Good day, and welcome to the NiSource Fourth Quarter 2022 Investor Call. Joining me today are Chief Executive Officer, Lloyd Yates; Chief Financial Officer, Donald Brown; Senior Vice President, Strategy and Chief Risk Officer, Shawn Anderson; and Vice President of Investor Relations and Treasurer, Randy Hulen. The purpose of this presentation is to review NiSource's financial performance for the fourth quarter of 2022 as well as provide an update on our operations and growth drivers. Following our prepared remarks, we'll open the call to your questions. Slides for today's call are available in the Investor Relations section of our website. We would like to remind you that some of the statements made during this presentation will be forward-looking. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the statements. Information concerning such risks and uncertainties is included in the MD&A and Risk Factors sections of our periodic SEC filings. Additionally, some of the statements made on the call relate to non-GAAP measures. Please refer to the supplemental slides, segment information, and full financial schedules for information on the most directly comparable GAAP measure and a reconciliation of these measures. I'd now like to turn the call over to Lloyd.

Thanks, Chris. Good morning, everyone, and thank you for joining us. By the end of the call, we want to leave you with three takeaways about our business and our future. I'd like to reiterate our confidence, progress, and focus. Our confidence in our strategic plan and our strong progress in delivering on our commitments. Our progress on our regulatory initiatives, including pursuing a potential settlement in the NIPSCO electric rate case, and our focus on realizing the upside potential beyond our existing plan. We will touch on some of these incremental investment opportunities later in today's presentation. Turning to our performance, 2022 was a year of relentless and consistent execution by our team. Among the keys to our success in 2022 was our comprehensive business review. We believe the goals detailed at our Investor Day are both significant and achievable, and we will measure our progress against our premium utility growth plan each quarter. Our results this quarter and in 2022 were strong and demonstrate that we are off to a great start in the execution of our plan. We delivered earnings above our 2022 guidance and are raising our 2023 guidance. We also grew our dividend 6.4%. We remain on track to drive shareholder value for a compelling 9% to 11% total shareholder return. At Investor's Day, we committed to optimizing our cost profile and enhancing operational efficiency. We are doing it by transforming both our IT systems and the work process of our people. I want to thank each of our employees for their performance throughout 2022 and a deep commitment to serving our customers. Let's turn to Slide 5 of the presentation and take a closer look at our 2022 key achievements. NiSource's 2022 earnings exceeded our guidance range. We delivered $1.47 non-GAAP diluted EPS. That's up more than 7% from last year. It reflects our continued investment in safety, reliability, customer affordability, and sustainability. Looking to 2023, we've increased our guidance range to $1.54 to $1.60 per share. This reflects our outperformance in 2022 and confidence in 2023 execution. We're reaffirming our expectation of 6% to 8% annual EPS growth through 2027 as well as our annual 8% to 10% rate base growth. Slide 6 illustrates our 2023 guidance and our commitment to grow 6% to 8% annually through 2027. Driving this top-tier growth are investments of $15 billion in regulated CapEx from 2023 through 2027, a high-level summary of which you can see on Slide 7. Looking out further, we continue to expect to invest $30 billion from 2023 to 2032. As I alluded to earlier, execution by our regulatory team continues to be a strength. In 2022, we filed 4 rate cases and resolved 3, in Pennsylvania, Maryland, and the Indiana gas case. In addition, the Ohio rate case concluded last month. These cases represent balanced outcomes supporting all stakeholders. Turning to Page 8. We have the following key priorities for 2023. First, continue to enhance our focus on safety and operational excellence. Second, the successful sale of our minority interest in NIPSCO to strengthen our balance sheet. Next, a balanced outcome in the NIPSCO electric rate case, which we will cover in a few moments. Fourth, drive efficiencies to achieve flat operating expenses to enhance customer affordability. These efforts will keep our customer rates sustainable with expected total annual rate increases that are in line with inflation. And finally, our commitment to delivering on our 2023 guidance. These are the priorities that we will keep top of mind throughout the year. On Slide 9, you will see the additional investment opportunities NiSource may pursue in both the near and long term. NiSource's investment opportunities include replacing pre-1985 plastic gas pipes, gas transmission replacements, and reconfirmations to comply with PHMSA regulation. In addition, electric generation tax credit transferability and advanced gas metering infrastructure also represent attractive opportunities for NiSource in the near term. Beyond 2027, we see the need to add electric generation capacity in the marketplace and to enhance electric grid hardening. NiSource electric long-range transmission projects, electric transportation, renewable gas infrastructure, and hydrogen production hubs also make up long-term and large-scale projects we will seek to participate in to enhance our investment portfolio and drive greater value for our customers. Now let's turn to Page 10 to review some fourth quarter and recent highlights from gas distribution operations. Columbia Gas of Ohio received an order accepting the settlement in its rate case on January 26. The order includes a revenue increase of $68.2 million net of riders. New rates will be effective on March 1. The settlement in our Pennsylvania rate case was approved in December. It enables continued investments in the replacement of aging pipe and system upgrades needed to ensure service reliability and pipeline safety. New rates went into effect December 17. Finally, Columbia Gas of Maryland received an order in November, approving its rate case settlement. The settlement supports the company's continued investments in infrastructure replacement and system upgrades. Now for updates on our electric operations and renewables projects, I'd like to turn it over to Shawn Anderson.

