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What changed in SPIRE INC's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of SPIRE INC's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+249 added−254 removedSource: 10-K (2024-11-20) vs 10-K (2023-11-16)

Top changes in SPIRE INC's 2024 10-K

249 paragraphs added · 254 removed · 165 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

42 edited+30 added−4 removed21 unchanged
Biggest changeShould that condition change, the Company could experience labor disputes, work stoppages or other disruptions that could negatively impact the Company’s system operations, customer service, results of operations and cash flows. 6 Table of Contents The following table presents the Company’s various labor agreements as of September 30, 2023: Employees Contract Start Contract End Union Local Covered Date Date Spire Missouri United Steel, Paper and Forestry, Rubber Manufacturing, Allied-Industrial and Service Workers International Union (USW) 884 67 August 10, 2021 July 31, 2024 USW 11-6 873 August 1, 2021 July 31, 2024 USW 11-6-03 98 August 1, 2021 July 31, 2024 USW 12561 132 August 1, 2022 July 31, 2025 USW 14228 40 August 1, 2022 July 31, 2025 USW 11-267 28 August 1, 2022 July 31, 2025 International Brotherhood of Electrical Workers 53 1 October 1, 2022 September 30, 2025 Gas Workers Metal Trades locals of the United Association of Journeyman and Apprentices of the Plumbing and Pipefitting Industry of the United States and Canada 781-Kansas City 215 August 1, 2022 July 31, 2025 Gas Workers Metal Trades locals of the United Association of Journeyman and Apprentices of the Plumbing and Pipefitting Industry of the United States and Canada 781-Monett 49 August 1, 2022 July 31, 2025 Total Spire Missouri 1,503 Spire Alabama USW 12030 210 May 1, 2023 April 30, 2026 United Association of Gas Fitters 548 207 May 1, 2022 April 30, 2025 Total Spire Alabama 417 Spire Gulf USW 541 61 August 1, 2023 July 31, 2026 Total Spire 1,981 7 Table of Contents Operating Revenues and Customer Information The following tables present information on Spire’s revenues and volume sold and transported (before intersegment eliminations), and annual average numbers of customers for the three years ended September 30, 2023, 2022 and 2021.
Biggest changeEmployees Contract Start Contract End Union Local Covered Date Date Spire Missouri United Steel, Paper and Forestry, Rubber Manufacturing, Allied-Industrial and Service Workers International Union (USW) 884 66 August 1, 2024 July 31, 2027 USW 11-6 896 August 1, 2024 July 31, 2027 USW 11-6-03 70 August 1, 2024 July 31, 2027 USW 12561 134 August 1, 2022 July 31, 2025 USW 14228 41 August 1, 2022 July 31, 2025 USW 11-267 28 August 1, 2022 July 31, 2025 International Brotherhood of Electrical Workers 53 1 October 1, 2022 September 30, 2025 Gas Workers Metal Trades locals of the United Association of Journeyman and Apprentices of the Plumbing and Pipefitting Industry of the United States and Canada 781-Kansas City 210 August 1, 2022 July 31, 2025 Gas Workers Metal Trades locals of the United Association of Journeyman and Apprentices of the Plumbing and Pipefitting Industry of the United States and Canada 781-Monett 50 August 1, 2022 July 31, 2025 Total Spire Missouri 1,496 Spire Alabama USW 12030 196 May 1, 2023 April 30, 2026 United Association of Gas Fitters 548 201 May 1, 2022 April 30, 2025 Total Spire Alabama 397 Spire Gulf USW 541 62 August 1, 2023 July 31, 2026 Total Spire 1,955 5 Table of Contents GAS UTILITY Overview Spire Missouri is a public utility engaged in the purchase, retail distribution and sale of natural gas.
MRT’s tariffs allow injections into storage from May 1 through November 1 and require the withdrawal from storage of all but 4.3 Bcf from November 1 through May 1. Southern Star tariffs allow both injections and withdrawals into storage year-round with ratchets that restrict the associated flows dependent upon the underlying inventory level per the contracts.
MRT’s tariffs allow injections into storage from May 1 through November 1 and require the withdrawal from storage of all but 4.4 Bcf from November 1 through May 1. Southern Star tariffs allow both injections and withdrawals into storage year-round with ratchets that restrict the associated flows dependent upon the underlying inventory level per the contracts.
GAS UTILITY Natural Gas Supply The Utilities’ fundamental gas supply strategy is to meet the two-fold objective of 1) ensuring a dependable gas supply is available for delivery when needed and 2) insofar as is compatible with that dependability, purchasing gas that is economically priced.
Natural Gas Supply The Utilities’ fundamental gas supply strategy is to meet the two-fold objective of 1) ensuring a dependable gas supply is available for delivery when needed and 2) insofar as is compatible with that dependability, purchasing gas that is economically priced.
Spire Alabama’s distribution system is connected to two major interstate natural gas pipeline systems, Southern Natural Gas Company, L.L.C. (Southern Natural Gas) and Transcontinental Gas Pipe Line Company, LLC (Transco). It is also connected to two intrastate natural gas pipeline systems. 5 Table of Contents Spire Alabama purchases natural gas from various natural gas producers and marketers.
Spire Alabama’s distribution system is connected to two major interstate natural gas pipeline systems, Southern Natural Gas Company, L.L.C. (Southern Natural Gas) and Transcontinental Gas Pipe Line Company, LLC (Transco). It is also connected to two intrastate natural gas pipeline systems. 8 Table of Contents Spire Alabama purchases natural gas from various natural gas producers and marketers.
To secure access to the markets it serves, Spire Marketing contracts for transportation capacity on various pipelines from pipeline companies directly and from other parties through the secondary capacity market. Throughout fiscal 2023, Spire Marketing held approximately 1 Bcf per day of firm transportation capacity.
To secure access to the markets it serves, Spire Marketing contracts for transportation capacity on various pipelines from pipeline companies directly and from other parties through the secondary capacity market. Throughout fiscal 2024, Spire Marketing held approximately 1 Bcf per day of firm transportation capacity.
Item 1. Business OVERVIEW Spire Inc. (“Spire”) was formed in 2000 and is the holding company for Spire Missouri Inc. (“Spire Missouri”), Spire Alabama Inc. (“Spire Alabama”), other gas utilities, and gas-related businesses. Spire Missouri was formed in 1857 and Spire Alabama was formed in 1948 by the merger of two gas companies.
Item 1. Business OVERVIEW Spire Inc. (“Spire” or the “Company”) was formed in 2000 and is the holding company for Spire Missouri Inc. (“Spire Missouri”), Spire Alabama Inc. (“Spire Alabama”), other gas utilities, and gas-related businesses. Spire Missouri was formed in 1857, and Spire Alabama was formed in 1948 by the merger of two gas companies.
Natural gas purchased by Spire Missouri for delivery to its service areas included 50.3 billion cubic feet (Bcf) through the Southern Star Central Gas Pipeline, Inc.
Natural gas purchased by Spire Missouri for delivery to its service areas included 40.3 billion cubic feet (Bcf) through the Southern Star Central Gas Pipeline, Inc.
In new multi-family and commercial rental markets, the Utilities’ competitive exposures are presently limited to space and water heating applications. Spire Missouri and Spire Alabama offer gas transportation service to its large commercial and industrial customers. Transportation customers represent approximately 2% and 14% of fiscal 2023 operating revenues for Spire Missouri and Spire Alabama, respectively.
In new multi-family and commercial rental markets, the Utilities’ competitive exposures are presently limited to space and water heating applications. Spire Missouri and Spire Alabama offer gas transportation service to its large commercial and industrial customers. Transportation customers represent approximately 2% and 15% of fiscal 2024 operating revenues for Spire Missouri and Spire Alabama, respectively.
In fiscal 2023 , Spire Missouri purchased natural gas from 24 different suppliers to meet its total service area current gas sales and storage injection requirements. Spire Missouri entered into firm agreements with suppliers including major producers and marketers providing flexibility to meet the temperature-sensitive needs of its customers.
In fiscal 2024 , Spire Missouri purchased natural gas from 29 different suppliers to meet its total service area current gas sales and storage injection requirements. Spire Missouri entered into firm agreements with suppliers including major producers and marketers providing flexibility to meet the temperature-sensitive needs of its customers.
Spire Missouri also holds firm transportation arrangements on several other interstate pipeline systems that provide access to gas supplies upstream. Some of Spire Missouri’s commercial and industrial customers purchased their own gas with Spire Missouri transporting 51.2 Bcf to them through its distribution system.
Spire Missouri also holds firm transportation arrangements on several other interstate pipeline systems that provide access to gas supplies upstream. Some of Spire Missouri’s commercial and industrial customers purchased their own gas with Spire Missouri transporting 50.3 Bcf to them through its distribution system.
The average temperature was -3 degrees Fahrenheit in Kansas City, and on that day Spire Missouri West customers consumed 0.91 Bcf of natural gas. This peak day demand was met with natural gas transported to Kansas City through the Southern Star, PEPL, TIGT, and REX transportation systems.
The average temperature was -9 degrees Fahrenheit in Kansas City, and on that day Spire Missouri West customers consumed 0.90 Bcf of natural gas. This peak day demand was met with natural gas transported to Kansas City through the Southern Star, PEPL, TIGT, and REX transportation systems.
In fiscal 2023, Spire Alabama purchased natural gas from 24 different suppliers to meet current gas sales, storage injection, and liquefied natural gas (LNG) liquefaction requirements, of which one supplier is under a long-term supply agreement.
In fiscal 2024, Spire Alabama purchased natural gas from 23 different suppliers to meet current gas sales, storage injection, and liquefied natural gas (LNG) liquefaction requirements, of which one supplier is under a long-term supply agreement.
Spire Storage West is engaged in the storage of natural gas serving markets primarily in the western region of the U.S. The facility is located in southwestern Wyoming and consists of two storage fields operating under one FERC market-based rate tariff currently authorized to provide up to 55 Bcf of storage capacity to customers.
Spire Storage West, located in southwestern Wyoming, consists of two storage fields operating under one FERC market-based rate tariff currently authorized to provide up to 55 Bcf of natural gas storage capacity to customers primarily in the western region of the U.S.
Spire Missouri has a contractual right to store 21.6 Bcf of gas in MRT’s storage facility located in Unionville, Louisiana, 16.0 Bcf of gas storage in Southern Star’s system storage facilities located in Kansas and Oklahoma, 1.4 Bcf of firm storage on PEPL’s system storage, and 1.0 Bcf of firm storage with Spire Storage Salt Plains.
Spire Missouri has a contractual right to store 22.0 Bcf of gas in MRT’s storage facility located in Unionville, Louisiana, 16.0 Bcf of gas storage in Southern Star’s system storage facilities located in Kansas and Oklahoma, and 1.4 Bcf of firm storage on PEPL’s system storage.
Spire is committed to transforming its business and pursuing growth through growing organically, investing in infrastructure, and advancing through innovation. The Company has three reportable business segments: Gas Utility, Gas Marketing and Midstream. The Gas Utility segment includes the regulated operations of Spire Missouri, Spire Alabama, Spire Gulf Inc. (“Spire Gulf”) and Spire Mississippi Inc. (“Spire Mississippi”) (collectively, the “Utilities”).
Spire is committed to transforming its business and pursuing growth through growing organically, investing in infrastructure, and advancing through innovation. The Company has three reportable business segments: Gas Utility, Gas Marketing and Midstream, which are further described below. The Gas Utility segment includes the regulated operations of Spire Missouri, Spire Alabama, Spire Gulf Inc. (“Spire Gulf”) and Spire Mississippi Inc.
Direct use of renewables will continue to grow in the future and compete against distributed generation using natural gas. 8 Table of Contents Residential, commercial, and industrial customers represent approximately 95% and 83% of fiscal 2023 operating revenues for Spire Missouri and Spire Alabama, respectively.
Direct use of renewables will continue to grow in the future and compete against distributed generation using natural gas. 7 Table of Contents Residential, commercial, and industrial customers represent approximately 93% and 84% of fiscal 2024 operating revenues for Spire Missouri and Spire Alabama, respectively.
The fiscal 2023 peak day send out for Spire Alabama was 0.6 Bcf of natural gas on December 23, 2022, when the average temperature was 13 degrees Fahrenheit in Birmingham, of which 80% was met with supplies transported through Southern Natural Gas, Transco, and intrastate facilities. The remaining 20% was fulfilled with LNG.
The fiscal 2024 peak day send out for Spire Alabama was 0.6 Bcf of natural gas on January 20, 2024, when the average temperature was 20 degrees Fahrenheit in Birmingham, of which 86% was met with supplies transported through Southern Natural Gas, Transco, and intrastate facilities. The remaining 14% was fulfilled with LNG.
The actual storage capacity was 23 Bcf as of September 30, 2023, and management is in the process of expanding it to 39 Bcf by 2025. Spire Storage Salt Plains is located in north central Oklahoma and serves markets in the midcontinent and midwestern U.S.
The actual storage capacity was approximately 23 Bcf as of September 30, 2024, and management is in the process of expanding it to 39 Bcf by 2025. Spire Storage Salt Plains is located in north central Oklahoma and serves markets in the midcontinent and midwestern U.S. Spire Storage Salt Plains is connected to Southern Star Pipeline and Oklahoma Gas Transmission.
Louis through the MRT, Missouri Gas Pipeline LLC, Spire STL Pipeline, and Southern Star transportation systems, and from Spire Missouri’s on-system storage. The fiscal 2023 peak day send out of natural gas to Spire Missouri West customers, including transportation customers, occurred on December 22, 2022.
Louis through the MRT, Missouri Gas Pipeline LLC (now Spire MoGas Pipeline), Spire STL Pipeline, and Southern Star transportation systems, and from Spire Missouri’s on-system storage. The fiscal 2024 peak day send out of natural gas to Spire Missouri West customers, including transportation customers, occurred on January 14, 2024.
(Southern Star) system, 35.8 Bcf through the Enable Mississippi River Transmission LLC (MRT) system, 22.9 Bcf through the Spire STL Pipeline, 6.0 Bcf through the Tallgrass Interstate Gas Transmission, LLC (TIGT) system, 4.3 Bcf through the Panhandle Eastern Pipe Line Company, LP (PEPL) system, and 2.8 Bcf through the Rockies Express Pipeline, LLC (REX) system.
(Southern Star) system, 28.1 Bcf through the Enable Mississippi River Transmission LLC (MRT) system, 23.0 Bcf through the Spire STL Pipeline, 7.2 Bcf through the Tallgrass Interstate Gas Transmission, LLC (TIGT) system, 9.1 Bcf through the Panhandle Eastern Pipe Line Company, LP (PEPL) system, and 0.7 Bcf through the Rockies Express Pipeline, LLC (REX) system.
The Utilities are subject to various environmental laws and regulations that, to date, have not materially affected the Utilities’ or the Company’s financial position and results of operations. For a detailed discussion of environmental matters, see Note 16 , Commitment and Contingencies, of the Notes to Financial Statements in Item 8.
Regulatory and Environmental Matters For details on regulatory matters, see Note 15 , Regulatory Matters, of the Notes to Financial Statements in Item 8. The Utilities are subject to various environmental laws and regulations that, to date, have not materially affected the Utilities’ or the Company’s financial position and results of operations.
The fiscal 2023 peak day send out of natural gas to Spire Missouri East customers, including transportation customers, occurred on December 23, 2022. The average temperature was 6 degrees Fahrenheit in St. Louis, and on that day Spire Missouri East customers consumed 1.04 Bcf of natural gas. This peak day demand was met with natural gas transported to St.
The fiscal 2024 peak day send out of natural gas to Spire Missouri East customers, including transportation customers, occurred on January 14, 2024. The average temperature was 0.4 degrees Fahrenheit in St. Louis, and on that day Spire Missouri East customers consumed 1.03 Bcf of natural gas. This peak day demand was met with natural gas transported to St.
Approximately 47.8 Bcf was purchased for delivery by Southern Natural Gas, 5.6 Bcf by BBT-AlaTenn, 3.8 Bcf by Transco, and 18.2 Bcf through intrastate pipelines to the Spire Alabama delivery points for its residential, commercial, and industrial customers.
Approximately 55.8 Bcf was purchased for delivery by Southern Natural Gas, 1.1 Bcf by BBT-AlaTenn, 4.4 Bcf by Transco, and 16.1 Bcf through intrastate pipelines to the Spire Alabama delivery points for its residential, commercial, and industrial customers.
Spire Alabama is a public utility engaged in the purchase, retail distribution and sale of natural gas principally in central and northern Alabama, serving more than 0.4 million residential, commercial and industrial customers with primary offices located in Birmingham, Alabama.
