based compensation, including the accounting for income taxes and forfeitures. The new guidance also increased the threshold for tax withholding to the maximum statutory rate, as applicable, to maintain equity classification and amended the classification of certain tax transactions within the statement of cash flows.

The Company elected to early adopt the amended guidance during the third quarter of fiscal 2016 and applied the new provisions as of the beginning of the year of adoption on a retrospective or prospective basis depending on each amendment’s transition requirements. As such, effective October 1, 2015, NJR is recognizing forfeitures as they occur and is recognizing excess tax benefits (deficiencies) as a component of income tax (benefit) provision in its Unaudited Condensed Consolidated Statements of Operations on a prospective basis. All related information for prior periods has been adjusted throughout this report on a retrospective basis to reflect the effects of the adoption. See Note 11. Income Taxes for more information on these transactions.

In addition, the following amounts on the Unaudited Condensed Consolidated Financial Statements have been adjusted retrospectively during the three and six months ended March 31, 2016:
(Thousands)
As Previously Reported
 
Effect of Change
 
As Adjusted
Three Months Ended
 
 
 
 
 
Statements of Operations
 
 
 
 
 
Income tax provision
$
17,840

 
$
(25
)
 
$
17,815

Net income
$
73,328

 
$
25

 
$
73,353

Earnings per common share
 
 
 
 
 
Basic
$
0.85

 
$
—

 
$
0.85

Diluted
$
0.84

 
$
—

 
$
0.84

Six Months Ended
 
 
 
 
 
Statements of Operations
 
 
 
 
 
Income tax provision
$
26,197

 
$
(1,660
)
 
$
24,537

Net income
$
121,975

 
$
1,660

 
$
123,635

Earnings per common share
 
 
 
 
 
Basic
$
1.42

 
$
0.02

 
$
1.44

Diluted
$
1.41

 
$
0.01

 
$
1.42

Cash flows from operating activities
 
 
 
 
 
Net income
$
121,975

 
$
1,660

 
$
123,635

Tax benefit from stock based compensation
$
—

 
$
1,660

 
$
1,660

Other noncurrent liabilities
$
2,302

 
$
(139
)
 
$
2,163

Net cash flows from operating activities
$
114,824

 
$
3,181

 
$
118,005

Cash flows from financing activities
 
 
 
 
 
Tax withholding payments related to net settled stock compensation
$
—

 
$
(3,181
)
 
$
(3,181
)
Cash flows from financing activities
$
53,547

 
$
(3,181
)
 
$
50,366


There was no impact to the Unaudited Condensed Consolidated Balance Sheets upon adoption of the new guidance.

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 Company adopted the new guidance in the first quarter of fiscal 2017 and applied the new provisions on a prospective basis, which did not impact its financial position, results of operations or cash flows upon adoption.


10
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Consolidation

In February 2015, the FASB issued ASU No. 2015-02, an amendment to ASC 810, Consolidation, which changes the consolidation analysis required under GAAP and reevaluates whether limited partnerships and similar entities must be consolidated. The Company adopted the new guidance in the first quarter of fiscal 2017 and applied the new provisions on a full retrospective basis, which did not impact its financial position, results of operations or cash flows upon adoption.

Interest

In April 2015, the FASB issued ASU No. 2015-03, an amendment to ASC 835, Interest - Imputation of Interest, which simplifies the presentation of debt issuance costs by requiring them to be presented on the balance sheet as a deduction from the carrying amount of the liability. The amendment does not affect the recognition and measurement guidance for debt issuance costs. In August 2015, the FASB issued ASU No. 2015-15, which clarified that the amendment contained within ASU No. 2015-03 does not require companies to modify their accounting for costs incurred in obtaining revolving credit facilities. The Company adopted the new guidance in the first quarter of fiscal 2017 and applied the new provisions on a full retrospective basis.

