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8-K

Rgc Resources Inc (RGCO)

8-K 2021-02-10 For: 2021-02-09
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Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): February 9, 2021

RGC RESOURCES, INC.

(Exact name of Registrant as specified in its charter)

Virginia 000-26591 54-1909697
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)
519 Kimball Ave., N.E. Roanoke, Virginia 24016
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(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: 540-777-4427

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425) | | --- | --- || ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- || ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- || ¨ | Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol Name of Each Exchange on Which Registered
Common Stock, $5 Par Value RGCO NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 if the Securities Exchange Act of 1934.

Emerging growth company ¨

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

¨
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
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On February 9, 2021, RGC Resources, Inc. issued a press release announcing the results for the first quarter ending December 31, 2020. A copy of this press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

ITEM 8.01 OTHER EVENTS.

The press release attached hereto as Exhibit 99.1 is also incorporated into this Item 8.01 by reference and therefore deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended.

| ITEM 9.01. | FINANCIAL STATEMENT AND EXHIBITS. | | --- | --- || 99.1 | FirstQuarter Earnings Results Press Release datedFebruarya2021q1ex991earningsrelease.htm9, 2021. | | --- | --- |

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

RGC RESOURCES, INC.
Date: February 10, 2021 By: /s/ Randall P. Burton, II
Randall P. Burton, II
Vice President, Secretary, Treasurer and CFO

Document

Exhibit 99.1

NEWS RELEASE

RGC RESOURCES, INC.

Release Date: February 9, 2021
Contact: Randall P. Burton, II
Vice President and CFO
Telephone: 540-777-3997

RGC RESOURCES, INC. REPORTS

FIRST QUARTER EARNINGS

ROANOKE, Va. (February 9, 2021)--RGC Resources, Inc. (NASDAQ: RGCO) announced consolidated Company earnings of $4,723,263 or $0.58 per diluted share for the quarter ended December 31, 2020. This compares to consolidated earnings of $4,006,936 or $0.49 per diluted share for the quarter ended December 31, 2019. CEO Paul Nester stated, “We experienced solid earnings growth from improved utility margins associated with infrastructure replacement programs and customer growth as well as lower operating expenses.”

Earnings for the twelve months ending December 31, 2020 were $11,280,861 or $1.38 per diluted share compared to $10,271,186 or $1.27 per diluted share for the twelve months ended December 31, 2019. Nester attributed the increase in trailing twelve-month net income to improved utility margins associated with infrastructure replacement programs, customer growth, and non-cash equity earnings.

RGC Resources, Inc. provides energy and related products and services to customers in Virginia through its operating subsidiaries Roanoke Gas Company and RGC Midstream, LLC.

From time to time, the Company may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause the Company’s actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company’s forward-looking statements.

Net income for the three months ended December 31, 2020 is not indicative of the results to be expected for the fiscal year ending September 30, 2021 as quarterly earnings are affected by the highly seasonal nature of the business and weather conditions generally result in greater earnings during the winter months. Past performance is not necessarily a predictor of future results.

Summary financial statements for the first quarter and twelve months are as follows:

RGC Resources, Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(Unaudited)

Three months ended December 31, Twelve months ended December 31,
2020 2019 2020 2019
Operating revenues $ 19,517,017 $ 19,785,453 $ 62,806,955 $ 66,595,231
Operating expenses 13,935,630 14,703,474 49,789,365 53,182,010
Operating income 5,581,387 5,081,979 13,017,590 13,413,221
Equity in earnings of unconsolidated affiliate 1,356,683 1,094,086 5,077,471 3,551,385
Other income, net 330,026 157,643 808,679 383,639
Interest expense 1,019,829 1,085,185 4,033,802 3,886,954
Income before income taxes 6,248,267 5,248,523 14,869,938 13,461,291
Income tax expense 1,525,004 1,241,587 3,589,077 3,190,105
Net income $ 4,723,263 $ 4,006,936 $ 11,280,861 $ 10,271,186
Net earnings per share of common stock:
Basic $ 0.58 $ 0.50 $ 1.38 $ 1.27
Diluted $ 0.58 $ 0.49 $ 1.38 $ 1.27
Cash dividends per common share $ 0.185 $ 0.175 $ 0.710 $ 0.670
Weighted average number of common shares outstanding:
Basic 8,167,793 8,081,837 8,147,544 8,059,170
Diluted 8,182,183 8,113,785 8,164,072 8,094,616

Condensed Consolidated Balance Sheets

(Unaudited)

December 31,
Assets 2020 2019
Current assets $ 20,903,352 $ 21,239,364
Utility plant, net 201,784,393 185,391,008
Other assets 71,666,584 61,552,241
Total Assets $ 294,354,329 $ 268,182,613
Liabilities and Stockholders’ Equity
Current liabilities $ 22,526,868 $ 17,503,920
Long-term debt, net 126,141,704 113,772,779
Deferred credits and other liabilities 53,136,216 50,546,779
Total Liabilities 201,804,788 181,823,478
Stockholders’ Equity 92,549,541 86,359,135
Total Liabilities and Stockholders’ Equity $ 294,354,329 $ 268,182,613