Spire Alabama is a public utility engaged in the purchase, retail distribution and sale of natural gas principally in central and northern Alabama, serving more than 0.4 million residential, commercial and industrial customers. Spire Alabama is the largest natural gas distribution utility in the state of Alabama and is regulated by the Alabama Public Service Commission (APSC).
The facility operates under intrastate regulation and has a certificated capacity of 13 Bcf and working capacity of 10 Bcf. OTHER Other components of the Company’s consolidated information include Spire's subsidiaries engaged in the operation of a propane pipeline and risk management, among other activities, and unallocated corporate items, including certain debt and associated interest costs. 10 Table of Contents
Other components of the Company’s consolidated information include Spire’s subsidiaries engaged in the operation of a propane pipeline and risk management, among other activities, and unallocated corporate items, including certain debt and associated interest costs.
The majority of Spire Marketing’s business is derived from the procurement and physical delivery of natural gas to a diverse customer base, primarily in the central and southern U.S.
For fiscal 2024 and 2023, Spire Marketing volumes averaged 1.32 Bcf/day and 1.40 Bcf/day, respectively. The majority of Spire Marketing’s business is derived from the procurement and physical delivery of natural gas to a diverse customer base, primarily in the central and southern U.S.
Gas Utility Operating Revenues (% of Total) 2023 2022 2021 Residential 67 % 73 % 58 % Commercial & Industrial 25 % 17 % 28 % Transportation 5 % 6 % 6 % Other 3 % 4 % 8 % Total 100 % 100 % 100 % Gas Utility Volume Sold and Transported (In millions of CCF) 2023 2022 2021 Residential 965.3 994.7 1,069.6 Commercial & Industrial 468.7 468.9 479.0 Transportation 1,662.9 1,617.6 1,614.7 Interruptible 10.9 11.8 15.0 Total System 3,107.8 3,093.0 3,178.3 Off-System 112.9 82.0 69.4 Total 3,220.7 3,175.0 3,247.7 Gas Utility Customers 2023 2022 2021 Residential 1,621,822 1,618,515 1,612,385 Commercial & Industrial 112,753 113,077 112,635 Transportation 1,013 1,023 846 Interruptible 45 50 63 Total 1,735,633 1,732,665 1,725,929 Total annual average number of customers for Spire Missouri and Spire Alabama for fiscal 2023 was 1,203,003 and 430,290, respectively.
Gas Utility Operating Revenues (% of Total) 2024 2023 2022 Residential 66 % 67 % 73 % Commercial & Industrial 24 % 25 % 17 % Transportation 5 % 5 % 6 % Other 5 % 3 % 4 % Total 100 % 100 % 100 % Gas Utility Volume Sold and Transported (In millions of CCF) 2024 2023 2022 Residential 890.8 965.3 994.7 Commercial & Industrial 437.9 468.7 468.9 Transportation 1,621.1 1,662.9 1,617.6 Interruptible 10.6 10.9 11.8 Total System 2,960.4 3,107.8 3,093.0 Off-System 129.1 112.9 82.0 Total 3,089.5 3,220.7 3,175.0 Gas Utility Customers 2024 2023 2022 Residential 1,627,111 1,621,822 1,618,515 Commercial & Industrial 112,744 112,753 113,077 Transportation 1,029 1,013 1,023 Interruptible 44 45 50 Total 1,740,928 1,735,633 1,732,665 Total annual average number of customers for Spire Missouri and Spire Alabama for fiscal 2024 was 1,208,565 and 430,282, respectively.
To support employee wellness, we offer incentives for weight management and gym membership, as well as employee assistance programs to provide counseling services and emotional support, and we have a formalized comprehensive well-being program that focuses on the physical, emotional, social and financial health of every employee.
Supporting wellness, we offer incentives for weight management and gym membership, as well as employee assistance programs to provide counseling services and emotional support, and we have a formalized comprehensive well-being program that focuses on the physical, emotional, social and financial health of every employee. 4 Table of Contents All employees have access to developmental assessments, customized training, specialized degree programs, and partnerships with best-in-class organizations related to industry courses, leadership and management workshops and computer application development seminars.
Competition also comes from district steam systems in the downtown areas of both St. Louis and Kansas City and from municipally or publicly owned natural gas distributors located adjacent to the Alabama service territories.
Oil and propane can be used to fuel boiler loads and certain direct-fired process applications, but these fuels require on-site storage, thus limiting their competitiveness. Competition also comes from district steam systems in the downtown areas of both St. Louis and Kansas City and from municipally or publicly owned natural gas distributors located adjacent to the Alabama service territories.
Spire Gulf and Spire Mississippi are utilities engaged in the purchase, retail distribution and sale of natural gas to 0.1 million customers in the Mobile, Alabama area and south-central Mississippi. The Gas Marketing segment includes Spire Marketing Inc. (“Spire Marketing”), a wholly owned subsidiary providing natural gas marketing services.
All Spire Alabama services are provided to customers at rates and in accordance with tariffs authorized by the APSC. Spire Gulf and Spire Mississippi (collectively, “Spire EnergySouth”) are utilities engaged in the purchase, retail distribution and sale of natural gas to 0.1 million customers in the Mobile, Alabama area and south-central Mississippi.
Spire Missouri and Spire Alabama have franchises in nearly all the communities where they provide service with terms varying from five years to an indefinite duration. A franchise is essentially a municipal permit to install and maintain pipes and construct other facilities in the community.
Spire Missouri is the only distributor of natural gas within its franchised service areas, while Spire Alabama is the main distributor of natural gas in its service areas. Spire Missouri and Spire Alabama have franchises in nearly all the communities where they provide service with terms varying from five years to an indefinite duration.
The principal competition for the Utilities comes from the local electric companies. Other competitors in the service areas include suppliers of fuel oil, coal, and propane, as well as natural gas pipelines that can directly connect to large volume customers.
Other competitors in the service areas include suppliers of fuel oil, coal, and propane, as well as natural gas pipelines that can directly connect to large volume customers. Coal has been price competitive as a fuel source for very large boiler plant loads, but environmental requirements have shifted the economic advantage to natural gas.
The Midstream segment includes Spire STL Pipeline LLC (“Spire STL Pipeline”) and Spire Storage (consisting of the operations of Spire Storage West LLC and Spire Storage Salt Plains LLC), which are subsidiaries engaged in the transportation and storage of natural gas. As of September 30, 2023, Spire had 3,589 employees, including 1,967 for Spire Missouri and 802 for Spire Alabama.
(“Spire Marketing”), a wholly owned subsidiary providing natural gas marketing services. The Midstream segment includes Spire STL Pipeline LLC (“Spire STL Pipeline”), Spire MoGas Pipeline LLC (“Spire MoGas Pipeline”), and Spire Storage (consisting of the operations of Spire Storage West LLC and Spire Storage Salt Plains LLC), which are subsidiaries engaged in the transportation and storage of natural gas.
Information contained on Spire’s website is not incorporated by reference in this report. The SEC also maintains a website that contains Spire’s SEC filings (sec.gov).
Information contained on Spire’s website is not incorporated by reference in this report. The SEC also maintains a website that contains Spire’s SEC filings (sec.gov). Human Capital Resources As of September 30, 2024, Spire had 3,475 employees, including 1,922 for Spire Missouri and 765 for Spire Alabama.
Our Human Rights Policy demonstrates that Spire understands its universal responsibility to respect human rights and provides the basis for publicly affirming our values and embedding the responsibility into Spire’s operations and the way we do business. 4 Table of Contents Spire uses its website, SpireEnergy.com, as its primary channel for distribution of important information including news releases, analyst presentations and financial information.
Our Human Rights Policy demonstrates that Spire understands its universal responsibility to respect human rights and provides the basis for publicly affirming our values and embedding the responsibility into Spire’s operations and the way we do business. The Company believes labor relations with its employees are good.
All of the franchises are free from unduly burdensome restrictions and are adequate for the conduct of Spire Missouri’s and Spire Alabama’s current public utility businesses in their respective states. In recent years, although certain franchise agreements have expired, the Utilities have continued to provide service in those communities without formal franchises.
A franchise is essentially a municipal permit to install and maintain pipes and construct other facilities in the community. All of the franchises are free from unduly burdensome restrictions and are adequate for the conduct of Spire Missouri’s and Spire Alabama’s current public utility businesses in their respective states.
We continue to implement processes, procedures and programs that reflect our focus on consistently reducing our employee injury and motor vehicle accident rates. In 2023, we held our 10 th annual safety summit, and we encourage employees to identify potential safety improvements in the workplace, which is one of the driving forces behind reducing motor vehicle incidents and work-related injuries.
We continue to implement processes, procedures and programs that reflect our focus on consistently reducing our employee injury and motor vehicle accident rates. Our Good Catch Close Call program encourages employees to proactively identify, mitigate and report workplace hazards, reducing potential work-related injuries.
All employees have access to developmental assessments, customized training, specialized degree programs, and partnerships with best-in-class organizations related to industry courses, leadership and management workshops and computer application development seminars. In addition, all employees are eligible for up to $6,000 per year in tuition assistance and have access to the Spire Learning Center, our robust internal learning management system.
The second program, Leading the Field, is designed for leaders of people in field operations and includes two-day, instructor-led sessions and computer-based training with manager touchpoints. In addition, all employees are eligible for up to $6,000 per year in tuition assistance and have access to the Spire Learning Center, our robust internal learning management system.
We have also installed safety cameras in all Company vehicles, which are accompanied by driver coaching initiatives, to promote safe driving habits.
We also utilize safety cameras in all Company vehicles, which are accompanied by real-time, in-cab driver alerts and virtual and managed driver coaching, to promote safe driving habits. In 2024, core driving metrics showed significant improvements in areas of speed, following distance, distracted driving and positive driving behaviors.
GAS MARKETING Spire Marketing is engaged in the marketing of natural gas and related services throughout the U.S., which includes customers within and outside of the Utilities’ service areas. For fiscal 2023 and 2022, Spire Marketing volumes averaged 1.40 Bcf/day and 1.73 Bcf/day, respectively.
For a detailed discussion of environmental matters, see Note 16 , Commitment and Contingencies, of the Notes to Financial Statements in Item 8. 9 Table of Contents GAS MARKETING Spire Marketing is engaged in the marketing of natural gas and related services throughout the U.S., which includes customers inside and outside of the Utilities’ service areas.
As of September 30, 2023 , Spire Marketing has contracted for approximately 18 B cf of such storage and park and loan capacity for the 2023-2024 winter season. 9 Table of Contents MIDSTREAM Spire Midstream consists of three facilities located in the U.S.: Spire STL Pipeline, Spire Storage West, and Spire Storage Salt Plains.
As of September 30, 2024 , Spire Marketing has contracted for approximately 18 B cf of such storage and park and loan capacity for the 2024-2025 winter season. Spire Marketing utilizes its natural gas supply agreements, transportation agreements, park and loan agreements, storage agreements and other executory contracts to support a variety of services to its customers at competitive prices.
Spire STL Pipeline owns and operates a 65-mile pipeline connecting the Rockies Express Pipeline in Scott County, Illinois, to multiple delivery points in St. Louis County, Missouri, including Spire Missouri. Spire STL Pipeline’s operating revenue is derived primarily from Spire Missouri as its foundation shipper. The pipeline is under the jurisdiction of the Federal Energy Regulatory Commission (FERC).
The facility operates under intrastate regulation with authorizations from FERC under Section 311 of the Natural Gas Policy Act to provide certain interstate storage, transportation, and hub services and has a certificated capacity of 13 Bcf. Spire STL Pipeline owns and operates a FERC-regulated 65-mile pipeline connecting the Rockies Express Pipeline in Scott County, Illinois, to delivery points in St.
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The business of the Utilities is subject to seasonal fluctuations with the peak period occurring in the winter heating season, typically November through April of each fiscal year. Spire Missouri is a public utility engaged in the purchase, retail distribution and sale of natural gas, with primary offices located in St. Louis, Missouri.
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(“Spire Mississippi”) (collectively, the “Utilities”). Due to the seasonal nature of the Utilities’ business and the volumetric Spire Missouri rate design, earnings of Spire and each of the Utilities are typically concentrated during the heating season of November through April of each fiscal year. The Gas Marketing segment includes Spire Marketing Inc.
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Union Agreements The Company believes labor relations with its employees are good.
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Company News and Information Spire uses its website, SpireEnergy.com, as its primary channel for distribution of important information including news releases, analyst presentations and financial information.
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Regulatory Matters For details on regulatory matters, see Note 15 , Regulatory Matters, of the Notes to Financial Statements in Item 8. Other Pertinent Matters Spire Missouri is the only distributor of natural gas within its franchised service areas, while Spire Alabama is the main distributor of natural gas in its service areas.
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Also in 2024, senior management began to engage with safety leaders throughout the Company in new and more direct ways to promote safety awareness, communications, alignment of priorities and to address pressing issues in the field.
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Coal has been price competitive as a fuel source for very large boiler plant loads, but environmental requirements have shifted the economic advantage to natural gas. Oil and propane can be used to fuel boiler loads and certain direct-fired process applications, but these fuels require on-site storage, thus limiting their competitiveness.
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In 2024, we rolled out 2 new leadership programs. The Leadership Development Series is tailored for Spire directors, managing directors and officers. The program includes two core workshops focused on exemplary leadership practices and inclusivity.
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Should that condition change, the Company could experience labor disputes, work stoppages or other disruptions that could negatively impact the Company’s system operations, customer service, results of operations and cash flows. The following table presents the Company’s various labor agreements as of September 30, 2024.
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Spire Missouri purchases natural gas in the wholesale market from producers and marketers and ships the gas through interstate pipelines into its own distribution facilities for sale to residential, commercial and industrial customers. Spire Missouri also transports gas through its distribution system for certain larger customers who buy their own gas on the wholesale market.
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Spire Missouri delivers natural gas to customers at rates and in accordance with tariffs authorized by the Missouri Public Service Commission (MoPSC), primarily through rate cases that can take up to eleven months to be finalized. The earnings of Spire Missouri are primarily generated by the sale of heating energy.
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Among the cities served by Spire Alabama are Birmingham, the center of the largest metropolitan area in the state, and Montgomery, the state capital. Spire Alabama purchases natural gas through interstate and intrastate suppliers and distributes the purchased gas through its distribution facilities for sale to residential, commercial, and industrial customers and other end-users of natural gas.
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Spire Alabama also transports gas through its distribution system for certain large commercial and industrial customers for a transportation fee. For most of these transportation service customers, Spire Alabama also purchases gas on the wholesale market for sale to the customer upon delivery to the Spire Alabama distribution system.
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Spire Gulf is regulated by the APSC, and Spire Mississippi is regulated by the Mississippi Public Service Commission (MSPSC). The Utilities seek to provide reliable natural gas services at a reasonable cost, while maintaining and building secure and dependable infrastructures.
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The Utilities’ strategies focus on improving both performance and the ability to recover their authorized distribution costs and rates of return. The Utilities’ distribution costs are the essential, primarily fixed, expenditures they must incur to operate and maintain more than 60,000 miles of mains and services comprising their natural gas distribution systems and related storage facilities.
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The Utilities’ distribution costs include wages and employee benefit costs, depreciation and maintenance expenses, and other regulated utility operating expenses, excluding natural and propane gas expense. Distribution costs are considered in the rate-making process, and recovery of these types of costs is included in revenues generated through the Utilities’ tariff rates approved by their respective public service commissions.
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Spire Missouri and Spire Alabama also have off-system sales and capacity release income streams that are regulated by tariff but remain subject to fluctuations in market conditions. Some of the factors impacting the level of off-system sales include the availability and cost of Spire’s natural gas supply, the weather in its service areas and the weather in other markets.
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When Spire’s service areas experience warmer-than-normal weather while other markets experience colder weather or supply constraints, some of Spire’s natural gas supply is available for sale to third parties not on Spire’s system.
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The Utilities work actively to reduce the impact of wholesale natural gas price volatility on their costs by strategically structuring their natural gas supply portfolios to increase their gas supply availability and pricing alternatives. They may also use derivative instruments to hedge against significant changes in the commodity price of natural gas.
Added
Nevertheless, the overall cost of purchased gas remains subject to fluctuations in market conditions.
Added
The Purchased Gas Adjustment (PGA) clause of Spire Missouri, Spire Gulf and Spire Mississippi and the Gas Supply Adjustment (GSA) rider of Spire Alabama allow the Utilities to flow through to customers, subject to prudence review by the public service commissions, the cost of purchased gas supplies, including costs, cost reductions and related carrying costs associated with the use of derivative instruments to mitigate volatility in the cost of natural gas.
Added
As of September 30, 2024, Spire Missouri had active derivative positions, but Spire Alabama has had no gas supply derivative instrument activity since 2010. The Utilities believe they will continue to be able to obtain sufficient gas supply.