In addition, the following amounts on the Unaudited Condensed Consolidated Balance Sheets have been adjusted, retrospectively, as of September 30, 2016.
(Thousands)
As Previously Reported
 
Effect of Change
 
As Adjusted
Assets
 
 
 
 
 
Other noncurrent assets
$
68,708

 
$
(8,512
)
 
$
60,196

Total noncurrent assets
$
712,166

 
$
(8,512
)
 
$
703,654

Total assets
$
3,727,082

 
$
(8,512
)
 
$
3,718,570

Capitalization and Liabilities
 
 
 
 
 
Long-term debt
$
1,063,550

 
$
(8,512
)
 
$
1,055,038

Total capitalization
$
2,230,141

 
$
(8,512
)
 
$
2,221,629

Total capitalization and liabilities
$
3,727,082

 
$
(8,512
)
 
$
3,718,570


Intangibles

In April 2015, the FASB issued ASU No. 2015-05, an amendment to ASC 350, Intangibles - Goodwill and Other - Internal-Use Software, which clarifies the accounting for fees in a cloud computing arrangement. The amendment provides guidance on how an entity should evaluate the accounting for fees paid in a cloud computing arrangement to determine whether an arrangement includes the sale or license of software. The Company adopted the new guidance in the first quarter of fiscal 2017 and applied the new provisions on a prospective basis, which did not impact its financial position, results of operations or cash flows upon adoption.

Other Recent Updates to the Accounting Standards Codification

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. In August 2015, the FASB issued ASU No. 2015-14, which defers the implementation of the new guidance for one year. The new guidance will become effective for the Company’s fiscal year ending September 30, 2019, and interim periods within that year. The Company continues to evaluate the provisions of ASC 606, however, based on the review of customer contracts to date, it is not anticipating a material impact to its financial position, results of operations or cash flows upon adoption. The Company anticipates significant new disclosures as a result of the new standard and currently expects to transition to the new guidance using the modified retrospective approach. The Company is also monitoring industry specific developments that may have an impact, including our ability to recognize revenue for contracts where collectability is uncertain.


11
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Inventory

In July 2015, the FASB issued ASU No. 2015-11, an amendment to ASC 330, Inventory, which requires entities to measure most inventory “at the lower of cost or net realizable value,” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. The guidance is effective for the Company’s fiscal year ending September 30, 2018, and interim periods within that year. Upon adoption, the amendment will be applied on a prospective basis. The Company is currently evaluating the amendment to understand the impact on its financial position, results of operations and cash flows upon adoption.

Financial Instruments

In January 2016, the FASB issued ASU 2016-01, an amendment to ASC 825, Financial Instruments, to address certain aspects of the recognition, measurement, presentation and disclosure of financial instruments. The standard affects investments in equity securities that do not result in consolidation and are not accounted for under the equity method and the presentation of certain fair value changes for financial liabilities measured at fair value. It also simplifies the impairment assessment of equity investments without a readily determinable fair value by requiring a qualitative assessment. The guidance is effective for the Company’s fiscal year ending September 30, 2019, and interim periods within that year. Upon adoption, the amendment will be applied on a modified-retrospective basis. The Company evaluated the amendment and noted that, upon adoption, subsequent changes to the fair value of the Company’s available for sale securities will be recorded in the Consolidated Statement of Operations as opposed to other comprehensive income. The Company does not expect any other material impacts to its financial position, results of operations or cash flows upon adoption.

In June 2016, the FASB issued ASU 2016-13, an amendment to ASC 326, Financial Instruments - Credit Losses, which changes the impairment model for certain financial assets that have a contractual right to receive cash, including trade and loan receivables. The new model requires recognition based upon an estimation of expected credit losses rather than recognition of losses when it is probable that they have been incurred. The guidance is effective for the Company’s fiscal year ending September 30, 2021, and interim periods within that year, with early adoption permitted. The Company is currently evaluating the amendment to understand the impact on its financial position, results of operations and cash flows upon adoption and will apply the new guidance to its trade and loan receivables on a modified retrospective basis.