Thank you, Lloyd, and good morning, everyone. You'll find information about our electric operations on Slide 11. NIPSCO is actively working with stakeholders toward a settlement in its electric rate case; it's first since 2018. New rates are anticipated to take effect in September 2023 with an incremental rate step applied in 2024. Meanwhile, the company remains on track to support a reliable generation portfolio and to retire all coal-fired generation by the end of 2028 with new assets, predominantly wind and solar facilities coming online. All of the renewable generation projects remain on target with previously revised in-service dates. The construction underway at Indiana Crossroads Solar and Dunns Bridge Solar 1 is nearing completion, with both facilities projected to be in service in the first half of 2023. Also under construction, the Indiana Crossroads 2 wind project continues to pace for the start of commercial operations by the end of 2023. We have entered into contract amendments for our Dunns Bridge 2, Cavalry, and Fairbanks projects to address our previously communicated project completion dates and reflect market pressures on pricing. Both Dunns Bridge 2 and Cavalry projects have begun initial construction with activities ramping into full construction this spring. We continue to evaluate the provisions of the Inflation Reduction Act and its applicability to the projects in our generation portfolio, including the potential application of tax transferability, along with the enhanced tax credits provided for in the act. We believe the legislation has enabled the opportunities to drive greater value to both our customers and shareholders while advancing our remaining projects. It is important to note that the application of all tax credits is analyzed on a project-by-project basis and is impacted by various factors such as capital costs and the expected production of the asset. Meanwhile, NIPSCO is in active commercial negotiations with potential counterparties to fulfill the preferred portfolio outlined in its 2021 integrated resource plan. Project agreements resulting from the all-sources RFP as well as the targeted gas peaking RFP at Schahfer Generating Station are expected to be announced this summer. Additional work continues around capturing direct and indirect funding opportunities from recent federal legislation, most notably the nearly $500 billion generated from the Infrastructure Investment and Jobs Act and the Inflation Reduction Act. We have been active in several hydrogen hub proposals across our territory, each of which have received encouragement from the DOE to submit a full application for the regional clean hydrogen hub funding opportunity announcement as designated in the Bipartisan Infrastructure Investment and Jobs Act. I'd like to close by confirming we are on track to achieve our industry-leading environmental impact targets, namely a 90% reduction in Scope 1 greenhouse gas emissions from 2005 levels by 2030. This progress is consistent with the reductions needed to achieve our goal of net zero Scope 1 and Scope 2 emissions by 2040, which we announced in November. Now I'd like to turn the call over to Donald, who will discuss our financial performance in more detail.