Added
The price of natural gas supplies and other economic conditions may affect sales volumes, due to the conservation efforts of customers, and cash flows associated with the timing of collection of gas costs and related accounts receivable from customers. 6 Table of Contents Operating Revenues, Customers, Franchises and Competition The following tables present information on Spire’s revenues and volume sold and transported (before intersegment eliminations), and annual average numbers of customers for the three years ended September 30, 2024, 2023 and 2022.
Added
In recent years, although certain franchise agreements have expired, the Utilities have continued to provide service in those communities without formal franchises. The principal competition for the Utilities comes from the local electric companies.
Added
It closely monitors and manages the natural gas commodity price and volatility risks associated with providing such services to its customers through the use of a variety of risk management activities, including the use of exchange-traded/cleared derivative instruments and other contractual arrangements.
Added
Spire Marketing is committed to managing commodity price risk while it seeks to expand the services that it now provides. Nevertheless, income from the Gas Marketing operations is subject to more fluctuations in market conditions than the Utilities’ operations.
Added
The Gas Marketing business is directly impacted by the effects of competition in the marketplace, the impacts of new infrastructure, surplus natural gas supplies, and the addition of new demand from exports, power generation and industrial load.
Added
Spire Marketing’s management expects a growing need for marketing services across the country as customers manage seasonal variability and marketplace volatility. 10 Table of Contents MIDSTREAM Spire’s midstream operations consist of Spire Storage West, Spire Storage Salt Plains (jointly, “Spire Storage”), Spire STL Pipeline, and Spire MoGas Pipeline, all at least partially under the jurisdiction of the Federal Energy Regulatory Commission (FERC).
Added
Charles County and St. Louis County, Missouri, including Spire MoGas Pipeline and Spire Missouri’s storage facility, and its operating revenue is derived primarily from Spire Missouri as its foundation shipper. Spire MoGas Pipeline (or simply “MoGas”) comprises a 263-mile FERC-regulated natural gas pipeline and a connected 75-mile gas distribution system.
Added
The MoGas pipeline, connected to the Rockies Express Pipeline, Panhandle Eastern Pipeline, Mississippi River Transmission and Spire STL Pipeline, serves natural gas utilities/municipals in western St. Louis and south-central Missouri. The distribution system serves the U.S. Army’s Fort Leonard Wood near Rolla, Missouri.
Added
In its Midstream segment, Spire seeks to drive growth through supporting natural gas grid reliability, the ability to manage exposure to gas price volatility, and providing access to key supply basins for the shipment of natural gas. These transportation and storage operations serve a variety of natural gas customers, including Spire’s other businesses.
Added
Absolute natural gas prices do not directly impact the results of this segment, but there is a relationship between natural gas prices and the revenues derived from the transportation and storage of natural gas.
Added
Natural gas price trends and demand for natural gas influence these price relationships through market volatility or changes in absolute prices of one supply/market point to another.
Added
Further, natural gas price differences between the various hubs Spire serves could influence the volumes of gas transported or stored on Spire’s system and the related transportation and storage rates. 11 Table of Contents

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

47 edited+15 added−6 removed112 unchanged
Biggest changeThere can be no assurance that they will be able to obtain rate increases or rate supplements or continue earning the current authorized rates of return. Spire Alabama’s and Spire Gulf’s rate setting process, Rate Stabilization and Equalization (RSE), is subject to regulation by the APSC and is implemented pursuant to APSC orders expiring September 30, 2025.
Biggest changeThe Utilities’ ability to obtain and timely implement rate increases and rate supplements to maintain the current rate of return is subject to regulatory review and approval. There can be no assurance that they will be able to obtain rate increases or rate supplements or continue earning the current authorized rates of return.
The value of these net operating losses could be reduced if the Company cannot generate enough taxable income in the future to utilize all of the net operating losses generated prior to the Tax Cuts and Jobs Act of 2017 before they expire due to income tax policy changes, lower-than-expected financial performance and/or regulatory actions.
The value of these net operating losses could be reduced if the Company cannot generate enough taxable income in the future to utilize all of the net operating losses generated prior to the Tax Cuts and Jobs Act of 2017 (TCJA) before they expire due to income tax policy changes, lower-than-expected financial performance and/or regulatory actions.
Natural gas transportation, distribution and storage activities inherently involve a variety of integrity issues, hazards and operations risks, such as leaks, accidental explosions, blowouts, damage caused by third parties, and mechanical problems, which could cause substantial financial losses.
Natural gas transportation, distribution and storage activities inherently involve a variety of integrity issues, hazards and operations risks, such as leaks, accidental explosions, blowouts, damage caused by third parties, activities of contractors, and mechanical problems, which could cause substantial financial losses.
Spire Marketing closely monitors its credit exposure and, although uncollectible amounts have not been significant, increased counterparty defaults are possible and may result in financial losses and/or capital limitations. Regional supply/demand imbalances, fluctuations in natural gas commodity prices, changes in the terms and rates charged by midstream facilities, and infrastructure projects may adversely impact the future profitability of the Company.
Spire Marketing closely monitors its credit exposure and, although uncollectible amounts have not been significant, increased counterparty defaults are possible and may result in financial losses and/or capital limitations. 18 Table of Contents Regional supply/demand imbalances, fluctuations in natural gas commodity prices, changes in the terms and rates charged by midstream facilities, and infrastructure projects may adversely impact the future profitability of the Company.
For more information, including regulatory provisions affecting the Utilities’ plans, see Note 13 , Pension Plans and Other Postretirement Benefits, of the Notes to Financial Statements in Item 8. In connection with acquisitions, Spire and Spire Missouri recorded goodwill and long-lived assets that could become impaired and adversely affect its financial condition and results of operations.
For more information, including regulatory provisions affecting the Utilities’ plans, see Note 13 , Pension Plans and Other Postretirement Benefits, of the Notes to Financial Statements in Item 8. 20 Table of Contents In connection with acquisitions, Spire and Spire Missouri recorded goodwill and long-lived assets that could become impaired and adversely affect its financial condition and results of operations.
To the extent environmental compliance costs are self-insured, or not fully covered by insurance or recovered in rates from customers, those costs may have an adverse effect on financial condition and results of operations. 12 Table of Contents The Utilities ’ liquidity may be adversely affected by delays in recovery of their costs, due to regulation.
To the extent environmental compliance costs are self-insured, or not fully covered by insurance or recovered in rates from customers, those costs may have an adverse effect on financial condition and results of operations. The Utilities ’ liquidity may be adversely affected by delays in recovery of their costs, due to regulation.
Furthermore, these mechanisms do not fully mitigate the impact of warmer weather and continuation of these adjustment factors is subject to regulatory discretion. To the extent climate change results in warmer temperatures, financial results could be adversely affected through lower gas volumes and revenues and reduced marketing opportunities.
Furthermore, these mechanisms do not fully mitigate the impact of warmer weather and continuation of these adjustment factors is subject to regulatory discretion. 16 Table of Contents To the extent climate change results in warmer temperatures, financial results could be adversely affected through lower gas volumes and revenues and reduced marketing opportunities.
Any permanent interruption that causes a material reduction in volumes could result in an impairment loss that could have a material adverse effect on the financial condition and results of operations. Transporting, distributing, and storing natural gas and propane involves numerous risks that may result in accidents and other operating risks.
Any permanent interruption that causes a material reduction in volumes could result in an impairment loss that could have a material adverse effect on the financial condition and results of operations. 15 Table of Contents Transporting, distributing, and storing natural gas and propane involves numerous risks that may result in accidents and other operating risks.
Additionally, should the Company fail to comply with applicable statutes, rules, regulations and orders, it could be subject to significant fines, penalties, business interruption or other enforcement actions. Environmental laws and regulations may require significant expenditures or increase operating costs.
Additionally, should the Company fail to comply with applicable statutes, rules, regulations and orders, it could be subject to significant fines, penalties, business interruption or other enforcement actions. 13 Table of Contents Environmental laws and regulations may require significant expenditures or increase operating costs.
Catastrophic events may adversely affect the Company ’ s facilities and operations. Catastrophic events such as fires, earthquakes, explosions, floods, tornadoes, hurricanes, tropical storms, winter storms, terrorist acts, acts of civil unrest, pandemic illnesses or other similar occurrences could adversely affect the Utilities’ facilities and operations, as well as those of Midstream.
Catastrophic events such as fires, earthquakes, explosions, floods, tornadoes, hurricanes, tropical storms, winter storms, terrorist acts, acts of civil unrest, pandemic illnesses or other similar occurrences could adversely affect the Utilities’ facilities and operations, as well as those of Midstream.
Periods of slowed economic activity generally result in decreased energy consumption, particularly by industrial and large commercial companies, a loss of existing customers, and fewer new customers. As a consequence, national or regional recessions or other downturns in economic activity could adversely affect revenues and cash flows or restrict future growth.
The Company may be adversely affected by economic conditions. Periods of slowed economic activity generally result in decreased energy consumption, particularly by industrial and large commercial companies, a loss of existing customers, and fewer new customers. As a consequence, national or regional recessions or other downturns in economic activity could adversely affect revenues and cash flows or restrict future growth.
As such, pipeline owners and operators are required to establish and execute a TSA-approved Cybersecurity Implementation Plan, develop and maintain a Cybersecurity Incident Response Plan, and establish a Cybersecurity Assessment Program. Costs to comply with these and other such future safety and integrity regulations are significant.
As such, pipeline owners and operators are required to establish and execute a TSA-approved Cybersecurity Implementation Plan, develop and maintain a Cybersecurity Incident Response Plan, and establish a Cybersecurity Assessment Program. To date, Spire is compliant with these requirements. Costs to comply with these and other such future safety and integrity regulations are significant.
The Company and its subsidiaries are subject to various workforce risks, including, but not limited to, the risk that it will be unable to attract and retain qualified personnel; that it will be unable to effectively transfer to new personnel the knowledge and expertise of an aging workforce as those workers retire; and that it will be unable to reach collective bargaining arrangements with the unions that represent certain of its workers, which could result in work stoppages. 20 Table of Contents The Company may be adversely affected by economic conditions.
The Company and its subsidiaries are subject to various workforce risks, including, but not limited to, the risk that it will be unable to attract and retain qualified personnel; that it will be unable to effectively transfer to new personnel the knowledge and expertise of an aging workforce as those workers retire; and that it will be unable to reach collective bargaining arrangements with the unions that represent certain of its workers, which could result in work stoppages.
At the state level, the Utilities are regulated in Missouri by the Missouri Public Service Commission (MoPSC), in Alabama by the Alabama Public Service Commission (APSC), and in Mississippi by the Mississippi Public Service Commission (MSPSC).
At the state level, the Utilities are regulated in Missouri by the MoPSC, in Alabama by the APSC, and in Mississippi by the MSPSC.
In accordance with customary practice, Spire and its subsidiaries maintain insurance against a significant portion of, but not all, risks and losses , though it does reinsure a portion of the risk from certain of Spire’s insurers through its captive insurance company.
In accordance with customary practice, Spire and its subsidiaries secure strong contractual indemnification requirements where available and maintain insurance against a significant portion of, but not all, risks and losses , though it does reinsure a portion of the risk from certain of Spire’s insurers through its captive insurance company.
There is a risk that the state public service commissions will not approve full recovery of the costs of providing utility service or recovery of all amounts invested in the utility business and a reasonable return on that investment. A material disallowance of deferred costs could adversely affect the Utilities’ results of operations.
There is a risk that the state public service commissions will not approve full recovery of the costs of providing utility service or recovery of all amounts invested in the utility business and a reasonable return on that investment.
Midstream is focused on the Rocky Mountain/Western and Midcontinent regions. Changes in the regional economies, politics, regulations and weather patterns of these states could negatively impact growth opportunities and the usage patterns and financial condition of customers and could adversely affect earnings, cash flows, and financial position.
Changes in the regional economies, politics, regulations and weather patterns of these states could negatively impact growth opportunities and the usage patterns and financial condition of customers and could adversely affect earnings, cash flows, and financial position.
If the rating agencies lowered the credit rating at any of these entities, particularly below investment grade, it might significantly limit that entity’s ability to secure new or additional credit facilities and would increase its costs of borrowing.
Spire’s line of credit may be used to meet the liquidity needs of any of its subsidiaries, subject to sublimits. If the rating agencies lowered the credit rating at any of these entities, particularly below investment grade, it might significantly limit that entity’s ability to secure new or additional credit facilities and would increase its costs of borrowing.
The Company acknowledges increased dependence on technology increases its exposure to cyberattack. The Company closely monitors both preventive and detective measures to manage these risks and maintain cyber risk insurance to mitigate a significant portion, but not all, of these risks and losses.
The Company closely monitors both preventive and detective measures to manage these risks and maintain cyber risk insurance to mitigate a significant portion, but not all, of these risks and losses.
As with most businesses, there are operations and business risks inherent in the activities of Spire’s subsidiaries. If, in the normal course of business, Spire or any of its subsidiaries becomes a party to litigation, such litigation could result in substantial monetary judgments, fines, penalties, business interruption or other enforcement actions or be resolved on unfavorable terms.
If, in the normal course of business, Spire or any of its subsidiaries becomes a party to litigation, such litigation could result in substantial monetary judgments, fines, penalties, business interruption or other enforcement actions or be resolved on unfavorable terms.
The Alabama Utilities’ gas supply charges are submitted for APSC review on a monthly basis, regardless of whether there is a request for a change, so prudence review occurs on an ongoing basis. Spire Mississippi’s PGA is adjusted on a monthly basis for the most recent charges and is filed at the MSPSC on a monthly basis.
The Alabama Utilities’ gas supply charges are submitted for APSC review on a monthly basis, regardless of whether there is a request for a change, so prudence review occurs on an ongoing basis.
The MoPSC also approves Spire Missouri’s Infrastructure System Replacement Surcharge (ISRS). The ISRS allows Spire Missouri expedited recovery for its investment to upgrade its infrastructure and enhance its safety and reliability without the necessity of a formal rate case.
A material disallowance of deferred costs could adversely affect the Utilities’ results of operations. 12 Table of Contents The MoPSC also approves Spire Missouri’s Infrastructure System Replacement Surcharge (ISRS). The ISRS allows Spire Missouri expedited recovery for its investment to upgrade its infrastructure and enhance its safety and reliability without the necessity of a formal rate case.
Any such disruptions, as well as any negative effects from the risks discussed below, could result in an impairment of Spire's investment in the project, and such impairment could have a material adverse effect on the Company's financial condition and results of operations. 15 Table of Contents Any damage to the Spire Storage facilities or pipelines, or lack of integrity to its storage fields, including damages caused by a blow-out, to the extent such impacts are self-insured or not covered by insurance, could have a material adverse effect on the Company’s financial condition and results of operations.
Any damage to the Spire Storage facilities or pipelines, or lack of integrity to its storage fields, including damages caused by a blow-out, to the extent such impacts are self-insured or not covered by insurance, could have a material adverse effect on the Company’s financial condition and results of operations.
From time to time, Spire may seek to grow through strategic acquisitions, investments or other business arrangements. Attractive acquisition and investment opportunities may be difficult to complete on economically acceptable terms. It is possible for Spire to expend considerable resources pursuing acquisitions and investments that for a variety of reasons do not move forward.
Attractive acquisition and investment opportunities may be difficult to complete on economically acceptable terms. It is possible for Spire to expend considerable resources pursuing acquisitions and investments that for a variety of reasons do not move forward. Similarly, investment opportunities may be hindered or halted by regulatory or legal actions.
To the extent the occurrence of any of these events is self-insured or not fully covered by insurance, it could adversely affect the financial condition and results of operations of the Company and its subsidiaries. 14 Table of Contents Because of competition, the Company may not be able to retain existing customers or acquire new customers, or may be unsuccessful in retaining or acquiring contractual assets on favorable terms, which could have an adverse impact on its business, results of operations and financial condition.
Because of competition, the Company may not be able to retain existing customers or acquire new customers, or may be unsuccessful in retaining or acquiring contractual assets on favorable terms, which could have an adverse impact on its business, results of operations and financial condition.
Currently, Spire, Spire Missouri, and Spire Alabama have investment-grade credit ratings. There is no assurance such credit ratings for any of these companies will remain in effect for any given period of time or such ratings will not be lowered, suspended or withdrawn entirely by the rating agencies, if, in each rating agency’s judgment, circumstances so warrant.
There is no assurance such credit ratings for any of these companies will remain in effect for any given period of time or such ratings will not be lowered, suspended or withdrawn entirely by the rating agencies, if, in each rating agency’s judgment, circumstances so warrant. Spire has a working capital line of credit to meet its short-term liquidity needs.