Leases

In February 2016, the FASB issued ASU 2016-02, an amendment to ASC 842, Leases, which provides for a comprehensive overhaul of the lease accounting model and changes the definition of a lease within the accounting literature. Under the new standard, all leases with a term greater than one year will be recorded on the balance sheet. Amortization of the related asset will be accounted for using one of two approaches prescribed by the guidance. Additional disclosures will be required to allow the user to assess the amount, timing and uncertainty of cash flows arising from leasing activities. A modified retrospective transition approach is required for leases existing at the time of adoption. The guidance is effective for the Company’s fiscal year ending September 30, 2020, and interim periods within that year, with early adoption permitted. The Company is currently evaluating the amendment to understand the impact on its financial position, results of operations and cash flows upon adoption.

Statement of Cash Flows

In August 2016, the FASB issued ASU No. 2016-15, an amendment to ASC 230, Statement of Cash Flows, which addresses eight specific cash flow issues for which there has been diversity in practice. The guidance is effective for the Company’s fiscal year ending September 30, 2019, and interim periods within that year with early adoption permitted. Upon adoption, the amendment will be applied on a retrospective basis. The Company is currently evaluating the amendment to understand the impact on its consolidated statements of cash flows upon adoption.

In November 2016, the FASB issued ASU No. 2016-18, an amendment to ASC 230, Statement of Cash Flows, which requires that any amounts that are deemed to be restricted cash or restricted cash-equivalents be included in cash and cash-equivalent balances on the cash flow statement and, therefore, transfers between cash and restricted cash accounts will no longer be recognized within the statement of cash flows. The guidance is effective for the Company’s fiscal year ending September 30, 2019, with early adoption permitted. Upon adoption, the amendment will be applied on a retrospective basis. Based on the Company's historical restricted cash balances, it does not expect any material impacts to its financial position, results of operations or cash flows upon adoption.

12
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Business Combinations

In January 2017, the FASB issued ASU No. 2017-01, an amendment to ASC 805, Business Combinations, clarifying the definition of a business in the ASC, which is intended to reduce the complexity surrounding the assessment of a transaction as an asset acquisition or business combination. The amendment provides an initial fair value screen to reduce the number of transactions that would fit the definition of a business, and when the screen threshold is not met, provides an updated model that further clarifies the characteristics of a business. The guidance is effective for the Company’s fiscal year ending September 30, 2019, and interim periods within that year with early adoption permitted. Upon adoption, the amendment will be applied on a prospective basis. The amendment could potentially have material impacts on future transactions that the Company may enter into by altering the Company’s conclusion on what accounting to apply to acquisitions.

Gains and Losses from the Derecognition of Nonfinancial Assets

In February 2017, the FASB issued ASU No. 2017-05, an amendment to ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets, which clarifies the scope and accounting related to the derecognition of nonfinancial assets, including partial sales and contributions of nonfinancial assets to a joint venture or other non-controlled investee. The guidance is effective concurrently with ASC 606, which is effective for the Company’s fiscal year ending September 30, 2019, and interim periods within that year with early adoption permitted. ASU No. 2017-05 may be applied retrospectively for all periods presented or retrospectively with a cumulative-effect adjustment at the date of adoption. The Company is currently evaluating the amendment to understand the impact on its financial position, results from operations, and cash flows upon adoption.

Compensation - Retirement Benefits

In March 2017, the FASB issued ASU No. 2017-07, an amendment to ASC 715, Compensation - Retirement Benefits, which changes the presentation of net periodic benefit cost on the income statement by requiring companies to present all components of net periodic benefit cost, other than service cost, outside a subtotal of income from operations. The amendment also states that only the service cost component of net periodic benefits costs is eligible for capitalization, when applicable. The guidance is effective for the Company’s fiscal year ending September 30, 2019, and interim periods within that year with early adoption permitted. Upon adoption, the amendment will be applied on a retrospective basis for presentation and changes to capitalization of costs will be applied on a prospective basis. The Company is continuing to evaluate the amendment to fully understand the impact on its financial position, results of operations and cash flows upon adoption. The Company is also monitoring industry specific developments on the new guidance to determine the appropriate treatment of these changes in a rate regulated environment.