Thanks, Shawn, and good morning, everyone. Turning to our fourth quarter 2022 results on Slide 13. Fourth quarter non-GAAP net operating earnings were $221 million or $0.50 per share compared to $167 million or $0.39 per share in the fourth quarter of 2021. Full-year earnings were $648 million or $1.47 per share compared to $571 million or $1.37 per share in 2021. Taking a closer look at our fourth quarter segment, non-GAAP results on Slide 14. Gas distribution operating earnings were $288 million in the fourth quarter, an increase of $72 million versus the same quarter last year. Operating revenues, net of the cost of energy and tracked expenses were higher by $66 million, mainly due to new rates resulting from base rate cases and regulatory capital programs. Operating expenses, again, net of the cost of energy and tracked expenses were lower by $6 million due primarily to lower O&M and other taxes. In our electric segment, non-GAAP operating earnings for the fourth quarter were $68 million, $14 million lower than in the same quarter last year. Operating revenues, net of the cost of energy and tracked expenses were lower by $4 million, mainly due to slightly lower weather-normalized customer usage. Operating expenses, once again excluding the cost of energy and tracked expenses were higher by $10 million, primarily due to increased depreciation and amortization. Now I'd like to briefly touch on our debt and credit profile. Our debt level as of December 31, 2022, was $11.3 billion, of which $9.6 billion was long-term debt with a weighted average maturity of 14 years and a weighted average interest rate of 3.7%. At the end of the fourth quarter, we maintained net available liquidity of over $1.6 billion consisting of cash and available capacity under our credit facility and our accounts receivable securitization programs. We remain committed to our current investment-grade credit ratings. Slide 16 highlights our financing strategy and credit commitments. We issued a $1 billion 1-year term loan in December and used the proceeds to reduce our commercial paper balances, and the loan bridges the gap into our equity unit remarketing in the fall. Our financing plan includes no block or ATM equity issuances in 2023 or 2024, and is consistent with all of our earnings growth and credit commitments through 2027 and remains unchanged from Investor Day in November. I'd like to highlight that the recent drop in natural gas prices directly reduces our customers' bills over time and reduces the natural gas impact on working capital and financing charges. In summary, we reported 2022 EPS of $1.47, exceeding our $1.44 to $1.46 guidance range. We have raised our 2023 guidance to $1.54 to $1.60, an increase of over $0.03 versus our prior midpoint. We're also reiterating our long-term growth commitment of 6% to 8% annual EPS growth through 2027. Despite persistent macroeconomic headwinds and volatility, we are advancing key elements of our 5-year plan, and we remain focused on safety, reliability, affordability, and sustainability. Before we open up the line to answer your questions, I'd like to reiterate our confidence, progress, and focus. Our confidence in our strategic plan and our strong progress in delivering on those commitments. Our progress on our regulatory initiatives, including pursuing a potential settlement in the NIPSCO electric rate case, and our focus on realizing the upside potential beyond our existing plan. Thank you all for participating today and for your ongoing interest in and support of NiSource.

So I guess just on the NIPSCO rate case and the timeline for potential settlement, would you prospectively want to have that done before the March 13 hearings? Or just how do we kind of think about the timeline there, if you can move to settlement?

Lloyd Yates here. Regarding the NIPSCO rate case, we submitted our rebuttal testimony on February 16 and have begun discussions with the involved parties. I am hopeful about reaching a settlement in this case. You should consider the timeline around February 27. With hearings starting on March 13, it’s reasonable to expect some developments by the end of February. Historically, we have seen extensions of about a week for completing settlement discussions, and that appears to be the direction we are headed right now.

That's really helpful. And then I guess just on the minority interest sale. Can you kind of just give us a sense, I know in the prepared remarks, you said you're on track. What type of demand are you kind of seeing from either financial or strategic? And then how are you kind of framing the timeline for an announcement here? Do you expect to have something by next quarter? Or just any additional color would be helpful.

So Shawn is leading that initiative for the company. I'm going to let Shawn Anderson answer that.

Yes. Thanks, Nick. I appreciate the question. We’ve observed a broad range of qualified partners, which are positioned to help NIPSCO and NiSource realize its strategic goals. We’re confident this is the right audience to evaluate a partnership with NiSource as we laid out in November. And we’re also confident the process we’ve launched will lead us to a successful outcome this year.

Regarding the CapEx, when you moved a significant portion of generation spending from 2024 to 2023, it appears that you also slightly increased the overall CapEx plan at the same time, with the 2023 range going up more than the reduction in 2024 CapEx. Can you clarify this and whether we should consider it as an addition to your overall planning assumptions?

So I would not treat that as incremental. That shift was really for progress payments for our renewable projects. I mean our plan is still as is, spending around $3 billion a year in CapEx is what we're committed to. We feel like we can execute that really, really well, but there's no increase in CapEx at all. Those are just progress payments for the projects.

Got it. And then just a follow up on Nick's question on the GRC. I guess, how are you sort of thinking about the potential for the coal plant cost recovery mechanism to get approved?

So we're in the middle of conversations. There's been some debate about that mechanism. We think that mechanism is really good for customers. As we shut those coal plants down, that cost goes back to customers immediately. We're in conversations with the various parties about how to make that work, I'm optimistic that we can do that because I think that's good for customers in passing that cost back immediately. But I think those are integral parts of the settlement discussions right now.