To minimize this risk, Spire Marketing has a risk management policy that provides for daily monitoring of a number of business measures, including fixed price commitments.
Commodity price risk associated with these contracts has the potential to impact earnings and cash flows. To minimize this risk, Spire Marketing has a risk management policy that provides for daily monitoring of a number of business measures, including fixed price commitments.
Adverse decisions regarding these matters, to the extent they require the Company to make payments in excess of amounts provided for in its financial statements, or to the extent they are self-insured or not covered by insurance, could adversely affect the results of operations and financial condition.
Adverse decisions regarding these matters, to the extent they require the Company to make payments in excess of amounts provided for in its financial statements, or to the extent they are self-insured or not covered by insurance, could adversely affect the results of operations and financial condition. 14 Table of Contents Commodity markets and derivative instruments are regulated by federal agencies, and new developments in this area may adversely impact Spire Marketing ’ s results of operations and financial condition.
RSE adjustments would continue after that date unless the APSC enters an order to the contrary in a manner consistent with the law. Spire Mississippi is subject to regulation by the MSPSC and utilizes the Rate Stabilization Adjustment (RSA) Rider. For further details, see Note 15 , Regulatory Matters, of the Notes to Financial Statements in Item 8.
Spire Mississippi is subject to regulation by the MSPSC and utilizes the Rate Stabilization Adjustment (RSA) Rider. For further details, see Note 15 , Regulatory Matters, of the Notes to Financial Statements in Item 8.
Rapid increases in the price of purchased gas may result in an increase in short-term debt. To lower financial exposure to commodity price fluctuations, Spire Missouri enters into contracts to hedge the forward commodity price of its natural gas supplies. As part of this strategy, Spire Missouri may use fixed-price forward physical purchase contracts, swaps, futures, and option contracts.
These higher prices may increase bad debt expenses and ultimately reduce earnings. Rapid increases in the price of purchased gas may result in an increase in short-term debt. To lower financial exposure to commodity price fluctuations, Spire Missouri enters into contracts to hedge the forward commodity price of its natural gas supplies.
Changes to income tax policy, laws and regulations, including but not limited to changes in tax rates, the deductibility of certain expenses including interest and/or changes in the deductibility of certain expenditures for property, could adversely impact the Company. Those impacts could include reducing the value of its net operating losses and could result in material charges to earnings.
The major provisions of the TCJA will expire on December 31, 2025, unless Congress extends them. Changes to income tax policy, laws and regulations, including but not limited to changes in tax rates, could adversely impact the Company. Those impacts could include reducing the value of its net operating losses and could result in material charges to earnings.
At this time, we cannot predict the potential impact of such laws or regulations that may be adopted on the Company’s and the Utilities’ future business, financial condition or financial results. Regulation of the Utilities ’ businesses may impact rates they are able to charge, costs, and profitability. The Utilities are subject to regulation by federal, state and local authorities.
At this time, we cannot predict the potential impact of such laws or regulations that may be adopted on the Company’s and the Utilities’ future business, financial condition or financial results.
In addition, the CFTC’s rules require companies, including Spire Marketing, to maintain regulatory records of swap transactions, and to report swaps to centralized swap data repositories, among other compliance obligations. 13 Table of Contents Although Spire Marketing may qualify for exceptions to certain of these CFTC rules, its derivatives counterparties are likely subject to capital, margin, documentation and business conduct requirements imposed as a result of the Dodd-Frank Act.
Although Spire Marketing may qualify for exceptions to certain of these CFTC rules, its derivatives counterparties are likely subject to capital, margin, documentation and business conduct requirements imposed as a result of the Dodd-Frank Act.
To the extent that the occurrence of any of these cyber events is self-insured or not covered by insurance, it could adversely affect the Company’s financial condition and results of operations. The Company’s business activities are concentrated in a few states and regions . The Utilities provide natural gas distribution services to customers in Alabama, Mississippi, and Missouri.
To the extent that the occurrence of any of these cyber events is self-insured or not covered by insurance, it could adversely affect the Company’s financial condition and results of operations.
Other than fixed-price forward physical purchase contracts, Spire Alabama, Spire Gulf, and Spire Mississippi currently do not utilize risk mitigation strategies that incorporate commodity hedge instruments, but Spire Alabama has the ability to do so through its GSA. 18 Table of Contents Risk management policies, including the use of derivative instruments, may not fully protect Spire Marketing ’ s sales and results of operations from volatility and may result in financial losses.
Other than fixed-price forward physical purchase contracts, Spire Alabama, Spire Gulf, and Spire Mississippi currently do not utilize risk mitigation strategies that incorporate commodity hedge instruments, but Spire Alabama has the ability to do so through its GSA.
Due to the subjectivity of the assumptions and estimates underlying the impairment analysis, Spire and Spire Missouri cannot provide assurance that future analyses will not result in impairment.
Due to the subjectivity of the assumptions and estimates underlying the impairment analysis, Spire and Spire Missouri cannot provide assurance that future analyses will not result in impairment. These assumptions and estimates include projected cash flows, current and future rates for contracted capacity, growth rates, weighted average cost of capital and market multiples.
However, Spire Missouri does not hedge the entire exposure of energy assets or positions to market price volatility, and the coverage will vary over time. Any costs, gains, or losses experienced through hedging procedures, including carrying costs, generally flow through the PGA clause, thereby limiting Spire Missouri’s exposure to earnings volatility.
Any costs, gains, or losses experienced through hedging procedures, including carrying costs, generally flow through the PGA clause, thereby limiting Spire Missouri’s exposure to earnings volatility.
The Company is still evaluating the impact and applicability of these programs to its operations, but they are not expected to have a material impact on the Company. The Company may be involved in legal or administrative proceedings before various courts and governmental bodies that could adversely affect its results of operations and financial condition.
Further, the Company’s financial condition and results of operations may be adversely impacted. The Company may be involved in legal or administrative proceedings before various courts and governmental bodies that could adversely affect its results of operations and financial condition.
Spire and its operating companies employ many strategies to gain assurance such risks are appropriately managed, mitigated, or insured, as appropriate. To the extent a loss is self-insured or not fully covered by insurance or other risk mitigation strategies, that loss could adversely affect Spire’s and/or its subsidiaries’ financial condition and results of operations.
To the extent a loss is self-insured or not fully covered by insurance or other risk mitigation strategies, that loss could adversely affect Spire’s and/or its subsidiaries’ financial condition and results of operations. 21 Table of Contents Catastrophic events may adversely affect the Company ’ s facilities and operations.
These assumptions and estimates include projected cash flows, current and future rates for contracted capacity, growth rates, weighted average cost of capital and market multiples. 19 Table of Contents GENERAL RISK FACTORS Resources expended to pursue or integrate business acquisitions, investments or other business arrangements may adversely affect Spire ’ s financial position and results of operations and return on investments made may not meet the Company ’ s expectations.
GENERAL RISK FACTORS Resources expended to pursue or integrate business acquisitions, investments or other business arrangements may adversely affect Spire ’ s financial position and results of operations and return on investments made may not meet the Company ’ s expectations. From time to time, Spire may seek to grow through strategic acquisitions, investments or other business arrangements.
Increases in the prices the Utilities charge for gas may also adversely affect revenues because they could lead customers to reduce usage and cause some customers to have trouble paying the resulting higher bills. These higher prices may increase bad debt expenses and ultimately reduce earnings.
Spire Mississippi’s PGA is adjusted on a monthly basis for the most recent charges and is filed at the MSPSC on a monthly basis. 19 Table of Contents Increases in the prices the Utilities charge for gas may also adversely affect revenues because they could lead customers to reduce usage and cause some customers to have trouble paying the resulting higher bills.
A cyberattack may disrupt the Company ’ s operations or lead to a loss or misuse of confidential and proprietary information or potential liability.
While the Company assesses the cyber protection of its vendors, the Company’s use of an outside party presents a cyber exposure that must also be carefully managed. A cyberattack may disrupt the Company ’ s operations or lead to a loss or misuse of confidential and proprietary information or potential liability.
A sustained decline in these rates or a shut-in of all or a portion of one or more facilities’ capacity could have an adverse impact on the Company’s financial condition and results of operations. 17 Table of Contents Spire Missouri’s and Spire Alabama’s income from off-system sales and capacity release is subject to fluctuations in market conditions and changing supply and demand conditions in areas the Utilities hold pipeline capacity rights.
A sustained decline in these rates or a shut-in of all or a portion of one or more facilities’ capacity could have an adverse impact on the Company’s financial condition and results of operations.
Spire’s ability to pay dividends to its shareholders is dependent on the ability of its subsidiaries to generate sufficient net income and cash flows to pay upstream dividends and make loans or loan repayments. 16 Table of Contents A downgrade in Spire ’ s and/or its subsidiaries ’ credit ratings and/or reduced access to credit and capital markets may negatively affect its cost of capital or prevent it from executing operating strategies.
A downgrade in Spire ’ s and/or its subsidiaries ’ credit ratings and/or reduced access to credit and capital markets may negatively affect its cost of capital or prevent it from executing operating strategies. Currently, Spire, Spire Missouri, and Spire Alabama have investment-grade credit ratings.
Such investments are subject to review, and there is risk that any material disallowance of costs under ISRS could adversely affect the timing of revenues and cash flows. 11 Table of Contents The Utilities’ ability to obtain and timely implement rate increases and rate supplements to maintain the current rate of return is subject to regulatory review and approval.
Such investments are subject to review, and there is risk that any material disallowance of costs under ISRS could adversely affect the timing of revenues and cash flows. Without legislative action, the ISRS statute related to gas utilities will expire on August 28, 2029.
Spire, and Spire Missouri prior to the holding company’s formation in 2000, has paid common stock dividends continuously since 1946.
Spire, and Spire Missouri prior to the holding company’s formation in 2000, has paid common stock dividends continuously since 1946. Spire’s ability to pay dividends to its shareholders is dependent on the ability of its subsidiaries to generate sufficient net income and cash flows to pay upstream dividends and make loans or loan repayments.
In the course of its business, Spire Marketing enters into contracts to purchase and sell natural gas at fixed prices and index-based prices. Commodity price risk associated with these contracts has the potential to impact earnings and cash flows.
Risk management policies, including the use of derivative instruments, may not fully protect Spire Marketing ’ s sales and results of operations from volatility and may result in financial losses. In the course of its business, Spire Marketing enters into contracts to purchase and sell natural gas at fixed prices and index-based prices.
Removed
Further, the Company’s financial condition and results of operations may be adversely impacted. Notably, the Inflation Reduction Act became effective on August 16, 2022. This new law provides various tax credits and incentives with respect to clean energy.
Added
In March 2024, the SEC adopted climate disclosure rules to enhance and standardize climate-related disclosures by public companies for more consistent, comparable, and reliable information about the financial effects of climate-related risks on operations and how companies manage those risks. These rules have been stayed due to pending litigation but could become effective in the future.
Removed
Commodity markets and derivative instruments are regulated by federal agencies, and new developments in this area may adversely impact Spire Marketing ’ s results of operations and financial condition.
Added
To the extent these rules become effective, the Company’s efforts to comply could require significant additional expenditures. Regulation of the Utilities ’ businesses may impact rates they are able to charge, costs, and profitability. The Utilities are subject to regulation by federal, state and local authorities.
Removed
In October 2020, the CFTC finalized its rules that modify and expand the applicability of speculative position limits on the amounts of certain futures contracts (including options thereon), cash-settled “lookalike” contracts for or linked to the commodities underlying the foregoing futures contracts, as well as economically equivalent swaps containing “identical material” contractual specifications, terms and conditions as the foregoing contracts.
Added
Spire Alabama’s and Spire Gulf’s rate setting process, Rate Stabilization and Equalization (RSE), is subject to regulation by the APSC and is implemented pursuant to APSC orders expiring September 30, 2025. RSE adjustments would continue after that date unless the APSC enters an order to the contrary in a manner consistent with the law.
Removed
While Spire Marketing anticipates qualifying for a bona fide hedging exemption from such limits, the CFTC’s final rules and earlier adopted aggregation rules may cause Spire Marketing’s hedging strategies described above to be limited if Spire Marketing is unable to qualify for an exemption.
Added
The PHMSA amendment to the Protecting Our Infrastructure of Pipelines and Enhancing Safety (PIPES) Act of 2020 is anticipated to go into effect in 2028. This would, among other things, increase the frequency of leak detection surveys, promote advanced leak detection programs, and require accelerated repair of leaks found.
Removed
Spire has a working capital line of credit to meet its short-term liquidity needs. Spire’s line of credit may be used to meet the liquidity needs of any of its subsidiaries, subject to sublimits.
Added
With the overturning of the 40-year-old “Chevron Doctrine” on June 28, 2024, which had provided for deference to agencies’ interpretation of regulations in litigation against those agencies, there is additional uncertainty going forward regarding current and future regulatory interpretations.
Removed
Similarly, investment opportunities may be hindered or halted by regulatory or legal actions.
Added
In addition, the CFTC’s rules require companies, including Spire Marketing, to maintain regulatory records of swap transactions, and to report swaps to centralized swap data repositories, among other compliance obligations.
Added
To the extent the occurrence of any of these events is self-insured or not fully covered by insurance, it could adversely affect the financial condition and results of operations of the Company and its subsidiaries.
Added
Any such disruptions, as well as any negative effects from the risks discussed below, could result in an impairment of Spire's investment in the project, and such impairment could have a material adverse effect on the Company's financial condition and results of operations.
Added
Despite Company policy restrictions on artificial intelligence (AI), whitelisting of sites, and contractual limitations on vendors’ use of AI, there is also a risk of inadvertent sharing of confidential or proprietary data through the inappropriate use of open AI tools. 17 Table of Contents The Company acknowledges increased dependence on technology increases its exposure to cyberattack.
Added
On July 26, 2023, the SEC adopted its final rule on Cybersecurity Risk Management, Strategy, Governance and Incident Disclosure to provide investors information on how public companies manage their cyber risks (see Item 1C) and to require timely disclosure of material cyber events, which increases compliance risk. The Company’s business activities are concentrated in a few states and regions .
Added
The Utilities provide natural gas distribution services to customers in Alabama, Mississippi, and Missouri. Midstream is focused on the Rocky Mountain/Western and Midcontinent regions.
Added
Spire Missouri’s and Spire Alabama’s income from off-system sales and capacity release is subject to fluctuations in market conditions and changing supply and demand conditions in areas the Utilities hold pipeline capacity rights.
Added
As part of this strategy, Spire Missouri may use fixed-price forward physical purchase contracts, swaps, futures, and option contracts. However, Spire Missouri does not hedge the entire exposure of energy assets or positions to market price volatility, and the coverage will vary over time.
Added
As with most businesses, there are operations and business risks inherent in the activities of Spire’s subsidiaries or even the activities of its vendors.
Added
Spire and its operating companies employ many strategies to gain assurance such risks are appropriately managed, mitigated, or insured, as appropriate.

Item 2. Properties

Properties — owned and leased real estate

2 edited+0 added−1 removed5 unchanged
Biggest changeSpire Missouri The principal properties of Spire Missouri consist of its gas distribution system, which includes more than 32,000 miles of main and related service lines, odorization and regulation facilities, and customer meters.
Biggest changeFor information on leases, see Note 17 , Leases, of the Notes to Financial Statements in Item 8. Spire Missouri The principal properties of Spire Missouri consist of its gas distribution system, which includes more than 32,000 miles of main and related service lines, odorization and regulation facilities, and customer meters.
Item 2. Properties Spire Refer to the information below about the principal properties of Spire Missouri and Spire Alabama. The Spire EnergySouth utilities own more than 5,000 miles of pipelines. Other properties of Spire and its subsidiaries do not constitute a significant portion of its properties. The current leases for office space in downtown St.
Item 2. Properties Spire Refer to the information below about the principal properties of Spire Missouri and Spire Alabama. The Spire EnergySouth utilities own more than 5,000 miles of pipelines. Other properties of Spire and its subsidiaries do not constitute a significant portion of its properties.
Removed
Louis commenced in early 2015, with terms ranging from 10 to 20 years, with multiple renewal options. For further information on leases see Note 17 , Leases, of the Notes to Financial Statements in Item 8.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

3 edited+7 added−4 removed1 unchanged
Biggest changeRasche 63 Executive Vice President and Chief Financial Officer November 2013 Chief Financial Officer, Spire Missouri (until January 2020) May 2012 Chief Financial Officer, Spire Alabama (until January 2020) September 2014 M. C. Darrell (4) 65 Senior Vice President, Chief Legal and Compliance Officer May 2012 M. C.