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 capital investments based on the BPU's approval. 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 in accordance with accounting guidance applicable to regulated operations.

NJNG's recovery of costs is facilitated through its base rates, BGSS and other regulatory tariff riders. NJNG is required to make an annual filing to the BPU by June 1 of each year for review of its BGSS, CIP and various other programs and related rates. Annual rate changes are requested to be effective at the beginning of the following fiscal year. In addition, NJNG is also permitted to request approval of certain rate or program changes on an interim basis. All rate and program changes are subject to proper notification and BPU review and approval.

In September 2016, the BPU approved NJNG's base rate case, effective October 1, 2016, which included an increase in base rates in the amount of $45 million. The base rate increase includes a return on common equity of 9.75 percent, a common equity ratio of 52.5 percent and a depreciation rate of 2.4 percent. The approval also included the five-year extension of SAFE II, rate recovery of NJ RISE capital investment costs through June 30, 2016, recovery of NJNG’s SAFE I, NGV and LNG capital investments and recovery of other costs previously deferred in regulatory assets.


13
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Regulatory assets and liabilities included on the Unaudited Condensed Consolidated Balance Sheets are comprised of the following:
(Thousands)
March 31,
2017
September 30,
2016
Regulatory assets-current
 
 
Conservation Incentive Program
$
23,834

$
36,957

New Jersey Clean Energy Program
6,239

14,232

Underrecovered gas costs
13,271

—

Derivatives at fair value, net
—

3,097

Total current regulatory assets
$
43,344

$
54,286

Regulatory assets-noncurrent
 
 
Environmental remediation costs
 
 
Expended, net of recoveries
$
19,067

$
19,595

Liability for future expenditures
165,849

172,000

Deferred income taxes
21,209

20,273

Derivatives at fair value, net
4,392

23,384

SAVEGREEN
15,604

25,208

Postemployment and other benefit costs
151,414

157,027

Deferred Superstorm Sandy costs
14,116

15,201

Other noncurrent regulatory assets
5,273

8,606

Total noncurrent regulatory assets
$
396,924

$
441,294

Regulatory liability-current
 
 
Derivatives at fair value, net
$
5,747

$
—

Overrecovered gas costs
—

9,469

Total current regulatory liabilities
$
5,747

$
9,469

Regulatory liabilities-noncurrent
 
 
Cost of removal obligation
$
17,224

$
30,549

New Jersey Clean Energy Program
10,269

10,657

Other noncurrent regulatory liabilities
964

205

Total noncurrent regulatory liabilities
$
28,457

$
41,411


Regulatory filings and/or actions that occurred during the current fiscal year include the following:

•
On March 31, 2017, NJNG filed its annual petition with the BPU requesting a base rate change in the amount of $4.3 million for the recovery of NJ RISE and SAFE II capital investment costs related to the period ending June 30, 2017, pursuant to the base rate case order dated September 23, 2016. The filing will be updated to reflect actual results in July 2017, with changes to base rates effective October 1, 2017.


14
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


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 to hedge Canadian dollar denominated gas purchases and/or sales. Therefore, the Company's primary underlying risks include commodity prices, interest rates and foreign currency. These contracts 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 NJR's derivative instruments, see Note 5. Fair Value.

NJRES

Since NJRES chooses not to designate its financial commodity and physical forward commodity derivatives as accounting hedges or to elect NPNS, the changes in the fair value of these derivatives 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 U.S. dollar. NJRES may utilize foreign currency derivatives to lock in the exchange 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 typically used to hedge demand fee payments on pipeline capacity, storage and gas purchase agreements. Accordingly, changes in the fair value of foreign exchange contracts are recognized in gas purchases on the Unaudited Condensed Consolidated Statements of Operations. For transactions occurring on or before December 31, 2015, NJRES' foreign exchange contracts were designated as cash flow hedges, and the effective portion of the hedges were recorded in OCI.