Got it. Okay. Perfect. And then just real quick, lastly, Donald, I know you sort of mentioned equity, but you threw out the word block in there as well, so just not ATM, but you also mentioned the word block post '25. Is there any reason to believe like you would come to market with block equity, especially post this minority sale?

No. And let me correct. It certainly didn’t say block. Our financing plan has not changed. It still is that we expect to enter into ATM post 2025. And that’s really to keep us in that 14% to 16%, FFO to debt range, but no blocks planned or expected at this point.

Team, good morning. Can you hear me okay?

We hear you fine.

Okay. Perfect. Sorry. just Donald, thank you for sharing details on the deferred fuel and impact to your credit metrics. But maybe can you talk about the customer bill implications? And when could we sort of see the lower gas prices flow through your customer bills? And I know it's different states are different, but just at a very high level, can you discuss that?

Yes. No, great question. Certainly, seeing favorable natural gas prices, including today, we're seeing NYMEX March price around $2 or below $2. So that's a great impact for our customers. As we look at it, we're expecting probably a 20% to 25% decrease in customer bills, '23 versus 2022. So really good outcome.

That's super helpful. And then just maybe I just want to switch gears and see if you could give us any additional color on the updated, this is Slide 9 now. I'm on the near-term opportunities on CapEx. Any way that you can size the overall CapEx dollars we are talking about here in terms of your overall capital plan? How should we think about that? Any color you can share there, whether it's increased ownership of the generation assets, AMI, et cetera.

Durgesh, we recognize that those opportunities exist, but we haven't quantified them yet. As we gain more insight into the pre-1985 plastic pipe or MISO situation regarding new transmission opportunities, we'll be able to size them accurately. We'll inform you as soon as we have that information.

I understand. Just a quick question regarding the timing. Shawn, during Analyst Day last year, you mentioned a possible mid-year announcement about the assets. Is that still on track for the NIPSCO sale, or have you noticed that some of your peers looking to sell renewable assets have altered their timelines?

Yes. Thanks for the question. The timeline has not changed. We still expect to be able to complete this in 2023. And as you can imagine, we’re still early days in the process itself. So we’ll be able to provide updates along the way when it’s appropriate to do so.

Just following up on that, is the timing of the sale dependent on having the rate case settled or concluded first? Is that a key factor in moving forward with the financing?

These are really 2 separate processes, and we believe both can proceed as we've laid out today.

Okay. So not necessarily conclusion on the rate case before you could have a transaction done?

That's correct.

Okay. And then separately, obviously, some good moves on the gas side. What's your thought in terms of cadence, given the different regulatory mechanisms you have in the CapEx plan in terms of general rate cases or base rate cases at the gas businesses, what's your sense on timing of that going forward?

Yes, great question. If you look at our history, we're typically in every 2 to 3 years in most jurisdictions. We're actually coming off a pretty heavy year last year where we were in 5 rate cases, Ohio, Indiana, new rates in 2022, Virginia, Kentucky, and Maryland. So last year was a pretty heavy year. But if you look at our history, Maryland's almost every year, PA is almost every year, and then other states typically every 2 to 3 years.

Okay. And that cadence to continue, roughly?

Yes. We’re evaluating Pennsylvania, but I’d say otherwise, it’s every 2 to 3 years on the other states.

In your prepared remarks, if I heard correctly, there was some mention of revised contracts for select renewable projects. Can you impact the materiality of these changes and what remaining risks you see from a timeline execution standpoint?

Yes. Thanks, Ryan. Appreciate the question. As you can imagine, we're still working through the process. So we still consider these contract amendments confidential. But the one thing I'd say is that we will work forward with our partners in the appropriate filings with the commission to move these forward. We're talking about the four remaining projects that are not substantively under construction, apart from those that are already in service. The market is seeing increases in cost in the 10% to 25% range. What we've seen is consistent with that. And we've also been able to benchmark that off of the most recent RFP in August of 2022. So we feel good about the value proposition that these projects still provide to our customers in Northwest Indiana, and we'll proceed accordingly.

And in terms of the timeline on Slide 12, you highlighted potential changes to kind of the cadence around execution. Are those amendments reflective of future potential changes in timeline? Or could you see further adjustments if timelines slow?

No, great question. Let me clarify. The contract amendments that were made are to support the timelines that we disclosed in 2022 and support the timelines that you see on that slide, which placed those remaining projects in service in '24 and '25.