Biggest changeDoyle (3) 53 Executive Vice President, Chief Operating Officer January 2024 S. P. Rasche 64 Executive Vice President, Chief Financial Officer November 2013 Chief Financial Officer, Spire Missouri (until January 2020) May 2012 Chief Financial Officer, Spire Alabama (until January 2020) September 2014 M. J.
Lindsey 57 President and Chief Executive Officer October 2023 Executive Vice President, Chief Operating Officer (until October 2023) January 2020 Executive Vice President, Chief Executive Officer of Gas Utilities and Distribution Operations (until December 2019) October 2012 Chief Executive Officer, Spire Missouri December 2018 Chief Executive Officer, Spire Alabama September 2014 S.
Lindsey 58 President and Chief Executive Officer October 2023 Executive Vice President, Chief Operating Officer (until October 2023) January 2020 Executive Vice President, Chief Executive Officer of Gas Utilities and Distribution Operations (until December 2019) October 2012 Chief Executive Officer, Spire Missouri December 2018 Chief Executive Officer, Spire Alabama September 2014 S. E.
Item 4. Mine Safety Disclosures Not applicable. 21 Table of Contents INFORMATION ABOUT OUR EXECUTIVE OFFICERS – Listed below are executive officers as defined by the SEC for Spire as of November 16, 2023, along with their ages (as of September 30, 2023), positions and business experience during the past five years.
Item 4. Mine Safety Disclosures Not applicable. 24 Table of Contents INFORMATION ABOUT OUR EXECUTIVE OFFICERS – Listed below are executive officers as defined by the SEC for Spire as of November 20, 2024, along with their ages (as of September 30, 2024), positions and business experience during the past five years.
Removed
Sitherwood (3) 63 Executive Vice President, Senior Advisor October 2023 President and Chief Executive Officer (until October 2023) February 2012 Chairman of the Board, Spire Missouri January 2015 Chairman of the Board, Spire Alabama September 2014 S. P.
Added
Aplington 43 Vice President, Chief Legal Officer January 2024 General Counsel, Spire Alabama October 2023 General Counsel, Spire Missouri January 2020 G. J. Gorla 61 Vice President, Chief Human Resources Officer June 2015 Vice President, Human Resources, Spire Missouri and Spire Alabama June 2015 J. B. Hampton 50 President, Spire Alabama December 2018 R. L.
Removed
Geiselhart 64 Senior Vice President, Chief Strategy and Corporate Development Officer January 2015 (1) The information provided relates to the Company and its principal subsidiaries. Many of the executive officers have served or currently serve as officers or directors for other subsidiaries of the Company.
Added
Hyman 47 Senior Vice President, Chief Customer and Information Officer July 2024 Senior Vice President, Chief Information and Innovation Officer (until July 2024) December 2018 Vice President, Chief Information Officer (until December 2018) January 2014 S. M. Mills 56 President, Spire Missouri July 2023 Vice President and General Manager, Spire Missouri (until July 2023) March 2020 C. M.
Removed
(2) Officers of Spire are normally reappointed by its Board of Directors in November of each year. Officers of Spire Missouri and Spire Alabama are normally reappointed by their boards of directors in January of each year. (3) Ms. Sitherwood has announced she will retire effective January 1, 2024. (4) Mr.
Added
Vomund 43 Vice President, Chief Administrative Officer and Corporate Secretary July 2024 Vice President, Corporate Secretary (until July 2024) June 2022 Managing Director, Associate General Counsel (until June 2022) November 2020 Director, Associate General Counsel (until November 2020) August 2015 Corporate Secretary, Spire Missouri and Spire Alabama January 2022 A. W.
Removed
Darrell has announced he will retire effective December 1, 2023. 22 Table of Contents PART II
Added
Woodard 52 Vice President, Treasurer July 2018 Chief Financial Officer and Treasurer, Spire Missouri and Spire Alabama January 2020 Treasurer, Spire Missouri and Spire Alabama (until January 2020) July 2018 (1) The information provided relates to the Company and its principal subsidiaries.
Added
Many of the executive officers have served or currently serve as officers or directors for other subsidiaries of the Company. (2) Officers are normally reappointed by the respective board of directors in January of each year. (3) Prior to joining Spire in 2024, Mr.
Added
Doyle served as executive vice president of utility operations at CenterPoint Energy in Houston, Texas, leading electric and natural gas businesses serving seven million customers across multiple states.
Added
Prior to this role, he was CenterPoint's executive vice president of natural gas from April 2019 to January 2022, and he held numerous executive leadership positions of increasing responsibility at CenterPoint in natural gas operations and regulatory and public affairs. 25 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

8 edited+0 added−0 removed1 unchanged
Biggest changePerformance Graph COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN * September 30 2018 2019 2020 2021 2022 2023 Spire Inc. $ 100.00 $ 122.09 $ 77.17 $ 92.14 $ 97.66 $ 92.65 S&P 500 Utilities Index 100.00 127.10 120.79 134.09 141.56 131.63 S&P 500 Index 100.00 104.25 120.05 156.07 131.92 160.44 * Cumulative total return is based on a $100 investment on September 30, 2018, assuming reinvestment of dividends.
Biggest changePerformance Graph COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN * September 30 2019 2020 2021 2022 2023 2024 Spire Inc. $ 100.00 $ 62.99 $ 75.37 $ 79.88 $ 75.63 $ 94.49 S&P 500 Utilities Index 100.00 95.03 105.49 111.38 103.56 146.87 S&P 500 Index 100.00 115.15 149.70 126.54 153.89 209.83 * Cumulative total return is based on a $100 investment on September 30, 2019, assuming reinvestment of dividends.
For disclosures related to securities authorized for issuance under equity compensation plans, see Note 3 , Stock-Based Compensation, of the Notes to Financial Statements in Item 8. 23 Table of Contents During the three months ended September 30, 2023, the only repurchases of the Company’s common stock were pursuant to elections by employees to have shares of stock withheld to cover employee tax withholding obligations upon the vesting of performance-based and time-vested restricted stock and stock units.
For disclosures related to securities authorized for issuance under equity compensation plans, see Note 3 , Stock-Based Compensation, of the Notes to Financial Statements in Item 8. 26 Table of Contents During the three months ended September 30, 2024, the only repurchases of the Company’s common stock were pursuant to elections by employees to have shares of stock withheld to cover employee tax withholding obligations upon the vesting of performance-based and time-vested restricted stock and stock units.
Dividends are payable on the Company’s common stock at the discretion of its Board of Directors (the “Board”). Spire, and Spire Missouri prior to the holding company’s formation in 2000, has paid common stock dividends continuously since 1946, with 2023 marking the 20th consecutive year of increasing dividends on an annualized basis.
Dividends are payable on the Company’s common stock at the discretion of its Board of Directors (the “Board”). Spire, and Spire Missouri prior to the holding company’s formation in 2000, has paid common stock dividends continuously since 1946, with 2024 marking the 21st consecutive year of increasing dividends on an annualized basis.
The following table provides information on those repurchases: Period (a) Total Number of Shares Purchased (b) Average Price Paid Per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs July 1, 2023 – July 31, 2023 — — — — August 1, 2023 – August 31, 2023 — — — — September 1, 2023 – September 30, 2023 749 $60.65 — — Total 749 $60.65 — — Spire Missouri Spire Missouri common stock is owned by its parent, Spire Inc., and is not traded on any stock exchange.
The following table provides information on those repurchases: Period (a) Total Number of Shares Purchased (b) Average Price Paid Per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs July 1, 2024 – July 31, 2024 — — — — August 1, 2024 – August 31, 2024 — — — — September 1, 2024 – September 30, 2024 62 $67.29 — — Total 62 $67.29 — — Spire Missouri Spire Missouri common stock is owned by its parent, Spire Inc., and is not traded on any stock exchange.
Item 5. Market for Registrant ’ s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Spire Spire’s common stock trades on The New York Stock Exchange (NYSE) under the symbol “SR”. The number of holders of record as of November 10, 2023 was 2,531.
Item 5. Market for Registrant ’ s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Spire Spire’s common stock trades on The New York Stock Exchange (NYSE) under the symbol “SR”. The number of holders of record as of November 15, 2024 was 2,415.
Spire Missouri’s mortgage contains restrictions on its ability to pay cash dividends on its common stock, as described in further detail in Note 5 , Shareholders’ Equity, of the Notes to Financial Statements in Item 8.
Spire Missouri’s outstanding first mortgage bonds contain restrictions on its ability to pay cash dividends on its common stock, as described in further detail in Note 5 , Shareholders’ Equity, of the Notes to Financial Statements in Item 8.
The S&P 500 Utilities Index is comprised of 30 utilities heavily weighted to large capitalization (median market cap of $22.3 billion) electric utilities. In 2023, stocks of small and mid cap electric utilities and gas utility companies (like Spire) in general traded lower relative to the large cap electric sector.
The S&P 500 Utilities Index is comprised of approximately 30 utilities heavily weighted to large capitalization (median market cap of $28.5 billion) electric utilities. In recent years, stocks of small- and mid-cap electric utilities and gas utility companies (like Spire) in general traded lower relative to the large-cap electric sector.
As of September 30, 2023 and 2022, the amount under the mortgage’s formula that was available to pay dividends was $1,678.5 million and $1,579.4 million, respectively. Spire Alabama Spire Alabama common stock is owned by its parent, Spire Inc., and is not traded on any stock exchange.
As of September 30, 2024 and 2023, the amount under the mortgage’s formula that was available to pay dividends was $1,797.0 million and $1,678.5 million, respectively, so all of Spire Missouri’s retained earnings were free from such restrictions. Spire Alabama Spire Alabama common stock is owned by its parent, Spire Inc., and is not traded on any stock exchange.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

63 edited+32 added−74 removed63 unchanged
Biggest changeGas Gas Utility Marketing Midstream Other Eliminations Consolidated Year Ended September 30, 2023 Operating Income (Loss) $ 350.8 $ 49.3 $ 24.3 $ (5.8 ) $ — $ 418.6 Operation and maintenance expenses 461.8 19.4 30.5 21.9 (16.0 ) 517.6 Depreciation and amortization 244.4 1.5 8.4 0.5 — 254.8 Taxes, other than income taxes 210.3 1.2 2.9 0.1 — 214.5 Less: Gross receipts tax expense (131.5 ) (0.3 ) — — — (131.8 ) Contribution Margin [Non-GAAP] 1,135.8 71.1 66.1 16.7 (16.0 ) 1,273.7 Natural gas costs 1,189.6 107.7 — — (36.5 ) 1,260.8 Gross receipts tax expense 131.5 0.3 — — — 131.8 Operating Revenues $ 2,456.9 $ 179.1 $ 66.1 $ 16.7 $ (52.5 ) $ 2,666.3 Gas Gas Utility Marketing Midstream Other Eliminations Consolidated Year Ended September 30, 2022 Operating Income $ 339.9 $ 46.9 $ 20.8 $ 0.6 $ — $ 408.2 Operation and maintenance expenses 413.3 14.6 22.2 14.9 (15.4 ) 449.6 Depreciation and amortization 227.9 1.4 7.5 0.5 — 237.3 Taxes, other than income taxes 176.2 0.6 2.6 0.1 — 179.5 Less: Gross receipts tax expense (109.6 ) (0.2 ) — — — (109.8 ) Contribution Margin [Non-GAAP] 1,047.7 63.3 53.1 16.1 (15.4 ) 1,164.8 Natural gas costs 788.8 171.4 — — (36.3 ) 923.9 Gross receipts tax expense 109.6 0.2 — — — 109.8 Operating Revenues $ 1,946.1 $ 234.9 $ 53.1 $ 16.1 $ (51.7 ) $ 2,198.5 Gas Gas Utility Marketing Midstream Other Eliminations Consolidated Year Ended September 30, 2021 Operating Income (Loss) $ 374.0 $ 58.5 $ 19.5 $ (1.8 ) $ — $ 450.2 Operation and maintenance expenses 422.2 17.1 24.2 16.0 (13.7 ) 465.8 Depreciation and amortization 204.4 1.2 6.9 0.6 — 213.1 Taxes, other than income taxes 157.0 0.9 2.0 0.2 — 160.1 Less: Gross receipts tax expense (93.9 ) (0.1 ) — — — (94.0 ) Contribution Margin [Non-GAAP] 1,063.7 77.6 52.6 15.0 (13.7 ) 1,195.2 Natural gas costs 961.7 18.8 — 0.1 (34.3 ) 946.3 Gross receipts tax expense 93.9 0.1 — — — 94.0 Operating Revenues $ 2,119.3 $ 96.5 $ 52.6 $ 15.1 $ (48.0 ) $ 2,235.5 31 Table of Contents Select changes from the year ended September 30, 2022 to the year ended September 30, 2023 are summarized in the following table and discussed below.
Biggest changeGas Gas Utility Marketing Midstream Other Eliminations Consolidated Year Ended September 30, 2024 Operating Income (Loss) $ 400.6 $ 41.2 $ 48.2 $ (1.7 ) $ — $ 488.3 Operation and maintenance expenses 452.8 18.2 34.7 18.7 (17.0 ) 507.4 Depreciation and amortization 263.6 1.5 12.8 0.5 — 278.4 Taxes, other than income taxes 210.2 1.4 3.9 0.1 — 215.6 Less: Gross receipts tax expense (128.0 ) (0.2 ) — — — (128.2 ) Contribution Margin [Non-GAAP] 1,199.2 62.1 99.6 17.6 (17.0 ) 1,361.5 Natural gas costs 1,110.7 36.9 1.1 — (45.4 ) 1,103.3 Gross receipts tax expense 128.0 0.2 — — — 128.2 Operating Revenues $ 2,437.9 $ 99.2 $ 100.7 $ 17.6 $ (62.4 ) $ 2,593.0 Gas Gas Utility Marketing Midstream Other Eliminations Consolidated Year Ended September 30, 2023 Operating Income (Loss) $ 350.8 $ 49.3 $ 24.3 $ (5.8 ) $ — $ 418.6 Operation and maintenance expenses 461.8 19.4 30.5 21.9 (16.0 ) 517.6 Depreciation and amortization 244.4 1.5 8.4 0.5 — 254.8 Taxes, other than income taxes 210.3 1.2 2.9 0.1 — 214.5 Less: Gross receipts tax expense (131.5 ) (0.3 ) — — — (131.8 ) Contribution Margin [Non-GAAP] 1,135.8 71.1 66.1 16.7 (16.0 ) 1,273.7 Natural gas costs 1,189.6 107.7 — — (36.5 ) 1,260.8 Gross receipts tax expense 131.5 0.3 — — — 131.8 Operating Revenues $ 2,456.9 $ 179.1 $ 66.1 $ 16.7 $ (52.5 ) $ 2,666.3 Gas Gas Utility Marketing Midstream Other Eliminations Consolidated Year Ended September 30, 2022 Operating Income $ 339.9 $ 46.9 $ 20.8 $ 0.6 $ — $ 408.2 Operation and maintenance expenses 413.3 14.6 22.2 14.9 (15.4 ) 449.6 Depreciation and amortization 227.9 1.4 7.5 0.5 — 237.3 Taxes, other than income taxes 176.2 0.6 2.6 0.1 — 179.5 Less: Gross receipts tax expense (109.6 ) (0.2 ) — — — (109.8 ) Contribution Margin [Non-GAAP] 1,047.7 63.3 53.1 16.1 (15.4 ) 1,164.8 Natural gas costs 788.8 171.4 — — (36.3 ) 923.9 Gross receipts tax expense 109.6 0.2 — — — 109.8 Operating Revenues $ 1,946.1 $ 234.9 $ 53.1 $ 16.1 $ (51.7 ) $ 2,198.5 31 Table of Contents Select changes from the year ended September 30, 2023 to the year ended September 30, 2024 are summarized in the following table and discussed below.
In addition to the changes in net income between the respective periods (discussed above), the remaining changes were related to regulatory timing and fluctuations in working capital items, as discussed below in the Future Cash Requirements section.
In addition to the changes in net income between the respective periods (discussed in the “Earnings” section above), the remaining changes were related to regulatory timing and fluctuations in working capital items, as discussed below in the Future Cash Requirements section.
At September 30, 2023 and 2022, Spire Marketing’s unmatched fixed-price positions were not material to Spire’s financial position or results of operations. 41 Table of Contents As mentioned above, Spire Marketing uses natural gas futures, options and swap contracts traded on or cleared through the NYMEX and ICE to manage the commodity price risk associated with its fixed-price natural gas purchase and sale commitments.
At September 30, 2024 and 2023, Spire Marketing’s unmatched fixed-price positions were not material to Spire’s financial position or results of operations. 41 Table of Contents As mentioned above, Spire Marketing uses natural gas futures, options and swap contracts traded on or cleared through the NYMEX and ICE to manage the commodity price risk associated with its fixed-price natural gas purchase and sale commitments.