As a result of NJRES entering into transactions to borrow natural gas, commonly referred to as “park and loans,” an embedded derivative is recognized relating 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.

Expected production of SRECs is hedged through the use of forward and futures contracts. All contracts require the Company to physically deliver SRECs through the transfer of certificates as per contractual settlement schedules. The Company applies NPNS accounting to SREC forward and futures contracts entered into on or before December 31, 2015. Effective for contracts executed on or after January 1, 2016, NJRES no longer elects NPNS accounting treatment on all SREC forward sales contracts and recognizes changes in the fair value of these derivatives as a component of operating revenues. Upon settlement of the contract, the related revenue is recognized when the SREC is transferred to the counterparty.

NPNS is a contract-by-contract election and, where it makes sense to do so, we can and may elect normal accounting for certain contracts.


15
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


NJNG

Changes in fair value of NJNG's financial commodity derivatives are recorded as a component of regulatory assets or liabilities on the Unaudited Condensed Consolidated Balance Sheets. The Company elects NPNS accounting treatment on all physical commodity contracts that NJNG entered into on or before December 31, 2015, and accounts for these contracts on an accrual basis. Accordingly, physical natural gas 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. The average cost of natural gas is charged to expense in the current period earnings based on the BGSS factor times the therm sales. Effective for contracts executed on or after January 1, 2016, NJNG no longer elects NPNS accounting treatment on all physical forward commodity contracts. However, since NPNS is a contract-by-contract election, where it makes sense to do so, we can and may elect certain contracts to be normal. Because NJNG recovers these amounts through future BGSS rates as increases or decreases to the cost of natural gas in NJNG’s tariff for gas service, the changes in fair value of these contracts are deferred as a component of regulatory assets or liabilities on the Unaudited Condensed Consolidated Balance Sheets.

In an April 2014 BPU Order, NJNG received regulatory approval to enter into interest rate risk management transactions related to long-term debt securities. On June 1, 2015, NJNG entered into a treasury lock transaction to fix a benchmark treasury rate of 3.26 percent associated with a forecasted $125 million debt issuance expected in May 2018. This forecasted debt issuance coincides with the maturity of NJNG's existing $125 million, 5.6 percent notes due May 15, 2018. The change in fair value of NJNG's treasury lock agreement is recorded as a component of regulatory assets or liabilities on the Unaudited Condensed Consolidated Balance Sheets since NJNG believes that the market value upon settlement will be recovered in future rates. Upon settlement, any gain or loss will be amortized into earnings over the life of the future underlying debt issuance.

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
 
 
March 31, 2017
 
September 30, 2016
(Thousands)
Balance Sheet Location
Asset
Derivatives
Liability
Derivatives
Asset
Derivatives
Liability
Derivatives
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
NJNG:
 
 
 
 
 
 
 
 
 
Physical commodity contracts
Derivatives - current
 
$
64

 
$
17

 
$
235

 
$
1,154

Financial commodity contracts
Derivatives - current
 
2,240

 
928

 
805

 
2,979

 
Derivatives - noncurrent
 
—

 
—

 
75

 
386

Interest rate contracts
Derivatives - noncurrent
 
—

 
4,392

 
—

 
23,073

NJRES:
 
 
 
 
 
 
 
 
 