Okay. And then one follow-up on the NIPSCO sale process, have bidding rooms been formed? And have you seen any initial rounds of bids, any color you could share around how early in the process you may be?

Yes. Unfortunately, there isn’t additional color I can offer at this time. We’re focused on advancing the process, and we’ll just have to come back with updates around these topics when it’s appropriate to do so.

I joined late, so apologies if I missed this earlier. Just curious, what are you seeing on O&M trends coming out of 4Q relative to what you discussed this fall at Analyst Day. And curious if there are any moving pieces here relative to the latest 2023 outlook versus initial.

Richard, this is Lloyd. First of all, I would say we're on track for flat O&M year-over-year. And I'd like to characterize it, we are really developing our O&M muscle. We have something going on at the company called Project Apollo, where we have outlined various processes and projects that we have teams working on to target doing things safer, better, more efficiently, and for lower cost, and we're on track to achieve those.

So just sticking with Richard's question, cost reduction seems to be a focus in the narrative with NIPSCO in the case. How do you think about effectively settling that issue here and how that marries up with the timeline that you've articulated here with Project Apollo and wider O&M savings? Again, I'm not trying to ask you to negotiate the settlement on the call here per se, but how does that line up and especially vis-a-vis timeline here with some of these efforts that you have underway, you talked about holding it flat for this year, in particular. And then I suppose a related question following up on the earlier one, but from Nick is, if you're looking at the next couple of weeks, potentially trying to sell this out, is there anything that you really need to get out there in the record in a hearing context? Or is it all sufficiently hashed out at this point as far as you're concerned?

Let me address both questions. Regarding the O&M and the timeline, we aim to align these with our rate cases. Our strategy is to reduce any O&M from the system whenever possible, as this benefits our customers. O&M plays a role in maintaining affordable rates for our customers, so we're not strictly tying it to rate cases. If it aligns, that's great; if not, we can manage without it. Ultimately, we will see some improvements in the system which will benefit customers, and we will continue on this path without overthinking our strategy. Looking at the NIPSCO rate case and the intervenor testimony, there's no dispute about the capital investments. All capital investments, mainly in renewable projects, have been accepted. The focus of the discussion is now on O&M and ROE, which is a positive sign. Typically, when the discussions are limited to these two subjects, reasonable settlements can be reached. I believe we're in a good position with the NIPSCO rate case regarding O&M, and I remain optimistic about the next two weeks for all stakeholders involved.

Got it. Excellent. And then just going back to the related question on the minority asset sale and the equity that Shawn brought up. So given the indications that you see today, I mean I suppose the question is, do you have equity needs in that longer-term period? How do you think about the early indications in the process relative to the beyond 25 balance sheet needs? Again, clearly, you're trying to take out a lot of those cumulative capital needs here with this asset sale. The question is to what extent can you more meaningfully address it?

Yes. I’d say our financing plan hasn’t changed. And as Shawn stated, the process is going as expected. When we get more details that we can communicate on the sale transaction, we’ll do that. But no change to the financing plan at this point.

Excellent. And just lastly here, I heard that you said you reaffirmed the timelines for the various, I believe, the four solar projects solar storage project. Just on that point on timeline, again, obviously, you're paying to have these on a timely manner. Do you see them as broadly on track, given some of the interconnection issues and given some of the deliverability, I think specifically in the interconnect side here, just curious on your level of covenants on that front.

Yes. As we shared, our projects are all continuing on schedule with the revised in-service dates we updated in 2022, Dunns Bridge 1 and Crossroad Solar specifically at the stage of construction, we’re each receiving panels on a regular basis to support the in-service dates within the first half of this year. And we’re continuing to work in good faith with our developer partners and all the remaining – all the other remaining projects to advance accordingly.

There are no further questions at this time. I'll turn it over to Lloyd Yates, Chief Executive Officer, for any closing remarks.

So thank you for your questions. And as we close, I want to reiterate what Donald and I have said about our confidence, progress, and focus. Our confidence in our strategic plan and our strong progress in delivering on our commitments. Our progress on our regulatory initiatives, including pursuing a potential settlement in the NIPSCO electric rate case, and our focus on realizing the upside potential beyond our existing plan. I believe the future is bright for NiSource and we’re confident in the execution of the 5-year plan we had unveiled at Investor Day. We appreciate you joining us this morning, and I hope all of you stay safe. Thank you.

Ladies and gentlemen, this concludes today's conference call. Thank you for participating. You may now disconnect.