The discussion and analysis of the results for the year ended September 30, 2022 compared to the results of the year ended September 30, 2021 can be found in Part II, Item 7 of Spire Inc.’s fiscal 2022 Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (SEC) on November 16, 2022.
The discussion and analysis of the results for the year ended September 30, 2023 compared to the results of the year ended September 30, 2022 can be found in Part II, Item 7 of Spire Inc.’s fiscal 2023 Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (SEC) on November 16, 2023.
Therefore, management believes that contribution margin is a useful supplemental measure, along with the remaining operating expenses, for assessing the Company’s and the Utilities’ performance. 29 Table of Contents EARNINGS This section contains discussion and analysis of the results for the year ended September 30, 2023 compared to the results for the year ended September 30, 2022.
Therefore, management believes that contribution margin is a useful supplemental measure, along with the remaining operating expenses, for assessing the Company’s and the Utilities’ performance. 29 Table of Contents EARNINGS This section contains discussion and analysis of the results for the year ended September 30, 2024 compared to the results for the year ended September 30, 2023.
The Utilities also have risk management policies that allow for the purchase of natural gas derivative instruments with the goal of managing its price risk associated with purchasing natural gas on behalf of its customers. These policies prohibit speculation. As of September 30, 2023, Spire Missouri had active natural gas derivative positions, but Spire Alabama did not.
The Utilities also have risk management policies that allow for the purchase of natural gas derivative instruments with the goal of managing its price risk associated with purchasing natural gas on behalf of its customers. These policies prohibit speculation. As of September 30, 2024, Spire Missouri had active natural gas derivative positions, but Spire Alabama did not.
The following sections present and discuss the financial metrics in total and by registrant and segment. Spire The following tables reconcile the Company’s net economic earnings to the most comparable GAAP number, net income.
The following sections present and discuss the financial metrics in total and by registrant and segment. Spire The following tables reconcile the Company’s adjusted earnings to the most comparable GAAP number, net income.
The tables below reflect the sensitivity of Spire’s plans to potential changes in key assumptions: Pension Plan Benefits: Estimated Increase/ (Decrease) to Estimated Increase/ Increase/ Projected (Decrease) to Annual Actuarial Assumptions (Decrease) Benefit Obligation Net Pension Cost* Discount Rate 0.25 % $ (9.3 ) $ 0.1 (0.25 )% 9.7 (0.1 ) Expected Return on Plan Assets 0.25 % — (1.0 ) (0.25 )% — 1.0 Rate of Future Compensation Increase 0.25 % 0.6 0.1 (0.25 )% (0.6 ) (0.1 ) Postretirement Benefits: Estimated Increase/ (Decrease) to Estimated Increase/ Projected (Decrease) to Annual Increase/ Postretirement Net Postretirement Actuarial Assumptions (Decrease) Benefit Obligation Benefit Cost* Discount Rate 0.25 % $ (2.5 ) $ — (0.25 )% 2.6 — Expected Return on Plan Assets 0.25 % — (0.7 ) (0.25 )% — 0.7 * Excludes the impact of regulatory deferral mechanism.
The tables below reflect the sensitivity of Spire’s plans to potential changes in key assumptions: Pension Plan Benefits: Estimated Increase/ (Decrease) to Estimated Increase/ Increase/ Projected (Decrease) to Annual Actuarial Assumptions (Decrease) Benefit Obligation Net Pension Cost* Discount Rate 0.25 % $ (11.0 ) $ 0.1 (0.25 )% 11.5 (0.1 ) Expected Return on Plan Assets 0.25 % — (1.0 ) (0.25 )% — 1.0 Rate of Future Compensation Increase 0.25 % 0.8 0.1 (0.25 )% (0.8 ) (0.1 ) Postretirement Benefits: Estimated Increase/ (Decrease) to Estimated Increase/ Projected (Decrease) to Annual Increase/ Postretirement Net Postretirement Actuarial Assumptions (Decrease) Benefit Obligation Benefit Cost* Discount Rate 0.25 % $ (2.8 ) $ — (0.25 )% 3.0 — Expected Return on Plan Assets 0.25 % — (0.7 ) (0.25 )% — 0.7 * Excludes the impact of regulatory deferral mechanism.
Information about the fair values of Spire Marketing’s exchange-traded/cleared natural gas derivative instruments is presented below: Derivative Derivatives Fair Cash and Cash Values Margin Margin Net balance of derivative assets at September 30, 2022 $ 10.6 $ 15.2 $ 25.8 Changes in fair value (35.0 ) — (35.0 ) Settlements/purchases - net 12.2 — 12.2 Changes in cash margin — 3.1 3.1 Net balance of derivative assets at September 30, 2023 $ (12.2 ) $ 18.3 $ 6.1 As of September 30, 2023 Maturity by Fiscal Year Total 2024 2025 2026 2027 2028 Fair values of exchange-traded/cleared natural gas derivatives - net $ (12.1 ) $ (8.6 ) $ (3.3 ) $ (0.2 ) $ — $ — Fair values of basis swaps - net 0.5 0.7 — (0.1 ) (0.1 ) — Fair values of puts and calls - net (0.1 ) (0.1 ) — — — — Position volumes [millions of MMBtu, long or (short)]: Net futures/swap/option positions 21.4 7.9 9.9 2.3 1.2 0.1 Net basis swap positions 14.1 6.2 3.7 2.2 1.8 0.2 Net puts and calls positions (0.8 ) (0.8 ) — — — — Certain of Spire Marketing’s physical natural gas derivative contracts are designated as normal purchases or normal sales, as permitted by GAAP.
Information about the fair values of Spire Marketing’s exchange-traded/cleared natural gas derivative instruments is presented below: Derivative Derivatives Fair Cash and Cash Values Margin Margin Net balance of derivative assets at September 30, 2023 $ (12.2 ) $ 18.3 $ 6.1 Changes in fair value (16.3 ) — (16.3 ) Settlements/purchases - net 17.7 — 17.7 Changes in cash margin — (4.8 ) (4.8 ) Net balance of derivative assets at September 30, 2024 $ (10.8 ) $ 13.5 $ 2.7 As of September 30, 2024 Maturity by Fiscal Year Total 2025 2026 2027 2028 Fair values of exchange-traded/cleared natural gas derivatives - net $ (8.8 ) $ (6.4 ) $ (1.8 ) $ (0.5 ) $ (0.1 ) Fair values of basis swaps - net (1.0 ) (0.2 ) (0.4 ) (0.3 ) (0.1 ) Fair values of puts and calls - net (0.9 ) (0.5 ) (0.4 ) — — Position volumes [millions of MMBtu, long or (short)]: Net futures/swap/option positions 13.2 5.5 5.6 1.7 0.4 Net basis swap positions 14.8 8.3 4.2 2.2 0.1 Net puts and calls positions (2.9 ) (2.1 ) (0.8 ) — — Certain of Spire Marketing’s physical natural gas derivative contracts are designated as normal purchases or normal sales, as permitted by GAAP.
Below is a reconciliation of the beginning and ending balances for physical natural gas contracts accounted for as derivatives, none of which will settle beyond fiscal 2024: Net balance of derivative liabilities at September 30, 2022 $ (8.9 ) Changes in fair value 19.6 Settlements (1.7 ) Net balance of derivative liabilities at September 30, 2023 $ 9.0 For further details related to Spire Marketing’s derivatives and hedging activities, see Note 10 , Derivative Instruments and Hedging Activities, of the Notes to Financial Statements in Item 8. 42 Table of Contents Counterparty Credit Risk Spire Marketing has concentrations of counterparty credit risk in that a significant portion of its transactions are with energy producers, utility companies and pipelines.
Below is a reconciliation of the beginning and ending balances for physical natural gas contracts accounted for as derivatives, none of which will settle beyond fiscal 2025: Net balance of derivative liabilities at September 30, 2023 $ 9.0 Changes in fair value 1.4 Settlements 11.1 Net balance of derivative liabilities at September 30, 2024 $ 21.5 For further details related to Spire Marketing’s derivatives and hedging activities, see Note 10 , Derivative Instruments and Hedging Activities, of the Notes to Financial Statements in Item 8. 42 Table of Contents Counterparty Credit Risk Spire Marketing has concentrations of counterparty credit risk in that a significant portion of its transactions are with energy producers, utility companies and pipelines.
To the extent a hedge is effective, gains or losses on the derivatives will be offset by changes in the value of the hedged forecasted transactions. At September 30, 2022 and 2021, Spire Marketing had no designated cash flow hedges.
To the extent a hedge is effective, gains or losses on the derivatives will be offset by changes in the value of the hedged forecasted transactions. At September 30, 2024 and 2023, Spire Marketing had no designated cash flow hedges.
In addition, net economic earnings per share would exclude the impact, in the fiscal year of issuance, of any shares issued to finance acquisitions that have yet to be included in net economic earnings.
In addition, adjusted earnings per share would exclude the impact, in the fiscal year of issuance, of any shares issued to finance acquisitions that have yet to be included in adjusted earnings.
Based on average short-term borrowings during fiscal 2023, an increase of 100 basis points in the underlying average interest rate for short-term debt would have caused an increase in interest expense (and a decrease in pre-tax earnings and cash flows) of approximately $8.4 on an annual basis.
Based on average short-term borrowings during fiscal 2024, an increase of 100 basis points in the underlying average interest rate for short-term debt would have caused an increase in interest expense (and a decrease in pre-tax earnings and cash flows) of approximately $9.2 on an annual basis.
Net Economic Earnings and Net Economic Earnings Per Share Net economic earnings and net economic earnings per share are non-GAAP measures that exclude from net income, as applicable, the impacts of fair value accounting and timing adjustments associated with energy-related transactions, the impacts of acquisition, divestiture and restructuring activities, and the largely non-cash impacts of impairments and other non-recurring or unusual items such as certain regulatory, legislative or GAAP standard-setting actions.
Adjusted Earnings and Adjusted Earnings Per Share “Adjusted earnings” and “adjusted earnings per share” were formerly known as “net economic earnings” and “net economic earnings per share.” Adjusted earnings and adjusted earnings per share are non-GAAP measures that exclude from net income, as applicable, the impacts of fair value accounting and timing adjustments associated with energy-related transactions, the impacts of acquisition, divestiture and restructuring activities, and the largely non-cash impacts of impairments and other non-recurring or unusual items such as certain regulatory, legislative or GAAP standard-setting actions.
Per Gas Gas Consol- Diluted Utility Marketing Midstream Other idated Share** Year Ended September 30, 2023 Net Income (Loss) [GAAP] $ 200.5 $ 39.1 $ 12.0 $ (34.1 ) $ 217.5 $ 3.85 Adjustments, pre-tax: Fair value and timing adjustments — 11.4 — — 11.4 0.21 Acquisition activities — — 2.5 — 2.5 0.05 Income tax effect of adjustments* — (2.9 ) (0.4 ) — (3.3 ) (0.06 ) Net Economic Earnings (Loss) [Non-GAAP] $ 200.5 $ 47.6 $ 14.1 $ (34.1 ) $ 228.1 $ 4.05 Year Ended September 30, 2022 Net Income (Loss) [GAAP] $ 198.6 $ 35.6 $ 11.1 $ (24.5 ) $ 220.8 $ 3.95 Adjustments, pre-tax: Fair value and timing adjustments — (11.4 ) — — (11.4 ) (0.22 ) Income tax effect of adjustments* 4.1 2.8 — — 6.9 0.13 Net Economic Earnings (Loss) [Non-GAAP] $ 202.7 $ 27.0 $ 11.1 $ (24.5 ) $ 216.3 $ 3.86 Year Ended September 30, 2021 Net Income (Loss) [GAAP] $ 237.2 $ 44.8 $ 11.1 $ (21.4 ) $ 271.7 $ 4.96 Adjustments, pre-tax: Missouri regulatory adjustments (9.0 ) — — — (9.0 ) (0.17 ) Fair value and timing adjustments 0.3 3.0 — — 3.3 0.06 Divestiture activities — — — (1.3 ) (1.3 ) (0.02 ) Income tax effect of adjustments* 2.1 (0.8 ) — 0.3 1.6 0.03 Net Economic Earnings (Loss) [Non-GAAP] $ 230.6 $ 47.0 $ 11.1 $ (22.4 ) $ 266.3 $ 4.86 * Income tax effect is calculated by applying federal, state and local income tax rates applicable to ordinary income to the amounts of the pre-tax reconciling items and then adding any estimated effects of enacted state or local income tax laws for periods before the related effective date and, in the case of fiscal 2022, includes the $4.1 Spire Missouri regulatory adjustment discussed below. ** Net economic earnings per share is calculated by replacing consolidated net income with consolidated net economic earnings in the GAAP diluted earnings per share calculation, which includes reductions for cumulative preferred dividends and participating shares. 30 Table of Contents Reconciliations of contribution margin to the most directly comparable GAAP measure are shown below.
Per Gas Gas Consol- Diluted Utility Marketing Midstream Other idated Share** Year Ended September 30, 2024 Net Income (Loss) [GAAP] $ 217.0 $ 32.7 $ 31.7 $ (30.5 ) $ 250.9 $ 4.19 Adjustments, pre-tax: Fair value and timing adjustments — (12.4 ) — — (12.4 ) (0.22 ) Acquisition and restructuring activities 5.0 — 2.3 0.3 7.6 0.14 Income tax effect of adjustments* (1.2 ) 3.1 (0.5 ) (0.1 ) 1.3 0.02 Adjusted Earnings (Loss) [Non-GAAP] $ 220.8 $ 23.4 $ 33.5 $ (30.3 ) $ 247.4 $ 4.13 Year Ended September 30, 2023 Net Income (Loss) [GAAP] $ 200.5 $ 39.1 $ 12.0 $ (34.1 ) $ 217.5 $ 3.85 Adjustments, pre-tax: Fair value and timing adjustments — 11.4 — — 11.4 0.21 Acquisition activities — — 2.5 — 2.5 0.05 Income tax effect of adjustments* — (2.9 ) (0.4 ) — (3.3 ) (0.06 ) Adjusted Earnings (Loss) [Non-GAAP] $ 200.5 $ 47.6 $ 14.1 $ (34.1 ) $ 228.1 $ 4.05 Year Ended September 30, 2022 Net Income (Loss) [GAAP] $ 198.6 $ 35.6 $ 11.1 $ (24.5 ) $ 220.8 $ 3.95 Adjustments, pre-tax: Fair value and timing adjustments — (11.4 ) — — (11.4 ) (0.22 ) Income tax effect of adjustments* 4.1 2.8 — — 6.9 0.13 Adjusted Earnings (Loss) [Non-GAAP] $ 202.7 $ 27.0 $ 11.1 $ (24.5 ) $ 216.3 $ 3.86 * Income tax effect is calculated by applying federal, state and local income tax rates applicable to ordinary income to the amounts of the pre-tax reconciling items and then adding any estimated effects of enacted state or local income tax laws for periods before the related effective date and, in the case of fiscal 2022, includes a $4.1 Spire Missouri regulatory adjustment resulting from the 2021 Missouri rate order. ** Adjusted earnings per share is calculated by replacing consolidated net income with consolidated adjusted earnings in the GAAP diluted earnings per share calculation, which includes reductions for cumulative preferred dividends and participating shares. 30 Table of Contents Reconciliations of contribution margin to the most directly comparable GAAP measure are shown below.
Capital expenditures increased $ 60.0 in the Gas Utility segment (primarily due to meter and other infrastructure upgrades) and $ 51.0 in the Midstream segment (primarily due to the ongoing Wyoming storage facility expansion).
Capital expenditures increased $60.0 in the Gas Utility segment (primarily due to ramp up of meter and other infrastructure upgrades) and $51.0 in the Midstream segment (primarily due to the start of the Wyoming storage facility expansion).
Spire’s natural gas purchase obligations totaled $1,613.2, including $650.1 for fiscal 2024, representing the minimum payments required under existing natural gas transportation and storage contracts and natural gas supply agreements. The amounts reflect fixed obligations as well as obligations to purchase natural gas at future market prices, calculated using forward market prices as of September 30, 2023.
Spire’s natural gas purchase obligations totaled $1,529.5, including $567.0 for fiscal 2025, representing the minimum payments required under existing natural gas transportation and storage contracts and natural gas supply agreements. The amounts reflect fixed obligations as well as obligations to purchase natural gas at future market prices, calculated using forward market prices as of September 30, 2024.
Portions of such an increase may be offset through the Utilities’ application of PGA and GSA carrying costs. At September 30, 2023, Spire had fixed-rate long-term debt totaling $3,432.7, of which $1,498.0 was issued by Spire Missouri, $750.0 was issued by Spire Alabama, and $1,184.7 was issued by Spire and other subsidiaries.