Physical commodity contracts
Derivatives - current
 
4,080

 
2,460

 
5,994

 
11,660

 
Derivatives - noncurrent
 
6,084

 
588

 
3,987

 
1,212

Financial commodity contracts
Derivatives - current
 
25,717

 
29,127

 
22,929

 
45,255

 
Derivatives - noncurrent
 
263

 
1,125

 
1,165

 
581

Foreign currency contracts
Derivatives - current
 
2

 
27

 
1

 
32

Fair value of derivatives not designated as hedging instruments
 
$
38,450

 
$
38,664

 
$
35,191

 
$
86,332

Total fair value of derivatives
 
 
$
38,450

 
$
38,664

 
$
35,191

 
$
86,332



16
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


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 at the contract level unit of account on the Unaudited Condensed Consolidated Balance Sheets. 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 on 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 March 31, 2017:
 
 
 
 
 
 
 
 
Derivative assets:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
10,164

 
$
(540
)
 
$
(200
)
 
$
9,424

Financial commodity contracts
 
25,980

 
(25,068
)
 
—

 
912

Foreign currency contracts
 
2

 
(2
)
 
—

 
—

Total NJRES
 
$
36,146

 
$
(25,610
)
 
$
(200
)
 
$
10,336

NJNG
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
64

 
$
(2
)
 
$
—

 
$
62

Financial commodity contracts
 
2,240

 
(928
)
 
(1,312
)
 
—

Total NJNG
 
$
2,304

 
$
(930
)
 
$
(1,312
)
 
$
62

Derivative liabilities:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
3,048

 
$
(540
)
 
$
—

 
$
2,508

Financial commodity contracts
 
30,252

 
(25,068
)
 
(5,184
)
 
—

Foreign currency contracts
 
27

 
(2
)
 
—

 
25

Total NJRES
 
$
33,327

 
$
(25,610
)
 
$
(5,184
)
 
$
2,533

NJNG
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
17

 
$
(2
)
 
$
—

 
$
15

Financial commodity contracts
 
928

 
(928
)
 
—

 
—

Interest rate contracts
 
4,392

 
—

 
—

 
4,392

Total NJNG
 
$
5,337

 
$
(930
)
 
$
—

 
$
4,407

As of September 30, 2016:
 
 
 
 
 
 
 
 
Derivative assets:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
9,981

 
$
(2,837
)
 
$
(755
)
 
$
6,389

Financial commodity contracts
 
24,094

 
(17,945
)
 
(6,149
)
 
—

Foreign currency contracts
 
1

 
(1
)
 
—

 
—

Total NJRES
 
$
34,076

 
$
(20,783
)
 
$
(6,904
)
 
$
6,389

NJNG
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
235

 
$
(31
)
 
$
—

 
$
204

Financial commodity contracts
 
880

 
(880
)
 
—

 
—

Total NJNG
 
$
1,115

 
$
(911
)
 
$
—

 
$
204

Derivative liabilities:
 
 
 
 
 
 
 
 
NJRES
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
12,872

 
$
(2,837
)
 
$
1,200

 
$
11,235

Financial commodity contracts
 
45,836

 
(17,945
)
 
(27,891
)
 
—

Foreign currency contracts
 
32

 
(1
)
 
—

 
31

Total NJRES
 
$
58,740

 
$
(20,783
)
 
$
(26,691
)
 
$
11,266

NJNG
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
1,154

 
$
(31
)
 
$
—

 
$
1,123

Financial commodity contracts
 
3,365

 
(880
)
 
(2,485
)
 
—

Interest rate contracts
 
23,073

 
—

 
—

 
23,073

Total NJNG
 
$
27,592

 
$
(911
)
 
$
(2,485
)
 
$
24,196

(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)
Includes transactions with NAESB netting election, transactions held by FCMs 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.

17
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


NJRES utilizes financial derivatives to economically hedge the gross margin associated with the purchase of physical gas to be used for storage injection and its subsequent sale 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 delivered. 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.

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
Six Months Ended
 
 
March 31,
March 31,
Derivatives not designated as hedging instruments:
2017
 
2016
2017
 
2016
NJRES:
 
 
 
 
 
 
 
Physical commodity contracts
Operating revenues
$
4,982

 
$
9,128

$
6,725

 
$
21,002

Physical commodity contracts
Gas purchases
(3,982
)
 
(5,583
)
(12,781
)
 
(26,820
)
Financial commodity contracts
Gas purchases
38,121

 
21,820

7,510

 
63,096

Foreign currency contracts
Gas purchases
53

 
—

(33
)
 
—

Total unrealized and realized gains (losses)
$
39,174

 
$
25,365

$
1,421

 
$
57,278


NJRES designated its foreign exchange contracts entered into prior to January 1, 2016, as cash flow hedges and, as a result, changes in fair value of the effective portion of the hedges were recorded in OCI and, upon settlement of the contracts, realized gains and (losses) were reclassified from AOCI to gas purchases on the Unaudited Condensed Consolidated Statements of Operations.

The following table reflects the effect of derivative instruments that were designated as cash flow hedges on OCI during the three and six months ended March 31, 2016:
(Thousands)
Amount of Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion)
Amount of Gain or (Loss) Reclassified from OCI into Income (Effective Portion)
March 31, 2016
Three Months Ended
Six Months Ended
Three Months Ended
Six Months Ended
Foreign currency contracts
$
29

$
(35
)
$
30

$
42


NJNG’s derivative contracts are part of the Company's risk management activities that relate to its natural gas purchases, BGSS incentive programs and debt financing. These transactions are entered into pursuant to regulatory approval. At settlement, the resulting gains and/or losses are payable to or recoverable from utility customers and are deferred in regulatory assets or liabilities resulting in no impact to earnings.

The following table reflects the gains (losses) associated with NJNG's derivative instruments as of:
 
Three Months Ended
Six Months Ended
 
March 31,
March 31,
(Thousands)
2017
 
2016
2017
 
2016
NJNG:
 
 
 
 
 
 
Physical commodity contracts
$
(3,780
)
 
$
(14,528
)
$
(2,730
)
 
$
(14,528
)
Financial commodity contracts
(418
)
 
(5,151
)
10,760

 
(10,786
)
Interest rate contracts
(1,690
)
 
(11,071
)
18,681

 
(8,705
)
Total unrealized and realized (losses) gains
$
(5,888
)
 
$
(30,750
)
$
26,711

 
$
(34,019
)

18
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


NJNG and NJRES had the following outstanding long (short) derivatives as of:
 
 
 
Volume (Bcf)
 
 
 
March 31,
2017
 
September 30,
2016
NJNG
Futures
 
24.6

 
23.6

 
Physical
 
5.7

 
9.2

NJRES
Futures
 
(64.2
)
 
(79.1
)
 
Options
 
—

 
1.2

 
Physical
 
64.0

 
94.6


Not included in the previous table are NJRES' gross notional amount of foreign currency transactions of approximately $2.2 million, NJNG’s treasury lock agreement as previously discussed and 314,500 SRECs at NJRES that are open as of March 31, 2017.

Broker Margin

Futures exchanges have contract specific performance bond requirements, also known as margin requirements that require the posting of cash or cash equivalents relating to traded contracts. Margin requirements consist of initial margin that is posted upon the initiation of a position, maintenance margin that is usually expressed as a percent of initial margin, and variation margin that fluctuates based on the daily marked-to-market relative to maintenance margin requirements. The Company maintains separate broker margin accounts for NJNG and NJRES. The balances by company are as follows:
(Thousands)
Balance Sheet Location
March 31,
2017
September 30,
2016
NJNG
Broker margin - Current assets
$
3,354

$
4,822

NJRES
Broker margin - Current assets
$
20,250

$
42,822


Due to CME rulebook changes that took effect in January 2017, variation margin is being treated as a settlement payment, rather than collateral. As a result, the Company is now required to present variation margin net with the related derivative assets and/or liabilities on the Unaudited Condensed Consolidated Balance Sheets for any derivatives the Company clears through the CME. This change is being applied on a prospective basis. In September 30, 2016, prior to the rule change, the Company reported the variation margin as a separate unit of account within restricted broker margin on the Unaudited Condensed Consolidated Balance Sheets. There was no impact to the Company’s derivative gains or losses in the Unaudited Condensed Consolidated Statements of Operations as a result of the CME rule amendment.