Portions of such an increase may be offset through the Utilities’ application of PGA and GSA carrying costs. At September 30, 2024, Spire had fixed-rate long-term debt totaling $3,771.1, of which $1,818.0 was issued by Spire Missouri, $750.0 was issued by Spire Alabama, and $1,203.1 was issued by Spire and other subsidiaries.
Using each long-term debt instrument’s stated maturity and fixed rates or variable rates as of September 30, 2023, interest payments are projected to total $1,817.3, of which $150.7 is due in fiscal 2024.
Using each long-term debt instrument’s stated maturity and fixed rates or variable rates as of September 30, 2024, interest payments are projected to total $1,853.3, of which $165.1 is due in fiscal 2025.
Although the net increase in long-term debt was $473.8 in fiscal 2023 compared to only $244.2 in fiscal 2022, Spire reduced short-term debt by $82.0 in fiscal 2023 after increasing short-term borrowings $365.5 in 2022. Net cash provided by financing activities was up $121.5 in 2022 compared to 2021.
Although the net increase in long-term debt was $473.8 in fiscal 2023 compared to only $244.2 in fiscal 2022, Spire reduced short-term debt by $82.0 in fiscal 2023 after increasing short-term borrowings $365.5 in 2022.
The Spire Missouri total system volume sold and transported was 1,592.0 million centum of cubic feet (CCF) for the year ended September 30, 2023, compared with 1,602.8 million CCF last year. Total off-system volume sold and transported was 14.5 million CCF for fiscal 2023, compared with 19.1 million for fiscal 2022.
The Spire Missouri total system volume sold and transported was 1,469.2 million centum of cubic feet (CCF) for the year ended September 30, 2024, compared with 1,592.0 million CCF last year. Total off-system volume sold and transported was 38.2 million CCF for fiscal 2024, compared with 14.5 million for fiscal 2023.
Spire has an “at-the-market” (ATM) equity distribution agreement, pursuant to which the Company may offer and sell, from time to time, shares of its common stock (including shares of common stock that may be sold pursuant to forward sale agreements entered into in connection with the ATM equity distribution agreement).
Under Spire’s “at-the-market” (ATM) equity distribution agreement and as authorized by its board of directors, the Company may offer and sell, from time to time, shares of its common stock (including shares of common stock that may be sold pursuant to forward sale agreements entered into in connection with the ATM equity distribution agreement).
In addition to its own operating cash flows, Spire Marketing relies on Spire’s parental guaranties to secure its purchase and sales obligations of natural gas, and it also has access to Spire’s liquidity resources. A large portion of Spire Marketing’s receivables are from customers in the energy industry.
In addition to its own operating cash flows, Spire Marketing relies on Spire’s parental guaranties to secure its purchase and sales obligations of natural gas, and it also has access to Spire’s liquidity resources.
LIQUIDITY AND CAPITAL RESOURCES Recent Cash Flows 2023 2022 2021 Net cash provided by operating activities $ 440.2 $ 55.0 $ 249.8 Net cash used in investing activities (695.5 ) (546.7 ) (622.0 ) Net cash provided by financing activities 260.6 500.9 379.4 Net cash provided by operating activities increased $385.2 from 2022 to 2023 after decreasing $194.8 from 2021 to 2022.
LIQUIDITY AND CAPITAL RESOURCES Recent Cash Flows 2024 2023 2022 Net cash provided by operating activities $ 912.4 $ 440.2 $ 55.0 Net cash used in investing activities (1,027.2 ) (695.5 ) (546.7 ) Net cash provided by financing activities 123.9 260.6 500.9 Net cash provided by operating activities increased $472.2 from 2023 to 2024 after increasing $385.2 from 2022 to 2023.
As detailed in Note 6 , Long-Term Debt, of the Notes to Financial Statements in Item 8, $156.6 of the total $3,732.7 principal amount is due in fiscal 2024.
As detailed in Note 6 , Long-Term Debt, of the Notes to Financial Statements in Item 8, $42.0 of the total $3,771.1 principal amount is due in fiscal 2025.
Long-term Debt and Equity At September 30, 2023, Spire had outstanding principal of long-term debt totaling $3,732.7, of which $1,798.0 was issued by Spire Missouri, $750.0 was issued by Spire Alabama, and $229.7 was issued by other subsidiaries.
At September 30, 2024, Spire had outstanding principal of long-term debt totaling $3,771.1, of which $1,818.0 was issued by Spire Missouri, $750.0 was issued by Spire Alabama, and $223.1 was issued by other subsidiaries.
For more information about long-term debt, see Note 6 of the Notes to Financial Statements in Item 8 and “Interest Rate Risk” under “Market Risk” below.
For more information about equity, including the ATM program and the equity units, see Note 5 of the Notes to Financial Statements in Item 8. For more information about long-term debt, see Note 6 of the Notes to Financial Statements in Item 8 and “Interest Rate Risk” under “Market Risk” later in this Item 7.
Item 7. Management ’ s Discussion and Analysis of Financial Condition and Results of Operations (Dollars in millions, except per share and per unit amounts) INTRODUCTION This section analyzes the financial condition and results of operations of Spire Inc. (the “Company”), Spire Missouri Inc., and Spire Alabama Inc.
Item 7. Management ’ s Discussion and Analysis of Financial Condition and Results of Operations (Dollars in millions, except per share and per unit amounts) INTRODUCTION This section analyzes the financial condition and results of operations of Spire, Spire Missouri, and Spire Alabama. Refer to Item 1, Business, for descriptions of the businesses and the Company’s reportable segments.
Specifically, the timing and amounts of regulatory adjustments for purchased gas costs resulted in a large change in deferred recovery in 2022, greatly reducing net cash provided by operating activities that year. 35 Table of Contents In 2023, the Company's net cash used in investing activities was $148.8 more than in 2022, primarily driven by a $110.3 increase in capital expenditures and the $37.0 acquisition of Spire Storage Salt Plains.
Specifically, the timing and amounts of regulatory adjustments for purchased gas costs resulted in a large change in deferred recovery in 2022 and 2024, greatly reducing net cash provided by operating activities in 2022 and increasing it in 2024. 35 Table of Contents In 2024, the Company's net cash used in investing activities was $331.7 more than in 2023, primarily driven by a $198.8 increase in capital expenditures and a $138.9 increase in business acquisitions (MoGas in 2024 relative to Spire Storage Salt Plains in 2023).
Spire Missouri Year Ended September 30, 2023 2022 Operating Income $ 207.1 $ 204.0 Operation and maintenance expenses 296.2 255.7 Depreciation and amortization 158.7 145.3 Taxes, other than income taxes 157.5 129.0 Less: Gross receipts tax expense (96.7 ) (79.6 ) Contribution Margin [Non-GAAP] 722.8 654.4 Natural gas costs 943.4 587.0 Gross receipts tax expense 96.7 79.6 Operating Revenues $ 1,762.9 $ 1,321.0 Net Income $ 117.5 $ 114.9 Operating revenues for the twelve months ended September 30, 2023 were $441.9 higher than the comparable prior-year period.
Spire Missouri Year Ended September 30, 2024 2023 Operating Income $ 232.1 $ 207.1 Operation and maintenance expenses 287.4 296.2 Depreciation and amortization 174.0 158.7 Taxes, other than income taxes 157.7 157.5 Less: Gross receipts tax expense (93.1 ) (96.7 ) Contribution Margin [Non-GAAP] 758.1 722.8 Natural gas costs 886.2 943.4 Gross receipts tax expense 93.1 96.7 Operating Revenues $ 1,737.4 $ 1,762.9 Net Income $ 118.4 $ 117.5 Operating revenues for the twelve months ended September 30, 2024 were $25.5 lower than the comparable prior-year period.
For more information about equity, see Note 5 of the Notes to Financial Statements in Item 8. ENVIRONMENTAL MATTERS The Utilities and other Spire subsidiaries own and operate natural gas distribution, transmission and storage facilities, the operations of which are subject to various environmental laws, regulations and interpretations.
ENVIRONMENTAL MATTERS The Utilities and other Spire subsidiaries own and operate natural gas distribution, transmission and storage facilities, the operations of which are subject to various environmental laws, regulations and interpretations.
The notes are senior secured indebtedness of Spire Missouri and rank equally with all other existing and future senior secured indebtedness issued by Spire Missouri under its mortgage and deed of trust.
The bonds senior secured indebtedness of Spire Missouri and rank equally with all other existing and future senior secured indebtedness issued by Spire Missouri under its mortgage and deed of trust. The bonds are secured by a first mortgage lien on substantially all of the real properties of Spire Missouri, subject to limited exceptions.
Spire’s material cash requirements as of September 30, 2023, are related to capital expenditures, principal and interest payments on long-term debt, natural gas purchase obligations, and common and preferred stock dividends. Total Company capital expenditures are planned to be $765 for fiscal 2024, though Spire had purchase commitments for less than a quarter of these as of September 30, 2023.
Spire’s material cash requirements as of September 30, 2024, are related to capital expenditures, principal and interest payments on long-term debt, natural gas purchase obligations, and common and preferred stock dividends.
Effective March 5, 2022, Spire Missouri was authorized by the MoPSC to issue conventional term loans, first mortgage bonds, unsecured debt, preferred stock and common stock in an aggregate amount of up to $800.0 for financings placed any time before December 31, 2024.
Effective October 27, 2024, Spire Missouri was authorized by the MoPSC to issue conventional term loans, first mortgage bonds, unsecured debt, preferred stock and common stock in an aggregate amount not to exceed $850.0 any time from that date through December 31, 2027.
Spire had no temporary cash investments as of September 30, 2023 or 2022. Short-term Debt The Company’s short-term cash requirements can be met through the sale of commercial paper or the use of a revolving credit facility.
Cash and Cash Equivalents Bank deposits were used to support working capital needs of the business. Spire had no temporary cash investments as of September 30, 2024 or 2023. Short-term Debt The Company’s short-term cash requirements can be met through the sale of up to $1,500.0 of commercial paper or through the use of Spire's $1,500.0 revolving credit facility.
The Company’s, Spire Missouri’s and Spire Alabama’s access to capital markets, including the commercial paper market, and their respective financing costs, may depend on the credit rating of the entity that is accessing the capital markets. Their debt is rated by two rating agencies: Standard & Poor’s Corporation (“S&P”) and Moody’s Investors Service (“Moody’s”).
The Company’s, Spire Missouri’s and Spire Alabama’s access to capital markets, including the commercial paper market, and their respective financing costs, may depend not only on current conditions in the credit and capital markets but also on the credit rating of the entity that is accessing the capital markets.
Gas Gas Other, Net of Changes FY23 from FY22 Utility Marketing Midstream Eliminations Consolidated Net Income $ 1.9 $ 3.5 $ 0.9 $ (9.6 ) $ (3.3 ) Net Economic Earnings [Non-GAAP] (2.2 ) 20.6 3.0 (9.6 ) 11.8 Operating Revenues 510.8 (55.8 ) 13.0 (0.2 ) 467.8 Contribution Margin [Non-GAAP] 88.1 7.8 13.0 (0.0 ) 108.9 Operation and Maintenance Expenses 48.5 4.8 8.3 6.4 68.0 Other Income (Expense) 32.1 Interest Expense 65.9 Income Tax (20.1 ) The increase in interest expense reflects the significant increase in short-term interest rates and higher long-term debt levels versus the prior year, combined with higher average levels of short-term borrowings in the current year.
Gas Gas Other, Net of Changes FY24 from FY23 Utility Marketing Midstream Eliminations Consolidated Net Income $ 16.5 $ (6.4 ) $ 19.7 $ 3.6 $ 33.4 Adjusted Earnings [Non-GAAP] 20.3 (24.2 ) 19.4 3.8 19.3 Operating Revenues (19.0 ) (79.9 ) 34.6 (9.0 ) (73.3 ) Contribution Margin [Non-GAAP] 63.4 (9.0 ) 33.5 (0.1 ) 87.8 Operation and Maintenance Expenses (9.0 ) (1.2 ) 4.2 (4.2 ) (10.2 ) Other Income (Expense) (1.0 ) Interest Expense 15.4 Income Tax 19.9 The increase in interest expense was principally the result of higher interest expenses on short-term borrowings, reflecting both higher short-term interest rates and higher average borrowing levels in the current year.
The Utilities rely on short-term credit and long-term capital markets, as well as cash flows from operations, to satisfy their seasonal cash requirements and fund their capital expenditures. The Utilities access the commercial paper market through a program administered by the holding company, which then loans borrowed funds to the Utilities. The Utilities directly access the long-term bond market.
The Utilities access the commercial paper market through a program administered by the holding company, which then loans borrowed funds to the Utilities. The Utilities directly access the long-term bond market.
Had the remaining shares under the forward agreements been settled as of September 30, 2023, it would have generated net proceeds of $111.2. As of September 30, 2023, Spire may sell additional shares with an aggregate offering price of up to $17.9 under the current Board of Directors authorization expiring May 2025.
Had all shares under these forward agreements been settled as of September 30, 2024 , it would have generated net proceeds of $75.0. As of September 30, 2024 , under the ATM program, Spire may sell additional shares with an aggregate offering price of up to $123.6 through January 2027.
As of September 30, 2023, the debt ratings of the Company, Spire Missouri and Spire Alabama (shown in the following table) remain at investment grade with a stable outlook (other than Moody's negative outlook for Spire Alabama debt).
Their debt is rated by two rating agencies: Standard & Poor’s Corporation (“S&P”) and Moody’s Investors Service (“Moody’s”). As of September 30, 2024, the debt ratings of the Company, Spire Missouri and Spire Alabama (shown in the following table) remain at investment grade with a stable outlook.
Net income increased $2.6 over the comparable prior-year period. 34 Table of Contents Spire Alabama Year Ended September 30, 2023 2022 Operating Income $ 119.7 $ 112.6 Operation and maintenance expenses 136.4 130.1 Depreciation and amortization 69.3 66.8 Taxes, other than income taxes 43.0 38.1 Less: Gross receipts tax expense (29.9 ) (25.5 ) Contribution Margin [Non-GAAP] 338.5 322.1 Natural gas costs 202.7 161.5 Gross receipts tax expense 29.9 25.5 Operating Revenues $ 571.1 $ 509.1 Net Income $ 66.0 $ 68.5 The $62.0 increase in operating revenues reflects a $73.8 increase in gas cost recoveries pursuant to the GSA mechanism, $22.0 higher net rate adjustments under the RSE mechanism, and higher gross receipts taxes of $4.4.
Adjusted earnings increased $3.7 after removing expenses primarily related to the current year customer affordability initiative. 34 Table of Contents Spire Alabama Year Ended September 30, 2024 2023 Operating Income $ 138.3 $ 119.7 Operation and maintenance expenses 135.6 136.4 Depreciation and amortization 72.8 69.3 Taxes, other than income taxes 42.7 43.0 Less: Gross receipts tax expense (30.1 ) (29.9 ) Contribution Margin [Non-GAAP] 359.3 338.5 Natural gas costs 189.5 202.7 Gross receipts tax expense 30.1 29.9 Operating Revenues $ 578.9 $ 571.1 Net Income $ 80.1 $ 66.0 Operating revenues for the twelve months ended September 30, 2024 increased $7.8 from the same period in the prior year.
Spire Alabama’s total system volume sold and transported was 1,026.2 million CCF during the year ended September 30, 2023, compared with 1,010.8 million CCF during the prior year. Off-system sales volume for fiscal 2023 totaled 98.8 million CCF compared with 63.1 million CCF for fiscal 2022.
Temperatures in Spire Alabama’s service area during fiscal 2024 were 12.8% colder than during fiscal 2023 and 9.0% warmer than normal. Spire Alabama’s total system volume sold and transported was 1,036.7 million CCF during the year ended September 30, 2024, compared with 1,026.2 million CCF during the prior year.
The increase reflects higher non-employee operations expense of $14.7 and higher bad debt expense of $2.2, partly offset by lower outside service costs and favorable A&G expenses in the current year. Depreciation and amortization expenses were up $13.4, the result of continued investment in infrastructure upgrades.
This reduction of current year O&M was driven by non-payroll operations expense, lower employee-related costs and lower outside services costs, partially offset by higher insurance and bad debt expenses. Depreciation and amortization expenses were up $15.3, the result of continued investment in infrastructure upgrades.
Unless otherwise indicated, references to years herein are references to the fiscal years ending September 30 for the Company and its subsidiaries. Reference is made to “Item 1A. Risk Factors” and “Forward-Looking Statements,” which describe important factors that could cause actual results to differ from expectations and non-historical information contained herein.
Reference is made to “Forward-Looking Statements” and Item 1A, Risk Factors, in Part I, which describe important factors that could cause actual results to differ from expectations and non-historical information contained herein.
See Note 5 , Shareholders’ Equity, of the Notes to Financial Statements in Item 8 for additional discussion of these equity units. Including the current portion of long-term debt, the Company’s long-term consolidated capitalization consisted of 44% equity at September 30, 2023 and 46% equity at September 30, 2022.
Long-term Debt and Equity Factoring in the current portion of long-term debt, the Company’s long-term consolidated capitalization consisted of 46% equity at September 30, 2024 and 44% equity at September 30, 2023.
Other income was higher by $18.4, after removing the $7.9 due to the NSC Transfer. This variance is primarily attributable to increased natural gas inventory carrying cost credits, combined with favorable mark-to-market valuations on non-qualified retirement trusts. Interest expense increased $36.5, primarily reflecting higher short-term interest rates and net long-term debt issuances in the current year.
Interest expense increased $7.4 to $147.3 reflecting higher average net debt levels and higher short-term interest rates. Other income decreased $10.5. in the current year ($3.0 after removing the $7.5 NSC Transfer impact), primarily the result of lower gas carrying credits at Spire Missouri that were only partly offset by favorable mark-to-market valuations on unqualified retirement trusts.
Credit limits for customers are established and monitored. 28 Table of Contents NON-GAAP MEASURES Net income, earnings per share and operating income reported by Spire, Spire Missouri and Spire Alabama are determined in accordance with GAAP. Spire, Spire Missouri and Spire Alabama also provide the non-GAAP financial measures of net economic earnings, net economic earnings per share and contribution margin.
In addition, the following discussion should be read in conjunction with the audited financial statements and accompanying notes thereto of Spire, Spire Missouri and Spire Alabama included in Item 8, Financial Statements and Supplementary Data. 28 Table of Contents NON-GAAP MEASURES Net income, earnings per share and operating income reported by Spire, Spire Missouri and Spire Alabama are determined in accordance with GAAP.
Depreciation and amortization expenses for fiscal 2023 were $16.5 higher than the same period in the prior year primarily driven by continued infrastructure capital expenditures across all the Utilities.
Taxes, other than income taxes, decreased $0.1, as lower gross receipts taxes totaling $3.5 offset increases in property and real estate taxes. Depreciation and amortization expenses for the twelve months ended September 30, 2024 were $19.2 higher than the same period in the prior year primarily driven by continued infrastructure capital expenditures across all the Utilities.
These revenue growth drivers were only partially offset by lower off-system sales of $5.2. Temperatures in Spire Missouri’s service areas during fiscal 2023 were 1.4% warmer than during fiscal 2022 and 10.4% warmer than normal.
The new rates, combined with higher off-system sales were more than offset by lower volume impacts (net of weather mitigation) totaling $10.1. Temperatures in Spire Missouri’s service areas during fiscal 2024 were 10.0% warmer than during fiscal 2023 and 19.1% warmer than normal.
Under this authorization through September 30, 2023, Spire Missouri has issued $79.1 of common stock and $400.0 of first mortgage bonds. Spire Alabama has no standing authority to issue long-term debt and must petition the APSC for each planned issuance.
Spire Alabama has no standing authority to issue long-term debt and must petition the APSC for each planned issuance. On August 13, 2024, Spire Missouri issued $320.0 aggregate principal amount of its 5.150% Series First Mortgage Bonds due 2034. Interest is payable semi-annually.
The increase in Gas Utility operating revenues for fiscal 2023 was attributable to the following factors: Spire Missouri and Spire Alabama – Higher PGA/GSA gas cost recoveries $ 436.1 Spire Missouri – 2021 and 2022 rate case outcomes 60.7 Spire Alabama – RSE: net adjustments 22.0 Spire Missouri and Spire Alabama – Higher gross receipts taxes 21.5 Spire EnergySouth 6.9 Spire Missouri – Volumetric usage including weather mitigation impact 4.1 Spire Alabama – Volumetric usage including weather mitigation impact (30.6 ) Spire Missouri and Spire Alabama – Lower off-system sales (12.3 ) All other factors 2.4 Total Variation $ 510.8 The primary driver of revenue growth in the current year was $436.1 in higher gas cost recoveries at the utilities of Spire Missouri and Spire Alabama, reflecting higher average gas costs being passed through to customers.
The decrease in Gas Utility operating revenues for fiscal 2024 was attributable to the following factors: Spire Missouri and Spire Alabama – Lower PGA/GSA gas cost recoveries $ (89.2 ) Spire Missouri – Volumetric usage including weather mitigation impact (10.1 ) Spire Alabama – Per customer usage charge reset, combined with warm weather adjustment 23.3 Spire Missouri – 2022 rate case outcomes 22.9 Spire Missouri – Infrastructure System Replacement Surcharge (ISRS) 19.2 Spire Alabama – RSE adjustments, net 9.8 Spire Missouri – Off-system sales and capacity release 8.9 All other factors (3.8 ) Total Variation $ (19.0 ) Warmer weather across our utility footprint in the current year negatively impacted both gas cost recoveries and customer usage, particularly for Spire Missouri.
The $5.4 favorable volume impact at Spire Missouri was partly offset by the $2.2 volume decline at Spire Alabama, both net of weather mitigation impacts. O&M expenses for the twelve months ended September 30, 2023, were $48.5 higher than the prior year.
These factors were partially offset by the $11.2 negative volume usage impact (net of weather mitigation) experienced by Spire Missouri in the current year. Reported O&M expenses for the twelve months ended September 30, 2024 were $9.0 lower than the prior year. After excluding the impact of the NSC Transfer of $7.5 expenses declined $1.5.
Contribution margin for the fiscal year ended September 30, 2023 increased $68.4 from the same period in the prior year. The increase was the result of the previously mentioned timing of the 2022 and 2021 rate case implementations generating $60.7 incremental contribution margin, combined with favorable volumetric impacts of $5.4.
Contribution margin for the fiscal year ended September 30, 2024 increased $35.3 from the same period in the prior year. The previously mentioned timing of the 2022 rate case implementation generated $22.9 incremental contribution combined with $19.2 higher ISRS more than offset the $11.2 impact of lower volumes.
This increase was driven primarily by Spire Missouri, the result of increased inventory carrying-cost credits combined with favorable mark-to-market valuations on non-qualified retirement trusts. The year-over-year growth also benefited from investment gains experienced by other subsidiaries. Income tax expense decreased $20.1.
This gain, combined with favorable mark-to-market valuations on unqualified retirement and investment trusts was only partly offset by lower gas carrying cost credits at Spire Missouri. Income tax expense increased $19.9, the result of higher pre-tax income in the current year and the prior year benefiting from a one-time tax credit study.
The O&M increase of $8.3 is driven by a $2.1 increase at Spire Storage West supporting the higher level of billable storage activity, with the remaining increase due principally to Spire Storage Salt Plains operations as well as acquisition and transaction costs for the previously announced and pending Missouri Gas Company (MoGas) acquisition. 33 Table of Contents Other The Company’s other activities incurred a $34.1 loss for the twelve months ended September 30, 2023, $9.6 higher than the prior-year period.
O&M expenses increased by $4.2 year-over-year, due primarily to operating expenses associated with the before-mentioned acquisitions, combined with increased activity at Spire Storage West. 33 Table of Contents Other The Company’s other activities generated a $30.3 adjusted loss in the twelve months ended September 30, 2024, $3.8 lower than the prior-year period.
S&P Moody ’ s Spire Inc. senior unsecured long-term debt BBB+ Baa2 Spire Inc. preferred stock BBB Ba1 Spire Inc. short-term debt A-2 P-2 Spire Missouri senior secured long-term debt A A1 Spire Alabama senior unsecured long-term debt A- A2 Cash and Cash Equivalents Bank deposits were used to support working capital needs of the business.
S&P Moody’s Spire Inc. senior unsecured long-term debt BBB Baa2 Spire Inc. preferred stock BBB- Ba1 Spire Inc. short-term debt A-2 P-2 Spire Missouri senior secured long-term debt A A1 Spire Alabama senior unsecured long-term debt BBB+ A2 Management focuses on maintaining a strong balance sheet and believes the Company, Spire Missouri and Spire Alabama have adequate access to credit and capital markets and will have sufficient liquidity and capital resources, both internal and external, to meet anticipated requirements.
The larger current-year loss was driven by higher interest expense, reflecting both higher borrowings and interest rates, combined with higher corporate costs, partly offset by lower income tax expense.
This gain, combined with lower corporate costs in the current year more than offset higher interest expense.
In 2022, the Company used $75.3 less cash in investing activities than in 2021, primarily driven by a $72.6 decrease in capital expenditures, with Gas Utility down $61.8 and Midstream down $10.4.
In 2023, the Company used $148.8 more cash in investing activities than in 2022, primarily driven by a $110.3 increase in capital expenditures and the $37.0 acquisition of Spire Storage Salt Plains.
These benefits were only partly offset by a $30.6 reduction due to volume/usage at Spire Alabama, and a combined $12.3 reduction in off-system sales between Spire Missouri and Spire Alabama. 32 Table of Contents The year-over-year increase in Gas Utility contribution margin was attributable to the following factors: Spire Missouri – 2021 and 2022 rate case outcomes $ 60.7 Spire Alabama – RSE: net adjustments 19.6 Spire Missouri - Volumetric usage including weather mitigation impact 5.4 Spire EnergySouth 3.3 Spire Alabama – Volumetric usage including weather mitigation impact (2.2 ) All other factors 1.3 Total Variation $ 88.1 The contribution margin growth was primarily driven by the $60.7 increase from the Spire Missouri 2022 and 2021 rate order implementations, $19.6 from favorable rate adjustments within the RSE framework at Spire Alabama, and a $3.3 increase at Spire EnergySouth.
The year-over-year increase in Gas Utility contribution margin was attributable to the following factors: Spire Missouri – 2022 rate case outcomes $ 22.9 Spire Missouri – ISRS 19.2 Spire Alabama – Per customer usage charge reset, combined with warm weather adjustment 11.8 Spire Alabama – RSE adjustments, net 9.9 Spire Missouri – Volumetric usage including weather mitigation impact (11.2 ) All other factors 10.8 Total Variation $ 63.4 Contribution margin increased $63.4 versus the prior year.
Spire dividends declared and payable as of September 30, 2023, totaled $43.1, while annualized dividends based on the regular quarterly amounts declared on November 10, 2023, are estimated at $175.3.
Spire dividends declared and payable as of September 30, 2024, totaled $48.1, while annualized dividends based on the shares outstanding and regular quarterly amounts declared on November 14, 2024 are estimated at $196.1. 36 Table of Contents Source of Funds The Utilities rely on short-term credit and long-term capital markets, as well as cash flows from operations, to satisfy their seasonal cash requirements and fund their capital expenditures.
Gas Utility For the twelve months ended September 30, 2023, Gas Utility net income was $1.9 higher than the prior-year period, as the $2.6 and $1.8 growth at Spire Missouri and Spire EnergySouth, respectively, was partly offset by the $2.5 decrease at Spire Alabama.
Gas Utility For the twelve months ended September 30, 2024, Gas Utility adjusted earnings in the current year was $20.3 higher than the prior-year period with higher earnings across both Missouri and Alabama.
Reported O&M expenses for the current year period increased $40.5 versus the prior year. Expenses increased $8.6 after removing the $7.9 impact of the NSC Transfer and the approximately $24 of general overheads that were deferred in the prior year.
Reported O&M expenses for the twelve months ended September 30, 2024 decreased $8.8 versus the prior year, or $0.5 after removing the $8.3 impact of the NSC Transfer. Excluding the $3.6 of charges in the current year relating to the Company’s customer affordability initiative, O&M expenses are $4.1 lower than the comparable prior-year period.
Weighted-average short-term interest rates were 5.0% in the current year, versus 1.1% in the prior year. The change in other income was $22.6 after removing the impact of the Postretirement Non-Service Cost Transfer (NSC Transfer) of $9.5.
Interest on long-term debt was marginally higher, reflecting higher average debt levels and slightly higher rates. Weighted-average short-term interest rates were 5.7% in the current year versus 5.0% in the prior year, while weighted average interest rate on long-term debt increased from 4.2% in the prior year to 4.3% in the current year. Other income decreased $1.0.
Removed
Spire Missouri, Spire Alabama and Spire EnergySouth are wholly owned subsidiaries of the Company. Spire Missouri, Spire Alabama and the subsidiaries of Spire EnergySouth are collectively referred to as the “Utilities.” The subsidiaries of Spire EnergySouth are Spire Gulf and Spire Mississippi.
Added
This Item 7 includes management’s discussion and analysis of financial results including changes in earnings and costs from the prior periods, as well as their financial condition and liquidity. Unless otherwise indicated, references to years herein are references to the fiscal years ending September 30 for the Company and its subsidiaries.
Removed
This section includes management’s view of factors that affect the respective businesses of the Company, Spire Missouri and Spire Alabama, explanations of financial results including changes in earnings and costs from the prior periods, and the effects of such factors on the Company’s, Spire Missouri’s and Spire Alabama’s overall financial condition and liquidity.
Added
Spire, Spire Missouri and Spire Alabama also provide the non-GAAP financial measures of adjusted earnings, adjusted earnings per share and contribution margin.
Removed
In addition, the following discussion should be read in conjunction with the audited financial statements and accompanying notes thereto of Spire, Spire Missouri and Spire Alabama included in “Item 8. Financial Statements and Supplementary Data.” OVERVIEW The Company has three reportable segments: Gas Utility, Gas Marketing, and Midstream.
Added
Removing the i mpact of the Postretirement Non-Service Cost Transfer (NSC Transfer) of $7.5, the increase was $6.5. Of this increase, $8.2 was t he result of a gain realized on an interest rate swap contract after management determined the anticipated issuance of certain debt was no longer probable of occurring, resulting in the discontinuation of hedge accounting.
Removed
Most of Spire’s earnings are derived from its Gas Utility segment, which reflects the regulated activities of the Utilities. Due to the seasonal nature of the Utilities’ business and the volumetric Spire Missouri rate design, earnings of Spire and each of the Utilities are typically concentrated during the heating season of November through April each fiscal year.
Added
Net income in the current year was $16.5 higher than the prior year, reflecting the current-year’s $3.8 (after-tax) expense relating to the Company’s customer affordability initiative (an initiative implemented in the second quarter of fiscal 2024 to improve long-term customer affordability targeted at lowering our overall cost structure and improving operational efficiency) that is excluded from adjusted earnings.
Removed
Gas Utility - Spire Missouri Spire Missouri is Missouri’s largest natural gas distribution utility and is regulated by the MoPSC. Spire Missouri serves St. Louis, Kansas City, and other areas throughout the state.
Added
These results are described in further detail below.
Removed
Spire Missouri purchases natural gas in the wholesale market from producers and marketers and ships the gas through interstate pipelines into its own distribution facilities for sale to residential, commercial and industrial customers. Spire Missouri also transports gas through its distribution system for certain larger customers who buy their own gas on the wholesale market.
Added
Spire Missouri realized $65.7 lower gas cost recoveries in the current year, as the current-year lower volumes more than offset the higher PGA rates being charged to customers.
Removed
Spire Missouri delivers natural gas to customers at rates and in accordance with tariffs authorized by the MoPSC. The earnings of Spire Missouri are primarily generated by the sale of heating energy. Gas Utility - Spire Alabama Spire Alabama is the largest natural gas distribution utility in the state of Alabama and is regulated by the APSC.
Added
Spire Missouri also experienced lower volumetric usage totaling $10.1 in the current year. 32 Table of Contents These warmer weather impacts more than offset the $23.3 incremental revenues resulting from the reset of the Spire Alabama per customer usage charge (net of weather adjustment), $22.9 increase from Spire Missouri reflecting the full year impact of implementing the 2022 rate order, favorable Spire Alabama RSE adjustments totaling $9.8, and increases in ISRS and off-system sales of $19.2 and $8.9, respectively, at Spire Missouri.
Removed
Spire Alabama’s service territory is located in central and northern Alabama. Among the cities served by Spire Alabama are Birmingham, the center of the largest metropolitan area in the state, and Montgomery, the state capital.
Added
Favorable drivers included the $22.9 increase attributable to the implementation of the 2022 Missouri rate case order, increase in ISRS of $19.2, $11.8 growth resulting from the reset of the Spire Alabama per customer usage charge (net of weather adjustment), and $9.9 favorable RSE adjustment at Spire Alabama.
Removed
Spire Alabama purchases natural gas through interstate and intrastate suppliers and distributes the purchased gas through its distribution facilities for sale to residential, commercial, and industrial customers and other end-users of natural gas. Spire Alabama also transports gas through its distribution system for certain large commercial and industrial customers for a transportation fee.

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