Wholesale Credit Risk

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

NJR monitors and manages the credit risk of its wholesale 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.


19
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


Internally-rated exposure applies to counterparties that are not rated by S&P or Moody's. In these cases, the counterparty'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 following is a summary of gross credit exposures grouped by investment and noninvestment grade counterparties, as of March 31, 2017. 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 and NJRCEV residential solar installations.
(Thousands)
Gross Credit Exposure
Investment grade
 
$
155,318

 
Noninvestment grade
 
35,381

 
Internally rated investment grade
 
8,974

 
Internally rated noninvestment grade
 
27,114

 
Total
 
$
226,787

 

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.

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 March 31, 2017 and September 30, 2016, was $4.5 million and $23.1 million, 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 March 31, 2017 and September 30, 2016, the Company would have been required to post an additional $4.5 million and $23.1 million, 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 cash equivalents, 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 at NJNG and NJR, including current maturities, excluding capital leases and debt issuance costs, is as follows:
(Thousands)
March 31,
2017
September 30,
2016
Carrying value (1)
$
1,047,045

$
1,082,845

Fair market value
$
1,041,750

$
1,131,077

(1)
Excludes capital leases of $45.9 million and $42.2 million as of March 31, 2017 and September 30, 2016, respectively.


20
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


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 March 31, 2017, 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 natural gas 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, SREC forward sales 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). NJNG's treasury lock is also considered Level 2 as valuation is based on quoted market interest and swap rates as inputs to the valuation model. Inputs are verifiable and do not require significant management judgment. 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 were considered to be a “model,” it would still be considered to be a Level 2 input as the data is:

•
widely accepted and public;

•
non-proprietary and sourced from an independent third party; and

•
observable and published.

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.


21
New Jersey Resources Corporation
Part I

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)                                               


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 March 31, 2017:
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
—

 
 
$
10,228

 
 
$
—

 
$
10,228

Financial commodity contracts
 
28,220

 
 
—

 
 
—

 
28,220

Financial commodity contracts - foreign exchange
 
—

 
 
2

 
 
—

 
2

Available for sale equity securities - energy industry
 
65,884

 
 
—

 
 
—

 
65,884

Money market funds
 
65,115

 
 
—

 
 
—

 
65,115

Other
 
1,249

 
 
—

 
 
—

 
1,249

Total assets at fair value
 
$
160,468

 
 
$
10,230

 
 
$
—

 
$
170,698

Liabilities:
 
 
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
—

 
 
$
3,065

 
 
$
—

 
$
3,065

Financial commodity contracts
 
31,180

 
 
—

 
 
—

 
31,180

Financial commodity contracts - foreign exchange
 
—

 
 
27

 
 
—

 
27

Interest rate contracts
 
—

 
 
4,392

 
 
—

 
4,392

Total liabilities at fair value
 
$
31,180

 
 
$
7,484

 
 
$
—

 
$
38,664

As of September 30, 2016:
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
—

 
 
$
10,216

 
 
$
—

 
$
10,216

Financial commodity contracts
 
24,974

 
 
—

 
 
—

 
24,974

Financial commodity contracts - foreign exchange
 
—

 
 
1

 
 
—

 
1

Available for sale equity securities - energy industry
 
55,789

 
 
—

 
 
—

 
55,789

Money market funds
 
34,072

 
 
—

 
 
—

 
34,072

Other
 
1,444

 
 
—

 
 
—

 
1,444

Total assets at fair value
 
$
116,279

 
 
$
10,217

 
 
$
—

 
$
126,496

Liabilities:
 
 
 
 
 
 
 
 
 
 
Physical commodity contracts
 
$
—